| Ibrahim Leasing Limited |
|
|
|
|
|
|
|
| Annual
Report 2001 |
|
|
|
| Contents |
|
|
| Company
Information |
|
| Notice
of Meeting |
|
| Directors'
Report to the Shareholders |
|
| Auditors'
Report to the Members |
|
| Balance Sheet |
|
| Profit
and Loss Account |
|
| Statement
of Changes in Financial Position |
|
| Statement
of Changes in Equity |
|
| Notes
to the Accounts |
|
| Pattern
of Shareholding |
|
|
|
| Company
Information |
|
|
| Board
of Directors |
|
| Abdul
Aziz Khan |
|
| (Chief
Executive) |
|
| Mohammad
Naeem Mukhtar |
|
| Asim Yaseen |
|
| Anwarul Haque |
|
| 3alees Jalees |
|
| Masood Arshad |
|
| Mohammad
Afzal |
|
|
| Secretary |
|
| Anwarul Haque |
|
| B.Com., FCA |
|
|
| Auditors |
|
| M.
Yousuf Adil Saleem & Co., |
|
| Chartered
Accountants, |
|
| Lahore,
Pakistan. |
|
|
| Tax
Consultants |
|
|
| F.
R. Merchant & Co., |
|
|
| Chartered
Accountants, |
|
|
| Karachi,
Pakistan. |
|
|
|
| Information
Technology Consultants |
|
| KPMG
Peat Marwick |
|
| Associates
(Pvt) Limited |
|
| Karachi,
Pakistan. |
|
|
| Bankers |
|
| Al-Faysal
Investment Bank Limited |
|
| Al-Baraka
Islamic Bank |
|
| Askari
Commercial Bank Limited |
|
| Faysal
Bank Limited |
|
| Muslim
Commercial Bank Limited |
|
| The
Bank of Punjab |
|
|
| Registered
Office/Share Department |
|
| Ibrahim Centre, |
|
| GK-7/59,
Bagh-e-Zehra Street |
|
| Kharadar |
|
| Karachi,
Pakistan. |
|
|
| Head Office |
|
| Ibrahim Centre, |
|
| l-A,
Jalees Block, |
|
| New
Garden Town, |
|
| Lahore,
Pakistan. |
|
|
|
| Notice
of Meeting |
|
|
| Notice
is hereby given that the 8th Annual General Meeting of the shareholders of
the company will be held |
|
| on
December 27, 2001 at 11:30 a.m. at F-352, S.I.T.E., Karachi to transact the
following business:- |
|
|
| Ordinary
Business |
|
| 1.
To confirm the minutes of the preceding meeting of the shareholders of the
company. |
|
|
| 2.
To consider and approve the Annual Audited Accounts of the company for the
year ended |
|
| June
30, 2001. |
|
|
| 3.
To appoint Auditors for the year 2001-2002 and to fix their remuneration. The
present auditors |
|
| M/s.
M. Yousuf Adil Saleem & Co., Chartered Accountants, being eligible for
appointment, offer themselves |
|
| for
re-appointment. |
|
|
| Special
Business |
|
|
|
| 4.
To consider and, if thought fit, pass with or without modification, the
following resolution as Special |
|
| Resolutions
to amend Clause-II of the Memorandum of Association of the Company for the
shifting of |
|
| Registered
Office from the Province of Sindh to the Province of Punjab with the approval
of shareholders |
|
| and
the Securities and Exchange Commission of Pakistan, Islamabad. |
|
|
|
| Special
Resolutions |
|
| "Resolved
that the Registered Office of the Company be and is hereby shifted from the
Province of Sindh to the Province of |
|
| Punjab." |
|
|
|
|
|
| "Further
resolved that the Clause-II under the heading of "Registered
Office" of the Memorandum of Association of the Company |
|
| be
and is hereby substituted with the following: |
|
|
|
|
| "The
Registered Office of the Company will be situated in the Province of
Punjab." |
|
|
|
|
| "Further
resolved that the Company Secretary be and is hereby authorised to do all
acts to effect the special Resolution and |
|
| comply
with all the necessary requirements under the Companies Ordinance, 1984 in
this behalf." |
|
|
| STATEMENT
UNDER SECTION 160(1) (b) OF THE COMPANIES ORDINANCE, 1984 |
|
|
| i.
