Annual 2014 (1) Fazal
Annual 2014 (1) Fazal
Annual 2014 (1) Fazal
Contents
Corporate Information....................................................................................02
Mission Statement..........................................................................................03
Directors’ Report.......................................................................................05-07
Pattern of Shareholding...........................................................................09-12
Auditor’s Report..............................................................................................16
Balance Sheet.................................................................................................17
Corporate Information
BOARD OF DIRECTORS
Mr. Muhammad Younus Tabba (Chairman)
Mr. Muhammad Sohail Tabba (Chief Executive)
Mr. Muhammad Ali Tabba
Mr. Imran Yunus Tabba
Mr. Javed Yunus Tabba
Mrs. Mariam Tabba Khan
Mrs. Raheela Aleem
Mr. Ilyas Ismail
Mr. Abdul Kadir Adam
CHIEF FINANCIAL OFFICER & COMPANY SECRETARY
Mr. Toufique Yusuf
FCA FICS
HEAD OF INTERNAL AUDIT DEPARTMENT
Mr. Muhammad Faheem ullah
AUDIT COMMITTEE
Mr. Abdul Kadir Adam Chairman
Mr. Muhammad Javed Tabba Member
Mr. Muhammad Ali Tabba Member
Mr. Imran Yunus Tabba Member
HUMAN RESOURCE & REMUNERATION COMMITTEE
Mr. Imran Yunus Tabba Chairman
Mr. Javed Yunus Tabba Member
Mrs. Mariam Tabba Khan Member
AUDITORS
Kreston Hyder Bhimji & Co.
Chartered Accountants
LEGAL ADVISOR
Mr. Mohammad Aleem
(Advocate)
BANKERS
Bank Al-Habib Limited
Bank Al-Falah Limited (Islamic Division)
Habib Bank Limited
Habib Metropolitan Bank Limited
Meezan Bank Limited
REGISTERED OFFICE AND MILLS FACTORY SUPER HIGHWAY:
Mission Statement
Fazal Textile Mills Limited through its innovative technology and effective resource
management has maintained high ethical and professional standards. The core values are
- produce quality and fault free products for its valued customers by continual
03
ANNUAL REPORT 2014
FAZAL TEXTILE MILLS LIMITED
1. To confirm the minutes of the Annual General Meeting held on 28th October 2013.
2. To receive consider and adopt the Audited accounts for the year ended June 30, 2014 together
with the Directors and Auditors report thereon.
3. To approve cash dividend of Rs 5.00 per share of Rs 10/- each for the year ended 30th June
2014 as recommended by the Board.
4. To appoint Auditors for the year ending 30th June 2015 and to fix their remuneration.
M. Toufique Yusuf
Karachi : September 10, 2014 Company Secretary
Notes :
1. The share transfer books of the Company will remain closed from October 29, 2014 to
November 05, 2014 (both days inclusive)
2. A member entitled to attend and vote at the meeting may appoint a proxy to attend and vote for
him/her. Proxy forms must be deposited at the registered office of the Company not later than 48
hours before the time of holding the meeting.
3. Nomination from shareholders for the office of Director must be received at least 14 days before
the time of meeting at the Registered Office of the Company.
4. An individual beneficial owner of shares from CDC must bring his/her original NIC or Passport,
Account and Participant's I.D numbers to prove his/her identity. A representative of corporate
member of the Company or CDC must bring the Board of Directors' Resolution and/or Power of
Attorney and the specimen signature of the nominee.
5. Members are requested to notify the Company of any change in their addresses immediately.
04 ANNUAL REPORT 2014
FAZAL TEXTILE MILLS LIMITED
The Directors of your Company have pleasure in presenting before you the performance review together
with the audit report and financial statements of the Company for the year ended June 30, 2014.
Overview
The year under review was another challenging period for the company. During the year, a number of
external factors including weaker Chinese Currency, Availability of subsidized Indian yarn in the
market, higher conversion cost and rapid unprecedented appreciation of Pakistani Currency
adversely affected the profitability of company. However, extensive efforts by the management team
combined with the strong business relationships, we maintain with our customers, enabled us to
achieve the highest ever Sales Turnover of Rs. 6.536 billion (2013: Rs. 5.909 billion).
Financial Results
A comparison of the key financial results of the Company for the year ended June, 30, 2014 is as under:
Despite this increase in sales, gross profit stood at Rs.569.891 million, 30.52% lower than the corresponding
period last year. This was mainly due to the result of depressed cotton yarn demand in the domestic &
international market with the availability of subsidized cheaper Indian cotton yarn. The rapid appreciation of
Pakistani rupee in interbank trading dampened sentiment due to the realization of lesser amount of export
proceeds in Pak rupees for the finished goods made out from costlier imported raw materials.
The increase of Rs.58.568 million (65.32%) in finance cost over corresponding period last year is
mainly due to increase in working capital requirement. The rapid currency fluctuation and building up
of sufficient stock to cover the production before the starting of new season. The bottom line declined
by 72.84% translating into Rs 19.12 earnings per share as compared to last year's Rs. 70.40.
During the year, shares held by directors and sponsors were transferred to Y.B. Holdings (Private) Limited.
By virtue of this transaction your company became a subsidiary of Y.B. Holdings (Private) Limited.
Your company has initiated the evaluation process to merge with M/s. Gadoon Textile Mills Limited.
The material information regarding these events were duly communicated to the members of the
company through stock exchanges.
Future Outlook
With the present economic conditions that are expected to prevail for a foreseeable future, the company
aims to develop and implement measures that will enable the company to minimize the adverse effects.
A sizeable cotton crop is anticipated in the country and the price, we foresee, during the current
season shall remain stable, inline with the international market. The price is at a level where the cost
of production is viable to maintain the profitability.
After a long spell of depressed yarn market for Pakistani yarn locally and internationally due to higher cost of production
as against subsidized cheaper Indian yarn, it seems that the market is taking a turn around. Taking the advantage of
cheaper new cotton crop and a relief in the overhead cost due to reversal of GIDC, as decided by the honorable
Supreme Court recently, the company will Insha Allah post better results in the forthcoming period.
The Directors of your Company are aware of their responsibilities under the Code of Corporate
Governance, incorporated in the Listing Rules of the Stock Exchanges in the country under
instructions from the Security & Exchange Commission of Pakistan. We are taking all the necessary
steps to ensure Good Corporate Governance in your Company as required by the Code.
a) The financial statements, prepared by the management of the Company, present fairly its state of
affairs, the result of its operations, cash flows and changes in equity.
c) Appropriate accounting policies have been consistently applied in preparation of financial statements and
accounting estimates are based on reasonable and prudent judgment. The system of internal controls is
sound in design and is being effectively implemented and reviewed by internal audit function.
f) The Company has a very sound balance sheet with excellent debt:equity ratio and therefore
there is no doubt at all about the Company's ability to continue as a going concern.
g) There has been no material departure from the best practices of corporate governance, as
detailed in the Listing Regulations.
h) We have an Audit Committee the members of which are from the Board of Directors.
i) We have prepared and circulated a Statement of Ethics and Business Strategy among directors and employees.
j) The Board of Directors has adopted a Mission Statement and a Statement of Overall Corporate Strategy.
k) As required by the Code of Corporate Governance, we have included the following information in
this Report:
Auditors
The present Auditors, M/s. Kreston Hyder Bhimji & Co., Chartered Accountants, retire and being
eligible offer themselves for re-appointment.
