MJLBL Annual Report 2013

Annual Report 2013
MJL bangladesh limited

Introduction
Mission, Vision & Values
l 05
History And Milestones
l 06
Letter of Transmittal
l 07
Notice of the 16th Annual General Meeting
l 08
Corporate Information
l 09
Membership
l 11
Our Performance
Five Years Financial Highlights
l 31
Performance Indicators
l 32
Stock Performance
l 34
Financial Highlights in 2013
l 35
Value Added Statement
l 36
Market Value Added Statement
l 37
About Us
Company Profile
l 13
Board of Directors
l 14
Brief Profile of the Directors
l 15
Corporate Profile
l 20
Top Management
l 23
Management Team
l 24
Plant Personnel
l 27
Shareholding Structure
l 28
MJL & AKT Petroleum Company Limited
l 29
Products and Services
Products and Services
l 39
Lube Oil Blending Operation
l 48
Lubricant Development Process
l 49
MJLBL Laboratory
l 51
Distribution of Products
l 52
FINANCIALS MARKETING CORPORATE GOVERNANCE & CSR MESSAGE PRODUCT & SERVICE OUR PERFORMANCE ABOUT US INTRODUCTION
3 MJL BANGLADESH LIMITED l ANNUAL REPORT 2013
ContentS
Message
From the Desk of Chairman
l 54
Directors Report to the Shareholders
l 56
Compliance Report on BSECs Notification
l 73
Managing Directors Review
l 82
Risk Factors and Management Perception About the Risks
l 85
Financial Statements
MJL Bangladesh Limited
Independent Auditors Report
l 106
Audited Financial Statements
l 108
Omera Petroleum Limited
Directors Report
l 145
l 147
l 148
Omera Cylinders Limited
Directors Report
l 153
l 155
l 156
Mjl & Akt Petroleum Company Limited
Directors Report
l 161
l 163
l 164
Corporate Governance and CSR
Corporate Governance
l 89
Statement of Directors Responsibility
l 91
Report on Financial Statements by CEO and CFO
l 92
Report on Audit Committee
l 93
SH&E Focus in MJLBL
l 95
Corporate Social Responsibility
l 96
Marketing Highlights
Marketing Programs
l 98
High Performance Perfect Drive
l 102
Photo Album
l 104
MISSION
To support our customers with unsurpassed technical expertise for continuous
value addition, while ensuring timely delivery maintaining product integrity.
VISION
To retain market leadership, focusing on long-term business sustainability and
selling productivity with consistent growth potential.
OUR VALUES
Safety is our top most priority.
Our people, including technical expertise, are our assets.
Our motto - Our business in life is not to get ahead of others, but to get ahead
of ourselves.
INTRODUCTION
History and Milestones of MJLBL
Incorporated as a Private
Limited Company
1998
Established state of the art
Lube Oil Blending Plant
2003
First Company to export
lubricating oil from Bangladesh
2007
Received Excellence in Business
Performance 2009 award from ExxonMobil
2009
Received BMW approval for Omera
LUBE 1 5W-40
2010
Received Outstanding Achievement in Global
Audit on QIMS and QP&G
2010
Received Excellence in Business Performance
2011 award from ExxonMobil
2011
Omera Petroleum Limited, a sister concern of MJLBL
signed an agreement with Parlym International to
install a state-of-the-art LPG bottling plant.
2012
Signed an MOU with Balmer Lawrie to
manufacture high quality steel barrels
2013
Commenced commercial
operation
1999
Received ISO 9001:2000
Certificaton
2004
Successfully blended high performance
lube oil by the name of OMERA
2009
Set up the following plants:
- Grease Manufacturing Plant
- Transformer Oil processing Unit
- Viscosity Index (VI) Improver Plant
2010
Listed on the Dhaka Stock Exchange
and Chittagong Stock Exchange
2011
Procured an AFRAMAX Oil Tanker Omera
Queen with a capacity of 106,547 MT, the
largest of its kind in Bangladesh
2011
Received JASO MA2 approval for
motorcycle engine lubricant
2012
Formed a Joint Venture in Myanmar
with AKT Petroleum
2013
INTRODUCTION
All Shareholders
Bangladesh Bank
Securities and Exchange Commission
Dhaka Stock Exchange Limited
Chittagong Stock Exchange Limited
Registrar of Joint Stock Companies & Firm
Dear Sir (s):
Annual Report for The Year Ended December 31, 2013
The undersigned on behalf of the Board of Directors and Management of MJL Bangladesh Limited is
pleased to present herewith the Annual Report for the year ended December 31, 2013 along with the
Audited Financial Statements (Statement of Financial Position as at December 31, 2013, Statement of
Comprehensive Income, Statement of Cash Flows, Statement of Changes in Equity and Notes Thereon)
and all related consolidated Financial Statements for above mentioned period of the company.
Thank you.
Very truly yours,
Farhana Afreen Mahmood
Company Secretary
Letter of Transmittal
Mobil House, CWS (C) 9, Gulshan-1, Dhaka-1212

Notice is hereby given that the 16th Annual General Meeting of MJL Bangladesh Limited will be held on
June 28, 2014 at 11.00 am at the convention hall of Chittagong Boat Club, East Patenga, Chittagong 4205,
to transact the following businesses:
Agenda:
1. Adoption of Directors Report, Auditors Report and Audited Financial Statements for the year
ended December 31, 2013.
2. Declaration of Dividend for the year 2013 as recommended by the Board of Directors.
3. Election of Directors.
4. Re - Appointment of Managing Director.
5. Appointment of Auditors and fixation of their remuneration.
6. Miscellaneous, if any, with the permission of the Chair.
Date: June 13, 2014 By order of the Board of Directors

