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Renata LimitedAnnual Report 2012

PABX : 8001450-54Fax : 880-2-8001446Email : renata@renata-ltd.comWebsite : www.renata-ltd.comCorporate Headquarters: Plot # 1, Milk Vita Road, Section-7, Mirpur, Dhaka-1216, BangladeshTRANSMITTAL LETTERThe ShareholdersBangladesh Securities and Exchange CommissionRegistrar of Joint Stock Companies & FirmsDhaka Stock Exchange Ltd.Sub: Annual Report for the year ended December 31, 2012Dear Sir(s)We are pleased to enclose a copy of the Annual Report together with theAudited Accounts including Statement of Financial Position as atDecember 31, 2012 and Statement of Comprehensive Income for theyear ended December 31, 2012 along with notes thereon for yourrecord/necessary measures.Yours sincerelyMd. Jubayer AlamCompany SecretaryDated: April 30, 2013

ANNUAL GENERALMEETING 2011

RENATA LIMITEDCorporate Headquarters: Plot # 1, Milk Vita RoadSection-7, Mirpur, Dhaka-1216Dated: April 30, 2013NOTICENOTICE is hereby given that the 40th Annual General Meeting of Renata Limited will be held at DhakaLadies Club, 36, Eskaton Garden Road, Dhaka-1000 on Saturday, June 22, 2013 at 10.30 a.m. to transactthe following business :AGENDAAgenda-1: To receive, consider and adopt the Audited Accounts of the Company for the year ended31 December 2012 together with Reports of the Auditors and the Directors.Agenda-2: To declare dividend for the year ended 31 December 2012 (See note ii).Agenda-3: To elect Directors, in accordance with the relevant provisions of the Articles of Association ofthe Company.Agenda-4: To appoint Auditors for the year 2013 and to fix their remuneration.Agenda-5: To approve appointment of the Independent Director.By Order of the Board(Md. Jubayer Alam)Company SecretaryNOTES:i) The ‘Record Date’ (in lieu of Book Closure) is Monday, May 13, 2013. The Shareowners whose namewill appear in the Share Register of the Company and in the Depository Register on that Date will be eligibleto attend the meeting and qualify for the Dividend to be declared at the AGM.ii) The Directors have recommended cash dividend @ 60% i.e. Tk. 6 per share of Tk.10 each and stockdividend @ 25% (bonus shares) in the ratio one bonus share for every four shares held (4:1B).iii) A member entitled to attend and vote at the Annual General Meeting may appoint a proxy to attend and voteon his/her behalf. The Proxy Form, duly completed, must be deposited at the Registered Office of theCompany at Plot # 1, Milk Vita Road, Section-7, Mirpur, Dhaka-1216 not later than 48 hours before the timefixed for the Meeting.iv) Members are requested to notify change of address, if any, to the Company. For BO A/C holders, the sameto be rectified through their respective Depository Participants.v) Admission into the Meeting Room will be allowed on production of the “Attendance Slip” attached with theProxy Form.

12361015173132333539Company ProfileOur ValuesMission and VisionChairman’s StatementBoard of DirectorsCorporate GovernanceDirectors’ ReportFinancial HighlightsFinancial TrendStatement of Value AdditionCorporate Social ResponsibilityProduct PortfolioFinancial Statements of Renata Limited525354555657Auditors’ ReportStatement of Financial PositionStatement of Comprehensive IncomeStatement of Changes in EquityCash Flow StatementNotes to the Financial Statements

Report and Financial Statements of Renata Agro Industries Limited84858687888990Directors’ ReportAuditors’ ReportStatement of Financial PositionStatement of Comprehensive IncomeCash Flow StatementStatement of Changes in EquityNotes to the Financial StatementsReport and Financial Statements of Purnava Limited102103104105107108Directors’ ReportAuditors’ ReportStatement of Financial PositionStatement of Comprehensive IncomeCash Flow StatementNotes to the Financial StatementsConsolidated Financial Statements of Renata Limited and its Subsidiaries115116117118124125Statement of Financial PositionStatement of Comprehensive IncomeStatement of Changes in EquityCash Flow StatementCorporate DirectoryProxy Form

Year of Incorporation1972 as Pfizer Laboratories (Bangladesh) Limited,subsidiary of Pfizer Corporation, USAChange of Name1993 Renamed as Renata Limited after divestment ofshareholdings by Pfizer Corporation, USAField of BusinessManufacturing, Marketing & Distribution of Human Pharmaceuticals,Animal Health Medicines, Nutritionals, and VaccinesContract ManufacturingGeneral products for UNICEF and SMCMHRA CertificateMedicines and Healthcare products Regulatory Agency, UKhas issued a Certificate of GMP Compliance of a Manufacturerto Renata Limited for our Potent Products Facility at section 7, Mirpur, DhakaMarketing & Distribution Rights• Novartis Vaccines (Germany/Italy): Human vaccines• Evans Vanodine International (UK): Animal farm disinfectants• Zinpro (USA) & Biomin (Austria): Animal nutritional products• Bomac (New Zealand): Animal health products• Novus (USA): Animal health products• Indian Herbs Overseas• Blue Seas Life SciencesInvestment in Subsidiaries• 99.99% Shareholding in Renata Agro Industries Limited• 99.99% Shareholding in Purnava LimitedCOMPANYPROFILE1•renata annual report 12

Customer FocusCustomer satisfaction is the mainreason behind all our activities.IntegrityWe conform to the highestethical standards.Social ResponsibilityWe make active efforts to improvethe welfare of our community.Building LeadersRenata cannot grow withoutleadership in all spheres of ouractivities. Therefore creatingleaders is a key priority.The Corporate FamilyWe recognise that people are thecornerstone of Renata’s success.We are one big family where eachof us expects to be treated fairlyand with dignity.OURVALUES•2

OurMissionTo provide maximumvalue to our customers,and communities wherewe live and work.Approachto QualityThe endurance of a company’sreputation depends upon thequality of work it does ratherthan the quantity. Hence, theappreciation of quality must beinstinctive, and our commitmentto quality must be total.Our VisionTo establish Renata permanentlyamong the best of innovativebranded generic companies.3•renata annual report 12

Corporate HeadquartersPlot # 1, Milk Vita Road, Section-7Mirpur, Dhaka-1216, BangladeshManufacturing SitesPlot # 1, Milk Vita Road, Section-7Mirpur, Dhaka-1216, BangladeshNoyapara, Bhawal MirzapurRajendrapur, Gazipur, BangladeshBankersAgrani Bank LimitedSonali Bank LimitedStandard Chartered BankHSBC Corporation LimitedEastern Bank LimitedCitibank, N.A.The City Bank LimitedBank Asia LimitedAuditorS. F. Ahmed & Co., Chartered AccountantsLegal AdviserDr. M. Zahir and Associates•4

“Due to adverse developments onthe macroeconomic front and aslowdown in industry growth due tothe lack of blockbuster products inthe market and fewer drugdiscoveries globally, 2012 was anextremely challenging year forRenata Limited.”Syed Humayun KabirChairman5 •renata annual report 12Photo: Packing Line PPF-2

The Chairman’s StatementWelcome to the 40 th Annual General Meeting of Renata Limited.The year 2012 was extremely challenging for Renata Limited. Adverse developments on the macroeconomic front as well asslowdown in the industries that we operate in severely constrained our growth. The combined effect of currency depreciation, higherborrowing costs, and collapse of the poultry industry reduced our overall bottom-line growth by approximately Taka 280 million. As aresult, net profit and sales grew modestly at 14.36% and 17.67%, respectively.Furthermore, there are unmistakable signs of slowdown and structural change in the pharmaceutical industry. Figure No. 1 belowdepicts how the growth rate has been tapering off since 2010.FIGURE NO. 1Growth Rate of Bangladeshi Pharmaceutical Industry25.00%20.00%The most plausible explanation for this downward drift is thelack of blockbuster products in the market. With new drugdiscoveries becoming fewer and far between globally, genericcompanies in Bangladesh have had to generate growth byrelying on their existing products portfolio.15.00%10.00%5.00%0.00%FIGURE NO. 2:Share of Antibiotics in the Bangladesh Pharmaceutical Market30.00%25.00%20.00%15.00%10.00%5.00%0.00%2009 2010 2011 20122008 2009 2010 2011 2012There has also been a major structural shift in the Bangladeshpharmaceutical market. For decades, antibiotics delivered bothgrowth and volumes in the Industry. However, as Figure No. 2below shows, the share of antibiotics in the pharmaceuticalindustry has been falling over the last five years. The weakeningof the antibiotic segment also explains to a large extent theweakening of the pharmaceutical market in Bangladesh. Withnational health and hygiene programmes gaining momentum,antibiotic use is likely to erode further continuing this downwardtrend.This development should not take anyone by surprise – as acountry’s overall health improves, there is usually a shift inmarket demand from antibiotics to chronic and life-styleproducts.In anticipation of this evolution, Renata has been working forseveral years to develop our non-antibiotics portfolio. Whileinroads into chronic care products have been limited, we havemade considerable progress in over-the-counter (OTC)products. In 2012, our OTC portfolio grew by an impressive 35%and now constitutes nearly 25% of our overall product portfoliocompared to 14% only five years ago.Two additional diversifications to our range of products areworth mentioning. First, our latest subsidiary, Renata OncologyLimited, will introduce a range of new oncology products in thecoming years. Second, the newly constituted herbal division hasbeen working to enter the fast growing herbal product marketwith a few well chosen products, which will be marketed throughour subsidiary Purnava Limited.We continue to believe that the most effective way to ensuresustained growth is by expanding our exports. Although accessingforeign markets has proved difficult for all Bangladeshipharmaceutical companies including Renata, there are signs ofprogress. By accessing institutional markets, we have been ableto raise our short-term growth prospects. In 2012, our exportsgrew by 89% largely due to new institutional business. In addition, 88 dossiers in 14 countries were filed, while 57 approvals fromprevious filings were received. Finally, we added several products to the development pipeline for accessing the EU markets.As I alluded to earlier, our animal health business was adversely affected due to the collapse of the poultry industry. Figure 3 showshow the outbreak of Avian Influenza (AI) reduced production of day-old-chicks by nearly 50%.•6

FIGURE NO. 3Weekly Production of Day-Old-ChicksNumber10,000,0008,000,0006,000,0004,000,0002,000,0000Weekly BroilerDOC ProductionWeekly LayerDOC Production200820092010Year20112012Below is a brief yearly summary of our core businesses:The silver-lining to this bleak picture is that the Governmenthas finally approved the use of vaccination to combat AvianInfluenza. The poultry industry has welcomed this bold moveand is hopeful that AI can be significantly reduced in thecoming years, resulting in the Industry resuming its highgrowthtrajectory 2013 onwards.As you are all aware, Renata has been investing aggressivelyover the last few years to increase production capabilities andcapacities. While such investments are essential to securingfuture growth prospects, the immediate impact is manifestedin higher borrowing costs. Relying solely on plain vanillacommercial bank borrowing is no longer feasible. As such, wewidened our financing options in two significant ways. First,we raised Taka 1 billion through the private placement of acorporate bond. The bond carries a coupon of 12%, is unsecuredand subordinated to our normal bank loans. Second,we have started utilizing Usance LC with Payment At Sight(UPAS) extensively to effectively convert our large importpurchases into low-interest bearing foreign loans. We expectthe full effect of these new financing options to be felt in 2013.Animal Health. Renata retained its pole position in the market. Revenue growth was 1.32% against market growth of 1.58.The gap between the proxime accessit widened in both absolute and percentage terms.We signed agreements with Indian Herbs Overseas and Blue Seas Life Sciences, India to widen our product portfolio.Since AI vaccinations are now permitted in Bangladesh, we expect a turnaround in the poultry industry to drive recovery inAnimal Health in 2013.Pharmaceutical. We continue to be the fifth largest pharmaceutical company in Bangladesh. Our revenue growth was 21. 11%as against market growth of 11.91%. Despite a marked slowdown in the industry, we maintained our focus on prescriptiongeneration and brand-building, as opposed to trying to obtain quick sales through deals and discounts, a strategy which manyof our competitors continue to rely on. We strongly believe that our approach is the best strategy for long-term growth even ifit sacrifices short-term sales.While we introduced quite a few new products, we are particularly excited by the prospects of Paradote, which is a combinationof paracetamol and methionine. We are hopeful that this new product, licensed from a company in the UK, will help us acquirea respectable share of the large and growing Paracetamol market.Contract-Manufacturing: The Social Marketing Company (SMC) continues to be our largest customer in this businesssegment. In addition to our existing business, we signed contracts for producing 10-million cycles of Femipill, 40 million ORSsachets, and 0.5 million cycles of Norix.UNICEF continued to procure Sprinkles from Renata.Outlook for 2013: We remain pessimistic about the outlook for growth in 2013 mainly due to the deteriorating political scenarioin Bangladesh. Frequent hartals prevent patients from visiting their doctors’ chambers thereby dampening demand for pharmaceuticalproducts. So, if the political situation does not improve as the year progresses, we have no reason to believe that 2013will be a significant improvement from 2012.S.H. KabirChairmanApril 30, 20137 •renata annual report 12

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THE BOARD OF DIRECTORSSyed Humayun Kabir, ChairmanCurrent ResponsibilitiesChairman, Renata LimitedDirector, Board of Governors, BRACPast ResponsibilitiesTreasurer, Centre for Policy DialogueFounder Chairman, Transparency International BangladeshPresident, Metropolitan Chamber of Commerce & Industry, DhakaPresident, Bangladesh Employers’ Association, DhakaPresident, American Bangladesh Economic ForumPresident, Foreign Investors Chamber of Commerce and IndustrySenior Fellow, Bangladesh Institute of Development StudiesEducationB.Sc Honours in Chemistry, Dhaka UniversityKaiser Kabir, CEO & Managing DirectorCurrent ResponsibilitiesCEO & Managing Director, Renata LimitedChairman, Renata Agro Industries LimitedChairman, Purnava LimitedVice Chairperson, Sajida FoundationBoard of Directors, GAINPast ResponsibilitiesManaging Director, BRAC-Renata Agro Industries LimitedExecutive Director, Sajida FoundationNational Macroeconomist, Financial Sector Reform ProjectConsultant, The World Bank, RMBResearch Officer, Institute of Economics & Statistics, University of OxfordEducationMPhil in Economics, University of Oxford, UKPostgraduate Diploma in Economics with Distinction,University of East Anglia, UKBachelor of Arts in Economics and International Relations,Claremont McKenna College, USA•10

Dr. Sarwar Ali, DirectorCurrent ResponsibilitiesDirector, Renata LimitedTrustee, Liberation War MuseumVice President, ChhayanautChairman, Board of Management, BIRDEM HospitalPast ResponsibilitiesManaging Director, Renata LimitedMedical Director, Pfizer Labratories (Bangladesh) LimitedPresident, Bangladesh Employers’ FederationSecretary General, Bangladesh Medical AssociationMember, Dhaka University SenateEducationMBBS, Dhaka Medical CollegeManzoor Hasan, Independent DirectorCurrent ResponsibilitiesDirector, Renata LimitedAdvisor, Institute of Governance Studies, BRAC UniversityPast ResponsibilitiesDirector, Institute of Governance Studies, BRAC UniversityRegional Director, Asia-Pacific, Transparency International, GermanyExecutive Director, Transparency International BangladeshBarrister, Dr. Kamal Hossain and Associates, BangladeshBarrister, 6 King's Bench Walk, Temple, London, EnglandEducationThe Honourable Society of Lincoln’s Inn, EnglandLondon School of Economics, EnglandHonoursHer Majesty Queen Elizabeth II awarded Manzoor Hasanwith the Officer of the Order of the British Empire (OBE) on 14th June,2003 for the service given to Transparency International Bangladesh11 •renata annual report 12

Sajida Humayun Kabir, DirectorCurrent ResponsibilitiesDirector, Renata LimitedMember, Governing Body, SAJIDA FoundationPresident, Ramna Branch, SWID-BangladeshLife Member, National Association for Sports for Persons with DisabilityChairperson, Trust for the Welfare of the Intellectually DisabledPast ResponsibilitiesBoard Member, Asian Federation for the Intellectually DisabledSecretary General, Society for the Welfare of the Intellectually DisabledLecturer of Psychology, Department of Architecture, BUETMember, Central Committee for Drug Prevention and Control, AhsaniaMissionResearch Associate, National Institute of Public Administration, DhakaPsychologist and Social Worker, Nari Punarbashon Kendra, DhakaMember, National Council of Diabetic Association of BangladeshEducationM.A. from Dhaka UniversityA. Hasanat Khan, DirectorCurrent ResponsibilitiesDirector, Renata LimitedCEO, Consortium for Industrial & Engineering ServicesSenior Consultant, Eshna Consulting Team LtdEngineering Consultant, IFC-SEDFPast ResponsibilitiesMD, BOC Bangladesh LtdPresident, Foreign Investors Chamber of Commerce & IndustriesCommittee Member, MCCICommittee Member, Employers FederationChief, Productivity Services Wing, ILOPresident, Rotary Club of DhakaEducationM.Sc. Tech (UK)C. Eng. M. I. Mech. E. (UK)Life Member ASME (USA)•12

Md. Fayekuzzaman, DirectorCurrent ResponsibilitiesDirector, Renata LimitedManaging Director, Investment Corporation of Bangladesh (ICB)Chairman, ICB Capital Management Ltd.Member, Board of Directors of Standard Bank Limited, Industrial andInfrastructure Development Finance Company Ltd. (IIDFC), BangladeshDevelopment Bank Ltd. (BDBL), British American Tobacco Bangladesh Ltd.(BATB), Linde Bangladesh Ltd., GlaxoSmithKline Bangladesh Ltd., ACILimited, National Tea Company Ltd., Central Depository Bangladesh Ltd.(CDBL), Dhaka Stock Exchange Ltd., Bangladesh Institute of Capital Market(BICM), The Institute of Bankers, Bangladesh; Credit Rating Agencies ofBangladesh Ltd. (CRAB), Credit Rating Information and Services Ltd.(CRISL) and Apex Tannery Ltd.Past ResponsibilitiesDeputy Managing Director, Agrani Bank Ltd.General Manager, Investment Corporation of BangladeshEducationB.Com. Hons., M. Com. in Management. Post Graduation studies inInvestment Planning, Appraisal and Management of Development FinanceInstitution in Bradford University, Bradford, United Kingdom. AttendedCambridge Leadership Program organized by the University of Cambridge,United Kingdom and Leadership Essential Program arranged by theColumbia University, USA.Kazi Aminul Huque, Independent DirectorCurrent ResponsibilitiesDirector, Renata LimitedMember, Governing Body, BRACPast ResponsibilitiesSenior Partner, Rahman Rahman Huque, KPMG Member FirmFounder Member, Transparency International BangladeshCommittee Member, Metropolitan Chamber of CommercePresident, Rotary Club of Ramna, Rotary InternationalEducationB.Com, DUFellow, Institute of Chartered Accountant in England and WalesFellow, Institute of Chartered Accountant of Bangladesh13 •renata annual report 12

Md. Jubayer Alam, Company SecretaryCurrent ResponsibilitiesCompany Secretary, Renata LimitedPast ResponsibilitiesHuman Resources Manager, Renata LimitedTraining Manager, Renata LimitedRegional Sales Manager, Novartis (BD) LimitedEducationLLB from Atish Dipankar University of Science and TechnologyMBA (Major in HRM) from Stamford UniversityMBA (Major in Marketing) from Stamford UniversityMasters in Psychology from University of DhakaTHE AUDIT COMMITTEEMr. Kazi Aminul Huque - Independent Director • Chairman Audit CommitteeMr. Kaiser Kabir - CEO & Managing Director • MemberDr. Sarwar Ali - Director • MemberMr. Manzoor Hasan - Independent Director • Member•14

MANAGEMENT TEAMGeneral ManagerOperationsGeneral ManagerSalesHead of MarketingPharmaceuticalNational Sales ManagerAnimal HealthChief Executive Officer &Managing DirectorHead of Strategic PlanningGeneral Manager, ManufacturingHead of Quality AssuranceHead of International Regulatory AffairsHuman Resources ManagerHead of ProjectsHead of International BusinessHead of International SalesHead of FinanceHead of Information TechnologyCORPORATEGOVERNANCE15 •renata annual report 12

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Directors’Report17 •renata annual report 12Photo: Rajendrapur Secondary Packaging Area

TO THE MEMBERSThe Directors of Renata Limited are pleased to present their Annual Report along with the Audited FinancialStatements of the Company for the year ended December 31, 2012.NEW PHARMACEUTICAL PRODUCTSIn contrast to twenty five formulations in 2011, Renata introduced 39 new formulations during 2012Sl. Brand Name Generic Division Developed by1 ORAL SOLUTION DELTASONE 100ML Prednisolone Pharmaceutical Renata2 ORAL SOLUTION DELTASONE 50ML Prednisolone Pharmaceutical Renata3 TAB. DYSMEN 250MG Mefenamic Acid Pharmaceutical Renata4 TAB. DYSMEN 500MG Mefenamic Acid Pharmaceutical Renata5 TAB. EMESET FC 4MG Ondansetron Pharmaceutical Renata6 TAB. EMESET FC 8MG Ondansetron Pharmaceutical Renata7 INJ. EMESET IM/IV(8mg/4ml) Ondansetron Pharmaceutical Renata8 INJ. FERISTAR 5ML Iron Sucrose eq. to 100mg elemental Iron Pharmaceutical Renata9 CAP. GABA-P 50MG Pregabalin Pharmaceutical Renata10 TAB. MAXOLAX 10MG Baclofen Pharmaceutical Renata11 TAB. MAXOLAX 5MG Baclofen Pharmaceutical Renata12 TAB. METORAX 2.5MG Methotrexate Pharmaceutical Renata13 CAP. MICROGEST 100MG Natural oral micronized progesterone Pharmaceutical Renata14 CAP. MICROGEST 200MG Natural oral micronized progesterone Pharmaceutical Renata15 TAB. NOVELON FC Unique progestogen drospirenone 3mg and ethinylestradiol 0.03mg Pharmaceutical Renata16 INJ. NEOS-R 5ML Neostigmine Pharmaceutical Renata17 TAB. PARADOTE Paracetamol BP 500mg + DL- Methionine BP 100mg Pharmaceutical Renata18 TAB. PROSCAN 250MG Flutamide Pharmaceutical Renata19 CAP. QCIN 150MG Clindamycin Pharmaceutical Renata20 INJ. QCIN 300MG 2ML Clindamycin Pharmaceutical Renata21 CAP. QCIN 300MG Clindamycin Pharmaceutical Renata22 INJ. QCIN 600MG 4ML Clindamycin Pharmaceutical Renata23 SYP. RECOF 100ML Ambroxol Hydrochloride Pharmaceutical Renata24 INJ. TAZOPEN 4.5GM Piperacillin + Tazobactam Pharmaceutical Renata25 TAB. TOPLON FC 320MG Gemifloxacin Pharmaceutical Renata26 CAP. LUCAN-R 200MG Fluconazole Pharmaceutical Renata27 CAP. DANZOL 200MG Danazole Pharmaceutical Renata28 INJ. CALCIFEROL 1ML Cholecalciferol Pharmaceutical Renata29 RENAFEN INJ 10ML Ketoprofen 100mg Animal Health Renata30 AMCOX 2.5GM INJ Amoxicyllin 1.25gm, Cloxacillin 1.25gm Animal Health Renata31 RENACEF INJ 1G Ceftriaxone 1gm Animal Health Renata32 RENACEF INJ 2G Ceftriaxone 2gm Animal Health Renata33 OZINC 100ML Organic zinc solution Animal Health NOVUS34 REN A TOX 1LITER Toxin binder solution Animal Health Blue Seas Life Sciences35 RENA CAL-P 1LITER Calcium phosphorous solution Animal Health Blue Seas Life Sciences36 RENA CAL-P 5LITER Calcium phosphorous solution Animal Health Blue Seas Life Sciences37 RENALIV 1LITTER Herbal liver tonic Animal Health Indian herbs38 RESCURE 100ML Herbal expectorant Animal Health Indian herbs39 RESCURE 1LITTER Herbal expectorant Animal Health Indian herbs•18

CAPITAL EXPENDITUREThe following capital expenditure made by the Company during the year amounted to Tk.1, 524.14 million.Taka in MillionFreehold Land 96.94Building 433.90Plant and Machinery 620.40Office Equipment, Furniture & Fixtures 43.31Automobile 17.41General Manufacturing Facility (Rajendrapur), Hormone Plant-II, Different depots & Others 312.18Total 1,524.14The investments were funded from internally generated cash and bank loans.DIVIDENDRenata continues to have a veryaggressive investment strategy. During2012 investments made for new GeneralManufacturing Facility, Hormone plant-IIat Rajendrapur, Barisal Depot, KeranigonjDepot and Feni Depot total investmentamounting to Taka 1,524.14 million. Theamount was financed through internalcash generation and bank loans.Investments of this magnitude areexpected to continue for the foreseeablefuture. Hence the Directors deem itnecessary to retain adequate funds forfinancing capital expenditures.The Board of Directors is pleased torecommend a cash dividend of Taka 6 perordinary share of Taka 10 each. Thisdividend will entail a payment of Taka169,451,250. The Board of Directors alsorecommend for declaration of StockDividend (Bonus Shares) in the ratio ofone Bonus Share for every four sharesheld (4:1B) for which an amount of Taka70,604,688 will have to be transferred toShare Capital Account.CONTRIBUTION TONATIONALEXCHEQUERDuring the year under review yourCompany paid Taka 1,565.2 million to theNational Exchequer in the form ofCorporate Income Tax, Import Duties andValue Added Tax (VAT)DIRECTORSThe Directors retiring by rotation underArticles 106, 109, 115 and 116 of theArticles of Association of the Companyare Mr. A. Hasnat Khan, Mrs. SajidaHumayun Kabir and Mr. Manzoor Hasan.Moreover Independent Director Mr. KaziAminul Huque who appointed by theFINANCIAL RESULTSThe Directors take pleasure in reporting the followingfinancial results of the Company for the year 20122012TAKA2011TAKAProfit before tax 1,712,375,851 1,438,836,938Less: Provision for tax 474,449,485 351,117,807Net Profit after tax 1,237,926,366 1,087,719,131Add/(Less) Other comprehensive income 9,348,964 2,914,910Total Comprehensive income 1,247,275,330 1,090,634,041Add; Unappropriated profit brought forward 3,250,750,286 2,358,802,379Add; Depreciation of revaluation surplus 635,885 635,885Less: Tax holiday reserve (Net) (75,165,779) (7,277,269)4,423,495,722 3,442,795,036APPROPRIATION RECOMMENDEDDividend proposed:a) Cash dividend @ Taka 6/- per Share 169,451,250 135,561,000b) Stock dividend (Bonus Share) in the ratioof one bonus share for everyfour(4:1B) Shares held 70,604,688 56,483,750240,055,938 192,044,750Balance of unappropriated profit carriedforward 4,183,439,784 3,250,750,2864,423,495,722 3,442,795,036Board of Directors during this year will also retires. All being eligibleoffer themselves for re-election, except Mrs. Sajida Humayun Kabirwho does not wish to seek re-election.AUDITORSThe Company’s Auditor Messrs S.F. Ahmed & Co., CharteredAccountants retire at the 40th Annual General Meeting. As per order ofBangladesh Securities and Exchange Commission the issuerCompany shall not appoint any firm of chartered accountants as itsstatutory auditors for a consecutive period exceeding three years. Assuch they are not eligible for reappointment. Therefore the Board ofDirectors is pleased to recommend Messrs Hoda Vasi Chowdhury &Co. Chartered Accountants as Auditor of the Company for the year2013 and fix their remuneration.CONSOLIDATION OF ACCOUNTSThe Company is consistently following the Code of International19 •renata annual report 12

