Each of our activities must benefit and add value to the common wealth of our society. We firmly believe that, in the final analysis we are accountable to each of the constituents with whom we interact; namely: our employees, our customers, our business associates, our fellow citizens and our shareholders. BEXIMCO PHARMA BEXIMCO PHARMACEUTICALS LTD. Responsibility, Happiness and 1 Smile in Life Contents Board and Management Responsibility, Happiness & Smile in Life The Profile Chronology: Major Achievements of the Company Pharmaceutical Patent Regime: An Opportunity for Bangladesh Pharmaceutical Industry Beximco Pharma : The Forerunner to Capitalize the Opportunity Manufacturing Capability: Our Pride Quality : Our Passion to Strengthen Capability People : Our Human Capability Largest Pharmaceutical Exporter: Well Poised to Capitalize Opportunity R & D : Capability for Carrying Innovation Blockbuster Products : Our Sales & Marketing Capability New Products : Securing the Future Environment, Health and Safety : Commitment to Care Annual Sales Conference 2004 Twenty Eighth Annual General Meeting Post Balance Sheet Activity: Once Again BPL Stands by the People Value Added Statement 2004 at a Glance 5 Years’ Statistics Notice of the Twenty – Ninth Annual General Meeting Chairman’s Statement Statement on Corporate Governance Directors’ Report Report of Auditors to the Shareholders Balance Sheet Profit and Loss Account Statement of Changes in Equity Cash Flow Statement Notes to the Financial Statements Proxy Form 3 4 6 7 8 9 10 13 14 15 17 18 20 21 22 23 24 25 26 27 28 29 34 36 37 38 39 40 41 42 Contents 2 Board and Management Board of Directors A S F Rahman Salman F Rahman Iqbal Ahmed M.A. Qasem O.K. Chowdhury Dr. Abdul Alim Khan A.B. Siddiqur Rahman Dr. Farida Huq C. H. Rahman Barrister Faheemul Huq Advocate Ahsanul Karim Chairman Vice Chairman Director Director Director Director Director Director Director Director Director Company Secretary Md. Asad Ullah, FCS Executive Committee O.K. Chowdhury C. H. Rahman Nadim Shafiqullah Nazmul Hassan Afsar Uddin Ahmed Ali Nawaz Management Committee O.K. Chowdhury Nazmul Hassan Afsar Uddin Ahmed Ali Nawaz Lutfur Rahman Md. Zakaria S Chowdhury A. R. M. Zahidur Rahman Jamal Ahmed Choudhury Board and Management 3 Responsibility, Happiness and Smile in Life Medicine is directly related to human life and therefore, its manufacturers have immense social responsibility of providing safe and effective medication, demanding uncompromising efforts at all levels of its activities. Beximco Pharmaceuticals Ltd.- the leading health care company in Bangladesh, has been making every effort to ensure the effectiveness and safety of the medicines that it produces. Physicians and patients of the country rely on the efficacy of the medicines of Beximco Pharma at the time of critical needs demonstrating their confidence and trust on BPL products. BPL has a remarkable mission statement, which is being seriously pursued in its thoughts and actions. An increasing amount of contribution is ploughed back into social causes demonstrating BPL’s commitment to the nation. As we continue to grow, it should not only benefit BPL itself, but it should also positively contribute to the nation and society where we live. In BPL, we believe that we manufacture and sell medicines to provide health, happiness and smile back in life of our fellow citizens. We intend to help realize the ultimate aspiration of the nation for a lifetime of good health. Ensuring a healthier tomorrow for the people is our responsibility. 4 Smile in Life 5 The Profile Corporate Headquarter Operational Headquarter Factory Year of Establishment Commercial Production Status : : : : : : 17 Dhanmondi R/A, Road No. 2, Dhaka 1205, Bangladesh 19 Dhanmondi R/A, Road No. 7, Dhaka 1205, Bangladesh 126 Kathaldia, Tongi, Gazipur 1976 1980 Public Limited Company Business Lines : Manufacturing and marketing of pharmaceutical finished products and Active Pharmaceutical Ingredients (APIs) Overseas Offices & Associates Export Markets Authorized Capital (Taka) Paid-up Capital (Taka) Net Turnover 2004 (Taka) Number of Shareholders Stock Exchange Listings Number of Employees : : : : : : : : UK, USA, Pakistan, Myanmar, Singapore, Kenya, Yemen, Nepal, Czech Republic, Vietnam, Cambodia and Sri Lanka Bhutan, Cambodia, Czech Republic,Germany, Hong Kong, Iran, Iraq, Kenya, Malaysia, Mozambique, Myanmar, Nepal, Pakistan, Philippines, Russia, Singapore, South Korea, Sri Lanka, Thailand, Ukraine, Vietnam, Yemen 1,000 million 559.76 million 2,402.70 million 50,750 (As on Dec 31, 2004) Dhaka, Chittagong 1,385 The Profile 6 C hronology: Major Achievements of the Company 1976 : 1980 : 1983 : 1985 : 1990 : 1992 : 1993 : 1996 : 1997 : 1998 : 1999 : 2000 : 2001 : 2002 : 2003 : 2004 : Registration of the company Started manufacturing and marketing of licensee products of Bayer AG of Germany and Upjohn Inc. of USA Launching of BPL’s own brands Listing in the Dhaka Stock Exchange (DSE) as a Public Limited Company (PLC) Commissioning of Basic Chemical unit Started export operation with Active Pharmaceutical Ingredients (APIs) First export market operation with finished formulation Introduction of Sustained Release Dosage form Introduction of Suppository Dosage form Commissioning of Metered Dose Inhaler (MDI) plant Introduction of Metered Dose Nasal Spray First pharmaceutical company of the country achieving ‘National Export Trophy (Gold)’ for 1994-95 UNICEF approval of BPL as an enlisted supplier Agreement to manufacture Metered Dose Inhaler (MDI) for Glaxo SmithKline Introduction of Small Volume Parenteral (SVP) products Establishment of Analgesic-Antiinflammatory bulk drug plant Won the first prize of ICAB National Awards 2000 for ‘Best Published Accounts and Reports’ in Non-Financial Sector Category The first Bangladeshi company to supply pharmaceuticals to Raffles Hospital- the most prestigious hospital of Singapore Received “National Export Trophy (Gold)” for consecutive 2 years (1998-99, 1999-2000) Won the Silver prize of ICAB National Awards 2003 for ‘Best Published Accounts and Reports’ in Non-Financial Sector Category Won a tender to supply Neoceptin R and Neofloxin to Raffles Hospital of Singapore for the whole year’s consumption Introduced Anti-HIV drugs for the first time in Bangladesh Diversification into Anti-Cancer therapeutic class Signed contract with Novartis to manufacture their liquid and suppository products under “Toll Manufacturing” agreement Visit of Saudi delegates headed by Hon’ble Health Minister, Kingdom of Saudi Arabia Chronology 7 Pharmaceutical Patent Regime: An Opportunity for Bangladesh Pharmaceutical Industry Completing 2004, we have entered the pharmaceutical patent regime with WTO/TRIPs being into effect from January 2005. All the member countries of WTO except the LDCs will have to abide by the pharmaceutical patent from January 2005. LDCs would enjoy exemption from meeting the WTO patent regulations until January 01, 2016. Among the LDCs Bangladesh is the only country who has its own strong manufacturing capability to manufacture pharmaceutical products. This exemption period, thus, has placed Bangladesh in a unique position to best capitalize the opportunities. Patent Regime 8 B eximco Pharma: The Forerunner to Capitalize the Opportunity BPL’s history is one of innovation and adventure, of risks taken and bold decisions made towards a noble purpose- building a healthier tomorrow where our fellow citizens can live longer, happier, and better. We believe without proper understanding or exploration of what the future might hold we lack the freedom to make the most of our opportunities and to control our destinies in a fiercely competitive pharmaceutical market- both domestic and global. The year 2004 was not an exception to this guiding principle. In 2004 we have achieved significant growth over 2003 and it helped BPL lever its advancement in strengthening a set of differentiated capability namely, our manufacturing capability with several production units, quality manufacturing process, our people, innovative sales and marketing capability in both domestic and foreign markets, well recognized expertise and know-how in meeting the stringent regulatory requirements, and our capability in R&D. These differentiated capabilities have placed BPL as forerunner to take the advantage of pharmaceutical patent regime. Beximco Pharma 9 Manufacturing Capability: Our Pride Beximco Pharmaceuticals Ltd.- nation’s leading pharmaceutical company produces pharmaceutical specialties of uncompromising quality in its several world-class pharmaceutical production units. Separate Solid production unit and Liquid/Cream/Ointment Production unit of BPL fully comply with the latest cGMP approved by WHO. In these production units, BPL manufactures comprehensive range of formulations, which come in tablet, capsule, powder, liquid, cream, suppository, nasal spray and others covering all the major therapeutic groups. Manufacturing Capability 10 State-of-the-art MDI Plant BPL continues its endeavor to be the pioneer in introducing high-technology products for better patient care. As a part of such endeavor, BPL introduced Metered Dose Inhalation Aerosols for the first time in Bangladesh by commissioning of its State-of-the-art MDI plant. The MDI plant has been designed in a way to ensure highest-possible quality at every stage of manufacturing and quality control. State-of-the-art technology is being used in each and every step including mixing, filling, testing, labeling, and other procedures to ensure production of world-class Inhalation Aerosols, which are very much known in both local and international markets. 10 Inhalation Aerosols namely Azmasol, Azmasol Refill, Bexitrol, Decomit 100, Decomit 250, Aeronid, Ipramid, Bexitrol-F 250, Bexitrol-F 125 and Bexitrol-F 50 are being manufactured currently in this State-of-the-art plant. Besides the regular brands of Beximco Pharma, this MDI plant is also manufacturing world-renowned Inhalation Aerosol brand Ventolin for Glaxo-Smithkline. 11 The New Oral Solid Dosage (OSD) Plant: Promising Even Greater Capability The future promises even greater prospects for Beximco Pharmaceuticals Ltd.. To meet the growing demand both at home and abroad in the pharmaceutical patent regime, this multi-million dollar new Oral Solid Dosage (OSD) plant is being built according to USFDA standard. To meet specific cGMP requirements for the USA and European markets, it incorporates modern technological advancements in material storage, handling, transfer and movement. All walls within this facility are made of preformed powder coated Sandwich Panels giving a smooth and easily cleanable surface, free of cracks or crevices. The ceiling is constructed of the same material and has been designed as a “Walk-on” ceiling. The wall and ceiling joints are finished with powder coated aluminium coves. All floors throughout the facility are made of Self-Levelling Epoxy (SLE) providing a hard impact and chemical resistant floor. All corners between the floor and walls are finished with coves made from special epoxy coving material. Once completed and certified by USFDA, this plant will be one of the finest facilities to be available anywhere in the world. The company now aims to enter the developed markets of Europe and USA to dramatically increase the company’s growth and profit. New OSD Plant 12 Quality: Our Passion to Strengthen Capability Over the years the trust and reliability on our products has emerged as one of our core competencies. Today the name BPL has been synonymous with trust and reliability inherent in the term quality. Quality is our relentless passion. Quality is ingrained in our values and in all what we do. Our business processes and practices are designed to achieve quality results that would meet the expectation of patients and physicians through getting highest quality products, of shareholders and stakeholders through achieving returns. When it comes to manufacturing, this guiding principle places even more social responsibility of ensuring quality in terms of quantity, purity, stability, safety, efficacy, and overall presentation of the products. Our quality assurance system establishes control or checkpoint to ensure the quality of the products during production and upon completion of production. It starts with raw material and component testing and includes in-process quality control, packaging, labeling, and finished product testing as well as batch auditing and stability monitoring. Standard Operating Procedures (SOPs) developed in accordance with