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Apex Tannery Limited

38th Annual General Meeting of the Company held on 23rd September, 2014

A partial view of the Shareholdes at the 38th Annual General Meeting


Apex Tannery Limited

A partial view of the Shareholders at the 38th Annual General Meeting

2 Annual Report 2015


Apex Tannery Limited

C O N T E N T S
Our Vision, Mission, Values and Objectives 04
Corporate Directory 05
Directors and Management Team 06
Directors Profile 07
Report of the Directors 10
Financial Highlights 18
Financial Highlights (Graphical presentation) 19
Statement of Value Addition 20
Report on Corporate Social Responsibilities (CSR) 21
Report on Corporate Governance 23
Corporate Governance Compliance Report 26
Pattern of Shareholding 33
Audit Committee Report 34
Auditors Report 37
Statement of Financial Positon 38
Statement of Comprehensive Income 39
Statement of Cash Flow 40
Statement of Changes in Equity 41
Notes to the Financial Statements 42
Notice of the AGM 59
Attendance slip and Proxy form 61

Annual Report 2015 3


Apex Tannery Limited

OUR VISION, MISSION, VALUES AND OBJECTIVES


Our Vision
Our vision is to attain 100% customer satisfaction world wide through continual quality improvement of our
products.

Our Mission
To understand and satisfy customers wants and needs, we always try to add value, reduce costs and provide
innovative thinking for improvement of our product quality, with world class compliance and working standards.

Our Values
To our customers we offer
A commitment to provide best quality product and timely delivery
Production of world-class quality leather, meet the requirements of customers with competitive price and
up to date fashion trends
Quick response to the expectations of our valued customers in terms of quality and product development

To our employees we offer


A desirable and rewarding place to work
Provide motivation for team work and career development
The opportunity to grow to employees maximum potential
Sufficient offsite and on the job training

To our shareholders we offer


Attractive return with minimum risk of their investment
A commitment to continuous improvement and adding value through all activities and managing
resources
OUR VISION, MISSION, VALUES AND OBJECTIVES

To our suppliers we offer


Easy terms of trade
Payment within due time

Our Objectives
100% on time delivery of the services to our valued customers
100% accuracy in documentation
100% customers acceptance of our services as valid and usables in accordance with their requirements
Overall reduction of cost by 2% every year
Reduction of customer complaints by 10% every year.

4 Annual Report 2015


Apex Tannery Limited

CORPORATE DIRECTORY
BOARD OF DIRECTORS
Chairman
Syed Manzur Elahi
Managing Director
Md. Rahmatullah
Directors
Syed Nasim Manzur
Md. Hedayetullah
Md. Fayekuzzaman
Faruq Ahmad Siddiqi
Sayed Alamgir Farrouk Chowdhury
AUDIT COMMITTEE
Chairman
Faruq Ahmad Siddiqi
CORPORATE GOVERNANCE AUDITOR
Members
Syed Nasim Manzur ARTISAN
Md. Hedayetullah Chartered Accountants
Sayed Alamgir Farrouk Chowdhury CHIEF FINANCIAL OFFICER
MANAGEMENT COMMITTEE Anup Kumar Mukherjee
Chairman TAX ADVISER
Syed Manzur Elahi
Khandker Fazlul Quadir
Members
Md. Rahmatullah LEGAL ADVISER
Md. Hedayetullah Mohsen Rashid
Ansarul Islam Advocate, Supreme Court
M. Abdul Majed
Anup Kumar Mukherjee BANKERS
HUMAN RESOURCES COMMITTEE Agrani Bank Ltd.
Amin Court Corp. Branch, Motijheel C/A,
Chairman Dhaka-1000
Md. Hedayetullah
REGISTERED OFFICE
Members 127 Hazaribagh T/A
CORPORATE DIRECTORY

Ansarul Islam
Dhaka-1209
M. Abdul Majed
Anup Kumar Mukherjee FACTORY
Md. Golam Sarwar
Unit I
COMPANY SECRETARY 127 Hazaribagh T/A,
Jagadish Kumar Bhanja Dhaka-1209
AUDITORS Unit II
Chowdhury Bhattacharjee & Co. Shafipur
Chartered Accountants Kaliakoir, Gazipur

Annual Report 2015 5


Apex Tannery Limited

DIRECTORS AND MANAGEMENT TEAM

Syed Manzur Elahi Md. Rahmatullah


Chairman Managing Director

Syed Nasim Manzur Md. Hedayetullah Md. Fayekuzzaman


Director Director Director

Faruq Ahmad Siddiqi Sayed Alamgir Farrouk Chowdhury M. Abdul Majed


DIRECTORS AND MANAGEMENT TEAM

Independent Director Independent Director Executive Director

Ansarul Islam Anup Kumar Mukherjee Jagadish Kumar Bhanja


Executive Director Chief Financial Officer Company Secretary

6 Annual Report 2015


Apex Tannery Limited

DIRECTORS PROFILE

Syed Manzur Elahi Md. Rahmatullah


Chairman Managing Director

Chairman Chairman
Apex Footwear Ltd. Parliamentary Standing committee for
Apex Investments Ltd. ministry of Information (2009 to till date)
Quantum Consumer Solutions Ltd. Pioneer Insurance Company Ltd.
Blue Ocean Footwear Ltd. F B Footwear Ltd.
Apex Pharma Ltd. Footbed Footwear Ltd.
Grey Advertising Bangladesh Ltd.
Managing Director
Daichipex Textile Mills Ltd.
Director
Apex Property Development Ltd.
International Publications Ltd. (Financial Express)
Pioneer Insurance Co. Ltd. Member
Mutual Trust Bank Ltd. Central working committee, Bangladesh
Awami League
Trustee Parliamentary Standing Committee on
East West University Ministry of Liberation War Affairs
Parliamentary Public Accounts committee
Other Activities Bangladesh Jatiya Sangshad (1986, 1988,
Former Advisor, Caretaker Government of 1996, 2008 to till date)
Bangladesh, 1996 and 2001 Senate, Dhaka University
Former Director, Bangladesh Krishi Bank
Former Director, Export Promotion Bureau Chief Adviser
Former Director, Bangladesh Bank Bangladesh Finished Leather, Leather goods
and Footwear Exporters Association
Former President, Metropolitan Chamber of
Dhaka Mahanagar Samity (Dhaka Samity)
Commerce and Industry
Former Director, Sonali Bank Founder
Former President, Bangladesh Employers A. K. M. Rahmatullah University College,
Association
DIRECTORS PROFILE

Beraid, Gulshan, Dhaka


Roushan Ara Girls High School, Beraid,
Education Gulshan, Dhaka
B. A. (Distinction) in 1962 from St. Xaviers
College, Kolkata & M. A. (Economics) in 1964 Education
from Dhaka University. Bachelor of Arts from Chittagong University.

Annual Report 2015 7


Apex Tannery Limited

DIRECTORS PROFILE

Syed Nasim Manzur Md. Hedayetullah


Director Director

President Chairman
Metropolitan Chamber of Commerce and Industry Hedayetullah Securities Ltd.
(MCCI)
Executive Committee of Mutual Trust Bank Ltd.
Chairman
Landmark Footwear Ltd. Managing Director
RMM Power and Energy Ltd.
Managing Director
Apex Footwear Ltd. Director
Founding Director Mutual Trust Bank Ltd.
Apex Footwear Ltd. Daichipex Textile Mills Ltd.
Quantum Consumer Solutions Ltd. Apex Property Development Ltd.
Blue Ocean Footwear Ltd.
FB Footwear Ltd.
Apex Investments Ltd.
Guardian Life Insurance Ltd. Footbed Footwear Ltd.

Director Education
Apex Pharma Ltd. B.Sc (Honors) in Leather Technology from the British
Grey Advertising Bangladesh Ltd. School of Leather Technology, Northampton, UK
Apex Enterprise Ltd. & M. A. in international Business from Webster
Pioneer Insurance Co. Ltd. University, Regents College, London, United
International Publications Ltd. Kingdom.
Bangladesh Association of Publicly Listed
Companies (BAPLC)
FRIENDSHIP (An Internationally acclaimed Non
Government Organization which provides health and
educational service in remote and inaccessible chars of
the northern region of the Country)
Bangladesh Business Limited
DIRECTORS PROFILE

Independent Director
Western Marine Shipyard Ltd.

Education
Graduated in Economics in Entrepreneurial
Management from the Wharton School of the
University of Pennsylvania, USA in 1990.

8 Annual Report 2015


Apex Tannery Limited

DIRECTORS PROFILE

Md. Fayekuzzaman Faruq Ahmad Siddiqi Sayed Alamgir Farrouk Chowdhury


Director Independent Director Independent Director

Chairman Former Chairman Retired Secretary to the Govt. of


ICB Capital Management Ltd. Bangladesh Securities and Exchange Bangladesh
Ministry of Health and Family Welfare
Managing Director Commission (March 2006 to March
Investment Corporation of Bangladesh (ICB) Ministry of Commerce
2009) Ministry of Local Government
Director
Industrial and Infrastructure Development Retired secretary to the Govt. of Former President
Finance Company Ltd. (IIDFC) Bangladesh (2002 to 2006) National Tennis Federation
Bangladesh Development Bank Ltd. (BDBL)
Standard Bank Ltd. Ministry of Education Former Vice President
British American Tobacco Bangladesh Ltd. Ministry of Commerce Bangladesh National Football and
(BATB)
Ministry of Post & Telecommunication Cricket Federation
Linde Bangladesh Ltd.
GlaxoSmithKline Bangladesh Ltd. Member of National Board of Revenue
ACI Ltd. Former Chairman
Renata Ltd. Selection Committee for the Bangladesh
Credit Rating Information and Services Ltd. Education National Cricket and Soccer teams
(CRISL) B. A. (Hons). M. A. English Language and
Credit Rating Agency of Bangladesh Ltd. Former Commissioner
(CRAB) Literature from the University of Dhaka. Rajshahi Division
Bangladesh Institute of Capital Market (BICM)
Central Depository Bangladesh Ltd. (CDBL) Former Director General
National Tea Company Ltd. Industries and Food
Apex Footwear Ltd.
SBL Capital Management Ltd. Former Advisor
Member Bangladesh Enterprise Institute and
The Institute of Bankers, Bangladesh (IBB) FBCCI
Bangladesh Krishi Gobeshona Endowment
Trust (BKGET) Former Partite consultant
CIDA, CUTS, EU, DFID, Oxford Policy
Past Responsibilities Management, OPM, USAID
Deputy Managing Director, Agrani Bank Ltd.
General Manager, Investment Corporation of Education
Bangladesh (ICB)
Masters Degree in Economics from
Education
DIRECTORS PROFILE

University of Dhaka in 1964 and Masters


B. Com (Hons), M.Com in Management. Post
Graduation Studies in Investment Planning, Degree in Economics from Williams
Appraisal and management of Development College, USA in 1978.
Finance Institution from Bradford University,
United Kingdom. Attended Cambridge
Leadership Program organized by the
University of Cambridge, United Kingdom
and Leadership Essential Program arranged
by the Columbia University, USA.

