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Dawood Leasing Company Limited
Annual Report 2001
CONTENTS
Dawood Leasing Company Limited
Corporate Information
Notice of Meeting
Financial Highlights
Directors Report
Auditors Report
Balance Sheet
Profit & Loss Account
Statement of Changes in Equity
Cash Flow Statement
Notes to the Financial Statements
Statements & Report Under Section 237of the Companies Ordinance, 1984
Pattern of Share Holding
Consolidated Account of Dawood Leasing Company Ltd. and its Subsidiaries
Auditors Report
Balance Sheet
Profit & Loss Account
Cash Flow Statement
Statement of Changes in Equity
Notes to the Financial Statements
CORPORATE INFORMATION
Board of Directors Mr. Rafique Dawood Chairman & Chief Executive
Mr. Rasheed Y. Chinoy
Mr. Ayaz Dawood
Mr. Asadullah Khawaja
Mr. Muhammad Latif (Nominee of SLIC)
Mr. Abdul Latif Uqaili (Nominee of ICP)
Mr. Ahmed Kamran (Nominee of A1-Faysal Inv. Bank)
Company Secretary Syed Jamal Macdi
Auditors M. Yousuf Adil Saleem & Co.
Chartered Accountants
Legal Advisors Mohsin Tayebaly & Co.
Bankers American Express Bank Ltd.
Bank Al-Habib Ltd.
Bank of Khyber
Emirates Bank International PJSC
Faysal Bank Ltd.
Habib Bank Ltd.
Habib Bank AG Zurich
Metropolitan Bank Ltd.
Muslim Commercial Bank Ltd.
Oman International Bank S.A.O.G.
Prime Commercial Bank Ltd.
PICIC Commercial Bank Ltd.
Societe General, The French & International Bank
Soneri Bank Ltd.
United Bank Ltd.
Union Bank Ltd.
Registered Office,
Head Office and 5-B, Lakson Square Building # 1,
Share Registrars Sarwar Shaheed Road, Karachi-74200
Tel.: (021) 568 7778
Fax.: (021) 568 5830
E-mail: dlc@cyber.net.pk
Branch Offices Office No. 20 & 21, Beverly Centre, 1st Floor,
56-G, Jinnah Avenue, Islamabad-744000
Tel.: (051) 227 6367 & 227 4194-5
Fax: (051) 227 1280
E-mail: moeen@comsats.net.pk
86-B/11, Punjab Government Employees,
Cooperative Housing Society, Lahore.
Tel/Fax: (042) 518 4710
E-mail: dlc@brain.net.pk
NOTICE OF SEVENTH ANNUAL GENERAL MEETING
Notice is hereby given that the Seventh Annual General Meeting of DAWOOD LEASING COMPANY LIMITED will be held
at the Registered Office, 5-B, Lakson Square Building # 1, Sarwar Shaheed Road, Karachi on Wednesday, December 26, 2001
at 8:30 a.m. to transact the following business:
1. To receive, consider and adopt the Audited Accounts of the Company for the year ended June 30, 2001 together with
the Directors' and Auditors' Report thereon.
2. To approve Dividend @ 10% as recommended by the Directors for the year ended June 30, 2001.
3. To appoint Auditors and to fix their remuneration.
Special Business:
4. To elect 7 Directors of the Company as fixed by the Board of Directors under the provisions of Section 178 of the
Companies Ordinance, 1984 for a term of three years. The retiring Directors are:
Mr. Rafique Dawood Mr. Rasheed Y. Chinoy
Mr. Ayaz Dawood Mr. Asadullah Khawaja
Mr. Muhammad Latif Mr. Abdul Latif Uqaili
Mr. Ahmad Kamran
5. To consider and if thought fit pass following resolution as Special Resolution under Section 208 of the Companies
Ordinance, 1984 with or without modification.
