Annual: United Power Generation & Distribution Co. LTD

ANNUAL
REPORT
2019-20
UNITED POWER GENERATION & DISTRIBUTION CO. LTD.

Table of Contents
Corporate Ethos 2
About Upgdcl 4
Benchmarks & Milestones 8
Corporate Directory 10
Chairman’s Message 12
Profiles Of Directors 14
Our Directors In Other Board 25
Directors’ Report To The Shareholders 26
New Acquisitions 60
Profiles of Management Team 62
Profiles of O&M Team 64
Communication with Shareholders 66
Quarterly Financial Review 67
Credit Rating Statement 68
Audit Committee Report 69
Nomination & Remuneration Committee (Nrc) Report 70
CFO & Md’s Declaration to The Board 71
Status of Compliance 72
Certification on Corporate Governance 82
United Group – Power Division 83
Asset Map 85
12Th Annual General Meeting 86
Notice of 13Th Annual General Meeting 87
Independent Auditor’s Report and
Consolidated Financial Statements 88
Independent Auditor’s Report And
Financial Statements 138
ANNUAL REPORT 2019-2020 1

CORPORATE
ETHOS
VISION
Be the most efficient and environment friendly power
generation company of Bangladesh
MISSION
Energy is Life
• Sustainable growth by ensuring quality, availability
and efficiency in power generation
• Achieve excellence in project execution, quality,
reliability, safety and operational efficiency in the
power sector
• Become the most reputed and state-of-the-art power
generation company of Bangladesh
• To promote a work culture that fosters learning,
individual growth, team spirit and creativity to
overcome challenges and attain goals
2 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

CORPORATE ETHOS
OBJECTIVE
• Increase the power generation capacity in the
country and help fulfil GoB’s Vision 2021 in a safe,
economical and rapid manner and keeping with the
growth of electricity demand in the country.
• Establish a culture of safe operation that maintain
zero casualty at all times.
• Enhance electricity generation capacity in the near
future.
• Earn the confidence and trust of all stakeholders by
performing well above their expectations.
• Utilize capital, machinery, material and human
resources efficiently.
CORE VALUES
TO OUR CUSTOMER : Provide uninterrupted, quality power
TO OUR EMPLOYEES : Promote well-being, world-class working environment and encourage innovation and
talent.
TO OUR SHAREHOLDERS : Ensure fair return on their investment through generating stable profit.
TO OUR COMMUNITY : Assume the responsibility of a socially corporate entity and improve the well-being of the
local community

ABOUT UPGDCL
United Power Generation & Distribution Co. Ltd., formerly known as Malancha Holdings Ltd., was born
out of the necessity for uninterrupted, quality power supply to the industries housed within the Export
Processing Zones (EPZs) of Bangladesh. UPGDCL is a first of its kind company that is not only involved
in power generation but also power distribution, steam generation and supply right up to their customer’s
doorstep.
158 20 99
2
MEGAWATT PERCENT POWER
GENERATION TPH STEAM AVAILABILITY PLANTS
PRODUCTION FACTOR
UPGDCL’S KEY FEATURES INCLUDE:
• Steam generation facility from engine exhaust, without any combusting any additional, scarce fossil fuel
• 50 km long, 11 kV & 33 kV private distribution network
• 11 km long, 150 psi, 12” dia dedicated gas pipeline for gas supply to the power plant
In effect, UPGDCL is the only true commercially independent power generation and distribution Company as well as a multi-utility service
provider in true sense of the terms.

UPGDCL currently has 6 Power Plants in Operation under its belt
Total Installed Capacity 484 MW

Total Accumulated Revenue BDT 10,094.03 mn

ABOUT UPGDCL
UPGDCL DEPZ UPGDCL CEPZ

Plot No 280, Extension Area, Plot No 6 & 7, Sector 2/A,
Dhaka Export Processing Zone, Chittagong Export Processing
Ganakbari, Savar, Dhaka Zone, South Halishahar,
Chittagong
35 MW, December 2008

6 MW, October 2010 44 MW, August 2009
47 MW, December 2013 28 MW, July 2013
Location
Dhaka Export Processing Zone Chittagong Export

Rural Electrification Board Commercial Operations Date Processing Zone
Bangladesh Atomic Energy Karnaphuli Export
Commission Processing Zone
Private Consumers Clients
Bangladesh Power Development
Board
Natural Gas Fuel & Supplier
Titas Gas Transmission &
Distirbution Co. Ltd Natural Gas
Installed Power Generation Karnaphuli Gas Distribution Co.
Capacity Ltd
86 Megawatts (Total)
(one of the MTUs has been
dismantled) Power Generating Sets 72 Megawatts (Total)
4 nos x 8.73 MW Wärtsilä Finland 5 nos x 8.73 MW Wärtsilä Finland

Installed Steam Generation
20V34SG 20V34SG
Capacity
5 nos. x 9.34 MW Rolls-Royce 3 nos. x 9.34 MW Rolls-Royce
Norway B35:40V20AG2 Norway B35:40V20AG2
2 nos x 1.96 MW MTU Germany
AOE20V4000L62 Boilers
12 TPH
8 TPH
3 nos x 4 TPH Khan SPP

2 nos x 4 TPH Khan SPP Smoke Tube EGB
Smoke Tube EGB

BENCHMARKS &
MILESTONES
October 23, 2008

UPGDCL became a licensed Commercially Independent
Power Producer (CIPP)
January 15, 2007 November 16, 2008

Incorporated as Private Limited Company UPGDCL DEPZ entered into a Gas Supply Agreement
with TGTDCL (A second GSA was signed on 27 February
May 6, 2007 2014 effective from 1 August 2009)
UPGDCL DEPZ entered into a Power Supply Agreement
with BEPZA for supply to DEPZ
December 26, 2008
UPGDCL DEPZ achieved Commercial Operations
May 6, 2007
UPGDCL DEPZ entered into a Land Lease Agreement
April 2, 2009
with BEPZA for constructing DEPZ plant UPGDCL DEPZ entered into a Power Supply Agreement
with its first private customer, Oli Knitting & Fabrics Ltd.
May 16, 2007
UPGDCL CEPZ entered into a Power Supply Agreement
May 9, 2009
with BEPZA for supply to CEPZ UPGDCL DEPZ entered into a Power Supply Agreement
with REB
May 16, 2007
UPGDCL CEPZ entered into a Land Lease Agreement
July 9, 2009
with BEPZA for constructing CEPZ plant UPGDCL CEPZ entered into a Gas Supply Agreement
with BGDCL
August 12, 2009

UPGDCL CEPZ achieved Commercial Operations
September 23, 2009

UPGDCL CEPZ entered into a Power Purchase
Agreement with BPDB

BENCHMARKS & MILESTONES
January 13, 2014

UPGDCL DEPZ entered into a Power Supply Agreement
December 22, 2010
with its first large public customer, Bangladesh Atomic
Converted from Private Limited Company to Public Energy Commission
Limited Company
18-20 May 2014
November 21, 2011
Successfully discovered the price for IPO under Book
UPGDCL DEPZ entered into an Amendment to the Power Building Method through Electronic Bidding conducted
Supply Agreement with BEPZA for capacity expansion to by DSE
100 MW
December 9, 2014
November 21, 2011
Acquired consent from BSEC
UPGDCL CEPZ entered into an Amendment to the Power
Supply Agreement with BEPZA for capacity expansion to February 19, 2015
100 MW
Conducted lottery for Allotment of Shares to the investors
April 4, 2012 March 8, 2015
UPGDCL CEPZ entered into a Power Supply Agreement
Listed in Chittagong Stock Exchange
with BEPZA for supply to KEPZ
March 19, 2015
September 4, 2012
Listed in Dhaka Stock Exchange
UPGDCL DEPZ entered into a Steam Sales Agreement
with Gunze United Ltd. April 5, 2015
May 13, 2013 Started trading of UPGDCL’s shares in both Dhaka and
Chittagong Stock Exchange
UPGDCL DEPZ acquired license from BEPZA for
Commercial Sales of Steam May 10, 2018
May 15, 2013 Included in the CSE Shariah Index
UPGDCL CEPZ entered into a Gas Supply Agreement July 1, 2018
with Karnaphuli Gas Distribution Co. Ltd.
Turned into holding Company for all gas based power
April 17, 2013 Companies of the Group
UPGDCL held a Roadshow for discovery of Indicative July 1, 2019
Price for IPO
Acquisition of (75%), shareholdings of Leviathan Global
July 1, 2013 BD Ltd. (LGBD).
Installed capacity of UPGDCL CEPZ increased to 72 MW
through expansion
December 1, 2013
Installed capacity of UPGDCL DEPZ increased to 86 MW
through expansion

CORPORATE
DIRECTORY
BOARD OF DIRECTORS
Chairman General Md. Abdul Mubeen, SBP, ndc, psc (Retd.)
Directors Hasan Mahmood Raja

Ahmed Ismail Hossain
Khandaker Moinul Ahsan
Abul Kalam Azad
Faridur Rahman Khan
Akhter Mahmud
Md. Abul Hossain
Malik Talha Ismail Bari
Nasiruddin Akhter Rashid
Wasekul Azad
Fahad Khan
Nizamuddin Hasan Rashid
Khondaker Zayed Ahsan
Independent Directors Lt. Gen. Sina Ibn Jamali, awc, psc (Retd.)
Prof. Mohammad Musa, PhD
Dr. M. Fouzul Kabir Khan
Managing Director Moinuddin Hasan Rashid
Company Secretary &

Head of Compliance Badrul Haque Khan, FCA
AUDIT COMMITTEE
Chairman Lt. Gen. Sina Ibn Jamali, awc, psc (Retd.)
Members Abul Kalam Azad

Prof. Mohammad Musa, PhD
Member Secretary Badrul Haque Khan, FCA
NRC COMMITTEE (formed on 8th August, 2018)

Chairman Dr. M. Fouzul Kabir Khan
Members Faridur Rahman Khan
Member Secretary Badrul Haque Khan, FCA

MANAGEMENT TEAM
Managing Director Moinuddin Hasan Rashid
Chief Operating Officer (COO) Sheikh Ashraf Hossain
Chief Financial Officer (CFO) Badrul Haque Khan, FCA
Head of Internal Control & Compliance K M Atiqul Islam, FCA, ACMA (UK), CGMA
Plant Manager
Dhaka Export Processing Zone (DEPZ) Momtaz Hasan
Chittagong Export Processing Zone (CEPZ) Md. Monir Hossain Mizi

THIRD PARTIES
Operations & Maintenance Team United Engineering & Power Services Ltd.
“United House”, United City, Madani Avenue, Dhaka 1212
Auditors A. Qasem & Co., Chartered Accountants
(Member Firm of Ernst & Young Global Limited),
Gulshan Pink City, Suites 1-3, Level 7, Plot 15, Road 103, Gulshan Avenue, Dhaka 1212
Legal Advisor Tanjib Ul-Alam & Associates
Advocates & Legal Consultants, BSEC Bhaban (Level 11)
102 Kazi Nazrul Islam Avenue, Karwan Bazar, Dhaka 1215
Bankers Dhaka Bank Ltd.,
Foreign Exchange Branch, Motijhel C/A, Dhaka-1000
Dutch Bangla Bank Ltd.
Banani Branch, Banani, Dhaka-1213
HSBC Bank Ltd.
Dhaka Main Office, Anchor Tower (5th floor), 108 Bir Uttam C R Dutta Road, Dhaka 1205.
OTHER INFORMATION
Year of Incorporation 15-Jan-07
Stock Exchanges Listing
Dhaka Stock Exchange (DSE) 19-Mar-15
Chittagong Stock Exchange (CSE) 8-Mar-15
Corporate Head Office “United House”, United City, Madani Avenue, Dhaka-1212.
PABX: +88 02 5505 2000, +88 09666 700900
email: info@unitedpowerbd.com
web: www.unitedpowerbd.com
Registered Office Gulshan Centre Point, Plot 23-26, Road 90, Gulshan 2, Dhaka 1212
PABX: +88 02 5505 2000, +88 09666 700900
Fax: +88 02 5505 1826, +88 02 5505 1827
Power Plants UPGDCL DEPZ

Dhaka Export Processing Zone (Extension Area), Ganakbari, Savar, Dhaka
Tel: +88 02 7788 460, Fax: +88 02 7788 461
Cell no. 01914001300
Email: depz@united.com.bd
UPGDCL CEPZ
Chittagong Export Processing Zone, Plot No. 6 & 7, Sector 2/A, South Halishahar, Chittagong
Tel: +88 031 740 449, Fax: +88 031 740 450
Cell no. 01914001500
Email: cepz@united.com.bd

CHAIRMAN’S
MESSAGE
General Md. Abdul Mubeen, SBP, ndc, psc (Retd.)

Chairman

CHAIRMAN’S MESSAGE
Respected Shareholders
Assalamulaikum!
Cycle of regulatory timelines have again lends us the opportunity market capitalization, the Board of Directors of the company
of holding the 13th Annual General Meeting (AGM) of UPGDCL. recently resolved to acquire two new HFO based power plants
It’s my pleasure to welcome you all on this occasion. of the Group. These two companies – United Anwara Power Ltd
We are going to hold this AGM at a time when the second wave (UAnPL) and United Jamalpur Power Ltd (UJPL) – would expand
of Covid 19 is haunting us! Its’ my sincere hope that you all are the production base and earnings potentialities immensely,
keeping good health and in good stead with family and friends. effective 1 July 2020 (FY 20-21).
May the All Merciful Almighty Allah keep us safe and secure in the Above acquisitions would add further 415 MW power generation
coming days as well. capacity to the existing 486MW, nearly 96 percent increase.
Your company also had to endure the rigors of Covid 19 due to Further, both the acquired companies have 14 more years of
the general holidays and lock down measures adopted by the tax exempted life remaining. It is also expected to boost the
Government beginning end-March, this calendar year. Both the plant consolidated earnings of UPGDCL by 85 percent having similar
operation areas i.e. DEPZ and CEPZ were closed down. Besides, the positive effect on EPS in the years to come.
overall economic situation at the time of general holidays did impact Dividend policy
UPGDCL’s business as a whole. Overall Revenue during the year UPGDCL and its Sponsors have always been focused on
reduced by nearly 4 percent compared to last year. positioning the company at a strategic keel where shareholders’
It was a year where the overall economy was under stress. Stock value maximization at consistent pace with durability is ensured.
market also had fluctuating curves showing volatility. However, Dividend policy being pursued by the company ever since its
UPGDCL’s business performance was that of “maintaining balance” listing bears a strong testimony to this. UPGDCL has positioned
in an uncharted economic environment amid the pandemic itself as the premier power company at the DSE with nearly two
worldwide. Production during the year was 1007,546 MWH. There billion Dollar market capitalization.
were a higher demand of electricity from BPDB and REB. As a In continuation of the previous year’s trends, the Board of
matter of fact, such increased demand considerably mitigated the Directors of the company have recommended Dividends in the
loss of Covid 19 impact on the company’s ultimate performance. form of 145 percent Cash Dividend (BDT 14.5 per share) for each
Revenue for the year 2019-20 was BDT 6,223 million while Net Share of BDT 10/- and Stock Dividend of 10 percent (one bonus
Profit was BDT 4,349 million, respectively. Shareholders’ Equity share for every ten ordinary shares held) out of the distributable
was BDT 15,622 million. Company could maintain praise worthy Net Profit for the year.
Gross Profit (63%) and Net Profit (70%) ratios. EPS for the year Honorable Shareholders
was BDT 8.25 per share which was commendable judging the
overall situation. All the above narratives are sheer reflection of your continued
support and confidence on the Board and Management of the
During the year, 53MW power plant at Ashuganj under United company. It has been a partnership and togetherness in growth
Energy Ltd (UEL), a subsidiary of UPGDCL, was shut down upon over the years.
expiry of contract. The renewal application was submitted and is
now under active consideration of the Government. This did affect I also take this opportunity to commend the Managing Director
the results at the consolidated level for UPGDCL. and his Team who worked fearlessly and relentlessly even during
the pandemic to keep UPGDCL moving. Every bit of outcomes
Consolidated Revenue stood at BDT 10,094 million which was and results are reflection of work with dedication and the positive
a reflection of multiple effects on the results of UPGDL and its mindset of the Board, Management and Employees of all strata
subsidiary companies. Gross Profit was BDT 5,852 million and that drives the Team UPGD. I also thank my fellow Directors for
the Net Profit stood at BDT 6,079 million at the end. Consolidated their support, guidance and contributions.
EPS was BDT 11.26 per share.
May Allah (ST) lead us to greater and safer future and success in
Honorable Shareholders the coming days “Ameen”.
Over the last few years, company’s performance set into a
predictable pattern in terms of revenue and earnings. You must
have noticed that, last year some parallel acquisitions (Leviathan
Global BD Ltd – 50MW) and re-structuring, turning UEL into a
subsidiary company, were executed to expand the earnings base
of UPGDCL. Yet, to further the prospects of growth at sustainable
pace over a considerable period, value enhancements and expand Chairman

PROFILES
OF DIRECTORS

DIRECTORS’ PROFILE
GENERAL MD. ABDUL MUBEEN, SBP, ndc, psc (Retd.)

Chairman
General Muhammad Abdul Mubeen, SBP, ndc, psc (Retd.) is both at home and abroad. Some of his significant ex-officio
a retired four-star General of the Bangladesh Army. He was a assignments include, but not limited to, being Chairman of
student of Adamjee Cantonment Public School and Adamjee The Trust Bank Limited, Chairman Sena Hotel Development
Cantonment College and graduated from the Bangladesh Limited, Chairman Board of Trustees, Sena Kallyan Sangstha,
Military Academy in 1976. General Mubeen is a graduate President Bangladesh Olympic Association and President of
of the Defense Services Command and Staff College and Bangladesh Golf Federation.
also the National Defense College, Bangladesh. He has
successfully completed the Senior Command Course from For his commendable service the Government of Bangladesh
the War College in India. In his long service career, he has has awarded him the highest military award “Sena Bahini
attended various professional courses both at home and Padak”. Besides, General Mubeen’s award and decorations
abroad. He completed the NATO Weapon Conversion Course, include 16 operational, service and UN honors, medals and
Officers Weapons Course and Junior Tactics Course from decorations for his distinguished service.
School of Infantry and Tactics, where he returned later to
teach tactics. He went to Military School in Guangzhou, China
to undergo Infantry Heavy Weapons Course.
General Mubeen has a commendable record of ethical

leadership and retired from the Bangladesh Army in 2012
after a long distinguished military career spanning over three
decades of honorable active service. He started his career
as a commissioned officer in an Infantry battalion. During
his service career he has served in various challenging
command, staff and instructional appointments. He has
commanded two infantry battalions, one infantry brigade and
two infantry divisions including the largest field formation in
Bangladesh Army in Chittagong and Chittagong Hill Tracts
involved in post counter insurgency operations. He has
been the Director, Military Training of Bangladesh Army and
senior tactics instructor in Bangladesh Military Academy. He
served as the Chief of Staff in United Nations Operations in
Mozambique (ONUMOZ). He has been at the helm of affairs
of two prestigious institutions namely Defense Services
Command and Staff College and Bangladesh Institute of
International and Strategic Studies. His last assignment in
service was holding the highest office of the Chief of Army
Staff, Bangladesh Army.
General Mubeen has attended, chaired and been a panelist in

numerous international conferences, seminars and exercises

HASAN MAHMOOD RAJA AHMED ISMAIL HOSSAIN

Director, UPGDCL Director, UPGDCL
Mr. Hasan Mahmood Raja is one of the most renowned Mr. Ahmed Ismail Hossain is one of the Founding Directors
businesspersons of the country. Born in 1957, he completed of United Group. After schooling from Faujderhat Cadet
his graduation in Commerce and got passionately involved College, he completed his Honours and Master’s degrees in
in business. He is one of the Founding Directors of the International Relations from Dhaka University.
country’s one of the leading business houses - ‘United He undertook the responsibility as the Managing Director of
Group’. United Enterprises & Co. Ltd., the parent Company of United
With a humble beginning in 1978, Mr. Raja displayed his Group for many years, demonstrated his entrepreneurial
excellence in business entrepreneurship by building his skills, and used his experience to establish many corporate
business domain. Within a span of 37 years of his business bodies of the Group notably in textile and pharmaceutical
career, he successfully managed to establish many sectors. He is one of the Advisors to the Board of United
diversified business enterprises under the umbrella of United Enterprises & Co. Ltd., the Vice-Chairman of United Hospital
Group Ltd and Managing Director of Comilla Spinning Mill Ltd. He
Dominant position of United Group in the Country’s Power is also one of the Directors on the Board of Khulna Power
and Real Estate sectors and creating unique establishments Company Ltd. He is also a member of the Board of Trustees
like Khulna Power Company Ltd., United Hospital Ltd., of United International University.
and United International University are few of his landmark Being one of the Trustees of the United Trust, the CSR wing
entrepreneurship. of the Group, he enthusiastically undertakes social works
Mr. Raja has held the position of the Chairman of United in his village in Kishoregonj district. Mr. Ismail is a widely
Enterprises & Co. Ltd. since its inception and at present travelled man and has visited many parts of the world for the
is engaged as the Chief Advisor to the Board of United purpose of business.
Enterprises & Co. Ltd. He has been in the role of Chairman
and Managing Director of more than 20 Concerns of the
Group, notably Khulna Power Company Limited, Neptune
Land Development Ltd, United City Twin Towers Developers
Ltd, United Hospital etc. He is also the Chairman, Board of
Trustees of United International University.
He also takes a profound interest in community services and
contributes generously for the welfare of the community,
particularly to the underprivileged ones. He has established
multiple school and madrasa in his village in Jamalpur and
surrounding areas.

KHANDAKER MOINUL AHSAN AKHTER MAHMUD

Director, UPGDCL Director
Mr. Khandaker Moinul Ahsan Shamim is one of the Founding Mr. Akhter Mahmud Rana is one of the first-generation
Directors of United Group. After completion of his Bachelor Directors of United Group. Born in 1960, he joined United
of Commerce, he joined the business together with a few Group upon completion of his formal education.
like-minded friends. With his diligence and exceptional Mr. Rana’s entrepreneurial initiatives and commitment
entrepreneurial skills, he played important roles in has added significantly to United Group’s current growth
establishing firm footing and quick expansion of business of and streamlined human resources of the Group. In the
the Group. At one time he also undertook the responsibility early years of the Group’s journey Mr. Rana played an
of United Group in the capacity of the Managing Director, instrumental role in the implementation and commissioning
displaying his entrepreneurial skill and business experience, of sub-station of Radio Bagladesh, a milestone the Group
in order to sustain growth of business of United Group. achieved through his pivotal part.
Being one of the first generation Directors, Mr. Shamim is Mr. Rana is one of the Advisors to the Board of United
now one of Advisors to the Board of United Enterprises Enterprises & Co. Ltd. He is one of the Directors on several
& Co. Ltd. In addition to playing the role of one of the entities of the Group namely United Hospital Ltd., Khulna
Advisors, he is on the Board of Directors of several United Power Company Ltd. etc. In addition to this, he is also a
Group companies namely United Hospital Limited, Khulna member of the Board of Trustees of United International
Power Company Ltd., etc. Besides this, he is also a University. Being one of the active Trustees of United Trust,
member, Board of Trustees of United International University. a CSR organization of the Group, he generously patronizes
He plays key role in the social development sector of his education, healthcare and various charitable activities in and
home district. Being one of the active Trustees of the United around his village home, Malancha, Jamalpur.
Trust, a CSR organization of the Group, he generously
patronizes education sector in his home village and
surrounding areas.

FARIDUR RAHMAN KHAN ABUL KALAM AZAD

Director Director
Mr. Faridur Rahman Khan, one of the first- generation Mr. Abul Kalam Azad was born in 1955. After completion
Directors of United Group, was born in 1955 and hails of his Bachelor of Science, he joined United Group as one
from Louhojang, Munshiganj. After completion of his of the Directors. Presently, he is one of the Advisors to the
Bachelors in Science, he engaged himself in Business. Board of United Enterprises & Co. Ltd. Best known for his
Since the inception of United Hospital Ltd., Mr. Faridur dynamism, he has been one of the key entrepreneurs of the
Rahman Khan has been at its helms in the capacity of Group, especially in real estate sector. His dedication and
its Managing Director. Under his entrepreneurship and relentless efforts to the business is playing a pivotal role that
foresight, United Hospital developed its healthcare facility has also helped United Group reach new heights.
at par with any international standard hospitals. He is the Over the years in United Group, Mr. Azad has been
founding Chairman of United College of Nursing – a wing overseeing diverse construction projects of the group
of United Hospital Ltd and the Vice-Chairman of the Board starting from real-estate to power plant construction. Under
of Trustees, United International University. At present he is his leadership United Group is developing “United City”, the
involved as Advisor to the Board of United Enterprises & Co. largest mini township in the country - at Satarkul and the
Ltd. largest international standard commercial complex with two
Being one of the honored Trustees of the United Trust, the international hotels and resorts adjacent to Hazrat Shahjalal
CSR wing of the Group, he spontaneously patronizes and International Airport, Dhaka. He has been leading the real
contributes substantially in social activities in his home estate ventures of the Group for over four decades in the
village and surrounding areas. Notably, he set up and capacity of the Managing Director, notably Neptune Land
is currently the Chairman of “Younus Khan - Mahmuda Development Ltd., United City Twin Towers Developers
Khanam Memorial Complex” in his village home which Ltd., Neptune Commercial Ltd. etc. He is also the Director
provides treatment to the local people including Pathology, of Khulna Power Company Limited (KPCL), United Hospital
Radiology and cataract Eye Surgery with nominal fees. Ltd. and many more concerns of the Group. He is one of the
members of the Board of Trustees of United International
University.

MD. ABUL HOSSAIN MOINUDDIN HASAN RASHID

Director Managing Director, UPGDCL
Md. Abul Hossain has joined as Managing Director of Mr. Moinuddin Hasan Rashid was born in 1982 in Dhaka.
Investment Corporation of Bangladesh (ICB) on August Upon completion of his B.Sc. in Electrical and Electronics
2019. He started his career as a System Analyst/Senior Engineering from University College London he joined United
Principal Officer in ICB in 1998 and served different position Group in 2005 as a second generation Director. As a young
in the same organization. Before his joining he acted as and energetic entrepreneur, he marked his future through
Managing Director at Karmasangsthan Bank (KB). dedication, dynamism and foresight in shaping the Power
He has over 29 years of diversified experience in investment Sector, one of the major enterprises of United Group. On 12
banking, specialized and commercial banking, Islamic July 2011 he was appointed as Managing Director of United
banking, Asset management and ICT works. During his Enterprises & Co. Ltd, and on 12 July 2020 was appointed as
professional life, he served at 16 organizations with different the Chairman of United Enterprises & Co. Ltd. in addition to
capacities. He served as a Chairman of 3 organizations his previous role as the Managing Director. Mr. Rashid is an
before, out of which two are the subsidiaries of ICB and Active Trustee of the United Trust, a CSR organization of the
the other is Aziz Pipes Ltd. In addition to this, he served Group and United International University Foundation.
as a Director to a number of organizations like Islami In 2011 he oversaw commissioning of 208 MW Power
Bank Bangladesh Limited, The Farmers Bank Limited Generation under three projects (KPCL II, KJAPCL & UAPL).
(Now Padma Bank), Nitol Insurance Company Limited, He also established United Property Solutions Ltd. one of the
AllTex Industries Limited, ICB Securities Trading Company leading real estate developers of the country and oversaw the
Limited, Aramit Limited, Kay & Que (Bangladesh) Limited, development of United Land Port Teknaf Ltd., Bangladesh’s only
Business Automation Limited, DNS Satcomm Limited and land port with Myanmar. Along with responsibilities mentioned
Upload Yourself Systems Limited. above, he looks after Group Investment and Business
He has been contributing his professional expertise as Development. Mr. Moinuddin Hasan Rashid supervised Power
the Chairman of ICB Capital Management Ltd. Apart from Plant expansion projects of UPGDCL DEPZ and UPGDCL CEPZ
that he is now serving as the Director of British American and spearheaded the Joint-Venture of Gunze United Limited in
Tobacco Bangladesh Co. Ltd. (BATBC), Linde Bangladesh 2013. In 2018, Mr. Rashid led United Mymensingh Power Ltd.,
Limited, GlaxoSmithKline Bangladesh Ltd. (GSK), Renata a 200 MW HFO fired IPP to commissioning in only 6 months,
Limited, and some other Directorships. parallely overseeing construction of 2 more power plant, United
Jamalpur and United Anwara Power.
Currently, Mr. Rashid is the Managing Director and/or of all the
corporate entities under United Group, notably, United Energy
Ltd., United Mymensingh Power Ltd., United Ashuganj Energy
Ltd., United Anwara Power Ltd. and United Property Solutions
Ltd. (UPSL) and is in the Board of Directors of United Hospital
Ltd. (UHL), Khulna Power Company Ltd. (KPCL) and United
Landport Teknaf Ltd. (ULPTL). Mr. Rashid is also the Joint
General Secretary of the Board of Trustees, United International
University, Trustee of the Social Services & Management Trust,
Sir John Wilson School and Joint Convener of DCCI Standing
Committee.

MALIK TALHA ISMAIL BARI NASIRUDDIN AKHTER RASHID

Director Director
Mr. Malik Talha Ismail Bari joined United Group in 2008 as Mr. Nasiruddin Akhter Rashid, born in 1983, began his
its Associate Director and was subsequently appointed as professional career at United Group as an Executive at
one of its second generation Directors in 2011. Mr. Malik United Hospital Ltd. back in 2006. He completed his studies
completed his Bachelors in Business Management from in combination of home and abroad: British Council, Dhaka,
King’s College London, UK in 2005 and Masters in Finance Sunway College, Malaysia and a Degree in Commerce from
from University of New South Wales, Australia in 2007. Monash University, Melbourne, Australia.
Prior to joining United Group he interned at the South Asia Mr. Nasir joined the United Enterprises & Co. Ltd. in 2008
Enterprise Development Facility (a sister concern of IMF) in as a Management Trainee and was thereafter appointed as
Dhaka and has also worked as a marketing representative at its Associate Director in 2009. As a young entrepreneur,
Bank West, New South Wales, Australia. Mr. Nasir was deeply involved with business affairs of the
Since his introduction to the Group, he has been avidly Group and his keen sense of professionalism led to his
involved in developing the Group’s construction sector appointment as the Director of United Group in 2013. He
alongside the first generation directors. He is in charge currently oversees the administration unit and the land
of supervising all the construction projects of the Group, division of the Group. He is also involved in overseeing the
namely IPCO hotels, United City Condominium Complex, day to day operation of the Singapore Trading arm of the
United City IT Park among others. Mr. Malik’s knack for Group, United Energy Trading Pte. Ltd., United Land Port
providing creative solutions led to the birth of Unimart Ltd., Teknaf Ltd., United Tank Terminal Ltd. and United Shipping
From the early stages of its inception in 2013, he has led & Logistics Services Ltd. in the capacity of its Managing
the noteworthy growth of Unimart in the capacity of its Director.
Managing Director. Mr. Nasir is one of the Directors of all the corporate entities
Mr. Malik is one of the Directors of all the corporate entities under United Group, notably United Enterprises & Co. Ltd.,
under United Group, notably United Enterprises & Co. Ltd., United Anwara Power Ltd., United Hospital Ltd., Neptune
United Anwara Power Ltd., IPCO Developments Ltd., United Land Development Ltd. etc. In addition to this, he is also
Hospital Ltd., United Property Solution Ltd. etc. In addition a member of the Board of Trustees of United International
to this, he is also a member of the Board of Trustees of University and an active member of Trustees of United Trust,
United International University and an active member of a CSR organization of the Group.
Trustees of United Trust, a CSR organization of the Group.

FAHAD KHAN WASEKUL AZAD

Director Director
Mr. Fahad Khan, born in 1988, completed his graduation in Mr. Wasekul Azad was born in 1985 in Dhaka. After
Economics and Business from University of Sheffield, UK in completion of his schooling in Bangladesh, he went to
2009. He has been serving as an Associate Director in the United Kingom for higher studies. There he completed his
Board of United Group since 2009. As a young entrepreneur, Bachelor in Sciene in Business Management from University
Mr. Fahad has displayed passion towards the tasks of Essex in 2009. He came to Bangladesh and completed
assigned to him and motivated to deliver accordingly. Mr. his Masters in Business Administration in 2011 from United
Fahad has been playing a dynamic role in the growth of the International University.
Group by demonstrating his entrepreneurial capability while He joined United Group as its Associate Director upon his
performing various assigned responsibilities in the Group. return to Bangladesh after completion of his graduation.
He has been involved with the Hospital since its early He simultaneously served his responsibilities as the
days and has played a noteworthy role in its decade long Associate Director of the Group while pursuing his Masters.
journey. Mr. Fahad has helped the Group further broaden its Mr. Wasekul oversees the day to day operation of United
business portfolio through the initiation of United Pharma Polymer Ltd., a value based manufacturing unit of United
and Healthcare Ltd. with the brand name Wellbeing and Group, focused on innovating, manufacturing and marketing
through sourcing and supply of medical items, Dhaka of polyethylene (PET) products. He is also looking after
Indenting Ltd. the construction of the real estate projects at United City,
Mr. Fahad is also a member of the Board of Trustees of Dhaka. In addition to his present responsibilities he is also
United International University and an active member of a Director in the board of United Hospital Ltd, a member of
Trustees of United Trust, a CSR organization of the Group. the Board of Trustees of United International University and
an active member of United Trust.

NIZAMUDDIN HASAN RASHID KHONDAKER ZAYED AHSAN

Director Director
Mr. Nizamuddin Hasan Rashid, born in 1990, is one of the Khondaker Zayed Ahsan is an Associate Director at
youngest second generation member of United Group. After United Group. He joined the company in January 2019
completion of his schooling he joined United International as a Management Trainee. He has been overseeing the
University in the department of Electrical & Electronics implementation of some of the key initiatives within United
Engineering. Upon completion of his graduation he joined Property Solutions Ltd., United Lube Oil Ltd. and United
United Group as Management Trainee, working closely with Trust.
the Chairman of United Group. After successful completion of his internship, he joined as
Mr. Nizam’s strong business acumen and adaptability has an Associate Director of United Enterprises & Co. Ltd. In his
been complemented by the multifarious business portfolio new role he is now actively driving the sales based concerns
of United Group. He was appointed as the Director of United of the Group namely United Lube Oil Ltd. and United
Power Generation & Distribution Company Ltd. and United Sulpho-Chemical Ltd.
Hospital Ltd shortly after his appointment to the Group. Mr. Ahsan holds a Bachelor’s degree in Economics from
In addition, he has also been appointed as the Managing the prestigious Stony Brook University in New York. While
Director of United Group’s Tea Division, a recent business enrolled in Stony Brook University, he was an active
venture of the Group. member of the student community, serving on the board of
multiple student associations. Upon graduation, he joined
Broder- Mansoor Inc, a renowned wealth management
company based in New York City, where he gained valuable
experience and exposure working with high net- worth
clientele.
Mr. Ahsan is passionate about growing the business
coverage of the group and working in several long and
short term projects. He is an energetic and target oriented
personality. He is helping to bring energy and dynamism
in the organization. He is a great believer of team work
and dreams to achieve lots of milestone as a member of
management team.

LT. GEN. SINA IBN JAMALI, awc, psc (Retd.) DR. MUHAMMAD FOUZUL KABIR KHAN
Independent Director Independent Director
Lt Gen Sina Ibn Jamali, AWC, psc (Retd) studied at Mirzapur Dr. Khan is a distinguished Economist with over 35 years
Cadet College and was commissioned in Bangladesh Army of experience in civil service, tax and regulatory matters,
(Infantry) in May 1977. Besides other coveted appointments, infrastructure financing, energy policy, renewable energy and
he commanded two Infantry Battalions and an Infantry various advisory services. He has worked in Bangladesh,
Brigade involved in counter insurgency operations in United States, Singapore, Indonesia, Papua New Guinea
Chittagong Hill-Tracts. He held the appointments of Director and most recently South Sudan.
Military Operations, Adjutant General, Bangladesh Army, Dr. Khan is the founder CEO and a former Director of
General Officer Commanding of 24 Infantry Division, Infrastructure Development Company Ltd. (IDCOL), the
Chittagong and the Chief of General Staff in Army largest infrastructure finance company of Bangladesh. He
Headquarters. is also a former professor of Economics and Finance at the
He holds the Masters of Defense Studies (MDS) and is a School of Business, North South University.
graduate of Defense Services Command and Staff College, He served as the Secretary of the Power Division, Ministry of
Mirpur, ‘Staff College’ Quetta, Pakistan and ‘Army War Power, Energy and Mineral Resources of the Government of
College’ of USA. He held the honor of being the Colonel Bangladesh from 2007-2008. During his tenure as Secretary,
Commandant of ‘Corps of Military Police’ of Bangladesh he is credited for the turnaround of the power sector in
Army and the Commandant of National Defense College. Bangladesh through generation capacity addition, expansion
He served as an ‘Observer’ in the United Nation’s Iraq- of transmission and distribution networks and implementing
Iran Military Observer Group (UNIIMOG) in 1988, the first institutional and policy reforms.He was a Policy Expert to the
Bangladeshi UN Deployment. His other experiences include World Bank to assess the Capacity Building Needs in Energy
serving as the President, Bangladesh Cricket Board, Sector as well as develop an Electricity Sector Strategy Note
Chairman, SenaKallyanSangstha, Sena Hotel Development for South Sudan and conducted Bangladesh Off-grid Energy
Ltd, Governing Body of Cadet Colleges, Army Welfare Sector study for International Finance Corporation (IFC).
Trust and Central Coordination Committee of Cantonment
Public Schools & Colleges. He also rendered his services Dr. M. Fouzul Khan received his PhD in Economics in 1989
as the Vice Chairman, Trust Bank Limited and Senior Vice from Boston University, USA. He has also taught as part and
President, Bhatiary Golf and Country Club, Chittagong. full-time faculty at University of Massachusetts at Boston,
Currently, he is serving as the Corporate Adviser at Radiant National University of Singapore, North South University,
Pharmaceuticals Ltd, MD & CEO of Radiant Nutraceuticals BRAC University in Bangladesh.
Ltd, Radiant Distribution Ltd. and Pharmacil Ltd. Earlier, he served at the National Board of Revenue and
was involved in design and implementation of tax and tariff
reform in the early nineties.

PROFESSOR MOHAMMAD MUSA, PhD.

Independent Director
Professor Mohammad Musa teaches finance courses in

the School of Business at United International University
(UIU). He teaches portfolio management & security analysis
and corporate finance. His research interest is in market
micro-structure, investments and capital markets. He has
published a good number of articles on capital market
efficiency and market micro-structure in professional
academic journals in home and abroad.
He earned his MBA from Institute of Business Administration
(IBA), University of Dhaka and from University of Wisconsin,
Madison, USA before completing his Ph. D. (Major: Finance,
Minor: Business Statistics) from the University of Wisconsin,
Milwaukee in 1995. He started his teaching career as a
Lecturer at the IBA, Dhaka University in 1985. He worked
as Research Director at Center for Research in Business,
Economics and Technology at East West University and as
Director, Institute of Business and Economic Research at
UIU. Under his watch, the MBA curriculum of North South
University and the Executive MBA curriculum of East West
University were prepared.
Dr. Musa’s involvement with the Capital Markets of
Bangladesh goes back to 1998 when he started working
as Research Advisor to Swadesh Investment Management
Limited (SIML), a local merchant bank. He was founder
Convener of Bangladesh Merchant Bankers Association
(BMBA) and led the organization for about 3 years. He is
keen to see Bangladesh Capital Markets to grow big and run
efficiently.
Professor Musa acted as the Chairman of the Board of
Directors (BOD) of SIML for about 2 years. He was in the
Board of Central Depository Bangladesh Limited (CDBL) for
two years. He acted as an Independent Director of in the
Board of Dhaka Power Development Company (DPDC) for
about one year.

OUR DIRECTORS IN OTHER BOARD
General Md. Abdul Mubeen (Retd.)
Dr. Muhammad Fouzul Kabir Khan

Khandaker Moinul Ahsan Shamim
Lt. Gen. Sina Ibn Jamali (Retd)
Prof. Dr. Mohammad Musa

Nizamuddin Hasan Rashid
Nasiruddin Akhter Rashid
Moinuddin Hasan Rashid

Khondaker Zayed Ahsan
Hasan Mahmood Raja
Ahmed Ismail Hossain

Akhter Mahmud Rana
Faridur Rahman Khan

Name of the Companies
Md. Abul Hossain

Abul Kalam Azad
Wasekul Azad
Fahad Khan
1 United Enterprises & Co. Ltd. - - - - - - - √ √ - - - - √ - - - -
2 United Ashuganj Energy Ltd. - - - - - √ - - - - - - - √ - - - -
3 United Anwara Power Ltd. - - - √ - √ √ √ √ - - - - √ - - - -
4 Khulna Power Company Ltd. - √ √ √ √ √ √ - - - - - - √ - √ √ -
5 United Jamalpur Power Ltd. - √ - √ - √ √ √ √ - - - - √ - - - -
6 United Mymensingh Power Ltd. - √ - √ - √ √ √ √ - - - - √ - - - -
7 United Energy Ltd. - √ - √ √ √ √ √ - - - - - √ - - - -
8 United Engineering & Power Services Ltd. - - - - - - - - - - - - - √ - - - -
9 United Hospital Limited - √ √ √ √ √ √ √ √ √ √ - - √ - - - -
10 United Chattogram Hospital Ltd. - √ - √ - √ √ √ √ - - - - √ - - - -
11 United International University - √ - - - - - - - - - - - - - - - -
12 Leviathan Global BD Ltd. - √ - - - - - √ √ - - - - √ - - - -
13 United Chattogram Power Ltd. - √ - √ - √ √ √ √ - - - - √ - - - -
14 United Payra Power Ltd. - - - - - - - √ √ √ - - - √ - - - -
15 United Trust - √ √ √ √ √ √ √ √ √ √ - - √ - - - -
16 United City Twin Tower Developers Ltd. - - - √ √ √ √ √ - - - - - √ - - - -
17 Neptune Commercial Ltd. - - - √ - √ √ √ √ - - - - √ - - - -
18 Neptune Land Development Ltd. - - - √ - √ √ √ √ - - - - √ - - - -
19 United Purbachal Land Ltd. - √ √ √ √ √ √ - - - - - - √ - - - -
20 United Property Solutions Ltd. - - - √ - √ √ √ √ - - - - √ - - - -
21 Unimart Limited - - - √ - √ √ √ √ - - - - √ - - - -
22 United Elevator World Ltd. - - - √ - √ √ √ √ - - - - √ - - - -
23 United Land Port Teknaf Ltd. - - √ √ √ - √ √ √ - - - - √ - - - -
24 United Lube Oil Ltd. - - - √ - √ √ √ √ - - - - √ - - - -
25 United Makkah Madina Travel and Assistance Co. Ltd - √ - √ √ √ √ √ - - - - - √ - - - -
26 United Polymers Ltd. - - - √ √ √ √ √ - - - - - √ - - - -
27 United Shipping and Logistic Services Ltd. - - - √ - √ √ √ √ - - - - √ - - - -
28 United Securities Ltd. - √ √ √ - √ √ √ √ - - - - √ - - - -
29 UG Security Services Ltd. - - - - - - - - √ - √ - - - - - - -
30 United Pharma & Healthcare Ltd - - - √ - - - - - √ - - - - - - - -
31 Gunze United Limited - - - - - - - √ √ - - - - √ - - - -
32 Comilla Spinning Mills Ltd. - √ √ √ √ √ √ √ √ - - - - √ - - - -
33 United Tank Terminal Ltd. - - - √ √ √ √ √ √ - - - - √ - - - -
34 Radiant Nutraceuticals Ltd. - - - - - - - - - - - - - - - √ - -
35 Radiant Distribution Ltd. - - - - - - - - - - - - - - - √ - -
36 Pharmacil Ltd. - - - - - - - - - - - - - - - √ - -
37 Radiant Pharmaceuticals Ltd. - - - - - - - - - - - - - - - √ - -
38 Moulvi Tea Company (Private) Ltd. - √ - √ - √ √ √ - - - √ - √ - - - -
39 Airport Hotels Ltd. - √ - √ - - √ √ √ √ - - - √ - - - -
40 United LPG Ltd. - - - √ - - √ √ √ √ - - - √ - - - -
41 United Sulpho-Chemicals Ltd. - √ √ √ √ √ √ - - - - - - √ - - - -

Directors’ Report
to the Shareholders
FOR THE YEAR ENDING 30 JUNE 2020

DIRECTORS’ REPORT (CONT.)
Honorable Shareholders,
T
as mitigation measures are anticipated to weigh heavily on activity.
he Board of Directors of UNITED POWER GENERATION Growth in Bangladesh (1.6% in FY 2019/20) and Nepal (1.8% in
& DISTRIBUTION COMPANY LTD (UPGDCL), also FY 2019/20) is expected to decelerate markedly due to pandemic-
referred to as the “company” in the Report hereafter, have related disruptions including mitigation measures and sharp falls
the pleasure in submitting the Directors’ Report and the Audited in exports and remittance inflows.
Financial Statements of the company for the financial year ending
30 June 2020. GLOBAL TRADE
Last quarter of the year was marked by the coronavirus (COVID-19), World trade was already been slowing down prior to the COVID-19
an unprecedented and unanticipated global scenario. Economy pandemic, the economic and social disruptions brought by
and business suffered side by side the society as a whole. UPGDCL COVID-19 are resulting in a dramatic decline in trade. The value of
as a business unit and linked to the economy, was no exception international trade in goods has declined by about 5 percent in Q1
in this case. During the lockdown period the country’s EPZs, 2020 and is expected to decline further by 27 percent in Q2 2020.
more specifically DEPZ and CEPZ both experienced closure and A Steep Downturn in Global Trade in Goods Leading indicators,
economic activity disruptions in different forms. Overall financial such as the Purchasing Manager Indices (PMIs), also signal
results reflected the impact of Covid 19 which remains a growing further deterioration of international trade in the second quarter.
reality in the near future as well. While PMIs tracking international trade indicate that the pace of
contraction has slowed in May, they have remained well below the
GLOBAL ECONOMIC OUTLOOK 50 points benchmark.1 International trade is likely to remain below
the levels observed in 2019 in the second half of the year. The
The coronavirus (COVID-19), which has emerged as a global
magnitude of which will be dependent upon not only additional
pandemic, poses a major risk to a global economy. Protecting
economic disruptions brought by the COVID-19 pandemic but
lives and allowing health care systems to cope with, have required
also on the type and extent of policies that countries will adopt to
quarantine, isolation, lockdown etc. which in turn has severely
restart their economies. Assuming persisting uncertainty, UNCTAD
limited economic activity. As a result of the pandemic, the global
expects a decline of around 20 per cent for the year 2020. This is
economy is anticipated to contract significantly more than during
in line with World Trade Organization (WTO) which expects that the
the 2008-09 financial crises.
decline in international trade will be between 13 and 32 percent.
The IMF report indicated that the global big four, the US, China, European Commission expects that EU27 trade will decline by
the Eurozone, and Japan would not see any improvement in 10-16 percent in 2020. The wide range of estimates is a sign of
their growth rates over the next five years. The OECD Interim the still high uncertainty about the possibility of any economic
Economic Outlook made projections for these economies where recovery in the second half of the year.
the estimated growth rates for 2019 and 2020 for these countries/
zone are as follows: the US at 2.4 per cent and 2.0 per cent FINANCIAL MARKET
respectively, down by 0.4 percentage point, the Eurozone at 1.1
per cent and 1.0 per cent respectively, down by 0.1 percentage More importantly, the current global economic environment
point, China at 6.1 per cent and 5.7 per cent respectively down creates policy uncertainty that flows on to weigh on risk sentiment
by 0.4 percentage point and Japan at 1.0 and 0.6 respectively in financial markets negatively impacting on the future growth
down by 0.4 percentage point. The OECD report further added prospects. Still uncertainty persists about the exact nature and
that the global economic outlook had become increasingly fragile timing of Brexit which further adds to uncertainty, hence uncertainty
and uncertain. It also observed that GDP (gross domestic point) about European and British economic growth prospects. In fact,
growth was subdued and global trade was contracting. the IMF indicated that the US-China trade conflict would cause
a decline in Global GDP by 0.8 per cent in 2020. In addition,
GDP in the South Asia region is projected to contract by 2.7% in rising levels of debt have made the global financial system more
2020 as pandemic mitigation measures hinder consumption and vulnerable to financial market stress. Since the global financial
services activity and uncertainty about the course of the pandemic crisis, global debt has risen to 230 percent of GDP, with EMDE
chills private investment. In India, growth is estimated to have debt reaching a historic high of 170 percent of GDP by 2019 (Figure
slowed to 4.2% in FY 2019/20, which ended in March 2020. Output 1.15.A). In almost 40 percent of EMDEs, government debt is now
is projected to contract by 3.2% in FY 2020/21, when the impact at least 20 percentage points of GDP higher than it was in 2007
of the pandemic will largely hit. Pakistan (-2.6% in FY 2019/20) and (Kose et al. 2020). In addition, more than a quarter of corporate
Afghanistan (-5.5%) are both projected to experience contractions, debt in the average EMDE is denominated in foreign currency.

