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2009 ANNUAL REPORT AND ACCOUNTS 01
Vision, Mission and Quality Policy
Company Profile
Company and Subsidiaries
Notice of Annual General Meeting
Directors, Professional Advisers, etc
Current Board of Directors
Results at a Glance
Chairman’s Statement
Report of the Directors
Statement of the Directors’ Responsibilities
Report of the Audit Committee
Report of the Independent Auditors
Statements of Significant Accounting Policies
Profit and Loss Account
Balance Sheet
Statement of Cash Flows
Notes to the Financial Statement
Statement of Value Added
Group Financial Summary
Share Capital History
Management Team
Corporate Social Responsibility Report
Proxy Form
2
3
4
5-6
7
8-9
10
11-12
13-17
18
19
20
21-22
23
24
25
26-38
39
40
41
42
43
44
2009 ANNUAL REPORT AND ACCOUNTS 02
VISION, MISSION AND QUALITY POLICY
Our Quality PolicyRed Star Express will meet express delivery service commitments to its customers at all times by satisfying their changing needs and
continually improving on the quality of service. We will achieve this by using modern
technology and employing a highly skilled and well-motivated workforce to ultimately
maximize return to stakeholders.
Our VisionRed Star Express shall be the best service
driven logistic solution provider.
Our MissionWe will in addition to our expertise in air
express service, provide transportation,
warehousing and other supply chain
management services that will be prompt,
secure and effective.
2009 ANNUAL REPORT AND ACCOUNTS 03
INTERNATIONAL PARTNER: Federal Express Corporation, USA NATIONWIDE NETWORK
Owns 166 offices within NigeriaDelivers to over 1,500 communitiesEmploys over 1,000 highly trained professional staffOwns over 500 vehicle fleet
PRODUCT AND SERVICES
DOMESTICSDomestic Envelope & ParcelsTrucking Bulk mails Service Just-In-TimeMail Room ManagementWarehousingSupport ServicesReserved LogisticsCargo Consolidation
INTERNATIONALDocumentsParcelsPoint to PointInbound CollectFreight
COMPANY PROFILE
2009 ANNUAL REPORT AND ACCOUNTS 04
COMPANY AND SUBSIDIARIES
Ee t p ssR d S ar x re
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RED STAR EXPRESS PLC was registered in October 1992 as a wholly owned indigenous courier company in Nigeria. The company currently offers a wide range on services to vast number of customers across the Nigerian economy sector. Red Star Express PLC strength is driven by:
Partnership with Federal Express Corporation, USA1,000 highly trained professionalsDelivery to over 1,500 communities nationwide166 offices within NigeriaOver 500 vehicle fleetHandling of over 1.6 million packages yearly Engaged by 15,000 corporate and individual clientsServices all segments of the economy with tailor-made servicesOperates 3 subsidiaries: Red Star Logistics, Red Star Freight and Red Star Support Services.
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2009 ANNUAL REPORT AND ACCOUNTS 05
NOTICE OF ANNUAL GENERAL MEETING
OTICE IS HEREBY GIVEN that the 16th Annual General Meeting of Red Star Express Plc. will be held at the Welcome Center and Hotels Limited, International Airport Road, Mafoluku, Lagos on Thursday 20th August, 2009 at 11.00a.m. to transact the N
following:-
ORDINARY BUSINESS1. To receive the Report of the Directors, the Audited Financial Statements for the year
ended 31st March 2009 and the Reports of the Auditors and Audit Committee thereon.2. To declare a dividend.3. To elect and re-elect Directors. 4. To authorise the Directors to fix the remuneration of Auditors. 5. To elect/re-elect members of the Audit Committee.
SPECIAL BUSINESSTo consider and if thought fit, pass the following resolutions;
1. ALTERATION OF ARTICLE
That the article 41 of the Articles of Association be amended in line with section 232 (2) of the Companies and Allied Matters Act 2004, from; “NO business shall be transacted at any general meeting unless a quorum of members is present at the time when the meetings proceeds to business. Save as herein otherwise provided, three members personally present shall be a quorum where there are not more than six members of the company. But should there be more than six members, the quorum shall be one-third of the number of members and where the number of members is not a multiple of three, then the quorum shall be one third to the nearest number.”To “NO business shall be transacted at any general meeting unless a quorum of members is present at the time when the meetings proceeds to business. The quorum for the meeting shall be one third of the total number of members of the company or twenty-five members (whichever is less) present in person or by proxy”.
2. RED STAR FOUNDATIONThat 0.5% of the Company's Profit After Tax be appropriated annually in support of the Red Star Foundation for corporate social responsibility.
Dated this 20th day of July 2009
BY ORDER OF THE BOARD
FRANCES NDIDI AKPOMUKACOMPANY SECRETARY/LEGAL ADVISER
Registered Office70 International Airport RoadMafoluku, Lagos
2009 ANNUAL REPORT AND ACCOUNTS 06
NOTE:
1. PROXYA member of the Company entitled to attend and vote at the above meeting is entitled to appoint a proxy to attend and vote in his/her stead. A proxy need not be a member of the Company. An unstamped form of proxy is attached and if it is to be valid for the purpose of the meeting, it must be completed and duly signed by the appointing shareholder and deposited at the Registrars office, Intercontinental Registrars Limited, 107/113 Broad Street, Lagos not later than 48 hours before the time for holding the meeting. A corporate member being a member of the company is required to execute a proxy under seal.
2. CLOSURE OF REGISTER AND TRANSFER OF BOOKSThe Register of Members and Transfer of Books of the Company will be closed from 10th August, 2009 through 13th August, 2009 both dates inclusive to enable the presentation of an up to date Register.
3. DIVIDEND PAYMENTIf the recommendation for dividend is approved, the dividend will be posted on August 27, 2009 to all shareholders whose names appear on the Register of the company at the close of business on 7th August, 2009.
4. NOMINATION FOR AUDIT COMMITTEEIn accordance with section 359(5) of the Companies and Allied Matters Act, CAP 20 LFN 2004, any member may nominate another shareholder as a member of the Audit Committee, by giving notice in writing to such nomination to the Company Secretary at least 21 days before the Annual General Meeting.
NOTICE OF ANNUAL GENERAL MEETING
2009 ANNUAL REPORT AND ACCOUNTS 07
DIRECTORS: Dr. Mohammed H. Koguna - Chairman Sule Umar Bichi - Managing Muyiwa Olumekun - Executive Mazi Sonny Allison Bar. Olayemi PetersMr. Kingsley EchebiriMr. Isaac OrolugbagbeAlh. Aminu Dangana
SECRETARY: Frances Ndidi Akpomuka
REGISTERED 70 International Airport RoadOFFICE: Isolo,
Lagos.
AUDITORS: Akintola Williams Deloitte[Chartered Accountants]235 Ikorodu Road,Ilupeju,Lagos
SOLICITORS: Charles Uwensuyi-Edosomwan & CoCommunication Building (2nd Floor)Lewis StreetObalende Lagos.
REGISTRARS: Intercontinental Registrars Limited 107/113 Broad Street,Kingsway Building (First Floor)Lagos.
PRINCIPAL Guaranty Trust Bank PlcBANKERS: Diamond Bank Plc
Zenith Bank PlcFirst City Monument Bank PlcOceanic Bank PlcAccess Bank PlcSkye Bank PlcBank PHB PlcFirst Bank of Nigeria PlcStanbic IBTC Bank PlcFidelity Bank Plc
DIRECTORS, PROFESSIONAL ADVISERS, ETC
2009 ANNUAL REPORT AND ACCOUNTS 08
CURRENT BOARD OF DIRECTORS
DR. MOHAMMED H. KOGUNAChairman
SULE UMAR BICHIManaging Director/CEO
MR. MUYIWA OLUMEKUNExecutive Director
2009 ANNUAL REPORT AND ACCOUNTS 09
MAZI SONNY ALLISONDirector
MR. OLAYEMI PETERSDirector
MR. ISAAC OROLUGBAGBEDirector
ALH. AMINU DANGANADirector
CURRENT BOARD OF DIRECTORS
2009 ANNUAL REPORT AND ACCOUNTS 09
RESULT AT A GLANCE
2009 2008 Increase N'000 N'000 %
1. Total income 3,959,979 3,098,053 28
2. Profit before taxation 459,769 305,544 50
3. Profit after taxation 248,285 195,683 27
4. Proposed dividend 176,849 147,374 20
5. Share capital 294,748 294,748 -
6. Shareholders' funds 1,278,519 1,177,609 9
PER SHARE DATA:
Number of N1 ordinary shares 589,496,760 589,496,760 -====================
Earning per share (Naira) Basic 0.42 0.33 27
Proposed dividend per share 0.30 0.25 20
Dividend cover (times) 1.41 1.33 6
Net assets per share 2.17 2 9
Number of employees 1,127 417 170
2009 ANNUAL REPORT AND ACCOUNTS 10
CHAIRMAN’S STATEMENT
Distinguished shareholders, invited stakeholders, ladies and gentlemen.
