Annual Report 2014 | 1
It is only when you are healthy,
you enjoy fully the joy of life.
The joy of emotions and experiences.
The journey among friends and families.
The miracle we live every day.
Life.
It is that health we strive to sustain.
To nurture.
A healthy life for all.
2 | Annual Report 2014
ANNUAL REPORT
2014
BEXIMCO PHARMACEUTICALS LIMITED
Annual Report 2014 | 1
Mission
We are committed to enhancing human health and wellbeing by providing
contemporary and affordable medicines, manufactured in full compliance with global
quality standards. We continually strive to improve our core capabilities to address
the unmet medical needs of the patients and to deliver outstanding results for our
shareholders.
Vision
We will be one of the most trusted, admired and successful pharmaceutical companies
in the region with a focus on strengthening research and development capabilities,
creating partnerships and building presence across the globe.
Core Values
Our core values defi ne who we are; they guide us to take decisions and help realize
our individual and corporate aspirations.
Commitment to quality
We adopt industry best practices in all our operations to ensure highest quality
standards of our products.
Customer satisfaction
We are committed to satisfying the needs of our customers, both internal and external.
People focus
We give high priority on building capabilities of our employees and empower them to
realize their full potential.
Accountability
We encourage transparency in everything we do and strictly adhere to the highest
ethical standards. We are accountable for our own actions and responsible for
sustaining corporate reputation.
Corporate social responsibility
We actively take part in initiatives that benefi t our society and contribute to the welfare
of our people. We take great care in managing our operations with high concern for
safety and environment.
2 | Annual Report 2014
Contents
Our Story
Who We Are
The Board of Directors
Management Committee
Executive Committee
Key Events in History
Managing Director’s Statement
How We Performed in 2014
What We Offer
Our Manufacturing Capabilities
Our Global Regulatory Approvals
Our People
Research and Development
Spreading Our Wings
What We Do for the Society
Corporate Events
Post Balance Sheet Developments
Notice of Annual General Meeting
Chairman’s Statement
Directors’ Report to the Shareholders
05
08
09
09
10
13
15
16
19
21
23
29
31
33
38
41
43
44
46
Certifi cate on Compliance of Corporate Governance Guidelines 55
Report on the Activities of the Audit Committee
Shareholders’ Meeting
Value Added Statement
Graphical View of Selected Growth Indicators
Independent Auditors’ Report
Statement of Financial Position
Statement of Profi t or Loss and Other Comprehensive Income
Statement of Changes in Equity
Statement of Cash Flows
Notes to the Financial Statements
Proxy Form and Attendance Slip
56
58
60
61
62
63
64
65
66
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Annual Report 2014 | 3
3000
People
500
Products
35
Years
50
Countries
Our Story
4 | Annual Report 2014
Who We Are
Celebrating 35 years of health & wellbeing
Incorporated in 1976, Beximco Pharma started its operation by importing products from global MNCs like Bayer AG,
Germany and Upjohn Inc., USA and selling them in the local market. In 1980 the Company began manufacturing these
products under licensing arrangement. From that humble beginning, Beximco Pharma has grown from strength to strength,
and today it has become a leading manufacturer and exporter of medicines in Bangladesh. Company’s manufacturing
facilities have been accredited by the major global regulatory bodies, and it has expanded its geographic footprint across
all the continents.
In its long journey of 35 years, the Company remains committed to make a difference in the lives of people by providing
high quality medicines at affordable cost.
We know good health is priceless and that’s why we always strive to provide our patients with high
quality and affordable medicines
Annual Report 2014 | 5
Who We Are | Annual Report 2014 | 5
Annual Report 2014 | 5
6 | Annual Report 2014
We continually strive to provide access to safe, effective and
affordable medicines. Over the last 35 years of operation, our motto
has remained the same: ensure health and wellbeing of the people.
Annual Report 2014 | 7
Annual Report 2014 | 7
The Board of Directors
Salman F Rahman
Vice Chairman
A S F Rahman
Chairman
Nazmul Hassan MP
Managing Director
Osman Kaiser Chowdhury
Director
Abu Bakar Siddiqur Rahman
Director
Iqbal Ahmed
Director
Dr. Abdur Rahman Khan
Independent Director
Shah Monjurul Hoque
Independent Director
Company Secretary
Mohammad Asad Ullah, FCS
Executive Director
8 | Annual Report 2014 | The Board of Directors
8 | Annual Report 2014
Management Committee
Nazmul Hassan MP
Managing Director
Osman Kaiser Chowdhury
Member of the Board of Directors
Ali Nawaz
Chief Financial Offi cer
Rabbur Reza
Chief Operating Offi cer
Afsar Uddin Ahmed
Director, Commercial
Lutfur Rahman
Director, Manufacturing
Zakaria Seraj Chowdhury
Director, International Marketing
A R M Zahidur Rahman
Executive Director, Production
Shamim Momtaz
Executive Director, Manufacturing
Jamal Ahmed Choudhury
Executive Director, Accounts & Finance
Rizvi Ul Kabir
Executive Director, Sales
Mohd. Tahir Siddique
Executive Director, Quality
Prabir Ghose
Executive Director, Quality Assurance
Executive Committee
Osman Kaiser Chowdhury
Member of the Board of Directors
Nazmul Hassan MP
Rabbur Reza
Ali Nawaz
Afsar Uddin Ahmed
Managing Director
Chief Operating Offi cer
Chief Financial Offi cer
Director, Commercial
Management Committee | Annual Report 2014 | 9
Annual Report 2014 | 9
Key Events in History
10 | Annual Report 2014 | Key Events in History
10 | Annual Report 2014
2014
Received GMP accreditation from
Taiwan Food & Drug Administration
(TFDA) and “Health Canada” as the
fi rst Bangladeshi company;
First Bangladeshi company to export
to Romania
2013
First Bangladeshi company to export
ophthalmic products to Europe
2012
First Bangladeshi company to
launch Salbutamol HFA inhaler
(Azmasol®) in Singapore
2011
Received GMP accreditation
from
AGES, Austria (for European Union);
only pharmaceutical company to win
‘National Export Trophy (Gold)’ for the
fourth time
2010
The only pharmaceutical company
in Bangladesh to enter the US
market through acquisition of an
Abbreviated New Drug Application
(ANDA)
2009
Only Bangladeshi company
to
receive GMP approval from ANVISA,
Brazil
2006
Launched CFC free HFA inhalers
for the fi rst time in Bangladesh
2005
Only company in Bangladesh to be
listed on the Alternative Investment
Market
(AIM) of London Stock
Exchange (LSE) through issuance
of GDRs
2008
to
First Bangladeshi company
receive GMP accreditation from
Therapeutic Goods Administration
(TGA), Australia, and Gulf Central
Committee for Drug Registration,
for GCC states; Technology transfer
arrangement
to manufacture
Roche’s ARV drug Saquinavir
2003
First company
anti-retroviral
Bangladesh
to
introduce
in
(ARV) drugs
1993
Russia became
destination for formulation products
the fi rst export
1992
Export operations started with
APIs
1985
Listed on Dhaka Stock Exchange
1983
Launched own formulation
brands
1980
Started manufacturing products of
Bayer AG, Germany and Upjohn Inc.,
USA, under license agreements
1976
Company incorporated
Annual Report 2014 | 11
12 | Annual Report 2014
Nazmul Hassan MP
Managing Director
Managing Director’s Statement
Dear Shareholders,
In 2014 we have consolidated our position with sales
turnover of BDT 11,206.9 million posting a growth of
6.8% over 2013. In its 35 years of operation, Beximco
Pharma has been consistently delivering on its promise
of performance. From the humble beginning as a small
distributor of medicines from global MNCs, today it has
become a leading exporter of medicines in the country. The
company has achieved this by staying focused on creating
value for all its customers and shareholders.
Despite political turbulence and headwinds, Bangladesh’s
economy continued to grow above 6%, largely due to
agricultural expansion, modest growth in apparel export,
remittance from abroad and record foreign exchange
reserve. The Bangladesh Pharma market is currently valued
at more than $1.5 billion which is clearly dominated by local
manufacturers. Ninety eight percent of country’s demand is
met by local production; all the top 10 companies are local
who have consistently occupied nearly 70% of the market
share.
Political unrest in the country, which started in late 2013
and continued till first quarter of 2014, seriously disrupted
our business activities. Despite all the challenges, we were
able to register a growth of 9% in domestic formulation
business. In the year we added 28 new products to our
portfolio, 3 of which were launched for the first time in the
country. Our in-house R&D efforts also saw the introduction
of oral soluble film, a unique drug delivery system, for the
first time in Bangladesh. Key to all our efforts has always
been to offer the best possible solutions to our patients and
to make them affordable. In the highly competitive market,
we have maintained our strong position in key therapeutic
segments like analgesics, respiratory, and anti-diabetic
categories with excellent growth rate in each segment.
We have also performed well with our gastrointestinal and
cardiovascular range.
Our planned investment in upgrading our facility and
expanding capacity continued throughout the year to
maintain a sound platform towards sustainable growth.
We have also taken up a major project of expansion and
upgradation along with relocation of some of our existing
units to the new site, just opposite to our current site.
As a generic drug company with global aspirations, our
major focus remains on research and development for
bringing high quality, differentiated products. Our R & D
team has been continually working on diverse delivery
systems, as well as regulatory filings in different markets.
With increasing developmental work on complex generics
and regulatory submissions, a new state of the art pharma
R & D Centre is being built at our Tongi facility.
The global pharmaceutical market is showing signs of
recovery with total spending reaching $1 trillion in 2014,
an increase of 7 per cent over the previous year, according
to IMS. This impressive rise is driven mainly by high prices
and uptake for several breakthrough cancer and hepatitis C
drugs entering the market in developed countries. By 2018,
this spending is expected to rise to $1.3 trillion due to new
breakthrough therapies. The year 2014 also saw approval
of 44 new drugs in world market, making it the best year for
pharmaceutical innovation since 1996. On the other hand,
global generic drugs market currently stands at more than
$250 billion, with consistent double digit growth, driven
by increasing demand both in developed and emerging
economies.
The opportunities in generic drugs are increasing day by
day with increasing government pressure around the
world to cut healthcare costs. The country has tremendous
opportunities for pharma export, particularly for value added
generics in regulated markets. In 2015 alone, patented
drugs worth $60 billion are going off patent which opens up
opportunities for generic manufacturers around the world.
Bangladesh could be ideally positioned to gain from generic
drug opportunities with its cost advantages and skilled
manpower as India and China are losing cost advantages
owing to rapid increase in wages in these countries.
We have strengthened our presence in several Asian
and African countries and we are actively evaluating
opportunities to extend our geographic footprint by
replicating our successful model
in other emerging
markets. Although our current export turnover is still low
and contributes little to the overall sales, we strongly believe
there is ample opportunity to expand our export business.
In the year we have made 55 registrations in 15 countries
Managing Director’s Statement | Annual Report 2014 | 13
Annual Report 2014 | 13
As our vision statement encapsulates - we aspire to be
among the most admired companies in the region, and that
is only possible with your continued support and trust. My
sincere gratitude to all the shareholders of the company for
being with us in our journey. I would also like to extend my
thanks to each and every employee of Beximco Pharma for
their dedication and hard work and I want them to take on
new challenges for the eventual benefit of the company. I’m
sure together we will continue to deliver strong results and
accomplish our long term goals.
Nazmul Hassan MP
Managing Director
and entered the new markets of Romania and Uganda. We
have also submitted 3 ANDAs with US FDA and registered
two products in 7 EU countries. Our continued focus on
regulatory approvals earned us GMP clearance from TFDA
and Health Canada – both first-time for a Bangladeshi
company. As the first Bangladeshi company, we also
commenced export of medicines to Australia following our
foray into several EU countries. We also received marketing
authorization from UK MHRA for a product. I am also
delighted to inform you that, in January 2015, Beximco
Pharma became the first Bangladeshi pharma company to
successfully complete US FDA inspection. This is a major
milestone for the Bangladesh pharma industry as this will
give us the tremendous impetus to build presence in US
and other regulated markets and thus helping the country
emerge as a true generic drug hub.
Bangladesh continues to remain a role model for Millennium
Development Goals (MDGs) achievement. The country has
made remarkable progress in areas such as reducing poverty
and the prevalence of underweight children, increasing
enrolment at primary schools, lowering the infant mortality
rate and maternal mortality ratio, improving immunization
coverage and reducing the incidence of communicable
diseases. This is indeed a great achievement for the country
and we believe our company and the pharma industry will
continue to play a very important role in promoting access
to affordable healthcare.
I have spent more than 25 years in this company. I am
often asked why I chose to work for Beximco Pharma
and spend my entire career at this company. For me, I
always believe working in healthcare or a pharmaceutical
company is an honor and a privilege. To carry out the work
with responsibility and care, I couldn’t think of any better
place than Beximco Pharma. This has been an amazing
experience to work with the wonderful and talented people
who have also given me the opportunity to grow as a
person while serving the society at large. I always feel
proud to be able to lead a company which continues to
make a difference by providing newer, better solutions for
the patients and making them affordable.
Putting patients at the heart of our business has always
remained our guiding principle. Our mission is to ensure
health and wellbeing of the people by providing affordable
medicines. We always strive to align our initiatives to our
objectives and as we continue to grow they are clearly
directed towards value creation for our shareholders.
14 | Annual Report 2014 | Managing Director’s Statement
14 | Annual Report 2014
How We Performed in 2014
Launched 28 products (24 generics) in the domestic market; three of which were launched
for the fi rst time in Bangladesh
Introduced Oral Soluble Film (OSF) technology with the launch of an antiemetic drug
(Ondansetron)
Entered two new markets (Romania and Uganda)
A total of 55 new registrations done in 15 different countries
Became the fi rst Bangladeshi company to receive Good Manufacturing Practice (GMP)
approval from the Taiwan Food & Drug Administration (TFDA) and the Canadian regulatory
authority (Health Canada); also received approval from BPOM (Indonesian Agency for Drug
And Food Control) for the Metered Dose Inhaler (MDI) unit
Net sales increased to BDT 11,206.9 million, registering a y-o-y growth rate of 6.8%
Net Profi t after tax increased 8.8% to BDT 1,528.3 million
EPS rose by 8.64% to BDT 4.15
Beximco Pharma has started exporting to Romania with its multi-vitamin product “Sunvita Gold”.
This is for the fi rst time a pharmaceutical company from Bangladesh has launched product in
Romania.
How We Performed in 2014 | Annual Report 2014 | 15
Annual Report 2014 | 15
What We Offer
Beximco Pharma currently produces about 300 generics in more than 500 strengths and dosage forms. It also produces a
number of active pharmaceutical ingredients (APIs). Beximco Pharma’s portfolio encompasses various therapeutic categories,
including antibiotics, analgesics, respiratory, cardiovascular, central nervous system, dermatology, gastrointestinal etc.
The Company has strong capabilities with specialized drug delivery systems that have differentiated itself from others.
Many of its brands remain consistent leaders in their respective therapeutic categories and the Company continuously
reviews and expands its product portfolio in order to ensure that people have access to newer, better treatment options
at affordable cost.
In 2014 Beximco Pharma expanded its portfolio with: 24 new generics in a total of 28 presentations across 9 different
therapeutic categories. Three products were launched for the first time in Bangladesh.
Beximco Pharma, with its well established and balanced portfolio of generics, is able to respond to the needs of physicians,
patients, and health care providers, both therapeutically and economically.
16 | Annual Report 2014
16 | Annual Report 2014 | What We Offer
New Products of 2014
Annual Report 2014 | 17
18 | Annual Report 2014
Our Manufacturing Capabilities
Our main manufacturing site is spread across a 22-acre area located near the capital city, Dhaka, which houses facilities
for manufacturing tablets, capsules, intravenous fl uids, liquids, creams, ointments, suppositories, metered dose inhalers,
ophthalmic drops, intravenous fl uids and lyophilized injectables. The site has its own utility infrastructure to ensure
adequate generation and distribution of electricity with an installed capacity of 10 MW. There are also water purifying and
liquid nitrogen generation facilities. Our penicillin API and formulation units are located separately at Kaliakoir, 21 km from
Company’s main manufacturing premises at Tongi.
Our Manufacturing Capabilities | Annual Report 2014 | 19
Annual Report 2014 | 19
A company’s achievement. A country’s pride. Celebrating
the successful completion of the US FDA audit as the first
Bangladeshi Pharma Company.
20 | Annual Report 2014
here’s to
Our Global Regulatory Approvals
Benchmarked to international standards, our manufacturing facilities have been approved by the regulatory authorities of
Australia, Europe, Brazil, Canada and Taiwan, among others. Recently Beximco Pharma has become the fi rst Bangladeshi
company to successfully complete the US FDA inspection.
