| Allied Motors Limited |
|
|
|
|
|
|
|
|
| Annual
Report 2000 |
|
|
|
| CONTENTS |
|
|
| Company Information |
|
| Notice of Meeting |
|
| Directors'
Report |
|
| Auditors' Report |
|
| Balance Sheet |
|
| Profit & Loss Account |
|
| Statement of Changes in
Financial Position |
|
| Statement of Changes in Equity |
|
| Notes to the Accounts |
|
|
|
| COMPANY
INFORMATION |
|
|
| BOARD
OF DIRECTORS |
|
| K.
Asif Rahman |
|
Chairman & Chief
Executive |
|
| Farouk Majid |
|
| P. K. Shahani |
|
| Samir Ahmed |
|
(Nominee of NIT) |
|
| Fazlur
Rahman |
|
| Kamal
Mahmood |
|
| Sultan
Ahmed |
|
|
| COMPANY
SECRETARY |
|
| Asif
Mahmood |
|
|
| AUDITORS |
|
| Nasir
Javaid Maqsood. |
|
| Chartered
Accountants |
|
| 27-B
Writers Chamber |
|
| Mumtaz
Hassan Road, |
|
| Karachi. |
|
|
| REGISTERED
OFFICE |
|
| D-168,
Sindh Industrial Trading Estate |
|
| Haroonabad |
|
| Karachi-75700 |
|
|
| FACTORY |
|
| Plot
Nos. AI-A50 Hub Industrial Trading Estate |
|
| Hub,
District Lasbela (Balochistan) |
|
|
| REGISTRARS |
|
| Gangjees
Investment & Finance Consultants |
|
| 513,
Clifton Centre, Khayaban-e-Roomi, Block-5, |
|
| Clifton,
Karachi-75600 |
|
|
|
| NOTICE
OF ANNUAL GENERAL MEETING |
|
|
| NOTICE
is hereby given that the eighteenth Annual General Meeting of the
Shareholders of Allied Motors |
|
| Limited
will be held on Monday, December 4, 2000 at 11:30 a.m. at the Registered
office of the Company, |
|
| situated
at D-168, S.I.T.E., Haroonabad, Karachi to transact the following business. |
|
|
| 1.
To confirm the Minutes of the seventeenth Annual General Meeting held on
December 21, 1999. |
|
|
| 2.
To receive, consider and adopt the Audited Accounts of the Company for the
year ended June 30, 2000 |
|
| together
with the Directors' and Auditors' Report thereon. |
|
|
| 3.
To appoint Auditors of the Company for the year 2000-2001 and to fix their
remuneration. The present |
|
| Auditors
Nasir Javaid Maqsood Chartered Accountants retire and, being eligible, offer
themselves for |
|
| reappointment. |
|
|
| 4.
To transact any other ordinary business of the Company with the permission of
the Chair. |
|
|
|
BY ORDER OF THE BOARD |
|
|
|
Asif Mahmood |
|
| Karachi:
November 10, 2000 |
|
Company secretary |
|
|
| NOTES: |
|
|
| 1.
The Share Transfer Books of the Company will remain closed from November
21,2000 through December |
|
| 04,
2000 (both days inclusive). |
|
|
| 2.
A member eligible to attend and vote at the Meeting may appoint another
Member as his/her proxy to |
|
| attend
and vote instead of him/her. Proxies in order to be effective must be
received by the Company at |
|
| its
Registered Office not later than 48 hours before the time of holding the
Meeting. |
|
|
| 3.
Shareholders are requested to immediately notify change of address, if any,
to our Registrar, Gangjees |
|
| Investment
& Finance Consultants 513, Clifton Centre, Khayaban-e-Roomi, Block-5
Clifton, Karachi-75600 |
|
|
|
| 4.
