Annual Report 2013 IPDC
Annual Report 2013 IPDC
Annual Report 2013 IPDC
Annual
Report
2013
Notice is hereby given that the 32nd Annual General Meeting of the shareholders of Industrial Promotion and Development
Company of Bangladesh Limited will be held on May 15, 2014 (Thursday) at 10:00 a.m. at the Conference Hall No. 3 of
BRAC-CDM, Rajendrapur, Gazipur to transact the following proceedings:
1. To receive and adopt the Directors’ Report, Auditors’ Report and Audited Financial Statements of the .................
....................Company for the year ended December 31, 2013;
2. To declare dividend for the year ended December 31, 2013;
3. To elect Directors;
4. To appoint Auditors and to fix their remuneration;
5. To confirm the appoinment of Mr. Shaffiq Dharamshi, Nominee-Director, AKFED;
6. To transact any others bunisess (if any) with the permission of the chair.
Samiul Hashim
Company Secretary
Dated: Dhaka
April 24, 2014
Notes:
March 27, 2014 shall be considered as the Record Date for entitlement of the Dividend for the year ended
..................December 31, 2013
Admission into the venue of the AGM will be allowed on submission of the attendance slip.
Only the shareholders or their appointed proxies will be allowed to attend the meeting.
A shareholder, intending to appoint a Proxy, must deposit the duly stamped Proxy Form at the Company’s
..................registered office no later than 48 hours before the day of the AGM.
Except the shareholders or valid proxies, no one will be authorized to complete registration process.
LEGAL FORM
A public limited Company incorporated in Bangladesh under The Companies Act 1913 (now the Companies Act 1994),
listed with the Dhaka and Chittagong Stock Exchange Limited since December 3, 2006.
Licensed as Financial Institution under the Financial Institutions Act 1993 on February 7, 1995.
Standing from (Left to Right): Ms. Ashraf Ali, Mr. Alauddin A. Majid, Mr. Md. Nazrul Huda, Mr. Shaffiq Dharamshi,
Mr. Mominul Islam- Managing Director & CEO, Mr. Amin H. Manekia, Mr. Altaf Ramzi
and Ms. Afroza Khan
Sitting from (Left to Right) : Mr. Jalal Ahmed, Mr. Sulaiman Ajanee- Chairman and Mr. Altaf Hussain
Management Committee
Front Row (Left to Right): Mr. Fazle Quayum - Head of Credit Risk Management, Mr. Md. Zakir Hossen- AGM Operations,
Mr. A.F.M. Barkatullah - DMD, Mr. Mominul Islam- MD & CEO, Mr. Mohammad Ruknuzzaman -
Head of Corporate Investment, Mr. Dilip Kumar Mandal - CFO
Back Row (Left to Right): Ms. Uzma Tahiya Khan - Human Resources, Mr. Shaheen Ahmed - Head of Special Asset
Management, Mr. Kazi Samiur Rahman - Head of Retail Business. Mr. A.S.M. Shahin - Head of
SME & MME, Mr. Samiul Hashim - Company Secretary & Head of Legal Affairs, Mr. Rizwan
Dawood Shams - Head of Channel Financing
Honorable Chairman of the Company delivering his speech The Board of Directors in the 31st Annual General Meeting
in the 31st Annual General Meeting
Managing Director & CEO of the Company addressing One of the Honorable Shareholders addressing in the 31st
queries from the shareholders in the 31st Annual General Annual General Meeting
Meeting
One of the Honorable Shareholders addressing in the 31st The Board of Directors along with few Shareholders in the
Annual General Meeting31stAnnual General Meeting 31st Annual General Meeting
It is a great pleasure and a true honour to welcome you all to I want to take this opportunity to extend my sincere gratitude
the 32nd Annual General Meeting of your Company. To begin to our valued customers for their continued support and
with, let me express my heartfelt gratitude and appreciation loyalty, all our regulatory bodies for their kind cooperation,
for your kind patronage and continued trust in the Board and the Board of Directors for their leadership and the entire
the management of IPDC. IPDC Team who, in a year of change, has exceeded
expectations and delivered positive results for the benefit
I am pleased to report that 2013 was a year of achievement for of all our stakeholders.
your Company due to continued focus on cost containment,
effective risk management increased operational efficiency, and Lastly, I want to thank you, our esteem shareholders, for
above all, concentrating on the Company’s sustainable your generous patronage and the unwavering confidence
business model in the midst of a turbulent socio-economic that you have in your Company.
landscape. Our performance clearly shows that the
Company is forging ahead with a sound business strategy, I wish IPDC every success in the approaching year and
strong governance and the right leadership for delivering beyond.
sustainable value proposition to the shareholders.
Success in difficult times calls for holding true to basic as by building appropriate organizational capacity. One of
tenets of effective behavior. our key priorities in 2014 will be to further develop our
capacity in soliciting quality credit proposals and
During 2013, we produced solid improvements in all the key fast-tracking the approval process. On the deposit side we
operational and financial parameters amidst serious disrup- will continue to focus on small ticket deposit mobilization
tions in the economy. IPDC posted Tk. 325.11 million in through our micro-marketing initiatives. In 2014 we will
operating profit for the year, up 56.68% from the previous also focus on corporate tie-ups for retail business expansion.
year, while the Company’s pre-tax profit surged by 80.44% Implementing responsibility center accounting along with
to Tk. 241.78 million. This is a demonstration of the true the new financial system will be another key priority which
character of the Company which did not only withstand but will enhance accountability of revenue and costs at the
also flourished in an adverse market condition. Despite business unit or functional level and will foster leadership in
facing multifarious challenges we remained faithful to our accelerated growth down the line. IPDC remains committed
business model which is built upon robust risk management to distinctively identify itself as the best customer service
framework, ethical business practices, continuous improve- provider in the financial sector and our pursuit towards this
ment in operational efficiency and a relentless pursuit for goal will continue in 2014 and beyond. Last but not the least,
creating extraordinary customer experiences. compliance remains a cornerstone in our organizational
culture and business processes and we will continue to focus
However, there is little room for complacency. We do not on maintaining strict compliance to all local regulations as
only need to meet short term earning targets but we have to well as adhering to international standard of corporate
also ensure adequate investments for the future for sustain- governance.
able growth over time. In a sluggish investment climate our
credit portfolio grew by 2.86%, somewhat at a lower pace I thank you all and wish you a meaningful year ahead.
than anticipated. However we have significantly improved
the credit quality during the year bringing down Gross Sincerely,
Classified Loan ratio to 5.95 % in 2013 from 9.66% in 2012.
The Net Classified Loan ratio has also dropped from 3.98 %
in 2012 to 2.37% in 2013 with Tk. 49.34 million additional
provision kept in the balance sheet on top of regulatory
requirement considering uncertain economic condition in
2014. This will help us to withstand any external shocks of MOMINUL ISLAM
considerable magnitude with relative ease. Customer depos- Managing Director & CEO
its, our core source for external funds, grew by 5.21% in Dhaka, March 16, 2014
2013 in line with the credit growth. However, individual
deposit grew by impressive 10.94% during the year which
remains our strategic priority. Most importantly in 2013
retail customer base has increased by 34.12% which will
have significant impact in reducing cost of fund over long
term.
Credit Risk In the normal course of business, IPDC has entered into
various transactions with related parties during the year 2013.
