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Pakistan Engineering Company Limited
Annual Report 1999
CONTENTS
Company Information
Notice of Meeting
Chairman's Review
Directors' Report
Ten Years Summary
Auditors' Report to the Shareholders
Balance Sheet
Profit & Loss Account
Cash Flow Statement
Notes to the Accounts
Pattern of Share holding
COMPANY  INFORMATION
BOARD OF DIRECTORS
Hussain Ahmad Siddiqui (Chairman)
M. Javed Sahibzada (Chief Executive)
Prince Abbas Khan
Jawaid Iqbal Mufti
Afaq Jamal Hussain
S.M. Ahsan Raza
Syed Aijaz Ali Abbasi
Liaqat Mohammad
Mohammad Shabir Malik
Sheikh Asif Salam
COMPANY SECRETARY
M. Imtiaz-ur-Raheem
BANKERS
National Bank of Pakistan
United Bank Limited
Habib Bank Limited
American Express Bank
Emirates Bank International Limited
AUDITORS
S.M. Masood & Company
Chartered Accountants
REGISTERED AND HEAD OFFICE
6-Ganga Ram Trust Building,
Shahrah-e-Quaid-e-Azam,
Lahore.
BRANCHES
Karachi
Islamabad
Peshawar
Quetta
PLANT
Kot Lakhpat, Lahore.
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the 50th Annual General Meeting of Pakistan Engineering Company
Limited will be held at Hotel Holiday Inn, 25/26 Egerton Road, Lahore, on Monday December 27, 1999 at
10.30 A.M. to transact the following business:-
1. To confirm minutes of 49th Annual General Meeting held on December 31, 1998.
2. To receive, consider and adopt the Audited Accounts of the Company for the year ended
June 30, 1999 together with the Auditors' and Directors' reports thereon.
3. To appoint auditors for the year ending June 30, 2000 and to fix their remuneration. The
present auditors M/s. S.M. Masood & Company, Chartered Accountants being eligible for
reappointment have offered themselves for reappointment.
4. To transact any other business with the permission of the chair.
BY ORDER OF THE BOARD
(M. Imtiaz-ur-Raheem)
Lahore: November 27, 1999 Company Secretary
NOTES:
1. The share transfer books of the company shall remain closed from December 22, 1999 to
December 31, 1999 (Both days inclusive).
2. A member entitled to attend and vote at this meeting may appoint any person as his/her proxy
to attend the meeting and vote for him/her. Proxies in order to be effective must be received
by the Company not less than 48 hours before the meeting.
3. Shareholders are requested to notify the change of address, if any, immediately.
CHAIRMAN'S REVIEW
On behalf of your Board, I am pleased to present the 50th Annual Report for the year ended
June 30, 1999.
OPERATING RESULTS
As you would see, the operating results of your company for the year 1995-99 have not been
satisfactory. Although we did foresee the downward trend at the beginning of the year Nit still the
overall performance of the company turned out to be far below our expectation. One can account
many reasons for this downward trend, the major factor being overall slow pace of industrialization
in the country. You would appreciate that the last few years did neither see any favourable
economic/investment climate nor any significant industrial activity. Due to depressed market
conditions and consequently reduced inflow of orders, PECO operated far below its capacity and
thus sustained losses.
Above all, uncertainty due to privatization process which continued for long, and is still
continuing, did the real damage to your company. The long privatization process generated serious
adverse affect on your company's operations. The material suppliers refused to extend credit to the
company and started pressing for payment of their outstanding bills. The company was therefore
forced to go for cash purchases. Similarly, the customers were reluctant to place order on a company
under privatization. Banks were equally careful and hesitant to extend any facility over and above
the sanctioned limit. The employees were understandably demoralized. In short, the company was
confronted with a plethora of problems that characterized the present performance.
Due to slow down of economic activity in the country, the government's funded projects also
suffered because allocated funds were not timely released to them. Company's major customer
WAPDA was going through many corporate and organizational changes, and foreign financing
agencies withdrew their support to finance the projects of WAPDA. As a result, WAPDA was forced
into a situation where it had to defer execution of some of its new projects which PECO was banking
upon.
All the above factors had a multiplier effect on the operations of your company. As against
sales of Rs 35g million last year, it could achieve sales of only Rs 244 million. Because of low sales
turnover, fixed overheads could not be absorbed, resulting into gross loss. Although the
management did exercise economy in expenses, yet these measures could not prevent the company
to sustain a loss of Rs 147 million before tax compared to a loss of Rs 167 million during the previous
year.