As proposed by the Audit Committee, the Board recommends their appointment as auditors of the
Company for the year ending June 30, 2015.
Acknowledgements
The directors record their appreciation of the performance of the Company's workers, staff and executives.
Profit Before Tax 200,914 457,306 162,917 393,626 675,792 48,219 26,361
Profit Before Tax Ratio 3.07 7.74 3.47 6.82 16.58 1.71 1.08
Profit/(Loss) After Tax 118,302 435,629 131,709 354,096 624,583 25,293 10,040
Profit/(Loss) After Tax Ratio 1.81 7.37 2.80 6.13 15.32 0.90 0.41
Cost of Fixed Assets 4,510,867 3,878,659 3,298,307 1,609,644 1,636,775 1,625,504 1,597,122
Book Value of Fixed Assets 3,264,436 2,704,638 2,197,596 575,075 629,583 672,849 719,115
Total Assets Employed 7,708,703 7,437,335 5,225,951 4,270,909 3,679,757 2,884,682 3,328,731
Shareholders Equity 2,225,431 2,145,195 1,744,604 1,643,483 1,351,262 735,960 719,948
Breakup Value Per Share 359.67 346.70 281.96 265.61 218.39 119.10 116.35
Earning Per Share Before Tax 32.47 73.90 26.33 63.62 109.22 7.79 4.42
Earning/(Loss) Per Share After Tax 19.12 70.40 21.29 57.23 100.94 4.09 1.62
Production Capacity (20/s) (lbs) 50,983,863 48,990,026 48,990,026 48,990,026 48,990,026 48,990,026 48,990,026
Production converted into 20/s (lbs) 49,925,411 45,801,500 45,801,500 48,798,460 48,858,410 48,739,567 48,607,000
Capacity Utilization 97.92 93.49 93.49 99.61 99.73 99.49 99.22
Pattern of
Shareholding
As at June 30, 2014
NUMBER SHARE HOLDING TOTAL
OF SHARES
SHARE HOLDERS FROM TO HELD
447 1 to 100 23,373
Pattern of Shareholding
As at June 30, 2014
Executives - - -
Pattern of Shareholding
As at June 30, 2014
17 1,144,218 18.49
Associated companies, undertakings and related parties
NIL -
- - -
Executive
NIL -
- - -
Public sector companies and corporations
1 00083-36 IDBL (ICP UNIT) 150 0.00
2 03889-28 NATIONAL BANK OF PAKISTAN 38 0.00
3 03889-44 NATIONAL BANK OF PAKISTAN 34,527 0.56
4 07088-39 THE BANK OF PUNJAB, TREASURY DIVISION. 98 0.00
5 11353-22 NATIONAL INVESTMENT TRUST LIMITED 1,746 0.03
6 334 NATIONAL BANK OF PAKISTAN 81 0.00
7 335 NATIONAL DEVELOPMENT FIN.CORP. 271 0.00
7 36,911 0.60
Banks, development finance institutions, non-banking finance companies, insurance companies, takaful,
modarabas and pension funds
1 03277-78335 TRUSTEE NATIONAL BANK OF PAKISTAN
EMPLOYEES PENSION FUND 6,195 0.10
1 6,195 0.10
Pattern of Shareholding
As at June 30, 2014
2 90,555 1.46
General Public Foreign
NIL -
- - -
Others
15 4,615,757 74.60
This statement is being presented to comply with the Code of Corporate Governance (CCG) contained in
related clauses of Listing Regulations of Karachi Stock Exchange Limited, Lahore Stock Exchange Limited
and Islamabad Stock Exchange Limited, for the purpose of establishing a framework of good governance,
whereby a listed company is managed in compliance with the best practices of corporate governance.
The Company has applied the principles contained in the CCG in the following manner;
Category Names
The independent director meets the criteria of independence under clause i (b) of the CCG.
2. The directors have confirmed that none of them is serving as a director in more than seven listed
companies, including this company.
3. All the resident directors of the Company are registered as taxpayers and none of them has
defaulted in payment of any loan to a banking company, a DFI or NBFI or, being a member of a
stock exchange, has been declared as a defaulter by that stock exchange.
4. No casual vacancy occurred in the Board of Directors during the current year.
5. The company has prepared a "Code of Conduct", which is approved by the Board of Directors,
and has ensured that appropriate steps have been taken to disseminate it throughout the
company along with its supporting policies and procedures.
6. The board has developed a vision / mission statement, overall corporate strategy and significant
policies of the Company. A complete record of particulars of significant policies along with the
dates on which they were approved or amended has been maintained.
7. All the powers of the Board have been duly exercised and decisions on material transactions, including
appointment and determination of remuneration and terms and conditions of employment of the Chief
Executive Officer (CEO), other executive and non-executive directors, have been taken by the Board.
8. The meetings of the Board were presided over by the Chairman and, in his absence, by a Director
elected by the Board for this purpose and the Board met at least once in every quarter. Written notices
of the Board meetings, along with agenda and working papers, were circulated at least seven days
before the meetings. The minutes of the meetings were appropriately recorded and circulated.
9. The Directors of the Company are adequately trained to perform their duties except two directors
who will be trained within the specified time.
10. The CFO, Company Secretary and head of Internal Audit continued their service and no changes
were made during the financial year.
11. The directors' report for this year has been prepared in compliance with the requirements of the
CCG and fully describes the salient matters required to be disclosed.
12. The financial statements of the Company were duly endorsed by CEO and CFO before approval
of the Board.
13. The directors, CEO and executives do not hold any interest in the shares of the Company other
than disclosed in the pattern of shareholding.
14. The Company has complied with all the corporate and financial reporting requirement of the CCG.
15. The Board has formed an Audit Committee comprising of three non-executive directors being
members. However, audit committee has been reconstituted by including one independent
director as the Chairman of the committee.
16. The meetings of the audit committee were held at least once every quarter prior to approval of
interim and final results of the Company as required by the CCG. The terms of reference of the
committee have been formed and advised to the committee for compliance.
17. The Board has formed an HR and Remuneration Committee. It comprises three members who
are non-executive directors including chairman of the committee.
18. The Board has set up an effective internal audit function who are considered suitably qualified and
experienced for the purpose and are conversant with the policies and procedures of the Company.
19. The statutory auditors of the Company have confirmed that they have been given a satisfactory
rating under the quality control review programe of the Institute of Chartered Accountants of
Pakistan (ICAP), that they or any of the partners of the firm, their spouses and minor children do
not hold shares of the company and that the firm and all its partners are in compliance with
International Federation of Accountants (IFAC) guidelines on code of ethics as adopted by ICAP.
20. The statutory auditors or the persons associated with them have not been appointed to provide
other services except in accordance with the listing regulations and the auditors have confirmed
that they have observed IFAC guidelines in this regard.
21. The 'closed period' prior to the announcement of interim / final results, and business decisions,
which may materially affect the market price of company's securities, was determined and
intimated to directors, employees and stock exchanges.
22. Material / price sensitive information has been disseminated among all the market participants at
once through stock exchange.
23. We confirm that all other material principles enshrined in the CCG have been duly complied with.
The responsibility for compliance with the Code of Corporate Governance is that of the Board of Directors of the
Company. Our responsibility is to review, to the extent where such compliance can be objectively verified,
whether the Statement of Compliance reflects the status of the Company's compliance with the provisions of the
Code of Corporate Governance and report if it does not. A review is limited primarily to inquiries of the Company
personnel and review of various documents prepared by the Company to comply with the Code.
