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National Foods Limited
Annual Report 2000
CONTENTS
Board of Directors
Chairman's Review
Chief Executive's Report
Notice of Meeting 
Auditors' Report to the Members
Balance Sheet
Profit & Loss Account
Cash Flow Statement
Statement of Changes in Equity
Notes to the Accounts
Pattern of Share Holding
BOARD OF DIRECTORS
MR. A. MAJEED Chairman
MR. WAQAR HASAN Managing Director / Chief Executive
MR. KHAWAR M. BUTT Director
MR. ABRAR HASAN Director
MR. ZAHID MAJEED Director
MR. M. AFZAL-ULLAH SIDDIQUI Director (N.I.T. Nominee)
MR. MOHAMMED SHAFI Director (N.I.T. Nominee)
MR. HABIB A. ISMAlL KHAIRANI Company Secretary
REGISTERED OFFICE 12/CL-6, Claremont Road, Civil Lines, Karachi-75530.
P.O. Box No. 15509
Phones: 5662687, 5670540, 5670585, 5670646, 5670793,
& 5672268 Fax No: 5684870 & 5671225
AUDITORS RIAZ AHMAD, SAQIB, GOHAR & COMPANY,
Chartered Accountants,
5-Nasim Co-operative Housing Society Ltd.,
Major Nazir Bhatti Road,
Off Shaheed-e-Millat Road, Karachi.
Phones: 4945427 - 4946112 Fax: 4932629
REGISTRAR NOBLE COMPUTER SERVICES (PVT.) LIMITED
14-Banglore Town Housing Society,
Sharea-e-Faisal, Karachi-75350.
Phones: 4546978-4520121 Fax: (92-21) 4314962
BANKERS BANK AL-HABIB LIMITED
Mackinnons Building, I. I, Chundrigar Road, Karachi.
Phones: 2412986 (10 lines) Fax: 2419752
S.I.T.E. Branch,
Plot # B/76 S.S. Chambers S.I.T.E., Karachi,
Phones: 2571710-11 (92-21) 2571522
Garden Town Branch
Lahore City.
CITI BANK NA,
State Life Building No, 1, I. I. Chundrigar Road, Karachi.
Phones: 2412641-50 Fax: 2426773
MUSLIM COMMERCIAL BANK LIMITED,
Clifton Corporate Branch, Kulsom Court, Clifton, Karachi.
Phones: 5872286- 5831835 Fax: 5872058
Wahdat Road Branch, Lahore.
Phone: 7235737
HABIB BANK LIMITED
Hub River Road Branch, Karachi.
Phone: 2572197
CHAIRMAN'S REVIEW
The Corporate Policies, Procedures and Systems laid down last year have resulted in
achieving the GOALS set by the Management. The realisation of RUPEES ONE
BILLION SALES TARGET is not a meager achievement, my congratulations to the
entire Management, Work force and Business Associates. This is also a MILLENNIUM PRIZE to
the Share Holders.
It is evident that the Company's products are enjoying better market share, but there is still
a long way to go. the team building efforts will continue, till we have broadly multi
disciplinary Executives and educated as well as disciplined Work Force
This one Billion Gross Sale when bifurcated into local and export, shows:
Local Sales 907,304,014
Growth Over Last Year 26.71%
Export Sales 119,717,657
Growth Over Last Year 14.31%
Corporate Growth Over Last Year 25.13%
The Company's bottom line has also grown from 14.593 m to 25.578 m, reflecting healthy position.
The expenses as depicted in the Chaffs remain under control:
All four Pillars of Management, i.e. Procurement/Inventory, Production, Marketing and Finance
performed well, remained within control limits generally but the INTERNAL AUDIT is not yet in
place. This resulted in weak monitoring in many areas. We are hoping to re-inforce Internal Audit
and critical analysis of future risks to maintain the progress. In other words, future risk management
will become part of Internal Audit. Hopefully the solid foundation being laid will give your
Company a head start against any competition.
