Kohinoor: Mills Limited
Kohinoor: Mills Limited
Kohinoor: Mills Limited
MILLS LIMITED
2023
CONTENTS
04 08 09
Company Information Company Profile Core Values
10 12 18
Vision & Mission Statement, Company Divisions Business Process
Business Activities Flow Chart
19 20 22
Financial Highlights Board of Directors Notice of AGM
26 27 38
Chairman’s Directors’ Report Pattern of Shareholding
Review Report
41 42 43
Environment and Terms of Reference Terms of Reference
Climate Roadmap Audit Committee of Human Resource
2021-25 and Remuneration
Committee
49 50 52
Six Years’ Performance Statement of
Performance Overview Value Addition
53 57 60
Statement of Compliance Independent Auditor’s Independent
With the Code of Corporate Review Report Auditor’s Report
Governance
66 68 69
Statement of Financial Statement of Profit or Statement of
Position Loss Comprehensive Income
70 71 72
Statement of Cash Flow Statement of Changes Notes to the Financial
in Equity Statements
Legal Advisor
Raja Mohammad Akram & Co.,
Advocate & Legal Consultants, Lahore
Company Secretary
Mr. Muhammad Rizwan Khan
Auditors
Riaz Ahmad & Company
Chartered Accountants
Shares Registrar
M/s. Hameed Majeed Associates (Pvt.) Ltd
HM House, 7 Bank Square, Lahore.
Land Lines: (92-42) 37235081 & 82, 37310466
Fax: (92-42) 37358817
AGILITY
We are action-oriented, delivering results without sacrificing safety or quality.
We pursue continuous innovation not only in our products and processes, but
in the experiences we deliver. We are collaborative, fast and nimble.
SUSTAINABILITY
We create innovative solutions while preserving the environment for tomorrow.
We make a positive impact on the communities where we live and work. We
steward the responsible use of our products.
SAFETY
Every action we take is guided by our THINK. SAFE. Manifesto. We empower
employees to always put safety first. We help others to be safe at work, at
home and on the road.
INTEGRITY
We do things the right way ethically and in compliance with laws regardless
of circumstances. We keep our commitments. Building trust with customers,
shareholders, the community and each other. We take responsibility tor our
actions regardless of the outcome.
MISSION
To produce innovative, high quality, and cost effective
textile products for our customers, in an environmentally
sustainable and socially conscious manner.
BUSINESS ACTIVITIES
Kohinoor Mills is principally engaged in three major
components of textile manufacturing; Weaving, Dyeing &
Finishing and Energy. The company exports grey, white
and dyed fabrics to leading fashion brands, manufacturers
and trading companies around the world.
The division produces over 50 million meter of grey fabric per annum,
which is partially consumed downstream by the dyeing division, while
the rest is exported to customers in Europe, Asia and nontraditional
markets like Asia and Africa. KW has also diversified its operations
into jacquard and dobby fabrics for the local fashion industry and
fashion brands in the US and Europe.
01 WEAVING 02 DYEING
03 FINISHING
GARMENT
04 MANUFACTURING
Sales
RUPEES IN BILLION 28.21 PKR
Gross Profit
RUPEES IN BILLION 5.86 PKR
Shareholders’
Total Equity
RUPEES IN MILLION
7,889 PKR
Mr. Rashid is an MBA from IBA, Karachi and holds a Master’s degree in Economics
from the University of Punjab
Mr. Ismail Aamir Fayyaz is the son of Mr. Aamir Fayyaz Sheikh. He joined the
company in 2016 after studying Physics and Philosophy at McGill University,
Canada. For the past 7 years he has been heavily involved in sales and marketing,
travelling extensively to new markets in order to grow KML’s customer base. After
the new expansion in 2018, he has been heading the Weaving division as Chief
Operating Officer and has been instrumental in revamping the organizational
structure and efficiency of the Weaving division. He is the driving force behind
Balancing, Modernisation and Rebalancing initiative at Kohinoor Weaving, which
has seen the gradual replacement of older loom sheds with the newest, cutting
edge technology. Mr. Ismail is also a Chartered Financial Analyst, a Certified
Director and enjoys learning new languages.
Ismail Aamir Fayyaz
Director
Mr. Matiuddin Siddiqui is serving the board of directors’ of Kohinoor Mills Limited
as a nominee director of National Investment Trust Limited (NITL) - the largest and
oldest asset management company in Pakistan.
Mr. Matiuddin holds Masters degree in commerce from University of Karachi and
is a Certified Director from Institute of Cost and Management Accountants of
Pakistan. He upholds over two decades of professional experience in the field of
Accountancy and Finance and is serving NITL as a Head of Accounts & Finance.
Matiuddin Siddiqui
Director - NIT Nominee
Ordinary Business:
1. To receive, consider and adopt the Annual Audited Financial Statements of the Company for the year
ended June 30, 2023, together with the Chairman’s Review, Directors’ and Auditors’ Reports thereon.
2. To approve final cash dividend for the year ended June 30, 2023 at Rs. 3.00 per ordinary share of
Rs. 10/- each i.e., 30.00% as recommended by the Board of Directors.
3. To appoint auditors for the year ending June 30, 2024 and fix their remuneration.
4. To transact any other business of the Company with permission of the Chair.
NOTES
The share transfer books of the Company for Ordinary Shares will remain closed from October 19,
2023 to October 26, 2023 (both days inclusive) for determination of above entitlement and to attend and
vote at the Annual General Meeting. Physical transfers and deposit requests under Central Depository
System received at the close of business hours on Wednesday, October 18, 2023, by the Company’s
Shares Registrar M/s.Hameed Majeed Associates (Pvt.) Ltd, HM House, 7 Bank Square, Lahore, will be
considered in time for the purpose of above entitlement and to determine voting rights of the shareholders
for attending the meeting.
2. Shareholders are advised to follow the under mentioned guidelines for attending the meeting:
a. In case of individuals/joint-account holders, as per registration details available with the Company,
shall authenticate his/her/their identity by presenting his/her/their original CNIC or original Passport at
the time of attending the meeting.
b. In case of corporate entity, the board’s resolution / power of attorney with specimen signature of the
nominee shall be produced (unless it has been provided earlier) at the time of the meeting
a. A shareholder entitled to attend and vote at this meeting may appoint any other shareholder as proxy
to attend the meeting and a proxy so appointed shall have the same rights of attending, speaking and
voting at the general meeting as are available to the shareholders. A proxy must be a shareholder of
the Company.
b. If a shareholder appoints more than one proxy and more than one instruments of proxy are deposited
by a shareholder with the Company, all such instruments of proxy shall be rendered invalid.
c. In case of individual/joint-holders, shareholders as per registration details available with the Company
shall attach an attested copy of his/her/their Computerized National Identity Card (CNIC) / Passport
with the Proxy Form. The proxy shall produce his/her/their original CNIC or original passport at the
time of the meeting.
d. In case of corporate entity, as per registration details available with the Company the board of Directors’
resolution / power of attorney with specimen signature of the nominee should be attached with the
proxy form. The nominee shall also produce his/her original CNIC or original passport at the time of
the meeting.
e.The instrument of appointing a proxy must be deposited at the Registered Office of the Company at
least 48 hours before the time of the meeting and must be duly stamped, signed and witnessed by two
persons, whose names, addresses and CNIC numbers shall be mentioned on the form.
f. The form of proxy is attached with this notice and is also available on investor page of website of the
Company i.e., www.kohinoormills.com
In accordance with the requirements of the Companies Act, 2017, members residing in a city holding at
least 10% of the total paid up share capital may demand the facility of video-link for participating in the
Annual General Meeting. The request for the video-link facility shall be received by the Shares Registrar
at the address given hereinabove at least 7 days prior to the date of the meeting on the Standard Form
available on the website of the Company.
a) As per notification by the Securities and Exchange Commission of Pakistan vide its SRO 389 (I)/2023
dated March 21, 2023, the Company obtained the approval of shareholders as on June 20, 2023
for circulation of annual audited financial statements together with the required reports through QR
enabled code and web link which can be downloaded from the following link/QR code:
http://kohinoormills.com/uploads/financialstatement/
KMLAnnualReport2023.pdf
b) The notice of meeting is being dispatched to members as per requirements of the Companies Act,
on their registered address, containing the QR code and the web link address to view and download
the annual audited financial statements together with the reports and documents at all times; and
has been also placed on the website of the Company.
4. Shareholders are requested to notify/submit the undermentioned information and documents, if not earlier
provided / notified within 10 days before the entitlement date i.e., October 18, 2023, in the following
manner:
a) Mandatory submission of CNIC / NTN: Pursuant to the directives of the Securities and Exchange
Commission of Pakistan (SECP), CNIC numbers of shareholders are mandatory. Shareholders are
therefore requested to submit a copy of their valid CNIC (if not provided earlier) to Company’s
Shares Registrar M/s. Hameed Majeed Associates (Pvt) Limited, HM House, 7 Bank Square, Lahore.
Corporate entities are required to send valid and legible copies of their National Tax number (NTN)
or NTN certificate(s) and must quote the name of the company and respective folio numbers thereon
while sending the copies.
In case of non-submission of valid and legible copy of CNIC/NTN, the Company will be constrained
to withhold the disbursement of dividend till such time the CNIC/NTN copy is provided to the Shares
Registrar of the Company.
b) Dividend Mandate: In terms of Section 242 of the Companies Act, 2017, listed companies are required
to pay cash dividend only through electronic mode directly into the bank account designated by the
entitled shareholders. In order to comply with this requirement, shareholders are therefore requested
to immediately provide the dividend mandate i.e., name, folio number, bank account number (IBAN),
title of account, complete mailing address of the bank, branch address, branch code, email and
contact numbers to the Shares Registrar of the company in case of physical shares and to the CDC
in case of shares are held electronically.
c) Deduction of Withholding Tax on Dividend: Shareholders who are filers, are advised to make sure
that their names are entered into latest ATL provided on the website of FBR at the time of dividend
payment, otherwise they shall be treated as person not appearing in ATL and tax on their cash
dividend will be deducted at the rate of 30% instead of 15%.
d) For shareholders holding their shares jointly as per the clarification issued by the FBR, withholding
tax will be determined separately as per status of their names appearing in the ATL for principal
shareholder as well as joint-holder(s) based on their shareholding proportions. Therefore, all
shareholders who hold shares jointly are required to provide shareholding proportions of principal
shareholder and joint-holder(s) in respect of shares held by them to our Share Registrar in writing as
follows:
e) Exemptions - Deduction of Tax and Zakat on Dividend entitlement: Members who wants to avail the
exemptions on their respective dividend entitlement are requested to furnish the following documents
to the Company/Shares Registrar, if not provided earlier:
• Valid income tax exemption certificate issued by the concerned Commissioner of inland Revenue
in order to avail tax exemption under Section 150 of the Income Tax Ordinance, 2001 (tax on
dividend) where the statutory exemption under clause 47B of Part IV of Second Schedule is
available and want to avail exemption under Section 150 of the Ordinance, otherwise tax will be
deducted under the provisions of laws.
5. Shareholders’ still holding physical shares is/are being notified again that as per Section 72 of the
Companies Act, 2017, every existing listed company shall be required to replace its physical shares with
book-entry form within a period not exceeding four years from the promulgation of the Act, i.e., May 30,
2017. Shareholders’ having physical shares is/are advised to open CDC sub-account with any of the
broker or Investor Account directly with CDC to place their physical shares into scrip less form as the
trading of physical shares is not permitted as per existing regulations of the Pakistan Stock Exchange.
6. Shareholders are requested to notify change in their mailing address to our Shares Registrar at the
earliest.
7. For any query/problem/information, shareholders may contact the Company’s Shares Registrar
M/s. Hameed Majeed Associates (Pvt) Limited, HM House, 7 Bank Square, Lahore, Land Line: (00-92-
42) 37235081 and 82.
During the year under review, your company faced many operational challenges especially due to rising
interest rates, lingering supply constraints and mounting global economic uncertainities. The Management of
your company is putting its best efforts to maintain its profitability and market share. Moreover, Government
positive action towards textile reforms in prevailing situation will play a vital role.
The composition of the Board of Directors reflects mix of varied backgrounds and rich experiences in the
fields of business, finance, banking and human resource. It represents an excellent balance of executive and
non-executive directors including independent directors, having strong financial and analytical abilities, core
competencies and industry knowledge to lead the company.
During the year, Board of Directors focused on the future strategies and on setting the financial and operational
targets. The Board regularly tracked the progress against the budgeted targets. The Subcommittees of the
Board also performed their functions as per their terms of reference during the year under review. The Board
carried out reviews of its effectiveness and performance during the year which have been satisfactory.
As stated above, Board considered all aspects of Company’s activities including performance of individual
Directors, Board Committees and I am happy to report that your Board of Directors continue to function
effectively and is focused on priorities for the Company’s business.
The long-drawn-out conflict in Eastern Europe, stemming from Russia’s invasion of Ukraine, continues to
cast a shadow over global stability. Geopolitical tensions and military conflicts have disrupted supply chains,
impacted energy prices, and lead to heightened uncertainty in global financial markets. The convergence of
factors such as inflation, currency devaluation, geopolitical tensions, and the extended impact of the COVID-19
pandemic over the past three years decelerated the economic growth in many parts of the world in FY-23
and this is anticipated to continue in FY-24 as well. Primary projections indicate a slow deceleration of world
economic growth, with an anticipated decline from 3.2% in 2022 to 2.7% in 2023, eventually reaching a steady
state at 3.0% in 2024.
Central Banks around the world led by the US Federal Reserve have aggressively tightened monetary policy
to combat inflation, whereas there is very little fiscal space for most governments to respond due to over
stretched balance sheets after Covid era support. The surge in global interest rates and cost of living crisis
have caused a wave of currency crises in emerging markets, especially in oil and food-importing economies.
The geopolitical tension, tight financial conditions, and high inflationary pressures had a substantial impact on
global growth expectations. Pakistan is no exception. As a result, domestic slowdown, low foreign currency
reserves, depreciating currency, burgeoning inflation, restriction on import of raw materials, high cost of
financing and the ongoing energy crisis has kept the external sector under pressure.
During the period under review, Pakistan has also faced unprecedented internal challenges. Inconsistent
government policies, unsustainable fiscal deficit, the exponential rise in public debt, political and economic
uncertainties, and mounting circular debt were among the main economic challenges faced by the country in
FY-23. As a result, real GDP posted a growth rate of 0.29% in the period under review against GDP growth
rate of 6.1% recorded for FY-22.
In FY-23, the import bills have decreased by 27.4% to USD 51.9 billion in contrast to USD 71.5 billion in FY-
22, mainly on the back of tightening of monetary policy, and sizable import containment by the State Bank
of Pakistan (SBP) to cope with the macroeconomic imbalances and financing challenges. In a parallel
trajectory, the Country’s exports and remittances both experienced a decline, with export values diminishing
by 14.1% to USD 27.9 billion from USD 32.5 billion and remittances decreasing by 13.6% to USD 27.02 billion
from USD 31.27 billion in comparison to previous year. This decline was attributed to the persistently low
global economic growth, which deviated from historical norms, and the heightened financial risks stemming
from persistent high inflation. Consequently, the current account recorded a deficit of USD 2.6 billion in FY-
23 comparing to deficit of USD 17.48 billion in the corresponding period of last financial year, marking an
approximate 85.1% reduction compared to same period in the previous year. This notable shift is primarily
attributed to the reduction in imports, which effectively contracted the combined decrease in remittances and
exports.
The PKR-USD interbank exchange rate depreciated significantly, falling by 41.5% from Rs. 202.50 at the start
of the fiscal year to Rs. 286.60 by year-end. This substantial devaluation can heighten inflation by increasing
import prices and boosting domestic demand. To manage potential inflation, the government may need to
raise interest rates, even if it means sacrificing economic growth. During the period under review, average
Pakistan’s macroeconomic imbalances extreme political instability, imprudent populist measures, and
environmental catastrophes have pushed the economy to the brink. As a result, Pakistan once again had
to seek support from the IMF and friendly countries. These factors, along with the global environment of
economic uncertainty, meant that it was a challenging year, and these challenges are expected to increase in
the upcoming year.
Pakistan’s textile exports have declined by 14.5% in FY-23, falling from USD 19.3 billion in the corresponding
period of FY-22 to USD 16.5 billion. The decline in Pakistan’s textile sector can be attributed to multiple factors.
Firstly, a global economic slowdown has decreased the demand for Pakistani textile products. Secondly, flood
damages have resulted in losses for the cotton industry, equivalent to half of the industry’s required cotton
input. Finally, the contractionary policy stance, including higher policy rate, increased energy charges, and
restrictions on the import of raw materials and machinery has made it harder for businesses to operate and
export. Further, reduction in the spread between the policy rate and subsidized financing rates (such as Export
Financing Scheme & Long Term Financing Facility) has discouraged industrialists who heavily rely on such
financing facilities to meet their working capital needs. Despite the adverse global and local economic scenario
discussed earlier, Pakistan textile products continued to maintain an average share of around 59.5% in national
exports.
