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GLOBE TEXTILE MILLS LTD.
ANNUAL REPORT 2003
BOARD OF DIRECTORS
MR. AHMED HAJI HABIB - Chief Executive
MR. ARIF HAJI HABIB
MST. GUL BANO HAJI HABIB
MR. M.HANIF AHMED
MR. ARSHAD ARIF
MISS FARZEEN FAZL-E-UMER
MR. ZEESHAN ZAFAR
AUDIT COMMITTEE
MR. ARIF HAJI HABIB - CHAIRMAN
MR. M.HANIF AHMED
MR. ZEESHAN ZAFAR
COMPANY SECRETARY
ABDUL RAUF MOHAMMED
BANKERS
MUSLIM COMMERCIAL BANK LIMITED
METROPOLITAN BANK LIMITED
ASKARI COMMERCIAL BANK LIMITED
AUDITORS
HYDER BHIMJI ft CO.,
Chartered Accountants.
REGISTERED OFFICE
KARACHI DOCK LABOUR BOARD BUILDING,
4TH FLOOR, 58, WEST WHARF ROAD,
KARACHI.
MILLS
HX/ 2, SCHEME NO. 4,
LANDHI, KARACHI.
E-MAIL
globeho@cyber.net.pk
MISSION STATEMENT OF
GLOBE TEXTILE MILLS LIMITED
To be one of the top quality manufacturers of
cotton yarn of the Country.
VISION
Being one of the top quality manufacturers of
cotton yarn. Globe Textile Mills Limited has
the responsibility to treat all stakeholders
equitabily, judiciously and transparently.
GLOBE TEXTILE MILLS LTD.
Notice of Meeting
NOTICE is hereby given that the Thirty Sixth Annual General Meeting of the Shareholders of Globe Textile
Mills Limited will be held on Friday, the 30th January, 2004, at 4.00 p.m. at the Registered Office of the
Company at 4th Floor, Karachi Dock Labour Board Building, 58, West Wharf Road, Karachi, to transact the
following business:
1 .     To confirm the minutes of Thirty Fifth Annual General Meeting held on 22nd March, 2003.
2.     To receive, consider and adopt the Audited Accounts of the Company together with the Directors'
and Auditors' Reports for the year ended 30th September 2003.
3.     To appoint auditors and fix their remuneration for the year ending September 30, 2004. Present
auditors M/s. Hyder Bhimji & Co. Chartered Accountants, retire and did not offer for reappointment
in view of rotation requirements of Code of Corporate Governance being part of listing regulation
of Karachi Stock Exchange. The Audit Committee has recommended M/s. Gardezi & Co. Chartered
Accountants for appointment in place of retiring auditors, for consideration in the Annual General
Meeting.
4.     To transact any other business with the permission of the Chair.
NOTES:
1 .      The Shares Transfer Book of the Company will remain closed from Friday, January 23, 2004 to
Friday, January 30, 2004 (both days inclusive).
2.      A member of the Company entitled to attend and to vote at this meeting may appoint any other
member as his/her proxy to attend, speak and vote at the meeting on his/her behalf. Instruments
appointing proxies, in order to be effective, must be received at the Registered Office of the
Company at 4th Floor, Karachi Dock Labour Board Building, 58-West Wharf Road, Karachi, duly
stamped, signed and witnessed not less than 48 hours before the time of holding the meeting.
Directors' Report
Your Directors have pleasure in presenting Thirty-sixth Annual Report alongwith the Audited Accounts of the
Company for the year ended 30th September, 2003.
FINANCIAL RESULTS :
The operating profit of the Company for the year under review was Rs. 2.718 million as against 11.465 million.
Other income during the year under review was Rs. 8.047 million as against Rs. 8.049 million in the preceeding
year.
The net profit after taxation, was Rs. 24.841 million as against Rs. 14.970 million in the preceeding year.
Export sales amounted to Rs. 619.527 million as against Rs. 623.320 million in the preceeding year. Export Sales
were affected due to steep fall in the exchange rate of US Dollar, out break of SARS in the far eastern countries and
the Iraq war.
