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| AKD |
|
| Securities
& Safe Deposit Co. Ltd. |
|
|
| (Formerly
Security Safe Deposit Company Ltd.) |
|
|
| Annual
Report & Accounts |
|
| Year
ending 30th of June, 1996 |
|
|
| AKD
Securities & Safe Deposit Co. Ltd., (Formerly Security Safe Deposit Co.
Ltd.) |
|
| 611
Clifton Centre, Karachi, Pakistan Tel: (92-21)-586-3801 Fax: (92-21)-587-2206 |
|
|
| CONTENTS |
|
| Company
Information |
|
1 |
|
| Notice
of Meeting |
|
2 |
|
| Chairman'
s Review |
|
3 |
|
| Directors'
Report |
|
5 |
|
| Auditors'
Report |
|
6 |
|
| Balance
Sheet |
|
7 |
|
| Profit & Loss Account |
|
8 |
|
| Cash
Flow Statement |
|
9 |
|
| Notes
to the Accounts |
|
10 |
|
| Pattern
of Shareholding |
|
16 |
|
|
|
|
| COMPANY
INFORMATION |
|
|
| Board
of Directors |
|
| Mr.
Aqeel A. Karim Dhedhi |
|
| (Chairman) |
|
| Mr.
Munir Muhammad Ladha |
|
| (Chief
Executive) |
|
| Mr.
Wusooq Khaleeli |
|
| Mr.
Khalid Nazir |
|
| Mr.
Iqbal A. Karim |
|
| Mr.
Mian Nazir Ahmed |
|
| Mr.
Haji A. Karim Haji Abdul Rehman Dhedhi |
|
|
| Company
Secretary |
|
| Mr.
Kirpal Dass |
|
|
| Auditors |
|
| Hyder
Bhimji & Co. |
|
| Chartered
Accountants |
|
|
| Bankers |
|
| Allied
Bank of Pakistan |
|
| Muslim
Commercial Bank Ltd. |
|
| Prime
Commercial Bank Ltd. |
|
| Rupali
Bank Ltd. |
|
| United
Bank Ltd. |
|
|
| Legal
Advisors |
|
| Chaudhary
Iftikhar Ahmed |
|
|
| Registered
Office |
|
| 611
Clifton Centre, Karachi-75600 |
|
| Tel:
(92-21) 5863801 ( 10 lines) |
|
| Fax:
(92-21) 5872206 |
|
|
| NOTICE
OF ANNUAL GENERAL MEETING |
|
| Notice
is hereby given that the Sixty First Annual General Meeting of the
shareholders of |
|
| the
Company will be held at the registered office of the Company at 611 Clifton
Centre, |
|
| Clifton
Karachi, on Saturday 28th December, 1996 at 11:30 a.m. to transact the
following |
|
| business: |
|
|
| 1.
To confirm the minutes of the Extra Ordinary General Meeting held on 29th
June, |
|
| 1996. |
|
| 2.
To receive and adopt the annual accounts for the year ended 30th June, 1996
together |
|
| with the Directors' and Auditors' report
thereon. |
|
| 3.
To approve payment of cash dividend of Rs 1.00 per share (@ 10%) as
recommended |
|
| by the board of directors. |
|
| 4.
To appoint auditors and to fix their remuneration. |
|
| 5.
To transact any other business with the permission of the chair. |
|
|
| By
order of the Board |
|
| Chief
Executive |
|
|
| Place:
Karachi |
|
| Dated:
16th November, 1996. |
|
|
|
| NOTES: |
|
| 1.
The Share Transfer Books of the Company will remain closed from 10-12-1996 to |
|
| 28-12-1996 (both days inclusive). |
|
| 2.
A member entitled to attend and vote at this meeting may appoint a proxy. A
proxy |
|
| must be received at the Registered Office
of the Company duly stamped, signed and |
|
| witnessed not later than 48 hours before
the meeting. |
|
| 3.
