| SUZUKI
MOTORCYCLES PAKISTAN LTD. |
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| Annual Report 1995 (32nd
annual report) |
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|
|
| Contents |
1 |
|
| Board of Directors |
2 |
|
| Notice of the Annual General
Meeting |
3 |
|
| Chairman's Review |
4 |
|
| Directors' Report to the
Shareholders |
5 |
|
| Pattern of Shareholdings |
6 |
|
| Auditors' Report to the
Members |
7 |
|
| Balance Sheet |
8 |
|
| Profit and Loss Account |
10 |
|
| Cash Flow Statement |
11 |
|
| Notes to the Accounts |
12 |
|
| Form of Proxy |
27 |
|
|
|
|
| BOARD OF DIRECTORS |
|
| JAVED BURKI |
|
| MASAO TANI |
|
| TAKEKAZU KAITO |
|
| ITSUO YAMASHITA |
|
| AKIHIKO KOBAYASHI |
|
| KHALID MAHMUD NAGRA |
|
| DANISHMAND |
|
|
|
| CHAIRMAN |
|
| JAVED BURKI |
|
|
|
| CHIEF EXECUTIVE |
|
| DANISHMAND |
|
|
|
| SECRETARY |
|
| MIDHAT A. KIDWAI |
|
|
|
| AUDITORS |
|
| SIDAT HYDER QAMAR MAQBOOL & CO. |
|
| Chartered Accountants |
|
|
|
| BANKERS: |
|
| DEUTSCHE BANK |
|
| THE BANK OF TOKYO |
|
| ALLIED BANK OF PAKISTAN LTD. |
|
| MUSLIM COMMERCIAL BANK LTD. |
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|
|
| REGISTERED OFFICE: |
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| F/14, S.l.T.E., |
|
| MAURIPUR LINK ROAD, |
|
| KARACHI-75730 |
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|
|
| TELEPHONE NOS: |
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| PABX 2578840 - 43 |
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| DIR 2573309 - 25///54 -
2575189 |
|
| FAX: 2563895 |
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|
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|
|
| SUZUKI MOTORCYCLES PAKISTAN
LTD. |
|
| NOTICE OF THE ANNUAL GENERAL
MEETING |
|
| Notice
is hereby given that the 32nd Annual General Meeting of the Company will be
held at Beach Luxury Hotel, off |
|
| Moulvi
Tamizuddin Khan Road, Karachi, on 21st December, 1995 at 10:00 a.m. to
transact the following business: |
|
|
|
| ORDINARY BUSINESS: |
|
| 1. To confirm the minutes of the Annual
General Meeting held on 20th December, 1994. |
|
| 2. To receive, consider and adopt the
Audited Accounts of the Company for the year ended 30th June, |
|
| 1995 together with the Directors' and
Auditors' Reports thereon. |
|
| 3. To appoint Auditors for the year ending
30th June, 1996 and to fix their remuneration. |
|
| 4. To elect seven directors as fixed by the
Board and in accordance with the provisions of the Companies |
|
| Ordinance 1984, in place of the
following retiring directors: |
|
| 1. Mr. Javed Burki 5. Mr. Akihiko
Kobayashi |
|
| 2. Mr. Masao Tani 6. Mr. Khalid Mahmud
Nagra |
|
| 3. Mr. Takokazu Kaito 7. Mr.
