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M. I. CEMENT FACTORY LTD.Corporate O�ce:
Delta Life Tower (3rd & 6th floor)Plot No. 37, Road No. 45 (South) & 90 (North), Gulshan- 2, Dhaka- 1212.
Tel: +88-02-9852631, 9852633, 9852634, 9852636, 9852641Fax: +88-02-9852643, E-mail: [email protected]
www.crowncement.com
Factory:West Mukterpur, Munshiganj
Tel: 880-2-7648077, Fax: 880-2-7648070E-mail: [email protected]
Transmittal Letter 05Brief History 06Notice of the 23rd AGM (Bengali) 08Notice of the 23rd AGM (English) 09Vision & Mission 10Our Values 11Goals 12Corporate History & Acheivements 13Corporate Profile 14Board of Directors 16Profile of the Board of Directors 17Sponsor Shareholders 22Audit Committee 23Profile of the CEO 24Advisory Panel 25Management Team 26Glimpse of the 3rd EGM 27Glimpse of the 22nd AGM 28Statement from the Chairman 29Managing Director’s Message 31Directors’ Report (English) 33Directors’ Report (Bengali) 44Corporate Governance 53Annexure to the Directors’ Report 55 International Projects 73Highlight of the Events 74Auditors’ Report 76Statement of Financial Position 78Statement of Profit or Loss & Other Comprehensive Income 79Statement of Changes in Equity 80Statement of Cash Flows 81Notes to the Financial Statements 82Proxy Form and Attendance Slip 119
TABLE OF CONTENT
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 05
TRANSMITTALLETTER
17 November 2017
The Valued MembersBangladesh Securities and Exchange CommissionRegistrar of Joint Stock Companies & FirmsDhaka Stock Exchange Ltd.Chittagong Stock Exchange Ltd.
Sub: Annual Report for the year ended 30 June 2017
Dear Sir(s),
We are pleased to enclose a copy of the Annual Report containing the Notice of the 23rd Annual General Meeting, Directors’ Report, Auditors’ Report along with the Audited Financial Statements including Statement of Financial Position as at 30 June 2017, Statement of Profit or Loss and Other Comprehensive Income, Statement of Changes in Equity and Statement of Cash Flows for the 30 June 2017 including notesthereon for your kind information & records.
Thanking you.
Yours faithfully,
(Md. Mozharul Islam, FCS)GM & Company Secretary
Corporate O�ce:Delta Life Tower (3rd & 6th floor)Plot No. 37, Road No. 45 (South) & 90 (North)Gulshan- 2, Dhaka- 1212.Tel: +88-02-9852631, 9852633, 98526349852636, 9852641, Fax: +88-02-9852643E-mail: [email protected]
Transmittal Letter
M. I. Cement Factory Ltd. is M. I. Cement Factory Ltd., a public limited company, is one of the leading cement manufacturers in Bangladesh. It started its journey on 31 December 1994 with the commitment of manufacturing high quality cement under the brand name “Crown Cement” that has already won renown both at home and abroad.
Initially, the plant was installed with a capacity of producing 600 MT/Day of Portland Cement. With the passing of time, the demand for Crown Cement has been increasing day-by-day. So, the Sponsors expanded the project gradually to the 2nd unit started in 2002 with a production capacity of 800 MT/Day, the 3rd unit in 2008 of 1,400 MT/Day, the 4th unit in 2011 of 3,000 MT/Day and the 5th unit in 2017 of 5,200 MT/Day to take the total production capacity to 11,000 MT/Day i.e. 3.3 million Metric Ton per annum.
The Company’s backward and forward integration endeavors have given new dimensions to its growth platform. With this end in view, the associate industrial units such as Crown Polymer Bagging Ltd., Crown Power Generation Ltd., Crown Mariners Ltd., Crown Transportation & Logistics Ltd. and Crown Cement Concrete & Building Products Ltd. have been set up and are in operation. It has also acquired threeHandy Max size Ocean Going Ship to facilitate transportation of raw materials from abroad.
BRIEF HISTORY
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 06
Brief History
It is hopefully expected that these new growth platforms will facilitate creation of new dimensions and frontiers to the mother company M. I. Cement Factory Ltd.
Crown Cement pioneered in cement export in 2003 and paved the way for earning hard-earned foreign currency. Crown Cement achieved the National Export Trophy thrice for attaining the top most place among the cement exporters in Bangladesh.
The factory possesses well communications facility both through water and road. It is located at West Mukterpur, Munshiganj on the bank of the river Dhaleswari. It is connected by a metalled road (Dhaka-Munshiganj Highway) linked with the whole country.
The Company has been listed with the Dhaka Stock Exchange Ltd. and Chittagong Stock Exchange Ltd. in 2011. Its high growth agenda have been highly appreciated by the shareholders and have won the investors’ confidence.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 07
Brief History
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-201708
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09
AGM Notice
(Md. Mozharul Islam, FCS) General Manager & Company Secretary
Dated, Dhaka17 November 2017
By Order of the Board
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NOTICE OF THE 23RD ANNUAL GENERAL MEETING
Notice is hereby given that the 23rd Annual General Meeting (AGM) of M. I. Cement Factory Limited will be held on Monday, the 4th December 2017 at 11:00 A.M. at the Factory Premises, West Mukterpur, Munshiganj to transact the following business:
AGENDA:
1. To receive, consider and adopt the Audited Financial Statements of the Company for the year ended 30 June 2017, together with the Reports of the Auditors and the Directors thereon.
2. To declare the Dividend for the year ended 30 June 2017.
3. To elect Directors in terms of the relevant provisions of the Articles of Association of the Company.
4. To appoint Auditors for the year ending 30 June 2018 and to fix their remuneration.
5. To re-appoint the Managing Director of the Company.
Notes:
1. The members, whose names appeared in the Company’s Register or in the Depository Register on the Record Date i.e. 16 November 2017, shall be eligible to attend the Annual General Meeting and to receive the Dividend.
2. A member wishing to appoint a proxy must deposit the Proxy Form, duly stamped at the Company’s Head O�ce: Delta Life Tower (3rd & 6th Floor), Plot No. 37, Road No. 45 (South) & 90 (North), Gulshan North Circle- 2, Dhaka- 1212 not later than 48 hours before the time fixed for the Meeting.
3. Admission into the meeting will be allowed on production of the Attendance Slip sent with the notice and verification of signature of the Member(s) and/or Proxyholder(s).
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
10
Vision & Mission
M. I
. Cem
ent
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tory
Ltd
. is
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09
VISION &MISSION
MissionAs a modern cement company, we manufacture cement (Brand name: Crown Cement) to meet the needs of clients through innovative products & services that create value for all of our stakeholders.
VisionOur vision is to make a contribution to the nation by creating opportunities in the arena of industrial growth and development of Bangladesh, and to provide a solid foundations for society's future.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
11
Our Values
OUR VALUESCommitmentShareholders – Create sustainable economic value for our shareholders by utilizing an honest and e�cient business methodology.
Community – Committed to serve the society through employment creation, support community projects & events, and be a responsible corporate citizen.
Customers – Render service to our customers by using state-of-the-art technology, o�ering diversified products and aspiring to fulfill their needs to the best of our abilities.
Employees – Be reliant on the inherent merit of the employees and honor our relationships. Work together to celebrate and reward the unique backgrounds, viewpoints, skills, and talents of everyone at the work place, at each level.
AccountabilityWe are accountable for providing quality products & excellent services along with meeting the strict requirements of regulatory standards and ethical business practices.
Inspiring, Motivating & CompellingWe're ambitious and innovative. We get excited about our work. We bring energy and imagination to our work in order to achieve a level of performance, not achieved before. We achieve a higher standard of excellence. Everything we produce should look fresh and modern.
AbilityWe have the ability to undertake the responsibility to materialize our commitment, and goals. In all matters we think ahead & take new initiatives. We can see things from di�erent perspectives; we are open to change and not bounded by how we have done things in the past. We can respond rapidly and adjust our mode of operation to meet stakeholder needs and achieve our goals.
Keep PromisesEverything we do should work perfectly. In all matters we maintain integrity & excellence. We believe in actions, not in words.
Be RespectfulWe respect our customers, shareholders & others stakeholders and want to fulfill their needs. We are respectful in regard to all our interactions with them. We always appreciate comments & suggestions from our stakeholders. We are open, helpful & friendly. We have total commitment to customer satisfaction.
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M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
12
Goals
Continually set the latest standards of modern technology in our industry to satisfy the needs of customers through innovative products and services.
Contribute to the national economy and the infrastructure development of the country.
Secure the strongest competitive position in our relevant market places through making quality product and operational excellence.
Be partner with the best suppliers, delivering increased value for both the company and our customers.
Be recognized as a respected & attractive company & an employer of first choice.
Provide extensive career opportunities through competitive pay & benefits, training & development & a congenial working environment.
Empower our employees at every level, and integrate them fully into our network.
Continually demonstrate our commitment to sustainable environmental performance, and play a pro-active role in Corporate Social Responsibility (CSR) within our sphere of influence.
Achieve long-term financial performance.
Create secured investment opportunity within the country.
Enhance versatility & diversification through the penetration of new market segments.
Improve administrative & organization structures to review all business lines regularly & develop the best practice in the industry.
Earn foreign currency through export.
GOALS
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
13
History & Achievements
CORPORATEHISTORY &ACHIEVEMENTSOur job is to identify ways to increase productivity and e�ciency and to promote a sustainable future. No matter how good we are at service, our success depends more than anything on being able to connect with customers.
In our journey the following years are the symbol of prosperity and progress:
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Launched operartion of the 5th Unit with a Production Capacity of 5,200 MT/DayProcured the 3rd Mother Vassel (Crown Vision)Implementation of SAPAwarded Export Trophy (Bronze) for the year 2013-2014
Launched operation of the 4th Unit with a Production Capacity of 3,000 MT/DayListed with Dhaka Stock Exchange Ltd. (DSE) & Chittagong Stock Exchange Ltd. (CSE)
Awarded National Export Trophy (Gold) for the year 2009-10
Awarded National Export Trophy (Gold) for the year 2008-09
Launched operation of the 3rd Unit with a Production Capacity of 1,400 MT/Day
Launched operation of the 2nd Unit with a Production Capacity of 800MT/Day
Started commercial operation with a Production Capacity of 600 MT/Day
Incorporated as a Public Limited Company
Achieved ICMAB Best Corporate Award
Achieved ICMAB Best Corporate Award
Procured the 2nd Mother Vessel (Crown Victory) for transportation of raw materials
Procured the 1st Mother Vessel (Crown Voyager) for transportation of raw materials
2009
2010
2011
2012
2014
2015
2016
2017
2008
2002
2000
1994
14
Corporate Profile
CORPORATE PROFILE
Board of Directors
Chief Executive O�cer
Company Secretary
Chief Financial O�cer
Head of Internal Audit
Audit Committee
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Mr. Md. Ziaul Alam, ACA
Permanent: 1,225 Persons
Casual: 77 Persons
Human Resources
Sponsors & Directors: 67.08%
Foreigners: 0.43 %
Institutes: 17.52 %
General Public: 14.97%
No. of Shareholders: 34,554
Members Composition
Chairman:Mr. Golam Mohammad
Member Mr. Md. Alamgir KabirMr. Mollah Mohammad MajnuMr. Md. Mizanur Rahman Mollah
Member Secretary Mr. Md. Mozharul Islam, FCS
Mr. Masud Khan, FCA, FCMA
Mr. Md. Mozharul Islam, FCS
Mr. Shahriar Istiaq Halim, FCA
Chairman:Mr. Mohammed Jahangir Alam
Managing DirectorAlhaj Md. Khabiruddin Mollah
DirectorMr. Md. Alamgir KabirMr. Mollah Mohammed MajnuMr. Md. Mizanur Rahman MollahMr. Md. Almas Shimul
Independent DirectorMr. Golam MohammadProf. Dr. Shaikh Shamsuddin Ahmed
Company Name : M. I. Cement Factory Ltd.
Company Registration No. : C-27586 (1432)/94
Country of Incorporation : Bangladesh
Legal Form : Public Limited Company
Nature of Business : Manufacturing and Marketing of Portland Cement and
Portland Composite Cement.
15
Corporate Profile
Crown Mariners Ltd.
Crown Transportation and Logistics Ltd.
Crown Power Generation Ltd.
Crown Cement Concrete and Building
Products Ltd.
Crown Polymer Bagging Ltd.
Associate Companies
Lenders
One Bank Ltd.
Prime Bank Ltd.
Eastern Bank Ltd.
HSBC.
Jamuna Bank Ltd.
IFIC Bank Ltd.
Standard Chartered Bank
Bank Alfalah Ltd.
United Commercial Bank Ltd.
Habib Bank Ltd.
Shahjalal Islami Bank Ltd.
Pubali Bank Ltd.
BRAC Bank Ltd.
Dhaka Bank Ltd.
IPDC Finance Ltd.
Contacts
Authorized Capital: Tk. 5,000 million
Subscribed Capital: Tk. 1,485 million
Paid-up Capital: Tk. 1,485 million
Share Capital
Green Delta Insurance Company Ltd.
Pioneer Insurance Company Ltd.
Rupali Insurance Company Ltd.
Chartered Life Insurance Ltd.
Insurers
Statutory Auditor:M/s. Syful Shamsul Alam & Co.,Chartered Accountants
Corporate GovernanceCompliance Auditor:M/s. ACNABIN, Chartered Accountants
Auditors
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Registered O�ce: West Mukterpur, Munshiganj Head O�ce: Delta Life Tower (3rd & 6th floor), Plot No. 37, Road No. 45 (South) & 90 (North),
Gulshan- 2, Dhaka- 1212, Phone : +880-2-9852631, 9852633, 9852634, 9852636, 9852641Fax : +880-2-9852643 E-mail : [email protected]
Web : www.crowncement.com
16
Board of Directors
Sitting from left:Mr. Mohammed Jahangir Alam (Chairman), Alhaj Md. Khabiruddin Mollah (Managing Director)
Standing from right:Mr. Md. Alamgir Kabir (Director), Mr. Md. Almas Shimul (Director), Prof. Dr. Shaikh Shamsuddin Ahmed (Independent Director), Mr. Mollah Mohammad Majnu (Director), Mr. Golam Mohammad (Independent Director), Mr. Md. Mizanur Rahman Mollah (Director), Mr. Md. Mozharul Islam, FCS (GM & Company Secretary)
BOARD OFDIRECTORS
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
17
Profile of the BOD
PROFILE OF THEBOARD OF DIRECTORS
Mr. Mohammed Jahangir AlamChairman
Mr. Mohammed Jahangir Alam is a man of Wisdom and energetic businessman. After completing education from Government College of Commerce, Chittagong, Bangladesh in 1980 started his career by joining in a private service.
He has derived vast proficiency in trading in Iron & Steel, Cement, Bitumen, C.I. Sheet, Zinc Ingot, Capital Market, Industrial Ventures etc. Initially he established his business house named Jahangir & Others in 1987 which was subsequently incorporated as Jahangir & Others Limited in 2003. He has established himself as one of the business leaders in Bangladesh.
He is a Sponsor Director and present Chairman of M. I. Cement Factory Limited, Crown Power Generation Limited,
Crown Polymer Bagging Limited, Crown Mariners Limited, Crown Transportation & Logistics Limited and GPH Ship Builders Limited.
He is the Managing Director of GPH Ispat Limited, GPH Power Generation Limited, GPH Steels Limited, GPH Engineers & Development Limited, Indo Steel Re-Rolling Industries Limited, Jahangir & Others Limited and Chittagong Capital Limited.
He is also the Director of Premier Cement Mills Limited, Premier Power Generation Limited, Asia Insurance Ltd. and Chartered Life Insurance Limited and Crown Cement Concrete and Building Products Limited and National Cement Mills Limited.
As a part of social activities he is actively involved with the following social organizations:
• Founder Member of Independent University of Bangladesh (IUB), Chittagong, Bangladesh
• Vice President of Gulshan North Club Limited
• Life Member of Chittagong Maa-o-Shishu Hospital
• Member of Bangladesh German Chamber of Commerce and Industry
• Executive Director of Auto Re-Rolling and Steel Mills Association
• General Secretary of Chattagram Iron-Steel Utpadak and Banik Samity
• Member of Bangladesh Ex-Cadet Association
• Life Member of Bangladesh National Society for the Blind
• Life Member of Bhatiary Golf & Country Club
• Life Member of Gulshan Society
• Vice President of Gulshan Joggers Society
• General Member of FBCCI
• Life Member of Banani Club Limited
• Life Member of Dhaka Boat Club Limited
Mr. Mohammed Jahangir Alam is a man of commitment which he strongly maintains in his day to day business activities.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
18
Profile of the BOD
Alhaj Md. Khabiruddin MollahManaging Director
Mr. Mollah Mohammad MajnuDirector
Mr. Mollah Mohammad Majnu is a Sponsor Director of M. I. Cement Factory Limited. He obtained Masters Degree in Science from Dhaka University. He is an active partner running Iodized Salt processing units namely M.M. Salt Industries Limited and Molla Salt (Triple Refined) Industries Limited and marketing the product in the name of "Molla Salt.", a household name. At present he is holding the position of the Additional Managing Director (Operations) in the management of the Company. He is one of the members of the Board’s Audit Committee of the Company. He is the Managing Director of Crown Transportation & Logistics Ltd. He is also the director of Crown Power Generation Ltd., Crown Polymer Bagging Ltd., Crown Mariners Ltd., Crown Cement Concrete and Building Products Ltd. and Beta One Investment Ltd.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Alhaj Md. Khabiruddin Mollah is a seasoned and experienced businessman. He is running several industrial units as their Managing Director viz. M. I. Cement Factory Ltd., Crown Power Generation Ltd., Molla Salt (Triple Refined) Industries Ltd., Crown Polymer Bagging Ltd., Crown Mariners Ltd. He had been actively involved with import & trading of Cement for the last 55 years. Mr. Mollah with active support of the other Directors, and shareholders, who are his close family members, have expanded the trading activities of the group and deals with various commodities such as Iodized Salt, Rod, C. I. Sheet and steel structural, Supported by a big warehouse at Pagla, they have set up a big network of whole-sale and retail outlets at various points of Dhaka and Chittagong. He is resourceful member of the Company.
19
Profile of the BOD
Mr. Md. Alamgir KabirDirector
Mr. Md. Alamgir Kabir having educational background of MBA in Marketing is a Sponsor Director and at present Additional Managing Director of M. I. Cement Factory Limited. Having about three decades of business experience in both trading and manufacturing sectors, he has proved his wisdom and leadership in business. He is also one of the members of the Board’s Audit Committee of the Company. At present he is the Chairman of GPH Ispat Limited. He holds the position of the Managing Director of Crown Cement Concrete and Building Products Limited. He is also the Director of Premier Cement Mills Limited, Premier Power Generation Limited, Crown Power Generation Limited, Crown Polymer Bagging Limited, Crown Mariners Limited, Crown Transportation & Logistics Limited, GPH Power Generation Limited, GPH Ship Builders Limited, GPH Steels Limited, GPH Engineers & Development Limited, Jahangir & Others Limited, Chittagong Capital Limited, Indo Steel Re-Rolling Industries Limited and National Cement Mills Limited and actively participating in their management. He is also running his trading house, engaged in trading of cement and other construction materials. He is also associated with some limited companies engaged in trading with his brothers.Besides success in business Mr. Kabir has also been proving his commitment to the society by attaching himself in Social activities like: • Vice President, Bangladesh Cement Manufacturers Association • Member, Army Golf Club • President, Munshiganj Unnayan Forum • Life Member, Bangladesh Red Crescent Society
Mr. Md. Mizanur Rahman MollahDirector
Mr. Mizanur Rahman Mollah is a Sponsor Director of M. I. Cement Factory Ltd. who is actively participating in di�erent entity’s Management as a Director of Crown Polymer Bagging Ltd., Crown Mariners Ltd., Crown Power Generation Ltd., Crown Transportation and & Logistics Ltd., M.M. Salt Industries Ltd. and Molla Salt (Triple Refined) Industries Ltd. He is also one of the members of the Board’s Audit Committee of M. I. Cement Factory Ltd.
Together with his other family members, he has been carrying out the trading operations from their reputed organization, dealing in Cement and other construction Materials.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
20
Profile of the BOD
Mr. Md. Alams ShimulDirector
Mr. Md. Almas Shimul went to Japan for his career development. After two years successful completion of job in a Japanese IT company he returned to Bangladesh and joined in family business. During his business history he holds the Directorship of M. I. Cement Factory Limited, Crown Polymer Bagging Limited, Crown Mariners Limited and Crown Power Generation Limited, Crown Transportation & Logistics Limited and Crown Cement Concrete and Building Products Limited. He holds the Chairmanship of Indo Steel Re-Rolling Industries Limited and the Additional Managing Director of GPH Ispat Limited. He is the Director of GPH Power Generation Limited, GPH Ship Builders Limited, GPH Engineers & Development Limited, Chittagong Capital Limited, Jahangir & Others Limited and GPH Steels Limited. Together with his brothers, he has been carrying out the trading of construction materials like Cement, MS Rod, CI Sheet etc. from their di�erent trading houses from Chittagong Centre. He is also actively involved with the following social organizations: •Region Chairperson Lions District 315-B4, Bangladesh • President, Chittagong Friends Club • Joint Secretary, Chittagong Islamia College
Ex. Student Forum • Executive Member, Khulshi Club, Chittagong • Founder Member, Idris Ali Matbar Foundation, Munshiganj • Life Member, Bhatiary Golf and Country Club, Chittagong.
Mr. Golam MohammadIndependent Director
Mr. Golam Mohammad is an M.A. in Economics from Dhaka University, is one of the two Independent Directors of M. I. Cement Factory Ltd., who has a huge working experience in the several corporate organizations. He started his career in “Industrial Development Bank of Pakistan” in the year 1967 where he worked for 4 (Four) years. After the Independence in 1971, the “IDBP” was repatriated in Bangladesh in the name of “Bangladesh Shilpo Bank (BSB)” where he worked from 1971 to 1992 in di�erent capacities, like- Development Financing, General Banking, Central Accounts Department, Project Appraisal Department, Board Department and External Assistance Department (EAD). Letter on, he was a General Manager and Deputy General Manager in “Ahad Cement Factory Ltd.” for the period from 1995 - 200 and 1992 – 1994 respectively. He is also the Chairman of the Board’s Audit Committee of M. I. Cement Factory Ltd.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
21
Profile of the BOD
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Professor Dr. Shaikh Shamsuddin AhmedIndependent Director
Professor Dr. Shaikh Shamsuddin Ahmed is one of the two Independent Directors of M. I. Cement Factory Ltd. He is at present Professor in the Department of Finance, University of Dhaka. He was a Senior Economist and Economist in “South Asia Human Development” under “The World Bank” for the period from 2009 - 2011 and 2007 – 2009 respectively. He completed his M. Com. from the Finance Department of University of Dhaka in the year 1991. He also achieved his Ph. D from The Business School, University of Birmingham, UK.
Mr. Md. Mozharul Islam, FCSCompany Secretary
Mr. Md. Mozharul Islam has completed his Graduation (Honours) and Masters in Accounting in the year 1983 and 1984 respectively. He has completed his Chartered Accountancy Course and passed the Intermediate Examination. He also studied Executive MBA. He also completed Chartered Secretarial Education from the Institute of Chartered Secretaries of Bangladesh (ICSB). He became a Fellow Member of this Institute. He started his career with United Insurance Company Ltd., a Public Limited Co. listed with the Stock Exchange of Bangladesh and, a concern of Duncan Brothers (Bangladesh) Ltd. (which is a 100% British holding in Bangladesh), where finally he worked as Head of the Finance & Accounts Department and as the Company Secretary. He served at a Dhaka Stock Exchange Member Company as a Key O�cial. He also worked at AB Bank Ltd. in the rank of Vice President. He Joined M. I. Cement Factory Ltd. in the early of 2012.
22
Sponsors Shareholders
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Sitting from left:Mr. Mohammed Jahangir Alam, Alhaj Md. Khabiruddin Mollah, Alhaj Md. Abdur Rouf
Standing from right:Mr. Md. Alamgir Kabir, Mr. Mollah Mohammad Majnu, Mr. Md. Abdul Ahad, Mr. Md. Almas Shimul, Mr. Md. Mizanur Rahman Mollah, Mr. Md. Ashrafuzzaman
SPONSOR SHAREHOLDERS
23
Audit Committee
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Standing from left:Mr. Md. Alamgir Kabir, Mr. Mollah Mohammad Majnu, Mr. Md. Mizanur Rahman Mollah, Mr. Golam Mohammad
AUDITCOMMITTEE
24 M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Profile of the CEO
Mr. Masud Khan, FCA, FCMAChief Executive O�cer
Mr. Masud Khan was born in Chittagong. He did his schooling in Kolkata and thereafter graduated from St. Xavier’s College, Kolkata. He qualified as a Chartered Accountant from The Institute of Chartered Accountants of India after serving as an Articled Assistant of Price Waterhouse Coopers (PWC), Kolkata, and qualified as a Cost and Management Accountant from The Institute of Cost and Works Accountant of India. He secured the 2nd position in India and 1st position in the Eastern Region in the Intermediate Examination of The Institute of Chartered Accountants of India. Mr. Khan has more than 38 years of professional experience in the di�erent key positions in several multinational companies including Price Waterhouse Coopers (PWC), Kolkata; Monrovia Tobacco Corporation, Liberia; British American Tobacco Bangladesh Company Ltd. and LafargeHolcim Bangladesh Ltd. In LafargeHolcim he served as the Chief Financial O�cer since 1999. Prior to joining the M. I. cement Factory Limited (Crown Cement Group), he was the advisor to the CEO of LafargeHolcim Bangladesh Ltd. He also
worked in several key positions and fields at British American Tobacco Bangladesh Company Limited for more than 18 years.He is also serving as Independent Director of three multinational companies, such as – Glaxo SmithKline Bangladesh Limited, Marico Bangladesh Limited and Berger Paints Bangladesh Ltd. and one local company (Viyellatex Limited). He is actively involved in improving the education in schools and colleges in his native village at Chunati in Chittagong. He is also the guest faculty of the Institute of Chartered Accountants of Bangladesh (ICAB). He joined M. I. Cement Factory Ltd. as Chief Executive O�cer (CEO) on 1 November 2017.
