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Asian Stocks Fund Limited
Annual Report 2001
CONTENTS
COMPANY INFORMATION
NOTICE OF ANNUAL GENERAL MEETING
DIRECTORS' REPORT
FINANCIAL HIGHLIGHTS
AUDITORS' REPORT
BALANCE SHEET
PROFIT AND LOSS ACCOUNT
CASH FLOW STATEMENT
STATEMENT OF CHANGES IN EQUITY
NOTES TO THE ACCOUNTS
STATEMENT OF INCOME & EXPENDITURE IN RELATION TO THE INVESTMENT COMPANY
PATTERN OF HOLDING OF THE SHARES
COMPANY INFORMATION
BOARD OF DIRECTORS
Mr. Zaigham Mehmood Rizvi
Mr. Farooq Ismail
Muhammad Ali Yacoob
Mr. Bashir Blkasm Omer
Mr. Ramadan A. Haggiagi
Mr. Hassan A. Bilgrami
Ms. Parveen A. Malik
CHIEF EXECUTIVE
Muhammad Ali Yacoob
COMPANY SECRETARY
Mr. Merajuddin
MANAGEMENT COMPANY
Asian Capital Management (Pvt.) Limited
BANKERS
Union Bank Limited
Muslim Commercial Bank Ltd.
National Bank of Pakistan
AUDITOR S
M. Yousuf Adil Saleem & Co.
Chartered Accountants
LEGAL ADVISER S
Mohsin Tayebaly & Co.
TAX ADVISER S
Rahim Iqbal Rafiq & Company
Chartered Accountants
REGISTERED OFFICE
5th Floor, Block "C"
Finance & Trade Centre,
Shara-e-Faisal, Karachi.
NOTICE OF ANNUAI, GENERAL MEETING
Notice is hereby given that the 7th Annual General Meeting of Asian Stocks Fund Limited will be held on
Thursday, December 27, 2001, at 5 p.m., at Company's registered office at 5th Floor, Block 'C', Finance &
Trade Centre, Shahrah-e-Faisal, Karachi to transact the following business:
1. To confirm the minutes of the 6th Annual General Meeting held on December 18, 2000.
2. To receive, consider and adopt the Audited Accounts of the Company together with the Directors' and
Auditors' Reports for the year ended June 30, 2001.
3. To appoint Auditors and to fix their remuneration for the year ending June 30, 2002 M/s M. Yousuf Adil
Saleem & Co, Chartered Accountants, the present Auditors of the Company, retire and being eligible,
offers themselves for re-appointment.
4. To elect seven (7) Directors in accordance with the provision of section 178(1) of Companies
Ordinance, 1984 for a term of three (3) years commencing from December 27, 2001 in place of following
retiring Directors.
1. Mr. Ramadan A. Haggiagi 2. Mr. Zaigham M. Rizvi 3. Mr. Bashir Blkasm Omer
4. Mr. Mohammad Ali Yacoob 5. Mr. Farooq Ismail 6. Mr. Hassan A. Bilgrami
7. Ms. Perveen A. Malik
5. To transact any other business with the permission of the Chair.
By Order of the Board
November 10,2001 Merajuddin
Karachi. Company Secretary
Election of Directors pursuant to Section 178(3) of Companies Ordinance, 1984
Any person who seeks to contest an election to the office of Director, whether he / she is retiring Director or
otherwise, shall file the Company, not later than 14 days before meeting, a notice of his/her intension to offer
him/herself for election as director together with his/her consent to act director as required under section 178
(3) of Companies Ordinance, 1984.
Notes:
1. The share transfer books of the Company will be closed from December 20, 2001 to December 27, 2001
(both days inclusive).
2. A member entitled to attend, speak and vote at the meeting may appoint another member as proxy to
attend, speak and vote on his / her behalf. A Company or Corporation may by means of resolution of its
Directors, appoint a person who is not a member, as proxy.
3. An instrument of proxy and the Power of Attorney or other authority (if any) under which it is signed or a
notarially certified copy of such Power of Attorney or other authority, in order to be valid must be
deposited at the Registered office of the Company, not less than 48 hours before the time of the
meeting.
