Golden Harvest Agro Industries Ltd. - Dhaka Stock Exchange

Issuer Company: Golden Harvest Agro Industries Ltd. Issue Manager: Banco Finance & Investment Ltd. 

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ISSUER COMPANY 

INFORMATION MEMORANDUM FOR ROAD SHOW 

FOR 

INITIAL PUBLIC OFFERING (IPO) 

OF 

3,00,00,000 (THREE CRORE) ORDINARY SHARES OF TAKA 10 (TEN) EACH AT 

AN INDICATIVE PRICE OF TAKA (*)‐ INCLUDING A PREMIUM OF TAKA (*)‐ TOTALLING TAKA (*) 

UNDER BOOK BUILDING METHOD 

MANAGER TO THE ISSUE 

CREDIT RATING AT A+ BY CREDIT RATING INFORMATION AND SERVICES LIMITED (CRISL) 

CREDIT RATING BY CRISL 

LONG TERM SHORT TERM 

A+ ST‐3 

DATE OF RATING: OCTOBER 24, 2010 

GOLDEN HARVEST AGRO INDUSTRIES LTD 

CORPORATE HEAD OFFICE 

SPL WESTERN TOWER 

LEVEL 5, #501 & #502 

186 GULSHAN TEJGAON LINK ROAD, TEJGAON 1208, DHAKA 

BANCO FINANCE & INVESTMENT LIMITED 

ISPAHANI BUILDING (3RD FLOOR), 

14‐15 MOTIJHEEL C/A 

DHAKA 

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General Information 

• Banco Finance and Investment Limited, the Issue manager, has prepared this Information Memorandum 

(“IM”) based on the information provided by Golden Harvest Agro Industries Ltd. (the Company/the Issuer) 

and also upon several discussions with the Managing Director and concerned executives of the issuer 

company. The Directors, including Managing Director of Golden Harvest Agro Industries Ltd. and Banco 

Finance and Investment Limited collectively and individually, having made all reasonable inquires, confirm 

that to the best of their knowledge and belief, the information contained herein is true and correct in all 

material aspects and that there are no other material facts, the omission of which would make any statement 

herein misleading. 

• No person is authorized to give any information or to make any representation not contained in this 

prospectus, and if given or made, any such information or representation must not be relied upon as having 

been authorized by the Issuer or Issue Manager. 

• The Issue as contemplated in this document is made in Bangladesh and is subject to the exclusive 

jurisdiction of the courts of Bangladesh. Forwarding this prospectus to any person resident outside 

Bangladesh in no way implies that the Issue is made in accordance with the laws of that country or is subject 

to the jurisdiction of the laws of that country. 

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Table of Contents 

Particulars Page No 

Section 1: Risk Factors 6-8 

Section 2: Financial Structure 9-10 

Section 3: Golden Harvest Agro Industries Ltd: An Overview 11-12 

Section 4: Business Details 13-14 

Section 5: Competitive Condition 15-17 

Section 6: Business Expansion/Diversification Plan 18-20 

Section 7: Directors of the Company 21-24 

Section 8: Description of Management 25-26 

Section 9: Description of Property 27-28 

Section 10: Plan of Operations & Discussion of Financial Condition 29-31 

Section 11: Determination of Offering Price 32-34 

Section 12: Book Building Method 35-36 

Section 13: Market for Securities Being Offered 37 

Section 14: Description of Securities Outstanding or Being Offered 38-40 

Section 15: Availability of Securities 41 

Section 16: Involvement of directors and officers in certain legal proceedings 42 

Section 17: Certain Relationships and Related Transactions 43 

Annexure: 01 Bankers to the Issue 44 

Annexure: 02 Corporate Directory 44 

Annexure: 03 Financial Statements as at and for the Period Ended 30th September 2010 45-63 

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Section – I Risk Factors 

An investment in equity shares involves a high degree of risk. The Company is operating in an industry involving both external 

and internal risk factors having direct as well as indirect effects on the investment by the investors. All the investor should 

carefully consider all of the information in this memorandum, including the risk factors, both external and internal, and 

management perception thereabout enumerated hereunder before making an investment decision. If any of following risks 

actually occurs, their business, result of operations and financial condition could suffer, the trading price of their equity shares 

decline, and investors may lose all or part of their investment. 

(a) Interest rate risks: 

Interest rate is concerned with borrowed funds of short term & long‐term maturity. Interest rate risk is the risk that Company 

faces due to unfavorable movements in the interest rates. Volatility in money market & increase in demand for loans 

/investment funds raise the rate of interest. A change in the government’s policy also tends to increase the interest rate. High 

rate of interest enhances the cost of fund of a company. Such rises in interest rates however mostly affect companies having 

floating rate loans. 

Management perception 

Golden Harvest Agro Industries Limited (Golden Harvest) maintains low debt/ equity ratio; and accordingly, adverse impact of 

interest rate fluctuation is insignificant. The project was started with the Company’s own funds and the capacity was also 

expanded with own funds. Additionally, the management of the Company emphasizes on equity base financing to reduce the 

dependency on borrowing. Therefore, management perceives that the fluctuation of interest rate on borrowing would have 

little impact upon the performance of the Company. 

(b) Industry risks: 

Industry risk refers to the risk of increased competition from foreign and domestic sources leading to lower prices, revenues, 

profit margin, and market share which could have an adverse impact on the business, financial condition and results of 

operation. Agro industry in Bangladesh is an emerging sector with vast local demand for its different product lines. Locally 

produced frozen food products now play a significant role in this sector, which has been dominated by imports in the past. 

However, the infrastructure required for this industry is inadequate in Bangladesh, as can be noted below: 

• No organized collection centers for agricultural produce exist in Bangladesh; as a result, there is a high fluctuation in 

prices both for the growers and for processors. 

• Absence of Cold Chains, although the whole process of collection, processing and distribution depends on cold 

temperature maintenance due to the nature of business. 


Golden Harvest Agro Industries Ltd. (Golden Harvest) has established its brand name in Frozen Food market with its quality 

products, range of products and customer services. However, to develop an infrastructure, both public and private sector 

participation is required. This is the focal point of Golden Harvest’s future expansion plans. To eliminate fluctuation in prices 

both for the growers and for the processors, Golden Harvest will organize collection centers to eliminate intermediary cost for 

both the parties. Deploying 15,000 refrigerators with 24 cold storages at ‐30 degree Celsius nationwide, Golden Harvest will 

have infrastructure backbone of Cold Chain which will ensure proper supply of Frozen Foods all over the country through its 60 

temperature controlled transport. Our neighboring country like India has over 50 cold chains, generating revenue over US$3.5 

billion which is targeted to reach US$8 .5 Billion by 2015. 

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(c) Market Risks: 

Market risk refers to the risk of adverse market conditions affecting the sales and profitability of the company. Mostly, the risk 

arises from falling demand for the product or service which would harm the performance of the company. On the other hand, 

strong marketing and brand management would help the company increase their customer base. 


Market for Ready to Cook frozen foods in Bangladesh is growing at an exponential rate with growth of urbanization and 

incremental income level of consumers along with their preference to convenience. In spite of high growth of this market, there 

is scarcity of investment in this sector which creates a huge void resulting in very expensive imports. International market for 

Ready to Cook frozen food sector is already matured and is growing further at a high rate. Golden Harvest Agro Industries Ltd. 

(Golden Harvest) is one of the earliest entrants in international market with very promising and loyal customer base in USA, 

Canada, Australia, Europe, Middle East, and South Asia. In Bangladesh market, Golden Harvest has made a rapid penetration 

and has captured the leading position with its unique branding and positioning strategy taking opportunity of this fast growing 

market. 

(d) Technologyrelated Risks: 

Technology always plays a vital role for the existence of any industrial concern, ensuring better services to the customers and 

minimizing the cost in various aspects. The production facilities of the Company are based on currently available technology. 

Any invention of new and more cost involving technology may cause technological obsolescence and negative operational 

efficiency. Any serious defects in the plant and machinery may affect production and profitability calling for additional 

investment for replacement. Since Golden Harvest deals in food processing, health risk is the most critical factor to be 

addressed. 


The key to securing market share in FMCG (Fast Moving Consumer Goods) is by satisfying the needs of the customers. Golden 

Harvest utilizes a fully equipped Research & Development (R & D) setup that is continuously working for in‐depth 

understanding of the customer needs and preferences and accordingly blending its product range. The product line is carefully 

developed for the consumers with longer shelf life, creating a true niche market in Bangladesh. 

USAID is the major partner of R & D of Golden Harvest. A team of USAID experts in Food Engineering and Microbiology with 

foreign and local expertise are involved in the R & D continuously. Quality is ensured at every stage of the process, starting from 

receiving raw material, different stages of processing up to finished packaged frozen foods. The in‐house fully equipped Quality 

Assurance Laboratory is carrying out all types of Physical, Chemical and Biological tests using most modern European testing 

equipment. Hygiene factors are uncompromised at all level of the process. 

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(e) Regulationrelated Risks: 

The Company operates under Companies Act 1994 and other related regulation, Income‐tax Ordinance 1984, Income Tax Rules 

1984, Value Added Tax (VAT) Act 1991 and Value Added Tax (VAT) Rules 1991. Any abrupt changes of the policies made by the 

regulatory authorities may adversely affect the business of the Company. 

Government incentives given to Agro Industry are insufficient compared to other countries. Agro based Frozen Food sector is 

exempted from VAT in many countries, whereas it is imposed in Bangladesh. Incentives are also sporadic and non categorized 

and sometimes, discriminated in similar categories. 


Unless any policy change that may negatively and materially affect the industry as a whole, the business of the Company is 

expected not to be affected significantly. Agro industry in Bangladesh is an emerging sector with considerable local demand for 

different product lines. Therefore, it is highly unlikely that the Government will initiate any fiscal measure that may have 

adverse effect on the growth of the industry. 

(f) Operational Risks: 

The core business operation of Golden Harvest is directly related to very low temperature maintenance. Country wide severe 

power shortage is compelling Golden Harvest to utilize captive power which builds up cost. Also port congestion and inland 

immobility due to political instability poses a great operational risk to Golden Harvest 


Bangladesh Government is meeting this challenge by opening the energy generation to private sector; and also making massive 

investment, which is expected to ensure availability of energy for uninterrupted operation. Golden Harvest perceives that 

allocation of its resources properly with contingency approaches can reduce this risk factor to great extent. 

(g) Input Cost Risks: 

Input cost risk is the risk of a business when procuring materials or commodities in high global demand. Increasing demand 

and supply shortages create volatility in these commodity values; and therefore, the timing, quantity and price of purchase must 

be closely planned. 

Management Perception: 

Management of Golden Harvest would hedge their exposure to input price volatility by making purchases of inputs in season; 

and providing for contingency against such inputs in its selling price. 

(h) Distribution Risk: 

For any company, the most crucial wing is the distribution channel. Wide distribution network and monitoring over the 

network is essential to make its product available to the consumer at right time and price. Golden Harvest every now and then 

faces this challenge from non accessibility for its wide range of products. 


Golden Harvest offers a wide range of frozen food products both in global and local market. Its distribution strategy comprises 

of distributors for international markets and distribution network of dealers and outlets for domestic market. Golden Harvest 

plans to eliminate distribution risk implications by smartly planning its distribution network with great flexibility. 

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Section – II Financial Structure 

Issue Size and Purpose of Public Offering 

Capital Structure 

The capital structure of Golden Harvest Agro Industries Limited before and after IPO will be as under: 

Particulars 

Capital structure prior to IPO 

No. of Shares Amount (Taka) 

Issued, subscribed and paid up capital as on 30 September 2010 

(as per audited accounts) 

10,000,000 100,000,000 

Share money deposits converted into paid up capital* 25,000,000 250,000,000 

Paid up capital (Pre IPO) 35,000,000 350,000,000 

Capital Raising: Proposed 

Through IPO under Book Building Method 30,000,000 300,000,000 

Paid up capital after IPO 65,000,000 650,000,000 

* The Company raised its paid up capital from Taka 100,000,000 to Taka 350,000,000 on 13 October 2010 in terms of Securities and 

Exchange Commission Consent letter no. SEC/CI/ CPLC‐250/2010‐301 dated September 26, 2010. 

Use of Proceeds from IPO 

Future Plan of IPO Fund Utilization 

Sources of Fund: Taka 

Issue size (Number of share to be issued) 30,000,000 

Issue price (including premium Taka 70 each) 80 

2,400,000,000 

Less: Income Tax‐3% 63,000,000 

2,337,000,000 

Application of Fund: 

Establishment of Cold Chain 1,212,631,200 

Establishment of Ice Cream Factory 408,673,903 

Term Loan Repayment 224,451,329 

Equipments for new “Ready to Eat” product line 101,427,883 

Working Capital requirement 389,815,685 

Notes: 

2,337,000,000 

1. Source of fund will primarily be used for establishing Cold Chain. The Company is planning to set up county wide cold chain, 

covering six divisions. A central cold storage depot in Dhaka will link 24 Cold Storages at ‐30 Degree Centigrade and 15,000 

freezers/refrigerators with retail outlets across the country. In line with this, a Central warehouse in Dhaka city, is planned to be 

set up. Necessary transportation system will be engaged to carry frozen products. The estimated cost for establishing Cold Chain 

Project is as follows:‐ 

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Taka 

a) Ware House 

‐ Land & Building 350,000,000 

‐ Infrastructures 20,000,000 

b) Depot‐ 24 nos. all over the country at ‐30 Degree Centigrade 113,911,200 

c) Freezers/Refrigerators ‐15,000 nos. 550,000,000 

d) Refrigerator Truck (up to ‐30 Degree Centigrade) ‐ 46 nos. 178,720,000 

Total 1,212,631,200 

The cold chain is expected to be fully in place within March 2012. 

2. The Company is also planning to establish an Ice cream factory which has huge potential market in the country. The total set up 

cost has been estimated as below: 

Building Construction Taka Taka 

Renovation of existing building for Ice Cream factory 25,000,000 

Construction of new Cold Storage 10,000,000 

Other construction 4,000,000 39,000,000 

Machineries & Equipments 

Imported Machineries 

260,165,622 

Local Machineries & Equipments 57,000,000 317,165,622 

Duties, Taxes & Installation of machineries 25,508,281 

Power Generator 12,000,000 

Voltage Stabilizer 3,000,000 

Contingencies 12,000,000 

Total 408,673,903 

The ice cream project is expected to be completed and operative from January 2012. The project is expected to fetch an 

annual net profit of Taka 275.62 million on a turnover of Taka 818.17 million in 2012‐13. 

3. To enhance the market, the Company is planning to add new product line “Ready to Eat” in addition to Ready to Cook line. The 

cost of Machineries (including Duties, Taxes & Installation of machineries) has been estimated to be Taka101.43 million. The 

“Ready to Eat” line is expected to be completed and operative from October 2011. 

4. An aggregate sum of Taka 224.45 million will be used for repayment of Bank Loans and other lease finance liabilities. These loans 

and obligations are expected to be repaid within September 2011. 

5. The remaining Taka 389.82 million will be used for meeting the IPO‐related costs and working capital. These funds are expected 

to be used within September 2011. 

6. After full utilization of IPO fund within March 2012, the Company expects to fetch an annual net profit of Taka 453.06 million 

(i.e., an EPS of Taka 6.97) on a turnover of Taka 1,335.38 million in 2012‐13. 

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Section – III Golden Harvest Agro Industries Ltd: An Overview 

A Group Overview: 

Golden Harvest Agro Industries Ltd is a member of Golden Harvest Group which is a diversified Group of companies, having operation 

in various sectors. The Group excels in Information Technology, Agro Products, Commodities Trading, Real Estate, Design/Publication 

& Consultancy, and Logistics. 

The Group's activities range from being one of the leading IT service provider, digitizing data and software development for US 

companies, setting up a successful joint venture partnership business with Denmark, UK, Japan and Singapore based companies, 

providing comprehensive financial solutions to 26 commercial banks, processing information from photogram metric equipment to 

logistic services and air cargo etc. 