The statement sets out the material facts concerning the Special Business to
be transacted at the 8th |
|
| Annual
General Meeting of the Company to be held on December 27, 2001. |
|
|
| ii.
The Board of Directors of the Company had decided in their meeting that with
the approval of the |
|
| shareholders
and the Securities and Exchange Commission of Pakistan, Islamabad the
registered office |
|
| of
the company be shifted from the Province of Sindh to the Province of Punjab
in order to facilitate the |
|
| company
to carry out its related operational activities more effectively as the
principal office of the |
|
| leasing
business is functioning at Lahore in the Province of Punjab since the start
of the leasing |
|
| business.
The management considers that it is practically and economically expedient to
shift the |
|
| registered
office of the Company to Lahore. |
|
|
| iii.
The Directors of the Company have no interest in the special business and/or
the Special Resolution |
|
| except
to the extent to their shareholdings and remuneration in the Company. The
said alteration will |
|
| not
affect anyone's interest unfavourably in the Company. |
|
|
| 5.
To transact any other ordinary business of the Company with the permission of
the Chair. |
|
|
|
|
By order of the Board |
|
|
|
|
|
|
| Karachi. |
|
|
Anwarul Haque |
|
| November
10, 2001 |
|
Company Secretary |
|
|
| Notes: |
|
|
| 1.
Share Transfer Books of the Company will remain closed from 18-12-2001 to
27-12-2001 (both days inclusive). |
|
|
|
|
| 2.
All Members are entitled to attend and vote at the Meeting. |
|
|
|
|
| 3.
A Member entitled to attend and vote at the meeting is entitled to appoint
any other Member as proxy to attend, speak and vote |
|
| for him/her. |
|
|
|
|
|
|
| 4.
An instrument of proxy applicable for the meeting (in which you can direct
the proxy how you wish him/her to vote) is being |
|
| provided
with the notice sent to the Members. Further copies of the instrument of
proxy may be obtained from the Registered |
|
| Office
of the Company during normal office hours. |
|
|
| 5.
An instrument of proxy and the power of attorney or other authority (if any)
under which it is signed, or a notarially certified |
|
| copy
of such power of attorney, must be valid and deposited at the Registered
Office of the Company not less than 48 hours before |
|
| the
time of the Meeting. |
|
|
|
|
|
| 6.
In case of Proxy for an individual Beneficial Owner of CDC, attested copies
of beneficial owner's NIC or passport. Account and |
|
| Participant's
I.D. numbers must be deposited alongwith the Form of Proxy. In case of proxy
representative of corporate members |
|
| should
bring the usual documents required for such purpose. |
|
|
|
|
| 7.
Shareholders are requested to notify immediately changes, if any, in their
registered address. |
|
|
|
| Directors'
Report to the Shareholders |
|
|
| The
Board of Directors of your company is pleased to present before you the 8th
Annual Report together with |
|
| the
Audited Financial Statements of the company for the year ended June 30, 2001. |
|
|
| Financial
Results |
|
| Financial
results of your company for the year ended June 30, 2001 are summarized as
under: |
|
|
|
|
|
Rupees |
|
|
| Gross revenue |
|
|
73,243,249 |
|
| Expenditure |
|
|
36,127,514 |
|
| Provision
for potential lease losses |
|
10,000,000 |
|
| Profit
before taxation |
|
27,115,735 |
|
| Provision
for taxation |
|
605,000 |
|
| Profit
after taxation |
|
26,510,735 |
|
| Un-appropriated
profit brought forward |
|
5,810,992 |
|
| Profit
available for appropriation |
|
32,321,727 |
|
|
| Appropriations: |
|
| Special reserve |
|
|
5,302,147 |
|
| Capital reserve |
|
|
14,000,000 |
|
|
|
|
------------------ |
|
| Un-appropriated
profit carried forward |
|
13,019,580 |
|
|
|
|
========== |
|
| Earning
per share |
|
1.16 |
|
|
|
|
========== |
|
|
| During
the year under review, the merger of First Ibrahim Modaraba with your company
has been completed |
|
| as
per Scheme of Arrangement approved by the Honourable High Court of Sindh at
Karachi on May 16, 2001. |
|
| This
merger has enabled the company to increase the paid up capital to Rs.228.500
million and hence complied |
|
| with
the statutory requirements of raising the minimum paid up capital to
Rs.200.00 million by the end of |
|
| 3une
30, 2001. The financial results presented before you are reflective of the
combined position after merger |
|
| of
First Ibrahim Modaraba with your company. Your company will be better off
after the enhancement in the |
|
| capital
base and the notable changes in financial results will be reflected in the
next year. |
|
|
| The
company has generated revenue of Rs.73.24 million during the year. Profit
after taxation for the year is |
|
| Rs.26.51
million. To maintain the financial health of the company, the management
considered it appropriate |
|
| to
transfer Rs.10.00 million towards allowance for potential lease losses from
current year's profit. |
|
|
| Net
investments in leases has increased to Rs.379.60 million as on 3une 30, 2001
when compared to Rs.307.87 |
|
| million
of previous year. As the management continued its policy to write leases to
selective clients only, the |
|
| company
has maintained a well-diversified lease portfolio with low risk profile.