A company’s achievement. A country’s pride. Celebrating
the successful completion of the US FDA audit as the first
Bangladeshi Pharma Company.
here’s to
Our Global Regulatory Approvals | Annual Report 2014 | 21
Annual Report 2014 | 21
Beximco Pharma Introduces Hormone Range
Beximco Pharma has recently launched its Hormone range with the introduction of Femzole®(Letrozole),
Norestin® (Norethisterone), Tibilon® (Tibolone) and Synroid® (Levothyroxine).
Letrozole USP 2.5 mg tablet
Norethisterone BP 5 mg tablet
Tibolone 2.5 mg tablet
Indication: Breast Cancer and Ovulation Induction
Indication: Menstrual Dysfunctions
Indication: HRT in Post Menopausal Woman
Synro d
Levothyroxine 50 mcg tablet
Indication: Hypothyroidism
22 | Annual Report 2014
Our People
our life-blood
We recognize that if we want to see our business successful today and sustainable tomorrow, we must invest in our people
who are making a difference. Our 3000-strong dedicated workforce–their collective resolve to excel–have always guided
us towards newer achievements. We constantly seek to attract and retain the best talent in the industry and always take
initiatives to ensure that our people are enabled and motivated. We try to create a culture in which all our employees feel
valued, empowered and inspired to grow personally and professionally along with the company. Our ability to transform
ourselves is driven by a strong emphasis on employee empowerment at every level. We regularly invest in training and
development of our employees, and our Learning and Development Program (LDP) is planned for enhancing skills through
focused, professional training in order to create and maintain our competitive edge. We actively encourage equality of
opportunity for all our employees and we currently have a good number of female employees working throughout the
organization including senior level management.
Annual Report 2014 | 23
Our People | Annual Report 2014 | 23
Annual Business Review 2014
A special day long strategic briefi ng session was held in a city hotel to review Beximco Pharma business in the year
2014. Vice Chairman Salman F Rahman, Managing Director Nazmul Hassan MP, Chief Operating Offi cer Rabbur Reza and
Executive Director (Sales) Rizvi ul Kabir were present during the strategic sessions.
Annual Sales & Marketing Meet Thailand 2014
Beximco Pharma’s Annual Sales & Marketing Meet 2014 was held on December 20 in Phuket, Thailand. The theme for this
year was “We Believe We Can. So We Will”. Members from Company’s sales, marketing and other departments as well as
the top management attended the event.
8th Annual Finance Conference
8th Annual Finance conference of Accounts & Finance Department was held on 14 February 2015. The focus of this year
was ‘Personal Responsibility in Developing Excellence (PRIDE)’.
24 | Annual Report 2014
24 | Annual Report 2014 | Our People
Annual Sales & Marketing Conference Cox’s Bazar 2014
Annual Report 2014 | 25
Our People | Annual Report 2014 | 25
Specialized Products
We continue to expand our product portfolio and our focus on specialized
dosage delivery systems has created strong differentiation.
Oral Solid Dosage | Metered Dose Inhaler | Ophthalmic
Intravenous Fluid | Liquid and Semisolid | Pre-fi lled Syringe
Dry Powder Inhaler | Lyophilized Injectables | Oral Soluble Film
26 | Annual Report 2014
26 | Annual Report 2014
M ADE
I
NBANGLADESH
Annual Report 2014 | 27
Every capsule, every tablet, every drop of suspension, every molecule of every medicine is prepared with
care to enhance the quality of life. That’s our humble goal, everyday. More than 50 countries around the
world, from the utterly deprived African heartland to the incredibly privileged European elite, from
Rangpur to Kuakata, we are humbled by the opportunity to deliver the smiles of good health to humanity
across colors, creed and communities. A string of 4 Export Gold Trophies, an array of international
accreditations, and a sea to travel lying open in front, we, at Beximco Pharma, are
discovering the child within trying to explore new frontiers.
Here’s to the future. Here’s to life.
www.beximcopharma.com
28 | Annual Report 2014
Research and Development
key to our sustainable future
R&D remains the driving force behind our efforts to transform Beximco into a truly international company. Our product
development team continues its strong research orientation in generic formulation development and we have already
proven our skills with successful development of specialized, high-tech formulations which are very diffi cult to imitate.
In the year we have further expanded our dosage delivery portfolio with Oral Soluble Film (OSF) – a unique drug delivery
system to provide drugs in the form of oral fi lm. We became the fi rst company to launch this technology in Bangladesh.
Our new state-of-the-art R&D Centre is being built which will facilitate the development of products and processes in line
with our R&D strategy. This will provide the company stronger differentiation in terms of effi cient product development,
drug delivery sytem expansion, regulatory fi lings etc. We are also pursuing research collaborations with universities and
biotech companies both at home and abroad for strengthening our research capability in selected areas.
Annual Report 2014 | 29
Annual Report 2014 | 29
Annual Report 2014 | 29
Research and Development | Annual Report 2014 | 29
We are building a global generic drug company focused on providing high quality,
affordable generic drugs to patients around the world.
30 | Annual Report 2014
Spreading Our Wings
Beximco Pharma has a clear focus on expanding its global footprint. Over the years we have strengthened our presence
in many Asian and African countries and our export sales are mainly derived from these semi regulated markets. However,
we are increasingly focused on regulated markets for value added generics. At the same time we are actively evaluating
opportunities in other emerging markets by replicating our successful operating model in key markets. We are planning to
strengthen our distribution and marketing efforts in potential new territories based on surveys and responses.
During the year a total of 55 registrations were made in 15 countries, and we entered 2 new markets – Romania and
Uganda. At the beginning of 2015, Beximco Pharma started exporting medicines to Australia, and became the fi rst
Bangladeshi company to do so.
To expand our export business and to capitalize on the generic drug opportunities in overseas markets –we continue to
pursue approvals from leading global drug regulatory authorities and in the year we received approvals from the regulatory
authorities of Taiwan, Canada, and Indonesia. We have also become the fi rst Bangladeshi pharma company to be audited
by the US FDA. The audit took place in January 2015 and it was completed without any 483 observations issued by the US
drug regulatory authority- a remarkable feat for any generic drug company.
Participation at CPhI Worldwide 2014
The CPhI worldwide, the largest expo for global pharma
industry, was held during 7-9 October, 2014 in Paris,
France. Beximco Pharma, like the previous years, had a
stall for showcasing its products to prospective clients
from all over the world.
Spreading Our Wings | Annual Report 2014 | 31
Annual Report 2014 | 31
At Beximco Pharma, we strive to do what matters most to patients:
provide high quality, contemporary treatment options and make them affordable.
32 | Annual Report 2014
What We Do for the Society
As we grow, we continually strive to meet the needs and expectations of our stakeholders and society as a whole. We
strongly believe we can only be successful if we create value not just for the company but also for the society we live in.
That’s why CSR has been incorporated as one of our core values which remains an integral part of our strategic commitment,
and we are always guided by strong ethical values to operate responsibly within broader social and economic context.
Some of our CSR activities during the year are described below.
Donation to CRP
Mr. Salman F Rahman, Vice Chairman of Beximco Group,
along with other senior offi cials, visited the Centre for the
Rehabilitation for the Paralysed (CRP) in Savar on October
20 and donated large quantities of medicines and made
cash contribution to CRP founder Ms. Valerie Taylor. During
the visit he was briefed about the overall activities of CRP,
especially the rehabilitation programs for the Rana Plaza
victims. Then CRP management showed him around the
CRP premises where Mr. Rahman interacted with patients
undergoing treatments in different units.
Support to Professor K S Rabbani for Developing
Low Cost Mechanical Prosthetic Hand
As a part of its CSR commitment, Beximco Pharma extended
fi nancial grants to Professor K S Rabbani, Chairperson,
Department of Biomedical Physics & Technology, Dhaka
University in his project of developing low cost mechanical
prosthetic hand. Beximco Pharma COO Mr. Rabbur Reza
handed over the cheque to Professor Rabbani in a small
ceremony held in the head offi ce on March 13, 2014. This
small support from Beximco will help provide prosthetic
hands at a minimal cost to thousands of amputees.
Sponsoring ‘Spreading Care’
Beximco Pharma sponsored ‘Spreading Care’ a unique
day long program to honour the contribution of nursing
professionals nationwide. On February 14, 2014 volunteers
from Jaago Foundation distributed fl owers and cards to the
nurses in major hospitals as a token of respect and love for
this noble profession.
Medical Camp
Beximco Pharma sponsored medical camp at Rayerbazar
with free medicines on March 15 which was organized by
Active Citizens (Durjoy), an NGO associated with Democracy
Watch.
What We Do for the Society | Annual Report 2014 | 33
Annual Report 2014 | 33
World Environment Day
Beximco Pharma celebrated World Environment Day 2014
with the volunteering wing of Jaago Foundation on June 5.
The day was observed with 3 different programs organized
nationwide namely– Riding Green a bicycle rally, March
for Green a tree plantation program and Green Message
a wall painting program– all to raise awareness about
environment and for taking positive action to preserve it.
More than 5000 volunteers participated in these programs
where Beximco Pharma was a major sponsor.
Universal Children’s Day
Jaago Foundation, the largest youth based volunteer
organization in Bangladesh organised nationwide programs
on November 20 in observance of Universal Children’s
Day. More than 10,000 volunteers across the country
participated to create awareness about children’s right
to education with the theme “Invest in Education”. A day
long free health camp was run by Beximco Pharma on this
occasion.
(AScoN)
13th Asian Spinal Cord Network
Conference 2014
Beximco Pharma was a major sponsor of the 13th Asian
Spinal Cord Network (ASCoN) conference held during 27-
29 November 2014 at BRAC CDM, Savar, This year’s theme
was “Living life to the full” and the event was hosted by
CRP. Mohammed Nasim MP, Honorable Minister, Ministry
of Health and Family Welfare, was present as the chief
guest. More than 60 delegates from 15 different countries
attended the conference which highlighted the recent
advances in rehabilitation for the spinal cord injury patients
through scientific papers, poster presentations, workshops,
exhibition etc. Beximco Pharma ahad a pavilion in this
event.
Victory Day Golf Tournament
Beximco Pharma sponsored the ‘2nd Beximco Pharma Victory
Day Golf Tournament 2014’ held at Comilla Cantonment,
Mainamati. Inaugurated by GOC of the 33rd Infantry Division
Major General Zahidur Rahman PSC, the tournament was
participated by more than a hundred golfers from Mainamati,
Kurmitola, Savar, Bhatiari, Army Golf club and several other
clubs of the country.
34 | Annual Report 2014 | What We Do for the Society
34 | Annual Report 2014
World Osteoporosis Day
Beximco Pharma celebrated the World Osteoporosis Day
on October 20 with a number of programs under this
year’s global theme “Real men build strength from within”.
Major activities included free health camp at jogger’s park
in the city, distributing awareness leaflets among people,
organizing discussions with doctors in various medical
institutes, a special bone health check-up to measure Bone
Mineral Density (BMD) etc.
World Heart Day
Beximco Pharma celebrated the World Heart Day on
September 29, which is a global awareness day, aiming
to promote preventive measures that reduce the risk
of cardiovascular diseases. On
this occasion, BPL
arranged different programs which included distribution
of awareness leaflets, arranging health camp, organizing
clinical meetings with leading cardiologists in the country
and so on.
World Diabetes Day
On November 14, Beximco Pharma arranged a number
of awareness programs including free diabetes check-
up, providing leaflets, guide books etc. in association with
Bangladesh Diabetic Samity.
World COPD Day
Beximco Pharma celebrated the World COPD Day 2014
(November 19) under the year’s global theme “It’s Not Too
Late” aiming to promote preventive measures against chronic
obstructive pulmonary disease (COPD) and to improve COPD
care across the country. Beximco Pharma’s programs included
‘Happy Breath’ campaign, distribution of awareness leaflets,
and seminars.
World Asthma Day
World Asthma Day was observed on May 06 worldwide.
Asthma Association Bangladesh organized a grand program to
observe the day in partnership with Beximco Pharma.
What We Do for the Society | Annual Report 2014 | 35
Annual Report 2014 | 35
Our Relationships
Beximco Pharma has a long and successful track record of partnership and alliances with research based multinational
companies. These partnerships, leveraging our strengths, contribute signifi cantly to the success of our strategy and ensure
sustainable growth of the company. Beximco Pharma always looks forward to long and mutually benefi cial partnerships, both
from companies and research organizations, that can produce positive results for both. The company has successfully built a
strong brand value within the medical community and its medicines are trusted by physicians and patients in the domestic
as well as overseas markets. Beximco Pharma seeks to strengthen its relationship with all the major stakeholders within the
healthcare value chain, and it clearly differentiates from others by providing value added, academic services to the medical
community.
36 | Annual Report 2014
36 | Annual Report 2014
Beximco Group Vice Chairman featured in NHK Japan
NHK Japan (Japan Broadcasting Corporation) is the national broadcasting entity in Japan, globally known for its high
quality TV programs and documentary. NHK has recently chosen Beximco Group Vice Chairman Mr. Salman F Rahman for
their highly acclaimed documentary series “The Asian Entrepreneur”. The 45-minute special documentary, already aired
several times in Japan and globally, highlights the success stories of Mr. Salman Rahman and his outstanding contribution
to country’s economic development. The documentary also shows how Beximco Pharma has emerged over the years.
Annual Report 2014 | 37
Annual Report 2014 | 37
Corporate Events
US Ambassador visits Beximco Pharma
The US Ambassador to Bangladesh, His Excellency Dan W. Mozena, visited the state-of-the-art manufacturing facilities of
Beximco Pharmaceuticals Ltd. at Tongi on November 4, 2014. He was accompanied by Daniel Keen, Economic Commercial
Offi cer and other offi cials of the Embassy. US Ambassador was welcomed at the plant premises by company’s managing
director Nazmul Hassan, MP. Other senior offi cials from the Company were present on this occasion. After visiting the
facilities, Dan Mozena and the delegation expressed high satisfaction over the world class operation and quality control
practices of Beximco Pharma.
Beximco Pharma starts exporting medicines to Australia
Beximco Pharma has made a foray into Australian pharma market with the launch of Pantoprazole, a drug for treating
gastrointestinal disorder. This is for the fi rst time pharmaceutical product from Bangladesh is being exported to Australia.
To mark this auspicious occasion, and to celebrate this milestone achievement, a brief ceremony was held at the
company’s factory premises in presence of the Australian High Commissioner to Bangladesh, His Excellency Greg Wilcock.
He was accompanied by Minhaz Chowdhury, Country Manager, Australian Trade Commission. Beximco Pharma Chief
Operating Offi cer Rabbur Reza received the delegation at the factory premises. Senior offi cials from the Company as well
as representatives from Singapore Airlines and Capital Logistics were present on this occasion.
38 | Annual Report 2014
38 | Annual Report 2014 | Corporate Events
Intelligence
16 May, 2014
www.scripintelligence.com
Annual Report 2014 | 39
Annual Report 2014 | 39
Our individual and collective experiences allow us to better understand the needs of our
patients and further our work to improve health and wellbeing of our people.
40 | Annual Report 2014
Post Balance Sheet Developments
7 new products launched in Q1;
1 of them being first time
in Bangladesh
Achieved 16% sales growth
in Q1-2015 over Q1-2014
Entered 5 new markets
Registered 16 products in
7 countries
Post Balance Sheet Developments | Annual Report 2014 | 41
Annual Report 2014 | 41
In Memory of...
Mahbubul Alam
Independent Director
Mohammad Abul Qasem
Director
Mr. Mahbubul Alam,
Independent Director of Beximco
Pharmaceuticals Ltd., passed away on 6th June, 2014.
He was 78. He was also the Chairman of the Audit Committee.
A
the caretaker government, Mr.
Alam also served as the editor of The Independent for
18 years. He left behind his wife and three daughters.
former adviser
to
Mr. M A Qasem, Founding Director of Beximco group,
died on April 19, 2014. He was 85. Mr. Qasem joined
Beximco Group in 1974 and served there till his death.
He held senior positions in a number of entities within the
Beximco Group. He is survived by his wife, three sons,
and a daughter.
The Board of Directors and all the employees of Beximco Pharma recall with appreciation and gratitude the contribution
they have made for the company during their lifetime.
42 | Annual Report 2014
42 | Annual Report 2014
Notice of Annual General Meeting
BEXIMCO PHARMACEUTICALS LIMITED
17, Dhanmondi R/A, Road No. 2, Dhaka-1205
Notice of the thirty- ninth annual general meeting
Notice is hereby given that the Thirty-Ninth Annual General Meeting of the Shareholders of Beximco Pharmaceuticals Limited will be
held on Saturday, the 13th June, 2015 at 10.30 a.m. at Beximco Industrial Park, Sarabo, Kashimpur, Gazipur to transact the following
business:
AGENDA
1. To receive, consider and adopt the Audited Financial Statements of the Company for the year ended 31st December, 2014 together
with reports of the Auditors and the Directors thereon.
