2013 Annual Report
Transcription
2013 Annual Report
Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 General Assembly of Stakeholders Attached is the report of board of directors related to financial year ending 21 st March. The present report is a summary of the financial and operational performance of the company in the mentioned financial year and the future programs of Sepahan Oil Company. It also includes information about the activities done related to obligations, constrains and the risks, human resources and other related issues. Members of board of directors Majid Sheikhani Position Chairman of Board of Directors Mohammad Reza Movasaqinia Non-executive Vice-president of board of director Behroz Kareband Boushehri Managing director Member of Board of Director Masoud Shariati Non-executive Member of board of director Atalah Mehrabi Rad Non-executive Member of board of director Executive Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Table of Contents Chapter 1 2 3 4 5 6 7 8 9 10 11 12 - Page Message of Board of Directors Overview Operational activities Commercial activities Financial Provision Activities Human Resources Energy and the Environment Financial Information Measures Related to Assignments of the General Assembly in Previous Year Activities of Sepahan Oil Company in the field of Indigenization Activities of Company in the Field of Quality Management Standard Other Subjects and Miscellaneous Comparison of Budget and Performance Last Remarks 3 4 19 26 34 35 44 50 57 64 65 66 73 76 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Message of Board of Directors For fulfillment of the order of supreme leader in naming 2012 as "National Production and Support for Labor and Iranian Investment", despite the sanctions, Sepahan Oil Company used local knowledge and expert forces to get the first rank in grease working industry by sale volume of 11364 billion IRR based on the defined perspective and delegation. This report also includes the most important activities done for fulfillment of this objective. The management uses this opportunity to thanks all stakeholders for their unsparing support for Sepahan Oil Company and presenting various recommendations in management and business of company and considers vital the continuous support of stakeholders to achieve the objectives of the company. Board of Directors of Sepahan Oil Company Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 First chapter: Overview 1-1. History 1-2. Change of capital and composition of stakeholder 1-3. Change of members of boards of director 1-4. Business area and the place of company in industry 1-5. The main activities done in the reported financial year 1-6. Main suppliers of raw materials 1-7. Main customers of the products of company 1-8. Legal environment of company 1-9. Brief introduction of groups' company Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 1-1History Sepahan oil refinery began its activities in 1992 as one of the units of Isfahan refineries. This refinery unit was established in late September 1999 as a Private Joint Stock Company with the name of Isfahan oil Refinery Company and registered by number 155078 dated 23rd September 1999 in general office for registration of companies and industrial properties of Tehran. Moreover, according to paragraph "c"- article 10 of law of budget in 2000 concerning the decisions of the remittance committee of fund claims, it was decided to transfer this company as oil making factory of Isfahan refinery to pension, saving and welfare fund of oil industry retired employees. Based on this and concerning the elongation of the transfer process, this company had no operational and commercial activity until March 2003 and the whole activities have been performed in form of legal entity of Isfahan refinery. After transferring this company, it began its activities from April 2003 and relying on the approvals of the Extraordinary General Meeting of stakeholders, the name of this company changed from Isfahan Oil Refinery Company (private joint stock) to Sepahan Oil Company (private joint stock). This company had been one of the trade units of Fund of Pension, Saving and Welfare of oil industry that in 2006, the whole share of fund transferred to investment company of pension fund of employers of oil industry. The principal center is located in No. 92, Baharan Sq., Argentine Sq., Tehran and the factory in kilometer 5 of Isfahan- Tehran road. From its launch, Sepahan Oil Company began exporting extra extract and Slack Wax base oil by estimating the local demand to oil parallel to producing diesel and gasoline engine oils. This has been the best decision and the indicative of the knowledge of local and international markets. Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 1-2- Change of capital and array of stakeholders The capital of company was 10 million IRR (including 10000 shares, with nominal value for each share of 1000 IRR) that increased to 600,000 million IRR (including 600,000,000 shares with nominal value of each share of 1000 IRR). In the reported year, according to approvals of extraordinary general meeting of stakeholders, the capital of company increased to 1,050,000 million IRR (including 1,050,000,000 shares with nominal value 1000 IRR for each share) from the place of stakeholders' claims. Date of increased capital 4th Dec 2006 6th Sept 2011 Change of capital of company Percentage of increased New capital (million IRR) capital 5,999,900 600,000 75 1,050,000 Increased capital Accumulative interest Claims Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 1-3Change of members of board of directors Members of board of directors are as follow: Judicial members of board of directors and managing director Majid Sheikhani Mohammad Reza Movasaqi Nia Behroz Kareband Boushehri Masoud Shariati Atalah Mehrabirad Date of membership beginning 2nd July 2012 28th Sep 2012 29th Feb 2011 29th Feb 2011 29th Feb 2011 Position President of board of directors Vise-president of board of directors and managing director Member of board of directors Member of board of directors Member of board of directors Type of membership (executive/ nonexecutive) Non-executive Executive Non-executive Non-executive Executive 1-4Business and status of company in industry Sepahan Oil Company with sale volume of 11,364,064 million IRR is in first rank compared to other main local companies active in this industry (Behran, Iranol, Pars). Sale volume of main producing companies of grease working products in Iran Sepahan Pars Iranol Behran Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Moreover, the share of various products of this company of the whole market is as follow: Financial year ending 20th March 2013 Type of product Whole market Million IRR Type of greaser 30,626,933 Slake Wax and Extract 4,706,433 Antifreeze 335,933 Share of company Million IRR % 8,609,622 28.1% 2,640,628 64.8% 14,733 4.4% Financial year ending 20th March 2012 Whole market Share of company Million IRR Million IRR % 20,508,778 5,193,035 25.3% 2,707,111 1,761,647 65.1% 216,728 6,332 2.9% The comparison of (IRR) sale of greasing products in 2011 and 2012 (Million IRR)* Sepahan Total sale in 2012 Pars Iranol Total sale in 2013 * The mentioned figures are extracted from financial statements ending March 2013 Behran Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 1-5The main activities done in reported financial year The main activities done are as follow according to the realm of activity: Deputy of operations REVAMP project related to RECOVERY part was completed and all related equipment were installed and send to service sector after essential repair. New filters FIL-1312 and FIL-1311 and related equipment were installed and sent to service. LIC, TIC and PIC of projects were installed on PANEL of control room. Completion of foundation operation and installation of new transformers E-1323 D/F related to propane system in related site and installation of all input and output paths. New chillers E-1306 C and E-1305 B related to cool solvent were installed on the related site and all input and output paths were installed and kept on service. Deputy of Economic and Finance The feasibility study of development of the activities of the company in other countries and following up of the proposals in this regard (such as China, Turkey, Hong Kong …) The study of the recommendations for development of the activities of the company inside the country and presenting required reports (such as activation of subsidiary companies and cooperation with other companies) Visiting the active offices and companies of the company and presenting report and recommendations Active participation in preparing the budget Holding meetings of board of directors and the meeting of subsidiary companies and following up of their approvals Preparation, investigation and participation in preparing the feasibility reports of projects and business such as transportation, Grace project, Negin island etc. Preparing the report of companies' performance to be presented to related authorities such as pension fund, EPIC, etc. Performing related activities for preparation of company to enter to exchange stock Completion of the profiles of subsidiary companies and creation of databank from the related units Following up the activities of subsidiary units and attempt for planning for maximum use of capacity and the facilities of subsidiary companies to fulfill long term objectives of company, Organizing the members of board of directors of subsidiary companies concerning the opinion of managing director Developing new transactional bylaw for company for facilitation in transactions and fulfilling duties Cooperation in activation of employees' housing Providing the ground for making modules for clarification of the performance of operational units of company Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Engineering deputy The main completed or implementing projects in 2012 Designing supervision, construction, installation, implementation of piping of new filtering projects, required equipment and shelter Designing supervision, construction, installation of equipment and implementation of piping of recovery and chilling projects Designing supervision, construction, installation of equipment, and implementation of piping of 9 reservoir project of Arya Solar Designing supervision, construction, installation of equipment and implementation of piping of twin reservoir project of Lobecut Designing supervision, construction, installation of shelter project of accessories warehouse Designing supervision, construction of firefighting reservoir project Overhaul 2012 Designing supervision and implementation of piping, piping project of 10 reservoir project Grace project Commerce deputy Exporting the products by value of 8,256,600 million IRR Regular holding of transactions' commission Transferring marine transportation from SPD SHIP Company to commerce deputy Performing all export sales with free market rate Separating the system of weighting and loading from commerce deputy Deletion of purchases without certificate Marketing and Sale Deputy Local sale of products of value 2,804,682 million IRR Reconsideration in sale contracts to industries and negotiation for modification of prices with consideration of increased final price of products Following up of the issues and problems related to public- supervisory organizations in respect to obtaining certificates of increased price and settlement of the issues and disputes Intelligent management on the distribution of products of company all over the country with regard to changes on price and the consequences due to lack of different kinds of grease Change of the structure of capillary sale network in Tehran and north country Presence in the market of industries and participation in auctions Human resources deputy Designing, drawing and implementing organizational chart Developing the task explanation and the conditions for taking positions Development and standardization of educational needs of positions for establishment and implementation of software Development of draft of comprehensive plan of substitution Designing and systematic and parametric implementation of mechanism for determining the wage of employees Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Installation of management dashboard (statistical data for drawing graph in respect of indices related to human resources using data of Hamkaran System software) 6 executive stages for employees' evaluation 2 stages for implementation of management of employees' function (parameters for presence and absence, evaluation and regulation) 1 stage for voting personnel based on Johnson model Holding 10 sessions for human resources committee and taking required decisions in form of 138 approvals Preparing managers' behavioral pattern using standards of Inscape company Installation of automatic Work Flow for absence and presence certificate based on organizational chart in refinery Management for maintenance and repair Performing all certificates and instructions for repair and renovation sent from various units of Sepahan oil refinery including repair of pumps, turbines, compressors, valves, dishes, transformers, towers, construction of pieces, repair of electricity devices and precise instruments, transportation, industrial and chemical washing, construction repair, insulation and painting the tubes, facilities and buildings Performing all instructions sent by engineering unit and plans for Arya Solar project of Tehran and Asaloye including construction of types of pieces, MIXER, shelter and construction of equipment with reverse engineering Performing all repair instructions sent by dish