Credit risk is the potential loss arising from failure of a debtor Parties are considered to be related if one party has the ability
or counterparty to meet their contractual obligations resulting to control or exercise significant influence over the other
in a financial loss to IPDC. Credit risk includes concentra- party in making financial or operating decisions. These
tion risk which can result from interdependencies between transactions have taken place on an arm’s length basis and
counterparties and concentration of exposure to industry include rendering or receiving of services. The details of
sectors and geographical regions. Credit risk management related party transactions are disclosed in note number 50 of
processes involve identification, measurement, monitoring the Financial Statements.
and control of credit exposures. At IPDC, credit risk may
arise in the following form: exposure risk, counterparty risk Contribution to the National Economy
and default risk.
IPDC is the first private sector Non-banking Financial Institu-
Market Risk tion in Bangladesh and was established in 1981 by the Govern-
ment of Bangladesh and a number of distinguished multilateral
Market risk is the potential of loss arising from adverse developing agencies. IPDC was established with an aim to
changes in interest rates and changes in the price of securities. promote private sector industrial ventures in the country at a
Being a Financial Institution, the primary risk that arises for a time when all the banks in Bangladesh remained nationalized.
FI is interest rate risk. The immediate impact of changes in
interest rates is on the Company’s earnings due to changes its Since its inception IPDC has played a pivotal role in develop-
Net Interest Margin (NIM). ing the private sector industrialization in Bangladesh through
Liquidity Risk
The financial statements prepared by the management
Liquidity risk is the risk of being unable to meet financial
of IPDC presents fairly its state of affairs, the results of
obligations as they fall due. This arises mainly due to
its operations, cash flows and changes in equity.
mismatch in maturity of assets and liabilities. The overall
responsibility for measuring and monitoring the liquidity risk Proper books of accounts of the Company have been
for FI rests with the Asset Liability Management Committee maintained.
(ALCO).
Appropriate accounting policies have been consis-
Operational Risk tently applied in the preparation of financial
statements and accounting estimates are based on
Operational risk is the risk of loss resulting from inadequate reasonable and prudent judgment.
or failed internal processes, people and systems or external
International Accounting Standards (IAS)/Bangladesh
factors. It includes legal, regulatory, fraud, business continu-
Accounting Standards (BAS)/International Financial
ity and technology risk. In order to control its operational
Reporting Standards (IFRS)/Bangladesh Financial
risk, IPDC primarily relies on its internal audit and internal
Reporting Standards (BFRS) as applicable in Bangladesh
control systems.
have been followed in preparation of the financial
statements and any departure there from has been
Compliance Risk
adequately disclosed.
Compliance risk is the risk which is arises due to legal or The system of internal control is sound in design and
regulatory breach. The Company may suffer material has been effectively implemented and monitored.
financial loss or loss of reputation as a result of its failure to
comply with the requirements of relevant laws, regulatory There are no significant doubts upon the Company’s
bodies etc. ability to continue as a going concern.
Reputational Risk
Directors’ Meetings, Attendance and Remuneration
Reputational risk arises from negative perception on the part
of customers, counterparties, shareholders, investors,debt During the year ended December 31, 2013 a total 5 (five)
holders, market analysts, regulators and other relevant Board Meetings were held and attendance by the Directors
parties. This risk may adversely affect the Company’s ability along with remuneration paid to them are summarized in
to maintain existing business relationships or impede the Annexure - IV in this annual report at page no 17.
establishment of new relationships.
Financial Perfomance
Disbursement - Loans, Leases, Advances etc. 1,216.21 1,608.66 1,979.82 3,316.94 3,492.20 5.28%
Outstanding Loans, Leases and Advances 4,548.49 4,150.96 4,325.02 5,585.64 5,745.51 2.86%
Property, Plant and Equipment 73.57 80.69 81.02 76.21 107.83 41.49%
Total Assets 6,042.82 6,241.91 6,761.09 7,114.51 7,758.92 9.06%
Term Deposits 2,329.40 3,180.86 3,798.24 4,208.01 4,427.09 5.21%
Borrowings 782.65 123.84 104.02 29.70 413.98 1293.87%
Total Liabilities and Equity 6,042.82 6,241.91 6,761.09 7,114.51 7,758.92 9.06%
Equity Information
Shareholders' Equity 1,610.85 1,787.05 1,898.72 2,027.33 2,064.97 1.86%
Paid up Capital 783.92 862.31 948.54 1,043.39 1,043.39 0.00%
Number of Ordinay Shares2 7,839,162 8,623,078 94,853,850 104,339,235 104,339,235 0.00%
Net Asset Value Per Share (NAV)3 205.49 207.24 20.02 19.43 19.79 1.85%
Earnings per Share (EPS)4 17.43 18.6 1.07 1.23 1.36 10.57%
Rate of Dividend 10.00% 10.00% 10.00% 10.00% 15% 50.00%
Year end Market Price per Share5 451.00 687.75 31.80 18.00 20.00 11.11%
Market Capitalization6 3,535.46 5,930.52 3,016.35 1,878.11 2,086.78 11.11%
Financial Ratios
Current Ratio (Times) 1.07 1.06 1.36 1.39 1.18 -15.11%
Debt Equity Ratio (Times) 0.13 0.52 0.26 0.23 0.20 -13.04%
Interest Coverage Ratio (Times) 3.74 11.60 4.70 6.36 7.28 14.47%
Return on Asset 6.19% 3.00% 1.72% 1.85% 1.91% 3.24%
Price Earning Ratio (Times) 31.93 24.28 29.71 14.60 14.70 0.68%
Rate of NPL 27.15% 26.98% 13.04% 9.66% 5.95% -38.41%
Rate of net NPL 6.42% 8.65% 1.87% 3.98% 2.37% -40.45%
1
PAT of year 2009 - 2010 has been restated due to adjustment of deferred tax in compliance with Bangladesh Bank circular
number DFIM 07 dated July 31, 2011.
2
Denomination of face value of shares has been converted to Tk. 10 from Tk. 100 w.e.f. December 4, 2011.
3
NAV for the year 2009-2010 has been calculated using the face value per share of Tk. 100 each.
4
EPS has been restated for the year 2009 - 2011 due to issuance of bonus shares.
5
Year end Market Price per Share for the year of 2009-2010 has been considered having face value of Tk. 100 each.
6
Market Capitalization for the year 2009-2010 has been calculated using Market Price per Share with face value of Tk. 100
each.
Less Dependency on Borrowings Discipline for Financial Institutions, each Financial Institu-
tion is required to maintain Capital Adequacy Ratio (CAR) at
As at December 31, 2013 total borrowing of the Company least 10.00 percent of the total risk weighted assets. As at
was Tk. 413.98 million which is 7.27 percent of the total December 31, 2013 CAR of IPDC is 24.36 percent vis-à-vis
liabilities which indicate that Company has no dependency requirement of 10.00 percent which is 14.36 percent higher
on bank borrowings. than the required CAR.
Continuous Support from the Depositors Strong Equity Base
The Company enjoys good relationship with the depositors of IPDC is one of the highest equity based Company among the
the Company and maintains an excellent track record and Financial Institutions. As at December 31, 2013 total equity
reputation in settlement of its obligations towards the deposi- of the Company is Tk. 2,064.97 million which includes paid
tors. As at December 31, 2013 total customer deposits stood up capital of Tk. 1,043.39 million. This reflects long term
at Tk. 4,427.09 million with the growth of 5.21 percent over viability and sustainability of the Company.
previous year. This indicates that the Company has been
successful in building up confidence amongst the depositors Changes in Government Policy
and is very optimistic to further develop it in coming days. Management and the directors anticipate no significant
change in legislation or government policy which may
Favorable Key Financial Ratio
materially affect the business of the Company.