CDC shareholders are requested to bring their National Identity Card, Account
and Participant's ID |
|
| Number,
while attending the Meeting for identification. |
|
|
|
| DIRECTORS'
REPORT |
|
|
| Your
Directors welcome you to the eighteenth Annual General Meeting and place
before you the Annual |
|
| Report
together with the Audited Accounts of the Company for the year ended June 30,
2000. |
|
|
| Financial
Results |
|
| The
financial results are summarized as under: |
|
|
(Rs. 000) |
|
|
2000 |
1999 |
|
| Net Sales |
|
8,783 |
14,326 |
|
| Gross
Profit / (Loss) |
|
(2,354) |
(1,043) |
|
| Operating
Profit / (Loss) |
|
(5,794) |
(5,061) |
|
| Profit
/ (Loss) Before Tax |
|
(4,270) |
(2,851) |
|
| Profit/(Loss)
After Tax |
|
(4,317) |
(2,929) |
|
| Earnings
/ (Loss) Per share |
|
(0,48) |
(0,33) |
|
| Unappropriated
Profit / (Loss) |
(152,809) |
(149,880) |
|
| Accumulated
Profit / (Loss) |
|
(157,126) |
(152,809) |
|
|
| During
the year under review, the Company sold 60 units of small horse power
Tractors from the left over |
|
| inventory
under the brand name of "Allied - 35". The total tractor industry
sales was approximately 35,055 |
|
| units
including 60 units of small horse power tractors which were sold by your
Company. The reason for |
|
| incurring
losses is mainly that production of tractors is almost negligible (due to
compromise agreement with |
|
| "FORD"
as discussed in note 13), whereas fixed expenditure of the plant are
constant. |
|
|
| Between
the last Directors' Report and during the financial year under review, there
has been no material |
|
| changes
and commitments affecting the financial position of the Company. |
|
|
| There
have been no changes that have occurred during the financial year concerning
the nature of business |
|
| of
the Company. |
|
|
| Auditors'
Observations |
|
| Auditors'
observation in paragraph 2 of the Auditors' report to the Members, it is
stated that: |
|
|
| The
management is concerned about the future of your company and it is actively
engaged in its re-activation. |
|
| The
Company's property is free from all encumbrances. Further, the management
considers that at present |
|
| the
assets and liabilities do not require any adjustment or reclassification
since efforts are being made to |
|
| reactivate
the operation. |
|
|
| Auditors'
comments in paragraph 3 of their Report to the Members. It is stated that
your Directors consider |
|
| the
tangible fixed assets, loose tools, stock-in-trade as good and realisable. |
|
|
| Future
Out Look |
|
| Unfortunately,
there has been no positive improvements in the over all economic situation of
the country |
|
| despite
various steps taken by the government. However, our efforts with regard to
revival of our tractor |
|
| production
and business co-operation with some reputable Tractor manufactures have made
significant |
|
| headway.
We are positive that before the next AGM the company will Insha Allah
conclude a deal with |
|
| Chinese
manufacturer of Tractors. |
|
|
| Auditors |
|
| The
retiring Auditors M/s Nasir Javaid Maqsood Chartered Accountants, being
eligible, offer themselves |
|
| for
reappointment. |
|
|
| Pattern
of Shareholding |
|
| The
pattern of shareholding is attached. |
|
|
| The
management would like to place on record its appreciation of the work of
senior management, executives |
|
| and
