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CONTENTS                      
Company Information  
Performance of the Company at a Glance  
Notice of Meeting  
Report of the Directors  
Mission Statement & Vision  
Statement of Ethics and Business Practices  
Statement of Compliance with Best Practices  
, of Corporate Governance  
Auditors' Report to the Members  
Balance Sheet  
Profit and Loss Account  
Cash Flow Statement  
Statement of Changes in Equity  
Notes to the Accounts  
Pattern of Shareholding  
   
COMPANY INFORMATION  
   
BOARD OF DIRECTORS  
  EBRAHIM HAJI KARIM - CHAIRMAN  
  UMER HAJI KARIM-CHIEF EXECUTIVE  
  ANWAR HAJI KARIM  
  YAKOOB HAJI KARIM  
  AHMED EBRAHIM  
  PIR MUHAMMAD A. KALIYA  
  ATHER HUSSAIN MEDINA  
  IQBAL ISMAIL  
AUDIT COMMITTEE  
  PIR MUHAMMAD A. KALIYA - CHAIRMAN  
  YAKOOB HAJI KARIM  
  IQBAL ISMAIL  
SECRETARY  
  M. SALEEM AZIZ  
BANKERS  
  HABIB BANK LIMITED  
  HABIB BANK AG ZURICH  
  CITIBANK N.A.  
  AMERICAN EXPRESS BANK LIMITED  
  METROPOLITAN BANK LIMITED  
  BANK AL-HABIB LIMITED  
  MUSLIM COMMERCIAL BANK LIMITED  
  NATIONAL BANK OF PAKISTAN  
  BANK ALFALAH LIMITED  
AUDITORS  
  TASEER HADI KHALID & CO.  
  CHARTERED ACCOUNTANTS  
LEGAL ADVISORS  
  TASAWUR ALI HASHMI  
  ADVOCATES  
REGISTERED OFFICE  
  3RD FLOOR, KARACHI DOCK LABOUR BOARD  
  BUILDING, 58-WEST WHARF ROAD,  
  KARACHI-74000  
FACTORY  
  F.1,2,3, & F.13, 14 & 15,  
  HUB INDUSTRIAL TRADING ESTATE,  
  DISTRICT LASBELLA, BALOCHISTAN  
   
PERFORMANCE OF THE COMPANY AT A GLANCE  
   
    EIGHTEEN  
  YEAR   MONTHS   YEAR  
  ENDE   ENDED   ENDED  
  DECEMBER   JUNE 30   JUNE 30  
  1992 1993 1994 1995 1997 1998 1999 2000 2001 2002
STATISTICAL SUMMARY Rupeees in million
Gross sales                                      833                                 1,143                                 1,409                                 1,699                                 2,054                                 1,170                                 1,013                                 1,558                                 1,880                                 1,899
Profit/(loss) before taxation                                      35                                    154                                    257                                    274                                      36                                      (8)                                      12                                    122                                    153                                    129
Taxation                                          4                                        5                                        6                                        7                                        9                                        5                                        1                                      38                                      56                                      39
Profit/(loss) after taxation                                        31                                    149                                    251                                    267                                      27                                    (13)                                      11                                      84                                      97                                      90
Gross assets employed                                    1,290                                 1,365                                 1,443                                 1,481                                 1,477                                 1,446                                 1,392                                 1,306                                 1,262                                 1,296
(including capital work-in-progress)  
Paid-up capital                                      374                                    374                                    448                                    560                                    560                                    560                                    560                                    560                                    560                                    560
Shareholders' equity                                      416                                    565                                    816                                    985                                 1,012                                    999                                    969                                    997                                    996                                    974
   
EARNING AND PAY OUT  Rupees per share of Rs.10/- each 
Earnings per share after taxation                                        1                                        4                                        6                                        5                                        0                                      (0)                                        0                                        2                                        2                                        2
Break-up value                                        11                                      15                                      18                                      18                                      18                                      18                                      17                                      18                                      18                                      17
Bonus shares    -   1:5   1:4   -   -   -   -   -   -   - 
Cash dividend    -   -   -                                         2  -   -                                         1                                        1                                        2                                        2
*The net earning per share for the year ended June 30 1998 was negative  
FINANCIAL RATIOS    Ratios 
Current Assets : Current Liabilities  0.63:1   0.86:1   1.12:1   1.30:1   1.31:1   1.34:1   1.39:1   2.05:1   3.18:1   ?RO-1 
Long-term Debts : Equity    55:45   42:58   25:75   13:87   7:93   2:98   0:100   0:100   0:100   0:100 
   
