Bhanero Annual Report 2018 PDF
Bhanero Annual Report 2018 PDF
¥ision
A Premier Qua1ity Comµany, Providing Qua1ity Products
And Maintaining An Exce11ent 1eve1 OJ Etkica1
And ProJessiona1 Standards.
Mission Statement
Yo become a 1eading manuJacturer oJ texti1e µroducts in tke
Internationa1 & 1oca1 markets and to exµ1ore new era to
Ackieve tke kigkest 1eve1 oJ success.
Index
CONTENTS PAGE
Corporate Information Notice
of the Annual General Meeting Chairman's
Review Report Directors' Report
Statement of Compliance
with the Best Practice Review Report to the Members
Auditors' Report to the Members
Statement of Financial Position
Statement of Profit or Loss
Statement of Comprehensive
Income Statement of Changes in Equity
Statement of Cash Flows
Notes to the Financial Statements
Categories of Shareholders
List of Shareholders
Pattern of Shareholding
Year wise Operating Data
Directors' Report (Urdu)
Proxy Form
Proxy Form (Urdu)
ucts
s in tke
ra to
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CORPORATE INFORMATION
Board of Directors Mr. Khurrum Salim Chief Executive / Director
Mr. Bilal Sharif Non Executive Director
Mr. Mohammad Amin Non Executive Director
Mr. Adil Shakeel Non Executive Director
Mr. Mohammad Salim Executive Director
Mr.
Mohamma
d Sharif
Mr. Iqbal Mehboob Mr.
Independent Director
Chief Financial Officer Mohamma
Asim Mirza, ACMA, CPA(Aust), MBA
d Shaheen
Company Secretary Mr. Mohammad Ahmed (M.Econ)Mr. Hamza
Audit Committee Mr. Iqbal Mehboob Shakeel Chairman
Mr. Member
Hamza Member
Shakeel
Human Resource and Mr. Iqbal Mehboob Chairman
Mr. Bilal
Remuneration Committee Mr. Mohammad Amin Member
Sharif
Mr. Hamza Shakeel Member
Auditors M/s Mushatq and Company
Chartered Accountants 407, Commerce Centre, Hasrat Mohani Road, Karachi
Legal Advisor Mr. Shahid Pervaiz Jami
Faysal Bank Ltd. Habib Bank Limited MCB Bank Limited Meezan Bank Limited Samba
hanero Textile Mills Limited will be held on Thursday 25th October 2018 at
S. M. Farooq Road, Korangi Industrial Area, Karachi, to transact the following
Ordinary Business
1. To confirm the minutes of the last Annual General Meeting held on 27th October 2017.
2. To receive, consider and adopt the audited financial statements of the company for the year ended 30th June, 2018 together
Directors' Report thereon.
3. To approve the cash dividend @ 643% (i.e. PKR 64.30 per share) for the year ended 30th June, 2018, as recommended by t
4. To appoint the auditors for the next term i.e. year 2018-2019 and fix their remuneration. The retiring auditors M/S Mushtaq an
Accountants, being eligible, offer themselves for reappointment.
5. To transact any other business with the permission of the chairman.
Notes:
1. The Shares Transfer Books of the Company will remain closed from 17th October 2018 to 25th October, 2018 (both days inc
received in order at the registered office of the company i.e. Umer House, 23/I, Sector 23, S. M. Farooq Road, Korangi Industria
October 2018 will be treated in time for the purpose of entitlement of dividend in respect of the period ended 30th June, 2018.
2. Members are requested to attend in person along with Computerized National Identity Card ("CNIC") or appoint some other m
send their proxy duly witnessed so as to reach the registered office of the company not later than 48 hours before the time of ho
3. Pursuant to section 132(2) of Companies Act, 2017 the company shall facilitate its members to attend the annual general me
by providing video-conference facility, if available, in the city where 10% or more shareholders of the company reside, provided t
receives their demand to participate in annual general meeting through video- link at least seven (07) days prior to the date of m
In this regard, it is requested to fill the following Form and submit at the registered address of the Company at least 10 days befo
Annual General Meeting:
"I/We, being a member of Bhanero Textile Mills Limited, holder of Ordinary Shares vide folio
hereby opt for video conference facility at ."