Danishmand |
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| 4. Mr. Itsuo Yamashita |
|
| 5. To transact any other business with the
permission of the Chair. |
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| BY THE ORDER OF THE BOARD |
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| MIDHAT A. KIDWAI |
|
| ( COMPANY SECRETARY ) |
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| Dated: 1 st November, 1995 |
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| NOTES: |
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| 1. The share transfer books shall remain
closed from 14th December, 1995 to 21st December, 1995 |
|
| (both days inclusive) |
|
| 2. A member entitled to attend and vote at
the Annual General Meeting is entitled to appoint another |
|
| person as a proxy who is entitled on
his/her own behalf to be present and vote at the meeting or he/ |
|
| she is appointed to act at the meeting
as the representative of a corporation. |
|
| 3. The instrument appointing a proxy must be
received at the Registered Office of the Company not later |
|
| than forty eiaht hours before the
meeting. |
|
| 4. Persons eligible and interested to
contest the election of directors should file a notice of intention to |
|
| offer themselves for election at the
Registered office of the Company not later than 14 days before |
|
| the meeting. |
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|
|
|
|
| CHAIRMAN'S REVIEW |
|
| It
gives me pleasure to place before you the company's 32nd Annual Report for
the year ended 30th June, 1995. |
|
|
|
| General: |
|
| During
1994-95 the value of the Japanese Yen continued to rise sharply against the
Pak Rupee. The |
|
| Government
imposed 15% sales tax on motorcycles. These factors together with general
inflation |
|
| forced
the motorcycle industry to increase prices a number of times. Since most
motorcycle buyers |
|
| belong
to the lower and middle classes, motorcycle prices have reached a level which
has curtailed |
|
| effective
demand. The total market for motorcycles shrank by about 30% during 1994-95
when |
|
| compared
with the previous year. In these difficult circumstances your company
developed some |
|
| more
parts locally which will give protection from the effect of appreciation of
Japanese Yen to some |
|
| extent in the future. |
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|
|
| Sales and Market share: |
|
| Inspite
of the adverse market conditions, especially during the first half of the
year, the company was |
|
| able
to increase its sales as well as its market share. Total sales increased by
31 % from Rs. 215.617 |
|
| million
in 1993-94 to Rs. 281.989 in 1994-95. The increase in sales was at least in
part due to the |
|
| attractive
new models offered by your comPanv in January and Mav 1995. |
|
|
|
| Export: |
|
| The
company secured export orders from five countries, which would be executed
mainly in 1995 |
|
| 96.
The orders would form a small pa rt of our business. They attest to the
quality and attractive designs |
|
| of
Suzuki Motorcycles being offered by your company. We take pride in being
pioneers of motorcycle |
|
| exports from Pakistan. |
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| Exports
mean competing in quality as well as price against tough international
competition. Without |
|
| realistic
and supportive Government programs in localization and implementation of
rebates and |
|
| other
fiscal concessions, developing significant export business in the face of
competition from other |
|
| eager
low labour cost countries seems unlikely. |
|
|
|
| Gross Profit: |
|
| I
am happy to report that Gross Profit increased from Rs. 7.303 million in
1993-94 to Rs. 51 .732 million |
|
| in
1994-95. As a percentage of sales it increased from 3.39% to 18.35% Main
reasons for this |
|
| improvement
were higher level of Production and Sales and support given by Suzuki Motor |
|
| Corporation.
Another important factor was that we were able to adjust prices upwards,
narrowing the |
|
| gap
between our prices and those of the competing products. |
|
|
|
| Selling and Administrative
Expenses: |
|
| Selling
and Administrative Expenses stand reduced from Rs. 31.964 million in 1993-94
to Rs. 26.536 |
|
| million
in 1994-95. This was mainly due to the subsidies given to the company by
Suzuki Motor |
|
| Corporation,
Japan, which we acknowledge with thanks. |
|
|
|
| Financial charges: |
|
| Although
effective borrowings increased during 1994-95 over the year 1933-94,
financial expenses |
|
| were
contained as the company was successful in raising a large loan at 13%. This
compares |
|
| favourably
against lending rates of various Banks and Financial Institutions in Pakistan
which |
|
| generally range from 17% to
22%. |
|
|
|
| Loss after taxation: |
|
| During
1994-95 the company incurred a loss of Rs. 11.661 million as compared to the
loss of Rs. |
|
| 60.408
million during 1993-94. This includes turnover tax of Rs. 1.463 million,
which is an |
|
| extraordinary
burden for a company still making a loss. You would recall that the company
incurred |
|
| a
loss of Rs. 16.762 million during the first six months of the financial year.
Thus it is a source of |
|
| satisfaction
that the company earned a profit of Rs. 5.101 million in the period January
1995 to June 1995. |
|
|
|
| Future Prospects: |
|
| There
is strong underlying need for motorcycles as a means of convenient
transportation for many |
|
| individuals
and families. Unless the Pak Rupee-depreciates very sharply, motorcycle
demand in |
|
| Pakistan
is likely to keep growing steadily in the near future, and in the medium and
long-terms. Your |
|
| company's
products are now recognized for their high quality and satisfactorily meet
the functional |
|
| needs
of most motorcycle users. The sales, service and spares network has been
strengthened |
|
| substantially
over the last year. The strong co-operation of Suzuki Motor Corporation,
Japan is a |
|
| source
of great help and strength. We expect all round improvement in operations and
results. |
|
|
|
|
|
| JAVED BURKI |
|
| (CHAIRMAN) |
|
|
|
|
|
| DIRECTORS' REPORT TO THE
SHAREHOLDERS. |
|
| Your
Directors are pleased to present their report and audited accounts for the
year ended 30th June, 1995. |
|
|
|
|
| Accounts: |
|
| Rupees |
|
| Loss for year |
|
(10,197,874) |
|
| Taxation - Current |
|
(1,463,434) |
|
|
|
----------- |
|
|
(11,661,308) |
|
| Accumulated Loss Brought
Forward |
|
(222,071,012) |
|
|
----------- |
|
| Accumulated Loss Carried
Forward |
|
233,732,320 |
|
|
|
============ |
|
|
|
|
|
| The
main reason for the loss was that sales could not reach the breakeven level.