It is my honour once again to present to you our annual report and accounts for the financial year 2008/2009. This is our second AGM as a quoted company on the Nigerian Stock Exchange. The shares of our company were actively traded on the exchange with sizeable volumes throughout the year despite the lull in capital market activities.
Business Operating Environment:
During the year under review, the courier industry experienced influx of new registered courier companies pushing the number of players in the industry to over 230. The increased competition put a lot of pressure on prices and margins. The road network in the country did not improve from its deplorable state; therefore we had to grapple with high vehicle maintenance cost and accidents resulting in a lot of losses.
The Naira was devalued by the authorities from N116/$1 to N148/$1 (about 28%) between November 2008 and March 2009. The devaluation increased our cost of foreign deliveries by the same margin.
Global economic slowdown which started in America and Europe eventually manifested in Nigeria during the financial year depressing demand for our service and increased request for discounts from our customers.
Subsidiaries Take-off:
At the last year's AGM, I highlighted our desire to create growth platforms by creation of three subsidiaries. I am happy to report that the concept has proved to be effective as demonstrated by their first year results. Collectively the subsidiaries accounted for 25% of the group's turnover and they have higher margins. They are focused on different segments of the logistics industry thus giving Red Star Express Plc broader revenue base and greater growth potentials. This will go a long way in reducing our business risks and ensuring stability of income.
Financial Performance of 2008/2009:
Despite the harsh business environment, our company performed well with group turnover increasing by 29% from N3.1billion to N4billion. Profit before tax grew by 50% to N459million and profit after tax grew by 27% to N248million after making adjustments for back duty additional tax arising from 5 years tax audit covering 2003 to 2007. Earnings per share increased from 33 kobo to 42 kobo.
Dividends:
The Board of Directors is recommending a cash dividend of 30kobo per share to shareholders whose names appear on the share register as at 13th August, 2009. The total dividends payable amounts to N177million. If approved at this AGM, the dividends will be
2009 ANNUAL REPORT AND ACCOUNTS 11
CHAIRMAN’S STATEMENT contd.
payable subject to withholding tax from 27th August, 2009.Corporate Social Responsibility:
At our last year's annual general meeting, we signified our intention to extend our scholarship scheme to other parts of the country in addition to our efforts in Oshodi/Isolo local government. During this financial year the Board of Directors approved a grant of N6million to Red Star Foundation for the purpose of establishing the scholarship scheme in the Eastern and Northern parts of the country. We are also proposing for your approval that an appropriation of 0.5% of our profit after tax be granted to Red Star Foundation for the purpose of extending our Corporate Social responsibility on a continual basis. That will enable our company impact on the lives of less privileged people in the country especially in the area of education.
Board of Directors:
Mr. Kingsley Echebiri resigned from the Board in June 2009 for personal reasons. I want to use this forum to thank him for the meritorious service he rendered to the company while on the Board and wish him the best in his future endeavours. In accordance with the article of association of the company, Messrs Sonny Allison and Yemi Peters retire at this AGM in rotation and being eligible have offered themselves for re-election.
Amendment to Article of Association
There is need for us to amend Section 41 of our Article of Association to make it more compliant to the requirements of CAMA for public limited companies. The section was adequate for the company when it was a private company with less than 50 shareholders, however it is no longer adequate for us as a Plc with several thousands shareholders We will seek your approval for the amendment.
Future Outlook:
We have set a strong growth platform for the company in the subsidiaries on which we have great potential; however our approach for 2009/10 will be of cautious optimism. We have factored a conservative growth in the next financial year in view of the global economic slowdown.
In conclusion, I wish to thank the staff and management of the company for their commitment and loyalty. Special thanks also go to our customers and you the investors for the confidence you have in our company.
2009 ANNUAL REPORT AND ACCOUNTS 12
he directors submit their report together with the audited financial statements for the Tyear ended 31st March, 2009, which disclose the state of affairs of the Company.
In the opinion of the Directors, the state of the Company's affairs was satisfactory, and no events have occurred since the balance sheet date, which would materially affect the financial statements as presented.
INCORPORATION AND LEGAL STATUS OF THE COMPANYThe Company was incorporated in Nigeria under the Companies and Allied Matters Act (CAP C20) Laws of the Federation of Nigeria, 2004 as a private limited liability company on 10th July, 1992 and commenced business on 12th October, 1992. The Company became a public Company on 9th July, 2007 and subsequently listed its shares on the Nigerian Stock Exchange (NSE) on 14th November, 2007.
RESULTS AND DIVIDEND N'000
The results for the year can be summarized as follows:
Group CompanyN'000 N'000
Turnover 3,959,979 2,978,918Profit before Taxation 459,769 238,189Taxation (211,484) (115,352)Profit after Tax 248,285 122,837
Proposed dividend
DIVIDEND PAYMENTThe Directors are pleased to recommend to the Shareholders the payment of 30kobo per share, subject to approval at the Annual General Meeting. The dividend warrants will be posted on 27th August, 2009 to all the shareholders whose names appear in the Register of members at the close of business on 13th August, 2009.
PRINCIPAL ACTIVITIESThe Company is principally engaged in the provision of courier services, freight services, logistics and general haulage.
During the year, the Company incorporated two new subsidiaries, Red Star Logistics Limited and Red Star Support Services Limited and with the existing subsidiary Red Star Freight Limited, expanded its business opportunities providing expeditious and cost effective logistics services to its customers.
DIRECTORS The Directors who held office during the year and to the date of this report are:
Dr. Mohammed H. KogunaMr. Sule Umar BichiMr. Muyiwa OlumekunMazi Sonny AllisonMr. Olayemi PetersMr. Kingsley EchebiriMr. Isaac Orolugbagbe
REPORT OF THE DIRECTORSFor the year ended 31st March, 2009
2009 ANNUAL REPORT AND ACCOUNTS 13
REPORT OF THE DIRECTORS cont’d
Alh. Aminu DanganaIn accordance with the Company's Articles of Association, Mazi Sonny Allison and Mr. Olayemi Peters are due for retirement by rotation and being eligible offer themselves for re-election.