Accounting Standard as adopted by the Institute ofChartered Accountants of Bangladesh. According toBangladesh Accounting Standard-27, (BAS-27) theCompany has presented all the relevantconsolidated financial statements with those of itssubsidiaries.ADDITIONAL STATEMENTThe Directors are pleased to make the followingadditional statements in respect of the Report preparedunder section 184 of the Companies Act 1994.In our opinion,a) The financial statements prepared by themanagement for the year 2012 give a true and fairview of the state of company about the results of itsoperations, cash flows and changes in equity.b) Proper books of accounts have been maintainedby the company as required by applicable Laws,Rules and Standard.c) Appropriate accounting policies have beenconsistently applied in preparation of the financialstatements and that accounting estimates are basedon reasonable and prudent judgments.d) In preparation of the financial statement, theInternational Accounting Standard, as applicable inBangladesh has been followed and there has beenno departure from the policies.e) The system of internal control and internal checkare in effect and monitored properly.f) The company has sound and strong operationalstrengths and ability to continue as a going concern.As such, there is no doubt of its continuity.g) There is no significant deviation from last year inoperating results.h) The key operating and financial data forpreceding five years have been shown in theFinancial Highlights.i) The Directors, have recommended a dividend ofTK.6 per share of TK. 10 each and Stock dividend(bonus share) in the ratio of one share for every fourshares are held ( 4:1B).j) During the year four Board Meeting were held andthe attendance by each Director are given below:1. Mr. Syed Humayan KabirChairman of the Board4 times2. Mr. Syed S. Kaiser KabirManaging Director4 times3. Mrs. Sajida Humayun KabirDirector4 times4. Dr. Sarwar AliDirector4 times5. Mr.Md.FayekuzzamanDirector4 times6. Mr. A. Hasanat KhanDirector2 times7. Mr. Manzoor HasanIndependent Director4 timesk) The pattern of Shareholding(i) Parent/ Subsidiary / Associated companies:The Shareholding information as on 31st December2012 and other related information are set out in note- 14.(ii) DirectorsNameNo of SharesMr. Syed Humayun Kabir 12,324Mr. Syed S. Kaiser Kabir 25,637Mrs. Sajida Humayun Kabir -Dr. Sarwar Ali 1,562Mr. Md. Fayekuzzaman -Mr. A. Hasanat Khan -Mr. Manzoor Hasan -Mr. Kazi Aminul Huque -(iii) Company SecretaryMr. Jubayer Alam -(iv) Chief Financial Officer (CFO)Mr. Khokan Chandra Das 562(v) Head of Internal AuditMr. ATM Muniruzzaman -(vi) Executives:Mr. Alamgir Hossain 2,500Mr. Khalil Musaddeq -Dr. Sayma Ali 250Mr. Monowarul Islam -Mr. Sirajul Hoque 500(vii) Shareholders holding 10% or more voting interest:Sajida Foundation 14,403,237Business Research International Corp. Inc. 6,335,537STATUS OF COMPLIANCE:Status of compliance as stated in BSEC order dated7th August 2012 is shown in Annexure-III.PERSONNELThe Directors record their appreciation for thecontribution made by the employees for their efforts.ACKNOWLEDGEMENT:The Board wishes to thank the Shareholders, Officialsof the Drug Administration and other Governmentofficials, Doctors, Chemists, Medical Institutions,Bankers, Bangladesh Securities and ExchangeCommission, the Dhaka Stock Exchange Limited andall our well-wishers for their continued support.On behalf of the Board of DirectorsSyed S. Kaiser KabirManaging DirectorApril 30, 2013•20

ANNEXURE-I21 •renata annual report 12

ANNEXURE-IICERTIFICATE OF COMPLIANCE TO THE SHAREHOLDERS OFRenata Limited(As required under the BSEC Guidelines)We have examined compliance to the Bangladesh Securities and Exchange Commission (BSEC)guidelines on Corporate Governance by Renata Limited for the year ended 31st December 2012. Theseguidelines relate to the Notification no. SEC/CMRRCD/2006-158/134/Admin/44 dated 7th August 2012of Bangladesh Securities and Exchange Commission (BSEC) on Corporate Governance.Such compliance to the codes of Corporate Governance is the responsibility of the Company. Ourassessment was limited to the procedures and implementation thereof as adopted by the Managementin ensuring compliance to the conditions of Corporate Governance. This is a scrutiny and verificationonly and not an expression of opinion or audit on the financial statements of the Company.In our opinion and to the best of our information and according to the explanations provided to us, wecertify that the Company has complied with the conditions of Corporate Governance as stipulated in theabove mentioned guidelines issued by Bangladesh Securities and Exchange Commission (BSEC). Wealso state that such compliance is neither an assurance as to the future viability of the Company nor acertification on the efficiency or effectiveness with which the Management has conducted the affairs ofthe company.Dhaka, DhakaS.F Ahmed & Co12 May 2013 Chartered Accountants•22

ANNEXURE-IIIStatus of compliance with the conditions imposedby the BSEC’s Notification on SEC/CMRRCD/2006-158/134/Admin/44 dated 07 August 2012issued under section 2CC of the Securities and Exchange Ordinance 1969 on Corporate Governance(Report under Condition No. 7.00)ConditionNo.TitleCompliance StatusNotComplied CompliedRemarks(if any)1.1Board Size: The number of the Board members of the company shallnot be less than 5 (five) and more than 20 (twenty).√1.2 (i)Independent Directors: At least one fifth (1/5) of the total number ofDirectors in the company’s Board shall be Independent Directors.√1.2 (ii) a)Independent Director does not hold any share or holds less than 1%shares of the total paid-up capital.√1.2 (ii) b)Independent Director or his family members are not connected withthe company's any sponsor or Director or Shareholder who holds 1%or more shares.√1.2 (ii) c)Does not have any other relationship, whether pecuniary or otherwise,with the company or its subsidiary/associated companies.√1.2 (ii) d)Independent Director is not a member, Director or officer of anyStock Exchange.√1.2 (ii) e)Independent Director is not a shareholder, Director or officer of anymember of Stock Exchange or an intermediary of the capital market.√1.2 (ii) f)Independent Director is not a partner or an executive or was not apartner or an executive during the preceding 3 (three) years of anystatutory audit firm.√1.2 (ii) g)Independent Director shall not be an Independent Director in morethan 3 (three) listed companies.√1.2 (ii) h)Independent Director has not been convicted by a court of competentjurisdiction as a defaulter in payment of any loan to a bank or aNon-Bank Financial Institution (NBFI).√1.2 (ii) i)Independent Director has not been convicted for a criminal offenceinvolving moral turpitude.√1.2 (iii)The Independent Director(s) shall be appointed by the Board ofDirectors and approved by the shareholders in the AGM.√1.2 (iv)The Post of Independent Director(s) cannot remain vacant for morethan 90 (ninety) days.√1.2 (v)The Board shall lay down a code of conduct of all Board membersand annual compliance of the code to be recorded.√23 •renata annual report 12

ConditionNo.TitleCompliance StatusNotComplied CompliedRemarks(if any)1.2 (vi)The tenure of office of an Independent Director shall be for a periodof 3 (three) years, which may be extended for 1 (one) term only.√1.3 (i)Independent Director shall be a knowledgeable individual withintegrity who is able to ensure compliance with financial, regulatoryand corporate laws and can make meaningful contribution tobusiness.√1.3 (ii)Independent Director should be a Business Leader/ CorporateLeader/ Bureaucrat/ University Teacher with Economics or BusinessStudies or Law background/ Professionals like Chartered Accountants,Cost & Management Accountants, and Chartered Secretaries.The Independent Director must have at least 12 (twelve) years ofcorporate management/ professional experiences.√1.3 (iii)In special cases the above qualifications may be relaxed subject toprior approval of the Commission.Notapplicable1.4Chairman and CEO shall be filled by different individuals. Chairmanshall be elected from among the Directors. The Board of Directorsshall clearly define respective roles and responsibilities of theChairman and the CEO.√1.5The Directors’ Report to Shareholders on:√1.5 (i)Industry outlook and possible future developments in the industry.√1.5 (ii)Segment-wise or product-wise performance.√1.5 (iii)Risks and concerns.√1.5 (iv)A discussion on Cost of Goods sold, Gross Profit Margin and NetProfit Margin.√1.5 (v)Discussion on continuity of any Extra-Ordinary gain or loss.Notapplicable1.5 (vi)Basis for related party transactions- a statement of all related partytransactions should be disclosed in the annual report.√1.5 (vii)Utilization of proceeds from public issues, rights issues and/orthrough any others instruments.√1.5 (viii)An explanation if the financial results deteriorate after the companygoes for Initial Public Offering (IPO), Repeat Public Offering (RPO),Rights Offer, Direct Listing, etc.Notapplicable1.5 (ix)If significant variance occurs between Quarterly Financial performanceand Annual Financial Statements the management shallexplain about the variance on their Annual Report.Notapplicable1.5 (x)Remuneration to Directors including Independent Directors .√1.5 (xi)The financial statements prepared by the management of the issuercompany present fairly its state of affairs, the result of its operations,cash flows and changes in equity.√•24

ConditionNo.TitleCompliance StatusNotComplied CompliedRemarks(if any)1.5 (xii)Proper books of account of the issuer company have beenmaintained.√1.5 (xiii)Appropriate accounting policies have been consistently applied inpreparation of the financial statements and that the accountingestimates are based on reasonable and prudent judgment.√1.5 (xiv)International Accounting Standards (IAS)/ Bangladesh AccountingStandards (BAS)/ International Financial Reporting Standards(IFRS)/ Bangladesh Financial Reporting Standards (BFRS), asapplicable in Bangladesh, have been followed in preparation of thefinancial statements and any departure there-from has beenadequately disclosed.√1.5 (xv)The system of internal control is sound in design and has beeneffectively implemented and monitored.√1.5 (xvi)There are no significant doubts upon the issuer company's ability tocontinue as a going concern. If the issuer company is not consideredto be a going concern, the fact along with reasons thereof should bedisclosed.√1.5 (xvii)Significant deviations from the last year’s operating results of theissuer company shall be highlighted and the reasons thereof shouldbe explained.√1.5 (xviii)Key operating and financial data of at least preceding 5 (five) yearsshall be summarized.√1.5 (xix)No Declaration of Dividend.Notapplicable1.5 (xx)The number of Board meetings held during the year and attendanceby each Director shall be disclosed.√1.5(xxi)The pattern of shareholding shall be reported to disclose theaggregate number of shares (along with name wise details wherestated below) held by:-√1.5 (xxi) a)1.5 (xxi) b)Parent/Subsidiary/Associated Companies and other related parties(name wise details);Directors, Chief Executive Officer, Company Secretary, ChiefFinancial Officer, Head of Internal Audit and their spouses and minorchildren (name wise details).√√1.5 (xxi) c)Executives.√1.5 (xxi) d)Shareholders holding ten percent (10%) or more voting interest inthe company (name wise details).√1.5 (xxii)In case of the appointment/re-appointment of a Director the companyshall disclose the following information to the shareholders:-a) a briefresume of the Director;b) nature of his/her expertise in specificfunctional areas;c) names of companies in which the person alsoholds the Directorship and the membership of committees of the Board.√25 •renata annual report 12

ConditionNo.TitleCompliance StatusNotComplied CompliedRemarks(if any)2.1The company shall appoint a Chief Financial Officer (CFO), a Headof Internal Audit (internal Control and Compliance) and a CompanySecretary (CS). The Board of Directors should clearly definerespective roles, responsibilities and duties of the CFO, the Head ofInternal Audit and the CS.√2.2Attendance of CFO and the Company Secretary in the Board meeting.√3 (i)The company shall have an Audit Committee as a sub-committee ofthe Board of Directors.√3 (ii)The Audit Committee shall assist the Board of Directors in ensuringthat the financial statements reflect true and fair view of the state ofaffairs of the company and in ensuring a good monitoring systemwithin the business.√3 (iii)The Audit Committee shall be responsible to the Board of Directors.The duties of the Audit Committee shall be clearly set forth in writing.√3.1 (i)The Audit Committee shall be composed of at least 3 (three) members.√3.1 (ii)The Board of Directors shall appoint members of the AuditCommittee who shall be Directors of the company and shall includeat least 1 (one)Independent Director.√3.1 (iii)All members of the Audit Committee should be “financially literate”and at least 1(one) member shall have accounting or relatedfinancial management experience: The term Financially literatemeans the ability to read and understand the financial statements i.e.Balance Sheet, Income Statement and Cash Flow Statement and aperson will be considered to have accounting or related financialmanagement expertise if (s)he possesses professional qualificationor Accounting/finance graduate with at least 12 (twelve) years ofcorporate management/ professional experiences.√3.1 (iv)Casual vacancy in Audit Committee shall be Filled by the Board.√3.1 (v)The company secretary shall act as the secretary of the Committee.√3.1 (vi)The quorum of the Audit Committee (AC) meeting shall not constitutewithout at least 1 (one) Independent Director.√3.2 (i)The Board of Directors shall select 1 (one) member of the AuditCommittee to be Chairman of the Audit Committee, who shall be anIndependent Director.√3.2 (ii)Chairman of the audit committee shall remain present in the AnnualGeneral Meeting.√3.3 (i)Role of the Audit Committee: Oversee the financial reporting process.√3.3 (ii)Monitor choice of accounting policies and principles.√3.3 (iii)Monitor Internal Control Risk management process.√•26

ConditionNo.TitleCompliance StatusNotComplied CompliedRemarks(if any)3.3 (iv)Oversee hiring and performance of external auditors.√3.3 (v)Review along with the management, the annual financial statementsbefore submission to the Board for approval.√3.3 (vi)Review along with the management, the quarterly and half yearlyfinancial statements before submission to the Board for approval.√3.3 (vii)Review the adequacy of internal audit function.√3.3 (viii)Review statement of significant related party transactions submittedby the management.√3.3 (ix)Review Management Letters/ Letter of Internal Control weaknessissued by statutory auditors.√3.3 (x)When money is raised through Initial Public Offering (IPO)/RepeatPublic Offering (RPO)/Rights Issue the company shall disclose to theAudit Committee about the uses/applications of funds by majorcategory (capital expenditure, sales and marketing expenses,working capital, etc), on a quarterly basis, as a part of their quarterlydeclaration of financial results. Further, on an annual basis, thecompany shall prepare a statement of funds utilized for the purposesother than those stated in the offer document/ prospectus.√3.4.1 (i)The Audit Committee shall report on its activities to the Board ofDirectors.√3.4.1 (ii) a)Report on conflicts of interests to the Board of Directors.√3.4.1 (ii) b)3.4.1 (ii) c)3.4.1 (ii) d)Will report any suspected or presumed fraud or irregularity or materialdefect in the internal control system to the Board.Will report any suspected infringement of laws, including securitiesrelated laws, rules and regulations to the Board.Will report any other matter which shall be disclosed to the Board ofDirectors immediately.√√√3.4.23.5Reporting to the Authorities: If the Audit Committee has reported tothe Board of Directors about anything which has material impact onthe financial condition and results of operation and has discussedwith the Board of Directors and the management that anyrectification is necessary and if the Audit Committee finds that suchrectification has been unreasonably ignored, the Audit Committeeshall report such finding to the Commission, upon reporting of suchmatters to the Board of Directors for three times or completion of aperiod of 6 (six) months from the date of first reporting to the Boardof Directors, whichever is earlier.Reporting to the Shareholders and General Investors: report onactivities carried out by the Audit Committee, including any reportmade to the Board of Directors under condition 3.4.1 (ii) aboveduring the year, shall be signed by the Chairman of the AuditCommittee and disclosed in the annual report of the issuer company.√√27 •renata annual report 12

ConditionNo.TitleCompliance StatusNotComplied CompliedRemarks(if any)4 (i)Non-engagement of external/statutory auditors in appraisal orvaluation services or fairness opinions.√4 (ii)Non-engagement of external/statutory auditors in financial informationsystems design and implementation.√4 (iii)Non-engagement of external/statutory auditors in Book-keeping or otherservices related to the accounting records or financial statements.√4 (iv)Non-engagement of external/statutory auditors in Broker-dealer services.√4 (v)Non-engagement of external/statutory auditors in Actuarial services.√4 (vi)Non-engagement of external/statutory auditors in Internal audit services.√4 (vii)Non-engagement of external/statutory auditors in any other servicethat the Audit Committee determines.√4 (viii)No partner or employees of the external audit firms shall possessany share of the company they audit at least during the tenure oftheir audit assignment of that company.√5 (i)Provisions relating to the composition of the Board of Directors of theholding company shall be made applicable to the composition of theBoard of Directors of the subsidiary company.√5 (ii)At least 1 (one) Independent Director on the Board of Directors of theholding company shall be a Director on the Board of Directors of thesubsidiary company.√5 (iii)The minutes of the Board meeting of the subsidiary company shall beplaced for review at the following Board meeting of the holding company.√5 (iv)The minutes of the respective Board meeting of the holding companyshall state that they have reviewed the affairs of the subsidiarycompany also.√5 (v)The Audit Committee of the holding company shall also review thefinancial statements, in particular the investments made by thesubsidiary company√6 (i) a)The CEO and CFO will certify to the Board that they have reveiwedthe financial statements and believe that these statements do notcontain any materially untrue statement or omit any material fact orcontain statements that might be misleading.√6 (i) b)The CEO and CFO will certify to the Board that they have reveiwedthe financial statements and believe that these statements togetherpresent a true and fair view of the company’s affairs and are incompliance with existing accounting standards and applicable laws.√6 (ii)There are, to the best of knowledge and belief, no transactionsentered into by the company during the year which are fraudulent,illegal or violation of the company’s code of conduct.√•28

ConditionNo.TitleCompliance StatusNotComplied CompliedRemarks(if any)7 (i)The company shall obtain a certificate from a ProfessionalAccountant/ Secretary (Chartered Accountant/ Cost & ManagementAccountant/ Chartered Secretary) regarding compliance of conditionsof Corporate Governance Guidelines of the Commission andshall send the same to the shareholders along with the AnnualReport on a yearly basis.√7 (ii)The Directors of the company shall state, in accordance with theAnnexure attached, in the Directors' report whether the company hascomplied with these conditions.√29 •renata annual report 12

ANNEXURE-IVAUDIT COMMITTEE REPORT FOR THE YEAR 2012The Audit Committee consists of the following members:Mr. Kazi Aminul Huque Independent Director Chairman Audit CommitteeMr. Kaiser Kabir CEO & Managing Director MemberDr. Sarwar Ali Director MemberMr. Manzoor Hasan Independent Director MemberThe scope of Audit Committee was defined as:a) To review and recommend to the Board to Approve the financial statements forstatutory purpose;b) To report to the Board of Directors on internal audit findings from time to time consideringthe significance of the issues;c) To carry on supervisory role to safeguard the systems to governance and independence ofstatutory audits; andd) To review and consider the internal auditor’s report statutory auditor’s observationson internal control.Activities carried out during the yearThe committee reviewed the internal audit reports, financial statements and the external auditreport. The Committee didn’t find any material deviation, discrepancy or any adversefinding/observation in the area of reporting.Kazi Aminul HuqueChairmanAudit Committee•30

ANNEXURE-VRENATA LIMITED FINANCIAL HIGHLIGHTSFigures in Taka. 000Particulars 2012 2011 2010 2009 2008SUMMARY BALANCE SHEETShareholder's EquityShare Capital 282,419 225,935 180,748 144,598 115,679Proposed stock dividend 70,605 56,484 45,187 36,150 28,920Proposed cash dividend 169,451 135,561 108,449 86,759 57,839Revaluation surplus 157,956 158,434 154,118 154,597 155,075Tax holiday reserve 206,609 131,444 124,166 83,347 52,862Unappropriated Profit 4,183,440 3,250,750 2,358,802 1,701,829 1,251,698Shareholder's Fund 5,070,480 3,958,608 2,971,470 2,207,280 1,662,073Long term & deferred liabilities 1,805,741 347,143 291,256 234,362 186,767Total 6,876,221 4,305,751 3,262,726 2,441,642 1,848,840Application of FundsProperty, plant and equipment - WDV 6,330,831 5,153,072 2,928,571 2,133,261 1,584,714Investment & Non-current assets 112,026 74,404 122,035 75,001 71,448Current Assets 3,310,221 2,464,125 2,063,325 1,643,107 1,506,071Current Liabilities (2,876,857) (3,385,850) (1,851,205) (1,409,727) (1,313,393)Total 6,876,221 4,305,751 3,262,726 2,441,642 1,848,840FINANCIAL RESULTSTurnover (Gross) 8,780,774 7,432,233 5,816,777 4,476,976 3,536,667Turnover (Net) 7,671,572 6,519,639 5,090,318 3,900,732 3,089,746Gross Profit 4,051,959 3,420,283 2,684,956 2,080,235 1,578,652EBITDA 2,379,956 1,886,177 1,404,686 1,016,462 764,811Profit before taxation 1,712,375 1,438,837 1,129,603 823,030 609,920Profit after taxation 1,237,926 1,087,719 852,587 603,524 433,146Total comprehensive income 1,247,275 1,090,634 851,428 603,524 433,146Dividend 240,056 192,045 153,636 122,909 86,759FINANCIAL PERFORMANCENumber of shares 28,241,875 22,593,500 18,074,800 14,459,840 11,567,870Earning per share (Taka) 43.83 38.51 30.19 21.37 15.34Dividend per share (Taka) 8.50 8.50 8.50 8.50 7.50Dividend payout % 19.39 17.66 18.04 20.37 20.03Effective Dividend Rate % 1.15 0.71 0.66 0.71 0.96Price Earning ratio - PER 16.87 25.03 27.48 28.87 20.80Market price per share on 31 December 739.50 1,205.00 1,294.27 1,205.15 778.92Price/Equity Ratio (Times) 73.95 120.50 129.43 120.52 77.89Return on Shareholder's Fund % 24.41 27.48 28.69 27.34 26.06Current Ratio - (Times) 1.15 0.73 1.11 1.17 1.15Net operating cash flow per share (Taka) 38.50 39.84 34.79 33.24 9.63Net asset value per share (Taka) 179.54 175.21 131.52 97.70 73.56Number of employees 3,902 3,393 3,115 2,667 2,21331 •renata annual report 12

FINANCIAL TRENDTAKA IN MILLION8000700060005000400030003089.73900.75090.36519.67671.550004000300020001578.72080.22684.93420.34051.9200010001000002008 2009 2010201120122008 2009 2010 20112012TURNOVER (NET)GROSS PROFIT15001200900600433.1603.5851.41090.61247.225020015010086.8122.9153.6192.0240.13005002008 2009 20102011201202008 2009 2010 20112012NET PROFITDIVIDEND•32

STATEMENT OF VALUE ADDITION2012 % 2011 %Turnover and other incomeLess: Materials cost & ExpensesValue Added8,788,770,2094,646,730,7524,142,039,4577,453,710,2223,964,007,0543,489,703,168Application:Salaries and benefits paid to EmployeesDuties, VAT and Tax paid to Government ExchequerInterest paid to LendersContribution to WPPFTax holiday reserve (net)Dividend to ShareholdersRetained by the CompanyTotal873,039,472 21.11,565,223,965 37.8370,881,897 9.085,618,793 2.175,165,779 1.8240,055,938 5.8932,053,613 22.54,142,039,457 100.0758,355,570 21.71,353,456,294 38.8215,315,416 6.271,941,847 2.17,277,269 0.2192,044,750 5.5891,312,022 25.53,489,703,168 100.0Salaries and benefits paid to EmployeesDuties, VAT and Tax paid to Government ExchequerInterest paid to LendersContribution to WPPFTax holiday reserveDividend to ShareholdersRetained by the Company21.1%21.7%22.5%25.5%5.8%1.8%2.1%9.0%37.8%33 •renata annual report 1220125.5%0.2%2.1%6.2%38.8%2011

CorporateSocialResponsibility35 •renata annual report 12Photo: Wasfia Nazreen, Summit of Mount Everest, May 26, 2012

At Renata, corporate social responsibilitymeans caring for our employees, assistingdisadvantaged members of our society, andbuilding a sustainable environment. Thedetails of our fledgling program are as follows:HEALTHCARE FOREMPLOYEES ANDTHEIR FAMILIESThe Renata health program covers allpermanent employees, their spouses, andchildren. This comprehensive programincludes surgery, hospitalisation, as well asroutine doctor visits.Expenditure during 2012TYPE OF CARETAKAGENERAL 11,320,339GYNAECOLOGY 4,213,732CARDIOVASCULAR 1,057,259DIABETES 785,154ACCIDENT 1,275,045DIAGNOSTIC 2,740,960GASTROENTOLOGY 503,167TOTAL 21,895,656SPONSORSHIPPROGRAMME FOR“BANGLADESH ONSEVEN SUMMITS”On March 26, 2012, Wasfia Nazreen reachedthe summit of Mount Everest – the youngestperson from Bangladesh and the firstone-woman team from our country ever to doso. Renata continued to support her in herquest to be the first Bangladeshi to climb theSeven Summits.Expenditure during 2012TAKA 1,500,000BLANKETSFOR THE POORRenata Limited donated blankets to the poor inSatkhira, Khulna Division, on behalf of theMinistry of Health.Expenditure during 2012Taka 156,000FINANCIAL AIDDURING KORAILSLUM EVICTIONOn April 4th, 2012, a forced eviction of Korail Slum wasinstituted, leaving thousands of Dhaka’s poorest serviceworkers suddenly homeless. Renata set up medicalcamps to help the victims, and also donated forrehabilitation through BRAC and JAAGO Foundation.Expenditure during 2012DONATED FOOD & MEDICINE TAKA 47,027THROUGH BRAC TAKA 500,000THROUGH JAAGO FOUNDATION TAKA 200,000TOTAL TAKA 747,027TREATMENT FOR PATIENTSWITH LIFE-THREATENINGILLNESSESAs in the past, Renata Limited continues to fundtreatment for patients diagnosed with cancer and otherlife-threatening illnesses.Expenditure during 2012NAME TITLE/ TAKAORGANIZATIONMR. MUKHLESUR RAHMAN BCDS 600,000DR. MD. YUNUS ALI MIAH TONGI HEALTH 100,000COMPLEXDR. ASHIT BARAN DHAM MBBS, 200,000MS (ORTHO)TOTAL 900,000LAPAROSCOPIC SURGICALINSTRUMENTS FOR BSMMUBangabandhu Sheikh Mujib Medical University is one ofthe prime institutions for advanced medical treatment inthe country at the public level. The Department ofPaediatric Surgery was lacking the facilities forlaparoscopic treatment for paediatric and neonatepatients, and asked Renata to help procure theinstruments they needed.Expenditure during 2012Taka 2,100,000•36