PROFILEOF THE CEO
25
Advisory Panel
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Standing from left:Major General Engr. Hameed Al Hasan (Retd.), Engr. Md. Shah Alam, Engr. A. Majid Chowdhury, Mr. Shankar Kumar Roy
ADVISORYPANEL
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201726
Management Team
Sitting from left:Engr. Saiful Alam (Executive Director-Factory Oparations), Mr. Masud Khan, FCA, FCMA (Chief Executive O�cer), Mr. Md. Habibur Rahman Mollah, FCA (Executive Director- Corporate)Standing from right:Mr. Mosheul Islam, GM (IT), Mr. Shahriar Istiaq Halim, FCA, GM & Chief Financial O�cer, Mr. Md. Ziaul Alam, ACA, GM (Internal Audit), Mr. Mahfuzul Hoque, GM (Supply Chain), Engr. Md. Sahidur Rahman, Sr. GM (Marketing & Sales), Engr. A.S.M Fahim Uddin, Sr. GM (Technical), Capt. Hashem Ahmed, Sr. GM (Shipping), Mr. Md. Mozahraul Islam, FCS, GM & Company Secretary, Mr. A. B. M. Yusuf Ali Khan, GM (HR) and Mr. Shaikh Md. Abul Kalam, GM (Administration)
MANAGEMENTTEAM
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 27
Glimpse of the 3rd EGM
GLIMPSE OF THE 3RD EGM
Director’s & Managementattended inthe 3rd EGM
Partial view ofthe Member’s attendedin the 3rd EGM
Member’s participated onthe discussion of the 3rd EGM
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201728
Glimpse of the 22nd AGM
GLIMPSE OF THE 22ND AGM
Director’s & Managementattended inthe 22nd AGM
Partial view ofthe Member’s attendedin the 22nd AGM
Member’s participated onthe discussion of the 22nd AGM
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 29
Statement from the Chairman
STATEMENT FROMTHE CHAIRMAN
Respected Members,
It is a great pleasure for me to be enable to submit, on behalf of the Board of Directors, the Annual Report
for the year 2016-2017 containing the Directors’ Report, Independent Auditors’ Report and Financial
Statements as required under the Companies Act, 1994, the Listing Regulations of the Dhaka Stock
Exchange Limited and Chittagong Stock Exchange Limited and Regulations of the Bangladesh Securities
and Exchange Commission for consideration and approval thereof by you at this 23rd Annual General
Meeting.
Bangladesh Cement Industry has been observing stable growth in the recent years because of steady
pace of urbanization and construction of large infrastructure projects. Focusing on upcoming
infrastructure development activities, your company has increased its production capacity which leads
robust growth opportunity in the long run.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201730
As we said earlier regarding our plan for expansion of our production capacity by setting up of the 5th
Unit in addition to our existing 4 (four) No. of Units. We are delighted to inform you that sitting up of the
new 5th Unit has already been completed and meantime the production has already been started. The new
5th Unit’s additional installed production capacity is 5,200 MT/day, which has raised the existing 5,800
MT/day production capacity to 11,000 MT/day. We are very optimistic that this added production capacity
will help us to raise our existing market share to a new height in the coming days.
You will be happy to learn that inspite of the sti� competition in selling of Cement your Company had
made the higher revenue in the current your of Tk. 943.98 Crore as against Tk. 901.65 Crore of the last year,
but due to some increased expenditure in the year under reference the Net Profit after tax stood at Tk.
66.11 Crore as against of Tk. 74.42 Crore of the last year.
You will appreciate that we are accountable for providing quality products & excellent services along with
meeting the strict requirements of regulatory standards and ethical business practices. Apart from profit
making, your Company equally emphasizes its obligation towards the Society. You would be happy to note
that we have been continuing various activities to perform Corporate Social Responsibility.
We believe that the highest standards of corporate governance are critical to the success of our business
today. Good governance underpins the delivery of our strategy to become the best at what we do and
generate sustainable returns for shareholders. The Board of Directors commits itself to ensuring good
governance is embedded in the thinking and processes of the business. We are committed to deliver the
best value to our shareholders via consistent dividend payments. In line with this, the Board of Directors
proposed 20% Cash Dividend i.e. Tk. 2.00 per ordinary share of Tk. 10.00 each.
We gratefully acknowledge the valuable help and advice that we have always received from our esteemed
shareholders, not only during the deliberations in the Annual General Meeting but at other times as well.
Thank you for interest in M. I. Cement Factory Ltd.
Mohammed Jahangir AlamChairman
Statement from the Chairman
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 31
MD’s Message
MANAGING DIRECTOR’SMESSAGE
Distinguished Shareholders,
Assalamu Alaikum Wa-Rahmatullah.
This is my pleasure to welcome you all to the 23rd Annual General Meeting of M. I. Cement Factory Limited. It is the event when we all the Shareholders of our Company meet together, exchange our views for betterment, development of our business and gradual progression toward overall growth of our Company. The present growth of our Company is the combined e�ort of all of us. We will continue our endeavor to take the Company to a remarkable position in the days ahead.
If we look at the Revenue of our current year, we will see a good increase in volume of Revenue compared to the last year, though the market was very competitive. We can see also the enhancement in the amount of Net Asset Value of the Company at the end of this year than that of the previous year.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201732
MD’s Message
You would be happy to note that the growth potential of the Cement Industry in Bangladesh is enormous, as it is seen from the Per Capita Cement Consumption in Kilo Gram (KG) in Bangladesh compared to the neighbouring countries, such as- Bangladesh 120 KG, India 130 KG, Pakistan 170 KG, Srilanka 310 KG, Malaysia 320 KG, China 1700 KG. Moreover, the urbanization and Large Infrastructure Project related works, as have been projected so far, make us hopeful to flourish the Cement Industry in Bangladesh further.
Finally, I would like to express my appreciation for the hard work and commitment shown by the company's management team and employees, who continue to channel their considerable talents to build an ever-stronger business.
Alhaj Md. Khabiruddin MollahManaging Director
DIRECTORS'REPORT
34
Directors’ Report
The Board of Directors of M. I. Cement Factory Limited (MICFL) welcomes you to the 23rd Annual General Meeting (AGM) of the Company. It is our pleasure to place herewith the Directors’ Report and the Auditors’ Report along with the Audited Financial Statements of the Company for the year ended 30 June 2017 for your valued consideration, approval and adoption.
The Directors’ Report is prepared in compliance with the provisions of Section 184 of the Companies Act, 1994 and the Listing Rules of the Dhaka Stock Exchange Limited (DSE) and the Chittagong Stock Exchange Limited (CSE) and Bangladesh Securities and Exchange Commission’s (BSEC) Notification No. SEC/CMRRCD/2006-158/134/Admin/44 dated 7 August 2012.
Industry Outlook and Possible Future Development in the Industry
Bangladesh is one of the fastest developing countries in the world with a GDP of around 7%. Thus, expecting a growth in demand for cement is considered logical and is thus expected to have major infrastructure, housing and services development in the coming years. The cement sector of Bangladesh has been considered as the 40th largest market in the world. Moreover, every month on an average 15,000-20,000 MT of cement is being exported by the industry.
Bangladesh’s economic growth is reflected by acceleration in urban development, with the construction of houses, apartment blocks, road infrastructures and public facilities. The country’s increasing urbanization has stimulated the building materials sector and has generated considerable demand for cement with a CAGR of around 10% in the past decade.
Risk Factors
There are various risk factors associated with carry out of the activities of the Company. Although, the risks of the industry are continuously evolving, the Company has taken reasonable steps to identify material risks that could have hampered the Business of the Company and had adopted preventive measures in this respect.
(a) Credit risk
Credit risk have the peculiarity that failure to perform obligation by one party brings about financial loss to the other related party or parties. Credit risk is the risk that one party to a financial instrument would cause a financial loss for the other party by failing to discharge an obligation. It mainly comprises of receivables from customer, trade and investment securities. To avert the credit risk against trade receivable the Company has a policy to obtain security instruments from credit availing customers.
(b) Liquidity risk
Liquidity risk is the risk that the Company might encounter di�culty in meeting the obligations associated with its financial liabilities that have to be settled by delivering cash or another financial assets or liabilities. The Company's approach in managing liquidity is to ensure that it will always have su�cient liquid assets to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to Company's reputations.
Directors' Report to the Members for the year ended 30 June 2017
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
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Directors’ Report
(c) Market risk
Market risk is defined as the risk that the fair value or future cash proceed of a financial instrument will adversely fluctuate because of changes in market prices. The objective of market risk management is to manage and control risk exposures within acceptable parameters while optimising the return. Market risk comprises three types of risks: Currency Risk, Interest Rate Risk and Commodity Risk.
(i) Foreign currency risk
The risk that the fair value of future cash proceeds of a financial instrument might fluctuate because of adverse changes in foreign exchange rates. The Company is exposed to currency risk on its certain short and long-term debts and purchases that are denominated in foreign currencies.
(ii) Interest rate risk
Interest rate risk arises from the fluctuation of interest rate assigned with certain financial asset or liabilities. Exposure to interest risk of the Company at the reporting dates is only related with outstanding o�shore loan/commitment having its relation to LIBOR plus interest rate.
(iii) Commodity risk
Commodity risk arises from fluctuation of value of commodity in terms of price, quantity, cost and political condition of the market from or to which the Company procure or sell product respectively. Exposure to commodity risk of the Company at the reporting date may not be significant.
With general risks and all other categories of risks discussed above, it may be deemed that the Company is in almost safe and risk free position. In addition, the best that can be achieved is reasonable management of the risk to which the Company is exposed through a sound management process based on most accurate, timely and comprehensive management information available.
Company’s Operations:
The total installed capacity and actual output of the Company for the year ended 30 June 2017 compared to 30 June 2016 was as follows:
Particulars 2016–2017 2015–2016
Installed Capacity 1,740,000 MT 1,740,000 MT
Actual Output 1,565,522 MT 1,470,088 MT
Capacity Utilization 89.97 % 84.49 %
Growth of actual output in 2016-2017 6.49 %
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Directors’ Report
The trend of Production in line with Installed Capacity of last five years is given below:
Sales Performance
Over the years the Company enjoyed an increase of its sales revenue. This revenue enhancement is a combination of the superior quality of our products and value added services, the strength of our distribution channel and the promotional activities adopted by the Company. The quality of our products are rigorously monitored in order to ensure that these exceeds the parameters set in the standards like ISO 9000:2008, Bangladesh Standards & Testing Institution (BSTI) and Bureau of Indian Standards (BIS).
A graphical view of sales performance of last five years is given below:
2012-13 2013-14
Actual Production (in MT)
2014-15 2015-16 2016-17
1,194,079 1,272,016
1,470,0281,565,522
During the years the Installed Capacity was 1,740,000 Metric Tons/year
926,534
89
.97%
84
.49
%
73.10
%
68
.63%
53%
Revenue (in million Taka)
2012-13
6,830
7,991
9,440
2013-14
8,264
2014-15
9,017
2015-16 2016-17
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
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Directors’ Report
The Company faced sti� competition from major players in the industry who increased capacity considerably widening the gap between supply and demand thereby creating pressure on prices to utilize their excess capacity. Despite such intense competition, your company has successfully weathered this storm and increased revenue over the previous year. During the Financial year 2016-2017, sales volume increased by 10.36% in the year 2016-2017 over the year 2015-2016. Domestic Sales Revenue increased by 4.22% and Export Sales Revenue increased by 14.18 % respectively compared to that of previous Financial Year 2015-2016.
Overall Company Performance
Gross Profit decreased by 2.95% from Tk. 1,659 million to Tk. 1,610 million. Despite an increase of 4.69% on turnover, cost of sales increased by 6.42% compared to that of the previous year mainly brought about by escalation in prices of clinker and other cementitious materials. Faced with intense competition including significant brand spend by our competitors and the continued need to invest in building the brand, Selling and Distribution Expenses increased by 13.25% compared to last year. Despite the above adverse factors, decline in Operating Profit was contained at 7.22% with control over other areas of cost.
Remunerations of Directors
Two of the Directors namely Mr. Md. Alamgir Kabir and Mr. Mollah Mohammad Majnu who are entrusted with some specific responsibilities of Additional Managing Directors are contributing their mite with their conscious performance in running the Company, in addition to Managing Director. While Mr. Md. Alamgir Kabir is looking after Marketing & Sales and Finance, Mr. Mollah Mohammad Majnu is looking after Factory Operations. The Directors remuneration, Meeting Attendance Fees has been mentioned in the Note No. 27.05, 29.00 and 30.00 of the Notes to the Financial Statements.
The System of Internal Control
The Board of Directors assures its Shareholders that the Company has a competent risk management process to ensure that the system of internal control is sound in design and has been e�ectively implemented and monitored. Although it is possible that all risks to the business are not known at present, the Company takes reasonable steps to identify material risks that may likely to hamper business. It systematically reviews these risks control measures in the light of changing internal and external environment.
Dividend Recommendation
Considering the Business growth of the Company, the Board of Directors in their meeting held on 22 October 2017 has recommended cash dividend @ 20% i.e. Tk. 2.00 (Taka two) only per share of Tk. 10.00 each aggregating to Tk. 297,000,000.00 for the year ended 30 June 2017 subject to the approval of the shareholders' in the Annual General Meeting scheduled to be held on 4 December 2017.
Amount in BDT Amount in Quantity (Metric Ton)
2016-2017 2015-2016 2016-2017 2015-2016
1 Domestic Sales 8,949,178,857 8,586,857,080
2 Export Sales 490,641,164 429,691,549
Total 9,439,820,021 9,016,548,629
1,562,873
92,485
1,655,358
1,422,952
77,055
1,500,007
Sl. No. Particulars
M. I. CEMENT FACTORY LTD. IAnnual Report I 2016-2017
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Directors’ Report
The appropriation of the Net Profit earned during the year 2016-2017 is made in the following manner:
The Board of Directors of M. I. Cement Factory Ltd. is committed to ensure maximization of shareholders wealth over the long term by adequate returns on the capital invested by them. The graphical view of Net Asset Value (NAV) of last five years of your company is given below:
Director’s Election and Re-appointmentPursuant to the provisions of the Companies Act, 1994 and Clause No. 81 of the Articles of Association of the Company one-third of the Directors shall retire by rotation in every Annual General Meeting. Accordingly, 2 (two) Directors of the Company will retire in the 23rd Annual General Meeting. The Retiring Directors are:
1. Mr. Mohammed Jahangir Alam
2. Alhaj Md. Khabiruddin Mollah
Being eligible they o�er themselves for re-election. A brief profile of the Directors are disclosed in Annexure-IV as per clause 1.5 (xxii) of BSEC Notification date 7 August 2012
Retained earnings (Carried forward from previous year)
Add: Revaluation Reserve and deferred tax liability realized
Total Reserve
Add: Net Profit for the year
Total funds available for appropriation
Less: Proposed Dividend: Cash Dividend @ 20%
Undistributed Profit
1,299,350,972
35,588,759
1,334,939,731
661,079,097
1,996,018,828
297,000,000
1,699,018,828
Particulars Amount (Taka)
Net Asset Value (in million Taka)
5,675 5,879
6,725
2013-14 2014-15 2015-16
5,594
2012-13
7,098
2016-17
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
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Directors’ Report
Re-appointment of the Managing Director
Pursuant to the provisions of the Companies Act, 1994, the Managing Director shall retire after every 5 (five) years. Accordingly, the Board of Directors in its meeting held on 22 October 2017 has re-appointed Alhaj Md. Khabiruddin Mollah as Managing Director for further term of 5 (five) years w.e.f. 4 December 2017 as per the Companies Act, 1994 and seek General Members’ approval in the Annual General Meeting. Brief resume and other information of Alhaj Md. Khabiruddin Mollah is depicted in Annexure-IV.
Directors’ Declaration as to Financial Statements
The Directors are responsible for the governance of the Company and as part of preparation and presentation of the financial statements, the Directors confirm, to the best of their knowledge that:
The financial statements, prepared by the Management of the Company, present fairly its state of a�airs, the result of its operations, cash flows and changes in equity;
Proper books of account of the Company have been maintained;
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;
The International Accounting Standards (IAS), as applicable in Bangladesh, have been followed in preparation of the financial statements and any departure has been adequately disclosed;
Other Regulatory Disclousers
The company’s IPO was made in 2011. No further issue of any instrument was made during the year.
As per IAS 1 Presentation of Financial Statements, no items of income and expense are to be presented as “extraordinary gain or loss” in the financial statements. The financial statements have been prepared accordingly.
No significant variations have occurred between quarterly and final Financial results of the Company during 2016-2107.
The company’s ability to continue as a going concern remains unhindered.
The Financial statement have been prepared by the management of the Company.
CSR Activities
Your company recognizes the need for being a responsible corporate citizen. As a part of sustainable development, it takes seriously its corporate social responsibilities. Some of the CSR activities are detailed in Annexure-IX.
Export
Before 1995, Bangladesh was only importing cement. However, export of cement started in the year 2003. The brand that pioneered export was none other than ‘Crown Cement’, the brand of M. I. Cement Factory Ltd.
Presently exports are also being carried out competing with the product of importing countries. Cement export data says that Crown Cement exported the major portion of the national export volume in cement and significantly contributes to country’s economy by earning foreign currency.
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Directors’ Report
By taking a Bangladeshi product beyond the Borders, ‘Crown Cement’ is the only brand, which has been awarded with National Export Trophy (Gold) twice consecutively for the years 2008-2009 and 2009-2010 and National Export Trophy (Bronze) in the year 2013-2014. During the Financial year 2016-2017 under review we earned foreign exchange to the tune of about Tk. 490.64 million.
Information Technology (IT)
Your company strongly believes that IT is a business enabler and will be a game changer for the future. Crown Cement Group’s Information Technology (CCG-IT) has been playing a very important role in ensuring sustainable growth of the company. In parallel to the management’s ‘Vision 2020’, the department embarked SAP Version S4HANA during the fiscal year. The project was successfully implemented and considered as first of its kind in Bangladesh using IBM’s Power Systems platform. A state-of-the art Data Centre with separate Power Distribution and Network Switch Room have been commissioned in CCG’s new corporate o�ce at Gulshan, Dhaka to provide ease of access to the sophisticated network without compromising with the security. The Data Centre is awaiting certification from Panduit, a leading global manufacturer of physical IT infrastructure and network equipment.
Our next e�ort will be on ensuring zero downtime in network operations. We have already obtained several redundant and concurrent connectivity by fiber optic and radio to our factory and nation-wide RMC’s as well. CCG-IT also extended its support to the Programmable Logic Controller (PLC) devices and software, currently operating in various locations of the country.
Human Resources:
M. I. Cement Factory Limited is a Company where employees enjoy working with pride and are strongly motivated to gain and maintain professional excellence to convert the human resource into human capital.
We, at M. I. Cement Factory Limited, carefully manage a learning environment, career development strategy and talent management. The organization strives to provide an environment where employees enjoy working that unleashes the best in them. We o�er a competitive compensation package. We relentlessly look for individuals with quality education, team-spirit, drive for professional excellence, creative approaches who can, in turn, produce desired end result.
The manpower of our Company of last five years is shown to the following graph:
Human Resources
2012-13 2013-14 2014-15 2015-16 2016-17
800865
9711,096
1,302
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
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Directors’ Report
Safety, Health and Environment
Environment, Health and Safety is a vital part of Crown Cement’s Journey towards sustainable and safe development. Our goal Is to ensure “0” Harm to people keeping Health and Safety as a core principal of the business. We believe in visible leadership and accountability for Health and Safety at all levels throughout the organization.
The Company is accountable for prevention of Injuries and Occupational Illness. Injuries and Occupational Illness is being minimized through continuous training and development of all employees. We also provide job specific Personal Protective Equipment (PPE) to all employees and contractors which in turn ensures a strong safety culture.
With all these attributes in plan, our target is to achieve the ISO-14001 EMS (Environmental Management System) and OHSAS-18001 (Occupational Health and Safety Assessment Series) certifications within the quickest possible time.
Contribution to the National Exchequer
During the Accounting year ended 30 June 2017, the Company has contributed Tk. 2,237 Million to the National Exchequer through following manner:
Independent Directors
As per the Corporate Governance Guidelines dated 7 August 2012 issued by the Bangladesh Securities and Exchange Commission (BSEC), considering 6 (Six) Shareholder Directors in the Board, two Independent Directors have been appointed, namely Mr. Golam Mohammad a retired Corporate O�cial with vast experience. Another Independent Director Professor Dr. Shaikh Shamsuddin Ahmed, Professor of Finance Department, Dhaka University. It may be mentioned here that the above noted two Independent Directors are going to complete their second year of their second tenure.
Post Balance Sheet Events
Subsequent to the Balance Sheet date, the Board of Directors has recommended a Cash Dividend of 20%.
Mr. Masud Khan, FCA, FCMA has joined the Company as Chief Executive O�cer (CEO) on 1 November 2017.
The Audit Committee of the Board
The Audit Committee reviews the quarterly, half-yearly and annual Financial Statements and statements of related party transactions. Also, it reviews adequacy and e�ectiveness of financial reporting process, accounting policies, internal control and risk management process. It is also responsible for overseeing the Management Letter along with performance, appointment and re-appointment of external auditors. Currently, our Audit Committee consists of the following Directors:
Particulars
Advance Income Tax 336 258 321 329 335
VAT 1,359 1,378 1,196 1,169 921
Customs Duty 543 594 554 472 411
Total 2,237 2,230 2,071 1,970 1,667
2016-2017 2015-2016 2014-2015 2013-2014 2012-2013
M. I. CEMENT FACTORY LTD. IAnnual Report I 2016-2017
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Directors’ Report
Auditors
The existing Auditors of the Company M/s. Syful Shamsul Alam & Co., Chartered Accountants shall retire at the 23rd Annual General Meeting. Being eligible, they have expressed their willingness to be re-appointed as External Auditor for the year ending 30 June 2018. The Board of Directors has accepted the willingness of M/s. Syful Shamsul Alam & Co., Chartered Accountants for re-appointment as External Auditors for the year ending 30 June 2018, which is being placed in the 23rd Annual General Meeting.
Governance, Ethics and its Compliance
Good governance and ethical conduct provide the foundation for everything we do at M. I. Cement Factory Ltd. They help us earn trust, manage risks, foster sustainable growth, and build a resilient business. We aim to tackle challenging issues head on, make our communications and processes simple, hold everyone accountable, and empower all our employees to do what’s right. Our Code of Business Conduct as well as our internal ethics upkeeps and tailored training, helps employees make ethical decisions. We believe continuous supervision in every business practice is the key to sustain in a leadership role. Therefore, our Company is directed, administered and complied with the set of laws, policies and procedures exerted in Bangladesh Securities & Exchange Commission’s (BSEC) Notification No. SEC / CMRRCD / 2006-158 / 134/ Admin/44 dated 7 August 2012, Companies ACT, 1994 and the Listing Regulations, 2015 by Dhaka Stock Exchange Ltd. The Directors’ declaration, Pattern of Shareholding and MD’s & CFO’s declaration to the board for the year ended 30 June 2017 are appended as Annexure- I, III and VI respectively. Further, the Corporate Governance Compliance Report and a Certificate of Compliance required under the said Guidelines, as provided by M/s. ACNABIN, Chartered Accountants is also annexed to this report as Annexure- VII & VIII.
Our Gratitude
Our laudable performance of the year under review demonstrates the dedication and support to Company by our customers, employees, shareholders and all other stakeholders. In this context, the Board of Directors would like to extend its foremost regards and appreciation to the valued stakeholders of the Company for their continued patronage and guidance to the Company that brought this Company to its heights of success.
We gratefully acknowledge the valuable help and advice that we have always received from our esteemed shareholders, not only during the Deliberations of the Annual General Meeting, but at other times as well. We greatly value the unstinting and ready support and co-operation of our clients and we assure them that it will be our constant endeavor to prove worthy of the trust they have reposed in us. To them and to the growing member of our well wishers we o�er our profound thanks.
Sl. No. Name Position Status
1 Mr. Golam Mohammad Independent Director Chairman
2 Mr. Md. Alamgir Kabir Director Member
3 Mr. Molla h Mohammad Majnu Director Member
4 Mr. Md. Mizanur Rahman Mollah Director Member
5 Mr. Md. Mozharul Islam, FCS Compan y Secretary Member Secretary
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
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Directors’ Report
We also deeply appreciate the help and co-operation that we have received from the various Ministries, the Government of the People’s Republic of Bangladesh, National Board of Revenue (NBR), Bangladesh Investment Development Authority (BIDA), Registrar of Joint Stock Companies and Firms (RJSC), Bangladesh Securities and Exchange Commission (BSEC), Central Depository Bangladesh Limited (CDBL), Dhaka Stock Exchange Limited (DSE), Chittagong Stock Exchange Limited (CSE), the Company’s Bankers, Insurers and Financial Institutions, Vendors, the Press and Media and other Business Partners and its sta� have always been very helpful and their advice and guidance have made it possible for us to run the a�airs of the Company Smoothly. We would like to express our sincere thanks for extending their helpful hands.
We are proud of the unswerving loyalty and devotion of our sta�, whose drive, energy and skill have helped the Company to reach its present position.
