Annual Report 2009

Download as pdf or txt
Download as pdf or txt
You are on page 1of 51

CEMENT

2009

ANNUAL REPORT

Contents
Company Information Notice of Meeting Vision and Mission Statement Directors' Report Statement of Compliance With Code of Corporate Governance Auditors' Review on Statement of Compliance with best Practices of Code of Corporate Governance Auditors' Report to the members Balance Sheet Statement of Comprehensive Income Cash Flow Statement Statement of Changes In Equity Notes To The Financial Statements Pattern of Shareholding 14 15 16 17 18 19 45 13 01 02 05 06 11

Company Information
Board of Directors Mr. Ahmad Said Heshmat Hassan Chairman Maj. Gen. (R) Rehmat Khan Chief Executive Mrs. Amal Tantawi Mr. Amr Ali Reda Mr. Ashraf Abouelkheir Mr. Bilal Hamid Javaid Mr. Shahid Anwar (Nominee NIT) Mr. Ahmad Said Heshmat Hassan Chairman Mrs. Amal Tantawi Mr. Amr Ali Reda Mr. Ashraf Abouelkheir Ms. Sarah Farooq Mr. Bilal Hamid Javaid M/s Ernst & Young Ford Rhodes Sidat Hyder Chartered Accountants Allied Bank Limited Askari Bank Limited Citibank N.A. Habib Bank Limited Habib Metropolitan Bank Limited MCB Bank Limited NIB Bank Limited Soneri Bank Limited Standard Chartered Bank (Pakistan) Limited The Royal Bank of Scotland United Bank Limited Haidermota & Co. Barristers at Law & Corporate Counsellors, Islamabad Noble Computer Services (Pvt.) Ltd. Mezzanine Floor, House of Habib Building (Siddiqsons Tower) 3-Jinnah Cooperative Housing Society, Main Shahrah-e-Faisal Karachi-75350 Tel. # : PABX (92-21) 34325482-87 Fax # : (92-21) 34325442 18-B, Kaghan Road, F-8 Markaz, Islamabad. UAN: +92-51-111 111 722, Fax: +92-51-2817300 Choie Mallot Road, Tehsil Kalar Kahar, Distt. Chakwal - Pakistan.

Audit Committee

Company Secretary Chief Financial Ocer Auditors Bankers

Legal Advisors Share Registrar

Registered Oce Plant Site

01

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notice of 17th Annual General Meeting


Notice is hereby given that the 17th Annual General Meeting of the shareholders of Lafarge Pakistan Cement Limited will be held on Thursday, April 29, 2010, at 11:00 a.m. at Marriott Hotel, Islamabad to transact the following business: A) ORDINARY BUSINESS 1. To conrm the minutes of the Extraordinary General Meeting held on January 14, 2010. 2. To receive and adopt the audited accounts of the Company for the year ended December 31, 2009 along with Directors and Auditors reports thereon. 3. To appoint Auditors for the year ending December 31, 2010 and to x their remuneration. The retiring auditors namely M/s Ernst & Young Ford Rhodes Sidat Hyder, Chartered Accountants, Islamabad, being eligible, oer themselves for re-appointment. B) SPECIAL BUSINESS 4. To amend the Articles of Association of the Company to bring the same in conformity with the Companies Ordinance, 1984 by passing the following special resolutions. RESOLVED THAT following amendments/changes in the Articles of Association of the Company be and are hereby approved: Article No. 23 28 61 To be substituted The word Six is substituted with the word Four In line 2 the word Three is substituted with the word Ten In line 3 the word Five is substituted with the word Four

FURTHER RESOLVED that for the purpose of giving eect to the special resolutions, the Company Secretary and/or Chief Financial Ocer of the Company be and are hereby authorized to take all necessary steps and to do all acts in the matter. C) ANY OTHER BUSINESS 5. To transact any other business which may be placed before the meeting with the permission of the chair.

By Order of the Board

Islamabad: April 5, 2010

Sarah Farooq Company Secretary

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

02

Notice of 17th Annual General Meeting


Notes: 1. The share transfer books of the Company will remain closed from 22-04-2010 to 29-04-2010 (both days inclusive) to determine entitlement for attending Annual General Meeting. A member entitled to attend and vote at this meeting may appoint another member as his/her proxy to attend the meeting and vote instead of him/her. Proxies in order to be eective must be received by the Company not later than 48 hours before the meeting. CDC shareholders entitled to attend and vote at this meeting, shall produce his/her original CNIC or passport to prove his/her identity. Representatives of corporate members should bring the usual documents required for such purpose. The members are requested to follow the guidelines as laid down in Circular No. 1 dated January 26, 2000 issued by the Securities and Exchange Commission of Pakistan. Shareholders are requested to immediately notify to M/s Noble Computer Services (Pvt.) Limited, the Share Registrar of the Company, of change in their address, if any. Members who have not yet submitted a photocopy of their computerized National Identity Cards to the Company are requested to send the same at the earliest to the Share Registrar.

2.

3.

4.

5.

03

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Statement under Section 160(1)(b) of the Companies Ordinance 1984


The Board of Directors has recommended that the Articles of Association of the Company be amended to bring the provisions specied in the Notice of the Annual General Meeting in line with Companies Ordinance, 1984. After incorporating the changes the revised clauses of Articles of Association will be as under:

Clause 23
A General Meeting to be called Annual General Meeting, shall be held, in accordance with the provisions of Section 158, within eighteen months from the date of incorporation of the Company and thereafter once at least in every year within a period of four months following the close of its nancial year and not more than fteen months after the holding of its last preceding Annual General Meeting as may be determined by the Directors.

Clause 28
No business shall be transacted at any General Meeting unless a Quorum of members is present at that time when the meeting proceeds to business. Ten members present personally who represent not less than twenty ve percent of the total voting power either in their own account or as proxies shall be a Quorum.

Clause 61
The Directors may meet together for the despatch of business, adjourn and otherwise regulate their meetings, as they think t. The quorum for a meeting of Directors shall not be less than one-third of their number or four, whichever is greater. Questions arising at any meeting shall be decided by a majority of votes. In case of an equality of votes, the Chairman shall have and exercise a second or casting vote. A Director may and the secretary on the requisition of a Director shall, at any time, summon a meeting of Directors. It shall not be necessary to give notice of a meeting of Directors to any Director for the time being absent from Pakistan. The said alteration(s) will not aect any ones interest unfavorably in the Company. The existing Articles of Association and proposed amended Articles of the Company have been kept at the registered oce of the Company and can be inspected at any time during working hours upto April 28, 2010. The Directors of the Company have no special or extra-ordinary interest in the above resolutions except to the extent of their shareholding in the Company.

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

04

Vision Statement

Strive to exceed the expectations of our stakeholders through sustainable growth and high quality performance

Mission Statement

We are committed to providing outstanding value to our customers, a safe and stimulating work environment for our employees and superior returns for our shareholders

05

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Directors Report to the Shareholders


Your Directors are pleased to place before you the Annual Report of the Company for the year ended 31st December, 2009 together with the audited accounts and Auditors report thereon.

Industry Overview
The year 2009 has been a dicult one for the entire cement industry, with the economic crisis and deteriorating security situation prevalent countrywide, construction activity has been limited. However it is an achievement that in spite of the hostile environment the industrys local dispatches were equivalent to 20.5 million tons; though a marginal decrease nevertheless from last year. Further we are proud to share that export of cement outside the country has increased tremendously from 9.8 million tons in the last year to 11.7 million tons in 2009.

Operating Highlights
The Company has demonstrated true resilience by continuing to perform against the odds despite the numerous external challenges it faced. The Company registered a higher gross prot of Rs. 984 million as against Rs. 979 million in the previous year. However cutthroat price war due to production overcapacity in the industry and soaring fuel and energy costs added to the hurdles encountered in maintaining operating prot. Resultantly the Company posted an operating loss of Rs. 23.7 million as against operating prot of Rs. 66.9 million in 2008. Further the Company managed to reduce overall debt from 8.1 to 6.7 billion and reduced nancial costs from Rs. 1,482 million to Rs. 1,231 million.

Production Review
One of the major accomplishments of the Company has been the increase in capacity utilization from 83.4% during the corresponding year to 92.7% in 2009.

Health & Safety Policy


The Lafarge Group has always been on the forefront in the area of health and safety and the same can be said of the Company. Health and safety are an integral part of the Companys working environment. Our approach is to consider not only the eects of work on health but also the eects of health on work. This holistic approach is illustrated by our health strategy predicated on the three pillars of Prevention, Reintegration and Promotion. The key factors identied by the Group to achieve its health and safety goals are the strong and continued commitment of all employees, as well as implementation and compliance with aliated standards and policies. The Company has performed well in this vital eld as far as Company employees are concerned however there were diculties in ensuring application of the same standards for contractors employees. The Company shall continue its focus on health and safety which are considered core values at Lafarge.
LAFARGE PAKISTAN CEMENT Ltd. Annual Report 2009

06

Directors Report to the Shareholders


Future Outlook
The major challenge for the Company in the coming year is to be able to ght against the challenges of the market, and the economy. The global nancial crisis has left the international and local economy in unprecedented turmoil and our aim is now to recover prices in the local market, enhance exports to Afghanistan at premium and open new markets for sea exports with the help of the Groups export arm (Cementia). We have begun this year committed to increasing our market share, oering our shareholders higher value and further improving work eciency.

Election of Directors
The election of directors was held in the Extraordinary General Meeting held on 14th January, 2010 in accordance with Section 178 of the Companies Ordinance, 1984 and the following Directors were elected for a period of three years w.e.f. 14th January, 2010: 1. Mr. Ahmad Said Heshmat Hassan 2. Maj. Gen. (R) Rehmat Khan 3. Mr. Ashraf Abouelkheir 4. Mrs. Amal Tantawi 5. Mr. Amr Ali Reda 6. Mr. Bilal Hamid Javaid 7. Mr. Shahid Anwar (Nominee NIT) The Board constituted after election appointed Mr. Ahmad Said Heshmat Hassan as Chairman and Maj. Gen. (R) Rehmat Khan as Chief Executive, in a meeting held on 21st January, 2010. The Audit Committee was reconstituted as under: 1. 2. 3. 4. Mr. Ahmad Said Heshmat Hassan Mr. Amr Ali Reda Mrs. Amal Tantawi Mr. Ashraf Abouelkheir Chairman Member Member Member

Statement on Corporate & Financial Reporting Frame Work


In compliance with the provisions of the Code, the Directors are pleased to report the following: Pakistan Cement Holding Limited (PCH) holds 51.55% and Camden Holding PTE Limited (CHL) holds 21.67% ordinary shares of the Company at the balance sheet date. By virtue of indirect holding in PCH and CHL, through Lafarge Building Materials Holding, Lafarge S.A France is the Companys Ultimate Parent Company. Lafarge is the world leader in building materials, with top-ranking positions in all of its businesses of Cement, Aggregates & Concrete and Gypsum with more than 84,000 employees in 79 countries. In 2010 and for the sixth year in a row, Lafarge was listed in the Global 100 Most Sustainable Corporations in the World. With the worlds leading building material research facility, Lafarge places innovation at the heart of its priorities, working for sustainable construction and architectural creativity;

07

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Directors Report to the Shareholders


The nancial statements for the year ended 31st December, 2009 prepared by the management present fairly the Companys state of aairs, the result of its operations, cash ows and changes in equity; The Company has maintained proper books of account; Appropriate accounting policies have been consistently applied in preparation of nancial statements for the year ended 31st December, 2009 and accounting estimates are based on reasonable and prudent judgment; International Accounting Standards (IAS), as applicable in Pakistan have been followed in preparation of nancial statements and any departure there from has been adequately disclosed; Eective internal controls have been set up. The management monitors the internal processes on an on-going basis and will strengthen the processes whenever considered necessary; There are no doubts upon the Companys ability to continue as a going concern; There has been no material departure from the best practices of corporate governance, as detailed in the listing regulations of stock exchanges; Key operating and nancial data of last six years is given below;
(000) Particulars Issued, Subscribed and Paid up Capital Capital reserve Long term loan-secured Current Liabilities Property Plant & Equipment Long term advance Long term deposits Deferred Tax Asset Current Assets Net Sales Gross Prot/(Loss) Financial Charges Prot/(Loss) after Taxation Prot/(Loss) Per Share (Rs.) Year Ended June 30th. 2004 5,624,564 214,839 171,224 2,054,320 7,595,696 1,136 142,063 208,329 (288,529) (0.51) 2005 6,768,379 2006 Year Ended December 31st. 2007 2008 2009

