| The Crescent Textile Mills Limited |
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| Annual
Report 1998 |
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| CONTENTS |
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| Company
Information |
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| Notice
of Annual General Meeting |
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| Directors'
Report to the Shareholders |
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| Chairman's
Review |
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| Pattern
of Shares Holding |
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| Auditors'
Report to the Members |
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| Balance
Sheet |
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| Profit
& Loss Account |
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| Statement
of Funds |
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| Notes
to the Accounts |
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| COMPANY
INFORMATION |
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| BOARD
OF DIRECTORS |
|
| MR.
MUHAMMAD ANWAR (CHAIRMAN & CHIEF EXECUTIVE) |
|
| MR.
ALTAF M. SALEEM |
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| MR.
HUMAYUN MAZHAR |
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| MR.
KHALID BASHIR |
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| MR.
MUHAMMAD ARSHAD |
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| MR.
NASlR SHAFI |
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| MR.
NASlM BEG (NOMINEE: NIT) |
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| CORPORATE
SECRETARIES |
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| MR.
ZAHEER A. SHAIKH |
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| MR.
RASHID SADIQ |
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|
| AUDITORS |
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| RIAZ
AHMAD & COMPANY |
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| CHARTERED
ACCOUNTANTS |
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| BANKERS |
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| ABN
AMRO BANK |
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| ALLIED
BANK OF PAKISTAN LIMITED |
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| EMIRATES
BANK INTERNATIONAL PJSC |
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| HABIB
BANK LIMITED |
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| MUSLIM
COMMERCIAL BANK LIMITED |
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| NATIONAL
BANK OF PAKISTAN |
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| UNITED
BANK LIMITED |
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| REGISTERED
OFFICE |
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| 83,
BABAR BLOCK, |
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| NEW
GARDEN TOWN, |
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| LAHORE |
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| HEAD
OFFICE & MILLS |
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| SARGODHA
ROAD, |
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| FAISALABAD |
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| LIAISON
OFFICE |
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| SIDCO
AVENUE CENTRE, |
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| 264
R.A. LINES, STRATCHEN 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 Forty Ninth Annual General Meeting of the
shareholders of |
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| THE
CRESCENT TEXTILE MILLS LIMITED will be held at the
Registered Office of the Company, |
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| 83-Babar
Block, New Garden Town, Lahore on Wednesday the March 31, 1999 at 11:30 a.m.
to |
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| transact
the following business:- |
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| 1.
To receive and adopt Audited Accounts of the Company for the year ended
September 30, 1998 |
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| together
with the Directors' and Auditors' Reports thereon. |
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|
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| 2.
To approve, as recommended by the Directors, the payment of 12.5% cash
dividend and issue of 5% |
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| Bonus
shares in the ratio of one Bonus share for every twenty existing shares. |
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|
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| 3.
To appoint Auditors and fix their remuneration. The present Auditors M/s.
Riaz Ahmad & Company, |
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| Chartered
Accountants being eligible, offer themselves for re-appointment. |
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|
| 4.
To elect seven Directors of the Company, as fixed by the Board for a period
of three years commencing |
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| from
May 17, 1999 in accordance with the provisions of the Companies Ordinance,
1984 in place of |
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| retiring
Directors namely. |
|
|
| 1.
Mr. Altaf M. Saleem |
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2. Mr. Humayun Mazhar |
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| 3.
Mr. Khalid Bashir |
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4. Mr. Muhammad Anwar |
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| 5.
Mr. Muhammad Arshad |
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6. Mr. Nasir Shafi |
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| 7.
