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Dewan Farooque Motors Limited
Annual Report 2001
CONTENTS
Company Information
Mission Statement
Notice of Annual General Meeting
Directors' Report
Auditor's Report
Balance Sheet
Profit & Loss Account
Cash Flow Statement
Notes to the Account
Pattern of Shareholding
COMPANY INFORMATION
BOARD OF DTRECTORS
Dewan Ziaur Rehman Farooqui Chairman
Dewan Mohammad Yousuf Farooqui Chief Executive / Managing Director
Dewan Abdullah Ahmed Deputy Managing Director
Dewan Ghulam Mustafa Khalid Director
Dewan Abdul Rehman Farooqui Director
Dewan M. Ayub Khalid Director
Dewan Asim Mushfiq Farooqui Director
COMPANY SECRETARY
Dewan Abdullah Ahmed
BANKERS
Societe Generale, The French &
International Bank
Habib Bank Limited
ABN AMRO Bank N.V
Muslim Commercial Bank Limited
Askari Commercial Bank Limited
PICIC Commercial Bank Limited
Allied Bank of Pakistan Limited
National Bank of Pakistan
Bank Al Falah Limited
The Bank of Khyber
REGISTERED OFFICE
Dewan Centre, 3-A Lalazar,
AUDTTORS Beach Hotel Road,
Feroz Sharif Tariq & Co. Karachi.
Chartered Accountants
4/N/4, Block 6, PECHS REGTONAL OFFZCES
Karachi.
Lahore
LEGAL ADVTSORS R-187, L.C.C.H.S, Defence
A. K. Brohi & Co.
Afridi, Angel & Khan Islamabad
Mandviwalla & Zafar Flat No. 4, Block 16-A,
Mount View Plaza
REGISTRAR Super Market, Sector F-6
THK Associates (Pvt) Limited FACTORY
Sheikh Sultan Trust Building No. 2, Jilaniabad, Budhu Talpur
Beaumont Road, District Sajawal
Karachi. Sindh.
MISSION STATEMENT
* To be the No. 1 automobile company in Pakistan.
* To assume leadership role in the technological advancement of the industry and to achieve
the highest level of qualitative and quantitative indeginisation.
* To offer high value, economical and qualitative solutions to address the commuting needs
of a diverse range of customers.
* To seek long-term and good relations with our suppliers and dealers with fair, honest and
mutually profitable dealings.
* To be a totally customer oriented company and to achieve Total Customer Satisfaction.
* To create a work environment, which motivates, recognizes and rewards achievements at
all levels of the organization.
* To produce environment friendly vehicles.
* To be a contributing corporate citizen for the betterment of society, and to exhibit a socially
responsible behavior.
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the 3rd Annual General Meeting of Shareholders of Dewan Farooque
Motors Limited will be held on December 29, 2001 at 06.30 p.m. at Dewan Centre, 3-A, Lalazar,
Beach Hotel Road, Karachi, to transact the following business:
1. To confirm the minutes of Second Annual General Meeting.
2. To receive and adopt the audited accounts together with the Reports of Directors and
Auditors for the year ended June 30, 2001.
3. To appoint Auditors for the year ending June 30, 2002 and fix their remuneration. The
retiring auditors M/s Feroze Sharif Tariq & Company, Chartered Accountants, being eligible,
offer themselves for re-appointment.
By Order of the Board
Dewan Abdullah Ahmed
Karachi Deputy Managing Director/
December 07, 2001 Company Secretary
Notes:
1. A member of the company entitled to attend and vote at this meeting may appoint another member of his/her
proxy to attend and vote instead of him/her. Proxies, in order to be effective, must be received by the Company
not less than 48 hours before the meeting. CDC Account Holders will further have the following guidelines
as laid down by the Securities and Exchange Commission of Pakistan.
a) For Attending Meeting:
i) In the case of individuals, the account holder or sub account holder and/or the person whose securities
are in group account and their registration details are uploaded as per the Regulations, shall authenticate
his/her identity by showing his/her original National Identity Card (NIC) or original passport at the
time of attending the meeting.
ii) In the case of corporate entity, the Board of Directors' resolution/power of attorney with the specimen
signature of the nominee shall be produced (unless it has been provided earlier) at the time of
meeting.
b) For Appointing Proxies:
i) In the case of individuals, the account holder or sub-account holder and/or the person whose securities
are in group account and their registration details are uploaded as per the regulations, shall submit
the proxy form as per the above requirement.
ii) Two persons whose names, addresses and NIC numbers shall be mentioned on the form shall witness
the proxy.
iii) Attested copies of NIC or the passport of the beneficial owners and proxy shall be furnished with the
proxy form.
iv) The proxy shall produce his/her original NIC or original passport at the time of meeting.
v) In case of corporate entity, the Board of Directors' resolution/power of attorney with the specimen
signature of the nominee shall be produced (unless it has been provided earlier) along with the proxy
form to the Company.
