| AL-QAIM TEXTILE MILLS LIMITED |
|
|
|
|
|
| ANNUAL
REPORT 2004 |
|
|
| FUTURE
OUT LOOK |
|
|
| After
a long period of depression and losses, the company has a year of relief. The
management has |
|
| decided
to invest in the future in order to cut down its expenses so that the company
may also enjoy the |
|
| same
position in the future. Addition and modernization will result in the
decrease of costs Further |
|
| regular
repayment of loans to all banks especially to Habib Bank Ltd. will result in
future reduction in the |
|
| financial
charges and thus helps us to achieve even better results in future. Future
out look of raw cotton |
|
| is
also very charming and therefore management has decided to produce cotton
yarn instead of PC yarn. |
|
|
| CORPORATE
AND FINANCIAL REPORTING |
|
|
| In
compliance with the provisions of the Code, the Board Members are pleased to
place the following |
|
| statements
on record: |
|
|
| • The financial statements for the year
ended September 30, 2004 present fairly its state of affairs, |
|
| the
results of its operations, cash flows and changes in equity; |
|
|
| • Proper books of account of the company
have been maintained; |
|
|
| • Appropriate accounting
policies have been
consistently applied in
preparation of financial |
|
| statements
and accounting estimates are based on reasonable and prudent judgment; |
|
|
| • International Accounting Standards as
applicable in Pakistan have been followed in preparation |
|
| of
financial statements and departure, if any, has been adequately disclosed; |
|
|
| • The system of internal control is sound
in design. The process of monitoring
will continue and |
|
| control
strengthened where ever considered necessary; |
|
|
| • There has been no material departure
from the best practices of corporate governance as |
|
| detailed
in listing regulations; |
|
|
| • The key financial data of last six years
is annexed; |
|
|
| • There have been six Board meetings
during the year and the attendance of each Director is |
|
| stated below: |
|
|
| NAME
OF DIRECTORS |
|
NO OF BOARD MEETING
ATTENDED |
|
| Haji Ashiq Hussain - Chairman |
|
1 |
|
| Muhammad
Ali Awan- Chief Executive |
6 |
|
| Haji
Ghulam Hussain |
|
6 |
|
| Naeem Mustafa |
|
6 |
|
| Haji Shaukat Mehmood Awan |
|
6 |
|
| Hassan Ali Awan |
|
4 |
|
| Mst. Anayat Begum |
|
4 |
|
| Mst.
Naseem Begum |
|
4 |
|
| Mst. Bhag Bhari |
|
3 |
|
|
| DIRECTORS'
REPORT |
|
|
| The
Directors take pleasure in presenting to you the Eighteenths Annual Report of
the Company together |
|
| with
the Audited Accounts for the year ended September 30, 2004. |
|
|
| OPERATING
AND FINANCIAL RESULTS |
|
|
| The
current year ending on September 30, 2004 witnessed marked improvement in
your company's |
|
| performance
in comparison with the previous years. The significant improvement in
operating results of |
|
| the
company was mainly due to higher capacity utilization, improved performance
of the P.C yarn and |
|
| reduction
in financial charges. |
|
|
| FINANCIAL
OBLIGATIONS |
|
|
| The
management of your company was successful in restructuring the financial
liabilities of Habib Bank |
|
| Limited
which were renegotiated on favorable terms thereby reducing the financial
cost from Rs. 6.812 |
|
| million
in the year 2003 to Rs. 5.306 million in the year 2004. We are confident to
further bring down |
|
| financial
cost in the next financial year. |
|
|
| MANAGEMENT'S
COMMITTMENT |
|
|
| The
Directors of your company have surrendered their loans as subordinated loan
till the company earns |
|
| profit
and accumulated losses are wiped off. The above loan is interest free and the
Directors of your |
|
| company
will not demand this amount till that time and are repayable at the
convenience of the company. |
|
|
| KEY
FINANCIAL DATA FOR LAST SIX YEARS |
|
|
|
Rupees in '000 |
|
|
2004 |
2003 |
2002 |
2001 |
2000 |
1999 |
| Net Sales (Rs.) |
