Introduction

PRAN is currently the most well known household name among the millions of people in

Bangladesh and other 82 countries of the world where PRAN Products are regularly being

exported. Since its inception in 1980 and started its operation in 1981 as a processors fruit

and vegetable in Bangladesh, PRAN Group has grown up stature and became the largest fruit

and vegetable processor in Bangladesh. It also has the distinction of achieving prestigious

certificate like ISO 9001:2000 and being the largest exporter of processed agro products with

compliance of HALAL & HACCP around the globe from Bangladesh.

On retirement from Bangladesh Army in the year 1981, Major General Mr. Amjad Khan

Chowdhury got involved with industrial entrepreneurship by assisting agriculture which

covered manufacturing of tube well cast iron products, irrigation implements. He started

Agricultural Marketing Company from 1985 based by commercial production and marketing

of chinigura aromatic rice; collecting mango, pineapple, litchi and other fruits from the

farmers. This company played significant role by gradual cultivation of mushrooms, tomato

and various spices and subsequent exports to foreign markets. This group met success by

marketing of olive and other indigenous fruits after collection, processing and preservation.

In recent times PRAN Group performed production and marketing by establishment of dairy,

bakery and growing of various kinds of pulses, tea leaves. This group’s products are being

exported to about 82 countries of the world including Middle East and Africa. In last two and

half decades, more than one lakh workers have been employed in PRAN-RFL Group.

Indirectly this group is devoted in upkeep of about more millions of families in Bangladesh.

In the year 2007, export earning stood at Tk.100 Cr. from Drinks, Snacks, Tomato products,

Tea and Rice produced by PRAN Group. PRAN is currently producing more than 200 food

products under 10 different categories i.e. Juices, Drinks, Mineral Water, Bakery, Carbonated

beverages, Snacks, Culinary, Confectionery, Biscuits & Dairy. This group is on the top in the

export of goods out of agricultural process. PRAN is life literally. The objectives with which

Major General Amjad Khan Chowdhury (Retired) laid the foundation of PRAN Group, those

are totally successful today. In achieving the success of the name ‘Program for Rural

Advancement Nationally-PRAN’ contributions of Mr. Amjad Khan is very significant. Son

of Natore’s Chowdhury family Amjad Khan Chowdhury’s father’s name was Ali Quasem

Khan Chowdhury. Amjad Khan Chowdhury’s education life started in Dhaka. In the year

1956 he joined Pakistan Army, from then on his tireless trailing on the pathway goes on. At

present this eminent entrepreneur personality not only he himself but also, kept members of

the family active in these activities. His wife Sabiha is performing the responsibilities as

Director of Amjad Group. Four competent descents of these parents are Azhar

K.Chowdhury, Ahsan Khan Chowdhury, Uzma Chowdhury and Dr. Sera Huq. Arthokatha is

proud and pleased being able to nominate this entrepreneur personality as best personality of

the year for 2007.

Management Structure

Aim: “To generate employment and earn dignity and self respect for our compatriots through profitable enterprises.”

Vision: “Improving Livelihood”

Many companies are already established. PRAN has determined their competitor as ACME,

SLICE, SHEZAN, FROOTIKA etc. PRAN made itself based on beverage products. PRAN

mainly wants to produce varieties of food products which are different than other food

manufacturing companies. PRAN has a target to achieve a so much customer and consumer

response for the betterment of the company. PRAN expects the sales will be approximately

TK 5.50 corer in next year. PRAN product cost is TK 3,30,50,000. The return on investment

is 20% expected.

Competitor analysis: The following SWOT analysis captures the key strength and weakness

within the producer and describes the opportunities and threats.

S-strength:

BSTI approve

High quality product offering that will exceeds competitors, quality, price, and

services

Less expensive

Availability in the market

Economic- profitable business

W-weakness:

Lack of modern technology

Lack of promotional activities

Huge competitor s.

