| Chakwal Cement Company Limited |
|
|
|
|
|
|
| Annual
Report 2000 |
|
|
|
| Contents |
|
|
| Company
Information |
|
| Notice
of Meeting |
|
| Directors'
Report |
|
| Pattern
of Shareholding |
|
| Auditors'
Report |
|
| Balance
Sheet |
|
| Statement
of Changes in Financial Position (Cash Flow Statement) |
|
| Notes
to the Accounts |
|
|
|
| COMPANY
INFORMATION |
|
|
| BOARD
OF DIRECTORS |
Khawaja Mohammad Jawed |
|
(Chief Executive) |
|
|
Khawaja Mohammad Jahangir |
|
|
Khawaja Mohammad Tanveer |
|
|
Palle-o-Jorgensen |
|
(Nominee F.L.S) |
|
|
Khawaja Mohammad Nadeem |
|
|
Khawaja Mohammad Naveed |
|
|
Mr. Nasim Beg |
|
(Nominee NIT) |
|
|
| COMPANY
SECRETARY |
Mr. Muhammad Anwar Sheikh |
|
|
| AUDITORS |
|
M. Hussain Chaudhury
& Co. |
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|
Chartered Accountants |
|
|
| LEGAL
ADVISORS |
Cornelius Lane &
Mufti |
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|
Advocates and Solicitors |
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| BANKERS |
|
Citibank N. A |
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|
Faysal Bank Limited |
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|
Muslim Commercial Bank
Limited |
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|
National Bank of Pakistan |
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|
Platinum Commercial Bank
Limited |
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|
Prime Commercial Bank
Limited |
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|
Standard Chartered Bank |
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| REGISTERED
OFFICE |
7/1, E-3, Main Boulevard |
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|
Gulberg-III, Lahore -
Pakistan |
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|
Tel :(042)5757108, 119 |
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|
| CORPORATE
OFFICE AND |
3 I-F, Main Market,
Gulberg-II, |
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| SHARES
DEPARTMENT |
Lahore - Pakistan |
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|
Tel (042)5755774 |
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| PLANT
SITE |
Karuli Near Kallar Kahar |
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|
District Chakwal -
Pakistan |
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|
| NOTICE
OF 7TH ANNUAL GENERAL MEETING |
|
|
| NOTICE
is hereby given that the 7th Annual General Meeting of the Shareholders of
Chakwal Cement Com- |
|
| pany
Limited will be held on Saturday, December 30, 2000 at 10:00 a.m. at 7-Happy
Homes, 38-A, Main |
|
| Gulberg,
Lahore to transact the following business: |
|
|
| 1.
To confirm the minutes of the last Annual General Meeting of the shareholders
of the Company held on |
|
| December
31, 1999. |
|
| 2.
To receive and adopt the audited accounts of the company for the year ended
June 30, 2000 and the reports |
|
| of
Directors and Auditors thereon. |
|
| 3.
To elect eight directors as fixed by the Board for a term of three years in
accordance with Section 178 of |
|
| the
Companies Ordinance, 1984. The present directors who will be retiring are: |
|
|
| Khawaja
Mohammad Jawed |
|
Khawaja Mohammad
Jahangir, |
|
| Khawaja Mohammad Tanveer |
Khawaja Mohammad Nadeem |
|
| Khawaja
Mohammad Naveed, |
Palle-o-Jorgensen,
Nominee F.L.Smidth |
|
| Mr.
Naseem Baig, Nominee NIT, |
|
|
| 4.
To appoint Auditors for the year ending June 30, 2001 and to fix their
remuneration. |
|
| 5.
To consider any other business which may be placed before the meeting with
the permission of the Chain |
|
|
|
By Order of the Board |
|
|
| Lahore: |
|
MUHAMMAD ANWAR SHEIKH |
|
| December
08, 2000 |
|
Corporate Secretary |
|
|
| Notes: |
|
| 1.
