Year Ended June 2011 - Colgate Palmolive Pakistan
Year Ended June 2011 - Colgate Palmolive Pakistan
Year Ended June 2011 - Colgate Palmolive Pakistan
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CONTENTS<br />
Company Information 2<br />
Core Values 3<br />
Our Equities and Initiatives 4<br />
Notice of Annual General Meeting 10<br />
Financial Summary 12<br />
Directors’ Report 13<br />
Statement of Value Added 17<br />
Statement of Compliance with the Code of Corporate Governance 18<br />
Review Report to the Members on Statement of Compliance with 20<br />
best Practices of Code of Corporate Governance<br />
Auditors’ Report to the Members 21<br />
Balance Sheet 22<br />
Profit and Loss Account 23<br />
Statement of Changes in Equity 24<br />
Cash Flow Statement 25<br />
Notes to and Forming Part of the Financial Statements 26<br />
Pattern of Shareholding 56<br />
Operating and Financial Highlights 58<br />
Form of Proxy<br />
1
COMPANY INFORMATION<br />
BOARD OF DIRECTORS<br />
Iqbal Ali Lakhani<br />
Amin Mohammed Lakhani<br />
Tasleemuddin Ahmed Batlay<br />
Jerome Graham Webb<br />
Derrick Samuel<br />
A. Aziz H. Ebrahim<br />
Zulfiqar Ali Lakhani<br />
Chairman<br />
Chief Executive<br />
ADVISOR<br />
Sultan Ali Lakhani<br />
AUDIT COMMITTEE<br />
Iqbal Ali Lakhani<br />
Amin Mohammed Lakhani<br />
Tasleemuddin Ahmed Batlay<br />
Chairman<br />
COMPANY SECRETARY<br />
Mansoor Ahmed<br />
AUDITORS<br />
A. F. Ferguson & Co.<br />
Chartered Accountants<br />
INTERNAL AUDITORS<br />
BDO Ebrahim & Co.<br />
Chartered Accountants<br />
REGISTERED OFFICE<br />
Lakson Square, Building No. 2,<br />
Sarwar Shaheed Road,<br />
Karachi-74200<br />
<strong>Pakistan</strong><br />
SHARES REGISTRAR<br />
FAMCO Associates (Private) Limited<br />
State Life Building No. 1-A, 1st Floor,<br />
I.I. Chundrigar Road, Karachi.<br />
FACTORIES<br />
G-6, S.I.T.E., Kotri<br />
District Jamshoro (Sindh)<br />
217, Sundar Industrial Estate<br />
Raiwind Road, Lahore<br />
WEBSITE<br />
www.colgate.com.pk<br />
2
NOTICE OF ANNUAL GENERAL MEETING<br />
NOTICE IS HEREBY GIVEN that the 33rd Annual General Meeting of COLGATE-PALMOLIVE (PAKISTAN) LIMITED<br />
will be held on Monday, September 12, <strong>2011</strong> at 10:00 a.m. at Avari Towers Hotel, Fatima Jinnah Road, Karachi to<br />
transact the following business:<br />
ORDINARY BUSINESS<br />
1. To receive, consider and adopt the audited financial statements for the year ended <strong>June</strong> 30, <strong>2011</strong> together with the<br />
Directors' and Auditors' Reports thereon.<br />
2. To declare final dividend in cash @ 140% i.e. Rs.14 per share of Rs.10 each and by way of issue of fully paid bonus<br />
shares @ 15% i.e. in the proportion of three shares for every twenty shares held by the members as recommended<br />
by the Board of Directors.<br />
3. To appoint auditors and fix their remuneration.<br />
SPECIAL BUSINESS<br />
4. To consider, subject to declaration of the final dividend as above, capitalization of a sum of Rs.47,386,290 by way<br />
of issue of 4,738,629 fully paid bonus shares of Rs.10 each and if thought fit to pass an ordinary resolution in the<br />
matter.<br />
A statement under section 160 of the Companies Ordinance, 1984 in the above matter including draft of the ordinary<br />
resolution to be passed pertaining to item No. 4 is annexed.<br />
By Order of the Board<br />
KARACHI: August 12, <strong>2011</strong><br />
MANSOOR AHMED<br />
Company Secretary<br />
NOTES:<br />
1. The share transfer books of the Company will remain closed from September 06, <strong>2011</strong> to September 12, <strong>2011</strong>, both<br />
days inclusive. Transfers received in order by the Shares Registrar of the Company M/s. FAMCO Associates (Private)<br />
Limited, State Life Building No.1-A, 1st Floor, I.I.Chundrigar Road, Karachi upto September 05, <strong>2011</strong> will be considered<br />
in time for entitlement of the dividend and bonus shares.<br />
2. A member who has deposited his/her shares into Central Depository Company of <strong>Pakistan</strong> Limited, must bring<br />
his/her participant's ID number and account/sub-account number alongwith original Computerized National Identity<br />
Card (CNIC) or original Passport at the time of attending the meeting.<br />
3. A member entitled to attend and vote at the general meeting may appoint another member as his/her proxy to attend,<br />
speak and vote instead of him/her.<br />
4. Forms of proxy to be valid must be properly filled-in/executed and received at the Company's Registered Office at<br />
Lakson Square, Building No.2, Sarwar Shaheed Road, Karachi not later than 48 hours before the time of the meeting.<br />
5. Members are requested to notify the Shares Registrar of the Company promptly of any change in their addresses.<br />
6. Members who have not yet submitted photocopy of their Computerized National Identity Cards (CNIC) are requested<br />
to send the same to our Shares Registrar at the earliest.<br />
7. Form of Proxy is enclosed herewith.<br />
10
STATEMENT UNDER SECTION 160 OF THE COMPANIES ORDINANCE, 1984<br />
PERTAINING TO ITEM NO.4<br />
The Board of Directors has recommended to the members of the Company to declare final dividend in cash @ 140%<br />
and by way of issue of fully paid bonus shares @ 15% for the year ended <strong>June</strong> 30, <strong>2011</strong>. Subject to approval of the<br />
Board of Directors' recommendation as above, the resolution as under will be considered to be passed by the members<br />
as an ordinary resolution:<br />
"RESOLVED THAT:<br />
i) a sum of Rs.47,386,290 out of the profit for the year ended <strong>June</strong> 30, <strong>2011</strong> be capitalized and applied in making<br />
payment in full of 4,738,629 ordinary shares of Rs.10 each and that the said shares be allotted as fully paid<br />
up bonus shares to those members of the Company whose names appear in the register of members on<br />
September 12, <strong>2011</strong> @ 15% i.e. in the proportion of 3 shares for every 20 existing shares held by the members<br />
and that such new shares shall rank pari passu in all respects with the existing ordinary shares of the Company,<br />
however, they will not qualify for the final cash dividend declared for the year ended <strong>June</strong> 30, <strong>2011</strong>;<br />
ii)<br />
iii)<br />
in the event of any member holding less than 20 shares or a number of shares which is not an exact multiple<br />
of 20, the fractional entitlements of shares of such members shall be consolidated into whole new shares and<br />
the Directors of the Company be and are hereby authorized to arrange sale of the shares constituted thereby<br />
in such manner as they may think fit and to pay the proceeds of the sale to such of the members according to<br />
their entitlement;<br />
for the purpose of giving effect to the above, the Directors be and are hereby authorized to take all necessary<br />
steps in the matter and to settle any question or difficulties that may arise in regard to the distribution of the<br />
said new shares as they think fit."<br />
The Directors are interested in this business only to the extent of their entitlement of dividends and bonus shares as<br />
ordinary shareholders.<br />
11
FINANCIAL SUMMARY<br />
<strong>Year</strong> <strong>Ended</strong> <strong>June</strong> 30, <strong>2011</strong><br />
Gross sales<br />
Rs in million<br />
Shareholders' equity<br />
Rs in million<br />
Earnings Per Share<br />
Rupees<br />
20,000<br />
18,000<br />
18,132<br />
4,500<br />
4,374<br />
16,000<br />
14,000<br />
13,995<br />
14,584<br />
4,000<br />
3,500<br />
3,577<br />
40.00<br />
35.00<br />
36.45<br />
36.95<br />
12,000<br />
3,000<br />
2,700<br />
30.00<br />
10,000<br />
2,500<br />
25.00<br />
23.74<br />
8,000<br />
2,000<br />
20.00<br />
6,000<br />
1,500<br />
15.00<br />
4,000<br />
1,000<br />
10.00<br />
2,000<br />
500<br />
5.00<br />
2009 2010 <strong>2011</strong><br />
2009 2010 <strong>2011</strong><br />
2009 2010 <strong>2011</strong><br />
<strong>Year</strong> ended <strong>June</strong> 30<br />
Rupees in million except EPS<br />
2009<br />
2010<br />
% Change<br />
<strong>2011</strong><br />
% Change<br />
Gross Sales<br />
Operating Income<br />
Net Profit After Tax<br />
Earnings per share - restated (Rs.)<br />
Shareholders' Equity<br />
13,995<br />
1,195<br />
750<br />
23.74<br />
2,700<br />
14,584<br />
1,775<br />
1,152<br />
36.45<br />
3,577<br />
4.2%<br />
48.5%<br />
53.6%<br />
53.5%<br />
32.5%<br />
18,132<br />
1,796<br />
1,167<br />
36.95<br />
4,374<br />
24.3%<br />
1.2%<br />
1.4%<br />
1.4%<br />
22.3%<br />
12
DIRECTORS’ REPORT<br />
The Directors are pleased to present the Annual Report with the audited financial statements of the Company for the<br />
year ended <strong>June</strong> 30, <strong>2011</strong>.<br />
OPERATING RESULTS<br />
Revenue:<br />
During the year ended <strong>June</strong> 30, <strong>2011</strong>, Company's gross and net revenue increased by 24.3% and 22.7% respectively,<br />
attributed by strong volume growth across all categories.<br />
Gross Profit:<br />
Gross profit remained under pressure, and dropped by 3.80 percent compared to last year (<strong>2011</strong>: 29.4%; 2010: 33.2%)<br />
due to higher raw material prices, energy costs and freight charges.<br />
Additionally during the year, depreciation increased by 40.8 percent due to major capital investments in plant and<br />
machinery.<br />
Despite substantial increase in manufacturing cost and reduction in gross profit percentage, Company's gross profit<br />
increased in absolute terms by 8.6%, mainly due to strong volume growth. Selective price increases during the year<br />
enabled the Company to support brand margins. However, due to tough market conditions, this increase was not<br />
sufficient to fully offset the effect of the rising costs.<br />
Other Overheads:<br />
In spite of various challenges which included acute electricity shortages, deteriorating law and order situation and a<br />
fragile economy, the Company 's management has been successful in reducing overall 'selling and distribution costs'<br />
(<strong>2011</strong>: 14.9%; 2010: 16.0%) and 'administrative expenses' (<strong>2011</strong>: 1.1%; 2010: 1.2%), in terms of percentage to net<br />
sales. This has been achieved through continual improvement of controls as well as prudent spending.<br />
In absolute terms, 'selling and distribution costs' and 'administrative expenses' increased by 14.6% and 11.1% respectively.<br />
This increase is noticeably on a lower side compared to persistent inflationary pressures. In 'selling and distribution<br />
costs', freight expenses have shown a major increase, mainly due to increased sales volume of the Company coupled<br />
with increased fuel prices. To defend and sustain this increased volume, and to consolidate market share of our brands,<br />
Company's advertising and sales promotion expenses are also on the rise.<br />
Operating Profit & NPAT:<br />
Company's operating profit and net profit increased by 1.2% and 1.4% respectively. Earnings per Share also increased<br />
marginally by 1.4% from Rs.36.45 in prior year to Rs.36.95 in current year.<br />
A brief financial analysis is presented as under:<br />
Operating Results<br />
2010-11<br />
Rs. in million<br />
2009-10<br />
Rs. in million<br />
Increased By<br />
Gross Revenue 18,132 14,584 24.3%<br />
Net Revenue 14,150 11,529 22.7%<br />
Gross Profit 4,161 3,830 8.6%<br />
Gross Profit % 29.4% 33.2% -3.80%<br />
Operating Profit 1,796 1,775 1.2%<br />
Profit After Tax 1,167 1,152 1.4%<br />
Profit After Tax (% to sale) 8.2% 10.0% -1.80%<br />
Earnings per Share - Rupees 36.95 36.45 1.4%<br />
13
Profit and Appropriations<br />
2010-11<br />
Rs. in thousand<br />
Profit After Tax 1,167,380<br />
Un-appropriated profit brought forward 6,930<br />
Profit available for appropriation 1,174,310<br />
Appropriations:<br />
Proposed Cash Dividend<br />
@ 140% i.e. Rs.14.00 per share<br />
(2010; @ 135% i.e. Rs. 13.50 per share). 442,273<br />
Reserve for proposed issue of bonus<br />
shares @ of 15% i.e., 3 shares for<br />
every 20 shares (2010; @ 15% i.e. 3<br />
shares for every 20 shares). 47,386<br />
Transfer to General Reserve 680,000<br />
Un-appropriated profit carried forward 4,651<br />
CASH FLOWS<br />
During the year, net cash and bank balances dropped by Rs.469 million mainly due to capital expending on plant &<br />
machinery and increased working capital requirement. A significant proportion of the investment was financed through<br />
internal cash generation.<br />
HUMAN RESOURCES<br />
The Company offers its employees training courses on a continual basis and also offers them the opportunity to receive<br />
training in other <strong>Colgate</strong> Subsidiaries.<br />
STRIVING TOWARDS A HEALTHIER SOCIETY----------- CSR<br />
The Company continued with its efforts for the betterment of the community as a whole by sponsoring various events<br />
throughout the year. In order to increase awareness about oral health and hygiene, specialized oral health programs<br />
such as 'Bright Smile Bright Future' have continued. An additional oral care health program "Seekho aur Jeeto Scholarship"<br />
was introduced with the objective of increasing awareness of Oral Hygiene by educating youth on healthy oral care<br />
tips, whereby every entrant gets a chance to win a <strong>Colgate</strong> Scholarship.<br />
Towards honoring its corporate social responsibility, the Company had actively participated and contributed for the relief<br />
efforts of "Flood Victims" as well as for internally displaced persons (IDPs).<br />
RECOGNITION<br />
For the 6th time, Company's achievements and overall performance have been recognized by the Management<br />
Association of <strong>Pakistan</strong> and was awarded "Corporate Excellence Award" at the 27th Corporate Excellence Award<br />
Ceremony.<br />
The Karachi Stock Exchange also recognized your Company's performance in the financial year under report and was<br />
among the recipients of 'Top 25 Companies Awards'. This is the 5th consecutive time that the Company has been<br />
presented this award. This shows management's continued commitment and dedication in achieving the desired<br />
operating results and in promoting the Company's image and goodwill.<br />
14
CHALLENGES AND PROSPECTS<br />
Although Company has registered a strong growth with respect to volumes during the current year, pressures on<br />
Company's gross margins are likely to intensify in light of further expected increase in raw material prices. Power outages<br />
will remain a big challenge to the progress of the manufacturing sector in <strong>Pakistan</strong>. Persistent inflation and increasing<br />
unemployment impacting disposable income will also be factors to reckon with. All these above factors are likely to<br />
adversely affect the results of the Company during the ensuing financial year.<br />
However, management of your company remains to be committed to overcoming above challenges through sharp<br />
focus on assessing the needs of our consumers and bringing improved operational efficiencies and synergies through<br />
optimization of capital investments undertaken during the current year.<br />
Continued focus on product quality & innovation and developing & enhancing our volume base through aggressive<br />
marketing programs will remain our core objective in the ensuing year. The management remains focused to achieve<br />
these objectives through integration of all business strategies along with efficient cost curtailing measures.<br />
CORPORATE AND FINANCIAL REPORTING FRAMEWORK<br />
The Directors are pleased to state that the Company is compliant with the provisions of the Code of Corporate Governance<br />
as required by Securities & Exchange Commission of <strong>Pakistan</strong> (SECP).<br />
Following are the statements on Corporate and Financial Reporting Frame Work:<br />
· The financial statements prepared by the management of the Company, accurately present its state of affairs,<br />
the results of its operations, its cash flows and its changes in equity.<br />
· The Company has maintained proper books of accounts.<br />
· Appropriate accounting policies have been consistently applied in preparation of financial statements and<br />
accounting estimates are based on reasonable and prudent judgment.<br />
· In preparation of these financial statements, International Accounting Standards, as applicable in <strong>Pakistan</strong>, have<br />
been followed.<br />
· The system of internal control is sound in design. The system is being continuously monitored by an Internal<br />
Audit function and through other such monitoring procedures. The process of monitoring Internal Controls will<br />
continue as an ongoing process with the objective to further strengthen the controls and bring in improvements<br />
in the system.<br />
· There are no doubts upon the Company's ability to continue as a going concern.<br />
· There has been no material departure from the best practices of corporate governance, as detailed in the listing<br />
regulations.<br />
· The summary of key operating and financial data of the Company of the last six years is annexed in this report.<br />
· Information about taxes and levies is given in the notes to the accounts.<br />
· The valuation of investment made by the staff retirement benefit funds based on their respective accounts are<br />
as follows:<br />
2010-11<br />
Rs. in million<br />
Provident Fund 298.717<br />
Gratuity Fund 107.068<br />
15