Annual Report 2015 9


Apex Tannery Limited

12 Annual Report 2015


Apex Tannery Limited

DIVIDENDS
During the year EPS of your Company was Taka 6.25. Directors decided in the Board Meeting held on August
16, 2015 to recommend dividend of Taka 4.50 per share of Taka 10/- each. After your approval in this General
Meeting, the dividend will be paid to the Shareholders.

EMPLOYMENT
Although the labour situation in the RMG sector was unsatisfactory, if not violent sometimes, the labour
environment in the leather sector was quiet. Labour relation in your Company was cordial and morale of the
workers was high. The breakdown of your Companys human resources are:

This Year Previous Year


Total Total

Workers 657 733

Staff 179 181

Management 32 32

INDUSTRY OUTLOOK AND POSSIBLE FUTURE DEVELOPMENTS


The recession in Europe continues, which adversely affected the demand for leather, and, as explained last year,
we explored China and found to our satisfaction that the demand for leather in China is satisfactory due to the
rise of the middle class. Purchasing power in China has increased dramatically, with their government pushing
it further. Consequently, the demand for our leather has increased amongst the local shoe industry in China.

RISKS AND CONCERNS


During the year, the international and local media were highly critical of the environmental situation in
Hazaribagh, which we feel is justified. Nowhere in the world, a tannery will be allowed to function without their
own Effluent Treatment Plant (ETP) or a Centralized Effluent Treatment Plant (CETP). We are certain that without
a CETP there is no future for this sector. We feel that if we do not relocate to Savar by end of next year, Europe
and even China will stop importing any leather from Bangladesh. In other words, the sooner we relocate to
Savar, the better for the Company and the Country.
We have been assured by the Government of Bangladesh that the CETP will be fully functional by middle of
2016. Your Company started the construction of the new tannery in Savar about 06 (six) months ago and the
progress of construction is satisfactory. Hopefully, we will be able to go into commercial production by June,
2016.
REPORT OF THE DIRECTORS

Annual Report 2015 13


Apex Tannery Limited

14 Annual Report 2015


Apex Tannery Limited

DIRECTORS ELECTION
Mr. Syed Manzur Elahi and Mr. Syed Nasim Manzur retire from the Board in terms of Articles of Association,
and being eligible, offer them for re-election. The Board of Directors nominated Mr. Sayed Alamgir Farrouk
Chowdhury for appointment as an Independent Director, his appointment require approval in this AGM
according to BSEC Corporate Governance Notification.

BOARD MEETINGS AND ATTENDANCE


During the year four Board Meetings were held and the attendance by each Director was as follow:
Name of Directors No. of Meetings Attended
Syed Manzur Elahi 4
Md. Rahmatullah 4
Syed Nasim Manzur 3
Md. Hedayetullah 4
Md. Fayekuzzaman 4
Faruq Ahmad Siddiqi 4
Sayed Alamgir Farrouk Chowdhury 1
The Directors who could not attend the meetings were granted leave of absence.

AUDIT COMMITTEE
The Audit Committee was set up to review the financial results, audit and compliance with the statutory and
regulatory requirements. The Committee recommended to the Board of Directors, the appointment of the
Companys auditors and reviewed the scope of internal audit. Audit committee report is annexed. The Audit
Committee was formed by following Directors:

1. Faruq Ahmad Siddiqi, Independent Director Chairman


2. Mr. Syed Nasim Manzur, Director Member
3. Mr. Md. Hedayetullah, Director & Head of Internal Audit Member
4. Sayed Alamgir Farrouk Chowdhury, Independent Director Member

CORPORATE & FINANCIAL REPORTING


The Company has complied with all the requirements of Corporate Governance as required by the Bangladesh
Securities and Exchange Commission:
Accordingly the Directors are pleased to confirm the following:
(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
Companys state of affairs, the results 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 the preparation of financial statements
and the accounting estimates are based on reasonable and prudent judgment.
REPORT OF THE DIRECTORS

(d) The International Accounting Standards, as applicable in Bangladesh, have been followed in preparation of
financial statements.
(e) The systems of internal control are sound and have been effectively implemented and monitored.
(f ) The company has carried on transactions with Apex Footwear Limited, Mutual Trust Bank Ltd and Pioneer
Insurance Company Limited in the normal course of business.
(g) There are no significant doubts upon the Companys ability to continue as a going concern.
(h) The key operating and financial data for last five years is annexed.

Annual Report 2015 15


Apex Tannery Limited

16 Annual Report 2015


Apex Tannery Limited

SHARE HOLDING
In accordance with the requirement of the Bangladesh Securities and Exchange Commission, pattern of
shareholdings as of 30th June 2015 are given in Annexure I.

REMUNERATION OF DIRECTORS
in accordance with the requirement of the Bangladesh Securities and Exchange Commission, remuneration of
directors for the year ended 30th June 2015 are given in note number 38.

CORPORATE GOVERNANCE COMPLIANCE REPORT


In accordance with the requirement of the Bangladesh Securities and Exchange Commission, Corporate
Governance Compliance Report is annexed.

EXTERNAL AUDITORS APPOINTMENT


M/S Chowdhury Bhattacharjee & Co., Chartered Accountants, Auditors retires at this Annual General Meeting.
M/S. Malek Siddiqui Wali, Chartered Accountants, Auditors offer themselves for appointment for the year 2015-
2016. The Board of Directors recommends M/S. Malek Siddiqui Wali, Chartered Accountants for appoinment.

ACKNOWLEDGEMENT
The Directors take this opportunity to acknowledge the continued support and efforts of all members of the
company, as well as all customers, suppliers and associates during the past year. Our performance would not
have been possible without their support.


On behalf of the Board,

August 16, 2015 Syed Manzur Elahi


Dhaka. Chairman.

REPORT OF THE DIRECTORS

Annual Report 2015 17


Apex Tannery Limited

FINANCIAL HIGHLIGHTS
Taka in thousand

Particulars 2015 2014 2013 2012 2011

Sales 3,771,638 3,793,167 3,248,799 3,067,208 2,515,867


Gross profit 273,390 225,764 253,309 271,157 225,046
Profit before tax 117,843 106,931 126,047 131,981 119,361
Net profit after tax 95,269 84,024 100,157 107,676 96,843
Authorized capital 500,000 500,000 500,000 500,000 500,000
Issued and paid up capital 152,400 152,400 152,400 152,400 152,400
Property, plant & equipment 270,134 277,953 280,531 241,175 209,719
Investment & Non Current Assets 608,940 375,989 323,791 283,146 218,508
Current assets 1,144,001 1,109,035 1,112,356 1,313,429 1,394,792
Current liabilities 542,389 313,070 311,474 525,849 651,702
Net current assets 601,612 795,965 800,882 787,580 743,090
Dividend 68,580 68,580 60,960 53,340 45,720
Earnings per share (Taka) 6.25 5.51 6.57 7.07 6.35
Dividend per share (Taka) 4.50 4.50 4.00 3.50 3.00
Market value per share at year end (Taka) 110.70 142.60 86.70 103.10 136.20
Net Asset value per share (Taka) 73.48 71.67 69.38 66.44 60.10
Net operating cash flow per share (Taka) 6.05 4.97 31.12 9.35 (4.48)
Price earnings Ratio (Times) 17.71 25.88 13.20 14.58 21.43
Dividend yield ratio (%) 4.07 3.16 4.61 3.39 2.20
FINANCIAL HIGHLIGHTS

Current ratio 2.11 3.54 3.57 2.50 2.14


Quick ratio 1.14 2.10 2.28 1.00 0.99
Return on Shareholders Fund (%) 8.87 8.02 9.77 11.01 10.57
Interest coverage ratio 3.23 3.70 3.34 2.79 2.95

18 Annual Report 2015


Apex Tannery Limited

FINANCIAL HIGHLIGHTS (GRAPHICAL PRESENTATION)

Profit before tax (Tk. in million)

Net profit after tax (Tk. in million)

Net asset value per share (Tk.) at year end

Market value per share (Tk.) at year end

FINANCIAL HIGHLIGHTS (GRAPHICAL PRESENTATION)


Return on Shareholders fund (%)

Components of EPS (Tk.)

Net operating income


Net other income

Annual Report 2015 19


Apex Tannery Limited

STATEMENT OF VALUE ADDITION


Taka in thousand
Year Ended Year Ended
June 30, 2015 June 30, 2014
Value added
Sales 3,771,638 3,793,167
Bought in materials and services (3,479,616) (3,544,679)
292,022 248,488
Other income 56,456 62,064
Available for distribution 348,478 310,552

Distribution of value addition


To Government (Income Tax) 23,066 06.62% 24,770 07.98%
To Employees & Workers (Salary, wages and other benefits) 200,408 57.51% 185,026 59.58%
To Banks (Interest and charges) 30,227 08.67% 18,595 05.99%
To Shareholders (Dividend) 68,580 19.68% 68,580 22.08%
322,281 92.48% 296,971 95.63%
Retained for reinvestment and future growth 26,197 07.52% 13,580 04.37%
348,478 100.00% 310,552 100.00%

Employees & workers


To Banks
To Shareholders
Retained for reinvestment
To Government
STATEMENT OF VALUE ADDITION

Distribution of Value Addition in 2014-2015

Employees & workers


To Banks
To Shareholders
Retained for reinvestment
To Government
Distribution of Value Addition in 2013-2014

20 Annual Report 2015


Apex Tannery Limited

REPORT ON CORPORATE SOCIAL RESPONSIBILITIES

Executive Director M. A. Majed handing


over a cheque for financial assistance
to Rozina Begum of Hazaribagh for her
daughter marriage.

Executive Director M. A. Majed


handing over a cheque for financial
assistance to Kohinur Begum of
Hazaribagh for her daughter marriage.

REPORT ON CORPORATE SOCIAL RESPONSIBILITIES

Executive Director M. A. Majed


handing over a cheque for financial
assistance to Golam Mahiuddin of
Hazaribagh for his treatment.

Annual Report 2015 21


Apex Tannery Limited

The Company gifted an air cooler


to the Pashchimpara Mosque at
Chandertake, Beraid, Badda, Dhaka.

Executive Director M. A. Majed


handing over a cheque for financial
assistance to Safiullah of Hazaribagh
for his treatment.
REPORT ON CORPORATE SOCIAL RESPONSIBILITIES

Executive Director M. A. Majed


handing over a cheque for financial
assistance to Faruq Hossain (office
assistant of the Company) for his
sons treatment.

