| THE CRESCENT TEXTILE MILLS LIMITED |
|
|
|
|
|
|
|
| Annual
Report 2000 |
|
|
|
| CONTENTS |
|
|
| Company
Information |
|
| Notice
of Annual General Meeting |
|
| Directors'
Report to the Shareholders |
|
| Chairman's
Review |
|
| Five
Years Progress at a Glance |
|
| Pattern
of Shareholding |
|
| Auditors'
Report to the Members |
|
| Balance Sheet |
|
|
|
| Profit
& Loss Account |
|
|
| Cash
Flow Statement |
|
|
| Statement
of Changes in Equity |
|
| Notes
to the Accounts |
|
|
|
|
|
|
|
| COMPANY
INFORMATION |
|
|
| BOARD
OF DIRECTORS |
|
| MR.
MUHAMMAD ANWAR (CHAIRMAN & CHIEF EXECUTIVE) |
|
| MR.
ANJUM M. SALEEM |
|
| MR.
HUMAYUN MAZHAR |
|
| MR.
ISTAQBAL MEHDI (NOMIEE: NIT) |
|
| MR.
KHALID BASHIR |
|
| MR.
MUHAMMAD ARSHAD |
|
| MR.
NASIR SHAFI |
|
|
|
| CORPORATE
SECRETARY |
|
| MR.
GHULAM MUHAMMAD |
|
|
| AUDITORS |
|
| RIAZ
AHMAD & COMPANY |
|
| CHARTERED
ACCOUNTANTS |
|
|
| BANKERS |
|
| ALLIED
BANK OF PAKISTAN LIMITED |
|
| EMIRATES
BANK INTERNATIONAL PJSC |
|
| FAYSAL
BANK LIMITED |
|
| HABIB
BANK LIMITED |
|
| INDUSTRIAL
DEVELOPMENT BANK OF PAKISTAN |
|
| MUSLIM
COMMERCIAL BANK LIMITED |
|
| NATIONAL
BANK OF PAKISTAN |
|
| UNITED
BANK LIMITED |
|
|
| REGISTERED
OFFICE |
|
| 40-A,
OFF ZAFAR ALI ROAD, |
|
| GULBERG-V, |
|
|
| LAHORE |
|
|
| HEAD
OFFICE & MILLS |
|
| SARGODHA
ROAD, |
|
| FAISALABAD |
|
|
| LIAISON
OFFICE |
|
| SIDCO
AVENUE CENTRE, |
|
| 264
R.A. LINES, STRATCHEN ROAD, |
|
| KARACHI |
|
|
|
| NOTICE
OF ANNUAL GENERAL MEETING |
|
|
| NOTICE
IS HEREBY GIVEN THAT the 51st Annual General Meeting of the shareholders of THE |
|
| CRESCENT
TEXTILE MILLS LIMITED will be held on Thursday the June 28,
2001 at 9:00 a.m. at |
|
| Registered
Office of the Company, 40-A Off Zafar Ali Road, Gulberg-V, Lahore to transact
the following |
|
| business:- |
|
|
| 1.
To receive, consider and adopt the Audited Accounts of the Company for the
year ended September |
|
| 30,
2000 together with the Directors' and Auditors' Reports thereon. |
|
|
| 2.
To approve, as recommended by the Directors, the payment of cash dividend @
27.50% i.e. Rs. 2.75 |
|
| per
share for the year ended September 30, 2000. |
|
|
| 3.
To appoint Auditors and fix their remuneration. |
|
|
|
|
BY ORDER OF THE BOARD |
|
|
|
|
|
|
|
GHULAM MUHAMMAD |
|
|
|
CORPORATE SECRETARY |
|
|
| REGISTERED
OFFICE: |
|
| 40-A,
Off Zafar Ali Road, Gulberg-V, Lahore: |
|
| Telephone
No. (042) 111-245-245 |
|
|
| Fax
No. (042) 111-222-245 |
|
|
| Dated:
May 29, 2001 |
|
|
|
| NOTE: |
|
|
|
| 1.