the latest WHO approved current Good Manufacturing Practices (cGMP) are being strictly followed in every step. To ensure all these, a highly dedicated academically sound and professionally competent team comprising of pharmacists, chemists, biochemists, microbiologists, and engineers are using most modern and sophisticated equipment like High Performance Liquid Chromatography (HPLC), Gas Chromatography (GC), Infrared (IR) Spectrophotometer, Ultraviolet (UV) Spectrophotometer, Homogenizer, In-Vitro Bioavailabilty tester, Lung simulator, Disintegrator, Dissolution tester, & many other latest computer-aided quality control instruments and accessories. This passion to the total quality has helped BPL from its inception to create many blockbuster brands in a fiercely competitive generic pharma market. Quality 13 People: Our Human Capability Investing on human capital maximizes the potential of financial and commercial assets. Guided by this principle and to achieve the full potential of our commercial and financial assets, BPL human resource comprises of over 900 young and highly motivated executives who reflect a diversity of background, experience and perspective. This guiding principle has been effective in building one of our core capabilities- Human capability. Over the years company has implemented comprehensive development program to keep people motivated and to explore the core competencies of every individual to meet future business needs. This also helps to foster innovation and intrapreneurship among them. The extent of empowerment that is enjoyed by our people at various levels of the organization enables each employee, from the very bottom to the top, to contribute to the overall momentum of the company. Today, our people are fundamental to our success. Their skills and intellect for capitalizing on emerging market opportunities and evolving customer needs, a bias for innovation and creativity, an appetite for prudent risk taking, and a strong sense of what needs to be done to grow and strengthen the business are key components in the successful implementation of our sound business strategy. Our People 14 Largest Pharmaceutical Exporter Well Poised to Capitalize Opportunity Beximco Pharmaceuticals Ltd. (BPL) is the largest pharmaceutical exporter of Bangladesh. BPL was the first pharmaceutical company in Bangladesh to receive ‘National Export Trophy (Gold)’ in 1994-1995, which was the very first year for introduction of such award by the Govt. of Bangladesh. Beximco Pharma has also been awarded ‘National Export Trophy (Gold)’ recently for two consecutive years 1998-1999 and 1999-2000. It is the only company to be the record 3 times winner of such award for its outstanding export performance. It is worth mentioning that this award is the highest national recognition for excellence in export. Beximco had always been highly proactive in exporting pharmaceuticals from Bangladesh and was the pioneer in almost all export activities of the country, such as - - - Pioneer in entering the CIS countries. First pharmaceutical company of Bangladesh to enter Singapore- one of the most stringent and regulated markets in Asia. First & only Bangladeshi company to supply pharmaceuticals to Raffles Hospital – one of the most prestigious hospitals of the region. - Only company to supply specialized & high-tech products like Inhalers, Suppositories and Nasal Sprays to overseas markets. Pioneer in entering African market. - We are delighted and proud of our pioneering achievements. More than that, we have probably fulfilled a national aspiration of turning an import based country into an exporter of quality medicines, by marking its presence in 19 countries across the globe. In 2004, we have further consolidated our activities and attained encouraging growth in all our existing overseas markets like Pakistan, Kenya, Myanmar, Singapore, Nepal, Vietnam, Yemen etc. In most of the existing markets, we are strengthening our marketing activities and registering new molecules to best exploit their huge market potentials. We are also in the process of entering a large number of new overseas markets in Asia and Africa. As an LDC, Bangladesh has been exempted from pharmaceutical patent protection upto 2016, which has opened the door to ‘Enormous Export Opportunities’ for Bangladesh pharmaceutical sector. We strongly believe, Beximco Pharma with its highly sophisticated machinery & equipment, human resources, process validation, documentation, expertise in international marketing etc. is well poised to take maximum advantage of this export opportunity. Pharmaceutical Exp rter 15 16 Capability for Carrying Innovation R&D: BPL employs a significant part of its resources in R&D that makes BPL a forerunner in the Bangladesh pharmaceutical industry. The R&D team comprises of academically sound and professionally competent personnel who have firm commitment to new product development. R&D team of BPL is consistently striving towards - - - Developing new formulations Simplifying manufacturing processes Bringing cost efficiency The sincere and relentless effort of our R&D team has taken the company a step further in 2004 by developing Ultrafen Plus (Drug for pain & inflammation) and Pretin-D (Drug for allergic rhinitis with congestion) applying unique formulation technology for the first time in Bangladesh. These two drugs added new momentum to the sales revenue of 2004. A good number of APIs are also in the development pipeline to ensure availability of raw materials in the pharmaceutical patent regime. Many APIs of different therapeutic classes have already been developed and manufactured and some more drugs of antifungal, antihistamine, cardiovascular, antiinflammatory, anti-HIV, anti- cancer and other therapeutic classes are in the final development stage. This reverse engineering capability of our R&D team would be an added advantage for BPL in the pharmaceutical patent regime. R&D 17 B lockbuster Products: Our Sales and Marketing Capability Increased market complexity now-a-days places great demand on the sales and marketing operations of pharmaceutical companies, making it even more difficult and costly to manage. But our marketing and sales team was able to withstand competition successfully in 2004 which enabled us not only to retain market leadership of all the key brands but also to grow in other therapeutic areas. Several new brands like Bextrum/Bextrum Gold (Complete multivitamin-multimineral supplement for all), Frenxit (Drug for anxiety and depression), Ultrafen Plus (Drug for pain & inflammation), Bexitrol-F (New combination inhaler for asthma), Pretin-D (Drug for allergic rhinitis with congestion), Neofloxin-XR (First extended release antibiotic in Bangladesh), Vercef (Excellent drug for infection of pediatric population), Tycil DS (Antibiotic for convenience of children) etc. have already shown potential to become future blockbuster brands. Neoceptin R Highest selling drug in Bangladesh pharmaceutical market in terms of value (IMS 4Q, 2004) and the most prescribed antiulcerant brand. Napa Highest selling drug in Bangladesh pharmaceutical market in terms of unit and the most trusted brand in relieving pain and fever. Bextrum/Bextrum Gold Emerged as the most admired and highest selling nutritional supplement in Bangladesh pharmaceutical market in just one year. Blockbuster Products 18 Amdocal Highest selling cardiovascular drug in Bangladesh pharmaceutical market in terms of value and the most trusted brand by the physicians to treat hypertension. Tofen Highest selling oral anti-asthma drug in Bangladesh pharmaceutical market in terms of value. Azmasol Highest selling Metered Dose Inhaler brand in Bangladesh pharmaceutical market in terms of value and the most prescribed asthma reliever drug. Successful blending of our scientific knowledge with innovative marketing approaches has positioned these blockbuster drugs as the engine of our drive for success. 19 New Products: Securing the Future Our market and customer driven strategy gives us a competitive edge in introducing new products in the market. In 2004 BPL introduced 55 new products including dosage forms and strengths, which have tremendous growth potential. SL Product Name Indication 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 Aeronid Inhaler Amdocal Plus 50 Tablet Aristovit-X Tablet Arlin Suspension Arlin-400 Tablet Arlin-600 Tablet Avidro 0.5 Tablet Avidro 1.5 Tablet Bexitrol-F Inhaler 25/250 Bextrum Gold Tablet Bronkolax- 4 Tablet Carofol Z Capsule Curin Tablet Diaryl 1 Tablet Diaryl 2 Tablet Dilapress 6.25 Tablet Dilapress 12.5 Tablet Dilapress 25 Tablet Ecotrim Cream Epilep CR Tablet Fibril Capsule Frelax Powder for Solution Intracef DS Susp Larnox LA SR Tablet Lonet 100 Tablet Lonet 50 Tablet Melev Tablet Asthma Hypertension Antioxidant vitamins & minerals Infection Infection Infection Migraine Migraine Asthma High potency nutritional supplement Asthma Hematinic combination Allergy Diabetes Diabetes Hypertension Hypertension Hypertension Topical antifungal anti-inflammatory Epilepsy Lipid lowering Constipation Infection Asthma Hypertension Hypertension Depression New Products 20 SL 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 Product Name Indication Momento Syrup Momvit Tablet Monocast 10 Tablet Monocast 4 Tablet Monocast 5 Tablet Neofloxin XR Tablet Nightus Tablet Onsat Tablet Pregvit Capsule Pretin D Tablet Prosan HZ Tablet Reflon Tablet Resitone Tablet Spulyt Syrup Spulyt Tablet Taverin Tablet Tycil DS Suspension Ultrafen Plus Uricon Tablet Valcap Capsule V-Cox 10 Tablet V-Cox 20 Tablet Vercef 100 Suspension Vercef 50 Suspension Xegal Tablet Xidolac Tablet Xynor Tablet Zolfin Tablet Allergy Nutritional supplement for lactating mother Asthma Asthma Asthma Infection Anxiety Chemotherapy induced nausea Nutritional supplement for reproductive health Allergic rhinitis Hypertension Osteoarthritis, Rheumatoid arthritis Edema, Hypertension Cough expectorant Cough expectorant Antispasmodic Infection Pain and inflammation Overactive bladder Hypertension Pain and inflammation Pain and inflammation Infection Infection Infection Pain Protozoal infection Pain and inflammation E nvironment, Health and Safety Commitment to Care One of the primary goals of BPL is to contribute to keep the earth clean. BPL is aware of its responsibility of caring for the environment and the importance of reducing environmental effects of manufacturing activities to a practical minimum. BPL is committed to a green operation and its facilities are carefully designed and operated to prevent all forms of pollution. Discharge of conventional substances from the company’s manufacturing plant is subject to stringent controls. Regular environmental monitoring is carried out. Effluent treatment plant reduces the hazardous impact of the emissions to a minimum. Solvents used in the synthesis processes are recovered in efficient recovery plants. Wherever practicable, BPL works to reduce the impact of its operations on the environment. BPL continuously strives to improve performance and optimize the use of all material and human resources, thereby minimizing adverse impact on environment. Environment Health and Safety 21 Annual Sales Conference 2004 The Annual Sales Conference 2004 was held at Hotel Sea Gull in Cox’s Bazar. Mr. Nazmul Hassan, Chief Executive Officer of Beximco Pharmaceuticals Ltd. chaired the conference. Director Commercial, Executive Director, Sales, Marketing Manager (BPL), Manager, Sales & Marketing (BIL) were also present. More than 900 marketing and sales people from all over the country attended the conference. During the morning session of the conference achievements of 2004 and strategies of 2005 were discussed. In the evening session, Mr. Nazmul Hassan distributed the prizes and the crests among the top achievers. The prize distribution ceremony was followed by dinner and a colorful cultural show. Annual Sales Conference 2004 22 Twenty Eighth Annual General Meeting The 28th Annual General Meeting of the shareholders of BPL was held on 24th June 2004. Around 9,400 shareholders attended the meeting. Mr. A S F Rahman, Chairman of the Board of Directors presided over the meeting. The chairman thanked the shareholders for their interest and confidence upon the company. The shareholders were informed about the performance of the company in 2003. Strategies and future vision of the company were also briefed at the AGM. The meeting approved 10% cash dividend and 10% stock dividend (Bonus Shares) for the year 2003. 