| Burma Oil Mills Limited |
|
|
|
|
|
|
|
|
|
|
| Annual
Report 1999 |
|
|
|
| CONTENTS |
|
|
| Board
of Directors |
|
| Notice
of Meeting |
|
| Directors'
Report |
|
| Pattern
of Shareholding |
|
| Auditors'
Report |
|
| Balance Sheet |
|
| Profit
and Loss Account |
|
| Statement
of Sources and |
|
| Application
of Funds |
|
| Operating
Results |
|
| Notes
to the Accounts |
|
|
|
| BOARD
OF DIRECTORS |
|
|
|
| Chairman |
|
| Major
General (Retd.) Ijaz Amjad |
|
|
| Chief Executive |
|
| Mr.
Muhammad Islam Munawar |
|
|
| Directors |
|
| Mr.
Shamim Raza |
|
| Mr.
Mumtaz Hussain Baloch |
|
| Mr.
Naeem Khalid |
|
| Mr.
Asif M. Rangoonwala |
|
| Mr.
Tariq M. Rangoonwala |
|
|
| Secretary |
|
| Mr.
Abdullah Haji Ahmed |
|
|
| Auditors |
|
| Messrs.
Ebrahim & Co. |
|
| Chartered
Accountants |
|
|
| Legal Adviser |
|
| Mr.
Samiuddin Sami |
|
| Bar-at-Law |
|
|
| Bankers |
|
| United
Bank Ltd. |
|
|
| Registered
Office |
|
| V. M. Plaza |
|
| 13, West Wharf |
|
| Karachi. |
|
|
|
| NOTICE
OF MEETING |
|
|
| NOTICE
is hereby given that the 44th Annual General Meeting of the Shareholders of |
|
| BURMA
OIL MILLS LIMITED will be held on Tuesday, the 25th January, 2000 at 03.00
P.M. |
|
| at
the Registered Office of the Company situated at V.M. Plaza, 13, West Wharf,
Karachi to |
|
| transact
the following business. |
|
|
| AGENDA |
|
|
| 1.
To confirm the minutes of the last Annual General Meeting of the Company held |
|
|
| on
31st December, 1998 |
|
|
|
|
|
|
| 2.
To receive and adopt the Audited Balance Sheet and Profit and Loss Account of |
|
|
| the
Company for the year ended 30th June, 1999 together with Director's and |
|
|
| Auditors'
Reports thereon. |
|
|
|
|
| 3.
To appoint Auditors for the year 1999-2000 and to fix their remuneration. The |
|
| retiring
Auditors M/s. Ebrahim & Co. Chartered Accountants, Karachi, being |
|
| eligible
offer themselves for reappointment. |
|
|
| 4.
To transact any other business that may be placed before the meeting with the |
|
| permission
of the Chairman. |
|
|
|
|
| V.M. Plaza, |
|
|
By Order of the Board |
|
| 13-West Wharf |
|
|
ABDULLAH HAJI AHMED |
|
| Karachi: |
|
|
Secretary |
|
| 21st
December, 1999 |
|
|
| NOTES: |
|
|
| 1.
The Share Transfer Books of the Company will remain closed from 19th January, |
|
| 2000
to 25th January, 2000 (Both days inclusive). |
|
|
|
| 2.
A member entitled to attend and vote at the Annual General Meeting is
entitled to |
|
| appoint
member as proxy to attend and vote instead of him. Proxies must be received |
|
| at
the Registered Office of the Company not less than 48 hours before the
meeting. |
|
|
| 3.
Shareholders are requested to immediately notify the change in their
addresses, if any. |
|
|
|
|
|
|
|
| DIRECTOR'S
REPORT |
|
|
| FOR
THE YEAR ENDED 30TH JUNE, 1999 |
|
|
| Dear Member |
|
|
| Asalam-mu-Alaikum, |
|
|
| Your
Directors have the honour in presenting 43rd Annual Report alongwith Audited |
|
| Accounts
and Auditor's Report for the financial year 1998-99. |
|
|
| The
financial position of your Company for the year 1998-99 was further
deteriorated |
|
| due
to financial expenses incurred on account of mark-up on previous liabilities.
