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Elite Textile Mills Limited
Annual Report 1998
IN THE NAME OF ALLAH, THE BENEFICENT, THE MERCIFUL
CONTENTS
Board of Directors
Notice of Meeting
Directors' Report to the Shareholders
Auditors' Report to the Members
Balance Sheet
Profit and Loss Accounts
Statement of Changes in Financial Position
Notes to the Accounts
Shareholding Statistics
BOARD OF DIRECTORS
Ahsan M. Saleem
Amjad Mahmood
Khalid Bashir
Shams Rafi
Shaukat Shafi
Tariq Shafi (Chief Executive)
Zahid Bashir
Auditors
M. Yousuf Adil & Co.,
Chartered Accountants
Bankers
Citibank N. A.
Muslim Commercial Bank Ltd.
National Bank of Pakistan
Legal Advisers
A. K. Brohi & Co.
Ghani Law Associates
Registered Office
A-40, S.I.T.E., Manghopir Road, Karachi.
Mills
A-40, S.I.T.E., Manghopir Road, Karachi.
Head Office
3rd Floor, Finlay House,
I.I. Chundrigar Road, Karachi.
NOTICE OF MEETING
Notice is hereby given that the 47th Annual General Meeting of "ELITE TEXTILE MILLS LTD." will be
held on Wednesday the March 31, 1999, at 5.00 p.m. at the Registered Office A/40, S.I.T.E., Karachi,
to transact the following Ordinary Business.
Agenda:
Ordinary Business:
1. To confirm the Minutes of the 46th Annual General Meeting held on March 31, 1998.
2. To receive and adopt the Directors' and Auditors' Reports & Accounts for the year ended September
30, 1998.
3. To appoint Auditors for the year 1998-99 and fix their remuneration.
The present Auditors M/s. M. Yousuf Adil Saleem & Co., Chartered Accountants, being eligible,
offer themselves for re-appointment.
4. To consider any other business which may be placed before the Meeting with the permission of the
Chair.
Book Closure
The Share Transfer Books of the Company will remain closed from March 29, 1999 to April 04,
1999 (both days inclusive)
On behalf of the Board
Shaukat Shafi
Director
A/40, S.I.T.E., Manghopir Road, Karachi.
March 09, 1999
Note: Participation in the Annual General Meeting:
1. A member eligible to attend and vote at this Meeting may appoint another as his/her proxy to attend
and vote instead of him/her. Proxies in order to be effective must be received by the Company at
the Registered Office not later than 48 hours before the time for holding the Meeting.
2. Share holders are requested to immediately notify the change in address if any.
DIRECTORS' REPORT TO THE SHAREHOLDERS
The Directors of your Company are pleased to present the 47th Annual Report and audited financial statement
of the Company for the year ended September 30, 1998.
Your Company's trading for the year resulted in a pre-tax profit of Rs. 41.98 million after meeting all
operational, administrative, depreciation and other expenses.
Break up of it can be read under profit & loss account 1998.
1998
Rupees
Profit before taxation 41,985,241
Less: Provision for taxation 154,824
----------
Profit after taxation 41,830,417
Accumulated (loss) brought forward (171,562,044)
----------
Accumulated (loss) carried forward (129,731,627)
==========
The Company has ceased all its production activities from September 01, 1997 and has disposed of all
plant & machinery, portion of the land has also been sold. Considering the above fact the Auditors observe
that the Company is no more a going concern and the same they mentioned in their report.
During the year under review plant and machinery and some portion of land & building were sold resulting
in net gain of Rs. 69.72 million. Continuing efforts are being made for the sale of remaining assets.
The earning per share is Rs. 21.65.
The pattern of shareholding is provided on page 24
The present auditors M. Yousuf Adil Saleem & Co. retire and being eligible offer themselves for reappointment.
for and on behalf of the
Board of Directors.
SHAUKAT SHAFI
Director
Date: March 06, 1999
Karachi
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of Elite Textile Mills Limited as at September 30, 1998 and
the related profit and loss account and statement of changes in financial position (Cash Flow Statement),
together with the notes forming part thereof, for the year ended on that date 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) The Company has ceased all production activities from September 01, 1997 and has disposed
of major portion of plant and machinery and negotiating for sale of leasehold land with buildings
thereon. Therefore, the company is no more a going concern. Consequently adjustment required
to record assets at realizable value and classification of liabilities has not been made.