The share transfer books of the Company shall remain closed from December 29,
2000 to January 05,2001 |
|
| (both
days inclusive). |
|
|
| 2.
Any member who seeks to contest the election to the office of Directors
should file with the Company, |
|
| not
later than 14 days before the date of the meeting at which elections are to
be held, a notice of his |
|
| intention
to offer himself for election as a Director along with written consent to act
as a Director. |
|
|
| 3.
A member entitled to attend and vote at this meeting may appoint another
member as his/her proxy to attend |
|
| the
meeting and vote instead of him/her. Proxies in order to be effective must be
received by the Company |
|
| not
later than 48 hours before the meeting. |
|
|
| 4.
Any individual Beneficial Owner of CDC, entitled to attend and vote at this
meeting, must bring his/her NIC |
|
| or
Passport to prove his/her identity, and in case of Proxy must enclose an
attested copy of his/her NIC or |
|
| Passport.
Representative of corporate members should bring the usual documents required
for such purpose. |
|
|
| 5.
Shareholders are requested to promptly notify the Company of any change in
their addresses. |
|
|
|
| DIRECTORS'
REPORT TO THE SHAREHOLDERS |
|
|
| The
Directors of the company present before you their report together with the
audited accounts of the |
|
| company
for the year ended June 30, 2000. |
|
|
| As
reported previously, the company is exploring all avenues to salvage the
project. The project has suffered |
|
| tremendously
owing to the non-disbursement of committed funds and levy of unjust duties
and taxes, conse- |
|
| quently
cost over runs incurred on the project. The Directors have been striving hard
to complete the project. |
|
| In
this connection the Company has also acquired services of a reputable
brokerage house for financial |
|
| restructuring
of the project and identifying an investor for the project. The Directors are
making all efforts in |
|
| putting
the project back on rails so that the huge investment could be salvaged,
however due to uncertain |
|
| economic
conditions and slump in cement industry the task is becoming increasingly
difficult |
|
|
| Your
Directors have also approached the Government for assistance and have again
requested for waiver on |
|
| demurrage
and other charges as well as restoration of custom duties and taxes as were
applicable at the time |
|
| of
import of machinery. The Government has allowed partial waiver of demurrage
and other charges, how- |
|
| ever
the same being too little after a long struggle, the company is still trying
to get maximum benefit so that |
|
| the
shortfall can be reduced to maximum extent. |
|
|
| Election
of Directors |
|
| The
tenure of the following directors has since expired and they will continue to
perform their functions till |
|
| their
successors are elected during the 7th Annual General Meeting. |
|
|
| Khawaja
Mohammad Jawed |
|
Khawaja Mohammad Jahangir |
|
| Khawaja
Mohammad Tanveer |
|
Khawaja Mohammad Nadeem |
|
| Khawaja
Mohammad Naveed |
|
Palle-o-Jorgensen,
Nominee F.L.Smidth |
|
| Mr.
