| MILLAT TRACTORS LIMITED |
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| ANNUAL
REPORT 1997 |
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| CONTENTS |
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| Notice
of Meeting |
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| Directors'
Report to the Shareholders |
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| Chairman's
Review |
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| Pattern
of Shareholding |
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| Decade
at a Glance |
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| Auditors'
Report to the Members |
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| Balance
Sheet |
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| Profit
and Loss Account |
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| Statement
of Changes in Financial Position |
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| Notes
to the Accounts |
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| Accounts
of Subsidiary |
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| BOARD
OF DIRECTORS |
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| Sikandar
Mustafa Khan |
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| Chairman
& Chief Executive |
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| EMPLOYEES
GROUP |
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| Latif
Khalid Hashmi |
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| Sohail
Bashir Rana |
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| Laeeq
Uddin Ansari |
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| S.R.
Bokhari |
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| Rana
Mohammad Siddique |
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| Mian
Mohammad Saleem |
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| Mian
Mohammad Saleem |
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| Company
Secretary |
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| OTHERS |
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| A.K.M.
Sayeed |
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| NIT
Nominee |
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| S.M.
Tanvir |
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| M.C.B.
Nominee |
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| MANAGEMENT |
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| Sikandar
Mustafa Khan |
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| Chairman
& Chief Executive |
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| Latif
Khalid Hashmi |
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| Director
Marketing |
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| Sohail
Bashir Rana |
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| Director
Technical |
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| Laeeq
Uddin Ansari |
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| Director
Finance |
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| Mian
Mohammad Saleem |
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| Gen.
Manager Finance |
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| Bashir
A. Chaudhry |
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| Gen.
Manager Marketing |
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| S.R.
Bokhari |
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| Gen.
Manager SA & CP |
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| Shaukat
Ali Sheikh |
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| Gen.
Manager Production Control |
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| Dr.
Syed Amer Ali |
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| Gen.
Manager Projects |
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| Mubashar
Iqbal |
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| Gen.
Manager Admn/Purchase |
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| Pir
Asad Iqbal |
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| Dy.
Gen. Manager R & D |
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| M.
Aslam Khokhar |
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| Dy.
Gen. Manager HRD |
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| Javed
Munir |
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| Dy.
Gen. Manager Finance |
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| ORGANISATION
STRUCTURE |
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| Sikandar
Mustafa Khan |
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| Chairman
& Chief Executive |
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| Mian M. Saleem |
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| Company
Secretary |
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| Sohail
Bashir Rana |
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| Director
Technical |
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| Shaukat
Ali Sh. |
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| Gen.
Manager P.C. |
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| Dr.
Syed Amer Ali |
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| Gen.
Manager Projects |
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| Pir
Asad Iqbal |
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| Dy.
Gen. Manager R&D |
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| Pervaiz
Aslam |
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| Sr.
Manager Procurement |
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| Ch.
Abdul Ghafoor |
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| Sr.
Manager Tractor Assy. |
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| Shafaat
Ahmed |
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| Sr.
Manager Mfg./Maint. |
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| M.
Ashfaq Farooqi |
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| Sr.
Manager Dev. |
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| Jehangir
Qureshi |
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| Sr.
Manager Eng./NPA |
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| Rehan
A. Qureshi |
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| Manager
Maintenance |
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| M.
Akbar Sheikh |
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| Manager
Mfg. |
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| Athar
Zubair |
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| Manager
Projects |
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| M.
Amir Khan |
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| Manager
Research |
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| Imtiaz
Ahmad |
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| Manager
Mfg. |
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| M.
Naeem Tahir |
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| Manager
Projects |
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| Laeeq
Uddin Ansari |
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| Director
Finance |
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| Mian
M. Saleem |
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| Gen.
Manager Finance |
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| Javed
Munir |
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| Dy.
Gen. Manager Finance |
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| M.
Aslam Qureshi |
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| Sr.
Manager Corporate Affairs |
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| Tariq
Masood |
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| Sr.
Manager Data Processing |
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| Farogh
Iqbal |
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| Sr.
Manager Data Processing |
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| Masood
A. Chaudhry |
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| Manager
Accounts |
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| M.
Pervaiz Butt |
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| Manager
Budget & MIS |
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| Rustam Ali |
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| Manager
Finance |
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| Javed
Akbar Gill |
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| Manager
Data Processing |
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| Latif
Khalid Hashmi |
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| Director
Marketing |
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| Bashir
A. Chaudhry |
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| Gen.
Manager Marketing |
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| Idrees
Zubair |
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| Sr.
Manager Sales |
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| Ahsan
Imran |
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| Sr.
Manager Multi App. |
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| Mansoor
Abbasi |
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| Sr.
Manager Service |
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| M.A.
Kakakhail |
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| Manager
Parts |
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| Nasim
A. Sindhu |
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| Manager
Reg. Off. Multan |
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| M. Akram |
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| Manager
Reg. Off. Islamabad |
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| Mubashar
Iqbal |
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| Gen.
Manager Admn./Pur. |
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| Zaair
Farid Shah |
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| Sr.