(b) in our opinion, proper books of account have been kept by the Company as required by the
Companies Ordinance, 1984;
(c) 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;
(d) in our opinion and to the best of our information and according to the explanations given
to us, except for the effect of any adjustment had the assets been taken at realizable value
and classification of liabilities in view of the matter referred to in para (a) above, the balance
sheet and profit and loss account and the statement of changes in financial position, (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 respectively give a true
and fair view of the state of the Company's affairs as at September 30, 1998 and of the loss
and the changes in financial position for the year then ended; and
(e) in our opinion, no zakat was deductible at source under the Zakat and Ushr Ordinance, 1980.
Date: March 06-1999 M. Yousuf Adil Saleem & Co.,
Karachi Chartered Accountants
BALANCE SHEET AS AT SEPTEMBER 30, 1998
1998 1997
Note Rupees Rupees
SHARE CAPITAL
Authorised
2,000,000 Ordinary shares
of Rs. 10/- each 20,000,000 20,000,000
========= =========
Issued, subscribed and paid up 3 119,320,000 19,320,000
Accumulated loss (129,731,627) (171,562,044)
---------- ----------
(110,411,627) (152,242,044)
SURPLUS ON REVALUATION OF
FIXED ASSETS 4 49,800,000 138,500,000
LONG TERM LOAN 5 - -
DEFERRED LIABILITIES
Staff gratuity - 777,737
CURRENT LIABILITIES
Short term bank borrowings 6 42,539,380 57,942,159
Short term loans 7 92,093,745 80,417,368
Current portion of long term loan - 1,796,894
Creditors, accrued and other
liabilities 8 41,319,493 92,792,776
Taxation 813,232 4,342,070
---------- ----------
176,765,850 237,291,267
CONTINGENCIES     9
---------- ----------
116,154,223 224,326,960
========= =========
FIXED CAPITAL EXPENDITURE
Operating Assets 10 511,295 160,435,233
Non Operating Assets 11 57,693,101 -
---------- ----------
58,204,396 160,435,233
LONG TERM INVESTMENTS 6,200,000 6,200,000
LONG TERM DEPOSITS 968,900 968,900
CURRENT ASSETS
Stores, spares and loose tools 13 - 6,949,714
Stock in trade - finished goods - 985,800
Trade debts 14 6,768,672 7,110,236
Loans and advances 15 1,930,999 4,931,827
Deposits and prepayments 16 11,630,625 11,459,913
Other receivables 17 29,306,242 24,025,996
Cash and bank balances 18 1,144,389 1,259,341
---------- ----------
50,780,927 56,722,827
---------- ----------
116,154,223 224,326,960
========= =========
The annexed notes from 1 to 30 form an integral part of these accounts.
PROFIT & LOSS ACCOUNT
FOR THE YEAR ENDED SEPTEMBER 30, 1998
1998 1997
Note Rupees Rupees
Sales 19 19,521,649 382,328,443
Cost of goods sold 20 18,009,991 381,378,496
---------- ----------
Gross profit 1,511,658 949,947
Trading profit 21 - 129,706
---------- ----------
1,511,658 1,079,653
Operating expenses
Administration expenses and fixed overheads 22 2,403,089 3,352,067
Selling 23 1,197,810 11,507,535
---------- ----------
(3,600,899) (14,859,602)
---------- ----------
Operating loss (2,089,241) (13,779,949)
Extra ordinary item 24 69,716,460 9,082,901
---------- ----------
67,627,219 (4,697,048)
Other income storage, handling and other 29,356 1,598,994
---------- ----------
67,656,575 (3,098,054)
Financial charges 25 (25,671,334) (44,464,372)
---------- ----------
Profit/(Loss) before taxation 41,985,241 (47,562,426)
Provision for taxation
Minimum tax/presumptive tax
Current 187,443 2,125,000
Prior year's (32,619) 1,153,270
---------- ----------
(154,824) (3,278,270)
---------- ----------
Profit/(Loss) after taxation 41,830,417 (50,840,696)
Accumulated Loss brought forward (171,562,044) (120,721,348)
---------- ----------
Accumulated loss carried forward (129,731,627) (171,562,044)
========= =========
The annexed notes from 1 to 30 form
an integral part of these accounts.