2. To declare 10% Cash and 5% Stock Dividend.
3. To elect Directors.
4. To approve the appointment of Independent Director.
5. To appoint Auditors for the year 2015 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,
Dated : 11 May, 2015
NOTES:
(MOHAMMAD ASAD ULLAH, FCS)
Executive Director & Company Secretary
(1) The Record Date of the Company shall be on 21 May, 2015.
(2) The Shareholders whose names will appear in the Share Register of the Company or in the Depository Register on the record
date i.e. 21 May, 2015, will be entitled to attend at the Annual General Meeting and to receive the dividend.
(3) 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.
(4) Admission to the meeting room will be strictly on production of the attendance slip sent with the Notice as well as verification
of signature of Member(s) and/or Proxy-holder(s).
(5) Members are requested to update particulars of their Bank Account, change of address (if any) and 12 digit Taxpayer’s
Identification Number (E-TIN) through their respective Depository Participant.
(6) No gift or benefit in cash or kind shall be paid to the holders of equity securities in terms of Clause (c) of the Notification
No.SEC/ SRMI/2000-953/1950 dated 24 October 2000 for attending the AGM of the Company.
Notice of Annual General Meeting | Annual Report 2014 | 43
Annual Report 2014 | 43
Chairman’s Statement
Dear Shareholders,
It is great pleasure to welcome you all to the thirty-ninth annual general
meeting of Beximco Pharmaceuticals Limited.
In 2014 the Company crossed Taka 10 billion mark in domestic sales
for the first time in its history. This is a proud achievement for all of
us. Despite political turmoil, especially in the first quarter of 2014, the
Company managed to achieve 9% growth in the domestic market. With
our continued focus on research and development to strengthen the
product portfolio, strategic priority on export business and investment
to enhance our manufacturing, marketing and supply chain capabilities,
the Company continues to progress in the right direction to deliver
sustainable returns for the shareholders.
In my last report, I mentioned that we needed to make investment
in building manufacturing facilities to further diversify our portfolio
and increase capacity to meet the growing demands. Moreover,
some of our manufacturing facilities built in the late 80s need up-
gradation, replacement and expansion. You will be happy to note that
the Company is now implementing a number of projects worth Taka
1,000 crore over the period of 2014-17. The projects include creating
facilities for a number of new therapeutic categories and relocation,
expansion and up-gradation of some of our old facilities. The projects
are to be financed using the Company’s own funds as well as through
the use of external debt. We have already made a significant amount of
investment in this regard from our own sources. We have signed a loan
agreement for US $ 51.559 million with BHF Bank, Germany to partly
finance the plant and machinery to be procured for the projects. We
believe, once implemented, these projects will help secure Company’s
current and future growth.
44 I Annual Report 2014 I
Chairman’s Statement
As stated in the Managing Director’s Statement and
Directors’ Report, your Company has achieved GMP
clearance from Health Canada and Taiwan FDA, both
first-time for a Bangladeshi company. The Company also
successfully completed US FDA inspection in January
2015, without any 483 observations. In the first quarter of
2015, we commenced export to Australia which is again a
milestone achievement for the Bangladesh pharma industry.
We believe that export of generic medicines has high
potential for growth and our reputation as a manufacturer
of high quality medicine and reliable supplier will help us
further expand our footprint in the global market.
Our Board of Directors has seen some changes during
the year. It is with deep regret I inform you that one of our
Independent Directors Mr. Mahbubul Alam passed away on
6th June, 2014. Mr. Alam was also the Chairman of the Audit
Committee. As mentioned in my last report, Mr. Mohammad
Abul Qasem- one of the founding directors of Beximco Group
also passed away on April 19, 2014. On behalf of the Board
of Directors I would like to express my sincere appreciation
and gratitude for their valued contribution to the Company.
Their experience and guidance will be greatly missed.
On a positive note, I am pleased to welcome Mr. Shah
Monjurul Hoque who has joined the Board as an Independent
Director. He will also serve as a member of the Audit
Committee.
2015 also began with political turmoil hampering normal
business activities. However, there are visible signs of
recovery and we hope the situation in the country will
remain peaceful in the coming days. Our focus as always
will be on achieving the targets we have set for the year
and striving to exceed them. We also hope to reach new
milestones during the year.
I would like to conclude my statement by conveying my
personal appreciation to all our shareholders for their
continued support at all times and special thanks to all our
employees for their dedication and hard work that have
made Beximco Pharma what it is today.
Thank You,
A S F Rahman
Chairman
Chairman’s Statement
I Annual Report 2014 I 45
Directors’ Report to the
Shareholders
Dear Shareholders,
Welcome you all to the 39th Annual General Meeting (AGM) of Beximco Pharmaceuticals Limited. It is my privilege to place before you
the Directors’ Report and the Audited Accounts of the company for the year ended December 31, 2014 along with the report of the
auditors thereon.
1. Operating Performance
1.1 Business Outlook- A General Overview
The Bangladesh economy after struggling in the beginning of 2014, mostly due to the political disturbances, recovered well
and grew at 6% plus. Gains made in agriculture, services, foreign trade and remittances helped achieve this growth despite
the fact that industrial growth slumped in 2014. Inflation based on Consumer Price Index declined from 7.6% in January
2014 to 6.99% in December 2014 with a fall in food prices being the primary factor. Strong export growth and inward
remittance from abroad helped to push the foreign exchange reserve to a record US $ 22 billion.
The exemptions on pharmaceutical product patents granted to the least developed countries are set to expire by end of
2015. In February this year, the LDCs led by Bangladesh, applied for extension of the exemption period till their graduation
from the LDC status. It should be noted here that, WTO-TRIPs council in 2013 granted extension of the general exemptions to
the LDCs for protecting IP rights for a period of 8 years till July 1, 2021. The issue of granting exemption on pharmaceutical
products patent is likely to be extended as well.
In absence of any significant changes in the government policy on public spending for healthcare, growth in demand for
pharmaceutical products will continue to be driven mostly by increased private spending backed up by the country’s steady
economic growth and increased health awareness of the people. Additionally, Bangladesh has established a strong base
for manufacturing pharmaceutical products and the industry has earned reputation as manufacturer of quality medicine.
Thus there is opportunity for the companies to achieve accelerated growth through exports. The reemergence of political
instability remains a risk to maintaining growth going forwards.
1.2 Sales and Profitability
The domestic sales of the Company in 2014, for the first time crossed ten billion mark to reach at Tk. 10,706.4 million by
the end of the year. This is an appreciable 9.0% growth over Tk. 9,819.4 million in 2013. Domestic sales continued to be the
major contributor to revenue with 95.5% of sales being made in our local market. We achieved growth in all key therapeutic
segments.
The revenue from export sales in 2014 was Tk. 500.4 million. This is lower than Tk. 671.3 million exports in 2013. The
decline is mainly due to the fact that sales in 2013 comprised of few international tenders in addition to regular market
sales. In 2015 we are expecting export to rebound. During the year, we entered into two new markets- namely Romania
and Uganda and made 55 new registrations in 15 countries. In the first quarter of 2015, we commenced export to Australia
making another milestone not only for Beximco Pharma but for the industry as a whole.
46 I Annual Report 2014 I
Directors’ Report to the Shareholders
Gross profit of the company rose to Tk. 5,104.2 million in 2014 an increase of 5.5% compared to previous year. The gross
profit as percentage of sales remain more or less stable- 45.5% as against 46.1% in 2013; the declining is due to higher
depreciation charge and increased overhead cost. Profit after tax also increased to Tk. 1,528.3 million in 2014, compared
to Tk. 1,404.8 million in 2013 marking a rise of 8.8%.
1.3 Global Accreditations
During 2014 the the company received GMP approval from Taiwan Food & Drug Administration (TFDA) and Canadian
regulatory authority “Health Canada” – both ‘first time’ for a Bangladeshi Company. We also received approval from BPOM
(Indonesian agency) for our MDI unit.
In the first quarter of 2015, we successfully completed the United States Food and Drug Administration (US FDA) audit
without any 483 observation. A 483 form is issued when the US FDA has observation of non-compliance or deviation from
its current Good Manufacturing Practices (cGMP). This is undoubtedly an important milestone for any pharmaceutical
company in the emerging markets.
2.
Profit and its Appropriation
The Directors take pleasure in reporting the financial results of the Company for the year ended 31 December, 2014 and
recommend the appropriation as below:
Net Profit after Tax
Adjustment for depreciation of revalued assets
Profit brought forward from previous years
Profit available for appropriation
Proposed Dividend
Stock Dividend
Cash Dividend
Profit Carried Forward
3. Dividend
Taka in Thousand
2013
1,404,763
18,235
6,244,222
7,667,220
(175,167)
(350,335)
7,141,718
2014
1,528,298
16,061
7,141,718
8,686,077
(183,926)
(367,852)
8,134,299
The Board of Directors is pleased to recommend 10% Cash Dividend i.e. Tk. 1 per share and 5% Stock Dividend i.e. 5 shares for
every 100 shares held for the year 2014 for onward approval in the Annual General Meeting.
4. Directors
4.1 Appointment of Independent Director
We are pleased to announce that Mr. Shah Monjurul Hoque has joined the Board in November 2014 as Independent Director
subject to the approval of shareholders in the 39th Annual General Meeting of the Company.
Mr. Monjurul Hoque, is a practicing lawyer in the Supreme Court of Bangladesh, both in the High Court Division and Appellate
Division. He is the founder of Hoque & Associates, a law firm in Bangladesh, of which he is the Proprietor. Mr. Hoque has
held various academic appointments in the field of law and has also acted as legal adviser to a number of corporate clients
in Bangladesh and as the enlisted lawyer of several Bangladeshi banks.
Directors’ Report to the Shareholders
I Annual Report 2014 I 47
4.2 Death
Mr. Mahbubul Alam a Non-Executive Independent Director and Mr. Mohammad Abul Qasem Director of the Board passed
away during the year. The Board of Directors recalls with appreciation and gratitude their contribution as directors towards
the development of Beximco Pharmaceuticals Ltd.
4.3 Retirement and Re-election
Mr. A.S.F Rahman and Mr. Salman F Rahman, 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.
Mr. A.S.F Rahman is the Chairman and founder of Beximco Group. He is a distinguished business personality of the country
and has received many awards and accolades for his outstanding contribution to country’s industrial development. Mr.
Rahman was instrumental in introducing best-in-class corporate practice in Bangladesh and is widely credited as the
architect of Group’s successful global strategy.
He graduated with Honours in Physics from the University of Dhaka in 1966, and also studied in the United Kingdom. Mr.
Rahman held a number of key positions with many reputed organizations including as the Chairman of IFIC Bank Limited,
Director of Industrial Promotion & Development Company, Director of Arab Bangladesh Bank Limited, Director of Pubali
Bank Limited and Director of the Investment Corporation of Bangladesh.
Besides being Chairman of Beximco Pharmaceutical Limited, Mr. A.S.F Rahman is also the Chairman of other three Listed
Companies of Beximco Group; Bangladesh Export Import Company Limited, Beximco Synthetics Limited and Shinepukur
Ceramics Limited.
Mr. Salman F Rahman is a renowned businessman of the country and is widely acclaimed for his contribution to the
development of private sector. He anchored the key initiatives that have helped build Beximco’s corporate identity, and led
the Group into becoming a leading industrial conglomerate in the country.
He has held key positions in many business and industry associations which include President of Bangladesh Association of
Pharmaceutical Industries, President of Bangladesh Association of Publicly Listed Companies, President of the Federation of
Bangladesh Chambers of Commerce and Industry, President of SAARC Chamber of Commerce & Industry, President of the
Metropolitan Chamber of Commerce & Industry, President of the Bangladesh Textile Mills Association, Chairman of Abahani
Limited, a prominent sporting club in Bangladesh, and Chairman of the Board of Editors of “The Independent” an English
daily newspaper in Bangladesh.
Currently Mr. Salman F Rahman holds directorial position in other four publicly listed companies. He is the Vice-Chairman of
Bangladesh Export Import Company Limited, Beximco Synthetics Limited and Shinepukur Ceramics Limited and Chairman
of IFIC Bank Ltd.
Mr. Rahman has many accolades to his name and he holds a degree from Karachi University.
5. Auditors:
The existing Auditors, M. J. Abedin & Co., Chartered Accountants, National Plaza, 109, Bir Uttam C. R. Datta Road, Dhaka-1205
who were appointed as Auditors of the Company in the Thirty-eighth Annual General Meeting of the Company has carried out the
audit for the year ended 31 December 2014.
M. J. Abedin & Co., Chartered Accountants, National Plaza, 109, Bir Uttam C.R. Datta Road, Dhaka-1205, the Auditors of the
Company retires at this meeting and has expressed their willingness to continue in office for the year 2015.
48 I Annual Report 2014 I
Directors’ Report to the Shareholders
6. Audit Committee
Due to death of Mr. Mahbubul Alam, Chairman of the Audit Committee, the Board reconstituted the Audit Committee as follows:
Dr. Abdur Rahman Khan
Osman Kaiser Chowdhury, FCA
Shah Monjurul Hoque
Mohammad Asad Ullah, FCS
Chairman
Member
Member
Secretary
The details of the activities of the Audit Committee have been provided in the “Audit Committee Report”.
7. Statement of Directors on Financial Reports
Directors are pleased to report that:
a. The financial statements together with the notes thereon have been drawn up in conformity with the Companies Act, 1994
and Securities and Exchange Rules, 1987. These statements present fairly the Company’s state of affairs, the result of its
operations, cash flow and changes in equity.
b. Proper books of accounts of the Company have been maintained.
c. Appropriate accounting policies have been consistently applied in preparation of the financial statements except those referred
to in the financial statements and that the accounting estimates are based on reasonable and prudent judgment.
d. The International Accounting Standards (IASs)/ Bangladesh Accounting Standards (BASs)/International Financial Reporting
Standards (IFRSs)/Bangladesh Financial Reporting Standards (BFRSs), as applicable in Bangladesh, have been followed in
preparation of the financial statements.
e. Internal Control System is sound in design and has been effectively implemented and monitored.
f. There is no significant doubt about the ability of the Company to continue as a going concern.
8. Certification by the Managing Director and Chief Financial Officer
Managing Director (Chief Executive Officer) and the Chief Financial Officer have certified to the Board that they have reviewed the
Financial Statements for the year 2014 and to the best of their knowledge and belief:
a. The Financial Statements present a true and fair view of the affairs of the Company and are in compliance with existing
accounting standards and applicable laws
b. There is no statement which is materially untrue or misleading and there is no omission of facts in such statements
c. No transaction has been entered into by the Company which are fraudulent, illegal or in violation of the Company’s code of
conduct.
Directors’ Report to the Shareholders
I Annual Report 2014 I 49
9. Key Operating and Financial Data
The summarized key operating and financial data for 2014 and immediately preceding four years are presented below :
Taka in Thousand
Particulars
2014
2013
2012
2011
2010
Authorized Capital
Paid Up Capital
Total Sales
Export Sales
Gross Profit
Profit before Tax
Net Profit
Fixed Assets (Gross)
Shareholders’ Equity
9,100,000
3,678,516
11,206,886
500,469
5,104,191
2,109,556
1,528,298
25,818,728
20,920,185
9,100,000
3,503,349
10,490,699
671,289
4,838,800
2,093,594
1,404,763
23,051,128
19,775,552
9,100,000
9,100,000
9,100,000
2,098,065
2,517,678
3,046,390
6,490,847
7,890,242
9,289,115
330,541
390,315
470,116
3,173,207
3,786,533
4,389,401
1,361,532
1,677,849
1,909,829
1,319,389
1,051,649
1,198,525
20,316,639 19,289,344 18,191,956
18,408,162 17,128,128 15,974,086
Dividend:
Stock
Cash
Net Assets Value (NAV) per share
EPS/Restated EPS
Market Price Per Share (at end of the year)
Price Earning Ratio (Times)
Number of Shareholders
Foreign Investors
ICB including Investors Account
Sponsors, General Public & Other Institutions
5%
10%
57
4.15
58.70
14.14
89,913
68
882
88,963
5%
10%
56
3.82
47.20
12.36
92,831
68
880
91,883
15%
-
60
3.77
55.90
14.83
86,290
66
898
85,326
21%
-
68
3.93
93.60
23.82
88,697
58
896
87,743
20%
-
79
4.18
135.10
32.32
93,371
57
899
92,415
Number of Employees
3,063
2,897
2,748
2,670
2,507
10. Board Meetings and Attendance
Fifteen Board Meetings were held during the year. The attendance records of the Directors are as follows:
Directors
Number of
meetings attended
Directors
Number of
meetings attended
A S F Rahman
Nazmul Hassan MP
Iqbal Ahmed
Mahbubul Alam
Shah Monjurul Hoque
15
14
15
5
1
Salman F Rahman
Osman Kaiser Chowdhury
A B Siddiqur Rahman
Dr. Abdur Rahman Khan
15
15
14
11
50 I Annual Report 2014 I
Directors’ Report to the Shareholders
11. The Pattern of Shareholding
Name-wise details
Number of Shares held
i)
ii)
Parent/Subsidiary/Associate Companies and Other Related Parties:
Beximco Holdings Ltd.
