| ITTEFAQ TEXTILE MILLS LIMITED |
|
|
|
|
|
|
|
|
| Annual
Report 1997 |
|
|
|
|
|
| CONTENTS |
|
| COMPANY
INFORMATION |
|
| NOTICE
OF MEETING |
|
| DIRECTORS'
REPORT TO THE SHAREHOLDERS |
|
| PATTERN
OF SHAREHOLDING |
|
| AUDITORS'
REPORT TO THE SHAREHOLDERS |
|
| BALANCE
SHEET |
|
| PROFIT
AND (LOSS) ACCOUNT |
|
| CASH
FLOW STATEMENT |
|
| NOTES
TO THE ACCOUNTS |
|
| FINANCIAL
STATISTICS |
|
|
|
| COMPANY
INFORMATION |
|
| CHAIRMAN: |
|
| Mian
Yousuf Aziz |
|
|
| CHIEF
EXECUTIVE: |
|
| Mian
Haroon Yousuf |
|
|
| DIRECTORS: |
|
| Mian
Khalid Siraj |
|
| Mrs.
Kausar Yousuf Aziz |
|
| Mrs.
Saira Farooq |
|
| Mrs.
Ayesha Haroon |
|
| Mr.
Muhammad Sadiq |
|
|
| COMPANY
SECRETARY: |
|
| Anwar
Hussain Chaudhry |
|
|
| BANKERS
AND FINANCIAL INSTITUTIONS: |
|
| Habib
Bank Limited |
|
|
| Muslim
Commercial Bank Limited |
|
| Faysal
Islamic Bank of Bahrain |
|
| Grindlays
Bank plc |
|
|
| Mashreq
Bank psc |
|
|
| National
Development Finance |
|
| Corporation |
|
|
|
| National
Bank of Pakistan |
|
| Union
Bank Limited |
|
|
| Allied
Bank Limited |
|
|
| AUDITORS: |
|
|
| Kaleem
& Company |
|
|
| Chartered
Accountants |
|
|
| 3rd
Floor, Hafeez Chambers |
|
| 85
Sharae Quaide Azam, Lahore |
|
|
| REGISTERED
OFFICE: |
|
| 32
Empress Road, Lahore |
|
|
| MILLS: |
|
|
|
| Unit No. 1 |
|
|
|
| 22
Kilometers |
|
|
| Lahore-Sheikhupura
Road |
|
| District
Sheikhupura |
|
|
| and |
|
| Unit
No. 2 & 3 |
|
|
| 48
Kilometers |
|
|
| Lahore-Multan
Road |
|
|
| Bhai Pheru |
|
|
|
| Tehsil
Chunian |
|
|
|
|
| NOTICE
OF MEETING |
|
|
| Notice
is hereby given that the 31st Annual General Meeting of the Shareholders of
ITTEFAQ TEXTILE |
|
| MILLS
LIMITED will be held at 71-A, Ahmad Block, New Garden Town, Lahore, on March
28, 1998 |
|
| at
03:00 p.m. to transact the following Business: |
|
|
| ORDINARY
BUSINESS |
|
|
| 1.
To confirm the minutes of the last Annual General Meeting. |
|
|
| 2.
To receive, consider and adopt the
audited Balance Sheet and Profit and Loss Account of the |
|
| Company
together with the Directors' and Auditors' reports for the year ended
September 30, |
|
| 1997. |
|
|
|
| 3.
To appoint Auditors and fix their remuneration. The retiring auditors, Messrs
Kaleem and |
|
| Company,
Chartered Accountants, offer themselves for reappointment. |
|
|
| 4.
To transact any other business with the permission of the Chair. |
|
|
| NOTES |
|
|
| 1.
The Share Transfer Books of the Company will be closed from March 18, 1998 to
March 28, 1998 |
|
| (both
days inclusive). |
|
|
| 2.
A member entitled to attend and vote at the General Meeting is entitled to
appoint another |
|
| member
as a proxy to attend and vote instead of him/her. |
|
|
| 3.
The instrument appointing a proxy must be received at the Registered Office
of the Company not |
|
| later
than 48 (forty eight) hours before the time appointed for the meeting. A
member shall not be |
|
| entitled
to appoint more than one proxy. If a member appoints more than one proxy and
more than |
|
| one
instrument of proxy is deposited by a member with the Company, all such
instruments of proxy |
|
| shall
be rendered invalid. |
|
|
| 4.