Company’s financial ratios (Please see the Key Operating and
Financial Data at page number 14) reveal the sound financial Based on the review of the major indicators, the management
health and future strength of the Company. and directors of the Company is of the view that the prepara-
tion of the financial statements of the Company for the year
Regular Payment of Dividend ended December 31, 2013 on the basis of going concern
assumption is appropriate.
IPDC has been paying dividend on a regular basis to the
shareholders over the years.
Top Executives
Mr. Mominul Islam Managing Director & CEO Nil
Mr. Dilip Kumar Mandal Chief Financial Officer (CFO) Nil
Mr. Samiul Hashim Company Secretary (CS) Nil
Mr. Muhammad Sami Ul Hoque Incharge - Head of Internal Audit (HIA) Nil
Annexure – IV
Meeting Attended by the Directors during 2013
Note:
Leave of absence was granted in all cases of non attendance
1
Mr. Mansoor Ali Halari was a nominee director of AKFED, he was replaced by Mr. Shaffiq Dharamshi on 03.10.2013.
17
Directors’ Report (continued)
Annexure - V
The Brief Profile of the Board of Directors
Sulaiman Ajanee, Chairman – Nominated by AKFED Director since 21 January 2004
Mr. Ajanee is the member of the Board since January 2004. He Other Interests:
is the Director nominated by Aga Khan Fund For Economic President: His Highness Prince Aga Khan Shia
Development(AKFED) and has been serving as Chairman of Imami Ismaili Council, Bangladesh
the Board since October 2010. He was also the member of the Vice Chairman: Aga Khan Foundation, Bangladesh
Board Executive Committee. Managing Director: World Com Limited.
Managing Partner: Standard Finis Oil Company.
Mr. Ajanee is a renowned business personality of the country Qualifications:
and has extensive experience in chemical and insecticide Associate in Industrial Engineering, USA.
business.
Age: 50 years
Alftaf Hussain, Director – Nominated by AKFED Director since 23 January 2006
Mr. Hussain is a Director of the Board of IPDC since January Other Interests: None
2006 and serving as Chairman of the Board Executive
Committee. Qualifications:
B.Com (Hons); M. Com from Hailey College of
Mr. Hussain is a veteran banker and served Habib Bank Commerce, Punjab University, Pakistan.
Limited, a leading international bank of Pakistan for about 39
years in various positions. He has extensively worked on Age: 70 years
overseas assignments which include his posting as Regional
General Manager-Gulf, General Manager-Bahrain and
Managing Director of a Finance Company in Kuwait. Prior to
his retirement, he was the Senior Executive Vice President of
Habib Bank Limited.
Ms. Ali is on the Board of IPDC since October 2006 and Other Interests: None
member of the Board Audit Committee since December 2012. Advisor: Form Icon Limited.
Ms. Ali worked for British Airways as Sales Manager for 22 Qualifications:
years and took early retirement in 2000. During her tenure M.A. in Political Science from the University of
with British Airways she won many awards for outstanding Dhaka.
performance. She is involved with community work and
served as the President of the Aga Khan National Council for Age: 65 years
Bangladesh from 1993-1999 and a member of the National
Committee of Aga Khan Foundation, Bangladesh.
Mr. Ramzi is on the Board of IPDC since October 2008 and he Other Interests:
is a member of the Board Audit Committee since April 2009. Director:
Signet Enterprise Ltd
Mr. Ramzi was a banker in profession. He started his career Scotia Services Ltd
with the Bank of Credit and Commerce International (SA) Apparel Connection
Limited (BCCI) in 1981 as an officer in International Cadre. Ismailia Co-operative Society
He then served in BCCI in various capacities and was posted
in Egypt, Pakistan and London. He was also Consultant in Qualifications:
Deloitte Touche Tohmatsu – a London-based global Chartered Master in Accounting, University of Karachi,
Accountants firm. He also held the position of Marketing Pakistan.
Manager of Signet Enterprises Limited, UK. Coming to
Bangladesh in 1996, he has been serving as the General Age: 56 years
Manager of Signet Enterprises Ltd. and Scotia Services Ltd.
Currently, he holds the position of Director in both Compa-
nies.
Ms. Khan joined the Bangladesh Civil Service (BCS) Admin- Qualifications:
istrative Cadre in 1988. Her career with the Government of Master of Soil, Water and Environment, University of
Bangladesh spans over 24 years during which she has served in Dhaka
various Ministries in different capacities, particularly the Master of Public Health, University of North Carolina,
Ministry of Health and Family Welfare, Ministry of Posts and Chapel Hill, USA
Telecommunications and Ministry of Public Administration.
Ms. Khan has also worked as a consultant for the ILO, Dhaka Age: 54 years
Office, and is a member of different professional bodies
concerning Civil Service in Bangladesh. At present Ms. Khan
is serving as a Joint Secretary in the Ministry of Industries
where she is a senior team member in the International
Cooperation Wing.
Condition Compliance
No. Title Status Remarks
1.2 (iv) The post of Independent Director(s) cannot remain vacant for more than No such
90 (ninety) days vacancy
created
1.2 (v) The Board shall lay down a code of conduct of all Board members and Complied
annual compliance of the code to be recorded
1.2 (vi) The tenure of office of an Independent Director shall be for a period of 3 Complied
(three) years, which may be extended for 1 (one) term only
1.3 Qualification of Independent Director
1.3(i) Independent Director shall be a knowledgeable individual with integrity Complied
who is able to ensure compliance with financial, regulatory and corporate
laws and can make meaningful contribution to business
1.3(ii) The person should be a Business Leader/Corporate Complied
Leader/Bureaucrat/University Teacher with Economics or Business Studies
or Law background/Professionals like Chartered Accountants, Cost &
Management Accountants and Chartered Secretaries. The Independent
1.5(vi) Basis for related party transactions a statement of all related party Complied
transactions should be disclosed in the annual report
No such item
1.5(vii) Utilization of proceeds from public issues, rights issues and/or through exists
any others instruments
No such event
1.5(viii) An explanation if the financial results deteriorate after the Company goes occurred
for Initial Public Offering (IPO), Repeat Public Offering (RPO), Rights
Offer, Direct Listing, etc.
1.5(ix) If significant variance occurs between Quarterly Financial performance Complied
and Annual Financial Statements, the management shall explain about the
variance in their Annual Report.
1.5(x) Remuneration to directors including Independent Directors. Complied
1.5(xi) Fairness of Financial Statements. Complied
1.5(xii) Maintain proper books of accounts. Complied
1.5(xiii) Adoption of appropriate accounting policies and estimates and have been Complied
applied consistently
1.5(xiv) International Accounting Standards(IAS)/Bangladesh Accounting Complied
Standards(BAS)/International Financial Reporting Standards(IFRS)/
Bangladesh Financial Reporting Standards(BFRS) as applicable in
Bangladesh, have been followed in preparation of Financial Statements
and any departure there from has been adequately disclosed
1.5(xv) System of Internal Control is sound in design and has been effectively Complied
implemented and monitored.
1.5(xvi) Ability of the Company to continue as a Going Concern Complied
1.5(xvii) Highlighted the significant deviation of operating results from prior year. Complied
1.5(xviii) Summarized the key operating and financial data of at least preceding 5 Complied
(five) years.