making factories including construction and repair of pieces in filling lines 1, 4, 20 and 210 liter and installation and performing piping for new filling devices 1, 4 and 20 liter Implementation of essential maintenance of oil making devices 14 May 2012 to 6 June 2012 with 190000 person/hour working Cooperation in implementation of REVAMP projects and filtration Performing extract PIPING operation for discharge from tanker and loading in ship, installation of two electro pump of 75 kw and installation of hot oil system in Sepahan oil company located in Bushehr cutom (1150" welding) Implementation of all instruction sent by engineering unit and projects for piping of ten reservoirs, Line Wax, Bright Stake, Line Base Oil, new reservoir for discharge of tankers containing lubricate, installation and implementation of piping for four new filling devices of dish making unit, line extract if 14 reservoirs (totally 10867" welding and 326 meter excavating and 845 meter cabling) Management of processing Installation of new oven for heating IBC TANK dishes Complete overhaul of the valves of oil transfer path in blending kettles Change of 4 thermal transformers of 8 reservoir Beginning and continue of separation project of pumps of 10 reservoirs Installation of rail close to batch kettle for facilitation of discharging additive tankers Installation of HVI base oil pipeline from base oil reservoir to blending Installation of B.St pipeline on the main loops in blending Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Legal management Following up 65 cases of Sepahan oil company Preparation of the answer to inquiries Proving legal consultation to various units including the manner of getting guarantee, presenting guarantee to bank etc. Drawing of mortgage documents Cancellation of official documents Drawing contract of attorneyship Revocation of attorneyship Adjustment of disclaimer and confession letters Participation in compromise meetings and negotiation with the creditors and debtors of company for settlement of matter Preparation and presenting required documents for defending company to the lawyers and experts of the case Revision of the contracts made in related units to company (including principal office and refinery), local and foreign contracts including service, agency, transaction, contracting, shipping, hiring, consultation and transportation contacts etc. Adjustment and registration of declaration letters Preparation of drafts of statements Getting certified copy of some required documents in various units Participation in the courts receipting legal agent including organization of labor, Iran chamber of commerce and defending the right of company 1-6Main suppliers of raw materials Raw materials of the company and main suppliers are as follow concerning the types of raw materials: Main suppliers of raw materials Raw materials by the company and main suppliers are as follow based on types of raw materials: Type of raw Suppliers materials ISO Recycle Isfahan oil refinery company (about 71%)- Shiraz oil refinery company (about 29%) Lobe cut Isfahan oil refinery company (92.0%), Tabriz oil refinery company (5.5%), Tehran Tondgoyan refinery company (about 1.4%), Shiraz oil refinery company (about 0.3%), Abadan oil refinery company (0.3%), Arak oil product distribution company (0.3%), Sepahan Shimi Pishro Asia company (0.2%) Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 1-7Main customers of the products of company Main customers of the products of company are as follow according to the type of products: Main export customers Type of product Main customers Type of product Base oil Richmond Slake Wax Lubrex Unipetro Petro Gold IPC Universal Fajre Tabndeh Sepahan Pishro Petro Mashale Black Gold IST Engine oil Oceanic Lubritech Petroline Alaska Extract Sepahan Pishro Petro Khazar Sama Lubricant Richmond Petrochem Sepahan Shimi Pishro Petro Masal Petro Pardis IPC Shimi Dor Sadf Paidon Uniexcell Fajreh Tabandeh Main customers Golden Way Petro Khazar Sama lubricant Richmond Petrochem Sepahan Shimi Pishro Petro Mashal Petro Pardis IPC Shimi Dor Sadf Paidon Uniexcell Fajreh Tabandeh Golden Way Vasef ILIA Trading Shining Gulf AD DAR AL Watany Petro Mashale Haffer Machine Fajre Tabandeh Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Local main customers/ final oil System Asia greasing services company Tabriz Ojan Shimi Company (Ocian) Preparation and distribution of Iran Khodro accessories Raja Iran national drilling company Saipa Yadak Company Tahpouyan Rahe Abrisham Tabarestan Company Parsian Sepahan oil engine company Waxel Saipa manufacturing company of gearbox engine (Mega motor) Ramezan Zadeh Yazdi Rahim General union of cooperation companies of rubber, oil and filter Malek Zadeh commercial company Sazin Sazeh Jahan Company Sayadi Zadeh Abbas Ravan Sazan Sanat zadeh-Dabaq company Khodabandehlo Asadolah National company of south oil-rich areas Sahel construction institute- Qorb Nooh, Khatam Alanbia- Construction Base ESCO Masoud Brothers Jonob industrial oil company Panahi Asqar Shimi Alvand Caspian Company Shamakhi Golamreza Golriz Khatami Dariush Salaran Ali Zare Vahid Karimi Mohammad Taqi Dadvar Abdulvahid Heybati Ali Sarafraz Mehdi SAIPA 1-8Legal environment of the company The main regulations governing the activities of the company: - Ministry of oil (purchase contracts of raw materials and industrial services) - Labor law - Social security law - Chamber of commerce (issue and extension of commercial code) - Ministry of commerce (order registration of raw material) - Custom (export of wholesale products and import of raw materials) - Ministry of economic and finance affairs (tax law) - Ministry of health, treatment and medical affairs (import of raw materials including M. E.K.) - Ministry of industries, mines and trade (import of raw materials including M.E.K. and utilization certificate) - Organization of environment (pollutant control law) - Organization for supporting manufacturers and consumers) Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 1-9 - - Brief introduction of subsidiary companies Arya Sola Chemical Industries Company Type of company: Private joint stock Current status: active Date of installation: 15 June 2009 Quota proprietary percentage in that company: 99.498% Other stakeholder: Saba Naft Construction and Engineering Company (0.01%) Naft G Refinery Company (0.01%) Tanry Invest Holding (0.5%) - Tabriz Ojan Chimi Company (transfer to Rahbaran Javan Company) Type of company: Private joint stock Current status: active Date of installation: 15 March 2003 Quota proprietary percentage in that company: 67% Other stakeholder: Arya Solar chemical industries company (1%) Qeshm Kimiya Speedy Company (1%) Mr Qafouri (0.1%) Paye Gostar Sahand (30%) Caspian Oil Company (Transfer to Rahbaran Javan Company) Type of company: Private joint stock Current status: active Date of installation: 29 May 2005 Quota proprietary percentage in that company: 40% Other stakeholder: Seyed Abbas Mousavi Rahpeyma (12%) Sepand Mousavi Rahpeyma (12%) Sepehr Mousavi Rahpeyma (12%) Maryam Mousavi Rahpeyma (12%) Soheil Mousavi Rahpeyma (12%) Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Asalouye Farasakou Company (transfer to Rahbaran Javan Company) Type of company: Private joint stock Current status: active Date of installation: 21 April 2007 Quota proprietary percentage in that company: 23.64% (31200000 shares) Other stakeholder: Oil Industry Employee's Fund Investment (41.89%) Naft G Oil Refinery Company (15.34%) Iran Marian Engineering and construction company (15.15%) Saba Naft Engineering and Construction Company (3.98%) Orasia Nemoneh Company Type of company: Private joint stock Current status: active Date of installation: 16 January 2013 Quota proprietary percentage in that company: 100% Qeshm Kimiya Speedy Company (transfer to Rahbaran Javan Company) Type of company: Private joint stock Current status: active Date of installation: 14 Mach 2011 Quota proprietary percentage in that company: 98.99% Other stakeholders: Arya Solar Chemical Industries Company (1%) Ahmad Reza Golestani (0.01%) - - - International Sepahan Oil Co. FZE (ISOC) Type of company: Private joint stock Current status: active Date of installation: 01.10.2007 Field of activity: performing transactions related to oil and lobe cut Quota proprietary percentage in that company: 100% Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 - SEPYANA company (transfer to Rahbaran Javan Company) Type of company: Private joint stock Current status: active Date of installation: 17.07.2009 Field of activity: production and sale of greasing and lubricants in Kenya Quota proprietary percentage in that company: 49% of 4870 shares of Sepyana company belongs to Orasya Nemoneh Kish (100% of the share of this company belongs to Sepahan Oil Company in refer to letter of gift) Other stakeholders: Lubken investment limited (51%) ELSE Company (at dissolution) Type of company: Private joint stock Current status: inactive Date of installation: 09.05.2007 Field of activity: Trade of oil, transaction of oil derivatives, import and export. The aim for installation was making better condition for export of goods Quota proprietary percentage in that company: 49% Other stakeholders: Elco Company (51%) - SEA ENTERPRISE Ltd (transfer to Rahbaran company along with SPD Ship) Type of company: Private joint stock Current status: inactive Quota proprietary percentage in that company: SPD ship (100%) Field of activity: activity as a holding company, purchase and maintenance of ship and performing general trade activities, utilization and management of ship, proprietorship and hiring ship and other related permissible activities by RAK Offshore Authority - SPD ship FZC (transfer to Rahbaran Javan Company) Type of company: Private joint stock Current status: inactive Date of registration: 19.11.2009 Quota proprietary percentage in that company: (100%) Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 - - IST (transfer to Rahbaran Javan Company) - Type of company: Private joint stock - Current status: active - Date of registration: 16.09.2010 - Quota proprietary percentage in that company: (100%) Field of activity: purchase, selling and export of any type of oil, lobe cut, base oil and secondary derivatives, gas, oil and oil processes inside and out of Turkey. Moreover, marine transportation, transportation by truck, internal and international marine transportation, sell, purchase, application, import and export of any type of ship and other marine devices and transportation machineries. PEDU (at dissolution and replacement) - Type of company: Private joint stock - Current status: active - Date of registration: 23.09.2010 - Quota proprietary percentage in that company: (100%) Field of activity: oil trade, transaction of oil derivatives, import and export, the aim was for make better condition for export. - UNISEP (dissolved) Type of company: Private joint stock Current status: inactive Date of registration: 24.01.2007 Quota proprietary percentage in that company: (49%%) Other stakeholders: Universal company (51%) Field of activity: intermediary of money exchanges and operations related to utilization of three ships Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Second chapter: Operational activities 2-1. Manufacturing strategy 2-2. Comparative statistics of production 2-2-1. The quantitative information of the productions of the company in respect to type of product 2-2-2. The comparison of monthly real production and the produced budget 2-3. The performance of the projects of company 2-3-1. General introduction of the projects of company 2-3-2. Statistical report of projects 2-3-3. Projects at hand in construction and completion 2-3-4. Table of the progress of implementing projects Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 2-1. Production strategy In three-year strategic program of the company approved by managing director in September 2012, the strategies of the company will be fulfilled by emphasis on the development of the market share of the company through keeping and developing local markets and increasing the export of products to other countries of the regions and the world. 