| KSB Pumps Company Limited |
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| Annual
Report 1999 |
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| Contents |
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| MISSION
STATEMENT & VALUES |
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| COMPANY
INFORMATION |
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| DEALERS
NETWORK |
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| NOTICE
OF MEETING |
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| DIRECTORS'
REPORT |
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| MANAGEMENT
REPORT |
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| AUDITORS''
REPORT |
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| BALANCE
SHEET |
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| PROFIT
AND LOSS ACCOUNT |
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| CASH
FLOW STATEMENT |
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| NOTES
TO THE ACCOUNTS |
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| PATTERN
OF SHAREHOLDING |
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| KSB
Pump's Company Limited |
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| REGISTERED
OFFICE |
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WORKS |
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| 16/2,
Sir Aga Khan Road |
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Hazara Road, Hassanabdal |
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| Lahore-54000 |
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Ph: (05772)
520236-520238-520239-2396 |
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| Ph:
(042) 6304173- 6304174- 6370969-6370970 |
Fax: (05772) 520237 |
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| Fax:
(042) 6368878- 6366192 |
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| Cover:
A meandering river reflects a golden sunset as 1999 comes to an end. KSB bids
farewell to the past |
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| millennium
and looks towards an era of peace and prosperity. |
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| Mission
Statement & Values |
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| Mission
Statement |
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| We
manufacture and market a selected range of standard and engineered pumps |
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| and
castings of world class quality. Our efforts are directed to have delighted |
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| customers
in the water, sewage, oil, energy, industry and building services |
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| sectors. |
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| In
line with the Group strategy, we are committed to develop into a center of |
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| excellence
in water application pumps and be a strong regional player. We want |
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| to
market valves, complete system solutions and foundry products including |
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| patterns
for captive, automotive and other industries. We will develop a world |
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| class
human resource with highly motivated and empowered employees. |
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| The
measure of our success is being a clear market leader; achieving quantum |
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| growth
and providing attractive returns to stakeholders. |
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| Our
Values are |
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| We
believe in self-esteem of our customers, |
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| suppliers
and employees |
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| We
work as a team where every member owns |
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| the
process with an entrepreneurial spirit |
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| We
work with professional honesty and integrity |
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| We
trust our employees and appreciate their |
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| contributions |
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| We
strive for continuous improvement to achieve |
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| excellence
in all spheres of our activities |
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| We
are an equal opportunity employer and |
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| follow
merit in human resources development |
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| We
fulfill our obligation towards society and environment. |
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| Company
Information |
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| DIRECTORS |
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Dr. Agus Susanto |
Chairman |
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Arif Ijaz |
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Managing Director |
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|
Peter Wurzbacher |
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|
Manzurul Haq |
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|
Nasim Beg |
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|
Aezaz Hussain (effective
01.12.1999) |
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|
R. D, Ahmad |
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|
Adrian Meraj (Nominee
NIT) |
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| COMPANY
SECRETARY |
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| S.
Zamanat Abbas |
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| MANAGEMENT |
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| Arif Ijaz |
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Chief Executive |
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| A. Ghaffar Khan |
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Sales & Marketing |
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| S.
Zamanat Abbas |
Finance &
Administration |
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| Pervez
Iqbal Mughal |
Production |
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| Bashir Saleem |
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Projects |
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| AUDITORS |
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| A.