APPROPRIATION
(Rupees in Thousand)
Profit after Taxation 24,841
Add: Un-appropriated Profit brought forward 3,373
Amount available for appropriation 28,214
Appropriation:-
Transfer to general reserve 25,000
Unappropriated Profit carried forward 3,214
FUTURE OUTLOOK
As reported in the accounts for the year ended 30th September, 2003, new ring frames have arrived
and are being installed. The new ring frames are expected to be operational in first quarter of 2004 which will
result in increase export of the Company.
The prices of cotton have increased considerably from Rs. 2,300 to Rs. 3,500 per md but the prices of
yarn though increased, do not offset the impact of increase in the prices of cotton.
Your directors are endeavoring their best to improve the quality of yarn so as to increase the exports.
BREAK-UP VALUE OF THE SHARE
The break-up value of your shares as on September, 2003 was Rs. 15.66 as compared to Rs. 14.06 of
last year.
GLOBE TEXTILE MILLS LTD.
EARNING PER SHARE:
The net earning per share, after providing for taxation was Re. 1.59 for the year under review as against
Re. 0.96 in the last year.
CORPORATE GOVERNANCE
We are pleased to report that your Company has taken necessary steps to comply with the provisions
of the Code of Corporate Governance as incorporated in the Listing Rules of the Stock Exchanges.
The fianacial statements, prepared by the management of the Company, present fairly its state
of affairs, the result of its operations, cash flows and changes in equity.
Proper books of account of the Company have been maintained.
Appropriate accounting policies have been consistently applied in preparation of the financial
statements and accounting estimates are based on reasonable and prudent judgement.
International Accounting Standards, as applicable in Pakistan, have been followed in preparation
of financial statements and departure, if any, has been adequately disclosed.
The system of internal control is sound in design and has been effectively implemented and
monitored.
There has been no material departure from the best practices of corporate governance, as detailed
in the listing regulations.
The key operating and financial data for the last six years, in a summarized form, is annexed.
There were no outstanding taxes and levies as at 30th September, 2003.
During the year four (4) meetings of the Board of Directors were held. Attendance of each Director was
as follows:-
Name of Director(s)                     No. of Meetings Attended
Mr. Ahmed Haji Habib                           4
Mr. Arif Haji Habib                                4
Mr. M. Hanif Ahmed                             4
Mst. Gul Banoo Haji Habib                     4
Mr. Zeeshan Zafar                                4
Mr. Arshad Arif                                    4
Miss Farzeen Fazl-e-Umer                      4
GLOBE TEXTILE MILLS LTD.
The Board of Directors has constituted an audit committee as requied by the Code of Corporate
Governance, which comprises of three members.
A statement showing the pattern of shareholding in the Company as at September 30,2003 is included
in this report.
No trades in the shares of the Company were carried out during the year under review by the Directors,
CEO, CFO, Company Secretary and their spouses and minor children.
AUDITORS
Present Auditors of the Company M/s. Hyder Bhimji & Co. Chartered Accountants retire and did not offer
for re-appointment in view of rotation requirements of Code of Corporate Governance being part of listing
regulations of Karachi Stock Exchange, and in their place, on the recommendation of the Audit Committee,
M/s. Gardezi & Co. Chartered Accountants to be appointed as auditors of the Company subject to the approval
of memebers in the ensuing AGM of the Company".
ACKNOELEDGEMENT:
Your Directors are pleased to record their appreciation for the dedication, commitment and loyalty of
the employees for the progress of the Company.
REVIEW REPORT TO THE MEMBERS ON STATEMENT OF COMPLIANCE WITH BEST PRACTICES OF CODE OF
CORPORATE GOVERNANCE
We have reviewed the Statement of Compliance with the best practices contained in the Code of
Corporate Governance prepared by the Board of Director of Globe Textile Mills Limited to comply with the
Listing Regulations of the respective Stock Exchanges, where the Company is listed.