On behalf of the Board of Directors
Mohammed Jahangir AlamChairman
Dated, Dhaka22 October 2017
M. I. CEMENT FACTORY LTD. IAnnual Report I 2016-2017
44
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wm‡g›U wkí Ges Gi fwel¨r m¤¢vebv`ªæZ Dbœqbkxj †`k¸‡jvi g‡a¨ 7% wRwWwc cÖe„w× AR©bKvix †`k wnmv‡e evsjv‡`k Ab¨Zg| Av‡jvP¨ wRwWwc cÖe„w×i mv‡_ mvgÄm¨ †i‡L eû cwigv‡Y ‡fŠZ AeKvVv‡gv wbg©vY, DbœZ M„nvqY I Ab¨vb¨ cyi KvVv‡gv wbg©v‡Y hyw³m½Z Kvi‡YB AvMvgx eQi¸‡jv‡Z wm‡g›U Gi Pvwn`v e„w× cÖZ¨vwkZ| evsjv‡`‡ki wm‡g›U LvZ we‡k¦ 40Zg e„nr e‡j cwiMwYZ n‡”Q| AwaKš‘, eZ©gv‡b evsjv‡`k n‡Z M‡o cÖwZgv‡m 15,000-20,000 †gwUªK Ub cwigvY wm‡g›U we‡`‡k ißvbx n‡”Q|
`ªyZ bMi Dbœqb, M„n wbg©vY, A¨vcvU©‡g›U wbg©vY, iv¯Ív-NvU wbg©vY, mviv†`‡k hvZvqv‡Zi myweavi Rb¨ miKvix e¨e¯’vcbvq †fŠZ AeKvVv‡gv¸‡jv h_v- wekvj cwiKíbvq e„n`vKvi †mZz, KvjfvU©, iv¯Ív wbg©vY, Ab¨vb¨ AeKvVv‡gv BZ¨vw` wbg©v‡Y e¨vcK nv‡i wm‡g‡›Ui Pvwn`v †e‡o‡Q| GB mKj Kvi‡YB weMZ `k‡K wm‡g›Ui Pvwn`vi evwl©K µgea©gvb 10% nv‡i cÖe„w× N‡U‡Q|
SuzwK mswkøó Drcv`bmg~n †Kv¤úvbx cwiPvjbvq eûwe` SuzwKi m¤§yLxb n‡Z nq| hw`I GB SuzwK¸wj cÖwZwbqZB cwieZ©bkxj ZvB †Kv¤úvbx GB mgm¨v¸wj wPwýZ I Zvi †gvKv‡ejv Ki‡Z A‡bK¸‡jv cÖwZKvig~jK c`‡ÿc MÖnY K‡i‡Q|
(K) †µwWU SuzwK (evwK‡Z weµ‡qi SuzwK)
GB SuzwKi GKwU gvivZ¥K we‡klZ¡t GB †h GK cÿ Zvi ev Zv‡`i `vq cwi‡kv‡a e¨_© n‡j Aci mswkøó cÿ¸‡jv Zvi weiƒc cÖwZwµqvi A_©‰bwZK ÿwZi m¤§yLxb nq| GB `vq¸wji g‡a¨ AšÍf~©³ A‡bK¸‡jvi g‡a¨ Av‡Q (K) LvZ‡Ki wbKU cvIbv, e¨emvwqK cvIbv I `vq, wewb‡qvM ̀ wjj BZ¨vw`| †Kv¤úvbx g~jZt cÖ_‡gv³ SuzwKwUi m¤§yLxb nq †ekx| Gi cÖvK mveavbZv wnmv‡e LvZ‡Ki KvQ †_‡K wewfbœ c‡`i RvgvbZ ivLv nq|
(L) Zvij¨ SuzwK
Zvij¨ mgm¨vi m¤§yLxb n‡j e¨emv cwiPvjbv KwVb n‡q c‡i‡Q| Zvij¨ ¯^íZv †nZz †Kvb ‡Kv¤úvbx e¨emvwqK m¤úK©hy³ `vq wbim‡b e¨_© nq d‡j evRv‡i Zvi mybvg Aÿzbœ _v‡K bv, KvuPvgvj ev Ab¨ e¨emvwqK mgMÖx µ‡q e¨_© n‡Z cv‡i cwiYv‡g e¨emv ÿwZi m¤§yLxb AeavweZ nq| myZivs Avgv‡`i †Kv¤úvbx Zvi AvIZvi Zvij¨ m¤ú`, Gi ms¯’vb h_v mgq h_vh_fv‡e ivL‡Z me mgq Zrci _v‡K|
(M) evRvi SzuwK
evRvi SzuwK ej‡Z †evSvq †h †Kvb A_© `wjj hv, fwel¨‡Z cÖwZK~j fv‡e Aeg~j¨vwqZ nq| GUv GgbI eySvq †h evRv‡ii Pvwn`vi †ni‡d‡i weµqg~j¨ Drcv`b e¨‡qi wb‡¤œ Ae¯’vb †bq| evRvi SuywK e¨e¯’vcbvi D‡Ïk¨ n‡”Q SzuwKi cwigvY mnYxq gvÎvq ivLv Ges Zv wbqš¿Y Kiv, hv †Kv¤úvbxi Avq‡K e„w× Ki‡e| AviI e¨vcKfv‡e wb‡j Gi g‡a¨ AšÍf©~³ nq Kv‡iwÝ SzuwK, my‡`i nvi n«vm-e„w×i SyuwK, `ªe¨g~j¨ DVvbvgvi SzuwK BZ¨vw` |
(1) ˆe‡`wkK gy`ªv wewbgq SzuwK
G SzuwKi ÿwZ ZLbB nq hLb ˆe‡`wkK gy`ªvq `vq A_ev m¤ú` _v‡K wKš‘ weiƒcfv‡e Zvi wewbgq nvi cwiewZ©Z nq| G ‡Kv¤úvbxI G `vq Gov‡Z cv‡i bv, hw` ¯^í‡gqv`x ev `xN© †gqvw` FY ev †Kvb µq ˆe‡`wkK gy`ªvq _v‡K|
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
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(2) my‡`i nv‡ii SuzwK
my‡`i nv‡ii SuzwK D™¢~Z nq †Kvb Avw_©K m¤ú‡`i Dci my‡`i nv‡ii A_ev `vq †kv‡ai e¨vcv‡i my‡`i nv‡ii cÖwZK~j cwieZ©‡bi Kvi‡Y| †Kv¤úvbxi GB SuzwK AviI wbf©i K‡i ‰e‡`wkK FY `vq Aegy³ Kivi †ÿ‡Î, GB nviMy‡jv mvaviYZt w¯’iK…Z nq ÔwjeiÕ Gi mv‡_ cÖhy³ K‡i hvnv cÖvqktB cwieZ©bkxj|
(3) `ªe¨ µq / Av`vb-cÖ`v‡bi SuzwK
`ªe¨ wewbgq SuzwK D™~¢Z nq evRvi cwiw¯’wZ, ivR‰bwZK Aw¯’wZwkjZv ev Aw¯’iZv BZ¨vw` Kvi‡Y µq ev weµ‡qi †ÿ‡Î `ª‡e¨i g~‡j¨i Aw¯’iZvi †cÖwÿ‡Z| †Kv¤úvbxi †Kvb wbw`©ó wnmve mgvwßi Zvwi‡L Ô`ªe¨ SuzwKÕ D‡jøL‡hvM¨ cwigvY bvI n‡Z cv‡i|
mKj cÖKvi mvaviY SzuwK Ges Ab¨vb¨ ‡kÖYxi SzuwK¸wj hv Dc‡i D‡jøL Kiv n‡q‡Q G¸wji cÖwZwUi wecix‡ZB †Kv¤úvbx SzuwKgy³ Ae¯’v‡b Av‡Q e‡j aiv ‡h‡Z cv‡i| AwaKš‘, SzuwKi wecix‡Z hv fvjfv‡e cÖwZKvig~jK e¨e¯’v n‡Z cv‡i, Zv n‡jv SyuwK¸wj wbim‡b hyw³m½Z e¨e¯’v MÖnY mwVK I mg‡qvwPZ Z_¨ msMÖn Ges mgwš^Z e¨e¯’vcbv c`‡ÿc MÖnY|
‡Kv¤úvbxi Kvh©µgMZ ermi A_©vr 30 Ryb 2016 ermiv‡šÍi Zyjbvq 30 Ryb 2017 el©‡k‡li d¨v±ixi ̄ ’vwcZ Drcv`b ÿgZv Ges Zrwecix‡Z Drcv`b wQj wb¤œiæct
¯’vwcZ Drcv`b ÿgZvi wecix‡Z MZ 5 (cvuP) eQ‡ii Drcv`b aviv wb‡¤œ cÖ`Ë n‡jvt
cwiPvjKgÛjxi cÖwZ‡e`b
weeiY 2016-2017 2015-2016
¯’vwcZ Drcv`b ÿgZv 1,740,000 †gt Ub 1,740,000 †gt Ub
cÖK…Z Drcv`b 1,565,522 †gt Ub 1,470,044 †gt Ub
Drcv`b AR©b 89.97% 84.49%2016-2017 wnmve eQ‡i Drcv`‡bi cÖK„Z cÖe„w×i nvi 6.49%
2012-13 2013-14 2014-15 2016-17
1,194,079 1,272,016
1,565,522
DcwiD³ ermi¸wj‡Z ¯’vwcZ Drcv`b ÿgZv GKB iKgfv‡e wQj 1,740,000 †gt Ub|
926,534
89.9
7%
84.4
9%
73.1
0%
68.6
3%
53%
cÖK…Z Drcv`b (†gwUªK U‡b)
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
2015-16
1,470,028
46
weµq Kg©KvÛ
weMZ K‡qK ermiB Avgv‡`i †Kv¤úvbxi weµq Avq e„w× †c‡q‡Q| GUv m¤¢e n‡q‡Q ‡Kv¤úvbxi Kg©KZ©v-Kg©Pvix‡`i GKwbó Kg© m¤úv`bv, cwi‡ekb gva¨g¸wji `ÿZv, eûwea weÁvcb Kvh©µg Ges m‡e©vcwi c‡b¨i DbœZ ¸bMZ gvb m¤úbœ nIqv| we‡klZt AvB.Gm.I 9000:2008, evsjv‡`k ó¨vÛvW©m& GÛ ‡Uwós Bbw÷wUDkb (we Gm wU AvB) Ges ey¨‡iv Ae BwÛqvb ó¨vÛvW©m& (we AvB Gm) Gi gvb Abyhvqx †hb wm‡g›U ˆZix Kiv nq Zv ‡Kv¤úvbxi gvb wbqš¿Y wefvM KZ„K wbexofv‡e ch©‡eÿY Kiv nq| mswkøó wm‡g›U ‡kÖbxi Rb¨ ‡h gvb`Û AvIZvq wbeÜbK…Z, cÖK„Zc‡ÿ gv‡bi cixÿvq µvDb wm‡g›U Aby‡gvw`Z gvb Dc‡iv³ gvb`‡Ûi A‡bK E‡aŸ©B Ae¯’vb K‡i|
MZ 5 (cuvP) eQ‡ii weµq Kvh©µg MÖvwdK evi c×wZ‡Z wb‡¤œ Dc¯’vwcZ n‡jvt
eZ©gv‡b †`‡ki wm‡g›U wk‡íi e„nr cÖwZôvb¸‡jv cÖ‡Z¨‡KB wecyjfv‡e Zv‡`i wgj¸‡jvi m¤úªmviY NwU‡q‡Q, hvi `iæb Pvwn`vi Zzjbvq Drcv`b ÿgZv eû E‡aŸ© Ae¯’vb Ki‡Q, dj¯^iæc Ges ¯^vfvweK fv‡eB wm‡g›U evRv‡i Pvwn`vi Zyjbvq AwZwi³ wm‡g›U evRv‡i AbycÖ‡ek NU‡Q, hvi cwiYwZ wn‡m‡e AbvKvw•ÿZ cÖwZ‡hvMxZvq wm‡g›U evRvi n‡”Q Aw¯’wZkxj, hv †gv‡UB Kvg¨ bq| wKš‘ GB cÖwZK~j AvenvIqv Avgv‡`i †Kv¤úvbx `„pZvi mv‡_ †gvK‡ejv K‡i‡Q Ges weMZ eQ‡ii Zzjbvq PjwZ erm‡i Avq e„w× †c‡q‡Q| we‡eP¨ A_© eQ‡i (2016-17) MZ eQ‡ii Zzjbvq 10.36% nv‡i Avq e„w× †c‡q‡Q| weMZ eQ‡ii (2015-16) Zzjbvq Af¨šÍixY Avq e„w×i nvi I ißvbx Avq e„w×i nvi wefvRb Ki‡j `uvovq h_vµ‡g 4.22% I 14.18%| ZzjbvwU wb‡¤œi mviYx‡Z jÿ¨ Kiv †h‡Z cv‡it
µwgK bs weeiYUvKvi A‡¼ cwigvY (‡gwUªK Ub)
2016-2017 2015-2016 2016-2017 2015-2016
1 Af¨šÍixb weµq 8,949,178,857 8,586,857,080
2 ewntwe‡k¦ weµq 490,641,164 429,691,549
†gvU 9,439,820,021 9,016,548,629
1,562,873
92,485
1,655,358
1,422,952
77,055
1,500,007
weµq †_‡K cÖvß Avq (wgwjqb UvKvq)
2012-13
6,8307,991 8,264
9,0179,440
2013-14 2014-15 2015-16 2016-17
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
cwiPvjKgÛjxi cÖwZ‡e`b
47
cyÄxf~Z jf¨vsk (c~e©eZ©x eQi ‡_‡K)
†hvM: wif¨vjy‡qkb wiRvf© Ges wejw¤^Z Ki`vq
†gvU wiRvf©
†hvM: PjwZ eQ‡ii bxU jvf
wefvRb‡hvM¨ Znwej
we‡qvM: cÖ¯ÍvweZ jf¨vsk: bM` jf¨vsk 20% nv‡i
1,299,350,972
35,588,759
1,334,939,731
661,079,097
1,996,018,828
297,000,000
1,699,018,828
weeiY cwigvY (UvKv)
‡Kv¤úvbxi mvwe©K Kg©KvÛ
m½Z Kvi‡Y e¨q e„w× I Ab¨vb¨ hyw³MÖvn¨ Kvi‡Y Avq e¨v‡qi wnmv‡e hv `uvwo‡q‡Q Zvi weeiY n‡jv - †gvU gybvdv n«vm n‡q‡Q 2.95%, UvKvi As‡K 1,659 wgwjqb †_‡K 1,610 wgwjqb, weµq 4.69% e„w× †c‡jI weµq e¨q MZ eQ‡ii Zzjbvq 6.42% e„w× ‡c‡q‡Q| Gi KviY wnmv‡e D‡jøL¨ †h, KvuPvgv‡ji we‡klZt cÖavb KuvPvgvj wK¬sKvi Gi g~j¨ e„w×, AviI ˆewk‡ó¨i g‡a¨ MbYv Kiv hvq cÖwZ‡hvMx Drcv`K cÖwZôvb¸‡jvi e¨vcK eª¨vwÛs e¨q, cÖ‡gvkbvj Kg©Kv‡Û KíbvZxZ ZrciZv BZ¨vw`| Zv‡`i m‡_ cvjøv w`‡q Avgv‡`i Ae¯’vb myiwÿZ Ki‡Z Abyiƒcfv‡e AMÖmi n‡Z n‡q‡Q, ZvB weµq I cwi‡ekb e¨q e„w× MZ eQ‡ii Zzjbvq ̀ uvwo‡q‡Q 13.25%| GZ`m‡Ë¡I cwiPvjb gybvdv 7.22% Gi AwaK K‡g bvB|
cwiPvjK‡`i cvwi‡ZvwlK
e¨e¯’vcbv cwiPvjK QvovI †Kv¤úvbxi `yBRb cwiPvjK AwZwi³ e¨e¯’vcbv cwiPvjK wn‡m‡e `vwqZ¡ cvjb Ki‡Qb| Zuviv n‡jb Rbve †gvt AvjgMxi Kwei I Rbve ‡gvjøv †gvnv¤§` gRby| cÖ_‡gv³ R‡bi `vwqZ¡ Awc©Z n‡q‡Q wecbY I weµq Ges A_© e¨e¯’vcbvi Ges wØZxq Rb d¨v±ix cwiPvjbvi `vwq‡Z¡ Av‡Qb| cwiPvjK‡`i m¤§vbx, mfvq Dcw¯’wZi wd BZ¨vw` weeiY Avw_©K weeiYxi †bvU bs 27.05, 29.00 Ges 30.00 G wee„Z Kiv n‡q‡Q|
Af¨šÍixY wbqš¿Y c×wZ
†Kv¤úvbxi cwiPvjbv cl©` m¤§vwbZ †kqvi †nvìvi‡`i Avk¦¯Í Ki‡Qb hv‡”Q †h, †Kv¤úvbx cwiPvjbvq †h mg¯Í SzuwKi Aw¯ÍZ¡ i‡q‡Q Z`mg~‡ni †gvKv‡ejv Kivi Rb¨ †Kv¤úvbx‡Z myôz SuywK e¨e¯’vcbv Ges h_vh_ Kvh©Kix myiÿvi c`‡ÿc Z_v Af¨šÍixY wbqš¿b c×wZ Pvjy i‡q‡Q Ges Zv wbqwgZ bRi`vix Kiv n‡”Q| hw`I fwel¨‡Z KZ cÖKvi e¨emvq msµvšÍ SzuwKi D™¢e n‡Z cv‡i Zvi mg¯Í¸wj c~e©v‡ý Abyaveb Kiv m¤¢e bq, Z‡e GUv wbwðZ ‡h, D³ SzuwK¸‡jv †gvKv‡ejvi Rb¨ †Kv¤úvbxi e¯‘MZ I Kvh©Kix c×wZ i‡q‡Q, hv Ae¯’vi cwi‡cÖwÿ‡Z cwiewZ©Z cÖwZKvig~jK c`‡ÿc †bqv hvq|
jf¨vsk msµvšÍ cÖ¯Ívebv
‡Kv¤úvbxi e¨emvi cÖe„w× we‡ePbvq †Kv¤úvbxi cwiPvjbv cl©‡`i 22 A‡±vei 2017 Zvwi‡Li cl©` mfvq bM` 20% ev †kqvi cÖwZ (UvKv 10.00 g~j¨gvb) 2.00 (`yB UvKv) wnmv‡e me©‡gvU 297,000,000.00 UvKv (we‡eP¨ A_© eQ‡ii (2016-17) Rb¨ jf¨vsk wnmv‡e cÖ¯Íve K‡i‡Q, hv AvMvgx 4 wW‡m¤^i 2017 Zvwi‡L †kqvi †nvìvi‡`i Avmbœ 23Zg evwl©K mvaviY mfvq Aby‡gv`b Kiv n‡e|
2016-17 wnmve eQ‡i AwR©Z bxU jv‡fi e›Ub wb‡¤œ cÖ`wk©Z n‡jvt
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M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Aew›UZ gybvdv
cwiPvjKgÛjxi cÖwZ‡e`b
48
cwiPvjK wbe©vPb Ges cybtwb‡qvM / wbe©vPb
‡Kv¤úvbx AvBb, 1994 Gi mswkøó aviv Abymi‡b Ges †Kv¤úvbxi AvwU©Kjm& Ae G¨v‡mvwm‡qmb Gi 81 bs aviv Abyhvqx AvwU©‡Kj ev¯Íevq‡Yi c`‡ÿ‡c †Kv¤úvbxi GK-Z„Zxqvsk cwiPvjK e„ËvKvifv cÖwZwU evwl©K mvaviY mfvq Aemi MÖnY Ki‡eb| Z`vbyhvqx wb¤œ wjwLZ 2 (`yB) Rb cwiPvjK 23Zg evwl©K mvaviY mfvq Aem‡i hv‡ebt
(1) Rbve ‡gvnv¤§` Rvnv½xi Avjg
(2) AvjnvR¡ †gvt Lwei DwÏb †gvjøvn&
Zuviv †hvM¨ weavq cyYtwbe©vP‡bi Rb¨ Av‡e`b K‡i‡Qb| Zuv‡`i mswÿß Rxeb e„ËvšÍ evsjv‡`k wmwKDwiwUR GÛ G·‡PÄ Kwgkb Gi 7 AvMó 2012 Zvwi‡Li †bvwUwd‡Kkb Gi aviv 1.5 (xxii) Abyhvqx cwiwkó- IV G mshy³ Kiv n‡q‡Q|
e¨e¯’vcbv cwiPvjK cybtwb‡qvM
†Kv¤úvbx AvBb, 1994 Gi mswkøó aviv Abyhvqx e¨e¯’vcbv cwiPvjK cÖwZ 5 (cuvP) eQi AšÍi cybtwb‡qvM n‡eb| Z`byhvqx cwiPvjbv cl©` 22 A‡±vei 2017 Zvwi‡L AbywôZ mfvq †Kv¤úvbxi e¨e¯’vcbv cwiPvjK AvjnvR¡ †gvt LweiDwÏb †gvjøv‡K AvMvgx 4 wW‡m¤^i 2017 ZvwiL n‡Z cieZ©x 5 (cuvP) eQi †gqv‡`i Rb¨ cybtwb‡qv‡Mi wm×všÍ M„nxZ nq, hv AvMvgx 4 wW‡m¤^i 2017 Zvwi‡L AbywôZ 23Zg evwl©K mvaviY mfvq m¤§vwbZ †kqvi‡nvìvi‡`i Aby‡gv`‡bi Rb¨ Dc¯’vcb Kiv n‡e|
Avw_©K wee…wZ‡Z cwiPvjK‡`i ‡NvlYv
cwiPvjKMY ‡Kv¤úvbxi cwiPvjbvi Rb¨ `vqe×, Avw_©K weeiYx cÖ¯‘Z Ges Dc¯’vc‡bi Rb¨ Zuviv Zuv‡`i Áv‡bi m‡e©v”P cÖ‡qvM wbwðZK‡‡í GB g‡g© ‡NvlYv Ki‡Q ‡h,
‡Kv¤úvbxi e¨e¯’vcbv KZ©…K cÖ¯‘ZK„Z Avw_©K weeiYx¸wj, ‡Kv¤úvbxi cÖK„Z Ae¯’v, e¨emv‡qi djvdj, bM` cÖevn Ges BK¨yBwUi cwieZ©b Gi h_vh_ wPÎ cÖ`k©b Ki‡Q,
‡Kv¤úvbxi wnmve msµvšÍ bw_ mwVKfv‡e msiÿY Kiv n‡q‡Q;
Avw_©K weeiYx cÖ¯‘Z Kivi ‡ÿ‡Î wnmve msµvšÍ Dchy³ bxwZgvjv¸‡jv h_vh_ fv‡e cÖ‡qvM Kiv n‡q‡Q Ges wnmve msµvšÍ Abygvb¸‡jv hyw³m½Z I wePÿYZvi wfwˇZ cÖ‡qvM Kiv n‡q‡Q;
evsjv‡`‡k cÖ‡hvR¨ AvšÍR©vwZK wnmve gvbmg~n (AvBGGm) Avw_©K weeiYx ‰Zwi Kivi mgq AbymiY Kiv n‡q‡Q Ges ‡Kvb wePz¨wZ, hw` _v‡K Z‡e Zv h_vh_fv‡e cÖKvk Kiv n‡q‡Q|
bxU m¤ú` g~j¨ (wgwjqb UvKvq)
5,675 5,8796,725
2013-14 2014-15 2015-16
5,594
2012-13
7,098
2016-17
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
cwiPvjKgÛjxi cÖwZ‡e`b
49
wbqš¿K ms¯’vi wb‡`©kbv cwicvjb msµvšÍ †NvlYv
2011 mv‡j †Kv¤úvbxi cÖv_wgK MY cÖ¯Íve Kiv n‡q‡Q| Av‡jvP¨ eQ‡i †Kvb bZzb †kqvi Bmy¨ Kiv nq bvB|
AvBGGm-1 Abyhvqx Avw_©K weeiYx Dc¯’vcb, ÒA¯^vfvweK jvf ev ¶wZÓ wn‡m‡e †Kvb Avq Ges e¨q LvZ Avw_©K weeiYx‡Z Dc¯’vcb Kiv nq bvB| Z`byhvqx Avw_©K weeiYxmg~n cÖ¯‘Z Kiv n‡q‡Q|
2016-2017 mv‡ji ‡Kv¤úvwbi ‰ÎgvwmK Ges P~ovšÍ Avw_©K djvd‡ji g‡a¨ ‡Kvb D‡jøL‡hvM¨ ZviZg¨ N‡Uwb|
‡Kv¤úvbx GKwU Pjgvb cÖwZôvb wn‡m‡e cwiPvwjZ n‡e G e¨vcv‡i ‡Kv‡bv m‡›`‡ni AeKvk ‡bB|
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M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
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CORPORATEGOVERNANCEThe Company had always been fully adherent with the corporate governance principles and best practices. As per compliance of Notification No. SEC/CMRRCD/2006-158/134/Admin/44 dated 7 August 2012 the organisms through which the corporate governance functions are carried out are as follows:
Board Size
The number of members of the Board of Directors as on 30 June 2017 stands at 6 (excluding 2 Independent Directors).
Independent Director:
In terms of the provision under this sub clause the Board of Directors has nominated 2 (two) Independent Directors, whose appointment were ultimately approved in the Annual General Meeting are namely- Mr. Golam Mohammad and Professor Dr. Shaikh Shamsuddin Ahmed.
The Independent Directors, nominated by the Board of Directors meet the entire requirement as prescribed under the sub-clause (ii) of the BSEC Notification under reference.
In terms of provision of sub-clause (iii) of the Notification under reference the appointment of Independent Directors which needs approval of the shareholders in the 22nd Annual General Meeting (AGM).
The post of the Independent Directors was not vacant for more than 90 days.
The Board of Directors has laid down a Code of Conduct for all members of the Board.
The Independent Directors nominated by the Board of Directors are highly qualified and knowledgeable person. They are able to ensure compliance with financial regulatory and corporate laws and can make meaningful contribution to business.
The nominated Independent Directors poses more than minimum requirement of twelve years of corporate management / professional experiences and can make meaningful contribution towards the business of the Company.
No relaxation of qualification of the Independent Directors is required.
Chairman of the Board and the Managing Director The position of the Chairman of the Board and the Managing Director is separate individual. The roles of the Chairman and the Managing Director are clearly defined in the Articles of Association of the Company.
The Directors’ Report to the Members
The Directors’ Report is prepared in compliance with the provisions of Section 184 of the Companies Act 1994, Bangladesh Securities and Exchange Commission’s Notification No. SEC / CMRRCD / 2006-158 / 134 / Admin / 44 dated 7th August, 2012.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Corporate Governance
54
Chief Financial O�cer (CFO), Head of Internal Audit (HOIA) and Company Secretary (CS)
The Company has appointed Mr. Shahriar Istiaq Halim, FCA as Chief Financial O�cer, Md. Ziaul Alam, ACA Head of Internal Audit and Mr. Md. Mozharul Islam, FCS as Company Secretary of the Company as per requirement of Bangladesh Securities and Exchange Commission (BSEC). Their role has been defined by the Board. The Chief Financial O�cer and Company Secretary regularly attend the Board Meeting.
Audit Committee of the Board:
The Audit Committee, as a sub-Committee of the Board, has been constituted with the Independent Director as Chairman and three other Directors. The Company Secretary acts as Secretary to the Committee. Role of the Audit Committee as per provision of the Bangladesh Securities and Exchange Commission (BSEC) Regulation, have been duly adopted by the Board. Their Reports are being submitted as per CCC requirements.
External / Statutory Auditors:
The role of the auditors in certification of the Financial Statements is the most significant aspect of Corporate Governance and protection of interest of investors. As evident from the Annual Reports, the Company rigidly follows the code of International Accounting Standards (IAS) and International Standard of Auditing (ISA) with legally required disclosures of Accounts and Financial Statements. This has been possible due to the high level capability and integrity of M/s. Syful Shamsul Alam & Co., Chartered Accountants whose unchallenging performance has played a very trustworthy role in the protection of interest of the investors.
