Pakistan Cables Annual Report 2023
Pakistan Cables Annual Report 2023
GROWTH
ANNUAL REPORT 2023
About the Cover
Just like a strong tree firmly rooted in the ground, we
believe in building a solid foundation for our future
endeavors. This theme represents the company’s
commitment to sustainable growth, innovation, and
adaptability in an ever-changing world.
During 2010 -2017, Pakistan Cables remained an affiliate of General Cable, a Fortune 500 company with a global
presence of 57 plants in 26 countries. Currently, Pakistan Cables has an exclusive technical collaboration with CTC
Global Inc., US.
The Company is ISO 9001:2015, ISO 14001:2015 and ISO 45001 with certifications from KEMA Netherlands, CNC
Germany, Bureau Veritas, TÜV SÜD, TÜV Rheinland, TÜV Austria, UKAS, BSI, USACE, PSQCA and PCSIR.
For over 70 years, Pakistan Cables has continued to challenge the status quo, providing end-to-end solutions to
its customers by offering a versatile product portfolio of Wires & Cables, Aluminium Sections for Architectural
Applications, Copper Rod, PVC compound and Wiring Accessories.
It is a member of the Amir S. Chinoy Group (ASC). The ASC Group has been at the forefront of Pakistan’s industrial
development for over 70 years. Today, the ASC Group includes two other listed companies, International Industries
Limited and International Steels Limited and boasts a collective turnover of Rs.125 billion, with annual metal
tonnage produced in the range of 380,361. Furthermore, the ASC Group reported a combined total export of
Rs. 18 billion in 2022-23 and covering over 60 international markets.
Exporting to more than 35 countries for over 27 years, Pakistan Cables has stockists across 3 continents. As winners
of the prestigious FPCCI Export Trophy consecutively for seven years since 2016, Pakistan Cables is leading the
wires and cable exporter segment from Pakistan.
In Pakistan, the Company has the largest dealers’ network across over 200 cities and towns. The Company also
created Pakistan’s first online e-store anticipating changing consumer needs. The Pakistan Cables e-store has
the largest delivery network covering 650 cities and towns nationwide. (www.pakistancables-estore.com)
Recently it has also initiated expansion to a new 42-acre, purpose-built, state of the art manufacturing facility in
Nooriabad, Sindh. The transformational move is set to kick-start an aggressive period of growth for the Company. The
upcoming manufacturing facility also includes Pakistan’s first and largest Miyawaki based urban forest on an industrial
estate. Spread over 3 acres, the Pakistan Cables Urban Forest is home to over 50,000 trees of 59 native species.
The Company was also one of the first 26 local companies to sign the Business Ambition for 1.5°C commitment
prior to COP26 in Glasgow, UK in 2021. As a signatory of the United Nations Global Compact, all CSR related
activities are aligned with the UN’s Global SDGs.
Pakistan Cables is committed in its journey to investing in lasting relationships with all its stakeholders. Widely
recognized for setting industry benchmarks, the company’s pledge to deliver world class solutions, operating
responsibly and upholding safety and sustainability is a driving force as the market leader, renowned and trusted
by generations across Pakistan.
Contents
INTRODUCTION FINANCIAL STATEMENTS
Vision and Mission Statement 07 Independent Auditors’ Report 129
Code of Ethics 09 Key Financial Highlights 2023 133
Code of Conduct 11 Statement of Financial Position 134
Occupational Health, Safety & Environment 13 Statement of Profit or Loss 135
Amir S.Chinoy Group 15 Statement of Profit or Loss and Other
Strategic Objectives 18 Comprehensive Income 136
Management Objectives and CPIs 19 Statement of Cash Flows 137
Company Information 21 Statement of Changes in Equity 138
Geographical Presence 23 Notes to the Financial Statements 139
Nature of Business 25
Product Portfolio 26
Quality Assurance 36 SHAREHOLDERS’ INFORMATION
Journey Over The Years 38 Investor Relations 191
Pattern of Shareholding 193
Categories of Shareholders 194
GOVERNANCE Highlights of the AGM 2022 195
Directors’ Profile 45 Notice of AGM (English) 196
Committees of the Board 50 Notice of AGM (Urdu) 211
Board Audit Committee Report 52 Proxy Form (English) 212
Management Team 55 Proxy Form (Urdu) 214
Executive Management Committee 56 Glossary 216
Organizational Structure 57
Chairman’s Review (English) 59
Chairman’s Review (Urdu) 62
Directors’ Report (English) 63
Directors’ Report (Urdu) 102
CORPORATE GOVERNANCE
Review report on the
Statement of Compliance 105
Statement of Compliance with the
Code of Corporate Governance 106
FINANCIAL HIGHLIGHTS
Key Financial Data 112
Financial Snapshots 113
Analysis of Financial Statements 117
Quarterly Performance Analysis 122
Dupont Analysis 123
Direct Method Statement of Cash Flows 124
Statement of Value Addition 125
ROOT FOR
PROSPERITY
INTRODUCTION
Vision
Ignite Possibilities.
Transform Lives.
Instil Pride.
Mission
By fostering meaningful customer experiences, we lead with a
focus on safety, quality, sustainability and operational excellence
to maximize stakeholders’ value and uphold responsibility
towards society.
Innovation Transparency
COMPLIANCE:
The Company is committed to comply with all laws and regulations. The Board of Directors
and the Management team are expected to familiarize themselves with prevailing laws
and regulations governing their individual areas of responsibility and not to transgress
them. If in doubt they are expected to seek advice. The Company believes in fair competition
and supports appropriate competition laws.
POLITICAL ACTIVITIES:
The Company does not support any political party nor does it contribute funds to groups
whose activities promote party interests. The Company will promote its legitimate business
interests through trade associations.
TRANSPARENCY:
The Company is committed, and fully adheres, to the reliability of financial reporting
and transparent transactions.
EMPLOYEES AS ASSETS:
The Company is committed to recruit and promote employees on merit and provide
a safe and healthy working conditions for all its employees. The Company firmly
believes in maintaining good communications with its employees.
• Any Associate who in good faith, reports a breach In the event that such a conflict arises, or is perceived to
or a suspected breach will not be subject to any arise, the matter shall at all times be resolved in favor of
retaliation or recrimination for making that report. the Company. Moreover, all Associates must:
• Associates who breach the policies outlined in the • Declare, to their reporting manager and the HR
Code may be subject to the disciplinary action Head, any potential, actual or perceived conflicts
including, in the case of serious breaches, dismissal. of interest that exist at the time of commencing
their association with the Company;
Honesty and Integrity
Associates have a duty to use due care and diligence • Declare, to their reporting manager and the HR
in fulfilling the functions of their position and exercising Head, any potential, actual or perceived conflicts of
the powers attached to their association with the interest that arise, or are likely to arise, during the
Company. course of their association with the Company and
ii. HSE Regulatory Compliance: ix. Ensuring Safe Working conditions for everyone:
Make yourselves familiar and comply with all health, Make all contractors, vendors or third-party
safety and environmental regulations, policies, stakeholders including visitors aware of PCL’s HSE
legislations, emergency procedures that apply to Policy, Code of Conduct and clearly define the
your job and place of work and to help make the requirements for them to comply to these.
workplace safe for everyone.
Today, the ASC Group is one of the leading industrial groups in Pakistan with proven expertise in manufacturing,
trading, and industrial services. The Group companies enjoy a credible export pedigree with combined export
revenues in excess of Rs. 18 billion. The ASC Group growing global footprint is further represented by an on-ground
presence in Australia and Canada through its wholly owned subsidiaries IIL Australia Pty. Ltd. and IIL Americas
Inc. which collectively contribute Rs. 8 billion in export revenues.
In Pakistan, the ASC Group has an extensive distribution network through 1600+ outlets in over 500 cities and
towns across the country.
ASC Group Participated in IAPEX 2022, Karachi. Group Companies’ Leadership Team at the
MAP Annual Convention 2022.
ASC Group Cricket Team at the 12th edition 9th Amir Sultan Chinoy Memorial
Super Challenger Premier League. Cricket Tournament 2022 held in Karachi.
Group Highlights
Annual financial targets relating to profitability and capital structure are closely monitored and shared with
relevant stake holders to ensure that the Company generates value for its shareholders. The Company’s corporate
strategy concentrates on staying ahead of the curve by adding new levels of value across the wires and cables
industry in Pakistan and gaining a growing export footprint.
As the most trusted brand in its category by consumers in Pakistan, the Company has evolved its corporate social
responsibility agenda over time. Under its vision to ‘Transform Lives.”, the Company has created unique position
by consistently contributing towards the areas of youth empowerment through STEM and scholarship programs,
environmental conservation and protection, support during national disasters and general social upliftment
initiatives, which continue to make a positive impact and inspire others.
Customer Satisfaction
The Company values its customers and their loyalty
tremendously; as such, the Company continually works
towards enhancing the satisfaction of its customers by Product turnover
extending credit facilities, trade discounts, loyalty club rewards Market share Yes
and more. The Company has continual testing mechanisms Geographical presence
in place to ensure the quality of its products, and efficient
after-sales procedures, to keep customers satisfied.
Regulatory Compliance
Adherence to legal
The Company prides itself on being a good corporate citizen,
requirements Yes
with timely, and transparent, disclosures to its regulators and
Timely fulfillment of
operating in compliance with effective laws and policies of
compliance processes
the Government of Pakistan.
Sustainability
The Company continually seeks to operate in an efficient and Community development
environmentally friendly manner, working to reduce its carbon Sustainability and
footprint. CSR projects are developed and implemented by Environmental initiatives Yes
the Company for the benefit of the communities at large. Occupational safety and
health
COMPANY SECRETARY
Ms. Natasha Mohammad
AUDITORS
A.F. Ferguson & Co.
Chartered Accountants
LEGAL ADVISOR
ASPIRELaw Advocates & Corporate Counsel
TAX ADVISORS
A.F. Fergusons & Co.
Muhammad Bilal & Co.
A.Qadir & Co.
REGIONAL OFFICES
Lahore
60-A F.C.C., Zahoor Elahi Road,
Gulberg IV, Lahore.
Tel: +92 -42- 35785611-4
Email: [email protected]
*THK Associates (Pvt.) Limited served as the Company’s Share Registrar until 8th August, 2023. CDC Share
Registrar Services Limited took over as Company’s Share Registrar effective 9th August, 2023.
200+
The largest Dealer Network in
Head Office
Regional Offices
Branch Offices
Nooriabad Factory &
S.I.T.E. Factory
Rawalpindi
Lahore
Faisalabad
Multan
Nooriabad
Karachi
S.I.T.E.
APPLICATION:
Alumex ® sections, whether anodized or powder-
coated, are suitable for a wide range of applications
including the following:
1953 1968
Introduced General Wiring At the opening ceremony (from L to R) Established Factory for LV Aluminium Rod
Cables With PVC Insulation for the Mrs. Jhon Dean, Mrs. Almas Chinoy, Armoured Cables upto 3.3 KV Extrusion Plant installed
first time in Pakistan Mrs. M.G. Brown, Mrs. P.M. Beecheno, for the first time in Pakistan
General Sir Ronald Scobie & Mr. John Dean
1969
Expansion of Factory The Schloemann Press Former President Ayub Khan Visited Pakistan Cables
took place for manufacturing for processing aluminium the Founder Mr. Amir S. Chinoy standing second from the left
of power cables cable installed
Received the KSE Top 25 Received MAP Corporate Aluminium Section Anodizing Plant
Companies Award Excellence Award for architectural for manufacturing
from the Karachi Stock Exchange application established of doors and windows
section is setup
First Cable MV XLPE Cables Outokumpu Plant was setup First Cable Manufacturer
Manufacturer in Pakistan to manufacture high conductivity to receive ISO 9001
to have KEMA certified oxygen free copper rods certification in pakistan
products in Pakistan
2006 2007
Expanded Capacity Received the KSE Top Established a Fully Received Brands
of the Outokumpu Plant 25 Companies Award Automated PVC of the Year Award
from the Karachi compounding plant in the 'wires and cables'
Stock Exchange and copper rod category
2008
Mr. Kamal A. Chinoy, Chief Executive Received the Best Corporate Completed Upstream Expansion Received Brands of the Year Award
received the Top 25 companies award Report Award by Inaugurating a new in 'wires and cables' and
from Mr. Shaukat Aziz from the Joint Committee of PVC Compounding Plant Copper Rod, category
(Former Prime Minister Of Pakistan) ICAP & IMAP for the year 2006/07
Received the KSE Top Received ISO 9001:2001 A New Plant was Setup General Cable Corporation,
25 Companies Award Certification for the manufacture of a fortune 500 company and a world leader
from the Karachi Automobile Cables in cable manufacturing made an investment
Stock Exchange to take its 25% equity stake in Pakistan Cables
Mr. Gregory B. Kenny, Received the Environmental Received IS0 14001:2004 Received the Best Corporate
President General Cable at the Excellence Award Certification Report Award by ICAP
signing ceremony alongside Mr. Kamal Received OHSAS 18001:2007 and ICMAP
A. Chinoy CEO Pakistan Cables Certification
2013 2015
Celebrated Recipient of Pakistan's Received the Best Occupational Won the KSE's
60 brilliant years Choice Super Brands Health & Safety top 25 companies award
Award 2015-2016 Environment Award
2016 2017
Received the 40th FPCCI Received the 41st FPCCI LV, MV, And Power Cables Collaborated with CTC Global Inc.