· The board held four (4) meetings during the year. Attendance by each Director was as follows:<br />
Attendance<br />
Mr. Iqbal Ali Lakhani 3<br />
Mr. Zulfiqar Ali Lakhani 4<br />
Mr. Amin Mohammed Lakhani 2<br />
Mr. Tasleemuddin Ahmed Batlay 4<br />
Mr. A. Aziz Ebrahim 3<br />
Mr. Jerome Graham Webb Nominee of CP-USA 3<br />
Mr. Derrick Samuel Nominee of CP-USA 3<br />
Leave of absence was granted to directors who could not attend some of the Board meetings.<br />
AUDITORS<br />
The Auditors, Messrs A. F. Ferguson & Co., Chartered Accountants, retire at the conclusion of the 33rd Annual General<br />
Meeting. Bieng eligible, they have offered themselves for re-appointment.<br />
PATTERN OF SHAREHOLDINGS<br />
A statement showing pattern of shareholding of the Company and additional information as at <strong>June</strong> 30, <strong>2011</strong> is included<br />
in the report.<br />
ACKNOWLEDGMENTS<br />
We take pleasure by thanking members of the management, other employees and staff for their continued commitment<br />
to the success of the Company. We also value the support and cooperation of our customers, suppliers, bankers and<br />
all stakeholders and wish to record our thanks and gratitude.<br />
On behalf of Board of Directors<br />
Karachi: July 28, <strong>2011</strong><br />
IQBAL ALI LAKHANI<br />
Chairman<br />
16
STATEMENT OF VALUE ADDED<br />
<strong>Year</strong> <strong>Ended</strong> <strong>June</strong> 30<br />
<strong>2011</strong> 2010<br />
(Rs. in million)<br />
Wealth Generated<br />
Total revenue net of discount and allowances 17,218 13,879<br />
Bought-in-material and services 11,610 9,169<br />
5,608 4,710<br />
Wealth Distributed<br />
To Employees<br />
Salaries, benefits and other costs 638 547<br />
To Government<br />
Income tax, sales tax 3,612 2,873<br />
To Providers of Capital<br />
Dividend to shareholders 489 412<br />
Mark up/interest expenses on borrowed funds 12 11<br />
Retained for Reinvestment and Growth<br />
Depreciation and Retained Profits 857 867<br />
5,608 4,710<br />
64.4%<br />
70.0%<br />
60.0%<br />
50.0%<br />
40.0%<br />
30.0%<br />
20.0%<br />
15.3%<br />
11.4%<br />
8.7%<br />
0.2%<br />
10.0%<br />
0.0%<br />
To Government<br />
Depreciation &<br />
Retained Profit<br />
To Employees<br />
To Shareholders<br />
To Lenders<br />
17
STATEMENT OF COMPLIANCE WITH THE<br />
CODE OF CORPORATE GOVERNANCE<br />
FOR THE YEAR ENDED JUNE 30, <strong>2011</strong><br />
This statement is being presented to comply with the Code of Corporate Governance (Code) contained in listing<br />
regulations of Karachi and Lahore Stock Exchanges for the purpose of establishing a framework of good governance,<br />
whereby a listed company is managed in compliance with the best practices of corporate governance.<br />
The Company has applied the principles contained in the Code in the following manner:<br />
1. The Board comprises of seven directors including two executive directors. The Company encourages the<br />
representation of independent non-executive directors on its board. There are five non-executive directors, one<br />
of them is the chairman, while two represent the joint venture Company and the remaining two are non-executive.<br />
2. The directors have confirmed that none of them is serving as a director in more than ten listed companies, including<br />
this Company.<br />
3. All the resident directors of the Company are registered as taxpayers and none of them has defaulted in payment<br />
of any loan to a banking company, a DFI or an NBFI.<br />
4. No casual vacancy occurred in the Board during the current year.<br />
5. The Company has prepared a 'Statement of Ethics and Business Practices', which has been signed by all the<br />
directors and employees of the Company at the time of joining and subsequently confirmed by the departmental<br />
heads.<br />
6. The Board has developed a vision/mission statement, and significant policies of the Company as part of overall<br />
corporate strategy. A complete record of particulars of significant policies alongwith the dates on which they were<br />
approved or amended has been maintained.<br />
7. All the powers of the Board have been duly exercised and decisions on material transactions, including appointment<br />
and determination of remuneration and terms and conditions of employment of the CEO and other executive<br />
director, have been taken by the Board.<br />
8. The meetings of the Board were presided over by the Chairman and, in his absence, by a director elected by the<br />
Board for this purpose and the Board met at least once in every quarter. Written notices of the Board meetings,<br />
alongwith agenda and working papers, were circulated at least seven days before the meetings. The minutes of<br />
the meetings were appropriately recorded and circulated.<br />
9. In compliance of the clause No. xiv of the Code of Corporate Governance of the amended Listing Regulations of<br />
the Stock Exchanges, this year one of the Director of the Company Mr. Tasleemuddin A. Batlay has participated<br />
in the Corporate Governance Leadership Skill Program -part- I for the Certification of Directors under 'the Board<br />
Development Series' Program managed by the <strong>Pakistan</strong> Institute of Corporate Governance (PICG). The Board<br />
also arranged one orientation course for its directors during the year to apprise them of their duties and responsibilities<br />
and briefed them regarding amendments in the Companies Ordinance/Corporate Laws.<br />
10. The Chief Financial Officer was appointed prior to the implementation of the Code of Corporate Governance. The<br />
remuneration and terms & conditions in case of future appointment on this position will be approved by the Board.<br />
Mr. Mansoor Ahmed was assigned the responsibilities of Company Secretary of <strong>Colgate</strong>-<strong>Palmolive</strong> (<strong>Pakistan</strong>)<br />
Limited in addition to his responsibilities in other Group Companies. Internal Audit function of the Company was<br />
outsourced with the approval of the Board.<br />
11. The directors' report for this year has been prepared in compliance with the requirements of the Code and fully<br />
describes the salient matters required to be disclosed.<br />
18
12. The financial statements of the Company were duly endorsed by CEO and CFO before approval of the Board.<br />
13. The directors, CEO and executives do not hold any interest in the shares of the Company other than that disclosed<br />
in the pattern of shareholding.<br />
14. The Company has complied with all the corporate and financial reporting requirements of the Code.<br />
15. The Board has formed an audit committee. It comprises of two non-executive directors and one executive director.<br />
The Chairman of the committee is a non-execute director.<br />
16. The meetings of the audit committee were held at least once every quarter prior to approval of interim and final<br />
results of the Company. The terms of reference of the committee have been formed and advised to the committee<br />
for compliance.<br />
17. The Board has outsourced internal audit function of the Company to a firm of Chartered Accountants.<br />
18. The statutory auditors of the Company have confirmed that they have been given a satisfactory rating under the<br />
quality control review programme of the Institute of Chartered Accountants of <strong>Pakistan</strong>, that they or any of the<br />
partners of the firm, their spouses and minor children do not hold shares of the Company and that the firm and<br />
all its partners are in compliance with International Federation of Accountants (IFAC) guidelines on code of ethics<br />
as adopted by Institute of Chartered Accountants of <strong>Pakistan</strong>.<br />
19. The statutory auditors or the persons associated with them have not been appointed to provide other services<br />
except in accordance with the listing regulations and the auditors have confirmed that they have observed IFAC<br />
guidelines in this regard.<br />
20. The related party transactions have been placed before the audit committee and approved by the Board of Directors<br />
with necessary justification for non arm's length transactions and pricing methods for transactions that were made<br />
on terms equivalent to those that prevail in the arm's length transactions only if such terms can be substantiated.<br />
21. We confirm that all other material principles contained in the Code have been complied with.<br />
Zulfiqar Ali Lakhani<br />
Chief Executive<br />
Tasleemuddin Ahmed Batlay<br />
Director<br />
Karachi: July 28, <strong>2011</strong><br />
19
A. F. FERGUSON & CO.<br />
REVIEW REPORT TO THE MEMBERS ON STATEMENT OF<br />
COMPLIANCE WITH BEST PRACTICES OF CODE OF<br />
CORPORATE GOVERNANCE<br />
We have reviewed the Statement of Compliance with the best practices contained in the Code of Corporate Governance<br />
for the year ended <strong>June</strong> 30, <strong>2011</strong> prepared by the Board of Directors of <strong>Colgate</strong>-<strong>Palmolive</strong> (<strong>Pakistan</strong>) Limited (the<br />
company) to comply with the Listing Regulation No. 35 of the Karachi and Lahore Stock Exchanges where the company<br />
is listed.<br />
The responsibility for compliance with the Code of Corporate Governance is that of the Board of Directors of the company.<br />
Our responsibility is to review, to the extent where such compliance can be objectively verified, whether the Statement<br />
of Compliance reflects the status of the company's compliance with the provisions of the Code of Corporate Governance<br />
and report if it does not. A review is limited primarily to inquiries of the company's personnel and review of various<br />
documents prepared by the company to comply with the Code.<br />
As part of our audit of financial statements we are required to obtain an understanding of the accounting and internal<br />
control systems sufficient to plan the audit and develop an effective audit approach. We have not carried out any special<br />
review of the internal control system to enable us to express an opinion as to whether the Board's statement on internal<br />
control covers all controls and the effectiveness of such internal controls.<br />
Further, Sub-Regulation (xiii a) of Listing Regulation No. 35 of Karachi and Lahore Stock Exchanges requires the<br />
company to place before the Board of Directors for their consideration and approval related party transactions distinguishing<br />
between transactions carried out on terms equivalent to those that prevail in arm's length transactions and transactions<br />
which are not executed at arm's length price recording proper justification for using such alternate pricing mechanism.<br />
Further, all such transactions are also required to be separately placed before the audit committee. We are only required<br />
to check the approval of the related party transactions by the Board of Directors and placement of such transactions<br />
before the audit committee. We have not carried out any procedures to determine whether the related party transactions<br />
were undertaken at arm's length price or not.<br />
Based on our review, nothing has come to our attention which causes us to believe that the Statement of Compliance<br />
does not appropriately reflect the status of the company's compliance, in all material respects, with the best practices<br />
contained in the Code of Corporate Governance as applicable to the company for the year ended <strong>June</strong> 30, <strong>2011</strong>.<br />
Karachi, July 28, <strong>2011</strong><br />
A.F. FERGUSON & CO.<br />
Chartered Accountants<br />
A. F. FERGUSON & CO., Chartered Accountants, a member firm of the PwC network<br />
State Life Building No. 1-C, I.I Chundrigar Road, P.O. Box 4716, Karachi-74000, <strong>Pakistan</strong><br />
Tel: +92 (21) 32426682-6/32426711-5; Fax: +92 (21) 32415007/32427938; <br />
20<br />
Lahore: 23-C, Aziz Avenue, Canal Bank, Gulberg V, P.O.Box 39, Shahrah-e-Quaid-e-Azam, Lahore-54660, Tel: +92 (42) 35715864-71; Fax: +92 (42) 35715872<br />
Islamabad: PIA Building, 3rd Floor, 49 Blue Area, Fazl-ul-Haq Road, P.O.Box 3021, Islamabad-44000; Tel: +92 (51) 2273457-60; Fax: +92 (51) 2277924<br />
Kabul: House No. 1916, Street No. 1, Behind Cinema Bariqot, Nahar-e-Darsan, Karte-4, Kabul, Afghanistan; Tel: +93 (779) 315320, +93 (799) 315320
A. F. FERGUSON & CO.<br />
AUDITORS' REPORT TO THE MEMBERS<br />
We have audited the annexed balance sheet of <strong>Colgate</strong>-<strong>Palmolive</strong> (<strong>Pakistan</strong>) Limited as at <strong>June</strong> 30, <strong>2011</strong> and the<br />
related profit and loss account, statement of changes in equity and cash flow statement together with the notes forming<br />
part thereof, for the year then ended and we state that we have obtained all the information and explanations which,<br />
to the best of our knowledge and belief, were necessary for the purposes of our audit.<br />
It is the responsibility of the company's management to establish and maintain a system of internal control, and prepare<br />
and present the above said statements in conformity with the approved accounting standards and the requirements of<br />
the Companies Ordinance, 1984. Our responsibility is to express an opinion on these statements based on our audit.<br />
We conducted our audit in accordance with the auditing standards as applicable in <strong>Pakistan</strong>. These standards require<br />
that we plan and perform the audit to obtain reasonable assurance about whether the above said statements are free<br />
of any material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and<br />
disclosures in the above said statements. An audit also includes assessing the accounting policies and significant<br />
estimates made by management, as well as, evaluating the overall presentation of the above said statements. We<br />
believe that our audit provides a reasonable basis for our opinion and, after due verification, we report that-<br />
(a)<br />
(b)<br />
in our opinion, proper books of account have been kept by the company as required by the Companies Ordinance,<br />
1984;<br />
in our opinion-<br />
(i)<br />
(ii)<br />
(iii)<br />
the balance sheet and profit and loss account together with the notes thereon have been drawn up in<br />
conformity with the Companies Ordinance, 1984, and are in agreement with the books of account and are<br />
further in accordance with accounting policies consistently applied;<br />
the expenditure incurred during the year was for the purpose of the company's business; and<br />
the business conducted, investments made and the expenditure incurred during the year were in accordance<br />
with the objects of the company;<br />
(c)<br />
(d)<br />
in our opinion and to the best of our information and according to the explanations given to us, the balance<br />
sheet, profit and loss account, statement of changes in equity and cash flow statement together with the notes<br />
forming part thereof conform with approved accounting standards as applicable in <strong>Pakistan</strong>, and give the<br />
information required by the Companies Ordinance, 1984, in the manner so required and respectively give a true<br />
and fair view of the state of the company's affairs as at <strong>June</strong> 30, <strong>2011</strong> and of the profit, its changes in equity<br />
and cash flows for the year then ended; and<br />
in our opinion, zakat deductible at source under the Zakat and Ushr Ordinance, 1980 was deducted by the<br />
company and deposited in the Central Zakat Fund established under section 7 of that Ordinance.<br />
Karachi, July 28, <strong>2011</strong><br />
A.F. FERGUSON & CO.<br />
Chartered Accountants<br />
Audit Engagement Partner: Saad Kaliya<br />
A. F. FERGUSON & CO., Chartered Accountants, a member firm of the PwC network<br />
State Life Building No. 1-C, I.I Chundrigar Road, P.O. Box 4716, Karachi-74000, <strong>Pakistan</strong><br />
Tel: +92 (21) 32426682-6/32426711-5; Fax: +92 (21) 32415007/32427938; <br />
Lahore: 23-C, Aziz Avenue, Canal Bank, Gulberg V, P.O.Box 39, Shahrah-e-Quaid-e-Azam, Lahore-54660, Tel: +92 (42) 35715864-71; Fax: +92 (42) 35715872<br />
Islamabad: PIA Building, 3rd Floor, 49 Blue Area, Fazl-ul-Haq Road, P.O.Box 3021, Islamabad-44000; Tel: +92 (51) 2273457-60; Fax: +92 (51) 2277924<br />
Kabul: House No. 1916, Street No. 1, Behind Cinema Bariqot, Nahar-e-Darsan, Karte-4, Kabul, Afghanistan; Tel: +93 (779) 315320, +93 (799) 315320<br />
21
BALANCE SHEET<br />
AS AT JUNE 30, <strong>2011</strong><br />
ASSETS<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
NON-CURRENT ASSETS<br />
Property, plant and equipment 4 2,680,784 1,873,118<br />
Intangible assets 5 18,775 32,155<br />
Long term loans 6 13,528 16,631<br />
Long term security deposits 7 9,181 6,966<br />
2,722,268 1,928,870<br />
CURRENT ASSETS<br />
Stores and spares 8 36,353 18,805<br />
Stock in trade 9 2,370,938 1,322,237<br />
Trade debts 10 321,073 316,779<br />
Loans and advances 11 92,674 105,363<br />
Trade deposits and short term prepayments 12 22,925 15,972<br />
Other receivables 13 50,473 4,191<br />
Profit receivable from banks 14 13 3,224<br />
Taxation 174,573 3,108<br />
Cash and bank balances 15 618,843 1,088,021<br />
3,687,865 2,877,700<br />
TOTAL ASSETS 6,410,133 4,806,570<br />
EQUITY AND LIABILITIES<br />
SHARE CAPITAL AND RESERVES<br />
Authorised share capital 16 400,000 400,000<br />
Issued, subscribed and paid-up share capital 16 315,909 274,704<br />
Reserves 17 4,057,766 3,302,442<br />
4,373,675 3,577,146<br />
LIABILITIES<br />
NON-CURRENT LIABILITIES<br />
Deferred taxation 18 354,473 212,000<br />