Members are requested to promptly notify the Company of any change in their
address. |
|
|
|
| DIRECTORS'
REPORT TO THE SHAREHOLDERS |
|
|
| IN
THE NAME OF ALLAH, THE MOST GRACIOUS, THE MOST MERCIFUL |
|
|
| Dear
Shareholders: |
|
|
| The
Directors of the company are pleased to place before you the 31st Annual
Report of the company |
|
| alongwith
the company's accounts for the year then ended. |
|
|
| OPERATING
RESULTS: |
|
Rupees in Millions. |
|
|
|
|
1997 |
1996 |
|
| Sales. |
|
|
188.39 |
535.25 |
|
| Cost
of Goods Sold. |
|
|
252.76 |
526.74 |
|
| Gross
Profit/(Loss). |
|
|
(64.375) |
8.51 |
|
|
| Net
Profit/(Loss) before Taxation. |
|
(61.162) |
(14.842) |
|
| Net
Profit/(Loss) after Taxation. |
|
(62.107) |
(17.523) |
|
| Unappropriated
Profit brought forward. |
|
83.74 |
101.26 |
|
| Unappropriated
Profit carried forward. |
|
21.63 |
83.74 |
|
|
| OPERATIONS: |
|
|
| Production
and Sales declined during the year because Mill No. 1 and Mill No. 3 remained
closed |
|
| throughout
the year while Mill No. 2 worked for 654 shifts only as against the normal
capacity of |
|
| 1080
shifts owing to a very high cost of inputs and the financial problems being
faced by the company. |
|
|
| MANAGEMENT: |
|
|
| The
management is grateful to the workers and staff for the cordial relations
maintained during the year. |
|
|
|
| PATTERN
OF SHAREHOLDING AS AT SEPTEMBER 30, 1997 |
|
|
| No of |
|
Size of Holding of Shares |
Total Shares |
|
| Shareholders |
From |
To |
|
Held |
|
|
| 34 |
|
1 |
100 |
|
2108 |
|
| 155 |
|
101 |
500 |
|
37922 |
|
| 33 |
|
501 |
1000 |
|
19722 |
|
| 164 |
|
1001 |
5000 |
|
357218 |
|
| 11 |
|
5001 |
10000 |
|
79621 |
|
| 1 |
|
10001 |
15000 |
|
13635 |
|
| 2 |
|
15001 |
20000 |
|
32,825 |
|
| - |
|
20001 |
25000 |
|
Nil |
|
| 3 |
|
25001 |
30000 |
|
83580 |
|
| 1 |
|
30001 |
35000 |
|
34718 |
|
| 2 |
|
35001 |
40000 |
|
75750 |
|
| - |
|
40001 |
45000 |
|
Nil |
|
| 1 |
|
45001 |
50000 |
|
48606 |
|
| 1 |
|
50001 |
60000 |
|
58706 |
|
| 1 |
|
60001 |
65000 |
|
61231 |
|
| - |
|
65001 |
75000 |
|
Nil |
|
| 3 |
|
75001 |
80000 |
|
234825 |
|
| - |
|
80001 |
90000 |
|
Nil |
|
| 1 |
|
90001 |
95000 |
|
90900 |
|
| 4 |
|
95001 |
100000 |
|
396424 |
|
| - |
|
100001 |
105000 |
|
Nil |
|
| 2 |
|
105001 |
110000 |
|
217150 |
|
| - |
|
110001 |
130000 |
|
Nil |
|
| 1 |
|
130001 |
135000 |
|
130037 |
|
| - |
|
135001 |
150000 |
|
Nil |
|
| 1 |
|
150001 |
155000 |
|
149490 |
|
| - |
|
155001 |
170000 |
|
Nil |
|
| 1 |
|
170001 |
175000 |
|
173720 |
|
| - |
|
175001 |
185000 |
|
Nil |
|
| 2 |
|
185001 |
190000 |
|
373699 |
|
| - |
|
190001 |
195000 |
|
Nil |
|
| 1 |
|
195001 |
200000 |
|
195687 |
|
| - |
|
200001 |
215000 |
|
Nil |
|
| 2 |
|
215001 |
220000 |
|
437329 |
|
| - |
|
220001 |
230000 |
|
Nil |
|
| 1 |
|
230001 |
235000 |
|
230406 |
|
| - |
|
235001 |
265000 |
|
Nil |
|
| 1 |
|
265001 |
270000 |
|
265125 |
|
| 1 |
|
270001 |
275000 |
|
272068 |
|
| - |
|
275001 |
285000 |
|
Nil |
|
| 1 |
|
285001 |
290000 |
|
287218 |
|
| - |
|
295001 |
300000 |
|
Nil |
|
| - |
|
300001 |
305000 |
|
Nil |
|
| - |
|
305001 |
310000 |
|
Nil |
|
| 1 |
|
310001 |
315000 |
|
310575 |
|
| 1 |
|
315000 |
380000 |
|
379705 |
|
| --------- |
|
|
--------- |
|
| 433 |
|
|