F. Ferguson & Co. |
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| BANKERS |
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| ANZ
Grindlays Bank |
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| Bank
of America NT & SA |
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| Hongkong
& Shanghai Banking Corporation Limited |
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| Deutsche
Bank AG |
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| Muslim
Commercial Bank Limited |
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| Habib
Bank Limited |
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| United
Bank Limited |
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| LEGAL
ADVISORS |
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| Orr Digham & Co. |
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| Zafar
Law Associates |
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| Dealers
Network |
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| LAHORE |
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| UPPAL
MACHINERY STORES |
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| 98-Railway
Road, Lahore. Ph: 7657974 Fax: 7662541 |
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| ALI AGENCIES |
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| 37-Umer
Market. Mcleod/Railway Road, Lahore. Ph: 7650758 - 7665758 |
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| KARACHI |
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| ANWAR
CORPORATION |
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| Nicol/Frere
Road Crossing, P.O. Box No. 4755, Karachi. Ph: 2428411-14 |
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| ENGINEERING
SALES & SERVICES |
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| Syedna
Tahir Saifuddin Road, Off M.A. Jinnah Road, Karachi. Ph: 7731866 - 7731710 |
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| RAWALPlNDI |
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| HAS
SAN ENGINEERING |
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| A/'754
Taj Mahal Market, Jinnah Road, Rawalpindi. Ph: 555386 Fax: 535386 |
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| KHYBER
ELECTRIC CO. (PVT) LTD. |
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| 43-R/S,Bank
Road, Rawalpindi. Ph: 567783-4 |
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| MULTAN |
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| SULTAN
SONS (PVT) LTD, |
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| Sultan
Mansions, Railway Road, Multan. Ph: 548574 - 542501 |
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| QUETTA |
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| MARSHALL
TRADING CO. |
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| Shahrah-e-Adalat,
Quetta. ph: 842867- 836913 Fax: 836912 |
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| PESHAWAR |
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| AL-HASEEB
CORPORATION |
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| 26
Gulistan Market, Railway Road, Faisalabad. Ph: 619454 Fax: 624404 |
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| PESHAWAR |
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| GEO
PUMPS & ELECTRICAL SERVICES |
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| Sikandar
Plaza, Shuba Bazar, Peshawar. Ph: 253119 |
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| Notice
of Meeting |
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| Notice
is hereby given that the 42nd annual general meeting of the members of KSB
Pumps Company |
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| Limited,
will be held at Hotel Avari, Shahrah-e-Quaid-e-Azam, Lahore, on Wednesday,
the 29th December, 1999 at |
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| 4.00
p.m. to transact the following business: |
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| 1.
To confirm the minutes of the extra-ordinary general meeting held on March
26, 1999. |
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| 2.
To consider and adopt the audited accounts of the Company for the year ended
June 30, 1999 and |
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| report
of the auditors and Directors thereon. |
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| 3.
To approve the payment of dividend of 15% for the year ended June 30, 1999 as
recommended by the |
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| Directors. |
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| 4.
To appoint auditors and fix their remuneration. |
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| Messrs
A. F. Ferguson & Co., Chartered Accountants, the retiring auditors, being
eligible, offer |
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| themselves
for re-appointment as auditors of the Company. |
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| NOTES: |
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| 1.
A member entitled to attend and vote at this meeting is entitled to appoint |
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| another
member as proxy. Proxies in order to be effective must be received at |
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| the
Registered Office of the Company not later than 48 hours before the time |
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| appointed
for the meeting. If a member appoints more than one proxy and |
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| more
than one instruments of proxy are deposited by a member with the |
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| Company,
all such instruments of proxy shall be rendered invalid. Every proxy |
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| shall
have the right to attend, speak and vote in place of the member appointing |
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| him/her
at the meeting. |
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| 2.
The Share Transfer Books of the Company will remain closed from |
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| December
21, 1999 to December 29, 1999 (both days inclusive). Transfers |
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| received
in order at the Registered Office of the Company by the close of |
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| business
on December 20, 1999 will be in time to be passed for payment of |
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| dividend
to the transferees. |
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| 3.
