Aramitcem 2017 PDF
Aramitcem 2017 PDF
Aramitcem 2017 PDF
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Aramit Group is contributing the Port City Chittagong's development activities since
1963 with its various building materials like Cement Sheet , Camel Brand Aramit
Cement, Aramit Aluminium Profiles, Stainless Steel Pipes and Aramit Alu Composite
Panel.
It's a story of developing chiftagong for 53 Years.
Aramit Cement Limited a sister concern of Aramit Group, is situated at 53, Kalurghat
Heavy industrial Estate, P. 0 Mohara, Chittagong, Bangladesh. Aramif Cement
Limited a leading manufacturer of various types of cement in Bangladesh. The
factory was incorporated on 19 August. 1995 as a public company limited by shares,
with the technical collaboration of 2,10,000 MT installed capacity per year. The
production started on 10 th November 1999 and the product brand name was
registered as Camel Brand cement earned the confidence of consumers because
of its quality. Later on, Aramit Cement Limited established and started 2nd unit on 1 st
January 2017 with capacity of 3,00,000 MT per year. Now the total production
capacity is 5,10,000 MT per year.
Aramit Cement Limited imports the best quality clinkers, slag, limestone and gypsum
from renowned miners, exporters & suppliers from Iran, Thailand, China, Japan,
Indonesia and vietnum etc. We strictly control the production by continuous tasting
in our well equipped laboratory by our highly experienced chemists and technicians.
Our production process is computerized which ensure us quality products.
Aramit Cement Limited are the forward looking organization and has expanded it's
business beyond the boarders by exporting to India since 2005. Monthly
consignments are being exported to Tripura & Meghaloya. Aramit Cement is
exporting both Portland Slag Cement (PSC) and Ordinary Portland Cement (OPC, 43
Grade) complying fully with bureau of Indian Standard (BIS).
Aramit Cement Limited are producing Portland Composite Cement (PCC) and
Ordinary Portland Cement (OPC) with Separate Silos & Packing Machines.
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Mission
I I
• Be the first choice of all users.
r Be the Market leader.
- now
To be regarded as the best cement company in the country through quality
innovation, technology, and modern management, thereby contributing to the social
and economic development of Bangladesh.
04. Company Profile
7. Notice of the 21 st Annual General Meeting
8. Board of Directors
9. Directors Report
14. Annexurel&ll
15. Annexure Ill
16. AnnexurelV
17. Annexure-A
22. Directors Report (Bangla)
26. Value added Statement
27. Elements of Total Cost
28. Corporate Governance Report
29. Certificate on Corporate Governance Guidelines
30. Report of the Audit Committee
31. Statement of CEO & CFO on Financial Statements
32. Auditors Report
33. Statement of Financial Position
34. Statement of Comprehensive Income
35. Statement of Cash Flows
36. Statement of Changes in Equity
37. Notes to the Financial Statements
61. Proxy Form
• HISTORICAL HIGHLIGHTS
1.Year of Establishment
2.Technical Collaboration
Agreement with CAMC, China
3.Trial Production
Com any
1995
1995
18 August 1999
Pro File
4. Commercial Production 10 November 1999 • BANKERS
South Bangla Agriculture Bank Limited
• Registered Office & Factory Agrabad Branch, Chittagong.
53, Kalurghat Heavy Industrial Estate Meghna Bank Limited
P.O : Mohara, Chittagong, Bangladesh. Agrabad Branch, Chittagong.
Tel (88 031) 671950, 670473, 670368, 672516 NRB Global Bank Limited
Fax: (88031) 671583 Agrabad Branch, Chittagong.
E-mail : infoJTaramitcement.com.bd Rupali Bank Limited
www.aramitcement.com.bd Sadan Branch, Chittagong.
• Share Office National Credit & Commerce Bank Limited
Green View Apartment, Hat-6/J, 5th Floor (North side) Katungonj Branch, Chittagong.
House-39, Road-24, Gulshan-1, Dhaka-1212 Al-Arafah Islami Bank Limited
Tel: (88-02) 9887176, 9881095. Fax: (88-02) 9851551 Muradpur Branch, Chittagong.
E-mail: sharesaromitgroup.com Basic Bank Limited
Jubilee Road Branch, Chittagong.
• BANKERS Commercial Bank of Ceylon
State Bank of India Agrabad Branch, Chittagong.
Hao plaza Jublee Road, Chittagong. Eastern Bank Limited
Jamuna Bank Limited Chandgaon Branch, Chittagong.
Agrabad Branch, Chittagong.
Sonali Bank Limited
Kalurghat l/E Branch, Chittagong. • INSURANCE
Standard Bank Limited Karnaphuli Insurance Company Limited
Khafungonj Branch, Chittagong. Suraiya Mansion, 30 Agrabad, Chittagong.
Janata Bank Limited Janata Insurance Co. Ltd.
Corporate Branch, Aktaruzzaman Center, Agrabad, Chittagong.
Sk. Mujib Road, Chittagong. Northern General Insurance Co. Ltd.
AB Bank Limited Jubilee Road, Chittagong.
Bahaddarhat Branch, Chittagong. South Asia Insurance Co. Ltd.
Bank Asia Limited Khatungonj, Chittagong.
Agrabad Branch, Chittagong.
United Commercial Bank Limited
Bahaddarhat Branch, Chittagong. • AUDITORS
Social Islami Bank Limited Hoda Vasi Chowdhury & Co.
Jubilee Road Branch, Chittagong. Chartered Accountants
First Secyrity Islami Bank Limited Dewar Bhaban (4th Floor), 104, Agrabad C/A, Chittagang.
Agrabad Branch, Chittagong.
Mutual Trust Bank Limited FINANCIAL HIGHLIGHTS
Kalurghat l/E Branch, Chittagong.
Islami Bank Limited
Jubilee Road Branch, Chittagong. 1 Authorised Capital Tk 500.00 Million
Pubali Bank Limited
2 Paid-up Capital 1k 338.80 Million
Bahaddarhat Branch, Chittagong.
IFIC Bank Limited 3 Quoted Price per Share
Agrabad Branch, Chittagong. DSE-30.06.2017 1k 37.10
Exim Bank Limited
Agrabad Branch, Chittagong.
CSE-30.06.207 1k 36.90
United Commercial Bank Limited DSE-09.11.2017 1k 27.00
Agrabad Branch, Chittagong. CSE-09.11.2017 1k 26.90
Premier Bank Limited
Khatungonj Branch, Chittagong.
Number of
Shareholders
Number of
Shares
Comany
Ta ka
ProFi(e
Sponsors 4 16,199,865 161,998,650
Institutions &
General Public 4319 17,680,135 176,801,350
4,323 33,880,000 338,800,000
Number of Number of
Ta ka
Shareholders Shares
Management Ratios
1-Jul-16 1-Jan-15
to to
30-Jun-17 30-Jun-16
I
12 months 18 months
A) Liquidity & Solvency Ratios
1. Current ratio 0.98 1.00 1.01 : 1.00
2. Acid test ratio 0.94 1.00 0.94 : 1.00
I B) Operating Ratios
1.
1. Cost of sales to sales
2. Operating expenses to sales
C) Profitability Ratios
profit to sales
(yo
79.71
934
20.29
75.01
7.23
24.99
2. Net profit /(loss) before income tax to sales (J/
(4.24) 2.43
3. Net profit /(loss) after income tax to sales (6.46) 1.80
I 4. Earning per share (Basic) Taka (2.97) 0.84
I D) Activity Ratios
1. Inventory turnover ratio
2. Inventory holding period
Times
Month
12.34
0.97
9.18
1.31
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cement Notice of Thiaramit
Notice is hereby given that the 21" ANNUAL GENERAL MEETING of Aramit Cement Limited will be
held on Monday, the 11th December, 2017 at 12.00 noon at Chittagong Club Limited, S.S. Khaled Road,
Chittagong to transact the following businesses:
AGENDA
1. To receive, consider and adopt the Directors' Report, Audited Financial Statements and
Auditor's Report thereon for the year ended 30 June 2017.