Company Secretary
Notes:
1. The Record Date is May 08, 2014
2. Shareholders whose name will appear in the Depository Register on the Record date will be
eligible to attend the Annual General Meeting and receive dividend approved.
3. Member(s) entitled to attend and vote at the Annual General Meeting may appoint a Proxy to
attend and vote on his/her behalf. The proxy Form duly stamped must be deposited at the
companys Share Ofice not later than 48 hours before the meeting.
4. Admission to the meeting will be only on production of the Attendance Slip sent with the notice
as well as verification of signature of members(s) and/or proxy holder(s).
Notice of the 16
th
Annual General Meeting
N:B. - No gift or benefit in cash or kind shall be ofered to the shareholders in the Annual General Meeting in compliance with the
Bangladesh Securities and Exchange Commissions Circular No.: SEC/CMRRCD/2009-193/154 DATED: 24.10.2013
Registered and Corporate Ofice
MJL Bangladesh Limited.
Mobil House, CWS (C) 9
Gulshan-1, Dhaka-1212.
Bangladesh.
Tel: +88 (02) 8813597-8, 8813661
Fax:+88 (02) 9885269
Tejgaon Warehouse & Customer
Services ofice
241, Tejgaon, Dhaka-1208, Bangladesh.
Tel: +88 (02) 8813601, 8878651
Fax: +88 (02) 8878660
Chittagong Sales & Marketing and
Customer Services ofice
House # 138/A, Road # 1, CDA R/A, Agrabad,
Chittagong- 4100, Bangladesh.
Tel: +88 (031) 716997, 714640
Fax: +88 (031) 716997
Lube Oil Blending Plant
Guptakhal, East Patenga
Chittagong-4205, Bangladesh.
Tel: +88 (031) 2501093, 2500937
Fax: +88 (031) 2501094
Bogra Sales & Marketing and
Customer Services Ofice
Bogra-Dhaka Highway Betgari,
Banani, Bogra-5800, Bangladesh
Tel: 051-63933, Fax:051-6590
Sylhet Sales & Marketing and
House no: 170, Road no: 5, Block: E,
(Ground Floor), Shahjalal Upashahar,
Sylhet-3100, Bangladesh
Tel: 0821-2830358
Jessore Warehouse & Customer
Services ofice
Tin Khamber Moar, Dharmatala,
Jessore
Rangpur Sales & Marketing and
House # 60/1, Road # 1, Mulatol, Pukurpar,
Rangpur5400, Bangladesh.
Cell: 01730-335598.
Faridpur Sales & Marketing and
House # 013, Road # 01, Goalchamot,
Faridpur7800, Bangladesh.
Tel: 01730 342480
Comilla Sales & Marketing and
House No - 845 (2nd Floor), Road No-01,
BSCIC Road Comilla3500, Bangladesh.
Cell: 01730-336963
Share Ofice
House 73, Block-K, Suhrawardy Avenue
Baridhara, Dhaka-1212, Bangladesh.
Tel: +88 (02) 8829510, Cell: 01713436364
Auditor
A. Qasem & Co Chartered Accountants
Pink City Suites #01-03 (Level-7)
Plot # 15, Road # 103
Block- CEN(C) Gulshan Avenue
Dhaka-1212
Legal Advisor
C. T. Karim & Partners
Suite # 7D, Paramount Height (7th Floor)
65/2/1 Culvert Road, Purana Paltan,
Dhaka1000, Bangladesh
Business Hours
9.00 A.M to 6.00 P.M
Corporate Information
INTRODUCTION
g
Dhaka Stock Exchange Limited
Registration: June 22, 2011
Trading: June 26, 2011
g
Chittagong Stock Exchange Limited
Registration: June 23, 2011
Trading: June 26, 2011
g
Bangladesh Association of Publicly Listed Companies
g
American Chamber of Commerce in Bangladesh
g
The Dhaka Chamber of Commerce & Industry
MEMBERSHIP
MJL Bangladesh Limited is a joint venture company between state owned Jamuna Oil Company and EC
Securities Limited (subsidiary of the East Coast Group). The journey of blending world-class lubricants in
Bangladesh started in 1998 when Mobil Corporation (after the merger known as ExxonMobil Corporation)
decided to set up Mobil Jamuna Lubricants Limited in partnership with the state owned Jamuna Oil
Company Limited.
MJL Bangladesh Limited envisioned that Bangladesh would be one of the few countries in the region to
blend high quality lubricants. MJLBL started its commercial operation on May 20, 1999. The company
commissioned a state- of-the-art Lube Oil Blending Plant (LOBP) - the first of its kind in the country - in May
2003. Since then, the production of this plant and marketing activities of MJL Bangladesh Limited have
expanded greatly.
As required by ExxonMobils Quality Integrity Management System (QIMS), this zero emission Plant strictly
follows the quality programs, starting from receiving the base oils from ExxonMobil and additives sourced
from other global suppliers as per ExxonMobil recommendation and formulation. The Plant is certified
by ExxonMobil QP&G and QIMS, and Germinischer Lloyd (GLC) for ISO 9001-2008. A team of highly
qualified, trained and skilled personnel operate the plant with a warranty of hundred percent product
quality assurance.
With a nationwide supply chain to cater the lubricant needs of the country, the Company strictly follows
a customer first policy. Its expert sales and engineering support service personnel work with utmost
dedication to identify the right products and services for the customers needs. One can easily find in the
market a professional array of the quality products blended and marketed by MJL Bangladesh Limited
(MJLBL). Where there is engine there is the presence of MJL Bangladesh Limited to give appropriate
lubrication solutions. Thus the lubricants blended and marketed by MJL Bangladesh Limited are being
used in powering the engines touching all corner-stones of modern developments of the country including
motor vehicles, locomotive engines, river, sea and ocean going vessels, aviation, power and other sectors
of the country.
Being a shining example of Technology Transfer in the country, the company has created direct employment
opportunities for 144 people, 2000 associated jobs, significant value addition in lube blending and the
availability of world-class lubricants and greases in Bangladesh.
Company Profile
ABOUT US
Board of Directors
Chairman Dr. Md Mozammel Haque Khan
Senior Secretary Energy & Mineral Resources Division, Ministry of Power, Energy
& Mineral Resources, Government of the Peoples Republic of Bangladesh.
Chairman Omera Fuels Limited
Chairman Titas Gas Transmission & Distribution Company Limited
Directors Alim Uddin Ahmed
Managing Director Jamuna Oil Company Limited
Nominee Director Omera Fuels Limited
Abdul- Muyeed Chowdhury
Former Adviser to the Caretaker Government of Bangladesh
Chairman BRACNet Limited
Founder & CEO Tiger Tours Limited
Independent Director Pioneer Insurance Company Ltd.
Independent Director ACI Limited
Independent Director Summit Alliance Port Limited
Md. Aminur Rahman
Ex Secretary Ministry of Commerce, Govt. of Bangladesh
Azam J. Chowdhury
Chairman East Coast Group
Chairman The Consolidated Tea & Lands Company Bangladesh Limited (Finlay)
Chairman Prime Bank Ltd.
President Bangladesh Ocean Going Ship Owners Association (BOGSOA).
Tanjil Chowdhury
Managing Director East Coast Group
Managing Director Bangladesh Trade Syndicate Limited
President Solar Module Manufacturers Association of Bangladesh (SMMAB)
President Bangladesh Merchant Bankers Association
Director Bangladesh Cricket Board
Independent Director Dr. Mohammad Tamim
Professor Petroleum and Mineral Resources Engineering, BUET
Former Advisor to the Caretaker Government of Bangladesh
Member Society of Petroleum Engineers (SPE), Bangladesh Section
Life Fellow The Institute of Engineers, Bangladesh
Mr. Quazi Mohammad Shariful Ala
Managing Director & CEO Delta Brac Housing Finance Corporation Ltd (DBH)
Fellow Institute of Chartered Accountants of Bangladesh
Member Institute of Chartered Accountants in England & Wales
DR. MD MOZAMMEL HAQUE KHAN
CHAIRMAN, BOARD OF DIRECTORS
MD. AMINUR RAHMAN
DIRECTOR
Dr. Md. Mozammel Haque Khan is Chairman of the Board of Directors
of MJL Bangladesh Limited (MJLBL). He is presently the Senior
Secretary of the Energy & Mineral Resources Division, Ministry of Power,
Energy & Mineral Resources, Government of the Peoples Republic
of Bangladesh. He is also the Chairman of Titas Gas Transmission
& Distribution Company Limited (TGTDCL), Chairman, Bangladesh
Petroleum Institute (BPI), Chairman, Eastern Refinery Limited (ERL),
Chairman, Bangladesh Gas Fields Company Limited (BGFCL). Besides
those assignments, Dr. Khan represents the Government on the Board
of Directors of Karnaphuli Fertilizer Company Limited (KAFCO). Prior to
this appointment, he was the secretary of IMED, Ministry of Planning,
Roads and Railways Division, Ministry of Communications and Ministry
of Chittagong Hill Tracts Afairs.
He joined the Civil Service of Bangladesh in 1982 and served in many
capacities in the polity of Bangladesh. He earned his Masters degree
in Social Science from University of Dhaka and also did a special
diploma in Demography from Egypt. He obtained his Ph.D degree from
Jahangirnagar University.
He is actively involved in extra-curricular activities. He is a masterful
personality in the field of scouts. Currently he is an international
commissioner of Bangladesh Scouts and National Coordinator, Ticket
to Life project, Asia Pacific Regional Scouts. Dr. Khan visited more than
twenty five countries.
Mr. Md. Aminur Rahman is a nominee Director representing EC Securities
Limited in the Board of Directors of MJLBL since September 2008. Mr.
Rahman joined the Civil Service of Bangladesh in November 1969. During
his long service tenure with the Government, he served in a number of
ministries at various important level as secretary of the Ministry of Housing
and Public works, Secretary-in-Charge of the Ministry of Textile and as
Secretary of the Ministry of Commerce of the Government of Bangladesh
till January 2005. Mr. Rahman obtained a Bachelor of Science degree
from the University of Dhaka and a Post-graduate Diploma in Economics
& Social Studies from the University of Manchester, U.K.
Brief Profile of the Directors
ABDUL-MUYEED CHOWDHURY
DIRECTOR
Mr. Abdul-Muyeed Chowdhury is a nominee Director representing EC
Securities Limited in the Board of Directors of MJLBL since December 14,
2003. He obtained a Bachelor of Arts (Honors) in History in 1964 and a
Master of Arts (1st class) in Modern History from the University of Dhaka
in 1965. He also attended University of Tennessee (Knoxville, USA) as a
Fulbright scholar in 1980-81 and studied Public Administration.
Mr. Chowdhury is also a nominee Director in the Board of Omera Fuels
Limited, a sister concern of MJLBL and in the boards of Omera Petroleum
Limited and Omera Cylinders Limited; two subsidiaries of MJLBL.
He is currently the Chairman of BRACNet which is a non-listed Public
Limited joint venture ISP company (www.bracnet.net). He is the Founder
and CEO of Tiger Tours Limited (www.tigertoursbd.com) which is the
only joint venture tourism company in Bangladesh registered with the
Board of Investment.
Mr. Chowdhury is an Independent Director of Pioneer Insurance Company
Limited, ACI Limited and Summit Alliance Port Limited, three listed public
limited company of the country in diferent sectors of the economy.
He is actively associated with social welfare and human development
activities through involvement with diferent institutions such as the
Society for Assistance to Hearing Impaired Children (SAHIC), Governing
Board of Civil Service College, Bangladesh Youth Enterprise Advice and
Helpcentre (BYeah) and the Trustee Board of BRAC University.
Mr. Chowdhury was an Adviser to the Caretaker Government of
Bangladesh in 2001 where he was in charge of five ministries. He was a
career civil servant for 33 years having joined the erstwhile Civil Service of
Pakistan (CSP) in 1967. He was a Secretary to the Government in various
ministries from 1994 to 2000. His last assignment was as the Secretary of
Internal Resources Division (IRD) of the Ministry of Finance and ex-oficio
Chairman of the National Board of Revenue (NBR) from 1998-2000 when
he retired from service.
During his service life he was the Deputy Commissioner of greater Faridpur
district (1975 1978), greater Dhaka district (1978 - 1980) and Commissioner
of Chittagong Division (1984-1986). He was an Executive Director of
Jamuna Multipurpose Bridge Authority and Secretary Jamuna Bridge
Division from 1996-98 when he successfully steered the construction work
of Bangabandhu Bridge to completion in record time. His hard work and
eficient handling of this mega civil engineering project was recognized
and honoured by the Institution of Civil Engineers (ICE) UK by making him
a Fellow of that institution.
Upon retirement from the government service, Mr. Chowdhury joined
world famous home grown NGO BRAC (www.brac.net) as its Executive
Director and COO and held that position from 2000 to 2006 with a three
month interregnum for the Caretaker government in 2001. He was also
the Chairman of SME Foundation, Bangladesh when it was set up by the
government as a non-profit organization under public-private partnership
for promoting and developing the SME sector in Bangladesh. Mr.
Chowdhury was the Vice President of Bangladesh Olympic Association,
President of Sports Shooting Federation of Bangladesh. He was a Global
Councilor of International Union for Conservation of Nature (IUCN)
during 2004-2008.
ALIM UDDIN AHMED
DIRECTOR
AZAM J. CHOWDHURY
MANAGING DIRECTOR
Mr. Alim Uddin Ahmed is a nominee Director representing Jamuna Oil
Company Limited at the Board of MJL Bangladesh Limited. Mr. Ahmed
is presently the Managing Director of Jamuna Oil Company Limited, a
shareholder of MJL Bangladesh Limited. Mr. Ahmed has over 25 years
of professional experience in the downstream petroleum industry of
the country. He joined as an Operation Engineer at Meghna Petroleum
Limited in December 1987 and served until March 23, 2013 holding the
position of GM, Marketing. He completed his B.Sc in Engineering (Mech.)
from University of Dhaka and completed his M.Sc in Engineering (PMR)
from BUET. He attended various seminars in diferent countries like
Singapore, Kuwait and Bangkok.
Azam J. Chowdhury is an elite industrialist and entrepreneur in
Bangladesh. He is the Chairman and owner of East Coast Group. In
addition, he is the Chairman of The Consolidated Tea & Lands Company
Bangladesh Limited (formerly, James Finlay Limited) and also the
Chairman of Prime Bank Limited, a Private Sector Leading Commercial
Bank. Mr. Chowdhury is also the Managing Director of MJL Bangladesh
Limited, Distributor of ExxonMobil Corporation in Bangladesh.
In the past Mr. Chowdhury has served as the Chairman of Green
Delta Insurance Company Limited (2001 2005), one of the most
successful general insurance companies in Bangladesh. He is also
the Director of Central Depository Bangladesh Limited (CDBL) and a
Member of the Executive Committee of Bangladesh Association of
Publicly listed Companies (BAPLC).
Mr. Chowdhury also served as the Vice President of Bangladesh
Energy Companies Association and a Member of Advisory Council of
Government of the Peoples Republic of Bangladesh on Power, Energy
& Mineral Resources. In recognition to his performance, The Hungarian
Government nominated him as the Honorary Consul of Hungary in
Bangladesh. Mr. Chowdhury is the President of Bangladesh Ocean Going
Ship Owners Association (BOGSOA).
He is a renowned Golfer and achieved laurels several times in this
sporting arena.
TANJIL CHOWDHURY
DIRECTOR
DR. MOHAMMAD TAMIM
INDEPENDENT DIRECTOR
Tanjil Chowdhury is the Managing Director of East Coast Group, a
diversified conglomerate with more than 30 years of experience in Oil &
Energy sector. He is the Managing Director of Bangladesh Trade Syndicate
Limited, representative of TNT International Express in Bangladesh. Mr.
Chowdhury is former Board Director and Chairman of the Executive
Committee of Prime Bank Limited (PBL).
Mr. Chowdhury is the President of Bangladesh Merchant Bankers
Association (BMBA) and President of Solar Module Manufacturers
Association of Bangladesh (SMMAB). He is also Chairman of the Prime
Exchange Singapore Pte Ltd, Prime Banks remittance arm in Singapore.
He is the Secretary General of Prime Bank Cricket Club, a social initiative
of Prime Bank Foundation (PBF). Mr. Chowdhury has served as Convenor
of the Standing Committee on Financial Institutions, Capital Market and
Services-2014 and Co-Convenor of the Standing Committee on National
Energy Strategy for Private Sector Development-2013, Dhaka Chamber of
Commerce & Industries (DCCI). Mr. Chowdhury is an elected Director and
Chairman of the Facilities Committee of Bangladesh Cricket Board (BCB)
He is a regular speaker of various private universities. His lecture topic
ranges from Financial Derivatives and Investment strategy to Ship
Management and Organizational Behavior.
Mr. Chowdhury did his BA (Hons) in Accounting and Finance from
University of West London (formerly TVU) and went on to completing
MSc in International Management (Finance), from Kings College London,
University of London.
Mr. Chowdhury is an active member of BBC Film Society and Kings
College Business Society. He is also a keen golfer and has achieved many
laurels in this sporting arena.
Dr. M. Tamim is a Professor of Petroleum and Mineral Resources
Engineering, BUET, Dhaka. He graduated from BUET in Mechanical
Engineering and completed his Masters from IIT, Madras. He obtained his
Ph.D. from the University of Alberta, Canada in Petroleum Engineering. He
has research interest in reservoir engineering, petroleum economics and
energy planning; development and application of various numerical and
analytical computer models, reservoir management problems. He also
has experience in green house gas (GHG) mitigation, energy eficiency
improvement and energy related environmental remedies. Dr. Tamim has
supervised several M.Sc. Students and published a number of papers in
national and international journals.
He worked at diferent capacities relating energy policy formulation,
planning and regulation with all governments since 1995. He took a
one year leave from his teaching job to manage the Power and Energy
Ministry in 2008 during the caretaker government period as State
Minister. Dr. Tamim is a member and the founding Chairperson of Society
of Petroleum Engineers (SPE), Bangladesh Section and a life Fellow of the
Institute of Engineers, Bangladesh (IEB).
QUAZI MOHAMMAD SHARIFUL ALA
INDEPENDENT DIRECTOR
Mr. Quazi Mohammad Shariful Ala is an Independent Director of MJL
Bangladesh Limited. Mr. Ala is currently the Managing Director & CEO
of Delta Brac Housing Finance Corporation Ltd (DBH). DBH is one of
the leading financial institutions in Bangladesh with assets in excess of
USD 410 million. Mr. Ala graduated with a BSc (Economics) first class
honours degree from the London School of Economics (LSE), University
of London in 1981. He worked in the London ofice of Price Waterhouse
for seven years and qualified as a member of the Institute of Chartered
Accountants in England & Wales in 1984. Whilst working at Price
Waterhouse, he had exposure to several large multinationals, including
Shell Oil and JP Morgan. He is also a fellow of the Institute of Chartered
Accountants of Bangladesh. Prior to joining DBH, he was the Finance
Director of Green Delta Insurance Company Limited, one of the leading
insurance groups in Bangladesh and also corporate sponsor of DBH.
Mr. Ala has more than 30 years of corporate management experience,
primarily in the financial services sector, both in Bangladesh and in the
United Kingdom. He has served as a non-executive Director on the
Boards of several prominent companies, including BRAC Bank Limited.
Mr. Ala has led the executive management team of DBH as the Managing
Director & CEO, since 1997.
Corporate Profile
AUDIT COMMITTEE
Board of Directors
Audit Committee Executive Committee
Chairman Dr. Mohammad Tamim
Member Secretary Farhana Afreen Mahmood
Members Md. Aminur Rahman
Alim Uddin Ahmed
Tanjil Chowdhury
MANAGEMENT COMMITTEE OF MJLBL
Chairman Azam J. Chowdhury
Member Secretary Naymun Nahar
Members Kh. Md. Sanaul Haque
M. Mukul Hossain
Mohammad Tipu Sultan FCA
Engr. Salah Uddin Ahmed
Maj. Gen. Nizam Ahmed, PSC (Rtd)
Asif Malik
EXECUTIVE COMMITTEE OF OMERA
PETROLEUM LIMITED (SUBSIDIARY)
Chairman Md. Aminur Rahman
Members Dr. Mohammad Tamim
Alim Uddin Ahmed
Tanjil Chowdhury
EXECUTIVE COMMITTEE OF OMERA
CYLINDERS LIMITED (SUBSIDIARY)
Chairman Md. Aminur Rahman
Members Dr. Mohammad Tamim
Alim Uddin Ahmed
Tanjil Chowdhury
ABOUT US
Top Management
Managing Director Azam J. Chowdhury
Chief Executive Oficer Kh. Md. Sanaul Haque
Executive Director and
Chief Engineer
M. Mukul Hossain
Chief Financial Oficer Mohammad Tipu Sultan FCA
Head of Internal Audit Md. Obaidul Islam Khan ACA
Deputy General Manager Engr. Salah Uddin Ahmed
Assistant General
Manager, Logistics &
Order Fulfillment
Seakh Awan Hoque
Head of Human
Resources & Company
Secretary
OUR PEOPLE
From the left (sittinng)
S. M. Shahed Hossen
Manager- VAT & Tax
Md. Ahsan Kabir
Head of Marketing
Md. Rasheduzzaman
Manager, Industrial Lubricants
Naymun Nahar
Manager, Human Resources
Mohammad Mizanur Rahman FCA
Finance Controller
Head of Human Resources & Company Secretary
Kh. Md. Sanaul Haque
Chief Executive Oficer
Mohammad Tipu Sultan FCA
Chief Financial Oficer
M. Mukul Hossain
Executive Director (Technical) and Chief Engineer
Fatema Jahra
Assistant Manager-Brand
Md. Obaidul Islam Khan ACA
Head of Internal Audit
Sabreena Sadeq
Manager-Brand & Market Communication
Syed Atiqur Rahman
Accounts Controller
Kajal Kumar Addya
Manager, Financial Control
Management Team
From the left (standing)
Md. Ariful Karim
Manager-Automotive Lubricants
Monsur Ahmed
Assistant Manager-Brand
A.B.M. Mostakur Rahman
National Sales Manager-Omera
Abdullah Hel Aziz
Assistant Manager - Logistics & Order Fulfillment
Shafquat Mahmud Fahmi
Head of IT
Sheikh Md. Jabed Hasan
Manager-Technical, IT
Md. Monirul Islam
Manager - Customer Services
Qudrat-E-Khuda
Assistant Manager-Field Marketing
Major Md. Sayeed Iqbal (retd.)
Manager - HR / Admin.
Abu Sadat Khan
Assistant Manager-Export
Mohammad Rokibul Kabir
Assistant Company Secretary
Mohammad Zahidul Islam
Assistant Manager-Sales & Marketing
Ashraful Alam
Territory Manager-IL
Shehabun Saaqeb
Manager-Business Analysis & Planning
Tofayel Ahamed
Assistant Manager-Internal Audit
Shafaat Mahmud Fahmi
Assistant Manager-Business Systems
Plant Personnel
Sitting
From Left
Name Designation Department
1 S.M.Sharfuddin Ahmad Mahi P&P Planner PLANNING & PROCUREMENT
2 Md. Shariful Islam Mollah Senior Chemist QA / QC LAB
3 Kamrul Islam Deputy Chief Chemist QA / QC LAB
4 Md. Ahsan Ullah Manager- Administration HR & ADMINISTRATION
5 Md. Jahangir Alam Manager Warehouse WAREHOUSE
6 Jyotirmay Sarker Manager B & F BLENDING & FILLING
7 Salah Uddin Ahmed Deputy General Manager & In-charge of Plant
8 Abu Zafar Md. Aurangazeb Plant Manager ENGINEERING & MAINTENANCE
9 Akramul Haque Manager-Lab QA / QC LAB
10 Md. Anwar Sadat Asstt. Manager B & F BLENDING & FILLING
11 Mir Md. Mahtab Sarwar Sr. Chemist QA / QC LAB
12 Ifat Binte Iftikar Executive-Admin HR & ADMINISTRATION
Standing
From Left
Name Designation Department
13 Zahibul Huq Chowdhury Executive- Vat & Tax VAT & TAX
14 Md. Imranul Haque Assistant Chemist QA / QC LAB
15 Md. Ariful Karim Executive-Warehouse WAREHOUSE
16 Md. Abdul Jabbar Maintenance Engineer ENGINEERING & MAINTENANCE
17 Md. Arifuddin QA Engineer BLENDING & FILLING
18 Md. Farhad Hossain Sr. Production Engineer (Grease) BLENDING & FILLING
19 Abdulla Al Mamun Senior Chemist QA / QC LAB
20 Shihab Uddin Sr. Maintenance Engineer (Electrical) ENGINEERING & MAINTENANCE
21 Deloar Ali Siddique Senior Executive-HR & Admin HR & ADMINISTRATION
22 Md. Mamunur Rashid Sr. Maintenance Engineer (Mechanical) ENGINEERING & MAINTENANCE
23 Zahangir M. Rahman Maintenance Executive ENGINEERING & MAINTENANCE
24 Sahedul Alam Sharif Assistant Production Engineer BLENDING & FILLING
27
OUR PEOPLE
Name of Shareholders Number of Shares % of total Shareholding
EC Securities Limited 139,153,450 58.352%
Jamuna Oil Company Ltd 46,393,300 19.454%
M/s Parkesine Products Ltd 5,290 0.002%
Mr. Azam J. Chowdhury 5,290 0.002%
Ms. Marina Yasmin Chowdhury 5,290 0.002%
Mr. Tanjil Chowdhury 5,290 0.002%
Ms. Dilruba Chowdhury 5,290 0.002%
Others 52,900,000 22.183%
Total 238,473,200 100.00%
SHAREHOLDING STRUCTURE
AT THE YEAR END 2013
58%
20%
22%
EC Securities Limited
Jamuna Oil Company Ltd.
Others
MJL BANGLADESH LIMITED l ANNUAL REPORT 2013 29
MJLBL has become the first local company in the industry to explore the Myanmar market by setting up a
joint venture company to expand the business.
The Myanmar parliament has passed foreign investment law clearing the way for overseas companies
to invest in Myanmar. MJLBL had to compete with companies from Singapore, Thailand, Malaysia and
Hongkong for marketing and distributing Mobil brand lubricants in Myanmar as a partner of ExxonMobil.
Winning the bid, MJLBL formed a joint venture (JV) with one of the leading trading company in Myanmar,
Aung Kyun Thar Co. Ltd. (AKT), to distribute Mobil brand lubricants in Myanmar market. With an initial
investment of USD 1 million, the JV, MJL & AKT Petroleum Company Ltd., formally started marketing Mobil
lubricants with a grand launching ceremony held on July 2, 2013 in Yangon.
As per the agreement of incorporation MJLBL holds 51 percent share and AKT holds the rest. MJLBL is
the first company to get permission from the central bank of Bangladesh (Bangladesh Bank) to invest
in Myanmar in the downstream petroleum business. The JV will source the Mobil brand products from
ExxonMobil and market & distribute in Myanmar market. Relying on the long heritage and expertise of
MJLBL in lubricant industry together with the relentless knowledge of AKT on Myanmar market, the JV
is destined to be an unique example of a successful foreign investment made by Bangladeshi company.
MJL & AKT Petroleum Ltd: A joint venture
of MJLBL and AKT Petroleum in Myanmar
ABOUT US
Figure in Tk million unless specified
Operating Performance 2013 2012 2011 2010 2009
Operating Revenue 7,188.02 6,994.32 6,017.28 3,898.05 3,238.08
Operating Profit 1,021.02 878.95 709.41 714.63 645.68
Profit Before Tax 986.81 867.67 932.04 681.9 655.51
Net Profit After Tax 721.89 651.21 636.78 508.33 343.25
Earnings Per Share (EPS) 3.03 2.73 2.67 2.7 2.45
Statement of Financial
Position
2013 2012 2011 2010 2009
Current Assets 5,220.10 6,112.73 6,431.57 4,174.96 1,928.56
Total Assets 12,106.27 11,311.83 11,409.00 5,089.39 2,781.41
Property, Plant and
Equipment
4,804.50 4,490.06 4,332.06 717.81 729.58
Net Current Assets 877.24 2,758.60 2,069.76 2,447.07 781.59
Long Term Liabilities 97.81 502.13 - - -
Current Liabilities 4,342.86 3,354.13 4,361.81 1,727.89 1,146.97
Total Liabilities 4,768.17 4,099.43 4,536.77 1,838.27 1,257.82
Shareholders Fund 7,338.09 7,212.39 6,872.23 3,251.13 1,523.59
Profitability and Other
Financial Ratios
2013 2012 2011 2010 2009
Gross Profit Ratio 20.64% 18.97% 18.79% 25.64% 25.95%
Earning before Interest,
Depreciation and Tax
1,391.82 1,307.72 1,411.99 804.22 745.29
Price Earning Ratio (times) 24.81 29.19 37.41
Current Ratio 1.20 1.82 1.47 2.42 1.68
Return on Capital Employed 0.16 0.15 0.19 0.23 0.43
Debt Equity Ratio 0.41 0.35 0.48 0.37 0.05
Five Years Financial Highlights
OUR PERFORMANCE
Performance Indicators
Current Ratio
2013 2012 2011 2010 2009
1
.
2
0
1
.
8
2
1
.
4
7
2
.
4
2
1
.
6
8
Quick Ratio
2013 2012 2011 2010 2009
0
.
8
6
1
.
3
1
1
.
0
3
1
.
8
1
0
.
8
9
Earnings Per Share
2013 2012 2011 2010 2009
3
.
0
3
2
.
7
3
2
.
6
7
2
.
7
0
2
.
4
5
Gross Margin Ratio
2013 2012 2011 2010 2009
2
0
.
6
4
1
8
.
9
7
1
8
.
7
9
2
5
.
6
4
2
5
.
9
5
Share Holders Equity
2013 2012 2011 2010 2009
7
,
3
3
8
.
0
9
7
,
2
1
2
.
3
9
6
,
8
7
2
.
2
3
3
,
2
5
1
.
1
3
1
,
5
2
3
.
5
9
Return on Equity
2013 2012 2011 2010 2009
9
.
8
4
9
.
0
3
9
.
2
7
1
5
.
6
4
2
2
.
5
3
Net Current Assets
2013 2012 2011 2010 2009
8
7
7
.
2
4
2
,
7
5
8
.
6
0
2
,
0
6
9
.
7
6
2
,
4
4
7
.
0
7
7
8
1
.
5
9
Return on Assets
2013 2012 2011 2010 2009
5
.
9
6
5
.
7
6
5
.
5
8
9
.
9
9
1
2
.
3
0
OUR PERFORMANCE
STOCK PERFORMANCE
0
1
-
0
1
-
2
0
1
3
0
8
-
0
1
-
2
0
1
3
1
5
-
0
1
-
2
0
1
3
2
2
-
0
1
-
2
0
1
3
2
9
-
0
1
-
2
0
1
3
0
5
-
0
2
-
2
0
1
3
1
2
-
0
2
-
2
0
1
3
1
9
-
0
2
-
2
0
1
3
2
7
-
0
2
-
2
0
1
3
0
6
-
0
3
-
2
0
1
3
1
3
-
0
3
-
2
0
1
3
2
4
-
0
3
-
2
0
1
3
0
1
-
0
4
-
2
0
1
3
0
8
-
0
4
-
2
0
1
3
1
6
-
0
4
-
2
0
1
3
2
4
-
0
4
-
2
0
1
3
0
2
-
0
5
-
2
0
1
3
0
9
-
0
5
-
2
0
1
3
1
6
-
0
5
-
2
0
1
3
2
6
-
0
5
-
2
0
1
3
0
2
-
0
6
-
2
0
1
3
0
9
-
0
6
-
2
0
1
3
1
6
-
0
6
-
2
0
1
3
2
3
-
0
6
-
2
0
1
3
0
2
-
0
7
-
2
0
1
3
0
9
-
0
7
-
2
0
1
3
1
6
-
0
7
-
2
0
1
3
2
3
-
0
7
-
2
0
1
3
3
0
-
0
7
-
2
0
1
3
1
2
-
0
8
-
2
0
1
3
2
0
-
0
8
-
2
0
1
3
2
7
-
0
8
-
2
0
1
3
0
4
-
0
9
-
2
0
1
3
1
1
-
0
9
-
2
0
1
3
1
8
-
0
9
-
2
0
1
3
2
5
-
0
9
-
2
0
1
3
0
2
-
1
0
-
2
0
1
3
0
9
-
1
0
-
2
0
1
3
2
3
-
1
0
-
2
0
1
3
3
0
-
1
0
-
2
0
1
3
0
6
-
1
1
-
2
0
1
3
1
3
-
1
1
-
2
0
1
3
2
0
-
1
1
-
2
0
1
3
2
7
-
1
1
-
2
0
1
3
0
4
-
1
2
-
2
0
1
3
1
1
-
1
2
-
2
0
1
3
1
9
-
1
2
-
2
0
1
3
2
9
-
1
2
-
2
0
1
3
Price Movement Over the Year
Closing Price
60.00
65.00
70.00
75.00
80.00
85.00
90.00
Financial Highlights in 2013
Revenue
Increased by
2.77%
to reach BDT: 7,188 Million
Profit After Tax
Increased by
10.85%
to reach by 721 Million
Earnings per Share
Reached BDT
3.03
2012: BDT 2.73
Net Asset Value
Per Share BDT
30.77
2012 : BDT 30.24
Shareholder equity
Rose by
1.74%
to reach 7,338 Million
The value added statement provides a detailed account of total value addition and the distribution of the value
created by the organization. MJLBL contributes positively to socio-economic development by empowering
employees through the payment of salaries and allowance; by assisting the regulatory capacities through
paying taxes and of course keeping in mind companys continuous expansion and growth.
(Formerly Mobil Jamuna Lubricants Limited)
Value Added Statement
2013 2012 Growth
(Taka) % (Taka) % %
Value Addition
Revenue 7,188,021,345 6,994,323,232 2.77%
Cost of Revenue 5,471,203,711 5,605,090,069 -2.39%
Value Added Manufacturing 1,716,817,634 1,389,233,163 23.58%
Operation Expenses
Less Employees Remuneration &
Depreciation
560,660,571 428,121,715 30.96%
1,156,157,063 961,111,448 20.29%
Add: Other Income 228,589,096 300,426,229 -23.91%
Gross Value Added 1,384,746,158 100% 1,261,537,676 100% 9.77%
Distribution of Value Addition
Employees as Remuneration 255,706,314 18.47% 266,060,517 21.09% -3.89%
Government as Income Tax 180,611,470 13.04% 216,456,392 17.16% -16.56%
Depreciation 142,231,950 10.27% 127,807,369 10.13% 11.29%
Value retained in Business 806,196,424 58.22% 651,213,398 51.62% 23.80%
1,384,746,158 100% 1,261,537,676 100% 9.77%
Number of employees at the end
of the year
144 147
Value added per employee 9,616,293 8,581,889
VALUE ADDED STATEMENT
19%
13%
10%
58%
Value Addition 2013 Value Addition 2012
21%
17%
10%
52%
Employees as
Remuneration
Government as
Income Tax
Depreciation
Value retained
in Business
Employees as
Remuneration
Government as
Income Tax
Depreciation
Value retained
in Business
Market value added statement reflects the companys performance evaluated by the market through the
share price of the company. This amount is derived from the diference between market capitalization and
book value of the shares outstanding. Market value added is one of the market indicators of value creation.
The greater market value added indicates the company has created substantial wealth for the shareholders.
A negative market value added means that the value of managements actions and investments are less than
the value of the capital contributed to the company by the capital market.
Market Value Added statement as of December 31, 2013 and 2012
Particulars 2013 2012
Face value per share 10 10
Market value per share 75.1 79.7
Number of shares outstanding 238,473,200 238,473,200
Total market capitalization 17,909,337,320.00 19,006,314,040
Book value of paid up capital 2,384,732,000.00 2,384,732,000
Market value added 15,524,605,320.00 16,621,582,040
MARKET VALUE ADDED STATEMENT
2,385 2,385
1
5
,
5
2
5
1
6
,
6
2
2
1
7
,
9
0
9
1
9
,
0
0
6
2013 2012
Market Value Added
Market Value Added
Book Value of paid up capital
Total Market Capitalization
Value in Millions (BDT)
OUR PERFORMANCE
MJLBL has a state-of-art Lube Oil Blending Plant (LOBP) in which a wide range of lubricants are produced
and distributed all over Bangladesh since 2003. Diferent types and qualities of lubricants are made as
per diversified demand in the lubricant market. MJLBL also imports some finished products directly. The
company has more than Twenty (20) types of product lines serving wide range of customers from diferent
sectors of the country under Mobil, Omera and other brand.
Mobil Brand Products:
A. Automotive Passenger Vehicle Lubricants
Two types of Automotive Passenger Vehicle Lubricants are marketed by MJLBL. Major Lubricants under
this product line are as follows:
Synthetic Oil: The worlds leading Synthetic Engine Oils have unsurpassed engine protection with
excellent resistance to High Temperatures, Low-Temperature performance, Cleaning properties and Low
Fuel Consumption as well as greatly increase the engine overall life. The followings are the products of
Synthetic Oils.
g
Mobil 1 5W-50
g
Mobil 1 0W-40
Synthetic Motorcycle Oil: Mobil 1 Racing 4T 10W-40 is designed primarily for on-road, high-performance,
4-cycle sport bikes; however, it may be used in other types of on and of-road 4-cycle motorcycles
especially where a 10W-40 viscosity grade is specified. Mobil 1 Racing 4T 10W-40 motorcycle oil meets or
exceeds the requirements of: API SM & JASO MA
g
Mobil 1 Racing 4T 10W-40
Mineral Oil: High quality premium Mineral Engine Oils are designed to provide high level of performance
and protection under severe operating conditions. They provide superior engine protection against
harmful deposits, sludge & varnish, corrosion and have very good cleaning properties under a variety of
driving conditions. The following are the products of Mineral Oil.
g
Mobil Super 1000 20W-50
g
Mobil Special 20W-50
g
Mobil Super 2T
g
Mobil Super 4T 20W-50
g
Mobil Outboard Plus
B. Automotive Commercial Vehicle Lubricants:
Heavy duty diesel engine oil is to meet all required specifications for Bus, Truck, Covered Van, Earth Moving
Equipment, Diesel Generator, etc. Major lubricants under this product line are as follows:
Synthetic Oil: The worlds most leading Synthetic Engine oil has unsurpassed engine protection, superior
resistance to high temperatures, great Low-Temperature performance, excellent cleaning properties, low
fuel consumption as well as increased the overall engine life of all diesel engines. The name of the product
under synthetic oil is as follows:
g
Mobil Delvac 1 5W-40
Mineral Oil: The most advanced chemistry of Diesel Engine Oil provides outstanding performance both
in the most modern, demanding low-emission diesel engines and older diesel engines operating on low
PRINCIPAL PRODUCTS AND SERVICES
PRODUCT & SERVICE
or high sulfur fuels. Lube oils blended with high performance base stocks and using progressive additive
technology systems provide superior control of oil thickening due to soot build-up and high temperatures
as well as outstanding resistance to oxidation, corrosion, and high temperature deposits.
The followings are the products under Mineral Oil category.
g
Mobil Delvac MX 15W-40
g
Mobil Diesel Special 20W-50
g
Mobil Delvac 1350
g
Mobil Delvac 1340
g
Mobil Delvac 1330
g
Mobil Hydraulic 10W
g
Esso DIOL 13 RD 40
C. Automotive Gear & Transmission Fluid
Major Lubricants under this product line are:
Synthetic Oil: The Synthetic base oil composition enable excellent performance even in the severest of
operating conditions. They ofer outstanding gear shifting and power transfer performance. Synthetic
oils have resistance against thermal breakdown at high operating temperatures, while still providing
outstanding performance as they improve overall transmission durability and cleanliness. The followings
are the products of synthetic Oil under automotive gear & transmission fluid category:
g
Mobil 1 Synthetic Gear
g
Mobil 1 Synthetic ATF
Mineral Oil: These oils are formulated from high-quality base oil combined with special additive
technology systems including VI improvers, anti-oxidants, and Anti-foam properties providing smooth and
controlled friction/wear where extreme pressures and shock loadings are expected as well as increases
the equipment life. The followings are the products of mineral Oil under automotive gear & transmission
fluid category:
g
Mobil ATF 3309
g
Mobil ATF 220
g
Mobilube HD 80W-90
g
Mobilube HD 85W-140
g
Mobilube GX 80W-90
g
Mobilube GX 140
D. Brake Oil
The extra high performance hydraulic Brake Fluid is for use in automotive disc, drum and anti-skid
brake systems and clutch systems. The Potential Benefits of this product is Consistent and Safe Brake
Performance under severe braking pressure, Rubber Seal compatibility Reduces leakage and loss of fluid
to a minimum level. It provides excellent Corrosion Protection and extends life and reliability of brake
system components. Major Lubricant under this product line is:
g
Mobil Brake Fluid DOT 4
E. Industrial Gear and Circulating Oil
Heavy-Duty Industrial Oil series are extra high performance gear oil, which are formulated from high quality
Synthetic or Mineral base oil and advance extreme pressure additive technology. Major Lubricants under
Synthetic Oil: The Mobil Synthetic lubricants are recognized and appreciated around the world for their
unique invention and outstanding performances. Advantages and Potential Benefits of these products
are- Extend equipment high temperature operating capability, Minimizes sludge and deposits for trouble-
free operation and long filter life. Balanced additive combination provides excellent performance in terms
of rust and corrosion prevention, demulsibility, foam control & air release performance ensuring smooth
operation in a wide range of industrial applications and reduced over all operating costs.
g
Mobil Glygoyle 460
g
Mobil Glygoyle 220
g
Mobil SHC 624
g
Mobil SHC 626
g
Mobil SHC 629
g
Mobil SHC 630
g
Mobil SHC 632
g
Mobil SHC 634
g
Mobil SHC 636
g
Mobil SHC 639
g
Mobilgear SHC XMP Series
Mineral Oil: The extra high performance mineral base gear oil having out-standing extreme pressure
characteristics and load-carrying properties are intended for use in all types of enclosed gear drives with
circulation or splash lubrication systems. The potential benefits of these products are enhanced gear
wear protection from micro-pitting, reduced debris denting from generated wear particles, outstanding
compatibility with a range of seal materials, excellent resistance to oil oxidation and thermal degradation
as well as increased the equipment life. Major Lubricants under this product line are as follows:
g
Mobilgear 600 XP 68
g
Mobilgear 600 XP 100
g
g
g
g
g
g
Mobil Vacuoline 148
F. Turbine & Circulating Oil
Synthetic Oil: Mobil SHC 800 Series turbine oil is designed specifically to meet the needs of the most
severe industrial gas turbine applications. The potential feature of these products under the series is
outstanding high Thermal/Oxidative Stability and Deposit Control, very good resistance to foaming and
good Air Release property, ensures long oil life as well as reduces maintenance cost. Major lubricants
under this series are as follows:
g
Mobil SHC 800 Series
Mineral Oil: Mobil DTE brands mineral-based oil has been the choice for turbine operators worldwide
for more than one hundred years. These products meet or exceed most major turbine equipment
PRODUCT & SERVICE
builder specifications and industry specifications. These products also provide the ultimate flexibility to
the operator because they can be used in all turbine types: steam, gas, geared, hydro-turbines. Major
Lubricants under this product line are as follows:
g
Mobil DTE 800 series
g
Mobil DTE 700 series
g
Mobil DTE Oil Light
g
Mobil DTE Oil Medium
g
Mobil DTE Oil Heavy Medium
g
Mobil DTE Oil Heavy
g
Mobil Vacuoline 500 series
G. Hydraulic Oil
Marine Applications: These oils are constructed from selected base oil and a proprietary additive
technology to provide well balanced performance in a wide range of applications. The products exhibit
exceptional oxidation and thermal stability allowing long oil life and minimized deposit formation in severe
hydraulic systems using high pressure and high output pumps with better demulsibility properties. The
innovative ultra keep clean performance protects critical hydraulic system components from malfunction,
such as tight tolerance servo and proportional valves in many modern hydraulic systems.
g
Mobil DTE 500 Series (Synthetic Oil)
g
Mobil DTE 10 Excel 15
g
g
g
g
g
Industrial Applications: These oils are formulated with high quality base oils and a super-stabilized additive
technology that neutralizes the formation of corrosive materials. They are designed to work with systems
operating under severe conditions where high levels of anti-wear and film strength protection are needed.
g
Mobil DTE 24
g
Mobil DTE 25
g
Mobil DTE 26
g
Mobil DTE 27
g
Mobil Nuto H 32
g
Mobil Nuto H 46
g
Mobil Nuto H 68
g
Mobil Nuto H 100
g
Mobil Nuto H 150
H. Textiles/Garments Machinery Oils
These oils are premium performance products primarily designed for the lubrication of knitting & high
speed spindles in textile machines. They are also used in some critical hydraulic, circulation systems and
air line oilers where the appropriate viscosity grade is selected. They are formulated from high-quality, low
viscosity base oils and additives that impart good resistance to oxidation and protection from rust and
corrosion. Major Lubricants under this product line are as follows:
g
Mobil Velocite 3
g
Mobil Velocite 6
g
Mobil Velocite 10
g
Mobil Velocite HP 24
I. Gas Engine Oil
The next generation of Mobil Pegasus branded high performance gas engine oil is designed to provide
todays high output, low-emission four-cycle gas engines with the highest levels of protection. The
balanced formulation to provide outstanding anti-wear characteristics to protect heavily loaded valve train
components, pistons, liners, bearings, and gear trains. Their detergent-dispersant system controls the
formation of carbon and varnish deposits to minimize oil consumption and maintain engine cleanliness
even during extended drain intervals. Mobil Pegasus oils can help users keep their engines running longer
and cleaner with improved reliability.
g
Mobil Pegasus 1 (Synthetic Oil)
g
Mobil Pegasus 1005
g
Mobil Pegasus 805
g
Mobil Pegasus 710
J. Compressor Oil
Synthetic Oil: The Supreme performance oils primarily intended for the lubrication of severe duty rotary
Screw and Vane & Reciprocating air compressors. These oils provide excellent wear protection and
outstanding resistance to oxidation and thermal degradation, greatly superior to mineral oil.
g
Mobil Rarus SHC 1024
g
g
g
Mobil SHC 600 Series
g
Mobil Rarus 825
g
Mobil Rarus 827
g
Mobil Rarus 829
Mineral Oil: The premium performance ash-less air & gas compressor lubricants designed to meet the
stringent requirements of the major compressor manufacturers. They are formulated with high quality
mineral base-oil and a high performance additive technology designed to provide exceptional equipment
protection and reliability for compressors operating under mild to severe conditions.
g
Mobil Rarus 424
g
Mobil Rarus 425
g
Mobil Rarus 426
g
Mobil Rarus 427
g
Mobil Rarus 429
PRODUCT & SERVICE
K. Refrigeration Compressor Oil
The high performance Synthetic oil and Naphthenic base narrow-cut mineral oil primarily intended for use
in refrigeration compressors. They have a low pour point and excellent fluidity at very low temperatures.
g
Mobil Gargoyle Arctic 226E (Synthetic Oil)
g
Mobil EAL Arctic 32
g
Mobil EAL Arctic 68
g
Mobil Gargoyle Arctic 300
g
Mobil Gargoyle Arctic 155
L. Other Industrial Oils
There are various types of other oils blended with high quality base oils & proprietary additive technology
for intended use in various fields of machinery application; such as high temperature operated chain
oil, electric Transformer Insulating oil, Thermic Fluids and Metal Cutting oil. Major Lubricants under this
product line are as follows:
g
Mobil Synthetic Oven Lube 1090 (Synthetic Oil)
g
Mobil Pyrolube 830 (Synthetic Oil)
g
Mobiltherm 605
g
Mobilcut 100
M. Marine Lubricants
The premium, extra high performance high & medium TBN engine oils are designed for use in the most
severe residual-fuelled medium-speed diesel applications found in marine and stationary power industries.
These diesel engine oils have been specially formulated to provide outstanding residual fuel compatibility
characteristics for excellent engine cleanliness, especially in crankcase, camshaft areas, piston ring belt
and under piston crown. They provide excellent high temperature oxidation and thermal stability, low
volatility, and high load carrying properties and corrosion protection.
g
Mobilgard 412
g
Mobilgard 312
g
Mobilgard M 330
g
Mobilgard M 340
g
Mobilgard M 430
g
Mobilgard M 440
g
Mobilgard M 50
g
Mobilgard 560 VS
g
Mobilgard 300
g
Mobil Sterntube Oil
N. Greases
Greases are called magicians lubricants and are in the form of semi solid or sold natures. Greases are used
where the oil will fall out, amount of oil release needs to be controlled and equipment access is dificult.
Major greases are as follows:
Synthetic Oil: These greases are blended with selective Synthetic base oil and advanced additive
technology under proprietary technology to sustain and perform the needed functions in equipments
operating under most severe conditions. These greases are used where operating temperature is very
high. Major greases under the product lines are as follows:
g
Mobilith SHC 460
g
Mobilith SHC 220
g
Mobilith SHC 100
g
Mobiltemp SHC 100
g
Mobilith SHC PM 460
Minerals Oil: These greases are formulated with high quality mineral base oil and selective additive
technology to meet or exceed the required demand or specifications for most of the equipment
manufactures. These greases are used in moderate to higher operating temperatures.
g
Mobilux EP 0
g
Mobilux EP 1
g
Mobilux EP 2
g
Mobilux EP 3
g
Mobilgrease XHP 222
g
Mobil Unirex N 3
O. Aviation
Lubricants are the preferred brand for most of the leading aviation equipment manufacturers. MJL
Bangladesh Ltd. is also marketing Mobil branded aviation high quality lubricants in Bangladesh. Aviation
Lubricants ofer nose-to-tail lubrication solutions that help make flying easier and safer. Major brands
under this product line are as under:
g
Mobil Grease 28
g
Mobil Jet Oil II
Omera Brand Products:
MJL Bangladesh limited is producing and marketing own brand lubricants by the name of Omera.
A. Automotive Passenger Vehicle Lubricants:
Two types of Automotive Passenger Vehicle Lubricants are marketed by MJLBL. Major Lubricants under
Synthetic Oil: The advance performance engine oil formulated under advanced Synthetic Technology
to provide excellent wear protection for smooth driving experience. Omera Lube 1 5W-40 exceeds the
requirements of the industry & car manufacturers standards required for high performance turbo-charged,
supercharged Gasoline & Diesel multi-valve fuel injection engines. Omera Lube 1 5W-40 is suitable for high
speed, severe service associated with frequent start-stop driving.
g
Omera Lube 1 5W-40
Note: Omera Lube 1 5W-40 is the first Bangladeshi owned Omera branded product which received the
approvals from BMW car manufacturer as BMW Longlife-01 Engine oil.
PRODUCT & SERVICE
Mineral Oil: High quality premium Mineral Engine Oil is designed to provide high level of performance and
protection under severe operating conditions. They provide superior engine protection against harmful
deposits, sludge & varnish, corrosion and have very good cleaning properties under a variety of driving
conditions. The followings are the products of Mineral Oils.
g
Omera Heavy Duty Extra 40
g
Omera Heavy Duty Extra 50
g
Omera HD 40
g
Omera HD 50
B. Automotive CNG Engine Oil
The premium fleet engine oil is formulated to provide reliable protection for passenger vehicles, trucks and
buses using Compressed Natural Gas (CNG) or Liquefied Natural Gas (LNG). This engine oil is formulated
from high quality base stocks and a balanced additive system under proprietary formulation. This advanced
low ash formulation provides excellent oxidation, nitration, and thermal stability to minimize combustion
chamber ash deposits and provide long oil drain interval. The name of the product under automotive CNG
engine oil category
g
Omera CNG Special 20W-50
C. Motor Cycle Engine Oil
Omera Motorcycle Oil 4T is blended under proprietary formulation from highly refined base oils and
advanced additive technology to provide good engine cleanliness, good protection against wear &
corrosion as well as long life. Omera Motorcycle Oil 4T is recommended for lubrication of all types of four
stroke motorcycle engines where an API-SL and JASO-MA2 level performances are recommended.
g
Omera Motor Cycle oil 4T 10W 30
g
Omera Motor Cycle oil 4T 20W 40
Omera Motorcycle Oil 4T meets or exceeds the following industry specifications-
JASO: MA2
API: SL
D. Greases
The greases are formulated with high quality mineral base oil and selective additive technology to meet
or exceed the required demand or specifications for most of the equipment manufactures. These greases
are used in moderate to higher operating temperatures.
g
Omera-Grease MP
g
Omera -LITH EP 00
g
Omera-LITH EP 0
g
Omera-LITH EP 1
g
Omera-LITH EP 2
g
Omera-LITH EP 3
g
Omera-PLEX XHP 2
E. Transformer Oil
Omera Transformer Oil is a high quality uninhibited insulation oil blended from highly refined wax free
naphthenic base oil having very good performance as a dielectric and coolant. It has very low temperature
fluidity, high flash point and good chemical stability.
Performance:
Omera Transformer Oil meets the performance level of
g
Class 1
g
BS 148/98
g
IEC 60296/2003
Other Brand Products:
A. Antifreeze/Coolant
This product is suitable for cooling systems of diferent cars, buses, trucks etc. The Concentrated antifreeze
formulation is hard water compatible and can be mixed with tap water before filling into the cooling
system. The potential benefit of this product is to help reduce scale deposits and corrosion in the engine.
g
Vel-Cool Hi-Tech
B. Cylinder/Gear Oil
Indpro Cylinder Oil Mineral 1000 is premium quality oil designed for use in steam cylinder and enclosed
gear applications operation under heavy loads, slow speeds or high temperatures which demand a high
viscosity lubricant. This oil is recommended for a wide range of applications which include steam cylinder,
worm gears, bearings and couplings which are compatible with its very high viscosity.
It also suitable for use with superheated steam above 160C where quick separation from condensate is
required.
g
Indpro Cylinder Oil Mineral 1000
C. Metal Rolling Coolant
Vel-Rolls 26 is blended with high quality base oil & proprietary additive technology for intended use as a
cold rolling coolant. This product exhibits exceptional oxidation and high thermal stability allowing long oil
life and minimized deposit formation and exceptional cooling ability.
g
Vel- Roll 26
PRODUCT & SERVICE
base oil + additives = lubricating oil
Base oil is
imported from
ExxonMobil
and sent to the
base stock tanks
for storage.
1
Base oil Import
The base
stocks are taken
in for quality
check. The
products are
examined,
inspected and
quality is
reviewed in order
to move on to
the next stage
of In-Line
Blending.
2
Base Stock storage
Varieties of Base
Stocks and
Additives are
feed into the
In-Line Blending
System in
measured
quantity to
produce desired
grade of Lube
Oil according to
specific formula-
tion.
3
In-Line Blending
The blended
products are
sent to the Lab
for formulation
control and
quality check,
which is carried
out under the
guidelines set
by ExxonMobil.
4
Laboratory
The blended
lubricants are
sent to an
automated filling
line where
lubricants are
filled and sealed
in various high
quality durable
containers.
5
Filling
Packaged
lubricants are
distributed to
various parts of
Bangladesh,
awaiting
delivery to
customers.
6
Storing & Delivery
LUBRICATING DEVELOPMENT PROCESS
PRODUCT & SERVICE
49
Over the last decade MJLBL has been serving the nation by blending world class ExxonMobil branded
lubricating oil for the countrys automotive, industrial and marine sectors that meet and exceed equipment
specifications and consumer needs. To achieve such global standard, MJLBL set up a world class laboratory
at its Lube Oil Blending Plant, Chittagong in 2003. This laboratory is fully operational in accordance to
ExxonMobil standard guidelines- Quality Practices & Guidelines, Product Integrity Management System
as well as ISO 9001:2008.
The primary scope of the MJLBL Laboratory is to provide quality testing of diferent grade of lube oils
which are blended in the Lube Oil Blending Plant of MJLBL. Appropriate testing equipment is important to
the success of analytical activities conducted in the laboratory. MJLBL laboratory uses highly sophisticated
and branded testing instruments from world class instrument suppliers such as Koehler, Perkinelmer,
Agillent, Metrohm, Anton Paar, Cannon etc which are capable of providing accurate & reliable test results
within required detection limit.
MJLBL Laboratory has established a state of the art quality control system. Quality control is a failure
detection system that uses a testing technique to identify errors or flaws in products and tests the end
products at specified intervals. Using Five Quality Control Tools (Calibration Program, Maintenance
Program, Statistical Quality Control Program, Test Method Assessment Program & Proficiency Testing
Program) MJLBL laboratory test the products whether they are within required specification or not.
The Laboratory also participates in the ASTM Inter Laboratory Cross Checking Testing Program which
ensures not only the accuracy of the equipment but also the competency level of the chemists for
conducting diferent tests of lube oils. The laboratory is also well equipped to provide trouble shooting test
services of machine lubricants. Laboratory personnel are ICML Certified Level II MLA on Used Oil Analysis.
MJLBL laboratory has proved its performance in achieving global standard by outstanding audit scoring in
several external and internal assessments. The management is dedicated to improve the efectiveness of
the quality management system and quality assurance system through the use of the quality policy, quality
objectives, audit results, analysis of data, corrective and preventive actions, key performance indicators,
and management review.
MJLBL Laboratory:
precision, Accuracy & Reliability
PRODUCT & SERVICE
MJLBL has made main distribution agreement with Jamuna Oil Company Limited (JOCL), which is a
petroleum marketing company of Bangladesh Petroleum Corporation (BPC). Under this agreement, MJLBL
has been using the large infrastructural facilities of JOCL. JOCL has got a countrywide extensive network
of 16 depots in addition to its main installation at Guptakhal in Chittagong, 431 Filling Stations, 852 Agents
and 181 Packed Point Dealers. All sorts of industrial, automotive and aviation lubricants are supplied to
JOCLs main installation (MI) at Chittagong and subsequently JOCL distributes products throughout the
country. Major state owned industries and power plants are supplied through JOCL. Other than JOCL,
MJLBL has distributed its products through wholesalers and directly to the industrial buyers;
Currently the company appointed 82 wholesalers to sell the products throughout the country except to
the JOCLs customers. Moreover, MJLBL has supplied directly to more than 1000 industrial buyers. Own
distribution infrastructure of MJLBL includes main warehouse in Chittagong, one warehouse in Dhaka
and one warehouse in Bogra. MJLBLs total distribution pie is evenly distributed i.e. each party (JOCL,
wholesalers and industrial buyers) are getting about 30%-35% of total distribution. Sales are made against
A/C Payee cheques for JOCL and against Demand Draft or Payment order for wholesalers and industrial
buyers so there is no scope of irrecoverable debts.
DISTRIBUTION OF PRODUCTS