Export Trophy Award "Merit Export Award” received KEMA certification to launch the first ever High Capacity,
for the category "Merit Export Low Sag (HCLS) Aluminum Conduction
Award" for the year 2015-2016 Composite Core (ACCC) in Pakistan
Celebrated 65 Years Received the 42nd FPCCI Received KEMA Gold Certification Awarded with the 11th NFEH-CSR
'Merit Export Trophy Award' for XLPE-LSZH power cables award 2017-2018 by the National
for the year 2017-2018 Forum for Environment and Health
2019 2020
Received the 43rd FPCCI Received the of 14th Pakistan's First E-Store Received the 8th FPCCI
Export Trophy award for Consumer Choice Award for wires and cables launched Achievement Award
technological advancement for launch of e-store
2020 2021
2022
2021
Received the 44th FPCCI Received the 36th Corporate Among Pakistan’s first 26 Won the Corporate Social
Export Trophy Award Excellence Award companies to sign the Net Zero Responsibility Award 2022
Emission commitment by NFEH
Won the 16th Consumer Amir Sultan Chinoy Launched Pakistan's First Loyalty Flagship initiative launched
Choice Award 2022 Group identity unveiled Club App, for electricians to promote women in STEM
(ASC)
2023
Received the 9th FPCCI Received the 45th FPCCI Received the 37th Corporate ASC Group Companies
Achievement Award Export Trophy Award Excellence Award were declared winners
from the Management of the PSX’s Top 25 best
Association of Pakistan companies award 2021
2023
Mr. Mustapha A. Chinoy holds a B.Sc. in Economics from the Wharton school
of Finance University of Pennsylvania, USA with a major in Industrial
Management and Marketing. He did his early Schooling from Burn Hall
School Abbottabad and A levels from Millfield school in England.
Mr. Mustapha A. Chinoy has previously served on the Board of Union Bank
Limited and was Chairman of Security Papers Limited.
Mr. Hussain holds an MSc in Actuarial Management from Cass Business School,
City University, London. He is also a Fellow of the Institute of Actuaries (UK)
and began his career at an Actuarial consultancy in Pakistan.
She is Founding Trustee of the i-Care Foundation, Pakistan’s first Donor Advised
Fund and the i-Care Fund America. She is also Managing Trustee of the Captain
Foundation. She serves on the Board of Patients Aid Foundation- a public-private
partnership with Jinnah Post Graduate Medical Centre. In addition, she is a
Trustee of the Layton Rahmatulla Benevolent Trust. Ms. Kandawalla is also on
the Boards of the BMH Parsi General Hospital Trust Fund and the Liaquat National Hospital and Medical College. She
is also a Founding Member of the Business Leadership Council of Wellesley College, USA Chair, Alumnae Admissions
Representatives for Pakistan, Wellesley College and Member of the Presidents’ Advisory Board on Global Education,
Wellesley College. She has also served on the Advisory Board, Pakistan Scholars Program, Woodrow Wilson International
Center, USA.
Ms. Kandawalla holds a B.A (Honors) in Political Science and Economics from Wellesley College (U.S.A) and has
completed courses at the MIT Sloan School of Management. She is a Certified Board Director from the Pakistan
Institute of Corporate Governance.
Mr. Akbar Ali Pesnani is an MBA and fellow member of both the Institute of
Chartered Accountants and Institute of Cost and Management Accountants of
Pakistan. He has served as Chairman Gwadar Port and Gwadar Port
Implementation Authority from 2004 to 2006. Mr. Pesnani has been associated
with the Aga Khan Development Network (AKDN) at senior levels for over 47
years. Mr. Pesnani has also served as a Diplomatic Representative for AKDN
in Tajikstan for 7 years.
Presently he is the Chairman of Cherat Packaging Limited and the Aga Khan Cultural
Service Pakistan. He is also a Director on the Board of Cherat Cement Company
Limited, Jubilee General Insurance Company Limited and Agha Steel Limited.
Mr. Ali H. Shirazi graduated from Yale University, U.S.A. in 2000 and
thereafter completed his Masters in Law from Bristol University, U.K. in
2005. During this period, he worked for the Bank of Tokyo-Mitsubishi in
New York as well as American Honda in Torrance, California. He is Atlas
Group Director Financial Services and President / Chief Executive of Atlas
Battery Limited. He serves on the Board of Atlas Asset Management Limited,
Atlas Insurance Limited, Cherat Packaging Limited, National Management
Foundation (sponsoring body of LUMS), National Foods and Pakistan Society
for Training and Development (President).
Mr. Mazhar Valjee has a long association with the House of Habib (HOH) where
he has served as CEO of Indus Motor Company Ltd, Thal Limited, Pakistan Jute
& Synthetics limited, Habib Metro Pakistan (Pvt) Limited, Makro Habib Pakistan
Limited and continues in the role of a group Director. Outside HOH, Mr. Valjee
has served as CEO and Country Head of Schneider Electric Pakistan and
currently Chairs the Boards of Tata Textile Mills Ltd and Tata Best Foods Ltd.
Mr. Valjee acquired business education from IBA Karachi and executive education from the Stanford-NUS program
and from the Yale School of Management.
He also served as CEO of Pakistan Cables Ltd for 27 years. He was an instrumental part of the team that negotiated
the exit of BICC from the ownership of the Company in the early 1990’s. Then in 2010 he led the effort to attract General
Cable, a Fortune 500 company, as an equity investor in PCL.
Mr. Kamal A. Chinoy is a member of the Executive Committee of the International Chamber of Commerce, Pakistan
and is also a past President of the Management Association of Pakistan (MAP). He has also served on the Admissions
Committee of Aga Khan University and the Alumni Admissions Committee for the University of Pennsylvania. He has
also been a member of the Board of Governors of Army Burn Hall Institutions.
He has been a member of the Pakistan-UK Forum for Investment and Technology (under the Board of Investment, GoP)
and the Experts Advisory Group for Engineering Goods for the Fifth Five Year Plan for the Government of Pakistan.
Mr. Fahd K. Chinoy holds an MBA from INSEAD (France) and a Bachelor of Arts
in Economics and Political Science from the University of Pennsylvania, USA.
He is currently CEO of Pakistan Cables Limited.
Mr. Fahd K. Chinoy has previously served in the banking industry, having worked
with TD Securities in New York and Toronto as an Associate in various
departments including Loan Syndications and Corporate Banking.
He serves on the Board of Directors of Atlas Battery Limited, MCB Arif Habib
Savings and Investments Limited and the Amir Sultan Chinoy Foundation. He
also serves on the Board of Advisors for NOWPDP and holds the position of
President of the Board of Governors for Pakistan Society for Training &
Development (PSTD). He is a ‘Certified Director’ from the Pakistan Institute of
Corporate Governance and has previous served on the Board of Focus
Humanitarian Assistance Pakistan.
Composition
Director Designation
Ms. Spenta Kandawalla Chair
Mr. Arshad Mohsin Tayebaly (Appointed on 5th May 2023) Member
Mr. Mazhar Valjee Member
Mr. Kamal A. Chinoy (Appointed on 5th May 2023) Member
Mr. Fahd K. Chinoy Member
Mr. Roderick Macdonald (Retired on 4th May 2023) Member
Number Of Meetings
Two HRRC meetings were held in the year.
Attendance
Ms. Spenta Kandawalla 2/2
Mr. Mazhar Valjee 2/2
Mr. Roderick Macdonald 2/2
Mr. Fahd Kamal Chinoy 2/2
TERMS OF REFERENCE
Objectives
The Human Resource and Remuneration Committee (c) Secretary
(HRRC) is a standing committee of the Board of Directors • The Head of HR or the Company Secretary,
(BoD) mandated to consider and make recommendations will act as Secretary to the HRRC as decided
to the BoD on the Company’s major human resource by the HRRC.
management policies, strategies and plans.
Tenure
Composition (a) The tenure of the HRRC will be the same as the
(a) Members tenure of the BoD.
• The HRRC shall comprise of at least three Directors; (b) The terms of reference of the HRRC will be
• Majority of these Directors shall be reviewed at least every three years.
non-executive Directors of whom at least one
member shall be an independent Director; Rules
• The Chief Executive Officer (CEO) may be (a) Quorum:
included as a member. • The quorum will be two members.
On the invitation of the BAC Chairperson, the Chief (h) Accounting estimates are based on reasonable and
Executive Officer, Chief Financial Officer, Company prudent judgment. Proper and adequate accounting
Secretary, and Head of Internal Audit were present in all records have been maintained by the Company in
the Board Audit Committee meetings. accordance with the Companies Act, 2017. The financial
statements comply with the requirements of the Fourth
Financial statements Schedule to the Companies Act, 2017 and the external
The Board Audit Committee has concluded its annual reporting is consistent with management processes
review of the Company’s performance, financial position, and adequate for shareholder needs.
and cash flows during 2022-23, and reports that:
(i) The Company has issued a Statement of Compliance with
(a) The financial statements of the Company for the year the Listed Companies (Code of Corporate Governance)
ended June 30, 2023 have been prepared on a going Regulations, 2019 which has also been reviewed and
concern basis under requirements of the Companies certified by the External Auditors of the Company.
Act 2017, incorporating the requirements of the Listed
MEMBERS
Chief Executive Officer Chairman
Chief Financial Officer Member
Director Operations and Supply Chain Member
Director HR and Admin Member
Director Sales & Business Development Member
Business Unit Head APB Member
General Manager Marketing & Brands Member
Head of IT Member
Head of Internal Audit Secretary/Member
Company Secretary Member
COMMITTEE PROCEDURES
Formal meetings will be conducted on a quarterly basis or more frequently as circumstances dictate.
The Head of Internal Audit is the Secretary of the Executive Management Committee. A record will be maintained
of the minutes of the formal and informal meetings of the Executive Management Committee. Minutes of the
meeting will be circulated to all members of the Executive Management Committee within seven days of the
meeting.
In order to form a quorum at least 2 members need to be present including the Chief Executive Officer.
Executive Director
GM Projects GM APB
Taxation Technical
Director Sales
GM Marketing
Domestic International
Mustapha A. Chinoy
Chairman
59 | Pakistan Cables Limited
Annual Report 2023 | 60
61 | Pakistan Cables Limited
14.62 724
4200
51 50 54 52
1,414,055
APPROPRIATIONS:
Payment of Final cash dividend at the rate of Rs. 6.50 per share
(65%) for the year ended June 30, 2022 231,257
Transfer to General Reserve for the year ended June 30, 2022 400,000
Subsequent Effects
9,000 8,955
8,836 8,814
9,000
8,030
7,961 7,735
8,000
7,621
7,530
7,000
6,000
Jul
Oct
Jan
Jun
Feb
Sep
Dec
Aug
Apr
Nov
Mar
May
Months
Cash Flow and Liquidity flow from operations of Rs. 999.9 million. The Company
The Company is constantly monitoring cash flow to was able to manage its operating cash flows by
ensure overall liquidity. During the financial year, the ensuring tight credit controls, and focusing on collecting
Company generated positive cash flow with a net cash and managing inventories over the course of the year.
4,200 4,265
Rs. in Millions
3,800
3,400
3,000 2,845
2,600
1,400
1,000
Years
Material Changes
• Board of Directors of the Company approved the
acquisition of the plot of land measuring 3.9 acres
in S.I.T.E Nooriabad, Sindh for the total price of Rs.
89.7 Million on 16th November 2022. Such land will
be utilized for manufacturing purposes and
establishing accommodation for the new
manufacturing facility of the Company in Nooriabad.
Strategic Risks
Commercial Risks
Low quality cables and counterfeit Undocumented The Company has taken several steps to
products from the un-organized production and counter this including engaging third
sector supply sector parties that are actively involved in IP
protection and the introduction of a
product verification system, which allows
consumers to verify the authenticity of the
product via sms or the internet.
Risk associated with inventory Varying supply Identification of the right mix and quantity
Demands of products to keep in our inventory to meet
customer orders and regular monitoring.
Operational Risks
Financial Risks
• Asst. Director ‘Safety and Occupational Health’ Efforts Made by the Company to Overcome The
from Labor Department, Govt, Sindh audited the Energy Crisis
site and appreciated the efforts being made by the In addition to other reported energy conservation
Company towards safety compliance and house endeavors to redress the energy crisis, the Company has
keeping during the phase of construction activities. developed its own captive power plant to supplement the
The audit results declared as successful. utility’s energy supply in order to reduce the pressure on
the energy sector.
Mitigation of Industrial Effluents
Impacts and Community Awareness Energy Conservation
(SDG 6) (SDG 7)
The Company is very conscious of its environmental The Company recognizes the importance of efficient use
footprint and its responsibility to society at large. As such, of limited energy resources and has worked towards the
it has implemented the following processes to reduce following endeavors to conserve energy:
the impact of its operations:
• “Importance of Earth Hour” awareness seminars
• Periodic cleaning of septic tanks/pits to ensure safe for employees.
and clean discharge of effluents.
• Pictorial instructions displayed on methods of energy
• Ensuring proper disposal of sludge / residue through conservation in day-to-day life.
Sindh Environmental Protection Agency (SEPA)
certified contractors. • To ensure safety and un-interrupted power supply,
health check of electrical panels was initiated.
• Ensuring that the test results of all waste emission
and effluents are within the Sindh Environmental • Company-wide mandate to turn off monitors, lights,
Quality Standards limit. fans and air conditioners at lunch and prayer time.
• “Clean and Green Environment” program for • Replacement of tube lights and bulbs with LEDs /
environmental awareness continued through energy savers.
orientation programs and flyers.
• Designing new structures in a manner that utilizes
natural lighting as much as possible.
Customers and Suppliers Our Suppliers are the support We operate in a manner that
system that allow us to operate supports our customers and
efficiently. Our customers loyalty suppliers in return by provision
is what enables us to realize our of flexible/favorable terms and
vision and goals. conditions of dealings as well as
ensuring timely payments.
Banks and other lenders Allows future planning, debt Prioritizing payment schedules
management in an efficient and provision of accurate and
low-cost manner that facilitates transparent information with
our operational efficiencies. respect to our dealings facilitates
us in keeping good terms with
the banks and lenders.
