| Natover Lease & Refinance Limited |
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| Annual
Report 2001 |
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| CONTENTS |
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| Company
Information |
|
| Notice of Meeting |
|
| Directors'
Report |
|
| Pattern of Shareholding |
|
| Auditor's Report |
|
| Balance Sheet |
|
| Profit and Loss Account |
|
| Cash Flow Statement |
|
| Statement
of Changes in Equity |
|
| Notes to the Accounts |
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|
|
| COMPANY
INFORMATION |
|
|
| Board
Of Directors |
Syed Zahid Hasan |
|
Chairman |
|
|
Mr. Khalid Latif |
|
|
Syed Dilawar Abbas |
|
|
Brig. (Retd.) M. Zareef
Malik |
|
|
Mr. Hassan Ali Fadoo |
|
|
Mr. Manzoor A. Sheikh |
|
N.I.T. Nominee |
|
|
Mr. Nadeem H. Shaikh |
|
Chief Executive |
|
|
| Company
Secretary |
Syed Kabiruddin |
|
|
| Auditors |
|
U/s. Hyder Bhimji &
Co. |
|
|
Chartered Accountants |
|
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| Legal
Advisor |
Mr. Muhammad Aslam Arain |
|
|
Mr. M.S. Qureshi |
|
|
| Registrars
and Share |
|
| Transfer
Office |
M/s. Uni Corporate &
Financial Services |
|
|
Westland Trade Centre |
|
|
Opposite Flyover,
Shaheed-e-Millat Road, Karachi. |
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|
Tel: 4313205-6, Fax: 4313207 |
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| Registered
Office: |
140, 17th East Street,
Off Main Korangi Road, Phase - 1, |
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|
Defence Housing
Authority, Karachi. Tel: (021) 5893881-3, |
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|
Fax: (021)5884082 |
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| Regional
Office: |
Portion - 1, 2nd Floor,
75-West, Eagle Plaza, |
|
|
Fazal-e-Haq Road, Blue
Area, Islamabad. |
|
|
Tel: (051) 2201532,
2206729, Fax : (051) 2206238 |
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|
E-mail: natover@isb.paknet.com.pk |
|
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| Branches |
|
|
| Karachi: |
|
Ground Floor, 140, 17th
East Street, Off Main Korangi Road, |
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|
Phase- 1 Defence Housing
Authority. |
|
|
Tel: (021)5893881-3, Fax:
(021)5884082 |
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|
| Islamabad: |
|
4, Tahir Plaza, Block -
37, Fazal-e-Haq Road, Blue Area |
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|
Tel: (051)2276467-8, Fax:
2276469, E-mail: natover@topnet.compk |
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|
| Lahore: |
|
1st Floor, Estate Guide
Building, 453 Main Boulevard, Defence Road, |
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|
Lahore Cantt. Tel: (042) 6682726 |
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| Pashawar: |
|
2nd Floor, State Life
Building, The Mall, Pashawar Cantt. |
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|
Tel: (091)270817-8, Fax:
(091)270819 |
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|
E-mail:
natover@brain.net. pk |
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|
| Kohat: |
|
Askari Plaza, Bannu Road,
Kohat Cantt. |
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|
Tel: (0922) 512382, Fax:
(0922) 512381 |
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|
| NOTICE
OF ANNUAL GENERAL MEETING |
|
|
| NOTICE
is hereby given that the 16th Annual General Meeting of NATOVER LEASE &
REFINANCE |
|
| LIMITED
will be held on Friday the December 28, 2001 at 8:00 a.m. at the Registered
Office of the |
|
| Company
at 140,-17th East Street, Off Main Korangi Road, Phase I, Defence Housing
Authority, Karachi, |
|
| to transact the following
business: |
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|
|
|
| 1.
To confirm the minutes of the Extra Ordinary General Meeting held on 25th
August 2001. |
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|
| 2.
To receive, consider and adopt the 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.
Hyder Bhimji & Co. Chartered Accountants, retire and being eligible,
offer themselves for |
|
| reappointment. |
|
|
| 4.
To transact any other business with the permission of the chair. |
|
|
|
By Order of the Board |
|
|
|
|
| KARACHI |
|
(SYED KABIRUDDIN) |
|
| December
7, 2001 |
|
Company Secretary |
|
|
| NOTES: |
|
| 1.
