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| GRAY
LEASING LIMITED |
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| Annual
Reports 2003 |
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| CONTENTS |
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| COMPANY
INFORMATION |
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| VISION
AND MISSION STATEMENT |
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| NOTICE
OF THE MEETING |
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| DIRECTORS
REPORT |
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| STATEMENT
OF COMPLIANCE WITH THE BEST PRACTICES |
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| OF
CORPORATE GOVERNANNCE |
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| REVIEW
REPORT TO THE MEMBERS ON STATEMENT OF COMPLIANCE |
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| WITH
BEST PRACTICES OF CODE OF CORPORATE GOVERNANCE |
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| AUDITORS
REPORT |
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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 SHAREHOL DING |
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| COMPANY
INFORMATION |
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| BOARD OF
DIRECTORS |
Mr. Harold John Gray |
Chairman |
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Mr. Khawar Anwar Khawaja |
Vice Chairman |
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Mr. Abdul Rashid Mir |
Chief Executive |
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Mr. Paul Douglas Gray |
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Mr. Ronald George Blake |
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Mr. Muhammad Tahir Butt |
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Mr. Khurram Anwar Khawaja |
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Mr. Saeed Ahmad Jabal |
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Mr. Muhammad Farooq |
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Mrs. Nuzhat Khawar Khawaja |
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| AUDIT COMMITTEE |
Mr. Khawar Anwar Khawaja |
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Mr. Muhammad Tahir Butt |
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Mr. Muhammad Farooq |
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| AUDITORS |
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Riaz Ahmad & Company |
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Chartered Accountants |
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10-B, Saint Mary Park |
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Main Boulevard, Gulberg-lll |
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Lahore-54000 (Pakistan) |
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Ph: (042) 571 81 36-39 |
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Fax: (042)5714340 |
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E-mail: racolhr@brain.net.pk |
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| MANAGEMENT
CONSULTANT |
Sarfraz Mahmood (Pvt) Ltd. |
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| COMPANY
SECRETARY/ |
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| CHIEF FINANCIAL
OFFICER |
Mr. Fawad Hanif |
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| LEGAL ADVISOR |
Saeed Akhtar |
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Advocate & Corporate Counsel |
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| REGISTERED AND
HEAD OFFICE |
41 -A, Lawrence Road, Lahore. |
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Tel:
(042)6372159-61 |
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Fax: (042)6371898 |
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E-mail: gll@nexlinx.net.pk |
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| BANKERS |
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Standard Chartered Grindlays |
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BankAlfalah Ltd. |
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The Bank of Punjab |
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The Bank of Khyber |
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Askari Commercial Bank Ltd. |
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Muslim Commercial Bank Ltd. |
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Faysal Bank Ltd. |
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First Women Bank Ltd. |
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Prime Commercial Bank Ltd. |
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Habib Bank Ltd. |
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| VISION |
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| To
be one of the most progressive institutions in the financial sector by
providing quality |
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| service
to our clientele in a superior manner, maintaining high ethical and
professional |
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| standards,
striving for continuous improvements and consistent growth to add value to
our |
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| shareholders
and our team of conscientious employees and a fair contribution to the |
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| national
economy. |
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| MISSION |
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| To
develop a client base representing all segments of the economy; emphasis
being |
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| placed
on financial support to medium and small enterprises for their expansion, |
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| balancing
and modernization requirements. |
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| To
endeavor for a lasting relationship with clients and associates on the
principles of |
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| Mutualism. |
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| To
transform the company into a dynamic, profitable and growth oriented
institution |
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| through
an efficient resource mobilization and the optimum utilization thereof. |
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| To
provide healthy environment and corporate culture for good governance of the |
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| company
which ensures exceptional value for clients, personnel and the investors |
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| above all. |
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| To
implement the best professional standards with due observance of moral and |
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| ethical
values in all respects of corporate life which will Insha Allah bring social
and |
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| economic
parity and prosperity among Nation and turn Pakistan into a Modern and |
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| Liberal
Muslim Welfare State. |
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| NOTICE
OF THE 8™ ANNUAL GENERAL MEETING |
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| Notice
is hereby given that the 8th Annual General Meeting of the Company will be held on
October 25, |
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| 2003