"Resolved, that Mr. Rafique Dawood, the Chief Executive of the Company be and is hereby authorized with approval of
the Board of Directors to make short term loans (upto 6 months) in the subsidiaries and associated companies/modarabas
namely: (1) Providence Modaraba Limited (PML) (2) Guardian Modaraba (GM), (3) General Modaraba Services (Pvt.)
Limited (GMSL) and (4) First General Leasing Modaraba (FGLM), on behalf of the Company, provided that the amount
of such loans at any time shall not exceed 10% of the paid up capital, plus free reserves of the Company and return on
these loans shall be 100 be more than the borrowing cost of the Company and subject to the compliance of rules and
regulations as applicable. This authority shall remain in force until revoked by the shareholders. The outstanding short
term loans and placements, amount at any one time should not exceed the following limits, PML Rs. 2.50 million, GM
Rs. 25 million, GMSL Rs. 2.50 million and FGLM Rs. 10 million."
By the Order of the Board
November 28, 2001 Syed Jamal Macdi
Karachi Company Secretary
Notes:
1. The Register of members of the Company will remain closed from December 18, 2001 to December 26, 2001 (both days
inclusive).
2. Any person who seeks to contest the election of the office of Director shall at the Registered Office of the Company, file
at the latest by December 12, 200I a notice of his intention to offer himself for election as Director in terms of Section
178(3) of the Companies Ordinance, 1984. The conditions imposed by the Securities & Exchange Commission Of Pakistan
require prior approval for any change in the Directors of the Company.
3. A member entitled to attend and vote at a General Meeting is entitled to appoint a proxy to attend and vote instead of
him/her. No person other than a member shall act as proxy. An instrument appointing a proxy and the power-of-attorney
or other authority (if any) must be deposited 48 hours before the Meeting at the Registered Office.
4. CDC account holders will in addition, have to follow the guidelines as laid down in Circular No. 1 dated January
26, 2000 of the Securities & Exchange Commission of Pakistan for attending the meeting:
Statement Under Section 160 of the Companies Ordinance, 1984
The Company (DLC) has been making investment in the shape of short term loans and placements from time to time and
creating reasonable portfolio on its own account. With the prevailing lower mark up rates and defaults it is desirable to
give loans and place funds in those companies/modarabas who are although subsidiaries and associated but have good
credit standing/history. Due to acquisitions and common directorships of Directors in other companies/modarabas, such
other companies/modarabas namely (1) PML (2) GM (3) GMSL & (4) FGLM become subsidiaries and associated
and loans to these companies/modarabas necessitate special resolution under section 208 of the Companies Ordinance,
1984. Since it is not practicable to pass a Special Resolution each time the Company to make a loan in such
companies/modarabas, it has become necessary to give a standing authority to the Chief Executive to make, vary or
withdraw investment in the companies/modarabas, as subsidiaries and associated, from time to time, with the approval
of Board of Directors and subject to the limitations laid down under the Special Resolution and Section 208 of the
Companies Ordinance, 1984.
The Directors have no personal interest in the above matters, except for the following limited interest:
Some of the directors may possibly be on the Board of the subsidiaries and associated companies for which the Chief
Executive is being granted the authority to make investment under Section 208 of the Companies Ordinance, 1984.
PML is the fully owned subsidiary of DLC, whereas GMSL is owned 51% by DLC and ICP and SAPICO have 25% and
24% holding respectively. GM and FGLM are the two modarabas being managed by PML and GMSL.
The outstanding short-term loan/placement amount at any one time should not exceed the following limits;
PML Rs. 2.50 million, GM Rs. 25 million, GMSL Rs. 2.50 million and FGLM Rs. 10 million.