JAAGO FOUNDATIONJAAGO operates with the help of youngvolunteers to improve the lives of people livingbelow the poverty line. With more than 10,000volunteers, JAAGO Foundation is most notablyknown for their trademark event, UniversalChildren's Day, and their bright yellow t-shirts.Renata donated funds for this event as well asothers.Expenditure during 2012Taka 600,000SCHOLARSHIP FORMERITORIOUSSTUDENTSHOPES (Helping Organization for Promisingand Energetic Students) runs a scholarshipprogram for meritorious students. RenataLimited sponsored students for studyingMedicine under the aegis of this programme.Expenditure during 2012Taka 100,000THE POVERTY FIGHTERFOUNDATION (PFF)SCHOOLThe Poverty Fighter Foundation (PFF) is adedicated non-profit organization working forthe reduction of poverty in Bangladesh.Renata helped them empower the lives ofsome children through education at theirschool.SEID TRUSTSEID Trust provides services to more than 450underprivileged children with autism, ID, and MD throughits four centers located at Shyamoli, Rayerbazar,Kamrangirchar, and Hazaribag. Renata donated funds tosupport the education of these special children.Expenditure during 2012TAKA 50,000FINANCIAL SUPPORTTO SHEEBARenata donated towards the purchase of an electricaldental unit to help SHEEBA (The Society forEnvironment, Health, Education Bangladesh) to continueto extend their free dental services to the poor.Expenditure during 2012TAKA 100,000FINANCIAL ASSISTANCE TOEX-EMPLOYEES AND THEIRCHILDRENFrom time to time we provide financial assistance toex-employees and their children.Expenditure during 2012TAKA 444,000TOTAL CSR EXPENDITURETAKA 29,381,3392.36% of net profitExpenditure during 2012Taka 50,000A NEW CANCERWARD AT DMHRenata Limited donated funds to Dr. Md. AbulKalam towards the opening of a new cancerward at Dhaka Medical Hospital in memory ofDr. Rajib, a promising medical professionalwho passed away from carcinoma.Expenditure during 2012Taka 738,65637 •renata annual report 12

Photo: Granulation Suite PPF-2 •38

ProductPortfolio39 •renata annual report 12 Photo: Rajendrapur Finished Goods Store

PHARMACEUTICAL PRODUCTS:ANTIMICROBIALS:Trade Name Generic Name Formulation Strength Pack SizeAlsporin Cephalexin Tablet 250mg 10x10’sAlsporin Cephalexin Tablet 500mg 10x10’sAmoxi IM/IV Amoxicillin trihydrate Injectable 500mg Vial 500mgBactipront Co-Trimoxazole Tablet 480mg 10x10sBactipront Co-Trimoxazole Tablet 960mg 10x10sBactipront Co-Trimoxazole Oral Suspension 240mg/5ml Bottle 60mlBactamox Amoxicillin trihydrate Tablet 250mg 10x10’sBactamox Amoxicillin trihydrate Tablet 500mg 5x10’sBactamox Amoxicillin trihydrate Ped. Drops 15ml Bottle 15mlBactamox Amoxicillin trihydrate DPS 125mg/5ml Bottle 100mlBactamox IM/IV Amoxicillin trihydrate Injectable 500mg 1’sCeftizone IM Ceftriaxone Injectable 250mg Vial 250mgCeftizone IM Ceftriaxone Injectable 500mg Vial 500mgCeftizone IM Ceftriaxone Injectable 1gm Vial 1gmCeftizone IV Ceftriaxone Injectable 250mg Vial 250mgCeftizone IV Ceftriaxone Injectable 500mg Vial 500mgCeftizone IV Ceftriaxone Injectable 1gm Vial 1gmCeftizone IV Ceftriaxone Injectable 2gm Vial 2gmCeftipime Cefepime HCL Injectable 500mg Vial 500mgCeftipime Cefepime HCL Injectable 1gm Vial 1gmCeftipime Cefepime HCL Injectable 2gm Vial 2gmCefotax IM/IV Cefotaxime sodium Injectable 250mg Vial 250mgCefotax IM/IV Cefotaxime sodium Injectable 500mg Vial 500mgCefotax IM/IV Cefotaxime sodium Injectable 1gm Vial 1gmCefazid IM/IV Ceftazidime Injectable 250mg Vial 250mgCefazid IM/IV Ceftazidime Injectable 500mg Vial 500mgCefazid IM/IV Ceftazidime Injectable 1gm Vial 1gmCloxicap Cloxacillin Capsule 500mg 10x10’sCloxisyrup Cloxacillin Suspension 125mg/5ml Bottle 100mlCloxiject IM/IV Cloxacillin Injectable 250mg Vial 250mgCloxiject IM/IV Cloxacillin Injectable 500mg Vial 500mgDoxicap Doxycycline hydrochloride Capsule 50mg 5x10’sDoxicap Doxycycline hydrochloride Capsule 100mg 10x10’sDiamine Penicillin Benzathine pen. G Injectable 12,00,000 units Vial 12 lac unitsErythrox Erythromycin stearate Tablet 250, 500mg 5x10'sErythrox Erythromycin ethyl-succinate DPS 125mg/5ml Bottle 100mlFurocef IM/IV Cefuroxime sodium Injectable 250, 750mg Vial 250, 750mgFurocef IM/IV Cefuroxime sodium Injectable 1gm Vial 1gmFurocef IV/IM Cefuroxime sodium Injectable 1.5gm Vial 1.5gmFurocef Cefuroxime axetil Tablet 125mg 2x5’sFurocef Cefuroxime axetil Tablet 250mg 2x8’sFurocef Cefuroxime axetil Tablet 500mg 2x6’sFurocef Cefuroxime axetil DPS 125mg/5ml Bottle 70ml•40

Trade Name Generic Name Formulation Strength Pack SizeFlontin Ciprofloxacin hydrochloride Tablet 250mg 2x10’sFlontin Ciprofloxacin hydrochloride Tablet 500mg 3x10’sFlontin Ciprofloxacin hydrochloride Tablet 750mg 2x10’sFlontin Ciprofloxacin hydrochloride DPS 250mg/5ml Bottle 60mlFlontin IV Ciprofloxacin lactate IV infusion 2mg/ml Vial 100mlFlustar Flucloxacillin Sodium Capsule 250mg 12x4’sFlustar Flucloxacillin Sodium Capsule 500mg 7x4’sGatlin Gatifloxacin HCL Tablet 400mg 5x6’sIropen IV Imipenem/Cilastatin Injectable 500mg Vial 500mgLevoking Levofloxacin hemihydrate Tablet 500mg 5x6’sLevoking Levofloxacin hemihydrate Tablet 750mg 3x6’sLevoking Levofloxacin hemihydrate Oral Solution 125mg/5ml Bottle 100mlMeropen IV Meropenem Injectable 500mg Vial 500mgMeropen IV Meropenem Injectable 1gm Vial 1gmOrcef Cefixime Tablet 200mg 2x6’sOrcef Cefixime Tablet 400mg 1x6’sOrcef Cefixime DPS 100mg/5ml 70ml/50ml/40ml/30mlOrcef Cefixime Capsule 200mg 2x8’sPalcef Cefdinir Capsule 300mg 2x5’sPalcef DPS Cefdinir DPS 125mg/5ml Bottle 60mlPalcef DS DPS Cefdinir DPS 250mg/5ml Bottle 30mlPolycef Cephradine Capsule 250mg 5x4’sPolycef Cephradine Capsule 500mg 7x4’sPolycef Cephradine DPS 125mg/5ml Bottle 100mlPolycef DS Cephradine DPS 250mg/5ml Bottle 100mlPolycef Cephradine Injectable 250mg Vial 250mgPolycef Cephradine Injectable 500mg Vial 500mgPolycef Cephradine Injectable 1g Vial 1gPolycef PD Drops Cephradine Ped. drops 125mg/1.25ml Bottle 15mlPronapen Procaine penicillin + Penicillin G Injectable 4,00,000 units Vial 4 lac &8,00,000 units Vial 8 lac unitsQcin Clindamycin Capsule 150mg 5x6'sQcin Clindamycin Injection 300mg/2ml 1x5'sQcin Clindamycin Capsule 300mg 5x6'sQcin Clindamycin Injection 600mg/4ml 1x5'sRenamycin Oxytetracycline Capsule 250mg 60’sRenamycin Oxytetracycline Injectable 50mg/ml Vial 10mlRelexid Pivmecillinam Tablet 200mg 3x10’sTrucef Cefpodoxime proxetil DPS 40mg/5ml Bottle 50mlTrucef DS Cefpodoxime proxetil DPS 80mg/5ml Bottle 50mlTrucef PD Cefpodoxime proxetil Ped. drops 20mg/ml Bottle 15mlTazopen Piperacillin/Tazobactam IV infusion 4.5gm 1x1’sToplon Gemifloxacin Tablet 320mg 6x1’sZithrin Azithromycin Capsule 250mg 2x 6’sZithrin Azithromycin Tablet 250mg, 500mg 2x6’sZithrin Azithromycin DPS 200mg/5ml 15ml/20ml/35ml/50mlZithrin Azithromycin IV infusion 500mg Vial 500mg41 •renata annual report 12

Trade Name Generic Name Formulation Strength Pack SizeANTI-HYPERTENSIVECardipin Amlodipine Tablet 5mg 5x10’sCardipin Plus Amlodipine+Atenolol Tablet 5mg+50mg 5x10’sMinipril Enalapril Tablet 5mg/10mg 10x10’sEvascon Diltiazem Tablet 30mg/60mg 10x10’sAlphapress Prazosin Hydrochloride Tablet 1mg & 2mg 10x10’sOstan Losartan Potassium Tablet 25mg & 50mg 3x10’sOstan Plus Losartan Potassium+ Hydrochlorothiazide Tablet 50/100mg+12.5/25mg 3x10’sPlagrin Clopidogrel Tablet 75mg 2x10’sPlagrin Plus Clopidogrel+ Aspirin Tablet 75mg+75mg 2x10’sMetaloc Metoprolol tartrate Tablet 50mg 10x10’sMetaloc Metoprolol tartrate Tablet 100mg 5x10’sPendoril-2 Perindopril Tablet 2mg 1x10’sPendoril-4 Perindopril Tablet 4mg 1x10’sPendoril Plus-2 Perindopril + Indapamide Tablet 2mg + 0.625mg 1x10’sPendoril Plus-4 Perindopril + Indapamide Tablet 4mg + 1.25mg 1x10’sValzide-80 Valsartan + Hydrochlorothiazide Tablet 80mg + 12.5mg 4x5’sValzide-160 Valsartan + Hydrochlorothiazide Tablet 160mg + 12.5mg 4x5’sTrovastin-10 Amlodipine + Atorvastatin Tablet 5mg + 10mg 3x10’sLIPID LOWERING AGENTZostin Simvastatin Tablet 10mg 3x10’sTaven Atorvastatin Tablet 10mg/20mg/40mg 3x10’sANTI-DIABETICBigmet-500 Metformin HCL Tablet 500mg 10x10’sBigmet-850 Metformin HCL Tablet 850mg 10x10’sGlicron CR Gliclazide CR pellets Capsule 30mg 3x10’sGlicron Gliclazide Tablet 80mg 3x10’sMepid Glimepiride Tablet 1mg 3x10’sMepid Glimepiride Tablet 2mg 3x10’sMepid Glimepiride Tablet 4mg 3x10’sPioglin Pioglitazone Tablet 15mg 3x10’sPioglin Pioglitazone Tablet 30mg 1x10’sHAIR REGROWTHRegain 5% Minoxidil Solution 5% 60mlRegain 2% Minoxidil Solution 2% 60mlEYE-EAR ANDTOPICAL PREPARATIONSRenamycin Eye/ Oxytetracycline HCL + Ointment 5mg/gm 3.5gmEar ointment Polymixin B-SulfateRenamycin Oxytetracycline HCL + Solution 5mg/ml Vial/Bottle 5mlotic Solution BenzocaineRenamycin Oxytetracycline HCL + Topical ointment 30mg/gm Tube 5gmtopical Oint. Polymixin B-SulfateDeltasone-N Eye/ Prednisolone + Neomycin Drops 0.5% Bottle 5mlEar drops•42

Trade Name Generic Name Formulation Strength Pack SizeNSAIDFlexicam Piroxicam Capsule 10mg 10x10’sFlexicam IM Piroxicam Injection 20mg/ml Amp. 2mlCelox-R Celecoxib Capsule 100mg 5x10’sCelox-R Celecoxib Capsule 200mg 5x10’sCeclofen Aceclofenac Tablet 100mg 5x10’sDysmen Mefenamic Acid Tablet 250mg 10x10'sDysmen Mefenamic Acid Tablet 500mg 5x10'sParadote Paracetamol + Dl- Methionine Tablet 500mg +100mg 10x10'sRolac Ketorolac Tablet 10mg 4x10’sRolac Ketorolac Injectable 10mg/1ml 1x 6’sRolac Ketorolac Injectable 30mg/1ml 6x1’sRolac Ketorolac Injectable 60mg/2ml 2x1’sCartilage Plus Gulcosamine sulfate+ Tablet 250mg+200mg 5x6’sChondroitin sulfateXenapro 250 Naproxen Tablet 250mg 5x10’sXenapro 500 Naproxen Tablet 500mg 5x6’sRapidol Tramadol Hydrochloride Injectable 100mg/2ml 1x5’sMaxolax Baclofen Tablet 10mg 3x10'sMaxolax Baclofen Tablet 5mg 3x10'sANTIULCER AGENTNorma-H Ranitidine Tablet 150mg 10x10’sPrazole Omeprazole Capsule 20mg 6x10’sMaxpro Esomeprazole Tablet 20mg 10x10’sMaxpro Esomeprazole Tablet 40mg 3x10’sMaxpro Esomeprazole Capsule 20mg 7x6’sMaxpro Esomeprazole Capsule 40mg 5x6’sMaxpro Esomeprazole Injectable 40mg 1x1’sProtonil Pantoprazole Tablet 20mg 5x10’sProtonil Pantoprazole Tablet 40mg 3x10’sANTI-PARASITIC & ANTI-PROTOZOAL AGENTSXanita Nitazoxanide Tablet 500mg 3x6’sXanita Nitazoxanide DPS 100mg/5ml Bottle 30mlXanita Nitazoxanide DPS 100mg/5ml Bottle 60mlDelentin Pyrantel Pamoate Tablet 125mg 10x10’sDelentin Pyrantel Pamoate Suspension 50mg/ml Bottle 10mlAlentin Albendazole Tablet 200mg 2x40’sAlentin DS Albendazole Tablet 400mg 1x 25’sProtogyn Tinidazole Tablet 500mg 10x10’sProtogyn Tinidazole Tablet 1gm 5x4’sANTI-FUNGAL AGENTLucan-R Fluconazole Capsule 50mg 5x8’sLucan-R Fluconazole Capsule 150mg 2x6’sLucan-R Fluconazole Capsule 200mg 2x6’sLucan-R Fluconazole DPS 50mg/5ml Bottle 35mlConasyd Tioconazole Cream 1% dermal Tube 10gmANTI-TUBERCULOSIS AGENTSStreptomycin Streptomycin Sulfate Injectable 1gm Vial 1gm43 •renata annual report 12

Trade Name Generic Name Formulation Strength Pack SizeANTI-SPASMODICRanicon Oxyphencyclimine HCL Tablet 5mg 50x10’sAlgin Tiemonium Tablet 50mg 5x10’sAlgin Tiemonium Injectable 5mg/2ml 1x 5’sSTEROIDDeltasone Prednisolone Tablet 5mg 50x10’sDeltasone Prednisolone Tablet 10mg 10x10’sDeltasone Prednisolone Tablet 20mg 5x10’sDeltasone Prednisolone Syrup 100ml 1'sDeltasone Prednisolone Syrup 50ml 1'sDexatab Dexamethasone Tablet 0.5mg 25x10’sDexa IM/IV Dexamethasone Injectable 5mg/ml 1ml, 10’sCOSMETIC HEALTH CARE PRODUCT: (ANTI-ACNE AGENT)Trinon Cream Isotretinoin Cream 0.025%, 0.05% w/w Tube 10gmCaress Cream Benzoyl peroxide Cream 2.5%, 5% w/w Tube 15gmVITAMINS & MINERALSBeconex Vitamin B-Complex Capsule - Bottle 30’sBeconex Vitamin B-Complex Syrup - Bottle 100mlBeconex Vitamin B-Complex Syrup - Bottle 200mlBeconex Vitamin B-Complex Injectable - Vial 10mlBeconex ZI Iron+Vitamin B-Complex & Zinc Syrup - Bottle 100mlBeconex ZI Iron+Vitamin B-Complex & Zinc Syrup - Bottle 50mlBecosules Vitamin B-Complex + Vit-C Capsule - 16x6’sBecosules Gold Vitamin B-Complex + Vit-C Capsule - 15x6’sChewrol Iron + Folic Acid Chewable tablet 100mg + 350mcg 5x6’sCalcin Calcium Tablet 500mg 5x10’sCalcin-D Calcium+Vit-D Tablet 500mg+200IU 6x10’s, Bottle 15’s, Bottle 30’sCalcin-M Calcium+Vit-D+Mineral Tablet - 4x10’s, Bottle 30’sE-gel Vitamin E Soft gelatin Capsule 200mg 10x10’sE-gel DS Vitamin E Soft gelatin Capsule 400mg 5x10’sKiddi Multivitamin+Codliver oil Syrup - Bottle 100mlKiddi Multivitamin+Codliver oil Syrup - Bottle 200mlPushtikona Micronutrient Powder Powder in Sachet - 1 x 30’sMazic 20 Zinc sulfate monohydrate Tablet 20mg 3 x 10’sMazic Jr Zinc sulfate monohydrate Syrup 4.05mg/5ml Bottle 100mlMazic Zinc sulfate monohydrate Syrup 10mg/5ml Bottle 100mlMazic DS Zinc sulfate monohydrate Syrup 20mg/5ml Bottle 100mlNeurobest Vit B1+B6+B12 Tablet 100mg+200mg 6x10’s+200mcgNeurobest Vit B1+B6+B12 Injection 100mg+100mg 2x5’s+1mgLucent Calcitriol Soft gelatin Capsule 0.25mcg 3x10’sCalciferol Cholecalciferol IM injection 200000 IU/ml 1’sANTI-OXIDANTProxid Antioxidant (Vit A,C,E) Tablet - Bottle 20’sANTI-ALLERGICFenadin Fexofenadine HCL Tablet 60mg 3 x10’sFenadin Fexofenadine HCL Tablet 120mg 5 x10’sFenadin Fexofenadine HCL Tablet 180mg 2 x10’sFenadin Fexofenadine HCL Suspension 30mg/5ml 50ml•44

Trade Name Generic Name Formulation Strength Pack SizeAllermine Chlorpheniramine Maleate Syrup 2mg/5ml Bottle 100mlTiramin Cetirizine Tablet 10mg 10 x10’sCNS-PRODUCTGaba Gabapentin Tablet 300mg 3 x10’sGaba-p Pregabalin Capsule 50mg 3x10'sGaba-P Pregabalin Capsule 75mg 3 x10’sRenxit Flupentixol+Melitracen Tablet 0.5mg+10mg 10 x10’sNorry Bromazepam Tablet 3mg 5 x10’sCabretol Carbamazepine Tablet 200mg 5 x10’sCabretol Carbamazepine CR Tablet 200mg 5 x10’sCabretol Carbamazepine Syrup 100mg/5ml Bottle 100mlSperid Risperidone Tablet 1mg 5 x10’sSperid Risperidone Tablet 2mg 5 x10’sDenixil Clonazepam Tablet 0.5mg, 2mg 5 x10’s, 3x10’sHORMONE & ANTI-CANCERNormens Norethisterone acetate Tablet 5mg 6 x 10’sBredicon Desogestrel Tablet 750mcg 1 x 28’sCriptine Bromocriptine Mesilate Tablet 2.5mg 1 x 30’sEmcon 1 Levonorgestrel Tablet 1.5mg 1 x 1’sLetrol Letrozole Tablet 2.5mg 1 x 5’sOvulet 50 Clomiphene citrate Tablet 50mg 1 x 10’sOvulet 100 Clomiphene citrate Tablet 100mg 1 x 5’sMedrogest Medroxyprogesterone acetate Tablet 5mg, 10mg 3 x10’sThyrox 50 Levothyroxine sodium Tablet 50mcg 3x30’sMenorest Tibolone Tablet 2.5mg 1x28’sDesolon Desogestrel+Ethinylestradiol Tablet 0.15mg+0.03mg 1x21’sGiane 35 Cyproterone acetate + Tablet 2.0mg+ 1x21’sEthnylestradiol0.035mgNandron Nandrolone Phenylpropionate Injection 25mg/ml 1x5’sNandron Nandrolone Decanoate Injection 50mg/ml 1x1’sGestrenol Allylestrenol Tablet 5mg 3x10’sRegumen Lynestrenol+Ethinylestradiol Tablet 2.5mg+0.05mg 1x21’sEstracon Conjugated estrogens Tablet 0.625mg Bottle 28’sMetorax Methotrexate Tablet 2.5mg 3x10'sMicrogest Natural Oral Micronized Progesterone Capsule 100mg 3x10'sMicrogest Natural Oral Micronized Progesterone Capsule 200mg 3x10'sNovelon Unique Progestogen Drospirenone Tablet 3mg & 0.03mg 1x21'sand EthinylestradiolDanzol Danazol Capsule 100mg & 200mg 3 x10’s, 2x10’sProscan Flutamide Tablet 250mg 3x10’sCabolin Cabergoline Tablet 0.5mg 2x2’sOXYTOCICOxyton Oxytocin Injectable 5 I.U. 2x5’sANTI-FIBRINOLYTICSXamic Tranexamic acid Capsule 500mg 2x10’sXamic Tranexamic acid Injection 500mg/5ml 1x5’sANTI-ASTHMATrulax Levosalbutamol Syrup 1mg/5ml Bottle 100ml45 •renata annual report 12*DPS= Drypowder for suspension

Trade Name Generic Name Formulation Strength Pack SizeTotifen Ketotifen Tablet 1mg 10x10’sTotifen Ketotifen Syrup 1mg/5ml Bottle 100mlOdmon Montelukast Tablet 5mg 1x10’sOdmon Montelukast Tablet 10mg 1x10’sEXPECTORANTTopex Guaiphensin Pseudoephedrin Syrup 131.25mg/5ml Bottle 100mlRecof Ambroxol Hydrochloride Syrup 100ml 1'sVACCINE (IMPORTED)Agrippal Influenza vaccine Injection 0.5ml 0.5ml in Prefilled SyringeRabipur Anti-rabies vaccine Injection 1ml 1ml vialVaxem-Hib Hib vaccine Injection 0.5ml 0.5ml in Prefilled SyringeGASTROPROKINETIC AGENTS:Domiren Domperidone Tablet 10mg 10x10’sDomiren Domperidone Paediatric Drops 5mg/ml Bottle 15mlDomiren Domperidone Suspension 5mg/5ml Bottle 60mlORAL REHYDRATION SALINESaline-R ORS Salt Powder 10.25gm/500 ml Sachet, 20’sANTIPYRETIC/ ANALGESICPyralgin Paracetamol Tablet 500mg 50x10’sPyralgin Paracetamol Suspension 120mg/5ml 60mlPyra Plus Paracetamol+Caffeine Tablet 500mg+65mg 15x10’sAMINO ACID SUPPLEMENTProtemin 5% Composite Amino acid IV Infusion 500ml Bottle 500mlSolution with D-sorbitolANTIEMETICEmeren Ondansetron Tablet 4mg 3x10'sEmeren Ondansetron Tablet 8mg 3x10'sEmeren Ondansetron Injection 8mg/4ml 1x5'sANESTHETICNeos-R Neostigmine Injection 5ml, 1ml 1x5'sKain Ketamine Injection 50mg/ml 1’sSivicaine Heavy Bupivacaine+Dextrose Injection 5mg+80mg 1x5’sEpidrone Epidhrine Injection 5mg 1x5’sOTHERSNormanal Diosmin + Hesperidin Tablet 450mg + 50mg 3x10’sTegarid Tegaserod Tablet 6mg 3x10’sTitolax Lactitol monohydrate Powder 10gm Sachet, 1x10’sHonycol Liquid Sugar & Glycerol Linctus (0.75 ml+1.93 ml)/5ml Bottle 100ml, 200mlMez IV Metronidazole Infusion 0.5% W/V Bottle 100mlTolter Tolterodine Tartrate Tablet 1mg & 2mg 3x10’sPhenocept Mycophenolate Mofetil Tablet 500mg 3x10’sCalciferol Cholecalciferol Injection 1ml 1'sFeristar Iron Sucrose Injection 100mg Iron/5ml 1'sErecta Sildenafil Tablet 50mg 1x4'sErecta Sildenafil Tablet 100mg 1x4's•46

ANIMAL HEALTH PRODUCTSANTIBIOTICTrade Name Generic Name Formulation PackRenamycin AF Tablet Oxytetracycline USP Tablet 5 x 4’sRenamycin Injectable Solution Oxytetracycline USP Injection 10mlRenamycin-100 with PVP Oxytetracycline USP Injection 10ml, 100mlRenamycin/LA Oxytetracycline USP Long Acting Injection 10mlPronapen 40 lac Procaine penicillin BP Injection Vial 40 lacBenzyl penicillin sodiumStreptopen Procaine penicillin BP Injection Vial 0.5g, 2.5gBenzyl penicillin sodiumStreptomycin USPGentaren Gentamicin Sulphate Injection 10ml & 100mlRenamox Amoxycillin 500mg Tablet 20’sAmcox Amoxycillin 1.25gm + Cloxacillin 1.25gm Injection Vial 2.5gmCEPHALOSPORINRenacef Ceftriaxone 1gm/2gm Injection Vial 1gm & 2gmSULPHONAMIDESDiadin Sulphadimidine sodium BP Injection 30ml, 100mlDiadin Sulphadimidine BP Bolus 10 x 2’sSulpha Plus Sulphadiazine USP Bolus 10 x 2’sSulphadimidine BPSulphapyridine USPStreptomycin Sulphate USPSulpha -3 Sulphadiazine USP Bolus 10 x 2’sSulphadimidine BPSulphapyridine USPRenatrim Sulphadiazine + Trimethoprim Bolus 10 x 2’sANTHELMINTICHelmex Albendazole USP Tablet 5 x 4’sNitronex 34% Nitroxynil BP Injection 10mlTremacid Oxyclozanide BP Tablet 5 x 4’sDeminth Morantel Base Tablet 5 x 4’sRenadex Triclabendazole & Levamisole Tablet 10 x 2’sANTI-HISTAMINICDellergen Promethazine Hydrochloride USP Injection 10mlNSAIDRenafen Ketoprofen Injection 5ml, 10mlAPPETIZER & RUMENOTORICAnorexon Cobalt Sulphate BP Tablet 15 x 4’sDried Ferrous Sulfate USPThiamine Mononitrate USPVitamin B12 USPCholine Bitartrate BP47 •renata annual report 12

