| MacDonald Layton & Company Limited |
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| Annual
Report 1999 |
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| CONTENTS |
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| Board
of Directors |
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| Notice
of the Annual General Meeting |
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| Directors'
Report |
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| Auditors'
Report to the Members |
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| Balance Sheet |
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| Profit
and Loss Account |
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| Statement
of Source and Application of Funds |
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| Notes
to the Accounts |
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| Pattern
of Shareholdings |
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| Subsidiary
Companys' Accounts |
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| BOARD
OF DIRECTORS |
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| DIRECTORS |
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BRIG. N. HUMAYUNE (Retd) |
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Chairman & Chief
Executive |
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MR. A.M. RIZVI |
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MAJ. GEN. SHAFQAT A. SYED
(Retd) |
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MR. G. A. ZAFAR |
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MR. G. R. MEMON |
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MRS. ZEBA RAZA |
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MRS. HEER BHAIMIA |
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| SECRETARY |
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MR. K. S. SHAIKH |
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| AUDITORS |
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FORD, RHODES, ROBSONS,
MORROW |
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Chartered Accountants |
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| LEGAL
ADVISORS |
FARUQI & COMPANY,
Advocates |
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| BANKERS |
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Habib Bank Limited |
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Muslim Commercial Bank
Limited |
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American Express Bank
Limited |
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Standard Chartered Bank |
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| REGISTERED |
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MacDonald Layton
Building, |
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| OFFICE |
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34, West Wharf, |
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P.O. Box 4133 |
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Karachi-2. |
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| NOTICE
OF ANNUAL GENERAL MEETING |
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| Notice
is hereby given that the Thirty Seventh Annual General Meeting of MacDONALD
LAYTON |
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| &
COMPANY LIMITED will be held on Friday the 31st December 1999 at 9:00 a.m. at
the Registered |
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| Office
of the Company, 34 West Wharf Road, Karachi to transact the following
business: |
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| 1.
To confirm the Minutes of the Thirty Sixth Annual General Meeting of the
Company held on |
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| 31st
December 1998. |
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| 2.
To receive and consider the Balance Sheet and Profit and Loss Accounts
together with the |
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| Directors'
and Auditors' Report for the Period ended 30th June 1999. |
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| 3.
To approve Directors' and Chief Executive remunerations. |
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| 4.
To appoint auditors and fix their remunerations. |
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BY ORDER OF THE BOARD |
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K. S. SHAIKH |
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| Karachi:
9th December 1999 |
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Company Secretary |
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| NOTES: |
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| 1.
Share Transfer Books of the Company will remain closed from 21st December to
31st December |
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| 1999
(both days inclusive). |
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| 2.
Any member qualified to attend and vote at the Annual General Meeting is
entitled to appoint |
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| a
proxy who must be a member of the .Company to attend and vote on his behalf
under the |
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| Articles
of Association of the Company. |
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| 3.
The instrument appointing a proxy to be valid must be deposited at the
registered office of |
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| the
Company 48 hours before the time of meeting duly stamped, signed and
witnessed. |
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| 4.
Shareholders are requested to promptly notify the Company of any change in
their addresses. |
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| DIRECTORS'
REPORT |
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| 1.
Directors of MacDONLAD LAYTON & COMPANY LIMITED submit their report
together with the |
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| accounts
of the Company for the year ended 30 June 1999. |
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| 2.
In the year under review the Company has been informed that the Bank's
Foreign Currency |
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| claims
under the ECGS relating to Iraqi Projects have been settled. Nevertheless
MLI's Claims |
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| on
the Iraqi Client regarding taken-over assets in IRAQ, arrears of Bills,
damages and Bank |
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| Guarantees
continue to be pursued by MLI. As a result of this, efforts are in hand to
have MLC's |
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| Counter
Guarantees released which were given on behalf of MLI, in the form of
hypothecations |
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| on
its domestic assets. |
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| 3.
