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Atlas Investment Bank Limited
Annual Report 1998
Mission Statement
Attain leadership in Investment Banking by effectively fulfilling
the needs of our clients through an efficient use of our human
resources, and owners' capital in the market place. Maximize return
to the shareholders with 'due consideration to our social
responsibility.
Contents
Company Information
Notice of Meeting
Directors' Report
Chairman's Review
Financial Highlights
Graphical Presentation
Atlas Group Companies
Auditor's Report to the Members
Balance Sheet
Profit and Loss Account
Statement of Sources and Application of Funds
Notes to the Accounts
Pattern of Shareholding
COMPANY INFORMATION
BOARD OF DIRECTORS
Mr. Yusuf H. Shirazi
(Chairman)
Mr. Saquib H. Shirazi
(Chief Executive)
Directors
Mr. Frahim All Khan
Mr. GM.Z. Khan (representing Asian Development Bank)
Mr. M. Okuda (representing The Bank of Tokyo-Mitsubishi, Ltd.)
Mr. M. F. W. Zijsvelt (representing Asian Development Bank)
Mr. Sherali Mundrawala
Mr. T. Miyazaki (representing The Bank of Tokyo-Mitsubishi, Ltd.)
Mr. Wusooq Khaleeli (representing National Investment Trust Ltd.)
Mr. Safdar Kazi
(Company Secretary)
GROUP EXECUTIVE COMMITTEE
Mr. Yusuf H. Shirazi
(Chairman)
Mr. Jawaid Iqbal Ahmed
Mr. Frahim Ali Khan
Mr. Iftikhar H. Shirazi
Mr. Aamir H. Shirazi
Mr. Saquib H. Shirazi
Mr. Amjad Hussain
(Secretary)
GROUP PERSONNEL COMMITTEE
Mr. Yusuf H. Shirazi
(Chairman)
GROUP AUDIT COMMITTEE
Mr. Sanaullah Qureshi
(Chairman)
AUDITORS
Ford, Rhodes, Robson, Morrow
(Chartered Accountants)
LEGAL ADVISORS
Mohsin Tayebally & Co.
BANKERS
The Bank of Tokyo-Mitsubishi, Ltd.
Emirates Bank International PJSC
Muslim Commercial Bank Ltd.
Deutsche Bank A.G.
National Development Finance Corporation
REGISTERED OFFICE & HEAD OFFICE
1st Floor, Emirates Bank Building,
14 Egerton Road, Lahore.
Telephone: (92-42) 6366170-74
Fax: (92-42) 6366175
KARACHI BRANCH
Ground Floor, Federation House
Shahrah-e-Firdousi, Main Clifton, Karachi
Telephone: (92-21)5832292-93, 5863983
Fax: (92-21) 5863984
ISLAMABAD BRANCH
2nd Floor, Saudi Pak Towers
Blue Area, Islamabad
Telephone: (92-51) 824468, 270964
Fax: (92-51) 821377
BROKERAGE HOUSE
Room No. 203, Lahore Stock Exchange Building
19, Khayaban-e-Iqbal, Lahore
Telephone: (92-42) 6311380, 6372110, 6375922, 6375066
Fax: (92-42) 6375877
NOTICE OF MEETING
NOTICE IS HEREBY GIVEN that the Seventh Annual General Meeting of Atlas Investment Bank Limited will
be held at 10:00 a.m. on Tuesday, December 29, 1998 at the Registered Office of the Company at First Floor,
Emirates Bank Building, 14 Egerton Road, Lahore to transact the following business:
Ordinary Business
1. To confirm the minutes of the Extraordinary General Meeting held on July 15, 1998.
2. To receive, consider and adopt the Audited Accounts of the Company together with the Directors' and
Auditors' Report thereon for the year ended June 30,1998.
3. To appoint Auditors and to fix their remuneration for the year 1998-99. M/s Ford, Rhodes, Robson,
Morrow, Chartered Accountants, the present auditors retire and being eligible, offer themselves for
reappointment.