4. Any individual Beneficial Owner of CDC, entitled to attend and vote at this meeting, must bring his/her original CNIC or Passp
participant's I.D. numbers, to prove his/her identity, and in case of proxy must enclose an attested copy of his/her CNIC or Passp
of corporate members should bring the usual documents required for such purpose. The account/ sub account holders of CDC w
follow the guidelines as laid down in Circular No. 1 of 2000 dated January 26, 2000 issued by Securities & Exchange Commissio
5. Section 242 of Companies Act 2017 which states that, "Any dividend payable in cash shall only be paid through electronic mo
bank account designated by the entitled shareholders". In compliance of section 242 SECP issued a circular CLD/CCD/PR(11)/2
1-Aug-17 requiring listed companies to obtain electronic dividend mandate
from the Shareholders and in this regard a notice had already been sent to all the shareholders.
6. In compliance of section 244 of Companies Act 2017 and SECP circular No. CLD/CCD/PR(11)/2017 Direction No.16 of 2017
regarding dividends, shares or modaraba certificates remains unclaimed or unpaid for a period of three years from the date it is d
vested with Federal Government after complying the requirements of Companies Act 2017.
In compliance of SRO 1013(1)/2017 dated 6th September, 2017 the claimant wise details of unclaimed shares, dividend orm
In this regard, the said shareholders are requested to approach the Company Registered Office or Share Registrar Office with re
dividend, shares or modarba certificates.
7. Members are requested to immediately inform of any change in their addresses and bank details to our share Registrar, Ham
Associates (Private) Limited.
8. Pursuant to Notification vide SRO 787(1)/2014 of September 08, 2014, SECP has directed to facilitate the members of the co
9. Pursuant to the provisions of the Finance Act 2018 effective July 1, 2018, the rates of deduction of income tax from dividend
section 150 of the Income Tax Ordinance, 2001 have been revised as follows:
a. For filer of income tax return 15%
b. For non-filers of income tax return 20%
To enable the Company to make tax deduction on the amount of cash dividend @ 15% instead of 20%, shareholders whose nam
into the Active Taxpayers List (ATL) provided on the website of FBR, despite the fact that they are filers, are advised to make su
entered in ATL before the first day of book closure, otherwise tax on their cash dividend will be deducted @ 20% instead of 15%
Withholding Tax exemption from the dividend income, shall only be allowed if copy of valid tax exemption certificate or stay orde
court of law is made available to Hameed Majeed Associates (Private) Limited, by the first day of Book Closure.
Further, according to clarification received from Federal Board of Revenue (FBR), with-holding tax will be determined separately
status of Principal shareholder as well as joint holder(s) based on their shareholding proportions, in case of joint accounts.
In this regard all shareholders who hold shares jointly are requested to provide shareholding proportions of Principal shareholde
respect of shares held by them (only if not already provided) to our Share Registrar, in writing. In the event of non-receipt of the
October 2018, each shareholder will be assumed to have equal proportion of shares and the tax will be deducted accordingly.
10.E-Voting, members can exercise their right to demand a poll subject to meeting requirements of Section 143 -145 of Compan
Act, 2017 and applicable clauses of Companies (Postal Ballot) Regulations 2018.
eld on 27th October 2017.
nts of the company for the year ended 30th June, 2018 together with the Auditors' and
hare) for the year ended 30th June, 2018, as recommended by the Board of Directors.
and fix their remuneration. The retiring auditors M/S Mushtaq and Company, Chartered
airman.
d vote at this meeting, must bring his/her original CNIC or Passport, Account and
of proxy must enclose an attested copy of his/her CNIC or Passport. Representatives
d for such purpose. The account/ sub account holders of CDC will further have to
d January 26, 2000 issued by Securities & Exchange Commission of Pakistan.
dividend payable in cash shall only be paid through electronic mode directly into the
iance of section 242 SECP issued a circular CLD/CCD/PR(11)/2017 No.18/2017 dated
d mandate
een sent to all the shareholders.
de the bank details in order to credit their cash dividends directly to their bank account,
ur concern bank and submit to in case of book-entry securities in CDS, to CDS
y's Share Registrar.