2. Members are requested to immediately notify the change in their addresses, if any.
3. The Share Transfer Books of the Company will remain closed from December 26, 2001 to January 2, 2002
(both days inclusive).
DIRECTORS' REPORT
I am pleased to inform you that your Company has successfully completed its first full year
of commercial operations. In this connection, I welcome you all at 3rd Annual General Meeting
and would like to present before you the Annual Report and comments on operations and
performance of your Company:
The key figures of the accounts are given below:
From 01
January 2000 to
June 30, 2001 30 June 2000
(Rupees in '000)
Gross sales 4,024,387 1,197,233
Depreciation 83,879 12,581
Gross profit 184,838 97,965
Operating profit 97,515 77,988
Net (Loss)/Profit after tax (31,150) 63,557
Un-appropriated profit carried forward 32,407 63,557
Last year figures reflect six months commercial operations. During the current year, Sales
turnover has increased to Rs.4,024 Million as opposed to last year's sales of Rs. 1,197 Million.
This is basically attributable to a full year's commercial operations of the Company and the
introduction of the KIA Spectra 1500 cc passenger car in the second half of the year. The Gross
profit has increased in absolute amount by Rs. 86.8 Million but the GP ratio has declined
considerably due to depreciation of Pak Rupee against USS by 19%, which could not be passed
on to the customers. The fixed manufacturing overheads have increased by Rs. 225.8 Million
as compared to the previous year and administration & selling expenses by Rs. 69.4 Million.
The financial expenses have increased by Rs.103 Million as compared to previous year as the
financial expenses on long-term loan are being charged to the Profit & Loss Account from the
second half of this current year since the main plant has been put to commercial production.
The initial years of a new project are critical as to its capacity for absorbing total cost of the
operations. From the figures, you can see that with the grace of Almighty Allah, the project
has absorbed all of the operational cost in its very first year of full commercial operation.
We humbly and gratefully bow our heads before Almight Allah, the most Gracious and
Merciful, who has rewarded and blessed your Company with His innumerable bounties in the
difficult times.
IF YE GIVE THANKS, I WILL GIVE YOU MORE (AL-QURAN)
Marketing
The highlight of your Company's performance during 2000-01 was the
record 7,906 units first full financial year's sales by any assembler in Pakistan. The
management takes pride in this performance, keeping in view the fact that
the 10,000 units per annum state-of-the-art Plant-II commenced its operations only
in January 2001. With the commencement of production at our new Plant-II, metallic
and, for the first time in Pakistan, Mica colours were also introduced to the
market place.
In the financial year 2000-01, two new products were added to our product-mix: KIA Spectra
and KIA NGV. Actual impact of these products on the financial statements will however be
observed in the next financial year as KIA Spectra was launched in March 2001, and KIA NGV
was launched in the later part of June 2001.
KIA Spectra is powered by a 1.5 Litre Super EFI, 4-cylinder, 16-valve, DOHC engine, with
manual and automatic transmission options. The product immediately gained acceptance in
the marketplace achieving a commendable 30% market share in its class.
KIA NGV, Pakistan's first bi-fuel sedan was developed with European collaboration. The dedicated
design / purpose built factory fitted CNG fuel system of KIA NGV provides the flexibility of
operation on gasoline or CNG with utmost ease and convenience. The product has been very
well accepted in the marketplace.
The Hyundai Santro product line was also rationalized by the introduction of GS and GX models
during the year. Hyundai Santro Plus GS was launched in September 2000. The GS offered
high value for money to the customers and immediately became popular. Its popularity can
be judged from the fact that after its launch, Santro Plus sales quadrupled. The GX variant
was launched in April 2001 offering, for the first time in Pakistan, features like Alloy Wheels,
Rear-Spoiler, Fog lamps and Central Locking in the economy segment.
Hyundai Shehzore continued its domination of the 1-Ton Pickup segment achieving a
substantial 68% market share of the 1-Ton Pickup Segment. Sales volume doubled
to 2,824 units as opposed to 1,404 units in 1999-2000. Similarly, Hyundai Grace
also gave a strong performance proving its leadership in the 12-seat and above
passenger van segment with sales of 124 units.