Long term deposits 19 13,945 6,280<br />
368,418 218,280<br />
CURRENT LIABILITIES<br />
Trade and other payables 20 1,667,916 1,010,461<br />
Accrued mark-up 21 124 58<br />
Current maturity of long term loan - 625<br />
1,668,040 1,011,144<br />
TOTAL LIABILITIES 2,036,458 1,229,424<br />
CONTINGENCIES AND COMMITMENTS 23<br />
TOTAL EQUITY AND LIABILITIES 6,410,133 4,806,570<br />
The annexed notes 1 to 41 form an integral part of these financial statements.<br />
22<br />
Zulfiqar Ali Lakhani<br />
Chief Executive<br />
Tasleemuddin Ahmed Batlay<br />
Director
PROFIT AND LOSS ACCOUNT<br />
FOR THE YEAR ENDED JUNE 30, <strong>2011</strong><br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Turnover 18,132,057 14,583,936<br />
Sales tax (2,778,948) (2,142,056)<br />
Special excise duty (215,807) (118,273)<br />
Trade discounts (986,882) (794,297)<br />
Net turnover 14,150,420 11,529,310<br />
Cost of sales 24 (9,989,856) (7,699,401)<br />
Gross profit 4,160,564 3,829,909<br />
Selling and distribution costs 25 (2,115,193) (1,846,098)<br />
Administrative expenses 26 (157,749) (142,021)<br />
Other operating expenses 27 (164,081) (156,206)<br />
Other operating income 28 72,573 89,644<br />
Profit from operations 1,796,114 1,775,228<br />
Finance cost 29 (11,933) (11,036)<br />
Profit before taxation 1,784,181 1,764,192<br />
Taxation 30 (616,801) (612,553)<br />
Profit after taxation 1,167,380 1,151,639<br />
Earnings per share (rupees) - restated 31 36.95 36.45<br />
The annexed notes 1 to 41 form an integral part of these financial statements.<br />
Zulfiqar Ali Lakhani<br />
Chief Executive<br />
Tasleemuddin Ahmed Batlay<br />
Director<br />
23
STATEMENT OF CHANGES IN EQUITY<br />
FOR THE YEAR ENDED JUNE 30, <strong>2011</strong><br />
Issued,<br />
subscribed<br />
and paid up<br />
share capital<br />
Capital<br />
reserve -<br />
share<br />
premium<br />
General<br />
reserve<br />
Revenue reserves<br />
Unappropriated<br />
profit<br />
Total<br />
(Rupees in ‘000)<br />
Balance as at July 1, 2009<br />
238,873<br />
13,456<br />
1,690,000<br />
757,882)<br />
2,700,211)<br />
Comprehensive income for the year<br />
Net profit for the year ended <strong>June</strong> 30, 2010<br />
-<br />
-<br />
-<br />
1,151,639)<br />
1,151,639)<br />
Other comprehensive income<br />
Transfer to general reserve<br />
-<br />
-<br />
440,000<br />
(440,000)<br />
-<br />
Total other comprehensive income<br />
-<br />
-<br />
440,000<br />
(440,000)<br />
-<br />
Total comprehensive income for the<br />
year ended <strong>June</strong> 30, 2010<br />
-<br />
-<br />
440,000<br />
711,639)<br />
1,151,639)<br />
Transactions with owners<br />
Final dividend for the year ended <strong>June</strong> 30, 2009<br />
(Rs 11.50 per share)<br />
-<br />
-<br />
-<br />
(274,704)<br />
(274,704)<br />
Bonus shares issued at the rate of three<br />
shares for every twenty shares held<br />
35,831<br />
-<br />
-<br />
(35,831)<br />
-<br />
Total transactions with owners<br />
35,831<br />
-<br />
-<br />
(310,535)<br />
(274,704)<br />
Balance as at <strong>June</strong> 30, 2010<br />
274,704<br />
13,456<br />
2,130,000<br />
1,158,986)<br />
3,577,146)<br />
Comprehensive income for the year<br />
Net profit for the year ended <strong>June</strong> 30, <strong>2011</strong><br />
-<br />
-<br />
-<br />
1,167,380)<br />
1,167,380)<br />
Other comprehensive income<br />
Transfer to general reserve<br />
-<br />
-<br />
740,000<br />
(740,000)<br />
-<br />
Total other comprehensive income<br />
-<br />
-<br />
740,000<br />
(740,000)<br />
-<br />
Total comprehensive income for the<br />
year ended <strong>June</strong> 30, <strong>2011</strong><br />
-<br />
-<br />
740,000<br />
427,380)<br />
1,167,380)<br />
Transactions with owners<br />
Final dividend for the year ended <strong>June</strong> 30, 2010<br />
(Rs 13.50 per share)<br />
-<br />
-<br />
-<br />
(370,851)<br />
(370,851)<br />
Bonus shares issued at the rate of three<br />
shares for every twenty shares held<br />
41,205<br />
-<br />
-<br />
(41,205)<br />
-<br />
Total transactions with owners<br />
41,205<br />
-<br />
-<br />
(412,056)<br />
(370,851)<br />
Balance as at <strong>June</strong> 30, <strong>2011</strong><br />
315,909<br />
13,456<br />
2,870,000<br />
1,174,310)<br />
4,373,675)<br />
The annexed notes 1 to 41 form an integral part of these financial statements.<br />
24<br />
Zulfiqar Ali Lakhani<br />
Chief Executive<br />
Tasleemuddin Ahmed Batlay<br />
Director
CASH FLOW STATEMENT<br />
FOR THE YEAR ENDED JUNE 30, <strong>2011</strong><br />
CASH FLOWS FROM OPERATING ACTIVITIES<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Cash generated from operations 32 1,485,828 1,776,475<br />
Finance costs paid (11,867) (11,145)<br />
Taxes paid (650,926) (659,539)<br />
Long term loans 2,249 613<br />
Long term security deposits (2,215) (535)<br />
Long term deposits 7,665 622<br />
Net cash inflow from operating activities 830,734 1,106,491<br />
CASH FLOWS FROM INVESTING ACTIVITIES<br />
Fixed capital expenditure (994,061) (838,694)<br />
Purchase of intangible assets (5,795) (14,820)<br />
Purchase of short term investment (200,000) -<br />
Sale proceeds on disposal of property, plant and equipment 9,415 12,329<br />
Profit received on savings and term deposit accounts 48,267 74,888<br />
Profit received on a term deposit receipt 3,087 68<br />
Sale proceeds on disposal of short term investment 210,220 -<br />
Net cash outflow from investing activities (928,867) (766,229)<br />
CASH FLOWS FROM FINANCING ACTIVITIES<br />
Long term loan (625) (2,500)<br />
Dividend paid (370,420) (274,407)<br />
Net cash outflow from financing activities (371,045) (276,907)<br />
Net (decrease) / increase in cash and cash equivalents (469,178) 63,355<br />
Cash and cash equivalents at the beginning of the year 1,088,021 1,024,666<br />
Cash and cash equivalents at the end of the year 15 618,843 1,088,021<br />
The annexed notes 1 to 41 form an integral part of these financial statements.<br />
Zulfiqar Ali Lakhani<br />
Chief Executive<br />
Tasleemuddin Ahmed Batlay<br />
Director<br />
25
NOTES TO AND FORMING PART OF THE<br />
FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED JUNE 30, <strong>2011</strong><br />
1. THE COMPANY AND ITS OPERATIONS<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> (<strong>Pakistan</strong>) Limited (the Company) was initially incorporated in <strong>Pakistan</strong> on December 5, 1977<br />
as a public limited company with the name of National Detergents Limited. The name of the Company was<br />
changed to <strong>Colgate</strong>-<strong>Palmolive</strong> (<strong>Pakistan</strong>) Limited on March 28, 1990 when the Company entered into a Participation<br />
Agreement with <strong>Colgate</strong>-<strong>Palmolive</strong> Company, USA. The Company is listed on the Karachi and Lahore Stock<br />
Exchanges. The registered office of the Company is situated at Lakson Square, Building No. 2, Sarwar Shaheed<br />
Road, Karachi, <strong>Pakistan</strong>.<br />
The Company is mainly engaged in the manufacture and sale of detergents, personal care and other related<br />
products.<br />
2. SIGNIFICANT ACCOUNTING INFORMATION AND POLICIES<br />
2.1 Accounting convention<br />
These financial statements have been prepared under the historical cost convention except for the recognition<br />
of certain employee retirement benefits at present value in accordance with the actuarial recommendations as<br />
referred to in note 2.13.<br />
2.2 Statement of compliance<br />
These financial statements have been prepared in accordance with the requirements of the Companies Ordinance,<br />
1984 (the Ordinance) and the approved accounting standards as applicable in <strong>Pakistan</strong>. Approved accounting<br />
standards comprise of such International Financial Reporting Standards (IFRSs) issued by the International<br />
Accounting Standards Board as are notified under the Ordinance and the requirements of and directives issued<br />
under that Ordinance. However, the requirements of and the directives issued under that Ordinance have been<br />
followed where those requirements are not consistent with the requirements of the IFRSs, as notified under the<br />
Ordinance.<br />
Standards, amendments to approved accounting standards and new interpretations becoming effective<br />
during the year ended <strong>June</strong> 30, <strong>2011</strong>:<br />
There are certain new approved accounting standards, amendments to approved accounting standards and<br />
interpretations that are mandatory for accounting periods beginning on or before January 1, 2010 but are<br />
considered not to be relevant or to have any significant effect on the Company's operations and are, therefore,<br />
not disclosed in these financial statements.<br />
Standards, amendments to approved accounting standards and interpretations that are not yet effective<br />
and have not been early adopted by the Company:<br />
IAS 24 (Revised), ‘Related party disclosures’, issued in November 2009. This revised standard supersedes IAS<br />
24, ‘Related party disclosures’, issued in 2003. IAS 24 (Revised) is mandatory for periods beginning on or after<br />
January 1, <strong>2011</strong>. The revised standard clarifies and simplifies the definition of a related party and removes the<br />
requirement for government-related entities to disclose details of all transactions with the government and other<br />
government-related entities. The revision is not expected to have a material impact on the Company’s financial<br />
statements.<br />
There are certain amendments to the standards and interpretations that are mandatory for accounting periods<br />
beginning on or after January 1, <strong>2011</strong> but are considered not to be relevant or do not have any significant effect<br />
on the Company's operations and are, therefore, not detailed in these financial statements.<br />
2.3 Property, plant and equipment<br />
These assets are stated at cost less accumulated depreciation and accumulated impairment losses, if any, except<br />
for leasehold land and capital work in progress which are stated at cost.<br />
26
Assets having cost exceeding the minimum threshold as determined by the management are capitalised. All<br />
other assets are charged to income in the year when acquired.<br />
Depreciation is charged to income applying the straight line method by applying rates (as stated in note 4.1.1).<br />
Depreciation on additions is charged from the month in which the asset is put to use and on disposal upto the<br />
month of disposal at the rates stated in note 4.1.1.<br />
No depreciation is charged if the asset's residual value exceeds its carrying amount.<br />
Residual values and the useful lives are reviewed at each balance sheet date and adjusted if expectations differ<br />
significantly from previous estimates.<br />
Residual values are determined by the management as the amount it expects it would receive currently for an<br />
item of property, plant and equipment if it was already of the age and in the condition expected at the end of its<br />
useful life based on the prevailing market prices of similar assets already at the end of their useful lives.<br />
Useful lives are determined by the management based on the expected usage of assets, physical wear and tear,<br />
technical and commercial obsolescence, legal and similar limits on the use of the assets and other similar factors.<br />
Normal repairs and maintenance are charged to income as and when incurred. Major renewals and improvements<br />
are capitalised.<br />
Profit or loss on disposal of assets is recognised in income currently.<br />
2.3.1 Capital work in progress<br />
All expenditure connected with specific assets incurred during installation and construction period are carried<br />
under capital work in progress. These are transferred to specific assets as and when assets are available for<br />
use.<br />
2.4 Intangible assets<br />
An intangible asset is an identifiable non-monetary asset without physical substance.<br />
Intangible assets are recognised when it is probable that the expected future economic benefits will flow to the<br />
entity and the cost of the asset can be measured reliably. Cost of the intangible asset (i.e. computer software)<br />
includes purchase cost and directly attributable expenses incidental to bring the asset for its intended use.<br />
Costs associated with maintaining computer software are recognised as an expense as and when incurred.<br />
Intangible assets are stated at cost less accumulated amortisation and accumulated impairment losses, if any.<br />
Amortisation is charged over the estimated useful life of the asset on a systematic basis applying the straight<br />
line method.<br />
Useful lives of intangible operating assets are reviewed, at each balance sheet date and adjusted if the impact<br />
of amortisation is significant.<br />
2.5 Impairment<br />
The Company assesses at each balance sheet date whether there is any indication that property, plant and<br />
equipment and intangible assets may be impaired. If such indication exists, the carrying amounts of such assets<br />
are reviewed to assess whether they are recorded in excess of their recoverable amounts. Where carrying values<br />
exceed recoverable amounts, assets are written down to their recoverable amounts and the differences are<br />
recognised in income currently.<br />
2.6 Stores and spares<br />
Stores and spares are valued at lower of cost using the moving average method and estimated net realisable<br />
value. Items in transit are valued at cost as accumulated upto the balance sheet date. Provision for obsolete<br />
items, if any, is based on their condition as at the balance sheet date depending upon the management's<br />
judgement.<br />
Loose tools are charged to income as and when purchased as their inventory is generally not significant.<br />
27
2.7 Stock in trade<br />
Stock in trade is valued at the lower of cost and estimated net realisable value. Cost is determined as follows:<br />
Stages of stock in trade<br />
Raw and packing material<br />
Raw and packing material in bonded<br />
warehouse and in transit<br />
Work in process and finished goods<br />
Trading goods<br />
Basis of valuation<br />
- Moving average cost<br />
- Cost accumulated upto the balance sheet<br />
date<br />
- Cost of direct materials and appropriate<br />
portion of production overheads<br />
- Moving average cost<br />
Net realisable value is determined on the basis of estimated selling price of the product in the ordinary course<br />
of business less estimated costs of completion and the estimated costs necessary to be incurred for its sale.<br />
2.8 Trade debts and other receivables<br />
Trade debts are recognised initially at fair value and subsequently measured at amortised cost using the effective<br />
interest method less provision for impairment. A provision for impairment of trade debts and other receivables<br />
is established when there is objective evidence that the Company will not be able to collect all amounts due<br />
according to the original terms of the receivable. Significant financial difficulties of the debtor, probability that the<br />
debtor will enter bankruptcy or financial reorganisation, and default or delinquency in payments are considered<br />
indicators that the trade receivable is impaired. Debts, considered irrecoverable, are written off, as and when<br />
identified.<br />
2.9 Taxation<br />
Current<br />
Provision for current taxation is based on taxable income for the year at the current rates of taxation after taking<br />
into account tax credits and tax rebates available, if any, and tax paid on presumptive basis.<br />
Deferred<br />
Deferred tax is recognised using the balance sheet liability method on all temporary differences between the<br />
carrying amount of the assets and liabilities and their tax bases.<br />
Deferred tax liabilities are recognised for all major taxable temporary differences.<br />
Deferred tax assets are recognised for all major deductible temporary differences to the extent that it is probable<br />
that taxable profit will be available against which the deductible temporary differences can be utilised.<br />
The carrying amount of the deferred tax asset is reviewed at each balance sheet date and is recognised only<br />
to the extent that it is probable that future taxable profits will be available against which the assets may be utilised.<br />
Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be<br />
realised.<br />
Unrecognised deferred income tax assets are reassessed at each balance sheet date and are recognised to the<br />
extent that it becomes probable that future taxable profit will allow deferred tax asset to be recovered.<br />
Deferred tax assets and liabilities are measured at the tax rate that are expected to apply to the year when the<br />
asset is utilised or the liabiltiy is settled, based on the tax rates that have been enacted or substantially enacted<br />
at the balance sheet date.<br />
2.10 Cash and cash equivalents<br />
Cash and cash equivalents are carried in the balance sheet at cost. For the purpose of the cash flow statement,<br />
cash and cash equivalents comprise of cash in hand, deposits held with banks and running finances under markup<br />
arrangement.<br />
2.11 Borrowing costs<br />
28<br />
Borrowing costs relating to the acquisition, construction or production of a qualifying asset are recognised as<br />
part of the cost of that asset. All other borrowing costs are recognised as an expense in the period in which these<br />
are incurred.