Subsidiary Company
There is no Subsidiary Company of M. I. Cement Factory Limited.
Duties of the Managing Director and the Chief Financial O�cer
The provisions of Bangladesh Securities and Exchange Commission (BSEC) Regulation are being complied with on regular basis.
Reporting and Compliance of Corporate Governance
Every year the Company obtains a certificate from a Practicing Professional Accountant/Secretary (Chartered Accountant/Cost and Management Accountant/Chartered Secretary) regarding compliance of conditions of Corporate Governance Guidelines of the Bangladesh Securities and Exchange Commission (BSEC) and send the same to the shareholders along with the Annual Report on a yearly basis.
In this regard the Company appointed the M/s. ACNABIN, Chartered Accountants to obtain the certificate on compliance of condition of Corporate Governance Guidelines of Bangladesh Securities and Exchange Commission (BSEC) vide Notification No. SEC/CMRRCD/2006-158/134/Admin/44 dated 07 August 2012.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017
Corporate Governance
ANNEXURETO THE DIRECTORS’ REPORT
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201756
Annexure
Annexure I
The Directors’ Report on some areas as per the Condition No. 1.5 of the Bangladesh Securities and Exchange Commission (BSEC) Guideline
The Directors also report that:
Related Party transactions are depicted in the Note No. 40.00 of the Notes to the Financial Statements.
Remuneration of the Directors has been shown in the Note No. 27.05, 29.00 and 30.00 of the Notes to the Financial Statements.
The Financial Statements of the Company give a true and fair view of the Company’s state of a�airs, result of its operation, cash flows and changes in equity.
Proper Books of Account as required by law have been kept.
Appropriate accounting policies have been followed in formulating the Financial Statements and accounting estimates were reasonable and prudent.
The Financial Statements were prepared in accordance with International Accounting Standards (IAS) / Bangladesh Accounting Standards (BAS) /International Financial Reporting Standards (IFRS) / Bangladesh Financial Reporting Standards (BFRS) as applicable in Bangladesh.
The internal control system is sound in design and is e�ectively implemented and monitored.
There is no significant doubt about the Company’s ability to continue as a going concern.
There is no significant deviation from the operating result of the last year.
Key operating and financial data of at least preceding five years and the current year have been presented on Annexure-II.
The number of Board Meeting and Audit Committee Meeting during the period from 1 July 2016 to 30 June 2017 and the attendance are given below:
The pattern of shareholding as required by clause 1.5 (xxi) of the BSEC’s Notification dated 7 August 2012 stated in Annexure-III.
1 Mr. Mohammed Jahangir Alam 13 13 N/A N/A
2 Alhaj Md. Khabiruddin Mollah 13 11 N/A N/A
3 Mr. Md. Alamgir Kabir 13 13 7 7
4 Mr. Mollah Mohammad Majnu 13 11 7 6
5 Mr. Md. Mizanur Rahman Mollah 13 11 7 6
6 Mr. Md. Almas Shimul 13 10 N/A N/A
7 Mr. Golam Mohammad (Independent Director) 13 13 7 7
8 Prof. Dr. Shaikh Shamsuddin Ahmed (Independent Director) 13 9 N/A N/A
9 Mr. Md. Mozharul Islam, FCS, GM & Company Secretary 13 13 7 7
10 Mr. Shahriar Ishtiaq Halim, FCA, GM & CFO 13 13 7 7
Board Meeting Audit Committee Meeting NameSl.No. Held Attendance Held Attendance
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 57
Annexure
RE
VE
NU
E9
,439
,820
9,0
16,5
49
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4,2
41
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OF
IT
a. A
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81
Ann
exur
e II
Inco
me
and
Exp
ense
s:
(Ta
ka in
’00
0)
Sum
mar
y o
f ke
y o
per
atin
g a
nd fi
nanc
ial d
ata
of
pre
ced
ing
five
yea
rs a
nd t
he c
urre
nt y
ear
Par
ticu
lars
2016
-17
2015
-16
2014
-15
2013
-14
2012
-13
2011
-12
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201758
Annexure
NO
N C
UR
RE
NT
ASS
ETS
7,
582,
097
5
,416
,69
6
4,2
10,15
2 4
,018
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ty, p
lant
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ts
4,7
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6
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s 1,6
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66
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52
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96
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53
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1 57
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EQ
UIT
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ND
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S
Sha
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lder
s’ E
qui
ty
7,0
97,
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6,7
24,8
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Par
ticu
lars
2016
-17
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015
-16
20
14-1
5
20
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4
2
012
-13
20
11-1
2A
SSE
TS
Ass
ets
and
Lia
bili
ties
(Tak
a in
’00
0)
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 59
Annexure
LIA
BIL
ITIE
S
N
on
-cu
rren
t Li
abili
ties
2,
44
8,8
81
713,
54
6
838
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278
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8
1,6
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9
1,9
69
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ng
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m b
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net
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cu
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t m
atu
rity
1,
829
,140
12
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71
426
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3
94
6,3
49
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52
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11,13
9
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bili
ties
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r g
ratu
ity
9
2,2
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8
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59
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0
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31
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07
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erre
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ax li
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ty
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1 5
03
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8
35
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70
28
7,8
27
228
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6
148
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Cu
rren
t Li
abili
ties
& P
rovi
sio
n
8,3
72,7
71
6,7
21,2
49
5
,34
3,9
81
4,3
93,
286
2,
49
5,3
06
2,
55
1,4
30Tr
ade
pay
able
s 23
4,0
44
3
49
,90
1 12
6,12
2
107,
98
3
136
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9
148
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ayab
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25
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51
270
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8
150
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13
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6
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21
47,
47
1
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t p
ort
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25
90
51
48
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58
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ort
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an
6,9
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17
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48
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visi
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r ta
x lia
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6
36
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9
46
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29
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95
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0
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5
66
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84
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r W
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F
42,9
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4
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12
44
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4
44
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4
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4
Pay
able
to
IPO
ap
plic
ants
12
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12
,83
3
12,8
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12
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12,8
66
13
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clai
med
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d
22,9
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3
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11
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6
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61
TOTA
L LI
AB
ILIT
IES
10
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7,
434
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5
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4
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96
4
,520
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2TO
TAL
EQ
UIT
Y A
ND
LIA
BIL
ITIE
S
17,9
19,4
47
14,15
9,6
19
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61,
703
11,3
47,
00
5
9,7
83,
396
9
,921
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Ass
ets
and
Lia
bili
ties
(Tak
a in
’00
0)
Par
ticu
lars
20
16-1
7
20
15-1
6
2
014
-15
2013
-14
2012
-13
2
011
-12
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201760
Annexure
Annexure IIIPattern of shareholding
(a) Parent/Subsidiary/Associated Companies and other related parties (name wise details): Not applicable.
(b) Directors, Managing Director, Company Secretary, Chief Financial O�cer, Head of Internal Audit and their spouses and minor children (name wise details):
(c) Executives (top five salaried employees other than the Directors, Managing Director, Company Secretary, Chief Financial O�cer, Head of Internal Audit):
Shareholders holding ten per cent (10%) or more voting interest in the Company (name wise details):
Mr. Mohammed Jahangir Alam Chairman 23,024,925 Nil N/AAlhaj Md. Khabiruddin Mollah Managing Director 23,388,750 Nil N/AMr. Md. Alamgir Kabir Director 14,397,075 Nil NilMr. Mollah Mohammad Majnu Director 12,127,500 Nil NilMr. Md. Mizanur Rahaman Mollah Director 12,127,500 Nil NilMr. Md. Almas Shimul Director 7,276,500 Nil NilMr. Golam Mohammad Independent Director 148 Nil N/AProf. Dr. Shaikh Shamsuddin Ahmed Independent Director Nil Nil NilMr. Md. Mozharul Islam, FCS Company Secretary Nil Nil NilMr. Shahriar Istiaq Halim, FCA Chief Financial O�cer Nil Nil NilMr. Md. Ziaul Alam, ACA Head of Internal Audit Nil Nil Nil
Name PositionNo. of shares
Self Spouse MinorChildren
Name No. of shares
Executives Nil
Name Position No. of shares
Mr. Mohammed Jahangir Alam
Alhaj Md. Khabiruddin Mollah
Chairman
Managing Director
23,024,925
23,388,750
Shareholding Composition of the Members (as at 30 June 2017)
14.97%
17.52%
0.43%
67.08%
Sponsors and Directors
Foreigners
Institutions
General Paublic
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 61
Annexure
Annexure IV
Re-appointment of Directors
Directors profile who seek re-appointment:
Mr. Mohammed Jahangir Alam
Mr. Mohammed Jahangir Alam is a man of Wisdom and energetic businessman. After completing education from Government College of Commerce, Chittagong, Bangladesh in 1980 started his career by joining in a private service.
He has derived vast proficiency in trading in Iron & Steel, Cement, Bitumen, C.I. Sheet, Zinc Ingot, Capital Market, Industrial Ventures etc. Initially he established his business house named Jahangir & Others in 1987 which was subsequently incorporated as Jahangir & Others Limited in 2003. He has established himself as one of the business leaders in Bangladesh.
He is a Sponsor Director and present Chairman of M. I. Cement Factory Limited, Crown Power Generation Limited, Crown Polymer Bagging Limited, Crown Mariners Limited, Crown Transportation & Logistics Limited and GPH Ship Builders Limited.
He is the Managing Director of GPH Ispat Limited, GPH Power Generation Limited, GPH Steels Limited, GPH Engineers & Development Limited, Indo Steel Re-Rolling Industries Limited, Jahangir & Others Limited and Chittagong Capital Limited.
He is also the Director of Premier Cement Mills Limited, Premier Power Generation Limited, Asia Insurance Ltd. and Chartered Life Insurance Limited and Crown Cement Concrete and Building Products Limited and National Cement Mills Limited.
As a part of social activities he is actively involved with the following social organizations:
Founder Member of Independent University of Bangladesh (IUB), Chittagong, Bangladesh
Vice President of Gulshan North Club Limited
Life Member of Chittagong Maa-o-Shishu Hospital
Member of Bangladesh German Chamber of Commerce and Industry
Executive Director of Auto Re-Rolling and Steel Mills Association
General Secretary of Chattagram Iron-Steel Utpadak and Banik Samity
Member of Bangladesh Ex-Cadet Association
Life Member of Bangladesh National Society for the Blind.
Life Member of Bhatiary Golf & Country Club
Life Member of Gulshan Society
Vice President of Gulshan Joggers Society
General Member of FBCCI
Life Member of Banani Club Limited
Life Member of Dhaka Boat Club Limited
Mr. Mohammed Jahangir Alam is a man of commitment which he strongly maintains in his day to day business activities.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201762
Annexure
Alhaj Md. Khabiruddin Mollah
Alhaj Md. Khabiruddin Mollah is a seasoned and experienced businessman. He is running several industrial units as their Managing Director viz. M. I. Cement Factory Limited., Crown Power Generation Ltd., Molla Salt (Triple Refined) Industries Ltd., Crown Polymer Bagging Ltd., Crown Mariners Ltd. He had been actively involved with import & trading of Cement for the last 55 years. Mr. Mollah with active support of the other Directors and Shareholders, who are his close family members, have expanded the trading activities of the group and deals with various commodities such as iodized salt, Rod, C. I. Sheet and steel structural, supported by a big warehouse at Pagla, they have set up a big network of whole-sale and retail outlets at various points of Dhaka and Chittagong. He is the highest Tax Payers of Narayanganj District for the consecutive last 6 (six) years. He is resourceful member of the Company.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 63
Annexure
Annexure V
Report of the Audit Committee to the Board for the year ended 30 June 2017As per Bangladesh Securities and Exchange Commission Notification No.
SEC/CMRRCD/2006-158/134/Admin/44 on Corporate Governance dated 7 August 2012
The Audit Committee of the Board was duly constituted by the Board of Directors of the Company in accordance with the above noted Notification of the Bangladesh Securities and Exchange Commission (BSEC).
The objectives of the Audit Committee are to assist the Board of Directors in the following areas:
Establishing a culture of adequate internal control system to ensure that su�cient risk management system is in place to manage the company that financial reports disclosed by the Company are reliable for its users.
Ensuring true and fair presentation of the financial statements in compliance with Bangladesh Accounting Standards/ Bangladesh Financial Reporting Standards and applicable regulatory requirements.
Reviewing the internal audit procedure of the Company and to ensure that the internal audit can continue their activities without any limitations. To review the e�ciency and e�ectiveness of internal audit and to review whether the management is complying with recommendations made by the internal audit department.
Recommending appointment of external auditor, review audit work and reports submitted by external auditors and to ensure compliance and regularization of recommendations made by the external auditors.
Reporting to the Board of Directors on mistakes, fraud and forgeries and other irregularities to ensure compliance and regularization.
Ensuring compliance with all applicable legal and regulatory rules and regulations and the directives made by the Board of Directors.
In pursuance of its objectives, the Audit Committee of the Board held 7 meetings during the year ended 30 June 2017. The Committee reviewed compliance of policy issues, regulations and applicable laws in general and reports submitted by the internal audit department as well as reports submitted by the external auditors.
During the year under review, the Audit Committee emphasized on the following:
To assess the internal audit procedure followed by the Company.
To take initiative to introduce a risk based internal audit manual.
To review the monthly, quarterly, half-yearly and year-end Financial Statements.
To review the reports submitted by the internal audit department, the Audit Committee instructed and provided suggestions /guidelines to improve the state of operation.
(Golam Mohammad)Chairman
Audit Committee
Dated, Dhaka21 October 2017
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201764
Annexure
Annexure VI
Managing Director’s (MD) and Chief Financial O�cer’s (CFO) Statement of Responsibilities
(In line with the Bangladesh Securities and Exchange Commission (BSEC) Notification dated 7 August 2012)
The preparation and presentation of financial statements accurately and appropriately is the responsibility of the management and accordingly we certify that:
We have reviewed the Financial Statements for the year ended 30 June 2017 and based on our best of knowledge, belief and information available, these statements, do not contain any materially untrue statement or omit any material fact or do not contain statements that might be misleading;
These statements together present, in all material respects, a true and fair view of company’s a�airs and are in compliance with the existing accounting standards and/or applicable laws regulations. The Financial Statements were prepared in accordance with the Bangladesh Financial Reporting Standards (BFRS) and comply with the Companies Act, 1994, the Securities and Exchange Rules, 1987 and other applicable laws and regulations;
We have reviewed Directors’ Report and other reports as included in Annual Report 2016-2017 for ensuring accuracy and appropriateness. However, the Directors’ Report and other reports include updated information that was available till the publication of Annual Report 2016-2017;
To the best of our knowledge and belief, no transactions enter into by the company during the financial year are fraudulent, illegal or violating business ethics and codes of conduct that is ensured by the established e�cient and e�ective internal control system of the Company through internal auditors and the audit committee, which requires a high degree of judgments;
We a�rm that we have not denied any personal access to the audit committee of the Company (in respect of matters involving alleged misconduct) and we have provided protection to whistle blowers from unfair termination and other unfair or prejudicial employment practices; and
We further declare that all Board Members and senior managerial personnel have a�rmed compliance with the codes of conduct for the current year.
(Shahriar Istiaq Halim, FCA)Chief Financial O�cer
(Alhaj Md. Khabiruddin Mollah)Managing Director
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 65
Annexure
Annexure VII
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201766
Annexure
Annexure VIII
Report on compliance of Corporate Governance Guideline of BSEC (Condition No. 7)
Status of Compliance with the conditions imposed by the Bangladesh Securities and Exchange Commission’s Notification No. SEC/CMRRCD/2006-158/Admin/44 dated 07th August 2012 issued under section 2CC of the Securities and Exchange Ordinance, 1969 is presented below:
TitleConditionNo.
Compliance Status(“√” has been put in
the appropriatecolumn)
Remarks(if any)
Complied NotComplied
1.0
1.1
1.2
1.2 (i)
1.2 (ii)
1.2 (ii) (a)
1.2 (ii) (b)
1.2 (ii) (c)
1.2 (ii) (d)
1.2 (ii) (e)
1.2 (ii) (f)
1.2 (ii) (g)
1.2 (ii) (h)
1.2 (ii) (i)
1.2 (iii)
Board of Directors (BoD)
Board size (number of Board members- minimum 5 and Maximum 20)
Independent Directors
At least one fifth (l/5) of the total number of Directors shall be Independent Directors
Independent Director means a Director:
who either does not hold any share in the company or holds less than one percent (1%) shares of the total paid-up shares of the company
who is not a sponsor of the company and is not connected with the company's any sponsor or director or shareholder who holds one percent (1%) or more shares of the total paid-up shares of the company on the basis of family relationship. His/her family members also should not hold above mentioned shares in the company
who does not have any other relationship, whether pecuniary or otherwise, with the company or its subsidiary/associated companies
who is not a member, director or o�cer of any stock exchange
who is not a shareholder, director or o�cer of any member of stock exchange or an intermediary of the capital market
who is not a partner or executive or was not a partner or an executive during the preceding 3 (three) years of the company's statutory audit firm
who shall not be an independent director in more than 3 (three) listed companies
who has not been convicted by a court of competent jurisdiction as a defaulter in payment of any loan to a bank or a Non-Bank Financial Institution (NBFI)
who has not been convicted for a criminal o�ence involving moral turpitude
Independent Director(s) shall be appointed by BoD and approved by the shareholders in the Annual General Meeting (AGM)
√
√
√
√
√
√
√
√
√
√
√
√
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 67
Annexure
TitleConditionNo.
Compliance Status(“√” has been put in
the appropriatecolumn)
Remarks(if any)
Complied NotComplied
1.2 (iv)
1.2 (v)
1.2 (vi)
1.3
1.3(i)
1.3(ii)
1.3(iii)
1.4
1.5
1.5 (i)
1.5 (ii)
1.5 (iii)
1.5 (iv)
1.5 (v)
1.5 (vi)
1.5 (vii)
1.5 (viii)
1.5 (ix)
1.5 (x)
As per law(s) detailsare discussed in thefinancial statements.
√
√
√
√
√
√
√
√
√
√
√
√
The post of independent director(s) cannot remain vacant for more than 90 (ninety) days
The Board shall lay down a code of conduct of all Board members and annual compliance of the code to be recorded
The tenure of o�ce of an independent director shall be for a period of 3 (three) years, which may be extended for 1 (one) term only
Qualification of Independent Director (ID)
Independent Director shall be a knowledgeable individual with integrity who is able to ensure compliance with financial, regulatory and corporate laws and can make meaningful contribution to business
Independent Director should be a Business Leader/ Corporate leader/Bureaucrat/University Teacher with Economics or Business Studies or Law background/ Professionals like Chartered Accountants, Cost & Management Accountants, Chartered Secretaries. The independent director must have at least 12 (twelve) years of corporate management/professional experiences
In special cases the above qualifications may be relaxed subject to prior approval of Commission
The Chairman of the Board and the Chief Executive O�cer (CEO) shall be di�erent individuals. The Chairman shall be elected from among the directors. The Board of Directors shall clearly define respective roles and responsibilities of the Chairman and the CEO
Industry outlook and possible future developments in the industry
Segment-wise or product-wise performance
Risks and concerns
A discussion on Cost of Goods Sold, Gross Profit Margin and Net Profit Margin
Discussion on continuity of any Extra-Ordinary gain or loss
Basis for related party transactions - a statement of all related party transactions should be disclosed in the annual report
Utilization of proceeds from public issues, rights issues and/or through any other instrument
An explanation if the financial results deteriorate after the company goes for None Initial Public O�ering (IPO)
If significant variance occurs between Quarterly Financial performance and Annual Financial Statements, the management shall explain about the variance
Remuneration to directors including independent directors
N/A
N/A
N/A
N/A
The Director's Report shall include the following additional statements:
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201768
Annexure
TitleConditionNo.
Compliance Status(“√” has been put in
the appropriatecolumn)
Remarks(if any)
Complied NotComplied
1.5 (xi)
1.5 (xii)
1.5 (xiii)
1.5 (xiv)
1.5 (xv)
1.5 (xvi)
1.5 (xvii)
1.5 (xviii)
1.5 (xix)
1.5 (xx)
1.5 (xxi)
1.5 (xxi) (a)
1.5 (xxi) (b)
1.5 (xxi) (c)
1.5 (xxi) (d)
1.5 (xxii) 1.5 (xxii)(a)
1.5 (xxii)(b)
1.5 (xxii)(c)
2.0
2.1
2.2
3.0
3 (i)
3 (ii)
The financial statements present fairly its state of a�airs, the result of its operations, cash flows and changes in equity
Proper books of account have been maintained
Adaptation of appropriate accounting policies & estimates
IAS/BAS/IFRS/BFRS, as applicable in Bangladesh, have been followed and adequate disclosure for any departure
The system of Internal control is sound in design and has been e�ectively implemented and monitored
Going Concern (ability to continue as going concern)
Highlight and explain significant deviations from the last year’s operating results
Key operating and financial data of at least preceding 5(five) years shall be summarized
Reason for non-declaration of Dividend
The number of Board meetings held during the year and attendance by each director
Pattern of shareholding and name wise details (disclosing aggregate number of shares):
Parent/Subsidiary/Associated Companies and other related parties
Directors, Chief Executive O�cer (CEO). Company Secretary (CS), Chief Financial O�cer (CFO), Head of Internal Audit (HIA) and their spouses and minor children
Executives
Shareholders holding ten percent (10%) or more voting interest in the company
In case of the appointment/re-appointment of a director, disclose:
a brief resume of the director
nature of his/her expertise in specific functional areas
names of companies in which the person also held the directorship and the membership of committees of the board
Chief Financial O�cer, Head of Internal Audit & Company Secretary
Appointment of CFO, HIA and CS and defining their respective roles. responsibilities & duties
The CFO and the CS shall attend the meeting of the Board of Directors
Audit Committee
The Audit Committee shall be the sub-committee of the BoD
The Audit Committee shall assist the BoD in ensuring that the financial statements reflect true and fair view of the state of a�airs of the company and in ensuring a good monitoring system within the business.
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
N/A
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 69
Annexure
TitleConditionNo.
Compliance Status(“√” has been put in
the appropriatecolumn)
Remarks(if any)
Complied NotComplied
3 (iii)
3.1
3.1 (i)
3.1 (ii)
3.1 (iii)
3.1 (iv)
3.1 (v)
3.1 (vi)
3.2
3.2 (i)
3.2 (ii)
3.3
3.3(i)
3.3(ii)
3.3(iii)
3.3(iv)
3.3(v)
3.3(vi)
3.3(vii)
3.3(viii)
3.3(ix)
3.3(x)
The Audit Committee shall be responsible to the BoD . The duties of the Audit Committee shall be clearly set forth in writing
Constitution of the Audit Committee
The Audit Committee shall be composed of at least 3 members
The BoD shall appoint members of the Audit Committee who shall be directors of the company and shall include at least 1 (one) Independent Director
All members of the audit committee should be "financially literate" and at least 1 (one) member shall have accounting or related financial management experience
Expiration of the term of service of Audit Committee members making the number lower than 3 (three) and fill up the vacancy (ies) by the Board not later than 1 (one) month from the date of vacancy(ies)
The Company Secretary shall act as the secretary of the Audit Committee
The quorum of the Audit Committee meeting shall not constitute without at least 1(one) independent director
Chairman of the Audit Committee
The BoD shall select the Chairman of the Audit Committee, who shall be an Independent Director
Chairman of the audit committee shall remain present in the AGM
Role of Audit Committee
Oversee the financial reporting process
Monitor choice of accounting policies and principles
Monitor Internal Control Risk Management process
Oversee hiring and performance of external auditors
Review the annual financial statements before submission to the board for approval
Review the quarterly and half yearly financial statements before submission to the board for approval
Review the adequacy of internal audit function
Review statement of significant related party transactions submitted by the management
Review Management Letters/Letter of Internal Control weakness issued by statutory auditors
Disclosure to the Audit Committee about the uses/applications of IPO funds by major category (capital expenditure, sales and marketing expenses, working capital, etc), on a quarterly basis, as a part of their quarterly declaration of financial results. Further, on an annual basis, shall prepare a statement of funds utilized for the purposes other than those stated in the prospectus
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
N/A
N/A
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201770
Annexure
TitleConditionNo.
Compliance Status(“√” has been put in
the appropriatecolumn)
Remarks(if any)
Complied NotComplied
3.4
3.4.1
3.4.1(i)
3.4.1(ii)(a)
3.4.1(ii)(b)
3.4.1(ii)(c)
3.4.1(ii)(d)
3.4.2
3.5
4.0
4.0 (i)
4.0 (ii)
4.0 (iii)
4.0 (iv)
4.0 (v)
4.0 (vi)
4.0 (vii)
4.0 (viii)
4.0 (ix)
5
5(i)
5(ii)
5(iii)
5(iv)
Reporting of the Audit Committee
Reporting to the Board of Directors
Reporting to BoD on the activities of the Audit Committee
Reporting to BoD on conflicts of interests
Reporting to BoD on any fraud or irregularity or material defect in the internal control system
Reporting to BoD on suspected infringement of laws
Reporting to BoD on any other matter
Reporting to BSEC (if any material impact on the financial condition & results of operation, unreasonably ignored by the management)
Reporting to the Shareholders of Audit Committee activities, which shall be signed by the Chairman and disclosed in the Annual Report
External / Statutory Auditors
Non-engagement in appraisal or valuation services or fairness opinions
Non-engagement in designing and implementation of Financial Information System
Non-engagement in Book Keeping or other services related to the accounting records or financial statements
Non-engagement in Broker-dealer services
Non-engagement in actuarial services
Non-engagement in internal audit services
Non-engagement in any other services that the Audit Committee determines
No partner or employees of the external audit firms shall possess any share of the company during the tenure of their assignment
Audit/ certification services on compliance of corporate governance as required under clause (i) of condition No. 7
Subsidiary Company
Provisions relating to the composition of the BOD of the holding company shall be made applicable to the composition of the BoD of the subsidiary company
At least 1(one) Independent Director on the BoD of the holding company shall be a director on the BoD of the subsidiary company.
The minutes of the Board meeting of the subsidiary company shall be placed for review at the following Board meeting of the holding company
The minutes of the respective Board Meeting of the holding company shall state that they have reviewed the a�airs of the subsidiary company also
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
N/A
N/A
N/A
N/A
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 71
Annexure
TitleConditionNo.