2. To elect Directors of the company.
3. To appoint Auditors for the financial year 2017-18 and to fix their remuneration.
4. To transact any other business with the permission of the Chair.
By order of the Board
NOTES:
uJ
I) The Shareholders whose names will appear in the Share Register of the Company or in the
Depository Register on Record date i.e. Thursday 16 11 November 2017 will be entitled to attend the
Annual General Meeting.
ii) A Member entitled to attend and vote at the Annual General Meeting may appoint a proxy to attend
and vote in his/her stead. The proxy form, duly stamped, must be deposited at the Registered Office
of the Company not later than 48 hours before the time fixed for the meeting.
F-
iii) Members are requested to notify change of address, if any, to the Company before the 'Record
Date"
00
iv) In pursuance of BSEC's Notification No. SEC/SRMI/2000-953/1950 dated 24 October 2000
gazetted on 07 November 2000 as well as BSEC's circular no.SEC/CMRRCD/2009-193/154 dated
24 October 2013, the Company shall hold discussions in Annual General Meeting strictly in
conformity with the provisions of relevant clauses of Companies Act, 1994 and no benefit in cash or
kind, other than in the form of cash dividend or stock dividend, shall be paid to the holders of equity
securities.
v) For the sake of convenience, shareholders are requested to submit their queries on the Directors'
Report and the Audited Financial Statements for period ended 30 June 2017, if any, at the
Registered Office of the Company preferably 3 days before the day of the Annual General Meeting.
vi) Admission to the Meeting Hall will be strictly on production of attendance slip sent with the Annual
Report.
• -w -
1
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I•1I
•iii.
Director Pr Director
Shukia Das A.K. MIJ4ur Rahman
Deputy Magtng Director
BangladeslVbevelbpmeflt Bank Ltd.
8 B. Rajuk Avenue, Motijheel,
Head Office, Dhaka.
Preface
Your Company has completed another successful year of commercial operation. During the period, the
Company sold out its product "Camel Brand Cement" both in local market and export to India and
Karnaphully Export Possessing Zone.Management of the Company made tremendous effort to
popularize the Brand both in local and export market overcoming all setbacks and unstable conditions
prevailing there.
Sales volume was much higher during the period as compared to last year but our financial
performance is not satisfactory and the net loss after tax made for the year 2016 -17 is Tk.-
100,665,287.00.
Production
During the period your Company was able to produce a total of 269,747 metric tons of cement which
was 74.93% of installed capacity. However, achievement of production is not up to the mark in respect
of capacity of machinery and present requirement of local market. Productions of the last five years
have been summarized in the following table:
01JuIy2016 01Jan2016 Ol Jan 2Ol5 01 Jan 2015 01 Jan 2014 01 Jan 2013 01 Jan 2012
to to to to to to to
30 June 2017 30 June 2016 31 Dec 2015 30 Jun 2016 31 Dec 2014 31 Dec 2013 31 Dec 2012
Particulars
It appears from the above that production of cement has been decreasing gradually from the year 2012
to 2014 and increased in the years 2015-16 to 2016-1 7due to increase demand of our product in the
market.
Sales
During the period under review sales comes to 269,747 MT of cement as against 119,977 MT in the
year 2016 (06 months) & 139,603 MT in the year 2015 (12 Months). Accordingly, net turnover in 2016-
17 stands at Tk. 1558.26 million against Tk. 710.44 million in 2016 (06 months) and 863.49 million in
2015 (12 months).Sales activities were accomplished through dealers and large number of non-dealers
throughout the country during the year under review. Moreover, the Company exported 39,220 metric
tons of cement to India and KEPZ during year 2016-2017 against 15,670 & 23,425 metric tons in the
year 2016(6 months) & 2015(12 months). The Company has arranged dealer conference every year at
Tripura, India and KEPZ to explore the market and the export in the year 2017-18 is expected to rise
due to wide change in the sales policy.
Financial Performance
Financial performance of the Company during the year 2016 - 2017 along with previous years are briefly
summarized below:
01 Jul 2016 01 Jan 2016 01 Jan 2015 01 Jan 2015 01 Jan 2014 01 Jan 2013 01 Jan 2012
to to to to to to to
Particulars 30 June 2017 30 June 2016 31 Dec 2015 30 Jun 2016 31 Dec 2014 31 Dec 2013 31 Dec 2012
It can be observed that in the year 2016-17 net loss after income tax stood at Tk.-1 00,665,287.00 against
net profit after income tax at TK.1 1,858,290 in I st six months of the year 2016 and TK.16,487,018 in
the year 2015. In fact with the entry of Dhaka based cement manufacturing companies participated in the
local market of Chittagong region and sold out their product at a very low price which gave a threat towards
dropping of sales value.
Management Discussion
The Board of Directors in every quarter discusses about Cost of Goods sold, Gross Profit Margin, and Net
Profit Margin and takes necessary steps in time. A report on management discussion and analysis is
included in annexure -1.
Credit Rating
10
01 Jul 2016 01 Jan 2016 01 Jan 2015 01 Jan 2015 01 Jan 2014 01 Jan 2013 01 Jan 2012
to to to to to to to
Particulars 3O June 2Ol7 3O June 2Ol6 31 Dec 2015 30 Jun 2016 31 Dec 2014 31 Dec 2013 31 Dec 2012
Value Added Tax 202,633,794 97,732139 117,277,988 215,010,127 77,297,022 118,343,568 154,995,289
Duties at Import stage 105,305,705 51,377,909 52749,448 104,127,357 55,277,788 24,626,444 51,686,919
Advance Income Tax-Adjustable
51,416,910 24,682,016 23,536,746 48,218,762 33,990,124 38,588,574 47,947,274
/Refundable
Total 359,356,409 173,792,064 193,564,182 367,356,246 166,564,934 181,558,586 254,629,482
Training
Officers, workers and employees of different categories were given scope for participating in various
training courses, workshops and seminars to improve their efficiency and productivity during the year
under review. In-house training programs are also arranged regularly.
Environmental aspect
Honest efforts are being made to keep the surrounding environment pollution free and accordingly
factory premises are always kept clean and hygienic. Disposal of waste are supervised carefully and
plantation of trees are carried out in and around the factory premises regularly.
Rotation of Directors
As per clause 100(a) and 100(c) of the Articles of Association of the Company, one third of the Directors
retire by rotation in every Annual General Meeting. In this Annual General Meeting, Directors namely,
Mr. S. M. Jamal Ahmed and Ms. Shukia Das will retire and eligible for re-election.
Directors' Remuneration
The Chief Executive Officer is paid remuneration as approved by the Board of Directors and subsequently by the
Shareholders in Annual General Meeting (AGM). Other than this, all directors including Independent Directors are
paid attendance fee for each meeting of Board of Directors actually attended by them.
Appointment of Auditors
The existing auditors of the Company M/s Hoda Vasi Chowdhury & Co., Chartered Accountants will retire at this
meeting. They have submitted a written request for re-appointment as auditors of the Company for the year 2017-
18 as per provision of Section 210(1) of the Companies Act, 1994. They are eligible for re-appointment as auditor
for 2017-18. If any other proposal of Chartered Accountants firms are received within the stipulated time will be
placed in the 21 st Annual General Meeting. The honorable shareholders will decide for appointment of auditor for
2017-18.
Dividend
You are well aware that the Company paid 10% Cash interim dividend out of the profit for the year 2015 and 2%
cash dividend out of profit for the year 2016(06 Months) to the honorable Shareholders. During the year under
report, the Board of Directors has not recommended any dividend for the year ended 30 June 2017 due to loss
incurred in the period under report and there are no fund existing in the company to distribute among the
shareholders.
11
Discussion on continuity of any Extra-Ordinary gain or loss
There was no extra-ordinary gain or loss during the year 2016-2017.
Related Party Transaction
Basis of the related party transactions with the company has been elaborated in the audited financial statements
under in note no. 37 in accordance with relevant Bangladesh Accounting Standards (BAS).
Utilization of IPO proceeds and financial results after IPO
Company had no unutilized IPO fund after going IPO.
Significant variance between quarterly and annual financial performance
There was no significant difference between quarterly performance and overall annual performance. Throughout
the year Company was able to maintain a judicious performance both in operational and financial perspective.