017 the claimant wise details of unclaimed shares, dividend ormodarba certificates as on June 30, 2018 have been uploaded on our website: www.umergro
the Company Registered Office or Share Registrar Office with regard to any unclaimed
in their addresses and bank details to our share Registrar, Hameed Majeed
08, 2014, SECP has directed to facilitate the members of the company receiving Annual Financial Statements and Notices through electronic mail system
July 1, 2018, the rates of deduction of income tax from dividend payments under
ed as follows:
f cash dividend @ 15% instead of 20%, shareholders whose names are not entered
FBR, despite the fact that they are filers, are advised to make sure that their names are
x on their cash dividend will be deducted @ 20% instead of 15%.
be allowed if copy of valid tax exemption certificate or stay order from a competent
rivate) Limited, by the first day of Book Closure.
f Revenue (FBR), with-holding tax will be determined separately on 'Filer/Non-Filer'
n their shareholding proportions, in case of joint accounts.
sted to provide shareholding proportions of Principal shareholder and Joint-holder(s) in
our Share Registrar, in writing. In the event of non-receipt of the information by 23rd
proportion of shares and the tax will be deducted accordingly.
The Board has performed and discharge its duties as per provisions of Companies Act 2017, regulations under Code of Corpora
(CCG 2017), guidelines issued by Securities and Exchange Commission of Pakistan (SECP) and regulatory
compliance required for listed companies by Pakistan Stock Exchange (PSX).
The Board continues to pursue high standards of governance by adoption of a disciplined process which continues to ensure a c
and transparency where the strengths of the Board are identified and areas for improvement clearly highlighted. The board is aw
management techniques, methods and tools for managing different types for which organization may exposed in future. The exis
fully capable of identifying what could go wrong, evaluating which risks should be dealt with and implementing strategies to deal
cost-effective way to safeguard its assets and repute of
the company.
Following the changes to the Code of Corporate Governance 2017, the board is completely in compliance with regulatory compl
members have clear vision what organization would like to achieve and what is expected from them in attaining those goals. The
members are keen and quite regular in attending meetings. The members convene at the meeting with thorough study of workin
to members by making notes of points for further discussion and clarification required from the Chairman, Chief Executive Office
Officer, Company Secretary or Head of Internal Audit . There exist a proper succession planning in the board seen by appointme
energetic CEO and members on board and committee. All the board members have attended and acquired the certification unde
Program and fully acquainted with the requirement of applicable laws and regulation of Securities and Exchange Commission of
Pakistan Stock Exchange (PSX), Companies Act 2017 and Code of Corporate Governance 2017 (CCG 2017). The members ha
the decision taken by the Chief Executive Officer aimed at achieving the organization goals and ultimate benefits for the shareho
The members always stand up with the Chief Executive Officer by delivering in-time feedbacks and suggestion for strategic deci
Karachi:
Date: September 27th, 2018
AN'S REVIEW REPORT
attached herewith a review report by the chairman on overall performance
imited (Board)in achieving its objectives.
ch ensures success of the company and during the year under review
ing its goals.The board has opted to carry out the evaluation process internally under the
provisions of Companies Act 2017, regulations under Code of Corporate Governance 2017
e Commission of Pakistan (SECP) and regulatory
ck Exchange (PSX).
nce 2017, the board is completely in compliance with regulatory compliance. The board
achieve and what is expected from them in attaining those goals. The board and committee
s. The members convene at the meeting with thorough study of working paper file circulated
on and clarification required from the Chairman, Chief Executive Officer , Chief Financial
ere exist a proper succession planning in the board seen by appointments of young and
the board members have attended and acquired the certification under Directors Training
icable laws and regulation of Securities and Exchange Commission of Pakistan (SECP),
d Code of Corporate Governance 2017 (CCG 2017). The members have complete trust in
achieving the organization goals and ultimate benefits for the shareholders of the company.
fficer by delivering in-time feedbacks and suggestion for strategic decisions.
Mohammad Shaheen
Chairman
Directors' Report
The Directorsof Bhanero Textile Mills Limited have pleasure in presenting before you annual report together with auditors' report on the financ
company for the year ended 30th June, 2018.
