| Balochistan Particle Board Limited |
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(16th Report covering period of |
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18 months ended June 30, 1996) |
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| Contents |
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| Company
Information |
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2 |
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| Notice
of Annual General Meeting |
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3 |
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| Directors'
Report |
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4 |
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| Auditors'
Report to the Members |
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6 |
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| Pattern
of Shareholdings |
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7 |
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| Balance
Sheet |
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8 |
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| Profit
and Loss Account |
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10 |
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| Statement
of Changes in Financial Position (Cash Flow Statement) |
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11 |
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| Notes
to the Accounts |
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12 |
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| Proxy
Form |
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| Company
Information |
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| Board of |
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N.M. Uquaili |
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Chairman |
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| Directors |
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Hamid D. Habib |
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Asghar D. Habib |
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Salim H. Mohammad |
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Shabbir S. Mohammad |
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A. K. M. Sayeed |
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Muslim R. Habib |
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Ghulam Abbas Nasser |
Chief Executive |
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| Secretary |
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Raeesul Hasan |
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| Bankers |
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Habib Bank Limited |
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Bank AL Habib Limited |
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Muslim Commercial Bank
Limited |
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Habib Bank AG Zurich |
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Metropolitan Bank Limited |
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National Bank of Pakistan |
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American Express Bank
Limited |
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| Auditors |
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Hyder Bhimji & Co. |
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Chartered Accountants |
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| Registered |
Imperial Court, 1st
Floor, |
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| Office |
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Dr. Ziauddin Ahmed Road,
Karachi. |
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| Factory |
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Hub Chowki |
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| Shares |
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Imperial Court, 3rd
Floor, |
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| Department |
Dr. Ziauddin Ahmed Road, |
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Karachi. |
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Notice of Annual General
Meeting |
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| Notice
is hereby given that the Sixteenth Annual General Meeting of Balochistan
Particle Board |
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| Limited
will be held on Sunday, September 29, 1996 at 11.00 a.m. at Marriott Hotel,
Abdullah Haroon |
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| Road,
Karachi, to transact the following business: |
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| 1.
To confirm the minutes of the Extraordinary General Meeting of the Company
held on March |
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| 30, 1996. |
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| 2.
To receive and consider the audited Accounts, the Directors' report and the
Auditors' report for |
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| eighteen
months ended June 30, 1996. |
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| 3.
To declare cash dividend @ 15% as recommended by the Directors. |
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| 4.
To appoint auditors for the year ending June 30, 1997 and to fix their
remuneration. |
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| Karachi: September 4, 1996 |
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By Order of the Board |
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RAEESUL HASAN |
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Secretary |
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| Notes: |
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| 1.
The Share Transfer Books of the Company will remain closed from Wednesday,
September 25, |
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| 1996
to Sunday, September 29, 1996, both days inclusive. |
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| 2.
A member entitled to attend and vote at this meeting is entitled to appoint
another member of |
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| the
Company as a proxy to attend and vote on his/her behalf. Proxies in order to
be effective |
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| must
be received at the Registered Office of the Company duly stamped and signed
not less |
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| than
48 hours before the meeting. |
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| 3.
