Professional Documents
Culture Documents
2015
Contents
Corporate Profile
Our Mission, Goal and Quality Policy
Corporate Directory
Corporate Chronicle
Board of Directors
Chairmans Statement
Directors Report to the Shareholders
05
06
07
08
09
10
Financial Report:
Bengal Windsor Thermoplastics Limited
Auditors Report
Audited Financial Statements
31
32
Subsidiary Profile:
Bengal Petrochem and Synthetic Textiles Ltd.
Directors Report
Auditors Report
Audited Financial Statements
71
72
73
85
Proxy Form
87
Mission
To strive continuously to exceed customers' expectations for achieving
unlimited excellence by providing greater value to
our customers than our competitors.
Goal
To be the best company in our industry and it is our policy to deliver total quality goods
and services to all of our customers. We accomplish this by adopting
a set of quality policy throughout the organization.
Quality Policy
Strive to satisfy and to exceed customers expectations and
to be accurate and on time with all deliverables.
Focus on continuous improvement in all quality related activities and
seek to prevent errors and eliminate the causes of problems.
Educate, train, and qualify our employees so that they can perform their tasks in
accordance with establishment quality standards and
strive for continue to improvement.
Develop and maintain mutually beneficial relations with suppliers to
ensure a stable supply of quality materials and services.
Maintain competitive prices and superior financial performance
by eliminating waste, wherever it occurs.
05
Corporate Directory
Board of Directors
Mr. Morshed Alam
Mr. Md. Jashim Uddin
Mr. Humayun Kabir
Ms. Bilkis Nahar
Ms. Arifa Kabir
Mr. Firoz Alam
Mr. Shamsul Alam
Mr. Saiful Alam
Syed Javed Iqbal
Mr. Fayyaz Khundker
Audit Committee
Syed Javed Iqbal
Mr. Firoz Alam
Mr. Shamsul Alam
Mr. Fayyaz Khundker
Mr. Darul Awam Tuhin ACS
Chairman
Vice Chairman
Managing Director
Director
Director
Director
Director
Director
Independent Director
Independent Director
Chairman
Member
Member
Member
Secretary
06
Legal Advisor
Mr. Margub Kabir
Barrister-at-Law
Huq & Co.
47/1 Purana Paltan
Dhaka-1000
Auditors
M/S. A. Qasem & Co.
Chartered Accountants
Gulshan Pink City
Suites # 01-03, Level # 7
Plot # 15, Road # 103
Gulshan Avenue, Dhaka-1212
Registered Office
Bengal House
75 Gulshan Avenue,
Gulshan-1, Dhaka-1212
Phone: +880 2 988 8248
Fax: +880 2 882 7507
E-mail: secretary@bengal.com.bd
Web: www.windsor.bengalgroup.com
Factory Address
Plot 181-182,
DEPZ, Extension Area
Ashulia, Dhaka.
Tel: +88 7 789 134-8
Fax: +88 7 790 317
Corporate Chronicle
Date of Incorporation
02 January 2002
17 October 2012
Publication of Prospectus
23 October 2012
27 January 2013
28 February 2013
03 April 2013
07 April 2013
16 April 2013
National Productivity and Quality Excellence Award -2012 1st prize in Medium category
Authorized Capital
1,00,00,00,000
Paid-up Capital
75,60,00,000
Number of Shareholders
5,797
Subsidiary Company
07
Board of Directors
08
10
Morshed Alam
Humayun Kabir
Bilkis Nahar
Arifa Kabir
Firoz Alam
Shamsul Alam
Saiful Alam
10
Chairman
Vice Chairman
Managing Director
Director
Director
Director
Director
Director
Independent Director
Fayyaz Khundker
Independent Director
Chairmans Statement
Morshed Alam
Chairman
27 October 2015
09
10
Company
Name
Share
Holding
(%)
Relationship
BPSTL
80
Subsidiary
Investment
Taka
Nature of Business
Present
Status
Revenue
Gross Profit
2013 - 2014
9,20,390
6,10,310
3,10,080
2,30,605
2014 - 2015
9,42,019
6,12,030
3,29,989
1,99,166
DIVIDEND
Considering the Companys profitability and the interest of the valued investors, the Board of Directors of the
Company are pleased to recommended 10% Stock Dividend subject to the approval of the shareholders in the
forthcoming Annual General Meeting.
11
Particulars
2014
As on 30 June 2014
Opening Balance
8,14,426
6,76,442
1,75,386
2,28,379
61,027
90,395
9,28,786
8,14,426
Dividend Paid
Retained Earnings
Nature
Types
Investment
Subsidiary
Intercompany
Payable
Investment
Investment
Amount of
Transactions for
the year (Taka)
4,65,91,087
-
Receivable/(Payable)
as at 30 June 2014
(Taka)
7,20,00,000
7,70,00,000
12
BOARD SIZE
The Board of Directors of the Company is comprised of 10 (Ten) members including 2 (Two) independent
directors.
CODE OF CONDUCT OF ALL BOARD MEMBERS
In compliance with the corporate governance guidelines, the Board has laid down a code of conduct of all
Board members and annual compliance of the code is recorded accordingly.
BOARD MEETING AND ATTENDANCE
The Board of Directors of the Company met together 4 (Four) times for meeting during the year. The
attendance record of the Directors is as follows:
Name of Directors
Position
Meeting Held
Attended
Chairman
04
02
Vice Chairman
04
04
Managing Director
04
04
Director
04
02
Director
04
03
Director
04
04
Director
04
03
Director
04
04
Independent Director
04
03
Independent Director
04
04
The Directors who could not attend the meetings were granted leave of absence.
REMUNERATION TO DIRECTORS
The Company did not pay any remuneration to any director including independent director except board
meeting attendance fee and Taka 200,000 as salary per month to Managing Director.
DIRECTORS PROPOSED FOR RE-ELECTION
Mr. Morshed Alam (Chairman), Mrs. Bilkis Nahar (Director) and Mr. Shamsul Alam (Director) will retire from the
Board by rotation as per Article-127 of the Articles of Association of the Company and as per Article no-128 of
the Articles of Association of the Company, being eligible, have offered themselves for re-election. Brief resume
and other information of the above mentioned directors as per clause 1.5(XXII) a, 1.5(XXII) b, and 1.5(XXII) c, of
SEC notification No.SEC/CMRRCD/2006158/134/ Admin /44, dated, 07 August 2012 are depicted in Annexure-C
in this Annual Report.
EXTENDED OF TERM OF INDEPENDENT DIRECTOR
In accordance with clause 1.2(iii) of Bangladesh Securities and Exchange Commissions Notification No.
SEC/CMRRCD/2006-158/134/ admin/44, dated 07 August 2012, Syed Javed Iqbal and Mr. Fayyaz Khundker has
been appointed as Independent Director of the Company by the Board of Directors, thereafter approved by the
Shareholders in the 10th Annual General Meeting of the Company held on 26 December 2012. Now the Board
of Directors have extended the term of their appointment for another 03 (Three) years as per clause 1.2(vi) of
the same notification, subject to the approval of the shareholders at The Annual General Meeting.
13
Position
Meeting Held
Attended
Chairman
03
02
Member
03
02
Member
03
03
Member
03
02
Mr. Fayyaz Khundker (Independent Director) has been appointed as Member of the Audit Committee by the
Board of Directors on 07 July 2014.
APPOINTMENT OF AUDITORS
The directors hereby report that the existing auditors, M/s. A. Qasem & Co., Chartered Accountants, who were
appointed as auditors of the company in the last Annual General Meeting of the Company has carried out the
audit for the year ended 30 June 2015, will retire and being eligible offered themselves for reappointment as
Auditors of the Company for the year 2015-2016. The Board also accepted the proposal and recommended to
appoint M/s. A Qasem & Co., Chartered Accountants as statutory auditors which will be placed before Annual
General Meeting (AGM) for shareholders approval. Remuneration of the auditor will also be approved by the
shareholders at the AGM.
FINANCIAL REPORTING STANDARDS
The Directors, in accordance with BSECs notification No. SEC/CMRRCD/2006-158/134/Admin/44, dated August
07 2012 confirms the following to the best of their knowledge:
a) The financial statements prepared by the management of Company present fairly its state of affairs, the
results of its operations, cash flows and changes in equity.
b) Proper books of accounts of the Company have been maintained.
c) Appropriate accounting policies have been consistently applied in preparation of the financial
statements and that the accounting estimates are based on reasonable and prudent judgment.
d) International Accounting Standards, as applicable in Bangladesh, have been followed in preparation of
the financial statements and any departure there-from has been adequately disclosed.
e) The system of internal control is sound in design and has been effectively implemented and monitored.
f) There are no significant doubts of the Companys ability to continue as a going Concern.
The significant deviations from the last years operating results of the Company have been highlighted in the
report and reasons thereof have been explained.
14
PATTERN OF SHAREHOLDING
In accordance with the condition of the corporate governance guidelines issued by the Bangladesh Securities
and Exchange Commission (BSEC) on August 07, 2012, the shareholding pattern of the Company is disclosed
in Annexure-E in this annual report.
FIXED ASSETS ADDITIONS
During the year total additions to the fixed assets including subsidiary was Taka 113,224,716, out of which
additions to factory building was Taka 25,975,242, purchase of plant and machinery was Taka 63,562,394,
purchase of office equipment was Taka 443,749, purchase of furniture and fixture was Taka 344,840, motor
vehicles was Taka 1,702,500, purchase of Mould was Taka 4,616,715, purchase of Electrical equipment was Taka
14,966,308, purchase of IT equipment was Taka 589,850, factory equipment was Taka 1,023,118.
FIVE YEARS FINANCIAL HIGHLIGHTS
The key operating and financial data for the last five years are as follows:
Figure in Thousand Taka
2009-10
2011-12
2012-13
2013-14
2014-15
10,00,000
10,00,000
10,00,000
10,00,000
10,00,000
Paid up Capital
5,40,000
5,40,000
7,00,000
7,56,000
7,56,000
Share Premium
2,32,800
2,32,800
4,65,600
4,65,600
4,65,600
Turnover
6,38,888
7,95,011
8,79,833
9,20,390
9,42,019
Gross Profit
2,15,200
2,81,502
3,22,468
3,10,080
3,29,989
Operating Profit
1,77,169
2,37,723
2,85,013
2,66,837
2,97,827
1,69,115
1,93,503
2,38,762
2,30,605
1,99,166
Retained Earnings
2,70,167
4,49,341
6,70,941
8,11,211
9,44,595
2,12,163
3,28,156
4,45,620
6,00,634
6,59,633
10,50,167
12,38,739
18,36,166
21,50,385
20,36,025
54,000
17,136
90,395
61,026
75,600
Particulars
Authorized Capital
Figure in Taka
Net Asset Value per Share
Earnings Per Share
19.45
22.94
26.24
26.89
28.65
3.56
3.38
3.16
3.05
2.57
30 June, 2015
25,40,08,041
26.96%
5,48,41,951
19,91,66,090
19,44,10,223
7,56,00,000
2.57
3.36
30 June, 2014
23,90,77,989
25.97%
84,72,644
23,06,05,345
23,01,60,058
7,56,00,000
3.04
3.16
15
_____________
Morshed Alam
Chairman
27 October 2015
16
ANNEXURE-A
MD/CFOS DECLARATION TO THE BOARD
27 October 2015
To
The Board of Directors
Bengal Windsor Thermoplastics Limited
Head Office,
Bengal House
75 Gulshan Avenue, Gulshan-1
Dhaka
Subject: Certification of Managing Director and Chief Financial Officer (CFO) to the Board.