4. Members are requested to notify the change in their address, if any, to the Company's Share Registrar
office at Uni Corporate & Financial Services, Westland Trade Centre, Shaheed-e-Millat Road, Karachi.
DIRECTORS' REPORT
On behalf of the Board of Directors, presented below is the Seventh Annual Report together with audited
accounts for the year ended June 30, 2001.
Operating Review
The economy of Pakistan failed to make any major headway in terms of some important economic and financial
indicators due mainly to sluggish business activity throughout the financial year 2000-2001. The main reasons
for this failure were the negative factors like below the target performance both in agricultural and industrial
sectors, nominal increase in exports, uncertainty on political scene and above all the development of distrust
between GOP's attempted move on documentation of country's economy. The impact of these factors was so
enormous that the positive developments such as the approval of a standby credit facility of US$596 million
from IMF and resolution of long outstanding dispute between GOP and HUBCO occurred during the same
period could not make any worthwhile amends towards the economic uplift of the country.
As a consequence of not too happy scenario on economic front, the investments in country's three stock
exchanges also suffered immensely. During the period, the stock markets indices of these bourses failed to
make any meaningful upward movement mainly due to prevalent bleak economic conditions. The investors
as a result, preferred to stay away in the backdrop of bearish outlook of these exchanges particularly during
the second half of the financial year. The second half of the year witnessed a fall in the KSE-Index by 9% as
against the 1% during the first half following the huge selling of stocks especially those of the blue chip
companies by the foreign funds. The above Index ultimately pegged at 1366.44 on June 30, 2001 from 1,520.74
on June 30, 2000 resulting in overall erosion in Index by 10.15%
Operating Results
The operating performance of your Fund during the first half of the year was only at a little below satisfactory
level with the decrease in its NAV to Rs.4.50 per share from Rs.4.76 per share on June 30,2000. The performance
however, suffered a little higher than expected during the second half of the year with NAV finally ended at
Rs.3.83 per share on June 30, 2001. During the period, the company posted an unexpected after tax loss of
Rs.9,348,272.00 mainly due to investments made in some blue-chip companies which at the time of investments
were however known for their excellent record both in terms of operating performances and dividend payouts
in the past. Unfortunately, these companies met with sudden crisis during the period under review due to some
uncontrollable factors and as a result, their stock prices fell drastically causing your Fund to suffer in terms of
fall in its NAV. The Board of your Fund has taken the cognizance of this situation with an advice to the
management to take certain necessary measures and strive hard to make up the loss through the best use
of the available resources in more cautious, judicious and prudent manner to bring about the needed improvement
in the Fund's NAV for the ultimate benefit of both the Fund and its Shareholders / Stakeholders.
The operating results of your Fund for the year are summarized as under:
OPERATING RESULTS Rupees
Investment Income/(Loss) (3,010,424)
Operating Expenses (1,129,978)
(Provision)/reversal for diminution
in the value of marketable securities (4,684,778)
Provision for taxation (523,092)
Net loss for the year (9,348,272)
Proposed dividend per share Nil
Total dividend Nil
Changes in the Board
Ms. Aaliya K. Dossa of NIT and Mr. Noman Ahmed Qureshi of SAPICO
resigned and were replaced respectively by Mr. Hassan A. Bilgrami and
Parveen A. Malik of these companies. The Directors wish to place on
record valuable services rendered to the Fund by outgoing directors and
welcome the new Directors.
Acknowledgement
We wish to place on record our appreciation for the auditors, shareholders,
Securities & Exchange Commission of Pakistan and officers and staff of
the investment advisor of the Fund.
