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Atlas Lease Limited
Annual Report 2000
MISSION STATEMENT
Lead the industry by providing quality
service to customers, ensure continuous
growth in the shareholders' value and
contribute towards the economic
development of the country through a
youthful goal oriented, well rewarded team.
CONTENTS
Company Information
Notice of Meeting
Ten Years at a Glance
Directors' Report
Chairman's Review
Auditors' Report
Balance Sheet
Profit and Loss Account
Cash Flow Statement
Statement of Changes in Equity
Notes to the Accounts
Pattern of Shareholding
COMPANY INFORMATION
BOARD OF DIRECTORS
Chairman Yusuf H. Shirazi
Chief Executive Khaleeq-ur-Rahman Khan
Directors Dr. Amjad Waheed
Katsuaki Endo
Muhammad Shaft
Sanaullah Qureshi
Saquib H. Shirazi
Sherali Mundrawala
Talat Mahmood
Company Secretary Farooq Saleem
GROUP EXECUTIVE COMMITTEE
Chairman Yusuf H. Shirazi
Members Jawaid Iqbal Ahmed
Frahim Ali Khan
Iftikhar H. Shirazi
Aamir H. Shirazi
Saquib H. Shirazi
Secretary Amjad Hussain
GROUP PERSONNEL COMMITTEE
Chairman Yusuf H. Shirazi
GROUP AUDIT COMMITTEE
Chairman Sanaullah Qureshi
MANAGEMENT COMMITTEE
Chairman Khaleeq-ur-Rahman Khan
EXECUTIVE CREDIT COMMITTEE
Chairman Frahim Ali Khan
Auditors Ford, Rhodes, Robson, Morrow.
Chartered Accountants
Legal Advisors Mohsin Tayebaly & Co.
Bankers ABN AMRO Bank
Allied Bank of Pakistan Limited
Askari Commercial Bank Limited
Faysal Bank Limited
Habib Bank AG Zurich
Habib Bank Limited
Muslim Commercial Bank Limited
The Bank of Tokyo-Mitsubishi, Limited
The Hongkong and Shanghai
Banking Corporation Limited
Lending Institutions Asian Development Bank (ADB)
Commonwealth Development Corporation (CDC)
German Investment and Development Co. (DEG)
International Finance Corporation (IFC)
Netherlands Development Finance Co. (FMO)
Pakistan Kuwait Investment Co., (Pvt.) Limited
Registered Office & Head Office Federation House, Sharae Firdousi,
Clifton, Karachi - 75600
Tel: (92-21) 5866817 - 20, 5866919 - 20
Fax: (92-21) 5870543
E-mail: allkhi@allkhi.atlasgrouppk.com
Web Site: www. atlasgrouppk.com/all
Branch Offices Lahore Office:
3rd Floor, Ajmal House,
27-Egerton Road, Lahore.
Tel: (92-42) 6366170 -74, 6364941, 6305439, 6305449
Fax: (92-42) 6365058
E-mail: alllhr@alllhr. atlasgrouppk.com
Islamabad Office:
30, Mezzanine Floor, Beverly Centre,
Blue Area, Islamabad.
Tel: (92-51) 2824906, 824909
Fax: (92-51) 2821377
NOTICE OF MEETING
Notice is hereby given that the Thirteenth Annual General Meeting of the members of ATLAS LEASE LIMITED will
be held at 11.00 a.m. on Tuesday, December 26, 2000 at Registered Office of the Company at Federation House,
Sharae Firdousi, Clifton, Karachi to transact the following business:
ORDINARY BUSINESS:
1. To confirm the Minutes of the Twelfth Annual General Meeting held on December 22, 1999.
2. To elect eight (8) Directors on the Board of the Company under section 178 read with section 180 of the
Companies Ordinance, 1984 for a period of three years commencing from December 29, 2000 in place of
the eight (8) retiring Directors, namely:
1. Mr. Yusuf H. Shirazi 5. Mr. Sanaullah Qureshi
2. Dr. Amjad Waheed 6. Mr. Saquib H. Shirazi
3. Mr. Katsuaki Endo 7. Mr. Sherali Mundrawala
4. Mr. Mohammad Shaft 8. Mr. Talat Mahmood
The Board of Directors has 'fixed number of Directors to be elected at the ensuing Annual General Meeting
as eight. All retiring directors are eligible to offer themselves for re-election.
3. To receive, consider and adopt the Audited Accounts of the Company for the year ended June 30, 2000
together with the Directors' and Auditors' Report thereon.