Outlook and possible future development
The future of the cement business is very bright because of various development activities undertaken both at
govt. and private sectors in the current year as a result consumption of cement will culminate into a big figure. So
that profit level of the company is expected to rise appreciably if a good volume of cement can be supplied as per
requirement of the govt. projects and demand of the public in general. But growth is depended largely on the politi-
cal situation and other favorable factors. Moreover the rate of urbanization is expanding day by day rapidly which
ultimately transform into the development of Real Estate sector. The house rent in the urban area is extremely on
the higher side which usually haunts the mind of middle class earning people to manage somehow to make invest-
ment in real estate sector to own a living space with their hard earned money and thereby saves a big amount on
account of house rent. As a result a huge volume of cement is expected to consume at various level of construction
in the days to come.
Our Second Unit having a capacity of 1000 MT per day has already started commercial production. As a result our
total production per day shoot up at 1700 MT per day and expected revenue can easily be generated if sufficient
volume of delivery can be made in current year.
Our mission and vision is to develop a strong growth momentum in coming year with a target of occupying a fair
share in the cement market both at home and abroad. We shall also be more focus on customer care through inno-
vation of product and services as well as through optimization of its sales with low profit margin maintaining the
standard quality.
Corporate Governance
In recent times, the issue of Corporate Governance practice has assumed paramount importance as it paves the
way for efficient management of a company through making it accountable and transparent to the shareholders
and then nation as well. In view of this, the Securities and Exchange Commission has issued a number of guide-
lines that are required to be disclosed to the shareholders and accordingly the status report of such conditions have
been summarized in the "Annexure - A" as per the SEC Notification No. SEC/CMRRCD/2006-1 58/1 34IAdmin/44
dated 07 August 2012.
Welfare activities extended to employees
1. Picnic: The management, officers, staff and workers of the Company are enjoying picnic once in every year.
Annual cultural program is held at the picnic spot.
2. Haj program: One person from the permanent employees of the group is sent to perform Holly Haj once in every
year by selection through lottery at the cost of the Company.
Corporate Social Responsibility
1. Blood donation: The management organizes blood donation campaign jointly with "Sandhani" once in a year. The
managers, officers, staff and workers of the Company donate blood to the Sandhani" in factory premises.
2. Relief distribution: As the part of Corporate Social Responsibility, the Company distributed blankets and warm
clothes in winter season to the distressed people. In rainy season relief is also distributed to the flood affected people
of various areas of the country.
12
Subsequent Events
There were no subsequent events between the balance sheet date and the date of this report which could
have significant impact on the financial results of the Company.
Directors' responsibilities statement
Pursuant to the Commission's Notification No SEC/CMRRCD/2006-158/129/Admin/44 dated 07 August 2012 the
Directors confirm that:
a) The financial statements prepared by the management of Aramit Cement Limited fairly presents its state of
affairs, the result of its operations, cash flows and changes in equity.
b) Proper books of account of the Company have been maintained.
c) Appropriate accounting policies have been consistently applied in preparation of the financial statements and
that the accounting estimates are based on reasonable and prudent judgment.
d) International Accounting Standards (lAS) I Bangladesh Accounting Standards (BAS) / International Financial
Reporting Standards (IFRS), as applicable in Bangladesh, have been followed in preparation of the financial state-
ments and any departure there-from has been adequately disclosed.
e) The system of internal control is sound in design and has been effectively implemented and monitored.
f) There are no doubts upon the Company's ability to continue as a going concern and the annual accounts have
been prepared on going concern basis.
g) The significant deviations from last year in the operating results of the Company have been highlighted in the
report and reasons thereof have been explained.
h) The number of Board Meetings held during the year and attendance by each director is disclosed in "Annuxu-
re-Il".
i) The pattern of shareholding is disclosed in "Annexure-IV".
j) A compliance status report with requirements of corporate governance as required by Commission is disclosed
in Corporate Governance Report and its annexure.
Conclusion
In conclusion, the Board of Directors would like to express their gratitude for valuable assistance and support
extended to the Company by the various Government and Non-Government Agencies such as Financial Institu-
tions like Investment Corporation of Bangladesh, Sadharan Bima Corporation, Bangladesh Development Bank
Ltd., Bangladesh General Insurance Company Limited, Karnaphuli Insurance Company Limited, Aramit Limited,
other related organizations, Government Authority, Auditors, Securities and Exchange Commission, Dhaka Stock
Exchange Ltd., Chittagong Stock Exchange Ltd., Central Depository Bangladesh Limited. The Board also
expresses their heartiest gratitude to Utility provider and all the valued Shareholders of the Company for their
investment in the Company.
The Board of Directors would also like to express their special thanks to all grades of employees of the Company
for their dedicated service.
We place on record our appreciation to the dealers, customers and suppliers for their contribution to the success
of the Company.
Allah Hafez.
ANNEXU RE-Il
Number of Board and Audit Committee Meeting for the year 2016- 2017
Audit Committee
Board Meeting Meeting
Name of the Directors Position No. of No. of No. of No. of
meeting meeting meeting meeting
held attended held attended
Mr. S. M. Jamal Ahmed Chairman 6 6 - -
Ms. Rukhmila Zaman Managing Director 6 6 - -
Mr. Sakib Aziz Chowdhury Director 6 4 - -
Ms. Nasrin Sultana Director 6 6 - -
Mr. S. M. Rezaur Rahman Independent Director 6 6 3 3
14
Risk factors and concerns
Foreign Currency Risk: As ACL is dependent on import for clinker and few other key raw materials, it is
exposed to volatility of exchange rate of Taka against Dollar. Recently, the exchange rate of US Dollar is relatively
volatile and therefore the concern needs to pay comparatively higher price for import which may affect ACL's
profitability.
Interest Rate Risk: The Company has significant bank fund dependency for working capital management and
pays a significant amount of bank interest and charges. The Bangladesh Bank already made a recommendation
for reduction of interest rates to the scheduled banks but the scheduled banks did not curtail the rates as
recommended by the central bank which is affecting the financial performance of the company badly.
Operational Risk: The project of the company is situated at a high land where less amount of flood is recorded.
The factory building has well-built foundation to withstand fire, wind, storm, rain etc. along with good drainage
facility. ACL gets required power from its sister concern namely Aramit Power Limited which generates 4.08 MW
electricity. However, gas supplied by Karnafully Gas Distribution Company Ltd. is not adequate for current
requirement for that reason set-up work of 33 KV sub- station from PDB is going on in the factory premises. On the
contrary, ACL has already developed its human resource base for in-house servicing of plant and machinery. It
also does not possess any major technological risk in near future and there's a little possibility of invention of new
and more cost effective technology in the long run which may cause functional obsolescence of existing plant.
Raw Material Supply Risk: Clinker, slag, Limestone and gypsum are the main raw material for producing
cement. The company does not have any raw material supply agreement with any supplier; however that has not
been a problem since commencement of production due to long standing good relationship with the suppliers. In
general, the company maintains adequate stock of raw materials (mainly clinker) to ensure smooth production. So
far, the company faced no noticeable crisis in arranging the supply need.
Market Risk: There are some multinational giants who produce a huge quantity of cement and their marketing
policy is stronger than local companies. Aramit Cement Limited has taken initiative to increase the production
capacity. However, the cement industry is dependent on growth of development and construction of the whole
economy. Market demand in Bangladesh is estimated to be 25-30 million MT/ annum. Existing producers are
almost ca p able to meet this demand. Under the above backdrop, Aramit Cement Limited needs firm concentration
on ensuring quality in addition to extensive advertising and promotional effort to ensure profitable sustainability in
the market.