Members are requested to notify the Company of any change in their addresses. |
|
|
| CHAIRMAN'S
REVIEW |
|
|
|
| In
1936 a group of local businessmen based in Newnaham Road, Bombay Bazaar, got
together to |
|
| form
Hindustan Safe Deposit Company Limited. They purchased a plot on Mcleod Road |
|
| (which
now houses Habib Credit & Exchange Bank) and constructed a building for
housing safe |
|
| deposit
vaults. The first investments of the Company were in Tata Iron and Steel and
India Iron |
|
| and
Steel arbitrage. In 1950, the name of the Company was changed from
"Hindustan Safe |
|
| Deposit
Co. Ltd." to "Security Safe Deposit Co. Ltd.". |
|
|
| In
1964 Mr. Rafique Saigol, Mr. Shafique Saigol and Mr. Agha Hasan Abedi were
inducted on |
|
| the
Board of Directors and thus the management of the Company changed hands. In
1974 net |
|
| profit
of the Company dwindled due to a slump in the Stock Exchange, since the
majority of |
|
| lockerholders
were stockbrokers. In 1980 a resolution was approved to sell the property of
the |
|
| Company
on I.I.Chundrigar Road for Rs 2.5m to BCCI. At the time the building was sold
1,238 |
|
| out
of 4,336 lockers, were still occupied. |
|
|
| Mr.
Nazir Ahmad Jajvi, a nominee of SLIC in an AGM held on 30th August, 1981,
enquired |
|
| about
the justification of investment of Rs 1,962,984 in the shares of Mohib
Textile Mills |
|
| Limited.
Mr. Rafique Saigol explained that "although Mohib Textiles had
accumulated loss of Rs |
|
| 20.8m
upto 30th Sept., 1979, it had a lot of profit potential". Some minority
shareholders present |
|
| in
the meeting however expressed their views that the transaction regarding the
purchase of these |
|
| shares
should be reversed. In July 1985 at the 50th AGM the Chairman regretted that
the |
|
| dividend
could not be declared due to losses and that the Directors had not identified
any new |
|
| business
for the Company. |
|
|
| On
6th June, 1995 the Management of the Company was passed on to AKD group. At
the time of |
|
| the
take-over the Company had a negative networth of Rs 510,189. I am pleased to
report to the |
|
| shareholders
that by the grace of Almighty Allah today your company's networth is Rs |
|
| 1,592,776,
net asset value per share of Rs 10.72 rising from a negative net worth of Rs
3.43, an |
|
| increase
of Rs 14.15. |
|
|
| It
was decided by your Board of Directors to establish the Company's presence in
the Lockers |
|
| and
the Custody business. To achieve this goal a modest investment was made in
Lockers, while |
|
| the
Company is being built up business arrangements have also been made with
commercial |
|
| banks
in the vicinity to avail their locker facilities for our Custody department.
During the year |
|
| Mr.
Shakil Ahmad Khan joined us as Head of Custody Operations. Mr. Khan brings
with him |
|
| rich
and extensive experience in the Custody and related areas. Prior to joining
us he was Head |
|
| of
Global Custody at Citibank. I am happy to report that the Custody business
has started |
|
| yielding
results. |
|
|
| Your
directors had applied to CLA for amendment in objects of the Memorandum of
the |
|
| Company.
The permission for change in the Objects clause was received on 5th June
1996. The |
|
| name
of the Company was changed on 13th August 1996 from Security Safe Deposit Co.
Ltd., to |
|
| AKD
Securities and Safe Deposit Co. Ltd. Under the new objects the Company can
enter the |
|
| share
brokerage business. The Board had announced a 46:1 rights issue last year
pending |
|
| approval
from the CLA. However, as the permission from CLA for change in the Objects
was |
|
| only
received towards the end of the financial year and at a time when the Stock
Exchange was |
|
| in
a deep recession, it was decided to delay the book closure. |
|
|
| Our
focus for the next year is very much on value-facturing through introduction
of new |
|
| products.
We hope to achieve even better results in the future. I thank the Company's |
|
| Management,
Executives, and Staff for their efforts and valuable contributions to the
affairs of |
|
| the
Company. |
|
|
| Aqeel
A. Karim Dhedhi |
|
| Chairman |
|
|
| DIRECTORS
REPORT |
|
| Your
Directors are pleased to place before you the annual report for the year
ended 30th June, |
|
| 1996.
