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| AZAM TEXTILE
MILLS LIMITED |
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| Annual Reports 2003 |
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| CONTENTS |
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| Company
Information |
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| Notice of Annual General
Meeting |
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| Vision and
Mission Statement |
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| Directors'
Report to the Shareholders |
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| Key Financial
Data of Last Six Years |
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| Statement in
Compliance of the Code of |
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| Corporate
Governance |
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| Auditors'
Review Report to the Members on |
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| Statements
of-^ompliance with Best Practices |
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| of Code of
Corporate Governance |
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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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| Cash Flow Statement |
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| Statement of
Changes in Equity |
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| Notes to the
Accounts |
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| Pattern of
Shareholding |
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| COMPANY
INFORMATION |
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| BOARD OF
DIRECTORS |
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| Mr. M. Naseem
Saigol |
Chairman / Chief Executive |
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| Mr. M. Azam
Saigol |
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| Mr. Shahid Sethi |
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| Mr. Muhammad
Ilyas Bajwa |
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| Mr. Muhammad
Asif Bajwa |
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| Mr. Saeed Mian
Ansari |
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| Mr. Shahid Anwar |
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(NIT Nominee) |
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| AUDITCOMMITTEE |
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| Mr. M. Azam
Saigol |
Chairman/Member |
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| Mr. Shahid Sethi |
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Member |
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| Mr. Muhammad
Asif Bajwa |
Member |
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| COMPANY
SECRETARY |
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| Mr. Sultan Ali |
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| CHIEF FINANCIA1
OFFICER |
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| Mr. Muhammad
Shamil, ACA |
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| AUDITORS |
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| M/s Hameed
Chaudhi i & Co. |
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| Chartered
Accountants |
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| BANKERS |
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| Allied Bank of
Pakistan Limited |
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| Askari
Commercial Bank Limited |
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| Bank Alfalah
Limited |
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| Deutsche Bank
AG |
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| Faysal Bank
Limited |
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| Habib Bank
Limited |
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| National Bank
of Pakistan |
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| Union Bank
Limited |
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| United Bank
Limited |
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| REGISTEREDOFFICE |
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| 06-Egerton
Road, Lahore |
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| Tel: 6306130-9(10 Lines) |
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| Fax 6568699 ,
E-mail shares@sargois.com |
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| MILLS |
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| 51-KM.MultanRoad, |
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| Bhai Pheru,
District Kasur |
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| NOTICE OF
ANNUAL GENERAL MEETING |
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| Notice is
hereby given that the Seventeenth Annual General Meeting of Shareholders of Azam Textile Mills Limited will |
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| be held on
Friday, January 30, 2004 at 10:30 A.M. at 06-Egerton Road, Lahore the
Registered Office of the Company to |
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| transact the
following business:- |
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| 1. To confirm the minutes of Sixteenth
Annual General Meeting held on 31 March 2003. |
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| 2. To receive and adopt the Annual
Audited Accouts for the year ended 30 September 2003 alongwith Directors and |
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| Auditors'
Reports thereon. |
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| 3. To appoint M/s Manzoor Hussain Mir
& Co. Chartered Accountants Lahore as Auditors of the Company to hold |
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| office till the
conclusion of the next Annual General Meeting and to fix their remuneration.
M/s Hameed Chaudhari |
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| & Co.