Trade Name Generic Name Formulation PackRumenton Antimony Potassium Tartrate USP Bolus 10 x 2’sFerrous Sulphate USPStomavet Ammonium bi-carbonate BP Powder 20g x 20Nuxvomica Powder BPSodium bi-carbonate BPGentian Powder BPGinger Powder BPMETABOLICCal-D Mag (with phosphorus) Calcium Gluconate USP Injection 200mlDextrose USPMagnesium Hypophosphate BPChlorocresol (as preservative) BPVitaphos Toldimphos Injection 30mlCyanocobalamine (Vit B12) BPCatophos Butaphosphan Injection 100ml, 30mlCyanocobalamine (Vit B12) BPGLUCOCORTICOIDPredexanol - S Prednisolone Anhydrous USP Injection 10mlDexamethasone TrimethylAcetate USPVITAMIN-MINERAL INJECTIONHemovit Vitamin B-complex & Iron Injection 10mlRenasol AD3E Vitamin A, D3 & E Injection 10ml, 30 mlPOULTRY PRODUCTSEnrocin Enrofloxacin Oral solution 100ml, 1LMicronid Erythromycin Thiocyanate Powder 10g, 100gSulphadiazine USPTrimethoprim USPSultrik Sulfachloropyridazine USP Powder 100gMycostop Tylosin BP Powder 100g, 1kgDoxivet Doxycycline USP Powder 100gRenatrim Sulphadiazine BP Suspension 100mlTrimethoprim BPRenamox 15% Amoxycillin Powder 100g, 500g, 1kgRenamox 30% Amoxycillin Powder 100g, 500g, 1kgRenaquine 10% Flumequine INN Powder 100gRenaquine 20% Flumequine INN Liquid 100mlRenagard 45% Tiamulin Hydrogen Fumarate Powder 100gRenaflox Ciprofloxacin Powder 100gANTHELMINTICAvinex Levamisole HCL USP Powder 10g, 100g•48

Trade Name Generic Name Formulation PackANTI-COCCIDIALCoxicure Sulphaclozine Sodium Powder 100gMonohydrate INNELECTROLYTERenalyte Vitamin A Powder 1kgSodium bi-carbonate BPPotassium Chloride BPSodium Chloride BPDextrose BPNUTRITION PRODUCTSRena WS Multi-vitamin Powder 10g, 50g, 100g,1kgRena B+C Vitamin B complex & Vit. C Powder 100g, 500g, 1kgRena C Ascorbic Acid Powder 100g, 1kgRena K Menadione Sodium bisulphite Powder 10gRenasol AD3E Vitamin A, D3 & E Oral Solution 100ml, 1LRenavit DB Vitamin & Mineral premix Powder 100g, 500g, 1kgRena-Sel E Vitamin E, Selenium Oral Solution 100ml. 1LNUTRITIONAL PREMIXRena Breeder Vitamin-Mineral premix Powder 2.5kgRena Broiler Vitamin-Mineral premix Powder 2.5kgRena Grower Vitamin-Mineral premix Powder 2.5kgRena Layer Vitamin-Mineral premix Powder 2.5kgRena Fish Vitamin-Mineral premix Powder 1kgIMPORTEDAvaila 4 Zinc, Manganese, Copper, Powder 10gm,100gm & 500gmCobalt Chelated with Amino AcidsAvaila Z/M Zinc-Manganese Amino Acids Powder 500gmcomplexBiotronic SE Acidifier & Salmonella Killer Powder 25kgBiotronic SE Forte Liquid Acidifier & Salmonella Killer Oral Solution 100ml, 1LMycofix Plus 3.0 Toxin Deactivator Powder 1kg & 25kgMycofix Select 3.0 Toxin Deactivator Powder 1kg & 25kgMycofix ECO 3.0 Toxin Binder+Liver Protector Powder 1kg & 25kgMycofix Secure Toxin Binder Powder 25kgBiomin Phytase 5000 Phytase Enzyme Powder 25kgRena Phytase 400 Phytase Enzyme Powder 1kgLisovit Muramidase, Peroxidase, FOS, Powder 10gm, 100gm & 1kgVitamin E & Vitamin CVigest Amino Acid+Vitamin+Mineral Oral Solution 500ml, 2LPoultry TMO Chelated Trace Mineral Powder 25kgprotected by HMTBaMintrex PSe Organic Trace Mineral Powder 25kgCibenza DP 100 Special Protease Enzyme Powder 25kgPoultry Star Sol Pro & Prebiotic Powder 10gmPoultry Star me Pro & Prebiotic Powder 25kg49 •renata annual report 12

Trade Name Generic Name Formulation PackBiomin PEP MGE Phytogenic Growth Promoter Powder 25kgBiomin PEP 125 Phytogenic Growth Promoter Powder 25kgOzinc Organic Zinc 8.5% Solution 100mlRenA Tox Liquid Toxinbinder Solution 100ml, 1LRena Calp Calcium Phosphoras Solution 1L, 5LRenaliv Herbal Liver Tonic Solution 1LRescure Herbal Expectorant Solution 100ml, 1LFAM 30 Iodophore Disinfectant Liquid 100ml, 1L,5L, 25L, 200LGPC8 Aldehyde Disinfectant Liquid 100ml, 1L,5L, 25L, 200LShift Trisodium based Detergent Solution 1L, 25LAQUA PRODUCTSAquastar Pond Water Probiotic Powder 500gm, 1kgBiomin Aquaboost Amino Acid complex Powder 1000gm, 25kgHepa Protect Aqua Flavanoids Powder 100gm, 25kgHORMONE PRODUCTSOvurelin Gonadorelin (as acetate) Injection 20mlOvuprost Cloprostenol (as sodium) Injection 20ml•50

Renata LimitedAuditors’ Report andFinancial Statementsas at and for the year ended 31 December, 201251 •renata annual report 12 Photo: Rajendrapur Cephalosporin Facility

Report on the Financial StatementsWe have audited the accompanying financialstatements of Renata Limited (“thecompany”) which comprises Statement ofFinancial Position as at 31 December 2012and the Statement of ComprehensiveIncome, Statement of Changes in Equity andStatement of Cash Flows for the year thenended and also consolidated financialstatements of Renata Limited and itssubsidiaries which comprises ConsolidatedFinancial Position as at 31 December 2012and the Consolidated Statement ofComprehensive Income, ConsolidatedStatement of Changes in equity andConsolidated Cash Flows Statement for theyear then ended and a summary ofsignificant accounting policies and otherexplanatory notes.Management’s Responsibility for theFinancial StatementsManagement is responsible for thepreparation and fair presentation of thesefinancial statements in accordance withBangladesh Financial Reporting Standards(BFRS). This responsibility includes;designing, implementing and maintaininginternal control relevant to the preparationand fair presentation of financial statementsthat are free from material misstatement,whether due to fraud and error; selecting andapplying accounting policies; and makingaccounting estimates that are reasonable inthe circumstances.Auditors’ ResponsibilityOur responsibility is to express an opinion onthese financial statements based on ouraudit. We conducted our audit in accordancewith Bangladesh Standards on Auditing(BSA). Those standards require that wecomply with ethical requirements and planand perform the audit to obtain reasonableassurance whether the financial statementsare free from material misstatement. Anaudit involves performing procedures toobtain audit evidence about the amounts anddisclosures in the financial statements. Theprocedures selected depend on the auditor’sjudgment, including the assessment of therisks of material misstatement of the financialstatements, whether due to fraud or error. Inmaking those risk assessments, the auditorconsiders internal control relevant to theentity’s preparation and fair presentation ofthe financial statements in order to designaudit procedures that are appropriate in theIndependent Auditors’Report to the Shareholdersof Renata Limitedcircumstances, but not for the purpose of expressing an opinion onthe effectiveness of the entity’s internal control. An audit alsoincludes evaluating the appropriateness of accounting policies usedand the reasonableness of accounting estimates made bymanagement, as well as evaluating the overall presentation of thefinancial statements. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our auditopinion.The financial statements of the Company's subsidiaries-Renata AgroIndustries Limited and Purnava Limited, reflect total assets of Tk.568,453,904 and Tk. 29,577,705 respectively as at 31 December2012 and total revenue of Tk. 189,076,696 and Tk. 225,156,039respectively for the year then ended. These financial statementshave been audited by other auditors whose reports have beenfurnished to us and our opinion, in so far as it relates to the amountsincluded in respect of the Company's subsidiaries, is based solely onthe reports of the other auditors.OpinionIn our opinion, the financial statements of the Company along withthe notes thereon and the consolidated financial statements, drawnup on the consideration of the separate audit reports of thesubsidiaries as at 31 December 2012, prepared in accordance withBangladesh Financial Reporting Standards (BFRSs), give a true andfair view of the financial position of the Company and its subsidiaries,and of the results of their financial performance and cash flows for theyear then ended and comply with the Companies Act 1994, theSecurities and Exchange Rules 1987 and other applicable laws andregulations.We also report that:a) we have obtained all the information and explanations which to thebest of our knowledge and belief were necessary for the purposesof our audit and made due verification thereof;b) in our opinion, proper books of account as required by law havebeen kept by the Company so far as it appeared from ourexamination of these books;c) the Company's balance sheet and profit and loss account dealtwith by the report are in agreement with the books of account; andd) the expenditure incurred was for the purposes of the Company'sbusiness.Dated, DhakaS. F. Ahmed & Co.30 April 2013 Chartered Accountants•52

RENATA LIMITEDSTATEMENT OF FINANCIAL POSITIONAS AT 31 DECEMBER 2012ASSETSNon-current assetsProperty, plant and equipmentCapital work-in-progressInvestment in subsidiariesInvestment in sharesOther investmentTotal non-current assetsNotes 2012 2011567894,268,926,3612,061,905,24263,070,37618,363,12330,592,1536,442,857,255Figures in Taka3,782,849,3671,370,222,64163,070,37611,333,863-5,227,476,247Current assetsInventoriesTrade and other receivablesAdvance deposits and prepaymentsCash and cash equivalentsTotal current assetsTotal assets101112131,986,744,883843,231,267148,951,592331,292,9743,310,220,7169,753,077,9711,585,100,179640,195,29197,564,211141,265,9722,464,125,6537,691,601,900EQUITY AND LIABILITIESEquity attributable to equity holders of the companyShare capitalRevaluation surplusTax holiday reserveRetained earningsTotal equity attributable to equity holders of the company141516282,418,750157,955,917206,609,3594,423,495,7225,070,479,748225,935,000158,434,421131,443,5793,442,795,0363,958,608,036Non-current liabilitiesDeferred liability-staff gratuityDeferred tax liabilityLong term loanNon-convertible BondTotal non-current liabilities17181920175,366,283272,041,423358,333,3331,000,000,0001,805,741,039149,138,826198,004,754--347,143,580Current liabilitiesShort term bank loanTrade payablesAccrualsProvision and other liabilitiesUnclaimed dividendProvision for taxationTotal current liabilitiesTotal liabilitiesTotal equity and liabilitiesThe annexed notes 1 to 37 form an integral part of these financial statements.2122231,812,605,17841,207,200272,566,530340,461,1107,907,075402,110,0912,876,857,1844,682,598,2239,753,077,9712,402,992,75850,168,661326,941,029343,920,3886,551,459255,275,9893,385,850,2843,732,993,8647,691,601,900CEO & Managing Director Director Chief Financial OfficerAs per our annexed report of same date.Dhaka, 30 April 201353 •renata annual report 12S. F. Ahmed & Co.Chartered Accountants

RENATA LIMITEDSTATEMENT OF COMPREHENSIVE INCOMEFOR THE YEAR ENDED 31 DECEMBER 2012NotesNon-taxholidayunitsJanuary(100% taxexemption)Tax holiday unitsCepha plantFebruary-December(50% taxexemption )Total ofCepha PlantPenicillinplant (100% taxexemption)Figures in Taka2012 2011Total TotalTurnoverCost of salesGross ProfitOperating Expenses:24256,623,802,813(3,015,218,574)3,608,584,239Administrative, selling anddistribution expensesOperating profitOther income2627(1,698,828,637)1,909,755,6027,995,455Gain/(loss) on disposal ofproperty, plant and equipment 5.5Finance Cost(218,312)(340,530,222)Profit before Contribution to WPPF 1,577,002,523Contribution to WPPFProfit before tax(75,095,358)1,501,907,165Tax expensesCurrent tax 23Deferred tax 18Net profit after tax for the year(377,701,194)(74,194,051)(451,895,245)1,050,011,92074,238,440(41,018,364)33,220,076(13,244,312)19,975,764--(2,098,889)17,876,875(851,280)17,025,595---17,025,595794,711,544(439,095,533)355,616,011(141,778,408)213,837,603--(22,468,297)191,369,306(9,112,824)182,256,482(22,554,240)-(22,554,240)159,702,242868,949,984(480,113,897)388,836,087(155,022,720)233,813,367--(24,567,186)209,246,181(9,964,104)199,282,077(22,554,240)-(22,554,240)176,727,837178,819,506(124,281,173)54,538,333(37,007,904)17,530,429--(5,784,489)11,745,940(559,331)11,186,609---11,186,6097,671,572,303 6,519,639,234(3,619,613,644) (3,099,355,955)4,051,958,659 3,420,283,279(1,890,859,261) (1,712,148,104)2,161,099,398 1,708,135,1757,995,455 21,477,196(218,312) (3,518,170)(370,881,897) (215,315,416)1,797,994,644 1,510,778,785(85,618,793) (71,941,847)1,712,375,851 1,438,836,938(400,255,434) (300,877,218)(74,194,051) (50,240,589)(474,449,485) (351,117,807)1,237,926,366 1,087,719,131Other Comprehensive Income:Gain/(Loss) on Marketable Securities (unrealized)Exchange differences arising on translation (unrealized)Total Comprehensive Income for the Year(252,830)9,601,7941,247,275,330(6,473)2,921,3831,090,634,041Basic Earning per share(per value of Tk. 10) 2843.8338.51The annexed notes 1 to 37 form an integral part of these financial statements.CEO & Managing Director Director Chief Financial OfficerAs per our annexed report of same date.Dhaka, 30 April 2013S. F. Ahmed & Co.•54

RENATA LIMITEDSTATEMENT OF CHANGES IN EQUITYFOR THE YEAR ENDED 31 DECEMBER 2012Figures in TakaShare Revaluation Tax holiday Retained Totalcapital surplus reserve earningsBalance at 01 January 2011180,748,000154,118,455124,166,3102,512,438,1792,971,470,944Stock dividend issued45,187,000--(45,187,000)-Cash dividend paid---(108,448,800)(108,448,800)Deferred tax on revaluation surplus-4,951,851--4,951,851Depreciation adjustment on revalued assets-(635,885)-635,885-Total comprehensive income for the year---1,090,634,0411,090,634,041Tax holiday reserve--74,068,593(74,068,593)-Tax holiday reserve reversed--(66,791,324)66,791,324-Balance at 31 December 2011225,935,000158,434,421131,443,5793,442,795,0363,958,608,036Balance at 01 January 2012225,935,000158,434,421131,443,5793,442,795,0363,958,608,036Stock dividend issued56,483,750--(56,483,750)-Cash dividend paid---(135,561,000)(135,561,000)Deferred tax on revaluation surplus-157,382--157,382Depreciation adjustment on revalued assets-(635,885)-635,885-Total comprehensive income for the year---1,247,275,3301,247,275,330Tax holiday reserve--75,165,779(75,165,779)-Tax holiday reserve reversed-----Balance at 31 December 2012282,418,750157,955,917206,609,3594,423,495,7225,070,479,74855 •renata annual report 12

RENATA LIMITEDCASH FLOW STATEMENTFOR THE YEAR ENDED 31 DECEMBER 2012Figures in Taka2012 2011A. Cash flows from operating activities:Collection from customers and other incomePayment of VATPayment to suppliers and employeesCash generated from operationFinancing costPayment of taxNet cash from operating activitiesB. Cash flows from investing activities:Purchase of property, plant and equipmentInvestment in sharesSale proceeds of property, plant and equipmentNet cash used in investing activitiesC. Cash flows from financing activities:Bank loan (repaid)/received (net)Non convertible bond issueDividend paidNet cash generated from financing activitiesD. Net cash outflows for the year (A+B+C)E. Opening cash and cash equivalentsF. Closing cash and cash equivalents (D+E)8,696,834,669(1,109,202,451)(5,876,069,492)1,711,562,726(370,881,897)(253,421,332)1,087,259,497(1,524,143,603)(7,029,261)200,000(1,530,972,864)(232,054,247)1,000,000,000(134,205,384)633,740,369190,027,002141,265,972331,292,9747,271,765,062(912,593,792)(5,013,045,176)1,346,126,094(215,315,416)(230,677,854)900,132,824(2,460,811,903)(402,784)767,812(2,460,446,875)1,608,568,138-(85,372,340)1,523,195,798(37,118,253)178,384,225141,265,972The annexed notes 1 to 37 form an integral part of these financial statements.•56

RENATA LIMITEDNOTES TO THE FINANCIAL STATEMENTSAS AT AND FOR THE YEAR ENDED 31 DECEMBER 20121. Reporting Entity1.1 Company profileRenata Limited (“the Company”) is a public limited company incorporated in Bangladesh in 1972 as Pfizer Laboratories(Bangladesh), under the Companies Act 1913. In 1993, the Company was renamed as “Renata Limited”. The authorizedcapital of the Company is Tk. 1,000,000,000 divided into 100,000,000 ordinary shares of Tk. 10 each with a paid up capitalof Tk. 282,418,750 divided into 28,241,875 ordinary shares of taka 10 each. The address of the registered office of thecompany is Plot # 1, Milk Vita Road, Section-7, Mirpur, Dhaka -1216. The shares of the Company are publicly traded on thefloor of Dhaka Stock Exchange Limited.Principal ActivitiesManufacture, marketing and distribution of pharmaceutical and animal health products.1.2 Subsidiary Companies1.2.1 Renata Agro Industries LimitedRenata Agro Industries Limited, a subsidiary company of Renata Limited, was incorporated on 7 September 1997 as a privatelimited company under the Companies Act 1994 with authorized share capital of Tk. 150,000,000 divided into 1,500,000ordinary shares of Tk. 100 each. The company commenced its commercial operation from October 1998. The principalactivities of the company comprises of poultry breeding and selling various agro based products.1.2.2 Purnava LimitedPurnava Limited, a subsidiary company of Renata Limited, was incorporated on 17 August 2004 as a private limited companyunder the Companies Act 1994 with authorized share capital of Tk. 200,000,000 divided into 2,000,000 ordinary shares of Tk.100 each. The company commenced its commercial operation in 2009. The principal activities of the company are to carry onbusiness of manufacturing, marketing and distribution of all kinds of consumer goods, consumer durables, food items, edibleoils etc. and to engage in the business as traders, importers, exporters, commission agents of all kinds of goods and servicesincluding pharmaceutical products.2. Significant Accounting Policies2.1 Property, plant and equipmentItems of Property, plant & equipment is recognized where it is probable that future economic benefits will flow to the entityand their cost can be measured reliably.Measurement at recognitionAn item of Property, plant & equipment qualifying for recognition is initially measured at its cost. Cost comprises:- Purchase price, including all non recoverable duties and taxes but net of discounts.- Costs directly attributable to bringing the asset to the location and condition necessary for it to be capable ofoperating in the manner intended by the management.Subsequent Costs- Repairs and maintenance expenditure is recognized as expenditure as incurred.- Replacement parts are capitalized, provided the original cost of the items they replace is derecognized.DepreciationDepreciation is commenced when the asset is in the location and condition necessary for it to be capable of operating inthe manner intended. Property plant and equipment of Renata Limited are depreciated using straight-line methodwhereby there is a constant charge each year, on the assumption that equal amounts of economic benefit are consumedin each year of the assets life. Each significant part of an item of Property, plant & equipment is depreciated separately,using their useful lives. The residual value and useful life of an asset are reviewed in each year end. Depreciation is57 •renata annual report 12

expressed in terms of percentage of cost of the related assets. The list of Property, plant & equipment and relateddepreciation rates are given below:Asset Type Depreciation rate (%)2012 2011Building 1.54-5 1.54-5Plant and machinery 5-20 5-20Automobiles 25 25Office equipment 10-12.5 10-12.5Furniture & Fixture 10 10Disposal of Property, Plant and EquipmentAn item of Property, Plant and Equipment is removed from the statement of financial position when it is disposed of orwhen no future economic benefits are expected from its use or disposal. The gain or loss on the disposal of an item ofProperty, Plant and Equipment is included in the statement of income of the period in which the de-recognition occurs.ImpairmentThe carrying amounts of it’s assets are reviewed at each balance sheet date to determine whether there is any indication ofimpairment loss. If any such indication exists, recoverable amount is estimated in order to determine the extent of theimpairment loss, if any. Impairment loss is recorded on judgmental basis, for which provision may differ in the future yearsbased on the actual experience.Revaluation of assetsThe revaluation model requires an asset, after initial recognition, to be measured at a revalued amount, which is its fair valueless subsequent depreciation and impairment losses. When an asset is revalued, any increase in carrying amount is creditedto a revaluation reserve in equity. The revaluation reserve released to retain earnings by the difference between thedepreciation charged on the revalued amount and that based on cost transferred from the revaluation reserve to retainearnings.2.2 Capital work-in-progressProperty, plant and equipment under construction/acquisition have been accounted for as capital work-in-progress untilconstruction/acquisition is completed and measured at cost.2.3 Financial InstrumentsFinancial instruments are recognized in the balance sheet when the Company has become a party to the contractualprovisions of the instruments.Investment in subsidiariesInvestment in subsidiaries is accounted for in accordance with BAS-27 “Consolidated and separate financial statements.Investment in sharesQuoted shares are classified as available for sale financial assets and recognized initially at cost. After initial reorganization,investments are measured at fair value and any changes in the fair value are recognized in the statement of comprehensiveincome under the component of other comprehensive income for the period in which it arises.Trade ReceivablesTrade receivables are recognized and stated at original invoiced amounts and carried at anticipated realizable values. Baddebts are written off when it is established that they are irrecoverable. Specific allowance is made for known doubtful debts.An estimate is made for doubtful debts based on a review of all outstanding amounts as at the balance sheet date.Cash and Cash EquivalentsCash and cash equivalents include cash on hand, balances and deposits with licensed financial institutions that are readilyconvertible to known amounts of cash and which are subject to an insignificant risk of changes in value.Trade PayablesTrade payables are stated at cost which approximates the fair value of the consideration to be paid in the future for goods andservices rendered.Interest-Bearing BorrowingsInterest-bearing bank loans and overdrafts are recorded at the amount of proceeds received, net of transaction costs.Borrowing costs directly attributable to the acquisition and construction of plant and equipment are capitalized as part of thecost of those assets, until such time as the assets are ready for their intended use in accordance with BAS 23. All otherborrowing costs are charged to the income statement as an expense in the period in which they are incurred.•58

2.4 InventoriesStocks are valued at lower of cost and net realizable value except for goods in transit which are valued at cost.Cost of active materials, raw materials and packing materials are valued by using FIFO formula.Cost of work-in-progress and finished stocks are arrived at by using FIFO cost formula including allocation of manufacturingoverheads related to bringing the inventories to their present condition. The Company uses standard cost method formeasurement of cost of finished goods.2.5 Provisions and contingent liabilitiesProvisions are recognized in the financial statements in line with the Bangladesh Accounting Standard (BAS) 37 “Provisions,Contingent Liabilities and Contingent Assets” when- the company has a legal or constructive obligation as a result of past event.- it is probable that an outflow of economic benefit will be required to settle the obligation.- a reliable estimate can be made of the amount of the obligation.Contingent liabilityA possible obligation depending on whether some uncertain future event occurs, or a present obligation but payment is notprobable or the amount cannot be measured reliably.2.6 Workers’ Profit Participation Fund (WPPF)The Company provides 5% of its profit before Tax after charging contribution to WPPF in accordance with the BangladeshLabour Act, 2006.2.7 Income taxIncome tax expense comprises current and deferred tax. Income tax expense is recognized in the profit and loss account.Current TaxCurrent tax is the expected tax payable on the taxable income for the year, using tax rates enacted or subsequently enactedafter the reporting date, and any adjustment to tax payable in respect of previous years. The Company qualifies as a “PubliclyTraded Company” and the effective rate of taxation is 24.75% considering 10% tax rebate for declaring dividend of more than20% of the paid up capital.Deferred TaxDeferred tax is recognized using the balance sheet liability method, providing for temporary difference between the carryingamounts of assets and liabilities for financial reporting purposes and amounts used for taxation purposes. Deferred tax ismeasured at the tax rate that is expected to be applied to the temporary differences when they reverse, based on the lawsthat have been enacted or substantively enacted by the reporting date.2.8 Employees benefit obligation2.8.1 Defined contribution planThe Company operates a contributory provident fund scheme, duly recognised by NBR, for its permanent employees.Provident fund is administered by a Board of Trustees and is funded by equal contributions both by the employees and theCompany at a predetermined rate.2.8.2 Defined benefit plan (Gratuity scheme)The Company also operates an unfunded gratuity scheme. Employees are entitled to gratuity benefit after completion ofminimum seven years of service with the Company. The gratuity is calculated on the last basic pay and is payable at the rateof one month's basic pay for every completed year of service up to ten years of service, one and half months basic pay formore than ten years of service. Provision for which has been made as per gratuity rules of the company. Actuarial valuationof the scheme is made by a professional valuer/ actuary once in every 2 years.2.8.3 Other employees benefit obligationThe Company operates a group insurance scheme for its permanent employees.2.9 RevenueRevenue from the sale of goods is measured at fair value of the consideration received or receivable, net of returns andallowances, trade discounts and volume rebates.Revenue from sale of goods is recognized when the significant risks and rewards of ownership has been transferred to thebuyer, the Company has no managerial involvement of ownership of the goods, the amount of revenue and the cost of thetransaction can be measured reliably and it is probable that the economic benefit associated with the transactions will flow tothe company.59 •renata annual report 12