The responsibility for compliance with the Code of Corporate Governance is that of the Board of
Directors of the Company. Our responsibility is to review, to the extent where such compliance can be
objectively verified, whether the Statement of Compliance reflects the status of the Company's compliance
with the provisions of the Code of Corporate Governance and report if it does not. A review is limited primarily
to inquiries of the Company personnel and review of various documents prepared by the Company to comply
with the Code.
As part of our audit of financial statements we are required to obtain an understanding of the accounting
and internal control systems sufficient to plan the audit and develop an effective audit approach. We have not
carried out any special review of the internal control system to anable us to express an opinion as to whether
the Board's statement on internal control covers all controls and effectiveness of such internal controls.
Based on our review nothing has come to our attention which causes us to believe that the statement
of Compliance does not appropriately reflect the Company's compliance, in all material respects, with the best
practices contained in the Code of Corporate Governance as applicable to the Company for the year ended
September 30, 2003.
PATTERN OF SHARE HOLDINGS
FORM - 34
Pattern of holding of the shares held by the shareholders of
Globe Textile Mills Limited,
as at September 30, 2003.
No. of Shareholders Shareholding Total shares held
64 holding from 1 Shares 2,647
80 holding from 101 500 Shares 18,495
28 holding from 501 1000 Shares 69,392
27 holding from 1001 5000 Shares 69,974
711 holding from 5001 10000 Shares 6,273,505
220 holding from 10001 15000 Shares 2,547,677
8 holding from 15001 20000 Shares 149,570
3 holding from 20001 25000 Shares 67,963
6 holding from 25001 30000 Shares 163,596
3 holding from 85001 90000 Shares 267,068
1 holding from 105001 110000 Shares 105,729
1 holding from 120001 125000 Shares 120,528
2 holding from 150001 155000 Shares 300,418
1 holding from 175001 180000 Shares 179,006
3 holding from 220001 225000 Shares 668,674
1 holding from 240001 245000 Shares 240,377
1 holding from 255001 260000 Shares 254,700
1 holding from 265001 270000 Shares 269,409
1 holding from 300001 305000 Shares 300,838
1 holding from 305001 310000 Shares 305,273
2 holding from 335001 340000 Shares 676,460
1 holding from 445001 450000 Shares 445,788
1 holding from 615001 620000 Shares 619,836
1 holding from 675001 680000 Shares 676,808
1 holding from 845001 850000 Shares 841,718
15,587,966
Categories of Shareholders Number Shares held Percentage
Individuals 162 9,624,032 98.79
Investment companies 4 88,309 0.9
Financial institutions 2 28,837 0.3
Others - Abandoned properties 1 1,057 0.01
1169 15,587,576 100
Statement of Compliance with the best practices of Code of Corporate Governance
For the year ended 30th September, 2003.
This statement is being presented to comply with the Code of Corporate Governance contained in the listing
regulations of the Karachi and Lahore Stock Exchanges for the purpose of establishing a framework of good
governance, whereby a listed company is managed by 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 encourges representation of independent non-executive directors and directors representing
minority interests on its Board of Directors. At present the Board includes atleast four independent 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 directors of the Company are registered as tax payers and none of them has defaulted in payment of
any loan to a banking company, a DPI or an NBFI. None of the Directors is a member of a stock exchange.
4.        No casual vacancy in the Board occured during the financial year.
5.        The Board of Directors of the Company, in its meeting held on January 02,2004 adopted a Statement of Ethics
and Business Practices which is in the process of being signed by all the Company's Directors and employees.
6.        The Board has developed a vision/ mission statement and the Company is in the process of developing overall
corporate strategy and significant policies of the Company as required by the code.
7.        All the powers of the Board have been duly excersied and significant issues as detailed in the code, wherever
applicable, are placed for the information, consideration and decisionof the Board of Directors and such decisions
on material transactions or significant matters are minuted.