The Share Transfer Books of the Company will remain closed from 21st December
2001 to 28th |
|
| December
2001 (both days inclusive). |
|
|
| 2.
A member entitled to attend and vote at the meeting may appoint another
member as his / her |
|
| proxy
to attend and vote on his / her behalf. The instrument appointing a proxy
must be received |
|
| at
the Company's Registered Office not less than 48 hours before the time of
holding of the |
|
| meeting. |
|
|
| 3.
Any individual Beneficial Owner of the Central Depository Company, entitled
to vote at this |
|
| meeting
must bring his / her National Identity Card with him / her to prove his / her
identity and in |
|
| case
of proxy, must enclose an attested copy of his / her National Identity Card.
Representative |
|
| of
corporate members should bring the usual documents required for such purpose. |
|
|
|
| REPORT
OF DIRECTORS |
|
|
| The
Board of Directors are pleased to place before our valued shareholders the
16th Annual Report with |
|
| the
Audited Account of the Company for the Financial year ending 30th June 2001. |
|
|
| FINANCIAL
RESULTS |
|
RUPEES |
|
| Profit
before Taxation |
|
2,351,649 |
|
| Provision
for Taxation |
|
910,000 |
|
| Profit
after Taxation |
|
1,441,649 |
|
|
|
|
| Appropriations: |
|
|
|
| Transferred
to Statutory Reserves |
|
288,325 |
|
|
---------- |
|
| Profit
after Appropriations |
|
1,153,324 |
|
| Accumulated
(Loss) B/F |
|
(18,375,393) |
|
|
---------- |
|
| Accumulated
(Loss) C / F to Balance Sheet |
(17,222,069) |
|
|
========== |
|
|
| OVERALL
REVIEW |
|
| AI-hamdolillah,
your Company continues on its path to recovery by showing encouraging
improvement in |
|
| most
Key Performance Areas of its operation. |
|
|
| Lease
portfolio has recorded growth of 83% from Rs. 73.43(m) to Rs. 133.54(m)
particularly in Finance |
|
| Lease
/ Hire Purchase. Consequently gross revenue has risen by 57% from Rs. 2623(m)
to Rs. |
|
| 41.33(m).
Profit before tax for the year, however, declined to Rs. 2.35(m) from Rs.
3.84{m) due largely to |
|
| an
increase of Rs. 4.00(m) in administrative costs over last year. Costs
relating to increase in authorized |
|
| and
paid up capital, establishment expansion in order to market the Company's
products, revitalization of |
|
| the
management and professional conversion of its human resources needed to
support the added focus |
|
| on
Finance Lease portfolio and employee benefit are the substantial contributors
to this increase. The |
|
| various
administrative and strategic measures taken by the Company this year, the
Management expects, |
|
| would
result into desirable growth in the Company's profitability in the years to
come. |
|
|
| The
increase in Capital of the Company was the other main issue, which took up
the attention of the |
|
| Management
during the year. The Company has been granted time upto September 30th 2002
to raise its |
|
| paid
up capital to Rs. 200.00(m) in two tranches of Rs. 100.00(m) and Rs.
50.00(m), which the Company |
|
| expects
to achieve. |
|
|
| AUDITORS |
|
| The
present Auditors Hyder Bhimji & Co. Chartered Accountants are retiring
and being eligible, offer |
|
| themselves
for reappointment. |
|
|
| PATTERN
OF SHARE HOLDING |
|
| The
pattern of Shareholding as at 30th June 2001 is shown at page 6. |
