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Agriauto Industries Limited
Annual Report 2000
CONTENTS
Company Information
Notice of Annual General Meeting
Directors' Report
Auditors' Report to the Members
Balance Sheet
Profit and Loss Account
Statement of Changes in Financial Position
Statement of Changes in Equity
Notes to the Accounts
Pattern of Shareholdings
COMPANY INFORMATION
BOARD OF DIRECTORS
R.D. Minwalla Chairman
S. Ikram Haider Chief Executive
Rais Ahmed
Mansoor G. Habib
Tayyeb Afzal
Sohail P. Ahmed
Owaisul Mustafa
COMPANY SECRETARY Fahim Kapadia
AUDITORS Ford, Rhodes, Robson, Morrow
Chartered Accountants
SHARE REGISTRAR Noble Computer Services (Pvt) Ltd.,
11, Banglore Town Housing Society
Main Shahrah-e-Faisal,
Karachi-75350 Pakistan.
Te1: 4546978-4520121
REGISTERED OFFICE Agriauto Industries Ltd.
5th Floor, House of Habib
Main Shahrah-e-Faisal,
Karachi-75350
Pakistan.
FACTORY Mouza Baroot,
Hub Chowki, Distt, Lasbella,
Balochistan.
NOTICE OF MEETING
NOTICE is hereby given that the nineteenth Annual General Meeting of the Company will be held at Islamic
Chamber of Commerce & Industry, ST 2/A, Block 9, KDA Scheme 5, Clifton, Karachi on Thursday,
December 14, 2000 at 2:00 P.M. to transact the following business:
1. To receive and adopt the Audited Accounts for the year ended June 30, 2000 together with the
Reports of the Directors and Auditors thereon.
2. To appoint Auditors for the year 2000-2001 and to fix their remuneration. The present auditors
M/s. Ford, Rhodes, Robson, Morrow (Chartered Accountants) being eligible offer themselves for
re-appointment.
3. To consider any other business with the permission of the Chair.
By order of the Board.
FAHIM KAPADIA
Karachi: November 20, 2000 Company Secretary
NOTES:
1. The Share transfer books of the company will remain closed from December 7, 2000 to December
14, 2000. (Both days inclusive)
2. A member entitled to attend and vote at this meeting may appoint another member as his/her
proxy to attend the meeting and vote for him/her. Proxies in order to be effective must be
received at the registered office of the company duly stamped and signed not less than 48 hours
before the time of holding the meeting. A proxy must be a member of the Company.
3. Members are requested to promptly communicate any change in their addresses to Company's
Share Registrar, M/s Noble Computer Services (Pvt.) Ltd. 14 Banglore Town Housing Society,
Main Shahrah-e-Faisal, Karachi.
4. CDC shareholders desiring to attend the meeting are requested to bring their original National
Identity Card, Account and Participant's ID numbers, for identification purpose and in case of
Proxy, to enclose an attested copy of his/her National Identity Card.
DIRECTORS' REPORT FOR THE YEAR ENDED JUNE 30, 2000
The Directors of your company are pleased to welcome you to the nineteenth Annual General Meeting of your
company and place before you the Annual Report and the audited accounts for the year ended June 30, 2000.
I. FINANCIAL RESULT
The financial results of the company for the year under review are summarized as under:
Rs. in '000'
1999-2000 1998-1999
Sales Revenue 296,114 300,998
Gross Profit 60,358 62,743
Profit Before Taxation 8,243 7,741
Provision for Taxation (1,499) (1,511)
------------------ ------------------
Net Profit after Taxation 6,744 6,230
Accumulated loss brought forward (23,246) (29,476)
------------------ ------------------
Accumulated loss Carried forward (16,502) (23,246)
========== ==========
2. EARNING PER SHARE
Earning per share for the year ended June 30, 2000, comes to Rs. 0.28 as compared to Rs. 0.26 in the preceding year.
3. THE ECONOMY AND AUTOMOTIVE ENGINEERING SECTOR
Pakistan's overall economic performance during the fiscal year 1999-2000 offers uncertain economic conditions.