Members are required to notify the change of address, if any, immediately. |
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BY ORDER OF THE BOARD |
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| Lahore, |
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S. ZAMANAT ABBAS |
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| December
06, 1999 |
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|
Company Secretary |
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| Directors'
Report |
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| The
Directors are pleased to present the annual report together with the audited
accounts of the Company for the year |
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| ended
June 30, 1999. |
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| STATE
OF COMPANY'S AFFAIRS |
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| The
Management Report on page 9 comments on the business of the Company during
the year and has the approval of the directors. |
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| RESULTS
FOR THE YEAR |
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Rupees |
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| Profit
for the year before providing for taxation |
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43,125,607 |
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| Provision
for taxation |
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(21,527,000) |
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------------------ |
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| Profit
after taxation |
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21,598,607 |
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| Unappropriated
profit brought forward |
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431,643 |
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------------------ |
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| Available
for appropriation |
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22,030,250 |
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| Appropriated
as under: |
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| - Transfer to general reserve |
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4,000,000 |
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| - Proposed dividend @
Rs 1.50 per share (15 %) |
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18,000,000 |
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------------------ |
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22,000,000 |
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------------------ |
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| Unappropriated
profit carried forward |
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30,250 |
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========== |
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| MATERIAL
CHANGES SINCE THE BALANCE SHEET DATE |
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| There
have been no material changes since June 30, 1999 and the Company has not
entered into any commitments which would affect |
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| the
financial position of the Company at that date, |
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| BOARD
OF DIRECTORS |
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| On
expiry of the term of office of the serving Directors, the following were
elected as Directors of the Company for a period of three |
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| years
in an extraordinary general meeting on March 26, 1999: |
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| 1.
Dr. Agus Susanto |
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| 2. Mr. Arif Ijaz |
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| 3.
Mr. Peter Wurzbacher |
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| 4.
Mr. Manzurul Haq |
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| 5.
Mr. R. D. Ahmad |
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| 6.
Mr. A. Razak Dawood |
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| 7. Mr. Nasim Beg |
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| In
addition to the above seven elected Directors, Mr. Adnan Meraj was nominated
as Director Nominee of NIT under Section 183 of |
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| the
Companies Ordinance, 1984. |
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| Owing
to the appointment of Mr. A. Razak Dawood as Minister for Commerce, Industry
and Production, the Board received with regret |
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| the
resignation of Mr. Razak. In the Circumstances, the Board wishes to place on
record its warm appreciation for the valuable |
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| contribution
made by Mr. Razak during his tenure as Director. |
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| BUSINESS
OF THE COMPANY |
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| The
Company's business is that of manufacture and sale of pumps and valves. In
addition, castings are manufactured |
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| for
sale to third parties. |
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| Y2K
COMPLIANCE |
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| The
Company has undertaken all measures to ensure that its IT system is fully Y2K
compliant. |
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| HR INITIATIVES |
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| The
management has put in strategic efforts aligning the sales, structures,
skills, systems, staff with the shared vision that we prepared |
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| in
1998. This alignment has brought in new synergies, team work and empowerment
enhancing the productivity of the Company. |
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| PATTERN
OF SHAREHOLDING |
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| The
information about the pattern of shareholding appears as an appendix to the
accounts on page 30 |
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| HOLDING
COMPANY |
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| The
holding company is Canadian Kay Pump Limited incorporated in Toronto, Canada,
Their particulars appear in note 3 to the |
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| accounts. |
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| Auditors |
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| The