Navigating these challenges will require a multi-pronged approach that encompasses both domestic reforms
and an understanding of global market dynamics. For Pakistan textile industry to sustain its momentum, it
requires a stable and consistent policy environment that encourages exports, supports competitiveness, and
fosters long-term growth. Policy predictability is crucial for attracting investments and promoting industry
development.
Despite the challenging micro and macro-economic conditions discussed earlier, your company managed to
capitalize on certain advantages, particularly its export-oriented nature and the depreciation of the Pakistani
Rupee against the US Dollar. This strategic position allowed your company to achieve substantial growth in
both turnover and profitability during the year ended June 30, 2023.
During the year ended 30 June 2023, your company earned a gross profit of Rs. 5,867 million on sales of Rs.
28,208 million, compared to a gross profit of Rs. 3,447 million on sales of Rs. 21,453 million for the previous
financial year. During the period under review, your company recorded a net profit of Rs. 2,001 million (EPS:
Rs. 39.31 per share), compared to a net profit of Rs. 928 million (EPS: Rs. 18.24 per share), in the previous
financial year.
The finance cost during the period experienced a significant increase of 159.13%, totaling Rs. 1,249.47 million
from Rs. 482.13 million in comparative period of last year. The significant increase in finance costs is the result
of a combination of macroeconomic factors, including higher policy rates, rising inflationary pressures, and
additional working capital requirements due to currency devaluation. These factors collectively contributed to
the notable rise in finance cost during the period under discussion.
The Board of Directors has proposed a final cash dividend for the year ended 30 June 2023 of Rupees 3.00
per share i.e., 30%.
Performance Overview
A brief overview of performance of your company for the year ended 30 June 2023 is discussed below:
Weaving Division
The comprehensive BMR project has undoubtedly proven to be a resounding success. The replacement of
258 old looms and installation of additional 14 looms with the state-of-the-art looms and ancillary equipment
has added and brought almost a remarkable transformation in the Weaving Division. This achievement stands
as an evidence of the management’s commitment towards innovation and operational excellence. Despite
current global and domestic challenges faced by the weaving sector, it is no doubt an undeniable contribution
to the company’s growth. The Weaving Division posted a gross turnover of Rs. 17,168 million as compared to
turnover of Rs. 13,372 million in the previous financial year.
As we look ahead, we acknowledge the ongoing challenges posed by a demand slowdown, elevated utility
expenses, and rising finance cost driven by the State Bank of Pakistan’s consistent policy rate hikes, all of which
continue to exert pressure on profit margins. In response, we remain committed to implementing proactive
strategies aimed at optimizing costs, diversifying our market reach, and efficiently managing our finances to
mitigate these challenges and enhance our profitability in the coming years. We hold strong optimism about
not only achieving but surpassing our anticipated results in the near future.
Dyeing Division
The fashion retail industry is a dynamic and highly competitive sector that is sensitive to economic fluctuations.
The FY-23 has seen the world grappling with a global recession caused by various factors, including the
aftermath of the COVID-19 pandemic, geopolitical tensions, and supply chain disruptions. Simultaneously,
inflation has been on the rise in many parts of the world, putting additional pressure on businesses and
consumers alike. The global recession has led to a decrease in consumer confidence and discretionary
spending. Consumers are more cautious about their purchases, particularly in non-essential categories like
fashion. This has resulted in lower sales for fashion retailers, especially those catering to higher-end markets.
In this challenging economic environment, fashion retailers must adapt and innovate to thrive.
Despite the overall challenging environment surrounding the fashion retail industry, the Dyeing Division was
able to increase its gross turnover by 29% from Rs. 14,064 million to Rs. 18,115 million. Gross profit was
increased to Rs. 3,240 million from Rs. 1,656 million in the corresponding period of last financial year, an
increase of 96% year on year. Net profit was increased from Rs. 270 million to Rs. 1,308 million showing an
increase of 384% year on year. The Dyeing Division’s impressive financial performance has been majorly
driven by favorable currency depreciation. It is crucial to complement this with strategies aimed at achieving
sustainable growth through increased sales volumes, diversification, and effective risk management. The
industry’s ability to innovate and respond to these challenges will determine its resilience and growth in the
coming years.
Genertek Division
The Genertek Division is prone to certain challenges. On the electricity side, the Government of Pakistan
discontinued providing electricity at a reduced rate as part of its competitive relief package. Consequently, the
Genertek Division is using natural gas to the extent of allowed quota to generate electricity and the balance
For steam generation, the division has diversified its fuel input requirements towards non-conventional green
biofuels which are cleaner, cheaper & environment friendly.
Information Technology
Your company is making continuous efforts to have efficient IT systems in place, supporting timely and
effective decisions. It has provided its employees state-of-the-art facilities to achieve optimum efficiency levels.
Most of the manufacturing equipment and machinery used in the operations are equipped with technologically
advanced software, providing real time information for the production processes.
The company’s intranet acts as a useful resource base, providing in depth information on the company’s
policies and procedures along with other useful information to the employees of the company.
With human capital resources of approximately 2,059 employees at average, the company believes that
employees are indispensable in shaping the organization’s future and each individual contributes directly to
success of the organization.
Your company’s HR team is a group of highly skilled and experienced professionals. They work very closely
with the business teams to design efficient people solutions that will effectively meet the business goals.
Your company places a premium on respect for individuals, equal opportunities, advancement based on
merit, effective communication, and the development of a high performance culture. The company takes pride
in continuous improvement at all levels and strives to ensure that opportunity for growth and varied career
experiences are provided to all employees.
Your company is an equal opportunity employer, and this is practiced in all aspects of the company’s business
activities including recruitment and employment.
The company’s ethos, combined with state of the art technology and HR Information Systems, result in a high
performance environment within which individuals can achieve their professional and personal dreams.
Your company believes in human resource development through training and development and places due
emphasis on training in all spheres of its production process. The company made efforts during the year for
focused and cost effective training programs for all major technical categories such as weavers, technologists
and quality control inspectors.
Candidates are engaged through a Trainee Scheme and trained in-house over a period of 6 months before
joining their respective teams. This has helped the company in preparing a highly skilled workforce and also
provides replacements to cover turnover.
In-house training sessions are regularly conducted in general management, firefighting, first aid, health and
safety, computer and technical disciplines.
Your company is focused on providing a safe & healthy workplace for all of its employees and is committed
to acting responsibly towards the communities and environment in which we operate. This will be achieved
by continuous improvement of our safety, health and environment performance through corporate leadership,
dedication of staff and the application of the highest professional standards at workplace.
Your company has very distinct Corporate Social Responsibility (CSR) policy aimed at fulfilling its responsibilities
of securing the community within which it operates. Its philanthropic activities include participation in health
and education sector initiatives.
Compliance with the Listed Companies (Code of Corporate Governance) Regulations, 2019
Your company is committed to maintaining high standards of corporate governance. The Board and its
Subcommittees acknowledge the responsibilities in this respect and a statement of compliance with the Listed
Companies (Code of Corporate Governance) Regulations, 2019 and Auditors’ review report on the same is
annexed to this report.
The ‘Statement of Value Addition and its Distribution’ is annexed to this report.
The Board of Directors of the company is fully cognizant of its responsibility as laid down in the Code of Corporate
Governance issued by the Securities & Exchange Commission of Pakistan. The following statements are a
manifestation of its commitment towards compliance with best practices of Code of Corporate Governance.
a. The financial statements together with the notes thereon have been drawn up in conformity with the
Companies Act, 2017. These statements, prepared by the management of the company, present fairly its
state of affairs, the results of its operations, cash flows and changes in equity.
c. Appropriate accounting policies have been consistently applied in preparation of financial statements.
Accounting estimates are based on reasonable and prudent judgment.
d. International Financial Reporting Standards, as applicable in Pakistan, have been followed in preparation
of financial statements and any departures therefrom has been adequately disclosed and explained.
e. The system of internal control is sound in design and has been effectively implemented and monitored.
f. There are no significant doubts upon 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
Listed Companies (Code of Corporate Governance) Regulations, 2019.
h. There are no further significant plans for any corporate restructuring, business expansion or discontinuation
of any part of company’s operations.
j. Information regarding statutory payments on account of outstanding taxes, duties, levies and other
charges (if any) has been given in related note(s) to the audited accounts.
k. The company strictly complies with the standard of safety rules & regulations. It also follows environmentally
friendly policies.
l. The valuation of investment made by the staff retirement benefit fund (Provident Fund), based on their
respective accounts is as follows:
The Company has established an effective and efficient system of internal and financial controls to safeguard
the assets of the Company, prevent and detect fraud and ensure compliance with all statutory and legal
requirements. The internal control structure is regularly reviewed and monitored by the Internal Audit function
duly established by the Board. Audit Committee reviews the internal control system on quarterly basis in
accordance with the term of its reference.
Board of Directors
The Board of Directors is responsible for the overall governance and administration of the company. All directors
are aware of their duties and powers. They exercise their fiduciary responsibilities through board meetings
which are held every quarter for reviewing and approving the adoption of company’s financial statements
in addition to review and adoption of company’s significant plans and decisions, projections, forecasts,
and budgets with due regard to the recommendations of the Sub-committees. The responsibilities include
establishing the company’s strategic objectives, providing leadership, supervising the management of the
business and reporting to shareholders on their stewardship.
No change occurred in the Board of Directors during the year under review.
During the year under review seven (7) meetings of the Board of Directors were held. The attendance by each
Director is as follows
Number of Meetings
Sr. No Name of the Directors
Attended
1 Mr. Rashid Ahmed - Chairman 7/7
2 Mr. Aamir Fayyaz Sheikh - Chief Executive 7/7
3* Mr. Ismail Aamir Fayyaz - Director 6/7
4 Mr. Matiuddin Siddiqui - Director (NIT Nominee) 7/7
5* Ms. Imrat Aamir Fayyaz - Director 5/7
6 Mrs. Hajra Arham - Director 7/7
7 Mr. Muhammad Anwarul Haq Siddiqui - Director 7/7
*Leave of absence was granted to the directors who were unable to attend the meeting.
Other than those set out below, there has been no trading in shares during the year under review by the
Directors, Executives, their spouses and minor children:
The Board considers its performance assessment as a key contributor to good governance, as it provides
feedback from the Directors on their perceptions of how the Board is currently performing its role and
responsibilities. Envisaging the same, the Board devised an in-house questionnaires based on emerging and
leading practices to assist performance of the board as a whole, of its committees and of its members. The
company Secretary presents the summarized report for discussion and review of the Board annually.
Directors’ Remuneration
The remuneration of the Board members is approved by the Board itself. However, in accordance with the
Code of Corporate Governance, it is ensured that no Director takes part in deciding his own remuneration. The
Company does not pay remuneration to non-executive directors except fee for attending the meetings. In order
to retain the best talent, the Company’s remuneration policies are structured in line with prevailing industry
trends and business practices. For information on remuneration of Directors and CEO, please refer notes to
the Financial Statements.
The Board has arranged Directors’ Training program for the following:
Following directors meet the exemption criteria of minimum of 14 years of education and 15 years of experience
on the Boards of listed companies, hence are exempt from Directors’ Training program:
Mrs. Hajra Arham will be pursuing for the Directors’ Training program in the financial year 2023-24.
Audit Committee
The Audit Committee operates according to the terms of reference determined by the Board of Directors of the
company. It focuses on monitoring compliance with the best practices of the Code of Corporate Governance
and relevant statutory requirements, changes in accounting policies and practices, compliance with applicable
accounting standards and listing regulations.
It recommends to the Board of Directors the terms of appointment of external auditors and reviews their
recommendations relating to audit. Other responsibilities include monitoring the internal audit function,
safeguarding company’s assets through appropriate internal control systems including financial and operational
controls, accounting systems and reporting structures, preliminary review of business plans and quarterly, half-
yearly and annual results prior to approval and publication by the Board.
The Board has formed a Human Resource and Remuneration Committees comprising of following members:
The Human Resource and Remuneration Committee (HR & R) operates according to the terms of reference
approved by the Board of Directors in line with the requirements of Listed Companies (Code of Corporate
Governance) Regulations, 2019.
During the year under review four (4) meetings of the HR & R Committee were held, the attendance by its
members was as follows:
The Board of Directors ratified the policy relating to Directors’ Remuneration. The significant features of which
are as under:
• No single member of the Board of Directors can determine his/her own remuneration.
• The Directors shall be entitled to be paid all reasonable expenses, including travelling, hotel charges
and other expenses incurred by them for attending meetings and for other business conducted as per
relevant policy of the company.
In order to promote integrity for the Board, senior management and other employees of the company, the
Board has prepared and disseminated its Code of Conduct on the company’s website for information and
understanding of the professional standards and corporate values expected for everybody associated or
dealing with the company.
Pattern of Shareholding
The Statement of Pattern of Shareholding along with categories of shareholders of the company as at June 30,
2023, as required under the Companies Act, 2017 and Listed Companies (Code of Corporate Governance)
Regulations, 2019, is annexed with this report.
Future Outlook
The textile industry in Pakistan is facing a multitude of challenges that are making it increasingly difficult
to compete both regionally and globally. These hurdles include reduced global demand, surging inflation,
the high cost of operations, declining cotton yields, expensive imports, inadequate raw materials, ongoing
currency fluctuations, and elevated government taxation. As a result, many small and medium-sized textile
businesses are being forced to shut down. In contrast, larger and vertically integrated production facilities
are demonstrating resilience in this challenging environment. Despite these difficulties, industry management
remains optimistic about achieving profitability by prioritizing cost-saving measures and actively advocating for
supportive government policies.
To achieve sustainable growth and manage the trade deficit effectively, the government must prioritize export-
oriented sectors. This involves providing regionally competitive energy tariffs for electricity and ensuring a
consistent supply of Re-Gasified Liquefied Natural Gas (RLNG). These strategic measures not only enhance
the competitiveness of Pakistani products in international markets but also stimulate investment, economic
growth, and job creation, ultimately benefiting the country’s economy as a whole. Additionally, while the
depreciation of the PKR benefits exporters to some extent, it’s important to note that increasing imported raw
cotton / yarn, dyes and chemicals costs and finance cost on additional working capital due to devaluation of
currency continue to offset most of these gains.
By combining these efforts to support export-oriented sectors with measures that address the challenges
posed by rising raw material costs, Pakistan can work towards achieving a more balanced trade situation and
fostering sustainable economic growth.
The State Bank of Pakistan (SBP) linked the interest rates of the Export Finance Scheme (EFS) and Long
Term Financing Facility (LTFF) to the SBP Policy Rate, maintaining a 3% differential below the policy rate.
Concurrently, the policy rate itself increased from 13.75% to 22%. This resulted in an overall interest rate rise
from 10% at the start of FY-23 to 19% by the fiscal year’s end. This upward trajectory in financing rates is
having a dampening effect on the profitability of the textile sector’s bottom line.
The company has already commenced work on a garment unit which is expected to start production in the last
quarter of the current financial year with an estimated capacity of 5,000 garments/day, which will enable the
company to reap benefits of vertical integration. The apparel division will complement our dyeing division by
offering finished product to the same customer base.
Concerning the company’s operations, a concerted effort is being made to maintain cost efficiency through
strategies such as optimizing capacity utilization, rationalizing expenses, and implementing an effective bio-
mass procurement strategy. The company is committed to expanding its footprint with the goal of generating
greater wealth for the benefit of its shareholders. The management team is also fully focused on minimizing
Auditors
The external auditors of the company, M/s Riaz Ahmad & Company, Chartered Accountants shall retire on the
conclusion of forthcoming Annual General Meeting. Being eligible for re-appointment under the Companies
Act, 2017, they have offered their services as auditors of the company for the year ending June 30, 2024. The
Board of Directors endorsed its recommendations of Audit Committee for their re-appointment.
The auditors have conveyed that they have been assigned satisfactory rating under the Quality Control Review
Program of the Institute of Chartered Accountants of Pakistan and registered with the Audit Oversight Board of
Pakistan. The firm is fully compliant with the code of ethics issued by International Federation of Accountants
(IFAC). Further they are also not rendering any related services to the company. The auditors have also
confirmed that neither the firm nor any of their partners, their spouses or minor children at any time during the
year held or traded in the shares of the company and that no partner of the firm or person involved in the audit
are close relative i.e, spouse, parents, dependents and non-dependents children of the CEO, the CFO, the
head of internal audit, the company secretary or a director of the company.
