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Al-Noor Sugar Mills Limited
Annual Report 1998
CONTENTS
COMPANY INFORMATION 
NOTICE OF MEETING
DIRECTORS' REPORT
AUDITORS' REPORT TO THE MEMBERS
BALANCE SHEET 
PROFIT AND LOSS ACCOUNT 
CASH FLOW STATEMENT 
NOTES ON ACCOUNTS 
PATTERN OF SHARE HOLDING
COMPANY INFORMATIONS
BOARD OF DIRECTORS
MR. ELLIAS H. ZAKARIA Chairman
MR. ISMAIL H. ZAKARIA Managing Director
MR. SULEMAN AYOOB Resident Director
MR. YUSUF AYOOB
MR. A. AZIZ AYOOB Marketing Director
MR. A. WAHAB JAFFAR
MR. NOOR MOHAMMAD ELLIAS
MR. ZIA. I. ZAKARIA
MR. SALIM AYOOB
MR. S. QAMAR ALI ZAIDI (N.I.T. Nominee)
MR. SAIFULLAH KHAN (PICIC Nominee)
COMPANY SECRETARY
MR. M. YAKOOB ADMANEY
FCIS, FCMA.
AUDITORS
DAUDALLY LALANI & COMPANY
Chartered Accountants
LEGAL ADVISOR
MOHAMMAD JAMEEL CHOUDRY
Bar at Law
REGISTERED OFFICE
96-A SINDHI MUSLIM SOCIETY,
KARACHI-74400
FACTORY
SHAHPUR JAHANIA, P.O. NOOR JAHANIA,
TALUKA MORO, DISTT. NAWABSHAH.
STATEMENT UNDER SECTION 160 OF THE
COMPANIES ORDINANCE, 1984 RELATING TO DIRECTORS' REMUNERATION
This statement set out material facts concerning the approval of remuneration of Directors to be transacted
at the meeting.
Shareholders approval will be sought for the payment of remuneration and provision of certain facilities to
the Managing Director, Resident Director and Marketing Director as approved by the Board in their meeting
held on 13th February, 1999. For this purpose, it is proposed to move the following resolution at the meeting:
Resolved that the Company hereby approve and authorize payment as remuneration to the Working Directors
as follow:
CHIEF EXECUTIVE:
a) Monthly Salary - Rs. 50,000/= with an increment not exceeding 20% per annum.
b) All fringe benefits and perquisites as are allowed to senior executives of the Company.
c) Travelling for self and family after every two years for recreation.
RESIDENT DIRECTOR AND MARKETING DIRECTOR:
a) Monthly Salary - Rs. 40,000/= each with an increment not exceeding 20% per annum.
b) All fringe benefits and perquisites as are allowed to senior executives of the Company.
c) Travelling for self and family after every two years for recreation.
(M. YAKOOB ADMANEY)
Karachi: February 13, 1999 COMPANY SECRETARY
NOTICE OF MEETING
Notice is hereby given that the 29th Annual General Meeting of AL-NOOR SUGAR MILLS LIMITED will be held at
the Registered Office of the Company at 96-A, Sindhi Muslim Society, Karachi on Wednesday, March 31, 1999 at
12.00 noon to transact the following business:
1. To read and confirm the Minutes of the 28th Annual General Meeting of the Company held on May 29,
1998.
2. To read and consider the Accounts for the year ended September 30, 1998 and reports of Directors and
Auditors thereon.
3. To appoint Auditors and to fix their remuneration.
4. To elect directors of the Company under section 178 of the Companies Ordinance, 1984. The number of
directors fixed by the Board is 10. The retiring directors are Mr. Ellias H. Zakaria, Mr. Ismail H. Zakaria, Mr.
Yusuf Ayoob, Mr. Suleman Ayoob, Mr. A. Aziz Ayoob, Mr. A. Wahab Jaffar, Mr. Noor Mohammed Ellias,
Mr. Zia I. Zakaria, Mr. Salim Ayoob and Mr. S. Qamar Ali Zaidi.
5. To consider and approve the remuneration of Chief Executive and Working Directors of the Company for a
period of three years.
6. To transact any other business with permission of the chair.
The Shares Transfer Book of the Company will remain closed from March 15, 1999 to March 31, 1999 (both
days inclusive).