Naseem Baig, Nominee NIT |
|
|
| Auditors |
|
| The
present Auditors M/S Hussain Chaudhury & Co. Chartered Accountants,
retire and being eligible, offer |
|
| themselves
for re-appointment. |
|
|
| Pattern
of Shareholding |
|
| The
pattern of shareholding as on June 30, 2000 is annexed |
|
|
| Acknowledgement |
|
| In
the end, we wish to express our thanks to our contractors, foreign / local
suppliers for their support. We |
|
| appreciate
the devotion of the employees of the company during the year The Directors
are especially |
|
| thankful
to the shareholders. We also put on record our gratitude to foreign lenders,
bankers and Government |
|
| functionaries
for their co-operation. |
|
|
|
On Behalf of the Board |
|
|
| Lahore: |
|
(KHAWAJA MOHAMMAD JAWED), |
|
| December
07, 2000 |
|
Chief Executive |
|
|
|
| FORM-34 |
|
| THE
COMPANIES ORDINANCE, 1984 (SECTION 236) |
|
| PATTERN
OF SHAREHOLDING AS ON JUNE 30, 2000 |
|
|
| NUMBER
OF |
SHAREHOLDING |
TOTAL |
|
| SHAREHOLDERS |
FROM |
TO |
SHARES HELD |
|
|
|
|
| 3 |
|
1 - |
100 |
300 |
|
| 1402 |
|
101 - |
500 |
746200 |
|
| 258 |
|
501- |
1000 |
257900 |
|
| 681 |
|
1001 - |
5000 |
2330400 |
|
| 267 |
|
5001 - |
10000 |
2316400 |
|
| 114 |
|
10001- |
15000 |
1535000 |
|
| 75 |
|
15001- |
20000 |
1433000 |
|
| 58 |
|
20001- |
25000 |
1360500 |
|
| 35 |
|
25001 - |
30000 |
1008500 |
|
| 20 |
|
30001 - |
35000 |
660500 |
|
| 13 |
|
35001 - |
40000 |
508000 |
|
| 8 |
|
40001 - |
45000 |
343000 |
|
| 29 |
|
45001 - |
50000 |
1433500 |
|
| 6 |
|
50001 - |
55000 |
316500 |
|
| 8 |
|
55001 - |
60000 |
455000 |
|
| 7 |
|
60001 - |
65000 |
446000 |
|
| 9 |
|
65001 - |
70000 |
617000 |
|
| 6 |
|
70001 - |
75000 |
442000 |
|
| 4 |
|
75001 - |
80000 |
316500 |
|
| 2 |
|
80001 - |
85000 |
169000 |
|
| 6 |
|
85001 - |
90000 |
527500 |
|
| 3 |
|
90001 - |
95000 |
281000 |
|
| 13 |
|
95001 - |
100000 |
1299700 |
|
| 4 |
|
100001 - |
105000 |
411000 |
|
| 2 |
|
105001 - |
110000 |
216000 |
|
| 5 |
|
110001 - |
115000 |
562000 |
|
| 1 |
|
115001 - |
120000 |
116500 |
|
| 4 |
|
120001- |
125000 |
495000 |
|
| 1 |
|
125001 - |
130000 |
125500 |
|
| 4 |
|
130001 - |
135000 |
533500 |
|
| 2 |
|
135001 - |
140000 |
275500 |
|
| 3 |
|
140001 - |
145000 |
427000 |
|
| 2 |
|
145001 - |
150000 |
298000 |
|
| 2 |
|
150001 - |
155000 |
308000 |
|
| 1 |
|
155001 - |
160000 |
158000 |
|
| 1 |
|
160001- |
165000 |
163000 |
|
| 2 |
|
165001- |
170000 |
332500 |
|
| 2 |
|
170001 - |
175000 |
349500 |
|
| 1 |
|
175001- |
180000 |
176000 |
|
| 2 |
|
180001- |
185000 |
361000 |
|
| 1 |
|
185001- |
190000 |
187000 |
|
| 3 |
|
190001 - |
195000 |
581900 |
|
| 1 |
|
195001- |
200000 |
199800 |
|
| 4 |
|
200001 - |
205000 |
814000 |
|
| 3 |
|
205001 - |
210000 |
624500 |
|
| 1 |
|
210001 - |
215000 |
210500 |
|
| 1 |
|
215001- |
220000 |
219500 |
|
| 1 |
|
220001 - |
225000 |
223500 |
|
| 1 |
|
225001- |
230000 |
229500 |
|
| 1 |
|
230001- |
235000 |
233000 |
|
| 1 |
|
235001- |
240000 |
239000 |
|
| 5 |
|
245001 - |
250000 |
1250000 |
|
| 1 |
|
255001 - |
260000 |
256500 |
|
| 1 |
|
