Page 100 - CCL AR 2017 Final

Review Report to the Members

on Statement of Compliance with the Code of Corporate Governance

EY Ford Rhodes UAN: +9221 111 113937 (EYFR)
Chartered Accountants Tel: +9221 3565 0007-11
Progressive Plaza, Beaumont Road Fax: +9221 3568 1965
P.O. Box 15541, Karachi 75530 ey.khi@pk.ey.com
Pakistan ey.com/pk

We have reviewed the enclosed Statement of Compliance with the best practices contained in the Code of
Corporate Governance (the Code) prepared by the Board of Directors of Cherat Cement Company Limited (the
Company) for the year ended 30 June 2017 to comply with the requirements of Listing Regulation of Pakistan
Stock Exchange Limited.

The responsibility for compliance with the Code is that of the Board of Directors of the Company. Our
responsibility is to review, to the extent where such compliance can be objectively verified, whether the
Statement of Compliance reflects the status of the Company's compliance with the provisions of the Code and
report if it does not and to highlight any non-compliance with the requirements of the Code. A review is limited
primarily to inquiries of the Company's personnel and review of various documents prepared by the Company to
comply with the Code.

As a part of our audit of the financial statements we are required to obtain an understanding of the accounting
and internal control systems sufficient to plan the audit and develop an effective audit approach. We are not
required to consider whether the Board of Directors' statement on internal controls covers all risks and controls,
or to form an opinion on the effectiveness of such internal controls, the Company's corporate governance
procedures and risks.

The Code requires the Company to place before the Audit Committee, and upon recommendation of the Audit
Committee, place before the Board of Directors' for their review and approval its related party transactions
distinguishing between transactions carried out on terms equivalent to those that prevail in arm's length
transactions and transactions which are not executed at arm's length price and recording proper justification for
using such alternate pricing mechanism. We are only required and have ensured compliance of this requirement
to the extent of the approval of the related party transactions by the Board of Directors upon recommendation of
the Audit Committee. We have not carried out any procedures to determine whether the related party transactions
were undertaken at arm's length price or not.

Based on our review, nothing has come to our attention which causes us to believe that the Statement of
Compliance does not appropriately reflect the Company's compliance, in all material respects, with the best
practices contained in the Code, as applicable to the Company for the year ended 30 June 2017.

Chartered Accountants
Date: 23 August 2017
Place: Karachi

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Cherat Cement
Company Limited