2-2. Comparative statistics of production The information related to the productions of the company are as follow, comparatively: 2-2. The quantitative information of the products of the company according to the type of product Row Product Unit Prediction 2012 2011 2013 Budget Production Budget Production 1 Base oil Ton 272500 230080 247070 297900 234500 2 Wax Ton 68150 5168 65900 54900 57500 3 Extract Ton 185850 155040 181600 211500 177100 4 Final oil Ton 112400 90000 80030 81000 95300 Total 638900 526800 574600 645300 564400 The comparative statistics of production in 2011-2012, predicted budget of 2013 (ton) Base oil Wax Budget 2013 Extract 2012 Final oil 2010 Total Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Real production Budgeted production Desired controversy (undesired) Real production Budgeted production Desired controversy (undesired) Real production Budgeted production Desired controversy (undesired) Final oil Desired controversy (undesired) March April May June July August September October November December January February Extract Budgeted production 1 2 3 4 5 6 7 8 9 10 11 12 Total 2-2-2. The comparison of monthly real production and budgeted production 2012 Months Base oil Wax Real production Row 19.37 10.11 0.00 27.00 25.12 27.16 25.18 20.18 24.08 24.19 23.51 21.17 247.07 23.00 0.00 3.68 23.00 23.00 23.00 22.40 22.40 22.40 22.40 22.40 22.40 230.08 -3.63 10.11 -3.68 4.00 2.12 4.16 2.78 -2.22 1.68 1.79 1.11 -1.23 16.99 4.31 4.00 0.67 5.97 5.65 6.46 5.83 5.60 6.48 6.75 6.70 7.48 65.90 5.50 1.38 2.50 5.50 5.50 5.50 4.30 4.30 4.30 4.30 4.30 4.30 51.68 -1.19 2.62 -1.83 0.47 0.15 0.96 1.53 1.30 2.18 2.45 2.40 2.90 14.22 12.01 10.36 5.50 16.38 14.46 17.89 17.79 19.31 16.92 17.91 17.38 15.69 181.60 14.40 0.54 4.20 15.30 1530 15.30 15.00 15.00 15.00 15.00 15.00 15.00 155.04 -2.39 9.82 1.30 1.08 -0.84 2.59 2.79 4.31 1.92 2.91 2.38 0.69 26.56 5.84 1.83 0.81 4.97 10.14 14.57 13.36 4.15 3.43 7.28 6.41 7.25 80.03 8.80 2.60 4.20 8.80 8.80 8.80 8.00 8.00 8.00 8.00 8.00 8.00 90.00 -2.96 -0.77 -3.39 -3.83 5.77 5.77 5.36 -3.85 -4.57 -0.72 -1.59 -0.75 -9.97 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 2-3. The performance of the projects of company 2-3-1. General introduction of the projects of company General introduction of the projects of company The subject of contract or project Product (aim of Date of contract Duration of project project) according to contract Construction project of filers of Improved quality 29 May 2011 420 working days plasticity unit FIL-1311, FIL-1312 of Wax and increased capacity Bundle tube with power of 800 KW (4 The demand of October 2012 60 working days tubes) operation unit Accessories warehouse of dish unit Storage of June 2012 90 working days accessories Foundation for discharge reservoir of Capacity making October 2012 60 working days Lube Cut Repair and strengthening the cooling Repair and April 2011 One year tower c of refinery strengthening Construction of fire-fighting Needing refinery 10 April 2012 120 working days reservoirs 2500 gallons Construction of custom wall Cost reduction 2012 90 working days Construction of 9 reservoirs of Arya Development and 31 October 2011 One year Solar plan Construction of Lube Cut discharge Facilitation of 2 May 2012 45 working days reservoir with piping Lube cut discharge trend Piping of Arya Solar nine reservoir Development and 7 October 60 working days plan Construction of two batches kettle of Development and July 2012 60 working days Initial value of contract (IRR) 19,400,000,000 The implementation site of project Sepahan oil company 2,000,000,000 Sepahan oil company 7,000,000 IRR Sepahan oil company 800,000,000 Sepahan oil company 3,000,000,000 Isfahan refinery 2,284,000,000 Sepahan oil company 2,000,000,000 2,400,000,000 Arya Solar Sepahan oil company 2,200,000,000 Sepahan oil company 2,625,000,000 Sepahan oil company 700,000,000 Arya Solar Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Arya Solar Arya Solar 9 reservoirs project (Suction heater, hot oil package, compressor, …) REPULP reservoir insulating project Separation of ten reservoirs pumps New path of oil from BASE OIL reservoir to blending building Insulation of the body of new filters Construction project of aerial coolers E-1316B, E1319 B Piping of fire-fighting reservoirs 2500 gallons Insulation of the body of 4 reservoirs of 14 reservoirs plan Development and plan Quality improvement of Wax and increased capacity Diversity of products Diversity of products Improved quality of wax and increased capacity Increased capacity of plasticity unit Need refinery Wax and Extract storage July 2012 120 working days 4,540,000,000 Arya Solar October 2012 30 working days 1,000,000,000 Sepahan oil company April 2012 60 working days 4,000,000,000 Sepahan oil company July 2012 30 working days 800,000,000 Sepahan oil company September 2012 60 working days 1,100,000,000 Sepahan oil company Contractor's selection stage Contractor's selection stage 27 January 2013 Contractor's selection stage Contractor's selection stage 60 working days 10,000,000,000 Sepahan oil company 2,000,000,000 Sepahan oil company 4,300,000,000 Sepahan Oil Company Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 2-3-2. Statistical report of the projects of company Statistical report of (minor) projects of company n 2012 Total number of projects 26 Completed projects 23 Implementing projects 3 Total IRR volume of projects 70,724,000,000 IRR volume of completed projects in 2012 64,724,000,000 IRR volume of implementing projects 6,000,000,000 2-3-2-1. The title of major development projects at study and implementation High quality wax production project PDA Bright Stock production project Oil (group 2) production through RHC method Grease production by cooperation of Fox Germany Making oil refinery in Bandar Abbas site Installation of production pipelines in other countries (Kenya, Turkey, …) Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Projects at hand Completed projects at 2012 Title Total 2-2-3. Projects at hand and completed projects Ro Gross value of contract w Subject of contract 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 Currency section 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Construction of plasticity filters- FIL- 1311, FIL 1312 Construction of new filers for plasticity section REPULP reservoir construction project Revamp piping project- plasticity unit Purchase of bundle tube with power of 800 KW (4) Filters of plasticity unit (purchase of 5 pumps) Warehouse shelter of container unit Lube cut discharge reservoir foundation Repair and strengthening of cooler tower c refinery Construction of fire-fighting reservoir (2500 gallons) Construction of custom wall Construction of nine reservoir of Arya Solar Construction of discharge reservoirs of lube cut will piping Filters of plasticity unit Construction of two batch kettles of Arya Solar Purchase of one compressor of Arya Solar Purchase of 9 heater suctions of Arya Solar Purchase of one generator for Arya Solar project REPULP reservoir insulating project Separating the pumps of 10 reservoirs New path of oil from BASE OIL reservoir to blending building 22 Insulating of the body of new filters 0 23 Insulating the body of 4 reservoirs of 14 0 Total projects completed in 2012 1 Purchase of electricity instruments and tools of nine 0 reservoirs of Arya Solar 2 Piping of reservoirs of Arya Solar 0 3 Implementation of Steam Coil of 4 reservoirs out of 0 14 Total projects at hand 0 Rial section Total (IRR) 12,000,000,000 2,400,000,000 1,800,000,000 5,500,000,000 2,000,000,000 2,200,000,000 7,000,000,000 800,000,000 3,000,000,000 2,284,000,000 2,000,000,000 2,400,000,000 2,200,000,000 4,000,000,000 700,000,000 420,000,000 420,000,000 2,400,000,000 1,000,000,000 4,000,000,000 800,000,000 12,000,000,000 2,400,000,000 1,800,000,000 5,500,000,000 2,000,000,000 2,200,000,000 7,000,000,000 800,000,000 3,000,000,000 2,284,000,000 2,000,000,000 2,400,000,000 2,200,000,000 4,000,000,000 700,000,000 420,000,000 420,000,000 2,400,000,000 1,000,000,000 4,000,000,000 800,000,000 1,100,000,000 4,300,000,000 64,724,000,000 1,300,000,000 1,100,000,000 4,300,000,000 64,724,000,000 1,300,000,000 3,200,000,000 1,500,000,000 3,200,000,000 1,500,000,000 6,000,000,000 70,724,000,000 6,000,000,000 70,724,000,000 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Row 1 2 3 2-3-4. The progress of implementing projects Project Main According contractor program Start date Purchase of electricity devices and tools of nine reservoirs of Arya Solar Piping of Arya Solar reservoir Implementation of steam coil of 4 out of 14 reservoirs to early Physical progress (%) End date According to program Financial progress Engineering unit Sept 2012 April 2013 50% Real cumulative progress to early 2013 50% Progress in 2012 According to program Progress in 2012 50% Real cumulative progress to early 2013 50% 50% Shahab Sanat Kaviyan Repair unit Oct 2013 April 2013 60% 80% 60% 60% 60% 60% Feb 2013 June 2013 90% 85% 85% 80% 75% 75% 50% Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 3-1- Comparative Statistics of Product Sale 3-1-1- Sales performance separately with regard to the type of the products in the past two years 3-1-2- Sales performance separately with regard to the domestic sales and export sales in the past two years 3-1-3- Table of domestic sales of the company separately with regard to the type of the product during the past two years 3-1-4- Table of export sales of the company separately with regard to the type of the product during the past two years 3-1-5- Rial volume of credit and cash sales of exported products during the past two years 3-1-6- Rial volume of credit and cash domestic sales during the past two years 3-1-7- Changes in the sales prices of the products 3-1-8- Comparing the actual sales performance with the budget 3-2- Export 3-2-1- Export plans 3-2-2- Company’s challenges in the field of export Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 3-1- Product Sale Statistics 3-1-1- Sales performance during the past two years separated based on the type of the products Total sales performance during the past two years separated based on the product type Product Year 91 Year 90 Unit (cubic meter) Amount (million Unit (cubic meter) Amount (million Rials) Rials) Base oil 289,679 6,588,674 274,148 3,575,327 Extract 184,179 1,796,179 166,772 1,141,044 Slack wax 56,082 844,448 64,820 620,603 Engine oil 92,855 2,020,948 100,112 1,617,708 Grease 131 2,904 377 8,229 Antifreeze 610 14,733 395 6,332 Other 1,734 123,396 … … Sum 625,270 11,391,282 606,624 6,969,243 Deducted (27218) (42131) (discounts) Sum total after 625,270 113,640,64 606,624 6,927,112 deduction of discounts 3-1-2- Sales performance during the past two years separated based on domestic and export sales Sale performance during the past two years separated based on domestic and export sale Year 91 Year 90 Unit (cubic meter) Amount (million Unit (cubic meter) Amount (million Rials) Rials) Domestic sale 175,544 2,804 269,605 2,843,509 Export sale 449,726 8,586,600 337,019 4,125,734 Sum 625,270 11,391,282 606,624 6,969,243 Deducted (27,218) (42,131) (discounts) Sum total after 625,270 11,364,064 606,624 6,927,112 deduction of discounts Sale Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 3-1-3- Table of domestic sale during the past two years separated based on the product type Table of domestic sale during the past two years separated based on the product type Year 91 Year 90 Unit (cubic meter) Amount (million Unit (cubic meter) Amount (million Rials) Rials) Gasoline engine oil 42,392 901,614 53,473 819,045 Diesel engine oil 14,310 347,942 24,411 429,075 Other engine oils 647 17,174 666 13,759 Slack wax 60,013 539,194 111,781 744,179 Industrial oil 36,930 473,178 54,023 470,323 Base oil 8,098 142,006 11,149 135,440 Antifreeze 444 11048 395 6,332 Grease 131 2,904 377 8,229 marine lubricants 95 2,745 332 6,869 Raw materials 1,734 120,802 Packing instruments 2,594 and essentials Sum 175,544 2,804,682 269,605 2,843,509 Deducted: (27,218) (42,131) (discounts) Sum total after 175,544 2,777,646 269,605 2,801,378 deduction of discounts Product 3-1-4- Table of export sale during the past two years, separated on the basis of product type Table of export sale during the past two years, separated based on product type Year 91 Year 90 Unit (cubic meter) Amount (million Unit (cubic meter) Amount (million Rials) Rials) Base oil 281,581 6,446,668 262,999 3,439,887 Extract 19.152 371,270 10,797 150,280 Heavy wax 24,661 507,992 8,232 138,702 Engine oil 19,152 371,270 10,797 150,280 Antifreeze 166 3,685 Sum 449,726 8,586,600 337,019 4,125,734 Product Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 3-1-5- Credit and cash product sale in the past two years in Rials Product SN-500 Rubber Heavy Cash wax Engine oil Cool ANT Cash sum Credit SN-500 Rubber Credit sum Sum total Credit and cash product sale in the past two years in Rials Year 91 Year 90 Sale (tons) Amount (million Sale (tons) Amount (million Rials) Rials) 236,511 6,084,054 224,695 3,206,245 103,437 1,176,557 51,550 379,470 22,532 371,270 12,554 150,280 21,949 507,992 8,232 138,702 151 3,685 0 0 384,579 14,096 7,071 21,167 405,746 8,143,558 362,614 80,428 443,042 8,586,600 297,0032 16,374 2,363 18,737 315,769 3,874,697 233,643 17,395 251,038 4,125,735 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 3-1-6- Credit and cash domestic sale in the past two years in Rials Product Slack wax Extract Engine oils Cash industrial oils Marine lubricants Base oil Grease Antifreeze Cash sum Slack wax Extract Engine oils Credit Industrial oils Marine lubricants Base oil Grease Antifreeze Credit sum Credit and cash domestic sale in the past two years in Rials Year 91 Year 90 Sale (liters) Amount (million Sale (liters) Amount (million Rials) Rials) 36,929,712 474,592 54,020,580 468,910 60,013,289 539,194 119,518 734,098 46,431,314 993,931 63,913 1,011,561 4,985,112 116,826 6,922,687 109,359 9,984 235 291,001 6,227 8,098,370 97,642 336,104 156,901,527 0 0 10,925,127 5,764,703 142,006 1,935 9,233 2,277,952 0 0 271,962 126,657 11,175,387 81,713 216,676 256,139,341 0 1,843,238 14,685,378 6,090,674 135,440 1,775 3,944 2,471,314 0 10,081 250,737 101,227 84,888 2,410 41,392 642 0 33,423 108,196 16,916,337 0 969 1,815 403,813 0 295,813 177,632 23,134,127 0 6,454 2,389 371,530 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 3-1-7- Changes in the product sale price The sale price of the products is determined based on the approval of the Pricing Committee (for export products) and on the approval of the Organization of Protection of Customers and Producers (for the domestic product sale). The changes in the sale price of the company’s products are as explained below in the past two years: Changes in the sale price of the export products Year 91 Year 90 Average sale price Changes percentage Average sale price Changes percentage (Rials) in comparison with (Rials) in comparison with the previous year the previous year Base oil 25,720 80% 14,269 58% Extract 11,371 54% 7,361 …* Wax 16,477 38% 11,971 …* Engine oil 23,292 38% 16,849 …* * Extract wax and engine oil were not exported before 2011 Product 3-1-8- Comparing the actual sale performance with the budget (million Rials) Product Base oil Extract Wax Engine