COMMODITY MARKET
Commodity prices fell sharply in the first half of 2020, owing to a collapse in demand resulting from the COVID-19 pandemic. The fall was
greatest in oil prices, partly reflecting weaker demand for transport and travel. A renewed OPEC+ agreement in April proved insufficient
to bolster prices, which have fallen more than in previous major events. The decline in demand expected for 2020 is unprecedented by
historical standards.
OUTLOOK 2020
The June 2020 Global Economic Prospects describes both the immediate and near-term outlook for the impact of the pandemic and
the long-term damage it has dealt to prospects for growth. The baseline forecast envisions a 5.2 percent contraction in global GDP in
2020, using market exchange rate weights—the deepest global recession in decades, despite the extraordinary efforts of governments to
counter the downturn with fiscal and monetary policy support. Over the longer horizon, the deep recessions triggered by the pandemic are
expected to leave lasting scars through lower investment, an erosion of human capital through lost work and schooling, and fragmentation
of global trade and supply linkage.
Emerging market and developing economies will be buffeted by economic headwinds from multiple quarters: pressure on weak health
care systems, loss of trade and tourism, dwindling remittances, subdued capital flows, and tight financial conditions amid mounting
debt. Exporters of energy or industrial commodities will be particularly hard hit. The pandemic and efforts to contain it have triggered an
unprecedented collapse in oil demand and a crash in oil prices. Demand for metals and transport-related commodities such as rubber and
platinum used for vehicle parts has also tumbled. While agriculture markets are well supplied globally, trade restrictions and supply chain
disruptions could yet raise food security issues in some places.
BANGLADESH ECONOMIC OUTLOOK:

Country Overview Bangladesh, the next
AREA POPULATION China
148,460 km 164 million (2020)
GDP PER CAPITA GDP GROWTH RATE MCKINSEY & COMPANY
US$ 1,970 (FY2019-20) 8.15% (2020)
GNI PER CAPITA (PPP) COUNTRY STATUS
US$ 2,064 (FY2019-20) Lower Middle-Income Country (2015)
Source: Bangladesh Economic Review, 2020
Macroeconomic Overview: Bangladesh 2019-20
Economic growth slowed to 5.34 percent in FY2019-20,
according to the provisional estimates of Bangladesh
Bureau of Statistics (BBS), which is the lowest since
FY2008-09. As per final estimate GDP growth was 8.15
percent in FY 2019-20. According to the provisional
estimate of BBS, the growth of agriculture sector has
slowed to 3.11 percent in FY2019-20, from 3.92 percent in
FY2018-19. During the same period, industry sector grew
by 6.48 percent, which was 12.67 percent in previous
fiscal year. The service sector grew by 5.32 percent in
FY2019-20 compared to 6.78 percent in the previous fiscal
year. The contribution of agricultural, industry and service
sectors reached at 13.35 percent, 35.36 percent and
51.30 percent respectively in FY2019-20 against 13.65
percent, 35.00 percent and 51.35 percent respectively in
the previous fiscal year.
Source: Trading Economics

The gross investment stood at 31.75 percent of GDP in FY2019-20, which was 31.57 percent of
GDP in the previous fiscal year. Of this, public investment and private investment accounted for
8.12 percent and 23.63 percent of GDP, respectively, up from 8.03 percent and 23.54 percent of
GDP in the previous fiscal year. In FY2019-20, the inflation rate stood at 5.65 percent, which is Bangladesh will be the
slightly higher than the target (5.50%). In this case, food inflation increased to 5.56 percent and
nonfood inflation stood at 5.85 percent. The Coronavirus (COVID-19) pandemic has slowed global 12th economic power
economic activity and reduced inflation globally. However, the pandemic could ignite world food
production and cause disruption in supply chain. Therefore, food inflation is likely to increase in of the world in 2050
the coming months.
According to the revised budget, the total expenditure target for FY2019-20 has been set at Tk. USB
5,01,577 crore, which is 17.88 percent of GDP. Of this, operating expenditure is Tk. 2,95,280 crore
(10.52% of GDP) and development expenditure is Tk. 2,02,349 crore (7.21% of GDP). Annual
Development Programme (ADP) allocation is Tk. 1,92,921 crore (6.88% of GDP) of the total development budget.
With a view to ensuring the adequate liquidity in the financial system to tackle the impending financial crisis stemming the from outbreak of
the COVID-19 pandemic, Bangladesh Bank reduced the repo rate from 6 percent to 5.25 percent. The Cash Reserve Requirement (CRR)
was initially reduced from 5 percent to 4.5 percent (daily-basis) and from 5.5 percent to 5 percent (bi-weekly basis), with a further reduction
to 4 percent and 3.5 percent, respectively, from 15 April 2020. Bangladesh Bank has also raised the advance-deposit ratio (ADR) and
investment-deposit ratio (IDR) by 2 percent to 87 percent and 92 percent respectively to facilitate credit to the private sector and improve
liquidity in the banking system.
At the end of FY2019-20, the growth of private sector credit stood at 8.61 percent, compared to 11.32 percent in the previous fiscal year.
Electricity Foreign
Generation Exchange Economic
Capacity Reserve Outlook
+376%
4.9 GW (‘09) to 23.5 GW (’20)
USD 39.1 billion
Historically Largest (’20)
Stable
Fitch, Moody’s, S&P
The net credit to the government increased by 55.51 percent at the end of June, 2020 compared to 19.37 percent increase in same period
of previous fiscal year. Initiatives have been taken to rationalize the interest/profit rate of loans/investments with a view to creating an
industry and business friendly environment for the industrial, business and service organizations. Bangladesh Bank issued a circular on
fixing the interest rate on loans at a maximum of 9 percent (except credit card).
World trade has slowed since the beginning of 2020 due to trade disputes between the United States
and China, falling oil prices and declining revenue in the oil producing countries. The economic
activities came to stagnant due to the COVID-19 pandemic, which also affected country’s foreign
trade. Total export earnings in FY2019-20 stood at US$ 33,674.09 million, down 16.93 percent Low cost and high
from the previous fiscal year. Similarly, imports in FY2019-20 stood at US$ 54,784.70 million,
down 8.56 percent over the previous fiscal year. The export sector is expected to rebound once return manufacturing
destination in Asia
the Corona crisis is resolved. The government has taken several steps as an incentive in the export
sector. The size of the Export Development Fund (EDF) has already been increased from US$ 350
million to US$ 500 million and interest rate has been reduced to 2 percent.
JETRO

INVESTMENT CLIMATE
“The Next Eleven - Considering industrialization or industrial sector as the most important sector, Industrial Policy,
2016, was announced to speed up the pace of industrialization in the country and inclusive
Bangladesh among industrial growth through generation of productive employment to create new entrepreneurs,
mainstreaming women in the industrialization process and international market linkage creation.
the 11 nations, In order to implement these goals and objectives, proper strategies are outlined in the industrial
policy. Small and Medium Enterprises (SMEs) are considered as a potential sector for solving
have high economic unemployment problem through new employment generation. Total outstanding loan in SME
sector at the end of 2019 is Tk. 2,19,293.97 crore. In 2019, Banks and NBFIs altogether have
potential” disbursed an amount of Tk. 1,67,970.67 crore against 774,122 SMEs. On the other hand, 56,706
women led SME enterprises received financing of Tk. 6,108.99 crore in 2019.
Bangladesh Export Processing Zones Authority (BEPZA) has been engaged in attracting and
GOLDMAN SACHS facilitating foreign and local investment in the Export Processing Zones of the country. As of
February 2020, 474 enterprises are in operation and 83 enterprises are under construction. As of
February 2020, the amount of cumulative investment in the EPZs is US$ 5,226.40 million. Up to
February 2020, a total of 5,01,355 Bangladeshi nationals have been employed in the enterprises
in the EPZs, out of which 66 percent are female.
The gross investment stood at 31.75 percent of GDP in FY2019-20, which was 31.57 percent of
GDP in the previous fiscal year. Of this, public investment and private investment accounted for 8.12 percent and 23.63 percent of GDP,
respectively, up from 8.03 percent and 23.54 percent of GDP in the previous fiscal year.
GLOBAL OUTLOOK ON BANGLADESH

FDI INFLOW
In the first nine months of FY2019-20 (July-March, 2020), the country’s manpower exports stood at 5.31 lakh people, which is 2.73 percent
more than the same period of the previous fiscal year. From April 2020 to June 2020, manpower exports were virtually closed. In FY2019-
20, remittance inflows stood at US$ 18,205.01 million, an increase of 10.87 percent over the previous fiscal year due to introduction of 2
percent incentives on remittances sent by NRBS.
During this period, the current account balance decreased as remittance flows increased. The current account deficit stood at US$ 4,849
million, compared to US$ 5,102 million in the previous fiscal year. On the other hand, due to increase inflow in capital and financial account,
the overall balance of payments increased from US$ 179 million in FY2018-19 to US$ 3,655 million in FY2019-20.
The surplus in the overall balance helped maintain the foreign exchange reserve up. On 30 June 2020, the foreign exchange reserves
reached US$ 36.04 billion which was US$ 32.72 billion 30 June 2019. On October 8, 2020, our foreign exchange reserve reached the
record level of US$ 40 billion. In FY2019-20, the exchange rate of Taka against US$ remained stable.

BANGLADESH’S MARKET CAPITALIZATION: % OF GDP IN 2020
POWER SECTOR SCENARIO IN BANGLADESH

Bangladesh has made significant progress in developing its power sector, primarily through increasing the power generation capacity and
by increasing the population’s access to electricity. This progress has been achieved through a strategy that combined public and private
sector investment, engaging in power trade with India and improving sector efficiency by sharply reducing transmission and distribution
losses. It may be particularly mentioned that the recent years have seen the policy and institutional support being geared up to help
leverage private investments alongside public investments in energy and power sector. The financing strategy emphasized both public
funding as well as financing based on public-private-partnership (PPP).
COUNTRY/REGION OVERALL INFRASTRUCTURE SCORE ELECTRICITY
Bangladesh 2.9 2.9

India 4.2 3.5
China 4.7 4.3
Cambodia 3.1 3.4
Myanmar 2.1 2.8
Pakistan 3.0 2.5
Sri Lanka 3.8 3.9
Thailand 4.7 4.8
Source: World Economic Forum, the Global Competitiveness Report 2017-2018, cited in 7th 5 year Plan, Bangladesh
The Global Competitive Index (GCI) published by WEF shows that Bangladesh made progress in improving its overall infrastructure
performance, the progress being largely contributed by the marked development in power sector.
YEAR OVERALL INFRASTRUCTURE SCORE ELECTRICITY
2017 - 18 2.9 2.9

2014 - 15 2.8 2.5
2009 - 10 2.4 1.8
Source: World Economic Forum, the Global Competitiveness Reports 2009-10, 2014-2015 & 2017-18 cited in 7th 5 year Plan, Bangladesh

A SUCCESS STORY
From the beginning of 2009 to September 2020, the total installed capacity has increased from 4,942 MW to 20,383 MW (including
captive power). This is a massive increase in installed capacity within a period of less than a decade. The population’s access to electricity
increased from 47% to 97%, per capita electricity generation also increased from 220 kWh to 512 kWh. Transmission and distribution
losses have reduced from 18.2% to 11.96%. These statistics put forward a subtle improvement in electricity production, distribution and
generation during the years.
FUTURE PLAN
Bangladesh is one of the fastest growing economies in the world. As per the latest forecast of the Asian Development Bank, the Bangladesh
economy will grow at 8 percent this fiscal year, which would be the highest in Asia. The forecast is close to the government target of 8.2
percent growth in fiscal year 2019-20. Last fiscal year, Bangladesh pulled off 8.13 percent GDP growth.
The latest version of the Power System Master Plan, PSMP 2016 aims to create a well-balanced power generation environment that
maximizes the respective advantages of different types of power generation methods, including nuclear power, thermal power, hydropower
generation and power imports from neighboring countries, from the comprehensive perspective of stable supply, or energy security,
environmental performance and economic security
Despite a weaker global growth, favorable trade prospects continue in Bangladesh. On the supply side, higher expansion in industry and
services has lifted the robust growth. A steady and available source of electricity has ensured that Bangladesh economy is able to hold
onto its momentum.
The performance of Bangladesh’s power sector has been impressive due to the progressive efforts of policymakers, support from
developing partners and effective project implementation by public and private developers. The growth in terms of capacity addition in the
last 10 years has been remarkable, from around 4.5 GW in 2007-08 to 20 GW by October 2018. Bringing this target to fruition, investment
of about US$ 21 billion during 2017-21, US$ 24 billion during 2022-31 and US$ 10 billion during 2032-41 will be required. Bangladesh has
the potential and capacity to absorb the investment and ensure the return for the investors.
However, further steps need to be taken to match the demand-supply gap of electricity in a sustainable way and this match the pace
of economic growth of the country. Massive capacity enhancement and expansion projects of the power sector are being undertaken.
It has been planned to increase the installed capacity to 36 GW by 2025 and about 8,000 km of new transmission lines and 1,20,000
km of distribution lines have also been planned to be constructed by 2020. In accordance with the recent Power System Master Plan,
Bangladesh aims to add 2 GW renewable energy (RE) projects in the long term.
Bangladesh power sector is no longer heavily reliant upon Gas as fuel source. In 2010, about 84% of power installed capacity was gas
based while about 8% was fuel oil based. As gas reserves are depleting in an unspecific manner the fuel mix proportion has reshuffled and
in 2019 about 57.37% of the installed capacity is dependent upon natural gas as fuel source and 25.16% upon furnace oil. The introduction
of Coal based power plants and the Nuclear power plant at Rooppur will diversify the fuel mix proportion even more.
The government has started introducing imported coal as new reliable fuel source as 100MW of electricity was generated and added to the
national grid in January, 2020 by the first unit of Payra’s 1,320MW coal fired power plant as a test run. About 60% work of the 1,320 MW
Rampal power plant in Rampal Upazila of Bagerhat has been completed and is expected to start test run in December, 2020 according to
officials. Another 1,200 MW coal fired power plant is under construction in Matarbari, Coxs Bazar district, financed by Japan International
Cooperation Agency (JICA) and Implementation by Coal Power Generation Company Bangladesh Limited (CPGCBL), about 30% of the
project has been completed so far. There are also plans to add another 1,200 MW unit as Phase 2 at Matarbari.
Country’s first NPP is under construction at Rooppur which will have total capacity of 2,400 MW and two units of 1,200 MW. The reactors
are of Russian Design and VVER-1200 model. The government and IAEA have plans to go into full capacity production by 2023 and 2024.
Government is continuing on its efforts to increase the proportion of renewable energy based power generation in its fuel mix. Scalable
power generation through renewable energy is especially important to meet the demand in areas where grid supply is not immediately
possible. Bangladesh boasts having the fastest growing Solar Home System (SHS) in the world with about 4 million SHSs already installed
having about 18 million beneficiaries (about 11% of the country’s total population). Bangladesh’s Nationally Determined Contribution (NDC)
speaks of producing 10% of its electricity from renewable sources by 2020, a target the country aspires to achieve, in part, by developing
a 400-megawatt wind power generation capacity and adding 1000 megawatts of utility-scale solar capacity by 2030.
To continue on its journey of economic growth and thus achieving the developed nation status by 2041, Bangladesh will need to develop the
requisite infrastructure to feed the electricity load demand. The number of power plants rose to about 138 with combined power generation
capacity of 23,548 MW including 2,800 MW captive generation and 365 MW through renewable energy. The access to electricity has
increased to 97%. The maximum demand served so far is 12,892 MW (as of 06 Sep 2020). Bangladesh government has taken aggressive

measures to mitigate this demand - supply. The country’s recent achievements in economic growth and success at maintaining that growth
bears testimony to these efforts
KEY STATISTICS
Table 1: Power Sector Snapshot
PARTICULARS UNIT BEGINNING OF 2009 PRESENT STATUS % PROGRESS

Installed Generation Capacity MW 4,942 20,383
(including captive generation) (as of August 2020)
Maximum Generation MW 4,130 12,892 212%
(on 18 September 2009) (on 6 September 2020)
Access to Electricity % 47 97 106%
(including renewable)
Per Capita Electricity Generation kWh 220 512 132%
Number of Consumers Lacs 108 379 250%
Total Length of Transmission Line ckt. km. 7,991 12,293 54%
Total Length of Distribution Line Thousand km. 260.4 582 123%
Total System Loss (T&D) % 18.2 11.96 (34%)
Source: Bangladesh Power Development Board
Chart 1: Year-wise Increase in Generation

Table 2: Public-Private Mix
YEAR 2020 2021 2022 2023 2024 2025 TOTAL
Public Sector (MW) 2,456 2,139 981 3,621 2,400 1,975 13,572
Private Sector (MW) 1,063 150 3,109 757 590 1,240 6,909
Power Import (MW) 0 0 1496 0 0 0 1,496
Total (MW) 3,519 2,289 5,586 4,378 2,990 3,215 21,977
Source: Bangladesh Power Development Board
Table 3: Sector-wise Generation
Installed Capacity
%
(MW) SECTORWISE GENERATION Public Sector
Public Sector
BPDB
APSCL
5,498
1,444
28.64%
7.52%
49.53%
EGCB 839 4.37%
NWPGCL 1,395 7.27%
RPCL 182 0.95%
BPDB-RPCL JV 149 0.78%
Sub-total 9,507 49.53%
Private Sector
IPPs 6,689 34.85%
SIPPs (BPDB) 99 0.52%
SIPPs (REB) 251 1.31%
15 year Rental 169 0.88%
3/5 year Rental 1,320 6.88%
Power Import 1,160 6.04% Private Sector
Sub-total
Sub-total (private only)
Grand Total
9,688
8,528
19,195
50.47%
44.43%
100.00%
50.47%
Fuel Mix Proportion - August 2019 Fuel Mix Proportion - Forecasted 2041
RE
Import
Import
Nuclear
Hydro
Biofuel & Waste
Coal
Coal
Diesel
Furnace Oil
Furnace Oil
Natural Gas Including LNG
Natural Gas

OVERALL PERFORMANCE OF THE COMPANY

UPGDCL’s overall performance in the year 2019-20 “remained consistent”, although, the results of the last quarter of the financial year
was impacted by the closure of the DEPZ and CEPZ respectively amid the Covid 19 situation which forced the Government to impose strict
quarantine and lock down of the country.
Total Revenue, Gross Profit and Net Profit at the year-end bore a testimony to the above. Revenue growth was 4 percent lower than last
year and actual electricity production was 1007,546 MWH 1.63 percent lower in the end. Due to rise in tariff of the gas supplied (42 percent)
and also imposition of Demand Charge on the approved gas load resulted over 6 percent higher Cost of Sales which ultimately lowered
the Gross Profit by 9 percent. Ultimate Net Profit of the company was BDT 4,349 million.
Consolidated level financial results for UPGDCL bore the combined impact of Covid-19, closure of operations of 53MW plant under United
Energy Ltd (UEL), a subsidiary of UPGDCL. At the same time, United Ashuganj Energy Ltd (UAEL) which happens to be a subsidiary of
UEL, reported lower adjusted revenue due to the adoption, for the first time, of IFRS 16.
Again, Cost of Sales of all these companies were up due to the imposition of new gas tariff and Demand Charge on the approved load.
But, lower O&M costs mostly in the absence of major engine overhauling resulted in considerable savings which somewhat neutralized the
cost and revenue impacts narrated earlier.
Consolidated Net Profit for the year was BDT 6,079 million and EPS stood at BDT 11.26.
Key operational performance parameters during the period were in line with the results achieved overcoming the challenges thrown out
by the Covid 19 situation.
FINANCIAL PERFORMANCE:
UPGDCL has now under its belt six plants in operation with total generation capacity of 38,72,000 MHW. Total accumulated revenue for
the year was BDT 10,094.03 million. Overall summary of financial performance is presented below –
FINANCIAL HIGHLIGHTS
IN MLN BDT
2019-20 2018-19 2017-18
YEAR
CONSOLIDATED SEPARATE CONSOLIDATED SEPARATE CONSOLIDATED SEPARATE
Revenue 10094.03 6223.16 11253.36 6473.68 11305.49 6144.61
Cost of Sales (4242.26) (2328.67) (4132.34) (2192.60) (4177.01) (1925.80)
Gross Profit 5851.78 3894.49 7121.02 4281.08 7128.48 4218.71

General and administrative expenses (69.45) (54.94) (99.72) (56.42) (154.60) (55.36)
Other income 3.97 3.95 810.97 16.72 783.32 (6.01)
Operating profit 5786.30 3843.50 7832.27 4241.38 7757.20 4157.33
Finance income 524.79 508.26 627.87 562.29 731.85 439.02
Foreign exchange gain/(loss) (40.56) 0.00 (84.03) 0.01 (279.22) -
Finance expense (338.52) (1.52) (495.05) - (461.80) -
Profit before tax 5932.01 4350.24 7881.07 4803.68 7748.03 4596.36
Income tax expense 146.78 (1.47) (26.04) - (103.17) -
Net Profit 6078.79 4348.77 7855.03 4803.68 7644.86 4596.36
EPS (BDT) 11.26 8.25 14.62 9.12 15.65 11.51

NOCFPS (BDT) 13.25 7.19 14.67 8.86 4.80 10.81
NAV (BDT) 56.64 29.64 57.09 33.21 55.68 40.80
Total Assets 36078 15857 42032 17700 43478 16425
Shareholders’ Equity 29851 15622 30088 17501 26673 16290

Operating Performance (Consolidated)
“28th & 23rd largest

Revenue Gross profit Total Comprehensive Income
12,000.00
10,000.00 economy of World by

2030 & by 2041”
8,000.00
6,000.00
4,000.00
2,000.00
PRICEWATERHOUSECOOPERS
-
2019 -20 2018 -19 2017 - 18
Operating Performance (Separate)
Revenue Gross profit Total Comprehensive Income
7,000.00
6,000.00
5,000.00
4,000.00
3,000.00
2,000.00
1,000.00
-
2019-20 2018-19 2017-18
Consolidated Balance Sheet Data
Shareholders' Equity Total Assets Total Liabilities

50,000.00
Bangladesh one of the

40,000.00
Frontier 5 economies
30,000.00
20,000.00
10,000.00
JP MORGAN
-
2019-20 2018-19 2017-18

FINANCIAL STATEMENTS
Year 2019-20 Financial Statements were audited by A. Qasem & Co., Chartered Accountants, a Member Firm of Ernst & Young Global
Limited.
Financial Statements were prepared conforming to the International Accounting standard (IAS) and International Financial Reporting
Standard (IFRS) on both Separate and Consolidated basis encompassing the results/accounts of the UPGDCL (Separate basis) and
subsidiary companies like United Energy Ltd. (UEL) and Leviathan Global BD Ltd. (LGBDL) respectively.
Auditors opinion as to the Financial Statements for the year 2019-20 were as follows-
Report on the Audit of the Financial Statements
OPINION
We have audited the financial statements of United Power Generation & Distribution Company Ltd. (“the Company’) and
which comprise the consolidated statement of financial position as at 30 June 2020, and the statement of profit or loss and other
comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies.
In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Company as at 30
June 2020, and of its financial performance and its cash flows for the year then ended in accordance with International Financial
Reporting Standards (IFRSs).
REPORT ON THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS
OPINION
We have audited the consolidated financial statements of United Power Generation & Distribution Company Ltd. (“the Group” or
“UPGDCL”) and its subsidiaries (together referred to as the “Group”), which comprise the consolidated statement of financial
position as at 30 June 2020, and the consolidated statement of profit or loss and other comprehensive income, consolidated statement
of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial
statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements give a true and fair view of the consolidated financial position
of the Group as at 30 June 2020, and of its consolidated financial performance and its consolidated cash flows for the year then
ended in accordance with International Financial Reporting Standards (IFRSs).
Honorable Shareholders, it may be mentioned that UPGDCL acquired 99 percent shares in UEL in the year 2018 (13th November) which
have two plants namely 53MW plant at Ashuganj and 28 MW plant at Sylhet, respectively. At present, only 28 MW plant is in operation
while 53 MW plant stopped production on 22nd June, 2019 upon the expiry of the Contract for Supply of Electricity on Rental Basis with
the Bangladesh Power Development Board (BPDB). Company filed an application for extension of the contract for further 5 years and the
negotiation in this respect is under active consideration of the Authorities and at a an advanced stage. Company has provided adequate
disclosures in financial statements in this respect.
The other subsidiary company under UPGDCL, is Leviathan Global BD Ltd (LGBDL) wherein 75 percent shares were acquired on 22nd
June, 2019. The company is expected to be operational by end of the calendar year 2020.

GENERATION PLATFORM
Total generation capacity of the company stands at 484 MW at the consolidated level.
COMMERCIAL OPERATION CAPACITY CAPACITY UTILIZATION

LOCATION CONTRACT EXPIRY
DATE (COD) (MW) IN 2019-20
DEPZ 26 Dec, 2008 Year 2038 86 73%

UPGDCL
CEPZ 12 Aug, 2009 Year 2039 72 88%
Ashuganj 22 Jun, 2011 Extension under negotiation 53 -----
UEL
Sylhet 21 Oct, 2013 Year 2043 28 89%
UAEL Ashuganj 08 May, 2015 Year 2030 195 23%
LGBDL KEPZ Expected Dec,20 Year 2048 50 NA
INSTALLED CAPACITY
PRODUCTION 2019-20 2018-19 2017-18 2016-17

(AMOUNT IN MWH)
UPGDCL (DEPZ) 6,88,000 6,88,000 6,88,000 6,88,000
UPGDCL (CEPZ) 5,76,000 5,76,000 5,76,000 5,76,000
28 MW 2,24,000 2,24,000 2,24,000 2,24,000
UEL
53 MW 4,24,000 4,24,000 4,24,000 4,24,000
UAEL 195 MW 15,60,000 15,60,000 15,60,000 15,60,000
PLANT WISE PRODUCTION

PLANT 2019-20 2018-19 2017-18 2016-17
UPGD(DEPZ) 86 MW 502,742 MWh 531,230 MWh 472,195 MWh 465,232 MWh
UPGD(CEPZ) 72 MW 504,804 MWh 492,726 MWh 468,834 MWh 485,134 MWh
28 MW 199,175 MWh 185,331 MWh 176,765 MWh 145,430 MWh
UEL
53 MW - 80,057 MWh 128,817 MWh 190,074 MWh
UAEL 195 MW 353,284 MWh 424,309 MWh 739,489 MWh 981,767,744 MWh
1,200,000
1,000,000
800,000
MWh
600,000
400,000
200,000
0
28 MW 53 MW 195 MW
UPGDCL (DEPZ) UPGDCL (CEPZ) UAEL
UEL


PLANT WISE SALES

PLANT 2019-20 2018-19 2017-18 2016-17
UPGD (DEPZ) 86 MW 492,137 MWh 519,442 MWh 461,060 MWh 465,232 MWh
UPGD (CEPZ) 72 MW 496,952 MWh 485,063 MWh 461,071 MWh 485,134 MWh
28 MW 193,685 MWh 180,603 MWh 172,822 MWh 142,529 MWh
UEL
53 MW - 76,924 MWh 124,128 MWh 182,965 MWh
UAEL 195 MW 342,066 MWh 410,689 MWh 721,580 MWh 958,713 MWh
1,200,000
1,000,000
800,000
600,000
400,000
200,000
0
28 MW 53 MW 195 MW
UPGDCL (DEPZ) UPGDCL (CEPZ)
UEL UAEL
2019-20 492,137 496,952 193,685 - 342,066
2018-19 519,442 485,063 180,603 76,924 410,689
2017-18 461,060 461,071 172,822 124,128 721,580
2016-17 465,232 485,134 142,529 182,965 958,713
AUXILIARY CONSUMPTION
2019-20 2018-19 2017-18 2016-17
UPGD (DEPZ) 86 MW 2.11% 2.22% 2.36% 2.32%

UPGD (CEPZ) 72 MW 1.56% 1.56% 1.66% 1.69%
28 MW 2.76% 2.40% 2.10% 2.00%
UEL
53 MW - 3.80% 3.60% 3.70%
UAEL 195 MW 3.17% 3.21% 2.42% 2.34%
FUEL CONSUMPTION
All of the power plants of UPGDCL are gas fired. Overall Fuel consumption for the year was as follows-
2019-20 2018-19 2017-18 2016-17
UPGD (DEPZ) 86 MW 0.280 m3/kWh 0.242 m3/kWh 0.287 m3/kWh 0.250 m3/kWh
UPGD (CEPZ) 72 MW 0.236 m3/kWh 0.247 m3/kWh 0.277 m3/kWh 0.255 m3/kWh
28 MW 0.23 m3/kWh 0.245 m3/kWh 0.25 m3/kWh 0.25 m3/kWh
UEL
53 MW - 0.33 m3/kWh 0.31 m3/kWh 0.29 m3/kWh
UAEL 195 MW 0.253 m3/kWh 0.251 m3/kWh 0.245 m3/kWh 0.244 m3/kWh

DIVIDEND FOR THE YEAR 2019-20

The Board of Directors of the company in its 95th meeting held on 28 October 2020 have recommended Cash Dividend @145% per
share of Taka 10/- each and Stock Dividend @10% i.e. 1 (one) Bonus Shares for every 10 (ten) Ordinary Shares of Taka 10/- each held
aggregating in total BDT 8,168,433,350 for the year ended 30 June 2020.
The aforementioned Dividend has been recommended being the ‘final dividend” for the year ended 30 June 2020. Further, to mention that
no Interim Dividend was declared during the year.
Shareholders’ whose name will be appearing in the Shareholders’ Registry as on the Record Date (30 November 2020) shall be eligible to receive the
above Dividends subject to approval by the Shareholders in the 13th Annual General Meeting (AGM) scheduled to be held on 20 December, 2020.
Justifications for Stock Dividend (as per the BSEC Notification dated 20 June 2019): Bonus shares recommended will be utilized for
resource mobilization and implementation of the acquisition of majority shares (99%) of two power plants viz United Anwara Power Ltd
(UAnPL) and United Jamalpur Power Ltd (UJPL) respectively. This particular initiative was disclosed on 15th September 2020.
Overall appropriation of the Distributable Profit for the year was as follows:
AMOUNT (IN BDT)
Total: Available for distribution 830,59,86,678

Appropriations by the Board
Cash Dividend: 145% 764,14,37,650
Stock Dividend: 10% 52,69,95,700
Balance Transferred to R/E 13,75,53,328
Dividend trend of the company was as follows-
PARTICULARS 2019-20 2018-19 2017-18 2016-17
Stock Dividend (%) 10% 10% 20% 10%

Cash Dividend (%) 145% 130% 90% 90%
DIVIDEND PATTERN
Stock (Dividend) Cash (Dividend
145%
130%
90% 90%
10% 10% 20% 10%
2019-20 2018-19 2017-18 2016-17
PARTICULARS 2019-20 2018-19 2017-18 2016-17
EPS 11.26 16.08 11.5 10.46

DPS 15.5 14 11 10
DP Ratio 137.66% 87.06% 95.65% 95.60%

ividend Payout
EPS DPS
18
15
12
9
6
3
0
2019-20 2018-19 2017-18 2016-17
IMPACT OF PANDEMIC
Following the declaration of Covid-19 as a pandemic by World Health Organization (WHO), Government of Bangladesh introduced
restrictive measures affecting the movements of people and goods. Nationwide general holidays were announced from 26 March until
30 June 2020. During the mentioned period electricity demand of BEPZA fell in the month of April only. At the same time BPDB and REB
bought electricity at lower tariff (contractual) from UPGDCL. While, electricity demand from UAEL by BPDB (the sole customer) fell during
the restriction periods. However, due to the continuance of capacity payment and pass through of fuel payment, company’s Revenue and
Gross Profit had reasonably lower impact.
Therefore, there were no material impact on the financial results due to Covid 19 during the reporting period.

5 (FIVE) YEAR FINANCIAL HIGHLIGHTS

Year-wise Financial Review
2019-20 2018-19 2017-18 2016-17 2015-16

Particulars
CONSOLIDATED SEPARATE CONSOLIDATED SEPARATE SEPARATE SEPARATE SEPARATE
Operating Data
Revenue 10,094.03 6,223.16 11,253.34 6,473.67 6,144.61 5,759.24 7,901.37
Operating Expenses -4,242.26 -2,328.67 -4,132.32 -2,192.60 -1,925.89 -1,727.29 -2,445.26
Gross Profit 5,851.78 3,894.49 7,121.02 4,281.07 4,218.72 4,031.95 5,456.11
General and Administrative Expense -69.45 -54.94 -99.35 -56.42 -55.37 -60.79 -140.83
Operating Profit 5,786.30 3,843.50 7,832.65 4,241.39 4,157.34 3,988.04 5,726.00
Financial Expenses 338.52 - -495.42 - - - 165.67
Total Comprehensive Income 6,078.79 4,348.77 7,855.03 4,803.67 4,596.36 4,174.96 5,606.15
Balance Sheet Data (BDT million)

Paid-up Capital 5,269.96 5,269.96 4,790.87 4,790.87 3,992.39 3,629.45 3,629.45
Shareholders’ Equity 29,851.21 15,621.94 30,087.74 17,501.30 16,290.78 14,960.92 12,419.21
Total Debt 4,081.87 - 7,061.77 - - - -
Current Assets 15,140.23 7,807.87 21,590.58 9,428.10 7,874.95 6,451.79 4,063.32
Current Liabilities 2,119.34 209.86 4,881.79 198.46 133.71 131.68 574.03
Total Assets 36,077.57 15,856.95 42,032.01 17,700.46 16,425.19 15,093.30 12,993.24
Total Liabilities 6,226.36 235.01 11,944.27 199.16 134.41 132.38 574.03
Financial Ratios
Current Ratio (Times) 7.14 37.21 4.42 47.51 58.9 48.99 7.08
Debt to Equity Ratio (Times) 0.14 0 0.23 0 0 0 0
Debt to Asset Ratio (Times) 0.11 0 0.17 0 0 0 0
Return on Asset (%) 15.56% 15.02% 26.87% 28.15% 29.17% 29.73% 44.39%
Return on Equity (%) 20.36% 27.84% 26.11% 27.45% 28.21% 27.91% 45.14%
Gross Margin Ratio (%) 57.97% 62.58% 63.28% 66.13% 68.66% 70.01% 69.05%
Net Income Ratio (%) 60.22% 69.88% 69.80% 74.20% 74.80% 72.49% 70.95%
Other Data
Earnings Per Share (Taka) 11.26 8.25 16.08 10.03 11.51 10.46 15.57
Stock Dividend (%) 10% 10% 20% 10% Nil
Cash Dividend (%) 145% 130% 90% 90% 125%
Total no. of shares outstanding 526,995,700 526,995,700 479,087,000 479,087,000 399,239,167 362,944,698 362,944,698
Extra-ordinary gain or loss: as per IAS 1 no extra-ordinary gain or loss has been recognized in the financial statements.

SIGNIFICANT VARIANCE BETWEEN QUARTERLY AND ANNUAL FINANCIAL STATEMENTS:

Variance in Quarterly Financial Statements (Consolidated)
JULY TO SEPTEMBER (Q1) OCTOBER TO DECEMBER (Q2) JANUARY TO MARCH (Q3)
2019 2018 % 2019 2018 % 2020 2019 %
Revenue 2,765,041,135 2,922,089,031 -5.37% 2,665,857,246 2,866,778,402 -7.01% 2,593,471,767 2,679,140,052 -3.20%
Cost of Sales -1,127,240,324 -1,127,284,232 0.00% -1,112,033,980 -923,797,774 20.38% -1,029,320,982 -915,652,043 12.41%
Gross profit 1,637,800,811 1,794,804,799 -8.75% 1,553,823,266 1,942,980,628 -20.03% 1,564,150,785 1,763,488,009 -11.30%
Net Profit 1,647,579,593 1,814,311,142 -9.19% 1,593,780,271 1,947,988,860 -18.18% 1,583,326,611 2,530,052,073 -37.42%
EPS 3.06 3.37 -9.20% 2.95 3.62 -18.51% 2.93 4.72 -37.92%
NOCFPS 3.62 2.71 33.58% 3.29 4.24 -22.41% 4.18 2.62 59.54%
NAV 60.05 57.09 5.18% 51.26 57.09 -10.21% 54.26 57.09 -4.96%
Quarterly Performance
61.00
Full Year
41.00 Quarter 3
Half Yearly
21.00
Quarter 1
1.00
EPS NOCFPS NAV
VARIANCE IN ANNUAL FINANCIAL STATEMENTS:
FOR THE YEAR ENDED
‘30 JUNE 2020 ‘30 JUNE 2019 %
Revenue 10,094,032,945 11,253,361,366 -10.30%

Cost of Sales (4,242,256,126) (4,132,336,855) 2.66%
Gross profit 5,851,776,819 7,121,024,511 -17.82%
Net Profit 6,078,787,549 7,855,028,025 -22.61%
EPS 11.26 14.62 -22.97%
NOCFPS 13.25 14.67 -9.68%
NAV 56.64 57.09 -0.79%

Previous year, there was an extra ordinary gain arising out of the disposal of subsidiary of United Energy Ltd. (UEL) and there was no such
gain in this the period. Further, Ashuganj 53 MW power plant was fully operational during the previous year but in the year 2019-20 the plant
is not in operation due to expiration of contract. Renewal application approval is under process. Moreover, there were impact of Covid in
the Revenue of UPGDCL, which arose due to closure of DEPZ and CEPZ during the lockdown period in April and May 2020.
CONTRIBUTION TO NATIONAL EXCHEQUER

Overall contribution of the company in the sphere of National Exchequer, social responsibility or accountability perspective has been
depicted in the following statements –
(amount in BDT)
FORMS OF CONTRIBUTION 2019-2020 2018-2019 2017-2018 2016-2017
Salary Taxes (Directors and Employee) 4,602,771 4,738,132 4,357,500 4,082,500

Custom duty on spares and parts 97,595,763 84,687,950 3,793,851 1,340,759
AIT of Suppliers 8,277,916 13,052,754 4,314,091 6,753,983
VAT of Suppliers & Customers 33,939,592 49,177,637 32,672,145 41,108,505
AIT on Dividend 124,814,157 111,061,075 48,539,461 247,261,707
AIT on Gas bill 56,444,073 31,614,563 12,405,101 11,424,413
Total 325,674,272 294,332,111 106,082,150 311,971,867
VALUE ADDED BY UPGDCL:
VALUE ADDED: 2019-2020 2018-2019 2017-2018 2016-2017
Revenue 10,094.03 11,253.36 6,144.61 5,759.24

Other income including interest income 697.14 1,445.09 457.05 202.14
Cost of Sales, Excluding Depreciation and Amortization -2,914.39 -2,807.44 -1,574.52 -1,278.08
Other operating expenses, excluding depreciation -61.03 -91.39 -51.82 -53.62
Total Value Added 7,815.76 9,799.61 4,975.33 4,629.69
Distribution of added value:
To Employees as salaries and allowances and others 211.65 262.722 95.224 83.583
To Directors as salaries and allowances 15.932 24.27 19.93 19.03
To Banks and other lenders 338.52 495.046 - -
To Shareholders 7,641.44 6,228.13 3,266.50 1,633.25
8,207.54 7,010.17 3,381.66 1,735.86

Retained for reinvestment & future growth:
Depreciation and amortization 1,314.60 1,312.96 354.92 453.75
Retained Profit -1,706.38 1,476.49 1,238.75 2,440.07
-391.78 2,789.45 1,593.67 2,893.82
Total 7,815.76 9,799.61 4,975.33 4,629.69

RELATED PARTY TRANSACTIONS

Related Party transactions of the company during the year have been narrated in detail in the Financial Statements for the year ended 30
June, 2020 as below following the compliance requirements under the BAS 24 –
UPGDCL Separate Financial Statements Note 34
UPGDCL Consolidated Financial Statements Note 42
It may be mentioned that the company and its subsidiaries hire all operational and administrative/corporate services from M/S United
Engineering & Power Services Ltd (UEPSL) under an Operation & Maintenance (O&M) agreement with respective companies. Besides there
are intercompany transactions with respect to repair maintenance support and movements of surplus business funds at approved price.
In compliance with requirements of the BSEC notification no BSEC/CMMRRCD/2009-193/Admin/103 dated 5th February 2020 specific
approval from the Shareholders at the AGM has been proposed in connection with the Related Party transactions.
BUSINESS RISKS & UNCERTAINTIES:

UPGDCL operates in an industry which is exposed to a number of internal and external risk factors over which UPGDCL has little or
no control. The occurrence of the risk factors as delineated hereunder can have significant bearing on the operational and financial
performance of the Company. The Board of Directors has overall responsibility for the establishment and oversight of the company and
group risk management framework. It oversee and monitors risk management process and compliances including adequacy of measures
at place. Board is assisted by the Audit Committee. Internal Audit under the purview of the Audit Committee reviews risk management
controls and provides feedback to the Committee.
CREDIT RISK
Credit risk refers to the financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual
obligations and arises principally from the Company’s receivable from customers. Company’s product, electricity and steam, is sold
to Dhaka Export Processing Zone Authority (DEPZ), Chittagong Export Processing Zone Authority (CEPZ), Rural Electrification Board
(REB), Bangladesh Power Development Board (BPDB), Karnaphuli Export Processing Zone (KEPZ), and other private customers under
the conditions of the long-term Power Sales Agreement (PSA)/Power Purchase Agreement (PPA). Sales made to these entities are fully
secured by Letters of Credit issued by local scheduled banks. Credit risk does not arise in respect of any other receivables.
LIQUIDITY RISK
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due that are settled by delivering
cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have
sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or
risking damage to the Company’s reputation.
UPGDCL has sufficient cash and cash equivalent to meet expected operational expenses, including the servicing of financial obligation
through preparation of the cash forecast that has been prepared based on timeline of payment of the financial obligation and has
accordingly arranged for sufficient liquidity/fund to make the expected payment within due date. Moreover, UPGDCL seeks to maintain
short term lines of credit with scheduled commercial banks to ensure payment of obligations in the event that there is insufficient cash to
make the required payment. The requirement is determined in advance through cash flows projections and credit lines facilities with banks
are negotiated accordingly.
MARKET RISK
Market risk refers to the risk that accompanies the changes in market forces, such as foreign exchange rates and interest rates, which
affects the Company’s income or the value of its holding of financial instruments. The objective of market risk management is to manage
and control market risk exposures within acceptable parameters, while optimizing the return:
CURRENCY RISK
Currency risk is the risk that the fair value or future cash flows of a financial instruments will fluctuate because of changes in foreign
exchange rate. Your Company is exposed to currency risk as it imports machinery and equipment against payment of international
currencies (USD and EURO). Unfavorable volatility or currency fluctuations may increase import cost and thus affect profitability of the
company. Besides as a group exposure to currency risks are there with respect to FC loans of UAEL. However, the management of your
company is fully aware of the risks associated with currency fluctuations.