Members are requested to promptly communicate to the Company any change in
their |
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| addresses. |
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Directors' Report |
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| It
gives me great pleasure to present to you the Report and the audited accounts
of the Company |
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| for
the eighteen months ended June 30, 1996 |
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| Operating
Results |
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| By
the Grace of Allah, the operations of the company for the period under review
resulted in a |
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| pre-tax
profit of Rs. 14.056 million. The financial results and the appropriations,
as recommended by |
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| the
Board of Directors are as follows: |
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|
(Rupees in thousands) |
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| Profit
before taxation |
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14,056 |
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| Less:
Taxation |
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5,104 |
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|
------- |
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8,952 |
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| Unappropriated
profit brought forward |
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238 |
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------- |
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| Profit
available for appropriation |
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9,190 |
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| Appropriations: |
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| Proposed
- Cash dividend @ 15% |
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4,500 |
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| -
Transfer to general reserve |
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4,000 |
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|
------- |
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8,500 |
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|
------- |
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| Unappropriated
profit carried forward |
|
690 |
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======= |
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| Change
in Accounting Year |
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| In
order to comply with the directive contained in Finance Act 1995, the company
changed its |
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| accounting
year from calendar year to financial year. Consequently company applied and
received |
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| approval
of the Registrar of Joint Stock Companies to prepare and present its accounts
for a period |
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| of
eighteen months from January 1, 1995 to June 30. 1996 and accordingly to hold
Annual General |
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| Meeting
within the prescribed time. |
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| Performance
Review |
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| I
will now deal with the performance of each unit of the Company: |
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| Particle
Board Division |
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| During
the period under review 23,179 cubic metres of Boards were produced (1994:
14,990 cubic |
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| metres). |
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| Particle
Board Industry in Pakistan is being faced with consistently rising cost in
production mainly |
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| due
to increase in raw material cost, financial cost, increase in taxes both from
Federal and Provincial |
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| coupled
with continued depreciation of Pak Rupee and increase in the prices of
petroleum products. |
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| Inspite
of all these adversaries, all endeavours have been made to achieve and
maintain performance |
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| and
profitability of this unit. |
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| Urea
Formaldehyde Division |
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| The
division produced 4,802 tons and 3,524 tons of formaldehyde and urea
formaldehyde respec |
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| tively
during eighteen months as compared to 3,396 tons and 2,108 tons of
formaldehyde and urea |
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| formaldehyde
respectively produced during previous twelve months of 1994. The
profitability of this |
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| division