Compliance Status(“√” has been put in
the appropriatecolumn)
Remarks(if any)
Complied NotComplied
5(v)
6.0
6(i)
6 (i)(a)
6 (i)(b)
6 (ii)
7.0
7 (i)
7 (ii)
√
√
√
√
√
√
N/AThe Audit committee of the holding company shall also review the financial statements, in particular the investments made by the subsidiary company
The CEO and CFO shall certify to the Board that they have reviewed financial statements for the year and that to the best of their knowledge and belief:
These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading
These statements together present a true and fair view of the company's a�airs and are in compliance with existing accounting standards and applicable laws
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
Reporting and Compliance of Corporate Governance
Obtaining certificate from a practicing Professional Accountant/Secretary regarding compliance of conditions of Corporate Governance Guidelines of the BSEC and include in the Annual Report
Directors statement in the directors' report whether the company has complied with these conditions
Duties of Chief Executive O�cer (CEO) and Chief Financial O�cer (CFO)
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201772
Annexure
Annexure IX
CSR reflects an organization’s commitment towards improving the society’s wellbeing and it also serves to enhance the organization’s image. M. I. Cement Factory Ltd. does not consider business is all about maximizing profit; rather it believes in contribution towards the society as a social obligation and in which our customers, investors like to be more engaged with. Thus M. I. Cement Factory Ltd. always tries to explore thoughtful, comprehensive approaches to corporate citizenship that we believe aligns with Company’s values and maximizes the impact it can make as a corporation. We primarily focus on specific societal issues; Followings are the few CSR initiatives that we have carried on last year:
Warm Clothes Giving DriveThough the poverty incidence in our country is decreasing but still a significant number of our total population is living below the poverty line. Many of them live as refugees or in slums. During the winter they su�er a lot, even die from various seasonal diseases. As we feel their su�erings, we are arranging many warm clothes giving drives throughout the mostly a�ected parts of the country in winter.
Donation to the Prime Minister’s Education Assistance TrustThis year we also donated a substantial amount to the Prime Minister’s Education Assistance Trust.
Donation and ConstructionWe believe philanthropic contribution is the most e�ective way to eradicate social disparity. Thus our Company has been donating significant amount of money to the people, those who are su�ering from social di�erence. Several students for their higher education, aid for hajj program for the deprived people, humanity program, free medicine distribution, aid for poor patient and so on are our regular donating program throughout the year. In addition to the above mentioned activities, during the year we also donated to a Mosque Fund at DOHS, Mirpur.
Education of the BlindsDisabled Childs are the neglected in our society. As they are part of our society we need to nurture them to make them e�cient to our society. Thus our company has been donating a regular amount of money to several Blind students in their education which is removing the darkness of illiteracy.
Merit ScholarshipAs the poor student doesn’t have the financial support for their education along with their other needs. We are providing several poor students with proper financial assistance to support their education.
Fire Service & Civil DefenseFire Service and Civil Defense is a service oriented first responding government organization of the Peoples Republic of Bangladesh under the Ministry of Home A�airs. The activity of the organization is devoted for the peoples. They organized various awareness programs to aware general peoples on various disasters. Recently Crown Group has sponsored an awareness & Sensitizing Seminar on “Earthquake Vulnerability Preparedness and Way Forward” which was organized by the Fire Service and Civil Defense.
Environmental & Social ObligationsCrown Group recognizes that various human activities leave harmful e�ects on ecological systems, climate and public health. In connection, the organization has made a commitment towards promoting sustainable environmental practices through all its activities. To grow a healthy environment we have donated “Gulshan Joggers Society, a club of the walkers at Gulshan Park” for organizing their awareness program for motivating the city people in living healthy life.
Sports and CulturalWe, Crown Group are most enthusiastic in sponsoring various Sports, which is the healthiest recreation for us. We have sponsored many Cricket tournament, Football tournament, Training program for young cricketers and so on all over the year. We also contribute to the religious festivals of various religions throughout the country.
CSR Activities
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 73
Int’l Projects
INTERNATIONALPROJECTS
Indira Gandhi MemorialHospital at Agartala,India made withCrown Cement
Largest Data CentreHi-Tech Park inBangladeshlocated at Kaliakoir,Gazipur is beingmade withCrown Cement.
Flyover atAgartala, Indiamade withCrown Cement.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201774
Highlight of the Events
HIGHLIGHTOF THE EVENTS
Mr. Mollah Mohammad Majnu, Additional Managing Director handing over the Cheque toValerie Ann Taylor being donation to the Centre for the Rehabilitation of the Paralyzed (CRP) for supporting their Rehabilitation Project.
Mr. Md. Alamgir Kabir, Additional Managing Director is receiving the National Export Trophy (Bronze) from the honorable Prime Minister Sheikh Hasina for the year 2013-2014 (Awarded in 2017).
Signing with LOESCHE Innovative Engineering Germany - CNBM International Engineering Co. Ltd. for establishing our 5th Unit with latest Ultra Modern Technology.
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 75
HIGHLIGHTOF THE EVENTS
Highlight of the Events
Mr. Mohammed Jahangir Alam, Chairman and Alhaj Md. Khabiruddin Mollah, Managing Director is handing over the Crest to extend reception for honoring our Heroes of the Liberation War, 1971 for their greatest contribution.
Mr. Md. Habibur Rahman Mollah, FCA, Executive Director is handing over the Key of a Microbus being donation from M. I. Cement Factory Limited to Mr. A. A. M. S. Are�n Siddique, Vice-Chancellor of Dhaka University for the use of the O�ce of the Controller of Examinations.
Winner Team of the Rise High Bangladesh Competition Sponsored by M. I. Cement Factory Limited in association with the Daily Star for promoting the Innovative Export Ideas.
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-201776
Auditors' Report
AUDITORS'REPORT
To the Shareholders ofM. I. Cement Factory Limited
Report on the Financial StatementsWe have audited the accompanying financial statements of M. I. Cement Factory Limited ("the Company") which comprise the statement of financial position as at 30 June 2017, and the statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory information.
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 77
Auditors' Report
Management's responsibility for the Financial StatementsManagement is responsible for the preparation and fair presentation of financial statements in accordance with Bangladesh Financial Reporting Standards (BFRS), the company's accounting policy, the Companies Act, 1994, the Securities and Exchange Rules, 1987 and other applicable laws and regulations and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
Auditors' ResponsibilityOur responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Bangladesh Standards on Auditing (BSAs). Bangladesh Standards on Auditing require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the e�ectiveness of the entity's internal control. An audit also includes the evaluation of the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is su�cient and appropriate to provide a basis for our opinion.
OpinionIn our opinion, the financial statements give a true and fair view of the financial position of the Company as at 30 June 2017, and of its financial performance and its cash flows for the year then ended in accordance with Bangladesh Financial Reporting Standards (BFRSs), the Companies Act, 1994, the Securities and Exchange Rules, 1987 and other applicable laws and regulations.
Report on Other Legal and Regulatory Requirements
We also report that:
i) we have obtained all the information and explanation which to the best of our knowledge and belief were necessary for the purpose of our audit and made due verification thereof;
ii) in our opinion, proper books of account as required by law have been kept by the company so far as it appeared from our examination of those books;
iii) the statement of financial position and statement of profit or loss and other comprehensive income dealt with by the report are in agreement with the books of account; and
iv) the expenditure incurred was for the purpose of the Company's business.
Syful Shamsul Alam & Co.Chartered Accountants
Dated, Dhaka22 October 2017
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-201778
Financial Statements
Statement of Financial PositionAs at 30 June 2017
ASSETSNon- current assetsProperty, plant and equipmentsCapital work in progress
Investment in associate companies
Current assetsInvestment in sharesInventoriesTrade receivablesCurrent account with sister concernsOther receivablesAdvances, deposits and prepaymentsAdvance income taxCash and cash equivalents
TOTAL ASSETS
EQUITY AND LIABILITIESShareholders' equityShare capitalShare premiumRetained earningsRevaluation reserve
LIABILITIESNon-current liabilitiesLong term borrowing net o� current maturityLiabilities for gratuity Deferred tax liability
Current liabilities and provisionTrade payablesOther payablesCurrent portion of long term borrowingsShort term loanProvision for tax liabilitiesLiabilities for WPPFPayable to IPO applicantsUnclaimed dividendTOTAL LIABILITIESTOTAL EQUITY AND LIABILITIESNet Asset Value per share
45
6
7891011121314
1516
1718
19.01
202122232425
36
7,582,097,442 4,709,505,952 2,872,591,490
198,584,589
10,138,764,676 379,375,055 980,360,894 1,610,719,068 916,032,230 190,901,018 712,669,413
1,492,092,598 3,856,614,400
17,919,446,707
7,097,794,749 1,485,000,000 2,956,560,000
1,996,018,828 660,215,921
2,448,880,657 1,829,140,112
92,279,541 527,461,004
8,372,771,301 234,043,729
255,251,109 259,050,872
6,909,413,890 636,268,528
42,994,185 12,772,304 22,976,684
10,821,651,958 17,919,446,707
47.80
5,416,696,077 4,951,214,875 465,481,202
133,919,313
8,609,003,487 130,919,903
797,868,489 1,065,262,109 969,556,496
75,030,322 730,491,856 1,156,538,198 3,683,336,114
14,159,618,877
6,724,823,855 1,485,000,000 2,956,560,000 1,596,350,972
686,912,883
713,546,019 129,371,414 80,286,677
503,887,928
6,721,249,003 349,900,640 270,338,013 483,395,584
5,064,048,878 469,928,794 49,000,462
12,833,356 21,803,276
7,434,795,022 14,159,618,877
45.29
The annexed notes 1 to 44 form an integral part of these financial statements.
30.06.2017 Taka
30.06.2016 Taka
Notes
Syful Shamsul Alam & Co.Chartered Accountants
Dated, Dhaka22 October 2017
Shahriar Istiaq Halim, FCAChief Financial O�cer
Md. Mozharul Islam, FCSCompany Secretary
Alhaj Md. Khabiruddin MollahManaging Director
As per our report of same date.
Md. Almas ShimulDirector
Mohammed Jahangir AlamChairman
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 79
Statement of Profit or Loss and other Comprehensive IncomeFor the year ended 30 June 2017
Revenue
Cost of sales Gross profit Other operating income Administrative expenses Selling and distribution expenses Operating profit Non-operating income Finance cost Finance income Share of profit from associates Profit before WPPF & income tax Workers' profit participation fund (WPPF) Profit before income tax Income tax expenses Current tax Deferred tax Net profit after tax for the year Earnings per share
26
27
28
29
30
31
32.01
32.02
34
3333
35
9,439,820,021
(7,829,382,292)
1,610,437,729
108,535,500
(209,406,229)
(399,790,016)
1,109,776,984
58,694,471
(499,434,000)
169,175,158
64,665,276
902,877,889
(42,994,185)
859,883,704
(166,339,734) (32,464,873)
(198,804,607)
661,079,097
4.45
9,016,548,629
(7,357,193,511)
1,659,355,118
40,086,000
(150,300,608)
(353,005,066)
1,196,135,444
33,860,900
(466,095,750)
228,145,544
36,963,569
1,029,009,706
(49,000,462)
980,009,244
(177,534,373) (58,227,046) (235,761,419)
744,247,825
5.01
The annexed notes 1 to 44 form an integral part of these financial statements.
2016-2017 Taka
2015-2016 Taka
Notes
Syful Shamsul Alam & Co.Chartered Accountants
Dated, Dhaka22 October 2017
Shahriar Istiaq Halim, FCAChief Financial O�cer
Md. Mozharul Islam, FCSCompany Secretary
Alhaj Md. Khabiruddin MollahManaging Director
As per our report of same date.
Md. Almas ShimulDirector
Mohammed Jahangir AlamChairman
Financial Statements
M.I. CEMENT FACTORY LTD.I Annual Report I 2016-201780
Bal
ance
as
on
01
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30 J
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1,4
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00
-
-
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1,4
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00
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1,4
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00
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-
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00
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1,5
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,972
(29
7,0
00
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26
,69
6,9
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66
1,079
,09
7
8,8
91,7
97
1,9
96
,018
,828
1,2
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82,
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1,7
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-
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537
,319
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2,9
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Financial Statements
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 81
Statement of Cash FlowsFor the year ended 30 June 2017
Cash flows from operating activities Cash received from customers Cash received from other operating income Cash received from non operating income Cash received from financial activities Cash paid to suppliers & employees Cash paid for operating expenses Income tax paid Net cash flows from operating activities
Cash flows from investing activities Acquisition of property, plant and equipments Proceeds from sale of property, plant and equipmentsIncrease/ (decrease) of payment for capital work in progressInevestment in shares Paid to associates companies Net cash used in investing activities Cash flows from financing activities Receipt of short term loan Repayment of term loan Paid against financial expenseIncrease of IPO application funds due to foreign exchange fluctuationDividend paid Net cash flows from financing activities Net increase in cash and cash equivalents Cash and cash equivalents at beginning of the year Cash and cash equivalents at end of the year (note: 14)
Net operating cash inflows per share
8,894,363,062 -
14,756,307 161,839,962
(7,796,280,620) (681,999,330)
(335,554,400) 257,124,981
(132,996,285) 907,700
(2,407,110,288) (201,406,395)
53,524,266 (2,687,081,002)
1,845,365,012
1,475,423,986 (421,667,047)
(61,052) (295,826,592)
2,603,234,307
173,278,286 3,683,336,114
3,856,614,400
1.73
9,097,768,811 1,252,505
31,567,206 245,910,149
(6,817,096,343) (715,769,873)
(257,434,738) 1,586,197,717
(720,328,318) 12,167,085
(352,968,843) (2,399,138)
(56,439,102) (1,119,968,316)
921,432,115 (372,397,770) (466,095,750)
(6,865) (368,241,289)
(285,309,559)
180,919,842 3,502,416,272 3,683,336,114
10.68
2016-2017 Taka
2015-2016 Taka
Dated, Dhaka22 October 2017
Shahriar Istiaq Halim, FCAChief Financial O�cer
Md. Mozharul Islam, FCSCompany Secretary
Alhaj Md. Khabiruddin MollahManaging Director
As per our report of same date.
Md. Almas ShimulDirector
Mohammed Jahangir AlamChairman
Financial Statements
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-201782
Notes
Notes to the Financial StatementsFor the year ended 30 June 2017
1.00 Incorporation and legal status
M. I. Cement Factory Limited (hereinafter referred to as "the Company" or ''MICFL'') was incorporated on 31 December 1994 under the Companies Act 1994 as a Public Limited Company in Bangladesh. The Company subsequently went for Initial Public O�ering of shares in January 2011 which was fully subscribed and issued. The Company was listed with Chittagong Stock Exchange Limited (CSE) on 5 May 2011 and Dhaka Stock Exchange Limited (DSE) on 18 May 2011.
The registered o�ce of the Company is situated at West Mukterpur, Munshiganj and the corporate o�ce is situated at Delta Life Tower (3rd & 6th floor), Plot No. 37, Road No. 45 (South) & 90 (North), Gulshan- 2, Dhaka- 1212.
The Company has five associate companies namely Crown Power Generation Ltd. (CPGL), Crown Mariners Ltd. (CML), Corwn Polymer Bagging Ltd. (CPBL), Crown Cement Concrete and Building Products Ltd. (CCCBPL) and Crown Transportation & Logistics Ltd. (CTLL).
2.00 Nature of activities
The principal activities of the Company are manufacturing and marketing of Portland Cement (PC) and Portland Composite Cement (PCC), the Company has been marketing its products with the brand name “Crown Cement”. In addition to sale of Company's products in the local market, the Company also exports it's products to India. The plant of the Company is equipped with world famous O-Sepa Separator.
3.00 Summary of significant accounting and valuation policies
The accounting policies applied in the preparation of the financial statements are set out below. These policies have been applied consistently to all the years presented. The specific accounting policies selected and applied by the Company’s management for significant transactions and events that have a material e�ect in preparation and presentation of financial statements are in compliance with the framework of Bangladesh Financial Reporting Standards (BFRSs).
3.01 Basis of preparation of the Financial Statements
(a) Accounting standards
The financial statements of the Company have been prepared in accordance with Bangladesh Financial Reporting Standards (BFRSs) and the requirements of Bangladesh Securities and Exchange Rules, 1987, the Companies Act, 1994 and other applicable laws and regulations.
(b) Accounting convention
The financial statements are prepared under the historical cost model except property, plant and equipments which have been measured under revaluation model. The Company classified the expenses using the function of expenses method as per BAS-1 (Presentation of Financial Statements).
(c) Critical accounting estimates, assumptions and judgments
The preparation of Financial Statements, complying BFRS, requires the use of certain critical accounting estimates.
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 83
Notes
It also requires management to exercise their judgment in ascertaining assumption in the process of applying the Company’s accounting policies and reported amount of assets, liabilities, income and expenses. Such estimates are prepared on the assumption of going concern and are established based on currently available information. Changes in facts and circumstances may result in revised estimates and actual results could di�er from the estimates.
Significant estimates are made by management in the preparation of the financial statements include assumptions used for depreciation, allowance for receivables, deferred taxes and provisions for employees benefits.
(d) Re-arrangement of figures
Previous year figures have been re-arranged wherever necessary to conform to the current year's presentation.
3.02 Foreign currency translation/transaction
Foreign currency transactions are recorded at the applicable rates of exchange prevailing at the transaction date in accordance with BAS-21 (The e�ects of changes in foreign exchange rates) and the resultant gain/loss is recognised in the financial statements. Monetary assets and liabilities denominated in foreign currencies are translated at the rates prevailing on the reporting date. Exchange di�erences at the statement of financial position date are recognized in the statement of comprehensive income.
3.03 Property, plant and equipments (PP&E)
Tangible fixed assets are accounted for according to BAS-16 (Property, plant and equipments) either at historical cost or at revaluation less cumulative depreciation and the capital work-in-progress is stated at cost. Historical cost includes expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the assets' carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. Repair and maintenance costs are charged to the Statement of Profit or Loss and Other Comprehensive Income during the financial period in which they are incurred.
Depreciation on assets other than land is calculated using the reducing balance method or straight line method over their estimated useful lives at the following rates:
Category of PP&E Rate (%) Depreciation Method
Mother vessel 5 Straight line
Buildings 5 Reducing balance
Plant and machinery 10 Reducing balance
Furniture 10 Reducing balance
Decoration 20 Straight line
Equipment 20 Straight line
Computers 33.33 Straight line
Transport and vehicles 10-15 Reducing balance
Other assets 10-20 Reducing balance
Depreciation method, useful lives and residual values are reviewed at each reporting date.
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-201784
Notes
In respect of addition to fixed assets, depreciation is charged from the month of addition while no depreciation is charged in the month of disposal.
68 no. of transport vehicles / vessels owned by the Company are being operated by Crown Transportation and Logistics Limited. No related income and expenses except depreciation has been recognized in the financial statements.
In accordance with the provision of BAS-36: (Impairment of assets) no impairment indication has been observed till reporting date.
3.04 Inventories
Inventories are valued in accordance with BAS-2 (Inventories) at the lower of cost and net realizable value. The cost of inventories is based on weighted average method. The cost of finished goods comprises raw materials, packing materials, direct labour, other direct and related production overheads (based on normal capacity) and production related depreciation.
3.05 Trade receivable, current account with sister concern and other receivables Trade receivables are recognised and carried at original invoiced amount. Receivables are stated at net o� provision for doubtful debts. Provision is made in these accompanying financial statements complying the Company's policy and receivables are written o� when the debts became finally irrecoverable. Further, management has assessed the objective evidence regarding capacity of repayment of its sister concerns and impairment provision, if any, is made in these accompanying financial statements complying the Company's policy.
3.06 Cash and cash equivalents It includes cash in hand and bank deposits those are available for use by the Company having insignificant risk of changes in value of these current assets.
3.07 Employee benefits (a) Defined contribution plan
The Company operates an equal contributory provident fund for its permanent employees, provision for which is being made monthly as per the rules. The fund is recognized by the National Board of Revenue (NBR) and is administered by a Board of Trustees. This is a funded scheme and separate accounts are maintained for this fund.
(b) Defined benefits plan
This represents an unfunded gratuity scheme for its permanent employees. One latest basic salary is allocated to employees for the year(s) of service rendered who have not completed ten years while one and a half latest basic salary is allocated in same manner who have completed ten years of service in the Company.
No actuarial valuation was done for liability on account of gratuity. Had any actuarial valuation been carried out the di�erence between current provision and actuarial valuation would have been nominal as internally assessed by the management.
(c) Group insurance benefit
The permanent employees of the Company are covered under a group insurance scheme and insurance premium is being charged to statement of Profit or Loss and Other Comprehensive Income.
(d) Workers' profit participation fund (WPPF)
The Company recognizes a provision and expenses for Workers' Profit Participation @ 5% of net profit as per relevant Act.
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 85
Notes
(e) Leave encashment benefit
The permanent employees of the Company are entitled to encash earned leave in pursuant to the leave encashment policy consistently applied and approved by the Board. The Company calculates benefit for leave encashment on a calendar year basis.
3.08 Trade and other payablesLiabilities are recorded at the amount payable for settlement in respect of goods and services received by the Company.
3.09 Provisions Provisions are recognized in accordance with BAS-37 (Provisions, contingent liabilities and contingent assets). The Company recognises a provision when there is a present obligation, legal or constructive, as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate of the amount of the obligation can be made.
3.10 Revenue recognition(a) The Company recognizes sales when products are dispatched and risks and rewards are also
transferred to the buyers;
(b) Interest income on bank deposits is recognized once credited to the Company accounts maintained with the respective banks.;
(c) Income from mother vessel, when it is being chartered out, is recognized on the basis of contractual agreement between the company and Crown Maritime and Shipping Services.;
(d) Dividend income from investment in shares is recognized when the shareholder's right to receive payment is established;
(e) Other income is recognized on accrual basis.
3.11 Advertising and promotional expenses All costs associated with advertising and promotional activities are charged out in the year of occurrence.
3.12 Allocation of directors' remuneration Directors' remuneration is allocated to di�erent departments like administration, factory and selling and distribution on the basis of the functions performed by them for the Company.
3.13 Allocation of depreciation Depreciation is allocated to factory, administrative and selling & distribution overheads on the basis of utilization of assets by the function of the Company.
3.14 Income tax(a) Current tax
Provision is made at the ruling rate of tax as per the Finance Act, 2017.
(b) Deferred tax
Deferred tax is recognized using the balance sheet method. Deferred tax arises due to temporary di�erence, deductible or taxable, for the events or transaction is recognized in the statement of profit or loss and other comprehensive income. A temporary di�erence is the di�erence between the tax base of an asset or liability and its carrying amount/reported amount in the statement of financial position. Deferred tax assets or liability is the amount of income tax recoverable or payable in future period (s) recognized in the current period. The deferred tax liability/expense does not create a legal liability /recoverability to and from the income tax authority.
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-201786
Notes
3.15 Investment in associate companies Associate companies are those where the Company has direct investment and significant influence over their financial and operating policy decisions but has no control or joint control over those policies.
Associate companies use similar accounting policies and investment in such are accounted for following the equity method and recognised in the statement of financial position at cost plus proportionate share of post acquisition profit or loss wherever applicable. Proportionate share of losses in associate companies are recognised to the extent that it does not exceed the investment at cost. Appropriate adjustment has been made for the e�ects of significant transaction on events of the associate (s) where date of financial statement preparation is di�erent. More than three months where the mismatch between the reporting date of associate and parent is di�erent by no more than three months, deviation has been considered complying BAS-28 (Investments in associates and joint ventures).
3.16 Investment in shares Investment in shares which are actively traded on a quoted market are designated at fair value (market price) through statement of profit or loss and other comprehensive income. Gains or losses arising from a change in the fair value of such financial assets are recognized in the statement of Profit or Loss Other Comprehensive Income accordingly.
3.17 Cash flows statement
Cash flows statement is prepared principally in accordance with BAS-7 (Cash flows statement) and the cash flows from operating activities have been presented under direct method.
3.18 Segment information The Company is primarily engaged in the manufacturing and selling of similar type of products; this forms the focus of the Company's internal reporting system. The Company's business is not organized in di�erent products/ geographical components. Hence, segmentation within a wide portfolio of products/ geographical location is not a part of the regular internally reported financial information to the operating decision makers. Therefore, it is not possible to segment the Company's results by products/ geographic location which might involve a high degree of estimation.
3.19 Date of authorization
The Board of Directors has authorised the financial statements on 22 October 2017 for publication.
3.20 General
These financial statements are presented in Bangladesh Taka which is functional and presentation currency of the Company. Figures have been rounded o� to the nearest Taka.
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 87
Notes
30.06.2017 Taka
30.06.2016 Taka
4.00 Property, plant and equipments
A. CostOpening balance 6,828,936,594 5,754,106,838 Add : addition during the year 153,253,927 1,088,789,650 6,982,190,521 6,842,896,488 Less : disposal during the year 73,615,974 13,959,894 Total (A) 6,908,574,547 6,828,936,594 B. Accumulated depreciation Opening balance 1,877,721,719 1,550,555,002 Add : charged during the year 360,050,294 328,959,526 2,237,772,013 1,879,514,528 Less : adjustment for disposal during the year 38,703,418 1,792,809 Total (B) 2,199,068,595 1,877,721,719 C. Carrying amount (A-B) 4,709,505,952 4,951,214,875 A separate schedule of property, plant and equipments is given in annexure-A.
4.01 Revaluation reserveProperty, plant and equipments of the Company were revalued by a firm of M/s. S. F. Ahmed & Co., Chartered Accountants as on 30 June 2016, following "Market Approach".
5.00 Capital work in progressMachineries and equipments 1,477,638,849 108,360,886
Building construction 327,039,906 109,025,990
Construction of slag shed 160,468,389 48,665,487
Construction of silo 266,058,571 149,797,434
Jetty construction 4,839,756 3,378,069
Mother vessel 469,028,350 -
Others 167,517,670 46,253,337
2,872,591,490 465,481,202
6.00 Investment in associate company (note 3.15) Crown Power Generation Limited (CPGL) - -
Add : share of profit/(loss) from investment - -
(a) Net investment in CPGL - -
Crown Mariners Limited (CML) 133,919,313 96,955,744
Add : share of profit from investment 64,665,276 36,963,569
(b) Net investment in CML 198,584,589 133,919,313
Crown Cement Concrete and Building Products Limited (CCCBPL) - -
Less : share of profit/(loss) from investment - -
(c) Net investment in CCCBPL - -
Crown Transportation & Logistics Limited (CTLL) - -
Add : share of profit/(loss) from investment - -
(d) Net investment in CTLL - -
Net investment in associate companies (a+b+c+d) 198,584,589 133,919,313
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-201788
Notes
6.01 Summarized key financial information of the associate companies are presented below in accordance with BAS-28 (Investment in associates).