For the past few years, Pakistan's economy has been facing difficulties owing to persistent lapses in implementation
of structural reforms and stabilization measures.
The automobile industry experienced a fall in production this year. A larger decline was witnessed in local
production of jeeps and cars (23.5 percent), trucks (6.7 percent) and LCV's (43.2 percent) while the production of
tractors and buses increased by 53.9 percent and 51.2 percent respectively for the nine month period from July 1999
to March 2000.
4. DOCUMENTATION OF THE ECONOMY
The ongoing exercise of documentation of real income and business, most probably the first-ever serious effort by
any Government in Islamabad in this direction, has started making its way despite strong resistance from traders all
over the country. A major source of grey imports into Pakistan in all product categories especially auto parts is due
to the Afghan Transit Trade Agreement (ATTA). The quantum of goods entering the country under ATTA can be
gauged from the fact that, in 1996-97 this volume was Rs.4.56 billion, which jumped to Rs.14.97 billion in 1998-99.
The ATTA volume from July 1999 - June 2000 is reported to be Rs.15 billion. Spare parts valuing Rs.61.321m
were reportedly caught in 1999-2000, while spare parts of more than Rs. 1 billion were imported duty-free for
Afghanistan, out of which 50% were reportedly sold in Pakistan. The effect of these duty-free smuggled imports of
spare parts, year after year, is adversely affecting auto-parts manufacturing concerns in Pakistan. These imports are
apart from the under-invoiced and mis-declared spare parts, which continue through regular importers.
Under these circumstances, if the current trend of documentation of the economy and control on parallel imports is
successfully implemented and the Government sustains the effort, the local automotive spare parts industry will get
a major boost. This will not just be in terms of growth in sales of existing products, but also in terms of investment
in development of new product lines.
5. FUTURE OUTLOOK
Due to the foregoing factors the overall company's sales for the year dropped by a marginal 1.6% as compared to
last year. This was the result of a drop in the OEM business by 7%. However, despite stiff competition from
smuggled imports, your company sales in the after-market business grew by 21%. Additionally, by practicing
austerity the company's net profit after tax has increased from Rs.6.230 million in 1999 to Rs.6.776 an increase of
9% over last year. This was possible due to strict control over administrative & selling expenses and cash flow
management, which reduced the financial Charges by Rs8.637 millions. Financial charges also reduced due to
successful negotiation with bankers for reduction in the mark-up rates.
6. ISO CERTIFICATION
Your company attained the ISO 9002 certification during the current year and all the plants have now guided
policies for maintaining the quality of our products.
7. CLOSED PLANTS
The company has valued the Mobike & Engine Valve plants on the basis of valuation done by M/s. Akbani & Javed
Associates. The Mobike Plant was closed due to low acceptance of the product in the domestic market and stiff
competition from entrenched Japanese brands. In case of the Engine Valve plant, which was by and large a manual
operation, the volumes generated were not sufficient to justify the relatively high production costs. The total loss on
impairment amounting to Rs. 12.692 million has been accounted for in these accounts.
8. PATTERN OF SHAREHOLDINGS
The pattern of shareholding is provided on page 23.
AUDITORS
Messrs. Ford, Rhodes, Robson, Morrow, Chartered Accountants retire and being eligible offer themselves for re-
appointment as the Auditors of the Company for the year ending June 30, 2001.
9. ACKNOWLEDGEMENT
On behalf of the Board of Directors, I would like to place on record our appreciation to all our patrons, customers,
dealers and suppliers for their valuable help, support and contribution given to our Company. I am also grateful to
all our Bankers for their continued support. We also wish to record our thanks to our overseas Technical
collaborators, M/s. Gabriel Ride Control Products, Inc. USA (for Shock Absorbers) and M/s. Kayaba Industry
Limited, Japan (for Gas Charged Shock Absorbers and Struts) for their technical help and advice.