Despite prompt submission, by the Company, its proposals for Revival,
including settlement |
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| of
domestic loans, under the State Bank of Pakistan Incentive Scheme, could not
be processed |
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| by
the lead Bank in the year under review. However, the matter is being pursued
vigorously. |
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| Recently
the Government of Pakistan has given fresh directives to the financial
institutions for |
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| the
Revival of ailing and revivable suits, which will, hopefully, benefit the
Company in its efforts. |
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| No
sooner the proposed settlement of MLC's domestic liabilities is reached, the
Company is |
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| expected
to re-launch itself on the road to total rehabilitation. |
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| 4.
As for its Hayatt Regency Hotel Claim, there has been no progress so far.
However, the |
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| Company
is in contact with the Government appointed custodian on the subject. Any
how, in |
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| the
light of Government's emphasis on privatization, it is hoped that there will
be some solid |
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| progress
to report on the issue in the near future. |
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| 5.
The Out-Of-Court Settlement reached with WAPDA on SCARP MARDAN could not be
imple- |
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| mented
because the Authority did not release a part of MLC's assets by due date as
envisaged |
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| in
the Agreement on the subject. WAPDA has, however, filed the case in the High
Court of |
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| SINDH
for a decree in the matter, this is being contested in the light of the
Authority's failure |
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| to
keep to its side of the bargain. In the meanwhile a number of proposals have
been made |
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| to
WAPDA for an Out-Of-Court settlement which have not so far been responded to
by the |
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| Authority. |
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| 6.
In the year under review, the company working as a Manager-cum-Joint Venture
partner with |
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| Arabian
construction company Pakistan (Pvt) Limited, has completed two contracts of
approxi- |
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| mately
Rs. 415 million for PAKISTAN Atomic Energy Commission. These entailed the |
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| Construction
of complementary works at the 300 MW CHASHMA Nuclear Power Project. |
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| Consequently,
the Company's direct Turnover is restricted to the Management Fee. |
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| 7.
The High Court of SINDH's appointed Arbitrator on MLC's PSO contract has,
after long |
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| deliberations,
given his award. The reliefs given to MLC by the Arbitrator are considered to |
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| be
totally inadequate. In consequence, an Appeal has been filed for the
amendment of the |
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| award
by the Court, to provide adequate reliefs to accord with the Arbitrator's
findings. The |
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| Suite
now awaits hearing and decision by the High Court of SlNDH expected soon. |
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| 8.
MLC's claim on the National Assembly Building Contract is now under the
active consideration |
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| of
Capital Development Authority. Considerable progress has been reported by the
Executive |
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| Director
of the Company, who recently had a number of meetings on the subject with the
CDA |
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| officials.
A settlement in the matter was, however, delayed within CDA and is now
expected |
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| to
be taken up on priority. |
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| 9.
There is no turn-over for the year ended 30 June 1999 as the existing
Projects came to an |
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| end
and no new contracts could be secured for want of Banking Facilities. |
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| 10.
The trading results of the Company are:- |
|
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| a.
Loss for the year |
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Rs. 9,566 million |
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| b.
Accumulated losses brought forward |
Rs. 132,324 million |
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| c.
Loss carried forward |
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Rs. 141,890 million |
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| 11.
The loss carried forward as reflected in the preceding paragraph, includes a
contingency |
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| provision
amounting to Rs. 42.589 million, being Mark-up Claims raised by the Banks. On
these |
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| the
company maintains that having opted for the State Bank of Pakistan Incentive
Scheme, |
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| not
legally admissible. Even otherwise, they are beyond the agreed terms of the
relevant Credit |
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| Agreements. |
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| 12.