|
306,120 |
230,981 |
214,715 |
249,339 |
239,070 |
182,659 |
| Profitability (Rs.) |
|
| Gross Profit |
|
17.433 |
-9,935 |
11,248 |
22,273 |
18,697 |
6,760 |
| ProfiV(Loss)
before taxation |
2.601 |
-6,208 |
-5,318 |
4,149 |
3,967 |
-12,094 |
| Income tax |
|
-1,533 |
1,355 |
-1,074 |
-1,247 |
-1,195 |
-913 |
| Profit/(Loss)
after taxation |
1,068 |
-4,853 |
-6,392 |
2,902 |
2,772 |
-13,007 |
| Financial
Position (Rs.) |
|
| Tangible
fixed assets-net |
493,274 |
230,882 |
241,487 |
252,565 |
264,379 |
337,842 |
| Other Assets |
|
- |
320 |
580 |
840 |
300 |
597 |
|
493,274 |
231,202 |
242,067 |
253,405 |
264,679 |
338,439 |
| Current assets |
|
20,094 |
19,895 |
21,682 |
15,598 |
26,349 |
27,197 |
| Current Liabilities |
|
35,741 |
56,004 |
80,015 |
69,123 |
72,925 |
70,234 |
| Net
Working Capital |
-15,647 |
-36,109 |
-58,333 |
-53,525 |
-46,576 |
-43,037 |
| Capital Employed |
|
74,530 |
74,530 |
74,530 |
74,530 |
74,530 |
74,530 |
| Less:Long
term loans & other Liabilities |
117,309 |
202,073 |
134,564 |
140,592 |
163,581 |
173,455 |
| Shareholders
Equity |
|
| Represented by: |
|
| Share capital |
|
74,530 |
74,530 |
74,530 |
74,530 |
74,530 |
74,530 |
| Surplus
on revaluation of fixed assets |
418,896 |
103,523 |
250,061 |
250,061 |
250,061 |
250,061 |
| Reserve
on redemption of loan |
- |
- |
- |
- |
- |
4,248 |
| Accumulated
Profit/(Loss) |
-101,106 |
-109,399 |
-275,421 |
-269,029 |
-270,069 |
-206,893 |
|
392,320 |
68,654 |
49,170 |
55,562 |
54,522 |
121,946 | |
| Ratios: |
|
| Gross
Profit to Sales (%age) |
5.69 |
-4.3 |
5.24 |
8.93 |
7.82 |
3.7 |
| Net
Profit/(Loss) to sales (%age) |
0.35 |
-2.1 |
-2.98 |
1.16 |
1.16 |
-7.12 |
| Debt
: Equity Ratio |
30 |
294 |
274 |
2.53 |
300 |
1.42 |
| Current Ratio |
|
56 |
0.36 |
27 |
23 |
0.36 |
0.39 |
| Quantitative Data |
|
| Yarn (Kgs) |
|
| Production
(Count. Into 20/s) |
4,247 |
4,197 |
4,706 |
4,703 |
4,601 |
4,768 |
|
| STATEMENT
OF COMPLIANCE |
|
| WITH
THE CODE OF CORPORATE GOVERNANCE |
|
| FOR
THE YEAR ENDED SEPTEMBER 30, 2004 |
|
|
|
| This
statement is being presented to comply with the Code of Corporate Governance
as |
|
| contained
in the Listing regulations of Karachi & Lahore Stock Exchanges for the
purpose of |
|
| establishing
a framework of good governance, whereby a listed company is managed in |
|
| compliance
with the best practices of corporate governance. |
|
|
| The
Company has applied the principles contained in the Code in the following
manner: |
|
|
| 1. The Company encourages
representation of independent non-executive directors |
|
| and
directors representing minority interests on its Board of Directors. |
|
|
| 2. The directors have confirmed that
none of them is serving as director in more than |
|
| ten
listed companies, including this Company. |
|
|
| 3. All the resident directors of the
Company are registered as taxpayers and none of |
|
| them
has defaulted in payment of any loan to a banking company, a DPI or an NBFI |
|
| or,
being a member of a stock exchange, has been declared as a defaulter by that |
|
| stock exchange. |
|
|
| 4. The Company has prepared a
'Statement of Ethics and Business Practices' which |
|
| has
been signed by all the directors and employees of the Company. |
|
|
| 5. The Board has developed a Mission
Statement, overall corporate strategy
and |
|
| significant
policies of the Company. A complete record of particulars of significant |
|
| policies
along with the dates on which they were approved or amended has been |
|
| maintained. |
|
|
| 6. All the powers of the Board had been
duly exercised and decisions on material |
|
| transactions,
including appointment and determination of remuneration and terms |
|
| and
conditions of employment of the CEO and other executive directors, have been |
|
| taken
by the Board. |
|
|
| 7. The meetings of the Board were
presided over by the Chairman and, in his absence, |
|
| by