The Group has an experienced team of Traders, selling different commodities directly from Chicago Board of Trade (CBOT), Bursa 

Malaysia Derivates (BMD), New York Board of Trade (NYBOT) at present Intercontinental Exchange (ICE), and London Metal Exchange 

(LME). The Group represents world largest commodity suppliers such as Louis Dreyfus Commodities Suisse SA, Adani Wilmar, Noble 

Grain, Inter‐Continental Oils and Fats Ltd & Stemcor UK Ltd for supplying Crude Edible Oils, Food Grains, Cottons, Oil Seeds, Raw & 

Refined Sugar, and Steels in Bulk Quantity. 

Golden Harvest Group also has an Architectural designing studio with modern, premium quality and value added real estate projects. 

Publication house and carbon credit trading consultancies are newest in the Group’s business portfolio. 

The thriving Group has benchmarked itself in each of the sectors establishing itself as a market leader with a highly satisfied clientele. 

At Golden Harvest “Perfection and Excellence” are the main focuses along with the acknowledgement that “business organizations 

are members of society”, and are thus highly aware of their social responsibilities towards the greater community. With this purview 

the Group activities encompasses a wide array of CSR initiatives such as Charitable Hospital, supporting mentally challenged children, 

providing aid in any natural disaster, scholarship for under privileged meritorious students, leadership role in a Human Rights 

foundation giving legal aid to victims of social abuses. 

Golden Harvest Agro Industries Ltd (Golden Harvest): 

Golden Harvest Agro Industries Ltd (Golden Harvest) is located in Monipur, Gazipur and came into operation in May 2006. It is the 

first ever purpose built frozen vegetables and snack food processing plant in Bangladesh. The entire Plant was designed and 

supervised by the Danish experts with the full technical assistance from DANIDA (Danish International Development Agency under the 

Danish Embassy). Golden Harvest is set up on a 54,261 square feet state‐of‐the‐art purpose built, fully computerized processing 

facility built in international standards with the capacity to expand by additional 100,000 SFT. 

Golden Harvest is a BRC‐Food certified (British Retail Consortium‐Food) food processing facility. BRC Food is regarded as the highest 

global standard for best practice in the food processing Industry. Golden Harvest is also the only TESCO approved Food Processing 

factory in Bangladesh .TESCO is the third largest retail chain superstores in the world. Golden Harvest is also a member of SEDEX 

which upholds Ethics in industry in all aspects. 

Golden Harvest is processing over sixty varieties of frozen food products, such as Chicken Nuggets, Chicken Burger Patty, Beef Burger 

Patty, French Fries, Tortilla, Tempura, Chicken Cutlet, Fish Cutlet, Meat Ball, Lentil stuffed Tortilla, Potato stuffed Tortilla, Somosas, 

Vegetable Puff, Stuffed Potato Balls, Fish Fingers, Fish Ball, Spring Roll, Pop Corn Chicken, Pop Corn Shrimp, Hash Brown and different 

kinds of Vegetables and Fruits. All products are hygienically processed and packed in frozen Ready‐to‐Cook form. 

Golden Harvest’s procurement, production/processing and marketing are well structured and clearly defined meeting the 

international standards. These include food safety certification such as Hazard Analysis Critical Control Points (HACCP) and Good 

Manufacturing Practice (GMP). Safety control mechanism is of high standard specially by conforming to standards of European Union 

(EU), Australian Quarantine Inspection Services (AQIS) and United States Food & Drug Administration (USFDA) food quality 

benchmarking. Golden Harvest is approved by EU, USA, UAE, Australia and Russian Health and Quarantine authority for export of 

Frozen Foods from Bangladesh. 

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The Refrigeration System of Golden Harvest is imported from Grasso Netherlands, Freezing Systems from KM Denmark, DSI Denmark, 

Geneglace France, Helpmann Belgium. The Processing Machines are procured from Crown Canada, Nilma Italy, Anko Taiwan. Power 

is connected through a fully automatic voltage stabilizer and full back‐up power generator from Duetz Germany capable of running 

the entire factory during power disruptions. 

There are 3 separate large Cold Storages within the factory premises, built using entirely imported Insulated Panels capable of 

maintaining ‐30 Degree Celsius. Additionally, there are 3 separate chiller rooms built using imported Insulated Panels capable of 

maintaining +4 Degree Celsius. 

The entire factory has installation of fully exposed Stainless Steel water piping through out the plant fitted with US origin UV Water 

Purification Plant. The plant is equipped with Stainless Steel Tables and Utensils, food grade anti‐bacterial Epoxy Paints on all exposed 

walls and fully Tiled floors and man height walls as required by the latest EU and USA food safety regulations. 

In the frozen food sector, Golden Harvest for the very first time in Bangladesh started utilization of a fully computerized operation 

system from Siemens Germany which enables automatic control of all aspects of freezing ensuring absolute quality. This control 

system is based on Siemens S7‐300 PLC which is connected to a wonder ware in touch SCADA system over the MPI network. All 

equipment controlled by the connected PLC system is visualized on the computer screen in clear and user‐friendly graphics which can 

be monitored from the Factory office or from any part of the world using Internet connection. 

Towards workers health concerns, Golden Harvest within its premises has a fully equipped infirmary to provide screening of 

employees for diseases as well as preventive cures enabling us to ensure safety from contamination. 

In line with proper transportation of Frozen Foods, Golden harvest has its own fleet of temperature controlled refrigerated trucks 

of ‐30 Degree Celsius and in addition Golden Harvest is the only frozen food processing industry in Bangladesh to own and operate 

full sized 40 feet articulated freezer truck with temperature controlled down to ‐30 Degree Celsius which has the capacity to fit in a 

full 40 feet shipping container load in a single load as required for export. 

Quality is ensured at every stage of the process starting from receiving raw material, different stages of processing upto finished 

packaged frozen foods. The in‐house fully equipped Laboratory is carrying out all types of Physical, Chemical and Biological tests using 

most modern European testing equipments. 

Golden Harvest has a fully‐owned subsidiary, Golden Harvest Sea Food and Fish Processing Ltd. it processes, markets and exports sea 

foods and fishes. 

Golden Harvest Agro Industries Ltd, a partner of USAID ‐PRICE Project 

USAID (United States Agency for Development) – PRICE (Poverty Reduction by Increasing the Competitiveness of Enterprises) is 

closely working with Golden Harvest Agro Industries Ltd by providing direct assistance in order to promote the flourishment of Frozen 

Food processing sector in the greater interest of the people of Bangladesh. 

Equivocally with US Government’s pledge of at least $3.5 Billion aid towards addressing the needs of small farmers and agri‐business, 

USAID Administrator Mr. Rajiv Shah visited Bangladesh to launch the Feed the Future initiative. To assist Bangladesh in this process, 

the United States will enhance agriculture and nutrition teams in the country and will supplement $400 million over five years to 

support ongoing food security program. In total, these commitments represent a 20‐fold increase for agriculture and nutrition over 

the previous year’s US spending. 

Golden Harvest was the first ever company from Bangladesh to participate in the Gulf food exhibitions at the ‘’Gulf Food 2010’’,the 

largest food exhibition in the entire middle east which attracted more than 45,000 trade professionals from more than 150 countries. 

The participation of Golden Harvest was supported by USAID‐PRICE project. The U.S. Ambassador James F. Moriarty was given a 

presentation by Golden Harvest at the US Embassy on the 4 May 2010 on the progress on follow up of “Gulf food” 2010. 

Ms. Alyssa Ayres, US Deputy Assistant Secretary of State; is one of the high ranking dignitaries from US Government appreciating 

Golden Harvest At a recent meeting, Managing Director Golden Harvest Agro Industries Limited briefed her about the future 

expansion plan of Golden Harvest Agro Industries Limited and she was pleased to learn about the Group’s activities. Mr. Atman 

Trivedi, a member of US Senate Foreign Relations Committee; and Ms Nisha Desai Biswal, the Assistant Administrator, USAID 

Washington officially visited Golden Harvest Plant in Gazipur. They all expressed their high satisfaction viewing the present progress 

and future business plan of Golden Harvest. 

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Section – IV Business in Details 

Location of Business, Logistic Support and Resources 

Golden Harvest Agro Industries Ltd (Golden Harvest) is located at a very strategic place, with linkage to national Highways enabling 

smooth transportation. 

1. Location of processing plant 

The processing facility is located at a place called Monipur, in the district of Gazipur. The place is about Fifty Kilometers from Dhaka 

city. An Asphalt road leading to Mymensingh town from Dhaka town connects the place. Golden Harvest is the first ever Agro based 

plant in the District of Gazipur and first of its kind in terms of International Standards in Bangladesh. 

2. Electricity 

Electricity is supplied by the Rural Electrification Board (REB). There is also a stand‐by generator of a capacity that can support 100% 

of the factories’ requirement under full production load during power disruption. It may be mentioned that the Government of 

Bangladesh under its policy has provided with a rebate of 20% on the Electricity Bill only for Agro based exporting companies such as 

ours. As Golden Harvest has already made several exports, therefore application has already been placed with the REB office for 

claiming the rebate on the bills paid as well as future bills. 

3. Water 

Plenty of water is required to clean and wash the vegetables. Water supply is obtained by installation of its own deep tube‐well within 

the factory premises with proper regulatory and environmental approval. The water prior to use is subjected to USA origin Filtration 

at 15 Micron and Ultraviolet treatment, enabling us to get rid of suspended minerals, particles and germs. 

4. Gas 

Gas supply is connected from the national grid of the Titas Gas company for Pre‐production processing. 

5. Waste Water Disposal / Effluent Water Treatment 

Since the waste water is non‐toxic as no chemicals are used in the process of the factory, yet, we are chlorinating the waste water 

including straining for solid particles before discharging back to the environment. 

With respect to environmental issues, Golden Harvest is meeting all laws and regulations. Under the Pest Control Products Act and 

regulations pursuant to this Act, Golden Harvest check pesticide residue levels in their products to ensure that they are within 

regulation levels. 

6. Employment 

Due to modern machineries with mostly automated processes, Golden Harvest is not a labor intensive unit. The factory houses 120 

employees of various levels of competence and responsibilities with accommodation facility within its premises. Another 480 workers 

are accommodated in rented houses with close proximity to the factory. Accommodation is limited and prevents migration of 

workers who are trained in‐house. Golden Harvest is an Equal Opportunity Employer in reality. 

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7. Source of Raw Material 

Golden Harvest’s Primary source of raw material is all over Bangladesh on contract farming basis directly with the farmers. Golden Harvest 

also has a contract with USAID (PRICE), who is also supporting the farmers with direct forward linkage to Golden Harvest which enables 

the farmers to get premium price for premium quality by eliminating middle man/brokers. 

Golden Harvest Organic Aquaculture holding Ltd, a sister organization of Golden Harvest is working as backward linkage with different 

farmers groups. As Vegetable production needs a close relationship between growers and frozen food processors in this sector, crops 

for processing are grown under contracts which often specify varieties, sizes, and colors, tolerance levels for blemishes and bruising 

as well as price. 

Through USAID‐PRICE support program, specialists are providing technical advice, expertise, and direction on spraying crops with 

pesticides. Thus, Golden Harvest exercises some control over the conditions under which fruits and vegetables are planted, grown, 

harvested and delivered to the processing plant. 

Golden Harvest also procures other items from reputed business house such as BRAC, Bangladesh Edible Oil, City Group. 

8. Refrigerated Transportation 

Golden Harvest has a fleet of Refrigerated Transports which maintain ‐30 Degree Celsius and can accommodate a full load equivalent to a 

40 Feet Reefer container for export, enabling Golden Harvest to make export shipment to load the container in Chittagong port. 

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Section – V Competitive Condition 

1. Market Size and Growth: 

As per market research, Bangladesh market for convenient frozen food has grown at a staggering rate of 37% during 2009‐2010; and 

is further growing at greater pace with expected total turnover of Taka 850 million by the fiscal year 2010‐2011. 

According to various surveys, international market for processed frozen food is growing at a rate of over 26%; and has become a 

multi‐billion dollar industry. 

2. Market Segmentation: 

Market segments include International and Local market. 

The International Market segment consists of processed ready to cook food and processed packaged vegetables. Demand for frozen 

foods with regular addition of different varieties in the international market is enormous; also the international market is established 

and emerging at a prospering rate with the growing numbers of customers from different part of socio cultural taste who prefer the 

domestic flavor in their daily food. The buyers are mostly from UK, USA, Australia, Canada and the Middle Eastern Countries. 

In Bangladesh, products are consumed by the households, city dwellers, busy families, young adults, who look for convenient cooking. 

The number of potential buyers is increasing at a fast rate because of the various promotional campaigns by Golden Harvest and also 

for its unique product attributes that attract people from all walks of life, irrespective of age, occupation and locality. 

3. Market Share and Competition: 

Golden Harvest enjoys majority of the total processed ready to cook food market in Bangladesh, fulfilling a prerequisite of a market 

leader. 

The competition scenario is somewhat sporadic and there is hardly any direct competition with Golden Harvest due to its multiplicity 

of products. The competitors include Aftab, Harvest Rich brands which have their low range of product line up and imported French 

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Fries like McCain, Lamb Weston, and imported chicken nuggets like Doux and imported range of frozen products from Al Kabeer 

Group are also competing in the local market. 

However, Golden Harvest’s competitive advantage allows it to carefully select its profitable yet high demanding product lines in a 

market Niche and at the same time, enjoys a high degree of independence. Thus, Golden Harvest is benchmarking itself in the Ready 

to cook frozen food industry in terms of quality, pricing and the exotic brand flavors with customer satisfaction. 

4. Market distribution: 

4.1 International Market: 

Products are regularly distributed to the entry port of respective buyer’s country conforming to all export regulations prevailing in 

Bangladesh. From the entry port, assigned distributors are taking the products to the end users abroad. Golden Harvest has a number 

of high performing distributors for each of its global destinations. British Retail Consortium (BRC) is giving us certified access to 

distribute our product to internationally reputed retail chains like TESCO. 

4.2 Domestic Market: 

Domestic Market requires Golden Harvest to set up a distribution channel throughout the country. Products are sold nation wide via 

dealers nominated for various districts. Technology based temperature controlled logistics is made available for transportation of 

products from manufacturing plant to the dealer’s/outlets across the country. 

a. Dealer Management: 

Golden Harvest has appointed 28 dealers for a comprehensive coverage in Bangladesh. The dealers in turn sell to around 5,000 

retailers with retail price tagged by Golden Harvest. The basis of business for both the wholesaler and the retailer is pre‐agreed 

commission. 

b. Key retail outlet Management: 

Considering large business volume, Golden Harvest keeps a close tie up with the large retail stores in Bangladesh. Supplies to major 

retail chain stores such as, Nondon, Agora, Meena Bazaar, PQS, Swapno, Lavender, Prince Bazaar, fall under this category. High 

volume consumers include 5 star Hotels like Radisson, University campuses like North South University, AIUB, Stamford University, 

Hospitals, Restaurants are distributed directly from own network resources. Golden Harvest regularly devises promotional programs 

for generating thrust to boost up revenues; current activities include already distributed 500 refrigerators deployed country wide and 

this number will grow over 15,000 along with Golden Harvest’s expansion. 

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c. Distribution Logistics: 

Golden Harvest has a full backup of logistic equipments and transportations required for its distribution activity. A fleet of 9 (nine) 

large refrigerated trucks of various capacities are continuously utilized for distributing to the channels of both internal and external 

buyers at home and abroad maintaining temperature of ‐30 degree Celsius. 

d. E‐ Commerce: 

E‐commerce enables companies to interact with consumers, suppliers, and retailers. Over the past few years, websites have become 

a dominant media to provide brand promotion, product information, recipes, and industry related information, customer queries and 

comments. 

e. Media campaign: 

With media campaign, new consumers and new products are added at an exponential rate in the local market. After the campaign, 

French fry has created a huge response in the local market. Previously, French fry market in Bangladesh was absolutely dependent on 

import as a backward linkage to the fast food sector. French fry has now become a household necessity. 