The Auditors have qualified the Accounts in respect of Paras 2 to 10 and
Notes 15(a), (b), |
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| (c),
and (d), 16, 18(a), and (c), 6, 7(b), 9 and 11(a), (b) and (c). |
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| The
above matters are clarified as below:- |
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|
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| a)
Para 15 Note 15(a), (b), (c), (d), and 16. We confirm that the loan may be
paid in five |
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| equal
annual installments over a period of five years, commencing from the years
the |
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| company
starts making profits from its business. Alternatively, and subject of
specific |
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| consent
being obtained from us and the Authorities, this loan may be converted into |
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| Equity
at an agreed Share Value. |
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| b)
We confirm that this loan is exclusive of any Interest/Mark-up which has
since been |
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| waived
upto 30 June 1999. |
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| c)
We confirm that the balance of Rs. 10.00 million is exclusive of any
Interest/Mark-up |
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| which
has since been waived. This refers to the tripartite Agreement in the matter. |
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| d)
The matter has been explained in Note 3. Note 16. The matter has been
explained in |
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| Note 5. |
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| e)
The matter has been explained in Note 5. |
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| f)
Note 18 (c) - Turnover Tax. Subsequent to the Balance Sheet date, the Appeals
were |
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| decided
by Income Tax Appellate Tribunal setting aside previous orders. However, rec- |
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| tification
orders are awaited from the DCIT for the assessment year 1991-1992 to 1994- |
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| 95
wherein considerable amount of refund is due to the Company, out of a total
of Rs. |
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| 3.548
million shown in the Balance Sheet as Income Tax refundable. This matter is
being |
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| pursued
vigorously. |
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|
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| g)
Note 12 - Site/Formworks, etc. Valuation. The matter has been explained in
Note 5. |
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| h)
Note 7(b) (i) -Work-in-Progress. The matter has been explained and details
mentioned |
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| in Note 7. |
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|
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| i)
Note 9. The matter has been explained in Note 8. |
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| j)
Note 11(a) . This matter has been explained and details in Note 4 and 5. |
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| 13.
In respect of SUPARCO Aerospace Institute Project it may be recalled that the
work was |
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| discontinued
about four years ago due to dispute with the customer. The Client has
appointed |
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| another
Contractor to Finish the work and once it is finished in the near future, the
Company's |
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| account
with the Customer will be settled. |
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|
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| 14.
No profit or loss has been accounted for in the accounts as the same will be
reflected on |
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| finalization
of the Joint venture contracts expected in the following year. |
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| 15. DIVIDEND |
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| The
Directors do not recommend any Dividend due to brought forward losses. |
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| 16.
SUBSIDIARY COMPANIES |
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| The
affairs of the Subsidiary Companies, ML International (Pvt) Ltd. and Plant
Rentals (Pvt) |
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| Ltd.
are covered in the respective Director's Report. |
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| 17. AUDITORS |
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| The
retiring Auditors, Messrs. Ford, Rodes, Robson, Morrow being eligible offer
themselves |
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| for
reappointment. |
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| 18. STAFF |
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| The
Directors wish to place on record their appreciation of the efforts put in by
the staff and |
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| other
employees during the difficult period faced by the Company. |
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On Behalf of the Board |
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|
BRIG. N. HUMAYUNE (Retd) |
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|
A.M. RIZVI |
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|
Chief Executive |
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|
Director |
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| AUDITORS'
REPORT TO THE MEMBERS |
|
|
| 1.
We have audited the annexed balance sheet of MacDONALD LAYTON & COMPANY
LIMITED as at June 30, 1999 |
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| and
the related profit and loss account and statement of source and application
of funds together with the notes |
|
| forming
part thereof for the year than ended and we state that we have obtained all
the information and explanation |
|
| which
to the best of our knowledge and belief were necessary for the purposes of
our audit and, after due |
|
| verification
thereof, we report that: |
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|
|
|
|
|
| 2.
These accounts have been prepared under the going concern basis of the
assumption that the Company would |
|
| received
financial assistance from banks and other lenders although as shown in the
accounts the Company has |
|
| suffered
recurring losses upto the year ended June 30, 1999 and, as of that date, the
Company's total liabilities |
|
| exceeded
its total assets by Rs. 95.048 million. the accounts do not include any
adjustment or reclassification |
|
| of
assets and liabilities on the basis of the position explained by the
management in note 28 to the accounts. |
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|
|
|
| 3.