For and on behalf of the Board of Directors
Muhammad Ali Yaqoob Bashir B. Omer
CHIEF EXECUTIVE DIRECTOR
Karachi: November 10,2001
FINANCIAL HIGHLIGHTS
(Rupees in thousands from 1 to 5)
YEAR ENDED 2001 2000 1999 1998 1997 1996 1995
1. CAPITAL GAIN/(LOSS) (8,578) 8,080 (12,908) (34,105) (4,502) (66) (3,893)
2. DIVIDEND INCOME 4,682 3,642 5,468 4,728 3,237 1,231 818
3. OTHER INCOME 885 1,087 521 125 660 1,019 3,134
4. OPERATING EXPENSES 1,130 1,283 1,996 2,154 3,230 3,517 2,732
5. PROFIT/(LOSS) AFTER
TAXATION (9,348) 17,423 2,844 (38,561) (10,669) (327) (13,090)
6. EPS (0.93) 1.74 0.28 (3.86) (1.07) (0.03) (1.311)
7. DIVIDEND % -- 10 -- -- -- -- --
8. KSE 100 INDEX 1366.44 1520.74 1054.67 879.62 1565.73 1703.28 1611.70
9. NET ASSET VALUE (RS.) 3.83 4.76 4.02 3.74 7.59 8.65 8.69
10. APPRECIATION
(DEPRECIATION IN NAV) % (19.54) 43.28 7.49 (50.72) (12.25) (0.46) --
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of ASIAN STOCK FUND LIMITED as at June 30,
2001 and the related profit and loss account and cash flow statement and statement of
changes in equity together with the notes forming part thereof, (here-in-after referred to as the
"financial statements") 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 financial statements in conformity with the approved
accounting standards and the requirements of the Companies Ordinance, 1984 and Rule 16 of
the Investment Companies an Investment Advisers Rules 1971. Our responsibility is to express
an opinion on these financial statements based on our audit.
We conducted our audit in accordance with the International Standard on Auditing as applicable in
Pakistan. These standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of any material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting policies and significant
estimates made by management, as well as, evaluating the overall presentation of the financial
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 account have been kept by the Company as required by the
Companies Ordinance, 1984, and Rule 16 of the Investment Companies and Investment
Advisers Rules, 1971;
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 in accordance with the provisions of the Second Schedule to the Investment
Companies and Investment Advisers Rules, 1971 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 our information and according to the explanations given to
us, the balance sheet, profit and loss account, cash flow statement and statement of
chan9es in equity together with the notes forming part thereof confirm with approved
accounting standards as applicable in Pakistan, and, give the information required by the
Companies Ordinance, 1984 and the Investment Companies and Investment Adviser's
Rules 1971, 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 zakat deductible at source under the Zakat and Ushr Ordinance,
1980 (XVIII of 1980), was deducted by the company and deposited in the Central Zakat
Fund established under section 7 of that Ordinance.
M. Yousuf Adil Saleem & Co.
Karachi: November 10,2001 Chartered Accountants
BALANCE SHEET AS AT JUNE 30, 2001
2001 2000
Note Rupees Rupees
ASSETS
Current Assets
Marketable securities 3 39,169,445 52,134,966
Account receivables - unsecured and considered good -- 4,490,373
Advance, prepayment and other receivables 4 1,350,235 2,092,849
Bank balances 5 845,021 1,647,482
------------------ ------------------
41,364,701 60,365,670
LIABILITIES
Current Liabilities
Current maturity of deferred expenditure payable -- 337,561
Due to investment adviser 6 765,399 631,981
Account payable and accrued expenses 7 107,620 257,709
Dividend payable 8 178,444 10,000,000
Provision for taxation 2,043,300 1,520,209
------------------ ------------------
3,094,763 12,747,460
------------------ ------------------
NET ASSETS 38,269,938 47,618,210
========== ==========
SHAREHOLDERS' EQUITY
Authorised, issued, subscribed and paid-up
share capital 10,000,000 (2000: 10,000,000)
ordinary shares of Rs. 10 each fully paid in cash 100,000,000 100,000,000
Accumulated loss (61,730,062) (52,381,790)
------------------ ------------------
38,269,938 47,618,210
========== ==========
CONTINGENCIES 9 -- --
========== ==========
The annexed notes from 1 to 22 form
an integral part of these financial statements.
