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CENTURY INSURANCE COMPANY LIMITED
ANNUAL REPORT 1997
Contents
Company Information
Notice of Meeting
Directors' Report
Auditors' Report to the Members
Balance Sheet
Profit & Loss Account
Fire Insurance Business Revenue Account
Marine Insurance Business Revenue Account
Miscellaneous Insurance Business Revenue Account
Motor Insurance Business Revenue Account
Cash Flow Statement
Notes to the Accounts
Form AA
Financial Highlights
Pattern of Holding of Shares
Company Information
BOARD OF DIRECTORS
IQBALALI LAKHANI Chairman & Chief Executive
ZULFIQARALI LAKHANI
AMIN MOHAMMED LAKHANI
HASANALI H. MERCHANT
TASLEEMUDDIN AHMED BATLAY
ARIF HABIB
RAMZANALI HALANI Company Secretary
ADVISOR
SULTANALl LAKHANI
GENERAL MANAGER
MIR NADIR ALl
AUDITORS
A.F. FERGUSON & CO.
Chartered Accountants
BANKERS                                                                                                   ~-:~,
CITIBANK N.A.
AMERICAN EXPRESS BANK LIMITED
BANK AL-HABIB LIMITED
NATIONAL BANK OF PAKISTAN
HABIB BANK LIMITED
ALLIED BANK OF PAKISTAN LIMITED
UNITED BANK LIMITED
REGISTERED AND CORPORATE OFFICE
LAKSON SQUARE, BUILDING NO. 2
SARWAR SHAHEED ROAD
KARACHI-74200
PRINCIPAL OFFICE
2ND FLOOR, BLOCK "D"
LAKSON SQUARE, BUILDING NO.1
SARWAR SHAHEED ROAD
KARACHI-74200
Notice of Meeting
NOTICE IS HEREBY GIVEN that the 12th Annual General Meeting of CENTURY INSURANCE
COMPANY LIMITED will be held at Avari Towers Hotel, Fatima Jinnah Road, Karachi on Thursday
June 11, 1998 at 10.30 a.m. to transact the following business:
ORDINARY BUSINESS
1. To receive, consider and adopt the audited Balance Sheet and Profit and Loss Account for the
year ended December 31, 1997 and the Directors' and Auditors' reports thereon.
2. To declare final dividend by way of issue of bonus shares @ 30% i.e. in the proportion of THREE
shares for every TEN existing shares held by the members as recommended by the Board of
Directors. This is in addition to the interim cash dividend @ 15% already paid.
3. To appoint Auditors and to fix their remuneration.
SPECIAL BUSINESS
4. To consider to capitalise a sum of Rs. 9,909,900 by way of issue of 990,990 bonus shares of
Rs. 10/- each and if thought fit to pass an ordinary resolution in the matter.
A statement under section 160 of the Companies Ordinance, 1984 and the draft of the ordinary
resolution to be passed in the above matter are annexed.
NOTES:
1. The share transfer books of the Company will remain closed from June 01, 1998 to June 11,
1998, both days inclusive. Transfers received in order by the Company upto May 31, 1998 will
be considered in time for entitlement of final dividend by way of issue of bonus shares.
2. A member entitled to attend and vote at the general meeting may appoint another member as
his proxy to attend, speak and vote instead of him.
3. Forms of proxy to be valid must be received at the Company's registered office not later than
48 hours before the time of the meeting.
4. Members are requested to notify the Company promptly of any change in their addresses.
5. Form of proxy is enclosed herewith.
STATEMENT UNDER SECTION 160 OF THE COMPANIES ORDINANCE, 1984
This Statement is annexed to the notice of the Twelfth Annual General meeting and sets out the
material facts concerning Special Business to be transacted at the meeting.
In order to declare a final dividend by way of issue of fully paid bonus shares the directors
recommend to issue bonus shares in the proportion of THREE shares for every TEN existing
shares held by the members. For the purpose of issue of 990,990 bonus shares of Rs. 10/- each
by way of capitalisation of a sum of Rs. 9,909,900 out of the reserve for issue of bonus shares,
the following resolution will be considered to be passed, as an ordinary resolution:
"RESOLVED THAT:
i) a sum of Rs. 9,909,900 out of the reserve for issue of bonus shares be capitalised and
applied in making payment in full of 990,990 ordinary shares of Rs. 10/- each and that the
said shares be allotted as fully paid up bonus shares to those members of the Company whose
names appear in the register of members on June 11, 1998 @ 30% i.e. in the proportion
of THREE shares for every TEN existing shares held and that such new shares shall rank pari
passu as regards future dividends and in all other respects with the existing ordinary shares
of the Company;
ii) in the event of any member holding less than 10 shares or a number of shares which is not
an exact multiple of ten, the fractional entitlement of shares of such members shall be
consolidated into whole new shares and the Directors of the Company be and are hereby
authorised to arrange sale of the shares constituted thereby in such manner as they may think
fit and to pay the proceeds of the sale to such of the members according to their entitlement.
iii) for the purpose of giving effect to the above matter, the Directors be and are hereby
authorised to give such directions as may be necessary and to settle any question or
difficulties that may arise in regard to the distribution of the said new shares as they think
fit".