a director elected by the Board for this purpose and the Board met at least
once in |
|
| every
quarter. Written notices of the Board meetings, along with agenda and working |
|
| papers,
were circulated at least seven days before the meetings. The minutes of the |
|
| meetings
were appropriately recorded and circulated. |
|
|
| 8. The Board arranged an orientation
course for its directors during the year to apprise |
|
| them
of their duties and responsibilities. |
|
|
| 9. The Board has approved appointment
of CFO, Company Secretary and Head of |
|
| Internal
Audit, including their remuneration and terms and conditions of employment, |
|
| as
determined by the CEO. |
|
|
| 10. The Directors Report for this year has
been prepared in compliance with the |
|
| requirements
of the Code and fully describes the silent matters required to be |
|
| disclosed. |
|
|
| AUDITOR'S
REPORT TO THE MEMBERS |
|
|
| We
have audited the annexed balance sheet of AL-QAIM TEXTILE MILLS LIMITED as at
September 30, |
|
| 2004
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,
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: |
|
|
| The
previous audit of the Company has been conducted by another auditors namely
M/s S. Zafar Shah |
|
| Naveed
Imran & Co. Chartered Accountants Islamabad, who have issued qualified
report on the accounts |
|
| for
the year ended September 30, 2003 regarding the following matters; |
|
|
| 1. The provision for gratuity has not
been based on actuarial valuation to determine the present |
|
| value
of gratuity obligation in accordance with International Accounting
Standare-19 |
|
|
| 2. Non-confirmation of written back
liabilities amounting to Rs. 17.903 million. |
|
| In
addition to above points, we report that; |
|
|
| 3. Deferred taxation in respect of
surplus on revaluation of fixed assets has not been accounted |
|
| for
in the books of accounts in contrary to the requirements of IAS-12. |
|
|
| 4. The Company during the year has
transferred creditors balances amounting to Rs 25 292 |
|
| million
to deferred liabilities as the creditors have deferred the repayments from
company as |
|
| a
result of negotiations. However, no direct confirmation from creditors in
this regard has |
|
| been received. |
|
|
| a) In our opinion, proper books of
accounts have been kept by the Company as required by the |
|
|
| Companies
Ordinance, 1984 |
|
|
| REVIEW
REPORT TO THE MEMBERS ON STATEMENT OF COMPLIANCE WITH |
|
| THE
BEST PRACTICES OF CODE OF CORPORATE GOVERNANCE |
|
|
| We
have reviewed the Statement of Compliance with the best practices contained
in the Code of |
|
| Corporate
Governance prepared by the Board of Directors of AL-QAIM TEXTILE MILLS
LIMITED to |
|
| comply
with the Listing Regulation No 37 of the Karachi Stock Exchange (Guarantee)
Limited and |
|
| Chapter
XIII of Listing Regulation of Lahore Stock Exchange (Guarantee) Limited where
the Company is |
|
| listed. |
|
|
| The
responsibility for compliance with the Code of Corporate Governance is that
of the Board of Directors |
|
| of
the Company. Our responsibility is to review, to the extent where such
compliance can be objectively |
|
| verified,
whether the Statement of Compliance reflects the status of the Company's
compliance with the |
|
| provisions
of the Code of Corporate Governance and report if it does not. A review is
limited primarily to |
|
| inquiries
of the Company personnel and review of various documents prepared by the
Company to |
|
| comply
with the Code. |
|
|
| As
part of our audit of financial statements we are required to obtain an
understanding of the accounting |
|
| and
internal control systems sufficient to plan the audit and develop an
effective audit approach. We have |
|
| not
carried out any special review of the internal control system to enable us to
express an opinion as to |
|
| whether
the Board's statement on internal control covers all controls and the