DIRECTORS' SHAREHOLDING
The direct and indirect interests of Directors in the issued share capital of the Company as recorded in the Register of Directors' shareholdings and/or as notified by them for the purposes of sections 275 and 276 of the Companies and Allied Matters Act (CAP 20) Laws of the Federation 2004 and the listing requirements of the Nigerian Stock Exchange are as follows;
S/NO NAME NUMBER OF SHARES NUMBER OF SHARES NUMBER OF SHARES HELD AS AT 10/7/09 HELD AS AT 31/3/09 HELD AS AT 31/3/08
1. Alhaji Mohammed 103,489,912 (direct) 102,404,912 (direct) 102,404,912H. Koguna 79,856,059 (indirect) 79,856,059 (indirect)
2. Sule Umar Bichi 2,185,802 2,185,802 2,185,802
3. Olumuyiwa Olumekun 1,600,990 1,600,990 1,600,990
4. Sonny Allison 12,619,810 17,119,810 19,119,810
5. Olayemi Peters 7,032,065 7,032,065 9,185,250
6. Kingsley Echebiri 1,074,056 1,074,656 1,089,50079,399,905 (indirect)
7. Isaac Orolugbagbe 12,552,959 12,552,959 12,552,959
8. Aminu Dangana 85,000 45,000 10,000
According to the register of members as at 31st March, 2009, the following shareholders of the Company held more than 5% of the issued share capital of the Company;
Name SHAREHOLDING %HoldingM. Koguna 102,409,912 17.37 Koguna Babura & Co. 79,856,059 13.45
ANALYSIS OF SHAREHOLDINGAccording to the Register of members as at 31st March 2009, the spread of shareholding in the company was as follows:
2009 ANNUAL REPORT AND ACCOUNTS 14
REPORT OF THE DIRECTORS cont’d
Share Range Number of Number of Percentage of shareholders holdings shareholding
1 - 1,000 282 198,298 0.03361,001 - 5,000 781 2,790,716 0.47345,001 - 10,000 634 5,467,012 0.9274
10,001 - 50,000 1,329 35,179,529 5.967750,001 - 100,000 307 23,861,149 4.0477
100,001 - 500,000 230 54,732,389 9.2846500,001 - 1,000,000 27 20,844,147 3.5359
1,000,001 - 5,000,000 29 61,729,587 10.47165,000,001 - 10,000,000 5 38,305,162 6.4979
10,000,001 AND ABOVE- 13 346,388,771 58.7601
TOTAL 3,637 589,496,760 100===== =========== ======
RECORD OF DIRECTORS ATTENDANCE AT BOARD MEETINGS
In accordance with section 258 (2) of the Companies and Allied Matters Act (CAPC20) Laws of the Federation of Nigeria, 2004, the record of the Directors' attendance at Directors' meetings during the year under review will be made available for inspection at the Annual General Meeting.
DIRECTORS INTERESTS IN CONTRACTS
None of the Directors has notified the Company for the purpose of section 277 of the Companies and Allied Matters Act (CAP 20) Laws of the Federation of Nigeria 2004 of their direct or indirect interest in contracts or proposed contracts with the company during the year.
DONATIONS AND GIFTSThe following donations were made during the year:
Bonny Youth Development 275,000.00Ibadan Golf Club 25,000.00Grace Children School 25,000.00Babcock University 100,000.00Nigerian Army Cadet 10,000.00School of clinical services (LUTH) 100,000.00Corona School Trust 50,000.00RSE Foundation 6,000,000.00NIACA 250,000.00
Total 6,835,000.00==========
Further to the Company's commitment to be socially responsible particularly in host communities where it operates, the board donated the sum of N6m to the Red Star Foundation to facilitate its expansion to the Eastern and Northern parts of Nigeria. The scheme presently gives scholarship to students in public secondary schools in the Oshodi
2009 ANNUAL REPORT AND ACCOUNTS 15
REPORT OF THE DIRECTORS cont’d
Isolo Local Government. Every year, three students each from SSS1-3, making a total of nine receive scholarships. As at date 39 students have so far graduated from the scheme. SERVICE CONTRACT AGREEMENTThe Company has a contract agreement with Federal Express Corporation (FedEx), United States under the Global Service Participant Scheme of FedEx. The agreement provides for the movement of sensitive documents and parcels worldwide and supported with training and Information Technology.
There is no service fees payable. All transactions are done at arm's length basis.
EMPLOYMENT AND EMPLOYEE POLICY
1. Employment of disabled personsIn line with Red Star Express policy on employment, there is no discrimination in consideration for applications for employment including those from disabled persons. As at 31st March, 2009, no disabled person was employed by the Company. All employees are given equal opportunities to develop their skills and achieve professional fulfillment. The company is committed to employing, retaining and developing a well motivated and result oriented workforce, sharing common ideals and values.
2. Employees' involvement and trainingThe employees are the greatest asset of the Company and as such training and development is taken very seriously.The Company has invested substantially in providing the necessary tools and creating the right environment for employee development. The Company periodically organizes external, on-the-job training, as well as in-house courses tailored to meet specific needs and fill up identified skills gap of employees. Each employee must cover a minimum of 16 credit hours per annum on training. In the year under review over N31.3 million was spent in training employees across the business, at the Red Star Express Training School Lagos, the Lagos Business School, FedEx Purple Academy in Brussels and Dubai amongst others. The Company's expanding skills base has extended the range of training provided and has broadened opportunities for career development within the organization.
3. Health, safety at work and welfare of employeesThe health, safety and welfare of our employees is at the bedrock of our Company. Together with our employees, we maintain a safe and healthy workplace. The Company does all that is reasonably practicable to prevent personal injury and provides a healthy and safe work environment. Safety work tools are also provided for employees for work within and outside the office.Employees are encouraged to maintain fit and healthy lifestyles and are exposed to health and healthy living tips from professionals invited from time to time to interact with employees. Also, the company's registration under the Health Management Organization (HMO) ensures that employees receive prompt, efficient
2009 ANNUAL REPORT AND ACCOUNTS 16
REPORT OF THE DIRECTORS cont’d
and professional medical services from designated hospitals across the country as need arise.
AUDITORSThe auditors, Messrs. Akintola Williams Deloitte, have indicated their willingness to continue in office in accordance with section 357(2) of the Companies and Allied Matters Act, Laws of the Federation 2004. A resolution will be proposed authorizing the directors to fix their remuneration.
BY ORDER OF THE BOARD
FRANCES NDIDI AKPOMUKACOMPANY SECRETARY
LAGOS, NIGERIA
2009 ANNUAL REPORT AND ACCOUNTS 17
he Companies and Allied Matters Act (CAP C 20) Laws of the Federation of Nigeria, 2004 requires the Directors to prepare financial statements for each financial year that give a true and fair view of the state of financial affairs of the Company at the end T
of the year and of its profit or loss. The responsibilities include ensuring that the Company:
(a) keeps proper accounting records that disclose, with reasonable accuracy, the financial position of the Company and comply with the requirements of the Companies and Allied Matters Act (CAP C20) Laws of the Federation of Nigeria, 2004.
(b) Establishes adequate internal controls to safeguard its assets and to prevent and detect fraud and other irregularities; and
(c) Prepares its financial statements using suitable accounting policies supported by reasonable and prudent judgments and estimates, and are consistently applied.
The Directors accept responsibility for the annual financial statements, which have been prepared using appropriate accounting policies supported by reasonable and prudent judgments and estimates, in conformity with Nigerian Accounting Standards and the requirements of the Companies and Allied Matters Act (CAP C20) Laws of the Federation of Nigeria, 2004.
The Directors are of the opinion that the financial statements give a true and fair view of the state of the financial affairs of the Company and of its profit or loss. The Directors further accept responsibility for the maintenance of accounting records that may be relied upon in the preparation of financial statements, as well as adequate systems of internal financial control.
Nothing has come to the attention of the Directors to indicate that the Company will not remain a going concern for at least twelve months from the date of this statement.
CHAIRMAN DIRECTOR
20TH JULY, 2009
STATEMENT OF THE DIRECTORS RESPONSIBILITIES
2009 ANNUAL REPORT AND ACCOUNTS 18
REPORT OF THE AUDIT COMMITTEE
n accordance with the provisions of Section 359(6) of the Companies and Allied Matters Act, (CAP C20) Laws of the Federation of Nigeria, 2004, we have reviewed the audited financial statements of the Company for the year ended 31st March, 2009 and report as I
follows:
(a) The accounting and reporting policies of the Company are consistent with legal requirements and agreed ethical practices.
(b) The scope and planning of the external audit was adequate.
(c) The Company maintained effective systems of accounting and internal controls during the year.
(d) The Company's Management have adequately responded to matters covered in the Management report issued by the external auditors.
OGBUEFI GILBERT UTIChairman Audit Committee
10TH JULY 2009
Members of the Audit Committee
Ogbuefi Gilbert Uti Independent shareholder Mr. Philip Othihiwa Independent shareholderMr. Kingsley Echebiri Non Executive DirectorAlh. Aminu Dangana Non Executive Director
SecretaryFrances N. Akpomuka
TO THE SHAREHOLDERS OF RED STAR EXPRESS PLC
2009 ANNUAL REPORT AND ACCOUNTS 19
REPORT OF THE INDEPENDENT AUDITORS
e have audited the financial statements of Red Star Express Plc as at 31 March 2009 set out on pages 20 to 39 which have been prepared on the basis of the significant accounting policies on pages 20 and 21 and the explanatory notes on W
pages 25 to 37.