17


Section‐VI Business Expansion/Diversification Plan 

Bangladesh has a population of 160 million and growing at a rate of 1.55%. Distribution channels for perishables, such as Agricultural, 

Fisheries, Dairies, Pharmaceuticals, Livestock and Poultry produces are highly scattered and uneven in Bangladesh creating imbalance 

in supply and demand regularly. Vaccination programs are always become difficult and stagnant due to lack of proper logistical 

infrastructure. Also because of deficiency of transportation and storage most of our horticultural produce goes to a waste. It has been 

surveyed that the Horticulture segment of Bangladesh suffers a loss of up to 44%. These post harvest loss of 44% and seasonal 

availability of horticultural produce are the main resultant of extreme price variation prevailing in the market. Golden Harvest aims at 

fulfilling this vacuum by devising and implementing its mega business expansion plan. 

a. Cold Chain: 

Introduction of a cold chain seems to be the only solution to the problem stated above. A cold chain is a logistics system, which helps 

in maintaining and providing a series of facilities for ensuring ideal storage conditions for the perishables from the point of origin to 

the point of sale. A well developed and efficiently organized cold chain reduces wastage, spoilage and helps keep the perishables 

intact thereby helping to maintain the quality of the harvested food products ultimately making the whole system cost effective 

which ensures highest quality to the end user. Our neighboring countries like India, Nepal, Pakistan, Myanmar has the Cold Chain 

infrastructure already in place, but Bangladesh unfortunately has no Cold Chain or the related infrastructure for operation throughout 

the country. 

Post harvest loss of agricultural, fisheries, dairies, livestock and poultry sector in Bangladesh is at a very alarming stage, just alone in 

the horticulture sector in Bangladesh it is at an alarming 44% of the total produce, which is the primary cause for such drastic 

variation in price in the local market. Fishery sector suffers massive threat of usage of Formalin, also growth of poultry and dairy 

sector suffers due to absence of temperature controlled transportation. Pharmaceuticals sector being the second largest sector after 

RMG industry requires very low temperature controlled maintenance for it’s raw material and finished product this sector is facing 

huge setback due absence of Cold Chain. Vaccination programs in Bangladesh often becomes stagnant and sluggish due to absence 

of proper logistics for it’s maintenance and transportation. These sector wise losses could be easily avoided with Cold Chain 

management, enabling prices to be lower which in turn increases the market size and translating into bigger sales volume as a normal 

consequence. 

Golden Harvest will set up a Country Wide Network covering 7 divisions and 22 districts with cold storage facility maintaining ‐30 

degree centigrade for preserving perishables like frozen food, poultry, dairy, fisheries, pharmaceutical and horticultural products. 

Golden Harvest Agro Industries Limited will set up a central depot in Dhaka and will sequentially link with 24 depots at ‐30 degree 

Celsius and 15,000 freezers in retail outlets all over Bangladesh from its own resources. For Cross Country Transportation a Fleet of 50 

refrigerated trucks maintaining temperature at ‐30 degree will be deployed to facilitate transportation for this logistics network. 

The cold chain will generate revenues mainly from the storage space and longer shelf life of perishable products of Golden Harvest as 

well as product from similar business operators from other industries like poultry, fisheries, pharmaceuticals, dairy etc, which will be 

maintained and distributed by this network. Rental charges for cross country transportation will also generate revenues from internal 

cost savings and external service rendered commercially to other operators requiring low temperature management logistics. 

The entire cold chain operation model is being designed and will be operated under technical supervision and assistance from USAID. 

b. Ready‐to‐Eat Line of Frozen Food Products 

Rapid growth of urbanization in Bangladesh and life style and upward mobility of income class, need for convenience and hygiene is 

driving the demand for ready to eat products. In Bangladesh most of the street side restaurants are unhygienic, or proper restaurants 

are very expensive or home made food in hot pot is highly inconvenient. 

Day by day, people are being more and more aware on food hygiene, as can be seen from the exponential growth in the bottled 

mineral water sector which in the past was thought to be a luxury but today it has proved to be a necessity. Golden Harvest has 

identified the potential for Ready‐to‐Eat line of frozen food products for the corporate offices and working people which alone are a 

massive market opportunity. 

Golden Harvest intends to serve local and exotic dishes from daily meals to cuisines at very affordable price. Convenience of longer 

shelf life and round the year availability will be ensured at international hygiene standard. 

18


Golden Harvest is presently developing the process line with technical assistance from Foreign Experts provided through assistance by 

USAID. Some of the Ready‐to‐Eat line of products planned for launching includes Deshi Food line such as Steamed Rice with Chicken, 

Dal and Bhaji, Chinese Food, Thai Food and etc. Other than food designed for office, Golden Harvest will also launch special foods like 

Murog Pulau, Elish Pulau, Kachchi Biryani, Mutton Tehari, assorted gravy dishes such as Rezala, Bhuna and wide range of Kababs and 

etc. These products will be marketed at an affordable yet competitive price than the prices charged by the general restaurants. The 

products will have a shelf life of 2 years and will be made available through out the country through cold chain of Golden Harvest. 

c. Premium Ice Cream Products 

Bangladesh being a tropical country and the winter lasting between 4 to 6 weeks, the annual market demand for Ice Cream 

throughout the country is huge. According to a Market Survey, in 2010, the Ice cream Market size of Bangladesh is of approximately 

Taka 360 Crore and is growing at a promising rate of 36%, which is still untapped with only 2 major brands dominating the market. 

ICE Cream Market Growth 

Total Size of Ice Cream Market in 2009 (Both Branded & Non Branded) 

Category Revenue in Crore Taka Share 

Branded 

Non‐branded 

Total (approx.) 

208.00 58% 

150.00 42% 

358.00 100% 

According to market survey, branded ice creams controls 58% share of total revenue against the non branded 42%.With the cold 

chain logistics the ice cream business can make a quick penetration with products for customers all over Bangladesh. 

Due to lack of logistical support, branded ice creams cannot provide nationwide coverage. The most competitive advantage of Golden 

Harvest is the infrastructure backbone of cold chain which is under the frame work of this expansion plan which can create large scale 

competition in the Ice cream industry. 

19


Currently the manufacturers of Ice cream in Bangladesh run their processes with poor machineries and process control system. As a 

result, new products developed in the international markets are not present in Bangladesh. For this reason, the import based ice 

creams have curved a niche market for themselves in Bangladesh which includes Movenpick, Baskin Robins, Andersons, Hagen Dazs. 

Considering this, Golden Harvest is in the process of setting up a world class European Ice Cream plant with globally standardized 

process control systems for such a sensitive delicacy. 

Major Category and their Contribution 

Category Type Size 

Stick 

Cup & 

Cone 

Liter 

Price 

segment 

Normal Taka 8 – 18 22% 

Premium Taka 20 – 

30 

Contribution 

12% 

Cup 100 ml 12% 

Cone 100 ml 18% 

Normal ½, 1, 2 & 5 liter 26% 

Premium 1 liter 5% 

Cake ‐ 1 & 1½ liter 5% 

Total 100% 

Premium Branded Ice Cream Sector is by far the fastest growing of the ice cream market showing an increase of 36% over the period 

2007‐8 compared to a static market for non branded ice cream over the same period. 

Golden Harvest intends to launch some new line like Ice Pop, Lollies (bi flavors, tri flavors and twisters), variety of Choc‐bar and Cone, 

Cups, Liters and Ice Cream cakes, Sorbets etc., Golden Harvest will also launch for the very first time in Bangladesh a wide range and 

variety of Premium and Specialty Ice Cream products. Golden Harvest expects to secure 30% of the Bangladesh market with wide 

variety of ice cream products, higher quality and lower distribution cost. 

20


Section‐VII Directors of the Company 

Name Designation Age 

Mr. Matthew Graham Stock Chairman 

Mr. Ahmed Rajeeb Samdani 

Managing Director & CEO 

42 yrs 

36 yrs 

Mr. Mohius Samad Choudhury Director & COO 41 yrs 

Mr. Ahmed Mehdi Samdani 

Ms. Nadia Khalil Choudhury 

Mr. Azizul Huque 

Director 

Director 

Director 

30 yrs 

29 yrs 

39 yrs 

Mr. Moqsud Ahmed Khan Director 65 yrs 

Information regarding directors and directorship 

Name Designation 

Date of becoming 

Director for the first 

time 

Mr. Matthew Graham Stock Chairman 20 November 2004 

Mr. Ahmed Rajeeb Samdani 

Managing Director & CEO 

Mr. Mohius Samad Choudhury Director & COO 

Mr. Ahmed Mehdi Samdani 


Mr. Azizul Huque 

Director 

Director 

Director 

Mr. Moqsud Ahmed Khan Director 

10 August 2004 



30 June 2010 


20 November 2004 

21


Directors’ involvement in other organization: 

Name 

Designation in the Company Directorship/Sponsorship/Ownership with other Organization 

Position 

Matthew Graham Stock Chairman 

Golden Harvest Agro Industries Ltd. Chairman 

Greenfields Distribution UK Ltd. 

Chairman 

Ahmed Rajeeb Samdani Managing Director & CEO 

Ahmed Mehdi Samdani Director 

Mohius Samad Choudhury Director & COO 

Stemcor UK Limited Director 

Stemcor India Pvt Ltd. Managing Director 

Golden Harvest Agro Industries Ltd 

Managing Director 

Golden Harvest Commodities Ltd. Managing Director 

Golden Harvest Logistics Ltd Managing Director 

Golden Harvest Cottons Ltd Managing Director 

Golden Harvest Developers Ltd Managing Director 

Futurescape Developments Ltd Managing Director 

Golden Harvest InfoTech Ltd Managing Director 

Golden Harvest Seafood and Fish Processing Ltd Managing Director 

Golden Harvest Organic and Aquaculture Holdings Ltd. Managing Director 

Golden Harvest Scankort GIS Ltd Managing Director 

Golden Harvest Aviation Ltd 


The City Bank Limited 

Director 

Climate Action BD Ltd 

Director 

Brain Train Ltd 


Bangladesh Electronic Payment Systems Ltd 

Director 

Golden Harvest Agro Industries Ltd Director 

Golden Harvest Commodities Ltd. Director 

Golden Harvest Logistics Ltd Director 

Golden Harvest Cottons Ltd Director 

Golden Harvest Developers Ltd Director 

Futurescape Developments Ltd Director 

Golden Harvest InfoTech Ltd Director 

Golden Harvest Sea Food and Fish Processing Ltd Director 

Golden Harvest Organic and Aquaculture Holdings Ltd. Director 

Golden Harvest Scankort GIS Ltd Director 

Golden Harvest Aviation Ltd Director 

Brain Train Ltd Director 

Golden Harvest Agro Industries Ltd Chief Operating Officer 


Golden Harvest Logistics Ltd Director 


Golden Harvest Developers Ltd Director 




22



Azizul Huque 

Moqsud Ahmed Khan 

Family relationship among directors and top officials: 




Director Golden Harvest Agro Industries Ltd Director 


Khalil and Khalil Investments Ltd Director 

KRC Composite Director 

ATIA Trading Director 


Brain Train Ltd Director 









There are no family ties among the directors and top officials of the company, except Mr. Ahmed Rajeeb Samdani who is brother of 

Ahmed Mehdi Samdani and spouse of Mrs. Nadia Khalil Choudhury 

Short bio‐data of the directors: 

Mr. Matthew Graham Stock, Chairman and sponsor Director 

Mr. Matthew Graham Stock is the Chairman and sponsor Director of Golden Harvest Agro Industries Ltd. Mr. Stock, Chairman of 

Greenfields Distribution UK Ltd, a leading Cold Chain with extensive network in the UK and Europe. Mr. Stock is also Director of 

Stemcor UK Limited, one of the largest Steel Trading House in the world with annual turnover of more than of 11 Billion US Dollars. 

Also Mr. Stock is the Managing Director of Stemcor India Limited. According to Forbes July 2010 issue, Mr. Stock for his outstanding 

performance has been awarded Iron Man 2 of India recognition for his leadership role in the Steel Industry of India. Mr. Stock brings 

his vast experience in Cold Chain from UK which is a great asset for Golden Harvest Agro Industries Ltd. Mr. Stock is holding an honors 

degree in Economics from University College London. 

Mr. Ahmed Rajeeb Samdani, Managing Director & CEO 

Mr. Ahmed Rajeeb Samdani is the Managing Director & CEO of the Golden Harvest Agro Industries Ltd., and the Managing Director of 

Golden Harvest Group, a seasoned, creative and visionary entrepreneur, involved in diversified business, holding several key positions 

in the financial sector of Bangladesh including Director of The City Bank Ltd, he has a number of Joint venture projects that are 

currently operating in Bangladesh and few are waiting commissioning. He always looks to the future, believes in himself. He is driven 

by his dreams of creating business that are models of not only excellence and success, but also of profitability, innovation and social 

responsibility. Mr. Samdani also a founder of a 100% Charitable Hospital, Alvina Samdani Trust and also holding the post of Secretary 

General of Human Rights Foundation of Bangladesh. 

23


Mr. Mohius Samad Choudhury, Director & Chief Operating Officer 

Mr. Mohius Samad Choudhury is a Director and the Chief Operating Officer of Golden Harvest Agro Industries Ltd. Mr. Choudhury, is 

an Associate Member of the Association of Business Executive United Kingdom (AMBE) and a qualified MBA (Business Administration) 

from Glamorgan University, United Kingdom. He has vast experience in the Food Industry and Distribution sector in United Kingdom 

covering almost a decade when Mr. Choudhury worked for Food Service and Distribution and handling international brands. Mr. 

Choudhury joined Golden Harvest Group in 2000 on his return from UK. As a primary sponsor and initial member of the company, 

Mr. Choudhury is nurturing the company from it’s cradle to the present thriving growth stage. With his global exposure, Mr. 

Choudhury has contributed the company in the core business areas of finance, production and international business including overall 

operation. 

Mr. Ahmed Mehdi Samdani , Director 

Mr. Ahmed Mehdi Samdani , one of the major sponsor‐Director of Golden Harvest Agro Industries Ltd. Mr. Samdani has over 7 years 

of experience in Food Commodities Trading , Information Technology, Real Estate Developments, Publishing House, Logistics, etc. He 

is one of the founders of TACM Charitable Hospital. A diligent young, hard working business leader who is continuously taking the 

company to new heights. His thoroughness in business operation and relentless efforts for increasing business volume is the 

inspiration to the company’s growth. 

Mrs. Nadia Khalil Choudhury, Director 

Mrs. Nadia Khalil Choudhury, an energetic business person with innovative ideas and concepts, is a Director of Golden Harvest Agro 

Industries Ltd and other units of the group. Mrs. Nadia Khalil Choudhury is actively involved in different Social Businesses. She is also 

Director of a Publishing House, Real Estate Company and Director of Khalil and Khalil Investments Ltd, KRC Composite. Mrs. Nadia 

Choudhury is also an internationally renowned Art collector. Mrs. Nadia Choudhury is an advisor of Bangladesh Human Rights 

Foundation; and a kind hearted charity worker. 

Mr. Moqsud Ahmed Khan, Director 

Mr. Moqsud Ahmed Khan, is the Sponsor Director of Golden Harvest Agro Industries Ltd, and has excellent track record in his own 

business in UK and Bangladesh. He has extensive knowledge of Food Business and an active Member of Charitable Organizations in 

UK and Bangladesh. 

Mr. Azizul Huque, Director 

Mr. Azizul Huque, a Director of Golden Harvest Agro Industries Ltd, holds a University Higher diploma in Computer Science from 

Staffordshire University. Having vast experience extended over 14 years in Bulk Food Commodities Trading as well as Information 

Technology business, has enabled him to have a comprehensive knowledge in the business dynamics and current local and 

international business policies of different countries. His in‐depth understanding of all aspects of business and expertise on process 

cost elimination and quality assurance in business processes which is required for international business has proved to be assets for 

the Company. 

Credit information Bureau (CIB) Report 

Neither the Company nor any of its directors or shareholders who hold 5% or more shares in the paid‐up capital of the issuer is loan 

defaulter in terms of the CIB Report of the Bangladesh Bank. 

24


Section‐VIII Description of Management 

Mr. Matthew Graham Stock, Chairman 

Mr. Matthew Graham Stock, Chairman and sponsor Director of Golden Harvest Agro Industries Ltd. Mr. Stock, Chairman of 

Greenfields Distribution UK Ltd, a leading Cold Chain with extensive network in the UK and Europe. Mr. Stock is also Director of 

Stemcor UK Limited, one of the largest Steel Trading House in the world with annual turnover of more than of 11 Billion US Dollars. 

