| Al-Khair Gadoon Limited |
|
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|
|
|
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|
| Annual
Report 2001 |
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| CONTENTS |
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| Company
Information |
|
|
|
| Notice
of Annual General Meeting |
|
|
| Directors'
Report to the Members |
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|
| Auditors'
Report to the Members |
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|
|
| Balance Sheet |
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|
| Profit
and Loss Account |
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|
| Cash
Flow Statement |
|
|
|
| Statement
of Changes in Equity |
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|
|
| Notes
to the Accounts |
|
| Pattern of Shareholding |
|
|
|
| Accounts
of Subsidiary Company |
|
| Al-Khair
Mirpur (Pvt.) Ltd |
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| Consolidated
Accounts |
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| COMPANY
INFORMATION |
|
|
| BOARD
OF DIRECTORS: |
|
|
| CHAIRMAN |
|
Mr. Umer Hayat Sheikh |
|
|
|
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| CHIEF
EXECUTIVE |
Mohammad Saeed Sheikh |
|
|
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| DIRECTORS |
|
Mohammad Afzal Sheikh |
|
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|
Sheikh Pervaiz Afzal |
|
|
|
Mohammad Amin Sheikh |
|
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|
Mr. Nadeem Afzal |
|
|
|
Mian Mazhar Iqbal |
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|
|
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| COMPANY
SECRETARY: |
Mohammad Amin Sheikh |
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|
|
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| JOINT
AUDITORS: |
M/s Akhtar Naqvi &
Co., Chartered Accountants. |
|
|
|
M/s. Tahir Siddiqi &
Co., Chartered Accountants. |
|
|
|
(A member firm of BR
International) |
|
|
| LEGAL
ADVISOR: |
Mr. Iqbal
Hameed-ur-Rehman |
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|
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| BANKERS: |
|
Allied Bank of Pakistan
Ltd. |
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|
Islamic Investment Bank
Ltd. |
|
|
|
Orix Investment Bank Ltd. |
|
| REGISTERED
OFFICE |
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| &
FACTORY SITE: |
92/3, Phase III,
Industrial Estate, Gadoon |
|
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|
Amazai, District Swabi,
(N.W.F.P) |
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|
Tel: (0938) 70260 |
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|
Fax: (0938) 70270 |
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| CORPORATE
OFFICE: |
Al-Khair House, |
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|
43-T, Gulberg II, Lahore. |
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|
Tel: (042) 5716580-85 |
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Fax: (042) 5716588-89 |
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| NOTICE
OF MEETING |
|
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| Notice
is hereby given that the 11th Annual General Meeting of Al-Khair Gadoon
Limited, will be held |
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| on
Monday the December 31, 2001 at 9:00 A.M. at the Registered Office of the
Company at 92/3, |
|
| Phase
III, Industrial Estate, Gadoon Amazai, District Swabi, NWFP, to transact the
following business: |
|
|
| 1.
To confirm the minutes of the 10th Annual General Meeting held on December
30, 2000. |
|
|
|
|
| 2.
To receive, consider and adopt the Audited Accounts of the Company for the
year ended June |
|
| 30,
2001 comprising Balance Sheet, Profit & Loss Account together with the
Directors' and |
|
| Auditors'
Reports thereon. |
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|
|
|
|
| 3.
To elect directors in accordance with the provisions of Section 178 of the
Companies Ordinance |
|
| 1984.
The directors in their meeting held on 22.11.2001 have fixed the number of
directors at |
|
| SEVEN.
The following are the retiring directors:- |
|
|
|
| i)
Mr. Umer Hayat Sheikh |
|
|
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| ii)
Mohammed Saeed Sheikh |
|
|
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| iii)
Mohammed Afzal Sheikh |
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|
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| iv)
Sheikh Pervaiz Afzal |
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|
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| v)
Mohammed Amin Sheikh |
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|
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| vi)
Mr. Nadeem Afzal |
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|
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| vii)
Mian Mazher Iqbal |
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|
|
|
|
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| The
elected directors will hold office for three years from 31.12.2001 to
30.12.2004. |
|
|
| 4.
To appoint auditors of the Company and fix their remuneration. |
|
|
| 5.
