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| NISHAT
(CHINIAN) LIMITED |
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| Annual Reports
2003 |
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| Brief Profile |
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| The company
was incorporated in 1990 as a public limited company with an equity
investment of PKR 100 million. A |
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| spinning mill
having a capacity of 14,400 spindles was established at Bhai Pheru, Tehsil
Chunian. It started commercial |
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| production on
March 10, 1991. The capacity was enhanced to 19,200 spindles in 1998. In
1998, the company diversified |
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| its business
interests by venturing into a weaving project with the installation of 99 air
jet looms. A new state of the art |
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| spinning unit
started production in November 2000, increasing the total spinning capacity
to about 40,872 spindles. |
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| Subsequently
weaving capacity has been increased to 212 air jet looms while the spinning
capacity has been enhanced |
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| to 50,952
spindles. The company is now equipped with the most modern manufacturing
facilities in the country to |
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| produce high
quality specialized products for its customers all over the world. |
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| Contents |
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| COMPANY
INFORMATION |
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| DIRECTORS'
REPORT |
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| FINANCIAL
HIGHLIGHTS |
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| NOTICE OF
ANNUAL GENERAL MEETING |
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| STATEMENT OF
COMPLIANCE WITH THE 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
SHAREHOLDING |
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| PROXY FORM |
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| Company
Information |
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| Board of
Directors: |
Mr. Muhammad Saleem |
Chairman |
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Mr. Shahzad Saleem |
Chief Executive |
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Mr. Yahya Saleem |
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Mr. Asif Jameel |
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Nominee NIT |
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Mr. Khalid Niaz Khawaja |
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Syed Jawad Gillani |
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Mr. Fa rid Fazal |
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| Audit Committee: |
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Mr. Shahzad Saleem |
Chairman |
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Mr. Farid Fazal |
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Member |
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Syed Jawad Gillani |
Member |
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| Company
Secretary: |
Mr. Farrukh Ifzal |
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| Bankers to the
Company: |
ABNAMROBankN.V |
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American Express Bank |
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Askari Commercial Bank |
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Citi Bank N.A |
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Credit Agricole Indosuez |
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Faysal Bank Limited |
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Habib Bank Limited |
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PICIC Commercial Bank Limited |
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Standard Chartered Bank |
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Union Bank Limited • |
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United Bank Limited |
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| Auditors: |
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Riaz Ahmad & Company |
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Chartered Accountants |
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| Head Office: |
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31 -Q, Gulberg-ll, |
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Lahore, Pakistan. |
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Phone :
5761 730-39 |
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Fax
: 5878696-97 |
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| Mills: |
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Spinning 1 |
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49th Kilometre, Multan Road, |
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Bhai Pheru, Tehsil Chunian, |
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District Kasur. |
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Spinning 2 & Weaving |
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49th Kilometre, Multan Road, |
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Kamogal, Tehsil Pattoki |
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District Kasur. |
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| Economic
Environment |
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| During the
year under review the economy moved into the most |
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| stable phase
experienced in the recent history. All the major indicators |
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| like
inflation, exchange rates and balance of payment remained very |
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| stable.
Interest rates came down to the lowest ever level in the history |
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| of the
country. Security situation also improved with improvement in |
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| law and order
and de-escalation of border tension. However, the |
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| international
economic scenario remained bleak with the continuation |
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| of the
worldwide recession. Iraq war and outbreak of SARS aggravated |
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| the slow down
in the world economy. The export sector of Pakistan, |
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| although
benefiting from the positive developments at home, remained |
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| under pressure
because of the unfavorable international conditions |
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| and a further
appreciation of Pak Rupee against the US Dollar. |
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| Performance of
the Company |
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| Sales
increased by 4.3% during the year to Rs 4.227 billion while net |
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| profit
decreased by 34.9% to Rs 327.418 million. Net profit margin |
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| reduced to 7.7
% from 12.4% last year. The illustration shows the |
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| cyclical
nature of the business during the last five years. The |
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| performance of
the company, although not as good as the last year's |
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| historic best,
is impressive as compared to the industry. The drop |
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| in the
profitability is because of a number of factors. The cotton |
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| prices
remained high during the year as compared to last year, |
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| whereas the
prices of yarn and fabric remained under pressure |
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| because of the
worldwide recession and the effects of Iraq war and |
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| SARS. The Pak
Rupee continued to appreciate against the US Dollar |
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| making a
negative impact on the bottom line of the exporters. |
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| However the
management effectively took advantage of the positive |
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| developments
such as reduction in the interest rates, restoration of |
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| confidence of
the export customers and better marketing capability |
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| of the company
after increase in capacity. The company has retained |
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| its position
as one of the most profitable textile companies in the |
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| country.
Return on equity this year is 28.6 %, while earning per share |
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| is Rs 7.38.
