| Fateh Textile Mills Limited |
|
|
|
|
|
|
|
|
|
| Annual
Report 2001 |
|
|
|
| Notice
of Annual General Meeting |
|
|
| Notice
is hereby given that the 49th Annual General Meeting of the Shareholders of FATEH TEXTILE MILLS LIMITED will be held |
|
| on
Saturday the 30th March, 2002 at 8.00 a.m. at the Registered Office of the
Company at Hali Road, S.I.T.E., Hyderabad for the purpose |
|
| of
transacting the following business:- |
|
|
| 1.
To confirm the minutes of the last Annual General Meeting of the Company. |
|
|
|
|
| 2.
To receive and adopt the Directors Report and Audited Balance Sheet together
with the Profit and Loss Account of the Company |
|
| for
the year ended 30th September, 2001. |
|
|
|
|
|
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| 3.
To declare Cash Dividend @ 75% as recommended by the Directors for the year
2000-2001. |
|
|
| 4.
To elect Directors for a period of three years in accordance with the
provisions of the Companies Ordinance, 1984 and in this |
|
| respect: |
|
|
|
|
|
| a)
The number of Directors to be elected at the meeting will be 6 (Six); |
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|
|
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| b)
The retiring Directors are: Mr. Inayat Ullah, Mr. Gohar Ullah, Mr. Asad Ullah
Barkat, Mr. Humayun Barkat, Mr. Maqsood |
|
| Ahmed
Khan and Mr. Muhammad Saleem; |
|
|
|
|
|
|
|
| c)
Mr. Muhammad Shafi, the Director nominated by National Investment Trust
Limited, Karachi is not subject to retirement |
|
| as
provided under section 183 of the Companies Ordinance, 1984; and |
|
|
| d)
Any person who seeks to contest the election to the office of Director shall,
whether he is a retiring Director or otherwise, |
|
| file
with the Company, not later than fourteen days before the date of the Meeting
a notice of his intention to offer himself |
|
| for
election of Director together with his consent to act as a Director of the
Company. |
|
|
|
|
| 5.
To appoint Auditors for the year 2001-2002 and to fix their remuneration. |
|
|
| 6.
To transact any other business with the permission of the Chair. |
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|
|
|
By Order of the Board |
|
|
|
for FATEH TEXTILE MILLS LIMITED |
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|
|
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|
HASINUDDIN |
|
| HYDERABAD:
9th March, 2002. |
|
Company Secretary |
|
|
| NOTES: |
|
|
| 1.
The Share Transfer Books of the Company will remain closed for 7 days from
24th to 30th March, 2002 (both days inclusive). |
|
|
| 2.
Any member eligible to attend and vote at this meeting may appoint another
member as his/her proxy to attend and vote instead |
|
| of him/her. |
|
|
| 3.
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 meeting. |
|
|
| 4.
Shareholders whose shares are deposited with Central Depository System (CDS)
are requested to bring their National Identity |
|
| Cards
(NIC) alongwith their account number in Central Depository System for
verification. |
|
|
| 5.
Shareholders are requested to immediately notify the change of their address,
if any. |
|
|
|
| Company
Information |
|
|
| Board
of Directors |
|
| Mr. Inayat Ullah |
|
Chairman & |
|
|
|
Chief Executive |
|
|
| Mr. Gohar Ullah |
|
Director |
|
| Mr.
Asad Ullah Barkat |
Director |
|
| Mr.
Humayun Barkat |
Director |
|
| Mr.
Maqsood Ahmed Khan |
Director |
|
| Mr.
Muhammad Saleem |
Director |
|
| Mr.
Muhammad Shafi (NIT) |
Director |
|
|
| Secretary |
|
| Mr. Hasinuddin |
|
|
| Auditors |
|
| M/s.
Moosa & Company |
|
| Chartered
Accountants |
|
| Karachi. |
|
|
| Bankers |
|
| Allied
Bank of Pakistan Limited |
|
| Askari
Commercial Bank Limited |
|
| Doha
Bank Limited |
|
| Mashreq
Bank psc |
|
| Muslim
Commercial Bank Limited |
|
| National
Bank of Pakistan |
|
| Societe
Generale The French and International Bank |
|
| United
Bank Limited |
|
|
| Registered
Office |
|
| Hali
Road, Hyderabad - Sindh. |
|
|
| Branch Office |
|
| 9th
Floor, Adamjee House, |
|
| I.