Since our unit |
|
| was
completely closed down therefore production and sale was NIL during the year. |
|
|
| The
Company has incurred huge loss of Rs: 33.892 Millions in the year 1998-99 as |
|
| compared
to Rs: 158.541 Millions during the previous year. |
|
|
| FINANCIAL
RESULTS: |
|
(Rs. in Million) |
|
|
|
|
|
|
| Loss:
for the year before Taxation |
|
33.892 |
|
|
|
|
| Provision
for the Turn Over Tax as per Section 80(D) |
|
|
|
| of
Income Tax Ordinance 1979 |
|
|
00.005 |
|
|
|
|
------------------ |
|
| Loss
for the year after Taxation |
|
|
33.897 |
|
| Accumulated
losses brought forward |
|
992.133 |
|
|
|
|
------------------ |
|
| Accumulated
losses carried forward to Balance Sheet |
|
1,026.030 |
|
|
|
|
|
========== |
|
|
|
|
|
| DIVIDEND: |
|
| The
Directors of your Company have decided to pass over the Dividend due to poor
financial |
|
| results
and huge accumulated losses. |
|
|
| BOARD
OF DIRECTORS: |
|
| Since
the last Annual General Meeting held on 31st December, 1998 there has been
changes |
|
| in
the composition of the Board of the Company. Mr. Shamim Raza and Mr. Naeem
Khalid were |
|
| nominated
by the Federal Government in place of Mr. Pervez Zaka and Mr. Behram Hasan.
The |
|
| services
rendered by the out going Directors were appreciated by the Board and Board
also |
|
| well
come the new Director. |
|
|
| AUDITORS
OBSERVATION: |
|
| The
Auditors of the Company while qualifying their report under review had
observed that |
|
| Accounts
have been prepared on going concern basis the validity of which depends on
the |
|
| support
of Ghee Corporation of Pakistan (Pvt) Ltd towards providing funds to the
Company. |
|
| Your
Directors fully endorse the view point of the Auditors of the Company. |
|
|
| The
Auditors have also qualified in their report under review in respect of
Provision for Sales |
|
| Tax
Liability amounting to Rs. 2.361 Millions on Tin Containers has not been
made. The |
|
| Management
is filing an Appeal in the Tribunal against Rs. 2.361 Millions and is of the
opinion |
|
| that
the Demand will be deleted. Sales Tax Liability amounting to Rs. 0.863
Million on Acid Oil |
|
| -
the matter has been referred to concerned authorities for necessary action. |
|
|
| The
Auditors have also qualified in their report under review in respect of
provision has not |
|
| been
made for accrued liabilities regarding K.P.T. plots amounting to Rs. 1.470
and K.D.A. Plots |
|
| amounting
to Rs. 0.750 Millions. The Management is considering the above matter to get |
|
| reduced
rates of K.P.T. & K.D.A. |
|
|
| The
Auditors have also qualified the provision has not been made for Expired
Stock of |
|
| Chemicals.
All material have been valued on historical cost basis hence no quality cut
has |
|
| been provided. |
|
|
| The
Auditors have also qualified regarding the provision for debts amounting to
Rs. 2.466 |
|
| Millions
has not been made being its recovery is doubtful. However, Management is
consider- |
|
| ing
its recovery under HOVI Act from private parties except amount due from
U.S.C. which will |
|
| be
settled by GCP of all its Units. |
|
|
|
| AUDITORS: |
|
| M/s.