Plant at Chittagong
MJBLs Warehouses/
Sales Centre
Dhaka
Reseller
Customer
Prime Distributor
(JOCL)
Filling Station
of JOCL
Packed Point
Dealer
Agents
Chittagong
Bogra
Jessore
Sylhet
Faridpur
Rangpur
Comilla
Maintaining an enduring relationship with all
stakeholders is a prerequisite for the success of a
business. MJL Bangladesh Ltd. pays utmost
importance to this fact. Throughout its business
journey it has been successful in maintaining an
excellent relationship with its shareholders,
management, customers, suppliers, financiers,
government agencies and the community. This
remarkable relationship has helped
MJLBL in developing a strong
market image.
Relationship
OUR PERFORMANCE
Maintaining an enduring relationship with all
stakeholders is a prerequisite for the success of a
business. MJL Bangladesh Ltd. pays utmost
importance to this fact. Throughout its business
journey it has been successful in maintaining an
excellent relationship with its shareholders,
management, customers, suppliers, financiers,
government agencies and the community. This
remarkable relationship has helped
MJLBL in developing a strong
market image.
Relationship
It is indeed a great pleasure for me to be here with you in the 16th Annual General Meeting of MJL Bangladesh
Limited. On behalf of the Board of Directors and myself, I would like to express my profound gratitude to all
of you for your continuous support and guidance in achieving superior performance of the company.
2013 proved to be a challenging year for the economy of Bangladesh. Political strikes, unresolved negotiations
with donor agencies for major infrastructure projects & halting of the GSP facilities resulted in the slowdown
of the manufacturing and the service industry. Despite these circumstances the GDP growth rate remained
over 6.0% which is quite respectable.
On the back of a turbulent economy, MJLBL achieved significant results in terms of revenue and profit, a
combined result of strong customer loyalty, unparalleled quality of our products and dedicated eforts of
MJLBL employees. While most industries found it challenging to keep pace with changing situations, MJLBL
succeeded in meeting most challenges with high colors.
The lubricant industry in Bangladesh can be divided into three sectors which are Industrial lubricants (IL),
commercial vehicle lubricants (CVL) and private vehicle lubricants (PVL). MJLBL ofers lubricants to all three
sectors 25% of the total demand for lubricants in Bangladesh during 2013 was for Industrial lubricants which
were used in the energy sector, manufacturing and processing industry. Commercial vehicle lubricant
accounted for 46% and Private vehicle lubricants accounted for 29% of the total demand for lubricants.
MJLBL has a comprehensive line of high-performance lubricants including industrial oils, extreme pressure
greases, gear oils, synthetic lubricants, engine oils and many other lubricant and reliability solutions. In 2013
IL constituted for 49% of MJLBL lubricant sales, while CVL and PVL sales constituted for 31% and 20% of
total sales respectively.
MJLBL generated total sales of BDT 7,188 Million an almost 3% increase from 2012. 46% of the revenue was
generated from the trading unit while 43.38% was generated from the manufacturing unit. The rest was
generated from the oil tanker. Mobil remains the number one lubricant in the Bangladesh market and also
holds the largest market share.
From the Desk of Chairman
MJLBL generated a net profit of BDT 721 million an increase of 10.85% over the previous year. The increase
is attributed to an increase in sales and prudent eforts taken by the company to keep costs at a minimum.
Financial costs were brought down by almost 16% which also contributed to increased profits and stands
out as a tribute to managerial eficiency.
MJLBLs success greatly relies on its strong brand positioning, strong technical support and having a
local blending facility. MJLBLs comprehensive product line, good distribution coverage and strong
endorsements from equipment manufacturers have also helped to maintain market leadership.
MJLBL continues to uphold its responsibility towards the people, the environment and the country in all
its eforts. In 2013 MJLBL made sizeable donations for the health care of underprivileged men, women
and children and also distributed clothes amongst the needy during winter. MJLBL also supported various
cultural organizations for promoting arts and culture. With uncompromising quality in all our products and
a keen eye on new environment friendly technologies, MJLBL looks forward to gaining further success in
the upcoming years.
I would like to extend my gratitude to the Bangladesh Securities & Exchange Commission, The Dhaka
Stock Exchange, The Chittagong Stock Exchange, National Board of Revenue, Registrar of Joint Stock
Companies and firms, and other regulatory bodies for their guidance and support to the company.
Dr. Md. Mozammel Haque Khan
Chairman
MESSAGE
1. Dear Shareholders
On behalf of the Board of Directors, it gives me
immense pleasure to welcome you to the 16
th

Annual General Meeting of MJL Bangladesh Ltd
(MJLBL). We have passed a challenging year in a
fiercely competitive market. Despite that we have
managed to overcome all challenges and the year
has ended on an optimistic note. I am pleased to
present with this report the Audited Statement of
Financial Position, Statement of Comprehensive
Income, Statement of Cash Flows and Statement
of Changes in Equity for the year ended December
2013 along with the Auditors Report thereon for
your valued consideration
2. World Lubricant Market Outlook
World lubricant demand during 2013 was 41.35
Million Metric tons. This is likely to increase by
2.3% and reach to 42.3 million metric tons in
2014. Although growth will be modest in volume
terms, value gains will be more substantial as
more expensive high performances lubricants
are substituted for lower valued ones. Some of
the key players in the lubricant industry include
ExxonMobil, Royal Dutch Shell, British Petroleum,
Castrol, Chevron, Total and Fuchs.
Advances will be the strongest in the developing
Asian countries due to ongoing rapid
industrialization as well as rising car ownership
rates, particularly in Asia region. These trends will
also favor growth in Africa, the Middle East and
Latin American region.
In contrast, greater availability of high performance
lubricants, increased global competition and
increasingly stringent environmental regulations
will restrain advances or contribute to negative
growth in lubricant demand in the more developed
countries of Western Europe, the United States and
Canada, as well as in the European Union member
countries of Eastern Europe and in Japan.
Despite the downturn in the global motor vehicle
market during the last few years, motor vehicle
lubricant demand will continue to expand
throughout the upcoming period once an
economic recovery begins to take hold.
3. Lubricant Market in Bangladesh
The lubricant market has been growing steadily for
the last couple of years driven by strong demand
from the automotive and industrial sector. Steady
growth in economy has led to increase in vehicles,
for personal and commercial usage. The fast
growing industrial sector which includes the energy
sector, manufacturing and processing sector is
also accelerating the demand for lubricants.
The lubricants market is estimated to be worth
Tk 2,400 crore, which was Tk 1,200 crore five
years ago. Annual domestic consumption
now stands at around 100,000 tonnes, with
the market growing at almost 2.5% a year,
which is on par with India but behind China.
Private Vehicle lubricants and commercial vehicle
lubricants combined account for 75% of the total
lubricant consumption in 2013. Industrial lubricants
account for 25% of the total demand for lubricants.
DIRECTORS REPORT TO THE SHAREHOLDERS
Asia
Pacific
North
America
Central
Eastern
Western
Europe
Latin
America
Africa Middle
East
Lubricant Demand by Region
4
1
%
2
0
%
9
%
1
1
%
8
%
5
%
6
%
Global Lubricant Demand
(Million Metric Tons)
2012 2013 2014 2015
4
0
.
5
5
4
1
.
3
5
4
2
.
3
4
3
.
2
7
After independence in 1971 until 2000, only the
state owned oil companies were allowed to import,
blend or distribute lubricants in Bangladesh, and
during that period 65 percent of all lubricants
contained no additives. In 2001, the marketing of
lubricants was liberalized. Blending, importing, and
distribution of non-additive treated engine oils were
banned. Minimum API standard was set at SC/CC.
Since then, more than 70 brands of lubricants have
entered the Bangladesh market. The liberalization
of the lubricant market encouraged commissioning
of 11 privately owned blending plants.
MJLBL leads the lubricants market with the having
the single largest market share of 30%. MJLBL is
closely followed by British Petroleum at 11%, French
brand Total at 5% and Shell, Castrol and Caltex
with 2% each. Omera a newly introduced brand of
Lubricants produced by MJLBL has been widely
accepted by consumers. Within a short span of
time, Omera has captured a 2% market share and is
showing great potential for growth. The remaining
46% share of the market is held by over 70 brands.
4. Industry Outlook and Sector Wise
Performance (2014)
2014 ofers potential for the growth of the
Lubricant industry. The growth is likely to be fueled
by demands from two key sectors, Industrial and
automotive.
The industrial sector is likely to grow at 2.5%
which will lead to more productions and greater
consumption of lubricants. The industrial sector
was which sufered a major setback in 2013 due
to unrest, is expected to make expansions and
further investments in 2014. The automotive
sector is also likely to grow, despite high Interest
rates on car loans & high import duties on vehicle
imports. Taking these factors into consideration it is
expected that the automotive sector will grow and
fuel the need for lubricants.
54% of all lubricants available to consumers in the
market is produced and supplied by renowned
local and foreign manufacturers. The remaining
46% of the lubricants is serviced by small brands,
ofering low-grade often adulterated lubricants at
low price. The availability of low priced adulterated
lubricants threatens the Lubricants industry when
consumers mistakenly purchase sub standard
products. The damage caused to machinery for
using substandard materials is immeasurable.
MJLBL holds free awareness sessions and product
demonstrations to inform consumers on ways
of identifying adulterated products as well as
informing them about the benefits of using high
performance goods.
5. Source of Availability of Raw Materials,
Power Water, Gas & Principle Suppliers
The major raw materials of MJLBL are imported,
mainly from Singapore, China, Thailand, Malaysia,
India, Switzerland and the Netherlands. Suppliers
are evaluated periodically on supply reliability,
quality and prices etc. It is always focused that
they meet the benchmark in terms of quality and
reliability with the help of supplier appraisals and
track record. Key suppliers include ExxonMobil,
Afton Chemical India Pvt. Ltd, HYRAX OIL SDN
BHD, Varian, Metrohm etc. There are also two local
suppliers namely East Coast Trading (Pvt) Limited
and EC Distribution Limited.
Source of electricity supply is Bangladesh Power
Development Board. In addition, there are two
high capacity and well equipped stand by diesel
generators of 450 KVA each, which are capable of
meeting full load requirement in case of emergency.
It is installed at plant site. Water supply is ensured
from Chittagong WASA. Except for ordinary use
in ofice, the company does not require gas for
manufacturing operation in any lines.
6. Business Performance
MJLBLs financial performance in 2013 was
noteworthy, at a time when the overall economy
faced dificult challenges, topped by a stagnant
global economy. Revenue for 2013 surpassed
revenue of 2012 by 2.77% reaching BDT 7,188 Million.
This has been achieved by paying close attention to
Lubricant Market in Bangladesh
2
9
%
2
5
%
Total IL CVL PVL
1
0
0
%
4
6
%
MESSAGE
customer needs and delivering high performance
products in a highly competitive market. 30% of
all lubricants needs in Bangladesh are provided
by MJLBL, the single largest shareholder in the
Bangladesh market.
46% of MJLBLs revenue is generated by the
manufacturing unit, 43.38% by the trading unit
and 10.62% of total revenue is generated by the oil
tanker unit.
In 2013 inflation rate was as high as 7% throughout
the year. Despite inflationary pressures, prudent
management of costs and eficient sourcing of raw
materials has resulted in an increase in gross profit
margin. Gross profit margin was 20.64% in 2013
compared to 18.97% in 2012.
By balancing short term and long term borrowing
and ensuring optimum utilization of internal funds
& equity, financial charges in 2013 was 15.7% less
than that of 2012. MJLBL also managed to maintain
a sound credit rating throughout the year which
helped MJLBL to secure funds at competitive rates.
After tax profits for 2013 was BDT 721.88 million,
10.85% higher than 2012. This is a result of
managements relentless efort to increase sales
and reduce all costs to increase profitability of the
entire company. Profit margin for 2013 increased to
10.04% from 9.31% in 2012.
This noteworthy performance contributed a higher
return on assets standing to 5.29% which was
4.20% in 2013. The return on Equity increased to
9.84% from 9.03%. The interest coverage ratio for
2013 is 5.29 times, which was 4.2 times in 2012. This
Sales Revenue
Figure in Million BDT
2013 2012
7
,
1
8
8
.
0
2
6
,
9
9
4
.
3
2
After Tax Proits
Figure in Million BDT
2013 2012
7
2
1
.
8
8
6
5
1
.
2
1
Interest Coverage Ratio
2013 2012
5
.
2
9
4
.
2
0
Return on Assets
2013 2012
5
.
2
9
%
4
.
2
0
%
Revenue Composition
Manufacturing Trading Oil Tanker
1
0
.
6
2
%
4
6
.
0
0
%
4
3
.
3
8
%
is a good Indication of MJLBLs financial capacity to
service its outstanding debt and a reassurance for
all lenders of MJLBL.
Earnings per share during 2013 were BDT 3.03 per
share and increase from BDT 2.73 per share in 2012.
Market Capitalization was (as on 31 December) BDT
17,909.33 Million on the Dhaka stock exchange.
7. Related Party Transaction
A statement of all related party transactions is
shown in page no 135 of this annual report.
8. Venturing into Foreign Markets
Omera Lubricants Solutions, a premier grade
lubricant manufactured by MJLBL is being exported
to Nepal, Singapore, Malaysia & Brunei. Under
proprietary technology with selective base oils
and additives supplied by global oil majors, Omera
Lubricants has proven to be a very competitive and
technologically advanced product in the local as
well as foreign markets.
Omera Lubricants has been approved as a safe and
high quality product by all regulatory bodies and
met all standards necessary. International market
for lubricants is a huge segment of the worlds
economic activity particularly in Asia and ofers
huge potential for exporting Omear Lubricants.
Based on the success of current exports MJLBL is
looking forward to establishing a strong foothold
in other growing markets with superior technology
and vibrant marketing.
9. Omera LUBE 1, first Bangladeshi brand
to participate in Junior World Rally
championship.
MJL Bangladesh Limited is the proud sponsor of
the promising young Norwegian Driver Marius
Asen in Junior WRC (World Rally Championship)
Omera Lube is the 1
st
Bangladeshi Brand to actively
participate in an International Motorsport. Team
Omera Finished the Norwegian season with
three wins in a row and Sliver in the Norwegian
Championship with a Car run on Omera LUBE 1,
an advanced performance engine oil formulated
under leading edge Synthetic Technology. The
roads in this epic Motorsport adventure ranged
from the ice and snow of Scandinavia, in the stifling
heat of Greece and the shifting gravel surface of
Norway. Omera Lube 1 has proved to withstand
all sorts of extreme conditions and perform under
tough conditions.
10. Parent, Subsidiary and Associate
companies
MJL Bangladesh is a Public Limited company listed
in the Dhaka and Chittagong stock exchange.
The major shareholders of the company are EC
securities Limited owning 58.35% shares and
Jamuna Oil company owning 19.45% shares. The
rest of the shares is owned by the general public.
MJL Bangladesh ltd. is the parent company of
Omera Petroleum Ltd (OPL) & Omera Cylinders Ltd
(OCL). OPL has undertaken a project to install a
state-of- the- art LPG terminal with import, storage,
bottling & marketing facilities. The Main Terminal is
located at Mongla and three satellite stations are
located at Bogra (Sherpur), Dhaka (Ghorashal) and
Chittagong (Mireshharai) respectively.
The company is expected to meet the growing
demand for LP Gas, especially mitigating existing
fuel crisis in the country with its plant capacity of
100,000 TON per annum and eficient distribution
channels. The project will be expected to be
operational by July 2014. OCL was established with
state of the art facilities to manufacture cylinders
for the LP gas plant.
11. Corporate and Financial Reporting
Framework
The members of the board in accordance with the
Bangladesh Securities and Exchange Commissions
Notification no: SEC/CMRRCD/2006-158/134/
Admin/44dated 07 August 2012, confirm
compliance with the financial reporting framework
for the following:
Return on Equity
2013 2012
9
.
8
4
%
9
.
0
3
%
MESSAGE
a. The financial statements prepared by the
management of MJLBL, present fairly its state
of afairs, the result of its operations, cash flows
and changes in equity.
b. Proper books of account of the issuer company
have been maintained.
c. Appropriate accounting policies have been
consistently applied in preparation of the
financial statements and that the accounting
estimates are based on reasonable and
prudent judgment.
d. International Accounting Standards (IAS)/
Bangladesh Accounting Standards (BAS)/
International Financial reporting Standards
(IFRS)/ Bangladesh Financial Reporting
Standards, as applicable in Bangladesh, have
been followed in preparation of the financial
statements and any departure there from has
been adequately disclosed.
e. The system of internal control is sound in
design and has been efectively implemented
and monitored.
f. There are no significant doubts upon the issuer
companys ability as going concern.
12. Risk Factor
Diferent risk factors and management perception
about the mitigation is shown in page no 85 of this
annual report.
13. Key Operating and Financial Data of
last five Years
Key operating and financial data of last five years is
shown in page no 31 of this annual report.
14. Utilization of IPO Fund
MJLBL has collected BDT 4,600 Million through
initial public ofering. 38% of the total funds were
spent on purchasing an oil tanker. 32% of the
money was spent in establishing the Liquefied
Petroleum Gas (LPG) Terminal Plant. The remaining
30% of the funds were used for procuring Land for
the Corporate Head Ofice Building.
15. Dividend
Profit after tax during the year stood at BDT 721.88
Million against BDT 651.21 Million in the previous
year indicating an increase of 10.85% in after tax
profit. The Board of Directors of MJL Bangladesh
Limited has recommended 25% cash dividend for
the calendar year 2013
16. Contribution to the National Exchequer:
MJLBL regularly pays its corporate tax, withholding
tax and VAT on time. We have deposited BDT 340.99
million to government exchequer as withholding
tax and corporate tax in the year 2013. We have
also deposited BDT 1,530.07 million as VAT in the
year 2013.
17. Shareholding Pattern
The Shareholding Pattern of the company at the end
of year is shown in page no 28 of this annual report.
18. Board Meetings and Attendance
During the year ended on December 31, 2013, seven
meetings of the Board of Directors were held. The
attendance of the Directors is shown in page no 71
of this annual report.
19. Audit Committee
During the year ended on December 31, 2013, four
meetings of the Audit Committee were held. The
attendance of the members is shown in page no 71
of this annual report.

20. Going Concern
The financial statements of the company have
been prepared on a going concern basis, which
contemplates the realization of assets and the
satisfaction of liabilities in the normal course of
business. The Board of Directors of MJLBL has made
annual assessment about whether there exists any
material uncertainty which may cast significant doubt
upon the companys ability to continue as a going
concern and confirms the entity as a going concern.
21. Human Resources
Human Resources of the company are contributing
individually as well as collectively to move the goal
and objective forward. In MJLBL, our aim is to employ
the right people, develop their capacities, manage
their life cycle and reward their performance. As
a market leader in lubricant industry, MJLBL has
focused on establishing a dynamic HR process in line
with ExxonMobils practices worldwide for meeting
its human resource needs. Based on the current and
future need of human resources, MJLBL has planned
to fill the required position either by using internal
candidates from the own talent pool or by hiring
competent and skilled people from external sources
through a transparent recruitment process.
MJLBL is committed to maintain a healthy and fair
work environment, free from discrimination based
on gender, age, national origin, religion, marital
status, or any other basis not prohibited by law. In
short, the aim is to maintain the place of work and
surrounding conditions in a manner that permits
employees to work to the highest efectiveness
and to their full potentials. At MJLBL, we always
appreciate efective internal communication
and free flow of ideas, open door policy, fairness,
commitment, teamwork and highest standards of
professional excellence and integrity.
Development program for human resources are
implemented in three stages. First, training needs
for a particular employee are assessed by the
departmental heads, then training programs are
conducted in in-house and outside the organization,
finally assessment is done for the trained employee
how he or she utilizes the training in the workplace.
In addition to compensation package, a number of
policies are formulated for welfare of employees
in the form of incentive/ performance bonus,
medical allowances, subsidized lunch, contributory
provident fund and employee gratuity scheme. A
KPI based performance management process
has been introduced to measure and recognize
employee performance. At end of 2013, the total
human resource strengths were 144.
22. Directors Remuneration
Directors are not entitled to any remuneration
other than attending meeting of the Board and its
Committee. The amount of remuneration paid to
directors is also disclosed in page no 133 of this
annual report.
23. Directors Election and Re-Appointment
The Board of Directors of the company consists
of eight members including two Independent
Directors. Of them Mr. Q.M. Shariful Ala has been
appointed as independent Director to the Board
of MJLBL in its 66
th
Meeting held on October 30,
2013. In accordance with the Article of Association
of the company, one third of the total number of
Directors is to retire by rotation every year and as
per corporate guideline of SEC, the independent
Director(s) shall be nominated by the Board of
Directors and approved by the shareholders in
the Annual General Meeting. Accordingly two
Directors namely Mr. Azam J Chowdhury, Mr. Md.
Aminur Rahman and Independent Director Mr. Q.M.
Shariful Ala shall retire from the Board in the 16
th