Bangladesh Export Import Company Ltd.
New Dacca Industries Ltd.
Beximco Engineering Ltd.
National Investment and Finance Company Ltd.
Directors, Chief Executive Officer, Company Secretary, Chief Financial Officer,
Head of Internal Audit and their Spouses and Minor Children:
A S F Rahman, Chairman
Salman F Rahman, Vice-Chairman
Nazmul Hassan MP, Managing Director and CEO
Company Secretary, Spouse and Minor Children
Chief Financial Officer, Spouse and Minor Children
Head of Internal Audit, Spouse and Minor Children
iii)
Executives
iv)
Shareholders holding 10% or more voting interest in the Company
20,402,347
2,630,325
8,530,825
796,083
1,042,672
7,469,709
7,487,196
12,087
-
-
-
-
-
12. Corporate Governance Compliance Report
In accordance with the requirement of the Securities and Exchange Commission Notification No SEC/CMRRCD/2006-158/134/
Admin/44, Report on “Corporate Governance Compliance” is annexed.
On behalf of the Board
A S F Rahman
Chairman
Directors’ Report to the Shareholders
I Annual Report 2014 I 51
Corporate Governance
Compliance Report
Status of compliance with the conditions imposed by the Bangladesh Securities and Exchange Commission’s Notification No. SEC/
CMRRCD/2006-158/134/ Admin/44 dated 07 August, 2012 issued under section 2CC of the Securities and Exchange Ordinance, 1969:
(Report under Condition No. 7.00)
Condition
No.
Title
Compliance Status
(“√” in appropriate
Column)
Complied
Not
Complied
Remarks
(if any)
1
1.1
1.2
1.2 (i)
1.2 (ii) (a)
1.2 (ii) (b)
1.2 (ii) (c)
1.2 (ii) (d)
1.2 (ii) (e)
1.2 (ii) (f)
1.2 (ii) (g)
1.2 (ii) (h)
1.2 (ii) (i)
1.2 (iii)
1.2 (iv)
1.2 (v)
1.2 (vi)
1.3
1.3 (i)
1.3 (ii)
1.3 (iii)
1.4
1.5
1.5 (i)
1.5 (ii)
1.5 (iii)
1.5 (iv)
1.5 (v)
1.5 (vi)
1.5 (vii)
1.5 (viii)
BOARD OF DIRECTORS (BOD)
Board’s Size [number of Board members to be 5 – 20]
Independent Directors (ID)
Number of Independent Directors [at least 1/5]
Holding no share or holding less than 1% shares
Not being a sponsor and connected with any sponsor or director or
shareholder holding 1% or more shares
Not having any pecuniary or otherwise relationship with the company
or its subsidiary/ associated companies
Not being member/director/officer of any stock exchange
Not being shareholder/director/officer of any member of stock
exchange or intermediary of capital market
Not being partner/executive at present or during the preceding 3
years of the company’s statutory audit firm
Not being an ID in more than 3 listed companies
Not convicted as defaulter in any loan of a bank or NBFI
Not convicted for a criminal offence
To be appointed by BOD and approved in the AGM
The post cannot remain vacant for more than 90 days
Laying down of code of conduct of Board members and recording of
annual compliance of the code
Tenure of Independent Director
Qualification of Independent Director
Being knowledgeable, having integrity, ability to ensure compliance
with laws and make meaningful contribution
Being a Business Leader/ Corporate Leader/ Bureaucrat/ University
Teacher(Economics/Business/Law)/CA/CMA/CS having 12 years of
management/professional experience
Prior approval of the Commission in special cases
Appointment of Chairman and CEO,defining their roles
Inclusions in Director’s Report to Shareholders
Industry outlook and possible future developments
Segment-wise or product-wise performance
Risks and concerns
Discussion on COGS, Gross Profit and Net Profit Margins
Discussion on continuity of Extra-Ordinary gain or loss
Basis for and a statement of related party transactions
Utilization of proceeds from issuing instruments
Explanation, if the financial results deteriorate after going for IPO,
RPO, Right Offer, Direct Listing, etc.
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
-
√
√
√
√
√
-
√
-
-
52 I Annual Report 2014 I
Directors’ Report to the Shareholders
Appointment of an Independent
Director is placed for approval by the
Shareholders in this AGM
-
N/A
Company Operates in a Single
Product Segment
-
-
-
N/A
N/A
N/A
Condition
No.
Title
1.5 (ix)
1.5 (x)
Explanation about significant variance between Quarterly
Financial performance and Annual Financial Statements
Remuneration to directors including Independent Directors
1.5 (xi)
1.5 (xii)
1.5 (xiii)
1.5 (xiv)
1.5 (xv)
1.5 (xvi)
1.5 (xvii)
1.5 (xviii)
1.5 (xix)
1.5 (xx)
1.5 (xxi)
1.5 (xxi) (a)
1.5 (xxi) (b)
1.5 (xxi) (c)
1.5 (xxi) (d)
1.5 (xxii)
1.5 (xxii) (a)
1.5 (xxii) (b)
1.5 (xxii) (c)
2
2.1
2.2
3
3 (i)
3 (ii)
3(iii)
3.1
3.1 (i)
3.1 (ii)
3.1 (iii)
3.1(iv)
3.1(v)
3.1(vi)
3.2
3.2 (i)
3.2 (ii)
3.3
3.3 (i)
3.3 (ii)
Fair presentation in financial statements
Maintaining proper books of accounts
Consistent application of appropriate accounting policies, and
accounting estimates being reasonable and prudent
Following applicable IAS/BAS/IFRS/BFRS, and adequate
disclosure for any departure there-from, if any
Soundness and monitoring of internal control system
Statement regarding ability to continue as going concern
Significant deviations from last year’s operating results
Summary of key operating/financial data of last 5 years
Reason for non declaration of Dividend
Number of Board meetings and attendance of directors
Pattern of shareholding (along with name wise details)
Parent/Subsidiary/Associate Companies & related parties
Directors, CEO, CS, CFO, HOIA, their spouses & children
Executives (Top 5 salaried employees other than above)
Shareholders holding 10% or more voting interest
Appointment/re-appointment of a director
A brief resume of the director
Nature of his/her expertise in specific functional areas
Names of companies in which he/she holds directorship and
the membership of committees of the board
CFO, Head of Internal Audit and CS
Appointment of a CFO, a Head of Internal Audit and a CS and
defining their roles, responsibilities & duties
Attendance of CFO and CS in the meetings of the Board
Audit Committee
Having Audit Committee as a sub-committee of the BOD
Audit Committee to assist the BOD in ensuring fairness of
financial statements and a good monitoring system
Audit Committee being responsible to the BOD; duties of Audit
Committee to be clearly set forth in writing
Constitution of the Audit Committee
Audit Committee to be composed of at least 3 members
Audit Committee members to be appointed by BOD and at
least one Independent Director to be included
Audit Committee members to be “financially literate” and at
least one to have accounting/financial experience
Vacancy in Audit Committee making the number lower than 3
to be filled up immediately and within 1 month
The CS to act as the secretary of the Audit Committee
No quorum in Audit Committee meeting without one
Independent Director
Chairman of the Audit Committee
Chairman to be an Independent Director, selected by the BOD
Chairman of audit committee to remain present in AGM
Role of Audit Committee
Oversee the financial reporting process
Monitor choice of accounting policies and principles
Compliance Status
(“√” in appropriate
Column)
Complied
Complied
Not
Complied
Remarks
(if any)
-
N/A
No remuneration was paid to any Director
during 2014 except Managing Director for
serving as Chief Executive and the Independent
Directors for their attendance in Meetings.
-
-
N/A
N/A
-
√
√
√
√
√
√
√
-
√
-
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
√
Directors’ Report to the Shareholders
I Annual Report 2014 I 53
Condition
No.
Title
Compliance Status
(“√” in appropriate
Column)
Complied
Not
Complied
Remarks
(if any)
3.3 (iii)
3.3 (iv)
3.3 (v)
3.3 (vi)
3.3 (vii)
3.3 (viii)
3.3 (ix)
3.3 (x)
3.4
3.4.1
3.4.1 (i)
3.4.1 (ii) (a)
3.4.1 (ii) (b)
3.4.1 (ii) (c)
3.4.1 (ii) (d)
3.4.2
3.5
4
4.00 (i)
4.00 (ii)
4.00 (iii)
4.00 (iv)
4.00 (v)
4.00 (vi)
4.00 (vii)
4.00 (viii)
5
5 (i)
5 (ii)
5 (iii)
5 (iv)
5 (v)
6
6 (i) (a)
6 (i) (b)
6 (ii)
7
7 (i)
7 (ii)
Monitor Internal Control Risk management process
Oversee hiring and performance of external auditors
Review the annual financial statements
Review the quarterly and half yearly financial statements
Review the adequacy of internal audit function
Review statement of significant related party transactions
Review Letters issued by statutory auditors
Review disclosures/statements/ declarations about uses of funds Raised
through IPO/RPO/Rights Issue
Reporting of the Audit Committee
Reporting to the Board of Directors
Reporting on the activities of Audit Committee
Reporting on conflicts of interests
Reporting on suspected/presumed fraud or irregularity or material defect in
the internal control system
Reporting on suspected infringement of laws
Reporting on any other matter to disclose immediately
Reporting to BSEC
Reporting to the Shareholders and General Investors
External / Statutory Auditors
Non-engagement in appraisal/valuation/fairness opinions
Non-engagement in designing & implementation of FIS
Non-engagement in Book Keeping or accounting
Non-engagement in Broker-Dealer services
Non-engagement in Actuarial services
Non-engagement in Internal Audit services
Non-engagement in services determined by Audit Committee
Possessing no share by any partner or employee of the external
audit firm during the tenure of assignment
Subsidiary Company
Composition of BOD to be similar to holding company
One ID to be in both holding and subsidiary company
Minutes of Board meetings of subsidiary company to be placed at
following Board meeting of holding company
Minutes of respective Board meeting of holding company to state that
affairs of subsidiary company be reviewed
Audit Committee of holding company to review financial statements/
investments of subsidiary company
Duties of CEO and CFO
To certify that they have reviewed Financial Statements which
contain no untrue or misleading statement or omit no material fact
To certify that the statements present a true and fair view of affairs and are
in compliance with accounting standards and applicable Laws
To certify that no transaction is fraudulent, illegal or violation of company’s
code of conduct
Reporting and Compliance of Corporate Governance
Obtaining certificate regarding compliance and sending it to
shareholders along with the Annual Report
To state, in accordance with annexure, in directors’ report whether the
conditions has been complied with
√
√
√
√
√
√
√
-
√
-
-
-
-
-
√
√
√
√
√
√
√
√
√
-
-
-
-
-
√
√
√
√
√
54 I Annual Report 2014 I
Directors’ Report to the Shareholders
-
N/A
-
-
-
-
-
-
-
-
-
-
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
S. Abdur Rashid FCS
BCom (Hons), MBS (Finance & Banking), MBA (Finance), PGDHRM, AIPM
Chartered Secretary in Practice
Private Practice Certificate No.: 003
Mobile # 01726-533655, 01976533655, 01193095297
E-mail : sarashid12000@yahoo.com
SARashid & Associates
(Chartered Secretaries)
Noakhali Tower (10th Floor, 11-F)
55/B Purana Paltan, Dhaka-1000, Bangladesh
E-mail : sarashidnasso@gmail.com
Certificate on Compliance of Corporate Governance Guidelines
[Issued under Condition # 7(i) of Corporate Governance Guidelines of BSEC vide
Notification No. SEC/CMRRCD/2006-158/134/Admin/44 dated 07 August 2012]
I have reviewed the Compliance of Conditions of the Corporate Governance Guidelines by Beximco
Pharmaceuticals Limited (“the Company”) for the year ended 31 December 2014. Such compliance is
the responsibility of the Company as stipulated in the above mentioned notification issued by Bangladesh
Securities and Exchange Commission (BSEC).
I have conducted my review in a manner that has provided me a reasonable basis for evaluating the
compliances and expressing my opinion thereon. This review has been limited to the measures adopted by
the Company in ensuring such compliances and this has not been for expression of opinion on the financial
statements or future viability of the Company.
According to the information and explanations provided to me by the Company, I hereby certify that all the
conditions of the Corporate Governance Guidelines have been complied with by the Company.
S. Abdur Rashid FCS
Dhaka, 14 May, 2015
Certificate on Compliance of Corporate Governance Guidelines
I Annual Report 2014 I 55
Report on the Activities of
The Audit Committee
Dear Shareholders,
I am pleased to present the report of the Audit Committee of Beximco Pharmaceuticals Limited in pursuance with the
Corporate Governance Guidelines of Bangladesh Securities and Exchange Commission (BSEC). This report is a brief on the
activities performed by the Audit Committee.
Reviewing the Financial Statements
The Audit Committee as per its terms of reference thoroughly reviewed quarterly, half-yearly and annual financial statements
of the company prior to their submission to the board of directors for approval. The committee in its meeting held on April
21, 2015 reviewed the Annual Financial Statements for the year 2014. The draft audited accounts along with the report
of the auditors were placed before the committee. The Chief Financial Officer briefed the committee on the financial
performance of the company. Detailed discussions on the financial statements were held with the representatives of the
management of the company. As part of the review, the committee also thoroughly examined the related party transactions
that occurred during 2014. The committee was fully satisfied that the transactions between the related parties were
held in the normal course of business and on arm’s length basis and adequate disclosure to that effect has been made
in the financial statements. No material audit observation that warrants the Board’s attention was noted. The Committee
therefore, authorized for onward submission of the Audited Financial Statements to the Board for approval.
In addition, the committee held three other meetings wherein the quarterly and half-yearly financial reports of the company
were reviewed prior to their onward submission to the board for approval. In each of the cases the committee held detailed
discussion with the senior management on various aspects of the financial statements to ensure accuracy, consistency and
compliance of the reports in all material respects. Additionally, the committee in 2014 also reviewed the Audited Financial
Statements for the year 2013 prior to their submission to the board for approval.
External Auditor
The Committee considered and made recommendation to the board on the appointment and remuneration of the existing
auditors M/S M J Abedin & Company, Chartered Accountants for the year 2015 subject to the approval by the shareholders
in the 39th Annual General Meeting.
Death of Committee Member
The Chair of the Committee Mr. Mahbubul Alam who joined only in March 13, 2014 passed away on June 6, 2014. Mr. Alam
was a senior public Administrator & a media personality. The members of the audit committee expressed deep condolence
at the sad demise and recalled with appreciation the valuable contribution of Mr. Alam towards development and growth
of the company.
Reconstitution of the Audit Committee
Mr. Shah Monjurul Hoque a practicing lawyer of the supreme court of Bangladesh has been appointed as Non-Executive
independent Director in the board for an initial period of three years subject to the approval of the shareholders in the
Annual General Meeting. The Board of Directors has also appointed Mr. Hoque as a member of the audit committee.
56 I Annual Report 2014 I
Report on the Activities of The Audit Committee
Following his appointment, the audit committee was reconstituted as follows:
Dr. Abdur Rahman Khan
Shah Monjurul Hoque
Independent Director
Independent Director
Osman Kaiser Chowdhury
Director
Mohammad Asad Ullah
Executive Director and Company Secretary
Chairman
Member
Member
Secretary
Other Reviews and Activities
During 2014 the committee also assessed and examined risk management process and internal control policies of the company.
The financial reporting process and the related compliance and disclosure issues also came up as matters of periodic review
by the committee. The senior management of the company on invitation attended various meetings of the audit committee
to apprise the members on various issues. The committee noted no material deviations or non-compliance or adverse audit
findings that warrants for board or shareholders’ attention during the period under review.
Dr. Abdur Rahman Khan
Chairman
Audit Committee
21 May, 2015
Report on the Activities of The Audit Committee
I Annual Report 2014 I 57
Shareholders’ Meeting
The 38th Annual General Meeting (AGM) of the shareholders of Beximco Pharmaceuticals Limited was held on June 21, 2014 at
Beximco Industrial Park, Saravo, Kashimpur, Gazipur. Mr. A S F Rahman, Chairman of the Company presided over the meeting. All
resolutions put before the shareholders were duly passed including the agenda of paying 10% cash and 5% stock dividend for the
year 2013. Performane of the company in 2013 as well as future strategies were briefly discussed in the meeting. At the end of the
meetting Chaiman expressed his appreciation towards shareholders for their interest in the company and their continued support.