According to Forbes July 2010 issue, Mr. Stock for his outstanding performance has been awarded Iron Man 2 of India recognition for 

his leadership role in the Steel Industry of India. 

Mr. Faisal Ahmed Chowdhury, Adviser 

Mr. Faisal Ahmed Chowdhury, an Adviser of Golden Harvest Agro Industries Ltd, is a Former Secretary of Ministry of Shipping and 

Ministry of Water Resource, Government of Bangladesh and a Former Vice Chairman of Export Promotion Bureau. Mr. Chowdhury 

provides a valuable edge over other competitors in the market with his extensive experience in the export policy areas of the 

Government of Bangladesh. 

Mr Ahmed Rajeeb Samdani, Managing Director & CEO 

Mr. Ahmed Rajeeb Samdani is the Managing Director & CEO of the Golden Harvest Agro Industries Ltd, and the Golden Harvest 

Group. A seasoned, creative and visionary entrepreneur, Mr Samdani is involved in diversified business, holding several key positions 

in the industrial/financial sector of Bangladesh including Director of The City Bank Ltd. Mr. Samdani is also a founder of a 100% 

Charitable Hospital, Alvina Samdani Trust and holding the post of Secretary General of Human Rights Foundation of Bangladesh. 

Mr. Mohius Samad Choudhury, Chief Operating Officer 

Mr. Mohius Samad Choudhury is the Chief Operating Officer of Golden Harvest Agro Industries Ltd. Mr. Choudhury worked for Food 

Service and Distribution and handled international brands. Mr. Choudhury joined Golden Harvest Group in 2000 on his return from 

UK. Mr. Choudhury has contributed the company in the core business areas of finance, production and international business 

including overall operation. 

Mr. Imam Hassan, FCA, Chief Financial Officer 

Mr. Imam Hassan, FCA, the Chief Financial Officer of Golden Harvest Agro Industries Ltd. Mr. Imam Hassan is a professionally qualified 

Chartered Accountant from the Institute of Chartered Accountants of Bangladesh (ICAB). He has about 18 years of practical 

experience in the field of accounting, finance, auditing, administration and public relation. He has held core finance position of a 

number of local conglomerate and multinational companies in Bangladesh. 

Mr. Mamun Monowar, Head of Marketing 

Mr. Mamun Monowar –Head of Marketing of Golden Harvest Agro Industries Ltd. Mr Mamun started his career in a software 

company named Dhaka Soft. In the year 2000, he joined Partex Beverage Ltd under Partex Group. He worked in Partex as Market 

Development Manager and Brand Manager. During his stay at Partex, his first assignment was to look after the Sales and Marketing 

Department of MUM Drinking Water. He also looked after the Brand Department of RC Cola and other soft drinks brands of Partex. 

Mr Mamun also worked in James Finlay (former British owned Multinational Company) as Brand Manager over four years. At Finlay, 

he led both sales & marketing team. 

Mr. Riazul Al Nawaz, Head of Human Resource Management 

Mr. Riazul Al Nawaz – Head of Human Resource Management of Golden Harvest Agro Industries Ltd. Mr. Riaz, post graduated in 

English and MBA in Marketing from Dhaka University, obtained his post graduation diploma in HRM. He has about 12 years 

experience in Human Resources Management and worked for different multinational companies at home and abroad. Mr. Riaz 

conducted large number of training programs on Personal Effectiveness, Team Building, Performance Management and 

contemporary HR issues in various leading MNCs and local conglomerates. 

25


Mr. Babul Aktar, Head of Accounts & Finance 

Mr. Babul Aktar is the Head of Accounts & Finance of Golden Harvest Agro Industries Ltd. Mr. Babul Aktar is an MBA with BBA Hons 

(Major in Accounting). He has about 10 years of practical experience in the fields of accounting, finance, auditing, costing, company 

law and taxation. He held core finance position of a number of local conglomerate and multinational companies in Bangladesh. 

Mr. Sheikh Qumrul Islam, Factory Manager 

Mr. Sheikh Qumrul Islam is the Factory Manager of Golden Harvest Agro Industries Ltd. Mr. lslam , a graduate, joined Golden Harvest 

Group in 2004. He has about 6 years of practical experience in the field of production as well as administration. He held core 

responsibilities for supervising and managing all the operational aspects of the factory. 

Mr. Md. Faisal MSc, Quality Assurance Manager 

Md. Faisal MSc is the Quality Assurance Manager of Golden Harvest Agro Industries Ltd. Mr. Faisal has completed his Graduation and 

Post Graduation from Bangladesh Agricultural University, Mymensing, obtaining the merit position 1st class 1st . He held the 

responsibility to maintain the world standard product quality; and to supervise to ensure the food safety. As a part of his professional 

development program, he participated in HACCP, BRC Global Standard and other important training programs, in the area of Food 

Safety and Quality Assurance. He is experienced in working with the International Organization like USAID‐PRICE. 

Mr. Kamruzzaman – Consultant‐ Plant Management 

Md. Kamruzzaman is the Consultant‐ Plant Management of Golden Harvest Agro Industries Ltd. Mr. Md. Kamruzzaman, BSc. Engineer, 

MBA is a professionally qualified Engineer; and is a Member & Life Fellow of IEB. He has about 20 years of practical experience in the 

field of Engineering and Factory Management. He held core engineering positions & been COO of a number of local conglomerates in 

Bangladesh. He got several overseas Training on Engineering & Management. 

Mr. Aktheruzzaman Khan‐ Consultant‐ Food Development 

Mr. Aktheruzzaman Khan is the Consultant‐ Food Development of Golden Harvest Agro Industries Ltd. Mr. Aktheruzzaman, MSc (Bio 

Chemistry), Dhaka University, is a professionally qualified Food Technologist. He has about 33 years of practical experience in the field 

of Dairy, Food & Beverage and Administration. He held core positions of Production & Administration of a number of local 

conglomerate and multinational companies in Bangladesh & Abroad. He has got several overseas Training on Food Processing, 

Dairy & Management 

26


Section‐IX Description of Property 

Location of principal plants and other properties of the company and their condition: 

Golden Harvest Agro Industries Ltd has its factory located in at Bokran Monipur, Bobanipur, Gazipur Sadar, Gazipur measuring land 

area at 215.50 Decimal. The Factory is set up on a 54,261 SFT (square feet) state –of‐the‐art purpose built processing facility built in 

international standards with capacity to expand by additional 100,000 SFT. The fixed assets of the company have been revalued to 

their fair market value as on 30 June 2009. The company has acquired its Corporate Office space around 7,000 square feet at SPL 

Western Tower, Tejgaon Link Road, Level#5, Gulshan, Dhaka and registration of which is under process. 

Description of land 

(Amount in Taka) 

SL. Description Value Location 

No. 

1 Area of the land is 99 Decimals ( in the name of Golden 

Harvest Agro industries Limited) 

2 Area of the land is 115 decimals ( in the name of 

Golden Harvest Sea Fish and Food Processing Limited) 

Deed references of Lands are mentioned hereunder: 

39,600,000 Bokran, Monipur, 

Bobanipur, Gazipur Sadar, 

Gazipur 

46,000,000 Pirujali 

Monipur, 

& Bokran, 

Bobanipur,Gazipur Sadar, 

Gazipur 

85,600,000 

i) Deed No. : 17345, Date: 15.08.2004 : 99.00 decimals 

ii) Deed No. : 23887, Date: 29.09.2005 : 80.00 decimals 

iii) Deed No. : 20361, date: 07.08.2005 : 36.50 decimals 

215.50 decimals 

The Company owns the following operating fixed assets and they are situated at Company’s office and factory premises; and written 

down value are given below: 

(Written Down Value in Taka as per Audited Accounts) 

Particulars As at September 30, 2010 (Taka) As at June 30, 2010 (Taka) 

Lands and Development 85,600,000 85,600,000 

Buildings and other constructions 117,977,543 118,606,469 

Plant and machinery 110,419,749 111,274,967 

Office Equipment 2,789,984 2,825,301 

Furniture and Fixtures 16,016,546 16,219,287 

Vehicle 10,522,664 8,297,476 

Capital Work in Progress 117,455,180 115,514,140 

The Company uses latest and most modern machineries and equipments for its production process. 

27


Lease or Charge over Assets: 

1. The Company is having Term Loan facility with Mercantile Bank Limited, Gulshan Branch, Dhaka. According to sanction term, Land, 

Buildings and Plant & Machineries are mortgaged with them. 

2. The following assets have been procured through leasing arrangement from the following leasing companies: 

Leasing Company List of Assets Amount Outstanding 

United Leasing Co Ltd. 2 Refrigerated Cover Van, Taka 1,717,430 

1 Sedan Car 

IDLC Finance Ltd. 1 Refer Van and 1 Sedan car Taka 1,706,585 

28


Section‐X Plan of Operation & Discussion of Financial Condition 

1. Internal and external source of cash 

(As per Audited Accounts ‐Amount in Taka) 

The internal sources of the cash of the company are the share capital, share money deposit and retained profit and the external 

sources of cash are the bank loans. 

Internal Source of Cash 

Jul’10‐Sep’10 

Jul’09‐Jun’10 



Share Capital 100,000,000 100,000,000 37,500,000 37,500,000 

Capital Reserve 102,687,892 102,687,892 ‐ ‐ 

Share Money Deposit 250,000,000 92,750,000 ‐ ‐ 

Retained earnings 113,816,696 78,073,777 23,057,984 9,888,880 

Sub Total 566,504,588 373,511,669 60,557,984 47,388,880 

External Sources of cash 

Term Loan 43,658,878 45,118,734 23,881,277 28,908,269 

Leasehold Obligation 3,424,015 3,662,100 2,343,743 ‐ 

Sub Total 47,082,893 48,780,834 26,225,020 28,908,269 

Grand Total 613,587,481 422,292,503 86,783,004 76,297,149 

2. Material commitments for capital expenditure 

The Company has an Allotment Agreement with Shanta Properties Limited for approximately 7,000 square feet of Office Space at 

Level‐5 of SPL Western Tower located at 186, Gulshan‐Tejgaon Link Road, Tejgaon Industrial Area, Dhaka‐1208. Registration 

formalities are in process. 

3. Causes for any material changes from period to period 

(As per Audited Accounts‐Amount in Taka) 

From 01‐07‐2010 

to 30‐09‐2010 

(3 Months) 

From 01‐07‐2009 to 

30‐06‐2010 

From 01‐07‐2008 

to 30‐06‐2009 

Sales Revenue 137,750,137 387,783,620 61,611,094 

Cost of Goods Sold (72,990,640) (205,838,233) (35,466,519) 

Gross Profit 64,759,497 181,945,387 26,144,575 

Add: 3,295,815 9,798,795 4,203,997 

Export Incentive 1,411,026 7,759,159 3,594,181 

Other Income 1,884,789 2,039,636 609,816 

Less: Administrative & Selling 

Expenses: 9,808,451 23,102,417 8,161,393 

Administrative Expenses 6,125,648 15,807,143 4,107,475 

Selling & Distribution Expenses 3,682,803 7,295,274 4,053,918 

29


Financial Expenses 5,904,603 27,970,438 5,618,075 

Net Profit before Tax 52,342,259 140,671,328 16,569,104 

Provision for Tax (16,599,340) (34,800,000) (3,400,000) 

Net Profit 35,742,919 105,871,328 13,169,104 

The Company starts its operation in the year of 2006 with the objective of 100% export‐oriented frozen food export. Gradually local 

market has been created and present response of the market is very encouraging. In the latest financial year, Golden Harvest has 

concentrated on local sales more vigorously. In that regard, the Company has taken various steps to increase local sales through 

qualitative improvement, engagement of efficient manpower, installation of new machineries, sales through distributors and 

appropriate promotional activities that enabled the Company to enhance its local sales significantly. In the year ended 30 June 2010, 

consolidated local sales amounted to Taka 317.54 million. Gross profit also increased in this year by Taka 181.95 million. Net Profit 

margin rose significantly to Taka105.86 million. 

4. Seasonal aspects of the company’s business 

The nature of business is not directly associated with season. 

5. Known trends, events or uncertainties 

Political unrest, hartal, natural calamities and power crisis are the known events that may affect the Company's future business. 

6. Change in the assets of the Company used to pay off any liabilities 

No asset of the Company has been used to pay off the liabilities. 

7. Future contractual liabilities 

The Company does not have any plan within next one year to contract any new liabilities. 

8. Future capital expenditure 

The Company always adopts latest technology for providing better quality product and new product line. With the continuing growth 

of business, the Company has the plan for adding “Ready to Eat” product line. Setting up of new Ice cream factory and establishing 

Cold Chain all over the country are also intended projects of the Company. 

9. VAT, income tax, custom duty or other tax liability 

(a) VAT: 

The Company has no outstanding VAT as on 30 September, 2010. 

30


(b) Tax: 

The Company's Income Tax related information is as follows: 

Accounting 

Year 

Assessment Year Status 

2005‐2006 2006‐2007 Assessment Completed. 

2006‐2007 2007‐2008 Assessment Completed at DCT level. Appeal to Appellate Tribunal is in progress. 

2007‐2008 2008‐2009 Assessment is in progress at DCT level. 

2008‐2009 2009‐2010 Assessment is in progress at DCT level. 

10. Personnel related scheme 

Management of the Company always values its employees as human resources. In this respect, there are continuing in‐house training 

program arranged by the Company. Employees of the Company are also deputed for training arranged by various professional bodies 

in Bangladesh and abroad. 

31


Section‐XI Determination of the offering price 

Golden Harvest Agro Industries Ltd. is a leading processed food company of Bangladesh. The Company is enjoying a high growth in 

revenue, net profit and net assets in the past 4.25 years. Thus, Net Asset Value (NAV) and Earning‐Based Value (EBV) may be used in 

determining the indicative price of the shares of the Company. Net Asset Value (NAV) gives asset‐backing to the shares of the 

Company. Earnings Per Share (EPS) indicates profitability against shares of the Company. Earnings‐based Value and Book Value‐based 

Value of similar stocks have been taken to estimate a theoretical fair price, considering market demand for the shares of the 

Company. The weighted average price derived from the four valuation methods, giving equal weight, is the indicative offer price for 

the shares of Golden Harvest Agro Industries Ltd. to be issued through the IPO under Book Building Method. 

Different methods to determine the fair price per share of the Company are presented below: 

Method 1 –Price based on Net Asset Value (NAV) based price per share: 

Particulars Amount 

A. Share Capital as at 30 September 2010 100,000,000 

B. Reserve and Surplus as at 30 September 2010 325,877,505 

C. Share Money Deposit as at 30 September 2010 250,000,000 

D. Total Shareholders' Equity as at 30 September 2010 (A+B+C) 675,877,505 

E. Number of shares as of 30 September 2010 35,000,000 

F. Net Asset Value (NAV) Per Share as of 30 September 2010 (D/E) 19.31 

Method 2 –Price based on Earning per Share (EPS): 

The Company’s operational performances and financial results reflect its growth, financial strength, earning and prospects that help 

investors in making informed investment decision. These are summarized as follows: 

Financial Years Net Profit 

(Taka) 

Paid‐up Capital 

(Taka) 

No. of 

outstanding 

shares 

Earning per 

share (EPS) 

(Taka) 

30‐Sep‐10 (Diluted and Annualized) 35,742,919 350,000,000 35,000,000 4.08 

30‐Jun‐10 (Diluted) 105,871,328 192,750,000 19,275,000 5.49 

30‐Jun‐09 13,169,104 37,500,000 3,750,000 3.51 

30‐Jun‐08 10,502,894 37,500,000 3,750,000 2.80 

30‐Jun‐07 ‐602,331 37,500,000 3,750,000 ‐0.16 

Weighted Average 38,749,156 655,250,000 65,525,000 2.51 

The weighted average net profit for last 4.25 (four and one quarter) years stands at Taka 3.87 Crore and weighted average EPS stands 

at Taka 2.51. If we consider the share price on the basis of price/earning multiple of 20, the earning‐based value of shares of the 

Company at a weighted average EPS of 2.51 stands at Taka 50.27. 