Financial Results
Financial results of company for the year ended to June 30, 2018 are as under;
2018
Rupees
Sales 8,073,845,411
Cost of sales 7,205,449,439
Gross profit 868,395,972
Profit before taxation 542,159,753
Taxation
Current year 27,378,416
Prior year 3,594,287
Deferred 29,150,541
60,123,244
Profit after taxation 482,036,509
Basic and diluted earnings per share 160.68
Financial Performance
By the blessing of Allah Al Mighty, the Company earned profit after tax of PKR 482.036 million during the year ended 30 June, 2
275.736 million).
Despite global and domestic challenging economic condition attributable to increasing prices of cotton and yarn, the company sa
PKR 6,837.254 million to PKR8,073.845 million in current year. The increase in other income is mainly attributable to sale of land
during the current year. The distribution and other operating cost to sales ratios remains almost same during current year howev
and finance cost to sales ratio has been decreased by 0.25% and 0.11% during the current year as compared to the correspond
The Company earned gross profit of PKR 868.395 million during the current year ended June 30, 2018 as compared to PKR
754.283 in corresponding year. The growth in gross profit is mainly attributable to export rebates and foreign exchange gain on e
Moreover, the directors proposed to transfer an amount of PKR 300 million to the general reserve to meet any unforeseen contin
The company has invested PKR 1,002.437 million in 2018 (2017: PKR 315.308 million) towards capital expenditure for achieving
efficiency and maintain the leading edge in the industry.
The repayments amounting to PKR 77.464 million on account of long term loans have been made during the year 2018 whereas
been paid towards dividend to the shareholders.
Capital Structure
The company utilizes the optimal combination of debt and equity to enhance the shareholders' value and generates healthy retu
capital.
The company is financed by mix of equity and debt in such a way that will maximize the wealth of its shareholders. The financial
may be gauged with the fact that shareholder equity stood at PKR 4,262.737 million as on 30th June, 2018 (Year 2017: PKR 3,8
showing a growth of 9.69% (6.78% in year 2017) in total equity during the year June 2018. The gearing ratio of 0.28 showed imp
current year as compared to corresponding year where it stood at 0.3.
The short term liquidity of company is quite stable as reflected by current ratio of 3.48 during the year under review.
The financial statements of the company have been duly audited by the auditors of the company, Mushtaq & Company, Chartere
the auditors have issued clean audit report on the financial statements for the year ended 30th June 2018 and clean review repo
Code of Corporate Governance. These reports are attached with the financial statements.
Accounting Standards
The accounting policies of the Company fully reflect the requirements of the Companies Act, 2017 and such approved Internatio
Standards and International Financial Reporting Standards as have been notified under this Act as well as through directives iss
and Exchange Commission of Pakistan.
Overview of Textile Sector in Pakistan
Cotton crop had been cultivated over 2.69 million hectares of land across the crop producing areas of the country to produce app
million cotton bales fixed during the current sowing season to fulfill the domestic requirements as well as for exporting for the cro
The Pakistan textile industry contributes more than 60 percent to the country's total exports however, currently this industry is fa
growth rate. The major reasons for this decline can be the global recession, internal security concerns, the high cost of productio
the energy costs etc. Significant depreciation of Pakistani rupee enhanced the cost of imported inputs, rise in inflation rate, and h
has also effected seriously the growth in the textile industry.
As a result neither the buyers are able to visit frequently Pakistan nor are the exporters able to travel abroad for effectively mark
With an in-depth investigation it was found that the Pakistan's textile industry can once again be brought back on winning track if
serious actions in removing or normalizing the above mentioned hurdles. Additionally, the government should provide subsidy to
ensure uninterrupted and subsidized gas and power supply withdrawal of taxes, supports technological advancements through r
development related activitiesfor increasing the overall industrial growth of the country.
Future Challenges & Recommendation
Domestic debt increased by five times and external debt by 1.4 times in between 2009 and 2018 and servicing of debt is an over
Pakistani economy. Despite the government's self-congratulatory claims, the fact remains that the entire paradigm of economic d
to be underpinned by debts and subsidies.
CPEC is very much going to perpetuate the paradigm, as well as the defense budget, which weighs heavily as ever on the public
Pakistan was awarded GSP Plus status which raised hopes that it would help increase our exports. However, that too proved to
Pakistan's textile industry has also generally been targeting low value-added markets in Europe and North America, failing to mo
added products, which could have meant more revenues for the country.