260001- |
265000 |
262000 |
|
| 3 |
|
270001- |
275000 |
815000 |
|
| 1 |
|
275001- |
280000 |
275500 |
|
| 2 |
|
295001- |
300000 |
599000 |
|
| 1 |
|
365001 - |
370000 |
365500 |
|
| 1 |
|
370001- |
375000 |
373000 |
|
| 1 |
|
380001 - |
385000 |
385000 |
|
| 1 |
|
385001- |
390000 |
389000 |
|
| 1 |
|
395001- |
400000 |
398000 |
|
| 1 |
|
405001- |
410000 |
409500 |
|
| 1 |
|
410001 - |
415000 |
413500 |
|
| 1 |
|
425001- |
430000 |
427500 |
|
| 1 |
|
480001- |
485000 |
481500 |
|
| 1 |
|
505001 - |
510000 |
508000 |
|
| 1 |
|
510001 - |
515000 |
513500 |
|
| 1 |
|
515001- |
520000 |
515500 |
|
| 1 |
|
520001 - |
525000 |
522000 |
|
| 1 |
|
530001- |
535000 |
530200 |
|
| 1 |
|
535001- |
540000 |
536500 |
|
| 1 |
|
540001 - |
545000 |
544900 |
|
| 1 |
|
570001 - |
575000 |
570500 |
|
| 1 |
|
595001- |
600000 |
595500 |
|
| 1 |
|
645001 - |
650000 |
648500 |
|
| 1 |
|
690001 - |
695000 |
694425 |
|
| 1 |
|
725001- |
730000 |
725700 |
|
| 1 |
|
895001 - |
900000 |
896100 |
|
| 3 |
|
995001 - |
1000000 |
2997000 |
|
| 1 |
|
1000001 - |
1005000 |
1001260 |
|
| 1 |
|
1235001 - |
1240000 |
1235500 |
|
| 1 |
|
1795001 - |
1800000 |
1798000 |
|
| 12 |
|
1995001 - |
2000000 |
23976200 |
|
| 1 |
|
2135001 - |
2140000 |
2138325 |
|
| 1 |
|
2995001 - |
3000000 |
2997000 |
|
| 1 |
|
3460001 - |
3465000 |
3464700 |
|
| 1 |
|
8145001 - |
8150000 |
8146619 |
|
| 1 |
|
8940001 - |
8945000 |
8943711 |
|
| 1 |
|
2090001 - |
12095000 |
12094100 |
|
| 1 |
|
2870001 - |
12875000 |
12872882 |
|
| 1 |
|
14995001 - |
15000000 |
15000000 |
|
| 1 |
|
17060001 - |
17065000 |
17064095 |
|
| 1 |
|
19995001 - |
20000000 |
19999980 |
|
| 2 |
|
24515001 - |
24520000 |
49038190 |
|
| 1 |
|
24570001 - |
24575000 |
24572476 |
|
| 1 |
|
52495001 - |
52500000 |
52500000 |
|
| 1 |
|
259840001 - |
259845000 |
259840900 |
|
| ---------- |
---------- |
---------- |
---------- |
---------- |
|
| 3152 |
|
562456363 |
|
| ========= |
========= |
========= |
========= |
========= |
|
|
|
| CATEGORIES
OF |
|
NUMBER Of |
NUMBER Of |
PERCENTAGE |
|
| SHAREHOLDERS |
|
SHAREHOLDERS |
SHARES HELD |
|
|
|
| INDIVIDUALS |
|
3065 |
179011214 |
31.83 |
|
| INVESTMENT
COMPANIES |
5 |
2275325 |
0.40 |
|
| INSURANCE
COMPANIES |
|
1 |
19999980 |
3.56 |
|
| JOINT
STOCK COMPANIES |
48 |
10643800 |
1.89 |
|
| FINANCIAL
INSTITUTIONS |
9 |
65771025 |
11.69 |
|
| MODARABA
COMPANIES |
4 |
332000 |
0.06 |
|
| FOREIGN
COMPANIES |
|
5 |
284080019 |
50.51 |
|
| OTHERS |
|
15 |
343000 |
0.06 |
|
|
---------- |
---------- |
---------- |
|
| TOTAL |
|
3152 |
562456363 |
100.00 |
|
|
========= |
========= |
========= |
|
|
|
|
|
| AUDITORS'
REPORT TO THE MEMBERS |
|
|
| We
have audited the annexed balance sheet of CHAKWAL CEMENT COMPANY LIMITED as |
|
| at
June 30, 2000 and cash flow statement 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. |
|
|
| It
is the responsibility of the company's management to establish and maintain a
system of internal |
|
| control
and prepare and present the above said statements in conformity with the
approved accounting |
|
| standards