oil Other (including antifreeze, grease, and etc.) Sum Discounts Sum total Comparing the actual sale performance with the budget (million Rials) Year 91 Year 90 Actual sale Budgeted Budget Actual sale Budgeted (Rials) sale/ Rials realization (Rials) sale/ Rials (percent) 6,588,674 3,441,242 191% 3,575,327 4,078,260 1,796,179 1,225,630 147% 1,141,044 1,424,750 844,448 639,090 132% 620,603 604,800 2,020,948 2,215,400 91% 1,619,068 1,326,830 Budget realization (percent) 88% 80% 103% 122% 141,033 … … … … … 11,391,282 (27,218) 11,364,064 7,546,362 (25,000) 7,521,362 151% 109% 151% 6,969,243 (42,131) 6,927,112 7,517,115 (52,426) 7,646,689 94% 80% 93% Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Product Base oil Extract Wax Engine oil Antifreeze Sum Comparing the actual export sale performance with the budget (Million Rials) Year 91 Year 90 Actual sale Budgeted Budget Actual sale Budgeted (Rials) sale/ Rials realization (Rials) sale/ Rials (percent) 6,446,668 3,201,142 201% 3,439,887 3,965,760 1,256,985 370,718 339% 396,865 324,000 371,270 279,090 133% 150,280 334,800 507,992 550,000 92% 138,702 0 3,685 0 0 0 8,586,600 4,400,950 195% 4,125,734 4,624,560 Comparing the actual domestic sale performance with the budget (million Rials) Year 91 Year 90 Actual sale Budgeted Budget Actual sale Budgeted (Rials) sale/ Rials realization (Rials) sale/ Rials (percent) Varied engine oils 1,269,375 1,480,500 86% 1,270,108 1,165,820 Extract 539,194 854,912 63% 744,179 1,100,750 Slack wax 473,178 360,000 131% 470,323 270,000 Industrial oil 243,581 184,900 132% 210,258 161,010 Base oil 142,006 240,100 59% 135,440 112,500 Other (including antifreeze, grease, 137,348 25,000 549% 21,430 82,475 and etc.) Sum 2,804,682 3,145,412 89% 2,843,509 2,892,555 Discounts (27,218) (25,000) 109% (42,131) (52,426) Sum total after 2,777,464 3,120,412 89% 2,801,378 2,840,129 deducting discounts Budget realization (percent) 87% 122% 45% 89% Product Budget realization (percent) 109% 68% 174% 131% 120% 26% 98% 80% 99% Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 3-2- Export 3-2-1- Export Plans The future plans in the field of selecting export target markets and market share are as explained below: Examining the market based on the segmentation on the basis of international exhibitions Examining the global- regional competitors Requesting the cooperation of the producers of other countries in order to produce Sepahan’s products in those countries Production under license inside and outside the country 3-2-2- Export- Related difficulties There are some difficulties regarding exporting the products. The most important are as explained below: - International sanctions The foreign ships are unable to be present for transporting the load from Iran Documentary credits not being opened in favor of Iran An increase in the executive operations expenses Being unable to provide the essential raw materials Not having an export license for the products The company has planned the following measures in order to eliminate these problems: - Planning to create headquarters in companies with export potentials Make an effort to attain permit Advertising and developing target markets of base oil and final products of the company Concentrating more on FOB sale in order to eliminate the transportation problem Executing the customs project, space construction, and building walls for customs affairs in Isfahan Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Fourth Chapter: Financial Provision Activities 4-1- Company’s financial provision Manner of providing the company’s financial needs (figures in million Rials) Description 2012 2011 Bank loans 1,983,755 946,202 Main company 200 200 Bonds 0 0 Increasing the capital 0 450,000 Savings 0 0 Accumulated profit 0 0 Other 0 0 Sum 1985346 1397792 4-2- Due date and the financial provision interest rate of the company Description Bank loans Loan from Sepah Bank Loan from Sepah Bank Loan from Tejarat Bank Loan from Melat Bank Loan from Melat Bank Loan from Melat Bank Loan from Melat Bank Loan from Tejarat Bank Loan from Sepah Bank Loan from Melat Bank Due date and the financial provision interest rate of the company 2013 2012 Due date Interest rate Due date 30.09.2013 27.05.2013 17.09.2013 15.08.2013 19.02.2014 10.09.2013 0 0 0 0 Interest rate 21% 21% 22.50% 21% 21% 21% 20.06.2012 04.07.2012 19.07.2012 21.10.2012 17% 19% 17% 17% Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Fifth Chapter: Human Resources 5-1- Human resources strategies 5-2- The measures taken by the company in order to attend to the human resources developmental systems 5-3- Information regarding the human resources based in terms of the work place and the type of the job 5-4- Table of work experience of the employees in 2012 5-5- Table of dividing the employees based on their age in 2012 5-6- Information regarding the educational performance of the company 5-7- The process of the company’s scores based on EFQM assessment Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 5-1- Human resources strategies The sample company has established its human resources strategies based on the following matters with the aim to provide, develop, and manage the human resources with the essential motivation to achieve success in the global class. - Organizational and personal development of the personnel based on capability and knowledge Promoting the education level of the employees Identifying and hiring efficient work force Promoting employee motivation Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 5-2- Measures taken by the company in order to attend to the human resources developmental systems No. 1 1-1 1-2 1-3 1-4 2 2-2 2-3 2-4 3 3-1 3-2 4 4-1 5 5-1 5-2 5-3 5-4 5-5 6-5 Measures taken by the company in order to attend to the human resources developmental systems Title Not Slight Significant Completely started progress progress realized Strategic planning for the human resources The strategic planning system for developing * the human resources Planning system and hiring human resources * Career progress system * Replacement- promoting system and * promoting the employees Modern management system Suggestions system * Partnership teams system * Space organization system (S5) * Employee- improvement system Educational system of employees * System for making the employees effective * Human- resources information system Human- resources mechanized system * Human resources maintenance system Appreciating the employees’ services system * System of performance assessment and management (employees- management* entire company) Health and security system * System of assessing the employees’ * satisfaction Effectiveness system * Welfare and motivation services system * Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 5-3- Information regarding the human resources based in terms of the work place and the type of the job No. A B C Description Direct production 1- production 2- production support Indirect production 1- quality control 2engineering 3- other Supporting services 1administrative 2- financial 3commercial 4- other sum Gender Information regarding the human resources based in terms of the work place and the type of the Personnel classification at the end of 2012 Personnel classification Employee Worker Other Employee Permanent Contract Permanent contract Temporary Permanent Contract Permanent Male Female 135 1 32 95 2 5 0 2 34 94 2 71 64 1 0 22 10 49 46 0 2 0 5 0 0 1 1 24 10 49 45 0 2 60 4 12 51 0 0 0 1 12 45 0 14 1 2 13 0 0 0 0 2 13 0 18 1 5 14 0 0 0 0 5 16 0 28 126 2 35 5 4 24 148 0 0 0 9 0 0 1 0 5 6 16 155 0 0 32 8 0 31 0 9 0 0 2 33 0 14 36 12 6 1 3 25 39 0 0 0 0 0 0 0 0 1 3 26 50 0 0 44 321 9 40 0 48 53 294 0 2 0 14 0 0 0 3 0 52 46 294 0 2 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 5-4- Table of work experience of the employees in 2012 No . 1 2 3 4 5 6 7 Description Direct production Indirect production Administrativ e Financial and economic Commercial Sale and marketing Other Sum Table of work experience of the employees in 2012 Below 5 years 5 to 10 years 10 to 20 years 20 to 30 years More than 30 years Ma Woma n n 10 0 Ma n 56 Woma n 1 Ma n 16 Woma n 0 Ma n 30 Woma n 0 Ma n 23 Woma n 0 22 3 13 1 16 0 9 0 0 15 7 10 1 7 0 0 0 1 8 3 4 7 0 2 18 18 3 5 6 3 2 1 7 2 1 1 6 136 2 29 1 52 0 9 5 74 0 2 Sum Ma n 135 Woma n 1 0 4 60 0 0 32 8 0 1 0 14 12 5 3 0 0 0 0 0 0 36 26 6 7 5 47 0 0 1 12 0 0 18 321 2 40 5-5- Table of dividing the employees based on their age in 2012 No . 1 2 3 4 5 6 7 Description Direct production Indirect production Administrativ e Financial and economic Commercial Sale and marketing Other Sum Table of dividing the employees based on their age in 2012 Below 25 25 to 35 years 35 to 45 years 45 to 55 years Above 55 years Ma Woma n n 10 Ma n 0 Woma n 0 Ma n 52 Woma n 1 Ma n 48 Woma n 0 Ma n 25 Woma n 0 0 29 3 22 1 6 0 3 2 1 14 3 15 2 0 2 0 0 8 10 3 2 2 4 0 0 0 19 16 5 4 6 1 1 0 0 6 0 1 9 147 1 27 4 99 1 7 Sum Ma n 135 Woma n 1 0 60 4 1 0 32 8 0 1 0 14 12 7 7 0 2 0 2 0 1 36 26 6 7 2 49 0 4 3 20 0 1 18 321 2 40 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 5-6- Information regarding the educational performance of the company Information regarding the educational performance of the company No. Course Number of participants Course duration in hours Course cost 1 Introductory security English 20 2 0 Rials 40 60 340 2 3 4 5 6 7 8 9 10 11 12 Introductory security for OVERHAUL Firefighting Security regulations, review Introduction to the principles of scaffold OVERHAUL Firefighting OVERHAUL Launching and closing furfural Primavera Firefighting OVERHAUL Introduction to precise tools REVAMP Introductory security for OVERHAUL The number of times the course was held in the company 1 Total cost Place Date Individual training hour - 30 10,800,000 Rials 1st of Farvardin 1st of Farvardin 40 180,000 Rials 2 0 Rials 1 - Within the organization Within the organization Within the organization 20 4 0 Rials 1 - 20 4 0 Rials 2 2400 - Within the organization Within the organization 2nd of Ordibehesht 2nd of Ordibehesht 2nd of Ordibehesht Within the organization 2nd of Ordibehesht Within the organization Within the organization 2nd of Ordibehesht 2nd of Ordibehesht 500 2nd of Ordibehesht 3rd of Khordad 3rd of Khordad 120 3rd of Khordad 560 30 4 O Rials 2 - 250 2 0 Rials 1 - 15 8 0 Rials 2 0 15 8 1 300 2 6,000,000 Rials 0 Rials 1 6,000,000 Rials 0 Rials 37 4 0 Rials 2 0 Rials Within the organization Within the organization Within the organization 280 2 0 Rials 1 0 Rials Within the organization 680 80 80 120 120 600 148 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Within the organization Within the organization Within the organization 4th of Tir 160 4th of Tir 2400 4th of Tir 80 0 Rials Outside the organization 4th of Tir 8 1,450,000 Rials 3,100,000 Rials Outside the organization Within the organization 4th of Tir 24 5th of Mordad 16 2 0 Rials Within the organization 5th of Mordad 160 2 0 Rials Within the organization 5th of Mordad 144 Within the organization 6th of Shahrivar 200 Outside the organization Outside the organization Outside the organization 6th of Shahrivar 6th of Shahrivar 6th of Shahrivar 8 Within the 7th of Mehr 13 S5 40 4 0 Rials 1 0 Rials 14 English 40 60 180,000 Rials 30 10,800,000 Rials 15 Health of the restaurant employees Educational seminar of explaining documentation of regulations and obligations of Standard Organization Spss 20 4 0 Rials 1 0 Rials 1 8 750,000 Rials 1 3 8 1 2 8 1,450,000 RIals 1,550,000 Rials 40 4 0 Rials 18 8 0 Rials 16 17 18 19 20 21 22 23 24 25 Production planning and control Identifying different gasoline oils Hot and cold work permit issuance Introduction to warehousing and the application of MESC in the warehouse PT level 1-2 course Measurement uncertainty Seminar of materials and mrp materials requirements Introductory 1 25 8 0 RIals 2 0 Rials 1 8 1 3 8 4,500,000 Rials 1,000,000 Rials 4,500,000 Rials 3,000,000 Rials 1 8 1,550,000 Rials 1 1,550,000 Rials 4 2 0 Rials 1 0 Rials 1 24 8 8 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 26 27 security English 38 60 180,000 Rials 1,600,000 Rials 30 1 10,800,000 Rials 1,600,000 Rials 1 8 28 Test of different oils internships S5 34 20 0 Rials 4 0 Rials 29 ISO/TS 16949 7 15 7,600,000 Rials 3 7,600,000 Rials organization Within the organization Outside the organization Within the organization Within the organization 7th of Mehr 2280 7th of Mehr 8 8th of Aban 680 8th of Aban 105 Information regarding the educational performance of the company No. Course Number of participants Course duration in hours Course cost 30 An introduction to routine tests of oil and relevant equipment An introduction to executive methods of the refinery unit An introduction to automation software An introduction to automation software Ergonomics 12 2 Training hours 8 2 13 Identifying the oils and oil 31 32 33 34 35 The number of times the course was held in the company 1 Total cost Place Date Individual training hour 200,000 Rials Outside the organization 8th of Aban 24 Training hours 1 200,000 Rials Within the organization 8th of Aban 16 2 Training hours 1 200,000 Rials Within the organization 8th of Aban 26 3 2 Training hours 1 200,000 Rials Within the organization 8th of Aban 6 8 4 1 Within the organization Within the organization 32 2 160,000 Rials 200,000 Rials 8th of Aban 5 20,000 Rials Training hours 8th of Aban 10 1 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 36 37 38 39 40 41 42 43 44 45 46 compositions Properties and factors affecting product quality during production Properties and quality regulations of the final products Properties and quality of raw materials and essential materials for production Introduction to measuring risks, dangers, and aspects of consequences Forklift security