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KASB Premier Fund Limited
Annual Report 2001
CONTENTS
COMPANY INFORMATION
NOTICE OF ANNUAL GENERAL MEETING
DIRECTORS' REPORT
AUDITORS' REPORT
BALANCE SHEET
PROFIT AND LOSS ACCOUNT
CASH FLOW STATEMENT
DISTRIBUTION STATEMENT
STATEMENT OF MOVEMENT IN EQUITY AND RESERVES
NOTES TO THE ACCOUNTS
STATEMENT OF INCOME AND EXPENDITURE
IN RELATION TO THE INVESTMENT COMPANY
PATTERN OF SHAREHOLDING
COMPANY INFORMATION
Board of Directors Ahmed Kamran, Chairman
Qazi Mazharul Haque, Chief Executive
Javaid B. Sheikh
Akhtar Ali Khan
Nadir Rahman
Rizwan Khalid Butt
Nadeem Naqvi
Company Secretary Zulfiqar Hyder Khan
Investment Adviser Khadim Ali Shah Bukhari & Co. Ltd.
Auditors Taseer Hadi Khalid & Co.
Legal Adviser Mohsin Tayebaly & Co.
Custodian Deutsche Bank A.G.
Bankers Deutsche Bank A.G.
Metropolitan Bank Ltd.
Registered Office 6th Floor, Trade Centre
I.I. Chundrigar Road
Karachi-74200, Pakistan
Registrar and Share THK Associates (Pvt.) Ltd.
Transfer Office Sheikh Sultan Trust Building No. 2
Beaumont Road
Karachi-75530, Pakistan
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the Seventh Annual General Meeting of KASB Premier Fund Ltd. will
be held on Monday, December 03, 2001 at 11:00 a.m. at the Karachi Sheraton Hotel and Towers,
Dr. Ziauddin Ahmed Road, Karachi to transact the following business:-
1. To confirm the minutes of the Sixth Annual General Meeting of the Company held on
November 02, 2000.
2. To receive, consider and adopt the audited accounts of the Company together with the
Directors' and Auditors' report thereon for the year ended June 30, 2001.
3. To appoint auditors of the Company for the year ending June 30, 2002 and to fix their
remuneration. The present auditors, Messrs Taseer Hadi Khalid & Co., Chartered Accountants,
retire and being eligible, offer themselves for reappointment.
4. To elect seven directors of the Company, as fixed by the Board of Directors, in accordance
with the provision of Section 178 (1) of the Companies Ordinance, 1984 for a term of three
years commencing on December 14, 2001. The directors retiring on December 13, 2001
are as under:-
1) Mr. Ahmed Kamran 2) Mr. Qazi Mazharul Haque
3) Mr. Javaid B. Sheikh 4) Mr. Akhtar Ali Khan
5) Mr. Nadir Rahman 6) Mr. Rizwan Khalid Butt
7) Mr. Nadeem Naqvi
5. To transact any other business with the permission of the Chair.
By order of the Board
Karachi: ZULFIQAR HYDER KHAN
September 20, 2001 Company Secretary
Notes:
1. The share transfer books of the Company will remain closed from November 23, 2001 to
December 03, 2001 (both days inclusive) to determine the names of the members entitled
to attend the meeting.
2. Any person who, seeks to contest election to the office of director shall, whether he is retiring
or otherwise, file with the Company not later than 14 (fourteen) days before the date of the
meeting, a notice of his/her intention to offer himself/herself for election as director together
with his/her consent to act as a director as required under Section 178(3) of the Companies
Ordinance, 1984.
3. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend,
speak and vote for him/her. A proxy must be a member of the Company.
4. Proxy forms in order to be effective must be received at the Company's registered office,
duly stamped and signed not later than 48 hours before the meeting.
5. Accountholders/sub-accountholders holding book entry securities of the Company in Central
Depository System (CDS) of Central Depository System of Pakistan Limited (CDC) who
wish to attend the Annual General Meeting are requested to please bring their original ID
Card/original passport with a photocopy duly attested by their bankers for identification
purposes. In case of Corporate entity, the Board of Directors' resolution / power of attorney
with specimen signature of the nominee shall be produced (unless it has been provided
earlier) at the time of the meeting.