O-Opportunities:

Availability of raw materials

Increasing demand

Export to foreign country

T-Threats:

Increase of competitor

Increase cost of raw materials

Introduction of advance technology

PRAN is Bangladesh’s largest grower and processor of fruits and vegetables. To process

fruits and vegetables PRAN has modern and hygienic factories to highest quality &

international standards. Currently PRAN holds thirty thousand employees and has thirteen

factories in Ghorashal, Sylet, Natore, Feni, Rajshahi, Gazipur and Comilla.

The key person in PRAN is Major General Amjad Khan Chowdhury (Retd) the founder of

PRAN. Major General Amjad Khan is the Managing Director (MD) and also the Chief

Executive Officer (CEO) of PRAN. With his vision and motivation PRAN has reached this

far of success. Underneath the CEO is Executive director Mr. Ahsan Khan Chowdhury. Mr.

Ahsan is a dynamic young man and has been playing a vital role in developing the group’s

business by actively & dedicatedly participating in day to day management. He is responsible

for day to day operational activities of the group. Under Executive Director there is Director

of Operation Division and Director of Technical Division. Director of Operation leads Head

of Marketing, Head of Finance, Head of Food and Beverage, Head of Employee Resources

and Relationship and Head of Legal and Director of Technical Division leads the Head of IT

and who is in the responsibilities of the Technical Division of PRAN. There are seven

General Manager in each division of Bangladesh and there are sixty-six main branches in all

the districts in Bangladesh and in every branch there is a Branch Manager who assigns

groups and a group leader for each group for each project.

Organ gram of PRAN

PRAN follows the team work by distributing the work within team members setting a

particular time and evaluation is made for every member, accordance to their work

performance. PRAN follows Free-Rein Leadership where manager sets the goal and

objective and gives freedom to the employees to reach the set of goal and objective.

Human Recourses and Policy

Department of Employee Resources and Relationship handle the Employees. This

department of PRAN handles the Salary structure, Promotion of the employees and Training

facilities.

Salary Structure: Starting salary of administrating branch is normally starts from thirty

thousand. The increase of Salary of an employee is determined by the committee in the

annual meeting by the performance of that employee

Promotion Structure: Every group leader submits an evaluation sheet to the Branch

manager who makes a performance chart of every employee which is submitted to the

Director of operation and then the employees are evaluated. The promotion of any employee

is given only by the performance.

Training Policies: Every employee goes through two basic training MIS and BOS (Basic

Orientation System). Every employee is offered at least two foreign trainings every year. For

technical trainings and skill development engineers are sent abroad every two years. Never

the less there is multiple in job training program every year.

Recruitment: Dept. of Employee Resources and Relationship is responsible for all the

recruitment in PRAN. All the recruitment is made by the committee according to their

qualification, experience and within age limit (27-32) in the administrative posts.

Evaluation: Evaluation of every employee is done by the Dept. of Employee Resources and

Relationship

Ethical Rules and Regulation

PRAN is committed to conducting its business in accordance with the applicable laws, rules

and regulations and with highest standards of business ethics. This code is intended to

provide guidance and help in recognizing and dealing with ethical issues, provide

mechanisms to report unethical conduct, and to help foster a culture of honesty and

accountability. Each Director, senior manager, officer and employee is expected to comply

with the letter and spirit of this code.

The Directors, senior management, officers and employees of the Company must not only

comply with applicable laws, rules and regulations but should also promote honest and

ethical conduct of the business. They must abide by the policies and procedures that govern

the conduct of the Company's business. Their responsibilities include helping to create and

maintain a culture of high ethical standards and commitment to compliance, and to maintain

a work environment that encourages the stakeholders to raise concerns to the attention of the

management.

1. Applicability: The Code is applicable to all the members of the Board of Directors, Senior

Management, Officers and employees of the Company. Senior Management shall include all

executives holding the positions of Director (Non-Board Member/s), Sr. Manager, Managers,

Asst. Managers and all head of the departments excluding Board of Directors. Such

personnel shall hereinafter be treated as members of its core management team.

2. Diligence: The Directors, senior management, officers and employees are to exercise due

diligence in attending to their respective duties and obligations in the best interest of the

Company.