22 Annual Report 2015


Apex Tannery Limited

REPORT ON CORPORATE GOVERNANCE


Corporate Governance clearly defines the rights and responsibilities of the Board of Directors, Management,
Shareholders and other Stakeholders. The Board supports Management, Internal and External Auditors and
other related parties including the Shareholders. A good corporate reputation is the most valuable and
competitive asset of a company. Apex Tannery Limited believes in the continued improvement of corporate
governance. The Board of Directors and the Management Team of Apex Tannery Limited is committed to
maintaining effective Corporate Governance through a culture of accountability and transparency.
Board of Directors
The Board of Directors comprises of 07 (Seven) members including two Independent Directors. All Directors
have sound knowledge in the area of tannery, managerial expertise and sound academic and professional
knowledge. They are well conversant with corporate governance.
Appointment of Board Members
The Directors of the Board are appointed by the Shareholders in the Annual General Meeting who are
accountable to the Shareholders.
Appointment of Independent Director
The Board of Directors in its 38th Annual General Meeting held on September 23, 2014 appointed an
Independent Director. In selecting Independent Director, the Company always looked for an individual who
possesses experience, strong inter personal skills and independence. Independent Director is considered by
the Board to be independent of the Company and free of any business or other relationship that could interfere
with the exercise of his independent judgment. The Board believes that his experience and knowledge assists
in providing both effective and constructive contribution to the Board.
The Role of the Chairman and Managing Director
Position of the Chairman and Managing Director (CEO) are clearly identified. The Chairman is responsible for
leading the Board and its effectiveness. The Managing Director serves as the Chief Executive of the Company.
Audit Committee
The Audit Committee was established as a sub-committee of the Board and has jurisdiction over Apex Tannery
Limited. The audit committee is comprised of four members of the Board including two Independent Directors
one of them is the Chairman of the Committee. The Audit Committee assists the Board.

Company Secretary
Jagadish Kumar Bhanja has been appointed as the Company Secretary of the Company. He provides legal
matters to the Board. Among other functions, the Company Secretary:
Bridges between the Board of Directors and Shareholders on strategic and statutory decision
Acts as a quality assurance agent in all information towards the Shareholders and Board
REPORT ON CORPORATE GOVERNANCE

Is responsible for ensuring that the appropriate Board procedures are followed
Acts as the Disclosure Officer of the Company and monitors the compliance of the Acts, rules,
regulations, notifications, guidelines, orders/directives etc. issued by the Bangladesh Securities and
Exchange Commission, Stock Exchange (s) applicable to the conduct of the business activities of the
Company
The Company Secretary keeps the records of the Companys compliance/noncompliance status of the
conditions imposed by BSEC which has been shown in the compliance report on BSEC Notification.

Chief Financial Officer


Anup Kumar Mukherjee has been appointed as the Chief Financial Officer of the Company. He looks after the
overall financial affairs of the Company. Among other functions, the Chief Financial Officer:

Annual Report 2015 23


Apex Tannery Limited

Prepares quarterly and annually financial statements


Financial reporting procedures in line with the requirement of Bangladesh Accounting Standards
Reports financial position of the Company in its Board meeting

Financial Reporting and Transparency


Financial Statements have been prepared in line with the International Accounting Standards, Bangladesh
Accounting Standards and other legislations as applicable in Bangladesh. Timely publication of quarterly and
annual financial statements with comprehensive details beyond the statutory requirement.

Compliance with Applicable Rules and Regulations


The Companys business activities are guided and supervised by local laws and regulations:
The Companies Act 1994
The Bangladesh Securities and Exchange Commission
Listing rules of Dhaka and Chittagong Stock Exchange Limited
Bangladesh Accounting Standards

Purchase Committee
A purchase committee is functioning with a group of executives, headed by a senior most executive to examine
the purchase proposal of goods. Among others, the followings are the main responsibilities of the Committee:
To evaluate the received proposal and find out the effectiveness of each proposal
To prepare a report on the basis of evaluation of the purchase proposal with recommendation and
sent to concerned departments for obtaining approval from the competent authority
To supervise the entire activities of procurement

Statutory Audit

Statutory Audit of the Company is governed by the Companies Act 1994. The Company Act provides guidelines
for the appointment, scope of work and retirement of auditors. Shareholders appoint auditors and fix their
remuneration in the Annual General Meeting.

Internal Audit
Internal Audit support the Company to achieve its objectives by bringing a systematic, disciplined approach to
evaluate and improve the effectiveness of its risk management and control. Internal Audit activity is governed
by the Internal Team, which is approved by the Board.
REPORT ON CORPORATE GOVERNANCE

Internal Control
The Company has an Internal Audit department consisting of five members and headed by the Head of Internal
Auditor. The Internal control system is maintained and reviewed by an internal audit function that reports to
Management and the Audit Committee.
Internal Control mechanism is built by the Companys systems and procedures to reduce the risk of error and fraud.
It may be able to reduce the risk that financial statement contains. The Board of Directors ensures sound internal
control to provide reasonable assurance regarding the achievement of the Company objectives in the areas of:
Effectiveness and efficiency of operations
Reliability of financial reporting
Compliance with laws and regulations

24 Annual Report 2015


Apex Tannery Limited

Code of Conduct
Apex Tannery Limited has adopted Codes of Conduct for securing good business ethics and conduct in all
aspects of the Companys activities. The Code of Conduct is properly communicated to and with all employees
and other activities, and is strictly required to abide by it.

Management Committee
The day- to- day Management of the Company is entrusted with the Managing Director and the Management
Committee. The Management Committee serves the interest of the Company and achieves sustainable growth.
The members of the Management Committee are jointly accountable for the entire management of the
Company and decide on the basic issues of business policy and corporate strategies.

Restrictions on dealing in the Companys share by insiders


The Company has established policy relating to trading shares by the Directors, employees and other insiders.
The securities laws also impose restrictions on similar sort of transaction.

Group Term Life Insurance Policy


The Board of Directors has approved for Group Term Life Insurance Policy for employees of Apex Tannery
Limited with Prime Islami Life Insurance Company Limited.

Going Concern
The Company has adequate resources to continue operational existence for the future. For this reason, the
Company continues to adopt the going concern basis in preparing the financial statements.

Communication with Shareholders


Shareholders
Accountable to
Board of Directors
Accountable to

Management

The Company encourages communication with shareholders throughout the year and welcomes their
participation at shareholders meeting. The Company is transparent with the stakeholders of the Company.
Four times each year, Apex Tannery Limited reports to its shareholders regarding its business, financial position
and earnings. These include:
REPORT ON CORPORATE GOVERNANCE

Quarterly and Annual financial statements


Annual General Meeting
Price Sensitive Disclosures and other disclosures to the BSEC and Stock Exchanges

In additional information, the Company is under a legal and regulatory requirement to publish via the widly
forcasted daily Bangla and English newspapers. Apex Tannery Limited believes in transparency and accountability
to the society as a whole through establishment of an efficient and effective Corporate Governance procedure.

Annual Report 2015 25


Apex Tannery Limited

CORPORATE GOVERNANCE COMPLIANCE REPORT


Status of compliance with the conditions imposed by the Commissions Notification No. SEC/CMRRCD/2006-158/134/
Admin/44 dated 07th August 2012 issued under section 2CC of the Securities and Exchange Ordinance, 1969 (Report under
Condition No. 7.00)

Condition Compliance Remarks


Title
No. status (If any)
1 Board of Directors:
1.1 Boards Size: The ATL Board is comprised of
The number of the Board members shall not be less than 5 (five) Complied 07 (Seven) Directors
and more than 20 (twenty);
1.2 Independent Director:
(i) At least one fifth (1/5) of total number of directors shall There are two Independent
be Independent Director; Directors in the Board of ATL
Complied namely: Mr. Faruq Ahmad
Siddiqi and Mr. Sayed Alamgir
Farrouk Chowdhury
(ii) For the purpose of this clause independent director
means a director; Complied

(ii) a) Does not hold any share or holds less than 1% shares of The Independent Directors
Complied
the total paid-up shares of the Company; declared their compliances.
(ii) b) Who is not a sponsor and not connected with any
sponsor/director/ shareholder who hold 1% or more
Complied DO
shares of the total paid-up shares on the basis of family
relationship;
(ii) c) Does not have any other relationship, whether pecuniary
or otherwise, with the company or its subsidiary/ Complied DO
associated companies;
(ii) d) Not a member, director or officer of any stock exchange; Complied DO
(ii) e) Not a shareholder, director or officer of any member of
Complied DO
stock exchange or an intermediary of the capital market;
(ii) f ) Not a partner or an executive or was not a partner or an
executive during the preceding 3 (three) years of any Complied DO
statutory audit firm;
(ii) g) Not be an independent director in more than 3 (three)
Complied DO
listed companies;
CORPORATE GOVERNANCE COMPLIANCE REPORT

(ii) h) Not been convicted by a court of competent jurisdiction


as a defaulter in payment of any loan to a bank or a Non- Complied DO
Banking Financial Institution (NBFI);
(ii) i) Not been convicted for a criminal offence involving moral
Complied DO
turpitude;
(iii) Nominated by the Board of Directors and approved by
Complied In practice
the shareholders in the AGM;
(iv) The post of Independent Director can not remain vacant There was no vacancy in the
for more than 90 (ninety) days; Complied position of Independent
Director
(v) Board shall lay down a code of conduct of all Board Every Director signed and
members and annual compliance of the code to be Complied confirmed as to its compliance
recorded;
(vi) Tenure of office of an Independent Director shall be for The Independent Directors are
a period of 3 (three) years, which may be extended for 1 Complied in their first term of office
(one) term only;

26 Annual Report 2015


Apex Tannery Limited

Condition Compliance Remarks


Title
No. status (If any)
1.3 Qualification of Independent Director:
(i) Shall be a Knowledgeable individual with integrity who is
able to ensure compliance with financial, regulatory and Qualification and background
Complied
corporate laws and can make meaningful contribution to justified
the business;
(ii) Should be a Business Leader/Corporate Leader/
Bureaucrat/University Teacher with Economics or
Existing Independent Directors
Business Studies or Law background/Professionals
are Bureaucrat having more
like Chartered Accountants, Cost and Management Complied
than 12 (Twelve) years of
Accountants, Chartered Secretaries. Must have at least
experience
12 (twelve) years of corporate management/professional
experiences;
(iii) In special cases the above qualifications may be relaxed Not
subject to prior approval of the Commission; applicable
1.4 Chairman of the Board and CEO:
Chairman and CEO shall be filled by different individuals. Chairman
Both are different individuals.
shall be elected from among the Directors. The Board of Directors
Complied The roles and responsibilities
shall clearly define respective roles and responsibilities of the
are approved by the Board
Chairman and the CEO.
1.5 The Directors Report to Shareholders:
(i) Industry outlook and possible future developments in The Directors report complies
Complied
the industry; with the Guidelines
(ii) Segment-wise or product-wise performance; Complied Do
(iii) Risks and Concerns; Complied Do
(iv) Discussion on cost of goods sold, Gross Profit Margin and
Complied Do
Net profit Margin;
(v) Discussion on continuity of any Extra-ordinary gain or
Complied Do
loss;
(vi) Disclosure for related party transactions; Complied Do
(vii) Utilization of proceeds from public issues, rights issues Not
and/or through any others; applicable
(viii) Explanation if the financial results deteriorate after the
Not
company goes for IPO, RPO, Rights Offer and Direct
applicable
Listing;
(ix) Explanation about significant variance occurs between
The Directors Report Complies
Quarterly Financial performance and Annual Financial Complied
with the Guideline