was maintained through effective cost control and improved production
efficiencies. |
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| FUTURE
PROSPECTS |
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| Particle
Board Division |
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| The
furniture and construction market continued to remain depressed due to
general recession In the |
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| country.
In addition, the sales-tax levy has been raised from 15% to 18% in the
current budget. The |
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| sugar-cane
crop which was lower in the previous year does not show any sizeable
improvement for |
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| the
season 1996-97. This may result in lesser availability of bagasse and thereby
further increase in |
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| the
cost for the next season. These adverse factors may affect the production,
sales and profitability |
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| of
the Company. |
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| Urea
Formaldehyde Division |
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| The
unit is operating satisfactorily. However, the price of Methanol coupled with
Rupee depreciation |
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| against
Dollar may adversely affect the profitability of the unit. |
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| Pattern
of Shareholdings |
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| The
statement of pattern of shareholdings of the Company as at June 30, 1996 is
shown on |
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| Para 7. |
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| Auditors |
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| The
present auditors Messrs Hyder Bhimji & Company, Chartered Accountants,
retire and being |
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| eligible
offer themselves for reappointment. |
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| General |
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| The
Directors would like to place on record their appreciation of the devoted
services and hard work |
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| put
in the officers, staff and workers of the Company. |
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On behalf of the Board of
Directors |
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| Karachi:
September 4, 1996 |
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N.M. UQUAILI |
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|
Chairman |
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| Auditors'
Report to the Members |
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| We
have audited the annexed Balance Sheet of Balochistan Particle Board Limited
as at June |
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| 30,
1996, and the related Profit and Loss Account and Statement of Changes in
Financial Position |
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| (Cash
Flow Statement), together with the notes forming part thereof, for the period
then ended and |
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| we
state that we have obtained all the information and explanations which to the
best of our knowledge |
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| and
belief were necessary for the purposes of our audit and after due
verification thereof, we report |
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| that: |
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|
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| (a)
in our opinion, proper books of account have been kept by the Company as
required by the |
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| Companies
Ordinance, 1984; |
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|
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| (b)
in our opinion: |
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| (i)
the Balance Sheet and Profit and Loss Account together with the notes thereon
have |
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| been
drawn up in conformity with the Companies Ordinance, 1984 and are in
agreement |
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| with
the books of account and are further in accordance with accounting policies
consistently |
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| applied; |
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|
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| (ii)
the expenditure incurred during the period were for the purpose of the
Company's busi |
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| ness; and |
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| (iii)
the business conducted, investments made and the expenditure incurred during
the period |
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| were
in accordance with the objects of the Company; |