|
|
| ACKNOWLEDGEMENT |
|
| I,
on behalf of the Board, would like to express my gratitude to all those who
assisted the Company in its |
|
| operations
and would like to place on record our deep appreciation to the staff members
for .their |
|
| dedication
and hard work. |
|
|
|
On behalf of the Board |
|
|
|
|
| KARACHI |
|
SYED ZAHID HASSAN |
|
| December
5, 2001 |
|
Chairman |
|
|
|
| PATTERN
OF SHARE HOLDING |
|
| AS
AT 30TH JUNE 2001 |
|
|
| NUMBER OF |
|
SHAREHOLDING |
|
TOTAL SHARES |
|
| SHAREHOLDERS |
FROM |
|
TO |
HELD |
|
| 1,369 |
1 |
-- |
100 |
46,402 |
|
| 329 |
101 |
-- |
500 |
123,883 |
|
| 874 |
501 |
-- |
1,000 |
490,343 |
|
| 160 |
1,001 |
-- |
5,000 |
314,488 |
|
| 17 |
5,001 |
-- |
10,000 |
117,245 |
|
| 9 |
10,001 |
-- |
15,000 |
109,063 |
|
| 1 |
15,001 |
-- |
20,000 |
17,215 |
|
| 4 |
20,001 |
-- |
25,000 |
91,169 |
|
| 7 |
25,001 |
-- |
30,000 |
186,714 |
|
| 1 |
45,001 |
-- |
50,000 |
47,956 |
|
| 2 |
90,001 |
-- |
95,000 |
184,130 |
|
| 1 |
165,001 |
-- |
170,000 |
165,745 |
|
| 2 |
885,001 |
-- |
890,000 |
1,774,930 |
|
| 1 |
1,580,001 |
-- |
1,585,000 |
1,580,717 |
|
| ---------- |
---------- |
---------- |
---------- |
---------- |
|
| * 2777 |
|
5,250,000 |
|
| ========== |
========== |
========== |
========== |
========== |
|
|
|
| CATEGORIES |
|
Number of |
Total |
|
|
| OF
SHARE HOLDERS |
|
Share Holders |
Shareholding |
Percentage |
|
| INDIVIDUALS |
|
2,750 |
3,075,186 |
58.57 |
|
| INVESTMENTS
COMPANIES |
14 |
126,303 |
2.41 |
|
| JOINT
STOCK COMPANIES |
6 |
1,110,626 |
21.15 |
|
| FINANCIAL
INSTITUTIONS |
6 |
922,885 |
17.58 |
|
| MODARABA
COMPANY |
|
1 |
15,000 |
0.29 |
|
|
---------- |
---------- |
---------- |
|
|
2,777 |
5,250,000 |
100.00 |
|
|
========== |
========== |
========== |
|
| *
Includes 117 CDC beneficial owners as per list appearing on CDS. |
|
|
|
| AUDITOR'S
REPORT TO THE MEMBERS |
|
|
| We
have audited the annexed Balance Sheet of M/S NATOVER LEASE & REFINANCE
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 purposes of our audit. |
|
|
| It
is 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 futher 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 and 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, 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 |
|
HYDER BHIMJI & CO. |
|
| December
5, 2001 |
|
CHARTERED ACCOUNTANTS |
|
|
|
| BALANCE
SHEET AS AT JUNE 30, 2001 |
|
|
|
|
2001 |
2000 |
|
|
NOTE |
Rupees |
Rupees |
|
| SHARE
CAPITAL & RESERVES |
|
| AUTHORISED
CAPITAL |
|
3 |
400,000,000 |
100,000,000 |
|
|
|
========== |
========== |
|
| ISSUED,
SUBSCRIBED AND PAID-UP CAPITAL |
4 |
52,500,000 |
52,500,000 |
|
|
|
|
|
| Statutory
Reserves |
|
|
2,705,618 |
2,417,293 |
|
| Capital
Reserve - Share Premium Account |
|
|
6,250,000 |
6,250,000 |
|
| General
Reserve |
|
|
812,500 |
812,500 |
|
| Accumulated
Loss |
|
|
(17,222,069) |
(18,375,393) |
|
|
|
---------- |
---------- |
|
|
|
(7,453,951) |
(8,895,600) |
|
|
|
---------- |
---------- |
|
| Shareholders
Equity |
|
|
45,046,049 |
43,604,400 |
|
|
|
|
|
| Certificates
of Investments & |
|
|
|
|
| Security
Payment Notes |
|
5 |
46,195,144 |
51,560,000 |
|
| Redeemable
Capital - Secured |
|
6 |
31,051,035 |
7,238,000 |
|
| Deferred
Liability- Gratuity |
|
|
577,163 |