2.12 Provisions<br />
Provisions are recognised when the Company has a present legal or constructive obligation as a result of past<br />
events, it is probable that an outflow of resources embodying economic benefits will be required to settle the<br />
obligation and a reliable estimate can be made of the amount of the obligation. Provisions are reviewed periodically<br />
and adjusted to reflect the current best estimates.<br />
2.13 Staff retirement benefits<br />
Defined benefit plan<br />
The Company operates a defined benefit plan i.e. an approved funded gratuity scheme for all its permanent<br />
employees subject to attainment of retirement age and minimum service of prescribed period. Contributions are<br />
made to the fund on the basis of actuarial recommendations. Actuarial valuation is carried out using the projected<br />
unit credit method.<br />
Actuarial gains / losses exceeding 10 percent of the higher of the present value of the defined benefit obligation<br />
and fair value of plan assets, at the beginning of the year, are amortised over average future service of the<br />
employees.<br />
Defined contribution plan<br />
The Company operates an approved funded provident fund scheme for all its permanent employees. Equal<br />
monthly contributions are made, both by the company and its employees, to the fund at the rate of 9 percent of<br />
the basic salaries of employees.<br />
Compensated absences<br />
The liability in respect of compensated absences of employees is accounted for in the period in which the<br />
absences accrue.<br />
2.14 Revenue recognition<br />
- Sales are recognised on despatch of goods to customers.<br />
- Profit on bank balances are recognised on a time proportion basis on the principal amount outstanding and<br />
at the applicable rate.<br />
- Insurance commission income is recognised as and when received.<br />
2.15 Foreign currency translation<br />
Transactions in foreign currencies are translated in <strong>Pakistan</strong> rupees (functional and presentation currency) at<br />
the exchange rate prevailing on the date of transaction. Monetary assets and liabilities in foreign currencies are<br />
translated into <strong>Pakistan</strong> rupees at the rates of exchange approximating those prevalent at the balance sheet<br />
date. Exchange differences are charged to income currently.<br />
2.16 Dividend and other appropriations<br />
Dividend is recognised as a liability in the period in which it is declared. Appropriations of profit are reflected in<br />
the statement of changes in equity in the period in which such appropriations are approved.<br />
2.17 Financial instruments<br />
2.17.1 Financial assets<br />
The Company classifies its financial assets in the following categories: at fair value through profit or loss, loans<br />
and receivables, available-for-sale and held to maturity. The classification depends on the purpose for which the<br />
financial assets were acquired. Management determines the classification of its financial assets at the time of<br />
initial recognition.<br />
a) Financial assets at fair value through profit or loss<br />
Financial assets at fair value through profit or loss are financial assets held for trading and financial assets<br />
designated upon initial recognition as at fair value through profit and loss. A financial asset is classified as held<br />
for trading if acquired principally for the purpose of selling in the short term. Assets in this category are classified<br />
as current assets.<br />
29
) Loans and receivables<br />
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted<br />
in an active market. They are included in current assets, except for maturities for greater than twelve months<br />
after the balance sheet date, which are classified as non-current assets. Consistent with prior years, loans and<br />
receivables with less than twelve months maturities are classified as trade debts, loans and advances, deposits,<br />
other receivables and profit receivable from banks in the balance sheet.<br />
c) Available-for-sale financial assets<br />
Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified<br />
in any of the other categories. They are included in non-current assets unless management intends to dispose<br />
of the investments within twelve months from the balance sheet date. Available-for-sale financial assets are<br />
classified as short term investments in the balance sheet.<br />
Changes in fair value of securities classified as available-for-sale are recognised in equity.<br />
When securities classified as available-for-sale are sold or impaired, the accumulated fair value adjustments<br />
recognised directly in equity are included in the profit and loss account as gains and losses from investment<br />
securities. Interest on available-for-sale securities calculated using effective interest method is recognised in the<br />
profit and loss account. Dividends on available-for-sale equity intruments are recognised in the profit and loss<br />
account when the Company's right to receive payments is established.<br />
d) Held to maturity<br />
Financial assets with fixed or determinable payments and fixed maturity, where management has the intention<br />
and ability to hold till maturity are carried at amortised cost.<br />
All financial assets are recognised at the time when the company becomes a party to the contractual provisions<br />
of the instrument. Regular purchases and sales of investments are recognised at trade date i.e. the date on which<br />
the Company commits to purchase or sell the asset.<br />
Financial assets are initially recognised at fair value plus transaction costs for all financial assets not carried at<br />
fair value through profit and loss. Financial assets carried at fair value through profit and loss are initially recognised<br />
at fair value and transaction costs are expensed in the profit and loss account.<br />
The fair values of quoted investments are based on current prices. If the market for a financial asset is not active<br />
(for unlisted securities), the Company measures the investments at cost less impairment in value, if any.<br />
Available-for-sale financial assets and financial assets at fair value through profit and loss are subsequently<br />
carried at fair value. 'Loans and receivables' and 'held to maturity' investments are carried at amortised cost using<br />
effective interest rate method.<br />
Financial assets are derecognised when the rights to receive cash flows from the assets have expired or have<br />
been transferred and the Company has transferred substantially all risks and rewards of ownership.<br />
The Company assesses at each balance sheet date whether there is objective evidence that a financial asset<br />
or group of financial assets is impaired. If any such evidence exists for 'available-for-sale' financial assets, the<br />
cumulative loss is removed from equity and recognised in the profit and loss account. Impairment losses recognised<br />
in the profit and loss account on equity instruments are not reversed through the profit and loss account.<br />
2.17.2 Financial liabilities<br />
All financial liabilities are recognised at the time when the Company becomes a party to the contractual provisions<br />
of the instrument.<br />
Financial liabilities, other than those at fair value through profit or loss, are measured at amortised cost using<br />
the effective yield method.<br />
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expired.<br />
Where an existing financial liability is replaced by another from the same lender on substantially different terms,<br />
or the terms of an existing liability are substantially modified, such an exchange and modification is treated as<br />
a derecognition of the original liability and the recognition of a new liability, and the difference in respective<br />
carrying amounts is recognised in the profit and loss account.<br />
30
2.17.3 Off-setting of financial assets and financial liabilities<br />
A financial asset and a financial liability is offset and the net amount is reported in the financial statements if the<br />
Company has a legally enforceable right to set-off the transaction and also intends either to settle on a net basis<br />
or to realise the asset and settle the liability simultaneously.<br />
2.18 Transactions with related parties<br />
Consistent with prior years, the Company enters into transactions with related parties for sale or purchase of<br />
goods and services on mutually agreed prices.<br />
2.19 Contingent liabilities<br />
Contingent liability is disclosed when:<br />
- there is a possible obligation that arises from past events and whose existence will be confirmed only by<br />
the occurrence or non occurrence of one or more uncertain future events not wholly within the control of the<br />
company; or<br />
- there is present obligation that arises from past events but it is not probable that an outflow of resources<br />
embodying economic benefits will be required to settle the obligation or the amount of the obligation cannot<br />
be measured with sufficient reliability.<br />
3. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS<br />
The preparation of financial statements in conformity with approved accounting standards requires the use of<br />
certain critical accounting estimates. It also requires management to exercise its judgement in the process of<br />
applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity,<br />
or areas where assumptions and estimates are significant to the financial statements are as follows:<br />
a) Assumptions and estimates used in determining the recoverable amount, residual values and useful lives<br />
of property, plant and equipment (note 4);<br />
b) assumptions and estimates used in determining the useful lives and residual values of intangible assets<br />
(note 5);<br />
c) assumptions and estimates used in writing down items of stock in trade to their net realisable value (note<br />
9);<br />
d) assumptions and estimates used in calculating the provision for impairment for trade debts (note 10);<br />
e) assumptions and estimates used in the recognition of deferred taxation (note 18);<br />
f) assumptions and estimates used in accounting for defined benefit plan (note 39); and<br />
g) assumptions and estimates used in disclosure and assessment of provision for contingencies (note 23).<br />
Estimates and judgements are continually evaluated and are based on historical experience and other factors,<br />
including expectation of future events that are believed to be reasonable under the circumstances.<br />
4. PROPERTY, PLANT AND EQUIPMENT<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Operating fixed assets 4.1 2,088,144 1,318,071<br />
Capital work in progress 4.2 592,640 555,047<br />
2,680,784 1,873,118<br />
31
4.1 Operating fixed assets<br />
4.1.1 The following is a statement of operating fixed assets:<br />
At July 1, 2009<br />
Cost<br />
Accumulated depreciation<br />
Net book value<br />
<strong>Year</strong> ended <strong>June</strong> 30, 2010<br />
Factory<br />
Electric<br />
Leasehold building on Plant and fittings and Gas Furniture Tools and Computers and Office<br />
land leasehold machinery installation installation and fixtures equipment<br />
Vehicles<br />
accessories equipment<br />
Total<br />
land<br />
-------------------------------------------------------------------------(Rupee'000)----------------------------------------------------------------------<br />
40,973<br />
-<br />
40,973<br />
228,644)<br />
(95,023)<br />
133,621)<br />
996,265)<br />
(377,972)<br />
618,293)<br />
57,149)<br />
(20,783)<br />
36,366)<br />
154)<br />
(86)<br />
68)<br />
7,294)<br />
(4,277)<br />
3,017)<br />
76,778)<br />
(35,588)<br />
41,190)<br />
191,070)<br />
(86,498)<br />
104,572)<br />
43,759)<br />
(15,312)<br />
28,447<br />
26,608)<br />
(8,677)<br />
17,931)<br />
1,668,694)<br />
(644,216)<br />
1,024,478)<br />
Additions<br />
Transfers from capital work in<br />
progress during the year<br />
-<br />
-<br />
978)<br />
34,552)<br />
14,465)<br />
258,549)<br />
2,160)<br />
6,959)<br />
-<br />
-<br />
596)<br />
20,140)<br />
17,927)<br />
4,769)<br />
48,717)<br />
-<br />
7,061)<br />
805)<br />
7,206)<br />
2,452)<br />
99,110)<br />
328,226)<br />
Disposals (note 4.1.7)<br />
Cost<br />
Depreciation<br />
Net book value<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
(14,735)<br />
8,448)<br />
(6,287)<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
(14,735)<br />
8,448)<br />
(6,287)<br />
Write offs (note 4.1.3)<br />
Cost<br />
Depreciation<br />
Net book value<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
(467)<br />
374)<br />
(93)<br />
(23)<br />
5)<br />
(18)<br />
(490)<br />
379)<br />
(111)<br />
Depreciation charge for the year<br />
(note 4.1.8)<br />
Net book value as at <strong>June</strong> 30, 2010<br />
-<br />
40,973<br />
(14,386)<br />
154,765)<br />
(69,071)<br />
822,236)<br />
(3,864)<br />
41,621)<br />
(7)<br />
61)<br />
(756)<br />
22,997)<br />
(8,559)<br />
55,327)<br />
(16,815)<br />
130,187)<br />
(10,738)<br />
25,482)<br />
(3,149)<br />
24,422)<br />
(127,345)<br />
1,318,071)<br />
<strong>Year</strong> ended <strong>June</strong> 30, <strong>2011</strong><br />
Additions<br />
Transfers from capital work in<br />
progress during the year<br />
30,663<br />
-<br />
587<br />
305,320<br />
73,031<br />
412,093<br />
1,013)<br />
31,278)<br />
-<br />
-<br />
2,308)<br />
26,099)<br />
7,321)<br />
26,943)<br />
19,011)<br />
2,298)<br />
8,312)<br />
4,466)<br />
2,184)<br />
3,351)<br />
144,430)<br />
811,848)<br />
Transfers with in fixed assets<br />
Cost<br />
Depreciation<br />
Net book value<br />
-<br />
-<br />
-<br />
7,502)<br />
(4,050)<br />
3,452)<br />
(8,235)<br />
4,269)<br />
(3,966)<br />
134)<br />
(120)<br />
14)<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
(1,386)<br />
338)<br />
(1,048)<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
1,985)<br />
(437)<br />
1,548)<br />
-<br />
-<br />
-<br />
Disposals (note 4.1.7)<br />
Cost<br />
Depreciation<br />
Net book value<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
(13,218)<br />
6,975)<br />
(6,243)<br />
(250)<br />
191)<br />
(59)<br />
(46)<br />
2)<br />
(44)<br />
(13,514)<br />
7,168)<br />
(6,346)<br />
Write offs (note 4.1.3)<br />
Cost<br />
Depreciation<br />
Net book value<br />
-<br />
-<br />
-<br />
(518)<br />
409)<br />
(109)<br />
(1,701)<br />
1,389)<br />
(312)<br />
(17)<br />
12)<br />
(5)<br />
-<br />
-<br />
-<br />
(1,048)<br />
933)<br />
(115)<br />
(2,529)<br />
2,055)<br />
(474)<br />
-<br />
-<br />
-<br />
(732)<br />
635)<br />
(97)<br />
(522)<br />
420)<br />
(102)<br />
(7,067)<br />
5,853)<br />
(1,214)<br />
Depreciation charge for the year<br />
(note 4.1.8)<br />
-<br />
(21,295)<br />
(98,804)<br />
(5,048)<br />
(7)<br />
(4,579)<br />
(10,024)<br />
(21,307)<br />
(13,382)<br />
(4,199)<br />
(178,645)<br />
Net book value as at<br />
<strong>June</strong> 30, <strong>2011</strong><br />
71,636<br />
442,720) 1,204,278)<br />
68,873)<br />
54)<br />
46,710)<br />
78,045)<br />
123,946)<br />
24,722)<br />
27,160)<br />
2,088,144)<br />
32
At <strong>June</strong> 30, 2010<br />
Cost<br />
Accumulated depreciation<br />
Net book value<br />
Factory<br />
Electric<br />
Leasehold building on Plant and fittings and Gas Furniture Tools and Computers and Office<br />
land leasehold machinery installation installation and fixtures equipment<br />
Vehicles<br />
accessories equipment<br />
Total<br />
land<br />
-------------------------------------------------------------------------(Rupee'000)----------------------------------------------------------------------<br />
40,973<br />
-<br />
40,973<br />
264,174)<br />
(109,409)<br />
154,765)<br />
1,269,279)<br />
(447,043)<br />
822,236)<br />
66,268)<br />
(24,647)<br />
41,621)<br />
154)<br />
(93)<br />
61)<br />
28,030)<br />
(5,033)<br />
22,997)<br />
99,474)<br />
(44,147)<br />
55,327)<br />
225,052)<br />
(94,865)<br />
130,187)<br />
51,158)<br />
(25,676)<br />
25,482)<br />
36,243)<br />
(11,821)<br />
24,422)<br />
2,080,805)<br />
(762,734)<br />
1,318,071)<br />
Annual rates of depreciation (%)<br />
2010<br />
10<br />
10<br />
10<br />
10<br />
10<br />
15<br />
15<br />
20<br />
33<br />
15<br />
At <strong>June</strong> 30, <strong>2011</strong><br />
Cost<br />
Accumulated depreciation<br />
Net book value<br />
71,636<br />
-<br />
71,636<br />
577,065)<br />
(134,345)<br />
442,720)<br />
1,744,467)<br />
(540,189)<br />
1,204,278)<br />
98,676)<br />
(29,803)<br />
68,873)<br />
154)<br />
(100)<br />
54)<br />
55,389)<br />
(8,679)<br />
46,710)<br />
129,823)<br />
(51,778)<br />
78,045)<br />
233,143)<br />
(109,197)<br />
123,946)<br />
62,954)<br />
(38,232)<br />
24,722)<br />
43,195)<br />
(16,035)<br />
27,160)<br />
3,016,502)<br />
(928,358)<br />
2,088,144)<br />
Annual rates of depreciation (%)<br />
<strong>2011</strong><br />
10<br />
10<br />
10<br />
10<br />
10<br />
15<br />
15<br />
20<br />
33<br />
15<br />
4.1.2 Included in fixed assets are few items having cost of Rs 29.045 million (2010: Rs 40.066 million) held by related<br />
parties and of Rs 42.375 million (2010: Rs 29.431 million) held by third parties for manufacturing certain products<br />
of the company. These fixed assets are free of lien and the company has full rights of repossession of these<br />
assets.<br />
4.1.3 During the year, the company has identified certain items of property, plant and equipment from which further<br />
economic benefits are no longer being derived. Therefore, assets having cost of Rs 7.067 million (2010: Rs 0.490<br />