Devaluation of Pak |
|
| Rupee
against the Japanese Yen durinq 1994-95 also contributed to the loss |
|
|
|
| Chairman's Review: |
|
| The
attached Chairman's Review gives the picture of the company's activities and
performance |
|
| during
1994-95. The directors of the comPanv endorse the contents of the Review |
|
|
|
| Directors |
|
| There
was no change in the directors of the company. |
|
|
|
| Auditors |
|
| The
present auditors M/s Sidat Hyder Qamar Maqbool & Co., Chartered
Accountants retire and being |
|
| eligible,
offer themselves for reappointment. |
|
|
|
| Pattern of Shareholding |
|
| The
pattern of holding of the shares of the companv as on 30th June.1995 is
annexed |
|
|
|
| ON BEHALF OF THE BOARD |
|
| DANISHMAND |
|
| ( CHIEF EXECUTIVE ) |
|
| 1st. November 1995 |
|
|
|
|
|
| PATTERN OF SHAREHOLDINGS AS AT
30/06/95 |
|
|
Number Of |
|
|
Size of
Holding |
Number Of |
|
RS. 10 ShareS |
|
|
Of RS. 10
Share |
Shareholders |
|
Held |
|
|
1 |
100 |
2740 |
Shares |
68,561 |
|
|
101 |
500 |
560 |
|
155,622 |
|
|
501 |
1000 |
239 |
|
198,497 |
|
|
1001 |
5000 |
369 |
|
894,233 |
|
|
5001 |
10000 |
64 |
|
479,354 |
|
|
10001 |
15000 |
29 |
|
368,050 |
|
|
15001 |
20000 |
6 |
|
105,573 |
|
|
20001 |
25000 |
8 |
|
180,515 |
|
|
25001 |
30000 |
6 |
|
168,915 |
|
|
30001 |
35000 |
1 |
|
31,500 |
|
|
35001 |
40000 |
4 |
|
149,208 |
|
|
40001 |
45000 |
4 |
|
167,323 |
|
|
45001 |
50000 |
1 |
|
48,000 |
|
|
50001 |
55000 |
1 |
|
50,100 |
|
|
55001 |
60000 |
1 |
|
58,600 |
|
|
70001 |
75000 |
1 |
|
74,200 |
|
|
140001 |
145000 |
1 |
|
142,600 |
|
|
170001 |
175000 |
1 |
|
170,535 |
|
|
180001 |
185000 |
1 |
|
182,400 |
|
|
1520001 |
1525000 |
1 |
|
1,520,905 |
|
|
1715001 |
1720000 |
1 |
|
1,717,746 |
|
|
1835001 |
1840000 |
1 |
|
1,835,304 |
|
|
20495001 |
20500000 |
1 |
|
20,498,231 |
|
|
|
---------- |
|
---------- |
|
|
Totals : |
4041 |
|
29,265,972 |
|
|
|
| CATEGORY OF SHARE HOLDING AS
AT 30/06/95 |
|
|
|
| Categories of Shareholders |
Number |
Shares Held |
Percentage |
|
| Individuals |
3989 |
3,362,155 |
11.49 |
|
| Insurance Companies |
9 |
72,932 |
0.25 |
|
| Investment Companies |
8 |
58,868 |
0.20 |
|
| Financial Institutions/Banks |
9 |
3,255,830 |
11.12 |
|
| Suzuki MOtOr COrP. Japan |
1 |
20,498,231 |
70.04 |
|
| Pak;StanAUtOmObileCOrPOrat;On
Limited |
1 |
1,835,304 |
6.27 |
|
| Joint StOCk Companies |
18 |
108,180 |
0.37 |
|
| MOdaraba Companies |
3 |
26,000 |
0.09 |
|
| Government Organizations |
2 |
11,272 |
0.04 |
|
| Co-operative Societies |
1 |
37,200 |
0.13 |
|
|
---------- |
---------- |
---------- |
|
|
4041 |
29,265,972 |
100.00 |
|
|
|
|
|
|
|
|
|
| AUDITORS' REPORT TO THE
MEMBERS |
|
| We
have audited the annexed balance sheet of SUZUKI MOTORCYCLES PAKISTAN |
|
| LIMITED
as at 30 June 1995 and the related profit and loss account end cash flow
statement, together |
|
| with
the notes forming part thereof, for the year then ended and we state that 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, after due verification thereof, we report that: |
|
| a) in our opinion, proper books of
account have been kept by the Company as required |
|
| by the Companies Ordinance,
