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| JAWEDAN
CEMENT LTD. |
|
| 34th
Annual Report 1996 |
|
|
| CONTENTS |
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|
Page |
|
| Corporate Information |
|
2 |
|
| Notice of Annual General
Meeting |
|
3 |
|
| Directors'
Report to the Shareholders |
|
4 |
|
| Pattern
of Shareholding |
|
6 |
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| Auditors'
Report to the Members |
|
7 |
|
| Balance
Sheet |
|
|
8 |
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| Profit
and Loss Account |
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|
10 |
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| Statement
of Changes in Financial Position |
|
11 |
|
| Notes
to the Accounts |
|
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|
12 |
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|
|
| CORPOFIATE
INFORMATION |
|
|
| BOARD
OF DIRECTORS: |
|
|
| Malik
Amjad Ali Noon |
|
| Chairman |
|
|
| Sayed
Amir All Shah |
|
| Managing
Director |
|
|
| Mohammad
Zia-ur-Rehman |
|
| Razi-ur-Rehman
Khan |
|
| Behram
Hassan |
|
| Mohammad
Sharif Shafique |
|
| Sultan
Ahmed Shamsi |
|
| Muhammad
Ashraf Chaudhry |
|
| Abdul
Qaiyum |
|
|
|
|
| SECRETARY: |
|
|
| Azhar
Ahmed Siddiqui |
|
|
|
| AUDITORS: |
|
| Taseer
Hadi Khalid & Go. |
|
| Chartered
Accountants, |
|
| Karachi |
|
|
|
| BANKERS: |
|
| Muslim
Commercial 'Bank Ltd. |
|
| National
Bank of Pakistan |
|
| Habib
Bank Ltd. |
|
|
| REGISTERED
OFFICE: |
|
| AI-Haroon,
2nd Floor |
|
| 10-Agha
Khan III Road, |
|
| Karachi-74400 |
|
| Tel:
7725961-62 |
|
| Fax:
92-21-7737437 |
|
| Telegram:
JAVCEMT |
|
|
| WORKS: |
|
| Manghopir, |
|
|
| Karachi-75890 |
|
| Tel:
6980026-27 |
|
| Fax:
92-21-6980132 |
|
|
| NOTICE
OF ANNUAL GENERAL MEETING |
|
|
| Notice
is hereby given that the 34th Annual General Meeting of Shareholders of
Javedan Cement |
|
| Limited,
Karachi, will be held at 5.00 p.m. on Saturday, the 28th December, 1996, at
Hotel Jabees, |
|
| Abdullah
Haroon Road, Saddar, Karachi-3, in order to transact the following business:- |
|
|
| 1.
To confirm the Minutes of the Last Annual General Meeting. |
|
|
|
|
| 2.
To receive and adopt the Audited Accounts of the Company for the year ended
30th June, |
|
| 1996,
together with the Reports of Directors and Auditors thereon. |
|
|
| 3.
To appoint Auditors and fix their remuneration. M/s. Taseer Hadi Khalid &
Co., Chartered |
|
| Accountants, have offered themselves for
re-appointment as Auditors of the Company for the |
|
| year 1996-97 |
|
|
| 4.
Any other business with the permission of the Chair. |
|
|
| By
order of the Board |
|
|
| AZHAR
AHMED SIDDIQUI |
|
| Company
Secretary |
|
|
| NOTES: |
|
| 1.
The Share Transfer books of the Company will remain closed from 19.12.1996 to
28.12.1996 |
|
| (both
days inclusive) to effect the transfer of shares, as at the close of business
on 18.12.1996. |
|
|
|
|
| 2.
Shareholders are requested to immediately notify the Company of change in
their |
|
| addresses,
if any. |
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|
|
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| 3.
Shareholders are further requested to quote their Folio numbers in all
correspondence with |
|
| the
Company and at the time of attending Annual General Meeting. |
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|
|
|
| 4.
