| ASIAN LEASING CORPORATION LTD. |
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| CONTENTS |
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| Company
Information |
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| Notice
of the meeting |
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| Directors'
Report |
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| Key
Financial Data |
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| Pattern
of Shareholding |
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| Statement
of Compliance |
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| Auditors'
Report |
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| Balance Sheet |
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| Profit
and Loss Account |
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| Cash
Flow Statement |
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| Statement
of Changes in Equity |
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| Notes
to the Accounts |
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| COMPANY
INFORMATION |
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| Board
of Directors: |
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| Mr
Muhammad Aslam Khan |
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| Mr.
Muhammad Zafamllah Khan |
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| Dr
Iftikhar All Khan |
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| Mr.
Sardar Hassan Sadiq |
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| Mr.
Manzoor Ahmed |
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Nominee - NIT |
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| Mr.
Hasan Aziz Bilgrami |
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Nominee - NIT |
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| Mr. Karim Hatim |
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Nominee - NBP |
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| Mr.
Shafique Khan |
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Nominee - NBP |
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| Mr.
Rizwan A. Punjwani |
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Nominee - NBP |
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| Mr. Arif Ahmad |
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Chief Executive |
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| Company
Secretary & CFO |
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| Mr. Muhammad Tahir |
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| Bankers
to the Company: |
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| The
Bank of Punjab |
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| Faysal
Bank Limited |
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| Muslim
Commercial Bank Limited |
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| National
Bank of Pakistan |
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| Industrial
Development Bank of Pakistan |
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| Auditors: |
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| Ford, Rhodes. Robson. Morrow |
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| Chartered
Accountants |
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| Legal Advisor: |
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| Mr. Tariq Kama! Qazi |
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| Advocate
High Court / Supreme Court |
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| Registrars
and Share Transfer Office: |
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| Noble Computer Services
(Private) Ltd.- |
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| 14-Banglore Town
Housing Society, Sharae Faisal, |
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| Karachi. |
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| Registered Office |
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| & Head Office; |
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| Happy Home # 10. |
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| 38 - A. Main Guibcrg. Lahore. |
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| Tel: (042)571 7367-9 |
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| Fax;(042)571 7504 |
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| E-mail
: alc:aj.bram.net.pk |
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| Branch Office: |
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| 204
- Clifton Centre. |
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| Khayaban-e-Roomi.
Clifton. |
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| Karachi. |
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| Tel
: (042) 583 5936 , 586 6095 |
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| Fax:
(042)5873573 |
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| NOTICE
OF ANNUAL GENERAL MEETING |
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| Notice
is hereby given that the SIXTEENTH ANNUAL GENERAL MEETING of ASIAN
LEASING |
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| CORPORATION
LIMITED will be held on Thursday 24th October. 2002 at the registered office
of the |
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| company
at Happy Home # 10 , 38 - A. Main Gulberg. Lahore at 11.00 a.m. to transact
the following |
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| business:- |
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| 1 To confirm the minutes of 15th Annual
General Meeting of the Company held on 3P1 January 2002 |
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| 2.