As part of our audit of financial statements we are required to obtain an understanding of the accounting and
internal control systems sufficient to plan the audit and develop an effective audit approach. We have not carried
out any special review of the internal control system to enable us to express an opinion as to whether the Board's
statement on internal control covers all controls and the effectiveness of such internal controls.
Further, the Listing Regulations requires the Company to place before the Board of Directors for their
consideration and approval of related party transactions distinguishing between transactions carried out on terms
equivalent to those that prevail in arm's length transactions and transactions which are not executed at arm's
length price recording proper justification for using such alternate pricing mechanism. Further, all such
transactions are also required to be separately placed before the Audit Committee. We are only required and
have ensured compliance of requirement to the extent of approval of related party transactions by the Board of
Directors and placement of such transactions before the Audit Committee. We have not carried out any
procedures to determine whether the related party transactions were undertaken at arm's length price or not.
Based on our review, nothing has come to our attention which causes us to believe that the
Statement of Compliance does not appropriately reflect the Company's compliance, in all material
respects, with the best practices contained in the Code of Corporate Governance as applicable to the
company for the year ended June 30, 2014.
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 the accounting policies consistently
applied except for the change as described in note 2.5.1 with which we concur;
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, Statement of Comprehensive Income, 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, 2014 and of profit, total
comprehensive income, 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
(XVIII of 1980) was deducted by the company and deposited in the Central Zakat Fund
established under section 7 of that Ordinance.
We draw attention to note 1.1 to the financial statements, which more fully explains the board of directors'
intent for merger/amalgamation of the Company's textile business with and into Gadoon Textile Mills
Limited for exploring the potential opportunities to expand, grow and reorganize the Company subject to
financial and legal evaluation. Our opinion is not qualified in respect of this matter.
Balance Sheet
As at June 30, 2014
Note June June June
2014 2013 2012
Restated Restated
ASSETS Rupees in '000'
NON-CURRENT ASSETS
Property, plant and equipment 4 5,617,963 4,674,184 3,298,455
Long term loans and advances 5 10,976 17,971 5,569
Long term security deposits 1,199 1,259 1,259
CURRENT ASSETS 5,630,138 4,693,414 3,305,283
Stores, spare parts and loose tools 6 76,603 78,386 64,240
Stock in trade 7 754,167 1,285,971 911,268
Trade debts 8 860,014 1,154,876 792,566
Loans and advances 9 69,528 57,787 47,465
Trade deposits and short term prepayments 10 681 298 38,673
Other receivables 11 60 6,203 237
Sales Tax refunds due from government 146,137 93,653 35,947
Income tax refundable 12 82,065 47,422 17,217
Cash and bank balances 13 89,310 19,325 13,054
2,078,565 2,743,921 1,920,667
TOTAL ASSETS 7,708,703 7,437,335
5,225,950
EQUITY AND LIABILITIES
SHARE CAPITAL AND RESERVES
NON-CURRENT LIABILITIES
Long term financing 17 1,633,333 2,175,000 675,000
Deferred Liabilities
Staff retirement benefits 18 82,083 60,460 39,898
Deferred taxation 19 77,476 18,505 26,707
159,559 78,965 66,605
1,792,892 2,253,965
741,605
CURRENT LIABILITIES
Trade and other payables 20 418,322 601,164 407,807
Accrued markup 84,390 51,947 33,621
Short term borrowings 21 2,896,001 2,385,064 2,298,313
Current portion of long term financing 291,667 - -
3,690,380 3,038,175 2,739,741
Contingencies and Commitments 22 - - -
TOTAL EQUITY AND LIABILITIES 7,708,703 7,437,335
5,225,950
The annexed notes from 1 to 44 form an integral part of these financial statements.
Gross profit
569,891 820,341
Distribution Costs 25
137,901 194,889
Administrative expenses 26 67,337 60,364
Other operating expenses 27 40,595 25,253
245,833 280,506
324,058 539,835
Other Income 28 25,080 7,127
The annexed notes from 1 to 44 form an integral part of these financial statements.
Statement of Comprehensive
Income
For the year ended June 30, 2014
June June
2014 2013
Restated
Rupees in '000'
Profit after taxation 118,302 435,629
The annexed notes from 1 to 44 form an integral part of these financial statements.
The annexed notes from 1 to 44 form an integral part of these financial statements.
RESERVES Reasureme
Issued, Capital Revenue Reserves nt on post
Reserve retirement
Description Subscribed benefits Total
Unappro-
and Paid Share General Sub total- obligation Equity
priated net
up Capital premium Reserve reserves
Profit of tax
----------------------------------Rupees in "000"-------------------------------------
Balance as on June 30, 2012 as originally reported 61,875 34,416 1,485,584 156,194 1,676,194 - 1,738,069
Balance as on June 30, 2012 - Restated 61,875 34,416 1,485,584 156,194 1,676,194 6,535 1,744,604
- - 120,000 (120,000) - - -
Transfer to revenue reserves
- - - (24,750) (24,750) - (24,750)
Transaction with owners
Final Dividend for the year ended
June 30, 2012 Cash Rs. 4 per share - - - 435,629 435,629 (10,288) 425,341
Balance as on June 30, 2013 - Restated 61,875 34,416 1,605,584 447,073 2,087,073 (3,753) 2,145,195
Balance as on June 30, 2014 61,875 34,416 2,005,584 134,437 2,174,437 (10,881) 2,225,431
The annexed notes from 1 to 44 form an integral part of these financial statements.
The Company was incorporated on July 6, 1963 as a Private Limited Company under the
Companies Act, 1913 (Companies Ordinance, 1984) and was converted into a Public Limited
Company on May 04, 1966. The Company is listed on stock exchangesof Pakistan. The Company
is engaged in manufacturing, selling, buying and dealing in all types of yarn and knitted fabrics.
The address of its registered office is LA-2/B, Block 21, Rashid Minhas Road, Federal "B" Area,
Karachi, Pakistan. The Company has also undertaken a joint venture building construction project
at Plot # LA-2/B, Block 21, Rashid Minhas Road, Federal "B" Area, Karachi. As disclosed in note
15.1, during the year Y.B. Holding (Private) Limited became holding company of the Company.
The Board of Directors of the Company have, while exploring the potential opportunities to
expand, grow and reorganize the Company, identified opportunity for expansion / reorganization
by virtue of merging the textile business of the company with and into the Gadoon Textile Mills
Limited (GTML) and is in process of discussion with the Management of GTML to explore the
viability and feasibility of the merger. The Company has engaged Consultants and Advisors to
evaluate feasibility of the merger including Due Diligence and Valuation and formation of scheme
of compromises, arrangements and reconstruction for amalgamation / merger.
2. BASIS OF PREPARATION
These financial statements comprise of balance sheet, profit and loss account, statement of
comprehensive income, cash flow statement and statement of changes in equity together
with notes and have been prepared under the 'historical cost convention' except as has been
specifically stated below in respective notes.
These financial statements have been prepared in accordance with approved accounting standards as
applicable in Pakistan. Approved accounting standards comprise of such International Financial
Reporting Standards (IFRSs) issued by the International Accounting Standards Board as are notified
under the Companies Ordinance, 1984 provisions of and directives issued under the Companies
Ordinance, 1984. Wherever, the requirements of the Ordinance or directives issued by the Securities
and Exchange Commission of Pakistan differ with the requirements of these standards, the
requirements of the Ordinance or the requirements of the said directives take precedence.