1.5(xix) Declaration of dividend Complied
1.5(xx) Number of Board Meetings held during the year and attendance by each Complied
Director
1.5(xxi) The pattern of shareholding Complied
3.3(ix) Review Management Letters/ Letter of Internal Control weakness issued Complied
by statutory auditors
3.3(x) When money is raised through Initial Public Offering (IPO)/Repeat Public Not There was no
Offering (RPO)/Rights Issue the Company shall disclose to the Audit Applicable IPO/PRO/Right
Committee about the uses/applications of funds by major category (capital Issue in 2013.
expenditure, sales and marketing expenses, working capital, etc) on a
quarterly basis, as a part of their quarterly declaration of financial results.
Further, on an annual basis, the Company shall prepare a statement of
funds utilized for the purposes other than those stated in the offer
document/prospectus.
3.4.1 Reporting of Audit Committee to the Board of Directors
3.4.1(i) Audit Committee reports on its activities to the Board of Directors Complied
3.4.1(ii) The Audit Committee shall immediately report to the Board of Directors on
the following findings, if any:
3.4.1(ii) (a) Report on conflict of interest No such event
occurred
3.4.1(ii) (b) Any suspected or presumed fraud or irregularity or material defect in the No such event
internal control system occurred
3.4.1(ii) (c) Suspected infringement of laws, including securities laws, rules and No such event
regulations occurred
3.4.1(ii) (d) Any other matter which shall be disclosed to the Board of Directors No such event
immediately occurred
3.4.2 Reporting to Authorities
If any report which materially impacts the financial condition & results of
operation has been discussed with the Board of Directors and the management
and that any rectification which is necessary is unreasonably ignored, No such event
Audit Committee shall report such finding to BSEC upon reporting of such occurred
matters to the Board for three times or completion of a period of 6 (six)
month from the date of first reporting to the Board whichever is earlier
3.5 Reporting to the Shareholders and General Investors
Report on activities carried out by the Audit Committee including any No such event
report made to the Board under condition 3.4.1 (ii) above during the year, occurred under
shall be signed by the Chairman of the Audit Committee and disclosed in condition
the annual report of the issuer Company 3.4.1 (ii)
4(viii) No partner or employees of the external audit firms shall possess any Complied The Audit firm
share of the Company they audit at least during the tenure of their audit has declared that
assignment of that Company. none of them
holds any share
in the Company.
5 Subsidiary Company
5(i) Provisions relating to the composition of the Board of Directors of the Not The Company
holding company shall be made applicable to the composition of the Applicable does not have
Board of Directors of the subsidiary company. any subsidiary.
5(ii) At least 1 (one) Independent Director on the Board of Directors of the Not Do
holding company shall be a director on the Board of Directors of the Applicable
subsidiary company
5(iii) The minutes of the Board Meeting of the subsidiary company shall be Not Do
placed for review at the following Board Meeting of the holding company. Applicable
5(iv) The minutes of the respective Board Meeting of the holding company Not Do
shall state that they have reviewed the affairs of the subsidiary company Applicable
too
5(v) The Audit Committee of the holding company shall also review the Not Do
Financial Statements, in particular the investments made by the subsidiary Applicable
company
6 CEO and CFO’s Certification of Financial Statements to the Board
6(i) They have reviewed Financial Statements for the year and that to the best
of their knowledge and belief:
6(i)(a) These statements do not contain any materially untrue statement or omit Complied
any material fact or contain statements that might be misleading
6(i)(b) These statements together present a true and fair view of the Company’s Complied
affairs and are in compliance with existing accounting standards and
applicable laws
6(ii). There are, to the best of knowledge and belief, no transactions entered Complied
into by the Company during the year which are fraudulent, illegal or
violation of the Company’s code of conduct
7 Reporting and Compliance of Corporate Governance
7( i) The Company shall obtain a certificate from a practising Professional Complied
Accountant/Secretary (Chartered Accountant/Cost & Management
Accountants/Chartered Secretary) regarding compliance of conditions of
Corporate Governance Guidelines of the Commission and shall send the
same to the shareholders along with the Annual Report on a yearly basis
7(ii) The Directors of the Company shall state, in accordance with the Annexure Complied
attached, in the directors’ report whether the company has complied with
these conditions
We were engaged by Industrial Promotion and Development Company of Bangladesh Limited (the "Company") to provide
certification whether the Company has complied with the conditions of corporate governance guidelines issued by the
Bangladesh Securities and Exchange Commission in its notification number SEC/CMRRCD/2006-158/134/Admin/44
dated 7 August 2012 and SEC/CMRRCD/2006-158/147/Admin/48 dated 21 July 2013 (the "conditions of corporate
governance guidelines") for the year ended 31 December 2013.
Our Responsibilities
Our responsibility is to examine the Company's status of compliance with the conditions of corporate governance guidelines
and to certify thereon in the form of an independent assurance conclusion based on the evidence obtained. For the purpose
of the engagement, we comply with ethical requirements, including independence requirements, and plan and perform our
procedures to obtain assurance whether the Company has complied with the conditions of corporate governance guidelines.
Our conclusion has been formed on the basis of, and is subject to, the matters outlined in this report. We believe that the
evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion.
Conclusion
In our opinion, the Company has complied with the conditions of corporate governance guidelines for the year ended 31
December 2013.
Terms of Reference
The Terms of Reference of the Audit Committee clearly defines the roles and responsibility of the Audit Committee. The
Terms of Reference is periodically reviewed and revised with the concurrence of the Board of Directors. The Audit Committee
is responsible to and reports to the Board of Directors. The role and functions of the Committee are further regulated by the
rules governing the Audit Committee as specified by the ‘conditions on Corporate Governance’ issued by the Bangladesh
Securities and Exchange Commission and guidelines on Corporate Governance and Responsibilities of Audit Committee
issued by Bangladesh Bank.
Audit Committee reviewed the Annual Financial Statements for the year 2013 and placed its recommendations to the Board
of Directors.
External Auditor
Hoda Vasi Chowdhury & Co, Chartered Accountants, a partnership firm registered in Bangladesh and Independent Correspondent
Firm to Deloitte Touche Tohmatsu, were re-appointed as statutory auditors of the Company at the 31st Annual General Meeting
held on April 25, 2013. As a part of ensuring highest level of corporate governance, the committee prohibits the external
auditors from performing any work that they may subsequently need to audit, or which might otherwise create a conflict of
interest. The Committee has ascertained that the external auditors’ of the Company has not been engaged to any one of the
following material non-audit services:
Appraisal or valuation services or fairness opinions.
Financial information system design and implementation.
Book-Keeping or other services related to the accounting records or Financial Statements.
Broker-dealer services.
Actuarial services; and
Internal Audit services.
The Audit Committee evaluated the expertise, resources, independence and objectivity of the external auditors’ and also
reviewed their effectiveness as external auditor before recommending their appointment to the Board.
Reviewed and recommended to the Board the Annual Financial Statements for the year ended December 31, 2012.
Reviewed the Management Letter from external auditors for the year 2012 together with management’s responses to the
findings.
Reviewed the Auditor’s Certificate on Corporate Governance compliance under sec 2CC of the Securities and Exchange
Ordinance 1969 for the year ended December 31, 2012.
Approved the Internal Audit Plan for the year 2014.
Reviewed and ascertained that the internal control system including financial and operational controls, accounting
system, and reporting structure are adequate and effective.