The following measures are suggested for the newly elected government for revival of textile industry:
First, general inefficiencies in operations need to be identified and rooted out to reduce operating costs. Government should prov
which remove their operational inefficiencies as efficacy and conducive work environment contributes to productivity.
Second, productivity needs to be improved through modernization by acquiring latest equipment from abroad, which requires mo
trained human resource to operate it. To this end, the government would have to enter into a public- private partnership with the
abolishing all types of duties and taxes on import of machinery.
Third, industry needs to identify at macro level, higher value-added products which it can manufacture in a competitive manner a
Industry representatives should sit with government and identify the resources and capabilities required in producing higher valu
These resources and capabilities may be locally generated or imported through public- private partnership.
Fourth, and most importantly, continuous government support is required but in a holistic manner which incorporates measuring
industry and firm level. Level playing field should be provided which provides equal opportunities. Similarly, monetary assistance
tackle manufacturing inefficiencies and for the production of better value-added products.
A concerted effort is required to make our textile industry competitive again which is major source of employment for the masses
Compliance with Code of Corporate Governance
The Statement of Compliance with the Code of Corporate Governance is annexed.
Statement on Corporate and Financial Reporting Framework:
The Directors of your company are aware of their responsibilities under Companies Act 2017, Code of Corporate Governance re
of the Pakistan Stock Exchange Limited and directives issued by Securities & Exchange Commission of Pakistan. As a part of th
regulators we confirm the following:
These financial statements, prepared by the management of the company, present fairly its state of affairs, the result of its opera
changes in equity.
Proper books of account of the company have been maintained.
Appropriate accounting policies have been consistently applied in preparation of financial statements and accounting estimates a
reasonable and prudent judgment.
International Financial Reporting Standards, as applicable in Pakistan, have been followed in preparation of financial statements
internal control was sound in design and has been effectively implemented and monitored.
There were no significant doubts upon the company's ability to continue as a going concern.
There has been no material departure from the best practices of corporate governance, as detailed in the listing regulations. We
circulated a Code of Conduct and business strategy among directors and employees.
The Board of Directors has adopted a vision and mission statement and a statement of overall corporate strategy. All the directo
general meeting unless preclude due to reasonable reason.
All the directors are assigned with their responsibilities, roles, remuneration, powers and obligation at the commencement of the
with Code of Corporate Governance, Companies Act and Article of Association.
All the directors of the Company are accredited / exempted under Directors Training Program (DTP) as required by the Code of
Governance regulation.
There's a formal policy duly approved by the board on director's remuneration, anti-money laundering and risk management. As
of Corporate Governance, we have included the following information in this report:
Statement of pattern of shareholding has been given separately. Statement of shares held by associated undertakings and relate
Statement of the Board meetings held during the year and attendance by each director has been given separately.
Key operating and financial statistics for last six years. Information about taxes and levies had been adequately disclosed in the
financial statements.
The company strictly follow the guidelines issued by SECP on prohibition of insider trading for listed companies and no trading in
shares was carried by its Directors, CEO, CFO, Company Secretary, Head of Internal Audit and their spouses
and minor children except as disclosed in pattern of shareholding.
Pattern of Shareholding
The pattern of shareholding and additional information regarding pattern of shareholding is attached separately.
Related Party
There is a robust policy in place for all related party transactions (RPT) in pursuant to the notification issued by Securities and Ex
of Pakistan vide SRO 768(1)2018 and the guidelineshave been duly incorporated in the company policy
with regard to transactions and maintenance of records.
Board Evaluation
The company has opted to conduct evaluation process of the board internally in compliance of the regulation 10(3)(v) of code
of corporate governance 2017 for assessing the board performance, members of the board and its committee members.
A comprehensive review has been carried out entailing statutory documents, the minutes of board and committee meetings,
policies currently in place and other ancillary documents, questionnaires, interactions with the board and committees members.