Mr. Nasim Beg |
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| All
retiring directors shall be eligible to offer themselves for re-election. |
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| PARTICIPATION
IN THE ANNUAL GENERAL MEETING: |
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| A
member eligible to attend and vote at this Meeting may appoint another member
as his/her proxy to attend |
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| and
vote instead of him/her. Proxies in order to be effective must be received by
the Company at the Registered |
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| Office
not later than 48 hours before the time for holding the Meeting. |
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|
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| Any
person who seeks to contest election to the Office of Directors, whether he
is a retiring Director or |
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| otherwise,
file with the company at its Registered Office not later than fourteen days
before the date of |
|
| meeting,
a notice of his intention to offer himself for election as a Director,
together with his consent to act as |
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| a Director. |
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|
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| BOOK
CLOSURE: |
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| The
Share Transfer Books of the Company will remain closed from March 25, 1999 to
March 31, 1999 (both |
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| days
inclusive). Transfers received at the Registered Office of the Company by the
close of business on |
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| March
24, 1999 will be treated in time for the purpose of payment of cash dividend
and issue of bonus |
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| shares
to the transferees. |
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ON BEHALF OF THE BOARD |
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|
ZAHEER A. SHAIKH |
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|
CORPORATE SECRETARY |
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| REGISTERED
OFFICE: |
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| 83-Babar
Block, New Garden Town, Lahore: |
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| Phone
No. (042) 5881974-75 |
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| Fax
No. (042) 5881976 |
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| Email:
Rashid Sadiq@CresSoft.Com.pk |
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| Dated:
February 25, 1999. |
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|
| DIRECTORS'
REPORT TO THE SHAREHOLDERS |
|
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| Your
Directors are pleased to present their report and audited financial
statements together with auditors |
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| report
thereon for the year ended 30 September 1998. |
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| Your
Company's operations for the year resulted in a net after tax profit of
Rupees 183.286 million |
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| resulting
in earning per share of Rupees 4.73. |
|
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| Your
Directors recommend appropriation of profit as follows: |
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|
(RUPEES IN THOUSAND) |
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|
|
|
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|
| Profit
available for appropriation |
|
183,911 |
|
| Appropriation: |
|
|
|
| Transfer
to general reserves |
|
110,000 |
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| Transfer
to reserve for issue of bonus shares |
|
19,366 |
|
| Proposed
dividend @ 12.5% |
|
48,416 |
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|
---------- |
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|
177,782 |
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|
---------- |
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|
6,129 |
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|
========== |
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|
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| Your
Directors recommended cash dividend at the rate of 12.5% (Rupees 1.25 per
share) and issue of |
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| bonus
share at the rate of 5% of the share holding (one share for every twenty
shares held). |
|
|
| The
accompanying Chairman's Review provides details of the financial affairs and
the future prospects of |
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| the
Company. |
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|
| AUDITORS |
|
|
| The
present auditors M/s Riaz Ahmad and Company, Chartered Accountants retire and
being eligible, offer |
|
| themselves
for re-appointment. |
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|
| PATTERN
OF SHAREHOLDING |
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| The
pattern of shareholding as required by section 236 of the Companies
Ordinance, 1984 is attached to |
|
| this
report. |
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|
| YEAR
2000 COMPLIANCE |
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| The
company has taken necessary steps for the year 2000 compliance issue with
regard to the computer |
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| hardware
and software applications. All major hardware in use are year 2000 compliant.
All of our softwares |
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| have
capability of storing four digits for the millennium, 2000. |
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FOR AND ON BEHALF OF |
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|
BOARD OF DIRECTORS |
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| Karachi |
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|
(MUHAMMAD ANWAR) |
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| 25
February 1999 |
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|
CHAIRMAN & CHIEF EXECUTIVE |
|
|
|
| CHAIRMAN'S
REVIEW |
|
|
| I
am very pleased to welcome you to the 49th Annual General Meeting of the
company to |
|
| present
to you the audited Annual Accounts and Auditors' Report thereon for the
financial |
|
| year
ended 30 September, 1998. It is also great pleasure for me to announce that
the |
|
| company
has entered in its GOLDEN JUBILEE YEAR, to complete with financial |
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| close
of year on 30 September, 1998 which calls for more efforts for
improving/expanding |
|
| our
business to mark its celebrities. |
|
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| The
year under review was very much turbulent for the country, thus its economy,
due |
|
| to
crisis in country's foreign reserves. The situation further aggravated with
economic |
|
| sanctions
after the nuclear explosions in May, 98. The currency debacle of far-eastern |
|
| countries
compelled them to devalue their currencies by an unimaginably high proportion |
|
| curtailing
their imports that affected our export business with them. The Pakistani
products |
|
| could
not stay without feeling its severe pinch. On the domestic front, the
Agricultural Sector |
|
| failed
again to supply good quality cotton this year which affected very badly the
spinning |
|
| sector
of the textile industry by a lower yield and production of poorer quality
yarn that had |
|
| an
adverse effect on our costs and margin of profits. The slight devaluation of
Pak rupee |
|
| could
not counter the above impact and our yarn exports could not revive to the
envisaged |
|
| level.