To receive, consider and adopt the Audited Accounts for the year ended June
30. 2002 together |
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| with
the Directors' and Auditors' reports thereon, |
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| 3 To appoint Auditors and fix their
remuneration. The present Auditors Messrs Ford- Rhodes. |
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| Robson-
Morrow. Chartered Accountants, retire and being eligible, offer themselves
for re- |
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| appointment. |
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| 4 To transact anv other business with the
permission of the Chair. |
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| BY
ORDER OF THE BOARD |
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| Lahore |
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MUHAMMAD TAHIR |
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| 30
September. 2002 |
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COMPANY SECRETARY |
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| NOTES: |
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| 1 Tlie Register of Members of tlic
Company will remain closed from 18'11 October. 2002 to 24''' October. |
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| 2002
(bolh days inclusive) and no transfer of shares will be made during llie
period llic register is closed. |
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| 2. A member entitled to attend and vole at
the General Meeting is enlitled to appoint another member as his /' |
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| her
proxy to allend and vote on his / her behalf. |
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| 3 Instrument appointing proxy and the
power of attorney or oilier authority under which it is signed or a |
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| nolariall\
certified copy of the power or authority must be deposited at tlie registered
office ofllic |
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| Company
at leasi 4S liours before the time ofllie meeting. |
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| 4 Shareholders arc requested to notify
any change in address immediately. |
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| DIRECTORS'
REPORT TO THE MEMBERS |
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| The
Board of Directors of Asian Leasing Corporation Limited, feels pleasure in
presenting the 16th |
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| Annual
Report together with Audited Accounts of the company and Auditor's Report
thereon for the |
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| year
ended June 30, 2002. |
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| The
past few years of economic turmoil that developed in South-East Asia affected
manv countries in |
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| the
region including Pakistan, especially the terrorist attack in New York on II*
September 2001 |
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| drastically
changed the geo-political situation of the world economies |
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| Another
factor, which has brought negative economic pressure on the economies of the
region was the |
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| Indian
troops concentration along with Pakistani borders. |
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| Under
the difficult circumstances narrated above, it is a pleasure to inform vou
that the company had |
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| been
able to post an after tax profit ofRs. 118.440/- as compared to last year's
loss of Rs.(33.645,848) |
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| Financial
Results |
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| Following
are the financial results of the Company for the period under review: |
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2002 |
2001 |
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(Rupees) |
(Rupees) |
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| Revenue |
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11,410,875 |
14,312,217 |
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| Expenditure |
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12.602.435 |
40,703,789 |
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| Profit/(Loss) before
tax |
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1191,56 |
26,391,572 |
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| Taxation |
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1,310,000 |
7,254,276 |
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| Profit/(Loss) after
Tax |
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118,44 |
33,645,848 |
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| Transferred to Special
Reserve |
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23,688 |
- |
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| Accumulated loss earned
forward |
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84,058,457 |
84,153,209 |
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| Despite
the economic conditions narrated above. ALC was still able to maintain its
operations and as a |
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| result
Rs.23 million were recovered during the year 2001-2002. However, due to
cancellation of the |
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| Company's
license to operate as a leasing company, new business could not be generated
by the |
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| company.
It affected the Balance Sheet footing which reduced from Rs.134,134,742/-
to |
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| Rs.l
16.667.735/- The company was able to pay off its loan installments of Long
Term Loan and other |
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| financial
obligations in time. |
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| From
the financial highlights given above- it can be observed that there has been
a major change in the |
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| Financial
Charges and Administrative and operating expenses, which have been reduced
b> 43% and |
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| 21%
respectively during the period under review. |
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| FUTUREOLI
LOOK |
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| As
in the past the C ompanv continues its efforts to conform to the requirement
of SECP to raise the |
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| company's
paid-up capital to Rs. 200 million. In tins regard an attempt was made to
merge ALC'L's |
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| operations
\with another leasing company. Unfortunate^ it did not fall through due to
certain reasons. |
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| However.
the company has signed a M.O.U. with one of the leading Investment Banks to
merge its |
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| operations.
Currenth its due diligence is in process. |
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| The
management believes that the merger \vitli linestment Bank will be of greater
advantage and |
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| benefit
to the shareholders in the long run. |
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| CODE OF CORPORATE Ci0\ERNANCE |
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| Earning
Per Share |
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| The
earning per share for the period under review is Rs. 0.01 as compared to Rs
(3.22) in vear 2001. |
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| Summary
of key Operating and I manual data of last six years |
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| A
summarv ofkev operating and financial results for the last six vears is
annexed to this report. |
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| Outstanding
Statutory Payments |
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| There
are no outstanding statutory payments on account of taxes- duties, levies and
charges except of a |
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| normal
and routine nature |
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| Significant
Plans and Decisions |
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| The
company is making all out efforts to meet the capital adequacy requirement of
Rs 200 million and |
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| to
merge its operations with some sound Financial Institution so that the
shareholders could be benefited |
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| in the long run. |
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| Provident Fund |
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| The
company lias an established Provident Fund. The trustees of the Fund are
managing the funds |
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| axailable
in this account which amounts to Rs. 1.777.371/- as on June 30. 2002. |
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| Meetings
of the Board of Directors |
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| Three
meetings of the Board of Directors of the Company were held in the period
under review i.e. on |
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| 7
January 2002. 27 February 2002 and 16 March 2002". |
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| Following
is the attendance of the directors: |
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| Names
of Directors
No. of Meetings attended |
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| Mr. M Aslam Khan |
2 |
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| Mr M. Zafarullah Khan |
3 |
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| Dr Iftikhar A Khan |
3 |
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| Sardar
Hassan Sadiq |
- |
* |
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| Mr.