32


Method 3 ‐ Price Based On P/E Ratio of Similar Stocks: 

Sl. Company Face Value EPS Market Price 

(Taka) (Taka) (6‐Mon Av) 

No. (Taka) 

P/E Ratio 

1 Apex Foods Limited 100 15.01 1147.00 76.42 

2 Fine Foods Limited 10 0.88 95.93 109.02 

3 Rahima Foods Limited 100 3.03 552.71 182.41 

4 National Tea Co Ltd 100 156.78 4658.71 29.71 

5 Beach Hatchery Ltd 10 1.53 90.32 59.03 

6 Fu‐Wang Foods Limited 10 1.07 77.13 72.09 

Simple Average 88.11 

(Source: DSE Monthly Review, June‐ 

Nov'10) 

Determining the Fair Value of share of GOLDEN HARVEST AGRO INDUSTRIES LIMITED: 

Average EPS 2.51 

Representative P/E Multiple (X) 88.11 

Fair Value (Taka) 221.45 

Sl. 

No. 

Method 4 ‐ Price based on P/BV Ratio of Similar Stocks: 

Company Face Value 

(Taka) 

NAV (Taka) Market Price 

(6‐Mon Av) 

(Taka) 

P/BV Ratio 

1 Apex Foods Limited 100 703.63 1147.00 1.63 

2 Fine Foods Limited 10 11.15 95.93 8.60 

3 Rahima Foods Limited 100 49.53 552.71 11.16 

4 National Tea Co Ltd 100 502.87 4658.71 9.26 

5 Beach Hatchery Ltd 10 11.15 90.32 8.10 

6 Fu‐Wang Foods Limited 10 12.64 77.13 6.10 

Simple Average 7.48 

(Source: DSE Monthly Review, June‐ 

Nov'10) 

Determining the Fair Value of share of GOLDEN HARVEST AGRO INDUSTRIES LIMITED: 

NAV (Diluted) 19.31 

Representative P/BV Multiple (X) 7.48 

Fair Value (Taka) 144.38 

33


Finding and Calculation of the fair Price of share of Golden Harvest Agro Industries Ltd.: 

Particulars Amount 

Price based on Net Asset Value (NAV) 19.31 

Price based on Earning Per Share (EPS) 50.27 

Price Based on P/E Ratio of Similar Stocks 221.45 

Price Based on P/BV Ratio of Similar Stocks 144.38 

Average 108.85 

Based on the above calculation the fair value of the Stock of the Company stands at Taka 108.85 and we conservatively 

fix up the price @ Taka 80.00 per share including a premium of Taka 70.00 per share. 

Disclaimer: Information presented herein, while obtained from sources we believe to be reliable, is not guaranteed either as to 

accuracy or completeness. Neither the information nor any opinion expressed herein constitutes a solicitation of the purchase or sale 

of any security. As it acts for public companies from time to time, BANCO may have a relationship with the above mentioned 

company(s). This report is intended for distribution in only those jurisdictions in which BANCO is registered. Redistribution of this 

report in any format, to any recipient other than initially intended by the Firm, is strictly prohibited. 

34


Section‐XII Book Building Method 

Book Building is a process through which an issuer attempts to determine the price to offer its security based on demand from 

institutional investors. Under the process, the price of an IPO share will be determined through an automated bidding to be 

participated by different financial institutions and then the share will be opened for the IPO participant at the cut‐off price 

determined during the book building process. The bidding will be handled through a uniform and integrated automated system of the 

stock exchanges, or any other organization as decided by the Commission, especially developed for book building method. The entire 

procedure of price discovery under book building method is delineated below: 

a) The issuer/issue manager shall issue invitation to the eligible institutional investors, both in writing and through publication 

in at least 5 (five) widely circulated national dailies, giving at least 10 (ten) working days time, to the road show/presentation/seminar 

indicating time and venue of such event. 

b) The invitation letter shall accompany an information document containing all relevant information covering the proposed 

issue of the issuer. The eligible institutional investors shall submit indicative price to the issuer/issue manager, signed jointly by the 

Chief Executive Officer (CEO) and the Financial Analyst, highlighting the factors taken into consideration in support of the indicative 

price, within the next 3(three) working days of the said road show/presentation/seminar; 

c) The indicative price band will be fixed based on the past performance, expected future earnings of the issuer and the P/E 

ratio of other peer companies in the industry and the determination of indicative price involves the following institutional investors 

registered with or approved by SEC in this regard:‐ 

- Merchant Bankers except the issue manager of the proposed issue; 

- Foreign institutional investors; 

- Recognized pension funds and provident funds; 

- Banks and NBFIs under regulatory control of Bangladesh Bank; 

- Insurance Companies regulated under Insurance Act, 1938; 

- Institutional venture capital and institutional investors; 

- Stock Dealers; and 

- Any other artificial judicial person permitted by the SEC for this purpose. 

d) Issuer in association with issue manager and eligible institutional investors quote an indicative price in the prospectus with 

the rationale for such price and submit the prospectus to the Commission with copy to the stock exchanges. 

e) The indicative price range shall be determined as per price indications obtained from at least 15 (fifteen) eligible 

institutional investors covering at least 3 (three) different categories including at least 5 (five) merchant banks of such investors. 

f) Eligible institutional investors bidding shall commence after getting consent from the Commission for this purpose. 

Institutional bidding period will be 3 to 5 (Three to Five) working days which may be changed with the approval of the Commission. 

35


g) Eligible institutional investors (EIIs) shall not be allowed to participate in the bidding unless they participate and quote in the 

Road Show for setting the indicative price. The EII participating in the Road Show and quote price must also participate in the bidding. 

The issuer and issue manager will jointly submit the attendance sheet and the quoted price by the EII along with the draft prospectus 

to SEC. 

h) Prospectus will be posted on the Websites of the Commission, stock exchanges, issue 

manager and issuer at least 2 (two) weeks prior to the start of the bidding to facilitate investors to know about the company and all 

aspect of offering. 

i) The indicative price shall be the basis for formal price building with an upward and downward band of 20% (Twenty 

Percent) of indicative price within which eligible institutional investors shall bid for the allocated amount of security. 

j) If institutional quota is not cleared at 20% (Twenty Percent) below indicative price, the issue will be considered cancelled 

unless the floor price is further lowered within the face value of security. Provided that the issuer’s chance to lower the price shall not 

be more than once. 

k) No institutional investor shall be allowed to quote for more than 10% (Ten Percent) of 

the total security offered for sale, subject to maximum of 5 (Five) bids. 

l) The volume and value of bid at different prices will be displayed on the monitor of the said system without identifying the 

bidder. 

m) The institutional bidders will be allotted security on pro‐rata basis at the weighted average price of the bids that would clear 

the total number of securities being issued to them. 

n) Institutional bidders shall deposit their bid with 20% (Twenty Percent) of the amount of bid in advance to the designated 

bank account and the rest amount to settle the dues against security to be issued to them shall be deposited within 5 (Five) working 

days prior to the date of opening subscription for general investors. 

o) In case of failure to deposit remaining amount that is required to be paid by institutional bidders for full settlement of the 

security to be issued in their favor, 50% (Fifty Percent) of bid money deposited by them shall be forfeited by the Commission. The 

securities earmarked for the bidder who defaulted in making payment shall be added to the general investor quota. 

p) The time gap between closure of bidding by Eligible Institutional Investors and subscription opening for general investors is 

25 working days or as may be determined by the Commission. 

q) The securities will be offered to the general investors, NRBs and Mutual Funds at the cut‐off price determined during the 

book building process. 

36


Section‐XIII Market for Securities Being Offered 

The issuer shall apply to all the stock exchanges in Bangladesh within seven working days from the date of consent accorded by the 

Commission to issue prospectus. 

DECLARATION ABOUT THE LISTING OF SHARES WITH THE STOCK EXCHANGE(S) 

None of the stock exchange(s), if for any reason, grants listing within 75 days from the closure of subscription, any allotment in terms 

of this Prospectus shall be void and the Company shall refund the subscription money within fifteen days from the date of refusal for 

listing by the stock exchange(s), or from the date of expiry of the said 75 days, as the case may be. 

In case of non‐refund of the subscription money within the aforesaid fifteen days, the Company’s Directors, in addition to the issuer 

company, shall be collectively and severally liable for refund of the subscription money, with interest at the rate of 2% (two percent) 

per month above the bank rate, to the subscribers concerned. 

The issue manager, in addition to the issuer company, shall ensure due compliance of the above mentioned conditions and shall 

submit compliance report thereon to the Securities and Exchange Commission within seven days of expiry of the aforesaid fifteen 

days time period allowed for refund of the subscription money. 

37


Section‐XIV Description of Securities Outstanding or Being Offered 

a) Dividend, Voting and Preemption Right 

In case of any declaration of cash/stock dividend by the Company or distribution of any property of the Company, all the shareholders 

shall be entitled to it in proportion to their shareholdings on the date of the book closure or record date for the purpose. The 

Company will follow a dividend policy, which will allow it to provide a fair return on its shareholders’ investment and simultaneously 

allow for building up of the retained earnings and reserves as a rule that would sustain growth of the Company. The share capital of 

the Company is divided into Ordinary Shares, carrying equal rights to vote and receive dividend in terms of the relevant provisions of 

the Companies Act 1994 and the Articles of Association of the Company. All shareholders shall have the usual voting right in person or 

by proxy in connection with, among others, election of Directors and Auditor(s) and other usual agenda of General Meeting – 

Ordinary or Extra ordinary. On a show of hand, every shareholder present in person and every duly authorized representative of a 

shareholder present at a General Meeting shall have one vote and on a poll every shareholder present in person or by proxy shall 

have one vote for every share held by him or her. In case of any additional issue of shares for raising further capital the existing 

shareholders shall be entitled to Rights Issue of shares in terms of the guidelines issued by the Securities and Exchange Commission 

from time to time. 

b) Conversion and Liquidation Right 

The Company in its General Meeting may convert paid‐up shares to any denomination. No special preferences or privileges shall be 

attached to this conversion. If the company at any time issues Preference Shares or Debentures or Bonds with the consent of SEC, 

such holders of securities shall be entitled to convert such securities into ordinary shares if it is so determined by the company. In 

case of winding‐ up or liquidation of the Company, all shareholders have the same privileges and advantages as ordinary shareholder 

as regards participation in profits and voting at meetings of the Company. 

c) Right for Transfer 

In terms of the provisions of the Companies Act, 1994, Articles of Association of the Company and other relevant rules in force, the 

shares of the Company are transferable. The Company shall not charge any fee other than Government duties for registering transfer 

of shares. No shares shall be transferred to an infant or a person of unsound mind. 

d) Dividend Policy 

I. The profits of the Company, subject to any special right relating thereto created or authorized to be created by the 

Memorandum of Association and subject to the provision of the Articles of Association, shall be divisible among the 

members in proportion to the amount of capital paid ‐up on the shares held by them respectively. 

II. No larger dividend shall be declared than is recommended by the directors, but the 

38


Company in its General meeting may declare a smaller dividend. If preference share dividend is not paid in one year, 

such unpaid dividend shall be carried forward to the next year or years; and become cumulative. 

III. The declaration of directors as to the amount of net profit of the company shall be conclusive. 

IV. No dividends shall be paid otherwise than out of the profits of the year or any other undistributed profits and general 

reserves. Dividend shall not carry interest as against the Company. 

V. The Directors may from time to time pay off the members such interim dividend as appear to the Directors to be justified 

by the profits of the Company. 

VI. A transfer of shares shall not pass the right to any dividend declared thereon after such transfer and before the registration 

of the transfer. 

VII. There is no limitation on the payment of dividends to the common stockholders. 

e) Other Rights of Shareholders 

The shareholders shall have the right to receive all periodic reports and statements, audited as well as unaudited, published by the 

company from time to time. The directors shall present the financial statements as required under the law and International 

Accounting Standards and International Financial Reporting Standards as adopted by the Institute of Chartered Accountants of 

Bangladesh. Financial statements will be prepared in accordance with International Financial Reporting/Accounting Standards, 

consistently applied throughout the subsequent periods and present with the objective of providing maximum disclosure as per law 

and international Financial Reporting/Accounting Standard to the shareholders regarding the Financial and operational position of the 

company. 

In case of any declaration of stock dividend through issue of Bonus Shares, all shareholders shall be entitled to it in proportion to their 

shareholdings on the date of book closure or record date for the purpose. 

The shareholders holding not less than 10% of the issued/fully paid up capital of the Company shall have the right to make requisition 

of Extra‐Ordinary General Meeting (EGM) of the Company as provided under Section 84 of the Companies Act, 1994. 

Lock‐in Provision 

All issued shares of the issuer at the time of according consent to public offering shall be subject to a lock‐in period of 3 (Three) years 

from the date of issuance of prospectus or commercial operation, whichever comes later. Provided that the persons, other than 

directors and those who hold 5% or more, who have subscribed to the shares of the Company within immediately preceding 2 (Two) 

years of according consent, shall be subject to a lock‐in period of 1 (One) year from the date of issuance of prospectus or commercial 

operation, whichever comes later. 

39


Subscription and Refund 

a) Refund of Subscription Money 

As per SEC Notification dated February 9, 2010, the issuer shall refund application money to the unsuccessful applicant of the public 

offer by any of the following manner based on the option given by the applicant in the application form: 

• Through banking channel for onward deposit of the refund money into the applicant’s bank account as provided 

in the respective application form for subscription; 

or 

• Through issuance of refund warrant in the name and address of the applicant as provided in the respective 

application form for subscription; 

“Provided that, in case of deposit into the applicant’s bank account, the applicant will bear the applicable service charge, if any, of the 

applicant’s banker, and the issuer shall simultaneously issue a letter of intimation to the applicant containing, among others, the date 

and amount remitted with details of the bank through and to which bank such remittance has been effected. 

b) Subscription by and Refund to Non‐Resident Bangladeshi (NRB) 

i) A Non‐Resident Bangladeshi shall apply either directly by enclosing a foreign demand draft drawn on a bank 

payable at Dhaka, or through a nominee by paying out of foreign currency deposit account maintained in 

Bangladesh or in Taka, supported by foreign currency encashment certificate issued by the concerned bank, for 

the value of securities applied for through crossed bank cheque marking “Account Payee only”. 

ii) The value of securities applied for by such person may be paid in Taka or US dollar or UK pound sterling or EURO 

at the rate of exchange mentioned in the securities application form. 

iii) Refund against oversubscription shall be made in the currency in which the value of securities was paid for by the 

applicant through Account Payee bank cheque payable at Dhaka with bank account number, Bank’s name and 

Branch as indicated in the securities application form. If the applicants’ bank accounts as mentioned in their IPO 

Application Forms are maintained with the Bankers to the Issue and other banks as mentioned, refund amount of 

those applicants will be directly credited into the respective bank accounts as mentioned in their IPO Application 

Forms. 

40


Section‐XV Availability of Securities 

Sl. Number Particulars Number of Shares 

1 20% of IPO of Ordinary Shares are reserved for Eligible Institutional 

Investors through Book Building Method 6,000,000 

2 10% of IPO of Ordinary Shares are reserved for Mutual Funds 3,000,000 

3 

4 

10% of IPO of Ordinary Shares are reserved for Non‐Resident 

Bangladeshis (NRB) 3,000,000 

Remaining 60% of IPO of Ordinary Shares are reserved for General 

Public 18,000,000 

Total 30,000,000 

1) 20% of the total public offering shall be reserved for the Eligible Institutional Investors (EII), 10% shall be reserved for mutual 

funds, 10% for non‐resident Bangladeshi (NRB) and the remaining 60% shall be open for subscription by the general public. 

2) The Institutional Investors will be allotted security on a pro‐rata basis at the weighted average price of the bids that would clear the 

total number of securities being offered to the Institutional investors. 

3) The securities offered to the Mutual Funds, NRBs and General Public will be at the cut‐off price determined during the Book 

Building Process. 

4) In case of over‐subscription under any of the categories mentioned in the above table, the Issue Manger shall conduct an open 

lottery of all the applications received under each category separately in accordance with the letter of consent issued by the 

Securities and Exchange Commission. 