28th AGM 23 Post Balance Sheet Activity Once Again BPL Stands by the People BPL from its very inception has been continuing its pioneering role in the industry in serving the distressed community of the country in a better way. We at Beximco Pharma strongly believe that our responsibility does not end in producing quality medicines only but also includes providing additional benefits to the society where we interact. As part of our such commitment we have launched Anti-retrovirals or Anti-AIDS drugs for the first time in Bangladesh. We have proven it again in the year 2005 by launching Zybex SR- the first and only anti-smoking drug in Bangladesh. Majority of smokers today are aware of the injurious effects of smoking, many of them can also resist the powerful stimulus of advertisements yet they still can not stop smoking. One of the major reasons for that is probably the fact that they can not overcome the physical and psychological dependence on smoking. Keeping these in mind we have launched our product Zybex-SR. The product was formally launched by Minister for Health and Family Welfare Dr. Khandaker Mosharraf Hossain MP in a clinical seminar attended by around 1500 doctors, NGO representatives, UN officials, high government officials and other healthcare providers. Minister for Health & Family Welfare Dr. Khandaker Mosharraf Hossain MP in his speech acknowledged and appreciated the valiant efforts that Beximco Pharmaceuticals Ltd. has taken as a commitment to the society. Later, Minister for Health & Family Welfare Dr. Khandaker Mosharraf Hossain MP also unveiled three posters of anti-smoking campaign which would definitely strengthen the “No Tobacco” movement of Bangladesh. Post Balance 24 V alue Added Statement Turnover & Other Income Brought-in-Materials & Services Value Added APPLICATIONS Retained by the Company Salaries and Benefits to Employees Interest to Lenders Dividend to Shareholders Duties & Taxes to Govt. Exchequer Figures in Taka 2004 % 2003 % 2,797,103,666 (1,422,376,727) 1,374,726,939 208,453,100 291,976,823 172,054,306 167,928,750 534,313,960 2,534,893,735 (1,387,826,683) 1,147,067,052 207,550,839 237,635,125 156,601,506 101,775,000 443,504,582 100 15 21 13 12 39 100 18 21 14 9 38 Total 1,374,726,939 100 1,147,067,052 100 2003 38% 18% 9% 14% 21% 2004 39% 15% 21% 12% 13% Retained by the Company Salaries and Benefits to Employees Interest to Lenders Dividend to Shareholders Duties & Taxes to Government Exchequer 25 2004at a Glance Figures in thousand Taka Growth 2004 2003 Amount Income & Profitability Turnover (Net) Net Profit Earnings per share (Taka) 2,402,701 294,303 5.26 2,183,830 207,140 3.70 218,871 87,163 1.56 % 10.0 42.1 42.1 Net Turnover a k a T d n a s u o h t n i t n u o m A 4 2 5 , 2 5 4 , 2 1 4 2 , 1 0 4 , 2 8 8 7 , 8 0 5 , 2 0 3 8 , 3 8 1 , 2 1 0 7 , 2 0 4 , 2 2000 2001 2002 2003 2004 Turnover (Export) 79,485 59,594 44,268 47,325 50,284 2000 2001 2002 2003 2004 a k a T d n a s u o h t n i t n u o m A 26 5Years’ Statistics 2001 2000 Particulars 2004 2003 2002 Authorized Capital Paid up Capital Total Turnover (Net) Turnover (Export) Gross Margin Profit Before Tax Net Profit Tangible Assets (Gross) Shareholders' Equity Dividend Return on Paid up Capital Shareholders' Equity Per Share Earning Per Share (EPS)* Market Price Per Share (at end of the year) Price Earning Ratio (Time) Number of shareholders Foreign Investors ICB including ICB Investors Account Sponsors, General Public & Other Institutions 1,000,000 559,763 2,402,701 79,485 972,111 318,588 294,303 6,822,860 4,834,748 30% 57% 86 5.26 92.10 17.52 50,750 49 8,819 41,882 * EPS has been calculated based on current number of outstanding shares. Human Resources Number of Employees Officers Staff 1,385 964 421 1,000,000 508,875 2,183,830 59,594 828,081 263,619 207,140 6,669,824 4,596,421 20% 52% 90 3.70 39.72 10.73 47,811 42 12,201 35,568 1,328 862 466 1,000,000 442,500 2,508,788 50,284 888,295 362,232 341,680 5,512,974 4,411,406 20% 82% 100 6.10 41.83 6.85 49,960 43 12,600 37,317 1,218 747 471 Amounts in thousand Taka 1,000,000 442,500 2,401,241 47,325 942,133 430,420 401,780 5,141,780 4,165,791 15% 97% 94 7.18 49.50 6.90 50,367 43 12,756 37,568 1,151 695 456 1,000,000 442,500 2,452,524 44,268 895,783 422,644 398,295 4,062,660 3,764,011 20% 96% 85 7.12 66.90 9.40 50,618 43 12,128 38,447 1,047 581 466 Shareholders’ Equity 4,165,791 4,411,406 3,764,011 4,596,421 4,834,748 2000 2001 2002 2003 2004 a k a T d n a s u o h t n i t n u o m A 27 BEXIMCO PHARMACEUTICALS LIMITED 17, Dhanmondi R/A, Road No. 2, Dhaka-1205 Notice of the Twenty – Ninth Annual General Meeting Notice is hereby given that the TWENTY-NINTH ANNUAL GENERAL MEETING of the Shareholders of Beximco Pharmaceuticals Limited will be held on Thursday, the 2nd June 2005 at 10.30 a.m. at 1, Shahbag C/A, Dhaka to transact the following business: AGENDA 1. To confirm the proceedings of the Twenty-Eighth Annual General Meeting of the Company held on 24th June 2004. 2. To receive, consider and adopt the Audited Accounts as of 31st December 2004 together with reports of the Auditors and the Directors thereon. 3. To elect Directors. 4. To declare 5% cash dividend and 25% stock dividend (Bonus Share). 5. To appoint Auditors for the year 2005 and to fix their remuneration. 6. To transact any other business of the Company with the permission of the Chair. By order of the Board, (MD. ASAD ULLAH, FCS) Company Secretary Dated: April 27, 2005 NOTES : (1) The Record Date in lieu of Book Closure shall be on May 17, 2005. The Shareholders whose names will appear in the Share Register of the Company on the Record date will be entitled to the dividend. (2) A member entitled to attend and vote at the General Meeting may appoint a Proxy to attend and vote in his/her stead. The Proxy Form, duly stamped, must be deposited at the Registered Office of the Company not later than 48 hours before the time fixed for the meeting. (3) Members are requested to notify change of address, if any, to the Company. (4) Admission to the meeting room will be strictly on production of the attendance slip sent with the Notice. 28 ßY ~JroqJPjr k´KfPmhj xÿJKjf ßv~JrPyJflJrVj, ßmKéoPTJ lJoJtKxCKaTqJux& KuKoPaPcr 29fo mJKwtT xJiJre xnJ~ kKrYJujJ kwth S IJoJr kã ßgPT IJkjJPhr ˝JVf \JjJKòÇ ßTJŒJjLr xJKmtT TJptâPor FTKa xÄK㬠KY© FmÄ fJr xJPg 2004 xJPur KjrLãPTr k´KfPmhj IJkjJPhr xJoPj Ck˙Jkj TrJr xMPpJV ßkP~ IJKo xKfqA IJjKªfÇ IJPuJYq mZPr Inq∂rLe mJ\JPr Kmâ~ k´mOK≠r kJvJkJKv r¬JjLS CPuäUPpJVq yJPr mOK≠ ßkP~PZÇ IjM„knJPm F mZPr oMjJlJr yJr FmÄ ßv~Jr k´Kf IJ~S fMujJoNuTnJPm ßmPzPZÇ F kpJtP~ PTJŒJjLr KTZM èÀfôkNet TJptâPor k´Kf IJKo IJkjJPhr ojPpJV IJTwte TrKZÇ mqmxJK~T TotTJ¥: 2004 xJPu Inq∂rLe mJ\JPr IJorJ xTu PgrJKkCKaT V´∆Pk IJoJPhr Im˙Jj Iãájú rJUJr kJvJkJKv fJ IJrS xMxÄyf TrPf xão yP~KZÇ 2004 xJPu IJoJPhr ßoJa Kmâ~ yP~PZ 2,402.70 KoKu~j aJTJ pJ 2003 xJPu KZu 2,183.83 KoKu~j aJTJÇ xJKmtT Kmâ~ k´mOK≠r yJr vfTrJ 10 nJV yPuS loN tPuvj kßeqr Kmâ~ KmVf mZPrr fáujJ~ 15.45% ßmPzPZÇ Kmfre mqm˙J S Kmâ~ ToLtmJKyjL vKÜvJuLTre S hNrhvLt Kmkej ßTRvPur TJrPeA F xJluq I\tj x÷m yP~PZÇ IJkjJrJ ß\Pj UMKv yPmj IJPVr mZrèPuJr of 2004 xJPuS IJ∂\tJKfT mJ\JPr IJoJPhr Im˙Jj k´xJKrf yP~PZÇ IJoJPhr r¬JjL k´mOK≠r yJr 33.38%, pJ k´vÄxJr hJmLhJrÇ IJPuJYq mZPr IJorJ KxÄVJkMr Fr Raffles Hospital F 2005 FmÄ 2006 xJPur \jq Azmasol Inhaler xrmrJPyr TJpJtPhv ßkP~KZÇ 2004 xJPu IJorJ xlunJPm ßjkJPur mJ\JPr k´Pmv TPrKZÇ mftoJPj IJKl∑TJ S oiqk´JPYqr KmKnjú ßhPv Hwi Kjmºj TJptâo k´Kâ~JiLj rP~PZÇ KmâP~r kJvJkJKv IJoJPhr oMjJlJr yJrS IJPuJYq mZPr mOK≠ ßkP~PZÇ F mZr V´x oMjJlJr yJr 2.54% ßmPzPZÇ IJoJPhr Tr-kNmt oMjJlJS fáujJoNuT yJPr ßmPz FUj 318.59 KoKu~Pj hÅJKzP~PZ pJ KmVf mZPr KZu 263.62 KoKu~j aJTJ - mOK≠r yJr 20.85%Ç IJoJPhr C“kJKhf mJ‹ ßkKjKxKuPjr IjJTwteL~ mJ\Jr S âoy∑JxoJj oMjJlJr TJrPe Ampicillin S Amoxycillin TJÅYJoJPur C“kJhj mº rJUJr TgJ KmVf k´KfPmhPj IJkjJPhr \JKjP~KZuJoÇ IJkjJrJ ImVf IJPZj ßp IJoJPhr US FDA oJjxŒjú TJrUJjJKa mftoJPj xoJK¬r kPgÇ xoJK¬r krkrA IJorJ IJ∂\JtKfT xjh k´JK¬r \jq CPhqJV ßjmÇ KT∂á CÜ TJrUJjJKar kJPvA IJPuJYq Penicillin C“kJhj TJrUJjJKar TJrPe xjhk´JK¬ Ix÷m KmiJ~ IKf xŒsKf IJorJ CÜ ˙JkjJKa mº TPr KhP~KZÇ FTLnëfTre: IJorJ IJkjJPhr ßTJŒJjLPT IJrS IKiT TJptTrL S uJn\jT k´KfÔJPj kKref TrJr uPãq ßmKéoPTJ AjKlCvjx& Ku: ßT ßmKéoPTJ lJoJtKxCKaTqJux& Ku: Fr xJPg FTLnëfTrPer CPhqJV V´ye TPrKZÇ pMÜrJPÓsr ˝jJoijq KjrLãJ k´KfÔJj Ernst & Young International Inc. 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It is indeed my pleasure to present a brief resume of the affairs of the company together with the Auditor’s Report for the year 2004. OPERATION 2004 I am pleased to announce that your company had an improved performance in 2004 as compared to 2003. Enhanced domestic sales coupled with impressive sales growth in the international market, improved profitability and higher EPS marked 2004 as another year of success. I would however, like to draw your attention to some of the key operational issues of your company: During 2004, we have not only maintained our positions in the local market in all major therapeutic classes, rather we improved it further. Sales of the formulation products in the domestic market have registered an appreciable 15.45% growth over prior year. The company achieved net sales of Tk. 2,402.70 million in 2004 over Tk. 2,183.83 million of 2003. Overall growth in sales is however, 10% on comparable basis. This was only possible due to the effective marketing strategies and prior years’ visionary decision to invest in strengthening the sales force and distribution network. You would appreciate that our penetration in the international market has been widening over the years and in 2004, export sales have increased significantly by 33.38%. All our export markets maintained satisfactory sales growth. During the year we succeeded to obtain tender order from prestigious Raffles Hospital of Singapore for supply of Azmasol Inhaler for the year 2005 and 2006. We have successfully entered into Nepal Market in 2004. Registration in a number of African and Middle East countries are also under process. We are pleased to inform that along with sales, the company succeeded to maintain its growth in profit as well. The rate of gross profit has improved by 2.54%. The Pre-tax Profit also increased on comparable basis. The Net Profit before tax in 2004 was Tk. 318.59 million as compared to Tk. 263.62 million of 2003. This reflects an appreciable 20.85% increase. In the earlier years we mentioned about the unappealing market and gradually eroding profitability of bulk penicillins. In our last report we informed you about discontinuation of manufacturing of Ampicillin and Amoxycillin - two of our key products of basic chemical unit. Subsequently, we found it prudent to dismantle Ampicillin and Amoxycillin manufacturing facility as it became critical for international certification of our newly built US FDA approvable plant. MERGER FOR HIGHER VALUE We are working to transform Beximco Pharmaceuticals into a high-performance and more value adding company. In this direction a proposal for amalgamation of Beximco Infusions Limited with Beximco Pharmaceuticals Limted was considered. M/S S. F. Ahmed & Co, Chartered Accountants, an associate firm of Ernst & Young International Inc. of USA, was appointed to determine the value of shares of Beximco Infusions Limited and Beximco Pharmaceuticals Limited and also the Share Exchange Ratio. The valuers have recommended exchange of 1 (one) 31 ordinary share of Beximco Infusions Limited for 4.5 (four and half) ordinary shares of Beximco Pharmaceuticals Limited taking into account the underlying financial and market fundamentals of these companies. Such amalgamation is expected to create greater value for the shareholders of both the companies. Board of Directors has unanimously approved the draft scheme of amalgamation. Subsequently, the honorable high court division of the Supreme Court of Bangladesh have ordered for holding of Extra-Ordinary General Meeting to get approval of the shareholders. NEW PRODUCT Our efforts to enrich the product portfolios continued uninterruptedly in 2004 as well. Consequent to our intense Research and Development activities and drive to innovate quality products to better serve the health care needs of the people, we have added record number of new products in our portfolio. Fifty five new products including dosage forms and strengths were introduced in 2004. These new products have got wide acceptance and appreciation from the medical community. Inclusions of these products in the existing portfolio are expected to significantly contribute towards augmenting the sales and profitability of the company. EXPANSION PROJECT We are pleased to inform that