4. To appoint Auditors and fix their remuneration for the year ending June 30, 2001. The present Auditors M/s. Ford,
Rhodes, Robson, Morrow, Chartered Accountants, retire and being eligible, offer themselves for reappointment.
SPECIAL BUSINESS:
5. To approve the issue of Bonus Shares ~ 16% for the year ended June 30, 2000 as recommended by the Board
of Directors.
6. To approve increase in Authorized Capital of the Company from Rs.200 million to Rs.300 million.
7. To approve the remuneration of the Chief Executive of the Company as recommended by the Board of Directors.
OTHER BUSINESS:
8. To transact any other business as may be placed before the meeting with the permission of the Chair.
A statement under section 160 (1) (b) of the Companies Ordinance, 1984 pertaining to the Special Business
referred to above is annexed to this Notice of Meeting.
By Order of the Board
Karachi: November 24, 2000 FAROOQ SALEEM
Company Secretary
NOTES:
i) The Register of Members of the Company will remain closed from 19/12/2000 to 26/12/2000 (both days
inclusive). Transfers received in order at the Registered Office of the Company at the close of business on
December 18, 2000 will be treated in time for the purpose of entitlement of Bonus Shares.
ii) A member entitled to attend and vote at this meeting may appoint another member as his / her proxy to
attend & vote on his / her behalf. The instrument appointing a Proxy and the power of attorney or other authority
under which it is signed or a notarially certified copy of the power of attorney must be received at the
Registered Office of the Company duly stamped, signed and witnessed not later than 48 hours before the meeting.
iii) Nomination from members for the office of director must be received at least 14 days before the time of the
meeting at the Registered Office of the Company.
iv) Shareholders whose shares are deposited with Central Depository System (CDS) are requested to bring their
National Identity Card (NIC) alongwith their Account Number in CDS for verification. In case of corporate
entity, the Board of Director's resolution/power of attorney with specimen signatures of the nominee shall
be produced (unless it has be provided earlier) at the time of meeting.
v) Members are requested to notify any change in their addresses immediately.
STATEMENT UNDER SECTION 160(1)(b) OF THE COMPANIES ORDINANCE, 1984
This statement sets out the material facts concerning the Special Business to be transacted at the Thirteenth Annual
General Meeting of Atlas Lease Limited to be held on December 26, 2000.
1. The Directors are of the view that the Company's financial position justifies the capitalization of
Rs. 27,770,320 from reserves of the Company to enable a Bonus issue in proportion of four (4) shares
for every twenty five (25) shares held. For this purpose, following resolution is proposed to be passed as an
Ordinary Resolution, namely:
 
RESOLVED
"that a sum of Rs. 27,770,320 (Rupees Twenty Seven Million Seven Hundred Seventy Thousand Three Hundred
Twenty Only) out of the free reserves of the Company be capitalized and applied to the issue of 2,777,032 fully
paid ordinary shares of Rs. 10/- each as Bonus Shares in the proportion of four (4) new shares for every twenty
five (25) existing shares held to those members whose names appear in the register of members as at the close
of business on December 18, 2000 and that the shares so issued shall be treated for all purposes as an increase
in the paid-up capital of the Company."
FURTHER RESOLVED
"that the Bonus Shares so issued shall rank pari-passu in all respects with the existing ordinary shares of the
Company"
FURTHER RESOLVED
"that members entitled to a fraction of a share shall be given the sale proceeds of their respective fractional
entitlement, for which purpose the Directors be and are hereby authorized to consolidate the fractions into whole
shares and sell the shares in the stock market."
FURTHER RESOLVED
"that the Directors be and are hereby authorized and empowered to give effect to this resolution and to do or
cause to be done all acts, deeds and things that may be necessary or required for the issue, allotment and distribution
of 2,777,032 shares."
2. The Authorized Capital of the Company is being proposed to be increased from Rs. 200,000,000/-
(Rupees Two Hundred Million) to Rs. 300,000,000/- (Rupees Three Hundred Million) in order to enable
the Directors to issue further share capital when deemed necessary. For this purpose, following resolution is
proposed to be passed as a Special Resolution:
RESOLVED
"that Authorized Capital of the Company be and is hereby increased from Rs. 200,000,000/- (Rupees Two Hundred
Million) divided into 20,000,000 (Twenty Million) ordinary shares of Rs. 10/- each to Rs. 300,000,000/- (Rupees
Three Hundred Million) divided into 30,000,000 (Thirty Million) ordinary shares of Rs. 10/- each."
FURTHER RESOLVED
"that Clause V of the Memorandum of Association and Article 5 of the Articles of Association of the Company
be and are hereby amended to the extent of reflecting therein the increase in Authorized Capital as aforesaid."