To transact any other business with the permission of the Chairman. |
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|
BY ORDER OF THE BOARD |
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|
|
|
|
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| Dated:
December 08, 2001 |
|
(MOHAMMED AMIN SHEIKH) |
|
| Lahore. |
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|
Company Secretary |
|
|
| NOTES: |
|
|
| 1.
Share Transfer Books of the Company will remain closed from December 25 to
December |
|
| 31,
2001 (both days inclusive). Transfers received in order upto the close of
business on |
|
| December
24, 2001 at the Corporate Office of the company at Al-Khair House, 43-T,
Gulberg |
|
| II,
Lahore will be entitled to effect the voting rights at the meeting. |
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|
|
|
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| 2.
A member who seeks to contest the election to the office of Directors should
file with the company |
|
| at
the Corporate Office at "Al-Khair House" 43 - T, Gulberg II, Lahore
not later than 14 days before |
|
| the
date of meeting at which elections are to be held a notice of his/her
intention to offer himself for |
|
| election
as a Director alongwith written consent to act as a Director. |
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|
|
|
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| 3.
A member of the Company entitled to attend and vote at the meeting may
appoint another member |
|
| as
his/her proxy to attend and vote. Votes may be given personally or by proxy
or by Attorney |
|
| or
in case of a Corporation by representative. The instrument of proxy duly
executed should be |
|
| lodged
at the Corporate Office of the Company at Al-Khair House, 43 - T, Gulberg II,
Lahore not |
|
| later
than 48 hours before the time of meeting. |
|
|
|
|
|
|
| 4.
Members are requested to notify the change in their address, if any,
immediately. |
|
|
|
| DIRECTORS
REPORT TO THE MEMBERS |
|
|
| The
directors have pleasure in presenting their 11th annual report together with
the Company's audited |
|
| accounts
along with the auditors report thereon for the year ended June 30, 2001. |
|
|
| BUSINESS
ACTIVITY |
|
| With
the low volume of activities resulting from the withdrawal of exemptions by
the Government coupled |
|
| with
the following factors was the major cause of sustaining operating loss by the
Company:- |
|
|
| *
The import of PPG & TDI which are the basic raw materials was quite
expensive because of the |
|
| price
hike in the International market. |
|
|
|
| *
The rupee continued its downward trend against the US Dollar with spot
exchange rate, thereby |
|
| depreciating
by 20 percent |
|
|
| *
It is needless to say that your management is striving hard in pursuing these
issues with the Government |
|
| authorities
to seek redress so as to make the project situated in Gadoon Amazai
Industrial Estate |
|
| viable. |
|
|
|
|
|
| After
the 11th September event, scenario is changed and with the geopolitical
changes and peace in |
|
| Afghanistan,
it is expected that your company may have a good market in Afghanistan and
CIS states. |
|
|
| SUBSIDIARY
COMPANY |
|
| The
directors are further pleased to inform you that our subsidiary M/s Al-Khair
Mirpur (Pvt) Limited., has |
|
| performed
an excellent operational activities with reference to its management
strategies, its procurement |
|
| policies
and internal control thus increasing its sales volume from Rs. 270 (M) to
Rs.284 (M). The price |
|
| hike
of raw materials in the International market as well as cut throat