INTEREST RATE RISK

Interest rate risk refers to the likely changes in the cash flows or future value of a firm on account of changes in the interest rates in the
market. Increase in interest rate increases the cost of borrowed funds for a company in case of floating rate loans. Interest/financial
charges are paid against the Company’s borrowed funds. In the event of unfavorable movement in money markets, rising interest rate
could increase the cost of debt and negatively impact profitability. Since UPGDCL is a debt free company and surplus cash in operation,
the only liabilities that your company is subjected to are short term, in terms receivables and payables.
CAPITAL RISK MANAGEMENT

Capital risk management refers to the implementation policies and measures adopted to maintain sufficient capital (consisting of share
capital and retained earnings) and to assess the Company’s internal capital adequacy to ensure its operation as a going concern. Valued
shareholders, it is for your kind information that all major investment and operational decisions having even the slightest exposure to any
risk are evaluated and approved by the Board or your Company. The Board seeks to maintain a balance between the higher returns that
might be possible with higher levels of borrowing and the advantages and security afforded by a sound capital position. The Board also
monitors the dividend trend to ordinary shareholders
OPERATIONAL RISK
Operational risk is measured against the ability of the Company’s power projects to generate and distribute stipulated electricity to its off-
takers. Limitation of technology used, fuel supply arrangement, operational and maintenance (O&M) arrangement, political or force majeure
in the form of natural disasters like floods, cyclone, tsunami and earthquake may hamper normal performance of power generation.
The routine and proper maintenance of their own distribution networks undertaken by both the O&M operators and BEPZA reduces the
chance of major disruptions. However, severe natural calamities which are unpredictable and unforeseen have the potential to disrupt
normal operations of UPGDCL. The management of your company believes that prudent rehabilitation schemes and quality maintenance
will lessen the damages caused by such natural disasters. Most importantly, all the above risks are covered under the insurance agreement
with Pragati Insurance Ltd., Pioneer Insurance Company Ltd. and Green Delta Insurance Company Ltd., to compensate for all potential
damages caused in such situations.
RISK ASSOCIATED WITH SUPPLY OF RAW MATERIAL (GAS SUPPLY)

The main raw material used for generating electricity is natural gas. Any interruption of supplies of the gas to the power plants will hamper
the generation of electricity, the main product of your Company.
The supply of raw material to your Company is secured by the Gas Supply Agreements with Karnaphuli Gas Distribution Company Ltd.
and Titas Gas Transmission & Distribution Company Limited for the term of the Power Supply Agreement with BEPZA. Hence there is no
threat of interruption of supplies of the gas to the power plants that may hamper the generation of electricity.
ENVIRONMENTAL RISKS
UPGDCL is committed to conducting its business in socially responsible and environmentally sustainable manner. All the power plants
of UPGDCL have acquired the necessary clearances from the Department of Environment (DoE), Ministry of Environment and Forest,
Bangladesh and ensures compliance to the standards and limits set forth as conditions in the said clearances/licenses/permits. The
environmental parameters such as air, quality and noise are periodically monitored by representatives of the DoE and EPZ authorities.
Thus, UPGDCL’s power plants have been operating keeping within the standard limits.
UPGDCL’s power plants are designed such that the pollution levels adhere to all environmental regulations and pollution norms of the
country. In addition, it is working closely with the community to minimize environmental hazards.
Furthermore, UPGDCL’s power plants uses natural gas, the cleanest of all fossil fuels, as its primary fuel thus keeping carbon emissions at
minimum. The plants also employ best-in-class, high efficiency engines that ensure complete combustion of the fuel contributing further
in reducing carbon emissions. To increase efficiency levels further several of the engines at the power plants in Dhaka & Chittagong EPZs
have exhaust gas boilers fitted with them so that the exhaust gas can be used to produce quality steam that can be commercially sold to
export processing industries with a demand for steam. This ensures fossil fuel saving that otherwise would have been needed to produce
the steam and further reduces carbon emission to the environment as burning of that additional fossil fuel would have led to far greater
concentration of greenhouse gases as exhaust.

FAIR REPRESENTATION OF STATE OF AFFAIRS AND COMPLIANCE OF ACCOUNTING POLICIES, STANDARDS ETC.
The Board of Directors are also pleased to make the following declarations in their report:
a) The financial statements prepared by the management of your Company fairly presents its state of affairs, the result of its operations,
cash flows and changes in equity
b) Proper books of accounts of your Company have been maintained;
c) Appropriate accounting policies have been consistently applied in preparation of the fi-nancial statements and that the accounting
estimates are based on reasonable and prudent judgment;
d) International Accounting Standards and International Financial Reporting Standards as applicable in Bangladesh, have been
followed in preparation of the financial statements and any discrepancies have been adequately disclosed;
e) The system of internal control is well structured and has been effectively implemented and monitored;
f) There are no significant doubts upon your Company’s ability to continue as an ongoing concern basis;
g) Signifiicant deviations from last year in operating results of the Company are highlighted and the reasons have been explained in
fiinancial results and profiit appropriation;
h) Significant plans and decisions, such as future prospects, risks and uncertainties surrounding the Company has been outlined
under the relevant captions of this report;
Further standards followed or adopted by the company while presenting financial statements have been narrated in the Notes thereof
under “significant Accounting policies”.
While approving the audited Financial Statements for the year 2019-20, Board of Directors also took due cognizance of the “declaration”
or “certification” given by the Managing Director and the CFO of the company in compliance with the BSEC Notification dated 3 June 2018
condition No. 3(3). The said certification has been disclosed with the Report as per the requirements of the condition No. 3(3)(c) and 1(5)
(xxvi) respectively of the BSEC Notification under reference.

INTERNATIONAL ACCOUNTING STANDARDS (IAS)
ACCOUNTING
EFFECTIVE DATE TITLES REMARKS
STANDARDS
IAS-01 1st January 2007 Presentation of Financial Statements Applied
IAS-02 1st January 2007 Inventories Applied
IAS-07 1st January 1999 Statement of Cash Flows Applied
Accounting Policies, Changes in Accounting Estimates and
IAS-08 1st January 2007 Applied
Errors
IAS-10 1st January 2007 Events after the Reporting Period Applied
IAS-11 1st January 1999 Construction Contracts N/A
IAS-12 1st January 1999 Income Taxes Applied
IAS-16 1st January-2007 Property, Plant & Equipment Applied
IAS-19 1st January 2004 Employee Benefits N/A
Accounting of Government Grants and Disclosure of
IAS-20 1st January 1999 Applied
Government Assistance
IAS-21 1st January 2007 The Effects of Changes in Foreign Exchange Rates Applied
IAS-23 1st January 2010 Borrowing Costs Applied
IAS-24 1st January 2007 Related Party Disclosures Applied
IAS-26 1st January 2007 Accounting and Reporting by Retirement Benefit Plans N/A
IAS-27 1st January 2010 Separate Financial Statements Applied
IAS-28 1st January 2007 Investments in Associates N/A
IAS-29 1st January 2013 Financial Reporting in Hyperinflationary Economics N/A
IAS-32 1st January 2010 Financial Instruments: Presentation Applied
IAS-33 1st January 2007 Earnings per Share Applied
IAS-34 1st January 1999 Interim Financial Reporting Applied
IAS-36 1st January 2005 Impairment of Assets N/A
IAS-37 1st January 2007 Provisions, Contingent Liabilities and Contingent Assets Applied
IAS-38 1st January 2005 Intangible Assets N/A
IAS-39 1st January 2010 Financial Instruments: Recognition and Measurement Applied
IAS-40 1st January 2007 Investment Property N/A
IAS-41 1st January 2007 Agriculture N/A

INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS)
ACCOUNTING
EFFECTIVE DATE TITLES REMARKS
STANDARDS
IFRS 1 1st January 2009 First-time adoption of International Financial Reporting Standards N/A
IFRS 2 1st January 2007 Share-based Payment N/A
IFRS 3 1st January 2010 Business Combinations Applied
IFRS 4 1st January 2010 Insurance Contracts N/A
IFRS 5 1st January 2007 Non-current Assets Held for Sale and Discontinued Operations N/A
IFRS 6 1st January 2017 Exploration for and Evaluation of Mineral Resources N/A
IFRS 7 1st January 2010 Financial Instruments: Disclosures Applied
IFRS 8 1st January 2010 Operating Segments N/A
IFRS 9 1st January 2013 Financial Instruments Applied
IFRS 10 1st January 2013 Consolidated Financial Statements Applied
IFRS 11 1st January 2013 Joint Arrangements N/A
IFRS 12 1st January 2013 Disclosure of Interests in other Entities Applied
IFRS 13 1st January 2013 Fair Value Measurement Applied
IFRS 14 1st January 2016 Regulatory Deferral Accounts N/A
IFRS 15 1st January 2018 Revenue from Contract with Customers Applied
IFRS 16 1st January 2019 Leases Applied
MINORITY INTEREST
Share capital structure of the company as of 30 June 2020 comprises of 10% Minority Shareholders which is a mix of institutional
and individual shareholders. Being a public limited and listed entity, UPGDCL adheres to all the rules and regulations of the Bangladesh
Securities & Exchange Commission (BSEC) and the Stock Exchanges. Apart from that any major policy decision affecting shareholders
interest, irrespective of the holding pattern, are taken on an absolute transparent manner with appropriate market disclosures which
paves the way for proper recourse by the shareholders bracketed as Minority Shareholders. Board of Directors, in particular, Independent
Directors and Nominee from Investment Corporation of Bangladesh (ICB) have been playing an effective role in this regard.
In the Consolidated Financial Statements, Note 21 has been included to provide detail calculation of the Non-controlling interests from the
group or holding company perspective of UPGDCL.
UPGDCL: A GOING CONCERN ENTITY

Your company is the first Commercial Independent Power Purchase (CIPP) power generation company of the country which was established
under the Private Sector Power Generation Policy of Bangladesh on Nov 2004. As per the clause 2(b) of the Power Sharing Agreement
(PSA) with BEPZA, the company is to run initially for 30 years which is renewable for further 30 years. Moreover, Gas Supply for the Plants
are ensured by the Government. It is dubbed an “open ended” project because of the longer duration. Mentionable that, EPZ operation
is a 24X7 cycle and hence necessity of power is a prevalent necessity. EPZs are a necessity for the country and so the energy supply.
Therefore, confining UPGDCL’s life term within the PSA framework will be imprudent rather it should be considered as a “going-concern”
economic unit for all the practical purposes.
CORPORATE GOVERNANCE
With the advent of the CORPORATE GOVERNANCE CODE (CGC) introduced through the BSEC Notification dated 3 June 2018, Board of
Directors have adopted the same with a view to “full” compliance. Moreover, as per the previous year’s, corporate governance practices
of the company have been reviewed by a Professional (Firm) namely Messrs. Poddar & Associates, Cost & Management Accountants. The
certification of the Professional is attached as disclosure along with this Report.
Status of Compliance with the conditions of the Corporate Governance Code (CGC) is also disclosed in this Report in compliance
with the condition 9 (1) of the Code.

HUMAN RESOURCE MANAGEMENT

Efficient manpower is the pre-requisite for an organization’s development. Success of this organization depends on qualified and skilled
manpower for the right post. UPGDCL is performing the task with due care and integrity to increase the efficiency of the plant through
appropriate maintenance and operation. The aim is to maintain the place of work and surrounding condition in a manner that permits
employees to work to the highest effectiveness and perform investing their full potential. To develop and equip the employees with essential
skills, the company places great emphasis on the development of its people and hence the Company undertakes appropriate training and
workshops to update their knowledge in their respective functional areas. UPGDCL has implemented Training Needs Assessment (TNA) as
part of its training system. The aspects of Training Needs Analysis include determining what is required to complete the work activity, the
existing skill levels of the staff completing the work and the training gap (if any).
In total 75(including 34 online trainings) trainings and drills have been conducted in the reporting year 32 trainings being conducted at DEPZ
plant 43 trainings and drills being conducted at CEPZ plant. The training equipped the plant personnel with technical and organization
skills. We have an enriched Employee Service Rules with proper job descriptions and responsibilities. A detailed succession planning is
considered every year to ensure good working environment and enhancement of knowledge of the employees. A yearly performance
appraisal is carried out to reward and encourage diligent employees and assess their training requirements. Accordingly, the personnel
department awards the yearly increment and other remuneration related matters.
Besides, the Nomination and Remuneration Committee (NRC) of the board as envisaged is playing its due role in this respect.

SHAREHOLDING INFORMATION
AS OF 30 JUNE 2020

NAME OF THE SHAREHOLDERS SHARES HELD (%) OF SHAREHOLDING
i) Parent/Subsidiary/Associated Companies and Other Related Parties
United Mymensingh Power Ltd Corporate Director 474,288,093 90.00%
ii) Directors
Mr. Hasan Mahmood (Raja) Director - -
Mr. Ahmed Ismail Hossain Director - -
Mr. Khandaker Moinul Ahsan Director - -
Mr. Akhter Mahmud Director - -
Mr. Faridur Rahman Khan Director - -
Mr. Abul Kalam Azad Director - -
Mr. Malik Talha Ismail Bari Director - -
Mr. Nasiruddin Akhter Rashid Director - -
Mr. Fahad Khan Director - -
Mr. Wasekul Azad Director - -
Mr. Nizamuddin Hasan Rashid Director - -
Mr. Khondaker Zayed Ahsan Director - -
Mr. Moinuddin Hasan Rashid Managing Director - -
Mr. Md. Abul Hossain Nominated Director ICB - -
iii) Independent Director

Lt. Gen. Sina Ibn Jamali, awc, psc (Retd) Independent Director - -
resigned with effect from 16 September
Mr. Sabbir Ahmed, FCA Independent Director -
2019
Dr. M. Fouzul Kabir Khan Independent Director - -
Professor Mohammad Musa, PhD. Independent Director - -
Chief Executive Officer, Chief Financial Officer, Company Secretary, Head of Internal Audit and Their Spouses and Minor Children
resigned from the service effective 21
Mr. Mohammad Mejbahuddin Chief Executive Officer -
October 2019
resigned from the service effective 15
Mr. Md. Ebadat Hossain Bhuiyan, FCA
Chief Financial Officer - December 2019
iv)
*Mr. Badrul H. Khan, FCA Presently overseeing as CFO
Mr. Badrul H. Khan, FCA Company Secretary - -
Head of Internal Audit resigned from the service effective
Mr. Mahtab Murshed, FCA
& - 01 April 2020
*K M Atiqul Islam FCA, ACMA (UK), CGMA Compliance (HIAC) Presently overseeing in absence of HIAC
v) Executives Not Applicable
Shareholders Holding 10% or more voting interest in the Company

vi)
United Mymensingh Power Ltd Corporate Director 474,288,093 90.00%
UPGDCL
vii) Subsidiary Companies (%) of Shareholding
Shareholding
i) United Energy Ltd. (UEL) 29,700 99%
ii) Leviathan Global BD Ltd. (LGBDL) 300,000 75%

UPGDCL CORPORATE STRUCTURE

Board of Directors is the supreme corporate platform with respect to the overall strategic and policy making decisions of the company.
It comprises of Eighteen (18) Directors including Three (3) Independent Directors. United Mymensingh Power Ltd (UMPL), which holds
90% shares, has fourteen (14) Nominees and Investment Corporation of Bangladesh (ICB) has one Nominee in the board. Chairman of the
Board of Directors is from amongst the Non-executive Directors. Managing Director is a salaried executive and entrusted with running the
day-to-day business affairs of the company.
Company follows and complies all the regulatory norms and requirements as ordained in the Articles of Association and the related
laws including corporate governance code. In total, Four (4) Board Meetings took place during the reporting ending 30 June 2020. The
attendances of the Directors were as follows:
Designation Attendance
General Md. Abdul Mubeen SBP, ndc, psc (Retd.) Chairman 4
Mr. Hasan Mahmood Raja Director 3
Mr. Ahmed Ismail Hossain Director 3
Mr. Khandaker Moinul Ahsan Director 3
Mr. Akhter Mahmud Director 3
Mr. Abul Kalam Azad Director 4
Mr. Faridur Rahman Khan Director 4
Mr. Moinuddin Hasan Rashid Managing Director 4
Mr. Kazi Sanaul Hoq, Managing Director, ICB Director 1
Mr. Md. Abul Hossain, Managing Director, ICB Director 3
Lt. Gen. Sina Ibn Jamali awc, psc (Retd) Independent Director 4
Prof. Mohammad Musa, Ph.D. Independent Director 3
Dr. Muhammad Fouzul Kabir Khan Independent Director 2
Mr. Sabbir Ahmed, FCA Independent Director 1
Mr. Malik Talha Ismail Bari Director 4
Mr. Nasiruddin Akhter Rashid Director 3
Mr. Fahad Khan Director 3
Mr. Wasekul Azad Director 3
Mr. Nizamuddin Hasan Rashid Director 4
Mr. Khondaker Zayed Ahsan Director 4

SNAPSHOT OF THE BOARD OF DIRECTORS MEETING DURING THE YEAR IS GIVEN BELOW
FINANCIAL YEAR 2019-20
Q1 Q2 Q3 Q4
JULY - SEPT 2019 OCT-DEC 2019 JAN- MAR 2020 APR- JUN 2020
90 BM 91 BM 92 BM 93 BM
Board Meeting
August 1, 2019 13th Nov 2019 30th Jan 2020 9th Jun 2020
Audit Committee Meeting August 1, 2019 13th November 2019 30th January 2020 9th June 2020
August 1, 2019
30th Apr 2020
Dividend, 12th AGM November 13, 2019 30th Jan 2020
PSI Performance KPI of
Date, Record Date & Performance KPI of 1st Performance KPI of 2nd
3rdQuarter(Jan- Mar) 2019-
performance KPI of year Quarter (July– Sept) 2019-20 Quarter (Oct -Dec) 2019-20
20
ended 30th June 2019
August 1, 2019 November 7, 2019 27th Jan 2020 4th June 2020
Compliance Notice for
Board Meeting Date (90 BM) (91BM) (92 BM) (93 BM)
21st July 2019 20th August 2019 June 30, 2020
UAEL repaid the entire Shifting of Corporate Office

Disclosures UAEL Dividends (final and foreign loan worth USD of United Power Generation
interim) 45,872,757.25 equivalent to and Distribution Co. Ltd.
BDT 3,890,009,814.80 (UPGDCL).
Board has two Committees namely the AUDIT COMMITTEE and the NOMINATION & REMUNERATION COMMITTEE (NRC), respectively.
Both the Committees are empowered to perform the given roles as per the Code of Corporate Governance (CCG) 2018 besides specific
performance, if any. Committees’ Chairpersons are Independent Directors while the respective committee Members are nominated by
the Board. Both the committees comprise of three Members and the Company Secretary acts as the Member Secretary in both the
committees.
AUDIT COMMITTEE met on a total Four (4) times in line with the Board meetings:
POSITION IN THE BOARD POSITION IN THE COMMITTEE ATTENDANCE
Lt. Gen. Sina Ibn Jamali awc, psc (Retd) Independent Director Chairperson 4
Prof. Mohammad Musa, Ph.D. Independent Director Member 3
Mr. Abul Kalam Azad Director Member 4
AUDIT COMMITTEE MEETING FOR DATE
Q1 13th November 2019

Q2 30th January 2020
Q3 9th June 2020
Q4 28th October 2020

WHILE NOMINATION & REMUNERATION COMMITTEE (NRC) MET FOR ONCE IN THE PERIOD
DESIGNATION ATTENDANCE
Dr. Muhammad Fouzul Kabir Khan Chairperson 1

Mr. Faridur Rahman Khan Member 1
Mr. Malik Talha Ismail Bari Member 1
Roles and responsibilities of the Chairman and the Managing Director are clearly segregated. Day to day operations and business activities
are carried through well-defined functions at Head Office and at the Plants.
REMUNERATION PAID TO DIRECTORS

The remuneration paid to Directors including Independent Directors were as follows:
30 JUNE 2020 30 JUNE 2019
Directors’ remuneration 15,932,500 24,272,500

Board meeting fees 3,325,876 2,896,658
Total 19,258,376 27,169,158
DIRECTORS’ ELECTION AND RE-APPOINTMENT

As per the Article 23 (a) of the Articles of Association of the company following Directors are to retire in the 13th AGM of the company and
being eligible will be re-elected:
Proposed re-elected Directors:
Mr. Hasan Mahmood Raja
Mr. Ahmed Ismail Hossain
Mr. Khandaker Moinul Ahsan
Mr. Akhter Mahmud
Mr. Abul Kalam Azad
According to BSEC Notification No. BSEC/CMRRCD/2006-158/207/Admin/80 Dated 3 June, 2018, Dr. Muhammad Fouzul Kabir Khan,
Independent Director, completed his 1st tenure and being eligible will be re-elected for another tenure (three years).
Mr. Khondaker Zayed Ahsan was inducted in the Board of Directors of the Company as Nominee Director of United Mymensingh Power
Ltd. (UMPL) on 92nd Board Meeting held on 30th January, 2020. As per the provisions of the Article 20(b) of the Articles of Association
of the Company, Mr. Khondaker Zayed Ahsan is to retire from the position of Directorship and being eligible have expressed desire to be
re-elected as Director of the Company.
APPOINTMENT OF AUDITOR
Board of Directors has recommended Messrs. A. Quasem & Co, Chartered Accountants to be re-appointed as auditor for the year 2020-
21.It may be mentioned A. Qasem & Co, Chartered Accountant is one of the leading Audit firm of the country and is affiliated member of the
world renowned audit practitioner Ernst & Young Global Limited. It is also enlisted with the Financial Reporting Council as per the Financial
Reporting Act, 2015 and also Panel Auditors’ of Bangladesh Securities and Exchange Commission.
APPOINTMENT OF PROFESSIONAL TO CERTIFY COMPLIANCE OF THE CGC

Board of Directors of the company has recommended Messrs. PODDAR & ASSOCIATES, Cost & Management Accountants, as the
professional to provide the certification as to the compliance of the Corporate Governance Code (CGC) issued by the BSEC Notification
dated 3 June 2018. As per the Condition 9(2) of the said Notification, this will be placed at the 13th AGM for due approval by the
shareholders.

FUTURE PROSPECT
UPGDCL can foresee a load growth inside Dhaka and Chittagong Export Processing Zones due to an increase in the number of industries
as well as capacity development of the existing industries housed inside. We are also anticipating increased load growth due to expansion
of capacity of our private clients. We are hopeful that in time we will be successful to acquire more clients in the near future.
Further, to create shareholders’ value, your company has undertaken initiatives to go for parallel expansion of generation capacity through
acquisitions.
ECONOMIC VALUE ADDED (EVA)

Residual wealth creation or Economic Value Added (EVA) by the company at the end of the year signifies the future potentialities for
growth and also show cases the value addition through power assets consolidation.
PARTICULARS 2019-2020 2018-2019 2017-2018 2016-2017
Net Profit after tax 6,078.79 7,855.03 4,596.36 4,174.96
Shareholders’ equity 29,851.21 30,087.74 16,290.78 14,960.92
Cost of capital 14.07% 11.74% 11.89% 13.25%
Value of Cost of Shareholders equity 4,198.78 3,532.30 1,936.97 1,982.32
Economic Value Added (EVA) 1,880.00 4,322.73 2,659.39 2,192.64
CORPORATE SOCIAL RESPONSIBILITY

United Power Generation and Distribution Company Ltd (UPGDCL) supports and contributes towards many social and humanitarian
causes as part of its Corporate Social Responsibility. Corporate Social Responsibility is practiced through its sister organization
United Trust Ltd. to embrace responsibility for the Company’s actions and encourage a positive impact through its activities on the
environment, consumers, employees, communities, stakeholders and all other members of the public sphere who are also part of the
Company’s stakeholders. Such activities are in favor of Education, Poverty Alleviation, and Healthcare and so on.
‘United Trust’ (UT), registered on 29 December 2011, is a ‘Social Development’ wing of United Group established by the Board of Directors
of United Group, the parent concern of UPGDCL, from their religious urge of helping the poor and socially disadvantaged people. Islam
has made this responsibility mandatory on anybody who is financially capable in the society. UT aims to plan, build, establish, maintain
and run the charitable Social Welfare projects financed by the Group in a professional and efficient way.
VISION
The Vision of United Trust is to improve the quality of life of the underprivileged and socially disadvantaged population of the country,
primarily in the rural area.
MISSION
The Mission of United Trust is to address people’s basic needs: Education, Health, Sanitation, Employment and basic amenities whatever
is implemented should be of standard quality. Thus, ensuring that the poor are not left outside the circle of quality life.
It accomplishes it’s works in four broad sectors: ‘Education’, ‘Health’, ‘Interest free Micro Credit’, and ‘Community Development’.


COVID RELIEF ACTIVITIES

United Group (United Trust) during the Covid lockdown supported the SWAPNO project (Strengthening Women’s Ability for Productive
New Opportunities) in partnership with UNDP’s Bangladesh office. The objective was to assist underprivileged women of the vulnerable
rural communities by providing food security and sustainable livelihood during the crippling COVID-19 health and humanitarian crisis.
Total food relief support was worth over BDT 10 Million to ensure the project was productive and an overall success. “SWAPNO”
provided food items to over 7300 deprived women in 126 unions of the three project districts. Highest priority was set on putting
special precautions to ensure all activities of the project were conducted under strict health and safety regulations in accordance with
the COVID-19 social distancing protocols.
“To help the society in a more organized and meaningful manner, we are determined to continue our
relationships with UNDP”
– Moinuddin Hasan Rashid, Chairman & Managing Director, United Group
UPGDCL Board Members also donated Meeting attendance fees Tk 360,000 towards the above trust – UNDP partnership.
Besides, group also contributed BDT 50 million to the Prime Minister’s Relief and Welfare Fund.
ACKNOWLEDGEMENT
The Board of Directors would like to especially thank the members of the public for placing their confidence on the company by purchasing
its shares and supporting its activities. Without the persistent support of the valued Shareholders the Company could not have attained
what it has achieved today. The Board would extend its foremost regards and appreciation to the Stakeholders and the Customers of the
company for their unrelenting support and trust on the company. This, we strongly believe, acts as the driving force of the company. We
accept this trust in all humility and shall continue to strive to live up to the expectations.
The Board also recognizes that the attainment made during the year was possible because of the cooperation, positive support and
guidelines it had received from the Government of Bangladesh, Prime Minister’s Office, Ministry of Power, Energy and Mineral Resources,
Power Division, Energy Division, Ministry of Finance, National Board of Revenue, Ministry of Commerce, Board of Investment, Bangladesh
Power Development Board, Petrobangla, Titas Gas Transmission & Distribution Company Ltd. and Karnaphuli Gas Distribution Company
Ltd. local administration of Dhaka and Chittagong EPZ and the people of the locality. Accordingly, the Board offers its utmost and sincere
gratitude to them. The Board also extends its best wishes to the contractors and consultants who helped us running power plants and
achieve this growth.
The Board would also like to express their humble gratitude to all the stakeholders including the investors, suppliers, banks and financial
institutions, insurance companies, service providers, Bangladesh Securities & Exchange Commission, Registrar of Joint Stock Companies
& Firms, Dhaka Stock Exchange Limited, Chittagong Stock Exchange Limited, The Central Depository of Bangladesh Limited, various
Government Authorities and lastly the individuals and agencies who have helped us accomplish what we are today.
Your Board would also like to put on record its deep appreciation of the efforts made by the employees of the Company. Their commitment
and passion, both individually and through team work has led your company achieve the accolades that it has acquired so far. The Board
also recognizes and appreciates the critical support provided by the families of the employees which enables them to focus on their daily
work in UPGDCL.
We are proud of you all and look forward to your continued support as we march ahead to take United Power Generation & Distribution
Company Limited further forward as a leading player in the power sector of the country.
With Best Wishes,
On behalf of the Board,
_______________________
Chairman

NEW ACQUISITIONS
UNITED ANWARA POWER LTD.
United Anwara Power Ltd. is a 300 MW (net) HFO fired Combined Cycle, Modular power plant project constructed at Anwata, Chattagram.
UAnPL’s power plant employs high efficiency, state-of-the-art engines and has introduced an environment friendly co-generation facility.
UAnPL signed the Power Purchase Agreement with Bangladesh Power Development Board on 13th November 2016. The project comprises
of 17 units of Wärtsilä’s 18V46 engines each having capacity of 17.076 MW, 17 units of Alfa Laval Aalborg’s Waste Heat Recovery Boilers
each having a steam production capacity of 7.28 TPH and 3 units of Triveni Turbine Ltd.’s steam turbine with a capacity of 8 MW each.
Power generated at 11 kV is evacuated at 230 kV to the National Grid via PGCB’s Anwara-Shikolbaha-Hathazari 230 kV transmission
system.

NEW ACQUISITIONS
UNITED JAMALPUR POWER LTD.
United Jamalpur Power Ltd. is a 115 MW (net) HFO fired Combined Cycle, Modular power plant project awarded to United Enterprises
& Co. Ltd., after successfully qualifying the bidding process invited by Bangladesh Power Development Board. The power plant was
commissioned 5 months ahead of the Required Commissioning Date at Jamalpur. UJPL’s power plant employs high efficiency, state-
of-the-art engines and has introduced an environment friendly co-generation facility. UJPL signed the Power Purchase Agreement with
Bangladesh Power Development Board on 21st January 2018. The project comprises of 12 units of Wärtsilä’s 20V32E engines each
having capacity of 9.78 MW, 12 unit of Alfa Laval Aalborg’s Waste Heat Recovery Boilers each having a steam production capacity of 3.45
TPH and 1 unit of Triveni Turbine Ltd.’s multistage, bleeding type steam turbine with a capacity of 7.5 MW. Power generated at 11 kV is
dispatched to the National Grid through 132 kV Jamalpur-Sherpur double circuit line through Line In Line Out (LILO) arrangement. The
project was commissioned on 21 February 2019, much ahead of the required COD.

PROFILES OF
MANAGEMENT TEAM
MOINUDDIN HASAN RASHID

Managing Director
Mr. Moinuddin Hasan Rashid joined United Group in 2007 as a second generation Director. On October 2011 he was appointed as Managing
Director of United Power Generation and Distribution Co. Ltd. Mr. Rashid is an Active Trustee of the United Trust, a CSR organization of
the Group and United International University Foundation. In 2011 he oversaw commissioning of 208 MW Power Generation under three
projects - KPCL II, KJAPCL and UAPL (in a record time of 120 days). He also oversaw the development of United Land Port Teknaf Ltd,
Bangladesh’s only land port with Myanmar. Mr. Moinuddin Hasan Rashid supervised Power Plant expansion projects of UPGD DEPZ,
UPGD CEPZ by 75 MW in 2013, oversaw commissioning of United Energy Ltd., formerly known as Shajahanullah Power Generation
Co Ltd., 28 MW Power Plant in 2013 and United Ashuganj Energy Ltd., a 200 MW Modular Combined Cycle Power Plant in 2015.In
2018, Mr. Rashid led United Mymensingh Power Ltd., a 200 MW HFO fired IPP to commissioning in only 6 months, parallelly supervising
commissioning of United Jamalpur Power Ltd., a 115 MW HFO fired IPP and United Anwara Power Ltd., a 200 MW HFO fired IPP.
MD. SHAMSUL HASAN MIAH

Adviser
Mr. Md. Shamsul Hasan Miah joined United Enterprises & Co. Ltd. (UECL) on November 2017, upon retiring from his role as the Chairman
of Bangladesh Power Development Board (BPDB). Following his appointment at UECL, he was appointed as the Advisor of United Power
Generation & Distribution Company Ltd. (UPGDCL). Mr. Hasan graduated from Bangladesh University of Engineering & Technology (BUET)
Dhaka in Mechanical Engineering. During his career in BPDB, he served in many roles starting from Assistant Engineer to Executive
Engineer, Director, Chief Engineering, Member and finally Chairman. Mr. Hasan have sound knowledge on power generation, transmission
and distribution. He was engaged with drafting of different policies related to Power Sector and has vast experience on IPP (Independent
Power Producer) Projects, including the Agreements (PPA, IA, LLA and GSA). He also played vital roles for stepping into Combined Cycle
Power Generation of United Group from Reciprocating Engine based generation.
SHEIKH ASHRAF HOSSAIN

Chief Operating Officer
Mr. Sheikh Ashraf Hossain passed his Bachelor in Science degree in Electrical & Electronics Engineering from Bangladesh University of
Engineering & Technology (BUET) in 1987 and joined Bangladesh Power Development Board (BPDB) in 1988 in Khulna Power Station. He
worked in different offices in BPDB including the office of the General Manager, Commercial Operation, BPDB, Dhaka and Independent
Power Producer (IPP) cell, Dhaka. During service in BPDB he completed Post Graduate Diploma in Electric Power System from Norwegian
University of Science and Technology, Trondheim, Norway in 1996. He left BPDB and joined emerging private power sector in Bangladesh
in 2004 in Lahmeyar International Pally Power Services. He joined United Enterprises & Co. Ltd in 2006. In 2006 he also completed MBA
degree in Finance from Dhaka University. He actively participated in growing power division of United Group in implementing power plants
in Dhaka EPZ, Chittagong EPZ, Ashuganj, Sylhet, Khulna, and Jessore. During the period from October 2013 to April 2015 he served Digital
Power Associates Ltd., a concern of Orion Group, as Director (Technical) and successfully implemented 102 MW HFO based power plant
in Narayanganj. He again joined Power Division of United Enterprises & Co. Ltd. in April 2015 as Chief Operating Officer.

PROFILES OF MANAGEMENT TEAM
BADRUL HAQUE KHAN, FCA

Company Secretary & Head of Compliance
Mr. Badrul Haque Khan is a fellow member of the Institute of Chartered Accountants of Bangladesh and joined United Group as Head of
Corporate Strategic Planning & Finance in 2017. Mr. Khan also holds the charge of Company Secretary of United Ashuganj Energy Ltd and
United Power Generation & Distribution Company Ltd. Prior to joining United Group he served in Bangladesh Bank as General Manager
(Accounts & Budgeting Department). He also served at AB Bank Ltd. as Deputy Managing Director (DMD). Mr. Khan has also worked with
Reckitt Benckiser BD. Ltd., World Bank and Padma Oil Company Ltd. Born in 1961, Mr. Khan is an accounting graduate having completed
his graduation and post-graduation from the University of Dhaka.
Mr. Khan has also served the positions of a Nominee Director in the Board of Directors of Amana Bank Ltd., Sri Lanka, Central Depository
of Bangladesh Ltd. (CDBL) and the Arab Bangladesh Bank Foundation (ABBF) and has attended various training, workshops, seminars
and symposiums both home and abroad.
Mr. Khan has also served the positions of a Nominee Director in the Board of Directors of Amana Bank Ltd., Sri Lanka, Central Depository
of Bangladesh Ltd. (CDBL) and the Arab Bangladesh Bank Foundation (ABBF) and has attended various training, workshops, seminars
and symposiums both home and abroad.
K M ATIQUL ISLAM, FCA, ACMA (UK), CGMA

Head of Internal Control & Compliance
K M Atiqul Islam is a Fellow member of Institute of Chartered Accountant of Bangladesh (ICAB), an Associate Member of Chartered
Institute of Management Accountant (CIMA) and a Certified Global Management Accountant from American Institute of Certified Public
Accountant (AICPA). He is also a Certified Expert in Risk Management from Frankfurt School of Finance & Management. He completed is
graduation and post-graduation in Accounting with distinction. He has more than 10 years of experience in improving business process
of organization, preparing insightful analyses and managing critical projects, comprehensive understanding of financial reporting, financial
planning and analysis, financial controls and auditing. He has experience working in Bank, NBFIs and large corporates in Bangladesh.
MD. MOJIBUL ISLAM PATOARY

Assistant General Manager (F & A)
Mr. Md. Mojibul Islam Patoary completed his post-graduation in Accounting from Comilla Victoria Government College under National
University. He joined with United Group in 2006. Currently he is working as Assistant General Manager, Finance and Accounts Department.
He completed his three years’ article ship in 2006 from Howladar Yunus and Co., a renowned Chartered Accountancy Firm Correspondent
firm with the globally reputed Chartered Accountancy Firm named Grant Thornton International Ltd.He did his Masters of Business
Administration (MBA) from United International University majoring in Finance in 2013. He passed Income Tax Practitioner (ITP) under the
Income Tax ordinance 1984 from National Board of Revenue (NBR), Bangladesh in 2012 and enlisted as an Income Tax Practitioner of NBR.

PROFILES OF
O&M TEAM

PROFILES OF O&M TEAM
SYED MOHAMMAD ALI

Managing Director, United Engineering & Power Services Ltd.
Mr. Syed Mohammad Ali joined UEPSL in 2014 as Director (Services). A Class-1 Marine Engineer having over 32 years of experience, he
served as Manager, Technical Services, Wartsila Bangladesh prior to joining United Engineering & Power Services Ltd. Mr. Mohammad
Ali has vast experience in shipboard management, maritime training, operation, repair & maintenance of marine propulsion and power
generating machinery, industrial equipment and utility machinery including management of their fuels and lubricants. He is skilled in
overhauling, servicing and reconditioning of Wärtsilä 20V34SG, 20V32, 20V32GD, 18V46GD, CR26 engines including detail knowledge
of test bed run, commissioning and performance evaluation. Mr. Ali is also the Founding Director of International Institute of Maritime
Technology (IIMT), Dhaka, Bangladesh. He coordinates and lectures QMR for ISO 9001:2000. Since joining UEPSL he has been overseering
Operation & Maintenance of UPGDCL’s power plants at Dhaka and Chittagong EPZ.
MUHAMMAD MAZHAR IQBAL

Director (Operations & Maintenance), United Engineering & Power Services Ltd.
Muhammad Mazhar Iqbal’s experience in the power sector of Bangladesh and shipping industry spans across four decades. He has vast
experience in management, operation, maintenance, servicing and reconditioning experience in most of the recognized 4-stroke and
2-stroke reciprocating engines and all auxiliary machinery of marine and power plants. During the tenure of his successful career Mr. Mazhar
Iqbal has successfully completed Operations & Maintenance works of the various power projects including the 115 MW barge mounted
HFO fired power plant, 110 MW HFO fired Power Plant and 40 MW HFO fired Power Plant of Khulna Power Company Ltd., 107 MW HFO
Power Plant of IEL among others. Prior to joining United Engineering & Power Services Ltd., he served as Country Contract Manager
at Wartsila Bangladesh Ltd. where he oversaw the overall Operations & Maintenance Agreements, planning and target determination,
provided sales support including setting targets for sales support, net sales etc. Since joining UEPSL he has been overseeing Operation &
Maintenance of UPGDCL’s power plants at Dhaka and Chittagong EPZ.
MOMTAZ HASAN
Plant Manager, UPGDCL DEPZ
Joined the United Group on 1st April 2020 and has been posted as Plant Manager DEPZ Plant under the UPGDCL. Mr hasan has wide-
exposure in shipping and power industry.
After successfully graduating from Dhaka University of Engineering and Technology, Gazipur in the field of Electric and Electronic
Engineering ( EEE ) in 1992, he joined in Merchant Marine as Electrical officer in Ocean Bridge Shipping Lines , Singapore in 1993 and
served upto 1995. From 1996 to 1998 he served QC shipping lines, Bangladesh as Electrical Engineer. Later he joined Wartsila Bangladesh
ltd, Khulna Plant in December 1998 as Instrument and Automation Engineer.
He joined Kazi Farms Group as Plant Manager Gozaria Feed Mill in 2004 and was last designated as General Manager Engineering. He
joined back in Wartsila Bangladesh ltd., IEL plant as Plant Manager and served there upto September 2013. He Joined Wartsila Zambia in
October 2013 and served there upto August 2019 as Contract Manager. During his service period he attended several training program in
Local and abroad regarding power plant and Feedmill operation.
MONIR HOSSAIN MIZI

Plant Manager, CEPZ-Plant
Monir Hossain, has hands on experience of operation & maintenance, overhaul, installation, conversion of gas & diesel power plants. He
graduated from Southern University in Bangladesh with concentration in Electrical and Electronic Engineering. He also holds a Diploma in
Marine Engineering alongside the Bachelors degree. Before joining UEPSL he served as Superintending Engineer at Wartsila Bangladesh
and was assigned at Wartsila’s installation at Heidelberg Cement Factory premises in South Halishahar, Patenga, Chittagong. Mr. Hossain
has been in charge of UPGDCL’s CEPZ Power Plant in the capacity of Plant Manager since 2013.

COMMUNICATION WITH SHAREHOLDERS
I n order to maintain sustainability of the Company it is imperative to ensure cooperation and communication between all stakeholders
and the Company. Communication with the Shareholders is a vital aspect of Corporate Governance. The schedule and timely
communication/reporting is enforced by the related regulators of the country and UPGDCL so far has never failed to comply with the
time bound reporting regulations. Besides UPGDCL has an effective policy in ensuring proper information disclosure and communication.
The Company regularly communicates information regarding any major development that has a sizeable impact on the operations of the
business to its Shareholders, in compliance with the disclosure requirements.
INFORMATION DISCLOSURE
The Company makes use of the following forms of information disclosure:
1. Continuous Disclosure being the core form of disclosure and primary method of informing the market and shareholders
2. Periodic Disclosure being the quarterly, half yearly, yearly reporting of financial results and other issues (if any).
3. Event based Disclosure being mostly in the form of press releases as per requirement of administrative and corporate developments.
All information, that are disclosed to the Bangladesh Securities and Exchange Commission (BSEC) and the Stock Exchanges are
simultaneously made available to the Shareholders of the Company in the Investor’s Relations section of the Company’s website http://
www.unitedpowerbd.com
DIRECT COMMUNICATION
The Company sends hardcopies of the Quarterly, Half Yearly and Annual Reports to the Shareholders by post so that they have access
to all the key information while making their valuable decisions. These reports are also kept readily available at the head office of the
Company for any stakeholders to refer whenever required. The reports are also regularly uploaded to the Company website http://www.
unitedpowerbd.com for kind information of the Shareholders and any prospective investors. These detail reporting structure provide them
the opportunity to make critical analysis about the Company and their investment in it.
GENERAL MEETING
The Company recognizes the rights of the Shareholders and accordingly ensures that their right to voice their opinion is guaranteed at
Shareholders’ meet such as Annual and Extraordinary General Meetings (AGMs & EGMs). All members of the Board of Directors and
the senior management team attend the AGM so that the queries of the Shareholders regarding the financial and non-financial results of
the Company are duly addressed. These general meetings have proven to be quite effective in facilitating communication between the
Shareholders and the Company as they allow instant clarifications on a myriad of queries from the Shareholders.
WEBSITE
All financial results, key performance indicators, compliance reports, other important financial and non-financial data, shareholding
information etc are posted on the Company’s website, http://www.unitedpowerbd.com. Important events and announcements of the
Company are also regularly posted in the website for the Shareholders’ kind information. Furthermore, information such as the record
date, notice of the Annual General Meeting etc. are regularly reported to the stock exchanges, so the updated information is available on
their website as well.
SHAREHOLDERS’ COMMUNICATION & MANAGEMENT OF CORPORATE AFFAIRS

In case of any queries related to the Shareholding of the Company, Shareholders may e-mail at info@unitedpowerbd.com or contact the
following persons by calling at (+8802-55052000):
Mr. Badrul Haque Khan, FCA Company Secretary

Mr. Md. Mojibul Islam Patoary Assistant General Manager (F&A)
Mr. Gazi Atiqur Rahman Senior Executive (Share Department)
Mr. Elias Howlader Executive (Board Division)

QUARTERLY FINANCIAL REVIEW
Q1 Q2 Q3 Q4
(OCTOBER-
(JULY-SEPTEMBER) (JANUARY-MARCH) (APRIL-JUNE)
DECEMBER)
Ended on 30-Sep-19 31-Dec-19 31-Mar-20 30-Jun-20
Notice of the Board Meeting 7-Nov-19 27-Jan-19 4-Jun-20 22-Oct-20
Financial Statement Approval Date 13-Nov-19 30-Jan-20 9-Jun-20 15-Sep-20
Market Disclosure (PSI) 13-Nov-19 30-Jan-20 9-Jun-20 15Sept. 2020
Interim Dividend No No No No
Final Dividend No No No 145% C & 10% S *
No. of Board Meeting 1 1 1 1

No. of Audit Committee 1 1 1 1
No. of Share 479,087,000 526,995,700 526,995,700 526,995,700

Market Price (Tk.) 299.7 245.3 220.2 220.2
Market Cap (million BDT) 143,582 129,272 116,044 116,044
P/E Ratio 18.64 16.78 15.06 15.06
EPS(Tk.)
Consolidated 3.37 2.95 2.93 2.01
Separate 2.6 2.17 2.09 1.39
NOCFS (Tk.)
Consolidated 3.99 3.29 4.18 1.79
Separate 2.26 1.82 2.12 1
NAV Per share (Tk.)
Consolidated 66.06 51.26 54.26 56.64
Separate 39.13 25.92 28.01 29.54
No. of Shareholder’s 6,796 7,647 7,355 7,380

Shareholding Position as on 30 June SPONSOR/DIRECTORS GOVERNMENT INSTITUTIONS GENERAL SHAREHOLDERS
2020 90.00% - 7.15% 2.81%
*Board of Director declared 145% Cash & 10% Stock Dividend on 95th Board Meeting.