Those shareholders who have not collected their Share Certificates and/or
dividend warrants |
|
| for the previous years are requested to
please collect the same from the Company in person/ |
|
| through authorised representatives and or
by post. |
|
|
|
| 5.
A member entitled to attend and vote at this meeting is entitled to appoint
another member |
|
| as
his/her proxy to attend and vote instead of him/her. Proxies, in order to be
effective must |
|
| be
received at the Registered Office of the Company not less than 48 hours
before the time |
|
| appointed
for the Meeting. |
|
|
|
|
| DIRECTORS'
REPORT TO THE SHAREHOLDERS |
|
|
| The directors are pleased to welcome the
Members at the 34th Annual General Meeting |
|
| of
the Company wherein the Audited Accounts of the Company together with the
Auditors Report |
|
| thereon
are to be adopted. The performance of the Company durin9 the period 1995-96
was |
|
| not
very satisfactory due to certain very cogent reasons. |
|
|
| The most pertinent cause for lower
production of Clinker was the occurrence of a sudden |
|
| blast
in December 1995 at Works which collapsed the entire mechanical structure and
damaged |
|
| the
allied equipment of Air Separator of Raw Mill-Ill, which resulted in shut
down of Kiln-Ill for |
|
| more
than 90 days. Consequently the Consumption norms remained beyond control
which adversely |
|
| affected
the overall performance and profitability of the Company. |
|
|
| The other important reasons which
contributed towards lower production of cement and sales |
|
| were
as under :- |
|
|
| a)
Law and Order situation coupled with repeated strikes in the city disturbed
our production |
|
| and
sales schedules. Total strike days during this period were 26. |
|
|
|
|
| b)
The overall Economic depression coupled with Law and Order situation in the
city slowed |
|
| down the construction activities, both in
private and public sectors, resultin9 in low |
|
| off-take of Cement. |
|
|
| c)
Excess availability of cement in South has also led to cut throat competition
between |
|
| various
Cement Manufacturers in Private Sectors. |
|
|
| PRODUCTION: |
|
| The Company produced 368,428 tonnes of
Cement and 387,287 tonnes of Clinker during |
|
| the
year under review. The table given below shows the comparative fi9ures of
clinker and |
|
| cement
production for the two years: |
|
|
|
Increase/ |
|
|
|
|
(Decrease) |
|
|
|
|
Over Previous |
|
|
|
|
1995-96 |
1994-95 |
Year |
|
|
|
|
(Tonnes) |
(Tonnes) |
(Tonnes) |
|
|
| Clinker
Production |
|
|
387,287 |
485,043 |
(97,756) |
|
| Cement
Production |
|
|
|
|
| Ordinary
Portland Cement |
|
|
327,625 |
477,156 |
(149,531) |
|
| Slag
Cement |
|
|
36,878 |
22,398 |
14,480 |
|
| Sulphate
Resisting Cement |
|
|
3,925 |
7,633 |
(3,708) |
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|
|
--------- |
--------- |
--------- |
|
|
|
|
368,428 |
507,187 |
(138,759) |
|
|
|
========= |
========= |
========= |
|
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|
| MARKETING: |
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|
Sales during the year
under review decreased by 126,570 tonnes over last year. |
|
| Comparative
figures of sales are given hereunder :- |
|
|
|
Increase/ |
|
|
|
(Decrease) |
|
|
|
Over Previous |
|
|
|
|
1995-96 |
1994-95 |
Year |
|
|
|
|
(Tonnes) |
(Tonnes) |
(Tonnes) |
|
|
| Ordinary
Portland Cement |
|
|
330,256 |
477,809 |
(147,553) |
|