at 11:00 a.m at registered office of the Company located at 41-A Lawrence
Road, Lahore to |
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| transact
the following business: |
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| Ordinary
Business |
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| 1 To confirm the minutes of the 7th Annual
General Meeting held on November 01, 2002; |
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| 2 To receive, consider and adopt the
audited accounts of the company for the year ended June |
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| 30,
2003 together with the Directors' and Auditors' reports thereon; |
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| 3 To approve the payment of cash dividend
@ 10% (Re. 1/- per share) as recommended by the |
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| directors
for the year ended June 30, 2003; |
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| 4 To appoint auditors and to fix their
remuneration. The present auditors Messrs. Riaz Ahmad and |
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| Company,
Chartered Accountants, retire and being eligible, offer themselves for
re-appointment; |
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| 5 To transact any other business with the
permission of the chair. |
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| BY
ORDER OF THE BOARD |
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| FAWAD HANIF |
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| Lahore:
September 27, 2003
(COMPANY SECRETARY) |
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| NOTES: |
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| 1. The members register will remain closed
from October 18, 2003 to October 24, 2003 (both |
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| days
inclusive). Transfers received at the registered office by the close of
business hours on |
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| October
17, 2003 will be treated in time for the entitlement of dividend. |
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| 2. A member entitled to attend and vote at
the meeting may appoint another member as |
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| his/her
proxy to attend, speak and vote at the meeting. The instrument of proxy in
order to |
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| be
effective must be received at the Registered Office of the Company not later
than 48 |
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| hours
before the meeting. |
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| 3. Members are requested to immediately
notify the change in address, if any. |
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| 4. CDC account holders will have to follow
the following guidelines for attending the meeting. |
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| i.
In case of individuals, the account holders, sub account holders and the
person |
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| whose
securities are in group account and their registration details are uploaded
as |
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| per
the regulations, shall authenticate his/her identity by showing original I.D
card or |
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| passport
at the time of attending the meeting. The shareholders registered on CDS |
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| are
also requested to bring their participants I.D numbers and account number in |
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| CDS. |
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| ii.
In case of corporate entity, the Board of Directors' resolution/power of
attorney with |
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| specimen
signature of the nominee shall be produced (unless provided earlier) at |
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time of meeting. |
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| DIRECTORS'
REPORT |
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| On
behalf of the Board of Directors, I am pleased to present the Annual Report
together with the audited |
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| financial
statements for the year ended June 30,2003. |
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| OPERATING
RESULTS |
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| The
operating results of the company forthe year are as under: |
Rupees |
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| Total revenue |
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104,434,972 |
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| Total expenses |
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64.570.937 |
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| Profit before
tax |
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39,864,035 |
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| Provision
for taxation: |
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| Current |
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1,766,661 |
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| Deferred |
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5.700.000 |
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7.466.661 |
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| Profit after
tax |
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32,397,374 |
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| Un-appropriated
profit brought forward |
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711.293 |
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| Profit
available for appropriation |
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33,108,667 |
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| Appropriations: |
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| Transfer
to statutory reserve |
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6,479,475 |
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| Proposed
dividend @ 1 0 % |
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18.000.000 |
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24,479.48 |
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| Un-appropriated
profit |
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8,629,192 |
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| Earning per
share |
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1.8 |
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| KEY
OPERATING AND FINANCIAL DATA |
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| Key
operating and other financial data for the last six years is being given
hereinafter this report. |
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| REVIEW
OF OPERATIONS |
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| During
the year under review, we transacted business worth Rupees 446 million
comprising 403 leases as |
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| compared
to Rupees 400 million placed in 283 leases during the preceding year; growth
being 11.5 percent. |
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| Gross
investment in finance leases as at 30 June 2003 stands at Rupees 1,020
million against Rupees 853 |
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| million
on 30 June 2002, while the net investment stands at Rupees 861 million on 30