5050000 |
|
| ========= |
|
========= |
|
|
| Categories
of |
Number of |
|
Number of |
|
Percentage of |
|
| Shareholders |
Shareholders |
|
Shares held |
|
Issued Capital |
|
|
|
|
| Individual |
|
430 |
|
5049814 |
|
99.99 |
|
| Others |
|
|
|
|
|
|
| The
Administrator |
|
|
|
|
|
| Abandoned
Properties |
|
|
|
|
|
| Government
of Pakistan |
3 |
|
186 |
|
0.01 |
|
|
|
----------- |
|
----------- |
|
----------- |
|
|
|
433 |
|
5050000 |
|
100.00 |
|
|
|
========= |
|
========= |
|
========= |
|
|
|
|
|
|
|
|
|
|
| AUDITORS'
REPORT TO THE SHAREHOLDERS |
|
|
| We
have audited the annexed Balance Sheet of ITTEFAQ TEXTILE MILLS LIMITED as at |
|
| September
30, 1997 and the annexed Profit and Loss Account and 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 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 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 according to the
explanations given |
|
| to
us, the Balance Sheet, Profit and Loss Account and the Cash Flow Statement,
together |
|
| with
the Notes forming part thereof, give the information required by the |
|
| Companies
Ordinance, 1984 in the manner so required and subject to the foregoing |
|
| remarks
respectively give a true and fair view of the state of the Company's affairs
as at |
|
| September
30, 1997 and of the loss and the Cash Flow for the year then ended; and |
|
|
| d)
in our opinion, no Zakat was deductible at source under the Zakat and Ushr
Ordinance 1980. |
|
|
|
KALEEM AND COMPANY |
|
| LAHORE:
Feb 28, 1998 |
|
CHARTERED ACCOUNTANTS |
|
|
|
| BALANCE
SHEET AS AT SEPTEMBER 30, 1997 |
|
|
|
|
|
1997 |
1996 |
|
|
NOTE |
RUPEES |
RUPEES |
|
|
| SHARE
CAPITAL AND RESERVES |
|
|
| Authorised
Capital |
|
| 17,500,000
Ordinary |
|
| Shares
of Rs. 10 each |
|
|
175,000,000 |
175,000,000 |
|
|
| Issued,
Subscribed and |
|
|
|
| Paid
up Capital |
|
2 |
50,500,000 |
50,500,000 |
|
| Reserves |
|
|
|
3 |
37,400,000 |
37,400,000 |
|
| Unappropriated
Profits/(Loss) |
|
|
21,628,374 |
83,735,737 |
|
| Surplus
on Revaluation of Fixed Assets |
11.20 |
490,115,513 |
490,115,513 |
|
|
---------- |
---------- |
|
|
|
599,643,887 |
661,751,250 |
|
|
| SPONSORS'
LOAN |
|
|
18,339,495 |
18,339,495 |
|
| REDEEMABLE
CAPITAL |
|
4 |
39,629,967 |
59,001,000 |
|
|
| DEFERRED
LIABILITIES |
|
|
| Deferred
Taxation |
|
|
3,250,000 |
3,250,000 |
|
| Staff
Retirement Gratuity |
|
5 |
2,409,022 |
3,084,742 |
|
|
---------- |
---------- |
|
|
|
5,659,022 |
6,334,742 |
|
|
| LIABILITY
AGAINST ASSET |
|
| SUBJECT
TO FINANCE LEASE |
|
6 |
537,832 |
1,373,818 |
|
|
| CURRENT
LIABILITIES |
|
|
| Running
Finance under |
|
|
|
| Mark-up
Arrangements |
|
7 |
26,024,204 |
32,347,279 |
|
| Current
Portion of |
|
|
|
| Redeemable
Capital, |
|
|
|
| and
Leased Asset |
|
8 |
60,858,473 |
40,015,737 |
|
| Trade
Creditors, Accrued |
|
|
|
| Expenses
and Other Liabilities |
|
9 |
344,097,329 |
262,676,843 |
|
|
Taxation |
|
|
17,565,668 |
16,619,994 |
|
|
---------- |
---------- |
|
|
|
|
448,545,674 |
351,659,853 |
|
| CONTINGENCIES
& COMMITMENTS |
10 |
-- |
-- |
|
|
|
|
|
---------- |
---------- |
|
|
|
|
1,112,355,877 |
1,098,460,158 |
|
|
|
|
========== |
========== |
|
| The
annexed notes form an integral part of these accounts |