Board Composition
As required under regulation 36 of CCG 2017 the board of nine directors is comprised as follows;
r with auditors' report on the financial statements of the
2017
Rupees
6,837,254,892
6,082,970,918
754,283,974
369,244,572
72,619,736
(1,159,756)
22,048,062
93,508,042
275,736,530
91.91
ndustry:
ing costs. Government should provide incentives to firms
tributes to productivity.
ached separately.
ws;
Sr No Category Gender Total
(i) Independent Director Male 1
(ii) Executive Directors Male 2
(ii) Non- Executive Directors Male 6
Board and Audit Committee Meetings
Following are the number of meeting held and attended by board of directors, audit committee and human resource &
remuneration committee during 2017-18 :
Committees
The audit committee constituted to provide oversight of the financial reporting process, the audit process, the system of internal
compliance with laws and regulations. The committee reviews the results of the audit with management and external auditors, in
required to be communicated by the audit committee as required by the code of corporate governance.
The audit committee has established robust internal audit system to monitor and review the adequacy and implementation of inte
level. The meetings of audit committee were held at regular intervals in compliance of the requirements of Code of Corporate Go
and annual financial statements were reviewed by the audit committee before the approval of board of directors.
officer. The committee operates under terms of reference assigned by the Board of directors which includes recommendation of
directors and senior personnel, evaluation process of the board and committee members.
e and human resource &
es
Attended
-
-
-
-
-
2
-
2
2
tor whereas all the other are non- executive directors and
Director's Remuneration
The feature of executive director's remuneration policy is prepared and recommended by human resource and remuneration com
board subject to the provisions of the Companies Act 2017, Companies' Article of Association and Code of Corporate Governan
The remuneration of the executive directors is determined by considering the market competitiveness which is identical in akin c
considering level of competencies, experience, scope of the board assignments and yearly meetings. The executive directors en
monthly remuneration recommended by HRRC which is approved in the board meeting, followed by the approval of members in
Karachi:
Date: 27th September 2018
measures that aims to ensure that all work activates are done safely. It has made every
safety of all workers, contractors and visitors, and anyone else who may be affected by
al management standards assures minimizing the environmental impacts of production
repared and recommended by human resource and remuneration committee (HRRC) to the
, Companies' Article of Association and Code of Corporate GovernanceRegulations.
by considering the market competitiveness which is identical in akin companies, whilst also
e board assignments and yearly meetings. The executive directors entitled for the fixed
proved in the board meeting, followed by the approval of members in General Meeting.
ntants shall retire on the conclusion of the annual general meeting scheduled on October
lves for re-appointment. The audit committee has suggested the appointment of M/s
r for the year ended 30th June 2019. The external auditors M/s Mushtaq & Co., Chartered
quality control review program of the Institute of Chartered Accountants of Pakistan and the
nal Federation of Accountants' Guidelines on the Code of Ethics as adopted by Institute of
also recommended the appointment of M/s Mushtaq & Co., Chartered Accountants, as
ial position of the Company have occurred between the end of financial year of the
of report of directors' report.
ders, customers, bankers, suppliers and other stakeholders for their support, trust and
lty dedication and hard work which enabled the Company to achieve its objectives.
rectors
Mohammad Salim
Director
18
, 2018
ulation 40 contained in Code of Corporate Governance, 2017 for the purpose of establishing
d at Pakistan Stock Exchange Limited is managed in compliance with best practices of
The company has complied with the requirements of the Regulations in the following manner:
1. The total number of directors are 09 as per the following:
a. Male: 09
b. Female: Nil
3. The directors have confirmed that none of them is serving as a director on more than five listed companies, including this
company (excluding the listed subsidiaries of listed holding companies where applicable).
4. The company has prepared a Code of Conduct and has ensured that appropriate steps have been taken to disseminate it
throughout the company along with its supporting policies and procedures.
5. The board has developed a vision/mission statement, overall corporate strategy and significant policies of the company. A
complete record of particulars of significant policies along with the dates on which they were approved or amended has been ma
6. All the powers of the board have been duly exercised and decisions on relevant matters have been taken by board/ sharehold
as empowered by the relevant provisions of the Act and these Regulations.
7. The meetings of the board were presided over by the Chairman and, in his absence, by a director elected by the board for
this purpose. The board has complied with the requirements of Act and the Regulations with respect to frequency, recording and
meeting of board.
8. The board of directors have a formal policy and transparent procedures for remuneration of directors in accordance with the
Act and these Regulations.