The Directors are interested in this business to the extent of their entitlement of bonus shares
as shareholders.
Directors' Report
The Directors of your Company take pleasure in presenting the 12th annual report on the
operational and financial results of the Company for the year ended December 31, 1997.
By the blessings of ALMIGHTY ALLAH, the Company continues to make significant progress,
and has been ranked 6th amongst the top ten general insurance companies and rated A++ by
M/s. Vital Information Services (Pvt.) Limited.
The Comparative operational results are given hereunder:
1997 1996
Rupees Rupees
Gross premiums 50,529,855 46,425,874
Retained premiums 29,258,651 27,931,123
Commission &-discount 1,360,303 1,604,761
Net claims paid & outstanding 12,705,859 7,149,093
Expenses of management 3,680,770 2,508,036
Underwriting profit 10,980,709 14,254,991
Income from investment 11,465,772 7,563,721
Profit before taxation 25,724,778 19,136,040
Profit after taxation 17,939,160 12,654,252
Earnings per share 5.43 4.79
During the year under review, the gross premiums increased by Rs. 4,103,981 i.e. 9% and the
retained premiums increased by Rs. 1,327,528 i.e. % over the previous year.
Gross commission for 1997 was Rs. 9,853,973 as against Rs. 8,885,618 in 1996. Net
commission charge for the year 1997 is Rs. 1,360,303 as against Rs. 1,604,761 last year.
Gross losses during the year 1997 were Rs. 22,540,472 as against Rs. 14,841,872 of the
previous year. Net losses during the year 1997 were Rs. 12,705,859 as against Rs. 7,149,093
of last year.
Major losses paid and or reported in the year under review were 4 (four) fire damages, 5 (five)
Marine Imports & Transit damages and 12 (twelve) Motor snatching.
Fire Business
Gross premium of fire business underwritten by the Company during 1997 amounted to
Rs. 22.7 million as against Rs. 22.3 million in 1996. Net premium income was Rs. 10.0 million
as against Rs. 10.6 million in 1996. Gross losses during the year 1997 amounted to Rs. 9.9
million as against Rs. 6.0 million in 1996. The net losses during the year were Rs. 5.9 million
as against Rs. 2.3 million in 1996. The underwriting profit for the year amounted to Rs. 3.1
million as against profit of Rs. 8.6 million in 1996.
Marine Business
Gross premium of marine business underwritten by the Company during 1997 amounted to
Rs. 10.9 million as against Rs. 9.2 million in 1996. Net premium increased to Rs. 7.9 million
as against Rs. 6.7 million in 19~6. Gross losses during the year 1997 were Rs. 5.4 million as
against gross losses of Rs. 3.1 million in 1996. The net losses during the year 1997 were
Rs. 1.4 million as against Rs. 2.3 million in 1996. The underwriting profit for the year
amounted to Rs. 4.6 million as against profits of Rs. 2.7 million in 1996.
Motor Business
Gross premium of motor business underwritten by the Company during 1997 amounted to
Rs. 8.4 million as against Rs. 9.4 million in 1996. Net premium decreased to Rs. 6.0 million
as against Rs. 6.6 million in 1996. Gross losses during the year 1997 were Rs. 4.1 million as
against gross losses of Rs. 3.0 million in 1996. The net losses during the year were
Rs. 3.0 million as against Rs. 2.2 million in 1996.
The disturbed law and order situation still prevails in the Country and continues to affect the
Motor Insurance business. Despite adverse conditions, we are pleased to report an underwriting
profit of Rs. 1.4 million.
Miscellaneous Accident Business
Gross premium of miscellaneous accident business underwritten by the Company during 1997
amounted to Rs. 8.4 million as against Rs. 5.6 million in 1996. Net premium income increased
to Rs. 5.3 million as against Rs. 4.0 million in 1996. Gross losses during the year 1997 were
Rs. 3.1 million as against Rs. 2.9 million in 1996. The net losses during the year 1997 were
Rs. 2.4 million as against Rs. 2.1 million in 1996. The underwriting profit for the year
amounted to Rs. 1.9 million as against profit of Rs. 1.4 million in 1996.