4. To transact any other business with the permission of the Chair.
Special Business
5. To approve the remuneration of the Chief Executive.
A statement under section 160 of the Companies Ordinance 1984 pertaining to the Special Businesses referred to
above is annexed to this Notice of Meeting.
By order of the Board
Safdar Kazi
Lahore: November 16, 1998 Company Secretary
Notes:
1. The Share Transfer Books of the Company will remain closed from December 22, 1998 to December 29,
1998 (both days inclusive).
2. A member entitled to attend and vote at this meeting may appoint another person as his/her proxy to
attend and vote on his/her behalf. Proxies in order to be effective must be received at Company's Registered
Office not later than 48 hours before the holding of the meeting.
3. The members are requested to please communicate to the company any change in their addresses.
STATEMENT UNDER SECTION 160 OF THE COMPANIES ORDINANCE, 1984
Approval is being sought for the annual increase in the remuneration of the Chief Executive working full time with
the company. The Chief Executive holds 11.09 % shares of the company.
DIRECTORS' REPORT
Your Directors have pleasure in submitting the Seventh Annual Report of the Company together with the Audited
Accounts and the Auditor's Report thereon for the year ended June 30, 1998.
Financial results are as follows:
Year ended Year ended
June 30, June 30,
1998 1997
Rupees Rupees
Profit for the year before tax 7,936,375 10,166,459
Taxation 175017000 838,000
---------- ----------
Profit after taxation 6,435,375 9,328,459
Unappropriated profit brought forward 31,830,949 26,014,490
---------- ----------
Profit available for appropriations 38,266,324 35,342,949
Appropriations:
Special Reserve 1,288,000 1,866,000
Reserve for Contingencies 30,000,000 1,646,000
---------- ----------
Unappropriated profit carried forward 6,978,324 31,830,949
---------- ----------
Earnings per share 0.57 0.83
========== ==========
Chairman's Review
The accompanying Chairman's Review deals with the performance of the company during the year and future
outlook. The Directors of the company endorse the contents of the review.
Pattern of Shareholding
The pattern of shareholding is annexed.
Auditors
The present auditors, Messrs. Ford, Rhodes, Robson, Morrow, Chartered Accountants retire and being eligible
offer themselves for reappointment.
For and on behalf of the
Board of Directors
Yusuf H. Shirazi
Lahore: November 16, 1998 Chairman
CHAIRMAN'S REVIEW
I have the pleasure to present the Seventh Annual Report and review of
performance of your bank for the year ended June 30, 1998.
THE ECONOMY
The year under review was full of challenges on both the domestic and
international fronts. On the domestic front, the country faced
constitutional issues of extraordinary nature which affected the flow
of normal economic activity. On the international front, foreign
investment was affected - partly due to the internal situation and mainly
due to the economic crises affecting Latin American, Russian and the
South East Asian countries' economies resulting into the shying away
of investment 'from the international capital markets.
On the other hand, Pakistan's economic performance over the last few
years has been marked by a deceleration in economic activity,
deterioration in budgetary and current account deficits and inflation.
In order to reinvigorate economic growth the Government took some measures. It introduced economic reforms
based on both supply and demand side economics. To improve revenue collection, general sales tax regime was
relaunched at the retail level which partially increased the 'Tax Net'. The effect of these policy measures will
however take some time to yield the desired results.                                                                 ¢::~:::::
Towards the year end, Pakistan opted for nuclear detonation on 28th May 1998 following India's nuclear tests on
11th May 1998. It led to economic sanctions by the developed countries. The international lending agencies            ¢'~¢~
discontinued new loans. In a period that followed, foreign currency accounts were frozen, rupee was devalued by
4.4% making it 14. i % for the full fiscal year and a two-tier foreign exchange regime was introduced. The level            5::;:::~:ii:i
of uncertainty became alarmingly higher. The private sector, which had obtained foreign debts, was unclear on             ~
whether conversion of their loan installments would be allowed at their due dates.
Despite the worsening situation, the economic indictors for the year were quite satisfactory. The GDP grew by
5.4% as against l.3% last year, agricultural sector grew by 5.9% and the manufacturing sector by 7.0%.. The
large-scale manufacturing sector registered a growth of 6.2%. The transport and communication sector recorded
a growth of 8.8%. Fixed investment increased by 6.5% and national savings increased to 15% of GNP from the
11.3% of last year.