Acknowledgement
The board places on record its profound gratitude for its esteemed shareholders, banks, financial institutions
and customers, whose cooperation, continued support and patronage have empowered the company to make
progress towards consistent improvement. During the period under review, relations between the management
and employees remained cordial and we wish to put on record our appreciation for the dedication, perseverance
and steadiness of the employees of the company.
PATTERN OF SHAREHOLDING
PART-I
1.1 Name of Company KOHINOOR MILLS LIMITED
PART-II
2.1 Pattern of holding of shares held by the 30 June 2023
shareholders as at
2.3.7 Share holders holding 10% or more (Other than 2.3.1) 10,489,403 20.6034
2.3.9 Others
Trustee Kohinoor Mills Ltd. Staff Provident Fund 909,500 1.7865
Trustee National Bank of Pakistan Employee Benevolent Fund Trust 7,806 0.0153
Lahore Stock Exchange 680 0.0013
Trustees of Pakistan Mobile Communication Ltd-Provident Fund 46,000 0.0904
Trustees Al-Mal Group Staff Provident Fund 1,694 0.0033
Trustee National Bank of Pakistan Employees Pension Fund 222,467 0.4370
Trustees Moosa Lawai Foundation 1 0.0000
Trustees Al-Mal Group Staff Provident Fund 1 0.0000
1,188,149 2.3338
TOTAL 50,911,011 100.0000
Shareholders holding 5% or more voting rights:
1. Recommend to the board for consideration and approval a policy framework for determining remuneration
of directors and senior management preferably taking into consideration that such remuneration
commensurate with the performance of the company and evaluation of board and management (as
applicable). The definition of senior management will be determined by the board which shall normally
include the first layer of management below the chief executive officer level;
2. Undertaking annually a formal process of evaluation of performance of the board as a whole, its members
and its committees either directly or by engaging external independent consultant and if so appointed, a
statement to that effect shall be made in the directors’ report disclosing name, qualifications and major
terms of appointment;
4. Recommending to the board the selection, evaluation, development, compensation (including retirement
benefits) and succession planning of chief operating officer, chief financial officer, company secretary and
head of internal audit;
5. Consideration and approval on recommendations of chief executive officer on such matters for key
management positions who report directly to chief executive officer or chief operating officer; and
6. Where human resource and remuneration consultants are appointed, their credentials shall be known by
the committee and a statement shall be made by them as to whether they have any other connection with
the company
This code has been formulated to ensure that directors and employees of the Company operate within
acceptable standards of conduct and sound business principles which strive for development and growth. The
Company takes pride in adherence to its principles and continues to serve its customers, stakeholders and
society.
Contents
• Core values
• Business culture
• Responsibilities
Core values
The credibility, goodwill and repute earned over the years can be maintained through continued conviction in
our corporate values of honesty, justice, integrity, and respect. The Company strongly believes in democratic
leadership style with fair, transparent, ethical and high professional standards of conduct in all areas of business
activities.
Business culture
Operations The Company shall formulate and monitor its objectives, strategies and overall
business plan of the organization.
The Company strictly adheres to the principles of good corporate governance and is
committed to high standards of corporate governance.
The Company regularly updates and upgrades manufacturing and reporting systems
so as to keep abreast with technological advancements and achieve economies of
production.
Integrity and The Company believes in uprightness and expects it to be a fundamental responsibility
Confidentiality of employees to act in Company’s best interest while holding confidential information
and neither to solicit internal information from others nor to disclose Company’s
figures, data or any material information to any unauthorized person/body.
Inside information about the Company, its customers, vendors, employees shall not
be used for their own gain or for that of others directly or indirectly
44 Kohinoor Mills Limited
Insider Trading No employees or his/her spouse will transact in the shares of the Company during the
closed period prior to the announcement of financial results.Employees categorized
as executives according to the requirement of code of corporate governance should
also inform the company secretary immediately about transactions performed by
them and their spouse other than during the closed period.
Whistleblowing Policy The Company is committed to high standards of ethical, moral and legal business
conduct and open communication. In line with these commitments the company
placed whistleblowing policy on its intranet namely KNET to provide an avenue for
its employees to raise their concerns and get assurance that they will be protected
from reprisals or victimizations for whistleblowing matters such as unlawful activity,
activities not in line with the company’s policy including code of conduct.
Harassment policy The Company has also placed a Harassment Policy on its intranet for information
of all employees. Rules and procedures of this policy provide protection to women
against harassment at their workplace according to “Protection against Harassment
of Women at Workplace Act, 2010”.
Responsibilities
Shareholders The Company believes in maximizing shareholders value by providing consistent
growth and fair return on their investment.
Customers The Company considers it imperative to maintain cordial relationship with the
customers as integral to its growth and development of business and is committed
to provide high quality products and services that conform to highest international
standards.
Employees The Company is an equal opportunity employer at all levels with respect to issues
such as colour, race, gender, age, any disability, ethnicity and religious beliefs and its
promotional policies are free of any discrimination.
All employees of the Company are part of Kohinoor family and the families of all
members are also part and parcel of Kohinoor family. The Company believes that
the sense of belonging to Kohinoor fulfils an essential need of its employees and the
organization and as such will always be nurtured
Environment and Protecting the environment in which we live is an important element. The Company
Social Responsibility uses all means to ensure a clean, safe, and healthy and pollution free environment
not only for its workers and employees but also for the well being of all people who
live in and around any of the production and manufacturing facilities. The Company
will always employ such technology as may be beneficial in maintaining a healthy and
hygienic working environment. It also believes in community development without
political affiliations with any person or group of persons and contributes part of its
resources for a better environment with an unprejudiced approach.
Policy covering issues /complaints which are in large CEO will review the preliminary inquiry report and
public interest not specified to the individuals. Issues / may appoint Officer or Committee of Senior Officials
Complaints that count as whistleblowing are: to investigate the matter if deemed appropriate.
Committee shall have right to outline detailed
• A criminal offense i.e. Fraud or Financial procedure for an investigation.
indiscipline etc.
• Damaging assets of the Company. The Officer or Committee, as the case may be, shall
• Health & Safety in danger due to operational have right to call for any information/document and
risk. examination of any employee of the Company or
• Risk or actual damage to the Environment other person(s), as they may deem appropriate for the
• Failure to comply with an obligation set out in purpose of conducting investigation.
local applicable laws
• A miscarriage of justice, incumbent is breaking A report shall be prepared after completion of
rules/regulations/procedures etc. investigation and submitted to the CEO for remedies
• Someone covering up wrongdoing which may inter-alia include:
The Chief Executive Officer is overall responsible a) To takes disciplinary action, impose penalty /
for ensuring implementation of this policy. In the first punishment as per law, order recovery when
instance he may delegates this responsibility to the any alleged unethical & improper practice or
Manager HR/Administration. wrongful conduct of any employee is proved.
An employee of the Company who discloses in good The decision of the CEO shall be final and binding.
faith any unethical & improper practices or alleged
wrongful conduct to Manager HR / Administration or Where it is possible and deemed appropriate,
and in exceptional cases Chief Executive Officer in corrective action may be communicated to the
writing. whistleblower.
Reports should be factual rather than speculative and Manager HR/Administration shall maintain a log of
contain as much specific information as possible to all reported concerns and complaints, preliminary/
help proper investigation. investigation report along with corrective action and
submit quarterly to the HR & R Committee for review
Identity of the whistleblower will be kept confidential. if required by them.
The Manager HR/Administration will collect full details/ If a whistleblower believes that company has treated
evidences of the complaint to conduct appropriately him unfairly, he may decide to take up the issue /
and expeditiously preliminary. inquiry; the report shall complaint at appropriate legal forum.
be forwarded to the CEO if required.
a) “Harassment” means any unwelcome sexual formal written receipt of which is given, require the
advance, request for sexual favors or other accused within seven days from the day the charge is
verbal or written communication or physical communicated to him to submit a written defense and
conduct of a sexual nature or sexually on his failure to do so without reasonable cause, the
demeaning attitudes, causing interference with Committee shall proceed ex-parte, Enquire into the
work performance or creating an intimidating, charge and may examine such oral or documentary
hostile or offensive work environment, or the evidence in support of the charge or in defense of the
attempt to punish the complainant for refusal to accused as the Committee may consider necessary
comply to such a request or is made a condition and each party shall be entitled to cross-examine
for employment. the witnesses against him, All proceedings must be
treated as highly confidential.
b) “Competent Authority” means the Chief
Executive Officer or Chief Operating Officer for CENSURE MINOR
the purposes of this Act.
Withholding, for a specific period, promotion or
The inquiry committee shall follow the regulations increment and recovery of the compensation payable
while conducting the complaints relating to to the complainant from pay or any other source of
Harassment and to undertake the following measures the accused;
for implementation of this act. An inquiry committee
shall be constituted -to enquire complaints under this CENSURE MAJOR
policy. It shall have at least three members out of
which at least one of them must be a female. Reduction to a lower post or designation, compulsory
retirement, removal from service, dismissal from
The committee will immediately address the service, payment of a fine. A part of the fine can be
complaints of sexual harassment as per law, as used as compensation for the complainant. In case of
and when received, Adaptation of code of conduct the owner, the fine shall be payable to the complainant.
prescribed by law, ensuring the justice is done swiftly
and retaliation against the complaints is curbed.
OPERATING
PERFORMANCE
Return on Long Term Assets % 21.79 11.53 3.75 7.17 14.68 4.75
Total Assets Turnover x 1.25 1.27 0.98 1.17 1.28 1.22
Fixed Assets Turnover x 3.11 2.71 1.88 2.39 2.86 2.20
Inventory Turnover Days 92 84 96 86 57 54
Return on Equity % 25.37 15.46 5.25 9.22 19.43 7.69
Return on Capital Employed % 37.69 22.58 12.58 17.46 27.23 13.71
Retention % 92.37 89.03 100.00 100.00 79.04 74.44
LEVERAGE
Debt:Equity 53:47 53:47 50:50 49:51 54:46 55:45
LIQUIDITY
Current Times 1.05 0.95 0.90 0.94 0.94 0.80
Quick Times 0.55 0.43 0.41 0.48 0.58 0.48
VALUATION
Earning per share (pre tax) Rs. 48.12 24.01 9.17 9.54 16.96 5.16
Earning per share (after tax) Rs. 39.31 18.24 5.26 7.17 14.31 4.70
Breakup value Rs. 154.97 117.92 100.21 77.77 73.68 61.03
Dividend payout - Cash Rs. 3.00 2.00 - - 3.00 1.20
Payout ratio - Cash (after tax) % 7.63 10.97 - - 20.96 25.56
Price earning ratio Times 1.09 1.47 5.70 5.30 1.53 6.30
Market price to breakup value Times 0.28 0.23 0.30 0.49 0.31 0.48
Dividend yield % 6.98 7.48 - - 13.73 4.06
Market value per share Rs. 42.95 26.75 30.00 38.00 21.85 29.58
Market capitalization Rs. In million 2,187 1,362 1,527 1,935 1,112 1,506
HISTORICAL TRENDS
Turnover Rs. In million 28,208 21,453 13,241 11,998 13,952 10,856
Gross profit Rs. In million 5,867 3,447 1,720 1,867 2,014 1,303
Profit before tax Rs. In million 2,450 1,222 467 486 863 263
Profit after tax Rs. In million 2,002 928 268 365 729 239
FINANCIAL POSITION
Shareholder’s funds Rs. In million 7,889 6,004 5,102 3,959 3,751 3,107
Property Plant and Equipment Rs. In million 9,066 7,913 7,027 5,028 4,884 4,930
Current assets Rs. In million 13,463 8,824 6,440 5,195 5,904 3,833
Current liabilities Rs. In million 12,833 9,328 7,149 5,505 6,288 4,784
Long term assets Rs. In million 9,186 8,052 7,134 4,964 5,032 5,032
Long term liabilities Rs. In million 1,926 1,545 1,323 828 829 974
Sales Growth
(Rupees in million)
25.00
20.00
Perc entage
15.00
10.00
5.00
Profitability
Ratios 2022-23
30,000 4.43
25,000
Rupees in million
20,000
15,000
10,000
Financial 5.000
Charges % 2022-23
Sales Fin Charges (% of Sales)
9,000
7,889
7,500
Rupees in million
6,000
4,500
3,000
1,500
Shareholder’s
Equity 2022-23
Rupees in million
2,000
1,500
1,000
Market 500
Capitalization 0
2022-23
160.00 154.97
120.00
Rupee s
80.00
42.95
40.00
Break-up Value vs
Market Price 0.00
2022-23
40.00
39.31
30.00
Rupee s
20.00
10.00
1.53
EPS vs P/E 0.00 5.70
1.09
2022-23
1.05
1.05
0.85
Ti me s
0.65 0.55
0.45
Value Added
Value Allocated
9% 2%6%
4% 8%
8% Materials
2%
Materials
Other Manufacturing Cost Other Manufacturing Cost 4%
Staff Cost
1% Staff Cost
Depreciation & Amortization 4% Depreciation & Amortization
Operational Expenses Operational Expenses
Financial Expenses 57% Financial Expenses 15%
Profit Before Tax Profit Before Tax 63%
17%
The Company has complied with the requirements of the Regulations in the following manner:
Male: 5
Female: 2
3. The directors have confirmed that none of them 7. The meetings of the Board were presided over by
is serving as a director on more than seven listed the Chairman and, in his absence, by a director
companies, including this Company; elected by the Board for this purpose. The Board
has complied with the requirements of the Act
4. The Company has prepared a Code of Conduct and the Regulations with respect to frequency,
and has ensured that appropriate steps have recording and circulating minutes of meeting of
been taken to disseminate it throughout the the Board;
Company along with its supporting policies and
procedures; 8. The Board have a formal policy and transparent
procedures for remuneration of directors in
5. The Board has developed a vision / mission accordance with the Act and the Regulations;
statement, overall corporate strategy and
significant policies of the Company. The Board 9. The Board has arranged Directors’ Training
has ensured that complete record of particulars program for the following:
of the significant policies along with their date
of approval or updating is maintained by the Name of Directors
Company; Mr. Ismail Aamir Fayyaz
Mr. Matiuddin Siddiqui (NIT Nominee)
6. All the powers of the Board have been duly Ms. Imrat Aamir Fayyaz
exercised and decisions on relevant matters
Mr. Muhammad Anwarul Haq Siddiqui
have been taken by the Board / shareholders
as empowered by the relevant provisions of
Following directors meet the exemption criteria of
the Companies Act, 2017 (the Act) and the
minimum of 14 years of education and 15 years of
Regulations;
experience on the Boards of listed companies, hence
13. The terms of reference of the aforesaid function who are considered suitably qualified and
committees have been formed, documented and experienced for the purpose and are conversant
advised to the committees for compliance; with the policies and procedures of the Company;
14. The frequency of meetings (quarterly, half yearly, 16. The statutory auditors of the Company have
yearly) of the committees were as per following; confirmed that they have been given a satisfactory
rating under the Quality Control Review program
a) Audit Committee of the Institute of Chartered Accountants of
Pakistan (ICAP) and registered with Audit
Four meetings were held during the financial year Oversight Board of Pakistan, that they and all
ended June 30, 2023. their partners are in compliance with International
Federation of Accountants (IFAC) guidelines on
b) HR and Remuneration Committee code of ethics as adopted by ICAP and that
they and the partners of the firm involve in the
Four meetings of HR and Remuneration audit are not a close relative (spouse, parent,
Committee were held during the financial year dependent and non-dependent children) of the
ended June 30, 2023. Chief Executive Officer, Chief Financial Officer,
Head of Internal Audit, Company Secretary or
15. The Board has setup of an effective internal audit Director of the Company;
Sr. Regulation
Requirement Explanation of Non-Compliance
No. Number
1 Directors’ Training The Company will take adequate 19(2) and (3)
A director on the Board may acquire, the measures for Directors’ Training
directors training program certification Program for the remaining director,
within a period of one year from the date female executive and head of
of appointment as a director on the Board. department (required under non-
mandatory provision of Regulation
Companies are encouraged to arrange 19(2) and Regulation 19(3).
training for at least one female executive
every year under the Directors’ Training
Program from year July 2020 and at least
one head of department every year from
July 2022.
2 Responsibilities of the Board and its Non-mandatory provisions of the 10(1)
Members Regulations are partially complied.
The Board is responsible for adoption of The Company is deliberating on full
corporate governance practices by the compliance with all the provisions
company. of the Regulations.
3 Nomination Committee Currently, the Board has not 29
The Board may constitute a separate constituted a separate nomination
committee, designated as the nomination committee and the functions are
committee, of such number and class of being performed by the human
directors, as it may deem appropriate in resource and remuneration
its circumstances. committee.