1984; |
|
| b) in our opinion: |
|
| i) the balance sheet and profit and
loss account together with the notes |
|
| thereon
have been drawn up in conformity with the Companies Ordinance, |
|
| 1984
and are in agreement with the books of account and are further in |
|
| accordance
with the accounting policies consistently applied; |
|
| ii) the expenditure incurred during
the year was for the purpose of the |
|
| Company's business; and |
|
| iii) the business conducted,
investments made and the expenditure incurred |
|
| during
the year were in accordance with the objects of the Company; |
|
| c) in our opinion and to the best of
our information and acc ~rding to the explanations given |
|
| to
us, the balance sheet, profit and loss account and the cash flow statement,
together |
|
| with
the notes thereof, give the information required by the Companies Ordinance, |
|
| 1984
in the manner so required and respectively give a true and fair view of the
state |
|
| of
the Company's affairs as at 30 June 1995 and of the loss and the cash flow
statement |
|
| for the year then ended; and |
|
| d) in our opinion, no zakat was
deductible at source under the Zakat and Ushr Ordinance, 1980. |
|
|
|
| SIDAT HYDER QAMAR MAOBOOL
& CO. |
|
| CHARTERED ACCOUNTANTS |
|
| KARACHI: 01 NOV. 1995 |
|
|
|
|
|
| BALANCE SHEET AS AT 30 JUNE
1995 |
|
|
NOTE |
1995 |
1994 |
|
|
Rupees |
Rupees |
|
| SHARE CAPITAL AND RESERVES |
|
| Authorised Capital |
|
| 6O,OOO,000 (1994: 6O,00O,000) |
|
| ordinary shares of Rs. 10/-
each |
|
600,000,000 |
600,000,000 |
|
|
|
========== |
========== |
|
| Issued Capital |
|
|
|
| 29,265,972 (1994: 29,265,972) |
|
|
|
| ordinary shares of Rs. 10/-
each |
|
292,659,720 |
292,659,720 |
|
|
|
========== |
========== |
|
| Subscribed Capital |
|
|
|
| 29,265,972 (1994: 29,265,972) |
|
|
|
| ordinary shares of Rs. 10/-
each |
|
292,659,720 |
292,659,720 |
|
|
|
|
|
| Paid-up capital |
3 |
292,659,720 |
292,659,720 |
|
| Capital reserves |
4 |
5,932,000 |
5,932,000 |
|
| Accumulated loss |
|
(233,732,320) |
(222,071,012) |
|
|
|
---------- |
---------- |
|
|
|
64,859,400 |
76,520,708 |
|
|
|
|
|
| SURPLUS ON REVALUATION OF |
5 |
35,297,981 |
35,297,981 |
|
| FIXED ASSETS |
|
|
|
| DEFERRED LIABILITIES |
|
612,255 |
- |
|
| CURRENT LIABILITIES |
|
|
|
| Short-term loan |
6 |
278,811,000 |
241,245,400 |
|
| Running finance under mark-up
arrangement |
7 |
4,232,165 |
157,000,000 |
|
| Creditors, accrued expenses
and other |
|
|
|
| liabilities |
8 |
91,839,253 |
52,203,842 |
|
|
|
---------- |
---------- |
|
|
374,882,418 |
450,449,242 |
|
| CONTINGENCIES AND COMMITMENTS |
9 |
- |
- |
|
|
---------- |
---------- |
|
|
Rupees |
475,652,054 |
562,267,931 |
|
|
|
========== |
========== |
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
| JAVED BURKI |
|
| CHAIRMAN |
|
|
|
NOTE |
1995 |
1994 |
|
| TANGIBLE FIXED ASSETS |
|
Rupees |
Rupees |
|
| Operating assets |
10 |
78,078,540 |
78,985,994 |
|
| Capital work-in-progress |
11 |
33,783,803 |
- |
|
| LONG-TERM DEPOSITS |
|
304,150 |
160,050 |
|
| LONG-TERM LOANS |
12 |
302,449 |
601,656 |
|
|
|
---------- |
---------- |
|
| CURRENT ASSETS |
