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Husein Indusrties Limited
Annual Reports 2003
Corporate Information
Borad Of Directors
Mr. Latif E. Jamal Chairman/Chief Executive
Mr. Aziz L. Jamal Director
Mr. Rashid L Jamal Director
Mr. Husein Jamal Director
Mrs. Aisha Bai Suleman Director
Mr. Akhtar Wasim Dar Director
Mr. Ahsan Jamal Director
Board of Audit Committee
Mr. Akhtar Wasim Dar Chairman
Mr. Rashid L. Jamal Member
Mr. Husein Jamal Member
Mr. Mahmood -ul-Hassan Malik Secretary
Company Secretary
Mr. M Anwar Kaludi
Registered & Head Office
HT-8 Landhi Industrial Area & Tradin Estate
Landhi, Karachi - 75120
Tel : (921)5018536-8
Fax : (9221) 5018545
E-mail : sales@husein.com
Bankers
Metropolitian bank Lts.
Habib Bank AG Zurich
Habib Bank Ltd.
Auditors
A.F Ferguson & Co.
Chartered Accountants
Mills
Landhi Industrial Area & Trading Estate
Landhi,  Karachi-75120
NOTICE OF MEETING
The 50th Annual General Meeting of the Shareholders of Husein Industries Limited will be held at
the Registered Office of the Company at Plot No. HT-8, Landhi Industrial & Trading Estate, Landhi,
Karachi on Friday January 30, 2004 at 11:30 a.m. to transact the following business:
1.          To confirm the minutes of the 49th Annual General Meeting held on March 29, 2003.
2.          To receive and adopt the Directors' Report and the Audited Accounts of the Company for
the year ended September 30, 2003.
3.          To appoint auditors and fix their remuneration. Present auditors M/s. A. F. Ferguson & 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
and Lahore Stock Exchanges. Audit Committee has recommended the name of M/s. Hyder
Bhimji & Co. Chartered Accountants for appointment in place of retiring auditors, for con-
sideration in the Annual General Meeting.
4.          To approve the dividend as recommended by the directors.
5.          To transact any other business with the permission of the Chair.
By order of the Board
MOHAMMED ANWAR KALUDI
Karachi : January 8, 2004                                                                            Secretary
NOTES :
1.          The Share Transfer Books of the Company will remain closed from January 27, 2004 to
January 30, 2004, both days inclusive.
2.          A member entitled to attend and vote at this Meeting may appoint another member as a
proxy to attend and vote instead of him or her. Proxies, in order to be valid, must be
deposited at the Registered Office of the Company not later than 48 hours before the meeting.
3.          Members are requested to promptly notify change of address, if any.
STATEMENT ON CORPORATE AND FINANCIAL FRAME WORK
a)   The Financial 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.
b)   Proper books of account of the Company have been maintained.
c)    Appropriate accounting policies have been consistently applied in preparation of financial
statements and accounting estimates are based on reasonable and prudent judgement.
d)   International Accounting Standards, as applicable in Pakistan, have been followed in preparation
of financial statements.
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,
h)   Key operating and financial data for last six years is summarized on page No. 31.
i)    There are no overdue taxes, duties, levies and charges as on 30th September, 2003.
j)    There are no funds based provident, gratuity and pension fund schemes.
k)   During the year meetings of the Board of Directors were held. Attendance by each Director is
given on page No. 30.
1)    The statement showing the pattern of shareholdings in the Company, as on 30th September,
2003 is shown on page No. 28 to 29.
m) No trades in the shares of the listed Company were carried out by the Directors, CEO, CEO,
Company Secretary and their spouse and minor children.
On behalf of the Board
Latif E. Jamal
Karachi : January 8, 2004                                                             Chairman & Chief Executive
DIRECTORS'REPORT
The Directors are pleased to place before you the 50th Annual Report together with the audited
accounts of the Company for the year ended September 30, 2003 and the Auditors' Report thereon.