4 Risk Management Committee Currently, the Board has not 30
The Board may constitute the risk constituted a risk management
management committee, of such number committee and senior officers of
and class of directors, as it may deem the Company perform the requisite
appropriate in its circumstances, to carry functions and apprise the Board
out a review of effectiveness of risk accordingly.
management procedures and present a
report to the Board.
20. The two elected independent directors have requisite competencies, skills, knowledge and experience to
discharge and execute their duties competently, as per applicable laws and regulations. As they fulfill the
necessary requirements as per applicable laws and regulations, hence, appointment of a third independent
director is not warranted.
21. Executive directors, including the chief executive officer on the Board are three out of total seven directors.
One third of the Board i.e. 2.33 has been rounded up as 3 directors as the manufacturing units of the
Company need executive directors for effective management of operations.
The responsibility for compliance with the Regulations is that of the Board of Directors of the Company.
Our responsibility is to review whether the Statement of Compliance reflects the status of the Company’s
compliance with the provisions of the Regulations and report if it does not and to highlight any non-compliance
with the requirements of the Regulations. A review is limited primarily to inquiries of the Company’s personnel
and review of various documents prepared by the Company to comply with the Regulations.
As a part of our audit of the 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 are not
required to consider whether the Board of Directors’ statement on internal control covers all risks and controls
or to form an opinion on the effectiveness of such internal controls, the Company’s corporate governance
procedures and risks.
The Regulations require the Company to place before the Audit Committee, and upon recommendation of the
Audit Committee, place before the Board of Directors for their review and approval, its related party transactions.
We are only required and have ensured compliance of this requirement to the extent of the approval of the
related party transactions by the Board of Directors upon recommendation of the Audit Committee.
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
requirements contained in the Regulations as applicable to the Company for the year ended 30 June 2023.
Lahore
September 28, 2023
UDIN: CR202310168kYctOsxfi
Opinion
We have audited the annexed financial statements of Kohinoor Mills Limited (‘the Company’), which comprise
the statement of financial position as at 30 June 2023, and the statement of profit or loss, the statement of
comprehensive income, the statement of changes in equity, the statement of cash flows for the year then
ended, and notes to the financial statements, including a summary of significant accounting policies and other
explanatory information, 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 the audit.
In our opinion and to the best of our information and according to the explanations given to us, the statement
of financial position, the statement of profit or loss, the statement of comprehensive income, the statement of
changes in equity and the statement of cash flows together with the notes forming part thereof conform with
the accounting and reporting standards as applicable in Pakistan and give the information required by the
Companies Act, 2017 (XIX of 2017), in the manner so required and respectively give a true and fair view of the
state of the Company’s affairs as at 30 June 2023 and of the profit, other comprehensive loss, the changes in
equity and its cash flows for the year then ended.
We conducted our audit in accordance with International Standards on Auditing (ISAs) as applicable in
Pakistan. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for
the Audit of the Financial Statements section of our report. We are independent of the Company in accordance
with the International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants
as adopted by the Institute of Chartered Accountants of Pakistan (‘the Code’) and we have fulfilled our other
ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of
the financial statements of the current period. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion
on these matters.
- Stores, spares and loose tools note • We assessed the percentage write down
20 and Stock-in-trade note 21 to the financial applied to older inventory with reference to
statements. historic inventory write downs and recoveries
on slow moving inventory.
The Company recognized net revenue of Ru- • We obtained an understanding of the pro-
pees 28,208.445 million for the year ended 30 cess relating to recognition of revenue and
June 2023. testing the design, implementation and op-
erating effectiveness of key internal controls
We identified recognition of revenue as a key over recording of revenue.
audit matter because revenue is one of the key
performance indicator of the Company and gives • We compared a sample of revenue transac-
rise to an inherent risk that revenue could be tions recorded during the year with sales or-
subject to misstatement to meet expectations or ders, sales invoices, delivery documents and
targets. other relevant underlying documents.
For further information, refer to the following: • We compared a sample of revenue transac-
tions recorded around the year- end with the
- Summary of significant accounting policies, sales orders, sales invoices, delivery docu-
Revenue recognition note 2.22 to the finan- ments and other relevant underlying docu-
cial statements. mentation to assess if the related revenue
was recorded in the appropriate accounting
- Revenue note 30 to the financial statements. period.
Management is responsible for the other information. The other information comprises the information included
in the annual report, but does not include the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form
of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial statements or
our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we
have performed, we conclude that there is a material misstatement of this other information, we are required
to report that fact. We have nothing to report in this regard.
Management is responsible for the preparation and fair presentation of the financial statements in accordance
with the accounting and reporting standards as applicable in Pakistan and the requirements of Companies
Act, 2017 (XIX of 2017) and for such internal control as management determines is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability
to continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
Board of directors are responsible for overseeing the Company’s financial reporting process.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted
in accordance with ISAs as applicable in Pakistan will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.
As part of an audit in accordance with ISAs as applicable in Pakistan, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness
of the Company’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions
• Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in a
manner that achieves fair presentation.
We communicate with the board of directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the board of directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably
be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the board of directors, we determine those matters that were of most
significance in the audit of the financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated
in our report because the adverse consequences of doing so would reasonably be expected to outweigh the
public interest benefits of such communication.
a) Proper books of account have been kept by the Company as required by the Companies Act, 2017
(XIX of 2017);
b) The statement of financial position, the statement of profit or loss, the statement of comprehensive
income, the statement of changes in equity and the statement of cash flows together with the notes
thereon have been drawn up in conformity with the Companies Act, 2017 (XIX of 2017) and are in
agreement with the books of account and returns;
c) Investments made, expenditure incurred and guarantees extended during the year were for the
purpose of the Company’s business; and
d) 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.
The engagement partner on the audit resulting in this independent auditor’s report is Syed Mustafa Ali.
Lahore
Date: September 28, 2023
UDIN: AR2023101684AimypY6J
Capital reserves
Revenue reserves
LIABILITIES
Non-current liabilities
ASSETS
Non-current assets
Current assets
3,463,384,794 1,569,013,616
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 438,713,618 606,150,630
SHARE TOTAL
CAPITAL Fair value Surplus on EQUITY
Share reserve revaluation
General Accumulated
premium FVTOCI of operating Sub Total Sub Total
reserve profit
reserve investment fixed assets -
- net of tax net of tax
--------------------------------------------------------------------------- RUPEES ---------------------------------------------------------------------------
Balance as at 01 July 2021 509,110,110 213,406,310 32,625,692 2,628,073,544 2,874,105,546 788,199,282 930,133,905 1,718,333,187 5,101,548,843
Transferred from surplus on revaluation of operating fixed assets - net of tax - - - (55,165,653) (55,165,653) - 55,165,653 55,165,653 -
Profit for the year ended 30 June 2022 - - - - - - 928,372,854 928,372,854 928,372,854
Other comprehensive loss for the year ended 30 June 2022 - - (17,399,735) (8,901,462) (26,301,197) - - - (26,301,197)
Total comprehensive income for the year ended 30 June 2022 - - (17,399,735) (8,901,462) (26,301,197) - 928,372,854 928,372,854 902,071,657
Balance as at 30 June 2022 509,110,110 213,406,310 15,225,957 2,564,006,429 2,792,638,696 788,199,282 1,913,672,412 2,701,871,694 6,003,620,500
Transaction with owners - Final dividend for the
year ended 30 June 2022 @ Rupees 2.00 per share - - - - - - (101,822,022) (101,822,022) (101,822,022)
Transferred from surplus on revaluation of operating fixed assets - net of tax - - - (51,962,297) (51,962,297) - 51,962,297 51,962,297 -
Transferred from surplus on revaluation on disposal of
operating fixed assets - net of tax - - - (6,275,528) (6,275,528) - 6,275,528 6,275,528 -
Profit for the year ended 30 June 2023 - - - - - - 2,001,511,478 2,001,511,478 2,001,511,478
Other comprehensive loss for the year ended 30 June 2023 - - (1,245,727) (12,603,959) (13,849,686) - - - (13,849,686)
Total comprehensive income for the year ended 30 June 2023 - - (1,245,727) (12,603,959) (13,849,686) - 2,001,511,478 2,001,511,478 1,987,661,792
Balance as at 30 June 2023 509,110,110 213,406,310 13,980,230 2,493,164,645 2,720,551,185 788,199,282 3,871,599,693 4,659,798,975 7,889,460,270
Kohinoor Mills Limited (“the Company”) is a public limited company incorporated on 21 December 1987 in
Pakistan under the Companies Ordinance, 1984 (Now Companies Act, 2017) and its shares are quoted
on Pakistan Stock Exchange Limited. Manufacturing units (dyeing, weaving, and power generation) and
registered office of the Company are situated at 8-K.M., Manga Raiwind Road, District Kasur. Marketing
office of the Company is situated at Office No. 815, 8th Floor, Uni Centre, Serai Quarters, I.I Chundrigar
Road, Karachi. The Company is principally engaged in the business of textile manufacturing covering
weaving, bleaching, dyeing, buying, selling and otherwise dealing in yarn, cloth and other goods and
fabrics made from raw cotton and synthetic fiber and to generate, and supply electricity.
The significant accounting policies applied in the preparation of these financial statements are set out
below. These policies have been consistently applied to all years presented, unless otherwise stated:
a) Statement of compliance
These financial statements have been prepared in accordance with accounting and reporting standards
as applicable in Pakistan. The Accounting and reporting standards applicable in Pakistan comprise of:
- International Financial Reporting Standards (IFRSs) issued by the International Accounting Standards
Board (IASB) as notified under the Companies Act, 2017; and
Where provisions of and directives issued under the Companies Act, 2017 differ from the IFRSs, the
provisions of and directives issued under the Companies Act, 2017 have been followed.
b) Accounting convention
These financial statements have been prepared under the historical cost convention, except as otherwise
stated in the respective accounting policies.
The preparation of financial statements in conformity with the approved accounting standards requires
the use of certain critical accounting estimates. It also requires the management to exercise its judgment
in the process of applying the Company’s accounting policies. Estimates and judgments are continually
evaluated and are based on historical experience and other factors, including expectations of future
events that are believed to be reasonable under the circumstances. The areas where various assumptions
and estimates are significant to the Company’s financial statements or where judgments were exercised
in application of accounting policies are as follows:
The fair value of financial instruments that are not traded in an active market is determined by using
valuation techniques based on assumptions that are dependent on conditions existing at the reporting
date.
Estimates with respect to residual values and useful lives and pattern of flow of economic benefits are
based on the analysis of the management of the Company. Further, the Company reviews the value of
assets for possible impairments on an annual basis. Any change in the estimates in the future might
affect the carrying amount of respective item of property, plant and equipment with a corresponding
effect on the depreciation charge and impairment.
Income tax
In making the estimates for income tax currently payable by the Company, the management takes into
account the current income tax law and the decisions of appellate authorities on certain issues in the
past.
Inventories
Inventory write-down is made based on the current market conditions, historical experience and selling
goods of similar nature. It could change significantly as a result of changes in market conditions. A review
is made on each reporting date on inventories for excess inventories, obsolescence and declines in net
realisable value and an allowance is recorded against the inventory balances for any such declines.
Provisions
As the actual outflows can differ from estimates made for provisions due to changes in laws, regulations,
public expectations, technology, prices and conditions, and can take place many years in the future,
the carrying amounts of provisions are reviewed at each reporting date and adjusted to take account of
such changes. Any adjustments to the amount of previously recognised provision is recognised in the
statement of profit or loss unless the provision was originally recognised as part of cost of an asset.
The allowance for Expected Credit Losses (ECLs) assessment requires a degree of estimation and
judgement. It is based on the lifetime expected credit loss, grouped based on days overdue, and makes
assumptions to allocate an overall expected credit loss rate for each group. These assumptions include
recent sales experience and historical collection rates.
When recognizing revenue in relation to the sale of goods to customers, the key performance obligation
of the Company is considered to be the point of delivery of the goods to the customer, as this is deemed
to be the time that the customer obtains control of the promised goods and therefore the benefits of
unimpeded access.
Contingencies
The Company reviews the status of all pending litigations and claims against the Company. Based on the
judgment and the advice of the legal advisors for the estimated financial outcome, appropriate disclosure
or provision is made. The actual outcome of these litigations and claims can have an effect on the
carrying amounts of the liabilities recognized at the statement of financial position date.
Fair values of freehold land and buildings are determined by independent valuer engaged by the Company.
The key assumptions used to determine the fair values of freehold land and buildings are complex in
nature. Further, determining adjustments for any differences in nature, location and condition of freehold
land buildings involves significant judgment. The effect of any changes in fair values are considered as
estimate and are accounted for on a prospective basis.
Following amendments to published approved accounting standards are mandatory for the Company’s
accounting periods beginning on or after 01 July 2022:
• Amendments to IAS 16 ‘Property, Plant and Equipment’ - Proceeds before Intended Use’
• Annual improvements to IFRS standards 2018-2020 which amended IFRS 9 ‘Financial Instruments’
and IFRS 16 ‘Leases’.
• ‘Reference to the Conceptual Framework (Amendments to IFRS 3)’ published by the International
Accounting Standards Board (IASB) with amendments to IFRS 3 ‘Business Combinations’.
The above-mentioned amendments to approved accounting standards did not have any impact on the
amounts recognised in prior period and are not expected to significantly affect the current or future
periods.
e) Amendments to published approved accounting standards that are effective in current year but
not relevant to the Company
There are amendments to published standards that are mandatory for accounting periods beginning on
or after 01 July 2022 but are considered not to be relevant or do not have any significant impact on the
Company’s financial statements and are therefore not detailed in these financial statements.
f) Amendments to published approved accounting standards that are not yet effective but relevant
to the Company
Following amendments to existing standards have been published and are mandatory for the Company’s
accounting periods beginning on or after 01 July 2023 or later periods:
Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12
‘Income taxes’) effective for annual periods beginning on or after 01 January 2023. These amendments
clarify how companies account for deferred tax on transactions such as leases and decommissioning
obligations.
On 31 October 2022, the IASB issued ‘Non-current Liabilities with Covenants (Amendments to IAS 1)’ to
clarify how conditions with which an entity must comply within twelve months after the reporting period
affect the classification of a liability. The amendments are effective for reporting periods beginning on or
after 1 January 2024.
On 22 September 2022, the IASB issued ‘Lease Liability in a Sale and Leaseback (Amendments to
IFRS 16)’ with amendments that clarify how a seller-lessee subsequently measures sale and leaseback
transactions that satisfy the requirements in IFRS 15 to be accounted for as a sale. The amendments are
effective for annual periods beginning on or after 1 January 2024.
On 25 May 2023, the IASB issued ‘Suppliers Finance Arrangements (Amendments to IAS 7and IFRS 7)’
to add disclosure requirements, and ‘signposts’ within existing disclosure requirements, that ask entities
to provide qualitative and quantitative information about supplier finance arrangement. The amendments
are effective for reporting period beginning on or after 1 January 2024.
The above amendments and improvements are likely to have no significant impact on the financial
statements.
g) Standards and amendments to approved published standards that are not yet effective and not
considered relevant to the Company
There are other standards and amendments to published standards that are mandatory for accounting
periods beginning on or after 01 July 2023 but are considered not to be relevant or do not have any
significant impact on the Company’s financial statements and are therefore not detailed in these financial
statements.
The Company operates a funded contributory provident fund scheme for its permanent employees. The
Company and employees make equal monthly contributions of 8.33 percent of the basic salary, towards
the fund. The Company’s contribution is charged to the statement of profit or loss.
2.3 Provisions
Provisions are recognized when the Company has a legal or constructive obligation as a result of past
events and it is probable that outflow of economic benefits will be required to settle the obligation and
a reliable estimate can be made of the amount of obligation. However, provisions are reviewed at each
reporting date and adjusted to reflect current best estimate.
2.4 Taxation
Current
Provision for current tax is based on the taxable income for the year determined in accordance with
the prevailing law for taxation of income. The charge for current tax is calculated using prevailing tax
rates or tax rates expected to apply to the profit for the year, if enacted. The charge for current tax also
includes adjustments, where considered necessary, to provision for tax made in previous years arising
from assessments framed during the year for such years.
Deferred tax is accounted for using the liability method in respect of all temporary differences arising
from differences between the carrying amount of assets and liabilities in the financial statements and
the corresponding tax bases used in the computation of the taxable profit. Deferred tax liabilities are
generally recognized for all taxable temporary differences and deferred tax assets to the extent that it is
probable that taxable profits will be available against which the deductible temporary differences, unused
tax losses and tax credits can be utilized.
Deferred tax is calculated at the rates that are expected to apply to the period when the differences
reverse based on tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax is charged or credited in the statement of profit or loss, except to the extent that it relates
to items recognized in other comprehensive income or directly in equity. In this case, the tax is also
recognized in statement of comprehensive income or directly in equity, respectively.