Chartered Accountants Lahore the retiring Auditors of the Company are not
eligible for re-appointment |
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| under the terms
of code of coperate Governance |
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| 4. Any other business with the
permission of the Chair. |
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| By Order of the
Board |
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| LAHORE: JANUARY
09,2004
(Sultan Ali) |
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| Company
Secretary |
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| Notes: |
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| 1. Share Transfer Books of the Company will
remain closed from January 30, 2004 to February 05, 2004 (both days |
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| inclusive). |
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| 2. A member entitled to attend and vote at
this meeting may appoint another Member as his/her proxy. Pro:, es in order |
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| to he
effective, must be received at 06-Egerton Road, Lahore, the Registered Office
of the Company not later than |
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| forty-eight
hours before the time for holding the meeting and must be duly stamped,
signed and witne- >ed |
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| 3. Members whose shares are deposited with
Central Depository System are requested to bring their original National |
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| Identity Cards
or Passports along with their Account Numbers in Central Depository System
for attending the |
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| 4. Members are requested to notify the
Company change in their addresses, if any. |
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| VISION |
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| To accomplish, build up and sustain a good reputation of the |
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| project in
textile sector locally and globally by marketing high |
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| quality of yam
through team work by means of honesty, |
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| integrity and
commitment. |
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| MISSION |
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| To transform the Company into a modern and dynamic Yam |
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| manufacturing
Company and to provide quality products to |
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| customers and
explore new markets to promote / expand sales |
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| of the Company
through Good Governance and foster a |
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| sound and
dynamic team, so as to achieve optimum |
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| profitability
for the Company for sustainable and equitable |
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| growth and
prosperity of the Company. |
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| DIRECTORS'
REPORT |
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| Your directors
take this opportunity to present before you the Annual Report and Financial
Statements of the Company |
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| for the Year
ended September 30,2003. |
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| During the year
under review Global economic and political conditions remain very fragile.
First the SARS epidemic |
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| affected very
badly the economic activity in our region and lately Iraq war further
deteriorated the economic and political |
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| seence of the
whole world. These factors also affected the economy of our Country which
remained uncertain through |
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| out the year.
Owing to the above situation textile exports faced unprecedented difficulties
which directly hit back the |
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| price structure
of domestic market, which remain depressed through out the year. |
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| During the year
under review the Company achieved sale of Rs. 735.957 million as compared to
previous year sale of Rs. |
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| 540.799
million. The Company earned a Gross Profit of Rs. 5.364 million as compared
to Rs. 38.688 million last year. The |
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| Company
suffered pretax loss of Rs. 51.816 million as against pretax loss of Rs.
21.684 million last year. |
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| The losses for
the year are mainly attributed to consistent increase in prices of raw cotton
through out the year which |
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| reached Rs.
2,700 per maund level during the year. These were further affected by
depressed yarn prices in International |
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| as well as
local yarn market. We were further affected by the higher mark up rates
charged by the Financial Institutions |
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| as compared to
the rates with others charged as a whole during the year. |
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| Despite of the
unfavorable operational results management of your Company is trying its best
and is able to |
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| renegotiate
rates of markup with National Bank of Pakistan on working capital limits from
12% to 8% per annum effective |
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| from July 2003.
Negotiation for further reduction in mark up is in process. |
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| In addition to
this we have totally revamped the Production pattern of our Company and
started the production of Super |
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| Fine Count
ranging from 52/1 to 80/1 count yarn instead of conventional count of 20/1
and 30/1. By the Grace of |
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| Almighty Allah
we have achieved Cash break even during the first quarter of year 2003-2004
due to this change and we |
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| hope that in
coming days we will be able to earn profits. |
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| The following
note wise comments are offered on the Auditors observation as contained in
their report. |
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| 2.4) The Company operates an unfunded
gratuity scheme covering all its permanent employees who attained |
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| the minimum
qualifying period. Provision is being made on fair estimation based on
Company's Policy. |
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| 8.1, |
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| 8. 2& 8.3)
Due to acute liquidity crunch the Company was not able to service these Govt.