and the requirements of the Companies Ordinance, 1984. Our responsibility is
to express an |
|
| opinion
on these statements based on our audit. |
|
|
| We
conducted our audit in accordance with the auditing standards as applicable
in Pakistan. These |
|
| standards
require that we plan and perform the audit to obtain reasonable assurance
about whether |
|
| the
above said statements are free of any material misstatement. An audit
includes examining, on a |
|
| test
basis, evidence supporting the amounts and disclosures in the above said
statements. An audit |
|
| also
includes assessing the accounting policies and significant estimates made by
management, as |
|
| well
as, evaluating the overall presentation of the above said statements. We
believe that our audit |
|
| provides
a reasonable basis for our opinion and, after due verification, 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 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 and cash flow statement together with the notes forming part thereof
conform with |
|
| approved
accounting standards as applicable in Pakistan, and, 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 June 30, 2000 and its cash flows for the
year then ended; |
|
| and |
|
|
| (d)
in our opinion no Zakat was deductable at source under the Zakat and Ushr
Ordinance, 1980. |
|
|
| Without
qualifying our opinion, we draw attention to note 7 and 16 to the accounts.
These accounts have |
|
| been
prepared on a going concern basis the-validity of which is dependent on the
successful outcome of the |
|
| matter
stated in the said note. |
|
|
| Lahore: |
|
(M.Hussain Chaudhury
& Co.) |
|
| Date:
December, 07 2000 |
|
Chartered Accountants |
|
|
|
|
| BALANCE
SHEET AS AT JUNE 30, 2000 |
|
|
|
|
|
2000 |
1999 |
|
|
NOTE |
(RUPEES) |
(RUPEES) |
|
| SHARE
CAPITAL AND RESERVES |
|
| Authorized
capital |
|
|
| 750
million (1999:750 million) ordinary |
|
| shares
of Rs. 10/- each |
|
7,500,000,000 |
7,500,000,000 |
|
|
========== |
========== |
|
| Issued,
subscribed and paid up capital |
|
3 |
5,624,563,630 |
5,624,563,630 |
|
| capital
reserve |
|
4 |
214,838,692 |
214,838,692 |
|
|
5,839,402,322 |
5,839,402,322 |
|
|
| LONG
TERM LOAN- Secured |
|
5 |
124,199,750 |
320,631,750 |
|
| DEFERRED
LIABILITY |
|
|
|
| Gratuity
payable |
|
|
1,221,266 |
955,565 |
|
| CURRENT
LIABILITIES |
|
|
|
| Current
portion of Ion9 term loan |
|
|
869,398,250 |
534,386,250 |
|
| Due
to Directors |
|
|
29,464,347 |
-- |
|
| Creditors,
accrued and other liabilities |
|
6 |
1,094,530,460 |
809,181,571 |
|
|
|
------------ |
------------ |
|
|
|
1,993,393,057 |
1,343,567,821 |
|
| CONTINGENCIES
AND COMMITMENTS |
7 |
-- |
-- |
|
|
------------ |
------------ |
|
|
|
|
7,958,216,395 |
7,504,557,458 |
|
|
========== |
========== |
|
| PROPERTY
AND ASSETS |
|
|
| FIXED
CAPITAL EXPENDITURE |
|
| Operating
Fixed assets |
|
8 |
31,485,990 |
31,876,221 |
|
| Capital
Work in Progress - net |
|
9 |
7,783,067,999 |
7,325,945,445 |
|
|
------------ |
------------ |
|
|
7,814,553,989 |
7,357,821,666 |