In terms of the Notification of Bangladesh Securities and Exchange Commission (BSEC) bearing No.
SEC/CMRRCD/2006-158/134/Admin/44, dated 07 August 2012, we, the undersigned Managing Director and
Chief Financial Officer (CFO) do hereby certify that we have reviewed the financial statements for the year
ended 30 June 2014 of Bengal Windsor Thermoplastics Limited (BWTL) and to the best of our knowledge and
belief:
i)
(a) these statements do not contain any materially untrue statement or omit any material fact or
contain statements that might be misleading; and
(b) these statements together present a true and fair view of the companys affairs and are in
compliance with existing accounting standards and applicable laws.
ii)
no transactions entered into by the company during the year which are fraudulent, illegal or violation
of the companys code of conduct.
H. S. Sarwar FCA
Chief Financial Officer (CFO)
Humayun Kabir
Managing Director
17
ANNEXURE-B
VALUE ADDED STATEMENT
2014-15
BDT
Value Added
2013-14
BDT
94,20,19,144
1,22,09,677
(53,72,31,609)
(2,00,26,641)
39,69,70,571
100.00
92,03,90,099
3,08,09,615
(57,57,98,647)
(3,33,40,022)
34,20,61,045
4,50,05,016
3,22,16,594
1,23,15,922
4,72,500
11,55,39,220
3,99,39,220
7,56,00,000
11.34
8.12
3.10
0.12
29.11
10.06
19.04
3,63,72,052
2,36,84,436
1,24,90,116
1,97,500
10,66,44,780
4,56,17,868
6,10,26,912
44.29
6.92
3.65
0.06
5,48,41,951
13.82
84,72,644
2.48
18,15,84,384
5,42,44,494
12,73,39,890
45.74
13.66
32.08
19,05,71,569
5,14,82,546
13,90,89,022
55.71
15.05
40.66
34,20,61,045
100.00
37,13,46,847
100.00
8.12% 3.10%
0.12%
10.06%
32.08%
19.04%
13.66%
13.82%
WPPF
3.65%
0.06%
13.32%
40.66%
17.84%
40.66%
2.48%
18
Revenue
Other Income Including Interest Income
Cost of Sales excluding depreciation
Other Operating Expense excluding depreciation
Total Value Added
Distribution of Added Value
To Employees and Management
Salaries and Allowances
WPPF
Board Meeting Attendence Fee
To Providers of Capital
Interest to Bank and Other Lenders
Dividend (Paid/Proposed)
To Government
Corporate tax
100.00
13.34
17.84
ANNEXURE-C
Chairman
Director
Director
Chairman
Director
Director
Chairman
Director
Director
Chairman
Director
Managing Director
Chairman
Director
Chairman
Director
Chairman
Director
Director
Chairman
Director
Director
Chairman
Director
Chairman
Director
Director
Chairman
Director
Chairman
Director
Director
Chairman
Director
Chairman
Chairman
Chairman
Director
Chairman
Director
Director
Chairman
Director
Director
Director
Director
Director
19
20
ANNEXURE-D
AUDIT COMMITTEE REPORT
FOR THE YEAR ENDED 30 JUNE 2015
Bengal Windsor Thermoplastics Limited established an Audit Committee as a sub-committee of the Board of
Directors. The Audit Committee is responsible to the Board and its members assist the Board of Directors in
ensuring that the financial statements reflect true and fair view of the state of affairs of the Company and in
ensuring a good monitoring system within the business.
The Audit Committee consists of the following persons:
Syed Javed Iqbal
Mr. Firoz Alam
Mr. Shamsul Alam
Mr. Fayyaz Khundker
Mr. Darul Awam Tuhin ACS
Chairman
Member
Member
Member
Secretary
Review and recommend to the Board to approve the quarterly, half-yearly and annual financial statements
prepared for statutory purpose;
b) Monitor and oversee choice of accounting policies and principles, internal control risk management
process, auditing matter, hiring and performance of external auditors;
c) Review statement of significant related party transactions submitted by the management;
d) Carry on a supervision role to safeguard the systems of governance and independence of statutory
auditors;
e) Review and consider the report of internal auditors and statutory auditors observations on internal
control; and
f) Oversee hiring and performance of external auditors.
Activities carried out during the year
The committee reviewed the integrity of the quarterly and annual financial statements and recommended
to the Board for consideration.
The committee had overseen, reviewed and approved the procedure and task of the internal audit,
financial report preparation and the external audit reports.
The committee found adequate arrangement to present a true and fair view of the activities and the
financial status of the company and didnt find any material deviation, discrepancies or any adverse
finding/observation in the areas of reporting.
21
ANNEXURE-E
PATTERN OF SHAREHOLDING AS ON 30 JUNE 2015
Name of the Shareholders
i.
Status
Shares held
Nill
ii. Directors:
Mr. Morshed Alam
Chairman
84,45,600
11.17
Vice Chairman
49,68,000
6.57
Managing Director
24,84,000
3.29
Director
24,84,000
3.29
Director
2,29,23,360
30.32
Director
19,87,200
2.63
Director
19,87,200
2.63
Director
19,87,200
2.63
Independent Director
Nill
Independent Director
Nill
Nill
iv. Executives:
Nill
22
Chairman
Director
84,45,600
11.17
2,29,23,360
30.32
ANNEXURE-F
Corporate Governance Compliance Report
Status of compliance with the conditions imposed by the Bangladesh Securities and Exchange Commissions
Notification No.SEC/CMRRCD/2006-158/134/Admin/44, dated 07 August 2012 issued under section 2CC of the
Securities and Exchange Ordinance, 1969:
Condition
No.
Title
1.0
Board of Directors:
Boards Size: The number of the Board members of the Company
shall not be less than 5 (Five) and more than 20 (twenty).
Independent Director:
At least one fifth (1/5) of the total number of Directors in the
Companys Board shall be Independent Directors.
Independent Director does not hold any share or holds less than 1%
shares of the total paid-up capital;
Independent Director or his family members are not connected with
the Company's any sponsor or Director or Shareholder who holds 1%
or more shares;
Does not have any other relationship, whether pecuniary or
otherwise, with the Company or its subsidiary/associated
companies;
Independent Director is not a member, Director or officer of any
Stock Exchange;
Independent Director is not a shareholder, Director or officer of any
member of Stock Exchange or an intermediary of the capital market;
Independent Director is not a partner or an executive or was not a
partner or an executive during the preceding 3 (three) years of any
statutory audit firm;
Independent Director shall not be an Independent Director in more
than 3 (three) listed companies;
Independent Director 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);
Independent Director has not been convicted for a criminal offence
involving moral turpitude.
The Independent Director(s) shall be appointed by the Board of
Directors and approved by the shareholders in the AGM.
The Post of Independent Director(s) can not 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 office 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 Directors:
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.
1.1
1.2
1.2 (i)
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)
1.2 (iv)
1.2 (v)
1.2 (vi)
1.3
1.3 (i)
1.3 (ii)
Status
Remarks
Not
Complied Complied
23
Condition
No.
Title
1.3 (iii)
Remarks
Not
Complied Complied
The positions of the Chairman of the Board and the Chief Executive
Officer of the companies shall be filled by different individuals. The
Chairman of the company shall be elected from among the directors
1.4
of the company. The Board of Directors shall clearly define respective
roles and responsibilities of the Chairman and the Chief Executive
Officer.
1.5
Directors Report to the Shareholders:
1.5 (i)
Industrial outlook and possible future developments in the Industry.
1.5 (ii) Segment-wise or product-wise performance.
1.5 (iii) Risks and concerns.
1.5 (iv) Discussion on Cost of Goods sold, Gross Profit Margin and Net Profit
Margin.
1.5 (v) Discussion on continuity of any Extra-Ordinary gain or loss.
1.5 (vi) Basis for related party transactions- a statement of all related party
transactions should be disclosed in the annual report.
1.5 (vii) Utilization of proceeds from public issues, rights issues and/or
through any others instruments.
An explanation if the financial results deteriorate after the company
1.5 (viii) goes for Initial Public Offering (IPO), Repeat Public Offering (RPO),
Rights Offer, Direct Listing, etc.
If significant variance occurs between Quarterly Financial
1.5 (ix) performance and Annual Financial Statements the management
shall explain about the variance on their Annual Report.
1.5 (x) Remuneration to Directors including Independent Directors.
The financial statements prepared by the management of the issuer
1.5 (xi) Company present fairly its state of affairs, the result of its operations,
cash flows and changes in equity.
1.5 (xii) Proper books of account of the issuer Company have been
maintained.
Appropriate accounting policies have been consistently applied in
1.5 (xiii) preparation of the financial statements and that the accounting
estimates are based on reasonable and prudent judgment.
International Accounting Standards (IAS)/Bangladesh Accounting
Standards (BAS)/ International Financial Reporting Standards
1.5 (xiv) (IFRS)/Bangladesh Financial Reporting Standards (BFRS), as
applicable in Bangladesh, have been followed in preparation of the
financial statements and any departure there-from has been
adequately disclosed.
1.5 (xv) The system of internal control is sound in design and has been
effectively implemented and monitored.
There are no significant doubts upon the issuer Company's ability to
1.5 (xvi) continue as a going concern. If the issuer Company is not considered
to be a going concern, the fact along with reasons thereof should be
disclosed.
Significant deviations from the last years operating results of the
1.5 (xvii) issuer Company shall be highlighted and the reasons thereof should
be explained.
1.5 (xviii) Key operating and financial data of at least preceding 5 (Five) years
shall be summarized.
1.5 (xix) No Declaration of Dividend.
1.5 (xx) The number of Board meetings held during the year and attendance
by each Director shall be disclosed.
24
Status
N/A
Condition
No.
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)
2.1
2.2
3.0
3 (i)
3 (ii)
3 (iii)
3.1
3.1 (i)
3.1 (ii)
3.1 (iii)
3.1 (iv)
3.1 (v)
3.1 (vi)
Title
Status
Remarks
Not
Complied Complied
25
Condition
No.
Title
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)
Remarks
Not
Complied Complied
3.4
3.4.1
3.4.1 (i)
3.4.1 (ii) a)
26
Status
N/A
Condition
No.
Title
4
4 (i)
4 (ii)
4 (iii)
4 (iv)
4 (v)
4 (vi)
4 (vii)
4 (viii)
4 (ix)
5
5 (i)
5 (ii)
5 (iii)
5 (iv)
5 (v)
6
6 (i) a)
6 (i) b)
6 (ii)
7
7 (i)
7 (ii)
Status
Remarks
Not
Complied Complied
27
ANNEXURE-G
28
Financial
Report
Auditors' Report
&
Audited Financial Statements
Bengal Windsor Thermoplastics Limited
and its Subsidiary
for the year ended 30 June 2015
30
Auditors' Report
To the Shareholders of Bengal Windsor Thermoplastics Ltd.