the work on the project is going on in full pace. We have already opened LCs for the process equipment to be procured from European sources. Civil and other soft and hard tasks are complete to the required extent. We are hopeful that the project will be operational by the end of this year. 32 FUTURE PLAN Bangladesh being the only LDC country with strong pharmaceutical manufacturing base has got some competitive edge in the Post-TRIPs era. In the new economic world order we have challenges to encounter as well as opportunities to exploit. I am pleased to announce that your company is quite aware of the challenges ahead and confident of its capabilities to face them. While reinforcing our base , we are also putting our best efforts to take the advantage of the opportunities lying before us. As in the past, retaining and expanding the domestic market share will continue to be the focus of our marketing strategy. Our investment in new products and market will continue to consolidate the base. Increased focus will also be given on R & D activities to strengthen our reverse engineering capabilities. While growing in the domestic market, BPL will aggressively pursue to secure significant growth in export sales. In this direction our strategy is to expand the already explored international markets and further intensify our search for potential new geographic locations with particular focus on markets of developed countries. CONTRIBUTION TO NATIONAL EXCHEQUER During 2004, Beximco Pharma contributed Tk. 534.31 million in the form of import related taxes, VAT and Income tax to the national exchequer. CONCLUSION In the end, I would like to re-assure you that we are committed to build values for our shareholders. Our efforts to add value to the business and thus to the shareholders’ wealth will continue relentlessly in the future days as well. The success so far achieved was only possible because of the collective efforts of the employees of the company, the medical community, bankers, suppliers, customers, government agencies, regulatory bodies and everyone the company interacted with, in conducting its business. Above all, we are grateful to our shareholders for extending at all times the invaluable support and cooperation to bring the company to the level it has reached today. I avail this opportunity to express my sincere thanks to all concerned and look forward for the continued support and cooperation in the future as well. Thank you all. A S F Rahman Chairman Dhaka 27th April 2005 33 Statement on Corporate Governance In Beximco Pharma we always nurture and nourish good corporate governance. Board of Beximco Pharma places greatest emphasis on maintaining the highest standard of corporate governance. As trustee of all the stakeholders of the company, the board is fully aware of its responsibilities and therefore, endeavors to safeguard the interest of all concerned. The statement below describes how the principles of good governance are applied in Beximco Pharma. Size, Composition and Functioning of the Board The board of directors is the highest level of authority in the organization structure of Beximco Pharma. The board is responsible for the overall direction and is ultimately accountable to the shareholders for the activities, strategies and performance of the company. Currently, it comprises of 11 members with Mr. A S F Rahman as Chairman and Mr. Salman F Rahman as Vice Chairman. The prime concern of the board is to ensure that the overall activities of the business are conducted responsibly and with focus on long – term value creation. The board meets periodically to transact matters placed before them that require board’s approval and/or direction. Board reviews the overall activities of the business and where necessary, strategic guidelines are given for onward implementation. Executive Committee Next to the board, there is a six-member Executive Committee (EC) for closer monitoring of business performance and to provide operational guidance. The scope of work of the committee includes but not limited to, review of business performance, approval of budget, evaluation of capital expenditure proposals, appraisal of senior level managers etc. The review, evaluation and recommendations of the Executive Committee provide significant input to enable the board to take well-informed decisions. Management Committee The responsibility to implement EC decisions and supervision of day to day business affairs of the company lies with the management committee. They are also responsible for achieving the business plan. The committee consists of functional heads of different operating/business segments and is headed by CEO. Internal Control Beximco Pharma employs a sound system of internal control including internal financial control to ensure compliance of its activities with the desired objectives. Over the years we have successfully implemented a well designed corporate management structure with clearly defined responsibility, delegation of authority and proper accountability. Beximco Pharma has an appropriate organization structure manned with qualified professionals for properly carrying out planning, executing, controlling and monitoring functions of each of the business subunits. The company has a specially assigned team to carry out internal financial audits of different segments of the business. The team is headed by a manager who reports to the CEO. After appropriate review of the report necessary corrective actions are undertaken. Shareholder Relations The Company has about fifty thousand shareholders. The directors place high importance on maintaining good relationships with the shareholders and ensure to keep them informed of significant company developments. The company formally reports twice a year-summarized half yearly report and detailed annual report. Annual general 34 meeting is an important opportunity to meet and communicate with shareholders. Every Shareholder or his duly authorized representative has the right to attend such meeting. It provides the forum for discussion of the business, its future prospects and other matters of interest and concern to the shareholders. In addition, the Company has a full fledged corporate affairs secretarial department who addresses different issues like dividend payment enquiries, share transfer, loss of share certificate/dividend warrants etc. Statement of Directors’ Responsibilities for Preparation and Presentation of the Financial Statements The following statement is made to distinguish the responsibilities of the directors and the auditors in relation to the preparation of financial statements. The Companies Act 1994 requires the directors to prepare financial statements for each financial year. In preparing those financial statements directors are required: To select suitable accounting policies and apply those policies consistently; To make reasonable and prudent judgments and estimates where necessary; To state whether all applicable accounting standards have been followed, subject to any material departure disclosed and explained in the notes to the financial statements; To take such steps as are reasonably open to them to safeguard the assets of the company and to prevent and detect fraud and other irregularities; To ensure that the company keeps accounting records which disclose with reasonable accuracy the financial position of the company and which enable them to ensure that the financial statements comply with the requirements of the Companies Act 1994 and the Securities and Exchange Rules 1987; and To prepare the financial statements on going concern basis unless it is inappropriate to presume that the company will continue in business. Going Concern Directors are convinced after making appropriate enquires at the time of approving the financial statements that the company has adequate resources to carry out its operational existence for the foreseeable future. It is therefore appropriate to adopt going concern basis in preparing the financial statements. 35 D irectors’ Report For the year ended 31 December 2004 The Directors are pleased to present their report to the shareholders together with the audited accounts for the year ended 31 December, 2004. Financial Results and Profit Appropriations Net Profit Before Providing Income Tax Less : Income Tax Expense Net Profit After Tax Add : Profit Brought Forward from Previous Year Profit Available for Appropriation Recommended for Appropriation: Transfer to Tax-Holiday Reserve Proposed Dividend Dividend Distribution Tax Tax Holiday Reserve no longer required Un-appropriated Profit Carried Forward Figure in ‘000 Taka 2003 263,618 (56,478) 207,140 1,391,965 1,599,105 (91,362) (101,775) (5,089) - 1,400,879 2004 318,588 (24,285) 294,303 1,400,879 1,695,182 (99,575) (167,929) (2,799) 744,272 2,169,151 Dividend The Board of Directors have recommended 5% cash dividend and 25% stock dividend (Bonus Share) for your approval for the year ended 31st December, 2004. Directors Dr. Farida Huq, Director of the Company retires by rotation as per Articles 126 and 127 of the Articles of Association of the Company and being eligible, offer herself for re-election. Mr. M. A. Qasem and Mr. C. H. Rahman (Nominees of Bangladesh Export Import Company Limited) and Dr. Abdul Alim Khan (Nominee of Beximco Holdings Limited) Directors of the Company, retire by rotation as per Articles 126 and 127 of the Articles of Association of the Company and being eligible, offer themselves for re-election. Auditors The Directors hereby report that the existing Auditors, M/S M. J. Abedin & Co., Chartered Accountants, National Plaza (6th Floor), 1/G Free School Street, Sonargaon Road, Dhaka-1205 who were appointed as Auditors of the Company in the Twenty-Eighth Annual General Meeting of the Company have carried out the audit for the year ended 31 December 2004. M/S M.J. Abedin & Co., Chartered Accountants, National Plaza (6th Floor), 1/G Free School Street, Sonargaon Road, Dhaka-1205, the Auditors of the Company retire at this meeting and have expressed their willingness to continue in office for the year 2005. On behalf of the Board A S F Rahman Chairman Dhaka 27 April 2005 36 BEXIMCO PHARMACEUTICALS LIMITED Report of Auditors to the Shareholders We have audited the accompanying Financial Statements of Beximco Pharmaceuticals Limited consisting of Balance Sheet, Profit and Loss Account and the Statement of Changes in Equity and Cash Flow as well as the Notes to the financial statements for the year from January 1 to December 31, 2004. The company law requires the directors to prepare financial statements which give a true and fair view. In preparing financial statements which give a true and fair view, it is fundamental that appropriate accounting policies are selected and applied consistently. It is our responsibility to form an independent opinion, based on our audit, on those statements and to report our opinion to you, in accordance with section 213 of the Companies Act, 1994. We conducted our audit in accordance with Bangladesh Standards on Auditing. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. Evidence supporting the amounts and disclosures in the financial statements is examined on a test basis within the framework of the audit. An audit also includes assessing the accounting principles used and significant estimates made by the board of directors, as well as evaluating the overall financial statements presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, based on our audit, the financial statements referred to above give a true and fair view of the financial position, the results of operations and cash flows of the company, in all material respects, for the year referred to above, in accordance with the Companies Act 1994, the Securities and Exchange Rules 1987 and the Bangladesh Accounting Standards. 