The financial results are as follows: |
|
|
| Profit
for the year before Taxation |
|
Rs. 3,046,514 |
|
|
| Provision
for taxation |
|
Rs. 497,860 |
|
|
------------- |
|
| Net
Profit after Taxation |
|
Rs. 2,548,654 |
|
|
| Unappropriated
(Loss) brought forward |
|
Rs. (1,998,632) |
|
| Profit
available for Appropriation |
|
Rs. 550,022 |
|
|
| Appropriation |
|
| Interim
Dividend |
|
Rs. 297,126 |
|
|
| Final
Dividend |
|
Rs. 148,563 |
|
|
|
Rs. 445,689 |
|
|
------------- |
|
| Unappropriated
Profit Carried Forward |
|
Rs. 104,333 |
|
|
| Earnings
per share |
|
Rs. 17.15 |
|
|
| Auditors: |
|
| The
present auditors M/s. Hyder Bhimji & Co., Chartered Accountants, retired
and being eligible |
|
| offer
themselves for re-appointment. |
|
|
| Chairman's
Review: |
|
| The
Directors of the Company endorse the contents of the Chairman Review dealing
with the |
|
| activities
of the Company during the year. |
|
|
| Pattern
of Shareholding: |
|
| A
statement showing the pattern of holding of shares as at 30th June, 1996 is
attached. |
|
|
| On
behalf of the Board of Directors |
|
|
| MUNIR
M. LADHA |
|
| Chief
Executive |
|
| Karachi:
30thNovember, 1996 |
|
|
| HYDER
BHIMJI & CO. |
|
| CHARTERED
ACCOUNTANTS |
|
|
| Member
of |
|
| KRESTON
INTERNATIONAL |
|
| with
affiliated offices world wide |
|
|
|
| KARACHI:
Standard Insurance House, |
|
| I.I.
Chundrigar Road, |
|
| Phones:
2417585-86-87 |
|
| Cable:
"TAXCONSULT" |
|
| Fax
No.: 92-21-2423954 |
|
|
| LAHORE:
Amin Building, 65 The Mall. |
|
| Phones: 7352661, 7353392. 7321043 |
|
| Fax No.: 92-42-7122378 |
|
|
| Ref.
No.: |
|
|
| KARACHI: |
|
|
| AUDITORS'
REPORT TO THE MEMBERS |
|
| We
have audited the annexed Balance Sheet of A.K.D. SECURITIES & SAFE
DEPOSIT CO. LIMITED |
|
| (FORMERLY
SECURITY SAFE DEPOSIT COMPANY LIMITED) as at June 30, 1996 and the related |
|
| Profit
and Loss Account and Cash Flow Statement 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 and after due
verification thereof, we |
| report
that: |
|
|
| a)
in our opinion, proper books of accounts have been kept by the Company as
required by the |
|
| Companies
Ordinance, 1984; |
|
|
| b)
in our opinion: |
|
|
| I.
The Balance Sheet and Profit and Loss Account together with the Notes thereon
have |
|
| been
drawn up in conformity with the Companies Ordinance, 1984 and are in
agreement |
|
| with
the books of account and are further in accordance with the accounting
policies |
|
| consistently
applied; |
|
|
| ii.
The expenditure incurred during the year was for the purpose of Company's
business; |
|
| and |
|
|
| iii.