We have audited the accompanying consolidated financial statements of Bengal Windsor Thermoplastics Ltd., which comprise
the consolidated statement of financial position as at 30 June 2015, and the consolidated statement of profit or loss and other
comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year
then ended, and a summary of significant accounting policies and other explanatory information.
Managements Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated financial statements in
accordance with Bangladesh Financial Reporting Standards (BFRS) and for such internal control as management determines
is necessary to enable the preparation of consolidated financial statements that are free from material misstatement,
whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our
audit in accordance with Bangladesh Standards on Auditing (BSA). Those standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial
statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated
financial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of
material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk
assessments, the auditors consider internal control relevant to the entitys preparation and fair presentation of the
consolidated 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 effectiveness of the entitys internal control. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as
well as evaluating the overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Bengal
Windsor Thermoplastics Ltd. as at 30 June 2015 and its financial performance and its cash flows for the year then ended in
accordance with 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 also report that:
a.
We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for
the purpose of our audit and made due verification thereof;
b.
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;
c.
The financial statements dealt with by the report are in agreement with the books of account and returns; and
d.
The expenditure incurred and payments made were for the purposes of the Companies' business.
Dated, Dhaka
27 October 2015
31
Assets
Non-current assets
Property, plant and equipment
Intangible assets
Leasehold assets
Investment in shares
Current Assets
Inventories
Trade and other receivables
Advance, deposits and prepayments
Investment in FDR
Cash and cash equivalents
2015
Taka
Notes
As at 30 June,
2014
Taka
4A
5A
6A
7A
659,632,712
150,000
77,000,000
736,782,712
600,633,740
168,750
77,000,000
677,802,490
9A
10A
11A
12A
13A
411,588,955
610,137,359
929,697,237
100,000,000
8,597,543
2,060,021,094
402,269,820
438,073,700
678,800,281
100,000,000
9,589,997
1,628,733,798
2,796,803,806
2,306,536,288
Total assets
Equity and Liabilities
Equity attributable to owners of the parent
Share capital
Share premium
Retained earnings
14A
15A
16A
756,000,000
465,600,000
944,594,760
2,166,194,760
756,000,000
465,600,000
811,211,449
2,032,811,449
17A
Non-current liabilities
Gratuity
Long term loan
Deferred tax liability
21,952,238
2,188,146,998
17,196,371
2,050,007,820
18A
19A
20
8,606,741
108,664,102
29,469,608
146,740,451
4,832,942
40,097,585
44,930,527
Current liabilities
Short term loan
Trade and other payables
Provision for expenses
Payable to IPO applicants
21A
22A
23A
24A
338,390,609
53,098,727
65,557,753
4,869,268
461,916,357
161,568,138
9,135,219
35,990,871
4,903,713
211,597,941
2,796,803,806
2,306,536,288
28.65
26.89
34A
_________________
Managing Director
_________________
Director
_________________
Company Secretary
Dated, Dhaka
27 October 2015
32
Notes
2014
Taka
Revenue
25A
942,019,144
920,390,099
26A
(612,030,297)
(610,309,923)
329,988,847
310,080,176
Gross profit
Administrative expenses
27A
(23,277,475)
(29,791,585)
28A
(8,884,067)
(13,451,575)
Operating profit
297,827,305
266,837,016
Other income
29A
12,209,677
30,809,615
Financial expenses
30A
(39,939,220)
(45,617,869)
270,097,762
252,028,762
(3,773,799)
31
(460,657)
(12,315,922)
(12,490,116)
254,008,041
239,077,989
(54,841,951)
(8,472,644)
Current tax
(25,372,342)
(8,472,644)
Deferred tax
(29,469,609)
199,166,090
230,605,345
-
199,166,090
230,605,345
Attributable to:
Owners of the parent
Non - controlling interests
Total comprehensive income for the year
194,410,223
4,755,867
199,166,090
230,160,058
445,287
230,605,345
2.57
3.04
Basic EPS
32A
_________________
Managing Director
_________________
Director
_________________
Company Secretary
Dated, Dhaka
27 October 2015
33
34
465,600,000
Dated, Dhaka
27 October 2015
_________________
Managing Director
465,600,000
465,600,000
465,600,000
Taka
Share premium
944,594,760
(61,026,912)
194,410,223
811,211,449
811,211,449
(56,000,000)
(34,395,200)
505,455
230,160,058
670,941,136
Retained
earnings
Taka
_________________
Director
756,000,000
756,000,000
756,000,000
56,000,000
700,000,000
Taka
Share Capital
Particulars
2,188,146,998
(61,026,912)
199,166,091
2,050,007,820
2,050,007,820
(34,395,200)
631,819
230,605,346
1,853,165,856
Taka
Total
_________________
Company Secretary
21,952,238
4,755,867
17,196,371
17,196,371
126,364
445,287
16,624,720
Non - Controlling
Interests
Taka
78,72,27,529
(78,93,74,228)
(2,83,80,834)
(3,05,27,534)
90,35,83,754
(60,40,36,767)
(11,10,52,043)
18,84,94,945
(33,51,187)
(1,24,90,116)
(4,63,68,836)
(1,36,49,626)
(1,32,79,316)
16,15,66,003
(11,32,24,716)
1,34,95,119
(9,97,29,597)
(20,66,64,688)
16,99,50,000
2,60,45,779
(1,06,68,909)
(5,96,07,874)
(34,445)
17,68,22,471
6,85,66,517
(4,06,40,687)
14,51,05,982
(1,08,46,849)
(3,37,63,375)
(45,26,571)
(2,21,11,536)
(20,19,61,012)
(4,19,57,389)
(31,51,66,731)
(9,92,452)
95,89,997
85,97,543
(16,42,69,638)
17,38,59,635
95,89,997
_________________
Managing Director
_________________
Director
_________________
Company Secretary
Dated, Dhaka
27 October 2015
35
Notes
Assets
2014
Taka
Non-current assets
Property, plant and equipment
Intangible assets
Leasehold assets
Investment in shares
Investment in subsidiary
4
5
6
7
8
Current assets
Inventories
Trade and other receivables
Advance, deposits and prepayments
Investment in FDR
Cash and cash equivalents
46,70,26,443
1,50,000
7,70,00,000
7,20,00,000
61,61,76,443
50,78,81,068
1,68,750
7,70,00,000
7,20,00,000
65,70,49,818
9
10
11
12
13
37,11,64,384
52,25,66,505
90,46,93,296
10,00,00,000
84,86,268
1,90,69,10,453
38,65,56,201
43,80,73,700
67,17,57,631
10,00,00,000
95,08,753
1,60,58,96,285
2,52,30,86,896
2,26,29,46,103
75,60,00,000
46,56,00,000
92,87,85,812
2,15,03,85,812
75,60,00,000
46,56,00,000
81,44,25,966
2,03,60,25,966
Total assets
Equity and liabilities
Equity attributable to owners of the company
Share capital
Share premium
Retained earnings
14
15
16
Non-current liabilities
Gratuity
Long term loan
Deferred tax liability
18
19
20
86,06,741
3,04,35,828
2,94,69,608
6,85,12,177
48,32,942
48,32,942
Current liabilities
Short term loan
Trade and other payables
Provision for expenses
Payable to IPO applicants
21
22
23
24
22,96,97,773
72,76,476
6,23,45,390
48,69,268
30,41,88,907
12,56,54,605
5,56,60,760
3,58,68,117
49,03,713
22,20,87,195
2,52,30,86,896
2,26,29,46,103
34
28.44
26.93
_________________
Managing Director
_________________
Director
_________________
Company Secretary
36
Notes
2015
Taka
2014
Taka
Revenue
25
85,44,48,290
89,67,14,309
26
(56,33,57,207)
(60,21,25,430)
291,091,083
29,45,88,879
Gross profit
Administrative expenses
27.1
(2,22,30,838)
(2,93,88,960)
28.1
(88,79,567)
(1,34,46,943)
25,99,80,678
25,17,52,976
Operating profit
Other income
29.1
1,22,09,677
3,08,09,615
Financial expenses
30.1
(2,58,71,925)
(3,27,60,265)
24,63,18,430
24,98,02,326
(37,73,799)
(4,60,657)
(1,23,15,922)
(1,24,90,116)
23,02,28,709
23,68,51,553
(5,48,41,951)
(84,72,644)
Current tax
(2,53,72,342)
(84,72,644)
Deferred tax
(2,94,69,609)
31
17,53,86,758
2.32
32.1
22,83,78,909
-
17,53,86,758
Basic EPS
22,83,78,909
3.02
_________________
Managing Director
_________________
Director
_________________
Company Secretary
Dated, Dhaka
27 October 2015
37
38
Dated, Dhaka
27 October 2015
_________________
Managing Director
46,56,00,000
46,56,00,000
_________________
Director
46,56,00,000
75,60,00,000
75,60,00,000
5,60,00,000
46,56,00,000
Taka
Taka
70,00,00,000
Share premium
Share Capital
Particulars
2,15,03,85,812
(6,10,26,912)
17,53,86,758
2,03,60,25,966
2,03,60,25,966
(3,43,95,200)
22,83,78,909
1,84,20,42,257
Taka
Total
_________________
Company Secretary
92,87,85,812
(6,10,26,912)
17,53,86,758
81,44,25,966
81,44,25,966
(5,60,00,000)
(3,43,95,200)
22,83,78,909
67,64,42,257
Taka
Retained
earnings
76,88,23,088
(77,91,13,900)
(2,73,83,286)
(3,76,74,098)
87,99,07,964
(69,57,46,929)
(3,50,45,926)
14,91,15,109
(33,51,187)
(1,24,90,116)
(5,35,15,401)
(1,36,49,626)
(1,32,79,316)
12,21,86,167
(77,25,091)
1,34,95,119
57,70,028
(19,23,09,689)
16,99,50,000
2,60,45,779
36,86,090
(5,96,07,874)
(34,445)
10,40,43,168
3,04,35,828
(2,81,13,788)
4,67,22,889
(1,08,46,849)
(3,37,63,375)
(45,26,571)
(1,48,00,571)
(19,63,59,765)
(2,90,99,785)
(28,93,96,916)
(10,22,484)
95,08,751
84,86,268
(16,35,24,661)
17,30,33,412
95,08,751
_________________
Managing Director
_________________
Director
_________________
Company Secretary
Dated, Dhaka
27 October 2015
39
1.
Reporting entity
Bengal Windsor Thermoplastics Limited (the "company") was incorporated on 02 January 2002 vide
registration no. C-44727(1255) of 2002 as a private limited company in Bangladesh under the
Companies Act, 1994 with the name of Bengal Build-up Bangladesh Ltd. and subsequently changed its
name to Windsor Plastic (BD) Ltd on 17 May 2005.
Following by the name change, the status of the Company was converted from private to public
limited company. On 14 December 2010 the company changed its name to its present name from
Windsor Plastic (BD) Ltd.
At present Bengal Windsor Thermoplastics Ltd. (the "Company") is a public limited company
incorporated in Bangladesh and its shares are quoted in the Dhaka and Chittagong Stock Exchanges
from 24 June 2010. The address of the Company's registered office is Bengal House, 75 Gulshan
Avenue, Gulshan - 1, Dhaka-1212, Bangladesh.