General Body Meetings • The Annual Report of the Company containing the
Annual General Meetings are held in accordance with notice for General Meetings is sent out to minority
prevailing law and Extraordinary General Body shareholders in the same manner as the majority
Meetings are held as and when required. On both such shareholders.
events, the Board of Directors is appropriately
represented and the shareholders have an opportunity • To encourage minority shareholders to attend General
to engage and communicate with the Directors. Meetings and participate in the affairs of the Company,
a proxy form is also attached along with the notices
Minority Shareholders of General Meetings to ensure their representation
Minority shareholders are encouraged to take part in and participation in the General Meetings, even if they
meetings: are unable to attend, personally.
The responsibility for compliance with the Regulations is that of the Board of Directors of the Company. Our responsibility is
to review whether the Statement of Compliance reflects the status of the Company’s compliance with the provisions of the
Regulations and report if it does not and to highlight any non-compliance with the requirements of the Regulations. A review
is limited primarily to inquiries of the Company’s personnel and review of various documents prepared by the Company to
comply with the Regulations.
As a part of our audit of the 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 are not required to consider whether
the Board of Directors’ statement on internal control covers all risks and controls or to form an opinion on the effectiveness
of such internal controls, the Company’s corporate governance procedures and risks.
The Regulations require the Company to place before the Audit Committee, and upon recommendation of the Audit
Committee, place before the Board of Directors for their review and approval, its related party transactions. We are only
required and have ensured compliance of this requirement to the extent of the approval of the related party transactions by
the Board of Directors upon recommendation of the Audit Committee.
Based on our review, nothing has come to our attention which causes us to believe that the Statement of Compliance does
not appropriately reflect the Company's compliance, in all material respects, with the requirements contained in the
Regulations as applicable to the Company for the year ended June 30, 2023.
A. F. Ferguson & Co
Chartered Accountants
Karachi
UDIN: CR202310073dyOGWZIvN
The Company has complied with the requirements of the Listed Companies (Code of Corporate Governance)
Regulations, 2019 (the “Regulations”) in the following manner: -
Category Names
3) The Directors have confirmed that none of them is serving as a director on more than seven listed companies,
including this Company;
4) The Company has prepared a Code of Conduct and has ensured that appropriate steps have been taken to
disseminate it throughout the Company along with its supporting policies and procedures;
5) The Board has developed a vision/mission statement, overall corporate strategy and significant policies of the
Company. The Board has ensured that a complete record of particulars of the significant policies along with
their date of approval or updating is maintained by the Company;
6) All the powers of the Board have been duly exercised and decisions on relevant matters have been taken by the
Board/ shareholders as empowered by the relevant provisions of the Companies Act 2017 (the “Act”) and these
Regulations;
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. The Board has complied with the requirements of the Act and the Regulations with
respect to frequency, recording and circulating minutes of meeting of the Board;
9) Out of the nine Directors, the following seven Directors have obtained a certificate of Directors’ Training Program:
i. Mr. Shoaib Javed Hussain
ii. Ms. Spenta Kandawalla
iii. Mr. Akbar Ali Pesnani
iv. Mr. Ali H. Shirazi
v. Mr. Mazhar Valjee
vi. Mr. Kamal A. Chinoy
vii. Mr. Fahd Kamal Chinoy
Mr. Mustapha A. Chinoy is exempt from the requirement of Directors’ Training Program as per the
Regulations. Mr. Arshad Mohsin Tayebaly will undertake the Directors’ Training Program within
the stipulated time.
10) The Board has approved appointment of the Chief Financial Officer, Company Secretary and Head of Internal
Audit, including their remuneration and terms and conditions of employment and complied with relevant
requirements of the Regulations;
11) The Chief Financial Officer and the Chief Executive Officer duly endorsed the financial statements before approval
of the Board.
12) The Board has formed committees comprising of members given below:
13) The terms of reference of the aforesaid committees have been formed, documented and advised to the committees
for compliance;
14) The frequency of meetings (quarterly/half yearly/ yearly) of the committees were as follows:
15) The Board has set up an effective internal audit function who are considered suitably qualified and experienced
for the purpose and are conversant with the policies and procedures of the Company;
16) The statutory auditors of the Company have confirmed that they have been given a satisfactory rating under the
Quality Control Review program of the Institute of Chartered Accountants of Pakistan and registered with Audit
Oversight Board of Pakistan, that they and all their partners are in compliance with International Federation of
Accountants (IFAC) guidelines on code of ethics as adopted by the Institute of Chartered Accountants of Pakistan
and that they and the partners of the firm involved in the audit are not a close relative (spouse, parent, dependent
and non-dependent children) of the Chief Executive Officer, Chief Financial Officer, Head of Internal Audit,
Company Secretary or Director of the Company;
18) We confirm that all requirements of regulations 3, 6, 7, 8, 27, 32, 33 and 36 of the Regulations have been complied with.
19) Explanation for non-compliance with requirements, other than regulations 3, 6, 7, 8, 27, 32, 33 and 36 are below:
Risk Management Committee: 30(1) The Board has not constituted separate Risk
The Board may constitute the risk Management Committee and currently
management committee, of such number functions required to be performed by such
and class of directors, as it may deem committee are being performed by Board Audit
appropriate in its circumstances, to carry Committee and the Board.
out a review of effectiveness of risk
management procedures and present a
report to the Board.
Liquidity Ratios
Current Ratio 1:1 0.9 : 1 1.2 : 1 1.5 : 1 1.8 : 1 1.6 : 1
Quick / Acid Test Ratio 0.6 : 1 0.5 : 1 0.7 : 1 0.8 : 1 1:1 1:1
Cash to Current Liabilities Times 0.02 0.03 0.02 0.03 0.03 0.19
Cash Flows from Operations to Sales Times 0.05 0.01 (0.01) 0.12 (0.03) (0.06)
350
196
Dividend
Rupees
200
10.50
9.94
10.0
150 8.00 10.50
6.00 89
100 86
3.56 5.0
2.00
50
2.50
- -
(50) (2.58)
(5.0)
2018 2019 2020 2021 2022 2023
Total Dividend Dividend Per Share Earnings / (Loss) Per Share
22,000 20.0%
20,000
18,000
14.7%
16,000 13.0%
Net Sales / Gross Profit
14,000
11.9% 11.8% 11.6%
Gross Profit %
Rs. in Million
12,000
9.5% 10.0%
21,653
10,000 21,168
8,000
6,000 13,145
9,561 9,704
4,000 9,086
2,000 3,184
2,751
1,137 1,146 1,526
- 860 -
2018 2019 2020 2021 2022 2023
146 141
70
127
60
107
50 96
106
40
30
20
10
-
2018 2019 2020 2021 2022 2023
Liquidity
2.0
1.8 298.9
1.6
1.8
1.4
1.6
1.2 1.5
1.0 1.2
Ratio
-
2018 2019 2020 2021 2022 2023
Capital Expenditure
9,000
Rs. in Million
Fixed Assets
Rs. in Million
2,500
8,000
7,000
2,000
6,000
5,000 4,791
1,500
4,076
4,000 3,388
893 917 1,000
3,000 2,193 837
2,000
500
1,000 234
- -
2018 2019 2020 2021 2022 2023
Shareholders’ Equity
10,000 300
9,000
250
8,000 253
7,000
200
Breakup Value Per Share
Shareholders' Equity
192
6,000
Rs. in Million
Rupees
5,000 150
150
119 9,006 9,494
4,000 137 134
100
3,000
5,349
2,000 4,878 4,770
50
3,758
1,000
- -
2018 2019 2020 2021 2022 2023
500
Rs. in Million
450 6%
Percentage
400 5.0%
4.3% 4.2%
350
300 4%
3.1%
250 2.6%
200
150 2%
305 554 828 724
100 1.5%
50
126 (92)
- -
(1.1%)
(50)
(100)
(1.9%)
2018 2019 2020 2021 2022 2023 (2%)
Debt to Equity
15,000
13,000
11,000
Rs. in Million
63%
9,000
7,000
5,000 88%
86%
86%
3,000 85%
90% 37%
1,000
10% 15% 14% 14% 12%
-
2018 2019 2020 2021 2022 2023
Debt Equity
ASSETS
Non-current assets
Property, plant and equipment 14,445 35.90 10,629 122.42 4,779 17.51 4,066 20.34 3,379 54.57 2,186 0.92
Right-of-use assets 8 (72.07) 30 (42.79) 52 (34.82) 79 100.00 - - - -
Intangible assets 12 (32.69) 18 40.65 13 38.79 9 (0.07) 9 32.01 7 (2.31)
Investment in associated company 78 19.29 66 (45.67) 121 159.07 47 5.19 44 (54.20) 97 26.46
Long-term loans receivable 14 117.28 6 (19.42) 8 25.34 6 (11.25) 7 22.25 6 140.38
Long-term deposits and prepayments 6 7.04 6 (2.90) 6 (57.43) 15 (32.06) 21 100.00 - -
14,563 35.42 10,754 116.04 4,978 17.90 4,222 22.00 3,461 50.76 2,296 1.93
Current assets
Stores and spares 80 26.55 63 (5.94) 67 22.41 55 (5.96) 58 (9.14) 64 4.60
Stock-in-trade 3,761 (2.65) 3,863 54.30 2,504 31.62 1,902 (13.65) 2,203 12.72 1,955 2.08
Trade debts 4,147 1.03 4,104 47.29 2,787 68.61 1,653 (20.88) 2,089 5.94 1,972 49.49
Short-term loans and advances 181 98.81 91 51.64 60 150.76 24 (49.13) 47 (29.18) 67 238.49
Short-term deposits and prepayments 60 119.01 27 (15.02) 32 11.48 29 (49.83) 57 14.05 50 31.00
Other receivables 360 147.40 145 11.12 131 120.10 59 93.16 31 223.81 10 (68.87)
Taxation - payments less provisions 81 (56.81) 188 (48.48) 366 (5.67) 388 (2.36) 397 113.87 186 83.13
Cash and bank balances 161 (36.93) 256 137.65 108 26.43 85 (3.19) 88 (84.65) 573 991.80
8,831 1.06 8,739 44.35 6,054 44.32 4,195 (15.60) 4,971 1.95 4,875 37.82
Total assets 23,395 20.01 19,493 76.70 11,032 31.06 8,417 (0.17) 8,432 17.58 7,171 23.86
Non-current liabilities
Long-term financing - secured 4,768 458.20 854 19.85 713 8.74 655 (3.71) 681 135.21 289 46.06
Deferred income - Government grant 565 126.77 249 817.15 27 254.27 8 100.00 - - - -
Lease liabilities 2 (63.59) 6 (45.26) 10 (58.65) 25 100.00 - - - -
Staff retirement benefits 57 14.55 50 12.88 44 3.30 43 36.28 31 (4.33) 33 12.15
Staff compensated absences 5 (34.87) 7 11.04 6 18.98 5 (85.50) 38 7.38 35 (0.59)
Deferred taxation 85 29.31 66 68.04 39 (33.31) 59 (38.34) 96 52.81 63 6.95
5,481 345.04 1,232 46.66 840 5.67 795 (5.96) 845 101.38 420 30.73
Current liabilities
Current portion of long-term financing 182 (53.73) 393 (2.81) 404 87.94 215 97.64 109 58.18 69 6.80
Current portion of lease liabilities 2 (76.11) 7 (23.66) 10 (82.42) 55 100.00 - - - -
Trade and other payables 3,182 19.31 2,667 86.39 1,431 32.38 1,081 33.04 813 6.62 762 (26.55)
Short-term borrowings - secured 4,001 (18.31) 4,897 129.54 2,134 72.84 1,234 (17.62) 1,498 (15.77) 1,779 92.97
Contract liabilities 700 (38.65) 1,142 41.44 807 312.90 195 (12.14) 223 (33.37) 334 19.77
Unclaimed dividend 33 10.10 30 18.59 26 (0.25) 26 (1.77) 26 9.74 24 (44.31)
Accrued mark-up 319 169.17 118 266.30 32 (29.08) 46 13.30 40 56.90 26 118.44
8,419 (9.03) 9,255 91.09 4,843 69.81 2,852 5.30 2,709 (9.51) 2,993 26.99
Total liabilities 13,901 32.55 10,487 84.53 5,683 55.83 3,647 2.62 3,554 4.12 3,413 27.44
Total equity and liabilities 23,395 20.01 19,493 76.70 11,032 31.06 8,417 (0.17) 8,432 17.58 7,171 23.86
2018
2019
2020
2021
2022
2023
- 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%
ASSETS
Non-current assets
Property, plant and equipment 14,445 61.74 10,629 54.53 4,779 43.32 4,066 48.31 3,379 40.08 2,186 30.48
Right-of-use assets 8 0.04 30 0.15 52 0.47 79 0.94 - - - -
Intangible assets 12 0.05 18 0.09 13 0.11 9 0.11 9 0.11 7 0.10
Investment in associated company 78 0.34 66 0.34 121 1.10 47 0.55 44 0.53 97 1.35
Long-term loans receivable 14 0.06 6 0.03 8 0.07 6 0.07 7 0.08 6 0.08
Long-term deposits and prepayments 6 0.03 6 0.03 6 0.06 15 0.17 21 0.25 - -
14,563 62.25 10,754 55.17 4,978 45.12 4,222 50.16 3,461 41.05 2,296 32.01
Current assets
Stores and spares 80 0.34 63 0.32 67 0.61 55 0.65 58 0.69 64 0.90
Stock-in-trade 3,761 16.08 3,863 19.82 2,504 22.70 1,902 22.60 2,203 26.13 1,955 27.26
Trade debts 4,147 17.72 4,104 21.06 2,787 25.26 1,653 19.63 2,089 24.77 1,972 27.50
Short-term loans and advances 181 0.78 91 0.47 60 0.55 24 0.29 47 0.56 67 0.93
Short-term deposits and prepayments 60 0.25 27 0.14 32 0.29 29 0.34 57 0.68 50 0.70
Other receivables 360 1.54 145 0.75 131 1.19 59 0.71 31 0.37 10 0.13
Taxation - payments less provisions 81 0.35 188 0.97 366 3.32 388 4.61 397 4.71 186 2.59