Reviewed the periodical inspection reports of the Company conducted and submitted by the Internal Auditors and
recommended necessary instructions to the management for proper and prompt resolution of the
irregularities/objections stated therein.
Reviewed the actions taken by the management for implementation of Audit Committee’s observations on issues
deliberated in Audit Committee Reports.
The Committee placed its reports regularly to the Board of the Company for review and monitoring the activities with
recommendations on internal control system, compliance with rules and regulation of the regulatory bodies.
The Committee reviewed the inspection report for the year ended December 31, 2012 issued by Bangladesh Bank and
management action plan against thereof.
The Committee reviewed first quarter, half-year and third quarter ended financial statements for the year 2013 and
recommended to the Board;
Reviewed issues within the following areas, however, no such instances were identified and reported to the Board of
Directors.
-Report on conflicts of interests.
-Suspected or presumed fraud or irregularity or material defects in the internal control systems.
-Suspected infringement of laws, including securities related laws, rules and regulations.
Based on the above review and discussions, the Audit Committee is of the view that the internal control and compliance
procedures are adequate to present a true and fair view of the activities and financial status of the Company.
In compliance with the condition conferred by the Notification No. SEC/CMRRCD/2006-158/134/Admin/44 dated August 7,
2012 issued by Bangladesh Securities and Exchange Commission (BSEC), this is to certify to the Board of the Company that:
(i) We have reviewed financial statements for the year 2013 and that to the best of our knowledge and belief:
a) these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
b) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing
accounting standards and applicable laws.
(ii) There are, to the best of knowledge and belief, no transactions entered into by the Company during the year which
.........are fraudulent, illegal or violation of the Company’s code of conduct.
3.6 Property, plant and equipment On disposal of item of property, plant and equipment, gain or
loss on such disposal is reflected in the profit and loss
3.6.1 Own assets account.
Property, plant and equipment are stated at cost less
accumulated depreciation and accumulated impairment 3.6.6 Non-current assets held for sale
losses, if any . The cost of an asset comprises its purchase
price and any directly attributable costs of bringing the assets Non-current assets that are expected to be recovered
to its working condition for its intended use inclusive of primarily through sale rather than through continuing use are
inward freight, duties and non-refundable taxes as per classified as held for sale. Such assets are measured at the
Bangladesh Accounting Standard (BAS) 16: Property, Plant lower of their carrying amount and fair value less cost to sell,
and Equipment. as per Bangladesh Financial Reporting Standard (BFRS) 5:
Non-current Assets Held for Sale and Discontinued
3.6.2 Subsequent expenditure on property, plant and Operations.
equipments
Subsequent expenditure is capitalized only when it increases 3.7 Intangible asset
the future economic benefit from the assets. All other
expenditures are recognized as expense as and when they are The intangible assets comprise the value of accounting
incurred. software licensed for the Company, other than software
applied to the operating systems of computers. An intangible
3.6.3 Depreciation on property, plant and equipment asset is recognized if it is probable that future economic
benefits that are attributable to the asset will flow to the
Depreciation is provided to allocate the cost of the assets Company over a period of time and the cost of the asset can
after commissioning, over the period of their expected useful be measured reliably as per Bangladesh Accounting Standard
life, in accordance with the provisions of Bangladesh (BAS) 38: Intangible Assets. Intangible assets acquired
Accounting Standard (BAS) 16: Property, Plant and separately are recorded on initial recognition at costs and are
Equipment. Full month's depreciation is charged on additions carried at cost less accumulated amortization and
irrespective of date when the related assets are put into use accumulated impairment losses, if any.
and no depreciation is charged on the month of disposal.
Depreciation is calculated on the cost of assets in order to 3.7.1 Subsequent expenditure on intangible asset
allocate such cost over the estimated useful life of such asset.
Depreciation has been provided at the following rates on Subsequent expenditure on intangible asset are capitalized
straight line basis: only when it increases the future economic benefit from the
assets. All other expenditure are recognized as expense as
2013 2012 and when they are incurred.
Useful life Useful life
(years) (years) 3.7.2 Amortization of intangible asset
Office premises 20 20
Intangible assets are amortized on straight line basis to the
Motor Vehicles: 5 3-5
profit and loss account from the date when the asset is
Furniture and fixtures 8 8 available for use. Intangible asset i.e. acquisition cost of the
Equipments and appliances 5 5 accounting software is amortized within two years of
Depreciation methods, useful lives and residual values are acquisition.
reviewed at each reporting date.
3.11 Provision for doubtful loans, leases and investments 3.13.4 Other employee benefit obligation
Provision for loans, leases and investments is an estimate of The Company operates a group life insurance and
the losses that may be sustained in the investment portfolio. hospitalization insurance schemes for its permanent
employees.
The provision is based on two principles (1) Bangladesh
Accounting Standard (BAS) 37: Provision, contingent
liabilities and contingent assets and (2) Bangladesh Bank 3.14 Interest expense on term deposits
Guidelines. The methodology for measuring the appropriate Interest expenses on term deposits from customers are
level of the provision relies on several key elements, which recognized on accrual basis.
include both quantitative and qualitative factors as set forth
in the Bangladesh Bank's FID circular no. 08 dated 03 3.15 Accrued expenses, provisions and payables
August 2002 and FID circular no. 03 dated 03 May 2006 as
the bases for calculating the provision for investment and Liabilities are recognized for goods and services received,
advances. whether paid or not, for those goods and services. However,
payables are not interest bearing and which are stated at their
3.12 Write off actual value.
Provisions and accrued expenses are recognized in the
In compliance with Bangladesh Bank's FID Circular no. 03
financial statements when the Company has a legal or
dated 15 March 2007 and DFIM circular number 11 dated 21
constructive obligation as a result of past event and it is
November 2013, loans, leases, advances and investment are
probable that an outflow of economic benefit will be required
written off to the extent that (i) there is no realistic
to settle the obligation and a reliable estimate can be made of
probability of recovery, (ii) against which legal cases are
the amount of the obligation.
The Company calculates earnings per share in accordance Risk is defined as uncertainties resulting in adverse variation
with Bangladesh Accounting Standard (BAS) 33: Earnings of profitability or in losses, financial or otherwise. The risk
Per Share. The company presents basic Earnings Per Share management of the Company covers core risk areas of credit
(EPS) for its ordinary shares. Basic EPS is calculated by risk, liquidity risk, market risk that includes foreign exchange
dividing the profit or loss attributable to ordinary risk, interest rate risk, equity risk, operational risk and
shareholders of the company by the weighted average reputation risk. The objective of the risk management is that
number of ordinary shares outstanding during the year. the Company evaluates and takes well calculative business
Diluted Earnings Per Share (DEPS) is determined by risks and thereby safeguarding the Company's capital, its
adjusting the profit or loss attributable to ordinary financial resources and profitability from various risks.
shareholders and the weighted average number of ordinary
shares outstanding for the effects of all dilutive potential 4.7.1 Credit risk
ordinary shares, if any.
Credit risk is defined as the potential loss arising from the
failure of a counter party to perform as per contractual
4. General
agreement with the Company. The Company has separate
4.1 Related party disclosure Credit Risk Management Department and Credit
Administration to carry out risk assessment in lending to a
As per Bangladesh Accounting Standards (BAS) 24: Related
customer, sanctioning credit and maintaining asset quality.