million) and net book value of Rs 1.214 million (2010: Rs 0.111 million) have been retired from active use and<br />
have been written off in these financial statements. These items do not include any assets which have been fully<br />
depreciated in prior years.<br />
4.1.4 Leasehold land includes land situated in Lahore costing Rs 61.281 million, the possession of which had been<br />
transferred to the company. However, in accordance with the terms of the allotment letter issued to the company<br />
by the local development and management company, the sale deed of land shall be executed upon the completion<br />
of the project. Further, the project has been completed during the year and the process of issuance of sale deed<br />
is in progress.<br />
4.1.5 Included in plant and machinery are assets which are secured with a bank against pari passu charge over plant<br />
and machinery of the company and the charge was not vacated as at <strong>June</strong> 30, <strong>2011</strong>.<br />
4.1.6 No impairment relating to operating fixed assets has been recognised in the current year.<br />
4.1.7 The following operating fixed assets with a net book value exceeding Rs 50,000 were disposed off during the<br />
year:<br />
33
Particulars Mode of disposal Cost Accumulated Net book Sale proceeds / Gain / Particulars of purchasers<br />
depreciation value receivable from<br />
insurance company<br />
(loss)<br />
----------------------- (Rupees in ‘000) ------------------------<br />
Vehicles<br />
Others<br />
Items having<br />
net book<br />
value of less than<br />
Rs. 50,000 each<br />
<strong>2011</strong><br />
Maturity Of Company's Car Scheme<br />
--do--<br />
--do--<br />
--do--<br />
--do--<br />
--do--<br />
--do--<br />
--do--<br />
Maturity of Company's Maintained<br />
Car Scheme<br />
Bid<br />
--do--<br />
--do--<br />
--do--<br />
Negotiation<br />
--do--<br />
--do--<br />
--do--<br />
--do--<br />
--do--<br />
Insurance claim<br />
--do--<br />
--do--<br />
Various<br />
365<br />
320<br />
567<br />
1,043<br />
320<br />
320<br />
969<br />
886<br />
936<br />
1,359<br />
504<br />
595<br />
240<br />
1,069<br />
504<br />
995<br />
424<br />
409<br />
925<br />
68<br />
68<br />
68<br />
12,954<br />
560<br />
13,514<br />
245<br />
215<br />
277<br />
701<br />
215<br />
215<br />
651<br />
596<br />
624<br />
518<br />
326<br />
434<br />
119<br />
143<br />
345<br />
405<br />
174<br />
167<br />
394<br />
8<br />
5<br />
11<br />
6,788<br />
380<br />
7,168<br />
120<br />
105<br />
290<br />
342<br />
105<br />
105<br />
318<br />
290<br />
312<br />
841<br />
178<br />
161<br />
121<br />
926<br />
159<br />
590<br />
250<br />
242<br />
531<br />
60<br />
63<br />
57<br />
6,166<br />
180<br />
6,346<br />
120<br />
105<br />
290<br />
342<br />
105<br />
105<br />
318<br />
290<br />
577<br />
1,325<br />
442<br />
455<br />
215<br />
810<br />
425<br />
983<br />
425<br />
409<br />
531<br />
64<br />
64<br />
65<br />
8,465<br />
950<br />
9,415<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
-<br />
265)<br />
484)<br />
264)<br />
294)<br />
94)<br />
(116)<br />
266)<br />
393)<br />
175)<br />
167)<br />
-<br />
4)<br />
1)<br />
8)<br />
2,299)<br />
770)<br />
3,069)<br />
Zubair Uddin Khan,<br />
Employee of the company<br />
Waqar Hyder Zaidi,<br />
Employee of the company<br />
Pervaiz Mallick,<br />
Employee of the company<br />
Rehan Mirza,<br />
Employee of the company<br />
Mumtaz Ahmed ,<br />
Employee of the company<br />
Nadeem Ahmed ,<br />
Employee of the company<br />
Kaleem Ishrat ,<br />
Employee of the company<br />
Syed Hasan Mehdi Kazmi ,<br />
Employee of the company<br />
Altaf Hussain,<br />
Employee of the company<br />
Muhammad Rajal Irshad Khan,<br />
House # 71, Block-2, Karbala Road, Sahiwal<br />
Syed Ahmed Iqbal,<br />
Employee of the company<br />
Maqsood S/O Mehboob Khan,<br />
House # 14K, Garibabad, Liaquatabad, Karachi<br />
Mohammad Ali,<br />
House # D-712, Usman Ghani, Colony,<br />
Block-R, North Nazimabad, Karachi<br />
Muhammad Farooq,<br />
Ex-Employee of the company<br />
Mohsin Ali Bhojani,<br />
Ex-Employee of the company<br />
Mohammad Rafi,<br />
Ex-Employee of the company<br />
Mohammad Ramazan Fattani,<br />
Ex-Employee of the company<br />
Sana Wasay,<br />
Employee of the company<br />
Ahmed Rauf Rehmani,<br />
Employee of the company<br />
Century Insurance Company Limited,<br />
Lakson Square Building No 3,<br />
Sarwar Shaheed Road, Karachi<br />
Century Insurance Company Limited,<br />
Lakson Square Building No 3,<br />
Sarwar Shaheed Road, Karachi<br />
Century Insurance Company Limited,<br />
Lakson Square Building No 3,<br />
Sarwar Shaheed Road, Karachi<br />
Various<br />
2010<br />
14,735<br />
8,448<br />
6,287<br />
12,329<br />
6,042)<br />
34
4.1.8 Depreciation charge for the year has been allocated as follows:<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Cost of sales 24.1 142,310 101,047<br />
Selling and distribution costs 25 22,568 14,815<br />
Administrative expenses 26 13,767 11,483<br />
178,645 127,345<br />
4.2 Capital work in progress<br />
4.2.1 The following is a statement of capital work in progress:<br />
Balance as at July 1, 2009<br />
Leasehold<br />
Land<br />
-<br />
Factory<br />
building on<br />
leasehold<br />
land<br />
25,124)<br />
Plant Electric<br />
and fittings<br />
machinery and<br />
installation<br />
(Rupees in ‘000)<br />
114,106)<br />
1,579)<br />
Other<br />
assets<br />
2,969)<br />
Total<br />
143,778)<br />
Capital expenditure incurred<br />
during the year<br />
-<br />
172,069)<br />
506,361)<br />
26,159)<br />
34,995)<br />
739,584)<br />
Capital expenditure charged<br />
off during the year<br />
-<br />
-<br />
(89)<br />
-<br />
-<br />
(89)<br />
Transfers<br />
-<br />
(688)<br />
1,037)<br />
-<br />
(349)<br />
-<br />
Transfers to operating<br />
fixed assets (note 4.1.1)<br />
-<br />
(34,552)<br />
(258,549)<br />
(6,959)<br />
(28,166)<br />
(328,226)<br />
Balance as at <strong>June</strong> 30, 2010<br />
-<br />
161,953)<br />
362,866)<br />
20,779)<br />
9,449)<br />
555,047)<br />
Capital expenditure incurred<br />
during the year<br />
10,000<br />
137,594)<br />
604,033)<br />
26,459)<br />
71,545)<br />
849,631)<br />
Capital expenditure charged<br />
off during the year<br />
-<br />
(144)<br />
-<br />
(36)<br />
(10)<br />
(190)<br />
Transfers<br />
-<br />
21,650)<br />
(16,688)<br />
-<br />
(4,962)<br />
-<br />
Transfers to operating<br />
fixed assets (note 4.1.1)<br />
-<br />
(305,320)<br />
(412,093)<br />
(31,278)<br />
(63,157)<br />
(811,848)<br />
Balance as at <strong>June</strong> 30, <strong>2011</strong><br />
10,000<br />
15,733)<br />
538,118)<br />
15,924)<br />
12,865)<br />
592,640)<br />
4.2.2 The aforementioned leasehold land is situated in Kotri, the possession of which had been transferred to the<br />
company, however, the transfer deed has not been executed and its execution process is in progress.<br />
35
5. INTANGIBLE ASSETS<br />
Note Goodwill Computer Software<br />
software implementation<br />
Total<br />
At July 1, 2009<br />
(Rupees in ’000)<br />
Cost 43,500 15,269 25,262 84,031<br />
Accumulated amortisation (37,700) (4,257) - (41,957)<br />
Net book value 5,800 11,012 25,262 42,074<br />
<strong>Year</strong> ended <strong>June</strong> 30, 2010<br />
Additions 5.2 - - 14,820 14,820<br />
Amount charged off - - (2,761) (2,761)<br />
Transfers - 37,321 (37,321) -<br />
5,800 48,333 - 54,133<br />
Amortisation for the year 5.5 (5,800) (16,178) - (21,978)<br />
Net book value as at <strong>June</strong> 30, 2010 - 32,155 - 32,155<br />
<strong>Year</strong> ended <strong>June</strong> 30, <strong>2011</strong><br />
Additions - 5,795 - 5,795<br />
Amount charged off - - - -<br />
Transfers - - - -<br />
- 37,950 - 37,950<br />
Amortisation for the year 5.5 - (19,175) - (19,175)<br />
Net book value as at <strong>June</strong> 30, <strong>2011</strong> - 18,775 - 18,775<br />
At <strong>June</strong> 30, 2010<br />
Cost 43,500 52,590 - 96,090<br />
Accumulated amortisation (43,500) (20,435) - (63,935)<br />
Net book value - 32,155 - 32,155<br />
At <strong>June</strong> 30, <strong>2011</strong><br />
Cost 43,500 58,000 - 101,500<br />
Accumulated amortisation (43,500) (39,225) - (82,725)<br />
Net book value - 18,775 - 18,775<br />
5.1 Goodwill represents amount paid on acquisition of the brand “Sparkle” from Transpak Corporation Limited.<br />
5.2 This represents cost of SAP software implemented during the year ended <strong>June</strong> 30, 2010.<br />
5.3 Computer softwares are being amortised over a useful life of 3 years.<br />
5.4 The intangible assets included a trade mark costing Rs 1.5 million in respect of the brand “Sparkle” purchased<br />
on January 4, 2001. The trade mark was fully amortised during the year ended <strong>June</strong> 30, 2005. However, it is<br />
still in active use.<br />
5.5 Amortisation charge for the year has been allocated as follows:<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Selling and distribution costs 25 5,286 11,086<br />
Administrative expenses 26 13,889 10,892<br />
19,175 21,978<br />
6. LONG TERM LOANS<br />
Considered good<br />
- due from executives 6.1, 6.2 & 6.3 6,282 9,206<br />
- due from other employees 6.2 18,006 17,331<br />
24,288 26,537<br />
Recoverable within one year 11 (10,760) (9,906)<br />
13,528 16,631<br />
6.1 Reconciliation of carrying amount of loans to executives:<br />
37<br />
Opening balance as at July 1, 2010 / 2009 9,206 8,307<br />
Disbursements 1,850 7,310<br />
Repayments (4,774) (6,411)<br />
Closing balance as at <strong>June</strong> 30 6,282 9,206
6.2 These loans are interest free and have been given to executives and other employees of the company for<br />
purchase of house, vehicles or for personal use in accordance with their terms of employment. These loans are<br />
to be repaid over a period of two to five years in equal monthly installments. Any outstanding loan due from an<br />
employee at the time of leaving the service of the company is adjustable against final settlement of staff provident<br />
fund.<br />
6.3 The maximum aggregate amount of loans due from executives at the end of any month during the year was Rs<br />
10.084 million (2010: Rs 9.811 million ).<br />
6.4 Long term loans have been carried at cost as the effect of carrying these balances at amortised cost would not<br />
be material.<br />
7. LONG TERM SECURITY DEPOSITS<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Long term security deposits 7.1 & 7.2 9,181 6,966<br />
7.1 This includes amount of Rs 4.410 million (2010: Rs 4.410 million) representing amount deposited with Water and<br />
Power Development Authority (WAPDA) for enhancement in electricity load for detergent unit at Kotri.<br />
7.2 This includes a Term Deposit Receipt (TDR) amounting to Rs 1.7 million (2010: Rs 1.7 million) issued by a<br />
banking company. This TDR has been issued to provide security to a banking company for issuance of guarantee<br />
against a lien on the TDR. The TDR carries profit at the rate of 7.226% (2010: 4%) per annum and shall mature<br />
on September 1, 2012 at which time the management intends to rollover the TDR.<br />
8. STORES AND SPARES<br />
Stores 26,819 8,842<br />
Spares 8.1 9,534 9,963<br />
24.1.3 36,353 18,805<br />
8.1 This includes spares in transit amounting to Rs 0.576 million (2010: Rs 0.761 million).<br />
9. STOCK IN TRADE<br />
Raw materials<br />
- in hand 810,209 500,712<br />
- in bonded warehouse 358,175 73,399<br />
- in transit 397,096 199,881<br />
24.1.1 1,565,480 773,992<br />
Packing materials<br />
- in hand 173,704 107,862<br />
- in transit 18,194 1,084<br />
- with third parties 91 383<br />
24.1.2 191,989 109,329<br />
Work in process 24.1 68,132 40,399<br />
Finished goods<br />
- in hand 412,069 312,261<br />
- in transit 341 1,912<br />
412,410 314,173<br />
Trading goods<br />
- in hand 129,664 81,119<br />
- in transit 3,263 3,225<br />
132,927 84,344<br />
2,370,938 1,322,237<br />
37
10. TRADE DEBTS<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Considered good<br />
- due from related parties 10.1 & 10.2 718 776<br />
- others 320,355 316,003<br />
321,073 316,779<br />
Considered doubtful<br />
- others 30,594 21,628<br />
351,667 338,407<br />
Less: Provision for impairment 10.3 & 10.5 30,594 21,628<br />
321,073 316,779<br />
10.1 Trade debts include the following amounts due from related parties:<br />
Merit Packaging Limited 25 42<br />
Clover <strong>Pakistan</strong> Limited - 384<br />
Century Paper and Board Mills Limited 23 247<br />
Tetley Clover (Private) Limited 555 46<br />
Hasanali Karabhai Foundation 4 4<br />
SIZA Services (Private) Limited 3 3<br />
Television Media Network (Private) Limited 99 44<br />
Cyber Internet Services (Private) Limited - 6<br />
SIZA Foods (Private) Limited 9 -<br />
718 776<br />
10.2 The maximum aggregate amount of receivable due from related parties at the end of any month during the year<br />
was Rs 53.269 million (2010: Rs 57.817 million).<br />
10.3 Provision for impairment<br />
Balance as at the July 1 21,628 7,057<br />
Provision made during the year 27 8,966 17,781<br />
Amounts written off (against provision) - (3,210)<br />
Balance as at the <strong>June</strong> 30 30,594 21,628<br />
10.4 As at <strong>June</strong> 30, <strong>2011</strong>, trade receivables of Rs 80.169 million (2010: Rs 124.856 million) were past due but not<br />
impaired. These relate to a number of independent customers for whom there is no recent history of default. The<br />
ageing analysis of these trade receivables is as follows:<br />
Upto 1 month 12,789 62,367<br />
1 to 6 months 24,083 35,835<br />
More than 6 months 43,297 26,654<br />
80,169 124,856<br />
10.5 As at <strong>June</strong> 30, <strong>2011</strong>, trade receivables of Rs 30.594 million (2010: Rs 21.628 million) were impaired and provided<br />
for. The ageing of these receivables is as follows:<br />
One year to five years 23,382 14,536<br />
Five years and over 7,212 7,092<br />
30,594 21,628<br />
11. LOANS AND ADVANCES<br />
Considered good<br />
Current portion of long term loans<br />
- due from executives 3,017 3,337<br />
- due from other employees 7,743 6,569<br />
6 10,760 9,906<br />
Advances<br />
- to employees 11.1 9,899 9,836<br />
- to contractors and suppliers 11.2 72,015 85,621<br />
92,674 105,363<br />
38
11.1 Advances to employees are provided to meet business expenses and are settled as and when the expenses<br />
are incurred.<br />
11.2 Advances include the following amounts due from related parties:<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Century Insurance Company Limited 393 -<br />
Television Media Network (Private) Limited 611 -<br />
Century Publication (Private) Limited 1,992 -<br />
Rollins Industries (Private) Limited - 352<br />
2,996 352<br />
12. TRADE DEPOSITS AND SHORT TERM PREPAYMENTS<br />
Security deposits 5,780 3,800<br />
Prepayments 17,145 12,172<br />
22,925 15,972<br />
13. OTHER RECEIVABLES<br />
Receivable from related parties 13.1 & 13.2 7,930 3,490<br />
Federal excise duty claimable - 379<br />
Claims receivable from an insurance company 500 322<br />
Sales tax refundable 41,439 -<br />
Others 604 -<br />
50,473 4,191<br />
13.1 Other receivables include the following amounts due from related parties:<br />
Century Insurance Company Limited 134 106<br />
Clover <strong>Pakistan</strong> Limited 742 362<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> Philippine - 6<br />
Rollins Industries (Private) Limited - 9<br />
Tetley Clover (Private) Limited 7,054 3,007<br />
7,930 3,490<br />
13.2 The maximum aggregate amount receivable from related parties at the end of any month during the year was<br />
Rs 20.938 million (2010: Rs 10.201 million).<br />
14. PROFIT RECEIVABLE FROM BANKS<br />
Profit on savings and term deposit accounts 3 3,190<br />
Profit on a term deposit receipt 10 34<br />
13 3,224<br />
15. CASH AND BANK BALANCES<br />
With banks on:<br />
- Current accounts 140,060 117,847<br />
- Savings accounts 15.1 424,149 741,989<br />
- Term deposit account 15.2 – 200,000<br />
564,209 1,059,836<br />
Cheques in hand 54,376 27,948<br />
Cash in hand 258 237<br />
618,843 1,088,021<br />
15.1 The range of rates of profit on these savings accounts is between 5.00% to 11.75% per annum (2010: 5% to<br />
11% per annum).<br />
15.2 The rate of profit on this term deposit account is nil per annum (2010: 11.50% per annum). The maturity period<br />
of the term deposit account is one month from the date of original issue.<br />
39
16. SHARE CAPITAL<br />
16.1 Authorised Capital<br />
<strong>2011</strong> 2010<br />
Number of shares<br />
40,000,000 40,000,000<br />
Ordinary shares of Rs 10 each<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
400,000 400,000<br />
16.2 Issued, subscribed and paid-up capital<br />
5,882,353<br />
5,882,353<br />
Ordinary shares of Rs 10 each<br />
fully paid in cash<br />
58,824<br />
58,824<br />
25,708,512<br />
21,587,965<br />
Ordinay shares of Rs 10 each<br />
issued as fully paid bonus shares (note 16.3)<br />
257,085<br />
215,880<br />
31,590,865<br />
27,470,318<br />
315,909<br />
274,704<br />
16.3 These shares include 4,120,547 bonus shares of Rs 10 each (2010: 3,583,085 bonus shares of Rs 10 each)<br />
issued by the company during the current year.<br />
17. RESERVES<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Capital reserve<br />
- Share premium reserve 13,456 13,456<br />
Revenue reserve<br />
- General reserve 2,870,000 2,130,000<br />
- Unappropriated profit 1,174,310 1,158,986<br />
4,057,766 3,302,442<br />
18. DEFERRED TAXATION<br />
Credit / (debit) balances arising in respect of timing differences relating to:<br />
Accelerated tax depreciation allowance 370,329 224,074<br />
Provision for compensated absences (5,148) (4,504)<br />