Cash and bank balances 161 0.69 256 1.31 108 0.98 85 1.01 88 1.04 573 7.99
8,831 37.75 8,739 44.83 6,054 54.88 4,195 49.84 4,971 58.95 4,875 67.99
Total assets 23,395 100.00 19,493 100.00 11,032 100.00 8,417 100.00 8,432 100.00 7,171 100.00
Non-current liabilities
Long-term financing - secured 4,768 20.38 854 4.38 713 6.46 655 7.79 681 8.07 289 4.04
Deferred income - Government grant 565 2.41 249 1.28 27 0.25 8 0.09 - - - -
Lease liabilities 2 0.01 6 0.03 10 0.09 25 0.29 - - - -
Staff retirement benefits 57 0.24 50 0.25 44 0.40 43 0.51 31 0.37 33 0.46
Staff compensated absences 5 0.02 7 0.04 6 0.06 5 0.06 38 0.45 35 0.49
Deferred taxation 85 0.37 66 0.34 39 0.36 59 0.70 96 1.13 63 0.87
5,481 23.43 1,232 6.32 840 7.61 795 9.44 845 10.02 420 5.85
Current liabilities
Current portion of long-term financing 182 0.78 393 2.01 404 3.66 215 2.55 109 1.29 69 0.96
Current portion of lease liabilities 2 0.01 7 0.04 10 0.09 55 0.66 - - - -
Trade and other payables 3,182 13.60 2,667 13.68 1,431 12.97 1,081 12.84 813 9.64 762 10.63
Short-term borrowings - secured 4,001 17.10 4,897 25.12 2,134 19.34 1,234 14.67 1,498 17.77 1,779 24.81
Contract liabilities 700 2.99 1,142 5.86 807 7.32 195 2.32 223 2.64 334 4.66
Unclaimed dividend 33 0.14 30 0.16 26 0.23 26 0.30 26 0.31 24 0.33
Accrued mark-up 319 1.36 118 0.61 32 0.29 46 0.54 40 0.48 26 0.36
8,419 35.99 9,255 47.48 4,843 43.90 2,852 33.89 2,709 32.13 2,993 41.74
Total liabilities 13,901 59.42 10,487 53.80 5,683 51.52 3,647 43.33 3,554 42.15 3,413 47.59
Total equity and liabilities 23,395 100.00 19,493 100.00 11,032 100.00 8,417 100.00 8,432 100.00 7,171 100.00
2018
2019
2020
2021
2022
2023
- 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%
Revenue from contracts with customers 21,653 2.29 21,168 61.03 13,145 44.67 9,086 (6.37) 9,704 1.50 9,561 18.28
Cost of sales (18,469) 0.28 (18,417) 58.51 (11,619) 41.24 (8,226) (3.89) (8,559) 1.60 (8,424) 23.59
Gross profit 3,184 15.74 2,751 80.21 1,526 77.44 860 (24.91) 1,146 0.75 1,137 (10.29)
Marketing, selling and distribution costs (807) 5.78 (763) 46.77 (520) 19.46 (435) (14.66) (510) 16.33 (438) 7.94
Administrative expenses (359) 9.11 (329) 21.06 (272) 22.34 (222) (16.48) (266) 6.95 (249) 8.86
Impairment reversal / (loss) on trade debts 1 (87.98) 9 0.47 9 (151.37) (17) 100.00 0.1 100.00 - (100.00)
(1,165) 7.55 (1,083) 38.36 (783) 16.13 (674) (13.09) (776) 12.92 (687) 8.02
Finance cost (954) 204.10 (314) 63.02 (192) (32.06) (283) 50.20 (189) 41.15 (134) 103.62
Impairment (loss) / reversal on
investment in associate - (100.00) (72) (225.00) 57 100.00 - (100.00) (57) 100.00 - -
Other expenses (88) (16.88) (105) 91.17 (55) (100.00) (4) (69.52) (15) (50.48) (29) (39.74)
(1,042) 112.31 (491) 157.84 (190) (33.86) (288) 10.48 (260) 59.77 (163) 42.52
Other income 149 9.80 136 (23.53) 177 382.54 37 (32.64) 55 34.13 41 (58.35)
Share of profit from associate under the
equity basis of accounting 5 (74.35) 19 (3.63) 19 100.00 1 (95.45) 12 (22.68) 16 68.85
Profit / (loss) before tax 1,130 (15.07) 1,331 77.51 750 100.00 (64) (136.54) 176 (48.70) 344 (44.93)
Income tax expense (407) (19.17) (503) 156.55 (196) 617.17 (27) (45.44) (50) 30.46 (38) (73.65)
Profit / (loss) after tax 724 (12.57) 828 49.50 554 100.00 (92) (172.71) 126 (58.66) 305 (36.18)
Rs. in Million
2,751
15,000 2,000
10,000 1,500
1,000
5,000
500
- -
2023 2022 2023 2022
600 724
500 16.72
Rupees
14.62
400 10.0
300
200 5.0
100
- -
2023 2022 2023 2022
(Restated)
Revenue from contracts with customers 21,653 100.00 21,168 100.00 13,145 100.00 9,086 100.00 9,704 100.00 9,561 100.00
Cost of sales (18,469) (85.30) (18,417) (87.00) (11,619) (88.39) (8,226) (90.53) (8,559) (88.19) (8,424) (88.11)
Gross profit 3,184 14.70 2,751 13.00 1,526 11.61 860 9.47 1,146 11.81 1,137 11.89
Marketing, selling and distribution costs (807) (3.73) (763) (3.60) (520) (3.95) (435) (4.79) (510) (5.25) (438) (4.58)
Administrative expenses (359) (1.66) (329) (1.56) (272) (2.07) (222) (2.45) (266) (2.74) (249) (2.60)
Impairment reversal / (loss) on trade debts 1 0.00 9 0.04 9 0.07 (17) (0.19) 0.1 0.00 - -
(1,165) (5.38) (1,083) (5.12) (783) (5.96) (674) (7.42) (776) (8.00) (687) (7.19)
Finance cost (954) (4.41) (314) (1.48) (192) (1.46) (283) (3.12) (189) (1.94) (134) (1.40)
Impairment (loss) / reversal on
investment in associate - - (72) (0.34) 57 0.44 - - (57) (0.59) - -
Other expenses (88) (0.40) (105) (0.50) (55) (0.42) (4) (0.05) (15) (0.15) (29) (0.31)
(1,042) (4.81) (491) (2.32) (190) (1.45) (288) (3.17) (260) (2.68) (163) (1.70)
Other income 149 0.69 136 0.64 177 1.35 37 0.40 55 0.56 41 0.43
Share of profit from associate under the
equity basis of accounting 5 0.02 19 0.09 19 0.15 1 0.01 12 0.13 16 0.17
Profit / (loss) before tax 1,130 5.22 1,331 6.29 750 5.70 (64) (0.71) 176 1.82 344 3.60
Income tax expense (407) (1.88) (503) (2.38) (196) (1.49) (27) (0.30) (50) (0.52) (38) (0.40)
Profit / (loss) after tax 724 3.34 828 3.91 554 4.21 (92) (1.01) 126 1.30 305 3.19
Analysis of Expenses
Cost of sales Marketing, selling & distribution costs Administrative expense Finance cost
Net cash used in investing activities (3,976) 44.01 (2,761) 206.92 (900) 1.16 (889) 8.02 (823) 259.21 (229) (12.96)
Net cash generated from financing activities 2,962 52.44 1,943 140.79 807 56.52 516 91.11 270 (75.47) 1,100 1,994.14
Net cash used in investing activities (3,976) 27,870.16 (2,761) 422.78 (900) 329.97 (889) (121.61) (823) 97.91 (229) (70.25)
Net cash generated from financing activities 2,962 (20,761.05) 1,943 (297.51) 807 (295.97) 516 70.50 270 (32.08) 1,100 337.02
80 80
70 70
74%
71%
60 60
50 50
50%
40 40 46%
30 30
20 24% 20
21%
10 10
- -
90 100% 90 100%
80 80
70 70
69% 72%
60 60
50 50
40 40
41% 42%
30 30
20 20
21% 22%
10 10
- -
Net profit
Rs. 724 M ÷ Net revenue
Rs. 21,653 M ÷ Total assets
Rs. 23,395 M - Total liabilities
Rs. 13,901 M + Total equity
Rs. 9,494 M
Return on assets
3.09 % ÷ Ownership ratio
40.58%
Return on Equity
7.62%
4,000
3,000
2,000 2,962
1,943
Rs. in Million
1,000
165
1,000
-
(1,000) (287)
(2,761)
(2,000)
(3,976)
(3,000)
(4,000)
2023 2022
Value Distribution
To Government as taxes
Income tax, sales tax & custom duty 57.89% 4,222,092
Workers funds, EOBI & social security contribution and local taxes 0.59% 42,887
To Employees as remuneration
Salaries, wages and benefits 18.19% 1,326,459
To Society
Donations and CSR 0.33% 24,030
To Providers of capital
Financial charges to providers of finance 13.08% 954,185
Dividends for shareholders 1.18% 85,921
Retained within
the business
8.75%
Government
58.48%
Opinion
We have audited the annexed financial statements of Pakistan Cables Limited (the Company), which comprise the statement of
financial position as at June 30, 2023, and the statement of profit or loss, the statement of profit or loss and other comprehensive
income, the statement of cash flows, the statement of changes in equity for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies and other explanatory information, 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 the audit.
In our opinion and to the best of our information and according to the explanations given to us, the statement of financial position,
the statement of profit or loss, the statement of profit or loss and other comprehensive income, the statement of cash flows and
the statement of changes in equity together with the notes forming part thereof conform with the accounting and reporting
standards as applicable in Pakistan and give the information required by the Companies Act, 2017 (XIX of 2017), 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, 2023 and of the profit
and other comprehensive loss, the changes in equity and its cash flows for the year then ended.
S.No. Key audit matters How the matter was addressed in our audit
(Refer note 3.9 and note 29 to the financial statements) Our audit procedures amongst others included the
following:
The Company recognizes revenue from the sale of - assessed the appropriateness of the Company’s
wires and cables to domestic as well as export accounting policies for revenue recognition and
customers when the performance obligation is compliance of those policies with accounting and
satisfied by transferring control of a promised good reporting standards as applicable in Pakistan;
to the customer.
We considered revenue recognition as a key audit - performed verification of sales, on sample basis, with
matter due to revenue being one of the key underlying documentation including sales orders,
performance indicators of the Company. In addition, sales invoices and delivery challans;
revenue was also considered as an area of
significant audit risk as part of the audit process.
Information Other than the Financial Statements and Auditor’s Report Thereon
Management is responsible for the other information. The other information comprises the information included in the annual
report, but does not include the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial statements or our knowledge
obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are required to report that fact. We have nothing to
report in this regard.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Board of directors are responsible for overseeing the Company’s financial reporting process.
As part of an audit in accordance with ISAs as applicable in Pakistan, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant
doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to
the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue
as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether
the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with the board of directors regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the board of directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear
on our independence, and where applicable, related safeguards.
From the matters communicated with the board of directors, we determine those matters that were of most significance
in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
(a) proper books of account have been kept by the Company as required by the Companies Act, 2017 (XIX of 2017);
(b) the statement of financial position, the statement of profit or loss, the statement of profit or loss and other comprehensive
income, the statement of changes in equity and the statement of cash flows together with the notes thereon have been drawn
up in conformity with the Companies Act, 2017 (XIX of 2017) and are in agreement with the books of account and returns;
(c) investments made, expenditure incurred and guarantees extended during the year were for the purpose of the Company’s
business; and
(d) zakat deductible at source under the Zakat and Ushr Ordinance, 1980 (XVIII of 1980), was deducted by the company
and deposited in the Central Zakat Fund established under section 7 of that Ordinance.
The engagement partner on the audit resulting in this independent auditor’s report is
Syed Muhammad Hasnain.
A. F. Ferguson & Co
Chartered Accountants
Karachi
UDIN: AR202310073rj0J24XYx
21,653
13,145
21,168
21,653
9,561
9,704
9,086
2018 2019 2020 2021 2022 2023
5,349
4,878
4,770 21,083
3,758
87.6%
2018 2019 2020 2021 2022 2023 Finance and other costs Taxation
25.00
(Restated) EARNINGS RETURN
20.00 16.72 PER SHARE ON EQUITY
15.56
14.62 Rs. 14.62 7.62%
15.00
Rupees
9.94
10.00 MARKET BREAK-UP
VALUE PER SHARE VALUE PER SHARE
5.00 3.56
Rs. 82.92 Rs. 191.77
-
(2.58)
MARKET DIVIDEND
(5.00)
CAPITALIZATION PER SHARE
2018 2019 2020 2021 2022 2023
Rs. 4,105 M Rs. 2.00
Non-current liabilities
Long-term financing - secured 20 4,767,733 854,129
Deferred income - Government grant 23 564,616 248,987
Lease liabilities 5 2,037 5,595
Staff retirement benefits 21 56,936 49,706
Staff compensated absences 22 4,696 7,210
Deferred taxation 24 85,397 66,043
5,481,415 1,231,670
Current liabilities
Current portion of long-term financing 20 181,647 392,586
Current portion of lease liabilities 5 1,768 7,402
Trade and other payables 25 3,182,426 2,667,389
Short-term borrowings - secured 26 4,000,563 4,897,411
Contract liabilities 27 700,472 1,141,723
Unclaimed dividend 33,379 30,318
Accrued mark-up 318,889 118,472
8,419,144 9,255,301
Total liabilities 13,900,559 10,486,971
The annexed notes from 1 to 48 form an integral part of these financial statements.
Share of profit from associate under the equity basis of accounting 7.2 4,777 18,626
Profit before tax 1,130,417 1,330,938
(Rupees)
(Restated)
Earnings per share - basic and diluted 37 14.62 16.72
The annexed notes from 1 to 48 form an integral part of these financial statements.