Party Disclosures, parties are considered to be related if one
of the parties has the ability to control the other party or
4.7.2 Operational risk
exercise significant influence over the other party in making
financial and operating decisions. The Company carried out Operational risk addresses the risk associated with fraud,
transactions in the ordinary course of business on an arm’s forgery, unauthorized activities, error, omission, system
length basis at commercial rates with related parties. failure and external events among others. The Company is
managing these risk through written procedures, regular
4.2 Litigation training, awareness programs and monitoring of the
The Company is not a party to any material law suits except implementation of these procedures.
those arising in the normal course of business. The Company
has filed necessary law suits against some of the default 4.7.3 Interest rate risk
clients for non-performance in loan/lease repayment. The Interest rate risk may arise from trading portfolio and
Company, however, has made adequate provision against non-trading portfolio. The trading portfolio of the Company
such doubtful finances. consists of government treasury bills, bond, etc. Interest rate
risk of non-trading business arises from mismatches between
4.3 Guarantees, commitments and contingencies the future yield of an asset and its funding cost. Asset
Corporate guarantee represents irrevocable assurance that the Liability Committee (ALCO) of the Company monitors the
company will make payments in the event that a client would interest rate movement on a regular basis.
fails to pay its obligation to third parties.
4.7.4 Liquidity risk
4.4 Statutory reserve
The objective of liquidity risk management is to ensure that
As per Financial Institutions Regulations 1994, Non-Bank all foreseeable funding commitments and deposit
Financial Institutions (NBFIs) are required to transfer 20% of withdrawals can be met when due. To this end, the
its post tax profit to statutory reserve before declaration of Company is maintaining a diversified and stable funding
dividend. In compliance with this requirement the Company base comprising of core retail and corporate deposits and
has transferred BDT 28.40 million to statutory reserve in 2013. institutional balance. The liquidity management is
4.9 Comparatives and reclassification h) Other long term liability on the basis of their
maturity term.
Comparative information has been disclosed in respect of the
year ended 31 December 2013 for all numerical data in the i) Provisions and other liabilities are on the basis of
financial statements and also the narrative and descriptive their payment/adjustments schedule.
information when it is relevant for better understanding of
the current year’s financial statements. Figures of the year
2012 have been restated/rearranged/reclassified whenever
considered necessary to ensure comparability with the 4.12 Integral Components of Financial Statements
current year's figure.
The financial statements of the Company include the
following components:
4.10 Contingent liabilities
Any possible obligation that arises from past events and the
existence of which will be confirmed only by the occurrence 1) Balance Sheet as at 31 December 2013.
or non-occurrence of one or more uncertain future events not 2) Profit and Loss Account for the year ended 31
wholly within the control of the Company or any present December 2013.
obligation that arises from past events but is not recognized
because: 3) Cash Flow Statement for the year ended 31
December 2013.
a) it is not probable that an outflow of resources 4) Statement of Changes in Equity for the year ended
embodying economic benefits will be required to 31 December 2013.
settle the obligation; or
5) Notes to the Financial Statements as at and for the
b) the amount of the obligation cannot be measured year ended 31 December 2013.
with sufficient reliability.
The following Accounting and Reporting Standards are applicable for the Company and which are followed consistently in
preparing the Financial Statements:
* As the regulatory requirements differ with the standards, relevant disclosures are adequately made in accordance with
Bangladesh Bank’s directives.
5.3 Cash Reserve Requirement (CRR) and Statutory Liquidity Reserve (SLR)
Cash Reserve Requirement (CRR) and Statutory Liquidity Reserve (SLR) have been calculated and maintained in
accordance with Section 19 of the Financial Institutions Act 1993, Financial Institution Regulations 1994 and FID Circular
No. 06 dated 06 November 2003 and FID Circular No. 02 dated 10 November 2004 issued by Bangladesh Bank.
Cash Reserve Requirement (CRR) has been calculated at the rate of 2.50% on total term deposits excluding deposits from
banks and financial institutions and maintained with Bangladesh Bank in the form of current account.
Statutory Liquidity Reserve (SLR) has been calculated at the rate of 5.00% including CRR of 2.50% on total liabilities
(excluding deposits from banks and financial institutions and shareholders' equity). SLR is maintained in the form of
treasury bonds, balance with Bangladesh Bank and other banks and financial institutions.
Both the reserves as maintained by the Company are shown below:
Number of client to whom loans and advances sanctioned with more than
15% of the Company's total capital each 1 2
Amount of outstanding loans and advances [to the client as mentioned 199,365,185 446,877,366
above]
Amount of classified loans and advances [out of the amount as mentioned
above] - -
b) Classification and provisioning of loans, advances and lease receivables including bills purchased and discounted
Base for
Status Outstanding Rate Provision Provision
provision
General provision
Standard - excluding SME 4,792,436,022 4,792,436,022 1% 47,924,360 46,430,553
Standard - SME 603,325,000 603,325,000 0.25% 1,508,313 97,893
Special mention account 7,676,839 6,106,903 5% 305,345 550,599
5,403,437,861 5,401,867,925 49,738,018 47,079,045
Specific provision
Sub-standard 82,300,432 44,232,861 20% 8,846,572 1,636,837
Doubtful 1,568,956 1,377,417 50% 688,709 9,499,185
Bad/loss 258,203,494 45,284,498 100% 45,284,498 88,874,040
342,072,882 90,894,776 54,819,779 100,010,062
Total provision required 104,557,797 147,089,107
Total provision maintained 153,895,802 190,472,191
Total provision surplus 49,338,005 43,383,084
8.10 Particulars of loans, advances and lease receivables including
bills purchased and discounted
Loans considered good in respect of which the Company is fully secured 1,254,144,148 1,140,964,332
Loans considered good for which the Company holds no security other than
the debtor's personal guarantee 2,078,400,151 1,448,899,375
Loans considered good and secured by the personal undertakings of one or
more parties in addition to the personal guarantee of the debtors 2,412,966,444 2,995,780,303
5,745,510,743 5,585,644,010
Loans adversely classified where provision not maintained there against - -
Loans due by directors or officers of the Company or any of them either
separately or jointly with any other persons 22,529,076 17,758,305
Loans due from companies or firms in which the directors of the Company have
interests as directors, partners or managing agents or in case of private - -
companies as members
b) Amount of written off loan for which lawsuit has been filed for recovery 670,411,513 605,519,822
56
Figures in Taka
No. of shares
2013 2012
Institutional shareholding (including GoB) 88,315,675 86,056,048
Individual shareholding 16,023,560 18,283,187
104,339,235 104,339,235
15.4 Classification of shareholders by holding as required by Regulation 37 of the Listing Regulation of the Dhaka
Stock Exchange Ltd.
No. of
Number of shares No. of shares % of holdings
shareholders
1 to 500 shares 6,325 763,898 0.73%
501 to 5,000 shares 3,674 5,443,791 5.22%
5,001 to 10,000 shares 302 2,171,506 2.08%
10,001 to 20,000 shares 136 1,874,347 1.80%
20,001 to 30,000 shares 54 1,340,773 1.29%
30,001 to 40,000 shares 17 608,497 0.58%
40,001 to 50,000 shares 12 528,068 0.51%
50,001 to 1,00,000 shares 29 2,001,299 1.92%
1,00,001 to 1,000,000 shares 29 9,315,228 8.93%
over 1,000,000 4 80,291,828 76.95%
Total 10,582 104,339,235 100.00%
The shares of the company are listed in the Stock Exchanges of Bangladesh since 03 December 2006 and traded at Tk.
