Atlas Investment Bank Limited
Annual Reports 2003
VISION
A premier financial institution that
provides the highest level of quality
customer service.
MISSION
A class investment bank effectively
fulfilling the needs of clients through
an efficient use of human resource and
owners' equity in the market place and
maximizing return to the shareholders
as part of its social responsibility.
CONTENTS
Company Information
Notice of Annual General Meeting
Performance at a Glance
Performance at a Glance - Graphical Presentation
Statement of Value Added and its Distribution
Chairman's Review
Directors' Report
Corporate Governance
Statement of Compliance with the Code of Corporate Governance
Auditors' Review Report
Auditors' Report to the Members
Balance Sheet
Profit & Loss Account
Cash Flow Statement
Statement of Changes in Equity
Notes to the Financial Statements
Pattern of Shareholding
Atlas Group Companies
COMPANY INFORMATION
BOARD OF DIRECTORS
Chairman			Yusuf H. Shirazi
President & CEO			Frahim Ali Khan
Managing Director			M. Naeem Khan
Directors			Ather Husain Medina
			Jawaid Iqbal Ahmed
			Khaleeq-ur-Rahman Khan
			Saquib H. Shirazi
			S. C. Subjally
			Sherali Mundrawala
Company Secretary			M. Naeem Khan
GROUP EXECUTIVE COMMITTEE
President			Aamir H. Shirazi
Members			Frahim Ali Khan
			Iftikhar H. Shirazi
			Jawaid Iqbal Ahmed
			Saquib H. Shirazi
Secretary			Theresa Dias
GROUP PERSONNEL COMMITTEE
Chairman			Yusuf H. Shirazi
Members			Aamir H. Shirazi
			Javed H. Malik
GROUP SYSTEMS & TECHNOLOGY COMMITTEE
Chairman			Iftikhar H. Shirazi
Members			Kashif Hafeez
			Zia Ullah Begg
Secretary			Sarfraz Hassan
AUDIT COMMITTEE
Chairman			Sherali Mundrawala
Members			Khaleeq-ur-Rahman Khan
			Saquib H. Shirazi
Chief Internal Auditor			Irfan Ibrahim Bhaiyat
Secretary			Zubair Aziz
MANAGEMENT COMMITTEE
President & CEO			Frahim Ali Khan
Managing Director			M. Naeem Khan
Head of Capital Markets			Abdul Wadood
Chief Financial Officer			Cyrus Tengra
Head of Leasing & Credit			Farooq Saleem
EXECimVE CREDIT COMMITTEE
Chairman			Frahim Ali Khan
Members			Cyrus Tengra
			Farooq Saleem
			M. Naeem Khan
			Saquib H. Shirazi
Atlas Investment Bank Limited
COMPANY INFORMATION
INVESTMENT COMMITTEE
Chairman			Frahim Ali Khan
Members			Abdul Wadood
			M. Naeem Khan
			Saquib H. Shirazi
Auditors			Ford Rhodes Sidat Hyder & Co.
			(Chartered Accountants)
Legal Advisors			Mohsin Tayebally & Co.
Tax Advisors			Ford Rhodes Sidat Hyder & Co.
			(Chartered Accountants)
Bankers			ABN AMRO Bank
			Allied Bank of Pakistan Limited
			Askari Commercial Bank Limited
			Faysal Bank Limited
			Habib Bank AG Zurich
			Habib Bank Limited
			Muslim Commercial Bank Limited
			National Bank of Pakistan Limited
			The Bank of Tokyo-Mitsubishi, Limited
			Union Bank Limited
Registered & Head Office			Ground Floor, Federation House,
			Sharae Firdousi, Clifton, Karachi
			Telephone:  (92-21) 5866817-20, 5866919-20
			Fax:  (92-21) 5870543
			E-mail: aibkhi@aibkhi.atlasgrouppk.com
Branch Offices			Lahore Office:
			2nd Floor, Ajmal House, 27-Egerton Road, Lahore
			Telephone:   (92-42) 6366170-74
			Fax:   (92-42) 6366175, 6365058
			E-mail: aiblhr@aiblhr.atlasgrouppk.com
			Islamabad Office:
			30, Mezzanine Floor, Beverly Centre,
			Blue Area, Islamabad.
			Telephone: (92-51) 2824906, 2824909
			Fax: (92-51) 2821377
			E-mail: aibisl@atlasgrouppk.com
Brokerage Houses			Room No. 428, Karachi Stock Exchange Building
			Stock Exchange Road, Karachi
			Telephone:  (92-21) 2444006-8
			Fax:  (92-21) 2444009
			Room No. 203, Lahore Stock Exchange Building
			19-Khayaban-e-Iqbal, Lahore
			Telephone:  (92-42) 6372110, 6375066, 6375877, 6375922
			Fax:   (92-42) 6311380
NOTICE OF MEETING
Notice is hereby given that the Twelfth Annual General Meeting of the members of Atlas Investment Bank
Limited will be held at 5.00 p.m., on Wednesday, October 22, 2003, at the Registered Office of the Company
at Federation House, Sharae Firdousi, Clifton, Karachi to transact the following business:
Ordinary Business:
1.        To confirm the Minutes of the Extra Ordinary General Meeting held on November 07, 2002.
2.        To receive, consider and adopt the Audited Accounts of the Company for the year ended June 30, 2003
together with the Directors' and Auditors' Report thereon.