Dealership Network:
During the year, groundwork was started to give our dealership network a new image. A new
distribution strategy to market both Hyundai and KTA products from the same network was
adopted to strengthen our network, make our dealerships more viable, and to inculcate healthy
competition amongst our dealers. As a result, our dealership network increased to 18 Hyundai-
KTA 3-S dealerships during 2000-01 in 10 major cities of Pakistan, ensuring availability of
Hyundai and KTA vehicles and after-sales service at the customers' doorstep.
Customer Relations and Training
Our Customer Relations and Training Department has been instrumental in
conducting various seminars and workshops for developing professional
skills of dealer sales staff. It endeavors to develop and enhance their knowledge,
skills and techniques for effective sales management and selling skills.
Training Department has conducted 32 sales and product-training programmes
during the year under review consisting of more than 3000 man-hours. The courses
covered are Sales Management Skills, Personal Selling Skills, Customer Handling Skills,
Dynamic Sales Training and Individual Product Training of Hyundai and KTA range of vehicles.
Service Training Centre
The long-term success of DFML and dealers depends on the ability to retain the customers.
The quality of our customers' long-term ownership experience is directly related to the first
hand impression they receive from dealers' service department.
In order to improve and upgrade the skills of service staff, DFML conducted m-house and On
the Job Training programmes. The main objectives were to provide quality product support,
achieve customer satisfaction and minimize complaints related to the product and its operation.
The Service Training Centre has conducted 18 technical courses in 56 sessions for 568
participants during the year under review.
DFML Training centre also organized Service Campaigns. Recently, separate service campaigns
for Spectra, Shehzore and Grace Van were conducted all over Pakistan. The objective is to
convey the message to the customers that we care and also to develop long-term relationships
with the customers.
Manufacturing
The plant located in Sujawal - District Thatta comprises of a body shop, paint shop and an
assembly shop. Its unique features include, inter-alia, the provision of high standard of living
accommodation for all categories of employees, the availability of land for expansion of
production facilities, the n-house generation of electric power, the building design and
construction in RCC structure, the top coat painting using Robots thus achieving high quality
of painting and at the same time reduction in paint wastage.
The plant has a designed capacity of 10,000 vehicles per year on a single shift
basis. The capacity is based on five products comprising three different cars
and two different chassis frame mounted vehicles. The cars are assembled on a
conveyor line and constitute about 65% of the total assembly capacity.
The installation of main plant and facilities were completed during the year and the
commercial production from the main plant commenced from January 2001.
The major landmark activities in the manufacturing domain were a) start of production of KIA
Spectra car, b) engineering design and conversion of 1300 cc KIA Classic into a Bi-fuel car,
named NGV, based on compressed natural gas as alternative fuel, c) Development of Sportage
RHD Turbo-diesel Wagon, the production preparations for which are underway and d) start
of Shehzore pickup production at the main plant from November 2001.
The Company acknowledges the importance of manpower training to improve their efficiency
and quality of work required to produce a standard quality vehicle. During the year employees
from the engineering and production departments were sent to Korea and Germany to acquire
training.
:In the area of part localization, the Company achieved all the assigned deletion targets. There
is full realization in the Company that the localization policy of the Engineering Development
Board, in the long run, will reduce the product cost to the advantage of the Consumer and
at the same time provide the much-needed transfer of technology. We therefore applied full
thrust to maximize localization in all the four products and achieved the targets set for
achievement by .June 2001. The Company is thankful to the vendors without whom support
it would have been very difficult to achieve the deletion targets.
Future Prospects:
Though the political situation in the Region is posing lot of
pressure on the Company's operations, however, utmost efforts
are underway to earn reasonable profitability. In this respect,.
Rupee - US$ parity will play a vital role to achieve the desired
results.
In the ensuing year, our product-mix will be further extended
with the introduction of KIA Sportage Wagon, powered by a 2-
litre turbo-charged inter-cooled diesel engine. It will be the very
first Sports Utility Vehicle to be assembled in Pakistan.
To further enhance our dealership network, dealerships are being added in big cities and new
dealerships are being added to incorporate small cities in our network, as well.
From production to delivery, our philosophy is to provide quality products, sales and after-
sales services to our valued customers., satisfying their highest level of expectations.
Vote of Thanks
On behalf of the Board, I thank you, the valued shareholders, Federal and Provincial Government
functionaries, banks, development financial institutions, leasing companies, dealers, vendors
and customers for their continued support and patronage.
The Board would also like to appreciate the valuable services, loyalty and efforts rendered by
the executives, staff members and workers of the Company, during the year under review.
Auditors
The Auditors of your Company, Messer Feroze Sharif Tariq and Co., Chartered Accountants,
retire and offer their services for re-appointment for the ensuing year.
Earning per share (EPS)
The EPS is Re. (0.42)
Pattern of Shareholding
The pattern of Shareholding of the Company as at 30 June 2001 is included in the Annual
report.