By nature of our business, we are in consumer industry, where like other areas, we face revolution,
driven by technology. At the same time, globally connected economies are creating new
challenges and opportunities. So it is very important that we bring new innovative products in
local and export markets. Therefore, the Company needs to strengthen the R&D, Quality Control
and Quality Assurance. This is an urgent need because your Company is introducing products in
Super Markets of developed countries where STRICT QUALITY regulations are enforced. To
increase our business in this value added area, our products must conform to the regulations of
each country, we export to. The Management is fully aware of the needs and this area is being
addressed.
In the end I assure the Share holders, Staff, Workforce and our Trade partners that your Company
is capable to meet the challenges of New Millennium and ready to cash the opportunities
resulting from globalisation.
A. Majeed
Chairman
CHIEF EXECUTIVE'S ANNUAL REPORT
TO THE SHAREHOLDERS 1999-2000
HIGHLIGHTS
National Foods Limited has lived up to its commitment of delivering results as promised
in my previous year report. The highlights of last year are as follows:
Corporate Gross Sales Growth of 25% was achieved of which the local sales grew by 27%
and the exports registered a 14% increase. The overall cost of sales has come down
substantially due to better procurement, and logistical management. Also as indicated
previously, due to consolidation and modernization the manufacturing cost as a percentage
to sales has also decreased.
All these cost control measures have led the company to finish with a pre-tax profit figure of Rs.
25 million, a growth off 66% over last year. Due to major savings in variable costs, the gross profit
has also increased by 41%.
All this good performance has somewhat been overshadowed by the historical landmark
achievement of becoming a Billion Rupee Sales company.
I take pleasure in announcing that due to better performance compared to previous year, the
Board of Directors of National Foods Limited have declared the following appropriation.
2000 1999
APPROPRIATION Rupees Rupees
Profit after taxation 18,503,157 11,443,422
Add: Unappropriated profit brought forward 32,654,293 27,161,624
----------------- -----------------
Profit available for appropriation 51,157,450 38,605,046
----------------- -----------------
Interim dividend @10% (1999: Nil) 4,250,538 --
Proposed final dividend @ 11.5% (1999: 14%) 4,888,119 5,950,753
----------------- -----------------
9,138,657 5,950,753
----------------- -----------------
Unappropriated profit carried forward 42,018,793 32,654,293
========== ==========
OPERATIONAL REPORT
As mentioned in the previous year's Chairman's Report, the formation and implementation of an
Operational Manual has helped to bring the operations of the company in focus. All departments
have contributed towards the success of this manual. Formal Business Performance Indicators
have been identified and documented in the manual. These indicators are reviewed monthly
and timely action is taken to keep the business operations in tune.
On 21st June 2000 the company crossed the Billion Rupee Sales mark. This achievement was
actually forecasted in the year 1993 and I am proud to state that the whole organization was
committed in delivering this objective on time as per the forecast.
As indicated earlier, the exports have contributed with a positive growth of 14% as well. Steps
have also been taken to formalize a new International Marketing division. A detailed export
policy has also been framed and made part of the operational manual.
Another proud achievement for National Foods Ltd., is the recognition of being one of the 10 best
Human Resource Managed companies in Pakistan. This award was presented at a formal
ceremony hosted by the Employer's Federation of Pakistan. National Foods was perhaps the only
local company to receive this award among other Multinational companies. We are committed
to a very strong Human Resource Management and development program. Innovative HR
principles are being adopted and deployed as per changing global trends.
As the company is going through a consolidation phase, major re-branding and re-imaging
exercise is being carried out at present. This has also meant new and progressive packaging
designs in light of the major market research, which was carried out. As the company performed
well, a major portion of the profit was diverted in promoting and building the new Image and
Brand Equity. The advertisement expenditure has shown an increase as compared to previous
years, but it was deemed necessary to re-invest in the brand to retain our brand leadership.
All this has been possible by controlling material costs. Favourable prices of chillies and mango
have led to increased leverage. This trend is expected to continue for next year as well.
NFL has also entered into a contract with an Australian Food Company to develop, manufacture
and package innovative and advanced food products for the multiple segments in the
mainstream market. These products have been launched in Australian market by this company
and are registering a good response from the native consumers.
OBJECTIVES
The company will continue with its present strategy of consolidation. The objectives are to
maximize market shares of its existing categories. A favourable Chilli crop this year has also
presented the opportunity to sustain good operational results.
