Linking.. Annual Report 2015 D.G. KHAN CEMENT COMPANY LIMITED Innovation Evolution Excellence Energy Bonds Efficiency Ethics Human Resource Creativity Timeliness Effectiveness Economy Machines Idea Governance Opportunities Reporting Possibilities Commitment Imagination Transparency Monitoring Linking Possibilities Building Bonds Contents About Company Vision & Mission 03 Objectives & Values 04 Company Introduction 05 Company Information 07 Geographical Presence 09 Products & Other Information 10 SWOT Analysis 12 Organogram 13 Group Companies 14 Governance Governance Framework 17 Code of Conduct for Directors 19 Code of Conduct for Employees 21 Policy on Level of Materiality 25 Whistleblower Policy 26 Terms of Reference of Audit Committee 28 Terms of Reference of HRR Committee 28 Human Resource Management 29 Statement on Environment 29 MIS & IT Governance 29 Quality Management 30 Corporate Social Responsibility 31 Stakeholders’ Engagement 32 Pattern of Shareholding 35 Categories of Shareholders 39 Information Under Listing Regulation No.5.19.11(x) 40 Attendance of Members in Meetings 42 Director Training Status 42 Board Audit Committee Report 43 Statement of Compliance with the Code of Corporate Governance 44 Review Report to the Members on Statement of Compliance with the Code of Corporate Governance 46 Notice of Annual General Meeting 48 Management and its Review Managements’ Profile 55 Directors’ Report 58 Analysis Six Years Data 71 Six Years Important Ratios 72 Vertical Analysis of Balance Sheet 77 Vertical Analysis of Profit & Loss Account 78 Horizontal Analysis of Balance Sheet 81 Horizontal Analysis of Profit & Loss Account 82 Statement of Value Addition 85 Quarter Wise Analysis 86 Du Pont Analysis 87 Investments 89 Share Price Sensitivity Analysis 93 Financial Statements Auditors’ Reports to the Members 98 Financial Statements 99 Consolidated Financial Statements Directors’ Report 160 Auditors’ Reports to the Members 162 Consolidated Financial Statements 163 Glossary of Terms 235 Jama Ponji Ad 236 Form of Proxy 238 Linking Excellence To Commitment About the Company Vision Statement To transform the Company into a modern and dynamic cement manufacturing company with qualified professionals and fully equipped to play a meaningful role on sustainable basis in the economy of Pakistan. Mission Statement To provide quality products to customers and explore new markets to promote/ expand sales of the Company through good governance and foster a sound and dynamic team, so as to achieve optimum prices of products of the Company for sustainable and equitable growth and prosperity of the Company. DG CEMENT 04 Objectives Penetrate Local & Exports Markets Leader in use of Cutting Edge technology Cost Saving Through Innovation Committed Employees Broad Base & Satisfied Suppliers Better Returns to Shareholders Environment Friendly Operations Strong Supply Chain Safe Workplace Values Ethics Adherence to Legal Framework Transparent Reporting Equitable Compensation Discipline ANNUAL REPORT 2015 05 Company Introduction DG Khan Cement Company Limited (DGKC) is part of Nishat group. It is one of the largest cement manufacturers in Pakistan. Having its head office at Lahore, Punjab its manufacturing facilities are located at Dera Ghazi Khan, Punjab (DGK) and Khairpur, District Chakwal, Punjab (KHP). Plants capacity is 6,700 tonnes per day clinker each, thereby making the total of 13,400 tpd. Annualised clinker production touches to 4.02 million tones and annualised cement production is about 4.221 million tones. DGKC is one of the blue chip companies of Pakistan listed on all the three stock exchanges of the country. Its sales network is composed of more than 2000 nation-wide dealers. Company also remained successful in foreign markets of Afghanistan, India, SriLanka, Ethiopia, Mozambique, Mauritius etc. DGKC hold about 10-12% share in domestic and exports markets. In respect of production capacity DGKC is about 9% of total country's capacity but with its efficient plants the utilisation is among the top plants of country. The Company is always in a leading role for state of the art technology, innovation, and business success. Company's historical operational and financial performances and other details can be easily accessible at www.dgcement.com. Pakistan Cement Industry The South of Pakistan is consisted of Balochistan and Sindh while North is composed of Punjab, Khyber Pakhtunkhwa, FATA, PATA, Gilgit-Baltistan. Total cement industry of Pakistan is at 43 million tones of annual clinker production and about 45.6 million tones of annualised cement production. In North there are about 19 cement plant units of 14 players with annualised cement production capacity of about 37 million tones (81% of total country capacity). South