Ebrahim & Company, Chartered Accountant, Karachi, retire and offer
themselves for |
|
| re-appointment
as Auditors of the Company for the year 1999-2000 also. |
|
|
| PATTERN
OF SHAREHOLDING: |
|
| The
pattern of Share holding as on 30th June, 1999 is annexed to this report. |
|
|
| APPRECIATION: |
|
| We
would like to thanks for valuable advice and assistance provided by GCP,
Ministry of |
|
| Industries
and other Government Agencies in respect of Company's matter as and when |
|
| required. |
|
|
|
|
ON BEHALF OF THE BOARD |
|
|
|
MUHAMMAD ISLAM MUNAWAR |
|
| Karachi:
the 21st December, 1999 |
|
CHIEF EXECUTIVE. |
|
|
|
|
| PATTERN
OF SHAREHOLDING |
|
| AS
AT 30TH JUNE 1999 |
|
|
| Number of |
Shareholdings |
Total Shares |
|
|
| Shareholders |
From |
To |
held |
|
|
|
| 1925 |
1 |
100 |
42,370 |
|
| 171 |
101 |
500 |
35.45 |
|
| 29 |
501 |
1000 |
22,896 |
|
| 33 |
1001 |
5000 |
69,943 |
|
| 2 |
5001 |
10000 |
13,316 |
|
| 4 |
10001 |
15000 |
44,364 |
|
| 1 |
45001 |
50000 |
46,630 |
|
| 1 |
90001 |
95000 |
94,221 |
|
| 1 |
235001 |
240000 |
237,207 |
|
| 1 |
370001 |
375000 |
372,152 |
|
| 1 |
520001 |
525000 |
521,493 |
|
| ------------------ |
|
------------------ |
|
| 2169 |
|
1,500,000 |
|
| ========== |
|
========== |
|
|
| CATEGORIES
OF SHAREHOLDERS |
NUMBER |
SHARES HELD |
PERCENTAGE |
|
|
| Individuals |
|
2142 |
151,378 |
10.09 |
|
| Investment
Companies |
|
2 |
758,700 |
50.59 |
|
| Insurance
Companies |
|
5 |
384,812 |
25.65 |
|
| Joint
Stock Companies |
|
16 |
201,818 |
13.45 |
|
| Financial
Institutions |
|
2 |
2,333 |
0.16 |
|
|
| OTHERS: |
|
| Administrator
Abandoned Properties |
1 |
958 |
0.06 |
|
| Corporate
Law Authority |
|
1 |
1 |
-- |
|
|
|
------------------ |
------------------ |
------------------ |
|
|
2169 |
1,500,000 |
100.00 |
|
|
|
|
========== |
========== |
========== |
|
|
|
|
|
|
|
| AUDITOR'S
REPORT TO THE MEMBERS |
|
|
| We
have audited the annexed balance sheet of BURMA OIL MILLS LIMITED as at June
30, 1999 and |
|
| the
related profit and loss account and statement of sources and application of
funds, together with |
|
| the
notes forming part thereof, for the year then ended. |
|
|
|
| 1.
The accounts have been prepared on a going concern basis the validity of
which depends on |
|
| the
support from Ghee Corporation of Pakistan (Private) Limited towards
preserving the equity |
|
| of
the Company, re-commencing commercial production and arranging for working
capital and |
|
| other
resources in the absence of which the basis would not be valid and adjustment
would |
|
| have
to be made for any gain or loss arising on realisation of the Company's
assets and settle- |
|
| ment
of the Company's liabilities. |
|
|
|
|
|
|
| 2.
Provision has not been made in these accounts for sales tax liabilities
amounting to Rs. 3.224 |
|
| million
as stated more fully in notes 6.1(a) and 6.1 (b). |
|
|
|
| 3.
Provision has not been made in these accounts for accrued liabilities with
respect to the Com- |
|
| pany's
properties aggregating to Rs. 2.220 million as stated more fully in notes 6.1
(d) and 6.1 (e). |
|
|
| 4.
Provision has not been made against stocks of chemicals amounting to Rs.
0.219 million which |
|
| have
expired and are no longer stated to be in usable condition. |
|
|
| 5.