Directors' Responsibility for the Financial StatementsThe Directors are responsible for the preparation and fair presentation of these financial statements in accordance with the Companies and Allied Matters Act, CAP C20, LFN 2004. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditors' ResponsibilityOur responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance as to whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
OpinionIn our opinion, the Company and Group has kept proper accounting records and the financial statements are in agreement with the records in all material respects and give in the prescribed manner, information required by the Companies and Allied Matters Act, CAP C20, LFN 2004. The financial statements give a true and fair view of the financial position of Red Star Express Plc as at 31 March 2009, and of its financial performance and its cash flows for the year then ended in accordance with the Statements of Accounting Standards issued by the Nigerian Accounting Standards Board.
2009 ANNUAL REPORT AND ACCOUNTS 20
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIESFor The Year Ended 31st March 2009
he following are the summary of significant accounting policies adopted by the Tcompany in the preparation of its financial statements:
1. Basis of accounting
The financial statements are prepared under the historical cost convention.
2. Consolidation
The consolidated financial statements comprise the financial statements of the company and its wholly-owned subsidiaries Red Star Freight Limited, Red Star Support Services Limited and Red Star Logistics Limited all made up to 31st March. All intercompany transactions and balances are eliminated on consolidation.
3. Turnover
Turnover represents the net value of courier, logistics and freight services rendered to third parties after deducting discounts and rebates.
4. Fixed assets
Fixed assets are stated at cost less accumulated depreciation.
5. Depreciation
Depreciation is calculated to write off the cost of fixed assets on a straight line basis over their estimated useful lives as follows:
%Land and buildings - 5Improvement on buildings - 20Motor vehicles - 25
1Motorcycles - 33 /3
Furniture and fittings - 201Plant and equipment - 33 /3
Construction-in-progress - Nil
6. Investments
Shares held in subsidiaries, associated companies and quoted investments are stated at cost less provision for diminution in value.
7. Stocks
Stocks are stated at the lower of cost and net realisable value.
8. Debtors
Debtors are stated after deduction of any debts considered doubtful of collection.
2009 ANNUAL REPORT AND ACCOUNTS 21
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES contd.
9. Deferred taxation
Deferred taxation, which arises principally from timing differences in the recognition of items for accounting and tax purposes, is calculated using the liability method. This represents taxation at the current rate of corporate income tax on difference between net book value of fixed asset qualifying for capital allowances and their corresponding tax written down value. This is in accordance with SAS 19 on Accounting for Taxes.
10. Taxation
Income tax and education tax payable are provided on taxable profit and adjusted profit respectively at the current statutory rates.
11. Foreign currencies
Transactions in foreign currencies are recorded in Naira at the rates of exchange ruling at the dates of the transactions. Assets and liabilities denominated in foreign currencies are converted to Naira at the rates of exchange ruling at the balance sheet date. Gains or losses arising therefrom are recognised in the profit and loss account.
12. Staff pension and gratuity
The company operates a contributory pension scheme covering all eligible employees where the employer and employees contribute 7½% each of the employees' relevant emoluments in accordance with the Pension Reform Act 2004. The company's contribution is charged to the profit and loss account.
The company also operates a non contributory gratuity scheme. The entitlement of the employees' are based on applicable emoluments and qualifying years of services at the time of leaving the company. The assets of the schemes are held in a separate trustee-administered fund. The costs are charged to the profit and loss account.
13. Provision
Provision is recognised when the Company has a present obligation whether legal or constructive, as a result of a past event for which it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation in accordance with the Statement of Accounting Standard (SAS) 23.
2009 ANNUAL REPORT AND ACCOUNTS 22
The Group The Company
2009 2008 2009 2008Note N'000 N'000 N'000 N'000
Turnover 3,959,979 3,098,503 2,978,918 2,996,448
Operational costs (2,679,489) (2,183,297) (2,092,177) (2,118,993)
Gross profit 1,280,490 915,206 886,741 877,455
Administrative expenses (834,291) (656,788) (661,810) (641,954)
446,199 258,418 224,931 235,501
Other income 2 10,271 28,754 10,271 28,754
Operating profit 456,470 287,172 235,202 264,255
Interest received 20,151 21,422 18,720 21,422
Interest payable and similar charges (15,892) (3,050) (14,773) (3,050)
Provision for diminution in investment (960) - (960) -
Profit before taxation 3 459,769 305,544 238,189 282,627
Taxation 4 (211,484) (109,861) (115,352) (97,025)
Profit after taxation transferred to general reserve 17 248,285 195,683 122,837 185,602
======= ======= ======= ========
Earnings per share (Naira) - Basic 0.42 0.33 0.21 0.31 ======= ======= ======= ========
The accounting policies on pages 20 and 21 and the explanatory notes on pages 25 to 37 form part of these financial statements.
PROFIT AND LOSS ACCOUNTFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 23
BALANCE SHEETAs At 31st March 2009
The Group The Company
2009 2008 2009 2008Note N'000 N'000 N'000 N'000
FIXED ASSETS 5 680,640 647,865 572,230 647,018
INVESTMENTS 6 11,404 13,864 169,337 16,211
CURRENT ASSETSStocks 33,987 42,588 25,480 42,588Trade debtors 7 1,032,150 658,646 776,458 634,701Other debtors and prepayments 8 227,133 218,903 200,363 218,903Due from related companies - 3,711 - 3,711Short term deposits 203,644 200,926 203,644 200,926Bank balances and cash 9 162,232 182,653 167,071 182,653
1,659,146 1,307,427 1,373,016 1,283,482
CREDITORS: Amount falling due within one yearBank loans and other facilities (secured) 10 17,028 11,965 16,873 11,965Trade creditors 104,501 109,567 104,501 109,567Other creditors 11 572,021 354,748 457,292 347,952Due to related companies - - 122,424 7,268Taxation 4 222,171 168,301 118,703 155,465
915,721 644,581 819,793 632,217
Net current assets 743,425 662,846 553,223 651,265
Total assets less current liabilities 1,435,469 1,324,575 1,294,790 1,314,494Deferred taxation 12 (76,514) (82,438) (76,514) (82,438)
PROVISION FOR LIABILITIES AND CHARGESStaff gratuity 13 (80,436) (64,528) (75,286) (64,528)
1,278,519 1,177,609 1,142,990 1,167,528================================
CAPITAL AND RESERVESShare capital 14 294,748 294,748 294,748 294,748Share premium 15 296,433 296,433 296,433 296,433General reserve 16 687,338 586,428 551,809 576,347
1,278,519 1,177,609 1,142,990 1,167,528================================
The financial statements on pages 20 to 39 were approved by the Board of Directors on 10 July 2009 and signed on its behalf by:
))) Directors))
The accounting policies on pages 20 to 21 and the explanatory notes on pages 25 to 37
The Group The Company
2009 ANNUAL REPORT AND ACCOUNTS 24
STATEMENT OF CASH FLOWSFor The Year Ended 31st March 2009
2009 2008 2009 2008Note N'000 N'000 N'000 N'000
Cash flows from operating activities:Cash receipts from customers 3,596,207 2,999,654 2,846,893 2,921,544 Payment to suppliers and employees (3,168,657) (2,607,334) (2,401,437) (2,526,877)Taxes paid 4.2 (118,296) (48,669) (112,796) (48,669)Net cash provided by operating activities 18 309,254 343,651 332,660 345,998
======= ======= ======== =======
Cash flows from investing activities:Dividend received 2 539 1,119 539 1,119 Interest received 20,151 21,422 18,720 21,422 Purchase of fixed assets 5 (195,360) (297,820) (152,262) (297,820)Investment in subsidiary companies 6 - - (61,198) (2,347)Proceeds on liquidation of investment 1,500 - 1,500 - Proceeds on disposal of fixed assets 4,417 4,353 4,417 4,353
Net cash provided by investing activities (168,753) (270,926) (188,284) (273,273)
======= ======= ======== =======
Cash flows from financing activities:Loan obtained 10 - 14,528 - 14,528 Loan repaid 10 (6,326) (38,867) (6,326) (38,867)Share capital 14 - 37,500 - 37,500 Share premium 15 - 262,500 - 262,500 Share issued expenses 15 - (9,900) - (9,900)Interest paid (15,892) (3,050) (14,773) (3,050)Dividend paid (147,375) (113,189) (147,375) (113,189)
Net cash provided by financing activities (169,593) 149,522 (168,474) 149,522
======= ======= ======== =======
Net (decrease)/increase in cash and cash equivalents (29,092) 222,247 (24,098) 222,247
Cash and cash equivalents at the beginning of the year 377,940 155,693 377,940 155,693
Cash and cash equivalents at the end of the year 18 348,848 377,940 353,842 377,940
======= ======= ======== =======
The Group The Company
2009 ANNUAL REPORT AND ACCOUNTS 25
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
1. THE COMPANY
1 Legal formThe Company was incorporated as a private limited liability company on 10 July 1992 and commenced business on 12th October, 1992. Its shares were admitted to the official list of the Nigerian Stock Exchange on 14th November, 2007. 14% of the issued share capital of the Company is held by Koguna Babura Insurance Brokers Limited and 86% are held by Nigerians.