20.00 at the close of 31 December 2013 in both of Dhaka and Chittagong Stock Exchange Ltd.
Expenses
Interest, fee and commission 26 627,680,621 554,659,236
Losses on loans and leases - -
Administrative expenses 30 138,685,556 115,502,252
Depreciation on fixed assets 39.1 14,496,926 16,127,730
780,863,103 686,289,218
Profit before provision 325,107,485 207,500,736
Directors' fees include fees for attending the meetings of the Board, Executive Committee and Audit Committee. Each
director was remunerated @ Tk. 5,000 per meeting in accordance with Bangladesh Bank's DFIM circular number 03 dated
24 February 2010. In addition, as per policy the Company also bears travelling, accommodation and other related costs of
directors who attend Board Meeting from overseas.
64
Figures in Taka
48. General
48.1 Previous year's figure have been rearranged/reclassified where necessary to conform current year's presentation.
49. Disclosure on Audit Committee of the Company
49.1 Particular of Audit Committee
The Audit Committee of the Board was duly constituted by the Board of Directors of the Company in accordance with the
FID Circular No. 10 dated 18 September 2005 and DFIM Circular No. 13 dated 26 October 2011 of Bangladesh Bank as
well as Bangladesh Securities and Exchange Commission Notification no. SEC/CMRRCD/2006-158/134/Admin/44 dated
07 August 2012. The committee was formed comprising 5 (five) members of the Board.
The Audit Committee meeting held 5 (five) times during the year 2013 to carry out the followings:
a) The Committee reviewed of the periodical inspection reports on operational, financial procedure and branch operations
of the Company conducted and submitted by the Internal Auditors and gave necessary instructions to the management
for proper and prompt resolution of the irregularities/objections stated therein;
b) The Committee reviewed internal audit plan for the year 2014;
c) The Committee reviewed the draft financial statements for the year 2012 and after discussion with the external auditors,
recommended it to the Board of Directors for its approval;
d) The committee reviewed the Certificate on Corporate Governance issued by the auditors for the year ended 31 December
2012.
e) The Committee reviewed the management letter issued by the external auditors for the year ended 2012 and management
action plan against thereof;
f) The Committee reviewed first quarter, half-year and third quarter ended financial statements for the year 2013 and
recommended to the Board;
g) The Committee reviewed and ascertained that the effectiveness of internal control system including financial &
operational controls, accounting system and reporting structure;
50.2 Significant contracts in which the Company, its subsidiary or any fellow subsidiary company was a party None
and wherein the Directors have interest that subsisted at any time during the year or at the end of the year.
50.3 Shares issued to Directors and Executives without consideration or exercisable at discount. None
50.4 Nature, type and elements of transactions with the related party. Note no. 50
50.5 Lending policies in respect of related party:
a) Amount of transactions regarding loans and advances, deposits, guarantees and commitment. Note no. 50
b) Amount of provision against loans and advances given to related party. None
c) Amount of guarantees and commitments arising out of the statement of affairs. None
50.6 Investments in securities of the Directors and their related concerns. None
The office premises with proportionate land comprising 11,661 square feet of office space on 4th floor of Hosna Center, 106 Gulshan Avenue, Dhaka-1212, along with car parking for 15
cars, have been revalued by a professional valuer as at 31 December 2005 in line with prevailing market price as on that date. Accordingly selling price of the premises with proportionate
land is stated at Tk. 68,441,292 with a revaluation adjustment of Tk. 23,627,792 as at 31 December 2005.
69
Annexure - B
Highlights on the overall activities of the Company
for the years 2013 and 2012
Figures in Taka
Serial
Particulars 2013 2012
no.
In accordance with Bangladesh Bank's DFIM Circular no. 14 dated 28 December 2011, the disclosures on capital adequacy
and market discipline have been made in line with same circular, which consists of the following three mutually reinforcing
pillars:
a) Pillar I: This prescribes the minimum capital requirements for Credit Risk, Market Risk and Operational Risk.
b) Pillar II: This prescribes the Supervisory Review Process which is based on the principle that the Company assesses
the overall adequacy of its capital and set targets for capital that commensurate with the Company's specific risk profile
and control environment.
c) Pillar III: This depicts Market Discipline and comprises as set of disclosures on the capital adequacy and risk
management framework on the Company to ensure that market participants can better understand the Company's risk
profile and the adequacy of its capital.
A) Scope of Application
Qualitative Disclosures
The name of the top corporate entity in the group to which this guidelines apply: IPDC of Bangladesh Ltd.
An outline of differences in the basis of consolidated for accounting and regulatory purpose with a brief description of the
entities within the group (a) that are fully consolidated; (b) that are given a deduction treatment; and (c) that are neither
consolidated nor deducted (e.g. where the investment is risk weighted):
Not Applicable since the Company does not have any subsidiary
Any restrictions, or other major impediments, on transfer of funds or regulatory capital within the group.
Not Applicable
Quantitative Disclosures
The aggregate amount of capital deficiencies in all subsidiaries not included in the consolidation that are deducted and the
name(s) of such subsidiaries.
Not Applicable
B) Capital Structure
Qualitative Disclosures
Summary information on the terms and conditions of the main features of all capital instruments, specially in the case of
capital instruments eligible for inclusion in Tier I or in Tier II
As per the guidelines of Bangladesh Bank, Tier - I and Tier - II Capital of the Company consists of as per following
Tier - I Tier - II
Fully Paid-up Capital General provision
Non repayable share premium account Revaluation reserves
Statutory Reserve - 50% of revaluation reserve of fixed assets
Retained Earnings - 45% of revaluation reserve on securities
All other preference shares
Quantitative Disclosures
The amount of Tier I capital, with separate disclosure of:
Particulars Taka in million
Paid-up capital 1,043.39
Non repayable share premium account 167.01
Statutory Reserve 251.62
General Reserve -
Retained Earnings 589.36
Total Tier - I capital 2,051.38
Total amount of Tier - II Capital 94.50
Other deductions from capital -
Total eligible capital 2,145.88
Qualitative Disclosures
A summary discussion of the Company's approach to assessing the adequacy of its capital to support current and future
activities.
IPDC has adopted Standardized Approach for computing Capital Charge for Credit and Market Risk while Basic Indicator
Approach for Operational Risk. Total Risk Weighted Assets (RWA) is determined by multiplying the capital charge for
market risk and operational risk by the reciprocal of the minimum capital adequacy ratio which is currently 10% and adding
the resulted figure to the sum of the RWA for credit risk. Capital Adequacy Ratio (CAR) is then determined by dividing total
RWA by total Eligible Regulatory Capital.
Quantitative Disclosures
D) Credit Risk
Qualitative Disclosures
The general qualitative disclosure requirement with respect to credit risk, including:
▪ Definition of past due and impaired (for accounting purposes);
With a view to strengthening credit discipline, the Company classifies loan, leases and advances and maintains provision in
line with Bangladesh Bank's FID Circular no. 08 dated 03 October 2002 and FID Circular no. 03 dated 03 May 2006 as
follows:
Fixed term loan (repayable within maximum 5 years of time) are classified as:
Substandard - if defaulted installment is equal to or more than the amount of installment(s) due within 6 (six) months, the
entire loans are classified as 'Sub-standard'.
Doubtful - if defaulted installment is equal to or more than the amount of installment(s) due within 12 (twelve) months, the
entire loans are classified as 'Doubtful'.