3. Conflicts of interest: The Directors, senior management, officers and employees should

be scrupulous in avoiding 'conflicts of interest' with the Company. In case there is likely to be

a conflict of interest, he/she should make full disclosure of all facts and circumstances

thereof to the Board of directors or any Committee / officer nominated for this purpose by the

Board and a prior written approval should be obtained.

A conflict situation can arise:

a. When an employee, officer, senior manager or Director takes action or has interests that

may make it difficult to perform his or her work objectively and effectively,

b. The receipt of improper personal benefits by a member of his or her family as a result of

one's position in the Company.

c. Any outside business activity that detracts an individual's ability to devote appropriate time

and attention to his or her responsibilities with the Company.

d. The receipt of non-nominal gifts or excessive entertainment from any person/company

with which the Company has current or prospective business dealings.

e. Any significant ownership interest in any supplier, customer, development partner or

competitor of the Company.

f. Any consulting or employment relationship with any supplier, customer, business associate

or competitor of the Company.

4. Transparency: The Directors and the Senior Management are to ensure that their action/s

in the conduct of business are transparent, except where the confidentiality of the business

requires otherwise. Such transparency shall be brought through appropriate policies,

procedures, and maintaining supporting and proper records.

5. Fair Dealing: Each director, member of core management team, officer, and employee

should deal fairly with customers, suppliers, competitors, and employees of group

companies. They should not take unfair advantage of anyone through manipulation,

concealment, abuse of confidential, proprietary or trade secret information, misrepresentation

of material facts, or any other unfair dealing-practices.

6. Honest and Ethical Conduct: The Directors, senior management, officers and employees

shall act in accordance with the highest standards of personal and professional integrity,

honesty and ethical conduct not only on Company's premises and offsite but also at company

sponsored business, social events as well as any places. They shall act and conduct free from

fraud and deception. Their conduct shall conform to the best-accepted professional standards

of conduct.

7. Corporate Opportunities: Directors, senior management, officers and employees owe a

duty to the Company to advance its legitimate interests when the opportunity to do so arises.

Directors, senior management, officers, and employees are expressly prohibited from:

a. Taking for themselves personally, opportunities that are discovered through the use of

Company's property, information, or position.

b. Competing directly with the business of the Company or with any business that the

Company is considering. Using Company's property, information, or position for personal

gain. If the Company has finally decided not to pursue an opportunity that relates to the

Company's business activity, he/she may pursue such activity only after disclosing the same

to the Board of directors or the nominated person/committee.

8. Business Integrity: The Directors and the Senior Management are to ensure that the

Company carries out its business as per accepted practices of business integrity, ethical

standards, fair play and conduct, honestly, legitimately and as a fair competitor.

9. Work Place: The Directors and the Senior Management are to ensure that there is gender

friendly work place, equal opportunities are given to men and women, and there exists good

employment practices.

10. Quality of Product and Services: The Directors and the Senior Management are to

endeavor that the products / services of the Company meet the accepted standards of quality

including that of ISO 9001:2000 and every products be compliance of HALAL & HACCP

so that customer satisfaction is ensured. Moreover costs are kept reasonable for the general

customers.

11. Protection and proper use of Company Assets: The Directors and the Senior

Management are to ensure to protect Company’s assets and property and the same should be

used only for legitimate business purposes.

12. Confidentiality: The Directors, Senior Management, Officers and Employees shall

maintain the confidentiality of confidential information of the Company or that of any

customer, supplier or business associate of the Company to which Company has a duty to

maintain confidentiality, except when disclosure is authorized or legally mandated. The

Confidential information includes all non-public information (including private, proprietary,

and other) that might be of use to competitors or harmful to the Company or its associates.

The use of confidential information for his/her own advantage or profit is also prohibited.

13. Compliance with Law, Rules and Regulations: The Directors, senior management,

officers and employees shall comply with all applicable laws, rules, and regulations.

Transactions, directly or indirectly, involving securities of the Company should not be

undertaken without pre-clearance from the Company's compliance officer/Company

Secretary. Any Director, member of core management team, officer or employee who is

unfamiliar or uncertain about the legal rules involving Company business conducted by

him/her should consult the legal department of the Company before taking any action that

may jeopardize the Company or that individual.