THE INDUSTRY
The Investment Banking industry has overall suffered in the last year. The stock market suffered with the KSE
100 index declining from 1593 at the start of the year to 880 at the end. This resulted in the erosion of book
values. Extension of loans against foreign currency deposits as collateral also suffered ever since the freezing of
FC accounts. This being one of the sources of cheap funds available to investment banks, their costs show an             ~~
upward trend. The slow down in economy narrowed the range of sectors in which the investment banks could
conduct profitable business.
THE BANK
The bank followed the traditional cautious and conservative approach during the year. It disbursed only Rs.36
million for long term projects from its IFC line. In view of the ever declining stock market values, your management
reduced its holding by Rs. 52.4 million by the end of June 98 and by Rs. 49.7 million subsequent to the year end.
The brokerage house continued to make strides showing a growth of 30.6% in gross income. The bank was able            :~;~:~:::
to recover Rs. 10 million from the income tax department as refund of advance payment of tax. However it had to
make a further advance tax payment of Rs. 16 million thus increasing its receivable to Rs. 25 million. In uncertain
market conditions the bank laid emphasis to preserving its liquidity and kept a vigilant watch on its activities and
maintaining a vigilant watch on its risk assets.
OPERATIONAL RESULTS
During the year ended June 30, 1998, the total revenues of the bank declined by 10.47% to Rs. 300.12 million in
1997-98 from Rs. 335.22 million in 1996-97. This decline has been occasioned due to the poor performance of the
stock market as less than anticipated dividends were received. Exchange gains have also recorded lower than last
year as the draw down of IFC line was completed during the year. Gross incomes in all other areas have registered
reasonable growths. The drop in gross income has been compensated somewhat by a decline in the cost of funds
by 21.98% to Rs. 225. l0 million in 1997-98 from Rs. 288.54 million in 1996-97. This decline in cost of funds was
mainly due to better management of resources.
As the bank has been at almost full gearing allowed by SBP prudential regulations, the total balance sheet size has
increased marginally in 1997-98 to Rs. 1,839.38 million from Rs. 1,784.42 million in 1996-97. Collectively the
long term loans and deposits have risen to Rs. 1,589.11 million from Rs. 1,526.40 million in 1996-97. Loans,
advances and finances have risen to Rs. 1,000.10 million from Rs. 960.34 million in 1996-97.
FUTURE OUTLOOK
As the issues with the multilateral agencies are resolved at the national level, it can be expected that capital market
reforms and banking reforms will be pushed through. This, it is hoped will give rise to a more secure future to the
banking sector. The government should give maximum support to the banking sector to eradicate the menace of
default. With the issuance of the revised scheme of Dollar bonds, it would appear that the FCAs matter would be
resolved and the investment banks will find an avenue for future business. On the other hand, the sources of long
term and medium term funds have narrowed. The move to correct the situation pertaining in Karachi the financial
hub of Pakistan, will go a long way to boost the confidence level of the business community.                              ~.
(Great are those who do things impossible)
YEAR 2000 COMPLIANCE
We are pleased to report that except our shares and brokerage operation systems, all our computer systems are year
2000 compliant. Efforts are underway to correct these systems and they would be year 2000 compliant by mid 1999.
ATLAS GROUP PERFORMANCE                                                           ~
The Atlas Group of which your company is a constituent member, jealously guards its brand equity which represents
good management practices, ethical standards, and quality of goods and services provided to its customers. The
Group enioys an excellent image in government, business and social circles, both nationally and internationally.
The Atlas Group is diversified and has operations in engineering, financial services, trading, office equipment and
information technology. It consists of seven public limited companies quoted on the stock exchanges in Pakistan
and eight private limited companies. Atlas shareholders' equity has grown to about Rs.2.5 billion over the years;
assets have increased to over Rs.8 billion, and sales revenue crossed the Rs.8 billion mark. The Group paid taxes
of Rs. 2.2 billion being 27.5% of the total turnover of the Group. More than 50% of employees numbering 2700
pay taxes on their income and wealth.