Manager Admn./Pers. |
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| Mian
M. Anwar |
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| Manager
Purchase |
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| S.
Imtiaz Ali |
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| Manager
Reg. Off. Karachi |
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| Saif-ur-Rehman |
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| Manager
Reg. off. Karachi |
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| Shahid
S. Toor |
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| Sr.
Manager Q.C. |
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| M.
Anwar Chaudhry |
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| Manager
Q.C. Assy. |
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| Abdul
Razzak |
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| Manager
Q.C. BOF |
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| M.
Aslam Khokhar |
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| Dy.
Gen. Manager HRD |
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| Abdul
Qayyum Butt |
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| Manager
HRD |
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| S.R.
Bokhari |
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| Gen.
Manager SA & CP |
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| NOTICE
OF MEETING |
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| Notice
is hereby given that 34th |
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| Annual
General Meeting of |
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| Millat
Tractors Limited will be held |
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| at
the Company's Registered Office, |
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| 9
K.M. Sheikhupura Road, Shahdara, |
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| Lahore,
on Wednesday, December |
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| 24,
1997 at 12 Noon to transact the |
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| following
business: |
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| 1.
ORDINARY BUSINESS |
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| i)
To confirm minutes of the 33rd |
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| Annual
General Meeting. |
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| ii)
To receive, consider and adopt |
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| the
audited accounts of the |
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| Company
for the year ended |
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| June
30, 1997 together with the |
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| Directors'
and Auditors' |
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| Reports
thereon. |
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| iii)To
approve payment of cash |
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| dividend
at the rate of Rs. 7.50 |
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| per
share (75%). |
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| iv)
To appoint auditors and fix their |
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| remuneration
for the year |
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| ending
June 30, 1998. The |
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| present
joint auditors Messrs |
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| Ilyas
Saeed & Co., Chartered |
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| Accountants
and Messrs Ford, |
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| Rhodes,
Robson, Morrow, |
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| Chartered
Accountants, |
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| retire
and are eligible for |
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| re-
appointment. |
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| v)
To elect nine directors for a |
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| period
of three years. The |
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| retiring
directors are:- |
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| Mr.
Sikandar Mustafa Khan, |
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| Mr.
Latif Khalid Hashmi, |
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| Mr.
Sohail Bashir Rana, |
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| Mr.
Laeeq Uddin Ansari, |
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| Mian
Muhammad Saleem, |
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| Mr.
S.R. Bokhari, Rana |
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| Muhammad
Siddique & |
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| Mr.
A.K.M. Sayeed. |
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| The
Board of Directors in their |
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| meeting
held on Nov. 10, 1997, |
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| has
decided that the Board |
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| would
consist of nine elected |
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| directors. |
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| 2.
SPECIAL BUSINESS |
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| To
approve investment of Rs. 2.03 |
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| lac
in Bolan Castings Ltd. by |
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| passing
the following resolution: |
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| "RESOLVED
that an |
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| investment
of Rs. 2.03 lac by |
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| way
of acquisition of 25,000 |
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| ordinary
shares of Rs. 10/- each |
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| of
Bolan Castings Limited be |
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| and
is hereby approved." |
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| 3.
ANY OTHER BUSINESS |
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| To
transact any other business with |
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| the
permission of the Chair. |
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| Notes |
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| 1.
The share transfer books of the |
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| Company
will remain closed from |
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| Dec.
5, 1997 to Dec. 24, 1997 |
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| (both
days inclusive) and no |
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| transfer
will be accepted during |
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| this
period. The members whose |
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| names
appear in the register of |
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| members
as at the close of business |
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| on
December 4, 1997 will qualify |
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| for
the payment of cash dividend. |
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| 2.
A member entitled to attend and |
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| vote
at this meeting may appoint |
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| another
member as his/her proxy |
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| to
attend the meeting and vote for |
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| him/her.
Proxies in order to be |
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| effective
must be received by the |
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| Company
not less than 48 hours |
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| before
the meeting. |
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| 3.
Any proposal for the election of |
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| Directors,
as aforesaid, must reach |
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| the
Company Secretary at |
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| Millat
Tractors Limited, 9 K.M. |
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| Sheikhupura
Road, Shahdara, |
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| Lahore,
at least fourteen days |
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| before
the meeting. |
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| 4.
Shareholders are requested to |
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| notify
the change of address, if |
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| any,
immediately. |
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| STATEMENT
U/S 160 OF THE |
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| COMPANIES
ORDINANCE, 1984 |
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| In
order to broaden equity base of |
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| the
Company in its subsidiary, Bolan |
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| Castings
Ltd., the Company has |
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| purchased
25,000 shares of Bolan |
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| Castings
Ltd. through Karachi Stock |
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| Exchange
@Rs. 8.13 per share. |
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By order of the Board |
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| Lahore: |
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Mian Muhammad Saleem |
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| Dec.