However, we succeeded to maintain the export level of the last year. We could
only |
|
| maintain
exports performance of weaving and processing sectors but could not achieve
the |
|
| targeted
expanded export plans. The reduction in exports value is primarily due to |
|
| reduction
in export prices due to reasons explained above. |
|
|
| I
am glad to report that despite great uncertain economic and adverse market
conditions, |
|
| your
company had been able to earn an after the tax profit of Rs. 183.286 million
(1997: Rs. |
|
| 187.927
million) after providing Rs. 16.052 million for diminution in value of long
term |
|
| investments
for the first time. |
|
|
|
|
| The
brief run down on the facts is that net turnover decreased by Rs. 67.929
million due |
|
| to
reduction mainly in exports of finished fabrics while yarn exports maintained
their level of last |
|
| year.
Raw material cost remained at previous level due to compensation of cotton
price |
|
| increase
with price decrease of polyester fibre etc. Gross profit decreased by 9.98%
to Rs. |
|
| 515.354
million from Rs. 572.504 million in 1997 due to decrease in sales revenue
while total |
|
| cost
of sales remained at last year's level with only 0.35% decrease. Operating
expenses |
|
| increased
by 9.63% to Rs. 259.586 million from Rs 236.777 million in 1997 Other income |
|
| increased
by Rs. 48.595 million to Rs. 78.548 million due to refund of regulatory duty
on ring |
|
| spinning
frames, profit on sale of fixed assets and dividend income etc. Financial
charges |
|
| decreased
by 29.40% to Rs. 91.716 million from Rs 129.904 million in 1997 due to better |
|
| utilization
of financial resources. Other charges for the fiscal 1998 are Rs. 29.814
million which |
|
| includes
Rs. 16.052 million as provision for diminution in value of long term
investments. |
|
|
| As
a permanent feature and continuing BMR plan, we have imported blowroom lines
and |
|
| carding
machines which have been partially replaced and capitalized during the
current year |
|
| while
the installation of remaining consignment will be completed during subsequent
year. This |
|
| will
improve the yarn production and quality which will definitely contribute in
increasing the |
|
| profitability
of our spinning division during ensuing years. |
|
|
| As
mentioned in the review for the fiscal 1997, we have acquired an ongoing
project of 72 Air |
|
| jet
looms at Hattar as a wholly owned subsidiary subsequent to 30 September 1998· |
|
|
| We
have also acquired one 5.2 MW generator to replace the stand by arrangements
of |
|
| electricity
with WAPDA, which would save fixed minimum charges currently being paid to |
|
| WAPDA. |
|
|
| The
future outlook does not seem to be encouraging in view of the events taking
place. |
|
| around
the globe 9enerally and especially in our competitor countries, although our |
|
| government
is keenly watching the situation and taking appropriate action of making |
|
| policies
where-ever so required. We will however continue to make all our efforts as |
|
| usual
for good results during the ensuing years. |
|
|
|
|
| The
company continues to benefit from the efforts and dedication of all employees
for |
|
| appreciations
for them. Development and training of employees at all levels from |
|
| management
cadre and down to lower staff has always been a hi9h priority in the company, |
|
| which
returns to company in the shape of efficiency and good quality work
performance |
|
| which
makes my job easier. |
|
|
|
|
|
| Since
the nominee Director of National Investment Trust (NIT), Mr. A.K.M. Sayeed
had |
|
| tendered
his resignation, the Board wishes to place on record its appreciation for the |
|
| valuable
services and contribution made by him to the affairs of company. N.I.T.
nominated |
|
| Mr.