These financial statements have been prepared in Pak Rupees, which is the Company's functional
currency. All financial information presented in Pak Rupees has been rounded to nearest thousand.
The preparation of financial statements in conformity with approved accounting standards requires
the use of certain critical accounting estimates. It also requires management to exercise its
judgments in the process of applying the company's accounting policies. Estimates and judgments
are continually evaluated and are based on historic experience and other factors, including
expectations of future events that are believed to be reasonable under the circumstances. In the
process of applying the company's accounting policies, management has made following
estimates and judgments which are significant to the financial statements.
d) Income Taxes
The company takes into account relevant provision of current income tax laws while providing
for current and deferred taxes as explained in note 3.2 of these financial statements.
e) Contingencies
The assessment of the contingencies inherently involves the exercise of significant judgment as the
outcome of the future events cannot be predicted with certainty. The Company based on the
availability of the latest information, estimates the value of contingent assets and liabilities which
are dependent upon the occurrence/non-occurrence of the uncertain future events.
The following amendments to existing standards have become effective for the Company's
current financial statements which are either irrelevant or have no effect on the Company's
financial statements except as disclosed as follows:
- IAS 19 (revised) 'Employee Benefits' has eliminated the corridor approach and requires
calculating finance cost on net funding bases. The Company has applied this change in
accounting policy retrospectively in accordance with IAS 8 'Accounting Policies, Changes
in Accounting Estimates and Errors' and recorded unrecognized actuarial losses net of
taxes associated with retirement benefit plan by adjusting the opening balance of
unappropriated profit and retirement benefit for the prior years' presented.
The adoption of the amendments has led to change in accounting policy in respect of recognition of re-
measurement gain/loss related to post retirement defined benefits plan retrospectively, the effects
whereof have been accounted for retrospectively in accordance with IAS 8 'Accounting Policies,
Changes in Accounting Estimates and Errors', resulting in restatement of financial statements of prior
periods. Resultantly, the cumulative effect of adjustments that arose as at 01 July 2012 have been
presented and disclosed as part of the statement of changes in equity, while the corresponding period
adjustment through other comprehensive income and profit or loss is restated and disclosed as part of
the Statement of Comprehensive Income and Profit and Loss Account respectively. The Balance Sheet
also presents the prior years' numbers as restated, due to the said changes.
2013 2012
As Impact due As As Impact due As
previously to change in restated previously to change in restated
reported policy reported policy
Rupees in “000”
Effect on balance sheet
- IFRS 7 Financial Instruments: Disclosures - Disclosures about offsetting of financial assets and
liabilities; These amendments require entities to disclose gross amount subject to right of
set off, amounts set off in accordance with accounting standards followed, and the related
net credit exposure. These disclosures are intended to facilitate the evaluation of the
effect or potential effect of netting arrangements on an entity's financial position.
- IAS 27 Separate Financial Statements (2011) - Amendment; The Standard requires that when
an entity prepares separate financial statements, investments in subsidiaries, associates,
and jointly controlled entities are accounted for either at cost, or in accordance with IFRS
9 Financial Instruments / IAS 39 Financial Instruments: Recognition and Measurement.
The Standard also deals with the recognition of dividends, certain group reorganizations
and includes a number of disclosure requirements.
- IAS28 Investments in Associates and Joint Ventures - Amendment; This Standard supersedes IAS
28 Investments in Associates and prescribes the accounting for investments in associates
and sets out the requirements for the application of the equity method when accounting
for investments in associates and joint ventures. The Standard defines 'significant
influence' and provides guidance on how the equity method of accounting is to be applied
(including exemptions from applying the equity method in some cases). It also prescribes
how investments in associates and joint ventures should be tested for impairment.
2.5.2 Standards, Interpretations and Amendments issued but not yet effective:
The following standards, amendments and interpretations of approved accounting standards
will be effective for accounting periods beginning on or after July 01, 2014:
- IFRIC 21 'Levies, an Interpretation on the accounting for levies imposed by governments' (effective
for annual periods beginning on or after 01 January 2014).
IFRIC 21 is an interpretation of IAS 37 'Provisions, Contingent Liabilities and Contingent
Assets'. IAS 37 sets out criteria for the recognition of a liability, one of which is the requirement
for the entity to have a present obligation as a result of a past event (known as an obligating
event). The Interpretation clarifies that the obligating event that gives rise to a liability to pay a
levy is the activity described in the relevant legislation that triggers the payment of the levy.
The amendments add a limited exception to IAS 39, to provide relief from
discontinuing an existing hedging relationship when a novation that was not
contemplated in the original hedging documentation meets specific criteria.
The practical expedient addresses an issue that arose when amendments were made in
2011 to the previous pension accounting requirements. The amendments introduce a
relief that will reduce the complexity and burden of accounting for certain contributions
from employees or third parties. The amendments are relevant only to defined benefit
plans that involve contributions from employees or third parties meeting certain criteria.
- Amendments to IAS 38 'Intangible Assets' and IAS 16 'Property, Plant and Equipment'
(effective for annual periods beginning on or after 01 January 2016)
This amendment introduces severe restrictions on the use of revenue-based amortization for
intangible assets and explicitly state that revenue-based methods of depreciation cannot be
used for property, plant and equipment. The rebuttable presumption that the use of revenue-
based amortization methods for intangible assets is inappropriate can be overcome only when
revenue and the consumption of the economic benefits of the intangible asset are 'highly
correlated', or when the intangible asset is expressed as a measure of revenue.
These amendments / clarification to the standards are either irrelevant or will not have any
material effect on the Company's financial statements.
Annual Improvements 2010-2012 and 2011-2013 cycles (most amendments will apply
prospectively for annual period beginning on or after 01 July 2014). The new cycle of
improvements contain amendments to the following standards:
- IFRS 2 'Share-based Payment'; IFRS 2 has been amended to clarify the definition
of 'vesting condition' by separately defining 'performance condition' and 'service
condition'. The amendment also clarifies both how to distinguish between a market
condition and a non-market performance condition and the basis on which a
performance condition can be differentiated from a vesting condition.
- IFRS 8 'Operating Segments' has been amended to explicitly require the disclosure of judgments
made by management in applying the aggregation criteria. In addition, this amendment clarifies that
a reconciliation of the total of the reportable segment's assets to the entity assets is required only if
this information is regularly provided to the entity's chief operating decision maker. This change
aligns the disclosure requirements with those for segment liabilities.
- Amendments to IAS 16 'Property, plant and equipment' and IAS 38 'Intangible Assets'.
The amendments clarify the requirements of the revaluation model in IAS 16 and IAS
38, recognizing that the restatement of accumulated depreciation (amortization) is not
always proportionate to the change in the gross carrying amount of the asset.
- IAS 40 'Investment Property'. IAS 40 has been amended to clarify that an entity
should: assess whether an acquired property is an investment property under IAS 40
and perform a separate assessment under IFRS 3 to determine whether the
acquisition of the investment property constitutes a business combination.
These amendments / clarification are not likely to have any material impact on the Company's
financial statements.
2.5.3 New Standards issued by ISAB and notified by SECP but not yet effective
Following new standards issued by IASB have been adopted by the Securities and Exchange
Commission of Pakistan for the purpose of applicability in Pakistan through SRO 633(1) / 2014 dated
July 10, 2014 and will be effective for annual periods beginning on or after January 01, 2015.