Conclusion:
In conclusion, we bow, beg and pray to Almighty Allah, Rahman-o-Rahim, in the name of
beloved Prophet, Muhammad, peace be upon him, for continued showering of His Blessing,
Guidance, Strength, Health and Prosperity to us, our Company, Country and Nation and also
pray to Almighty Allah to bestow peace, harmony, brotherhood and unity in true Islamic spirit
to whole of Muslim Ummah, Ammen, Summa Ameen.
LO-MY LORD TS INDEED HEARER OF PRAYER (AL-QURAN)
For and on behalf of the Board of Directors
DEWAN MOHAMMAD YOUSUF FAROOQUI
Karachi: 06 December 2001 Chief Executive/Managing Director
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of Dewan Farooque Motors Limited as at 30
June 2001 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.
It is the responsibility of the company's management to establish and maintain a system of
internal control, and prepare and present the above said statements in conformity with the
approved accounting standards and the requirements of the Companies Ordinance, 1984. Our
responsibility is to express an opinion on these statements based on our audit.
We conducted our audit in accordance with the auditing standards as applicable in Pakistan.
These standards require that we plan and perform the audit to obtain reasonable assurance
about whether the above said statements are free of any material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and disclosures in the
above said statements. An audit also includes assessing the accounting policies and significant
estimates made by management, as well as, evaluating the overall presentation of the above
said statements. We believe that our audit provides a reasonable basis for our opinion and,
after due verification, we report that:
(a) in our opinion, proper books of account 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 accounting
policies consistently applied;
ii) the expenditure incurred during the year was for the purpose of the company's
business; and
iii) the business conducted, investments made and the 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, cash flow statement and
statement of changes in equity together with the notes forming part thereof conform
with approved accounting standards as applicable in Pakistan, and, 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 affairs as at 30 June 2001 and
of the loss, its cash flows and changes in equity for the year then ended; and
d) in our opinion, no Zakat was deductible at source under the Zakat and Ushr Ordinance,
1980 (XVIII of 1980).
06th December 2001 Feroze Sharif Tariq & Co.
Karachi Chartered Accountants
Balance Sheet as at 30 June 2001
Note 30 June 30 June
2001 2000
(Rs. in '000)
TANGIBLE FIXED ASSETS
- At cost less accumulated depreciation 3 1,624,283 272,097
CAPITAL WORK IN PROGRESS 108,866 1,174,027
DEFERRED COST 8,766 11,688
LONG TERM INVESTMENTS -- 1,875
------------------ ------------------
1,741,915 1,459,687
CURRENT ASSETS
Stores and spares 7 71,352 3,736
Stock in trade 8 1,121,079 453,922
Stock in transit 179,054 473,483
Trade debtors - unsecured, considered good 110,626 42,474
Advances, deposits, prepayments
and other receivables 9 214,324 220,430
Cash and bank balances 10 38,496 72,449
------------------ ------------------
1,734,931 1,266,494
CURRENT LIABILITIES
Morabaha financing - secured -- 22,000
Short term running finance - secured 11 208,665 46,283
Creditors, accrued expenses
and other liabilities 12 1,450,633 1,152,552
Current portion of liability
against assets subject to finance lease 16 44,861 --
Provision for taxation 13 18,000 6,200
------------------ ------------------
1,722,159 1,227,035
------------------ ------------------
NET CURRENT ASSETS 12,772 39,459
------------------ ------------------
FUNDS EMPLOYED 1,754,687 1,499,146
========== ==========
SHAREHOLDERS' EQUITY
Share capital
Authorized
80,000,000 (2000: 80,000,000) 800,000 800,000
========== ==========
Ordinary shares of Rs.10 each
Issued, subscribed and paidup 734,031 734,031
73,403,100 Ordinary shares of Rs.10 each
fully paid in cash
UNAPPROPRIATED PROFIT BROUGHT FORWARD 32,407 63,557
------------------ ------------------
766,438 797,588
LONG TERM LIABILITIES
LONG TERM LOANS - secured 15 700,000 600,000
LIABILITY AGAINST ASSETS SUB3ECT
TO FINANCE LEASE 16 256,907 76,236
LONG TERM DEPOSITS 28,000 24,000
DEFERRED LIABILITY FOR STAFF GRATUITY 3,342 1,322
------------------ ------------------
COMMITMENTS 27
1,754,687 1,499,146
========== ==========
Dewan M. Yousuf Farooqui Dewan Abdullah Ahmed
Chief Executive/Managing Director Deputy Managing Director
Profit & Loss Account
for the year ended 30 June 2001