2 Principal activitiesThe Company engages principally in provision of courier services and its wholly owned subsidiaries are engaged in the provision of freight, logistics and general haulage services.
3 ConsolidationThe Company incorporated two wholly owned subsidiaries; Red Star Logistics Limited and Red Star Support Services Limited during the year. The results of these companies and Red Star Freight Limited were consolidated with the Company's result for the year. The comparative figures for the year 2008 under the group headings are those of the Company and Red Star Freight Limited; a wholly owned subsidiary incorporated in 2007.
2009 2008 2009 2008N'000 N'000 N'000 N'000
2. OTHER INCOMESundry income - 9,617 - 9,617Bad debt recovered 1,146 7,357 1,146 7,357Provision no longer required - 7,000 - 7,000Insurance claims received 8,261 - 8,261 - Profit on disposal of fixed assets - 3,633 - 3,633Dividend received 539 1,119 539 1,119Exchange gain 325 28 325 28
10,271 28,754 10,271 28,754====== ====== ====== =======
3. PROFIT BEFORE TAXATIONThe profit before taxation is stated after charging/(crediting):Depreciation 153,031 123,693 153,031 123,693Audit fee 8,450 5,650 6,500 5,000Loss/(profit) on disposal of fixed assets 96 (3,633) 96 (3,633)Directors' emoluments (Note 20) 14,940 12,797 14,590 12,797Exchange gain (325) (28) (325) (28)Dividend received (539) (1,119) (539) (1,119)Provision for staff pension 55,157 51,989 43,620 51,989Provision for staff gratuity 89,400 46,800 54,000 46,800
====== ====== ====== ======
. . . .
The Group The Company
2009 ANNUAL REPORT AND ACCOUNTS 26
4. TAXATION1 Profit and loss account
Income tax 175,053 64,832 87,738 52,798 Education tax 16,809 9,198 7,992 8,396 Under provision in prior years 25,546 - 25,546 -
217,408 74,030 121,276 61,194 Deferred taxation (Note 12) (5,924) 35,831 (5,924) 35,831
211,484 109,861 115,352 97,025 ======= ======= ======= =======
2 Balance sheetAt the beginning of the year 168,301 174,398 155,465 174,398 Charge for the year 217,408 74,030 121,276 61,194 Payments during the year (118,296) (48,669) (112,796) (48,669)Withholding tax credit utilised (45,242) (31,458) (45,242) (31,458)
At the end of the year 222,171 168,301 118,703 155,465======= ======= ======= =======
3 The charge for income tax in these financial statements is based on the provisions of the Companies Income Tax Act, CAP C21, LFN 2004 as amended to date. Education tax is based on the provisions of the Education Tax Act, CAP E4, LFN 2004.
. .
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 27
5.
FIX
ED
ASSET
SIm
pro
ve-
Constr
uc-
Th
e G
rou
pLan
d a
nd
men
ts o
nFu
rnit
ure
Pla
nt
an
dM
oto
rM
oto
r-ti
on
-in
- b
uil
din
gb
uil
din
gs
an
d f
itti
ng
seq
uip
men
tveh
icle
scycle
sp
rog
ress
To
tal
N'0
00
N'0
00
N'0
00
N'0
00
N'0
00
N'0
00
N'0
00
N'0
00
Co
st
At
the b
egin
nin
g o
f th
e y
ear
3
18
,24
3
4
2,5
98
4
0,2
66
2
18
,88
7
3
43
,26
6
12
2,8
15
3
2,2
12
1
,11
8,2
87
A
dju
stm
ents
(33
0)
(1,5
77
)
-
(
43
6)
(2,8
95
)
19
4
-
(
5,0
44
)A
ddit
ions d
uri
ng t
he y
ear
6
,62
8
9,1
30
6,0
97
70
,20
2
64
,84
7
1
6,5
04
2
1,9
52
19
5,3
60
Tra
nsfe
rs
2,6
83
17
3
1
,16
8
1
1,2
02
-
30
(1
5,2
56
)
-
Dis
posals
-
-
(2
3)
(4
44
)
(2
3,9
00
)
(4
,81
6)
-
(2
9,1
83
)
At
the e
nd o
f th
e y
ear
3
27
,22
4
5
0,3
24
47
,50
8
29
9,4
11
38
1,3
18
1
34
,72
7
38
,90
8
1,2
79
,42
0
Dep
recia
tio
nA
t th
e b
egin
nin
g o
f th
e y
ear
26
,77
7
2
7,9
28
2
6,5
85
1
52
,79
2
1
58
,94
3
7
7,3
97
-
47
0,4
22
A
dju
stm
ent
(12
6)
(2
39
)
(
39
)
(
14
2)
43
0
1
13
-
(3
)C
harg
e f
or
the y
ear
11
,07
5
4,4
13
4,8
94
40
,81
6
71
,42
7
2
0,4
06
-
15
3,0
31
On d
isposals
-
-
(
23
)
(
29
2)
(
20
,01
5)
(4,3
40
)
-(2
4,6
70
)
At
the e
nd o
f th
e y
ear
37
,72
6
3
2,1
02
3
1,4
17
1
93
,17
4
2
10
,78
5
9
3,5
76
-5
98
,78
0
Net
bo
ok v
alu
eA
t 3
1 M
arc
h 2
00
9
28
9,4
98
18
,22
2
16
,09
1
10
6,2
37
17
0,5
33
41
,15
1
38
,90
8
68
0,6
40
=
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
=A
t 3
1 M
arc
h 2
00
8
29
1,4
66
14
,67
0
13
,68
1
6
6,0
95
18
4,3
23
45
,41
8
32
,21
2
64
7,8
65
=
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
=
..