Continuous investments in packaging and processing machines in line with the modernization
policy of the company will continue to see declining manufacturing costs.
It is expected that the pattern of Gross Profit will continue to rise based on these factors and
company can redeploy its profits faster to further its goals and objectives.
The company is also focused in terms of delivering a good return to its shareholders. This is the first
time that the Retained Earnings would have crossed the Paid Up Capital mark of the company. This
is a good sign in terms of achieving a good payout for the future for our shareholders. It is expected
that the company will modestly increase its Earnings Per Share over the next couple of years.
AUDITORS
The present Auditors Messrs, Riaz Ahmad, Saqib, Gohar & Company, Chartered Accountants,
retire, being eligible for re-appointment, have offered themselves, for re-appointment as auditors
for the year 2000-2001.
PATTERN OF SHARE HOLDING
The Pattern of Share Holding as referred by Section 236 of Companies Ordinance 1984 is
enclosed.
On behalf of the Board of Directors, I congratulate the management, distributors, suppliers and all
our business associates for making this a successful year. I would also like to take this opportunity
to thank all the people who have kept us motivated in achieving our Billion Rs. Sales target.
WAQAR HASAN
Chief Executive
NOTICE OF MEETING
Notice is hereby given that the 29th Annual General Meeting of National Foods Limited will be
held at the Registered Office situated at 12/CL-6, Claremont Road, Civil Lines Karachi, on
Saturday the 25th November 2000, at 11.30 a.m., to transact the following business:
1. To read and confirm the minutes of the last Annual General Meeting held on 21st December 1999.
2. To receive, consider and approve the Audited Accounts for the year ended 30th June 2000.
3. To approve payment of Final Cash Dividend @ 11.5% (Rs. 1.15 per share of Rs. 10 each) as
recommended by the Directors. An Interim Cash Dividend @ 10% has already been paid to
the shareholders.
4. To elect Directors for a period of 3 years. The Board of Directors have fixed number of Directors
to be elected as 7 excluding any director(s) nominated by Development Financial Institutions.
Following are the retiring directors who are also eligible to offer themselves for re-election:
1. Mr. A Majeed
2. Mr. Waqar Hasan
3. Mr. Khawar M. Butt
4. Mr. Abrar Hasan
5. Mr. Zahid Majeed
6. Mr. Muhammed Shafi (N.I.T. Nominee)
7. Mr. M. Afzalullah Siddiqui (N.I.T. Nominee)
Any person who seeks to contest the election of directors may file his (her) consent to the
company in accordance with the Companies Ordinance, 1984.
5. To appoint Auditors for the year 2000-2001 and to fix their remuneration. The present auditors
Messrs. Riaz Ahmad, Saqib, Gohar & Company, Chartered Accountants retire, being eligible,
have offered themselves for re-appointment as Auditors.
6. To transact any other business with the permission of the Chairman.
By order of the Chairman
(HABIB A. ISMAIL KHAIRANI)
Karachi: October 26, 2000. Company Secretary
NOTES:
1. The share transfer books of the Company will remain closed from 17th November, 2000
to 25th November, 2000. (Both days inclusive).
2. All members are entitled to attend and vote at the meeting
3. A member entitled to attend and vote at the Meeting may appoint a proxy to attend,
speak and vote for him/her. A proxy needs to be a member of the Company.
4. In order to be valid, an instrument of proxy and the Power of Attorney or other authority
(if any) under which it is signed, or a notarially certified copy of such power of authority,
must be deposited at the Registered Office of the Company not less than 48 hours
before the time of the meeting.
5. Shareholders are requested to notify immediately, any change in their Registered
address.