The company manufactures and exports garment accessories (hanger and related accessories) which
facilitates the export of garments to the world's largest retailers like Wal-Mart, K-Mart, Kohl's, J C Penny
etc. in the USA as well as in Europe.
The Company's manufacturing unit is situated at Dhaka Export Processing Zone (DEPZ) extension
area, Plot # 181-182, Savar, Dhaka.
2.
Basis of preparation
2.1
2.2
Statement of compliance
The financial statements have been prepared in accordance with the Bangladesh Accounting
Standards (BAS), Bangladesh Financial Reporting Standards (BFRS), the Companies Act 1994, the
Securities and Exchange Rules 1987 and other applicable laws in Bangladesh. Cash flows from
operating activities are computed under direct method as prescribed by the Securities and Exchange
Rules 1987.
2.3
Financial period
The Financial year of the Company covers one year from 1st July of each Gregorian calendar year to
30th June of the following year.
2.4
40
2.5
Basis of measurement
The financial statements have been prepared on the historical cost basis.
2.6
Basis of consolidation
a. Subsidiaries
Subsidiaries are all entities (including special purpose entities) over which the group has the power to
govern the financial and operating policies generally accompanying a shareholding of more than one
half of the voting rights. The existence and effect of potential voting rights that are currently
exercisable or convertible are considered when assessing whether the group controls another entity.
The group also assesses existence of control where it does not have more than 50% of the voting
power but is able to govern the financial and operating policies by virtue of de-facto control.
De-facto control may arise in circumstances where the size of the groups voting rights relative to the
size and dispersion of holdings of other shareholders give the group the power to govern the financial
and operating policies, etc.
Subsidiaries are fully consolidated from the date on which control is transferred to the group. They are
de-consolidated from the date that control ceases.
The group applies the acquisition method to account for business combinations. The consideration
transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities
incurred to the former owners of the acquiree and the equity interests issued by the group. The
consideration transferred includes the fair value of any asset or liability resulting from a contingent
consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities
assumed in a business combination are measured initially at their fair values at the acquisition date.
The group recognises any non-controlling interest in the acquiree on an acquisition-by-acquisition
basis, either at fair value or at the non-controlling interests proportionate share of the recognised
amounts of acquirer's identifiable net assets.
Acquisition-related costs are expensed as incurred.
If the business combination is achieved in stages, the acquisition date carrying value of the acquirers
previously held equity interest in the acquiree is re-measured to fair value at the acquisition date; any
gains or losses arising from such re-measurement are recognised in profit or loss.
Inter-company transactions, balances, income and expenses on transactions between group
companies are eliminated. Profits and losses resulting from inter- company transactions that are
recognised in assets are also eliminated. Accounting policies of subsidiaries have been changed where
necessary to ensure consistency with the policies adopted by the group.
b. Changes in ownership interests in subsidiaries without change of control
Transactions with non-controlling interests that do not result in loss of control are accounted for as
equity transactions that is, as transactions with the owners in their capacity as owners. The difference
between fair value of any consideration paid and the relevant share acquired of the carrying value of
net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling
interests are also recorded in equity.
41
c. Disposal of subsidiaries
When the group ceases to have control any retained interest in the entity is re- measured to its fair
value at the date when control is lost, with the change in carrying amount recognised in profit or loss.
The fair value is the initial carrying amount for the purposes of subsequently accounting for the
retained interest as an associate, joint venture or financial asset. In addition, any amounts previously
recognised in other comprehensive income in respect of that entity are accounted for as if the group
had directly disposed of the related assets or liabilities. This may mean that amounts previously
recognised in other comprehensive income are reclassified to profit or loss.
2.7
2.8
2.9
Comparative information
Comparative information has been disclosed in respect of the year ended 30 June 2013 for all
numerical information in the financial statements and also the narrative and descriptive information
where it is relevant for understanding of the current year's financial statements. Certain figures for the
year ended 30 June 2013 have been rearranged wherever considered necessary, to ensure better
comparability with the current year's financial and to comply with relevant BAS.
42
3.1
Foreign currency
Transactions in foreign currencies are translated to the functional currencies at an exchange rate
applicable on the date of transactions. Monetary assets and liabilities denominated in foreign
currencies at the reporting date are retranslated to the functional currency at the exchange rate
prevailing at that date. Foreign exchange differences arising on translation are recognized in
statement of comprehensive income. Non-monetary items that are measured in terms of historical
cost in a foreign currency are translated using the exchange rate at the date of transactions.
3.2
Asset category
Plant & machinery
Factory building
Office equipment
Furniture & fixture
Motor vehicles
Mould
Electrical equipment
IT equipment
Factory equipment
Rate of depreciation
5%
3%
20%
10%
20%
10%
10%
33%
10%
43
3.3
Intangible assets
An intangible asset is recognized if it is probable that the future economic benefits that are
attributable to the asset will flow to the entity and the cost of the assets can be measured reliably.
Software represents the value of computer application software licensed for use of the Company.
Intangible assets are carried at its cost, less accumulated amortization and impairment loss (if any).
Initial cost comprises license fees paid at the time of purchase and other directly attributable
expenditure that are incurred in customizing the software for its intended use.
Leased assets
Leases in terms of which the Company assumes substantially all the risks and rewards of ownership are
classified as finance leases. Upon initial recognition the leased asset is measured at an amount equal to
the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial
recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset.
After full payment of the lease obligation the asset is reclassified to property, plant and equipment.
3.5
Inventories
Inventories are measured at the lower of cost and net realizable value. Inventories comprises of raw
materials, work in process, finished goods, stores and spares. Cost is determined on a First in First Out (FIFO)
method. The cost of inventories includes expenditure incurred in acquiring the inventories, production or
conversion costs and other costs incurred in bringing them to their existing location and condition. Work
in process has been valued at prime cost basis with proportionate addition of factory overheads.
Net realizable value is the estimated selling price in the ordinary course of business less the estimated
costs of completion and estimated costs necessary to make the sales.
3.6
Impairment
The carrying amount of non-financial assets, other than inventories are reviewed at each reporting
date to determine whether there is any indication of impairment. If any such indication exists, then the
asset's recoverable amount is estimated and impairment loss is recognized in the statement of
comprehensive income.
3.7
3.8
44
3.9
Employee benefit
The Company maintains both defined contribution plan and defined benefit plan for its eligible
permanent employees. The eligibility is determined according to the terms and conditions set forth in
the Company policy manual.
All permanent factory employees contribute 8.33% of their basic salary to the provident fund as
subscription of the fund and the Company makes the equal contribution. Contributions made by the
company are charged as expense.
3.9.3
45
The company derecognizes a financial asset when the contractual rights to the cash flows from the
asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a
transaction in which substantially all the risks and rewards of ownership of the financial asset are
transferred. Any interest in transferred financial assets that is created or retained by the company is
recognized as a separate asset or liability.
Financial assets and liabilities are offset and the net amount presented in the statement of financial
position when, and only when, the company has a legal right to offset the amounts and intends either
to settle on a net basis or to realize the asset and settle the liability simultaneously.
Financial assets include
i) Accounts Receivable
Accounts receivable is carried at original invoice amount without making any provision for doubtful
debts, because subsequently all the amount has been realized.
ii) Advances, Deposits and Prepayments
Advances are initially measured at cost. After initial recognition, advances are carried at cost less
deductions, adjustments or charges to other account heads. Deposits are measured at payment value.
Prepayments are initially measured at cost. After initial recognition, prepayments are carried at cost
less charges to profit or loss account.
iii) Other receivables
Accounts and other receivable are financial assets with fixed or determinable payments that are not
quoted in an active market. Such assets are recognized initially at fair value plus any directly
attributable transaction costs. Subsequent to initial recognition, accounts and other receivable are
measured at amortized cost using the effective interest method, less any impairment losses.
iv) Cash and cash equivalents
Cash and cash equivalents include cash in hand and cash at banks which are held by the company
without any restriction.
Non-derivative financial liabilities
Liabilities (including liabilities designated at fair value through profit or loss) are recognized initially on
the trade date at which the company becomes a party to the contractual provisions of the instrument.
The company derecognizes a financial liability when its contractual obligations are discharged or
cancelled or expired.
Financial liabilities include long term loans, short term loans, and accounts and other payables.
46
Provisions
A provision is recognized if, as a result of a past event, the Company has a present legal or constructive
obligation that can reliably be estimated and, it is probable that an outflow of economic benefits will
be required to settle the obligation.
Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best
estimate. If it is no longer probable that an outflow of resources embodying economic benefits are
required to settle the obligation, the provision are reversed.
In accordance with the guidelines as prescribed by BAS-37: Provisions, Contingent Liabilities and
Contingent Assets are recognized in the following situations:
a) when the Company has an obligation ( legal or constructive) as a result of past events;
b) when it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation; and
c) reliable estimates can be made of the amount of the obligation.
3.12
47
3.14
Income tax
Current tax
The company is situated in DEPZ Savar and enjoyed the tax holiday facility till August 2014. Afterward
it has been making it's Income Tax Provision as per Income Tax Ordinance, 1984. The Tax Rate of the
public limited company is 25% but it is under the Tax Shield of Para-28(b) of Part-A of 6th Schedule of
Income Tax Ordinance, 1984, which is 12.5%.
Deferred tax
Deferred tax is recognized on difference between the carrying amounts of assets and liabilities in the
financial statements and the corresponding tax bases used in the computation of taxable profit, and
are accounted for using the balance sheet liability method. Deferred tax liabilities are generally
recognized for all temporary differences and deferred tax assets are recognized to the extent that it is
probable that the taxable profits will be available against which deductible temporary differences,
unused tax loses or unused tax credits can be utilized.
Deferred tax has been calculated and recognized by the company from this year as the company
enjoyed tax holiday benefit upto July, 2014.
3.15
48
3.16
Dividends
Final dividend distributions to the company's shareholders are recognized as a liability in the financial
statements in the year in which the dividends are approved by the company's shareholders at the
Annual General Meeting.
3.17
3.18
Segment reporting
No segmental reporting is applicable for the Company as required by BFRS 8: Operating Segments, as
the Company operates in a single industry segment and within a single geographical segment.
3.19
3.20
49
50
4A.
4,96,011
55,22,45,269
Balance as on 30.06.14
20,64,77,188
11,32,24,716
10,23,118
5,89,850
1,49,66,308
46,16,715
17,02,500
3,44,840
4,43,749
2,59,75,242
6,35,62,394
75,87,22,457
87,19,47,173
2,11,09,044
16,91,318
3,60,12,312
27,93,77,165
3,64,21,047
8,40,851
50,90,361
21,97,05,429
27,16,99,646
10%
33.3%
10%
10%
20%
10%
20%
3%
5%
10,66,24,920
15,80,88,717
1,07,05,777
4,95,549
12,59,321
6,63,40,302
2,15,07,675
2,28,242
20,59,557
96,52,042
4,58,40,252
5,14,63,797
5,42,25,744
15,76,946
4,14,621
24,43,220
2,75,67,433
32,84,942
62,902
5,82,054
59,33,722
1,23,59,904
1,23,59,904
59,33,722
50,322
26,27,954
2,75,67,433
19,54,576
3,31,697
15,76,946
5,24,02,554
Factory overhead
5,82,054
12,580
6,56,988
4,88,644
82,924
18,23,190
Admin expenses
21,34,99,490
88,26,321
7,81,148
3,23,09,772
18,54,69,430
1,16,28,430
5,49,707
24,48,750
20,4,1,19,665
15,80,88,717 60,06,33,740
21,23,14,461 65,96,32,712
1,22,82,723
9,10,170
37,02,541
9,39,07,735
2,47,92,617
2,91,144
26,41,611
1,55,85,764
5,82,00,156
Depreciation
Note: Depreciation for common classes of assets used both in factory and administrative purpose has been allocated @80% as factory overhead and @20% as administrative
expenses.