The Members' Register will remain closed from June 19, 2001 to June 28, 2001
(both days inclusive). |
|
| Transfer
received at the Registered Office of the Company by the close of business on
June 18, 2001 will be treated in time for |
|
| the
purpose of payment of cash dividend to the transferees. |
|
|
|
|
|
| 2.
A member eligible to attend and vote at this meeting may appoint another
member as proxy to attend and vote in the meeting. |
|
| Proxies
in order to be effective must be received by the Company at the Registered
Office not later than 48 hours before the |
|
| time
for holding the meeting. |
|
|
|
|
|
|
|
|
|
| 3.
CDC account holders will further have to follow the guidelines as laid down
in circular No. 1 dated January 26, 2000 issued by |
|
| the
Securities and Exchange Commission of Pakistan. |
|
|
|
| a.
For attending the Meeting |
|
|
|
|
| i)
In case of individuals, the account holder or sub-account holder and/or the
person whose securities are in group |
|
| account
and their registration details are uploaded as per the Regulations, shall
authenticate his/her identity by |
|
| showing
his original National Identity Card (NIC) or original passport at the time of
attending the meeting. |
|
|
|
|
| ii)
In case of corporate entity, the Board of Directors' resolution/power of
attorney with specimen signatures of the |
|
| nominee
shall be produced (unless it has been provided earlier) at the time of
Meeting. |
|
|
|
| b)
For Appointing Proxies |
|
|
|
|
| i)
In case of individuals, the account holder or sub-account holder and/or the
person whose securities are in group |
|
| account
and their registration details are uploaded as per the Regulations, shall
submit the proxy form as per the |
|
| above
requirement. |
|
|
|
|
|
|
| ii)
The proxy form shall be witnessed by two person whose names, addresses and
NIC numbers shall be mentioned |
|
| on the form. |
|
|
|
|
|
|
| iii)
Attested copies of NIC or the passport of the beneficial owners and the proxy
shall be furnished with the proxy |
|
| form. |
|
|
|
|
| iv)
The proxy shall produce his original NIC or original passport at the time of
Meeting. |
|
|
| v)
In case of corporate entity, the Board of Directors, resolution/power of
attorney with specimen signatures shall |
|
| be
submitted (unless it has been provided earlier) along with proxy form to the
Company. |
|
|
|
| DIRECTORS'
REPORT TO THE SHAREHOLDERS |
|
|
| Your
Directors are pleased to present annual report and audited financial
statements for the year ended 30 |
|
| September 2000. |
|
|
| Your
Company's operations for the year resulted in a post tax profit of Rupees
246.041 million after charging |
|
| Rupees
62.581 million for provision for diminution in market / break up value of
equity investment and |
|
| Rupees
83.309 million for taxation. Earning per share after tax is Rupees 6.05. |
|
|
| Your
Directors recommend appropriation of profit as follows: |
|
|
|
|
(RUPEES IN THOUSAND) |
|
|
| Profit
available for appropriation |
|
251,054 |
|
|
|
|
| Appropriations: |
|
|
| Transfer
to general reserve |
|
120,000 |
|
| Proposed
dividend |
|
|
111,841 |
|
|
|
|
------------------ |
|
|
|
|
231,841 |
|
|
|
|
------------------ |
|
| Unappropriated
profit |
|
19,213 |
|
|
|
|
========== |
|
|
|
|
| Your
Directors recommended cash dividend at the rate of 27.50% i-e Rupees 2.75 per
share. |
|
|
| The
Chairman's Review provides details of the financial affairs and the future
prospects of the Company. |
|
|
| AUDITORS |
|
| The
percent auditors M/s Riaz Ahmad and Company, Chartered Accountants retire and
being eligible, offer |
|
| themselves
for reappointment. |
|
|
| EXPLANATION
REGARDING AUDITORS OBSERVATION |
|
| Auditors
without qualifying their report have drawn attention towards Note 20.2 to the
financial statements |
|
| that
balance of Rupees 932.400 million due from Crescent Greenwood Limited (CGL),
an associated |
|
| undertaking,
has not been transferred into Long Term Subordinated loan under terms of
Memorandum of |
|
| Understanding
(MOU) for restructuring of CGL. |
|
|
| The
Facts are that the balance due from CGL would be converted into long term
subdominant loan after approval |
|
| under
section 208 of the Companies Ordinance 1984 by Securities and Exchange
Commission of Pakistan and |
|
| the
shareholders. It is hoped that company would be able to seek required
approvals on account of heavy |
|
| foreign
investment involved in the project and restructuring would be completed