This is a new standard that replaces the consolidation requirements in SIC - 12 Consolidation:
Special Purpose Entities and IAS 27 - Consolidated and Separate Financial Statements. The
proposed standard builds on existing principles by identifying the concept of control as the
determining factor in whether an entity should be included within the consolidated financial
statements of the parent company and provides additional guidance to assist in the
determination of control where this is difficult to assess.
This is a new standard that deals with the accounting for joint arrangements and focuses
on the rights and obligations of the arrangements, rather than its legal form. Standard
requires a single method for accounting for interests in jointly controlled entities.
This is a new and comprehensive standard on disclosure requirements for all forms of
interests in other entities including joint arrangements, associates, special purpose
vehicles and other off balance sheet vehicles.
This standard applies to IFRSs that require or permit fair value measurement or disclosures and
provides a single IFRS framework for measuring fair value and requires disclosures about fair
value measurement. The standard defines fair value on the basis of an 'exit-price' notion and uses
'a fair value hierarchy', which results in market-based, rather than entity-specific measurement.
These new standards are either irrelevant or will not have any material effect on the
Company's financial statements.
The Company operates unfunded gratuity scheme covering all employees eligible to the benefit.
The present value of the defined benefit obligation has been determined on the basis of actuarial
valuation carried out on the Balance Sheet date. In accordance with the requirements of IAS 19,
Employees Benefits, actuarial valuation has been carried out using Projected Unit Credit Actuarial
Cost Method. Main valuation assumptions used for actuarial valuation were as under:
Any actuarial gains / losses on re-measurement are immediately recognized in the "Other
Comprehensive Income".
3.2 Taxation
Current
Provision for current taxation is based on taxable income at current rates of taxation after
taking in to account tax credits available rebate and exemption if any, subject to treatment in
respect of tax deducted at source on export as final discharge of tax liabilities.
Deferred
Deferred tax is provided using the liability method, on all temporary differences at the balance
sheet date between the tax assets and liabilities and their carrying values for financial
reporting purposes and amount used for taxation purpose.
Deferred tax assets and liabilities are measured at the tax rate that are expected to apply to
the year when the asset is realized or the liability is settled, based on the tax rates that have
been enacted or substantially enacted at the balance sheet date.
Monetary assets and liabilities in foreign currencies are translated into rupee at the rates of
exchange ruling on the balance sheet date except for liabilities covered under forward
exchange contracts which are translated at the contract rates. The gain or loss due to the rate
fluctuation is adjusted against the plant and machinery acquired under the loan.
Operating assets
These are stated at cost less accumulated depreciation and impairment loss, if any except
leasehold land which is stated at cost.
Depreciation is charged on diminishing balance method at rates specified in the note 4.1. In
respect of addition/deletion during the year, depreciation is charged from the month of
acquisition and up to the month preceding the disposal respectively.
The costs of replacing part of an item of property, plant and equipment is recognized in the
carrying amount of the item if it is probable that the future economic benefits associated with
the part will flow to the Company and its cost can be measured reliably.
The costs of day-to-day servicing of property, plant and equipment are recognized in profit or
loss as incurred.
Major spare parts, stand-by equipment and servicing equipment which qualify as property, plant
and equipment when an entity expects to use them during more than one year are classified as
property, plant and equipment under category of major stores and spares and are carried at cost
less accumulated depreciation and accumulated impairment, if any. These will be transferred to
relevant operating assets category as and when such items are available for use. However,
currently there are no such items hence there is no effect thereof in financial statements.
Gains and losses on disposal of operating assets are included in profit and loss account.
Capital Work-in-progress
Capital work-in-progress is stated at cost accumulated up to the balance sheet date less impairment, if
any. Cost represents expenditure incurred in the course of construction, implementation or installation of
the items of property, plant and equipment. These expenditures are transferred to relevant category of
property, plant and equipment as and when the assets are available for use and start operation.
These are valued at weighted average cost less provision for slow moving and obsolescence.
Adequate provision is made for obsolete and slow moving items as and when required based
on parameters set out by management.
Goods-in-transit are valued at invoice amount plus other costs incurred thereon up to balance
sheet date.
3.6 Stocks
factoryoverheads.
Work-in-process - At average cost of raw material and proportionate manufacturing overheads.
Net realizable value signifies the estimated selling prices in the ordinary course of business
less costs necessarily to be incurred in order to make the sale.
Trade debts and other receivables are recognized and carried at original invoice amount less any
estimated allowance made for doubtful receivables based on review of outstanding amount at the
year end. Balances considered irrecoverable are written off as and when identified.
Cash and cash equivalent are carried in the balance sheet at cost. For the purpose of the cash flow statement,
cash and cash equivalents comprise cash on hand, balances with banks in current and deposit accounts,
other short term highly liquid investments less short term bank borrowings and running finance.
Revenue is recognized to the extent it is probable that the economic benefits will flow to the
Company and the revenue can be measured reliably. Revenue is measured at the fair value
of the consideration received or receivable, and is recognized on following basis:
. Sales/ Service charges are recorded on dispatch of goods to customers;
. Rental Income is recognized as and when earned on annual basis; and
.Income of deposits is recognized on receipt basis.
All financial assets and liabilities are initially measured at cost, which is the fair value of the
consideration given and received respectively. These financial assets and liabilities are
subsequently measured as fair value or amortized cost, as the case may be.
Financial assets which have fixed or determinable payments and are not quoted in an active market are
classified as loans and receivables. These are measured at amortized cost less impairment, if any.
Employees' entitlements to annual leaves are recognized when they accrue to employee. A
provision is made for the estimated liability as a result of services rendered by employees up
to the balance sheet date.
Borrowing costs incurred on finances obtained for the construction/installation of qualifying assets
are capitalized up to date the respective assets are available for the intended use. All other mark-
up, interest and other related charges are taken to the profit and loss account currently.
3.14 Provisions
Provisions are recognized when the company has a present legal or constructive obligation as a
result of past event, it is probable that an outflow of resources embodying economic benefits will
be required to settle the obligation and a reliable estimate of obligation can be made. Provisions
are reviewed at each balance sheet date and adjusted to reflect the current best estimates.
Financial assets
A financial asset is assessed at each reporting date to determine whether there is any objective evidence
that it is impaired. A financial asset is considered to be impaired if objective evidence indicated that one or
more events have had a negative effect on the estimated future cash flows of that asset.
The company considers evidence of impairment for receivable and other financial assets at specific asset level.
Impairment losses are recognized as expense in profit and loss account. An impairment loss is reversed only to
the extent that the asset's carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortization, if no impairment loss had been recognized.
Non-Financial assets
The carrying amount of non-financial assets is assessed at each reporting date to determine
whether there is any indication of impairment. If any such indication exists, then the assets
recoverable amount of such assets is estimated. Recoverable amount is higher of an asset's fair
value less cost to sell and value in use. An impairment loss is recognized as expense in the profit
and loss account for the amount by which asset's carrying amount exceeds its recoverable amount.
3.16 Dividend
Transactions and contracts with related party are carried out at arm's length prices determined
in accordance with comparable uncontrolled price method.
3.18 Offsetting
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if
the Company has a legally enforceable right to set-off the recognized amounts and the Company intends
to settle either on a net basis or realize the assets and settle the liability simultaneously.