Items included in the financial statements of the Company are measured using the currency of the
primary economic environment in which the Company operates (the functional currency). The financial
statements are presented in Pak Rupees, which is the Company’s functional and presentation currency.
All monetary assets and liabilities in foreign currencies are translated into Pak Rupees at exchange rates
prevailing at the reporting date. Transactions in foreign currencies are translated into Pak Rupees at
exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting
from the settlement of such transactions and from the translation at year end exchange rates of monetary
assets and liabilities denominated in foreign currencies are charged or credited to statement of profit
or loss. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign
currency are translated into Pak Rupees at exchange rates prevailing at the date of transaction. Non-
monetary assets and liabilities denominated in foreign currency that are stated at fair value are translated
into Pak Rupees at exchange rates prevailing at the date when fair values are determined.
Property, plant and equipment except freehold land and buildings are stated at cost less accumulated
depreciation and any identified impairment loss. Freehold land is stated at revalued amount less any
identified impairment loss, buildings are stated at revalued amount less accumulated depreciation and
any identified impairment loss.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as
appropriate, only when it is probable that future economic benefits associated with the item will flow to
the Company and the cost of the item can be measured reliably. All other repair and maintenance costs
are charged to the statement of profit or loss during the period in which they are incurred.
Increases in the carrying amounts arising on revaluation of operating fixed assets are recognised, net of
tax, in other comprehensive income and accumulated in surplus on revaluation of operating fixed assets
in shareholders’ equity. To the extent that increase reverses a decrease previously recognised in the
statement of profit or loss, the increase is first recognised in the statement of profit or loss. Decreases that
reverse previous increases of the same asset are first recognised in other comprehensive income to the
extent of the remaining surplus attributable to the asset; all other decreases are charged to the statement
of profit or loss. Each year, the difference between depreciation based on the revalued carrying amount
of the asset charged to the statement of profit or loss and depreciation based on the asset’s original cost,
net of tax, is reclassified from surplus on revaluation of operating fixed assets to retained earnings.
Depreciation on all operating fixed assets is charged to the statement of profit or loss on a reducing
balance method so as to write off cost / depreciable amount of an asset over its estimated useful life
at the rates as disclosed in note 14. Depreciation on additions is charged from the month in which the
asset is put to use and on disposal up to the month of disposal. The residual values and useful lives
are reviewed by the management, at each financial year end and adjusted if impact on depreciation is
significant.
De-recognition
An item of property, plant and equipment is derecognized on disposal or when no future economic
benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset
(calculated as the difference between the net disposal proceeds and carrying amount of the asset) is
included in the statement of profit or loss in the year the asset is de-recognized.
Capital work-in-progress
Capital work-in-progress is stated at cost less identified impairment losses, if any. All expenditure
connected with specific assets incurred during installation and construction period are carried under
capital work-in-progress. These are transferred to operating fixed assets as and when these are available
for use.
Intangible assets, which are non-monetary assets without physical substance, are recognized at
cost, which comprise purchase price, non-refundable purchase taxes and other directly attributable
expenditures relating to their implementation and customization. After initial recognition an intangible
asset is carried at cost less accumulated amortization and impairment losses, if any. Intangible assets
are amortized from the month, when these assets are available for use, using the straight line method,
whereby the cost of the intangible asset is amortized over its estimated useful life over which economic
benefits are expected to flow to the Company. The useful life and amortization method is reviewed and
adjusted, if appropriate, at each reporting date.
Land and buildings held for capital appreciation or to earn rental income are classified as investment
properties. Investment properties except land, are stated at cost less accumulated depreciation and any
recognized impairment loss. Land is stated at cost less any recognized impairment loss. Depreciation on
buildings is charged to the statement of profit or loss applying the reducing balance method so as to write
off the cost of buildings over their estimated useful lives at a rate of 5% per annum.
A right-of-use asset is recognized at the commencement date of a lease. The right-of-use asset is
measured at cost less accumulated depreciation and accumulated impairment losses (if any). Cost
comprises of the initial amount of the lease liability, adjusted for, as applicable, any lease payments
made at or before the commencement date net of any lease incentives received, any initial direct costs
incurred, and, except where included in the cost of inventories, an estimate of costs expected to be
incurred for dismantling and removing the underlying asset, and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the
estimated useful life of the asset, whichever is shorter. Where the Company expects to obtain ownership
of the leased asset at the end of the lease term, the depreciation is charged over its estimated useful life.
Right-of use assets are subject to impairment or adjusted for any re-measurement of lease liabilities.
A lease liability is recognized at the commencement date of a lease. The lease liability is initially
recognized at the present value of the lease payments to be made over the term of the lease, discounted
using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s
incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives
receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid
under residual value guarantees, exercise price of a purchase option when the exercise of the option is
reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that
do not depend on an index or a rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts
are re-measured if there is a change in the following: future lease payments arising from a change in
an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination
penalties. When a lease liability is re-measured, an adjustment is made to the corresponding right-of-use
asset, or to statement of profit or loss if the carrying amount of the right-of-use asset is fully written down.
a) Classification
The Company classifies its financial assets in the following measurement categories:
• those to be measured subsequently at fair value (either through other comprehensive income, or
through profit or loss), and
• those to be measured at amortized cost
The classification depends on the Company’s business model for managing the financial assets and the
contractual terms of the cash flows.
For assets measured at fair value, gains and losses will either be recorded in profit or loss or other
comprehensive income. For investments in debt instruments, this will depend on the business model
in which the investment is held. For investments in equity instruments, this will depend on whether the
Company has made an irrevocable election at the time of initial recognition to account for the equity
investment at fair value through other comprehensive income. The Company reclassifies debt instruments
when and only when its business model for managing those assets changes.
b) Measurement
At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the
acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit
or loss are expensed in profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether
their cash flows are solely payment of principal and interest.
Debt instruments
Subsequent measurement of debt instruments depends on the Company’s business model for managing
the asset and the cash flow characteristics of the asset. There are three measurement categories into
which the Company classifies its debt instruments:
Financial assets that are held for collection of contractual cash flows where those cash flows represent
solely payments of principal and interest are measured at amortised cost. Interest income from these
financial assets is included in other income using the effective interest method. Any gain or loss
arising on derecognition is recognised directly in profit or loss and presented in other income / (other
expenses) together with foreign exchange gains and losses. Impairment losses are presented as
separate line item in the statement of profit or loss.
Financial assets that are held for collection of contractual cash flows and for selling the financial assets,
where the assets’ cash flows represent solely payments of principal and interest, are measured at
FVTOCI. Movements in the carrying amount are taken through other comprehensive income, except
for the recognition of impairment losses (and reversal of impairment losses), interest income and
foreign exchange gains and losses which are recognised in profit or loss. When the financial asset is
derecognized, the cumulative gain or loss previously recognised in other comprehensive income is
reclassified from equity to profit or loss and recognised in other income / (other expenses). Interest
income from these financial assets is included in other income using the effective interest method.
Foreign exchange gains and losses are presented in other income / (other expenses) and impairment
losses are presented as separate line item in the statement of profit or loss.
Assets that do not meet the criteria for amortised cost or FVTOCI are measured at FVTPL. A gain or
loss on a debt instrument that is subsequently measured at FVTPL is recognised in profit or loss and
presented net within other income / (other expenses) in the period in which it arises.
Equity instruments
The Company subsequently measures all equity investments at fair value for financial instruments quoted
in an active market, the fair value corresponds to a market price (level 1). For financial instruments that
are not quoted in an active market, the fair value is determined using valuation techniques including
reference to recent arm’s length market transactions or transactions involving financial instruments which
are substantially the same (level 2), or discounted cash flow analysis including, to the greatest possible
extent, assumptions consistent with observable market data (level 3).
Where the Company’s management has elected to present fair value gains and losses on equity
investments in other comprehensive income, there is no subsequent reclassification of fair value
gains and losses to profit or loss. Impairment losses (and reversal of impairment losses) on equity
investments measured at FVTOCI are not reported separately from other changes in fair value.
Changes in the fair value of equity investments at fair value through profit or loss are recognised in
other income / (other expenses) in the statement of profit or loss as applicable.
Dividends from such investments continue to be recognised in profit or loss as other income when the
Company’s right to receive payments is established.
Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified
The Company measures loss allowances at an amount equal to lifetime ECLs, except for the following,
which are measured at 12-month ECLs:
- Debt securities that are determined to have low credit risk at the reporting date; and
- Other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over
the expected life of the financial instrument) has not increased significantly since initial recognition.
12-month ECLs are the portion of ECLs that result from default events that are possible within the 12
months after the reporting date (or a shorter period if the expected life of the instrument is less than 12
months).
When determining whether the credit risk of a financial asset has increased significantly since initial
recognition and when estimating ECLs, the Company considers reasonable and supportable information
that is relevant and available without undue cost or effort. This includes both quantitative and qualitative
information and analysis, based on the Company’s historical experience and informed credit assessment
and including forward-looking information.
The Company assumes that the credit risk on a financial asset has increased significantly if it is more
than past due for a reasonable period of time. Lifetime ECLs are the ECLs that result from all possible
default events over the expected life of a financial instrument. 12-month ECLs are the portion of ECLs
that result from default events that are possible within the 12 months after the reporting date (or a shorter
period if the expected life of the instrument is less than 12 months). The maximum period considered
when estimating ECLs is the maximum contractual period over which the Company is exposed to credit
risk.
The Company has elected to measure loss allowances for trade debts using IFRS 9 simplified approach
and has calculated ECLs based on lifetime ECLs. The Company has established a matrix that is based
on the Company’s historical credit loss experience, adjusted for forward-looking factors specific to the
debtors and the economic environment. When determining whether the credit risk of a financial asset
has increased significantly since initial recognition and when estimating ECLs, the Company considers
reasonable and supportable information that is relevant and available without undue cost or effort. This
includes both quantitative and qualitative information and analysis, based on the Company’s historical
experience and informed credit assessment including forward-looking information.
Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying
amount of the assets.
The gross carrying amount of a financial asset is written off when the Company has no reasonable
expectations of recovering of a financial asset in its entirety or a portion thereof. The Company individually
makes an assessment with respect to the timing and amount of write-off based on whether there is a
At each reporting date, the Company assesses whether financial assets carried at amortised cost and
debt securities at FVTOCI are credit-impaired. A financial asset is ‘credit-impaired’ when one or more
events that have a detrimental impact on the estimated future cash flows of the financial asset have
occurred.
Evidence that a financial asset is credit-impaired includes the following observable data:
a) Financial assets
The Company derecognizes a financial asset when the contractual rights to the cash flows from the asset
expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially
all of the risks and rewards of ownership of the financial asset are transferred, or it neither transfers
nor retains substantially all of the risks and rewards of ownership and does not retain control over the
transferred asset. Any interest in such derecognized financial assets that is created or retained by the
Company is recognized as a separate asset or liability.
b) Financial liabilities
The Company derecognizes a financial liability (or a part of financial liability) from its statement of financial
position when the obligation specified in the contract is discharged or cancelled or expires.
Financial assets and financial liabilities are set off and the net amount is reported in the financial
statements when there is a legal enforceable right to set off and the Company intends either to settle on
a net basis or to realize the assets and to settle the liabilities simultaneously.
The investments in associates in which the Company does not have significant influence are classified
as FVTOCI.
2.18 Inventories
Inventories, except for stock in transit, waste stock and rejected goods are stated at lower of cost and net
realizable value. Cost is determined as follows:
Usable stores and spares are valued principally at weighted average cost, while items considered
obsolete are carried at nil value. In transit stores and spares are valued at cost comprising invoice value
plus other charges paid thereon.
Cost of work in process and finished goods comprises prime cost and appropriate production overheads
determined on weighted average cost. Cost of goods purchased for resale are valued at their respective
purchase price by using first-in-first-out method.
Materials in transit are valued at cost comprising invoice value plus other charges paid thereon. Waste
stock and rejected goods are valued at net realizable value.
Net realizable value signifies the estimated selling price in the ordinary course of business less the
estimated costs of completion and the estimated costs necessary to make a sale.
Non-current assets classified as assets held for sale are stated at the lower of carrying amount and fair
value less costs to sell if their carrying amount is recoverable principally through a sale transaction rather
than through continuing use.
2.20 Borrowings
Financing and borrowings are recognized initially at fair value and are subsequently stated at amortized
cost. Any difference between the proceeds and the redemption value is recognized in the statement of
profit or loss over the period of the borrowings using the effective interest method.
Interest, mark-up and other charges on long-term finances are capitalized up to the date of commissioning
of respective qualifying assets acquired out of the proceeds of such long-term finances. All other interest,
mark-up and other charges are recognized in statement of profit or loss.
Sale of goods
Revenue from the sale of goods is recognised at the point in time when the customer obtains control of
the goods, which is generally at the time of delivery.
Processing services
The Company provides processing services to local customers. These services are sold separately and
the Company’s contract with the customer for services constitute a single performance obligation.
Revenue from services is recognized at the point in time, generally at the time of dispatch. There are no
terms giving rise to variable consideration under the Company’s contracts with its customers
Interest
Interest income is recognised as interest accrues using the effective interest method. This is a method
of calculating the amortised cost of a financial asset and allocating the interest income over the relevant
period using the effective interest rate, which is the rate that exactly discounts estimated future cash
receipts through the expected life of the financial asset to the net carrying amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
2.23 Contract assets
Contract assets arise when the Company performs its performance obligations by transferring goods to
a customer before the customer pays its consideration or before payment is due. Contract assets are
treated as financial assets for impairment purposes.
Customer acquisition costs are capitalised as an asset where such costs are incremental to obtaining a
contract with a customer and are expected to be recovered. Customer acquisition costs are amortised
on a straight-line basis over the term of the contract.
Costs to obtain a contract that would have been incurred regardless of whether the contract was obtained
or which are not otherwise recoverable from a customer are expensed as incurred to profit or loss.
Incremental costs of obtaining a contract where the contract term is less than one year is immediately
expensed to profit or loss.
Customer fulfilment costs are capitalised as an asset when all the following are met: (i) the costs relate
directly to the contract or specifically identifiable proposed contract; (ii) the costs generate or enhance
resources of the Company that will be used to satisfy future performance obligations; and (iii) the costs
are expected to be recovered. Customer fulfilment costs are amortised on a straight-line basis over the
term of the contract.
Right of return assets represents the right to recover inventory sold to customers and is based on an
estimate of customers who may exercise their right to return the goods and claim a refund. Such rights
are measured at the value at which the inventory was previously carried prior to sale, less expected
recovery costs and any impairment.
Contract liability is the obligation of the Company to transfer goods to a customer for which the Company
has received consideration from the customer. If a customer pays consideration before the Company
transfers goods, a contract liability is recognized when the payment is made. Contract liabilities are
recognized as revenue when the Company performs its performance obligations under the contract.
Refund liabilities are recognised where the Company receives consideration from a customer and expects
to refund some, or all, of that consideration to the customer. A refund liability is measured at the amount
of consideration received or receivable for which the Company does not expect to be entitled and is
updated at the end of each reporting period for changes in circumstances. Historical data is used across
product lines to estimate such returns at the time of sale based on an expected value methodology.
Assets that have an indefinite useful life are not subject to depreciation and are tested annually for
impairment. Assets that are subject to depreciation are reviewed for impairment at each statement of
financial position date or whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable. An impairment loss is recognized for the amount for which assets carrying
amount exceeds its recoverable amount. Recoverable amount is the higher of an asset’s fair value less
costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest
levels for which there are separately identifiable cash flows (cash-generating units). Non-financial assets
that suffered an impairment are reviewed for possible reversal of the impairment at each reporting date.
Reversals of the impairment losses are restricted 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 impairment losses had not been recognized. An impairment loss or reversal of impairment loss is
recognized in the statement of profit or loss.
Ordinary shares are classified as equity and recognized at their face value. Incremental costs directly
attributable to the issue of new shares are shown in equity as a deduction, net of tax, if any.
Trade debts are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any allowance for expected credit losses.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
Liabilities for trade and other amounts payable are initially recognized at fair value, which is normally the
transaction cost and subsequently measured at amortized cost using the effective interest method.
Cash and cash equivalents comprise cash in hand, cash at banks on current accounts, saving and
deposit accounts and other short term highly liquid instruments that are readily convertible into known
amounts of cash and which are subject to insignificant risk of changes in values.
Derivatives are initially recognized at fair value. Any directly attributable transaction costs are recognized
in the statement of profit or loss as incurred. They are subsequently remeasured at fair value on regular
basis and at each reporting date as a minimum, with all their gains and losses, realized and unrealized,
recognized in the statement of profit or loss.