PRODUCTION    Tonnes 
Polyester Staple Fibre                                 16,673                               20,858                               19,430                               17,834                               27,290                               21,055                               18,745                               22,142                               22,679                               22,524
Polyester Chips    -                                     497                                    772                                 1,267                                    976  -                                    2,834                                 3,660                                 5,052
TOTAL                               16,673                             21,355                             20,202                             19,101                             28,266                             21,055                             18,745                             24,976                             26,339                             27,576
   
NOTICE OF MEETING  
   
Notice is hereby given that the Seventeenth Annual General Meeting of Pakistan Synthetics Limited    
will be held on Monday, 04 November 2002 at 5.00 p.m. at the Auditorium of the Institute of    
Chartered Accountants of Pakistan, G-31, Block-8, Chartered Accountants Avenue, Clifton,    
Karachi - Pakistan, to transact the following business:-  
   
1. To confirm the minutes of the Sixteenth Annual General Meeting of the Company held on    
29 December 2001. .  
   
2. To receive, consider and adopt the Audited Accounts of the Company together with Directors'    
and Auditors' Reports for the year ended 30 June 2002.  
   
3. To approve the payment of a Final Dividend for the year ended 30 June 2002 as recommended    
by the Board of Directors.  
   
4. To appoint the Auditors of the Company and fix their remuneration.  
   
5. To transact such other ordinary business as may be placed before the meeting with the    
permission of the Chair.  
   
By Order of the Board  
   
Karachi: 25 September 2002  
   
UMER HAJI KARIM  
   
CHIEF EXECUTIVE  
   
NOTICE OF MEETING  
   
NOTES:-  
   
1.    The Register of Members and the Shares Transfer Books of the Company will remain closed from    
Monday, 21 October 2002 to Monday, 04 November 2002 (both days inclusive). Transfers received at the    
Registered Office of the Company at the close of business on 19 October 2002 will be treated in time for the    
purposes of determining the entitlement for the payment of proposed cash dividend to the transferees and to    
attend the Annual General Meeting of the Company.  
   
2.    A member of the Company entitled to attend and to vote at the meeting may appoint any other member as his/    
her proxy to attend, speak and vote at the meeting on his/her behalf. Instrument appointing proxies, in order    
to be effective, must be received at the Registered Office of the Company at 3rd Floor, Karachi Dock Labour    
Board Building, 58-West Wharf Road, Karachi, duly stamped, signed and witnessed not less than 48 hours    
before the time of holding the meeting.  
   
3    Account holders and sub-account holders holding book entry securities of the Company in Central Depository    
Company of Pakistan Limited, who wish to attend the Annual General Meeting, are requested to bring original    
National Identity Card with copy thereof duly attested by their Bankers for identification purpose and should    
present their CDC Account Number.  
   
4.    Members are requested to notify the Company if there is any change in their addresses immediately.  
   
CDC Account Holders will further have to follow the undermentioned guidelines as laid down in    
Circular 1 dated January 26,2000 issued by the Securities and Exchange Commission of Pakistan:  
   
A.   For Attending the Meeting:  
   
i)     In case of individuals, the account holder orsub-account holderand/orthe person whose securities are in group    
account and their registration details are uploaded as per the Regulations, shall authenticate his identity by    
showing his original National Identity Card (NIC) or original passport at the time of attending the meeting.  
   
ii)    In case of corporate entity, the Board of Directors' resolution/power of attorney with specimen signature of the    
nominee shall be produced (unless it has been provided earlier) at the time of the meeting.  
   
B.   For Appointing Proxies:  
   
i)     In case of individuals, the account holder or sub-account holderand/orthe person whose securities are in group    
account and their registration details are uploaded as per the Regulations, shall submit the proxy form as per    
the above requirement.  
   
ii)    The proxy form shall be witnessed by two persons whose names, addresses and NIC numbers shall be mentioned    
on the form.  
   
iii)    Attested copies of NIC or the passport of the beneficial owners and the proxy shall be furnished with the proxy    
form.  
   
iv)   The proxy shall produce his original NIC or original passport at the time of the meeting.  
   
v)    In case of corporate entity, the Board of Directors' resolution/power of attorney with specimen signature shall  
   
be submitted (unless it has been provided earlier) alongwith proxy form to the Company.  
   