The total paid up capital of the seven listed companies stood at Rs.944 million and free reserves and surplus at
Rs. 1.11 billion. The total equity of listed companies stood at Rs.2.05 billion as at June 30,1998. The net worth
value of a Rs. 10 share works out at Rs.21.77. Out of these seven companies, two companies have been rated 'A+'
and three 'A' by the credit rating and other evaluating agencies.
The seven listed companies, set up at different times - the earliest in 1963 with a paid up capital of Rs.2.00 million
and the latest in 1993 with a paid up capital of Rs.400.00 million - have paid cash dividend of Rs.287 million and
bonus of Rs.208 million (market value Rs.435 million).
Your Company was set up in 1991 with a paid up capital of Rs. 100 million which has now grown to Rs. 112.5
million. The total equity at Rs. 178.91 million includes reserves and un-appropriated profit of Rs.66.41 million.
HUMAN RESOURCES
Reliance on human resource has been the hallmark of the Atlas Group since its inception. Investment on Human
Resource Development is considered a prudent investment for all times to come. Education, training and grooming
of employees for higher positions is a normal feature with the Group.
To cope up with the growing needs of the Group, a permanent cell has been established at the Corporate Office for
human resource development. A full time Director assists the Group Personnel Committee which is headed by the
Group President and Chairman. The Committee actively works for improving staff service rules, staff compensation,
and career planning to make them more competitive and attractive for the employees, Compensation based on job
evaluation and performance appraisal is now all the more a determining factor for the performance bonus and the
employees motivation.
CHANGES IN THE BOARD
Mr. Kengi Nakagawa representing The Bank of Tokyo - Mitsubishi Ltd. upon transfer from Pakistan resigned from
the Board. He was replaced by the incoming General Manager of The Bank of Tokyo - Mitsubishi, Ltd. Mr.
Masanori Okuda. Mr. Akira Seki representing the Asian Development Bank also upon transfer from Pakistan
resigned from the Board. Mr. M.F.W. Zijsvelt, nominated by the Asian Development Bank replaced him.
I would like to take this opportunity to place on record my appreciation of the valuable contribution made by Mr.
Kengi Nakagawa and Mr. Akira Seki in running the affairs of the bank. I welcome Mr. Okuda and Mr. Zijsvelt on
the Board of your bank and look forward to their help and future guidance in the running of the bank.
ACKNOWLEDGMENTS
On behalf of the Board, I thank the Executive Committee of the Atlas Group, The Bank of Tokyo - Mitsubishi,
Ltd. and The Asian Development Bank for the support they provided during the period. Thanks are also due to the
State Bank of Pakistan for its guidance and support and to our valuable clients and various financial institutions in
reposing confidence in your bank. I also wish to thank the Chief Executive and his team for their hard work,
devotion and commitment in carrying out their responsibilities.