Segment reporting is based on the operating (business) segments of the Company. An operating
segment is a component of the Company that engages in business activities from which it may earn
revenues and incur expenses, including revenues and expenses that relate to the transactions with any
of the Company’s other components. An operating segment’s operating results are reviewed regularly
by the chief executive to make decisions about resources to be allocated to the segment and assess its
performance, and for which discrete financial information is available.
Segment results that are reported to the chief executive include items directly attributable to a segment
as well as those that can be allocated on a reasonable basis. Those income, expenses, assets, liabilities
The Company has three reportable business segments. Weaving (Producing different quality of greige
fabric using yarn), Dyeing (Converting greige into dyed fabric) and Power Generation (Generating and
distributing power).
Under the Ijarah contracts the Company obtains usufruct of an asset for an agreed period for an agreed
consideration. The Company accounts for its Ijarah contracts in accordance with the requirements of
IFAS 2 ‘Ijarah’. Accordingly, the Company as a Mustaj’ir (lessee) in the Ijarah contract recognises the
Ujrah (lease) payments as an expense in the profit and loss on straight line basis over the Ijarah term.
Grants from the government are recognised at their fair value where there is a reasonable assurance that
the grant will be received and the Company will comply with all attached conditions.
Government grants relating to costs are deferred and recognised in the profit or loss over the period
necessary to match them with the costs that they are intended to compensate.
Government grants relating to the purchase of property, plant and equipment are included in non-current
liabilities as deferred income and are credited to profit or loss over the expected lives of the related
assets.
Dividend distribution to the Company’s shareholders is recognized as a liability in the Company’s financial
statements in the period in which the dividends are declared and other appropriations are recognized in
the period in which these are approved by the Board of Directors.
The Company presents Earnings Per Share (EPS) data for its ordinary shares. EPS is calculated by
dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average
number of ordinary shares outstanding during the year.
Contingent assets are disclosed when the Company has a possible asset that arises from past events and
whose existence will only be confirmed by the occurrence or non-occurrence of one or more uncertain
future events not wholly within the control of the Company. Contingent assets are not recognized until
their realization becomes certain.
Contingent liability is disclosed when the Company has a possible obligation as a result of past events
whose existence will only be confirmed by the occurrence or non-occurrence of one or more uncertain
future events not wholly within the control of the Company. Contingent liabilities are not recognized, only
disclosed, unless the possibility of a future outflow of resources is considered remote. In the event that
the outflow of resources associated with a contingent liability is assessed as probable, and if the size of
the outflow can be reliably estimated, a provision is recognized in the financial statements.
2023 2022
(Number of shares)
5. RESERVES
Capital reserves
Revenue reserves
5.1 This reserve can be utilized by the Company only for the purposes specified in Section 81 of the
Companies Act, 2017.
2023 2022
Rupees Rupees
1,397,727,507 1,212,265,071
88
Lender 2023 2022 Terms Security
------------ Rupees ------------
National Bank of 114,250,960 179,197,005 This loan is repayable in 36 stepped up quarterly instalments commenced from First pari passu charge of Rupees 1,438.550
Pakistan (Note 6.2) 30 June 2015 and ending on 31 March 2025. This loan carries mark-up at the million by way of hypothecation and mortgage
rate of 7.70% per annum based on the average cost of funds of the bank which charge over present and future fixed assets of
will be reviewed annually. Mark-up will be accrued over ten years during which the Company, pari passu charge of Rupees 944
the principal will be repaid. After repayment of principal, accrued mark-up will million, ranking charge of Rupees 100 million,
be repaid in twelve equal quarterly instalments commencing on 30 June 2025 over current assets of the Company as margin
and ending on 31 March 2028. (Note 6.3) and personal guarantees of sponsor directors.
The Bank of Punjab - 4,780,000 This loan was repayable in 20 quarterly instalments of Rupees 1.195 million First joint pari passu charge of Rupees
- 1,040,000 This loan was repayable in 20 quarterly instalments of Rupees 0.260 million
each commenced from 25 August 2017 and ended on 25 May 2023. Mark-up
was payable quarterly at SBP rate + 2.5% per annum. This loan has been fully
repaid during the year. (Note 6.3 and Note 6.4)
10,965,000 54,825,000 This loan is repayable in 20 quarterly instalments of Rupees 10.965 million
each commenced from 23 November 2017 and ending on 23 August 2023.
Mark-up is payable quarterly at SBP rate + 2.5% per annum. (Note 6.3 and
Note 6.4)
16,840,000 50,520,000 This loan is repayable in 20 quarterly instalments of Rupees 8.420 million each
commenced from 19 March 2018 and ending on 19 December 2023. Mark-up
is payable quarterly at SBP rate + 2.5% per annum. (Note 6.3 and Note 6.4)
4,200,000 9,800,000 This loan is repayable in 20 quarterly instalments of Rupees 1.400 million each
commenced from 19 April 2018 and ending on 19 January 2024. Mark-up is
payable quarterly at SBP rate + 2.5% per annum. (Note 6.3 and Note 6.4)
16,560,000 27,600,000 This loan is repayable in 20 quarterly instalments of Rupees 2.760 million each
commenced from 01 February 2019 and ending on 01 November 2024. Mark-
up is payable quarterly at SBP rate + 2.5% per annum. (Note 6.3 and Note 6.4)
220,000,000 300,000,000 This loan is repayable in 20 quarterly instalments of Rupees 20.000 million
each commenced from 20 April 2021 and ending on 20 January 2026. Mark-up
is payable quarterly at SBP rate + 2.5% per annum. (Note 6.4)
126,000,000 - This loan is repayable in 20 quarterly instalments of Rupees 7.000 million each
commenced from 18 April 2023 and ending on 18 January 2028. Mark-up is
payable quarterly at 3 months KIBOR + 2.25% per annum.
394,565,000 448,565,000
Lender 2023 2022 Terms Security
------------ Rupees ------------
The Bank of - 22,391,465 This loan was obtained by the Company under SBP Refinance Scheme for First joint pari passu of Rupees 1,266.373
Punjab (Note 6.2) payment of wages and salaries to workers. This loan was repayable in 8 equal million over present and future current assets of
quarterly instalments of Rupees 11.194 million each commenced from 10 the Company.
January 2021 and ended on 10 October 2022. Mark-up was payable quarterly
in arrears at SBP refinance rate + 3% per annum. This loan has been fully
repaid during the year. (Note 8.1)
Samba Bank 2,618,000 7,870,000 This loan is repayable in 16 quarterly instalments of Rupees 1.313 million each First joint pari passu charge of Rupees 641.415
Limited (Note 6.4) commenced from 29 January 2020 and ending on 29 October 2023. Mark-up is million over fixed assets of the Company with
payable quarterly at SBP rate + 2.5% per annum. 25% margin.
1,553,750 4,661,250 This loan is repayable in 16 quarterly instalments of Rupees 0.777 million each
commenced from 06 March 2020 and ending on 06 December 2023. Mark-up
is payable quarterly at SBP rate + 2.5% per annum.
11,768,750 18,493,750 This loan is repayable in 16 quarterly instalments of Rupees 1.681 million each
commenced from 25 May 2021 and ending on 25 February 2025. Mark-up is
payable quarterly at SBP rate + 2.5% per annum.
9,050,000 13,575,000 This loan is repayable in 16 quarterly instalments of Rupees 1.131 million each
commenced from 04 September 2021 and ending on 04 June 2025. Mark-up is
payable quarterly at SBP rate + 2.5% per annum.
67,443,750 97,418,750 This loan is repayable in 16 quarterly instalments of Rupees 7.494 million each
commenced from 01 December 2021 and ending on 01 September 2025.
Mark-up is payable quarterly at SBP rate + 2.5% per annum.
45,000,000 60,000,000 This loan is repayable in 16 quarterly instalments of Rupees 3.750 million each
commenced from 25 September 2022 and ending on 25 June 2026. Mark-up is
payable quarterly at SBP rate + 2.5% per annum.
39,000,000 48,000,000 This loan is repayable in 16 quarterly instalments of Rupees 3.000 million each
commenced from 22 December 2022 and ending on 22 September 2026.
Mark-up is payable quarterly at SBP rate + 2.5% per annum.
176,434,250 250,018,750
Samba Bank - 37,433,694 This loan was obtained by the Company under SBP Refinance Scheme for First joint pari passu charge of Rupees 200.000
Limited (Note 6.2) payment of wages and salaries to workers. This loan was repayable in 8 equal million on present and future current assets of
quarterly instalments of Rupees 18.750 million commenced from 01 January the Company.
2021 and ended on 01 October 2022. Mark-up was payable quarterly in arrears
at SBP refinance rate + 2% per annum. This loan has been fully repaid during
the year. (Note 8.1)
Askari Bank Limited 9,928,576 11,914,288 This loan is repayable in 28 quarterly instalments of Rupees 0.496 million each First joint pari passu charge of Rupees 633.333
commenced from 28 August 2021 and ending on 28 May 2028. Mark-up is million over all present and future fixed assets
payable quarterly in arrears at SBP rate + 2.5% per annum. (Note 6.4) of the Company with 25% margin.
74,700,000 85,371,428 This loan is repayable in 28 quarterly instalments of Rupees 3.557 million each
commenced from 29 September 2021 and ending on 29 June 2028. Mark-up is
payable quarterly in arrears at SBP rate + 2.5% per annum. (Note 6.4)
2,829,750 3,368,750 This loan is repayable in 28 quarterly instalments of Rupees 0.135 million each
105,142,855 123,428,571 This loan is repayable in 28 quarterly instalments of Rupees 4.571 million each
commenced from 26 April 2022 and ending on 26 January 2029. Mark-up is
payable quarterly in arrears at 3 months KIBOR + 2% per annum.
192,601,181 224,083,037
Bank Al-Falah 7,379,825 10,640,000 This loan is repayable in 20 equal quarterly instalments of Rupees 0.665 million First joint pari passu charge of Rupees 676.447
Limited (Note 6.2 each commenced from 06 August 2021 and ending on 06 May 2026. Mark-up million and ranking charge of Rupees 716.667
and Note 6.5) is payable quarterly in arrears at SBP refinance rate + 3% per annum million over fixed assets of the Company.
60,190,498 85,425,000 This loan is repayable in 20 equal quarterly instalments of Rupees 5.025 million
each commenced from 19 October 2021 and ending on 19 July 2026. Mark-up
is payable quarterly in arrears at SBP refinance rate + 3% per annum.
1,191,850 1,700,000 This loan is repayable in 20 equal quarterly instalments of Rupees 0.100 million
each commenced from 23 November 2021 and ending on 23 August 2026.
Mark-up is payable quarterly in arrears at SBP refinance rate + 3% per annum.
9,228,109 13,175,000 This loan is repayable in 20 equal quarterly instalments of Rupees 0.775 million
each commenced from 30 November 2021 and ending on 30 August 2026.
Mark-up is payable quarterly in arrears at SBP refinance rate + 3% per annum.
5,174,091 7,395,000 This loan is repayable in 20 equal quarterly instalments of Rupees 0.435 million
each commenced from 07 December 2021 and ending on 07 September 2026.
Mark-up is payable quarterly in arrears at SBP refinance rate + 3% per annum.
83,164,373 118,335,000
Lender 2023 2022 Terms Security
------------Rupees ------------
MCB Bank Limited 12,778,062 15,900,000 This loan is repayable in 32 quarterly instalments of Rupees 0.497 million each First joint pari passu charge of Rupees 1,000
(Note 6.2 and commencing from 23 December 2023 and ending on 23 September 2031. million over fixed assets of the Company with
Note 6.5) Mark-up is payable quarterly at SBP rate + 2.00% per annum. 25% margin and personal guarantee of a
director of the Company.
157,625,627 203,100,000 This loan is repayable in 32 quarterly instalments of Rupees 6.347 million each
commencing from 10 September 2024 and ending on 10 June 2032. Mark-up
is payable quarterly at SBP rate + 2.00% per annum.
145,610,526 - This loan is repayable in 32 quarterly instalments of Rupees 6.619 million each
commencing from 07 October 2024 and ending on 07 July 2032. Mark-up is
payable quarterly at SBP rate + 2.00% per annum.
232,156,861 - This loan is repayable in 32 quarterly instalments of Rupees 9.975 million each
commencing from 24 December 2023 and ending on 23 September 2032.
Mark-up is payable quarterly at SBP rate + 2.00% per annum.
548,171,076 219,000,000
MCB Bank Limited 159,600,000 159,600,000 This loan is repayable in 32 quarterly instalments of Rupees 4.988 million each First joint pari passu charge of Rupees 666.667
commencing from 07 June 2024 and ending on 07 March 2032. Mark-up is million, ranking charge of Rupees 200.000
payable quarterly at SBP rate + 1.00% per annum. (Note 6.4) million and third ranking charge of Rupees
333.333 million over fixed assets of the
117,176,000 - This loan is repayable in 32 quarterly instalments of Rupees 3.656 million each Company with 25% margin.
commencing from 01 March 2025 and ending on 01 December 2031. Mark-up
is payable quarterly at 3 months KIBOR + 1.50% per annum.
276,776,000 159,600,000
1,785,962,840 1,658,623,951
6.2 These loans are recognized and measured in accordance with IFRS 9 ‘Financial Instruments’. Fair value adjustments are recognized at discount
rates ranging from 7.50% to 12.00% (2022: 7.50% and 9.85%) per annum.
6.3 Repayment period includes deferment of repayment of principal loan amount by one year in accordance with State Bank of Pakistan (SBP) BPRD
Circular Letter No. 13 of 2020 dated 26 March 2020.
6.4 These loans are obtained by the Company under SBP’s Long Term Financing Facility (LTFF).
6.5 These loans are obtained by the Company under SBP’s Temporary Economic Refinance Facility (TERF) scheme for purchase of new imported
and locally manufactured plant and machinery.
7. DEFERRED LIABILITIES
7.1 This represents accrued mark-up on long term finance obtained from National Bank of Pakistan deferred
in accordance with the terms disclosed in note 6.1 to these financial statements.
The liability for deferred taxation originated due to taxable / (deductable) temporary differences relating
to:
2023 2022
Rupees Rupees
90,750,407 80,945,454
7.2.1 Movement in taxable / (deductable) temporary differences during the year is as follows:
2023
Recognized
Recognized in
Opening in other Closing
statement of
balance comprehensive balance
profit or loss
income
------------------------------------------ Rupees ------------------------------------------
Surplus on revaluation of
operating fixed assets 73,437,079 (4,115,307) 12,603,959 81,925,731
Unrealized gain on FVTOCI investment 7,499,351 - 1,438,827 8,938,178
Unrealized gain / (loss) on
FVTPL investments 9,024 (122,526) - (113,502)
2022
Recognized
Recognized in
Opening in other Closing
statement of
balance comprehensive balance
profit or loss
income
------------------------------------------ Rupees ------------------------------------------
Surplus on revaluation of
operating fixed assets 67,932,228 (3,396,611) 8,901,462 73,437,079
Unrealized gain on FVTOCI investment 9,068,482 - (1,569,131) 7,499,351
Unrealized gain on FVTPL investments - 9,024 - 9,024
2023 2022
Rupees Rupees
- -
7.3.1 This represents Gas Infrastructure Development Cess (GIDC) levied through GIDC Act, 2015. The
Honorable Supreme Court of Pakistan upheld the GIDC Act, 2015 to be constitutional and intra vires.
GIDC payable has been recorded at amortized cost in accordance with IFRS 9.
2023 2022
Rupees Rupees
8.1 The State Bank of Pakistan (SBP), through its Circular No. 01 and 02 of 2020 dated 17 March 2020
and Circular No. 09 of 2020 dated 08 May 2020 introduced a Temporary Economic Refinance Facility
(TERF) for setting of new industrial units and for undertaking Balancing, Modernization and Replacement
and / or expansion of projects / businesses and through Circular No. 06 of 2020 dated 10 April 2020
introduced a Refinance Scheme for payment of wages and salaries to the workers and employees of
business concerns. These refinances were available through Banks / DFIs. One of the key feature of
these refinance facilities is that the borrowers obtained loans at mark-up rates that were below normal
lending rates. As per International Accounting Standard (IAS) 20 ‘Accounting for Government Grants
and Disclosure of Government Assistance’, the benefit of a Government loan at a below-market rate
of interest is treated as a Government grant. The Company has obtained these loans as disclosed in
note 6.1 to the financial statements. In accordance with IFRS 9 ‘Financial Instruments’, loans obtained
under the refinance facilities were initially recognized at fair value which is the present value of loans
proceeds received, discounted using prevailing market rates of interest for a similar instrument. Hence,
the benefit of the below-market rate of interest has been measured as the difference between the initial
carrying value of the loan determined in accordance with IFRS 9 and the proceeds received. This
benefit is accounted for and presented as deferred grant in accordance with IAS 20. The grant is being
amortized in the statement of profit or loss, in line with the recognition of interest expense the grant is
2023 2022
Rupees Rupees
4,751,498,857 3,643,219,712
9.1 These include Rupees 55.527 million (2022: Rupees 58.192 million) payable to legal heirs of deceased
director.