Share of other comprehensive income / (loss) from the associated company 29 (130)
Surplus on revaluation of land and building carried out during the year - 3,231,195
Related deferred tax - (30,029)
- 3,201,166
Share of surplus on revaluation of land and building of the associated company 18 15,157 3,216
Related deferred tax (2,274) (482)
12,883 2,734
(4,614) 3,203,431
The annexed notes from 1 to 48 form an integral part of these financial statements.
The annexed notes from 1 to 48 form an integral part of these financial statements.
Balance as at July 01, 2021 355,779 1,595,139 1,599,394 1,268,000 530,386 5,348,698
Balance as at June 30, 2022 355,779 1,595,139 4,790,050 1,575,000 690,318 9,006,286
Balance as at June 30, 2023 495,067 1,595,139 4,785,350 1,975,000 643,510 9,494,066
The annexed notes from 1 to 48 form an integral part of these financial statements.
The registered office of the Company is situated at 11.15 acres of land at B/21, S.I.T.E., Karachi, Pakistan and head office
of the Company is situated at 1st Floor, Arif Habib Centre, 23 M.T. Khan Road, Karachi, Pakistan. In addition, it also has
a land of 42 acres at K-23, Nooriabad, Sindh and 3.9 acres at C-246 and C-247 Nooriabad, Sindh. The Company has also
regional and branch offices located in Lahore, Faisalabad, Rawalpindi, Multan, Peshawar and Abbottabad.
2 BASIS OF PREPARATION
- International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board
(IASB) as notified under the Companies Act, 2017; and
Where the provisions of and directives issued under the Companies Act, 2017 differ from the requirements of IFRS,
the provisions of and directives issued under the Companies Act, 2017 have been followed.
a) Standards, interpretations and amendments to published approved accounting standards that are effective.
There are certain amendments and interpretations to the accounting and reporting standards which are
mandatory for the Company's annual accounting period which began on July 1, 2022. However, these do not
have any significant impact on the Company’s financial reporting.
b) Standard and amendments to approved accounting standards that are not yet effective.
There are certain amendments and interpretations to the accounting and reporting standards that will be
mandatory for the Company's annual accounting periods beginning on or after July 1, 2023. However, these
will not have any impact on the Company's financial reporting and, therefore, have not been disclosed in these
financial statements.
Distributions received from associate reduce the carrying amount of the investment. Adjustments to the carrying
amounts are also made for changes in the Company’s proportionate interest in the associate arising from changes
in the associate's other comprehensive income and surplus on revaluation of fixed assets. The Company’s share
of those changes are respectively recognised directly in other comprehensive income and surplus on revaluation
of fixed asset account of the Company.
Gain/(loss) on sale of above investments, if any, are recognised in the period of sale. The carrying amount of the
investment is tested for impairment, by comparing its recoverable amount (higher of value in use and fair value
less costs to sell) with its carrying amount and difference, if any is recognised in the statement of profit or loss.
The recoverable amount of an investment in an associate company is assessed periodically. Any reversal of
previously booked impairment is recognised in profit or loss to the extent that the recoverable amount of the net
investment is subsequently increased.
In addition, the Company operates an unfunded gratuity scheme, for all permanent unionized staff.
The Company faces the following risks on account of defined benefit plans:
Final salary risk - The risk that the final salary at the time of cessation of service is greater than what the Company
has assumed. Since the benefit is calculated on the final salary, the benefit amount would also increase
proportionately.
Asset volatility - Most assets are invested in risk free investments of 3, 5 or 10 year Government and Corporate
Bonds. However, investments in equity instruments and mutual funds is subject to adverse fluctuations as a result
of change in the market price.
Discount rate fluctuation - The plan liabilities are calculated using a discount rate set with reference to corporate
bond yields. A decrease in corporate bond yields will increase plan liabilities, although this will be partially offset
by an increase in the value of the current plans’ bond holdings.
Investment risks - The risk of the investment underperforming and not being sufficient to meet the liabilities. This
risk is mitigated by closely monitoring the performance of investment.
Risk of insufficiency of assets - This is managed by making regular contribution to the Fund as advised by the actuary.
3.3 Taxation
Income tax expense comprises current and deferred tax. Income tax expense is recognised in the statement of
profit or loss, except to the extent that it relates to items recognised directly in the other comprehensive income
or in equity, in which case it is recognised in the other comprehensive income or equity respectively.
Current
Provision for current taxation is based on taxability of certain income streams under final tax regime at the applicable
tax rates and remaining income streams chargeable at current rate of taxation under the normal tax regime after
taking into account tax credits and tax rebates available, if any. Provision of current tax is determined using the
tax rate enacted at the reporting date.
The Company recognises a deferred tax asset to the extent that it is probable that taxable profits in the foreseeable
future will be available against which the assets can be utilized. Deferred tax assets are reduced to the extent that
it is no longer probable that the related tax benefit will be realised.
Further, the Company also recognises deferred tax liability on surplus on revaluation of property, plant and
equipment which is adjusted against the related surplus.
Provision for obsolete and slow moving stores and spares is determined based on the management's estimate
regarding their future usability.
Net realizable value signifies the estimated selling price in the ordinary course of business less the net estimated
costs necessary to be incurred to make the sale.
3.6 Stock-in-trade
These are valued at lower of cost and net realizable value. Cost is determined under the weighted average basis.
Cost of work-in-process and finished goods consists of direct materials, labour and applicable production overheads.
Net realizable value signifies the estimated selling price in the ordinary course of the business less estimated cost
of completion and selling expenses. The management continuously reviews its inventory for existence of any item
which may be obsolete. Provision is made for slow moving inventory based on management's estimation. These
are based on historical experience and are continuously reviewed.
Items in-transit are valued at lower of cost and net realizable value. Cost comprises invoice value plus other
charges paid thereon up to the reporting date.
- Income on bank deposit and loan to employees is recognised on the time proportionate basis using effective
interest method.
No element of financing is deemed present as the sales are made with a credit term of up to 120 days.
3.10 Provisions
Provisions are recognised when the Company has a present legal or constructive obligation as a result of past
events, it is probable that an outflow of resources embodying economic benefits will be required to settle the
obligation and a reliable estimate of the amount can be made. Provisions are measured at the present value of
expected expenditure, discounted at a pre-tax rate that reflects current market assessment of the time value of
money and the risk specific to the obligation. Provisions are reviewed at each reporting date and adjusted to reflect
current best estimate.
- Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses, if any,
except that building is stated at revalued amount less accumulated depreciation and impairment losses, if any,
while land is stated at revalued amount (less impairment losses, if any). Leasehold land is not depreciated
since the lease is renewable at nominal price at the option of the lessee.
- Capital work-in-progress is stated at cost accumulated to the balance sheet date less impairment losses, if
any. Cost include expenditures directly attributable to the acquisition of an asset. Transfers are made to relevant
asset category as and when asset are available for intended use.
(b) any other costs directly attributable to bringing the asset to the location and condition necessary for it to
be capable of operating in the manner intended by management; and
- Depreciation of all items except for land is charged on straight line method at the rates specified in respective
note to the financial statements and is generally recognised in statement of profit or loss. Depreciation on
additions is charged from the month in which asset is available for use up to the month of disposal. Depreciation
methods, useful lives and residual value of each part of property, plant and equipment that is significant in
relation to the total cost of the asset are reviewed and adjusted if appropriate, at each reporting date.
- The assets' residual values and useful lives are reviewed at the reporting date and if expectations differ from
previous estimates, the change is accounted for as a change in an accounting estimate.
- Leasehold land and building are revalued by independent professionally qualified valuer with sufficient regularity
to ensure that the net carrying amount does not differ materially from the fair values. In case of building, any
accumulated depreciation at the date of the revaluation is eliminated against the gross carrying amount of the
asset and the net amount restated at the revalued amount of the asset. Surplus on revaluation of assets are
credited to a 'Surplus on revaluation' account on the statement of financial position in equity. Surplus on
revaluation of building to the extent of incremental depreciation charged thereon is transferred from surplus
on revaluation of building to retained earnings (unappropriated profit), net of deferred tax.
- Gains or losses on disposal are included in statement of profit or loss currently and the related residual
revaluation surplus on property, plant and equipment, if any after taking into account incremental depreciation,
is transferred directly to retained earnings (unappropriated profit).
Amortisation is charged to statement of profit or loss by applying the straight line basis whereby the carrying
amount of an asset is amortised over its estimated useful life to the Company unless such life is indefinite.
Amortisation is charged from the month the asset is available for use, while in case of disposal it is charged up to
the month of disposal.
The Company accounts for impairment, where indications exist, by reducing asset’s carrying amount to the
recoverable amount.
A financial asset (unless it is a trade receivable without a significant financing component) is initially measured at
fair value plus, for an item not at fair value through profit or loss, transaction costs that are directly attributable
to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the
transaction price.
On initial recognition financial asset is classified as measured at: amortised cost; fair value through other
comprehensive income (FVOCI); or fair value through profit or loss (FVTPL).
Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business
model for managing financial assets, in which case all affected financial assets are reclassified on the first day of
the first reporting following the change in the business model. A financial asset is measured at amortised cost if
it meets both of the following conditions and is not designated as at FVTPL:
- it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
- its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding.
The Company's financial assets currently comprise of the assets 'measured at amortised cost' and no financial
assets are measured at fair value through other comprehensive income (FVOCI) or fair value through profit or loss
(FVTPL) other than derivative financial instruments as disclosed in note 3.20.
The Company measures loss allowances at an amount equal to lifetime ECLs, except for the bank balance for
which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased
significantly since initial recognition (although in this case the measurement is at 12 month ECLs).
Loss allowances for trade receivables are always measured at an amount equal to lifetime ECLs.
The Company considers a financial asset in default when it is more than 365 days past due.
When determining whether the credit risk of a financial asset has increased significantly since initial recognition and
when estimating ECLs, the Company considers reasonable and supportable information that is relevant and available
without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the
Company's historical experience and informed credit assessment including forward-looking information.
The Company assumes that the credit risk on a financial asset has increased significantly if it is more than past
due for a reasonable period of time. Lifetime ECLs are the ECLs that result from all possible default events over
the expected life of a financial instrument. 12-months ECLs are the portion of ECLs that result from default events
that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the
instrument is less than 12 months). The maximum period considered when estimating ECLs is the maximum
contractual period over which the Company is exposed to credit risk.
Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount
of the assets.
The gross carrying amount of a financial asset is written off when the Company has no reasonable expectations
of recovering a financial asset in its entirety or a portion thereof. The Company individually makes an assessment
with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery.
The Company expects no significant recovery from the amount written off. However, financial assets that are
written off could still be subject to enforcement activities in order to comply with the Company's procedures for
the recovery of amounts due.
Changes in fair value of derivative hedging instruments designated as a cash flow hedge are recognised in the
statement of comprehensive income to the extent that the hedge is effective. To the extent the hedge is ineffective,
changes in fair value are recognised in the statement of profit or loss.
Amounts accumulated in equity are reclassified to the statement of profit or loss or directly included in the initial
cost or other carrying amount of asset or liability in the periods in which the hedged item will affect the statement
of profit or loss / cost of asset.
The Company recognises government grants when there is reasonable assurance that grants will be received and
the Company will be able to comply with conditions associated with grants.
Government grants are recognised at fair value, as deferred income, when there is reasonable assurance that the
grants will be received and the Company will be able to comply with the conditions associated with the grants.
Grants that compensate the Company for expenses incurred, are recognised on a systematic basis in the income
for the year in which the related expenses are recognised. Grants that compensate for the cost of an asset are
recognised in income on a systematic basis over the expected useful life of the related asset.
3.25 Leases
The Company assesses whether a contract is or contains a lease at inception of the contract. This assessment
involves the exercise of judgement about whether it depends on a specified asset, whether the Company obtains
substantially all the economic benefits from the use of that asset, and whether the Company has the right to direct
the use of the asset.
The Company recognises a right-of-use (ROU) asset and a lease liability at the lease commencement date, except
for short term leases of 12 months or less and leases of low value items, which are expensed in the statement of
profit or loss on a straight-line basis over the lease term.
The lease liability is initially measured at the present value of the lease payment that are not paid at the
commencement date, discounted using the interest rate implicit in the lease. If this rate cannot be readily determined,
the Company uses the incremental borrowing rate applicable in the market for such leases.
The lease liability is subsequently measured at amortized cost using the effective interest rate method and
remeasured (with a corresponding adjustment to the related ROU asset) when there is a change in future lease
payments in case of renegotiation, changes of an index or rate or in case of reassessment of options.
At inception, the ROU asset comprises the initial lease liability, initial direct costs and the obligations to refurbish
the asset, less any incentives granted by the lessors. The ROU asset is depreciated over the shorter of the lease
term or the useful life of the underlying asset. The ROU asset is subject to testing for impairment if there is an
indicator for impairment, as for owned assets.
Leasehold improvements 36,271 2,357 - - 38,628 31,911 2,293 - - 34,204 4,424 20 & 33.3
Plant and machinery 2,444,728 17,793 (361,825) (13,720) 2,086,976 1,916,063 97,890 (13,720) (361,825) 1,638,408 448,568 8, 12 & 25
Office equipment
and appliances 172,184 23,931 (54,665) - 141,450 143,638 17,574 - (54,665) 106,547 34,903 12, 25 & 33.3
Furniture and fittings 42,056 1,560 (7,769) - 35,847 29,914 2,674 - (7,769) 24,819 11,028 8 & 12
Vehicles 133,416 49,560 (139) (14,349) 168,488 66,844 27,767 (13,717) (139) 80,755 87,733 20
8,335,183 1,240,474 (424,768) (28,069) 9,122,820 2,194,830 180,088 (27,437) (424,768) 1,922,713 7,200,107
Cost of above assets include cost of operating assets of Rs. 1,303.40 million (2022: Rs. 1,668.76 million) having net book value of Nil value at the reporting date which are still in use.