75,87,22,457
2,00,85,926
11,01,468
2,10,46,004
27,47,60,450
Balance as on 30.06.15
Factory equipment
IT equipment
Electrical equipment
Mould
3,47,18,547
46,46,612
19,37,30,187
Office equipment
20,81,37,252
Factory building
Motor vehicles
Cost
Disposal
Balance as on Rate of Balance as on
Balance as on Addition/ transfer
during the
30 June 2015 Dep. % 01 July 2014
01 July 2014
during the year
year
Particulars
51
4.
66,23,51,048
47,02,28,859
Balance as on 30.06.15
Balance as on 30.06.14
19,21,22,189
77,25,091
4,40,349
3,26,340
17,02,500
32,70,444
13,35,500
5,89,850
60,108
66,23,51,048
67,00,76,139
19,83,14,357 5%
10,71,93,973 3%
50,74,661 20%
8,22,351 10%
3,64,21,047 20%
27,80,30,894 10%
2,23,81,504 10%
16,91,318 33.3%
2,01,46,034 10%
10,57,33,661
15,44,69,980
4,47,65,873
71,11,128
20,56,113
2,28,242
2,15,07,675
6,63,40,302
12,59,321
4,95,549
1,07,05,777
4,87,36,319
4,85,79,716
99,15,718
32,15,819
5,80,113
62,748
32,84,942
2,74,32,806
21,34,444
4,14,621
15,38,504
Factory overhead
5,80,113
12,550
6,56,988
4,26,889
82,924
17,59,464
Admin expenses
14,36,32,766
9,68,67,026
24,38,435
5,31,361
1,16,28,430
18,42,57,786
1,89,87,739
7,81,148
79,01,753
WDV as on 30
June 2015
15,44,69,980 50,78,81,068
20,30,49,696 46,70,26,443
5,46,81,591
1,03,26,947
26,36,226
2,90,990
2,47,92,617
9,37,73,108
33,93,765
9,10,170
1,22,44,281
Depreciation
Note: Depreciation for common classes of assets used both in factory and administrative purpose has been allocated @80% as factory overhead and @20% as administrative
expenses.
19,83,14,357
10,71,93,973
46,34,312
4,96,011
3,47,18,547
27,47,60,450
2,10,46,004
11,01,468
2,00,85,926
Particulars
Cost
Rate of
Disposal
Balance as on 01 Addition/ transfer
Balance as on Dep. % Balance as on 01 Depreciation
during the year
July 2014
during the year
30 June 2015
July 2014
during the year
Notes
5A.
5.
As at 30 June
2015
Taka
2014
Taka
1,50,000
-
1,68,750
-
1,50,000
1,68,750
1,87,500
-
1,87,500
1,87,500
-
1,87,500
-
1,87,500
1,87,500
18,750
18,750
37,500
37,500
18,750
18,750
18,750
1,50,000
1,68,750
Intangible assets
Cost
Balance as at 01 July
Addition during the year
Disposal/Adjustment during the year
Balance as at 30 June
Accumulated amortization
Balance as at 01 July
Amortization for the year
Adjusted balance as on 01 July
Adjustment during the year
Balance as at 30 June
Written down value
6A.
6.
1,00,00,000
(1,00,00,000)
-
Accumulated depreciation
Balance as at 01 July
Transfer to property, plant and equipment
Adjusted balance as on 01 July,
Depreciation during the year
Balance as at 30 June,
12,50,000
(12,50,000)
-
52
Leasehold assets
Mould:
Cost
Balance as at 01 July,
Transfer to property, plant and equipment
Adjusted balance as on 01 July,
Addition during the year
Balance as at 30 June,
7A.
7,70,00,000
-
7,70,00,000
-
7,70,00,000
7,70,00,000
As at 30 June
7.
Investment in shares
Notes
2015
Taka
2014
Taka
7,70,00,000
7,70,00,000
7,70,00,000
7,70,00,000
Bengal Poly & Paper Sack Ltd. (BPPSL) is a public limited company. There is no active market for the
shares of BPPSL to be traded. So, these shares are measured at cost less impairment in accordance with
BAS 39.
8.
Investment in subsidiary
Bengal Petrochem and Synthetic Textiles Ltd.
7,20,00,000
7,20,00,000
7,20,00,000
7,20,00,000
Bengal Windsor Thermoplastics Ltd. invested in Bengal Petrochem and Synthetic Textiles Ltd to
purchase 7,20,000 ordinary share of Tk 100 each as its 80% share holding. The board of Directors
approved this investment vide a resolution on 10th February 2011. Bengal Petrochem & Synthetic
Textiles Ltd will carry out the business of a manufacturer of thermal plastic molding component
(TPMC), polyester synthetic, polyester yarn etc.
9A.
Consolidated Inventories
Raw materials
Finished goods
Mat. work-in-process
Goods in transit
Spare parts
Accessories
Others
9.1A
Unrealised profit
6,35,16,450
6,57,30,687
1,97,95,140
3,69,17,595
7,47,14,849
10,54,79,223
4,54,35,011
411,588,955
411,588,955
9,31,46,743
4,60,31,534
2,30,18,643
5,53,64,385
7,72,35,612
7,55,50,957
3,19,21,946
402,269,820
402,269,820
There were no inter-company sales during the fiscal year 2014-2015, hence there was no unrealised profit for the
same period.
9.
9.1
Inventories
Raw materials
Finished goods
Mat. work-in-process
Goods in transit
Spare parts
Accessories
Others
Raw
Material PP
Material GPPS
Material HIPS
Material K-Resin
Material color pigment
Material TPR
Material PS recycle
9.1
5,37,46,909
3,62,86,072
1,95,02,149
3,69,17,595
7,37,97,425
10,54,79,223
4,54,35,011
37,11,64,384
7,74,33,124
4,60,31,534
2,30,18,643
5,53,64,385
7,72,35,612
7,55,50,957
3,19,21,946
38,65,56,201
28,94,181
3,07,44,027
1,52,19,079
30,20,842
6,96,297
10,22,873
1,49,610
53,746,909
4,169,644
44,292,892
21,926,114
4,352,125
1,003,154
1,473,652
215,543
77,433,124
53
As at 30 June
Notes
10A.
Intercompany elimination
10.1
10.1
43,33,09,864
47,63,836
43,80,73,700
11
11.1A
90,46,93,296
2,50,03,941
92,96,97,237
67,17,57,631
70,42,650
67,88,00,281
11.1
11.2
89,05,21,751
1,41,71,545
90,46,93,296
65,15,70,387
2,01,87,244
67,17,57,631
11,92,912
2,14,96,067
3,16,04,902
96,82,739
93,88,955
9,24,027
2,83,98,442
18,43,063
49,96,394
7,65,85,129
4,74,32,679
40,44,265
31,07,08,574
20,00,46,439
1,33,77,164
12,88,00,000
89,05,21,751
11,92,912
2,14,96,067
3,16,04,902
96,82,739
93,88,955
9,24,027
18,43,063
49,96,394
7,65,85,129
4,74,32,679
40,44,265
20,32,04,779
10,03,48,499
1,00,25,977
12,88,00,000
65,15,70,387
54
51,89,35,066
36,31,439
52,25,66,505
11.1
43,80,73,700
1,84,04,440
45,64,78,140
(1,84,04,440)
43,80,73,700
43,33,09,864 41,65,03,519
85,44,48,290 89,67,14,309
1,28,77,58,154 1,31,32,17,828
(76,88,23,088) (87,99,07,964)
51,89,35,066 43,33,09,864
11.
52,25,66,505
8,75,70,854
61,01,37,359
61,01,37,359
Accounts receivable
Balance as at 01 July
Credit sales for the year
11A.
2014
Taka
10.
2015
Taka
11.1.1
11.1.2
As at 30 June
Notes
2015
Taka
2014
Taka
1,00,25,977
33,51,187
1,33,77,164
1,33,77,164
92,14,350
1,36,49,626
2,28,63,976
(1,28,37,999)
1,00,25,977
12,88,00,000
-
12,88,00,000
-
12,88,00,000
12,88,00,000
The amounts represent the advance against share purchase for equity investment in Bengal Plastics
Ltd., which carries out the business of hanger manufacturing and export. The shares will be issued after
approval from the Bangladesh Securities and Exchange Commission. Shares of Bengal Poly & Paper
Sack Ltd. were issued against the advance after approval from Bangladesh Securities and Exchange in
2013-2014 and so subsequently recognized as investment for Bengal Windsor Thermoplastics Ltd. from
2013-2014.
11.2
Deposits
BEPZA For electric line purpose
BEPZA for land purpose
L/C margin deposits
7,88,039
2,30,945
1,31,52,561
1,41,71,545
7,88,039
2,30,945
1,91,68,260
2,01,87,244
65,48,754
50,00,331
84,71,758
33,38,997
16,44,100
2,50,03,941
50,16,615
6,14,790
9,36,000
4,75,245
70,42,650
10,00,00,000
-
10,00,00,000
-
Investment in FDR
Balance as at 01 July
Realised during the year
10,00,00,000
26,99,50,000
(26,99,50,000)
10,00,00,000
12A.
12.
10,00,00,000
10,00,00,000
-
10,00,00,000
10,00,00,000
10,00,00,000
The FDR with National Finance Ltd (BDT. 269,950,000) has been realised to pay out the long term loan
and outstanding lease payments in Feb 2014. Subsequently the company has been opened a FDR
amounting BDT. 100,000,000 with the same Financial Institute bearing an interest of 10.75% .
55
As at 30 June
Notes
13A.
2015
Taka
2014
Taka
13.1A
13.2A
1,20,048
84,77,495
85,97,543
3,88,948
92,01,049
95,89,997
42,111
77,937
1,20,048
1,437
3,87,511
3,88,948
3,17,748
6,33,891
5,255
334
60,086
45,36,750
4,20,916
9,600
35,958
14,418
7,63,982
24,805
15,38,881
54,615
84,17,239
2,65,001
1,21,010
(13,098)
6,980
8,44,098
334
4,54,989
3,095
89,811
28,511
58,83,141
4,34,957
10,461
43,797
16,143
8,83,825
46,750
91,19,805
3,422
13,359
43,475
60,255
47,768
1,163
32,313
81,244
84,77,495
92,01,049
Foreign currency account balances have been converted to BDT at the rate ruling at the reporting date.
56
As at 30 June
13.