according to the time schedule. |
|
|
| FUTURE
PROSPECTS |
|
| Though
cotton crop for the year 1999-2000 has yielded the 10.5 million bales which
sufficiently covers |
|
| domestic
cotton requirements but the world market for textile products is becoming
very competitive. |
|
| However,
coupled with management stress and emphasis on marketing efforts,
efficiencies, cost |
|
| conservations
and changing over to value added products, it is hoped that ensuing financial
year would |
|
| also
yield better financial results. |
|
|
| PATTERN
OF SHAREHOLDING |
|
| The
pattern of shareholding as required by section 236 of the Companies
Ordinance, 1984 is attached to |
|
| this report. |
|
|
|
|
|
|
|
FOR AND ON BEHALF OF |
|
|
|
|
|
BOARD OF DIRECTORS |
|
|
|
|
|
|
| Faisalabad |
|
|
|
(MUHAMMAD ANWAR) |
|
| 29 May 2001 |
|
|
CHAIRMAN & CHIEF EXECUTIVE |
|
|
|
| CHAIRMAN'S
REVIEW |
|
|
| With
great pleasure, I welcome you at the 51st Annual |
|
| General
Meeting of The Crescent Textile Mills Limited |
|
| and
present to you the audited financial statements for |
|
| the
year ended September 30, 2000 as approved and |
|
| appropriations
as recommended by your directors. This |
|
| year,
the meeting is being held/convened at an extended |
|
| date
which was necessitated by the approvals required |
|
| from
Securities and Exchange Commission of Pakistan |
|
| and
shareholders to incorporate the effect of certain terms |
|
| of
Memorandum of Understanding (MOU) for |
|
| Restructuring
of Crescent Greenwood Limited (CGL) an |
|
| associated
Company. |
|
|
|
|
| I
take pleasure in informing the shareholders that your |
|
| company's
profits, before providing for taxation and |
|
| investment
diminution, increased to Rs. 391.937 million |
|
| an
increase of Rs. 26.337 million, ignoring a reduction of |
|
| RS.
90.848 million in mark-up income from associates. |
|
| The
increase in profit thus calculates to Rs. 117.185 million. |
|
| The
financial results for the year 2000 are a reflection of |
|
| our
continued strategy for improving the quality of our |
|
| products
for addressing the changing demands of our |
|
| customers,
and to their satisfaction. |
|
|
|
|
|
|
| Financial: |
|
|
|
|
| The
overall turnover of the Company for the year under |
|
| review
increased by 18.87% to a record of Rs. 4,632.518 |
|
| million
from Rs. 3,897.037 million in 1999. Exports also |
|
|
| showed
increase of 18.53% over the last year's export of |
|
| Rs.2851.646
million to Rs.3379.957 million during current |
|
| year.
In dollar terms exports increased from $.53.112 |
|
| million
to $.60.941 million, during the year under review. |
|
| Cost
of sales as percentage to sale remained almost at |
|
| previous
year's level of 81.78% approximately due to |
|
| stability
in cost of raw materials thereby leaving the gross |
|
| profit
percentage to sale at 18.22%. Operating expenses |
|
| increased
to 6.87% of sales in year 2000, from 6.67% in |
|
| 1999
caused by quota purchases for increase in export |
|
| sales volume. |
|
|
| Operating
profit increased by Rs.74.468 million (16.49%) |
|
| to
Rs.525.961 million in year 2000 from Rs.451.493 million |
|
| in
1999. Financial charges decreased by 2.11% due to |
|
| decrease
in mark up rate of commercial banks. A further |
|
| provision
of Rs.62.587 million had to be made for |
|
| diminution
in equity investments to comply the |
|
| requirements
of International Accounting Standard (IAS) 25. |
|
|
| Besides
provision for current taxation of Rs. 50 million, an |
|
| amount
of Rs.33 million has been provided for deferred |
|
| taxation
related to the BMR carried out by the Company. |
|
|
| The
Company earned net after tax profit of Rs. 246.350 |
|
| million
in the year ended 30 September, 2000 against |
|
| Rs.145.234
million in year past. |
|
|
| Consequent
of our strategy of continued balancing, |
|
| modernization
and replacement (BMR) to improve |
|
| efficiency,
quality and resultant cost effectiveness, the |
|
| production
of Spinning Division increased by 1.02% while |
|
| production
of Weaving Division increased by 12.41%. The |
|
| Processing
Division with the same production facilities |
|
| increased
its production by 9.62% in terms of meter-age |
|
| processed. |
|
|
| Your
company developed a 5 years BMR plan, as reported |
|
| in
the Chairman's review last year, out of which Rs.100. |
|
| million
were projected to be invested during the year under |
|
| review.