Share of Losses of associate companies are recognized in the financial statements to the extent it does not exceed the carrying amount 'Investment in associates'.
7.00 Investment in shares
Opening balance 130,919,903 126,227,071
Add : addition during the year 219,806,488 13,754,149
Less : disposal during the year 15,079,262 13,171,125
335,647,129 126,810,095
Add : Unrealised gain/(loss) from fair valuation 43,727,926 4,109,807
379,375,055 130,919,903
Financial statements (un-audited) as of
% of MICFL stakeInitial investmentTotal assets Total liabilities Revenue Profit or (loss) Accumulated profit/ (loss)Unrecognized losses of associate companies
30.06.2017
20 500,000
2,000,798,578891,830,075651,864,307323,326,381976,413,003
-
30.06.2017
20 500,000
724,939,650 898,418,766 597,325,750 (34,175,672) (175,979,116)
(35,695,823)
30.06.2017
20
500,000 2,375,999,688 2,270,155,640 3,000,509,696
10,399,214 (108,344,048)
(22,168,810)
30.06.2017
50 2,000,000
106,863,398 107,811,197
36,168,240 (14,950,107) (21,497,491)
(12,748,745)
Particulars
CrownMarinersLimited(CML)
CrownTransportation
& LogisticsLimited(CTLL)
Crown CementConcrete and
Building ProductsLimited
(CCCBPL)
CrownPower
GenerationLimited(CPGL)
30.06.2017 Taka
30.06.2016 Taka
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 89
Notes
Break- up of investment in shares:
Bank Asia Ltd. 68,437 1,103,378 1,177,116 Beximco Pharma Ltd. 253,482 23,074,457 28,643,466 Delta Life Insurance Ltd. 4,458 6,169,637 6,381,342 Jamuna Oil Co. Ltd. 148,830 27,057,294 30,822,693 Meghna Petroleum Ltd. 21,875 3,648,861 4,383,750 National Bank Ltd. 417,032 2,934,754 4,837,571 One Bank Ltd. 1,645,200 22,596,041 34,549,200 Prime Bank Ltd. 24,200 381,999 551,760 Rupali Bank Ltd. 45,001 946,994 1,251,028 Social Islami Bank Ltd. 57,750 751,240 1,299,375 South East Bank Ltd. 167,665 2,669,949 3,101,803 Square Pharma Ltd. 234,425 57,205,426 68,006,693 Titas Gas Ltd. 55,618 2,681,828 2,814,271 Eastern Bank Ltd. 722,326 20,087,556 25,281,410 Uttara Bank Ltd. 9,334 192,677 228,683 BSRM Steel Ltd. 133,598 13,063,252 12,144,058 Meghna Life Insurance Ltd. 6,654 361,545 369,962 Phoenix Insurance Ltd. 6,315 124,406 161,033 Peoples Insurance Ltd. 2,700 37,202 59,130 Asia Pacific Insurance Ltd. 1,343 18,131 30,620 Saihamcot Ltd. 15,199 342,840 267,502 Malek Spinning Ltd. 4,039 68,259 92,493 United Finance Ltd. 5,609 94,294 120,033 Uttara Finance Ltd. 1,509 79,826 88,427 Shaihamtex Ltd. 5,552 161,756 118,258 First Lease Finance and Investment ltd. 7,179 20,976 76,097 Rupali Insurance Ltd. 5,603 70,041 101,975 United Commercial Bank Ltd. 269,289 5,673,629 5,816,642 Bangladesh Industrial Finance Company Ltd. 1,240 12,844 12,276 Exim Bank Ltd. 3,050 27,255 37,210 Summit Purbachol Power Company Ltd. 280,157 11,052,789 11,430,406 Keya Cosmetics Ltd. 237 1,915 3,484 Reliance One the 1st scheme of reliance mutual fund 1,439 15,378 15,829 C N A Textiles Ltd 7,644 58,564 81,026 Lafarge Surma Cement Ltd. 5,989 442,823 376,708 IDLC Finance Ltd. 67,916 5,863,549 4,808,453 Agni Systems Ltd. 1,878 32,141 49,955 ACI Formulations Ltd. 9,094 4,243,305 4,697,051 Prime Finance And Investment Ltd. 7,281 82,171 85,916 Mobil Jamuna Bangladesh Ltd. 105,000 10,859,112 12,757,500 Batashoe 32 35,887 36,202 ICB AMCL Third NRB Mutual Fund 33,499 153,551 267,992 Orion Pharma Ltd. 1,954 73,405 99,263 Power Grid 4,027 223,625 209,807 Reliance Insurance Company Ltd. 166 21,711 7,935 Trust Bank Ltd. 2,343 53,596 61,855 Square Textile 640 43,116 43,328 DSSL 5,000 88,578 107,500 Grameenphone Ltd. 75,952 22,030,656 26,157,869 Heidelberg Cement BD 25,900 14,464,469 11,629,100 AAMRATECH 20,000 691,525 830,000 Confidence Cement 115,000 14,606,372 15,479,000 Mutual Trust Bank Ltd. 200,000 4,656,240 4,920,000 NCC Bank Ltd. 500,000 7,083,721 6,700,000 Shasha Denims Ltd. 110,000 8,338,930 7,491,000 The ACME Laboratories Ltd. 70,000 7,084,999 8,099,000 Apex Tannery 114,000 18,718,042 17,328,000 Linde Bangladesh Ltd. 10,000 12,968,618 12,775,000 Total 6,179,660 335,647,129 379,375,055
Investment in shares has been measured at fair value of the respective shares last trading prices as of 30 June 2017 as per the requirement of BFRS-9 (Financial Instruments).
Name of shares Quantity Cost(in Taka)
Market value(in Taka)
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-201790
Notes
8.00 Inventories Closing stock
Clinker
Gypsum
Slag
Fly ash
Lime stone
Cement grinding aid
Izonil
Finished cement
Bags
Stores & spare parts
Inventory in transit
Clinker
9.00 Trade receivables Corporate
Dealers
Distributors
Other customers
Transport bill
Less : allowance for doubtful debt
Trade receivables net of allowance for doubtful debt
157,787,979
80,596,816
232,692,022
107,647,106
49,220,420
84,271,644
23,999,691
2,165
2,803,350
241,154,616
980,175,808
185,086
185,086
980,360,894
434,882,461
783,861,131
143,186,234
270,695,938
193,200
1,632,818,964
22,099,896
1,610,719,068
MT 38,217.12
MT 33,546.60
MT 101,211.44
MT 51,140.92
MT 23,219.29
MT 877.06
MT 362.38
MT 0.40
PCS 185,042
105,624,416
35,934,855
78,930,137
957,179
79,329,666
58,976,728
8,578,828
3,333,484
3,212,779
270,779,324
645,657,396
152,211,092
152,211,092
797,868,489
446,062,055
207,178,532
122,708,881
311,643,937
864,966
1,088,458,371
23,196,262
1,065,262,109
Quantity
Ageing of the above receivables is given below:
Corporate
Dealers
Distributors
Other customers
Transport bill
up to 1 month
165,050,475
557,940,865
37,089,031
104,224,726
-
864,305,097
1-3 months
163,989,141
184,820,335
16,385,421
108,986,049
-
474,180,946
3- 6 months
84,090,643
6,454,203
-
16,500,000
-
107,044,846
above 6 months
21,752,202
34,645,727
89,711,782
40,985,163
193,200
187,288,074
Total
434,882,461
783,861,131
143,186,234
270,695,938
193,200
1,632,818,964
Trade receivable outstanding for more than one year (out of above 6 months ageing category) is amounting to Tk.15.11 million which management considered as good/recoverable.
30.06.2017 Taka
30.06.2016 Taka
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 91
Notes
10.00 Current account with sister concerns Crown Power Generation Limited
Crown Polymer Bagging Limited
Crown Cement Concrete and Building Products Limited
Crown Transportation & Logistics Limited
Crown Cement Trading Company
Crown Mariners Limited
Less : impairment allowance
Current account with sister concernsnet of allowance for doubtful debt
These represent temporary unsecured and interest-free loans to associate entities. The terms and conditions with respect to repayments are not fixed.
100,927,785
154,079,435
296,736,576
7,497,635
156,180,513
221,488,071
936,910,015
20,877,785
916,032,230
90,803,315
205,628,366
220,076,284
317,603,819
14,701,363
141,621,135
990,434,281
20,877,785
969,556,496
11.00 Other receivables Interest income receivable on FDR Receivable from Alunited Maritime Business (Pvt) Ltd.
Crown Maritime and Shipping Services
12.00 Advances, deposits and prepayments (a) Advances Advance to parties/ contractors Advance to employee against works Advance to employee against salary Advance against rent VAT current account Advance to others
39,322,578
2,956,940
148,621,500
190,901,018
287,157,349 40,062,137 4,636,927 9,332,618
135,969,368 155,919,056
633,077,455
31,987,382
2,956,940
40,086,000
75,030,322
480,711,060 28,935,583
614,098 7,588,704
132,279,429 15,570,412
665,699,286
Crown PowerGeneration Limited
Particulars Purpose
Crown Mariners Limited
Crown PolymerBagging Limited
Crown CementConcrete and BuildingProducts Limited
Crown Transportation& Logistics Limited
Crown CementTrading Company
30.06.2017 Taka
30.06.2016 Taka
Full Power generated is supplied to M.I. Cement Factory Limited at less than the competitive market price.
All bags as produced is supplied to M.I. Cement Factory Limited at less than competitive market price. This company went into commercial preproduction on 15 May 2013 and is involved in ready mix cement business using exclusively Crown Cement. Crown Transportation & Logistics Limited is providing logistics service for carrying finished product to customer at a lower price than the market rate. A partnership firm of directors, occasionally involved in cement trading business.
Crown Mariners Limited is providing logistics service for carrying raw materials from Chittagong port to factory ghat at less than competitive market price.
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-201792
Notes
(b) Deposits
Security deposit and other deposit
Margin for bank guarantee
L/C margin deposit
(c) Pre-payments Insurance premium
BSTI Expense
BIWTA expense
BIS Expense
CDBL Expense
Chittagong Chamber of Commerce Industry(CCCI) Others
13.00 Advance income tax Opening balance
Add : paid during the year
Less: Adjustment during the year
49,011,002
16,075,312
8,382,137
73,468,451
224,515
343,080
4,399,931
161,899
687,608
304,000
2,474
6,123,507 712,669,413
1,156,538,198
335,554,400
1,492,092,598 -
1,492,092,598
50,138,282
4,024,293
1,397,917
55,560,493
1,898,157
2,063,090
4,016,425
66,897
687,608
496,000
3,900
9,232,077 730,491,856
899,103,460
257,434,738
1,156,538,198 -
1,156,538,198
Advance income tax paid during the year represents tax deducted at source by respective parties and banks on purchase of raw materials, bills for cement supply, export sales and interest income.
30.06.2017 Taka
30.06.2016 Taka
M.I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 93
Notes
14.00 Cash and cash equivalents (note: 3.6)
Cash in hand
Cash in hand- Head o�ce
Cash in hand- Factory
Cash at bank
One Bank Limited
South East Bank Limited
Mercantile Bank Limited
Jamuna Bank Limited
State Bank of India
The City Bank Limited
National Bank Limited
Dutch Bangla Bank Limited
Prime Bank Limited
United Commercial Bank Limited
Mutual Trust Bank Limited
Pubali Bank Limited
Janata Bank Limited
Dhaka Bank Limited
Shahjalal Islami Bank Limited
Uttara Bank Limited
Brac Bank limited
Islami Bank Bangladesh Limited
Standard Chartered Bank
IFIC Bank Limited
The Hongkong And Shanghai Banking Corporation Limited
National Credit and Commerce Bank Limited
One Bank Limited- Dividend account
Dutch Bangla Bank Limited- Dividend account
United Commercial Bank Limited- Dividend account
South East Bank Limited-Dividend account
Bank Asia
Term deposits
392,268
310,058
702,326
46,566
2,567,017
301,288
125,401
4,213,855
872,831
3,725,704
7,378
11,450,888
1,020,723
995,872
2,027,973
908,839
1,385,181
432,420
5,566
18,882,860
5,751,069
10,852,728
427,817
6,261,171
89,082
5,459,958
5,611,583
12,691,307
2,751,109
992,853
99,859,039
3,756,053,035
3,856,614,400
1,099,173
767,742
1,866,915
51,352
3,576,608
2,065,636
11,879
2,269,320
11,059
1,807,886
961,789
3,633,419
14,056,457
1,923,565
1,749,803
1,075,835
5,527,619
2,586,378
6,716
16,176,818
4,040,418
-
340,377
3,879,916
1,958,106
5,292,534
5,538,231
10,481,436
3,390,334
-
92,413,492
3,589,055,708
3,683,336,114
Term deposits include an amount of Taka 1,837,071,970.43 as lien against term loan taken from The Hong Kong Shanghai Banking Corporation Limited for term loan and Taka 555,869,367.44 held under lien with One Bank Ltd. as security against financing facilities.
30.06.2017 Taka
30.06.2016 Taka
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201794
Notes
The Company increased its paid-up share capital from Tk. 1,350 million to Tk. 1,485 million by issuing 13,500,000 ordinary shares as bonus share of Tk. 10 each to the shareholders as declared at the 18th Annual General Meeting held on 23 December 2012.
Less than 499 shares
500 to 5,000 shares
5,001 to 10,000 shares
10,001 to 20,000 shares
20,001 to 30,000 shares
30,001 to 40,000 shares
40,001 to 50,000 shares
50,001 to 100,000 shares
100,001 to 1,000,000 shares
Over 1,000,000 shares
Total
32,865
1,437
100
45
23
13
15
12
27
17
34,554
4,028,024
2,050,309
723,257
648,050
562,258
441,445
716,476
876,986
11,483,603
126,969,592
148,500,000
43,407
2,862
208
96
29
22
15
16
48
14
46,717
5,428,181
4,102,529
1,464,837
1,311,097
690,680
760,708
716,103
1,211,468
15,256,513
117,557,884
148,500,000
No.of Shareholders
No.of ShareholdersShareholding range
30.06.2017 30.06.2017 30.06.2016 30.06.2016
30.06.2017 Taka
30.06.2016 Taka
15.00 Share capital Authorised Capital 500,000,000 Ordinary Shares of Tk. 10 each
Issued, Subscribed & Paid-up Capital 148,500,000 Ordinary Shares of Tk. 10 each fully paid-up and share holding position is as under:
5,000,000,000 5,000,000,000
1 Mohammed Jahangir Alam
2 Alhaj Md. Khabiruddin Mollah
3 Md. Alamgir Kabir
4 Mollah Mohammad Majnu
5 Md. Mizanur Rahman Mollah
6 Md. Almas Shimul
7 Alhaj Md. Abdur Rouf
8 Md. Ashrafuzzaman
9 Md. Abdul Ahad
10 General Public
23,024,925
23,388,750
14,397,075
12,127,500
12,127,500
7,276,500
2,598,750
2,598,750
2,079,000
48,881,250
148,500,000
15.50%
15.75%
9.70%
8.17%
8.17%
4.90%
1.75%
1.75%
1.40%
32.92%
100%
230,249,250
233,887,500
143,970,750
121,275,000
121,275,000
72,765,000
25,987,500
25,987,500
20,790,000
488,812,500
1,485,000,000
230,249,250
233,887,500
143,970,750
121,275,000
121,275,000
72,765,000
25,987,500
25,987,500
20,790,000
488,812,500
1,485,000,000
Face Value(Taka)
Face Value(Taka)Holding %No. of SharesSl. No. Name
16.00 Share premiumThis represents share premium of Tk. 3,048 million raised by issuing Tk. 30 million of ordinary shares @ Tk. 101.60 per share through IPO during the year 2010-2011. The break-up of the balance of share premium is given below:
Share premium realised during the year 2010-2011 3,048,000,000 3,048,000,000
Less: income tax paid on share premium (91,440,000) (91,440,000)
Balance as on June 30, 2017 2,956,560,000 2,956,560,000
Holdings Holdings
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 95
Notes
17.00 Long term borrowing net-o� current maturity a) Term loan 2,010,928,410 538,655,228
2,010,928,410 538,655,228
Unit -V
Standard Chartered Bank Limited 838,412,830 -
Prime Bank limited 640,746,717 -
1,479,159,548 -
Mother Vessel
Dhaka Bank Limited 433,853,329 -
433,853,329 -
Other
HSBC & Pubali Bank 97,915,534 538,655,228
97,915,534 538,655,228
b) Hire purchase loan
Prime Bank Limited 69,971,730 62,757,276
Shahjalal Islami Bank Limited 7,290,843 11,354,495
77,262,574 74,111,770
Total Long Term Loan (a + b) 2,088,190,984 612,766,998
Less : current portion of long term borrowing (note :22.00) 259,050,872 483,395,584
1,829,140,112 129,371,414
17.01 Details of long term borrowing is presented below:
The Hongkong andShanghai BankingCorporation Limited
1
2
3
4
5
6
7
Term loan (one-o�) to retiredeferred import documentsof Packer of Unit-Vand Barge Loader.Capital Machineryfor Unit-VCapital Machineryfor Unit-VMother Vessel Finaning(Crown Vision)
Purchase Dump Truck
To Purchase Vehicle
To Purchase Vehicle
Standard CharteredBank Limited
Prime Bank limited
Dhaka Bank Limited
Pubali Bank Limited
Prime Bank Limited
Shahjalal IslamiBank Limited
Term Loan 5 Years
4 Years
4 Years
4 Years
4 Years
3 Years
4 Years
Term Loan
Term Loan
Term Loan
Term Loan
Hire purchaseLoan
Hire purchaseLoan
95,635,694
838,412,830
640,746,717
433,853,329
2,279,840
69,971,730
7,290,843
Security for term loan:FDR amounting to Taka 86,072,124.60 with HSBC is liened as collateral against term loan.
Security for hire purchase loan:Joint Ownership of the vehicles to be procured duly insured covering 1st party comprehensive insurance.
30.06.2017 Taka
30.06.2016 Taka
Name of lendersSl. No. Purpose Type of loan Tenure Amount in BDT
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201796
Notes
30.06.2017 Taka
30.06.2016 Taka
Liabilities for gratuityGratuity
Opening balance
Add : provision made during the year
Less : payments/adjustment made during the yearClosing balance
Deferred tax liabilitiesOpening balance
Add : provision during the year
Closing balance
Details of deferred tax calculation
Deferred tax assetsProvision for gratuity
Allowance for doubtful debt and impairment
Deferred tax liabilitiesProperty, plant and equipment
(b) The tax e�ect of temporary di�erences arises from taxbase and accounting base of revalued assets:
Deferred tax liability on revaluation reserveOpening balance
Less : transferred to retained earningsClosing balance
Total
Trade payablesSuppliers
Add:revaluation gain on PPE during the year
(a) The tax e�ects of temporary di�erences arise from taxbase and accounting base of relevant assets and liabilities:
Ageing of the above trade payables is as below:
Suppliers
Total
59,989,628
23,800,070
83,789,698
3,503,021
80,286,677
309,936,506
58,227,046
368,163,552
20,071,669
11,018,512
31,090,181
(399,253,734)
(399,253,734)
(368,163,553)
(41,533,772)(94,727,923)
537,319
(135,724,376)
349,900,640349,900,640
80,286,677
18,121,942
98,408,619
6,129,078
92,279,541
368,163,552
32,464,873
400,628,425
23,069,885
10,744,420
33,814,306
(434,442,731)
(434,442,731)
(400,628,425)
(135,724,376)-
8,891,797
(126,832,579)
(527,461,004)
234,043,729234,043,729
(503,887,928)
Total
234,043,729
234,043,729
Above 6 months123,642,716
123,642,716
3-6 months
5,872,864
5,872,864
upto 1 month
67,765,230
67,765,230
1-3 months
36,762,919
36,762,919
18.00
19.00
19.01
20.00
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 97
Notes
21.00
21.01
21.02
22.00
123,274,202
131,976,908255,251,109
68,962,785
36,677,918
4,146,212
2,945,226
3,169,609
5,928,027
1,444,425
123,274,202
30,347,851
690,000
36,488,023
727,891
80,371
33,243,454
60,400
12,501,324
17,837,595
131,976,908
208,402,892
208,402,892
103,454,250
33,631,812
137,086,062
31,434,133
31,434,133
39,882,697
39,882,697
45,074,400
5,573,580
50,647,980259,050,872
74,172,537
196,165,476270,338,013
7,678,802
29,945,917
24,215,689
1,802,276
2,503,271
3,611,955
4,414,627
74,172,537
10,545,371
793,500
49,293,478
629,901
26,519
32,993,787
3,405,821
18,915,355
79,561,745
196,165,476
445,317,604
445,317,604
-
-
-
-
-
445,317,604
445,317,604
32,504,400
5,573,580
38,077,980483,395,584
Other payablesCreditor for other finance (note: 21.01)
Creditor for revenue expenses (note: 21.02)
Creditor for other finance (note: 21)Security deposit
VAT deduction at source
Tax deduction at source
Payable to employees provident fund
Advance against motor cycle
Advance against motor car
Employee tax payable
Creditor for revenue expenses (note: 21)Salaries, wages & overtime payable
Audit and professional fees
Electricity bill
Telephone bill
Utility bill
Payable against financial expense
Others
Payable against advertisement expense
Payable against revenue expense
Current portion of long term borrowings
a) Term loan
Unit -V Standard Chartered Bank Limited
Prime Bank limited
Mother VesselDhaka Bank Limited
OtherHSBC & Pubali Bank
b) Hire purchase loanPrime Bank Limited
Shahjalal Islami Bank Limited
Total Current Portion of Long Term Loan ( a + b )
30.06.2017 Taka
30.06.2016 Taka
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-201798
Notes
68,230,58019,298,411
924,094,81537,976,64851,273,500
70,092,62842,478,946
21,776,10585,404,13922,114,2431,702,232
49,480,83254,836,962
1,448,760,041
--
441,541,594441,541,594
52,937,64394,698,254
147,635,897
190,197,274178,267,72531,944,585
950,000,000-
956,823,561103,625,000
76,180,025200,000,000
178,835,2422,865,873,412
246,877,553687,338,548
86,856,297-
556,066,995118,241,640
107,492,40083,127,456
119,602,0562,005,602,946
--
6,909,413,890
49,034,8412,013,853
790,460,44623,019,1363,910,210
9,249,67641,608,472
8,418,19112,067,228
----
939,782,053
6,186,734932,093
357,223,820364,342,647
---
5,457,183132,214,110
506,435,252300,000,000
105,300,129867,841,518149,680,172
---
2,066,928,364
155,244,078512,016,888357,723,927106,021,575113,190,092
301,974,223--
126,825,0301,672,995,814
20,000,00020,000,000
5,064,048,878
23.00 Short term loanCash credit (hypothecation)One Bank LimitedPrime Bank LimitedThe Hongkong And Shanghai Banking Corporation LimitedEastern Bank LimitedJamuna Bank LimitedIFIC Bank LimitedBank Alfalah LimitedStandard Chartered BankUnited Commercial Bank LimitedDhaka BankDutch Bangla Bank LimitedHabib BankPubali Bank Limited
Loan against trust receiptsOne Bank LimitedEastern Bank LimitedThe Hongkong And Shanghai Banking Corporation Limited
Security OverdraftIPDCOther Bank
One Bank LimitedPrime Bank LimitedEastern Bank LimitedThe Hongkong And Shanghai Banking Corporation LimitedIFIC Bank LimitedStandard Chartered BankBank Alfalah LimitedDhaka Bank LimitedHabib BankBrac Bank Limited
O�shore loanPrime Bank LimitedThe Hongkong And Shanghai Banking Corporation LimitedEastern Bank LimitedShahjalal Islami Bank LimitedOne Bank LimitedStandard Chartered BankBrac Bank LimitedDhaka Bank LimitedBank Alfalah Limited
Loan from other sourcesOther loan
Time loan
30.06.2017 Taka
30.06.2016 Taka
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 99
Notes
Securities for short term loan:(a) Registered hypothecation (Pari-Passu) on entire floating assets of the company with other lenders.(b) Personal guarantee of all the directors of M.I.Cement Factory Limited.(c) Notarized IGPA to sell the hypothecated assets of the Borrower.(d) Demand Promissory Notes & Letter of Continuity amount covering the limit of short term loan.(e) Dividends payment will not exceed profits relating to that year.
23.01 The Company has been enjoying the following short term facilities fromvarious bank under the terms and conditions given below:
Nature
Revolving Revolving Revolving Revolving
Revolving
Revolving Revolving Revolving Revolving
Revolving
Revolving Revolving
Revolving
Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving
Revolving
Revolving Revolving Revolving
Revolving
Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving
Limit of loan
750,000,000450,000,000300,000,000150,000,000
10,000,000
550,000,000520,000,000130,000,00050,000,000
50,000,000
2,000,000,0001,500,000,000
20,000,000
960,000,000400,000,000100,000,000250,000,000200,000,0001,150,000,000750,000,000750,000,000
20,000,000
50,000,000600,000,000452,000,000
100,000,000
1,500,000,000200,000,000300,000,000600,000,000600,000,000500,000,000100,000,000150,000,000
300,000,000400,000,000400,000,000
Purpose of loan
Working CapitalWorking CapitalWorking CapitalWorking Capital
To issue guarantee for tender and utilities facilities
To issue guarantee for tender and utilities facilities
To issue guarantee for tender and utilities facilities
To issue guarantee for tender and utilities facilities
To issue guarantee for tender and utilities facilities
Working CapitalWorking CapitalWorking CapitalWorking Capital
Working CapitalWorking Capital
Working CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking Capital
Working CapitalWorking CapitalWorking Capital
Working CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking Capital
Tenure
120 days 120 days 120 days 1 year
1 year
180 days 120 days 120 days
1 year
1 year
150 days 150 days
1 year
1 year 180 days 120 days 120 days
1 year 180 days 150 days 180 days
1 year
1 year 180 days 150 days
1 year
180 days 180 days
1 year 1 year
180 days 180 days
1 year 180 days 150 days 60 days 90 days
Sl.No.