The average return on equity during the last five years is |
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| 55%. Our
target is to maintain a long term ROE of around 30%. |
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| Credit Rating
by PACRA |
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| Pakistan
Credit Rating Agency (PACRA) has assigned long term |
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| entity rating
of A+ to our company. We are proud to mention that |
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| this is the
highest rating assigned to any textile company in the |
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| country. The
rating denotes a low expectation of credit risk and a |
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| strong
capacity for timely payment of financial commitments. |
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| Investments
and Sources of Financing |
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| During the
year Rs. 489 million were invested in the fixed assets to |
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| complete the
installation of 10,000 spindles in November 2002 and |
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| for the
addition of 24 air jet looms in June 2003. Depreciation cash |
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| flow of Rs.
196 million and retained earnings were used to finance |
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| this
expansion. Total long term loan also reduced from Rs. 890 million |
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| to Rs. 700
million. Internal cash flows were used to repay the long |
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| term loan. |
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| Financial
Structure |
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| A conservative
financial structure has been employed in view of the |
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| seasonality
and cyclicality of the textile industry. We have identified |
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| the targeted
levels of critical financial ratios such as the current ratio, |
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| debt to equity
ratio and leverage. Decisions for future investments |
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| are made
subject to the constraints of the targeted financial ratios. |
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| The
illustration shows the historic figures of our current ratio and |
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| leverage. The
management took effective measures to take advantage |
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| of the fall in
the interest rates and re-profiled the entire long term |
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| and short term
debt. The result is a sharp reduction in the financial |
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| charges from
Rs. 185.19 million in the last year to Rs. 119.08 million |
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| this year. The
full impact of the restructuring of the debt will be visible |
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| next year with
a further steep fall in the financial charges. The |
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| illustration
shows the last five years financial charges as a percentage |
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| of sales
depicting the declining trend. |
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| Business
Strategy |
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| Aggressive
marketing has been the major factor in our consistent |
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| profitability
over the past years. Our strategy is to remain at the |
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| cutting edge
in terms of exploring new markets and new products. |
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| The focus is
on niche marketing with specialized products. Our |
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| quality
products are supplemented with professional customer service |
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| to build long
term relationships with the customers. We have |
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| differentiated
our company through consistent quality, reliable delivery |
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| and proactive
handling of customers' needs. Investment in state of |
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| the art
technology and top quality human resources has been the |
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| key element of
our business strategy. The organizational structure |
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| is kept lean
with very little hierarchy and bureaucracy compared to |
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| other
organizations of similar size. This gives us the flexibility to |
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| respond
quickly to the changes in the market situation. |
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| Board Meetings |
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| During the
year under view 4 meetings were held. Attendance by |
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| each director
is as follows: |
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| Name of
Director |
Attendance |
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| Mr. Muhammad
Saleem |
1 |
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| Mr. Shahzad
Saleem |
4 |
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| Mr. Yahya
Saleem |
3 |
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| Mr. Asif Jameel * |
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2 |
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| Mr. Khalid
Niaz Khawaja ** |
1 |
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| Mr. Anis Wahab
Zuberi *** |
1 |
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| Syed Jawad
Gillani |
1 |
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| Mr. Farid Fazal |
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3 |
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| Mr. Shujaat
Mirza **** |
1 |
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| * Elected in Annual General Meeting on
March 31, 2003. |
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| ** Appointed to fill casual vacancy on
January 27, 2003. |
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| *** Retired on March 31, 2003. |
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| **** Resigned