13.1
13.2
Notes
13.1
13.2
Cash in hand
Head office
Factory premises
2015
Taka
2014
Taka
69,029
84,17,239
84,86,268
3,88,948
91,19,805
95,08,753
14,302
54,727
69,029
1,437
387,511
388,948
3,17,748
6,33,891
5,255
334
60,086
45,36,750
4,20,916
9,600
35,958
14,418
7,63,982
24,805
15,38,881
54,615
8,417,239
2,65,001
1,21,010
(13,098)
6,980
8,44,098
334
4,54,989
3,095
89,811
28,511
58,83,141
4,34,957
10,461
43,797
16,143
8,83,825
46,750
9,119,805
Cash at bank
Dutch Bangla Bank- 116.110.13657
NCC-STD-Gulshan -0012-0325000713
NCC -CD- Gulshan -0012 0210016147
NCC CD-Gulshan -0012-0210003311
SCB Bank BDT(01-1145646-01)
SCB Bank- Taka Dhaka (01-2260301-01)
SCB Bank- Dollar Savar (01-6700802-01)
SCB Bank Dollar (46-1145646-01)
HSBC 001-161793-011-BDT
HSBC 001-161793-016-USD-Onshore
HSBC 050-000421-005
EBL-HPA-101-4929
EBL-USD-101-4939
EBL-GBP-101-4950
EBL-EURO-101-4961
EBL-CD-101-8542
MTBL - 0002-0210026816
MTBL - 0002-0210028001
MTBL - 0002-0320003070
City Bank 110.1414079001
Foreign currency account balances have been converted to BDT at the rate ruling at the reporting date.
14A.
14.
54,00,00,000
54,00,00,000
16,00,00,000
16,00,00,000
5,60,00,000
5,60,00,000
75,60,00,000
75,60,00,000
Share capital
Authorised capital:
100,000,000 ordinary shares of BDT 10 each
1,00,00,00,000 1,00,00,00,000
Issued, subscribed and paid up:
Issued paid up capital of the company
Opening paid up capital: (54,000,000 ordinary shares of BDT 10 each)
54,00,00,000
54,00,00,000
Increased through IPO: (16,000,000 ordinary shares of BDT 10 each)
16,00,00,000
16,00,00,000
5,60,00,000
5,60,00,000
Increased through bonus stock issue of 8% fiscal year 2012-2013:
(5,600,000 ordinary shares of BDT 10 each)
75,60,00,000
75,60,00,000
57
As at 30 June
Notes
2015
Taka
2014
Taka
Holdings in taka
Holdings in taka
84,45,600
24,84,000
49,68,000
24,84,000
2,29,23,360
19,87,200
19,87,200
19,87,200
1,39,32,500
1,44,00,940
11.17%
3.29%
6.57%
3.29%
30.32%
2.63%
2.63%
2.63%
18.43%
19.05%
8,44,56,000
2,48,40,000
4,96,80,000
2,48,40,000
22,92,33,600
1,98,72,000
1,98,72,000
1,98,72,000
13,93,25,000
14,40,09,400
8,44,56,000
2,48,40,000
4,96,80,000
2,48,40,000
22,92,33,600
1,98,72,000
1,98,72,000
1,98,72,000
13,93,25,000
14,40,09,400
7,56,00,000
100%
75,60,00,000
75,60,00,000
A distribution schedule of the shares as at 30 June 2015 is given below as required by listing regulations:
No. of shares
Less than 500 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
15A.
No. of
holders
4,971
530
93
61
23
13
11
33
51
13
5,797
Total no. of
shares
Total
holding
6,19,148
9,84,730
7,15,525
8,69,079
5,95,355
4,56,946
4,83,215
24,81,580
1,44,42,967
5,39,51,455
0.82%
1.30%
0.95%
1.15%
0.79%
0.60%
0.64%
3.28%
19.10%
71.36%
46,56,00,000
46,56,00,000
7,56,00,000
100%
46,56,00,000
46,56,00,000
The company collected BDT. 15 each as premium on share during the IPO of 16,000,000 ordinary shares of BDT 10 each.
15.
Share premium
Balance as at 30 June
46,56,00,000
46,56,00,000
46,56,00,000
46,56,00,000
The company collected BDT. 15 each as premium on share during the IPO of 16,000,000 ordinary shares of BDT 10 each.
16A.
58
92,87,85,812
81,44,25,966
(32,14,517)
1,90,23,465
94,45,94,760
(49,95,666)
17,81,149
81,12,11,449
As at 30 June
16.
Notes
Retained earnings
Balance as at 01 July
Dividend paid
1,80,00,000
1,80,00,000
92,87,85,812
81,44,25,966
(12,48,917)
4,45,287
2,19,52,238
1,71,96,371
86,06,741
-
48,32,942
-
86,06,741
48,32,942
48,32,942
37,73,799
86,06,741
86,06,741
43,72,285
4,60,657
Gratuity
Payment
Closing balance
19.
67,64,42,257
(9,03,95,200)
58,60,47,057
22,83,78,909
Consolidated gratuity
Opening balance
Provision for the year
19A.
81,44,25,966
(6,10,26,912)
75,33,99,054
17,53,86,758
(8,03,629)
47,55,867
2014
Taka
18A.
2015
Taka
48,32,942
-
48,32,942
3,04,34,828
7,82,28,274
10,86,64,102
44,99,093
3,55,98,492
4,00,97,585
3,04,34,828
The amount represents the principal along with the interest amount of term loan payable to Union
Capital Ltd., Dhaka Office.
20.
2015
Carrying
amount on
balance sheet
date
467,026,443
Tax base
23,12,69,575
Taxable/
(deductible)
temporary
difference
23,57,56,868
23,57,56,868
12.5%
2,94,69,608
2,94,69,608
2,94,69,608
59
As at 30 June
21A.
Notes
2015
Taka
2014
Taka
7,21,66,551
8,65,91,003
6,14,39,212
69,86,871
-
6,56,54,070
2,50,00,535
3,50,00,000
Bank Overdraft
SCB Bank BDT(01-1145646-01)
Bengal Petrochem and Synthetic Textile Ltd:
Bank Asia Ltd-Overdraft
Bank Asia Ltd-LATR
Bank Asia Ltd-Upass
Bank Asia Ltd- One year Term Loan
Bank Asia Ltd
21.
22A.
Intercompany elimination
3,59,13,533
33,83,90,609
16,15,68,138
7,21,66,551
8,65,91,003
6,14,39,212
69,86,871
-
6,56,54,070
2,50,00,535
3,50,00,000
25,14,136
22,96,97,773
12,56,54,605
28,50,191
2,34,594
23,02,863
9,05,455
4,68,05,624
4,65,91,087
7,46,698
1,97,400
8,83,825
3,95,995
69,11,301
5,30,98,727
-
5,30,98,727
5,57,26,306
(4,65,91,087)
91,35,219
60
59,01,039
1,48,78,544
7,29,27,660
83,25,389
66,60,204
22.
25,14,136
28,50,192
2,34,594
23,02,863
9,05,455
9,83,372
72,76,476
4,65,91,087
7,46,698
1,97,400
8,83,825
3,95,995
68,45,755
5,56,60,760
As at 30 June
Notes
23A.
29,82,813
24,91,298
37,034
3,45,000
14,18,619
3,53,98,319
10,26,292
63,30,093
1,23,15,922
6,23,45,390
23,39,360
25,10,855
34,496
3,00,000
36,60,482
84,72,644
2,92,934
57,67,230
1,24,90,116
3,58,68,117
84,72,644
15,53,333
2,53,72,342
3,53,98,319
3,53,98,319
1,28,37,999
3,59,90,871
23.1
11.1.1
84,72,644
2,13,10,643
(1,28,37,999)
84,72,644
24.
23,73,493
25,27,716
34,496
11,760
3,60,000
36,60,482
84,72,644
2,92,934
57,67,230
1,24,90,116
-
6,55,57,753
Opening balance
Charged during the year
Charged during the year
24A.
37,57,905
33,14,488
4,130
37,034
13,720
3,79,500
29,59,014
3,53,98,319
10,39,788
63,30,093
1,23,15,922
7,840
23.1
2014
Taka
23.
2015
Taka
48,69,268
-
49,03,713
-
48,69,268
49,03,713
44,02,795
4,66,474
48,69,268
44,14,500
4,89,213
49,03,713
61
Notes
25A.
25.1
25.2
26A.
Consolidated revenue
Bengal Windsor Thermoplastics Ltd:
Bengal Petrochem & Synthetic Textile Ltd.
Intercompany sales
85,44,48,290
8,75,70,854
-
89,67,14,309
3,71,47,000
(1,34,71,210)
85,44,48,290
89,67,14,309
8,75,70,854
3,71,47,000
56,33,57,207
4,86,73,090
-
60,21,25,430
2,16,55,703
(1,34,71,210)
-
41,68,08,867
1,37,88,340
43,05,97,207
11,94,98,044
55,00,95,251
2,30,18,643
(1,95,02,149)
55,36,11,745
4,60,31,534
(3,62,86,072)
56,33,57,207
46,49,87,154
47,60,919
46,97,48,073
11,39,77,686
58,37,25,759
2,56,330
(2,30,18,643)
56,09,63,446
8,71,93,518
(4,60,31,534)
60,21,25,430
7,74,33,124
39,31,22,652
(5,37,46,909)
41,68,08,867
13,73,47,933
40,50,72,345
(7,74,33,124)
46,49,87,154
1,50,99,983
1,99,39,854
6,90,514
67,900
3,22,40,623
5,47,770
7,62,372
6,84,961
3,08,364
6,63,862
16,71,590
4,68,20,251
11,94,98,044
1,98,48,593
1,52,44,706
6,90,845
5,58,452
2,62,64,220
3,76,484
7,69,100
5,12,018
7,32,812
5,06,526
14,43,212
4,70,30,718
94,20,19,144
85,44,48,290
8,75,70,854
92,03,90,099
89,67,14,309
3,71,47,000
26.1
61,20,30,297
61,03,09,923
26.1.1
26.1.2
62
11,39,77,686
Notes
26.2
27A.
27.2
6,71,39,050
13,500
6,71,52,550
1,12,58,146
1,62,35,088
54,20,615
4,86,73,090
2,16,55,703
2,16,55,703
2,16,55,703
2,22,30,838
10,46,637
2,93,88,960
4,02,625
24,00,000
2,62,500
94,81,914
5,64,475
8,76,166
3,87,698
6,84,093
3,91,937
9,26,585
51,400
4,18,750
4,67,750
24,80,493
4,96,000
5,62,863
17,59,464
18,750
12,00,000
1,97,500
77,33,496
11,88,955
27,11,925
3,46,814
7,49,201
2,59,968
20,38,214
3,05,580
3,84,076
3,43,123
20,23,179
24,15,348
57,67,230
17,05,601
18,750
2,93,88,960
1,09,250
25,400
3,38,546
34,500
7,924
4,700
2,10,000
4,980
2,214
2,35,500
63,727
10,46,637
1,08,716
9,668
2,45,577
30,000
6,450
2,214
4,02,625
88,79,567
4,500
1,34,46,943
4,632
7,84,10,696
-
(2,92,991)
7,81,17,705
-
(2,94,44,615)
27.1
27.2
2,32,77,475
2,22,30,838
2,97,91,585
28A.