Annual General Meeting and being eligible ofered
themselves for re-election
24. Re Appointment of Managing Director
In accordance with the Companys Act 1994,
Any Individual holding the ofice of the Managing
Director in a company shall, unless his term
expires earlier, be deemed to have vacated his
ofice immediately on the expiry of five years.
Accordingly Mr. Azam J. Chowdhury completed
the tenure of his ofice as Managing Director
of the company on December 14, 2013. He was
reappointed as Managing Director of the company
for a further period of five years efective form
December 15, 2013 by the Board of Directors
(BOD) of the company in the BOD meeting held on
December 19, 2013. His appointment as Managing
Director has been placed for the approval by the
shareholders in the 16
th
Annual General Meeting.
25. Appointment of New Auditors
The auditors, A. Qasem & Co Chartered Accountants,
will retire at the conclusion of the ensuing Annual
General Meeting. As per Bangladesh Securities
and Exchange Commission notification no. SEC/
CMRRCD/2009-193/104/Admin dated July 27, 2011;
every public listed company shall not appoint any
firm of Chartered Accountants as its statutory
auditors for a consecutive period exceeding
three years. Therefore, the board of directors has
proposed, A. Qasem & Co Chartered Accountants
to engage as statutory auditors (subject to approval
at the 16
th
Annual General meeting to be held on
June 28, 2014 by members of the company) up to
17
th
Annual General meeting to be held on 2015.
A. Qasem & Co Chartered Accountants have
expressed their willingness to accept appointment
as statutory auditors.
MESSAGE
26. Our Gratitude
The Board would like to express its deepest
gratitude to the shareholders and all stakeholders of
the company for the continued support which has
paved the way for the success of this company. The
board is grateful to the Government of Bangladesh,
Ministry of Energy and Mineral resources, Ministry
of Commerce and Industries, Bangladesh Bank
(BB), Board of Investment (BOI), National Board of
Revenue (NBR), Bangladesh Securities & Exchange
Commission (BSEC), Dhaka Registrar of Joint
Stock Companies and firms (RJSC), Dhaka Stock
Exchange (DSE), Chittagong Stock Exchange
(CSE), Central Depository Bangladesh Limited
(CDBL),Chief Controller of Export and Import,
MJLBLs bankers and financial institutions, vendors
and other business partners. for their cooperation
extended to the company during the year.
Our special appreciation goes to our customers
for their continued loyalty and for putting their
confidence in us to deliver superior quality
products consistently over the past few years.
We would also like to take this opportunity to
thank all employees of MJLBL who have put their
excellent work and dedication which has allowed
us to be the most preferred lubricants provider in
Bangladesh.
Thank you all
On Behalf of the Board of Directors
Chairman
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MESSAGE
Pattern of Shareholdings on December 31, 2013 as required by the revised Corporate Governance
Guidelines under section 1.5 (xxi) issued by BSEC
i) Parent/Subsidiary/Associated companies and other related party:
Name of Shareholder Percentage Shares held
EC Securities Limited 58.352 139,153,450
Jamuna Oil Company Limited 19.454 46,393,300
ii) Shareholding status of Directors/CEO/CS/CFO/Head of Internal Audit and their spouses and
minor children:
Name Relation Shares held
Dr. Md. Mozammel Haque Khan Nominated Director of Jamuna Oil Company Ltd. Nil
Abdul-Muyeed Chowdhury Nominated Director of EC Securities Ltd. Nil
Md. Aminur Rahman Nominated Director of EC Securities Ltd. Nil
Alim Uddin Ahmed Nominated Director of Jamuna Oil Company Ltd. Nil
Tanjil Chowdhury Nominated Director of EC Securities Ltd. 5,290
Azam J. Chowdhury Nominated Director of EC Securities Ltd. 5,290
Dr. Mohammad Tamim Independent Director Nil
Quazi Mohammad Shariful Ala Independent Director Nil
Kh. Md. Sanaul Haque Chief Executive Oficer Nil
Mohammad Tipu Sultan, FCA Chief Financial Oficer Nil
Farhana Afreen Mahmood Company Secretary Nil
Md. Obaidul Islam Khan, ACA Head of Internal Audit Nil
iii) Top five salaried persons other than CEO, CFO, CS and HIA
Designation Name Shares held
Executive Director and Chief Engineer M. Mukul Hossain Nil
Finance Controller Mohammad Mizanur Rahman, FCA Nil
Deputy General Manager Engr. Salah Uddin Ahmed Nil
Head of Marketing Md. Ahsan Kabir Nil
Assistant General Manager Seakh Awan Hoque Nil
iv) Shareholders holding ten percent or more voting interest in the company:
Name of Shareholder Percentage Shares held
EC Securities Limited 58.352 139,153,450
Jamuna Oil Company Limited 19.454 46,393,300
Annexure I
Board Meeting and attendance during the year ended December 31, 2013
Name of Directors
Number of
meetings held
whilst a Board
member
Meetings
Attended
Remarks
Mohammad Mejbahuddin 1 1 Nomination withdrawn on February 14, 2013
Dr. Md. Mozammel Haque
Khan
7 7 Appointed on February 14, 2013
Alim Uddin Ahmed 4 4 Appointed on May 21, 2013
Abdul -Muyeed Chowdhury 7 7
Md. Aminur Rahman 7 7
Mizanur Rahman 3 3 Nomination Withdrawn on May 21, 2013
Azam J. Chowdhury 7 6
Tanjil Chowdhury 7 6
Dr. Mohammad Tamim 7 6
Quazi Mohammad Shariful Ala 1 1 Appointed on October 30, 2013
Audit Comittee Meeting and attendance during the year ended December 31, 2013
Name of Members
Number of
meetings held
whilst an Audit
Committee
Member
Meetings
Attended
Remarks
Dr. Mohammad Tamim 4 4
Md. Aminur Rahman 4 4
Alim Uddin Ahmed 1 1 Appointed on July 29, 2013
Mizanur Rahman 2 2 Nomination withdrawn on May 21, 2013
Tanjil Chowdhury 4 4
Annexure II
MESSAGE
Certicate of Compliance to the Shareholders of
MJL Bangladesh Ltd.
We have examined compliance to the BSEC guidelines on Corporate Governance by MJL Bangladesh Ltd.
for the year ended 31 December 2013. These guidelines relate to the Notification no. SEC/CMRRCD/ 2006-
158/134/Admin/44 dated 07 August 2012 of Bangladesh Securities and Exchange Commission (BSEC) on
Corporate Governance.
Such compliance to the codes of Corporate Governance is the responsibility of the Company. Our
examination was limited to the procedures and implementation thereof as adopted by the Management
in ensuring compliance to the conditions of Corporate Governance. This is a scrutiny and verification only,
and not an expression of opinion or audit on the financial statements of the company.
In our opinion and to the best of our information and according to the explanations provided to us, we
certify that the Company has complied with the conditions of Corporate Governance as stipulated in the
above mentioned guidelines issued by BSEC.
We also state that such compliance is neither an assurance as to the future viability of the Company nor
a certification on the eficiency or efectiveness with which the Management has conducted the afairs of
the Company.
Dhaka, 01 June 2014 Nurul Faruk Hasan & Co.
Chartered Accountants
Nurul Faruk Hasan & Co, a Bangladeshi partnership firm, is a member of BDO International Limited, a UK company limited by guarantee,
and forms part of the international BDO network of independent member firms.
Tel : +880-2-841 2989, 8410956
Fax : +880-2-841 7979
Email : info@bdo.com.bd
www.bdo.com.bd
Nurul Faruk Hasan & Co.
JHK Windcel
Western Block, Level-4
KA-90 Pragoti Saroni (Bishwa Road)
Dhaka-1229, Bangladesh
MESSAGE
Status of compliance with conditions imposed by the Commissions Notification No.SEC/
CMRRCD/2006-158/134/Admin/44 dated August 07, 2012 issued under section 2CC of the Bangladesh
Securities and Exchange Ordinance, 1969 is presented below:
(Report under Condition No. 7.00)
Condition No. Title
Compliance status
(Put in the
appropriate column)
Remarks
(if any)
Complied
Not
complied
1.0 Board of Directors
1.1 Boards Size
The number of Board of Directors should not be less than 5
(five) and more than 20 (twenty)

1.2 Independent Directors
(i)
At least one fifth (1/5) of the total number of directors
in the companys board shall be independent
directors.
(ii) a)
Who either does not hold any share or holds less
than 1% shares to the total paid-up shares of the
company;
(ii) b)
Who is not a sponsor of the company and is not
connected with the companies any sponsor or
director or shareholder who holds one percent (1%)
or more share of the total paid-up shares of the
company on the basis of family relationship.
(ii) c)
Who does not have any other relationship whether
pecuniary or otherwise, with the company or its
subsidiary/ associated companies or its subsidiary
/associated companies.
(ii) d)
Who is not a member, director or oficer of any
stock exchange?

(ii) e)
Who is not a shareholder, director or oficer of any
member of stock exchange or an intermediary of
the capital market?
(ii) f)
Who is not a partner or an executive or was not
a partner or an executive during the preceding 3
(three) years of the concerned companys statutory
audit firm.
(ii) g)
Who shall not be an independent director in more
than 3 (three) listed companies.

(ii) h)
Who has not been convicted by a court of
competent jurisdiction as a defaulter in payment
of any loan to a bank or a Non-Bank Financial
Institution (NBFI).
(ii) i)
Who has not been convicted for a criminal ofence
involving moral turpitude?
(iii)
The independent director(s) shall be appointed
by the board of directors and approved by the
shareholders in the Annual General Meeting (AGM).
COMPLIANCE REPORT ON BSECS NOTIFICATION

Condition No. Title
Compliance status
(Put in the
appropriate column)
Remarks
(if any)
Complied
Not
complied
(iv)
The post of independent director(s) can not remain
vacant for more than 90 (ninety) days.

Mr.
Q.M.Shariful
Ala was
appointed on
30 October
2013
(v)
The Board shall lay down a code of conduct of all
Board members and annual compliance of the
code to be recorded.
(vi)
The tenure of ofice of an independent director
shall be for a period of 3 (three) years, which may
be extended for 1 (one) term only.
1.3 Qualification of Independent Director (ID)

(i)
Independent Director shall be a knowledgeable
individual with integrity who is able to ensure
compliance with financial, regulatory and corporate
laws and can make meaningful contribution to
business.
(ii)
The person should be a Business Leader / Corporate
Leader / Bureaucrat / University Teacher with
Economics or Business Studies or Law background
/ Professionals like Chartered Accountants, Cost
& Management Accountants, and Chartered
Secretaries. The independent director must have at
least 12 (twelve) years of corporate management /
professional experience.
(iii)
In special cases the above qualifications may be
relaxed subject to prior approval of the Commission.
- - Not Applicable
1.4 Chairman of the Board and Chief Executive Oficer
The positions of the Chairman of the Board and the Chief
Executive Oficer of the companies shall be filled by diferent
individuals with defined diferent roles and responsibilities.
The Chairman of the company shall be elected from among
the directors of the company.
1.5 The Directors Report to Shareholders

(i)
Industry outlook and possible future development
in the industry.

(ii) Segment-wise or product-wise performance.
(iii) Risks and concerns.
(iv)
A discussion on Cost of Goods sold, Gross Profit
Margin and Net Profit Margin.

(v)
Discussion on continuity of any Extra-Ordinary gain
or loss.
- - Not Applicable
(vi)
Basis for related party transactions- a statement of
all related party transactions should be disclosed in
the annual report.
(vii)
Utilization of proceeds from public issues, rights
issues and / or through any others instruments.

Condition No. Title
Compliance status
(Put in the
appropriate column)
Remarks
(if any)
Complied
Not
complied
(viii)
An explanation if the financial result deteriorate
after the company goes for Initial Public Ofering
(IPO), Repeat Public Ofering (RPO), Rights Ofer,
Direct Listing, etc.
- - Not Applicable
(ix)
If significant variance occurs between Quarterly
Financial performance and Annual Financial
Statements the management shall explain about
the variance on their Annual Report.
- - Not Applicable
(x)
Remuneration to directors including independent
directors.

(xi)
The financial statements prepared by the
management of the issuer company present fairly
its state of afairs, the result of its operations, cash
flows and changes in equity.
(xii)
Proper books of account of the issuer company
have been maintained.

(xiii)
Appropriate accounting policies have been
consistently applied in preparation of the financial
statements and that the accounting estimates are
based on reasonable and prudent judgment.
(xiv)
International Accounting Standards (IAS)/
Bangladesh Accounting Standards International
Accounting Standards (IAS)/ Bangladesh
Accounting Standards
(BAS)/ International Financial Reporting
Standards (IFRS)/ Bangladesh Financial Reporting
Standards (BFRS), as applicable in Bangladesh,
have been followed in preparation of the financial
statements and any departure there-from has
been adequately disclosed.
(xv)
The system of internal control is sound in design and
has been efectively implemented and monitored.

(xvi)
There are no significant doubts upon the issuer
company's ability to continue as a going concern. If
the issuer company is not considered to be a going
concern, the fact along with reasons thereof should
be disclosed.
- - Not Applicable
(xvii)
Significant deviations from the last years operating
results of the issuer company shall be highlighted
and the reasons thereof should be explained.
- - Not Applicable
(xviii)
Key operating and financial data of at least
preceding 5 (five) years shall be summarized.

(xix)
If the issuer company has not declared dividend
(cash or stock) for the year, the reasons thereof
shall be given.
- - Not Applicable
(xx)
The number of Board meetings held during the year
and attendance by each director shall be disclosed.

(xxi)
The pattern of shareholdings and name wise details
disclosing the aggregate number of shares:
CORPORATE GOVERNANCE MESSAGE
Condition No. Title
Compliance status
(Put in the
appropriate column)
Remarks
(if any)
Complied
Not
complied
(xxi) a)
Parent/Subsidiary/Associated Companies and
other related parties (name wise details).

(xxi) b)
Directors, Chief Executive Oficer, Company
Secretary, Chief Financial Oficer, Head of Internal
Audit and their spouses and minor children (name
wise details).
(xxi) c)
Executives (top five salaried employees of the
company, other than the Directors, Chief Executive
Oficer, Company Secretary, Chief Financial Oficer
and Head of Internal Audit).
(xxi) d)
Shareholders holding ten percent (10%) or more
voting interest in the company (name wise details).

(xxii) Appointment/Reappointment of Directors:
(xxii) a) A brief resume of the director.
(xxii) b)
Nature of his/her expertise in specific functional
areas.

(xxii) c)
Names of companies in which the person also
holds the directorship and the membership of
committees of the board.
2.0 Chief Financial Oficer (CFO), Head of Internal Audit and Company Secretary (CS)
2.1
The company shall appoint a Chief Financial Oficer (CFO),
a Head of Internal Audit (Internal Control and Compliance)
and a Company Secretary (CS). The Board of Directors
should clearly define respective roles, responsibilities and
duties of the CFO, the Head of Internal Audit and the CS.
2.2
The CFO and the Company Secretary of the companies
shall attend the meetings of the Board of Directors.

3.0 Audit Committee
(i)
The company shall have an Audit Committee as a
sub-committee of the Board of Directors.

(ii)
The Audit Committee shall assist the Board of
Directors in ensuring that the financial statements
reflect true and fair view of the state of afairs of
the company and in ensuring a good monitoring
system within the business.
(iii)
The Audit Committee shall be responsible to
the Board of Directors. The duties of the Audit
Committee shall be clearly set forth in writing.
3.1 Constitution of the Audit Committee

(i)
The Audit Committee shall be composed of at least
3 (three) members.

(ii)
The Board of Directors shall appoint members
of the Audit Committee who shall be directors
of the company and shall include at least 1 (one)
independent director.
MESSAGE
Condition No. Title
Compliance status
(Put in the
appropriate column)
Remarks
(if any)
Complied
Not
complied
(iii)
All members of the audit committee should be
financially literate and at least 1 (one) member shall
have accounting or related financial management
experience.
(iv)
When the term of service of the Committee
members expires or there is any circumstance
causing any Committee member to be unable to
hold ofice until expiration of the term of service,
thus making the number of the Committee
members to be lower than the prescribed number
of 3 (three) persons, the Board of Directors shall
appoint the new Committee member(s) to fill up
the vacancy(ies) immediately or not later than 1
(one) month from the date of vacancy(ies) in the
Committee to ensure continuity of the performance
of work of the Audit Committee.
(v)
The company secretary shall act as the secretary of
the Committee.

(vi)
The quorum of the Audit Committee meeting shall
not constitute without at least 1 (one) independent
director.
3.2 Chairman of the Audit Committee

(i)
The Board of Directors shall select 1 (one) member
of the Audit Committee to be Chairman of the Audit
Committee, who shall be an independent director.
(ii)
Chairman of the audit committee shall remain
present in the Annual General Meeting (AGM).

3.3 Role of Audit Committee
(i) Oversee the financial reporting process.
(ii)
Monitor choice of accounting policies and
principles.

(iii) Monitor Internal Control Risk management process.
(iv)
Oversee hiring and performance of external
auditors

(v)
Review along with the management, the annual
financial statements before submission to the
board for approval.
(vi)
Review along with the management, the quarterly
and half yearly financial statements before
submission to the board for approval.
(vii) Review the adequacy of internal audit function.

(viii)
Review statement of significant related party
transactions submitted by the management.

(ix)
Review Management Letters/ Letter of Internal
Control weakness issued by statutory auditors.

Condition No. Title
Compliance status
(Put in the
appropriate column)
Remarks
(if any)
Complied
Not
complied
(x)
When money is raised through Initial Public Ofering
(IPO)/Repeat Public Ofering (RPO)/Rights Issue the
company shall disclose to the Audit Committee
about the uses/applications of funds by major
category (capital expenditure, sales and marketing
expenses, working capital, etc), on a quarterly basis,
as a part of their quarterly declaration of financial
results. Further, on an annual basis, the company
shall prepare a statement of funds utilized for
the purposes other than those stated in the ofer
document/prospectus.
3.4 Reporting of the Audit Committee

3.4.1 Reporting to the Board of Directors
(i)
The Audit Committee shall report on its activities to
the Board of Directors.

(ii)
The Audit Committee shall immediately report to
the Board of Directors on the following findings, if
any:-
(ii) a) Report on conflicts of interests. - - Not Applicable
(ii) b)
Suspected or presumed fraud or irregularity or
material defect in the internal control system.
- - Not Applicable
(ii) c)
Suspected infringement of laws, including
securities related laws, rules and regulations.
- - Not Applicable
(ii) d)
Any other matter which shall be disclosed to the
Board of Directors immediately.
- - Not Applicable
3.4.2 Reporting to the Authorities:
If the Audit Committee has reported to the Board of
Directors about anything which has material impact
on the financial condition and results of operation
and has discussed with the Board of Directors
and the management that any rectification is
necessary and if the Audit Committee finds that
such rectification has been unreasonably ignored,
the Audit Committee shall report such finding
to the Commission, upon reporting of such
matters to the Board of Directors for three times
or completion of a period of 6 (six) months from
the date of first reporting to the Board of Directors,
whichever is earlier
- - Not Applicable
MESSAGE
Condition No. Title
Compliance status
(Put in the
appropriate column)
Remarks
(if any)
Complied
Not
complied
3.5 Reporting to the Shareholders and General Investors:
Report on activities carried out by the Audit Committee,
including any report made to the Board of Directors under
condition 3.4.1 (ii) above during the year, shall be signed by
the Chairman of the Audit Committee and disclosed in the
annual report of the issuer company.
- - Not Applicable
4.0 External /Statutory Auditors should not engage in the following services
(i) Appraisal or valuation services or fairness opinions.
(ii)
Financial information systems design and
implementation.

(iii)
Book-keeping or other services related to the
accounting records or financial statements.

(iv) Broker-dealer services.
(v) Actuarial services.
(vi) Internal audit services.
(vii)
Any other service that the Audit Committee
determines.

(viii)
No partner or employees of the external audit firms
shall possess any share of the company they audit
at least during the tenure of their audit assignment
of that company.
(ix)
Audit/certification services on compliance of
corporate governance as required under clause (i)
of condition No. 7
5.0 Subsidiary Company

(i)
Provisions relating to the composition of the Board
of Directors of the holding company shall be made
applicable to the composition of the Board of
Directors of the subsidiary company.
(ii)
At least 1 (one) independent director on the Board
of Directors of the holding company shall be a
director on the Board of Directors of the subsidiary
company.
(iii)
The minutes of the Board meeting of the subsidiary
company shall be placed for review at the following
Board meeting of the holding company.
(iv)
The minutes of the respective Board meeting of
the holding company shall state that they have
reviewed the afairs of the subsidiary company also.
(v)
The Audit Committee of the holding company shall
also review the financial statements, in particular
the investments made by the subsidiary company.
6.0 Duties of Chief Executive Oficer (CEO) and Chief Financial Oficer (CFO)
The CEO and CFO shall certify to the Board that:-
(i)
They have reviewed financial statements for the
year and that to the best of their knowledge and
belief:
Condition No. Title
Compliance status
(Put in the
appropriate column)
Remarks
(if any)
Complied
Not
complied
(i) a)
These statements do not contain any materially
untrue statement or omit any material fact or
contain statements that might be misleading;
(i) b)
These statements together present a true and fair
view of the companys afairs and are in compliance
with existing accounting standards and applicable
laws.
(ii)
There are, to the best of knowledge and belief, no
transactions entered into by the company during
the year which are fraudulent, illegal or violation of
the companys code of conduct.
7.0 Reporting and Compliance of Corporate Governance

(i)
The company shall obtain a certificate from a
practicing Professional Accountant/ Secretary
(Chartered Accountant/ Cost and Management
Accountant/ Chartered Secretary) regarding
compliance of conditions of Corporate Governance
Guidelines of the Commission and shall send the
same to the shareholders along with the Annual
Report on a yearly basis.
(ii)
The directors of the company shall state in the
directors' report whether the company has
complied with these conditions.
MESSAGE
Innovation, new technology and rapid industrialization is fuelling the demand for high quality lubricants. In
an environment of intense competition and a strong desire to increase productivity the lubricant industry is
always on the move to find better means for high performance and environment friendly solutions. MJLBL
for the last 16 years has thrived and succeeded in providing the perfect blend of lubricants from high scale
industrial sector to personal vehicles and remains the single largest provider of lubricants in Bangladesh.
Performance & Growth of MJLBL in 2013
Bangladesh economy has gone through turbulence in 2013. Political deadlock, rising inflation and world
economic slowdown has greatly impacted the growth of the national economy. Despite these hurdles the
GDP growth rate was over 6%, a remarkable achievement when bigger economies faced stagnation.
The lubricant industry in Bangladesh, according to industry experts is growing at 2.5% annually owing to
rising industrialization as well as an increase in vehicle ownership rates. The growth rate would have been
much higher if not for macro economic problems such as lack of power and electricity, political instability
and a decreasing investor confidence. Confronted with such challenges MJLBL has earned revenues of
7,188 Million a 2.8% increase since 2012. Annual Profits have also increased by 10.85% a testament to our
sincere dedication and prudent eforts.
One of the major achievements of MJLBL is to have increased profit margin in a highly competitive industry.
Profit margin for 2013 stood at 10.04% which was 9.31% in 2012. Return on assets increased to almost 6%
which was 5.76% in 2012. Return on Equity also increased to 9.84% which was 9% in 2012. Most importantly
earnings per share increased from BDT 2.73 per share to 3.03 per share.
MANAGING DIRECTORS REVIEW
MESSAGE
MJLBL leads the lubricants market having the single largest market share of 30%. Mobil is closely followed
by British Petroleum at 11 percent, French brand Total at 5 percent and Shell, Castrol and Caltex with 2
percent each. The remaining 46 percent share of the market is held by over 70 brands.