2.10 Borrowing costThe company capitalizes borrowing cost for new projects such as interest on term loan and other related fees/charges for theperiod till to commencement of commercial operation and charges the cost to revenue account as financial expenses aftercommencement of the commercial operation.2.11 Earnings per share (EPS)The Company represents basic earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated as the profitor loss attributable to the ordinary shareholders of the Company divided by the weighted average number of ordinary sharesoutstanding during the period.Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted averagenumber of ordinary shares outstanding, for the affects of all dilutive potential ordinary shares. However, dilution of EPS is notapplicable for these financial statements as there was no potential dilutive ordinary shares during the relevant periods.2.12 Segment reportingAs there is a single business and geographic segment within which the company operates as such no segment reporting isfelt necessary.2.13 Financial Risk ManagementRenata Limited’s activities expose it to a variety of financial risks and those activities involve the analysis, evaluation,acceptance and management of some degree of risk or combination of risks. Taking risk is core to the financial business, andoperational risks are an inevitable consequence of being in business. Renata Limited’s aim is therefore to achieve anappropriate balance between risk and return and minimize potential adverse effects on Renata Limited’s financialperformance.Renata Limited’s risk management policies are designed to identify and analyse these risks, to set appropriate risk limits andcontrols, and to monitor the risks and adherence to limits by means of reliable and up-to-date information systems. RenataLimited regularly reviews its risk management policies and systems to reflect changes in markets, products and emergingbest practices.2.13.1 Credit riskCredit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leadingto a financial loss. The Senior Management of Renata Limited carefully manages its exposure to credit risk. Credit exposuresarise principally in receivables from customers into Renata Limited’s asset portfolio. The credit risk management and controlare controlled through the credit policies of Renata Limited which are updated regularly. The company is also exposed toother credit risks arising from balances with banks which are controlled through board approved counterparty limits.2.13.2 Liquidity riskLiquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price.The Company's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity tomeet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or riskingdamage to the Company's reputation. Typically, management ensures that it has sufficient cash and cash equivalent to meetexpected operational expenses, including the servicing of financial obligation through preparation of the cash forecast,prepared based on time line of payment of the financial obligation and accordingly arrange for sufficient liquidity/fund to makethe expected payment within due date..2.13.3 Market riskRenata Limited takes on exposure to market risks, which is the risk that the fair value or future cash flows of a financialinstrument will fluctuate because of changes in market prices. Market risks arise from open positions in interest rate andcurrency, all of which are exposed to general and specific market movements and changes in the level of volatility of marketrates or prices such as interest rates, credit spreads and foreign exchange rates.a. Currency riskThe company is exposed to currency risk on certain revenues and purchase such as revenue from foreign customersand import of raw material, machineries and equipment. The majority of the company’s foreign currency transactionsare denominated in USD and relate to procurement of raw material, machineries and equipment from abroad.b. Interest rate riskInterest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes inmarket interest rates. Fair value interest rate risk is the risk that the value of a financial instrument will fluctuatebecause of changes in market interest rates. Renata Limited takes on exposure to the effects of fluctuations in theprevailing levels of market interest rates on both its fair value and cash flow risks. Interest margins may increase as aresult of such changes but may reduce losses in the event that unexpected movements arise.•60

3. Basis of Preparation of Financial Statements3.1 Basis of measurementThe financial statements have been prepared under the Historical Cost convention as modified to include the revaluation ofcertain fixed assets which are stated at revalued amount. Accordingly, historical cost is employed to determine the monetaryamounts at which the elements of the financial statements are to be recognized and carried in the statement of financialposition and statement of comprehensive income.Under the Historical Cost, assets are recorded at the amount of cash equivalents paid or the fair value of the considerationgiven to acquire them at the time of their acquisition. Liabilities are recorded at the amount of proceeds received in exchangefor the obligation, or in some circumstances (for example, income taxes), at the amounts of cash or cash equivalentsexpected to be paid to satisfy the liability in the normal course of business.3.2 Basis of ConsolidationThe financial statements of the company and its subsidiaries, as mentioned in note-1.2, have been consolidated inaccordance with Bangladesh Accounting Standard (BAS) 27 “Consolidated and Separate Financial Statements”. Figuresused in the consolidated financial statements are based on the audited financial statements of Renata Agro Industries Ltd.and Purnava Limited audited by other auditors. Intra-group balances, and any unrealized income and expenses arising fromintra-group transactions have been eliminated while preparing the consolidated financial statements. Unrealized gains arisingfrom transactions with equity account of investees have been eliminated against the investment to the extent of the parentcompany’s interest in the investee. Unrealized losses were eliminated in the same way as unrealized gains, but only to theextent that there was no evidence of impairment.The consolidated financial statements are prepared to a common reporting year ended on 31 December 2012.3.3 Reporting Framework and Compliance thereofThe financial statements have been prepared in compliance with the requirements of the Companies Act 1994, the Securities& Exchange Rules1987, the Listing Regulations of Dhaka Stock Exchange (DSE) and other relevant local laws as applicable,and in accordance with the applicable Bangladesh Financial Reporting Standards (BFRSs) including Bangladesh AccountingStandards (BASs) adopted by the Institute of Chartered Accountants of Bangladesh (ICAB) based on InternationalAccounting Standards (IASs) and International Financial Reporting Standards (IFRSs).3.4 Functional and presentation currencyThese financial statements are prepared in Bangladesh Taka (Taka/Tk), which is the Company's functional currency. Allfinancial information presented in Taka has been rounded off to the nearest integer.3.5 Reporting periodThe financial period of the company covers one year from 1 January to 31 December consistently.3.6 Comparative Information and Rearrangement thereofComparative figures have been re-arranged wherever considered necessary to ensure better comparability with the currentperiod without causing any impact on the profit and value of assets and liabilities as reported in the financial statements.3.7 Use of estimates and judgmentsThe preparation of financial statements in conformity with Bangladesh Accounting Standards requires management to makejudgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets,liabilities, income and expenses, and disclosure requirements for contingent assets and liabilities during and at the date ofthe financial statements.Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis.Revisions of accounting estimates are recognized in the period in which the estimate is revised and in any future periodsaffected as required by BAS 8: Accounting Policies, Changes in Accounting Estimates and Errors.In particular, significant areas of estimation uncertainty and critical judgments in applying accounting policies that have themost significant effect on the amounts recognized in the financial statements include depreciation, inventory valuation,accrued expenses and other payables3.8 Going concernThe company has adequate resources to continue in operation for foreseeable future. For this reason the directors continueto adopt going concern basis in preparing the accounts. The current credit facilities and resources of the company providesufficient fund to meet the present requirements of its existing businesses and operations61 •renata annual report 12

3.9 Statement of Cash FlowsThe Statement of Cash Flows has been prepared in accordance with the requirements of BAS 7: Statement of Cash Flows.The cash generating from operating activities has been reported using the Direct Method as prescribed by the Securities andExchange Rules, 1987 and as the benchmark treatment of BAS 7 whereby major classes of gross cash receipts and grosscash payments from operating activities are disclosed.3.10 Related Party DisclosuresThe company carried out a number of transactions with related parties in the normal course of business and on arms’ lengthbasis. The information as required by BAS 24: Related party Disclosures has been disclosed in a separate note to theaccounts.3.11 Events after the Reporting PeriodIn compliance with the requirements of BAS 10: Events After the Reporting Period, post statement of financial position eventsthat provide additional information about the company’s position at the statement of financial position date are reflected in thefinancial statements and events after the statement of financial position date that are not adjusting events are disclosed in thenotes when material.3.12 Date of authorization for issue of the financial statementsOn 30 April 2013, the Board of Directors reviewed the financial statements and authorized them for issue.4. Directors’ responsibility statementThe Board of Directors takes the responsibility for the preparation and fair presentation of these financial statements.•62

5. Property, plant and equipmentParticularsFreehold land:At costOn revaluationBuilding:At costOn revaluationAt1 Jan 2012COST/REVALUATIONSAdditionsduringthe yearDisposal/adjustmentduring the yearAt31 Dec 2012RateAt1 Jan 2012DEPRECIATIONChargeduringthe yearDisposal/ Atadjustment 31 Dec 2012during the yearWritten downvalue at31 Dec 2012Taka Taka Taka Taka % Taka Taka Taka Taka Taka704,614,058179,132,078883,746,136951,940,08941,291,251993,231,34096,938,803-96,938,803433,901,979-433,901,979------801,552,861179,132,078980,684,9391,385,842,06841,291,2511,427,133,319-1.54 - 51.54 - 5---71,753,9389,879,24881,633,186---38,673,941635,88539,309,826---------110,427,87910,515,133120,943,012801,552,861179,132,078980,684,9391,275,414,18930,776,1181,306,190,307Plant and machinery2,344,407,156240,891,870-2,585,299,0265 - 20543,014,977205,627,047-748,642,0241,836,657,002Automobiles and trucks238,052,78517,410,000112,819,730142,643,05525136,789,05422,621,25353,785,968105,624,33937,018,716Office equipment116,353,92030,075,013-146,428,93310 - 12.554,899,87316,353,363-71,253,23675,175,697Furniture and fixtures35,171,81213,243,337-48,415,1491011,776,6923,438,757-15,215,44933,199,700Total 20124,610,963,149832,461,002112,819,7305,330,604,421828,113,782287,350,24653,785,968 1,061,678,0604,268,926,361Total 20113,170,692,2831,454,587,71314,316,8474,610,963,149606,119,995232,024,65110,030,865828,113,7823,782,849,3675.1 Initially recognised value of fully depreciated assets included in property, plant and equipmentare as follows:Cost in TakaBuildingPlant and machineryAutomobiles and trucksOffice equipmentComputer equipmentFurniture and fixtures4,448,82468,335,94858,659,55517,987,2666,457,5353,949,857159,838,9855.2 The freehold land of the Company measuring 171.884 acres are located at:Mirpur, DhakaPekua, Cox's BazarBarishal SadarGondogram,BograLakshimipur, Rajshahi City Corporation.Dogri Rajendrapur, GazipurKashor Gore, Bhaluka, MymensingSagordighi, TangailSiddikhali, TangailGhatail, TangailDhamsur, Bhaluka, MymensinghTurag, DhakaSreepur, GazipurKeranigonj, DhakaFaridpurFeniChatropur, MymensinghPhulbaria, MymensinghMymensingh DepotSylhet DepotBogra DepotLohaboy, Bhaluka,Total12.00045.1900.2900.2700.14916.69822.47813.2451.05013.23416.9300.66013.8300.5900.4100.3650.5588.5030.0350.4830.4534.463171.884acresacresacresacresacresacresacresacresacresacresacresacresacresacresacresacresacresacresacresacresacresacresacres63 •renata annual report 12

5.3 Depreciation for the year has been charged to: TakaCost of goods sold - Non-tax holiday units (Note 25.1) 161,789,283Cost of goods sold - Tax holiday units (Note 25.1) 88,347,721250,137,004Administrative, selling and distribution expenses ( Note-26) 37,213,242287,350,2465.4 The freehold land and buildings were revalued by a firm of professional valuers in the year 1995 and the increase in net carryingamount as a result of revaluation were shown as additions/valuations in that year.5.5 Gain/(loss) on disposal of property, plant and equipmentOriginalcostTakaAccumulateddepreciationTakaNet bookvalueTakaSaleproceedsTakaProfit/(loss)Taka3,155,5002,737,188418,312200,000(218,312)3,155,5002,737,188418,312200,000(218,312)The Carrying amount of automobiles (Motor cycles) amounting to Tk.86,912,950 transferred toadvance as no future economic benefit expected from the assets.6. Capital work in-progressOpening BalanceAdd: Addition during the yearLess: Capitalised as property, plant and equipment2012Taka1,370,222,6411,524,143,6032,894,366,244832,461,0022,061,905,2422011Taka363,998,4512,460,811,9032,824,810,3541,454,587,7131,370,222,641This represents mainly construction of buildings for the Rajedrapur General Manufacturing Plant, Barishal Depot,Feni Depot, Keranigonj Depot, installation of plant and machinery, their components and other fixed assetsprocured from foreign and local vendors.7. Investment in subsidiariesThis represents investments in share capital of Renata Agro Industries Limited and Purnava Limited.Renata Limited, being the group company, is the owner of 99.99% shares in both the companies.2012 2011Share No. of Value Valueholding % shares Taka TakaRenata Agro Industries Limited 99.99 419,949 60,570,476 60,570,476Purnava Limited 99.99 24,999 2,499,900 2,499,900444,948 63,070,376 63,070,376•64

8. Investment in securitiesDetail of the above amount is given as under:Market value2012Taka2012TakaBook value2011TakaCentral Depository Bangladesh Limited1,569,4501,569,4501,569,450BRAC Bank Limited13,78115,28815,288Social Islamic Bank Limited912595595EXIM Bank Limited2,7661,3761,449International Leasing & Finance Services Limited16,88433,84433,844United Commercial Bank Limited2,0303,4223,422Peoples Leasing Company Limited26,730117,135117,135Square Pharma Limited7,326,6827,464,0337,464,034BATBC2,728,3751,964,9191,964,919Islami Bank (BD) Limited187,250163,727163,727BGIC999,8101,174,608-City General Insurance Limited1,062,0001,246,968-Global Insurance Limited732,000951,642-Meghna Insurance Limited1,128,0001,102,492-Mercantile Bank Limited477,500517,512-S Alam CR steels Limited491,000502,000-Titas Gas T & D Co Limited1,338,6501,534,112-18,103,82018,363,12311,333,8639. Other investment2012TakaRenata Oncology Limited30,592,15330,592,153Renata Limited invested amounting to Tk.30,592,153 in Renata Oncology Limited which is yet to start its operation.65 •renata annual report 12

10. Inventories2012 2011Taka TakaFinished goods-Pharmaceutical (Unit-1)-Premix (Unit-2)-Contract manufacturing (Unit-3)-Potent products facility-Cepha Plant-Penicillin PlantWork-in-progressRaw materialsBulk materialsPacking materialsRaw and packaging materials-Premix (Unit-2)Raw and packaging materials-Contract manufacturing (Unit-3)Raw and packaging materials-Potent products facility (Unit-4)Raw and packaging materials-Cepha plantRaw and packaging materials-Penicillin plantConsumable stores and sparesStock in transit513,601,968107,763,0743,425,37628,339,959104,750,76923,498,110781,379,256135,125,733141,130,787199,682,148111,466,98198,763,73620,520,87084,906,38638,276,68611,035,8883,781,736360,674,6761,986,744,883467,732,33968,545,30711,324,02425,128,00884,233,39522,965,978679,929,051104,125,88192,322,667114,408,20581,953,318102,088,14816,496,75624,518,39349,205,7404,717,1586,726,968308,607,8941,585,100,179*Inventories are kept as a security against short term bank loans.11. Trade and other receivables2012 2011Taka TakaTrade receivables- unsecured (Note-11.1)Sundry receivables - unsecured considered goodValue Added Tax (VAT) recoverable461,942,102229,589,653151,699,512843,231,267372,927,945135,370,678131,896,668640,195,291*All trade receivables are kept as a security against short term bank loans.11.1 Trade debtorsReceivables due under six monthsReceivables due over six months403,812,23258,129,870461,942,102333,623,75039,304,195372,927,945*Trade receivables and sundry receivables include amounting to Tk. 11,968,666 and TK 92,619,346 respectively due fromRenata Agro Industries Limited. Details are given in note -35 " Related Party Disclosure" .•66

12. Advances, deposits and prepaymentsAdvances:For inventoriesTo employeesDeposits and prepayments:Security depositsPrepaid expenses2012Taka326,80493,951,20494,278,00815,117,08039,556,50554,673,585148,951,5922011Taka-38,540,96838,540,96815,118,09743,905,14659,023,24397,564,21113. Cash and cash equivalentCash in handCash at bank1,265,000330,027,974331,292,9741,185,000140,080,972141,265,97214. Share capital2012Taka2011TakaAuthorized:100,000,000 Ordinary shares of Taka 10 each 1,000,000,000 1,000,000,000Issued, subscribed and paid up:1,294,260 Ordinary shares of Taka 10 each issued for cash 12,942,600 12,942,6001,724,490 Ordinary shares of Taka 10 each 17,244,900 17,244,900issued for consideration other than cash25,223,125 Ordinary shares of Taka 10 eachissued as fully paid bonus shares 252,231,250 195,747,500282,418,75 282,418,750 225,935,000The shares are listed in the Dhaka Stock Exchange Limited and quoted at Tk 739.50 per share on 31 December 2012.At 31 December 2012 share holding position of the company was as follows:Number of Face value % of totalshares Taka holdingSajida FoundationBusiness Research International Corp. Inc.ICB Unit FundInvestment Corporation of BangladeshFirst ICB Mutual FundShadharan Bima CorporationJPMCB NA AC Morgan StanleyOther local shareholders14,403,2376,335,537700,1871,366,099512,4871,235,575324,9753,363,77828,241,875144,032,37063,355,3707,001,87013,660,9905,124,87012,355,7503,249,75033,637,780282,418,75051.0022.432.484.841.814.371.1511.91100.0067 •renata annual report 12

Classification of shareholders by holdings:No. of holders No. of holders Number of No. of total % of totalHoldings as per folio as per BOID total holders share holdings holdings2012Less than 500 shares 242 1,789 2,031 198,934 0.70%501 to 5000 shares 68 257 325 526,972 1.87%5,001 to 10,000 shares 24 34 58 412,798 1.46%10,001 to 20,000 shares 6 32 38 542,270 1.92%20,001 to 30,000 shares 5 6 11 274,597 0.97%30,001 to 40,000 shares - 5 5 175,473 0.62%40,001 to 50,000 shares - 5 5 225,061 0.80%50,001 to 100,000 shares 2 4 6 392,286 1.39%100,001 to 1,000,000 shares - 9 9 2,768,623 9.80%Over 1,000,000 shares 2 2 4 22,724,861 80.47%349 2,143 2,492 28,241,875 100.00%•68

15. Revaluation surplusThe freehold land and buildings were revalued by a firm of professional valuers in the year 1995 and the resulting increase invalue of Tk 220,423,329 has been shown as revaluation surplus. The breakup of revaluation is as follows:2012 2011Taka TakaLandBuildings179,132,07831,412,003210,544,081179,132,07832,047,888211,179,966Less: Depreciation charged during the year on revaluation of buildingsLess: Adjustment of deferred tax on revaluation surplus(635,885)209,908,19651,952,279157,955,917(635,885)210,544,08152,109,660158,434,42116. Retained earningsOpening balanceTotal comprehensive income for the yearTax holiday reserveStock dividend issuedCash dividend paidTax holiday reserve reversedDepreciation adjustment on revalued assetsClosing balance3,442,795,0361,247,275,330(75,165,779)(56,483,750)(135,561,000)-635,8854,423,495,7222,512,438,1791,090,634,041(74,068,593)(45,187,000)(108,448,800)66,791,324635,8853,442,795,03617. Deferred liability-staff gratuityThe Company operates an unfunded gratuity scheme for its employees. Provision for gratuity is charged to profits annuallyto cover obligations under the scheme on the basis of an estimate made by the management of the Company to maintain fullprovision at the balance sheet date. The break-up of accumulated provision for gratuity is as follows:Opening balanceAdd: Provision made during the yearLess: Paid during the yearClosing balance149,138,82640,058,988189,197,81413,831,531175,366,283138,540,45728,330,992166,871,44917,732,623149,138,82669 •renata annual report 12

18. Deferred tax liabilities2012 2011Taka TakaOpening balancePrior year adjustmentAddition during the year198,004,754-74,194,051272,198,805152,716,016(4,951,851)50,397,971198,162,136Reduction of deferred tax on revaluation surplusClosing balance(157,382)272,041,423(157,382)198,004,754Carryingamount onbalance sheetTax baseamount onbalance sheetTaxable/(deductible)temporarydate date differenceTaka Taka TakaAt 31 December 2012-Property, plant and equipment (excluding land):At cost less accumulated depreciationRevaluation surplus2,371,631,417209,908,1962,581,539,6131,254,546,644-1,254,546,6441,117,084,773209,908,1961,326,992,969Provision for staff gratuity (net of payment)Provision for obsolete and slow moving inventoriesProvision for doubtful debtsNet temporary differenceApplicable tax rateDeferred tax liability/(asset)(175,366,283)(28,895,301)(23,574,121)---------(175,366,283)(28,895,301)(23,574,121)1,099,157,26424.75%272,041,423At 31 December 2011-Property, plant and equipment (excluding land):At cost less accumulated depreciationRevaluation surplus1,862,606,304210,544,0812,073,150,3851,055,685,224-1,055,685,224806,921,080210,544,0811,017,465,161Provision for staff gratuity (net of payment)Provision for obsolete and slow moving inventoriesProvision for doubtful debtsNet temporary differenceApplicable tax rateDeferred tax liability/(asset)Prior year adjustmentDeferred tax liability/(asset)(149,138,826)(25,009,411)(23,290,238)-------------(149,138,826)(25,009,411)(23,290,238)820,026,68624.75%202,956,605(4,951,851)198,004,754•70

19. Long term loanLimit2012 2011Taka TakaStandard Chartered Bank LimitedNature of Security :400,000,000358,333,333358,333,333--(i) Registered mortgage over industrial land in Rajendrapur where Hormone Plant-2 is situated(ii) First Charge over all the present and future inventories, trade receivables, receivables claims, contracts, bills, plant,machinery and equipment of the Renata LimitedTerms of RepaymentTwelve equal quarterly installments commencing from August 2012Rate of interest 14% p.a. and the rate of interest will be changed as the Bank rate / policy changed.20. Non-convertible BondAt 31 December 2012 the institutional investors list are given below:Trust Bank First Mutual FundPopular Life First Mutual FundPHP First Mutual FundAB Bank First Mutual FundFirst Bangladesh Fixed Income FundThe Premier Bank LimitedCentral Depository Bangladesh Limited100,000,00070,000,00030,000,000150,000,000370,000,000250,000,00030,000,0001,000,000,000--------Renata Limited raised capital amounting to Tk.1,000,000,000 through issuance of non-convertible subordinated bonds toinstitutional investors at fixed rate interest 12% p.a. Interest will be paid to investors on a half yearly basis. The nonconvertible bond will be matured after 2 years from the date of issue (17.12.12).71 •renata annual report 12

21. Short term bank loanBank overdraft and short term loan with:Limit 2012 2011Taka Taka TakaEastern Bank LimitedThe Hongkong Shanghai Banking Corporation LimitedCity Bank LimitedStandard Chartered Bank LimitedCitibank N. A.Bank Asia LimitedAgrani Bank Limited570,000,0001,755,000,000800,000,0001,700,000,000500,000,0001,000,000,00092,477,1091,124,326,213248,532,627139,741,80839,976,735166,364,2521,186,4341,812,605,178367,776,761653,963,395272,990,973944,406,348163,322,279-533,0022,402,992,7586,325,000,000Securityi) First charge over all present and future stocks and book debts of Renata Limited jointly with Eastern Bank Limited, TheHongkong Shanghai Banking Corporation Limited, Citibank N A, City Bank Limited, Bank Asia Limited and StandardChartered Bank under pari-passu security sharing agreement.ii) First charge over all present and future plant and machinery of Renata Limited jointly as above.22. Provisions and other liabilitiesProvisions:Provision for diminution in value of investmentProvision for doubtful debtsProvision for obsolete inventoriesProvision for meeting expensesOther liabilities:Workers' profit participation fundWorkers' welfare fundVAT PayableWithholding VATExport commission payableVouchers Payable journalizedToll manufacturing charges payable-ZiskaRoyalty payableGrant from GAINNovartis (BD) LimitedRenata Agro LimitedPurnava Limited23. Provision for taxationOpening balanceAdd: Provision made during the yearLess: Tax paid during the yearClosing balance2012 2011TakaTaka259,30323,574,12128,895,30121,446,41974,175,144150,837,61341,782,93331,536,994233,2779,591,7722,214,5924,834,0654,826,0798,913,0931,659,204-9,856,344266,285,966340,461,110255,275,989400,255,434655,531,423253,421,332402,110,0916,47423,290,23825,009,41121,402,17069,708,293112,289,98248,028,42028,825,842-5,984,87318,869,573-12,543,56821,246,06516,423,77210,000,000-274,212,095343,920,388185,076,625300,877,218485,953,842230,677,853255,275,989•72

24. Turnover2012 2011Non-tax holiday units:Pharmaceutical productsAnimal health productsContract manufacturingTax holiday units :Cepha plantPenicillin plantGross Turnover TurnoverTurnover Less: VAT (net) (net)Taka Taka Taka Taka5,575,925,7211,437,292,178500,797,1877,514,015,0861,051,855,949214,903,7191,266,759,668740,913,518123,528,04725,770,708890,212,273182,905,96536,084,213218,990,1784,835,012,2031,313,764,131475,026,4796,623,802,813868,949,984178,819,5061,047,769,4903,931,736,5841,266,224,315439,395,5655,637,356,464819,009,75463,273,016882,282,7708,780,774,7541,109,202,4517,671,572,3036,519,639,23424.1 During the year sale of Pharmaceuticals products includes export sales of Tk. 263,319,753 equivalent to US$ 3,236,392.24.2 Item-wise production/purchases and sale of 540 finished goods formulations consisting of pharmaceutical products, animal healthproducts, premix feed supplement, potent products and other medical products in various forms viz capsules, tablets, vials,ampoules, dry and liquid syrup, ointments, sachets, etc. are stated below by major product group and their total value:blets, vials,ampoules, dry and liquid syrup, ointments, sachets, etc. are stated below by major product group and their total value:Figure in ‘000Opening Production/ ClosingMajor product group Unit stocks purchases Less: Sales stocksSterile dry fill (injectable)Sterile liquid fill (injectable)Ointments and eye/ear dropsCapsules and tabletsOral liquid and dry syrupRabipur VaccinePotent productsPremix -Animal nutrition-Animal nutritionOral salineVialsVials & AmpoulesTubeCapsules & TabletsBottlesVialsCapsules & TabletsKgSachetsSachets8301,92484342,8851,9758171,4554583483,9163,9999,1468381,038,14215,6355961,979,3024,5712,92872,5604,1939,2529191,106,71915,9325781,990,0214,5252,89673,8306361,8183274,3081,6789960,7365043802,646Taka in '000679,9293,831,2433,729,793781,37973 •renata annual report 12