Bad/Loss - if defaulted installment is equal to or more than the amount of installment(s) due within 18 (eighteen) months, the
entire loans are classified as 'Bad/Loss'.
Fixed term loan (repayable more than 5 years of time) are classified as:
Substandard- if defaulted installment is equal to or more than the amount of installment(s) due within 12 (twelve) months,
the entire loans are classified as 'Sub-standard'.
Doubtful - if defaulted installment is equal to or more than the amount of installment(s) due within 18 (eighteen) months, the
entire loans are classified as 'Doubtful'.
Bad/Loss - if defaulted installment is equal to or more than the amount of installment(s) due within 24 (twenty four) months,
the entire loans are classified as 'Bad/Loss'.
Special Mention Account (SMA) - A term loan which will remain overdue for a period of 90 days or more, are treated as
'SMA'.
▪ Description of approaches followed for specific and general allowances and statistical methods
The Company is following the general and specific provision for loans and advances/investments on the basis of Bangladesh
Bank guidelines issued from time to time.
Industry or counterparty type distribution of exposures, broken down by major type of credit exposure.
Particulars Taka in million
Agro-based industries 549.10
Banks and non-banking financial institutions 346.32
Chemicals, pharmaceuticals and allied products 438.05
Engineering and building materials 454.56
Food and allied products 524.53
Glass, ceramic and other non-metallic products 7.42
Hotel, tourism and leisure 86.03
Information and communication technologies 91.50
Paper converting and packaging, printing and publishing 242.11
Ready made garments and knitwear 151.95
Social sector 386.91
Tannery, leather and rubber products 73.68
Textile 759.54
Transport and aviation 185.67
Others 1,448.14
Total 5,745.51
Residual contractual maturity breakdown of the whole portfolio, broken down by major types of credit exposure.
Particulars Taka in million
On demand -
Upto one month 201.97
More than one month but less than three months 487.39
More than three months but less than one year 2,277.64
More than one year but less than five years 2,351.44
More than five years 427.07
Total 5,745.51
By major industry or counterparty type:
▪ Amount of impaired loans and if available, past due loans, provided separately
Particulars Taka in million
Gross non-performing assets (NPAs) 342.07
NPAs to gross loans and advances (in %) 5.95%
▪ Charges for specific allowances and charge-offs during the period None
Quantitative Disclosures
Value disclosed in the balance sheet of investments, as well as the fair value of those investment; for quoted securities, a
comparison to publicly quoted share values where the share price is materially different from fair value.
Particulars Taka in million
Quoted shares 7.00
Unquoted shares 11.67
The cumulative realized gains/(losses) arising from sales and liquidations in the reporting period is nil
Particulars Taka in million
Total unrealized gains/(losses) -
Total latent revaluation gains/(losses) -
Any amounts of the above included in Tier II capital -
Capital requirements broken down by appropriate equity groupings, consistent with the Company's methodology, as well as
the aggregate amounts and the type of equity investments subject to any supervisory provisions regarding regulatory capital
requirements.
▪ Specific Market Risk: Market value of the investment in equity is Tk. 4.31 million against which capital requirement @ 10%
is Tk. 0.43 million
▪ General Market Risk: Market value of the investment in equity is Tk. 4.31 million against which capital requirement
@ 10% is Tk. 0.43 million
Qualitative Disclosures
The general qualitative disclosure requirement including the nature of interest risk and key assumptions, including assumptions
regarding loan prepayments and behavior or non-maturity deposits.
Interest rate risk is the risk where changes in market interest rates might adversely affect the Company's financial condition.
Changes in interest rates affect both the current earnings as well as the net worth of the Company. The short term impact of
changes in interest rates is on the Company's Net Interest Income. In long term, changes in interest rates impact the cash flows
on the assets and liabilities giving rise to a risk to the net worth of the Company arising out of all re-pricing mismatches and
other interest rate sensitive position. The Assets Liability Committee (ALCO) of the Company monitors the interest rate
movement on a continuous basis.
Quantitative Disclosures
The increase/(decrease) in earnings or economic value (or relevant measure used by management) for upward and downward
rate shocks according to management's method for measuring interest rate risk broken down by currency (as relevant).
Taka in million
Particulars Within 1month 1 - 2 months 2 - 3 months 3 - 6 months 6months- 1 Yr
Total Rate Sensitive Liabilities 295.70 301.90 369.00 522.00 1,327.00
Total Rate Sensitive Assets 410.60 371.70 460.60 671.70 1,678.60
Mismatch 114.90 69.80 91.60 149.70 351.60
Cumulative Mismatch 114.90 184.70 276.30 426.00 777.60
Mismatch (in %) 38.86% 23.12% 24.82% 28.68% 26.50%
G) Market Risk
Qualitative Disclosures
Views of Board of Directors on trading/investment activities:
Market risk is the possibility of losses of assets in balance sheet and off-balance sheet positions arising out of volatility in
market variables i.e., interest rate, exchange rate and price. Allocation of capital is required in respect of the exposure to risks
deriving from changes in interest rates and market prices.
The ALCO reviews the risk of changes in income of the Company as a result of movement in the market interest rates. The
Company always try to follow Bangladesh Bank's guidelines to minimize mismatches between the duration of interest rate
sensitive assets and liabilities.
Quantitative Disclosures
Capital requirements for Market Risk
Particulars Taka in million
Interest rate risk 15.92
Equity position risk 0.86
Foreign Exchange Position and Commodity risk (if any) -
H) Operational Risk
Qualitative Disclosures
Views of Board of Directors (BoD) on system to reduce Operational Risk:
The operational risk is defined as the risk of loss resulting from inadequacy or failure of internal processes, people and systems
or from external events. The Board of Directors (BoD) of the Company and its Management firmly believe that this risk
through a control based environment in which processes are documented, authorized as independent and transactions are
reconciled and monitored. This is supported by an independent program of periodic reviews undertaken by internal audit. All
the operational policies and guidelines are duly approved by the BoD and reviewed on a regular basis.
Quantitative Disclosures
Capital requirements for operational risk
Particulars Taka in million
Capital requirements for operational risk 54.16
Proxy Form
I……………………………………………………………………………of …………………………………………………..
……………………………………………………………………………………………………..being member of IPDC of
Bangladesh Limited, hereby appoint Mr/ Ms………………………………………………………………………………… of
…………………………………………………………………………………………………………………………………...
as my proxy to attend and vote for me and on my behalf at the 32nd Annual General Meeting of the Company to be held on
Thursday, May 15, 2014 at 10:00 a.m. in Conference Hall No. 3 of BRAC-CDM, Rajendrapur, Gazipur or at any adjustment
thereof.
BO ID:
No. of Shares…………………………….
N.B. Important
1. This Proxy Form, duly completed, must be deposited at least 48 hours before the meeting at the Company’s Registered
....Office. Proxy is invalid if not signed and stamped as explained above.
2. Signature of the Shareholders should agree with the Specimen Signature registered with the Company.
--------------------------------------------------------------------------------------------------------------------------
Attendance Slip
I hereby record my attendance at the 32nd Annual General Meeting of the Company being held on Thursday, May 15, 2014 at
10:00 a.m. in Conference Hall No. 3 of BRAC-CDM, Rajendrapur, Gazipur.
Name of Member/Proxy....………………………………………………………………………………………………………
BO ID:
Signature…………………………………
Date…………………………………........
N.B. Shareholders attending the meeting in person or by proxy are requested to complete the attendance slip and deposit the
same at the registration counter on the day of the meeting.