6,768,379 11,345,149

13,126,445 13,126,445

198,966 190,477 195,821 214,839 214,839 4,388,800 3,075,232 6,369,600 7,015,937 5,702,369 5,268,865 6,865,083 595,669 3,687,719 3,122,289 12,272,472 16,995,907 17,962,219 17,247,914 16,687,998 92,966 82,636 77,869 103,295 103,295 40,578 43,787 4,040 41,706 42,430 542,158 749,347 749,347 265,471 3,856,416 2,145,492 1,958,253 763,949 2,852,908 7,439,375 8,129,961 88,586 4,191,594 979,234 983,703 (139,457) (304,958) 1,481,674 1,230,810 7,599 795,985 6,505 301,295 (521,097) (1,242,504) (1,278,965) 621,792 (1.01) (0.97) (0.59) 1.03 (0.052)

Audited nancial statements for the year ended 31st December, 2009 show a loss (after tax deduction) of Rs. 1,279 million. The loss per share during the year was Rs. 0.97 as against loss of Rs. 1.01 during last year. Therefore no dividend has been declared; There are no outstanding statutory payments on account of taxes, levies or charges except those reected in Note No. 21 to the accounts;

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

08

Directors Report to the Shareholders


There have been no material changes or alteration in commitments aecting the nancial position of the Company which have occurred between end of the nancial year to which the balance sheet relates and the date of this report; The Company maintained a provident fund scheme for its eligible employees against which a contribution of Rs. 11,975,798/- was made during the year. The amount invested by the fund was Rs. 45 million as on 31st December, 2009; During the year ended 31st December, 2009, ve meetings of Board of Directors were held and attendance of Directors is stated below: Name of the Directors Mr. Ahmad Said Heshmat Hassan Maj. Gen. (R) Rehmat Khan Mr. Ahmed Shebl Tolba Daabes Mr. Amr Ali Reda Mr. Samy Ahmed Abdelkader Mr. Bilal Hamid Javaid Mr. Jean Desazars Mrs. Amal Tantawi Mr. Ashraf Abouelkheir Khawaja Mohammad Naveed Mr. Shahid Anwar (Nominee NIT) No. of Board Meetings Attended 1 5 0 5 4 5 0 2 3 0 2

The Directors who could not attend the board meetings were duly granted leave of absence; The pattern of shareholding as on 31st December, 2009 and its disclosures as required in the Code of Corporate Governance is annexed with the report; To the best of our knowledge, the Directors, CEO, CFO, Company Secretary, Company Auditors, their spouses and minor children have not undertaken any trading in Companys shares during the year except as per detail given below:
Opening Balance 01-01-2009 Holding As on 31-12-2009

Name of Directors

Addition

Deletion

Mr. Ahmad Said Heshmat Hassan Maj. Gen. (R) Rehmat Khan Mr. Ahmed Shebl Tolba Daabes Mr. Amr Ali Reda Mr. Jean Desazars Mrs. Amal Tantawi Mr. Ashraf Abouelkheir Mr. Bilal Hamid Javaid Mr. Samy Ahmed Abdelkader Khawaja Mohammad Naveed

725 725 2900 725 725 725 7,250 728,075 10,572,476 11,314,326

500 500

500 500

725 500 725 2,900 725 725 725 6,750 728,075 10,572,476 11,314,326

09

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Directors Report to the Shareholders


Auditors
M/s Ernst & Young Ford Rhodes Sidat Hyder, Chartered Accountants, Islamabad, retire and being eligible, oer themselves for the reappointment. The Board endorses the recommendation of the Audit Committee for their appointment as auditors of the Company for the year ending 31st December, 2010. M/s HLB Ijaz Tabussum & Co. Chartered Accountants, Islamabad were appointed as Cost Auditors for the year ended 31st December, 2009.

Acknowledgements
The Directors are grateful to the Companys shareholders, nancial institutions and customers for their continued cooperation, support and patronage. The Directors acknowledge the dedicated services, loyalty and hard work of all the employees of the Company and hope this spirit of devotion and dedication will persevere. For and on behalf of the Board

Islamabad: March 21, 2010

Maj. Gen. (R) Rehmat Khan Chief Executive Ocer

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

10

Statement of Compliance with Code of Corporate Governance


This statement is being presented to comply with the Code of Corporate Governance contained in the listing regulations of Stock Exchanges in Pakistan for the purpose of establishing a framework of good governance, whereby a listed company is managed in compliance with the best practices of corporate governance. Lafarge Pakistan Cement Limited (hereinafter the Company) has applied the principles contained in the Code in the following manner: 1. The Company encourages the representation of independent non-executive directors on its Board of Directors (hereinafter the Board). At present the Board includes two executive directors, four non-executive directors and one independent non-executive director representing institutional equity interest. The directors have conrmed that none of them is serving as a director in ten or more listed companies in Pakistan, including the Company. All the resident directors of the Company are registered as taxpayers and none of them has defaulted in payment of any loan to a banking company, a DFI or an NBFI or, being a member of stock exchange, has been declared as a defaulter by that stock exchange. The casual vacancies which arise in the Board as a result of resignation by directors were lled up by the directors expeditiously as per clause vi of Code of Corporate Governance. The Company has adopted Principles of Action, Group Rules, Code of Business Conduct, Health & Safety Policy and Health & Safety Rules of Lafarge S.A. France The Ultimate Parent Company. All directors and employees of the Company have agreed to and signed the said rules and policies. The Board has developed a vision statement, overall corporate strategy and signicant policies for the Company. A complete record of particulars of signicant policies along with the dates on which these were approved or amended has been maintained. All the powers of the Board have been duly exercised and decisions on material transactions have been taken by the Board. The remuneration payable to the working directors was approved by the Board. The meetings of the Board were presided over by a director elected by the Board for the purpose and the Board met for the approval of all quarterly, half yearly and annual accounts. Written notices of the Board meetings, along with agenda were circulated at least seven days before the meetings. The minutes of the meetings were appropriately recorded and circulated. All the directors on the Board are fully conversant with their duties and responsibilities as directors. No need was felt by the directors for any orientation course in this respect during the year.

2. 3.

4.

5.

6.

7.

8.

9.

11

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Statement of Compliance with Code of Corporate Governance


10. Ms. Sarah Farooq was appointed as Company Secretary in place of Mr. Muhammad Anwar Sheikh w.e.f. January 21, 2010. Her appointment was approved by the Board. 11. The Directors Report for the year ended December 31, 2009 has been prepared in compliance with the requirements of the Code and fully describes the salient matters required to be disclosed. 12. The nancial statements of the Company were fully endorsed by CEO and CFO before approval of the Board. 13. The directors, CEO and executives do not hold any interest in the shares of the Company other than those disclosed in the pattern of shareholding. 14. The Company has complied with all the corporate and nancial reporting requirements of the Code. 15. The Board has formed an Audit Committee. It comprises four members; each of whom is a non-executive director. 16. The meetings of the Audit Committee were held prior to approval of interim and nal results of the Company. The terms of references of the committee have been formed and advised to the Audit Committee for compliance. 17. The Board has set up an internal control/audit function. 18. The statutory auditors of the Company have conrmed that they have been given satisfactory rating under the quality control review programme of the Institute of Chartered Accountants of Pakistan, that they or any of the partners of the rm, their spouses and minor children do not hold shares of the Company and that the rm and all its partners are in compliance with International Federation of Accountants (IFAC) guidelines on code of ethics as adopted by Institute of Chartered Accountants of Pakistan. 19. The Statutory auditors or the persons associated with them have not been appointed to provide other services except in accordance with the listing regulations and the auditors have conrmed that they have observed IFAC guidelines in this regard. 20. We conrm that all other material principles contained in the Code have been complied with. For and on behalf of the Board

Islamabad: March 21, 2010

Maj. Gen. (R) Rehmat Khan Chief Executive Ocer

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

12

Auditors Review Report to the Members on Statement of Compliance with Best Practices of Code of Corporate Governance
We have reviewed the Statement of Compliance with the best practices contained in the Code of Corporate Governance (the Code) for the year ended 31 December 2009 prepared by the Board of Directors of Lafarge Pakistan Cement Limited (the Company) to comply with the Listing Regulation No. 37 of the Karachi Stock Exchange (Guarantee) Limited, Chapter XIII of Listing Regulations of the Lahore Stock Exchange (Guarantee) Limited and Chapter XI of Listing Regulations of the Islamabad Stock Exchange (Guarantee) Limited where the Company is listed. The responsibility for compliance with the Code is that of the Board of Directors of the Company. Our responsibility is to review, to the extent where such compliance can be objectively veried, whether the Statement of Compliance reects the status of the Companys compliance with the provisions of the Code and report if it does not. A review is limited primarily to inquires of the Company personnel and review of various documents prepared by the Company to comply with the Code. As part of our audit of nancial statements we are required to obtain an understanding of the accounting and internal control systems sucient to plan the audit and develop an eective audit approach. We are not required to consider whether the Boards statement on internal control covers all risks and controls, or to form an opinion on the eectiveness of such internal controls, the Companys corporate governance procedures and risks. Further Sub-Regulation (xiii) of Listing Regulation 37 notied by the Karachi Stock Exchange (Guarantee) Limited vide circular KSE/N-269 date 19 January 2009 requires the Company to place before the board of directors for their consideration and approval related party transactions distinguishing between transactions carried out on terms equivalent to those that prevail in arms length transactions and transactions which are not executed at arms length price recording proper justication for using such alternate pricing mechanism. Further all such transactions are also required to be separately placed before the audit committee. We are only required and have ensured compliance of requirement to the extent of approval of related party transactions by the board of directors and placement of such transactions before the audit committee. We have not carried out any procedures to determine whether the related party transaction were undertaken at arms length price or not. Based on our review, nothing has come to our attention which causes us to believe that the Statement of Compliance does not appropriately reect the Companys compliance, in all material respects, with the best practices contained in the Code, eective for the year ended 31 December 2009.

Chartered Accountants Audit Engagement Partners Name: Sajjad Hussain Gill Date: 21 March 2010 Place: Islamabad

13

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Auditors' Report to the members


We have audited the annexed balance sheet of Lafarge Pakistan Cement Limited as at 31 December 2009 and the statement of comprehensive income, cash ow statement and statement of changes in equity together with the notes forming part thereof, for the year then ended and we state that we have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purposes of our audit. It is the responsibility of the Companys management to establish and maintain a system of internal control, and prepare and present the above said statements in conformity with the approved accounting standards and the requirements of the Companies Ordinance, 1984. Our responsibility is to express an opinion on these statements based on our audit. We conducted our audit in accordance with the auditing standards as applicable in Pakistan. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the above said statements are free of any material misstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the above said statements. An audit also includes assessing the accounting policies and signicant estimates made by management, as well as, evaluating the over all presentation of the above said statements. We believe that our audit provides a reasonable basis for our opinion and, after due verication, we report that: (a) in our opinion, proper books of accounts have been kept by the Company as required by the Companies Ordinance, 1984; (b) in our opinion: (i) the balance sheet and the statement of comprehensive income together with the notes thereon have been drawn up in conformity with the Companies Ordinance, 1984, and are in agreement with the books of accounts and are further in accordance with accounting policies consistently applied except for the changes as stated in note 3.4 to the nancial statements with which we concur; (ii) the expenditure incurred during the year was for the purpose of the Companys business; and (iii) the business conducted, investments made and the expenditure incurred during the year were in accordance with the objects of the Company; (c) in our opinion and to the best of our information and according to the explanations given to us, the balance sheet, statement of comprehensive income, cash ow statement and statement of changes in equity together with the notes forming part thereof conform with approved accounting standards as applicable in Pakistan, and, give the information required by the Companies Ordinance, 1984, in the manner so required and respectively give a true and fair view of the state of the Companys aairs as at 31 December 2009 and of the comprehensive loss, cash ows and changes in equity for the year then ended; and (d) in our opinion, no Zakat was deductible at source under the Zakat and Ushr Ordinance, 1980 (XVIII of 1980).