3. Approval of the shareholders will be sought for the remuneration payable to the Chief Executive of
the Company in accordance with the terms and conditions of his service, as recommended by the Board
of Directors of the Company. For this purpose, it is intended to propose the following Resolution to
be passed as an Ordinary Resolution:
RESOLVED
"that the Company hereby authorizes the holding of office of profit and payment of remuneration (inclusive of
allowances) to Mr. Khaleeq-ur-Rahman Khan, Chief Executive, not exceeding in the aggregate Rs 3.20 million
per annum for the year ending June 30, 2001 in addition to perquisites and other benefits to which he is entitled
as per Company policy."
The Chief Executive is interested in the business to the extent of his remuneration.
TEN YEARS AT A GLANCE
(Rupees in million)
2000 1999 1998 1997 1996 1995 1994 1993 1992 1991
Paid-up Capital 173.56 105.19 105.19 105.19 105.19 66.55 60.50 55.00 50.00 50.00
Reserves & Surplus 143.31 137.83 112.51 108.58 90.86 59.08 39.58 26.90 19.20 9.82
Shareholders' Equity 316.87 243.02 217.70 213.77 196.05 125.63 100.08 81.90 69.20 59.82
Profit Before Taxation 28.66 23.74 34.36 24.63 43.18 33.38 26.34 20.78 14.39 8.58
Profit After Taxation 21.27 25.31 19.71 17.72 41.73 32.21 24.23 18.20 14.39 8.58
Cash Dividend 15.00% 15.00% 10.00% 10.00% 10.00% 10.00%
Stock Dividend 16.00% 15.00% 10.00% 10.00% 10.00%
Right Issue 50.00% 50.00%
DIRECTORS' REPORT
The Directors have pleasure in submitting Annual Report of the Company together with the Audited Accounts and
the Auditors' Report thereon for the year ended June 30, 2000.
2000 1999
Rupees Rupees
Financial Results:
Profit for the year before taxation 28,661,582 23,735,666
Taxation:
Current 6,027,984 3,924,436
Prior 1,366,072 --
Deferred -- (5,500,000)
------------ ------------
7,394,056 (1,575,564)
------------ ------------
Net profit for the year after taxation 21,267,526 25,311,230
Previous profit brought forward 797,761 205,691
------------ ------------
Profit available for appropriation 22,065,287 25,516,921
Appropriations:
Transfer to statutory reserve 4,253,505 5,062,246
Transfer from general reserve (42,510,320) (14,740,000)
Transfer to capital reserve for deferred taxation 32,500,000 24,440,000
Transfer to reserve for issue of bonus shares 27,770,320 9,956,914
------------ ------------
22,013,505 24,719,160
------------ ------------
Un-appropriated profit carried forward. 51,782 797,761
------------ ------------
Dividend:
The directors are pleased to recommend a stock dividend/issuance of bonus shares in proportion of four (4) shares
for every twenty five (25) shares held, i.e. 16% out of the general reserve of the Company.
Chairman's Review:
The accompanying Chairman's Review deals with the performance of the Company during the year and future outlook.
The Directors of the Company endorse the contents of the review.
Pattern of Shareholding:
The pattern of shareholding of the Company is annexed.
Auditors:
The present Auditors Messrs. Ford, Rhodes, Robson, Morrow, Chartered Accountants retire and being eligible offer
themselves for reappointment.
for and on behalf of
BOARD OF DIRECTORS
SANAULLAH QURESHI KHALEEQ-UR-RAHMAN KHAN YUSUF H. SHIRAZI
Director Chief Executive Chairman
Karachi: November 24, 2000
CHAIRMAN'S REVIEW
I am pleased to present the Thirteenth Annual Report of your Company for the year ended June 30, 2000.
THE ECONOMY
The year ending June 30, 2000 remained under the shadow of the international and domestic political and economic
situation prevailing in the year 1999. Nuclear detonation, Kargil issue and ultimately army take over have had its
impact on the political, economic and social fabric of the country. Good cotton, rice and wheat crops, however
did help in raising the GDP growth but inept pricing and other policy measures could not yield the desired socio-
economic benefits at the grass roots so as to uplift the economy on the whole. It was against this background
that the National Budget for the year 2000-2001 was presented as a part of 3 years Perspective Plan aimed at
achieving a 6% GDP growth and budgetary deficit below 5% by the year ending 2003.