competition among the foam |
|
| manufacturing
companies has adversely affected the profitability of the Company and
decreased its profits |
|
| before
charging unusual and prior period items from Rs.9.426 million to Rs.6.280
million. It is anticipated |
|
| that
with current reduction in import prices of raw materials may have a positive
sign for earning profits in |
|
| coming year. |
|
|
| FINANCIAL
RESULTS |
|
| During
the year under review, the Company has continued its policy of curtailing its
operating expenses |
|
| to
the bare minimum and minimize the losses as can be possible. All such efforts
has resulted into a |
|
| reduction
of operating loss from Rs.2.018 million to Rs. 0.378 million. The
appropriations are made as follows:- |
|
|
|
|
|
Rupees |
|
|
| Net
(Loss) after charging prior period items |
|
(378,167) |
|
| Un-appropriated
profit brought forward |
|
5,356,535 |
|
|
|
|
------------------ |
|
| Un-appropriated
profit carried forward to balance sheet |
4,978,368 |
|
|
========== |
|
|
| The
earning per share before charging prior year and unusual items works out to
(Rs.0.023) per share. |
|
|
| AUDITORS |
|
| The
present joint auditors M/s Akhtar Naqvi & Co., Chartered Accountants and
M/s Tahir Siddiqi & Co., |
|
| Chartered
Accountants retire and being eligible offer themselves for re-appointment. |
|
|
| PATTERN
OF SHARE HOLDING |
|
| Pattern
of shareholding is annexed to this report. |
|
|
| STAFF
& ORGANIZATION |
|
| The
board of directors recognizes the efforts of all the executives and employees
of the Company in making |
|
| efforts
to the progress during the year and hopeful for future growth with the
existing team. |
|
|
|
|
|
|
ON BEHALF OF THE BOARD |
|
|
|
|
|
|
|
|
|
UMER HAYAT SHEIKH |
|
| Lahore:
December 03, 2001 |
|
Chairman |
|
|
|
| AUDITORS'
REPORT TO THE MEMBERS |
|
|
| We
have audited the annexed balance sheet of AL-KHAIR GADOON
LIMITED as at June 30, 2001 |
|
| 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,
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
conduct 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 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 purposes of the
Company's business; and |
|
|
| (iii)
the business conducted, investments made and 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 the 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, 2001 and of the 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. |
|
|
|
|
Tahir Siddiqi & Co., |
|
|
Akhtar Naqvi & Co., |
|
| Lahore: |
|
Chartered Accountants |
|
|
Chartered Accountants |
|
| December
03, 2001 |
(A member firm of BR International) |
|
|
|
|
|
|
|
| BALANCE
SHEET AS AT JUNE 30, 2001 |
|
|
|
|
2001 |
2000 |
|
|
|
Note |
Rupees |
Rupees |
|
|
|
|
|
| SHARE
CAPITAL & RESERVES |
|
|
|
|
|
|
| Authorised
Capital |
|
|
|
| 12,000,000
ordinary shares |
|
|
|
| of Rs.10/- each |
|
120,000,000 |
120,000,000 |
|
|
|
|
========== |
========== |
|
|
|
|
|
| Issued,
Subscribed & Paid up |
|
|
|
| 7,000,000
ordinary shares |
|
|
|
| of Rs.10/- each |
|
70,000,000 |
70,000,000 |
|
|
| 3,000,000
ordinary shares |
|
|
|
|
| of
Rs.10/- each issued as |
|
|
|
|
| fully
paid bonus shares |
|
30,000,000 |
30,000,000 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
100,000,000 |
100,000,000 |
|
|
| Share Premium |
|
25,000,000 |
25,000,000 |
|
|
| Un-appropriated
Profit |
|
4,978,368 |
5,356,535 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
129,978,368 |
130,356,535 |
|
|
|
|
|
| Long
Term Liability |
|
3 |
-- |
-- |
|
|
| Deferred
Liability |
|
|
318,340 |