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 accounts as required by law have been kept by the company so far as it appeared from our examination of those books ; (c) the Company's Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of accounts ; and (d) the expenditure incurred were for the purpose of the Company's business. National Plaza (6th Floor) 1/G, Sonargaon Road Dhaka - 1205 27 April, 2005 M. J. ABEDIN & CO. Chartered Accountants 37 BEXIMCO PHARMACEUTICALS LIMITED Balance Sheet As at 31 December 2004 ASSETS Non-Current Assets Property, Plant and Equipment- Carrying Value Investment in Shares Current Assets Inventories Accounts Receivable Loans, Advances and Deposits Cash and Cash Equivalents TOTAL ASSETS EQUITY AND LIABILITIES Shareholders' Equity Issued Share Capital Share Premium Tax-Holiday Reserve Retained Earnings Non-Current Liabilities Long Term Borrowing-Net off Current Maturity (Secured) Liability for Gratuity & WPPF Deferred Tax Liability Current Liabilities and Provisions Customs Debentures Short Term Borrowing from Banks Long Term Borrowing-Current Maturity Creditors and other Payables Accrued Expenses Dividend Payable Income Tax Payable Notes 2004 2003 8 9 10 11 12 13 14 15 16 17 18 7 (i) & 19 20 21 22 23 24 25 6,088,867,207 6,043,243,087 45,624,120 2,471,513,225 1,394,794,907 600,028,183 468,680,833 8,009,302 5,940,092,996 5,895,916,746 44,176,250 2,072,764,870 1,143,710,812 499,677,576 424,464,615 4,911,867 Tk. 8,560,380,432 8,012,857,866 4,834,747,661 559,762,500 1,489,750,000 445,355,048 2,339,880,113 2,066,372,169 1,864,767,749 158,595,611 43,008,809 1,659,260,602 1,758,387 1,121,910,904 256,179,379 170,176,125 81,230,153 1,065,437 26,940,217 4,596,420,977 508,875,000 1,489,750,000 1,090,052,509 1,507,743,468 2,186,575,901 1,996,908,089 142,474,270 47,193,542 1,229,860,988 1,758,387 939,872,641 39,313,860 139,591,269 81,568,363 1,206,751 26,549,717 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY Tk. 8,560,380,432 8,012,857,866 The Notes are integral part of the Financial Statements. Approved and authorised for issue by the board of directors on 27 April 2005 and signed for and on behalf of the Board : C. H. Rahman Director Iqbal Ahmed Director Dhaka 27 April 2005 Md. Asad Ullah Company Secretary Per our report of even date. M. J. Abedin & Co. Chartered Accountants 38 BEXIMCO PHARMACEUTICALS LIMITED Profit and Loss Account For the year ended 31 December 2004 Notes 2004 2003 Net Sales Revenue Cost of Goods Sold Gross Profit Operating Expenses : Administrative Expenses Selling and Distribution Expenses Profit from Operations Other Income Finance Cost Net Profit Before Contribution to WPPF Contribution to Workers' Profit Participation/ Welfare Funds 26 27 32 33 34 35 36 Net Profit Before Tax Income Tax Expense Current Tax Deferred Tax Income/(Expense) 7 (i), 19 & 37 2,402,700,962 2,183,829,795 (1,430,590,446) 972,110,516 (1,355,748,848) 828,080,947 (470,837,493) (88,095,645) (382,741,848) (397,998,572) (84,329,332) (313,669,240) 501,273,023 430,082,375 5,298,876 (172,054,306) 334,517,593 3,318,590 (156,601,506) 276,799,459 (15,929,409) (13,180,926) 318,588,184 (24,285,250) (28,469,983) 4,184,733 263,618,533 (56,478,167) (38,975,206) (17,502,961) Net Profit After Tax Transferred to Statement of Changes in Equity Tk. 294,302,934 207,140,366 Earnings Per Share (Par value Tk.10/-)/ Adjusted EPS of 2003 38 Tk. 5.26 3.70 Number of shares used to compute EPS 55,976,250 55,976,250 The Notes are integral part of the Financial Statements. Approved and authorised for issue by the board of directors on 27 April 2005 and signed for and on behalf of the Board : C. H. Rahman Director Iqbal Ahmed Director Dhaka 27 April 2005 Md. Asad Ullah Company Secretary Per our report of even date. M. J. Abedin & Co. Chartered Accountants 39 BEXIMCO PHARMACEUTICALS LIMITED Statement of Changes in Equity For the year ended 31 December 2004 At 31.12.2002 Changes in accounting policy (Deferred Tax effect upto 2002) Restated Balance on 01.01.2003 Net Profit After Tax for 2003 Tax Holiday Reserve provided for 2003 Issue of Bonus Shares for prior period (2002) 66,375,000 Cash Dividend of prior period (2002) Restated Balance on 01.01.2004 Net Profit after Tax for 2004 Tax Holiday Reserve provided for 2004 (Note-39) Tax Holiday Reserve no longer required Issue of Bonus Shares for Prior Period (2003) 50,887,500 Cash Dividend of Prior Period (2003) Dividend Distribution Tax of Prior Period (2003) Share Capital Share Premium Tax Holiday Reserve Retained Earnings Total 442,500,000 1,489,750,000 998,690,522 1,510,155,670 (29,690,581) 4,441,096,192 (29,690,581) 442,500,000 1,489,750,000 998,690,522 1,480,465,089 4,411,405,611 508,875,000 1,489,750,000 1,090,052,509 1,507,743,468 4,596,420,977 207,140,366 207,140,366 91,361,987 (91,361,987) (66,375,000) - - (22,125,000) (22,125,000) 294,302,934 294,302,934 99,574,755 (744,272,216) (99,574,755) 744,272,216 (50,887,500) - - - (50,887,500) (50,887,500) (5,088,750) (5,088,750) At the end of year Tk. 559,762,500 1,489,750,000 445,355,048 2,339,880,113 4,834,747,661 Total Number of shares Shareholders' Equity per share 55,976,250 86.37 Tk. The Notes are integral part of the Financial Statements. Approved and authorised for issue by the board of directors on 27 April 2005 and signed for and on behalf of the Board : C. H. Rahman Director Iqbal Ahmed Director Dhaka 27 April 2005 Md. Asad Ullah Company Secretary Per our report of even date. M. J. Abedin & Co. Chartered Accountants 40 BEXIMCO PHARMACEUTICALS LIMITED Cash Flow Statement For the year ended 31 December 2004 Cash Flows from Operating Activities : Cash Receipts from Customers and Others Cash Paid to Suppliers and Employees Cash Generated from Operations Interest Paid Income Tax Paid Net Cash Generated from Operating Activities Cash Flows from Investing Activities : Acquisition of Property, Plant and Equipment Investment in Shares Disposal of Property, Plant and Equipment Net Cash Used in Investing Activities Cash Flows from Financing Activities : Decrease in Current Account with Related Parties Increase in Long Term Borrowings Increase/(Decrease) in Short Term Borrowing from Banks Dividend Paid Net Cash Generated from Financing Activities Increase/(Decrease) in Cash and Cash Equivalents Cash and Cash Equivalents at Beginning of Year Cash and Cash Equivalents at End of Year 2004 2003 2,372,385,819 (2,103,959,720) 268,426,099 2,132,995,400 (1,812,290,311) 320,705,089 (157,393,995) (28,079,483) 82,952,621 (143,159,432) (18,348,675) 159,196,982 (290,232,620) - 1,155,218 (289,077,402) (401,232,733) (1,000,000) 66,846,147 (335,386,586) - 78,212,767 182,038,263 (51,028,814) 209,222,216 3,097,435 4,911,867 8,009,302 Tk. 58,555,415 371,965,386 (232,102,956) (22,669,193) 175,748,652 (440,952) 5,352,819 4,911,867 The Notes are integral part of the Financial Statements. Approved and authorised for issue by the board of directors on 27 April 2005 and signed for and on behalf of the Board : C. H. Rahman Director Iqbal Ahmed Director Dhaka 27 April 2005 Md. Asad Ullah Company Secretary Per our report of even date. M. J. Abedin & Co. Chartered Accountants 41 BEXIMCO PHARMACEUTICALS LIMITED Notes to the Financial Statements 31 December 2004 1. The Company Beximco Pharmaceuticals Ltd. (the “Company”), a member of BEXIMCO Group, came into existence as a public limited company in 1976. It commenced commercial operation in 1980 and went for public issue of shares in 1985. The shares of the company are listed with the Dhaka and Chittagong Stock Exchanges of Bangladesh. The registered office of the company is located at House No 17, Road No. 2, Dhanmondi R/A, Dhaka. The industrial units are located at Kathaldia, Auspara, Tongi, Gazipur. 2. Business Activities The Company operates in a single industry segment. It has it’s own manufacturing facilities. The principal activities of the company are manufacturing of formulation and bulk drugs and sales of the produced items home and abroad. 3. Basis of Preparation, Presentation and Disclosures of Financial Statements The basis of preparation of Financial Statements is the “Historical Cost Convention”. The Basis of presentation and disclosures of information are based on the relevant and applicable requirements of the : Companies Act 1994; Securities and Exchange Rules 1987; Listing Regulations of Dhaka and Chittagong Stock Exchanges; and Bangladesh Accounting Standards (BASs) adopted by the Institute of Chartered Accountants of Bangladesh (ICAB) based on International Financial Reporting Standards. 4. Reporting Currency and Level of Precision The financial statements are presented in Bangladesh currency (Taka), which have been rounded off to the nearest Taka except where indicated otherwise. Figures in brackets indicate deductions. 5. Comparative Amounts Wherever necessary figures of the prior year has been re-arranged to conform with the current year's presentation. 6. Accounting for Dividend (Cash and Bonus Shares) of Prior Year (2003) Shareholders in the 28th Annual General Meeting of the Company held on June 24, 2004 approved 10% cash dividend and 10% stock dividend for the year 2003. Accordingly, total dividend amount of Tk. 101,775,000 in respect of 2003 (cash dividend of Tk. 50,887,500 and bonus shares of Tk. 50,887,500) and the relevant dividend distribution tax have been accounted for in 2004. 42 7. Principal Accounting Policies (a) The Accounting policies and methods of computation used in preparation of the financial statements for the year ended 31st December 2004 are consistent with those adopted in the financial statements for the year ended 31 December 2003 except for a change in accounting policy as explained in (b) below. (b) Accounting of “Deferred Tax” By First Time Adoption of BAS-12 “Income Taxes” In the Current year, the company has adopted, for the first time, BAS-12 “Income Taxes” adopted by the ICAB, which is considered as a change in accounting policies. The principal effect of the implementation of BAS-12 is in relation to “Deferred Tax”. The particulars, computation and consequential effects have elaborately been stated in notes 7(i) and 19. (c) Revenue Recognition Sales are recorded at the time of delivery of products along with issue of invoices. In conformity with the requirements of provisions of BAS 18 "Revenue", VAT as included in sales price and collected on behalf of customers is not considered as "Revenue". Dividend income on investment in shares has been recognized on approval of said dividend in the annual general meeting of relevant company. (d) Property, Plant and Equipment All property, plant and equipment is initially recorded at cost and depreciated over their expected useful life. The cost of acquisition of an asset comprises its purchase price and any directly attributable cost of bringing the asset to its working condition for its intended use inclusive of inward freight, duties and non-refundable taxes. In respect of major projects involving construction, related pre-operational expenses form part of the value of asset capitalized. Expenses capitalized also include applicable borrowing cost. Expenditure incurred after the assets have been put into operation, such as repairs & maintenance, is normally charged off as revenue expenditure in the period in which it is incurred. In situation, where it can be clearly demonstrated that the expenditure has resulted in an increase in the future economic benefit expected to be obtained from the use of the fixed assets, the expenditure is capitalized as an additional cost of the assets. Software are generally charged off as revenue expenditure. Fixed Assets include cost of assets (including exchange loss) acquired under lease from Shamil Bank of Bahrain E.C. On retirement or otherwise disposal of fixed assets, the cost and accumulated depreciation are eliminated and, any gain or loss on such disposal is reflected in the profit and loss account which is determined with reference to the net book value of the assets and the net sales proceeds. (e) Depreciation No depreciation is charged on land. In respect of all other fixed assets, depreciation is provided to amortize the cost of the assets after commissioning, over their expected useful economic lives. Depreciation is computed using the reducing balance method. Full year's depreciation is charged on additions and no depreciation is provided on retirement, irrespective of date of addition or retirement respectively. The annual depreciation rates applicable to the principal categories of assets are : Building and Other Construction Plant and Machinery Furniture & Fixtures Transport & Vehicle Office Equipment 10% 15% 10% 20% 10% to 50% The whole amount of depreciation has been charged off to cost of sales in consistent with practice followed in earlier years. 