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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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