Sector-wise and asset-wise |
|
| lease
portfolio is annexed in graphical presentation. |
|
|
| Your
company has been able to arrange long/short term funds successfully from
different banks and DFIs to |
|
| finance
its leasing business, as and when required. This is the result of a
satisfactory track record of financial |
|
| dealings
with the lenders during the last seven years. We hope to continue this
relationship on a long term |
|
| basis. |
|
|
| Adequate
commitments are also in hand to raise funds for future business requirements
of the company. |
|
|
| Future
Prospects |
|
| The
Government is emphasizing on promotion of small and medium size enterprises,
value addition, oil & gas |
|
| development
and communication & information technology. This will generate investment
activities and put |
|
| the
economy back on track. Your company will also play its role by accelerating
the investment in selective |
|
| portfolio,
maintaining adequate liquidity and controlling the expenses to support its
top priority commitments |
|
| of
prospective development. |
|
|
|
| Auditors |
|
| The
present auditors M/s M. Yousuf Adil Saleem & Co., Chartered Accountants,
being due for retirement, have |
|
| offered
themselves for re-appointment for the year ending June 30, 2002. |
|
|
| Pattern
of shareholding |
|
| Pattern
of share holding as on June 30, 2001 is annexed. |
|
|
| Acknowledgment |
|
| We
wish to place on record gratitude to our valued clients, regulatory
authorities, banks & financial institutions |
|
| and
also to shareholders for their continued support to the company. We also
appreciate the efforts and |
|
| dedication
shown by the staff of the company for managing the company's affairs
successfully. |
|
|
|
|
On behalf of the Board |
|
|
|
|
|
|
| Karachi |
|
|
Abdul Aziz Khan |
|
| November
10, 2001 |
|
Chief Executive |
|
|
|
|
| Auditors'
Report to the Members |
|
|
| We
have audited the annexed balance sheet of IBRAHIM LEASING
LIMITED as at June 30, 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 purpose 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 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 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 June 30, |
|
| 2001
and of the Profit, 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). |
|
|
|
|
| Lahore. |
|
|
M. Yousuf Adil Saleem & Co. |
|
| November
10, 2001 |
|
Chartered Accountants |
|
|
|
| Balance
Sheet as at June 30, 2001 |
|
|
|
|
2001 |
2000 |
|
|
Note |
Rupees |
Rupees |
|
|
| Capital
and reserves |
|
|
| Authorised
capital |
|
| 30,000,000
ordinary shares of Rs.10/- each |
|
300,000,000 |
100,000,000 |
|
|
========== |
========== |
|
| Issued,
subscribed and paid-up capital |
|
|
| 22,850,000
ordinary shares of Rs.10/- each |
|
|
| fully paid |
|
3 |
228,500,000 |
100,000,000 |
|
| Special reserve |
|
4 |
48,125,071 |
18,372,120 |
|
| Capital reserve |
|
5 |
24,300,000 |
10,300,000 |
|
| Reserve
for issue of bonus shares |
|
|
-- |
12,500,000 |
|
| Un-appropriated
profit |
|
|
13,019,580 |
688,481 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
313,944,651 |
141,860,601 |
|
| Long
term loans |
|
6 |
13,416,669 |
23,983,335 |
|
| Long
term security deposits |
|
7 |
41,614,262 |
33,764,218 |
|
| Deferred
liabilities |
|
|
|
|
| Gratuity |
|
|
2,402,900 |
1,650,748 |
|
|
| Current
liabilities |
|
| Short
term borrowings - secured |
|
8 |
15,012,762 |
73,223,598 |
|
| Current
portion of long term liabilities |
9 |
42,229,772 |
36,225,733 |
|
| Creditors,
accrued and other liabilities |
10 |
2,503,228 |
2,977,941 |
|
| Unclaimed