CORPORATE GOVERNANCE COMPLIANCE REPORT


Statements;
(x) Remuneration to directors including independent
Complied Disclosed in the annual report
directors;
(xi) Fairness of financial statement; Complied
(xii) Maintenance of proper books of account; Complied
(xiii) Application of appropriate accounting policies and
Complied
estimates;
(xiv) Followed IAS, BAS, IFRS, and BFRS in preparation of the
Complied
financial statements;
(xv) Soundness of internal control system; Complied
(xvi) Ability to continue as a going concern; Complied
(xvii) Significant deviations from the last year; Complied
(xviii) Key operating and financial data of at least preceding
Complied
5(five) years;
(xix) Reasons for not declared dividend; Dividend has been declared
Complied and mentioned in the Directors
Report

Annual Report 2015 27


Apex Tannery Limited

Condition Compliance Remarks


Title
No. status (If any)
(xx) Number of Board meetings held during the year and Disclosed in the Directors
Complied
attendance; Report
(xxi) Pattern of shareholdings and name wise details disclosing Disclosed in the Annual Report
Complied
aggregate number of shares;
(xxi) a) Parent/Subsidiary/Associated Companies and other
Complied Do
related parties (Name wise Details);
(xxi) b) Directors, CEO, CS, CFO, HIA and their spouses and minor
Complied Do
children (Name wise details);
(xxi) c) Executives (name wise details); Complied Do
(xxi) d) Shareholders holding ten percent (10%) or more voting
Complied Do
interest (Name wise details);
(xxii) Director appointment/re-appointment; Complied Do
(xxii) a) A brief resume of the director; Complied Do
(xxii) b) Expertise in specific functional areas; Complied Do
(xxii) c) Holding the directorship and the membership of
Complied Do
committees of the board other than this company;
2 Chief Financial Officer (CFO), Head of Internal Audit (HIA),
Company Secretary (CS):
1 The company shall appoint a Chief Financial Officer The Company has appointed
(CFO), a Head of Internal Audit (Internal Control and CFO, CS, and Head of Internal
Compliance) and a Company Secretary (CS). The Board Audit. There are clearly defined
of Directors should clearly define respective roles, Complied roles, responsibilities and
responsibilities and duties of CFO, The Head of Internal duties which approved by the
Audit and the CS; Board as per requirement of
BSEC notification
2 The Chief Financial Officer (CFO) and the Company
Secretary (CS) of the Company shall attend the meetings Complied In practice
of the Board of Directors;
3 Audit Committee:
(i) The company shall have an Audit Committee as a sub-
Complied Already in place
committee of the Board of Directors;
(ii) Assistance of the Audit Committee to the Board of
Complied In practice
Directors;
(iii) The Audit Committee shall be responsible to the Board
of Directors. The duties of the Audit Committee shall be Complied In practice
clearly set forth in writing.;
3.1 Constitution of the Audit Committee:
CORPORATE GOVERNANCE COMPLIANCE REPORT

(i) Compositions (At least three members should be in The Audit Committee is
Complied
Audit Committee); composed of 4 (four) members
(ii) Appointment of Members of the Audit Committee The members of the Audit
(Members should be appointed by the Board with at Committee appointed by
least one Independent Director); Complied the Board who are Directors
including 02 (two) Independent
Directors
(iii) Qualification of Members of the Audit Committee Based on the academic
(Members should be financially literate and at least one qualification and professional
(01) member shall have accounting or related financial experiences, the Board
management experience); reviewed and considered
that all the existing members
Complied
of the Audit Committee are
Financially Literate and
they have Related Financial
Management experience as
per BSEC notification

28 Annual Report 2015


Apex Tannery Limited

Condition Compliance Remarks


Title
No. status (If any)
(iv) Casual vacancy in the Audit Committee shall be filled by
Complied
the Board;
(v) The Company Secretary shall act as the Secretary of the
Complied In practice
committee;
(vi) The quorum of the Audit Committee (AC) meeting shall
not constitute without at least 1 (one) Independent Complied In practice
Director;
3.2 Chairman of the Audit Committee:
(i) The Board of Directors shall select 1 (one) member Mr. Faruq Ahmad Siddiqi
of the Audit Committee to be Chairmen of the Audit appointed as Independent
Committee, who shall be an Independent Director; Complied Director who is also the
Chairman of the Audit
Committee
(ii) Chairman of the Audit Committee shall remain present in In practice
Complied
the Annual General Meeting (AGM);
3.3 Role of the Audit Committee:
(i) Oversee the financial reporting process; Complied In practice
(ii) Monitor choice of accounting policies and principles; Complied In practice
(iii) Monitor Internal Control Risk management process; Complied In practice
(iv) Oversee hiring and performance of external auditors; Complied In practice
(v) Review the annual financial statements before In practice
Complied
submission to the board for approval;
(vi) Review the quarterly and half yearly financial statements In practice
Complied
before submission to the board for approval;
(vii) Review the adequacy of internal audit function; Complied In practice
(viii) Review statement of significant related party In practice
Complied
transactions;
(ix) Review Management Letters/ Letter of Internal Control In practice
Complied
weakness issued by statutory auditors;
(x) Disclosure about the uses/ applications of funds raised Not
by IPO/RPO/ Right Issue; applicable
3.4.1 Reporting of the Audit Committee:
(i) The Audit Committee shall report on its activities to the In practice
Complied
Board of Directors;

CORPORATE GOVERNANCE COMPLIANCE REPORT


(ii) a) Report on conflicts of interest to the Board of Directors; Not There was no reportable case
applicable of conflict of interest in 2015
((ii) b) Will report any suspected or presumed fraud or
irregularities or material defect in the internal control Complied Do
system to the Board;
((ii) c) Will report any suspected infringement of laws, including Not
Do
securities related laws, rules and regulations to the Board; applicable
((ii) d) Will report any other matters which shall be disclosed to Not
Do
the Board of Directors immediately; applicable
3.4.2 Reporting to the Authorities (BSEC):
Not
If any materials impact on the financial condition & results of Do
applicable
operation, unreasonably ignored by the management;
3.5 Reporting to the Shareholders and General Investors: The Audit Committee report
Report on activities carried out by the Audit Committee, including disclosed in the Annual Report
any report made to the Board of Directors under condition 3.4.1 and signed by the Chairman of
Complied
(ii) above during the year, shall be signed by the Chairman of the the Committee
Audit Committee and disclosed in the annual report of the issuer
company;

Annual Report 2015 29


Apex Tannery Limited

CEO AND CFOs CERTIFICATION TO THE BORAD

Dated : 16 August, 2015

The Board of Directors


Apex Tannery Limited
127, Hazaribagh T/A
Dhaka-1209

Dear Sir,
(1) We have reviewed financial statements of the company for the year ended 30th June, 2015 and to the best
of our knowledge and belief.

(a) These statements do not contain any materially untrue statements or omit any material fact or contain
statements that might be misleading.
(b) These statements together present true and fair view of the companys affairs and are in compliance
with Bangladesh Accounting Standards (BAS) and other applicable laws.

(2) There are, to the best of our knowledge and belief, no transaction entered into by the company during the
year which is fraudulent, illegal or violation of the companys code of conducts.

Md. Rahmatullah Anup Kumar Mukherjee FCA


Chief Executive Officer Chief Financial Officer

CEO AND CFOs CERTIFICATION TO THE BORAD

Annual Report 2015 31


Apex Tannery Limited

ARTISAN BSEC BHABAN (Level-10),


102, Kazi Nazrul Islam Avenue
Kawran Bazar, Dhaka-1215
CHARTERED ACCOUNTANTS
Tel: 028189885
Mobile # 01922 797851

Certificate of Compliance to the Shareholders of


APEX TANNERY LIMITED
On the Conditions of Corporate Governance Guidelines

We have reviewed the statement of compliance of Conditions of Corporate Governance guidelines
prepared by the Management of APEX TANNERY LIMITED to comply with the Notification No. SEC/
CMRRCD/2006-158/134/Admin/44 dated 7th August 2012 of Bangladesh Securities and Exchange
Commission (BSEC).
The responsibility for compliance with the Conditions of Corporate Governance Guideline is that of the
Board of Directors of the company. Our responsibility is to review, to the extent where such compliance
can be objectively verified, whether the statement of compliance reflects the status of the Companys
compliance with the provisions of the conditions of Corporate Governance guidelines and report if it does
not.
Based on our review, we certify that nothing has come to our attention except as stated in status
of Compliance statement which causes us to believe that the Statement of Compliance does not
appropriately reflect the Companys compliance, in all material respects, with the best practices contained
in the Conditions of Corporate Governance as applicable to the Company for the year ended June 30,
2015.
Certificate of Compliance to the Shareholders

Md. Selim Reza FCA FCS


Dhaka, 17 August 2015 Partner
ARTISAN
Chartered Accountants

PATTERN OF SHAREHOLDING
As of June 30, 2015

32 Annual Report 2015


Apex Tannery Limited

Summary of Activities
The Audit Committee carried out the following activities during the financial year ended June 30, 2015

Regulatory Compliance
The Committee examined whether the Companys procedures are in place to ensure compliance with
the laws and regulations framed by the regulatory Authorities (BSEC, DSE , CSE and RJSC)
Internal regulations approved by the Board of Directors.

The Company is duly following the rules and regulations of the Regulatory bodies and also strictly follows
areas with conflict of interest. The Committee was satisfied that the Company substantially complied with these
regulatory requirements

Financial Reporting
The Committee assisted the Board of Directors and the management to carryout their responsibilities of
preparing true and fair financial statements in accordance with the books of accounts and Bangladesh
Accounting Standards by:
Reviewing the adequacy and effectiveness of the internal control system and procedures in order to
provide reasonable assurance that all transactions are accurately and completely recorded in the books
of account.
Reviewing the integrity of the process by which financial statements are prepared from the books of
account
Reviewing the process by which compliance of provision of Bangladesh Accounting Standards.

The Committee also reviewed:

The quarterly, annual and interim financial statements of the Company prior to recommending them
for the approval by the Board.
The annual audited financial statements of the company with external auditors prior to submission
to the Board for approval. The review focused particularly on changes of accounting policy and
compliance with applicable accounting standards as adopted in Bangladesh and other legal &
regulatory requirements.

Internal Control
The Committee examined whether the management has set up the appropriate compliance culture across the
Company in order to ensure that all employees have a clear understanding of their roles and responsibilities.
The Committee reviewed the arrangements made by the management for building up a suitable Management
Information System (MIS) including computerized systems and its applications thereof.
AUDIT COMMITTEE REPORT

Internal Audit
The Committee reviewed and discussed the relevant reports of special investigations which were submitted
by the Audit Team. They are as follows:
The annual audit plan for adequacy of scope and comprehensive coverage of these activities of the
Company.
the audit programs, resources requirements for the year and assessed the performance of the internal
audit functions

Annual Report 2015 35


Apex Tannery Limited

The internal audit reports, audit recommendations and management responses to these
recommendations and actions taken to improve the system of internal control and procedures.
Exercise Internal Audit of Apex Tannery Limited. Review the effectiveness of Internal Audit functions
including performance and compliance with professional standards. Examine audit findings and
material weakness and monitor implementation of audit action plans.
The Committee advised the management to take effective steps for rectification of all the lapses and weaknesses
identified by internal audit and to take utmost care, so that such weaknesses and lapses shall not be repeated in
future. Department heads attended the meetings when their reports were discussed.