3.        To appoint auditors and fix their remuneration for the year ending June 30, 2004. The present auditors
M/s. Ford Rhodes Sidat Hyder & Co., Chartered Accountants, retire and being eligible, offer themselves
for reappointment.
4.        To declare Cash Dividend @ 10% i.e. Re. 1.00 per share and Stock Dividend @ 10% i.e. one new share
for every ten existing shares held, as recommended by the Directors.
Special Business:
5.        To approve the remuneration of the Chief Executive Officer and Managing Director for the financial
year 2003-04.
6.        To consider and pass the attached resolutions as special resolutions approving the amendments in the
Memorandum and Articles of the Association of the Company to bring them in confirmity with the
provisions of NBFC (Establishment and Regulation) Rules, 2003 and amended Companies Ordinance, 1984.
A statement under section 160 (l)(b) of the Companies Ordinance, 1984 pertaining to the Special Business
referred to above is annexed to this Notice of Meeting.
Other Business:
7.        To transact any other business as may be placed before the meeting with the permission of the Chair.
By Order of the Board
M. Naeem Khan
Karachi: September 22, 2003                                                                       Company Secretary
Notes:
i) The Register of Members of the Company will remain closed from October 14, 2003 to October 22,
2003 (both days inclusive).
ii) 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. The instrument appointing a Proxy and the power of attorney
or other authority under which it is signed or a notarially certified copy of the power of attorney must
be received at the Registered Office of the Company duly stamped, signed and witnessed not later than
48 hours before the meeting.
iii) Shareholders whose shares are deposited with Central Depository System (CDS) are requested to bring
their National Identity Card (NIC) along with their Account Number in CDS for verification. In case of
corporate entity, the Board of Directors' resolution / power of attorney with specimen signatures of
the nominee shall be produced (unless it has been provided earlier) at the time of the meeting.
iv)       Members are requested to notify any change in their addresses immediately.
STATEMENT UNDER SECTION l60(l)(b) OF THE COMPANIES ORDINANCE, 1984.
1.        Approval is being sought for the annual increase in the remuneration of the Chief Executive Officer
and Managing Director, working whole time with the Company. Chief Executive Officer and Managing
Director are interested only in the remuneration payable to them.
2.        Alteration of the Memorandum and Articles of Association of the Company is required in accordance
with NBFC (Establishment and Regulation) Rules, 2003 and amendments of Companies (Amendment)
Ordinance, 2002.  The proposed following amendments in the Memorandum and Articles of Association
as per Appendix "I", may inter alia, enable the Company to expand and diversify its activities:
i. The Board of Directors has recommended that the Company's Memorandum and Articles of
Association be amended in order to facilitate the aforesaid purpose.
ii. The Directors of the Company have no interest in the special business and / or special resolution
save to the extent of their shareholdings and remuneration in the Company.
iii. A copy of the altered Memorandum and Articles of Association of the Company as on date and
also indicating the proposed amendment is available for inspection at the registered office of the
company from 8:30 AM to 5:00 PM on Monday to Friday and 8:30 AM to 1:00 PM on Saturday.
Appendix "I"
Alteration in the Memorandum of Association
RESOLVED "that the sub-clauses No. 1, 2, 8, 9, 11, 13 and 22 under Clause III (Objects) of the Memorandum
of Association be and are hereby substituted as follows:
1.        To carry on business as a Non-Banking Finance Company ("NBFC") as prescribed under the Companies
(Second Amendment Ordinance) 2002 and under the Non-Banking Finance (Establishment and
Regulation) Rules, 2003 and be able to engage in one or more forms of business including asset
management services, discounting services, leasing, housing finance services, investment advisory
services, venture capital investment, investment finance services and any form of business which the
Federal Government may, by notification in the official Gazette specify from time to time, subject to
acquiring the appropriate licenses for each business activity as may be required.
2.        To issue certificates of deposit or short-term paper of its own or investments of not less than thirty
days maturity subject to the conditions prescribed by these rules and any other conditions that may
be specified by the Commission from time to time.
8.        To underwrite stocks and shares, short and long term participation term certificates and other negotiable
term obligations of corporations and financial institutions, acting singly or jointly as manager, underwriter
and distributor of such issues and taking an active part in all stages of preparation for such issues either
public issues or private placement.
9.        To manage portfolios of stocks and shares, pension and provident funds, participation term certificates
and other negotiable and debt instruments for both individual and institutional clients on a discretionary
as well as non-discretionary basis.
11. To offer cash management accounts, security management accounts and to facilitate clients so that they
are able to select various available investment alternatives at their discretion.
13.      To guarantee and counter-guarantee loans and obligations, including establishment of documentary credits.
22. To raise funds through equity, foreign debentures both short and long term, commercial paper issued
abroad, sale of short and long term participation term certificates and term finance certificates. Provided
that the period of term finance certificates and other instruments shall not be less than thirty days."
FURTHER RESOLVED "that the sub-clauses No. 13A, 20A, 20B, 22A, 22B and 22C under Clause III (Objects)
of the Memorandum of Association be and are hereby inserted as follows:
13A. To open letters of credit for the corporate clients for the import of machinery for installation, expansion,
balancing, modernization and replacement.
20A. To act as custodian for securities owned or held by clients pursuant to their instructions and provide