CHIEF EXECUTIVE DIRECTOR
STATEMENT OF CHANGES IN FINANCIAL POSITION
CASH FLOW STATEMENT
FOR THE YEAR ENDED SEPTEMBER 30, 1998
1998 1997
Rupees Rupees
A. CASH FROM OPERATING ACTIVITIES
Profit/(Loss) before taxation 41,985,241 (47,562,426)
Adjustment for
Depreciation 127,824 2,549,008
Gain on disposal of fixed assets (70,443,238) (9,082,901)
Provision for gratuity 82,376 2,007,082
Payment of gratuity (860,113) (5,674,090)
Financial charges 25,671,334 44,464,372
---------- ----------
Operating loss before working capital changes {3,436,576) {13,298,955)
---------- ----------
Changes in working capital
(Increase)/decrease in current assets
Stores, spares and loose tools 6,949,714 711,962
Stock in trade 985,800 16,776,466
Trade debts 341,564 3,716,752
Loans and advances 240,184 1,176,521
Deposits and prepayments (170,712) 1,403,089
Other receivables (5,280,246) (20,097,145)
Increase/(decrease) in current liabilities
Creditors, accrued and other liabilities (54,218,753) 63,967,510
---------- ----------
(51,152,449) 67,655,155
---------- ----------
Cash (used in)/generated from operations (54,589,025) 54,356,200
Financial charges paid (22,925,863) (52,339,950)
Tax paid (923,018) (3,290,923)
---------- ----------
NET CASH (USED IN) OPERATING ACTIVITIES (78,437,906) (1,274,673)
========= =========
B. CASH FROM INVESTING ACTIVITIES
Proceeds from disposal of fixed assets 83,846,250 96,790,000
Fixed capital expenditures - (2,804,280)
Long term investments - 7,000,000
Long term deposits - 10,000
---------- ----------
NET CASH FROM INVESTING ACTIVITIES 83,846,250 100,995,720
========= =========
1998 1997
Rupees Rupees
C. CASH FROM FINANCING ACTIVITIES
Repayment of long term loans (1,796,894) (3,249,000)
Decrease in short term borrowings (15,402,779) (17,500,731)
Increase/(Decrease) in short term loans 11,676,377 (78,350,399)
---------- ----------
NET CASH (USED IN) FINANCING ACTIVITIES (5,523,296) (99,100,130)
---------- ----------
Net (Decrease)/Increase in cash and bank balances (A+B+C) (114,952) 620,917
Cash and bank balances at the
beginning of the year 1,259,341 638,424
Cash and bank balances ---------- ----------
at end of the year 1,144,389 1,259,341
========= =========
CHIEF EXECUTIVE DIRECTOR
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED SEPTEMBER 30, 1998
1. STATUS AND ACTIVITIES
1.1 The company is limited by shares incorporated in Pakistan on August 21, 1951 and quoted
on the Karachi and Islamabad stock exchanges. The principal business of the Company was
manufacture and sale of yarn. The Mills is located at Sindh Industrial Trading Estate, Karachi.
1.2 A special resolution has been passed in the general meeting of members on July 10, 1997
authorizing the Board of Directors to dispose off the whole of the undertaking comprising of
land, building, plant & machinery and other fixed and current assets of the Company.
The Company has ceased all production activities from September 01, 1997 and has
disposed off major portion of plant & machinery and relieved the workers of the Company.
The Company is negotiating for sale of land with buildings thereon and other remaining
assets.
2. SIGNIFICANT ACCOUNTING POLICIES
2.1 Accounting convention
These accounts have been prepared under 'historical cost convention' except lease hold land
that has been included at revaluation.
2.2 Taxation
Provision for taxation is based on taxable income at current tax rates after taking into account
tax rebates and tax credits available, if any.
2.3 Operating fixed assets
Operating assets except leasehold land are stated at cost less accumulated depreciation.
Depreciation is charged to income applying the reducing balance method at the rates specified
in fixed assets note.
Depreciation on additions for the year is charged on the basis of whole year while no depreciation
is charged on deletion during the year.
Maintenance and normal repairs are charged to income as and when incurred. Major renewals
and improvements are capitalised.
Gains and losses on disposal of fixed assets are included in current income.
2.4 Non operating assets
These are stated at lower of book value and net realizable value.
2.5 Investments
Long term investment in shares of joint stock companies are stated at cost. Permanent diminution
in value is charged to current income.
2.6 Trade debtors
Known bad debts are written off and provision is made for debts considered doubtful.
2.7 Rates of exchange
Assets and liabilities in foreign currencies are converted into Rupees at the rates of exchange ruling
on the balance sheet date. Exchange differences are included in current income.
2.8 Revenue recognition
Sales are recorded on despatch of goods.
3. ISSUED, SUBSCRIBED
AND PAID UP CAPITAL
1998 1997 1998 1997
No. of Shares Rupees Rupees
Ordinary shares of Rs.10/=
920,000 920,000 each fully paid in cash 9,200,000 9,200,000
Ordinary shares of Rs.10/=
each issued as fully paid
1,012,000 1,012,000 bonus shares 10,120,000 10,120,000
---------- ---------- ---------- ----------
1,932,000 1,932,000 19,320,000 19,320,000
========== ========== ========== ==========
4. SURPLUS ON REVALUATION OF FIXED ASSETS
Opening balance 138,500,000 138,500,000
Realizable gain on disposal transferred