Nasim Beg as Director to fill the casual vacancy. On behalf of Board, I
extend a very |
|
| warm
welcome to Mr. Nasim Beg. |
|
|
|
|
| I
am grateful to the shareholders for confidence reposed in the management and
am proud to |
|
| have
come up to their expectations. I also owe my thanks to our customers, the
bankers and |
|
| all
agencies who have directly or indirectly helped us in achieving what we are
today. |
|
|
|
|
|
|
|
|
|
Thanking you, |
|
|
|
|
|
|
|
(MUHAMMAD ANWAR) |
|
|
|
CHAIRMAN & CHIEF EXECUTIVE |
|
|
|
| FIVE
YEARS' RESULTS AT A GLANCE |
|
|
|
|
Rs. in Min |
1994 |
1995 |
1996 |
1997 |
1998 |
|
|
|
|
|
|
| Paid
up Capital |
|
-do- |
241.50 |
313.18 |
335.35 |
368.88 |
387.33 |
|
| Reserves
and Surplus |
|
-do- |
606.08 |
588.82 |
640.79 |
749.07 |
865.49 |
|
| Share
Holders' Equity |
|
-do- |
847.58 |
902.00 |
976.14 |
1,117.95 |
1,252.82 |
|
| Long
Term Liabilities |
|
-do- |
468.18 |
410.12 |
457.80 |
421.08 |
691.94 |
|
| Investments |
|
-do- |
266.04 |
428.13 |
428.33 |
476.25 |
462.20 |
|
| Market
Value of Investments |
-do- |
672.62 |
615.64 |
410.68 |
480.96 |
437.40 |
|
| Current
Assets |
|
-do- |
1,041.57 |
1,152.51 |
1,647.78 |
1,674.13 |
2,052.87 |
|
| Total
Assets |
|
-do- |
2,308.54 |
2,502.23 |
2,919.69 |
2,998.77 |
3,730.94 |
|
| Turnover |
|
-do- |
3,265.48 |
3,524.06 |
3,941.40 |
3,679.32 |
3,611.39 |
|
| Cost
of Sales |
|
-do- |
2,792.25 |
3,098.82 |
3,394.93 |
3,106.82 |
3,096.04 |
|
| Gross
Profit |
|
-do- |
473.23 |
425.24 |
546.47 |
572.50 |
515.35 |
|
| Profit/(Loss)
Before Taxation |
-do- |
46.75 |
(10.29) |
90.85 |
218.72 |
213.29 |
|
| Profit
After Taxation |
|
-do- |
102.60 |
1.22 |
64.84 |
187.93 |
183.29 |
|
| Break
up Value of Rupees 10 Share |
Rupees |
35.10 |
28.80 |
29.11 |
30.31 |
32.35 |
|
| Earning
Per Share (Pretax) |
-do- |
1.94 |
(0.32) |
2.71 |
5.93 |
5.51 |
|
| Earning
Per Share (Aftertax) |
-do- |
4.25 |
0.04 |
1.93 |
5.09 |
4.73 |
|
| Gross
Profit to Sales |
|
Percent |
14.49 |
12.07 |
13.86 |
15.56 |
14.27 |
|
| Profit/(Loss)
Before Tax to Sales |
-do- |
1.43 |
(0.29) |
2.30 |
5.94 |
5.91 |
|
| Dividend
per share |
|
-do- |
- |
- |
- |
1.25 |
1.25 |
|
| Bonus issue |
|
-do- |
15 |
5 |
10 |
5 |
5 |
|
| Debt
Equity Ratio |
|
Times |
0.36 |
0.31 |
0.32 |
0.27 |
0.35 |
|
| Current
Ratio |
|
-do- |
1.08 |
0.97 |
1.11 |
1.15 |
1.18 |
|
| Financial
Charges Coverage |
-do- |
1.25 |
0.96 |
1.42 |
2.68 |
3.33 |
|
| Stock
Turnover |
|
-do- |
8.06 |
7.06 |
9.85 |
6.78 |
6.00 |
|
| Short
Term Borrowings to Sales |
-do- |
0.17 |
0.25 |
0.29 |
0.24 |
0.34 |
|
|
|
| PATTERN