FINANCIAL HIGHLIGHTS
2001 2000 1999 1998 1997 1996 1995*
Rupees in Million
Authorized Capital 500.00 500.00 500.00 500.00 300.00 300.00 300.00
Paid-up Capital 250.00 250.00 250.00 250.00 250.00 250.00 250.00
Shareholders Equity 313.24 306.72 300.62 305.59 295.52 281.60 267.92
Group Equity 674.38 542.48 543.34 -- -- -- --
Total Assets 2057.67 1529.65 1520.99 926.58 680.10 539.45 340.45
Group Assets 2625.07 1886.77 1805.46 -- -- -- --
Net Investment in Lease Finance 1372.17 1117.79 1036.38 791.63 620.50 510.57 253.37
Provision for Lease Losses 77.00 49.00 34.00 26.50 16.50 5.00 --
Revenue 272.69 214.14 163.21 141.34 121.96 89.12 28.00
Income from Leasing Operations 184.58 171.04 154.05 133.36 121.29 84.66 21.19
Profit before Taxation 47.32 41.65 35.29 28.06 46.41 46.21 18.09
Taxation 15.80 10.55 15.35 17.89 1.24 1.27 0.17
Profit after Taxation 31.51 31.10 19.94 10.17 45.16 44.94 17.92
Current Ratios 1:1.06 1:1.04 1:1.32 1:1.26 1:1.53 1:0.91 1:6.74
Book Value Per Share 12.48 12.27 12.02 12.22 11.82 11.26 10.71
Earning Per Share - After Tax 1.26 1.24 0.80 0.40 1.81 1.79 0.71
Return on Equity - Pre-Tax 15.43% 13.86% 11.50% 9.50% 16.48% 17.25% 6.75%
Dividend Per Share (Rs.) 1.00 1.00 1.00 -- 1.25 1.25 --
*6 months of operations.
DIRECTORS REPORT
We are pleased to present your Company s Seventh Annual Report for the year ended June 30, 2001.
Operating Result: 2001 2000
Rupees Rupees
Total Assets 2.057 billion 1.529 billion
Total Group Assets 2.626 billion 1.887 billion
Lease Income 184,582,954 171,044,261
Other Income 88,109,917 43,371,017
Provisions (net) 35,192,433 21,446,119
Profit after Taxation 31,511,749 31,103,850
Profit Available for Appropriation 31,894,652 31,603,673
Appropriations
Transfer to Statutory Reserve 6,302,350 6,220,770
Proposed Cash Dividend 25,000,000 25,000,000
Un-appropriated Profit 592,302 382,903
During the fiscal year 2000-2001, your Company made lease disbursements amounting to Rs. 616.08 million to 198 clients, raising
the net investment in leases to Rs. 1.372 billion. (1999-2000 Rs. l.117 billion). Scarcity of good leasing prospects continued this
year as well. The Plant & Machinery continued to dominate the asset mix of the portfolio while sector wise portfolio has not changed
significantly. The Textile Composite, Steel, Eng. & Automobile are our major areas of investment.
The total revenue of the Company has increased to Rs. 272.69 million, an increase of 27%, as compared to last year. The return on
short term investment has increased to Rs. 50.11 million from Rs. 30.125 million mainly due to investments in TFCs which were
made to support fixed income securities market in the country and to meet our liquidity requirement.
In continuation of our prudent accounting approach, this year we have provided Rs. 12 million on account of deferred tax liability
through the income statement thus raising the total to Rs. 49.2 million. The Company does not expect that this liability will materialize
in the foreseeable future. We also have made provision of Rs. 28 million for lease losses thus increasing the total to Rs. 77 million.
Credit Rating
Your Company s credit rating has been upgraded. The long term rating has been raised to A (single A) from A- (single A minus) and
the short term rating to A1(A one) from A2 (A two) by Pakistan Credit Rating Agency. The assign rating denotes low expectation
of credit risk and strong capacity for timely repayment of financial commitments.