| Slag
Cement |
|
|
38,961 |
19,414 |
19,547 |
|
| Sulphate
Resisting Cement |
|
|
6,278 |
4,842 |
1,436 |
|
|
|
|
--------- |
--------- |
--------- |
|
|
|
|
375,495 |
502,065 |
(126,570) |
|
|
|
========= |
========= |
========= |
|
|
| FINANCIAL: |
|
| The Company during the year under review
has incurred a loss of Rs. 104.362 Million |
|
| before
tax as against the profit of Rs. 129.851 Million earned during the year
1994-95. The |
|
| main
reasons being less production, decrease in sales volume and increase in the
cost of inputs |
|
| such
as Gas, Power, Furnace Oil, etc. |
|
|
|
|
(Rs. in Million) |
|
|
|
|
1995-96 |
1994-95 |
|
|
| Pre-Tax
(Loss)/Profit |
|
|
(104.362) |
129.85 |
|
|
| DIVIDEND: |
|
| In view of the losses, no dividend is
being recommended for the year 1995-96. |
|
|
|
| DIRECTORS: |
|
| Since the last Annual General Meeting,
the following changes have been made in the Board |
|
| of
Directors of the Company :- |
|
|
| (1)
Mr. Mohammad Zia-ur-Rehman, Joint Secretary, Production Wing, Ministry of
Industries |
|
| & Production, Government of Pakistan,
Islamabad, was nominated as Director by the |
|
| Federal Government, w.e.f. 25.07.1996, in
place of Mr. Nisar Hussain Khan; |
|
|
| (2)
M/s. National Investment Trust Limited, has nominated Mr. Razi-ur-Rehman
Khan, Chairman |
|
| and Managing Director, NIT, as Director,
w.e.f. 5.11.1996 in place of Mr. A.D. Azhar |
|
| Khawaja; |
|
|
| (3)
S.C.C.P. nominated Mr. Mohammad Ashraf Chaudhry, General Manager (Finance),
SCCP, |
|
| as Director, w.e.f. 6.8.1996 in place of
Mr. Jamal-ud-Din; |
|
|
| (4)
Mr. Azhar Ahmed Siddiqi, Dy. General Manager (Finance), JCL, has taken over
as |
|
| Secretary
of the Company w.e.f. 15.02.1996, in place of Mr. S. Isa Rizvi, who has |
|
| since
been retired. |
|
|
| While welcoming the new Directors, we
place on record our deep appreciation for the valuable |
|
| services
rendered by the outgoing Directors and Secretary of the Company. |
|
|
| AUDITORS: |
|
| Present Auditors M/s. Taseer Hadi Khalid
& Co., Chartered Accountants, retire and being |
|
| eligible
have also offered themselves for re-appointment as Auditors of the Company
for the |
|
| year
1996-97. |
|
|
| ACKNOWLEDGEMENT: |
|
| The Chairman & Directors of the
Company place on record the appreciation for the hard |
|
| work
done by the Workers, Staff & Officers of the Company during the year
1995-96 with the |
|
| hope
that they would accelerate their joint efforts and dedication for achieving
better results during |
|
| the
forthcoming years. |
|
|
| For
and on behalf of the Board |
|
|
| (SAYED
AMIR ALl SHAH) |
|
| Managing
Director |
|
| 28th
November, 1996. |
|
|
| FORM "A" |
|
| PATTERN
OF HOLDING OF THE SHARES |
|
| AS
AT 30TH JUNE, 1996 |
|
|
|
|
|
|
| No.
of Shareholders |
|
From |
To |
|
|
Total shares held |
|
|
|
|
|
|
| 1719 |
|
1 |
100 |
|
|
47,631 |
|
| 616 |
|
101 |
500 |
|
|
164,557 |
|
| 75 |
|
501 |
1000 |
|
|
54,646 |
|
| 65 |
|
1001 |
5000 |
|
|
128,384 |
|
| 2 |
|
5001 |
10000 |
|
|
13,023 |
|
| 1 |
|
10001 |
15000 |
|
|
14,666 |
|
| 1 |
|
100001 |
120000 |
|
|
118,548 |
|
| 1 |
|
135001 |
140000 |
|
|
139,893 |
|
| 1 |
|
1120001 |
1150000 |
|
|
1,369,309 |
|
| 1 |
|
6745001 |
6750000 |
|
|
6,749,343 |
|
| --------- |
|
|
|
|
--------- |
|
| 2482 |
|
|
|
|
8,800,000 |
|
| ========= |
|
|
|
|
========= |
|
|
| Categories
of Shareholders |
|
Number |
|
Shares held |
|
Percentage |
|
|
| 1.