The business conducted, investments made and expenditure incurred during the
year |
|
| were
in accordance with the objects of the company; |
|
|
| c)
in our opinion and to the best of our information and according to the
explanations given to us |
|
| the
Balance Sheet, Profit and Loss Account and the Cash Flow Statement together
with the Notes |
|
| forming
part thereof give the information required by the Companies Ordinance, 1984
in the |
|
| manner
so required and respectively give a true and fair view of the state of the
company's affair |
|
| as
at June 30, 1996 and of the Profit and Cash Flow for the year then ended; and |
|
|
| d)
in our opinion Zakat deductible at source under the Zakat and Ushr Ordinance,
1980 was deducted |
|
| by
the Company and deposited in the Central Zakat Fund established under section
7 of that |
|
| Ordinance. |
|
|
| KARACHI:
the 16th November 1996. |
|
| Chartered
Accountants |
|
|
| AKD
SECURITIES AND SAFE DEPOSIT COMPANY LIMITED |
|
| (Formerly
Security Safe Deposit Company Limited) |
|
|
| BALANCE
SHEET AS AT 30TH JUNE, 1996 |
|
|
Note |
30-6-1996 |
30-6-1995 |
|
|
RUPEES |
RUPEES |
|
| CAPITAL
& RESERVES |
|
| Share
Capital: |
|
| Authorised
10,000,000 |
|
| (1995:150,000)
shares of |
|
| Rs
10/- each |
|
100,000,000 |
1,500,000 |
|
|
=========== |
=========== |
|
| Issued,
Subscribed & Paid-up |
|
| Capital |
|
3 |
1,488,443 |
1,488,443 |
|
| Unappropriated
Profit(Loss) |
|
104,333 |
(1,998,632) |
|
|
----------- |
----------- |
|
|
1,592,776 |
(510,189) |
|
|
| CURRENT
LIABILITIES |
|
| Accrued
Liabilities |
|
4 |
909,146 |
468,835 |
|
| Deposit-Key
Deposit Lockers |
|
362,901 |
36,290 |
|
| Provision
for Taxation |
|
4,981,941 |
334 |
|
| Unclaimed
Dividend |
|
57,238 |
57,238 |
|
| Proposed
Dividend |
|
1,485,631 |
- |
|
|
----------- |
----------- |
|
|
1,649,431 |
562,697 |
|
| Contingencies |
|
5 |
- |
- |
|
|
----------- |
----------- |
|
|
3,242,207 |
52,508 |
|
|
=========== |
=========== |
|
|
|
|
| TANGIBLE
FIXED ASSETS |
|
| Operating
Fixed Assets |
|
6 |
479,930 |
- |
|
| SECURITY
DEPOSITS |
|
519,213 |
300 |
|
|
| CURRENT
ASSETS |
|
| Trade
Debtors |
|
7 |
300,000 |
- |
|
| Advances
& Prepayments |
|
8 |
177,874 |
- |
|
| Short
Term Investments |
|
9 |
1,351,246 |
48,142 |
|
| Advance
Income Tax |
|
38,887 |
- |
|
| Cash
& Bank Balances |
|
10 |
375,057 |
4,066 |
|
|
----------- |
----------- |
|
|
2,243,064 |
52,208 |
|
|
|
----------- |
----------- |
|
|
3,242,207 |
52,508 |
|
|
=========== |
=========== |
|
|
| The
annexed notes form integral part of these accounts |
|
|
| PROFIT
& LOSS ACCOUNT FOR THE |
|
| YEAR
ENDED 30TH JUNE, 1996 |
|
|
|
Note |
30-6-1996 |
30-6-1995 |
|
|
|
Rupees |
Rupees |
|
|
| Operating
Revenue |
|
11 |
11,694,160 |
368 |
|
| Capital
Gain on Investment (Net) |
|
12 |
1,637,531 |
- |
|
|
----------- |
----------- |
|
|
13,331,691 |
368 |
|
|
|
|
| Operating
Expenses |
|
13 |
(10,285,177) |
(15,714) |
|
|
----------- |
----------- |
|
| Operating
Profit/(Loss) before taxation |
|
3,046,514 |
(15,346) |
|
|
|
|
|
| Provision
for Taxation - Current |
|
(498,194) |
(18) |
|
|
- Prior |
|
334 |
- |
|
|
----------- |
----------- |
|
|
(497,860) |
(18) |
|
|
|
|
|
----------- |
----------- |
|
| Profit
after tax |
|
2,548,654 |
(15,364) |
|