58 I Annual Report 2014 I
Shareholders’ Meeting
Audit Committee Meeting
38th Annual General Meeting
Shareholders’ Meeting
I Annual Report 2014 I 59
Value Added Statement
For the Year Ended 31 December 2014
Value Added :
Sales & Other Income
Bought-in-Materials & Services
Applications :
Retained by the Company
Salaries and Benefits to Employees
Interest to Lenders
Dividend to Shareholders
Duties & Taxes to Govt. Exchequer
Taka in thousand
Tk.
%
13,531,721
(6,139,596)
7,392,125
100
1,886,105
1,548,362
724,315
551,778
2,681,565
26
21
10
7
36
7,392,125
100
60 I Annual Report 2014 I
Value Added Statement
Graphical View of
Selected Growth Indicators
Graphical View of Selected Growth Indicators
I Annual Report 2014 I 61
Independent Auditors’ Report
To The Shareholders of
Beximco Pharmaceuticals Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Beximco Pharmaceuticals Limited, which comprise the Statement of
Financial Position as at 31 December 2014, the Statements of Profit or Loss and Other Comprehensive Income, Changes in Equity
and Cash Flows for the year then ended, and notes, comprising a summary of significant accounting policies and other explanatory
information.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these financial statements in accordance with International
Financial Reporting Standards (IFRSs), Bangladesh Financial Reporting Standards (BFRSs), the Companies Act 1994, the Securities and
Exchange Rules 1987 and other applicable laws and regulations, and for such internal control as management determines is necessary
to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with
International Standards on Auditing (ISA) and Bangladesh Standards on Auditing (BSA). Those standards require that we comply with
ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.
The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s
preparation and fair presentation of the financial statements in order to design audit procedure that are appropriate in the circumstance,
but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating
the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements give a true and fair view of the financial position of the Company as at 31 December 2014, and
of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards
(IFRSs) and Bangladesh Financial Reporting Standards (BFRSs), the Companies Act 1994, the Securities and Exchange Rules 1987 and
other applicable laws and regulations.
Report on Other Legal and Regulatory Requirements
In accordance with the requirements of the Companies Act 1994 and the Securities and Exchange Rules 1987, we report that:
(a) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the
purposes of our audit and made due verification thereof;
(b) in our opinion, proper books of account as required by law have been kept by the company so far as it appeared from our
examination of these books;
(c) the Statement of Financial Position (Balance Sheet) and Statement of Profit or Loss and Other Comprehensive Income (Profit
and Loss Account) dealt with by the report are in agreement with the books of account; and
(d) the expenditure incurred was for the purposes of the company’s business.
Dhaka
27 April, 2015
M.J. Abedin & Co.
Chartered Accountants
62 I Annual Report 2014 I
Independent Auditors’ Report
Beximco Pharmaceuticals Limited
Statement of Financial Position
As at 31 December 2014
ASSETS
Non-Current Assets
Property, Plant and Equipment- Carrying Value
Intangible Assets
Investment in Shares
Current Assets
Inventories
Spares & Supplies
Accounts Receivable
Loans, Advances and Deposits
Short Term Investment
Cash and Cash Equivalents
TOTAL ASSETS
EQUITY AND LIABILITIES
Shareholders’ Equity
Issued Share Capital
Share Premium
Excess of Issue Price over Face Value of GDRs
Capital Reserve on Merger
Revaluation Surplus
Fair Value Gain on Investment
Retained Earnings
Notes
4(a)
3.3 & 5
6(a)
7
8
9
10
11
12
13
14
4(b)
6(c)
Non-Current Liabilities
Long Term Borrowings-Net off Current Maturity (Secured) 15
16
Liability for Gratuity and WPPF & Welfare Funds
17
Deferred Tax Liability
Current Liabilities and Provisions
Short Term Borrowings (Secured)
Long Term Borrowings-Current Maturity (Secured)
Creditors and Other Payables
Accrued Expenses
Dividend Payable
Income Tax Payable
18
19
20
21
22
Amount in Taka
2014
2013
20,634,246,854
20,393,278,737
235,208,190
5,759,927
8,366,279,107
2,493,657,338
554,183,898
1,397,498,648
1,223,673,153
2,475,026,831
222,239,239
18,567,329,474
18,364,313,070
198,223,509
4,792,895
8,903,422,328
2,411,881,986
433,352,407
1,249,434,697
1,186,637,111
3,026,383,161
595,732,966
29,000,525,961
27,470,751,802
20,920,185,325
3,678,516,520
5,269,474,690
1,689,636,958
294,950,950
1,299,220,315
2,308,651
8,686,077,241
3,372,593,206
901,709,327
741,522,518
1,729,361,361
4,707,747,430
3,153,121,293
663,838,072
357,710,839
164,283,115
454,720
368,339,391
19,775,552,465
3,503,349,070
5,269,474,690
1,689,636,958
294,950,950
1,349,578,805
1,341,619
7,667,220,373
3,312,618,059
1,151,400,702
610,628,150
1,550,589,207
4,382,581,278
2,776,266,125
754,903,558
383,170,553
141,582,304
973,367
325,685,371
TOTAL EQUITY AND LIABILITIES
29,000,525,961
27,470,751,802
The Notes are an integral part of the Financial Statements.
Approved and authorised for issue by the Board of Directors on 27 April, 2015 and signed for and on behalf of the Board :
Salman F Rahman
Vice Chairman
Nazmul Hassan
Managing Director
Dhaka
27 April, 2015
Ali Nawaz
Chief Financial Officer
Per our report of even date.
M. J. Abedin & Co.
Chartered Accountants
Statement of Financial Position
I Annual Report 2014 I 63
Beximco Pharmaceuticals Limited
Statement of Profit or Loss and Other Comprehensive Income
For the Year ended 31 December 2014
Notes
2014
2013
Amount in Taka
Net Sales Revenue
Cost of Goods Sold
Gross Profit
Operating Expenses
Administrative Expenses
Selling, Marketing and Distribution Expenses
Profit from Operations
Other Income
Finance Cost
Profit Before Contribution to WPPF & Welfare Funds
Contribution to WPPF & Welfare Funds
Profit Before Tax
Income Tax Expenses
Current Tax
Deferred Tax
Profit after Tax for the Year
Other Comprehensive Income -
Fair Value Gain on Investment in Listed Shares
Total Comprehensive Income for the Year
23
24
27
28
29
30
31
32
6(c)
11,206,885,677
10,490,699,094
(6,102,694,323)
5,104,191,354
(2,686,014,518)
(398,762,237)
(2,287,252,281)
2,418,176,836
521,171,647
(724,314,963)
2,215,033,520
(5,651,898,878)
4,838,800,216
(2,514,527,446)
(375,565,912)
(2,138,961,534)
2,324,272,770
510,588,200
(636,587,090)
2,198,273,880
(105,477,787)
(104,679,709)
2,109,555,733
2,093,594,171
(581,258,160)
(436,782,844)
(144,475,316)
1,528,297,573
967,032
1,529,264,605
(688,831,391)
(324,415,546)
(364,415,845)
1,404,762,780
1,341,619
1,406,104,399
Earnings Per Share (EPS) / Adjusted EPS (2013)
33
4.15
3.82
Number of Shares used to compute EPS
367,851,652
367,851,652
The Notes are an integral part of the Financial Statements.
Approved and authorised for issue by the Board of Directors on 27 April, 2015 and signed for and on behalf of the Board :
Salman F Rahman
Vice Chairman
Nazmul Hassan
Managing Director
Ali Nawaz
Chief Financial Officer
Per our report of even date.
M. J. Abedin & Co.
Chartered Accountants
Dhaka
27 April, 2015
64 I Annual Report 2014 I
Statement of Profit or Loss and Other Comprehensive Income
Beximco Pharmaceuticals Limited
Statement of Changes in Equity
For the Year ended 31 December 2014
Share
Capital
Share Excess of Issue
Capital
Premium Price over Face Reserve on
Merger
Value of GDRs
Revaluation
Surplus
Fair Value
Gain on
Investment
Amount in Taka
Retained
Earnings
Total
3,503,349,070 5,269,474,690 1,689,636,958 294,950,950 1,349,578,805
1,341,619 7,667,220,373 19,775,552,465
Balance as on
January 01, 2014
Total Comprehensive
Income for 2014:
Profit for the year
Other Comprehensive Income
Transactions with
the Shareholders:
Cash Dividend for 2013
Stock Dividend for 2013
Adjustment for Depreciation
on Revalued Assets
Adjustment for Deferred Tax
on Revalued Assets
Balance as on
December 31, 2014
Number of Shares
Net Asset Value (NAV) Per Share
-
175,167,450
-
-
-
-
For the Year ended 31 December 2013
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- 1,528,297,573 1,528,297,573
967,032
-
967,032
-
-
-
(350,334,907)
- (175,167,450)
(350,334,907)
-
-
(16,061,652)
-
16,061,652
-
-
(34,296,838)
-
-
(34,296,838)
3,678,516,520 5,269,474,690 1,689,636,958 294,950,950 1,299,220,315
2,308,651 8,686,077,241 20,920,185,325
367,851,652
56.87
Balance as on
January 01, 2013
Total Comprehensive
Income for 2013:
Profit for the year
Other Comprehensive Income
Transactions with
the Shareholders:
Stock Dividend for 2012
Adjustment for Depreciation
on Revalued Assets
Adjustment for Deferred Tax
on Revalued Assets
Balance as on
December 31, 2013
Number of Shares
Net Asset Value (NAV) Per Share
3,046,390,500 5,269,474,690 1,689,636,958 294,950,950 1,406,527,880
- 6,701,180,881 18,408,161,859
-
-
456,958,570
-
-
-
-
-
-
-
-
-
-
-
-
-
- 1,404,762,780 1,404,762,780
1,341,619
-
1,341,619
-
-
- (456,958,570)
-
(18,235,282)
-
18,235,282
-
-
-
-
-
- (38,713,793)
-
-
(38,713,793)
3,503,349,070 5,269,474,690 1,689,636,958 294,950,950 1,349,578,805
1,341,619 7,667,220,373 19,775,552,465
350,334,907
56.45
The Notes are an integral part of the Financial Statements.
Approved and authorised for issue by the Board of Directors on 27 April, 2015 and signed for and on behalf of the Board :
Salman F Rahman
Vice Chairman
Nazmul Hassan
Managing Director
Ali Nawaz
Chief Financial Officer
Per our report of even date.
Dhaka
27 April, 2015
M. J. Abedin & Co.
Chartered Accountants
Statement of Changes in Equity
I Annual Report 2014 I 65
Beximco Pharmaceuticals Limited
Statement of Cash Flows
For the Year ended 31 December 2014
Cash Flows from Operating Activities :
Receipts from Customers and Others
Payments to Suppliers and Employees
Cash Generated from Operations
Interest Paid
Interest Received
Income Tax Paid
Net Cash Generated from Operating Activities
Cash Flows from Investing Activities :
Acquisition of Property, Plant and Equipment
Intangible Assets
Disposal of Property, Plant and Equipment
Decrease/(Increase) in Short Term Investment
Net Cash Used in Investing Activities
Cash Flows from Financing Activities :
Net Decrease in Long Term Borrowings
Net Increase in Short Term Borrowings
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
Amount in Taka
2014
2013
11,086,465,849
(8,240,584,352)
2,845,881,497
(724,314,963)
489,970,647
(394,128,824)
2,217,408,357
(2,778,797,453)
(56,321,506)
7,615,792
551,356,330
(2,276,146,837)
(340,756,861)
376,855,168
(350,853,554)
(314,755,247)
(373,493,727)
595,732,966
222,239,239
10,407,897,987
(7,880,610,113)
2,527,287,874
(636,587,090)
512,424,678
(272,794,704)
2,130,330,758
(2,739,061,076)
(25,370,921)
5,401,817
(339,784,835)
(3,098,815,015)
(228,030,079)
1,239,316,207
(47,581)
1,011,238,547
42,754,290
552,978,676
595,732,966
Net Operating Cash Flow Per Share
6.03
6.08
Number of Shares used to compute Net Operating Cash Flow Per Share
367,851,652
350,334,907
The Notes are an integral part of the Financial Statements.
Approved and authorised for issue by the Board of Directors on 27 April, 2015 and signed for and on behalf of the Board :
Salman F Rahman
Vice Chairman
Nazmul Hassan
Managing Director
Dhaka
27 April, 2015
66 I Annual Report 2014 I
Statement of Cash Flows
Ali Nawaz
Chief Financial Officer
Per our report of even date.
M. J. Abedin & Co.
Chartered Accountants
Beximco Pharmaceuticals Limited
Notes to the Financial Statements
As at and for the year ended 31 December 2014
1. Reporting entity
1.1 About the company
Beximco Pharmaceuticals Limited (BPL/ the Company) was incorporated as a public limited company in Bangladesh in
1976. It commenced its manufacturing operation in 1980. The company was listed with Dhaka Stock Exchange in 1985
and with Chittagong Stock Exchange on its debut in 1995. In 2005, BPL took over Beximco Infusions Ltd., a listed company
of the Beximco Group engaged in manufacturing and marketing of intravenous fluids and got enlisted with the Alternative
Investment Market (AIM) of the London Stock Exchange through issuance of Global Depository Receipts (GDRs). Shares of
the Company are traded in Dhaka and Chittagong Stock Exchanges of Bangladesh and its GDRs in AIM of the London Stock
Exchange.
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 Tongi and Kaliakoir of Gazipur district – vicinities close to the capital city Dhaka.
1.2 Nature of Business
The company is engaged in manufacturing and marketing of generic pharmaceuticals formulation products including life
saving intravenous fluids and Active Pharmaceutical Ingredients (APIs). Products of the company are sold in domestic and
international markets. The company also provides contract manufacturing services.
2. Basis of Preparation of Financial Statements
2.1 Basis of Measurement
The financial statements have been prepared on Historical Cost Basis except land, building and plant & machinery being
revalued on 31 December 2008, investment in shares of listed company being valued at year end quoted price and the cash
flow statement being prepared on cash basis.
2.2 Statement of Compliance
The financial statements have been prepared in compliance with the requirements of the Companies Act, 1994, the
Securities & Exchange Rules 1987, the Listing Regulations of Dhaka and Chittagong Stock Exchanges and other relevant
local laws as applicable and in accordance with the International Financial Reporting Standards (IFRSs), and Bangladesh
Financial Reporting Standards (BFRSs).
2.3 Presentation of Financial Statements
The presentation of these financial statements is in accordance with the guidelines provided
by IAS 1: Presentation of Financial Statements.
The financial statements comprises of:
(a) a Statement of Financial Position as at the end of the year 2014 ;
(b) a Statement of Profit or Loss and Other Comprehensive Income for the year 2014;
(c) a Statement of Changes in Equity for the year 2014;
(d) a Statement of Cash Flows for the year 2014 ; and
(e) notes, comprising summary of significant accounting policies and explanatory information.
2.4 Reporting Period
The financial statements cover one calendar year from January 01, 2014 to December 31, 2014.
2.5 Authorisation for issue
The financial statements have been authorised for issue by the Board of Directors on 27 April, 2015.
2.6 Functional and Presentation Currency
The financial statements are prepared and presented in Bangladesh Currency (Taka), which is the company’s functional
currency. All financial information presented has been rounded off to the nearest Taka except where indicated otherwise.
2.7 Comparative Information
Comparative information has been disclosed in respect of the year 2013 for all numerical information in the financial
statements and also the narrative and descriptive information where it is relevant for understanding of the current year’s
financial statements. Figures for the year 2013 have been re-arranged wherever considered necessary to ensure better
comparability with the current year.
Notes to the Financial Statements
I Annual Report 2014 I 67
2.8 Use of Estimates and Judgments
The preparation of financial statements in conformity with the IFRSs including IASs require management to make judgments,
estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities,
income and expenses, and for contingent assets and liabilities that require disclosure, during and at the date of the financial
statements.
Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis.
Any revision of accounting estimates are recognized in the period in which the estimate is revised and in any future periods
affected.
In particular, the key areas of estimation, uncertainty and critical judgments in applying accounting policies that have the
most significant effect on the amounts recognized in the financial statements include depreciation, inventory valuation,
accrued expenses, other payable and deferred liability for gratuity.
3.
Significant Accounting Policies
The accounting principles and policies in respect of material items of financial statements set out below have been applied
consistently to all periods presented in these financial statements.
3.1 Revenue Recognition
In compliance with the requirements of IAS 18: Revenue, revenue receipts from customers against sales is recognized when
products are dispatched to customers, that is, when the significant risk and rewards of ownership have been transferred
to the buyer, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated
reliably, and there is no continuing management involvement with the goods.