Individuals |
|
|
2470 |
|
389,747 |
|
4.43 |
|
| 2.
Financial Institutions |
|
2 |
|
1,487,857 |
|
16.91 |
|
| 3.
Insurance Companies |
|
3 |
|
161,979 |
|
1.84 |
|
| 4.
Commercial Banks |
|
|
5 |
|
5,471 |
|
0.06 |
|
| 5. Others |
|
|
|
|
|
|
| a)
State Cement Corporation |
|
|
|
|
| of
Pakistan (Pvt) Ltd. |
|
1 |
|
6,749,343 |
|
76.70 |
|
|
|
|
|
|
|
|
|
| b)
Administrator, Abandoned |
|
|
|
|
| Propedies,
Govt. of Pakistan |
|
1 |
|
5,603 |
|
0.06 |
|
|
|
--------- |
--------- |
--------- |
--------- |
--------- |
|
|
|
2482 |
|
8,800,000 |
|
100.00 |
|
|
========= |
========= |
========= |
========= |
========= |
|
|
| AUDITORS'
REPORT TO THE MEMBERS |
|
| We
have audited the annexed Balance Sheet of Javedan Cement Limited as at 30th
June, |
|
| 1996
and the related Profit and Loss Account and Statement of Changes in Financial
Position, |
|
| together
with the notes forming part thereof, for the year then ended and we state
that we |
|
| have
obtained all the information and explanations, which to the best of our
knowledge and |
|
| belief,
were necessary for the purposes of our audit and, after due verification
thereof, we |
|
| report
that: |
|
|
| a)
In our opinion proper books of account have been kept by the ,Company as
required |
|
| by
the Companies Ordinance, 1984; |
|
|
|
|
| b)
In our opinion: |
|
|
|
|
| i)
the Balance Sheet and Profit and Loss Account together with the notes thereon |
|
| have
been drawn up in conformity with the Companies Ordinance, 1984, |
|
| and
are in agreement with the books of account and are further in accordance |
|
| with
accounting policies consistently applied; |
|
|
|
|
| ii)
the expenditure incurred during the year was for the purpose of the Company's |
|
| business;
and |
|
|
|
|
| iii)
the business conducted, investments made and the expenditure incurred during |
|
| the
year were in accordance with the objects of the Company; |
|
|
|
|
| c)
In our opinion and to the best of our information and according to the
explanations |
|
| given
to us, the Balance Sheet, Profit and Loss Account and the Statement of |
|
| Changes
in Financial Position, together with the notes forming part thereof, give |
|
| the
information required by the Companies Ordinance, 1984, in the manner so |
|
| required
and respectively give a true and fair view of the state of the Company's |
|
| affairs
as at 30th June, 1996 and of the loss and the changes in financial position |
|
| for
the year then ended; and |
|
|
|
|
| d)
In our opinion, Zakat deductible at source under the Zakat and Ushr
Ordinance, |
|
| 1980