is having about 5 players with annualised cement production capacity of about 8.6 million tones (19% of total country capacity). DGKC Brief History Incorporated in Lahore under management control of State Cement Corporation of Pakistan Limited in 1978 with factory at Dera Ghazi Khan. Started commercial production in April 1986 with capacity of 2,000 TPD. Acquired by NIshat Group in May 1992 and got listed on stock exchanges. Optimisation of 200 TPD in 1993-94. Capacity addition of 3,300 TPD in 1998. Capacity addition of 1,200 TPD in 2005. A separate plant at Khaipur, District Chakwal with capacity of 6,700 TPD was established in 2007. DG CEMENT 06 Linking the Lines Plants Make Main Plant UBE Industries of Japan F.L.Smidth of Denmark. DGK Power Unit Niigata of Japan Wartsila of Finland KHP Power Unit Wartsila of Finland WHR Plant DGK Nanjing Turbine Electricity Machinery Group Company WHR Plant KHP F.L.Smidth of Denmark. RDF Plants Vecoplan of Germany Elden of Germany ANNUAL REPORT 2015 07 Company Information Board of Directors Mrs. Naz Mansha Chairperson Mian Raza Mansha Chief Executive Mr. Khalid Niaz Khawaja Mr. Khalid Qadeer Qureshi Mr. Farid Noor Ali Fazal Mr. Shahzad Ahmad Malik Ms. Nabiha Shahnawaz Cheema Audit Committee Mr. Khalid Niaz Khawaja Member/chairman Mr. Khalid Qadeer Qureshi Member Ms. Nabiha Shahnawaz Cheema Member Human Resource & Mr. Khalid Qadeer Qureshi Member/Chairman Remuneration Committee Mian Raza Mansha Member Ms. Nabiha Shahnawaz Cheema Member Management Mian Raza Mansha Chief Executive Officer Mr. Aftab Ahmad Khan Director Finance Dr. Arif Bashir Director Technical & Operations Mr. Farid Noor Ali Fazal Director Marketing Mr. Inayat Ullah Niazi Chief Financial Officer Company Secretary Mr. Khalid Mahmood Chohan Local Bankers Allied Bank Limited Meezan Bank Limited Askari Bank Limited National Bank of Pakistan Bank Alfalah Limited NIB Bank Limited Bank Al-Habib Limited Samba Bank Limited Bank Islami Pakistan Limited Soneri Bank Limited Citibank N.A. Standard Chartered Bank Deutsche Bank AG (Pakistan) Limited Dubai Islamic Bank Silk Bank Limited Faysal Bank Limited The Bank of Punjab Habib Bank Limited Limited United Bank Limited Habib Metropolitan Bank MCB Bank Limited External Auditors A.F. Ferguson & Co., Chartered Accountants Cost Auditors Qadeer & Company, Chartered Accountants Legal Advisors Mr. Shahid Hamid, Bar-at-Law DG CEMENT 08 Contact Us Registered Office Nishat House, 53-A, Lawrence Road, Lahore-Pakistan UAN: 92 42 111 11 33 33 Fax: 92 42 36367414 Email: [email protected] web site: www.dgcement.com Factory 1. Khofli Sattai, Distt., Dera Ghazi Khan-Pakistan Phone: 92-641-460025-7 Fax: 92-641-462392 Email: [email protected] 2. 12, K.M. Choa Saidan Shah Road, Khairpur, Tehsil Kallar Kahar, Distt. Chakwal-Pakistan Phone: 92-543-650215-8 Fax: 92-543-650231 Share Registrar THK Associates (Pvt) Ltd Head Office, Karachi Ground Floor, State Life Building No. 3, Dr. Zia Uddin Ahmed Road, Karachi Tel: (021) 111 000 322 Fax: (021) 35655595 Branch Office, Lahore 2nd Floor, DYL Motorcycles Ltd. Office Building, Plot No. 346 Block No. G-III, KhokarChowk,Main Boulevard, Johar Town, Lahore Tel: (042) 35290577, Fax (042) 35290667 For Investors’ Information, Comments, Inquiries, Complaints: Mr. Inayat Ullah Niazi Mr. Khalid Mehmood Chohan Chief Financial Officer Company Secretary E-mail: [email protected] E-mail: [email protected] Phone: 0092 42 111 11 33 33 Phone: 0092 42 111 11 33 33 ANNUAL REPORT 2015 09 Linking up the Geographies Mayamar Maldives Seychelles Comoros Mauritius DG CEMENT 10 Products Ordinary Portland & Sulphate Resistant Quality Standards Plant Capacity OPC PS 232:2008(R) Grade 43 DG Khan Site 6700 TPD PS 232:2008(R) Grade 53 Khairpur Site 6700 TPD Assured compliance with: ASTM C-150 Type I ISO Certifications BS 12:1996 EN 197-1/2000 CEM I 42.5 N/R IS No. 12269:1987 Grade 53 ISO-9001-2000 SRC ISO-14001 PS 612-1989 (R) Assured compliance with: BSS 4027 1996 ASTM C-150 Type V Sales Offices Lahore, Multan, Dera Ghazi Khan Captive Power Generation Capacity Karachi, Rawalpindi DGK Gas fired 25.5 MW DGK F-Oil fired 23.84 MW KHP Dual fuel 33 MW Over 2000 Nationwide Dealers DGK WHR 10.4 MW KHP WHR 8.6 MW Export Countries Captive Power Generation During FY15 Afghanistan, India, Kenya, DGK 192,181,860 KWH Madagascar, Maldives, Mozambique, Seychelles, KHP 126,050,000 KWH Sri Lanka, Tanzania ANNUAL REPORT 2015 Linking Opportunities SWOT Analysis Strengths Opportunities • Excellent credibility & creditworthiness. • Taping foreign markets through exports. • Strong brand name. • Establishing manufacturing facilities in • Economies of scale. attractive foreign markets, specially in • Extensive dealer network. African continent. • Easy access to financial markets. • Market in Southern