FUTURE PROSPECTS:
During the current year 1999-2000, WAPDA has placed an order of Rs 240 million on
PECO for 500 KV Transmission Towers which at present is under execution. Another order of Rs
80 million for 132 KV Towers has been recommended by WAPDA to World Bank. The Company
had participated as sub-contractor to a foreign bidder for supply of additional 500 KV Towers on
turn key basis valuing Rs 340 million, and it is expected that this order would also be finalized soon.
Yet another international tender for 500 KV Towers is also expected to be floated by WAPDA in the
beginning of the year 2000 which will be participated by your company. The fabrication of
Transmission Towers is of major strength in terms of turnover and profitability. Sales of other
products will be to the routine volume, for which partial orders are in hand. Renewed efforts are
being made to enter into export market such as Bangladesh and Sudan where promising potential
exists for the products of your company. We can look forward to achieving positive developments
as a result of these efforts.
I am pleased to inform you that your company has obtained ISO-9001 certification for
design and manufacturing of all types of pumps, general structures and transmission line towers.
This will greatly enhance its image and will also help the company in effectively participating in the
international tenders.
PECO is still on the list of privatization but due to change in the government, the future
economic policies, particularly from the point of view of privatization, are not yet clear. The
company's management is however making efforts to adopt short term measures for reduction in
expenditure as well as diversification of product mix.
ACKNOWLEDGMENT
In conclusion, I would like to appreciate the efforts of the Directors, Management,
Executives, Staff and Workers who are contributing to the best of their abilities to overcome the
present situation, and to make your company a viable and healthy entity in coming years.
HUSSAIN AHMAD SIDDIQUI
CHAIRMAN
DIRECTORS' REPORT TO THE SHAREHOLDERS
The Directors have privilege to place before you the 50th Annual Report with the Audited Accounts
for the year ended June 30, 1999 together with Auditors' Report thereon:
ACCOUNTS (RS. IN THOUSAND)
Loss for the year before taxation 146,800
Taxation (Turnover Tax) 1,218
Loss after taxation 148,018
Loss Brought Forward 948,720
Accumulated Loss 1,096,738
OPERATING RESULTS
Operating results of your company for the year 1998-99 were not satisfactory. As against sales of Rs.
358 million last year, it could achieve sales of Rs. 244 million. Because of low sales turnover, fixed
overheads could not be absorbed, resulting in gross loss increase. Strict control over salaries / wages,
operating and financial expenses was exercised, but these measures could not prevent to sustain net loss
Rs. 147 million before tax, compared to a net loss of Rs. 167 million during previous year.
The reasons for drop in sales and loss have been given in the Chairman's review, and are summarised
as below:
* Unfavourable economic / investment climate in the country and industrial sector, resulting
in low orders.
* Uncertainty due to long privatisation process, resulting in serious adverse affect on company
operations, due to problems highlighted in Chairman's review.
* Major customer WAPDA was passing through a phase of funding problems of their projects,
which resulted in deferment of their plans, on which the budget of the year under review was
structured.
However order position of current year is encouraging as indicated in Chairman's review, and
marketing efforts are being renewed to enter into export market such as Bangladesh and Sudan.
AUDITORS' REPORT
The Government Bonds, loans and other dues are to be paid out of sale proceeds of your company
surplus assets, as per rehabilitation scheme approved by the Government. The financial charges on
Government Bonds pending their retirement are being paid by the Finance Division of the Government. The
interest charges on custom and other import duties, along with the principal amount is also to be paid out of
sale proceeds to be credited to Government Escrow account. The Board of Directors in their meeting held on
27th November, 1999 observed and decided not to charge this interest amount of Rs. 14.796 million for the
year 1998-99 and interest charged Rs. 29.051 million in previous years also to be reversed, since it is neither
an expense related to the company operations, nor it is to be paid out of company working capital. This
liability is to be met out of sale proceeds of company surplus assets or privatisation, therefore it is not to be
charged similar to interest on Government Bonds.
BOARD OF DIRECTORS
During the year under review Prince Abbas Khan of Ministry of Industries & Production and Mr.
Jawaid Iqbal Mufti of WAPDA replaced Mr. Sajjad Haider and Mr. Mairaj Ahmed Sheikh respectively as
Directors.