Lahore: November 16, 1998 YUSUF H. SHIRAZI
FINANCIAL HIGHLIGHTS (1991- 1998)
Rs in million
1991 1992 1993 1994 1996 1997 1998
Paid up Capital                       100.00 100.00 100.00 100.00 100.00 112.50 112.50
Reserves & Surplus 4.30 9.41 26.92 47.39 63.15 59.98 66.42
TOTAL SHAREHOLDERS' EQUITY 104.30 109.41 126.92 147.39 163.15 172.48 178.92
Long Term Deposits - - - - 223.19 185.02 198.74
Long Term Loans - - - - - 141.47 203.26
Liabilities against assets subject 2.30 1.53 0.70 - - - -
to lease finance
TOTAL LONG TERM LIABILITIES 2.30 1.53 0.70 - 223.19 326.49 402.00
Current maturity of long term loans - - - - - - 29.04
Short term borrowing - 50.00 - - - 23.87 20.00
Deposits 170.37 475.99 770.35 1,241.54 1,115.38 1,199.92 1,158.07
Accrued Expenses & Other Liabilities 3.64 19.35 44.91 63.83 62.15 61.66 51.80
Taxation 3.30 2.25 1.34 - - - -
Liabilities against deposit subject to lease finance 0.43 0.67 0.84 0.69 - - -
TOTAL CURRENT LIABILITIES 177.74 548.26 817.44 1,306.06 1,177.53 1,285.45 1,258.91
TOTAL LIABILITIES 180.04 549.79 818.14 1,306.06 1,400.72 1,611.94 1,660.91
TOTAL EQUITY & LIABILITIES 284.34 659.20 945.06 1,453.45 1,563.87 1,784.42 1,839.83
Tangible Fixed Assets 6.27 6.14 6.39 8.28 14.57 15.32 14.23
Long Term Finances 3.66 155.59 136.86 294.19 187.52 333.01 354.93
Room & Card - - - - 11.50 17.50 17.50
Long Term Deposits & Deferred Cost 1.83 1.21 0.63 0.32 16.00 16.21 13.55
Investment in Shares/Certificates - - - - 137.72 134.44 57.16
TOTAL LONG TERM ASSETS 11.76 162.94 143.88 302.79 367.31 516.48 457.37
Short Term Finances - - 326.65 262.63 160.24 180.04 183.29
Loans & Advances 249.40 420.36 400.83 730.65 766.68 777.92 818.32
Short Term Investments - 39.67 - - 41.15 75.77 189.06
Income Tax Recoverable - - - 12.03 58.27 21.19 25.21
Accrued Income & Other Receivables 7.53 25.64 57.15 93.05 144.04 137.69 114.53
Cash & Bank Balances 15.65 10.59 16.55 52.30 26.18 75.33 52.05
TOTAL CURRENT ASSETS 272.58 496.26 801.18 1,150.66 1,196.56 1,267.94 1,382.46
TOTAL ASSETS 284.34 659.20 945.06 1,453.45 1,563.87 1,784.42 1,839.83
OPERATING RESULTS
Total Income        20.17 79.69 146.03 246.60 473.82 335.22 300.12
Total Expenditure 12.23 70.66 121.52 214.60 450.80 325.06 292.19
Profit before taxation 7.94 9.03 24.51 32.00 23.02 10.16 7.93
Profit after taxation 4.30 5.11 17.51 20.46 15.77 9.33 6.44
Earnings per Share 0.43 0.51 1.75 2.05 1.05 0.83 0.57
Breakup Value of Share                        10.43 10.94 12.69 14.74 16.32 15.33 15.90
Return on Equity 4.12% 4.67% 13.80% 13.88% 6.44% 5.41% 3.60%
Note: Amounts for the years 1991 - 94 are as on December 31. Amounts for the years 1996-98 are as on June 30, are as on June 30.
Operating results for all years are for 12 months except 1996 which are for 18 months.
ATLAS GROUP COMPANIES
Year of Establishment
Acquisition*
Shirazi Investments (Pvt) Ltd. 1962
Atlas Honda Ltd. 1963
Atlas Battery Ltd. 1966
Shirazi Trading Co.(Pvt) Ltd. 1973
Atlas Warehousing (Pvt) Ltd. 1979
Atlas Office Equipment (Pvt) Ltd. 1979*
Muslim Insurance Co. Ltd. 1980*
Allwin Engineering Industries Ltd. 1981*
Atlas Lease Ltd. 1989
Atlas Investment Bank Ltd. 1990
Honda Atlas Cars (Pakistan) Ltd. 1993
Honda Atlas Services (Pvt) Ltd. 1994
Atlas Information Technology (Pvt) Ltd. 1996
Total Atlas Lubricants Pakistan (Pvt) Ltd. 1997
Honda Atlas Power Products (Pvt) Ltd. 1997
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed Balance Sheet of Atlas Investment Bank Limited as at June 30, 1998 and the
related Profit and Loss Account and Statement of Sources and Application of Funds, 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 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 according to the explanations given to us, the
Balance Sheet, Profit and Loss Account and the Statement of Sources and Application of Funds, together
with the notes forming part 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 June 30, 1998 and of the profit and the change