I am pleased to inform you that the company has |
|
| invested
Rs.93.548 million in its Spinning Division to |
|
| replace
cards, cone winders, compressor and testing |
|
| equipment
etc but have been installed during the |
|
| subsequent
year due to late arrivals of shipments in mills. |
|
| The
company is negotiating Long Term financing to |
|
| implement
BMR plan for the year 2000-01 related to all |
|
| production
facilities. |
|
|
| Restructuring
of Crescent Greenwood Limited. |
|
| Crescent
Greenwood Limited, a joint venture project of |
|
| The
Crescent Textile Mills Limited and Greenwood Mills |
|
| Inc,
had suffered and accumulated huge losses caused |
|
| by
World Wide slumps in demand for denim products that |
|
|
| lead
to contemplating financial restructuring of that |
|
| company.
Consequently a Memorandum of Understanding |
|
| (MOU)
has been singed on 25 Jan, 01. It is felt that the |
|
| company
fundamentals are firmly established and |
|
| company
would be well on track after implementation of |
|
| restructuring
coupled with firm export orders in hand. Your |
|
| company
would be able to recover its loans and advances, |
|
| though
in the longer time period to the benefit of |
|
| shareholders
through reduction in financial costs. |
|
|
| Future Outlook. |
|
| Cotton
crop for the season 2000-01 has yielded |
|
| approximately
10.5 million bales which adequately |
|
| catered
for the cotton requirements of the domestic |
|
| industry.
Despite this fact, the cotton prices averaged |
|
| more
than the past year. |
|
|
| World
market for textile is becoming very competitive, |
|
| thereby
prices are reducing to result in lowering profit |
|
|
| margins.
As stated earlier, we are concentrating on value |
|
| added
quality products and are enhancing the capacity |
|
| of
value addition facilities. We are also consolidating on |
|
| marketing
efforts in the present areas and are looking |
|
| for
new markets and customers to increase the volume |
|
| and
value of our sales. It is hoped that your company |
|
| would
achieve its goals and would continue to endeavour |
|
| for
better profitability achievement during ensuing years. |
|
|
|
|
| Within
our entire operation, we consistently invest in |
|
| developing
the safe, supportive and friendly working |
|
| environment.