5) In case of under‐subscription under any of Mutual Funds or NRB category as mentioned in the above table, the unsubscribed 

portion shall be added to the general public category, and, if after such addition there is over‐subscription in the general public 

category the issuer and the issue manager shall jointly conduct an open lottery of all the applicants added together. 

6) In case of under‐subscription of the public offering, the unsubscribed portion of shares shall be taken up by the underwriter(s). 

7) The lottery as stated in clause (5) and (6) should be conducted in the presence of the representatives of Issuer, Stock Exchange(s) 

and the applicants, if there be any. 

41


Section-XVI Involvement of directors and officers in certain legal proceedings 

No Director or officer of GOLDEN HARVEST AGRO INDUSTRIES LTD was involved in any of the following types of legal proceedings in 

the last 10 (ten) years: 

a. Any bankruptcy petition filed by or against any company of which any officer or director of the Issuer Company filing the 

prospectus was a director, officer or partner at the time of the bankruptcy. 

b. Any conviction of director, officer in a criminal proceeding or any criminal proceeding pending against him. 

c. Any order, judgment or decree of any court of competent jurisdiction against any director, officer permanently or temporarily 

enjoining, barring, suspending or otherwise limiting the involvement of any director or officer in any type of business, securities or 

banking activities. 

d. Any order of the Securities and Exchange Commission, or other regulatory authority or foreign financial regulatory authority, 

suspending or otherwise limiting the involvement of any director or officer in any type of business, securities or banking activities. 

42


Section-XVII Certain Relationships and Related Transactions 

The Company has neither entered into during the last 2 (two) years nor have any plan to enter into any transaction with the following 

parties: 

1. Any executive director or executive officer of the company; 

2. Any director or officer; 

3. Any person owning 5% or more of the outstanding stock of the issuer; 

4. Any members of the immediate family (including spouse, parents, brothers, sisters, children and in‐laws) of any above persons; 

5. Any transactions or arrangement entered into by the Company for a person who is currently a director or in any way connected 

with a director of either the issuer company or any of its subsidiaries/associate companies, or who was a director or connected in any 

way with director at any time during the last three years prior to the publication of Information document; and 

6. Any director holding any position, apart from being a director in the issuer company, in any company, society, trust, organization 

or proprietorship or partnership firm. 

43


Annexure 

Annexure 1: Bankers’ to the Issue 

Will be finalized before submission of prospectus to Security Exchange Commission (SEC) 

Miscellaneous Information: 

Annexure 2: Corporate Directory 

Registered Office: SPL Western Tower, Level‐5, #501 & #502 

186 Gulshan‐Tejgaon Link Road, 

Tejgaon 

Dhaka‐1208 

Auditors: 

S.F. Ahmed & Co 

Chartered Accountants 

Banker Mercantile Bank Limited 

First Security Islami Bank Ltd. 

Manager to the Issue Banco Finance and Investment Limited 

Ispahani Building (3 rd Floor), 

14‐15 Motijheel Commercial Area 

Dhaka‐1000 

Company’s Compliance Officer Mr. Imam Hassan FCA 

Company Secretary 

44

Address: 

Annexure 3: Financial Statements as at and for the period ended 30 September 2010 

Golden Harvest Agro Industries Ltd. 

AUDITOR’S REPORT & FINANCIAL STATEMENTS (CONSOLIDATED) 

For the period ended 30 September 2010 

November 2010 

S. F. Ahmed & Co. 


(Representative of ERNST & YOUNG Global in Bangladesh since 1975) 

House # 25, Road # 13A 

Block‐D, Banani, 

Dhaka‐1213, Bangladesh. 

Contacts: 

Phones 

Fax 

E‐mails 

: 

: 

: 

(880‐2) 9894026, 8815102 & 8833327 

(880‐2) 8825135 

sfali@connectbd.com 

sfacoali@btcl.net.bd 

sfaco@dhaka.net 

45

S F AHMED & CO. 

CHARTERED ACCOUNTANTS 

AUDITOR’S REPORT 

TO THE BOARD OF DIRECTORS AND SHAREHOLDERS OF 

GOLDEN HARVEST AGRO INDUSTRIES LTD. 

We have audited the accompanying Consolidated Balance Sheet of Golden Harvest Agro Industries 

Ltd. as of 30 September 2010 and the related Consolidated Profit & Loss Statement and Consolidated Cash 

Flow Statement along with the explanatory notes and schedules thereto for the period then ended. The 

preparation of these financial statements is the responsibility of the company’s management. Our 

responsibility is to express an independent 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 plan and perform the audit to obtain reasonable assurance about whether the financial 

statements are free of material misstatement. An audit includes examining, on a test basis, evidence 

supporting the amounts and disclosures in the financial statements. An audit also includes assessing the 

accounting principles used and significant estimates made by the management, as well as evaluating the 

overall financial statement presentation. We believe that our audit provides a reasonable basis for our 

opinion. 

In our opinion, the financial statements prepared in accordance with Bangladesh Accounting Standards (BAS), 

give a true and fair view of the state of the company’s affairs as of 30 September 2010 and of the results of 

its operations and its cash flow for the period then ended and complied with the Companies Act, 1994 (as 

amended up to 2004) and other applicable laws and regulations. 

Subject to the above, we also report that: 

a) 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; 

b) in our opinion, proper books of account as required by law have been kept by the company so far as it 

appeared from our examination of those books; and 

c) the company’s Consolidated Balance Sheet and Consolidated Profit & Loss Statement dealt with by the 

report are in agreement with the books of account. 

d) The expenditures incurred were for the purpose of the company’s business. 

Dated: Dhaka; 

28 November,2010 

.........Since 1958 

House 25, Road 13A 

Block D, Banani 

Dhaka 1213 

Bangladesh 

Telephone: (880-2)9894026, 8833327 

8815102, 

Fax: (880-2)8825135 

E-mail: sfail@connectbd.com 

sfacoali@btcl.net.bd 

sfaco@dhaka.net 

Sd/- 



46

Auditor’s Report on the Consolidated Financial Statements of Golden Harvest Agro Industries Ltd. 2010 

Golden Harvest Agro Industries Limited 

Consolidated Balance Sheet 

As of 30 September, 2010 

47 

Figures in BDT 

Consolidated The Company 

Source of Fund 

Notes 

30.09.2010 30.06.2010 30.09.2010 30.06.2010 

Shareholders' Equity 

Share Capital 3 100,000,000 100,000,000 100,000,000 100,000,000 

Revaluation Surplus 4 109,372,918 109,372,918 109,372,918 109,372,918 

Capital Reserve 5 102,687,892 102,687,892 - - 

Retained Earnings 6 113,816,696 78,073,777 100,733,753 78,073,777 

425,877,505 390,134,587 310,106,671 287,446,695 

Share Money Deposit 7 250,000,000 92,750,000 250,000,000 92,750,000 

675,877,505 482,884,587 560,106,671 380,196,695 

Long-term Liabilities 

Term Loan against Machinery 8 43,658,878 45,118,734 20,624,326 21,312,233 

Leasehold Obligation 9 3,424,015 3,662,100 3,424,015 3,662,100 

47,082,893 48,780,834 24,048,341 24,974,333 

722,960,398 531,665,421 584,155,012 405,171,028 

A. 

Application of Fund 

Long-term Assets 

Fixed Assets 10 460,781,666 458,337,639 317,338,267 314,482,466 

Preliminary Expenses 11 241,342 244,945 73,281 74,375 

Pre-operational expenses 12 17,933,945 18,201,616 5,439,050 5,520,230 

Investment in shares 13 40,000,000 - 40,000,000 - 

Inter-Company investment 14 - - 50,000,000 50,000,000 

518,956,953 476,784,200 412,850,598 370,077,071 

B. Current Assets 496,013,714 272,751,663 325,405,574 158,180,421 

Stocks in hand 15 67,241,693 47,185,348 36,593,070 21,251,803 

Advances, Deposits and repayments 16 77,278,710 7,672,723 74,273,486 5,209,390 

Accounts Receivable 17 207,238,941 193,081,597 74,057,105 110,876,857 

Export Incentive Receivable 18 11,757,791 10,932,969 8,181,863 7,567,139 

Cash & Bank Balances 19 132,496,579 13,879,026 132,300,050 13,275,232 

C. Current Liabilities 292,010,269 217,870,442 154,101,160 123,086,464 

Accounts Payable 20 42,608,959 19,051,225 12,888,429 9,711,585 

Accruals and Provisions 21 70,054,430 52,522,442 42,215,126 30,312,442 

Cash Credit Loan 22 179,346,880 146,296,775 20,456,705 2,299,242 

Inter Company Balances 23 - - 78,540,900 80,763,195 

D. Net Current Assets (B-C) 204,003,445 54,881,221 171,304,414 35,093,957 

E. Total Assets (A+D) 722,960,398 531,665,421 584,155,012 405,171,028 

NAV per Share- Taka 24 42.59 39.01 31.01 28.74 

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

Sd/- Sd/- Sd/- 

Director Director Managing Director 

Signed in terms of our separate report of even date annexed. 

Sd/- 

Dated, Dhaka; S. F. Ahmed & Co. 

28 November 2010 Chartered Accountants


Particulars: 


Consolidated Income Statement 

For the period of 1 July 2010 to 30 September 2010 

Notes 


01.07.2010 to 

30.09.2010 

48 

01.07.2010 to 

30.09.2010 


01.07.2009 to 

30.09.2009 

Sales Revenue 25 137,750,137 76,647,102 43,518,432 

Less: Cost of Goods Sold 26 72,990,640 36,820,584 20,112,422 

Gross Profit 64,759,497 39,826,518 23,406,010 

Add: 3,295,815 2,231,217 1,813,133 

Export Incentive 27 1,411,026 673,992 1,500,493 

Other Income 28 1,884,789 1,557,225 312,640 

68,055,313 42,057,735 25,219,143 

Administrative & Selling Expenses: 9,808,451 6,854,042 4,077,384 

Administrative Expenses 29 6,125,648 4,383,204 2,407,769 

Selling & Distribution Expenses 30 3,682,803 2,470,838 1,669,615 

Financial Expenses 31 5,904,603 1,573,681 1,332,889 

Net Profit before Tax 52,342,259 33,630,012 19,808,870 

Provision for Tax 32 16,599,340 10,970,037 6,338,000 

Net Profit 35,742,919 22,659,975 13,470,870 

EPS for the period-Taka 3.57 2.27 3.59 

EPS annualized -Taka 33 14.30 9.06 14.37 





Dated, Dhaka; 

Sd/- 


28 November 2010 Chartered Accountants


Particulars 


Consolidated Cash Flow Statement 


Notes 

49 


01.07.2010 to 

30.09.2010 

01.07.2010 to 

30.09.2010 

Amount in BDT 

01.07.2009 to 

30.09.2009 

Cash Flows from Operating Activities 

Collections from Customers 126,063,785 115,083,347 31,563,848 

Payments for Costs & Expenses (145,052,182) (122,147,671) (40,619,970) 

Interest paid 31 (5,904,603) (1,573,681) (1,332,889) 

Net Cash generated / (used) from Operating Activities (24,893,000) (8,638,005) (10,389,011) 

Cash Flows from Investing Activities 

Acquisitions of Fixed Assets 10 (5,091,612) (4,596,352) - 

Investment in Shares 13 (40,000,000) (40,000,000) - 

Net Cash used in Investing Activities (45,091,612) (44,596,352) - 

Cash Flows from Financing Activities 

Receipts from Share Money Deposits 157,250,000 157,250,000 - 

Lease Finance from / (repaid to) Financial Institutions (925,992) (925,992) (115,553) 

Borrowings from / (Repayments to) Banks 32,278,157 18,157,463 4,123,730 

Receipts from Related Companies - (2,222,296) 8,484,539 

Net cash (used in) / provided by financing activities 188,602,165 172,259,175 12,492,716 

Net changes in cash and cash equivalents 118,617,553 119,024,818 2,103,705 

Cash and cash equivalents at the beginning of the year 13,879,026 13,275,232 111,836 

Cash and cash equivalents at the end of the period 132,496,579 132,300,050 2,215,541 

Operating Cash flow Per Share (2.49) (0.86) (2.77) 


(37,610,001) 




Dated, Dhaka; Sd/- 

28 November 2010 S. F. Ahmed & Co. 

Chartered Accountants



Statement of Changes in Equity 

For the period from 1 July 2010 to 30 September 2010 

The Company Amount in Taka 

Particulars Share Capital 

Capital 

Reserve 

Revaluation 

Surplus 

Retained 

Earnings 

Total 

Balance at 01.07.08 37,500,000 - - 9,888,880 47,388,880 

Net Profit for the year - - - 13,169,104 13,169,104 

Revaluation surplus on 

Lands, Building & 

Machinery - - 109,372,918 - 109,372,918 

Balance at 30.06.09 37,500,000 - 109,372,918 23,057,984 




Sd/- 

Dated, Dhaka; S. F. Ahmed & Co. 

28 November 2010 Chartered Accountants 

50 

169,930,902 

Balance at 01.07.09 37,500,000 - 109,372,918 23,057,984 169,930,902 

Net Profit for the period 13,470,870 

Balance at 30.09.09 37,500,000 - 109,372,918 36,528,854 

Balance at 01.07.09 37,500,000 - 109,372,918 23,057,984 

13,470,870 

183,401,772 

169,930,902 

Net Profit for the year - - - 67,515,794 67,515,794 

Issuance of Bonus Share 12,500,000 - - (12,500,000) - 

Issuance of Ordinary Share 50,000,000 - - - 50,000,000 

Balance at 30.06.10 100,000,000 - 109,372,918 78,073,778 

287,446,696 

Balance at 01.07.10 100,000,000 - 109,372,918 78,073,778 287,446,696 

Net Profit for the period - - 22,659,975 22,659,975 

Balance at 30.09.10 100,000,000 - 109,372,918 100,733,753 310,106,671 

Consolidated 

Balance at 01.07.09 75,000,000 - 162,985,616 46,277,644 284,263,260 

Net Profit for the year - - - 105,871,327 

Issuance of Bonus Share 25,000,000 - - (25,000,000) 

105,871,327 

Capital Reserve - 102,687,891 (53,612,698) (49,075,193) 

- 

Balance at 30.06.10 100,000,000 102,687,891 109,372,918 78,073,778 390,134,587 

Balance at 01.07.10 100,000,000 102,687,891 109,372,918 78,073,778 390,134,587 

Net Profit for the period - - 35,742,919 35,742,919 

Balance at 30.09.10 100,000,000 102,687,891 109,372,918 113,816,697 

- 

425,877,506

Consolidated 


Cost/Valuation 

Schedule of Fixed Assets 

51 

Rate 

Depreciation 

Particulars Balance on Addition Disposal Balance on Balance on Charged Disposal Balance on 

01.07.10 during year during year 30.09.10 01.07.10 during year during year 30.09.10 

Land and Land Development 85,600,000 - - 85,600,000 0.0% - - - - 85,600,000 

Buildings and other constructions 127,629,248 113,072 - 127,742,320 2.5% 9,022,780 741,997 - 9,764,777 117,977,543 

Plant and machinery 135,868,535 542,500 - 136,411,035 5.0% 24,593,568 1,397,719 - 25,991,287 110,419,749 

Office Equipment 3,269,147 - - 3,269,147 5.0% 443,847 35,316 - 479,163 2,789,984 

Furniture and Fixtures 17,412,920 - - 17,412,920 5.0% 1,193,633 202,741 - 1,396,374 16,016,546 

Vehicle 10,809,738 2,495,000 - 13,304,738 10.0% 2,512,262 269,812 - 2,782,074 10,522,664 

Capital Work in Progress 115,514,140 1,941,040 - 117,455,180 0.0% - - - - 117,455,180 

Total of 30.09.10 496,103,728 5,091,612 - 501,195,340 37,766,090 2,647,585 - 40,413,675 460,781,666 

Total of 30.06.10 351,000,350 145,103,378 - 496,103,728 26,944,032 10,822,057 - 37,766,089 458,337,639 

Charged to: 

Administrative expenses 20% 529,517 

Manufacturing expenses 

The Company 

80% 2,118,068 

2,647,585 

Cost/Valuation 

Rate 

Depreciation 

Particulars Balance on Addition Disposal Balance on Balance on Charged Disposal Balance on 

01.07.10 during year during year 30.09.10 01.07.10 during year during year 30.09.10 

Land and Land Development 39,600,000 - - 39,600,000 0.0% - - - - 39,600,000 

Buildings and other constructions 127,629,248 113,072 - 127,742,320 2.5% 9,022,780 741,997 - 9,764,777 117,977,543 

Plant and machinery 58,412,373 542,500 - 58,954,873 5.0% 11,597,952 591,962 - 12,189,914 46,764,959 

Office Equipment 1,848,142 - - 1,848,142 5.0% 130,345 21,472 - 151,817 1,696,325 

Furniture and Fixtures 16,347,995 - - 16,347,995 5.0% 981,998 192,075 - 1,174,073 15,173,922 

Vehicle 6,129,516 2,495,000 - 8,624,516 10.0% 902,734 193,045 - 1,095,779 7,528,737 

Capital Work in Progress 87,151,000 1,445,780 - 88,596,780 0.0% - - - - 88,596,780 

Total of 30.09.10 337,118,274 4,596,352 - 341,714,626 22,635,809 1,740,551 - 

W D V as of 

30.09.10 

W D V as of 

30.09.10 

24,376,360 317,338,267 

Total of 30.06.10 224,454,484 112,663,790 - 337,118,274 15,650,799 6,985,009 - 22,635,809 314,482,466 

1/07/2010 to 1/07/2009 to 

Charged to: 30/09/2010 30/09/2009 

Administrative expenses 20% 348,110 349,251 

Manufacturing expenses 80% 1,392,440 1,397,002 

1,740,551 1,746,253



Notes to the Consolidated Accounts 


1.00 Legal Status and Principal Activity 

The Golden Harvest Agro Industries Limited (GHAIL) was incorporated on August 10, 2004, 

vide Reg. No.-C-53850(515)/2004 as private limited company under the Companies Act, 1994 

and subsequently on 30 June 2010, the Company was converted into public limited company 

after observance of required formalities as per law. The objects of the Company are to carry out 

the business of growing, procuring, purchasing, processing, packaging, warehousing, 

transporting, exporting, importing, distributing and selling agriculture based food, food products, 

machinery and equipments related to foods any where in the world. The Company may establish 

any industrial processing unit based on agro based raw materials products within the country and 

export the same or meet local demand. 