Manzoor Ahmed Khan |
3 |
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| Mr.
Hasan Aziz Bilgrami |
1 |
** |
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| Mr. Karim Hatim |
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3 |
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| Mr
Rizwan A. Punjwani |
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| Mr.
Shafique Khan |
2 |
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| * Appointed on the Board of Directors of
Asian Leasing Corporation on 30-06-2002. |
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| ** Co-Opted on the Board of A.L.C.L. as
Nominee NIT. on 16th March. 2002 in place |
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| of
Mr. Syed Haroon Rashid |
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| Corporate
Review |
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| During
the period under review, a Committee of the executive staff has been formed
to frame policies in |
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| compliance
of the Code of Corporate Governance and revamp the Company's operations |
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| Statement
in compliance of the Code of Corporate Governance |
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| The
directors state that: |
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| a.
The financial statements prepared by the management present a true and fair
state of the affairs |
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| of the company. |
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| b. Proper books
of accounts have been maintained. |
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| c Appropriate accounting policies have been
consistently applied in preparation of the financial |
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| statements
and accounting estimates are based on reasonable and prudent judgment |
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| d.
International Accounting Standards, as applicable in Pakistan, have been
followed in the |
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| preparation
of the financial statements and any departure there from has been adequately |
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| disclosed. |
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| e.
The system of internal control is reasonably sound and has been effectively
implemented and |
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| monitored. |
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| f.
With reference to last paragraph of Auditor's report, we don't foresee any
doubt regarding the |
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| company's
ability to continue as going concern, as the SECP has cancelled the license
to |
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| operate as a leasing company
only. |
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| g.
There has been no material departure from the best practices of corporate
governance, as |
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| detailed
in the listing regulations. |
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| Audit
Committee |
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| The
Board of Directors in compliance to the Code of Corporate Governance has
established an Audit |
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| Committee
and it comprises of the following members: |
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| 1 Mr M Aslam Khan |
(Director) |
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| 2
Mr M Zafarullah Khan |
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| 3.
Mr. Sardar Hassan Sadiq |
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| Pattern
ofSli;ireholding |
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| The
statement of pattern of shareholding as at June 30. 2002 is annexed to this
report. |
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| Auditors |
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| The
present auditors. Messers Ford. Rhodes. Robson, Morrow- Chartered Accountants
retire and being |
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| eligible
to offer themselves for re-appointment for the year 2002-2003. |
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| Acknowledgement |
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| The
Directors \vould like to express their gratitude to the authorities of State
Bank of Pakistan and |
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| Securities
and Exchange Commission of Pakistan for their continued support and
encouragement. We |
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| would
also like to thank our valuable clients- financial institutions and
shareholders for their continued |
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| support
and cooperation Appreciation is also placed on record for the dedicated hard
work put in bv the |
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| staff
of the Corporation. |
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| ON
BEHALF OF THE BOARD |
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| Lahore : 30
September. 2002 |
ARIF AHMAD |
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|
CHIEF EXECUTIVE |