The GDP growth for the year 1999-2000 was 4.8%, agriculture being highest at 7.2%, manufacturing the
lowest at 1.1% and service sector at 4.5%. Inflation was claimed to be 3.6% which was the lowest in the past
decade. The GDP growth target set for the year 2000-2001 vis-a-vis 1999-2000 is at 5%, up 0.2% from the
previous year. Agriculture growth is projected at 3.9%, services at 5.2% and the manufacturing at 5.9%. The
target growth rates are an encouraging sign. The inflation for the year 2000-2001 is estimated at 4.5%, 0.9% higher
than last year. Despite government's emphasis on agriculture sector, a projection of lower growth as
compared to last year seems reasonably cautious keeping in view the current water shortage and vagaries of the
weather. In the present circumstances, the growth in manufacturing at 5.9% seems to be optimistic but
achievable! Similarly, the budgetary deficit target set at 4.6% of GDP vis-a-vis 6.5% of last year and 6.6% average
of the last 4 years seems to be somewhat realistic though with a lot of focus on the rough edges of the economy.
The revenue target hinges on collection of an extra Rs. 100 billion. It is essential that all these targets are met in the
wake of prevailing economic situation particularly the IMF conditionalities & the overall external pressures, which are
becoming increasingly arduous for the borrowing nations with Pakistan the most hard hit at the present time.
On the other hand, in July 2000 the State Bank of Pakistan chose to remove the restrictions on the inter bank market
and freed the rupee-dollar parity which caused the rupee to fall from Rs.52.36 to Rs.59.30 a dollar in early October
2000, 13.3% devaluation within a period of 10 weeks. In the kerb market, the rupee went as low as Rs.63 to a
dollar - resulting in cost-push pressures in the long run. This was stated to meet one of the IMF conditionalities
- before any settlement with them in sight. There is thus no alternative but to come out of the vicious circle of
ever rising debts, falling rupee, debt servicing and costlier imports, consequently rendering exports incompetitive
due to rising internal costs. This can only be done by a better business environment, which promotes greater
investment and savings. The devaluation has indeed made everything costlier without a corresponding increase
in investment and production productivity, value addition and volume growth. Full utilization of capacity needs to
be the focus, which alone will bring the cost down and result in export competitiveness.
In order to revive the economy, the world financing agencies prescription may be just marginal. It has hardly
helped any developing country so far. A recommendation in this connection to phase out seven main industries in
Pakistan - steel, fertilizer, sugar, oil refineries, chemicals, pharmaceuticals and automobile, constituting over 50%
of the economy, being not competitive by world standards, will further damage the economy as a whole. What will
then remain for achieving self-reliance, a view the Government does espouse. Unemployment is becoming
a bigger concern and challenge day by day. Similarly, a report that localization programmes will be done away
will only discourage investment. Equally important is the competitive advantage of the local industry being
eroded without which localization is effected. Imagine the rate of custom duty is being reduced from 35% to
25%, without a corresponding reduction in raw material duty which remains at 10%. Since the automobile
engineering industry clearly does not come under the world financing institutions and other regulatory agencies
- WTO - there is no reason to succumb to any pressure from any other international agency. Otherwise such
policies will suspend investment with its repercussion on all financial institutions and particularly leasing,
production and export - and above all, any entrepreneurial initiatives in these industries, to say the least, unless the
situation is rectified or clarified in bold letters:
(The state secrets are the preservatives of the statesmen)
MONETARY DEVELOPMENTS
During the period under review, the money market generally remained liquid. Lack of economic activity can
be termed as one of the major reasons of the excessive liquidity. The government in a bid to boost economy,
asked financial institutions to cut down the lending rates. To facilitate this reduction, profits on national saving
schemes were cut down by 2%. The State Bank of Pakistan also reduced the discount rate from 13% to 11%. The
leading commercial banks followed suit and reduced markup rates upto 2% in the second half of the financial
year under review. However, despite excess liquidity in the market and reduced lending rates the economic activity
failed to pick up, indicating lack of investors response. Removal of trading band in the inter bank market put
rupee under immense pressure against dollar. In order to stabilize the declining rupee, the State Bank of Pakistan
carried out a major operation in October 2000 and sucked liquidity from the market to put dollarization to a hold.
In a span of 2-3 weeks, the State Bank of Pakistan increased discount rate by 2% i.e. from 11% to 13%.
Cut-off rates on T-bills were also increased by more than 3%. Reserves requirement of the commercial banks was
increased from 5% to 7%. All these measures sucked liquidity from the market and controlled further decline
of rupee against dollar with rupee-dollar parity improving to Rs. 56.15 per dollar and Rs. 61.05 per dollar in the
inter-bank and curb market respectively in the second week of November 2000. To control imports, commercial
banks also imposed 30% margin requirement against letter of credit, subsequently reduced to 15% and
eventually removed as the market eased out and rupee gained strength. The subject measures did manage to
stabilize the rupee but at the cost of increased lending
rates in the money market by 3% to 4%.