14. Relationship with the Customers and Suppliers: The Directors and the Senior

Management are to endeavor that their dealings with the customers are given due importance,

value is created and relationship of trust is built. In dealing with suppliers it should be the

endeavor that supplies are based on need, quality, service, price, and appropriate terms and

conditions.

15. Sexual Harassment: No sexual harassment will be tolerated for both the genders in the

company. Immediate proper action will be taken against whom is conducting this act.

16. Community Activities: The Directors and the Senior Management are to endeavor that

the Company be a trusted corporate citizen and, as an integral part of the Society, fulfills its

responsibilities and duties to the societies and communities in which it operates.

17. Code of Ethics for Chief of Finance Officer: Honesty, integrity and sound judgment of

the senior financial officers is fundamental for the success and reputation of Action

Construction Equipment Limited. The professional and ethical conduct of the senior financial

officers is essential to the proper functioning of the Company. The senior finance officers as

well as Directors of the Company shall be bound by the following code of ethics:

1. Act with honesty and integrity, including the ethical handling of actual or apparent

conflicts of interest between personal, financial and professional relationships,

2. Make full, fair, accurate, timely, and understandable disclosure in reports and

documents that the Company files with, or submits or makes periodically, to the

shareholders, government authorities, and to the public,

3. Comply with governmental laws, rules, notifications and regulations applicable to the

Company's business,

4. Disclose to the Board or any committee/officer designated by the Board for this

purpose, any material transaction or relationship that reasonably could be expected to

give rise to any violations of the code including actual or apparent conflicts with the

interests of the company,

5. Promote prompt reporting of violations of the Code of Ethics to the Board of

Directors or any person/committee designated for this purpose, as may be necessary,

6. Respect the confidentiality of information acquired in the course of employment

unless legally obliged to disclose and ensure that no such confidential information is

used for personal advantage/benefit,

7. Maintain the skills necessary and relevant to the Company's needs,

8. Act in good faith, responsibility, with due care, competence and diligence without

misrepresenting material facts,

9. Refrain from any inappropriate or undue influence of any kind in all dealings with

independent auditors, and avoid any actual or apparent conflicts with analysts,

10. Achieve responsible use of and control over all assets and resources employed or

entrusted to them,

11. Promote ethical and honest behavior within the Company and its associates,

Chief Finance Officer should adhere to both the code of business conduct and the code of

ethics of the Company. Violation of the code of ethics will lead to appropriate disciplinary

action including dismissal from the services of the Company any deviation/waiver from this

code can only be affected on the sole and absolute discretionary authority of the Board or any

person/committee designated by the Board for this purpose.

18. Gender Equality and Underage Employee: No gender discrimination will be made in

this company. Man and woman of every gender will be served equally within this company.

No employee shall be under aged (below 18). Proper action will be taken whoever does not

abide this rule.

19. Compliance with the Code of Conduct: Compliance with this Code of Conduct is an

obligation. The Directors and the Senior Management are to ensure that this Code is

communicated to, and understood and observed by all employees.

The Directors and the Senior Management shall affirm compliance with the Code, on an

annual basis.

The Board expects employees to bring to their attention, or to that of Senior Management,

any breach or suspected breach of this Code.

Compliance with this Code is subject to the review by the Board and complemented by the

Audit Committee of the Board. Any modification/s, amendment/s, or review of this Code

shall be done by the Board.

Financial Information

Financial Objectives: The Emergence of new product, marked by PRAN group, manufactures and carriers has pressured industry participants to continually add features and cut prices. Within a very short time PRAN would start exporting to papur NewGuinea, East Timor, Brunei, Mauritius Reunion, and Algeria, among other countries. At present it is exporting to 73 countries all over the world and it h a s b e e n c o n f e r r e d t h e m o s t p r e s t i g i o u s e x p o r t t r o p h y f o r t h e l a s t s i x consecutive years for its export activities. Due to gradual development of the quantity of PRAN products and because of better marketing and distribution i n i t i a t i ve s , i t i s c r ea t i ng hyp e among o the r coun t r i e s .PRAN has a revenue of 1 billion taka

Balance Sheet Analysis: Balance sheet is the snapshot of the financial position evolved from the overall performance of the company. To analyze the balance sheet, the effect of various activities over the company’s asset, liability and equity are identified which facilitate the rationalization of the companies’ market value of share.