Provision for impairment of trade debts (10,708) (7,570)<br />
354,473 212,000<br />
19. LONG TERM DEPOSITS<br />
Security deposits obtained from:<br />
- Distributors 13,440 5,775<br />
- Transporters 500 500<br />
- Others 5 5<br />
13,945 6,280<br />
19.1 These deposits are interest free and are not refundable during the subsistence of relationship with the company.<br />
20. TRADE AND OTHER PAYABLES<br />
40<br />
Trade creditors 20.1 485,428 331,441<br />
Accrued liabilities 20.2 332,395 262,012<br />
Bills payable 596,214 104,882<br />
Amounts due to distributors 19,801 12,629<br />
Special excise duty payable 7,792 8,760<br />
Sales tax payable - 89,192<br />
Royalty payable to an associated undertaking63,999 49,670<br />
Workers’ profits participation fund 20.3 95,821 94,709<br />
Workers’ welfare fund 36,412 35,284<br />
Retention money payable 9,545 7,360<br />
Unclaimed dividend 2,605 2,174<br />
Others 20.4 17,904 12,348<br />
1,667,916 1,010,461
20.1 These balances include the following amounts due to related parties:<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Hasanali Karabhai Foundation - 467<br />
Princeton Travels (Private) Limited 603 142<br />
Merit Packaging Limited 11,460 1,493<br />
Century Insurance Company Limited - 908<br />
Century Publication (Private) Limited - 2,556<br />
Century Paper & Board Mills Limited 24,212 4,500<br />
Television Media Network (Private) Limited - 4,351<br />
Tetley Clover (Private) Limited 84 186<br />
20.2 These balances include the following amounts due to related parties:<br />
36,359 14,603<br />
Century Paper & Board Mills Limited - 1,517<br />
Clover <strong>Pakistan</strong> Limited 580 -<br />
Merit Packaging Limited 995 2,084<br />
20.3 Workers' profits participation fund<br />
1,575 3,601<br />
Balance at the beginning of the year 94,709 61,528<br />
Allocation for the year 27 95,821 94,709<br />
190,530 156,237<br />
Less: Payments during the year 94,709 61,528<br />
Balance at the end of the year 95,821 94,709<br />
20.4 These balances include the following amounts due to related parties:<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> <strong>Pakistan</strong> Limited Employees<br />
Contributory Provident Fund Trust 3,397 -<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> (Thailand) Limited - 1,072<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> (Hong Kong) Limited 299 277<br />
21. ACCRUED MARK-UP<br />
Accrued mark-up on:<br />
3,696 1,349<br />
- Long term loan - 15<br />
- Short term borrowings 124 43<br />
22. SHORT TERM RUNNING FINANCES<br />
124 58<br />
22.1 The company has arranged short-term borrowing facilities from various banks on mark-up basis to the extent of<br />
Rs 1,140 million (2010: Rs 1,140 million), which can be interchangeably utilised as running finance facilities or<br />
import credit facilities. These facilities expired during the year and were renewed subsequently. The renewed<br />
facilities are available for various periods expiring between August 15, <strong>2011</strong> to <strong>June</strong> 30, 2012. The arrangements<br />
are secured by a joint hypothecation of stocks, stores and spares, trade debts, other current assets and second<br />
charge on immovable assets of the company.<br />
22.2 The mark-up on short-term running finance facilities ranges between 14.27% to 16.00% (2010: 13.36% to 17.00%)<br />
per annum.<br />
22.3 The facilities for opening letters of credit and guarantee as at <strong>June</strong> 30, <strong>2011</strong> aggregated Rs 3,781.175 million and<br />
Rs 30 million (2010: Rs 3,254.25 million and Rs 30 million) respectively of which the amounts remaining unutilised<br />
at the year end were Rs 2,954.091 million and Rs 9 million (2010: Rs 2,720.264 million and Rs 11.7 million)<br />
respectively.<br />
41
23. CONTINGENCIES AND COMMITMENTS<br />
23.1 Contingencies<br />
23.1.1 As a result of a recovery suit of Rs 31.455 million alongwith interest at the rate of thirteen percent (13%) per<br />
annum filed by the Octroi Contractor against the Government of Sindh, Union Council Bulari and Kotri Association<br />
of Trade and Industries (KATI) in the Civil Court, the Honorable Senior Judge issued a decree of Rs 7.336 million<br />
in favour of Octroi Contractor. KATI had filed an appeal in the High Court of Sindh, whereas, the Octroi Contractor<br />
had also filed an appeal requesting to enhance the amount of decree. Subsequently, the case was transferred<br />
to the Additional District Judge Kotri by the High Court of Sindh. The District Judge allowed the appeal in favour<br />
of KATI and remanded the case to Senior Civil Judge Kotri for adjudication. The relevant case has been dismissed<br />
by the Senior Civil Judge in favour of KATI. Subsequently the Octroi contractor has filed an appeal in the District<br />
Court Jamshoro against the dismissal. If the contractor's appeal is decided in its favour, then the company, being<br />
a member of KATI, would be required to pay its share as determined by the Court out of the total decree amount.<br />
The management of the company, based on the advice of its legal counsel handling the subject matter, is confident<br />
that the appeal will be decided in favour of KATI. Accordingly, no provision has been made in the financial<br />
statements on this account.<br />
23.1.2 Cases have been filed against the company by some employees claiming approximately Rs 1.541 million (2010:<br />
Rs 1.8 million) in aggregate. Provision has not been made in these financial statements for the aforementioned<br />
amounts as the management of the company, based on the advice of its legal counsel handling the subject<br />
cases, is of the opinion that matters shall be decided in the company’s favour.<br />
23.1.3 Post dated cheques have been issued to custom authorities as a security in respect of duties and taxes amounting<br />
to Rs 382.324 million (2010: Rs 114.150 million) payable at the time of exbonding of imported goods. In the event<br />
the goods are not cleared from custom warehouse within the prescribed time period, cheques issued as security<br />
shall be encashable.<br />
23.1.4 Contingent liabilities in respect of indemnities given to financial institutions for guarantees issued by them on<br />
behalf of the company in the normal course of business aggregate Rs 21 million (2010: Rs 18.3 million).<br />
23.2 Commitments<br />
23.2.1 Commitments in respect of capital expenditure amount to Rs 101.898 million (2010: Rs 58.092 million).<br />
23.2.2 Outstanding letters of credit and acceptances amount to Rs 759.004 million (2010: Rs 519.528 million).<br />
23.2.3 Outstanding duties leviable on clearing of stocks amount to Rs 16.027 million (2010: Rs 8.743 million).<br />
24. COST OF SALES<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Opening stock of finished goods (including trading goods) 398,517 347,080<br />
Cost of goods manufactured 24.1 8,468,757 6,340,393<br />
Purchases of trading goods 1,667,919 1,410,445<br />
10,535,193 8,097,918<br />
Less: Closing stock of finished goods (including trading goods) 9 545,337 398,517<br />
9,989,856 7,699,401<br />
42
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
24.1 Cost of goods manufactured<br />
Opening stock of work in process 40,399 105,539<br />
Raw materials consumed 24.1.1 & 24.2 5,836,638 4,315,539<br />
Packing materials consumed 24.1.2 & 24.2 1,784,861 1,250,686<br />
Stores and spares consumed 24.1.3 29,889 22,900<br />
Salaries, wages and other benefits 321,078 261,219<br />
Staff retirement gratuity 39.8 10,366 9,958<br />
Provident fund 6,397 5,661<br />
Power and fuel 209,081 169,668<br />
Repairs and maintenance 24,478 29,151<br />
Rent, rates and taxes 1,841 2,244<br />
Insurance 17,670 16,804<br />
Laboratory expenses 5,837 5,429<br />
Cartage 79,297 54,248<br />
Depreciation 4.1.8 142,310 101,047<br />
Other manufacturing expenses 26,747 33,410<br />
8,536,889 6,383,503<br />
Less: Recovery from related parties - 720<br />
Insurance claims against fire damages - 1,991<br />
8,536,889 6,380,792<br />
Less: Closing stock of work in process 9 68,132 40,399<br />
8,468,757 6,340,393<br />
24.1.1 Raw materials consumed<br />
Opening stock 773,992 584,457<br />
Purchases 6,628,126 4,505,074<br />
7,402,118 5,089,531<br />
Less: Closing stock 9 1,565,480 773,992<br />
5,836,638 4,315,539<br />
24.1.2 Packing materials consumed<br />
Opening stock 109,329 91,356<br />
Purchases 1,867,521 1,268,659<br />
1,976,850 1,360,015<br />
Less: Closing stock 9 191,989 109,329<br />
24.1.3 Stores and spares consumed<br />
1,784,861 1,250,686<br />
Opening stock 18,805 15,138<br />
Purchases 47,437 26,567<br />
66,242 41,705<br />
Less: Closing stock 8 36,353 18,805<br />
29,889 22,900<br />
24.2 Cost of sales includes amounts written off during the year in respect of the following:<br />
- Raw materials - 7,060<br />
- Packing materials<br />
- Finished Goods<br />
1,746 4,453<br />
1,190 -<br />
43
25. SELLING AND DISTRIBUTION COSTS<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Salaries, wages and other benefits 204,768 184,867<br />
Staff retirement gratuity 39.8 3,253 2,973<br />
Provident fund 6,287 5,557<br />
Travelling and conveyance 31,133 33,288<br />
Repairs and maintenance 5,291 4,948<br />
Vehicle running expenses 88,802 78,123<br />
Advertising and sales promotion 1,120,151 1,021,084<br />
Royalty on sale of licensed products 63,999 49,670<br />
Postage, telephone and internet charges 10,846 10,646<br />
Rent, rates and taxes 16,308 13,984<br />
Printing and stationery 3,667 3,568<br />
Subscription and membership 2,479 3,417<br />
Legal and professional 2 92<br />
Freight 503,486 389,724<br />
Electricity 6,808 5,974<br />
Insurance 13,630 14,129<br />
Security service charges 5,477 5,051<br />
Depreciation 4.1.8 22,568 14,815<br />
Amortisation 5.5 5,286 11,086<br />
Other expenses 13,629 6,495<br />
2,127,870 1,859,491<br />
Less: Recovery from related parties 12,677 13,393<br />
2,115,193 1,846,098<br />
26. ADMINISTRATIVE EXPENSES<br />
Salaries, wages and other benefits 78,841 71,151<br />
Staff retirement gratuity 39.8 3,743 3,440<br />
Provident fund 3,150 2,699<br />
Travelling and conveyance 4,902 3,799<br />
Repairs and maintenance 7,747 3,719<br />
Vehicle running expenses 7,357 5,891<br />
Postage, telephone and internet charges 2,260 3,003<br />
Rent, rates and taxes 4,594 5,776<br />
Printing and stationery 1,386 2,410<br />
Subscription and membership 2,033 5,850<br />
Legal and professional 1,603 2,161<br />
Electricity 2,179 2,931<br />
Insurance 6,652 2,729<br />
Security service charges 3,898 3,454<br />
Depreciation 4.1.8 13,767 11,483<br />
Software amortisation 5.5 13,889 10,892<br />
Others 480 1,365<br />
158,481 142,753<br />
Less: Recovery from related parties 732 732<br />
157,749 142,021<br />
27. OTHER OPERATING EXPENSES<br />
Workers’ profits participation fund 20.3 95,821 94,709<br />
Workers’ welfare fund 36,412 35,284<br />
Auditors’ remuneration 27.1 1,057 914<br />
Property, plant and equipment - written off 4.1.1 1,214 111<br />
Donations 27.2 17,343 6,735<br />
Advances to ex-employees written off - 37<br />
Provision for impairment - trade debts 10.3 8,966 17,781<br />
Net exchange loss 3,268 635<br />
164,081 156,206<br />
44
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
27.1 Auditors’ remuneration<br />
Audit fee 480 400<br />
Fee for half yearly review and other certifications 470 425<br />
Out of pocket expenses 107 89<br />
1,057 914<br />
27.2 Donations include the following in which a director is interested:<br />
Name of director Interest Name and address of donee<br />
in donee<br />
Mr Iqbal Ali Lakhani (See note below) Special Olympics <strong>Pakistan</strong>, 205, 600 450<br />
Sunset Tower, Sunset Boulevard,<br />
DHA, Phase-II, Karachi.<br />
Note: Spouse of Mr Iqbal Ali Lakhani is the Program<br />
Chief Executive of the donee organisation.<br />
Mr Zulfiqar Ali Lakhani (See note below) Zulfiqar & Fatima Foundation, 9 - 13,200 6,000<br />
Khayaban-e-Ghazi, DHA, Phase-<br />
V, Karachi.<br />
Note: Mr Zulfiqar Ali Lakhani, his spouse and children<br />
are trustees of the donee organisation.<br />
Mr Zulfiqar Ali (See note below) Donation made to Swat IDPs 1,500 -<br />
Lakhani, Mr Amin<br />
through Hasanali Karabahi<br />
Mohammed Lakahni<br />
Foundation.<br />
and Mr Iqbal Ali Lakhani<br />
Note: The above mentioned directors are trustees of the Hasanali<br />
Karabahi Foundation.<br />
Mr Iqbal Ali Lakhani (See note below) <strong>Pakistan</strong> Business Council, M-02 - 150<br />
Mezzanine Floor, Beaumont Plaza,<br />
10 Beaumont Road, Karachi.<br />
Note: Mr Iqbal Ali Lakhani is a common director.<br />
Mr Sultan Ali Lakhani (See note below) Express Helpline Trust, Plot No. 2,023 -<br />
5, Expressway, Off. Korangi<br />
Road, Karachi.<br />
Note: Mr Sultan Ali Lakhani is the trustee of donee organization.<br />
28. OTHER OPERATING INCOME<br />
Income from financial assets / liabilities<br />
Profit on savings and term deposit accounts 45,080 77,275<br />
Profit on a term deposit receipt 3,063 68<br />
Profit on short term investment 295 -<br />
Gain on disposal of short term investments 10,220 -<br />
Liabilities no longer payable written back 3,069 491<br />
Income from non-financial assets<br />
Insurance commission 4,662 3,955<br />
Gain on disposal of property, plant and equipment 4.1.7 3,069 6,042<br />
Sale of scrap 3,115 1,767<br />
Profit on sale of material - 46<br />
72,573 89,644<br />
45
29. FINANCE COST<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Markup on:<br />
- Long term loan 7 237<br />
- Short term borrowings 622 1,353<br />
Guarantee commission 363 306<br />
Bank commission and other charges 10,941 9,140<br />
11,933 11,036<br />
30. TAXATION<br />
Current<br />
- for the year 472,892 560,800<br />
- for prior years' 1,436 753<br />
Deferred 142,473 51,000<br />
616,801 612,553<br />
30.1 Reconciliation between the average effective tax rate and the applicable tax rate.<br />
<strong>2011</strong> 2010<br />
Percentage<br />
Applicable tax rate 35.00 35.00<br />
Tax effect of income that is not taxable<br />
in determining tax liability (0.09) -<br />
Tax effect of income assessed under presumptive tax regime (1.51) (0.32)<br />
Tax effect of income tax provision relating to prior year 0.08 0.04<br />
Tax effect of surchage 1.09 -<br />
34.57 34.72<br />
31. EARNINGS PER SHARE<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Profit after taxation 1,167,380 1,151,639<br />
(Number of shares)<br />
Weighted average number of ordinary shares outstanding<br />
during the year - restated 31,590,865 31,590,865<br />
(Rupees)<br />
Earnings per share - restated 36.95 36.45<br />
31.1 There are no dilutive potential ordinary shares outstanding as at <strong>June</strong> 30, <strong>2011</strong> and 2010.<br />
46<br />
32. CASH GENERATED FROM OPERATIONS<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Profit before taxation 1,784,181 1,764,192<br />
Adjustment for non-cash charges and other items:<br />
Depreciation and amortisation expense 197,820 149,323<br />
Gain on sale of property, plant and equipment (3,069) (6,042)<br />
Provision for impairment - trade debts 8,966 17,781<br />
Advances to employees written off - 37<br />
Profit on savings and term deposit accounts (45,080) (77,275)<br />
Profit on a term deposit receipt (3,063) (68)<br />
Profit on disposal of short term investment (10,220) -<br />
Finance costs 11,933 11,036<br />
Net exchange loss 3,268 635<br />
Stocks written off 2,936 11,513<br />
Property, plant and equipment written off 1,214 111<br />
Capital work-in-progress charged off 190 89<br />
Intangibles charged off - 2,761<br />
Working capital changes 32.1 (463,248) (97,618)<br />
1,485,828 1,776,475
32.1 Working capital changes<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
(Increase) in current assets:<br />
Stores and spares (17,548) (3,667)<br />
Stock in trade (1,051,637) (205,318)<br />
Trade debts (13,260) 4,930<br />
Loans and advances 13,543 54,588<br />
Trade deposits and short term prepayments (6,953) 9,752<br />
Other receivables (46,282) 7,949<br />
(1,122,137) (131,766)<br />
Increase in current liabilities:<br />
Trade and other payables 658,889 34,148<br />
(463,248) (97,618)<br />
33. PROPOSED DIVIDEND<br />
The Board of Directors at their meeting held on July 28, <strong>2011</strong> have proposed a cash dividend of Rs 14 per share<br />
(2010: Rs 13.5 per share) for the year ended <strong>June</strong> 30, <strong>2011</strong>, amounting to Rs 442.273 million (2010: Rs 370.851<br />
million), bonus issue of 4.739 million shares (2010: 4.121 million shares) at the rate of three shares for every<br />
twenty shares held (2010: three shares for every twenty shares held) and transfer to general reserve of Rs 680<br />
million (2010: Rs 740 million) subject to the approval of members at the annual general meeting to be held on<br />
September 12, <strong>2011</strong>.<br />
34. RELATED PARTY DISCLOSURES<br />
34.1 Disclosure of transactions between the company and related parties<br />
The related parties comprise associated companies, staff retirement funds, directors and key management<br />
personnel. The company in the normal course of business carries out transactions with various related parties.<br />
Significant balances and transactions with related parties are as follows:<br />
Nature of transaction<br />
Note<br />
Relationship with<br />
the Company<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Sale of goods, services provided and<br />
reimbursement of expenses<br />
Century Paper & Board Mills Limited Associate 371 423<br />
Clover <strong>Pakistan</strong> Limited Associate 15,143 22,479<br />
Merit Packaging Limited Associate 113 82<br />