Net Carrying Value Basis Year ended June 30, 2014 ----------------------------------Rupees in "000"------------------------------------
Opening net book value 545,338 562,969 402,729 1,162,116 783 4,224 202 23,155 3,122 2,704,638
Additions at cost
Opening net book value 545,338 485,487 397,340 739,599 869 3,515 225 22,083 3,140 2,197,596
Additions at cost
June June
2014 2013
Rupees in '000'
4.1.1 Depreciation charge for the period has been allocated as follows :
Building Scrap on demolishing 127,926 * 86,528 41,398 20,403 (20,995) Negotiation Mohammad Zahid
Motor Vehicles
REG.# APC-894 641 459 182 449 267 To employee Saima Waseem
as per company
policy
REG.# AMU-574 610 482 128 427 299 -do- Khurram Junaid
REG.# AMW-159 606 479 127 424 297 -do- Rasib Hussain
REG.# ARK-713 776 509 267 574 307 -do- Asim Raza
REG.# KGS-2986 48 5 43 41 (2) Negotiation Insurance claim
REG.# ATJ-296 858 441 417 600 183 Negotiation Fazal Karim
REG.# ACW-959 494 473 21 330 309 Negotiation Syed Babar Ali
REG.# CN-1381 347 325 22 250 228 Negotiation Muhammad Jamil
REG.# KDL-4384 59 40 19 12 (7) Negotiation Asif Ahmed Khan
REG.# AKK-492 620 532 88 150 62 Negotiation Toufique Yousuf
REG.# AXP-454 742 246 496 675 179 Negotiation Insurance claim
REG.# KBM-0919 40 35 5 5 - Negotiation Zahir Ur Rehman
5,840 4,025 1,815 3,936 2,121
Plant and Machinery
Ring Spinning Frame 6,949 6,253 696 900 204 Negotiation M/s Gadoon Textile Mills Ltd
(related Party)
Ring Spinning Frame 6,949 6,265 684 900 216 Negotiation M/s Gadoon Textile Mills Ltd
(related Party)
Simplex Machine 4,053 3,764 289 1,200 911 Negotiation M/s Abdul Majeed Sons
Carding Machine 27,712 22,338 5,374 6,000 626 Negotiation M/s Fazal Awais Textile
Winding Machine 1,400 1,258 142 148 6 Negotiation Raees Ahmed
Drawing Machine 3,239 2,930 309 339 30 Negotiation Adnan Ali
Comber Machine 250 233 17 42 25 Negotiation Adnan Ali
Drawing Machine 2,369 1,728 641 1,000 359 Negotiation M/s Gadoon Textile Mills Ltd
(related Party)
Ring Frame 3,475 3,147 328 450 122 Negotiation M/s Fazal Awais Textile
56,396 47,916 8,480 10,979 2,499
Total June 2014 190,162 138,469 51,693 35,318 (16,375)
Total June 2013
88,737 79,968 8,769 11,389 2,620
* This represents cost of building situated at Plot No. LA-2/B, block 21, FB Area, Rashid
Minhas Road, Karachi, which have been demolished in view of company's decision to
commercalise the land and develop the project as disclosed in note 4.2.4.
4.2.5 This represent the expenditures incurred for civil work for building production facility at Nooriabad.
4.2.6 This represent the expenditures incurred for shifting existing plant and machinery, cost of new items of
stores and machinery and cost of installation and upgradation of plant and machinery at Nooriabad.
4.2.7 This represents supervision fees charged by Lucky one (Pvt) Limited @ 0.25% of the sub-
contractors charges plus its coordination charges as per agreement.
4.2.8 This represents commercialization, development and other charges of land situated at the existing
premises and expenses for civil work incurred for the purpose of construction of the project, as under:
Loan to Employees
5.2 These interest free long term loans and advances represent the amounts given to executive
and non executive employees for the purpose of housing assistance, medical expenses and for
the support of children's marriage. These are recoverable in monthly installments within 3 years
following the balance sheet date.
5.3 The maximum aggregate amount due from Executives at any month end during the year was
Rs 15.07 million (2013:Rs 15.220 million).
8.2 It includes amount of Rs. 31.053 million (June 2013: Rs. 26.809 million) due from related
parties. Aging of these is as follows:
----------------- June-2014-------------------
Upto 1 1-6 6 - 12 More than Total
month months months one year
Lucky Textile Mills Limited 1,624 2,555 1,472 - 5,651
Lucky Knits (Pvt.) Limited 24,949 406 - 25,355
Gadoon Textile Mills Limited 47 - - - 47
26,620 2,555 1,878 - 31,053
----------------- June-2013-------------------
Upto 1 1-6 6 - 12 More than Total
month months months one year
Lucky Textile Mills Limited 17,222 3,916 5,307 2 26,447
Yunus Textile Mills - - - 362 362
8.3 The maximum aggregate amount due from related parties at any month end during the year
was Rs. 81.304 million (2013: Rs. 29.164 million).
Opening balance - -
Provision during the year 2,470 -
Closing balance 2,470 -
10 TRADE DEPOSITS AND SHORT TERM PREPAYMENTS
Trade deposits 391 298
Prepayments 290 -
11 OTHER RECEIVABLES 681 298
89,310 19,325
13.1 These balances carry profit at the average rate of 6% to 7% (2013: 6% ).
14 AUTHORIZED CAPITAL
61,875
61,875
15.1 During the year, a group of individual shareholders has transferred their shared to Y.B. Holdings
(private) Limited, a Company established and beneficially owned by the transferors, as follows:
Name of Shareholders Shares Transferred
Muhammad Yunus Tabba 467,213
Muhammad Sohail Tabba 472,754
Imran Yunus Tabba 728,431
Jawed yunus Tabba 695,674
Muhammad Ali Tabba 710,310
Kulsum Razzak Tabba 394,537
Amina Abdul Aziz Bawani 520,057
Zulekha Razzak Tabba 152,912
Mariam Tabba Khan 139,443
Rahila Aleem 300,795
4,582,126
Consequently to above, Y.B. holdings (Private) Limited has now become the holding company of the Company.
16 RESERVES
Capital Reserve
General Reserve
Opening balance 1,605,584 1,485,584
Transfer from unappropriated profit 400,000 120,000
2,005,584 1,605,584
Unappropriated profit 134,437 447,073
2,174,437 2,087,073
17 LONG TERM FINANCING
Long Term Loans From Related Parties - Unsecured 17.1 425,000 675,000
Long Term Loans From Banking Companies - Secured 17.2 1,500,000 1,500,000
1,925,000 2,175,000
Less: Current portion of long term financing (291,667) -
1,633,333 2,175,000
17.1 Long Term Loans From Related Parties - Unsecured
Lucky Energy (Pvt) Ltd 425,000 250,000
17.1.1 These represent interest free loan from related parties. Loan of Lucky Knits (Private) Limited has been
adjusted during the year, where as the other loan represents power bills which have been deferred and
are repayable at the convenience of the company, however not repayable in next twelve months.
1,500,000 1,500,000
17.2.1These loans carry markup at the rate of average Six Month KIBOR plus 0.25% and are secured
against ranking hypothecation charge over all present and future plant and machinery and
constructive mortgage charge over commercial land bearing plot # LA-
2/B, Block 21, Federal B Area Karachi of single and combined charge of Rs. 2,000 million.