other members of the staff without whose unstinted support it would not have
been possible to continue |
|
| the
Company's operations. |
|
|
|
FOR AND ON BEHALF OF THE
BOARD |
|
|
|
K. Asif Rahman |
|
| Karachi:
October 31, 2000 |
|
Chairman |
|
|
|
| PATTERN
OF SHAREHOLDING |
|
| as
at June 30,2000 |
|
|
| NO. OF |
|
SHARE
HOLDING |
TOTAL SHARES |
|
| SHARE
HOLDERS |
FROM |
TO |
HELD |
|
|
| 639 |
|
1 |
100 |
60,181 |
|
| 470 |
|
101 |
500 |
107,941 |
|
| 83 |
|
501 |
1000 |
711573 |
|
| 114 |
|
1001 |
5000 |
251,591 |
|
| 17 |
|
5001 |
10000 |
131,729 |
|
| 4 |
|
10001 |
15000 |
49,565 |
|
| 2 |
|
15001 |
20000 |
35,565 |
|
| 1 |
|
20001 |
25000 |
21,433 |
|
| 2 |
|
25001 |
30000 |
54,600 |
|
| 1 |
|
30001 |
35000 |
34,666 |
|
| 1 |
|
55001 |
60000 |
59,733 |
|
| 2 |
|
70001 |
75000 |
144,033 |
|
| 1 |
|
170001 |
175000 |
174,900 |
|
| 1 |
|
525001 |
530000 |
526,600 |
|
| 1 |
|
690001 |
695000 |
691,094 |
|
| 1 |
|
865001 |
870000 |
869,400 |
|
| 1 |
|
1105001 |
1110000 |
1,108,906 |
|
| 1 |
|
1910001 |
1915000 |
1,912,750 |
|
| 1 |
|
2690001 |
2695000 |
2,693,740 |
|
| ------------ |
|
------------ |
|
| 1,343 |
|
9,000,000 |
|
| ========== |
|
========== |
|
|
| CATEGORIES
OF SHAREHOLDERS AS AT JUNE 30, 2000 |
|
|
| CATEGORIES
OF SHARE HOLDERS |
NUMBER |
SHARES |
PERCENTAGE |
|
|
|
HELD |
|
|
| Joint
Stock Companies |
|
2 |
1,912,916 |
21.18 |
|
| Financial
Institutions |
|
3 |
1,466,833 |
16.30 |
|
| Holding
Companies |
|
0 |
0 |
0.00 |
|
| Modaraba
Companies |
|
0 |
0 |
0.00 |
|
| Insurance
Companies |
|
2 |
132,933 |
1.48 |
|
| Investment
Companies |
|
1 |
174,900 |
1.94 |
|
| Individuals |
|
1332 |
818,678 |
9.10 |
|
| Associated
Companies |
|
1 |
2,693,740 |
30.00 |
|
| Foreign
Investors |
|
2 |
1,800,000 |
20.00 |
|
| Others |
|
0 |
0 |
0.00 |
|
|
------------ |
------------ |
------------ |
|
|
1343 |
9,000,000 |
100.00 |
|
|
========== |
========== |
========== |
|
|
|
| AUDITORS'
REPORT TO THE MEMBERS |
|
|
| 1.
We have audited the annexed balance sheet of Allied Motors 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 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 o0r 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. |
|
|
| 2.
The closure of the factory and the "Ford" group of companies
withdrawal from and termination of its |
|
| franchise
agreement alongwith operating loss of Rs. 5.794 million and a carried forward
net loss or Rs. |
|
| 147.226
million as at June 30, 2000 raise substantial doubt that the company will be
able to continue as a |
|
| going
concern and may be unable to realise its assets and discharge its liabilities
in the normal course of |
|
| business.
Consequently adjustments may be required to the recorded asset amounts or to
the amounts |
|
| and
classification of liabilities. The financial statements (and notes thereto)
do not disclose this fact. |
|
|
| 3.
We have been unable to satisfy ourselves as to, the realisable value of
tangible fixed assets, the net |
|
| realisable
value of loose tools, stock-in-trade against which no provision made. |
|
|
| 4.
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
except for |
|
| the
change as stated in note 2.7 with which we concur. |
|
|
| (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 except for the omission of the information referred to in 2
above and subject to the |
|
| matters
stated in 3 above 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 for