External Audit
The Committee met with the external auditors at the conclusion of the annual audit and exchanged views on
their Audit Report. The Committee reviewed the findings and recommendations made by the external auditors
in order to remove the weaknesses as detected in the external auditing process.
The Committee reviewed the performance of the External Auditors and recommended to the Board on their
appointment and fees.

Approval of Financial Statements


The Audit Committee reviewed and examined the Annual Financial Statements 2015 prepared by the
Management and audited by the External Auditors Choudhury Bhattacharjee & Co., Chartered Accountants
and recommended to place the same before the Board for consideration.
The Board approved the same at its 274 th meeting held on 16th August 2015.

Acknowledgement
The Audit Committee expressed of sincere thanks to the Chairman and members of the Board, management
and the Auditors for their support in carrying out its duties and responsibilities effectively.

On behalf of the Audit Committee,

Faruq Ahmad Siddiqi


Chairman of Audit Committee
AUDIT COMMITTEE REPORT

36 Annual Report 2015


Apex Tannery Limited

AUDITORS REPORT
To The Shareholders of Apex Tannery Limited

We have audited the accompanying Financial statements of Apex Tannery Limited which comprises the
statement of financial position as of 30 June, 2015 statement of Comprehensive Income, Statement of Changes
in Equity and Statement of Cash Flows for the year then ended and a summary of significant accounting policies
and other explanatory notes.

Managements Responsibilities for the Financial Statements


Management is responsible for the preparation and fair presentation of these financial statements in accordance
with Bangladesh Financial Reporting Standards (BFRS), the Companies Act 1994, the Securities and Exchanges
Rules 1987 and other applicable laws and regulations. This responsibility includes: designing, implementing,
and maintaining internal control relevant to the preparation and fair presentation of financial statements
that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate
accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our
audit in accordance with Bangladesh Standards on Auditing (BSA). Those standards require that we comply
with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial
statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on the auditors judgment, including the assessment of
the risks of material misstatement of the financial statements, whether due to fraud or error. In making those
risk assessments, the auditor considers internal control relevant to the entitys preparation and fair presentation
of the financial statements in order to design audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the entitys internal control. An audit
also includes evaluating appropriateness of accounting policies used and the reasonableness of accounting
estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion.

Opinion
In our opinion, the Financial Statements prepared in accordance with Bangladesh Financial Reporting
Standards, give a true and fair view of the state of the companys affairs as of 30 June, 2015 and of the results
of its operations and its cash flows for the year then ended and comply with the companies Act 1994, the
Securities and Exchanges Rules 1987 and other applicable laws and regulations.

Further to our opinion in the above paragraph, we state that


1. We have obtained all the information and explanations which to the best of our knowledge and belief
were necessary for the purpose of our audit and made due verification thereof;
2. In our opinion, proper books of account as required by law have been kept by Apex Tannery Limited
so far as it appeared from our examination of those books;
3. The companys Statement of Financial Position, Statement of Comprehensive Income and its Statement
of Cash Flows dealt with by the report are in agreement with the books of account and returns;
AUDITORS REPORT

4. The expenditure incurred was for the purpose of the companys business

Dated: Dhaka B. K. Bhattacharjee, FCA


August 16, 2015 Partner
Chowdhury Bhattacharjee & Co.
(Chartered Accountants)

Annual Report 2015 37


Apex Tannery Limited

APEX TANNERY LIMITED


Statement of Financial Position as of June 30, 2015
Taka in thousand
As of As of
Notes June 30, 2015 June 30, 2014
Assets
Non current assets
Property, plant and equipment 4 270,134 277,953
Capital work-in-progress 5 223,074 -
Advance for Land at Savar 6 57,431 41,034
Investments 7 52,764 51,957
Deferred tax assets 8 5,537 5,045
608,940 375,989
Current assets
Inventories 9 525,785 450,624
Trade and other receivables 10 163,829 161,361
Advances, deposits and prepayments 11 120,455 130,153
Cash & cash equivalents 12 333,932 366,897
1,144,001 1,109,035
Total Assets 1,752,941 1,485,024

Equity and Liabilities


Shareholders equity
Share capital 13 152,400 152,400
Share premium 425,333 425,333
Dividend equalization fund 44,888 44,888
Retained earnings 451,933 425,244
Fair valuation surplus of investment 14 45,208 44,401
1,119,762 1,092,266
Non Current liabilities
Retirement benefit obligations 15 90,790 79,688
Current liabilities
Short-term loan 16 - 90,957
Working capital loan 17 423,488 139,219
Trade payables 18 42,300 6,159
Other payables 19 19,255 16,722
Provision for income-tax 20 57,346 60,013
542,389 313,070
Total Equity and Liabilities 1,752,941 1,485,024
Statement of Financial Position

The annexed notes form an integral part of these financial statements.


For and on behalf of the Board of Directors


Md. Rahmatullah Md. Fayekuzzaman Jagadish Kumar Bhanja
Managing Director Director Company Secretary
Signed in terms of our annexed report of even date.

B. K. Bhattacharjee, FCA
Place : Dhaka PARTNER
Date : August 16, 2015 Chowdhury Bhattacharjee & Co.
(Chartered Accountants)

38 Annual Report 2015


Apex Tannery Limited

APEX TANNERY LIMITED


Statement of Comprehensive Income for the year ended June 30, 2015

Taka in thousand

Year Ended Year Ended
Notes June 30, 2015 June 30, 2014

Sales 22 3,771,638 3,793,167


Cost of sales
Cost of goods sold 23 (3,431,702) (3,497,402)
Freight & forwarding 24 (66,546) (70,001)
(3,498,248) (3,567,403)
Gross profit 273,390 225,764
Operating expenses
Administrative expenses 25 (40,399) (34,515)
Marketing expenses 26 (118,525) (107,080)
Directors remuneration (10,260) (8,550)
Legal & audit fees 27 (513) (513)
Depreciation (Sehedule -A-01) (6,187) (6,300)
(175,884) (156,958)
Operating Profit 97,506 68,806

Bank interest expenses & charges 28 (30,227) (18,595)

Non operating income


Other income 29 56,456 62,064
Profit for the year 123,735 112,275
Contribution to workers profit participation fund (5,892) (5,344)

Profit before income tax 117,843 106,931


Income tax
Current tax expenses 30 (23,066) (24,770)
Deferred tax income 31 492 1,863
(22,574) (22,907)
Net profit after tax 95,269 84,024
Other Comprehensive Income
Fair valuation surplus of investments (unrealized) 807 11,879
Total comprehensive Income 96,076 95,903
Earnings per share without fair valuation surplus 32 6.25 5.51 Statement of Comprehensive Income

The annexed notes form an integral part of these financial statements.


For and on behalf of the Board of Directors


Md. Rahmatullah Md. Fayekuzzaman Jagadish Kumar Bhanja
Managing Director Director Company Secretary
Signed in terms of our annexed report of even date.

B. K. Bhattacharjee, FCA
Place : Dhaka PARTNER
Date : August 16, 2015 Chowdhury Bhattacharjee & Co.
(Chartered Accountants)

Annual Report 2015 39


Apex Tannery Limited

APEX TANNERY LIMITED


Statement of cash Flow for the year ended june 30, 2015
Taka in thousand

Year Ended Year Ended


June 30, 2015 June 30, 2014

A. Cash flow from operating activities


Collections from turnover/bills receivable and other income 3,823,445 3,876,454
Payments for purchase of leather, chemicals, spare-parts,
payments of creditors and other expenses (3,664,501) (3,734,631)
Interest paid (30,227) (18,595)
Payments to workers profit participation fund (4,878) (6,350)
Income tax paid (31,695) (41,177)

Net cash generated by operating activities 92,144 75,701

B. Cash flow from investing activities
Acquisition of property, plant and equipment (12,550) (20,067)
Capital work-in-progress (223,074) -
Advance payment for land at Savar (16,397) -

Net cash used in investing activities (252,021) (20,067)

C. Cash flow from financing activities
Loans received/(paid) 193,312 15,249
Dividend received/(paid) (66,400) (58,780)

Net cash used in financing activities 126,912 (43,531)



Increase/(decrease) in cash and cash equivalents (A+B+C) (32,965) 12,103
Opening cash and cash equivalents 366,897 354,794
Closing cash and cash equivalents 333,932 366,897

The annexed notes form an integral part of these financial statements.


For and on behalf of the Board of Directors


Md. Rahmatullah Md. Fayekuzzaman Jagadish Kumar Bhanja
Managing Director Director Company Secretary
Signed in terms of our annexed report of even date.
Statement of cash Flow

B. K. Bhattacharjee, FCA
Place : Dhaka PARTNER
Date : August 16, 2015 Chowdhury Bhattacharjee & Co.
(Chartered Accountants)

40 Annual Report 2015


Apex Tannery Limited

APEX TANNERY LIMITED


Statement of changes in equity

For the year ended June 30, 2015


Taka in thousand
Dividend
Share Share Retained Fair Valuation
Particulars Equalization Total
Capital Premium Earnings Surplus
Fund

As at June 30, 2014 152,400 425,333 44,888 425,244 44,401 1,092,266


Net profit 95,269 - 95,269

Cash dividend for 2013-2014 (68,580) - (68,580)


Fair valuation surplus 807 807

As at June 30,2015 152,400 425,333 44,888 451,933 45,208 1,119,762

For the year ended June 30, 2014


Taka in thousand
Dividend
Share Share Retained Fair Valuation
Particulars Equalization Total
Capital Premium Earnings Surplus
Fund

As at June 30, 2013 152,400 425,333 44,888 402,180 32,522 1,057,323


Net profit 84,024 - 84,024

Cash dividend for 2012-2013 (60,960) - (60,960)


Fair valuation surplus 11,879 11,879

As at June 30,2014 152,400 425,333 44,888 425,244 44,401 1,092,266

The annexed notes form an integral part of these financial statements.


For and on behalf of the Board of Directors


Md. Rahmatullah Md. Fayekuzzaman Jagadish Kumar Bhanja
Statement of changes in equity

Managing Director Director Company Secretary


Signed in terms of our annexed report of even date.