In view of note 4(i) and 10(b), the losses incurred and liquidity problems
faced by the Company's wholly owned |
|
| subsidiary
ML International (Private) Limited (MLI), we are unable to express an opinion
on the value of investment |
|
| in
MLI, the recoverability of the amounts due from MLI and the potential
financial exposure in respect of guarantees |
|
| referred
to in note 18.1(b) to the accounts. |
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|
|
|
| 4.
We have not seen confirmations from the lenders regarding the write back of
interest amountings to Rs. 2.605 |
|
| million
[note 15(b)] and the cessation of accrual of interest on the borrowings are
referred to in note 15(a) and |
|
| (b)
to the accounts. |
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|
|
|
|
| 5.
We have not seen confirmations from the lenders regarding the
reclassification of short-term loans to long term |
|
| loans
amounting to Rs. 85.065 million [notes 15(a), (b) and (d)]. |
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|
|
|
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| 6.
Long term loans of Rs. 95.065 million remain unconfirmed by the lenders and
hence remained unverified. |
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|
|
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| 7.
Stocks and materials at sites amountings to Rs. 2.973 make-up [note 7(a)]
were not physically verified because |
|
| of
restrictions due to the company's dispute with the customers. Further, no
provision for slow moving and obsolete |
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| stocks
stated in note 5 and 7(a) has been made. |
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|
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| 8.
The management decision to cease accruing interest/mark-up on the loans (note
15(d) (iv) is subject to successful |
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| negotiations
with the lenders. |
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|
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| 9.
The profit/loss arising on the joint venture has not been accounted for due
to the reasons given in note 23 to |
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| the accounts. |
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|
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| 10.
The company has not prepared consolidated financial statements as required by
International Accounting Standard |
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| 27
for the reasons stated in note 31(b) to the accounts. |
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|
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|
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| 11.
(a) in our opinion, proper books of accounts have been kept by the company as
required by the Companies |
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| Ordinance,
1984; |
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|
|
|
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| (b)
in our opinion: |
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|
|
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| (i)
the balance sheet and loss account together with the notes thereon have been
drawn up in conformity |
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| with
the Companies Ordinance, 1984 and are in agreement with books of account and
are further |
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| in
accordance with accounting policies constantly applied; |
|
|
|
| (ii)
the expenditure incurred during the year was for the purpose of the company's
business; and |
|
|
| (iii)
the business conducted, investment made and the expenditure incurred during
the year were in |
|
| accordance
with the objects of the Company; |
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|
|
|
| (c)
because of the significance of the matters discussed in 2 to 10 above, and
the uncertainty of the outcome |
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| of
the matters stated in notes 6, 7(b), 9, 11(a) to (c), 15(a) to (d), 16 and
18(a) and (c) to the accounts |
|
| we
do not express an opinion on the balance sheet, profit and loss account and
the statement of changed |
|
| in
financial position together with the notes forming part thereof, as at June
30, 1999; and |
|
|
| (d)
in our opinion no Zakat was deductible at source under the Zakat and Ushr
Ordinances, 1980. |
|
|
| 12.