Forklift security Healthy diet (health network expert) Healthy diet (health network expert) Healthy diet (health network expert) Healthy diet (company’s expert) Healthy diet 7 2 Training hours 1 200,000 Rials Within the organization 8th of Aban 14 6 2 Training hours 1 200,000 Rials Within the organization 8th of Aban 12 6 2 Training hours 1 200,000 Rials Within the organization 8th of Aban 12 9 2 Training hours 1 200,000 Rials Within the organization 8th of Aban 18 14 1 1 9th of Azar 6 5 2 1 Within the organization Within the organization Within the organization 14 1 200,000 Rials 200,000 Rials 0 Rials 8th of Aban 6 Training hours Training hours 0 Rials 9th of Azar 10 9 2 0 Rials 1 0 Rials Within the organization 9th of Azar 18 13 2 0 Rials 13 2 160,000 Rials 1 320,000 Rials Within the organization 9th of Azar 26 9 2 160,000 1 320,000 Within the 9th of Azar 18 1 Within the organization Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 47 48 49 50 51 52 (company’s expert) Healthy diet (company’s expert) Ergonomics Rials Rials organization 16 2 160,000 Rials 1 320,000 Rials Within the organization 9th of Azar 32 8 4 2 2 1 Within the organization Within the organization 32 16 160,000 Rials Rials 9th of Azar An introduction to the damages and consequences of virtual space Work place style (S5) group B 20,000 Rials 0 Rials 9th of Azar 32 18 8 0 Rials 2 0 Rials 9th of Azar 144 An introduction to the special rules and regulations of security for the drivers Healthy diet (company’s expert) 7 2 Training hours 1 200,000 Rials Within the organization 9th of Azar 14 14 2 160,000 Rials 1 320,000 Rials Within the organization 9th of Azar 28 Within the organization Information regarding the educational performance of the company No. Course Number of participants Course duration in hours Course cost 53 Healthy diet (company’s expert) Healthy diet 12 2 160,000 Rials 14 2 160,000 54 The number of times the course was held in the company 1 Total cost Place Date Individual training hour 320,000 Rials Within the organization 9th of Azar 24 1 320,000 Within the 9th of Azar 28 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 55 56 57 58 59 60 61 62 63 64 65 66 (company’s expert) Healthy diet for the restaurant’s personnel (company’s expert) Review of security rules and regulations Issuing work permits Introductory security when entering Work place style (S5) group A HSE requirements Work place style specially for managers An introduction to the damages and consequences of verual space Healthy diet (company’s expert) Healthy diet (company’s expert) Colleagues of warehouse system’s subsystem Self-defense Rials Rials organization 20 2 160,000 Rials 1 320,000 Rials Within the organization 9th of Azar 40 6 2 Training hours 1 200,000 Rials Within the organization 9th of Azar 12 4 4 2 Within the organization Within the organization 16 2 200,000 Rials 200,000 Rials 9th of Azar 10 Training hours Training hours 9th of Azar 20 34 8 0 Rials 2 0 Rials Within the organization 9th of Azar 272 13 4 2 2 Within the organization Within the organization 52 4 260,000 Rials 0 Rials 9th of Azar 31 20,000 Rials 0 Rials 9th of Azar 124 30 2 0 Rials 2 0 Rials Within the organization 9th of Azar 60 13 2 160,000 Rials 1 320,000 Rials Within the organization 9th of Azar 26 4 2 160,000 Rials 1 320,000 Rials Within the organization 10th of Dey 8 6 4 Training hours 2 200,000 Within the organization 10th of Dey 24 13 6 106,500 1 1,384,500 Within the 10th of Dey 78 1 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 67 68 69 70 71 72 73 74 75 76 77 and utilized instruments An introduction to rotary filter Work place style (S5) group C Work place style (S5) group A Work place style (S5) managers’ group File starter English File 2 English Administrative and staff’s risks, dangers, aspects, and consequences Damages and consequences of virtual space An introduction to E & E records and documents management system Shot down conference Internal audit of quality control management system Rials Rials organization 8 2 Training hours 1 200,000 Rials Within the organization 10th of Dey 16 19 4 0 Rials 1 0 Rials Within the organization 10th of Dey 76 33 32 0 RIals 8 0 Rials Within the organization 10th of Dey 1056 31 10 0 Rials 5 0 Rials Within the organization 10th of Dey 310 3 30 15 Within the organization Within the organization 90 30 10th of Dey 120 18 2 5,400,000 Rials 5,400,000 Rials 200,000 Rials 10th of Dey 4 180,000 Rials 180,000 Rials Training hours 11th of Bahman 36 15 1 Within the organization 17 2 0 Rials 1 0 Rials Within the organization 11th of Bahman 34 21 2 0 Rials 1 0 RIals Within the organization 11th of Bahman 42 3 12 2 5 11,550,000 RIals 350,000 Rials Outside the organization Outside the organization 11th of Bahman 11th of Bahman 36 1 11,550,000 Rials 350,000 Rials 1 5 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 5-7- The process of the company’s scores based on EFQM assessment After the establishment of the organizational excellence model (EFQM), Sepahan Oil Company was assessed by the assessors of the national efficiency award and obtained the “commitment to excellence” certificate. The selfassessment results obtained from a 90- question questionnaire and workshop are as explained below: The process of the company’s scores based on EFQM assessment No. Description Obtained score 1 2 3 4 Percentage of score related to leadership Score percentage related to strategy and policy Score percentage related to the employees Score percentage related to the commercial and resources cooperation Score percentage related to the process Score percentage related to the customer’s results Score percentage related to the employees’ results Score percentage related to the population results Score percentage related to the key performance results 15% 14% 18% 17% Score progress (target) in 2013 40% 50% 30% 40% 14% 15% 50% 30% 10% 30% 14% 40% 21% 40% 5 6 7 8 9 It is worth mentioning that the above- mentioned scores are based on the EFQM Excellence Model of 2013 which had to be considered as the Iranian model for the year 2013. Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Sixth Chapter: Energy and the Environment 6-1- Energy and the Environment strategies 6-2- Energy 6-2-1- Energy- consumption comparative statistics 6-2-2- The measures taken in the field of economical energy consumption 6-2-3- The activities carried out in optimizing energy consumption in 2012 6-3- Environment 6-3-1- The activities carried out to protect the environment Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 6-1- Energy and the Environment strategies The enforceable rules and regulations regarding contamination and energy consumption were considered on the one hand and the society’s expectation from the company was considered on the other hand in the codification and the 3- year- long strategy of energy and environment of Sepahan Oil Company. Varied measures have been taken by the company based on that and to achieve the objectives mentioned in the strategy. Some goals have already been accomplished. 1- Concluding a self- reporting contract regarding monitoring the environment and seasonal sampling of contaminants 2- The establishment of ISO 14001 standard in line with environmental management of the organization 3- Initial measures in order to establish the ISO 16001 standard for the purposes of optimizing energy consumption 4- Updating the environmental rules and regulations every year and the consistency of the organization’s activity with these rules 5- Carrying out primary studies and researches in order to establish an industrial wastewater treatment package 6- Realizing the New Samp project in order to prevent the smell of furfural solution from spreading to neighboring areas and to prevent the violation of the neighbors’ rights. 7- Observing the standards of green spaces in the organization (at least 10% of the total area of the organization) 8- Manufacturing products with long useful lives in order to prolong the time of exchanging engine oils 9- Isolating all the areas which may destroy and contaminate water and soil in the organization 10- The project for separating the wastes in order to better realize waste management of the organization 11- Periodic and orderly inspection of machineries such as the forklifts, transportation services, and pumps Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 6-2- Energy 6-2-1- Energy- consumption comparative statistics Description Water consumption (cubic meters) Electricity (kilowatt- hours) Gas (cubic meters) Gasoline (liters) Energy- consumption comparative statistics 2011 Amount Thousand Rials 662,000 6,620,000 27,156,000 38,697,300 26,280,000 24,834,600 144,000 504,000 2012 Amount 595,800 26,279,000 25,491,000 120,000 Energy- consumption comparative statistics Gasoline Gas Electricity Water Thousand Rials 5,958,000 37,448,000 24,089,000 420,000 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 6-2-2- The measures taken in the field of economical energy consumption No. 1 2 3 4 5 6 Measures taken in the field of economical energy consumption (figures are in million Rials) Project Started on Finished Project’s Expenses so Estimation on progress far of percentage remaining expenses Monitoring and troubleshooting all the steam traps of the refinery and 91/5/25 91/10/19 100 200 forming identification cards for all steam traps Equipping the lighting system of the refinery with energy- saving 91/4/5 91/8/1 100 750 light bulbs Equipping the lighting system of the open space with a smart system 91/2/2 91/6/28 100 120 (photocell) Designing and installing a preheating system for the furfural 90/9/10 91/3/2 100 800 unit furnace Drip irrigation system 90/2/1 91/9/20 100 300 Isolating the storage tank in order to prevent heat dissipation (four 91/11/1 92/2/20 100 4000 forty- thousand- barrel tanks) Sum of expenses 200 750 120 800 300 4000 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 6-2-3- The activities carried out in optimizing energy consumption in 2012 Unit Operational units The activities carried out in optimizing energy consumption in 2012 Saving water (cubic Saving electricity Saving gas (cubic meters) (megawatt- hours) meters) 90 Operational units - - 25 Operational units - - 300 Operational units 17874 - - Operational units - 525 - Sum 17874 525 415 Executed optimization project The fuel consumed by the extract furnaces was reduced with regard to the carried out over haul Designing and installing wax preheaters and decreasing the amount of the gas consumed by the furnace Designing and installing the system which makes the recycling system of the wax extraction unit a three- stage process decreased gas consumption Water consumption of water cooling decreased 3% with regard to the over haul carried and flashing the converters Using air sprayers to mix the air Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 6-3- Environment No. Project 1 Quality control of tanks to make sure they do not leak Teaching MSDS products to drivers Cleaning the space in case of leakage Establishment of ISO 14001 standard Purchasing and changing the pumps in the operational units in case they are leaking 2 3 4 5 6 7 8 9 Self- reporting contract in monitoring Purchasing analyzer online Constructing industrial wastewater treatment package Developing the green areas Starting date Measures take to protect the environment Finishing date Progress Expenses so far percentage (Rials) Continuously Continuously 100% Continuously Continuously As soon as possible Estimate of the remaining expenses (Rials) Sum of expenses (RIals) 50,000,000 0 50,000,000 100% 5,000,000 0 5,000,000 0 100% 10,000,000 0 10,000,000 Continuously Continuously 100% 50,000,000 0 50,000,000 Continuously Continuously 100% 2,883,110,000 0 2,883,110,000 Beginning of every year At the end of every year 100% 26,226,450 0 26,226,450 2011 2012 100% 2,000,000,000 0 2,000,000,000 2012 Ongoing 5% Selecting the contractor 40000000000 40,000,000,000 Continuously Continuously 100% 1,263,380,358 0 1,263,380,358 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Seventh Chapter: Financial Information 7-1- Financial strategies 7-2- Comparative financial statements 7-2-1- Group’s integrated fundamental financial statements 7-2-4- Basic financial statements of the main company 7-3- The foreign exchange spent by the company every year 7-3-1- The total spent foreign exchange (in dollars) 7-3-2- comparing the foreign exchange the company spends each year with the sale and the revenue resulting from spending each unit of foreign exchange 7-4- Presenting financial ratios Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 7-1- Financial strategies It has presented the restrictions on its financial and ever- growing need for cash for the purposes of executing the new investment development plans and the financial and investment provision as one the important strategy axis of the company. A plan has therefore been formulated to utilize the existing and new resources and also to provide the financial resources with acceptable expenses and to achieve the intended goals in the plan of Sepahan Oil Company. It has considered the financial strategies of the company, examination of the essential financial resources, determining the investment policy, formulation of investment budgeting principles, renewal plans and utilizing existing resources, determining profit long- term objectives, and commercial programs for each of the products in line with that. 7-2- Comparative financial statements The financial statements of the main company and the integrated financial statements of the company are attached to the present report and it is worth mentioning that the comparative balance sheet of 2011 to 2012 is as follows: Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Assets