was deducted by the Company and deposited in the Central Zakat Fund |
|
| established
under Section 7 of that Ordinance. |
|
|
| TASEER
HADI KHALID & CO. |
|
| Chadered
Accountants |
|
|
| BALANCE
SHEET AS AT 30TH JUNE, 1996 |
|
|
|
|
(R U P E E s) |
|
|
|
Notes |
1996 |
1995 |
|
| SHARE
CAPITAL & RESERVES |
|
|
| Authorised
Capital |
|
| 15,000,000
Ordinary Shares of |
|
|
Rs. 10/- each |
|
|
150,000,000 |
150,000,000 |
|
|
|
|
============= |
============ |
|
|
|
|
| Issued,
Subscribed & Paid-up Capital |
|
|
88,000,000 |
88,000,000 |
|
|
| Reserves: |
|
| Capital
Reserve |
|
|
11,965,602 |
11,965,602 |
|
| General
Reserve |
|
|
|
|
| Balance
at 1st July |
|
|
63,500,000 |
33,500,000 |
|
| Addition
during the year |
|
|
-- |
30,000,000 |
|
|
|
|
------------- |
------------ |
|
| Balance
at 30th June |
|
|
63,500,000 |
63,500,000 |
|
| Unappropriated
(Loss)/Profit |
|
|
(117,289,942) |
4,855,351 |
|
|
|
|
------------- |
------------ |
|
|
|
|
(41,824,340) |
80,320,953 |
|
|
|
|
|
|
|
|
|
------------- |
------------ |
|
|
|
|
46,175,660 |
168,320,953 |
|
|
|
|
|
|
| LONG
TERM LOANS- SECURED |
|
|
4 |
311,000,000 |
207,000,000 |
|
|
|
|
|
|
|
| DEFERRED
LIABILITIES FOR TAXATION |
|
|
35,000,000 |
35,000,000 |
|
|
|
|
|
|
| LONG
TERM DEPOSITS |
|
|
5 |
5,774,107 |
819,107 |
|
|
|
|
|
|
|
| CURRENT
LIABILITIES |
|
| Finance
under Mark-up Arrangements |
|
6 |
20,814,412 |
- |
|
| Due
to Associate Company |
|
|
9,158,527 |
106,715,514 |
|
| Current
Portion of Long Term Loan |
|
4 |
93,030,000 |
47,030,000 |
|
| Creditors,
Accrued Expenses and |
|
|
| Other
Liabilities |
|
7 |
119,600,394 |
82,247,576 |
|
| Provision
for Taxation |
|
8 |
5,428,490 |
50,000,000 |
|
| Unclaimed
Dividend |
|
|
|
1,991,237 |
1,782,165 |
|
| Proposed
Dividend |
|
|
|
- |
17,600,000 |
|
|
|
|
------------- |
------------ |
|
|
|
250,023,060 |
305,375,255 |
|
|
|
|
|
| CONTINGENCIES
AND COMMITMENTS |
|
9 |
-- |
-- |
|
|
|
|
------------- |
------------ |
|
|
|
|
647,972,827 |
716,515,315 |
|
|
|
============= |
============ |
|
|
| The
Annexed notes form an integral part of these accounts. |
|
|
|
|
(R U P E E s) |
|
1996 |
1995 |
|
|
|
|
|
|
| FIXED
ASSETS |
|
| Operating
Fixed Assets |
|
|
|
10 |
260,437,809 |
266,697,955 |
|
| Capital
Work-in-Progress |
|
|
|
11 |
4,672,524 |
4,686,847 |
|
| Stores
& Spares held for Capital Expenditure |
|
|
|
6,096,757 |
6,139,063 |
|
|
|
|
------------- |
------------ |
|
|
|
|
|
|
271,207,090 |
277,523,865 |
|
|
| LONG
TERM DEPOSITS AND DEFERRED COSTS |
|
|
12 |
4,624,930 |
22,039,471 |
|
|
|
|
|
|
|
|
| LONG
TERM LOANS TO EMPLOYEES |
|
|
13 |
9,897,584 |
10,413,386 |
|
|
|
|
|
|
|
|