| Unappropriated
profit/(loss) brought forward |
|
(1,998,632) |
(1,983,268) |
|
|
----------- |
----------- |
|
|
550,022 |
(1,998,632) |
|
|
| Appropriations |
|
| Interim
Dividend @ 20% (1995: nil) |
|
(297,126) |
- |
|
| Proposed
final dividend @ 10% (1995: nil) |
|
(148,563) |
- |
|
|
----------- |
----------- |
|
|
(445,689) |
- |
|
|
|
----------- |
----------- |
|
| Unappropriated
profit/(loss) carried to the |
|
| Balance
Sheet |
|
104,333 |
(1,998,632) |
|
|
=========== |
=========== |
|
|
| Note:
The annexed notes form an integral part of these accounts. |
|
|
| CASH
FLOW STATEMENT |
|
| FOR
THE YEAR ENDED 30TH JUNE 1996 |
|
|
30-6-1996 |
30-6-1995 |
|
|
Rupees |
Rupees |
|
| Cash
from Operating Activities |
|
| Profit/(Loss)
before taxation |
|
3,046,514 |
(15,364) |
|
| Adjustment
for: |
|
|
|
| Depreciation |
|
53,325 |
|
|
|
----------- |
----------- |
|
| Profit/(Loss)
before working capital changes |
|
3,099,839 |
(15,364) |
|
| Changes
in working capital:- |
|
|
|
| (Increase)/Decrease
in current assets: |
|
|
|
|
(300,000) |
- |
|
| Trade
Debtors |
|
|
|
|
| Advances
and prepayments |
|
(177,874) |
- |
|
| Increase/(Decrease)
in current liabilities: |
|
|
|
| Accrued
Liabilities |
|
440,311 |
16,842 |
|
|
----------- |
----------- |
|
|
(37,563) |
16,842 |
|
|
|
|
|
|
----------- |
----------- |
|
| Cash
generated from operations |
|
3,062,276 |
1,478 |
|
|
|
|
| Taxes
paid |
|
(38,887) |
18 |
|
| Long
term deposits |
|
(518,913) |
|
|
|
----------- |
----------- |
|
|
(557,800) |
18 |
|
|
|
|
|
|
----------- |
----------- |
|
| Net
cash generated from operating activities |
|
2,504,476 |
1,496 |
|
|
|
|
| Cash
(outflow)/inflow from Investing Activities |
|
|
|
| Capital
Expenditure |
|
(533,255) |
- |
|
| Investment
Acquired |
|
(1,303,104) |
- |
|
| Net
Cash (outflow) from investing activities |
|
(1,836,359) |
- |
|
|
----------- |
----------- |
|
|
668,117 |
1,496 |
|
| Cash
(outflow)/inflow from Financing Activities |
|
|
|
| Payment
of Dividend |
|
(297,126) |
|
|
|
----------- |
----------- |
|
| Net
increase in cash and cash equivalents |
|
370,991 |
1,496 |
|
| Cash
& cash equivalents at the beginning of the year |
|
4,066 |
2,570 |
|
|
----------- |
----------- |
|
| Cash
& cash equivalents at the end of the year |
|
375,057 |
4,066 |
|
|
=========== |
=========== |
|
|
| NOTES
TO THE ACCOUNTS FOR THE YEAR ENDED 30TH JUNE, 1996. |
|
|
| 1.
THE COMPANY AND ITS BUSINESS: |
|
| The
Company was incorporated as a Public Limited Company in the year 1936 and its |
|
| shares are quoted on the Karachi Stock
Exchange. The Company's principal activity |
|
| was leasing/hiring out of safe deposit
lockers which had ceased but has been revived |
|
| during the current year. The Company has
also been allowed by the CLA to expand |
|
| its object clause allowing it to carry out
the business of stock brokerage. |
|
|
| 2.
ACCOUNTING POLICIES: |
|
| 2.1
Accounting Convention: |
|
| The
accounts of the Company are prepared under the historical cost |
|
| convention. |
|
|
| 2.2
Fixed Assets: |
|
| i. Fixed Assets are stated at cost less
accumulated depreciation. |
|
| ii.
Full year's depreciation is charged on the assets acquired during the year, |
|
| whereas, no depreciation is charged in
the year of disposal. |
|
| iii.
