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Dar Es Salaam Textile Mills Limited
Annual Reports 2003
CONTENTS
Company Information
Notice of Annual General Meeting
Vision / Mission Statements
Directors' Report
Statement of Compliance with the Best Practices
of Corporate Governance
Review Report to the Members on Statement
of Compliance with best Practices of Code of
Corporate Governance
Financial Highlights
Pattern of Holding of Shares
Auditors' Report
Balance Sheet
Profit and Loss Account
Cash Flow Statement
Statement of Changes in Equity
Notes to the Accounts
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the Annual General Meeting of Shareholders of Dar Es Salaam Textile
Mills Limited will be held on Saturday the 31bt January, 2004 at 11:00 a.m. at the Registered
Office of the Company, Servis House, 2 Main Gulberg, Lahore, to transact the following business:
To confirm the minutes of the last Annual General Meeting held on 22-03-2003.
2.      To receive, consider and adopt the Profit and Loss Account and Balance Sheet for the
year ended 30th September, 2003 and the Directors' Report and Auditors' Report
thereon.
3.      To appoint auditors and to fix their remuneration.
4.      To transact any other business with the permission of the chair.
BY ORDER OF THE BOARD
Place        : Lahore
Dated        : January 07, 2004
SULTAN ANWAR
Company Secretary
NOTES:
1.      The share transfer books of the Company will remain closed from 28-01-2004 to 04-02-2004
(both days inclusive).
2.      A member entitled to vote at the meeting may appoint any other member as his/her proxy.
Proxies in order to be effective, must be received at the Registered Office of the Company
duly stamped, signed and witnessed not later than 48 hours before the meeting.
3.      Any individual Beneficial Owner of the Central Depository Company, entitled to vote at this
meeting must bring his/her National Identity Card with him/her to prove his/her identity, and
in   case  of  proxy  must  enclose  an  attested   copy  of  his/her  National   Identity  Card.
Representatives of corporate members should bring the usual documents required for such
purpose.
4.      Shareholders are requested to notify the Company's share registrar of any change in their
addresses.
COMPANY INFORMATION
Board of Directors Mr. Shahid Hussain
Chairman
Mr. Arif Saeed
Chief Executive
Directors Mr. Ahmed Javed
Mr. Zahid Hussain
Mr. Shahid H. Kardar
Mr. Zulfiqar Ahmad Malik
Mr. Mansoob A. Akhtar           (N.I.T. Nominee)
Secretary Mr. Sultan Anwar
Auditors S. M. Masood & Co.
Chartered Accountants
Bankers Habib Bank Limited
Prime Commercial Bank Limited
United Bank Limited
Union Bank Limited
Bank Alfalah Limited
Registered Office Servis House,
2 Main Gulberg,
Lahore-54662
Factory 10th Km Mundke-Sheikhupura Road, Muridke.
DIRECTORS' REPORT
The Directors are pleased to present the Annual Report of your Company and the Audited
Financial Statements for the year ended 30th September, 2003.
Our sales increased by just over 5% and registered at Rs. 479.019 million (last year: Rs. 453.846
million). However, our gross profit ratio declined to 8.41% (last year: 11.92%). This is despite
lowering of operating expenses from 6% of sales to 5.7% and a similar curtailment in the financial
expenses from 4.4% of sales to 3.98%. The operation resulted in a loss before tax of Rs. 5.230
million (last year: profit of Rs. 6.148 million).
The principal cause of the reduced gross profit was the increase in raw material cost from 59.7%
to 66.7 % of sales. Due to extraordinary developments in the world: most notably the SARS
epidemic in Hong Kong and China (our biggest markets) and weak economic indicators in the
United States (the principal market for our customers), knitwear sales were suppressed and yarn
prices did not rise to match the increase in cotton prices.
We are pleased to report that our combers have been installed and at the time of writing this
report our new back process machinery has been shipped. This will now enable us to proceed
with an increase in spindleage within 2004. These measures are intended to reduce our spindle
cost and enable our Company to be more competitive at any given cotton and yarn prices.