CREDIT RATING
STATEMENT
RATING
RATING AGENCY
YEAR RATING DATE VALID Out look NAME
LTL STL
2019 18-Dec-19 17-Dec-20 AAA ST-1 Stable Emerging

2016 18-Dec-16 17-Dec-17 AAA ECRL-1 Stable Emerging
2015 1-Sep-15 31-Aug-16 AA+ ST-2 Stable CRISL

AUDIT COMMITTEE
REPORT
For the Year Ended 30 June 2020
The Audit Committee of UPGDCL comprises of the following Members:

1. Lt. Gen. Sina Ibn Jamali, awc, psc (Retd) - Chairperson
2. Mr. Abul Kalam Azad - Member
3. Mr. Md. Prof. Mohammad Musa PhD - Member
Company Secretary acts as the Member Secretary to the Committee. The Audit Committee has met four times during the year under reporting.
ROLE OF THE COMMITTEE ACTIVITIES OF THE COMMITTEE ON COMPANY’S AFFAIRS

The Audit Committee’s authorities, duties and responsibilities FOR THE PERIOD UNDER REPORT
flow from the Board’s oversight function. The major The Committee during the period under reporting met every
responsibilities of the Committee, among others, include: Quarter and its activities include:
• Reviewing the quarterly, half-yearly and annual financial • Reviewing the audited financial statements of the Company
statements and other financial results of the company and, and being satisfied that the critical accounting policies,
upon its satisfaction of the review, recommend them to the significant judgments and practices used by the Company
board for approval. are compliant with the required laws and regulations, also
confirmed by the external auditor in their independent report,
• Monitoring and reviewing the adequacy and effectiveness of thereafter recommending to the Board for adoption.
the Company’s financial reporting process, internal control
• Reviewing the quarterly financial statements of the Company
and risk management system.
and recommending the same to the Board for adoption and
• Monitoring and reviewing the arrangements to ensure circulation as per the requirement of Bangladesh Securities &
objectivity and effectiveness of the external and internal audit Exchange Commission (BSEC).
functions. Examine audit findings and material weaknesses in • Reviewing the external auditors’ findings arising from audit,
the system and monitor implementation of audit action plans. particularly comments and responses given by the management.
• Recommending to the Board the appointment, re- • Reviewing the matters as per requirement from the
appointment or removal of external auditors. Bangladesh Securities and Exchange Commission (BSEC).
• Reviewing and monitoring the Company’s ethical standards • Review of Internal audit report on periodical basis
and procedures to ensure compliance with the regulatory and • Review of the financial statements of the subsidiary company
financial reporting requirements.
The Committee is of the opinion that reasonable controls and procedures are in place to provide assurance that the Company’s assets are
safeguarded and the financial position of the Company is adequately managed.
AUDIT COMMITTEE MEETING DATE

17th Meeting 01st August 2019
18th Meeting 13th November 2019
19th Meeting 30th January 2020
20th Meeting 9th June 2020
On behalf of the Committee
Lt. Gen. Sina Ibn Jamali, awc, psc (Retd.)

Chairman

NOMINATION &REMUNERATION
COMMITTEE (NRC) REPORT
For the Year Ended 30 June 2020
The Audit Committee of UPGDCL comprises of the following Members:

1. Dr. Muhammad Fouzul Kabir Khan - Chairperson
2. Mr. Faridur Rahman Khan - Member
3. Mr. Malik Talha Ismail Bari - Member
Company Secretary acts as the Member Secretary to the Committee.
ROLE OF THE NRC

a. NRC shall be independent and responsible or accountable to the Board and to the shareholders.
b. NRC shall oversee, among others, the following matters and make report with recommendation to the Board:
(i) formulating the criteria for determining qualifications, positive attributes and independence of a director and recommend a policy
to the Board, relating to the remuneration of the directors, top level executive, considering the following:
(a) the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate suitable directors to run
the company successfully;
(b) the relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and
(c) remuneration to directors, top level executive involves a balance between fixed and incentive pay reflecting short and long-term
performance objectives appropriate to the working of the company and its goals;
(ii) devising a policy on Board’s diversity taking into consideration age, gender, experience, ethnicity, educational background and
nationality;
(iii) identifying persons who are qualified to become directors and who may be appointed in top level executive position in accordance
with the criteria laid down, and recommend their appointment and removal to the Board;
(iv) formulating the criteria for evaluation of performance of independent directors and the Board;
(v) identifying the company’s needs for employees at different levels and determine their selection, transfer or replacement and
promotion criteria; and
(vi) developing, recommending and reviewing annually the company’s human resources and training policies;
Activity report: Committee had one (1) meeting during the period. Committee considered a ‘Draft Code of Conduct for the Board which
is being reviewed by the Members.
Dr. Muhammad Fouzul Kabir Khan

Chairperson

CFO & MD’s Declaration to the Board
Date: 28th October 2020
The Board of Directors

United Power Generation & Distribution Company Ltd.
“United House”, United City, Madani Avenue, Dhaka-1212.
Subject: Declaration on Financial Statements for the year ended on 30th June, 2020.
Dear Sirs,
Pursuant to the condition No. 1(5) (xxvi) imposed vide the Commission’s Notification No. BSEC/CMRRCD/2006-158/207/Admin/80 Dated
3 June, 2018 under section 2CC of the Securities and Exchange Ordinance, 1969, we do hereby declare that:
(1) The Financial Statements of United Power Generation & In this regard, we also certify that:
Distribution Company Limited for the year ended on 30th June, (i) We have reviewed the financial statements for the year ended
2020 have been prepared in compliance with International on 30th June, 2020 and that to the best of our knowledge and
Accounting Standards (IAS) or International Financial Reporting belief:
Standards (IFRS), as applicable in the Bangladesh and any (a) These statements do not contain any materially untrue
departure there from has been adequately disclosed if found statement or omit any material fact or contain statements
applicable. that might be misleading;
(2) The estimates and judgments related to the financial statements (b) These statements collectively present true and fair view of
were made on a prudent and reasonable basis, in order for the the Company’s affairs and are in compliance with existing
financial statements to reveal a true and fair view; accounting standards and applicable laws.
(3) The form and substance of transactions and the Company’s (ii) There are, to the best of knowledge and belief, no transactions
state of affairs have been reasonably and fairly presented in its entered into by the Company during the year which are
financial statements; fraudulent, illegal or in violation of the code of conduct for the
(4) To ensure above, the Company has taken proper and adequate company’s Board of Directors or its members.
care in installing a system of internal control and maintenance (iii) With the spread of Corona virus in the country, Government
of accounting records; resorted to some strict public-health measures including lock-
(5) Our internal auditors have conducted periodic audits to down. And such development affected UPGDCLS’s revenue
provide reasonable assurance that the established policies and for the month of April and May 2020 as both DEPZ/CEPZ were
procedures of the Company were consistently followed; and closed. However, the resulted revenue “loss” was considerably
(6) The management’s use of the going concern basis of compensated through incremental lifting by BPDB and REB.
accounting in preparing the financial statements is appropriate There were, however, no material impact whatsoever in this
and there exists no material uncertainty related to events or regard.
conditions that may cast significant doubt on the Company’s
ability to continue as a going concern.
Sincerely yours,
Moinuddin Hasan Rashid Badrul H. Khan, FCA

Managing Director Company Sec. & CFO (In-charge)

STATUS OF COMPLIANCE
OF THE CORPORATE
GOVERNANCE CODE (CGC), 2020
COMPLIANCE STATUS (PUT √ IN

REMARKS (IF ANY)
CONDITION THE APPROPRIATE COLUMN)
TITLE
NO. NOT
COMPLIED
COMPLIED
1 Board of Directors.-
1(1) Size of the Board of Directors
The Board of Directors is
The total number of members of a company’s Board of Directors (hereinafter referred to comprised of 18 Directors
√
as “Board”) shall not to be less than 5 (five) and more than 20 (twenty). including 03 Independent
Director
1(2) Independent Directors
At least one fifth (1/5) of the total number of directors in the company’s board shall be
1(2)(a) independent directors; any fraction shall be considered to the next integer or whole √
number for calculating number of independent director(s);
1(2)(b) For the purpose of this clause “independent director’’ means a director
Who either does not hold any share in the company or holds less than one percent (1%) Does not hold any share
1(2)(b)(i) √
shares of the total paid-up shares of the company; of the Company
Who is not a sponsor of the company and is not connected with the company’s any
sponsor or director or nominated director or shareholder of the company or any of its
Independent Directors
asscoiates, sister concerns, subsidiaries and parents or holding entities who holds one
1(2)(b)(ii) √ have declared their
percent (1%) or more shares of the total paid-up shares of the company on the basis of
compliances.
family relationship and his or her family members also shall not hold above mentioned
shares in the company:
Who has not been an executive of the company in immediately preceding 2 (two)
1(2)(b)(iii) √ -
financial years;
Who does not have any other relationship, whether pecuniary or otherwise, with the
1(2)(b)(iv) √ -
company or its subsidiary or associated companies;
Who is not a member or TREC (Trading Right Entitlement Certificate) holder, director or
1(2)(b)(v) √ -
officer of any stock exchange;
Who is not a shareholder, director excepting independent direct or officer of any member
1(2)(b)(vi) √ -
or TREC holder of stock exchange or an intermediary of the capital market;
Who is not a partner or an executive or was not a partner or an executive during the
preceding 3 (three) years of the concerned company’s statutory audit firm or audit firm
1(2)(b)(vii) √ -
engaged in internal audit services or audit firm conducting special audit or professional
certifying compliance of this Code;
1(2)(b)(viii) Who is not an independent director in more than 5 (five) listed companies; √ -
Who has not been convicted by a court of competent jurisdiction as a defaulter in
1(2)(b)(ix) payment of any loan or any advance to a bank or a Non-Bank Financial Institution √ -
(NBFI);
1(2)(b)(x) Who has not been convicted for a criminal offence involving moral turpitude; √ -
The independent director(s) shall be appointed by the board and approved by the
1(2)(c) √ -
shareholders in the Annual General Meeting (AGM);
1(2)(d) The post of independent director(s) cannot remain vacant for more than 90 (ninety) days; √
The tenure of office of an independent director shall be for a period of 3 (three) years,
1(2)(e) √ -
which may be extended for 1 (one) tenure only:


REMARKS (IF ANY)
TITLE
NO. NOT
COMPLIED
COMPLIED
1(3) Qualification of Independent Director.-

Independent director shall be a knowledgeable individual with integrity who is able
1(3)(a) to ensure compliance with financial, regulatory and corporate laws and can make √ -
meaningful contribution to business.
Business Leader who is or was a promoter or director of an unlisted company having
1(3)(b)(i) minimum paid-up capital of Tk. 100.00 million or any listed company or a member of any - - N/A
national or international chamber of commerce or bussiness association;
Corporate Leader who is or was a top level executive not lower than Chief Executive
officer or Managing Director or Deputy Managing Director or Chief Financial Officer
or Head of Finance or Accounts or Company Secretary or Head of Internal Audit and
1(3)(b)(ii) N/A
Compliance or Head of Legal Service or a candidate with equivalent position of an
unlisted company having minimum paid up capital of Tk. 100.00 million or of a listed
company;
Former official of government or statutory or autonomous or regulatory body in the
1(3)(b)(iii) position not below 5th Grade of the national pay scale, who has at least eductional √ -
background of bachelor degree in economics or commerce or bussiness or law;
University Teacher who has eductional background in Economics or Commerce or
1(3)(b)(iv) √ -
Business Studies or Law;
Professional who is or was an advocate practicing at least in the High Court Division
of Bangladesh Supreme Court or a Chartered Accountant or Cost and Management
1(3)(b)(v) Accountant or Chartered Financial Analyst or Chartered Certified Accountant or Certified - - N/A
Public Accountant or Chartered Management Accountant or Chartered Secretary or
equivalent qualification;
The independent director(s) shall have at least 10( ten) years of experiences in any field
1(3)(c) √ -
mentioned in clause (b);
In special cases, the above qualifications or experiences may be relaxed subject to prior No such deviation
1(3)(d) - -
approval of the Commission. occurred
Duality of Chairperson of the Board of Directors and Managing Director or Chief
1(4)
Executive Officer.-
The positions of the Chairperson of the Board and the Managing Director (MD) and/or
1(4)(a) √ -
Chief Executive Officer (CEO) of the company shall be filled by different individuals;
The Managing Director (MD) and/or Chief Executive Officer (CEO) of a listed company
1(4)(b) √ -
shall not hold the same position in another listed company;
The Chairperson of the Board shall be elected from among the non-executive directors
1(4)(c) √ -
of the company;
The Board shall clearly define respective roles and responsibilities of the Chairperson
1(4)(d) √ -
and the Managing Director and/or Chief Executive officer;
In the absence of the Chairperson of the Board, the remaining members may elect one
of themselves from non-executive directors as chairperson for that particular Board’s
1(4)(e) √ No such event arose
meeting; the reason of absence of the regular Chairperson shall be duly recorded in the
minutes.
1(5) The Directors’ Report to the Shareholders
1(5)(i) An industry outlook and possible future developments in the industry; √ -
1(5)(ii) The Segment-wise or product-wise performance; √ -
Risks and concerns including internal and external risk factors, threat to sustainability
1(5)(iii) √ -
and negative impact on environment, if any;
1(5)(iv) A discussion on Cost of Goods sold, Gross Profit Margin and Net Profit Margin, where applicable; √ -


REMARKS (IF ANY)
TITLE
NO. NOT
COMPLIED
COMPLIED
A discussion on continuity of any extraordinary activities and their impliacations (gain or

1(5)(v) No such event arose
loss);
A detailed discussion on related party transactions along with a statement showing
1(5)(vi) amount, nature of related party, nature of transactions and basis of transactions of all √ -
related party transactions;
A statement of utilization of proceeds raised through public issues, rights issues and/or
1(5)(vii) - - N/A
through any others instruments;
An explanation if the financial results deteriorate after the company goes for Initial Public
1(5)(viii) - - N/A
Offering (IPO), Repeat Public Offering (RPO), Rights Share Offer, Direct Listing etc;
An explanation on any significant variance that occurs between Quarterly Financial
1(5)(ix) No such event arose
Performance and Annual Financial Statements;
1(5)(x) A statement of remuneration paid to the directors including independent directors; √ -
A statement that the financial statements prepared by the management of the issuer
1(5)(xi) company present fairly its state of affairs, the result of its operations, cash flows and √ -
changes in equity;
1(5)(xii) A statement that proper books of account of the issuer company have been maintained; √ -
A statement that appropriate accounting policies have been consistently applied in
1(5)(xiii) preparation of the financial statements and that the accounting estimates are based on √ -
reasonable and prudent judgment;
A statement that International Accounting Standards (IAS) or International Financial
Reporting Standards (IFRS), as applicable in Bangladesh, have been followedin
1(5)(xiv) √ -
preparation of the financial statements and any departure there from has been
adequately disclosed;
A statement that the system of internal control is sound in design and has been
1(5)(xv) √ -
effectively implemented and monitored;
A statement that minority shareholders have been protacted from abusive actions by,
1(5)(xvi) or in the interest of, controlling shareholders acting either directly or indirectly and have √ -
effective means of redress;
A statement that there is no Significant doubt upon the issuer company’s ability to
1(5)(xvii) continue as going concern, if the issuer company is not considered to be a going √ -
concern, the fact along with reasons there of shall be disclosed;
An explanation that significant deviations from the last year’s operating results of the
1(5)(xviii) √ No such event arose
issuer company shall be highlighted and the resons thereof shall be explained;
A statement where key operating and financial data of at least preceding 5 (five) years
1(5)(xix) √ -
shall be summarized;
Company has declared
An explanation on the reasons if the issuer company has not declared dividend (cash or 145% Cash dividend &
1(5)(xx) - -
stock) for the year; 10% Stock Dividend for
the year 2019-20
Board’s statement to the effect that no bonus share or stock dividend has been or shall
1(5)(xxi) N/A
be declared as interim dividend;
The total number of Board meetings held during the year and attendance by each
1(5)(xxii) √ -
director;
A report on the pattern of shareholding disclosing the aggregate number of shares
1(5)(xxiii)
(along with name-wise details where stated below) held by:-
1(5)(xxiii) Parent or Subsidiary or Associated Companies and other related parties (name-wise
√
(a) details);


REMARKS (IF ANY)
TITLE
NO. NOT
COMPLIED
COMPLIED
1(5)(xxiii) Directors, Chief Executive Officer, Company Secretary, Chief Financial Officer, Head of
√ -
(b) Internal Audit and Compliance their spouses and minor children (name- wise details);
1(5)(xxiii)
Executives; √ -
(c)
1(5)(xxiii)Shareholders holding ten percent (10%) or more voting interest in the company (name-
√
(d) wise details).
In case of the appointment or reappointment of a director, a disclosure on the following
1(5)(xxiv)
information to the shareholders:-
1(5)(xxiv)
a brief resume of the director √ -
(a)
1(5)(xxiv)
nature of his/her expertise in specific functional areas; √ -
(b)
1(5)(xxiv) Names of companies in which the person also holds the directorship and the
√ -
(c) membership of committees of the board.
A management’s Discussion and Analysis signed by CEO or MD presenting detailed
1(5)(xxv) analysis of the company’s position and operations along with a brief disscission of
changes in financial statements, among others, focusing on:
1(5)(xxv)
Accounting policies and estimation for preparation of financial statements; √ -
(a)
Changes in accounting policies and estimation, if any, clearly describing the effect on
1(5)(xxv)
financial performance or results and financial position as well as cash flows in absolute √ -
(b)
figure for such changes;
Comparative analysis (including effects of inflation) of fianacial performance or results
1(5)(xxv)
and financial position as well as cash flows for current financial year with immediate √ -
(c)
preceding five years explaining reasons thereof;
1(5)(xxv) compare such financial performance or results and financial position as well as cash
√ -
(d) flows with the peer industry scenario;
1(5)(xxv)
briefly explain the financial and economic scenario of the country and the globe; √ -
(e)
1(5)(xxv) risks and concerns issues related to the financial statements, explaining such risk and
√ -
(f) concerns mitigation plan of the company; and
future plan or projection or forecast for company’s operation, performance and
1(5)(xxv)
financial position, with justification thereof, i.e., actual position shall be explained to the √ -
(g)
shareholders in the next AGM;
Declaration or certification by the CEO and the CFO to the Board as required under
1(5)(xxvi) √ -
condition No. 3(3) shall be disclosed as per Annexure-A; and
The report as well as certificate regarding compliance of conditions of this code as
1(5)(xxvii) √ -
required under condition No. 9 shall be disclosed as per Annexure-B and Annexure-C.
1(6) Meetings of the Board of Directors
The company shall conduct its Board meetings and record the minutes of the meetings
as well as keep required books and records in line with the provisions of the relevant
Bangladesh Secretarial Standards (BSS) as adopted by the Institute of Chartered √ -
Secretaries of Bangladesh (ICSB) in so far as those standards are not inconsistent with
any condition of this Code.
Code of Conduct for the Chairperson, other Board members and Chief Executive
1(7)
Officer


REMARKS (IF ANY)
TITLE
NO. NOT
COMPLIED
COMPLIED
The Board shall lay down a code of conduct, based on the recommendation of the
Preparation of Code of
1(7)(a) Nomination and Remuneration Committee (NRC), for the Chairperson of the Board, √
conduct under process
other board members and Chief Executive Officer of the company;
The code of conduct as determined by the NRC shall be posted on the website of the
1(7)(b) √
company
2 Governance of Board of Directors of Subsidiary Company:-
Provisions relating to the composition of the Board of the holding company shall be
2(a) √
made applicable to the composition of the Board of the subsidiary company;
At least 1 (one) independent director of the Board of the holding company shall be a
2(b) √ Will be complied gradually
director on the Board of the subsidiary company;
The minutes of the Board meeting of the subsidiary company shall be placed for review
2(c) √
at the following Board meeting of the holding company.
The minutes of the respective Board meeting of the holding company shall state that
2(d) √
they have reviewed the affairs of the subsidiary company also;
The Audit Committee of the holding company shall also review the financial statements,
2(e) √
in particular the investments made by the subsidiary company.
Managing Director (MD) or Chief Executive Officer (CEO), Chief Financial Officer
3.
(CFO) Head of Internal Audit and Compliance (HIAC) and Company Secretary(CS):-
The Board shall appoint a Managing Director (MD) or Chief Executive Officer (CEO), a
3(1)(a) Company Secretary (CS), a Chief Financial Officer (CFO) and a Head of Internal Audit √ -
and Compliance (HIAC);
The positions of the Managing Director (MD) or Chief Executive Officer (CEO), Company
3(1)(b) Secretary (CS), Chief Financial Officer (CFO) and a Head of Internal Audit and √ -
Compliance (HIAC) shall be filled by different individuais;
The MD or CEO, CS, CFO and HIAC of a listed company shall not hold any executive
3(1)(c) √ -
position in any other company at the same time;
The Board shall clearly define respective roles, responsibilities and duties of the CFO,
3(1)(d) √ -
the HIAC and the CS;
The MD or CEO, CS, CFO and HIAC shall not be removed from their position without
3(1)(e) approval of the Board as well as immediate dissemination to the Commission and stock √ -
exchange(s).
3(2) Requirement to attend Board of Director’s Meetings
The MD or CEO, CS, CFO and HIAC of the company shall attend the meetings of the
√ -
Board:
Duties of Managing Director (MD) or Chief Executive Officer (CEO) and Chief
3(3)
Financial Officer(CFO)
The MD or CEO and CFO shall certify to the Board that they have reviewed financial
3(3)(a)
statements for the year and that to the best of their knowledge and belief:
These statements do not contain any materially untrue statement or omit any material
3(3)(a)(i) √ -
fact or contain statements that might be misleading;
These statements together present a true and fair view of the company’s affairs and are
3(3)(a)(ii) √ -
in compliance with existing accounting standards and applicable laws;
The MD or CEO and CFO shall also certify that there are, to the best of knowledge and
3(3)(b) belief, no transactions entered into by the company during the year which are fraudulent √ -
illegal or violation of the code of conduct for the company’s Board or its member;
Disclosed in the Annual
3(3)(c) The certification of the MD or CEO and CFO shall be disclosed in the Annual Report. √
Report.


REMARKS (IF ANY)
TITLE
NO. NOT
COMPLIED
COMPLIED
Board of Director’s Committee.- For ensuring good governance in the company,

4.
the Board shall have at least following sub-committees:
4(i) Audit Committee; √ -
4(ii) Nomination and Remuneration Committee √
5. Audit Committee.-
5(1) Responsibility to the Board of Directors
5(1)(a) The company shall have an Audit Committee as a sub-committee of the Board; √ -
The Audit Committee shall assist the Board of Directors in ensuring that the financial
5(1)(b) statements reflect true and fair view of the state of affairs of the company and in √ -
ensuring a good monitoring system within the business;
The Audit Committee shall be responsible to the Board; the duties of the Audit
5(1)(c) √
Committee shall be clearly set forth in writing.
5(2) Constitution of the Audit Committee
5(2)(a) The Audit Committee shall be composed of at least 3 (three) members; √ -
The Board shall appoint members of the audit committee who shall be non-executive
5(2)(b) directors of the company excepting Chairperson of the Board and shall include at least √ -
1(one) independent director;
All members of the audit committee should be “financially literate” and at least I (one)
5(2)(c) member shall have accounting or related financial management background and 10(ten) √ -
years of such experience;
When the term of service of any Committee members expires or there is any
circumstance causing any Committee member to be unable to hold office before
expiration of the term of service, thus making the number of the Committee members
5(2)(d) to be lower than the prescribed number of 3 (three) persons, the Board shall appoint √ -
the new Committee member to fill up the vacancy immediately or not later than 1
(one) month from the date of vacancy in the Committee to ensure continuity of the
performance of work of the Audit Committee;
5(2)(e) The company secretary shall act as the secretary of the Committee. √ -
The quorum of the Audit Committee meeting shall not constitute without at least 1 (one)
5(2)(f) √ -
independent director.
The Board of Directors shall select 1 (one) member of the Audit Committee to be
5(3)(a) √ -
Chairperson of the Audit Committee, who shall be an Independent director;
In the absence of the Chairperson of the audit committee, the remaining members may
elect one of themselves as Chairperson for that particular meeting, in that case there
5(3)(b) √ -
shall be no problem of constittuting a quorum as required under condition No.5(4)(b) and
the reson of absence of the regular chairperson shall be duly recorded in the minutes.
Chairperson of the Audit Committee shall remin present in the Annual General Meeting
5(3)(c) √ -
(AGM):
The Audit Committee shall conduct at least its four meetings in a financial year: Provided
5(4)(a) that any emergency meeting in addition to regular meeting may be convened at the √
request of any one of the members of the Committee;
The quorum of the meeting of the Audit Committee shall be constituted in presence of
5(4)(b) either two members or two third of the members of the Audit Committee, whichever is √ -
higher, where presence of an independent director is a must.
5(5) The Audit Committee shall:-
5(5)(a) Oversee the financial reporting process; √ -


REMARKS (IF ANY)
TITLE
NO. NOT
COMPLIED
COMPLIED
5(5)(b) Monitor choice of accounting policies and principles; √ -

Monitor Internal Audit and Compliance process to ensure that it is adequately
5(5)(c) resourced, including approval of the Internal Audit and Compliance plan and review of √ -
the Internal Audit and Compliance Report;
5(5)(d) Oversee hiring and performance of external auditors. √ -
Hold meeting with the external or statutory auditors for review of the annual financial
5(5)(e) √ -
statements before submission to the Board for approval or adoption;
Review along with the management, the annual financial statements before submission
5(5)(f) √ -
to the board for approval;
Review along with the management, the quarterly and half yearly financial statements
5.5(g) √ -
before submission to the board for approval;
5.5(h) Review the adequacy of internal audit function; √ -
Review the Management’s Discussion and Analysis before disclosing in the Annual
5(5)(i) √ -
Report;
5(5)(j) Review statement of all related party transactions submitted by the management; √ -
Review Management Letters or Letter of Internal Control weakness issued by statutory
5(5)(k) √ -
auditors.
Oversee the determination of audit fees based on scope and magnitude, level of
5(5)(l) expertise deployed and time required for effective audit and evalute the performance of √ -
external auditors;
Oversee whether the proceeds raised through Initial public Offering (IPO) or Repeat
5(5)(m) public Offering(RPO) or Rights Share offer have been utilized as per the purpose stated - - N/A
in relevent offer document or prospectus approved by the Commission:
5(6) Reporting of the Audit Committee
5(6)(a) Reporting to the Board of Directors
5(6)(a)(i) The Audit Committee shall report on its activities to the Board. √ -
The Audit Committee shall immediately report to the Board of Directors on the following
5(6)(a)(ii)
findings, if any:-
5(6)(a)
report on conflicts of interests; - - No such Incidence arose
(ii)(a)
5(6)(a)(ii) suspected or presumed fraud or irregularity or material defect identified in the internal
- - No such Incidence arose
(b) audit and compliance process or in the financial statements;control system;
5(6)(a) suspected infringement of laws,regulatory compliances including securities related
(ii)(c) laws, rules and regulations;
5(6)(a)(ii) any other matter which the Audit Committee deems necessary shall be disclosed to the
(d) Board immediately;
5(6)(b) Reporting to the Authorities:-
If the Audit Committee has reported to the Board about anything which has material
impact on the financial condition and results of operation and has discussed with
the Board and the management that any rectification is necessary and if the Audit
No such reportable
Committee finds that such rectification has been unreasonably ignored, the Audit - -
incidence arose
Committee shall report such finding to the Commission, upon reporting of such matters
to the Board for three times or completion of a period of 6 (six) months from the date of
first reporting to the Board, whichever is earlier.
5(7) Reporting to the Shareholders and General Investors


REMARKS (IF ANY)
TITLE
NO. NOT
COMPLIED
COMPLIED
Report on activities carried out by the Audit Committee, including any report made
to the Board under condition 5(6)(a)(ii) above during the year, shall be signed by the
√ -
Chairperson of the Audit Committee and disclosed in the annual report of the issuer
company.
6. Nomination and remuneration Committee(NRC).-
6(1) Responsibility to the Board of Directors
The company shall have a Nomination and Remuneration Committee (NRC) as a sub-
6(1)(a) √
committee of the Board;
The NRC shall assist the Board in formulation of the nomination criteria or policy
for determining qualifications, positive attributes, experiences and independence of
6(1)(b) √
directors and top level executive as well as a policy for formal process of considering
remuneration of directors, top level executive;
The Terms of Reference (ToR) of the NRC shall be clearly set forth in writing covering the
6(1)(c) √
areas stated at the condition No. 6(5)(b).
6(2) Constitution of the NRC
The Committee shall comprise of at least three members including an independent
6(2)(a) √
director;
6(2)(b) All member of the Committee shall be non-executive directors; √
NRC members are
6(2)(c) Members of the Committee shall be nominated and appointed by the Board; √
appointed by the Board.
6(2)(d) The Board shall have authority to remove and appoint any member of the Committee; √
In case of death, resignation, disqualification, or removal of any member of the
6(2)(e) Committee or in any other cases of vacancies, the board shall fill the vacancy within 180 √
(one hundred eighty) days of occurring such vacancy in the Committee;
The Chairperson of the Committee may appoint or co-opt any external expert and/or
member(s) of staff to the Committee as advisor who shall be non-voting member, if the
6(2)(f) √ No such Incidence arose
Chairperson feels that advice or suggestion form such external expert and/or member(s)
of staff shall be required or valuable for the Committee;
6(2)(g) The company secretary shall act as the secretary of the Committee; √
The quorum of the NRC meeting shall not constitute without attendance of at least an
6(2)(h) √
independent director;
No member of the NRC shall receive, either directly or indirectly, any remuneration for
6(2)(i) any advisory or consultancy role or otherwise, other than Director’s fees or honorarium √
from the company.
6(3) Chairperson of the NRC
Chairman of NRC is
The Board shall select 1(one) member of the NRC to be Chairperson of the Committee, selected by the Board
6(3)(a) √
who shall be an independent director; who is an Independent
Director.
In the absence of the Chairperson of the NRC, the remaining members may elect one
6(3)(b) of themselves as Chairperson for that particular meeting, the reason of absence of the √
regular Chairperson shall be duly recorded in the minutes;
The Chairperson of the NRC shall attend the annual general meeting (AGM) to answer
6(3)(c) √
the queries of the shareholders:
6(4) Meeting of the NRC
6(4)(a) The NRC shall conduct at least one meeting in a financial year; √


REMARKS (IF ANY)
TITLE
NO. NOT
COMPLIED
COMPLIED
The Chairperson of the NRC may convene any emergency meeting upon request by any
6(4)(b) - - No such event arose
member of the NRC;
The quorum of the meeting of the NRC shall be constituted in presence of either two
6(4)(c) members or two third of the members of the Committee, whichever is higher, where √
presence of an independent director is must as required under condition No. 6(2)(h);
The proceedings of each meeting of the NRC shall duly be recorded in the minutes and
6(4)(d) √
such minutes shall be confirmed in the next meeting of the NRC.
6(5) Role of the NRC
NRC shall be independent and responsible or accountable to the Board and to the
6(5)(a) √
shareholders;
NRC shall oversee, among others, the following matters and make report with
6(5)(b) √
recommendation to the Board:
Formulating the criteria for determining qualifications, positive attributes and
6(5)(b)(i) independence of a director and recommend a policy to the Board, relating to the √
remuneration of the directors, top level executive, considering the following:
6(5)(b) The level and composition of remuneration is reasonable and sufficient to attract, retain
√
(i)(a) and motivate suitable directors to run the company successfully;
6(5)(b) The relationship of remuneration to performance is clear and meets appropriate
√
(i)(b) performance benchmarks; and
Remuneration to directors, top level executive involves a balance between fixed and
6(5)(b)
incentive pay reflecting short and long-term performance objectives appropriate to the √
(i)(c)
working of the company and its goals;
Devising a policy on Board’s diversity taking into consideration age, gender, experience,
6(5)(b)(ii) √
ethnicity,educational background and nationality;
Identifying persons who are qualified to become directors and who may be appointed in
6(5)(b)(iii) top level executive position in accordance with the criteria laid down, and recommend √
their appointment and removal to the Board;
Formulating the criteria for evaluation of performance of independent directors and the
6(5)(b)(iv) √
Board;
Indentifying the company’s needs for employees at different levels and determine their
6(5)(b)(v) √
selection, transfer or replacement and promotion criteria;
Developing, recommending and reviewing annually the company’s human resources and
6(5)(b)(vi) √
training policies;
The policy criteria and
The company shall disclose the nomination and remuneration policy and the evaluation activities of NRC are
6(5)(c) √
criteria and activities of NRC during the year at a glance in its annual report. disclosed in the Annual
Report.
7. External or Statutory Auditors
The issuer shall not engage its external or statutory auditors to perform the following
7(1)
servicesof the company, namely :--
7(1) (i) Appraisal or valuation services or fairness opinions; √ -
7 (1) (ii) Financial information system design and implementation; √ -
7 (1) (iii) Book-keeping or other services related to the accounting records or financial statement; √ -
7 (1) (iv) Broker –dealer services; √ -
7 (1) (v) Actuarial services; √ -
7 (1) (vi) Internal audit services or special audit services; √ -


REMARKS (IF ANY)
TITLE
NO. NOT
COMPLIED
COMPLIED
7 (1) (vii) Any services that the Audit Committee determines. √ -

Audit or certifiaction services on compliance of corporate governance as required under
7 (1) (viii) √ -
condition No.9(1);
7 (1) (ix) Any other service that creates conflict of interest √ -
No Partner or employees of the external audit firms shall possess any share of the
7(2) company they audit at least during the tenureof their audit assignment of that company; √ -
his or her family members also shall not hold any shares in the said company:
Representative of external or statutory auditors shall remain present in the Shareholders’
7(3) Meeting (Annual General meeting or Extraordinary General Meeting) to answer the √ -
queries of the shareholders.
8. Maintaining a website by the Company.-
The Company shall have an official website linked with the website of the stock
8(1) √ -
exchange.
8(2) The company shall keep the website functional from the date of listing. √ -
The company shall make available the detailed disclosures on its website as required
8(3) √ -
under the regulations of the concerned stock exchange(s)
9. Reporting and Compliance of Corporate Governance.-
The company shall obtain a certificate from a practicing Professional Accountant or
Secretary (Chartered Accountant or Cost and Management Accountant or Chartered
9(1) Secretary) other than its statutory auditors or audit firm on yearly basis regarding √
compliance of Corporate Governance Code of the Commission and shall such certificate
shall be disclosed in the Annual Report.
The professional who will provide the certificate on compliance of this Corporate
9(2) √
Governance Code shall be appointed by the Shareholders in the annual general meeting.
The directors of the company shall state, in accordance with the Annexure-C attached,
9(3) √ -
in the directors’ report whether the company has complied with these conditions or not.

CERTIFICATION ON
CORPORATE GOVERNANCE

UNITED GROUP
– POWER DIVISION
2,105 MW is the present portfolio of United Group in the Power Generation sector. The Group currently contributes about 1,315 MW to
the national grid through 11 operational power plants with another 790 MW of power generation facilities under construction at Anwara
(Chittagong), Karnaphuli EPZ and Patuakhali (Payra Plant). United Group’s Power Division has introduced many pioneering solutions to
the Power Sector of Bangladesh starting in 1997 with the introduction of the country’s first Independent Power Producer (IPP), the barge
mounted Khulna Power Company (KPCL I). Since then United Group’s Power Division on to introducing concepts such as Commercial
Independent Power Plants as well as Combined Cycle and Modular Power Plant in Bangladesh.
United Group Power Division is a journey of many firsts.

ASSET MAP
United Energy
United Mymensingh Ltd. Sylhet,
Power Ltd.
28 MW
200 MW
United Ashuganj
Energy Ltd.
United Jamalpur
Power Ltd. 195 MW
115 MW
United Energy Ltd
Ashuganj
United Power Gen & 53 MW
Distr. Co. Ltd.
86 MW
United Power
Gen & Distr. Co. Ltd.
72 MW
Khulna Power
Co. Ltd., Unit 3 Leviathan Global BD Ltd.
40 MW 50 MW
Khulna Power
Co. Ltd., Unit 2 United Anwara
Power Ltd.
115 MW
300 MW
Khulna Power
Co. Ltd., Unit 1 Anwara CCPP
110 MW United Payra 590 MW
Power Ltd
150 MW
Operational Units Units Under Development / Construction
GAS 381 MW GAS 640 MW
HFO 770 MW HFO 150 MW

12TH ANNUAL GENERAL MEETING
The 12th Annual General Meeting (AGM) of United Power Generation and Distribution Company Ltd. was held on Tuesday, 05th
November, 2019 at 10:30 a.m. at Golf Garden, Army Golf Club, Airport Road, Dhaka- 1206. General Md. Abdul Mubeen, SBP, ndc, psc
(Retd), Chairman of the Board, presided over the Meeting.
Board of Directors including Independent Directors, Chairpersons of the Audit Committee, Chairperson of NRC Committee, Chief
Financial Officer (CFO) and Company Secretary were present in the meeting. Representatives of the External Auditor (KPMG) were also
present. Besides, total 310 Honorable Shareholders were present at the AGM.
After recitation from the Holy Quran by Moulana Shariful Islam, Chairman welcomed the Shareholders’ to the Meeting. Chairman
presented his deliberations highlighting about the overall performance of the company in the year 2018-19. He mentioned the strategic
re-structuring of the company in the reporting year which positioned UPGDCL as the prime holding company of the gas based power
generation facilities under the group. Combined generation capacity reached 486 MW while consolidated Revenue for the year reached
BDT 11,253.36 million. Net Profit after tax (consolidated) was BDT 7,855.03 million. Company could maintain a healthy Gross Profit
ratio at 63.28% while Net Profit ratio stood at 69.80% underlying a praise worthy overall performance in creating value addition of the
shareholders.
Due to consolidation effect, despite being a debt-free entity on stand-alone basis, UPGDCL’s Debt-Equity ratio was 23.47% representing
the international and IPFF loans availed by United Ashuganj Energy Ltd (UAEL).
During the year, consolidated EPS of the company was BDT 16.08 and Market capitalization as at 30th June, 2019 stood BDT
179,705.53 million or USD 2.12 billion. The Chairman mentioned the proposed Dividend for the year under review and at the same time
stressed upon the point that market evaluation of UPGDCL script, in terms of bottom-line growth and value addition, were inappropriate,
to say the least, and at the present price level the shares are in fact under-valued.
Dwelling on the post balance sheet events, the meeting was informed about the acquisition of 75% equity shares in the Leviathan Global
BD Ltd., a 50 MW power plant being installed at the Karnaphully EPZ at Chattogram.
Concluding the welcome deliberations, the Chairman thanked the Board of Directors, Management, Shareholders and all other
stakeholders for continued support and confidence all along.
Then Chairman invited comments from the Honorable Shareholders on Directors’ Report and Audited Financial Statements for the
period ending 30 June 2019. A good number of Shareholders participated in the discussions and reviewed the overall performance of
the Company.

NOTICE OF 13th ANNUAL GENERAL MEETING
Notice is hereby given that the 13th Annual General Meeting of United Power Generation & Distribution Company Ltd. (UPGDCL) will be
held on Sunday, 20th December 2020 at 11 a.m. (Dhaka Time) in the digital platform through the following link https://upgdcl.bdvirtualagm.
com to transact the following businesses:
ORDINARY BUSINESS:
1. Consideration and adoption of the Directors’ Report and the Audited Financial Statements for the year ended 30 June 2020 together
with the Auditors’ Report thereon.
2. Approval of Dividend for the year ended 30 June 2020 as recommended by the Board of Directors.
3. Election/Re-election of Directors.
4. Appointment of Auditor for the year 2020-21 and fixation of their remuneration.
5. Appointment of Compliance Auditor for the year 2020-21 and fixation of their remuneration.
SPECIAL BUSINESS:
1. To consider and if thought fit to pass a Special Resolution for inserting a new clause “Meeting through Digital platform” in the
Articles of Association of the Company.
2. Consideration and approval of the Related Party Transactions (as disclosed in the Note 34 of the Separate and Note 42 of the
Consolidated Audited Financial Statements) pursuant to the BSEC Notification No. BSEC/CMMRRCD/2009-193/Admin/103
dated 5th February 2020.
3. Consideration and approval of issuance of Corporate Guarantees in favour of Eastern Bank Ltd. and The City Bank Ltd. by
UPGDCL’s on behalf of its subsidiaries United Jamalpur Power Ltd. (UJPL) and United Anwara Power Limited (UAnPL) respectively,
pursuant to the BSEC Order No. SEC/CMMRRCD/2006-159/Admin/02-10 dated 10th September 2006.
By order of the Board
Dhaka, 29th November 2020 Badrul H. Khan FCA

Company Secretary
NOTES:
1. Members whose name appeared on the Members/Depository meeting invitation.
Register as on “Record Date i.e. 30th November, 2020” are eligible 6. A Member entitled to attend and vote at the AGM may appoint a
to attend the AGM and are also entitled to receive Dividend. Proxy to attend and vote in his/her stead. The scanned copy of
2. A Member entitled to attend and vote at the AGM may appoint a “Proxy Form, duly signed and affixed with BDT 20 revenue stamp
Proxy to attend and vote in his/her behalf. must be sent through email at info@unitedpowerbd.com or atiq@
3. Link for joining the AGM through Digital Platform and detail login united.com.bd no later than 72 hours before commencement of the
process will be notified to the respective Member through e-mail. AGM.
4. The Members will be able to submit their questions/comments and 7. Pursuant to the Bangladesh Securities and Exchange Commission
vote electronically 24 hours before commencement of the AGM and (BSEC) Notification Noses/CMRRCD/2006-158/208/Admin/81
during the AGM. For logging in to the system, the Member need dated 20th June, 2018, copy of the Annual Report will be sent to
to put their 16-digit Beneficial Owner ( BO) ID number and other the e-mail address of the Honorable Shareholders mentioned in
credentials as proof of their identity, by visiting the link https:// their respective Beneficial Owner (BO) accounts maintained with
upgdcl.bdvirtualagm.com the Depository based on the Record Date information.
5. Members whose email addresses have not been updated/changed
in the meantime, are requested to email us at info@unitedpowerbd.
com or atiq@united.com.bd mentioning their full name, Folio/BO
ID, email address and mobile number to get the digital platform

UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.
INDEPENDENT AUDITOR’S REPORT AND

Consolidated Financial Statements
As at and for the year ended 30 June 2020

INDEPENDENT AUDITORíS REPORT
To the shareholders of United Power Generation & Distribution Company Limited
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of United Power Generation & Distribution Company Ltd. (ìthe Groupî or ìUPGDCLî)
and its subsidiaries (together referred to as the ìGroupî), which comprise the consolidated statement of financial position as at 30 June
2020, and the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and
consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of
significant accounting policies.
In our opinion, the accompanying consolidated financial statements give a true and fair view of the consolidated financial position of
the Group as at 30 June 2020, and of its consolidated financial performance and its consolidated cash flows for the year then ended in
accordance with International Financial Reporting Standards (IFRSs).
Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditorís Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the
Group in accordance with the International Ethics Standards Board for Accountantsí Code of Ethics for Professional Accountants (IESBA
Code), and we have fulfilled our other ethical responsibilities in accordance with the IESBA Code. We believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements
of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below our description of how our audit
addressed the matter is provided in that context.
1. Revenue recognition
See note 55 (F) and 30 to the financial statements
Description of key audit matters How the matters were addressed in our audit
Revenue recognition and provision for customer receivables are key areas of Our audit procedures included:
judgement, particularly in relation to: l assessing whether revenue recognition policies
l energy revenue is made based on the survey of the meter reading. are applied through comparison with relevant
The customer (or government authority) verify the electrical energy accounting standards and industry practice;
output through physical inspection of meter and/or review of relevant l testing the Groupís controls over revenue
reports generated from the meter. Upon agreement by both parties, the recognition;
electrical energy delivered for the month is evidenced by the approval
l re-calculate the invoice amount as per Power
of the professional engineers representing the Group and the customer.
Supply Agreement (PSA);
The meter is calibrated and certified by independent professional
engineers on a regular basis; and l assessing the assumptions used to calculate
the metered accrued income by ensuring that
l identify conflicting issues relating to billing and assessing whether there
inputs used to the calculation have been derived
is little prospect cash will be received for revenue that has been billed.
appropriately;
l assessing the Groupís disclosures of its revenue
recognition, including the estimation and
uncertainty involved in recording revenue; and
l discussed with the management regarding the
treatment for revenue recognition policy of the
Group.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
2. Additional charges claimed by the gas suppliers to the UPGDCL

See note 48.2 to the financial statements
Based on a decision of the Ministry of Power, Energy and Mineral Resources Our substantive procedures in this area included:
with regard to gas rates applicable for gas based power plants, the gas suppliers l Reviewing of legal documents pertaining to the
of the UPGDCL have claimed additional amounts of BDT 1,776,734,152 and case.
BDT 491,063,484 for Dhaka Export Processing Zone (DEPZ) and Chittagong
l Inquiry with management regarding probable
Export Processing Zone (CEPZ) plants, respectively.
outcome of the case.
UPGDCL initiated legal proceedings against this decision. Outcome of this
l Obtaining legal opinion from UPGDCLís external
litigation inherently affects the amount and timing of potential cash outflows.
legal counsel with regard to the outcome of the
The matter being sub judicial outcome cannot be predict with certainty. case.
However, Legal Advisor of the UPGDCL opined about positive grounds l Reviewing contingent liability disclosures.
favouring UPGDCL.
3. Implementation of IFRS 16 -Leases

See note 4.2 and 55(Q) to the financial statements
The Group recognized rights-of-use assets (ROUA) and lease liabilities We obtained an understanding of the managementís
arising from the lease rental agreements for land. The recognition is made for process for implementing IFRS 16 including financial
the first time in current yearís financial statements. However, that would not controls designed by the management to mitigate the
require a restatement of the comparative period information because Group risks assessed by us independently. We tested those
elected modified retrospective approach. The lease liability is measured at relevant controls and adopted a control rely strategy.
the present value of the lease payments that are not paid at that date. For Furthermore, to mitigate the inherent risk in this audit
calculation of the lease liability, the management applies its judgment in area, our audit approach included testing of the controls
determination of lease term, where certainty of exercising the option to extend and substantive audit procedures, including:
or the option not to terminate the lease is considered. l We studied the contracts for lease rental
The incremental borrowing rate is used as discounting rate in calculation of arrangements, especially the terms and
lease liability. conditions related to payments, lease incentives,
We considered the implementation of ìIFRS- 16 Leasesî as a key audit matter, any indirect costs, dismantling and restoration,
since management had to apply several judgements and estimates such as option to extend the lease or not to terminate the
lease term, discount rates, measurement basis among others and undertake lease.
a significant data extraction exercise to summarise the lease data for input l Through discussion we evaluated managementís
into their lease calculation model. judgement and estimates used in adopting the
new standard.
l We checked the lease amortization schedule and
depreciation schedule for each of the leases.
l We checked the appropriateness of managementís
assumptions, especially in determining the
certainty of exercising option to extend or
terminate lease and the discounting rate applied
to calculate lease liability.
l We assessed whether the disclosures within the
financial statements are adequate as prescribed
by the relevant IFRSs.