I am grateful to our customers, the bankers |
|
| and
all agencies who have directly and/or indirectly |
|
| helped
us in our achievements. I would also like to |
|
| express
my appreciations for the continued interest and |
|
| support
of all the shareholders. I also express my |
|
| appreciation
for teamwork discipline of the employees |
|
| of
the company who have made it a fine place to work. |
|
|
|
|
|
|
(MUHAMMAD ANWAR) |
|
|
|
CHAIRMAN & CHIEF EXECUTIVE |
|
|
|
| FIVE
YEARS' RESULTS AT A GLANCE |
|
|
|
|
Rs. in Min |
1996 |
1997 |
1998 |
1999 |
2000 |
|
|
|
|
|
|
| Paid up Capital |
|
-do- |
335.35 |
368.88 |
387.33 |
406.69 |
406.69 |
|
| Reserves
and Surplus |
-do- |
640.79 |
749.07 |
865.49 |
885.01 |
1,019.22 |
|
| Share
Holders' Equity |
-do- |
976.14 |
1,117.95 |
1,252.82 |
1,291.70 |
1,425.91 |
|
| Long
Term Liabilities |
-do- |
457.80 |
421.08 |
691.94 |
547.42 |
400.79 |
|
| Investments |
|
-do- |
428.33 |
476.25 |
478.25 |
478.05 |
478.55 |
|
| Market
Value of Investments |
-do- |
410.68 |
480.96 |
435.12 |
259.53 |
244.34 |
|
| Current Assets |
|
-do- |
1,647.78 |
1,674.13 |
2,052.87 |
2,690.75 |
3,265.48 |
|
| Total Assets |
|
-do- |
2,919.69 |
2,998.77 |
3,730.94 |
4,090.02 |
4,481.17 |
|
| Turnover |
|
-do- |
3,941.40 |
3,679.32 |
3,611.39 |
3,897.04 |
4,632.52 |
|
| Cost of Sales |
|
-do- |
3,394.93 |
3,106.82 |
3,096.04 |
3,185.71 |
3,788.29 |
|
| Gross Profit |
|
-do- |
546.47 |
572.50 |
515.35 |
711.32 |
844.23 |
|
| Profit
Before Taxation |
-do- |
90.85 |
21,872 |
21,329 |
18,675 |
32,935 |
|
| Profit
After Taxation |
-do- |
64.84 |
187.93 |
183.29 |
145.23 |
246.04 |
|
| Break
up Value of Rupees 10 Share |
Rupees |
29.11 |
30.31 |
32.35 |
31.76 |
35.06 |
|
| Earning
Per Share (Pretax) |
-do- |
271 |
5.93 |
5.51 |
4.59 |
810 |
|
| Earning
Per Share (Aftertax) |
-do- |
1.93 |
5.09 |
473 |
357 |
6.05 |
|
| Gross
Profit to Sales |
Percent |
1,386 |
15.56 |
14.27 |
1,825 |
18.22 |
|
| Profit
Before Tax to Sales |
-do- |
230 |
594 |
5.91 |
4.79 |
7.11 |
|
| Dividend
per share |
-do- |
-- |
1.25 |
1.90 |
200 |
275 |
|
| Bonus issue |
|
-do- |
10 |
5 |
5 |
-- |
-- |
|
| Debt
Equity Ratio |
Times |
0.32 |
0.27 |
36 |
0.30 |
0.22 |
|
| Current Ratio |
|
-do- |
111 |
1.15 |
1.15 |
1.20 |
1.25 |
|
| Financial
Charges Coverage |
-do- |
1.42 |
268 |
189 |
178 |
241 |
|
| Stock Turnover |
|
-do- |
9.85 |
6.78 |
600 |
536 |
7.79 |
|
| Short
Term Borrowings to Sales |
-do- |
0.29 |
0.24 |
0.34 |
38 |
0.36 |
|
|
|
| PATTERN
OF SHAREHOLDING AS AT 30 SEPTEMBER, 2000 |
|
|
(FORM "34") |
|
| No. of |
Shareholding |
Total |
No. of |
Shareholding |
Total |
|
| Share- |
|
Shares |
Share- |
|
Shares |
|
| holders |
From |
To |
held |
holders |
From |
To |
held |
|
|
| 334 |
1 |
100 |
12445 |
4 |
180001 |
185000 |
727560 |
|
|
| 507 |
101 |
500 |
136483 |
1 |
185001 |
190000 |
186388 |
|
|
| 312 |
501 |
1000 |
229697 |
1 |
190001 |
195000 |
190998 |
|
|
| 556 |
1001 |
5000 |
1301405 |
1 |
195001 |
200000 |
