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KOHINOOR OIL MILLS LIMITED
ANNUAL REPORT 2004
COMPNAY INFORMATION
BOARD OF DIRECTORES
Chairman                               Mr. Jai Parkash
Chief Executive/
Managing Director                Haji Iqbal Khan Afridi
Directors                               Maj. General (R) Saeed Ahmed Wahla
Col. (R) Asghar All Malik
Hafiz Muhammad Arshad
Mian Muhammad Rashid
Mr. Muhammad Ayaz Khan
Chief Accountant/
Company Secretary              Iftkhar Ahmad Javed
Auditors                               Azhar Zafar & Company
Chartered Accountants
Bankers                                 National Bank of Pakistan.
United Bank Limited.
Registered Office &             G.T. Road,
Factory                                Kala Shah Kaku
DIRECTORS' REPORT TO THE SHAREHOLDERS
Dear Shareholders
On behalf of the directors of the company, audited balance sheet as on June 30, 2004 and the profit
& loss account for the year ended as on that date are presented for consideration.
During the period under report, there was no production of vegetable ghee as the operation of the
company had been closed since September 1997 under the orders of government of Pakistan for its
privatization.
The company sustained a net loss of Rs. 1 .764 million during the period under review as against Rs.
4.745 million during the corresponding period last year (decrease of 63 %). The loss for the period
mainly comprised insurance, depreciation and administrative expenses amounting to Rs. 0.254
million, Rs. 0.260 million and 1.225 million respectively. All the unit's employees were relived
under VSS/GHS. All the assets of the company lying in the unit were intact and to ensure safe
custody of these assets, security arrangements had been improved and a well reputed security
company had been assigned the entire security of the unit. During the period under review, Ghee
Corporation of Pakistan (a holding company) had met all the unit's expenses pertaining to watch &
ward, insurance and administrative expenses. The GCP had also not charged mark up on the
outstanding balance during this financial year.
Rs.in Thousand
FINANCIAL RESULTS 2004 2003
Operating loss 1,764 4,745
Loss before taxation 1,764 4,745
Loss after taxation 1,764 4,745
Accumulated loss B/F 1,389,783 1,385,038
Accumulated loss C/F 1,391,547 1,389,783
STATEMENT IN COMPLIANCE OF
CODE OF CORPORATE GOVERNANCE
The Board of Directors of Kohinoor Oil Mills Limited is pleased to state that we have adopted the
code of corporate governance, and all necessary actions have been taken for all applicable and
relevant clauses and Board agreed to take care of the remaining clauses as and when applicable.
As required by the code, it is stated that:
The following statements prepared by the management of your company present a fairly its state of
affairs, the result of its operations cash flows and changes in equity.
Proper books of accounts have been maintained by your company.
Appropriate accounting policies are consistently applied by your company in preparation of
financial statements and accounting estimates are based on reasonable and prudent judgement.
International accounting standards as applicable in Pakistan have been followed in the preparation
of these financial statements and any departure there from, if any, has adequately been disclosed.
The company's current liabilities exceed its current assets by Rs. 1389.180 million which shows
that the company is no more a going concern.
There has been no material departure from the best practices of corporate governance as detailed in
the listing regulations.
KEY OPERATING & FINANCIAL DATA Following is the key operating and financial data for your company for the last six years :
Rs. in Thousand
2004 2003 2002 2001 2000 1999
Sales - - - - - -
Cost of goods sold - - - - - -
Operating loss 1764 4745 5627 73933 77582 42167
Loss before taxation 1764 4745 5627 73933 77582 42167
Loss after taxation 1764 4745 5627 73933 77582 42167
Paid up capital 5239 5239 5239 5239 5239 5239
Total assets 40538 41023 44518 44992 45448 45161
Total liabilities 1426847 1425567 1424317 1425995 1352518 1271146
Current assets 37667 37856 41025 41125 41176 41438
Current liabilities 1426847 1425567 1424317 1425995 1352518 1271146
MEETING OF BOARD OF DIRECTORS
During the period under review, the meeting of the Board of Directors were held on:-
(i)   22nd September 2003               (ii)   27th October 2003        (iii)   25th February 2004
(iv) 27th April 2004
The attendance of the Directors was as follows :-
Major General (Retd) Muhammad Mohsin 2
Major General (Retd) Zafar Abbas 2
Mr. Muhammad Aslam 4
Miss Zahida Alvi 4
Mr. ShahidAmin 4
Mr. T. I. Chaughtai 2
Mr. Abdul Manan 2
Mr. Mumtaz Hussain Balouch 4
Mr. ImranAzeem
The directors not attending the meeting were granted leave of absence in accordance with the law.