Compliance Risk: Cement manufacturing has an impact on the surrounding environment. Cement
manufacturing consumes large quantities of non-renewable raw materials (minerals and fossil fuels). It is also an
important source of CO2 emissions. It deserves mention here that the company has installed Air Pollution Controller
(APC) in order to comply with environmental code. Mixing Ratio of two types of Cement manufactured by the
comoanv is as follows:
Types Clinker Lime Stone & urn
Portland Composite Cement (PCC) 68 29 3
Ordinar y Portland Cement (OPC) 97 Nil 3
Quality Control Risk: Quality indicators of cement produced by the company have been found to be consistent
with the standard requirements of both BOS EN (European) and ASTM (American) standards. BUET made tests
of some quality parameters for Aramit Cement (say for example, compressive strength at 03 days, 07 days & 28
days) that revealed an outstanding value compared to the standard. Details of recent BUET test results (PSI) weigh
against standard are outlined below:
Compressive strength (psi)
Type of Cement 3 days 7 days 28 days
PSI PSI PSI
Portland Composite Cement 3,160 4,580 5610
Ordinary Portland Cement 3,620 5,180 6,540
15
From the above comparison, it can be concluded that the company's product complied all requisites
regarding excellence.
The management of the Company is trying its level best to overcome the above risk factors as far as
practicable for achieving better results in future.
ANNEXURE-IV
Pattern of Share Holding as on 30 June 2017
16
17
1 .5(iii) Risks and concerns Complied
1.5(iv) A discussion on Cost of Goods sold, Gross Profit Complied
Margin and Net Profit Margin
1.5(v) Discussion on continuity of any Extra-Ordinary gain or Complied
loss
I .5(vi) Basis for related party transactions- a statement of all Complied
related party transactions should be disclosed in the
annual report
1 .5(vii) Utilization of proceeds from public issues, rights issues Complied
and I or through any others instruments
1.5(viii) An explanation if the financial results deteriorate after Complied
the company goes for Initial Public Offering (IPO),
Repeat Public Offering (RPO), Rights Offer, Direct
Listing, etc.
1 .5(ix) If significant variance occurs between Quarterly Complied
Financial performance and Annual Financial
Statements the management shall explain about the
variance on their Annual Report
1.5(x) Remuneration to directors including Independent Complied
Directors
I .5(xi) The financial statements prepared by the management Complied
of the issuer company present fairly its state of affairs,
the result of its operations, cash flows and changes in
equity
I .5(xii) Proper books of account of the issuer company have Complied
been maintained
I .5(xiii) Appropriate accounting policies have been consistently Complied
applied in preparation of the financial statements and
that the accounting estimates are based on reasonable
and prudent judgment
1.5(xiv) International Accounting Standards (IAS)/ Bangladesh Complied
Accounting Standards (BAS) / International Financial
Reporting Standards (IFRS)/ Bangladesh Financial
Reporting Standards (BFRS), as applicable in
Bangladesh, have been followed in preparation of the
financial statements and any departure there - from has
been adequately disclosed
1 .5(xv) The system of Internal Control is sound in design and Complied
has been effectively implemented and monitored
I .5(xvi) There are no significant doubts upon the issuer Complied
company's ability to continue as a going concern. If the
issuer company is not considered to be a going concern,
the fact along with reasons thereof should be disclosed
1 .5(xvii) Significant deviations from the last year s operating Complied
results of the issuer company shall he highlighted and
the reasons thereof should be explained
1 .5(xviii) Key operating and financial data of at least preceding 5 Complied
(five) years shall be summarized.
I .5(xix) If the issuer company has not declared dividend (cash Complied
or stock) for the year, the reasons thereof shall be given
I .5(xx) The number of Board Meetings held during the year Complied
and attendance by each director shall be disclosed
I .5(xxi)(a) Share held by Parent! Subsidiary! Associated Complied
Companies and other related parties (name wise
details)
1.5(xxi)(b) Share held by Directors, Chief Executive Officer, Complied
Company Secretary, Chief Financial Officer, Head Of
Internal Auditor and their spouses and minor children
(name wise details)
18
I .5(xxi)(c) Share held by executives (Top 5 salaried) Complied
I .5(xxi)(d) Share held by shareholders holding ten percent (10%) Complied
or more voting interest in the company (name wise
details)
I .5(xxii)(a) A brief resume of director Complied
I .5(xxii)(b) Nature of his/her expertise in specific functional areas Complied
I .5(xxii)(c) Names of companies in which the person also holds the Partly
directorship and the Membership of committees of the Complied
board
2 CHIEF FINANCIAL OFFICER (CFO), HEAD OF INTERNAL
AUDIT AND COMPANY SECRETARY (CS)
2. 1 The Company shall appoint a Chief Financial Officer Complied
(CFO), a Head of Internal Audit (Internal Control and
compliance) and a Company Secretary (CS). The
Board of Directors should clearly define respective
roles, responsibilities and duties of the CFO, the Head
of Internal Audit and the CS.
2.2 The CFO and the Company Secretary of the companies Complied
shall attend the meetings of the Board off Directors,
provided that the CFO and / or the Company Secretary
shall not attend such part of a meeting of the Board of
Directors which involves consideration of an agenda
item relating to their personal matters
3 AUDIT COMMITTEE
3(i) The company shall have a Audit Committee as a sub- Complied
committee of the Board of Directors
3(u) The Audit Committee shall assist the Board of Complied
Directors in ensuring that the financial statements
reflect true and fair view of the state of affairs off thee
company and in ensuring a good monitoring system
within the business
3(iii) The Audit Committee shall be responsible to the Board Complied
of Directors. The duties of the Audit Committee shall
be clearly set forth in writing.
3.1 Constitution of the Audit Committee Complied
3.1(i) The Audit Committee shall be composed of at least 3 Complied
(three) members
3. 1(u) The Board of Directors shall appoint members of the Complied
Audit Committee who shall be directors of the
company and shall include at least 1 (one) independent
director
3.1 (iii) All members of the audit committee should be Complied
"financially literate" and at least I (one) member shall
have accounting or related financial management
experience.
3. l(iv) The Board of Directors shall appoint the new Complied
committee member(s) to fill up the vacaney(ies)
immediately or not later than 1 (one) month from the
date of vacancy(ies) in the Committee to ensure
continuity of the performance of work of the Audit
Committee
3.1(v) The Company secretary shall act as the secretary of the Complied
Committee
3.I(vi) The quorum of the Audit Committee meeting shall not Complied
constitute without at least 1 (one) independent director
3.2 Chairman of the Audit Committee
3.2(i) The Board of Directors shall select 1 (one) member of Complied
the Audit Committee to be Chairman of the Audit
Committee, who shall be an independent director
W61
3.3 Role of Audit Committee
3.3(i) Oversee the financial reporting process Complied
3.3(u) Monitor choice of accounting policies and principles Complied
3.3(iii) Monitor Internal Control Risk management process Complied
3.3(iv) Oversee hiring and performance of external auditors Complied
3.3(v) Review along with the management, the annual Complied
financial statements before submission to the board for
approval.
3.3(vi) Review along with the management, the quarterly and Complied
half yearly financial statements before submission to
the board for approval
3.3(vii) Review the adequacy of internal audit function Complied
3.3(viii) Review statement of significant related party Complied
transactions submitted by the management
3 .3(ix) Review Management Letters! Letter of Internal Control Complied
weakness issued by statutory auditors
3.3(x) Disclosure by the company to the audit committee on Complied
the utilization of fund raised through IPO!RIPO
quarterly! annually
3.4 Reporting of the Audit Committee
3.4.1(i) The Audit Committee shall report oil activities to the Complied
Board of Directors.
3.4.1(ii)(a) Report oil of interests None
3.4. l(ii)(b) Suspected or presumed fraud or irregularity or material None
defect in the internal control system;
3.4.1 (ii)(c) Suspected infringement of laws, including securities None
related laws, rules & regulations:
3.4.1 (ii)(d) Any other matter with shall be disclosed to the Board None
of Directors immediately
3.4.2 Reporting to the Authorities None
If the Audit Committee has reported to the Board of
Directors about anything which has material impact on
the financial condition and result of operation and has
discussed with the Board of Directors and management
that any rectification is necessary and if the Audit
Committee finds that such rectification has been
unreasonably ignored. the Audit Committee shall
report such finding to the commission, upon reporting
of such matter to the Board of Directors for three times
or completion of a period of six (6) months from the
date of first reporting to the Board of Directors,
whichever is earlier.
3.5 Reporting to the Shareholders & General Investors: Complied
Report on activities carried out by the Audit
Committee, including any report made to the Board of
Directors under condition 3.4.1(1) above during the
year, shall be signed by Chairman of Audit Committee
and disclosed in the annual report of the issuer
company.