Rollins Industries (Private) Limited 34.3 Related party 571,202 484,400<br />
Tetley Clover (Private) Limited Associate 6,937 5,084<br />
Cyber Internet Services (Private) Limited Associate 17 6<br />
Hasanali Karabhai Foundation Associate 721 78<br />
SIZA Services (Private) Limited Associate 15 20<br />
Televison Media Network (Private) Limited Associate 99 79<br />
Siza Foods (Private) Limited Associate 21 -<br />
Lakson Business Solution Limited Associate 1 -<br />
594,640 512,651<br />
47
Nature of transaction<br />
Note<br />
Relationship with<br />
the Company<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Purchase of goods, services received and<br />
reimbursement of expenses<br />
Century Insurance Company Limited Associate 84,470 63,329<br />
Century Paper & Board Mills Limited Associate 270,992 153,032<br />
Century Publication (Private) Limited Associate 10,340 14,437<br />
Clover <strong>Pakistan</strong> Limited Associate 2,548 3,824<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> China Subsidiary of CP-USA 46,646 61,235<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> (Vietnam) Limited Subsidiary of CP-USA 68,743 36,817<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> Company USA Joint venture company 137,697 70,085<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> (Hong Kong) Limited Subsidiary of CP-USA - 438<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> (Thailand) Limited Subsidiary of CP-USA 16,389 14,984<br />
Cyber Internet Services (Private) Limited Associate 7,118 8,512<br />
Lakson Business Solution Limited Associate 1,025 1,093<br />
Merit Packaging Limited Associate 95,448 47,106<br />
Princeton Travels (Private) Limited Associate 9,144 6,654<br />
<strong>Pakistan</strong> Business Council Common Director 750 -<br />
Rollins Industries (Private) Limited 34.3 Related party 2,002,103 1,693,314<br />
SIZA (Private) Limited Associate 24 259<br />
SIZA Foods (Private) Limited Associate 30 2,803<br />
SIZA Services (Private) Limited Associate 6 -<br />
Sybird (Private) Limited Associate 2,335 2,014<br />
Tetley Clover (Private) Limited Associate 706 931<br />
Television Media Network (Private) Limited Associate 43,523 54,752<br />
2,800,037 2,235,619<br />
Rent, allied and other charges<br />
Hasanali Karabhai Foundation Associate 15,064 16,048<br />
SIZA Services (Private) Limited Associate 710 670<br />
Reliance Chemicals (Private) Limited Associate 2,179 2,149<br />
Century Paper & Board Mills Limited Associate 233 -<br />
18,186 18,867<br />
Purchase of short term investments<br />
Lakson Investments Limited Associate 200,000 -<br />
Sale proceeds on redemption of short term investments<br />
Lakson Investments Limited Associate 210,219 -<br />
Profit on short term investments<br />
Lakson Investments Limited Associate 296 -<br />
Royalty charges<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> Company USA Joint venture company 63,999 49,670<br />
Sale of property, plant and equipment<br />
SIZA Services (Private) Limited Associate - 150<br />
Clover <strong>Pakistan</strong> Limited Associate 25 -<br />
Merit Packaging Limited Associate - 260<br />
25 410<br />
48
Nature of transaction<br />
Note<br />
Relationship with<br />
the Company<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Contribution to staff retirement benefits<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> (<strong>Pakistan</strong>) Limited Employees<br />
Contributory Provident Fund Employees fund 15,834 13,917<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> (<strong>Pakistan</strong>) Limited<br />
Employees Gratuity Fund Employees fund 17,362 16,371<br />
33,196 30,288<br />
Donations<br />
Special Olympics <strong>Pakistan</strong> 27.2 Related party 600 450<br />
Hasanali Karabhai Foundation 27.2 Associate 1,500 -<br />
Zulfiqar & Fatima Foundation 27.2 Associate 13,200 6,000<br />
<strong>Pakistan</strong> Business Council 27.2 Common Director - 150<br />
Express Helpline Trust 27.2 Related party 2,023 -<br />
17,323 6,600<br />
Compensation paid to key management personnel<br />
Short-term employee benefits including<br />
compensated absences Key management personnel 27,492 25,055<br />
Post employment benefits --do-- 3,049 2,666<br />
30,541 27,721<br />
Insurance claims received<br />
Century Insurance Company Limited Associate 1,870 10,778<br />
Insurance commission income<br />
Century Insurance Company Limited Associate 4,662 3,955<br />
Purchase of property, plant and equipment<br />
Tetley Clover (Private) Limited Associate 82 6,365<br />
Clover <strong>Pakistan</strong> Limited Associate 32,287 55<br />
Lakson Investments Limited Associate 65 -<br />
32,434 6,420<br />
Dividend paid<br />
<strong>Colgate</strong>-<strong>Palmolive</strong> Company USA Joint venture company 111,255 82,411<br />
Century Insurance Company Limited Associate 136 101<br />
Premier Fashions (Private) Limited Associate 60,006 44,449<br />
SIZA (Private) Limited Associate 29,094 21,551<br />
SIZA Services (Private) Limited Associate 104,732 77,579<br />
SIZA Commodities (Private) Limited Associate 34,264 25,381<br />
Rollins Industries (Private) Limited Related party 15 11<br />
339,502 251,483<br />
34.2 The related party status of outstanding balances as at <strong>June</strong> 30, <strong>2011</strong> are included in trade debts (note 10 ), other<br />
receivables (note 13), loans and advances (note 11) and trade and other payables (note 20).<br />
34.3 Rollins Industries (Private) Limited is a third party whose manufacturing process is dependent on the company.<br />
35. REMUNERATION OF CHIEF EXECUTIVE, DIRECTOR AND EXECUTIVES<br />
35.1 The aggregate amount charged in these financial statements for remuneration, including certain benefits to the<br />
chief executive, the director and executives of the company, are as follows:<br />
49
Managerial remuneration 5,382 5,382 2,279 2,085 85,711 64,248<br />
Bonus / commission - - 367 335 12,238 12,212<br />
Staff retirement gratuity - - 578 546 1,652 1,398<br />
Provident fund - - 206 188 6,949 5,436<br />
Housing 1,614 1,614 1,026 938 36,592 28,939<br />
Utilities 899 809 - - - -<br />
Motor vehicles 608 528 212 195 9,500 6,855<br />
Others - - 237 218 11,085 10,542<br />
8,503 8,333 4,905 4,505 163,727 129,630<br />
Number of persons 1 1 1 1 77 58<br />
35.2 Chief executive, a working director and the executives of the company are also provided with company maintained<br />
cars.<br />
36. FINANCIAL INSTRUMENTS BY CATEGORY<br />
<strong>2011</strong> 2010<br />
FINANCIAL ASSETS<br />
(Rupees in ’000)<br />
Loans and receivables at amortised cost<br />
Long term loans 13,528 16,631<br />
Long term security deposits 9,181 6,966<br />
Trade debts 321,073 316,779<br />
Loans and advances 20,659 19,742<br />
Trade deposits 5,780 3,800<br />
Other receivables 8,430 3,812<br />
Profit receivable from banks 13 3,224<br />
Cash and bank balances 618,843 1,088,021<br />
997,507 1,458,975<br />
FINANCIAL LIABILITIES<br />
Financial liabilities at amortised cost<br />
Long term loan - 625<br />
Long term deposits 13,945 6,280<br />
Trade and other payables 1,508,090 769,887<br />
Accrued mark-up 124 58<br />
1,522,159 776,850<br />
37. FINANCIAL INSTRUMENTS AND RELATED DISCLOSURES<br />
37.1 The company’s activities expose it to certain financial risks. Such financial risks emanate from various factors<br />
that include, but not limited to, market risk, credit risk and liquidity risk. The company’s overall risk management<br />
focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the<br />
company’s financial performance. Risks measured and managed by the company are explained in notes 37.1.1,<br />
37.1.2 and 37.1.3 below:<br />
37.1.1 Credit risk and concentration of credit risk<br />
Chief Executive Director<br />
Executives<br />
<strong>2011</strong> 2010 <strong>2011</strong> 2010 <strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Credit risk represents the accounting loss that would be recognised at the reporting date if counter parties fail<br />
completely to perform as contracted.<br />
Credit risk arises from cash and cash equivalents, derivative financial instruments and deposits with banks and<br />
financial institutions, as well as credit exposures to customers, including trade receivables and committed<br />
transactions. Out of the total financial assets of Rs 997.507 million (2010: Rs 1,458.975 million), the financial<br />
assets that are subject to credit risk amounted to Rs 997.249 million (2010: Rs 1,458.738 million).<br />
50
The maximum exposure to credit risk as at <strong>June</strong> 30, <strong>2011</strong>, along with comparative is tabulated below:<br />
Financial assets<br />
<strong>2011</strong> 2010<br />
(Rupees in ’000)<br />
Long term loans 13,528 16,631<br />
Long term security deposits 9,181 6,966<br />
Trade debts 321,073 316,779<br />
Loans and advances 20,659 19,742<br />
Trade deposits 5,780 3,800<br />
Other receivables 8,430 3,812<br />
Profit receivable from banks 13 3,224<br />
Cash and bank balances 618,585 1,087,784<br />
997,249 1,458,738<br />
The bank balances along with credit ratings are tabulated below:<br />
Credit ratings<br />
A-1+ 551,396 1,044,377<br />
A-1 10,324 9,996<br />
A2 1,362 2,825<br />
F1+ 1,127 -<br />
F1 - 2,638<br />
564,209 1,059,836<br />
Due to the company’s long standing business relationships with these counterparties and after giving due<br />
consideration to their strong financial standing, management does not expect non-performance by these counter<br />
parties on their obligations to the company.<br />
For trade receivables, internal risk assessments process determines the credit quality of the customer, taking<br />
into account its financial position, past experience and other factors. Individual risk limits are fixed based on<br />
internal or external ratings in accordance with limits set by the management. The utilisation of credit limits is<br />
regularly monitored. Accordingly the credit risk is minimal and the company also believes that it is not exposed<br />
to major concentration of credit risk.<br />
The breakup of amount due from customers other than related parties as stated in note 10 is presented below:<br />
Due from customers other than related parties<br />
Institutional customers 233,434 220,884<br />
Distributors 117,515 116,747<br />
350,949 337,631<br />
Out of Rs 350.949 million (2010: 337.631 million), the company has provided Rs 30.594 million (2010: 21.628<br />
million) as the amounts being doubtful to be recovered from them.<br />
37.1.2 Liquidity risk<br />
Liquidity risk is the risk that an enterprise will encounter difficulties in raising funds to meet commitments associated<br />
with financial instruments. The management believes that it is not exposed to any significant level of liquidity<br />
risk.<br />
The management forecasts the liquidity of the company on basis of expected cash flow considering the level<br />
of liquid assets necessary to meet such risk. This involves monitoring balance sheet liquidity ratios against<br />
internal and external regulatory requirements and maintaining debt financing plans.<br />
51
Financial liabilities in accordance with their contractual maturities are presented below :<br />
Interest/mark-up bearing<br />
Maturity Maturity Sub-total<br />
within one after one<br />
year year<br />
Non- interest/mark-up bearing<br />
Maturity Maturity Sub-total<br />
within one after one<br />
year year<br />
Total<br />
Financial liabilities<br />
Long term deposits<br />
Trade and other payables<br />
Accrued mark-up<br />
–<br />
–<br />
–<br />
–<br />
–<br />
–<br />
–<br />
–<br />
<strong>June</strong> 30, <strong>2011</strong><br />
(Rupees in ’000)<br />
–<br />
–<br />
–<br />
–<br />
-<br />
1,508,090<br />
124<br />
1,508,214<br />
13,945<br />
-<br />
-<br />
13,945<br />
13,945<br />
1,508,090<br />
124<br />
1,522,159<br />
13,945<br />
1,508,090<br />
124<br />
1,522,159<br />
Financial liabilities<br />
Long term loan<br />
Long term deposits<br />
Trade and other payables<br />
Accrued mark-up<br />
625<br />
–<br />
–<br />
–<br />
625<br />
–<br />
–<br />
–<br />
–<br />
–<br />
<strong>June</strong> 30, 2010<br />
(Rupees in ’000)<br />
625<br />
–<br />
–<br />
–<br />
625<br />
-<br />
-<br />
769,887<br />
58<br />
769,945<br />
-<br />
6,280<br />
-<br />
-<br />
6,280<br />
-<br />
6,280<br />
769,887<br />
58<br />
776,225<br />
625<br />
6,280<br />
769,887<br />
58<br />
776,850<br />
37.1.3 Market Risk<br />
Currency Risk<br />
Foreign currency risk arises mainly where receivables and payables exist due to transactions entered into foreign<br />
currencies. The company primarily has foreign currency exposures in US Dollars (USD).<br />
At <strong>June</strong> 30, <strong>2011</strong>, if the currency had weakened / strengthened by 5% against the USD with all other variables<br />
held constant, pre-tax profit for the year would have been higher / lower by approximately Rs 30 million (2010:<br />
approximately Rs 6 million ). This will mainly result due to foreign exchange gains / losses on translation of USDdenominated<br />
bank balances and bills payables.<br />
Interest rate risk<br />
Interest / mark-up rate risk arises from the possibility that changes in interest / mark-up rates will affect the value<br />
of financial instruments. At <strong>June</strong> 30, <strong>2011</strong> the company's financial instruments mainly affected due to changes<br />
in the interest rates are balances placed on deposits with banks where changes in interest rates may have impact<br />
on the future profits / cash flows. The effects of changes in interest rates on the future profits arising on the<br />
balances placed on deposits with banks is not considered to be material. The company places its funds in banks<br />
having good credit ratings as also stated in note 37.1.1.<br />
Other price risk<br />
Other price risk is the risk that the fair value or future cash flows from a financial instrument will fluctuate due<br />
to changes in market prices (other than those arising from interest rate risk or currency risk), whether those<br />
changes are caused by factors specific to the individual financial instrument or its issuer, or factors affecting all<br />
similar financial instruments traded in the market. The Company does not have financial instruments dependent<br />
on market prices.<br />
37.1.4 Fair value of financial instruments<br />
Fair value is an amount for which an asset could be exchanged, or a liability settled, between knowledgeable<br />
willing parties in an arm's length transaction. Consequently, differences may arise between the carrying value<br />
and the fair value estimates.<br />
As at <strong>June</strong> 30, <strong>2011</strong> the net fair value of all financial assets and financial liabilities are estimated to approximate<br />
their carrying values.<br />
52
37.1.5 Capital risk management<br />
The company’s objectives when managing capital are to safeguard the company’s ability to continue as a going<br />
concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an<br />
optimal capital structure.<br />
In order to maintain or adjust the capital structure, the company may adjust the amount of dividends paid to<br />
shareholders, return capital to shareholders or issue new shares or sell assets to reduce debt.<br />
Consistent with others in the industry, the company manages its capital risk by monitoring its debt levels and<br />
liquid assets and keeping in view future investment requirements and expectation of the shareholders. Debt is<br />
calculated as total borrowings ('long term loan' and 'current maturity of the long term loan' as shown in the balance<br />
sheet). Total capital comprises shareholders’ equity as shown in the balance sheet under 'share capital and<br />
reserves'.<br />
As at <strong>June</strong> 30, <strong>2011</strong> and 2010, the company had surplus cash reserves to meet its requirements and there was<br />
no net debt position.<br />
38. ENTITY-WIDE INFORMATION<br />
38.1 The company constitutes of a single reportable segment, the principal classes of products of which are Personal<br />
Care, Home Care and Others.<br />
38.2 Information about products<br />
The company's principal classes of products accounted for the following percentages of sales:<br />
<strong>2011</strong> 2010<br />
Personal Care 24% 23%<br />
Home Care 73% 74%<br />
Others 3% 3%<br />
100% 100%<br />
38.3 Information about geographical areas<br />
The company does not hold non-current assets in any foreign country. Revenues from external customers<br />
attributed to foreign countries in aggregate are not material.<br />
38.4 Information about major customers<br />
Information about major customers constitutes information relating to revenues from transactions with any single<br />
external customer which amount to 10 per cent or more of an entity's revenues.<br />
The company does not have transactions with any external customer which amount to 10 percent or more of<br />
the entity's revenues.<br />
39. DEFINED BENEFIT PLAN (Staff Retirement Gratuity)<br />
39.1 The disclosures made in notes 39.2 to 39.14 are based on the information included in the actuarial valuation<br />
report as of <strong>June</strong> 30, <strong>2011</strong>.<br />
39.2 The actuarial valuation of gratuity plan was carried out as at <strong>June</strong> 30, <strong>2011</strong>. The projected unit credit method<br />
using the following significant assumptions was used for this valuation:<br />
<strong>2011</strong> 2010<br />
Percentage<br />
- Discount rate - per annum compound<br />
14 12<br />
- Expected rate of increase in salaries - per annum<br />
13 11<br />
- Expected rate of return on plan assets - per annum<br />
14 12<br />
39.3 Mortality rate<br />