Chartered Accountants Audit Engagement Partners Name: Sajjad Hussain Gill Date: 21 March 2010 Place: Islamabad
LAFARGE PAKISTAN CEMENT Ltd. Annual Report 2009

14

Balance Sheet As At 31 December 2009


ASSETS
NON CURRENT ASSETS Fixed assets Property, plant and equipment Intangibles Long term advance Long term deposits Deferred taxation CURRENT ASSETS Stores and spares Stock-in-trade Trade debts Advances Short term prepayments Interest accrued Taxation - net Tax refunds due from the Government Other receivables Cash and bank balances TOTAL ASSETS Note 2009 Rupees 2008 Rupees

4 5 6 7 8 9 10 11 12 13

16,687,997,614 2,958,803 77,868,592 40,578,283 749,347,229 17,558,750,521 937,101,437 724,360,867 76,614,388 37,537,844 54,652,098 992,063 218,518,014 24,454,058 71,260,931 2,145,491,700 19,704,242,221

17,247,914,421 4,102,705 82,636,000 43,787,015 749,347,229 18,127,787,370 2,453,835,221 946,934,376 33,926,585 51,610,972 66,650,552 1,724,652 97,616,916 74,282,918 74,360,916 55,472,574 3,856,415,682 21,984,203,052

14 15

EQUITY AND LIABILITIES


SHARE CAPITAL AND RESERVES Share capital Reserves Capital reserve Accumulated losses NON - CURRENT LIABILITIES Long term nancing Liabilities against assets subject to nance lease Deferred liabilities Other long term liabilities CURRENT LIABILITIES Trade and other payables Payable to related parties Accrued mark-up Short term borrowings Current maturities of: long term nancing Liabilities against assets subject to nance lease CONTINGENCIES AND COMMITMENTS

16 17

13,126,444,880 198,965,572 (3,561,482,745) (3,362,517,173) 9,763,927,707

13,126,444,880 190,476,700 (2,282,517,978) (2,092,041,278) 11,034,403,602 4,388,800,386 21,314,118 4,410,114,504 1,270,820,113 1,146,612,874 378,636,116 2,418,073,356 1,313,568,332 11,974,155 5,268,864,833 21,984,203,052

18 19 20 21 22 23 24 18 19 25

3,075,231,877 3,075,231,877 1,138,713,140 1,834,381,231 261,290,823 2,317,128,929 1,313,568,514 6,865,082,637 -

TOTAL EQUITY AND LIABILITIES 19,704,242,221 The annexed notes from 1 to 42 form an integral part of these nancial statements.

Maj. Gen. (R) Rehmat Khan Chief Executive Ofcer

Bilal Hamid Javaid Director

15

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Statement of Comprehensive Income For The Year Ended 31 December 2009


Note 2009 Rupees 2008 Rupees

NET SALES Cost of sales GROSS PROFIT Distribution cost Administrative expenses Other operating expenses Other operating income

26 27

8,129,960,591 (7,146,258,006) 983,702,585

7,439,375,345 (6,460,140,974) 979,234,371 (483,032,572) (441,666,089) (35,035,616) 47,408,433 (912,325,844) 66,908,527 (1,481,673,766) (1,414,765,239) 172,261,681 (1,242,503,558) (1,242,503,558) (1.01)

28 29 30 31

(459,776,930) (547,245,050) (21,592,378) 21,218,643 (1,007,395,715) (23,693,130)

OPERATING (LOSS) / PROFIT Finance costs LOSS BEFORE TAXATION Taxation NET LOSS FOR THE YEAR Other comprehensive income for the year, net of tax TOTAL COMPREHENSIVE LOSS FOR THE YEAR LOSS PER SHARE - Basic and diluted 34 33 32

(1,230,809,850) (1,254,502,980) (24,461,787) (1,278,964,767) (1,278,964,767) (0.97)

The annexed notes from 1 to 42 form an integral part of these nancial statements.

Maj. Gen. (R) Rehmat Khan Chief Executive Ofcer

Bilal Hamid Javaid Director

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

16

Cash Flow Statement For The Year Ended 31 December 2009


CASH FLOWS FROM OPERATING ACTIVITIES Loss before taxation Adjustments for non cash items: Depreciation Amortization of intangibles Employee share expense Provision for doubtful receivables Provision against debt considered doubtful Provision against obsolete stores and spares Finance costs Interest on subordinated loan Exchange loss Sta retirement benets Income on nancial assets (Gain) / loss on disposal of xed assets Fixed assets written o Operating prot before working capital changes Changes in working capital: Decrease / (increase) in advances Decrease / (increase) in stores and spares Decrease / (increase) in stock in trade Decrease / (increase) in short term prepayments Decrease in other receivables (Increase)/decrease in trade debts Decrease in tax refunds due from the Government Increase in trade and other payables Cash generated from / (used in) operations Sta retirement benets paid Interest received on nancial assets Income tax paid Net cash generated from / (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Additions to property, plant and equipment Proceeds of disposal of property, plant and equipment Long term advance received Long term deposits Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Cost of issue of share capital Repayment of long term loan Lease rentals paid Finance costs paid Net cash used in nancing activities Net increase / (decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year 38 The annexed notes from 1 to 42 form an integral part of these nancial statements. Note 2009 Rupees (1,254,502,980) 655,702,080 1,143,902 8,488,872 16,625,608 3,000,000 1,082,954,593 147,855,257 11,975,798 (2,291,179) (3,092,485) 1,922,362,446 667,859,466 14,073,128 1,513,733,784 222,573,509 11,998,454 32,875,050 (42,687,803) 74,282,918 555,378,729 2,382,227,769 3,050,087,235 (11,287,109) 3,024,121 (145,362,885) 2,896,461,362 (103,265,075) 10,572,287 4,767,408 3,208,732 (84,716,648) (1,313,568,514) (33,288,273) (1,348,155,143) (2,695,011,930) 116,732,784 (2,362,600,782) (2,245,867,998) 2008 Rupees (1,414,765,239) 917,135,318 3,045,809 4,714,538 1,030,302,474 44,461,138 237,865,520 11,191,755 (5,923,776) 18,152,652 16,882,964 2,277,828,392 863,063,153 (23,149,524) (1,204,517,213) (448,149,462) (25,272,472) 6,244,259 35,717,788 76,438,357 281,714,770 (1,300,973,497) (437,910,344) (11,597,955) 5,377,084 (82,460,881) (526,592,096) (238,842,736) 975,895 10,329,500 (1,357,143) (228,894,484) (5,343,888) (1,313,568,512) (10,407,978) (956,218,504) (2,285,538,882) (3,041,025,462) 678,424,680 (2,362,600,782)

Maj. Gen. (R) Rehmat Khan Chief Executive Ofcer

Bilal Hamid Javaid Director

17

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Statement Of Changes In Equity For The Year Ended 31 December 2009


SHARE CAPITAL Issued, subscribed and paid up Rupees Balance at 1 January 2008 Conversion of Shareholder's loan and interest thereon into equity Expenses incurred on issue of shares Total comprehensive loss for the year Balance at 31 December 2008 Total comprehensive loss for the year Employee share ownership plan Balance at 31 December 2009 11,345,149,360 CAPITAL RESERVE Share Premium Rupees 195,820,588 Other Rupees ACCUMULATED LOSSES Rupees (1,040,014,420) TOTAL Rupees 10,500,955,528

1,781,295,520 13,126,444,880 13,126,444,880

(5,343,888) 190,476,700 190,476,700

8,488,872 8,488,872

(1,242,503,558) (2,282,517,978) (1,278,964,767) (3,561,482,745)

1,781,295,520 (5,343,888) (1,242,503,558) 11,034,403,602 (1,278,964,767) 8,488,872 9,763,927,707

The annexed notes from 1 to 42 form an integral part of these nancial statements.

Maj. Gen. (R) Rehmat Khan Chief Executive Ofcer

Bilal Hamid Javaid Director

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

18

Notes To The Financial Statements For The Year Ended 31 December 2009
1. THE COMPANY AND ITS OPERATIONS Lafarge Pakistan Cement Limited ("the Company") was incorporated in Pakistan on 23rd May 1993 as a private limited company and subsequently converted into a public limited company on 18th October 1994 under the Companies Ordinance, 1984. The shares of the Company are listed on all the three Stock Exchanges of Pakistan. The principal activity of the Company is the manufacture and sale of cement. The Company is a subsidiary of "Pakistan Cement Holding Limited", a company incorporated in the British Virgin Islands, whereas the ultimate parent company of the Company is Lafarge S.A., France. The registered oce of the Company is located at 18-B, Kaghan Road, F-8 Markaz, Islamabad. 2. STATEMENT OF COMPLIANCE These nancial statements have been prepared in accordance with approved accounting standards as applicable in Pakistan. Approved accounting standards comprise of such International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board as are notied under the Companies Ordinance, 1984, and provisions of and directives issued under the Companies Ordinance, 1984. In case requirements dier, the provisions or directives of the Companies Ordinance, 1984 shall prevail. 3. 3.1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of preparation These nancial statements have been prepared under the historical cost convention. 3.2 Standards, interpretations and amendments to approved accounting standards that are not yet eective The following revised standards, amendments and interpretations with respect to the approved accounting standards as applicable in Pakistan will be eective from the dates mentioned below against the respective standard or interpretation: Standard or Interpretation IAS 27 - Consolidated and Separate Financial Statements (Amendment) IAS 39 - Financial Instruments: Recognition and measurement: Eligible hedged items (Amendment) IFRS 2 Share-based Payments: Amendments relating to Group Cashsettled Share-based Payment Transactions IFRS 3 Business Combinations (Revised) IFRIC 17 Distributions of Non-cash Assets to owners IFRIC 19 - Extinguishing Financial Liabilities with Equity Instruments Eective date (accounting periods beginning on or after) 01 July 2009

01 July 2009

01 January 2010 01 July 2009 01 July 2009 01 July 2010

19

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
The Company expects that the adoption of the above revisions, amendments and interpretations of the standards will not eect the Company's nancial statements in the period of initial application. In addition to the above, amendments to various accounting standards have also been issued by the IASB as a result of its annual improvement project in April 2009. Such improvements are generally eective for accounting periods beginning on or after 01 January 2010. The Company expects that such improvements to the standards will not have any material impact on the Company's nancial statements in the period of initial application. 3.3 Signicant accounting estimates and judgments The preparation of nancial statements in conformity with approved accounting standards requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Companys accounting policies. Estimates and judgments are continually evaluated and are based on historic experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods aected. In the process of applying the Companys accounting policies, management has made the following estimates and judgments which are signicant to the nancial statements: Notes Determining the residual values and useful lives of property and equipment 3.5 & 4 Impairment of - Fixed assets 3.5.1 and 4 - Intangible assets 3.5.2 and 5 - Trade debts 3.11 and 11 Recognition of current tax and deferred tax 3.15 and 33 Accounting for sta retirement benets 3.14

3.4

Changes in accounting policies The accounting policies adopted in the preparation of these nancial statements are consistent with those followed in the preparations of the Company's nancial statements for the year ended 31 December 2008, except for the presentation and disclosure changes resulting from the adoption of IAS 1 - "Presentation of Financial Statements (Revised)" , IFRS 7 - "Financial Instruments: Disclosure" , IAS 23 - "Borrowing Costs (Revised)", as described below : IAS 1 - Presentation of Financial Statements (Revised) The revised standards separates owner and non-owner changes in equity. The statement of changes in equity includes only details of transactions with owners, with non owners changes in equity presented as a single line. In addition, the standard introduces the statement of comprehensive income: it presents all items of recognized income and expense, either in one single statement, or in two linked statements. The Company has elected to present one single statement.

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

20

Notes To The Financial Statements For The Year Ended 31 December 2009
IFRS 7 - Financial Instruments: Disclosure The standard requires disclosures related to nancial instruments that enables user of nancial statements to evaluate their signicance for the Company and the nature and extent of risks arising from such nancial instruments. These new disclosures are included throughout the nancial statements. IAS 23 - Borrowing Costs (Revised) The revised IAS 23 was issued in April 2007 and became eective for accounting periods beginning on or after 01 January 2009. The revised standard requires capitalization of borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset. The Companys previous policy was to expense out borrowing costs as they were incurred. In accordance with the transitional provision of the amended IAS 23, the Company has adopted the standard on a prospective basis. Therefore, borrowing costs are capitalized on qualifying assets with a commencement date on or after 01 January 2009. However, the change in accounting policy had no impact on the earnings of the Company during the year ended 31 December 2009 as there were no eligible qualifying assets or attributable borrowing costs. 3.5 Standards or interpretations eective in 2009 but not relevant to the Company The following standards and interpretations are eective for nancial periods beginning on or after 01 January 2009 but are either not relevant or do not have any eect / material eect on the nancial statements of the Company: Standard or Interpretation IAS 29 - Financial Reporting in Hyperinationary Economies IAS 32 - Financial Instruments: Presentation - Amendments regarding Puttable Financial Instruments IFRS 8 - Operating Segments IFRIC 12 - Service concession arrangements IFRIC 13 - Customer loyalty programs IFRIC 14 - IAS 19 - The limit on dened benet asset, minimum funding requirement and their interactions IFRIC 15 - Agreements for the Construction of Real Estate IFRIC 16 - Hedges of a Net Investment in a Foreign Operation 3.6 Fixed assets

3.6.1 Property, plant and equipment i) Owned Property, plant and equipment except freehold land and capital work in progress are stated at cost less accumulated depreciation and impairment loss, if any. Freehold land and capital work in progress are stated at cost less allowance for impairment, if any. The cost of property, plant and equipment includes acquisition costs, borrowing costs and other directly attributable expenses incurred during the construction phase of the relevant asset. Standby equipment and spares held for capital use are recognised as part of property, plant and equipment.