-- |
|
| Security
Deposits |
|
7 |
11,256,729 |
2,537,289 |
|
| Advance
Against Shares / |
|
|
|
|
| Underwriting-Cum-Financing |
|
8 |
7,458,993 |
|
|
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
|
| Current
Portion of: |
|
|
|
|
| -
Certificates of Investments & |
|
|
|
|
| Security
Payment Notes |
|
5 |
28,120,100 |
34,183,367 |
|
| -
Redeemable Capital |
|
6 |
12,458,924 |
10,000,000 |
|
| -
Security Deposits |
|
7 |
1,735,339 |
1,500,000 |
|
| Short
Term Finance |
|
9 |
47,375,313 |
22,000,000 |
|
| Creditors,
Accrued & Other Liabilities |
|
10 |
2,336,077 |
6,411,813 |
|
| Unclaimed
Dividend |
|
615,847 |
380,858 |
|
| Proposed
Dividend |
|
-- |
3,937,500 |
|
|
92,641,600 |
78,413,538 |
|
|
---------- |
---------- |
|
|
234,226,713 |
183,353,227 |
|
| MEMORANDUM
ITEMS |
|
========== |
========== |
|
| Contingencies
& Commitments |
|
11 |
|
|
| FIXED
ASSETS |
|
| OPERATING
ASSETS - TANGIBLE |
|
12 |
|
| Vehicles
& Assets Plying for Hire |
|
48,369,842 |
532,044,851 |
|
| Assets
in own use |
|
9,531,528 |
6,429,692 |
|
|
---------- |
---------- |
|
|
57,901,370 |
59,634,177 |
|
|
| INVESTMENT
IN LEASES / HIRE PURCHASE (HP) |
|
| Receivables
under lease / HP contracts |
|
108,844,281 |
23,009,838 |
|
| Less:
Un-earned income |
|
23,670,953 |
2,779,175 |
|
|
| Net
Investment in Leases / HP |
|
85,173,328 |
20,230,663 |
|
| Less:
Allowance for potential lease losses |
|
1,000,000 |
1,000,000 |
|
| Current
Portion of Lease / HP Receivables |
|
43,092,346 |
13,990,815 |
|
|
---------- |
---------- |
|
|
41,080,982 |
5,239,848 |
|
|
|
|
| Deferred
Taxation |
|
14,000,000 |
14,550,000 |
|
| Long
Term Investments |
|
13 |
7,848,170 |
1,611,556 |
|
| Long
Term Deposits & Prepayments |
|
14 |
841,190 |
1,346,207 |
|
|
|
|
|
| CURRENT
ASSETS |
|
|
|
|
| Current
Portion of Lease / HP Receivables |
|
|
43,092,346 |
13,990,815 |
|
| Vehicles
Stock/Idle Lease Stock |
|
|
2,896,716 |
4,361,716 |
|
| Fixed
Income Securities - Trading Stock |
|
15 |
40,000,000 |
12,112,527 |
|
| Short
Term Financing |
|
16 |
7,550,000 |
3,400,000 |
|
| Rentals
Receivables |
|
17 |
1,078,029 |
2,704,013 |
|
| Loans
and Advances |
|
18 |
1,485,359 |
1,181,389 |
|
| Pre-Payments
and Other Receivables |
|
19 |
9,363,119 |
6,135,249 |
|
| Cash
& Bank Balances |
|
20 |
7,089,432 |
57,085,730 |
|
|
---------- |
---------- |
|
|
112,555,001 |
100,971,439 |
|
|
---------- |
---------- |
|
|
234,226,713 |
183,353,227 |
|
|
========== |
========== |
|
| NOTE:
The annexed notes form an integral part of these accounts. |
|
| NOTE:
Rentals due in the following 12 months under Operating Leases as on June 30,
2001 |
|
| amount
to Rs. 18,568,338 (June 2000:Rs.18,243,843). |
|
|
| KARACHI |
|
NADEEM H. SHAIKH |
|
SYED ZAHID HASAN |
|
| December
5, 2001 |
|
( CHIEF EXECUTIVE ) |
|
( CHAIRMAN ) |
|
|
|
| PROFIT
AND LOSS ACCOUNT |
|
| FOR
THE YEAR ENDED JUNE 30, 2001 |
|
|
|
|
2001 |
2000 |
|
|
NOTE |
Rupees |
Rupees |
|
| Rental
Income |
|
21 |
19,388,923 |
19,846,489 |
|
| Hire
Purchase/Finance Lease Income |
|
22 |
13,904,058 |
1,891,913 |
|
| Ancillary
Financial Services Income |
|
23 |
6,235,093 |
4,007,817 |
|
| Other Income |
|
24 |
1,805,099 |
484,352 |
|
|
|
---------- |
---------- |
|
|
|
41,333,173 |
26,230,571 |
|
| Less:
Expenses |
|
|
|
|