43 (f) Borrowing Costs Borrowing costs relating to projects already in commercial operation are charged as expenses for the year under review. In respect of projects that have not yet commenced commercial production, borrowing costs are debited to capital work in progress. (g) Inventories Inventories are carried at the lower of cost and net realisable value. Cost is determined on weighted average cost basis. The cost of inventories comprises of expenditure incurred in the normal course of business in bringing the inventories to their present location and condition. Net realizable value is based on estimated selling price less any further costs expected to be incurred to make the sale. (h) Cash and Cash Equivalents This comprises cash in hand and at banks. (i) Income Taxes Current Tax Current tax has been provided on the estimated taxable profit for the year under review at 30% tax rate being the tax rate applicable for publicly traded company. It also includes adjustments for earlier year’s short/excess provision. Deferred tax For the first time, the company has adopted deferred tax during the year under review in compliance with the provisions of Bangladesh Accounting Standard (BAS-12) “Income Taxes”. The Company’s policy of recognition of deferred tax assets/liabilities is based on temporary differences (Taxable or deductible) between the carrying amount (Book value) of assets and liabilities for financial reporting purposes and its tax base, and accordingly, deferred tax income/expenses has been considered to determine net profit after tax and Earnings Per Share (EPS). The first time adoption of a BAS is considered as a change in accounting policy and accordingly, in compliance with the provisions of BAS-8 “Net Profit or Loss For the Period, Fundamental Errors and Changes in Accounting Policies”, opening retained earnings of 2003 has been adjusted with effect upto 2002 and comparative figures for 2003 has been restated. (j) Cost of Post Employment Benefits The Company’s post employment benefits to eligible employees comprise of recognized contributory provident fund, unfunded gratuity and group insurance scheme. Assets of provident fund are held in a separate trustee administered fund as per the relevant rules and is funded by contributions from the employees and the company at pre-determined rates. Employees are entitled to gratuity benefit after completion of minimum five years of service in the company. The gratuity is calculated on the last basic pay and is payable at the rate of one month basic pay for every completed year of service. The company's contributions to the provident fund, gratuity and group insurance are charged off as revenue expenditure in the period to which the contributions relate. (k) Share Premium The Share Premium shall be utilized in accordance with provisions of the Companies Act 1994 and as directed by the Securities and Exchange Commission in this respect. The Section 57 of the Companies Act 1994 provides that the share premium account may be applied by the company : (a) in paying up unissued shares of the company to be issued to members of the company as fully paid bonus shares ; (b) in writing off the preliminary expenses of the company ; 44 (c) (d) in writing off the expenses of or the commission paid or discount allowed on any issue of shares or debentures of the company ; and in providing for the premium payable on the redemption of any redeemable preference shares or of any debenture of the company. In this respect, a statutory notification was issued in 1992 by the Controller of Capital Issues (now the Securities and Exchange Commission), allowing the above stated utilization of share premium including one additional purpose in adjusting or amortizing of intangible assets, subject to prior approval. The said notification also provides that the fund of the premium account is to be utilized in order of priority. (l) Tax Holiday Reserve This is being created out of tax holiday profit to invest in the same undertaking or in any new industrial undertaking or in stocks and shares of listed companies or in government bonds or securities or for other purposes as required by the Income Tax Ordinance 1984. (m) Proposed Dividend and Dividend Distribution Tax Dividend proposed by the board of directors for the year under review and Dividend Distribution Tax thereon shall be accounted for after approval by the shareholders in the annual general meeting. (n) Earnings Per Share (EPS) This has been calculated by dividing the basic earnings by the weighted average number of ordinary shares outstanding during the year. Basic Earnings This represents earnings for the year attributable to ordinary shareholders. As there was no preference dividend, minority interest or extra ordinary items, the net profit after tax for the year has been considered as fully attributable to the ordinary shareholders. Weighted Average Number of Ordinary Shares Outstanding during the year Current Year (2004) The Bonus Shares issued during the year 2004 were treated as if they always had been in issue. Hence, in computing the Basic EPS of 2004, the total number of shares including the said bonus shares has been considered as the Weighted Average Number of Shares Outstanding during the year 2004. Earlier Year (2003) The number of shares outstanding before the bonus issue has been adjusted for the proportionate change in the number of shares outstanding as if the bonus issue had occurred at the beginning of the earliest period reported (2003), and accordingly, in calculating the Adjusted EPS of 2003, the total number of shares including the subsequent bonus issue in 2004 has been considered as the Weighted Average Number of Shares Outstanding during the year 2003. The basis of computation of number of shares as stated above, is in line with the provisions of BAS-33 "Earnings Per Share". The logic behind this basis, as stated in the said BAS is, that the bonus shares are issued to the existing shareholders without any consideration, and therefore, the number of shares outstanding is increased without an increase in resources generating new earnings. Diluted Earnings Per Share No diluted EPS is required to be calculated for the year as there was no scope for dilution during the year under review. (o) Foreign Currencies The financial records of the company are maintained and the financial statements are stated in Bangladesh Taka. Foreign currency transactions are recorded at the applicable rates of exchange ruling at the transaction date. 45 Other monetary assets and liabilities, if any, denominated in foreign currencies at the balance sheet date are translated at the applicable rates of exchange ruling at that date. Exchange differences are charged off as revenue expenditure except exchange loss relating to obligation under lease which has been capitalized to relevant fixed assets being procured under the said obligation, as a requirement of the Companies Act 1994. The rates of relevant foreign exchanges at year end are : 1 US Dollar ($) 1 EURO ( ) 2004 = = Tk. 59.6250 Tk. 81.5374 2003 59.2000 74.6986 8. Property, Plant and Equipment - Tk. 6,043,243,087 Particulars Land Building and Other Constructions Plant and Machinery Furniture and Fixtures Transport and Vehicle Office Equipment Total Cost At 31 December, 2003 1,085,251,326 497,662,963 761,917,351 34,986,110 39,241,893 114,866,754 2,533,926,397 Additions in 2004 Exchange Loss Disposal in 2004 - 3,633,259 17,793,932 5,400,355 3,792,801 4,019,935 4,734,001 - 654,595 - - - - (141,711,654) (363,426) (1,626,007) 15,590 (7,200) 34,640,282 5,404,186 (143,708,287) At 31 December, 2004 1,089,985,327 501,296,222 638,654,224 40,023,039 41,408,687 118,895,079 2,430,262,578 Depreciation At 31 December, 2003 For 2004 Adjustment on disposal - - - 240,705,401 416,722,693 15,693,002 26,273,448 74,512,255 773,906,799 25,469,274 43,976,354 2,447,138 3,301,244 6,884,906 82,078,916 - (74,849,558) (141,341) (1,370,985) (6,628) (76,368,512) At 31 December, 2004 - 266,174,675 385,849,489 17,998,799 28,203,707 81,390,533 779,617,203 Net Book Value 31 December, 2004 Tk. 1,089,985,327 235,121,547 252,804,735 22,024,240 13,204,980 37,504,546 1,650,645,375 Capital Work in Progress Tk. Carrying Value 4,392,597,712 as on 31 December, 2004 Tk. 1,089,985,327 235,121,547 252,804,735 22,024,240 13,204,980 37,504,546 6,043,243,087 Property , Plant and Equipment includes leased assets having original cost and book value of Tk. 913,653,134 and 899,549,670 respectively. Capital Work in Progress is arrived at as follows : Opening Balance ( 01.01.2004) Addition during the year Exchange Loss Capitalized: Building and other construction 2004 2003 4,135,897,148 255,592,338 1,108,226 4,392,597,712 - Tk. 4,392,597,712 3,657,124,843 350,537,589 154,369,303 4,162,031,735 (26,134,587) 4,135,897,148 46 9. Investment in Shares - Tk. 45,624,120 This Consists of : a) 3,040,537 Shares of Tk. 10 Each of Padma Textile Mills Ltd. b) 1 Share of Tk.1,000,000 Each of Central Depository Bangladesh Ltd. (CDBL) 2004 44,624,120 1,000,000 Tk. 45,624,120 2003 43,176,250 1,000,000 44,176,250 The Padma Textile Mills Ltd. is a listed company with foreign collaboration. The shares of the Padma Textile Mills Ltd. are listed in the Dhaka and Chittagong Stock Exchanges. The market value of each share of Padma Textile Mills Ltd. as on 31st December, 2004 was Tk. 39.50 ( on 31-12-03 Tk. 14.79) in the Dhaka Stock Exchange Ltd. and Tk. 40.40 (on 31-12-03 Tk. 14.88) in the Chittagong Stock Exchange Ltd. The investment in 3,040,537 shares represents 6.25% of total 48,648,600 issued, subscribed and paid-up shares of Padma Textile Mills Ltd. 10. Inventories - Tk. 1,394,794,907 This consists of as follows : Finished Goods Work in Process Raw Material Packing Material Laboratory Chemical Literature & Promotional Material Physician Sample Raw & Packing Material in Transit Stock of Stationery Spares & Accessories 294,831,219 113,067,980 631,820,233 212,162,685 465,253 9,456,983 8,236,593 64,806,398 1,569,863 58,377,700 387,269,598 90,349,959 400,129,288 118,233,247 395,921 8,941,256 7,187,467 69,808,101 1,748,950 59,647,025 Tk. 1,394,794,907 1,143,710,812 11. Accounts Receivable - Tk. 600,028,183 This is unsecured, considered good and is falling due within one year. This includes receivable of Tk. 45,146,352 equivalent to US $ 795,717 (on 31-12-2003 Tk. 36,574,766 equivalent to US $ 648,495) against export sales. This also includes Tk. 487,675,820 ( on 31-12-2003 Tk. 463,061,601) due from I & I Services Ltd., the sole distributor of the pharmaceutical products of the company and a "related party". The maximum amount due from that company during the year was Tk. 489,724,178 on 27-10-2004 (on 21-07-2003 Tk. 467,025,081). No amount was due by the directors, managing agent, managers and other officers of the company and any of them severally or jointly with any other person. 47 12. Loans, Advances and Deposits - Tk. 468,680,833 This is unsecured, considered good and consists of as follows : 2004 2003 Loans and Advances : Clearing & Forwarding Office Rent Employees House Rent Motor Cycle Raw & Packing Material Imprest Advance Others Deposits : VAT Claim Receivable Security Deposit Lease Deposit Earnest Money Bank Guarantee Margin 18,657,163 1,111,271 12,982,787 57,989 30,581,337 212,153,433 864,423 53,601,548 330,009,951 93,702,643 7,882,871 8,948,772 25,242,790 1,582,993 1,310,813 138,670,882 Tk. 468,680,833 26,217,862 1,683,415 9,565,580 350,864 27,579,364 198,790,383 685,423 46,823,314 311,696,205 62,672,725 9,946,739 8,853,584 28,989,460 1,174,488 1,131,414 112,768,410 424,464,615 (a) The maximum amount due from the officers during the year was Tk. 13,042,512 on 29.11.04 (on 26-09-2003 Tk. 9,694,650). (b) No amount was due by the directors, managing agent, managers and other officers of the company and any of them severally or jointly with any other person, except as stated above. (c) No amount was due by any related party. 13. Cash and Cash Equivalents - Tk. 8,009,302 This consists of as follows : (a) Cash in Hand (b) Imprest Cash (c) Cash at Banks : (i) In Current Accounts (ii) In S.T.D. Accounts (iii) In F.C. Accounts (Equivalent US $ 100,531) (on 31-12-2003 US $ 60,104) 771,836 337,027 906,299 - 5,994,140 6,900,439 Tk. 8,009,302 839,755 427,747 82,602 3,622 3,558,141 3,644,365 4,911,867 14. Issued Share Capital - Tk. 559,762,500 This represents : Authorized : 100,000,000 Ordinary Shares of Tk. 10/- each Tk. 1,000,000,000 1,000,000,000 Issued, Subscribed and Paid-up : 23,600,000 Ordinary Shares of Tk. 10/- each fully paid-up in cash 32,376,250 Bonus Shares of Tk. 10/- each 55,976,250 Shares 236,000,000 323,762,500 Tk. 559,762,500 236,000,000 272,875,000 508,875,000 48 (a) Composition of Shareholding : 2004 2003 No. of shares % No. of shares % Sponsors Foreign Investors ICB including ICB Investors Account General Public and Institutions 15,082,122 763,808 12,073,243 28,057,077 26.94 1.36 21.57 50.13 13,711,022 281,377 10,252,988 26,642,113 26.94 0.55 20.15 52.36 55,976,250 100.00 50,887,500 100.00 (b) Distribution Schedule : The distribution schedule showing the number of shareholders and their shareholdings in percentage has been disclosed below as a requirement of the " Listing Regulations" of Dhaka and Chittagong Stock Exchanges : Range of Holdings In number of shares 1 to 499 500 to 5,000 5,001 to 10,000 10,001 to 20,000 20,001 to 30,000 30,001 to 40,000 40,001 to 50,000 50,001 to 100,000 100,001 to 1,000,000 Over 1,000,000 No. of Shareholders % of Shareholders Number of Shares % of Share Capital 2004 2003 2004 2003 2004 2003 2004 2003 42,259 37,534 7,705 9,458 83.27% 15.18% 78.50% 19.78% 5,296,489 5,645,361 10,087,931 12,458,156 380 220 66 26 20 40 28 6 463 227 60 22 10 19 13 5 0.75% 0.43% 0.13% 0.05% 0.04% 0.08% 0.06% 0.01% 0.97% 0.47% 0.13% 0.05% 0.02% 0.04% 0.03% 0.01% 2,684,555 3,095,361 1,590,746 907,814 864,500 2,684,561 5,749,746 3,180,467 3,061,820 1,430,522 752,333 453,949 1,308,493 2,676,215 23,014,547 19,920,184 9.46% 18.02% 4.80% 5.53% 2.84% 1.62% 1.54% 4.80% 10.27% 41.12% 11.09% 24.48% 6.25% 6.02% 2.81% 1.48% 0.89% 2.57% 5.26% 39.15% 100.00% Total 50,750 47,811 100.00% 100.00% 55,976,250 50,887,500 100.00% (c) Market Price : The shares are listed in the Dhaka and Chittagong Stock Exchanges. On 31.12. 