21

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
Depreciation is charged to the prot and loss account on the straight line method so as to write o the depreciable amount of the property, plant and equipment over their estimated useful lives as specied in note 4.1. Depreciation commences from the month the asset is available for use up to the month when it retired. An item of property, plant and equipment is derecognised upon disposal or when no future economic benets are expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset (calculated as the dierence between the net disposal proceeds and the carrying amount of the item) is included in the prot and loss account in the year the item is derecognised. The assets' residual values, useful lives and methods are reviewed and adjusted, if appropriate, at each nancial year end. Maintenance and normal repairs are charged to the prot and loss account as and when incurred. Major renewals and improvements are capitalised and the assets so replaced, if any, are retired. Gain or loss on disposal of property plant and equipment if any is included in the prot and loss account. ii) Leased The Company recognizes nance leases as assets and liabilities in the balance sheet at an amount equal at the inception of the lease to the fair value of the leased assets or, if lower, at the present value of the minimum lease payments. In calculating the present value of the minimum lease payments, the discount factor used is the interest rate implicit in the lease. Depreciation commences from the date the asset is available for use up to the date of its retirement. Depreciation is charged to the prot and loss account on the straight line method so as to write o the depreciable amount of the leased assets over the shorter of their lease term or useful life, as mentioned in note 4.1 to the nancial statements. Depreciation is charged at the same rates as charged on the Companys own assets. iii) Capital work-in-progress Capital work-in-progress is stated at cost less impairment in value, if any. It consists of expenditure incurred and advances made in respect of tangible xed assets in the course of their erection, installation and acquisition. The assets are transferred to the relevant category of operating xed assets when they are available for use. iv) Change in accounting estimate During the year, management reviewed the useful lives of operating xed assets and intangible assets. As a result management is of the view that the current estimates of useful lives need to be revised to more accurately reect the inow of economic benets associated with the said assets. The original and revised estimates are:

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

22

Notes To The Financial Statements For The Year Ended 31 December 2009
Operating xed assets Previous Useful life (years) Building on freehold land Plant and machinery Oce equipment Computers and low voltage equipment Vehicles-owned Laboratory equipment Workshop equipment Furniture and ttings Intangibles 35 15 to 30 10 3 8 10 to 20 7 to 20 10 3 Revised Useful life (years) 25 to 30 30 5 to 10 5 4 to 5 30 30 5 to 10 5

The above change has been accounted for as a change in an accounting estimate in accordance with the requirements of the International Accounting Standard (IAS-8) "Accounting Polices, Changes in Accounting Estimates and Errors" whereby the eect of this change is recognized separately. Had the company not made the above change in accounting estimate, depreciation on operating xed assets and amortization on intangibles for the year would have increased by Rs 276,316,819 and Rs 1,615,780 respectively and net loss before tax would have increased by Rs 277,932,599. 3.6.2 Intangible assets An intangible asset is recognized if it is probable that future economic benets that are attributable to the asset will ow to the enterprise and that the cost of such an asset can also be measured reliably. The assets so recognized are amortized over the period during which the related economic benets are likely to accrue to the Company. Intangible assets are stated, once recognized, at cost less accumulated amortization and impairment losses, if any. Amortization is provided from the month when the asset becomes available for use upto the month when it retires, on a straight line basis so as to write o the cost of an asset over its estimated useful life at the rates mentioned in note 5 to the nancial statements. 3.7 Impairment The carrying amount of the Company's assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the recoverable amount of assets is estimated in order to determine the extent of the impairment loss, if any. Impairment losses are recognized as expenses in the prot and loss account. 3.8 Borrowing costs Borrowing costs that are directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective assets. All other borrowing costs are expensed out in the period they occur. Borrowing costs consist of interest and other cost that an entity incurs in connection with the borrowing of funds.

23

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
3.9 Advances and deposits These are recognized at cost, which is the fair value of the consideration given. However an assessment is made at each balance sheet date to determine whether there is an indication that a nancial asset may be impaired. If such an indication exists, the estimated recoverable amount of that asset is determined and any impairment loss is recognized for the dierence between the recoverable amount and the carrying value. 3.10 Stores, spares and loose tools These are valued on a weighted average cost basis except for store, spares and loose tools in transit, which are stated at invoice price plus other charges incurred thereon up to the balance sheet date. Provision is made for slow moving and obsolete items where considered necessary. 3.11 Stock in trade Stock is valued at the lower of cost and net realizable value. Cost in relation to raw and packing materials is determined on a weighted average basis and in relation to work in process and nished goods represents average costs comprising direct material, labour and manufacturing overheads. Cost comprises invoice values and other costs incurred for bringing the stock to its present location and condition for its intended use. Net realizable value represents the estimated selling price less estimated costs of completion and costs necessary for such sale. 3.12 Trade debts Trade debts are recognised and carried at original invoice amount less provision for doubtful debts. When the recovery of an amount is considered unlikely by management, a provision is made for the same. Bad debts are written-o when identied. 3.13 Loans and other receivables These are stated at cost less provision for impairment, if any. 3.14 Cash and cash equivalents net of short term borrowings Cash and cash equivalents are carried in the balance sheet at cost. For the purpose of the cash ow statement, cash and cash equivalents comprise cash in hand and balances with banks in current and deposit accounts. Cash and cash equivalents also include short term borrowings that are repayable on demand. 3.15 Sta retirement benets Dened contribution plan The Company operates an approved contributory provident fund scheme for eligible employees. Equal monthly contributions are made, both by the Company and the employees, to the fund at the rate of 10% of basic salary. The Company's contribution is charged to the prot and loss account. 3.16 Taxation Current Provision for current tax is based on taxable income at the rates applicable for the current tax year including nal tax regime, after considering rebates and tax credits available, if any in accordance with the Income Tax Ordinance 2001.

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

24

Notes To The Financial Statements For The Year Ended 31 December 2009
Deferred Deferred tax is recognised, proportionate to local sales using the liability method, on all major temporary dierences at the balance sheet date between the tax base of assets and liabilities and their carrying amounts for nancial reporting purposes. Deferred tax liabilities are recognised for all taxable temporary dierences. Deferred tax assets, arising from deductible temporary dierences and carry-forward of unused tax losses, are recognized only to the extent that it is probable that taxable prot will be available against which the deductible temporary dierences and / or carry-forward of unused tax losses can be utilised. The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sucient taxable prot will be available to allow all or part of the deferred tax asset to be utilised. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date. 3.17 Trade and other payables Liabilities for trade and other amounts payable are carried at cost, which is the fair value of the consideration to be paid in future for goods and services received till the year end, whether or not billed to the Company. 3.18 Provisions Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benets will be required to settle the obligation and a reliable estimate of the obligation can be made. 3.19 Revenue recognition Revenue is recognized to the extent it is probable that economic benets will ow to the Company and the revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable, excluding discounts, rebates and government levies. The following recognition criteria must be met before revenue is recognized: Revenue from sale of goods is recognized when the signicant risks and rewards of ownership of the goods have passed to the buyer, usually on dispatch of the goods to customers. Return on bank deposits and markup on long term advance is recognized using the eective interest method. 3.20 Foreign currencies The nancial statements are presented in Pak Rupee, which is the Companys functional currency. Foreign currency transactions during the year are recorded at the exchange rates approximating those ruling on the date of the transaction. Monetary assets and liabilities in foreign currencies are translated at the rates of exchange which approximate those prevailing on the balance sheet date. Gains and losses on translation are taken to the prot and loss account. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined.

25

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
3.21 Financial instruments All the nancial assets and nancial liabilities are recognised at the time when the Company becomes a party to the contractual provisions of the instrument. Financial assets are derecognised at the time when the Company loses control of the contractual rights that comprise the nancial assets. All nancial liabilities are derecognised at the time when they are extinguished that is, when the obligation specied in the contract is discharged, cancelled, or expired. Any gains or losses on derecognition of nancial assets and nancial liabilities are taken to prot and loss account currently. 3.22 O-setting of nancial assets and liabilities A nancial asset and a nancial liability is oset and the net amount is reported in the balance sheet, if the Company has a legally enforceable right to set-o the recognized amounts and intends either to settle on a net basis or to realize the asset and settle the liability simultaneously. 3.23 Share based compensation The economic cost of awarding shares of Group Companies to employees is reected by recording a charge in the statement of comprehensive income, equivalent to the fair value of shares on the grant date over the vesting period, with a corresponding reserve created to reect the equity component.

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

26

27
2009 Rupees 4.1 4.3 COST As at As at 01 January 2009 31 December 2009 As at Additions 31 December 2009 Revised years (Rupees) Adjustments* (Disposals) 31 December 2009 Useful life WRITTEN DOWN VALUE As at 16,605,289,410 82,708,204 16,687,997,614 17,228,626,797 19,287,624 17,247,914,421 2008 Rupees ACCUMULATED DEPRECIATION Charge On for the (disposals)/ year adjustments* (Rupees) 1,854,806 4,415,168 6,321,115 7,689,747 25 to 30 30 5 to 10 5 to 10 5 4 to 5 30 30 131,281,232 39,686,860 17,773,167 1,689,478,875 655,702,080 (17,773,167) (11,965,861) 8,365,201 10,748,093 4 139,646,433 50,434,953 2,333,215,094 202,326,901 1,177,669,778 1,628,039 4,760,795 100,876,167 13,475,936 147,600,964 414,546,363 2,174,117 1,902,161 36,416,664 33,948,517 349,927,865 1,592,216,141 3,802,156 6,662,956 137,292,831 53,231,759 11,187,081 8,376,578 39,844,495 2008 Rupees 919,366,129 56,356,145 5,920,585 7,210,351 1,014,605 5,214,366 995,082,181 (19,445,663) 18,938,504,504 (48,965,711) 704,986,840 350,956,558 (11,965,861) 17,773,167 (19,445,663) 81,892,837 4,412,668,342 12,899,084,663 10,908,822 21,154,291 381,435,281 75,416,870 81,892,837 4,062,740,477 11,306,868,522 7,106,666 14,491,335 244,142,450 22,185,111 565,340,407 300,521,605 16,605,289,410 48,965,711 1,854,806 3,982,278 4,408,592 3,662,861 5,232,263 8,376,578 27,517,378 COST As at Adjustments 31 December 2008 years (31,622,698) (1,419,484) (33,042,182) 48,965,711 18,918,105,672 10,908,822 16,739,123 375,114,166 38,207,075 693,799,759 342,579,980 81,892,837 4,410,813,536 12,899,084,663 35 15 to 30 10 10 3 8 10 to 20 7 to 20 4 100,149,338 516,193,906 794,836 3,251,793 52,199,607 10,307,984 66,642,890 18,845,815 5,846,598 774,232,767 102,177,563 662,921,493 833,203 1,509,002 48,676,560 3,167,952 64,638,342 20,841,045 12,370,158 917,135,318 (Rupees) (24,630,016) (24,630,016) (Disposals)
Useful life/ lease term

PROPERTY, PLANT AND EQUIPMENT

Operating xed assets Capital work-in-progress

4.1

Operating xed assets

As at

31 December 2009

Note

01 January 2009

Owned Freehold land Building on freehold land Plant and machinery Oce equipment Furniture and ttings Computers and low voltage equipment Vehicles

4.1.1

4.1.1 4.1.1 4.1.1

81,892,837 4,410,813,536 12,899,084,663 10,908,822 16,739,123 375,114,166 38,207,075

Laboratory equipment Workshop equipment

4.1.1 4.1.1

693,799,759 342,579,980

Leased Vehicles

48,965,711

18,918,105,672

4.1.1

Additions during the year include the following xed assets transferred from capital work in progress: 2009 Rupees

Building on freehold land Plant and Machinery Vehicles Oce equipment Furniture and ttings Computer and low voltage equipment Laboratory equipment Workshop equipment

* Adjustments are for the transfer of leased vehicles to owned vehicles upon settlement of related lease obligation. (Refer Note 19).

4.1.2 Operating xed assets include equipment and spares held for capitalization, aggregating to Rs. 37,509,849 (2008: Rs. 40,189,524), at the year end . As at As at 31 December 2008 (Rupees) (527,046) (918,575) * (443,589) (1,889,210) 202,326,901 1,177,669,778 1,628,039 4,760,795 100,876,167 13,475,936 131,281,232 39,686,860 17,773,167 1,689,478,875

As at

31 December 2008

01 January 2008

Additions

ACCUMULATED DEPRECIATION Charge On for the (disposals)/ 01 January 2008 year adjustments

WRITTEN DOWN VALUE As at 31 December 2008

Owned Freehold land Building on freehold land Plant and machinery

81,429,710 3,491,447,407 12,862,084,617

463,127 919,366,129 93,252,760

81,892,837 4,208,486,635 11,721,414,885 9,280,783 11,978,328 274,237,999 24,731,139 562,518,527 302,893,120 31,192,544 17,228,626,797

Notes To The Financial Statements For The Year Ended 31 December 2009

LAFARGE PAKISTAN CEMENT Ltd.

