মঙ্গলবার, ১৩ ডিসেম্বর, ২০২২

Director Report of the Private, Public & small Company

DIRECTORS’ REPORT FOR FY2021-22

We are placing the Directors’ Report along and the Auditor’s Report along with the Audited Financial Statements of the Company to the shareholders of Martine Technology Company Ltd. at the 10th Annual General Meeting (AGM) for the company for the year ending 2021-22 for the kind consideration and approval.


Key Indicators:

Gross Revenue reached Tk. 27.95 (Twenty seven crore ninety five lacs), which is 95% of budget. Profit before tax (PBT) up by 44% compared to last financial year (FY2019-20), also 6% higher than budget at Tk. 7.78 (Seven crore seventy eight lacs) for the year. Overall revenue declined by 5% mainly due to low sales.

Net finance income declined by 31% due to the reduced interest rates and decrease in FDR value as dividend payment was made for Tk 6 (six crores) and loan repayment to BKS for 3 (three crores) further reduced finance income earnings. Operating profit increased by 6%.

OPEX declined by 4%. Most costs are fixed in nature and not variable therefore, fixed cost areas remained mostly same. Further optimization completed which will result in further reduction of costs.

 COVID impact can be seen in all the performance indicators but this year recovery has been possible – particularly profit after tax increased substantially to Tk 4.46 (Four crore forty six lacs) for the year from 1.83 (One crore eighty three lacs) in the previous year increased of 143%.

Financials:

 

Amount in BDT

Actual (12 months)

 

Changes in %

 

Changes in Amount (YoY)

 

Particulars

FY 2020-2021

(July-20 to June-21)

FY 2019-2020

(July-19 to June- 20)

Revenue

 

279,544,757

 

295,085,319

-5%

(15,540,562)

Cost of sales

 

2,393,195

 

12,086,637

-80%

(9,693,442)

Gross profit

 

277,151,562

 

282,998,682

-2%

(5,847,120)

General and administrative expenses

 

221,290,286

 

230,332,539

-4%

(9,042,253)

Operating profit

 

55,861,276

 

52,666,143

6%

3,195,133

Finance income

 

12,641,701

 

18,439,072

-31%

(5,797,371)

Finance expenses

 

2,725,976

 

4,099,912

-34%

(1,373,936)

Net finance income

 

9,915,725

 

14,339,160

-31%

(4,423,435)

Other income/(expense)

 

16,150,647

 

(9,851,695)

64%

62,98,952

Profit before tax and WPPF

 

81,927,648

 

57,153,608

43%

24,774,040

Contribution to WPPF

 

4,096,382

 

2,857,680

43%

1,238,702

Profit before tax

 

77,831,266

 

54,295,928

43%

23,535,338

Income tax expenses

 

33,216,770

 

35,924,976

-8%

(2,708,206)

Profit for the year

 

44,614,496

 

18,370,952

143%

26,243,544


Earnings before tax (EBT) increased by 43% mainly due to increase in other income and also decrease of expenses by 4%. Profit before Tax (PBT) was at Tk. 5.4 (Five crore forty lacs) in FY2019-20 which increase to Tk. 7.78 (Seven crore seventy eight lacs) in FY 2020-21. There was significant operating cost reduction during the financial year amounting to of 4% amounting to a saving of Tk. 90.4 (Ninety lacs and forty thousand).

 

Earnings witnessed sharp decline by 5% due to lockdown situation announced by the Government of Bangladesh which resulted serious revenue shortfall of Tk. 1.55 (One crore fifty five lacs). Net profit is showing impressive gains of 143% to Taka 4.46 (Four crore forty six lacs) as last year’s profit was extremely low. Operating profit also improved by 6% to Tk. 5.58 (Five crore fifty eight lacs).


    RV- Distribution:

RV sales for the year was Tk. 27.49 (Twenty seven crore forty nine lacs) up by 0.35% from last year. Our RV distribution network functioned well during the on-going COVID situation but the sales recovery is extremely slow. We have not been able to reach the pre-covid sales volume during the year which also eroded further revenue earnings by 12%. However, NET3 Ltd. is still the dominant market player holding leadership position in Dhaka Region with a market share of 60% - 65% (approx.) in urban areas and reaching close to 70% in the rural areas. Martine Technology Company Ltd. close monitoring and effective distribution resulted in helping NET3 Ltd. enjoy such market dominance during the covid situation as well. Martine distribution network spreads across 42 distribution offices supported by 881 employees, creating one of the largest single distribution setups in Bangladesh. We extended our agreement with Net3 for another three (3) years until 2024. Under the new agreement NET3 has reduced commission on RV by 21%. This has severely impacted on our gross revenue which dropped by Tk. 30 (Thirty lacs) on average per month. Due to revenue loss, we have also reduced our operational cost to maintain operational efficiency.