6. Members are requested to notify any change in their registered addresses
immediately.
DIRECTORS' REPORT TO THE SHAREHOLDERS
Performance of the Fund's Investment Portfolio
For the twelve months ended June 30, 2001, KASB Premier Fund (the Fund) out-performed the KSE-
100 Index (the Index) by 16%. During this period, the Index declined by 10% from 1520 on
June 30, 2000 to 1366 on June 29, 2001, while the Net Asset Value (NAV) of the Fund increased
by 6% from Rs. 7.73 per share to Rs. 8.19 per share.
As on June 30, 2001, the top 15 holdings of the Fund's portfolio constituted 73.1% of total portfolio
value. During the last twelve months, there has been a significant restructuring of the Fund's investment
portfolio whereby many small capitalization, and illiquid holdings were liquidated and effort was
made to position the Fund's asset allocations into large capitalization, blue chip, liquid stocks. Of
course, the above decision led to booking of capital losses on several illiquid holdings. The directors
however, felt that by generating liquidity from such holdings and putting the money into potentially
better performing stocks, the longer term returns to shareholders would be optimized.
It has been observed that investment strategy focusing on sectors rather than specific stocks pays off
better over the longer term. In the case of the KASB Premier Fund there is a move towards adopting
a more sector - driven investment strategy. In view of a sluggish economy and business environment
for the present, however, the overall investment approach of Fund has become cautious and defensive
with emphasis on capital preservation along with sustainable income generation. In this context, the
major sectors with portfolio weights of 10% or more are currently: Power, Banking, Paper and
Packaging and Telecom. in a turbulent market environment, utilities have traditionally provided
investors with relatively lower downside risk as well as income potential. The Directors believe that
Hubco, Kohinoor Energy and PTCL are appropriate holdings in this respect. The Paper & Packaging
sector is basically a proxy for consumer non-durables as pure consumer plays such as Lever Brothers
and Nestle are very illiquid in this market. For the Financial Year ended June 30, 2001, the holdings
in Packages and Tri-Pack Films provided a solid defensive quality to the Fund and contributed to
its relative out-performance against the bench mark KSE-100 Index. Finally, the Banking sector
makes up another large chunk of the Funds portfolio with MCB, Askari, A1-Faysal Bank and Trust
Bank being the key investments. With the banking sector in the middle of a major restructuring,
mergers and acquisitions as well as a cut in tax rates, this sector is likely to provide significant
potential for out-performance going forward.
The management reduced exposure in textile, cement, insurance and chemical sectors during 2001
in view of weak earning expectations. In the future, selected exposure may be considered as sector
outlook improves and particularly in stocks which show promise. All in all, the Directors believe that
the Fund is now well positioned to enjoy the benefits of any market upside while also having a
defensive posture in case a significant downside occurs.
Although despite best efforts the Net Asset Value of the Fund had remained below par, Fund's net
after tax profits for the year had worked to Rs. 18.58 million. Looking forward to a better performance
in the future, the Directors were pleased to declare an interim cash dividend of Re. 0.35 per share.
Given the final results and financial position, no final dividend will be declared and thus total payout
for the year is Re. 0.35 per share.
Macro Economic and Market Outlook
During the last twelve months ended June 30, 2001, the economy continued to remain under severe
strain of low growth, low investment and external debt servicing pressures. At the same time, as part
of the economic restructuring program the government and the central bank were forced to follow
tight fiscal and monetary policies. Thus, on the one hand there was limited fiscal stimulus caused
by development spending and on the other, tight monetary conditions along with a sharp increase
in interest rates contributed to nominal private investment. Although private sector loan demand
showed improvement over the previous fiscal year, it was insufficient to fill in the slack created by
a negative growth in the agricultural sector in Fiscal Year 2001, due to severe drought conditions.
The result was a sharp deceleration in Fiscal Year 2001 GDP growth to 2.55% as against 3.89%
during the previous year.