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 28
Imp
rove-
Co
nstr
uc-
Th
e C
om
pan
yLan
d a
nd
men
ts o
nFu
rnit
ure
Pla
nt
an
dM
oto
rM
oto
r-ti
on
-in
- b
uil
din
gb
uil
din
gs
an
d f
itti
ng
seq
uip
men
tveh
icle
scycle
sp
rog
ress
To
tal
N'0
00
N'0
00
N'0
00
N'0
00
N'0
00
N'0
00
N'0
00
N'0
00
Co
st
At
the b
egin
nin
g o
f th
e y
ear
31
8,2
43
42
,59
8
4
0,2
02
2
18
,39
7
3
39
,16
6
12
2,8
15
3
2,2
12
1,1
13
,63
3A
dju
stm
ents
(33
0)
(1,5
77
)
-
(
43
6)
(2,8
95
)
19
4
-
(5,0
44
)A
ddit
ions d
uri
ng t
he y
ear
6
,62
8
7,2
71
5,8
90
65
,84
1
45
,65
7
4,8
08
1
6,1
67
15
2,2
62
T
ransfe
rs
2,6
83
17
3
1
,16
8
1
1,2
02
-
30
(1
5,2
56
)
-
D
isposals
-
-
(
23
)
(
44
4)
(
23
,90
0)
(4,8
16
)
-(2
9,1
83
)
Tra
nsfe
r to
subsid
iari
es
(3
,52
0)
(1,5
30
)
(9
55
)
(2,6
43
) (
11
4,7
52
)
(40
,42
0)
-(1
63
,82
0)
At
the e
nd o
f th
e y
ear
3
23
,70
4
4
6,9
35
4
6,2
82
2
91
,91
7
2
43
,27
6
8
2,6
11
3
3,1
23
1,0
67
,84
8
Dep
recia
tio
nA
t th
e b
egin
nin
g o
f th
e y
ear
26
,77
7
2
7,9
28
2
6,5
85
1
52
,65
8
1
55
,27
0
7
7,3
97
-4
66
,61
5
Adju
stm
ents
(12
6)
(2
39
)
(
39
)
(
14
2)
43
0
1
13
-(3
)C
harg
e f
or
the y
ear
11
,07
5
3,7
14
4,6
90
38
,39
7
52
,18
6
1
3,0
46
-1
23
,10
8
On d
isposals
-
-
(
23
)
(
29
2)
(
20
,01
5)
(4,3
40
)
-(2
4,6
70
)
On t
ransfe
r to
subsid
iari
es
(24
5)
(3
06
)
(
84
)
(
92
1)
(
45
,61
4)
(2
2,2
62
)
-
(69
,43
2)
At
the e
nd o
f th
e y
ear
37
,48
1
3
1,0
97
3
1,1
29
1
89
,70
0
1
42
,25
7
6
3,9
54
-
49
5,6
18
Net
bo
ok v
alu
eA
t 3
1st
Marc
h 2
00
9
28
6,2
23
15
,83
8
15
,15
3
10
2,2
17
10
1,0
19
18
,65
7
33
,12
35
72
,23
0
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
At
31
st
Marc
h 2
00
8
29
1,4
66
14
,67
0
13
,61
7
6
5,7
39
18
3,8
96
45
,41
8
32
,21
2 6
47
,01
8
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
5.1
Adju
stm
ents
were
passed t
o a
gre
e t
he f
ixed a
ssets
regis
ter
bala
nces t
o t
he f
inancia
l sta
tem
ents
.
5.2
Fix
ed a
ssets
tra
nsfe
rred t
o s
ubsid
iary
com
panie
s a
t th
e n
et
book v
alu
e h
ave b
een i
nclu
ded a
s p
art
of
the c
ost
of
investm
ent
in
subsid
iari
es d
uri
ng the y
ear as follow
s:
N'0
00
Cost
16
3,8
20
Accum
ula
ted d
epre
cia
tion
(6
9,4
32
)
Addit
ion t
o c
ost
of
investm
ents
94
,38
8
==
==
==
==
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 29
2009 2008 2009 2008N'000 N'000 N'000 N'000
6. INVESTMENTS
Quoted investments at cost:
4,500 units of Access Bank Plc Bonds at N1,000 each(2008: 6,000 units) 4,500 6,000 4,500 6,000 548,456 shares of 50 Kobo each of Nemeith International
Pharmaceuticals Plc 2,057 2,057 2,057 2,057 6,557 8,057 6,557 8,057
Provision for diminution in investment (960) - (960) -
5,597 8,057 5,597 8,057
Market value - N1,096,912 (2008: N6,143,155).
Unquoted investments at cost:5,806,849 ordinary shares of N1.00 each in Red Star Express Communication Limited 5,807 5,807 5,807 5,807 336,678 Ordinary shares of 50 Kobo each in Fortune International Bank Plc 1,793 1,793 1,793 1,793
7,600 7,600 7,600 7,600
Provision for diminution in investment (1,793) (1,793) (1,793) (1,793) 5,807 5,807 5,807 5,807
Investment in subsidiaries:Investment in Red Star Freight Limited - - 10,000 2,347 Investment in Red Star Supports Services Limited - - 49,065 -Investment in Red Star Logistics Limited - - 98,868 -
- - 157,933 2,347 11,404 13,864 169,337 16,211
====== ====== ======= ======
The Directors are of the opinion that the value of the investments are not less than their net realisable value at the balance sheet date.
7. TRADE DEBTORS
Trade debtors 1,110,793 704,319 839,709 680,374 Provision for doubtful debts (78,643) (45,673) (63,251) (45,673)
1,032,150 658,646 776,458 634,701
.
The Group The Company
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 30
======== ====== ======= =======
2009 2008 2009 2008N'000 N'000 N'000 N'000
8. OTHER DEBTORS AND PREPAYMENTS
Prepayments 42,347 48,941 30,340 48,941 Witholding tax receivable 18,699 43,305 18,699 43,305 Other debtors 21,376 12,704 21,405 12,704 Staff loans 128,163 90,696 112,219 90,696 Staff operational advances 16,548 23,257 17,700 23,257
227,133 218,903 200,363 218,903 ======= ====== ======= =======
9. BANK BALANCES AND CASH
Cash balances 5,733 9,820 5,699 9,820Cash-in-transit 27,316 16,549 27,317 16,549Bank balances 129,183 156,284 134,055 156,284
162,232 182,653 167,071 182,653 ====== ====== ======= =======
10. BANK LOANS AND OTHER FACILITIES (SECURED)At the beginning of the year 6,326 30,665 6,326 30,665 Facility obtained from Oceanic Bank Plc - 14,528 - 14,528 Repayment during the year (6,326) (38,867) (6,326) (38,867)
- 6,326 - 6,326 Bank overdrafts 17,028 5,639 16,873 5,639
At the end of the year 17,028 11,965 16,873 11,965 ====== ====== ======= ======
The outstanding loan obtained from Oceanic Bank Plc in 2008 to purchase additional trucks for the operation was fully repaid during the year.
11. OTHER CREDITORS
Accruals 212,322 99,189 124,147 97,928 Customers deposit 66,400 63,018 66,400 63,018 Staff pension accruals (Note 11.1) 13,662 7,036 10,632 7,036 Other creditors 279,637 185,505 256,113 179,970
572,021 354,748 457,292 347,952 ====== ====== ======= =======
11.1 Staff pension accruals
At the beginning of the year 7,036 3,278 7,036 3,278 Provision for the year 55,157 51,989 43,620 51,989 Payments and remittances (48,531) (48,231) (40,024) (48,231)
At the end of the year 13,662 7,036 10,632 7,036
The Group The Company
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 31
2009 2008 2009 2008N'000 N'000 N'000 N'000
12. DEFERRED TAXATION
At the beginning of the year 82,438 46,607 82,438 46,607 Charge for the year (5,924) 35,831 (5,924) 35,831
At the end of the year 76,514 82,438 76,514 82,438 ====== ====== ======= =======
13. STAFF GRATUITY
At the beginning of the year 64,528 113,131 64,528 113,131 Provision for the year 89,400 46,800 54,000 46,800 Payment during the year (73,492) (95,403) (43,242) (95,403)
At the end of the year 80,436 64,528 75,286 64,528====== ====== ======= =======
14. SHARE CAPITAL
Authorised:600,000,000 ordinary shares of 50 kobo each 300,000 300,000 300,000 300,000
======= ====== ======= =======Issued and fully paid:589,496,760 ordinary shares of 50 kobo each 294,748 294,748 294,748 294,748
======= ====== ======= =======At the beginning of the year 294,748 257,248 294,748 257,248Additional shares issued during the year - 37,500 - 37,500
At the end of the year 294,748 294,748 294,748 294,748====== ====== ===============
15. SHARE PREMIUM
At the beginning of the year 296,433 43,833 296,433 43,833Proceeds from shares issued - 262,500 - 262,500Share issue expenses - (9,900) - (9,900)
At the end of the year 296,433 296,433 296,433 296,433======= ====== ======= =======
. .