effectiveness of such |
|
| internal controls. |
|
|
| Based
on our review, except for our reservations detailed in our report on the
Company's financial |
|
| statements
for the year ended 30 September, 2004 nothing has come to our attention which
causes us to |
|
| believe
that the statement of compliance does not appropriately reflect the status of
the Company's |
|
| compliance,
in all material respect, with the best practices contained in the Code of
Corporate |
|
| Governance
as applicable to the Company for the year ended 30 September, 2004. |
|
|
| BALANCE
SHEET |
|
|
|
Note |
2004 |
2003 |
|
|
|
(Rupees) |
(Rupees) |
|
| CAPITAL
AND LIABILITIES |
|
| Share
Capital and Reserves |
|
| Share Capital |
|
3 |
74,530,000 |
74,530,000 |
|
| Accumulated loss |
|
-175,636,053 |
-183,928,740 |
|
|
-101,106,053 |
-109,398,740 |
|
| SURPLUS
ON REVALUATION OF FIXED ASSETS |
4 |
418,895,874 |
103,522,652 |
|
| SUBORDINATED
LOAD |
|
5 |
42,529,096 |
47,120,634 |
|
| LONG
TERM LOANS AND DEFERRED LIABILITIES |
|
| Long
term loans - banks |
|
6 |
80,693,988 |
95,408,311 |
|
| Deferred tax |
|
- |
47,683,433 |
|
| Deferred liabilities |
|
7 |
36,615,252 |
36,772,235 |
|
|
117,309,240 |
179,863,979 |
|
| CURRENT
LIABILITIES |
|
| Current
portion of long term liabilities |
|
8 |
15,817,793 |
11,611,773 |
|
| Creditors,
accrued and other liabilities |
9 |
15,181,631 |
14,152,693 |
|
| Provision
for taxation |
|
4,066,828 |
3,550,361 |
|
| Unclaimed
Dividend |
|
674,364 |
674,364 |
|
|
35,740,616 |
29,989,191 |
|
| CONTINGENCIES
AND COMMITMENTS |
10 |
- |
- |
|
|
513,368,773 |
251,097,716 |
|
|
|
Note |
2004 |
2003 |
|
|
|
(Rupees) |
(Rupees) |
|
|
| PROPERTY
AND ASSETS |
|
| OPERATING
FIXED ASSETS |
|
11 |
493,274,334 |
230,882,924 |
|
| DEFERRED
COST |
|
320,000 |
|
| CURRENT
ASSETS |
|
| Stores
and spares |
|
12 |
3,991,650 |
3,323,893 |
|
| Stock in trade |
|
13 |
5,561,790 |
8,522,629 |
|
| Trade debts |
|
14 |
4,494,977 |
3,573,018 |
|
| Advances,
deposits, prepayments |
|
15 |
2,754,138 |
4,327,258 |
|
| Cash
and bank balances |
|
16 |
3,291,884 |
147,994 |
|
|
20,094,439 |
19,894,792 |
|
|
513,368,773 |
251,097,716 |
|
|
| STATEMENT
OF CHANGES IN EQUITY |
|
| FOR
THE YEAR ENDED SEPTEMBER 30, 2004 |
|
|
|
Share Capital |
Profit/(Loss) |
Total |
|
|
Rupees |
Rupees |
Rupees |
|
| Balance
as at September 30, 2002 |
|
74,530,000 |
-275,420,950 |
-200,890,950 |
|
| Net
Profit/(Loss) for the Period |
|
-4,853,038 |
-4,853,038 |
|
| Transfer
of incremental depreciation |
|
96,345,248 |
96,345,248 |
|
| Balance
as at September 30, 2003 |
|
74,530,000 |
-183,928,740 |
-109,398,740 |
|
| Net
Profit/(Loss) for the Period |
|
1,067,925 |
1,067,925 |
|
| Transfer
of incremental depreciation |
|
7,224,762 |
7,224,762 |
|
| Balance
as at September 30, 2004 |
|
74,530,000 |
-175,636,053 |
-101,106,053 |
|
|
| CASH
FLOW STATEMENT |
|
| FOR
THE YEAR ENDED SEPTEMBER 30, 2004 |
|
|
|
|
2004 |
2003 |
|
|
Rupees |
Rupees |
|
| CASH
FLOW FROM OPERATING ACTIVITIES |
|
| Net
profit/floss) before taxation |
|
2,601,316 |
-6,207,786 |
|
| Adjustment
for non cash charges |
|
| Depreciation |
|
11,139,336 |
11,831,857 |
|
| Deferred
cost written off |
|
320,000 |
260,000 |
|
| Loss
on Sale of Fixed Assets |
|
1,750,637 |
- |
|
|
15,811,289 |
5.884,071 |
|
| Income tax paid |
|
-1,016,924 |
-3,123,081 |
|
| Cash
flow from operating activities |
|
| before
working capital changes |
|
14,794,365 |
2,760,990 |
|
| Changes
in working capital |
|
| (Increase)/Decrease
in current assets |
|
| Stores
and spares |
|
-667,757 |
-962.109 |
|
| Stock in trade |
|
2,960,839 |
7.166,449 |
|
| Trade debts |
|
-921,959 |
-3.541776 |
|
| Advances,
deposits, prepayment |
|
| and
other receivables |
|
1,573,120 |
-1,528,839 |
|
|
2,944,241 |
1,133,725 |
|
| lncrease/(Decrease)
in current liabilities |
|
| Short
term borrowings from directors |
|
. |
276,000 |