1,62,35,088
-
27.1
28.1
28.2
88,84,067
1,34,51,575
63
Notes
28.1
28.2
29.1
30.1
30.2
30.1
30.2
3,08,09,615
3,08,09,615
4,06,682
(3,69,851)
1,19,50,302
2,22,544
(2,45,693)
2,66,16,803
44,38,505
2,58,71,925
1,40,67,295
3,99,39,220
3,27,60,265
1,28,57,604
4,56,17,869
8,76,671
24,19,030
89,00,661
77,94,671
7,74,677
51,06,216
2,58,71,925
3,62,988
10,39,597
29,43,602
1,56,53,401
3,29,270
1,24,31,407
32,760,265
1,03,243
2,64,157
71,11,276
15,40,396
50,48,223
1,40,67,295
2,06,415
51,64,752
74,86,437
1,28,57,604
2,53,72,342
2,94,69,609
5,48,41,951
84,72,644
84,72,644
3,08,09,615
64
1,22,09,677
1,22,09,677
1,22,09,677
31
4,632
4,632
Other income
Wastage sale
Exchange fluctuation gain/(loss)
Interest on FDR & STD
Net interest on IPO
30A.
4,500
4,500
29.1
85,67,591
33,64,687
44,876
10,08,000
4,61,789
1,34,46,943
29A.
49,79,765
30,21,827
2,91,875
5,86,100
88,79,567
Notes
32.
32A.
19,44,10,223
23,01,60,058
7,56,00,000
7,00,00,000
56,00,000
7,56,00,000
3.04
7,56,00,000
2.57
* EPS of FY 2013-2014 has been restated from 3.05 to 3,04 upon revision of the numerator to 'profit
attributable to parents' in light of further interpretations of BAS 33 Para 70(a).
32.1
17,53,86,758
22,83,78,909
7,56,00,000
7,56,00,000
7,56,00,000
7,00,00,000
56,00,000
7,56,00,000
7,56,00,000
2.32
3.02
8,83,825
6,10,26,912
(5,96,07,874)
23,02,863
2,52,000
3,43,95,200
(3,37,63,375)
8,83,825
As at 30 June,
34A.
34.
2015
Taka
2014
Taka
2,16,61,94,760
7,56,00,000
2,03,28,11,449
7,56,00,000
2,15,03,85,812
7,56,00,000
2,03,60,25,966
7,56,00,000
28.65
26.89
28.44
26.93
65
35.
Numbers employed
Officers and staffs
Workers
2014-2015
2013-2014
52
94
40
142
146
182
All permanent employees receive total remuneration in excess of Tk. 36,000 per annum per employee.
36.
Remuneration of Directors
Board attendance fee
Remuneration
Housing
37.
BDT (2014-15)
BDT (2013-14)
2,62,500
1,440,000
960,000
197,500
720,000
480,000
1,397,500
2,662,500
Capacity
Particulars
Annual Production
16,00,00,000
11,49,12,000
Capacity
utilization from
1st July 2014 to
30 June 2015
(Pcs)
71.82%
Currently, the production capacity per day is 5,14,469 pcs . Capacity utilization is 76.53% of installation
capacity.
38.
Particulars
Nature of relationship
Subsidiary
39.
66
Types of
transaction
Investment
Intercompany
Payable
Investment
Contingent liabilities
There are no contingent liabilities for the year under review.
Amount of
transactions
for the year
4,65,91,087
-
Receivable /
(pay able) as at
30 June 2015
7,20,00,000
7,70,00,000
40.
41.
Segment reporting
Presently there is no segment operation which is reportable as per BFRS 8.
42.
43.
Amounts in taka
2014 - 2015
2013 - 2014
Imported
Imported
Local
Total
Local
Total
Items
39,31,22,652
39,31,22,652 38,60,90,875 1,89,81,470 40,50,72,345
Raw materials
41,68,08,867
46,49,87,154
Consumption
Percentage of consumption
106.03%
114.79%
BDT.
12,14,54,604
6,74,03,317
7,68,84,800
12,07,39,254
12,66,48,653
58,04,438
51,89,35,066
67
44.
45.
_________________
Managing Director
68
_________________
Director
_________________
Company Secretary
Subsidiary
Profile
Percentage
80%
4%
4%
3%
3%
3%
3%
Number
720,000
36,000
36,000
27,000
27,000
27,000
27,000
Value
72,000,000
3,600,000
3,600,000
2,700,000
2,700,000
2,700,000
2,700,000
Note: Bengal Windsor Thermoplastics Ltd. holds 80% share of Bengal Petrochem and Synthetic Textiles
Limited. It is a subsidiary company of Bengal Windsor Thermoplastics Limited.
3. Board of Directors:
The following persons are the members of the Board of Directors of the Company:
Mr. Morshed Alam
Chairman
Mr. Jashim Uddin
Managing Director
Ms. Bilkis Nahar
Director
Mr. Humayun Kabir
Director
Mr. Firoz Alam
Director
Mr. Shamsul Alam
Director
Mr. Saiful Alam
Director
Mr. Fayyaz Khundker
Independent Director
4. Appointment of Auditors:
M/S. A. Qasem & Co., Chartered Accountants the retiring auditor of the Company are also the retiring auditor
of Holding Company, Bengal Windsor Thermoplastics Limited (BWTL) and being eligible offer themselves for
reappointment as Auditors of the Company for the year 2015-2016. As such, Board of Directors of the Company
also recommended to reappoint M/S. A. Qasem & Co. as statutory auditors of the Company subject to the
approval of shareholders in the Annual General Meeting.
5. Acknowledgement:
The Directors record with appropriation the services rendered by all concerned.
________________
Morshed Alam
Chairman
27 October 2015
71
We have audited the accompanying financial statements of Bengal Petrochem and Synthetic Textiles Ltd. which
comprise the statement of financial position as at 30 June 2015, the statement of profit or loss and other
comprehensive income, statement of cash flows and statement of changes in equity for the year then ended, and a
summary of significant accounting policies and other explanatory notes.
Managements responsibility for the financial statements
Management is responsible for the preparation and fair presentation of these financial statements in accordance
with Bangladesh Financial Reporting Standards, 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 Responsibility
Our 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. Those standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether the financial
statements are free from 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 auditors 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, the auditors consider internal control relevant to the entitys 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 effectiveness of the entitys internal control. An audit also includes
evaluating 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 sufficient and appropriate to provide a basis for our audit
opinion.
Opinion
In our opinion, the financial statements prepared in accordance with Bangladesh Financial Reporting Standards,
give a true and fair view of the state of the companys affairs as at 30 June 2015 and of the results of its performances
and its cash flows for the year then ended and comply with the applicable sections of the Companies Act, 1994 and
other applicable laws and regulations.
We also report that:
a. We have obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purpose of our audit and made due verification thereof;
b. 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; and
c
The Companys statement of financial position, the statement of profit or loss and other comprehensive income,
statement of cash flows and statement of changes in equity dealt with by the report are in agreement with the
books of accounts.
Dated, Dhaka
27 October 2015
72
Assets
Non-current assets
Property, plant and equipment
Current Assets
Inventories
Trade and other receivables
Advance, deposits and prepayments
Intercompany loan
Cash and cash equivalents
5
6
7
8
9
Total assets
As at 30 June,
2015
Taka
2014
Taka
19,26,06,269
9,27,52,672
19,26,06,269
9,27,52,672
4,04,24,571
8,75,70,854
2,50,03,941
1,11,274
1,57,13,619
1,84,04,440
70,42,649
2,81,86,647
81,244
15,31,10,640
6,94,28,599
34,57,16,910
16,21,81,271
9,00,00,000
1,97,61,185
9,00,00,000
(40,18,147)
10
11
Non-current liabilities
Term loan
12
Current liabilities
Others payable
Short term Loan
Accrued expense
13
14
15
10,97,61,185
7,82,28,274
8,59,81,853
4,00,97,585
7,82,28,274
4,00,97,585
5,17,23,291
10,27,91,797
32,12,363
55,440
3,59,13,533
1,32,860
15,77,27,451
3,61,01,833
34,57,16,910
16,21,81,271
_________________
Managing Director
Dated, Dhaka
27 October 2015
_________________
Director
_________________
Company Secretary
73
Notes
2015
Taka
2014
Taka
Revenue
16.0
8,75,70,854
3,71,47,000
Cost of sales
17.0
4,86,73,090
2,16,55,703
3,88,97,764
1,54,91,297
Gross profit
Administrative expenses
18.0
(10,46,637)
(4,02,625)
19.0
(4,500)
(4,632)
3,78,46,627
1,50,84,040
Operating profit
Other income
Financial expenses
20.0
(1,28,57,604)
2,37,79,332
22,26,436
2,37,79,332
(1,40,67,295)
-
21
22,26,436
-
2,37,79,332
22,26,436
26.42
2.47
_________________
Managing Director
Dated, Dhaka
27 October 2015
74
_________________
Director
_________________
Company Secretary
Particulars
Share Capital
Share premium
Taka
Taka
Retained
earnings
Taka
Total
Taka
9,00,00,000
-
(62,44,583)
22,26,436
8,37,55,417
22,26,436
9,00,00,000
(4,018,147)
85,981,853
9,00,00,000
(4,018,147)
85,981,853
2,37,79,332
1,97,61,185
2,37,79,332
10,97,61,185
9,00,00,000
_________________
Managing Director
Dated, Dhaka
27 October 2015
_________________
Director
_________________
Company Secretary
75
1,84,04,440
(3,84,46,975)
(9,97,550)
(2,10,40,085)
3,67,13,544
(1,59,38,754)
(4,43,196)
2,03,31,594
(2,10,40,085)
2,03,31,594
(10,54,99,625)
(10,54,99,625)
(57,97,464)
(57,97,464)
7,27,79,303
3,81,30,689
(1,25,26,899)
2,81,86,647
12,65,69,740
(73,10,965)
(56,01,247)
(1,28,57,604)
(9,81,974)
1,14,72,679
(1,52,79,111)
30,030
81,244
1,11,274
(7,44,980)
8,26,224
81,244
_________________
Managing Director
Dated, Dhaka
27 October 2015
76
_________________
Director
_________________
Company Secretary
1.0
Reporting entity
Bengal Petrochem and Synthetic Ltd. (hereinafter referred to as "the Company") was incorporated on
10 March 2011 vide registration no.C-91112/11) of 2011 as a private limited company in Bangladesh
under the Companies Act 1994.
The registered office and principal place of business of the company is located at Bengal House, 75
Gulshan Avenue, Gulshan-1, Dhaka-1212, Bangladesh.
The company's factory is located at Plot No: 295-296-297 (half ), 298 (half ), DEPZ Extension Area, Savar,
Dhaka, 'a sister concern of Bengal Group. The Parent company of Bengal Petrochem and Synthetic
Textiles Ltd. is Bengal Windsor Thermoplastics Ltd.
1.1
Nature of business
The Company is being carried out the business of manufacturing and export of garments accessories,
Poly Bag, Sizer, Gum Tape, PVC Pad, Plastic Table Ware, Plastic Food Container, Plastic Basket, Plastic
Bowel and Plastic Rack.