2022
Cost / revaluation Depreciation Net book Rate
As at Additions Revaluation (Adjustments As at As at For the (Adjustments As at value as at %
July 01, surplus / Disposals) June 30, July 01, year / Disposal) June 30, June 30,
2021 2022 2021 2022 2022
(Rupees in ‘000)
Leasehold land at
revalued amount 1,867,603 - 3,127,647 - 4,995,250 - - - - 4,995,250 -
Leasehold improvements 36,271 - - - 36,271 28,999 2,912 - 31,911 4,360 20 & 33.3
Plant and machinery 2,336,510 134,839 - (26,621) 2,444,728 1,837,494 104,808 (26,239) 1,916,063 528,665 8, 12 & 25
Office equipment
and appliances 159,173 14,506 - (1,495) 172,184 130,189 14,897 (1,448) 143,638 28,546 12, 25 & 33.3
Furniture and fittings 42,024 127 - (96) 42,056 26,866 3,144 (96) 29,914 12,142 8 & 12
Vehicles 115,674 38,286 - (20,544) 133,416 61,994 20,410 (15,560) 66,844 66,572 20
5,035,690 187,758 3,231,195 (119,461) 8,335,183 2,138,985 169,893 (114,048) 2,194,830 6,140,353
4.1.2 Valuation of leasehold land and the building thereon was carried out by the Company as of June 30, 2022 through
MYK Associates (Private) Limited (an independent valuer) on market value basis after making independent market
inquiries from local estate agents / realtors in the vicinity to establish the present market value. Revaluations of
the above assets were earlier carried out on June 30, 2005, June 30, 2008, June 30, 2011, June 30, 2014, June 30,
2016 and June 30, 2019. Resulting surplus has been credited to the revaluation surplus account, net of related tax
effect. The balance in the surplus on revaluation of land and building as at the reporting date are not available for
distribution to the shareholders. Had there been no revaluation, the related details under the cost model would
have been as follows:
Cost Accumulated Net book
depreciation value
(Rupees in ‘000)
The forced sale value of the revalued leasehold land and building has been assessed at Rs. 4,070 million (2022:
3,996 million) and Rs. 1,243 million (2022: 4,03 million) respectively.
4.1.3 Details of operating fixed assets disposed off during the year are as follows:
Assets Cost Accumulated Net book Sale Gain Mode of Purchaser Address
depreciation value proceeds disposal
(Rupees in ‘000)
Honda Civic 2,747 2,198 549 3,175 2,626 Negotiation Mr. Rao Salman Karachi
Items of net book
value below Rs.
500,000 each 25,322 25,239 83 12,469 12,386 Various Various
As at Additions Transfers As at
July 01, 2021 June 30, 2022
(Rupees in ‘000)
4.2.1 This includes borrowing cost related to the construction of factory amounting to Rs. 737.26 million (2022: Rs. 260.13
million) using rate ranging between 15.26% - 22.17% per annum (2022: 7.72% - 12.61% per annum).
5 LEASES
5.2 The depreciation charge on right-of-use assets for the year has been allocated as follows:
Set out below the carrying amount of lease liabilities and the movements during the year:
Note 2023 2022
(Rupees in ‘000)
2022
Minimum Interest Present
lease payments value of minimum
lease payments
(Rupees in ‘000)
(Rupees in ‘000)
Computer software
and license fee 51,370 2,267 53,637 34,939 8,254 43,193 10,444 33.33
2022
Cost Amortization Net book Rate
As at Additions As at As at For the As at value as at %
July 01, 2021 June 30, 2022 July 01, 2021 year June 30, 2022 June 30, 2022
(Rupees in ‘000)
Computer software
and license fee 37,549 13,821 51,370 29,713 5,226 34,939 16,431 33.33
7.1 Associate is an entity over which the Company has significant influence but no control. Company's investee Company
is considered to be its associate by virtue of common directorship.
Liabilities
Non-current liabilities 7,683,070 7,140,267
Current liabilities 36,189,218 38,318,385
7.4 Above associate has been equity accounted for up to March 31, 2023. Management does not expect the results of
operations for the 3 months ended June 30, 2023 to be material.
10 STOCK-IN-TRADE
10.1 Raw material includes slow moving items amounting to Rs. 32.07 million (2022: Rs. 20.70 million) against which provision
has been made.
10.2 Work-in-process include slow moving items amounting to Rs. 34.75 million (2022: Rs. 28.85 million) stated at their net
realizable values against their cost of Rs. 63.56 million (2022: Rs. 52.06 million).
10.3 Finished goods include slow moving items amounting to Rs. 69.23 million (2022: Rs. 19.57 million) stated at their net
realizable values against their cost of Rs. 117.27 million (2022: Rs. 55.52 million).
11 TRADE DEBTS
11.1 The related parties from whom the debts are due are as under:
11.1.1 Above balances are mark-up free and unsecured. Aging of above balances at the reporting date is as follows:
15.1 The profit and loss sharing bank balance carry profit at the rate of 19.50% (2022: 12.25%) per annum.
16.1 This includes 8,477,671 (2022: 6,092,470) ordinary voting shares of Rs. 10 each held by International Industries Limited
(associated company).
Leasehold land
Balance as at July 01 4,479,828 1,352,181
Surplus arising on revaluation carried out during the year - 3,127,647
4,479,828 4,479,828
Building on leasehold land
Balance as at July 01 of revaluation surplus 420,665 335,771
Surplus arising on revaluation carried out during the year - 103,548
Transferred to unappropriated profit in respect of
incremental depreciation charged during the year 18.2 (24,764) (18,654)
395,901 420,665
Related deferred tax liability at beginning of the year (121,993) (97,374)
Related deferred tax liability on revaluation carried
out as at June 30, 2022 - (30,029)
Related deferred tax liability of amount transferred to
unappropriated profit in respect of incremental
depreciation charged during the year 18.2 7,181 5,410
18.1 The revaluation surplus on land and building is a capital reserve and is not available for distribution to the shareholders
of the Company in accordance with section 241 of the Companies Act, 2017.
18.2 Net transfer to unappropriated profit amounted to Rs. 17.58 million (2022: Rs. 13.24 million).
19 GENERAL RESERVE
General reserve is maintained for fulfilling various business needs including meeting contingencies.
4,767,733 854,129
20.1 Long-term loans have been obtained for the purpose of capital expenditure which are secured against mortgage
of land and building and hypothecation of specific plant and machinery. The Company has also availed long-term
loans against various refinancing schemes of State Bank of Pakistan (SBP) which includes Temporary Economic
Refinance Facility (TERF) and against Renewable Energy Scheme.
20.2 Long-term loans of Rs. 3,650 million has been obtained for capital expenditure which are secured against mortgage
of land and building at K-23 Nooriabad thereon (charge of Rs. 4,867 million). The total amount outstanding against
these loans are Rs. 3,650 million as on June 30, 2023 (2022: Nil). Rate of markup on the above loans ranges between
21.49% per annum and 22.58% per annum (2022: Nil). These are repayable in half yearly equal instalments of Rs.
107.14 million, Rs. 62.50 million and quarterly installment of Rs. 41.07 million commencing from March 07, 2025,
March 30, 2025 and March 12, 2025 respectively. The facility available under the above arrangement amounted to
Rs. 3,650 million of which the amount remained unutilised as at June 30, 2023 was Nil (2022: Nil).
20.3 In addition to the above, the Company has also obtained long-term loan of Rs. 98.00 million against SBP Renewable
Energy Scheme (2022: Rs. 98.00 million). The rate of markup on this loan is at 3.50% per annum (2022: 3.50% per
annum). This loan is secured against hypothecation of specific plant and machinery for a 10 year period.
20.4 In addition to the above, the Company has also obtained long-term loan of Rs. 1,624.15 million against Temporary
Economic Refinance Facility (TERF) under SBP refinance scheme (2022: Rs. 761.68 million). The rate of markup on
these loans ranged between 1.50% per annum to 2.50% per annum (2022: 1.50% per annum to 2.50% per annum).
These loans are secured against hypothecation of specific plant and machinery for a 10 year period.
2023 2022
Pension Gratuity Pension Gratuity
(%)
21.1.1 Actuarial assumptions
21.1.7 Expense recognised in the statement of other comprehensive income for both the above benefits is Rs. 19.16 million
(2022: Rs. 6.00 million).
Mutual funds
- NBP Sarmaya Izafa Fund (Formerly:
NAFA Asset Allocation Fund) 8% 8% 37,368 36,403
- NBP Islamic Sarmaya Izafa Fund
(Formerly: NAFA Islamic Asset
Allocation Fund) 8% 8% 35,916 35,022
- Atlas Islamic Income Fund 0.8% 0.7% 3,757 3,251
- Atlas Income Fund 0.3% 0.3% 1,473 1,282
- Atlas Money Market Fund 1% 0.0% 5,603 -
- Al-Falah GHP Islamic Income Fund 0.6% 0.6% 2,834 2,472
Corporate bonds
- TFC Soneri Bank Limited 4% 0% 19,408 -
Bank balances 21% 2% 98,441 9,460
462,343 444,375
Pension
Gratuity (unfunded)
The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions is:
If life expectancy increases by 1 year, the obligation increases by Rs. 11.92 million (2022: Rs. 10.28 million). In addition the weighted
average of plan durations for pension is 8.2 years (2022: 8.3 years), while for gratuity it is 8.6 years (2022: 8.8 years).
(Time in years)
1 2 3 4 5
(Rupees in '000)
Distribution of timing
of benefit payments
- Pension 47,412 51,204 56,914 58,293 59,053
- Gratuity 6,082 3,015 8,075 4,530 8,553
53,494 54,219 64,989 62,823 67,606
21.1.15 All employees in managerial and supervisory categories other than workers are eligible to the pension scheme.
However, the plan is closed to new members. Normal pension age is 55 years, although service after attaining the
normal pension age is also pensionable. Settlement of the pension is based on the basic salary and as per the
service rules. At June 30, 2023, 50 members (2022: 56 members) were covered under the pension scheme. Gratuity
is for the unionised staff (non-management employees). In this case the normal retirement age is 60 years and is
payable on the basis of basic salary as per service rules. At June 30, 2023, 196 members (2022: 200 members)
were covered under the gratuity scheme.
Investments in collective investment schemes and listed equity securities out of provident fund have been made in
accordance with the provisions of section 218 of the Companies Act, 2017 and the Rules formulated for this purpose.
2022 2023
(Rupees in '000)
Provision for staff retirement benefit (12,779) (1,702) - 58 (14,423) (1,664) - (433) (16,520)
Provision for doubtful debts (18,961) 3,537 - - (15,424) 304 - - (15,120)
Provision for slow-moving stores and spares (3,293) (611) - - (3,904) (1,785) - - (5,689)
Provision for import levies and other provisions (50,817) (4,394) - - (55,211) (3,503) - - (58,714)
(85,850) (3,170) - 58 (88,962) (6,648) - (433) (96,043)
Deferred taxation - net 39,302 (5,430) 30,511 1,660 66,043 19,115 2,274 (2,035) 85,397
24.1 Deferred tax balance has been recognised at the rate at which these are expected to be settled / realised.
25.2 This represents accrual made on account of levies on import of raw materials and machinery.
25.4 These deposits are placed in a separate bank account and comply with the requirement of section 217 of Companies
Act, 2017. The break-up of security deposits is as follows:
25.5.1 This includes security deposit from distributors under mark-up arrangements amounting to Rs. 5.0 million (2022: Rs.
5.0 million) and carries mark-up at 6% per annum.
25.5.2 These are deposits from employees as a part of their employment contract with the Company and are non-interest
bearing deposits.
Note 2023 2022
(Rupees in ‘000)
26 SHORT-TERM BORROWINGS - Secured
26.5 Securities
These above arrangements are secured by way of joint pari passu hypothecation over stocks, stores and spares and
present and future trade debts of the Company of Rs. 11,225 million and a ranking charges of Rs. 100 million and Rs.
145 million for facilities availed from Bank Al Habib Limited and Habib Bank Limited respectively, which will be
upgraded to first Joint Pari Passu Charge.
27 CONTRACT LIABILITIES
The contract liabilities primarily relate to the advance consideration received from customers for future sales as per
the Company's policy, for which revenue is recognised at a point in time. Revenue recognised from contract liabilities
during the year amounts to Rs. 917.07 million (2022: Rs. 691.89 million).
28.1 Contingencies
a) The Company has issued to the Collector of Customs post dated cheques amounting to Rs. 5.40 million (2022: Rs.
9.50 million) against partial exemption of import levies.
b) Bank guarantees amounting to Rs. 1,461 million (2022: Rs. 1,477 million) have been given to various parties for
contract performance, tender deposits, import levies, etc.
b) Commitments under letters of credit for the import of raw materials, etc. (non-capital expenditure) as at June 30,
2023 amounted to Rs. 1,412.63 million (2022: Rs. 1,481.62 million). These are in respect of the letters of credit
opened before the year end but no shipment by then had been made.
2023 2022
(Rupees in ‘000)
29 REVENUE FROM CONTRACTS WITH CUSTOMERS
21,652,953 21,167,659
30.2 This includes expense relating to short term and low value leases amounting to Rs. 4.61 million (2022: Rs. 1.78 million).
31.2 This includes expense relating to short term and low value leases amounting to Rs. 15.34 million (2022: Rs. 9.86 million).
32.2 Donations
Details of donations given to a single party exceeding Rs. 1,000,000/- or 10 percent of Company's total amount of
donation, whichever is higher, during the year are as follows:
32.2.1 During the year donation of Rs. 10.00 million (2022: Rs. 13.50 million) was made to the Amir Sultan Chinoy Foundation.