8.        The meetings of the Board were presided over by the Chairman. The Board met at least once in every quarter.
Written notices of the Board meetings, alongwith agenda and working papers were circulated at least seven days
before the meetings. The minutes of the meetings were appropriately recorded and circulated within thirty days from
the date of meetings.
9.        The Board did not arrange orientation course for its directors in view of their own business engagements. We
are taking steps for arranging orientation courses for the directors. Although no formal training was organized, the
directors have been provided with copies of the listing regulations of Karachi and Lahore Stock Exchages, Compny's
Memorandum and Articles of Associaton and Code of Corporate Governance. Further being in the corporate sector
for long time,they are fully conversant with their duties and responsibilites.
10.      The Board has approved appointment of CFO, Company Secretary and head of internal audit, including their
remunerations, and terms and conditions of employment, as determined by the CEO.
11.      The directors' report for this year has been prepared in compliance with requirements of the Code and fully
described the salient matter required to be disclosed.
GLOBE TEXTILE MILLS LTD.
1 2.     The financial statments of the Company were duly endorsed by CEO and CFO before approval of the Board.
13.     The directors, CEO and executives do not hold any interest in the shares of the Company other than that
disclosed in the pattern of sharesholdings.
1 4.     The Company has complied with all the corporate and financial reporting requirements of the Code.
15.     The Board has formed an audit committee. It comprises three members, two of them are non-executive
directors.
16.     The meetings of the audit committee were held once atleast every quater prior to approval of interim and
financial results of the Company and as required by the Code the terms of reference of the Committee have been
formed and advised to the Committee for compliance.
17.     The Board has establised an independednt internal audit department which is functioning in line with the
Company's policies and procedures.
1 8.     The statutory auditors of the Company have confirmed that they have been given a satisfactory rating under
the quality control review programme of the Institute of Charterd Accountants of Pakistan, that they or any of the
partners of the firm and all its partners are compliant with International Federation of Accountatns (IFAC) Guidelines
on Code of Ethics as adopted by the Institute of Chartered Accountants of Pakistan.
19.     The statutory auditors or the persons associted with them have not been appointed to provide other services
except in accordance with the listing regulations and the auditors have confirmed that they have observed IFAC
guidelines in this regard.
20.     We confirm that all other material principles contained in the Code have been complied with.
DETAILES OF PATTERN OF SHAREHOLDING AS AT SEPTEMBER 30, 2003 AS PER REQUIREMENTS OF
CODE OF CORPORATE GOVERNANCE.
NAME                                                                                     SHARE HELD
Associated Companies, undertaking and related parties NIL
DIRECTORS, CEO, THEIR SPOUSES AND MINOR CHILDREN
Mr. Ahmed Haji Habib               Chief Executive 17,809
Mr. Arif Haji Habib                    Director 179,006
Mr. M. Hanif Ahmed                 Director 89,494
Mst. Gul Banoo Haji Habib         Director 619,836
Mr. Zeeshan Zafar                    Director 445,788
Mr. Arshad Arif                        Director 676,808
Miss. Farzeen Fazal-e-Umer       Director 120,528
Public sector Companies and Corporation NIL
Banks, Development Finance Institutions, Non-Banking Finance Institutions,
Insurance Companies, Modarabas and Mutual Funds. 181,137
Shareholders Holding 10% or more NIL
AUDITORS' REPORT TO THE MEMBERS
We have audited the Annexed Balance Sheet of GLOBE TEXTILE MILLS LIMITED, as at September 30, 2003
and the related Profit and Loss Account, Cash Flow Statement and the Statement of Changes in Equity, together with
the notes forming part thereof, for the year then ended and we state that we have obtained all the informations and
explanations which to the best of our knowledge and belief, were necessary for the purpose of our audit.
It is the responsibility of the company's management to estabilish and maintain a system of internal control
and prepare and present the above said statements in confirming with the approved accounting standards and the
requiremants of the Companies Ordinance, 1984. Our responsibility is to express an opinion on these statements
based on our audit.