DIVIDEND
Due to huge accumulated loss and loss in current year, no dividend is recommended by the Board
for the period under review .
OUTSTANDING STATUTORY PAYMENTS
There is no outstanding statutory payments on account of taxes, duties, levies and charges.
PROVIDENT FUND AND GRATUITY FUND
The company is not operating Provident Fund and Gratuity Fund Schemes because all the unit's
employees had already been relieved under VSS/GHS .
AUDITORS
M/s Azhar Zafar & company, Chartered Accountants, the retiring auditors have completed five
years as statutory auditors of Kohinoor Oil Mills Limited. Under listing regulation No. 37 of Stock
Exchange containing the "code of corporate governance" a listing company is required to change
their external auditors every five years. If for any reason, this is impractical, the company should
obtain the consent for the appointment of auditors from Securities & Exchange Commission of
Pakistan.
In view of the above regulation and the transfer of management of the company to the new owner
and appointment of the new Directors, it is proposed that the appointment of external auditors for
the financial year 2004-05 should be left to be decided by the newly constituted Board of Directors
representing the new owner.
AUDIT COMMITTEE
The operations of the company had been closed since September 1997 by the orders of Government
of Pakistan for its privatization. All employees were relieved under GHS/VSS. The company has
been privatized by the Government of Pakistan on 24th July, 2004. Therefore, the Board of
Directors has not recommended to establish Audit Committee.
PATTERN OF SHAREHOLDING
The statement of pattern of shareholding of the company as at June 30, 2004 is given with the
annexed annual report hi accordance with the code of corporate governance.
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of KOHINOOR OIL MILLS LIMITED as at June 30,
2004 and the related profit and 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 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)       The company during the year has incurred a loss of Rs. 1 .764 million and has accumulated
losses up to Rs. 1,391.547 million as on the balance sheet date, which has eroded the capital and
equity and is showing a negative figure of Rs. 1,386.305 million. The company's current liabilities
are Rs. 1,426.846 million in comparison with current assets of Rs. 37.667 million. As a result of
Government decision to privatize the company, the management discontinued its operations in
1997. As a consequence, funding arrangements from the Federal Government where withdrawn.
The revival of its status is not possible due to the Government of Pakistan's policy of privatization of
state owned units. These factors clearly demonstrate that the company is not a going concern.
Consequently, these   accounts do not include any adjustments relating to the recover ability,
classification of the recorded assets amount and classification of liabilities that might result should
the company not be able to continue as a going concern and therefore may be unable to realize its
assets or discharge its liabilities in the normal course of business. The financial statements however,
do not include any adjustment to that effect.
b)       Amount due to Government of Pakistan amounting to Rs. 1 ,420.617 million as referred to in
Note 10 remained unverified and unconfirmed.
c)       Provision amounting to Rs . 4 . 24 1 million as referred to in Note 1 3 regarding embezzlement
from National Bank of Pakistan, Namak Mandi Branch, Rawalpindi has been made and shown
under the head "Current Liabilities" as against deduction from the relevant asset as required under
the Fourth Schedule of Companies Ordinance, 1984. Investigation for the embezzlement is
presently pending with Government Agencies.