4 External/Statutory Auditors Complied
4 (i ) Non-engagement of appraisal or valuation services or Complied
fairness opinions.
4(u) Non-engagement of financial information systems Complied
design and implementation.
4(iii) Non-engagement of book-keeping of other services Complied
related to the accounting records or financial
statements.
4(iv) Non-engagement of broker - dealer services Complied
4(v) Non-engagement of actuarial services Complied
20
5 Subsidiary Company
5(i) Provisions related to the compassion of the Board of Not Applicable
Directors of the holding company shall be made
applicable to the compassion of the Board of Directors
of the subsidiary company.
5(u) At least one ( I ) independent directors on the Board of Not Applicable
Directors of the holding company shall be a directors
on the Board of Directors of the subsidiary company.
5(iii) The minutes of Board Meeting of the subsidiary Not Applicable
company shall he placed for review at the following
Board Meeting of the holding company.
5(iv) The minutes of respective Board Meeting of the Not Applicable
holding company shall state that they have reviewed
the affairs of the subsidiary company also.
5(v) The Audit Committee of the holding company shall Not Applicable
also review the financial statements, in particular the
investments made by the subsidiary company.
6 Duties of Chief Executive Officer (CEO) & Chief
Financial Officer (CFO)
The CEO & CEO shall certify to the Board that they
have reviewed financial statements for the year and that
to the best of their knowledge and belief.
ô( i)(a) These statements don't contain any materially untrue Complied
statement or omit any material fact of contain
statements that might be misleading.
6( i)(b) These statements to gether present a true and fair view Complied
of the company's affairs and are in compliance with
existing accounting standards and applicable laws.
6( ii) There are, to the best of knowledge and belief, no Complied
transactions entered into by the company during the
year which are fraLidulent, illegal or violation of the
company's code of conduct.
Reporting & Compliance of Corporate Governance:
1 7
7(i) The company shall obtain a certificate from a Complied
Professional Accountant/Secretary (Chartered
Aeco LintantsiCost and Management
Accountant/Chartered Secretary) regarding
compliance of conditions of Corporate Governance
Guidelines of Commission and shall the same to the
shareholders along with the Annual Report on a yearly
basis.
7(u) The Directors of the company shall state, in accordance Complied
with the Anncxure attached, in the directors' report
whether the company has complied with these
conditions.
21
__
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rr ir C54 I
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25
Taka in Lac
1-Jul-16 1-Jan-IS
to to
30-Jun-17 30-Jun-16
12 months 18 months
Description
Sources of Funds
Net Turnover 15,582.64 15,739.24
Less: Brought in materials and services 13,234.85) (12.873.74)
Value added 2,347.80 2,865.50
Add: Other Income 5 0.4 5 151.75
2.39825 3,017.25
To Employees
Salary, wages, gratuity & other benefits 1.27925 1,212.71
Contribution to Workers' profit participation & welfare funds 20.14
279.25 1.23284
To Governments
Customs duty 1,053.06 1,041.27
Income Tax 345.78 99.17
Contribution to the national exchequer .398.84 1,140.44
To Provider of Capital
Dividends 67.76 677.60
2,745.85 3.95088
26
Raw Materials
Imported 8,643.21 51.94 8,410.44 53.89
Local - 290.73 1.86
Packing Materials 899.26 5.40 874.87 5.61
Factory Overhead 2,878.58 17.30 2,230.00 14.29
General and Administrative Expenses 442.14 2.66 494.26 3.17
Selling and Distribution Expenses 1,012.63 6.09 644.30 4.13
Financial Expenses 2,41 8.15 14.53 2,543.63 16.30
Others 345.78 2.08 119.31 0.76
16,639.75 100.00 15,607.54 100.00
2017 (12 Months) 2016 (18 Months)
0.76%
Ni
2.08%
4.13% 12
16.30%
6.09% 14.53% 3.17%
2.66%
51.94% 14.29% •4
17.30%
5
".1 5 r;
5.61% 1.86%
5.40%
7
7
Corporate Governance Report
Corporate Governance is to have a mechanism in place for the Board of Directors and other key management staff
to safeguard the shareholders interest and other stakeholders of the Company. Transparency in business transac-
tion and disclosure of information to regulatory bodies as part of its legal obligations constitute sound corporate
governance. Good corporate governance also means conformity to sound ethical principles and a code of conduct
in business dealings.
Board of Directors
Board of Directors is the representative and trustee of the shareholders of the Company. The Board of Directors of Aramit
Cement Limited comprises of six members including Chairman, Chief Executive Officer and the Board also has two
Independent Director in compliance with the corporate Governance Guidelines of BSEC. Board of Directors is performing
the responsibilities, among others, setting the Company's strategic objectives, providing leadership, supervision and
ensuring shareholders' interest.
Audit Committee
Aramit Cement Limited has an Audit Committee as a sub-committee of the Board of Directors. This committee is assisting
the Board of Directors in ensuring that the financial statements reflect true and fair view of the state of affairs of the Com-
pany and in ensuring a good monitoring system within the business. This committee is responsible to the Board of Direc-
tors and its duties and responsibilities are clearly set forth in writing. Audit Committee is reconstituted as per the guidelines
of BSEC.
Audit Committee holds regular meetings on the following major issues:
• To review the financial statements and reporting process and monitor the choice of accounting policies and principles
• To review the business risk management
• To review the internal audit assessment
• To oversight the good corporate practices
• To review the adequacy of internal audit function etc.
A separate report of the audit committee is included.
Chairman and Chief Executive Officer
Chairman and Chief Executive Officer are two separate individuals selected by the Board of Directors of Aramit
Cement Limited. Both are performing defined responsibilities and focusing on the strategic value addition of the
Company.
Directors' Report to the Shareholders
Board of Directors is reporting the performance, annual achievements and status of the Company's activities to the
shareholders. They are also conveying the future plan and outlook of the industry and Company in their report.
Chief Financial Officer, Company Secretary and Head of Internal Audit
Company has appointed two qualified Cost Accountants designated as Chief Financial Officer and Company Secre-
tary. The Chief Financial Officer and Company Secretary regularly advise and assist the Board on financial strategy
and compliance issues of the regulatory bodies. Chief Financial Officer and Company Secretary is also attending
Board Meeting as per Corporate Governance notification of the BSEC. Company's internal audit department is also
headed by a Head of Internal Audit having professional expertise and experiences in the field of internal audit.
Board of Directors clearly defined respective roles, responsibilities and duties of the Chief Financial Officer and
Company Secretary and Head of Internal Audit.
Internal Audit and Control
Aramit Cement Limited established an Internal Audit Department consisting of professional and knowledgeable
employees. Internal Audit Department directly reports to the Board of Directors.
Internal Audit department regularly conducts their audit based on a yearly Internal Audit Plan and checks, verifies
and reviews the compliance of Internal Control Procedure and other regulatory requirements.
External Auditors
External Auditors of Aramit Cement Limited is appointed in every Annual General Meeting (AGM) by the Sharehold-
ers of the Company as per Companies Act, 1994. Company also conforms to the requirement of Bangladesh Secu-
rities and Exchanges Commission in appointing external auditors. External Auditors are not engaged to perform any
of the tasks other than external/ statutory audit.
Certification on the Compliance of Corporate Governance Guidelines of BSEC
A certificate regarding compliance of conditions of Corporate Governance Guidelines of the Bangladesh Securities
and Exchange Commission is included in the annual report.
28
MRHDEY&tO
m rh
Since 1982 Chartered Accountants
We certify
That to the best of our knowledge, information and according to explanations given to us.
Aramit Cement Limited has complied with the requirements of Corporate Governance
Guidelines for the year ended 30 June 2017 as per compliance requirements of the conditions
imposed by the Bangladesh Securities and Exchange Commission's Notification
No,SEC/CMRRCD/2006-158/134/Admin/44 dated 07 August 2012 Issued under section 2CC
of the Securities and Exchange Ordinance. 1969 and
ii. That its report under condition 7(u) of the said notification appropriately reflects the state of
compliance.