PROSPECTS FOR THE YEAR
The cotton market has displayed an upward trend during the current cotton season which started
in September - October 2003. Cotton prices in Pakistan rose from a level of Rs. 2.400/- per
maund and peaked at Rs. 3.600/- per maund before settling at slightly lower levels. Such a
marked increase in cotton price was not easily or immediately absorbed in yarn prices. However,
we are confident that the market will reset itself to reflect current levels. We are now focused on
the growth of this Compdny after having gone through a period of consolidation during the last 3
years and are confident that this will result in enhancing shareholder value.
EARNING PER SHARE
Loss per share for the year is Rs. 1.22 compared with a profit per share of Rs. 0.48 in the
previous year. The Board of Directors has recommended nil dividend for the year under review on
account of losses and in view of the expansion plans of the Company.
CORPORATE GOVERNANCE
The Board of Directors hereby declares that for the year ended September 30, 2003.
a.      The financial statements, prepared by the Management of the Company, fairly present
its state of affairs, the results of its operation, cash flow, and changes in equity.
b.      The Company has maintained proper books of account.
c.       Appropriate accounting policies have been consistently applied in the preparation of
financial statements and accounting estimates are based on reasonable and prudent
judgment.
Vision Statement
To achieve the highest possible return on investment through a
process of continuous improvement and while upholding the highest
standards of integrity in all operations.
Mission Statement
To be a result-oriented and profitable Company by consistently
improving in terms of productivity, quality, technological expertise,
diversity, presentation, reliability and customer acceptance.
To establish the Company as a growing concern while ensuring
optimum return on investment for snareholders.
To be a responsible employer and create an environment where a
professional, highly-motivated management team can prosper.
To be a good corporate citizen who supports charitable causes and
follows environmentally friendly policies.
STATEMENT OF COMPLIANCE WITH THE BEST PRACTICES OF
CORPORATE GOVERNANCE
This statement is being presented to comply with the Code of Corporate Governance contained in
Regulation No. 37 (Chapter XI) of the Karachi Stock Exchange (Guarantee) Limited and Listing
Regulation No. 40 (Chapter XIII) of the Lahore Stock Exchange (Guarantee) Limited for the
purpose of establishing a framework of good governance, whereby a listed company is managed
in compliance with the best practices of corporate governance.
The Company has applied the principles contained in the Code in the following manner:
1.    The Company encourages representation of independent non-executive directors and
directors representing minority interests on it's Board of Directors. At present the Board
included one independent director representing Financial Institution and 5 non-executive
directors.
2.    The directors have confirmed that none of them is serving as a director in more than ten
listed companies including this Company.
3.    All the resident directors of the Company are registered as taxpayers and none of them
has defaulted in payment of any loan to a banking company, a DPI or an NBFI or, being a
member of a stock exchange, has been declared as a defaulter by that stock exchange.
4.    No casual vacancy occurred during the financial year 2002-2003.
5.    The Company has prepared a "Statement of Ethics and Business Practices", which has
been signed by all the directors and employees of the Company.
6.    The Board has developed a vision/mission statement, overall corporate strategy and
significant policies of the Company. A complete record of particulars of significant policies
along with dates on which they were approved or amended has been maintained.
7.    All  the  powers  of the  Board  have  been  duly exercised  and  decisions on  material
transactions, including appointment and determination of remuneration and terms and
conditions of employment of the CEO and other executive directors, have been taken by
the Board.
The meetings ol the Board were presided over by the Chairman and, in his absence, by a
director elected by the Board for this purpose and the Board met at least once in every
quarter. Written notices of the Board meetings, along with agenda and working papers,
were circulated at least seven days before the meetings. The minutes of the meeting
were appropriately recorded and circulated.
d.       International accounting standards, as applicable in Pakistan, have been followed in
the  preparation  of financial  statements  and  any departure  therefrom  has  been
adequately disclosed.
e.      The   system   of   internal   control   is   sound   in   design   and   has   been   effectively
implemented and monitored.
f.       There are no significant doubts upon the Company's ability to continue as a going
concern.
g.      There   has   been   no   material   departure   from   the   best   practices   of   corporate
governance, as detailed in listing regulations.
h.      Operating and financial data and key ratios of the last six years are annexed.
i.       Value of investment of Provident Fund based on the last audited accounts of said fund
is Rs. 5.88 million.
j.