Details are as under:
Mr. Fahd K. Chinoy Common Directorship Amir Sultan Chinoy 101, Beaumont Plaza, 10, Beaumont
Foundation Road, Karachi.
33 FINANCE COST
33.1 It includes mark-up paid amounting to Rs. 64.78 million (2022: Rs. 33.43 million).
36.1 Relationship between average effective tax rate and an applicable tax rate
36.2 The income tax assessments of the Company have been finalised upto and including the financial year ended June
30, 2022.
36.4 During the year Company received a notice on June 19, 2023 from taxation authorities under section 161(1A)/205/182
of the Income Tax Ordinance, 2001 for the monitoring of withholding taxes for the tax year 2021 demanding amount
of Rs. 67.96 million in respect of alleged non-withholding of payments made on various expenses. The Company is
confidence that above notice will be withdrawn after submission of relevant informaiton.
36.5 The Company computes current tax expense based on the generally accepted interpretation of the tax laws to
ensure that the sufficient provision for the purpose of taxation is available. According to management, the tax
provision made in the financial statements is sufficient.
(Number of shares)
in ’000
(Restated)
Weighted average number of ordinary shares outstanding during the year 49,507 49,507
(Rupees)
(Restated)
Earnings per share - basic and diluted 14.62 16.72
(283,340) (1,166,887)
40 FINANCIAL INSTRUMENTS
- Credit risk
- Liquidity risk
- Market risk
Credit risk of the Company arises principally from the trade debts, loans and advances, trade deposits, bank balances
and other receivables. The carrying amount of financial assets represents the maximum credit exposure. To reduce
the exposure to credit risk the Company has developed a formal approval process whereby credit limits are applied
to its customers. The management continuously monitors the credit exposure towards the customers and makes
provision against those balances considered doubtful of recovery (and also obtains security / advance payments,
wherever considered necessary). Cash is held only with reputable banks with high quality credit worthiness.
40.1.1 The maximum exposure to credit risk at the reporting date by geographic region was as follows:
2023 2022
(Rupees in ‘000)
40.1.2 The maximum exposure to credit risk for trade debts at the reporting date by type of customer is as follows:
2023 2022
(Rupees in ‘000)
40.1.3 As at the year end, the Company's most significant customers included a distributor from whom Rs. 420.87 million was
due (2022: Rs. 362.43 million) and an end-user from whom Rs. 269.49 million was due (2022: Rs. 294.80 million).
40.1.4 Loans, advances and other receivables mentioned above include due from the employees of the Company, while the deposits
are held with utility companies, etc. All the financial assets of the Company are unsecured (except as mentioned in note 8).
Above balances are unsecured. None of the other financial assets are past due or impaired other than those which
have been provided. Movement of provision against trade debts is disclosed in note 11.2.
Based on the past experience, consideration of financial position, past track records and recoveries, the Company
believes that impairment on trade debts past have been appropriately accounted for in these financial statements.
Following are the contractual maturities of undiscounted financial liabilities, including interest payments (based on
the remaining period to maturity): 2023
Contractual cash flows
Carrying Total contractual Six months Six to One to More than
amount cash flows or less twelve months two years two years
(Rupees in '000)
Non-derivative
Financial liabilities
Long-term financing including
mark up thereon 5,826,415 (9,756,166) (517,932) (544,195) (1,415,678) (7,278,361)
Trade and other payables 2,203,062 (2,203,062) (2,203,062) - - -
Lease liabilities 3,805 (4,320) (1,080) (1,080) (2,160) -
Short-term borrowings
including mark up thereon 4,082,166 (4,082,166) (4,082,166) - - -
12,115,448 (16,045,714) (6,804,240) (545,275) (1,417,838) (7,278,361)
2022
Contractual cash flows
Carrying Total contractual Six months Six to One to More than
amount cash flows or less twelve months two years two years
(Rupees in '000)
Non-derivative
Financial liabilities
Long-term financing including
mark up thereon 1,540,590 (1,770,065) (258,312) (214,896) (230,200) (1,066,657)
Trade and other payables 1,813,305 (1,813,305) (1,813,305) - - -
Lease liabilities 12,997 (15,112) (7,372) (1,260) (3,060) (3,420)
Short-term borrowings
including mark up thereon 5,005,055 (5,005,055) (5,005,055) - - -
8,371,947 (8,603,537) (7,084,044) (216,156) (233,260) (1,070,077)
The Company is exposed to currency risk on bank balance and import of raw materials that are denominated in a
foreign currency. The Company’s exposure to foreign currency risk is as follows:
2023
PKR USD EUR GBP CNY
(in '000)
2022
PKR USD EUR GBP CNY
(in '000)
Above exposure is payable by the Company in Rupees at the rate on which these are settled by the Company.
Following are the significant exchange rates applied during the year:
Effect on Statement of
Profit or Loss
2023 2022
(Rupees in ‘000)
As at 30 June
Effect in USD 5,365 6,677
Effect in EUR (4,749) (2,422)
Effect in CNY (3,095) (1,923)
Effect in GBP (22) -
The sensitivity analysis prepared is not necessarily indicative of the effects on profit or loss for the year and assets /
liabilities of the Company.
40.3.2 Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. Majority of the interest rate exposure arises from borrowings from the banks. At
the reporting date the interest rate profile of the Company’s interest-bearing financial instrument was as follows:
The sensitivity analysis prepared is not necessarily indicative of the effects on profit for the year and assets / liabilities
of the Company.
Carrying value
2023 2022
(Rupees in ‘000)
Financial assets
Bank balance 12,610 11,399
Financial liability
Borrowing from banks (6,708,434) (4,132,258)
Net balance exposed to interest rate risk (6,695,824) (4,120,859)
Loan to employees amounting to Rs. 20.16 million (2022: Rs. 10.50 million) as mentioned in note 8 have not been
included in the above table as it is not material. Interest rates on the above borrowings are disclosed in notes 20 and
26. Interest rate on bank balance are disclosed in note 15.1.
40.4 Reconciliation of movements of liabilities to cash flows arising from financing activities
2023
Other Short Long-term Lease Revenue Dividend Total
term financing liabilities reserve
borrowings including
including interest
interest accrued
accrued
(Rupees in '000)
Balance as at July 01, 2022 3,697,327 1,540,590 12,997 2,265,318 30,318 7,546,550
Changes from financing cash flows:
Repayment of long-term loans - (496,624) - - - (496,624)
Proceeds from long-term financing - 4,511,622 - - - 4,511,622
Lease rentals paid - - (8,390) - - (8,390)
Dividend paid - - - - (228,196) (228,196)
Changes in short term borrowings
relating to financing activities (816,641) - - - - (816,641)
Total changes from financing activities (816,641) 4,014,998 (8,390) - (228,196) 2,961,771
Other changes:
Dividend declared - - - - 231,257 231,257
Lease termination and reassessment - - (1,880) - - (1,880)
Amortisation of government grant - (68,886) - - - (68,886)
Finance costs 386,040 668,904 1,078 - - 1,056,022
Finance costs paid (370,139) (329,191) - - - (699,330)
Total loan related other changes 15,901 270,827 (802) - 231,257 517,183
Balance as at June 30, 2023 2,896,587 5,826,415 3,805 2,618,510 33,379 11,378,696
Balance as at July 01, 2021 1,730,425 1,164,911 19,917 1,798,386 25,566 4,739,205
Changes from financing cash flows:
Repayment of long-term loans - (406,502) - - - (406,502)
Proceeds from long-term financing - 766,754 - - - 766,754
Lease rentals paid - - (11,228) - - (11,228)
Dividend paid - - - - (368,817) (368,817)
Changes in short term borrowings
relating to financing activities 1,962,641 - - - - 1,962,641
Total changes from financing activities 1,962,641 360,252 (11,228) - (368,817) 1,942,848
Other changes:
Lease termination and reassessment - - 1,947 - - 1,947
Dividend declared during the year - - - - 373,569 373,569
Amortisation of government grant - (24,526) - - - (24,526)
Finance costs 23,115 107,999 2,361 - - 133,475
Finance costs paid (18,854) (68,046) - - - (86,900)
Total loan related other changes 4,261 15,427 4,308 - 373,569 397,565
The Company manages its capital structure by monitoring return on net assets and makes adjustments to it in the
light of changes in economic conditions. In order to maintain or adjust the capital structure, the Company may adjust
the amount of dividend to the shareholders or issue bonus / new shares.
Underlying the definition of fair value is the presumption that the Company is a going concern without any intention
or requirement to curtail materially the scale of its operations or to undertake a transaction on adverse terms.
The fair value of financial assets and liabilities traded in active markets i.e. listed equity shares are based on the
quoted market prices at the close of trading on the period end date. The quoted market prices used for financial assets
held by the Company is current bid price.
IFRS 13, 'Fair Value Measurements' requires the Company to classify fair value measurements using a fair value
hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has
the following levels:
- Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the
measurement date (level 1).
- Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
or indirectly (level 2).
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including
their levels in the fair value hierarchy.
2023
Carrying amount Fair value
Assets at Fair value Other Level 1 Level 2 Level 3
amortised financial
Cost liabilities
(Rupees in '000)
Financial assets not
measured at fair value
Trade debts 4,146,579 - - - - -
Loan to employees 20,158 - - - - -
Deposits 51,215 - - - - -
Other receivables 359,884 - - - - -
Cash and bank balances 161,341 - - - - -
Financial assets
measured at fair value
Other receivables - - - - - -
Financial liabilities
measured at fair value
Trade and other payable - - - - - -
4,739,177 - 11,475,699 - - -
Financial assets
measured at fair value
Other receivables - 5,680 - - 5,680 -
Financial liabilities
measured at fair value
Trade and other payable - 156 - - 156 -
4,529,752 5,836 8,088,744 - 5,836 -
40.6.1 The Company has not disclosed the fair values of the financial assets and financial liabilities measured at amortised
cost, as these are either short term in nature or repriced, periodically. Therefore, their carrying amounts are reasonable
approximation of their fair values.
- Land and Building June 30, 2022 The valuation model of land and building The fair value are subject to
is based on market approach. In change owing to changes in input.
determining the valuation for land and However, management does not
building the valuer refers to current expect there to be a material
market conditions, structure, coverage sensitivity to the fair value arising
area and numerous independent market from the non-observable inputs.
inquiries from local estate agents /
realtors in the vicinity to establish the
rates per acre of land and rates per
square foot of building / structure to
arrive at the market value. The fair
valuation of land and building are
considered to represent a level 3 valuation
based on significant non-observable
inputs being the location and condition
of the assets.
42 OPERATING SEGMENTS
These financial statements have been prepared on the basis of single reportable segment.
42.1 Revenue from cables & wires represents 98.5% (2022: 98%) of the total revenue of the Company.
42.2 Sales represents local sales of Rs. 20,736.65 million (2022: Rs. 20,701.13 million) and export sales of Rs. 916.30 million
(2022: Rs. 466.53 million).
42.3 All non-current assets of the Company at June 30, 2023 are located in Pakistan. The Company does not have any
customer having sales of 10% or more during the year ended June 30, 2023.
2023 2022
Chief Executive Executives Chief Executive Executives
Executive Director Executive Director
(Rupees in '000)
Managerial remuneration
(including performance bonus) 34,710 22,000 236,706 33,590 26,500 253,259
House rent, utilities and others 14,855 10,537 87,665 12,325 8,139 81,085
Retirement benefits 1,734 - 9,995 1,724 - 8,838
51,299 32,537 334,366 47,639 34,639 343,182
Number of persons 1 1 44 1 1 41
Executive means an employee of a listed Company other than the chief executive and directors whose basic salary
exceeds Rs. 1.2 million in a financial year. The chief executive and certain executives of the Company are provided with
free use of cars. The chief executive and executives are also provided with medical facilities in accordance with their
entitlements.
43.2 In addition to the above, aggregate amount charged in these financial statements in respect of directors' fee to
Non-Executive Directors amounted to Rs. 5.17 million (2022: Directors' fee Rs. 4.43 million).
Details of transactions and balances with related parties, other than those which have been specifically disclosed elsewhere
in these financial statements are as follows:
IIL Construction Solutions Associate Purchase of goods, services and materials 405,379 381,226
(Private) Limited
Network of Organizations Common directorship Corporate social responsibility (CSR) 313 1,000
Working with Persons
with Disabilities,
Pakistan (NOWPDP)
Pakistan Society for Common directorship Purchase of goods, services and materials 464 181
Training and
Development
Workers' Profit Staff benefit plan Net charge in respect of Staff benefit plan 61,887 71,618
Participation Fund Staff benefit plan payable 61,887 71,618
Remuneration of key management personnel of are disclosed in note 43.1 and 43.2.
46 NUMBER OF EMPLOYEES
The total number of employees as at year end were 549 (2022: 503) and average number of employees were 527 (2022: 491).
The total number of factory employees as at year end were 432 (2022: 393) and average number of factory employees were 413
(2022: 381).
SHARE REGISTRAR
CDC Share Registrar Services Limited
CDC House, Main Shahrah-e-Faisal, Karachi.
Tel: 021 111-111-500
Email: [email protected]
Share transfers, dividend payment and all other investor related matters are attended to and processed by the
Company’s Share Registrar.
FINANCIAL CALENDAR
The Company follows the period of July 1 to June 30 as the Financial Year.
For the Financial Year 2023-2024, financial results will be announced as per the following tentative schedule:
1st Quarter ending September 30, 2023 Last week of October 2023
2nd Quarter ending December 31, 2023 Last week of January 2023
3rd Quarter ending March 31, 2024 Last week of April 2024
4th Quarter ending June 30, 2024 Second week of August 2024
LISTING
Ordinary shares of the Company are listed on the Pakistan Stock Exchange.
STOCK CODE
The stock code for trading in ordinary shares of the Company at the Pakistan Stock Exchange is PCAL.
Any shareholder may appoint another shareholder as his/her proxy to attend and vote at the meeting on his/her behalf.
Proxies must be filed with the Company at least 48 hours prior to the meeting.