Underwriting & Pre-IPOs
Your Company continued its policy to be an active participant in the development of secondary market. During the current year, your
Company participated in Pre-IPO of Term Finance Certificates (TFCs) issued by Alnoor Sugar Mills Limited, Atlas Lease Limited,
Network Leasing Limited and Shakarganj Mills Limited and underwrote the TFCs issue of Orix Leasing Limited, Alnoor Sugar Mills
Limited. Network Leasing Limited and Engro Asahi. These activities generated fee based income of Rs. 713,750.
Resource Mobilization
The last few years have been difficult for the leasing sector as there has been declining trend in credit availability from multilateral
agencies, the prohibitive cost of hedging made it difficult to avail even the approved credit lines. Meanwhile with the decline in
interest rates. the local sources have become attractive avenues of funds mobilization for the leasing sector.
Your Company s good rating and solid credit standing has contributed in raising funds through issues of Certificate of Investments
(COIs) to individual and corporate customers, an increase of 150 percent was achieved in COI deposits from last year. Our local
bankers have continued to enhance and extended credit lines, as such, your Company does not foresee any uncertainty in meeting
its future funding requirements.
Alhamdullah, after the balance sheet date, on September 12th this year, your Company successfully issued its Term Finance Certificates Communication
of Rs. 253 million, which were over subscribed. This was a unique issue because it was the First Five Year Perpetual TFC issued in
Pakistani history. These TFCs are listed on the Lahore Stock Exchange and have a floating rate based on the discount rate with a floor
of 13.5% and ceiling of 17.5%. We are thankful to all the investors for their support.
Future Outlook
Presently, the economy of Pakistan is in the throes of severe macro economic imbalances and deceleration of growth therefore it is
difficult to assess the future outlook. It is hoped that military regime would be in a better position to think and take decisions that would
reverse the country's economic slump. The task of reviving the economy and providing good governance is a monumental one.
With the events of September l 1, our Government supportive stands with the coalition partners will certainly help to boost our economy.
The Standard and Poor rating agency has maintained a stable outlook for Pakistan.
The trading at all the three stock exchanges of the country remained suspended for the whole week in September, the first instance in
the past two decades, in order to avert drastic market decline.
The cut in discount rate to 10% is not yet sufficient, compared with the other economies of the region, India (6%) and Bangladesh (7.5%).
A further cut is therefore expected which would certainly help our depressed economy.
Pressure on Pakistan rupee has eased considerably with the return of flight capital. Given the prevailing conditions, the management of
your Company sees few prospects of fixed investments and we continue to emphasize our conservative approach in leasing out assets.
We believe that your Company will continue to benefit from the improving trend in our economy.
M & A Activities
As part of the management s strategy for growth and diversification, your Company acquired another modaraba management company
namely Providence Modaraba Ltd., the manager of First Providence Modaraba in December 2000.
Guardian Leasing Modaraba (GLM) has been merged with First Providence Modaraba (FPM) as per Scheme of Amalgamation/Merger
approved by the Honourable High Court of Sindh.
The name of the merged modarabas has been changed to Guardian Modaraba with an equity base of Rs. 173.079 million and assets
of Rs. 339.993 million as of June 30th 2001.
Pattern of Shareholding
The pattern of Shareholding as on June 30, 2001 is annexed to these financial statements.
Auditors
The present auditors, M. Yousuf Adil Saleem & Co., Chartered Accountants, are due for retirement and being eligible offer themselves
for re-appointment.
Condolence
The members of the Board and staff of the Company record with deep sorrow the sad demise of Mr. Suleman Dawood, one of the pillars
of the Dawood family. May Allah place his soul in eternal rest and give the strength to the family members to bear this loss, Ameen.
Acknowledgements
We would like to express our appreciation for the support and encouragement given to your Company by the Regulator, the Securities
and Exchange Commission of Pakistan through the Chairman and the Governor of the State Bank of Pakistan. We also acknowledge
the continued competence of  our managements and staff.