June 2003 against |
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| Rupees
696 million the last year - growth during this year has been 24 percent. |
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| The
gross revenue from operations was Rupees 104.435 million (Rupees 90.960
million in 2002 and net profit |
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| before
and after tax was Rupees 39.864 million and Rupees 32.397 million
respectively as compared to |
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| Rupees
32.178 million and Rupees 23.219 million during the preceding year. |
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| Dear
shareholders, we still emphasize on small and medium size leases with Select-Clientele in various |
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| industrial
and commercial sectors to finance their "balancing, modernization and
expansion" activities, and |
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| for
this very purpose, we have all along concentrated on lease financing of
plant, machinery and equipments |
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| to
various industrial units to strengthen their production base. However, the
management of your company |
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believes in assets quality; assets which do have a ready market at reasonable
resale values. From this |
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of view, vehicles are presently considered to be on top; hence, much of the
leasing business presently |
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on and around the automobile financing. Your company has also done quite a
handsome |
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in this sector. |
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| However,
irrespective of the nature or type of asset, we have all along been quite
vigilant and strict in our |
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and risk management procedures and internal controls. All leases are very
carefully screened by |
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Credit Evaluation Department being monitored by the Executive Committee and
the Senior Management. |
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diversification is also ensured by maintaining a balanced sector-wise
exposure. |
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| CREDIT RATING |
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| JCR-VIS
has assigned us Medium to Long-Term Entity Rating at BBB+ (Triple B Plus)
while the |
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| Short-Term
Entity Rating and the Equity Rating was maintained at A-2 ( A Two ) and
PE-3+. The |
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on the Entity and Equity Ratings was considered "Stable". The
surveillance of these ratings is |
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in process and we hope it will improve by another notch when our net
investment in lease |
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| finance
crosses a billion rupees figure. |
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| RESOURCE
MOBILIZATION |
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| Long-Term
credit lines of Rupees 166 million have been availed during this period.
Further, your |
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| company
also succeeded in managing a blend of medium and short term cheaper funds
which |
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the company to keep the average cost of funding compatible with our
placements. We have |
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raised short-term funds by issuing Certificates of Investment. |
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| At
present, we are almost at the final stage of issuance of Privately Placed
Term Finance Certificates |
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to Rupees 250 million for a tenor of four years while arrangements for
floatation of Listed |
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| Term
Finance Certificates amounting to Rupees 250 million for 4-5 years tenor are
also underway |
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will hopefully be concluded during the second half of this year. |
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resource development is an equally important area. To develop a team of
dedicated and |
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professionals, we have very recently engaged a number of persons, mostly at
the very entry |
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who are undergoing appropriate training in various fields according to our
future requirements. |
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| THE
ECONOMY AND THE LEASING SECTOR |
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| The economy |
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| Having
remained in a state of stagnation for over five years, Pakistan's Economy has
made |
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| significant
strides during the year under review. Despite lack of clarity on domestic
political and |
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| external
geo-political fronts, massive un-empioyment, grave poverty and low
productivity problems, |
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| the
Fconnr-y has been remarkably resilient. This indicates that the economic
strategy had so far |
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| focused
almost exclusively on the restoration of mac^c economic stability while
poverty reduction |
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employment generation is considered to be achieved as an eventual outcome of
macro- |
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| ic stability |
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| Pakistan
is currently undergoing dramatic political and economic changes which have
resulted in |
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| strong
economic fundamentals and international political and economic support.
Consequently, the |
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| liquidity
flows have been unprecedented interest rates are at their lowest and foreign
exchange |
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| reserves
are at their highest ever. Moving forward to fiscal 2003-04 when the economic
indicators are |
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| much
stronger than we have seen in a decade, the socio-political stability in the
country will surely |
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| lead
to a lot of improvements in key fundamentals and positive spill over effect
on the overall |
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| economy. |
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| We
believe that these indicators will remain stable and create a favorable
climate for investment |
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| which
would obviously work as a growth engine for the economy. A pickup in
investment in turn will |
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| lead
to an upswing in employment, rise in per capita income and higher
consumption. Furthermore, |
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