Consolidation 

The Consolidated financial statements as at and for the period ended 30 September 2010 

comprise those of the Company and its subsidiary, Golden Harvest Sea Food & Fish Processing 

Ltd. 

Address of registered office and principal place of business: 

The principal place of business is the registered office at SPL Western Tower, Level-5, # 502, 

Gulshan Tejgaon Link Road, Tejgoan Dhaka-1208 and the factory is located at Bokran, Monipur, 

Bhabanipur, Gazipur Sadar, Gazipur. 

Number of employees: 

The number of permanent employees of the group at the period end of September 2010 were 502 

(in June 2010: 439) 

2.00 Significant Accounting Policies 

These financial statements have been prepared under historical cost convention in accordance 

with generally accepted accounting principles as laid down in the International Accounting 

Standerds (IASs)/ International Financial Reporting Standards(IFRSs), applicable to the 

company, adopted by the Institute of Chartered Accountants of Bangladesh as Bangladesh 

Accounting Standards(BASs)/ Bangladesh Financial Reporting Standards.Disclosure of 

information made in these financial statements are in accordance with the requirements of 

Companies Act 1994. The financial statements have been prepared in accordance with BAS- 

1/IAS-1 (presentation of financial statement) based on accrual basis following going concern 

concept. 

In the preparation of these interim financial statements, management requires information to 

make judgment, estimate and assumption that affect the application of accounting policies and 

the reported amounts of assets and liabilities, income and expenses. Actual results may differ 

from those estimate. Moreover, significant judgment made by the management in applying the 

52


Company's accounting policies and the key source of information of estimates were the same for 

the preparation of these interim financial statements as those were applied for the preparation of 

financial statements as at and for the year ended June 30, 2010. 

2.01 Reporting Period 

The financial statements of the company have been prepared for the period from 01 July 2010 to 

30 September 2010. The usual reporting period covers one full financial year, i.e., 01 July to 30 

June. 

2.02 Consistency 

The accounting policies and methods of computation used in preparation of financial statements 

for the period from 1st July to 30 September 2010 are consistent with those policies and methods 

adopted in preparing the financial statements for the year ended 30 June 2010. 

2.03 Transactions in Foreign Currencies 

Foreign currency transactions are recorded in BDT at applicable rates of exchange ruling at the 

transaction date in accordance with BAS-21/IFRS-22 (effects of changes in foreign exchange 

rates). Exchange differences at the balance sheet date are charged/ credited to income statement. 

Other monetary assets & liabilities, if any, denominated in foreign currencies at the Balance 

Sheet date are translated at the applicable rates of exchange ruling at that date and the related 

exchange differences are charged off as revenue expenditure. 

2.04 Investments 

Investments in subsidiary and associate companies are recorded at cost. 

2.05 Fixed Assets 

The fixed assets of the company is initially recorded at historical cost. Historical cost includes its 

purchase price and any directly attributed cost of bringing the assets to its working condition for 

its intended use inclusive of inward freight, duties, non-refundable taxes and (a) the cost of site 

preparation; (b) initial delivery and handling costs; (c) installation costs; (d) professional fees 

such as for architects and engineers; and (e) the estimated cost of dismantling and removing the 

asset and restoring the site, to the extent applicable in line with the provisions under 'BAS 16', 

'BAS 37: Provisions, Contingent Liabilities and Contingent Assets'. 

The fixed assets as on 30 June 2009 have been revalued to its fair market value as per decisions 

of the Board of Directors. All fixed assets under Fixed Assets available on the cut-off date 30 

June 2009 were revalued by an independent valuer. The basis of valuation of assets has been the 

fair market value of those assets as on the cut-off date after allowing depreciation at applicable 

rates against the revalued amount. The carrying amount shown in the balance sheet represents 

53


revalued amount of fixed assets less restated depreciation. The depreciation has also been 

calculated by the independent valuer considering the useful life of individual class of assets. 

Upon disposal of items of property, plant and equipment, the cost of those assets and their related 

accumulated depreciation are eliminated up to the date of disposal and any gain or loss there 

from are reported in the income statement of that year. 

2.06 Depreciation on Fixed Assets 

All fixed assets have been depreciated on Diminishing Balance Method. Depreciation on 

additions are charged at 100% of normal rate in the period of addition and no depreciation is 

charged on disposal. Depreciation rates are varying from 2.5% to 10% depending on the 

estimated useful lives of assets. No depreciation is charged for land. 

Rates of depreciation on various classes of fixed assets are as under: 

Category of fixed asset Rate (%) 

Factory Building 2.50 

Plant and Machinery 5.00 

Office Equipment 5.00 

Furniture and Fixtures 5.00 

Vehicles 10.00 

2.07 

Land is not depreciated as it deemed to have an infinite life. 

Capital Work in Progress 

Capital work in progress is recorded at cost on the basis of the percentage of work completed at 

the balance sheet date. The amount of capital work in progress is transferred to appropriate asset 

category and depreciated when the asset is completed and commissioned. 

2.08 Intangible Asset 

Intangible assets like preliminary expenses and pre-operational expenditures are initially 

recognized at cost and deferred to amortize over 20 years effective from 01 July 2007. 

2.09 Valuation of inventories 

Inventories of raw and packing materials are valued at the average cost which is lower than the 

net realisable value. Finished goods are valued at the lower of cost and estimated net realisable 

value. The cost is assigned to the items following FIFO (First In First Out) cost formula. 

2.10 Employee retirement benefits 

Employee retirement benefits are accounted for on accrual basis of accounting. 

2.11 Revenue recognition 

54


The revenue during the year represents revenue arising from the sale of processed frozen 

vegetables and snacks items like alu puri, dalpuri, singara, paratha etc., which are recognised 

when invoices are made, satisfying all the conditions for revenue recognition as provided in IAS 

18 "Revenue Recognition"/ IFRS-7 (Revenue). 

2.12 Borrowing Cost 

In compliance with the requirement of BAS-23(borrowing cost), borrowing cost relating to 

operational period on long term loans and overdraft facilities was charged to revenue account as 

an expenses as incurred. 

2.13 Taxation 

Provision for corporate income tax is made @ 37.50% on estimated taxable profit considering 

depreciation as per 3rd Schedule to the Income-tax Ordinance, 1984 and export sales benefit as 

mentioned in Part A of the 6th Schedule of the Income Tax Ordinance 1984. The Corporate 

income tax assessment of the Company is completed unto the assessment year 2006-07. 

Corporate income tax returns up to assessment year 2009-2010 was filed with the Tax Authority 

which are under assessment. 

2.14 Creditors and accruals 

Liabilities are recorded at the level of estimated amount payable in settlement. 

2.15 Cash and Cash Equivalents 

Cash and Cash equivalents include cash in hand, cash at bank, term deposits, etc which are 

available for use by the company without any restrictions. There is no significant risk of change 

in value of the same. 

2.16 Cash Flows Statements: 

Cash Flows Statement is prepared on the basis of Direct method. 

2.17 Capital Reserve 

Capital Reserve represents the difference between (i) the excess of assets over liabilities as at 30 

June 2009 of Golden Harvest Sea Food & Fish Processing Limited (GHSF&FPL) and (ii) the 

value of shares issued to the shareholders of GHSF&FP. 

2.18 General: 

i) Figures in the annexed Financial Statements & Notes have been rounded off to the nearest 

Taka. 

ii) Where ever considered necessary, previous year's figures have been rearranged for the 

purpose of comparison. 

55


3.00 Share Capital 

56 



30.09.2010 30.06.2010 30.09.2010 30.06.2010 

Authorized Share Capital 1,000,000,000 1,000,000,000 1,000,000,000 

10,00,00,000 ordinary Shares of Tk.10 each 

Issued, Subscribed and Paid up Capital 

1,00,00,000 Ordinary Shares @ Tk.10 each fully paid up 

The above balance has been received from the following Directors/Shareholders:- 

1,000,000,000 

Name Designation 

Mr. Ahmed Rajeeb Samdani Managing Director 44,512,000 44,512,000 44,512,000 44,512,000 

Mr. Ahmed Mehdi Samdani Director 2,800,000 2,800,000 2,800,000 2,800,000 

Ms. Nadia Khalil Choudhury Director 1,500,000 1,500,000 1,500,000 1,500,000 

Mr. Azizul Huque Director 14,089,000 14,089,000 14,089,000 14,089,000 

Mr. Moqsud Ahmed Khan Director 16,000,000 16,000,000 16,000,000 16,000,000 

Mr. Matthew Graham Stock Director 10,000,000 10,000,000 10,000,000 10,000,000 

Mr. Mohius Samad Choudhury Director 3,100,000 3,100,000 3,100,000 3,100,000 

Golden Harvest Organic Aquaculture Holdings Ltd. share 

holder 7,999,000 7,999,000 7,999,000 7,999,000 

100,000,000 

100,000,000 

Shareholding position: 

Name Designation No. of Shares % 

Mr. Ahmed Rajeeb Samdani Managing Director 4,451,200 44.5% 

Mr. Ahmed Mehdi Samdani Director 280,000 2.8% 

Ms. Nadia Khalil Choudhury Director 150,000 1.5% 

Mr. Azizul Huque Director 1,408,900 14.1% 

Mr. Moqsud Ahmed Khan Director 1,600,000 16.0% 

Mr. Matthew Graham Stock Director 1,000,000 10.0% 

Mr. Mohius Samad Choudhury Director 310,000 3.1% 

Golden Harvest Organic Aquaculture Holdings Ltd. 799,900 8.0% 

10,000,000 100% 

4.00 Revaluation Surplus 

100,000,000 

100,000,000 

Revaluation surplus of Fixed Assets revalued on 30-06-2009 109,372,918 109,372,918 109,372,918 109,372,918 

Add:Revaluation Surplus of Fixed Assets of Subsidiary company 53,612,698 53,612,698 - - 

Less: Transfer of Pre-Acquisition Revaluation Surplus to Capital 

Reserve (53,612,698) (53,612,698) - - 

109,372,918 109,372,918 109,372,918 109,372,918 

The Company revalued its Lands, Buildings, and Plant & Machinery as of 30 June 2009 by its Valuer, Ata Khan & Co, Chartered 

Accountants following "Current Cost Method", resulting in a revaluation surplus at Tk.109,372,918.


5.00 Capital Reserve 

The amount comprises as below: 

Revaluation Surplus of subsidiary company 

(Golden Harvest Sea Food & Fish processing Ltd.) 

upto 30-06-2010 

Retained Earnings of subsidiary company 

(Golden Harvest Sea Food & Fish processing Ltd.) 

upto 30-06-2010 

6.00 Retained Earnings 

Opening Balance 78,073,777 46,277,644 78,073,778 

Less: Issue of Bonus Share - (25,000,000) - 

57 

78,073,777 21,277,644 78,073,778 

23,057,983 

(12,500,000) 

10,557,983 

Add: Net Profit during the period/year 

Less: Transfer of Pre-Acquisition Profit to 

35,742,919 105,871,328 22,659,975 67,515,794 

Capital Reserve 

(49,075,195) - - 

Closing Balance 113,816,696 78,073,777 100,733,753 

7.00 Share Money Deposit 

Share Money Deposit 250,000,000 92,750,000 250,000,000 

78,073,777 

92,750,000 

250,000,000 92,750,000 250,000,000 92,750,000 

8.00 

The deposits have been received from existing shareholders against which shares have been subsequently allotted, on receipt of SEC's 

consent to make such allotment. 

Term Loan against Machinery 

Mercantile Bank Ltd., Gulshan Branch 


Golden Harvest Sea Food & Fish Processing Limited 

43,658,878 45,118,734 20,624,326 21,312,233 

Maximum tenor 

: 7 years from the date of drawdown of principal repayment 

Repayment : Amount outstanding will be repaid in 68 equal quarterly installments 

9.00 Leasehold Obligations 

United Leasing Co Ltd. for Cover Van 296,857 330,856 296,857 330,856 

United Leasing Co Ltd. for Probox & Cover Van 1,420,573 1,521,939 1,420,573 1,521,939 

IDLC for Probox & Cover Van 1,706,585 1,809,305 1,706,585 1,809,305 

3,424,015 3,662,100 3,424,015 3,662,100 

10.00 Fixed Assets 

Written down value 460,781,666 458,337,639 317,338,267 314,482,466 

Details are shown in Schedule of Fixed Assets 

11.00 Preliminary Expenses: 

53,612,698 53,612,698 - - 

49,075,194 49,075,194 - - 

102,687,892 

102,687,892 

460,781,666 458,337,639 317,338,267 

- - 

20,624,326 21,312,233 20,624,326 21,312,233 

23,034,552 23,806,501 - - 

314,482,466 

Opening Balance 244,944 259,353 74,375 78,750 

Less : Written off during the period/year 3,602 14,408 1,094 4,375 

Closing Balance 241,342 244,945 73,281 74,375

12.00 


Pre- Operational Expenses 

Opening Balance 

18,201,616 19,272,299 5,520,230 5,844,949 

Less : Written off during the period/year 267,671 1,070,683 81,180 324,719 

Closing Balance 17,933,945 18,201,616 5,439,050 5,520,230 

13.00 Investment in shares 

An amount of Tk. 400,00,000 ( Taka Four Crore ) has been invested in the shares of the City Bank Limited through IDLC Finance Ltd. 

Investment in shares 40,000,000 - 40,000,000 - 

40,000,000 40,000,000 - 

14.00 Inter-Company investment 

Golden Harvest Sea Food & Fish 

Processing Ltd. - 

58 

- 50,000,000 50,000,000 

- 50,000,000 

Golden Harvest Agro Industries Ltd. (GHAIL) acquired 100% shares of Golden Harvest Sea Food & Fish Processing Ltd (GHSF&FPL) 

on 30 June 2010 in exchange for its own shares. 