AUDITORS
The retiring Auditors M/s. S.M. Masood & Company, Chartered Accountants offer themselves for
re-appointment.
YEAR 2000 COMPLIANCE
The issue of Year 2000 bug has already been taken care of. The Company has already up graded
payroll, inventory, financial accounting and Shares software to comply with Y2K. The hardware (wherever
required) has also been replaced / upgraded to comply with the Y2K problem.
On behalf of the Board
(HUSSAIN AHMAD SIDDIQUI)
Dated: November 27, 1999 CHAIRMAN
TEN YEARS SUMMARY
(Rupees in thousand)
DESCRIPTION 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999
Sales (net) 837,033 571,349 668,049 862,675 449,081 360,742 842,255 603,433 358,081 243,680
Cost of Sales 706,131 485,628 594,496 775,818 504,372 411,142 757,423 466,359 397,251 315,248
Trading Profit/(Loss) 130,902 85,721 73,553 86,857 (55,291) (50,400) 84,832 137,074 (39,170) (71,568)
Other income 7,965 8,736 8,656 4,964 2,539 5,122 11,444 15,403 12,658 5,812
Admin. General Selling Exp. 55,578 69,100 66,745 72,688 72,223 55,798 61,903 61,672 64,576 60,941
Financial Expenses 117,107 102,131 107,098 122,408 132,552 16,877 51,893 56,458 63,010 39,244
Workers Profit Partip. Fund -- -- -- -- -- -- -- 1,374 -- --
Other Charges -- -- -- 850 1,259 6,955 15,152 6,860 13,030 11,693
Net Profit/(Loss) for the year (33,818) (76,774) (91,634) (104,125) (258,786) (124,908) (32,672) 26,113 (167,128) (177,634)
Prior Year's Adjustments -- (52,827) (3,328) (4,767) -- -- 4,110 -- -- 30,834
Profit/(Loss) before Taxation (33,818) (129,601) (94,962) (108,892) (258,786) 124,908 (28,562) 26,113 (167,128) (146,800)
Provision for Taxation -- (1,547) (3,840) 2,833 -- 8,458 4,226 3,017 1,790 1,218
Profit/(Loss) After Taxation (33,818) (131,148) (98,802) (106,059) (258,786) (133,366) (32,788) 23,096 (167,128) (148,018)
Dividends -- -- 375 -- -- -- -- 8,535 -- --
Paid up Capital 56,902 56,902 56,902 56,902 56,902 56,902 56,902 56,902 56,902 56,902
Fixed Capital Expenditure 97,773 97,907 1,016,653 1,010,478 1,003,567 1,005,336 1,034,404 1,295,224 1,259,635 1,256,624
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed Balance Sheet of PAKISTAN ENGINEERING COMPANY LIMITED
as at June 30, 1999 and the related Profit and Loss Account and Statement of Changes in Financial Position
(Cash Flow Statement), together with the Notes forming part thereof, for the year then ended and we state
that:
The Custom and Other import duties outstanding principal amount of Rs. 105.684 million
(See note No 22.2) is subject to interest @ 14 % per annum. Interest for the year on such
amount which comes to Rs. 14.796 million has not been charged, further interest amounting
to Rs. 29.051 million charged during the years from 1995 to 1998 has been reversed by
crediting "Prior Year Adjustment Account". The management is of the view that the interest
on such loan is to be paid by Privatization Commission out of sale proceed of the company
and accordingly it has not been accounted for. But the confirmation of management's view
from Privatization Commission was not available.
Except for above and to the extent to which it effects the results of the Company, we have obtained all the
information and explanations which to the best of our knowledge and belief were necessary for the
purpose of our audit and, after due verification thereof, we report that:-
(a) in our opinion, proper books of account have been kept by the company as required by the
Companies Ordinance, 1984;
(b) in our opinion:-
(i) the Balance Sheet and Profit & Loss Account together with the Notes thereon have been
drawn up in conformity with the Companies Ordinance, 1984, 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 & Loss Account and the Statement of Changes in Financial Position
(Cash Flow Statement), together with the Notes forming part thereof, give the information
required by the Companies Ordinance, 1984, in the manner so required and respectively give a
true and fair view of the state of the company's affairs as at June 30, 1999 and of the LOSS and
the Changes in Financial Position (Cash Flow) for the year then ended; and
* in our opinion, no Zakat was deductible at source under the Zakat and Ushr Ordinance, 1980.
