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| Network
Leasing Corporation Limited |
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| Annual Reports
2003 |
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| CONTENTS |
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| Company
Information |
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| Vision /
Mission Statement |
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| Directors' Report |
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| Key Financial
and Operational Data |
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| Statement of
Compliance with the Code of Corporate Governance |
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| Notice of the
Annual General Meeting |
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| Auditors'
Report on compliance of the Code of Corporate Governance |
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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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| Pattern of
Shareholding |
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| Disclosure to
Pattern of Shareholding |
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| Consolidated
Account of Network Leasing Corporation Ltd. and its Subsidiary |
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| Auditors' Report |
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| Balance Sheet |
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| Profit &
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. Mohammed
Elias |
Mr. Abdul Qayyum Bux |
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| Ms. Musaret
Siddiqi |
Mr. Yusuf A. Sattar |
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| Mr. Hanif A.
Sattar |
Mr. Asif Siddiqi |
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| Mr. Mohammad
All |
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| Company
Secretary |
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| Mr. M. Nadeem
Ahmed |
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| Audit
Committee |
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| Mr. Hanif A.
Sattar |
Chairman |
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| Mr. Mohammed
Elias |
Member |
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| Mr. Abdul
Qayyum Bux |
Member |
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| Registered
& Head Office |
301-302, Gul Tower, |
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I.I. Chundrigar Road, Karachi-74000, Pakistan. |
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| Telephone |
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(92-21) 242-4616, 242-4655 |
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| Telefax |
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(92-21) 242-5366, 244-3547 |
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| e-mail |
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mtcleas@nlcl.net |
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| Web |
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http//www.nlcl.net |
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| Lahore Office |
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67-A/2, Gulberg III, Lahore. |
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| Telephone |
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(042) 575-0429, 575-9758 |
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| Telefax |
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(042)571-1919 |
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| Peshawar Office |
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2nd Floor, Fawad Plaza, |
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University Road, Peshawar. |
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| Telephone |
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(091)570-3470 |
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| Telefax |
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(091)570-3470 |
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| Lenders and
Bankers |
The World Bank |
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The Asian Development Bank |
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Swis agency for Development and cooperation |
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United Bank Limited |
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ABN-Amro Bank |
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Muslim Commercial Bank |
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Oman International Bank |
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Habib Bank Limited |
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Allied Bank of Pakistan Limited |
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Pakistan Poverty Alleviation Fund |
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Deutsche Bank Microcredit Development Fund |
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| Auditors |
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Muniff Ziauddin & Co., Chartered
Accountants |
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Member LA. International |
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| Legal Advisors |
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Mehrab Gul, Advocates |
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| Share Transfer
Office |
C&K Management Associates (Pvt.) Ltd. |
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404, Trade Tower, Abdullah Haroon Road,
Karachi. |
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| VISION /
MISSION STATEMENT |
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| OF NETWORK
LEASING CORPORATION LIMITED |
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| To endeavor to
establish itself as an jnstitution that caters to the |
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| financial and
development needs of micro and small enterprise (MSB). |
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| To endeavor to
create an environment in the country's financial sector, |
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| whereby MSEs
are seen as an opportunity rather than an unacceptable |
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| risk, thereby
discharging its duty as a responsible corporate citizen. |
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| To ensure that
the interests of the shareholders and all other stakeholders |
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| are safeguarded. |
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| DIRECTORS'
REPORT |
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| Your directors
have pleasure in presenting to the shareholders the results and the Annual
Report |
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| for the year
ended June 30, 2003. |
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| Financials |
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| The operating
profit for the year ended June 30, 2003 was Rs. 22,274,140 while the profit
after |
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| tax for the
year was Rs.21,245,683. The after tax profit for the year ended June 30, 2002
was Rs. |
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| 11,482,500.00 |
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| With regard to
the company's profitability, yours directors are confident that with the
expected |
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| stabilization
of the economic conditions and decline in financial cost, the profitability
of your company |
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| will improve
further during the financial year ending June,2004. |
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| The profit is
proposed to be appiopriated as under: |
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June |
June |
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2003 |
2002 |
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| Operating
profit |
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22,274,140 |
10,826,212 |
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| Taxation |
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-1,028,457 |
656,288 |
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| Profit after
tax |
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21,245,683 |
11,482,500 |
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| Unappropriated
profit brought forward |
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18,834,856 |
9,648,856 |
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| Profit
available for appropriation |
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40,080,539 |
21,131,356 |
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| Appropriation: |
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| Transfer to
statutory reserve |
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4,249,137 |
2,296,500 |
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| Proposed
dividend @ 10% per share (2002: Nil) |
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17,500,000 |
- |
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-21,749,137 |
-2,296,500 |
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| unappropriated
proilt carried rorwara |
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18,331,402 |
18,834,356 |
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| Earning per
share - basic and diluted |
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1.21 |
1.14 |
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| Dividend |
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| The Board of
Directors have recommended a 10% cash dividend for the year ended 30th June |
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| 2003 |
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| Dr. Mahfooz AN
and Mr. Abid Aziz retired in July 2003 and Mr. Mohammad AN was elected for a |
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| period of 3
years from 1st August 2003. The Board welcomes Mr. Mohammad AN and wishes to |
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| put on record
the services rendered by Dr. Mahfooz AN and Mr. Abid Aziz. |
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| Operational
Review |
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| Overview |
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| On 30th June
2003, the company completed its 8th year of full operations. Despite
competition |
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| from other
financial institutions, with everyone's suppprt and understanding, the
company has |
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| managed to
make steady progress. The business during the period under review was better
than |
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| previous year.