290,050 |
|
|
| Liabilities
against assets |
|
|
|
|
| subject
to Finance Lease |
|
4 |
-- |
5,494,511 |
|
|
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
| Short
term borrowings |
|
5 |
9,999,700 |
13,485,543 |
|
|
| Current
portion of long term |
|
|
|
|
|
| liabilities |
|
3 |
-- |
3,340,000 |
|
|
| Current
portion of liabilities |
|
|
|
|
|
| against
assets subject to |
|
|
|
|
|
| finance lease |
|
4 |
5,494,511 |
10,157,172 |
|
|
| Creditors
& Accrued |
|
|
|
|
|
| liabilities |
|
6 |
8,665,331 |
8,372,902 |
|
|
| Un-claimed
Dividend |
|
|
3,586,893 |
3,598,161 |
|
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
27,746,435 |
38,953,778 |
|
|
| Contingencies
and |
|
|
|
|
| Commitments |
|
7 |
-- |
-- |
|
|
|
------------------ |
------------------ |
|
|
|
158,043,143 |
175,094,874 |
|
|
|
|
========== |
========== |
|
|
|
|
|
| FIXED
CAPITAL EXPENDITURE |
|
|
|
|
| Operating
Fixed Assets |
|
|
|
| (at
cost less accumulated |
|
|
|
| Depreciation) |
|
8 |
72,111,845 |
77,473,635 |
|
|
|
|
|
| Long
Term Investment |
|
9 |
29,995,000 |
29,995,000 |
|
|
|
|
|
| Long
Term Deposits & |
|
|
|
| Deferred Costs |
|
10 |
2,384,000 |
3,194,848 |
|
|
|
| CURRENT
ASSETS |
|
|
| Stocks |
|
|
11 |
36,931,829 |
40,235,852 |
|
| Sundry Debtors |
|
|
12 |
4,233,675 |
5,676,362 |
|
| Advances,
Deposits & |
|
|
|
| other Receivable |
|
|
13 |
10,673,852 |
18,068,728 |
|
| Cash
& Bank Balances |
|
14 |
1,712,942 |
450,449 |
|
|
|
|
|
------------------ |
------------------ |
|
|
|
53,552,298 |
64,431,391 |
|
|
------------------ |
------------------ |
|
|
158,043,143 |
175,094,874 |
|
|
========== |
========== |
|
|
| The
annexed notes form an integral part of these accounts. |
|
| Auditors
report to the members is annexed. |
|
|
|
|
|
UMER HAYAT SHEIKH |
|
|
MOHAMMAD SAEED SHEIKH |
|
| Lahore:
December 03, 2001 |
Chairman |
|
|
Chief Executive |
|
|
|
|
|
| PROFIT
& LOSS ACCOUNT |
|
| FOR
THE YEAR ENDED JUNE 30, 2001 |
|
|
|
Note |
2001 |
2000 |
|
|
|
Rupees |
Rupees |
|
|
|
| Sales |
|
|
|
8,101,469 |
7,054,354 |
|
| Cost of Sales |
|
|
15 |
7,764,123 |
6,833,348 |
|
|
|
|
|
------------------ |
------------------ |
|
| Gross Profit |
|
|
|
337,346 |
221,006 |
|
|
|
|
|
|
|
| Operating
Expenses |
|
|
|
|
| Administrative |
|
16 |
2,023,073 |
1,093,837 |
|
| Selling
& Distribution |
|
17 |
840,715 |
1,032,587 |
|
| Financial |
|
18 |
4,188,597 |
4,616,577 |
|
| Amortization
of Deferred cost |
|
10 |
-- |
1,374,433 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
7,052,385 |
8,117,434 |
|
|
|
|
------------------ |
------------------ |
|
| Operating
Profit/(Loss) |
|
|
(6,715,039) |
(7,896,428) |
|
| Other Income |
|
|
6,481,011 |
5,623,199 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
(234,028) |
(2,273,229) |
|
| Prior
Period & unusual Items |
|
19 |
(144,139) |
254,860 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
(378,167) |
(2,018,369) |
|
| Provision
for minimum tax |
|
|
-- |
-- |
|
|
|
|
------------------ |
------------------ |
|
| Profit/(Loss)
after tax |
|
|
(378,167) |
(2,018,369) |
|
| Unappropriated
profit brought forward |
|
5,356,535 |
7,374,904 |
|
|
|
|
|
|
| Un-appropriated
profit carried forward |
|
------------------ |
------------------ |
|
| to balance sheet |
|
|
|
4,978,368 |
5,356,535 |
|
|
|
========== |
========== |
|
|
|
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
|
|
UMER HAYAT SHEIKH |
|
MOHAMMAD SAEED SHEIKH |
|
| Lahore:
December 03, 2001 |
Chairman |
|
Chief Executive |
|
|
|
| CASH
FLOW STATEMENT |
|
| FOR
THE YEAR ENDED JUNE 30, 2001 |
|
|
|
|
2001 |
2000 |
|
|
|
Rupees |