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| KEY
FINANCIAL AND OPERATING DATA |
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| (Rupees
in thousands) |
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2002 |
2001 |
2000 |
1999 |
1998 |
1997 |
1996 |
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| Total Assets |
|
116.667 |
134,135 |
177.094 |
216,152 |
329,792 |
432,541 |
539,615 |
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| Net
Investment in Leasing |
127,397 |
146,503 |
152,802 |
169.885 |
265,823 |
373,031 |
461 923 |
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| Gross
Lease Receivable |
173,167 |
198,410 |
203.373 |
210,830 |
321.721 |
455,119 |
578,883 |
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| Current Assets |
|
74,215 |
54,312 |
58,601 |
108,640 |
170627 |
205,763 |
253,580 |
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| Current
Liabilities |
39,107 |
43,669 |
49,998 |
92,986 |
138,083 |
148,638 |
165,059 |
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| Shareholders'
Equity |
58,951 |
58,832 |
92,478 |
75,796 |
82,118 |
135,216 |
142.985 |
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| Paid up Capital |
|
104,544 |
104,544 |
104,544 |
104.544 |
104,544 |
104.544 |
104.544 |
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| Total Debt |
|
6,634 |
16,543 |
25,000 |
49,518 |
122,266 |
172,325 |
262.176 |
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| Total Revenue |
|
11,411 |
14,312 |
17,256 |
29,751 |
57,508 |
81,610 |
90,467 |
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| Profit
/ (Loss) after Tax |
118 |
33,646 |
16,682 |
6.322 |
53,099 |
7,769 |
10,162 |
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| Earning
per share - Rs. |
0.01 |
-3.22 |
1.6 |
-0.6 |
-5.08 |
-0.74 |
-0.97 |
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| PATTERN
OF SHAREHOLDINGS AS AT JUNE 30, 2002 |
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| Number Of |
Shareholdings |
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| Shareholders |
From |
TO |
Total Shares Held |
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| 318 |
1 |
100 |
15,025 |
|
| 367 |
101 |
500 |
90,492 |
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| 153 |
501 |
1,000 |
110,416 |
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| 319 |
1,001 |
5,000 |
628,521 |
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| 37 |
5,001 |
10,000 |
251,089 |
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| 4 |
10,001 |
15,000 |
45,113 |
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| 4 |
15,001 |
20,000 |
72,288 |
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| 3 |
20,001 |
25,000 |
64,852 |
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| 2 |
25,001 |
30,000 |
55,580 |
|
| 1 |
40,001 |
45,000 |
41,817 |
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| 1 |
50,001 |
55,000 |
50,272 |
|
| 1 |
65,001 |
70,000 |
66,245 |
|
| 1 |
75,001 |
80,000 |
77,900 |
|
| 1 |
90,001 |
95,000 |
93,000 |
|
| 1 |
100,001 |
105,000 |
104,544 |
|
| 1 |
250,001 |
255,000 |
250,884 |
|
| 2 |
260,001 |
265,000 |
522,720 |
|
| 2 |
520,001 |
525,000 |
1,045,440 |
|
| 1 |
525,001 |
530,000 |
527,720 |
|
| 1 |
565,001 |
570,000 |
569.329 |
|
| 1 |
740,001 |
745,000 |
743,700 |
|
| 1 |
2,160,001 |
2,165,000 |
2,163,853 |
|
| 1 |
2,860,001 |
2,865,000 |
2,863,600 |
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| 1,223 |
|
10,454,400 |
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| |
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| CATEGORIES
OF SHAREHOLDERS AS AT JUNE 30, 2002 |
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| |
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| Categories of
Shareholders |
Number of |
Shares Held |
Percentage |
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| |
|
shareholders |
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(%) |
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| |
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| INDIVIDUALS |
|
1,199 |
3,461,807 |
33.113 |
|
| INVESTMENT
COMPANIES |
4 |
253,649 |
2.426 |
|
| INSURANCE
COMPANIES |
2 |
611,146 |
5.846 |
|
| JOINT
STOCK COMPANIES |
7 |
885,954 |
8,474 |
|
| FINANCIAL
INSTITUTIONS |
4 |
5,034,053 |
48.152 |
|
| MODARBAS |
|
4 |
91,922 |
0.879 |
|
| FOREIGN
INVESTORS |
0 |
0 |
0 |
|
| CO-OPERATIVE
SOCIETIES |
2 |
112,733 |
1.078 |
|
| CHARITABLE
TRUSTS |
1 |
3,136 |
0.03 |
|
| OTHERS |
|
0 |
0 |
0 |
|
| TOTAL |
|
1,223 |
10,454,400 |
100 |
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| |
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| |
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| AUDITORS'
REPORT TO THE MEMBERS |
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| |
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| We
have audited the annexed balance sheet of Asian Leasing Corporation Limited
as at June 30, 2002 and |
|
| the
related profit and loss account, cash flow statement and statement of changes
in equity together with the |
|
| notes
forming part thereof, for the year then ended and we state that we have
obtained all the information and |
|
| explanations
which, to the best of our knowledge and belief, were necessary for the
purposes of our audit. |
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| |
<