|
| DEFERRED
COSTS |
|
10 |
-- |
5,258,844 |
|
|
| CURRENT
ASSETS |
|
| Advances,
deposits prepayments and |
|
11 |
135,860,120 |
1,355,687,621 |
|
| other
receivables |
|
|
|
| Cash
and bank balances |
|
12 |
7,802,286 |
5,908,186 |
|
|
|
------------ |
------------ |
|
|
143,662,406 |
141,476,948 |
|
|
------------ |
------------ |
|
|
7,958,216,395 |
7,504,557,458 |
|
|
========== |
========== |
|
| Note |
|
| 1)
The annexed notes from 1 to 17 form an integral part of these accounts. |
|
| 2)
Auditors' Report (Annexed) |
|
|
Chief Executive |
|
|
Director |
|
|
|
|
2000 |
1999 |
|
|
NOTE |
(RUPEES) |
(RUPEES) |
|
|
| CASH
FLOW FROM INVESTING ACTIVITIES |
|
|
| Operating
fixed assets |
|
(1,350) |
(32,636) |
|
| Capital
work in progress - Net |
|
(14,550,610) |
(34,623,149) |
|
| Financial
charges paid |
|
(1,888) |
(1,159) |
|
|
----------- |
----------- |
|
| Net
cash used in investing activities |
|
(14,553,848) |
(34,656,944) |
|
|
| CASH
FLOW FROM FINANCING ACTIVITIES |
|
| Interest
income received |
|
689,386 |
2,263,766 |
|
| Net
cash from financing activities |
|
689,386 |
2,263,766 |
|
|
| 0ncrease)/decrease
in current assets |
|
(194,391) |
4,141,668 |
|
| Increase/(decrease)
in current liabilities |
|
16,068,244 |
(518,995) |
|
| Income
tax paid |
|
(115,291 ) |
(271,271) |
|
|
----------- |
----------- |
|
| Increase/(decrease)
in cash & cash equivalents |
|
1,894,100 |
(29,041,776) |
|
| Cash
and cash equivalents at beginning of the year |
|
5,908,186 |
34,949,962 |
|
|
----------- |
----------- |
|
| Cash
and cash equivalents at end of the year |
|
7,802,286 |
5,908,186 |
|
|
========== |
========== |
|
|
|
Chief Executive |
|
Director |
|
|
|
|
|
|
|
| NOTES
TO THE ACCOUNTS |
|
| FOR
THE YEAR ENDED JUNE 30, 2000 |
|
|
| 1.
The company and its operations |
|
|
| 1.1
Chakwal Cement Company Limited was incorporated in Pakistan on May 23,1993 as
a private |
|
| limited
company and subsequently converted into a public limited company on October
18, |
|
| 1994
under the Companies Ordinance, 1984. The Company is listed on all Stock
Exchanges |
|
| of
Pakistan. The principal activity of the company is to set up an industrial
undertaking for the |
|
| manufacture
and sale of cement. |
|
|
| 1.2
Profit and loss account for the year ended June 30, 2000 has not been drawn
up as the |
|
| company
has not commenced its operating activities. |
|
|
| 2.
Significant accounting policies |
|
| 2.1
.Accounting convention: |
|
| These
accounts have been prepared under the historical cost convention without any
adjust- |
|
| ment
for the effect of inflation or reference to current values. |
|
|
| 2.2
Staff retirement benefit: |
|
| The
company operates an un-funded gratuity scheme for all its employees. |
|
|
| 2.3
Fixed assets and depreciation: |
|
| Fixed
assets are stated at cost less accumulated depreciation except freehold land
and capital |
|
| work
in progress which are stated at cost. |
|
|
| Cost
of operating fixed assets consists of historical cost and attributable
expenses in bringing |
|
|