Rupees |
|
|
|
| CASH
FLOW FROM OPERATING ACTIVITIES |
|
| Funds
generated from operations |
|
| Profit/(Loss)
for the year |
|
(378,167) |
(2,018,369) |
|
| Adjustment
for items not involving |
|
| movements
of funds |
|
| Depreciation |
|
6,643,307 |
7,204,080 |
|
| Provision
for bad debts |
|
(21,780) |
(1,229,314) |
|
| Deferred liability |
|
28,290 |
(727,343) |
|
| Gain
on sale of fixed assets |
|
-- |
-- |
|
| Prior
period adjustments |
|
-- |
(519,305) |
|
| Amortization
of deferred costs |
|
-- |
1,374,433 |
|
|
|
------------------ |
------------------ |
|
|
|
6,271,650 |
4,084,182 |
|
| (Increase)/Decrease
in Current Assets |
|
|
| Stocks |
|
3,304,023 |
3,790,841 |
|
| Trade debtors |
|
1,464,467 |
13,731,287 |
|
| Advances,
deposits & other receivables |
|
7,394,876 |
17,078,318 |
|
|
|
------------------ |
------------------ |
|
|
|
12,163,366 |
34,600,446 |
|
| Increase/(Decrease)
in Current Liabilities |
|
| Short
term borrowing |
|
(3,485,843) |
(10,951,397) |
|
| Creditors,
accrued & other liabilities |
|
292,429 |
(14,097,129) |
|
| Un-claimed
dividend |
|
(11,268) |
3,551,236 |
|
|
|
------------------ |
------------------ |
|
|
|
(3,204,682) |
(21,497,290) |
|
|
|
------------------ |
------------------ |
|
| Net
Cash Flow From Operating Activities |
|
15,230,334 |
17,187,338 |
|
|
|
|
| CASH
FLOW FROM INVESTMENT ACTIVITIES |
|
| Purchase
of fixed assets |
|
(6,513,617) |
-1,091,982 |
|
| Capital
work in Progress |
|
-- |
-- |
|
| Long
term deposits |
|
810,848 |
-- |
|
| Sale
of fixed Assets |
|
5,232,100 |
6,418 |
|
|
|
------------------ |
------------------ |
|
| Net
Cash from Investing Activities |
|
(470,669) |
(1,085,564) |
|
|
| CASH
FLOW FROM FINANCING ACTIVITIES |
|
| Proceeds
from obligation under finance lease |
|
-- |
825,000 |
|
| Payment
of obligations under finance lease |
|
(10,157,172) |
(9,344,167) |
|
| Long
term deposits to leasing companies |
|
-- |
(165,000) |
|
| Payment
of dividend |
|
|
-- |
(5,000,000) |
|
| Repayment
of demand finance |
|
(3,340,000) |
(11,660,000) |
|
|
|
------------------ |
------------------ |
|
| Net
Cash from Financing Activities |
|
(13,497,171) |
(25,344,167) |
|
|
------------------ |
------------------ |
|
| NET
INCREASE/(DECREASE) IN CASH |
|
| AND
CASH EQUIVALENTS |
|
1,262,494 |
(9,242,393) |
|
|
|
|
|
| CASH
AND CASH EQUIVALENTS AT THE |
|
| BEGININC
OF THE YEAR |
|
450,448 |
9,692,841 |
|
| CASH
AND CASH EQUIVALENTS AT THE |
|
------------------ |
------------------ |
|
| END
OF THE YEAR |
|
1,712,942 |
450,448 |
|
|
========== |
========== |
|
|
|
UMER HAYAT SHEIKH |
|
MOHAMMAD SAEED SHEIKH |
|
| Lahore:
December 03, 2001 |
Chairman |
|
Chief Executive |
|
|
|
| STATEMENT
OF CHANGES IN EQUITY |
|
| FOR
THE YEAR ENDED JUNE 30, 2001 |
|
|
|
Share |
Share |
Unappropr- |
Total |
|
|
Capital |
Premium |
iated Profit |
|
|
|
|
|
Rupees |
Rupees |
Rupees |
Rupees |
|
|
| Balance
as on June 30, 1999 |
100,000,000 |
25,000,000 |
7,374,904 |
132,374,904 |
|
| Net
profit for the year |
-- |
-- |
(2,018,369) |
(2,018,369) |
|
|
|
------------------ |
------------------ |
------------------ |
------------------ |
|
| Balance
as on June 30, 2000 |
100,000,000 |
25,000,000 |
5,356,535 |
130,356,535 |
|
| Net
profit for the year |
-- |
-- |
(378,167) |
(378,167) |
|
|
|
------------------ |
------------------ |
------------------ |
------------------ |
|
| Balance
as on June 30, 2001 |
100,000,000 |
25,000,000 |
4,978,368 |
129,978,368 |
|
|
|
========== |
========== |
========== |
========== |
|
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
UMER HAYAT SHEIKH |
|