15.00 Stocks in Hand 

50,000,000 

Stock of Finished Goods 36,360,323 34,734,665 18,514,610 14,603,740 

Stock of Raw Materials 12,488,253 3,091,940 9,188,493 2,792,070 

Stock of Packing Materials 16,987,811 9,260,883 7,484,661 3,758,132 

Stores in Transit 1,405,306 97,861 1,405,306 97,861 

16.00 Advances, Deposits & Prepayments 

67,241,693 47,185,349 36,593,070 21,251,803 

Advance to Suppliers & Service Providers 75,765,044 6,198,195 73,254,382 4,202,202 

Lease Deposit 

United Leasing Co Ltd for Probox & 

Cover Van 

United Leasing Co Ltd for Small Cover 

Van 

IDLC for Refer Van & Probox 

IDLC for Machinery 

Security Deposit 

Advance Taxes 

Advance Income Tax 

Advance Turn Over Tax 

This is unsecured and considered good. 

(a) The maximum amount due from the Suppliers & Service Providers. 

(b) No amount was due by the directors, managing agent, managers and other officers of the company and 

any of them severally or jointly with any other person. 

(c) No amount was due by any related party. 

75,765,044 6,198,195 73,254,382 4,202,202 

53,312 53,312 53,312 53,312 

15,728 15,728 15,728 15,728 

54,390 54,390 54,390 54,390 

68,470 68,470 68,470 68,470 

20,000 20,000 - - 

211,900 211,900 191,900 191,900 

1,057,917 1,018,779 691,360 679,444 

243,849 243,849 135,844 135,844 

1,301,766 1,262,628 827,204 815,288 

77,278,710 7,672,723 74,273,486 5,209,390

17.00 


Accounts Receivable 

Receivable from Super shops 13,298,488 3,242,743 13,298,488 3,242,743 

Receivable from Retailer Shops 11,378,187 1,055,865 11,378,187 1,055,865 

Receivable from Distributors 27,750,750 21,588,621 27,750,750 21,588,621 

Receivable for Deemed Export 96,846,745 136,561,598 283,637 71,472,155 

Export Sales Receivable (Note-17.01) 57,964,771 30,632,770 21,346,043 13,517,473 

207,238,941 193,081,597 74,057,105 110,876,857 

17.01 

Accounts receivable has been stated at its original invoiced amount after deducting credit balance that have a legally enforceable right to 

set off or are intended either to be settled. 

This is unsecured, considered good and is falling due within one year. 

No amount was due by the directors, managing agent, managers and other officers of the company and any of them severally or jointly 

with any other person. 

Export Sales Receivable 

Details are as follows: 

Green Fields Distribution (UK) Ltd. 34,568,145 14,366,948 12,823,967 2,848,485 

Premium Foods USA Inc 13,741,964 5,125,157 2,528,733 2,528,733 

AFK International Ltd. 

433,469 1,403,265 433,469 1,403,265 

Mexim Australia Pty Ltd. 5,567,741 4,558,316 1,927,460 1,557,906 

AMS Foods Ltd. 59,613 1,945,153 59,613 1,945,153 

Aromatic(BD) Ltd. 2,748,213 3,233,931 2,748,213 3,233,931 

Laxmiben Patel, Canada. 21,038 - - - 

Sasco UK 824,588 - 824,588 - 

This is unsecured, considered good and is falling due within one year. 

18.00 Export Incentive Receivable 

59 

57,964,771 30,632,770 21,346,043 13,517,473 

Opening Balance 10,932,968 11,792,308 7,567,139 

Add: Accrued during the period 2,682,758 7,759,159 1,945,724 

13,615,726 19,551,467 9,512,863 

Less: Received during the period 1,857,935 8,618,498 1,331,000 

4,745,668 

6,401,970 

11,147,638 

3,580,499 

Closing Balance 

This is unsecured and considered good. 

11,757,791 10,932,969 8,181,863 7,567,139 

19.00 Cash and Bank Balances 

The above balance is made up as follows: 

Cash in hand: 74,986 1,171,991 51,947 1,149,788 

Cash in hand at Head Office 48,189 70,271 43,711 61,318 

Cash in hand at Factory Office 26,797 1,101,720 8,236 1,088,470 

Cash at bank ( Note- 19.01) 132,421,593 12,707,035 132,248,103 12,125,444 

132,496,579 13,879,026 132,300,050 13,275,232 

19.01 Cash at Banks 

The amount comprises as below: 

Golden Harvest Agro Industries Ltd 

First Security Islami bank Ltd. 132,243,010 12,120,351 132,243,010 12,120,351 

United Commercial Bank Ltd. 2,577 2,577 2,577 2,577 

The City Bank Ltd. 756 756 756 756 

Mercantile Bank Ltd. 

Golden Harvest Sea Food & Fish Processing Ltd. 

1,760 1,760 1,760 1,760 

United Commercial Bank Ltd. 20,113 328,000 - - 

First Security Islami bank Ltd. 148,117 248,117 - - 

Mercantile Bank Ltd. 5,260 5,474 - - 

132,421,593 12,707,035 132,248,103 12,125,444


20.00 Accounts Payable 

Sundry Creditors for Raw Material Supplies 26,814,164 15,113,494 6,328,781 

Sundry Creditors for Packing Material Supplies 10,011,051 1,711,238 5,978,694 

Sundry Creditors for C&F Agents 76,048 226,681 76,048 

60 

6,954,142 

662,600 

226,981 

Sundry Creditors for Processing contractors 5,166,790 - - - 

Dhakacom Ltd. 36,000 - - - 

Sundry Creditors -Others 393,115 845,254 393,115 

Sundry Creditors for Fuel Supply 108,011 1,130,778 108,011 

Sundry Creditors for Printing & Stationery 3,780 23,780 3,780 

These are unsecured, and falling due within one year. 

42,608,959 19,051,225 12,888,429 

713,304 

1,130,778 

23,780 

9,711,585 

21.00 Accruals and provisions 

The above balance is made up as follows: 

Provision for Tax & others 66,511,234 49,450,000 39,881,930 28,450,000 

Salary & Wages 2,900,869 2,372,442 1,690,869 1,162,442 

Electricity Bill 392,327 450,000 392,327 450,000 

Provision for others 250,000 250,000 250,000 250,000 

70,054,430 52,522,442 42,215,126 30,312,442 

22.00 Cash Credit Loan 

Golden Harvest Agro Industries Limited 20,456,705 2,299,242 20,456,705 2,299,242 

Golden Harvest Sea Food & Fish Processing Limited 158,890,175 143,997,533 - - 

179,346,880 146,296,775 20,456,705 2,299,242 

23.00 Inter Company Balances 

Golden Harvest Sea Food & Fish Processing Limited - - 78,540,900 80,763,195 

- - 78,540,900 80,763,195 

24.00 Net Asset Value (NAV) per share 

Shareholders Equity 425,877,505 390,134,588 310,106,671 287,446,696 

No of paid up share capital 10,000,000 10,000,000 10,000,000 10,000,000 

NAV per share- Taka 42.59 39.01 31.01 28.74 


01.07.2010 to 

30.09.2010 

01.07.2010 

to 30.09.2010 

01.07.2009 to 

30.09.2009 

25.00 Sales Revenue 

Sales (Export) 19,624,092 4,206,201 9,876,506 

Sales (Local) 118,126,045 72,440,901 33,641,926 

137,750,137 76,647,102 43,518,432 

The products are exported to the market of USA, UK, UAE, Canada and Australia. 

26.00 Cost of Goods Sold 

Raw materials: 

Opening Stock 12,352,823 6,550,202 5,525,623 

Purchase (Note: 26.01) 78,117,940 41,817,017 10,702,354 

90,470,763 48,367,219 16,227,977 

Closing Stock (Note:15.00) 29,476,064 16,673,154 5,125,482 

60,994,699 31,694,065 11,102,495 

Add: Manufacturing Expenses (Note 26.02) 13,621,600 9,037,390 5,876,007 

Cost of Goods Manufactured 74,616,299 40,731,455 16,978,502 

Add: Opening Stock of Finished Goods 34,734,665 14,603,741 15,814,030 

109,350,964 55,335,196 32,792,532 

Less: Closing Stock of Finished Goods (Note:15.00) 36,360,324 18,514,612 12,680,110 

72,990,640 36,820,584 20,112,422


26.01 Purchase 

Raw Materials 67,701,671 34,388,539 8,741,166 

Packing Materials 10,272,710 7,284,919 1,875,941 

Processing Materials 143,559 143,559 85,247 

78,117,940 41,817,017 10,702,354 

The value of imported raw materials consumed at Tk. 1,383,996 (in 2009-2010 Tk.2,124,374) is included in Raw materials consumed 

including margarine and spices premix. 

26.02 Manufacturing Expenses 

Salary & Wages 7,814,826 5,366,434 3,193,063 

Insurance Premium 100,000 100,000 81,325 

Factory Overhead 1,226,902 437,752 33,654 

Depreciation 2,118,068 1,392,440 1,397,002 

Other Expenses 203,497 46,033 20,940 

Repair & Maintenance 289,126 193,500 169,597 

Electricity & Fuel 1,869,181 1,501,231 980,426 

13,621,600 9,037,390 5,876,007 

From 1 July 2010 to 30 September 2010, all of the factory employees (392 nos.) received annual salary and allowances of Tk. 36,000 and 

above. 

Other expenses does not include any item exceeding 1% of total revenue. 

27.00 Export Incentive 

The Company is entitled to receive cash incentive according to Bangladesh Bank Circular reference no FE-15 dated 6 October, 2005 on 

export amount of Agro (Vegetables/ Fruits) and Agro processed products. Incentive amount has been accrued complying the terms & 

condition of this circular. 

Export Incentive amount 1,411,026 673,992 1,500,493 

1,411,026 673,992 1,500,493 

28.00 Other Income 

This income represents sale proceeds of wastages generated during manufacturing process 

Wastage sale 1,884,789 1,557,225 312,640 

29.00 Administrative Expenses 

61 

1,884,789 1,557,225 312,640 

Salaries & Wages 1,190,536 596,270 390,896 

Bank Charges 36,403 20,019 22,032 

Depreciation 529,517 348,110 349,251 

Audit Fees 200,000 100,000 42,210 

Rates, Taxes & Renewal 650,216 616,861 241,000 

Vehicle Maintenance 603,067 603,067 155,387 

Donation, Subscription & Gift 300,000 150,000 100,000 

Printing & Stationeries 48,195 42,864 29,875 

Telephone & Mobile Bill 104,239 104,239 83,124 

Miscellaneous Expenses 561,193 131,330 260,532 

Electricity & Fuel 119,895 79,012 206,405 

Traveling, Conveyance & Tour 353,771 351,815 117,000 

Amortization of Preliminary Expenses 3,602 1,094 1,094 

Amortization of Pre Operational Expenses 267,671 81,180 81,180 

Training Fees 25,000 25,000 - 

Local Sales Expenses 1,076,493 1,076,493 327,783 

Business Promotion Expenses 55,850 55,850 - 

6,125,648 4,383,204 2,407,769


(a) From 1 July to September 30,2010, all employees (44 nos.) of Administrative and General Services received annual salary and allowances 

of Tk. 36,000 and above. 

(b) Auditors' fees represents audit fee for auditing the accounts for the period ended 30 September, 2010. Auditors were not paid any other fees. 

(c) During the period under reporting, Tk.674,000 paid to the Directors and Officers for rendering their services to the company. 

(d) The Company did not pay any remuneration to any Director who was not an officer of the Company. 

(e) No board meeting attendance fee was paid to the directors of the Company. 

30.00 Selling & Distribution Expenses 

Ocean Freight 

C & F Expenses 

Shipment Transportation Expenses 

Shipment Expenses 

Other Shipment Expenses 

Advertisement & Publicity 

62 

2,712,237 2,059,082 1,424,262 

219,330 155,901 51,354 

293,240 98,240 49,571 

145,125 145,125 71,254 

89,871 12,490 11,245 

223,000 - 61,929 

3,682,803 2,470,838 1,669,615 

From 1 July to September 2010, 66 employees relating to selling and distribution received annual salary and allowances of Tk. 36,000 and 

above. 

31.00 Financial Expenses 

Interest on Cash Credit (Hypo) 4,101,844 543,973 467534 

Interest on Term Loan 1,465,145 692,093 773788 

Interest on Finance Lease 337,615 337,615 73244 

Interest on others - - 18,323 

5,904,603 1,573,681 1,332,889 

32.00 Income Tax 

Necessary provision was made for income tax considering the depreciation effect as per Income tax Ordinance 1984 and Export sale 

Benefit. 

33.00 Earning Per Share (EPS) 

Net Profit during the period 

No of shares 

EPS for the period 

Annualized EPS in Taka 

34.03 Contingent Liabilities and commitments 

Particulars Amount/Taka 

Letters of credit/ LCA 12,807,188 

35,742,919 22,659,975 13,470,870 

10,000,000 10,000,000 3,750,000 

3.57 2.27 3.59 

14.30 9.06 14.37 

34.00 Operating Cashflow per Share 

Net Cash generated / (used) from Operating Activities (24,893,000) (8,638,005) (10,389,011) 

No of shares 10,000,000 10,000,000 3,750,000 

Operating Cashflow per Share (2.49) (0.86) (2.77) 

34.01 Other information 

34.02 Transaction in foreign currency 

Particulars Amount/Taka 

30-09-2010 2009-2010 


CIF Value of import: 

Raw Materials 1,316,993 1,430,371 

Spare Parts 271,575 295,431 

Capital Machinery - 2,671,198 

FOB value of export 


4,282,072 28,497,604 

Capital Machinery - 735,632 

FOB value of export 7,435,081 30,738,472


Income Tax 4,086,398 

Total 16,893,586 

34.04 Related Party Transactions: 

The Company carried out a number of transactions with related parties in the normal course of business and on arms length basis. The 

nature of transactions and their total value is shown below : 

Name of Related Parties 


Nature of Relationship : 

The Company and the parties are subject to common control from same source i.e., Golden Harvest Group. 

34.05 Quantitative details of opening stock, purchases/ production, consumption/sales and closing stock of raw materials 


Item 

Raw Materials 

Current Period 

For the year 2009-2010 

Finished Goods: 

Vegetable & Snacks 



Golden Harvest Sea Food & Fish processing Ltd 

Item 

Raw Materials 



Finished Goods: 

Vegetable & Snacks 



34.06 Capacity Utilization 

The company manufactures various items having mutually exclusive nature, not enabling it to determine its capacity and 

34.07 Capital Expenditure Commitment 

There was no capital expenditure contracted but not incurred or provided for at 30 September,2010. 

34.08 Finance Lease Commitment 

At 30 September, 2010 the company had annual commitment under finance lease as set out below 

Lease expires within 1 year 1,481,160 

Lease expires within 2 to 5 years 1,942,855 

Opening stock Purchases/ Consumption/ Closing Stock 

Production Sales 

Unit Kg Kg Kg Kg 

Kg 

Kg 

218,341 

184,188 

58,415 

79,070 

Opening stock Purchases/ 

Production 

34.09 Claim not acknowledged as Debt 

There was no claim against the company not acknowledged as debt as on 30-09-2010. 

34.10 Un-availed Credit Facilities 

The Company has no credit facilities available to the company under any contract, other than trade credit available in the ordinary course 

of business as on 30-09-2010. 

34.11 Post-balance sheet events 

The Company has allotted 2,50,00,000 ordinary shares of Tk. 10 each to existing shareholders in terms of SEC's Consent letter 

no.SEC/CI/CPLC-250/2010-301 dated September 26, 2010, on 13 October 2010 and the company was converted in a public limited 

company from private limited company on June 30, 2010. 

63 

1,993,901 

2,148,341 

322,231 

908,889 

Consumption/ 

Sales 

1,656,470 

2,114,188 

306,588 

912,940 

Closing Stock 

Unit Kg Kg Kg Kg 

Kg 

Kg 

17,196 

43,763 

63815 

99,752 

284,988 

108,735 

337,231 

87,251 

267,792 

117,506 

357,283 

555,772 

218,341 

74,058 

75,019 

29,697 

17,196 

34,992 

43,763

Golden Harvest Agro Industries Ltd. - Dhaka Stock Exchange

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