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| (c)
in our opinion and to the best of our information and according to the
explanations given to |
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| us,
the Balance Sheet, Profit and Loss Account and the Statement of Changes in
Financial |
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| Position,
together with the notes forming part thereof, give the information required
by the |
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| Companies
Ordinance, 1984 in the manner so required and respectively give a true and
fair |
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| view
of the state of the Company's affairs as at June 30,1996 and of the profit
and the changes |
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| in
financial position for the period then ended; and |
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| (d)
in our opinion Zakat deductible at source under the Zakat and Ushr Ordinance,
1980 |
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| was
deducted by the Company and deposited in the Central Zakat Fund established
under |
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| Section
7 of that Ordinance. |
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Pattern of Shareholdings
as at June 30, 1996 |
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| Number of |
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Total |
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| Shareholders |
Size of Shareholdings |
Shares held |
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| 243 |
1 |
to |
100 |
Shares |
12,073 |
|
|
| 442 |
101 |
to |
500 |
Shares |
119,934 |
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| 180 |
501 |
to |
1,000 |
Shares |
122,222 |
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|
| 156 |
1,001 |
to |
5,000 |
Shares |
361,757 |
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| 21 |
5,001 |
to |
10,000 |
Shares |
154,434 |
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|
| 14 |
10,001 |
to |
15,000 |
Shares |
173,815 |
|
|
| 16 |
15,001 |
to |
20,000 |
Shares |
269,728 |
|
|
| 9 |
20,001 |
to |
25,000 |
Shares |
198,314 |
|
|
| 17 |
25,001 |
to |
30,000 |
Shares |
465,505 |
|
| 3 |
30,001 |
to |
35,000 |
Shares |
99,155 |
|
| 2 |
35,001 |
to |
40,000 |
Shares |
76,602 |
|
| 1 |
40,001 |
to |
45,000 |
Shares |
42,239 |
|
|
| 1 |
45,001 |
to |
50,000 |
Shares |
49,500 |
|
|
| 1 |
55,001 |
to |
60,000 |
Shares |
59,022 |
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|
| 4 |
70,001 |
to |
75,000 |
Shares |
297,300 |
|
|
| 2 |
75,001 |
to |
80,000 |
Shares |
156,365 |
|
|
| 4 |
85,001 |
to |
90,000 |
Shares |
349,560 |
|
|
| 1 |
100,001 |
to |
105,000 |
Shares |
102,300 |
|
|
| 1 |
115,001 |
to |
120,000 |
Shares |
117,450 |
|
|
| 2 |
145,001 |
to |
150,000 |
Shares |
295,794 |
|
|
| 1 |
155,001 |
to |
160,000 |
Shares |
156,250 |
|
|
| 1 |
170,001 |
to |
175,000 |
Shares |
173,804 |
|
|
| 1 |
210,001 |
to |
215,000 |
Shares |
214,878 |
|
|
| 1 |
345,001 |
to |
350,000 |
Shares |
346,840 |
|
|
| 1 |
1,585,001 |
to |
1,590,000 |
Shares |
1,585,159 |
|
|
| ------------------------------------------------------- |
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| 1,125 |
|
|
|
6,000,000 |
|
|
| ------------------------------------------------------- |
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| Note: |
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| Incremental
grouping of 5,000 shares after size of holding of 50,000 shares has |
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| only
been reported for those slabs where there is shareholding. |
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| Shareholders |
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Number of |
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|
| Category |
|
Shareholders |
Shares
held |
Percentage |
|
| ----------------------------------------------------------------------------- |
|
| Individuals |
|
1,106 |
|
3,053,075 |
|
50.89 |
|
| Investment
Companies |
2 |
|
1,800,037 |
|
30.00 |
|
| Insurance
Companies |
3 |
|
104,400 |
|
1.74 |
|
| Joint
Stock Companies |
11 |
|
805,463 |
|
13.42 |
|
| Others: |
|
|
|
| Charitable
Trusts |
|
2 |
|
148,975 |
|
2.48 |
|
| Societies |
|
|
1 |
|
88,050 |
|
1.47 |
|
| ----------------------------------------------------------------------------- |
|
|
|
1,125 |
|
6,000,000 |
|
100.00 |
|
| ----------------------------------------------------------------------------- |
|
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|
Balance Sheet as at June
30, 1996 |
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|
June 30, |
Dec. 31, |
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|
Note |
1996 |
1994 |
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|
(Rupees in thousands) |
|
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| Capital
and Reserves |
|
|
|
| Share
capital |
|
| Authorised |
|
| 10,000,000
ordinary shares |
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| of
Rs. 5 each |