The following two tables are showing the balance sheet based on the book value and balance sheet based on market price of the share.

Balance Sheet 2011

Balance sheet based on book value of share

Asset Amount Liability Amount

Current Asset 668461522 Dept 637623968

Fixed Asset 329129366 Equity 359966920

Total 997590888 Total 997590888

Proposed Balance sheet based on Market value of share

Asset Amount Liability Amount

Current Asset 668461522 Dept 637623968

Fixed Asset

Tangible 658258732 Equity 1090400000

Intangible 401303714

Total 1728023968 Total 1728023968

For the year 2011, we can see that the market value is higher than the book value by a huge amount. In the balance sheet based on book value of share the fixed asset was underestimated and company does not show there intangible asset in calculation. PRAN has gained reputation in local market and international market which attracts the investors to buy share in capital market. In the new proposed balance sheet based on market value per share we adjusted the fixed asset by revaluing tangible fixed asset and by adding intangible asset. The following two tables are the Balance sheet of 2010:

Balance Sheet 2010

Balance sheet based on book value of share

Asset Amount Liability Amount

Current Asset 673260852 Dept 580472177

Fixed Asset 249925685 Equity 342714361

Total 923186537 Total 923186538

Proposed Balance sheet based on Market value of share

Asset Amount Liability Amount

Current Asset 673260852 Dept 580472177

Fixed Asset

Tangible 520811300 Equity 913600000

Intangible 300000025

Total 1494072177 Total 1494072177

Comparing 2011 and 2010 we can see that both the total amount of Assets and liability has increased in a huge number within a year.

Income Statement of 31st December 2011:

Revenue: 1,00,000,000.00Net Sales 5,55,00,000.00Less: Cost of Goods Sold: 0Beginning InventoryAdd: Purchases

1,15,00,000.003,50,000.00

Freight-inLess:Ending Inventory

1,18,50,000.0017,04,500.00

Total Cost of Goods Sold

1,01,45,500.00

Gross Profit 45354500.00

Less: Operating Expenses:Advertising 29,00,000.00Maintaince 30,000.00Salaries & wages 10,90,000.00Building Rent 16,60,000.00Repairs 8,15,000.00Depreciation (Land 1,50,000.00Depreciation ` 1,63,400.00Office Expenses 50,000.00Miscellaneous 90,000.00Professional Fees 1,70,000.00Telephone 90,000.00Utilities 99,000.00Marketing Van 1,60,000.00Packaging Cost 23,00,000.00 97,67,400.00

Operating Profit 35587100.00Less: Interest Expense 53,30,200.00Net Profit Before Taxes 30256900.00Less: Tax (40%) 12102760.00Net Income 18154140.00

Source of application of Fund:

The total equipment and capital of PRAN Group is taka 11 crore and PRAN has a loan amount of taka 4 crore to improve their product quality. Now the total capital of PRAN Group is Taka 15 crore. The money structure is given below:

Plant and Machinery TK. 4, 35, 00,000.00

Transportation Cost TK. 25, 00,000.00

Staff Vehicles for the corporate Office TK. 23, 95,000.00

Computer TK.11, 25,000.00

Land &Building TK. 1, 94, 94,965.00

Cover Van TK. 35, 00,000.00

Furniture and fixture TK. 18, 54,325.00

Freezer TK. 25, 26,500.00

Total Used TK. 7, 68, 95,790.00

Cash in Hand TK. 4, 75,00,000.00

Conclusion

PRAN group of industries are now one of the most successful industry in our country. They

are trying to increase their business line and their own brand. PRAN group also trying to beat

the competitive market by doing different types of business. PRAN always try to invent

unique product for the customer that will also help to increase the profit margin and achieve

the highest market share then competitors.