I. Chundrigar Road, Karachi. |
|
|
| Mills |
|
| Hali
Road, Hyderabad - Sindh, Pakistan. |
|
|
|
|
| Directors'
Annual Report to the Members |
|
|
| For
and on behalf of the Board of Directors, I feel pleasure to welcome you |
|
| at
the 49th Annual General Meeting of the Company and present the performance |
|
| of
the Company for the year ended 30th September, 2001. |
|
|
| Dear
Members your Company has achieved a turnover of Rs. 3,225,767,028/- |
|
| during
the year under review. The gross and operating profits are realized at Rs. |
|
| 503,524,561/-
and Rs. 329,153,569/- respectively. Your company's profit before tax |
|
| has
also been arrived at Rs. 43,324,713/-. After making a provision of Rs.
20,000,000/- |
|
| for
current year's taxation, the net profit after tax arrives at Rs. 23,324,713/-
which |
|
| contributes
an earning of Rs. 18.66 per share. |
|
|
| Your
Board of Directors recommend a Final Cash Dividend @ 75% which is |
|
| in
line with policy of the Company to give as much return to the shareholders as |
|
| possible.
The Final Cash Dividend @ 75% is proposed to be paid to all such shareholders |
|
| of
the Company whose names appear in the Company's Register as on 23rd March, |
|
| 2002. |
|
|
| Your
Directors, therefore, recommended the following appropriation |
|
| of the profit: |
|
|
| Profit available: |
|
| Profit
after taxation |
|
|
Rs. 23,324,713 |
|
| Unappropriated
profit B/F |
|
|
Rs. 719,116 |
|
|
|
|
------------------ |
|
|
|
|
Rs.24,043,829 |
|
|
|
------------------ |
|
| Appropriations: |
|
|
|
| Transfer
to General Reserve |
|
|
Rs. 14,000,000 |
|
| Proposed
Final Dividend (75%) |
|
|
Rs. 9,375,000 |
|
|
|
|
------------------ |
|
|
|
|
Rs. 23,375,000 |
|
|
|
|
------------------ |
|
| Balance
carried forward |
|
|
Rs. 668,829 |
|
|
========== |
|
|
| The
present Auditors Messrs. Moosa & Company, Chartered Accountants, retire |
|
| and
being eligible, offer themselves for reappointment. |
|
|
| The
pattern of shareholding of the Company as required by section 236 of |
|
| the
Companies Ordinance, 1984 is annexed to this report. |
|
|
| Your
Board of Directors places on record its appreciation for the dedicated |
|
| services
rendered by the employees of the Company. The Board also views the |
|
| harmonious
relations between management and the employees with satisfaction. Board's |
|
| commendation
is also extended to the Company's bankers and financial institutions |
|
| for
the valuable financial assistance and timely services extended by them to the |
|
| company. |
|
|
|
|
For and on behalf of the Board. |
|
|
|
|
|
|
INAYAT ULLAH |
|
| Hyderabad:
28th February, 2002. |
|
Chairman |
|
|
|
|
| Pattern
of holding of the shares held |
|
| by
the shareholders of Fateh Textile Mills Ltd. |
|
| as
at 30th September, 2001 |
|
|
| NO. OF |
|
SHAREHOLDING |
|
TOTAL SHARES |
|
| SHAREHOLDERS |
|
|
|
HELD |
|
|
| 159 |
From |
1 |
To |
100 |
15,550 |
|
| 23 |
From |
101 |
To |
500 |
6,300 |
|
| 3 |
From |
501 |
To |
1000 |
2,700 |
|
| 8 |
From |
1001 |
To |
5000 |
18,500 |
|
| 1 |
From |
5001 |
To |
10000 |
6,400 |
|
| 1 |
From |
30001 |
To |
35000 |
34,800 |
|
| 1 |
From |
35001 |
To |
40000 |
37,000 |
|
| 1 |
From |
45001 |
To |
50000 |
48,000 |
|
| 1 |
From |
55001 |
To |
60000 |
58,100 |
|
| 1 |
From |
75001 |
To |
80000 |
75,800 |
|
| 1 |
From |
80001 |
To |
85000 |
84,400 |
|
| 1 |
From |
110001 |
To |
115000 |
113,250 |