Revenue from sales is exclusive of VAT.
Cash dividend income on investment in shares is recognized on approval of said dividend in the annual general meeting.
Stock dividend income (Bonus Shares) is not considered as revenue.
3.2 Property, Plant and Equipment
3.2.1 Recognition and Measurement
This has been stated at cost or revalued amount less accumulated depreciation in compliance with the requirements
of IAS 16: Property, Plant and Equipment. The cost of acquisition of an asset comprises its purchase price and any
directly attributable cost of bringing the assets to its working condition for its intended use inclusive of inward freight,
duties and non-refundable taxes.
3.2.2 Maintenance Activities
The company incurs maintenance costs for all its major items of property, plant and equipment. Repair and
maintenance costs are charged as expenses when incurred.
3.2.3 Depreciation
Depreciation is provided to amortise the cost of the assets after commissioning, over the period of their expected
useful lives, in accordance with the provisions of IAS 16: Property, Plant and Equipment. Depreciation is provided at
the following rates on reducing balance basis:
Building and Other Construction
Plant and Machinery
Furniture & Fixtures
Transport & Vehicle
Office Equipment
2 %- 10%
5% -15%
10%
20%
10% -15%
3.2.4 Retirements and Disposals
On disposal of fixed assets, the cost and accumulated depreciation are eliminated and gain or loss on such disposal
is reflected in the income statement, which is determined with reference to the net book value of the assets and net
sales proceeds.
3.3
Intangible Assets
Intangible assets are stated at cost less provisions for amortization and impairments. Licenses, patents, know-how and
marketing rights acquired are amortized over their estimated useful lives, using the straight line basis, from the time they
are available for use. The cost of acquiring and developing computer software for internal use and internet sites for external
use are capitalized as intangible fixed assets where the software or site supports a significant business system and the
expenditure leads to the creation of a durable asset. Also, the research and development expenditures that are definite to
yield benefit to the company are capitalized.
68 I Annual Report 2014 I
Notes to the Financial Statements
3.4 Leased Assets
In compliance with the IAS 17: Leases, cost of assets acquired under finance lease along with related obligation has
been accounted for as assets and liabilities respectively of the company, and the interest element has been charged as
expenses. Lease payments made under finance leases are apportioned between the finance expenses and the reduction of
the outstanding liability.
3.5 Financial Instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
3.5.1
Financial assets
Financial assets of the company include cash and cash equivalents, accounts receivable and other receivables. The
company initially recognizes receivable on the date they are originated. All others financial assets are recognized
initially on the date at which the company becomes a party to the contractual provisions of the transaction. The
company derecognizes a financial asset when, and only when the contractual rights or probabilities of receiving the
cash flows from the asset expire or it transfer the rights to receive the contractual cash flows on the financial asset
in a transaction in which substantially all the risk and rewards of ownership of the financial asset are transferred.
3.5.1(a) Accounts Receivable
Accounts receivable are created at original invoice amount less any provisions for doubtful debts. Provisions
are made where there is evidence of a risk of non-payment, taking into account aging, previous experience
and general economic conditions. When an accounts receivable is determined to be uncollected it is written off,
firstly against any provision available and then to the profit and loss account. Subsequent recoveries of amounts
previously provided for are credited to the profit and loss account.
3.5.1(b) Cash and Cash Equivalents
Cash and cash equivalents include cash in hand, in transit and with banks on current and deposit accounts which
are held and available for use by the company without any restriction. There is insignificant risk of change in value
of the same.
3.5.1(c) Investment in Shares
Investment in shares of listed company is valued at a price quoted in the stock exchange at year end. Investment
in other shares is valued at cost.
3.5.2
Financial Liability
Financial liabilities are recognized initially on the transaction date at which the company becomes a party to
the contractual provisions of the liability. The company derecognizes a financial liability when its contractual
obligations are discharged or cancelled or expire.
Finance liabilities include payable for expenses, liability for capital expenditure and other current liabilities.
3.6
Impairment
(a) Financial Assets
Accounts receivable and other receivables are assessed at each reporting date to determine whether there is any objective
evidence of impairment. Financial assets are impaired if objective evidence indicates that a loss event has occurred after the
initial recognition of the asset and that the loss event had a negative effects on the estimated future cash flows of that asset,
that can be estimated reliably. Objective evidence that financial assets are impaired can include default or delinquency by a
debtor, indications that a debtor or issuer will enter bankruptcy etc.
(b) Non-Financial Assets
An asset is impaired when its carrying amount exceeds its recoverable amount. The company assesses at each reporting
date whether there is any indication that an asset may be impaired. If any such indication exists, the company estimates the
recoverable amount of the asset. The recoverable amount of an asset is the higher of its fair value less costs to sell and its
value in use. Carrying amount of the assets is reduced to its recoverable amount by recognizing an impairment loss if, and
only if, the recoverable amount of the asset is less than its carrying amount. Impairment loss is recognized immediately in
profit or loss, unless the asset is carried at revalued amount. Any impairment loss of a revalued asset shall be treated as a
revaluation decrease.
3.7
Inventories
Inventories are carried at the lower of cost and net realizable value as prescribed by IAS 2: Inventories. 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.
Notes to the Financial Statements
I Annual Report 2014 I 69
3.8 Provisions
A provision is recognized in the statement of financial position when the company has a legal or constructive obligation as
a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation. Provision is ordinarily measured at the best estimate of the
expenditure required to settle the present obligation at the date of statement of financial position. Where the effect of time
value of money is material, the amount of provision is measured at the present value of the expenditures expected to be
required to settle the obligation.
3.9
Income Tax Expense
Income tax expense comprises of current and deferred tax. Income tax expense is recognized in the Statement of Profit or
Loss and other Comprehensive Income and accounted for in accordance with the requirements of IAS 12 : Income Tax.
Current Tax
Current tax is the expected tax payable on the taxable income for the year, and any adjustment to tax payable in respect of
previous years. The company qualifies as a “Publicly Traded Company”; hence the applicable Tax Rate is 27.50%.
Deferred Tax
The company has recognized deferred tax using balance sheet method in compliance with the provisions of IAS 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 purpose and its tax
base, and accordingly, deferred tax income/expenses has been considered to determine net profit after tax and earnings per
shares (EPS).
A deferred tax asset is recognized to the extent that it is probable that future taxable profit will be available, against which
temporary differences can be utilized. Deferred tax assets are reviewed at each reporting date and reduced to the extent
that it is no longer probable that the related tax benefit will be realized.
3.10 Interest Income
Interest income is recognized on accrual basis.
3.11 Borrowing Cost
Borrowing costs are recognized as expenses in the period in which they are incurred unless capitalization of such is allowed
under IAS 23 : Borrowing Costs.
3.12 Employee Benefits
The company maintains both defined contribution plan and defined benefit plan for its eligible permanent employees. The
eligibility is determined according to the terms and conditions set forth in the respective deeds.
The company has accounted for and disclosed employee benefits in compliance with the provisions of IAS 19: Employee
Benefits.
The cost of employee benefits is charged off as revenue expenditure in the period to which the contributions relate.
The company’s employee benefits include the following:
(a) Defined Contribution Plan (Provident Fund)
The company has a registered provident fund scheme (Defined Contribution Plan) for employees of the company eligible
to be members of the fund in accordance with the rules of the provident fund constituted under an irrevocable trust. All
permanent employees contribute 10% of their basic salary to the provident fund and the company also makes equal
contribution.
The company recognizes contribution to defined contribution plan as an expense when an employee has rendered services
in exchange for such contribution. The legal and constructive obligation is limited to the amount it agrees to contribute to
the fund.
(b) Defined Benefit Plan (Gratuity)
This represents unfunded gratuity scheme for its permanent employees. Employees are entitled to gratuity benefit after
completion of minimum five years of service in the company.
Though no valuation was done to quantify actuarial liabilities as per the IAS 19 : Employee Benefits, such valuation in not
likely to yield a result significantly different from the current provision.
70 I Annual Report 2014 I
Notes to the Financial Statements
(c) Short-term employee benefits
Short-term employee benefits include salaries, bonuses, leave encashment, etc. Obligations for such benefits are measured
on an undiscounted basis and are expensed as the related service is provided.
(d) Contribution to Workers’ Profit Participation and Welfare Funds
This represents 5% of net profit before tax contributed by the company as per provisions of the Bangladesh Labor
(amendment) Act 2013 and is payable to workers as defined in the said law.
(e) Insurance Scheme
Employees of the company are covered under insurance schemes.
3.13 Share Premium
The Share Premium shall be utilized in accordance with the provisions of the Companies Act, 1994 and as per direction of
the Securities and Exchange Commission in this respect.
3.14 Proposed Dividend
The amount of proposed dividend has not been accounted for but disclosed in the notes to the accounts in accordance
with the requirements of International Accounting Standard (IAS) 1: Presentation of Financial Statements. Also, the
proposed dividend has not been considered as “Liability” in accordance with the requirements of International Accounting
Standard (IAS) 10: Events After The Reporting Period, because no obligation exists at the time of approval of accounts and
recommendation of dividend by the Board of Directors.
3.15 Earnings per Share (EPS)
This has been calculated in compliance with the requirements of IAS 33: Earnings Per Share by dividing the basic earnings
by the weighted average number of ordinary shares outstanding during the year.
Current Year (2014)
The Bonus Shares issued during the year 2014 were treated as if they always had been in issue. Hence, in computing
the Basic EPS of 2014, the total number of shares including the said bonus shares has been considered as the Weighted
Average Number of Shares outstanding during the year 2014.
Earlier Year (2013)
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 (2013), and
accordingly, in calculating the adjusted EPS of 2013, the total number of shares including the subsequent bonus issued in
2014 has been considered as the Weighted Average number of Shares outstanding during the year 2013.
The basis of computation of number of shares as stated above is in line with the provisions of IAS 33: Earning per Share.
The logic behind this basis, as stated in the said IAS 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.
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.
3.16 Foreign Currency Transactions
Foreign currency transactions are recorded at the applicable rates of exchange ruling at the transaction date.
The monetary assets and liabilities, if any, denominated in foreign currencies at the financial position date are translated
at the applicable rates of exchanges ruling at that date. Exchange differences are charged off as revenue expenditure in
compliance with the provisions of IAS 21: The Effects of Changes in Foreign Exchange Rates.
3.17 Statement of Cash Flows
The Statement of Cash Flow has been prepared in accordance with the requirements of IAS 7: Statement of Cash Flows.
The cash generated from operating activities has been reported using the Direct Method as prescribed by the Securities and
Exchange Rules, 1987 and as the benchmark treatment of IAS 7, whereby major classes of gross cash receipts and gross
cash payments from operating activities are disclosed.
3.18 Events after Reporting Period
Events after the reporting period that provide additional information about the company’s position at the date of Statement
of Financial Position or those that indicate that the going concern assumption is not appropriate are reflected in the financial
statements. Events after reporting period that are not adjusting events are disclosed in the notes when material.
Notes to the Financial Statements
I Annual Report 2014 I 71
4 (a). Property, Plant and Equipment
As on December 31, 2014
Amount in Taka
Particulars
Cost
At January 01, 2014
Additions during the year
Transferred & Capitalized
Disposal during the year
Land
Building
and Other
Constructions
Plant
and
Machinery
Furniture
and
Fixtures
Transport
and
Vehicle
Office
Equipment
Total
3,302,882,482 6,370,758,420 10,034,644,242
111,420,014
39,331,900
427,051,445
-
-
-
40,858,960
-
-
173,333,992 548,077,240 358,363,316 20,788,059,692
306,893,734
24,240,377 59,392,132
427,051,445
-
(11,196,868)
31,650,351
-
-
(10,623,868)
(573,000)
-
Cost at December 31, 2014
3,343,741,442 6,410,090,320 10,573,115,701
197,001,369 596,845,504 390,013,667 21,510,808,003
Accumulated Depreciation
At January 01, 2014
Depreciation during the Year
Adjustment for Assets
disposed off
Accumulated Depreciation at
December 31, 2014
Net Book Value
December 31, 2014
Capital Work in Progress
- 1,052,546,636
163,516,467
-
3,090,128,096
492,388,770
69,430,902 237,436,147 237,273,060 4,686,814,841
745,772,871
10,375,309 61,346,435
18,145,890
-
-
-
(423,000)
(6,714,953)
-
(7,137,953)
- 1,216,063,103
3,582,516,866
79,383,211 292,067,629 255,418,950 5,425,449,759
3,343,741,442 5,194,027,217
6,990,598,835
117,618,158 304,777,875 134,594,717 16,085,358,244
4,307,920,493
20,393,278,737
Carrying Value as on December 31, 2014
Assets include lease hold assets of Tk. 1,118,197,222 at cost and Tk.1,024,142,612 at carrying value.
As on December 31, 2013
Particulars
Cost
At January 01, 2013
Additions during the year
Transferred & Capitalized
Disposal during the year
Land
Building
and Other
Constructions
Plant
and
Machinery
Furniture
and
Fixtures
Transport
and
Vehicle
Office
Equipment
Total
3,302,101,973
780,509
-
-
6,333,171,363
13,549,431
24,037,626
-
7,393,575,590
309,357,824
2,333,797,946
(2,087,118)
157,600,585
15,883,407
-
(150,000)
458,376,716
92,035,614
-
(2,335,090)
329,522,045
28,841,271
-
-
17,974,348,272
460,448,056
2,357,835,572
(4,572,208)
Cost at December 31, 2013
3,302,882,482
6,370,758,420
10,034,644,242
173,333,992
548,077,240
358,363,316
20,788,059,692
Accumulated Depreciation
At January 01, 2013
Depreciation during the year
Adjustment for assets
disposed off
Accumulated Depreciation
at December 31, 2013
Net Book Value
December 31, 2013
-
-
-
883,415,433
169,131,203
2,765,654,219
326,077,583
59,740,937
9,779,965
184,696,202
54,651,369
221,274,036
15,999,024
4,114,780,827
575,639,144
-
(1,603,706)
(90,000)
(1,911,424)
-
(3,605,130)
-
1,052,546,636
3,090,128,096
69,430,902
237,436,147
237,273,060
4,686,814,841
3,302,882,482
5,318,211,784
6,944,516,146
103,903,090
310,641,093
121,090,256
16,101,244,851
Capital Work in Progress
Carrying Value as on December 31, 2013
72 I Annual Report 2014 I
Notes to the Financial Statements
2,263,068,219
18,364,313,070
Capital Work in Progress is arrived at as follows :
Balance as on January 01
Addition during the year
Transferred & Capitalized
Building and Other Constructions
Plant & Machinery
Balance as on December 31
4 (b). Revaluation Surplus
Amount in Taka
2014
2013
2,263,068,219
2,471,903,719
4,734,971,938
(427,051,445)
-
(427,051,445)
2,342,290,771
2,278,613,020
4,620,903,791
(2,357,835,572)
(24,037,626)
(2,333,797,946)
4,307,920,493
2,263,068,219
S.F. Ahmed & Co, Chartered Accountants and Valuers revalued the land, building and plant & machinery of the Company as
of 31 December 2008, following “Current cost method”. Such revaluation resulted into a revaluation surplus aggregating
Tk.1,711,174,747. Current balance is arrived at as follows:
Balance as on January 01
Adjustment for depreciation on revalued assets
Adjustment for Deferred Tax on revalued assets
1,349,578,805
(16,061,652)
(34,296,838)
1,299,220,315
1,406,527,880
(18,235,282)
(38,713,793)
1,349,578,805
5.
Intangible Assets
This consists of as follows:
Product development, Licensing and
Marketing Rights
Software
6.
Investment in Shares
(a) Investment Details:
(i) Bangladesh Export Import Co. Ltd.
(ii) Central Depository Bangladesh Ltd. (CDBL)
This is arrived at as follows:
Balance 01-01-2014 Addition 2014 Amortized in 2014 Balance 31-12-2014
189,856,528
8,366,981
198,223,509
51,836,992
4,484,514
56,321,506
(11,142,012)
(8,194,813)
(19,336,825)
230,551,508
4,656,682
235,208,190
2014
2013
4,190,477
1,569,450
5,759,927
3,223,445
1,569,450
4,792,895
Bangladesh
Export Import Co. Ltd.
Central Depository
Bangladesh Ltd.