REPORT OF THE DIRECTORS FOR THE YEAR ENDED 30 JUNE 2002  
   
The Directors of Pakistan Synthetics Limited are pleased to present the 17th Annual Report of    
the Company together with the Audited Accounts for the year ended 30 June 2002.  
   
BOARD OF DIRECTORS  
   
Mr. Muhammad Aslam Motiwala, a Director of the Company resigned and Mr. Yakoob Haji Karim    
was appointed as Director in his place . The Board places on record its appreciation of the valuable    
services rendered by Mr. Motiwala. The Board also extends a warm welcome to Mr. Yakoob Haji Karim    
as a Director. The Company would be benefitted by his active participation in the affairs of the    
Company.  
   
OVERVIEW  
   
Inspite of difficult economic conditions during the year under review, and the closure of the plant    
for about a month (from 18 August 2001 to 14 September 2001) for major overhauling and    
maintenance, the overall performance of the Company remained satisfactory and the production,    
turnover and profitability of your Company were maintained.  
   
PRODUCTION  
   
The Company produced 22,524 tons of Polyester Staple Fibre and 5,052 tons of Polyester Chips    
during the year under review as against 22,679 tons of Polyester Staple Fibre and 3,660 tons of    
Polyester Chips respectively in the corresponding last year.  
   
FINANCIAL RESULTS  
   
As stated above, the overall performance of the Company during the year under review was    
satisfactory. The gross turnover increased to Rs. 1,899 million as against turnover of Rs. 1,880 million    
in the corresponding last year, which was mainly due to an increase in the rate of sales tax from 15%    
to 20% w.e.f. 18 June 2001. However, the net turnover decreased marginally from Rs. 1,624 million    
to Rs. 1,573 million during the year under review, which was mainly due to lower in sales price of    
Polyester Staple Fibre as compared to last year.  
   
The prices of basic raw materials i.e. PTA & MEG remained volatile in international market during    
the year under review. The price of PSF was revised in line with the raw materials cost.  
   
By the grace of Almighty Allah, the Company earned a net profit, before taxation,    
of Rs. 129.294 million compared to net profit, before taxation, of Rs. 153.318 million in the    
last year. The net profit , after providing for taxation and prior year tax adjustment, worked    
out to Rs. 89.755 million.  
   
REPORT OF THE DIRECTORS FOR THE YEAR ENDED 30 JUNE 2002  
   
Your Directors are pleased to propose the payment of cash dividend of Rs. 2.00 per share for    
the year under review (2001 : Rs. 1.75 per share).  
   
Accordingly, the following appropriations have been proposed:-  
 
Net profit after taxation   (Rs. '000)  
Unappropriated profit brought forward                                 89,755  
Profit available for appropriation                                   2,994  
Transfer from revenue reserve                                 92,749  
                                20,000  
Appropriations:-                               112,749  
Final dividend @ Rs. 2.00 per share of Rs. 10 each      
Unappropriated profit carried forward                             112,080  
                                      669  
EARNINGS PER SHARE  
   
The net earning per ordinary share of Rs. 10 each after providing for taxation for the year    
ended 30 June 2002 was Rs. 1.60 (2001: Rs. 1.73).  
   
FUTURE OUTLOOK  
   
The Government reduced the effective protection of PSF by reducing duty on PSF from 25%    
to 20% and including the import of PSF under the Duty and Tax Remission for Export (DTRE)    
Scheme, as announced in the Federal Budget 2002-2003.  
   
It would have resulted in import of PSF in the country thereby severely contracting the    
market for domestic polyester staple fibre manufacturers and would have affected the viability of    
this industry, if the Polyester Staple Fibre Manufacturers Group would not have taken up the    
matter wih the authorities for corrective measures.  
   
Polyester Staple Fibre Manufacturers Group submitted their point of view to the Ministry of    
Finance, Government of Pakistan, Islamabad and we are pleased to note that the Government    
reviewed its earlier decision and excluded PSF from the Duty and Tax Remission for Export    
(DTRE) Scheme.  
   