Provision has not been made against trade debts amounting Rs. 2.466 million,
which are in our |
|
| opinion,
doubtful of recovery. |
|
|
|
|
| Except
for the matters referred above, we state that we have obtained all the
information and explana- |
|
| tions
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 accounts 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 accounts 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)
Except for the effect of adjustments in respect of matters referred in paras
1 to 5 above, 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 statement. of sources and application
of funds, |
|
| 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 June 30, 1999 and of the loss and the changes in
financial |
|
| position
for the year then ended; and |
|
|
| d)
in our opinion no zakat was deductible at source under the Zakat and Ushr
Ordinance, 1980. |
|
|
|
|
|
EBRAHIM & CO. |
|
| Karachi:
the 21st December, 1999 |
|
Chartered Accountants. |
|
|
|
| BALANCE
SHEET AS AT JUNE 30, 1999 |
|
|
|
|
1999 |
1998 |
|
|
Notes |
Rupees |
Rupees |
|
|
|
|
| SHARE
CAPITAL AND RESERVES |
|
|
| Authorised
Capital |
|
|
|
| 2,000,000
ordinary shares of Rs. 10/- each |
|
|
20,000,000 |
20,000,000 |
|
|
|
|
========== |
========== |
|
|
|
|
|
|
| Issued,
subscribed and paid-up capital |
|
3 |
15,000,000 |
15,000,000 |
|
|
|
|
| Reserves |
|
|
|
| Capital reserves |
|
|
1,188,932 |
1,188,932 |
|
| General
reserves |
|
16,125,000 |
16,125,000 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
17,313,932 |
17,313,932 |
|
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
32,313,932 |
32,313,932 |
|
| Profit
& loss account |
|
|
|
| (Adverse
balance) |
|
(1,026,029,763) |
(992,133,268) |
|
|
|
------------------ |
------------------ |
|
|
|
(993,715,831) |
(959,819,336) |
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
| Accrued
and other liabilities |
|
4 |
1,019,767 |
1,562,910 |
|
| Payable
to Ghee Corp. of Pak (Pvt) Ltd. |
|
5 |
1,015,148,705 |
986,391,749 |
|
| Provision
for taxation - Income tax |
|
|
11,869,324 |
11,864,468 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
1,028,037,796 |
999,819,127 |
|
|
|
|
| CONTINGENCIES
AND COMMITMENTS |
|
6 |
-- |
-- |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
34,321,965 |
39,999,791 |
|
|
|
|
========== |
========== |
|
|
| TANGIBLE
FIXED ASSETS |
|
7 |
4,490,463 |
4,980,635 |
|
| LONG
TERM INVESTMENTS |
|
8 |
21,718 |
21,718 |
|
|
|
|
|
| LONG
TERM DEPOSITS |
|
|
|
| Security
deposits |
|
9 |
3,977,495 |
3,876,944 |
|
|
|
|
|
| CURRENT
ASSETS |
|
|
|
| Stores,
spares and loose tools |
|
10 |
2,922,785 |
2,929,792 |
|
|
|
|
|
| Stock in trade |
|
11 |
728,274 |
728,274 |
|
| Trade debts |
|
12 |
2,465,738 |
2,465,738 |
|
| Advances,
prepayments and |
|
|
|
| other
receivables |
|
13 |
19,715,490 |
24,929,147 |
|
|
|
|
| Cash
and bank balances |
|
14 |
2 |
67,543 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
25,832,289 |
31,120,494 |
|
| ASSETS
IN BANGLADESH |
|
15 |
-- |
-- |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
34,321,965 |
39,999,791 |
|
|
|
|
========== |
========== |
|
| NOTE:
The annexed notes form an integral part of these accounts. |
|
|
| Karachi:
the 21st December, 1999 |
|
|
|
Muhammad Islam Munawar |
|
|
Mumtaz Hussain Baloch |
|
|
Chief Executive |
|
|
Director |
|
|
|
|
| PROFIT
AND LOSS ACCOUNT |
|
| FOR
THE YEAR ENDED JUNE 30, 1999 |
|
|
|
|
1999 |
1998 |
|
|
Notes |
Rupees |
Rupees |
|
|
|
|
| Sales |
|
-- |
22,906,825 |
|
| Less: Sales tax |
|
-- |
84,236 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
-- |
22,822,589 |
|
| Cost of Sales |
|
|
-- |
22,913,602 |
|
|
|
|
------------------ |
------------------ |
|
| Gross (loss) |
|
|
-- |
(91,013) |
|
|
|
|
|
| Fixed
Factory Overhead |
|
16 |
2,239,849 |
15,762,599 |
|
| Administrative