2, 1997 |
Company Secretary |
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| DIRECTORS'
REPORT TO THE SHAREHOLDERS |
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| Your
directors feel pleasure in submitting their 34th report together with the
audited |
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| accounts
of the company for the year ended June 30, 1997. |
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| APPROPRIATIONS |
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| Your
directors recommend the payment of cash dividend at the rate of Rs. 7.50 per
share |
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| (75%)
out of the profits available for appropriations. Accordingly, the following |
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| appropriations
have been made: |
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| ACCOUNTS |
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|
Rupees |
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|
in thousands |
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| Profit
before taxation |
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97,399 |
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| Less:
Taxation |
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31,543 |
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---------- |
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| Profit
after taxation |
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65,856 |
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| Add:
Unappropriated profit brought forward |
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219 |
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---------- |
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| Profit
available for appropriations |
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66,075 |
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| Less:
Appropriations |
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| Transfer
to general reserves |
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6,000 |
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| Proposed
dividend @75% |
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60,070 |
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---------- |
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66,070 |
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---------- |
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| Unappropriated
profit carried forward |
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5 |
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========== |
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| DIRECTORS |
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| Mr.
Omer Mahmood Rana, a Director on the Board of Directors of the Company,
ceased to hold office |
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| of
directorship w.e.f. December 11, 1996 pursuant to Section 205 of the
Companies Ordinance, 1984 and |
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| Article
96(i) of the Articles of Association of the Company after having exhausted
his |
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| share
holding in the Company. |
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| Mr.
S.M. Tanvir was coopted nominee director of Muslim Commercial Bank Ltd.
w.e.f. |
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| November
10, 1997 in place of Mian Muhammad Mansha who had earlier resigned from the
Board of |
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| Director
of the Company in pursuance of Article 76 of the Articles of Association of
the Company. |
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| The
Board of Directors in their meeting held on Nov. 10, 1997 has decided that
the Board would consist |
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| of
nine elected directors. As such, nine directors are to be elected in the |
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| 34th
Annual General Meeting for a period of three years in place of the following
directors who were elected |
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| at
the 31st Annual General Meeting held on December 24, 1994; |
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| Messrs
Sikandar Mustafa Khan, Latif Khalid Hashmi, Sohail Bashir Rana, Laeeq Uddin
Ansari, |
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| Mian
Muhammad Saleem, S.R. Bokhari, A.K.M. Sayeed, Rana Mohammad Siddique and Omer
Mahmood Rana. |
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| AUDITORS |
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| The
present joint auditors Messrs Ilyas Saeed & Company, Chartered
Accountants, and Messrs Ford, |
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| Rhodes,
Robson, Morrow, Chartered Accountants, retire and are eligible for
re-appointment. |
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| CHAIRMAN'S
REVIEW |
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| Your
directors endorse the contents of the Chairman Review dealing with the
Company affairs which are |
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| included
in his Review and form part of the Director's Report. |
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| PATTERN
OF SHAREHOLDING |
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| The
pattern of shareholding is annexed. |
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| For
and on behalf of the Board |
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|
| Sikandar
Mustafa Khan |
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| Chairman
& Chief Executive |
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| CHAIRMAN'S
REVIEW |
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| Dear
Shareholders: |
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| I
feel pleasure to welcome you to |
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| the
34th Annual General Meeting of |
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| the
Company and present audited |
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| accounts
and my review of |
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| operations
for the year ended |
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| June
30, 1997. |
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| MARKETING |
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| The
year 1996-97 turned out to be |
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| an
unfavourable year for the |
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| engineering
industry in general and |
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| for
the tractor industry in particular. |
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| In
the wake of Awami Tractor |
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| Scheme
under which import of CBU |
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| tractors
was allowed free of duty |
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| and
taxes, the local tractor Industry |
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| was
badly affected. As such, loaning |
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| for
local tractors was slashed down |
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| drastically
and overall tractor |
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| booking
recorded a decline of 42% |
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| from
14,419 tractors in 1996 to 8,294 |
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| tractors
in 1997. Total Industry sale |
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| was
recorded at 10,145 units |
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| compared
to previous year's sale of |
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| 16,286
units. Your Company could |
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| thus
manage to achieve a sale of |
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| 5,460
units against 9,628 units sold |
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| during
the previous year registering |
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| a
shortfall of 43%. On the basis of |
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| orders
booked, your Company, |
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| however,
attained 60% market share |
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| which
is slightly improved over |
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| previous
year. |
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| During
the year under review, the |
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| Government
policies were highly |
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| unfavourable
to the indigenous |
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| tractor
industry. While all kinds of |
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| concessions
in duties and taxes were |
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| allowed
to the importers of CBU |
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| tractors,
the local industry was |
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| subjected
to both custom duty and |
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| sales
tax. The preferential treatments |
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| provided
to the importers and non |
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| availability
of adequate funds for |
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| the
local tractor, the production had |
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| to
be drastically curtailed to give |
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| rise
to unfavourable economies of |
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| scale.
The prevailing uncertain |
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| conditions
and declining profitability |
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| thus
forced us and the vending |
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| industry
to abandon their further |
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| investment
plans which were |
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| intended
for quality improvements |
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| and
increased local content. |
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| Nevertheless,
because of its high |