|
| 1 |
From |
115001 |
To |
120000 |
118,000 |
|
| 1 |
From |
120001 |
To |
125000 |
124,013 |
|
| 1 |
From |
150001 |
To |
155000 |
151,100 |
|
| 1 |
From |
170001 |
To |
175000 |
171,837 |
|
| 1 |
From |
180001 |
To |
185000 |
184,250 |
|
| ------------------ |
|
------------------ |
|
| 206 |
|
1,250,000 |
|
| ========== |
|
========== |
|
|
| CATEGORIES
OF |
|
|
SHARES |
|
|
| SHAREHOLDERS |
|
NUMBERS |
HELD |
PERCENTAGE |
|
|
| Individuals |
|
203 |
1,130,600 |
90.45 |
|
| Investment
Companies |
|
0 |
0 |
0.00 |
|
| Insurance
Companies |
|
0 |
0 |
0.00 |
|
| Joint
Stock Companies |
|
0 |
0 |
0.00 |
|
| Financial
Institutions |
|
2 |
119,300 |
9.54 |
|
| Modaraba
Companies |
|
0 |
0 |
0.00 |
|
| Abandoned
Properties |
|
1 |
100 |
0.01 |
|
| Organisation |
|
------------------ |
------------------ |
------------------ |
|
|
|
206 |
1,250,000 |
100.00 |
|
|
|
========== |
========== |
========== |
|
|
|
|
|
|
|
| Balance
Sheet as at September 31, 2001 |
|
|
| CAPITAL
& LIABILITIES |
|
Note |
2000-2001 |
1999-2000 |
|
|
|
No. |
Rupees |
Rupees |
|
| SHARE
CAPITAL AND RESERVES |
|
|
|
|
|
| Authorised
Capital |
|
|
|
| 2,000,000
ordinary shares of Rs. 10/- each |
|
20,000,000 |
20,000,000 |
|
|
|
|
========== |
========== |
|
|
|
|
|
|
| Issued,
subscribed and paid up share capital |
3 |
12,500,000 |
125,000,001 |
|
| General reserve |
|
4 |
586,000,000 |
572,000,000 |
|
| Unappropriated
profit |
|
|
668,829 |
719,116 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
599,168,829 |
585,219,116 |
|
|
| SURPLUS
ON REVALUATION OF FIXED |
5 |
717,855,650 |
717,855,650 |
|
| ASSETS |
|
|
|
|
|
|
|
| LONG
TERM LOANS |
|
6 |
342,666,669 |
545,322,108 |
|
|
|
|
|
| LIABILITIES
AGAINST ASSETS SUBJECT |
7 |
68,765,252 |
137,538,277 |
|
| TO
FINANCE LEASE |
|
|
|
|
|
|
| DEFERRED
LIABILITIES |
|
|
|
| Provision
for gratuity |
|
|
5,273,690 |
6,394,028 |
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
| Current
portion of long term liabilities |
8 |
269,911,613 |
91,825,896 |
|
| Short
term running finances |
|
9 |
1,442,938,080 |
1,480,447,856 |
|
| Creditors,
accrued and other liabilities |
10 |
809,227,070 |
613,051,605 |
|
| Proposed
final dividend |
|
|
9,375,000 |
8,750,000 |
|
|
------------------ |
------------------ |
|
|
|
|
|
2,531,451,763 |
2,194,075,357 |
|
| CONTINGENCIES
AND COMMITMENTS |
11 |
|
|
------------------ |
------------------ |
|
|
|
4,265,181,853 |
4,186,404,536 |
|
|
========== |
========== |
|
|
| NOTE: |
|
| The
annexed notes form an integral part of these accounts. |
|
|
| Karachi:
28th February, 2002 |
|
|
|
| PROPERTY
& ASSETS |
|
|
|
|
|
| TANGIBLE
FIXED ASSETS |
|
|
|
| Operating
fixed assets |
|
12 |
1,524,743,937 |
1,554,115,135 |
|
|
|
|
|
| LONG
TERM INVESTMENTS |
|
13 |
7,717,788 |
7,985,373 |
|
|
|
|
|
|
| CURRENT
ASSETS |
|
|
|
| Stores, spares |
|
14 |
49,235,158 |
61,728,917 |
|
| Stock-in-trade |
|
15 |
1,372,163,231 |
902,019,168 |
|
| Trade debts |
|
16 |
710,374,309 |
787,069,962 |
|
| Advances,
deposits and prepayments |
17 |
489,033,815 |
570,176,392 |
|
| Other
receivables |
|
18 |
99,093,188 |
274,204,203 |
|
| Cash
and bank balances |
|
19 |
12,820,427 |
29,105,386 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
2,732,720,128 |
2,624,304,028 |
|
|
------------------ |
------------------ |
|
|
|
4,265,181,853 |
4,186,404,536 |
|
|
|
========== |
========== |
|
|
|
|
INAYAT ULLAH |
|
GOHAR ULLAH |