OF SHARESHOLDING AS AT 30 SEPTEMBER, 1998 |
|
|
|
|
(FORM "34") |
|
|
|
|
|
| No. of |
Shareholding |
Total |
No. of |
Shareholding |
Total |
|
|
| Share- |
|
shares- |
Share- |
|
shares- |
|
|
| holders |
From |
To |
helds |
holders |
From |
To |
helds |
|
|
|
|
|
| 290 |
1 |
100 |
10,948 |
3 |
180001 |
185000 |
543,340 |
|
|
| 443 |
101 |
500 |
115,071 |
1 |
185001 |
190000 |
188,872 |
|
|
| 301 |
501 |
1000 |
211,605 |
1 |
200001 |
205000 |
203,788 |
|
|
| 558 |
1001 |
5000 |
1,280,381 |
1 |
205001 |
210000 |
206,528 |
|
|
| 188 |
5001 |
10000 |
1,293,310 |
1 |
220001 |
225000 |
222,085 |
|
|
| 71 |
10001 |
15000 |
829,802 |
1 |
225001 |
230000 |
227,430 |
|
|
| 43 |
15001 |
20000 |
749,853 |
1 |
230001 |
235000 |
233,052 |
|
|
| 21 |
20001 |
25000 |
463,669 |
1 |
245001 |
250000 |
247,027 |
|
|
| 21 |
25001 |
30000 |
569,535 |
1 |
250001 |
255000 |
254,000 |
|
|
| 13 |
30001 |
35000 |
423,204 |
1 |
255001 |
260000 |
259,372 |
|
|
| 12 |
35001 |
40000 |
455,303 |
2 |
265001 |
270000 |
530,604 |
|
|
| 9 |
40001 |
45000 |
383,196 |
1 |
290001 |
295000 |
291,152 |
|
|
| 6 |
45001 |
50000 |
280,866 |
1 |
295001 |
300000 |
295,593 |
|
|
| 5 |
50001 |
55000 |
261,127 |
2 |
300001 |
305000 |
603,437 |
|
|
| 9 |
55001 |
60000 |
514,597 |
3 |
310001 |
315000 |
934,442 |
|
|
| 5 |
60001 |
65000 |
305,636 |
1 |
320001 |
325000 |
322,228 |
|
|
| 3 |
65001 |
70000 |
199,905 |
1 |
325001 |
330000 |
325,368 |
|
|
| 3 |
70001 |
75000 |
215,211 |
1 |
345001 |
350000 |
347,187 |
|
|
| 3 |
75001 |
80000 |
236,410 |
1 |
355001 |
360000 |
355,432 |
|
|
| 3 |
80001 |
85000 |
247,192 |
1 |
360001 |
365000 |
360,841 |
|
|
| 3 |
85001 |
90000 |
264,087 |
1 |
395001 |
400000 |
399,901 |
|
|
| 2 |
90001 |
95000 |
183,055 |
3 |
420001 |
425000 |
1,265,636 |
|
|
| 2 |
95001 |
100000 |
196,344 |
2 |
430001 |
435000 |
864,870 |
|
|
| 4 |
100001 |
105000 |
415,952 |
1 |
440001 |
445000 |
440,485 |
|
|
| 5 |
105001 |
110000 |
543,917 |
1 |
525001 |
530000 |
528,208 |
|
|
| 2 |
110001 |
115000 |
221,910 |
1 |
530001 |
535000 |
531,669 |
|
|
| 3 |
120001 |
125000 |
363,211 |
1 |
700001 |
475000 |
701,298 |
|
|
| 3 |
125001 |
130000 |
381,161 |
1 |
810001 |
705000 |
811,383 |
|
|
| 3 |
135001 |
140000 |
409,716 |
1 |
930001 |
815000 |
932,002 |
|
|
| 4 |
140001 |
145000 |
569,911 |
1 |
1000001 |
935000 |
1,000,893 |
|
|
| 2 |
155001 |
160000 |
319,085 |
1 |
1270001 |
1005000 |
1,274,883 |
|
|
| 2 |
160001 |
165000 |
321,080 |
1 |
1325001 |
1275000 |
1,325,189 |
|
|
| 4 |
165001 |
170000 |
667,859 |
1 |
1385001 |
1330000 |
1,389,269 |
|
|
| 5 |
170001 |
175000 |
863,419 |
1 |
2110001 |