Oce equipment Furniture and ttings Computers and low voltage equipment Vehicles Laboratory equipment Workshop equipment Leased Vehicles

3,337,788 16,739,123 366,651,404 31,136,175 692,376,554 337,365,614

7,571,034 8,462,762 7,070,900 1,423,205 5,214,366

49,049,227 17,931,617,619

1,335,968 1,044,160,251

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
4.1.3 Depreciation charge for the year has been allocated as follows: Note Cost of sales Distribution cost Administrative expenses 27 28 29 2009 Rupees 642,098,207 3,196,521 10,407,352 655,702,080 2008 Rupees 900,845,621 3,014,589 13,275,108 917,135,318

4.2

The details of xed assets disposed o during the year are as follows:
Accumulated depreciation Gain / (loss) on disposal

Original cost

Written down value (Rupees)

Sale proceeds

Mode of disposal

Particulars of buyers

Vehicles Honda Civic VTI Honda Civic VTI Honda Civic VTI Honda Civic VTI Honda Civic VTI Suzuki Cultus VXR Suzuki Cultus VXR Suzuki Cultus VXR Suzuki Cultus VXR Suzuki Cultus VXR Suzuki Cultus VXR Suzuki Cultus VXR Suzuki Cultus VXR Suzuki Cultus VXR Toyota Corolla GLI Toyota Corolla GLI Toyota Corolla GLI Toyota Corolla GLI

1,235,000 1,419,484 1,419,484 1,365,438 1,419,484 610,641 667,984 667,984 605,641 610,641 610,641 610,641 610,641 610,641 997,332 997,331 997,331 997,331

1,235,000 739,315 709,742 853,399 857,605 343,485 250,494 250,494 391,143 394,372 394,372 394,372 394,372 394,372 623,332 623,332 623,332 623,332

680,169 709,742 512,039 561,879 267,155 417,490 417,490 214,498 216,269 216,269 216,269 216,269 216,270 374,000 373,999 373,999 373,999

904,762 1,285,714 1,238,096 512,039 532,306 533,333 514,904 514,904 227,115 228,990 228,990 241,712 292,600 241,712 374,000 374,000 644,110 374,000

904,762 605,545 528,354 -

Auctioned Auctioned Auctioned Company Policy

Faisal Hafeez Harley Street Rawalpindi Cantt M. Farjam Mubarik Service road, Rawalpindi M. Talha-bin-Naseer F-11/3 Islamabad Naveed Ijaz G-9/1, Islamabad. Shafqat Mahmood Malik M. Khan Colony, Hasanabdal M. Usman Zubairi F-7/1, Islamabad Ghulam Yasin Block V, Dera Ghazi Khan. Shahzad Mahmood Al-Najaf Colony, Faisalabad. Muhammad Saleem Liaquat Town, Faisalabad. Syed Shaukat Hussain Kamalpur Syedan, Attock Cantt Muhammad Tariq Phase II, Hayatabad, Peshawar Nasir Saeed Khan Lalazar, Rawalpindi Hammad Khalid Satellite Town, Rawalpindi. Raja Ziauddin Tench Bhatta, Rawalpindi Mohammed Umar Ra F-11/3, Islamabad Nasir Sarfraz Khan Block Z, DHA, Lahore. Muhammad Jaweed Iqbal Basti Allah Wali, Chakwal. Tariq Shahzad Azam Falcon Complex, Lethrar Road, Rawalpindi. Muhammad Saud Raja G-7/4, Islamabad. Syed Imran Ali Burney Canal View Housing Authority, Lahore. Mian Yasser Sulaiman Village Adam Zai, District Nowshera

(29,573) Company Policy 266,178 97,414 97,414 12,617 12,721 12,721 25,443 76,331 25,442 1 270,111 1 Auctioned Company Policy Company Policy Company Policy Company Policy Company Policy Company Policy Company Policy Company Policy Company Policy Company Policy Company Policy Company Policy

Toyota Corolla GLI Toyota Corolla GLI

997,331 997,331

623,332 623,332

373,999 373,999

561,000 374,000

187,001 1

Company Policy Company Policy

Toyota Corolla GLI

997,331

623,332

373,999

374,000

Company Policy

19,445,663

11,965,861

7,479,802

10,572,287

3,092,485

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

28

Notes To The Financial Statements For The Year Ended 31 December 2009
4.3 Capital work-in-progress Plant and machinery Civil and development works Construction material Vehicles Work at height project Furniture and Fittings Laboratory equipment Computer and low voltage equipment Workshop equipment Advances to suppliers and contractors Note 2009 Rupees 70,974,236 3,515,481 3,565,087 4,212,482 440,918 82,708,204 2008 Rupees 5,597,986 3,982,278 3,585,751 635,877 6,996 4,343,737 1,134,999 19,287,624

4.3.1

Movement in capital work-in-progress during the year is as follows: Opening balance Additions during the year Transfers to operating xed assets 19,287,624 90,937,958 (27,517,378) 82,708,204 804,833,663 209,536,142 (995,082,181) 19,287,624

4.1.1

5.

INTANGIBLES Licensed computer software Cost Opening balance Amortization to date Opening balance Amortization for the year Written down value Amortization rate

8,279,047

8,279,047

29

4,176,342 1,143,902 5,320,244 2,958,803 20%

1,130,533 3,045,809 4,176,342 4,102,705 33%

6.

LONG TERM ADVANCE Considered good - unsecured Sui Northern Gas Pipelines Limited Employee share ownership plan Current portion shown under current assets Sui Northern Gas Pipelines Limited Employee share ownership plan 6.1 6.2 82,636,000 11,624,671 94,260,671 (10,329,500) (6,062,579) (16,392,079) 77,868,592 92,965,500 92,965,500 (10,329,500) (10,329,500) 82,636,000

12 12

29

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
6.1 This represents the outstanding balance of advance given by the Company to Sui Northern Gas Pipelines Limited (SNGPL) during the year ended 30 June 2005 for the construction of a gas pipeline. The advance is recoverable over 10 years commencing 28 March 2007 in equal annual installments of Rs. 10.330 million each and carries mark up at the rate of 1.5% (2008: 1.5%) per annum. This represents the advance given to employees to acquire shares of Lafarge S.A., France, the Ultimate Parent Company, under the employee share ownership plan (LEA 2009). The same is recoverable over a period of 2 years and is interest free. The advance has not been discounted to its present value as the nancial impact thereof is not considered material by the management. LONG TERM DEPOSITS Considered good Security deposits Islamabad Electric Supply Company Limited Others Note

6.2

7.

2009 Rupees

2008 Rupees

7.1

37,789,030 2,789,253 40,578,283

37,789,030 5,997,985 43,787,015

7.1 8.

This represents the amount deposited for the supply of electricity to the plant. DEFERRED TAXATION Deferred tax credit arising on account of: Accelerated tax depreciation Deferred tax debits arising in respect of: Obligations under nance leases Brought forward tax losses (3,772,322,827) (3,772,322,827)

13,942,788 4,507,727,268 749,347,229

13,942,788 4,507,727,268 749,347,229

8.1

In accordance with its accounting policy for recognizing deferred tax assets to the extent that it is probable that taxable prots will be available against which the deductible temporary dierences and /or carry forward of unused tax losses can be utilized, the Company has, with eect from 01 July 2008, suspended the recognition of any further deferred tax asset. As a result of which net deductible temporary dierences on which the deferred tax asset has not been recognized in these nancial statements amounted to Rs. 2,460 (2008: Rs.1,828) million at the close of the year.

9.

STORES AND SPARES In hand Spare parts Fuel Provision for obsolete spare parts In transit Spare parts and fuel

Note

2009 Rupees
734,155,544 200,714,628 934,870,172 (3,000,000) 931,870,172 5,231,265 937,101,437

2008 Rupees
647,490,241 913,753,238 1,561,243,479 1,561,243,479 892,591,742 2,453,835,221

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

30

Notes To The Financial Statements For The Year Ended 31 December 2009
10. STOCK-IN-TRADE In hand Raw material Work in process Finished goods Packing material In transit Packing material Finished goods

Note

2009 Rupees
27,012,719 442,073,146 79,917,419 160,769,166 709,772,450 14,588,417 724,360,867

2008 Rupees
9,681,244 536,026,015 71,502,712 156,034,064 773,244,035 71,703,869 101,986,472 946,934,376

11.

TRADE DEBTS Considered good - unsecured Related parties Marine Cement Limited Others
Considered doubtful: Others Provision against debts considered doubtful

66,807,482 9,806,906
4,714,538 (4,714,538) 76,614,388

33,926,585
4,714,538 (4,714,538) 33,926,585 (4,714,538) (4,714,538)

11.1

11.1

Provision against debts considered doubtful: Opening balance Additions during the year ADVANCES Considered good Secured against bank guarantee Suppliers Unsecured Current portion of advance to Sui Northern 6 Gas Pipelines Limited Employees Current portion of advance against employee 6 share ownership plan Others Suppliers and contractors

(4,714,538) (4,714,538)

12.

4,254,250

610,000

10,329,500

10,329,500

6,062,579 7,492,456 9,399,059 33,283,594 37,537,844

1,685,963 38,985,509 51,000,972 51,610,972

13.

SHORT TERM PREPAYMENTS Insurance Rent Others 40,213,168 14,101,258 337,672 54,652,098 52,167,256 14,483,296 66,650,552

31

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
14. OTHER RECEIVABLES Considered good Due from related parties Emirates Cement Company (EMCC)(UAE) Al-Safwa (Kingdom of Saudi Arabia) Cementia Trading (Switzerland) United Cement Company (Iraq) Employees' Provident Fund Others Export rebate Insurance claim Other receivables Considered doubtful Due from Sui Northern Gas Pipelines Limited (SNGPL) Provision against receivable considered doubtful 14.1

Note

2009 Rupees
4,166,833 100,000 141,842 4,408,675 18,329,248 274,500 1,441,635 16,625,608 (16,625,608) 24,454,058

2008 Rupees
417,306 47,500 406,200 871,006 11,565,566 12,943,000 48,981,344 74,360,916

14.1

Provision against receivable considered doubtful Opening balance Additions during the year (16,625,608) (16,625,608) -

15.

CASH AND BANK BALANCES Cash in hand Cash at banks Current accounts Deposit accounts 2,460,216 1,924,555

15.1

33,509,007 35,291,708 68,800,715 71,260,931

43,289,528 10,258,491 53,548,019 55,472,574

15.1 16.

These carry interest at rates, ranging between 5% and 9% (2008: 7% and 9.5%) per annum. SHARE CAPITAL 2009 2008 Number of shares 2,250,000,000 Authorized capital 2,250,000,000 Ordinary shares of Rs. 10/- each Issued, subscribed and paid -up 1,312,644,488 Ordinary shares of Rs. 10/- each issued for cash 22,500,000,000 22,500,000,000

1,312,644,488 16.1

13,126,444,880

13,126,444,880

Pakistan Cement Holding Limited (PCH) held 51.55% and Camden Holding PTE Limited (CHL) held 21.67% ordinary shares of Rs. 10 each of the Company at the close of the current year. Lafarge S.A., France, is the ultimate parent of the Company by virtue of their indirect holdings in the PCH and CHL, through Lafarge Building Materials Holding, Egypt.

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

32

Notes To The Financial Statements For The Year Ended 31 December 2009
Note 17. CAPITAL RESERVE Share premium Expenses incurred on issue of further shares Others 17.1 17.2 190,476,700 8,488,872 198,965,572 17.1
17.2

2009 Rupees

2008 Rupees
214,838,692 (24,361,992) 190,476,700

This represents a premium of Rs. 0.50 per ordinary share of Rs. 10 each, on 429,677,383 ordinary shares issued during the year ended 30 June 1995 and 1996.
Employee share ownership plan During this year Lafarge S.A., France, oered all its employees, including those of its subsidiary companies an employee share ownership plan. Under the plan, employees can acquire shares ranking for dividend from 01 January 2010 at a 20% discount to the average quoted market price for the 20 trading days preceding the date on which subscription price was set (12 October 2009) i.e. the discounted price at EUR 48.80 per share. Further, the shares acquired under the above scheme have a lock-in period of 5 years i.e. are non-tradable for that period. The subscription period was from 15 October 2009 through to 09 November 2009 and a total of 5,539 shares were subscribed by the employees of Lafarge Pakistan Cement limited. The Company contributed 60% towards the cost of the rst 15 shares purchased by each employee under the plan. A total expense of Rs. 20.687 million was recognised in this respect in the statement of comprehensive income for the year ended 31 December 2009 out of which Rs. 8.48 million relates to the discount given by Lafarge S.A., France with the corresponding eect in equity. LONG TERM FINANCING Secured Local banks Current portion shown under current liabilities Note 18.1, 18.2

18.