RATIO ANALYSIS
1996 1997 1998 1999 2000
LIQUIDITY RATIOS
Current Ratio     1.02 1.01 1.04 1.06 1.08
Acid Test Ratio 0.25 0.28 0.26 0.22 0.19
GEARING RATIOS
Debt / Equity Ratio 5.39% 4.61% 7.91% 9.33% 15.68%
Interest Cover 2.28 2.28 2.94 2.14 3.03
OPERATING RATIOS
Return on Shareholder's Equity 13.48% 12.77% 12.54% 14.08% 20.42%
Gross Profit Margin 20.15% 20.20% 22.48% 20.34% 24.45%
Operating Profit 6.27% 6.15% 7.65% 5.70% 8.40%
Net Profit Margin 2.31% 2.14% 1.89% 1.78% 2.42%
TURNOVER RATIOS
Asset Turnover 2.07 2.31 2.47 2.52 2.51
Equity Turnover 5.83 5.96 6.65 7.93 8.45
Debtor's Turnover 17.75 23.79 27.02 34.13 35.29
Receivable Days 20.56 15.34 13.51 1,069 10.34
Inventory Turnover 3.95 4.16 4.65 438 3.65
Days Inventory 92.33 87.82 78.55 83.35 100.10
OPERATING EXPENSES
Administrative Expenses 3.49% 3.49% 3.38% 2.75% 2.67%
Selling Expenses 11.54% 12.20% 14.37% 13.39% 16.70%
Financial Expenses 2.37% 2.07% 1.60% 1.98% 1.64%
COST OF SALES
Materials 84.80% 84.94% 83.24% 85.01% 83.80%
Direct Labor 4.93% 4.59% 4.61% 4.09% 4.27%
Overheads 10.27% 10.47% 12.15% 10.90% 11.93%
OPERATING EXPENSES (% OF GP)
Administrative Expenses 17.33% 17.25% 15.05% 13.52% 10.93%
Selling Expenses 57.29% 60.42% 63.95% 65.85% 68.31%
Financial Expenses 11.74% 10.27% 7.10% 9.75% 6.74%
STOCK MARKET RATIOS
Earnings Per Share 2.61 2.58 2.57 2.69 4.35
Dividend Per Share 2.00 1.25 1.50 1.40 2.15
Dividend Cover 1.20 2.06 1.71 1.92 2.02
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of National Foods Limited as at June 30, 2000 and
the related profit & loss account, cash flow statement and statement of changes in equity
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 bet 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 state 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 & loss account, cash flow statement and
statement of changes In equity 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 of the profit its cash flows and changes in equity for the year then ended; and
(d) In our opinion zakat deductible at source under the Zakat and Ushr Ordinance, 1980
(XVIII of 1980), was deducted by the company and deposited in the Central Zakat Fund
established under Section 7 of that Ordinance.
RIAZ AHMAD, SAQIB. GOHAR & CO.
Karachi: 9th October 2000. Chartered Accountants
BALANCE SHEET AS AT 30 JUNE, 2000
2000 1999
Note Rupees Rupees
CAPITAL AND RESERVES
Capital
Authorized Capital 5,000,000
(1999: 5,000,000) ordinary
Shares of Rs. 10 each 50,000,000 50,000,000
========== ==========
Issued subscribed & paid-up capital 3 42,505,380 42,505,380
Reserves
Capital- share premium 6,102,100 6,102,100
Unappropriated profit 42,018,793 32,654,293
------------------ ------------------
48,120,893 38,756,393
90,626,273 81,261,773
LONG TERM LIABILITIES - SECURED ------------------ ------------------
Liabilities against assets 4 8,808,729 3,582,869
subject to finance lease
Deferred tax 5,399,798 4,000,000
------------------ ------------------
14,208,527 7,582,869
CURRENT LIABILITIES
Current portion of liabilities against
assets subject to finance lease 4 4,762,199 1,208,383
Finances utilized under mark-up
arrangements - secured 5 110,934,296 96,342,005
Creditors, accrued expenses & other liabilities 6 79,129,962 63,632,975
Proposed dividend 4,888,119 5,950,753
------------------ ------------------
199,714,576 167,134,116
Contingencies & commitments 7 -- --
------------------ ------------------
304,549,376 255,978,758
========== ==========
PROPERTY AND ASSETS
Fixed Capital Expenditure
Fixed assets 8 84,479,673 78,012,026
------------------ ------------------
Capital work-in progress 9 457,969 286,983
84,937,642 78,299,009
Long term deposits 1,410,981 1,265,981
Deferred expenditure 10 2,100,000 --
CURRENT ASSETS