4. Impact of delay in renewal of Power Supply Agreement of 53 MW Ashuganj Power Plant of Subsidiary Company United
Energy Ltd.
See Note 1.2.1 to the financial statements
The 53 MW gas fired Ashuganj Power Plant in Ashuganj, B. Baria (which is In order to assess that a potential non-renewal of the
included in the financial statements of Subsidiary Company United Energy Agreement will not result in any material uncertainty on
Ltd.) is in full shutdown condition from June 22, 2019 as the Power Supply the operations of the Group and any material adverse
Agreement (PSA) No. 09783, dated: December 23, 2010 (Amendment impact on the profitability thereof, we performed the
Contract No. 09966, dated: September 16, 2014) with Bangladesh Power following procedures:
Development Board has expired on June 21, 2019. The Company has applied l Review of correspondence and other documents
for renewal for further five years. Renewal is still under process as of this date. related to the application of renewal
l Discussion with management regarding the
likelihood (or otherwise) of the renewal
l Analysis of the possible impact of non-renewal
vis-· -vis the operations and financial position of
the Group
Other Matter
The financial statements of the Group for the year ended 30 June 2019 were audited by another auditor who expressed qualified opinion
on those statements on 01 August 2019.
Other Information included in the Groupís June 30, 2020 Annual Report
Management is responsible for the other information. The other information comprises the information included in the Annual Report but
does not include the financial statements and our auditorís report thereon. The Annual Report is expected to be made available to us after
the date of this auditorís report.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion
thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information identified above when it becomes
available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge
obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to
report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in accordance with International
Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Groupís ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either
intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Groupís financial reporting process.
Auditorís Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditorís report that includes our opinion. Reasonable assurance is a high level of assurance but
is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional skepticism throughout the audit.
We also:
l Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform
audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
l Obtain an understanding of internal control relevant to the audit 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 Groupís internal control.
l Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures
made by management.
l Conclude on the appropriateness of managementís use of the going concern basis of accounting and, based on the audit evidence
obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Groupís ability
to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditorís
report to the related disclosures in the separate financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditorís report. However, future events or conditions may
cause the Group to cease to continue as a going concern.
l Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the
financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
l Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group
to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of
the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the
audit of the separate financial statements of the current period and are therefore the key audit matters. We describe these matters in
our auditorís report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
Report on other Legal and Regulatory Requirements
In accordance with the Companies Act 1994 and the Securities and Exchange Rules 1987, we also report the following:
a) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes
of our audit and made due verification thereof;
b) in our opinion, proper books of accounts as required by law have been kept by the Group so far as it appeared from our examination
of these books;
c) the statement of financial position and statement of profit or loss and other comprehensive income dealt with by the report are in
agreement with the books of accounts and returns; and
d) the expenditure incurred was for the purposes of the Groupís business.
A. Qasem & Co.

Chartered Accountants
Partner: Sanjida Kasem, FCA, FCMA, CFE

Dhaka, 28 October 2020

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
In Taka Note 30 June 2020 30 June 2019

Assets
Property, plant and equipment 5 19,097,479,899 20,242,083,450
Capital Work In Progress (CWIP) 6 1,615,721,811
Right of use assets 7 224,133,730 -
Prepaid lease rent 8 - 199,341,333
Investment in subsidiary 9 - -
Non-current assets 20,937,335,440 20,441,424,783
Inventories 10 1,331,234,455 1,096,323,223
Trade and other receivables 11 2,726,449,063 2,769,811,250
Receivable from related party 12 10,417,707,665 14,060,279,622
Advances, deposits and prepayments 13 139,556,570 221,576,887
Investment in marketable securities 14 92,817,221 126,872,487
Advance income tax 15 15,459,522 16,677,644
Cash and cash equivalents 16 417,010,048 3,299,042,119
Current assets 15,140,234,544 21,590,583,232
Total assets 36,077,569,984 42,032,008,015
Equity
Share capital 17 5,269,957,000 4,790,870,000
Share premium 18 2,046,000,000 2,046,000,000
Revaluation reserve 19 57,459,283 58,131,275
Retained earnings 20 21,933,085,610 22,704,577,678
Equity attributable to the owners of the Company 29,306,501,893 29,599,578,953
Non-controlling interests 21 544,709,204 488,158,794
Total equity 29,851,211,097 30,087,737,747
Liabilities
Borrowings 22 4,081,869,702 7,061,776,681
Security money received 23 700,000 700,000
Land lease Liability 24 24,449,893 -
Non-current liabilities 4,107,019,595 7,062,476,681
Deferred revenue 25 263,191,682 -
Trade and other payables 26 268,276,794 298,470,517
Accrued expenses 27 24,187,065 66,930,430
Borrowings 22 782,948,179 1,071,451,367
Land lease Liability 24 905,739 -
Payable to related party 28 750,470,660 3,260,790,726
Current Tax liability 29 29,359,173 184,150,547
Current liabilities 2,119,339,292 4,881,793,587
Total liabilities 6,226,358,887 11,944,270,268
Total equity and liabilities 36,077,569,984 42,032,008,015

The annexed notes 1 to 57 form an integral part of these financial statements.
Managing Director Director Company Secretary
As per our report of same date.
Place: Dhaka A. Qasem & Co.

Date: 28 October 2020 Chartered Accountants

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the year ended

Revenue 30 10,094,032,945 11,253,361,366

Cost of sales 31 (4,242,256,126) (4,132,336,855)
Gross profit 5,851,776,819 7,121,024,511
General and administrative expenses 32 (69,448,351) (99,722,777)
Other income 33 3,974,180 810,969,524
Operating profit 5,786,302,648 7,832,271,258
Finance income 34 524,788,428 627,870,566
Foreign exchange gain/(loss) 35 (40,562,356) (84,026,708)
Finance expense 36 (338,523,123) (495,046,422)
Profit before tax 5,932,005,599 7,881,068,694
Income tax expense 37 146,781,950 (26,040,669)
Profit 6,078,787,549 7,855,028,025
Other comprehensive income - -
Total comprehensive income 6,078,787,549 7,855,028,025
Total comprehensive income attributable to:

Owners of the Company 5,935,053,939 7,704,616,834
Non-controlling interests 21 143,733,610 150,411,191
Total comprehensive income 6,078,787,549 7,855,028,025

Earnings per share (Basic) 38.1 11.26 14.62



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2020
In Taka Attributable to the owners of the Company

Minority
Retained Revaluation Total
Share capital Share premium Interest
earnings reserve
Balance at 1 July 2019 4,790,870,000 2,046,000,000 22,704,577,678 58,131,275 488,158,794 30,087,737,747

Profit for the year - - 5,935,053,939 - 143,733,610 6,078,787,549
Minority interest added during the year 1,000,000 1,000,000
Issue of bonus shares 479,087,000 - (479,087,000) - - -
Cash dividend paid during the year (6,228,131,000) - - (6,228,131,000)
Depreciation on revalued assets - - 671,992 (671,992) - -
Dividend paid to subsidiary company - - - - (88,183,200) (88,183,200)
Balance at 30 June 2020 5,269,957,000 2,046,000,000 21,933,085,610 57,459,283 544,709,204 29,851,211,097
Attributable to the owners of the Company

In Taka Minority
Retained Revaluation Total
Share capital Share premium Interest
earnings reserve
Restated balance at 1 July 2018 3,992,391,670 2,046,000,000 20,174,102,182 58,803,268 401,910,337 26,673,207,457
Profit for the year - - 7,704,616,834 - 150,411,191 7,855,028,025
Cash dividend paid during the year (3,593,152,504) (3,593,152,504)
Issue of bonus shares 798,478,330 (798,478,330) -
Depreciation on revalued assets - - 671,992 (671,992) - -
Dividend paid to subsidiary - - - - (56,254,800) (56,254,800)
Merger reserve - - (297,000) - - (297,000)
Adjustment of gain on disposal from sale
- - (782,885,496) - (7,907,934) (790,793,430)
of subsidiary under common control
Balance at 30 June 2019 4,790,870,000 2,046,000,000 22,704,577,678 58,131,275 488,158,794 30,087,737,747
Note 17 18 20 19 21


CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended

Cash flows from operating activities

Cash received from customers 10,399,237,817 10,726,402,772
Cash received from other sources 33 56,715,227 91,077,603
Cash paid to suppliers and others (3,213,532,597) (2,579,777,152)
Tax paid (5,610,987) (10,121,389)
Financial charges paid 36 (255,139,800) (495,422,541)
Net cash generated from operating activities 6,981,669,660 7,732,159,293
Cash flows from investing activities

Acquisition of property, plant and equipment 5 (392,820,577) (85,563,935)
Investment in subsidiary company (3,000,000) (297,000)
Sale proceeds of subsidiary company - 60,842,895,809
Cash received/(paid) for related party loan 12 1,467,797,974 (1,229,090,959)
Insurance claim received on disposal of fixed assets 41,503,257 -
Investment in marketable securities - (37,699,999)
Net cash generated from/(used in) investing activities 1,113,480,653 59,490,243,916
Cash flows from financing activities

Dividend paid (6,740,241,409) (357,911,041)
Land lease payment (854,470) -
Cash paid for related party loan - (64,804,578,425)
Long term loan received/(paid) 22 (4,259,226,445) (1,058,364,134)
Net cash generated from/(used in) financing activities (11,000,322,324) (66,220,853,600)
Net increase in cash and cash equivalents (2,905,172,011) 1,001,549,609
Opening cash and cash equivalents 16 3,322,180,442 2,297,488,160
Effect of movements in exchange rates on cash held 35 1,617 4,350
Cash and cash equivalents as at 30 June 417,010,048 3,299,042,119



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1 Reporting entity
1.1 Company profile

United Power Generation & Distribution Company Ltd. (UPGDCL) (hereinafter referred to as ìthe Companyî), a public limited
company, was incorporated in Bangladesh on 15 January 2007 under the Companies Act (#18) 1994 under registration
no. C-65291(2783)/07 with its corporate office at Gulshan Center Point, Road No. 90-91, House No. 23-26, Gulshan-2,
Dhaka-1212, Bangladesh. The Company was initially registered as a private limited company, formerly known as Malancha
Holdings Ltd. (MHL) and subsequently converted into a public limited company on 22 December 2010.
The Company is listed with Dhaka Stock Exchange Limited (DSE) and Chattogram Stock Exchange Limited (CSE).
1.2 Investment in subsidiaries

The consolidated financial statements of the Group as at and for the period ended 30 June 2020 comprise the financial
statements of the Company and those of its subsidiaries (together referred to as ìthe Groupî).
Subsidiaries
Subsidiaries are the entities controlled by the Company. The Company controls an entity when it has power over the entity
and is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those
returns through its power over the entity. The financial statements of subsidiary companies are included in the consolidated
financial statements from the date on which control commences until the date on which control ceases. The following are
the subsidiaries controlled by the Company:
1.2.1 United Energy Ltd.

United Energy Ltd. (UEL), (formerly Shajahanullah Power Generation Company Limited) is a public limited company
incorporated in Bangladesh. The authorised capital of UEL is Tk. 100,000,000 divided into 10,000,000 ordinary shares of
Tk. 10 each. UEL developed a power plant of 28 MW capacity at Sylhet in order to produce and supply electricity. The
plant came into commercial operational on 21 October 2013.
UEL also acquired a power plant of 53 MW capacity through amalgamation with United Ashuganj Power Limited (UAPL)
from 1 July 2016 in order to produce and supply electricity.
On 22 June 2019, the Contract for Supply of Electricity on Rental Basis between Bangladesh Power Development Board
(BPDB) and United Energy Ltd relating to its 53 MW plant expired. Prior to the expiry, on 4 August 2018 the Company filed
an application with BPDB for a 5 year extension of the contract.
Negotiations for extension of the contract with BPDB are under process and management believes that BPDB will agree to
the extension. No electricity is being demanded from the plant by BPDB in the meantime. Necessary market disclosures in
this regard were given by the Company on 23 June 2019.
1.2.2 United Ashuganj Energy Ltd. (UAEL) was incorporated in Bangladesh as a private company limited by shares under
Companies Act (Act XVIII) 1994 on 30 January 2013. The authorised share capital of UAEL is Tk. 5,000,000,000 only
divided into 500,000,000 ordinary shares of Tk. 10 each.
The principal activity of UAEL is power generation and sale of such power to Bangladesh Power Development Board
(BPDB). UAEL is a gas fired power plant with a capacity of 195 MW (net) located at Ashuganj, Brahmanbaria which started
its commercial operation on 8 May 2015.
1.2.3 Leviathan Global BD Ltd.

Leviathan Global BD Ltd. (LGBDL) is a public limited company, was incorporated in Bangladesh on 23 May 2018 under
the Companies Act (#18) 1994 under registration no. C-145026/2018. The authorised share capital of LGBDL is Tk.
1,000,000,000 only divided into 100,000,000 ordinary shares of Tk. 10 each.
Leviathan Global BD Ltd. is a 50 MW IPP gas-fired power plant having a contract period of 30 years (extendable for further
30 years), built under joint venture with Leviathan Global Corporation, USA and UECL respectively. The plant is located
at Karnaphuli Export Processing Zone (KEPZ) in chattagram and will be operated under an agreement with Bangladesh
Export Processing Zone Authority (BEPZA).
Details of holding structure in subsidiaries are described in Note 55A.

1.3 Nature of the business

The principal activity of the Company is to generate electricity by gas fired power plants, at Dhaka Export Processing Zone
(DEPZ) with 86 MW capacity and Chattogram Export Processing Zone (CEPZ) with 72 MW capacity and to sell electricity
to the export processing industries located inside DEPZ and CEPZ with the provision of selling surplus power outside the
Export Processing Zones (EPZs) after fulfilling their requirement. The Company is also supplying electricity to Dhaka PBS-
1 of Bangladesh Rural Electrification Board (BREB), Bangladesh Power Development Board (BPDB), Karnaphuli Export
Processing Zone (KEPZ) and other private sector companies.
1.4 Power plant

The natural gas fired power plants of Dhaka EPZ and Chattogram EPZ consist of Wartsila, Rolls Royce and MTU engine
generators with 30 years expected useful life, which forms the major part of the power generation companies.
DEPZ power plant came into commercial operation on 26 December 2008 with a capacity of 41 MW at DEPZ premises. In
2013, the Company increased its capacity from 41 MW to 86 MW and installed 2 heat recovery boilers to produce 8 ton/h
of steam for sale to other customers. At DEPZ, there are four gas fired engines with a capacity of 8.73 MW each, five gas
fired engines with a capacity of 9.34 MW each and two gas fired engines with a capacity of 2 MW each for generation of
electricity.
CEPZ power plant came into commercial operation on 12 August 2009 with a capacity of 44 MW at CEPZ premises. In
of steam for sale to other customers. At CEPZ, there are five gas fired engines with a capacity of 8.73 MW each and three
gas fired engines with a capacity of 9.34 MW each.
The principal activity of the Group is to generate and supply electricity. Operational details of the Group are as follows:
Name of entity Location Plant capacity (MW) Operation starting date End of Contract year
United Power Generation & DEPZ 86 26 December 2008 2038

Distribution Company Ltd. CEPZ 72 12 August 2009 2039
Expired. Negociation
Ashuganj 53 22 June 2011
United Energy Ltd in Progress.
Sylhet 28 21 October 2013 2043
United Ashuganj Energy Ltd Ashuganj 195 8 May 2015 2030
Leviathan Global BD Ltd. KEPZ 50 - 2048
2 Basis of accounting
2.1 Statement of compliance

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards
(IFRSs), Companies Act 1994, the Securities and Exchange Rules 1987 and other applicable laws and regulations.
Details of the Groupís accounting policies are included in Note 55.
2.2 Date of authorisation

The consolidated financial statements were authorised for issue by the Board of Directors on 29 October 2020.
2.3 Reporting period

The current financial period of the Group covers one year from 1 July 2019 to 30 June 2020 and it is followed consistently.
3 Functional and presentation currency
These consolidated financial statements have been presented in Bangladeshi Taka (Taka/Tk/BDT), which is both the functional and
presentation currency of the Group. All financial information presented in Taka have been rounded off to the nearest integer, unless
otherwise indicated.

4 Use of estimates and judgments

In preparing these consolidated financial statements, management has made judgments, estimates and assumptions that affect
the application of Groupís accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results
may vary from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimates are revised and in any future periods affected.
4.1 Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties at 30 June 2020 that have a significant risk of resulting in a
material adjustment to the carrying amounts of assets and liabilities in the next financial year is included in the following
notes:
Note 5 and 55B Property, plant and equipment
Note 10 and 55C Inventories
Note 11 and 55D Trade and other receivables
Note 29 and 55J Current Tax liability
Note 46, 48, and 55H Contingent assets and Contingent liabilities
When measuring the fair value of an asset or a liability, the Group uses market observable data as far as possible. Fair
values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as
follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2: inputs other than quoted prices included in Level 1 that are observable for the assets or liabilities, either directly
(i.e. as prices) or indirectly (i.e. derived from prices)
Level 3: inputs for the assets or liabilities that are not based on observable market data
The Group, on regular basis, reviews the inputs and valuation judgements used in measurement of fair value and recognises
transfers between level of the fair value hierarchy at the end of the reporting period during which the changes have occurred.
4.2 Changes in significant accounting policies

The following lists shows the recent changes to International Financial Reporting Standards (ìIFRSî or ìstandardsî) that are
required to be applied by an entity with an annual reporting period beginning on or after 1 July 2019:
ï IFRS 16: Leases

ï Interpretation made by the International Financial Reporting Interpretation Council (IFRIC) 23: Uncertainty over Tax
Treatments
ï Amendments to IFRS 9: Financial Instruments on prepayment features with negative compensation
ï Amendments to IAS 28: Investments in Associates and Joint Ventures on long-term interests in associates and joint
ventures
ï Amendments to IAS 19: Employee Benefits on plan amendment, curtailment or settlement
ï Amendments to various standards based on the Annual Improvements to IFRSs 2015-2017 Cycle
The Group initially adopted IFRS 16: Leases (hereafter ìIFRS 16î) on 1 July 2019. The other new and amended standards
and the interpretation to a standard listed above do not have any material effect on the Groupís financial statements.
The effects of the adoption of IFRS 16 on the Groupís financial statements are explained below:
IFRS 16
IFRS 16 provides a comprehensive model for the identification of lease arrangements and their treatment in the financial
statements for both lessors and lessees. IFRS 16 supersedes IAS 17: Leases, IFRIC 4: Determining whether an Arrangement
contains a Lease, SIC 15: Operating Leases ñ Incentives, and SIC 27: Evaluating the Substance of Transactions Involving
the Legal Form of a Lease.
IFRS 16 introduced a single, on-balance sheet lease accounting model for lessees. It changed the accounting of leases

previously classified as operating leases under IAS 17, which were off balance sheet. Under IAS 17, operating leases
were expensed on a straight-line basis over the term of the lease, and assets and liabilities were recognised only to the
extent that there was a timing difference between actual lease payments and the expense recognised. Under IFRS 16, a
lessee recognises a right-of-use asset representing its right to use the underlying asset and a lease liability representing
its obligation to make lease payments.
There are recognition exemptions for short-term leases and leases of low-value items (practical expedients). In contrast to
lessee accounting, IFRS 16 substantially carries forward the lessor accounting requirements in IAS 17; i.e. lessors continue
to classify leases as finance or operating leases.
Impact on lessee accounting

The Group has chosen to apply the modified retrospective approach, under which the cumulative effect of initial application
is not recognised in retained earnings at 1 July 2019. Accordingly, the comparative information presented for the year ended
on 30 June 2019 is not restated, i.e. it is presented as previously reported under IAS 17.
On initial application of IFRS 16, for all leases, except for those that the practical expedient was applied (see below), the
Group has:
ï Recognised right of use assets in the statement of financial position by reclassifying Prepaid lease rent;
ï Recognised depreciation of right of use assets in the statement of profit or loss.
Under IFRS 16, the Group applied the practical expedient to grandfather the definition of a lease on transition. This means
that:
ï all contracts entered into before 1 July 2019 that were not identified as leases in accordance with IAS 17 and IFRIC 4
were not reassessed. Therefore, the definition of lease under IFRS 16 has been applied only to contracts entered into
or changed on or after 1 July 2019;
ï for any leases with unexpired lease term on initial application date of less than 12 months or any leases relating to low
value items, the Group elected to use the short-term lease exemption; and
ï the initial direct costs arising from the measurement of right-of-use asset at the date of initial application were excluded.
Based on an analysis of the Groupís finance leases as at 30 June 2019 on the basis of the facts and circumstances that
existed at that date, management has assessed and incorporated the following impact on the Groupís financial statements
as at 1 July 2019:
As reported at 30 June Adjustment due to adoption Adjusted opening balances as at
In Taka Note
2019 of IFRS 16 1 July 2019
Right of use asset 7 - 245,823,435 245,823,435

Prepaid lease rent 8 219,613,333 (245,823,435) -
ï The Groupís right of use assets were measured by reclassifying prepaid lease rent.
ï The impact of IFRS 16 on the statement of profit or loss was to replace the operating lease expenses (or rent expense)
with a depreciation of right-of-use assets, with the exception of short-term leases and leases of low-value assets. The
financial impact of these changes on the results of the Group for the year compared to those of the prior year was not
significant.
ï IFRS 16 doesnít have any material impact on the statement of cash flows.
Impact on lessor accounting
The Group leases out its power plant assets. The Group has classified these leases as operating leases. The Group is not
required to make any adjustments on transition to IFRS 16 for leases in which it acts as a lessor. The Group is showing
capacity revenue received from BPDB by straight lining the non-escalable portion, from 1 July 2019, over remaining PPA
life.
The Group has applied IFRS 15: Revenue from Contracts with Customers to allocate consideration in the contract to each
lease and non-lease component.

5 Property, plant and equipment
See accounting policy in Note 55B

Reconciliation of carrying amount
Building
Plant and Land and Office Furniture Motor
In Taka Gas line and civil Total
machinery development equipment and fixture vehicle
construction
Restated balance at 1 July 2018 26,581,232,847 480,308,057 750,790,250 279,952,125 15,767,833 11,332,831 93,288,715 28,212,672,657
Additions 87,403,720 1,997,455 239,820 - 365,344 726,571 2,230,000 92,962,910
Disposals/transfers (7,419,563) - - - - - - (7,419,563)
Balance at 30 June 2019 26,661,217,004 482,305,512 751,030,070 279,952,125 16,133,177 12,059,402 95,518,715 28,298,216,004
Balance at 1 July 2019 26,661,217,004 482,305,512 751,030,070 279,952,125 16,133,177 12,059,402 95,518,715 28,298,216,004
Additions 197,634,750 1,410,533 1,753,625 - 888,397 153,956 - 201,841,261
Disposals/transfers (48,140,896) - - - - - - (48,140,896)
Balance at 30 June 2020 26,810,710,858 483,716,045 752,783,695 279,952,125 17,021,574 12,213,358 95,518,715 28,451,916,370
Accumulated depreciation
Balance at 1 July 2018 6,303,285,266 107,255,311 184,956,756 108,239,599 11,805,067 4,805,308 22,849,593 6,743,196,899
Depreciation for the year 1,235,795,512 14,796,757 40,607,337 9,387,678 1,855,077 1,169,711 9,344,171 1,312,956,244
Adjustment for disposal/transfers (20,589) - - - - - - (20,589)
Balance at 30 June 2019 7,539,060,188 122,052,068 225,564,093 117,627,277 13,660,144 5,975,019 32,193,764 8,056,132,554
Balance at 1 July 2019 7,539,060,188 122,052,068 225,564,093 117,627,277 13,660,144 5,975,019 32,193,764 8,056,132,554
Depreciation for the year 1,238,503,937 14,829,465 40,633,959 9,387,678 909,499 1,210,834 9,126,646 1,314,602,019
Adjustment for disposal/transfers (16,298,100) - - - - - - (16,298,100)
Balance at 30 June 2020 8,761,266,026 136,881,533 266,198,052 127,014,956 14,569,643 7,185,853 41,320,411 9,354,436,473
Carrying amounts
Balance at 30 June 2019 19,122,156,815 360,253,444 525,465,977 162,324,847 2,473,033 6,084,383 63,324,951 20,242,083,450
Balance at 30 June 2020 18,049,444,832 346,834,512 486,585,643 152,937,169 2,451,931 5,027,505 54,198,304 19,097,479,899
Allocation of depreciation
Cost of sales 31 1,306,178,813 1,304,621,962

General and administrative expenses 32 8,423,205 8,334,282
1,314,602,019 1,312,956,244

6 Capital Work In Progress (CWIP)
In Taka 30 June 2020 30 June 2019

Capital Machinery 1,555,743,277 -
Gas Line 5,000,000 -
Building and Civil construction 54,888,927 -
Furniture and Fixture 89,607 -
1,615,721,811 -
7 Right of use assets
See accounting policy in Note 55Q
Cost
Balance as at 01 July - -
Recognition of right-of-use assets on initial application of IFRS 16 245,823,435 -
Disposals - -
Balance at 30 June 245,823,435 -
Accumulated amortisation
Amortisation for the year 21,689,705 -
Adjustment for disposal/transfers - -
Carrying amounts
As at 30 June 224,133,730 -
Amortisation on right of use asset has been charged to cost of sales.
8 Prepaid lease rent

Prepaid lease rent-non current - 199,341,333
Prepaid lease rent- current - 20,272,000
Balance at 30 June - 219,613,333
A land lease agreement was signed between Ashuganj Power Station Company Ltd. (APSCL) and United Ashuganj Energy Ltd.
on 27 October 2013. The area of land is 6.48 acres and the value of the lease is Tk. 304,080,000.
9 Investment in subsidiary

United Energy Ltd - -
Leviathon Global BD Ltd. - -
- -
On 13 November 2018, the Board of Directors of the Company resolved to acquire 99% ordinary shares of United Energy Ltd
(UEL) at face value with effect from 1 July 2018. UEL is a power generation company established under the Private Sector Power
Generation Policy of Bangladesh. It operates two power plants, a 53 MW plant at Ashuganj and a 28 MW plant at Sylhet, respectively.
UEL also holds 92.41% ordinary shares of United Ashuganj Energy Ltd (UAEL), a power generation company established under
Public Private Partnership (PPP). It operates a 195 MW plant located at Ashuganj, Brahmanbaria.
On 22 June 2019, the Board of Directors of UPGDCL resolved to acquire 75% shares (300,000 shares at face value of Tk. 10 each)
of Leviathan Global BD Ltd. (LGBDL) from United Enterprises & Co. Ltd. (UECL). A share transfer agreement was also signed on
the same date stating the acquisition to be effective from 1 July 2019.

10 Inventories
See accounting policy in Note 55C
Spare parts 10.1 1,162,763,960 1,022,385,629
Lube oil and chemicals 10.2 45,811,875 38,646,977
Materials in transit 122,658,620 35,290,617
1,331,234,455 1,096,323,223
10.1 Spare parts

Opening balance 1,022,385,629 1,142,628,560
Purchase during the year 606,886,635 699,106,414
Transfer during the year 9,781,993 (11,530,045)
Consumption during the year (476,290,297) (807,819,300)
1,162,763,960 1,022,385,629
10.2 Lube oil and chemicals
Opening balance 38,646,978 31,245,451
Purchase during the year 88,335,849 87,061,503
Transfer during the year - 8,601,231
45,811,875 38,646,977
11 Trade and other receivables
See accounting policy in Note 55D
Trade receivables 11.1 2,721,688,325 2,763,864,677
Other receivables 11.2 4,760,738 5,946,573
2,726,449,063 2,769,811,250
11.1 Trade receivables
30 June 2020 30 June 2019
BREB 251,478,856 256,175,103
BPDB 1,775,388,896 1,886,818,846
BEPZA 386,377,099 323,346,582
Other private customers 308,443,474 297,524,146
2,721,688,325 2,763,864,677
11.2 Other receivables
Wartsila Bangladesh Ltd 4,401,754 5,171,525
Bergen Engine BD (Pvt.) Ltd - 442,974
Kaltimex Energy Bangladesh (Pvt) Ltd. 164,133 -
Interest on FDR - 185,012
Samuda Power Ltd - 139,739
Others 194,851 7,323
4,760,738 5,946,573

11.3 Out of the total receivable from BREB, an amount of BDT 177,171,835 for the period from 2009 to 2012 was under arbitration
in Bangladesh Energy Regulatory Commission (BERC) for determination. In May 2018, the arbitration panel awarded in favor of
BREB. The Company has filed a writ petition with the Honorable High Court Division of the Supreme Court of Bangladesh against
the arbitration award as management continues to believe the amount is recoverable. This is supported by external legal opinion.
11.4 Out of the total receivable from BPDB, an amount of BDT 128,900,233 is disputed by BPDB dating back to the period 2009 to 2012.
The Company will pursue this amount upon satisfactory resolution of the above matter, but is confident of recovery.
12 Receivable from related party
United Enterprises & Co. Ltd 5,240,109,050 7,520,341,623
United Mymensingh Power Ltd 5,169,415,253 6,530,346,076
United Jamalpur Power Ltd 133,889 133,889
United Anowara Power Ltd 7,672,081 9,080,642
United Lube Oil Ltd 377,392 377,392
10,417,707,665 14,060,279,622

13 Advances, deposits and prepayments
Advances 13.1 71,598,548 40,133,770
Deposits 13.2 52,036,610 25,192,701
Prepayments 13.3 15,921,412 156,250,416
139,556,570 221,576,887
13.1 Advances
Advance against salary and allowances 500,000 500,000
Advance against LC charges 351,125 769,832
Advance against expenses 70,747,422 38,863,938
71,598,548 40,133,770
13.2 Deposits
Karnaphuli Gas Distribution Company Limited 44,293,183 17,448,825
Bank guarantee margin 5,850,000 5,850,000
BEPZA 1,112,519 1,112,519
Balance in BO account 75,907 76,357
Central Depository Bangladesh Limited 500,000 500,000
BPDB 205,000 205,000
52,036,610 25,192,701
13.3 Prepayments
Finnvera premium - 115,095,009
Land lease rent - 20,272,000
Insurance premium 13,624,129 18,468,590
Bank guarantee commission 1,656,256 1,737,871
BERC license fees 641,027 676,946
15,921,412 156,250,416

14 Investment in marketable securities

Cash available for share purchase 789,680 12,684,697
Financial assets classified as fair value through profit and loss 92,027,541 114,187,790
92,817,221 126,872,487
14.1 Financial assets classified as fair value through profit and loss
No. of Rate per Market value at Market value at Changes in

Name of the Company Cost price
shares share 30 June 2020 30 June 2019 fair value
Beximco Pharma Limited 100,000 69.20 6,920,000 - 7,810,171 (890,171)

Glaxosmith Ltd. 5,500 2,186.60 12,026,300 - 9,859,808 2,166,493
Olympic Industries Ltd. 28,024 150.20 4,209,205 - 5,070,361 (861,156)
Pioneer Insurance Ltd. 250,000 29.40 7,350,000 - 10,099,741 (2,749,741)
Renata Ltd. 14,000 1,026.20 14,366,800 - 16,668,204 (2,301,404)
Shahjalal Islami Bank Limited 723,580 19.20 13,892,736 - 18,065,677 (4,172,941)
Singer BD Ltd 150,000 147.00 22,050,000 - 31,969,527 (9,919,527)
Square Pharmaceuticals Ltd 65,000 172.50 11,212,500 - 14,090,352 (2,877,852)
BRAC Bank Limited 251,045 70.90 - 16,594,075 - -
Bangladesh Submarine Cable Com. Ltd.(BSCCL) 338,422 161.65 - 44,671,704 - -
National Polymer Ltd 277,333 94.71 - 30,534,363 - -
Shahjalal Islami Bank Limited 723,580 24.97 - 18,523,648 - -
Singer BD Ltd 20,000 179.97 - 3,864,000 - -
92,027,541 114,187,790 113,633,840 (21,606,299)
15 Advance income tax

Opening balance 15,869,483 8,172,685
Paid during the year 5,544,142 8,504,959
Adjustment for completion of assessment (5,954,103) -
15,459,522 16,677,644
16 Cash and cash equivalents
Cash in hand 16.1 226,051 140,534
Fixed deposits 16.2 - 55,503,502
Cash at bank 16.3 416,783,997 3,243,398,083
417,010,048 3,299,042,119
16.1 Cash in hand

Cash in hand 226,051 140,534
226,051 140,534

16.2 Fixed deposits

Dhaka Bank Limited - 55,503,502
- 55,503,502
16.3 Cash at bank
Dhaka Bank Limited 361,922,440 2,611,539,043
Dutch Bangla Bank Limited 7,536,739 570,352,584
Shahjalal Islami Bank Limited 32,624 928,860
Eastern Bank Limited 1,073,666 79,187
Jamuna Bank Limited 952,255 6,616,493
Trust Bank Limited 223,753 985,369
Brac Bank Limited 13,498,490 13,116,290
Brac Bank Ltd.-Dividend dist. A/C 2013 and 2014 1,398,487 1,400,987
The City Bank Limited-Dividend distribution A/C 2016 8,916,088 5,959,588
Dhaka Bank Limited - Dividend distribution A/C 2017 1,072,191 1,045,838
The Hongkong and Shanghai Banking Corp. Ltd 7,746,743 29,178,640
Standard Chartered Bank 811,739 1,364,709
The City Bank Limited 11,598,782 309,909
Pubali Bank Limited - 520,586
416,783,997 3,243,398,083
17 Share capital
See accounting policy in Note 55N
Authorised
800,000,000 ordinary shares of Tk. 10 each 8,000,000,000 8,000,000,000
200,000,000 redeemable preference shares of Tk. 10 each 2,000,000,000 2,000,000,000
10,000,000,000 10,000,000,000
Ordinary shares issued, subscribed and paid up
Opening balance 4,790,870,000 3,992,391,670
Bonus shares issued 479,087,000 798,478,330
Closing balance 5,269,957,000 4,790,870,000
17.1 Particulars of shareholding

30 June 2020 30 June 2019 30 June 2020 30 June 2019
In Taka No. of shares No. of shares Value (Tk) Value (Tk)
United Mymensingh Power Ltd 474,288,093 431,170,994 4,742,880,930 4,311,709,940
Investment Corporation of Bangladesh 14,395,360 13,086,748 143,953,600 130,867,480
General investors 38,312,247 34,829,258 383,122,470 348,292,580
526,995,700 479,087,000 5,269,957,000 4,790,870,000
17.2 Percentage of shareholdings

Name of shareholders 30 June 2020 30 June 2019
United Mymensingh Power Ltd 90.00% 90.00%
Investment Corporation of Bangladesh 2.73% 2.73%
General investors 7.27% 7.27%
100% 100%

18 Share premium

Share premium 2,046,000,000 2,046,000,000
2,046,000,000 2,046,000,000
This represents premium of Tk. 62 per share of 33,000,000 ordinary shares of Tk. 10 each.
19 Revaluation reserve
Revaluation reserve 57,459,283 58,131,275
57,459,283 58,131,275
20 Retained earnings

Opening balance 22,704,577,678 20,174,102,182
Net profit for the year 5,935,053,939 7,704,616,834
28,639,631,617 27,878,719,016
Cash dividend for the year 2017-18 - (3,593,152,504)
Stock dividend for the year 2017-18 - (798,478,330)
Issue of bonus shares (479,087,000) -
Cash dividend for the year 2018-19 (6,228,131,000) -
Depreciation on revalued assets 671,992 671,992
Merger reserve - (297,000)
Adjustment of gain on disposal from sale of subsidiary under common control - (782,885,496)
21,933,085,610 22,704,577,678
21 Non-controlling interests
Opening balance 488,158,794 401,910,337
Addition during the year:
Share capital 1,000,000 -
Dividend from subsidiary company (88,183,200) (56,254,800)
Profit during the year 143,733,610 150,411,191
Adjustment of gain on disposal from sale of subsidiary under common control - (7,907,934)
544,709,204 488,158,794
22 Borrowings

Non-current liabilities
Investment Promotion and Financing Facility (IPFF) loan 3,420,439,651 3,908,131,854
Syndicated International Loan - 3,153,644,827
Dutch Bangla Bank Limited 661,430,051 -
4,081,869,702 7,061,776,681
Current liabilities
Investment Promotion and Financing Facility (IPFF) loan 494,378,230 455,070,825
Syndicated International Loan - 616,380,542
Dutch Bangla Bank Limited 288,569,949 -
782,948,179 1,071,451,367

22.1 Terms and repayment schedule
The following loans were obtained by UAEL under Investment Promotion and Financing Facility (IPFF) for procurement of capital
machineries, civil construction and local procurement related to power plant assets.
Nature of Year of Repayment

Lender Limit Interest Tenure
loan maturity terms
6 month USD LIBOR + 0.3% 40 equal

IPFF loan Dhaka Bank Limited USD 21,940,000 (IPPF margin) + 1.75% 12 years 2027 quarterly
(PFIís margin) instalments
IPFF loan Trust Bank Limited USD 21,940,000 (IPPF margin) + 1.75% 12 years 2027 quarterly
Mutual Trust Bank
IPFF loan USD 14,620,000 (IPPF margin) + 1.75% 12 years 2027 quarterly
Limited
The IPFF loan is secured by:

i. Registered hypothecation (first charge) on machinery, plant, equipment, furniture, fixture and all other assets, both present
and future, of the borrower along with notarised IGPA to sell the same
ii. Registered hypothecation (first charge) over all floating assets, both present and future, of the borrower along with notarised
IGPA to sell the same
iii. Sponsorsí undertaking to inject necessary equity funds to finance any cost overrun of the project
iv. Personal guarantees by the personal guarantors
v. Corporate guarantees by the corporate guarantors
22.2 The following term loan was obtained by Leviathan Global Bangladesh Ltd. (LGBD) for settlement of accepted liability under
deferred LC open through HSBC for import of capital machineries of power plant.
Nature of loan Lender Limit Interest Tenure Year of maturity Repayment terms
12 equal quarterly
Term Loan DBBL BDT 95 crore 9% p.a 3 years 2023
instalments
The term loan is secured by:
i. DP Note and other basic change documents duly signed by the authorized Director(s) of the company supported by Board
resolution.
ii. Assignment of bill receivable of Leviathan Global Bd Ltd. (Bills to be received against supply of electricity to be deposited to an
account opened with DBBL in the name of the concern)
iii. Corporate Guarantee of United Enterprise & Co. Ltd. & Neptune Land Development Ltd. supported by board resolution of the
concerns.
iv. Personal Guarantees of all nominated directors of United Energy Ltd., holding 75% shares of the concern.
v. Letter of hypothecation by way of 2nd charge with RJSC on the fixed asset (Building and machinery) of the company subject
to obtaining NOC from BEPZA.
vi. Machinery of the concern to be duly insured covering minimum risks of Fir & RSD with Bank Mortgagee clause,
vii. Standard Term Loan Agreement.

23 Security money received

Lilac Fashion Wear Ltd 700,000 700,000
700,000 700,000
Security deposit received comprises of an amount equal to two months minimum charge received from Lilac Fashion Wear Ltd.
24 Land lease Liability
See accounting policy in Note 55Q
Add: Addition during the year 26,210,102 -
Add: Interest charged during the year 1,519,833 -
Less: Payment made during the year (2,374,303) -
Balance as at 30 June 25,355,632 -
Segregation of Land lease liability:
Non-current portion 24,449,893 -
Current portion 905,739 -
25,355,632 -
25 Deferred revenue

Deferred revenue 263,191,682 -
263,191,682 -
This pertains to the difference between capacity payments received from the customer and capacity payments recognised in profit
or loss in relation to the Power Purchase Agreement (PPA) of United Ashuganj Energy Limited (UAEL) due to straight-lining of
capacity revenue over the remaining PPA term upon application of IFRS 16. UAEL is a subsidiary of United Energy Limited (UEL)
while UEL is a direct subsidiary of United Power generation and distribution Company Limited (UPGDCL).
26 Trade and other payables

Trade payables 26.1 217,705,551 215,635,613
Other payables 26.2 50,571,243 82,834,904
268,276,794 298,470,517
26.1 Trade payables

Gas bill 217,705,551 215,635,613
217,705,551 215,635,613

26.2 Other payables

Dividend payable - 56,254,800
Share application money 6,452,280 6,452,280
Unclaimed dividend 26.2.1 9,676,552 7,348,961
Service charge on gas bill 14,109,483 7,375,825
Other operating expenses 4,702,951 985,051
TDS payable 1,800,360 1,947,289
Wartsila Bangladesh Ltd 338,251 521,761
CC Engineering Ltd - 1,050,000
Liabilities for Imported Materials 11,766,771 -
Bergen Engines Bangladesh Pvt. Ltd. 1,501,705 691,705
Payable against C&F bill 222,891 207,232
50,571,243 82,834,904
26.2.1 Unclaimed dividend
Unclaimed cash dividend for the year 2013 & 2014 1,405,987 1,405,988
Unclaimed interim & final cash div. for the period ended 30 June 2016 3,373,574 3,373,574
Unclaimed cash dividend for the year 2017 825,684 827,266
Unclaimed cash dividend for the year 2018 1,076,059 1,742,133
Unclaimed cash dividend for the year 2019 2,995,247 -
9,676,552 7,348,961
27 Accrued expenses
Interest expense payable - 27,427,983
Provision for expenses 3,442,938 10,967,221
VAT payable 5,995,272 13,647,904
Other operating expenses 2,286,948 3,115,234
Directorsí remuneration 1,000,000 1,000,000
Audit fees 2,074,500 2,120,000
Utility bill 691,153 650,253
Security expenses 338,243 359,880
Medical expenses 50,970 50,280
Welfare fund 16,985 16,760
Environmental expenses 16,200 15,400
Agency fee payable - 4,222,500
24,187,065 66,930,430
28 Payable to related party
United Engineering & Power Services Ltd 21,207,517 27,008,153
United Energy Ltd - -
United Enterprises & Co. Ltd 729,263,143 -
United Mymensingh Power Ltd - 3,233,782,573
750,470,660 3,260,790,726

29 Current Tax liability

See accounting policy in Note 55J
Opening balance 184,150,547 161,228,317
Provision during the year 5,461,848 26,040,669
Reversal of excess provision for completion of assessment of 2017 (55,741,770) -
Adjustment for completion of assessments (5,954,103) -
Paid during the year (582,088) (3,118,439)
29,359,173 184,150,547
No provision is required for income tax on UPGDCLís profit as it has received exemption from all such taxes from the Government
of Bangladesh for 15 years from commencement.
No provision is required for income tax on the business income of United Energy Ltd. (UEL) and United Ashuganj Energy Ltd.
(UAEL) as the companies have received exemption from income from power generation under the private sector power generation
policy for a period of 15 years from the start of their commercial operation, vide SRO ref: 211-Law/Income Tax/2013-Income Tax
ordinance (#36) 1984 dated 1 July 2013. Such exemption of UEL (Sylhet power plant) and UAEL (Ashuganj 195 MW power plant)
will expire on 2028 and 2030 respectively. The Ashuganj 53 MW power plant being rental power plant is liable for TDS at 4% which
is borne by the BPDB. However provision has been made on the non-business income of UEL and UAEL.
30 Revenue
See accounting policy in Note 55F
Electricity supply 30.1 10,064,068,261 11,223,446,341
Steam supply 30.2 29,964,684 29,915,025
10,094,032,945 11,253,361,366
30.1 Electricity supply
Bangladesh Power Devt. Board (BPDB) 4,388,143,924 5,178,269,856
Bangladesh Export Processing Zone Auth.(BEPZA) 3,847,735,571 4,161,471,744
Bangladesh Rural Electrification Board (BREB) 873,077,319 696,076,469
Other private customers 955,111,447 1,187,628,272
10,064,068,261 11,223,446,341
Break up of revenue from electricity supply

Capacity payment 2,859,123,185 2,915,426,597
Energy payment 7,352,447,361 8,220,446,637
Supplemental Bill 108,687,607 87,573,107
True-up Bill 7,001,790 -
Deferred income (263,191,682) -
10,064,068,261 11,223,446,341
The actual revenue billed by United Ashuganj Energy Limited (UAEL) is Tk. 3,457,128,329, recognition of Tk. 263,191,682 of this
has been deferred due to the Companyís implementation of IFRS 16 for the first time from lessorís perspective, for which capacity
payment element of revenue is straight-lined over the remaining period of the PPA.