2009 Rupees
4,388,800,391 (1,313,568,514) 3,075,231,877

2008 Rupees
5,702,368,718 (1,313,568,332) 4,388,800,386

18.1

Included herein is a long term loan arranged by the Company for capital expenditure purposes amounting to Rs. 2,596 million (2008: 3,461 million) from a syndicate of commercial banks including MCB Bank Limited (as agent), Habib Bank Limited, Allied Bank Limited, United Bank Limited, NIB Bank Limited, Citibank NA, Standard Chartered Bank (Pakistan) Limited, Habib Metropolitan Bank Limited, Askari Bank Limited and Soneri Bank Limited. The term of the loan is seven years, with a two year grace period, repayable in 10 equal bi-annual installments, that commenced on 10 March 2008. The rate of mark-up on the said facility is the base rate plus 175 basis points per annum, with no oor and cap. The base rate is dened as the Spot 6 months KIBOR (ask side) to be reset on 10 March and 10 September every year. The loan is secured against (i) a rst mortgage charge of Rs.10,400 million ranking pari passu with the Company's creditors on the properties of the Company (ii) a rst charge by way of hypothecation on the Company's assets of Rs.10,400 million and (iii) a Rs. 4,388 million Corporate Guarantee issued by Lafarge SA (the Ultimate Parent Company). The Company is allowed to prepay loan installments subject to a 90 days notice. Prot distributions to the shareholders are restricted at 30% of net prots and subject to the lenders' concurrence.

18.2

Included herein is a long term loan arranged by the Company for capital expenditure purposes amounting to Rs. 1,792 million (2008: 2,240 million) from a syndicate of commercial banks that include Citibank NA (as agent), MCB Bank Limited, Allied Bank Limited and Standard Chartered Bank (Pakistan) Limited. The term of the loan is eight years with a two year grace period, repayable in 12 equal bi-annual installments that commenced on 10 March 2008. The rate of mark-up of the said facility is the base rate plus 100 basis points per annum with no oor and cap. The base rate is dened as the Spot 6 months KIBOR (ask side) to be reset on 10 March and 10 September every year. The loan is secured against (i) a rst mortgage charge of Rs.10,400 million ranking pari passu with the Company's creditors on the properties of the Company (ii) a rst charge by way of hypothecation on the Company's assets of Rs.10,400 million (iii) Eksport Kredit Fonden Guarantee issued in favour of the facility agent and(iv) Rs. 4,388 million Corporate Guarantee issued by Lafarge SA (the Ultimate Parent Company). The Company is allowed to prepay loan installments subject to a 90 days notice. Prot distributions to the shareholders are restricted at 30% of net prots and subject to the lenders' concurrence.

33

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
19. LIABILITIES AGAINST ASSETS SUBJECT TO FINANCE LEASE Particulars Not later than one year Later than one year but not later than ve years Minimum lease payments Finance charges allocated to future periods Present value of minimum lease payments Current maturity shown under current liabilities
Minimum lease payments 2009 Present value of minimum lease payments 2008 Minimum lease payments 16,977,396 24,404,369 41,381,765 (8,093,492) 33,288,273 (11,974,155) 21, 314, 118 Present value of minimum lease payments 11,974,155 21,314,118 33,288,273 33,288,273 (11,974,155) 21, 314, 118

19.1

The Company has paid all its outstanding obligations under nance leases in January 2009 and acquired the related assets before the end of the lease term. OTHER LONG TERM LIABILITIES Unsecured Due to related parties Technical services and royalty Opening balance Addition during the year Present value adjustment Note

20.

2009 Rupees

2008 Rupees

20.1 1,270,820,113 1,270,820,113 27,000,000 1,297,820,113 597,972,122 699,847,991 (27,000,000) 1,270,820,113 1,270,820,113 1,270,820,113

Imputed interest charged to the statement of comprehensive income

Current portion

22

(1,297,820,113) -

20.1

During the prior year, the Company led an application with the State Bank of Pakistan (SBP) for the registration of its Royalty agreement with a related party. The said application was rejected during the year by the SBP due to a time bar. The Company is currently planning to contest the decision of the SBP and is simultaneously seeking approval for a Technical Services Agreement (with another related party) from the SBP. The Company expects that these agreements will be approved by the SBP in the near future and enable it to repatriate the outstanding balance of Technical Services Fee and Royalty to the related parties. TRADE AND OTHER PAYABLES Trade Creditors Other payables Advances from customers Accrued liabilities Security deposits Retention money Payable to provident fund Excise duty Tax deducted at source Sales tax Marking fee payable Others

21.

2009 Rupees
206,295,192 114,510,406 485,619,487 13,478,782 165,624,988 282,489 101,807,164 1,366,171 30,259,131 13,920,846 5,548,484 1,138,713,140

2008 Rupees
200,139,674 49,987,749 535,883,410 10,900,000 241,154,450 95,631,586 5,604,579 5,812,517 1,498,909 1,146,612,874

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

34

Notes To The Financial Statements For The Year Ended 31 December 2009
22. PAYABLE TO RELATED PARTIES Technical services and royalty: Current portion of other long term liability Addition during the year Industrial franchise fee 22.1

Note
20

2009 Rupees
1,297,820,113 245,193,356 1,543,013,469 291,367,762 1,834,381,231

2008 Rupees
-

22.1

During the current year, the Company has entered into an Industrial Franchise Agreement (IFA) with Lafarge S.A., France (the ultimate parent Company) under which the Company will pay a franchise fee @ 3% p.a. of net sales eective from 01 January 2009. The amount is payable in Euros on quarterly basis. This IFA has replaced the previous Royalty agreement with another related party (Refer note 20.1). ACCRUED MARK-UP Accrued mark-up on secured: Long term nancing Short term borrowings SHORT TERM BORROWINGS Secured under mark-up arrangements Running nance Short term loan Export renance facility

23

2009 Rupees
193,680,552 67,610,271 261,290,823

2008 Rupees
278,262,296 100,373,820 378,636,116

24

24.1 24.2 24.3

242,128,929 1,200,000,000 875,000,000 2,317,128,929

2,418,073,356 2,418,073,356

24.1

This represents the utilised balance of running nance facilities of Rs. 3,800 million (2008: Rs. 4,000 million), availed from a consortium of banks including Habib Bank Limited, Allied Bank Limited, United Bank Limited and NIB Bank Limited. Markup is payable on a quarterly basis in arrears at the rate ranging between 3 months KIBOR + 1.45% and 3 months KIBOR + 1.50% per annum. These are secured against guarantees issued by Lafarge Building Materials Holding, Egypt (a related party) a letter of comfort from Lafarge S.A., France (the ultimate parent company) and a ranking hypothecation charge over assets of the Company excluding land, building, cash and cash equivalents. This represents a short term loan for a period of 3 months received under the running nance facility from Habib Bank Limited, secured against guarantees and charges as mentioned in note 24.1. The mark up is payable on maturity at the rate of 3 months KIBOR + 1.38% per annum. This represents the outstanding balance of an Export Renance Facility arranged from United Bank Limited (Rs. 400 million), NIB Bank Limited (Rs. 250 million) and Allied Bank Limited (Rs. 225 million). Markup is payable on a quarterly basis in arrears at the rate ranging between 7.5% and 8% + 100 basis points. These facilities are secured against guarantees issued by Lafarge Building Materials Holding, Egypt (a related party) a letter of comfort from Lafarge S.A., France (the Ultimate Parent Company) and a ranking hypothecation charge over the assets of the Company excluding land, building, cash and cash equivalents, and are sub-limits of facilities mentioned in 24.1. CONTINGENCIES AND COMMITMENTS Contingencies: a) The Company has issued post dated cheques, aggregating to Rs. 23.410 million (2008: Rs. 92.813 million) in favour of the Collector of Customs against the import duty of polypropylene sacks. b) The Company has issued a bank guarantee of Rs. 436.642 million (2008: 436.642 million) in favour of Sui Northern Gas Pipelines Limited in lieu of security deposits against supply of natural gas at the plant. c) The Revenue Ocer, District Chakwal, raised a demand of Rs. 270.58 million (2008: 270.58 million) being short fall in stamp duty and penalty in respect of land mortgaged against foreign long term nancing. During the course of appellate procedures, the Chief Revenue Authority, Board of Revenue, Punjab reiterated the demand and the Company nally led a revision petition with the Lahore High Court, Rawalpindi Bench which was dismissed by an order dated 15 April 2008. The Company has led a petition for leave to appeal against the order in the Supreme Court of Pakistan. The appeal has been allowed by the Supreme Court vide their order dated 19 June 2009 and the case has been remanded to the High Court for rehearing. No provision has been made in the nancial statements as the Company and its legal counsel are of the opinion that the matter is likely to be decided in favour of the Company.

24.2

24.3

25 25.1

35

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
d) The Competition Commission of Pakistan (CCP) has passed an order against all cement manufacturers including the Company; the CCP alleges that the company was involved in cartelization activities with other cement manufacturers and has imposed a ne of Rs. 405 million. The Company has led an appeal before the Lahore High Court and is in the process of ling an appeal in the Supreme Court of Pakistan against the decision of the CCP. No provision has been made in the nancial statements as the Company and its legal counsel are of the opinion that the matter is expected to be decided in the favour of the Company. Note

25.2 a) b) 26.

Commitments: Outstanding letters of credit

2009 Rupees
413,919,500 94,091,500 8,623,273,058 2,420,846,732 11,044,119,790 (2,536,499,020) (377,660,179) (2,914,159,199) 8,129,960,591

2008 Rupees
163,443,500 95,165,500 7,804,082,188 2,275,653,299 10,079,735,487 (2,282,174,712) (358,185,430) (2,640,360,142) 7,439,375,345

Leased land comprising of quarry lease of 1,337 kanals and 58.8 kanals. NET SALES Local Exports Sales tax and excise duty Discounts and commission to dealers

27.

COST OF SALES Raw materials consumed: Opening stock Purchases Closing stock Packing material consumed (net of export rebate) Stores and spares consumed Fuel and power Salaries, wages and benets Rent, rates and taxes Travelling and conveyance Inplant transportation Insurance Communication Utilities Consumables Oce canteen Depreciation Repairs and maintenance Technical assistance fee Legal and professional charges Other factory overheads Work-in-process Opening stock Closing stock Cost of goods manufactured Finished goods Opening stock Closing stock {including in transit of Rs. 14,588,417 (2008: Rs. 101,986,472)}

27.1

4.1.3

9,681,244 495,857,197 (27,012,719) 478,525,722 675,345,451 201,457,776 4,250,344,354 262,496,325 15,762,613 35,642,306 32,647,281 80,864,052 5,286,663 13,373,936 11,568,250 30,251,846 642,098,207 70,308,470 130,864,120 9,607,469 26,876,948 6,973,321,789 536,026,015 (442,073,146) 93,952,869 7,067,274,658 173,489,184 (94,505,836) 78,983,348 7,146,258,006

19,684,527 383,562,061 (9,681,244) 393,565,344 581,439,393 159,069,166 3,748,509,600 226,738,121 22,271,542 34,823,550 45,120,418 83,244,831 6,998,869 10,995,481 25,302,799 31,886,447 900,845,621 81,480,213 326,720,739 7,472,572 29,205,680 6,715,690,386 363,801,997 (536,026,015) (172,224,018) 6,543,466,368 90,163,790 (173,489,184) (83,325,394) 6,460,140,974

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

36

Notes To The Financial Statements For The Year Ended 31 December 2009
27.1 Included herein is a sum of Rs. 6,866,919 (2008: Rs. 6,636,190) on account of contributions to sta retirement benets and Rs. 5,324,146 (2008: Nil) on account of share based payments to employees. Note 28. DISTRIBUTION COST Salaries and benets Traveling expenses Vehicle running expenses Freight and handling charges Repairs and maintenance Rent, rates and taxes Accommodation and living Legal and professional charges Utilities Advertisement expenses Oce canteen Printing and stationery Meetings and conferences Telephone and postage Newspapers and periodicals Fees and subscriptions Depreciation Security charges Insurance Provision against debt considered doubtful 28.1 72,067,212 3,818,433 400,031 348,668,685 3,568,229 12,448,028 135,246 1,053,081 1,753,162 1,886,477 4,279,147 1,011,153 53,108 3,021,509 46,260 1,220,088 3,196,521 887,857 262,703 459,776,930 49,821,761 4,559,008 229,018 386,302,105 5,184,425 8,481,835 513,444 1,540,823 6,759,793 5,248,879 697,215 413,015 3,505,356 46,973 684,078 3,014,589 1,080,699 235,018 4,714,538 483,032,572

2009 Rupees

2008 Rupees

4.1.3

28.1

Included herein a sum of Rs. 1,781,811 (2008: Rs. 2,028,747) on account of contributions to sta retirement benets and Rs. 1,789,552 (2008: Nil) on account of share based payments to employees. ADMINISTRATIVE EXPENSES Salaries and benets Travelling expenses Vehicle running expenses Repairs and maintenance Rent, rates and taxes Accommodation and living Legal and professional charges Auditors' remuneration Utilities Advertisement expenses Technical assistance fee Royalty Oce canteen Printing and stationery Meetings and conferences Telephone and postage Newspapers and periodicals Donations Fees and subscriptions Depreciation Amortization of intangibles Security charges Software expenses Insurance

29.