18.5 The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions is:
Impact on defined benefit obligation
Change in Increase in Decrease in
assumptions assumption assumption
Rupees in 000
Discount rate 1% 72,647 93,676
Salary increase rate 1% 93,676 72,495
June June
2014 2013
19 DEFERRED TAXATION Note Rupees in '000'
77,476 18,505
20 TRADE AND OTHER PAYABLES
Trade creditors 20.1 122,234 156,674
20.1 It includes aggregate amount due to related parties of Rs 36.121 million (June 2013 : Rs 191.208 million).
20.3 This amount represents the accumulation of monthly installments adjustable after a specified
period against vehicles to be disposed under vehicle scheme.
June June
2014 2013
21 SHORT TERM BORROWINGS Rupees in '000'
Secured
Running finances under mark-up arrangements 2,379,176 520,459
Export Finance and Import bills 516,825 1,864,605
2,896,001 2,385,064
21.1 Running finances carry markup at the rates ranging between 10.15% to 12.0% (2013: 9.15% to 13.5%) payable
on quarterly basis, whereas export finances and Import bills are in foreign currency carrying markup at the rates
ranging from 1.15% to 2.0% (2013: 1.15% to 1.5%) payable on quarterly basis. As at the balance sheet date the
aggregate sanctioned limit of these short term borrowing facilities aggregated to Rs. 3,105 million (2013: 2,700
million) out of which un availed facilities amounted Rs. 209 million (2013: 315 million).
21.2 These finances are secured by first / joint / subordinated pari passu hypothecation charge over
all the present and future movables and receivables including but not limited to stocks, book
debts and other receivables of the company and by Lien on duly accepted foreign bills.
22 CONTINGENCIES AND COMMITMENTS
22.1 Contingencies:
22.1.1 The Company has made a reference in the Honorable High Court of Sindh at Karachi u/s 133(i) of the Income
Tax Ordinance, 2001 against rejection of loss of Rs 1,461,000 by the Appellate Tribunal vide M.A (Rect) No
402/KB/2005 dated January 25, 2006 for the assessment year 2002-03. The case is pending before Court for
adjudication and in view of legal advisor there is no likelihood of any unfavourable outcome.
22.1.2Deemed assessment for the tax year 2008, 2009, 2010, 2011 has subsequently been amended
against which the company's appeals at first stage were successful, however the department
preferred second appeal which are pending for the hearing. The tax advisor confirmed that the
amount involved is Rs. 15.266 million out of which 14.540 million is in respect of deletion of
WWF by the appellate commissioner. The company intends to defend appeals vigoursly.
22.1.3 The Company had filed Constitutional Writ Petitions in the Honorable Supreme Court of Pakistan against the
order of Honorable High Court of Sindh, Karachi, in respect of confirmation of levy of workers welfare fund for
the years from the tax years 2009 to 2013. The case is pending for hearing, however the management and the
legal council of the company are of the opinion that the case will be decided favorably as the company is
engaged in exports hence no provision is made in these financial statements. The aggregate amount involved is
Rs. 41.605 millions which includes amount of Rs. 14.540 Million as stated in Note 23.1.2.
22.1.4Bills discounted Rs. 168.175 million (2013: Rs. 45.997 million).
June June
22.2 Guarantees: 2014 2013
Export
3,520,424 3,628,878
Local 3,084,826 2,298,619
Export rebate 3,560 5,419
Research & Development Support 125 2,350
Gross sales 6,608,934 5,935,266
Less:
- Sales tax 61,165 17,381
- Export duty and surcharge 11,259 8,475
72,424 25,856
6,536,510 5,909,410
24 COST OF SALES (Restated)
Raw material consumed
5,966,619 5,089,069
26.2 None of the directors and their spouses had any interest in the donees fund.
31.1 There is no dilutive effect on the basic earnings per shares of the Company.
June June
2014 2013
Rupees in '000'
With Associates:
Sale of Goods and Providing of Services
35.1 Chief Executive and other executives are provided company maintained car and security guards.
The reason for shortfall in the production of knitting is due to the difference in specification of
machinery installed which resulted in the outsourcing of the orders received from customers.
Financial Assets and Liabilities of the company, interest and non interest bearing, along with their
maturities are as follows:
June 2014
Markup/Interest Bearing Non Markup / Interest Bearing
Maturity Maturity Sub-total Maturity Maturity Sub-total Total
upto after upto after
one year one year one year one year
FINANCIAL ASSETS ..................................(Rupeesin“000”)..................................
At Amortized cost
June 2013
Markup/Interest Bearing Non Markup / Interest Bearing
Maturity Maturity Sub-total Maturity Maturity Sub-total Total
upto after upto after
one year one year one year one year
FINANCIAL ASSETS ..................................(Rupeesin“000”)..................................
At Amortized cost
The effective interest / markup rates for the financial assets and liabilities are mentioned in
respective notes to the financial statements. While commission chargable on off balance sheet items
is chargable as advised by the banks.
38 FINANCIAL INSTRUMENTS
The Company's overall risk management programs focuses on the unpredictability of financial
markets and seeks to minimize potential adverse effects on the financial performance.
Risk management is carried out by the Treasury Sub Committee (the Committee) of the Executive Committee
(EXCO) of the Board of Directors (the Board) under policies approved by the board. The Board
provides formal principles for overall risk management, as well as significant policies covering
specific areas such as foreign exchange risk, interest rate risk, credit risk, and investment of excess
liquidity. All treasury related transactions are carried out within the parameters of these policies.
The information about the company's exposure to each of the above risk, the company's objectives, policies and
procedures for measuring and managing risk, and the company's management of capital, is as follows;
Credit risk is the risk of financial loss to the company if a customer or counterparty to a financial
instrument fails to meet its contractual obligations.
These loans and advances are due from employees and are usually adjustable against their
salaries and retirement benefit balances. The Company actively pursue for the recovery of the
these and the Company does not expect these employees will fail to meet their obligations.
Hence the company believes that no impairment allowance is necessary in respect of loans.
Trade Debts
Trade debts are essentially due from local and foreign customers. Export debts are secured under
irrevocable letter of credit, document acceptance, cash against documents and other acceptable
banking instruments. Advance and trade deposits are obtained in case of local debts.
The Company actively pursue for the recovery of the debts and considering the strong business
relationship and financial soundness of the customers. The Company does not expect these
parties will fail to meet their obligations except for certain doubtful trade debts.
Other Receivables
The Company believes that no impairment allowance is necessary in respect of receivables. The Company
actively pursue for the recovery and the Company does expect that the recovery will be made soon.
Bank Balances
The company maintains balances with banks that have good and stable credit rating. Given these credit
ratings, management does not expect that any counter party will fail to meet their obligations. The bank
balances along with credit ratings are stated below:
The credit quality of financial assets that are either past due or impaired can be assessed by
reference to historical information and external ratings or to historical information about counter
party default rates and advances. These relates to a number of independent parties for whom
there is no recent history of default. The aging analysis of the financial assets is as follows:
Financial Assets not past due 981,524 1,212,975
Financial Assets Past due but not impaired
- 06 - 12 months 1,375 1,320
- more than one year 3,718 3,567
5,093 4,887
986,617 1,217,862
The Company actively pursue for the recovery of these financial assets and considering the strong
business relationship with the counterparties since long and giving due consideration to their
financial soundness the management does not expect non-performance by these counter parties of
their obligations to the company and hence it is not exposed to any significant credit risk.