|
|
Chief Executive |
|
Director |
|
|
|
|
|
| Profit
& Loss Account |
|
| for
the year ended September 30, 2001 |
|
|
|
Note |
2000-2001 |
1999-2000 |
|
|
No. |
Rupees |
Rupees |
|
|
| Sales |
|
20 |
3,225,767,028 |
3,636,208,826 |
|
| Cost of sales |
|
21 |
2,722,242,467 |
3,043,773,808 |
|
|
|
|
------------------ |
------------------ |
|
| Gross profit |
|
|
503,524,561 |
592,435,018 |
|
|
|
|
------------------ |
------------------ |
|
| Administration
expenses |
|
22 |
734,538,411 |
76,517,869 |
|
| Selling expenses |
|
23 |
100,917,151 |
131,443,008 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
174,370,992 |
207,960,877 |
|
|
|
|
------------------ |
------------------ |
|
| Operating profit |
|
|
329,153,569 |
384,474,141 |
|
| Other income |
|
24 |
6,569,299 |
5,049,959 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
335,722,868 |
389,524,100 |
|
|
|
|
------------------ |
------------------ |
|
| Financial
expenses |
|
25 |
285,559,397 |
340,011,836 |
|
| Other charges |
|
26 |
6,838,758 |
7,645,857 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
292,398,155 |
347,657,693 |
|
|
|
|
------------------ |
------------------ |
|
| Profit
before taxation |
|
|
43,324,713 |
41,866,407 |
|
|
|
|
|
|
| Provision
for taxation |
|
| Current |
|
|
200,000,001 |
20,000,000 |
|
| Prior |
|
|
0 |
0 |
|
|
|
------------------ |
------------------ |
|
|
|
20,000,000 |
20,000,000 |
|
|
|
------------------ |
------------------ |
|
| Profit
after taxation |
|
23,324,713 |
21,866,407 |
|
| Unappropriated
profit brought forward |
|
719,116 |
602,709 |
|
|
|
------------------ |
------------------ |
|
| Profit
available for appropriation |
|
24,043,829 |
22,469,116 |
|
|
|
|
| APPROPRIATIONS |
|
| General reserve |
|
|
14,000,000 |
13,000,000 |
|
| Proposed
final dividend Rs. 7.5 per share |
|
9,375,000 |
8,750,000 |
|
|
|
------------------ |
------------------ |
|
| (1999-2000
Rs. 7 per share) |
|
23,375,000 |
21,750,000 |
|
|
| UNAPPROPRIATED
PROFIT |
|
| CARRIED
TO BALANCE SHEET |
|
668,829 |
719,116 |
|
|
|
|
------------------ |
------------------ |
|
| Earning
per share |
|
27 |
Rs. 18.66 |
Rs. 17.49 |
|
|
========== |
========== |
|
|
| NOTE: |
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
INAYAT ULLAH |
|
GOHAR ULLAH |
|
|
Chief Executive |
|
Director |
|
|
|
| Statement
of Changes in Financial Position |
|
| (Cash
Flow Statement) |
|
| for
the year ended September 30, 2001 |
|
|
|
Note |
2000-2001 |
1999-2000 |
|
|
No. |
Rupees |
Rupees |
|
|
| Cash
from operating activities |
|
A |
|
| Net
profit before taxation |
|
|
43,324,713 |
41,866,407 |
|
| Adjustment for: |
|
|
|
|
| Depreciation |
|
|
165,864,660 |
169,527,891 |
|
| (Gain)
/ loss on disposal of fixed assets |
|
(264,758) |
(1,553,120) |
|
| Provision
for gratuity |
|
|
2,734,175 |
1,850,817 |
|
| Payment
of gratuity |
|
|
(3,854,513) |
(2,714,141) |
|
| Financial
charges |
|
|
285,559,397 |
340,011,836 |
|
|
|
|
------------------ |
------------------ |
|
|
493,363,674 |
548,989,690 |
|
| Changes
in working capital |
|
------------------ |
------------------ |
|
|
| (Increase)
/ decrease in current assets |
|
| Stores spares |
|
|
12,493,759 |
(8,538,282) |
|
| Stock-in-trade |
|
|
(470,144,063) |
(34,655,249) |
|
| Trade debts |
|
|
76,695,653 |
(51,981,842) |
|
| Advances,
deposits & prepayments |
|
79,405,246 |
261,722,286 |
|
| Other
receivables |
|
|
175,111,015 |