B. K. Bhattacharjee, FCA
Place : Dhaka PARTNER
Date : August 16, 2015 Chowdhury Bhattacharjee & Co.
(Chartered Accountants)

Annual Report 2015 41


Apex Tannery Limited

APEX TANNERY LIMITED


Notes to the financial Statements for the year ended June 30, 2015

1. Reporting entity
a)
Company profile
Apex Tannery is the largest tannery in Bangladesh and one of the largest in South Asia. It is a 100%
export oriented company. The Company is using state of the art machineries from Italy, France and
Germany. Apex Tannery Limited was incorporated as a private limited company on 26th day of July
1976 under Companies Act 1913 and was converted into a public limited company in 1986. The shares
of the Company are publicly traded at Dhaka Stock Exchange Limited and Chittagong Stock Exchange
Limited. The address of the registered office is 127 Hazaribagh T/A, Dhaka-1209.
b) Nature of business
The principal activities of Apex Tannery are to produce high quality leather, by using Italian chemicals,
technology, complying with world fashion standards and specifications. Its annual capacity is about
26 million Sft. of finished goat and cow leather. Apex exports to Europe, China, South America and all
major leather market of the world. It has two manufacturing facilities; Unit I situated at Hazaribagh and
Unit II situated at Shafipur, Gazipur both engaged in processing and finishing cow and goat leather for
100 % export. Unit II has been leased out to Apex Footwear Ltd. for 10 years from 01.10.2011.
2. Basis of preparation of financial statements
a) Statement of compliance
The financial statements have been prepared in accordance with Bangladesh Accounting Standards
(BAS), Bangladesh Financial Reporting Standards (BFRS), Companies Act 1994, The Securities and
Exchange Rules, 1987 and other applicable laws and regulations.
b) Basis of measurement
The financial statements have been prepared on historical cost basis except
I. Note 7 : Investment in marketable securities which is measured at fair value
II. Note 15 : Retirement benefit obligations
c) Date of authorization
The board of directors has authorized these financial statements on August 16, 2015
d) Functional and presentation currency
These financial statements are presented in Bangladesh Taka which is the companys functional
currency. All financial information presented in Taka have been rounded off to the nearest Taka in
Thousand (Taka 000).
e) Use of estimates and judgments
The preparation of financial statements requires management to make judgments, estimates and
NOTES TO THE FINANCIAL STATEMENTS

assumptions that affect the application of accounting policies and reported amounts of assets,
liabilities, income and expenses. Estimates and underlying assumptions are reviewed on an on going
basis. Revisions of accounting estimates are recognized in the period in which the estimates are revised
or any future periods affected.
In particular, information about significant areas of estimates and judgments in applying accounting
policies that have the most significant effect on the amount recognized in the financial statements are
described in the following notes:
i. Note 8: Deferred tax assets
ii. Note 9: Inventory valuation
iii. Note 20: Provision for tax
f) Reporting period
The reporting period of the company covers one year from July 1, 2014 to June 30, 2015.

42 Annual Report 2015


Apex Tannery Limited

3. Significant accounting policies


The accounting policies set out below have been applied consistently to all period presented in these
financial statements.
a. Property, plant & equipment
I. Recognition and measurement: Property, plant & equipment (PPE) are initially measured at cost.
After initial recognition an item of PPE carried at cost less accumulated depreciation in accordance
with BAS 16 Property plant & equipment. Cost of PPE represents cost of purchase price, import
duties and non refundable purchase taxes after deducting trade discounts and rebates and any
cost directly attributable to bringing the assets to the location and condition necessary for it to be
capable of operating in the manner intended by management.
II. Subsequent cost: The costs of the day-to-day servicing of PPE are recognized in the Statement of
Comprehensive Income. The costs of replacing of PPE are recognized in the carrying amount of the
item if it is probable that the future economic benefits embodied within the part will flow to the
Company and its cost can be measured reliably.
III. Depreciation: The Company uses reducing balance method to depreciate property, plant &
equipment. No depreciation is charged on Land and Land development. Depreciation of an
asset begins when it is available for use i.e. when it is in the location and condition necessary for
it to be capable of operating in the manner intended by management. Depreciation of an asset
ceases at the earlier of the date that the asset is classified as held for sale ( or included in a disposal
group that is classified as held for sale) in accordance with BFRS 5 and the date that the assets are
derecognized. The rates of depreciation and category of property, plant and equipment are as
follows:
Building 10%
Plant & machinery 15%
Furniture & fittings 10%
Vehicles 20%
Depreciation has been charged to cost of goods sold & administrative expenses consistently.
b. Inventories
Inventories comprise of raw materials, work-in-process and finished goods, chemicals and spare-parts.
They are stated at a lower of cost and net realizable value, in accordance with BAS 2 Inventories. The
cost of inventories is measured by using the weighted average cost formula. The cost of inventories
represents all costs of purchase, costs of conversion and other costs incurred in bringing the inventories
to their present location and condition. Net realizable value is the estimated selling price in the ordinary
course of business less the estimated cost of completion and selling expenses.
c. Trade and other receivables
These are carried at original invoice value considered good and collectible.
d. Cash and cash equivalents
NOTES TO THE FINANCIAL STATEMENTS

Cash and cash equivalents comprises cash in hand, cash at Bank and FDR which is readily convertible
to a known amount of cash and be subject to an insignificant risk of changes in value.
e. Trade and other payables
These are recognized for amounts to be paid in the future for goods and services.
f. Income Taxes
I) Current Income Tax
The corporate tax rate for publicly listed companies is 25%. However companies deriving income
from export are entitled to exemption of 50% tax on such income. Since the company is 100% export-
oriented, 50% of trading income will not be subject to tax under paragraph 28 of Part A of the Sixth
Schedule of the IT Ordinance, 1984. The provision made has been calculated on the above basis, which
is adequate.

Annual Report 2015 43


Apex Tannery Limited

II) Deferred Income Tax


Deferred tax is recognized on differences between the carrying amounts of assets and liabilities for
financial reporting purpose and the corresponding tax bases used for taxation purpose. Deferred tax
liabilities are generally recognized for all taxable temporary differences, and deferred tax assets are
generally recognized for all deductible temporary differences to the extent that it is probable that
taxable profit will be available against which those deductible temporary differences can be utilized.
g. Employee Benefits
The Company maintains both defined contribution plan and defined benefit plan for its eligible
permanent employees.
I) Defined contribution plan (Provident fund)
The Company operates a contributory Provident fund for its eligible permanent employees. The fund is
approved by the National Board of Revenue (NBR). The fund is administered by a Board of Trustee and
is funded by contribution partly from the employee and partly from the Company at predetermined
rates. The contribution is invested separately from the Companys assets.
II) Contribution to workers profit participation / welfare funds
The Company provides 5% of its profit as a contribution to workers profit participation/welfare funds
before tax and charging such expenses in accordance with the Bangladesh Labour Act 2006 (as
amendment in 2013).
III) Defined benefit plan (Gratuity)
The Company maintains an unrecognized gratuity fund for its permanent employees, under which an
employee is entitled to the benefits depending on the length of services and last drawn basic salary.
h. Statement of Cash Flow
Statement of Cash flow is prepared in accordance with BAS-7 under direct method and as outlined in
the Securities and Exchange Rule, 1987.
i. Transaction with related parties
The company has carried in arms length transactions with Apex Footwear Limited , Pioneer Insurance
Company Limited and Mutual Trust Bank Ltd. in the normal course of business.
j. Comparative information
Figures of the year 2013-2014 have been rearranged whenever considered necessary to ensure
comparability with the current period.
k. Foreign currency transaction
Transactions in foreign currencies are converted into Bangladesh Taka at the exchange rate prevailing
on the date of transaction in accordance with provisions of BAS 21 The effects of changes in foreign
currency rates.
NOTES TO THE FINANCIAL STATEMENTS

l. Revenue recognition
I. Sale of goods: The Company recognizes revenue when risk and rewards associated with ownership
has been transferred to the buyer, which satisfied all the conditions for the revenue recognition as
provided in BAS 18 Revenue Recognition.
II. Dividend income is recognized when the right to received payment is established
III. Interest income is recognized when accrued on a time proportion basis
IV. Rental Income recognition when accrued on the tenancy agreement basis
m. Earnings per share (EPS)
The Company calculates earnings per share (EPS) in accordance with BAS 33 Earnings per share which
has been shown on the face of Statement of Comprehensive Income.

44 Annual Report 2015


Apex Tannery Limited

As of As of
June 30, 2015 June 30, 2014
Taka Taka
10. TRADE AND OTHER RECEIVABLES
Export bills receivable 155,612,462 152,772,984
Rental income receivable 5,000,000 5,000,000
Interest on FDR 3,216,578 3,587,296
163,829,040 161,360,280
Most of the above bills receivable remained from the sales of June 2015 and were considered good which
will be collected within 90 days.
Rental income receivable from Apex Footwear Limited.
11. ADVANCE, DEPOSITS & PREPAYMENTS
L/C accounts (Goods in transit) 9,075,084 9,783,973
Advance income-tax 100,957,226 94,996,148
Advance rent 1,566,833 1,451,833
Advance to staff and workers 559,250 912,700
Advance to suppliers & Contractors 1,163,652 15,875,181
Bank guarantee margin 731,764 731,764
Security deposit 6,401,200 6,401,200
120,455,009 130,152,799
L/C accounts (goods-in-transit) represent cost incurred on import of chemicals, spare parts which will be
adjusted against respective inventory items
Advance income taxes are made to statutory authorities
Rent agreement made with Rana Leather Industries Ltd. for using their premises
Advance due from staff & workers are regularly being realized through their salaries
Advances to suppliers mainly gave to suppliers of rawhides and skins. Advances considered good but have
no security other than personal security of the concerned suppliers
In the opinion of the Directors, all current assets, investments, loans and advances have, on realization in the
ordinary course of business, a value at least equal to the amounts at which they are stated in the Statement
of Financial Position
There is no amount of loans and advances due for payment for a period of more than 12 months from the
date of Statement of Financial Position
There is no aggregate amount due from Directors, Officers of the Company or by any associated companies.
There are no claims against the company, which can be acknowledged as bad debt
12. CASH AND CASH EQUIVALENTS
Cash in hand
NOTES TO THE FINANCIAL STATEMENTS

Head Office 5,439,561 3,560,827


Factory 204,544 242,262
Cash at Banks
Agrani Bank Ltd. 34,604,455 24,996,762
Rupali Bank Ltd. 17,346 10,010,186
Mercantile Bank Ltd. 3,366,651 5,554,296
Mutual Trust Bank Ltd. 325,830 163,729
State Bank of India 4,235,866 5,749,650
FDR 285,737,430 316,619,345
333,931,683 366,897,057
Cash balances were physically verified and bank balances were reconciled

Annual Report 2015 47


Apex Tannery Limited

Total Taka Total Taka


as of as of
June 30, 2015 June 30, 2014
17. WORKING CAPITAL LOAN
Agrani Bank Ltd. 423,488,039 139,219,061

The company has taken cash-credit (hypothecation) facilities from Agrani Bank Ltd. Amin Court
Corp. Branch, Motijheel C/A, Dhaka-1000 against existing fixed assets and inventories as securities.
Apart from the above, company has no other short term credit facilities.