29
aramit cement limited
Report of the Audit Committee
Aramit Cement Limited has an Audit Committee as a sub-committee of the Board of Directors. The Audit Committee
assists the Board of Directors in ensuring that the financial statements reflect true and fair view of the state of the
affairs of the company and in ensuring a good monitoring system within the business. The committee is reporting
to the Board of Directors on performing of the clearly set forth responsibilities defined by the Board of Directors.
Committee Members
The Audit Committee of the Company consists of three members including two Independent Director knowledge-
able about finance and organizational management. The Committee has been reconstituted in line with Bangla-
desh Securities and Exchange Commission's notification on Corporate Governance as follows:
Mr. S. M. Rezaur Rahman - Independent Director - Chairman of Audit Committee
Mr. Md. Towhidul Anowar - Member
Ms. Shukia Das - Member
Main activities of the audit committee are summarized below:
1.Overseeing and monitoring of financial reporting process, adoption of reporting standards and control risk manage-
ment process
Audit Committee is assisting in the oversight of the financial reporting process, including monitoring the adoption
of reporting standards and internal control risks management process to ensure that appropriate financial reporting
process and standards used and adequate activities/ control measures to high risk areas are periodically evaluated
and tested.
2.Review of Periodic Financial Statements
During the year Audit Committee reviewed all periodical financial statements of the company. The review was made
along with the management and other stakeholders. Their reviewed ensure that the financial statements are
prepared in compliance with legal and accounting standards requirements and that the financial statements were
disclosed accurate, reliable and timely information of the Company.
3.Review of Internal Control Assessment
During the year, the committee revised and reviewed the internal control system and internal audit plan with an
emphasis on minimizing of defects, losses and fraud. The committee also reviewed that the internal control was
both adequate and effective.
4. Review of Internal Audit
During the year, the committee reviewed the activities of Internal Audit Department and take necessary action on
the basis of internal audit report.
Reporting of the Committee
On discharging its responsibilities, the audit committee has ensured the followings:
• Financial statements have been prepared and presented in compliance with all laws, regulations and standards
as applicable.
• The system of internal control as well as the financial records has been examined on the basis of the internal
audit findings.
• Proper and sufficient care has been taken for maintenance on adequate accounting records for safeguarding the
Company's interest and for preventing and detecting frauds and other irregularities.
-Appropriate risk control mechanism and Managerial Information Control are in place.
Observations, findings and suggestions of the committee were communicated to the Board of Directors and the
Board of Directors had taken appropriate measures on the report.
30
STATEMENT OF CEO AND CFO ON FINANCIAL STATEMENTS
28 11 October, 2017
We certify that:-
(I) We have reviewed financial statements for the year ended 30 June 2017 and that to
the best of our knowledge and belief:
b) these financial statements together present a true and fair view of the
company's affairs and are in compliance with existing accounting standards
and applicable laws;
(ii) There are, to the best of knowledge and belief, no transactions entered into by the
company during the year which are fraudulent, illegal or violation of the company's
code of conduct.
f/,q-t 2,, on
Rukhrnila Zaman Muhammed Shah Alani, FCMA
Chief Financial Officer
Chief Executive Officer
31
Hoda Vas! Chowdhury & Co.
Chartered Accountants
AUDITOR'S REPORT TO THE SHAREHOLDERS
OF
ARAMIT CEMENT LIMITED
We have audited the accompanying financial statements of ARArvIIT CEMENT LIMITED, which composes the
Statement of Financial Position as at 30 JUNE 2017 and the related Statement of Profit or Loss and Other Comprehensive
Income, Statement of Changes in Fquitv and Statement of Cash Flows for the year then ended, and a summary of
significant accounting policies and other explanatory notes.
(ii) in our opinion, proper books of account as required by law have been kept by ARAMIT CEMENT
LIMITED so far as it appeared from our examination of those books;
(iii) the Compan y's Statement of Financial Position, Statement of Profit or Loss and Other Comprehensive
Income and its Statement of Cash Flows dealt with by the report are in agreement with the books of account
and returns;
(iv) the expenditure incurred was for the purpose of the Company's business.
Chittagong, 1 November 2017 Chartered Accountants
32
These financial statements should be read in conjunction with the annexed notes
and were approved b y the Board of Directors on 28 October 2017
and were signed on its behalf by
*-,."L
COMPANY SECRETARY DIRECTOR CHIEF EXECUTIVE OFFICER
hittutoni, I rNovernber 2( 17 FIODA VASI CHOWDHURY & CO
Chartered Accountants
33
These financial statements should he read in conj unction with the annexed notes
and were approved by the Board of Directors on 28 October 2017
and were signed on its behalf by:
COMPANY SECRETARY
4--,.,L
DIRECTOR
^, q, ^
—20^le
CHIEF EXECUTIVE OFFICER
Chittagong, 1 November 2017 HODA VASI CHOWDHURY & CO
Chartered Accountants
34
NET OPERATING CASH FLOW PER SHARE 33 (14.14) (8.49)
fliesc financial statements shoukl bu read in conjunction with the annexed notes
and were approved b y the Board of Directors on 28 October 2017
and \VCIC signed on its behalf by:
35
ARAMIT CEMENT LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2017
These financial statements should he read in conjunction with the annexed notes
and were approved hr the Board of Directors on 2$ October 2017
and 'cre signed 00 us behalf by:
COMPANY SECRETARY
*,L DIRECTOR CHIEF EXECUTIVE OFFICER
36
ARAMIT CEMENT LIMITED
Notes to the Financial Statements
For the year ended 30 June 2017
The Compan y Was incorporated on 19 August 1995 as a Public Compan y limited b y shares under the Companies
Act 1994 and has been allowed to COflimenCe business from the foregoing date under Section 150(2) of the said
Act. The principal activities of the Company as stipulated to he, are manufacturing of 'Portland' cement and allied
products and marketing thereof. Shares and debentures of the Company were listed with Chittagong Stock
Exchange (CSFi) on 9 September 1998 and with Dhaka Stock Exchange (DSE) on 16 September 1998. The
commercial production of the factory commenced on 10 November 1999.
The financial statements have been prepared and the disclosures of information made in accordance with the
rec1uiremcnts of the Companies Act 1994, the Securities & Exchange Rules 1987 and International
Accounting Standard (lAS) and International Financial Reporting Standards (IFRS) adopted by the Institute
Of Chartered Accountants of Bangladesh (1CAB), as Bangladesh Accounting Standard (BAS) & Bangladesh
Financial Reporting Standard(BFRS). The statement of financial position and statement of comprehensive
income have been prepared according to HAS 1: "Presentation of Financial Statement" based on accrual basis
Of accounting following going concern assumption and statement of cash flows according to BAS 7
"Statement of Cash Flows".
37
2.5 Consistency
Unless otherwise stated, the accounting policies and methods of computation used in preparation of
financial statements for the year ended 30 June 2017 are consistent with those policies and methods
adopted in preparing the financial statements for the year ended 30 June 2016.
2.6 Property, Plant & Equipment
Property, Plant & Equipment are accounted for according to BAS 16 "Property, Plant and Equipment" at
historical cost less cumulative depreciation except freehold land and the capital work-in-progress (when
arises) is stated at cost. All assets are depreciated /amortized according to the straight-line method over
their expected useful life. The gain or loss arising on the disposal or retirement of an asset is determined as
the difference between the sales proceeds and the carrying amount of the asset and it is recognized as non-
operating income/ (loss).
2.7 Depreciation of the Non-current assets
Depreciation is provided on straight-line method at the annual rate(s) shown below whereby the cost less
estimated salvage value of an asset is written off over its anticipated service life except that long-term
leasehold land which is amortized annually in such a manner so that by the terminal period the lease value
is fully amortized.
Depreciation Rate
Item of Property. Plant and Equipment
Building & other constructions on leasehold land 5%
Plant & machinery 10%
Electrical installation 15%
Equipment, fittings & computer 15%-20%
Transportation equipment 200/u
Furniture & fixtures 10%
Depreciation is charged on addition from date of acquisition/ addition and no depreciation is charged in
the period of disposal.
2.9 Investment
This is being investment in unquoted equity shares valued at cost. Market value or intrinsic value of shares
was not considered consistentl y because of non-existence of active market therefor.