Investments
The total investments as at December 31, 1997 stood at Rs. 80.1 million as against Rs. 64.7
million in the previous year. As a result of prudent investment policies pursued by the Company
the investment income rose from Rs. 7.6 million in 1996 to Rs. 11.5 million in 1997. There
was also a favourable adjustment of Rs. 2.7 million in respect of reversal of diminution in the
value of marketable securities, in addition profit on sale of shares was Rs. 0.21 million.
Solvency Margin
The Company's net assets as at December 31, 1997 were Rs. 62.4 million as against Rs. 48.9
million in the previous year. The resultant solvency margin stood at 213% as a percentage of
retained premium of Rs. 29.3 million for 1997 as against 175% in 1996 which is much higher
than the required margin of 10% of the retained premium under the Insurance Act, 1938.
Operating Results
The profit before taxation is Rs. 25,724,778 and after providing Rs. 7,785,618 for taxation,
and with the addition of last year's unappropriated profit of Rs. 12,307 and reversal of tax
liability on bonus shares of Rs. 1,415,700, the profit available for appropriation comes to
Rs. 19,367,167 which your Directors recommend to appropriate as under:
Rupees
Interim cash dividend @15% (already paid) 4,954,950
Transfer to reserve for proposed issue of bonus shares @ 30%
i.e. three ordinary shares for every ten shares held 9,909,900
Transfer to general reserve 4,450,000
Balance to be carried forward 52,317
----------
19,367,167
==========
Issue of Bonus Shares
Your Directors have decided to capitalise a sum of Rs. 9,909,900 for the issue of 990,990
ordinary shares of Rs. 10/- each to the members of the Company as fully paid bonus shares in
the ratio of three shares for every ten ordinary shares held by them. The paid up capital of your
Company after the issue of bonus shares will stand increased to Rs. 42,942,900.
Paid-up Capital & Reserves
The continued growth in the volume of Company's business and very satisfactory results call for
appropriate increase in the paid up capital and reserves of the company to meet the future
needs of the expanding organisation. Accordingly, your company has been increasing its paid
up capital through the issue of bonus/right shares. A considerable part of the profits is also
being appropriated to the general reserve every year in order to further build up the financial
position of your progressive company.
The shareholders' equity and reserves position is as under:
a) Paid-up capital: No. of Shares Rupees
i) Initial Capital 500,000 5,000,000
ii) Issue of Bonus Shares 2,023,300 20,233,000
(iii) Issue of Right Shares 780,000 7,800,000
---------- ----------
3,303,300 33,033,000
---------- ----------
b) Reserves:
i) FINANCIAL RESERVES:
General reserves 19,850,000
Reserve for issue of bonus shares 9,909,900
Unappropriated profit carried forward 52,317
----------
Sub-total (i) 29,812,217
----------
ii) TECHNICAL RESERVES:
Premium reserves 11,703,460
Reserve for outstanding claims 5,314,182
----------
Sub-total (ii) 17,017,642
----------
Grand total [a + b (i) + b (ii)] 79,862,859
----------
Auditors
A.F. Ferguson & Co., have audited the accounts of the company for the year 1997 within the
time frame and they deserve our appreciation. A.F. Ferguson & Co. being eligible offer
themselves for re-appointment as auditors for the ensuing year.
General
Your Directors thank the Controller of Insurance, Pakistan Insurance Corporation and scheduled
Banks and Financial Institutions for their continued co-operation, understanding and support
extended to your Company.
The Directors would also like to express their appreciation to Royal Exchange Assurance for
their continued assistance, advice and support in all reinsurance matters. The Directors also
wish to place on record their appreciation of devotion, loyalty and hard work of the officers and
members of the staff towards the growth of the Company and continued success of its
operations.
The pattern of shareholding in the prescribed form is included in this report.
Auditors' Report to the Members
We have audited the annexed Balance Sheet of Century Insurance Company Limited as at
December 31, 1997, the Fire, Marine and Miscellaneous Business Revenue Accounts, Profit
and Loss Account, Profit and Loss Appropriation Account, Cash Flow statement, together with
the notes forming part thereof, for the year ended on that date 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, the Fire, Marine and Miscellaneous Business Revenue Accounts,
Profit and Loss Account and Profit and Loss Appropriation Account together with
notes thereto have been drawn up in conformity with the provisions of the Insurance
Act, 1938 and are in agreement with the books of account and are further in
accordance with the accounting policies consistently applied:
(ii) the expenditure incurred during the year was for the purpose of the company's
business;
(iii) business conducted, investments made and expenditure incurred during the year
were in accordance with the objects of the company;
(c) We have verified the cash and bank balances, and the securities relating to the company's
loans and investments by actual inspection or by the production of certificates from the
loanee, custodians of investments and company's bankers;
(d) in our opinion and to the best of our information and according to the explanations            ~:
given to us and as shown by the books of the company, the annexed Balance Sheet, the
Fire, Marine and Miscellaneous Business Revenue Accounts, Profit and Loss Account and
Profit and Loss Appropriation Account together with notes forming part thereof give the
information required by the Insurance Act, 1938, in the manner so required, and the
Balance Sheet, Profit and Loss Account and Cash Flow statement give, respectively a
true and fair view of the company's affairs as at December 31, 1997, and its profit and
cash flows for the year then ended; and
(e) 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.