|
|
| TANGIBLE
FIXED ASSETS |
|
11 |
|
|
| Cost |
|
|
715,176,721 |
715,983,856 |
|
| Less:
Depreciation |
|
|
109,157,221 |
45,310,605 |
|
|
---------- |
---------- |
|
|
|
|
|
606,019,500 |
670,673,251 |
|
|
| CURRENT
ASSETS: |
|
| Stores
and Spares |
|
|
12 |
7,848,338 |
10,900,459 |
|
| Stock
in Trade |
|
|
13 |
4,094,785 |
2,603,765 |
|
| Trade
Debtors - Unsecured |
|
|
|
| (Considered
Good) |
|
|
8,606,784 |
8,622,914 |
|
|
| Loans
and Advances |
|
| (Considered
Good) |
|
14 |
456,939,468 |
381,766,075 |
|
|
| Trade
Deposits, Prepayments, |
|
| Current
Account |
|
| Balances
with Statutory |
|
| Authorities
and Other |
|
| Receivables |
|
15 |
26,167,928 |
23,533,240 |
|
|
|
|
|
| Cash
and Bank Balances |
|
16 |
2,679,074 |
360,454 |
|
|
|
|
---------- |
---------- |
|
|
|
|
506,336,377 |
427,786,907 |
|
|
---------- |
---------- |
|
|
|
1,112,355,877 |
1,098,460,158 |
|
|
========== |
========== |
|
|
|
|
|
| PROFIT
AND LOSS ACCOUNT FOR THE |
|
| YEAR
ENDED SEPTEMBER 30, 1997 |
|
|
|
|
1997 |
1996 |
|
|
|
NOTE |
RUPEES |
RUPEES |
|
|
| Sales |
|
17 |
188,384,618 |
535,253,452 |
|
| Cost
of Sales |
|
18 |
252,760,047 |
526,743,771 |
|
|
------------- |
------------- |
|
| Gross
Profit/(Loss) |
|
|
|
(64,375,429) |
8,509,681 |
|
| Administrative
and Selling |
|
|
|
| Expenses |
|
|
|
|
11,820,262 |
31,922,495 |
|
|
| Operating
Profit/(Loss) |
|
|
(76,195,691 ) |
(23,412,814) |
|
| Other
Income |
|
20 |
1,527,341 |
934,324 |
|
|
|
|
----------- |
----------- |
|
| Net
Operating Loss |
|
|
74,668,350 |
22,478,490 |
|
|
| Financial
Charges |
|
21 |
(13,506,661) |
(7,680,229) |
|
| Prior
Year Adjustment |
|
|
-- |
43,312 |
|
|
|
|
----------- |
----------- |
|
| Profit/(Loss)
before Taxation |
|
|
(61,161,689) |
(14,841,573) |
|
| Taxation
- Current |
|
22 |
945,674 |
2,680,939 |
|
|
| Profit/(Loss)
after Taxation |
|
(62,107,363) |
(17,522,512) |
|
| Unappropriated
Profit/(Loss) brought forward |
|
83,735,737 |
101,258,249 |
|
|
|
|
----------- |
----------- |
|
| Unappropriated
Profit/(Loss) carried forward |
|
21,628,374 |
83,735,737 |
|
|
========== |
========== |
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
| CASH
FLOW STATEMENT |
|
| FOR
THE YEAR ENDED SEPTEMBER 30, 1997 |
|
|
|
|
|
1997 |
1996 |
|
|
|
|
RUPEES |
RUPEES |
|
|
| CASH
FLOWS FROM OPERATING ACTIVITIES |
|
|
| Profit/(Loss)
Before Taxation |
|
|
(61,161,689) |
(14,841,573) |
|
| Adjustments
for non-cash charges |
|
| and
other items |
|
|
| Gratuity |
|
|
|
65,788 |
1,654,060 |
|
| Depreciation
& Amortization |
|
|
64,416,352 |
18,158,993 |
|
| Financial
Charges |
|
|
(13,506,661) |
7,680,229 |
|
|
----------- |
----------- |
|
|
|
|
50,975,479 |
27,493,282 |
|
| Cash
Flows from Operating Activities |
|
---------- |
---------- |
|
| Before
Working Capital Changes |
|
(10,186,210) |
12,651,709 |
|
|
| WORKING
CAPITAL CHANGES: |
|
|
| (INCREASE)/DECREASE
IN CURRENT ASSETS |
|
|
| Store
& Spares |
|
|
3,052,121 |
2,034,542 |
|
| Stock
in Trade |
|
|
(1,491,020) |
16,468,351 |
|
| Trade
Debtors |
|
|
16,130 |
11,060,685 |
|
| Loans
& Advances |
|
|
(75,173,393) |
(97,075,671) |
|
| Advances,
Deposits & Prepayments |
|
|
(2,634,688) |
(5,342,299) |
|
| INCREASE/(DECREASE)
IN CURRENT LIABILITIES |