Other provisions are valued at in accordance with BAS 37 Provisions, Contingent Liabilities and
Contingent Assets. Other provisions comprise all realizable risks from uncertain liabilities and anticipated
losses from pending transactions.
2.14 Taxation
2.14.1 The Company was allowed Tax holiday for a period of five years from the date of commencement
of commercial production i.e. 10 November 1999 vide National Board of Revenue's circular ref.
11(11 7)Anu:- 1/2000 dated 18.09.2000. The period of tax holiday of the Company expired in October 2004,
2.14.2 Provision for Current Taxation has been made as per 82C (Part- 1)of Income Tax Ordinance 1984.
2.14.3 Provision for Deferred Taxation has been made at the ruling income tax rate applied on the
in U flt of cn l rary di Ffcrcn cc.
39
2.17 Revenue
In compliance with the requirements of BAS IS revenue is recognized onl y when:
• The products are invoiced and dispatched to the customers;
• Interest income is accrued on a time basis b y reference to the principal outstanding at the effective
interest rate applicable.
A. Cost
5Opening
04,132,737
Balance 410,810,550
Addition during the year 805,247,619 105,676,720
1,309,380,356 516,487,270
Deletion during the year - (12,354,533)
Closing Balance 1,309,380,356 504,132,737
B. Accumulated Depreciation
3Opening
51,973,330
Balance 328,276,610
Depreciation charged during the year - note 3.2 72,681,927 36,051,253
424,655,257 364,327,863
Adjustment during the year - (12,354,533)
Closing Balance 424,655,257 351,973,330
Detail of Property , Plant & Equipment and Depreciation as on 30 June 2017 are shown in the notes 3.1 & 3.2.
41
3.1 Property, Plant and Equipment - at Cost Less Accumulated Depreciation - note 3
Ihe capital \vorL in progress includes all cost pertinent to the development/construction of Unit-2 and eventually
NN-1-11, d) will he transferred to property, plant & Cc1uipmCntS on the completion of said plant in a manner as intended
he the managemcnt.
43
EV
93,376,840 107,898,728
6.1 Raw Materials note-6
Clinker 4,438,317 214,878
G vpsum 6,463,725 1,401,540
Lime Stone 3,703,143 2,113,575
Slag 1.760,939 2,076,744
16,366,124 5,806,737
45
Represents short term loan extended by Ararnit Cement Limited to Aramit Power Limited earning interest a 15.50"',
annum on monthl y opening product with effect from 1 Januar y 2006 to 30 September 2010, interest (di 13 from 01
October 2011), and which was revised further to 51/ effective from I anuarv 2015.
Represents short term liian extended by Aramit Cement Limited to Aramit Thai Aluminium Limited based on respective
l0'h annum on monthl y opening pi- with effect from 1 January 2(1(11
Compan\s Board's decision carr ying interest (01per
M 30 September 2010, interest 13h from 01 October 2010, and \vhich was revised further to 5 effective from 1 January
2015.
30 Jun 2017
30 Jun 2016
Taka Taka
9.4 Aramit Steel Pipes Limited (ASPL) - note 9
9,482,539 8,569,460
Opening balance
1,751,416
Fund extended during the Near 300,821
9,783,360 10,320,876
Interest earned during the year - note 30 492,588 665,050
10,275,948 10,985,926
(1,503,387)
Re-paid / adjusted during the year (69,556)
Closing balance 10,206,392 9,482,539
Represents short term loan extended by Aramit Cement Limited to Aramit Steel Pipes Limited carrying interest I 5.SOo
per annum on monthl y opening product with effect from 1 Januar y 2006 to 30 September 2010, interest 13% from 01
October 2010, and which was revised further to 5'/o effective from 1 January 2015.
10 OTHER RECEIVABLES
3 ,500,000
Insurance claim receivable 3,500,000
Receivable against sale of non current assets 6,050 6,050
(.)tliers 92,905 103,598
3,598,955 3,609,648
47
30 Jun 2017
Taka
7 30 Jun 2016
Taka
11.1 Cash at Bank: Balances with Schedule Banks - note 11
Bank Branch Name
Typcs I A/c No
AB Bank Limited Bahacidarhat Cl) 413076(1)862000 l8,6l5 191,698
AB Bank Limited Bahad rI arhat BG 413) (76)1862000 2,178,234 2,275,244
AB Bank Limited Bahaddarhat B(; 4130760$62B fl) 5,T4,965
Ai-Arafah Islami Bank Ltd. 3iuradpur C I) 4244 1,243,438
Bank Asia Ltd. Agrabaci CD 00533006486 8,481,397 313
Basic Bank Limited I ubilee Road CD 13 10-0 1 -002630 98,264
)
Commercial Bank of Ceylon Agrabaci CD l00$
Commercial Bank of Ceylon Agrabad STD 1)069 1,320 1,321)
Eastern Bank Ltd. Chanclgaon CD 7128(113950 19.161 IT) 1,332
Exim Bank Ltd. i\grabad Cl) 003 1111103 8404 I 59,138 11,626
First Security Islami Bank Ltd. ;\giabad CI) 0104 111000121)19 -7,800,298 (222,3(11))
IFIC Bank Ltd. Agrahad Cl) 20015576_70(11 96,825 118248
Islami Bank (BD) Limited Babad d arhat Cl) 801000 6 T 5,l 11 43.55))
Jamuna Bank Ltd. Agrahad CI)
00050210)(4659 94(375 5,037,163
Janata Bank Ltd. SK. Mujih Road CI) 003333010859 532,387 289,474
Mutual Trust Bank Limited Kalurghat Industrial State ("I) l$0T 119,292 149,62-
Meghna Bank Limited Agrab ad CL) 2! Iii Ill 001(00231 1,111,201
NCC Bank Limited l"2lmtungonj STD (((1(04(3250)( I 3)35 61,657 247,365
N CC Bank Limited I'lllatLingon) CI) 01(402130000494 613,863 l4,404
NRB Global Bank Agrabad CD ()111 I 0)122208 248,470
Premier Bank Limited Is..hatung oil CD i 1)1 1111100001404 -.95,995 6l3,3'9
Puhali Bank Limited Bahaddarhat (;D 687901037980 556,029 2,316,844
Rupali Bank Ltd. Rupali Sadan CI) 20(1116215 812,825 .)17
3,024,793
Social Islami Bank Limited Jubilee Road CI) 0231330010398 1(16,674
Sonali Bank Limited Kaluighat Industrial State S'll) 0040)1247 3.167,487 134,95"
Standard Bank Ltd. Khatungon) Cl) 00333005161 106,925 337,819
State Bank of India Agrabaci CD (5260003420001 4,014,275 184
State Bank of India Agrabad ERQ 05260003420202 192 192
South Bangla Agriculture Bank
Agrahad 0004111002036 9,216,233
Limited
United Commercial Bank Ltd. Bahaddarhat CD 007 9 Ill (Fl l 148 (33,227,482) 689,66'
United Commercial Bank Ltd. Bahaddarhat ERQ ((0278 3,360 826,686
United Commercial Bank Ltd. Bahaddarhat FAQ 0'911()l((0) )0( 3)038 5,49,930
United Corn mercial Bank Ltd. Iejgaon CD 0438 64,832 3,298
United Commercial Bank Ltd. Bahaddarhat STI) 451,295 442,460
United Commercial Bank Ltd. Agrabad CD (((04111(1)1(50787 7,376 400,986
25,590,253 14,498,249
12 SHARE CAPITAL
12.1 Authorized
30,1)00,0(1(1 ordinary Shares of Tk 10 each 500,000,000 500,000,000
Sponsors
1Aramit
9.29% Limited 65,340,000 19.29% 65,340,000
Directors & others 14.97% 50,723,200 14.97% 50,723,200
Bangladesh Development Bank Limited 5.71% 19,360,000 5.71°/o 19,360,000
Investment Corporation of Bangladesh 6.45% 21,860,330 7.84% 26,575,450
46.42% 157,283,530 47.82% 161,998,650
General Public
Institutions 17.13% 58,022,510 20.52% 69,528,510
Others 36.45% 123,493,960 31.66% 107,272,840
53.58()/o 181,516,470 52.18% 176,801,350
100.00% 338,800,000 100.00% 338,800,000
12.4 The distribution schedule showing the number of shareholders and their shareholding percentage as on 30 June 2017 is
asfollows: ____________________________________________________________
30 Jun 2017 30 Jun 201J
The Company has a countervailing lease agreement with International Leasing and Financial services Limited which is all operating
lease with following particulars:
i) Repayment Term: 60 months
ii) Security:
a) Post dared MICR cheques
F) Charge on Vehicles of Aramit Cement limited
c) Personal guarantee of shareholding directors of Aramit Cement limited.