Current assets: Cash balance Short- term investments Commercial receivable documents and deeds Other receivable accounts Materials and goods stock Orders and advanced payments Sum of current assets Note 20.03.2012 4 5 6 7 8 9 Million Rials 1,121,153 26,854 1,246,796 1,989,557 2,436,641 969,188 7, 789,989 Presented again 19.03.2012 Milion Rials 288,150 13,610 984,324 2,131,891 1,432,814 680,106 5,530,895 Non- current assets Tangible fixed assets 10 735,622 782,209 Intangible fixed assets 11 40,463 20,188 Long- term investment 12 259,080 864,571 Other assets 13 4,500 4,500 Sum of non- current assets 1,039,665 1,671,468 Sum of assets 7,202,363 8,829,654 The explanatory notes are inseparable components of the financial statements Debts and the rights of the shareholders note 20.03.2013 presented again (19.03.2012) Current debts: Payable commercial deeds and accounts 14 2,515,993 2,538,589 Other payable accounts and deeds 15 586,989 1,070,386 Amounts received in advance 16 774,873 379,711 Tax reserve 17 299,125 78,821 Received loans 18 1,870,640 1,098,457 Sum of current debts Non- current debts: Long-term received loans Reserved benefits of end- of- service of employees Sum of non- current debts Sum of debts Rights of the shareholders: Capital (1050 million one thousand- Rial registed paid shares Legal reserves Accumulated profit Sum of shareholders’’ right 6,047,620 5,165,964 18 19 22,032 22,032 6,069,652 30,649 17,214 47,863 5,213,827 20 21 1,050,000 105,000 1,605,000 2,760,002 1,050,000 98,168 840,368 1,988,536 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Sum of debts and rights of shareholders 8,829,654 7,202,363 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 7-3- The foreign exchange spent by the company every year 7-3-1- The total spent foreign exchange (in dollars) Year 2011 2011 2012 2012 2012 The foreign exchange spent by the company every year The total spent foreign exchange (in dollars) Foreign Total spent foreign exchange (materials, parts, Accumulative total spent exchange instruments) foreign exchange in each year in Dollars Dirham 25879603.46 25,255,811.33 $ Dollars 18225616.33 Dirham 24296563 18,132,549 $ Dollars 8899233 Euros 3038539 7-3-2- comparing the foreign exchange the company spends each year with the sale and the revenue resulting from spending each unit of foreign exchange comparing the foreign exchange the company spends each year with the sale and the revenue resulting from spending each unit of foreign exchange Description Year 2012 2011 Spent foreign exchange (million Rials) 472,362 289,493 Sale (million Rials) 8,586,601 4,125,735 Income resulting from every unit of foreign exchange 25,000 12,630 (Rials) Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 7-5- Presenting financial ratios Financial ratio Cash rations Current ratio Instant ratio Current asset ratio Activity ratios Turnover of sum of assets Goods stock turnover period (day) Operation turnover period Ratio of receivable account turnovers Payable accounts ratio Payable accounts period Debt ratio Total debt ratio Current debt to special value ratio Ratio of non- current assets to special value Ownership ratio Fiscal year 2012 Fiscal year 2011 Average growth 1.29 0.72 0.88 1.07 0.66 0.76 21% 9% 16% 1.418 91 127 10.19 3.417 105 0.96 96.32 146.03 7.64 2.925 123 48% -6% -13% 33% 17% -15% 0.687 2.199 0.377 0.72 2.62 0.841 -5% -16% -55% 0.28 17% 0.31 Profitability ratios 32.85% 28.21% 24.50% 31.53% Gross profit ratio 22.70% 45% Operational profit ratio 14.00% 102% Net profit ratio 12.11% 102% Ratio of sum of the efficiency of the 11.64% 171% sum of assets (return on investment ROI) 7.5% of the stotal sale is related to sales, administrative, and general expenses each year. But 1617963 million Rials has been considered for the reserved doubtful debts of the fiscal year ending on 19.03.2013. The sum total of the sale, administrative, and general expenses was encountered with a 399.07% growth. It we eliminate the reserves related to the doubtful accounts from the sale, administrative, and general expenses, the abovementioned financial ratios have been presented with the assumption that this reserve has not been presented. Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Change process of operational profit and net profit during the past years with the assumption that the doubtful debt reserves have been eliminated Change process if the operational profit and the net profit during the past years in accordance with the financial statements The company has had a positive profitability process in both states. Although an outstanding part of the company’s profit has been decreased as a result of considering the reserve from the doubtful debts The profitability ratios of the company in each of the states have been explained in the following tables. All evidences indicate that the company’s profitability has increased during the last one year Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Holding the assumption that the doubtful debt reserve has been eliminated Net profit ratio Gross profit ratio Operational profit ratio Ratio of the financial expenses from the total sale Profit quality Net profit of each share Operational profit of each share The efficiency rate of the sum of ROI assets The efficiency rate of the shareholders’ rights ROE 2012 2011 2010 2009 2008 2007 2006 2005 24.50% 32.85% 28.21% 1.39% 12.11% 22.70% 14.44% 2.02% 13.62% 21.86% 16.92% 2.52% 9.84% 21.87% 15.38% 5.78% 11.82% 30.04% 17.26% 5.87% 27.12% 38.44% 32.36% 3.76% 31.45% 41.72% 37.91% 4.07% 42.49% 55.07% 50.95% 7.52% 2,651 3,053 31.53% 0.28 799 952 11.64% 0.71 1,164 1,446 13.96% 1.45 512 800 8.19% 1.62 567 827 8.97% 0.53 1,795 2,142 29.74% 0.18 1,660 2,001 29.48% 0.66 1,553 1,862 35.61% 100.87% 42.17% 67.52% 28.60% 31.72% 68.09% 54.01% 109.85% 2012 10.26% 32.85% 13.97% 1.39% 2011 12.11% 22.70% 14.44% 2.02% 2010 13.62% 21.86% 16.92% 2.52% 2009 9.84% 21.87% 15.38% 5.78% 2008 11.82% 30.04% 17.26% 5.87% 2007 27.12% 38.44% 32.36% 3.76% 2006 31.45% 41.72% 37.91% 4.07% 2005 42.49% 55.07% 50.95% 7.52% 0.34 1,111 1,512 13.21% 0.28 799 952 11.64% 0.71 1,164 1,446 13.96% 1.45 512 800 8.19% 1.62 567 827 8.97% 0.53 1,795 2,142 29.74% 0.18 1,660 2,001 29.48% 0.66 1,553 1,862 35.61% 40.04% 42.17% 67.52% 28.60% 31.72% 68.09% 54.01% 109.85% Based on financial statements Net profit ratio Gross profit ratio Operational profit ratio Ratio of the financial expenses from the total sale Profit quality Net profit of each share Operational profit of each share The efficiency rate of the sum of ROI assets The efficiency rate of the shareholders’ rights ROE Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 8th Chapter: Measures Related to Assignments of the General Assembly in Previous Year 8 – 1 – Measures Conducted Related to Assignments of General Assembly The assignments of the General Assembly of Shareholders on July 12, 2012 and also moves taken on the mentioned assignments are as follows: No. 1 No. of Paragraph 1 2 2 Subject of Assignments Measures Conducted Based on Paragraph 4 of report of respected legal inspector and auditor, it is assigned that necessary measures have been taken for receiving the amounts of 309 billion rials yearly adjustments and 54.1 million dirham as claims from Petro Golf Company. While receiving uncollected written confirmations, it is cordially requested to take effective steps in order to settle contradictions of mutual accounts. Necessary follows up were taken in 1391 (ended March 20, 2013) with relation to receiving stagnant yearly demands and totally the amount of 34 billion rials of these demands has been received up to the present time. With regard to Petro Golf Company, totally the amount of 102 billion rials equal to 13,594,694 dirham (according to day-price of foreign currency in the date of settling funds) was received in 1391 (ended March 20, 2013) and presently, the remaining demand stands at 40.6 million dirham (UAE). In the same direction, legal measures have been taken in judicial bodies of the United Arab Emirates (UAE) and written verdict has sentenced signatories of the check to three years in prison. International Police dubbed “Interpol” has been requested by lawyer and legal petition against head of company and also other partners of the company is underway. Considering the written confirmation, effective steps have been taken with the aim of removal of contradictions. With regard to the briefing plan of investment in Kenya, financial statements from 2009 to 2012 have been received, details of which have been submitted to legal inspector and auditor of the company. Considering the stoppage of operations and executive activities of “ELSE Oil” and “UNISEP” companies, necessary steps were taken in order to dissolving them, based on which, “UNISEP” Company was dissolved and equivalent investment amount was refunded as well. With relation to “ELSE Oil” Company, financial statements audited Based on Paragraph 5 – 1 of legal inspector and auditor, it was stipulated, while presenting the briefing plan of investment in SEPYANA Company, to specify situation of accounts of company and its financial statements. Moreover, it is cordially requested to take effective steps with regard to continuation of activity of Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 3 4 3–1- 3–2- “ELSE OIL” and “UNISEP” companies after provision of their financial statements in cooperation and consultation with shareholders and interest of the Group. Based on Paragraph 5 – 2 of report submitted by legal inspector and auditor, it was stipulated: - The company should receive necessary guarantees and bid bonds from shareholders of the companies set up in overseas (Speedy Ship, IST and PEDU companies) using legal advisors. After hearing the report of the Board of Directors of the company concerning mission of the Oil Ministry, the General Assembly obliged and mandated Sepahan Oil Company to take effective steps for receiving demands of Speedy Ship Company, Nikoo Company, Golden Crown Company and ATTK Company with regard to importing oil products in specific situation of the country. Given the above issue, the Assembly mandated the Sepahan Oil Company to follow up necessary measures on receiving eight vessels, purchasing and selling relevant byproducts seriously. Sepahan Oil Company was mandated by the General Assembly to submit pertinent report to the attention of shareholders once every two week. Meanwhile, Sepahan Oil Company was committed to submit report the main reasons of creating deposit- free claims from Golden Crown and ATTK companies. in 2012 have been received which indicates investment of Sepahan Oil Company amounting to 490,000 dollars. It should be noted that balance of bank account confirms this amount as well. Necessary guarantees and bid bonds have been received from shareholders of the mentioned companies inside the country. If such move is conducted outside the country, it contradicts with the objective of establishment of companies. (not disclosing their relationship with Sepahan Oil Company in relevant countries) Necessary follows up have thus far been taken with regard to receiving claims from the Oil Ministry and Nikoo Company. For this purpose, a letter was sent to the respected oil ministry in July 2015. In response to the sent letter, Mr. Mohammadzadeh senior advisor to the oil minister addressed Eng. Nikzad, director general of the ministerial bureau, that all statements raised by Sepahan Oil Company were correct and valid. Given the above issue, Eng. Nikzad addressed Eng. Vahid to take effective steps in order to set up a coordinating session with the participation of Eng. QalehBani and Eng. Vahid and also Eng. Mohammadzadeh and respected oil minister for settling the case. Despite measures taken in this regard, this session has not thus far been organized. Meanwhile, in another letter sent to the respected managing director of National Iranian Oil Company (NIOC) on Nov. 11, 2012, claims of Sepahan Oil Company were reflected separately wit details and attached calculations. The company urged the senior official of the National Iranian Company to issue order with regard to pay demands of the company. Re letter addressed to the former Oil Minister and also Majlis Energy commission member Dr. Mir-Kazemi, all the aforementioned cases were reflected. Sepahan Oil Company requested senior official of the ministry to take effective steps in this regard and issue order for Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 5 3–3– 3–4- 6 3–5- It was stipulated that Sepahan Oil Company should take necessary measures to carry out costs spent for activity o companies in overseas such as IST and PEDU in the form of percentage of obtained income. With prioritizing its main activities, it was obliged that the company should take effective step with regard to its justified investment outside the country in order to increase capital and wealth of shareholders. Also, Sepahan Oil Company should take effective step to submit justified investment plan in PEDU and IST companies to shareholders. While submitting investment briefing plan in ISOC company, the General Assembly emphasized to take necessary step for the evaluation of four vessels as provided to this company. In general, the General Assembly stipulated that four vessels should be evaluated properly in order to provide capability of comparing with final cost of purchase in initial collection date and also receiving demands of the company. Two joint sessions have thus far been held with relation to the demands of Sepahan Oil Company from Golden Crown Company and Attack Company. Transport cost of their documents amounting to 31 million dirham (UAE) has been refunded. If these documents are presented with enough supporting documents, the case will belong to the demands of Sepahan Oil Company from National Iranian Oil Company (NIOC). In the abovementioned letter, NIOC has been requested to pay the claims related to Sepahan Oil Company. Complete report of this issue has been submitted by the Board of Directors to the Ordinary General Assembly meeting held in extraordinary form. Necessary measures have been taken for transferring IST Company to Rahbaran-e Javan Arman Holding Company. PEDU Company is tantamount to the Central Official of Sepahan Oil Company in Malaysia. In other words, PEDU Company acts similar to Sepahan Oil Company in Malaysia and this company was dissolved in 1391 (ended March 20, 2013). In addition to receiving demands and funds obtained from selling oil, balance of accounts of this company was transferred to the profit and loss account of the company, so that company’s performance report has been disclosed and explained in the attached notes of financial statements. These vessels were evaluated in March 2013 and reports related to the legal inspector, auditor and main shareholder of the company have been presented in the same date. Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 7 4 8 5 9 6 10 7 balance sheet date for the decision of shareholder. Based on Paragraph 7 of report of respected legal inspector and auditor, it was stipulated that necessary follows up were conducted with regard to the protest lodged against tax assessment from 2006 to 2009. Based on Paragraph 8 of report of respected legal inspector and auditor, it was stipulated that the Board of Directors has followed up situation of probable debts as a result of complaints of others against the company based on Briefing Note 32 – 2. It should be noted that any actual verdict on the said issue has not thus far been issued. As long as the issue has not been settled, the Board of Directors is duty bound to submit relevant report to the attention of shareholder once every three months. Based on Paragraph 9 of report of respected legal inspector and auditor, the Board of Directors was obliged, while revising balance of materials and goods and capital- oriented goods, to take necessary and optimal planning in order to use or sell the mentioned items. In general, the Board of Directors was mandated to submit financial statements, subject of Briefing Note 7 and 10. Based on Paragraph 10 of report of In this respect, a protest bill has been submitted to the Higher Council of Tax and the mentioned Council did not accept the request of company. Consequently, protest of the company has read in the council of Article 251 of Direct Taxation Act. It should be noted that protest of the company in the mentioned council was turned down. It should be noted that measures have been reported in financial statements of the fiscal year according to Note 30 -2. Concerning balance of materials and goods, value of balance of these stocks which has been comprised of raw materials (lube cut amount to 38,000 tons) and manufactured product and during production of base oil, please be informed that balance of lube cut as feedstock is sufficed for 20 days and such storage seems necessary. It should be noted that manufactured products are managed and controlled due to the market situation and supply and demand rate. With regard to capital- oriented items, Operation, Technical and Engineering Unit of the company studied the case meticulously. Since these materials have been purchased from manufacturing companies with fair and reasonable price in previous years, preserving them was emphasized in a minute. If needed, provision of them at the current situation will be a very difficult task. It should be noted that mentioned minute has been submitted to legal inspector and auditor of the company. According to the request of investment company, it Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 respected legal inspector and auditor, the Board of Directors, while receiving guarantees and bid bonds on managing two vessels belonging to Speedy Ship Company and also four vessels belonging to ISOC Company, was obliged to supervise and monitor affairs using expert advisors and also observe provisions of mutual contract concluded between Royal Oyster Company. In general, the Board of Directors was obliged to provide and present budget of performance of each vessel, open separate account for performance of each vessel and also audit performance of each vessel in order to prevent imposition of additional costs. should be noted that management and guidance of vessels is on the verge of being delegated to the company desired by Rahbaran Holding Company. The Bill ratified and approved by the Board of Directors on Jan. 30, 2012 has not been observed with regard to the substitution of a newly- established company inside the company and/or one of existing companies with Royal Oyster Company for managing and guiding activities of vessels. Meanwhile, Royal Oyster Company has not observed criteria envisioned in Paragraph 7 – 1 and 7 – 2 of the mutual contract with regard to the income obtained from performance of vessels despite repeated follows up. Despite necessary follows up made in this regard, Royal Oyster Company has not observed criteria envisioned in Paragraph 7 – 1 and 7 – 2 of the mutual contract concluded in this respect. Not only Royal Oyster Company has not observed the criteria as mentioned in Paragraph 7 – 1 and 7 – 2, but also it has spent the obtained income for administration of vessels directly. 11 12 8 9 Based on Paragraph 11 of report of respected legal inspector and auditor, it was stipulated that necessity of partnership in wave breaker of FARASAKOO Company should be specified transparently in accounts in line with subject of activity of articles of association. In other words, the necessity of participating in Wave Breaker project of FARASAKOO Company was requested to be specified in accounts in line with subject of activity of articles of association. Based on Paragraph 12 of report of respected legal inspector and auditor, it was stipulated that The contract has been concluded with the mentioned subject, so that relevant accounts have been specified transparently. In general, whole operations have been transferred to FARASAKOO Assaluyeh Company. Considering the capability of fulfilling and observing interest of the company, the measures conducted in this Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 10 13 14 11 assignments of the Ordinary General Assembly, held on June 14, 2011, which has not been finalized, should be followed up based on interest of the company and its result should be announced to the shareholder. It should be noted that transactions envisioned in Briefing Note 35 were confirmed as transactions subject to Article 129 of amendment of Trade Law without interference of representative of beneficiary shareholder. Possibly, effective steps should be taken to pay fund of insurance in cooperation and consultation with Insurance Brokerage Company of Oil Industry Pension Funds. In other words, any payment in the field of insurance should be approved and confirmed by Insurance Brokerage Company affiliated to Oil Industry Pension Fund. It was agreed that the Board of Directors should submit performance report of the company to shareholders once every three months. regard were executed according to the Briefing Note 33 of financial statements in 1390 (ended March 20, 2013). it should be noted that some of these measures are following up. Necessary steps should be taken in this regard, observing interest of the company. It is underway. Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 9th Chapter: Activities of Sepahan Oil Company in the field of Indigenization Activities of Sepahan Oil Company in Line with Indigenization / Localization designing, monitoring and supervising construction operation, installing and commissioning auxiliary Recovery system for Waxing Unit (M. P. Tower, heat exchangers, converters, and relevant pumps) Designing, manufacturing, installing and commissioning two 1,000- square feet filters (Vacuum Rotary Filter) which have been conducted in cooperation with industrialists and engineers of the workshops based in city of the province. Increasing feedstock and reducing oil in wax are salient achievements of the mentioned project. Designing and manufacturing lube cut discharge system for discharging lube cut as purchased from other refineries. Designing, pipe laying and installing five pumps in order to increase applicability of 10- category tanks in Processing Unit With due observance to the environmental necessities, following up and preparing proposal of project for submitting to consultants in order to settlement of wastewater of Sepahan Oil Refinery and separating it from Isfahan Refinery Implementing project for optimizing and strengthening Cooling Unit (C) for reducing temperature of cooling water in refinery system Increasing multiple applicability of four 14- category tanks of the refinery with the aim of storing more wax and extract in emergency periods Designing and implementing projects of ARYA Solar Company in order to empowering the unit to a final oil manufacturing company and required packaging Fulfilling basic repair and maintenance services as well as implementation of projects simultaneously in May and June 2012 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 10th Chapter: Activities of Company in the Field of Quality Management Standard - Activities in the Field of Quality Management Standard Receiving and extending ISO 9001 standard since 2003 Obtaining and extending ISO 14001 standard since 2003 Receiving and extending ISO 18001 (OHSAS, Occupational Health and Safety Assurance System) standard since 2003 Receiving and extending ISO / TS 16949 standard since 2010 Obtaining and extending ISO / TS 29001 standard since 2009 Developing the mentioned standards to the Headquarters Offices in Tehran in 2013 Developing ISO 9001 standard to the affiliated companies in 2013 Obtaining and extending ISO 17025 standard as of 2004 and making plan for renewing it in 2013 Obtaining and extending energy management system’s certificate based on ISO 16001 standard in 2013 Obtaining and extending certificate of European Foundation for Quality Management (EFQM) in 2011 and making plan to receive appreciation letter in 2013 Establishing Cleaning System (S5) as of 2012 and development and expansion of the system in 2013 Streamlining strategies compiled with Balanced Scorecard (BSC) model in two FS & BS levels in 2013 Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 11th Chapter: Other Subjects and Miscellaneous 11- Management measures affecting future performance and activity of company 11 – 2 – Domestic and Foreign Claims and Complaints Lodged against Company 11 – 3 – Services received from Certified Public Accounts (CPA) in 2012 11 – 4 – Public Relations Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 11 – 1 – Management Measures Affecting Future Performance of Company Hereunder are regarded as the most important measures conducted in 2012 which will have considerable effects on future yearly performance of the company: Field Financial Production 1. 2. 3. 1. 2. Human Resources 1. Sales and Marketing 2. 1. Research and Development 2. 3. 1. Others 1. 2. 3. 4. 5. Highlight of Activity Taking advantage of resources of financial institutes and banks Creating financial transparency Setting up internal auditing Increasing production (production growth) Regulating types of feedstock for taking maximum advantage in proportion to the existing refinery unit Creating motivational systems for effective presence in implementation of duties Upgrading and improving pyramid of manpower Removing some parts of fake intermediates and approaching final wholesalers Setting up monopolized service centers Optimal management of distribution network Setting up research and development (R&D) unit for creating integrity in this field Commissioning new filters Upgrading and improving transport fleet Setting up Plan and Budget Unit Commissioning company’s unit in Kenya Optimizing situation of affiliated companies (dissolving or establishing) Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 11 – 2 – Domestic and Foreign Complaints Lodged against Company No. Name Subject File Underway in Karaj Legal Court, Branch No. 5 (PourAmin) and Tehran Legal Court Branch No. 29 (pertinent companies) 1 Complains and claims lodged by Messrs PourAmin and ILIA Sanat Sepehr Company and Parham Sanat Alborz Company (It should be mentioned that the two mentioned companies belong to Mr. PourAmin.) against the company A) Necessity to pay fund as a result of discounts, B) Necessity to pay compensation as a result of annulment of drafts, C) Cancelling or annulling actual title deeds No. 15874 located in Karaj, D) Temporary order for prohibition of transfer of title deeds of the property ad demanded by seller 2 Complaints and claims lodged by Namasazeh Company against Sepahan Oil Company (legal petition) Demanding 1,924,644,374 rials as bid bond guarantee and incurred damages Legal Court, Branch No. 14 3 Claims and complaints lodged by Sepahan Oil Company against Petro Golf Company based in UAE Demanding approx. 