Looking ahead, after the recent rains having broken a two year drought spell, the chances of agricultural
growth picking up in Fiscal Year 2002, have improved. This, along with increased outlay on
development spending and a higher private sector credit plan, should lead to higher GDP growth next
year. Conservative forecasts are for GDP growth between 3.7% to 4.0% in Fiscal Year 2002.
After the successful (first time ever) completion of an IMF program by Pakistan the chances of the
country qualifying for the longer term (3-year) Poverty Reduction and Growth Program have increased.
Once Pakistan gets into this program it can receive up to US$2.5 bn over a three-year period. This
would auger well to help the government reschedule part of the external debt falling due over the
next two years. If this occurs, external sector risk would decline and there may develop a potential
for the return of foreign portfolio investment in the country after constant outflow over the past
3 years.
In the light of the above economic scenario the Directors have been cautiously optimistic about
the equity markets showing improvement during the coming twelve months. The recent
unfortunate terrorist attacks on World Trade Centre in New York and the Pentagon in Washington
on 11th September, 2001 and Pakistan's commitment to the international community and to the US
Government to fully support the latter's declaration of war against terror has, however, made the
prospect of an early improvement in the equity market conditions uncertain. It is, however, expected
that Pakistan would emerge from this involvement as a net economic gainer. With international
community's support to Pakistan and IMF program on track, the possibility of Pakistan's economy
and its equity markets receiving an eventual boost may not, therefore, be ruled out as a consequence.
Auditors and Pattern of Shareholding
The members are requested to appoint auditors for 2001-2002 and fix their remuneration. The present
auditors, Messrs Taseer Hadi Khalid & Co., Chartered Accountants, retire and offer themselves for
re-appointment.
The pattern of shareholding as required by section 236 of the Companies Ordinance, 1984 is enclosed.
On behalf of the Board of Directors
Karachi: QAZI MAZHARUL HAQUE
September 20, 2001 Chief Executive
Auditors' Report to the Members
We have audited the annexed balance sheet of KASB Premier Fund Limited as at 30 June
2001 and the related profit and loss account, cash flow statement, distribution statement and
statement of changes in equity and reserves 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 and Investment Adviser's Rules, 1971. Our responsibility is to
express an opinion on these statements based on our audit.
We conducted our audit in accordance with the International Standards 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
Adviser's 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 Adviser's 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, distribution statement
and statement of changes in equity and reserves 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 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 30 June
2001 and of the profit, its cash flows, its distributions and changes in equity and reserves
for the year then ended; and
d) in our opinion, no zakat was deductible at source under the Zakat and Ushr Ordinance,
1980.
Taseer Hadi Khalid & Co.
Karachi: 20 September, 2001 Chartered Accountants
BALANCE SHEET AS AT JUNE 30, 2001
Note 2001 2000
(Rupees in thousand)
ASSETS
Marketable Securities - net 3 307,860 261,798
Other Assets
Trade debts 10,948 --
Deposit and other receivables 4 3,526 2,484
Taxation 1,130 1,473
Bank balances - on deposit account 11,071 48,912
------------------ ------------------
26,675 52,869
------------------ ------------------
Total Assets 334,535 314,667
LIABILITIES
Current Liabilities
Due to the Investment Adviser 5 3,139 4,529
Trade creditors 3,109 226
Accrued expenses 6 369 576
------------------ ------------------
Total Liabilities 6,617 5,331
------------------ ------------------
NET ASSETS 327,918 309,336
========== ==========
SHAREHOLDERS' EQUITY
Authorised capital
80,000,000 ordinary shares of Rs. 10 each 800,000 800,000
========== ==========
Issued, subscribed and paid-up capital
40,000,000 ordinary shares of Rs. 10 each
issued as fully paid in cash 400,000 400,000
Accumulated loss (86,082) (90,664)
------------------ ------------------
313,918 309,336
Interim dividend 12 14,000 --
------------------ ------------------
327,918 309,336
========== ==========
These accounts should be read in conjunction with the attached notes.