The Board of Directors also acknowledges the contribution ,of all the executives, staff and workers who worked hard
together as a team in achieving our Company's objective.
On behalf of the
Board of Directors
KARACHI Syed Ikram Haider
DATED: October 28, 2000 Chief Executive
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of AGRIAUTO INDUSTRIES LIMITED as at June 30,
2000 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 the 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 shall also include 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 accounts 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 out' 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 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 June 30, 2000 and
of-the profit, its cash flows and changes in equity for the year then ended; and
(d) in our opinion, no Zakat was deductible at source under the Zakat and Ushr Ordinance,
1980.
Karachi- Ford, Rhodes, Robson, Morrow
October 31, 2000 Chartered Accountants.
BALANCE SHEET AS AT JUNE 30, 2000
Note 2000 1999
(Rs. in '000')
NON-CURRENT ASSETS
Operating fixed assets 3 105,548 106,479
Capital work-in-progress 4 -- 18,716
------------------ ------------------
105,548 125,195
LONG TERM DEPOSITS 5 1,539 1,558
DEFERRED COST 6 1,945 2,918
CURRENT ASSETS
Stores and spares 7 10,878 9,155
Stock-in-trade 8 58,124 67,918
Trade debts 9 53,477 40,809
Advances, Deposits, Prepayments and Other receivables 10 25,063 34,061
Cash and Bank balances 11 1,454 1,788
------------------ ------------------
148,996 153,731
------------------ ------------------
TOTAL ASSETS 258,028 283,402
========== ==========
SHARE CAPITAL AND RESERVES
Authorised capital
40,000,000 (1999: 40,000,000) ordinary shares of Rs.5 each 200,000 200,000
========== ==========
issued, subscribed and paid-up capital 120,000 120,000
Capital reserve 12,598 12,598
Accumulated loss (16,502) (23,246)
------------------ ------------------
SHAREHOLDERS' EQUITY 116,096 109,352
LONG TERM LOANS 23,441 32,716
CURRENT LIABILITIES
Current Portion of Long term loans 9,391 9,391
Short term finances 42,959 35,604
Advances from Others 20,017 35,936
Creditors, Accrued and Other liabilities 41,924 57,702
Provision for taxation 4,200 2,701
------------------ ------------------
118,491 141,334
CONTINGENCIES AND COMMITMENTS 18
------------------ ------------------
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 258,028 283,402
========== ==========
The annexed notes form an integral part of these accounts.
R.D. MINWALLA SYED IKRAM HAIDER
Chairman Chief Executive
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED JUNE 30, 2000
Note 2000 1999
(Rs. in '000')
TURNOVER 19 296,114 300,998
Cost of goods sold 20 (235,756) (238,255)
------------------ ------------------
GROSS PROFIT 60,358 62,743
Other income 21 3,892 281
Administrative expenses 22 (14,424) (14,830)
Selling and Distribution expenses 23 (11,109) (13,986)
Other charges 25 (457) (505)
------------------ ------------------
(25,990) (29,321)
------------------ ------------------
OPERATING PROFIT 38,260 33,703
Financial charges 26 (17,325) (25,962)
Impairment of Closed Plants (12,692) --
------------------ ------------------
PROFIT BEFORE TAXATION 8,243 7,741
Provision for taxation - current 27 (1,499) (1,511)
------------------ ------------------
Profit after taxation 6,744 6,230
Accumulated Loss brought forward (23,246) (29,476)
------------------ ------------------
Accumulated Loss carried forward (16,502) (23,246)
========== ==========
Basic earnings per share 28 0.28 0.26
========== ==========
The annexed notes form an integral part of these accounts.