|
| Running
Finance |
|
|
(6,323,075) |
(4,546,537) |
|
| Creditors
& Other Liabilities |
|
|
96,053,533 |
79,291,845 |
|
|
----------- |
----------- |
|
| Effect
of Cash Flows Due to |
|
| Working
Capital Changes |
|
|
13,499,608 |
1,890,916 |
|
|
----------- |
----------- |
|
| Net
Cash Flows from Operating Activities |
|
3,313,398 |
14,542,625 |
|
| Financial
Charges Paid |
|
|
(1,126,386) |
(16,317,976) |
|
| Gratuity
Paid |
|
|
(741,508) |
(770,150) |
|
|
----------- |
----------- |
|
| Net
cash Inflow from Operating Activities |
|
1,445,504 |
(2,545,501) |
|
|
| CASH
FLOWS FROM INVESTING ACTIVITIES |
|
| Fixed
Assets Acquired |
|
|
(157,865) |
(707,681) |
|
| Sale
Proceeds of Fixed Assets |
|
|
395,264 |
-- |
|
|
----------- |
----------- |
|
|
|
|
1,682,903 |
(3,253,182) |
|
|
|
|
1997 |
1996 |
|
|
|
RUPEES |
RUPEES |
|
|
| CASH
FLOWS FROM FINANCING ACTIVITIES |
|
|
| Redeemable Capital & Long Term Loans |
I |
|
|
739,907 |
-- |
|
| Payment
of Finance Lease |
|
|
(104,190) |
1,693,754 |
|
|
----------- |
----------- |
|
| Net
Cash Flows from Financing Activities |
|
635,717 |
1,693,754 |
|
|
----------- |
----------- |
|
| Net
Increase/(Decrease) in Cash and |
|
| Cash
Equivalent |
|
|
2,318,620 |
(1,559,428) |
|
|
| Cash
& Cash Equivalent at Beginning |
|
| of the Year |
|
|
360,454 |
1,919,882 |
|
|
----------- |
----------- |
|
| Cash
& Cash Equivalent at end of the Year |
|
2,679,074 |
360,454 |
|
|
========== |
========== |
|
|
| NATURE
AND STATUS OF THE COMPANY |
|
|
| The
Company was incorporated in Pakistan on April 30, 1966 as a Public Limited
Company under the |
|
| repealed
Companies Act 1913 and its shares are quoted on the Karachi Stock Exchange.
It is principally |
|
| engaged
in purchase of raw cotton and sale of cotton yarn both in the local and
international |
|
| markets. |
|
|
| NOTES
TO THE ACCOUNTS FOR THE YEAR ENDED SEPTEMBER 30, 1997 |
|
|
| 1.
SIGNIFICANT ACCOUNTING POLICIES |
|
| 1.1
Accounting Convention |
|
| These
accounts have been prepared in accordance with the historical cost convention
without any |
|
| adjustment
for the effects of inflation or the prevailing values. |
|
|
| 1.2
Employees Retirement Gratuity |
|
|
| The
Company operates an unfunded Retirement Gratuity Scheme. Necessary provision
is made |
|
| annually
to cover the obligations under the Scheme. |
|
|
| 1.3
Taxation |
|
|
| The
provision for taxation is based on taxable income. The liability for deferred
tax is not |
|
| accounted
for. |
|
|
|
| 1.4
Fixed Assets and Depreciation |
|
|
| a)
Fixed assets of Unit Nos. 2 & 3 are stated at revaluation, less
accumulated depreciation. |
|
| Fixed
Assets of Unit No. 1 are stated at cost less depreciation except freehold
land which is |
|
| stated
at cost. |
|
|
| b)
Depreciation on fixed assets is provided on the reducing balance method at
the rate specified in |
|
| the
Schedule of Fixed Assets attached. |
|
|
| c)
Maintenance and normal repairs are charged to current year's income. Major
renewals and |
|
| improvements
are capitalised. |
|
|
| d)
Acquisitions in a year are depreciated for a full year irrespective of the
date of purchase. No |
|
| depreciation
is charged on assets sold during the year. |
|
|
|