30.2 Steam supply

Gunze United Ltd 21,852,432 22,643,385
Global Labels (Bangladesh) Ltd 3,487,050 4,840,629
Croydon-Kowloon Designs Ltd 3,976,031 602,739
Talisman Ltd 649,171 120,310
Regency Garments Limited - 1,707,962
29,964,684 29,915,025
31 Cost of sales
Fuel and energy 2,005,093,567 1,452,256,965

Spare parts and lube oil 526,565,701 864,822,628
Depreciation 1,306,178,813 1,304,621,962
Minimum load charge 27,278,956 61,466,823
Direct overhead 211,230,054 261,782,756
Repair and maintenance 49,750,122 67,200,714
Entertainment 9,548,742 12,404,302
Utility bill 19,573,659 9,183,001
Security expense 6,972,377 5,878,848
Carrying charge 2,081,575 1,999,820
Advertisement expense 1,091,672 745,750
Travelling and conveyance 868,760 1,198,662
Labour and wages 703,973 844,639
Vehicle running and maintenance 1,734,976 1,529,726
Environmental expenses 1,044,682 601,064
Printing and stationery 536,525 571,730
Site office expense 358,514 798,851
Telephone, mobile and internet 466,754 492,583
BERC license and others 364,080 1,133,488
Worker welfare fund 203,670 201,616
Postage and courier 67,040 97,580
Automation and IP expense 87,304 87,284
Amortisation of lease rent 20,226,815 20,272,000
Gardening and beautification 884,156 969,565
Amortisation of right of use assets 1,462,890 -
Computer maintenance 26,800 28,300
4,242,256,126 4,132,336,855
31.1 The Group signed agreements for all its operation, maintenance and management (O&M) services with United Engineering and
Power Service Ltd (UEPSL). It provides all technical support related to operation and management of the power plants. UEPSL
raises invoice for actual cost and a service charge per month.

32 General and administrative expenses

Office maintenance 10,890,000 10,890,000
Advertisement 9,467,194 6,838,056
Depreciation 8,423,205 8,334,282
AGM expenses 2,742,545 2,521,774
Vehicle running expenses 441,476 514,671
Bank charge and commission 985,019 3,584,658
Office rent 2,760,000 2,760,000
Office expenses 550 321,865
Consultancy fees 448,750 489,500
Auditorís fee 2,065,000 2,172,500
Entertainment 407,732 298,100
Traveling and conveyance 470,957 455,797
Postage, telephone and telex 56,143 76,808
VAT on audit fee 120,000 120,000
Trade license and others 2,130,406 3,419,706
Overseas travelling - 211,250
RJSC expenses 165,265 260,170
CDBL and listing fee 4,981,661 25,014,204
Legal expense 2,670,590 1,500,000
Share transfer fees - 2,611,279
Subscription fees - 78,949
Fees Fine & Others 35,000 -
Brokerage commission 896,670 -
69,448,351 99,722,777
33 Other income

Realised gain/(loss) from marketable securities (11,552,297) 13,914,422
Unrealised gain/(loss) from marketable securities (21,606,299) (6,249,593)
Sale of used lube oil and drums 6,657,846 6,399,357
Scrap sale 18,879,128 6,111,908
Dividend income 1,935,341 -
Gain on Disposal of fixed assets 9,660,461 790,793,430
3,974,180 810,969,524
34 Finance income
See accounting policy in Note 55M
Interest on related party loan 497,007,078 548,226,878
Interest on short term deposits 16,249,264 59,869,123
Interest income on bank balance and fixed deposits 11,532,086 19,774,565
524,788,428 627,870,566

35 Foreign exchange (gain)/loss

See accounting policy in Note 55I
Foreign exchange gain/(loss) - unrealised (20,749,918) (72,231,156)
Foreign exchange gain/(loss) - realised (19,814,055) (11,799,902)
Foreign ex. gain/(loss) on USD A/C 1,617 4,350
(40,562,356) (84,026,708)
36 Finance expense
Interest on IPFF loan 177,190,994 222,585,748
Interest on syndicated international loan 76,083,728 231,617,430
Finnvera premium 81,737,409 25,111,644
Bank guarantee commission 1,883,583 1,890,322
Interest on leasehold land 1,519,833 -
Agency and services fee (3,250,751) 8,536,775
Syndication fee 2,510,327 2,737,503
Monitoring fee 848,000 2,567,000
338,523,123 495,046,422

As per syndicated international loan agreements between lenders and United Ashuganj Energy Ltd., yearly agency fees are paid to
lenders. Last year the Company made a provision of Tk. 3,250,750 against agency fees payable to SCB. Following the repayments
of the entire loan in August 2019, the agency fees for the remaining of the year was not incurred. Accordingly, the remaining
provision has been reversed this year.

37 Income tax expenses

Current year expenses 6,935,082 26,040,669
(146,781,950) 26,040,669
38 Earnings per share
See accounting policy in Note 55O

38.1 Basic earnings per share
Profit attributable to the ordinary shareholders 5,935,053,939 7,704,616,834
Weighted average number of shares outstanding 526,995,700 526,995,700
Earnings per share 11.26 14.62

According to paragraph 64 of IAS 33: Earnings per share, if the number of ordinary shares outstanding increases as a result of
a bonus issue, the calculation of basic and diluted earnings per share for all periods presented shall be adjusted retrospectively.
Therefore, the basic earnings per share (EPS) for the year ended 30 June 2019 has been restated to reflect the bonus shares
issued in 2020 on the basis of profit attributable to the ordinary shareholders for the year ended 30 June 2019.

39 Net asset value per share

Net assets 29,851,211,097 30,087,737,747
Weighted average number of shares outstanding 526,995,700 526,995,700
Net asset value per share 56.64 57.09
39.1 Net assets
Total assets 36,077,569,984 42,032,008,015
Total liabilities 6,226,358,887 11,944,270,268
Net assets 29,851,211,097 30,087,737,747
40 Net operating cash flow per share (Basic)

Weighted average number of shares outstanding 17.1 526,995,700 526,995,700
Net operating cashflow per share 13.25 14.67
41 Reconciliation of net profit with cash flow from operating activities

Profit for the period 6,078,787,549 7,855,028,025
Adjustment for:
Depreciation 1,314,602,018 1,312,956,244
Amortisation of lease rent - 20,272,000
Amortisation of ROU 21,689,705 -
Realised gain from marketable securities 11,552,297 (13,914,422)
Unrealised (gain)/loss from marketable securities 21,606,299 6,249,593
Foreign exchange (gain)/loss - un-realised 20,749,918 72,231,156
Foreign exchange (gain)/loss - realised 20,064,743 13,873,199
Interest on related party loan (497,007,078) (548,226,878)
Gain on Disposal of subsidiary - (790,793,430)
Gain on Disposal of fixed assets (9,660,461) -
Changes in:
Inventories (246,833,703) 205,145,292
Trade and other receivables 43,222,447 (530,113,592)
Advances, deposits and prepayments 120,113,256 28,919,209
Advance income tax 1,454,281 -
Trade and other payables 1,172,791 46,835,015
Accrued expenses (35,503,544) 14,992,381
Provision for tax (154,791,374) 22,922,230
Payable to related party 6,362,165 15,783,271
Deferred income 263,191,682 -
42 Related party transactions

During the year, the Group carried out a number of transactions with related parties. The names of the related parties and nature
of these transactions have been set out in accordance with the provisions of IAS 24: Related party disclosures.
A Transactions with key management personnel
i. Loans to directors
During the year, no loan was given to the directors of the Group.

ii. Key management personnel compensation comprised the following:

The key management personnel includes the Group Managing directors.
a) Short-term employee benefit:
Short-term employee benefit includes remuneration, festival bonus and meeting attendance fees.
19,258,376 27,169,158
b) Post employment benefit - -
c) Other long-term benefit - -
d) Termination benefit - -
e) Share-based payment - -
19,258,376 27,169,158
B Other related party transactions
Transaction value during the year Balance outstanding as at
2020 2019 2020 2019

Gunze United Limited 21,852,432 22,643,385 4,057,473 4,826,023
Sale of goods and services
United Engineering & Power Services Ltd. 100,762,268 106,204,604 7,541,430 9,870,923
United Securities Limited 896,670 -
Purchase of services
United Enterprises & Co. Ltd. - - - -
Loan disbursed
Loan repaid 4,759,627,601
United Mymensingh Power Ltd - - 5,167,681,634 6,528,674,556
Loan disbursed during the year 10,877,681,635 9,049,674,556 - -
Loan repaid during the year 5,710,000,000 2,521,000,000 - -
Transfer of inventory (spare parts)
United Mymensingh Power Ltd 36,121 567,903 531,782 567,903
United Anowara Power Ltd 14,703 7,257,473 7,272,176 7,257,473
United Lube Oil Ltd - 377,392 377,392 377,392
United Jamalpur Power Ltd - 68,114 68,114 68,114
United Ashuganj Energy Ltd 13,327,300 10,438,917 23,766,218 10,438,917
United Energy Ltd 4,335,813 3,390,891 944,922 3,390,891
United Engineering & Power Services Ltd. - 2,340,800 2,340,800 2,340,800

2020 2019 2020 2019
United Energy Ltd

United Engineering & Power Service Ltd
Purchase of services (22,419,779) (36,630,197) (415,000) (2,641,394)
Loan 1,770,800 -
Loan:
United Mymensingh Power Ltd - - (3,233,782,573)
Loan disbursed
Loan repaid - (3,233,782,573) -
United Enterprises & Co. Ltd 5,240,109,050 7,520,341,623
Loan disbursed 2,772,100,000 9,539,278,243
Loan repaid 5,052,332,573 3,871,849,120
United Ashuganj Energy Ltd.
Dividend 703,118,613 684,575,666 1,387,694,279 684,575,666
Inventory loan 59,956 907,545 967,501 907,545
Neptune Commercial Ltd - -

Loan disbursed - -
Loan repaid - 540,000,000
UPGDCL-Inventory Loan 4,335,813 3,390,891 944,922 3,390,891
Share transfer
United Enterprises & Co. Ltd
Loan disbursed - 59,593,466,686 - -
Loan repaid - 603,500,000 - -

2020 2019 2020 2019
United Ashuganj Energy Ltd

United Engineering & Power Service Ltd
Purchase of services (80,969,301) (113,527,934) (10,910,287) (12,155,036)
Loan:
United Enterprises & Co. Ltd - - -
Loan disbursed - -
Loan repaid - 407,461,260
Loan:
United Energy Ltd
Loan disbursed 1,292,126,877
Loan repaid (1,292,126,877)
Dividend payable (703,118,613) (684,575,666) (1,387,694,279) (684,575,666)
Inventory loan 59,957 907,544 967,501 907,544
UPGDCL-Inventory loan 13,327,298 10,438,917 23,766,215 10,438,917
United Jamalpur Power Ltd.-Inventory loan - 65,775 65,775 65,775
United Mymensingh Power Ltd.-Inventory loan 98,220 1,103,617 1,201,837 1,103,617
United Anowara Power Ltd.-Inventory loan 1,423,264 1,823,169 399,905 1,823,169

2020 2019 2020 2019
Leviathan Global BD Ltd

Loan:
United Enterprises & Co. Ltd 729,263,143 366,570,309
Loan disbursed 362,692,834 366,570,309 -
Loan repaid - -
43 Financial instruments - Fair values and risk management

Accounting classifications and fair values
The following table shows the carrying amounts and fair values, where applicable, of financial assets and financial liabilities. It does not include fair value information
for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
Carrying amount Fair value

30 June 2020
Fair
FVOCI
value- Mandatorily FVOCI ñ Financial assets
ñ equity Other finan- Lev- Level
In Taka Note hedging at FVTPL ñ debt instru- at Total Level 1 Total
instru- cial liabilities el 2 3
instru- others ments amortised cost
ments
ments
Financial assets measured at fair value
Investment in marketable securities 14 - 92,817,221 - - - - 92,817,221 92,817,221 - - 92,817,221
- 92,817,221 - - - - 92,817,221 92,817,221 - - 92,817,221
Financial assets not measured at fair value

Trade and other receivables 11 - - - - 2,726,449,063 - 2,726,449,063 - - - -
Receivable from related party 12 - - - - 10,417,707,665 - 10,417,707,665 - - - -
Cash and cash equivalents 16 - - - - 417,010,048 - 417,010,048 - - - -
- - - - 13,561,166,776 - 13,561,166,776 - - - -
Financial liabilities not measured at fair value

Borrowings 22 - - - - - 4,864,817,881 4,864,817,881 - - - -
Security money received 23 - - - - - 700,000 700,000 - - - -
Trade and other payables 26 - - - - - 268,276,794 268,276,794 - - - -
Accrued expenses 27 - - - - - 24,187,065 24,187,065 - - - -
Payable to related party 28 - - - - - 750,470,660 750,470,660 - - - -
- - - - 5,908,452,400 5,908,452,400 - - - -


30 June 2019
Fair val-
FVOCI
ue-hedg- Mandatorily FVOCI ñ Financial Other
ñ equity Lev- Level
Note ing at FVTPL ñ debt instru- assets at amor- financial Total Level 1 Total
In Taka instru- el 2 3
instru- others ments tised cost liabilities
ments
ments

- 126,872,487 - - - - 126,872,487 126,872,487 - - 126,872,487

Receivable from related party 12 - - - - 14,060,279,622 - 14,060,279,622 - - - -
Cash and cash equivalents 16 - - - - 3,299,042,119 - 3,299,042,119 - - - -
- - - - 20,129,132,991 - 20,129,132,991 - - - -

Borrowings 22 - - - - - 8,133,228,048 8,133,228,048 - - - -
Payable to related party 28 - - - - - 3,260,790,726 3,260,790,726 - - - -
- - - - - 11,760,119,721 11,760,119,721 - - - -
44 Financial risk management

The Group has exposure to the following risks from its use of financial instruments.
A Credit risk
B Liquidity risk
C Market risk
The Board of Directors have overall responsibility for the establishment and oversight of the Groupís risk management framework.
The Board oversees how management monitors compliance with risk management policies and procedures, and reviews the
adequacy of the risk management framework in relation to risks faced by the Group. The Board is assisted in its oversight role
by the Audit Committee. Internal audit, under the purview of Audit Committee, undertakes both regular and adhoc reviews of risk
management controls and procedures, the results of which are reported to the Audit Committee.
A Credit risk
Credit risk is the risk of a financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its
contractual obligations, and arises principally from the Groupís receivables from customers. Management monitors the exposure to
credit risk on an ongoing basis. The maximum exposure to credit risk is represented by the carrying amount of financial assets in
the statement of financial position.
i) Exposure to credit risk
The maximum exposure to credit risk at the reporting date was:
Cash and cash equivalents (excluding cash in hand) 16 416,783,997 3,298,901,585
13,653,757,946 20,249,918,371

ii) Ageing of trade and other receivables

Not past due 930,999,795 903,457,699
Past due 0-30 days 434,781,206 525,357,559
Past due 31-60 days 401,561,658 474,897,864
Past due 61-90 days 428,065,407 419,469,532
Past due 91-120 days 75,746,331 19,699,011
Past due 121-365 days 115,052,335 91,454,071
Past due 365+ days 340,242,330 329,528,939
2,726,449,063 2,763,864,677
B Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due that are settled by delivering
cash or another financial asset. The Groupís approach to managing liquidity is to ensure, as far as possible, that it will always have
sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses
or risking damage to the Groupís reputation.
Typically, the Group ensures that it has sufficient cash and cash equivalents to meet expected operational expenses, including
financial obligations through preparation of the cash flow forecast, prepared based on time line of payment of the financial obligation
and accordingly arrange for sufficient liquidity/fund to make the expected payment within due date.
Exposure to liquidity rate risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and
undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
30 June 2020 Contractual cash flows

Note
In Taka Carrying amount Total 6 months or less Over 6 months
Non-derivative financial liabilities

Borrowings 22 4,864,817,881 4,864,817,881 335,913,091 4,528,904,790
Trade and other payables 26 268,276,794 268,276,794 268,276,794 -
Accrued expenses 27 24,187,065 24,187,065 24,187,065 -
Payable to related party 28 750,470,660 750,470,660 750,470,660 -
5,907,752,400 5,907,752,400 1,378,847,610 4,528,904,790
Derivative financial liabilities - - - -
5,907,752,400 5,907,752,400 1,378,847,610 4,528,904,790
30 June 2019 Contractual cash flows

Note
In Taka Carrying amount Total 6 months or less Over 6 months

Borrowings 22 8,133,228,048 8,133,228,048 532,885,129 7,600,342,919
Payable to related party 28 3,260,790,726 3,260,790,726 3,260,790,726 -
11,759,419,721 11,759,419,721 4,159,076,802 7,600,342,919
11,759,419,721 11,759,419,721 4,159,076,802 7,600,342,919

C Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the Groupís income
or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk
exposures within acceptable parameters, while optimising the return.
i. Currency risk
Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign
exchange rate. The Group is exposed to foreign currency risk relating to purchases and other transactions which are denominated
in foreign currencies.
Exposure to currency risk
Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign
exchange rate. The Group is exposed to foreign currency risk relating to purchases and other transactions which are denominated
in foreign currencies.
The Groupís exposure to foreign currency risk arising from foreign currency denominated assets and liabilities at balance sheet date
denominated in US dollar (USD) and British Pound (GBP) are as follows:
30 June 2020 30 June 2019

USD GBP USD GBP
Cash and cash equivalents 13,907 153 14,228 153
Share application money (10,552) (153) (10,558) (153)
Borrowings (46,110,929) - (96,308,207) -
Net exposure (46,107,574) - (96,304,537) -
The following significant exchange rates have been applied: Year-end spot rate
USD 84.90 84.45
GBP 104.37 107.29
Sensitivity analysis
The basis for the sensitivity analysis to measure foreign exchange risk is an aggregate corporate-level currency exposure. The
aggregate foreign exchange exposure is composed of all assets and liabilities denominated in foreign currencies.
A 2% change in foreign currency exchange rates in 2020 would have increased/(decreased) equity and profit or loss by the
amounts shown below. This analysis assumes that all other variables remain constant.
Profit/(loss) Equity, net of tax increase/(decrease)

Effect in Taka
Strengthening Weakening Strengthening Weakening
30 June 2020
(78,290,661) 78,290,661 (78,290,661) 78,290,661
USD (2% movement)
30 June 2019
(162,658,363) 162,658,363 (162,658,363) 162,658,363
USD (2% movement)


ii. Interest rate risk

Interest rate risk is the risk that arises due to changes in interest rates on borrowings and deposits.
Exposure to interest rate risk
The interest rate profile of the Groupís interest-bearing financial instruments as at statement of financial position date is as follows:
Nominal Amount
Fixed rate instruments
Financial assets
Fixed deposits 16 - 55,503,502
Financial liabilities
Payable to related party 28 (750,470,660) (3,260,790,726)
Variable rate instruments
Financial liabilities
Borrowings 22 (4,864,817,881) (8,133,228,048)
4,802,419,124 2,721,764,350
45 Operational risk
Operational risk constitutes the ability of the Groupís power projects to generate and distribute stipulated electricity to its off-takers.
Technology used, fuel supply arrangement, operational and maintenance (O&M) arrangement, political or force majeure in the
form of natural disaster like floods, cyclone, tsunami and earthquake may hamper normal performance of power generation. The
timely and appropriate maintenance of the distribution networks undertaken by BEPZA reduces the chance of major disruptions.
However, severe natural calamities which are unpredictable and unforeseen have the potential to disrupt normal operations of the
Group. Management believes that prudent rehabilitation schemes and quality maintenance will lessen the damages caused by
such natural disasters. Most importantly, all the above risks of the Group are covered under the separate insurance agreements
between Pragati Insurance Company Limited and UPGDCL, UEL and UAEL to compensate for all the potential damages caused
in such situations.
46 Contingent assets
The Company has raised a claim against BEPZA for losses suffered as a result of BEPZA failing to timely provide vacant possession
of required land and gas connection and a consequent 234 day delay in the Company commencing commercial operation.
In March 2015 an Arbitration Tribunal (consisting of three arbitrators, one appointed by the Company, other appointed by BEPZA
and the chairman of the Tribunal) has been appointed by the both arbitrator. The Tribunal ordered that BEPZA compensate the
Company for the following amounts.

Service charge deducted by BEPZA ordered to return to the Company 18,733,918 18,733,918
Loss of warranty 17,424,510 17,424,510
Total 36,158,428 36,158,428
In April 2015, BEPZA filed an appeal against the Arbitral award by the Tribunal in the court of district judge, Dhaka. Multiple
hearings took place during this year with no significant developments to date.

47 Commitments
The Group had the following outstanding letters of credit (LC) as at 30 June 2020 against which it is committed to purchase spare
parts.
30 June 2020 30 June 2019
Currency Invoice value Invoice value
UPGDCL USD 384,881 1,183,874
EUR 1,478,941 1,516,991
UEL USD 55,133 210,668
EUR 60,020
UAEL USD 140,443 82,936
EUR 39,220 36,121
LGDBL USD - 1,692,700
EUR - 8,500
48 Contingent liabilities
48.1 Contingent liabilities relating to bank guarantees amounted to:
United Power Generation & Distribution Company Ltd
In Taka
Beneficiary Expiry date 30 June 2020 30 June 2019
Titas Gas Transmission & Distribution Com. Ltd. 11 Nov. 2023 78,790,400 78,790,400
Titas Gas Transmission & Distribution Com. Ltd. 11 Dec. 2022 6,628,382 6,628,382
Karnaphuli Gas Distribution Company Limited 23 Jan. 2023 34,897,650 34,897,650
Karnaphuli Gas Distribution Company Limited 20 June 2023 8,647,617 8,647,617
Karnaphuli Gas Distribution Company Limited 2 March 2024 71,724,353 71,724,353
Chattogram Customs House 17 Dec. 2019 20,421,244 -
221,109,646 200,688,402
United Energy Ltd
In Taka
Jalalabad Gas Transmission and Distribution Systems Limited 12 October 2022 48,396,019 48,396,019
48,396,019 48,396,019
In Taka
Bangladesh Power Development Board 7 June 2020 380,000,000 380,000,000
Bakhrabad Gas Distribution Company Limited 13 June 2021 287,472,356 287,472,356
667,472,356 667,472,356
In Taka
Karnaphuli Gas Distribution Company Limited 10-Sep-23 53,688,716 53,688,716
53,688,716 53,688,716
48.2 In line with the provisions of its gas supply agreements, the Company has historically been charged for gas consumption at the
rate set for Independent Power Producers (IPPs). However, on 2 January 2018, the Energy and Mineral Resources Division of
the Ministry of Power, Energy and Mineral Resources resolved in a meeting that gas based power plants will be charged for gas
consumption in the following manner:
a) Gas consumed for generating power supplied to the national grid will be charged at the rate set for IPPs.

b) Gas consumed for generating power supplied to private customers will be charged at the rate set for captive power producers.
Accordingly, in May 2019, the Companyís gas suppliers, Titas Gas Transmission & Distribution Company Limited and Karnaphuli
Gas Distribution Company Limited, have claimed additional charges amounting to BDT 1,776,734,152.53 (for the period January
2018 to June 2020) and BDT 491,063,484 (for the period May 2018 to June 2019) respectively.
The Company has filed two separate writ petitions, dated 23 May 2019 and 1 July 2019, with the Honorable High Court Division
of the Supreme Court of Bangladesh against the above decision. The Honorable High Court issued a stay order of 4 months,
dated 26 May 2019 and 4 July 2019, respectively, on the operation of this decision.
49 Bank facilities
The Group enjoys the following credit facilities from the following financial institutions:
30 June 2020
Letter of credit Loan against Trust Bank guarantee

Name of the bank - limit Receipt - limit Overdraft limit facilities - limit
Dutch Bangla Bank Limited 100,000,000 - - -

Dhaka Bank Limited 350,000,000 300,000,000 300,000,000 221,109,646
Jamuna Bank Limited 1,000,000,000 250,000,000 50,000,000 300,000,000
Total 1,450,000,000 550,000,000 350,000,000 521,109,646
United Energy Ltd

Dhaka Bank Limited 50,000,000 - - 133,160,000
Pubali Bank Limited 600,000,000 - 1,500,000,000 1,000,000,000
Jamuna Bank Limited 1,000,000,000 250,000,000 300,000,000
Total 1,750,000,000 250,000,000 1,500,000,000 1,433,160,000


Dhaka Bank Limited 500,000,000 - - 667,472,356
Total 600,000,000 - - 667,472,356
Letter of credit - Loan against Trust Overdraft Bank guarantee

Name of the bank Term Loan
limit Receipt - limit limit facilities - limit
Dhaka Bank Limited 670,000,000 - - - -

HSBC 1,335,000,000 - - - -
Dutch-Bangla Bank Ltd. - - - - 950,000,000
Total 2,005,000,000 - - - 950,000,000

50 Expenditure in equivalent foreign currency

Foreign travel for business purpose - 211,250
- 211,250
51 Other disclosures
51.1 Capacity and production
30 June 20 30 June 2019

Installed capacity
Location of plant
(MWH) Actual production Capacity Actual production Capacity
(MWH) utilisation (%) (MWH) utilisation (%)
Dhaka EPZ 688,000 502,742 73% 531,230 77%
Chattogram EPZ 576,000 504,804 88% 492,726 86%
Total 1,264,000 1,007,546 1,023,956
United Energy Ltd

30 June 20 30 June 2019
Installed capacity
Location of plant Actual production Capacity Actual production Capacity
(MWH)
Sylhet 224,000 199,175 89% 185,331 83%
Ashuganj 424,000 - 0% 80,057 19%
Total 648,000 199,175 265,388

30 June 20 30 June 2019
Installed capacity
Location of plant Actual production Capacity Actual production Capacity
(MWH)
Ashuganj 1,560,000 353,284 23% 424,309 27%
51.2 Number of employees

The Group has no employees. Operation and maintenance activities are managed by 194 personnel for UPGDCL, 113 personnel
for UAEL and 44 personnel for UEL, provided by United Engineering and Power Services Ltd under separate O&M contracts.
52 Events after the reporting period
Events after the reporting period that provide additional information about the Companyís position at the reporting date or those
that indicate the going concern assumption is not appropriate are reflected in the financial statements. Events after the reporting
period that are not adjusting events are disclosed in the notes when material.
On 15 September 2020, the Board of Directors of the Company, resolved to acquire 99% shares (9,900,000 shares) of United
Anowara Power Limited (UAnPL) from Sponsor Shareholders at Net Asset Value based on audited Financial Statements as at
30 June 2020. A share transfer agreement was also signed on the same date stating the acquisition to be effective from 1 July
2020. UAnPL is a 300 MW IPP HFO fired power plant, located at Anwara, Chattogram for a period of 15 years which came into
Commercial Operation on 22 June 2019. The principal activity of the company is to generate electricity to sell such generated
electricity to Bangladesh Power Development board (BPDB) under a Power Purchase Agreement (PPA).
On 15 September 2020, the Board of Directors of the Company also resolved to acquire 99% shares (9,900,000 shares) of United
Jamalpur Power Limited (UJPL) from Sponsor Shareholders at Net Asset Value based on audited Financial Statements as at 30
June 2020. A share transfer agreement was also signed on the same date stating the acquisition to be effective from 1 July 2020.

UJPL is a 115 MW IPP HFO fired power plant, located at Jamalpu,r for a period of 15 years which came into commercial operation
on 21 February 2019. The principal activity of the company is to generate electricity to sell such generated electricity to Bangladesh
Power Development board (BPDB) under a Power Purchase Agreement (PPA).
The Board of Directors in its 95th meeting held on 28 October 2020 recommended cash dividend @ 145% per share of Taka 10
each aggregating Taka 7,641,437,650 and stock dividend @ 10%i.e 1 (one) bonus share for every 10 (ten) ordinary shares of Taka
10 each involving Taka 526,995,700 for the year ended 30 June 2020. The dividend is subject to final approval by the shareholders
at the forthcoming annual general meeting of the Company.
In accordance with IAS 10: Events after the Reporting Period, the proposed final dividend is not recognised in the statement of
financial position.
Following the declaration of COVID-19 as a pandemic by the World Health Organization (WHO) in early March 2020, like many
other governments, the Government of Bangladesh introduced restrictive measures to contain further spread of the virus, affecting
free movement of people and goods. These measures included imposing nationwide general holidays from 26 March until 30 June
2020. Though demand of BEPZA fell in April 2020 only, BPDB and REB bought low price electricity from UPGDCL as UPGDCL
electricity price is lower for them. On the other hand. United Ashuganj Energy Limited (UAEL) the demand for electricity by BPDB
decrease during these restrictions, given that a large portion of the Companyís revenue is capacity payment and the fuel payment is
a pass-through, UAEL revenue and gross profit was not significantly impacted. So, there was is no material impact of (ìCOVID-19î)
during the reporting period as well as after the reporting period.
There are no other events identified after the date of the statement of financial position which require adjustment or disclosure in
the accompanying financial statements.
53 Going concern
The Group has adequate resources to continue in operation for the foreseeable future. For this reason, the management continues
to adopt going concern basis in preparing the financial statements. The current resources of the Group provide sufficient fund to
meet the present requirements of its existing business.
54 Basis of measurement
The consolidated financial statements have been prepared on historical cost basis except inventories which is measured at lower
of cost and net realisable value on each reporting date.
55 Significant accounting policies
The Group has consistently applied the following accounting policies to all periods presented in these financial statements, except
if mentioned otherwise (see also Note 4.2).
Set out below is an index of the significant accounting policies, the details of which are available on the current and following pages:
A Basis of consolidated financial statements
B Property, plant and equipment
C Inventories
D Financial instruments
E Impairment
F Revenue
G Provisions
H Contingencies
I Foreign currency
J Income tax
K Employee benefits
L Statement of cash flows
M Finance income and finance expenses
N Share capital
O Earnings per share
P Dividends
Q Leases
A Basis of consolidated financial statements
UPGDCL is a listed company which was historically 90% owned by UEL. In October 2018, UEL sold its entire holding of UPGDCL
shares to United Mymensingh Power Ltd (UMPL) which is in turn 90% owned by United Enterprise & Co. Ltd (UECL) and 10%

shares are held by group of individuals (common sponsors of UECL). The shareholders of UECL are a group of individuals. All
these individuals are representing in UPGDCL Board as Nominee Director and hence this group of individuals has the ultimate
control of UPGDCL.
UPGDCL on 13 November 2018 has acquired 99% shares of United Energy Limited (UEL). UEL is the parent entity of United
Ashuganj Energy Ltd (UAEL) owning 92.41% shares. Accordingly, both UEL and UAEL are controlled entities of UPGDCL. It is
also pertinent to note that, on 13 November 2018 the same group of individuals referred above as those having ultimate control of
UPGDCL also owned 99% of UEL.
Therefore, as at 13 November 2018 both the Acquirer (UPGDCL) as well as the Acquiree (UEL including UAEL) were owned and
controlled by the same group of individuals who has the ultimate collective power to govern financial and operating policies of
both UPGDCL and UEL. There has been no changes in this ultimate ownership and hence this collective power is not transitory.
Accordingly, the acquisition of UEL by UPGDCL has been considered as ëBusiness Combination Under Common Controlí (BCUCC)
as referred in IFRS 3: Business Combinations paragraph 2 and Appendix B (Application Guidance).
UPGDCL also acquired 75% shares of Leviathan Global BD Ltd. (LGBDL) in a circular resolution dated 22 June 2019 subsequently
approved in its 90th board meeting held on 1st August 2019. The acquisition with effect on 1st July 2019. LGBDL is a 50 MW
IPP Gas fired Power Plant having a contract period of 30 years (extendable for further 30 years), built under joint venture with
Leviathan Global Corporation, USA and UECL, respectively. The plant is located at Karnaphuli EPZ (KEPZ) in Chattogram and will
be operated under an agreement with Bangladesh Export Processing Zone Authority (BEPZA).
IFRS 10: Consolidated Financial Statements requires preparation and presentation of consolidated financial statements when an
entity controls one or more other entities unless it falls within the scope of exceptions. According to criteria for determining control
as specified in paragraph 7 of IFRS 10, UPGDCL is considered as the parent entity that controls UEL directly and UAEL indirectly
through UEL. UPGDCL directly manages the activities/operations of those entities through common corporate management and
thus it has power over these two entities, has both exposure and rights to variable returns from the investee companies (i.e.
UEL and UAEL). Therefore, as per IFRS 10, UPGDCL needs to prepare and present its consolidated financial statements after
combining those of UEL and UAEL.
However, the matter of business combination and method of consolidation for entities under common control are excluded from
existing IFRSs and the International Accounting Standards Board (IASB) is working on BCUCC as a separate agenda and is
expected to publish a discussion paper on how companies should account for combinations of businesses under common control.
Since there is no specific IFRS guidance available on BCUCC to apply to UPGDCLís acquisition/consolidation of UEL, management
has followed paragraph 10 of IAS 8: Accounting Policies, Changes in Accounting Estimates and Errors which requires use of
judgment in developing and applying an accounting policy that results in information that is relevant to the economic decision-
making needs of users and reliable in that the financial statements:
a) represent faithfully the financial position, financial performance and cash flows of the entity;
b) reflect the economic substance of transactions, other events and conditions, and not merely the legal form;
c) are neutral, i.e. free from bias;
d) are prudent; and
e) are complete in all material respects.
As per paragraph 12 of IAS 8, management has also considered the most recent pronouncements of other standard-setting bodies
available to deal with BCUCC that can be applied in case of UPGDCLís acquisition of UEL.
Based on these guidelines of IAS 8, paragraphs 10 to 12, management has conducted a detailed review of global practices adopted
for BCUCC and observed that the widely used method to apply for such type of business combination is commonly known as ëbook
value accountingí or ëpredecessor value methodí. Managementís selection of this method is supported by relevant publications and
guidelines by major accounting firms of the world as well as related guidelines issued by other accounting bodies such as, Hong
Kong Accounting Guideline 5 on Merger Accounting for Common Control Combinations issued by Hong Kong Institute of Certified
Public Accountants, Indian Accounting Standard (Ind AS) 103 Appendix C issued by the Accounting Standards Board of India.
The principles of book value accounting or predecessor value method are as follows:
(a) The assets and liabilities of the combining entities (both acquirer and acquiree) are reflected at their carrying amounts;
(b) No adjustments are made to reflect fair values, or recognise any new assets or liabilities and hence no new goodwill arises;
(c) Any difference between the consideration given and the aggregate carrying value of the assets and liabilities of the acquired
entity at the date of the transaction is included in equity in retained earnings or in a separate reserve;

(d) The financial information in the financial statements in respect of prior periods should be restated as if the business
combination had occurred from the beginning of the preceding period in the financial statements, irrespective of the actual
date of the combination;
(e) The balance of the retained earnings appearing in the financial statements of the transferor is aggregated with the
corresponding balance appearing in the financial statements of the transferee.
(f) The identity of the reserves shall be preserved and shall appear in the financial statements of the transferee in the same form
in which they appeared in the financial statements of the transferor.
In line with the above principles, the Companyís consolidated financial statements combining UELís results have been prepared with
retrospective effect from 1 July 2017 as if the group structure as at 30 June 2019 has always been in place.
i) Subsidiaries
Subsidiaries are entities controlled by the Group. The existence and effect of potential voting rights that are currently exercisable
or convertible are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated from
the date on which control is transferred to the Group. They are de-consolidated from the date on which control ceases.
% of % of non-
Name of subsidiaries controlling controlling
interest interest
United Energy Ltd 99 1
United Ashuganj Energy Ltd 91.49 8.51
Leviathan Global BD Ltd. 75 25
The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted by the Group.
Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing so
causes the non-controlling interests to have a deficit balance.
ii) Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions are eliminated
in preparing consolidated financial statements. Unrealised gains arising from transactions with equity accounted investees (that
means in any company wherein UPGDCL has made investments, if any) are eliminated against the investment to the extent of the
Groupís interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that
there is no evidence of impairment. However, on 31 December 2019, there are no such investments.
B Property, plant and equipment

Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses,
if any. The cost of an item of property, plant and equipment comprises its purchase price, import duties and non-refundable taxes,
after deducting trade discount and rebates, and any costs directly attributable to bringing the asset to the location and condition
necessary for it to be capable of operating in the intended manner.
Subsequent costs
The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the item if it is
probable that the future economic benefits embodied within the part will flow to the Group and its cost can be measured reliably.
The costs of the day-to-day servicing of property, plant and equipment are recognised in the statement of comprehensive income
as incurred.
Depreciation
i) Property, plant and equipment is stated at cost less accumulated depreciation. All property, plant and equipment have been
depreciated on straight line method.
ii) In respect of addition to fixed assets, full depreciation is charged in the month of addition irrespective of date of purchase in that
month and no depreciation is charged in the month of disposal/retirement. Residual value is estimated to be zero for all assets.
The rates of depreciation vary according to the estimated useful lives of the items of all property, plant and equipment.

Considering the estimated useful life of the assets, the rates of depreciation are as follows:
%
Plant and machinery 3.33 - 8.33
Gas line 2 - 8.33
Building and civil construction 3.33 - 8.33
Office equipment 10 - 15
Furniture and fixture 10
Motor vehicle 10
Retirements and disposals

An asset is derecognised on disposal or when no future economic benefits are expected from its use and subsequent disposal.
Gain or loss arising from the retirement or disposal of an asset is determined as the difference between the net disposal proceeds
and the carrying amount of the asset and is recognised as gain or loss from disposal of asset in the statement of profit or loss and
other comprehensive income.
C Inventories
Inventories consisting mainly of spare parts, lube oil and chemicals are valued at lower of cost and net realisable value. Net
realisable value is based on estimated selling price in the ordinary course of business less any further costs expected to be
incurred to make the sale. Costs of inventories include expenditure incurred in acquiring the inventories, production or conversion
costs and other costs incurred in bringing them to their existing location and condition. Cost of inventories is determined by using
weighted average cost method.
When inventories are consumed, the carrying amount of those inventories is recognised as an expense in the period in which the
related revenue is recognised. The amount of any write-down of inventories to net realisable value and all losses of inventories are
recognised as an expense in the period the write-down or loss occurs. The amount of any reversal of any write-down of inventories
is recognised as a reduction in the amount of inventories recognised as an expense in the period in which the reversal occurs.
D Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of
another entity.
i. Recognition and initial measurement
Trade receivables and debt securities issued are initially recognised when they are originated. All other financial assets and
financial liabilities are initially recognised when the Group becomes a party to the contractual provisions of the instrument.
A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured
at fair value plus, for an item not at FVTPL, transaction costs that are directly attributable to its acquisition or issue. A trade
receivable without a significant financing component is initially measured at the transaction price.
ii. Classification and subsequent measurement
Financial assets
On initial recognition, a financial asset is classified as measured at: amortised cost; FVOCI ñ debt investment; FVOCI ñ equity
investment; or FVTPL.
Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for
managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period
following the change in the business model.
A financial asset is measured at amortised cost if it meets both the following conditions and is not designated at FVTPL:
- it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
- its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal
amount outstanding.
A debt investment is measured at FVOCI if it meets both the following conditions and is not designated at FVTPL:
- it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial
assets; and

amount outstanding.
On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent
changes in the investmentís fair value in OCI. This election is made on an investment-by-investment basis.
All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This
includes all derivative financial assets. On initial recognition, the Group may irrevocably designate a financial asset that otherwise
meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces
an accounting mismatch that would otherwise arise.
Financial assets ñ Business model assessment:
The Group makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level
because this best reflects the way the business is managed and information is provided to management. The information
considered includes:
- the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether
managementís strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching
the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realising cash flows
through the sale of the assets;
- how the performance of the portfolio is evaluated and reported to the Groupís management; the risks that affect the performance
of the business model (and the financial assets held within that business model) and how those risks are managed;
- how managers of the business are compensated ñ e.g. whether compensation is based on the fair value of the assets managed
or the contractual cash flows collected; and
- the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about
future sales activity.
Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this
purpose, consistent with the Companyís continuing recognition of the assets.
Assessment whether contractual cash flows are Solely Payments of Principal and Interest (SPPI)
For the purposes of this assessment, ëprincipalí is defined as the fair value of the financial asset on initial recognition. ëInterestí is
defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during
a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit
margin.
In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the
contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could
change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the
Company considers:
ñ contingent events that would change the amount or timing of cash flows;
ñ terms that may adjust the contractual coupon rate, including variable-rate features;
ñ prepayment and extension features; and
ñ terms that limit the Companyís claim to cash flows from specified assets (e.g. non-recourse features).
A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment amount substantially
represents unpaid amounts of principal and interest on the principal amount outstanding, which may include reasonable additional
compensation for early termination of the contract.
Additionally, for a financial asset acquired at a discount or premium to its contractual par amount, a feature that permits or requires
prepayment at an amount that substantially represents the contractual par amount plus accrued (but unpaid) contractual interest
(which may also include reasonable additional compensation for early termination) is treated as consistent with this criterion if the
fair value of the prepayment feature is insignificant at initial recognition.

Financial assets ñ Subsequent measurement and gains and losses
These assets are subsequently measured at fair value. Net gains and losses, including any interest
Financial assets at FVTPL
or dividend income, are recognised in profit or loss.
These assets are subsequently measured at amortised cost using the effective interest method.
The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains
Financial assets at amortised cost
and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is
recognised in profit or loss.
These assets are subsequently measured at fair value. Interest income calculated using the
effective interest method, foreign exchange gains and losses and impairment are recognised in
Debt investments at FVOCI
profit or loss. Other net gains and losses are recognised in OCI. On derecognition, gains and
losses accumulated in OCI are reclassified to profit or loss.
These assets are subsequently measured at fair value. Dividends are recognised as income in
Equity investments at FVOCI profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment.
Other net gains and losses are recognised in OCI and are never reclassified to profit or loss.
Financial assets include cash and cash equivalents, trade and other receivables and receivable from related parties.
(a) Cash and cash equivalents
Cash and cash equivalents comprise of cash balances and all cash deposits with maturities of three months or less that are subject
to an insignificant risk of changes in their fair value, and are used by the Group in the management of its short-term commitments.
(b) Trade and other receivables
Trade and other receivables are recognised initially at fair value. Subsequent to initial recognition they are measured at amortised
cost using the effective interest method, less any impairment losses.
iii. Financial liability
All financial liabilities are recognised initially on the transaction date at which the Group becomes a party to the contractual
provisions of the liability.
The Group derecognises a financial liability when its contractual obligations are discharged or cancelled or expired.
Financial liabilities include trade and other payables, related party payables, borrowings, accrued expenses etc.
(a) Trade and other payables
The Group recognises trade and related party payables when its contractual obligations arising from past events are certain and
the settlement of which is expected to result in an outflow from the entity of resources embodying economic benefits.
(b) Loans and borrowings

Principal amounts of the loans and borrowings are stated at their amortised amount. Borrowings repayable after twelve months
from reporting date are classified as non-current liabilities whereas the portion of borrowings repayable within twelve months from
reporting date, unpaid interest and other charges are classified as current liabilities.
(c) Accrued expenses
Accrued expenses represent various operating expenses that are due at the reporting date which are initially measured at fair
value.
E Impairment
Financial assets
Financial assets are assessed at each reporting date to determine whether there is any objective evidence of impairment. Financial
assets are impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset, and that

the loss event has a negative effect on the estimated future cash flows of that asset that can be estimated reliably.
Non financial assets
An asset is impaired when its carrying amount exceeds its recoverable amount. The Group assesses yearly whether there is any
indication that an asset may be impaired. If any such indication exists, the Group estimates the recoverable amount of the asset.
The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. Carrying amount of the
asset is reduced to its recoverable amount by recognising an impairment loss, if and only the recoverable amount of the asset is
less than its carrying amount. Impairment loss is recognised immediately in the statement of comprehensive income.
F Revenue
Revenue is recognised, upon supply of electricity, quantum of which is determined by survey of meter reading. It excludes value
added tax and other government levies, on the basis of net units of energy generated and transmitted to the authorised customerís
transmission systems and invoiced on a monthly basis upon transmission to the customers. Revenue is valued using rates in effect
when service is provided to customers.
G Provisions
A provision is recognised in the statement of financial position when the Group has a present obligation (legal or constructive) as
a result of a past event and it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are determined
by discounting the expected future cash flows at a rate that reflects current market assessments of the time value of money and
the risks specific to the liability.
H Contingencies
Contingencies arising from claims, litigation, assessment, fines, penalties, etc. are recorded when it is probable that a liability has
been incurred and the amount can be reasonably estimated.
(i) Contingent liability

Contingent liability is a possible obligation that arises from past events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity.
Contingent liability should not be recognised in the financial statements, but may require disclosure. A provision should be
recognised in the period in which the recognition criteria of provision have been met.
(ii) Contingent asset

Contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or
non-occurrence of one or more uncertain future events not wholly within the control of the entity.
A contingent asset must not be recognised. Only when the realisation of the related economic benefits is virtually certain should
recognition take place provided that it can be measured reliably because, at that point, the asset is no longer contingent.
I Foreign currency
Foreign currency transactions are translated into BDT/Taka at the exchange rates prevailing on the date of transactions.
Monetary assets and liabilities denominated in foreign currencies are translated to the functional currency at the exchange rate
prevailing at the reporting date.
Foreign currency denominated non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency
are translated using the foreign exchange rates prevailing at the transaction dates. Non-monetary assets and liabilities denominated
in foreign currencies that are stated at fair value are translated using the foreign exchange rates ruling at the dates the fair value was
determined.
J Income tax
Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit and loss, except to the extent
that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in
other comprehensive income or directly in equity, respectively.