9. All the directors on the Board are accredited / exempted from directors training programs.
10. The board has approved appointment of CFO, Company Secretary and Head of Internal Audit, including their rem
and terms and conditions of employment and complied with relevant requirements of the Re
11. CFO and CEO duly endorsed the financial statements before approval of the board.
12. The board has formed committees comprising of members given below:
ations in the following manner:
17. The statutory auditors or the persons associated with them have not been appointed to provide other services except in
accordance with the Act, these regulations or any other regulatory requirement and the auditors have confirmed that they have o
guidelines in this regard.
18. We confirm that all other requirements of the Regulations have been complied with.
On and on behalf of the Board of Directors
Karachi:
Date: 27th September 2018
STATEMENT OF COMPLIANCE WITH THE BEST PRACTICE
RPORATE GOVERNANCE FOR THE YEAR ENDED 30TH JUNE, 2018
ees have been formed, documented and advised to the committee for
unction who are considered suitably qualified and experienced for the purpose
of the company.
irmed that they have been given a satisfactory rating under the quality control review program of
of Pakistan, that they or any of the partners of the firm, their spouses and minor children do not
its partners are in
ants (IFAC) guidelines on code of ethics as adopted by the ICAP.
with them have not been appointed to provide other services except in
her regulatory requirement and the auditors have confirmed that they have observed IFAC
As a part of our audit of the financial statements we are required to obtain an understanding of the accounting and internal contr
plan the audit and develop an effective audit approach. We are not required to consider whether the Board of Directors' stateme
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,
of Directors for their review and approval, its related party transactions and also ensure compliance with the requirements of sec
Companies Act, 2017. We are only required and have ensured compliance of this requirement to the extent of the approval of th
transactions by the Board of Directors upon recommendation of the Audit Committee. We have not carried out procedures to ass
Company's process for identification of related parties and that whether the related party transactions were undertaken at arm's
Based on our review, nothing has come to our attention which causes us to believe that the Statement of Compliance does not a
Company's compliance, in all material respects, with the requirements contained in the Regulations as
applicable to the Company for the year ended June 30, 2018.
Karachi:
Date: 27th September 2018
EW REPORT TO THE MEMBERS
ce with Best Practices of the Code of Corporate Governance
the Statement of Compliance with the Code of Corporate Governance
ance with the Listed Companies (Code of Corporate Governance) Regulations, 2017 (the
anero Textile Mills Limited for the year ended June 30, 2018 in accordance with the
is that of the Board of Directors of the Company. Our responsibility is to review whether the
mpany's compliance with the provisions of the Regulations and report if it does not and to
the Regulations. A review is limited primarily
various documents prepared by the Company to comply with the Regulations.
e required to obtain an understanding of the accounting and internal control systems sufficient to
h. We are not required to consider whether the Board of Directors' statement on internal control
he effectiveness of such internal
dures and risks.
the Audit Committee, and upon recommendation of the Audit Committee, place before the Board
arty transactions and also ensure compliance with the requirements of section 208 of the
ensured compliance of this requirement to the extent of the approval of the related party
ndation of the Audit Committee. We have not carried out procedures to assess and determine the
and that whether the related party transactions were undertaken at arm's length price or not.
n which causes us to believe that the Statement of Compliance does not appropriately reflect the
he requirements contained in the Regulations as
0, 2018.
M
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Engagement Partner: H
Mushtaq Ahmed Vohra, T
(FCA) A
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Report on the Audit of the Financial Statements
Opinion
We have audited the annexed financial statementsof Bhanero Textile Spinning Mills Limited (the Company), which comprise
financial position as at June 30, 2018, and the statement of profit or loss and other comprehensive income, the statement of cha
statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accou
explanatory information, and we state that we have obtained all the information and explanations which, to the best of our knowl
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
loss and other comprehensive income, the statement of changes in equity and the statement of cash flows together with the note
conform with the accounting and reporting standards as applicable in Pakistan and give the information required by the Compan
2017), in the manner so required and respectively give a true and fair view of the state of the Company's affairs as at June 30, 2
and other comprehensive income, the changes in equity and its cash flows for the year then ended.
cording to the explanations given to us, the statement of financial position, statement of profit or
changes in equity and the statement of cash flows together with the notes forming part thereof
applicable in Pakistan and give the information required by the Companies Act, 2017 (XIX of
a true and fair view of the state of the Company's affairs as at June 30, 2018 and of the profit
y and its cash flows for the year then ended.
onal judgment, were of most significance in our audit of the financial statements of the current
our audit of the financial statements as a whole,
de a separate opinion on these matters.