9.2 These represent interest free, unsecured and repayable on demand, loans obtained from following
related parties:
2023 2022
Rupees Rupees
11,601,970 10,351,970
9.3 These deposits are interest free and repayable on completion of contracts. These deposits have been
utilized for the purpose of business in accordance with the terms of written agreements with contractors.
2023 2022
Rupees Rupees
9.4.1 The Company retains workers’ profit participation fund for its business operations till the date of allocation
to workers. Interest is accrued at prescribed rate under the Companies Profit (Workers’ Participation) Act,
1968 on funds utilized by the Company till the date of allocation to workers.
278,033,136 71,578,017
7,280,650,382 5,082,318,845
11.1 These facilities are secured against hypothecation charge on current assets, lien on export contracts /
letters of credit, first joint pari passu charge on fixed and current assets, personal guarantees of directors
and ranking charge on current assets of the Company.
11.2 These carry mark-up ranging from 3.00% to 18.00% (2022: 3.00% to 7.50%) per annum on outstanding
balance.
11.3 These carry mark-up ranging from 14.66% to 24.11% (2022: 8.49% to 16.39%) per annum on outstanding
balance.
2023 2022
Rupees Rupees
500,906,713 523,293,032
13.1 Contingencies
13.1.1 On 13 December 2022, Collector of customs (adjudication) passed an order whereby a demand
of Rupees 27.499 million (along with default surcharge) has been raised against the Company
on account certain benefits availed under the Customs Act, 1969 during the years 2008 to
2010 on import of raw materials and machinery. The Company challenged the order on certain
13.1.2 During the year ended 30 June 2011, pursuant to the sale of assets agreement with M/s
Interloop Limited, the Company is contingently liable for Rupees 31.958 million against payment
of certain outstanding dues to Employees’ Old-Age Benefits Institution (EOBI) and bifurcation
of gas connections in favour of M/s Interloop Limited. To secure the performance of aforesaid
conditions, the Company has pledged equity investment (note 17.2) and bank balance (note
29.3) with Allied Bank Limited. However, no provision has been recognized in these financial
statements as the management is confident to fulfil the conditions in accordance with the sale of
assets agreement.
13.1.3 During the year ended 30 June 2010, Lahore Electric Supply Company Limited (LESCO) served
a notice to the Company in connection with violation of Power Purchase Agreement. According
to the aforesaid notice, the Company was using gas along with Refined Furnace Oil (RFO) in the
ratio of 50:50 as co-fuel in order to generate electric power for sale to LESCO whereas tariff was
charged to LESCO on the basis of RFO. The matter has been referred for arbitration and is being
resolved under the provisions of above said Power Purchase Agreement. The proceedings of
arbitration are in process. An amount of Rupees 86.833 million receivable by the Company from
LESCO is still unpaid. Full provision against this receivable has been made in books of account.
However, the Company is confident that the said amount will be recovered.
13.1.4 Bank guarantees of Rupees 203.199 million (2022: Rupees 157.189 million) are given by the
banks of the Company in favour of Sui Northern Gas Pipelines Limited against gas connections.
13.1.5 Bank guarantee of Rupees Nil (2022: Rupees 7.000 million) is given by the bank of the Company
in favour of Director, Excise and Taxation to cover the disputed amount of infrastructure cess.
13.1.6 Bank guarantees of Rupees 20.288 million (2022: Rupees 8.164 million) are given by the
bank of the Company in favour of Lahore Electric Supply Company Limited against electricity
connections.
13.1.7 Post dated cheques amounting to Rupees 92.679 million (2022: Rupees 229.964 million) are
issued to custom authorities.
13.2 Commitments
13.2.1 Aggregate commitments for capital expenditure and revenue expenditures are amounting to
Rupees 39.836 million and Rupees 104.868 million (2022: Rupees 663.561 million and Rupees
193.514 million) respectively.
13.2.2 Post dated cheques amounting to Rupees 1,007.791 million (2022: 1,052.561 million) are issued
to creditors of the Company.
2023 2022
Rupees Rupees
14. FIXED ASSETS
9,066,735,430 7,912,753,661
Description Furniture,
Freehold Residential Factory Plant and Electric Motor
fixtures and Computers Total
land building building machinery Installations vehicles
equipment
------------------------------------------------------------------------------------ (RUPEES) ------------------------------------------------------------------------------------
As at 30 June 2021
Cost / revalued amount 1,917,811,000 321,819,601 1,682,281,137 6,016,632,041 185,924,507 119,214,227 56,855,225 152,267,862 10,452,805,600
Accumulated depreciation - (120,642,601) (477,521,137) (2,916,305,875) (117,738,708) (84,037,006) (53,748,703) (70,851,674) (3,840,845,704)
Accumulated impairment loss - - - (54,082,319) - - - - (54,082,319)
Net book value 1,917,811,000 201,177,000 1,204,760,000 3,046,243,847 68,185,799 35,177,221 3,106,522 81,416,188 6,557,877,577
Opening net book value 1,917,811,000 201,177,000 1,204,760,000 3,046,243,847 68,185,799 35,177,221 3,106,522 81,416,188 6,557,877,577
Additions 244,550,909 7,790,506 12,355,783 749,692,468 25,013,290 5,256,302 - 23,811,002 1,068,470,260
Disposals:
Cost - - - (381,023,985) - - - (8,499,256) (389,523,241)
Accumulated depreciation - - - 265,498,545 - - - 5,046,208 270,544,753
- - - (115,525,440) - - - (3,453,048) (118,978,488)
Depreciation charge - (10,253,611) (60,427,703) (262,645,848) (8,611,188) (3,588,999) (931,957) (12,911,230) (359,370,536)
Closing net book value 2,162,361,909 198,713,895 1,156,688,080 3,417,765,027 84,587,901 36,844,524 2,174,565 88,862,912 7,147,998,813
As at 30 June 2022
Cost / revalued amount 2,162,361,909 329,610,107 1,694,636,920 6,385,300,524 210,937,797 124,470,529 56,855,225 167,579,608 11,131,752,619
Accumulated depreciation - (130,896,212) (537,948,840) (2,913,453,178) (126,349,896) (87,626,005) (54,680,660) (78,716,696) (3,929,671,487)
Accumulated impairment loss - - - (54,082,319) - - - - (54,082,319)
Net book value 2,162,361,909 198,713,895 1,156,688,080 3,417,765,027 84,587,901 36,844,524 2,174,565 88,862,912 7,147,998,813
As at 30 June 2023
Cost / revalued amount 2,191,694,814 329,610,107 1,904,686,181 7,480,245,108 283,271,236 136,440,212 69,069,717 258,270,572 12,653,287,947
Accumulated depreciation - (140,831,906) (589,657,330) (3,078,273,398) (138,293,396) (91,749,451) (57,940,228) (86,644,291) (4,183,390,000)
- - - (54,082,319) - - - - (54,082,319)
97
Depreciation rate % per annum - 5 5 10 10 10 30 20
14.1.1 Freehold land and buildings of the Company were revalued as at 30 June 2021 by an independent
valuer, Messrs Hamid Mukhtar and Company (Private) Limited. Had there been no revaluation,
the value of the assets would have been lower by Rupees 2,575.090 million (2022: Rupees
2,637.444 million). Forced sale value of freehold land and buildings as on the date of valuation
was Rupees 1,534.249 million and Rupees 1,124.749 million respectively.
14.1.2 The book value of freehold land and buildings on cost basis is Rupees 666.934 million and
Rupees 453.477 million (2022: Rupees 637.601 million and Rupees 242.719 million) respectively.
14.1.3 Detail of operating fixed assets exceeding book value of Rupees 500,000 disposed of during the
year is as follows:
Cost /
Accumulated Net book Sale Gain / Mode of
Particulars Quantity revalued Particulars of purchaser
depreciation value proceeds (loss) disposal
amount
------------------------------------- (Rupees) -------------------------------------
Factory Building
Building Roof 1 31,643,221 8,139,718 23,503,503 4,734,227 (18,769,276) Negotiation A.B Traders, Pattoki
Plant and Machinery 70 254,060,288 186,596,757 67,463,531 104,600,078 37,136,547 Negotiation Denim & Denim Mills (Private)
Limited, Karachi
Toyota Looms
Motor vehicles
Toyota Yaris ADY-21-791 1 2,608,890 638,308 1,970,582 1,970,582 - Company policy Mr. Amir Saeed, Company's
ex-employee, Lahore
Toyota XLI LEA-16A-5983 1 1,701,310 1,045,387 655,923 2,500,000 1,844,077 Negotiation Mr. Muhammad Irfan, Company’s
employee, Lahore
Honda City LEC-19-2100 1 3,519,285 1,468,828 2,050,457 3,635,000 1,584,543 Insurance claim Admajee Insurance Company
Limited, Lahore
Toyota Yaris AFT-21-710 1 2,513,590 363,074 2,150,516 2,493,000 342,484 Insurance claim Admajee Insurance Company
Limited, Lahore
Toyota GLI LE-16-5924 1 1,946,010 1,226,241 719,769 2,450,000 1,730,231 Negotiation Mr. Mazhar Noor, Company's
employee, Lahore
12,289,085 4,741,838 7,547,247 13,048,582 5,501,335
Aggregate of vehicles with
individual book values not
exceeding Rupees 500,000 14 15,176,820 9,791,026 5,385,794 16,263,342 10,877,548 Negotiation -
27,465,905 14,532,864 12,933,041 29,311,924 16,378,883
313,169,414 209,269,339 103,900,075 138,646,229 34,746,154
2023 2022
Rupees Rupees
14.1.4 The depreciation charge for the year has been allocated as follows:
462,987,852 359,370,536
Covered
Manufacturing Area of
Address area of
units and office land
buildings
Acres Square feet
Manufacturing units:
153.468 1,041,190
Advance Advance
Stores held
against Plant and Electric against
Buildings for capital Total
purchase of machinery installations purchase of
expenditures
land vehicles
----------------------------------------------------------- (RUPEES) -----------------------------------------------------------
Add: Additions during the year 28,532,905 333,434,628 1,131,228,809 70,084,970 5,386,000 - 1,568,667,312
Less: Capitalized during the year 29,332,905 239,379,788 1,319,885,518 69,220,453 15,627,000 8,899,966 1,682,345,630
Less: Charged to statement of - - - - - 156,728 156,728
profit or loss
Add / (less): Reclassification - (23,596,742) 23,596,742 - - - -
At 30 June 2023 - 470,673,798 166,252,149 3,661,545 5,386,000 4,946,310 650,919,802
15.1 Intangible asset - computer software having cost of Rupees 9.297 million has been fully amortized at the
rate of 20.00% per annum. However, it is still in use of the Company.
2023 2022
Rupees Rupees
16.1 This represents 13.7 kanal agricultural land located at Sahiwal, Farooqa Road, Sargodha.
16.2 No expenses directly related to investment property were incurred during the year. The market value of
land is estimated at Rupees 4.795 million (2022: Rupees 4.453 million). Forced sale value of investment
property as on the reporting date is Rupees 3.836 million (2022: Rupees 3.562 million). The valuation
has been carried out by an independent valuer.
Equity instruments
Other
23,622,579 23,429,479
23,622,579 23,429,479
17.1 Investment in K-2 Hosiery (Private) Limited has been impaired and written off. This investment was made
in accordance with requirements of the Companies Act, 2017.
17.2 Ordinary shares of Security General Insurance Company Limited have been valued by an independent
valuer at Rupees 36.70 (2022: Rupees 36.40) per share using present value technique. 640,000 ordinary
shares of Security General Insurance Company Limited have been pledged in favour of Allied Bank
Limited to serve the performance of certain conditions of sale of assets agreement with M/s Interloop
Limited.
2023 2022
Rupees Rupees
Considered good:
13,101,665 22,252,126
18.2 These represent interest free loans given to executives and other employees as per the Company’s policy
for general purposes. These are secured against balance to the credit of employees in the provident fund
trust and are recoverable in monthly installments.
18.3 The fair value adjustment in accordance with the requirements of IFRS 9 ‘Financial Instruments’ arising
in respect of staff loans is not considered material and hence not recognized.
2023 2022
Rupees Rupees
1,024,817,236 880,910,918
Less: Provision for slow moving, obsolete and
damaged store items (Note 20.2) 119,885,289 112,793,166
904,931,947 768,117,752
20.2 Provision for slow moving, obsolete and damaged store items
21. STOCK-IN-TRADE
5,545,414,912 4,052,222,277
21.1 This includes raw material of Rupees 90.040 million (2022: Rupees 68.854 million) valued at net realizable
value.
21.2 These include finished goods of Rupees 157.834 million (2022: Rupees 46.719 million) valued at net
realizable value.
21.3 Finished goods include stock-in-transit amounting to Rupees 720.319 million (2022: Rupees 701.515
million).
21.5 Stock in trade of Rupees 28.714 million (2022: Rupees 56.087 million) is sent to outside parties for
processing.
2023 2022
Rupees Rupees
3,717,817,750 1,217,245,076
Export
3,927,998,419 1,339,836,487
1,937,204,424 734,728,620
Considered good:
Advances to staff:
-Against salary (Note 23.1) 5,797,936 8,890,451
-Against expenses (Note 23.2) 4,831,103 16,617,334
-Current portion of long term loans to executives and
employees (Note 18) 21,102,476 8,453,880
31,731,515 33,961,665
Advances to suppliers 159,804,481 285,199,154
Letters of credit 357,095 1,539,886
191,893,091 320,700,705
23.1 These include interest free advances to executives amounting to Rupees Nil (2022: Rupees 3.047 million).
2023 2022
Rupees Rupees
Advances to staff against expenses - considered doubtful (Note 23.2.1) 9,308,043 9,308,043
Less: Provision for doubtful advances to staff against expenses 9,308,043 9,308,043
- -
4,831,103 16,617,334
23.2.1These include unsecured advance against expenses of Rupees 5.895 million (2022: Rupees 5.895
million) given to Mr. Aamir Alam Qureshi (Ex.General manager marketing).
2023 2022
Rupees Rupees
25,481,638 57,457,728
(14,809,226) 71,366,395
2,214,510,057 1,630,418,799
Considered good:
39,879,720 43,732,753
7,401,519.249 936,238.123 Pakistan Cash Management Fund 373,323,089 (408,644) 372,914,445 47,249,878 - 47,249,878
1,096,771.937 958,835.691 NBP Money Market Fund 10,892,221 53,234 10,945,455 9,491,176 31,118 9,522,294
8,498,291.186 1,895,073.814 384,215,310 (355,410) 383,859,900 56,741,054 31,118 56,772,172
2023 2022
Rupees Rupees
438,713,618 606,150,630
29.1 Cash and bank balances include foreign currencies disclosed in note 47.1 (a)(i) to these financial
statements.
29.2 Rate of profit on bank deposits ranges from 12.25% to 19.5% (2022: 5.50% to 12.25% ) per annum.
29.3 Cash with banks on current accounts includes an amount of Rupees 8.491 million (2022: Rupees 8.491
million) with Allied Bank Limited, in a non-checking account, to secure performance of certain conditions
of sale of assets agreement with M/s Interloop Limited (Note 13.1.2).
Annual Report 2023 105
29.4 These include term deposit receipts of Rupees 18.00 million (2022: Rupees 18.00 million) which are
under lien with Habib Metropolitan Bank Limited.
2023 2022
Rupees Rupees
30. REVENUE
28,208,445,061 21,452,848,316
9,507,890,556 4,729,271,771
30.1.1 These include sales of Rupees 6,176.297 million (2022: Rupees 3,106.530 million) made to direct
exporters against standard purchase orders (SPOs). Further, local sales include waste sales of Rupees
155.204 million (2022: Rupees 121.747 million).
30.2 The amount of Rupees 51.210 million included in contract liabilities (Note 9) at 30 June 2022 has been
recognized as revenue in 2023 (2022: Rupees 263.462 million).
In the following table, revenue is disaggregated by primary geographical market, major products and
service lines and timing of revenue recognition.
Geographical market
30.4 Revenue is recognized at point in time as per the terms and conditions of underlying contracts with
customers.
23,217,914,671 18,426,180,400
Finished goods inventory
As on 01 July 2,068,681,756 1,648,676,602
As on 30 June (2,945,315,056) (2,068,681,756)
(876,633,300) (420,005,154)
22,341,281,371 18,006,175,246
16,990,764,302 14,100,613,926
1,369,765,475 1,100,151,805
702,705,347 474,068,267
3,247,386 2,792,750
331,308,074 303,439,382
19,400,000 15,700,000
34.1.1 There is no interest of any director or his spouse in donee’s fund except for Friends of Punjab
Institute of Cardiology where Mr. Amir Fayyaz Sheikh Chief Executive Officer of the Company is
Trustee.