The rates assumed were based on the EFU 61-66 mortality table.<br />
53
39.4 The amounts recognised in the balance sheet are as follows:<br />
Note<br />
<strong>2011</strong> 2010<br />
(Rupees in ‘000)<br />
Present value of defined benefit obligation 39.5 135,044 112,924<br />
Fair value of plan assets 39.6 107,068 82,962<br />
Deficit 27,976 29,962<br />
Unrecognised net actuarial losses (22,465) (22,615)<br />
Unrecognised past service cost (5,511) (7,347)<br />
Payable to the gratuity fund - -<br />
39.5 Movement in defined benefit obligation<br />
Present value of defined benefit<br />
obligation as at July 1, 2010 / 2009 112,924 90,954<br />
Current service cost 11,059 9,431<br />
Interest cost 13,551 10,914<br />
Actuarial losses 3,990 3,186<br />
Transfer of an employee 64 -<br />
Benefits paid (6,544) (1,561)<br />
Present value as at <strong>June</strong> 30 135,044 112,924<br />
39.6 Movement in fair value of plan assets<br />
Fair value as at July 1, 2010 / 2009 82,962 57,899<br />
Expected return on plan assets 9,955 6,948<br />
Actuarial Gain 3,269 3,305<br />
Company contributions 17,362 16,371<br />
Transfer of an employee 64 -<br />
Benefits paid (6,544) (1,561)<br />
Fair value as at <strong>June</strong> 30 107,068 82,962<br />
39.7 Movement in net liability in the balance sheet is as follows:<br />
Charge for the year 39.8 17,362 16,371<br />
Contributions made during the year to the fund (17,362) (16,371)<br />
Closing balance of net liability - -<br />
39.8 Charge for the year has been allocated as under:<br />
Cost of sales 24.1 10,366 9,958<br />
Selling and distribution costs 25 3,253 2,973<br />
Administrative expenses 26 3,743 3,440<br />
39.9 The following amounts have been charged to income in respect of the gratuity plan:<br />
17,362 16,371<br />
Current service cost 11,059 9,431<br />
Interest cost 13,551 10,914<br />
Past service cost – non vested 1,836 1,837<br />
Actuarial loss charge 871 1,137<br />
Expected return on plan assets (9,955) (6,948)<br />
17,362 16,371<br />
Actual return on plan assets 13,224 10,253<br />
39.10 Unrecognised actuarial losses<br />
54<br />
Net unrecognised actuarial<br />
(gains)/losses at July 1, 2010 / 2009 22,615 23,871<br />
Actuarial loss/(gain) on obligations 3,990 3,186<br />
Actuarial loss/(gain) on assets (3,269) (3,305)<br />
Subtotal 23,336 23,752<br />
Actuarial gain/(loss) recognised (871) (1,137)<br />
Unrecognised actuarial (gain) / loss as at <strong>June</strong> 30 22,465 22,615
39.11 Amounts for the current period and previous four annual periods of the fair value of plan assets, present value<br />
of the defined benefit obligation and the deficit arising thereon are as follows:<br />
<strong>2011</strong><br />
2010 2009<br />
(Rupees in ’000)<br />
2008 2007<br />
As at <strong>June</strong> 30<br />
Present value of defined<br />
benefit obligation 135,044 112,924 90,954 72,505 62,378<br />
Fair value of plan assets (107,068) (82,962) (57,899) (49,149) (42,781)<br />
Deficit 27,976 29,962 33,055 23,356 19,597<br />
Experience adjustment:<br />
Gain / (loss) on plan assets<br />
(as percentage of plan assets) 3.05 3.98 (8.32) (4.46) 8.28<br />
Loss on obligations<br />
(as a percentage of obligation) 2.95 2.82 5.83 4.75 5.94<br />
39.12 Plan assets comprise of the following:<br />
<strong>2011</strong><br />
(Rupees in ’000) Percentage<br />
2010<br />
(Rupees in ’000) Percentage<br />
Shares and units of mutual funds 11,550 10.79 10,447 12.59<br />
Debt 78,679 73.49 2,055 2.48<br />
Cash 16,839 15.72 70,460 84.93<br />
107,068 100.00 82,962 100.00<br />
39.13 The expected return on plan assets is based on the market expectations and depends upon the asset portfolio<br />
of the company, at the beginning of the period, for returns over the entire life of related obligation.<br />
39.14 Expected contribution to post employment benefit plan for the year ending <strong>June</strong> 30, 2012 is Rs 19.281 million<br />
(<strong>2011</strong>: Rs 17.362 million).<br />
40. PLANT CAPACITY AND ACTUAL PRODUCTION<br />
<strong>2011</strong> 2010<br />
(Quantities in tons)<br />
Capacity 208,460 144,460<br />
Production 135,426 117,344<br />
The underutilisation of capacity was due to market constraints.<br />
41. DATE OF AUTHORISATION FOR ISSUE<br />
These financial statements were authorised for issue on July 28, <strong>2011</strong> by the board of directors of the company.<br />
Zulfiqar Ali Lakhani<br />
Chief Executive<br />
Tasleemuddin Ahmed Batlay<br />
Director<br />
55
PATTERN OF SHAREHOLDING<br />
Held by the Shareholders as at <strong>June</strong> 30, <strong>2011</strong><br />
Incorporation Number K-5010 OF 1997-78<br />
CUIN Registration NO.005832<br />
No of<br />
shareholders<br />
338<br />
159<br />
68<br />
84<br />
6<br />
5<br />
1<br />
1<br />
1<br />
1<br />
1<br />
2<br />
1<br />
1<br />
1<br />
1<br />
1<br />
1<br />
1<br />
From<br />
1<br />
101<br />
501<br />
1,001<br />
5,001<br />
10,001<br />
15,001<br />
25,001<br />
30,001<br />
40,001<br />
90,001<br />
105,001<br />
240,001<br />
1,655,001<br />
2,475,001<br />
2,915,001<br />
5,110,001<br />
8,920,001<br />
9,475,001<br />
Shareholdings<br />
100<br />
500<br />
1,000<br />
5,000<br />
10,000<br />
15,000<br />
20,000<br />
30,000<br />
35,000<br />
45,000<br />
95,000<br />
110,000<br />
245,000<br />
1,660,000<br />
2,480,000<br />
2,920,000<br />
5,115,000<br />
8,925,000<br />
9,480,000<br />
To<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Shares<br />
Total<br />
shares held<br />
6,413<br />
39,253<br />
43,566<br />
171,757<br />
40,308<br />
57,574<br />
16,102<br />
28,184<br />
32,218<br />
43,180<br />
92,923<br />
214,882<br />
240,764<br />
1,656,185<br />
2,478,352<br />
2,918,779<br />
5,111,580<br />
8,921,591<br />
9,477,252<br />
674<br />
Total<br />
31,590,863<br />
Categories of shareholders<br />
Directors, Chief Executive Officer, and their spouses and minor children<br />
Associated Companies, undertakings and related parties<br />
NIT and ICP<br />
Banks, Development Financial Institutions, Non Banking Financial Institutions<br />
Insurance Companies<br />
Modarabas and Mutual Funds<br />
Shareholders holding 10%<br />
General Public<br />
a. Local<br />
b. Foreign<br />
shares held<br />
357,042<br />
21,102,802<br />
410<br />
8,904<br />
11,621<br />
1,942<br />
23,510,423<br />
549,587<br />
9,570,176<br />
Percentage<br />
1.13<br />
66.80<br />
0.001<br />
0.21<br />
0.04<br />
0.006<br />
74.42<br />
1.74<br />
30.29<br />
Some of the shareholders are reflected in more than one category.<br />
Zulfiqar Ali Lakhani<br />
Chief Executive<br />
56
DETAILS OF PATTERN OF SHAREHOLDING<br />
AS PER REQUIREMENTS OF CODE OF<br />
CORPORATE GOVERNANCE<br />
a) ASSOCIATED COMPANIES, UNDERTAKINGS AND RELATED PARTIES SHARES HELD<br />
1.<br />
2.<br />
3.<br />
4.<br />
5.<br />
6.<br />
7.<br />
8.<br />
M/s. SIZA (Pvt) Limited 2,478,352<br />
M/s. SIZA Services (Pvt) Limited 8,921,591<br />
M/s. SIZA Commodities (Pvt) Limited 2,918,779<br />
M/s. Premier Fashions (Pvt) Limited 5,111,580<br />
M/s. Century Insurance Company Limited 11,621<br />
Mrs. Gulbanoo Lakhani 1,656,185<br />
Mr. Sultan Ali Lakhani 518<br />
Mrs. Shaista Sultan Ali Lakhani 354<br />
Mr. Babar Ali Lakhani 1,661<br />
9.<br />
10. Mr. Bilal Ali Lakhani 623<br />
11. Mr. Danish Ali Lakhani 380<br />
12. Miss Sanam Iqbal Lakhani 326<br />
13. Mrs. Natasha Lakhani 126<br />
14. Miss Anushka Zulfiqar Lakhani 288<br />
15. Miss Anika Amin Lakhani 418<br />
b) NIT AND ICP<br />
1. National Bank of <strong>Pakistan</strong>, Trustee Deptt. 257<br />
2. Investment Corporation of <strong>Pakistan</strong> 153<br />
c) DIRECTORS, CEO AND THEIR SPOUSES AND MINOR CHILDREN<br />
1. Mr. Iqbal Ali Lakhani Chairman/Director 3,556<br />
2. Mr. Zulfiqar Ali Lakhani Director/Chief Executive 1,032<br />
3. Mr. Amin Mohammed Lakhani Director 3,466<br />
4. Mr. Tasleemuddin Ahmed Batlay Director 1,290<br />
5. Mr. A. Aziz H. Ebrahim Director 106,322<br />
6. Mr. Jerome Graham Webb Nominee of <strong>Colgate</strong>-<strong>Palmolive</strong> Company, USA -<br />
7. Mr. Derrick Samuel Nominee of <strong>Colgate</strong>-<strong>Palmolive</strong> Company, USA -<br />
8. Mrs. Ronak Iqbal Lakhani W/o. Iqbal Ali Lakhani 240,764<br />
9. Mrs. Fatima Lakhani W/o. Zulfiqar Ali Lakhani 205<br />
10. Mrs. Saira Amin Lakhani W/o. Amin Mohammed Lakhani 407<br />
d) EXECUTIVES 28,184<br />
e) PUBLIC SECTOR COMPANIES AND CORPORATIONS NIL<br />
f) BANKS, DEVELOPMENT FINANCIAL INSTITUTIONS,<br />
NON-BANKING FINANCIAL INSTITUTIONS,<br />
INSURANCE COMPANIES,<br />
MODARABAS AND MUTUAL FUNDS: 10,846<br />
[Other than those reported at a(5)]<br />
g) SHAREHOLDERS HOLDING 10% OR MORE<br />
M/s. <strong>Colgate</strong>-<strong>Palmolive</strong> Co., USA. 9,477,252<br />
[Other than those reported at a(2)& a(4)]<br />
h) INDIVIDUALS AND OTHER THAN THOSE<br />
MENTIONED ABOVE 614,327<br />
31,590,863<br />
57
OPERATING AND FINANCIAL HIGHLIGHTS<br />
BALANCE SHEET<br />
2010-<strong>2011</strong><br />
2009-2010<br />
2008-2009 2007-2008<br />
(Rupees in ‘000)<br />
2006-2007<br />
2005-2006<br />
Property,plant and equipment<br />
Intangible assets<br />
Long term loans and security deposits<br />
2,680,784<br />
18,775<br />
22,709<br />
2,722,268<br />
1,873,118<br />
32,155<br />
23,597<br />
1,928,870<br />
1,168,256<br />
42,074<br />
24,935<br />
1,235,265<br />
963,240<br />
14,715<br />
21,513<br />
999,468<br />
864,837<br />
17,400<br />
17,706<br />
899,943<br />
739,281<br />
23,200<br />
11,534<br />
774,015<br />
Current assets<br />
Current liabilities<br />
TOTAL ASSETS EMPLOYED<br />
3,687,865<br />
1,668,040<br />
2,019,825<br />
4,742,093<br />
2,877,700<br />
1,011,144<br />
1,866,556<br />
3,795,426<br />
2,705,155<br />
1,072,926<br />
1,632,229<br />
2,867,494<br />
2,138,856<br />
834,290<br />
1,304,566<br />
2,304,034<br />
1,750,582<br />
818,450<br />
932,132<br />
1,832,075<br />
1,337,476<br />
699,948<br />
637,528<br />
1,411,543<br />
REPRESENTED BY<br />
Equity<br />
Paid-up capital<br />
Reserves<br />
Surplus on revaluation of investments<br />
315,909<br />
4,057,766<br />
4,373,675<br />
274,704<br />
3,302,442<br />
3,577,146<br />
238,873<br />
2,461,338<br />
2,700,211<br />
191,098<br />
1,950,245<br />
201<br />
2,141,544<br />
152,879<br />
1,553,776<br />
455<br />
1,707,110<br />
122,303<br />
1,175,286<br />
1,367<br />
1,298,956<br />
Non-Current liabilities<br />
Liabilities against assets subject to<br />
finance leases<br />
Long term loans,deposits and<br />
deferred taxation<br />
368,418<br />
368,418<br />
4,742,093<br />
218,280<br />
218,280<br />
3,795,426<br />
167,283<br />
167,283<br />
2,867,494<br />
162,490<br />
162,490<br />
2,304,034<br />
124,965<br />
124,965<br />
1,832,075<br />
1,085<br />
111,502<br />
112,587<br />
1,411,543<br />
PROFIT AND LOSS ACCOUNT<br />
Turnover<br />
18,132,057<br />
14,583,936<br />
13,994,706<br />
8,976,538<br />
7,445,820<br />
6,286,355<br />
Less : Sales tax & sed<br />
: Trade discounts<br />
Net turnover<br />
2,994,755<br />
986,882<br />
3,981,637<br />
14,150,420<br />
2,260,329<br />
794,297<br />
3,054,626<br />
11,529,310<br />
2,148,237<br />
581,792<br />
2,730,029<br />
11,264,677<br />
1,323,402<br />
461,773<br />
1,785,175<br />
7,191,363<br />
1,036,767<br />
424,373<br />
1,461,140<br />
5,984,680<br />
878,335<br />
357,067<br />
1,235,402<br />
5,050,953<br />
Cost of sales<br />
Gross profit<br />
9,989,856<br />
4,160,564<br />
7,699,401<br />
3,829,909<br />
8,482,756<br />
2,781,921<br />
5,035,128<br />
2,156,235<br />
4,054,746<br />
1,929,934<br />
3,390,485<br />
1,660,468<br />
Administrative,selling and distribution cost<br />
Other operating expenses<br />
Other operating income<br />
Profit from operations<br />
Finance costs<br />
Profit before taxation<br />
Taxation<br />
Profit after taxation<br />
(2,272,942)<br />
(164,081)<br />
72,573<br />
(2,364,450)<br />
1,796,114<br />
11,933<br />
1,784,181<br />
616,801<br />
1,167,380<br />
(1,988,119)<br />
(156,206)<br />
89,644<br />
(2,054,681)<br />
1,775,228<br />
11,036<br />
1,764,192<br />
612,553<br />
1,151,639<br />
(1,527,738)<br />
(112,508)<br />
53,297<br />
(1,586,949)<br />
1,194,972<br />
48,867<br />
1,146,105<br />
396,139<br />
749,966<br />
(1,114,421 )<br />
(119,189 )<br />
118,259<br />
(1,115,351 )<br />
1,040,884<br />
19,875<br />
1,021,009<br />
341,716<br />
679,293<br />
(1,018,144)<br />
(61,795)<br />
61,411<br />
(1,018,528)<br />
911,406<br />
14,801<br />
896,605<br />
291,854<br />
604,751<br />
(853,001)<br />
(59,527)<br />
34,702<br />
(877,826)<br />
782,642<br />
13,309<br />
769,333<br />
270,478<br />
498,855<br />
58
OPERATING AND FINANCIAL<br />
HIGHLIGHTS-CONTINUED<br />
FINANCIAL RATIOS<br />
2010-<strong>2011</strong> 2009-2010 2008-2009 2007-2008 2006-2007 2005-2006<br />
RATE OF RETURN<br />
Pre tax return on equity<br />
Post tax return on equity<br />
Return on average capital employed<br />
Interest cover<br />
%<br />
%<br />
%<br />
times<br />
41<br />
27<br />
27<br />
151<br />
49<br />
32<br />
35<br />
161<br />
42<br />
28<br />
29<br />
24<br />
48<br />
32<br />
33<br />
52<br />
53<br />
35<br />
37<br />
62<br />
59<br />
38<br />
40<br />
59<br />
PROFITABILITY<br />
Gross profit margin - restated<br />
Operating profit to sales - restated<br />
Pre tax profit to sales - restated<br />
Post tax profit to sales - restated<br />
%<br />
%<br />
%<br />
%<br />
29<br />
13<br />
13<br />
8<br />
33<br />
15<br />
15<br />
10<br />
25<br />
11<br />
10<br />
7<br />
30<br />
14<br />
14<br />
9<br />
32<br />
15<br />
15<br />
10<br />
33<br />
15<br />
15<br />
10<br />
LIQUIDITY<br />
Current Ratio<br />
Quick ratio<br />
ratio<br />
ratio<br />
2.2:1<br />
0.8:0<br />
2.8:1<br />
1.5:1<br />
2.5:1<br />
1.5:1<br />
2.6:1<br />
1.3:1<br />
2.1:1<br />
1.2:1<br />
1.9:1<br />
1.0:1<br />
FINANCIAL GEARING<br />
Debt equity ratio<br />
Gearing ratio<br />
ratio<br />
times<br />
0:100<br />
0.47<br />
0:100<br />
0.34<br />
0:100<br />
0.46<br />
0:100<br />
0.47<br />
1:99<br />
0.55<br />
1:99<br />
0.63<br />
CAPITAL EFFICIENCY<br />
Debtors turnover<br />
Inventory turnover<br />
Total assets turnover<br />
Property, plant and equipment turnover<br />
days<br />
days<br />
times<br />
times<br />
8<br />
67<br />
2<br />
5<br />
10<br />
58<br />
2<br />
6<br />
11<br />
46<br />
3<br />
9<br />
9<br />
65<br />
2<br />
7<br />
9<br />
63<br />
2<br />
7<br />
8<br />
62<br />
2<br />
7<br />
INVESTMENT MEASURES PER<br />
ORDINARY SHARE<br />
Earnings per share - restated<br />
Dividend cash (including proposed)<br />
Dividend payout (including bonus)<br />
Dividend yield<br />
Price earning ratio - restated<br />
Break-up value - restated<br />
Market value - low<br />
Market value - high<br />
Market value - year end<br />
Market capitalization -restated<br />
Dividend - Cash<br />
Dividend - Bonus shares<br />
Rs<br />
Rs<br />
%<br />
%<br />
times<br />
Rs<br />
Rs<br />
Rs<br />
Rs<br />
Rs in Mn<br />
%<br />
%<br />
36.95<br />
14<br />
42<br />
2<br />
20.82<br />
138.45<br />
556.01<br />
1,008.18<br />
769.25<br />
24,301<br />
140<br />
15<br />
36.45<br />
13.50<br />
36<br />
3<br />
16.09<br />
113.23<br />
277.26<br />
658.99<br />
586.40<br />
18,525<br />
135<br />
15<br />
23.74<br />
11.50<br />
41<br />
5<br />
11.79<br />
85.47<br />
261.74<br />
689.90<br />
280.00<br />
8,845<br />
115<br />
15<br />
21.50<br />
10.00<br />
35<br />
2<br />
29.06<br />
67.79<br />
430<br />
825<br />
624.79<br />
19,738<br />
100<br />
25<br />
19.14<br />
16.00<br />
47<br />
4<br />
24.55<br />
54.04<br />
325.00<br />
480.00<br />
470.00<br />
14,848<br />
160<br />
25<br />
15.79<br />
16.00<br />
57<br />
5<br />
21.91<br />
41.12<br />
175.00<br />
371.15<br />
346.00<br />
10,930<br />
160<br />
25<br />
59
FORM OF PROXY<br />
I/We<br />
of<br />
a member of COLGATE-PALMOLIVE (PAKISTAN) LIMITED<br />
hereby appoint<br />
of<br />
or failing him<br />
of<br />
who is/are also member/s of <strong>Colgate</strong>-<strong>Palmolive</strong> (<strong>Pakistan</strong>) Limited to act as my/our proxy and to vote<br />
for me/us and on my/our behalf at the Annual General Meeting of the shareholders of the<br />
Company to be held on the 12th day of September <strong>2011</strong> and at any adjournment thereof.<br />
Signed this day of <strong>2011</strong>.<br />
Folio<br />
No.<br />
CDC Participant<br />
ID No.<br />
CDC Account/<br />
Sub-Account No.<br />
No. of<br />
Shares held<br />
Signature over<br />
Revenue Stamp<br />
Witness 1<br />
Signature<br />
Name<br />
CNIC No.<br />
Address<br />
Witness 2<br />
Signature<br />
Name<br />
CNIC No.<br />
Address<br />
Notes: 1. The proxy must be a member of the Company.<br />
2. The signature must tally with the specimen signature/s registered with the Company.<br />
3. If a proxy is granted by a member who has deposited his/her shares in Central<br />
Depository Company of <strong>Pakistan</strong> Limited, the proxy must be accompanied with<br />
participant’s ID number and CDC account/sub-account number alongwith attested<br />
photocopies of Computerized National Identity Card (CNIC) or the Passport of the<br />
beneficial owner. Representatives of corporate members should bring the usual<br />
documents required for such purpose.<br />
4. The instrument of Proxy properly completed should be deposited at the Registered<br />
Office of the Company not less that 48 hours before the time of the meeting.
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AFFIX<br />
CORRECT<br />
POSTAGE<br />
Company Secretary<br />
COLGATE-PALMOLIVE (PAKISTAN) LIMITED<br />
Lakson Square, Building No. 2,<br />
Sarwar Shaheed Road,<br />
Karachi.74200.<br />
Phone: 35698000<br />
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