(43,211,499) |
|
|
| Increase/(decrease)
in current liabilities |
|
| Creditors,
accrued & other liabilities |
|
192,258,641 |
(80,352,320) |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
65,820,251 |
42,983,094 |
|
|
------------------ |
------------------ |
|
| Cash
generated from operations |
|
|
559,183,925 |
591,972,784 |
|
| Financial
Charges paid |
|
|
(281,642,573) |
(312,222,233) |
|
| Tax paid |
|
|
(18,262,669) |
(18,164,326) |
|
|
|
|
------------------ |
------------------ |
|
| Net
cash (outflow)/inflow |
|
|
|
|
| from
operating activities |
|
|
259,278,683 |
261,586,225 |
|
|
========== |
========== |
|
|
|
|
| Cash
from investing activities |
|
B |
|
| Fixed
capital expenditure |
|
(136,693,154) |
(170,590,247) |
|
|
| Adjustment
of claim-lease assets (Note 13.5) |
|
0 |
2,700,000 |
|
|
| Sales
proceeds from disposal of fixed assets |
|
4,644,501 |
1,000,000 |
|
|
| Investment |
|
267,585 |
460,161 |
|
|
|
------------------ |
------------------ |
|
|
|
|
(135,961,119) |
(166,430,086) |
|
|
| Cash
from financing activities |
|
C |
|
|
| Repayment
of long term loans |
|
|
(64,838,667) |
39,376,248) |
|
| Repayment
of finance leases |
|
|
(28,504,080) |
(41,391,407) |
|
| Payment
of dividend |
|
|
(8,750,000) |
(12,500,000) |
|
| Net
cash (outflow)/inflow |
|
|
------------------ |
------------------ |
|
| from
financing activities |
|
|
(102,092,747) |
(93,267,655) |
|
|
------------------ |
------------------ |
|
| Net
(decrease)/increase in |
|
| cash
& cash equivalent (A+B+C) |
|
21,224,817 |
1,888,484 |
|
|
| Cash
& cash equivalent at; |
|
| - the beginning of the year |
|
(1,451,342,470) |
(1,453,230,954) |
|
|
|
------------------ |
------------------ |
|
| - the end of the year |
|
(1,430,117,653) |
(1,451,342,470) |
|
|
|
========== |
========== |
|
| Cash
& cash equivalent |
|
|
|
| Cash
& bank balances |
|
12,820,427 |
29,105,386 |
|
| Short
term bank borrowings |
|
(1,442,938,080) |
1,480,447,856) |
|
|
|
------------------ |
------------------ |
|
|
|
(1,430,117,653) |
(1,451,342,470) |
|
|
========== |
========== |
|
|
|
INAYAT ULLAH |
|
GOHAR ULLAH |
|
|
Chief Executive |
|
Director |
|
|
|
| Statement
of Changes in Equity |
|
| for
the year ended September 30, 2001 |
|
|
|
Share |
General |
Unappropriated |
Total |
|
|
Capital |
Reserve |
Profit |
|
|
|
| Balance
as at September 30, 1999 |
12,500,000 |
559,000,000 |
602,709 |
572,102,709 |
|
| Net
Profit for the year |
0 |
0 |
21,866,407 |
21,866,407 |
|
| Transfer
to/from unappropriated profit |
0 |
13,000,000 |
(13,000,000) |
0 |
|
| Dividend
@ Rs.7 per share |
0 |
0 |
(8,750,000) |
(8,750,000) |
|
|
|
------------------ |
------------------ |
------------------ |
------------------ |
|
| Balance
as at September 30, 2000 |
12,500,000 |
572,000,000 |
719,116 |
585,219,116 |
|
| Net
Profit for the year |
0 |
0 |
23,324,713 |
23,324,713 |
|
| Transfer
from unappropriated profit |
0 |
14,000,000 |
(14,000,000) |
0 |
|
| Dividend
@ Rs. 7.5 per share |
0 |
0 |
(9,375,000) |
(9,375,000) |
|
|
|
------------------ |
------------------ |
------------------ |
------------------ |
|
| Balance
as at September 30, 2001 |
12,500,000 |
586,000,000 |
668,829 |
599,168,829 |
|
|
|
========== |
========== |
========== |
========== |
|
|
|
|
|
INAYAT ULLAH |
|
GOHAR ULLAH |
|
|
Chief Executive |
|
Director |
|
|
|
| Notes
to the Accounts for |
|
| the
year ended September 30, 2001 |