Industrial lubricants (IL), Private vehicles lubricants (PVL) & Commercial vehicles lubricants (CVL) comprise
of the three broad types of lubricants provided by MJLBL. 50% of all sales are generated by IL while the rest
is generated from the private and commercial sectors.
With an in-depth knowledge of the industrial sector combined with a team of highly skilled sales team,
MJLBL has provided almost 60% of all industrial lubricants during 2013 in Bangladesh. The energy sector
remains the largest commercial buyer of industrial lubricants closely followed by manufacturing industry
and processing industry.
MJLBL has achieved notable growth in 2013. The newly introduced Omera Brand Lubricants has been
greatly accepted by consumers as premier grade product. Growth of the new product line is high and it is
showing great potential for growth in the coming years. Within this short span of time Omera has captured
2% of the market share.
With the wide acceptance of OMERA in the local market, Omera Lubricants is now exported to Nepal,
Singapore, Malaysia & Brunei. Under proprietary technology with selective base oils and additives supplied
by global Oil Majors, Omera Lubricants has proven to be a very competitive and technologically advanced
product.
Omera Lubricants has been approved as a safe and high quality product by all regulatory bodies and met
all standards necessary. International market for lubricants is a huge segment of the worlds economic
activity particularly in Asia and ofers huge potential for exporting Omera lubricants. Based on the success
of current exports MJLBL is looking forward to establish a strong foothold in other frontier markets with
strategic planning and vibrant marketing.
The three subsidiaries of MJLBL, Omera Petroleum Ltd., Omera Cylinders Ltd, and MJL & AKT Petroleum
Ltd. are also making advancements in their respective fields. The establishment of Omera Petroleum Ltd.
(OPL) & Omera Cylinders Ltd. (OCL) is near completion. Once operational OPL and OCL in collaboration
will be able to provide bottled liquefied petroleum gas (LPG) to consumers across the country. A brief
description on the MJL & AKT joint venture is given in a separate section of this report.
MJLBL has also signed an agreement with Balmer Lawrie & Co. Ltd, to manufacture high quality steel barrels
Market Share of Major Lubricant
Providers in Bangladesh, 2013
Mobil
BP
Total
Omera
Shell
Castrol
Caltex
Other Brands (70)
46%
3
0
%
1
1
%
5
%
2
%
2
%
2
%
2
%
for storage of lubricating oil. Balmer Lawrie is a much-respected transnational diversified conglomerate
and a market leader in the production of steel barrels, industrial greases & specialty lubricants, with
corporate headquarters in Kolkata, India. The Joint venture will be operational in the upcoming years and
will be able to deliver well-built steel barrels using latest technology.
Commitment to Our Values
MJLBLs growth has always been based on the values the company was founded upon 16 years ago. With
a firm commitment towards technological advancement, nurturing the talent of its human capital and
striving for excellence remains at the core of the companys organic growth. MJLBL is committed to
providing superior technology in all its products and services. All products are tested to ensure maximum
performance and to deliver promised results.
MJLBLs core asset is its people. A group of highly dedicated and passionate individuals, willing to meet
challenges and exceed expectations, drive the growth of this ever evolving venture. Attracting, cultivating
and retaining talent is a key focus of MJLBL, one that has been successfully managed.
MJLBL is also committed to creating awareness regarding contaminated & sub-standard lube oils which
ultimately damage engines and have a harmful impact on the environment. MJLBL is constantly configuring
ways to inform end-users about the harms of adulterated and recycled lubes. As market leaders MJLBL
bears the responsibility of setting the highest standards to protect the lubricant industry of Bangladesh.
We are proactively working alongside regulators so that their intervention with globally accepted standards
ensures the quality of engine oils, which in turn alleviates the consumer and environmental protection
standards.
Note of Appreciation
I would like to take this opportunity to sincerely thank A. Qasem & Co Chartered Accountants for
successful completion of the external audit with utmost professionalism and also for their important
advice on various compliance issues relating to International Financial Reporting Standards (IFRSs) and
Bangladesh Accounting Standards (BASs). We have successfully adhered to all local and international
accounting standards while preparing our financial report through their directives. I am also grateful to
our respected Regulators, Shareholders, Well-Wishers and Stakeholders for their continued support and
confidence, which they have reposed in us.
MJLBLs success can be greatly attributed to the dedication and eforts of its talented human resources.
They are the prime source of strength for the organization. Their hard work, efort and relentless drive
towards achieving fineness have brought MJLBL to its present status from where it can grow from strength
to strength.
Last but not the least, I would like to thank and express my sincere gratitude to our distinguished Chairman
and Honorable members of the Board of Directors for their generous support and encouragement to
the management team without which MJLBL might not have achieved its consistent level of growth and
dominance in the lubricant industry of the country.
During 2013, our continued investment in the company across the value chain allowed us to maintain
the leading position & at the forefront of the lubricants industry. As we carry on our eforts to achieve
excellence, we are transforming into a company that will bring even greater benefit to the economy and
the country as well. On that note I look forward to your continued support in the coming years.
Azam J. Chowdhury
Managing Director
MESSAGE
(a) Interest Rate Risk and Management Perception
Interest Rate Risk
Interest rate risk is concerned with borrowed funds of short term and long term maturity. Volatility in money
market and increased demand for loans/investment funds raise the rate of interest. High rate of interest
increases the cost of fund of a company and could adversely afect the business and future financial
performances.
Management Perception
Due to the volatility in money market, financing in Bangladeshi taka is getting costlier. To mitigate this risk,
MJLBL has been availing loan in foreign currency depending on the situation. As foreign currency loan is
much cheaper compared to a loan availed in Bangladeshi taka, MJLBL is trying to mitigate interest rate risk
mostly by availing foreign currency loan.
(b) Exchange Rate Risk and Management Perception
Exchange Rate Risk
Exchange rate risk would be relevant to MJLBL since the company often requires making large payment
to suppliers through foreign currency for its import of raw materials and other finished products. The price
of raw material in the international market is relatively volatile. Unfavorable volatility or currency fluctuation
may afect the profitability of the Company. Moreover, it needs to settle royalty payment to ExxonMobil in
foreign currency. Moreover, adverse exchange rate movements may cause foreign exchange losses to the
company.
MJLBL imports materials and settles royalties in US Dollar which has been more stable over the past few
months. The management of the company is confident to significantly cushion the foreign currency
risk by strategic purchases through special arrangements/deals made with financial institutions during
settlement of import obligations, making royalty payment and at the time of arrival of proceeds of export
of finished products manufactured at the Lube Oil Blending Plant (LOBP).
(c) Industry Risk and Management Perception
Industry Risk
Industry risk refers to the risk of increased competition from foreign and domestic sources leading to
lower prices, revenues, profit margins, market share etc., which could have an adverse impact on the
business, financial condition and the results of operation. In Bangladesh, lube oil blending and marketing
industry is fully dependent on imported raw materials as no backward linkage is yet to be developed in the
country. The fluctuation of price of raw materials overseas will have a direct impact on the price in the local
market. This is considered as Industry risk.
MJLBL has established a strong supply chain management to mitigate this risk. As per the terms of
RISK FACTORS & MANAGEMENT PERCEPTION
ABOUT THE RISKS
agreement, MJLBL has to purchase base oil and additives from EMAPPL and/or its afiliates at prevailing
market prices and shall not purchase other sources unless EMAPPL and/or its afiliates are unable to supply
the base stock. Beside this, it imports raw materials from the most advanced countries of the world and
tests the quality of raw materials in its modern quality control laboratory to ensure the quality of raw
material. It has adopted quality assurance policy of ExxonMobils worldwide practice which substantially
mitigates industry risk associated with business.
(D) Market Risk and Management Perception
Market Risk
Market risk refers to the risk of adverse market conditions afecting 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. Lubricating oil market in Bangladesh is very competitive due to
the presence of many global giants. Large number of international lubricating oil companies has marketed
their products directly or through local agencies. The major market players are BP (British Petroleum)
marketed by Meghna Petroleum Ltd., Mobil marketed by MJLBL and Total marketed by Padma Oil
Company Ltd. Among all these brands, Mobil is the market leader in Bangladesh in lubricating oil sector.
However, the market share of BP and TOTAL has gradually been increasing over the years. Other major
international brands include Gulf, Castrol, Servo, Caltex and Fuchs which are also represented by local
marketing companies.
MJLBL has strong brand image in the local market. Due to its strong foreign afiliation and for a growing
economy like Bangladesh, there would always be demand for quality lubricating oil and grease product.
MJLBL like other company may face strong competition which might take place even after taking the
most stringent quality control measures. MJLBL has always been aware of the competitive situation in the
market and accordingly, MJLBL is acting as first mover to face any competition.
(e) Technology Related Risk and Management Perception
Technology Related Risk
Technology always plays an essential role in any business concern that ensures better services to the
customers and reduces the cost in various aspects. Any invention of new and more cost efective
technology may cause technological obsolescence and negative operational eficiency. Besides, any
severe defects in the plant and machinery may have an efect on productivity and profitability due to
additional investment for replacement or maintenance.
MJLBL uses a highly sophisticated computerized system to measure and dynamically control the flow
of varieties of Base Stocks and Additives, which are fed into the system in measured quantity as per
the formulation to produce desired grade of Lube Oil. Like other ExxonMobil facilities throughout the
globe, LOBP also has a state of the art laboratory, which is outfitted with the latest laboratory equipment,
such as, ICP, AAS & FTIR Spectrophotometer, Automatic Viscometer, Pour Point Determiner, Density
Meter, etc, procured from the worlds most reputed testing and measuring equipment makers, such as,
Koehler, Metrohm, Perkin-Elmer, Cannon, Julabo, Anton Parr, Gast, etc. Besides, MJLBL has its own R&D
infrastructure and will be able to adapt any new invention with moderate investment. Furthermore, the
company has access to international companies for supplying appropriate technology and technical
management support for operation of new projects.
(f) Risk related to Potential changes in Global or National Policies and Management Perception
Risk related to Potential changes in Global or National Policies
Changes in the existing global or national policies can have either positive or negative impacts on the
company. Any scarcity or price hike of raw materials due to changes in policy in the international market
might slow down the productivity and profitability. Moreover, the performance of the company would also
be hindered due to unavoidable circumstances both in Bangladesh and worldwide like political turmoil.
Since the risk involved with the potential changes in global or national policies are a macro factor, it is
beyond the control of MJL Bangladesh Limited.
The management of MJL Bangladesh Limited is always concerned about the prevailing and upcoming
future changes in the global or national policy and shall respond appropriately and timely to safeguard its
interest. Due to the strong brand equity of the company in the local market; and with deep and profound
knowledge, the company will always endeavor to withstand the unexpected changes or any such potential
threats. Nevertheless, political stability and a congenial business environment is definitely the best situation
in which MJL Bangladesh Limited will achieve its maximum potential. Political turmoil and the disturbances
are not good for the economy as a whole as well as for the company.
MESSAGE
Corporate governance is the system of rules, practices and processes by which a company is directed and
controlled. Corporate governance essentially involves balancing the interests of the many stakeholders in
a company - these include its shareholders, management, customers, suppliers, financiers, government
and the community. Since corporate governance also provides the framework for attaining a companys
objectives, it encompasses practically every sphere of management, from action plans and internal
controls to performance measurement and corporate disclosure.
Board of Directors
The Board consists of eight members including Managing Director and two Independent Directors.
Board members include person of high caliber, with academic and professional qualification in the field
of business and professionals. This gives strength for efective discharge of duties and responsibilities
by the Board. The Board of Directors is responsible for operation of the company for best interest of its
shareholders and are accountable to the shareholders.
Chairman of the Board, Managing Director and CEO
The positions of the Chairman of the Board and the Managing Director of MJLBL are filled by diferent
individuals. The chairman of the company is elected among the Directors of the company. The Board
of Directors also clearly defined respective roles and responsibilities of the Chairman and the Managing
Director in addition to their roles and responsibilities as per Articles of Association of the company. The
Chief Executive Oficer looks after the overall day to day operation, management and administration of
the company.
Role of Chief Financial Oficer
Chief Financial Oficer of MJLBL is a qualified Chartered Accountant from Bangladesh. He is responsible
for accounts and finance activities of the company. The Board of Directors clearly defined respective roles,
responsibilities and duties of CFO.
Role of Company Secretary
Company Secretary is responsible for advising the Board through the Chairman on all governance matters.
The secretary is also responsible for ensuring the proper flow of information between the Board and its
Committee and also acts as a liason between the regulators/stakeholders and the company.
Audit Committee
The Board of Directors has constituted an Audit Committee as a sub-committee of the Board. The committee
consists of four members including one independent Director. The primary role of the Audit Committee is
to look after the financial reporting process and disclosure of financial information, reviewing the financial
statements before submission to the Board, reviewing adequacy of internal control systems and reviewing
findings of internal investigations besides recommending appointment/removal of statutory auditors and
fixing their remuneration.
External/Statutory Auditors
The Companies Act, 1994 makes it compulsory for every company to appoint qualified auditors to carry
CORPORATE GOVERNANCE
CORPORATE GOVERNANCE & CSR
out systematic examination of books and records of the company. They will ascertain, verify and report
upon the facts regarding the financial operation and result of the company. Till the 16
th
Annual General
Meeting to be held on June 28, 2014; A. Qasem & Co Chartered Accountants is acting as statutory auditors.
They are not involved with any other services of the company in this period. As per Bangladesh Securities
and Exchange Commission notification no. SEC/CMRRCD/2009-193/104/Admin dated July 27, 2011; every
public listed company shall not appoint any firm of Chartered Accountants as its statutory auditors for a
consecutive period exceeding three years.
Therefore, the Board of directors has proposed A. Qasem & Co Chartered Accountants to be reappointed
as statutory auditors (subject to approval at the 16th Annual General meeting to be held on June 28, 2014
by members of the company) up to 17th Annual General meeting to be held on 2015.
The Directors are responsible for preparing the annual report and financial statement in accordance with
the Companies Act, 1994, Bangladesh Accounting Standards (BAS) and Bangladesh Financial Reporting
Standards (BFRS) as adopted by the Institute of Chartered Accountants of Bangladesh (ICAB), Securities
and exchange Rules 1987 and the Listing Regulation of the DSE and CSE. The Companies Act requires the
Directors to present the report along with the financial statements for each financial year in accordance
with BFRS and BAS as adopted by the Institute of Chartered Accountants of Bangladesh and applicable
laws and regulations. The financial statements are required by law and Bangladesh Accounting standards
to present fairly the financial position and the performance of the company for the period and to comply
with rules and regulations issued by Bangladesh bank, The Companies Act, 1994, the Securities and
Exchange Rules 1987 and other applicable laws and regulations. In preparing financial statements, the
Directors are required to:
g
select suitable accounting policies and then apply them consistently
g
make judgments and estimates that are reasonable and prudent
g
ensure that the financial statements have been prepared in accordance with Bangladesh
Accounting Standards (BAS) and Bangladesh Financial Reporting Standards (BFRS) as adopted by
the Institute Of Chartered Accountants of Bangladesh
g
prepare the financial statements on going concern basis unless it is inappropriate to presume that
the company will continue in business
The Directors are responsible for keeping proper accounting records that disclose reasonable accuracy in
the financial position of the Company and enable them to ensure that its financial statements comply with
the Companies Act, 1994 and have general responsibility for taking such steps that are reasonably open
to them to safeguard the assets of the company and to prevent and detect fraud and other irregularities.
To ensure this the Directors have taken proper and suficient care in installing a system of internal control,
which is reviewed, evaluated and updated on a regular basis.
Under applicable laws and regulations, the Directors are responsible for preparing a directors report that
comply with that laws and regulations.
The Directors confirm that the annual report together with the Directors report and the financial statements
have been prepared in compliance with the laws, rules and regulatory guidelines.
Chairman
STATEMENT ON DIRECTORS RESPONSIBILITY
The financial statements of MJLBL have been prepared in accordance with the Companies Act, 1994,
International Accounting Standards (IAS)/Bangladesh Accounting Standards (BAS)/International Financial
Reporting Standards (IFRS)/Bangladesh Financial Reporting Standards (BFRS) and other applicable laws,
rules and regulations.
In this regard, we also certify to the board that:
We have reviewed financial statements for the year and to the best of our knowledge and belief:
g
These statements do not contain any materially untrue statement or omit any material fact or
contain statements that might be misleading.
g
These statements together present a true and fair view of the companys afairs and are in
compliance with existing accounting standards and applicable laws
There are, to the best of knowledge and belief, no transaction entered into by the company during the year
which are fraudulent, illegal or violation of the companys code of conduct.
Kh. Md. Sanaul Haque Mohammad Tipu Sultan FCA
Chief Executive Oficer Chief Financial Oficer
REPORT ON FINANCIAL STATEMENTS
BY CEO AND CFO
Report of the Audit Committee:
MJL Bangladesh Limited established an Audit Committee as a sub-committee of the Board of Directors.
The Audit Committee is responsible to the Board and they assist the Board of Directors in ensuring that the
financial statements reflect true and fair view of the state of afairs of the company and in ensuring a good
monitoring system within the business. The duties and responsibilities of the Audit Committee are clearly
set forth in writing by the Board in the Audit Committee Charter.
Composition of Audit Committee:
In accordance with the requirements of Corporate Governance guideline of SEC, the Audit Committee of MJL
Bangladesh Limited comprised of four members including one Independent Director. The Company Secretary
is working as Member Secretary of the committee. Following are the members of the Audit Committee:
1. Dr. Mohammad Tamim (Independent Director) Chairman
2. Md. Aminur Rahman Member
3. Alim Uddin Ahmed Member
4. Tanjil Chowdhury Member
5. Farhana Afreen Mahmood Secretary
Roles and Responsibilities:
The authority, roles and responsibilities of the Audit Committee are clearly mentioned in the Audit
Committee Charter. Board assigned responsibilities to the Committee with the objective to oversee
companys overall financial and reporting process and ensure that the financial statements reflect true and
fair view of the financial position to the stakeholders. The prime responsibilities of the Audit Committee
among others are as follows:
I. Evaluate the control environment and assess whether there is efective risk management process
and the internal control system as implemented by the management is adequate and operational.
II. Review the control processes implemented by Management to ensure that the Financial
Statements derived from the underlying financial systems, comply with relevant standards, laws
and regulations.
III. Evaluate the overall efectiveness of the Internal Control and risk management frameworks and
consider whether recommendations made by the Internal and External Auditors have been
implemented by the management.
IV. Oversee periodic Financial Reporting process and review the interim and annual Financial
Statements prior to submission to the Board for approval.
V. Review significant adjustments, unadjusted diferences, disagreements with management and
key accounting policies and practices. Meet with management and the external auditors to
review the Financial Statements, accounting policies and judgments and its corresponding efect
on the audited financial statements.
VI. Review the efectiveness of the system for monitoring compliance with Laws and Regulations
and the results of managements investigation.
REPORT OF AUDIT COMMITTEE
VII. Review on an annual basis the performance of the External Auditors and make recommendation
to the Board for the appointment, reappointment or termination of the external auditors.
VIII. Review the activities, resources and organizational structure of the Internal Audit function and
ensure no unjustified restrictions or limitations are made. Ensure that significant findings and
recommendations made by the internal auditors and managements proposed response are
received, discussed and appropriately acted upon.
IX. Carry out other tasks as mentioned in the Charter approved by the Board of Directors.
Committee Meetings:
As per the requirement of approved charter, Committee needs to sit for at least four meetings in a year.
Audit Committee may hold special meeting as and when required. In 2013 Audit Committee held four
(4) meetings where committee reviewed diferent issues related to companys risk management, internal
control system, accounting and reporting process and periodic financial statements. Key oficials as
relevant to the matters discussed were present in the meeting as required by the Committee.
Committees Report Summary:
During the year, Audit Committee carried out the regular functions as per the scope of approved charter
with particular emphasis on the followings:
I. Reviewed and Endorsed Internal Audit Plan for 2013.
II. Reviewed and considered the findings and mitigation plans made by the Internal Audit function
and recommended the management to take necessary corrective actions.
III. Reviewed the status of corrective measures taken by the management with regards to the internal
audit reports relating to the deficiencies in internal control and other relevant issues.
IV. Reviewed compliance status with relevant policies, procedures, guidelines, applicable standards,
laws, regulations and pronouncements.
V. Reviewed interim and annual Financial Statements for 2013 and recommended for submission to
the Board for approval.
All meeting proceedings including the observations and recommendations of the Audit Committee were
properly documented and reported to the Board of Directors for information and necessary action.
The Audit Committee has further satisfied itself that,
I. Existing accounting and reporting process is efective and financial statements have been
prepared in compliance with applicable reporting standards.
II. All relevant laws, regulations, companys internal policy, procedures and guidelines as approved
by the management have been complied with.
III. Efective risk management procedure and internal control system are in place.
Dr. Mohammad Tamim
Chairman
Audit Committee
MJL Bangladesh Limited is committed to provide a safe, healthy and productive workplace for its
employees and conduct its business in a manner that also protects the safety of others involved in its
operations, valued customers and public. The company always highlights safe performance at workplace
and safe behavior at home. Our policies are made focusing on Safety, Health and Environment (SH&E)
and it has been the matter of highest priority for us. We make reasonable efort to promote, create and
maintain a safe & healthy environment and this is evident into our basic safety values, sound management
practices and compliance with applicable laws of the state and highest standards. We strive to prevent
all accidents, injuries and occupational illnesses through the active participation of every employee by
making continuous eforts to identify hazards and eliminate safety risks associated with its activities. Our
Lube Oil Blending Plant is a unique example of good safety performance. This is called zero emission plant
and the operating system & maintenance procedure is environment friendly.
The plant regularly conducts safety toolbox meeting, follow principals of safety manual and ensure no work
will be performed if it cannot be done safely. It is compulsory to use Personal Protective Equipment (PPE)
while working. The plant is taking care of Industrial housekeeping, Chemical hazards, Mechanical hazards,
Electrical hazards, Fire hazards, Explosion hazards, Compressed Gas Cylinder hazards by providing
training to the employees, contract personnel and workers. It is our regular practice to report accident,
incident and near miss. Fire drills and Emergency Evacuation drills are conducted at regular intervals and
employees are briefed about First Aid emergency and ofice safety. We also provide safety briefing to the
visitors before entering into the ofice / plant premise.
Till date, there have been no major accidents. We are one of the afiliations of ExxonMobil and carrying the
flagship high by producing world-class lubricants with highest quality, integrity and business performance
taking SH&E as an integrated part of business heritage and continuous improvement for a better future.
SH&E FOCUS IN MJLBL
MJLBL extends support for the care of underprivileged men, women and children
MJLBL is committed to conduct a sustainable responsible business in a manner that is highly ethical and
compatible with the balanced economic, social and environmental issues that aims to benefit people,
communities and society at a large. MJLBL during 2013 took the opportunity to extend its support for
the sustainable development of the society and welfare of less privileged citizen as a part of its social
responsibility by contributing BDT 60,00,000 (Sixty Lac) to Centre for Woman and Child Health, a nonprofit
organization, situated at Asulia, Dhaka. This organization is dedicated to the welfare of underprivileged
men, women & children. The contribution will be used to purchase hospital equipment such as color
Doppler ultrasound machine amounting Tk 35,00,000.00 (Thirty five Lac) and fully automated blood
culture system Tk. 25,00,000.00 (Twenty Five Lac) that will help in essential service improvement of the
hospital equipment. Prof M. Q. K. Talukder, a renowned pediatrician is the Chairman of this institution.
MJLBL Patronizes Nazrul Academy to Preserve the Works of the National Poet
MJLBL in 2013 has collaborated with the esteemed Nazrul Academy, to patronize the promotion of Bengali
arts and culture in Bangladesh. MJLBL has provided Desktop computer, Laptop and LED TV worth of BDT
200,000.00 (Two Lac). Nazrul academy actively conducts research on the life of our National Poet Kazi
Nazrul Islam and his overall contributions, achievements in the field of literature and music. The academy
also collects and preserves the poets writings. Nazrul Academy is dedicated towards the publication and
circulation of his work at home and abroad.
This organization is formed with renowned artists of the country where students get an opportunity to learn
about music, dance and Nazruls work. The contribution will assist in the development and progress of the
academy as it moves forward to disseminate the work of our national poet across the globe. Renowned
poet, researcher, folklorist and essayist Dr. Ashraf Siddiqui is the Chairman of the academy.
MJLBL Donates Blankets to Northern Districts of Bangladesh
Geographically North Bengal area is the coldest place in Bangladesh. A significant portion of the population
lives below the poverty line and are in a dire situation to battle the harsh realities of winter.
In 2013 MJLBL took an intiative to provide 1000 blankets to the people of Rangpur, Dinanjpur, Thakurga
& Bogra. These 4 districts historically have the lowest temperature during winter, where each year many
people are hospitalized with respiratory problems, pneumonia and other fatal complications caused by
extreme cold. The elderly and infirm are especially at risk to temperature extremes, with the majority of
cold-related deaths in people over the age of 60. 2013 saw record low temperatures in 40 years reaching
as low as 3 degrees Celsius, which is very cold when compared to the annual average temperature of 12
degrees in other parts of Bangladesh.
On January of 2013, a team of highly dedicated MJLBL employees went to these districts to donate
blankets to the underprivileged people specially people living in the rural areas. The team accompanied
by local businessmen, MJLBL dealers and government oficials, managed to hand over the blankets to
these people which would protect them from freezing temperatures.
MJLBL is committed to stand by and provide support to the disfranchised and is willing to travel to any
remote part of Bangladesh as part of its responsibility to the society.
Patronizing the Emerging Sport of GOLF in Bangladesh
Promoting Golf as a sport and Organizing Golf Tournaments all around the country is one of the many
events that MJLBL organizes as part of its CSR program. For the last few years, MJL Bangladesh Limited is
CORPORATE SOCIAL RESPONSIBILITY
organizing the Mobil Cup Golf Tournament in association with diferent Golf Clubs of the country which
has become a prestigious event and symbol of pride for the company.
Every year, golfers from diferent genre of the society participate in these prestigious events. Among all
the tournaments, the Mobil Cup Golf Tournaments at Kurmitola Golf Club (KGC) is the crown of all events
in the golfing arena.
The heritage of ExxonMobil lives on as the high oficials of MJLBL cherish this beautiful game of precision,
challenge, patience and reward. Our Managing Director, Mr. Azam J. Chowdhury, is a renowned golfer and
achieved laurels several times in this sporting arena besides being an established topmost businessman.
Our Director, Mr. Tanjil Chowdhury is also a superb golfer and follower of his inheritance.
Dirctor Abdul - Muyeed
Chowdhury and Director
Tanjil Chowdhury along
with other MJLBL oficials
providing valuable
equipment to CWCH
MJLBL patronizes
Nazrul academy for the
promotoion of Bengali
culture
MJLBL extends supports
to Nazul Academy for
the Promotion of Bengali
Culture
2013 Asia Pacic Distributor Conference
Ms. Nancy Carlson, AP Sales Director and other oficials of
ExxonMobil Asia Pacific Private Limited on the stage.
MARKETING PROGRAM DURING 2013
The Implementation Workshop for FDS Market 2013 was held at Cinnamon Grand Hotel, Colombo, Sri
Lanka during 19 - 21 February 2013. Representatives from Bangladesh, Pakistan and Sri Lanka attended this
event. A team from MJLBL headed by CEO, Kh. Md. Sanaul Haque with GM & Chief Engineer, Mr. M Mukul
Hossain, Mr. Md. Mahbub Alam-Manager, S&M attended the Workshop. Implementation Workshop 2013
was divided into two categories: IW Workshop and Medium Fleet & Industrial Lubricants. Accordingly,
participants were divided and assigned for relevant pre-work and other activities.
FDS implementation Workshop 2013, Sri Lanka
ExxonMobils Asia Pacific Distributor
Conference 2013 was held at the iconic
Marina Bay Sands Hotel in Singapore
during 7-10 May 2013. Distributors
from all of Asia Pacifics markets and
ExxonMobils Global Leadership Team
attended this spectacular conference.
The theme for the conference was The
Winning Advantage.
The conference provided the unique
opportunity to discuss issues relevant
to business, share best practices and
interact with people to disseminate local
knowledge and information to further
define a successful distribution business.
Three oficials from MJL Bangladesh
Limited, namely Kh. Md. Sanaul Haque
(CEO), M. Mukul Hossain (Executive
Director and Chief Engineer) and
Mahbub Alam (Manager Field Marketing)
attended the conference.
(LCC) Lube Change Centre / Workshop Mechanics
Awareness Program - 2013
In Bangladesh, automotive vehicle (bus/truck/private car) owners highly
depend on the mechanics and owners of Lube Change Centers (LCC) for
selecting lubricants to be used in the vehicles. Thus, the mechanics/LCC
owners play vital role in selection process of the automotive products by the
end users. LCC peoples motivation is important to recommend a particular
brand to the end-users. But unfortunately, in one hand, these mechanics/
LCC owners have poor knowledge about appropriate lubricants for the
vehicles and on the other hand, the vehicle owners, in general, always seek
for low priced mono grade lubricants for their vehicles. Moreover, the market
is threatened by product adulteration with counterfeit products of all brands
including Mobil, BP, Shell & Castrol available at every nook and corner.
Awareness campaigns have been launched to educate the LCC mechanics
and the vehicle owners about application of genuine and appropriate
lubricants for vehicles and of ways of identifying genuine Mobil products
which may eventually lead to customers being well informed and not fall
prey to fraud or deception.
In 2013, 6 awareness campaigns in Dhaka, Sylhet, Jessore and Faridpur
territories were held where around 250 workshops owners and mechanic
have participated.
Mr. Shakhawat Hossain,
Executive-S&M & Mr.
Mohammed Imrul Hasan,
Executive-S&M at Workshop
in Dhaka
Delegates from MJL Bangladesh Ltd. along with other participants at Implementation Workshop for FDS Market 2013
BMW Service Campaign 2013 at Executive Motors Limited
In October 2013 MJL Bangladesh Limited (MJLBL) in association with Executive Motors Limited, distributor
of BMW in Bangladesh, organized a two days service campaign. More than 40 cars received free service
from experts under the supervision of BMW and MJLBL. The main objective of this program was to engage
with car owners and chaufeurs and demonstrate the efectiveness of Mobil 1 for smooth driving and
engine maintenance
MARKETING
Distributor Strategic Marketing Plan (DSMP) in Singapore
High oficials from MJL Bangladesh Ltd. and ExxonMobil participated in a two day Distributor Strategic
Marketing Plan (DSMP) workshop held in ExxonMobil Singapore regional ofice. The Distributor Strategic
Marketing Plan (DSMP) is a 3-Year Strategic Marketing Plan which defines market demand and value
sectors and sets strategy to deliver growth.
The Major objectives of DSMP were to:
Ensure alignment with ExxonMobil ofer and direction
Maximize Return On Investment
And from 2014 to 2016 it is going to be used as a tool for:
Driving annual distributor business plans
Making investment decisions in people and infrastructure
Defining training needs
Sets sales strategy, growth targets and initiatives
Defining Marketing Investment and drive annual marketing calendar
Kh. Md. Sanaul Haque (CEO) and M. Mukul Hossain (Executive Director & Chief Engineer) participated in
the program along with other oficials of MJLBL.
Mobil for Pulp and Paper Industry
MJLBL has successfully organized an Industrial Seminar on Pulp & Paper Industry Lubrication in November
2013. Purpose of this seminar was to generate awareness about quality lubricants among our clients and
to ensure the proper use of it as per the recommendation of Equipment Builder (EB).
After more than six months of extensive efort on field study and lube survey, MJLBL has developed
extensive manuals of Lube oils for Pulp & Paper Machinery. This will help industry owners to identify the
proper application of the lube oil for the specific equipments within a very short time.
By understanding customer needs and delivering high quality lubricants, MJLBL Bangladesh remains at
the forefront of the Bangladesh lubricant industry.
Executive Director & Chief Engineer, Mr. M Mukul Hossain with his Industrial Team
MJLBL oficials at DSMP workshop at Singapore
Mechanics participating at a technical awarness program
Mr. Mohammad Jaman, Sr. Executive at the campaign.
Mitsubishi Free Service Clinic at Rangs Motors Limited, Dhaka
MJL Bangladesh Ltd. in association with Rangs Motors Limited, distributor of Mitsubishi Motors in Bangladesh,
organized several free Service Campaigns, during October 2013. A total of 65 cars received free services
during this campaign. During the campaign various flagship and premium products were exhibited.
Bajaj 2-Wheeler Free
Service Clinic at Uttara
Motors Limited
MJL Bangladesh Ltd. and Uttara Motors
jointly organized Bajaj 2-Wheeler Free
Service Clinic at Dhaka, Narsingdi & Bogra
during 2013. Around 2000 motorcycles got
free services in these programs. Executives
from MJLBL were present in the program
to inform and motivate users about using
quality lubricants.
MARKETING
HIGH PERFORMANCE
PERFECT DRIVE
MJL Bangladesh Limited is the proud sponsor of the promising young Norwegian driver Marius Aasen in Junior
WRC (World Rally Championship). We are the 1st Bangladeshi brand to actively participate in International
Motorsport for two years running. Team Omera finished the 2013 Norwegian season with three wins in a
row and silver in the Norwegian Championship with a car run by OMERA LUBE 1, an advanced performance
engine oil formulated under leading-edge Synthetic Technology. The roads on this epic Motorsport adventure
ranged from the ice and snow of Scandinavia, in the stifling heat of Greece and the shifting gravel surface
of Norway is a resemblance of our passion for performance and this victory has made Omera a SYMBOL OF
PERFORMANCE.
Photo Album
Ajam J. Chowdhury speaking at the MOU signing
ceremony between MJL and Balmer Lawrie & Co. Ltd.
Customer receiving gifts at a customer clinic from MJL
officials
Kh. Md. Sanaul Haque, CEO speaking at the Nuzrul
Academy
Executive Director and Cheif Engineer M. Mukul Hossain
speaking at a seminar on industrial lubricants
MJLBL oficals speaking to customers at a customer clinic
MOU signing ceremony Between MJLBL and Balmer
Lawrie & Co. Ltd.
Officials of MJLBL visiting MJL AKT office at Manymar
MJLBL oficials speaking to customers at a Seminar on
Omera
Board of Directors at the 15th Annual General Meeting
Shareholders registering at the 15th Annual General Meeting
Product Launching ceremony of MJL ATK
Shareholders Speaking at the 15th Annual General Meeting
Auditors Report
To the Shareholders of MJL Bangladesh Limited
We have audited the accompanying consolidated financial statements of MJL Bangladesh Limited, which
comprise the consolidated statement of financial position as at 31 December 2013, and the consolidated
profit and loss account and other comprehensive income, consolidated statement of changes in equity
and consolidated statement of cash flows for the year then ended, and a summary of significant accounting
policies and other explanatory information. The financial statements of subsidiaries disclosed in note 40
to this financial statements were audited by other auditor and we have relied on those audited financial
statements for the purpose of consolidation.
Managements Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated financial
statements in accordance with Bangladesh Financial Reporting Standards (BFRS) and for such internal
control as management determines is necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit.
We conducted our audit in accordance with Bangladesh Standards on Auditing (BSA). Those standards
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance about whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
consolidated financial statements. The procedures selected depend on the auditors judgement, including
the assessment of the risks of material misstatement of the consolidated financial statements, whether due
to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the
entitys preparation and fair presentation of the consolidated financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on
the efectiveness of the entitys internal control. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by management, as
well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained is suficient and appropriate to provide a basis for our
audit opinion.
Opinion
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial
position of MJL Bangladesh Limited as at 31 December 2013 and its financial performance and its cash
flows for the year then ended in accordance with Bangladesh Financial Reporting Standards (BFRS), and
comply with the Companies Act 1994 and other applicable laws and regulations.
In accordance with the Companies Act 1994 and Securities and Exchange Rules 1987, we also report the
following:
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.
c. The Financial Statements dealt with by the report are in agreement with the books of account and
returns.
d. The expenditure incurred and payments made were for the purposes of the Companies
business.
Dated, Dhaka
20 April, 2014 A. Qasem & Co.
FINANCIALS
MJL BANGLADESH LIMITED
Consolidated Statement of Financial Position
As at 31 December 2013
Notes
2013
Taka
ASSETS
Property, plant and equipments 3 5,102,601,767
Intangible assets 4 7,405,409
Capital work-in progress 5 1,412,755,850
Investment in subsidiary 6 183,001,000
Investment in bonds and shares 7 76,282,069
Total Non-Current Assets 6,782,046,095
Inventories 8 1,495,101,363
Trade and other receivables 9 410,053,842
Inter group/company receivables 10 347,565,897
Advances, deposits and prepayments 11 1,861,518,151
Advance income tax 12 1,221,915,372
Investments in fixed deposits 13 1,833,902,362
Cash and cash equivalents 14 179,548,607
Total Current Assets 7,349,605,594
TOTAL ASSETS 14,131,651,689
EQUITY AND LIABILITIES
Share capital 15 2,384,732,000
Share premium 4,074,000,000
Share money deposits 448,200,000
Retained earnings 840,352,690
Total Shareholder Equity 7,747,284,690
Non-controlling interest 17 33,064,726
Total Equity 7,780,349,416
Liabilities
Deferred tax liabilities 18 327,492,869
Long term loan 97,812,499
Total Non-Current Liabilities 425,305,368
Short term portion of long term loan 391,250,000
Short term loan 19 4,056,684,687
Trade creditors 21 256,081,235
Provision for Income Tax 981,611,795
Subscription money payable 15,764,393
Dividend payable 16,905,420
Other liabilities 23 207,699,375
Total Current Liabilities 5,925,996,905
Total Liabilities 6,351,302,273
TOTAL EQUITY AND LIABILITIES 14,131,651,689
Net Asset Value(NAV)- Consolidated 30 32.63
FOOTNOTES:
1. Auditors' Report - Page 1.
2. The accompanying notes form an integral part of these consolidated financial statements.
This is the Statement of Financial Position referred to in our separate report of even date.
Dhaka, April 20, 2014
Managing Director Chief Financial Oficer Company Secretary Chairman A. Qasem & CO.
Statement of Financial Position
Notes
2013
Taka
2012
Taka
ASSETS
Property, plant and equipments 3A 4,804,497,129 4,490,062,320
Intangible assets 4A 7,405,409 2,903,140
Capital work-in progress 5A 100,164,615 419,670,302
Investment in subsidiary 6A 1,897,813,107 193,000,000
Investment in bonds and shares 7 76,282,069 93,463,483
Total Non-Current Assets 6,886,162,329 5,199,099,245
Inventories 8A 1,495,101,363 1,734,190,044
Receivables 9A 324,265,188 250,107,667
Inter company receivables 10A 365,937,134 1,054,152,908
Advances, deposits and prepayments 11A 248,400,109 300,624,001
Advance income tax 12A 1,221,915,372 1,026,697,637
Investments in fixed deposits 13A 1,408,903,351 1,572,132,967
Cash and cash equivalents 14A 155,580,288 174,822,468
Total Current Assets 5,220,102,805 6,112,727,692
12,106,265,134 11,311,826,937
Total Assets 12,106,265,134 11,311,826,937
Equity
Share Capital 15A 2,384,732,000 2,384,732,000
Share Premium 4,074,000,000 4,074,000,000
Retained Earnings 16A 879,362,856 753,660,488
Total Equity 7,338,094,856 7,212,392,488
Liabilities
Deferred Tax Liabilities 18 327,492,869 243,181,814
Long Term Loan 97,812,500 502,125,000
Total Non-Current Liabilities 425,305,369 745,306,814
Current Portion of Long Term Loan 391,250,000 401,700,000
Short Term Loan 19A 2,532,657,051 1,553,075,307
Bank Overdraft 20 - 81,647,105
Trade Creditors 21A 228,920,597 317,653,286
Provision for Income Tax 22A 974,469,132 793,857,661
Subscription Money Payable 15,764,393 16,804,027
Dividend Payable 16,905,420 12,023,863
Other Liabilities 23A 182,898,316 177,366,386
Total Current Liabilities 4,342,864,909 3,354,127,635
Total Liabilities 4,768,170,278 4,099,434,449
Total Equity and Liabilities 12,106,265,134 11,311,826,937
Net Asset Value(NAV) 30A 30.77 30.24
The annexed notes form an integral part of these financial statements.
Managing Director Chief Financial Oficer Company Secretary Chairman
A. Qasem & CO.
As per our report of same date.
FINANCIALS
Consolidated Statement of
Comprehensive Income
For the year ended December 31, 2013
Notes
2013
Taka
Revenue 8,140,648,189
Less: VAT 938,971,574
Net revenue 24 7,201,676,615
Less: Cost of revenue 25 5,704,644,275
Gross profit 1,497,032,340
Add: Other income 26 252,276,200
1,749,308,540
Less: Administrative and selling expenses 27 528,768,590
Income from operation 1,220,539,950
Financial charge 28 263,379,182
Profit before tax 957,160,768
Less: Provision for Income Tax
Current tax 22 187,754,134
Deferred tax 18 84,311,055
272,065,189
Net profit after tax 685,095,579
Non Controling Interest (Share of operating loss) 14,579,460
Total Comprehensive Income attributable to Ordinary Share Holders 699,675,039
Earning per share (EPS) - Consolidated 29 2.93
FOOTNOTES:
1. Auditors' Report - Page 1.
2. The accompanying notes form an integral part of these consolidated financial statements.
This is the Statement of Financial Position referred to in our separate report of even date.
Managing Director Chief Financial Oficer Company Secretary Chairman A. Qasem & CO.
Statement of Comprehensive Income
For the year ended December 31, 2013
Notes
Jan-Dec 2013
Jan-Dec 2012
Total
Oil Tanker
Unit
Manufactur-
ing Unit
Trading
Unit
Total
Revenue 763,213,278 3,576,683,135 3,787,096,505 8,126,992,918 7,906,573,609
Less: VAT - 458,691,464 480,280,110 938,971,574 912,250,377
24A 763,213,278 3,117,991,671 3,306,816,396 7,188,021,344 6,994,323,232
Less: Cost of Revenue 25 737,326,277 2,201,694,036 2,765,623,962 5,704,644,275 5,667,656,175
Gross profit 25,887,001 916,297,634 541,192,434 1,483,377,069 1,326,667,057
Add: Other income 26A - 115,040,494 113,548,602 228,589,096 300,426,229
25,887,001 1,031,338,129 654,741,036 1,711,966,165 1,627,093,286
Less: Administrative and
selling expenses
27A 110,127,272 172,065,362 180,168,007 462,360,641 447,718,211
Financial charges 28A 46,304,525 105,065,194 111,427,913 262,797,631 311,705,285
156,431,797 277,130,555 291,595,920 725,158,272 759,423,496
Profit before tax (130,544,795) 754,207,573 363,145,116 986,807,893 867,669,791
Less: Provision for Income Tax:
Current tax 180,611,470 148,234,265
Deferred tax 18 84,311,055 68,222,127
264,922,525 216,456,392
Net Profit after Tax 721,885,368 651,213,398
Other Comprehensive Income - -
Total Comprehensive Income 721,885,368 651,213,398
Earning per share (EPS) - Basic 29A 3.03 2.73
The annexed notes form an integral part of these financial statements.
Managing Director Chief Financial Oficer Company Secretary Chairman
A. Qasem & CO.
As per our report of same date.
FINANCIALS
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FINANCIALS
Consolidated Statement of Cash Flows
For the year ended 31 December 2013
2013
Taka
Cash flows from operating activities:
Cash received from trade and other receivables 7,150,417,718
Payroll and other payments to employees (276,523,084)
Payment to trade and other payables (5,332,944,923)
Payment for administrative and selling expenses (365,115,573)
Finance expenses paid (258,768,636)
Income tax paid (195,217,735)
Received against other business income 39,058,310
A. Net cash flows from operating activities 760,906,077
Cash flow from investing activities
Payment against capital work in progress (2,459,743,915)
Proceeds from sale of fixed assets 2,072,998
Encashment of FDR & Bonds/(Investment in FDR & Bonds) (42,969,395)
Investment in Subsidiary 196,519
Investments (301,649,905)
Acquisition of fixed assets (74,182,832)
B. Net cash used in investing activities (2,876,276,530)
Cash flows from financing activities:
Financial income received 231,987,632
Share capital issued 52,469,845
Long term debt (414,762,500)
Share premium received 448,200,000
Subscription money paid (1,039,634)
Dividend paid (591,301,442)
Short term loan 2,477,176,402
Bank overdraft (84,028,416)
C. Net cash flows from financing activities 2,118,701,887
Net increase in cash and cash equivalent (A+B+C) 3,331,434
Cash and cash equivalent at beginning of the year 176,217,173
Cash and cash equivalent at end of the year 179,548,607
3.19
Consolidated net Operating Cash Flow Per Share (NOCFPS) 3.19
Statement of Cash Flows
For the year ended 31 December 2013
Jan-Dec 2013
Taka
Jan-Dec 2012
Taka
A. Cash flows from operating activities:
Cash received from Revenue 7,136,904,725 7,004,645,304
Payroll and other payments to employees (255,473,364) (280,552,408)
Payment to Suppliers (5,298,525,935) (5,174,255,725)
Payment for Admin & Selling Expenses (275,205,634) (657,073,721)
Finance Expenses Paid (258,240,780) (302,273,590)
Income Tax paid (195,217,735) (290,660,499)
Other Business Income 12,222,337 4,820,669
Net cash flow from operating activities 866,463,615 304,650,030
B. Cash flows from investing activities:
Payment against Capital Work-in Progress (107,921,000) (67,311,171)
Proceeds from sale of fixed assets 2,072,996 -
Encashment of FDR & Bonds/(Investment in FDR & Bonds) 163,229,617 1,201,877,429
Investment in Subsidiary (697,766,015) (505,342,349)
Investments (301,649,904) (285,806,981)
Acquisition of fixed assets (49,551,020) (500,000)
Net cash flow from investing activities (991,585,326) 342,916,928
C. Cash flows from financing activities:
Financial Income received 215,048,469 302,942,117
Long Term Debt (414,762,500) 502,125,000
Subscription Money Paid (1,039,634) (4,927,569)
Dividend paid (591,301,442) (305,678,938)
Short term loan 979,581,744 (1,223,597,029)
Bank Overdraft (81,647,105) (16,605,279)
Net cash used in financing activities 105,879,532 (745,741,698)
D. Net Cash (Deficit)/Surplus for the year (A+B+C) (19,242,180) (98,174,740)
E. Cash & Cash equivalent at beginning of the year 174,822,468 272,997,208
F. Cash & Cash equivalent at end of the year 155,580,288 174,822,468
Net Operating Cash Flow Per Share (NOCFPS) 3.63 1.28
FINANCIALS
Notes to the Financial Statements
As at and for the year ended 31 December 2013
1. Background of the reporting company
1.1 Company profile
Mobil Jamuna Lubricants Limited was incorporated on 3 December 1998 as a private limited
company. The company went into commercial operations on 20 May 1999. The Company
converted into Public Limited Company on 03 December 2009 and changed its name to MJL
Bangladesh Limited. The shares of the company are publicly traded in Dhaka and Chittagong Stock
Exchanges from June 2011.
1.1.1 Registered ofice
The address of the Companys registered ofice is Mobil House, CWS (C) 9, Gulshan-1, Dhaka-1212.
1.1.2 Nature of Business
The Company owns the State-of-the -art lube Oil blending plant and blending and sells lubricants
in local market and exports some of its productes in international market.
1.1.3 Vessel - MT Omera Queen
MT Omera Queen (MTOQ) is a Crude Oil Tanker previously named as Okeanis which was Greece flag,
Port of Registry was Pireaus. She was built in 26th Nov 1997 by the TSU Works Universal Shipbuilding,
Japan under Lloyds Register class. According to IPO declaration, MTOQ was purchased by MJL
Bangladesh Limited under the Memorandum of Agreement dated 21st January 2011 and delivered
to the owner on 21st March 2011. She changed her flag to Bangladesh on Sept2011 and Port of
Registry is Chittagong under the Technical Management of Timur Ship Management Pte Ltd,
Singapore and Commercial Management of EC Bulk Carriers Limited, Dhaka, Bangladesh. She is
the largest AFRAMAX Oil Tanker by a Bangladeshi Ship Owner and Bangladeshi Flagged vessel. At
present her present trading route is Persian Gulf and Arabian Sea.
1.1.4 Description of subsidiary and associate