By Order of the Board
Karachi: February 13, 1999 (M. YAKOOB ADMANEY)
COMPANY SECRETARY
NOTE:
1. A member of the Company entitled to attend and vote may appoint any member as his/her proxy to attend
and vote on his/her behalf. PROXIES MUST BE RECEIVED AT THE REGISTERED OFFICE OF THE
COMPANY NOT LESS THAN 48 HOURS BEFORE THE MEETING.
2. Nomination for election for the office of directors should be received at the Registered Office of the
Company not less than 14 days before the Annual General Meeting.
3. Shareholders are requested to inform the Company of any change in their address immediately.
4. A statement under section 160 of the Companies Ordinance, 1984 pertaining to Directors'
Remuneration is attached.
DIRECTORS' REPORT
To:
The Shareholders,
We submit before you the 29th Annual Report together with the Audited Accounts for the year ended September 30,
1998. Your Company incurred a loss of Rs.16.055 million. After adjusting last year's unappropriated profit of
Rs.5.115 million, a loss of Rs. 10.940 million is carried over to the Balance Sheet.
SUGAR MILL:
Your factory started crushing on November 22, 1997 and crushed 763,190 metric tons (1997: 557,699 metric tons) of
sugarcane. The sugar produced was 63,820 metric tons (1997:47,335 metric tons) with an average recovery of 8.35%
(1997: 8.50%). Molasses produced was 42,361 metric tons (1997:26,696 metric tons). During the year, Government
increased the support price of sugarcane from Rs.24.50 to Rs.36/= per 40 kg. Quality premium was also raised from
paisa 27 to paisa 32 for 0.1% recovery over and above the 8.7% recovery benchmark set by the Government. The
increase in support price, therefore raised the cost of production tremendously. The surplus production of sugar in the
country and the late announcement by the Government allowing the export of sugar, resulted in heavy inventory and
financial costs. Both the factors mentioned above effected the profitability of the Company adversely and your
Company incurred a loss.
During the year, your Company exported 29,012 metric tons of sugar and earned US$ 8,236,600/= dollars Foreign
Exchange for the country.
During the year, the matter relating to excise duty benefit corresponding to year 1988-89 was decided by the
Honorable Sindh High Court and the verdict has been given in the favour of your Company. Accordingly, your
Company has moved an application for the release of the Bank Guarantee from Collector Central Excise and Land
Custom Hyderabad.
During the year, the new boiler purchased from Ittefaq Foundries (Pvt) Limited has still not given the desired results
and was running at low pressure instead of high pressure. This reduced efficiency thereby effecting production. The
management has taken great measures to improve and streamline the boiler and machinery, thus improving efficiency
during the season 1998-99.
MEDIUM DENSITY FIBRE BOARD (MDFB) PLANT:
During the year, 14,608 metric tons of Lasani Wood (1997:12,638 metric tons) in various thicknesses were produced.
The Company, after hard work and dedication had developed a large local market. Unfortunately, foreign countries
such as Malaysia and Indonesia, due to their currency devaluation dumped large quantities of MDF in the local
market. This adversely effected sales. However, the management has taken aggressive measures to compete with
imported MDF. We are pleased to inform you that Lasani Wood made through new processes has given very
favourable results. Your management feels, the steps taken to increase quality, improved production methods and
aggressive marketing will allow Lasani Wood to regain and increase its share in the local market. Inshallah.
ELECTION OF DIRECTORS:
As the term of existing directors expires, election of directors for fresh term of three years will be held in the Annual
General Meeting under section 178(1) of the Companies Ordinance, 1984. The number of elected directors fixed by
the Board of Directors is 10. The retiring directors are Mr. Ellias H. Zakaria, Mr. Ismail H. Zakaria, Mr. Yusuf Ayoob,
Mr. Suleman Ayoob, Mr. A. Aziz Ayoob, Mr. A. Wahab Jaffer, Mr. Noor Mohammed Ellias, Mr. Zia I. Zakaria, Mr.
Salim Ayoob and Mr. S. Qamar Ali Zaidi. Mr. Saifullah Khan, PICIC nominee appointed under section 182 of the
Companies Ordinance, 1984 being a 1oanee director need not to be retired.
COMPUTER & Y2K:
The management has taken necessary corrective actions for the computer problem for the Y2K. It is expected that by
the end of 1999, majority of the computers will be replaced with new versions. This involves a capital outlay of Rs. 1.5
million.
LABOUR MANAGEMENT RELATIONS:
We are happy to report that labour management relations has improved considerably during the year under report.