The recent expansion undertaken by the three largest producers of fibre has increased the    
domestic capacity by more than 50% (230,000 tpa). Consequently, there will be an over capacity    
of locally manufacured PSF for atleast 3 years and the local prices of PSF would be under    
pressure.  
   
The prices of PTA, which increased to US$ 645 per ton in the month of May 2002, reduced    
to US$ 510 per ton during the month of August 2002. Similarly, the prices of MEG, which were    
at US$ 570 per ton in the month of June 2002, reduced to US$ 470 per ton during the month of    
August 2002. The prices of locally manufactured PSF were adjusted to match with the trend of    
the prices of PTA and MEG.  
   
REPORT OF THE DIRECTORS FOR THE YEAR ENDED 30 JUNE 2002  
   
AUDITORS  
   
Last year, your Directors took the initiative to adopt the policy to rotate the auditors every    
three years and hence M/s. Taseer Hadi Khalid & Co., Chartered Accountants, were appointed    
as Auditors of the Company for the year ended 30 June 2002.  
   
The present Auditors, M/s. Taseer Hadi Khalid & Co., Chartered Accountants, retire and    
being eligible offer themselves for re-appointment.  
   
CODE OF CORPORATE GOVERNANCE  
   
The 'Code of Corporate Governance' was recently introduced by the Stock Exchanges    
in Pakistan in their Listing Rules at the instance of Securities & Exchange Commission of    
Pakistan. Provisions of the Code relevant for the period from 2 May 2002 to 30 June 2002 have    
been duly complied with and Management has initiated the necessary steps to ensure its full    
implementation.  
   
STATEMENTS ON CORPORATE AND FINANCIAL REPORTING FRAME WORK  
   
a.   The financial statements, prepared by the management of the Company, present fairly its state    
of affairs, the result of its operations, cash flows and changes in equity.  
   
b.   Proper books of account of the Company have been maintained.  
   
c.   Appropriate accounting policies have been consistently applied in preparation of finanacial    
statements and accounting estimates are based on reasonable and prudent judgment.  
   
d.   International Accounting Standards, as applicable in Pakistan, have been followed in preparation    
of financial statements.  
   
e.   The system of internal control is sound in design and has been effectively implemented and    
monitored. The process of review will continue and any weaknesses in control will be removed.  
   
f.    There are no significant doubts upon the Company's ability to continue as a going concern.  
   
g.   There has been no material departure from the best practices of corporate governance, as    
detailed in the listing regulations.  
   
h.   Key operating and financial data of last ten years in summarized form is annexed on    
Page No. 3.  
   
i.    There were no outstanding taxes and levies as at 30 June 2002.  
   
REPORT OF THE DIRECTORS FOR THE YEAR ENDED 30 JUNE 2002  
   
j.    During the year five (5) meetings of the Board of Directors were held. Attendance of each    
Director was as follows:-  
   
Name of Director(s)   No. of Meetings  
  Attended  
Mr. Ebrahim Haji Karim   4  
Mr. Umer Haji Karim   4  
Mr. Anwar Haji Karim   4  
Mr. Muhammad Aslam Motiwala   5  
Mr. Ahmed Ebrahim   5  
Mr. S. Zubair Ahmed   2  
(Resigned from Directorship of the Company w.e.f. 18.01.2002)    
Mr. Ather Hussain Medina   4  
Mr. Pir Muhammad A. Kaliya   4  
(Appointed Director of the Company on 08.10.2001)    
Mr.lqbal Ismail   3  
(Appointed Director of the Company on 24.01.2002)  
   
Leave of absence was granted to Directors who could not attend the Board meetings.    
k.   The Pattern of shareholding is annexed to Page No. 34.  
   
I.    No trades in the shares of the Company were carried out during the year under review by    
the directors, CEO, CFO, Company Secretary and their spouses and minor children.  
   
ACKNOWLEDGEMENT  
   
The Management would like to place on record its deep appreciation for the untiring    
efforts and dedication shown by its employees for the progress of the Company during the year    
under review.  
   
For and on behalf of the    
Board of Directors  
   
Karachi: 25 September 2002  
   
UMER HAJI KARIM  
   
CHIEF EXECUTIVE  
   
MISSION STATEMENT    
OF    
PAKISTAN SYNTHETICS LIMITED  
   
Our Mission is to be a quality producer    
of Polyester Staple Fibre, continuously  
   
striving for excellence.    
 
VISION