Depreciation is charged on assets by reducing balance method. |
|
| iv. Normal repairs and maintenance are charged
to income as and when |
|
| incurred. |
|
|
| 2.3 Short Term Investment: |
|
| Investment in quoted shares is stated at
cost. |
|
|
| 2.4
Trade Debtors: |
|
| These
are stated net of provision for doubtful debts. Full provisions |
|
| are
made against debts considered doubtful. |
|
|
| 2.5
Revenue Recognition: |
|
| a.
Realised gains on investment. |
|
| Capital gains or losses on sale of
investments are taken to income |
|
| in the period in which they arise. |
|
| b.
Dividend income is recognised at the time of book closure of the |
|
| Company declaring the dividend. |
|
| c.
Brokerage, constancy and advisory fee are recognised as and |
|
| when services are provided. |
|
|
| 2.7
Taxation: |
|
| The
charge for current taxation is based on taxable income, if any, at |
|
| the
current rate of taxation after considering admissible tax credits and |
|
| rebates,
if any. The Company accounts for deferred taxation based on |
|
| material
timing difference using the liability method. |
|
|
|
1996 |
1995 |
|
| 3.
SHARE CAPITAL |
|
Rupees |
Rupees |
|
| Issued,
Subscribed & Paid-up |
|
| 49,521
Ordinary shares of Rs 10/- each |
|
| fully
paid in cash |
|
495,210 |
495,210 |
|
|
| 99,042
Ordinary shares of Rs 10/- each |
|
| issued
as fully paid Bonus shares |
|
990,420 |
990,420 |
|
|
| 479
Ordinary shares of Rs 10/= each |
|
| forfeited |
|
2,813 |
2,813 |
|
|
----------- |
----------- |
|
|
1,488,443 |
1,488,443 |
|
|
=========== |
=========== |
|
|
| 4.
Accrued Liabilities |
|
| Accrued
Liabilities |
|
16,585 |
26,835 |
|
| Accrued
Expenses |
|
405,466 |
2,000 |
|
| Income
Tax on Staff Salaries |
|
12,896 |
- |
|
| Deduction
of Income Tax/Supplier |
|
3,561 |
- |
|
| Zakat
Payable |
|
30,638 |
- |
|
| Kohinoor
Trading Co. (Pvt.) Ltd. |
|
440,000 |
440,000 |
|
|
----------- |
----------- |
|
|
909,146 |
468,835 |
|
|
=========== |
=========== |
|
|
| 5.
Contingencies |
|
| Disputed
Liability in respect of Capital Gain tax not acknowledged by the Co.
estimated at |
|
| Rs.
88,000/- |
|
|
| 6.
Fixed Assets |
|
|
| Particulars |
|
Cost |
|
Depreciation |
|
|
As at |
Additions |
As at |
As at |
For the |
As at |
W.D.V. |
Rate |
|
|
1/7/95 |
|
30/6/1996 |
1/7/95 |
Year |
30/6/1996 |
30/6/1996 |
% |
|
|
| Furniture |
- |
137,305 |
137,305 |
- |
13,730 |
13,730 |
123,575 |
10 |
|
| Office
Equip. |
- |
262,200 |
262,200 |
- |
26,220 |
26,220 |
235,980 |
10 |
|
| Computers |
- |
101,250 |
101,250 |
- |
10,125 |
10,125 |
91,125 |
10 |
|
| Lockers |
|
- |
32,500 |
32,500 |
- |
3,250 |
3,250 |
29,250 |
10 |
|
|
- |
533,255 |
533,255 |
- |
53,325 |
53,325 |
479,930 |
|
|
========= |
========= |
========= |
========= |
========= |
========= |
========= |
========= |
|
|
1996 |
1995 |
|
|
Rupees |
Rupees |
|
|
| 7.
Trade Debtors - Considered good |
|
300,000 |
- |
|
|
|
----------- |
----------- |
|
| Receivable
ag. constancy fee |
|
|
| 8.
Advances, Deposits & Others Receivables |
|
| Staff |
|
3,792 |
- |