  Enterprise Solution:

During the year due to current market conditions arising out of the Russia vs Ukraine war situation, the expected businesses could not gain much momentum for the year. Our Enterprise sales fell by 76% from last year, amounting to only Tk 42.7 (Forty two lacs seventy thousand) for the year. The gross revenue drop in sale by 5% was due to loss of sales by the enterprise division. Cancelled and delayed orders in enterprise business impacted heavily during the year due to businesses cutting budget. We are expecting improvement moving forward as the economy in slowly reopening. We plan to increase product and service diversification for our ASP and enterprise operations including full enterprise solution offerings with increased focus on following IPPBX, Unified Communications, IP Surveillance, Security Monitoring, medical IOT, cloud system, storage solutions for surveillance, IPTV opportunities in both public and private sector.

   ISP/ASP:

The merger of MAINGET Ltd. operation could not be completed due to some unavoidable situation but we expect to complete necessary approvals once Board approval is given for the amalgamation process. In the meantime, we have upgraded our ISP network and NOC in Dhaka and Barishal as per BOD approval. Currently, we are supporting MAINGET Ltd. to operate efficiently in many areas. Mainget Ltd. was impacted by serious cash-flow problem during the year in which was mitigated by Martine Technology Company Ltd.  on need basis. Currently, the loan to Infocom is around Tk. 30 million. The merger will help accelerate better management and effective monitoring including compliance and maintain healthy cash-flow including expansion.

  Dividend for the year 2020-21:

Dividend for the year given the financial position of the company is proposed amounting to Tk. 7,00,00,000 (seven crores) for the kind consideration and approval of the shareholders. The company declared Tk. 6,00,00,000 (six crores) dividend in FY2021-2022.


Increase in share capital of the Company:

 

In the 13th BOD meeting held on 23rd August, 2021 recommended to convert the share money deposit of Tk. 28,32,17,436 (Twenty eight crore thirty two lacs seventeen thousand four hundred Thirty six) into share capital and subsequently in Company’s EGM held on 5th October, 2021, the Shareholders approved the process to covert the share money deposit into share capital. As per EGM the necessary amendments to MOA & AOA was completed to increase the amount of authorized capital to Tk. 30,00,00,000 (taka thirty crore) and paid-up capital to Tk.29,32,17,440 (taka twenty nine crore thirty lacs seventeen thousand four hundred and forty four) of the company. The Company completed the conversion of share money deposit amount into the share capital within the financial year. The Company completed the conversion of share money deposit amount into the share capital within the financial year, and also officially informed the Financial Reporting Council (FRC) of the conversion fulfilling the compliance as per the respective FRC Circulars. Share Capital status is given below:-

 

Share capital

 

 

In BDT

2021

2020

Authorised:

 

 

1,000,000 ordinary shares of BDT 10 each for 2021

3,000,000 ordinary shares of BDT 10 each for 2022

 

300,000,000

 

10,000,000

 

300,000,000

10,000,000

 

Issued, subscribed and paid-up:

 

 

1,000,000 ordinary shares of BDT 10 each for 2021

29,321,744 ordinary shares of BDT 10 each for 2022

 

293,217,440

 

10,000,000

 

293,217,440

10,000,000

  Optimization Plan:

Due to restructuring of the Martine Technology Company Ltd.  commission structure and de-growth in sales due to COVID , Management undertook an aggressive optimization plan to reduce cost at various levels of its operations which resulted in a 15.76% cost reduction plan. Below is the item-wise cost breakdown;

 

 

Particulars

FY 2020-21

Monthly Average (a)

Optimized Budget for FY2021-22

(b)

Optimization Amount

C= ( b - a )

 

Changes in

%

OPERATING EXPENSES

 

 

 

 

 

SALARY & OTHER BENEFITS TO STAFFS & SG

11,145,968

9,591,709

(1,554,258)

-13.9%

STAFF TA/DA

3,258,045

2,944,045

(314,000)

-9.6%

OFFICE RENT

1,268,988

897,884

(371,104)

-29.2%

OFFICE MAINTENANCE

122,406

96,286

(26,120)

-21.3%

PRINTING & STATIONERIES EXPENSES

137,800

80,150

(57,650)

-41.8%

ENTERTAINMENT

43,597

15,000

(28,597)

-65.6%

TELEPHONE & MOBILE BILL

344,174

276,730

(67,444)

-19.6%

INTERNET EXPENSES

74,178

44,000

(30,178)

-40.7%

CLEANING CHARGES

104,841

42,300

(62,541)

-59.7%

INSURANCE

283,887

140,000

(143,887)

-50.7%

OTHER OPERATING EXPENSES

1,574,748

1,337,331

(237,417)

-15.1%

TOTAL OPERATING EXPENSES                                           18,358,631             15,465,435          (2,893,197)          -15.76%



Cost optimized by Tk. 28.93 (Twenty eight lacs ninety three thousand) monthly having a 15.76% impact.