|
50,000 |
50,000 |
|
|
|
|
======= |
======= |
|
| Issued,
subscribed and paid-up capital |
3 |
30,000 |
30,000 |
|
| General
reserve - revenue |
|
4 |
25,500 |
21,500 |
|
| Unappropriated
profit |
|
|
690 |
238 |
|
|
|
|
|
|
-------- |
-------- |
|
|
|
|
56,190 |
51,738 |
|
| Redeemable
Capital - Secured |
|
5 |
2,035 |
7,327 |
|
| Deferred
Taxation |
|
|
6 |
5,750 |
6,295 |
|
|
|
| Current
Liabilities |
|
| Short-term
finances - secured |
|
7 |
47,347 |
39,627 |
|
| Current
maturity of redeemable capital |
5 |
3,654 |
2,942 |
|
| Creditors
and accrued expenses |
|
8 |
26,056 |
23,431 |
|
| Provision
for Income-tax |
|
559 |
1,156 |
|
| proposed
dividend |
|
|
4,500 |
4,500 |
|
|
|
|
|
-------- |
-------- |
|
|
|
|
|
82,116 |
71,656 |
|
|
|
|
|
|
| Contingencies
and Commitments |
|
9 |
-------- |
-------- |
|
|
|
|
|
146,091 |
137,016 |
|
|
|
|
======= |
======= |
|
| The
annexed notes form an integral part of these accounts. |
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|
|
| Tangible
Fixed Assets |
|
| Operating
fixed assets |
|
10 |
38,022 |
42,877 |
|
| Capital
work-in-progress |
|
- |
558 |
|
|
|
|
-------- |
-------- |
|
|
|
|
38,022 |
43,435 |
|
|
|
|
|
|
|
| Long-term
Investments |
|
11 |
8,031 |
8,031 |
|
| Long-term
Loans and Deposits |
|
12 |
1,598 |
1,039 |
|
|
|
|
|
| Current
Assets |
|
|
|
|
| Stores,
spares and loose tools |
|
13 |
13,204 |
16,634 |
|
| Stock-in-trade |
|
|
14 |
57,655 |
34,082 |
|
| Trade
debts- Unsecured considered good |
15 |
17,151 |
26,489 |
|
| Loans,
advances, deposits, |
|
|
|
|
| prepayments
and other receivables |
|
16 |
8,749 |
5,794 |
|
| Cash
and bank balances |
|
|
17 |
1,681 |
1,512 |
|
|
|
|
-------- |
-------- |
|
|
|
|
98,440 |
84,511 |
|
|
|
|
|
|
|
|
-------- |
-------- |
|
|
|
146,091 |
137,016 |
|
|
|
======= |
======= |
|
|
|
|
Ghulam Abbas Nasser |
Muslim R. Habib |
|
|
|
Chief Executive |
|
Director |
|
|
|
|
| Profit
and Loss Account for Eighteen months |
|
|
|
| ended
June 30, 1996 |
|
|
|
|
|
|
|
|
|
Eighteen |
Twelve |
|
|
|
months |
months |
|
|
|
|
ended |
ended |
|
|
|
|
June 30, |
Dec. 31, |
|
|
|
Note |
1996 |
1994 |
|
|
|
|
|
|
|
|
|
|
|
(Rupees in thousands) |
|
|
|
|
|
|
|
| Sales-
net |
|
18 |
212,343 |
106,143 |
|
| Cost
of sales |
|
19 |
152,717 |
74,579 |
|
|
|
-------- |
-------- |
|
|
|
|
59,626 |
31,564 |
|
|
|
|
|
|
|
| Administration
expenses |
|
20 |
18,380 |
10,813 |
|
| Selling
expenses |
|
21 |
10,689 |
5,303 |
|
| Financial
charges |
|
22 |
17,368 |
7,331 |
|
|
|
|
|
-------- |
-------- |
|
|
|
|
|
|
46,437 |
23,447 |
|
|
|
|
|
|
|
-------- |
-------- |
|
|
|
| Operating
Profit |
|
13,189 |
8,117 |
|
|
|
| Other
income |
|
23 |
1,909 |
1,125 |
|
|
|
|
|
|
-------- |
-------- |
|
|
|
|
|
|
15,098 |
9,242 |
|
|
|
| Other
charges |
|
24 |
1,042 |
608 |
|
|
|
|
|
-------- |
-------- |
|
|
|
| Profit
before taxation |
|
14,056 |
8,634 |
|
|
| Taxation |
|
|
25 |
5,104 |
2,800 |
|
|
|
|
-------- |
-------- |
|
|
| Profit
after taxation |
|
|
8,952 |
5,834 |
|
|
| Unappropriated
profit brought forward |
|
238 |
404 |
|
|
|
|
-------- |
-------- |
|
|
| Available
for appropriation |
|
|
9,190 |
6,238 |
|
|
| Appropriations: |
|
|
|
|
| Proposed
- Cash dividend @ 15% (1994: 15%) |
|
4,500 |
4,500 |
|
|
| - Transfer to general reserve |
|
|
4,000 |
1,500 |
|
|
|
-------- |
-------- |
|
|
|
|
8,500 |
6,000 |
|
|
|
-------- |
-------- |
|
| Unappropriated
profit carried forward |
|
690 |
238 |
|
|
|
|
|
======= |
======= |
|
|
|
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
|
|
|
|
|
Statement of Changes in
Financial Position (Cash Flow Statement) |
|
|
for Eighteen months ended
June 30, 1996 |
|
|
|
|
|
|
|
Eighteen |
Twelve |
|
|
|
|
months |
months |
|
|
|
|
ended |
ended |
|
|
|
|
June 30, |
Dec. 31, |
|
|
|
|
Note |
1996 |
1994 |
|
|
|
|
(Rupees in thousands) |
|
| Net
Cash (outflow) / inflow from operating activities |
|
| Cash
generation from operations |
|
26 |
25,227 |
9,762 |
|
| Financial
Charges paid |
|
|
(16,912) |
(7,331) |
|
| Taxes
paid |
|
(6,246) |
(2,614) |
|
|
| Long-term
advances, deposits paid |
|
(559) |
(141) |
|
|
|
|
|
-------- |
-------- |
|
|
|
|
|
|
1,510 |
(324) |
|
|
| Net
cash (outflow) / inflow from investing activities |
|
|
|
| Capital
expenditure |
|
(824) |
(3,715) |
|
|
| Sale
proceeds from disposal of |
|
|
|
| fixed
assets |
|
829 |
428 |
|
|
|
-------- |
-------- |
|
|
|
5 |
(3,287) |
|
| Net
cash (outflow) / inflow from financing activities |
|
|
|
| Repayment
of redeemable capital |
|
(4,580) |
(2,545) |
|
|
|
| Dividend
paid |
|
(4,486) |
(2,690) |
|
|
|
| Investments
made |
|
- |
(327) |
|
|
|
|
-------- |
-------- |
|
|
|
|
(9,066) |
(5,562) |
|
|
|
|
-------- |
-------- |
|
| Net
increase / (decrease) in cash |
|
|
|
| and
cash equivalent |
|
(7,551) |
(9,173) |
|
|
| Cash
and cash equivalent at beginning |
|
|
|
| of
the period |
|
(38,115) |
(28,942) |
|
|
|
|
-------- |
-------- |
|
|
| Cash
and cash equivalent at end |
|
27 |
|
|
| of
the period |
|
(45,666) |
(38,115) |
|
|
|
======== |
======== |
|
|
|
|
|
|
|
|
|
Notes to the Accounts for
Eighteen months |
|
|
ended June 30, 1996 |
|
|