|
| Short
term borrowings - others |
|
- |
-12,142,500 |
|
| Creditors,
accrued and other liabilities |
|
1,028,951 |
2,718,382 |
|
|
1,028,951 |
-9,148,118 |
|
| Net
cash generated from operations |
|
18,767,557 |
-5,253,403 |
|
| CASH
FLOW FROM INVESTING ACTIVITIES |
|
| Fixed
Capital expenditure |
|
-966,843 |
-1,227,920 |
|
| Sale
proceeds of fixed assets sold |
|
600,000 |
- |
|
| Net
cash used in investing activities |
|
-366,843 |
-1,227,920 |
|
| CASH
FLOW FROM FINANCING ACTIVITIES |
|
| Subordinated
Loan |
|
-4,591,538 |
- |
|
| Long
term loans - Banks |
|
-10,508,303 |
10,004.64 |
|
| Long
term loans - Others |
|
- |
11,204,953 |
|
| Directors Loan |
|
- |
-621,000 |
|
| Deferred liabilities |
|
-156,983 |
-14,780,071 |
|
| Dividend Paid |
|
- |
-4,200 |
|
| Net
cash used in financing activities |
|
-15,256,824 |
5,804,317 |
|
| Net
lncrease/(0ecrease) in cash and cash |
|
| equivalent |
|
3,143,890 |
-677,006 |
|
| Cash
and cash equivalent at the beginning |
|
| of the year |
|
147,994 |
825,000 |
|
| Cash
and cash equivalent at the end |
|
| of the year |
|
3.291884 |
147,994 |
|
|
| Foreign
Currency Translations |
|
|
| Transactions
in foreign currency are translated in Pak Rupees at the rate of exchange
ruling at |
|
| the
date of transaction. Monetary assets and liabilities in foreign currencies
are translated in Pak |
|
| Rupees
at the rate of exchange ruling on the balance sheet date. The resultant gain
or loss on |
|
| translation
of monetary foreign currency liabilities are capitalized against the cost of
respective |
|
| tangible
operating assets acquired from the proceeds of such liabilities. All other
exchange gains |
|
| or
losses are included in income currently. |
|
|
| Taxation |
|
|
| Current |
|
|
| Charge
for the current taxation is based on taxable income at the current rate of
taxation after |
|
| considering
the tax credits and rebates or minimum tax liability under section 113 of
Income Tax |
|
| Ordinance,
2001, whichever is applicable |
|
|
| Deferred |
|
|
| The
company accounts for deferred taxation, if any, by using the liability method
on all timing |
|
| differences
between the carrying amounts of assets and liabilities in the financial
statements and |
|
| their
tax base. The company recognizes deferred tax assets on all deductible
temporary |
|
| differences
to the extent it is probable that taxable profits will be available in the
foreseeable |
|
| future
against which these deductible temporary differences can be utilized.
Deferred Tax is |
|
| calculated
at the tax rates that are expected to apply to the period when the asset is
realized or |
|
| the
liability is settled. |
|
|
| Store
and Spares |
|
|
| These
are valued at moving average cost basis. |
|
| Stock in Trade |
|
|
| a) Valuation basis are as follows:- |
|
|
| Raw
Material at
lower of annual average cost or NRV |
|
|
| Work-in-Process at the average
manufacturing cost including a proportion |
|
|
| of
related overheads. |
|
| Finished
Goods at lower of average manufacturing cost
including a |
|
|
| proportion
of related overheads or NRV |
|
| Waste at NRV |
|
|
| Net
realizable value |
|
|
| b) It is determined on the basis of
selling prices prevailing at the balance sheet date less |
|
| estimated
cost of completion and selling expenses incidental to sales. |
|
|
| Trade
Debtors & Receivables |
|
|
| Bad
debts considered irrecoverable, are written off and provision is made for
debts and |
|
| receivables
considered doubtful, based on review of outstanding amount at the end of the
year. |
|
|
| Financial
Instruments |
|
|
| Financial
instruments carried on the balance sheet including Trade Debtors, Advances
& |
|
| Receivables,
Cash & Bank Balances and Creditors, Accrued and Other Liabilities. The
particular |
|
| recognition
method adopted is disclosed in the individuals policy statements associated
with each |
|
| item. |
|
|