| CURRENT
ASSETS |
|
| Stores,
Spares & Loose Tools |
|
14 |
166,349,033 |
174,014,056 |
|
| Stock-in-Trade |
|
|
15 |
129,654,132 |
79,023,308 |
|
| Trade
Debtors |
|
|
16 |
1,261,983 |
1,493,549 |
|
| Due
from Associated Companies |
|
17 |
3,728,619 |
2,989,525 |
|
| Loans
& Advances to Employees |
|
18 |
17,034,416 |
12,643,581 |
|
| Advances,
Deposits, Prepayments |
|
|
| and
Other Receivables |
|
19 |
22,554,241 |
61,318,373 |
|
| Cash
& Bank Balances |
|
|
20 |
21,660,799 |
75,056,201 |
|
|
|
|
------------- |
------------ |
|
|
|
|
362,243,223 |
406,538,593 |
|
|
|
|
|
|
|
|
|
------------- |
------------ |
|
|
|
647,972,827 |
716,515,315 |
|
|
|
============= |
============ |
|
|
| PROFIT
AND LOSS ACCOUNT |
|
| FOR
THE YEAR ENDED 30TH JUNE, 1996 |
|
|
|
(R U P E E s) |
|
|
|
Notes |
1996 |
1995 |
|
|
| SALES
- Net |
|
|
677,712,989 |
918,283,337 |
|
| COST
OF GOODS SOLD |
|
|
719,714,755 |
735,630,684 |
|
|
|
|
------------- |
------------ |
|
| GROSS
(LOSS)/PROFIT |
|
|
|
(42,001,766) |
182,652,653 |
|
|
|
| OPERATING
EXPENSES |
|
| Admn.
& Selling Expenses |
|
23 |
27,215,030 |
19,716,929 |
|
| Workers'
Profit Participation Fund |
|
|
-- |
6,834,247 |
|
|
|
|
------------- |
------------ |
|
|
|
|
27,215,030 |
26,551,176 |
|
|
|
|
|
|
|
|
|
------------- |
------------ |
|
| OPERATING
(LOSS)/PROFIT |
|
|
(69,216,796) |
156,101,477 |
|
| Financial
Expenses |
|
24 |
42,270,490 |
38,223,615 |
|
|
|
|
|
|
| OTHER
INCOME |
|
25 |
7,125,215 |
11,972,833 |
|
|
|
|
------------- |
------------ |
|
| (LOSS)/PROFIT
BEFORE TAX |
|
|
(104,362,071) |
129,850,695 |
|
|
|
|
------------- |
------------ |
|
|
|
|
| PROVISION
FOR TAXATION |
|
| Current |
|
|
|
|
5,428,490 |
50,000,000 |
|
| Prior
Period |
|
|
|
|
12,354,732 |
(10,219,300) |
|
| Deferred |
|
|
|
|
-- |
10,000,000 |
|
|
|
|
------------- |
------------ |
|
|
|
|
17,783,222 |
49,780,700 |
|
|
|
|
|
|
|
|
|
------------- |
------------ |
|
| (LOSS)/PROFIT
AFTER TAX |
|
|
(122,145,293) |
80,069,995 |
|
| (LOSS)/PROFIT
BROUGHT FORWARD |
|
|
4,855,351 |
(27,614,644) |
|
| (LOSS)/PROFIT
AVAILABLE FOR APPROPRIATIONS |
|
|
(117,289,942) |
,52,455,351 |
|
| APPROPRIATIONS: |
|
| Transfer
to General Reserve |
|
|
-- |
30,000,000 |
|
| Proposed
Dividend (1995: 20%) |
|
|
-- |
17,600,000 |
|
|
|
|
------------- |
------------ |
|
|
|
|
-- |
47,600,000 |
|
|
|
|
|
------------- |
------------ |
|
| UNAPPROPRIATED
(LOSS)/PROFIT |
|
|
(117,289,942) |
4,855,351 |
|
|
|
============= |
============ |
|
|
| These
accounts should be read in conjunction with the attached notes. |
|
|
| STATEMENT
OF CHANGES IN FINANCIAL POSITION |
|