18. TRADE PAYABLES


Hides & Skins 42,300,011 6,158,818
This represents the amount payable for raw skins & hides
In order to improve the cash flow position, trade payables were deferred
There are no payables due more than 12 months

19. OTHER PAYABLES


Contribution to WPP & WF 6,961,012 5,412,341
Liabilities for freights, spare parts & other expenses 12,140,758 11,155,811
Audit fees 153,333 153,333
19,255,103 16,721,485

Payment against outstanding expenses were made subsequently in due time. For other credits,
payments are generally made by due date
There are no liabilities for expenses due more than 12 months
In the opinion of the Directors, no liabilities in the Statement of Financial Position are at a value less
than the amount at which it is repayable at the date of the Statement of Financial Position

20. PROVISION FOR INCOME TAX


NOTES TO THE FINANCIAL STATEMENTS

Balance as per last year 60,013,469 58,580,903


Add: During the year 23,066,073 24,769,819
83,079,542 83,350,722
Adjustment of income tax for assessment year 2011-2012 - (23,337,253)
Adjustment of income tax for assessment year 2012-2013 (25,733,586) -
57,345,956 60,013,469

Annual Report 2015 49


Apex Tannery Limited

Year Ended Year Ended


June 30, 2015 June 30, 2014
Taka Taka

21. Proposed Dividend 68,580,000 68,580,000

The Board of Directors proposed dividend @45% for the year at the Board Meeting held on August 16,
2015.
The proposed dividend is not recognized as a liability at the Statement of Financial Position date in
accordance with Bangladesh Accounting Standard (BAS) 10 Events after the Reporting Date.
Bangladesh Accounting Standard (BAS) 1 Presentation of Financial Statements also require that the
dividend proposed after the Statement of Financial Position date but before the financial statements are
authorized for issue, be disclosed either on the face of the Statement of Financial Position as a separate
component of equity or in the notes to the financial statements.
The provision of Companies Act, 1994, requires that dividend stated to be in respect of period covered
by the financial statements and that are proposed or declared after the Statement of Financial Position
date but before approval of the financial statements should be either adjusted or disclosed.
Considering the requirements of BAS-1, BAS-10 and Companies Act 1994, proposed dividend has been
disclosed in the financial statements and not shown as liability.

22. SALES
Sft. Taka Taka

Finished Cow Leather 17,744,467 3,105,350,707 3,086,144,472


Finished Goat Leather 5,533,818 666,287,095 707,022,209
23,278,285 3,771,637,802 3,793,166,681
23. COST OF GOODS SOLD
Opening stock 935,777 115,783,500 112,563,808
Add: Cost of production 23,561,193 3,460,056,617 3,500,621,039
Less: Closing stock 1,218,685 144,138,138 115,783,500
Cost of goods sold 23,278,285 3,431,701,979 3,497,401,347

Cost of production
NOTES TO THE FINANCIAL STATEMENTS

Goatskins consumed 33 311,852,899 407,255,243


Cowhides consumed 34 2,017,914,642 2,002,540,536
Chemical consumed 35 859,612,385 806,964,567
Spare parts consumed 36 21,070,852 14,842,900
Packing materials 4,966,773 5,636,400
Direct labour 99,910,579 95,595,704
Depreciation (Schedule -A-01) 10,766,092 12,473,201
Factory overhead 37 133,962,395 155,312,488
3,460,056,617 3,500,621,039

50 Annual Report 2015


Apex Tannery Limited

Year Ended Year Ended


June 30, 2015 June 30, 2014
Taka Taka

24. FREIGHT & FORWARDING 66,545,992 70,001,293

Freight and forwarding represents cost of shipment of finished leather

25. ADMINISTRATIVE EXPENSES


Salary & allowances 21,941,201 19,336,295
Gratuity 5,121,923 2,162,823
Staff welfare 3,000,084 2,395,198
Telephone, telex & fax 186,106 221,393
Repairs & maintenance 219,830 274,550
Printing & stationery 196,032 199,203
Postage 39,137 40,875
Vehicle maintenance 1,515,222 1,227,857
Fuel & lubricant 1,755,171 1,767,418
Electricity & water 1,100,503 1,457,057
Social responsibilities (CSR) 1,150,223 882,690
Renewal & registration 1,010,784 770,966
Advertisement 998,235 803,985
Entertainment 233,868 229,852
AGM and EGM expenses 930,813 1,793,719
Forms & fees 309,667 303,954
Membership subscription 333,455 329,367
Board meeting fees 356,500 317,400
40,398,754 34,514,602

Salary & allowances, Gratuity and Staff welfare increased because of annual increment
Vehicle maintenance increased because of aged vehicles
Social responsibilities (CSR) expenses increased because of more activities on CSR incurred during
the year
NOTES TO THE FINANCIAL STATEMENTS

Renewal & registration increased due to increase of Bond License fee


Advertisement expenses increased because of rate increase
Entertainment expenses increased due to increased cost of food

26. MARKETING EXPENSES


Sales commission 104,304,311 89,802,711
Sales promotion 14,220,033 17,277,391
118,524,344 107,080,102
Sales commission increased due to increase of sales volume of finished leather
Details of sales commission paid to agents are given on the next page

Annual Report 2015 51


Apex Tannery Limited

Sales commission
We certify that the local & foreign agents, whose details are given below, have no connection whatsoever with
any Director.

Local/Foreign Agent Address Amount in Taka

ABC Leather House # 50/1(1st floor) Road # 11/A, Dhanmondi, Dhaka-1209 7,823,805
Abedin Corporation House # 50/1(1st floor) Road # 11/A, Dhanmondi, Dhaka-1209 4,992,258
Al-Fallah Leather 6/C, Sher-E-Bangla Road, Hazaribagh, Dhaka 287,232
Ashok Lal Lala A-15, Sector-9, Noida, India 3,427,931
Conceria Everest AG Castano Primo, Itally 6,256,923
Cheng Hui Shan No. 24, Alley-2, Lane 104, wenhua S. Rd. Nantow, Taiwan 3,618,190
Kema Trading 77, Hazaribagh T/A, Dhaka 4,618,401
Lee Je Yong 191-28, Kyohgsinri Nammyeon Yongju-City, Korea 2,521,910
Schmenger Schmenger Leder GMBH & Co. Zweibrucker Strabe 29, Germany 5,382,681
Shampan Trading corp 49 Hazaribagh Tannery Area, Dhaka-1209 4,530,489
Sarm Leather Internaional Apon Nibash, 42/8, Jigatala New Road, Dhaka-1209 1,655,808
Dairath Co. Ltd. Vill: Chamta, PO: Puran Dinara Hat. PS: Naria, Dist.: Shariatpur 488,699
Fair International 86, Shere-e-Bangla Road, Dhaka-1209 52,052
Famaz International Via Grande, 22-24 Santa Croce, Italy 8,671,075
PRP International 594/C, Khilgaon Police Line Khilgaon, Dhaka-1219 4,978,438
Ridge International 87/1, Moneshwar Road, Dhaka-1209. 3,894,258
Megumi International 66/14, West Razabazar (1st floor), Dhaka 4,066,846
Progressive Leather Agency 298/A Tali Office Road, Rayer Bazar, Dhaka-1209 688,178
Universal Leather Corporation 27 Dilkusha C/A, 5th Floor, Dhaka-1000 8,161,036
Union Leather 262/1, Road-19, West Dhanmondi, Dhaka-1209 124,601
Technologists Leather Trader 96/4, Moneswar Rd., Jigatala, Dhaka-1209 30,599
World Top Trade Int. 202, New Paltan Line, Azimpur, Dhaka-1205 2,339,146
World Trade Leather 68/7/A, Jigatala (3rd floor), Dhaka-1209 1,103,308
Interkid AG Castano Primo, Itally 957,731
Inleather Via Di Pelle, 2956029 S. Croce Sull Arno (PI), Italy 1,551,241
Global Union House # 25/A, Road # 96, Gulshan, Dhaka 180,685
Global Leather Export House-86, Rd-17, Sector-14, Uttara Model Town, Dhaka-1230 75,683
J. M. Corporation 20, Hazaribagh, Dhaka 187,456
Kashem Enterprise 68/7/A, Jigatala (3rd floor), Dhaka-1209 55,672
NOTES TO THE FINANCIAL STATEMENTS

Ambico Trade (Pvt.) Ltd. 124, Hazaribagh, Dhaka 1,932,230


Yeung Hai Ying House#8,Narcissus path, Phase 1E, Palm Springs Yuen Long, HK 554,915
Keywin Trading Corporation Concord Tower, 123 Kazi Nazrul Islam Avenue, Dhaka 13,701,624
Md. Babul 202, New Paltan Line, Azimpur, Dhaka-1205 3,955,323
Bangla Leather Corporation 124 Hazaribagh T/A, Room 43-44, Dhaka-1209 1,345,869
Leather Source 10, Mitford Road (Shoaib Market), Dhaka-1100 61,909
Zhicheng Co. 69, Maneshar Road, Jigatala, Dhaka 30,109

Total 104,304,311

52 Annual Report 2015


Apex Tannery Limited

Year Ended Year Ended


June 30, 2015 June 30, 2014
Taka Taka
27. LEGAL & AUDIT FEES
Legal fees (Professional fees) 360,000 360,000
Audit fees 153,333 153,333
513,333 513,333
28. BANK INTEREST EXPENSES AND CHARGES
Bank interest 29,312,280 17,639,363
Bank charges 914,535 955,778
30,226,815 18,595,141

Bank interest and charges increased due to the Company availed more amount of loan during the
year under audit as compared to the previous year.

29. OTHER INCOME


Dividend income-Cash 2,179,803 2,179,803
Interest on FDR 28,863,885 34,630,377
Rental income 30,000,000
Less: Depreciation (4B) 3,415,914
Rent, rates & taxes 110,722
Insurance premium 1,061,302 (4,587,938) 25,412,062 25,254,009
Total 56,455,750 62,064,189

Cash dividend amounting Taka 2,179,803 included cash dividend from Apex Footwear Limited Tk.
751,850 and Tk. 1,427,953 from Central Depository Bangladesh Limited. Rental income of Unit II was
received / receivable from Apex Footwear Limited as monthly rent @ Tk. 2,500,000.