Your directors appreciate the spirit of cooperation shown by the workers and hope it will continue.
STAFF:
Your directors also place on record the deep appreciation of hard work, loyalty and devotion to duty shown by the
officers and staff of the Company.
AUDITORS:
M/s. Daudally Lalani and Company, Chartered Accountants, Auditors of the Company, retire and offer their services
for the ensuing year.
FUTURE OUTLOOK:
For the year 1998-99, the Government has not changed the sugarcane support price. The current crushing season
started on November 13, 1998 and crushing upto February 12, 1999 was to the extent of 532,847 metric tons of
sugarcane with an average recover of 7.59%. The sugar produced upto February 12, 1999 was to the extent of 39,250
metric tons.
The new tandem has shown satisfactory results during the current season. We are expecting that Insha Allah, more
crushing will be done during the season as compared to last season.
Due to climatic conditions, the recovery of sugarcane has decreased throughout Pakistan. Al-Noor's recovery,
therefore decreased as well in comparison to the previous year.
The management has introduced a new variety of sugarcane with a higher sucrose content and is trying to multiply the
seeds for distribution amongst the growers. It is expected that with this scheme, Insha Allah, the improved varieties of
sugarcane will take the place of weak varieties grown in the vicinity of your mill and give a higher recovery.
The production of Lasani Wood started late due to high level of inventory because of excess level of import and
dumping of MDFB in the country. The production upto February 12, 1999 of Lasani Wood was to the extent of 3,111
metric tons. All out efforts are being made to achieve higher levels of capacity utilization. Representation to the
concerned agencies has been made by the Company not to allow dumping of MDF by Far Eastern countries in
Pakistan.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Karachi: February 13, 1999 (ISMAIL H. ZAKARIA)
MANAGING DIRECTOR
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed Balance Sheet of Al-Noor Sugar Mills Limited as at September 30, 1998 and the related
Profit and Loss Account and Cash Flow Statement, together with the n6tes 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 Cash Flow Statement, 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 September 30, 1998 and of the loss and the cash flow
for the year then ended; and
(d) in our opinion, no Zakat was deductible at source under Zakat and Ushr Ordinance, 1980.
DAUDALLY LALANI & CO.
Karachi: February 13, 1999. Chartered Accountants
BALANCE SHEET AS AT 30TH SEPTEMBER, 1998
Note 1998 1997
(Rupees in thousand)
SHARE CAPITAL AND RESERVES
Authorised Capital
20,000,000 ordinary shares of Rs. 10.00 each 200,000 200,000
========== ==========
Issued, subscribed and paid-up capital 2 185,703 185,703
Reserves:
General reserve 170,000 170,000
Unappropriated (loss)/profit (10,940) 5,114
---------- ----------
159,060 175,114
---------- ----------
344,763 360,817
REDEEMABLE CAPITAL 3 79,205 48,748
LONG TERM LOANS 4 - 10,355
OBLIGATIONS UNDER FINANCE LEASE 5 103,915 120,993
DEFERRED LIABILITIES 6 109,463 113,392
CURRENT LIABILITIES AND PROVISIONS
Short term running finance and borrowings 7 566,159 450,453
Current maturity of redeemable capital,
long term loans and finance lease 8 84,315 100,775
Creditors accrued and other liabilities 9 112,623 110,798
Taxation 2,363 7,658
---------- ----------
765,460 669,684
CONTINGENCIES AND COMMITMENTS 10 - -
---------- ----------
1,402,806 1,323,989
========== ==========
Note 1998 1997
(Rupees in thousand)
FIXED ASSETS
Operating assets 11 524,466 541,542
Capital work-in-progress 12 286,880 254,476
---------- ----------
811,346 796,018
LONG TERM INVESTMENT 13 26,631 26,631
LONG TERM LOANS AND ADVANCES 14 206 404
LONG TERM DEPOSITS 15 10,033 11,765
CURRENT ASSETS
Stores and spares 16 110,129 117,605
Stock-in-trade 17 212,406 269,576
Trade debts 18 87,004 7,007
Loans, advances, prepayments and
other receivables 19 51,188 53,849
Duty draw back receivables 78,804 -
Bank and cash balances 20 15,059 41,134
---------- ----------
554,590 489,171
---------- ----------
1,402,806 1,323,989
========== ==========
The annexed notes form an integral part of these accounts.