50 million dirham File is underway in Judicial bodies in the United Arab Emirates (UAE) Latest Situation Concerning the mentioned companies, the verdict for convicting the company on the delivery of the goods, subject of drafts, has been issued and lawyer of the case has requested “appeal” in due date. Concerning the claims lodged by Mr. Pour-Amin against the company, major part of his demand in name of Sepahan Oil Company and delivery of goods, subject of drafts, has been cancelled and abnegated. The verdict of court of first instance has been issued against the company and lawyer of the petition has requested it to be reconsidered. The court of first instance has condemned the company to pay 8,511,248,056 rials. Therefore, the issued verdict has been requested to be reconsidered. Written Judgment Signatories of the check have been sentenced to three years in prison and file is requested by the lawyer to be reported to the Interpol for following up the case meticulously. Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 4 Claim of the company lodged against Dezendis and mutual claim of Dezendis against the company Demanding 83,785,406,250 rials as outstanding and deferred claims and also 20,005,922,358 rials as on- account funds as well as 3,358,237,800 rials for releasing Agatha Ship + mutual claim of Dezendis lodged against the company valued at 23,501,835 rials Arbitration Center of Iran Chamber of Commerce 5 Claims and complaints of Sepahan Oil Company lodged against Karachi Customs Office, Pakistan Returning or giving back 2,063 tons of base oil Karachi Court, Pakistan In addition, lawsuit lodged against acting and also other partners of Petrol Golf Company of UA is under investigation. The file was reported to the financial and marine expert and their viewpoints were received. Since their viewpoints were found “baseless” and “unfounded” and failed to meet interest of the company, lawyer of the file set up a session in Financial Department of the company and studied the case meticulously. In general, lawyer of the case provided a protest bill and submitted it to the Arbitration chamber with adding viewpoints of the private arbitrator (Ms. Tabatabaei). The final verdict will be issued by the Arbitration Chamber. Presently, there are files on this case: 1- Sepahan Oil Company, 2- Karachi customs Office, 3- AlRahim Company and 4Alf International Company. The only verdict issued by the court up to the present time is to prevent the confiscated properties from bidding at the Customs Office. In other words, the court has prevented from bidding the properties confiscated at the Customs Office. It should be noted that Al- Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 6 Claim of Monjasa Company lodged against Sepahan Oil Company Confiscation of Agatha Vessel and releasing the amount of 1,540,000 rupee 7 Claim and complaint lodged by Paraffin Producers’ Guild Association (Heidar Zolfaqari)against Sepahan Oil Company Demanding the amount of 20 billion rials as a result of cancelling and revoking drafts and lack of delivery of goods Branch 39 of Court of First Instance and Tehran Court of Appeal Rahim Company has proposed purchasing the consignment and also ceding all rights of the company. Presently, investigation is underway concerning determination of local lawyer to study situation of the case. With the proxy of Mitra & Bose Company for liberating and releasing Agatha Vesse, which had been confiscated by Monjasa Company due to selling fuel to Dezendis Company on Lumbardia Vessel, the amount of 1,540,000 rupee was deposited. Consequently, the power of attorney was granted and delegated to Neolegal Company and it is expected that the company will take back its claim lodged against Agatha Company and will lodge its complaint against Lumpardia Company in return. Meanwhile, defensive bill of lawyer was recorded and final verdict will be issued by the court. The court of first instance issued verdict in favor of the Sepahan Oil Company and claim lodged by plaintiff i.e. Paraffin Producers’ Guild Union was turned down and plaintiff has requested reconsideration of the case in the Court of Appeal. It Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 8 Claim and complaint lodged by Paraffin Producers’ Guild Association (Heidar Zolfaqari) against Sepahan Oil Company on overcharging and profiteering Payment of 16,528,078,423 tomans cash penalty in favor of government and also the amount of 8,264,039,211 tomans in favor of the Association Branch 29 of Discretionary Punishment Organization (Court of First Instance) and Branch 3 of Court of Appeal and also Branch 2 of Supreme Court 9 Claim and complain of Sepahan Oil Company lodged against Heidar Zolfaqari Demanding funds of a Check No. 936149, amounting to 22,400,000,000 rials and also Check No. 936126 amounting to 22,400,000,000 rials Branch No. 39 of Sadr Judicial Complex should be noted that the lawsuit is under investigation at the Court of Appeal. The verdict of court of first instance was issued which convicted the company. The issued verdict was protested by the company in due date. Therefore, letter of protest of the company was rejected. The verdict was reconsidered in the court of appeal and finally, the company i.e. Sepahan Oil Company was acquitted. Then, Paraffin Producers’ Guild Association protested on the issued verdict again. Therefore, the case was reconsidered by the 2nd Supreme Audit Court and for further investigation; the case was reported to Branch 29 of the Court of first Instance. At first, the court determined 20 billion tomans bond. Therefore, the case is under investigating by Mollasadra Legal Institute. Concerning Check No. 936126, the court convicted issuer of the check i.e. Heidar Zolfaqari to pay the amount of check in favor of Sepahan Oil Company. The said verdict has been approved and confirmed at Branch 15 of the Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 provincial Court of Appeal. Writ of execution (enforcement) was issued and notified immediately. Losing party introduced other shareholders of Khavar Chimie Company as “property”. Concerning Check No. 936149, issuance of writ of execution (enforcement) was requested and securing of evidence has been made from the mentioned properties. Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 11 – 3 – Services received from Certified Public Accounts (CPA) in 2012 Name of Company Iran Mashhoud Management Services and Auditing Institute Saman Pendar Auditing Institute Local auditor of National Iranian Oil Company (NIOC) Services Presented -Auditing financial statements in the first six months of 1391 (ended March 20, 2013) -Auditing tax affairs in 1390 (ended March 20, 2012) -Implicit auditing in 1391 (ended March 20, 2013) Special auditing procedure on behalf of OPIC Case auditing with relation to the discussion of oil byproducts and issue of vessels Date In 1391 (ended March 20, 2013) From Nov. to Jan. 2013 As case study Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 11 – 4 – Public Relations Advertising campaign of Sepahan Oil Company has been inspired by general outline and program of the company, objectives of Sales and Marketing Deputy Office in particular. To compile campaign, the company has taken the following parameters into considerations such as budget of advertisements, market situation, and situation of rivals and objectives of advertisements. It should be noted that implementation of this campaign has led the company to materialize most of tis objectives successfully considering the budget appropriated in this respect. The program executed in 1391 (ended March 20, 2013) in line with objectives of the campaign based on its predefined objectives and strategies is comprised of four main groups as follows: Main Groups Environmental, printing and sports Subgroups Environmental Printing Sports Regional offices Capillary and Widespread Distribution Network Sales agents Lubricants’ supplying centers end users Sponsorship Exhibitions, Media and Foreign Publicities and Advertisements Backing centers financially and spiritually Exhibitions, media and foreign publicities and advertisements Media and Desired Methods Billboard, pedestrian bridge (footbridge), lamp poster, fuel station owners, etc. newspapers, dailies, periodicals, special reports, monthlies, quarterlies, catalogues, brochures, stands and compact disc (CD) Special competitions such as Iran Pro League, IPL (football) and basketball - Samples (overalls, tool, sunshades, towel, wallmounted clock, other gifts) - Training seminars and conferences (raining, visiting, issuance of certificate, etc.) - Tableau for lubricants’ supply centers and gas stations - Encouraging and motivational rewards (discounts, trips, etc.) - Samples special of end users - Supporting sport teams such as Ping-Pong, mountaineering, motorcycling, motoring, touring, etc. - Supporting seminars, conferences, exhibitions, etc. financially - Supporting public services and utilities, charity centers financially Exhibitions, mass media, multilingual catalogues, environmental advertisements and publicities, radio and TV if needed, CD, stand, active presence in virtual and online environment, internet, etc. Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Degree of Effectiveness of Advertisements and Increasing Sales volume: Considering the field studies made in this regard form sales agencies of the company across the country about effectiveness of advertisement on sales volume and also observation of advertisements conducted in this respect, it should be noted that advertisement and publicity played significant role in boosting sales volume of the company. In general, advertisements had a positive effect in a way that it increased sales volume of the company considerably. It is obvious that results of these studies will help company to compile its program in the next year efficiently. Diagram Compiled by Sales Agencies on Degree of Observation of Advertisements of Sepahan Oil Company in 1391 (ended March 20, 2013) 31%: No 69%: Yes Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 12th Chapter: Comparison of Budget and Performance 12 – 1 – Presenting Comparative Table of Profit and Loss with Approved Budget 12 – 2 – Highlights of Future Programs of the Board of Directors in Line with Materialization of Approved Budget Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 15 – 1 – Presenting Comparative Table of Profit and Loss with Approved Budget (Million Rials) Comparing Performance between Profit and Loss and Budget 2013 Budget 1391 (March 20, 2013) 2012 Budget Actual Deviation Description million rials million rials million rials million rials increase (decrease) percentage Net sale 16,485,500 7,521,362 11,364,064 3,842,702 51% Final cost of sold goods (11,714,215) (6,167,520) (7,631,339) (1,463,819) 24% Gross profit 4,771,245 1,353,842 3,732,725 2,378,883 176% Administrative – financial (786,952) (468,380) (2,466,369) (1,997,989) 427% and distribution and sales costs Net of other incomes and 98,000 2,216 320,944 318,728 14383% operational costs Operational profit 4,082,320 887,679 1,587,300 699,621 79% Financial costs 170,000 170,000 158,309 -11,691 -7% Net of other incomes and 20,000 20,000 36,240 16,240 81% non- operational costs Profit before tax deduction 3,932,320 737,679 1,465,231 727,552 99% Income tax (884,770) (92,210) (299,125) (206,915) 224% Net profit 3,047,550 645,469 1,166,106 520,637 81% Cumulative dividend in the 1,516,055 347,626 982,942 635,316 183% beginning of year Yearly adjustments (profit) (387,000) (280,000) (142,574) -137,426 -49% Profit appropriation 4,176,605 713,096 2,006,474 1,293,378 181% Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 15 – 2 – Highlights of Future Programs of the Board of Directors in Line with Materialization of Approved Budget In line with the budget approved in 1392 (ended March 20, 2014), implementation of the following programs was put atop agenda by the Board of Directors of the company: Following up necessary measures to provide feedstock required for refinery units, Formulating and notifying instructions for accelerating fulfillment of current affairs and increasing efficiency, Providing financial resources for promoting maneuvering power of the company in line with strong presence in domestic and foreign markets, Development of export products of the company Following up necessary measures to attract foreign participations, Trading various types of oil, Setting up module in operational units of the company for clarification of performance and activity Sepahan Oil Company Report of Board of Directors' Activities to General Assembly of Stakeholders Financial Year Ending March 20, 2013 Last Remarks While expressing special thanks to the unflinching cooperation and collaboration of respected shareholders of the company and their constructive viewpoints in materialization of most objectives of the company, the Board of Directors of Sepahan Oil Company requests stockholders of the company to approve financial statements of the company. In addition, the Board of Directors request them [shareholders] to take effective steps in order to select legal inspectors of the company for 1392 (ended March 20, 2014) and also determine their fee. The esteemed shareholders of the company are requested to take necessary measures in order to determine a widely circulated paper for publishing upcoming advertisements of the company. It is hoped that the Board of Directors of Sepahan Oil Company will attain its predefined objectives relying upon the assistance of the Almighty God, cooperation and collaboration of respected shareholders of the company and unflinching effort of industrious staff and personnel. Generally speaking, it is hoped that the company will take giant strides towards growth, progress, development and prosperity in every field. The company owns its success to its wise management, industrious staff and personnel. Once again, the Board of Directors of the Company intends to express its special thanks to all individuals who took effective steps in line with materialization of most objectives of the company. With Regards, Board of Directors of Sepahan Oil Company True translation certified.