30. CURRENT TAX EXPENSES


Taxable
Rate of Tax Tax Tax
Profit
On export profit after 25 % on 50 % 61,387,413 9,061,125 7,865,652
adjustment of gratuity of income
On other income
NOTES TO THE FINANCIAL STATEMENTS

Dividend on investment
20 % 2,179,803 435,961 435,961
(Cash)
Rental income 25 % 25,412,062 6,353,016 6,944,852
Interest on FDR 25 % 28,863,885 7,215,971 9,523,354
117,843,163 23,066,073 24,769,819

31. DEFERRED TAX EXPENSES / (INCOME)


Deferred Tax assets closing (5,537,353) (5,045,074)
Deferred tax assets Opening 5,045,074 3,181,848
Total (492,279) (1,863,226)

Annual Report 2015 53


Apex Tannery Limited

Year Ended Year Ended


June 30, 2015 June 30, 2014
Taka Taka
32. EARNINGS PER SHARE
COMPONENTS OF EARNINGS PER SHARE ARE AS FOLLOWS :
Earnings per share without fair valuation surplus of investment:
Net operating income 3.46 2.55
Net other income 2.79 2.96
Earnings per share (Tk.) 6.25 5.51

33. GOATSKINS CONSUMED (RAW & WETBLUE)


Sft. Taka Taka
Opening stock (raw) 185,325 12,694,732 10,084,368
Add: Purchase this year 4,782,050 330,562,273 418,476,843
Less: Closing stock 273,381 18,863,289 12,694,732
4,693,994 324,393,716 415,866,479
Add: Opening stock (wetblue) 420,355 32,577,536 25,587,284
Less: Closing stock 555,493 41,661,975 32,577,536
4,558,856 315,309,277 408,876,227
Add: Opening WIP 108,498 8,625,566 7,004,582
Less: Closing WIP 152,936 12,081,944 8,625,566
4,514,418 311,852,899 407,255,243
34. COWHIDES CONSUMED (RAW & WETBLUE)
Opening stock (raw) 293,641 29,951,337 33,467,431
Add: Purchase this year 19,371,598 2,054,086,427 1,992,272,367
Less: Closing stock 411,807 42,416,121 29,951,337
19,253,432 2,041,621,643 1,995,788,461
Add: Opening stock (wetblue) 634,948 73,812,674 80,571,997
Less: Closing stock 802,968 93,144,288 73,812,674
19,085,412 2,022,290,029 2,002,547,784
Add: Opening WIP 108,606 14,471,718 14,464,470
Less: Closing WIP 147,243 18,847,105 14,471,718
19,046,775 2,017,914,642 2,002,540,536
35. CHEMICAL CONSUMED
NOTES TO THE FINANCIAL STATEMENTS

Opening Stock 139,461,034 106,324,950


Add: Purchase this year 853,773,034 840,100,651
Less: Closing stock 133,621,683 139,461,034
859,612,385 806,964,567
Chemical purchase during the year:
MT US$ Euro Taka Taka
Imported 5,706 5,711,248 3,538,673 746,264,522 813,438,900
Local 879 00 00 107,508,512 26,661,751
6,585 5,711,248 3,538,673 853,773,034 840,100,651

54 Annual Report 2015


Apex Tannery Limited

Year Ended Year Ended


June 30, 2015 June 30, 2014
Taka Taka
36. Spare-Parts Consumed
Opening stock 23,246,078 11,693,559
Add: Purchase this year 18,835,534 26,395,419
Less: Closing stock 21,010,760 23,246,078
21,070,852 14,842,900

37. FACTORY OVERHEAD


Salary & allowances 57,205,708 50,987,114
Gratuity 6,112,210 5,315,805
Staff welfare 2,198,739 2,817,553
Entertainment 1,261,695 884,809
Postage 166,440 135,235
Printing & stationery 457,413 355,149
Repair & maintenance 11,177,430 12,059,151
Insurance premium 7,559,535 10,309,854
Telephone & fax 195,162 249,709
Vehicle maintenance 2,065,210 2,143,867
Carriage inward 11,823,555 11,937,517
Power, gas & water 29,427,873 53,863,004
Consumable store 576,759 496,239
Rent, rates & taxes 3,469,904 3,484,792
Conveyance 237,751 239,865
Sundry expenses 27,011 32,825
133,962,395 155,312,488
Salary & allowances and gratuity increased because of annual increment
Entertainment expenses increased due to foreigners entertainment
Postage increased due to rate increase
Printing and stationery increased due to rate increase
38. AGGREGATE AMOUNT PAID TO THE DIRECTORS
NOTES TO THE FINANCIAL STATEMENTS

Aggregate amount paid to the Directors for their services rendered are as follows:


Name Designation Per Year Amount (Taka) Remarks

Syed Manzur Elahi Chairman 3,600,000 Full time work


Md. Rahmatullah Managing Director 3,600,000 Full time work
Md. Hedayetullah Director 3,060,000 Full time work
Ansarul Islam Executive Director 2,826,288 Full time work
M. Abdul Majed Executive Director 2,826,288 Full time work

Syed Manzur Elahi is the Chairman of the associate companies of Apex Tannery Group but as a full time
Director, he draws remuneration from Apex Tannery Limited.

Annual Report 2015 55


Apex Tannery Limited

39. NUMBER OF EMPLOYEES


Number of employees and their salary and wages range are given below:

No. of
Employees

Equal and above Taka 3000 per month 868


Below Taka 3000 per month -

40. PRODUCTION CAPACITY AND UTILIZATION

Particulars Sft. per year %

Installed Capacity 18,500,000 71.00


Rented Capacity (Wetblue only) 7,500,000 29.00
Total Capacity 26,000,000 100.00
Actual Production 23,561,193 90.62


41. All shares have been fully called and paid up.
42. There were no preference shares issued by the company.
43. There was no bank guarantee issued by the company on behalf of their directors or the company itself
except bank loans.
44. No expense was paid as royalty and salary to Technical Experts etc. [as para-8 (KHA) of part-II] in foreign
currencies.
45. No brokerage was paid against sales during the year under audit.
46. There was no sum for which the company was contingently liable as on June 30, 2015.
47. During the year under review, 4 (Four) Board Meetings were held and Directors present were paid @ Taka
10,000.00 per head per meeting.
48. Auditors are paid statutory audit fees as approved by the shareholders in the last Annual General Meeting.
49. The company earned foreign currencies of US$ 49,233,533.99.
50. There was no foreign exchange remitted, as there are no foreign shareholders.
51. There is no claim against the company not acknowledged as debt except claim, which may have arisen as
insurance claim.
52. No compensation was paid to any member of the Board for special service rendered.
NOTES TO THE FINANCIAL STATEMENTS

Md. Rahmatullah Md. Fayekuzzaman Jagadish Kumar Bhanja


Managing Director Director Company Secretary

56 Annual Report 2015


SCHEDULE OF FIXED ASSSET

Addition of plant & machinery represents purchase of Embossing machine

58
Vehicle purchased for management
Addition of furniture & fittings represent purchase of computer, printer and ancillaries
There are no intangible assets
Depreciation has been charged on reducing balance method
Property , Plant and Equipment-Unit-II
Schedule -A-02

Annual Report 2015


Amount in Taka
Apex Tannery Limited

COST DEPRERIATION Written


Balance Addition Adjustment/ Balance Balance Charged Adjustment/ Balance Down
Particulars Rate
as at during the disposal during as at as at during the disposal during as at Value as at
(%) 30.06.2015
01.07.2014 year the year 30.06.2015 01.07.2014 year the year 30.06.2015

Land 12,769,246 - - 12,769,246 - - - - - 12,769,246

Building 121,196,341 - - 121,196,341 10 98,791,081 2,240,526 - 101,031,607 20,164,734

Plant & Machinery 113,940,412 - - 113,940,412 15 106,215,850 1,158,684 - 107,374,534 6,565,878

Furniture & fixture 883,041 - - 883,041 10 722,764 16,028 - 738,792 144,249

Vehicles 486,500 - - 486,500 20 483,122 676 - 483,798 2,702

Total 2014-2015 249,275,540 - - 249,275,540 - 206,212,817 3,415,914 - 209,628,731 39,646,809

Total 2013-2014 249,275,540 - - 249,275,540 - 202,341,533 3,871,284 - 206,212,817 43,062,723

Depreciation of Unit II Taka 3,415,914 charged against rental income


Apex Tannery Limited

NOTICE OF ANNUAL GENERAL MEETING


Notice is hereby given that the 39th Annual General Meeting of Apex Tannery Limited will be held on Sunday,
October 04, 2015 at 10:00 a.m. at Spectra Convention Centre Ltd., House No. 19, Road No. 7, Gulshan-1,
Dhaka-1212 to transact the following business:

1 To receive and adopt the Audited Accounts for the year ended June 30, 2015 and the Reports of the
Auditors and Directors thereon
2 To declare dividend
3 To elect Director
4. To appoint Independent Director
5. To appoint auditors for the year 2015-2016 and fix their remuneration


By Order of the Board
September 9, 2015
127 Hazaribagh T/A
Dhaka-1209
(Jagadish Kumar Bhanja FCS)
Company Secretary

Notes:

1. September 9, 2015 is the record date. Shareholders whose names will appear in the Members register
of the Company or in the Depository Register on that date will eligible to attend at the Annual General
Meeting and receive dividend .

2. A member entitled to attend and vote at the Annual General Meeting may appoint a proxy in his stead.
The proxy form, duly stamped must be deposited at the Corporate Office of the Company not later than 48
(forty eight) hours before the time fixed for the meeting. Annual report and proxy form can be available on
the website www.apextannery.com.

3. Admission to the hall will be only on production of the attendance slip sent with the notice. NOTICE OF ANNUAL GENERAL MEETING

4. In compliance with the Bangladesh Securities and Exchange Commission Circular No. SEC/
CMRRCD/2009-193/154 dated 24 October, 2013 no Gift/ Gift Coupon/ Food Box/Biscuit Box/Cash or Cash
kinds shall be distributed at the Annual General Meeting.

5. The Shareholders are requested to send their 12 digit e-TIN Certificate copy within September 28, 2015 for
deduction of Tax @ 10% otherwise Tax will be deducted @15% on dividend as per Finance Act 2014.

Annual Report 2015 59


Apex Tannery Limited

Notes

60 Annual Report 2015


Apex Tannery Limited

APEX TANNERY LIMITED


Registered and Corporate Office: 127 Hazaribagh T/A, Dhaka-1209, Bangladesh

PROXY FORM

I / We ........................................................................................................................................................................
o f ................................................................................................................................................................................................
being Member of Apex Tannery Limited, hereby appoint ...................................................................................................................................................
of ...............................................................................................................................................................................................................................................................................................
as my /our proxy to attend and vote for me/us and on my/our behalf at the 39th Annual General Meeting of the
company to be held on Sunday, October 04, 2015 at 10:00 a.m. and/or at any adjournment thereof.

As witness my hand this .................................... day of .................................................................... 2015

--------------------------
Signature of Proxy Affix
Revenue
------------------------------------- Stampof
Signature of the Shareholder Tk. 10.00

No. of shares held ---------------------------------------------

PROXY FORM
Register Folio/BO ID No.

Note : A Member entitled to attend and vote at the General Meeting may appoint a proxy to attend and vote on his behalf. The proxy form
duly completed must be deposited at the registered office of the Company not later than 48 hours before the time fixed for the meeting.

APEX TANNERY LIMITED


Registered and Corporate Office: 127 Hazaribagh T/A, Dhaka-1209, Bangladesh

ATTENDANCE SLIP

I hereby record my attendance at the 39th Annual General Meeting being held on Sunday, October 04, 2015 at
10:00 a.m. at Spectra Convention Centre Ltd., House No. 19, Road No. 7, Gulshan-1, Dhaka-1212.

Name of member/proxy ........................................................................ .................................... .......................................................

Register Folio/BO ID No.


ATTENDANCE SLIP

Signature .....................................

Note: Shareholders attending meeting in person or proxy are requested to complete the attendance slip and hand it over at the entrance of
the meeting hall.

Annual Report 2015 61

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