236,021,241 135,366,747
1,249,472,624 482,135,678
37. TAXATION
448,421,933 293,871,831
37.1 The Company falls under the ambit of presumptive tax regime under section 169 of the Income Tax
Ordinance, 2001. Provision for income tax is made accordingly. Provision for super tax on income is
calculated as per Section 4C of the Income Tax Ordinance, 2001. Further, provision against income from
other sources is made under the relevant provisions of the Income Tax Ordinance, 2001.
37.2 Provision for deferred income tax is not required as the Company is chargeable to tax under section
169 of the Income Tax Ordinance, 2001 and no temporary differences are expected to arise in the
foreseeable future except for deferred tax liability as explained in note 7.2.
448,421,933 293,871,831
There is no dilutive effect on the basic earnings per share, which is based on:
2023 2022
Rupees Rupees
630,196,542 292,626,136
(3,554,810,422) (1,782,704,274)
2023
Liabilities from financing activities
Long term Short term Unclaimed Total
financing borrowings dividend
Rupees Rupees Rupees Rupees
2022
Liabilities from financing activities
Long term Short term Unclaimed Total
financing borrowings dividend
Rupees Rupees Rupees Rupees
The Board of Directors of the Company has proposed a cash dividend for the year ended 30 June
2023 of Rupees 3.00 per share (2022: Rupees 2.00 per share) at their meeting held on 20 September,
2023. However, this event has been considered as non-adjusting events under IAS 10 ‘Events after the
Reporting Period’ and has not been recognized in these financial statements.
Aggregate amounts charged in these financial statements for remuneration, including all benefits to chief
executive officer, directors and other executives are as follows:
2023 2022
Chief Executive Chief Executive
Directors Executives Directors Executives
Officer Officer
--------------------------------------------- (RUPEES) ---------------------------------------------
Number of persons 1 2 54 1 2 40
41.1 Chief executive officer, directors and certain executives of the Company are provided with free use of the
Company’s owned and maintained cars.
41.2 Meeting fee of Rupees 3.950 million (2022: Rupees 2.840 million) was paid to the non-executive directors
for attending meetings.
The related parties comprise associated undertakings, key management personnel, close members of
the family of the key management personnel and provident fund trust. The Company in the normal course
of business carries out transactions with related parties. Detail of transactions with related parties, other
than those which have been specifically disclosed elsewhere in these financial statements are as follows:
2023 2022
Rupees Rupees
42.1 Detail of compensation to key management personnel comprising of chief executive officer, directors and
executives is disclosed in note 41.
Transactions entered
or agreements and / or Percentage
Basis of
Name of the related party arrangements in place of
relationship
during the financial year shareholding
2023 2022
As at the reporting date, the Kohinoor Mills Limited Staff Provident Fund Trust is in the process
of regularizing its investments in accordance with section 218 of the Companies Act, 2017 and the
regulations formulated for this purpose by Securities and Exchange Commission of Pakistan.
2023 2022
45.1 The Company has three reportable segments. The following summary describes the operation in each of the Company’s reportable segments:
Elimination of Inter-segment
Weaving Dyeing Power Generation Total - Company
transactions
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
------------------------------------------------------------------------------------------ (RUPEES) ------------------------------------------------------------------------------------------
Sales
-External 10,642,213,984 7,545,021,493 17,566,231,077 13,907,826,823 - - - - 28,208,445,061 21,452,848,316
-Intersegment 6,526,167,261 5,827,380,274 549,150,443 156,276,165 1,679,949,099 1,121,226,627 (8,755,266,803) (7,104,883,066) - -
17,168,381,245 13,372,401,767 18,115,381,520 14,064,102,988 1,679,949,099 1,121,226,627 (8,755,266,803) (7,104,883,066) 28,208,445,061 21,452,848,316
Cost of sales (14,565,429,555) (11,503,950,329) (14,875,313,201) (12,407,858,066) (1,655,805,418) (1,199,249,917) 8,755,266,803 7,104,883,066 (22,341,281,371) (18,006,175,246)
Gross profit / (loss) 2,602,951,690 1,868,451,438 3,240,068,319 1,656,244,922 24,143,681 (78,023,290) - - 5,867,163,690 3,446,673,070
Segment liabilities 2,898,049,564 1,918,667,447 1,632,102,322 1,524,424,341 173,661,423 132,203,879 4,703,813,309 3,575,295,667
Unallocated liabilities:
Long term financing - secured 1,785,962,840 1,658,623,951
Deferred liabilities 432,006,392 408,884,030
Deferred income -
Government grant 208,995,553 396,337
Accrued mark-up 278,033,136 71,578,017
Short term borrowings - secured 7,280,650,382 5,082,318,845
Trade and other payables 47,685,548 67,924,045
Unclaimed dividend 7,440,570 7,119,615
Provision for taxation - net 14,809,226 -
The Company’s revenue from external customers by geographical location is detailed below:
2023 2022
Rupees Rupees
28,148,992,576 21,397,148,812
Export rebate 59,452,485 54,318,892
Duty draw back - 1,380,612
28,208,445,061 21,452,848,316
45.4 All non-current assets of the Company as at the reporting date are located and operating in Pakistan.
2023 2022
Weaving
Dyeing
Power generation
Under utilization of available capacity for dyeing division and weaving division is due to routine
maintenance and BMR respectively. Actual power generation in comparison to installed capacity is low
due to periodical scheduled and unscheduled maintenance of generators, BMR and low demand.
The Company’s activities expose it to a variety of financial risks: market risk (including currency risk, other
price risk and interest rate risk), credit risk and liquidity risk. The Company’s overall risk management
programme focuses on the unpredictability of financial markets and seeks to minimize potential adverse
effects on the Company’s financial performance.
Risk management is carried out by the Company’s finance department under policies approved by the
Board of Directors (the Board). The Company’s finance department evaluates and hedges financial risk.
The Board provides principles for overall risk management, as well as policies covering specific areas
such as currency risk, other price risk, interest rate risk, credit risk and liquidity risk.
Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in foreign exchange rates. Currency risk arises mainly from future commercial
transactions or receivables and payables that exist due to transactions in foreign currencies.
The Company is exposed to currency risk arising from various currency exposures, primarily with
respect to the United States Dollar (USD), Great Britain Pound (GBP), Arab Emirates Dirham (AED),
Chinese Yuan (CNY), Euro and Saudi Riyal (SAR). Currently, the Company’s foreign exchange risk
exposure is restricted to foreign currency bank balances and the amounts receivable from / payable
to the foreign entities. The Company uses forward exchange contracts to hedge its foreign currency
risk, when considered appropriate. The Company’s exposure to currency risk was as follows:
2023 2022
2023 2022
Sensitivity analysis
If the functional currency, at reporting date, had weakened / strengthened by 5% against the USD,
GBP, Euro, AED, SAR and CNY with all other variables held constant, the impact on profit after
taxation for the year would have been higher / lower by Rupees 86.367 million (2022: Rupees
31.875 million) mainly as a result of exchange gains / losses on translation of foreign exchange
denominated financial instruments. Currency risk sensitivity to foreign exchange movements
has been calculated on a symmetric basis. In management’s opinion, the sensitivity analysis is
unrepresentative of inherent currency risk as the year end exposure does not reflect the exposure
during the year.
Other 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 rate risk
or currency risk), whether those changes are caused by factors specific to the individual financial
instrument or its issuer, or factors affecting all similar financial instrument traded in the market. The
Company is not exposed to commodity price risk.
This represents the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates.
The Company has no significant long-term interest-bearing assets except for bank deposits. The
Company’s interest rate risk arises from long term financing and short term borrowings. Borrowings
obtained at variable rates expose the Company to cash flow interest rate risk. Borrowings obtained
at fixed rate expose the Company to fair value interest rate risk.
At the reporting date the interest rate profile of the Company’s interest bearing financial instruments
was:
2023 2022
Rupees Rupees
Financial liabilities
Financial assets
Financial liabilities
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 reporting date would not affect profit or loss
of the Company.
If interest rates at the year end date, fluctuate by 1% higher / lower with all other variables held
constant, profit for the year would have been Rupees 27.426 million lower / higher (2022: Rupees
7.455 million lower / higher), mainly as a result of higher / lower interest expense / income. This
analysis is prepared assuming the amounts of liabilities outstanding at reporting dates were
outstanding for the whole year.
Credit risk represents the risk that one party to a financial instrument will cause a financial loss for the
other party by failing to discharge an obligation. The carrying amount of financial assets represents the
maximum credit exposure. The maximum exposure to credit risk at the reporting date was as follows:
2023 2022
Rupees Rupees
4,685,242,380 2,082,760,958
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference
to external credit ratings (If available) or to historical information about counterparty default rate:
Investments
407,482,479 80,201,651
819,261,547 671,193,588
Trade debts
The Company applies the IFRS 9 simplified approach to measure expected credit losses which uses a
lifetime expected loss allowance for all trade debts.
To measure the expected credit losses, trade receivables have been grouped based on shared credit risk
characteristics and the days past due. These trade receivables are netted off with the collateral obtained,
if any, from these customers to calculate the net exposure towards these customers. The Company has
concluded that the expected loss rates for trade debts against local sales are different from the expected
loss rates for trade debts against export sales.
The expected loss rates are based on the payment profiles of sales over a period of 36 months before
30 June 2023 and the corresponding historical credit losses experienced within this period. The historical
loss rates are adjusted to reflect current and forward-looking information on macroeconomic factors
affecting the ability of the customers to settle the receivables. The Company has accordingly adjusted
the historical loss rates based on expected changes in these factors.
On that basis, the loss allowance as at 30 June 2023 and 30 June 2022 was determined as follows:
At 30 June 2023
At 30 June 2022
Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with
financial liabilities.
The Company manages liquidity risk by maintaining sufficient cash and availability of funding through an
adequate amount of committed credit facilities. At 30 June 2023, the Company had Rupees 4,904.480
million (2022: Rupees 6,568.596 million) available borrowing limits from financial institutions and Rupees
438.714 million (2022: Rupees 606.151 million) cash and bank balances. The management believes the
liquidity risk to be manageable. Following are the contractual maturities of financial liabilities, including
interest payments. The amount disclosed in the table are undiscounted cash flows:
The contractual cash flows relating to the above financial liabilities have been determined on the basis of
interest rates / mark up rates effective as at 30 June. The rates of interest / mark up have been disclosed
in note 6 and note 11 to these financial statements.
2023 2022
Amortised Amortised
FVTPL FVTOCI Total FVTPL FVTOCI Total
cost cost
------------------------------ (RUPEES) ------------------------------ ------------------------------------------ (RUPEES) ------------------------------------------
14,098,141,518 10,481,267,731
47.3 Reconciliation of financial assets and financial liabilities to the line items presented in the statement of
financial position is as follows:
2023 2022
Financial Non-financial Financial Non-financial
Total Total
assets assets assets assets
------------------------------ (RUPEES) ------------------------------ ------------------------------ (RUPEES) ------------------------------
Assets
2023 2022
Financial Non-financial Financial Non-financial
Total Total
liabilities liabilities liabilities liabilities
------------------------------ (RUPEES) ------------------------------ ------------------------------ (RUPEES) ------------------------------
Liabilities
As on reporting date, recognized financial instruments are not subject to off setting as there are no
enforceable master netting arrangements and similar agreements.
The Company’s objectives when managing capital are to safeguard the Company’s ability to continue
as a going concern in order to provide returns for shareholders and benefits for other stakeholders and
to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the
2023 2022
Rupees Rupees
The increase in the gearing ratio resulted primarily from increase in borrowings of the Company.
Judgements and estimates are made in determining the fair values of the financial instruments that are
recognised and measured at fair value in these financial statements. To provide an indication about the
reliability of the inputs used in determining fair value, the Company has classified its financial instruments
into the following three levels. An explanation of each level follows underneath the table.
Financial assets
Financial assets
There was no transfer in and out of level 1 and level 3 measurements during the year.
The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at
the end of the reporting period.
Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives
and equity securities) is based on quoted market prices at the end of the reporting period. The quoted
market price used for financial assets held by the Company is the current bid price. These instruments
are included in level 1.
Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-
the-counter derivatives) is determined using valuation techniques which maximise the use of observable
market data and rely as little as possible on entity-specific estimates. If all significant inputs required to
fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument
is included in level 3. This is the case for unlisted equity securities.
Specific valuation techniques used to value financial instruments include the use of quoted market
prices or dealer quotes for similar instruments and the fair value of the remaining financial instruments is
determined using discounted cash flow analysis.
The following table presents the changes in level 3 item for the years ended 30 June 2023 and 30 June
2022:
Unlisted equity
investment
Rupees
The following table summarises the quantitative information about the significant unobservable inputs
used in level 3 fair value measurement.
Investment
There were no significant inter-relationships between unobservable inputs that materially affect fair
values.
Valuation processes
Independent valuer performs the valuation of non-property item required for financial reporting
purposes, including level 3 fair values. The independent valuer reports directly to the chief financial
officer. Discussions of valuation processes and results are held between the chief financial officer and
the valuation team at least once every six month, in line with the Company’s half yearly reporting period.
The main level 3 inputs used by the Company are derived and evaluated as follows:
Discount rate for financial instrument is determined using a capital asset pricing model to calculate a rate
that reflects current market assessments of the time value of money and the risk specific to the asset.
Earnings growth factor for unlisted equity security is estimated based on market information for similar
types of companies.
Changes in level 2 and 3 fair values are analysed at the end of each half yearly reporting period during
the valuation discussion between the chief financial officer and the independent valuer. As part of this
discussion the independent valuer presents a report that explains the reason for the fair value movements.
Judgements and estimates are made for non-financial assets that are recognized and measured at fair
value in these financial statements. To provide an indication about the reliability of the inputs used in
determining fair value, the Company has classified its non-financial assets into the following three levels.
The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at
the end of the reporting period.
There were no transfers between levels 1 and 2 for recurring fair value measurements during the year.
Further, there was no transfer in and out of level 3 measurements.
The Company obtains independent valuations for the items of property, plant and equipment carried
at revalued amounts every three years. The management updates the assessment of the fair value of
each item of property, plant and equipment carried at revalued amount, taking into account the most
recent independent valuations. The management determines the value of items of property, plant and
equipment carried at revalued amounts within a range of reasonable fair value estimates. The best
evidence of fair value of freehold land is current prices in an active market for similar lands. The best
evidence of fair value of buildings is to calculate fair depreciated market value by applying an appropriate
annual rate of depreciation on the new construction / replacement value of the same building.
Valuation processes
The Company engages external, independent and qualified valuer to determine the fair value of the
Company’s items of property, plant and equipment carried at revalued amounts at the end of every three
years. As at 30 June 2021, the fair values of the items of property, plant and equipment were determined
by Messers Hamid Mukhtar and Company (Private) Limited, the approved valuer.
Changes in fair values are analysed between the chief financial officer and the valuer. As part of this
discussion the team presents a report that explains the reason for the fair value movements.
Judgements and estimates are made for non-financial assets not measured at fair value in these financial
statements but for which the fair value is described in these financial statements. To provide an indication
about the reliability of the inputs used in determining fair value, the Company has classified its non-
financial assets into the following three levels.
Investment property:
- Land - 4,795,000 - 4,795,000
Total non-financial asset
- 4,795,000 - 4,795,000
Investment property:
- Land - 4,453,000 - 4,453,000
Total non-financial asset
- 4,453,000 - 4,453,000
The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at
the end of the reporting period.
There were no transfers between levels 1 and 2 for recurring fair value measurements during the year.
Further, there was no transfer in and out of level 3 measurements.
The Company obtains independent valuations for its investment property at least annually. At the end of
each reporting period, the management updates the assessment of the fair value of each property, taking
into account the most recent independent valuations. The management determines a property’s value
within a range of reasonable fair value estimates. The best evidence of fair value is current prices in an
active market for similar properties.
Valuation processes
The Company engages external, independent and qualified valuer to determine the fair value of the
Company’s investment property at the end of every financial year. As at 30 June 2023, the fair value of
the investment property has been determined by Hamid Mukhtar and Company (Private) Limited.
Change in fair value is analysed at the end of each year during the valuation discussion between the
chief financial officer and the valuer. As part of this discussion the team presents a report that explains
the reason for the fair value movements.
Non-funded Funded
These financial statements were authorized for issue by the Board of Directors of the Company on
20 September 2023.
Corresponding figures have been re-arranged / reclassified, wherever necessary, for the purpose of
comparison. However, no significant re-arrangements have been made.
54. GENERAL
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