S.M. MASOOD & CO.
Dated: November 27, 1999 Chartered Accountants
BALANCE SHEET
AS AT JUNE 30, 1999
(Rupees in Thousand)
Note 1999 1998
FIXED CAPITAL EXPENDITURE
TANGIBLE FIXED ASSETS 3 1,230,301 1,212,269
ASSETS SUBJECT TO FINANCE LEASE 4 800 1,000
CAPITAL WORK IN PROGRESS 5 25,523 46,366
------------------ ------------------
1,256,624 1,259,635
STATE ENGINEERING CORPORATION PENSION FUND 6 14,394 20,413
LONG TERM SECURITY DEPOSITS 1,808 1,777
LONG TERM INVESTMENTS 7 315 315
DEFERRED COST 8 8,299 14,482
------------------ ------------------
1,281,440 1,296,622
CURRENT ASSETS
Assets Held for Sale 9 43,912 50,750
Loose Tools 28,760 25,418
Stores & Spares 10 110,531 118,379
Stock in Trade 11 314,765 321
Trade Debtors 12 77,934 16,677
Loans & Advances to Employees 13 6,082 6,758
Advances to Others 14 14,221 12,390
Trade Deposits, Prepayments & Other Receivables 15 20,962 18,956
Cash & Bank Balances 16 2,042 7,214
------------------ ------------------
619,209 727.91
CURRENT LIABILITIES
Short Term Loans 17 229,642 128
Current Maturity Against Finance Lease 24 176 144
Deposits & Advance Payments 18 22,993 17,188
Trade Creditors 5,083 8,577
Accrued Liabilities / Mark-up 19 26,086 57,619
Provision for Taxation 1,218 1,791
Unclaimed Dividend 1,903 1,153
Dividend Payable 0 372
Other Liabilities 20 70,120 90,238
------------------ ------------------
357,221 305,880
------------------ ------------------
CURRENT ASSETS LESS CURRENT LIABILITIES 261,988 422,033
------------------ ------------------
TOTAL ASSETS LESS CURRENT LIABILITIES 1,543,428 1,718,655
CONTINGENCIES & COMMITMENTS 21 0 0
LONG TERM & DEFERRED LIABILITIES
Government Loans 22 566,846 595,898
Federal Government Bonds 23 787,442 787,442
Liabilities Against Assets Subject to Finance Lease 24 869 1,045
Deferred Liabilities 52,964 50,945
------------------ ------------------
1,408,121 1,435,330
------------------ ------------------
NET TOTAL ASSETS 135,307 283,325
========== ==========
REPRESENTED BY
Share Capital 25 56,902 56,902
Revenue Reserve - General 10,000 10,000
Accumulated Loss (1,096,738) (948,720)
------------------ ------------------
(1,029,836) (881,818)
Revaluation Surplus 26 1,165,143 1,165,143
------------------ ------------------
135,307 283,325
========== ==========
M. JAVED SAHIBZADA LIAQAT MOHAMMAD MOHAMMAD SHABIR MALIK
Chief Executive Director Director
PROFIT & LOSS ACCOUNT
FOR THE YEAR ENDED JUNE 30, 1999
(Rupees in Thousand)
Note 1999 1998
SALES 27 243,680 358,081
COST OF GOODS SOLD 28 315,248 397,251
------------------ ------------------
GROSS LOSS (71,568) (39,170)
OPERATING EXPENSES
General & Administrative 29 47,188 46,997
Selling & Distribution 30 13,753 17,579
------------------ ------------------
60,941 64,576
------------------ ------------------
OPERATING LOSS (132,509) (103,746)
FINANCIAL CHARGES 31 39,244 63,010
------------------ ------------------
(171,753) (166,756)
OTHER INCOME / (CHARGES) 32 (5,881) (372)
------------------ ------------------
(177,634) (167,128)
PRIOR YEARS ADJUSTMENTS 30,834 0
------------------ ------------------
LOSS BEFORE TAXATION 33 (146,800) (167,128)
TAXATION 34 1,218 1,790
------------------ ------------------
LOSS AFTER TAXATION (148,018) ( 168,918)
LOSS BROUGHT FORWARD (948,720) (779,802)
------------------ ------------------
ACCUMULATED LOSS (1,096,738) (948,720)
========== ==========