dividend |
|
|
2,750,316 |
1,614,911 |
|
| Provision
for taxation |
|
|
1,491,000 |
886,000 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
63,987,078 |
114,928,183 |
|
|
|
|
------------------ |
------------------ |
|
|
435,365,560 |
316,187,085 |
|
|
|
========== |
========== |
|
|
| Operating
fixed assets |
|
11 |
2,562,926 |
2,042,107 |
|
| Net
investment in lease finance |
|
12 |
237,852,912 |
189,292,003 |
|
| Long
term investments in securities |
13 |
2,856,076 |
650,000 |
|
| Long
term deposits and deferred costs |
14 |
2,483,566 |
489,733 |
|
|
| Current assets |
|
|
|
| Current
portion of net investment |
|
|
|
| in lease finance |
|
12 |
124,246,634 |
111,079,366 |
|
| Morabaha
Financing |
|
|
22,580,000 |
-- |
|
| Advances,
deposits, prepayments and |
|
|
|
| other
receivables |
|
15 |
4,341,797 |
12,068,982 |
|
| Cash
and bank balances |
|
16 |
38,441,649 |
564,894 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
189,610,080 |
123,713,242 |
|
|
|
|
------------------ |
------------------ |
|
|
|
435,365,560 |
316,187,085 |
|
|
|
========== |
========== |
|
| The
annexed notes from 1 to 27 form an integral part of these accounts. |
|
|
Abdul Aziz Khan |
|
Mohammad Naeem Mukhtar |
|
|
Chief Executive |
|
Director |
|
|
|
| Profit
and Loss Account |
|
| for
the year ended June 30, 2001 |
|
|
|
|
2001 |
2000 |
|
|
Note |
Rupees |
Rupees |
|
|
|
|
| Revenue |
|
|
|
| Income
from tease operations |
|
17 |
48,455,049 |
42,349,849 |
|
| Morabaha
Income |
|
|
4,715,077 |
-- |
|
| Musharaka
Income |
|
|
19,316,690 |
-- |
|
| Profit
on bank deposits |
|
|
722,753 |
139,451 |
|
| Dividend
income |
|
|
33,680 |
1,242,600 |
|
| Other income |
|
18 |
-- |
2,078,247 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
73,243,249 |
45,810,147 |
|
|
|
|
|
| Expenditure |
|
|
|
| Financial
charges |
|
19 |
25,880,137 |
20,345,200 |
|
| Administrative
and operating expenses |
20 |
10,145,723 |
7,085,620 |
|
| Deferred
cost amortized |
|
14.1 |
92,099 |
207,713 |
|
| Provision
for potential tease tosses |
|
10,000,000 |
2,500,000 |
|
| Other Charges |
|
21 |
9,555 |
-- |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
46,127,514 |
30,138,533 |
|
|
|
|
------------------ |
------------------ |
|
| Profit
before taxation |
|
|
27,115,735 |
15,671,614 |
|
|
|
|
|
|
| Provision
for taxation |
|
|
|
| For the year |
|
22 |
605,000 |
461,000 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
605,000 |
461,000 |
|
|
|
|
------------------ |
------------------ |
|
| Net
profit after taxation |
|
|
26,510,735 |
15,210,614 |
|
| Un-appropriated
profit brought forward |
|
5,810,992 |
6,319,990 |
|
|
|
|
| Profit
available for appropriation |
|
|
32,321,727 |
21,530,604 |
|
|
|
| Appropriations |
|
| Transferred
to special reserve |
|
|
5,302,147 |
3,042,123 |
|
| Transferred
to capital reserve |
|
5 |
14,000,000 |
5,300,000 |
|
| Proposed
bonus shares (2000 @ 12.5%) |
|
-- |
12,500,000 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
19,302,147 |
20,842,123 |
|
|
|
|
------------------ |
------------------ |
|
| Un-appropriated
profit carried forward |
|
13,019,580 |
688,481 |
|
|
|
|
========== |
========== |
|
| Earning
per share |
|
24 |
1.16 |
1.35 |
|
|
========== |
========== |
|
|
| The
annexed notes from 1 to 27 form an integral part of these accounts. |
|
|
|
Abdul Aziz Khan |
|
Mohammad Naeem Mukhtar |
|
|
Chief Executive |
|
Director |
|
|
|
| Statement
of Changes in Financial Position |
|
| (Cash
Flow Statement) for the year ended June 30, 2001 |
|
|
|
|
2001 |
2000 |
|
|
|
Rupees |
Rupees |
|
|
| A.