i. Omera Petroleum Limited (OPL)
Omera Petroleum Limited is a subsidiary of MJL Bangladesh Limited. MJL Bangladesh possesses
75% share of its shares. The primary objective of the company is to build an LPG (Liquefied Petroleum
Gas) plant to import, store, bottle and distribute LPG through a strong marketing channel in the
country. The main LPG Terminal will be located in Mongla (Bagerhat) in one of its industrial plot on
the west side of 100 Feet wide Khulna-Mongla main road and East side of Pussur River. Primarily, the
project with three satellite LPG bottling plant in three diferent locations of the country. The actual
capacity of the plant will be 50 MT. The project is currently under implementation as part of our
expansion plan.
ii. Omera Cylinders Limited (OCL)
Omera Cylinders Limited (OCL), a subsidiary of MJL Bangladesh Limited has taken an initiative
for setting up a LPG Cylinder manufacturing Plant to cater the ever increasing market demand
for LPG as alternative fuel power requirement of the country .Having the technical expertise and
a good of professional people, the company has the potentiality to deliver quality LPG Cylinder at
an afordable rate to the intended segment of the market which will eventually play a significant
role the process of industrialization of the country. The particulars of the proposed LPG cylinder
manufacturing plant will be as follows :
Cylinder Sizes:
12.5 kg Cylinders- 80% of total Production
5.5 kg Cylinders- 10% of total Production
35 kg cylinders- 10% of total Production
MJL Bangladesh possesses 99.99% share of its shares
iii. MJL & AKT Petroleum Limited
MJL & AKT Petroleum Limited is a subsidiary Company of MJL Bangladesh Limited, incorporated in
Myanmer to carry out business as the authorized importer, dealer and distributer of Exxon Mobil
engine Oil. MJL Bangladesh possesses 51% share of its shares.
2 Basis of accounting
2.01 Statement of compliance
These consolidated financial statements have been prepared in accordance with the Bangladesh
Financial Reporting Standards (BFRSs), and the Companies Act 1994 and Security Exchange rules
1987.The title and format of these consolidated financial statements follow the requirements of BFRS
which are to some extent diferent from those prescribed by the Companies Act. However, such
diferences are not material and management views BFRS titles and format give better presentation
to the shareholders.
2.02 Reporting period
The financial period of the company covers year ended 01 January to 31 December
2.03 Inventories
Inventories are valued in accordance with BAS-2: Inventories i.e. at cost or estimated net realizable
value whichever is lower. The cost of inventories includes expenditure for acquiring the inventories
and bringing them to their existing location and condition. Net realizable value is estimated upon
selling price in the ordinary course of business less estimated cost of completion of considering
the selling. When the inventories are used, the carrying amount of those inventories are recognized
in the period in which the related revenue is recognized.
2.04 Statement of cash flows
Statement of cash flows is prepared principally in accordance with BAS-7: Statement of Cash Flows
and the cash flows from operating activities have been presented under direct method as per part
III of securities & Exchange Rules 1987
2.05 Use of estimates and judgments
In the preparation of the financial statements management required to make judgments,
estimates and assumptions as per BAS 8 : Accounting policies, Changes in Accounting
estimates and errors that affect the application of accounting policies and the reported amounts
of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an on going basis. Revisions to
accounting estimates are recognised in the period in which the estimate is revised and in any
future periods affected.

FINANCIALS
2.06 Even after reporting date
All material events occurring after the reporting date are considered and where necessary, adjusted
for or disclosed.
Interim dividend is recognized when they are paid to shareholders. Final dividend is recognized
when it is approved by the shareholders.
Dividend payable to the companys shareholders is recognized as a liability and deducted from the
shareholders equity in the period in which the shareholders right to receive payment is established.
2.07 Taxation:
Provision for current taxation
Provision for current income tax has been made as per prescribed rate in the Finance Act, 2013 on
the accounting profit made by the company after considering some of the add backs to income and
disallowances of expenditure as per income tax laws in compliance with BAS-12 Income Taxes.
Provision for deferred taxation
Deferred tax liabilities are the amount of income taxes payable in future periods in respect of
taxable temporary diferences. Deferred tax assets are the amount of income taxes recoverable in
future periods in respect of deductible temporary diferences. Deferred tax assets and liabilities
are recognized for the future tax consequences of timing diferences arising between the carrying
values of assets, liabilities, income and expenditure and their respective tax bases. Deferred
tax assets and liabilities are measured using tax rates and tax laws that have been enacted or
substantially enacted at the balance sheet date. The impact on the account of changes in the
deferred tax assets and liabilities has also been recognized in the statement of comprehensive
income as per BAS-12 Income Taxes.
2.08 Property, Plant & Equipment (PPE):
i. Recognition and measurement
Property, plant & equipment are recognized if it is probable that future economic benefits associated
with the assets will flow to the company and the cost of the assets can be reliably measured.
All fixed assets are stated at cost less accumulated depreciation as per BAS-16 Property, Plant
and Equipment. The cost of acquisition of an asset comprises its purchase price and any directly
attributable cost of bringing the asset to its working condition for its intended use inclusive of
inward freight, duties and non-refundable taxes.
ii. Subsequent costs
The cost of replacing or upgrading part of an item of property, plant and equipment is recognized
in the carrying amount of the item if it is probable that the future economic benefits embodied
within the part will flow to the company and its cost can be measured reliably. The carrying amount
of the replaced part is derecognized. The costs of the day-to day servicing of property, plant and
equipment are recognized in the profit and loss account as incurred.

iii. Depreciation of property, plant & equipment
Depreciation is charged for the year at the following rates on straight line method on all fixed assets
and no depreciation is charged on land and Work in progress:

Category of fixed assets Rate
Land Nil
Building 4-8.33%
Furniture and fixtures 6.67-20%
Equipment 4-20%
IT Equipment 4-33.33%
Machinery 4-20%
Vehicles 10-20%
Oil Tanker 8.33%
Software 6.67-20%
For additions during the year, depreciation is charged on monthly basis from the month of
acquisition and no depreciation is charged during the month when disposed of.
On disposal of fixed assets, the cost and accumulated depreciation are eliminated from the fixed
assets schedule and gain or loss on such disposal is reflected in the statement of comprehensive
income, which is determined with reference to the net book value of the assets and net sale
proceeds.
2.09 Intangible assets
i. An intangible asset is recognized if it is probable that the future economic benefits that
are attributable to the asset will flow to the entity and the cost of the assets can be
measured reliably.
ii. Software represents the value of computer application software licensed for use of the
Company. Intangible assets are carried at its cost, less accumulated amortization and
impairment loss (if any).
iii. Initial cost comprises license fees paid at the time of purchase and other directly
attributable expenditure that are incurred in customizing the software for its intended use.
iv. Expenditure incurred on software is capitalized only when it enhances and extends
the economic benefits of computer software beyond their original specifications
and lives and such cost is recognized as capital improvement and added to the
original cost of software.
v. ERP software named Lubes Enterprise Information system (LENISYS) purchased
from Technovista as Local vendor is amortized using the straight line method over
the estimated useful life of 15 (fifteen) years & Other Software is amortized over the
estimated useful life of 5(five) years commencing from the date of the application
software is available for use over the best estimate of its useful economic life.
2.10 Revenue recognition
In accordance with the provisions of the BAS-18 Revenue; revenue represents the invoice value
of goods supplied and service provided to customers during the period. Revenue from the sale
of goods is measured at fair value of the consideration received or receivable and is exclusive of
VAT. Revenue from sale of goods is recognised in the statement of comprehensive income when
the significant risks and rewards of ownership are transferred to the buyer. Transfer of risks and
rewards occurs for the sale of goods when delivery certificate is raised against confirmed orders.
Revenue of freight from the Vessel (M.T. Omera Queen) is recognized at invoice date.
FINANCIALS
2.11 Interest income
The interest income is recognized on accrual basis as agreed terms and conditions with the banks.
2.12 Dividend income on shares
Dividend income on shares is recognized when the shareholders right to receive payment is
established which is usually when dividend is declared and ascertained.
2.13 Benefits to the employees
The retirement benefits accrued for the employees of the company as on reporting date have
been accounted for in accordance with the provisions of Bangladesh Accounting Standard-19,
Employee Benefit. Bases of enumerating the retirement benefit schemes operated by the
company are outlined below:
i. Provident fund
Provident fund benefits are given to the permanent employees of the company in accordance with
companys service rules. Accordingly a trust deed and provident fund rules were prepared. The
providend fund has been approved as a recognized provident fund within the meaning of section
2(52), read with the provisions of part - B of the First Schedule of Income Tax Ordinance 1984. All
confirmed employees of the company are contributing 10% of their basic salary as subscription
to the Fund. The company also contributes equal amount of the employees contribution. Interest
or profit earned from the investments is credited to the members account on yearly basis.
The company introduced contributory Provident Fund Scheme from September 2009.
ii. Gratuity fund
The company operates a gratuity scheme, in respect of which provision is made annually covering
all its permanent eligible employees. Actuarial valuation of gratuity scheme had been made to
assess the adequacy of the liabilities provided for the scheme as per BAS-19 Employee Benefits.
The company introduced Gratuity Scheme from June 2010.
2.14 Foreign currency transaction
a. Foreign currency
Items included in the financial statements of each entity are measured using the currency of the
primary economic environment in which the entity operates, i e. the functional currency. The
financial statements of the company are presented in Taka which is the companys functional and
presentation currency.
b. Foreign currencies translation gains and losses
Foreign currencies are translated into Taka at the rates ruling on the transaction dates. Monetary
assets and liabilities are translated at the rates prevailing at the date of statement of financial position.
Diferences arising on conversion are charged or credited to the statement of comprehensive income.
2.15 Earnings per share
Basic earnings per share
Basic earnings per share has been calculated in accordance with BAS 33 Earnings per Share
which has been shown on the face of the statement of comprehensive income. This has been
calculated by dividing the basic earnings by the weighted average number of ordinary shares
outstanding during the year.

Diluted earnings per share
The company issued bonus shares to the shareholder. In order to reflect the
bonus element, the number to be used in calculating diluted earnings per
share, is the number of ordinary shares outstanding after giving efect of the
bonus issued (time apportioned if necessary) and multiplied by adjusting factor.
Diluted ordinary shares be deemed to have been converted into ordinary shares at the beginning
of the period.