present auditors, M/s. A. F. Ferguson & Co., being eligible, have offered
themselves for re-appointment. |
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|
Arif Ijaz |
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|
Dr. Agus Susanto |
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|
Chief Executive |
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|
Chairman |
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| Lahore, |
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| November
11, 1999 |
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| Management
Report |
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| For
the period under review, the business climate in the country remained |
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| depressed
and grim. The stagnant Industrial Sector, and the threat of |
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| sovereign
default, meant that resources to the Industrial & Development sectors |
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| were
severely curtailed, presenting the Company with multiple risks. |
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| Fortunately,
in anticipation, your company implemented a series of |
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| strategic
and structural measures that not only enabled it to absorb these shocks |
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| easily,
but also resulted in a substantial increase in Orders Received and |
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| Turnover,
with a corresponding increase in profits. This was achieved by |
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| targeting
the Project and Service sectors through a newly created |
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| Customer
Services Department which saw a 30% increase in the Project and |
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| Service
business. The strategic focus of the Company therefore shifted |
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| towards
a Turnkey system solution concept. Per employee productivity also |
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| registered
a significant increase, The Human Resource Initiatives created better |
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| teamwork
and higher motivational levels, especially in Sales where Exports |
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| increased
substantially. Better forecasting and cash management also helped us to |
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| bring
down financial charges. The drive for World Class competencies also led us |
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| to
be one of the first companies to adopt the new IAS - 19 accounting standard. |
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| Due
to the new standard, a lot of expense which could be amortized |
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| earlier
had to be expensed. Notable is the costs of downsizing and liability of |
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| accumulated
leaves of absences. This is perhaps the reason why profit as |
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| percentage
of sales has not shown an upward trend, although the quantum of |
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| profit
is much higher. On the operations side, a better focus has resulted in the |
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| cost
of sales being constant in spite of higher input costs, receivables and |
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| inventories
as a percentage of sales has shown improvements. Besides, your |
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| Company
has also insured that it is Y2K compliant and the number of permanent |
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| employees
stood at 404. |
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| In
short, all the emphasis on team building, cross functional synergy and |
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| empowerment
bore fruit. |
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| The
recent political development in Pakistan is a major development. Up to now,
the |
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| signals
emanating are positive and the stock markets have seen an upturn after |
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| a
long time. One of our board members, Mr. A. Razak Dawood, has been chosen |
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| as
the Minister for Production and Commerce. With his long standing |
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| reputation
of a conscientious and upright businessman, we are confident that he |
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| will
be part of a dedicated team that is very serious in reviving a dying economy. |
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| KSB
Pakistan achieved it's highest ever turnover during this period of economic |
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| malaise.
This is more than a vote of confidence in its dedicated team. With |
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| this
as commitment, I have no doubt that this Company will continue to shine in |
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| the
face of all odds. |
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| Lahore, |
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Arif Ijaz |
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| November 11, 1999 |
|
Managing Director |
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| Auditors'
Report to the Members |
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| We
have audited the annexed balance sheet of KSB Pumps Company Limited as |
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| at
June 30, 1999 and the related profit and loss account and cash flow |
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|
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| statement,
together with the notes forming part thereof for the year ended |
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| June
30, 1999 and we state that we have obtained all the information and |
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| explanations
which to the best of our knowledge and belief were necessary for |
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| the
purpose of our audit and, after due verification thereof, we report that: |
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| (a)