25. Cost of salesAmount in Taka2012 2011Non-tax holiday Tax holiday UnitsUnits Cepha Penicillin Total Totalplant plantOpening stock of finished goodsAdd.Cost of goods manufactured (Note 25.1)Cost of finished goodsLess: Closing stock of finished goods (Note-10)572,729,6782,818,789,818276,829,4553,668,348,951653,130,3773,015,218,57484,233,395500,631,271-584,864,666104,750,769480,113,89722,965,978124,813,304-147,779,28223,498,110124,281,172679,929,0513,444,234,393276,829,4554,400,992,900781,379,2563,619,613,644517,464,6393,010,949,447250,870,9203,779,285,006679,929,0513,099,355,95525.1 Cost of goods manufactured2012 2011Non-tax holiday Tax holiday UnitsUnits Cepha Penicillin Total Totalplant plantOpening work-in-processAdd: Cost of raw materials consumed (Note 25.2)Less: Closing work-in-processCost of materialsManufacturing overheadSalaries, wages and other benefitsCompany's contribution to provident fundNet periodic cost for gratuityElectricity and fuelConsumable stores, supplies and -manufacturing expensesInsuranceLand revenue and taxesRentAutomobile expensesPostage and telephoneStationeries & SuppliesUniforms for workersTravelling and moving expensesRepair and maintenanceLunch, snacks and tea expensesDepreciationOther overhead expenses72,131,9542,167,209,9902,239,341,944103,404,2952,135,937,649682,852,169167,235,3392,874,20710,710,350105,554,78174,807,3435,466,1773,620,813364,34011,078,5102,008,1226,863,7653,272,19934,883,53843,790,91142,422,346161,789,2836,110,14522,818,543265,088,248287,906,79122,888,131265,018,660235,612,61123,153,352163,824828,96074,293,35218,173,00125,017286,69895,8161,157,929498,9962,020,717299,1675,631,85023,597,37618,234,93367,000,402151,2219,175,38431,536,41240,711,7968,833,30731,878,48992,934,8155,564,8366,66741,69048,075,3003,716,948-96,517-610,785221,320947,358175,5991,645,8855,281,8955,037,27421,347,319165,422104,125,8812,463,834,6502,567,960,531135,125,7332,432,834,7981,011,399,595195,953,5273,044,69811,581,000227,923,43396,697,2925,491,1944,004,028460,15612,847,2242,728,4389,831,8403,746,96542,161,27372,670,18265,694,553250,137,0046,426,78879,865,9782,258,690,8852,338,556,863104,125,8812,234,430,982776,518,465167,494,9322,104,4818,766,000108,628,938158,844,3124,939,4391,129,3242,646,3498,004,7151,727,6898,430,2571,615,91226,401,79554,722,43447,250,052167,511,6556,300,181Cost of goods manufactured2,818,789,818500,631,271124,813,3043,444,234,3933,010,949,44725.2 Cost of raw materials consumedOpening stockAdd: Purchase during the yearLess: Closing stock431,787,4872,391,893,4112,823,680,898656,470,9082,167,209,99049,205,740254,159,194303,364,93438,276,686265,088,2484,717,15837,855,14242,572,30011,035,88831,536,412485,710,3852,683,907,7473,169,618,132705,783,4822,463,834,650436,812,4402,307,588,8302,744,401,270485,710,3852,258,690,885•74

25.3 Purchases, issues and stocks of raw materialsPurchases, issues and stocks of raw materials are of over 2000 items involving production of 500 finished goodsformulations. The measurement are expressed in different units viz kilogram, activity, liter, pieces etc. In view of differentunits in use, the following table has been presented in value only.OpeningClosingMajor material group stocks Purchases Consumtion stocksTaka Taka Taka TakaActive materials (Note 25.4)Raw materials (Note 25.4)Packaging materials (Note 25.4)Premixes - Raw and packaging materialsContract manufacturingPotent product facilityTax holiday units:Cepha plantPenicillin plant114,408,20592,322,66781,953,318102,088,14816,496,75624,518,393431,787,48749,205,7404,717,15853,922,8981,073,841,069417,818,787427,731,846204,688,681186,714,16281,098,8662,391,893,411254,159,19437,855,142292,014,336988,567,126369,010,667398,218,183208,013,093182,690,04820,710,8732,167,209,990265,088,24831,536,412296,624,660199,682,148141,130,787111,466,98198,763,73620,520,87084,906,386656,470,90838,276,68611,035,88849,312,574485,710,3852,683,907,7472,463,834,650705,783,482Consumable storesMaintenance stores and spares5,145,2011,581,7676,726,968492,437,3536,989,171590,1447,579,3152,691,487,0629,324,5471,200,00010,524,5472,474,359,1972,809,825971,9113,781,736709,565,21825.4 Summarised quantity of purchases, issues and stocks of raw materialsSummarized quantity of purchases, issues and stocks of raw materials are stated below by their major product group andtheir total value.Active materials:OpeningClosingMajor product group Unit stocks Purchases Issues stocksLocalImportedKG/KGAKG/KGA/BUTaka59021,258114,408,20512,125268,4141,073,841,0699,527267,491988,567,1263,18822,181199,682,148Procurement of active materials consist of 275 items of which 90% of the total value were imported during the year.Raw materialsOpeningClosingMajor product group Unit stocks Purchases Issues stocksExcipientsColourEmpty gelatin capsules (000's)FlavourSugarSorbitolGlucoseLactoseKGKGPCSKGKGKGKGKG119,87554531,3481,98850,02021,01823,63014,125510,5251,870167,4695,565624,25091,400115,200144,750461,2141,662158,7325,563637,05283,19799,930130,673169,18675340,0851,99037,21829,22138,90028,202Taka92,322,667417,818,787369,010,667141,130,78775 •renata annual report 12

Purchase of raw materials involve 440 items of which 80% in value were imported during the year.Packaging materials:OpeningClosingMajor product group Unit stocks Purchases Issues stocksCartonsLabelsDirection slipsCatch coversVialsBottlesAmpoulesPlastic spoons/droppersPP caps/Al sealsRubber plugsAluminum foilPVC hardPCPCPCPCPCPCPCPCPCPCKGKG8,801,8995,008,06312,432,9948,584,6611,606,5841,534,9381,561,1466,430,0803,534,3091,851,20041,20514,19752,061,7258,871,17446,895,70016,975,5189,749,48215,100,62114,420,52722,221,51018,279,80010,600,000234,105245,67450,997,1129,454,58048,903,50917,550,2429,110,75714,882,50812,563,49226,211,44218,029,10710,522,052212,758215,7959,866,5124,424,65710,425,1858,009,9372,245,3091,753,0513,418,1812,440,1483,785,0021,929,14862,55144,076Taka81,953,318427,731,846398,218,183111,466,981Purchase of Packaging materials involve 1625 items of which 30% in value were imported during the year.Materials available locally were procured from their local manufacturers. Materials were imported from the following countries eitherdirectly from the manufacturers or suppliers approved by the Drug Administration:India Japan Italy New ZealandChina Thailand Denmark IndonesiaHong Kong South Korea Spain ArgentinaSingapore Germany USA BrazilMalaysia UK Austria Czech Republic26. Administrative, selling and distribution expensesSalaries, wages and allowancesContribution to Provident FundNet periodic cost for gratuityFuel and powerRent, rates and taxesInsuranceTravelling, moving and entertainment expensesRepairs and maintenanceLegal and professional expensesProvision for bad debtsAudit feesDirectors' feesMembership fees and subscriptionMeeting and corporate expensesSales promotionField expensesDepreciationStationeryPostage, telex, fax and telephoneDistribution freightLunch, snacks, tea and welfare expensesOther overhead expenses*2012 2011Non-tax holiday Tax holiday unitsUnits Cepha Penicillin Total TotalPlantPlantTaka Taka Taka Taka Taka535,326,04612,557,93227,038,01220,833,8677,529,4506,203,905263,582,60916,347,9073,796,167283,883500,000300,0002,145,68939,298,60472,743,327341,759,84937,213,24220,759,62319,144,473152,854,08450,631,41567,978,5531,698,828,63767,293,3652,191,6301,083,7732,636,4931,178,165495,47927,288,7451,398,614716,361---312,0715,950,88615,226,3351,599,327-2,090,2461,085,76617,840,8522,497,7434,136,869155,022,72016,071,503541,782356,204746,31798,282129,4048,443,093412,06486,230---58,4351,070,9081,403,023262,920-744,721359,2613,671,4441,066,2491,486,06437,007,904618,690,91415,291,34428,477,98924,216,6778,805,8976,828,788299,314,44718,158,5854,598,758283,883500,000300,0002,516,19546,320,39889,372,685343,622,09637,213,24223,594,59020,589,500174,366,38054,195,40773,601,4861,890,859,261547,997,06012,428,10519,564,99211,642,5009,593,1266,904,855255,489,89210,378,2822,777,9017,450,481300,000310,0004,383,79039,191,35982,017,375379,736,48264,512,99717,036,22016,559,242133,649,79540,847,67449,375,9761,712,148,104•76

*Other overhead expenses do not exceeds 1% of total revenue. So no separate items of these expenses is required to be disclosedunder separate account head as per schedule XI of the Companies Act-1994.26.1 The company engaged 3,902 employees of which 2,688 are permanent employees and 1214 are Casual and TemporaryWorkers as required. All employees received total remuneration of above Tk. 36,000 per annum.27. Other income2012 2011Taka TakaInterest incomeDividend incomeExchange gain/(loss)Gain from sale of listed sharesScrap sales2,808,842869,275(1,530,453)1,811,2704,036,5217,995,4552,962,614758,9514,598,27913,157,352-21,477,19628. Basic earnings per share (EPS)The computation of EPS is given below:Earnings attributable to the ordinary shareholders (net profit after tax)Weighted average number of ordinary shares outstanding during the year (Note-28.1)Basic earning per share (EPS)1,237,926,36628,241,87543.831,087,719,13128,241,87538.5128.1 Weighted average number of shares outstanding during the yearOpening number of sharesBonus shares issued in June 201222,593,5005,648,37528,241,875*Last year’s EPS has been adjusted as per the requirement of BAS-33 “earnings per share”.77 •renata annual report 12

29. Payments to directors and officersThe aggregate amount paid (except directors’ fees for attending board meetings in note 26) during the year to directors andofficers of the Company are disclosed below as required by the Securities and Exchange Rules 1987.RemunerationHouse rentBonusContribution to provident fundGratuityMedical expensesConveyance allowance and transportOther welfare expensesDirectorsTaka4,970,6253,162,5002,062,500497,063621,32865,0451,012,000872,77013,263,831OfficersTaka210,814,048143,081,46158,081,78614,648,59024,294,13017,559,800122,372,36037,734,186628,586,36129.1 During the year no payment has been made to any non-executive director for any special services rendered.30. Capacity utilisation - single shift basisThe Company operates multi-products plants. As a result plant utilisation is not comparable with capacity due to variation ofproduct mix. However, actual production and utilisation for major products groups are as follows:2012 2011ActualActualMajor product group Unit Capacity production Utilisation production Utilisation(In ’000) (In ’000) % (In ‘000) %Sterile dry fill (injectable)Sterile liquid (injectable)Ointments & eye/ear dropsCapsules and tabletsOral liquid & dry syrupWater for injectionPremix feed supplementPremix feed supplementORAL salinePotent ProductsVialsVials & ampoulesTubesCap/TabBottlesAmpoulesKgSachetsSachetsTablets6,50010,5001,500750,00012,0002,5004,0002,50035,0001,000,0003,9999,1468381,038,14315,6352,7974,5712,92872,5601,979,30261.52%87.10%55.87%138.42%130.29%111.88%114.28%117.12%207.31%197.93%3,16413,3262,173943,76613,8352,6314,1322,54243,7171,628,33348.68%126.91%144.87%125.84%115.29%105.24%103.30%101.68%124.91%162.83%31. Contingent liabilities and assets31.1 There are contingent liabilities on account of unresolved disputed corporate income tax assessments involving tax claims bythe tax authority amounting to Tk 25,266,780 for which appeals are pending with the High Court division of the Supreme Court.However, tax paid and provided for the relevant years are adequate to meet the demanded tax, in the event the High Courtmaintains the decision of the Appellate Tribunal.31.2 There are contingent liabilities on account of unresolved VAT cases claimed by the authority amounting to BDT 31,536,974.Out of the total claimed, appeals are pending with the High Court division of the Supreme Court and VAT appellate tribunalamounting to BDT 28,825,822. Appeal is yet to be made in respect of the remaining amount.31.3 Renata Limited purchased land of 16.93 acre at Mouza Dhamsur, Union: Mollick Bari, Thana: Bhaluka, Dist.: Mymensing in2011 by BDT 200,163,438. After acquisition local people made disputes on that land and Renata Limited filed suit in theMymensing Judge Court which is under trial.•78

31.4 Additional contingent liabilities exist in respect of the following:Outstanding letters of credit (Note 31.4.1)Outstanding guarantees issued by the banks31.4.1 Outstanding letters of credit2012 2011Taka Taka945,547,60253,564,285999,111,887433,767,35220,138,553453,905,905Limit 2012 2011Taka Taka TakaThe Hong Kong and Shanghai Banking Corporation LimitedStandard Chartered Bank LimitedEastern Bank LimitedThe City Bank LimitedCity Bank N.ABank Asia Limited1,250,000,0001,200,000,000450,000,000320,000,000480,000,000250,000,0003,950,000,000368,361,032269,603,56634,723,05819,573,214245,922,3787,364,354945,547,602161,198,379105,576,24858,979,44945,862,83062,150,446-433,767,35232. Capital expenditure commitmentThere was no unprovided committed capital expenditure as at 31 December 2012.33. Dividend paid to non-resident shareholdersDividend paid to non-resident shareholder, Business Research International Corp. Inc. during the year 2012 wasTk.23,581,056 equivalent to US$.286,560.41 for their 4,912,720 shares.34. Claims against the company not acknowledged as debtNone at 31 December 201235. Payments/receipts in foreign currency35.1 During the year the following payments were made in foreign currency for imports calculated on CIF basis of:Active, raw and packaging materialsMachinery and sparesForeigncurrencyUS$28,157,9294,591,18932,749,118LocalcurrencyTaka2,252,634,353367,295,1052,619,929,45835.2 The following expenses were incurred during the year in foreign exchange on account of:Professional consultation fee for ISO 9001Export promotional expensesProduct registrationUS$US$US$331,311357,9499,86835.3 Foreign exchange was earned in respect of the following:Export of goods on FOBUS$3,236,39279 •renata annual report 12

36. Related party disclosure:During the year the company carried out a number of transactions with related parties in the normal course of business onan arm's length basis. Name of those related parties, nature of those transaction and their total value has been shown in thebelow table in accordance with the provisions of BAS-24- "Related Party Disclosure".TransactionOpeningClosingName of the party Relationship Nature of transaction balance Addition Adjustment balanceTaka Taka Taka TakaRenata Agro Industries Ltd. SubsidiarySale of goodsAdvance paymentShort term loan5,173,552--5,173,5529,752,70662,619,34630,000,000102,372,0522,957,592--2,957,59211,968,66662,619,34630,000,000104,588,012Purnava Ltd. Subsidiary Purchase of goodsAdvance paymentTotal-32,784,98232,784,982208,150,102-208,150,102208,150,10242,641,326250,791,428-(9,856,344)(9,856,344)37. General1) All the figures in the financial statements represent Bangladesh Taka currency (BDT) rounded off to the nearest integer.2) The comparative information has been disclosed in respect of 2012 for all numerical information in the financial statements andalso the narrative and descriptive information as found relevant for understanding of the current year's financial statements.3) To facilitate comparison, certain relevant balances pertaining to the previous year have been rearranged or reclassified wheneverconsidered necessary to conform to current year presentation.•80

81 •renata annual report 12 Photo: Rajendrapur Power Plant

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RenataAgro Industries LimitedREPORT AND FINANCIAL STATEMENTSBoard of Directors• Mr. Kaiser Kabir, Chairman• Mr. Md. Shafiul Alam, Director• Mr. Manzoor Hasan, Independent Director83 •renata annual report 12

Directors’ReportThe year 2012 was one of the most difficult in thehistory of Renata Agro. Due to an outbreak ofLow-Pathogenic Avian Influenza (LPAI), the Companyhad no production from May to September. Moreover,when our production resumed in the final quarter, themarket price of DOCs crashed, which resulted in furtherfinancial losses.We have mentioned in earlier reports about the volatilityof earnings in the poultry industry. The results of asingle year are therefore not indicative of futureearnings. Looking at the historical performance of theCompany, it seems sensible to take a three-yearperspective when analysing financial results.The long-term prospects of the Company are still good.Moreover, in a significant departure from its previousstance, the Government of Bangladesh approved theuse of vaccines for Avian Influenza in selected districts.If vaccination does control the spread of this diseasethen there is every chance of the poultry industrygetting back on the growth trajectory that existed priorto the outbreak of Avian Influenza.In terms of capital investment, we started constructionof another four-shed farm Narangi, Morchi underBhaluka Upazilla. However, our first farm (Kashor)which is in a crowded poultry-belt has been closeddown to minimize the risk of Avian Influenza. In total, wenow have 15 poultry sheds located in four separatesingle-age farms.Syed S. Kaiser KabirChairmanApril 18, 2013•84

Auditors’ Reportto the Shareholders ofRenata Agro Industries LimitedWe have audited the accompanying financial statements ofRENATA AGRO INDUSTRIES LIMITED, which comprise thestatement of financial position as at 31 December 2012, thestatement of comprehensive income,statement of changes inequity and statement of cash flows for the year then ended,and a summary of significant accounting policies and otherexplanatory information.Management's Responsibility for the Financial StatementsManagement of RENATA AGRO INDUSTRIES LIMITED isresponsible for the preparation and fair presentation of thesefinancial statements in accordance with Bangladesh FinancialReporting Standards (BFRS), and for such internal control asmanagement determines is necessary to enable thepreparation of financial statements that are free from materialmisstatement, whether due to fraud or error.Auditors' ResponsibilityOur responsibility is to express an opinion on these financialstatements based on our audit. We conducted our audit inaccordance with Bangladesh Standards on Auditing (BSA).Those standards require that we comply with ethicalrequirements and plan and perform the audit to obtainreasonable assurance about whether the financial statementsare free from material misstatement.An audit involves performing procedures to obtain auditevidence about the amounts and disclosures in the financialstatements. The procedures selected depend on the auditor'sjudgment, including the assessment of the risks of materialmisstatement of the financial statements, whether due to fraudor error. In making those risk assessments, the auditorconsiders internal control relevant to the entity's preparationand fair presentation of the financial statements in order todesign audit procedures that are appropriate in thecircumstances, but not for the purpose of expressing anopinion on the effectiveness of the entity's internal control. Anaudit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness ofaccounting estimates made by management, as well asevaluating the overall presentation of the financial statements.We believe that the audit evidence wehave obtained is sufficient and appropriateto provide a basis for our audit opinion.OpinionIn our opinion, the financial statements,prepared in accordance with BangladeshFinancial Reporting Standards (BFRS),give a true and fair view of the financialposition as at 31 December 2012 and itsfinancial performance and cash flows forthe year then ended and comply with theCompanies Act 1994 and other applicablelaws and regulations.We also report that:(a) we have obtained all the informationand explanations which to the best of ourknowledge and belief were necessary forthe purposes of our audit and made dueverification thereof;(b) in our opinion, proper books of accountas required by law have been kept by thecompany so far as it appeared from ourexamination of those books; and(c) the company's statement of financialposition and statement of comprehensiveincome dealt with by the report are inagreement with the books of account.K. M. HASAN & CO.Chartered AccountantsDated, Dhaka24 March 201385 •renata annual report 12

Renata Agro Industries LimitedSTATEMENT OF FINANCIAL POSITIONAS AT 31 DECEMBER 2012ASSETSNon-current assets:Property, plant and equipmentCapital work-in-progressInvestmentsTotal non-current assetsFigures in TakaNotes 2012 201156346,984,72933,140,88137,684,301417,809,911349,790,5753,099,59537,684,301390,574,471Current assets:InventoriesTrade and other receivablesAdvances, deposits and prepaymentsLoan to Renata Ltd.Cash and cash equivalentsTotal current assetsTotal assets78910124,418,04517,561,1934,227,687-4,437,068150,643,993568,453,90467,874,45510,644,2096,953,76410,000,0007,315,480102,787,908493,362,379EQUITY AND LIABILITIESShare capitalTax holiday reserveRetained earningsTotal equity1142,000,00035,982,922216,819,752294,802,67442,000,00035,982,922269,785,746347,768,668Non current liability:Term loan1256,670,20161,803,855Current liabilities:Other financeBank overdraftTrade and other payablesAccrued expensesTotal current liabilitiesTotal equity and liabilities1314151654,160,49159,189,20578,919,84824,711,485216,981,029568,453,90414,646,77037,291,79112,272,56419,578,73183,789,856493,362,379(Annexed notes form an integral part of these financial statements)Director General Manager ChairmanSigned in terms of our report of even date annexed.Dated, DhakaK.M. HASAN & CO.24 March 2013 Chartered Accountants•86

Renata Agro Industries LimitedSTATEMENT OF COMPREHENSIVE INCOMEFOR THE YEAR ENDED 31 DECEMBER 2012NotesFigures in Taka2012 2011TurnoverLess: Cost of goods soldGROSS PROFIT/(LOSS)1718179,689,675205,295,768(25,606,093)216,438,668214,904,2671,534,401Less: Operating Expenses:Administrative expensesMarketing expensesDistribution expensesOPERATING PROFIT/(LOSS)Less: Financial expensesAdd: Other incomeContribution to WPPFNet Profit/(loss) before taxTransferred to tax holiday reserveNet Profit/(loss) after taxtransferred to retained earnings1920218,307,3505,663,1576,821,04320,791,550(46,397,643)15,955,372(62,353,015)9,387,021(52,965,994)-(52,965,994)-(52,965,994)10,321,5518,309,7579,126,28527,757,593(26,223,192)5,368,046(31,591,238)6,430,002(25,161,236)-(25,161,236)-(25,161,236)Basic earnings per share(126.11)(59.91)(Annexed notes form an integral part of these financial statements)Director General Manager ChairmanSigned in terms of our report of even date annexed.Dated, DhakaK.M. HASAN & CO.24 March 2013 Chartered Accountants87 •renata annual report 12

Renata Agro Industries LimitedSTATEMENT OF CASH FLOWSFOR THE YEAR ENDED 31 DECEMBER 2012Figures in Taka2012 2011A. CASH FLOWS FROM OPERATING ACTIVITIES:Collection from customers and othersPayment to suppliers and employeesCash paid for operating expenses & othersCash generated from operationIncome tax paidFinance costNet cash from Operating activities182,159,712(175,784,313)(11,077,656)(4,702,257)-(15,955,372)(20,657,629)221,366,658(231,669,482)(14,442,555)(24,745,379)(1,116,857)(5,368,046)(31,230,282)B. CASH FLOWS FROM INVESTING ACTIVITIES:Purchase of property, plant and equipmentInvestmentNet cash used in Investing activities(18,456,978)10,000,000(8,456,978)(148,298,520)66,900,000(81,398,520)C. CASH FLOWS FROM FINANCING ACTIVITIES:Other financeWork-in-progessLoanBank overdraftNet cash from Financing activities39,513,721(30,041,286)(5,133,654)21,897,41426,236,19561,803,855--37,291,79199,095,646Net cash inflows/(outflows) for the year (A+B+C)Add: Opening cash and cash equivalentsClosing cash and cash equivalents(2,878,412)7,315,4804,437,068(13,533,156)20,848,6367,315,480CLOSING CASH AND CASH EQUIVALENTS:Cash in handCash at banksClosing cash and cash equivalents2,291,5372,145,5314,437,0685,584,0731,731,4077,315,480Director General Manager ChairmanSigned in terms of our report of even date annexed.Dated, DhakaK.M. HASAN & CO.24 March 2013 Chartered Accountants•88

Renata Agro Industries LimitedSTATEMENT OF CHANGES IN EQUITYFOR THE YEAR ENDED 31 DECEMBER 2012Figures in TakaShare Tax holiday Retained TotalPARTICULARS Capital Reserve Earnings EquityBalance at 01 January, 201142,000,00035,982,922294,946,982372,929,904Net loss for the year 2011--(25,161,236)(25,161,236)BALANCE AT 01 JANUARY,201242,000,00035,982,922269,785,746347,768,668Net loss for the year 2012--(52,965,994)(52,965,994)BALANCE AT 31 DECEMBER, 201242,000,00035,982,922216,819,752294,802,674Director General Manager ChairmanSigned in terms of our report of even date annexed.Dated, DhakaK.M. HASAN & CO.24 March 2013 Chartered Accountants89 •renata annual report 12

Renata Agro Industries LimitedNOTES TO THE FINANCIAL STATEMENTSAS AT AND FOR THE YEAR ENDED 31 DECEMBER 201211. STRUCTURE OF THE COMPANY:1.1 Renata Agro Industries Limited is a private company limited by shares incorporated on 07 September 1997 in Bangladeshunder the Companies Act. 1994.The shares of the company shall be under the control of the Directors of the company.1.2 Registered Office and Principal Place of Business:The registered office of the Company is situated at Plot No. 01, Section - 07, Milk Vita Road, Mirpur, Dhaka-1216. The farm islocated at Barakashar, Bhaluka, Mymensingh.2. NATURE OF BUSINESS ACTIVITIES:The principal activities of the company are to carry on business for producing and sale of various agro based products,and poultry breeding & hatching and sale of poultry products. The company commenced its commercial operation fromOctober 1998.3. PRINCIPAL ACCOUNTING POLICIES:3.1 Basis of Accounting:The financial statements have been prepared under historical cost convention in accordance with Bangladesh FinancialReporting Standards (BFRS).3.2 Compliance with Local Laws:The financial statements have been prepared in compliance withrelevant local laws and rules.requirements of the Companies Act, 1994 and other3.3 Component of the Financial Statements:According to the Bangladesh Accounting Standards "BAS-1", "Presentation of Financial Statements" to complete set ofFinancial Statements include the following components:(a) Statement of Financial Position as at 31 December 2012.(b) Statement of Comprehensive Income for the year ended 31 December 2012(c) Statement of Changes in Equity for the year ended 31 December 2012.(d) Statement of Cash Flows for the year ended 31 December 2012(e) Notes to the Financial Statements.3.4 Risk and uncertainties for use of estimates in preparation of Financial Statements:The preparation of financial statements in conformity with the Bangladesh Accounting Standards (BASs) require managementto make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingentassets and liabilities at the date of financial statements, and revenues and expenses during the reported period. Actualresults could differ from those estimates. Estimates are used for accounting of certain items such as provision for doubtfulaccounts, depreciation, taxes, reserves and contingencies.•90

3.5 Transactions with related parties:The Company has carried on transactions with related parties in the normal course of business.3.6 Reporting Period:Financial statements of the Company cover 1 (one) year from 01 January 2012 to 31 December 2012.3.7 Recognition of Property, Plant & Equipment and Depreciation:Property, Plant & Equipment are stated at cost less accumulated depreciation in accordance with BAS 16 "Property, Plant andEquipment." Cost represents cost of acquisition.No depreciation is charged on land and land development. Depreciation on all other fixed assets is charged on straight linemethod in amount sufficient to write off depreciable assets over their estimated useful life. Depreciation is charged for the fullyear on assets acquisitioned during the first half of the year while half year depreciation is charged on assets acquired duringthe second half of the year. The rates of depreciation are indicated in Note-5.Depreciation has been charged on farm overhead and administrative, marketing and distribution expenses proportionately.3.8 Inventories:Inventories comprise of parent stock, feed stock, medicine, feed ingredient, litter, generator fuel, and LP gas. All these arestated at cost and considered as realisable value. No due allowance for any obsolete or slow moving items have beenaccounted for.3.9 Trade and other Receivables:These are carried at original invoice amount. This is considered good and collectible.3.10 Current Account with Associates :These represent day-to-day transaction with Associates concerns. These are not long-term transaction. However, interestincome is earned from such transactions.3.11 Cash and Cash Equivalents:According to BAS-7 " Statement of Cash Flows ", Cash comprises cash in hand and demand deposits and, cash equivalentsare short term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to aninsignificant risk of changes in value. BAS-1 "Presentation of Financial Statements" provides that Cash and Cash equivalentsare not restricted in use. Considering the provisions of BAS-I & BAS-7, cash in hand and bank balance have been consideredas cash and cash equivalents.Statement of Cash Flows is prepared principally in accordance with BAS-7 "Statement of Cash Flows" and the cash flow fromoperating activities has been presented under direct method.3.12 Trade and other Payables:Liabilities are recognised for amounts to be paid in future for goods and services received, whether or not billed by thesuppliers and service provider.3.13 Foreign Currency Translation:Transactions denominated in foreign currencies are translated into Bangladesh Taka and recorded at the exchange ratesruling on the date of transaction in accordance with BAS-21 "The Effects of Changes in Foreign Currency Rates."3.14 Turnover from Net Sales:Net sales comprise the invoice value of goods supplied by the company and consists of local sales of products.3.15 Revenue Recognition:91 •renata annual report 12