On behalf of the Board
Refique Dawood
November 28, 2001 Chairman & CEO
AUDITORS REPORT TO THE MEMBERS
We have audited the annexed balance sheet of DAWOOD LEASING COMPANY LIMITED as at June 30, 2001 and the
related profit and loss account, statement of changes in equity and cash flow statement 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 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 account 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 our information and according to the explanations given to us, the balance
sheet, profit and loss account, statement of changes in equity and cash flow statement 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 profit, changes
in equity and its cash flows for the year then ended; and
d. in our opinion zakat deductible at source under the Zakat and Ushr Ordinance, 1980 was deducted by the
Company and deposited in the Central Zakat Fund established under Section 7 of that Ordinance.
Dated: November 28, 2001 M. Yousuf Adil Saleem & Co.
Karachi: Chartered Accountants
BALANCE SHEET AS AT JUNE 30, 2001
2001 2000
Note Rupees Rupees
SHARE CAPITAL AND RESERVES
Authorized
50,000,000 Ordinary Shares
of Rs. 10/- each 500,000,000 500,000,000
========== ==========
Issued, Subscribed and Paid up
25,000,000 Ordinary Shares of
Rs. 10/- each. Fully Paid in Cash 250,000,000 250,000,000
Statutory Reserve 40,148,077 33,845,727
General Reserve 22,500,000 22,550,000
Unappropriated Profit 592,302 382,903
------------------ ------------------
313,240,379 306,728,630
LONG TERM LIABILITIES
Redeemable Capital 3 49,524,541 5,218,349
Long Term Loans 4 240,265,340 297,859,954
Long Term Deposits 305,900 --
Lease Deposits 5 194,431,475 112,511,803
Certificates of Investment 6 27,145,000 36,100,000
------------------ ------------------
511,672,256 451,690,106
DEFERRED LIABILITIES
Taxation 49,200,000 37,200,000
Staff Gratuity 2,047,235 1,392,973
------------------ ------------------
51,247,235 38,592,973
CURRENT LIABILITIES
Short Term Borrowings 7 734,016,863 496,539,426
Certificates of Investment 6 228,655,000 66,000,000
Current Portion of Long Term Liabilities 8 86,792,945 95,293,682
Accrued and Other Liabilities 9 103,045,228 47,213,529
Taxation 4,000,000 2,600,000
Proposed Dividend 25,000,000 25,000,000
------------------ ------------------
1,181,510,036 732,646,636
COMMITMENTS 10
------------------ ------------------
2,057,069,906 1,529,658,346
========== ==========
The annexed notes from 1 to 39 form an integral part of these financial statements.
FIXED CAPITAL EXPENDITURE 11 25,298,747 26,402,077
NET INVESTMENT IN LEASE FINANCE 12
Minimum Lease Payment Receivables 1,581,130,526 1,338,939,163
Residual Value of Leased Assets 195,578,249 159,531,402
------------------ ------------------
1,776,708,775 1,498,470,565
Unearned Finance Income (404,531,665) (380,678,513)
------------------ ------------------
Net Investment in Lease Finance 1,372,177,110 1,117,792,052
Provision for Lease Losses (44,675,000) (27,050,000)
------------------ ------------------
1,327,502,110 1,090,742,052
Current Portion of Net Investment in Lease Finance (592,126,053) (429,288,511)
------------------ ------------------
735,376,057 661,453,541
INVESTMENT IN SUBSIDIARIES /ASSOCIATE 13 59,094,447 51,530,850
LONG TERM LOANS 14 2,638,318 2,899,224
LONG TERM DEPOSITS 402,000 300,000
LONG TERM RECEIVABLE 15 10,775,000 21,950,000
CURRENT ASSETS
Current Portion of Net Investment in Lease Finance 592,126,053 429,288,511
Short Term Investments 16 521,008,202 297,765,560
Short Term Morabaha Finances 17 8,608,604 7,000,000
Advances against Lease Commitment 51,126,889 2,850,000
Advances, Deposits and Prepayments 18 4,727,280 4,507,617
Other Receivables 19 32,742,232 15,109,408