The appropriations are tabulated as below:
Rupees
Profit after taxation 57,620,214
Unappropriated profit brought forward 1,639,181
Profit available for appropriations 59,259,395
Appropriations
Transfer to general reserve 32,500,000
Proposed dividend final @ 25% 26,564,630
59,064,630
Unappropriated profit carried forward 194,765
The year under review has been quite an eventful and challenging one as the industry is now about
to face the post quota elimination scenarios and all the decisions taken by the management of your
Company have been focused on enhancing the capability of being cost effective with improved
quality standards.
During the year, the prices of raw material continued to surge and continuous depreciation of US
Dollar adversely affected the Company's profitability for the year and its investment capability.
Recent announcement regarding imposition of Anti Dumping duty by the European Union on Pakistani
Bed linen is yet another factor which may impact the sale revenues on exports to European Union.
This necessitates exploring of new markets and research and development of new products.
Despite the above factors, the Company is striving hard to maintain the steady flow of export
orders by its diversification policy and aggressive sales campaign.
Subsequent to the year-end, your Company suffered an irreparable loss in the sad demise of its
Director Masrur Hassan Khan on 07 November 2003. His services are too laudable to be expressed
in words. May his soul rest in eternal peace. In place of the deceased director, the Board has appointed
Mr. Ahsan Jamal to fill in the casual vacancy.
The audit committee in compliance with the provisions of Corporate Governance recommends the
appointment of M/s. Hyder Bhimji & Co. Chartered Accountants as External Auditors of the Company
for the year ending 30th September 2004 which Board has agreed. The Board places on record its
appreciation to M/s. A. F. Ferguson & Co. Chartered Accountants, the retiring auditors of their
services to the Company in the past.
The Directors wish to place on record their appreciation for the services rendered by the employees
(1191) (2002: 1224) of the Company.
Earnings per share for the year ended September 30, 2003 works out to Rs. 5.42 as against last
year's Rs. 9.34.
STATEMENT OF COMPLIANCE WITH THE
CODE OF CORPORATE GOVERNANCE
This statement is being presented to comply with the Code of Corporate Governance contained in
the Listing Regulations of Karachi and Lahore Stock Exchanges 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 its Board of 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 has occurred in the Board during the year.
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 the 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.
8.          The meetings of the Board were presided over by the Chairman, 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 meetings
were appropriately recorded and circulated.
9.          The Board arranged orientation courses for its-directors during the year to apprise them of
their duties and responsibilities.
10.        The Board has approved appointment of CFO, Company Secretary and Head of Internal
Audit, including their remuneration and terms and conditions of employment, as determined
by the CEO.
11.        The directors' report for this year has been prepared in compliance with the requirements
of the Code and fully describes the salient matters required to be disclosed.
12.        The financial statements of the Company were duly endorsed by CEO and CFO before
approval of the Board.
A UDITORS'REPORT TO THE MEMBERS
We have audited the annexed balance sheet of Husein Industries Limited as at September 30, 2003
and the related profit and loss account, cash flow statement and 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 information and explanations which, to the best of our knowledge and belief,
were necessary for the purposes of our audit.
It is the responsibility of the Company's management to establish and maintain a system of internal
control, and prepare and present the above said statements in conformity with the approved
accounting standards and the requirements 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 amounts and disclosures in the above said statements. An
audit also includes assessing the accounting policies and significant estimates 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 the expenditure incurred during
the year were in accordance with the objects of the Company;
(c)        in our opinion and to the best of our information and according to the explanations given
to us, the balance sheet, profit and loss account, cash flow statement and statement of
changes in equity together with the notes forming part thereof conform with the 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 September 30, 2003 and of the profit, its
cash flows and changes in equity for the year then ended; and
(d)        in our opinion Zakat deductible at source under the Zakat and Ushr Ordinance, 1980 (XVIII
of 1980), was deducted by the Company and deposited in the Central Zakat Fund established
under Section 7 of that Ordinance.
Karachi : January 8, 2004                                                              A.F. FERGUSON & CO.
Chartered Accountants
REVIEW REPORT TO THE MEMBERS ON STA TEMENT OF COMPLIANCE
WITH BESTPRA CTICES OF CODE OF CORPORA TEGO VERNANCE
We have reviewed the Statement of Compliance with the best practices contained in the Code of
Corporate Governance prepared by the Board of Directors of Husein Industries 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 enable us to
express an opinion as t