levies on timely basis. As the |
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| liquidity
position of the Company is improved in the subsequent period, efforts are
being made to clear |
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| these dues on
timely basis in order to avoid additional charges. |
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| 9.8) In accordance with Company
Policies consistently applied over the years, we have not accounted for |
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| deferred tax
liability. |
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| 15.1) These balances are recoverable
against pending final settlement of concerned employee's. |
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| 15.2) Efforts are being made to recover
these outstanding balances and we hope that bulk of these balances will |
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| be recovered
soon, the remaining balance if any will be written off subsequently. |
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| The Auditors
M/s Hameed Chaudhri & Co. Chartered Accountants retire and are not being eligible
for reappointment as |
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| per
requirements of Statutory Regulation No.XlI of Code of Corporate Governance. |
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| The Board
proposes the name of M/s Manzoor Hussain Mir & Co. Chartered Accountants for the appointment of |
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| auditors of the
Company for the year 2003-2004. |
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| The Directors
state that:- |
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| The Financial
Statements prepared by the Management present a true and fair state of
affairs of the Company, the results |
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| of its
operations, cash flow and changes in equity. |
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| Proper Books of
Accounts have been maintained. |
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| Appropriate
Accounting Policies have been consistently applied in preparation of
financial statements and accounting |
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| estimates are
based on reasonable and prudent judgment. |
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| International
Accounting Standards as applicable in Pakistan have been followed in
preparation of Financial Statements |
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| except I AS 19. |
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| The system of
Internal Control is sound in design and has been effectively implemented and
monitored. |
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| There are no
significant doubts upon Company's ability to continue as a going concern. |
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| There has been
no material departure from best practices of Corporate Governance as detailed
in the listing regulations. |
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| Significant
deviation from last year in operating results of the Company and reasons
thereof have been explained. |
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| The key
operating and financial date for the last six years is annexed to the
Director's Report. |
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| There are no
outstanding statutory payments on account of taxes, duties, levies and
charges except as shown in notes |
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| to the accounts. |
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| There are no
significant plans for corporate restructuring, business expansion and
discontinuation of operations except |
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| for improvement
in the normal business activities to increase the business. |
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| The labour
management relations remained cordial. Due to adoption of strict safety
measures no significant accident |
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during the year. |
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| We have takes
all steps to ensure safe and healthy environment of our plant and are around. |
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| Directors
meetings of the Board of Directors of the Company during the year under
review were four held on December |
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| 31,2003,
January 31,2003, May 31,2003 and July 31,2003. Following was the attendance
of the Directors:- |
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| NAMEOFDIRECTOR |
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NO. OFMEETINGS ATTENDED |
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| Mr. M. Naseem
Saigol |
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4 |
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| Mr. M. Azam
Saigol |
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4 |
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| Mr. Shwhid Sethi |
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3 |
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| Mr. Muhammad
llyas Bajwa |
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2 |
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| Mr. Muhammad
Asif Bajwa |
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1 |
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| Mr. Saeed Mian
Ansari |
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1 |
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| Mr. Muhammad
Ayub (Registered on July 03, 2003) |
2 |
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| (NIT Nominee) |
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| Mr. Shahid
Anwar (Appointed on July 03, 2003) |
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| (NIT Nominee) |
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| During the year
under review Mr. Muhammad Ayub (NIT Nominee) resigned and in his place NIT
Nominee Mr. Shahid |
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| Anwar was
appointed as Director of the Company. We wish to place on record our
appreciation to the outgoing Director. |
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| During the
period under review no Director, Chief Executive Officer, Chief Financial
Officer, Company Secretary and their |
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| spouses and
minor children sell, buy or take any position in shares of the Company. |
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| PATTERN OF
SHAREHOLDING |
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| A
statement-showing pattern of shareholding as on September 30, 2003 is
annexed. |
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| ACKNOWLEDGMENT |
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| We wish to
thank to our banks and shareholders for their continued support and
confidence on the Company. We are |
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| pleased to
record our appreciation of the services rendered by the employees of the
Company and hope that the same |
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| KEY OPERATING
AND FINANCIAL DATA |
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| Particulars |
|
2003 |
2002 |
2001 |
2000 |
1999 |
1998 |
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(,000) |
(,000) |
(,000) |
(,000) |
(,000) |
(,000) |
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| Sales - Net |
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735,957 |
540,799 |
586,711 |
561,915 |
636,579 |
510,627 |
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| Gross Profit |
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5,364 |
38,688 |
36,356 |
115,772 |
45,098 |
46,124 |
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| Profit/(Loss)
Before Tax |
-51,816 |
-21,342 |
-38,806 |
35,991 |
-27,023 |
-21,742 |
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| Profit/(Loss)
After Tax |
|