Investment as on January 01, 2014
Fair value gain on investment
Investment as on December 31, 2014
3,223,445
967,032
Tk. 4,190,477
1,569,450
-
1,569,450
(b) Number of Shares:
As on January 01, 2014
Stock Dividend for 2013
As on December 31, 2014
100,107
15,016
115,123
571,182
-
571,182
Notes to the Financial Statements
I Annual Report 2014 I 73
(c) Fair value gain on investment
Amount in Taka
Fair market value of 115,123 shares (including 15,016 shares received as stock dividend
for the year 2013) of Bangladesh Export Import Co. Ltd. at Tk. 36.40 per share
Less Investment at beginning of the year
Fair Value Gain
Balance as on January 01, 2014
Balance as on December 31, 2014
4,190,477
3,223,445
967,032
1,341,619
2,308,651
(d) The shares of Bangladesh Export Import Co. Ltd. are listed in Dhaka and Chittagong Stock Exchanges. The market value of
each share of Bangladesh Export Import Co. Ltd. on last working day of the year was Tk. 36.40 in Dhaka Stock Exchange
Ltd. and Chittagong Stock Exchange Ltd. Shares of CDBL are not traded.
7.
Inventories
This consists of as follows :
2014
2013
Finished Goods
Work in Process
Raw Materials
Packing Materials
Laboratory Chemicals
Physician Samples
Materials in Transit
8.
Spares & Supplies
This consists of as follows :
Spares & Accessories
Stock of Stationery
Literature & Promotional Materials
9.
Accounts Receivable
633,692,189
171,815,679
637,080,994
424,461,374
550,984
149,875,483
476,180,635
2,493,657,338
644,005,694
204,755,943
787,194,854
440,279,801
800,984
92,234,008
242,610,702
2,411,881,986
399,537,644
11,284,736
143,361,518
554,183,898
318,538,085
9,829,034
104,985,288
433,352,407
This includes receivable of Tk. 136,834,694 equivalent to US $ 1,763,334 (on 31-12-2013 Tk. 158,658,136 equivalent to US $
2,049,754) against export sales.
This also includes Tk. 1,118,478,352 due from I & I Services Ltd., who provides distribution service to the Company and a
“Related Party”. The maximum amount due from that company during the year was Tk. 1,171,257,041on 30-11-2014.
The receivables on account of Export sales are fully secured against Letter of Credit while the others are unsecured but
considered good.
No amount was due from the directors, managing agent, managers and other officers of the company and any of them severally
or jointly with any other person.
74 I Annual Report 2014 I
Notes to the Financial Statements
10.
Loans, Advances and Deposits
This is unsecured, considered good and consists of as follows :
Amount in Taka
Clearing & Forwarding
VAT
Claims Receivable
Security Deposit & Earnest Money
Lease Deposit
Capital Expenditure/ Project
Expenses
Bank Guarantee Margin
Advance against Salary
Rent Advance
Motor Cycle
Raw & Packing Material
Prepaid Expenses
Overseas Liaison Office
Others
2014
2013
54,354,123
217,516,529
14,620,213
27,652,694
21,812,942
50,029,753
132,711,063
1,257,096
55,699,183
9,716,674
124,010,046
422,209,729
21,116,922
15,032,617
55,933,569
1,223,673,153
43,788,956
224,271,781
12,824,382
21,814,251
18,238,318
39,234,247
85,456,445
39,939,537
51,306,101
9,692,064
156,328,603
409,577,706
28,932,441
9,968,983
35,263,296
1,186,637,111
(a) The maximum amount due from the employees during the year was Tk. 56,071,933 on 31 October, 2014.
(b) No amount was due from 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 from any related party.
11. Short Term Investment
This represents the Company’s temporary investment with Bangladesh Export Import Company Limited (Beximco Ltd.), carrying
interest 1% above bank interest rate. This investment is returnable as and when required by the Company.
12. Cash and Cash Equivalents
This consists of as follows :
(a) Cash in Hand (including Imprest Cash)
(b) Cash at Bank :
(i) Current & FC Account
(ii) FDR Account
13.
Issued Share Capital
This represents :
A. Authorized :
3,218,618
3,474,616
190,573,819
28,446,802
222,239,239
85,680,218
506,578,132
595,732,966
500,000,000 Ordinary Shares of Tk. 10/- each
41,000,000 Fully Convertible, 5% Dividend, Preference Shares of Tk. 100/- each
B. Issued, Subscribed and Paid-up :
51,775,750 shares of Tk. 10/- each fully paid-up in cash
278,833,505 Bonus Shares (2013: 261,316,760) of Tk. 10/- each
5,951,250 Shares of Tk. 10/- each issued in Exchange of Shares of Beximco Infusions Ltd.
31,291,147 Shares issued on conversion of Preference Shares
5,000,000,000
4,100,000,000
9,100,000,000
5,000,000,000
4,100,000,000
9,100,000,000
517,757,500
2,788,335,050
59,512,500
312,911,470
3,678,516,520
517,757,500
2,613,167,600
59,512,500
312,911,470
3,503,349,070
Notes to the Financial Statements
I Annual Report 2014 I 75
The movement of Ordinary Shares during the year 2014 is as follows :
Number of Shares
Amount in Taka
Balance as on January 01, 2014
Bonus Shares issued during the year 2014 (for 2013)
Balance as on December 31, 2014
350,334,907
17,516,745
367,851,652
3,503,349,070
175,167,450
3,678,516,520
C. Composition of Shareholding of Ordinary Shares:
Sponsors:
A S F Rahman
Salman F Rahman
Associates and Other Directors
Foreign Investors
ICB & Other Investors Account
General Public & Institutions
2014
2013
No. of shares % of Share Capital
No. of shares % of Share Capital
7,469,709
7,487,196
33,414,339
93,038,941
55,940,961
170,500,506
367,851,652
2.03
2.04
9.08
25.29
15.21
46.35
7,114,009
7,130,663
34,020,550
85,094,612
41,994,537
174,980,536
100
350,334,907
2.03
2.04
9.71
24.29
11.98
49.95
100
D. Distribution Schedule of Ordinary Shares:
Range of Holdings
In number of shares
No. of Shareholders % of Shareholders
Number of Shares
% of Share Capital
2014
2013
2014
2013
2014
2013
2014
2013
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
65,544
20,786
1,753
930
281
128
102
165
191
33
68,939 72.90%
21,066 23.12%
1.95%
1,509
1.03%
674
0.31%
187
0.14%
101
0.11%
55
0.19%
94
0.21%
166
0.04%
40
2.52%
8,836,043
74.26%
8.49%
29,757,275
22.69%
2.98%
10,448,670
1.63%
2.67%
9,334,640
0.73%
1.29%
4,535,749
0.20%
1.01%
3,520,388
0.11%
0.70%
2,457,436
0.06%
6,548,929
1.87%
0.10%
49,278,664 13.76% 14.07%
0.18%
0.04% 224,183,910 225,617,113 60.94% 64.40%
8,240,906
30,918,582
12,555,227
13,111,006
6,909,593
4,498,146
4,660,402
12,172,549
50,601,331
2.24%
8.41%
3.41%
3.56%
1.88%
1.22%
1.27%
3.31%
Total
89,913
92,831
100%
100% 367,851,652 350,334,907
100%
100%
E. Market Price of Ordinary Shares:
The shares are listed with Dhaka, Chittagong and London Stock Exchanges. On the last working day of the year, each share
was quoted at Tk. 58.70 (in 2013 Tk. 47.20) in Dhaka Stock Exchange Ltd., Tk. 59.10 (in 2013 Tk. 47.00) in Chittagong Stock
Exchange Ltd., and GBP 0.1800 in London Stock Exchange (in 2013 GBP 0.1375).
F. Option on unissued Ordinary shares :
There was no option on unissued shares as on 31-12-2014.
14. Excess of Issue Price over Face Value of GDRs
This represents the issue price of 28,175,750 GDRs at Tk. 2,244,080,670 net off face value of underlying shares against GDRs
and GDR issue expenses.
76 I Annual Report 2014 I
Notes to the Financial Statements
15.
Long Term Borrowing - Net off Current Maturity (Secured)
This is arrived at as follows :
(a) Project Loan
(b) Obligation Under Finance Leases
(a) Project Loan
Amount in Taka
2014
2013
608,901,223
292,808,104
901,709,327
1,001,325,040
150,075,662
1,151,400,702
This loan was sanctioned under the consortium arrangement of Janata Bank Ltd., Sonali Bank Ltd., Agrani Bank Ltd., Rupali
Bank Ltd. and United Commercial Bank Ltd. for the US FDA standard oral solid dosage facility of the company. Janata Bank
is the lead bank to the consortium.
This Loan is secured against :
(i) First (registered mortgage) charge on paripassu basis with the participating banks on 1,113 decimals of land at Kathaldia,
Aushpara, Tongi of Gazipur along with the building and other constructions thereon; and
(ii) First paripassu charge by way of hypothecation on all assets of the company both present and future.
(iii) This Loan, carrying interest at 13.00% to 15.50% per annum, is repayable in quarterly installments ending by 2017.
(b ) Obligation Under Finance Leases
Gross Finance Lease - minimum lease Liability:
Within one year
After one year
Total
Less future finance charges on finance lease liability
Present Value of Finance Lease liability
This consists of as follows:
Within one year
Within two to five years
Total Present Value of Finance Lease liability
186,760,624
429,486,607
616,247,231
(195,948,111)
420,299,120
152,206,085
220,923,094
373,129,179
(120,839,679)
252,289,500
127,491,016
292,808,104
420,299,120
102,213,838
150,075,662
252,289,500
16.
Liability for Gratuity and WPPF & Welfare Funds
Liability for gratuity is the amount payable to the permanent employees at the time of separation from the company. The liability
for WPPF refers to the undistributed portion of Workers Profit Participation and Welfare Fund lying with the company.
(a) Gratuity Payable
Balance as on January 01
Provisions during the year
Paid during the year
(b) Workers Profit Participation and Welfare Funds
284,163,669
66,915,861
351,079,530
(13,426,744)
337,652,786
403,869,732
741,522,518
223,962,507
68,652,000
292,614,507
(8,450,838)
284,163,669
326,464,481
610,628,150
Notes to the Financial Statements
I Annual Report 2014 I 77
17. Deferred Tax Liability
This is arrived at as follows :
Balance as on January 01
Addition during the year:
Deferred Tax on Assets (cost basis)-Note : 32
Deferred Tax on revalued amount
18. Short Term Borrowings (Secured)
This consists of :
Janata Bank Ltd. - Cash Credit-Hypothecation Loan
AB Bank, Principal Branch - OD & LAC
Noor Islamic Bank, Dubai - Commodity Murabaha Facility
Amount in Taka
2014
2013
1,550,589,207
1,147,459,569
144,475,316
34,296,838
1,729,361,361
364,415,845
38,713,793
1,550,589,207
1,487,792,991
1,665,328,302
-
3,153,121,293
1,219,126,718
775,639,407
781,500,000
2,776,266,125
19.
Long Term Borrowings-Current Maturity (Secured)
This consists of as follows and is payable within next twelve months from the Balance Sheet date :
Project Loan
Obligation under Finance Leases
20. Creditors and Other Payables
This consists of :
Goods & Services
Provident Fund
Advance Against Export
Others
21. Accrued Expenses
This is unsecured, falling due within one year and consists of as follows :
For Expenses
Workers’ Profit Participation and Welfare Funds - current year’s expense
(net off interim payments).
22.
Income Tax Payable
This is arrived at as follows :
Balance on January 01
Provision for the year
Short Provision for earlier years
AIT & Treasury deposits during the year
78 I Annual Report 2014 I
Notes to the Financial Statements
536,347,056
127,491,016
663,838,072
652,689,720
102,213,838
754,903,558
202,020,182
124,323,489
3,618,784
27,748,384
357,710,839
123,397,754
254,356,090
915,874
4,500,835
383,170,553
60,155,328
104,127,787
38,282,595
103,299,709
164,283,115
141,582,304
325,685,371
421,487,672
15,295,172
762,468,215
(394,128,824)
368,339,391
274,064,529
305,845,595
18,569,951
598,480,075
(272,794,704)
325,685,371
Amount in Taka
2014
2013
10,706,417,075
500,468,602
11,206,885,677
9,819,409,651
671,289,443
10,490,699,094
23. Net Sales Revenue
This consists of as follows :
Local Sales
Export Sales equivalent US $ 6,473,721 (in 2013 US $ 8,614,393)
Sales represents:
Quantity
Product Category
Unit
2014
2013
Tablet, Capsule, Suppository & DPI
Million pcs.
2,998.47 3,173.13
Liquid, Cream and Ointment, Suspension,
IV Fluid, Amino Acid, Ophthalmic,
Nebulizer Solution, Injectable and Inhaler Million pcs.
Active Pharmaceutical Ingredients
Liquid Nitrogen
Kg
Liter
70.72
66.75
177,354 170,516
475,012 387,153
24. Cost of Goods Sold
This is made-up as follows :
Work-in-Process (Opening)
Materials Consumed (Note: 25)
Factory Overhead (Note: 26)
Total Manufacturing Cost
Work-in-Process (Closing)
Cost of Goods Manufactured
Finished Goods (Opening)
Finished Goods available
Cost of Physician Sample transferred to Sample Stock
Finished Goods (Closing)
Item wise quantity and value of Finished Goods Stock are as follows :
Stock as January 01, 2014
Tablet, Capsule, Suppository & DPI
Liquid, Cream and Ointment, Suspension, IV Fluid, Amino Acid, Ophthalmic,
Nebulizer Solution, Injectable and Inhaler
Active Pharmaceutical Ingredients
Stock as December 31, 2014
Tablet, Capsule, Suppository & DPI
Liquid, Cream and Ointment, Suspension, IV Fluid, Amino Acid, Ophthalmic,
Nebulizer Solution, Injectable and Inhaler
Active Pharmaceutical Ingredients
204,755,943
4,498,531,078
1,735,116,121
6,438,403,142
246,214,085
4,257,643,464
1,493,080,956
5,996,938,505
(171,815,679)
6,266,587,463
(204,755,943)
5,792,182,562
644,005,694
6,910,593,157
629,828,725
6,422,011,287
(174,206,645)
(633,692,189)
6,102,694,323
(126,106,715)
(644,005,694)
5,651,898,878
Unit
Quantity
Value (Tk.)
Million pcs.
518.83
394,979,619
Million pcs.
Kg
6.69
1,867
243,292,676
5,733,399
644,005,694
Million pcs.
426.64
389,211,055
Million pcs.
Kg
6.78
2,450
236,895,019
7,586,115
633,692,189
Notes to the Financial Statements
I Annual Report 2014 I 79
25. Materials Consumed
This is made-up as follows :
Opening Stock
Purchase
Closing Stock
26.
Factory Overhead
This consists of as follows :
Salary & Allowances
Repairs and Maintenance
Insurance Premium
Municipal Tax & Land Revenue
Advertisement
Registration & Renewal
Travelling & Conveyance
Entertainment
Research and Development
Printing & Stationery
Telephone, Internet & Postage
Toll Expense
Electricity, Gas & Water
Training & Conference
Plant Certification and Regulatory Approvals
Depreciation
Other Expenses
Amount in Taka
2014
2013
1,228,275,639
4,332,348,791
(1,062,093,352)
4,498,531,078
1,289,156,749
4,196,762,354
(1,228,275,639)
4,257,643,464
500,724,043
104,500,367
12,514,466
2,021,257
60,222
10,631,435
5,242,079
1,231,794
146,720,695
13,914,877
5,787,905
121,321,879
75,773,777
5,046,880
46,683,540
674,924,448
8,016,457
1,735,116,121
451,123,633
91,719,472
15,542,159
1,582,778
23,570
10,397,369
4,627,240
937,973
136,216,539
12,171,521
4,736,650
127,098,536
65,589,318
4,940,526
38,338,641
520,953,425
7,081,606
1,493,080,956
a)
Salary and allowances include Company’s Contribution to provident fund of Tk. 9,619,537 (in 2013 Tk. 8,531,034).
(b) The value of imported stores and spares consumed is Tk. 67,012,977 is included in repairs & maintenance. This also
includes maintenance of office, premises, vehicles, building, machinery, equipment and other infrastructures.
(c) Other expenses does not include any item exceeding 1% of total revenue.
27. Administrative Expenses
This consists of as follows :
Salary & Allowances
Rent
Repairs and Maintenance
Registration & Renewals
Travelling & Conveyance
Entertainment
Printing & Stationery
Audit Fee
Telephone, Internet & Postage
Electricity, Gas & Water
Legal & Consultancy
AGM, Company Secretarial and Regulatory Expense
Advertisement
Training & Conference
Depreciation
Remuneration to Independent Directors
Other Expenses
80 I Annual Report 2014 I
Notes to the Financial Statements
193,314,218
10,066,000
30,338,920
3,061,050
19,583,051
4,063,944
3,443,447
1,300,000
4,889,150
10,576,720
5,181,653
39,532,229
58,138
7,467,133
26,102,050
140,000
39,644,534
398,762,237
177,266,156
9,879,000
28,111,235
7,262,546
18,280,955
3,749,384
2,926,769
1,200,000
4,682,370
10,715,700
13,779,574
41,284,006
19,126
6,590,078
20,147,370
140,000
29,531,643
375,565,912
(a) Salary and allowances include provident fund contribution of Tk. 5,059,756 (in 2013 Tk. 4,899,089).