29.1

29.2

29.3 4.1.3 5

111,958,139 7,847,933 5,293,069 9,037,401 14,885,915 48,056 51,597,668 1,309,000 4,493,469 1,202,869 41,604,751 268,288,699 2,754,051 1,659,016 497,140 3,424,115 65,236 1,020,360 4,236,564 10,407,352 1,143,902 1,303,426 2,034,054 1,132,865 547,245,050

92,176,060 9,565,378 3,827,903 7,335,689 13,378,827 509,934 53,908,183 1,103,000 2,848,165 1,703,988 109,338,392 111,585,331 3,369,039 1,693,935 1,034,305 5,142,162 70,795 50,000 1,403,552 13,275,108 3,045,809 1,644,117 2,791,421 864,996 441,666,089

37

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
29.1 Included herein a sum of Rs. 3,327,068 (2008: Rs. 2,526,818) on account of contributions to sta retirement benets and Rs. 1,375,174 (2008: Nil) on account of share based payments to employees. Note

29.2

Auditors' remuneration Statutory audit Half yearly review Out of pocket expenses

2009 Rupees
903,400 350,000 55,600 1,309,000

2008 Rupees
803,000 200,000 100,000 1,103,000

29.3

Donations have not been made to any party in whom any director of the company or his/her spouse has any interest.

30.

OTHER OPERATING EXPENSES Provision for doubtful receivables Loss on disposal of xed assets Fixed assets written o Others 16,625,608 4,966,770 21,592,378 18,152,652 16,882,964 35,035,616

31.

OTHER OPERATING INCOME From nancial assets Mark-up on unsecured long term advance Return on deposit accounts From assets other than nancial assets Scrap sales Gain on disposal of xed assets Refund of excess insurance premium Payables written back Imputed interest on long term liabilities 1,268,280 1,022,899 2,291,179 7,772,589 3,092,485 3,501,173 4,561,217 18,927,464 21,218,643 1,478,973 4,444,803 5,923,776 2,854,029 11,630,628 14,484,657 27,000,000 47,408,433

31.1

20

31.1 32.

This represents refund received on account of excess insurance premium relating to prior years. FINANCE COSTS Mark-up/interest on: secured long term nancing secured short term running nances shareholders' loan liabilities against assets subject to nance lease Adjustment of imputed interest on long term liabilities Exchange loss - net Letter of guarantee commission Bank charges

753,669,283 273,634,349 739,983 1,028,043,615 27,000,000 147,855,257 2,517,968 25,393,010 1,230,809,850

874,713,087 124,669,360 44,461,138 5,121,761 1,048,965,346 406,910,154 3,392,860 22,405,406 1,481,673,766

33.

TAXATION Current Deferred 33.1 8.1 (24,461,787) (24,461,787) (34,927,590) 207,189,271 172,261,681

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

38

Notes To The Financial Statements For The Year Ended 31 December 2009
33.1 The income tax authorities have nalized tax assessments of the Company up to and including the assessment year 2004-2005 (year ended 30 June 2004). Tax returns for tax years 2005 to 2009 were led and stand assessed in terms of Section 120 of the Income Tax Ordinance, 2001. However, the taxation authorities are empowered to open the assessments at any time within ve years of the date of ling of returns. The relationship between income tax expense and accounting prot has not been presented in these nancial statements as the Company has reported losses for tax purposes.

2009 Rupees
34. LOSS PER SHARE - BASIC AND DILUTED Net loss for the year Weighted average number of ordinary shares outstanding during the year Basic loss per share 34.1 Weighted average number of shares outstanding during the year Opening number of ordinary shares Weighted average of ordinary shares issued on 30 June 2008 Numbers 1,312,644,488 1,312,644,488 (1,278,964,767) 1,312,644,488 (0.97)

2008 Rupees

(1,242,503,558) 1,224,799,777 (1.01) Numbers 1,134,514,936 90,284,841 1,224,799,777

35.

REMUNERATION OF CHIEF EXECUTIVE, DIRECTORS AND EXECUTIVES The aggregate amounts charged in these nancial statements for the year as remuneration and benets to the Chief Executive, Directors and Executives of the Company are as follows:
2009 2008 Chief Executive 6,998,262 589,551 406,350 5,122,344 13,116,507 1 2009 Directors 2008 2009 Executives 523,076 34,878 1,345,609 1,903,563 3 58,724,355 3,313,458 4,443,189 10,309,742 76,790,744 44 42,247,221 3,111,174 3,205,603 10,251,897 58,815,895 36 2008

Rupees
Managerial remuneration Provident fund Other expenses Bonus Number of persons 8,761,896 529,844 466,666 2,344,441 12,102,847 1 8,441,222 360,000 300,000 928,521 10,029,743 2

35.1

In addition to the above remuneration, the Chief Executive, Directors and Executives are also provided with Company maintained cars.

2009 Rupees
35.2 Meeting fees Directors Number of directors 36. 10,000 11

2008 Rupees
6,000 11

TRANSACTIONS WITH RELATED PARTIES The related parties comprise ultimate parent company, parent company, associated undertakings, employee retirement benet plan and key management personnel. Amounts due from / (to) related parties are shown under receivables and payables. Remuneration of key management personnel is disclosed in note 35. Ultimate parent company Lafarge S.A., France

39

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
Parent company Pakistan Cement Holding Other related parties with whom the Company had transactions Associates Lafarge Building Materials Holding Emirates Cement Company United Cement Company Lafarge Cement Trading Al - Safwa - Kingdom of Saudi Arabia Cementia Trading - Switzerland Lafarge Cement Egypt Algerian Cement Company Lafarge Middle East & Africa Marine Cement Limited - Switzerland Employee benet plans General Provident Fund Trust Year end balances Balances with the related parties are disclosed in respective notes to the nancial statements Transactions with the related parties during the year Disclosure of transactions between the Company and related parties other than those which have been disclosed in these nancial statements: The Ultimate Parent Company - Services received - Services provided - Royalty expense under Industrial Franchise Agreement (IFA) - Payment received during the year Associates - Technical assistance fee and other expenses - Demurrage charges - Services provided - Services received - Payments received against services - Sales - Receipts against sales - Royalty expense Contributions to Provident Fund Trust 172,468,871 8,704,301 1,808,092 39,250 414,132,305 347,324,827 11,975,798 622,269,045 986,745 27,011,088 40,365,246 453,108,498 517,745,182 111,585,331 11,191,755

2009 Rupees
169,454 5,876,108 268,288,699 5,791,108

2008 Rupees
1,651,550 889,125 -

All transactions involving related parties arising in the normal course of business are conducted at arm's length consideration on the same terms and conditions as third party transactions using valuation modes, as admissible, except in extremely rare circumstances where, subject to the approval of the Board of Directors, it is in the interest of the Company to do so.

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

40

Notes To The Financial Statements For The Year Ended 31 December 2009
37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company's activities expose it to a variety of nancial risks: market risk (including interest rate risk, foreign currency risk and equity price risk), credit risk and liquidity risk. The Companys overall risk management focuses on the unpredictability of nancial markets and seeks to minimize potential adverse eects on the Companys nancial performance. The Company's nancial liabilities mainly comprise long term nancing, liability against asset subject to nance lease, other long term liabilities, trade and other payables, payable to related parties, accrued mark-up and short-term borrowings. The main purpose of nancial liabilities is to raise nance for the Company's operations. The Company's nancial assets comprise long term advance, long term deposits, advances, trade debts, interest accrued, other receivables and cash and bank balances.

37.1

MARKET RISK
Market risk is the risk that the fair value of future cash ows of a nancial instrument will uctuate because of changes in market prices such as interest rates, foreign exchange rates and equity price risks. The objective of market risk management is to manage and control market risk exposures within an acceptable range, and the management manages these risks as explained in the following paragraphs.

37.1.1

INTEREST / MARK-UP RATE RISK MANAGEMENT


Interest rate risk is the risk that the fair value or future cash ows of a nancial instrument will uctuate because of change in market interest rates. The Company's exposure to the risk of change in market interest rate relates primarily to the Company's long term nancing, liabilities against assets subject to nance lease and short-term borrowings with oating interest rates. At 31 December 2009, the Companys entire borrowings are at oating rate of interest. At the balance sheet date, the interest rate prole of the Company's interest bearing nancial assets and liabilities was:

Financial assets Fixed rate assets Long term advance Floating rate assets Saving accounts Financial liabilities Floating rate liabilities Long term nancing Liabilities against assets subject to nance lease Short term borrowings Sensitivity analysis

2009 Rupees
82,636,000 35,291,708 117,927,708

2008 Rupees
92,965,500 10,258,491 103,223,991

4,388,800,391 2,317,128,929 6,705,929,320

5,702,368,718 33,288,273 2,418,073,356 8,153,730,347

A change of 1% in interest rate at the reporting date would have changed Company's loss for the year and accumulated losses by the amounts shown below, with all other variables held constant.

2009 1%

2008 1%

Change in interest rate Eect on loss for the year Eect on accumulated losses 37.1.2 FOREIGN CURRENCY RISK

Percentage Rupees Rupees

66,706,376 66,706,376

81,434,719 81,434,719

Foreign currency risk is the risk that the fair value or future cash ows of a nancial instrument will uctuate because of changes in foreign exchange rates. The Company is exposed to foreign exchange risk due to transactions denominated in foreign currencies primarily on account of imports relating to plant and machinery equipments and payable to related parties. However, the Company is naturally hedged against this through its exports to the extent of 3.5%.

41

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
Exposure to foreign currency risk The Companys exposure to foreign currency risk in major currencies is as follows:
US Dollar 31 December 2009 Trade and other payables Related party payable Advances to suppliers Trade debts Other receivables Net exposure Exchange rates Average rate Reporting date rate 31 December 2008 Trade and other payables Related party payable Advances to suppliers Trade debts Other receivables Net exposure Exchange rates Average rate Reporting date rate Sensitivity analysis If the functional currency, at reporting date, had uctuated by 5% against the USD, GBP, Euro, EGP, Emirates Dirham and Algerian Dinar with all other variables held constant, the impact on loss for the year would have been: Change in exchange rate Eect on loss for the year Eect on accumulated losses 37.1.3 Percentage Rupees Rupees 2009 5% 102,011,891 102,011,891 2008 5% 73,595,245 73,595,245 3,649,082 3,956,429 (15,330) 7,590,181 2,647,483 (21,223) 2,626,260 38,716,901 38,716,901 514,438 514,438 106,225 106,225 3,697,325 3,697,325 3,138,297 5,040,255 (805,695) (5,293) 7,367,564 1,880,131 2,135,012 (48,936) 3,966,207 58,726,642 58,726,642 621,446 621,446 111,794 111,794 3,697,325 3,697,325 Euro Egyptian pound Emirates Dirham Great Britain Pound Algerian Dinar

81.71 84.23

113.80 121.40

15.49 15.44

22.90 22.93

136.63 136.64

1.15 1.16

70.74 79.08

104.03 110.05

14.31 14.34

21.51 21.53

117.48 115.54

1.11 1.11

EQUITY PRICE RISK Equity price risk is the risk of loss arising from movements in prices of equity investments. The Company is not exposed to any equity price risk, as the Company does not have any investment in equity shares. CREDIT RISK Credit risk is the risk that a counter party will not meet its obligation under a nancial instrument or customer contract, leading to a nancial loss. The Company is exposed to credit risk from long term advance, long term deposits, trade debts, advances, other receivables and deposits with banks. Credit risk represents accounting loss that would be recognized at the reporting date if counter parties failed to perform as contracted. All nancial assets except cash in hand are subject to credit risk. Since major part of advances to suppliers and contractors are secured against performance bonds and sales are largely made against advances, the Company believes that it is not exposed to major concentration of credit risk.