QAZI MAZHARUL HAQUE JAVAID B. SHEIKH
Chief Executive Director
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED JUNE 30, 2001
Note 2001 2000
(Rupees in thousand)
Income
Capital (loss)/gain on marketable securities (31,467) 17,794
Dividend income 22,323 11,789
Profit on term finance certificates 2,558 3,096
Profit on bank deposits 1,951 2,368
------------------ ------------------
(4,635) 35,047
Operating Expenses
Administrative 7 (1,588) (2,654)
Financial 8 (7) (42)
Creditors no longer payable written back 226 --
Remuneration to the Investment Adviser 5.1 (3,139) (4,500)
------------------ ------------------
(4,508) (7,196)
------------------ ------------------
(9,143) 27,851
Reversal of diminution in value of
marketable securities 28,687 39,479
------------------ ------------------
Profit before taxation 19,544 67,330
Taxation - Current (962) (589)
------------------ ------------------
Profit for the year 18,582 66,741
========== ==========
These accounts should be read in conjunction with the attached notes.
QAZI MAZHARUL HAQUE JAVAID B. SHEIKH
Chief Executive Director
CASH FLOW STATEMENT
FOR THE YEAR ENDED JUNE 30, 2001
2001 2000
(Rupees in thousand)
CASH FLOW FROM OPERATING ACTIVITIES
Profit before taxation 19,544 67,330
Adjustment for non-cash charges:
Amortisation of deferred expenditure -- 1,488
Reversal of diminution in value of marketable securities (28,687) (39,479)
------------------ ------------------
(28,687) (37,991)
------------------ ------------------
Operating (1oss)/profit before working capital changes (9,143) 29,339
(Increase)/decrease in current assets:
Marketable securities (17,376) (59,416)
Trade debts (10,948) --
Deposit and other receivables (1,042) 1,430
------------------ ------------------
(29,366) (57,986)
Increase / (decrease) in current liabilities:
Due to the Investment adviser (1,390) 1,906
Trade creditors 2,883 (6,183)
Accrued expenses (207) 289
------------------ ------------------
1,286 (3,988)
------------------ ------------------
Cash used in operations (37,223) (32,635)
Income tax paid (618) (502)
------------------ ------------------
Net cash (outflow) from operating activities (37,841) (33,137)
CASH FLOW FROM FINANCING ACTIVITIES
Deferred expenditure paid -- (3,060)
------------------ ------------------
Decrease in bank balances (37,841) (36,197)
Bank balances at beginning of the year 48,912 85,109
------------------ ------------------
Bank balances at end of the year 11,071 48,912
========== ==========
These accounts should be read in conjunction with the attached notes.
QAZI MAZHARUL HAQUE JAVAID B. SHEIKH
Chief Executive Director
DISTRIBUTION STATEMENT
FOR THE YEAR ENDED JUNE 30, 2001
2001 2000
(Rupees in thousand)
Accumulated loss brought forward (90,664) (157,405)
Profit for the year 18,582 66,741
Interim dividend @ 3.5% (2000: Nil) (14,000) --
------------------ ------------------
Accumulated loss carried forward (86,082) (90,664)
========== ==========
These accounts should be read in conjunction with the attached notes.
QAZI MAZHARUL HAQUE JAVAID B. SHEIKH
Chief Executive Director
STATEMENT OF MOVEMENT IN EQUITY AND RESERVES
FOR THE YEAR ENDED JUNE 30, 2001
2001 2000
(Rupees in thousand)
Net assets per share as at July 01 7.73 6.07
(Loss)/gain on sale of marketable securities (0.79) 0.44
Reversal of diminution in value of marketable securities 0.72 0.98
Net income for the year excluding capital (loss)/gain 0.53 0.24
------------------ ------------------
Profit for the year - per share 0.46 1.66
------------------ ------------------
Net assets per share as at June 30 8.19 7.73
========== ==========
These accounts should be read in conjunction with the attached notes.
QAZI MAZHARUL HAQUE JAVAID B. SHEIKH
Chief Executive Director
NOTES TO AND FORMING PART OF THE ACCOUNTS
FOR THE YEAR ENDED JUNE 30, 2001