on January 27, 2003. |
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| On behalf of
the board |
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| Muhammad
Saleem |
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| Lahore:
December 05, 2003 Chairman |
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1994 |
1995 |
1996 |
1997 |
1998 |
1999 |
2000 |
2001 |
2002 |
2003 |
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(Rupees in thousand) |
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| Capital |
120,000 |
144,000 |
144,000 |
144,000 |
144,000 |
144,000 |
403,200 |
403,200 |
403,200 |
443,520 |
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| Reserves |
86,730 |
64,306 |
86,988 |
110,627 |
162,237 |
194,792 |
192,289 |
340,409 |
742,888 |
919,106 |
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| Net Worth |
206,730 |
208,306 |
230,988 |
254,627 |
306,237 |
338,792 |
595,489 |
743,609 |
1,146,088 |
1 ,362,626 |
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| Long Term Liabilities |
116,660 |
50,657 |
34,737 |
26,765 |
270,431 |
280,856 |
567,030 |
476,321 |
865,539 |
589,843 |
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| Current Liabilities |
200,045 |
242,494 |
235,245 |
201 ,965 |
702,242 |
1,015,989 |
619,802 |
1,130,202 |
773,885 |
1,110,076 |
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| Total Liabilities |
523,435 |
501,457 |
500,970 |
483,357 |
1,278,910 |
1 ,635,637 |
1,782,321 |
2,350,132 |
1 ,639,424 |
3,062,545 |
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| Fixed Assets |
326,765 |
299,319 |
271,695 |
258,221 |
886,593 |
956,365 |
1,202,614 |
1.537,288 |
1,829,775 |
1 ,954,767 |
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| Long Term Deposits |
6,311 |
4,707 |
2,059 |
311 |
227 |
227 |
527 |
545 |
545 |
426 |
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| Current Assets |
190,359 |
197,431 |
227,216 |
224,825 |
392,090 |
679,045 |
579,180 |
812,298 |
955,192 |
1,107,352 |
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| Total Assets |
523,435 |
501,457 |
500,970 |
483,357 |
1,278,910 |
1,635,637 |
1,782,321 |
2,350,132 |
2,785,512 |
3,062,545 |
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| Sales |
663,261 |
838,915 |
971,188 |
1,111,537 |
1,148,551 |
2,094,958 |
2,367,018 |
3,066,830 |
4,054,099 |
4,226,715 |
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| Gross Profit |
162,425 |
92,821 |
172,615 |
186,017 |
183,371 |
362,475 |
628,457 |
684,287 |
966,745 |
742,242 |
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| Operating Profit plus Other Income |
125,212 |
54,421 |
148,573 |
144,251 |
156,465 |
290,531 |
533,773 |
523,634 |
781 ,787 |
519,004 |
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| Financial & Other charges |
56,633 |
47,620 |
91 ,423 |
91 ,225 |
93,244 |
185,936 |
155,772 |
237,811 |
218,099 |
143,586 |
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| Taxation |
10,232 |
5,225 |
5,669 |
7,787 |
11,611 |
13,000 |
20,504 |
36,903 |
60,409 |
48,000 |
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| Net Profit |
58,347 |
1,576 |
51,481 |
45,239 |
51,610 |
91 ,595 |
357,497 |
248,920 |
503,279 |
327,418 |
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| Gross Margin |
24.50% |
11.10% |
17.80% |
16.70% |
16.00% |
17.30% |
26.60% |
22.30% |
23.80% |
17.60% |
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| Net Margin |
8.80% |
0.20% |
5.30% |
4.10% |
4.50% |
4.40% |
15.10% |
8.10% |
12.40% |
7.70% |
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| Current Ratio |
0.95 |
0.81 |
0.97 |
1.11 |
0.56 |
0.67 |
0.93 |
0.72 |
1.23 |
1 |
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| Current Ratio as per SBP Regulations |
1.38 |
1.12 |
1.04 |
1.16 |
0.61 |
0.8 |
1.52 |
0.87 |
1.3 |
1.12 |
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| Leverage (Total Liab./Net Worth) |
1.53 |
1.41 |
1.17 |
0.9 |
3.18 |
3.83 |
1.99 |
2.16 |
1.43 |
1.25 |
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| Long Term Debt : Equity |
36:64 |
20:80 |
13:87 |
10:90 |
47:53 |
45:55 |
49:51 |
39:61 |
43:57 |
30:70 |
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| EPS |
4.86 |
0.11 |
3.58 |
3.14 |
3.58 |
6.36 |
8.87 |
6.17 |
12.48 |
7.38 |
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| EPS (Adjusted for bonus shares) |
4.86 |
0.13 |
4.29 |
3.77 |
4.3 |
7.63 |
29.79 |
20.74 |
41.93 |
27.28 |
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| Notice of
Annual General Meeting |
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| Notice is
hereby given that the 14th Annual General meeting of the Shareholders of Nishat (Chunian) Limited will |
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| be held at the
Registered Office of the Company, 31-Q, Gulberg II, Lahore on January 5, 2004
(Monday) at 10:30 a.m. |
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| 1. To confirm the minutes of the last
General Meeting. |
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| 2. To receive and adopt audited accounts
of the Company for the year ended September 30, 2003 together with |
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| Directors' and
Auditors' reports thereon. |
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| 3. To approve 25% Cash Dividend (i.e.
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| 4. To appoint auditors for the year ending
September 30, 2004 and to fix their remuneration. The present Auditors |
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| M/s Riaz Ahmad
& Company, Chartered Accountants, retire and being eligible offer
themselves for reappointment. |
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| 5. To transact any other business with
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| BOOKS CLOSURE |
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| The Share
Transfer Books of the Company will remain closed from 30-12-2003 to
05-01-2004 (both days inclusive) for |
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entitlement of dividend. |
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| By Order of
the Board |
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| Farrukh Ifzal |
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| Lahore:
December 05, 2003
Company Secretary |
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| Notes: |
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| 1. The Cash Dividend will be paid to the
shareholders, whose names will appear in the register of members as at |
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| the close of
business on December 29, 2003. |
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| 2. All members should bring their Original
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| 3. The beneficia |