(b) Repairs and maintenance includes maintenance of office, premises, vehicles, building, equipment and other infrastructures.
(C) Remuneration is paid to the Independent Directors for attending Board, Audit Committee and Other Meetings.
28. Selling, Marketing and Distribution Expenses
This consists of as follows :
Salary & Allowances
Rent
Repairs and Maintenance
Travelling & Conveyance
Entertainment
Printing & Stationery
Telephone, Internet & Postage
Electricity, Gas & Water
Market Research & New Products
Training & Conference
Insurance Premium
Sample Expense
Promotional Expenses
Literature/News Letter
Registration & Renewals
Export Insurance, Freight and C&F Expenses
Delivery Expense
Depreciation & Amortization
Other Expenses
Amount in Taka
2014
2013
748,845,866
32,948,068
5,719,886
315,983,949
24,724,155
27,433,905
10,021,432
6,900,564
31,046,918
54,556,296
14,527,141
150,637,854
322,661,819
93,314,746
33,079,698
38,333,120
296,368,010
64,083,198
16,065,656
2,287,252,281
699,256,429
22,457,790
5,559,593
293,119,372
21,939,089
26,237,688
8,985,010
6,191,556
27,872,397
53,463,511
17,460,874
144,655,691
303,056,182
84,480,104
32,613,811
60,743,782
266,173,800
48,764,908
15,929,947
2,138,961,534
(a) Salary and allowances include provident fund contribution of Tk. 17,870,356 (in 2013 Tk. 15,749,142).
(b) Delivery expense includes distribution commission on local sales of Formulation and IV Fluid products paid to I & I Services
Ltd., a “ Related Party”.
(c) Repairs and maintenance includes maintenance of office, premises, vehicles, building, equipment and other infrastructures.
(d) Sample expense includes VAT on sample and related dispatch expense.
29. Other Income
This is arrived at as follows :
Interest on FDR & Short term Investment
Dividend Income
Royalty
Exchange Rate Fluctuation Gain / (Loss)
Profit on Sale of Fixed Assets (Note 35)
30.
Finance Cost
This is arrived at as follows :
Interest on Working Capital Loan
Interest on Project / Consortium Loan
Interest on Lease Finance
Interest on Loan from PF, WPPF & Welfare Fund
Other Bank Charges
489,970,647
1,427,955
24,763,177
1,452,991
3,556,877
521,171,647
512,424,678
3,141,501
7,785,736
(17,198,454)
4,434,739
510,588,200
391,510,508
175,227,715
64,812,955
71,225,739
21,538,046
724,314,963
256,763,094
219,205,840
51,362,542
81,687,639
27,567,975
636,587,090
Notes to the Financial Statements
I Annual Report 2014 I 81
31. Contribution To WPPF & Welfare Funds
This represents statutory contribution by the company as per Bangladesh Labour Act (amendment) 2013. The amount is
computed @ 5% of net profit before tax (but after charging such contribution).
32.
Income Tax Expenses
This consists of as follows :
(a) Current Tax
(i) Tax provision for current year (Note 3.9)
(ii) Short provision for earlier year
(b) Deferred Tax Expense (Note 3.9)
33. Earnings Per Share (EPS)
Amount in Taka
2014
2013
421,487,672
15,295,172
436,782,844
144,475,316
581,258,160
305,845,595
18,569,951
324,415,546
364,415,845
688,831,391
(a) Earnings attributable to the Ordinary Shareholders
(b) Weighted average number of Ordinary Shares outstanding
Tk. 1,528,297,573
1,404,762,780
during the year (Note 3.15)
Nos. 367,851,652
367,851,652
Earnings Per Share (EPS) / Adjusted EPS (2013)
Tk. 4.15
3.82
34. Related Party Disclosures
Following transactions were carried out with related parties in the normal course of business on arms length basis:
Name of Related Parties
(a) I & I Services Ltd.
Nature of Transactions
Value of
Transaction in 2014
Balance at
year end
Local Delivery
Distribution Commission
11,749,988,365 1,118,478,352
-
180,454,668
(b) Bangladesh Export Import Co. Ltd.
Short Term Investment & Interest there on
487,367,615 2,475,026,831
The Companies are subject to common control from same source.
35. Particulars of Disposal of Property, Plant and Equipment
The following assets were disposed off during the year ended 31 December 2014:
Particulars of Assets
Cost Accumulated Written Down Sales Price
Profit Mode of Name of Parties
Depreciation
Value
Disposal
Furniture
Transport & Vehicle
573,000
10,623,868
423,000
6,714,953
150,000
- Negotiation Various Individuals
3,908,915 7,465,792 3,556,877 Negotiation Various Individuals
150,000
Tk. 11,196,868
7,137,953
4,058,915 7,615,792 3,556,877
82 I Annual Report 2014 I
Notes to the Financial Statements
36. Payment / Perquisites to Managers and Directors
(a) The aggregate amounts paid to/provided for the Managers and above of the company is disclosed below :
Amount in Taka
2014
2013
Remuneration
Gratuity
Contribution to Provident Fund
Bonus
Medical
Others
Total
143,248,563
5,773,000
6,834,370
11,503,600
4,761,860
30,078,994
202,200,387
129,950,600
5,088,500
6,106,200
10,177,000
3,303,706
29,345,360
183,971,366
(b) The above includes salary, allowances, and perquisites amounting Tk. 14,357,819 paid to the Managing Director.
(c) This also includes Tk. 140,000 paid to Independent Directors for attending Board, Audit Committee and other meetings.
(d) Excepting as stated above (c) no board meeting fee was paid to any directors.
(e) No amount of money was expended by the company for compensating any member of the board for special services
rendered.
37. Production Capacity and Utilization
Item
Unit
Production Capacity
Actual Production Capacity Utilization
Tablet, Capsule, Suppository & DPI Million Pcs
4,052.70 3,973.90
3,265.76 3,287.61 80.58% 82.73%
2014
2013
2014
2013
2014
2013
Liquid, Cream and Ointment,
Suspension, IV Fluid, Amino Acid,
Ophthalmic, Nebulizer Solution,
Injectable and Inhaler
Million Pcs
94.03
87.62
72.30
68.88 76.96% 78.61%
Production does not include goods manufactured under contract manufacturing arrangement from third party’s’ manufacturing
sites.
38. Capital Expenditure Commitment
There was no capital expenditure contracted but not incurred or provided for at 31 December 2014.
39.
Finance Lease Commitment
At 31 December 2014, the company had annual commitment under finance leases as set out below :
Leases expiring within 1 year
Leases expiring within 2-5 years (inclusive)
40. Claim not Acknowledged as Debt
127,491,016
292,808,104
Tk. 420,299,120
There was no claim against the company not acknowledged as debt as on 31 December 2014.
41. Un-availed Credit Facilities
There is no credit facilities available to the company under any contract, not availed of as on 31 December 2014 other than
trade credit available in the ordinary course of business.
Notes to the Financial Statements
I Annual Report 2014 I 83
42. Payments Made in Foreign Currency :
Foreign Currency (Equivalent US $)
Taka
Import of Machinery, Equipments & Spares
Import of Raw & Packing Material
Regulatory Fees & Other Expenses
19,632,001
32,616,240
3,931,702
1,535,222,423
2,559,722,504
304,597,508
No other expenses including royalty, technical expert and professional advisory fee, interest, etc. was incurred or paid in foreign
currencies except as stated above.
43. Foreign Exchange Earned / Received :
(a) Collection from Export Sales equivalent US $ 6,760,141
(b) Royalty US $ 175,624
44. Commission / Brokerage to selling agent :
No commission was incurred or paid to any sales agent nor any brokerage or discount other than conventional trade discount
was incurred or paid against sales.
45. Contingent Liability
The company has a contingent liability aggregating Tk. 149,032,289 against disputed income tax claims for the year 1999,
2007, 2008, 2010 and 2013. The company has filed Income Tax Reference cases with the High Court Division of the supreme
court against this claims.
There is also a disputed VAT claim aggregating Tk. 144,113,691 against the company. The Company own the verdict of the
Appellate Tribunal in it’s favour. The concerned authority filed appeal to the honorable High Court against this verdict. Additionally,
there are claims of custom duty aggregating Tk. 22,507,358 against the indemnity bond issued by the company in connection
with import of certain plant and machinery. The company has filed writ petitions against these claims.
If any liability arises on disposal of the cases, the company shall provide for such liability in the year of final disposal.
The company also has a contingent liability to the extent of Tk. 148,347,357 for third party corporate gurantee favoring Standard
Bank Ltd. Dhanmondi Branch for Beximco Engineering Limited.
46. Events after The Reporting Period
(a) The directors recommended 10% cash (i.e. Tk. 1 per share) and 5% Stock dividend (i.e. 5 shares for every 100 shares held)
for the year 2014. The dividend proposal is subject to shareholders’ approval at the forthcoming annual general meeting.
(b) The Company has entered into a loan agreement with BHF-Bank Aktiengesellahaft, Frankfurt, Germany to borrow up to US
$ 51.559 million to partially finance the purchase of new plant & machinery to expand its production facilities.
Excepting above, no circumstances have arisen since the date of Statement of Financial Position which would require
adjustment to, or disclosure in, the financial statements or notes thereto.
47.
Financial Risk Management
The management of company has overall responsibility for the establishment and oversight of the company’s risk management
framework. Risk management policies, procedures and systems are reviewed regularly to reflect changes in market conditions
and the company’s activities. The company has exposure to the following risks for its use of financial instruments.
- Credit risk
- Liquidity risk
- Market risk
84 I Annual Report 2014 I
Notes to the Financial Statements
47.01 Credit Risk
Credit risk is the risk of a financial loss to the company if a customer or counterparty to a financial instrument fails to meet its
contractual obligations and arises principally from the company’s receivables. Management has a credit policy in place and
exposure to credit risk is monitored on an ongoing basis. As at 31 December 2014 substantial part of the receivables are those
from its related company and subject to insignificant credit risk. Risk exposures from other financial assets. i.e. Cash at bank
and other external receivables are nominal.
47.02 Liquidity Risk
Liquidity risk is the risk that the company will not be able to meet its financial obligations as they fall due. The company’s
approach to managing liquidity (cash and cash equivalents) is to ensure as far as possible, that it will always have sufficient
liquidity to meet its liabilities when due under both normal and stressed conditions without incurring unacceptable losses or
risking damage to the company’s reputation. Typically, the company ensures that it has sufficient cash and cash equivalent
to meet expected operational expenses including financial obligations through preparation of the cash flow forecast with due
consideration of time line of payment of the financial obligation and accordingly arrange for sufficient liquidity/fund to make the
expected payment within due date. In extreme stressed conditions the company may get support from the related company in
the form of short term financing.
47.03 Market Risk
Market risk is the risk that any change in market prices such as foreign exchange rates and interest will affect the company’s
income or the value of its holdings financial instruments. The objective of market risk management is to manage and control
market risk exposures within acceptable parameters.
(a) Currency risk
The company is exposed to currency risk on certain revenues and purchases such as revenue from foreign customers and
import of raw material, machineries and equipment. Majority of the company’s foreign currency transactions are denominated in
USD and relate to procurement of raw materials, machineries and equipment from abroad. The company have received foreign
currency loan which shall be repaid in foreign currency.
(b) Interest rate risk
Interest rate risk is the risk that arises due to changes in interest rates on borrowing. The foreign currency loan is subject to
floating rates of interest. Local loans are, however, not significantly affected by fluctuations in interest rates. The company has
not entered into any type of derivative instrument in order to hedge interest rate risk as at the reporting date.
Salman F Rahman
Vice Chairman
Dhaka
27 April, 2015
Nazmul Hassan
Managing Director
Ali Nawaz
Chief Financial Officer
Notes to the Financial Statements
I Annual Report 2014 I 85
Beximco Pharma’s New Corporate Website
Beximco Pharma has launched its website following extensive research, planning and design. The new website gives you a
completely diffrent look with user friendly features.
www.beximcopharma.com
www.beximcopharma.com
86 I Annual Report 2014 I
#
BEXIMCO PHARMACEUTICALS LIMITED
17 Dhanmondi R/A, Road No. 2, Dhaka-1205, Bangladesh
Proxy Form
I/We ______________________ ___________ ___________ ___________ of ___________ ___________ ______________
___________ ___________ ___________ ___________ __being a member of Beximco Pharmaceuticals Limited hereby appoint
Mr./Ms. ___________ ___________ ___________ ___________ ________of ___________ ___________ ___________
___________ ___________ ___________ as my/our proxy to attend and vote for me/us on my/our behalf at the 39th Annual General
Meeting of the Company to be held on Saturday, the 13th June, 2015 at 10.30 a.m. at Beximco Industrial Park, Sarabo, Kashimpur,
Gazipur and at any adjournment thereof.
As witness my/our hand this ___________ __________________ ___________ day of June, 2015.
Signed by the said in presence of ___________ ___________ ___________ ___________ ___________ ___________________
Revenue
Stamp
Tk. 20.00
___________________
(Signature of the Proxy)
____________________ __
Signature of the Shareholder(s)
Dated: ___________ ___
Register Folio / BOID No. : ___________ ___________ ___________ ___________ __
____________________
(Signature of the Witness)
Dated: __________________
Note: A member entitled to attend and vote at the Annual General Meeting may appoint a Proxy to attend and vote in his/her stead. The
Proxy Form, duly stamped, must be deposited at the Registered Office of the Company not later than 48 hours before the time fixed
for the meeting.
Signature Verified
_______________
Authorised Signatory
#
BEXIMCO PHARMACEUTICALS LIMITED
SHAREHOLDERS’ ATTENDANCE SLIP
I/We hereby record my/our attendance at the 39th Annual General Meeting being held on 13th June, 2015 at 10.30 a.m.
at Beximco Industrial Park, Sarabo, Kashimpur, Gazipur.
Name of Member(s)________________________ _______________________________________________________
Register Folio/BOID No _____________________________________________________________________________
holding of _____________ _________________ ordinary Shares of Beximco Pharmaceuticals Limited
N.B. 1. Please note that the AGM can only be attended by the honourable shareholder or properly constituted Proxy. Therefore, any
______________________
Signature(s) of Shareholder(s)
friend or children accompanying with honourable Shareholder or Proxy cannot be allowed into the meeting.
I Annual Report 2014 I 87
2. Please present this slip at the reception desk.
Corporate Information
Operational Headquarters
19 Dhanmondi R/A, Road # 7
Dhaka- 1205, Bangladesh
Phone : +880-2-58611001
Fax : +880-2-58614601
E-mail : info@bpl.net
Website : www.beximcopharma.com
Legal Advisor
Rafique-ul Huq
Barrister-at-Law
47/1 Purana Paltan
Dhaka-1000, Bangladesh
Corporate Headquarters
Auditors
17 Dhanmondi R/A, Road # 2
Dhaka- 1205, Bangladesh
Phone : +880-2-58611891
Fax : +880-2-58613470
E-mail : beximchq@bol-online.com
Factory
Tongi Unit
126 Kathaldia, Tongi, Gazipur
Bangladesh
Kaliakoir Unit
Plot No. 1070/1083, Mouchak
Kaliakoir, Gazipur
Bangladesh
Stock Exchange Listing
Dhaka Stock Exchange Ltd.
Chittagong Stock Exchange Ltd.
AIM of London Stock Exchange plc (GDRs)
Public Relations
IMPACT PR
Apartment # A-1, House # 17,
Road # 4, Gulshan-1,
Dhaka-1212, Bangladesh
FTI Consulting LLP
200 Aldersgate
Aldersgate Street, London EC1A 4HD
United Kingdom
M. J. Abedin & Co.
Chartered Accountants
National Plaza (3rd Floor)
109, Bir Uttam C. R. Datta Road
Dhaka- 1205, Bangladesh
Banker
Janata Bank Ltd.
Local office
1 Dilkusha C/A
Dhaka- 1000, Bangladesh
For GDRs
Nominated Advisor
SPARK Advisory Partners Limited
5 St. John's Lane, EC1M 4BH,
LONDON, UK
2 Wellington Place, LS1 4AP, LEEDS, UK
Broker
Daniel Stewart & Company PLC
Becket House, 36 Old Jewry,
London EC2R 8DD, UK
Custodian
HSBC
Anchor Tower, 1/1-B, Sonargaon Road
Dhaka- 1205, Bangladesh
Depository Bank
The Bank of New York Mellon
101 Barclay Street
New York, NY 10286
www.beximcopharma.com
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