1.2
Going concern
The Company has adequate resources to continue its operation in the foreseeable future. As such, the
Directors have intended to adopt the going concern basis in preparing the financial statements. The
current credit facilities and resources of the company provide sufficient fund to meet the present
requirements of its existing business.
1.3
Taxation
The company is situated in DEPZ Savar and it is entitled to get tax exemption benefit from Government.
2.0
Summary of significant accounting policies and basis of preparation of the financial statements
2.1
77
2.2
2.3
2.4
Reporting period
The period of the financial statements covers from 1st July 2014 to 30th June 2015 consistently.
2.5
3.0
3.1
3.2
3.3
Accrued expenses
Liabilities are recognized for the goods and services received, whether paid or not for those goods and
services. Payables are not interest bearing and are stated at their nominal value.
3.4
78
79
9,63,71,409 10,54,99,625
8,20,16,410
Balance as on 30.06.15
Balance as on 30.06.14
9,63,71,409
20,18,71,034
7,33,85,289
11,25,11,456
15,700
18,500
1,36,30,808
13,46,271
9,63,010
5%
3%
20%
10%
10%
10%
10%
56,46,028
27,27,478
36,18,737
8,91,259
24,44,185
27,17,903
1,941
154
3,08,775
1,34,627
38,442
10,74,379
25,40,914
3,444
-
6,98,66,725
10,72,52,639
10,315
18,346
1,33,22,033
12,11,644
9,24,568
WDV as on 30
June 2015
36,18,737
9,27,52,672
92,64,765 19,26,06,269
35,18,564
52,58,817
5,385
154
3,08,775
1,34,627
38,442
Depreciation
1,941
31
61,755.07
-
63,727
55,82,301
Admin expenses
24,44,185
27,17,903
123
2,47,020.27
1,34,627
38,442
Factory overhead
Note: Depreciation for common classes of assets used both in factory and administrative purpose has been allocated @80% as factory overhead and @20% as administrative expenses.
1,43,54,999
98,22,895
8,65,36,214
12,300
-
6,35,62,394
2,59,75,242
3,400
18,500
1,36,30,808
13,46,271
9,63,010
Particulars
Cost
Rate of
Disposal
Balance as on 01 Addition/ transfer
Balance as on Dep. % Balance as on 01 Depreciation
during the year
July 2014
during the year
30 June 2015
July 2014
during the year
4.0
As at 30 June
5.0
2015
Taka
Inventories
PP
PP - Recycle
Raw Materials
Spare Parts
Work in Process
Finished Goods
6.0
97,69,541
9,17,424
2,92,991
2,94,44,615
4,04,24,571
1,31,27,854
25,85,765
1,57,13,619
8,75,70,854
8,75,70,854
1,84,04,440
1,84,04,440
1,84,04,440
8,75,70,854
10,59,75,294
(1,84,04,440)
8,75,70,854
1,79,70,984
3,71,47,000
5,51,17,984
(3,67,13,544)
1,84,04,440
Trade receivable
Trade receivable
6.1
2014
Taka
6.1
Accounts receivable
Balance as at 01 July
Credit sales for the year
Cash received during the year
Balance as at 30 June
Note: These are all unsecured and are considered good; as such no provision was required to be
made against these debtors.
7.0
8.0
2,81,86,647
2,81,86,647
9.1
9.2
51,019
60,255
1,11,274
81,244
81,244
Cash in hand
Head office
Factory premises
80
2,81,86,647
(2,81,86,647)
-
9.1
50,16,615
6,14,790
9,36,000
4,75,245
70,42,649
Intercompany loan
Loan to Bengal Windsor Thermoplastics Ltd: opening balance
Received from Bengal Windsor Thermoplastics Ltd.
9.0
65,48,754
50,00,331
84,71,758
33,38,997
16,44,100
2,50,03,941
27,809
23,210
51,019
As at 30 June
9.2
2015
Taka
Cash at bank
Shahjalal Islami Bank Ltd A/C # 4030 11100000115
Dutch Bangla Bank Ltd # 116.110.17056
Bank Asia# 05633000284
MTBL#0002-0210029288
10.0
2014
Taka
3,422
13,359
43,475
60,255
47,768
1,163
32,313
-
81,244
Share capital
Authorised:
1,00,00,00,000
1,00,00,00,000
9,00,00,000
9,00,00,000
9,00,00,000
9,00,00,000
Holdings in taka
Holdings in taka
Share holders
Bengal Windsor Thermoplastics Ltd.
Bilkis Nahar
Jashim Uddin
Humayun Kabir
Firoz Alam
Samsul Alam
Saiful Alam
Number of
% of
shares holding holdings
7,20,000
36,000
36,000
27,000
27,000
27,000
27,000
9,00,000
80%
4%
4%
3%
3%
3%
3%
100%
7,20,00,000
36,00,000
36,00,000
27,00,000
27,00,000
27,00,000
27,00,000
9,00,00,000
7,20,00,000
36,00,000
36,00,000
27,00,000
27,00,000
27,00,000
27,00,000
9,00,00,000
Note: Bengal Windsor Thermoplastics Limited holds 80% Share of Bengal Petrochem & Synthetic
Textiles Limited. It is a subsidiary company of Bengal Windsor Thermoplastic Ltd.
11.0
Retained earnings
Balance as at 01 July
Profit for the year
Closing balance
12.0
(4,018,147)
23,779,332
(6,244,583)
2,226,436
19,761,185
(4,018,147)
7,82,28,274
44,99,093
3,55,98,492
Term loan
Shahjalal Bank
Bank Asia Ltd
7,82,28,274
4,00,97,585
Note: The amount represents the principal along with daily interest payable to Bank Asia Ltd,
Tejgaon Link Road Branch. The company is being maintained this facility at an annual interest rate
of 15.00% p.a.
81
As at 30 June
2015
Taka
13.0
Others payable
2014
Taka
59,01,039
4,58,22,252
5,17,23,291
55,440
55,440
1,48,78,544
7,29,27,660
83,25,389
66,60,204
10,27,91,797
3,59,13,533
3,59,13,533
Note: The amount represents the principal along with daily interest to Bank Asia Ltd, Tejgaon Link
Road Branch. The company is being maintained this facility at an annual interest rate of 15.00% p.a
15.0
Accrued expense
Salary payable
Utility bill payable
Medical bill payable
Source tax (TDS) payable
Source tax (AIT) payable
Accrued Interest
Audit fees payable
Mobile Bill Payable
Workers Welfare fund payable
7,75,092
8,23,189
13,720
13,496
15,40,396
34,500
4,130
7,840
32,12,363
34,133
16,861
11,760
5,081
5,025
60,000
1,32,860
16.0
Revenue
Sale of goods
17.0
3,71,47,000
3,71,47,000
6,71,39,050
13,500
1,62,35,088
1,62,35,088
54,20,615
2,16,55,703
2,16,55,703
2,16,55,703
82
8,75,70,854
8,75,70,854
17.1
17.2
6,71,52,550
1,12,58,146
7,84,10,696
(2,92,991)
7,81,17,705
(2,94,44,615)
4,86,73,091
17.1
17.2
18.0
Factory Overhead
Unloading Charge
Lubricant & Fuel Expense
Wages & Salary - Factory
Medical exp - Factory
Land rent - Factory
Utility Bill - Factory
Repair & Maintenance - Factory
Workers' Welfare Fund
Entertainment-Factory
Conveyance-Factory
Stationary & courier expenses-Factory
Depreciation - Factory
46,976
26,670
24,56,280
1,48,213
12,29,219
15,65,886
37,570
94,815
38,110
10,590
21,517
55,82,300
19,740
9,28,259
1,41,068
12,29,416
3,76,868
27,25,264
1,12,58,146
54,20,615
1,09,250
25,400
3,38,546
34,500
7,924
4,700
2,10,000
12,110
4,980
2,35,500
63,727
10,46,637
1,08,716
9,668
2,45,577
30,000
6,450
2,214
4,02,625
4,500
4,500
4,632
4,632
1,03,243
2,64,157
71,11,276
15,40,396
50,48,223
1,40,67,295
2,06,415
51,64,752
74,86,437
1,28,57,604
2,37,79,332
9,00,000
26.42
22,26,436
9,00,000
2.47
Finance cost
Bank Charge & Excuse Duty
Interest on LATR
Interest on Long term loan
Interest on Upass
Interest on short term loan
21.0
1,62,35,088
20.0
6,71,39,050
Administrative expenses
Consultancy Fees
Fees & Registration
Salary & Allowance
Audit Fees
Stationary Expenses-Admin
Conveyance Expenses
Board Attendance Fees
Entertainment
Mobile Bill
Others expenses
Depreciation
19.0
1,57,13,619 1,91,17,487
6,11,94,972 1,28,31,220
(97,69,541) (1,57,13,619)
83
22.0
Bengal Windsor
Thermoplastics Limited
23.0
Nature of
relationship
Nature of
transaction
1,34,71,210
9,81,974
Contingent liability
No such event comes to the knowledge of management which is considered under the recognition
criteria of BAS-37.
24.0
25.0
From 01.07.14 to
30.06.2015
From 01.07.13 to
30.06.2014
8
70
1
10
78
11
Number of employees
All permanent employees receive total remuneration in excess of Tk. 36,000 per annum per employee.
26.0
Others:
26.1
26.2
26.3
26.4
Annual Production
Installed capacity
per annum in pcs
14,00,00,000
1,21,51,139
8.68%
Currently, the production capacity per day is 4,66,667 pcs. Capacity utilization is 8.68% in installation capacity.
_________________
Managing Director
84
_________________
Director
_________________
Company Secretary
AGENDA
1.
To receive, consider, and adopt the Audited Financial Statements of the Company for the year ended
30 June 2015 together with the Reports of Directors and Auditors thereon;
2.
3.
4.
To appoint Auditors for the year 2015-2016 and fix their remuneration;
5.
mvwbZ kqvinvvie`i m`q AeMwZi Rb Rvbvbv hvQ h, weGmBwm bwUwdKkb bs SEC/SRMI/2000-953/1950, dated 24th
October 2000 Ges circular no. GmBwm/wmGgAviAviwmwW/2009-193/154, ZvwiL 24 Avei 2013 Gi cwicvjbv_ Avmb evwlK
mvaviY mfv PjvKvjxb mgq I ciewZZ Kvb cKvi Dcnvi/Lvevi/Kvb aibi Kzcb c`vbi eev _vKe bv|
85
.................................................................................................................................................................................................................................................................................................................................................................................
.......................................................
Signature of the Member
Revenue
Stamp
Tk. 20.00
.......................................................
Signature of the Proxy
.......................................................................................................................................................................................................................................................
...........................................................................
Authorized Signatory of the Company
Note: Please present this attendance slip at the registration counter on AGM date.
(mvwbZ kqvinvvie`i m`q AeMwZi Rb Rvbvbv hvQ h, weGmBwm bwUwdKkb bs SEC/SRMI/2000-953/1950 dated 24th
October 2000 Ges circular no. GmBwm/wmGgAviAviwmwW/2009-193/154, ZvwiL 24 Avei 2013 Gi cwicvjbv_ Avmb evwlK
mvaviY mfv PjvKvjxb mgq I ciewZZ Kvb cKvi Dcnvi/Lvevi/Kvb aibi Kzcb c`vbi eev _vKe bv)|
87