Without further qualifying our report we draw attention to note 3.4 to the
accounts. The company is amortising |
|
| leasehold
land over an a period of 20 years on the assumption that the Karachi Port
Trust (KPT) will renew the |
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| lease
after its expiry in year 2002. Consequently, pending the decision of the KPT,
leasehold land is being amortised |
|
| over
20 years instead of the period of lease which at present is 9 years. |
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|
|
|
FORD, RHODES, ROBSON, MORROW |
|
| Karachi
9th December 1999 |
|
Chartered Accountants |
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|
|
| BALANCE
SHEET AS AT JUNE 30, 1999 |
|
|
|
Note |
1999 |
1998 |
|
|
(Rs. '000s) |
|
|
|
|
| TANGIBLE
FIXED ASSETS |
|
3 |
19,021 |
21,044 |
|
| LONG
TERM INVESTMENTS |
|
4 |
4,619 |
4,619 |
|
|
|
|
|
| CURRENT
ASSETS |
|
|
|
|
| Stock
of materials, stores and spares |
|
5 |
3,635 |
3,711 |
|
| Site/Formworks
etc. valuation |
|
|
6 |
3,624 |
3,624 |
|
| Work-in-progress |
|
|
7 |
5,204 |
5,204 |
|
| Advances
to sub-contractors |
|
|
8 |
453 |
453 |
|
| Contract
debtors |
|
|
9 |
4,430 |
11,981 |
|
| Loans
and advances |
|
|
10 |
11,203 |
10,942 |
|
| Other
receivables |
|
|
11 |
17,232 |
17,278 |
|
| Income-tax
refundable (Net) |
|
|
18.1 |
3,548 |
3,525 |
|
| Cash
and bank balances |
|
|
12 |
59 |
128 |
|
|
|
|
------------------ |
------------------ |
|
|
|
49,388 |
56,846 |
|
|
|
------------------ |
------------------ |
|
|
|
73,028 |
82,509 |
|
|
|
========== |
========== |
|
| SHARE
CAPITAL AND RESERVES |
|
|
| Authorised
capital |
|
|
|
| 5,000,000
ordinary shares of Rs. 10/- each |
|
50,000 |
50,000 |
|
|
|
|
========== |
========== |
|
| Issued,
subscribed and paid-up capital |
|
13 |
32,400 |
32,400 |
|
| Revenue
reserve |
|
|
|
|
| Transfer
of realised profit on sale of revalued assets |
|
14,444 |
13,778 |
|
| Profit
and loss account |
|
|
(141,890) |
(132,324) |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
(95,046) |
(86,146) |
|
|
|
|
|
|
| SURPLUS
ON REVALUATION OF FIXED ASSETS |
14 |
28,118 |
28,784 |
|
| LONG
TERM LOANS |
|
|
15 |
95,065 |
93,253 |
|
| LONG
TERM LIABILITY |
|
|
16 |
2,060 |
4,120 |
|
| DEFERRED
LIABILITY |
|
|
|
| Provision
for staff gratuity |
|
|
|
453 |
433 |
|
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
| Short
term loan from directors - unsecured |
|
509 |
-- |
|
| Mobilization
advances |
|
|
900 |
900 |
|
| Creditors
and sub-contractors |
|
|
11,623 |
12,316 |
|
| Current
maturity of Long term liability |
|
16 |
8,240 |
6,180 |
|
| Accrued
expenses |
|
|
|
7,450 |
7,329 |
|
| Advance
payment |
|
|
|
2,074 |
2,074 |
|
| Other liabilities |
|
|
|
17 |
11,582 |
13,266 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
42,378 |
42,065 |
|
| CONTINGENCIES
AND COMMITMENTS |
|
18 |
------------------ |
------------------ |
|
|
|
|
73,028 |
82,509 |
|
|
|
|
========== |
========== |
|
|
| The
annexed notes form an integral part of these accounts. |
|
| Auditors'
report is annexed hereto. |
|
|
|
BRIG. N. HUMAYUNE (Retd) |
|
|
A.M. RIZVI |
|
|
Chief Executive |
|
|
Director |
|
|
|
| PROFIT
AND LOSS ACCOUNT |
|
| For
the year ended June 30, 1999 |
|
|
|
June 30, |
June 30, |