(i) Current tax
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at
the reporting date, and any adjustment to tax payable in respect of previous years. Power generation companies in the Group are
given tax exemptions for certain years beginning with the month of Commercial Date of Operation (ìCODî). The summary of tax
exemptions for the power plants operated in the Group are as below:
Entity Plant Tax provision status Period Expiry

Tax exemption on all
86 MW plant at DEPZ 15 years 2023
income
UPGDCL
Tax exemption on all
72 MW plant at CEPZ 15 years 2024
income
Tax exemption on
53 MW plant at Ashuganj 8 years 2019
business income
UEL
Tax exemption on
28 MW plant at Sylhet 15 years 2028
business income
Tax exemption on
UAEL 195 MW plant at Ashuganj 15 years 2030
business income
(ii) Deferred tax

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for:
- temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business combination and
that affects neither accounting nor taxable profit or loss; and
- taxable temporary differences arising on the initial recognition of goodwill.
Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary differences to the extent
it is probable that future taxable profits will be available against which they can be used. Deferred tax assets are reviewed at each
reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised; such reductions
are reversed when the probability of future taxable profits improves.
Unrecognised deferred tax assets are reassessed at each reporting date and recognised to the extent that it has become probable
that future taxable profits will be available against which they can be used.
Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates
enacted or substantively enacted at the reporting data.
Deferred tax assets and liabilities are offset only if certain criteria are met.
As of 30 June 2020, the Companyís power plant operated under tax exemption regime. It has examined the precedent of tax
assessment completed of a power generation company for the year when its tax exemption ended, which shows accounting
depreciation charge to be equal to the tax depreciation charge, implying that there were no temporary differences between
accounting net book value and tax written down value of property, plant and equipment at that point in time. On this basis, in
the preparation of these financial statements, the Company has not considered any deferred tax relating to property, plant and
equipment as the Company is still under tax exemption as at the reporting date.
K Employee benefits
Workers profit participation fund (WPPF)

The government of Bangladesh has made an amendment to the Labour Law 2006 in July 2013. As per amended section-232
(chha) of the Act, any undertaking carrying on business to earn profit is liable to make provision for WPPF at 5% of the net profit
and it also needs to be distributed within 9 months of the statement of financial position date. Operation and maintenance (O&M)
activities of the Group are managed by employees of United Engineering and Power Services Limited under an O&M contract.

Therefore, the provision of WPPF is not applicable for the Group.
L Statement of cash flows
Statement of cash flows has been prepared in accordance with the IAS 7: Statement of cash flows under the direct method.
M Finance income and finance expenses
Finance income comprises interest on financial deposits with banks and loans made to related parties. Finance income is
recognised on an accrual basis and shown under statement of profit or loss and other comprehensive income. The Groupís finance
cost includes interest expense which is recognised at amortised cost.
N Share capital
Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity. Income tax relating
to transaction costs of an equity transaction are accounted for in accordance with IAS 12.
O Earnings per share
The Group represents earnings per share (EPS) data for its ordinary shares. EPS is calculated by dividing the profit or loss
attributable to ordinary shareholders of the Group by the weighted average number of ordinary shares outstanding during the
period.
P Dividends
Final dividend distributions to the Companyís shareholders are recognised as a liability in the financial statements in the period in
which the dividends are approved by the Companyís shareholders at the annual general meeting, while interim dividend distributions
are recognised in the period in which the dividends are declared and paid.
Q Leases
The Company has applied IFRS 16 using the modified retrospective approach and therefore the comparative information has not
been restated and continues to be reported under IAS 17 and IFRIC 4.
Policy applicable from 1 July 2019
At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if
the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess
whether a contract conveys the right to control the use of an identified asset, the Company uses the definition of a lease in IFRS
16. This policy is applied to contracts entered into, on or after 1 July 2019.
i) The Company as a lessee

At commencement or on modification of a contract that contains a lease component, the Company allocates the consideration
in the contract to each lease component on the basis of its relative stand-alone prices. However, for the leases of property the
Company has elected not to separate non-lease components and account for the lease and non-lease components as a single
lease component.
The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset
is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at
or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the
underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of
the lease term, unless the lease transfers ownership of the underlying asset to the Company by the end of the lease term or the
cost of the right-of-use asset reflects that the Company will exercise a purchase option. In that case the right-of-use asset will be
depreciated over the useful life of the underlying asset, which is determined on the same basis as those of property and equipment.
In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain re-measurements of
the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date,
discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Companyís incremental
borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.
The Company determines its incremental borrowing rate by obtaining interest rates from various external financing sources
and makes certain adjustments to reflect the terms of the lease and type of the asset leased. Lease payments included in the
measurement of the lease liability comprise the following:
i. fixed payments, including in-substance fixed payments;
ii. variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement
date;
iii. amounts expected to be payable under a residual value guarantee; and
iv. the exercise price under a purchase option that the Company is reasonably certain to exercise, lease payments in an optional
renewal period if the Company is reasonably certain to exercise an extension option, and penalties for early termination of a
lease unless the Company is reasonably certain not to terminate early.
The lease liability is measured at amortised cost using the effective interest method. It is re-measured when there is a change
in future lease payments arising from a change in an index or rate, if there is a change in the Companyís estimate of the amount
expected to be payable under a residual value guarantee, if the Company changes its assessment of whether it will exercise a
purchase, extension or termination option or if there is a revised in-substance fixed lease payment.
When the lease liability is re-measured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use
asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
Short-term leases and leases of low-value assets
The Company has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and short-term
leases. The Company recognises the lease payments associated with these leases as an expense on a straight-line basis over the
lease term.
ii) The Company as a lessor
At inception or on modification of a contract that contains a lease component, the Company allocates the consideration in the
contract to each lease component on the basis of their relative stand alone prices.
When the Company acts as a lessor, it determines at lease inception whether each lease is a finance lease or an operating lease.
To classify each lease, the Company makes an overall assessment of whether the lease transfers substantially all of the risks and
rewards incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then it is an
operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major
part of the economic life of the asset.
If an arrangement contains lease and non-lease components, then the Company applies IFRS 15 to allocate the consideration in
the contract.
The Company recognises lease payments received under operating leases as income on a straight line basis over the lease term
as part of ëcapacity revenueí.
Generally, the accounting policies applicable to the Company as a lessor in the comparative period were not different from IFRS
16 except for the classification of the sub-lease entered into during current reporting period that resulted in a finance lease
classification.

Policy applicable before 1 July 2019
For contracts entered into before 1 July 2019, the Company determined whether the arrangement was or contained a lease based
on the assessment of whether:
i. fulfilment of the arrangement was dependent on the use of a specific asset or assets; and
ii. the arrangement had conveyed a right to use the asset. An arrangement conveyed the right to use the asset if one of the
following was met:
iii. the purchaser had the ability or right to operate the asset while obtaining or controlling more than an insignificant amount of
the;
iv. the purchaser had the ability or right to control physical access to the asset while obtaining or controlling more than an
insignificant amount of the output; or
iv. facts and circumstances indicated that it was remote that other parties would take more than an insignificant amount of the
output, and the price per unit was neither fixed per unit of output nor equal to the current market price per unit of output.
i) The Company as a lessee
In comparative period, as a lessee the Company classified leases that transferred substantially all of the risks and rewards of
ownership as finance leases. When this was the case, the leased assets were measured initially at an amount equal to the lower
of their fair value and the present value of the minimum lease payments. Minimum lease payments were the payments over the
lease term that the lessee was required to make, excluding any contingent rent. Subsequent to initial recognition, the assets were
accounted for in accordance with the accounting policy applicable to that asset.
Assets held under other leases were classified as operating leases and were not recognised in the Companyís statement of
financial position. Payments made under operating leases were recognised in profit or loss on a straight-line basis over the term of
the lease. Lease incentives received were recognised as an integral part of the total lease expense, over the term of the lease.
ii) The Company as a lessor
A lease is an agreement whereby the lessor conveys to the lessee, in return for a payment or series of payments, the right to use
an asset for an agreed period of time.
Leases in which a significant portion of the risk and rewards of ownership are retained by the lessor are classified as operating
leases. Under an operating lease, the asset is included in the statement of financial position as property and equipment. Lease
income is recognised over the term of the lease on a straight-line basis. This implies the recognition of deferred income when the
contractual day rates are not constant during the initial term of the lease contract.
56 Name of auditors of the Group companies
Name of subsidiary Status Name of auditors

United Energy Ltd Subsidiary Hussain Farhad & Co.
United Ashuganj Energy Ltd Subsidiary Rahman Rahman Huq
Leviathan Global BD Ltd. Subsidiary Hussain Farhad & Co.

57 Standards issued but not yet effective
A number of new standards are effective for annual periods beginning after 1 July 2020 and earlier application is permitted;
however, the Company has not early adopted the new or amended standards in preparing these financial statements.
ï Amendments to references to conceptual framework in IFRS standards

ï Amendments to IFRS 3: Business Combinations of definition of business
Effective for year beginning 1 January 2020 ï Amendments to IAS 1: Presentation of Financial Statements and IAS 8
Accounting Policies, Changes in Accounting Estimates and Errors of definition
of material.
Effective for year beginning 1 January 2021 ï IFRS 17: Insurance Contracts
ï Amendments to IFRS 10: Consolidated Financial Statements and IAS 28:
Effective date deferred indefinitely / available
Investments in Associates and Joint Ventures on sale or contribution of assets
for optional adoption
between an investor and its associate or joint venture
Management does not expect that the adoption of the above new and amended standards and the interpretation to a standard will
have a significant impact on the Companyís financial statements.

INDEPENDENT AUDITORíS REPORT AND

Financial Statements
As at and for the year ended 30 June 2020

INDEPENDENT AUDITORíS REPORT
To the shareholders of United Power Generation & Distribution Company Limited
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of United Power Generation & Distribution Company Ltd. (ìthe Companyî), which comprise
the statement of financial position as at 30 June 2020, and the statement of profit or loss and other comprehensive income, statement
of changes in equity and statement of cash flows for the year then ended, and notes to the financial statements, including a summary of
significant accounting policies.
In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Company as at 30 June 2020,
and of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards
(IFRSs).
Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in the Auditorís Responsibilities for the Audit of the Financial Statements section of our report. We are independent of
the Company in accordance with the International Ethics Standards Board for Accountantsí Code of Ethics for Professional Accountants
(IESBA Code), and we have fulfilled our other ethical responsibilities in accordance with the IESBA Code. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements
of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below our description of how our audit
addressed the matter is provided in that context.
1. Revenue recognition
See note 45 (E) and 23 to the financial statements
Revenue recognition and provision for customer receivables are key Our audit procedures included:
areas of judgement, particularly in relation to: l assessing whether revenue recognition policies
l energy revenue is made based on the survey of the meter reading. are applied through comparison with relevant
The customer (or government authority) verify the electrical energy accounting standards and industry practice;
output through physical inspection of meter and/or review of l testing the Companyís controls over revenue
relevant reports generated from the meter. Upon agreement by both recognition;
parties, the electrical energy delivered for the month is evidenced
l re-calculate the invoice amount as per Power
by the approvals of the professional engineers representing the
Supply Agreement (PSA);
Company and the customer. The meter is calibrated and certified
by independent professional engineers on a regular basis; and l assessing the assumptions used to calculate
the metered accrued income by ensuring that
l identify conflicting issues relating to billing and assessing whether
inputs used to the calculation have been derived
there is little prospect cash will be received for revenue that has
appropriately;
been billed;
l assessing the Companyís disclosures of its
revenue recognition, including the estimation and
uncertainty involved in recording revenue; and
l discussed with the management regarding the
treatment for revenue recognition policy of the
Company.

2. Additional charges claimed by the gas suppliers to the Company

See note 40.2 to the financial statements
Based on a decision of the Ministry of Power, Energy and Mineral Our substantive procedures in this area included:
Resources with regard to gas rates applicable for gas based power plants, l reviewing of legal documents pertaining to the
the gas suppliers of the Company have claimed additional amounts of case.
BDT 1,776,734,152 and BDT 491,063,484 for Dhaka Export Processing
l inquiry with management regarding probable
Zone (DEPZ) and Chittagong Export Processing Zone (CEPZ) plants,
outcome of the case.
respectively.
l obtaining legal opinion from the Companyís
The Company initiated legal proceedings against this decision. Outcome
external legal counsel with regard to the outcome
of this litigation inherently affects the amount and timing of potential cash
of the case.
outflows.
l reviewing contingent liability disclosures.
The matter being sub judicial outcome cannot be predict with certainty.
However, Legal Advisor of the company opined about positive grounds
favouring the company.
3. Implementation of IFRS 16 -Leases

See note 4.2 and 45(P) to the financial statements
The Company recognized rights-of-use assets (ROUA) and lease We obtained an understanding of the managementís
liabilities arising from the lease rental agreements for land. The process for implementing IFRS 16 including financial
recognition is made for the first time in current yearís financial statements. controls designed by the management to mitigate the
However, that would not require a restatement of the comparative period risks assessed by us independently. We tested those
information because Company elected modified retrospective approach. relevant controls and adopted a control rely strategy.
The lease liability is measured at the present value of the lease payments Furthermore, to mitigate the inherent risk in this audit
that are not paid at that date. For calculation of the lease liability, the area, our audit approach included testing of the controls
management applies its judgment in determination of lease term, where and substantive audit procedures, including:
certainty of exercising the option to extend or the option not to terminate l we studied the contracts for lease rental
the lease is considered. arrangements, especially the terms and conditions
The incremental borrowing rate is used as discounting rate in calculation related to payments, lease incentives, any indirect
of lease liability. costs, dismantling and restoration, option to extend
We considered the implementation of ìIFRS- 16 Leasesî as a key the lease or not to terminate the lease.
audit matter, since management had to apply several judgements and l through discussion we evaluated managementís
estimates such as lease term, discount rates, measurement basis among judgement and estimates used in adopting the
others and undertake a significant data extraction exercise to summarise new standard.
the lease data for input into their lease calculation model. l we checked the lease amortization schedule and
depreciation schedule for each of the leases.
l we checked the appropriateness of managementís
assumptions, especially in determining the
certainty of exercising option to extend or terminate
lease and the discounting rate applied to calculate
lease liability.
l we assessed whether the disclosures within the
financial statements are adequate as prescribed
by the relevant IFRSs.

Other Matter
The financial statements of the Company for the year ended 30 June 2019 were audited by another auditor who expressed an unqualified
opinion on those statements on 01 August 2019.
Other Information included in the Companyís June 30, 2020 Annual Report
Management is responsible for the other information. The other information comprises the information included in the Annual Report but
does not include the financial statements and our auditorís report thereon. The Annual Report is expected to be made available to us after
the date of this auditorís report.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion
thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information identified above when it becomes
available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge
obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to
report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in accordance with International
Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Companyís ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either
intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Companyís financial reporting process.
Auditorís Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditorís report that includes our opinion. Reasonable assurance is a high level of assurance but
is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional skepticism throughout the audit.
We also:
l Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and
perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
l Obtain an understanding of internal control relevant to the audit 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 Companyís internal control.
l Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
l Conclude on the appropriateness of managementís use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on
the Companyís ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditorís report to the related disclosures in the separate financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditorís
report. However, future events or conditions may cause the Company to cease to continue as a going concern.
l Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether
the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the
audit of the separate financial statements of the current period and are therefore the key audit matters. We describe these matters in
our auditorís report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
Report on other Legal and Regulatory Requirements
In accordance with the Companies Act 1994 and the Securities and Exchange Rules 1987, we also report the following:
a) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the
purposes of our audit and made due verification thereof;
b) in our opinion, proper books of accounts as required by law have been kept by the Company so far as it appeared from our
examination of these books;
c) the statement of financial position and statement of profit or loss and other comprehensive income dealt with by the report
are in agreement with the books of accounts and returns; and
d) the expenditure incurred was for the purposes of the Companyís business.
A. Qasem & Co.

Chartered Accountants
Partner: Sanjida Kasem, FCA, FCMA, CFE

Dhaka, 28 October 2020

STATEMENT OF FINANCIAL POSITION
In Taka Notes 30 June 2020 30 June 2019

Assets
Property, plant and equipment 5 8,021,031,738 8,272,063,545
Right of use assets 6 24,747,212 -
Investment in subsidiary 7 3,297,000 297,000
Non-current assets 8,049,075,950 8,272,360,545
Inventories 8 734,840,489 493,397,340
Advances, deposits and prepayments 10 71,814,584 72,495,919
Receivable from related parties 12 5,176,876,020 6,536,945,438
Cash and cash equivalents 13 323,879,180 1,009,871,492
Current assets 7,807,874,201 9,428,107,932
Total assets 15,856,950,151 17,700,468,477
Equity
Share capital 14 5,269,957,000 4,790,870,000
Share premium 15 2,046,000,000 2,046,000,000
Retained earnings 16 8,305,986,678 10,664,437,759
Total equity 15,621,943,678 17,501,307,759
Liabilities
Security money received 17 700,000 700,000
Land lease Liability 18 24,449,893 -
Non-current liabilities 25,149,893 700,000
Trade and other payables 19 156,313,540 149,552,121
Accrued expenses 20 18,988,856 22,867,066
Payable to related parties 21 33,648,445 26,041,531
Land lease Liability 18 905,739 -
Provision for taxation 22 - -
Current liabilities 209,856,580 198,460,718
Total liabilities 235,006,473 199,160,718
Total equity and liabilities 15,856,950,151 17,700,468,477


STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the year ended

Revenue 23 6,223,160,052 6,473,676,520

Cost of sales 24 (2,328,672,071) (2,192,598,086)
Gross profit 3,894,487,981 4,281,078,434
Other operating income 25 3,948,448 16,729,542
General and administrative expenses 26 (54,937,223) (56,416,580)
Operating profit 3,843,499,206 4,241,391,396
Finance income 27 508,260,780 562,287,129
Finance charge 28 (1,519,833) -
Profit before tax 4,350,240,153 4,803,678,525
Income tax expenses 29 (1,473,234) -
Profit after tax 4,348,766,919 4,803,678,525
Other comprehensive income - -
Total comprehensive income
4,348,766,919 4,803,678,525
Earnings per share 30 8.25 9.12



STATEMENT OF CHANGES IN EQUITY

In Taka
Share capital Share premium Retained earnings Total equity
Balance at 1 July 2019 4,790,870,000 2,046,000,000 10,664,437,759 17,501,307,759

Profit for the year - - 4,348,766,919 4,348,766,919
Other comprehensive income - - - -
Total comprehensive income - - 4,348,766,919 4,348,766,919
Transactions with owners of the Company
Contributions and distributions

Issue of bonus shares 479,087,000 - (479,087,000) -
Cash dividend - - (6,228,131,000) (6,228,131,000)
Total transactions with owners of the Company 479,087,000 - (6,707,218,000) (6,228,131,000)
Balance at 30 June 2020 5,269,957,000 2,046,000,000 8,305,986,678 15,621,943,678

In Taka
Share capital Share premium Retained earnings Total equity

Profit for the year - - 4,803,678,525 4,803,678,525
Other comprehensive income - - - -
Total comprehensive income - - 4,803,678,525 4,803,678,525
Transactions with owners of the Company
Contributions and distributions

Issue of bonus shares 798,478,330 - (798,478,330) -
Cash dividend - - (3,593,152,504) (3,593,152,504)
Total transactions with owners of the Company 798,478,330 - (4,391,630,834) (3,593,152,504)
Balance at 30 June 2019 4,790,870,000 2,046,000,000 10,664,437,759 17,501,307,759
Notes 14 15 16


STATEMENT OF CASH FLOWS
For the year ended

Cash flows from operating activities

Cash received from customers 6,003,014,356 6,238,532,639
Cash received from other income 25 39,724,530 19,905,114
Cash paid to suppliers and others (2,253,640,442) (1,586,924,028)
Finance charge paid 28 (1,519,833) -
Tax paid 29 (665,073) (48,000)
Cash flows from investing activities

Acquisition of property, plant and equipment 5 (141,827,724) (81,694,307)
Cash received from/(paid for) related party loan 1,857,076,496 (1,229,090,959)
Insurance claim received on disposal of fixed assets 41,503,257 -
Investment in subsidiary company 7 (3,000,000) (297,000)
Investment in marketable securities 11 - (37,699,999)
Net cash flows from/(used in) investing activities 1,753,752,029 (1,348,782,265)

Cash flows from financing activities
Dividend paid 16 (6,225,803,409) (3,591,693,615)
Land lease payment 18 (854,470) -
Net cash used in financing activities (6,226,657,879) (3,591,693,615)
Net (decrease)/increase in cash and cash equivalents (685,992,312) (269,010,155)
Cash and cash equivalents at 1 July 13 1,009,871,492 1,278,881,647
Cash and cash equivalents at 30 323,879,180 1,009,871,492

Net operating cash flow per share 32 7.19 8.86



NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
1 Reporting entity
1.1 Company profile

United Power Generation & Distribution Company Ltd. (UPGDCL) (hereinafter referred to as ìthe Companyî), a public limited
company, was incorporated in Bangladesh on 15 January 2007 under the Companies Act (#18) 1994 under registration
no. C-65291(2783)/07 with its corporate office at Gulshan Center Point, Road No. 90-91, House No. 23-26, Gulshan-2,
Dhaka-1212, Bangladesh. The Company was initially registered as a private limited company, formerly known as Malancha
Holdings Ltd. (MHL) and subsequently converted into a public limited company on 22 December 2010.
The Company is listed with Dhaka Stock Exchange Limited (DSE) and Chattogram Stock Exchange Limited (CSE).î
1.2 Nature of the business

The principal activity of the Company is to generate electricity by gas fired power plants, at Dhaka Export Processing Zone
(DEPZ) with 86 MW capacity and Chattogram Export Processing Zone (CEPZ) with 72 MW capacity and to sell electricity
to the export processing industries located inside DEPZ and CEPZ with the provision of selling surplus power outside the
Export Processing Zones (EPZs) after fulfilling their requirement. The Company is also supplying electricity to Dhaka PBS-
1 of Bangladesh Rural Electrification Board (BREB), Bangladesh Power Development Board (BPDB), Karnaphuli Export
Processing Zone (KEPZ) and other private sector companies.
1.3 Power plant

The natural gas fired power plants of Dhaka EPZ and Chattogram EPZ consist of Wartsila, Rolls Royce and MTU engine
generators with 30 years expected useful life, which form the major part of the power generation companies.
DEPZ power plant came into commercial operation on 26 December 2008 with a capacity of 41 MW at DEPZ premises. In
of steam for sale to other customers. At DEPZ, there are four gas fired engines with a capacity of 8.73 MW each, five gas
fired engines with a capacity of 9.34 MW each and two gas fired engines with a capacity of 2 MW each for generation of
electricity.
CEPZ power plant came into commercial operation on 12 August 2009 with a capacity of 44 MW at CEPZ premises. In
of steam for sale to other customers. At CEPZ, there are five gas fired engines with a capacity of 8.73 MW each and three
gas fired engines with a capacity of 9.34 MW each.
Gas Line : Dhaka EPZ and Chattogram EPZ power plant
According to Power Supply Agreement, dated 6 May 2007 and 16 May 2007, Bangladesh Export Processing Zone Authority
(BEPZA) at their own cost, was to provide necessary gas connection of required quantity and specification from the
nearest District Regulatory Station (DRS) of Titas Gas Transmission and Distribution Company Limited and Karnaphuli
Gas Distribution Company Limited (formerly known as Bakhrabad Gas System Limited). BEPZA was to maintain such gas
connection until the expiry of a period of 50 years unless extended or terminated earlier. Although both parties agreed upon
this arrangement, the Company established the gas line back on 17 November 2008 at its own cost due to lack of initiative
by BEPZA in this regard.
For the DEPZ plant, the initial contract was for 6.91 (million cubic feet per day) MMCFD. Subsequently, additional allocation
of 9 MMCFD gas was given by Titas Gas Transmission & Distribution Company Limited for further capacity enhancement.
Thus total contract load is 15.91 MMCFD.
For the CEPZ plant, the initial contract was for 10.68 MMCFD. An additional allocation was given for another 4 MMCFD by
Karnaphuli Gas Distribution Company Ltd for further capacity enhancement. Thus total contract load is 14.68 MMCFD.
Gas line cost includes Electric Resistance Welded (ERW) carbon steel pipe, tape for gas line, Regulating & Metering
System (RMS), Town Border Station (TBS), line accessories, and construction and commissioning expenditures.
1.4 Investment in subsidiaries

On 13 November 2018, the Board of Directors of the Company resolved to acquire 99% ordinary shares of United Energy
Ltd (UEL) at face value. UEL is a power generation company established under the Private Sector Power Generation Policy
of Bangladesh. It operates two power plants, a 53 MW plant at Ashuganj and a 28 MW plant at Sylhet, respectively.
UEL also holds 92.41% ordinary shares of United Ashuganj Energy Ltd (UAEL), a power generation company established

under Public Private Partnership (PPP). It operates a 195 MW plant located at Ashuganj, Brahmanbaria
On 22 June 2019, the Board of Directors of the Company resolved to acquire 75% shares (300,000 shares at face value of
Tk. 10 each) of Leviathan Global BD Ltd. (LGBDL) from United Enterprises & Co. Ltd. (UECL). A share transfer agreement
was also signed on the same date stating the acquisition to be effective from 1 July 2019. LGBDL is a 50 MW IPP gas fired
power plant built under joint venture between Leviathan Global Corporation, USA and UECL. The plant is located at KEPZ
in Chattogram and will be operated under an agreement with BEPZA with a contract period of 30 years (extendable for a
further 30 years) which is expected to be operational by December 2020.
Please see Note 7.
1.5 Expiry of Contract for Supply of Electricity on Rental Basis

On 22 June 2019, the Contract for Supply of Electricity on Rental Basis between Bangladesh Power Development Board
(BPDB) and United Energy Ltd relating to its 53 MW plant expired. Prior to the expiry, on 4 August 2018 the Company filed
an application with BPDB for a 5 year extension of the contract.
Negotiations for extension of the contract with BPDB are under process and management believes that BPDB will agree to
the extension. No electricity is being demanded from the plant by BPDB in the meantime. Necessary market disclosures in
this regard were given by the Company on 23 June 2019. Matter is under active negotiation.
2 Basis of accounting
2.1 Statement of compliance

These financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs),
Companies Act 1994, the Securities and Exchange Rules 1987 and other applicable laws and regulations.
Details of the Companyís accounting policies are included in Note 45.
2.2 Date of authorisation

The financial statements were authorised for issue by the Board of Directors on 28 October 2020.
2.3 Reporting period

The current financial period of the Company covers one year from 1 July 2019 to 30 June 2020 and it is followed consistently.
3 Functional and presentation currency
These financial statements have been presented in Bangladeshi Taka (Taka/Tk/BDT), which is both the functional and
presentation currency of the Company. All financial information presented in Taka have been rounded off to the nearest
integer, unless otherwise indicated.
4 Use of estimates and judgements
In preparing these financial statements, management has made judgements, estimates and assumptions that affect the application
of Companyís accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may vary
from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimates are revised and in any future periods affected.
4.1 Assumptions and estimation uncertainties

Information about critical judgements in applying accounting policies that have the most significant effect on the amounts
recognised in the financial statement is included in the following notes:
Note 5 and Note 45A Property, plant and equipment
Note 8 and 45B Inventories
Note 22 and 45I Provision for taxation
Note 38, 40, and 45G Contingent assets and Contingent liabilities
When measuring the fair value of an asset or a liability, the Company uses market observable data as far as possible. Fair
values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as
follows:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2: inputs other than quoted prices included in Level 1 that are observable for the assets or liabilities, either directly
(i.e. as prices) or indirectly (i.e. derived from prices)
Level 3: inputs for the asset or liability that are not based on observable market data.
The Company, on regular basis, reviews the inputs and valuation judgements used in measurement of fair value and
recognises transfers between level of the fair value hierarchy at the end of the reporting period during which the changes
have occurred.
4.2 Changes in significant accounting policies

The following lists shows the recent changes to International Financial Reporting Standards (ìIFRSî or ìstandardsî) that are
required to be applied by an entity with an annual reporting period beginning on or after 1 July 2019:
ï
IFRS 16: Leases
ï Interpretation made by the International Financial Reporting Interpretation Council (IFRIC) 23: Uncertainty over Tax
Treatments
ï Amendments to IFRS 9: Financial Instruments on prepayment features with negative compensation
ï Amendments to IAS 28: Investments in Associates and Joint Ventures on long-term interests in associates and joint
ventures
ï Amendments to IAS 19: Employee Benefits on plan amendment, curtailment or settlement
ï Amendments to various standards based on the Annual Improvements to IFRSs 2015-2017 Cycle
The Company initially adopted IFRS 16: Leases (hereafter ìIFRS 16î) on 1 July 2019. The other new and amended
standards and the interpretation to a standard listed above do not have any material effect on the Companyís financial
statements.
The effects of the adoption of IFRS 16 on the Companyís financial statements are explained below:
IFRS 16
IFRS 16 provides a comprehensive model for the identification of lease arrangements and their treatment in the financial
statements for both lessors and lessees. IFRS 16 supersedes IAS 17: Leases, IFRIC 4: Determining whether an Arrangement
contains a Lease, SIC 15: Operating Leases ñ Incentives, and SIC 27: Evaluating the Substance of Transactions Involving
the Legal Form of a Lease.
IFRS 16 introduced a single, on-balance sheet lease accounting model for lessees. It changed the accounting of leases
previously classified as operating leases under IAS 17, which were off balance sheet. Under IAS 17, operating leases
were expensed on a straight-line basis over the term of the lease, and assets and liabilities were recognised only to the
extent that there was a timing difference between actual lease payments and the expense recognised. Under IFRS 16, a
lessee recognises a right-of-use asset representing its right to use the underlying asset and a lease liability representing
its obligation to make lease payments.
There are recognition exemptions for short-term leases and leases of low-value items (practical expedients). In contrast to
lessee accounting, IFRS 16 substantially carries forward the lessor accounting requirements in IAS 17; i.e. lessors continue
to classify leases as finance or operating leases.
Impact on lessee accounting
The Company has chosen to apply the modified retrospective approach, under which the cumulative effect of initial
application is not recognised in retained earnings at 1 July 2019. Accordingly, the comparative information presented for
the year ended on 30 June 2019 is not restated, i.e. it is presented as previously reported under IAS 17.
On initial application of IFRS 16, for all leases, except for those that the practical expedient was applied (see below), the
Company has:
ï Recognised right of use assets in the statement of financial position by reclassifying Prepaid lease rent;
ï Recognised depreciation of right of use assets in the statement of profit or loss.
Under IFRS 16, the Company applied the practical expedient to grandfather the definition of a lease on transition. This
means that:

ï all contracts entered into before 1 July 2019 that were not identified as leases in accordance with IAS 17 and IFRIC 4
were not reassessed. Therefore, the definition of lease under IFRS 16 has been applied only to contracts entered into
or changed on or after 1 July 2019;
ï for any leases with unexpired lease term on initial application date of less than 12 months or any leases relating to low
value items, the Company elected to use the short-term lease exemption; and
ï the initial direct costs arising from the measurement of right-of-use asset at the date of initial application were
excluded.
ï The Companyís right of use assets were measured by land lease rent.
ï The impact of IFRS 16 on the statement of profit or loss was to replace the operating lease expenses (or rent expense)
with a depreciation of right-of-use assets, with the exception of short-term leases and leases of low-value assets. The
financial impact of these changes on the results of the Company for the year compared to those of the prior year was
not significant.
ï IFRS 16 doesnít have any material impact on the statement of cash flows.
As a result of adoption of new standard, the company had to change its accounting policies as set out in Note 45 (P).

5 Property, plant and equipment

See accounting policy in Note 45A
Reconciliation of carrying amount
Plant and Office Furniture and

In Taka Gas line Motor vehicle Total
machinery equipment fixture
Cost
Balance at 1 July 2018 10,344,267,136 350,878,647 11,160,409 2,622,563 60,263,836 10,769,192,591
Additions 84,285,220 1,997,455 123,950 456,657 2,230,000 89,093,282
Disposals/transfers (7,419,563) - - - - (7,419,563)
Balance at 30 June 2019 10,421,132,793 352,876,102 11,284,359 3,079,220 62,493,836 10,850,866,310
Balance at 1 July 2019 10,421,132,793 352,876,102 11,284,359 3,079,220 62,493,836 10,850,866,310

Additions 140,094,317 1,410,533 299,171 23,703 141,827,724
Disposals/transfers (48,140,896) (48,140,896)
Balance at 30 June 2020 10,513,086,214 354,286,635 11,583,530 3,102,923 62,493,836 10,944,553,137
Accumulated depreciation
Balance at 1 July 2018 2,148,668,989 44,633,872 9,809,407 1,240,472 14,603,692 2,218,956,432
Depreciation for the year 345,345,751 7,034,218 1,168,387 276,882 6,041,683 359,866,921
Adjustment for disposals/transfers (20,589) - - - - (20,589)
Balance at 30 June 2019 2,493,994,151 51,668,090 10,977,794 1,517,354 20,645,375 2,578,802,764
Balance at 1 July 2019 2,493,994,151 51,668,090 10,977,794 1,517,354 20,645,375 2,578,802,764

Depreciation for the year 347,669,024 7,066,926 154,030 302,597 5,824,158 361,016,735
Adjustment for disposals/transfers (16,298,100) (16,298,100)
Balance at 30 June 2020 2,825,365,075 58,735,016 11,131,824 1,819,952 26,469,533 2,923,521,399
Carrying amounts
At 30 June 2019 7,927,138,642 301,208,012 306,565 1,561,865 41,848,461 8,272,063,545
At 30 June 2020 7,687,721,139 295,551,619 451,706 1,282,971 36,024,303 8,021,031,738
a) Allocation of depreciation
In Taka Note 2020 2,019
Cost of sales 24.1 357,406,568 356,268,252
General and administrative expenses 26 3,610,167 3,598,669
361,016,735 359,866,921
b) Basis of allocation
99% of total depreciation cost charged to cost of sales. Remaining 1% of total depreciation cost charged to the general and
administrative expenses.

6 Right of Use Assets

See accounting policy in Note 45P
In Taka 2020 2019
Cost
Additions 26,210,102 -
Disposals - -
Accumulated amortisation
Amortisation for the year 1,462,890
Adjustment for disposal/transfers
Carrying amounts
As At 30 June 24,747,212 -
7 Investment in subsidiary
In Taka 2020 2019
United Energy Ltd 297,000 297,000
Leviathan Global BD Ltd. 3,000,000 -
3,297,000 297,000
8 Inventories
See accounting policy in Note 45B
In Taka Note 2020 2019
Spare parts 8.1 603,771,077 457,117,013
Lube oil and chemicals 8.1 20,906,529 8,619,479
Goods in transit 110,162,883 27,660,848
734,840,489 493,397,340
8.1 Movement in inventories
In Taka Lube oil and chemicals Spare parts
Balance at 1 July 2018 3,407,644 626,739,151
Addition during the year 45,952,488 416,862,665
Transfer during the year 8,601,231 (11,530,045)
Balance at 30 June 2019 8,619,479 457,117,013
Balance at 1 July 2019 8,619,479 457,117,013
Addition during the year 54,907,753 509,768,425
Loan/Transfer during the year - 9,781,993
Balance at 30 June 2020 20,906,529 603,771,077
9 Trade and other receivables
Trade receivables 9.1 1,403,050,102 1,182,904,406
Other receivables 9.2 4,596,605 5,620,850
1,407,646,707 1,188,525,256

9.1 Trade receivables

BREB 9.3 231,669,177 240,932,313
BPDB 9.4 478,612,516 321,101,366
BEPZA 386,377,099 323,346,582
Other private customers 306,391,310 297,524,145
1,403,050,102 1,182,904,406

9.2 Other receivables
In Taka 2020 2019
Wartsila Bangladesh Ltd 4,401,754 5,171,525
Bergen Engine BD (Pvt.) Ltd - 442,974
Others 194,851 6,351
4,596,605 5,620,850

9.3 Out of the total receivable from BREB, an amount of BDT 177,171,835 for the period from 2009 to 2012 was under arbitration
in Bangladesh Energy Regulatory Commission (BERC) for determination. In May 2018, the arbitration panel awarded in favor of
BREB. The Company has filed a writ petition with the Honorable High Court Division of the Supreme Court of Bangladesh against
the arbitration award as management continues to believe the amount is recoverable. This is supported by external legal opinion.
9.4 Out of the total receivable from BPDB, an amount of BDT 128,900,233 is disputed by BPDB dating back to the period 2009 to 2012.
The Company will pursue this amount upon satisfactory resolution of the above matter, but is confident of recovery.
10 Advances, deposits and prepayments
Advance 10.1 37,777,775 39,570,162
Deposits 10.2 24,911,344 24,911,344
Prepayments 10.3 9,125,465 8,014,413
71,814,584 72,495,919
10.1 Advances
In Taka 2020 2019
Advance against expenses 37,000,711 37,541,241
Advance income tax - 808,161
Advance against LC charges 277,064 720,760
Advance against salary and allowances 500,000 500,000
37,777,775 39,570,162
10.2 Deposits
In Taka 2020 2019
Karnaphuli Gas Distribution Company Limited 17,448,825 17,448,825
Bank guarantee margin 5,850,000 5,850,000
BEPZA 1,112,519 1,112,519
Central Depository Bangladesh Limited 500,000 500,000
24,911,344 24,911,344
10.3 Prepayments
In Taka 2020 2019
BERC license fees 378,798 483,746
9,125,465 8,014,413

11 Investment in marketable securities

Cash available for share purchase 789,680 12,684,697

Financial assets classified as fair value through profit and loss 11.1 92,027,541 114,187,790
92,817,221 126,872,487
11.1 Financial assets classified as fair value through profit and loss
Market value Market value

Rate per Changes in
Name of the Company No. of shares at 30 June at 30 June Cost price
share fair value
2020 2019
Baximco Pharma Limited 100,000 69.20 6,920,000 - 7,810,171 (890,171)

Glaxosmith Ltd. 5,500 2,186.60 12,026,300 - 9,859,808 2,166,493
Olympic Industries Ltd. 28,024 150.20 4,209,205 - 5,070,361 (861,156)
Pioneer Insurance Ltd. 250,000 29.40 7,350,000 - 10,099,741 (2,749,741)
Ranata Ltd. 14,000 1,026.20 14,366,800 - 16,668,204 (2,301,404)
Shahjalal Islami Bank Limited 723,580 19.20 13,892,736 - 18,065,677 (4,172,941)
Singer BD Ltd 150,000 147.00 22,050,000 - 31,969,527 (9,919,527)
Square Pharmaceuticals Ltd 65,000 172.50 11,212,500 - 14,090,352 (2,877,852)
BRAC Bank Limited 251,045 70.90 - 16,594,075 - -
Bangladesh Submarine Cable Company Limited (BSCCL) 338,422 161.65 - 44,671,704 - -
National Polymer Ltd 277,333 94.71 - 30,534,363 - -
Shahjalal Islami Bank Limited 723,580 24.97 - 18,523,648 - -
Singer BD Ltd 20,000 179.97 - 3,864,000 - -
92,027,541 114,187,790 113,633,840 (21,606,299)
12 Receivable from related parties

In Taka 2020 2019
United Mymensingh Power Ltd 5,168,213,416 6,529,242,459
United Anowara Power Ltd 7,272,176 7,257,473
United Lube Oil Ltd 377,392 377,392
United Jamalpur Power Ltd 68,114 68,114
United Energy Ltd 944,922 -
5,176,876,020 6,536,945,438
13 Cash and cash equivalents

Cash in hand 140,534 140,534
Cash at bank 13.1 323,738,646 1,009,730,958
323,879,180 1,009,871,492

13.1 Cash at bank

In Taka 2020 2019
Dutch Bangla Bank Limited 7,317,281 519,238,745
Dhaka Bank Limited 290,207,455 438,333,721
The Hongkong and Shanghai Banking Corporation Ltd 971,447 29,178,640
Brac Bank Limited 13,498,490 13,116,290
The City Bank Limited - Dividend distribution account 2016 8,916,088 5,959,588
Brac Bank Limited - Dividend distribution account 2013 and 2014 1,398,487 1,400,987
Dhaka Bank Limited - Dividend distribution account 2017 1,072,191 1,045,838
Shahjalal Islami Bank Limited 32,624 928,860
Trust Bank Limited 223,753 224,593
Jamuna Bank Limited 21,319 224,509
Eastern Bank Limited 79,511 79,187
323,738,646 1,009,730,958
14 Share capital
In Taka 2020 2019
Authorised
800,000,000 ordinary shares of Tk. 10 each 8,000,000,000 8,000,000,000
200,000,000 redeemable preference shares of Tk. 10 each 2,000,000,000 2,000,000,000
10,000,000,000 10,000,000,000
Ordinary shares issued, subscribed and paid up
Opening balance (479,087,000 ordinary shares of Tk. 10 each) 4,790,870,000 3,992,391,670
Bonus shares issued (47,908,700 ordinary shares of Tk. 10 each) 479,087,000 798,478,330
Closing balance (526,995,700 ordinary shares of Tk. 10 each) 5,269,957,000 4,790,870,000
Particulars of shareholding
2020 2019
Name of shareholders No. of shares Value (Tk) No. of shares Value (Tk)
United Mymensingh Power Ltd 474,288,093 4,742,880,930 431,170,994 4,311,709,940
Investment Corporation of Bangladesh 14,395,360 143,953,600 13,086,748 130,867,480
General investors 38,312,247 383,122,470 34,829,258 348,292,580
526,995,700 5,269,957,000 479,087,000 4,790,870,000
14.1 Percentage of shareholdings
Name of shareholders 2020 2019
United Mymensingh Power Ltd 90% 90%
Investment Corporation of Bangladesh 2.73% 2.73%
General investors 7.27% 7.27%
100% 100%
14.2 Classification of shareholders by holding
2020 2019
Range of holding in number of shares No. of shareholders No. of shares No. of shareholders No. of shares
01 to 5000 shares 6,864 3,378,514 6,029 3,338,906
5,001 to 20,000 shares 332 3,066,727 340 3,411,089
20,001 to 50,000 shares 94 2,952,245 95 2,936,301
50,001 to 1,000,000 shares 80 16,610,169 81 14,889,798
1,000,001 to 10,000,000 shares 9 26,699,952 8 23,339,912
over 10,000,001 shares 1 474,288,093 1 431,170,994
7,380 526,995,700 6,554 479,087,000

15 Share premium
In Taka 2020 2019

Share premium 2,046,000,000 2,046,000,000
2,046,000,000 2,046,000,000
This represents premium of Tk. 62 per share of 33,000,000 ordinary shares of Tk. 10 each.
16 Retained earnings
In Taka 2020 2019

Opening balance 10,664,437,759 10,252,390,068
Net profit for the year 4,348,766,919 4,803,678,525
15,013,204,678 15,056,068,593
Stock dividend for the year 2018-19 (479,087,000) -
Cash dividend for the year 2018-19 (6,228,131,000) -
Cash dividend for the year 2017-18 - (3,593,152,504)
Stock dividend for the year 2017-18 - (798,478,330)
8,305,986,678 10,664,437,759
17 Security money received

In Taka 2020 2019
Lilac Fashion Wear Ltd 700,000 700,000
700,000 700,000
Security deposit received comprises of an amount equal to two months minimum charge received from Lilac Fashion Wear Ltd.
18 Land lease Liability
See accounting policy in Note 45P

In Taka 2020 2019
Add: Addition during the year 26,210,102 -
Add: Interest charged during the year 1,519,833 -
Less: Payment made during the year (2,374,303) -
Balance as at 30 June 25,355,632 -
Segregation of Land lease liability:
In Taka 2020 2019
Non-current portion 24,449,893 -
Current portion 905,739 -
25,355,632 -
19 Trade and other payables
Trade payables 19.1 121,372,274 127,390,004
Other payables 19.2 34,941,266 22,162,117
156,313,540 149,552,121

19.1 Trade payables

In Taka 2020 2019
Gas bill 121,372,274 127,390,004
121,372,274 127,390,004
19.2 Other payables
In Taka 2020 2019
Share application money payable 6,452,280 6,452,280
Unclaimed dividend 19.3 9,676,552 7,348,961
Other operating expenses 4,702,951 985,051
34,941,266 22,162,117
19.3 Unclaimed dividend
In Taka 2020 2019
Unclaimed cash dividend for the year 2013 & 2014 1,405,987 1,405,988
Unclaimed interim & final cash div. for the period ended 30 June 2016 3,373,574 3,373,574
Unclaimed cash dividend for the year 2017 825,684 827,266
Unclaimed cash dividend for the year 2018 1,076,059 1,742,133
Unclaimed cash dividend for the year 2019 2,995,247 -
9,676,552 7,348,961
20 Accrued expenses
In Taka 2020 2019
VAT payable 4,831,160 13,647,904
Other operating expenses 2,286,948 3,115,234
Audit fee 800,000 800,000
Utility bill 691,153 650,253
Security expenses 211,583 234,220
Medical expenses 50,970 50,280
Welfare fund 16,985 16,760
Bergen Engine BD (Pvt.) Ltd. 810,000 -
18,988,856 22,867,066
21 Payable to related parties