. .
The Group The Company
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 32
2009 2008 2009 2008N'000 N'000 N'000 N'000
16. GENERAL RESERVE
At the beginning of the year 586,428 500,884 576,347 500,884 Profit and loss account 248,285 195,683 122,837 185,602 Transfer of revaluation reserve - 3,050 - 3,050 Prior year dividend declared (147,375) (113,189) (147,375) (113,189)
At the end of the year 687,338 586,428 551,809 576,347 ======= ====== ======= =======
At the Annual General Meeting held on 30th July 2008, the shareholders declared a dividend of 25 Kobo per ordinary share amounting to N147 million payable forthwith to the shareholders whose names were registered in the Company's register of members at close of business on 23rd July 2008. The dividend has been paid during the year.
In respect of the current year, the Directors propose that a dividend of 30 Kobo on the basis of ordinary share of 50 kobo each be paid to shareholders whose names appear in the register of members at the close of business on 13th August 2009. This dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. Dividend to shareholders are now accounted for on the date of declaration as they do not meet the criteria of present obligation in Statement of Accounting Standard (SAS) 23. The proposed dividend is subject to deduction of withholding tax at the appropriate tax rate at the time of payment. The total estimated dividend to be paid is N177 million.
The Group The Company
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 33
2009 2008 2009 2008N'000 N'000 N'000 N'000
17. RECONCILIATION OF NET PROFIT AFTER TAXATION TO CASH PROVIDED BY OPERATING ACTIVITIES
Net profit after taxation 248,285 195,683 122,837 185,602
Adjustment to reconcile net income to net cash provided by operating:Depreciation 153,031 123,693 123,108 123,693 Interest income (20,151) (21,422) (18,720) (21,422)Interest expenses 15,892 3,050 14,773 3,050 Provision for diminution in investments 960 - 960 - Loss/(profit) on disposal of fixed assets 96 (3,633) 96 (3,633)Dividend received (539) (1,119) (539) (1,119)
Changes in assets and liabilities:Decrease/(Increase) in stocks 8,601 (23,946) 17,108 (23,946)Increase in trade debtors (373,504) (122,851) (141,757) (98,906)(Increase)/decrease in other debtors and prepayments (8,230) (32,665) 18,540 (32,665)Decrease/(increase) in due from related companies 3,711 (3,515) 3,711 (3,515)(Decrease)/increase in trade creditors (5,066) 53,308 (5,066) 53,308 Increase in other creditors 217,273 186,552 109,340 179,756 Increase in due to related companies - - 115,156 7,268 Increase/(decrease) in taxation 53,870 (6,097) (36,762) (18,933)(Decrease)/increase in deferred taxation (5,924) 35,831 (5,924) 35,831 Increase/(decrease) in employees terminal benefits 15,908 (44,845) 10,758 (44,845)Fixed assets adjustments 5,041 5,627 5,041 5,627 Net fixed assets transferred - - - 847
Total adjustments 60,969 147,968 209,823 160,396
Net cash provided by operating activities 309,254 343,651 332,660 345,998
====== ====== ===============
. .
The Group The Company
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 34
2009 2008 2009 2008N'000 N'000 N'000 N'000
18. CASH AND CASH EQUIVALENTS
Cash balances 5,733 9,820 5,699 9,820Cash-in-transit 27,316 16,549 27,317 16,549Bank balances 129,183 156,284 134,055 156,284Short term deposits 203,644 200,926 203,644 200,926Bank loan and overdrafts (17,028) (5,639) (16,873) (5,639)
348,848 377,940 353,842 377,940====== ============= =======
19. EMPLOYMENT AND EMPLOYEES
1 StaffAverage number of persons employed in the financial year under Number Number Number Numberreview and the staff costs were as follows:
Managerial 8 7 8 8 Senior staff 45 52 40 43 Supervisors 177 184 157 197 Junior staff 897 174 194 197
1,127 417 399 445 ===== ==== ==== ====
Staff costs:Salaries, wages and other benefits 951,368 842,633 732,504 837,661 Staff pension and gratuity 144,557 98,789 97,620 98,789
1,095,925 941,422 830,124 936,450=============================
2 Employees remunerated at higher rates,Excluding allowances:
N N Number Number Number Number
140,001 - 210,000 677 233 2 197 210,001 - 360,000 348 124 303 197 360,000 - 900,000 94 56 86 44 900,001 - 1,700,000 6 3 6 5
1,700,001 - 2,011,000 2 1 2 2
The Group The Company
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 35
2009 2008 2009 2008N'000 N'000 N'000 N'000
20. CHAIRMAN'S AND DIRECTORS' EMOLUMENTS
1. Emoluments:Chairman 500 500 500 500Other Directors 14,440 12,297 14,090 12,297
14,940 12,797 14,590 12,797 ====== ====== ====== ======
As Directors' fees 2,500 2,100 2,500 2,100 Emoluments as executives 12,440 10,697 12,090 10,697
14,940 12,797 14,590 12,797====== ====== ====== ======
2. The number of Directors excluding the Chairman whose emoluments were withinthe following ranges were:
N N Number Number Number Number390,001 - 400,000 5 5 5 5
4,600,001 and above 2 2 2 2====== ====== ====== ======
N'000 N'000 N'000 N'000
Chairman 500 500 500 500 The highest paid Director earned 6,723 5,949 6,723 5,949
====== ====== ====== ======
The Group The Company
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 36
21. GUARANTEES AND OTHER FINANCIAL COMMITMENTS
1. Contingent liabilitiesAs at 31 March 2009, there were contingent liabilities amounting to N100,000 (2008: N9,678,275) in respect of pending litigation against the Company from customers. The Directors are of the opinion that, based on the Solicitors' advice, no material loss will arise from them. Consequently, no provision has been made in these financial statements for the amount.
2. Financial commitmentsThe Directors are of the opinion that all known liabilities and commitments which are relevant in assessing the Company's state of affairs have been taken into account in the preparation of these financial statements under review.
3 Performance BondThe Company accepted a performance bond of N50 million (2008- N50 million) in favour of Nigeria Customs Service.
22. SUPPLIERS
The Company's significant suppliers are mainly local. Some of the major suppliers are:
Kongo-Rock Investments LimitedW. W. Golden Venture LimitedLawtex Nigeria LimitedJisotom Perfect Ventures
The Company is not associated with the suppliers.
23. POST BALANCE SHEET EVENTS
The Directors are of the opinion that there was no significant post balance sheet event which would have had any material effect on the balance sheet and the profit for the year ended on that date, which have not been adequately provided for or disclosed in the financial statements.
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 37
24. RELATED PARTY TRANSACTIONS
The company had significant transactions with its related companies in form of transfer of funds and payments for goods and services on behalf of each other. The balances due from/to the related companies which are disclosed in the balance sheet are as follows:
2009 2008 2009 2008N'000 N'000 N'000 N'000
Due from related companies
Red Star Logistics Limited - 2,632 - 2,632 Red Star Express Communication Limited - 197 - 197 Red Star Supports Services Limited - 882 - 882
- 3,711 - 3,711===== ====== ======= =====
Due to related companies
Red Star Freight Limited - - 21,550 7,268 Red Star Logistics Limited - - 39,158 -Red Star Supports Services Limited - - 61,716 -
- - 122,424 7,268===== ====== ======= =====
25. COMPARATIVE FIGURES
Certain prior year's figures have been reclassified in line with current year's presentation for more meaningful comparison.
. .
.