197354 |
|
|
| 170 |
5001 |
10000 |
1198471 |
2 |
210001 |
215000 |
427277 |
|
|
| 52 |
10001 |
15000 |
631826 |
1 |
215001 |
220000 |
216825 |
|
|
| 39 |
15001 |
20000 |
709997 |
1 |
240001 |
245000 |
244704 |
|
|
| 20 |
20001 |
25000 |
448318 |
1 |
265001 |
270000 |
265028 |
|
|
| 8 |
25001 |
30000 |
226274 |
3 |
270001 |
275000 |
819440 |
|
|
| 18 |
30001 |
35000 |
580402 |
2 |
275001 |
280000 |
557133 |
|
|
| 10 |
35001 |
40000 |
366768 |
1 |
285001 |
290000 |
286209 |
|
|
| 10 |
40001 |
45000 |
416882 |
1 |
290001 |
295000 |
290143 |
|
|
| 12 |
45001 |
50000 |
573406 |
1 |
315001 |
320000 |
317033 |
|
|
| 4 |
50001 |
55000 |
210102 |
1 |
325001 |
330000 |
326140 |
|
|
| 3 |
55001 |
60000 |
176406 |
1 |
330001 |
335000 |
332864 |
|
|
| 10 |
60001 |
65000 |
629273 |
2 |
335001 |
340000 |
675771 |
|
|
| 2 |
65001 |
70000 |
134126 |
1 |
350001 |
355000 |
351135 |
|
|
| 4 |
70001 |
75000 |
285981 |
1 |
355001 |
360000 |
358696 |
|
|
| 2 |
75001 |
80000 |
152519 |
1 |
360001 |
365000 |
362587 |
|
|
| 2 |
80001 |
85000 |
166112 |
1 |
375001 |
380000 |
378883 |
|
|
| 2 |
85001 |
90000 |
174505 |
1 |
380001 |
385000 |
383221 |
|
|
| 4 |
90001 |
95000 |
372690 |
1 |
415001 |
420000 |
419896 |
|
|
| 1 |
95001 |
100000 |
96703 |
1 |
435001 |
440000 |
439731 |
|
|
| 2 |
100001 |
105000 |
206161 |
2 |
440001 |
445000 |
886085 |
|
|
| 3 |
105001 |
110000 |
321776 |
1 |
455001 |
460000 |
456401 |
|
|
| 4 |
110001 |
115000 |
449881 |
1 |
460001 |
465000 |
462509 |
|
|
| 5 |
115001 |
120000 |
578453 |
1 |
555001 |
560000 |
558252 |
|
|
| 2 |
125001 |
130000 |
255135 |
1 |
585001 |
590000 |
585618 |
|
|
| 3 |
130001 |
135000 |
394720 |
1 |
680001 |
685000 |
683207 |
|
|
| 1 |
135001 |
140000 |
136211 |
1 |
850001 |
855000 |
851952 |
|
|
| 2 |
140001 |
145000 |
286876 |
1 |
975001 |
980000 |
978602 |
|
|
| 2 |
145001 |
150000 |
295505 |
1 |
1050001 |
1055000 |
1050937 |
|
|
| 2 |
150001 |
155000 |
302900 |
1 |
1290001 |
1295000 |
1294913 |
|
|
| 4 |
165001 |
170000 |
672774 |
1 |
1460001 |
1465000 |
1463220 |
|
|
| 1 |
170001 |
175000 |
174743 |
1 |
2215001 |
2220000 |
2216427 |
|
|
| 4 |
175001 |
180000 |
704897 |
1 |
2805001 |
2810000 |
2806957 |
|
|
|
1 |
3605001 |
3610000 |
3608439 |
|
|
|
------------------ |
|
------------------ |
|
|
|
2163 |
|
40669358 |
|
|
|
========== |
|
========== |
|
|
| Categories
of Shareholders |
|
Number |
Share Held |
Percentage |
|
|
| Individuals |
|
2072 |
23222426 |
57.10 |
|
| Investment
Companies |
|
6 |
727830 |
1.79 |
|
| Insurance
Companies |
|
6 |
1525295 |
3.75 |
|
| Joint
Stock Companies |
|
41 |
8335857 |
20.50 |
|
| Financial
Institutions |
|
13 |
5319781 |
13.08 |
|
| Other |
|
25 |
1538169 |
3.78 |
|
|
|
------------------ |
------------------ |
------------------ |
|
| Total |
|
2163 |
40669358 |
100.00 |
|
|
|
========== |
========== |
========== |
|
|
| Others |
|
|
| Abandoned
Property |
|
2 |
576 |
0.00 |
|
| Modaraba |
|
7 |
513138 |
1.26 |
|
| Non-residents |
|
|