We hope to expand outreach further during the current year. |
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| Leasing
Operations |
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| Jn accordance
with our mission, teasing to small and micro enterprises has been progressing |
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| reasonably
well on a nationwide basis. |
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| Health and
education have been the two key areas which not only effect the present but
coming |
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| generations as
well. Consequently, considerable efforts are directed towards these sectors
in all |
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| Jow income
areas. Women and children are the main beneficiaries in these sectors. Our
endeavor |
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| during the
period has been to reach the women at the grass root level. We have succeeded
to a |
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| certain extent
by extending our outreach to the main cities and surrounding villages, but
this process |
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| will take time
since we accord high priority to the clients' income generating capabilities
in order |
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| to maintain
our recovery rate. |
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| Geographical
Coverage |
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| During the
period under review, regular visits were made by our senior executives as
well as the |
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| program
officers to the villages and semi-urban areas in Sindh, Punjab and NWFP. |
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| Support and
Training to MSEs |
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| Assisting the
client in preparing the financial statements remain standardized. |
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| Our staff
prepare the client's financial statements for the last 3 years, with the help
of the information |
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| and figures
provided by the clients. This procedure is followed in each and every case
where the |
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| clients cannot
prepare the statements themselves. In case where the clients have a little
knowledge |
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| but have not
prepared the accounts, our staff help them to prepare the statements. |
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| Recoveries |
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| The rental
recovery continues to be satisfactory. The overdue rental position was 4.35%
of the total |
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| portfolio. |
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| Most of the
over dues are with prior arrangement, and are recoverable eventually. There
were |
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| some willful
default cases. These lessees have been taken to the banking court. We are
reasonably |
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| hopeful that
in the end the amounts will be recovered. In other cases the assets were
repossessed. |
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| Resource
Mobilization |
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| During the
year we mobilized Rs. 340 million from various financial institutions. |
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| Other
Developments |
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| The second
issue of TFC's of Rs. 300 million is under process. Due to decline in the
mark-up rates, |
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| the advisors
and arrangers are revising the rates downwards and are finalizing the
arrangements |
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| with the
investors. The issue is likely to be completed by end October 2003. |
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| Through the
Microfinance Institutions Ordinance 2001, the government has allowed the
private |
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| sector to
establish Microfinance Banks. In view of your company's pioneering the role
in the |
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| development of
microfinance in country, the company has applied to the State Bank of
Pakistan |
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| for a licence
to establish Network Microfinance Bank. |
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| The
acquisition of Technology Ventures (Private) Limited, the management company
of First Mehran |
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| Modaraba was
completed in December 2002. |
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| Corporate
Governance |
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| As required
under the Code of Corporate Governance, the Board of Director states that: |
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| The Financial
Statements prepared by the management of the Company present fairly the state |
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| of affairs of
the company, the results of its operations, cash flow statement and statement
of changes |
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| in equity. |
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| Proper books
of accounts of the company havefceen maintained. |
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| Accounting
policies as stated in the notes to the accounts have been consistently
applied in |
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| preparation of
financial statements and accounting estimates are based on reasonable &
prudent |
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| Judgement. |
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| International
Accounting Standards, as applicable in Pakistan have been followed in
preparation |
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| of the
financial statements. |
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| The system of
Internal Control is sound in design and has been effectively implemented and |
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| monitored. |
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| There is no
doubt about the Company's ability to continue as a going concern. |
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| There have not
been any material departure from the best practices, as detailed in the
listing |
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| regulations. |
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| The value of
investment of the Employee's Provident Fund as on 31 December 2002 was |
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| Rs. 3,088,400. |
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| No payment has
remained outstanding on account of any taxes, duties, levies and charges. |
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| A statement
showing Company's shares bought and sold by its Directors, Chief Executive
Officer, Chief |
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| Financial
Officer, Company Secretary and minor family members is annexed as Annexure I
(Page 8); |
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| a statement
showing attendance of Board meetings is annexed as Annexure II (Page 8) and
Pattern |
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| of
Shareholding as required by the Companies Ordinance, 1984 is annexed as
Annexure III (Page 39). |
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| The key
operating and financial data has been given in a summarized form on Page 9. |
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| Maintenance of
Website |
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| As per SECP
circular number 13 dated May 13, 2003, the company already maintains its
website |
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| disclosed in
company information. |
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| Report on
Implementation of transfer pricing policy |
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| The Company
has: |
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| (i) recorded
all transactions with related parties undertaken during the financial year on
arm's |
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