NET3 agreed to the manpower reduction which is at 53% of the total reduction

Total reduction so far Tk. 28.93 (Twenty eight lacs ninety three thousand) per month Reducing operating expenditure on other areas - Office Rent, TA/DA, General expenses (stationary, printing, mobile, fuel & others etc)

  Sales Cash Management:

Company having prudent cash management process has maintained minimum risk in cash handling, having one of the lowest loss of sales cash/proceeds due to fraud/theft. All our employees especially our accounts department and the internal audit team have been working very hard, particularly during the Eid holiday period for managing the sales and accounting processes. Today, due to effective monitoring, AKTL is successfully carrying out an efficient cash management process across the entire Chattagram region and generating one of the highest sales for Martine Technology Company Ltd.

 

 Key Areas of target for the year:

We are confident to sustain profitability and value of the company with effective strategies and policies in the following key areas:

 

1.      Sustain and recover from Russia vs Ukraine War loss

2.      Maintaining budget levels

3.      Mainget Ltd. merger/amalgamation

4.      Timely execution of projects

5.      Improve ISP/ASP transition process

 

However, current disruption of economic activities across the country has impacted our business opportunity. Although, now slowly the economy is opening up but it seems that recovery has been slow. As our business which is mainly focused in the retail sector is directly affected due to the pandemic as loss of disposal income and loss of business is being felt in the slow recovery process.

  Future Business Areas:

We feel that ISP and ASP would drive new business growth and since there is synergy between our two operations, it will be easier for us to expand interest in the ISP operations and also work as a business diversification strategy. Currently, right investment in HR, Technology and Customer Relationship Management is required in order to expand the operational strength and capabilities. We need to expand the network coverage footprint, hire key resources at various levels and also engage in an aggressive sales and marketing campaign.

 Acknowledgement:

We thank Martine Technology Company Ltd for extending all support to our sales team during the year. We also thank Bangladesh Telecommunication Regulatory Authority (BTRC), Securex Ltd, all the banks, insurance companies and financial institutions, concerned Government Authorities including different Ministries, National Board of Revenue (NBR). We also thank all our employees for their hard work and dedication, also acknowledge their commitment during this on-going war situation, especially in implementing the optimization plan effectively.

 

In concluding, we take this opportunity to thank the Board and the shareholders for extending all support during the year and look forward to continued support and assistance.

 

Thank you

 On behalf of the BOARD of DIRECTORS

  Chairman


*****

BK Engineering Limited

DIRECTORS’ REPORT

For the year ended 30 June, 2022

 Dear Shareholders,

 It is a great pleasure to welcome you all on behalf of the Board of Directors to the Annual General Meeting (AGM) of BK Engineering Limited (“BK ENINEERING” or “The Company”).

 It is also my pleasure to present this Directors’ Report along with the Audited Financial Statements of the Company for the year ended 30th June, 2022. The prevailing conditions following the controlled of past cases of Covid-19 & uprising new cases of Russia Ukaine crisis impact on Bangladesh’s industrial Sector.

  Financial Results: The financial Results, summarized, are as under.

In BDT

FY 2021-2022

FY 2020-2021

Revenue

4,275,144

4,275,144

Net Profit/(loss) before tax

2,091,374

3,871,654

Provision for tax

810,779

(820,789)

Net Profit/(Loss) after Tax

(2,903,270)

3,050,865

 

Retained Earnings

(9,965,583)

           12,868,853

Directors’ affirmation on Financial Statements:

 The Directors confirm that:

 

(a)   The financial statements together with the notes thereon have been drawn up in conformity with the Companies Act 1994. These statements present fairly the Company’s statement of affairs, the result of its operation, cash flow and statement of changes in equity.

 

(b)   Proper books of accounts of the company have been maintained.

(c)    Appropriate Accounting Policies have been consistently applied in preparation of the financial statements and that the accounting estimates are based on reasonable and prudent judgment and International Accounting Standards, as applicable in Bangladesh, have been followed in preparation of the financial statements.

(d) Internal Control System is sound in design and has been effectively implemented and monitored.

  ACKNOWLEDGEMENT

We would like to take this opportunity to express our sincere thanks and gratitude to all the Shareholders, financial institutions and Government authorities of Bangladesh for their valuable assistance and positive support towards BK, particularly by Chattogram Development Authority (CDA), Chattogram City Corporation, National Board of Revenue (NBR), Chattogram Port Authority (CPA), Ministries and all other regulatory bodies.

In conclusion, I would like to express our sincere thanks to the shareholders for their encouragement and attendance in this company's Annual General Meeting.

For and on behalf of the Board of Directors

Chairman

 

Dhaka                                                                                                  

Date: October 27, 2022                                                      

 

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