Liquidity risk represent the risk where the Company will encounter difficulty in meeting obligations
associated with financial liabilities when they fall due. Contractual maturities of financial liabilities,
including interest payments excluding the impact of netting arrangements, are shown in the Note 38.
The Company manages liquidity risk by maintaining sufficient cash and the availability of
funding through an adequate amount of committed credit facilities. The management forecasts
liquidity risks on the basis of expected cash flow considering the level of liquid assets
necessary to meet such risk. This involves monitoring balance sheet liquidity ratios against
internal and external regulatory requirements and maintaining debt financing plans.
The Company's approach to managing liquidity is to ensure, as far as possible, that it will always have
sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without
incurring unacceptable losses or risking damage to the Company's reputation. The Company ensures that
it has sufficient cash on demand to meet expected working capital requirements.
At June 30, 2014, the Company unutilized borrowing facilities of Rs. 315 million (2013: Rs. 322
million) and Rs. 89 million (2013: Rs.19 million) being balances at banks and also has trade
debts of Rs. 874.383 Million (2013: 1,159.763 Million) realisable within three to six months.
Based on the above, management believes the liquidity risk is insignificant.
Currently, the Company’s foreign exchange risk exposure is restricted to the amount receivable / payable
from / to the foreign entities and outstanding letters of credit. The Company is exposed to foreign currency
risk arising from foreign exchange fluctuations due to the following financial assets and liabilities:
June June
2014 2013
------USD in thousands------
Trade Debts 7,198 9,656
Short Term Borrowing (5,244) (18,693)
Net Exposure 1,954 (9,037)
Net Balance Sheet Exposure in PKR (000) 192,598 (901,447)
Rupees in '000'
Foreign currency commitments outstanding at year end are as follows:
USD 21,562 23,891
EURO 12,123 3,189
CHF - 71,901
33,685 98,981
The following significant rates applied during the year:
Rupee per USD
Average rate 102.87 98.49
Reporting date rate 98.55 99.75
A 10 percent strengthening / weakening of the PKR against the USD at June 30, 2014 would have
increased / decreased the shareholders equity and profit / loss after tax by Rs.12.904 million (2013:
58.594 million). This analysis assumes that all other variables, in particular interest rates, remain
constant. The analysis is performed on the same basis for June 30, 2013. The sensitivity analysis is
not necessarily indicative of the effects on profit for the year and liabilities of the company.
Interest rate risk is the risk that the fair value or future cash flows of financial instruments will
fluctuate due to change in the interest / mark-up rates. The exposure to interest rate risk
mainly arises in respect of variable markup / interest bearing long term and short borrowings
from banks. The Company's net exposure to markup/interest rate risk is as follows:
June June
2014 2013
Rupees in '000'
As at the balance sheet date, if the interest rates would have been 1% higher / lower with all
other variables held constant, post tax profit for the year and shareholders equity would have
been Rs 14.543 million (2013: 25.410 million) lower / higher, mainly as a result of higher / lower
interest expense on the net exposure.
The Company does not account for any fixed rate financial assets and liabilities at fair value
through profit or loss. Therefore, a change in interest rate at the balance sheet would not effect
profit or loss of the Company.
Price risk represents the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market prices (other than those arising from interest or currency rate risk), whether
those changes are caused by factors specified to the individual financial instrument or its issuer, or factors
affecting all similar financial instruments traded in the market. The Company is not exposed to equity price
risk since there are no investment in equity securities. The Company is also not exposed to commodity
price risk since it has a diverse portfolio of commodity supplier.
The carrying value of all financial assets and liabilities reflected in the financial statements
approximate their fair value except those which are described in policy notes.
The Company's objective when managing capital are to safeguard the Company's ability to
continue as a going concern in order to provide returns for shareholders and benefit for other
shareholders and to maintain an optimal capital structure to reduce the cost of capital.
The Company finance its operations through equity, borrowings and management of working capital with
a view to maintaining an appropriate mix between various sources of finance to minimize risk. In order to
maintain or adjust capital structure, the company may adjust the amount of dividend paid to shareholders,
return capital to shareholders or issue new shares or sell assets to reduce debt. Consistent with others in
industry , the company manages its capital risk by monitoring its debt levels and liquid assets and keeping
in view future investment requirements and expectations of shareholders.
During year the Company's strategy was to maintain gearing. The gearing ratio as at balance
sheet date is as follows:
June June
2014 2013
Rupees in '000'
Total borrowings
4,821,001 4,560,064
Cash and bank (89,310) (19,325)
Net debt / (cash) 4,731,691 4,540,739
Total equity 2,225,431 2,145,195
Total capital 6,957,122 6,685,934
Gearing ratio 68.01% 67.91%
40 SUBSEQUENT EVENT
The Board of Directors at their meeting held on September 10, 2014 have recommended cash
dividend of Rs. 5/- per share (2013: Rs 5/- per share) for the year ended June 30, 2014,
amounting to Rs. 30.938 million (2013: 30.938 million), and transfer to general reserve of Rs.
85 million (2013: 400 million) subject to the approval of members at the annual general meeting
to be held on October 31, 2014. Since it is a non-adjusting event, the financial statements for
the year ended June 30, 2014 do not include the effect of the recommendations of the board.
41 RECLASSIFICATION
For correct and better presentation, following reclassification have been made in the
comparative financial statements:
COST OF SALES, ADMIN & DISTRIBUTION COST OF SALES, ADMIN & DISTRIBUTION
EXPENSES EXPENSES
Salaries, wages & other benefits Staff retirement benefits 29,182 22,117
42 NO OF EMPLOYEES
These Financial Statements were authorized for issue by the Board of Directors on September 10, 2014.
44 GENERAL
Form of Proxy
The Company Secretary
FAZAL TEXTILE MILLS LTD.
LA-2/B Block # 21, Rashid Minhas Road,
Federal ‘B’ Area, Karachi - 75950.
I / We ____________________________________________________________________________________
of ___________________________________________________________________________(full address)
another member of the Company to attend and vote for me / us and on my / our behalf at the
52nd Annual General Meeting of the Company to be held on October 31, 2014 at 02:00 Hrs and
at any adjournment thereof.
As witness my / our hand this ____________________ day of _________________________ 2014.
Witness No.1
Name
Rs.5/-
Address Revenue
Stamp
NIC No.
Signature of Member(s)
Witness No. 2
Name
(Name in Block letters)
Address Folio No
Participant ID No
NIC No. Account No. in CDS
Important:
1. A member entitled to attend a General Meeting is entitled to appoint a proxy to attend and vote instead of him / her. No person
shall act as a Proxy (except for a corporation) unless he / she is entitled to be present and vote in his / her own right.
2. Members are requested:
(a) to affix Revenue Stamp of Rs. 5/- at the place indicated above.
(b) to sign across the Revenue Stamp in the same style of signature as is registered with the Company.
(c) to write down their Folio Numbers/Participant ID Numbers/Account Numbers in CDS(as applicable) at the place
indicated above.
3. The instrument appointing a proxy, together with the Board of Directors' resolution / Power of Attorney (if any) under
which it is signed or a notarially certified copy thereof, should be deposited at the Registered Office not less than 48
hours before the time for holding the meeting.
4. CDC Account Holders are requested to strictly follow the guidelines mentioned in Circular No.1 dated January 26, 2000 of SECP.
5. CDC Account Holders or their proxies are each requested to attach an attested photocopy of their National Identity Card
or Passport to this proxy form when submitting the same to the Company.
ANNUAL REPORT
2014