In Taka 2020 2019
United Engineering & Power Services Ltd 9,882,230 12,211,723
United Ashuganj Energy Ltd 23,766,215 10,438,917
United Energy Ltd - 3,390,891
33,648,445 26,041,531

22 Provision for taxation

See accounting policy in Note 45I
In Taka 2020 2019
Opening balance - 1,720,313
Charged/(paid) during the year - (1,720,313)
Closing balance - -
No provision is required for income tax on the Companyís profits as it has received exemption from all such taxes from the
Government of Bangladesh for 15 years from commencement.
23 Revenue
See accounting policy in Note 45E

Electricity supply 23.1 6,193,195,368 6,443,761,495
Steam supply 23.2 29,964,684 29,915,025
6,223,160,052 6,473,676,520
23.1 Electricity supply

In Taka 2020 2019
BEPZA 3,847,735,571 4,161,471,744
Other private customers 946,141,736 1,187,628,272
BPDB 733,837,499 569,790,173
BREB 665,480,562 524,871,306
6,193,195,368 6,443,761,495
23.2 Steam supply
In Taka 2020 2019
Gunze United Ltd 21,852,432 22,643,385
Global Labels (Bangladesh) Ltd 3,487,050 4,840,629
Regency Garments Limited - 1,707,962
Croydon-Kowloon Designs Ltd 3,976,031 602,739
Talisman Ltd 649,171 120,310
29,964,684 29,915,025
a. During the year ended 30 June 2020, the Company generated 1,007,546 MWH electricity of which 502,742 MWH was from the
DEPZ power plant and 504,804 MWH from the CEPZ power plant.
b. Of the BDT 3,205,038,972 total revenue from DEPZ plant, BDT 1,700,027,807 is attributable to the plantís extended project
which came into operation in 2013.
c. Of the BDT 3,018,121,080 total revenue from CEPZ plant, BDT 1,022,581,868 is attributable to the plantís extended project
which came into operation in 2013.
24 Cost of sales

Gas bill 1,334,140,283 940,916,697
Operation and maintenance expenses 24.1 579,014,730 627,384,747
Spare parts 372,896,354 574,954,758
Lube oil and chemicals 42,620,704 49,341,884
2,328,672,071 2,192,598,086

24.1 Operation and maintenance expenses

Depreciation 5 357,406,568 356,268,252
Direct overhead 24.2 105,160,573 113,395,425
Minimum load charge 27,278,956 61,466,823
Repair and maintenance 44,486,779 52,137,936
Entertainment 7,367,168 9,551,400
Utility bill 9,105,228 9,034,907
Security expense 3,461,357 2,962,802
Vehicle running and maintenance 1,679,513 1,480,390
Travelling and conveyance 716,039 1,006,239
Carrying charge 1,819,175 929,234
Gardening and beautification 841,539 837,741
Advertisement expense 154,422 745,750
Site office expense 234,402 717,002
Labour and wages 571,878 696,369
BERC license and others 296,626 691,353
Telephone, mobile and internet 277,971 274,913
Worker welfare fund 203,670 201,616
Automation and IP expense and others 87,304 87,284
Postage and courier 29,885 53,005
579,014,730 627,384,747
24.2 The Company signed an agreement for all its operation, maintenance and management (O&M) services with United Engineering
and Power Service Ltd (UEPSL). It provides all technical support related to operation and management of the power plants. UEPSL
raises invoice for actual cost and a service charge per month.
25 Other operating income
In Taka 2020 2019

Scrap sale 18,850,148 5,914,110
Sale of used lube oil and drums 6,657,846 3,143,700
Foreign exchange gain 3,248 6,903
Dividend income 1,935,341 -
Gain on disposal of fixed assets 9,660,461 -
Realised gain/(loss) from marketable securities (11,552,297) 13,914,422
Unrealised gain/(loss) from marketable securities (21,606,299) (6,249,593)
3,948,448 16,729,542

26 General and administrative expenses

Office maintenance 10,890,000 10,890,000
CDBL and listing fee 4,981,661 8,160,510
Advertisement 9,467,194 6,838,056
Depreciation 5 3,610,167 3,598,669
AGM expenses 2,742,545 2,521,774
Bank charge and commission 361,444 2,159,893
Office rent 1,380,000 1,380,000
Auditorís fee 800,000 800,000
Vehicle running expenses 441,476 480,751
Traveling and conveyance 377,696 250,350
Entertainment 306,442 213,440
Overseas travelling - 211,250
Consultancy fees 218,750 195,000
VAT on audit fee 120,000 120,000
RJSC expenses 106,225 105,630
Postage, telephone and telex 50,658 64,243
Office expenses - 22,830
Trade license and others 35,529 560,740
Legal expense 345,000 -
Fees Fine & Others 35,000 -
54,937,223 56,416,580
27 Finance income
See accounting policy in Note 45L
In Taka 2020 2019
Interest on related party loan 497,007,078 548,226,878
Interest on Short Term Deposits Account 11,253,702 14,060,251
508,260,780 562,287,129
28 Finance charge
In Taka 2020 2019

Interest on leasehold land 1,519,833 -
1,519,833 -
29 Income tax expenses
In Taka 2020 2019

Adjustment of advance tax on completion of assessment 808,161 -
Charged/(paid) during the year 665,073 -
Closing balance 1,473,234 -
30 Earnings per share
See accounting policy in Note 45N

30.1 Basic earnings per share
The calculation of basic earnings per share is based on profit of the Company attributable to ordinary shareholders and weighted
average number of ordinary shares outstanding.
Profit attributable to the ordinary shareholders (basic) 4,348,766,919 4,803,678,525
Weighted average number of shares outstanding (basic) 30.2 526,995,700 526,995,700
Earnings per share 8.25 9.12
30.2 Weighted average number of shares outstanding (basic)
Note 2020 2019

Ordinary shares outstanding at beginning of the year 479,087,000 399,239,167
Bonus shares issued in 2017-18 - 79,847,833
Bonus shares issued in 2018-19 14 47,908,700 47,908,700
Total weighted average number of share outstanding 526,995,700 526,995,700
According to paragraph 64 of IAS 33: Earnings per share, if the number of ordinary shares outstanding increases as a result of
a bonus issue, the calculation of basic and diluted earnings per share for all periods presented shall be adjusted retrospectively.
Therefore, the basic earnings per share (EPS) for the year ended 30 June 2019 has been restated to reflect the bonus shares
issued in 2020 on the basis of profit attributable to the ordinary shareholders for the year ended 30 June 2019.
31 Net asset value per share
Note 2020 2019

Net assets 31.1 15,621,943,678 17,501,307,759
Net asset value per share 29.64 33.21
31.1 Net assets

In Taka 2020 2019
Total assets 15,856,950,151 17,700,468,477
Total liabilities 235,006,473 199,160,718
Net assets 15,621,943,678 17,501,307,759
32 Net operating cash flow per share
Note 2020 2019

Net operating cashflow per share 7.19 8.86

33 Reconciliation of net profit with cash flow from operating activities
In Taka 2020 2019

Profit for the year 4,348,766,919 4,803,678,525
Adjustment for
Depreciation 361,016,735 359,866,921
Gain on Disposal of fixed assets (9,660,461) -
Realised gain/(loss) from marketable securities 11,552,297 (13,914,422)
Unrealised gain/(loss) from marketable securities 21,606,299 6,249,593
Interest on related party loan (497,007,078) (548,226,878)
Changes in
Inventories (241,443,149) 224,685,588
Trade and other receivables (219,121,451) (238,363,731)
Advances, deposits and prepayments 681,335 14,195,919
Trade and other payables 4,433,828 33,466,062
Accrued expenses (3,878,210) 10,776,121
Payable to related parties 7,606,914 19,052,027
34 Related party transactions
During the year, the Company carried out a number of transactions with related parties. The names of the related parties and nature
of these transactions have been set out in accordance with the provisions of IAS 24: Related party disclosures.
A Transactions with key management personnel

i. Loan to directors
During the year, no loan was given to the directors of the Company.
ii. Key management personnel compensation comprised the following:

The Companyís key management personnel includes the Companyís Managing Directors.
a) Short-term employee benefit:
Short-term employee benefit includes remuneration, festival bonus and meeting attendance fees.
In Taka 2020 2019

17,744,500 17,782,500
b) Post employment benefit: - -
c) Other long-term benefit: - -
d) Termination benefit: - -
e) Share-based payment: - -
17,744,500 17,782,500

B Other related party transactions
Transaction value during the year Balance outstanding

In Taka ended 30 June as at 30 June
2020 2019 2020 2019
Sale of goods and services

Gunze United Limited 21,852,432 22,643,385 4,057,473 4,826,023
United Securities Limited 896,670 - - -
Purchase of services
United Engineering & Power Services Ltd. 100,762,268 106,204,604 7,541,430 9,870,923
Loans
United Enterprises & Co. Ltd. - - - -
Loan disbursed during the year - - - -
Loan repaid during the year 4,759,627,601 - -
United Mymensingh Power Ltd - - 5,167,681,634 6,528,674,556

Loan disbursed during the year 10,877,681,635 9,049,674,556 - -
Loan repaid during the year 5,710,000,000 2,521,000,000 - -
Transfer of inventory (spare parts)

United Mymensingh Power Ltd 36,121 567,903 531,782 567,903
United Anowara Power Ltd 14,703 7,257,473 7,272,176 7,257,473
United Lube Oil Ltd - 377,392 377,392 377,392
United Jamalpur Power Ltd - 68,114 68,114 68,114
United Ashuganj Energy Ltd 13,327,300 10,438,917 23,766,218 10,438,917
United Energy Ltd 2,445,969 3,390,891 944,922 3,390,891
United Engineering & Power Services Ltd. - 2,340,800 2,340,800 2,340,800

35 Financial instruments - Fair values and risk management

Accounting classifications and fair values
The following table shows the carrying amounts and fair values, where applicable, of financial assets and financial liabilities. It does
not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a
reasonable approximation of fair value.
Fair val-
Manda- FVOCI FVOCI Financial
In Taka Note ue-hedg- Other
torily at ñ debt ñ equity assets at Lev- Lev-
ing financial Total Level 1 Total
FVTPL ñ instru- instru- amortised el 2 el 3
instru- liabilities
others ments ments cost
ments
30 June 2020
- 92,817,221 - - - - 92,817,221 92,817,221 - - 92,817,221

Receivable from related parties 12 - - - - 5,176,876,020 - 5,176,876,020 - - - -
Cash and cash equivalents 13 - - - - 323,879,180 - 323,879,180 - - - -
- - - - 6,908,401,907 - 6,908,401,907 - - - -

Land lease Liability 18 25,355,632 25,355,632
Payable to related parties 21 - - - - - 33,648,445 33,648,445 - - - -
- - - - - 235,006,473 235,006,473 - - - -
Fair value
Desig- Fair val-

In Taka Note Held-for- nated ue-hedg- Held to Loans
and Available Other Level Lev-
trading at fair ing matu- receiv- for sale financial Total Level 1 2 el 3 Total
value instru- rity ables liabilities
ments
30 June 2019

Investment in marketable
11 126,872,487 - - - - - - 126,872,487 126,872,487 - - 126,872,487
securities
126,872,487 - - - - - - 126,872,487 126,872,487 - - 126,872,487

Trade and other
9 - - - - - 1,188,525,256 - 1,188,525,256 - - - -
receivables
Receivable from related
12 - - - - - 6,536,945,438 - 6,536,945,438 - - - -
parties
Cash and cash
13 - - - - - 1,009,871,492 - 1,009,871,492 - - - -
equivalents
- - - - - 8,735,342,186 - 8,735,342,186 - - - -
Security money received 17 - - - - - - 700,000 700,000 - - - -
Trade and other payables 19 - - - - - - 149,552,121 149,552,121 - - - -
Accrued expenses 20 - - - - - - 22,867,066 22,867,066 - - - -
Payable to related parties 21 - - - - - - 26,041,531 26,041,531 - - - -
- - - - - - 199,160,718 199,160,718 - - - -

36 Financial risk management
The Company has exposure to the following risks from its use of financial instruments.
A Credit risk
B Liquidity risk
C Market risk
The Board of Directors have overall responsibility for the establishment and oversight of the Companyís risk management framework.
The Board oversees how management monitors compliance with risk management policies and procedures, and reviews the
adequacy of the risk management framework in relation to risks faced by the Company. The Board is assisted in its oversight role
by the Audit Committee. Internal audit, under the purview of Audit Committee, undertakes both regular and adhoc reviews of risk
management controls and procedures, the results of which are reported to the Audit Committee.
A Credit risk
Credit risk is the risk of a financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its
contractual obligations, and arises principally from the Companyís receivables from buyers.
Management monitors the exposure to credit risk on an ongoing basis. The maximum exposure to credit risk is represented by the
carrying amount of financial assets in the statement of financial position.
i. Exposure to credit risk

The maximum exposure to credit risk at the reporting date was:
Cash and cash equivalents (excluding cash in hand) 13 323,738,646 1,009,730,958
7,001,078,594 8,862,074,139
ii. Ageing of trade and other receivables
In Taka 2020 2019
Not past due 574,600,818 480,049,539
Past due 0-30 days 113,784,362 132,066,413
Past due 31-60 days 100,729,016 66,554,067
Past due 61-90 days 93,428,059 63,558,325
Past due 91-120 days 75,746,331 25,313,903
Past due 121-365 days 113,683,317 91,454,071
Past due 365+ days 335,674,803 329,528,938
1,407,646,707 1,188,525,256
B Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due that are settled by
delivering cash or another financial asset. The Companyís approach to managing liquidity is to ensure, as far as possible, that it
will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring
unacceptable losses or risking damage to the Companyís reputation.
Typically, the Company ensures that it has sufficient cash and cash equivalents to meet expected operational expenses, including
financial obligations through preparation of the cash flow forecast, prepared based on time line of payment of the financial obligation
and accordingly arrange for sufficient liquidity/fund to make the expected payment within due date.
Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and
undiscounted, and include estimated interest payments and exclude the impact of netting agreements.

30 June 2020
Contractual cash flows

In Taka Note
Carrying amount Total 6 months or less Over 6 months

Payable to related parties 21 33,648,445 33,648,445 33,648,445 -
208,950,841 208,950,841 208,950,841 -

208,950,841 208,950,841 208,950,841 -
30 June 2019
Contractual cash flows
In Taka Note
Carrying amount Total 6 months or less Over 6 months

Payable to related parties 21 26,041,531 26,041,531 26,041,531 -
208,950,841 198,460,718 198,460,718 -
208,950,841 198,460,718 198,460,718 -
C Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the Companyís
income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control
market risk exposures within acceptable parameters, while optimising the return.
i. Currency risk
Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in
foreign exchange rate. The Company is exposed to foreign currency risk relating to purchases and other transactions which are
denominated in foreign currencies.
Exposure to currency risk
The Companyís exposure to foreign currency risk arising from foreign currency denominated assets and liabilities at balance sheet
date denominated in US dollar (USD) and Great British Pound (GBP) are as follows:
2020 2019
Note
USD GBP USD GBP
Cash and cash equivalents 13 10,552 153 10,558 153
Share application money payable 19.2 (10,552) (153) (10,558) (153)
Net exposure - - - -
The following significant exchange rates have been applied:
Year-end spot rate
In Taka 2020 2019
USD 84.90 84.50
GBP 104.37 107.29

Sensitivity analysis
The basis for the sensitivity analysis to measure foreign exchange risk is an aggregate corporate-level currency exposure. The
aggregate foreign exchange exposure is composed of all assets and liabilities denominated in foreign currencies. As the Companyís
net exposure to foreign currency risk arising from such assets and liabilities as on the date of statement of financial position was
nil, no sensitivity analysis is required.
ii. Interest rate risk

Interest rate risk is the risk that arises due to changes in interest rates on deposits and receivables.
Exposure to interest rate risk

The interest rate profile of the Companyís interest-bearing financial instruments as at the date of statement of financial position is
as follows:
Nominal Amount
Fixed rate instruments
Financial assets
Financial liabilities - -
5,176,876,020 6,536,945,438
Variable rate instruments
Financial assets - -
Financial liabilities - -
- -
37 Operational risk
Operational risk constitutes the ability of the Companyís power projects to generate and distribute stipulated electricity to its off-
takers. Technology used, fuel supply arrangement, operational and maintenance (O&M) arrangement, political or force majeure in
the form of natural disaster like floods, cyclone, tsunami and earthquake may hamper normal performance of power generation. The
timely and appropriate maintenance of the distribution networks undertaken by BEPZA reduces the chance of major disruptions.
However, severe natural calamities which are unpredictable and unforeseen have the potential to disrupt normal operations of the
Company. Management believes that prudent rehabilitation schemes and quality maintenance will lessen the damages caused
by such natural disasters. Most importantly, all the above risks are covered under the insurance agreement with Pragati Insurance
Company Limited to compensate for all the potential damages caused in such situations.
38 Contingent assets
The Company has raised a claim against BEPZA for losses suffered as a result of BEPZA failing to timely provide vacant possession
of required land and gas connection and a consequent 234 day delay in the Company commencing commercial operation.
In March 2015 an arbitration panel (consisting of three arbitrators, appointed by the Company, BEPZA and the Government of
Bangladesh, respectively) ordered that BEPZA compensate the Company for the following amounts.
In Taka 2020 2019
Service charge deducted by BEPZA ordered to return to the Company 18,733,918 18,733,918
Loss of warranty 17,424,510 17,424,510
36,158,428 36,158,428
In April 2015, BEPZA took the matter to the Court of District Judge, Dhaka. Multiple hearings took place during this year with no
significant developments to date.

39 Commitments
The Company has outstanding letters of credit amounting to USD 384,881 and EUR 1,478,941 against which it is committed to
purchase spare parts & Lube Oil.

40 Contingent liabilities
40.1 Contingent liabilities relating to bank guarantees amounted to:

Beneficiary Expiry date Currency 30 June 2020 30 June 2019
Titas Gas Transmission & Distribution Com. Ltd. 11 Nov. 2023 BDT 78,790,400 78,790,400
Titas Gas Transmission & Distribution Com. Ltd. 11 Dec. 2022 BDT 6,628,382 6,628,382
Karnaphuli Gas Distribution Company Limited 23 Jan. 2023 BDT 34,897,650 34,897,650
Karnaphuli Gas Distribution Company Limited 20 June 2023 BDT 8,647,617 8,647,617
Karnaphuli Gas Distribution Company Limited 2 March 2024 BDT 71,724,353 71,724,353
Chattogram Customs House Unconditional & Continuous BDT 20,421,244 -
221,109,646 200,688,402
40.2 In line with the provisions of its gas supply agreements, the Company has historically been charged for gas consumption at the
rate set for Independent Power Producers (IPPs). However, on 2 January 2018, the Energy and Mineral Resources Division of
the Ministry of Power, Energy and Mineral Resources resolved in a meeting that gas based power plants will be charged for gas
consumption in the following manner:
a) Gas consumed for generating power supplied to the national grid will be charged at the rate set for IPPs.
b) Gas consumed for generating power supplied to private customers will be charged at the rate set for captive power producers.
Accordingly, in May 2019, the Companyís gas suppliers, Titas Gas Transmission & Distribution Company Limited and Karnaphuli
Gas Distribution Company Limited, have claimed additional charges amounting to BDT 1,776,734,152.53 (for the period January
2018 to June 2020) and BDT 491,063,484 (for the period May 2018 to June 2019) respectively.
The Company has filed two separate writ petitions, dated 23 May 2019 and 1 July 2019, with the Honorable High Court Division of
the Supreme Court of Bangladesh against the above decision. The Honorable High Court issued a stay order of 4 months, dated
26 May 2019 and 4 July 2019, respectively, on the operation of this decision.
41 Bank facilities
The Company enjoys the following credit facilities from the following financial institutions:
Loan against
Letter of credit Bank guarantee
Name of the bank trust receipt Overdraft limit
limit facilities limit
limit

Dhaka Bank Limited 350,000,000 300,000,000 300,000,000 221,109,646
Jamuna Bank Limited 1,000,000,000 250,000,000 50,000,000 300,000,000
Total 1,450,000,000 550,000,000 350,000,000 521,109,646
42 Expenditure in equivalent foreign currency
In Taka 2020 2019

Foreign travel for business purpose - 211,250
- 211,250

43 Other disclosures
43.1 Capacity and production
Installed capacity (MWH) Actual production (MWH) Capacity utilisation (%)

Location of plant
30 June 2020 30 June 2019 30 June 2020 30 June 2019 30 June 2020 30 June 2019
Dhaka EPZ 688,000 688,000 502,742 531,230 73% 77%

Chattogram EPZ 576,000 576,000 504,804 492,726 88% 86%
Total 1,264,000 1,264,000 1,007,546 1,023,956
43.2 Number of employees

The Company has no employees. Operation and maintenance (O&M) activities of the Company is managed by 194 employees of
United Engineering & Power Services Ltd under an O&M contract.
43.3 Comparatives and rearrangement
Previous yearís figures have been rearranged, wherever considered necessary to conform to the current yearís presentation.
43.4 Events after the reporting period
Events after the reporting period that provide additional information about the Companyís position at the reporting date or those
that indicate the going concern assumption is not appropriate are reflected in the financial statements. Events after the reporting
period that are not adjusting events are disclosed in the notes when material.
On 15 September 2020, the Board of Directors of the Company, resolved to acquire 99% shares (9,900,000 shares) of United
Anowara Power Limited (UAnPL) from Sponsor Shareholders at Net Asset Value based on audited Financial Statements as at
30 June 2020. A share transfer agreement was also signed on the same date stating the acquisition to be effective from 1 July
2020. UAnPL is a 300 MW IPP HFO fired power plant, located at Anwara, Chattogram for a period of 15 years which came into
Commercial Operation on 22 June 2019. The principal activity of the company is to generate electricity to sell such generated
electricity to Bangladesh Power Development board (BPDB) under a Power Purchase Agreement (PPA).
On 15 September 2020, the Board of Directors of the Company also resolved to acquire 99% shares (9,900,000 shares) of United
Jamalpur Power Limited (UJPL) from Sponsor Shareholders at Net Asset Value based on audited Financial Statements as at 30
June 2020. A share transfer agreement was also signed on the same date stating the acquisition to be effective from 1 July 2020.
UJPL is a 115 MW IPP HFO fired power plant, located at Jamalpu,r for a period of 15 years which came into commercial operation
on 21 February 2019. The principal activity of the company is to generate electricity to sell such generated electricity to Bangladesh
Power Development board (BPDB) under a Power Purchase Agreement (PPA).
The Board of Directors in its 95th meeting held on 28 October 2020 recommended cash dividend @ 145% per share of Taka 10
each aggregating Taka 7,641,437,650 and stock dividend @ 10%i.e 1 (one) bonus share for every 10 (ten) ordinary shares of Taka
10 each involving Taka 526,995,700 for the year ended 30 June 2020. The dividend is subject to final approval by the shareholders
at the forthcoming annual general meeting of the Company.
In accordance with IAS 10: Events after the Reporting Period, the proposed final dividend is not recognised in the statement of
financial position.
Following the declaration of COVID-19 as a pandemic by the World Health Organization (WHO) in early March 2020, like many
other governments, the Government of Bangladesh introduced restrictive measures to contain further spread of the virus, affecting
free movement of people and goods. These measures included imposing nationwide general holidays from 26 March until 30 June
2020. Though demand of BEPZA fell in April 2020 only, BPDB and REB bought low price electricity from UPGDCL as UPGDCL
electricity price is lower for them. So, there was is no material impact of (ìCOVID-19î) during the reporting period as well as after
the reporting period.
There are no other events identified after the date of the statement of financial position which require adjustment or disclosure in
the accompanying financial statements.

43.5 Going concern
The Company has adequate resources to continue in operation for the foreseeable future. For this reason, the management
continues to adopt going concern basis in preparing the financial statements. The current resources of the Company provide
sufficient fund to meet the present requirements of its existing business.
44 Basis of measurement
The financial statements have been prepared on historical cost basis except inventories which is measured at lower of cost and net
realisable value on each reporting date.
45 Significant accounting policies
The Company has consistently applied the following accounting policies to all periods presented in these financial statements,
except if mentioned otherwise (see also Note 4.2).
Set out below is an index of the significant accounting policies, the details of which are available on the current and following pages:
A Property, plant and equipment

B Inventories
C Financial instruments
D Impairment
E Revenue
F Provisions
G Contingencies
H Foreign currency
I Income tax
J Employee benefits
K Statement of cash flows
L Finance income
M Share capital
N Earnings per share
O Dividends
P Leases
A Property, plant and equipment
Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses, if
any. The cost of an item of property, plant and equipment comprises of its purchase price, import duties and non-refundable taxes,
after deducting trade discount and rebates, and any costs directly attributable to bringing the asset to the location and condition
necessary for it to be capable of operating in the intended manner.
Subsequent costs
The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the item if it is
probable that the future economic benefits embodied within the part will flow to the Company and its cost can be measured reliably.
The costs of the day-to-day servicing of property, plant and equipment are recognised in the statement of comprehensive income
as incurred.
Depreciation
i) Property, plant and equipment is stated at cost less accumulated depreciation. All property, plant and equipment have been
depreciated on straight line method.
ii) In respect of addition to fixed assets, full depreciation is charged in the month of addition irrespective of date of purchase in that
month and no depreciation is charged in the month of disposal/retirement. Residual value is estimated to be zero for all assets.

The rates of depreciation vary according to the estimated useful life of the items of all property, plant and equipment.î
Considering the estimated useful life of the assets, the rates of depreciation are as follows:
%
Plant and machinery 3.33%
Gas line 2%
Office equipment 15%
Furniture and fixture 10%
Motor vehicle 10%
Retirements and disposals
An asset is derecognised on disposal or when no future economic benefits are expected from its use and subsequent disposal.
Gain or loss arising from the retirement or disposal of an asset is determined as the difference between the net disposal proceeds
and the carrying amount of the asset and is recognised as gain or loss from disposal of asset in the statement of profit or loss and
other comprehensive income.
B Inventories
Inventories consisting mainly of spare parts, lube oil and chemicals are valued at lower of cost and net realisable value. Net
realisable value is based on estimated selling price in the ordinary course of business less any further costs expected to be
incurred to make the sale. Costs of inventories include expenditure incurred in acquiring the inventories, production or conversion
costs and other costs incurred in bringing them to their existing location and condition. Cost of inventories is determined by using
weighted average cost method.
When inventories are consumed, the carrying amount of those inventories is recognised as an expense in the period in which the
related revenue is recognised. The amount of any write-down of inventories to net realisable value and all losses of inventories are
recognised as an expense in the period the write-down or loss occurs. The amount of any reversal of any write-down of inventories
is recognised as a reduction in the amount of inventories recognised as an expense in the period in which the reversal occurs.
C Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of
another entity.
i. Recognition and initial measurement
Trade receivables and debt securities issued are initially recognised when they are originated. All other financial assets and
financial liabilities are initially recognised when the Company becomes a party to the contractual provisions of the instrument.
A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured
at fair value plus, for an item not at FVTPL, transaction costs that are directly attributable to its acquisition or issue. A trade
receivable without a significant financing component is initially measured at the transaction price.
ii. Classification and subsequent measurement
Financial assets
On initial recognition, a financial asset is classified as measured at: amortised cost; FVOCI ñ debt investment; FVOCI ñ equity
investment; or FVTPL.
Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for
managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period
following the change in the business model.
A financial asset is measured at amortised cost if it meets both the following conditions and is not designated at FVTPL:
- it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
amount outstanding.

A debt investment is measured at FVOCI if it meets both the following conditions and is not designated at FVTPL:
- it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial
assets; and
amount outstanding.
On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent
changes in the investmentís fair value in OCI. This election is made on an investment-by-investment basis.
All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This
includes all derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset that
otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly
reduces an accounting mismatch that would otherwise arise.
Financial assets ñ Business model assessment

The Company makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level
because this best reflects the way the business is managed and information is provided to management. The information considered
includes:
l the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether
managementís strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the
duration of the financial assets to the duration of any related liabilities or expected cash outflows or realising cash flows through the
sale of the assets;
l how the performance of the portfolio is evaluated and reported to the Companyís management; the risks that affect the performance
of the business model (and the financial assets held within that business model) and how those risks are managed;
l how managers of the business are compensated ñ e.g. whether compensation is based on the fair value of the assets managed or
the contractual cash flows collected; and
l the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about
future sales activity
Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this
purpose, consistent with the Companyís continuing recognition of the assets.
Assessment whether contractual cash flows are Solely Payments of Principal and Interest (SPPI)
For the purposes of this assessment, ëprincipalí is defined as the fair value of the financial asset on initial recognition. ëInterestí is
defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during
a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit
margin.
In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the
contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could
change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the
Company considers:
ñ contingent events that would change the amount or timing of cash flows;
ñ terms that may adjust the contractual coupon rate, including variable-rate features;
ñ prepayment and extension features; and
ñ terms that limit the Companyís claim to cash flows from specified assets (e.g. non-recourse features).î
A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment amount substantially
represents unpaid amounts of principal and interest on the principal amount outstanding, which may include reasonable additional
compensation for early termination of the contract.

Additionally, for a financial asset acquired at a discount or premium to its contractual par amount, a feature that permits or requires
prepayment at an amount that substantially represents the contractual par amount plus accrued (but unpaid) contractual interest
(which may also include reasonable additional compensation for early termination) is treated as consistent with this criterion if the
fair value of the prepayment feature is insignificant at initial recognition.
Financial assets ñ Subsequent measurement and gains and losses
These assets are subsequently measured at fair value. Net gains and losses,
Financial assets at FVTPL
including any interest or dividend income, are recognised in profit or loss.
These assets are subsequently measured at amortised cost using the effective
interest method. The amortised cost is reduced by impairment losses. Interest
Financial assets at amortised cost
income, foreign exchange gains and losses and impairment are recognised in
profit or loss. Any gain or loss on derecognition is recognised in profit or loss.
These assets are subsequently measured at fair value. Interest income calculated
using the effective interest method, foreign exchange gains and losses and
Debt investments at FVOCI impairment are recognised in profit or loss. Other net gains and losses are
recognised in OCI. On derecognition, gains and losses accumulated in OCI are
reclassified to profit or loss.
These assets are subsequently measured at fair value. Dividends are recognised
as income in profit or loss unless the dividend clearly represents a recovery of part
Equity investments at FVOCI
of the cost of the investment. Other net gains and losses are recognised in OCI
and are never reclassified to profit or loss.
Financial assets include cash and cash equivalents, trade and other receivables and receivable from related parties.
(a) Cash and cash equivalents
Cash and cash equivalents comprise of cash balances and all cash deposits with maturities of three months or less that are
subject to an insignificant risk of changes in their fair value, and are used by the Company in the management of its short-term
commitments.
(b) Trade and other receivables
Trade and other receivables and receivable from related parties are recognised initially at fair value. Subsequent to initial recognition
they are measured at amortised cost using the effective interest method, less any impairment losses.
iii. Financial liability
All financial liabilities are recognised initially on the transaction date at which the Company becomes a party to the contractual
provisions of the liability.
The Company derecognises a financial liability when its contractual obligations are discharged or cancelled or expired.
Financial liabilities include trade and other payables, accrued expenses, payable to related parties etc.
(a) Trade and other payables
The Company recognises a trade and related party payable when its contractual obligations arising from past events are certain
and the settlement of which is expected to result in an outflow from the entity of resources embodying economic benefits.
(b) Accrued expenses
Accrued expenses represent various operating expenses that are due at the reporting date which are initially measured at fair
value.

D Impairment
Financial assets
Financial assets are assessed at each reporting date to determine whether there is any objective evidence of impairment. Financial
assets are impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset, and that
the loss event has a negative effect on the estimated future cash flows of that asset that can be estimated reliably.
Non-financial assets
An asset is impaired when its carrying amount exceeds its recoverable amount. The Company assesses yearly whether there is
any indication that an asset may be impaired. If any such indication exists, the Company estimates the recoverable amount of the
asset. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. Carrying amount of
the asset is reduced to its recoverable amount by recognising an impairment loss, if and only the recoverable amount of the asset
is less than its carrying amount. Impairment loss is recognised immediately in the statement of comprehensive income.
E Revenue
Revenue is recognised, upon supply of electricity, quantum of which is determined by survey of meter reading. It excludes value
added tax and other government levies, on the basis of net units of energy generated and transmitted to the authorised customerís
transmission systems and invoiced on a monthly basis upon transmission to the customers. Revenue is valued using rates in effect
when service is provided to customers.
F Provisions
A provision is recognised in the statement of financial position when the Company has a present obligation (legal or constructive)
as a result of a past event and it is probable that an outflow of economic benefit will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are determined
by discounting the expected future cash flows at a rate that reflects current market assessments of the time value of money and
the risks specific to the liability.
G Contingencies
Contingencies arising from claims, litigation, assessment, fines, penalties, etc. are recorded when it is probable that a liability has
incurred and the amount can be reasonably estimated.
(i) Contingent liability
Contingent liability is a possible obligation that arises from past events and whose existence will be confirmed only by the
Contingent liability should not be recognised in the financial statements, but may require disclosure. A provision should be
recognised in the period in which the recognition criteria of provision has been met.
(ii) Contingent asset
Contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the
A contingent asset must not be recognised. Only when the realisation of the related economic benefits is virtually certain should
recognition take place provided that it can be measured reliably because, at that point, the asset is no longer contingent.
H Foreign currency
Foreign currency transactions are translated into BDT/Taka at the exchange rates prevailing on the date of transactions.
Monetary assets and liabilities denominated in foreign currencies are translated to the functional currency at the exchange rate
prevailing at the reporting date.
Foreign currency denominated non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency

are translated using the foreign exchange rates prevailing at the transaction dates. Non-monetary assets and liabilities denominated
in foreign currencies that are stated at fair value are translated using the foreign exchange rates ruling at the dates the fair value was
determined.
I Income tax
Income tax expense comprises of current and deferred tax. Income tax expense is recognised in profit and loss, except to the extent
that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in
other comprehensive income or directly in equity, respectively.
(i) Current tax
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at
the reporting date, and any adjustment to tax payable in respect of previous years. No provision is required for income tax on the
Companyís profits as the Company has received exemption from all such taxes from the Government of Bangladesh under the
private sector power generation policy for a period of 15 years from start of its commercial operation, vide SRO ref: 188-Law/Income
Tax/2009-Income Tax Ordinance (#36) 1984 dated 01 July 2009. Such exemption for Dhaka EPZ power plant will expire in 2023
and for Chittagong EPZ power plant in 2024.
(ii) Deferred tax
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for:
- temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business combination and that
affects neither accounting nor taxable profit or loss; and
- taxable temporary differences arising on the initial recognition of goodwill.
Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary differences to the extent
it is probable that future taxable profits will be available against which they can be used. Deferred tax assets are reviewed at each
reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised; such reductions
are reversed when the probability of future taxable profits improves.
Unrecognised deferred tax assets are reassessed at each reporting date and recognised to the extent that it has become probable
that future taxable profits will be available against which they can be used.
Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates
enacted or substantively enacted at the reporting data.
Deferred tax assets and liabilities are offset only if certain criteria are met.
As of 30 June 2020, the Companyís power plant operated under tax exemption regime. It has examined the precedent of tax
assessment completed of a power generation company for the year when its tax exemption ended, which shows accounting
depreciation charge to be equal to the tax depreciation charge, implying that there were no temporary differences between
accounting net book value and tax written down value of at that point in time. On this basis, in the preparation of these financial
statements, the Company has not considered any deferred tax relating to property, plant and equipment as the Company is still
under tax exemption as at the reporting date.
J Employee benefits
Workers profit participation fund (WPPF)
The government of Bangladesh has made an amendment to the Labour Law 2006 in July 2013. As per amended section-232
(chha) of the Act, any undertaking carrying on business to earn profit is liable to make provision for WPPF at 5% of the net profit
and it also needs to be distributed within 9 months of the statement of financial position date. Operation and maintenance (O&M)
activities of the Company are managed by employees of United Engineering and Power Services Limited under an O&M contract.
Therefore, the provision of WPPF is not applicable for the Company.

K Statement of cash flows
Statement of cash flows has been prepared in accordance with the IAS 7: Statement of cash flows under the direct method.
L Finance income
Finance income comprises interest on financial deposits with banks and loans made to related parties. Finance income is
recognised on an accrual basis and shown under statement of profit or loss and other comprehensive income.
M Share capital
Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity. Income tax relating
to transaction costs of an equity transaction are accounted for in accordance with IAS 12.
N Earnings per share
The Company represents earnings per share (EPS) data for its ordinary shares. EPS is calculated by dividing the profit or loss
attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the
period.
O Dividends
Final dividend distributions to the Companyís shareholders are recognised as a liability in the financial statements in the period
in which the dividends are approved by the Companyís shareholders at the Annual General Meeting, while interim dividend
distributions are recognised in the period in which the dividends are declared and paid.
P Leases
The Company has applied IFRS 16 for the first time as the new standard was effective from 1 January 2019.
Policy applicable from 1 July 2019
At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if
the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess
whether a contract conveys the right to control the use of an identified asset, the Company uses the definition of a lease in IFRS
16. This policy is applied to contracts entered into, on or after 1 July 2019.
At commencement or on modification of a contract that contains a lease component, the Company allocates the consideration
in the contract to each lease component on the basis of its relative stand-alone prices. However, for the leases of property the
Company has elected not to separate non-lease components and account for the lease and non-lease components as a single
lease component.
The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset
is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at
or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the
underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of
the lease term, unless the lease transfers ownership of the underlying asset to the Company by the end of the lease term or the
cost of the right-of-use asset reflects that the Company will exercise a purchase option. In that case the right-of-use asset will be
depreciated over the useful life of the underlying asset, which is determined on the same basis as those of property and equipment.
In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain re-measurements of
the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date,
discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Companyís incremental
borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.
The Company determines its incremental borrowing rate by obtaining interest rates from various external financing sources

and makes certain adjustments to reflect the terms of the lease and type of the asset leased. Lease payments included in the
measurement of the lease liability comprise the following:
i. fixed payments, including in-substance fixed payments;
ii. variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement
date;
iii. amounts expected to be payable under a residual value guarantee; and
iv. the exercise price under a purchase option that the Company is reasonably certain to exercise, lease payments in an optional
renewal period if the Company is reasonably certain to exercise an extension option, and penalties for early termination of a
lease unless the Company is reasonably certain not to terminate early.
The lease liability is measured at amortised cost using the effective interest method. It is re-measured when there is a change
in future lease payments arising from a change in an index or rate, if there is a change in the Companyís estimate of the amount
expected to be payable under a residual value guarantee, if the Company changes its assessment of whether it will exercise a
purchase, extension or termination option or if there is a revised in-substance fixed lease payment.
When the lease liability is re-measured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use
asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
Short-term leases and leases of low-value assets
The Company has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and short-term
leases. The Company recognises the lease payments associated with these leases as an expense on a straight-line basis over the
lease term.
Policy applicable before 1 July 2019
For contracts entered into before 1 July 2019, the Company determined whether the arrangement was or contained a lease based
on the assessment of whether:
i. fulfilment of the arrangement was dependent on the use of a specific asset or assets; and
ii. the arrangement had conveyed a right to use the asset. An arrangement conveyed the right to use the asset if one of the
following was met:
iii. the purchaser had the ability or right to operate the asset while obtaining or controlling more than an insignificant amount of
the;
iv. the purchaser had the ability or right to control physical access to the asset while obtaining or controlling more than an
insignificant amount of the output; or
iv. facts and circumstances indicated that it was remote that other parties would take more than an insignificant amount of the
output, and the price per unit was neither fixed per unit of output nor equal to the current market price per unit of output.
In comparative period, as a lessee the Company classified leases as operating leases and were not recognised in the Companyís
statement of financial position. Payments made under operating leases were recognised in profit or loss on quarterly basis.

46 Standards issued but not yet effective
A number of new standards are effective for annual periods beginning after 1 July 2020 and earlier application is permitted;
however, the Company has not early adopted the new or amended standards in preparing these financial statements.
ï Amendments to references to conceptual framework in IFRS standards

ï Amendments to IFRS 3: Business Combinations of definition of business
Effective for year beginning 1 January 2020 ï Amendments to IAS 1: Presentation of Financial Statements and IAS 8
Accounting Policies, Changes in Accounting Estimates and Errors of definition
of material.
Effective for year beginning 1 January 2021 ï IFRS 17: Insurance Contracts
ï Amendments to IFRS 10: Consolidated Financial Statements and IAS 28:
Effective date deferred indefinitely / available
Investments in Associates and Joint Ventures on sale or contribution of assets
for optional adoption
between an investor and its associate or joint venture

Management does not expect that the adoption of the above new and amended standards and the interpretation to a standard will
have a significant impact on the Companyís financial statements.


Corporate Head Office: “United House”, United City, Madani Avenue, Dhaka-1212.
PROXY FORM
I/We ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... of ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... being the Member of United
Power Generation & Distribution Company Ltd. (UPGDCL) hereby appoint Mr./Ms./Mrs. ... ... ... ... ... ... ... ... ... ... ... ... ... ... ...
... ... ... ... ... ... ... ... ... ... ... ... ... ... ...... ... ... of ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... ... as my proxy to attend and
vote on my behalf at the 13th Annual General Meeting of the company to be held on Sunday, 20th December 2020
at 11 a.m. (Dhaka Time) through the digital platform with the following link https://upgdcl.bdvirtualagm.com and at
any adjournment thereof.
As witness my hand this … ... day of ... 2020 signed by the said in presence of ... ... ... ... ... ... ... ... ... ... ...... ... ... ... ...
... ... ... ...
Revenue
Stamp
Tk 20.00
___________________
(Signature of the Proxy)
Date----------------
(Signature of witness) Signature of the Shareholder(s)

Date---------------- Register BO ID:
Date----------------
N. B.
1. The “Proxy Form”, duly filled, signed and stamped at BDT 20 must be sent through email to info@unitedpow-
erbd.com or atiq@united.com.bd no later than 72 hours before commencement of the AGM.
2. Signature of the Member(s) must be in accordance with the Specimen Signature recorded with the Company.
CORPORATE HEAD OFFICE
United House, United City, Madani Avenue, Dhaka-1212.

PABX: +88 02 5505 2000, +88 09666 700900
Scan code with a QR
code reader-enable
mobile phone to find out
more about the company a TWA ASSOCIATE production : 017 1110 7917, email: lita.associate@gmail.com

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ANNUAL

UNITED POWER GENERATION & DISTRIBUTION CO. LTD.

ANNUAL REPORT 2019-2020 1

2 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

ANNUAL REPORT 2019-2020 3

UPGDCL’S KEY FEATURES INCLUDE:

4 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

Total Installed Capacity 484 MW

ANNUAL REPORT 2019-2020 5

UPGDCL DEPZ UPGDCL CEPZ

35 MW, December 2008

Dhaka Export Processing Zone Chittagong Export

4 nos x 8.73 MW Wärtsilä Finland 5 nos x 8.73 MW Wärtsilä Finland

3 nos x 4 TPH Khan SPP

ANNUAL REPORT 2019-2020 7

October 23, 2008

January 15, 2007 November 16, 2008

August 12, 2009

September 23, 2009

8 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

January 13, 2014

ANNUAL REPORT 2019-2020 9

Chairman General Md. Abdul Mubeen, SBP, ndc, psc (Retd.)

Directors Hasan Mahmood Raja

Managing Director Moinuddin Hasan Rashid

Company Secretary &

Members Abul Kalam Azad

Member Secretary Badrul Haque Khan, FCA

NRC COMMITTEE (formed on 8th August, 2018)

10 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

Power Plants UPGDCL DEPZ

ANNUAL REPORT 2019-2020 11

General Md. Abdul Mubeen, SBP, ndc, psc (Retd.)

12 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

ANNUAL REPORT 2019-2020 13

14 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

GENERAL MD. ABDUL MUBEEN, SBP, ndc, psc (Retd.)

General Mubeen has a commendable record of ethical

General Mubeen has attended, chaired and been a panelist in

ANNUAL REPORT 2019-2020 15

HASAN MAHMOOD RAJA AHMED ISMAIL HOSSAIN

16 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

KHANDAKER MOINUL AHSAN AKHTER MAHMUD

ANNUAL REPORT 2019-2020 17

FARIDUR RAHMAN KHAN ABUL KALAM AZAD

18 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

MD. ABUL HOSSAIN MOINUDDIN HASAN RASHID

ANNUAL REPORT 2019-2020 19

MALIK TALHA ISMAIL BARI NASIRUDDIN AKHTER RASHID

20 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

FAHAD KHAN WASEKUL AZAD

ANNUAL REPORT 2019-2020 21

NIZAMUDDIN HASAN RASHID KHONDAKER ZAYED AHSAN

22 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

ANNUAL REPORT 2019-2020 23

PROFESSOR MOHAMMAD MUSA, PhD.

Professor Mohammad Musa teaches finance courses in

24 UNITED POWER GENERATION & DISTRIBUTION COMPANY LTD.

General Md. Abdul Mubeen (Retd.)