CHIEF EXECUTIVE DIRECTOR
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED JUNE 30, 2001
2001 2000
Note Rupees Rupees
OPERATING INCOME
Capital (loss)/gain on marketable securities 10 (8,577,573) 8,080,608
Dividend income - net of zakat 4,681,802 3,642,476
Return on PLS accounts 763,270 1,087,215
Other income 122,077 --
------------------ ------------------
(3,010,424) 12,810,299
OPERATING EXPENSES
Administrative expenses 11 364,579 707,438
Remuneration to Investment Adviser 6.1 765,399 576,182
------------------ ------------------
1,129,978 1,283,620
------------------ ------------------
(Loss)/profit for the year (4,140,402) 11,526,679
(Provision)/reversal of diminution
in value of marketable securities (4,684,778) 6,034,047
------------------ ------------------
(Loss)/profit before taxation (8,825,180) 17,560,726
Provision for taxation
Current year 12 523,092 541,156
Prior years -- (403,927)
------------------ ------------------
523,092 137,229
------------------ ------------------
(Loss)/profit after taxation (9,348,272) 17,423,497
Proposed dividend 2001-Nil (2000-Rs. 1 per share) -- (10,000,000)
------------------ ------------------
(9,348,272) 7,423,497
Accumulated (loss brought forward (52,381,790) (59,805,287)
------------------ ------------------
Accumulated (loss) carried forward (61,730,062) (52,381,790)
========== ==========
(Loss)/Earning per share 13 (0.93) 1.74
========== ==========
The annexed notes from 1 to 22 form
an integral part of these financial statements.
CHIEF EXECUTIVE DIRECTOR
CASH FLOW STATEMENT
FOR THE YEAR ENDED JUNE 30, 2001
2001 2000
Note Rupees Rupees
A. CASH FLOW FROM OPERATING ACTIVITIES
(Loss)/profit before taxation (8,825,180) 17,560,726
Adjustments for:
Amortization of deferred expenditure -- 337,561
Provision / (reversal) of diminution in value of
marketable securities 4,684,778 (6,034,047)
Interest on deferred expenditure -- 52,399
------------------ ------------------
4,684,778 (5,644,087)
------------------ ------------------
Operating (loss)/profit before working capital changes (4,140,402) 11,916,639
Effect on cash flow due to working capital changes
(Increase)/decrease in current assets
Marketable securities 8,280,743 (14,822,490)
Accounts receivables 4,490,373 (4,490,373)
Advance, prepayment and other receivables 840,703 (44,800)
------------------ ------------------
13,611,819 (19,357,663)
Increase/(decrease) in current liabilities
Due to Investment Adviser 765,399 579,582
Account payable and accrued expenses (150,089) 227,709
------------------ ------------------
615,310 807,291
------------------ ------------------
Cash inflow/(outflow) from operations 10,086,727 (6,633,733)
Paid to investment adviser (631,981) (918,664)
Dividend paid (9,821,556) --
Taxes paid (98,090) (133,722)
------------------ ------------------
Net cash outflow from operating activities (464,900) (7,686,119)
------------------ ------------------
B. CASH FLOW FROM FINANCING ACTIVITIES
Deferred liability repaid (337,561) (810,140)
Net cash outflow from financing activities (337,561) (810,140)
------------------ ------------------
Net decrease in cash and cash equivalents (802,461) (8,496,259)
Cash and bank balances at the beginning of the year 1,647,482 10,143,741
------------------ ------------------
Cash and bank balances at the end of the year 845,021 1,647,482
========== ==========
CHIEF EXECUTIVE DIRECTOR
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED JUNE 30, 2001
Share Accumulated Total
Capital Loss
Rupees
Balance as at June 30, 1999 100,000,000 (59,805,287) 40,194,713
Net profit for the year
ended June 30, 2000 -- 17,423,497 17,423,497
Proposed dividend (Re. 1 per share) -- (10,000,000) (10,000,000)
------------------ ------------------ ------------------
Balance as at June 30, 2000 100,000,000 (52,381,790) 47,618,210
Net loss for the year
ended June 30, 2001 -- (9,348,272) (9,348,272)
------------------ ------------------ ------------------
Balance as at June 30, 2001 100,000,000 (61,730,062) 38,269,938
========== ========== ==========
CHIEF EXECUTIVE DIRECTOR
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED JUNE 30, 2001
1. STATUS AND NATURE OF BUSINESS
1.1 The Company was incorporated on June 13, 1994, as a public company limited by shares
under the Companies Ordinance, 1984 and was registered as an investment company under
the Investment Companies and Investment Advisers Rules, 1971. The Company is listed
on Karachi, Lahore and Islamabad Stock Exchanges.
1.2 It is a closed end mutual fund w