in our opinion, proper books of account have been kept by the |
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| company
as required by the Companies Ordinance, 1984; |
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| (b) in our opinion |
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| (i)
the balance sheet and profit and loss account together with |
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| the
notes thereon have been drawn up in conformity with |
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|
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| the
Companies Ordinance, 1984 and are in agreement |
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|
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| with
the books of account and are further in accordance with |
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| accounting
policies consistently applied, except for |
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| the
changes referred to in note 2.2 to the accounts with which |
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| we concur; |
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| (ii)
the expenditure incurred during the year was for the |
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| purpose
of the company's business; and |
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| (iii)
the business conducted, investments made and the |
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| expenditure
incurred during the year were in accordance |
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| with
the objects of the company; |
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| (c)
in our opinion and to the best of our information and according to |
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| the
explanations given to us, the balance sheet, profit and loss |
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| account
and cash flow statement, together with the notes forming |
|
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| part
thereof, give the information required by the Companies |
|
|
| Ordinance,
1984, in the manner so required and respectively give a |
|
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| true
and fair view of the state of the company's affairs as at June 30, |
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|
| 1999
and of the profit and cash flows for the year then ended; |
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| (d)
in our opinion Zakat deductible at source under the Zakat and Ushr |
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| Ordinance,
1980 was deducted by the company and deposited in the |
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| Central
Zakat Fund established under section 7 of the Ordinance: |
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| Lahore, |
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|
A.F. Ferguson & Co. |
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| November 12,1999 |
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|
|
|
Chartered Accountants |
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|
| Balance
Sheet as at June 30 1999 |
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|
1999 |
1998 |
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|
Note |
Rupees |
Rupees |
|
|
|
|
Restated |
|
| CAPITAL
AND RESERVES |
|
|
|
| SHARE
CAPITAL |
|
|
|
| Authorised |
|
|
|
| 15,000,000
ordinary shares of Rs 10 each |
|
|
150,000,000 |
150,000,000 |
|
|
|
|
------------------ |
------------------ |
|
| Issued,
subscribed and paid up |
|
|
3 |
120,000,000 |
120,000,000 |
|
| RESERVES |
|
|
4 |
101,499,866 |
97,499,866 |
|
| UNAPPROPRIATED
PROFIT |
|
|
|
30,250 |
431,643 |
|
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
221,530,116 |
217,931,509 |
|
|
|
|
|
|
|
|
|
-- |
20,833,334 |
|
| LONG
TERM RUNNING FINANCE - SECURED |
|
|
|
|
|
| LONG
TERM AND DEFERRED LIABILITIES |
|
|
| Deferred taxation |
|
|
-- |
486,000 |
|
| Provision
for employees' benefits |
|
5 |
14,573,040 |
11,341,101 |
|
| Rent
received in advance |
|
|
-- |
1,182,116 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
14,573,040 |
13,009,217 |
|
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
| Current
portion of long-term running finance-secured |
|
-- |
16,666,666 |
|
| Short
term running finances-secured |
|
6 |
70,688,353 |
52,197,908 |
|
| Creditors,
accrued and other liabilities |
|
7 |
162,095,219 |
189,309,472 |
|
| Proposed
dividend |
|
|
18,000,000 |
12,000,000 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
250,783,572 |
270,174,046 |
|
| CONTINGENCIES
AND COMMITMENTS |
|
8 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
486,886,728 |
521,948,106 |
|
|
|
|
========== |
========== |
|
|
| FIXED
CAPITAL EXPENDITURE |
|
| Operating
fixed assets- tangible |
|
9 |
77,552,226 |
71,308,039 |
|
| Capital
work in progress |
|
10 |
497,606 |
1,652,894 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
78,049,832 |
72,960,933 |
|
|
|
|
|
| LONG
TERM LOANS AND DEPOSITS |
|
11 |
1,039,312 |
871,723 |
|
|
|
|
|
|
| CURRENT
ASSETS |
|
|
|
| Stores,
spares and loose tools |
|
12 |
35,895,064 |
28,531,270 |
|
| Stock in trade |
|
13 |
109,647,893 |
116,700,446 |
|
| Trade debts |
|
14 |
163,799,317 |
157,223,734 |
|
| Loans,
advances, deposits, prepayments and other receivables |
15 |
68,331,334 |
59,050,975 |
|
| Cash
and bank balances |
|
|
30,123,976 |
86,609,025 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
407,797,584 |
448,115,450 |
|
|
|
|
------------------ |
------------------ |
|
|
|
486,886,728 |
521,948,106 |
|
|
|
========== |
========== |
|
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
Arif Ijaz |
|
Dr. Agus Susanto |
|
|
Chief Executive |
|
Chairman |
|
|
|
| Profit
and Loss Account for the year ended June 30 1999 |
|
|
|
|
1999 |
1998 |
|
|
|
Note |
Rupees |
Rupees |
|
|
|
|
Restated |
|
|
|
|
|
| Sales |
|
17 |
597,343,981 |
410,110,014 |
|
| Cost of sales |
|
18 |
432,779,482 |
297,140,609 |
|
|
|
|
------------------ |
------------------ |
|
| Gross profit |
|
|
164,564,499 |
112,969,405 |
|
|
|
|
|
| Administration,
selling and general expenses |
|
19 |
125,541,192 |
100,214,324 |
|
|
|
|
------------------ |
------------------ |
|
| Operating profit |
|
|
39,023,307 |
12,755,081 |
|
|
|
|
|
| Other income |
|
20 |
21,627,019 |
21,071,175 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
60,650,326 |
33,826,256 |
|
|
|
|
|
| Financial charges |
|
21 |
13,944,419 |
17,289,979 |
|
| Other charges |
|
22 |
3,580,300 |
2,324,500 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
17,524,719 |
19,614,479 |
|
|
|
|
------------------ |
-------- |