2115000 |
2,111,121 |
|
|
|
1 |
3435001 |
3440000 |
3,436,609 |
|
|
|
---------- |
|
---------- |
|
|
|
2095 |
|
38,732,722 |
|
|
|
========== |
|
========== |
|
|
|
|
| Categories
of Shareholders |
Number |
Shares Held |
Percentage |
|
|
|
|
|
| Individuals |
|
1999 |
22340753 |
57.68 |
|
| Investment
Companies |
|
5 |
785539 |
2.03 |
|
| Insurance
Companies |
|
6 |
1425521 |
3.68 |
|
| Joint
Stock Companies |
|
40 |
5835398 |
15.07 |
|
| Financial
Institutions |
|
12 |
5128973 |
13.24 |
|
| Others |
|
33 |
3216538 |
8.30 |
|
|
|
---------- |
---------- |
---------- |
|
| TOTAL |
|
2095 |
38732722 |
100.00 |
|
|
|
========== |
========== |
========== |
|
| Others |
|
|
| Abandoned
Property |
|
2 |
550 |
0.00 |
|
| Modarabas |
|
7 |
510533 |
1.32 |
|
| Non-
residents |
|
24 |
2705455 |
6.98 |
|
|
|
---------- |
---------- |
---------- |
|
| TOTAL |
|
33 |
3216538 |
8.30 |
|
|
|
========== |
========== |
========== |
|
|
|
| AUDITORS'
REPORT TO THE MEMBERS |
|
|
| We
have audited the annexed balance sheet of THE CRESCENT TEXTILE MILLS LIMITED
as at 30 |
|
| September
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 bur 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 30 September 1998 and of the profit and the changes in sources and
application of funds |
|
| for
the year then ended; and |
|
|
| (d)
in our opinion, Zakat deductible at source under the Zakat and Ushr
Ordinance, 1980 was deducted |
|
| by
the company and deposited in the Central Zakat Fund established under section
7 of that Ordinance. |
|
|
|
|
|
(RIAZ AHMAD & COMPANY) |
|
| FAISALABAD-25
February 1999 |
|
|
Chartered Accountants |
|
|
|
| BALANCE
SHEET AS AT 30 SEPTEMBER 1998 |
|
|
|
|
|
|
(RUPEES IN
THOUSAND) |
|
|
NOTE |
1998 |
1997 |
|
|
|
|
| SHARE
CAPITAL AND RESERVES |
|
|
|
|
|
| Authorised
share capital |
|
|
|
|
|
| 100
000 000 ordinary shares |
|
|
| of
Rupees 10 each |
|
|
1 000 000 |
1 000 000 |
|
|
|
|
========== |
========== |
|
| Issued,
subscribed and paid up share capital |
3 |
387 327 |
368 883 |
|
| Reserves |
|
4 |
859 366 |
748 444 |
|
| Unappropriated
profit |
|
|
6 129 |
625 |
|
|
|
|
---------- |
---------- |
|
|
|
|
1 252 822 |
1 117 952 |
|
|
|
|
| REDEEMABLE
CAPITAL |
|
5 |
255 327 |
13 000 |
|
| LONG
TERM LOANS |
|
6 |
93 056 |
124 649 |
|
| LIABILITIES
AGAINST ASSETS |
|
|
| SUBJECT
TO FINANCE LEASE |
|
7 |
158 403 |
159 386 |
|
| DEFERRED
INCOME ON SALE |
|
|
|
| AND
LEASE BACK OF ASSETS |
|
|
- |
221 |
|
|
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
| Current
portion of long term liabilities |
8 |
185 155 |
124 040 |
|