We conducted our audit in accordance with the auditing standards as applicable in Pakistan. These standards
require that we plan and perform the audit to obtain reasonable assurance about whether the above said statements
are free of any material misstatement. An audit includes examining, on a test basis, evidence supporting the amount
and disclosures in the above said statements. An audit also includes assessing the accounting polices and significant
estimate made by management, as well as evaluating the overall presentation of the above said statements, we believe
that our audit provides a reasonable basis for our opinion and, after due verification, we report that:
(a)    In our 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 expenditure incurred during the year were in
accordance with the objects of the Company.
(c)    in our opinion and to the best of our informations and according to the explanations given to us, the
Balance Sheet,  Profit & Loss Account, Cash Flow Statement and Statement of Changes in Equity
together with the notes forming part thereof, confirm with approved accounting standards as applicable
in Pakistan, and 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 30th
September,2003, and of the profit, Cash Flow and Changes in Equity for the year then ended; and.
(d)    in ouropinion, noZakat was deductible at source, undertheZakat& Ushr Ordinance, 1 980 (XVIII of 1 980).
Globe Textiles Mills Ltd
Balance Sheet
Note 2003 Rupees in Thousand
CAPITAL AND LIABILITIES
CAPITAL AND RESERVES
Share Capital
Authorised
20,000,000 ordinary shares of Rs.10/- each 200,000 200 ,000
Issued.subscribed and paid-up: 3 155,880 155 ,880
Revenue Reserves - General 85,000 60 ,000
Unappropriated Profit 3,214 3 ,373
SHAREHOLDERS' EQUITY 244,094 219 ,253
REDEEMABLE CAPITAL 4 269,395 195 ,953
LIABILITIES AGAINST ASSETS SUBJECT
TO FINANCE LEASES - SECURED 5 87,021 63 ,311
DEFERRED LIABILITY
Deferred taxation 6 68,581 88 ,581
CURRENT LIABILITIES
Short term running finance - Secured 7 469,317 464 ,044
Current maturity of redeemable capital 4 51,609 57 ,108
Current obligation under finance leases 5 57,174 33 ,946
Creditors, accrued and other liabilities 8 51,413 43 ,355
629,513 598 ,453
1,298,604 1,165 ,551
Mills Limited
September 30,2003
2003 2002
Note Rupees in Thousand
PROPERTY AND ASSETS
FIXED ASSETS
Operating assets 9 582,652 544,746
Capital work-in-progress 10 68,277 74,284
650,929 619,030
LONG TERM DEPOSITS 22,993 13,609
CURRENT ASSETS
Stores and spares 11 117,710 93,255
Stock-in-trade 12 249,707 252,857
Trade debts 13 115,702 135,355
Loans, advances and deposits 14 139,741 49,240
Cash and bank balances 15 1,822 2,205
624,682 532,912
Globe Textile Mills Limited
Profit and Loss Account
for the year ended September 30, 2003
Note 2003 2002
Rupees in Thousand
16 1,172,140 1,213,697
17 1,047,176 1,060,703
PROFIT 124,964 152,994
BATING EXPENSES
Administrative 18 26,443 28,133
Selling 19 21,885 17,168
Financial 20 73,918 96,228
122,246 141,529
RATING PROFIT 2,718 11,465
Other income 21 8,547 8,049
11,265 19,514
Other Charges 22 563 976
PROFIT BEFORE TAXATION 10,702 18,538
TAXATION
- Current -5,861 -6,068
- Deferred - Reversal 20,000 2,500
14,139 -3,568
PROFIT AFTER TAXATION 24,841 14,970
Unappropriated profit brought forward 3,373 5,403
:IT AVAILABLE FOR APPROPRIATION 28,214 20,373
Appropriations
Transfer to Revenue Reserve 25,000 17,000
Unappropriated profit carried forward 3,214 3,373
Earning per share 23 1.59 0.96
2003 2002
3.     SHARE CAPITAL
3,694,327 ordinary shares of Rs. 10 each