|
|
|
1999 |
1998 |
|
|
|
|
|
Note |
(Rs. '000s) |
|
|
|
|
|
| CONTRACT
LOSS |
|
|
|
| Turnover |
|
|
|
| Value
of work completed |
|
|
-- |
-- |
|
| Closing
work-in-progress |
|
|
62,349 |
62,349 |
|
| Opening
work-in-progress |
|
|
(62,349) |
(62,349) |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
-- |
-- |
|
|
|
|
| Contract
expenditure |
|
|
|
| Materials |
|
|
-- |
4 |
|
| Salaries
and wages |
|
|
161 |
151 |
|
| Indirect
contract costs |
|
19 |
28 |
504 |
|
| Depreciation
and amortisation |
|
|
1,551 |
1,727 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
1,740 |
2,386 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
1,740 |
2,386 |
|
|
|
|
|
| GENERAL
AND ADMINISTRATIVE EXPENSES |
|
|
| Administrative
expenses |
|
20 |
6,580 |
6,758 |
|
| Repairs
and maintenance |
|
|
166 |
282 |
|
| Insurance |
|
|
9 |
15 |
|
| Rent,
rates and taxes |
|
|
627 |
613 |
|
| Financial
charges |
|
21 |
1,817 |
920 |
|
| Auditors'
remuneration |
|
22 |
63 |
63 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
9,262 |
8,651 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
11,002 |
11,037 |
|
| OTHER
INCOME/(LOSS) |
|
|
|
| Joint
venture loss |
|
23 |
-- |
-- |
|
| Management
fee |
|
|
8 |
358 |
|
| Miscellaneous
income |
|
24 |
1,428 |
19,499 |
|
|
|
|
------------------ |
------------------ |
|
|
|
1,436 |
19,857 |
|
|
|
------------------ |
------------------ |
|
| NET
PROFIT/(LOSS) BEFORE TAXATION |
|
(9,566) |
8,820 |
|
| TAXATION
- Current |
|
25 |
-- |
46 |
|
|
|
|
|
------------------ |
------------------ |
|
| NET
PROFIT/(LOSS) FOR THE YEAR |
|
(9,566) |
8,774 |
|
| LOSS
BROUGHT FORWARD |
|
|
(132,324) |
(141,098) |
|
|
|
|
------------------ |
------------------ |
|
| LOSS
CARRIED FORWARD |
|
|
(141,890) |
(132,324) |
|
|
|
|
------------------ |
------------------ |
|
| Loss per share |
|
|
Rs. 2.96 |
Rs. 2.71 |
|
|
|
|
========== |
========== |
|
|
|
|
|
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
BRIG. N. HUMAYUNE (Retd) |
|
|
A.M. RIZVI |
|
|
Chief Executive |
|
|
Director |
|
|
|
| STATEMENT
OF SOURCE AND APPLICATION FUNDS OF |
|
| (CASH
FLOW STATEMENT) |
|
| For
the year ended June 30, 1999 |
|
|
|
|
June 30, |
June 30, |
|
|
|
1999 |
1998 |
|
|
|
|
|
(Rs. '000s) |
|
|
|
|
|
| CASH
FLOWS FROM OPERATING ACTIVITIES |
|
| Net
Profit/(loss) before taxation |
|
|
(9,566) |
8,820 |
|
|
|
|
|
| Adjustments
for non cash charges & other items |
|
|
| Depreciation |
|
|
1,551 |
1,727 |
|
| Gratuity |
|
|
46 |
13 |
|
| Profit
on sale of fixed assets |
|
|
(723) |
(1,804) |
|
| Financial
charges |
|
|
1,817 |
920 |
|
| Reversal
of liabilities |
|
-- |
(17,625) |
|
|
|
------------------ |
------------------ |
|
| Operating
(loss) before working capital changes |
|
(6,875) |
(7,949) |
|
|
|
|
| Changes
in non-cash current assets |
|
|
| and
current liabilities |
|
|
| Decrease
in material, stores and spares |
|
76 |
297 |
|
| Decrease
in work-in-progress |
|
|
-- |
-- |
|
| Decrease
in advances to sub-contractor |
|
-- |
-- |
|
| Decrease/(Increase)
in contract debtors |
|
7,551 |
993 |
|
| (Increase)/Decrease
in loans and advances |
|
(261) |
(37) |
|
| Decrease
in other receivables |
|
|
46 |
1,827 |
|
| (Decrease)/Increase
in creditors and sub-contractors |
|
(693) |
(168) |
|