13 |
101,750,131 |
150,201,234 |
|
| Stocks |
14 |
168,765,982 |
115,403,282 |
|
| Trade debts |
15 |
45,112,014 |
30,521,386 |
|
| Loans, advances, deposits,
prepayments |
16 |
47,554,985 |
186,394,329 |
|
| and other receivables |
|
|
|
| Cash and bank balancr3c |
|
363,183,112 |
482,520,231 |
|
|
|
---------- |
---------- |
|
|
Rupees |
475,652,054 |
562,267,931 |
|
|
========== |
========== |
|
| DANISHMAND |
|
| CHIEF EXECUTIVE |
|
|
|
|
|
|
|
|
| PROFIT
AND LOSS ACCOUNT FOR THE YEAR ENDED 30 JUNE 1995 |
|
|
Note |
1995 |
1994 |
|
|
|
|
Rupees |
RuDees |
|
| Net sales |
17 |
|
| Motorcycle |
|
251,668,999 |
202,140,370 |
|
| Complete built-up units |
|
9,659,239 |
4,812,260 |
|
| Spare parts |
|
9,077,511 |
4,245,426 |
|
| Generators |
|
10,573,840 |
3,040,700 |
|
| Painting Services |
|
1,008,939 |
1,377,726 |
|
| Screw jacks |
|
- |
800 |
|
|
---------- |
---------- |
|
|
281,988,528 |
215,617,282 |
|
| Cost of goods sold |
18 |
230,256,423 |
208,313,755 |
|
|
|
---------- |
---------- |
|
| Gross profit |
|
51,732,105 |
7,303,527 |
|
| SellinQ and administrative
expenses |
19 |
26,535,891 |
31,964,087 |
|
|
---------- |
---------- |
|
| Operating profit / (loss) |
|
25,196,214 |
(24,660,560) |
|
|
---------- |
---------- |
|
| Financial charges |
20 |
(35,501,363) |
(346,987,421) |
|
| Other income-net |
21 |
107,275 |
38,308 |
|
|
---------- |
---------- |
|
| Loss before taxation |
|
(35,501,363) |
(34,660,434) |
|
| Taxation - current |
22 |
(10,197,874) |
(59,320,994) |
|
|
---------- |
---------- |
|
| Loss after taxation |
|
(1,463,434) |
(1,087,120) |
|
| Accumulated loss brounht
forward |
|
(11,661,308) |
(60,408,114) |
|
|
---------- |
---------- |
|
| Accumulated loss carried
forward |
|
(222,071,012) |
(161,662,898) |
|
|
---------- |
---------- |
|
|
Rupees |
(233,732,320) |
(222,071,012) |
|
|
========== |
========== |
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
|
| JAVED BURKI |
DANISHMAND |
|
|
|
| CHAIRMAN |
CHIEF EXECUTWE |
|
|
|
|
|
|
|
|
|
| CASH
FLOW STATEMENT FOR THE YEAR ENDED 30 JUNE 1995 |
|
|
1995 |
1994 |
|
|
Rupees |
Rupees |
|
| Loss after taxation |
|
(11,661,308) |
(60,408,114) |
|
| Adjustment of non-fund items: |
|
---------- |
---------- |
|
| Depreciation |
|
6,121,587 |
6,064,332 |
|
| Deferred liability - gratuity |
|
612,255 |
- |
|
| (Loss) profit on disposal of fixed
assets |
(63,734) |
407,339 |
|
|
|
---------- |
---------- |
|
|
|
6,670,108 |
6,471,671 |
|
|
(4,991,200) |
(53,936,443) |
|
| CASH FLOW FROM OPERATING
ACTIVITIES |
|
---------- |
---------- |
|
| Stocks |
|
48,451,103 |
36,604,198 |
|
| Trade debts |
|
(53,362,700) |
(51,191,068) |
|
| Loans, advances and deposits |
|
(14,590,628) |
(17,544,130) |
|
| Short-term loans |
|
37,565,600 |
159,358,000 |
|
| Running finance |
|
(152,767,835) |
(110,928,533) |
|
| Creditors, accured and other
liabilities |
39,219,485 |
14,330,585 |
|
|
|
---------- |
---------- |
|
|
(95,484,975) |
150,616,552 |
|
|
---------- |
---------- |
|
| Income tax adjustment |
|
(100,476,175) |
96,680,109 |
|
|
|
415,926 |
899,645 |
|
|
---------- |
---------- |
|
|
(100,060,249) |
(97,579,754) |
|
|