2004, each share was quoted at Tk. 92.10 (on 31.12.03 Tk. 39.72) in the Dhaka Stock Exchange Ltd. and Tk. 93.00 (on 31.12.03 Tk. 39.72) in the Chittagong Stock Exchange Ltd. (d) Option on unissued shares : There is no option regarding authorized capital not yet issued but can be used to increase the issued, subscribed and paid-up capital through the issuance of new shares against cash contribution and bonus. (e) During the year under review, issued share capital has been increased by Tk. 50,887,500 ( 5,088,750 shares of Tk. 10/- each) due to issue of 10% stock dividend declared for 2003. 15. Share Premium - Tk. 1,489,750,000 This is as per last account and made-up as follows : 2004 2003 (a) 590,000 shares issued in 1992 at the premium of Tk. 325/- per share 191,750,000 191,750,000 (b) 1,180,000 shares issued in 1994 at the premium of Tk. 1,100/- per share 1,298,000,000 1,298,000,000 Tk. 1,489,750,000 1,489,750,000 16. Tax-Holiday Reserve - Tk. 445,355,048 This has been provided for as per provisions of the Income Tax Ordinance, 1984 which is arrived at as follows : Opening Balance Add: Provided during the year (Note - 39) Less : Tax Holiday Reserve no longer required 1,090,052,509 99,574,755 (744,272,216) 998,690,522 91,361,987 - Tk. 445,355,048 1,090,052,509 49 17. Long Term Borrowing (Secured)- Tk. 1,864,767,749 This Consists of : (a) Project Loan (b) Interest and PAD (c) Obligation under Lease (a) Project Loan 2004 750,486,906 200,627,709 913,653,134 2003 844,778,324 244,989,043 907,140,722 Tk. 1,864,767,749 1,996,908,089 This loan was sanctioned under the consortium arrangement of Janata Bank, Sonali Bank, Agrani Bank, Rupali Bank and United Commercial Bank Ltd. for the expansion project of the company. Janata Bank was the lead bank to the consortium. This Loan is secured against : (i) First (registered mortgage) charge on paripassu basis with the participating banks on 1,112.82 decimals of land along with the building and other construction to be built thereon at Kathaldia and Aushpara of Gazipur; and (ii) First paripassu charge by way of hypothecation on all assets of the company both present and future. (b) Interest and PAD This represents PAD and unpaid interest of Janata Bank to be paid in quarterly instalments over a period of 7 (seven) years. (c) Obligation under Lease This represents obligation to Shamil Bank of Bahrain E.C. for an equivalent amount of US $ of 15,323,322.46 being converted into Bangladesh Taka at the exchange rate ruling on the Balance Sheet date. The related exchange loss of Tk. 6,512,412 has been capitalized to fixed assets being procured through the said financing. The company entered into an Exchange in Satisfaction and User Agreement (ESUA) with Shamil Bank of Bahrain E. C. on 14th September 1999 and further supplemental agreements on 4th February 2001 and 4th March 2002. These agreements, which are similar to lease agreements, are due to expire on December 31, 2008 and have superseded the Morabaha financing agreement entered into earlier. The governing law clause of the ESUA was that subject to Sharia law, the laws of England and Wales would apply. Due to disputes relating to the amounts claimed by Shamil bank of Bahrain E. C., the company was sued by the Bank in the High Court in London, UK. The central issue of the dispute was that the company did not agree to the amount claimed by the Bank, as this was contrary to Sharia law. The High Court ruled against the company holding that Sharia law was not applicable and only English law would apply. The company then appealed against this decision to the Appeals Court who also upheld the High Court’s judgement. The company then appealed to the House of Lords where the appeal was turned down. In order to enforce the English judgement, the bank has moved to the Bangladesh Courts where the company intends to vigorously contest the claimed amount as not being in conformity with Sharia law. Unlike the English courts, Bangladesh courts recognise principles of Sharia law and therefore the company believes that its contention will be upheld by the Bangladesh courts. Subsequently, the Bangladesh Court has given its ruling that the verdict of London Court is not binding on Bangladesh Court. However, the company is also negotiating with the bank to come to an amicable settlement outside the court, the details of which is in the process of being finalized. 18. Liability for Gratuity & WPPF - Tk. 158,595,611 This consists of payable to the permanent employees at the time of separation from the company and Loan from Workers' Profit Participation/Welfare Funds as detailed follows : (a) Gratuity Payable Opening Balance Add : Provided during the year Less : Paid during the year (b) Loan from Workers' Profit Participation/Welfare Funds 59,454,204 11,049,142 70,503,346 (2,539,950) 67,963,396 90,632,215 Tk. 55,476,158 7,037,892 62,514,050 (3,059,846) 59,454,204 83,020,066 Tk. 158,595,611 142,474,270 50 19. Deferred Tax Liability - Tk. 43,008,809 (a) Deferred Tax Liabilities are arrived at as follows: Book Value of Depreciable Fixed Assets Less: Tax Base Taxable Temporary Difference Book Value of Gratuity Payable Less: Tax Base Deductible Temporary Difference Net Taxable Temporary Difference Effective Tax Rate Deferred Tax Liability 2004 2003 2002 560,660,048 (349,333,955) 211,326,093 67,963,396 - 67,963,396 143,362,697 674,768,272 (458,002,262) 216,766,010 59,454,204 - 59,454,204 157,311,806 30% 30% 661,215,140 (506,770,378) 154,444,762 55,476,158 - 55,476,158 98,968,604 30% Tk. 43,008,809 47,193,542 29,690,581 (b) Deferred Tax Expense/(Income) is arrived at as follows: Closing Deferred Tax Liabilities Opening Deferred Tax Liabilities 43,008,809 47,193,542 Deferred Tax expense/(Income) Tk. (4,184,733) (c) Deferred Tax Liability upto 2002-Tk. 29,690,581 47,193,542 29,690,581 17,502,961 29,690,581 - - This has been adjusted with opening balance of retained earnings of 01.01.03 in the Statement of Changes in Equity in compliance with the provisions of Bangladesh Accounting Standard (BAS-8) "Net Profit or Loss for the Period, Fundamental Error and Changes in Accounting Policies” (d) Deferred Tax Expense of 2003- Tk. 17,502,961 This represents the increase of deferred tax liability in 2003 in comparison to 2002 which has been shown by restating comparative figures of 2003 in the profit and loss account in accordance with the requirements of above referred BAS-8. (e) Deferred Tax Income of 2004- Tk. 4,184,733 This represents the decrease in deferred tax liability in 2004 in comparison to 2003. (f) The effective income tax rate of 30% has been considered as this tax rate is applicable for publicly traded companies. 20. Customs Debentures - Tk. 1,758,387 This is as per last account and represents : Instalment due Interest due 21. Short Term Borrowing from Banks - Tk. 1,121,910,904 This represents : (a) Janata Bank : Cash Credit-Pledge Cash Credit-Hypothecation LIM (b) Citibank NA (c) Standard Chartered Bank 2004 265,854 1,492,533 1,758,387 Tk. 2003 265,854 1,492,533 1,758,387 158,595,289 639,130,578 237,836,094 55,993,037 30,355,906 166,750,011 641,703,580 - 70,524,122 60,894,928 Tk. 1,121,910,904 939,872,641 51 22. Long Term Borrowing-Current Maturity - Tk. 256,179,379 This consists of as follows and is payable within next twelve months from the Balance Sheet date : Interest & PAD Project Loan 2004 69,772,113 186,407,266 256,179,379 Tk. 2003 39,313,860 - 39,313,860 23. Creditors and other Payables - Tk. 170,176,125 This consists of : Suppliers Payable to RAJUK Provident Fund These are unsecured, and falling due within one year. 24. Accrued Expenses - Tk. 81,230,153 This is falling due within one year and consists of as follows : For expenses - Unsecured Workers' Profit Participation/ Welfare Funds 25. Income Tax Payable - Tk. 26,940,217 This is arrived at as follows : Opening Balance Add : Tax provided in 2004 (Note - 37) Less : Tax paid during the year Less : Advance income tax adjusted 26. Net Sales Revenue - Tk. 2,402,700,962 This represents net sales and consists of as follows : Local Sales Export Sales-US$ 1,346,319 (in 2003 US $ 1,000,471 ) Sales represent : Tablet & Capsules Bottles & Tubes Basic Chemicals 80,912,808 18,612,300 70,651,017 Tk. 170,176,125 68,749,260 16,613,249 54,228,760 139,591,269 65,300,744 15,929,409 81,230,153 Tk. 68,387,437 13,180,926 81,568,363 26,549,717 28,469,983 55,019,700 (8,967,265) 46,052,435 (19,112,218) Tk. 26,940,217 47,906,598 38,975,206 86,881,804 (3,000,000) 83,881,804 (57,332,087) 26,549,717 2,323,215,567 79,485,395 Tk. 2,402,700,962 2,124,235,810 59,593,985 2,183,829,795 Pcs. Pcs. Kg. 1,379,534,655 24,936,127 350 1,182,055,979 23,561,759 46,724 52 27. Cost of Goods Sold - Tk. 1,430,590,446 This is made-up as follows : Work-in-Process (Opening) Raw Material Consumed Packing Material Consumed Laboratory Chemical Consumed Work-in-Process (Closing) TOTAL CONSUMPTION Factory Overhead COST OF PRODUCTION Finished Goods (Opening) Finished Goods Available Transfer of Bulk Chemicals to Formulation Raw Material Inventory Finished Goods (Closing) Cost of Physician Sample Notes 2004 2003 28 29 30 90,349,959 787,768,299 332,424,935 5,962,199 1,216,505,392 (113,067,980) 1,103,437,412 31 311,983,228 1,415,420,640 387,269,598 1,802,690,238 (66,424,989) (294,831,219) 80,625,166 851,733,404 231,207,585 4,601,714 1,168,167,869 (90,349,959) 1,077,817,910 264,282,650 1,342,100,560 411,049,204 1,753,149,764 - (387,269,598) 1,441,434,030 (10,843,584) 1,365,880,166 (10,131,318) Tk. 1,430,590,446 1,355,748,848 Item wise quantity and value of Finished Goods Stock are as follows : Item Unit Quantity Value Stock as on 01-01-04 Tablet & Capsule Bottle & Tube Basic Chemicals Stock as on 31-12-04 Tablet & Capsule Bottle & Tube Basic Chemicals 28. Raw Material Consumed - Tk. 787,768,299 This is made-up as follows : Opening Stock Purchase (including transferred Bulk Chemicals) Closing Stock Pcs. Pcs. Kg. Pcs. Pcs. Kg. 343,286,138 5,601,680 10,403 299,836,507 4,284,995 2,372 248,787,165 81,557,668 56,924,765 Tk. 387,269,598 210,437,857 81,926,173 2,467,189 Tk. 294,831,219 400,129,288 1,019,459,244 (631,820,233) 391,493,587 860,369,105 (400,129,288) Tk. 787,768,299 851,733,404 53 Item wise quantity and value : Opening Stock (Consists of 452 items) Add : Purchase (Consists of 387 items) Less : Closing Stock (Consists of 483 items) Consumption (Consists of 442 items) Kg. Ltr. Unit Kg. Ltr. Unit Kg. Ltr. Unit Kg. Ltr. Unit SOLID LIQUID BASIC TOTAL(Qnty) TOTAL(Value) 332,699 4,878 58,983,173 97,095 346,872 776,666 386,880,261 - - - - 4,878 58,983,173 3,776,624 9,472,403 400,129,288 2,022,941 652,316 25,416 2,700,673 1,005,154,175 1,377 81,850,211 690,474 3,761 70,456,902 - - - - 1,377 1,033,489 81,850,211 13,271,580 1,019,459,244 137,942 355,061 1,183,477 616,557,513 - - - - 3,761 70,456,902 3,775,925 11,486,795 631,820,233 1,665,166 611,469 17,227 2,293,862 775,476,923 2,494 70,376,482 - - - - 2,494 70,376,482 1,034,188 11,257,188 Tk. 787,768,299 Raw material consumed is 74% imported. 29. Packing Material Consumed - Tk. 332,424,935 This is made-up as follows : Opening Stock Purchase Closing Stock 2004 2003 118,233,247 426,354,373 (212,162,685) 104,790,428 244,650,404 (118,233,247) Tk. 332,424,935 231,207,585 Packing material consumed is 40% imported. Particulars in respect of quantity of each packing material as well as value of each class of packing material are not given as the number of items as well as classes of items are numerous. 