2.16 Provision for liabilities
A provision is recognized in the balance sheet when the company has a legal or constructive
obligation as a result of a past event and it is probable that an outflow of economic benefit will
be required to settle the obligations, in accordance with the BAS 37 Provisions, Contingent
Liabilities and Contingent Assets.
2.17 Share premium
Share premium is the capital that the company raises upon issuing shares that is in excess of the
nominal value of the shares. The share premium may be applied by the company in paying up
unissued shares to be allotted to members as fully paid bonus shares or writing-of the preliminary
expenses of the company or the expenses of or the commission paid or discount allowed on, any
issue of shares or debentures of the company or in providing for the premium payable on the
redemption of any redeemable preference shares or of any debentures of the company. Share
premium was shown in accounts after deduction of income tax @3% on share premium as per
finance Act-2011.
2.18 Cash and cash equivalents
Cash and cash equivalents include notes and coins in hand and at banks.
2.19 Capital work in progress
Capital work in progress is reported on the basis of the report prepared by the construction company.
2.20 Allocation of common costs between trading and manufacturing units
Common costs from 01 January to 31 December have been allocated between trading,
manufacturing and shipping units on the basis of proportionate sales revenue.
Approval of financial statements
The financial statements were approved by the Board of directors on 20 April 2014.
2.21 General
i. Figures have been rounded of to the nearest Taka.
ii. Previous periods/years figures have been rearranged wherever considered necessary to
conform to the current periods presentation.
iii. The number of employees drawing Tk.3,000 or more per month during the year was 182.
FINANCIALS
Amounts in Taka
As at 31 December
2013 2012
3 Consolidated property, Plant and equipments
At cost
Balance as at 01 January 5,225,828,053 -
Add: Addition during the year 508,708,472 -
5,734,536,525 -
Less: Disposal/adjustment during the year 16,314,759 -
Balance as at 31 December 5,718,221,766 -
Accumulated depreciation
Balance as at 01 January 456,599,493 -
Add: Addition during the year 162,714,780 -
619,314,273 -
Less: Adjustment on disposal 3,694,274 -
Balance as at 31 December 615,619,999 -
Written down value as at 31 December 5,102,601,767 -
Note: Schedule of property, plant and equipment and depreciation thereon is presented in Annexure-A.
3A Property, plant and equipments
At cost
Balance as at 01 January 4,944,229,448 4,658,422,478
Add: Addition during the year 484,076,660 285,806,981
5,428,306,108 4,944,229,459
Less: Disposal/adjustment during the year 16,314,759 11
5,411,991,349 4,944,229,448
Balance as at 31 December 5,411,991,349 4,944,229,448
Balance as at 01 January 454,167,128 326,359,768
611,188,501 454,167,128
Less: Adjustment on disposal 3,694,281 -
Balance as at 31 December 607,494,220 454,167,128
Written down value as at 31 December 4,804,497,129 4,490,062,320
4 Consolidated intangible assets
Intangible assets at cost 9,679,492 -
Less: Accumulated depreciation 2,274,083 -
Written down value as at 31 December 7,405,409 -
4A Intangible assets
At cost
Add: Addition during the year 5,521,515 500,000
9,679,492 4,157,977
Balance as at 01 January 1,254,837 709,940
Add: Addition during the year 1,019,246 544,897
Written down value as at 31 December 7,405,409 2,903,140
Amounts in Taka
As at 31 December
2013 2012
5 Consolidated capital work in progress
Add: Addition during the year 1,084,090,841 -
1,875,466,070 -
Less: Transferred during the year 462,710,220 -
5A Capital work in progress
562,874,835 1,066,833,466
Less: Transferred to property, plant and equipment during the year 462,710,220 647,163,164
6 Consolidated investment in subsidiaries
Investment in Omera Petroleum Ltd 1,305,263,497 -
Invstmnt in MJL & AKT Petro Co Lt 39,321,000 -
Invstmnt in Omera Cylinders Ltd 553,228,610 -
1,897,813,107 -
Less: Internal company transection 1,714,812,107 -
Balance as at 31 December 183,001,000 -
6A Investment in subsidiaries
Investment in Omera Petroleum Ltd 1,305,263,497 193,000,000
Invstmnt in MJL & AKT Petro Co Lt 39,321,000 -
Invstmnt in Omera Cylinders Ltd 553,228,610 -
1,897,813,107 193,000,000
7 Consolidated investment in bonds and shares
Total investment as at 31 December 2013 76,282,069 -
7A Investment in bonds and shares
Investments in Bonds (Note 7.A1) 23,031,232 32,931,431
Investment-ACI Shares (Note 7.A2) 6,482,700 4,447,800
Investmentment in portfolio (Note 7.A3) 19,268,138 21,084,251
Investments in Mutual Funds (Note 7.A4) 27,500,000 35,000,000
76,282,069 93,463,483
7.A1 Investments in Bonds
Investments consist of ACI 20% Convertible Zero Coupon Bond 23,031,232 32,931,431
7.A2 Investment-ACI Shares
Investment-ACI Shares 6,482,700 4,447,800
7.A3 Investment in Portfolio
Investment in Portfolio accounts through EC securites 19,268,138 21,084,251
7.A4 Investments in Mutual Funds
Investments in Prime Bank First ICB AMCL Mutual Fund 27,500,000 35,000,000
8 Consolidated inventories
Total inventories as as 31 December 2013 1,495,101,363 -
8A Inventories
Raw materials (Note 8.A1) 534,697,427 849,910,699
Finished goods (Note 8.A2) 864,502,923 628,345,880
Goods in transit (Note 8.A3) 11,596,002 166,800,981
Work-in-Progress (Note 8.A4) 14,550,695 27,079,736
Vessel stocks (Note 8.A5) 69,754,316 62,052,748
1,495,101,363 1,734,190,044
FINANCIALS
Amounts in Taka
As at 31 December
2013 2012
8.A1 Raw materials
Add: Purchase during the year 1,470,081,665 2,157,304,827
2,319,992,364 2,834,227,388
Less: Consumption during the year 1,785,294,937 1,984,316,689
8.A2 Finished goods
Add: Addition during the year 5,392,128,336 5,159,308,091
6,020,474,216 5,854,337,960
Less: Cost of sale during the year 5,155,971,293 5,225,992,080
864,502,923 628,345,880
8.A3 Goods in transit
Add: Addition during the year 4,675,641,262 4,873,947,368
4,842,442,243 5,346,384,443
Less: Transferred during the year 4,830,846,241 5,179,583,462
11,596,002 166,800,981
8.A4 Work-in-Progress
288,364,278 318,491,925
Less: Transferred during the year 273,813,583 291,412,188
14,550,695 27,079,736
8.A5 Vessel Stocks
508,456,232 389,981,883
Less: Consumption during the year 438,701,916 327,929,136
69,754,316 62,052,747
9 Consolidated trade and other receivables
Accounts receivables 200,659,415 -
Receivable from Vessel 91,156,620 -
Accrued interest receivable 79,999,844 -
Claims receivable-others 76,654 -
Other receivables 11,214,475 -
Bank guarantee margin 26,946,834 -
410,053,842 -
9A Trade and other receivables
Accounts receivables (Note 9.1) 125,056,032 68,550,368
Receivable from vessel 91,156,620 79,440,273
Accrued interest receivable 71,884,574 72,639,273
Other receivables 9,221,128 8,608,727
Bank guarantee margin 26,946,834 20,869,026
324,265,188 250,107,667
10 Consolidate Group/Inter Company receivables
Omera Fuels Limited-Group Company 347,562,487 -
Omera Petroleum Limited-Subsidiary of MJLBL 2,408,276 -
Omera Cylinders Limited-Subsidiary of MJLBL 15,966,371 -
365,937,133 -
Less: Setof of subdiaries' balance 18,371,236 -
Inter Company receivables-Group Company 347,565,897 -
Amounts in Taka
As at 31 December
2013 2012
10A Inter Company receivables
Omera Fuels Limited-Group Company 347,562,487 28,731,169
Omera Petroleum Limited-Subsidiary of MJLBL 2,408,276 629,441,973
Omera Cylinders Limited-Subsidiary of MJLBL 15,966,371 395,979,766
365,937,134 1,054,152,908
11 Consolidated advances, deposits and prepayments
Advance to employees 13,400,244 -
Advance to suppliers 1,615,689,176 -
Prepaid expenses 21,338,740 -
Security deposits 2,626,826 -
VAT receivables 134,176,707 -
Deferred Expenses- MTOQ 74,219,786 -
Bank Guarantee Margin 66,672 -
1,861,518,151 -
11A Advances, deposits and prepayments
Advance to employees 8,372,800 3,176,855
Advance to suppliers 11,710,809 3,652,165
Prepaid expenses 18,919,506 11,630,303
Security deposits 1,000,500 2,321,000
VAT receivables 134,176,708 171,497,192
Deferred Expenses- MTOQ 74,219,786 108,346,486
248,400,109 300,624,001
12 Consolidated advance income tax
12A Advance income tax
Balance as at 01 January 1,026,697,637 711,459,440
Add: Paid during the year 195,217,735 585,709,216
1,221,915,372 1,297,168,656
Adjustment during the year - (270,471,019)
Balance as at 31 December 1,221,915,372 1,026,697,637
13 Consolidated investment in fixed deposit
Hongkong & Shanghai Banking Corporation Ltd. 875,721,407 -
Prime Bank Limited 98,514,333 -
Union Capital Limited 347,639,166 -
Shahjalal Bank Limited 162,027,455 -
AB Bank Limited 50,000,001 -
Prime Finance Limited 300,000,000 -
1,833,902,362 -
13A Investments in fixed deposit
Hongkong & Shanghai Banking Corporation Ltd. 450,722,396 408,897,312
Prime Bank Limited 98,514,333 67,002,639
Delta Brac Housing Limited - 56,010,252
Union Capital Limited 347,639,166 42,000,000
Shahjalal Bank Limited 162,027,455 888,429,013
AB Bank Limited 50,000,001 109,793,751
Prime Finance Limited 300,000,000 -
1,408,903,351 1,572,132,967
FINANCIALS
Amounts in Taka
As at 31 December
2013 2012
14 Cash and cash equivalents
Cash in hand 179,575 -
Cash at bank 179,369,032 -
179,548,607 -
14A Cash and cash equivalents
Cash in hand 33,549 158,544
Cash at bank (Note 14.1) 155,546,739 174,663,924
155,580,288 174,822,468
14.A1 Cash at bank
Bank Name and types of account
The Hongkong & Shanghai Banking Corporation Ltd- CD 12,535,187 45,958,093
The Hongkong & Shanghai Banking Corporation Ltd- STD 41,550,212 4,377,101
The Hongkong & Shanghai Banking Corporation Ltd- USD 6,210,479 34,014,751
Standard Chartered Bank-CD 4,447,901 7,562,290
Standard Chartered Bank-STD 122,950 471,240
Standard Chartered Bank-USD 1,691,428 327,325
Trust Bank Limited-CD 24,495,558 -
Commercial Bank of Ceylone PLC-STD 774,746 20,529,888
Dhaka Bank Limited-STD 183,388 183,388
Prime Bank Limited-CD 7,274,746 15,073,479
Premier Bank Limited-CD 969,816 969,816
CITI Bank NA-CD 22,158,447 23,166,174
CITI Bank NA-STD 1,804,182 160,968
CITI Bank NA-USD 903,103
AB Bank Limited-CD 1,908 10,265
Brac Bank Limited (EII) 3,181,807 4,086,583
Brac Bank Limited (IPO) 623,593 470,228
Brac Bank Limited ($) 4,252,467 4,444,912
Brac Bank Limited () 272,103 268,264
Brac Bank Limited () 466,783 489,789
BracB-1501201831146005 (Plus) 7,517,977 3,636,066
BracB-1520201831146001(DIV-10) 1,141,832 1,196,671
BracB-1520201831146003(DIV-11) 6,789,907 4,345,357
BracB-1520201831146002- Fractn 101,172 2,716,786
AB Bank-4009-774675-430 SND 204,490 204,490
Bk-HSBC-MJLL-012087-069-DIV'12 5,870,558 -
155,546,739 174,663,924
15 Consolidated paid-up share capital
66,330,000 Ordinary shares of Tk.10 each fully paid-up
in cash
663,300,000 -
8,750,000 Ordinary shares of Tk.10 each fully paid-up for
consideration other than cash
87,500,000 -
163,393,200 Ordinary shares of Tk.10 each fully paid-up
for Bonus Share
1,633,932,000 -
2,384,732,000 -
Amounts in Taka
As at 31 December
2013 2012
15A Share capital
Authorised:
1,000,000,000 ordinary shares of Tk.10 each 10,000,000,000 10,000,000,000
Issued, called and paid-up:
26,330,000 ordinary shares of Tk.10 each fully paid-
up in cash
263,300,000 263,300,000
105,240,000 ordinary shares of Tk.10 each fully paid-
up for bonus share
1,052,400,000 1,052,400,000
8,750,000 ordinary shares of Tk.10 each fully paid-up
for consideration other than cash
87,500,000 87,500,000
40,000,000 shares of Tk.10 each fully paid-up in cash 400,000,000 400,000,000
27,048,000 shares of Tk.10 each fully paid-up -bonus
share for 2010
270,480,000 270,480,000
31,105,200 shares of Tk.10 each fully paid-up - bonus
share for 2011
311,052,000 311,052,000
2,384,732,000 2,384,732,000
Composition of shareholding
Name of the shareholders
% of holding
No. of share
Taka Taka
EC Securities Limited 139,153,450 58.351 1,391,534,500 1,391,534,500
Jamuna Oil Company Limited 46,393,300 19.454 463,933,000 463,933,000
Parkesine Products Ltd. 5,290 0.002 52,900 52,900
Azam J. Chowdhury 5,290 0.002 52,900 52,900
Marina Yasmin Chowdhury 5,290 0.002 52,900 52,900
Tanjil Chowdhury 5,290 0.002 52,900 52,900
Dilruba Chowdhury 5,290 0.002 52,900 52,900
Others 52,900,000 22.183 529,000,000 529,000,000
238,473,200 100 2,384,732,000 2,384,732,000
Classification of shareholders by range
Shareholding range
No. of
shareholders
No. of shares % of holding % of holding
Less than 500 122,258 13,086,677 5 6
From 500 to 5,000 3,503 4,710,928 2 2
From 5,001 to 10,000 219 1,541,588 1 1
From 10,001 to 50,000 163 3,111,090 1 2
From 50,001 to 1,000,000 86 11,168,568 5 5
Above 1,000,000 10 204,854,349 86 84
126,239 238,473,200 100 100
16 Consolidated retained earnings
Add: Consolidated net profit after tax during the year 699,675,040 -
1,436,535,690 -
Less: Dividend paid for the year 2011, 2012 596,183,000 -
840,352,690 -
16A Retained earnings
Add: Net profit after tax during the year 721,885,368 651,213,398
1,475,545,856 1,375,764,488
Less: Dividend paid for the year 2011, 2012 596,183,000 622,104,000
879,362,856 753,660,488
FINANCIALS
17 Non-Controling Interest
Ordinary Share Capital 52,779,000
Less: Share of net loss of the subsidiaries 19,714,274
33,064,726
18 Deferred Tax Liabilities
Carrying
Amount
Tax Base
Taxable/ (Deduc-
table) Temporary
Diference
Manufacturing and Trading unit
Property Plant and Equipment-Own 743,658,319 407,898,742 335,759,577
Intangible Assets 7,405,409 3,183,567 4,221,842
Investment in Share 53,250,838 60,532,051 (7,281,214)
Gratuity - - -
Sub Total 804,314,566 471,614,361 332,700,205
Shipping Unit
M. T. Omera Queen 1,473,553,216 483,049,910 990,503,306
Sub Total 1,473,553,216 483,049,910 990,503,306
1,323,203,511
Applicable Rate 24.75%
Deferred Tax Liability/(Asset) as on 31 December 2013-
Manufacturing and Tranding Unit
82,343,301
Shipping Unit
245,149,568
327,492,869
Manufacturing and Trading Unit:
Deferred Tax Liability/(Asset) as on 31 December 2013 82,343,301
Deferred Tax Expenses/(Income) for the year ended
31 December 2013
(4,493,809)
Shipping Unit:
Deferred Tax Expenses/(Income) for the year ended
31 December 2013
88,804,864
Total 84,311,055
Carrying Amount Tax Base
Taxable/ (Deduc-
table) Temporary
Diference
Manufacturing Unit:
Intangible Assets 1,451,570 210,966 1,240,604
Provision 1,987,567 - 1,987,567
Sub Total 439,029,294 134,701,436 304,327,858
Trading unit
Intangible Assets 1,451,570 210,966 1,240,604
Gratuity 8,378,003 - 8,378,003
Sub Total 44,307,949 32,864,498 11,443,450
Shipping Unit
M.T. Omera Queen 1,564,989,153 996,462,957 568,526,196
Sub Total 1,564,989,153 996,462,957 568,526,196
884,297,504
Applicable Rate 27.50%
Manufacturing Unit
83,690,161
Trading Unit
3,146,949
Shipping Unit
156,344,704
243,181,814
Amounts in Taka
As at 31 December
2013 2012
19 Consolidated short term loan
Loan against trust receipt:
The Hong Kong and Shanghai Banking Corporation Limited
(HSBC)
Standard Chartered Bank 1,624,692,601 -
Citibank NA 341,295,442 -
Commercial Bank of Ceylon Limited 94,040,397 -
37,309,888 -
2,097,338,328 -
Uses payment at sight loan (UPAS):
The Hong Kong and Shanghai Banking Corporation Limited 391,228,882 -
391,228,882 -
Other facilities (revolving loan and post import financing):
Standard Chartered Bank 400,000,000 -
Citibank NA 70,000,000 -
Commercial Bank of Ceylon Limited 100,000,000 -
Trust Bank 823,963,996 -
1,568,117,477 -
4,056,684,687 -
19A Short term loan
Loan against trust receipt:
The Hong Kong and Shanghai Banking Corporation Limited (HSBC) 333,985,282 215,097,848
Standard Chartered Bank 341,295,442 158,540,903
Citibank NA 94,040,397 35,895,266
Liability for Import Supply 37,309,888 -
806,631,009 409,534,017
Uses payment at sight loan (UPAS):
Standard Chartered Bank - 136,783,310
Citibank NA - 208,008,242
157,908,565 344,791,552
Other facilities (revolving loan and post import financing):
The Hong Kong and Shanghai Banking Corporation Limited 174,153,481 378,749,738
Standard Chartered Bank 400,000,000 -
Citibank NA 70,000,000 120,000,000
Commercial Bank of Ceylon Limited 100,000,000 300,000,000
Trust Bank 823,963,996 -
1,568,117,477 798,749,738
2,532,657,051 1,553,075,307
FINANCIALS
The interest and security details of these facilities are as follows:
Sl. Type of facility Interest rate (%) Nature of security
a. Loan against trust receipts
4 - 13.00 p.a.
* Promissory note and letter of continuation.
* Registered first charge over stocks and
book debts on pari-passu basis.
b.
Other facilities (revolving loan
and post import financing)
c. UPAS loan (FC Loan)
Amounts in Taka
As at 31 December
2013 2012
20 Bank overdraft
Trust Bank Limited-CD - 81,646,755
CITI Bank NA - 350
- 81,647,105
21 Consolidated trade and other payables
Accounts payable 172,229,299 -
Exxon Mobil Asia Pacific Pte. Limited-blending fees Payable 83,851,936 -
256,081,235 -
21A Trade and other payables
Accounts payable 145,068,661 143,603,792
Exxon Mobil Asia Pacific Pte. Limited-blending fees Payable 83,851,936 174,049,494
228,920,597 317,653,286
22 Consolidated provision for income tax
Add: Provision during the year 187,754,134 -
981,611,795 -
22A Provision for income tax
Add: Provision during the year 180,611,470 148,234,265
974,469,131 724,399,963
Less: Payment/Adjustment during the year - 69,457,698
974,469,131 793,857,661
23 Consolidated other liabilities
Tax payable-deduction from suppliers 20,176,252 -
VAT payable-deduction from suppliers 14,407,426 -
VAT payable-deduction from Directors 57,000 -
Advance against sale 35,554,794 -
Others Payable 74,368 -
Accrued Interest on LATR & STL & OD 23,792,234 -
Salary Payable 46,795,322 -
Accruals of operating expenses 65,796,751 -
Accrued Contract Labour 1,045,228 -
207,699,375 -
23A Other liabilities
Tax payable-deduction from suppliers 11,017,073 23,421,141
VAT payable-deduction from suppliers 288,618 2,886,480
VAT payable-deduction from Directors 57,000 48,000
Advance against sale 35,554,794 17,837,002
Gratuity Payable - 10,365,569
Accrued Interest on LATR & STL & OD 22,586,324 18,029,474
Salary Payable 46,795,322 44,058,707
Accruals of operating expenses 65,553,957 59,998,234
Accrued Contract Labour 1,045,228 721,779
182,898,316 177,366,386
Amounts in Taka
For the year ended 31 December
2013 2012
24 Consolidated revenue
Lubricants
Locally blended lubricants - 3,057,735,770 - 3,057,735,770 -
Imported Lubricants local Sales - - 3,292,510,811 3,292,510,811 -
Export Sales of Lubricants - 60,255,902 14,305,585 74,561,486 -
Oil Tanker -
Voyage Freight Earning 728,243,160 - - 728,243,160 -
Demurrage Earning 34,970,117 - - 34,970,117 -
Service revenue 13,655,270 -
763,213,277 3,117,991,671 3,306,816,396 7,201,676,614 -
24A Revenue (Excluding VAT) Oil Tanker
Manufactur-
ing unit
Trading unit Total Total
Lubricants
Locally blended lubricants - 3,057,735,770 - 3,057,735,770 3,292,914,319
Imported Lubricants
local Sales
- - 3,292,510,811 3,292,510,811 2,979,144,822
Export Sales of Lubricants - 60,255,902 14,305,585 74,561,486 90,414,162
Oil Tanker
Voyage Freight Earning 728,243,160 - - 728,243,160 613,640,689
Demurrage Earning 34,970,117 - - 34,970,117 18,209,240
763,213,277 3,117,991,671 3,306,816,396 7,188,021,344 6,994,323,232
25 Cost of revenue
Oil Tanker Unit:
Opening stock of Bunker and other Oil 62,052,747 58,496,998
Add: Purchase 446,403,486 331,484,886
508,456,233 389,981,884
Less: Closing stock of Bunker and other Oil 69,754,317 62,052,748
Matarial avaialble for used 438,701,916 327,929,136
Add: Other Direct Expenses
Port Expenditure 28,844,342 24,832,742
Ship Runnng Expenditure 101,171,702 105,214,859
Technical Operational Expenditure 5,564,700 8,535,000
Salary of Crew 71,607,681 78,041,538
Depreciation 91,435,936 91,536,627
298,624,361 308,160,766
737,326,277 636,089,902
Manufacturing Unit:
Opening stock of raw material 849,910,699 676,922,561
Add: Purchase 1,470,081,665 2,157,304,827
2,319,992,365 2,834,227,388
Less: Closing stock of raw materials 534,697,427 849,910,699
Raw material available for used 1,785,294,937 1,984,316,689
Overhead and operating expenses (Note 25.1) 417,647,062 421,073,795
2,202,942,000 2,405,390,484
Add: Opening work in progress 27,079,736 29,532,491
2,230,021,736 2,434,922,975
Less: Closing work in progress 14,550,695 27,079,736
Cost of goods manufactured 2,215,471,041 2,407,843,239
FINANCIALS
Add: Opening stock of finished goods 188,653,295 194,425,807
Locally blended lubes available for sale 2,404,124,336 2,602,269,046
Less: Closing stock of finished goods 202,430,300 188,653,295
2,201,694,036 2,413,615,750
Trading unit:
Opening stock 439,692,584 500,604,062
Add: Purchase during the year 2,988,004,000 2,557,039,045
3,427,696,585 3,057,643,107
Less: Closing stock 662,072,623 439,692,584
Consumption 2,765,623,962 2,617,950,523
Cost of revenue 5,704,644,275 5,667,656,175
25.1 Overhead and operating expenses
The following figures are directly connected to production.
Packaging materials 216,062,637 221,674,064
Blending fees 92,500,629 108,021,517
Depreciation 31,039,345 23,961,018
Factory expenses 17,656,488 8,141,475
Employee compensation 26,481,555 25,784,990
Gratuity Expenses 730,936 1,254,687
PF Employer's Contribution 947,050 992,316
Travelling expenses 598,390 721,839
Business entertainment - 103,870
Employee meal subsidy 1,332,750 1,356,562
Daily refreshments 452,888 285,194
Training - 18,962
Utilities 4,630,723 4,469,709
Postage 153,927 136,718
Printing and stationery 2,710,728 2,057,975
Maintenance and repairing expenses 6,721,319 5,339,917
Govt Fees & Charges 76,032 134,312
Jetty usage charges 720,000 1,024,251
Contract labour 11,198,060 10,573,094
Insurance expenses 3,624,893 5,019,273
Periodical and magazine 8,712 2,050
417,647,062 421,073,795
26 Consolidated other income
Financial income (Note 26.1) 237,604,018 -
Other business income (Note 26.2) 14,672,182 -
252,276,200 -
26.1 Consolidated financial income
Interest on deposit 227,069,676 -
Foreign exchangegain 7,108,279 -
Dividend income 582,530 -
Investment income- Zero Coupon Bond 2,843,533 -
237,604,018 -
26.2 Consolidated other business income
Gain on sale of non-current assets 2,072,989 -
Sale of drums 1,343,000 -
Delivery charges 1,843,659 -
Testing fee 2,074,504 -
Other income 169,000 -
Sale of Slop Oil 7,169,030 -
14,672,182 -
26A Other income
Manufactur-
ing unit
Trading unit Total Total
Financial income (Note 26.A1) 103,997,844 110,295,925 214,293,770 295,597,471
Other business income (Note 26.A2) 11,042,650 3,252,676 14,295,326 4,828,758
115,040,494 113,548,602 228,589,096 300,426,229
26.A1 Financial income
Interest on deposit 85,557,593 90,738,937 176,296,530 260,597,150
Foreign exchange gain 16,777,566 17,793,611 34,571,177 28,171,983
Dividend income 282,705 299,825 582,530 3,005,687
Investment income- Zero Coupon Bond 1,379,981 1,463,552 2,843,533 3,822,651
103,997,845 110,295,925 214,293,770 295,597,471
26.A2 Other business income
Gain on sale of non-current assets 2,072,989 - 2,072,989 8,089
Sale of drums - 1,343,000 1,343,000 1,577,600
Delivery charges 894,737 948,922 1,843,659 570,204
Testing fee 905,894 960,754 1,866,648 2,672,865
Sale of Slop Oil 7,169,030 7,169,030
11,042,650 3,252,676 14,295,326 4,828,758
27 Consolidated administrative and selling expenses
Employee compensation 140,659,425 -
Gratuity expenses 3,291,702 -
Provident fund-Employer's contribution 4,017,768 -
Directors' fees 3,678,135 -
AGM related expenses 6,078,527 -
Meeting expenses 38,832 -
Dividend related expenses 93,812 -
Traveling expenses 18,090,360 -
Entertainment 3,080,131 -
Employee training and welfare 4,343,528 -
Transportation, storage and handling 48,244,886 -
Utilities 3,384,285 -
Telephone, cable and postage expenses 7,597,156 -
Market Research 175,815 -
Technical Service fee 1,830,484 -
Membership/Subscription fees 1,440,066 -
Govt Fees & Charges 4,644,102 -
Ofice supplies 13,227,501 -
Ofice Rent 24,750,907 -
Legal and professional fees 4,920,479 -
Audit fees and charges 602,005 -
Other contract services 17,907,706 -
Indirect Ship running expenses 45,195,206 -
Insurance expenses 42,731,080 -
Advertisement and publications 14,755,952 -
Sales promotion 82,835,951 -
Launching expenses 2,215,207 -
Land and city corporation tax 1,163,060 -
Depreciation 24,455,051 -
Amortization- Software 1,019,246 -
Miscellaneous expenses 114,978 -
528,768,590 -
FINANCIALS
27A
Administrative and sell-
ing expenses
Oil Tanker
Manu-
facturing
unit
Trading
unit
Total Total
Employee compensation 12,722,743 51,976,828 55,124,531 119,824,102 109,753,596
Gratuity expenses 349,508 1,427,861 1,514,332 3,291,702 5,856,738
Provident fund -
Employer's contribution
426,601 1,742,812 1,848,356 4,017,768 3,553,188
Directors' fees 153,853 628,542 666,606 1,449,000 1,339,750
AGM related expenses 645,409 2,636,719 2,796,398 6,078,527 17,897,145
Dividend related expenses 9,961 40,693 43,158 93,812 324,858
Traveling expenses 1,562,365 6,382,804 6,769,345 14,714,515 16,193,122
Entertainment 279,784 1,143,014 1,212,235 2,635,033 5,431,429
Employee training and welfare 428,286 1,749,696 1,855,657 4,033,639 7,192,487
Transportation, storage
and handling
4,968,100 20,296,417 21,525,563 46,790,080 38,628,155
Utilities 284,826 1,163,613 1,234,081 2,682,520 2,279,157
Telephone, cable and
postage expenses
751,794

3,071,339
3,257,339 7,080,472 7,053,012
Membership/Subscription fees 152,904 624,666 662,496 1,440,066 4,852,822
Govt fees and charges 58,696 239,794 254,315 552,805 1,203,501
Ofice supplies 1,086,918 4,440,440 4,709,352 10,236,710 15,519,264
Ofice repairs and renovation - - - - -
Rent for property 1,832,383 7,485,924 7,939,269 17,257,576 15,614,382
Sales Incentive expense - 2,185,248 - 2,185,248 4,626,786
Legal and professional fees 236,903 967,830 1,026,442 2,231,175 1,640,550
Audit fees and charges 33,579 137,182 145,489 316,250 450,500
Other contract services 1,869,534 7,637,695 8,100,232 17,607,461 30,250,368
Indirect Ship running expenses 45,195,206 45,195,206
Insurance expenses 36,954,429 2,800,924 2,970,547 42,725,900 42,948,337
Advertisement and publications - 4,564,262 4,840,672 9,404,934 4,746,368
Sales Promotion - 38,627,424 40,966,690 79,594,113 96,249,656
Land and city corporation tax 123,492 504,508 535,060 1,163,060 1,258,416
Depreciation - 9,093,365 9,644,057 18,737,422 12,309,724
Amortization- Software - 494,645 524,601 1,019,246 544,897
Miscellaneous expenses - 1,116 1,184 2,300 -
110,127,272 172,065,362 180,168,007 462,360,641 447,718,211
28 Consolidated financial charges
Interest on short term Loan 204,331,566 -
Interest on FC loan 30,982,807 -
Bank charges 20,317,571 -
Loss/(Gain) on Investment 7,747,238 -
263,379,182 -
28A Financial charges Oil Tanker
Manufactur-
ing unit
Trading
unit
Total Total
Interest on short term Loan - 99,163,137 105,168,429 204,331,565 206,202,391
Interest on FC loan 30,982,806 30,982,806 41,440,436
Bank charges 15,321,718 2,142,284 2,272,020 19,736,022 46,357,155
Loss on Investment - 3,759,773 3,987,464 7,747,238 17,705,303
46,304,524 105,065,194 111,427,913 262,797,631 311,705,285
29 Consolidated basic Earnings per share (EPS)
Net profit after tax (Numerator) 699,675,039 -
Number of ordinary shares outstanding (Denominator) 238,473,200 -
Earnings per share (EPS) 2.93 -
29A Basic Earnings per share (EPS)
Net profit after tax (Numerator) 721,885,368 651,213,398
Number of ordinary shares outstanding (Denominator) 238,473,200 238,473,200
Earnings per share (EPS) 3.03 2.73
30 Consolidated Net Asset Value (NAV)
Net assets (total assets-liabilities) 7,780,349,416 -
Net asset value (NAV) per share 32.63 -
30A Net Asset Value (NAV)
Net assets (total assets-liabilities) 7,338,094,857 7,212,392,489
Net asset value (NAV) per share 30.77 30.24
31 Consolidated Net Operating Cash Flow Per Share (NOCFPS)
Net operating cash flows 760,906,077 -
Net operating cash flows per share 3.19 -
31A Net Operating Cash Flow Per Share (NOCFPS)
Net operating cash flows 866,463,615 304,650,030
Net operating cash flows per share 3.63 1.28
32 Related party disclosures
i) Related party transactions
During the year, the company carried out a number of transactions with related parties in the
normal course of business and on an arms' length basis. The name of these related parties, nature
of these transactions and their total value have been set out in accordance with the provisions of
BAS 24: Related Party Disclosure.
Amount presented in Taka
Name of the
party
Nature of Trans-
actions
Nature of Rela-
tionship
Transaction
value
(Receives)/
payments
"(Outstanding)
/ receivable bal-
ance
as at 31 Decem-
ber 2013"
EC Distribution Ltd. Additive purchase Group company 136,115,160 127,073,536 (9,041,624)
East Coast Trading
(Pvt) Ltd.
Additive purchase Group company 312,272,325 267,714,090 (44,558,236)
Jamuna Oil Com-
pany Ltd.
Sale of finished
products
Shareholder 1,175,848,149 (1,158,037,870) 33,531,959
Diessel Purchase Shareholder 7,160,580 7,160,580 -
Omera Fuels Ltd.
Payments borne
by MJL Bangladesh
Limited
Group company 369,558,288 (50,726,970) 347,562,487
Parkesine Products
Ltd.
Packaging Material
purchases
Shareholder 74,352,671 64,778,450 (2,390,113)
Omera Petroleum
Limited
Payments borne
by MJL Bangladesh
Limited
Subsidiary Com-
pany
891,625,916 (666,229,141) 108,408,276
Omera Cylinders
Limited
Payments borne
by MJL Bangladesh
Limited
Subsidiary Com-
pany
173,319,979 (20,104,765) (95,966,371)
FINANCIALS
ii) Particulars of directors of MJL Bangladesh Limited as at 31 December 2013:
Name
BOD of MJL
Bangladesh
Limited
Entities
where they
have inter-
ests
Directorship/Sponsorship/Ownership with other
companies
Mr. Md. Mozammel
Haque Khan
Chairman
Jamuna Oil
Company
Ltd.
Omera Fuels Limited
Titas Gas Transmission & Distribution Company Ltd.
Karnaphuli Fertilizer Co. Ltd.
Bangladesh Gas Fields Co. Ltd.
Bangladesh Petroleum Exploration & Production Co. Ltd.
Bangladesh Infrastucture Finance Fund Ltd
Mr. Azam J Chow-
dhury
Managing Director
EC Securities
Ltd.
East Coast Trading (Pvt.) Ltd.
EC Distribution Ltd.
EC Securities Ltd
The Consolidated Tea and Lands Company (Bangladesh) Ltd.
Baraoora (Sylhet) Tea Company Ltd.
Consolidated Tea and Plantation Ltd.
EC Bulk Carriers Ltd.
East Coast Shipping Lines Ltd.
Radiant Alliance Limited
Bangladesh Trade Syndicate Ltd.
Omera Fuels Limited
MJL & AKT Petroleum Company Limited
Mr. Abdul Muyeed
Chowdhury
Director
EC Securities
Ltd.
BracNet Ltd.
Tiger Tours Limited
Omera Fuels Limited
Pioneer Insurance Company Limited
Summit Alliance Port Limited
Ocean Containers Limited
Alliance Holdings Ltd.
ACI Ltd.
Mr. Md. Aminur
Rahman
Director
EC Securities
Ltd.
Omera Fuels Limited (Nominee Director)
Omera Petroleum Limited (Nominee Director)
Omera Cylinders Limited (Nominee Director)
Mr. Tanjil Chowd-
hury
Director
EC Securities
Ltd.
East Coast Trading (Pvt.) Ltd.
EC Distribution Limited
Bangladesh Trade Syndicate Ltd.
EC Bulk Carriers Ltd.
East Coast Shipping Lines Ltd.
Radiant Alliance Limited
Omera Fuels Limited
Omera petroleum Limited
Mr. Alim Uddin
Ahmed
Director
Jamuna Oil
Company
Ltd.
Omera Fuels Limited
Prof. Dr. Moham-
mad Tamim
Independent
Director
Energypac Power Generation Limited
Omera Fuels Limited
Mr. Q.M. shariful Ala
Independent
Director
Delta BRAC housing Finance Corp. Ltd
Omera Fuels Limited