The revenues are recognised under satisfying all the conditions for revenue recognition as provided in BAS-18 "RevenueRecognition".* Sales are recognized at the time of delivery of products from the farm whether or not billed.* Other sales are recognized at the time of delivery from the farm.3.16 Earnings Per Share (EPS):The company has calculated Earnings Per Share (EPS) in accordance with BAS-33 "Earnings Per Share".4. GENERAL:4.1 Figures have been rounded off to the nearest Taka.4.2 Previous year's figures have been re-arranged where necessary to conform to current year's financial presentation.5. PROPERTY, PLANT AND EQUIPMENTFigures in TakaCostDepreciationWrittenParticulars Balance Addition Adjustment Balance Rate Balance Charge Adjustment Balance down valueas on during / (Disposal) as on as on during / (Disposal) as on as on01.01.12 the year during the 31.12.12 (%) 01.01.12 the year during the 31.12.12 31.12.12yearyearFreehold Land and landdevelopment-At cost95,582,8036,675,206-102,258,009-----102,258,009Building at Cost:Building on freehold land173,446,7067,408,040-180,854,7465.07-6.5940,683,3319,036,643-49,719,974131,134,772Semi pucca building onfreehold land1,741,817175,188,523-7,408,040--1,741,817182,596,56312.51,541,99342,225,324199,8249,236,467--1,741,81751,461,791-131,134,772Plant & machinery168,336,5713,660,572-171,997,143559,354,7208,585,905-67,940,625104,056,518Office equipments5,555,946148,750-5,704,69612.51,771,858757,341-2,529,1993,175,497Automobiles and trucks18,155,008--18,155,0082010,894,7582,534,990-13,429,7484,725,260Furniture & fixture2,398,355564,410-2,962,76551,179,971148,121-1,328,0921,634,673Total as on 31 December 2012465,217,20618,456,978-483,674,184115,426,63121,262,824-136,689,455346,984,729Total as on 31 December 2011320,908,601145,198,925890,320465,217,20699,682,12316,634,828890,320115,426,631349,790,575Allocation of depreciation:2012Farm overhead16,264,453Administrative expenses 705,551Marketing expenses255,094Distribution expenses894,418Hatchery expenses2,321,172Feed expenses507,408Omega 3-Laboratory expenses314,728Total21,262,824201111,398,5841,050,578255,094724,3752,327,288511,89152,288314,73016,634,828•92

6. INVESTMENTSFigures in Taka2012 2011Investment in share (Note-6.1)Investment in govt. bond (Note-6.2)Investment in govt. savings certificate (Note-6.3)Total18,803,1455,781,15613,100,00037,684,30118,803,1455,781,15613,100,00037,684,3016.1 Investment in shareThe following amounts are invested in listed companies for maintaining equivalent amount of tax holidayreserve @ 10% being exempted on net profit of Renata Agro Industries Limited.2012Market ValueBook Value201152,788 ordinary shares of Tk. 10 each in United Leasing Co. Ltd.2,000 ordinary shares of Tk. 10 each in Bata Shoe Co. (BD) Ltd.7,896 ordinary shares of Tk. 10 each in Atlas Bangladesh Ltd.262,634 ordinary shares of Tk. 10 each in Square Pharma Ltd.35,031 ordinary shares of Tk. 10 in UCBL421 ordinary shares of Tk. 100 in ICBTotal1,640,3981,067,1141,271,67644,212,532823,425632,43349,647,578578,923264,501396,53013,896,7102,600,2181,066,26318,803,145578,923264,501396,53013,896,7102,600,2181,066,26318,803,1456.2 Investment in govt. bond5 years treasury bond, purchases date: 30.03.2010 5,781,156 5,781,1566.3 Investment in govt. savings certificates ( 5 Years):Purchase Date: 27.06.2011Name of Certificate Certificate No Maturity DateBSP 163/11 0757543 27/6/2016 100,000 100,000BSP 163/11 0059444 27/6/2016 500,000 500,000BSP 163/11 0059445 27/6/2016 500,000 500,000BSP 163/11 0059446 27/6/2016 500,000 500,000BSP 163/11 0059447 27/6/2016 500,000 500,000BSP 163/11 0047938 27/6/2016 1,000,000 1,000,000BSP 163/11 0047939 27/6/2016 1,000,000 1,000,000BSP 163/11 0047940 27/6/2016 1,000,000 1,000,000BSP 163/11 0047941 27/6/2016 1,000,000 1,000,000BSP 163/11 0047942 27/6/2016 1,000,000 1,000,000BSP 163/11 0047943 27/6/2016 1,000,000 1,000,000BSP 163/11 0047944 27/6/2016 1,000,000 1,000,000BSP 163/11 0047945 27/6/2016 1,000,000 1,000,000BSP 163/11 0047946 27/6/2016 1,000,000 1,000,000BSP 163/11 0047947 27/6/2016 1,000,000 1,000,000BSP 163/11 0047948 27/6/2016 1,000,000 1,000,000Total 13,100,000 13,100,00093 •renata annual report 12

7. INVENTORIESStocks:Parent stock-BroilerFeed stockMedicineFeed Ingredient & othersLitterGenerator fuel & LP gasLayer EGGS - O3Spare partsTotalFigures in Taka2012 201159,388,117658,0761,861,31461,372,085334,162697,671106,620-124,418,04545,768,481391,2883,531,26716,216,89678,570591,821-1,296,13267,874,4558. TRADE AND OTHER RECEIVABLESTotal outstanding to the agent / customerInterest against Short term loan ( Reneta Limited)Others (Layer Eggs)Interest(EBL)Total7,222,376-10,239,27899,53917,561,1938,568,538152,0561,923,615-10,644,2099. ADVANCES, DEPOSITS AND PREPAYMENTSAdvances:Loan to employeesOther advances (Note 9.1)Deposits and Pre-payments:Advance income taxInsurance premiumTotal760,564154,058914,6222,435,705877,3603,313,0654,227,687796,914306,8451,103,7595,202,939647,0665,850,0056,953,7649.1 Other AdvancesAnsar - MymensinghFarm land rentalCalendar printingTotal-154,058-154,05889,671113,904103,270306,84510. CASH AND CASH EQUIVALENTSCash in hand:At Farm officeAt Head officeBalance with Banks:Bangladesh Krishi BankJanata Bank Ltd.Islami Bank Bangladesh Ltd.Dutch Bangla bank Ltd.Total2,076,421215,1162,291,537-484,4271,515,462145,6422,145,5314,437,0684,648,810935,2635,584,07347,490235,8521,189,778258,2871,731,4077,315,480•94

11. SHARE CAPITALAuthorized Capital:Figures in Taka2012 20111,500,000 ordinary share of Tk. 100 each150,000,000150,000,000Issued and Paid-up Capital:420,000 ordinary shares of Tk. 100 each42,000,00042,000,000At 31 December 2012, shareholding position of the company was as follows:ShareholdersNo. of shareFace Value% of Total HoldingsRenata Limited 419,949Mr. Syed S. Kaiser Kabir 51Total 420,00041,994,9005,10042,000,00099.988%0.012%100.00%12. TERM LOANEastern bank ltd. A/C 00405 (25th July, 2011)Eastern bank ltd.A/C 00405 (07th August, 2011)Total20,003,53336,666,66856,670,20121,803,85540,000,00061,803,855.13. OTHER FINANCEWorkers' profit participation fund (Note 13.1)Workers' welfare fund (Note 13.2)Agent security deposit (Note 13.3)Loan from other sourcesShort term loan (Reneta Limited)Total3,069,2072,473,8058,617,47910,000,00030,000,00054,160,4913,512,6802,268,6748,865,416--14,646,77013.1 Workers' profit participation fund (WPPF)Opening balanceLess: Adjustment during the yearLess: Payments during the year3,512,680205,1313,307,549238,3423,069,2077,819,044-7,819,0444,306,3643,512,68013.2 Workers' welfare fund (WWF)Opening balanceAdd: Adjustment during the yearLess: Payments during the year2,268,674205,1312,473,805-2,473,8052,268,674-2,268,674-2,268,67413.3 Agent security depositOpening balanceAdd: Deposit during the yearLess: Refund to the agent8,865,416970,9079,836,3231,218,8448,617,47910,289,2861,555,00011,844,2862,978,8708,865,41695 •renata annual report 12

14. BANK OVERDRAFTEastern bank ltd. A/C 00405 (Cash Credit A/C)Eastern bank ltd. (Demand Loan)15. TRADE AND OTHER PAYABLESFigures in Taka2012 201129,189,20530,000,00059,189,20527,291,79110,000,00037,291,791Renata LimitedRenata Limited - Other payablesInterest against short term loan ( Renata Limited)Payable to Hatching EggsPayable to parties (Note 15.1)Total11,968,66662,619,346479,37528,4803,823,98178,919,8485,013,6271,531,444--5,727,49312,272,56415.1 Payable to partiesNovartis (Bangladesh) Ltd.Bengal overseas Ltd.Advance- LaboratoriesAdvance- Bio-Products Ltd.Energy Pac Electronics Ltd.Poultry Consultant & Development ServicesUnivet Ltd.ACI Ltd.Abdul wadud sharifCedar bd.ltdAkata PackagingDiamedGlobal heavy chemicalsBio-LabHasib agroImperic international ltd.Bangla TracFTDC Trade and ConsultationJ.M.C Instrument & Chemicals Co.International trading houseMondol EnterpriseKibria tradersModina poultry feed ltd.S.R tradingSathi tradersHatching eggsTotal243,800187,22614,900----306,000345,870558,000312,800--368,050-120,0009,50012,2509,430-173,355-1,162,800---3,823,981930,2801,382,060-43,50033,060104,6402,226773,400--248,40062,000115,000-61,200120,000---106,510-963,635750120,792631,56028,4805,727,49316. ACCRUED EXPENSESLeave encashment & bonusAgent's commissionAudit & consultancy feesAccrued interestEmployees income taxProvision for gratuityProvision for bad debtsTotal9,612,3124,683,52760,000--10,355,646-24,711,4857,380,1253,144,76460,00021,635188,4008,283,807500,00019,578,731•96

17. TURNOVER - NETBroilerEggsOthersReject birdsOmega-3Less: Sales commissionFigures in Taka2012 2011154,042,7862,280,150995,9278,289,77415,781,038181,389,6751,700,000179,689,675175,476,689687,1951,473,70025,414,21016,145,374219,197,1682,758,500216,438,66818. COST OF GOODS SOLDFeeds and Feed mill expensesMedicine & vaccineLitterLoss of dead birdsLoss on sale of birdsCommercial broiler expensesFarm overhead expenses (Note-18.1)Omega-3 Project (Note-18.2)Hatchery expensesLaboratory expensesAmortization value of birdsTotal46,416,6473,668,19990,82727,225,09425,753,13257,16463,782,32014,424,1797,422,1611,866,07114,589,974205,295,76856,355,1439,545,135487,1754,728,30415,277,83736,55766,016,41020,695,1329,283,2921,947,98530,531,297214,904,26718.1 Farm overheadSalaries & wagesTelephone bill expensesEntertainmentRepairs & maintenanceFuel chargesMedical expensesDonation & subscriptionGardeningUniform expensesPower (Generator fuel)Electricity consumptionOmega eggs 3Staff lunch & snacksCanteen expensesConveyanceCarrying costInsurance premiumPoultry equipmentsStationeryLand revenue tax (Farm)L.P. GasUnion parishad taxTravelling expensesRental for farmSports and gamesLicense feesInternet/e-mail serviceTelephone set purchaseTrainning ExpensesConsultant's feesPublic Relation expensesDepreciationMiscellaneousTotal21,784,488123,40123,2027,301,5231,048,80892,48072,32069,023509,6476,034,1853,565,120-10,1412,983,11988,880406,8851,745,687316,990616,77764,879178,86712,00037,688189,00010,17097,36013,40013,8807,2004,37062,25016,264,45334,12763,782,32024,702,657173,365120,61511,412,492533,20311,973124,22338,642230,3925,990,3423,886,28561,71112,2593,073,187120,593376,540937,206264,574681,41969,374827,74325,000195,774435,05018,78084,20510,82912,500-35,090-11,398,584151,80366,016,41097 •renata annual report 12

18.2 Omega-3 ProjectSalaries & overhead expensesPoultry equipmentLaboratory expensesFeeds expensesMedicine & vaccineLoss on death birdsLoss on salesAmortizationCanteen expenseCarrying expenseConveyanceMedical expensesStationeryTelephone bill expensesDonation & subscriptionTravelling ExpensesUniform expensesRepairs & maintenanceRental expenseElectricity consumptionPower (Generator fuel)L.P. GasLayer eggs purchases (contract growing)DepreciationMiscellaneous expenses19. OPERATING EXPENSESTotalFigures in Taka2012 2011811,18911,6105134,727,659160---30,533170,3022,755-94,833300-100956779--27,593-8,544,677-22014,424,1791,284,745--8,234,155310,495602,6843,674,277482,181142,53466,6501,460949162,8312,4009,500-18,894353,207520,00068,12680,604102,8924,524,26052,288-20,695,132Administrative expenses (Note 19.1)Marketing expenses (Note 19.2)Distribution expenses (Note 19.3)Total8,307,3505,663,1576,821,04320,791,55010,321,5518,309,7579,126,28527,757,59319.1 Administrative expensesSalaries and wagesRepair and maintenanceFuel expensesStationeryAudit feesTelephone billMobile set purchaseEntertainmentConveyanceDonation & subscriptionCanteen expensesMedical expensesLicence renewal feesInsurance premiumConsultancy ExpensesTraveling expensesInternet/e-mail servicePostageLegal feesTraning ExpensesPublic Relation expensesUniform expensesCrockeries expensesDepreciationMiscellaneousTotal5,855,753426,721333,52550,040180,00095,752-1,07592,05347,30092,59698228,500107,666174,83820,00023,7135525,0006,00015,000-4,515705,55120,7158,307,3506,837,036472,372290,701114,81270,000114,81831,4003,782108,030531,81093,746299,57358,606121,325-1,43610,834-17,764--7,7609,6501,050,57875,51810,321,551•98

19.2 Marketing expensesSalaries & wagesEntertainmentCanteen expensesMedical ExpensesTelephone bill expensesStationerySeminar expensesCarriage & conveyancePublic relation expensesDonation & subscriptionTelephone set purchaseTraveling expensesRepair & maintenanceFuel expensesMonthly meetingReserve for bad debtUniform for staffBusiness promotional expensesDepreciationMiscellaneous ExpensesTotalFigures in Taka2012 20113,578,88335,4905,13162,720230,80413,87321,1848,285316,134-17,250848,773136,762108,45412,290--5,130255,0946,9005,663,1574,163,13255,102--251,79118,7441,082,5038,114386,4567,00019,0001,212,202138,08298,82025,077500,0008,19073,536255,0946,9148,309,75719.3 Distribution expensesSalary and allowanceCanteen expensesCarriage and conveyanceChicks box purchaseTelephone billStaff lunch & snacksRepair and maintenanceFuel & lubricantMiscellaneousHouse rent for chicksStationery expensesTraveling expensesChicks carryingUniform for staffDepreciationTotal1,308,37071,88013,6251,506,5007,6501951,205,1571,274,69220,100124,000-250379,20615,000894,4186,821,0431,339,827-36,6313,317,60012,900111,6501,226,4971,453,21326,836161,0001,5002,040707,0965,120724,3759,126,28520. FINANCIAL EXPENSESBank chargesInterest on Renata short-term loanInterest on overdraft (EBL)Interest on term loan 1 (EBL)Interest on term loan 2 (EBL)Interest on demand loan (EBL)Interest on employees provident fundTotal81,6452,777,8902,778,9343,285,1256,003,085686,328342,36515,955,372141,089-1,588,3931,243,8892,123,333233,33438,0085,368,04621. OTHER INCOMEInterest Income from Short Term Loan (Renata Limited)Interest Income from 5 years Bond investmentSale of bonus share (Square pharma)Income from dividendIncome from Sale of VehicleIncome from OthersTotal-467,4008,300,000616,698-2,9239,387,0214,924,918467,400-587,630375,00075,0546,430,00299 •renata annual report 12

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PurnavaLimitedREPORT AND FINANCIAL STATEMENTSBoard of Directors• Mr. Kaiser Kabir, Chairman• Mr. Md. Shafiul Alam, Director• Mr. Manzoor Hasan, Independent Director101 •renata annual report 12

Directors’ReportWhile Purnava’s progress has been slow, we remain optimisticthat this subsidiary of Renata has a promising future.Our focus has been on brand-building rather than commoditytrading, which explains the low-level of sales. Brand-building canbe a slow process especially if the product is requiresdevelopment of new markets. However, we continue to hold faithin the prospects of existing products and the product pipe-line.In 2012, Purnava Limited focused on building the Purno Low GIRice brand, which has now been renamed as Purnava Low GIRice. Our brand was internationally tested by the SydneyUniversity Glycemic Index Research Service (SUGiRs) andcertified by the Glycemic Index Foundation (GIF).There are very few low GI rices available around the world, andbased on SUGiRs testing, Purnava Low GI rice has the lowest GIof any rice recorded in any publicly available GI databasesworldwide. Driven by these significant findings and related healthbenefits, we anticipate Purnava Low GI rice market to growsteadily in the years to come as Bangladesh moves towardsmiddle-income country status leading to a greater number ofpeople willing to spend money on preventive lifestyles.Also in 2012, Purnava Limited focused on preparing thegroundwork to enter the fast growing herbal product market inline with the Company’s commitment to promote consumerproducts that enable healthy and preventive lifestyles. PurnavaLimited will market well chosen products developed by Renata’snewly constituted herbal division.Syed S. Kaiser KabirChairmanApril 04, 2013•102

Auditors’ Reportto the Shareholdersof Purnava LimitedWe have audited the accompanying financial statements ofPURNAVA LIMITED which comprise the Statement ofFinancial Position as at 31 December 2012, Statement ofComprehensive Income, Statement of Changes in Equity andStatement of Cash Flows for the year then ended, and asummary of significant accounting policies and otherexplanatory information.Management's Responsibility for the Financial StatementsManagement of PURNAVA LIMITED is responsible for thepreparation and fair presentation of these financial statementsin accordance with Bangladesh Financial Reporting Standards(BFRS), and for such internal control as managementdetermines is necessary to enable the preparation of financialstatements that are free from material misstatement, whetherdue to fraud or error.Auditors' ResponsibilityOur responsibility is to express an opinion on these financialstatements based on our audit. We conducted our audit inaccordance with Bangladesh Standards on Auditing (BSA).Those standards require that we comply with ethicalrequirements and plan and perform the audit to obtainreasonable assurance about whether the financial statementsare free from material misstatement.The sub-title "Report on the Financial Statements" isunnecessary in circumstances when the second sub-title"Report on Other Legal and Regulatory Requirements" is notapplicable.An audit involves performing procedures to obtain auditevidence about the amounts and disclosures in the financialstatements. The procedures selected depend on the auditor'sjudgement, including the assessment of the risks of materialmisstatement of the financial statements, whether due to fraudor error. In making those risk assessments, the auditorconsiders internal control relevant to the entity's preparationand fair presentation of the financial statements in order todesign audit procedures that are appropriate in thecircumstances, but not for the purpose of expressing anopinion on the effectiveness of the entity's internal control. Anaudit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness ofaccounting estimates made by management, as well asevaluating the overall presentation of thefinancial statements.We believe that the audit evidence we haveobtained is sufficient and appropriate toprovide a basis for our audit opinion.OpinionIn our opinion, the financial statements,prepared in accordance with BangladeshFinancial Reporting Standards (BFRS),give a true and fair view of the financialposition as at 31 December 2012 and itsfinancial performance and its cash flows forthe year then ended and comply with theCompanies Act-1994 and other applicablelaws and regulations.We also report that:(a) we have obtained all the informationand explanations which to the best ofour knowledge and belief werenecessary for the purposes of our auditand made due verification thereof;(b) in our opinion, proper books of accountas required by law have been kept bythe company so far as it appeared fromour examination of those books; and(c) the Company's statement of financialposition and statement ofcomprehensive income dealt with bythe report are in agreement with thebooks of account.K.M. HASAN & CO.Chartered AccountantsDated, Dhaka14 March, 2013103 •renata annual report 12

Purnava LimitedSTATEMENT OF FINANCIAL POSITIONAS AT 31 DECEMBER 2012Figures in TakaASSETSNotes 2012 2011Non-current assetsProperty, plant and equipment - at costLess: Accumulated depreciationWritten down value35,115,3292,968,6652,146,6645,001,4291,949,1523,052,277Current assetsInventoriesInventory in transitTrade receivablesVAT depositAdvance income taxOther receivablesCash & cash equivalentsTotal current assetsTotal assets455,205,8923,411,8065,435,663130,900528,9529,856,3442,861,48427,431,04129,577,7055,901,61912,715,4963,386,749100,000964,689-12,795,63035,864,18338,916,460EQUITY AND LIABILITIESShare capitalRetained earningsTotal equity attributable to equity holders of the company672,500,0001,702,5564,202,5562,500,0001,565,9004,065,900Current liabilitiesAccrued expensesOther financeLoan against trust receiptPayable to Renata AgroProvision for corporate taxTotal current liabilitiesTotal equity and liabilities8910,000-24,287,935571,312505,90225,375,14929,577,7051,122,26032,784,982--943,31834,850,56038,916,460(The annexed notes form an integral part of these financial statements.)Director Chairman(Signed in terms of our report of even date annexed.)Dated, DhakaK.M. HASAN & CO.14 March 2013 Chartered Accountants•104

Purnava LimitedSTATEMENT OF COMPREHENSIVE INCOMEFOR THE YEAR ENDED 31 DECEMBER 2012NotesFigures in Taka2012 2011TurnoverCost of salesGross Profit10225,156,039202,090,37523,065,664196,679,093177,646,97119,032,122Operating ExpensesSalaries, wages and allowancesAdvertisementTravelling & conveyanceSales promotionRentBank chargeFuel & lubricantsField expensesUtilitiesInsuranceRepair & maintenanceStationery & suppliesDistribution freightEntertainmentAudit feesMedical expensesRegistration and renewalsDepreciationProfit before taxIncome tax expensesNet profit after tax for the year transferred to retained earnings4,883,33213,544,978611,563-11,00010,000664,522376,513743,53440,91861,103206,490-27,31810,00047,714318,7431,019,51322,577,241488,423351,767136,6565,775,7561,981,687710,6021,760,0001,479,5295,950931,433855,000218,25477,026322,910928,356880,505242,92710,000-26,495937,19617,143,6261,888,496708,1861,180,310(The annexed notes form an integral part of these financial statements.)DirectorChairman(Signed in terms of our report of even date annexed.)Dated, DhakaK.M. HASAN & CO.14 March 2013 Chartered Accountants105 •renata annual report 12

Purnava LimitedSTATEMENT OF CHANGES IN EQUITYFOR THE YEAR ENDED 31 DECEMBER 2012Figures in TakaPARTICULARSSharecapitalRetainedearningsTotalBalance as at 01 January 20112,500,000385,5902,885,590Net Profit after tax for the year 2011-1,180,3101,180,310BALANCE AT 31 DECEMBER 20112,500,0001,565,9004,065,900Balance as at 01 January 20122,500,0001,565,9004,065,900Net Profit after tax for the year 2012-136,656136,656BALANCE AT 31 DECEMBER 20122,500,0001,702,5564,202,556Director(Signed in terms of our report of even date annexed.)ChairmanDated, DhakaK.M. HASAN & CO.14 March 2013 Chartered Accountants•106

Purnava LimitedSTATEMENT OF CASH FLOWSFOR THE YEAR ENDED 31 DECEMBER 2012A. Cash flows from operating activities:Figures in Taka2012 2011Collection from customers and othersPayment of VATAccrued expenses/Other ProvisionPayment to suppliers and employeesCash generated from operationPayment of taxNet cash from operating activities223,107,125(30,900)(540,948)(213,650,365)8,884,912(351,767)8,533,144195,228,670(100,000)-(200,115,782)(4,987,112)(706,507)(5,693,618)B. Cash flows from investing activities:Purchase of property, plant and equipmentNet cash used in investing activities(113,900)(113,900)(1,920,520)(1,920,520)C. Cash flows from financing activities:Short term loan (repaid)/received (net)Net cash used in financing activities(18,353,391)(18,353,391)9,628,6219,628,621D. Net cash outflows for the year (A+B+C)(9,934,146)2,014,483E. Opening cash and cash equivalents12,795,63010,781,147F. Closing cash and cash equivalents (D+E)2,861,48412,795,630DirectorChairman(Signed in terms of our report of even date annexed.)Dated, DhakaK.M. HASAN & CO.14 March 2013 Chartered Accountants107 •renata annual report 12

Purnava LimitedNOTES TO THE FINANCIAL STATEMENTSFOR THE YEAR ENDED 31 DECEMBER 20121 REPORTING ENTITY1.1 Company profilePurnava Limited is a private limited company incorporated in Bangladesh on 17 August 2004 under the Companies Act1994.1.2 Registered office and principal place of businessThe registered office of the Company is situated at Plot No.01, Milk Vita Road, Section-07, Mirpur, Dhaka-1216.1.3 Principal activitiesThe principal activities of the company are to carry on the business of manufacturing, marketing and distribution of allkinds of consumer goods, consumer durables, food items, sugar confectioneries, edible oils, beverages etc. rawmaterials, semi-finished items, producers, goods and various other products of local or foreign origin and to engage inthe business as traders, importers, exporters, commission agents of all kinds of goods and services includingpharmaceutical drugs and medicines.2 BASIS OF PREPARATION2.1 Reporting periodThe financial period of the company covers one year from 1 January to 31 December 2012 consistently.2.2 Statement of complianceThe financial statements have been prepared in accordance with Bangladesh Accounting Standards (BAS) andBangladesh Financial Reporting Standards (BFRS) and as per the requirements of the Companies Act 1994.2.3 Basis of measurementThe financial statements have been prepared on the historical cost convention in accordance with Generally AcceptedAccounting Principles (GAAP).2.4 Going concernThe company has adequate resources to continue in operation for the foreseeable future. For this reason themanagement continue to adopt going concern basis in preparing the accounts. The current credit facilities and resourcesof the company provide sufficient funds to meet the present requirements of its existing businesses and operations.2.5 Regulatory complianceThe Company is required to comply with amongst others, the following laws and regulations:The Companies Act 1994The Income Tax Ordinance 1984The Income Tax Rules 1984The Value Added Tax (VAT) Act 1991The Value Added Tax (VAT) Rules 1991•108