A.F. FERGUSON & CO.
Karachi: April 30, 1998 CHARTERED ACCOUNTANTS
Balance Sheet as at December 31, 1997
1997 1996
Rupees Rupees
SHARE CAPITAL AND RESERVES
Authorised
5,000,000 (1996: 5,000,000) ordinary
shares of Rs. 10 each 50,000,000 50,000,000
========== ==========
Issued, subscribed and paid-up
1,280,000 (1996: 1,280,000) ordinary shares
of Rs. 10 each fully paid 12,800,000 12,800,000
2,023,300 (1996: 1,362,640) ordinary shares
of Rs. 10 each issued as fully paid bonus shares 20,233,000 13,626,400
---------- ----------
33,033,000 26,426,400
---------- ----------
Reserve for issue of bonus shares 9,909,900 6,606,600
Income tax on issue of bonus shares - 660,660
---------- ----------
9,909,900 7,267,260
General reserve 19,850,000 15,400,000
Unappropriated profit 52,317 12,307
---------- ----------
62,845,217 49,105,967
BALANCE OF ACCOUNTS- NOTE 2(c) ---------- ----------
Fire insurance 4,016,246 4,251,703
Marine insurance 3,159,361 2,698,154
Miscellaneous insurance [including motor
insurance Rs. 2,393,325; ( 1996: Rs. 2,631,056)] 4,527,853 4,222,593
---------- ----------
11,703,460 11,172,450
LIABILITIES AND PROVISIONS
Estimated liabilities in respect of ---------- ----------
outstanding claims, whether due or intimated 5,314,182 3,998,128
Amounts due to other persons or bodies carrying
on insurance business 6,130,897 5,443,041
Income tax on bonus shares issued - 755,040
Sundry creditors (including outstanding and
accrued expenses) 621,379 526,111
Premiums and deposits 8,250,224 4,305,171
Provision for taxation 4,202,767 3,420,175
Unclaimed dividend 148,526 111,743
---------- ----------
24,667,975 18,559,409
---------- ----------
99,216,652 78,837,826
========== ==========
The annexed notes form an integral part of these accounts.
LOANS
On mortgages of property within Pakistan 12,271,022 13,488,077
INVESTMENTS
Defence saving certificates - deposited ---------- ----------
with State Bank of Pakistan 350,000 350,000
National Investment Trust Units, ordinary shares,
modaraba certificates of companies and modarabas
incorporated in Pakistan and Term Finance Certificates
(market value Rs.24,771,420; 1996:
Rs. 22,397,742) - note 3 24,771,420 22,397,742
---------- ----------
25,121,420 22,747,742
FURNITURE, OFFICE EQUIPMENTS AND VEHICLES
at cost less accumulated depreciation 2,453,905 965,983
CURRENT ASSETS
Agents' balances and outstanding premiums 5,173,366 9,272,355
Accrued return 2,528,207 2,297,740
Amounts due from other persons or bodies
carrying on insurance business 4,525,159 247,664
Advances and deposits 540,552 395,441
Certificates of investment 10,000,000 7,000,000
Short term deposits under portfolio management scheme 21,000,000 15,000,000
---------- ----------
Cash and bank balances
in deposit accounts 12,450,000 6,450,000
in current accounts, in transit and in hand 3,153,021 972,824
---------- ----------
15,603,021 7,422,824
---------- ----------
59,370,305 41,636,024
---------- ----------
We certify that: 99,216,652 78,837,826
========== ==========
(a) The investments shown in the Balance Sheet have been valued as indicated therein at the lower of
cost and market value, and the market values of the investments have been ascertained, wherever
applicable, from published quotations as on December 31, 1997~
(b) The values of all the assets have been reviewed as at December 31, 1997 and in our belief such
assets set forth in the Balance Sheet are shown in the aggregate at amounts not exceeding their
realisable or market values under the several headings given therein.
Profit & Loss Account
for the Year ended December 31, 1997
1997 1996
Rupees Rupees
PROVISION FOR TAXATION - current 3,412,332 4,680,497
- prior year - 1994 - 534,755
- prior year - 1995 419,775 -
---------- ----------
3,832,107 5,215,252
ZAKAT DEDUCTED AT SOURCE 56,026 138,227
PROFIT FOR THE YEAR CARRIED TO
PROFIT & LOSS APPROPRIATION ACCOUNT 17,939,160 12,654,252