33 Capital expenditure commitment
As on 31 December 2013 MJL Bangladesh Limited has the following material commitment for
capital expenditures:
Particulars Figures are in Taka
Design of Corporate Head Ofice-Dhaka 6,300,000
Total 6,300,000
34 Other commitments and contingencies
34.1 Commitments
As at December 31, 2013 the company had commitments of tk. 447.06 million in respect of
outstanding letter of credit and bill acceptence.
34.2 Contingencies
As on 31 December 2013 the company had contingencies of Tk. 26.95 million in respect of letter
of bank guarantee.
2013 2012
35 Capacity Utilization (Company)
Kilo Barrel in
"000"
Kilo Barrel in
"000"
Total Production Capacity in Kilo Barrel (159 Ltr.= Barrel) 150 150
Capacity Utilised for the period 51.00% 56.28%
Note: Licensed Capacity is not applicable for the Company
36 Disclosure on Managerial Remuneration (Company):
Particulars
2013 2012
Managing
Director
Other Man-
agers
Total
Managing
Director
Other Man-
agers
Total
Basic Salary 3,840,000 29,863,440 33,703,440 3,840,000 25,962,640 29,802,640
House Rent 480,000 7,064,760 7,544,760 480,000 5,705,760 6,185,760
Conveyance 240,000 3,888,700 4,128,700 240,000 3,443,900 3,683,900
Medical 720,000 5,823,900 6,543,900 720,000 5,308,300 6,028,300
Bonus/Incentives 3,840,000 27,780,100 31,620,100 3,840,000 9,242,980 13,082,980
Other Allowances 720,000 3,131,600 3,851,600 720,000 2,815,800 3,535,800
Total salaries
and allowances
9,840,000 77,552,500 87,392,500 9,840,000 9,840,000 62,319,380
37 Blending Fees in Foreign Currency (company)
Particulars
2013 2012
BDT USD $ Beneficiary BDT USD $ Beneficiary
Blending Fee 92,500,629 $ 1,182,268
Exxon Mobil
Asia Pacific
Pte. Limited,
Singapore
108,021,517 $ 1,344,555
Exxon Mobil
Asia Pacific
Pte. Limited,
Singapore
2013 2012
38 Gross Profit Ratio (Company) Taka Taka
Sales (Denominator) 7,188,021,344 6,994,323,232
Gross profit (Numerator) 1,483,377,070 1,326,667,057
Gross Profit Ratio 20.64% 18.97%
39 Net Profit Ratio (Company)
Sales (Denominator) 7,188,021,345 6,994,323,232
Net profit after tax (Numerator) 721,885,368 651,213,398
Net Profit Ratio 10.04% 9.31%
FINANCIALS
40 Name of the auditors of the group companies
Name of the company Relationship Auditors
Omera Cylinders Limited Subsidiary SF Ahmed and Co.
Omera Petroleum Limited Subsidiary SF Ahmed and Co.
MJL & AKT Petroleum Company Limited Subsidiary NGWE INZALY
41 Consolidated financial risk management
The management is responsible for the establishment and oversight of the companys risk
management policies that are established to identify and analyze the risks faced by the company,
to set appropriate risks limits and controls, and to monitor risks and adherence to limits.
Management discloses the exposures to risk and how they arise as well as its objectives, policies
and processes for managing the risk and the methods used to measure the risk. The company has
exposures to the following risks from its use of financial instruments.
i. Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they
fall due. The Companys approach to managing liquidity is to ensure, as far as possible, that it will
always have suficient liquidity to meet its liabilities when become due, under both normal and
stressed conditions, without incurring unacceptable losses or risking damage to the Companys
reputation.
The Company ensures that it has suficient cash and cash equivalents to meet expected
operational expenses, including financial obligations through preparation of the cash flow
forecast, prepared based on timeline of payment of the financial obligation and accordingly
arrange for suficient liquidity/fund to make the expected payment within due date. Moreover,
the Company seeks to maintain short term lines of credit with scheduled commercial banks to
ensure payment of obligations in the event that there is insuficient cash to make the required
payment. The requirement is determined in advance through cash flows projections and credit
lines facilities with banks are negotiated accordingly.
The following are the contractual maturities of financial liabilities of the Company:
Amounts in Taka
Financial liabilities
Carrying
amount
Within 12
months or less
Above 12 months
Trade and other payables 463,780,610 463,780,610 -
Term loan 4,545,747,187 4,447,934,687 97,812,500
ii. Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market prices. Market risk comprises three types of risk: currency risk,
interest rate risk and other price risk. The objective of market risk management is to manage and
control market risk exposures within acceptable parameters, while optimizing the return.
a. Currency risk
The currency risk is the risk that the fair value or future cash flows of a financial instrument will
fluctuate because of changes in foreign exchange rate. The company experiences currency risks
on export sales and purchase of raw material, spare parts, accessories and capital items. Most of
company's foreign currency purchases are denominated in US$.
Amount in US$
Foreign currency denominated assets As at 31 December 2013
Receivables from customers-Export 102,438
Vessel Stocks 891,429
Cash at bank 176,311
Foreign currency denominated liabilities As at 31 December 2013
Trade payables -
Term loan 28,185,994
Royalty and technical fees 1,071,590
The foreign exchange gain of the company is Taka 7,108,279 for the year ended 31 December 2013
The company has applied the following significant foreign exchange rates:
Exchange rate as at 31 Dec.
2013
1 US Dollar equvalent to BDT 78.25
b. Interest risk
Interest rate risk is the risk that the fair value or future cash flows of a
financial instrument will fluctuate because of changes in market interest
rates.
At the reporting date, the financial assets and financial liabilities are as
follows:
Amounts in Taka
Financial instruments As at 31 December 2013
Financial assets
Investment in FDR 1,833,902,362
Cast at bank 179,369,031
Financial liabilities
Bank overdraft -
Term loan 4,545,747,187
iii. Credit risk:
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other
party by failing to discharge an obligation.
The company has a written credit policies with terms and conditions allowed to debtors and the
exposure to credit risk is monitored on an ongoing basis to ensure collection within stipulated
time. Debtors are categorized according to their risk profile-i.e. frequency of payment, legal status,
financial condition etc. Trade and other debtors consist of domestic receivable, export receivable,
inland export debtors and interest receivable.
The maximum exposure to credit risk is represented by the carrying amount of each financial
asset in the statement of financial position
The maximum exposure to credit risk at the reporting date was as follows:
Amounts in Taka
"As at 31 December 2013"
Trade receivables
Local receivables 283,800,255
Export receivables 8,015,780
291,816,035
Other receivables
Accrued interest 79,999,844
Claims receivable-others 11,291,129
Bank guarantee margin 26,946,834
Inter-company receivable 347,565,898
465,803,705
FINANCIALS
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FINANCIALS
Subsidiary Profile
Omera Petroleum Ltd.
OMERA PETROLEUM LIMITED
For the Period 2013
Dear Shareholders,
In terms of the provisions of section 184 of the Companies Act 1994 and IAS codes, as adopted
by the Institute of Chartered Accountants of Bangladesh, I am pleased to submit to you on behalf
of the Board of Directors their Report along with Audited Accounts containing only Statement of
Financial Position, Comprehensive Income, Changes in Equity and Cash Flows for the year ended
31 December, 2013 at this Annual General Meeting:
1. Operations:
Omera Petroleum Limited (OPL) is a joint venture of MJL Bangladesh Limited and B.B. Energy
(Asia) Pte Ltd.
OPL has undertaken a project to install a state-of- the- art LPG terminal with import, storage,
bottling & marketing facilities. The Main Terminal is located at Mongla and three satellite stations
are located at Bogra (Sherpur), Dhaka (Ghorashal) and Chittagong (Mireshharai) respectively.
The company is expected to meet the growing demand for LP Gas, especially mitigating existing
fuel crisis in this country with its plant capacity of 100 K.TON/Annum and efficient distribution
channels.
The project will be expected to be operational by August 2014.
Omera Petroleum Limited is dedicated to running a safe and environmentally responsible
operation and making significant contribution to Bangladeshs sustainable economic prosperity
as well as energy equilibrium.
2. Financial Position:
The Financial Status during the year 2013 and 2012 are as follows:
2013 2012
Property, Plant and Equipment 279,204,085 273,731,917
Leasehold Property 5,112,414 5,434,322
Capital Work-In-Progress 881,428,423 329,734,581
Current Assets 1,677,355,455 18,511,362
Total 2,843,100,377 627,412,182
The above investments have been financed as follows:
2013 2012
Shareholders Equity 1,526,253,604 (10,539,256)
Short Term Loan 1,291,913,228 -
Current Liabilities 24,933,545 637,951,438
Total 2,843,100,377 627,412,182
FINANCIALS
3. Shareholdings
The present shareholding pattern of the company is as follows:
Name of the shareholder No. of share % of holding
MJL Bangladesh Limited 4,500,000 75%
B.B. Energy (Asia) Pte Ltd 1,500,000 25%
6,000,000 100
4. Board of Directors
The following persons are the members of the Board of Directors of the Company:
1. Dr. Md Mozammel Haque Khan Chairman
2. Azam J. Chowdhury Director
3. Abdul- Muyeed Chowdhury Director
4. Md. Aminur Rahman Director
5. Maj. Gen. Nizam Ahmed, psc (Rtd) Managing Director
6. Tanjil Chowdhury Director
7. Alim Uddin Ahmed Director
8. Bahaeddine Mohamed Aboul Nasr Bassatne Director
9. Raed Aboul Nasr Bassatne Director
10. Dr. Mohammad Tamim Independent Director
11. Mr. Quazi Mohammad Shariful Ala Independent Director
5. Appointment of the Auditors:
S.F. Ahmed & Co., Chartered Accountants, Auditor of the Company, will retire at this Annual General
Meeting and being eligible have ofered themselves for reappointment as Auditors for the year 2014.
6. Acknowledgement
The Board of Directors record with deep appreciation the contribution made and support & co-operation
given by the Staf, Oficer, Workers, Suppliers, Customers, Bank, Insurance Companies, Utility Providers,
and the Government in particular and look forward to the global role of the Company.
Sd/-
Chairman
To the shareholders of Omera Petroleum Limited
Introduction
We have audited the accompanying financial statements of Omera Petroleum Limited, which comprise
the statement of financial position as at 31 December 2013, and the statement of comprehensive income,
statement of changes in equity and statement of cash flows for the year then ended, and a summary of
significant accounting policies and other explanatory notes
Omera Petroleum Limiteds management is responsible for the preparation and fair presentation of these
financial statements in accordance with Bangladesh Financial Reporting Standards (BFRS), and for such
internal control relevant to the preparation and fair presentation of financial statements that are free from
material misstatements, whether due to fraud or error; selecting and applying appropriate accounting
policies; and making accounting estimates that are reasonable in the circumstances.
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted
our audit in accordance with International Standards on Auditing (ISA) and Bangladesh Standards on Auditing
(BSA). Those standards require that we comply with relevant ethical requirements and plan and perform the
audit to obtain reasonable assurance whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures
in the financial statements. The procedures selected depend on the auditors judgment, including the
assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error. In making those risk assessments, we consider internal control relevant to the entitys preparation
and fair presentation of the financial statements in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the efectiveness of the entitys
internal control. An audit also includes evaluating the appropriateness of accounting policies used and
the reasonableness of accounting estimates made by management, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is suficient and appropriate to provide a basis for
our audit opinion.
Opinion
In our opinion, the financial statements including consolidated financial statements, prepared in
accordance with Bangladesh Financial Reporting Standards (BFRS), give a true and fair view of the state
of the companys afairs as at 31 December 2013 and of the results of its operations and cash flows for the
year then ended and comply with the Companies Act 1994, the Securities and Exchange Rules 1987 and
other applicable laws and regulations.
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 purposes 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 and
its subsidiary so far as it appeared from our examination of these books;
c) the companys statement of financial position, statement of comprehensive income, statement
of changes equity and Statement of cash flows dealt with by the report are in agreement with the
books of account and returns; and
d) the expenditure incurred was for the purposes of the companys business.
Dated, Dhaka S. F. Ahmed & Co.
April 17, 2014 Chartered Accountants
FINANCIALS
OMERA PETROLIUM LIMITED
STATEMENT OF FINANCIAL POSITION
As at 31
st
December 2013
Amount in Bangladeshi Taka
31 Dec. 2013 31 Dec. 2012
ASSETS
Non-Current Assets
Property, Plant and Equipment 279,204,085 273,731,917
Leasehold Property 5,112,414 5,434,322
Capital Work-In-Progress 881,428,423 329,734,581
Total Non-Current Assets 1,165,744,922 608,900,820
Current Assets
Advances, Deposits and Prepayments 1,466,728,244 18,281,966
Short Term Investment 182,431,645 -
Inter Company Receivable 658,148 57,461
Other Receivable 7,400,418 -
Cash and Cash Equivalents 20,136,990 171,935
Investments in Omera Cylinders Limited 10 -
Total Current Assets 1,677,355,455 18,511,362
2,843,100,377 627,412,182
Share Capital 60,000,000 10,000,000
Share Money Deposit 1,525,462,497 -
Retained Earnings (59,208,893) (20,539,256)
1,526,253,604 (10,539,256)
Non-Current Liabilities
Current Liabilities
Accounts Payable 1,751,122 6,321,567
Other Current Liabilities 20,774,146 7,517
Inter Company Payable 2,408,277 629,241,042
Bank Overdraft - 2,381,312
Total Current Liabilities 1,316,846,773 637,951,438
Total Liabilities 1,316,846,773 637,951,438
Total Equity and Liabilities 2,843,100,377 627,412,182
The accompanying notes form an integral part of these financial statements
Managing Director Director Company Secretary
Signed in terms of our report of even date annexed
STATEMENT OF PROFIT AND LOSS AND OTHER
COMPREHeNSIVE INCOME
For the year ended 31
st
December 2013

31 Dec. 2013 31 Dec. 2012
Revenue - -
Less: Cost of Revenue - -
Gross Profit - -
Add: Other Income/(Loss) (3,299,307) -
Less: Administrative and Selling Expenses 34,842,474 16,358,222
Financial Charges 527,855 590,834
35,370,329 16,949,056
Profit/(Loss) before Tax (38,669,636) (16,949,056)
Less: Provision for Income Tax - -
Net Profit/(Loss) after Tax (38,669,636) (16,949,056)
FINANCIALS
Statement of Changes in Equity
st
December 2013

Particulars
Share Retained Share Money
Deposit
Equity
Capital Earnings (Total)
Balance at 01 January 2012 10,000,000 (3,590,200) 6,409,800
Total Comprehensive Income for
the period

(16,949,056)

(16,949,056)
Balance at 31 Dec 2012 10,000,000 (20,539,256) (10,539,256)
Particulars
Share Retained Share Money
Deposit
Equity
Capital Earnings (Total)
Balance at 01 January 2013 10,000,000 (20,539,256) - (10,539,256)
the period

(38,669,636)

(38,669,636)
Addition 50,000,000 1,525,462,497 1,575,462,497
Balance at 31 Dec 2013 60,000,000 (59,208,892) 1,525,462,497 1,526,253,605
st
December 2013

Jan to December
2013
Jan to December
2012
Taka Taka
Cash received from Revenue -
Payment to supplier (21,313,487) (11,399,550)
Finance Expenses Paid (527,855) (590,834)
Interest income received 16,939,163 -
Net cash flow from operating activities (34,985,764) (26,112,020)
Payment against Capital Work-in Progress (1,962,630,449) (568,032,302)
FDR investment (182,431,645) -
Investment in Omera Cylinders Limited (10) -
Acquisition of fixed assets (9,909,150) (31,697,317)
Net cash flow from investing activities (2,154,971,254) (599,729,619)
Share Capital issue 50,000,000
Share Money Deposits 898,029,044
Bank Overdraft (2,381,312) 2,381,312
Paid to / Received from intercompany - 623,589,519
Net cash used in financing activities 2,209,922,073 625,970,831
D. Net Cash (Deficit)/Surplus for the period (A+B+C) 19,965,055 129,192
E. Cash & Cash equivalent at beginning of the period 171,935 42,743
F. Cash & Cash equivalent at end of the period/year 20,136,990 171,935
FINANCIALS
Subsidiary Profile
Omera Cylinders Ltd.
OMERA CYLINDERS LIMITED
For The Period 2013

Dear Shareholders,
In terms of the provisions of section 184 of the Companies Act 1994 and IAS codes, as adopted by the
Institute of Chartered Accountants of Bangladesh, I am pleased to submit to you on behalf of the Board
of Directors their Report along with Audited Accounts containing only Statement of Financial Position,
Comprehensive Income, Changes in Equity and Cash Flows for the year ended 31 December, 2013 at this
Annual General Meeting:
1. Operations:
Omera Cylinders Limited, a safety, health & environment compliant organization & a subsidiary of MJL
Bangladesh Limited, is setting up a state -of -the-art Cylinder Manufacturing Plant at Companys own land
in Notunbazar, Habiganj, Sylhet.
The annual capacity of the plant will be 500,000-550,0000 cylinders per annum (based on 12.5 kg
cylinders).
The project is expected to be operational by July 2014.
The Financial Status during the year 2013 and 2012 are as follows:
2013 2012
Capital Work-in-Progress 431,162,812 41,970,345
Current Assets 392,988,113 353,043,905
Total 824,150,925 395,014,250
2013 2012
Shareholders Equity 563,737,665 370,510,539
Short Term Loan 230,535,612 -
Total 824,150,925 395,014,250
3. Shareholdings
MJL Bangladesh Limited 1,999,999 99.99995%
Omera Petroleum Limited 1 0.00005%
2,000,000 100%
FINANCIALS
1. Dr. Md Mozammel Haque Khan Chairman
2. Azam J. Chowdhury Director
3. Abdul- Muyeed Chowdhury Director
4. Mr. Quazi Mohammad Shariful Ala Independent Director
5. Md. Aminur Rahman Director
6. Maj. Gen. Nizam Ahmed, psc (Rtd) Managing Director
7. Tanjil Chowdhury Director
8. Alim Uddin Ahmed Director
9. Dr. Mohammad Tamim Independent Director
S.F. Ahmed & Co., Chartered Accountants, Auditor of the Company shall retire at this Annual General
Meeting and being eligible have ofered themselves for reappointment as Auditors for the year 2014.
6. Acknowledgement
Sd/-
Chairman
To the Shareholders of Omera Cylinders Limited
We have audited the accompanying financial statements of Omera Cylinders Limited, which comprise
the Statement of Financial Position as at 31 December 2013, the Statement of Profit or Loss and Other
Comprehensive Income, Statement of Changes in Equity and Statement of Cash Flow for the year then
ended, and a summary of significant accounting policies and other explanatory information.
Omera Cylinders Limiteds management is responsible for the preparation and fair presentation of these
financial statements in accordance with Bangladesh Financial Reporting Standards (BFRS), and for such
internal control as management determines is necessary to enable the preparation of financial statements
that are free from material misstatement, whether due to fraud or error.

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted
our audit in accordance with Bangladesh Standards on Auditing (BSA). Those standards require that we
comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures
in the financial statements. The procedures selected depend on the auditors judgment, including the
assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
In making those risk assessments, the auditor considers internal control relevant to the entitys preparation
and fair presentation of the financial statements in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the efectiveness of the entitys
internal control. An audit also includes evaluating the appropriateness of accounting policies used and
the reasonableness of accounting estimates made by management, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is suficient and appropriate to provide a basis for
our audit opinion.
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 companys afairs as at 31 December 2013, and its financial
performance and its cash flows for the year then ended in accordance with Bangladesh Financial Reporting
Standards (BFRS) and comply with the Companies Act, 1994 and other applicable laws and regulations.
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 purposes of our audit and made due verification thereof;
b) in our opinion, proper books of accounts as required by law have been kept by the company so
far as it appeared from our examination of those books;
c) the companys Statement of Financial Position, Statement of Comprehensive Income, Statement
of Changes in Equity and Statement of Cash Flow dealt with by the report are in agreement with
the books of accounts; and
d) the expenditure was incurred for the purposes of the Companys business.
FINANCIALS
AS at 31
st
December 2013
31 Dec. 2013 31 Dec. 2012
ASSETS
Non-Current Assets
Capital Work-in-Progress 431,162,812 41,970,345
Total Non-Current Assets 431,162,812 41,970,345
Current Assets
Short Term Investment (FDR) 242,567,366 218,800,000
Advances, Deposits and Prepayments 146,984,545 133,021,125
Intercompany Receivable - 10
Interest Receivable(FDR) 67,380 -
Cash and Cash Equivalents 3,368,822 1,222,770
Total Current Assets 392,988,113 353,043,905
Total Assets 824,150,925 395,014,250
Equity attributable to equity holders of the company
Share Capital 20,000,000 20,000,000
Share Money Deposits 533,228,620 351,905,935
Retained Earnings 10,509,045 (1,395,396)
Total Equity attributable to equity holders of the company 563,737,665 370,510,539
Current Liabilities
Accounts Payable 27,092,943 24,503,711
Interest Payable-UPAS 2,784,705 -
Short Term Loan- UPAS 230,535,612 -
Total Current Liabilities 260,413,260 24,503,711
Total Liabilities 260,413,260 24,503,711
Total Equity and Liabilities 824,150,925 395,014,250
STATEMENT OF PROFIT AND LOSS AND OTHER
COMPREHENSIVE INCOME
st
December 2013

01-Jan-13
to
31-Dec-13
01-Jan-12
to
31-Dec-12
Revenue - -
Less: Cost of Revenue - -
Gross Profit
- -
Add: Other Income 26,835,972 -
26,835,972 -
Less: Administrative and Selling Expenses 7,788,867 1,395,395
7,788,867 1,395,395
Profit/(Loss) before Tax 19,047,105 (1,395,395)
Less: Provision for Income Tax 7,142,664 -
Net Profit/(Loss) after Tax 11,904,441 (1,395,395)
FINANCIALS
st
December 2013

Amount in Taka
01-Jan-13
to
31-Dec-13
01-Jan-12
to
31-Dec-12
Payment to employees (3,433,645) (54,000)
Advance paid to suppliers (11,074,037) (133,014,125)
Payment for expenses (4,355,223) (975,997)
Other business income 26,835,973 -
Net cash from operating activities 7,973,068 (134,044,122)
Payment against capital work-in-progress (389,192,467) (41,970,345)
Short term investment (FDR) (23,767,367) (218,800,000)
Net cash provided in investing activities (412,959,833) (260,770,345)
Share money deposits received 181,322,685 351,905,935
Proceeds from issue of share capital - 20,000,000
Borrowing from bank 233,320,317 -
Received from inter company (7,510,185) 24,131,302
Net cash from financing activities 407,132,817 396,037,237
Net increase/(decrease) in cash and cash
equivalents
2,146,052 1,222,770
Cash & cash equivalent at beginning of the year 1,222,770 -
Cash & cash equivalent at end of the year 3,368,822 1,222,770
Statement of Changes in Equity
st
December 2013

Particulars
Share
Capital
Share Money
Deposit
Retained
Earnings
Total
Balance as at 01 January 2012 - - - -
Share Capital 20,000,000 351,905,935 (1,395,396) 370,510,539
Balance as at 31 December 2012 20,000,000 351,905,935 (1,395,396) 370,510,539
Balance as at 01 January 2013 20,000,000 351,905,935 (1,395,396) 370,510,539
Share Money Deposits - 181,322,685 - 181,322,685
the year
- - 11,904,441 11,904,441
Balance as at 31 December 2013 20,000,000 533,228,620 10,509,045 563,737,665
FINANCIALS
Subsidiary Profile
MJL & AKT Petroleum company Ltd.
Product Launching ceremony of MJL & AKT Petroleum Company Ltd.
MJL & AKT PETROLEUM COMPANY LIMITED
For The Period Ended at 2013

Dear Shareholders,
We are pleased to submit to you on behalf of the Board of Directors their Report along with Audited
Accounts containing only Statement of Financial Position, Comprehensive Income, Change of Equity and
Cash Flows for the year ended 31 December, 2013 at this Annual General Meeting.
MJL & AKT Petroleum Company Limited is a limited liability company, incorporated under the Myanmar
Companies Act and domiciled in the Union of Myanmar.
The registered ofice of the company is located at No. 4(A), Maykha Street, Mayangone Township, Yangon.
1. Operations:
The principal activities of the Company consist of business consultancy services for Mobil Brand Lubricant
related activity.
The Financial Status during the year 2013 is as follows:
MMK BDT
Fixed Assets 174,695,724 13,788,139
Current Assets 990,649,757 78,188,616
Total 1,165,345,481 91,976,755
MMK BDT
Shareholders Equity 849,845,406 67,075,407
Total 1,165,345,481 91,976,755
3. Shareholdings
MJL Bangladesh Limited 510,000 51%
Aung Kyun Thar Company Limited 490,000 49%
1,000,000 100
1. Mr. Azam J Chowdhury
2. Mr. Mohammad Tipu Sultan
3. Mr. M Mukul Hossain
FINANCIALS
4. Mr. KH Md. Sanaul Haque
5. Mr. U Soe Kyin
6. Mr. U Pye pone
7. Mr. Daw Yee Mon Aye
NGWE INZALY., Chartered Accountants, Auditor of the Company, retire at this Annual General Meeting and
being eligible have ofered them for appointment as Auditors for the year 2014.
6. Acknowledgement
Sd/-
Chairman
FINANCIALS
INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF

Report to the Financial Statements
The Compay have reviewed the accompanying financial statements of MJL & AKT PETROLEUM COMPANY
LIMITED, which comprise the Statement of Financial Position as at 31 December 2013, the Statement of
comprehensive income, changes in equity and statement of cash flows of the company for the financial
perior ended, and a summary of significant accounting policies and other explanatory information.
The Companys management is responsible for the preparation of the financial statements that gives true
and fair view in accordance with Myanmar Financial Reporting Standards, and for devising and maintaining
a system of internal accounting controls suficient to provide a reasonable assurance that assets are
safeguarded against loss from unauthorized use or disposition, and transactions are properly authorized
and that they are recorded as necessary to permit the preparation of true and fair profit and loss account
and balance sheet and to maintain accountability of assets.
We conducted our review in accordance with Myanmar Standards on Auditing. Those standards require
that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain evidence about the amounts and disclosers in the
financial statements and such tests of the accounting records and such other auditing procedures as we
considered appropriate in the circumstances. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by the management, as
well as evaluating the overall presentation of the financial statements.
In our opinion, the financial statements have been properly drawn up in accordance with the Myanmar
Financial Reporting Standards so as to give a true and fair view of the state of afairs of the Company at 31
December 2013 and the results, changes in equity and cash flows of the Company for the period ended
on that date.
Date : 10 May, 2014 Daw Aye Thidar
(Company Reg. No. 405FC/2012-2013)
(Incorporated in Myanmar)
MMK BDT
ASSETS
Property, Plant and Equipments 174,695,724 13,788,139
Total Non-Current Assets 174,695,724 13,788,139
Receivables 957,894,863 75,680,037
Advances, Deposits and Prepayments 26,894,948 2,046,072
Cash and Cash Equivalents 5,859,946 462,506
Total Current Assets 990,649,757 78,188,615
Total Assets 1,165,345,481 91,976,755
Equity
Share Capital 972,940,000 77,100,000
Retained Earnings (123,094,594) (10,024,593)

Total Shareholder Equity 849,845,406 67,075,407
Liabilities
Current Liabilities
Trade Creditors 312,115,124 24,634,185
Other Liabilities 3,384,951 267,163
Total Current Liabilities 315,500,075 24,901,348
Total Equity and Liabilities 1,165,345,481 91,976,755
Mohammad Tipu Sultan Yi Mon Eye
Director Director
FINANCIALS
STATEMENT OF comphrehensive income
For the period from 8 February 2013 (date of incorporation) to 31 December 2013
MMK BDT
Revenue 168,642,582 13,655,270
Add: Other income 2,567,025 150,437
171,209,607 13,805,707
Less: Administrative and selling expenses 294,122,304 23,815,571
Financial charges 181,897 14,729
294,304,201 23,830,300
Profit before tax (123,094,594) (10,024,593)
Less: Provision for Income Tax: - -
Net Profit after Tax (123,094,594) (10,024,593)
Mohammad Tipu Sultan Yi Mon Eye
Director Director
STATEMENT OF changes in shareholders equity
For the Period Ended 31
st
December 2013
Particulars
Share Capital Loss for the period Total
MMK BDT MMK BDT MMK BDT
Balance at 01 January
2013
- - - - - -
Share Capital Issued 972,940,000 77,100,000 972,940,000 77,100,000
Share Premium - -
Dividend for the year
2012
- -
Total Comprehensive
Income for the period
(123,094,594) (10,024,593) (123,094,594) (10,024,593)
Balance at 31st
December 2013
972,940,000 77,100,000 (123,094,594) (10,024,593) 849,845,406 67,075,407
FINANCIALS
STATEMENT OF cash flow
For the Period Ended 31
st
December 2013
MMK BDT
Cash received from customers 171,209,607 13,512,992
Payment to Suppliers (25,738,630) (2,031,463)
Net cash flow from operating activities (780,543,919) (61,605,676)
Acquisition of fixed assets (186,536,135) (14,722,663)
Net cash flow from investing activities (186,536,135) (14,722,663)
Share Capital Issued 972,940,000 76,790,845
Net cash used in financing activities 972,940,000 76,790,845
D. Net Cash (Deficit)/Surplus for the period (A+B+C) 5,859,946 462,506
E. Cash & Cash equivalent at beginning of the period -
F. Cash & Cash equivalent at end of the period/year 5,859,946 462,506
Shareholders Note
Mobil House, CWS (C) 9, Gulshan-1,Dhaka-1212
Tel:+88(02) 8813597-8,8813661, Fax:+88(02) 9885269
Share Department: House 73, Block-K, Suhrawardy Avenue, Baridhara, Dhaka-1212.
ATTENDANCE SLIP
I/We do hereby record my/our attendance at the 16
th
Annual General Meeting of the Company to be held on
June 28, 2014 at the convention hall of Chittagong Boat Club, East Patenga, Chittagong 4205 at 11:00 AM.
Name of the Member(s) ...................................................................................................................................................................
BD ID No. No. of shares being held ..................................................
................................................................................. Date. ........................................
Signature of the Shareholder(s)/Proxy
Note: Shareholders attending the meeting in person or by proxy are requested to complete Attendance Slip
and deposit the same at the entrance of the meeting hall.
Mobil House, CWS (C) 9, Gulshan-1,Dhaka-1212
Tel:+88(02) 8813597-8,8813661, Fax:+88(02) 9885269
Share Department: House 73, Block-K, Suhrawardy Avenue, Baridhara, Dhaka-1212.
PROXY FORM
I/We, ................................................................................................................................................................................................................................
of ......................................................................................................................................................................................................................................
being a member of MJL Bangladesh Ltd., do hereby appoint Mr./Mrs./Ms. .............................................................................................
...........................................................................................................................................................................................................................................
of.......................................................................................................................................................................................................................................
as my/our proxy to attend and vote in my/our behalf at the 16
th
Annual General Meeting of the company to be held on
June 28, 2014 at the convention hall of Chittagong Boat Club, East Patenga, Chittagong 4205 at 11:00 AM
at any adjournment thereof.
As witness my/our hand this ......................................... day of ......................................... 2014.
------------------------------ ----------------------------------
(Signature of Proxy) (Signature of Shareholder)
BO ID No. BO ID No.
No. of Shares held: .................................
Notes:
I) A member entitled to attend and vote in the AGM may appoint a Proxy to attend and vote in his/her behalf.
II) This Proxy Form, duly filed and stamped must be deposited at the Registered Ofice of the Company, not later
than 48 hours before the time fixed for the meeting.
II) Signature of the Member(s) must be in accordance with Specimen Signature recorded with the Company.
................................................................... ...................................................
(Authorized Signature) (Signature Verified)
Revenue
Stamp of
Tk.10.00

MJLBL Annual Report 2013

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MJLBL Annual Report 2013

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Annual Report 2013

MJL bangladesh limited

COMPLIANCE REPORT ON BSECS NOTIFICATION

1.3 Qualification of Independent Director (ID)

1.5 The Directors Report to Shareholders

3.1 Constitution of the Audit Committee

3.2 Chairman of the Audit Committee

(vii) Review the adequacy of internal audit function.

3.4 Reporting of the Audit Committee

5.0 Subsidiary Company

7.0 Reporting and Compliance of Corporate Governance

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