| -Operating |
|
25 |
11,654,606 |
7,765,648 |
|
| -Administrative |
|
26 |
15,639,440 |
11,462,863 |
|
| -Financial |
|
27 |
11,687,478 |
11,661,749 |
|
| -Allowance
for potential lease losses |
|
-- |
(8,500,000) |
|
|
---------- |
---------- |
|
|
38,981,524 |
22,390,260 |
|
|
---------- |
---------- |
|
| Profit
before Taxation |
|
2,351,649 |
3,840,311 |
|
| Provision
for Taxation |
|
|
|
| -Current year |
|
210,000 |
150,000 |
|
| -Previous
years |
|
150,000 |
350,000 |
|
| -Deferred |
|
550,000 |
450,000 |
|
|
---------- |
---------- |
|
|
910,000 |
950,000 |
|
|
---------- |
---------- |
|
| Profit
after Taxation |
|
1,441,649 |
2,890,311 |
|
|
|
|
| Appropriations: |
|
|
|
| Transferred
to Statutory Reserve |
|
288,325 |
722,578 |
|
| Transferred
from General Reserve |
|
-- |
(3,937,500) |
|
| Proposed
Dividend |
|
-- |
3,937,500 |
|
|
---------- |
---------- |
|
|
288,325 |
722,578 |
|
|
---------- |
---------- |
|
| Profit
After Appropriation |
|
1,1 53,324 |
2,167,733 |
|
|
|
|
| Accumulated
Loss B/F |
|
(18,375,393) |
(20,543,126) |
|
|
---------- |
---------- |
|
| Accumulated
Loss C/F to Balance Sheet |
|
(17,222,069) |
(18,375,393) |
|
|
========== |
========== |
|
| Basic
Earning per Share |
|
33 |
0.28 |
0.55 |
|
|
========== |
========== |
|
| NOTE:
The annexed notes form an integral part of these accounts. |
|
|
| KARACHI |
|
NADEEM H. SHAIKH |
|
SYED ZAHID HASAN |
|
| December
5, 2001 |
|
( CHIEF EXECUTIVE ) |
|
( CHAIRMAN ) |
|
|
|
| CASH
FLOW STATEMENT |
|
| FOR
THE YEAR ENDED JUNE 30, 2001 |
|
|
|
2000 |
2001 |
|
|
Rupees |
Rupees |
|
| Cash
flow from operating activities |
|
|
|
| Net
profit before taxation |
|
2,351,649 |
3,840,311 |
|
| Adjustments
for: |
|
|
|
| Depreciation |
|
12,115,136 |
6,991,124 |
|
| Amortization
of deferred cost |
|
-- |
486,284 |
|
| Deferred
Liability - Gratuity |
|
577,163 |
-- |
|
| Allowance
for Potential lease losses |
|
-- |
(8,500,000 |
|
| Gain
on disposal of Assets |
|
(2,543,816) |
(6,389,793 |
|
|
---------- |
---------- |
|
| Operating
profit(loss) before working capital changes |
|
12,500,132 |
(3,572,074 |
|
| (Increase)
/ Decrease in Loans & Advances, Prepayments |
|
|
| &
Other receivables and Rentals receivables |
|
(1,905,856) |
25,611,747 |
|
| (Increase)
/ Decrease in net investment in lease |
|
(64,942,665) |
12,655,317 |
|
| (Increase)
in Idle lease stock & Securities stock |
|
(28,422,473) |
(4,239,230) |
|
| Increase
/ (Decrease) in deposits from customers |
|
8,954,779 |
(158,488) |
|
| Increase
in Short term Finance |
|
25,375,313 |
2,875,166 |
|
| (Decrease)
in Creditors, Accrued and Other liabilities |
|
(4,075,736) |
(3,127,569) |
|
|
---------- |
---------- |
|
| Cash
generated from operations |
|
{63,016,638 |
33,616,943 |
|
| Income
taxes paid |
|
(360,000 |
(500,000) |
|
|
---------- |
---------- |
|
| Net
cash (used in) / generated from operating activities |
|
(50,876,506 |
29,544,869 |
|
|
|
|
| Cash
flows from investing activities |
|
|
|
| Addition
of fixed assets |
|
(11,962,240) |
(48,404,115) |
|
| Proceeds
from lease settlement / sale of own assets |
|
4,048,347 |
16,948,171 |
|
| Short
term Financing |
|
(4,150,000) |
(3,400,000) |
|
| Long
term deposit & prepayments |
|
5,017 |
367,622 |
|
| Addition
in deferred cost |
|
-- |
|