1234
5
6789
10
1112
13
1415161718192021
22
232425
26
2728293031323334353637
HSBC
One Bank Limited
One Bank Limited
Prime Bank LimitedPrime Bank Limited
One Bank LimitedOne Bank Limited
HSBC
Prime Bank LimitedPrime Bank Limited
Prime Bank Limited
Name of the bank
One Bank Limited
HSBC
Jamuna Bank LimitedJamuna Bank LimitedEastern Bank Limited
HSBCJamuna Bank LimitedJamuna Bank Limited
Eastern Bank LimitedShahjalal Islami Bank Ltd.Shahjalal Islami Bank Ltd.
Eastern Bank LimitedEastern Bank Limited
Eastern Bank Limited
IFIC Bank LimitedUnited Commercial Bank
Shahjalal Islami Bank Ltd.
IFIC Bank LimitedIFIC Bank LimitedIFIC Bank Limited
Standard Chartered BankStandard Chartered BankStandard Chartered Bank
United Commercial BankUnited Commercial BankStandard Chartered Bank
Type of loan
Letter of credit (non funded)Loan against trust receiptsTime LoanCash Credit (Hypothecation)
Bank Guarantee
Letter of credit (non funded)Loan against trust receiptsTime LoanCash Credit (Hypothecation)
Bank Guarantee
Letter of credit (non funded)Import Loan
Bank Guarantee
OverdraftLetter of credit (non funded)Loan against trust receiptsTime LoanCash Credit (Hypothecation)Letter of credit (non funded)Import LoanDemand Loan
Bank Guarantee
OverdraftLetter of credit (non funded)Loan against trust receipts
Bank Guarantee
Letter of credit (non funded)Loan against trust receiptsOverdraftCash Credit (Hypothecation)Letter of credit (non funded)Loan against trust receiptsCash Credit (Hypothecation)Letter of credit (non funded)Loan against trust receiptsPreshipment Financing Export Invoice Financing
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017100
Notes
30.06.2017Taka
30.06.2016 Taka
Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving Revolving
Revolving
Revolving
100,000,000300,000,000300,000,000
30,000,000450,000,000
50,000,000150,000,000
200,000,000100,000,000350,000,000100,000,000200,000,000
50,000,000100,000,000500,000,000200,000,000100,000,000200,000,000100,000,000786,000,000786,000,000
30,000,000
250,000,00050,000,000
Working CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking CapitalWorking Capital
To issue guaranteefor tender and
utilities facilities
Working CapitalWorking Capital
1 year 150 days 150 days
1 year 180 days
1 year 180 days 180 days
1 year 180 days 180 days 180 days
1 year 1 year
180 days 120 days
1 year 150 days
1 year 180 days 120 days
1 year
120 days 1 year Revolving
383940414243444546474849505152535455565758
59
6061
Dhaka Bank Ltd.Pubali Bank Ltd.BRAC Bank Ltd.BRAC Bank Ltd.
BRAC Bank Ltd.
BRAC Bank Ltd.BRAC Bank Ltd.
Bank Alfalah Ltd.
Dhaka Bank Ltd.
Habib Bank Ltd.Habib Bank Ltd.Habib Bank Ltd.Habib Bank Ltd.Habib Bank Ltd.Dhaka Bank Ltd.Dhaka Bank Ltd.
Bank Alfalah Ltd.
Standard Chartered BankBank Alfalah Ltd.Bank Alfalah Ltd.
Standard Chartered BankStandard Chartered BankStandard Chartered Bank
Bank Alfalah Ltd.
OverdraftLetter of credit (non funded)Loan against trust receipts
Bank Guarantee
Revolving LoanOverdraft
Secured OverdraftLetter of credit (non funded)Loan against trust receiptsShort Term LoanOverdraftSecured OverdraftLetter of credit (non funded)Loan against trust receiptsOverdraftShort Term Loan
Bond and GuaranteesImport LoanShort Term LoanOverdraftLetter of credit (non funded)OverdraftShort Term LoanLoan against trust receipts
NatureLimit of loan Purpose of loan TenureSl.No. Name of the bank Type of loan
469,928,794
166,339,734
636,268,528
-
636,268,528
49,000,462
49,000,462
-
42,994,185
42,994,185
292,394,421
177,534,373
469,928,794
-
469,928,794
44,453,789
44,453,789
-
49,000,462
49,000,462
24.00 Provision for tax liabilities
Opening balance
Add : provision made during the year
Less : adjustment
25.00Liabilities workers' profit participation fund (WPPF)
Opening balance
Less : payments made during the year
Add : provision made during the year
Closing balance
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 101
Notes
26.00 RevenueDomestic sales (note: 26.01)Export salesNet sales
Domestic sales net of VAT
Lime Stone salesClinker sales
Cement sales
Domestic sales
8,586,857,080429,691,549
9,016,548,629
8,586,857,080 45,970,820 -
8,632,827,900
8,949,178,857490,641,164
9,439,820,021
8,949,178,857 -
109,517,734
9,058,696,591
In the year 2016-2017 revenue of the company has increased by 4.70% as compared to the year 2015-2016. Domestic sales increased by 4.22% & the export sales increased by 14.18% during the year comparing previous year.
Income from export earned in foreign currency (amounting to USD 6,350,670 equivalent to BDT 490,674,139);
2016-2017Taka
2015-2016Taka
Quantity wise sales
During the year, we have contributed to national exchequer amounting to Taka 1,358,935,995.67 as VAT:
26.01
9,058,696,591 1,437,896.88 8,632,827,900 490,641,164 77,055.00 429,691,549 9,549,337,755 1,514,951.88 9,062,519,449 Total
Particulars
Export sales
01-07-2015 to 30-06-2016
1,585,523.3592,485.00
01-07-2016 to 30-06-2017
Domestic sales
1,678,008.35
26.02
Category wise quantity sold are:26.03Particulars
22,650.00
1,497,695.40 180,312.95
Quantity (MT)
27.00 Cost of salesOpening stock of raw materialsAdd : purchase of raw materials during the yearLess : closing stock of raw materials
Raw material consumed (note: 27.01)Factory overhead (note: 27.05)Cost of productionAdd : opening finished goodsCost of goods available for saleLess : closing finished goodsCost of salesLess : duty draw back for exportAdd: VAT current account adjustmentCost of sales
468,668,4116,141,824,436(371,544,589)
6,238,948,2591,158,930,322
7,397,878,5812,165
7,397,880,746(3,333,484)
7,394,547,262(37,353,750)
-7,357,193,511
371,544,5897,093,840,223(739,019,026)
6,726,365,7851,118,356,383
7,844,722,1683,333,484
7,848,055,652(2,165)
7,848,053,487(46,484,804)
27,813,6107,829,382,292
Amount inTaka
QuantityMetric Ton
Amount inTaka
QuantityMetric Ton
Clinker BulkBulk cementBag cement
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017102
Notes
2016-2017 Taka
2015-2016 Taka
As per nature of the Company's manufacturing process and packing system there is little scope of having packed finished cement in the stock. Cement is only packed at the time of delivery by trucks i.e. the cement is packed in the bag when trucks arrive at the factory for taking delivery.
Particulars in respect of opening stock, sales and closing stock of finished goods
27.01 Raw material consumed
Opening stock of raw materials
Clinker MTGypsum MTSlag MTFly ash MTLime stone MTCement grinding aid MTBags PCSIzonil MT
Add: purchased during the year
Clinker MTGypsum MTSlag MTFly ash MTLime stone MTCement grinding aid MTIzonil MTBulk cement purchase MTBags PCS
Less: closing stock of raw materials
Clinker MTGypsum MTSlag MTFly ash MTLime stone MTCement grinding aid MTIzonil MTBags PCS
24,821.5015,140.8731,887.25
465.6939,747.59
634.32194,056.00
140.00
1,124,729.0084,848.76
253,329.00191,746.0071,100.00
557.78240.00
111,841.3330,256,150.00
38,217.1233,546.60101,211.4451,140.9223,219.29
877.06362.38
185,042.00
Raw materials consumed
Quantity
370,113,6747,585,04411,593,99721,745,155
6,181,91949,915,041
1,533,582-
468,668,411
4,262,843,848190,733,392451,924,818368,631,614110,238,05850,024,064
8,578,828235,370,247463,479,568
6,141,824,436
105,624,41635,934,85578,930,137
957,17979,329,66658,976,728
8,578,8283,212,779
371,544,5896,238,948,259
105,624,41635,934,85578,930,137
957,17979,329,66658,976,728
3,212,7798,578,828
371,544,589
4,640,553,563204,293,542576,801,544403,631,399155,645,91555,565,34116,587,938
576,310,648464,450,331
7,093,840,223
157,787,97980,596,816
232,692,022107,647,10649,220,42084,271,64423,999,6912,803,350
739,019,0266,726,365,785
Quantity
Quantity
27.02
OpeningYear
Closing Sales for the year
Quantity (MT) Value (Tk.) Value (Tk.)Quantity (MT) Quantity (MT)
0.40 2,165 9,549,337,7552016-2017
2015-2016 645.40 3,333,484 9,062,519,449
1,678,008
1,514,952
645.40
0.40
3,333,484
2,165
Value (Tk.)
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 103
Notes
27.02.a Finished goods movement in Taka and quantities
Quantity(Metric Ton)
Amount inTaka
3,333,484
7,844,722,168
7,848,055,652
7,848,053,487
2,165
0.40
1,515,596.88
1,515,597.28
1,514,951.88
645
2,165
7,397,878,580
7,397,880,746
7,394,547,262
3,333,484
01.07.2016 - 30.06.2017Particulars
Opening stock
Add: Production/Outsource during the period
Goods available for sale
Less: Cost of goods sold
Closing stock
01.07.2015 - 30.06.2016
645
1,677,363
1,678,009
1,678,008
0.40
Quantity(Metric Ton)
Amount inTaka
As per Company's Policy any bag of cement remained undelivered in the stock is considered as finished product. Thus the above amount represents the cost of 08 (eight) bags of cement remained undelivered on 30 June 2017.
27.03 Analysis of raw material consumption
2016-2017
MT/Pcs
Clinker (MT)
Gypsum (MT)
Slag (MT)
Fly ash (MT)
Lime stone (MT)
Cement grinding aid (MT)
Izonil (MT)
Bags (Pcs)
24,821
15,141
31,887
466
39,748
634
140
194,056
105,624,416
35,934,855
78,930,137
957,179
79,329,666
58,976,728
8,578,828
3,212,779
38,217
33,547
101,211
51,141
23,219
877
362
185,042
157,787,979
80,596,816
232,692,022
107,647,106
49,220,420
84,271,644
23,999,691
2,803,350
1,111,333
66,443
184,005
141,071
87,628
315
18
30,265,164
4,588,390,000
159,631,581
423,039,660
296,941,472
185,755,162
30,270,426
1,167,076
464,859,760
71,516
2,876
4,176
10,486
3,121
644
-
86,089
370,113,674
7,585,044
11,593,997
21,745,155
6,181,919
49,915,041
-
1,533,582
24,821
15,141
31,887
466
39,748
634
140
194,056
105,624,416
35,934,855
78,930,137
957,179
79,329,666
58,976,728
8,578,828
3,212,779
1,063,913
68,419
155,371
189,462
18,584
441
-
27,893,338
4,527,333,105
162,383,581
384,588,678
389,419,590
37,090,311
40,962,376
-
461,800,371
Consumed for the yearOpening
MT/Pcs MT/Pcs
ClosingParticulars
2015-2016
MT/Pcs Amount (Tk.) Amount (Tk.) Amount (Tk.)
Amount (Tk.) Amount (Tk.) Amount (Tk.)
Clinker (MT)
Gypsum (MT)
Slag (MT)
Fly ash (MT)
Lime stone (MT)
Cement grinding aid (MT)
Izonil (MT)
Bags (Pcs)
Consumed for the yearOpening
MT/Pcs MT/Pcs
ClosingParticulars
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017104
Notes
Break up of raw materials purchase as per requirement of Para 8, ScheduleXI, Part II of the Companies Act, 1994
27.04
2016-2017
Import Local Total
Consumptionin Taka
Purchase in Taka
Items
Clinker (MT)
Gypsum (MT)
Slag (MT)
Fly ash (MT)
Lime stone (MT)
Cement grindingaid (MT)
Izonil(MT)
Bags (Pcs)
4,640,553,563
204,293,542
576,801,544
396,951,808
142,056,130
55,565,341
16,587,938
-
6,032,809,867
-
-
-
6,679,591
13,589,785
-
-
464,450,331
484,719,707
4,640,553,563
204,293,542
576,801,544
403,631,399
155,645,915
55,565,341
16,587,938
464,450,331
6,517,529,574
4,588,390,000
159,631,581
423,039,660
296,941,472
185,755,162
30,270,426
1,167,076
464,859,760
6,150,055,137
99%
78%
73%
74%
119%
54%
7%
100%
94%
Clinker (MT)
Gypsum (MT)
Slag (MT)
Fly ash (MT)
Lime stone (MT)
Cement grindingaid (MT)
Micro silica (MT)
Bags (Pcs)
4,262,843,848
190,733,392
451,924,818
361,952,022
96,648,273
50,024,064
8,578,828
-
-
-
-
6,679,591
13,589,785
-
-
463,479,568
4,262,843,848
190,733,392
451,924,818
368,631,614
110,238,058
50,024,064
8,578,828
463,479,568
4,527,333,105
162,383,581
384,588,678
389,419,590
37,090,311
40,962,376
-
461,800,371
106%
85%
85%
106%
34%
82%
0%
100%
The value of imported raw material is calculated on CIF basis.
Total
% ofConsumption
of totalpurchase
Import Local Total
Consumptionin Taka
Purchase in Taka
Items
% ofConsumption
of totalpurchase
Total
2015-2016
5,422,705,245 483,748,944 5,906,454,190 6,003,578,011 102%
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 105
Notes
Factory overhead27.05Annual milad & picnicBedding and uniformBIWTA expenseCorporate social responsibility (CSR)Computer accessoriesContribution to PFConveyance Depreciation and revaluation loss*Directors' remunerationDonation & subscriptionElectricity billEntertainmentFestival bonusFuel for motor vehicle and motor cycleGratuityInsurance premiumGroup Insurance premiumLabour chargeLeave encashmentAudit & professional/ consultancy/ legal feesLubricants, diesel oil, gear oil & fuel etc.Medical expensesGift & presentationMobile phone bill O�ce maintenanceRent & ratesOvertimePrinting, stationeries, schedule & formsQuality testing expensesRegistration, license & renewalsRepair & maintenance- vehicle & motor cycleSpare parts & store expensesTelephone/ fax expensesTraining & educationTravelling expensesWages, salary and allowance
28.00 Other operating income
Income from mother vessel operation
657,4141,441,996
5,994,298330,000103,870
2,550,738170,647
391,264,5916,975,250
241,000500,232,920
3,664,30213,181,6101,633,392
8,682,8393,052,349
408,89613,746,429
1,741,344753,250
17,826,35592,623
12,786,626603,894
1,343,7832,474,5673,788,9751,184,9201,772,857732,293
1,266,78472,132,426
3,96049,688
1,681,56484,361,873
1,158,930,322
40,086,00040,086,000
1,404,372646,532
5,133,444-
211,7402,818,592244,220
315,754,5706,975,250
485,720538,826,871
4,281,71610,523,4672,004,5638,551,6822,773,691
671,02013,233,3142,481,967
453,41611,548,032
148,2543,317,400
797,6151,535,771
2,376,8763,193,7871,628,581
1,759,303988,6941,639,919
67,875,5453,960
252,2691,433,469
102,380,7621,118,356,383
108,535,500108,535,500
2016-2017 Taka
2015-2016 Taka
*In 2015-16, this head included a revaluation loss has been arrived from Mother Vessel other than land, building, plant & machineries and others by Tk. 104,480,613.00. (Note 27.05)
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017106
Notes
2016-2017 Taka
2015-2016 Taka
29.00 Administrative expensesAdvertisement & publicity
Annual general meeting expenses
Audit & professional/ consultancy/ legal fees
Bedding & uniform
Board meeting attendance fees
Computer accessories
Contribution to PF
Conveyance
Corporate social responsibility (CSR)
Depreciation
Directors' remuneration
Donation & subscription
DSE/ CSE/ CDBL expenses
Entertainment
Festival Bonus
Fuel for motor vehicle and motor cycle
Gratuity
Insurance premium
Group Insurance premium
Internet
Labour charge
Leave encashment
Loss on sale of asset
Gift & presentation
Mobile phone bill
O�ce maintenance
Rent and rates
Overtime
Printing, stationeries, schedule & forms
Registration, license & renewals
Repair & maintenance- vehicle
Salary & allowances
Telephone/ fax expenses
Training & education
Travelling expenses
Utility expenses
Lubricants/ diesel oil for generator
553,597
1,423,685
1,920,721
176,452
1,656,000
261,829
1,816,254
391,629
974,220
21,128,681
9,600,000
1,017,602
699,522
4,711,726
7,788,484
1,590,707
6,070,350
322,647
224,055
597,058
6,000
1,491,953
-
6,948,639
1,102,930
4,233,964
7,011,275
242,060
2,715,947
470,347
2,170,173
56,246,811
110,239
17,200
2,338,502
2,117,649
151,700
1,960,846
1,521,704
5,211,419
188,225
1,470,143
473,951
1,932,839
709,430
14,021,710
20,826,531
9,600,000
1,258,410
1,300,000
6,743,938
7,242,032
1,523,862
3,367,589
75,493
404,873
647,021
-
1,865,009
8,500,237
3,458,181
1,340,376
4,620,093
21,568,590
285,095
2,526,449
1,312,119
1,772,007
75,802,220
77,225
155,867
3,078,313
2,511,233
53,200150,300,608209,406,229
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 107
Notes
30.00 Selling and distribution expensesAdvertisement & publicityBedding & uniformBIS expenseBSTI feesC&F expenses for exportAudit & professional/ consultancy/ legal feesComputer accessoriesContribution to PFConveyance- localCorporate social responsibility (CSR)Carriage expenseDepreciationDirectors' remunerationDonation & subscriptionEntertainmentFestival bonusFuel for motor vehicle and motor cycleGratuityGroup insurance premiumGift & presentationInsurance premiumLabour chargesLeave encashmentMedical expensesMobile phone billO�ce maintenanceRent and ratesOutstation allowance/ house rent/ TA-DAOvertimePrinting stationeries, schedule & formsPromotional expensesQuality testing expensesRegistration, license & renewalsRepair & maintenance- vehicle & motor cycleSalary & allowancesTraining & educationTelephone/ fax expensesTravelling expenses
31.00 Non operating incomeSales of scrapOther incomeRealised/ unrealised profit /(loss) on investment on shareDividend on shareProfit on sale of assetsProfit on sale of limestoneProfit on sale of clinker
97,202,654214,667238,368
2,019,7183,265,570
667,72071,648
2,770,9947,349,2181,681,035
10,521,80021,046,8676,975,250
752,12022,524,75212,741,5433,905,418
9,110,191429,991
5,758,838823,720
20,064,3662,300,165
5,1414,201,856
910,366492,484
2,224,143361,738
1,907,0785,742,048
864,1482,309,4251,483,229
93,597,402144,35777,094
6,247,944353,005,066
3,271,2417,602,3812,293,6955,246,564
51,08215,395,938
-33,860,900
106,945,0138,685
174,0031,740,6205,357,3703,852,450
104,1173,744,510
14,564,9471,857,486
11,573,98023,469,1936,975,250
779,24513,832,87710,683,168
5,521,1576,202,671
349,8285,981,891
251,22119,590,6582,842,356
-5,512,351
3,399,8801,832,556
2,075,793476,970
2,492,0481,500,0002,336,1641,800,7581,986,304
122,510,851354,043
90,2817,019,321
399,790,016
3,308,617-
47,048,7577,259,584
516,801-
560,71358,694,471
2016-2017 Taka
2015-2016 Taka
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017108
Notes
-
-45,970,820
(30,574,882)15,395,938
795,265(9,479,689)
(457,411,326)(466,095,750)
228,145,544228,145,544
(237,950,206)
177,534,37358,227,046235,761,419
980,009,244
36,963,569943,045,675
235,761,419
--
--
-235,761,419
--
--36,963,569
36,963,569
109,517,734-
(108,957,022)-
560,713
(54,297,760)(8,681,494)
(436,454,746)(499,434,000)
169,175,158169,175,158
(330,258,842)
166,339,73432,464,873
198,804,607
859,883,704
64,665,276795,218,428
198,804,607
----
198,804,607
---
64,665,27664,665,276
2016-2017 Taka
2015-2016 Taka
Profit on sale of raw maretialSales of ClinkerSales of LimestonePurchase of ClinkerPurchase of Limestone
Finance cost and income (note 32.01 & 32.02)Finance costNet exchange gain/ (loss)Bank charge & commissionBank interestTotal Finance costInterest income from FDR and othersTotal Finance income
Net Finance cost
Income taxMajor components of tax expenses
Current tax expensesDeferred tax expenses
Reconciliation of tax expenses and product of accounting profit
Add/(deduct) : 10% rebate for dividend paidAdd/deduct : E�ects of tax rate changeAdd/deduct : E�ects of permanent di�erenceAdd/deduct : E�ects of provision adjustment due to finalization of prior year assessment.
Tax expenses for the year
Accounting profit for the year
Share of loss of Crown Transportation & Logistics Limited (CTLL)
Tax on accounting profits @ 25.00%
Share of loss of Crown Power Generation Limited (CPGL)
Share of profit from associates (from note 6)
Share of loss of Crown Cement Concrete and Building Products Limited (CCCBPL)
Share of profit of Crown Mariners Limited (CML)
Less : share of profit of equity-accounted investees
In compliance with the requirements of para-79 of BAS-12 (Income tax), the major components of tax expenses are given below:
In compliance with the requirements of para-81 (b) of BAS-12: (Income tax), the reconciliation of tax expenses and product of accounting profits are given below:
Share of profit or loss from investment in associates are not considered in computation of current tax expense since, these are separate entities having separate Taxpayer Identification Number (TIN) and being taxed separately. Income from investment in associates will be taken into account upon receipt of the dividend from respective entities.
31.01
32.0032.01
32.02
33.00
33.01
34.00
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 109
Notes
Earnings per share (BAS - 33)Basic earnings per share :Earning attributable to ordinary shareholders
Weighted average number of ordinary shares (calculation as below)Earnings Per Share (Basic & Diluted)
No.of sharesoutstanding
No.of sharesoutstanding
2016-2017 2015-2016
Net Asset Value (NAV) per shareNet assets 6,724,823,855Number of ordinary shares 148,500,000Net asset value (NAV) per share
7,097,794,749148,500,000
47.80 45.29
01.07.2016to
30.06.2017
Number ofshares
Days ofshare holdingPeriodNature of
Share holdings
744,247,825
148,500,0005.01
661,079,097
148,500,0004.45
2016-2017 Taka
2015-2016 Taka
Calculation of weighted average number of ordinary shares outstanding during the period from July 2016 to June 2017 is given below:
Total 148,500,000 148,500,000 148,500,000
Ordinary shares 148,500,000365
148,500,000 148,500,000
Notes to the statement of cash flows
Cash received from customers
Cash paid to suppliers
Cash paid for operating expenses
Income tax paidDuring the year the Company paid Tk. 335,554,400.25 as advance income tax.
Purchase of of property, plant & equipmentsInvestment relate to outflows of cash and cash equivalents for fixed assets.
Dividend paidIn the year 2016-2017, the Company paid dividend of Tk. 297,000,000.00
Short term loan received
The statement of cash flows shows how the Company's cash and bank balances changed during the year through inflows and outflows.
Gross cash received from customers arrived at after adjusting accounts receivables with revenue for the year.
Cash paid to various suppliers arrived after adjusting of raw materials and consumption cost of spare parts consumed with creditors for trade supplies.
Cash paid for operating expenses arrived at after adjusting non-cash items and creditors for revenue expenses.
The item represents net increase of short term loan from various banks amounting to Tk. 1,845,365,012.00
35.00
36.00
37.00
37.01
37.02
37.03
37.04
37.05
37.06
37.07
37.08
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017110
Notes
30.06.2017Taka
30.06.2016 Taka
Contingent liabilities/o� balance sheet items CommitmentsContingent liabilities
Commitments:(a) Letter of credit
Eastern Bank LimitedThe Hongkong and Shanghai Banking Corporation LimitedOne Bank LimitedPrime Bank LimitedStandard Chartered BankBank Alfalah LimitedBrac Bank LimitedDhaka Bank Limited
(b) Capital commitment:Capital machinery
Contingent liabilities:(a) Bank guarantee:
One Bank LimitedPrime Bank LimitedDhaka Bank
(b) Tax & VAT claim:
717,556,055260,176,288977,732,343
4,865,910267,140,365134,398,452
105,503,00013,235,640
-99,999,00092,413,688
717,556,055
--
717,556,055
37,313,50280,758,130
8,780,511126,852,144
67,504,114
133,324,145260,176,288
65,820,031
3,669,324,604192,309,274
3,861,633,878
73,479,21062,464,58470,227,55357,432,234
969,510,923116,210,100
--
1,349,324,604
2,320,000,0002,320,000,0003,669,324,604
2,662,29956,322,830
-58,985,130
67,504,114
133,324,145192,309,274
65,820,031
Claim of VAT Authority for declared wastage percentage relating to the di�erent financial years against which various writ petitions have been filed by the company before the Hon'ble High Court Dhaka.
(a)
Excess claim of tax authority regarding interest and tax liability over income tax liability provided for by the company as per the return submitted for the respective years which remains sub judicial upto reporting date.
(b)
Financial risk management
Credit risk is the risk that one party to a financial instrument would cause a financial loss for the other party by failing to discharge an obligation. It mainly comprises of receivables from customer, trade and investment securities. To alleviate the credit risk against trade receivable the Company has a policy to obtain security instruments from customers.
(a) Credit risk
Liquidity risk is the risk that the Company might encounter di�culty in meeting the obligations associated with its financial liabilities that have to be settled by delivering cash or another financial assets or liabilities. The Company's approach to managing liquidity is to ensure that it will always have su�cient liquide assets to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to Company's reputations.
(b) Liquidity risk
38.00
38.01
38.02
39.00
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 111
Notes
Particulars From 6 to 12 months(Taka)
More than one year andless than 5 years
Trade payables (note:20.00)Bank overdraft (note:23.00)Short term loan from banks (note:23.00)Long term loan from bank (note:17.00)As of 30 June 2017
123,642,716 1,448,760,041
5,460,653,849259,050,872
7,292,107,478
---
1,829,140,112 1,829,140,112
Market risk is defined as the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. The objective of market risk management is to manage and control risk exposures within acceptable parameters while optimising the return. Market risk comprises three types of risks: Currency Risk, Interest Rate Risk and Commodity Risk.