NOTES TO THE FINANCIAL STATEMENTSFor The Year Ended 31st March 2009
2009 ANNUAL REPORT AND ACCOUNTS 38
STATEMENT OF VALUE ADDED For The Year Ended 31st March, 2009
Gro
up
Th
e C
om
pan
y2
00
92
00
82
00
92
00
8N
'00
0%
N'0
00
%N
'00
0%
N'0
00
%
Turn
over
3
,95
9,9
79
3,0
98
,50
3
2
,97
8,9
18
2,9
96
,44
8
Oth
er
incom
e
10
,27
1
2
8,7
54
10
,27
1
2
8,7
54
3
,97
0,2
50
3,1
27
,25
7
2
,98
9,1
89
3,0
25
,20
2
Purc
hases a
nd s
erv
ices:
-
Local
(1
,74
5,9
50
) (
1,3
50
,59
7)
(2
,21
1,2
69
) (
1,2
76
,43
1)
-
Import
ed
(
49
9,6
83
)
-
(4
02
,95
1)
-
(42
8,2
74
)
-(4
02
,95
1)
-
VA
LU
E A
DD
ED
1
,72
4,6
17
1
00
1
,37
3,7
09
10
0
1
,20
6,1
94
1
00
1,3
45
,82
0
10
0
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
APPLIE
D A
S F
OLLO
WS:
To
pay e
mp
loyees:
Sala
ries,
wages a
nd s
ocia
l benefi
ts
1,0
95
,92
5
6
4
94
1,4
22
69
8
30
,12
4
69
9
36
,45
0
7
0
To
pay G
overn
men
t:T
axes
21
7,4
08
13
7
4,0
30
5
1
21
,27
6
1
0
6
1,1
94
4
To
pay p
rovid
ers
of
cap
ital:
Inte
rest
expenses
15
,89
2
-
3
,05
0
-
1
4,7
73
1
3
,05
0
-
To
pro
vid
e f
or
rep
lacem
en
t o
f assets
an
d e
xp
an
sio
n o
f b
usin
ess:
-
Depre
cia
tion
15
3,0
31
9
12
3,6
93
9
1
23
,10
8
1
0 1
23
,69
3
9
-
Defe
rred t
axati
on
(
5,9
24
)
-
35
,83
1
3
(5
,92
4)
-
3
5,8
31
3
-
Pro
fit
and loss a
ccount
24
8,2
85
14
1
95
,68
3
1
41
22
,83
7
1
0
18
5,6
02
14
1,7
24
,61
7
10
0
1,3
73
,70
9
10
0
1
,20
6,1
94
1
00
1
,34
5,8
20
1
00
=
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
==
Valu
e a
dded r
epre
sents
the a
ddit
ional w
ealt
h w
hic
h the c
om
pany h
as b
een a
ble
to c
reate
by its
ow
n a
nd its
em
plo
yees' e
ffort
s.
This
sta
tem
ent
show
s t
he a
llocati
on o
f th
at
wealt
h b
etw
een e
mplo
yees, share
hold
ers
, govern
ment
and t
hat
reta
ined f
or
the
futu
re c
reati
on o
f m
ore
wealt
h.
..
2009 ANNUAL REPORT AND ACCOUNTS 39
2009 2008 2007 2006 2005N'000 N'000 N'000 N'000 N'000
ASSETS Fixed assets 680,640 647,865 480,085 473,806 300,480 Long term investments 11,404 13,864 13,864 7,275 9,068Net current assets 743,425 662,846 474,084 386,720 301,683Deferred taxation (76,514) (82,438) (46,609) (38,191) (32,329)Provision for liabilities and charge (80,436) (64,528) (116,409) (19,600) (274)
1,278,519 1,177,609 805,015 810,010 578,628 ======== ======== ======= ======= =======
CAPITAL AND RESERVESShare capital 294,748 294,748 257,248 51,450 51,450 Share premium 296,433 296,433 43,833 43,833 43,833Revaluation reserve - - 3,050 3,050 3,050General reserve 687,338 586,428 500,884 711,677 480,295
1,278,519 1,177,609 805,015 810,010 578,628 ======== ======== ======= ======= =======
TURNOVER AND PROFITSTurnover 3,959,979 3,098,503 2,668,266 2,249,101 2,085,848Profit before taxation 459,769 305,544 221,692 319,297 372,468 Profit after taxation 248,285 195,683 118,484 231,382 242,807
=======================================
Per N1 share data (Naira):Earnings - Basic 0.42 0.33 0.23 4.50 4.72Earnings - Diluted - - 0.20 0.39 0.41Dividend - 0.25 0.22 2.40 2.00Net assets 2.17 2.00 1.56 15.74 11.25
NOTES:
1. Earnings per share are based on profit after taxation and the number of issued and fully paid ordinary shares at the end of each financial year.
2. Net assets per share are based on the net assets and number of issued and fully paid ordinary shares at the end of each financial year.
3. Dividend per share are based on dividend declared and number of issued and fully paid ordinary shares at the end of each financial year.
.
GROUP FINANCIAL SUMMARY For The Year Ended 31st March, 2009
2009 ANNUAL REPORT AND ACCOUNTS 40
The company’s initial authorized share capital was N7million comprising 7million ordinary shares of N1 each. The shares were subdivided into ordinary shares of 50 kobo each in July 2006. The company’s authorized share capital is currently N300 million; comprising 600 million ordinary shares of 50 kobo each, while the company’s issued share capital is N294,748,155 comprising 589,496,760 ordinary shares of 50 kobo each.
The following changes have taken place in the authorized and issued share capital of the company since incorporation.
Year Authorised Issued and Fully Paid-up Consideration(N’000) (N’000)
Increase Cumulative Increase Cumulative
1992 7,000,000 7,000,000 3,570,186 3,570,186 Cash
1993 14,000,000 21,000,000 0 3,570,186 -
1994 7,000,000 28,000,000 0 3,570,186 -
1995 17,000,000 45,000,000 0 3,570,186 -
1996 0 45,000,000 38,358,445 41,928,631 Cash
1998 0 45,000,000 1,238,534 43,167,165 Cash
1999 0 45,000,000 298,947 43,466,112 Cash
2000 0 45,000,000 593,550 44,059,662 Cash
2001 0 45,000,000 102,501 44,162,163 Cash
2002 0 45,000,000 5,000 44,167,163 Cash
2003 10,000,000 55,000,000 7,282,468 51,449,631 Cash
2007 245,000,000 300,000,000 205,798,524 257,248,155 Bonus issue
SHARE CAPITAL HISTORY
2009 ANNUAL REPORT AND ACCOUNTS 41
MANAGEMENT TEAM
SULE UMAR BICHIManaging Director/CEO
MUYIWA OLUMEKUNED, Sales & Marketing
SINA LAJORIN AGM, Operations & Services
‘DESOLA ODEDIRANChief Operating OfficerRed Star Logistics Ltd.
VICTOR UKWATAGM, Sales
VINCENT IHEMENWAAGM, Finance & Planning
SOLA OBABORIAGM, Strategy &
Business Development
PANTI MOHAMMEDAGM Corporate Services
2009 ANNUAL REPORT AND ACCOUNTS 42
THE RED STAR FOUNDATIONThe foundation was established in 2004 to establish and manage educational trust fund for the benefit of awarding scholarships to secondary school children in host communities.The programme made its debut and currently runs in Lagos. However, Kano and Enugu would be added to the project.
THE OBJECTIVEThe objective of the foundation is to express our social responsibility and to give back to our host communities.
BENEFITSThe awardees are senior secondary school students and each scholar is given N50, 000 (Fifty Thousand Naira only) per session to cover tuition, books, levies and upkeep till they graduate from the secondary school.This means that each scholar is entitled to a total of N150, 000 for the entire duration of the scholarship.
BENEFICIARIESFrom 2004 till date, a total of 39 scholarships have been given out to 21 students in Oshodi Isolo local government area.
Scholars are selected from 7 secondary schools in the local government and they are tested in the areas of Science, Arts, and Commercial by Unilag Consult.
TRUSTEES OF THE FOUNDATIONGTB Asset Management LimitedSterling Asset Management and Trustees Limited
PARTNERS Oshodi Local Government Council
PRINCIPAL STAKEHOLDERSRed Star Express PlcOshodi L.G.A.Local Education DistrictPrincipalsParents/guardiansStudentsMentors
CORPORATE SOCIAL RESPONSIBILITY REPORT
Www.redstarexpress-ng.com, www.fedex.com
rRed Sta Exp ss reTel: 01-2715670-6, Fax: 01-7936488Email: enquiries@redstarexpress-ng.com No. 70 International Airport Rd., Isolo, Lagos.
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