KOHINOOR OIL MILLS LIMITED
Balance Sheet as on June 30, 2004
Note 2004 2003
Rupees Rupees
NON CURRENT ASSETS
Fixed Assets - Tangible 3 2,798,175 3,092,998
Security Deposits 73,129 73,129
2,871,304 3,166,127
CURRENT ASSETS
Stores and Spares 4 5,652,705 5,652,705
Stock in Trade 5 3,011,032 3,011,032
Trade Debtors 6 2,262,192 2,262,192
Advances, Deposits, Pre-
Payments and Receivables 7 22,496,982 22,685,890
Cash and Bank Balances 8 4,244,098 4,244,848
37,667,009 37,856,667
40,538,313 41,022,794
CAPITAL AND RESERVES
SHARE CAPITAL
Authorised:-
2,000,000 Ordinary Shares
of Rupees 10/- each. 20,000,000 20,000,000
Issued, Subscribed and
paid up:- 9 5,239,160 5,239,160
ACCUMULATED LOSS -1,391,547,675 -1,389,783,616
-1,386,308,515 -1,384,544,456
CURRENT LIABILITIES
Due to Government of Pakistan 10 1,420,617,893 1,049,488,000
Due to Ghee Corporation
of Pakistan (Private) Limited 11 1,239,577 371,129,892
Creditors, Accrued and Other
Liabilities 12 748,034 708,034
Provision For Embezzled
Amount-NBP Rawalpindi 13 4,241,324 4,241,324
1,426,846,828 1,425,567,250
CONTINGENCIES AND
COMMITMENTS 14 - -
40,538,313 41,022,794
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED JUNE 30, 2004
NOTE 2004 2003
Rupees Rupees
Expenditure of In-operative Unit 15 514,512 550,845
Administrative and General Expenses 16 1,225,155 4,184,689
Financial Charges 17 24,392 22,915
LOSS BEFORE OTHER INCOME -1,764,059 -4,758,449
OTHER INCOME _ 13,073
-1,764,059 -4,745,376
PRIOR YEAR'S ADJUSTMENTS-Credit/ (Debit) 18 - -
-1,764,059 -4,745,376
LOSS - BROUGHT DOWN -1,389,783,616 -1,385,038,240
LOSS CARRIED TO THE BALANCE SHEET -1,391,547,675 (1,389,783,6161
BASIC EARNING PER SHARE 19 -3.37 -9.06
CASH FLOW STATEMENT
FOR THE YEAR ENDED JUNE 30,2004
2004 2003
Rupees Rupees
CASH FLOW FROM OPERATING ACTIVITIES
Loss before taxation -1,764,059 -4,745,376
Adjustment for Items not involving
movement of cash:
Depreciation 294,824 326,989
Other Income -13,073
Provision for doubtful debts 2,981,590
Bonus gifts — Ex-employees 269,630
-1,469,235 -1,180,240
MOVEMENT IN WORKING CAPITAL
(Increased/Decrease in Current Assets
Trade Debtors - -
Advances, Deposits, Prepayments
& Receivables 188,908 -69,879
188,908 -69,879
Increase/(Decrease) in Current Liabilities
Due to Government of Pakistan 371,129,892 -
Due to Ghee Corp. of Pakistan (Pvt.) Ltd. -369,890,315 1,237,592
Creditors, Accrued & Other Liabilities 40,000 11,927
1,279,577 1,249,519
NET CASH FLOW FROM OPERATING ACTIVITIES -750 -600
Financial Charges Paid -
CASH FLOW FROM INVESTING ACnVITIES
Sale of Vehicles -
NET CASH FROM INVESTING ACTIVITIES - -
CASH FLOW FROM FINANCING ACTIVITIES _ .
NET CASH FROM FINANCING ACTIVITIES - -
NET INCREASE/(DECREASE) IN CASH
AND CASH EQUIVALENTS -750 -600
CASH AND CASH EQUIVALENTS AT THE
BEGINNING OF THE YEAR 4,244,848 4,245,448
CASH AND CASH EQUIVALENTS AT THE END
OF THE YEAR 4,244,098 4,244,848
STATEMENT OF CHANGES IN EQUITY
for the year ended June 30, 2004
Share General Accumulated
Capital Reserve Profit/ (Loss) Total
Rupees Rupees Rupees Rupees
Balance as at
June 30, 2002 5,239,160 - -1,385,038,240 -1,379,799,080
Profit/ (Loss) for the year - - -4,745,376 -4,745,376
Balance as at
June 30, 2003 5,239,160 - -1,389,783,616 -1,384,544,456
Profit/ (Loss) for the year - - -1,764,059 -1,764,059
Balance as at