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/loss, 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 |
|
Nasir Javaid Maqsood |
|
| Dated:
October 31, 2000 |
|
Chartered Accountants |
|
|
|
|
| BALANCE
SHEET |
|
| As
at June 30, 2000 |
|
|
|
|
2000 |
1999 |
|
|
Note |
Rs. 000 |
Rs. 000 |
|
| Capital
& Liabilities |
|
| Authorised
Share Capital |
|
| 21,600,000
Ordinary Shares of Rs. 10/- each |
|
218,000 |
218,000 |
|
|
========== |
========== |
|
| Issued,
Subscribed & Paid-up Capital |
|
3 |
90,000 |
90,000 |
|
| Reserves |
|
|
| Capital |
|
4 |
l. 86,194 |
66,194 |
|
| Revenue |
|
5 |
(147,226) |
(142,909) |
|
|
------------ |
------------ |
|
|
(61,032) |
(56,715) |
|
|
========== |
========== |
|
|
28,968 |
33,265 |
|
| Deferred
Liabilities |
|
| Gratuity
Payable |
|
128 |
54 |
|
| Current
Liabilities |
|
| Short
Term Finance |
|
6 |
11,045 |
23,045 |
|
| Creditors,
Accrued Expenses & Other Liabilities |
7 |
4,516 |
5,027 |
|
|
------------ |
------------ |
|
|
15,561 |
28,072 |
|
| Contingencies |
|
|
8 |
-- |
-- |
|
|
44,657 |
61,411 |
|
|
========== |
========== |
|
| Property
& Assets |
|
|
|
| Fixed
Assets - Tangible |
|
| Operating
Fixed Assets - Net |
|
9 |
27,515 |
29,614 |
|
| Other |
|
10 |
7,282 |
9,482 |
|
|
34,797 |
39,096 |
|
|
| Long
Term Investments |
|
11 |
3,000 |
5,000 |
|
| Current
Assets |
|
|
|
|
| Store,
Spares & Loose Tools |
|
12 |
354 |
393 |
|
| Stock-in-Trade |
|
13 |
5,124 |
12,576 |
|
| Trade
Receivable |
|
14 |
-- |
620 |
|
|
|
|
| Deposits,
Prepayments & |
|
|
|
| Other
Receivables |
|
15 |
1,006 |
932 |
|
|
|
|
|
| Cash
& Bank Balances |
|
16 |
376 |
2,794 |
|
|
|
----------- |
----------- |
|
|
6,860 |
17,315 |
|
|
----------- |
----------- |
|
|
44,657 |
61,411 |
|
|
========== |
========== |
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
K. Asif Rahman |
|
P.K. Shahani |
|
|
Chief Executive |
|
Director |
|
|
|
|
| PROFIT
& LOSS ACCOUNT |
|
| For
the year ended June 30, 2000 |
|
|
|
|
2000 |
1999 |
|
|
Note |
Rs. 000 |
Rs. 000 |
|
|
| Sales |
|
17 |
8,783 |
14,326 |
|
| Cost of Sales |
|
18 |
11,137 |
15,369 |
|
|
|
------------ |
------------ |
|
| Gross
Profit / (Loss) |
|
|
(2,354) |
(1,043) |
|
|
| Operating
Expenses |
|
| Administration
and general |
|
19 |
1,602 |
2,115 |
|
| Selling
and Distributions |
|
20 |
588 |
550 |
|
| Financial
charges |
|
21 |
1,250 |
1,353 |
|
|
|
------------ |
------------ |
|
|
|
3,440 |
4,018 |
|
|
|
------------ |
------------ |
|
| Operating
loss |
|
|
(5,794) |
(5,061) |
|
| Provision
for diminution in value of Investment |
|
(2,000) |
|
|
| Other Income |
|
22 |
3,524 |
1,860 |
|
|
|
------------ |
------------ |
|
| Loss
for the year before taxation |
|
|
(4,270) |
(3,201) |
|
| Prior
period items |
|
23 |
-- |
350 |
|
|
|
------------ |
------------ |
|
|
|
(4,270) |
(2,851) |
|
| Taxation
- Current |
|
24 |
47 |
78 |
|
|
|
------------ |
------------ |
|
| Profit/(Loss)
after Taxation |
|
|
(4,317) |
(2,929) |
|
| Accumulated
Loss Brought Forward |
|
|
(152,809) |
(149,880) |
|
|
|
------------ |
------------ |
|
| Accumulated
Loss Carried Forward |
|
|
(157,126) |
(152,609) |
|
|
|
========== |
========== |
|
| Earnings
/ (Loss) per Share |
|
25 |
(0.48) |
(0.33) |
|
|
|
|
========== |
========== |
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
K. Asif Rahman |
|
P.K. Shahani |
|
|
Chief Executive |
|
Director |
|
|
|
|
| STATEMENT