Cash flow from operating activities |
|
| Profit
before taxation |
|
27,115,735 |
15,671,614 |
|
|
|
|
| Adjustments
to reconcile profit to net cash |
|
| provided
by operating activities |
|
|
| Provision
for gratuity |
|
752,152 |
644,953 |
|
| Provision
for potential lease losses |
|
10,000,000 |
2,500,000 |
|
| Loss/(Gain)
on disposal of fixed assets |
|
9,555 |
(114,021) |
|
| Gain
on sale of listed securities |
|
-- |
(1,964,226) |
|
| Profit
on bank deposits |
|
(722,753) |
(139,451) |
|
| Dividend
income |
|
(33,680) |
(1,242,600) |
|
| Amortization
of deferred costs |
|
92,099 |
207,713 |
|
| Financial
charges |
|
25,880,137 |
20,345,200 |
|
| Depreciation |
|
|
446,406 |
418,158 |
|
|
|
------------------ |
------------------ |
|
|
|
36,423,916 |
20,655,726 |
|
|
|
------------------ |
------------------ |
|
| Operating
profit before working capital changes |
|
63,539,651 |
36,327,340 |
|
|
|
|
|
| Changes
in working capital |
|
| (Increase)/decrease
in current assets |
|
| Advances,
deposits, prepayments & other receivables |
11,238,504 |
(10,633,875) |
|
| Increase/(decrease)
in current liabilities |
|
|
|
| Creditors,
accrued and other liabilities |
|
(791,067) |
(10,911,601) |
|
|
------------------ |
------------------ |
|
| Net
(Increase)/decrease in working capital |
|
10,447,437 |
(21,545,476) |
|
| Profit
on bank deposits |
|
722,753 |
139,451 |
|
| Management
fee payable |
|
(3,966,145) |
-- |
|
| Gratuity paid |
|
-- |
(26,827) |
|
| Financial
charges paid |
|
(26,361,983) |
(22,646,222) |
|
| Income tax paid |
|
-- |
(296,995) |
|
|
|
------------------ |
------------------ |
|
| Net
cash from operating activities |
|
44,381,713 |
(8,048,729) |
|
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
| B.
Cash flow from investing activities |
|
| Increase
in long term deposits |
|
(10,000) |
(199,550) |
|
| Investment
in lease finance - Net |
|
(71,728,177) |
(6,381,628) |
|
| Morabaha
financing |
|
18,718,000 |
-- |
|
| Musharika
receivable |
|
127,000,000 |
-- |
|
| Sale
proceeds of listed securities |
|
(2,000,000) |
22,518,426 |
|
| Dividend
received |
|
33,680 |
1,242,600 |
|
| Sale
proceeds of fixed assets |
|
3,000 |
782,773 |
|
| Addition
in fixed assets |
|
(269,200) |
(1,031,488) |
|
|
|
------------------ |
------------------ |
|
| Net
cash used in investing activities |
|
71,747,303 |
16,931,133 |
|
|
------------------ |
------------------ |
|
|
| C.
Cash flow from financing activities |
|
| Long
term security deposits |
|
|
7,812,416 |
165,194 |
|
| Long term loans |
|
|
30,000,000 |
50,000,000 |
|
| Repayment
of long term loans |
|
|
(34,524,999) |
(23,783,333) |
|
| Short
term bank borrowings |
|
|
(73,210,836) |
(26,704,298) |
|
| Deferred cost |
|
(1,691,932) |
-- |
