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27Th Annual Report, 2019

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27Th Annual Report, 2019 Contents Contents LETTER OF TRANSMITTAL 3 27TH AGM NOTICE 4 ABOUT MCML About the Company 8 Board of Directors 10 Vision & Mission Statements 12 Code of Conduct 13 Overall Strategic Objec�ves 14 Quality Policy and Environmental Policy 15 Company in Brief 16 Performance in the Last 5 Years 17 DIRECTORS’ PROFILE 18 MESSAGE FROM CHAIRMAN 26 STATEMENT OF MANAGING DIRECTOR 28 DIRECTORS‘ REPORT TO SHAREHOLDERS 32 cwiPvjKgÛjxi cÖwZ‡e`b 52 GOVERNANCE REPORTS 72 CG Compliance Cer�fica�on 79 Status Report on CG Code 80 AUDITORS’ REPORT TO THE SHAREHOLDERS Independent Auditors’ Report to the Shareholders 90 Statement of Financial Posi�on 95 Statement of Comprehensive Income 96 Statement of Changes in Equity 97 Statement of Cash Flow 98 Notes to the Financial Statements 99 Cer�fica�on and Ac�vi�es at a Glance 134 KEY FINANCIAL HIGHLIGHTS & SHAREHOLDINGS 142 Key Financial Highlights 143 Shareholdings Status 144 GLIMPSES OF 26TH AGM 145 PROXY FORM 147 cÖwZwbwa dig 148 Annual Report 2019 2 Meghna Cement Mills Ltd. Letter of Transmittal Letter of Transmittal All Shareholders of Meghna Cement Mills Ltd. (MCML) Bangladesh Securi�es and Exchange Commission (BSEC) Registrar of Joint Stock Companies and Firms (RJSC) Dhaka Stock Exchange Limited (DSE) Chi�agong Stock Exchange Limited (CSE) Bangladesh Investment Development Authority (BIDA) Na�onal Board of Revenue (NBR) Annual Report of Meghna Cement Mills Ltd. (MCML) for the year ended on 30 June 2019. Dear Sir(s), We are pleased to enclose herewith a copy of MCML’s Annual Report together with the audited financial statements as on 30 June 2019, statement of financial posi�on, statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the year ended 30 June 2019 along with notes thereto of MCML for your kind informa�on and record. General review of this, unless explained otherwise, is based on the financials of the ‘MCML’. Best regards. Yours sincerely, M. Naseemul Hye FCS Company Secretary Annual Report 2019 3 Meghna Cement Mills Ltd. AGM Notice 27th AGM Notice Annual Report 2019 4 Meghna Cement Mills Ltd. AGM Notice Registered Office: 125/A, Block-A, Bashundhara R/A, Dhaka-1229 NOTICE OF THE 27th ANNUAL GENERAL MEETING No�ce is hereby given that the 27th Annual General Mee�ng of the Shareholders of Meghna Cement Mills Ltd. will be held on Thursday, 19 December 2019 at 10:30a.m. at “Gulnaksha”, Interna�onal Conven�on City Bashundhara (ICCB Hall No.- 1), Kuril Bishwa Road, Dhaka-1229 to transact the following business: AGENDA 1. To receive, consider and adopt the Directors’ Report, Auditors’ Report and the Audited Accounts of the Company for the Financial Year ended on 30 June 2019; 2. To declare and approve the Dividends for the Financial Year ended on 30 June 2019; 3. To elect the Directors; 4. To appoint Auditors for the Financial Year 2019-2020 and to fix their remunera�on. By Order of the Board of Directors Date: 03 December 2019 M. Naseemul Hye FCS Company Secretary NOTES: i. The Record Date of the Company has been fixed on 02/12/2019. Members whose names appeared in the Company's Member register (cer�ficated and depository) at the close of business on the Record Date be en�tled to a�end the Annual General Mee�ng and to receive the dividends; ii. Any member en�tled to a�end and vote at the Annual General Mee�ng may appoint a proxy on his/her behalf provided that such proxy must be a member of the company. The Proxy Form (a�ached with the Annual Report) must be affixed with revenue stamp of Tk. 20/- and should be deposited at the Share Office of the Company not later than 72 hours before the �me fixed for the Mee�ng; iii. Members are