ISMAIL H. ZAKARIA
Chief Executive
YUSUF AYOOB SULEMAN AYOOB
Director Director
Karachi: February 13, 1999.
PROFIT AND LOSS ACCOUNT FOR THE YEAR
ENDED 30TH SEPTEMBER, 1998
Note 1998 1997
(Rupees in thousand)
Sales 21 1,332,797 854,852
Cost of sales 22 1,100,463 689,571
---------- ----------
Gross profit 232,334 165,281
Administration and selling expenses 23 106,587 65,250
---------- ----------
Operating profit 125,747 100,031
Other income 24 4,740 6,056
---------- ----------
130,487 106,087
Financial charges 25 145,593 106,883
Other charges 26 739 1,041
---------- ----------
146,332 107,924
---------- ----------
Loss before taxation (15,845) (1,837)
Taxation 27 209 -
---------- ----------
Loss after taxation (16,054) (1,837)
Unappropriated profit brought forward 5,114 6,951
---------- ----------
Unappropriated (loss)/profit carried forward (10,940) 5,114
========== ==========
The annexed notes form an integral part of these accounts.
ISMAIL H. ZAKARIA YUSUF AYOOB SULEMAN AYOOB
Chief Executive Director Director
CASH FLOW STATEMENT
FOR THE YEAR ENDED 30TH SEPTEMBER, 1998
1998 1997
(Rupees in thousand)
CASH FLOW FROM OPERATING ACTIVITIES
Cash (used in)/generated from operations 33 64,603 (140,108)
Taxes paid (9,287) (3,194)
Payment for staff retirement benefits (909) (185)
Financial charges paid (137,224) (95,568)
Long term loans and advances 198 264
Long term deposits 1,732 2,397
---------- ----------
Net cash outflow from operating activities (80,887) (236,394)
CASH FLOW FROM INVESTING ACTIVITIES
Fixed capital expenditure (48,084) (44,135)
Sale proceeds of operating assets 626 672
---------- ----------
Net cash outflow from investing activities (47,458) (43,463)
CASH FLOW FROM FINANCING ACTIVITIES
Redeemable capital 75,000 -
Obligation under finance lease 12,460 46,776
Repayment of redeemable capital, long
term loans and finance lease (100,895) (113,576)
Short term running finance and borrowings 115,706 353,937
Dividend (1) (4)
---------- ----------
Net cash inflow from financing activities 102,270 287,133
---------- ----------
Net (decrease)/increase in cash and cash equivalents (26,075) 7,276
Cash and bank balance at the beginning of the year 41,134 33,858
---------- ----------
Cash and bank balance at the end of the year 15,059 41,134
========== ==========
ISMAlL H. ZAKARIA YUSUF AYOOB SULEMAN AYOOB
Chief Executive Director Director
NOTES TO THE ACCOUNTS FOR THE YEAR
ENDED SEPTEMBER 30, 1998
LEGAL STATUS AND OPERATIONS
The Company is a public company incorporated in Pakistan under the Companies Act, 1913 (now Companies
Ordinance, 1984). Its shares are quoted on Karachi and Lahore Stock Exchange in Pakistan and is principally
engaged in the production and sale of sugar and medium density fibre board.
Summary of Significant accounting policies:
1.1 Accounting convention:
These accounts have been prepared under the historical cost convention except that certain exchange
differences have been included in fixed assets referred to in Note 1.8.
1.2 Taxation:
Provision for current taxation for the year is based on taxable income at the current rate of taxation after
taking into account tax credits available, if any.
The company accounts for deferred taxation on all material timing differences using the liability method.
However, deferred tax to certain extent is not provided if it can be established with reasonable probability
that these timing differences will not reverse in the foreseeable future.
1.3 Fixed assets:
(a) OWN
Operating assets except freehold land are stated at cost less accumulated depreciation. Freehold
land and capital work in progress are stated at cost. Cost in relation to certain fixed assets
including capital work in progress signifies historical cost and exchange differences referred to in
Note 1.8.
Depreciation is charged to income at normal tax rates on the written down value of the assets as
affected on account of exchange differences referred to in Note 1.8. Full year's depreciation is
charged on all assets in the year of acquisition, except for sugar unit plant and machinery on which
depreciation is charged on the basis of actual operating days of factory. No depreciation is charged
on assets in the year of disposal.
Maintenance and normal repairs are charged to income as and when incurred, major renewals and
improvements are capitalized and the assets so replaced, if any, are retired.