expenses |
|
17 |
5,786,224 |
16,246,250 |
|
| Selling
and distribution expense |
|
|
-- |
86,000 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
8,026,073 |
32,094,849 |
|
|
|
|
------------------ |
------------------ |
|
| Operating (loss) |
|
|
(8,026,073) |
(32,185,862) |
|
| Financial
charges |
|
18 |
28,342,345 |
126,788,024 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
(36,368,418) |
(158,973,886) |
|
| Other income |
|
19 |
2,476,779 |
433,099 |
|
|
|
|
------------------ |
------------------ |
|
| Net
(loss) for the year |
|
|
|
(33,891,639) |
(158,540,787) |
|
|
|
|
|
|
|
|
|
| TAXATION |
|
|
|
| Current year |
|
4,856 |
118,000 |
|
|
|
|
------------------ |
------------------ |
|
| Net
(loss) after taxation |
|
|
|
(33,896,495) |
(158,658,787) |
|
| Accumulated
(losses) brought forward |
|
|
(992,133,268) |
(833,474,481) |
|
| Accumulated
(losses) carried over |
|
|
------------------ |
------------------ |
|
| to
Balance Sheet |
|
|
|
(1,026,029,763) |
(992,133,268) |
|
|
|
|
========== |
========== |
|
| EARNINGS
PER SHARE (Negative) |
|
20 |
Rs. (22.60) |
Rs. (105.77) |
|
|
|
| Note:
The annexed notes form an integral part of these accounts. |
|
|
|
Muhammad Islam Munawar |
|
Mumtaz Hussain Baloch |
|
|
Chief Executive |
|
Director |
|
|
| Karachi:
the 21st December, 1999 |
|
|
|
| STATEMENT
OF SOURCES AND APPLICATION OF FUNDS |
|
| (CASH
FLOW STATEMENT) |
|
| FOR
THE YEAR ENDED JUNE 30, 1999 |
|
|
|
|
|
1999 |
1998 |
|
|
|
Rupees |
Rupees |
|
|
|
|
|
| CASH
FLOW FROM OPERATING ACTIVITIES |
|
|
| Net
(loss) for the year |
|
|
(33,891,639) |
(158,540,787) |
|
| Adjustment
for items not involving |
|
|
|
|
| movement
of funds: |
|
|
|
|
|
| Depreciation |
|
|
|
490,172 |
545,147 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
(33,401,467) |
(157,995,640) |
|
| Decrease
in current assets |
|
|
|
| Stores,
spares and loose tools |
|
|
|
7,007 |
3,189 |
|
| Stock in trade |
|
|
|
|
-- |
22,912,822 |
|
| Trade debts |
|
|
|
|
-- |
257,853 |
|
| Advance,
deposits and prepayments |
|
5,218,697 |
5,062,204 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
5,225,704 |
28,236,068 |
|
|
|
|
|
|
| Increase
in current liabilities accrued |
|
|
| and
other liabilities |
|
|
28,213,813 |
127,863,694 |
|
|
|
|
------------------ |
------------------ |
|
| Net
cash flow from operating activities before tax |
|
|
38,050 |
(1,895,878) |
~':~ |
|
| Tax paid |
|
|
|
5,040 |
332,166 |
: |
|
|
|
|
------------------ |
------------------ |
|
| Net
cash flow from operating activities. |
|
|
33,010 |
(2,228,044) |
: |
|
|
|
|
|
|
|
| CASH
FLOW FROM INVESTING ACTIVITIES |
|
|
| Long
term advances |
|
-- |
1,180,575 |
|
| Long
term deposits |
|
(100,551) |
20,137 |
|
| Transfer
/ proceeds from sale of fixed assets |
|
-- |
302,400 |
|
|
|
------------------ |
------------------ |
|
| Net
cash flow from investing activities. |
|
(100,551) |
1,503,112 |
|
|
|
|
------------------ |
------------------ |
|
| Net
(decrease)in cash and cash equivalents |
|
|
(67,541) |
(724,932) |
|
|
|
|
|
|
| Cash
and cash equivalents at the beginning |
|
|
| of the year |
|
|
67,543 |
792,475 |
|
|
|
|
| Cash
and cash equivalents at the end |
|
|
------------------ |
------------------ |
|
| of the year |
|
|
2 |
67,543 |
|
|
|
|
========== |
========== |
|
|
|
Muhammad Islam Munawar |
|
Mumtaz Hussain Baloch |
|
|
Chief Executive |
|
Director |
|
|
| Karachi:
the 21st December, 1999 |
|
|
|
|
|
|
| OPERATING
RESULT AS PER G.C.P. PROFORMA MA-1 |
|
| FOR
THE YEAR 1998- 99: (Rs. in '000' ) |
|
|
|
|
|
|
|
|
|
|
VEGETABLE |
|
TOTAL |
|
|
| PARTICULARS |
|
GHEE |
BY-PRODUCT |
1998-99 |
1997-98 |
|
|
|
|
| Process Loss % |
|
|
-- |
-- |
-- |
-- |
|
| Production
- M. Tons |
|
-- |
-- |
-- |
-- |
|
| Sales - M. Tons |
|
|
-- |
-- |
-- |
553 |
|
| Gross
Sales (Rs) |
|
-- |
-- |
-- |
22,907 |
|