30. Laboratory Chemical Consumed - Tk. 5,962,199 This is made-up as follows : Opening Stock Purchase Closing Stock 395,921 6,031,531 (465,253) Tk. 5,962,199 417,427 4,580,208 (395,921) 4,601,714 Particulars in respect of quantity of each laboratory chemical as well as value of each class of laboratory chemical are not given as the number of items as well as classes of items are numerous. 54 31. Factory Overhead - Tk. 311,983,228 This consists of as follows : Salary & Allowances (including welfare expenses and retrial benefit) Repairs & Maintenance Insurance Premium Municipal Tax & Land Revenue Advertisement & Subscription Travelling & Conveyance Entertainment Research and Development Printing & Stationery Telephone & Postage Toll Charge/ (income) - Net Electricity, Gas & Water Lease Rental Other Expenses Depreciation 2004 2003 101,417,546 84,829,589 27,632,150 4,320,384 410,228 172,297 1,311,389 198,437 15,092,887 2,871,120 1,455,375 (3,647,292) 9,406,726 61,571,524 7,691,541 82,078,916 18,999,015 5,717,387 619,129 167,861 578,924 136,175 10,804,691 3,086,358 1,195,006 (6,879,020) 10,772,951 40,705,903 8,866,169 84,682,512 Tk. 311,983,228 264,282,650 (a) Salary and allowances include Company's Contribution to provident fund of Tk.1,809,995 (in 2003 Tk. 1,634,266). (b) In 2004, all the 476 factory employees received annual salary and allowances of Tk. 36,000 and above. (c) The value of imported stores and spares consumed is Tk. 4,035,791 (in 2003 Tk. 5,942,130) which is 46% (56% in 2003) of total stores and spares consumed as included in repairs & maintenance. (d) Other expenses does not include any item exceeding 1% of total revenue. 32. Administrative Expenses Tk. 88,095,645 This consists of as follows : Salary & Allowances (including welfare expenses and retiral benefit) Rent Expenses Repairs & Maintenance Donation & Subscription Travelling & Conveyance Entertainment Printing & Stationery Auditors' Remuneration Telephone & Postage Software & Networking Expenses Electricity, Gas & Water Legal & Consultancy Fee AGM and Company Secretarial Expenses Other Expenses Lease Rental 43,191,044 26,687,420 4,241,545 6,359,844 842,035 4,884,470 1,148,491 767,733 200,000 2,781,576 - 3,122,254 1,439,358 9,941,472 1,511,700 7,664,123 Tk. 88,095,645 3,362,641 4,321,624 653,663 1,546,944 479,290 625,266 150,000 1,821,106 4,000,000 1,463,660 239,690 9,279,763 1,061,948 28,636,317 84,329,332 (a) Salary and allowances include provident fund contribution of Tk. 919,146 (in 2003 Tk. 718,799). (b) In 2004, all the 91 employees of head office (excluding employees relating to selling and distribution) received annual salary and allowances of Tk. 36,000 and above. (c) Auditors' remuneration represents audit fee for auditing the accounts for the year 2004. 55 33. Selling and Distribution Expenses - Tk. 382,741,848 This consists of as follows : Salary & Allowances (including welfare expenses and retiral benefit) Rent Expenses Repairs & Maintenance Travelling & Conveyance Entertainment Printing & Stationery Telephone & Postage Electricity, Gas & Water Market Research & New Products Training & Conference Sample Expenses Promotional Expenses Literature/News Letter Export Expenses Lease Rental Distribution Commission Other Expenses 2004 2003 131,438,824 112,937,190 12,026,348 11,281,416 56,870,392 1,499,916 6,018,420 7,794,438 2,748,366 12,807,376 7,956,113 14,232,342 28,383,518 24,718,107 4,850,415 5,120,612 47,212,748 7,782,497 13,190,702 11,877,051 45,934,281 1,373,544 3,554,311 7,026,525 3,388,259 6,131,424 5,129,762 11,157,908 25,612,217 16,867,663 3,271,278 8,162,857 30,719,966 7,334,302 Tk. 382,741,848 313,669,240 (a) Salary and allowances include provident fund contribution of Tk. 4,218,457 (in 2003 Tk. 3,229,720). (b) In 2004, all the 798 employees relates to selling and distribution received annual salary and allowances of Tk. 36,000 and above. (c) Distribution commission represents 2% of sales other than export sales and Basic chemical products sales which has been paid to the I & I Services Ltd., the sole distributor of the company and a related party. 34. Other Income - Tk. 5,298,876 This is arrived at as follows : Cash Dividend received on investment in shares of Padma Textile Mills Ltd. Stock Dividend received on investment in shares of Padma Textile Mills Ltd. Exchange gain on retention quota (F.C.) accounts Profit/(Loss) on sale of Fixed Assets 35. Finance Cost - Tk. 172,054,306 This is made-up as follows : Interest on Cash Credit and others Interest on loan from PF and WPP & Welfare Fund 2,895,750 1,447,870 399,385 555,871 Tk. 5,298,876 1,316,250 2,632,500 218,964 (849,124) 3,318,590 157,393,995 14,660,311 143,159,432 13,442,074 Tk. 172,054,306 156,601,506 36. Contribution To Workers' Profit Participation / Welfare Funds -Tk. 15,929,409 This represents 5% of net profit before tax after charging the contribution as per provisions of the Companies Profit (Workers' Participation) Act, 1968 and is payable to workers as defined in the said Act. 37. Income Tax Expenses-Tk. 24,285,250 This consists of as follows : (i) Current Tax (ii) Deferred Tax Expenses/(Income) Note 7 (i) & 19 28,469,983 (4,184,733) 24,285,250 Tk. 38,975,206 17,502,961 56,478,167 56 38. Basic Earnings Per Share (EPS) The computation of EPS is given below : 2004 2003 (a) Earnings attributable to the Ordinary Shareholders Tk. 294,302,934 207,140,366 ( Net profit after Tax) (b) Weighted average number of Ordinary Shares outstanding during the year (c) Basic EPS of 2004/ Adjusted EPS of 2003 55,976,250 5.26 Tk. 55,976,250 3.70 The definition of numerator (Earnings) and denominator (Weighted average number of shares) is stated in Note-7 (n). 39. Tax-Holiday Reserve - Tk. 99,574,755 This represents 40% of net profit of the Tax-Holiday units. 40. Related Party Transactions Nature of Transactions (a) Accounts Receivable (b) Trade Creditors (c) Distribution Commission (d) Software & Networking Expenses (e) Investment in Shares (f) Cash and Stock Dividend Income 2004 2003 487,675,820 463,061,601 585,000 47,212,748 - 44,624,120 4,343,620 585,000 30,719,966 4,000,000 43,176,250 3,948,750 41. Particulars of Disposal of Property, Plant and Equipment This following assets were disposed off: During The Year Ended 31-12-04 : PARTICULARS OF ASSETS COST DEP.UPTO 31-12-03 W.D.V. AS ON 31-12-03 SALES PRICE PROFIT/ (LOSS) NAME OF PARTIES Yamaha 100 C.C Motor Cycle 25,323 24,838 485 10,000 9,515 Mr. Abdul Momen Toyota Corolla LX-1500 C.C 657,414 569,177 Toyota Corolla LX-1500 C.C 33,270 19,643 Toyota Camry-M-SV-30 1800 C.C. 910,000 757,327 200,000 111,763 Mr. Shameem Hashem 177,000 163,373 Green Delta Insurance Co. Ltd. 137,405 (15,268) Mr. Choudhury Hafizur Rahman Negotiation 88,237 13,627 152,673 121,668 572 88,800 30,509 26,608 8,299 54,270 13,599 1,245,611 1,123,943 7,200 126,840 46,500 36,500 23,800 67,000 62,786 6,628 38,040 15,991 9,892 15,501 12,730 49,187 427,186 305,518 M/S Fazlul Haque & Brothers 1,549 977 M/S Fazlul Haque & Brothers 74,289 (14,511) Mr. Salim 30,500 (9) Mr. Anwar Zahid 10,000 (16,609) Mr. Mohsin 5,000 (3,299) Mr. Shafiqul Islam - Dr. Md. Shariful Alam 54,270 28,019 14,420 M/S Fazlul Haque & Brothers Tender Machinery Office Equipment Furniture Furniture Furniture Furniture Furniture Furniture Machinery MODE OF DISPOSAL Tender Tender Tender Tender Tender Negotiation Negotiation Negotiation Negotiation Negotiation 140,466,043 73,725,615 66,740,428 66,740,428 - Bangladesh Antibiotic Industries Ltd. Negotiation Tk. 143,708,287 76,368,512 67,339,775 67,895,646 555,871 57 42. Payment/Perquisites to Directors and Officers (a) The aggregate amounts paid to/ provided for the officers of the company as defined in the Securities and Exchange Rules 1987 are disclosed below : Managerial Remuneration Gratuity Company's Contribution to Provident Fund Bonus Perquisites : Housing Transport Medical Telephone Electricity, Gas & Water Total 2004 18,581,349 1,229,911 1,211,458 2,301,273 5,789,341 4,447,985 1,540,149 1,770,752 1,252,839 2003 17,162,840 1,124,593 1,118,954 2,145,369 5,412,369 4,123,659 1,426,539 1,645,879 1,178,976 Tk. 38,125,057 35,339,178 (b) No compensation was allowed by the company to the Directors of the company. (c) No amount of money was expended by the company for compensating any member of the board for special services rendered. (d) No board meeting attendance fee was paid to the directors of the company. 43. Production Capacity, Actual Production in 2004 and Reason of Excess/(Shortfall) Unit Production Capacity 2004 2003 Actual Production 2004 2003 Excess/(Shortfall) 2004 2003 Reason of Excess or Shortfall Solid Section Tablet & Capsule 1,336 1,275 1,542 1,164 206 (111) As per market demand and available capacity. (in million pcs) Liquid Section Bottle & Tube 26 22 24 24 (2) 2 As per market demand and available capacity. Basic Chemical Metric ton 36 180 4 48 (32) (132) As per market demand and available capacity. (in million pcs) 44. Capital Expenditure Commitment The company has capital expenditure amounting US$ 5,408,853 contracted but not incurred or provided for at 31 December 2004. 45. Operating Lease Commitment At 31December, 2004, the company had annual commitment under operating leases as set out below : Leases expire within 1 year Leases expire within 2-5 years (inclusive) Leases expire after five years 7,340,157 45,462,288 - Tk. 52,802,445 46. Claim not Acknowledged as Debt There was no claim against the company not acknowledged as debt as on 31-12-04 except as stated in Note -17 (c). 47. Un-availed Credit Facilities The company has an un-availed project loan facilities of US $ 1,704,350 sanctioned under consortium arrangement for procurement of plant & machinery for the USFDA project. 58 48. Payments Made in Foreign Currency Import of Machinery Import of Raw & Packing Material and Spares Technical Know-how Fees Foreign Currency (Equivalent US$) 271,039 10,030,558 95,452 Taka 15,934,471 604,603,018 5,746,745 No other expenses including royalty, technical expert and professional advisory fee, interest, etc. was incurred or paid in foreign currencies except as stated above. 49. Dividend Paid to the Non-resident Shareholders in 2004 (i) Dividend for 2003 was declared on 24-06-2004 and therefore, dividend for 2003 was paid in 2004. (ii) Dividend of Tk. 481,191 relating to the year 2003 was paid to 6 non-resident shareholders against 481,191 shares held by them. (iii) No dividend was remitted in foreign currency but paid in local currency to their local custodian banks. 50. Foreign Exchange Earned (a) Export Sales of US$ 1,346,139 (in 2003 US$ 1,000,471). (b ) No other income including royalty, technical assistance and professional advisory fee, interest and dividend was earned or received in foreign currency. 51. Commission, Brokerage against Sales (a) Distribution commission of Tk. 47,212,748 (in 2003 Tk. 30,719,966) were incurred and paid during the year under review. (b) No other commission was incurred or paid to the sales agent/distributor nor any brokerage or discount other than conventional trade discount was incurred or paid against sales except as stated in (a) above. 52. Post Closing Events (a) Subsequent to the balance sheet date, the directors recommended 5% cash dividend and 25% stock dividend (Bonus Share). The dividend proposal is subject to shareholders' approval at the forthcoming annual general meeting. (b) Except the fact stated above, no circumstances have arisen since the balance sheet date which would require adjustment to, or disclosure, in the Financial Statements or notes thereto. C. H. Rahman Director Iqbal Ahmed Director Md. Asad Ullah Company Secretary Dhaka 27 April 2005 59 Notes 60 BEXIMCO PHARMA Corporate Headquarter 17 Dhanmondi R/A, Road No. 2 Dhaka 1205, Bangladesh Phone : 880-2-8611891 (5 lines) Fax : 880-2-8613470 Email : beximchq@bol-online.com Website : www.beximco.net Operational Headquarter 19 Dhanmondi R/A, Road No. 7 Dhaka 1205, Bangladesh Phone : 8619151 (5 lines), 8619091 (5 lines) Fax : 880-2-8613888 Email : info@bpl.net Website : www.beximco-pharma.com Factory 126 Kathaldia Tongi, Gazipur Legal Advisor M/S HUQ & CO. 47/1 Purana Paltan, Dhaka Auditors M/S M. J. ABEDIN & CO. Chartered Accountants National Plaza (6th Floor) 1/G Free School Street Sonargaon Road, Dhaka-1205 Bankers Janata Bank Local office 1 Dilkusha C/A, Dhaka-1000 Citibank N.A. Chamber Building 122-124 Motijheel C/A, Dhaka-1000 Standard Chartered Bank Hadi Mansion 2 Dilkusha C/A, Dhaka-1000 Concept, Text and Design : Central Product Management Department Printed by : Mavis International, Dhaka, Phone : 9568619, 9568030 BEXIMCO PHARMA BEXIMCO PHARMACEUTICALS LTD.