requested to no�fy the changes of their addresses including email addresses (if any), through their respec�ve Depository Par�cipants well in �me; iv. Admission to the mee�ng venue will be strictly on produc�on of the a�endance slip and verifica�on of the signature(s) of Members(s) and/or Proxy-holder(s). No children will be allowed in the AGM Venue; v. In compliance with the BSEC’s No�fica�on No. SEC/SRMI/2000-953/1950 dated 24 October 2000 “(c) no benefit in cash or kind, other than in the form of cash dividend or stock dividend, shall be paid to the holders of equity securi�es.” for a�ending the AGM of the Company; vi. In case of non-receipt of the Annual Report of FY 2018-2019 of this Company sent through the email, Shareholders may collect the same from the Share Department of the Company by submi�ng wri�en request. The Annual Report is uploaded on the Company’s website at: www.meghnacement.com. Annual Report 2019 5 Meghna Cement Mills Ltd. 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AÎ †Kv¤úvbxi †iKW© †WU 02/12/2019Bs Zvwi‡L wba©viY Kiv n‡q‡Q| D³ Zvwi‡L †h mKj †kqvi‡nvìviM‡Yi bvg AÎ †Kv¤úvbxi m`m¨ ewn‡Z (mvwU©wd‡K‡UW/wW‡cvwRUix) AšÍf~©³ _vK‡e Zuviv AÎ †Kv¤úvbxi 27Zg evwl©K mvaviY mfvq †hvM`vb Ges jf¨vsk cÖvwßi Rb¨ †hvM¨ e‡j we‡ewPZ n‡eb| 2. 27Zg mfvq Dcw¯’Z _vKvi Rb¨ I †fvU `v‡bi Rb¨ ‡hvM¨ †h †Kvb m`m¨ Zvi cwie‡Z© Ab¨ †Kvb m`m¨‡K cÖw· (Proxy) wnmv‡e wb‡qvM cÖ`vb Ki‡Z cvi‡eb| cÖw· (Proxy) di‡g 20/- UvKv g~j¨gv‡bi ‡iwfwbD ÷¨v¤ú mshy³ K‡i Zv h_vh_fv‡e c~iY-c~e©K evwl©K mfv ïiæ nevi AšÍZ 72 N›Uv c~‡e© AÎ †Kv¤úvbxi †kqvi Awd‡m Rgv cÖ`vb Ki‡Z n‡e| 3. m¤§vwbZ ‡kqvi‡nvìviM‡Yi wVKvbv (B-‡gBj wVKvbvmn) cwieZ©b welqK Z_¨vw` (hw` _v‡K) mswkøó Depository Par�cipants Gi gva¨‡g AÎ †Kv¤úvbx‡K h_vmg‡q AewnZ Kivi Rb¨ Aby‡iva Kiv hv‡”Q| 4. m`m¨MY A_ev cÖw·MY nvwRiv w¯ø‡c cª`Ë ¯^vÿi hvPvB mv‡c‡ÿ evwl©K mvaviY mfvi K‡ÿ cÖ‡ek Ki‡Z cvi‡eb| evwl©K mvaviY mfv¯’‡j wkï‡`i Avbqb bv Kivi Rb¨ we‡kl fv‡e Aby‡iva Kiv hv‡”Q| 5. evwl©K mvaviY mfvq Ask MÖn‡Yi wel‡q weGmBwm-Gi wb‡`k©bv bst SEC/SRMI/2000-953/1950 dated 24th October 2000-G ewY©Z aviv (C) Abyhvqx Rvbv‡bv hv‡”Q †h “no benefit in cash or kind, other than in the form of cash dividend or stock dividend, shall be paid to the holders of equity securi�es”. 6. B-‡gB‡ji gva¨‡g †cÖwiZ 2018-2019 Avw_©K erm‡ii evwl©K cÖwZ‡e`b †Kvb m¤§vwbZ †kqvi‡nvìvi bv †c‡j mswkøó AÎ †Kv¤úvbxi †kqvi wefvM n‡Z Zv msMÖn Kiv hv‡e| GQvov evwl©K cÖwZ‡e`b weeiYx AÎ †Kv¤úvbxi I‡qemvBUt www. meghnacement.com-G cÖ`vb Kiv n‡q‡Q| Annual Report 2019 6 Meghna Cement Mills Ltd. About MCML About MCML Annual Report 2019 8 Meghna Cement Mills Ltd. About MCML About the Company Meghna Cement Mills Ltd. is the first manufacturing unit of Bashundhara Group and it is one of the largest cement industries in the country producing nearly 1 million metric tons a year. This organiza�on was established in 1992 on the bank of Pashur River and in the industrial zone of Mongla Port on 9.83 acres of land to produce Protland cement. MCML has an excellent communica�on facility connec�ng all parts of the country through river and roads. MCML has started its commercial operta�on on 15th January 1996. The Meghna Cement Mills Ltd is an Interna�onal Standard Organiza�on (ISO 9001: 2008) cer�fied company having accredita�on of manufacturing products for both domes�c and interna�onal markets. The company is listed with both Dhaka and Chi�agong Stock Exchanges, the two bourses of the country since 1995 and 1996 respec�vely. The company markets its product under the registered trade mark "King Brand Cement". KING BRAND CEMENT enjoys market superiority providing best cement to the customers through its uninterrupted distribu�on channel, strong human resource management with decades of experience.
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