50
15 DEFERRED TAX
Opening Balance (497,813) (849,089)
Provision made during the year 23,982,683 351,276
23,484,870 (497,813)
Realized during rhc year
Closing Balance 23,484,870 (497,813)
18 REDEEMABLE DEBENTURES
17,836,805
(;tureilt portion of Redeemable Debenture - note 18.1 17,836,805
17,836,805 17,836,805
18.1 Current portion of Redeemable Debenture - note 18
Principal 2,658,857 2,658,857
Interest 438,652 438,652
3,097,509 3,097,509
Puh lie 14,739,296 14,739,296
17,836,805 17,836,805
51
30 Jun 2017
Taka !^n
20 PROVISION FOR INCOME TAX
[
13,806,659 4,241,131
Opening Balance
10,595,659 9,565,528
Provision made during the year
24,402,318 13,806,659
Adjustment made during the year
24,402,318 13,806,659
Closing Balance
22.2 Term loan and LTR with State Bank of India, Chittagong against equitable mortgage of 0.065 acre of land
belonging to Mr. Saifuzzaman Chowdhurv, corporate guarantee of Aramit Limited, registered hypothecation of
stocks (raw materials imported through SRI), other stocks, receivables, spares, book debts, accessories and other
current assets, plant and machiner y and registered mortgage of project land of the company on first ranking pan-
passu basis with NCCBL.
22.3 Short Term Loan, LTR & Hypo with First Security Islam] Bank against equitable mortgage of registered
hypothecation of stocks (raw materials imported through FSIBL), others stocks, personal guarantee of directors'
and corporate guarantee of associated companies.
52
24 UNCLAIMED DIVIDEND
Opening Balance 54,016,842 14,974,998
Dividend declared
for the year 2014 - 33,880,000
for the year 2015 - 33,880,000
for the period 2016 6,776,000 -
60,792,842 82,734,998
Paid during the year (20,344,599) (28,718,156)
Closing Balance 40,448,243 54,016,842
96,180
Interim 2000 96,180
Final 2000 70,740 70,740
Final 2001 538,590 538,590
Final 2002 795,425 795,425
Final 2007 2,693,474 2,693,474
Final 2009 461,446 461,446
Final 2012 3,781,477 3,781,477
Final 2013 6,446,729 6,450,257
Final 2014 10,014,076 10,121,043
Final 2015 11,840,519 29,008,210
Final 2016 (6 Months) 3,709,587 -
40,448,243 54,016,842
53
25 REVENUE
1,350,889,209
Local sales Net - note 25.1 1,367,970,057
Export sales 207,375,200 205,953,646
1,558,264,409 1,573,923,703
25.1 Local Sales (Net) - note 25
Local (Gross) 1,553,522,590 1,573,165,596
Value Added Tax (VAI) (202,633,381) (205,195,539)
1,350,889,209 1,367,970,057
54
55
56
29 FINANCIAL EXPENSES
Bank interest 238,540,398 248,296,634
Interest on loan from Aramit Limited - note 23.1 2,101,087 4,719,448
Bank charges 1,173,033 1,346,792
241,814,518 254,362,874
The Unit-2 of the company commenced commercial production on 01 Januar y 2017 charging of depreciation as well
as additional marketing expenses contributed to the negative result in earning per share.
57
34 AUDITOR'S REMUNERATION
100,001) 105,000
Statutory Audit Fee - 1-loda Vasi Chowdhury & Co
100,000 105,000
Investment Corporation of
4 M Nasrin Sultana Director 6 6
Bangladesh _____________
Mr. _S. M. Rezaur Rahman j General j Independent Director 9 9
Mr._Md. Towhidul Anowar General Independent Director 6 6
In 2017 there were 224 number of emplo yees and in 2016 there were 201 number of employees - excluding Managing Director.
The Executive Director has been remunerated on a monthl y lump sum basis.
The Chief Financial Officer (CFO), Chief Marketing Officer (CMO) and General Manager (Operation) are each provided, primarily for
the Company's business, with a chauffeur driven car at the Compan y's cost.
Company (ACL) reimburses the Chief Financial Officer (CFO), Chief Marketing Officer (CMO) and General .\Ianager (Operation)
residential telephone charges up to a set limit as being incurred for the Compan y's business.
58
38 NUMBER OF EMPLOYEES
30 Jun 2017 30 Jun 2016
Salary Range
General & Selling and
(Monthly) Factory Total Total
A Distribution
Below Tk 5,51)1) - - - -
ISm Tk 5,301 thru Fk 15,000 75 36 31 142 135
Shove '1k 15,1)0(1 34 21) 28 82 65
Total [ 109 I 56 I 59 P 224 201
59
40 CONTINGENT LIABILITIES AND COMMITMENTS
Commissioner of Customs, Excise & VAT of Chittagong raised a demand against evasion of VAT amounung Tk 33,068,548.12
under litigation no: 08/2012 dated 12 March 2012. To protest against their demand, lots of genuine documents were furnished to
the Customs, Excise & VAT dept. based on which the commissioner passed a verdict (no. 12/2014, dated 26unc 2014) making
the Company liable to pay Tk. 8,155,216 But the Company did not agree to the decision & filed a case to the Appellate tribunal,
Dhaka against thc verdict of Chittagong commissioner.
The Appellate tribunal of Dhaka checked all genuine papers & documents and thereafter sent back the file to the Commissioner
of Customs, Excise & VAT, Chittagong with a request to settle the case repeating the earlier verdict passed by them.
still
Now the case is undecided with the VAT authority at Chittagong Customs, Excise & VAT.
The Board of Directors at their Board meeting held on 28 October 2017 did not ecommencled any dividend for the
shareholders for the year ended 30 June 2017 as the Company incurred loss.
These financial statements have been authorized for issue b y the Board of Directors of the company on 28.10.2017
43 GENERAL
43.1 Figures appearing in these accounts have been rounded off to the nearest taka.
43.2 Previous year's phrases & amounts have been re-arranged, wherever considered necessary, to conform to the presentation
for the year under review.
43.3 Figure in bracket denotes negative.
*,-,2,L
VA a 2o,
COMPANY SECRETARY DIRECTOR CHIEF EXECUTIVE OFFICER
PROXY FORM
mit cement
po
of
I I We
being shareholder(s) of Aramit Cement
Signature of Shareholder(s
Signature of Proxy Ivenue
tamp
Folio/B.0 ID No. k 20.00
No. of Shares
Date
Signature of Witness
(Signature of Shareholder (s) must in accordance with specimen signature with the Company)
ATTENDANCE
I hereby record my presence at the 21st Annual General Meeting of Aramit Cement Limited at
Chittagong Club Ltd., S.S Khaled Road, Chittagong on Monday, 11 December 2017, at 12:00 pm.
Signature of Shareholder(s)
(SHAREHOLDERS ARE REQUESTED TO HAND OVER THE ATTENDANCE SLIP AT THE ENTRANCE OF THE MEETING HALL)
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ANNUAL
REPORT
L=MMW,___ -,"Mll
2017
ararnit
cement limited A unit of aramit group
Share Office
53, Kalurghaf Heavy Industrial Estate
P.O : Mohara, Chittagong, Bangladesh Green View Apartment, Flat-6/j, 5th Floor (North side)
Tel (88 031) 671950, 670473, 670368, 672516 House-39, Road-24, Guishan-] Dhaka-] 212
Tel: (88-02) 9887176, 9881095, Fax: (88-02) 9851551
Fax: (88031) 671583
E-mail: shares@aramitgroup.com
E-mail info?aramjtcementcombd
WNw.aramjfcemenfcombd