Expectation of the deregulation of energy sector, excess liquidity in the money market and reduction in profit
rates of the national saving schemes led the KSE-100 index to reach the 28-month high of 2,054 points on
March 22, 2000. However, the 4th quarter of the fiscal 2000 witnessed a sharp reversal in the stock market, as
certain speculative operators in the LSE could not fulfill their settlement obligations. As a result of these defaults
trading at all the three stock exchanges remained suspended on May 30, 2000, first time in the history of
Pakistan. These events led to a sharp decline in the stock prices taking the index down to 1,520.74 on June 30,
2000 and to 1,386.31 points on November 20, 2000 since the much awaited settlement between GOP, WAPDA and
a private IPP is still pending affecting fresh dozes of investment - particularly foreign!
THE LEASING INDUSTRY
The leasing industry started developing in Pakistan in mid eighties with the establishment of first leasing
company in 1984 with paid-up capital of Rs. 20 million. Since then the number of leasing companies has increased
to 32 and the equity to Rs.7,871 million till 1999. In addition there are 8 modaraba companies doing leasing
business with an equity of Rs.3,009 million.
The performance of leasing companies in the last five years show a mixed trend. The equity grew from Rs.4,670
million in 1995 to Rs.7,871 million in 1999. The net investment in lease finance increased by more than three
times, i.e. from Rs.9,404 million in 1995 to Rs.29,039 million in 1999.
The revenues also doubled from Rs. 2,522 million to Rs.5,528 million during the same period, but the net profit
could not keep pace with the growth. After reaching the peak at Rs. 922 million in 1996, it declined to Rs. 451
million in 1999, as against Rs. 517 million in 1995. This shows the last few years not having been vibrant for the
industry - primarily due to low level of investment activity, higher financial cost and operating expenses, which on
cumulative basis increased from Rs. 1,448 million in 1995 to Rs. 4,928 million in 1999.
During the period under review, excess liquidity in the market coupled with limited investment opportunity
created an environment of severe competitions in the market bringing down the mark-up rates and squeezing
the spreads to bare minimum.
In the Finance Ordinance 2000-2001, availability of initial depreciation allowance, which was expiring on
June 30, 2000, was not renewed. On the other hand, industrial sector has been given the incentive of Tax
Credit in addition to the First Year Allowance. Leasing companies are however, excluded from these allowances
despite being acquirer and owners of industrial machinery. This sudden removal of initial depreciation allowance
will seriously hamper the growth of the entire leasing industry. This is a matter of serious concern for the leasing
industry. Accordingly, LAP has taken up this issue with the Ministry of Finance and Central Board of Revenue
requesting that either initial depreciation allowance be renewed for a further period of five years or leasing
companies be also allowed to avail First Year Allowance and Tax Credit.
Positive development in the Finance Ordinance 2000-2001 was with respect to exclusion of finance lease from
the definition of Supply under the Sales Tax Act. With this amendment the sale and lease back transaction will
not be subject to imposition of sales tax, indeed a right approach in avoiding duplication of taxes. Furthermore,
CBR has also issued a clarification with respect to lease key money, which was being taxed in some cases. This
will no longer be treated as part of lease income and as such will not be subjected to tax.
The new Leasing Companies Rules 2000 were finally implemented with effect from September 25, 2000. Time
limit for raising paid-up capital to Rs. 200 million has been extended to June 30, 2001. Current stock market
conditions make the subject deadline highly unrealistic. Leasing Association of Pakistan (LAP) has taken up the
matter with the SECP to review the deadline.
For financing of BMR requirements, small and medium size enterprises will be the main targets for the leasing
industry. Despite the current economic scenario, the leasing business has the potential for substantial growth,
which will unleash in the years to come with the economic and political stability in the country.
THE COMPANY'S RESULTS
During the period under review, lease disbursement of Rs. 738.03 million was made, up 19.74% from last year.
Net Investment in Lease Finance as on June 30, 2000 amounted to Rs.1,873,30 million compared to Rs.
1,910.08 million last year.
The lease portfolio comprised of 65.61% in machinery, 29.91% in vehicles and 4.48% in office equipment.
The sectoral exposure as on June 30, 2000, was fairly diversified and comprised of 12.09% in Cement followed
by 11.67% in Textile Spinning, 11.09% in Services, 8.93% in Chemicals, Fertilizers & Pharmaceuticals, 8.02%
in Steel, Engineering &