2.6 Component of the financial statementsAccording to the Bangladesh Accounting Standards "BAS"-1, "Presentation of Financial Statements" a complete set ofFinancial Statements include the following components:a) Statement of Financial Position as at 31st December 2012.b) Statement of Comprehensive Income for the year ended 31 December 2012.c) Statement of Changes in Equity for the year ended 31 December 2012.d) Statement of Cash Flows for the year ended 31 December 2012.e) Notes to the Financial Statements as at & for the year ended 31 December 2012.2.7 DepreciationDepreciation on property, plant and equipment is charged on a straight line method over the estimated useful life of eachproperty, plant and equipment.2012 2011Vehicle 5 years 5 yearsFurniture & fixture 10 years 10 yearsIT equipments 5 years 5 years2.8 Trade receivableTrade receivable at the balance sheet date are stated at amounts which are considered realizable.2.9 InventoriesInventories are valued at lower of cost and estimated net realizable value. The cost of inventories is valued at weightedaverage cost method and includes expenditure for acquiring the inventories and bringing them to their existing locationand condition.2.10 Cash & cash equivalentsCash and cash equivalents comprised cash at bank which were held and available for use of the company without anyrestriction.2.11 Statement of cash flowsStatement of cash flows has been prepared in accordance with the of "BAS"-7, "Cash flow statements" under the directmethod.2.12 General* Previous year's figures and phrases have been rearranged where necessary to conform to the current year's presentation.* Figures have been rounded off to the nearest Taka.109 •renata annual report 12

3. PROPERTY, PLANT AND EQUIPMENTFigures in TakaCostDepreciationParticulars Rate % WrittenAt Additions At At Charge At down value at1 January during 31 December 1 January during 31 December 31 December2012 the year 2012 2012 the year 2012 2012Vehicles4,732,091-4,732,091201,873,715946,4182,820,1331,911,958Furniture and fixtures35,528-35,528107,2843,55310,83724,691Office equipments233,810113,900347,7102068,15369,542137,695210,015Total 20125,001,429113,9005,115,3291,949,1521,019,5132,968,6652,146,664Total 20113,080,9091,920,5205,001,4291,011,956937,1961,949,1523,052,2774. ADVANCE INCOME TAXOpening balanceAdd: Paid during the yearLess: Set aside for corporate tax964,689351,7671,316,456787,504528,952258,182706,507964,689-964,6895 CASH & CASH EQUIVALENTSCash in handCash at bank : HSBC C/A # 001-217223-011Total-2,861,4842,861,484-12,795,63012,795,630•110

6. SHARE CAPITAL Figures in TakaAuthorised Capital:2,000,000 ordinary shares of Tk. 100 each2012 2011200,000,000200,000,000Issued, Subscribed, Called up & Paid up Capital25,000 ordinary shares of Tk. 100 each2,500,0002,500,000At 31 December 2012, shareholding position of the Company was as followsName of the shareholders No. of Faceshares valueRenata Limited 24,999 100Mr. Syed S. Kaiser Kabir 1 100Total 25,0002,499,9001002,500,0002,499,9001002,500,0007. RETAINED EARNINGSOpening balanceAdd: Net profit after tax during the year1,565,900136,656Total 1,702,556385,5901,180,3101,565,9008 LOAN AGAINST TRUST RECEIPTLATR # DPBCOR250128DAKLATR # DPBOBD247745DAKLATR # DPBOBD248651DAKLATR # DPBOBD250083DAKLATR # DPBOBD251264DAKLATR # DPBOBD251759DAKLATR # DPBOBD252162DAKTotal1,731,7615,300,2144,828,3702,223,1645,201,3664,267,235735,82424,287,935--------9 PROVISION FOR CORPORATE TAXAssessment year: 2009-2010Assessment year: 2010-2011Assessment year: 2011-2012Assessment year: 2012-2013Total154,135--351,767505,902154,13580,997708,186-943,31810 COST OF SALESOpening Inventories5,901,6192,876,239Add: Purchase (Annexure- A)Add: Direct ExpensesClosing Inventories193,350,1018,044,547201,394,648207,296,2675,205,892202,090,375167,449,58513,222,766180,672,351183,548,5905,901,619177,646,971111 •renata annual report 12

Purnava LimitedSCHEDULE OF PURCHASE (IMPORT)FOR THE YEAR ENDED 31 DECEMBER 2012Annexure - ASl. L/C No. F/C Value Import Gov. VAT/ PSC & L/C & Bank Insurance Clearing Total cost AITNo. cost Duties ATV Others charge charge0102030405060708091011121314151617181920212223242526272829303132333435363738394041424344454647484950515253DCDAK109790DCDAK 110067DCDAK 110067DCDAK 110064DCDAK 111399DCDAK 240668DCDAK 111403DCDAK 240624DCDAK 111400DCDAK 111399DCDAK 241495DCDAK 111124DCDAK 241634DCDAK 241313DCDAK 242818DCDAK 242838DCDAK 241424DCDAK 242836DCDAK 242834DCDAK 241386DCDAK 243438DCDAK 243897DCDAK 244316DCDAK 243434DCDAK 242819DCDAK 244433DCDAK 244316DCDAK 243441DCDAK 245736DCDAK 243898DCDAK 245680DCDAK 245684DCDAK 246718DCDAK 246340DCDAK 246784DCDAK 245985DCDAK 244433DCDAK 245571DCDAK 244880DCDAK 247307DCDAK 246349DCDAK 247545DCDAK 248359DCDAK 247305DCDAK 247735DCDAK 247513DCDAK 248568DCDAK 248715DCDAK 248392DCDAK 247735DCDAK 248913DCDAK 248830DCDAK 248569TotalUS$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$US$63,54027,00073,3806,44027,16921,00054,56978,64119,81127,16921,00043,64163,569121,96527,16982,00027,19417,25011,00033,570110,617144,41955,53836,54115,00018,64364,96952,450109,46142,00013,2456,00060,31037,50017,25018,00016,52050,20014,58542,00037,70021,62528,75036,10127,76952,45028,75027,76927,76964,96953,30163,00026,0255,200,7492,212,6506,237,300538,3842,317,5161,790,7754,515,5856,487,8831,629,4552,234,6501,727,2503,589,4725,226,89710,028,4502,234,6506,744,5002,240,3621,418,813904,7502,761,1339,109,31011,900,1264,576,3313,009,1511,233,7501,533,5615,350,1974,316,6359,005,9043,454,5001,084,120493,5004,933,3583,086,2501,423,1251,479,6001,358,7934,123,9301,204,7543,456,6003,087,6301,783,6422,361,5252,951,2572,283,1674,331,8462,361,5252,265,6732,282,6675,317,7124,351,4945,137,6502,130,146-------------------------------------------57,827---116,168--46,300--------------------------59,145---------73,743----101,461----------115,8433,4292,3613,7951,0383,8223,2823,3594,1372,1262,4742,0642,7523,5985,4422,4454,0312,3141,7961,3741,5975,0706,1343,5862,7398961,7663,3862,9935,0362,8818305573,2412,6361,6691,0101,6323,1701,6272,9102,7752,0232,4952,72614,0823,2412,5872,5252,4613,3883,26236,3772,40617,5237,73419,0435,01416,4888,74816,54222,8467,8798,8198,57419,97243,11397,02410,02522,98419,9287,6786,20118,53229,75058,22015,40912,23813,7236,76517,83016,02671,13719,4868,6135,87149,51724,7848,7757,8546,94222,6119,12719,66424,0128,88014,61317,42923,15423,67714,55218,42214,25138,67518,41718,52010,82350,82321,55458,5805,14222,88412,47045,96268,25517,81422,88418,23636,49755,473106,62223,39670,61123,77414,1108,99817,590153,752200,73377,19440,58016,77016,82290,30364,942108,47055,36816,6597,57460,25836,58016,57017,58014,91248,52014,58040,26035,14013,57626,87037,21325,48054,06527,54025,47028,62466,97053,91265,24025,690121,32153,49268,98821,58966,81620,61092,21668,06961,70868,27627,24130,28532,68336,36372,56119,06523,91013,56513,29385,78626,02185,92173,15653,50716,3097,73782,48282,19133,64216,36641,11415,821104,13247,85816,37329,94638,55328,30013,56031,23875,5128,84922,05841,99366,93772,22640,21055,48041,71642,49942,68033,06341,9995,393,8452,297,7916,387,706571,1672,427,5261,835,8854,673,6646,651,1891,718,9822,337,1031,783,3653,678,9785,361,76410,273,9012,343,0776,861,1912,310,2881,455,961934,6162,884,6379,323,90312,251,1354,745,6763,118,2161,281,4481,625,7965,544,1984,482,7879,224,1893,548,6011,151,335523,3225,150,5063,198,1071,466,5111,535,9911,494,5754,226,5311,243,6483,550,6723,225,0691,918,4302,427,5613,050,6182,470,6474,485,0542,446,4142,367,5702,485,8875,469,2444,469,7655,337,1502,326,908-------------------------78,234----------69,305----95,356----------108,872351,7672,268,304186,820,650220,295350,192191,3561,054,4312,285,8912,427,286193,350,101•112

113 •renata annual report 12Photo: Tablet Compression Machine PPF-2

ConsolidatedFinancial Statements ofRenata Limitedand its SubsidiariesPhoto: Renata Oncology Limited's Facility (Under Construction) •114

RENATA LIMITED AND ITS SUBSIDIARIESCONSOLIDATED STATEMENT OF FINANCIAL POSITIONAS AT 31 DECEMBER 2012Figures in TakaASSETSNon-current assetsProperty, plant and equipmentCapital work-in-progressInvestment in sharesOther investmentTotal non-current assetsNotes 2012 20115.a6.a7.a8.a4,618,057,7552,095,046,12337,166,26849,473,3096,799,743,4554,135,692,2201,373,322,23630,137,00818,881,1565,558,032,620Current assetsInventoriesTrade and other receivablesAdvance, deposits and prepaymentsCash and cash equivalentsTotal current assetsTotal assets9.a10.a11.a12.a2,119,780,626761,068,799153,839,131338,591,5263,373,280,08210,173,023,5371,671,591,749614,736,271105,582,664161,377,0822,553,287,7668,111,320,386EQUITY AND LIABILITIESShare capitalRevaluation surplusTax holiday reserveRetained earningsEquity attributable to equity holders of Renata LimitedNon-controlling interestTotal equity282,418,750157,955,917242,592,2804,623,411,6885,306,378,63435,9665,306,414,600225,935,000158,434,421167,426,5013,695,533,9134,247,329,83542,3924,247,372,227Non-current liabilitiesLong Term Loans and borrowingsNon Convertible BondDeferred liability-staff gratuityDeferred tax liabilityTotal non-current liabilities13.a14.a415,003,5341,000,000,000175,366,283272,041,4231,862,411,24061,803,855-149,138,826198,004,754408,947,435Current liabilitiesShort Term Loan and overdraftTrade & Other PayablesAccrualsProvisions & other liabilitiesUnclaimed dividendProvision for taxationTotal current liabilitiesTotal liabilitiesTotal equity and liabilities15.a16.a17.a18.a1,896,082,31845,539,036297,288,018354,765,2577,907,075402,615,9933,004,197,6974,866,608,93710,173,023,5372,440,284,54957,327,673347,582,022347,035,7146,551,459256,219,3073,455,000,7243,863,948,1598,111,320,386The accompanying notes form an integral part of these financial statements.CEO & Managing Director Director Chief Financial OfficerAs per our annexed report of same date.Dhaka, 30April 2013S. F. Ahmed & Co.Chartered Accountants115 •renata annual report 12

RENATA LIMITED AND ITS SUBSIDIARIESCONSOLIDATED STATEMENT OF COMPREHENSIVE INCOMEFOR THE YEAR ENDED 31 DECEMBER 2012Figures in TakaNotes 2012 2011TurnoverCost of salesGross profit19.a20.a7,858,515,209(3,809,096,979)4,049,418,2306,734,085,041(3,293,235,239)3,440,849,802Operating expenses:Administrative, selling and distribution expensesOperating profitOther incomeGain on disposal of property, plant and equipmentFinance costsContribution to WPPFProfit before tax21.a(1,934,228,052)2,115,190,17817,382,476(218,312)(386,837,269)(85,618,793)1,659,898,280(1,757,049,323)1,683,800,47927,907,197(3,518,170)(220,683,462)(71,941,847)1,415,564,197Tax expensesCurrent taxDeferred taxNet profit after tax for the year(400,607,201)(74,194,051)(474,801,252)1,185,097,028(301,585,404)(50,240,589)(351,825,993)1,063,738,204Other Comprehensive IncomeGain/(Loss) on quoted shares (unrealized)Exchange differences arising on translationTotal Comprehensive Income for the year(252,830)9,601,7941,194,445,992(6,473)2,921,3831,066,653,114Total Comprehensive Income attributable to:Equity holders of Renata LimitedNon controlling interestTotal Comprehensive Income for the year1,194,452,418(6,426)1,194,445,9921,066,656,122(3,008)1,066,653,114Basic earnings per share(per value of Tk. 10)23.a41.9637.67The accompanying notes form an integral part of these financial statements.CEO & Managing Director Director Chief Financial OfficerAs per our annexed report of same date.Dhaka, 30 April 2013S. F. Ahmed & Co.Chartered Accountants•116

RENATA LIMITED AND ITS SUBSIDIARIESCONSOLIDATED STATEMENT OF CHANGES IN EQUITYFOR THE YEAR ENDED 31 DECEMBER 2012Figures in TakaShare Revaluation Tax holiday Retained Minority TotalParticulars capital surplus reserve earnings Total interest equityBalance as at 1 January 2011180,748,000154,118,455160,148,7282,789,155,4793,284,170,66245,4003,284,216,062Stock dividend issued45,187,000--(45,187,000)---Cash dividend paid---(108,448,800)(108,448,800)-(108,448,800)Deferred tax on revaluation surplus-4,951,851--4,951,851-4,951,851Depreciation adjustment-(635,885)-635,885---Net profit after tax for the year---1,066,656,1221,066,656,122(3,008)1,066,653,114Transferred to tax holiday reserve--74,068,593(74,068,593)--Tax holiday reserve reversed--(66,790,820)66,790,820---Balance at 31 December 2011225,935,000158,434,421167,426,5013,695,533,9134,247,329,83542,3924,247,372,227Balance as at 1 January 2012225,935,000158,434,421167,426,5013,695,533,9134,247,329,83542,3924,247,372,227Stock dividend issued56,483,750--(56,483,750)---Cash dividend paid---(135,561,000)(135,561,000)-(135,561,000)Deferred tax on revaluation surplus-157,382--157,382-157,382Depreciation adjustment-(635,885)-635,885---Net profit after tax for the year---1,194,452,4181,194,452,418(6,426)1,194,445,992Transferred to tax holiday reserve--75,165,779(75,165,779)---Tax holiday reserve reversed-------Balance at 31 December 2012282,418,750157,955,917242,592,2804,623,411,6885,306,378,63535,9665,306,414,600117 •renata annual report 12

RENATA LIMITED AND ITS SUBSIDIARIESCONSOLIDATED CASH FLOW STATEMENTFOR THE YEAR ENDED 31 DECEMBER 2012Figures in Taka2012 2011A. Cash flows from operating activities:Collection from customers and other incomePayment of VATPayment to suppliers and employeesCash generated from operation9,102,101,506(1,109,233,351)(6,277,122,775)1,715,745,3807,689,629,544(912,693,792)(5,461,659,005)1,315,276,747Financing costPayment of taxNet cash from operating activities(386,837,269)(253,773,099)1,075,135,012(220,683,462)(231,384,361)863,208,924B. Cash flows from investing activities:Purchase of property, plant and equipmentInvestment in sharesSale proceeds of property, plant and equipmentNet cash used in investing activities(1,572,755,766)2,970,739200,000(1,569,585,027)(2,611,030,943)66,497,216767,812(2,543,765,915)C. Cash flows from financing activities:Bank loan (repaid)/received (net)Non convertible bond issueDividend paid to shareholdersNet cash generated from financing activities(194,130,157)1,000,000,000(134,205,384)671,664,4591,717,292,405(85,372,340)-1,631,920,065D. Net cash inflows/ (outflows) for the year (A+B+C)177,214,444(48,636,926)E. Opening cash and cash equivalents161,377,082210,014,008F. Closing cash and cash equivalents (D+E)338,591,526161,377,082•118

5.a Consolidated property, plant and equipmentCost/revaluationDepreciationDisposal/ Disposal/ WrittenParticulars At Additions adjustment At Rate At Charged adjustment At down value at1 January during during 31 December 1 January during during 31December 31 December2012 the year the year 2012 2012 the year the year 2012 2012Taka Taka Taka Taka % Taka Taka Taka Taka TakaFreehold land:At costOn revaluation800,196,861179,132,078979,328,939103,614,009-103,614,009---903,810,870179,132,0781,082,942,948------------903,810,870179,132,0781,082,942,948Building:At cost on freehold land 1,127,128,612On revaluation41,291,2511,168,419,863441,310,019-441,310,019---1,568,438,63141,291,2511,609,729,8821.54-51.54-5113,130,19210,728,318123,858,51047,710,584835,70948,546,293---160,840,77611,564,027172,404,8031,407,597,85529,727,2241,437,325,079Plant and machinery 2,512,743,727Automobile and trucks 255,235,454Office equipments 127,848,106Furniture and fixtures 37,605,696Total 20125,081,181,785244,552,44217,410,00030,337,66313,807,747851,031,880-112,819,730--112,819,7302,757,296,169159,825,724158,185,76951,413,4435,819,393,9355-202510-12.510602,369,686144,954,09561,343,36812,963,906945,489,565214,212,95226,102,66117,180,2463,590,431309,632,583-53,785,968--53,785,968816,582,638117,270,78878,523,61416,554,3371,201,336,1801,940,713,53142,554,93679,662,15534,859,1064,618,057,755Total 20113,494,681,7941,601,707,15815,207,1675,081,181,785706,814,073249,596,67510,921,183945,489,5654,135,692,220119 •renata annual report 12

6.a Consolidated capital work in-progressFigures in Taka2012 2011Renata LimitedRenata Agro Industries LimitedPurnava Limited2,061,905,24233,140,881-2,095,046,1231,370,222,6413,099,595-1,373,322,2367.a Consolidated investment in sharesMarket value Book Value2012 2012 2011Renata LimitedRenata Agro Industries LimitedPurnava Limited18,103,82049,647,578-67,751,39818,363,12318,803,145-37,166,26811,333,86318,803,145-30,137,0088.a Consolidated other investment2012 2011Renata LimitedRenata Agro Industries LimitedPurnava Limited30,592,15318,881,156-49,473,309-18,881,156-18,881,1569.a Consolidated inventories2012 2011Renata LimitedRenata Agro Industries LimitedPurnava Limited1,986,744,883124,418,0458,617,6982,119,780,6261,585,100,17967,874,45518,617,1151,671,591,74910.a Consolidated trade and other receivables2012 2011Renata LimitedRenata Agro Industries LimitedPurnava LimitedLess: Inter-company trade & other receivables843,231,26717,561,19315,292,007(115,015,668)761,068,799640,195,29110,644,2093,386,749(39,489,978)614,736,271•120

11.a Consolidated advances, deposits and prepaymentsRenata LimitedRenata Agro Industries LimitedPurnava LimitedFigures in Taka2012 2011148,951,5924,227,687659,852153,839,13197,564,2116,953,7641,064,689105,582,66412.a Consolidated cash and cash equivalentRenata LimitedRenata Agro Industries LimitedPurnava Limited331,292,9744,437,0682,861,484338,591,526141,265,9727,315,48012,795,630161,377,08213.a Consolidated long term loansRenata LimitedRenata Agro Industries LimitedPurnava Limited358,333,33356,670,201-415,003,534-61,803,855-61,803,85514.a Consolidated deferred tax liabilityRenata LimitedRenata Agro Industries LimitedPurnava Limited272,041,423--272,041,423198,004,754--198,004,754*Renata Agro Industries Limited, a subsidiary of Renata limited is enjoying tax exemption as such no deferred taxadjustment have been considered.*Purnava Limited has no temporary difference as such, no deferred tax adjustment has been considered.15.a Consolidated short term loan and overdraftRenata LimitedRenata Agro Industries LimitedPurnava Limited1,812,605,17859,189,20524,287,9351,896,082,3182,402,992,75837,291,791-2,440,284,549121 •renata annual report 12

16.a Consolidated trade & other payablesRenata LimitedRenata Agro Industries LimitedPurnava LimitedLess: Inter-company Trade PayablesFigures in Taka2012 201141,207,20078,919,848571,312(75,159,324)45,539,03650,168,66112,272,564-(5,113,552)57,327,67317.a Consolidated provisions & other liabilitiesRenata LimitedRenata Agro Industries LimitedPurnava LimitedLess: Inter-company other liabilities340,461,11054,160,491-(39,856,344)354,765,257343,920,38814,646,77032,784,982(44,316,426)347,035,71418.a Consolidated provision for taxationRenata LimitedRenata Agro Industries LimitedPurnava Limited402,110,091-505,902402,615,993255,275,989-943,318256,219,307Renata Agro Industries Limited, a subsidiary of Renata Limited, is enjoying tax exemption hence no taxprovision has been made on its profit.19.a Consolidated turnoverRenata LimitedRenata Agro Industries LimitedPurnava LimitedLess: Inter-company sales7,671,572,303179,689,675225,156,039(217,902,808)7,858,515,2096,519,639,234216,438,668196,679,093(198,671,954)6,734,085,041•122

20.a Consolidated cost of salesFigures in Taka2012 2011Renata LimitedRenata Agro Industries LimitedPurnava LimitedLess: Inter-company cost of sales3,619,613,644205,295,768202,090,375(217,902,808)3,809,096,9793,099,355,955214,904,267177,646,971(198,671,954)3,293,235,23921.a Consolidated administrative, selling and distribution expensesRenata LimitedRenata Agro Industries LimitedPurnava Limited1,890,859,26120,791,55022,577,2411,934,228,0521,712,148,10427,757,59317,143,6261,757,049,32322.a Share holding positionNumber ofshares2012 2011% of totalholdingNumber ofshares% of totalholdingRenata Agro Industries LimitedRenata LimitedNon controlling interestPurnava LimitedRenata LimitedNon controlling interest419,94951420,00024,999125,00099.99%0.012%100%99.996%0.004%100%419,94951420,00024,999125,00099.99%0.012%100%99.996%0.004%100%23.a Consolidated basic earnings per share (EPS)The computation of EPS is given below:Earnings attributable to the ordinary shareholders (group profit for the year)Weighted average number of ordinary shares outstanding during the yearBasic earning per share (EPS)1,185,097,02828,241,87541.961,063,738,20428,241,87537.67123 •renata annual report 12

CORPORATE HEADQUARTERSPlot # 1, Milk Vita Road, Section-7Mirpur, Dhaka-1216, BangladeshPABX: (880 -2) 800 1450-54Fax: (880 -2) 800 1446E-mail: renata@renata-ltd.comWebsite: www.renata-ltd.comMANUFACTURING SITESPlot # 1, Milk Vita Road, Section-7Mirpur, Dhaka-1216, BangladeshPABX: (880 -2) 801 1012-13Noyapara, Bhawal MirzapurRajendrapur, Gazipur, BangladeshTel: 06825-55148DISTRIBUTION CENTRESDHAKA REGIONDhaka DepotJabbar Bhaban342 Segun Bagicha, Dhaka-1000Tel: 8358493-94Gazipur DepotE/214, JorepukurJoydebpur, Gazipur-1700Tel: 9263297Bhairab Depot808, BhairabpurBhairab.Tel: 471265Turag DepotHouse #39, Road #06Block #C, Turag Thana RoadDhour, Turag, Dhaka-1230Tel: 8981898MYMENSINGH REGIONMymensingh Depot71/E Sarada Ghose RoadMymensinghTel : 54611SYLHET REGIONSylhet Depot45 Rajar GoliAmberkhana, SylhetTel: 718407CHITTAGONG REGIONChittagong Depot107 Agrabad Commercial AreaChittagong. Tel: 716148Chokoria DepotHospital Road, Chokoria,Cox’s Bazar. Tel: 2256251COMILLA REGIONComilla DepotBSCIC RoadRanir Bazar, ComillaTel : 76989BARISAL REGIONBarisal DepotJordan Road, BarisalTel: 2173249FENI REGIONFeni DepotUttara TowerKhajuria MoreTrunk Road, FeniTel: 63247FARIDPUR REGIONFaridpur DepotUtrail LodgeMasjid Bari SarakNiltuli, FaridpurTel: 62174KHULNA REGIONKhulna Depot27 Sir Iqbal Road, KhulnaTel: 720154Jessore DepotSheikh Hati, D.I.G Jail RoadJessore Sadar, JessoreTel: 60851RAJSHAHI REGIONRajshahi DepotC-212 LaxmipurGreater Road, RajshahiTel: 772893BOGRA REGIONBogra DepotJaleswaritola, BograTel: 66379RANGPUR REGIONRangpur DepotFaizon Villa, Road No. 01House No. 03, NasirabadKeranipara, RangpurTel: 62822Dinajpur DepotAmir Lodge, House #36Block #08, Upshohor Housing MoreDinajpurTel: 66164•124

125 •renata annual report 12 Photo: Rajendrapur Bottle Washing Plant

RENATA LIMITEDPROXY FORMRevenueStampofTk. 20.00I/We, the undersigned, being a member of the above named Company hereby appointMr./Ms.Of (Address)as my/our proxy to vote and act for me/us and on my/our behalf, at the 40th Annual GeneralMeeting of the Company, to be held at the Dhaka Ladies Club, 36 Eskaton Garden Road,Dhaka-1000. on Saturday, June 22, 2013 at 10.30 a.m. and at any adjournment thereof.Specimen Signature (s) of the Shareholder (s)Date:Name in Block LettersAddressFolio/BO No.Date:Signature of the ProxyRENATA LIMITEDShareholders’ Attendance SlipI/We hereby record my/our attendance at the 40th Annual General Meetingbeing held on Saturday, June 22, 2013 at the Dhaka Ladies Club36, Eskaton Garden Road, Dhaka-1000 at 10.30 a.m.Name of Shareholder(s)...............................................................................................................Register Folio/BO No. .................................................................................................................holding of ........................ Ordinary Shares of Renata Limited.Signature (s) of Shareholder(s)Note :1. Please note that AGM can only be attended by the honourable shareholder orproperly constituted proxy. Therefore, any friend or children accompanying withhonourable shareholder or proxy cannot be allowed into the meeting.2. Please bring this slip with you and present at the reception desk.•126