(C) Market risk
The risk that the fair value of future cash flows of a financial instrument might fluctuate because of changes in foreign exchange rates. The Company is exposed to currency risk on its certain short and long term debts and purchases that are denominated in foreign currencies.
Exposure to currency risk of the Company at reporting date are as follows:
(i) Foreign currency risk
Assets Prime Bank (ERQ) The State Bank of India (ERQ) The Hongkong And Shanghai Banking Corporation Limited(EQR) Liability Term Loan-HSBC Term Loan-SCB Term Loan-PBL Short Term Loan (note:23.00) Short Term Loan (note:23.00)
91,451 37,758 77,822
1,166,585 10,312,581 2,430,433
24,406,854 EUR
360,050
7,434,957 3,069,737 6,326,894
94,843,343 838,412,830 197,594,192
1,984,277,199 BDT
33,777,587
Particulars USD BDT
Balance at 30 June 2017
Commitment & contingencies The Hongkong and Shanghai Banking Corporation Limited Eastern Bank Limited One Bank Limited Standard Chartered Bank Brac Bank Limited Dhaka Bank Limited Prime Bank Limited Conversion rate Conversion rate
3,188,025 59,925
1,441,257 162,800
1,230,000 1,184,000
3,389,560 1.00 1.00
259,186,433 4,871,903
117,174,223 13,235,640
99,999,000 96,259,200 275,571,228
81.30 93.81
Particulars USD
USDEUR
BDT
Balance at 30 June 2017
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017112
Notes
40.00 Related parties transactions
Interest rate risk arises from the fluctuation of interest rate assigned with certain financial asset or liabilities. Exposure to interest risk of the Company at the reporting dates is only related with outstanding o�shore loan/commitment having LIBOR plus interest rate.
ii) Interest rate risk
Commodity risk arises from fluctuation of value of commodity in terms of price, quantity, cost and political condition of the market from or to which the Company procure or sell product respec-tively. Exposure to commodity risk of the Company at the reporting date may not be significant.
During the year, the Company carried out a number of transactions with related parties within the normal course of business. The name of the related parties and nature of these transactions have been set out in accordance with the provisions of BAS-24 (Related party disclosure).
iii) Commodity risk
Name of parties Relationship Nature of transactions Transactions value
Cash dividend, board meetingattendance fees & remuneration
Cash dividend, board meetingattendance fees & remuneration
Cash dividend, board meetingattendance fees & remuneration
Cash dividend, board meetingattendance fees & remuneration
Cash dividend, board meetingattendance fees & remuneration
Chairman
ManagingDirector AdditionalManagingDirector AdditionalManagingDirector
Director
Cash dividend, board meetingattendance fees & remuneration
Director
Cash dividend Shareholderof the entity
Cash dividend Shareholderof the entity
Cash dividend Shareholderof the entity
For providing related service AssociateCompany
For providing related service AssociateCompany
For providing related service AssociateCompany
For providing related service AssociateCompany
For providing related service AssociateCompany
For MS rod purchasedCommonDirectors
Individual:
32,006,264
296,763,547
469,597,423
104,393,945
474,024,861
52,424,000
120,908,804
339,032,746
731,684,253
308,524,736
512,654,264
132,609,000
Mohammed Jahangir Alam
Alhaj Md. Khabiruddin Mollah
Md. Alamgir Kabir
Mollah Mohammad Majnu
Md. Mizanur Rahman Mollah
Md. Almas Shimul
Alhaj Md. Abdur Rouf
Md. Asrafuzzaman
Md. Abdul Ahad
Crown PowerGeneration Ltd.Crown PolymerBagging Ltd.
Crown Mariners Ltd.
Crown Cement Concreteand Building Products Ltd.
Crown Transportation &Logistics Ltd.
GPH Ispat Limited
Institution:
50,969,850
51,677,500
34,914,150
30,355,000
24,355,000
14,553,000
5,197,500
5,197,500
4,158,000
62,557,813
63,432,875
43,220,938
37,535,500
30,525,750
18,340,750
6,496,875
6,496,875
5,197,500
2016-2017 2015-2016
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 113
Notes
2016-2017 Taka
2015-2016 Taka
41.00 Number of employeesThe company had 1227 permanent employees as at June 30, 2017 (2016:851) and a varying number of seasonal and temporary workers as required. All permanent employees receive to remuneration in excess of Tk. 36,000 per annum per employee. During the year the company paid as salaries, wages and benefits (note-27.05,29.00 and 30.00) total Tk. 300,693,833.
Directors emolumentSalary & benefits 23,550,500 23,550,500
42.00 Capacity and production
Installed capacity in metric tons (300 days basis) 1,740,000 1,740,000Actual production in metric tons-during the year 1,565,522 1,470,088% of capacity utilization 89.97% 84.49%
43.00 Number of Board Meetings held during the year 2016-2017 and 2015-2016
23-Jul-16
27-Aug-16
16-Oct-16
6-Oct-16
13-Nov-16
11-Dec-16
23-Jan-17
30-Jan-17
16-Feb-17
25-Mar-17
29-Apr-17
27-May-17
13-Jun-17
7
7
7
6
7
7
7
7
8
5
7
8
Quarter
Date of meeting No. of directors attended
2016-2017 2015-2016 2016-2017 2015-2016
8
7
6
8
7
8
7
6
8
8
7
7
8
7
5
8
6
7
4-Jul-15
13-Jul-15
4-Aug-15
29-Aug-15
19-Sep-15
10-Oct-15
27-Oct-15
14-Nov-15
21-Nov-15
15-Dec-15
27-Jan-16
28-Feb-16
27-Mar-16
12-Apr-16
30-Apr-16
28-May-16
21-Jun-16
26-Jun-16
1st Quarter
2nd Quarter
3rd Quarter
4th Quarter
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017114
Notes
44.00 Events after the reporting period
The Board of Directors in their meeting held on 22 October 2017 have recommended cash dividend @ 20% i.e. Tk. 2.00 (Taka two) per share of Tk. 10 (Taka ten) each aggregating to Tk. 297,000,000.00 for the year ended 30 June 2017 subject to approval of the shareholders' in the Annual General Meeting scheduled to be held on 4 December 2017. The financial statements for the year ended 30 June 2017 do not include the e�ect of the cash dividend which will be accounted for in the period when shareholders' right to the receive payment is established.
There are no other events identified after the reporting date which require adjustments or disclosure in these accompanying financial statements.
44.01
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 115
Notes
Sche
dul
e o
f p
rop
erty
, pla
nt a
nd e
qui
pm
ents
As
of
30.0
6.2
017
Ann
exur
e-A
F
igur
es a
re in
Tak
a
Sl. N
o.P
AR
TIC
ULA
RS
Cos
t To
tal C
ost
Acc
umul
ated
as o
f 0
1.0
7.20
16
Acc
umul
ated
Car
ryin
g
on 0
1.0
7.16
Ad
dit
ion
Dis
pos
al/
as o
f 30
.06.
17C
harg
edA
dju
stm
ent
as o
f 30
.06.
17V
ALU
E
adju
stm
ent
As
of 3
0.0
6.17
12
4=
(1+
2-3
)6
78
9=
(6+
7-8
)10
=(4
-9)
1-
2 3 4 5 6 7 8 9 10 11 12 13To
tal
b. R
eval
uati
on
1 2 3 4To
tal
2015
-20
16:
- - - - - - - - - - - - - - -
22,2
33,2
13
42,
386
,26
6
8,9
96
,49
5
73,6
15,9
74
13,9
59,8
94
13,9
59,8
94
169
,472
,914
746
,319
,36
530
1,658
,79
721
4,2
44
,40
45,
818,
680
26,8
21,6
516
,633
,279
10,19
0,4
754
,729
,388
218,
892,
321
152,
212,
194
2,0
92,
433
1,85
9,0
85,9
02
-18
,635
,817
- -
1,550
,555
,00
21,
550
,555
,00
2
-15
,214
,172
105,
213,
148
58,0
20,9
276
7,6
00
,410
1,437
,472
8,0
65,
156
271,7
562,
502,
071
64
7,6
99
37,4
96
,917
25,9
35,5
98
226
,055
322,
631,
379
-4
,786
,373
-32
,632
,54
237
,418
,915
328,
959
,526
328,
959,
526
- - - - - - - - - - - - - - -
2,33
2,21
0
33,8
86,0
29
2,4
85,17
9
38,7
03,
418
38,7
03,
418
1,79
2,80
91,
792,
809
- - -
184
,687
,086
849
,20
0,3
03
359
,679
,724
281,8
44
,814
7,25
6,15
21,0
00
,778
6,9
05,
036
12,6
92,
545
5,37
7,0
8725
3,9
04
,059
178,
147,
791
2,31
8,4
882,
143,
013
,863
23,4
22,19
0
32,6
32,5
42
56,0
54,7
322,
199
,06
8,59
5
1,877
,721
,719
1,87
7,72
1,71
9
481
,80
9,5
94
289
,051
,156
866
,36
1,053
373,
172,
055
1,383
,422
,036
11,3
05,
018
39,15
1,389
170
,59
23,
581,6
46
7,20
7,71
721
8,4
60
,39
436
4,4
63,
313
1,628
,258
4,0
39,7
84,2
21
389
,56
8,38
29
0,9
41,0
84(1
04
,480
,613
)29
3,6
92,
877
66
9,7
21,7
304
,70
9,5
05,
952
4,9
51,2
14,8
754
,951
,214
,875
C O
S T
Dur
ing
the
yea
rD
urin
g t
he Y
ear
Tota
l ass
ets(
a+b
)
Sche
dule
of p
rope
rty,p
lant a
nd e
quip
men
tsTo
tal 2
014
-20
15
Land
& la
nd d
evel
op
men
tB
uild
ing
Pla
nt &
mac
hine
ries
Elec
tric
al e
quip
men
ts a
nd t
ools
Ves
sel
Air
co
ndit
ione
rsD
eco
rati
on
O�
ce e
qui
pm
ents
Co
mp
uter
Fur
nitu
re &
fixt
ures
Mo
tor
vehi
cles
Silo
Sun
dry
ass
ets
Land
& la
nd d
evel
op
men
tF
acto
ry a
nd b
uild
ing
sM
oth
er v
esse
lsP
lant
& m
achi
neri
es a
nd o
ther
s
46
2,88
8,6
394
73,7
38,2
42
1,716
,136
,331
714
,555
,553
1,66
5,26
6,8
5014
,29
7,78
04
2,38
6,2
66
6,8
77,17
811
,881
,059
11,9
86,16
34
46
,89
0,5
5653
2,30
8,76
93,
94
6,7
45
6,10
3,16
0,1
31
389
,56
8,38
211
4,3
63,
274
(10
4,4
80,6
13)
326
,325
,419
5,75
4,10
6,8
385,
754
,10
6,83
8
18,9
20,9
54
21,6
58,2
3818
,29
6,2
26
4,2
63,
390
40
,152,
167
198,
450
4,3
93,
133
598,
64
134
,470
,39
210
,30
2,33
5
- - -15
3,25
3,92
7
- - - - -
1,088
,789
,650
1,0
88,7
89,6
50
481
,80
9,5
94
473
,738
,24
21,7
15,5
61,3
5673
2,85
1,779
1,66
5,26
6,8
5018
,56
1,170
40
,152,
167
7,0
75,6
2816
,274
,192
12,5
84,8
04
472
,36
4,4
5354
2,6
11,10
53,
94
6,7
45
6,18
2,79
8,0
85
389
,56
8,38
211
4,3
63,
274
(10
4,4
80,6
13)
326
,325
,419
6,8
28,9
36,5
94
6,82
8,93
6,59
4
3
725,
776,
462
6,82
8,93
6,59
415
3,25
3,92
773
,615
,974
6,90
8,57
4,5
47
725,
776,
462
18,6
35,8
171,
877,
721,
719
360
,050
,294
M .I. CEMENT FACTORY LTD. I Annual Report I 2016-2017116
Notes
Fact
ory
Sl. N
o.PA
RTI
CU
LAR
SC
ost
Tota
l Cos
tR
ate
Car
ryin
gon
01.
07.
16A
ddit
ion
Dis
posa
l/as
of
30.0
6.17
Cha
rged
Adj
ustm
ent
VA
LUE
adju
stm
ent
01.
07.
2016
30.0
6.17
As
of 3
0.0
6.17
12
34=
(1+2
-3)
56
78
9=(6
+7-8
)10
=(4-
9)
C
O
S
T
D
E P
R E
C I
A T
I O
ND
urin
g th
e ye
arA
ccum
ulat
edas
of
Dur
ing
the
Yea
r A
ccum
ulat
ed a
s of
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30
Land
& la
nd d
evel
opm
ent
Fact
ory
bui
ldin
gs
unit
-I &
II
Fact
ory
bui
ldin
gs
unit
-III
Fact
ory
bui
ldin
gs
unit
-IV
Pla
nt &
mac
hine
ries
uni
t-I &
II
Pla
nt &
Mac
hine
ries
Uni
t-III
Pla
nt &
mac
hine
ries
uni
t-IV
Fly
ash
unl
oad
ing
sys
tem
Ele
ctri
c to
ols
Gen
erat
or
Ele
ctri
c eq
uip
men
t
Wat
er p
ump
Jett
y co
nstr
ucti
on
Ele
ctri
c fa
n
Gra
b c
rane
Sund
ry a
sset
s
Ele
ctro
nic
wei
ghb
rid
ge
Qua
lity
cont
rol e
qui
pm
ent
Pay
-loa
der
Whe
el lo
ader
Wei
gh
feed
er
Cem
ent
silo
Pum
p h
ouse
Lab
orat
ory
inst
rum
ents
Bou
ndar
y w
all
Dum
p t
ruck
Tool
s &
inst
rum
ents
Sub
sta
tion
Wat
er c
oolin
g t
ower
E-c
rane
462
,888
,639
152,
169,
372
55,
730,
870
254
,305
,280
283
,675
,991
300
,069
,824
906
,847
,818
140,
056,
232
1,02
5,53
9
4,15
0,00
0
18,7
56,6
58
1,79
7,54
3
52,
033,
472
101,3
51 -
1,41
7,97
2
6,6
42,9
38
13,2
73,3
01
26,
649,
784
32,
982,
131
20,
075,
266
120,
252,
656
679
,196
1,74
9,69
3
11,2
58,8
19
12,0
92,8
67
4,4
66,4
65
152,
754,
734
666
,664
157,
833,
936
18,
920
,954
-
-
-
638
,074
-
20
,491
,651
10
7,25
6 -
-
5,5
78,17
2 -
911
,593
-
-
-
-
-
-
-
-
911
,593
-
-
-
-
8,13
6,66
4
-
-
922
,934
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5
5
5
10
10
10
10
15
20
15
20
10
10
15
15
15
15
15
15
15
15 5
10
5
15
15
15
15
15
-
93,
156,
107
18,
757,
00
0
52,
123,
630
196
,255
,852
164
,387
,939
34
9,78
4,4
17
53,
348,
250
422
,757
3,0
89,2
24
12,
305,
619
1,10
0,15
6
33,
100
,794
51,2
06 -
1,19
8,73
9
3,0
49,
44
2
5,8
44
,876
14
,569
,00
9
11,4
10,8
75
12,
904
,788
70
,858
,782
218
,74
0
1,16
8,65
7
5,3
79,5
33
3,9
02,
880
813
,496
44
,138,
209
282
,351
78,
300
,260
-
2,9
50,6
63
1,8
48,
694
10
,109,
083
8,7
63,2
83
13,
568,
189
56,
413,
462
8,6
78,8
42
90
,417
212
,155
1,19
4,5
72
139
,477
1,9
69,2
34
5,0
15
-
32,
885
539
,024
1,11
4,2
64
1,8
12,11
6
3,2
35,6
89
1,0
75,5
72
7,5
23,0
30
23,
023
58,
104
293
,964
1,2
28,4
98
1,0
12,8
29
16,
292,
479
57,
647
12,
04
5,41
8
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
96,
106,
770
20
,60
5,69
3
62,
232,
712
20
5,0
19,13
5
177
,956
,127
40
6,19
7,88
0
62,
027
,092
513
,174
3,3
01,3
79
13,
500
,191
1,2
39,6
34
35,
070
,028
56,
220
-
1,2
31,6
24
3,5
88,4
66
6,9
59,14
0
16,
381,1
25
14
,64
6,56
3
13,
980
,359
78,
381,8
12
241
,763
1,2
26,7
61
5,6
73,4
97
5,13
1,378
1,8
26,3
24
60
,430
,688
339
,998
90
,34
5,67
8
481
,80
9,59
4
56,
062
,60
2
35,
125,
177
192
,072
,568
79,
294
,930
122
,113,
697
521
,141,5
90
78,
136,
396
512
,365
84
8,62
1
10
,834
,639
557
,910
17,
875,
036
45,
131 -
186
,34
8
3,0
54,4
72
6,3
14,16
1
10
,268
,659
18,
335,
568
6,0
94,9
06
42,
782,
436
437
,433
522
,932
5,5
85,3
22
6,9
61,4
89
10
,776
,80
5
92,
324
,04
6
326
,666
68,
411,1
92
481
,80
9,59
4
152
,169,
372
55,
730
,870
254
,30
5,28
0
284
,314
,065
30
0,0
69,8
24
927
,339
,469
14
0,16
3,4
88
1,0
25,5
39
4,15
0,0
00
24
,334
,830
1,7
97,5
43
52,
945,
064
10
1,351
-
1,4
17,9
72
6,6
42,
938
13,
273,
301
26,
649,
784
32,
982,
131
20
,075
,266
121
,164
,24
8
679
,196
1,7
49,
693
11,2
58,8
19
12,
092
,867
12,
603,
129
152
,754
,734
666
,664
158
,756
,870
Sche
dule
of p
rope
rty,
pla
nt a
nd e
quip
men
tsA
s of
30
.06.
2017
Fig
ures
are
in T
aka
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017 117
Notes
3
Sl.
No
.P
AR
TIC
UL
AR
SC
ost
T
ota
l C
ost
Ra
teC
arr
yin
go
n 0
1.0
7.1
6A
dd
itio
nD
isp
osa
l/a
s o
f 3
0.0
6.1
7C
har
ge
dA
djus
tmen
tV
AL
UE
adju
stm
en
t 0
1.0
7.2
016
30
.06
.17
As
of
30
.06
.17
12
34
=(1
+2
-3)
56
78
9=
(6+
7-8
)10
=(4
-9)
C
O
S
T
D E
P R
E C
I A
T I
O N
Du
rin
g t
he
ye
arA
ccu
mu
late
das
of
Du
rin
g t
he
Ye
ar A
cc
um
ula
ted
as
of
31
32
33
34
35
36
37
38
39
40 41
42
43
44
45
46
47
48
49
50 51
52
53
54
55
Bur
ge
load
er
Cat
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ndit
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Dec
ora
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Gen
erat
or
O�
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qui
pm
ents
Mo
tor
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cles
Co
mp
uter
Fur
nitu
re &
fixt
ures
Mo
sque
Tota
l
10
6,5
66
,375
12,
117,
386
1,8
36,4
03
336
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8,7
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10
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5,10
2
5,12
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3
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8
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27,4
98
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00
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6
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297
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74,4
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40
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198
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15
15
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-
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20
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Sche
dule
of p
rope
rty,
pla
nt a
nd e
quip
men
tsA
s of
30
.06.
2017
Fig
ures
are
in T
aka
Adm
inis
trat
ive
M. I. CEMENT FACTORY LTD. I Annual Report I 2016-2017118
Notes
Se
llin
g &
dis
trib
uti
on
Sl.
No
.P
AR
TIC
UL
AR
SC
ost
T
ota
l C
ost
Ra
teC
arr
yin
g
on
01.
07
.16
Ad
dit
ion
Dis
po
sal/
as
of
30
.06
.17
Ch
arg
ed
Adj
ustm
ent
VA
LU
Ead
just
me
nt
01.
07
.20
163
0.0
6.1
7A
s o
f 3
0.0
6.1
71
23
4=
(1+
2-3
)5
67
89
=(6
+7
-8)
10=
(4-9
)
C
O
S
T
D E
P R
E C
I A
T I
O N
Du
rin
g t
he
ye
ar
Acc
um
ula
ted
as
of
Du
rin
g t
he
Ye
ar
Ac
cu
mu
late
d a
s o
f
56
57
58
59
60 61
62
63
64
65
66 1 2 3 4
Car
go
ves
sel
Cov
ered
van
Mo
tor
cycl
e
Bul
k ca
rrie
r
Ram
p c
ons
truc
tio
n
Ser
vice
silo
Mo
tor
vehi
cles
Truc
k
Pic
kup
van
Sun
dry
ass
ets
Gen
erat
or
Tota
l To
tal
Land
& la
nd d
epve
lop
men
t
Bui
ldin
g
Mo
ther
ves
sels
Plan
t &
mac
hine
ries
and
othe
rs
Tota
lTo
tal a
sset
s(a+
b)
Sch
edul
e o
f p
rop
erty
,pla
nt
and
eq
uip
men
ts
Tota
l 20
15-2
016
15,
949,
378
97,
756,
326
8,11
2,79
1
43,
463
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49,
504
31,6
38,3
93
26,
258,
634
67,
488
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13,
818,
030
1,3
00
,00
0
833
,90
9
30
6,66
8,68
1 6
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160
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389
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114
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(10
4,4
80,6
13)
326
,325
,419
725
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6,
828,
936,
594
5,7
54,10
6,83
9 5,
754
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839
-
-
2,5
33,2
25
-
-
9,2
47,
60
0
8,5
81,3
00
-
-
-
-
20
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153
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,927
-
-
-
-
-
153
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1,088
,789
,650
1,088
,789
,650
-
-
-
-
-
-
-
-
-
-
-
-
73,
615,
974
-
-
-
-
-
73,
615,
974
13,
959,
894
13,
959,
894
10
15
15
15
10
10
15
15
15
15
20
-
5
5
10
-20
-
8,6
04
,013
70
,416
,64
6
3,5
97,8
53
30
,736
,935
31,3
91
4,17
3,0
52
2,9
52,8
20
26,
836,
702
1,8
99,9
79
517
,928
366
,911
150
,134
,231
1
,859
,085
,90
2 -
18,
635,
817 -
-
18,
635,
817
1,8
77,7
21,7
19
1,550
,555
,00
2
1,5
50,5
55,0
02
734
,536
4,10
0,9
52
930
,563
1,9
08,
969
1,8
11
3,2
47,12
1
4,4
49,
080
6,0
97,7
43
1,7
87,7
08
117
,311
93,
40
0
23,
469
,193
322
,631
,379
-
4,7
86,3
73
-
32,
632,
542
37,
418,
915
360
,050
,294
328
,959
,526
32
8,95
9,52
6
-
-
-
-
-
-
-
-
-
-
-
-
38,
703,
418 -
-
-
-
-
38,
703,
418
1,79
2,80
9
1,79
2,80
9
9,3
38,5
50
74
,517
,598
4,5
28,4
17
32,
645,
905
33,
202
7,4
20,17
2
7,4
01,9
00
32,
934
,44
5
3,6
87,6
87
635
,238
460
,310
173
,60
3,4
24
2,14
3,0
13,8
63
-
23,
422
,190
-
32,
632,
542
56,
054
,732
2,
199,
068
,595
1,877
,721
,719
1,8
77,7
21,7
19
6,6
10,8
28
23,
238,
728
6,11
7,59
9
10
,817
,492
16,
302
33,
465
,821
27,
438
,034
34
,553
,875
10
,130
,34
3
664
,762
373
,599
153
,427
,382
4
,039
,784
,221
389
,568
,382
90
,941
,084
(10
4,4
80,6
13)
293
,692
,877
669
,721
,730
4
,70
9,50
5,95
1
4,9
51,2
14,8
75
4,9
51,2
14,8
75
15,
949,
378
97,
756,
326
10
,64
6,0
16
43,
463
,396
49,
504
40
,885
,993
34
,839
,934
67,
488
,320
13,
818,
030
1,3
00
,00
0
833
,90
9
327
,030
,80
6 6
,182,
798,
085
389
,568
,382
114
,363
,274
(10
4,4
80,6
13)
326
,325
,419
725
,776
,462
6
,90
8,57
4,5
47
6,82
8,93
6,59
4
6,8
28,9
36,5
94
Sche
dule
of p
rope
rty,
pla
nt a
nd e
quip
men
tsA
s of
30
.06.
2017
Fig
ure
s ar
e in
Tak
a
b. R
eval
uatio
n
2014
-201
5:
M. I. CEMENT FACTORY LIMITED
M. I. CEMENT FACTORY LIMITEDRegistered O�ce: West Mukterpur, Munshiganj
Head O�ce: Delta Life Tower (3rd & 6th floor), Plot No. 37Road No. 45 (South) & 90 (North), Gulshan- 2, Dhaka- 1212.
PROXY FORM
Shareholders BO A/C No. No. of Shares held
I/We ……………………………………………………………………………………...................................................................................................…...
of (Address) ……………............................................………………………………………………………….......................……………........……………
……………………...........................................…… being shareholder(s) of M. I. Cement Factory Limited hereby appoint
of …………………………...............................………….. as my/our proxy to attend and vote for me/us and on my/our
behalf at the 23rd Annual General Meeting to be held on Monday, the 4th December 2017 at 11:00 A.M. at
the Factory Premises, West Mukterpur, Munshiganj and at any adjournment thereof and the poll may be
taken in consequence thereof.
As witness my/our hand this ………....................................…….. day of ………...............……….2017.
I/We hereby record my/our presence at the 23rd Annual General Meeting of the Company on Monday, the 4th December 2017 at the Factory Premises, West Mukterpur, Munshiganj.
Name of Shareholder/Proxy .............................................................................…………………………………................………………….
BO Account No. ………………......................................………...........………….. holding of …………………..........….........................….
Ordinary shares of M. I. Cement Factory Limited.
N.B: 1. Please note that AGM can only be attended by the honorable Shareholder or properly constituted proxy. 2. Please present this slip at the Reception Desk.
Note: The proxy form duly completed must be deposited at the Company’s Head O�ce not later than 48 hours before the time fixed for the meeting, otherwise the proxy form will not be accepted.
(Signature of the Proxy)
Authorized SignatureM. I. Cement Factory Ltd.
Signature Verified
(Signature of the Shareholder)BO Account No.
SHAREHOLDERS’ ATTENDANCE SLIP
Revenue Stamp
Signature of Shareholder(s)/Proxy