R.D. MINWALLA SYED IKRAM HAIDER
Chairman Chief Executive
STATEMENT OF CHANGES IN FINANCIAL POSITION
(CASH FLOW STATEMENT)
FOR THE YEAR ENDED JUNE 30, 2000
Note 2000 1999
(Rs. in '000')
CASH FLOW FROM OPERATING ACTIVITIES
- Cash generated from operations 29 20,849 53,533
- Financial charges paid (18,589 (33,337)
- Income tax paid 4,597 (2,731)
- Long term deposit 19 1,065
------------------ ------------------
NET CASH FLOW FROM OPERATING ACTIVITIES 6,876 18,530
CASH FLOW FROM INVESTING ACTIVITIES
-Fixed capital expenditures (6,686) (24,615)
- Sale proceeds of fixed assets 1,396 213
------------------ ------------------
NET CASH FLOW FROM INVESTING ACTIVITIES (5,290) (24,402)
CASH FLOW FROM FINANCING ACTIVITIES
- Long term loan (9,275) 7,508
------------------ ------------------
NET INCREASE/(DECREASE) IN CASH and CASH EQUIVALENTS (7,689) 1,636
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR (33,816) (35,452)
------------------ ------------------
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 30 (41,505) (33,816)
========== ==========
R.D. MINWALLA SYED IKRAM HAIDER
Chairman Chief Executive
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED JUNE 30, 2000
(Rs. In '000')
Issued, subscribed Unappropriated
& aid u Capital Reserve Income Total
Rupees Rupees Rupees Rupees
Balance as at June 30, 1998 120,000 12,598 (29,476) 103,122
Profit for the year -- -- 6,230 6,230
------------------ ------------------ ------------------ ------------------
Balance as at June 30, 1999 120,000 12,598 (23,246) 109,352
Profit for the year -- -- 6,744 6,744
------------------ ------------------ ------------------ ------------------
Balance as at June 30, 2000 120,000 12,598 (16,502) 116,096
========== ========== ========== ==========
R.D. MINWALLA SYED IKRAM HAIDER
Chairman Chief Executive
NOTES TO THE ACCOUNT
FOR THE YEAR ENDED JUNE 30, 2000
1. COMPANY BACKGROUND, OPERATION AND LEGAL STATUS
Agriauto Industries Limited, a public limited company was incorporated in Pakistan on June 25, 1981 and was
listed on the stock exchanges in June 1984. The company manufactures components for Automotive Vehicles,
Motor Cycles and Agricultural Tractors.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
2.1 Accounting convention
These accounts have been prepared under the historical cost convention.
2.2 Staff retirement benefits
The company operates an approved provident fund scheme for all its employees. Contributions in respect
thereof are made in accordance with the terms of the scheme.
2.3 Employees compensated absences
The management has made provision in respect of compensated absences as per the requirements of the
revised International Accounting Standard 19 relating to Employees Benefits. The liability/of the company
in respect of these absences as at June 30, 2000 amounted to Rs.1.931 million, which has been fully
provided in the current year.
2.4 Taxation
Current
Provision for current taxation is based on taxable income at the current rates of taxation after taking into
account applicable tax credits and rebates or at the rate of 0.5% of turnover, whichever is higher.
Deferred
The company accounts for deferred taxation using liability method on all significant timing differences,
excluding tax effects of those timing differences which are not likely to reverse in foreseeable future.
However, as a matter of prudence, the company does not account for deferred tax debit in the accounts.
2.5 Tangible fixed assets
2.5.1 Owned
Fixed assets are stated at cost less accumulated depreciation except freehold land and capital-work
in-progress which are stated at cost.
Depreciation on fixed assets other than freehold land is charged on reducing balance method at the
rates specified in note 3.
Full years depreciation is charged on additions during the year. No depreciation is charged on asset
disposed or retired during the period.
Maintenance and normal repairs are charged to income as and when incurred. While major
renewals and improvements are capitalized.
Profit and loss on disposal of fixed assets is included in income currently.
2.5.2 Capital-work-in-progress
This includes costs pertaining to acquisition, construction, erection and installation of plant and
machinery. Mark-up on loans/finances obtain for capital work-in-progress is charged to profit and
loss account in the period in which they are incurred in accordance with the bench mark treatment
as per IAS 23-Borrowing Costs.
2.6 Stores and spares
These are valued at cost on moving average basis.