CDC shareholders or their proxies are requested to bring copies of their Computerized National Identity Card along
with the participants’ ID number and their account number at the meeting in order to facilitate their identification
procedure.
BOOK CLOSURE
Share Transfer Books of the Company will remain closed from September 20, 2023 to September 26, 2023 (both
days inclusive).
DIVIDEND TRANSMISSION
In accordance with the requirements of section 242 of the Companies Act 2017, cash dividends shall only be paid
through electronic mode directly into the bank account designated by the shareholders whose names appear in
the Register of Shareholders on the date of book closure.
The Company is also required to deduct Zakat at source on dividend payments in accordance with prevailing
rates unless appropriate undertakings/declarations are provided.
WEB PRESENCE
Updated information regarding the Company can be accessed at its website www.pakistancables.com. The
website contains the latest financial information of the Company together with the Company’s profile.
Mutual Funds 17
CDC - TRUSTEE AL-AMEEN SHARIAH STOCK FUND 350,901 0.71
CDC - TRUSTEE UBL STOCK ADVANTAGE FUND 260,731 0.53
CDC - TRUSTEE ABL STOCK FUND 133,771 0.27
CDC-TRUSTEE AL-AMEEN ISLAMIC RET. SAV. FUND-EQUITY SUB FUND 108,004 0.22
CDC - TRUSTEE UBL RETIREMENT SAVINGS FUND - EQUITY SUB FUND 81,789 0.17
MCBFSL - TRUSTEE ABL ISLAMIC STOCK FUND 76,472 0.15
DCCL - TRUSTEE AKD ISLAMIC STOCK FUND 39,105 0.08
CDC - TRUSTEE AL-AMEEN ISLAMIC ASSET ALLOCATION FUND 34,103 0.07
CDC - TRUSTEE NIT-EQUITY MARKET OPPORTUNITY FUND 20,176 0.04
CDC - TRUSTEE UBL ASSET ALLOCATION FUND 15,411 0.03
CDC - TRUSTEE NIT ISLAMIC EQUITY FUND 8,303 0.02
CDC - TRUSTEE AWT ISLAMIC STOCK FUND 5,500 0.01
CDC - TRUSTEE AWT STOCK FUND 5,500 0.01
CDC - TRUSTEE AKD OPPORTUNITY FUND 2,651 0.01
CDC - TRUSTEE ABL ISLAMIC PENSION FUND - EQUITY SUB FUND 1,089 0.00
CDC - TRUSTEE AL AMEEN ISLAMIC DEDICATED EQUITY FUND 544 0.00
CDC - TRUSTEE GOLDEN ARROW STOCK FUND 33 0.00
The shareholders inquired whether the While the exports are sequentially The Company penetrated into new
Company offers a competitive growing each year, the market is export markets and enhanced the
advantage with regards to exports. highly competitive. Essentially the global presence by adding 5 new
Company competes on efficiency and countries.
conversion cost. With electricity
prices increasing and inability to get
utilities on stable basis it becomes
difficult to compete with Chinese,
Turkish and Indian manufacturers.
However, the Company does offer
flexibility which sets it apart from
other manufacturers.
The shareholder inquired in relation The focus would primarily be on the The company continues to focus on
to the expansion taking place at the existing products. The expansion introducing new innovative products
Nooriabad factory, whether the would serve to enhance capacity and and has recently introduced products
Company will be introducing new efficiency. such as solar DC cables, fire
products. resistant cables, CAT 6 LAN internet
cables and a new range of switches
and sockets (wiring accessories).
The shareholders inquired how the Higher input costs were successfully None required.
Company managed to get higher passed on to customers. Additionally,
margins despite the raise in there was higher volume as a result
commodity prices. of operational efficiencies.
The shareholders inquired whether There was a partial offset. None required.
the fall in copper prices offset the rise
in US dollar versus the rupee.
1. ORDINARY BUSINESS
i. To confirm the Minutes of the Extraordinary General Meeting held on May 4, 2023.
ii. To receive, consider and adopt the Annual Audited Financial Statements of the Company for the year ended
June 30, 2023 together with the Reports of the Directors and Auditors thereon.
In accordance with Section 223(7) of the Companies Act, 2017 and S.R.O No.389(I)/2023 dated March 21, 2023,
the financial statements of the Company have been uploaded on the Company’s website which can be
downloaded from the following link and QR enabled code:
https://www.pakistancables.com/media/21363/pcl-final-ar-2023.pdf
iii. To appoint Auditors for the ensuing year and to fix their remuneration for the year ending June 30, 2024. The
present auditors, M/s. A. F. Ferguson & Co., Chartered Accountants, have retired and being eligible, have
offered themselves for re-appointment. The Board of Directors recommends, based on the recommendation
of the Board Audit Committee, the appointment of M/s. A. F. Ferguson & Co., Chartered Accountants as
auditors for the ensuing year.
iv. To ratify 1st interim bonus shares issued @ 10% (10 bonus shares for every 100 shares held) and the 2nd
Interim bonus shares issued @ 10% (10 bonus shares for every 100 shares held) for the year ended June 30,
2023 previously announced and issued.
2. SPECIAL BUSINESS
v. To consider, and if thought fit, pass with or without modification, the following resolution as special resolution:
“RESOLVED THAT the authorized share capital of the Company be and is hereby increased from Rs. 500,000,000
(five hundred million) divided into 50,000,000 (fifty million) shares of Rs. 10 each to Rs.1,000,000,000 (one billion)
divided into 100,000,000 (one hundred million) shares of Rs. 10 each.
FURTHER RESOLVED THAT Clause 5 of the Memorandum of Association of the Company be and is hereby
substituted by the following new clause:
5. The capital of the Company is Rs.1,000,000,000 (one billion) divided into 100,000,000 (one hundred million)
shares of Rs. 10 each but is capable of being increased or reduced in accordance with the Company’s
regulations and legislative provisions for the time being in force in that behalf.
FURTHER RESOLVED THAT the Chief Executive Officer and Company Secretary be and are hereby authorized
singly to do all acts, deeds and things, take any or all necessary actions to complete all legal formalities and to
file requisite documents with the Registrar to effectuate and implement the aforesaid resolutions.”
vi. To consider, and if thought fit, to pass with or without modification, the following resolution as a Special
Resolution, to substitute the Article 125 of the Articles of Association of the Company:
RESOLVED THAT pursuant to Section 38 and all other applicable provisions of the Companies Act, 2017, Article
125 of the existing Articles of Association of the Company be and is hereby substituted to read as follows:
125. The Board of Directors may resolve that it is desirable to capitalize any part of the amount for the time
being standing to the credit of any of the Company’s reserve accounts or to the credit of the profit and loss
account or otherwise available for distribution, and accordingly that such sum be set free for distribution
amongst the Members who would be entitled thereto if distributed by way of dividend and in the same
proportions on condition that the same be not paid in cash but be applied either in or towards paying up
any amounts for the time being unpaid on any shares held by such Members respectively or paying up in
full un-issued shares or debentures of the Company to be allotted and distributed, credited as fully paid
up to and amongst such Members in the proportion aforesaid, or partly in one way and partly in the other,
and the Directors shall give effect to such resolution.
FURTHER RESOLVED THAT the Chief Executive Officer and Company Secretary be and are hereby authorized
singly to do all acts, deeds and things, take any or all necessary actions to complete all legal formalities and to
file requisite documents with the Registrar to effectuate and implement the aforesaid resolutions.”
FURTHER RESOLVED THAT the aforesaid alteration in the Articles of Association of the Company shall be subject
to any amendment, modification, addition or deletion as may be required, and such amendment, modification,
addition or deletion shall not require fresh approval of members.
Natasha Mohammad
KARACHI: August 25, 2023 Head of Legal Affairs and Company Secretary
1. Participation in the Annual General Meeting proceeding via the video conference facility:
Shareholders interested in attending the Annual General Meeting (AGM) virtually are requested to ensure
their registration by sending their particulars at the designated email address [email protected]
or through WhatsApp number +92-3008503969 mentioning their name, folio number, email address by the
close of business on 24 September, 2023. The log-in credentials and Zoom link to participate in the AGM
would be provided to the registered shareholders via response email. Pakistan Cables Limited (the “Company”)
intends, and undertakes, to hold its AGM in compliance with all applicable laws while ensuring the safety of
its Shareholders, Employees, Directors and the Public at large and encourages shareholders to participate
virtually to avoid the risks associated with large gatherings.
S. # Company Name Folio Number / Name of the CNIC # Mobile # E-mail Address
CDC Account # Shareholder
Pakistan
Cables Limited
The details of video conferencing facility will be sent to the members at the email address provided by them.
The login facility will be opened at 12:30 hrs on AGM’s day enabling the participants to join the proceedings
after identification and verification process before joining the meeting, which will start at 13:00 hrs. sharp.
2. Book Closure:
The Shares Transfer Books of the Company will remain closed from September 20, 2023 to September 26,
2023 (both days inclusive). No transfers will be accepted for registration during this period. Transfers in good
order, received at the office of the Company’s Share Registrar namely CDC Share Registrar Services Limited,
CDC House, 99-B, Block B, S.M.C.H.S., Main Shahra-e-Faisal, Karachi-74400, by the close of business on
September 19, 2023 will be treated in time for the purpose of attendance of the AGM and as applicable.
3. Proxies:
A Member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote instead of him.
A proxy must be a Member of the Company. An instrument of proxy applicable for the AGM is being provided with
this notice. Proxy forms may also be downloaded from the Company’s Website: www.pakistancables.com.
The instrument appointing the proxy and the Power of Attorney or other Authority under which it is signed, or a
Notarially Certified copy thereof, must be lodged either at the Company’s registered Office i.e. B-21, S.I.T.E., Karachi
or at [email protected] not later than 48 hours before the time of the Meeting.
4. CDC Account Holders will have to follow the guidelines below as laid down in Circular 1 dated January 26,
2000 issued by Securities and Exchange Commission of Pakistan:
(i) In case of individual, the Account holder or Sub-Account holder whose securities and their registration
details are up-loaded as per the CDC Regulations, shall authenticate his/her identity by showing
his/her original Computerized National Identity Card (“CNIC”) or original Passport at the time of
attending the AGM.
(i) In case of individual, the Account holder or Sub-Account holder whose Securities and their registration
details are up-loaded as per the CDC Regulations, shall submit the proxy form as per above requirement.
(ii) The proxy form shall be witnessed by two persons whose names, addresses and CNIC numbers shall
be mentioned on the form.
(iii) Attested copies of CNIC or the passport of the beneficial owners and the proxy shall be furnished
with the proxy form.
(iv) The proxy shall produce his/her original CNIC or original Passport at the time of the AGM.
(v) In case of corporate entity, the Board of Directors’ Resolution / Power of Attorney with specimen
signature and an attested copy of valid CNIC of the person nominated to represent and vote on behalf
of the corporate entity, shall be submitted along with proxy form to the Company.
Accordingly, members of the Company will be allowed to exercise their right to vote through electronic voting
facility or voting by post for the special business in its forthcoming Annual General Meeting to be held on
Tuesday, September 26, 2023 at 13:00 hrs. in accordance with the requirements and subject to the conditions
contained in the aforesaid Regulations.
For the convenience of the Members, ballot paper is annexed to this notice and the same is also available on
the Company’s website at www.pakistancables.com for download.
(ii) The web address, login details, will be communicated to members via email. The security codes will be
communicated to members through SMS from web portal of CDC Share Registrar Services Limited (being
the e-voting service provider).
(iii) Identity of the Members intending to cast vote through e-voting shall be authenticated through electronic
signature or authentication for login.
It would facilitate the shareholders in many ways including safe custody of shares, no loss of shares, avoidance
of formalities required for the issuance of duplicate shares and readily available for sale and purchase in open
market at better rates. The shareholders of Company may contact the Share Registrar and Transfer Agent of the
Company, namely CDC Share Registrar Services Limited, CDC House, 99-B, Block B, S.M.C.H.S., Main
Shahra-e-Faisal, Karachi-74400 for the conversion of physical shares into Book-Entry Form.
A copy of the Memorandum of Association has been kept at the registered office of the Company and may be inspected
during business hours on any working day from the date of publication of this notice till the conclusion of the general meeting.
The Directors are not interested, directly or indirectly, in the above special businesses, other than as Directors and shareholders
of the Company.
AGENDA ITEM 6 - To substitute Article 125 of the Articles of Association of the Company.
The existing provision that necessitates members’ approval in a general meeting for capitalizing reserves should be revised.
Currently, obtaining approval from members for capitalizing reserves is a time-consuming and costly process. To address
this, it is proposed to amend Article 125 of the Company’s Articles of Association. The suggested modification would authorize
the Board of Directors to make decisions regarding the capitalization of reserves.
A copy of the Memorandum and Articles of Association has been kept at the registered office of the Company and may be
inspected during business hours on any working day from the date of publication of this notice till the conclusion of the
general meeting.
The Directors are not interested, directly or indirectly, in the above special businesses, other than as Directors and shareholders
of the Company.
Monday, 5
Please affix
Revenue Stamp
of Rs. 5/-
Signature of Member
In the presence of (signature / name and address of witnesses)
1) _____________________________ _____________________________________
2) _____________________________ _____________________________________
A member entitled to attend and vote at this Meeting is entitled to appoint a proxy to attend and vote instead of
him. Such proxy must be a member of the company.
The instrument appointing a proxy should be signed by the member or by his attorney duly authorised in writing.
If the member is a corporation, its common seal should be affixed to the instrument.
The instrument appointing a proxy, together with the Power of Attorney under which it is signed or a notarially
certified copy thereof, should be deposited at the Registered Office of the Company not less than 48 hours before
the time of holding the meeting.
CDC shareholders or their Proxies should bring their original Computerized National Identity Card or Passport
along with the Participant’s ID number and their Account Number to facilitate their identification.
www.pakistancables.com