37.2

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

42

Notes To The Financial Statements For The Year Ended 31 December 2009
Exposure to credit risk The Companys maximum exposure to credit risk at the reporting date is as follows:

2009 Rupees
77,868,592 40,578,283 76,614,388 37,537,844 24,454,058 68,800,715 325,853,880

2008 Rupees
82,636,000 43,787,015 33,926,585 51,610,972 74,360,916 53,548,019 339,869,507

Long term advance Long term deposits Trade debts Advances Other receivables Bank balances

The credit quality of cash and bank balances that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counter party default rate. Credit ratings and exposure of cash and bank balances with each of the counter parties is as follows: Savings Account Name of Bank United Bank Limited 37.3 LIQUIDITY RISK Liquidity risk is the risk that the Company will not be able to meet its nancial obligations as they fall due. Prudent liquidity risk management implies maintaining sucient cash and marketable securities, the availability of funding through an adequate amount of committed credit facilities and the ability to close out market positions. The Company maintains exibility in funding by maintaining availability under control committed credit lines. The table below summarizes the maturity prole of the Company's nancial liabilities as at reporting date. Carrying amount 31 December 2009 Long term nancing Trade and other payables Payable to related parties Accrued markup Short term borrowings Less than one year Rupees 1,313,568,514 1,138,713,140 1,834,381,231 261,290,823 2,317,128,929 6,865,082,637 Less than one year Rupees 1,313,568,332 11,974,155 1,146,612,874 378,636,116 2,418,073,356 5,268,864,833 One to ve years Long Term Rating AA+ Short Term Rating A-1+ Rating Agency JCR-VIS Rupees 35,291,708

4,388,800,391 1,138,713,140 1,834,381,231 261,290,823 2,317,128,929 9,940,314,514 Carrying amount

3,075,231,877 3,075,231,877 One to ve years

31 December 2008 Long term nancing Liabilities against assets subject to nance lease Other long term liabilities Trade and other payables Accrued markup Short term borrowings

5,702,368,718 33,288,273 1,270,820,113 1,146,612,874 378,636,116 2,418,073,356 10,949,799,450

4,388,800,386 21,314,118 1,270,820,113 5,680,934,617

37.4

FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable willing parties in arms length transaction. Consequently, dierences may arise between the carrying value and the fair value estimates. At 31 December 2009 the carrying values of all nancial assets and liabilities reected in the nancial statements approximate to their fair values.

37.5

CAPITAL RISK MANAGEMENT Capital includes equity attributable to the equity holders of the Company.

43

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Notes To The Financial Statements For The Year Ended 31 December 2009
The Board's policy is to maintain a strong capital base so as to maintain stakeholders' condence and to ensure sustainable future development of the business. The Board of Directors monitors return on equity and ensures that the Company has an appropriate capital mix. Return on equity is dened as percentage of earning before interest and tax to the total capital employed, whereas capital mix is dened as the ratio between equity and debt capital of the Company. Board of Directors monitors the Company's performance along with the capital and debt costs. There were no changes to the Company's approach to the capital management during the year. The Company monitors its capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital plus net debt. Net debt is calculated as total bank borrowings, liabilities against assets subject to nance lease less cash and bank balances. Note Long term nancing Liabilities against assets subject to nance lease Short term borrowings Cash and bank balances Net debt Issued, subscribed and paid-up capital Reserves Total capital Total capital and net debt Gearing ratio 38. CASH AND CASH EQUIVALENTS Cash and bank balances Short term borrowings 15 24

2009 Rupees
3,075,231,877 2,317,128,929 (71,260,931) 5,321,099,875 13,126,444,880 (3,362,517,173) 9,763,927,707 15,085,027,582 35.27% 71,260,931 (2,317,128,929) (2,245,867,998)

2008 Rupees
5,702,368,718 33,288,273 2,418,073,356 (55,472,574) 8,098,257,773 13,126,444,880 (2,092,041,278) 11,034,403,602 19,132,661,375 42.33% 55,472,574 (2,418,073,356) (2,362,600,782)

2009 Metric Tons


39. PLANT CAPACITY Installed capacity Actual production Dierence during the year is due to demand and supply situation of the product. 40. 41. NUMBER OF EMPLOYEES DATE OF AUTHORIZATION FOR ISSUE These nancial statements were authorised for issue on March 21, 2010 by the Board of Directors of the Company. 42. GENERAL - Figures have been rounded o to the nearest Rupee. - The following major corresponding gures have been reclassied for the purposes of better presentation: From Cost of sales Administrative expenses Other receivables Advances To Distribution cost Distribution cost Tax refunds from the Government Taxation - net 340 2,400,000 2,224,333

2008 Metric Tons


2,400,000 2,001,565

381

Rupees 404,383,994 78,648,578 74,282,918 97,616,916

Maj. Gen. (R) Rehmat Khan Chief Executive Ofcer

Bilal Hamid Javaid Director

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

44

Pattern Of Shareholding as At December 31, 2009


Number Of Shareholders Share holding From To Total Shares Held

107 1,311 1,669 3,892 1,427 566 363 229 176 95 97 47 105 39 30 28 25 37 19 9 16 10 60 15 6 8 12 9 4 4 2 11 14 5 5 5 7 6 4 4 3 5 15 2 2 2 2 3 2 1

1 101 501 1,001 5,001 10,001 15,001 20,001 25,001 30,001 35,001 40,001 45,001 50,001 55,001 60,001 65,001 70,001 75,001 80,001 85,001 90,001 95,001 100,001 105,001 110,001 115,001 120,001 125,001 130,001 135,001 140,001 145,001 150,001 155,001 160,001 165,001 170,001 175,001 180,001 185,001 190,001 195,001 200,001 205,001 210,001 215,001 220,001 225,001 230,001

100 500 1,000 5,000 10,000 15,000 20,000 25,000 30,000 35,000 40,000 45,000 50,000 55,000 60,000 65,000 70,000 75,000 80,000 85,000 90,000 95,000 100,000 105,000 110,000 115,000 120,000 125,000 130,000 135,000 140,000 145,000 150,000 155,000 160,000 165,000 170,000 175,000 180,000 185,000 190,000 195,000 200,000 205,000 210,000 215,000 220,000 225,000 230,000 235,000

5,387 575,889 1,606,304 11,639,877 11,443,893 7,376,811 6,742,424 5,303,784 5,035,477 3,154,338 3,719,003 2,022,665 5,167,215 2,057,212 1,751,275 1,747,975 1,719,960 2,710,829 1,486,226 756,000 1,408,344 926,045 5,981,212 1,539,652 654,760 900,772 1,417,300 1,115,557 508,700 535,000 278,700 1,580,433 2,091,250 760,850 798,500 805,802 1,175,875 1,039,375 703,800 726,827 563,250 963,941 2,996,011 402,501 420,000 423,000 435,500 670,366 455,276 231,950

45

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Pattern Of Shareholding as At December 31, 2009


Number Of Shareholders Share holding From To Total Shares Held

2 3 3 3 1 2 2 3 2 1 6 2 1 1 2 1 1 1 4 1 1 2 1 1 3 1 3 1 1 1 2 1 1 4 1 2 1 2 3 1 1 1 1 1 3 2 2 1 1 1

235,001 240,001 245,001 255,001 260,001 265,001 270,001 275,001 285,001 290,001 295,001 300,001 305,001 315,001 320,001 325,001 330,001 345,001 350,001 360,001 365,001 375,001 380,001 390,001 395,001 400,001 410,001 415,001 420,001 430,001 440,001 445,001 470,001 495,001 505,001 515,001 520,001 545,001 595,001 630,001 655,001 660,001 690,001 695,001 700,001 720,001 725,001 730,001 735,001 750,001

240,000 245,000 250,000 260,000 265,000 270,000 275,000 280,000 290,000 295,000 300,000 305,000 310,000 320,000 325,000 330,000 335,000 350,000 355,000 365,000 370,000 380,000 385,000 395,000 400,000 405,000 415,000 420,000 425,000 435,000 445,000 450,000 475,000 500,000 510,000 520,000 525,000 550,000 600,000 635,000 660,000 665,000 695,000 700,000 705,000 725,000 730,000 735,000 740,000 755,000

475,500 731,786 746,450 780,000 264,713 536,500 544,315 834,680 580,000 292,017 1,800,000 606,891 306,000 317,500 641,626 329,875 335,000 350,000 1,412,200 360,801 365,250 754,000 385,000 394,913 1,200,000 400,200 1,239,000 419,162 424,000 435,000 882,525 450,000 475,000 2,000,000 505,500 1,040,000 523,875 1,100,000 1,797,000 632,102 659,000 660,300 693,000 699,000 2,109,811 1,450,000 1,455,650 733,650 740,000 754,437

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

46

Pattern Of Shareholding as At December 31, 2009


Number Of Shareholders Share holding From To Total Shares Held

1 1 1 1 2 1 1 3 1 1 1 1 1 1 1 1 3 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 10646

755,001 775,001 795,001 825,001 895,001 910,001 940,001 995,001 1,000,001 1,020,001 1,050,001 1,150,001 1,350,001 1,470,001 1,510,001 1,820,001 1,995,001 2,135,001 2,395,001 2,940,001 2,995,001 3,670,001 3,985,001 4,515,001 5,000,001 5,870,001 5,930,001 7,070,001 7,200,001 8,515,001 10,570,001 12,665,001 19,995,001 31,550,001 42,127,001 284,420,001 676,690,001

760,000 780,000 800,000 830,000 900,000 915,000 945,000 1,000,000 1,005,000 1,025,000 1,055,000 1,155,000 1,355,000 1,475,000 1,515,000 1,825,000 2,000,000 2,140,000 2,400,000 2,945,000 3,000,000 3,675,000 3,990,000 4,520,000 5,005,000 5,875,000 5,935,000 7,075,000 7,205,000 8,520,000 10,575,000 12,670,000 20,000,000 31,555,000 42,132,000 284,425,000 676,695,000

757,399 775,200 800,000 825,500 1,800,000 911,500 944,500 2,998,000 1,000,025 1,023,312 1,053,738 1,154,000 1,350,050 1,470,125 1,514,500 1,821,000 5,994,100 2,138,625 2,400,000 2,943,711 3,000,000 3,670,100 3,986,400 4,519,095 5,001,000 5,874,142 5,933,830 7,071,000 7,200,246 8,519,095 10,572,476 12,668,000 19,999,980 31,553,254 42,127,375 284,424,423 676,692,465 1,312,644,488

47

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

Pattern Of Shareholding as At December 31, 2009


CATEGORIES OF SHAREHOLDERS Directors, Chief Executive, their Spouse and Minor Children Associated Companies Undertakings & Related Parties NIT/ICP
Banks, Development Finance Institutions and Non Banking Financial Institution Insurance Companies Modarabas and Mutual Funds Shareholders holding 10% ( *detail given below)

SHARES HELD 11,473,826 961,116,888 42,127,375 9,890,500 21,483,480 841,350

%
0.87 73.22 3.21 0.75 1.64 0.07

General Public a. Local b. Foreign Foreign Companies Joint Stock Companies Citibank N.A. as custodian of Global Depository Receipts Others i. Pakistan Gums & Chemical Ltd Executive Sta Pension Fund ii. Trustee-Army Welfare Trust iii. Pwr-1057 Sarhad Rural Support Programme iv. Trustees Resource Development Foundation v. Trustee Overseas Pakistanis Pension Trust vi. Karachi Parsi Anjuman Trust Fund TOTAL

191,805,154 1,225 46,539,000 25,924,391 1,350,050 10,875 1,000 50,000 5,000 4,374 20,000 1,312,644,488

14.61 0.00 3.55 1.98 0.10 0.00 0.00 0.00 0.00 0.00 0.00 100.00

Detail of Pattern of Shareholding as per Requirements of Code of Corporate Governance


Associated Companies Undertakings & Related Parties i. Pakistan Cement Holding Limited ii. Camden Holding PTE Limited NIT/ICP i. National Bank of Pakistan - Trustee Wing Directors, Chief Executive, their Spouse and Minor Children i. ii. iii. iv. v. vi. vii. viii. ix. x. xi. Khawaja Mohammad Naveed Mr. Samy Ahmed Abdelkader Maj. Gen. (R) Rehmat Khan Mr. Ahmad Said Heshmat Hassan Mr. Ahmed Shebl Tolba Daabes Mr. Jean Desazars Mrs. Amal Tantawi Mr. Ashraf Abouelkheir Mr. Amr Ali Reda Mr. Bilal Hamid Javaid Mrs. Amany Hussein Rabie 10,572,476 728,075 500 725 725 725 725 725 2,900 6,750 159,500 11,473,826 19,999,980 12,215,350 676,692,465 284,424,423 676,692,465 284,424,423 42,127,375

Executives Public Sector Companies & Corporations i. State Life Insurance Corporation
Banks, Development Finance Institutions and Non Banking Finance Institutions, Insurance Companies, Modarabas & Mutual Funds

Shareholders holding 10% and above Voting Interests * i. Pakistan Cement Holding Limited * ii. Camden Holding PTE Limited

LAFARGE PAKISTAN CEMENT Ltd.

Annual Report 2009

48

Address: 18-B, Kaghan Road F-8 Markaz, Islamabad UAN: +92-51-111 111 722 Fax: +92-51-281 7300 URL: www.lafargepakistan.com.pk E-mail: company.secretary@pk.lafarge.com

You might also like