OF CHANGES IN FINANCIAL POSITION |
|
| (Cash
Flow Statements) |
|
| For
the year ended June 30, 2000 |
|
|
|
|
2000 |
1999 |
|
|
Note |
Rs. 000 |
Rs. 000 |
|
| CASH
FLOW FROM OPERATING ACTIVITIES |
|
| Profit/(loss)
after taxation |
|
(4,317) |
(2,929) |
|
| Adjustments
for: |
|
|
|
| Depreciation |
|
1,711 |
1,948 |
|
| Gain
on sale of fixed assets |
|
(1,338) |
(1,693) |
|
| Provision
for Gratuity |
|
74 |
54 |
|
| Provision
for diminution in' value of investment |
|
2000 |
|
|
|
------------ |
------------ |
|
|
2447 |
309 |
|
|
------------ |
------------ |
|
| Net
Profit/(Loss) from operating activities before working capital changes |
(1,870) |
(2,620) |
|
| Working
Capital changes |
|
7,526 |
7,585 |
|
|
|
------------ |
------------ |
|
| Net
cash from operating activities |
|
5,656 |
4,965 |
|
| Cash
Flow from Investing activities |
|
|
|
| Fixed
capital expenditure |
|
-- |
(23) |
|
| Sale
proceeds of fixed assets |
|
3,926 |
2,093 |
|
|
------------ |
------------ |
|
| Net
cash generated from investing activities |
|
3,926 |
2,070 |
|
| Cash
Flow from Financing activities |
|
| Repayment
of short term running finance |
|
-- |
(8,228) |
|
| Finance
obtained from / (Repayment to) Associated undertaking |
(12,000) |
3,889 |
|
|
------------ |
------------ |
|
| Net
cash used in Financing activities |
|
(12,000) |
(4,339) |
|
|
------------ |
------------ |
|
| Net
increase/(Decrease) in cash and cash equivalents |
|
(2,418) |
2,696 |
|
| Cash
and Cash equivalents at the beginning of the year |
|
2,794 |
98 |
|
|
------------ |
------------ |
|
| Cash
and Cash equivalents at the end of the year |
16 |
376 |
2,794 |
|
|
|
|
========== |
========== |
|
| WORKING
CAPITAL CHANGES |
|
| (Increase)/decrease
in current assets |
|
| Store,
Spares and Loose tools |
|
39 |
44 |
|
| Stock-in-trade |
|
7,452 |
9,469 |
|
| Trade debts |
|
620 |
(620) |
|
| Advances,
Deposits and Pre-payments |
|
(74) |
(340) |
|
|
------------ |
------------ |
|
|
8,037 |
8,553 |
|
| Increase/(decrease)
in current liabilities |
|
|
|
| Creditors,
Accrued Expenses and Other Liabilities |
|
(511) |
(968) |
|
|
------------ |
------------ |
|
|
7,526 |
7,585 |
|
|
========== |
========== |
|
|
|
|
|
K. Asif Rahman |
|
P.K. Shahani |
|
|
Chief Executive |
|
Director |
|
|
|
| STATEMENT
OF CHANGES IN EQUITY |
|
| For
the Year ended June 30, 2000 |
|
|
|
Issued, |
Capital |
General |
Accumulated |
Total |
|
|
Subscribed |
Reserve |
Reserve |
Profit/(Loss) |
|
|
|
and Paid-up |
|
|
|
Capital |
|
|
|
(Rs.000) |
(Rs.000) |
(Rs.000) |
(Rs.000) |
(Rs.000) |
|
|
|
|
| Balance
as at July 01,1998 |
|
90,000 |
86,194 |
9,900 |
(149,880) |
36,214 |
|
| Profit
/ (Loss) after taxation |
|
-- |
-- |
-- |
(2,929) |
(2,929) |
|
| Interim
Dividend |
|
-- |
-- |
-- |
-- |
-- |
|
| Final
Dividend |
|
-- |
-- |
-- |
-- |
-- |
|
|
------------ |
------------ |
------------ |
------------ |
------------ |
|
| Balance
as at June 30,1999 |
|
90,000 |
86,194 |
9,900 |
(152,809) |
33,285 |
|
| Profit
/ (Loss) after taxation |
|
-- |
-- |
-- |
(4.317) |
(4,317) |
|
| Interim
Dividend |
|
-- |
-- |
-- |
-- |
-- |
|
| Final
Dividend |
|
-- |
-- |
-- |
-- |
-- |
|
|
------------ |
------------ |
------------ |
------------ |
------------ |
|
| Balance
as at June 30, 2000 |
|
90,000 |
86,194 |
9,900 |
(157,126) |
28,968 |
|
|
========== |
========== |
========== |
========== |
========== |
|