Information Other than the Financial Statements and Auditor's Report Thereon
Management is responsible for the other information. The other information comprises director's report and last six years' financi
analysis 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, consid
information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to
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.
In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going con
applicable, matters related to going concern and using the going concern basis of accounting unless management either intends
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 responsibility is to read the other information and, in doing so, consider whether the other
tatements or our knowledge obtained in the audit or otherwise appears to be materially
e conclude that there is a material
to report that fact. We have nothing to report in this regard.
esponsible for assessing the Company's ability to continue as a going concern, disclosing, as
he going concern basis of accounting unless management either intends to liquidate the
ernative but to do so.
ompany's financial reporting process.
cial Statements
ut whether the financial statements as a whole are free from material misstatement, whether
at includes our opinion. Reasonable assurance is a high level of assurance, but is not a
SAs as applicable in Pakistan will always detect a material misstatement when it exists.
nsidered material if, individually or in the aggregate, they could reasonably be expected to
, we exercise professional judgment and maintain professional skepticism throughout the audit.
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design an
procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for ou
not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
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
but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. Evaluate the appr
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
whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's abi
going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to
disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are b
evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to
going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whethe
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 sign
including any significant deficiencies in internal control that we identify during our audit. We also provide the board of dire
that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationshi
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 au
statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unles
precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be
report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of
Karachi:
Date: 27th September 2018
ment of the financial statements, whether due to fraud or error, design and perform audit
audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of
m fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
override of internal control.
nt to the audit in order to design audit procedures that are appropriate in the circumstances,
n the effectiveness of the Company's internal control. Evaluate the appropriateness of
of accounting estimates and related disclosures made by management.
's use of the going concern basis of accounting and, based on the audit evidence obtained,
ents or conditions that may cast significant doubt on the Company's ability to continue as a
ertainty exists, we are required to draw attention in our auditor's report to the related
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
eport. However, future events or conditions may cause the Company to cease to continue as a
among other matters, the planned scope and timing of the audit and significant audit findings,
ol that we identify during our audit. We also provide the board of directors with a statement
s regarding independence, and to communicate with them all relationships and other matters
ence, and where applicable, related safeguards.
ors, we determine those matters that were of most significance in the audit of the financial
y audit matters. We describe these matters in our auditor's report unless law or regulation
extremely rare circumstances, we determine that a matter should not be communicated in our
ould reasonably be expected to outweigh the public interest benefits of such communication.
tees extended during the year were for the purpose of the Company's business; and
r Ordinance, 1980 (XVIII of 1980), was deducted by the company and deposited in the Central
e.
ependent auditor's report is Mushtaq Ahmed Vohra, (FCA).
MUSHTAQ &
COMPANY
Chartered
Accountants
Statement of Financial Position
As At June 30, 2018
30th June, 30th June, 2017
Note 2018 Rupees
Rupees
EQUITY AND LIABILITIES
Reserves 6 4,000,000,000
Unappropriated profit 232,737,034
4,262,737,034
CURRENT LIABILITIES
Trade and other payables 9 771,694,591
Unclaimed dividend 10 758,605
Accrued markup / interest 11 15,177,821
Short term borrowings - secured 12 220,457,778
Current portion of long term financing 13 81,367,073
1,089,455,868
60,000,000
30,000,000
3,700,000,000
156,302,336
3,886,302,336
428,761,793
323,426,159
487,764,877
608,803
14,259,426
676,558,383
77,463,948
1,256,655,437
5,895,145,725
Khurrum Salim
Chief Executive
Statement of Financial Position
As At June 30, 2018
30th June, 30th June, 2017
Note 2018 Rupees
Rupees
ASSETS
2,854,858,224
CURRENT ASSETS
2,029,939,532
54,912,334
26,205,436
2,111,057,302
69,783,783
2,713,408,274
544,451,299
31,620,577
67,443,307
2,976,269
120,557,596
194,061,359
39,785,959
3,784,088,423
5,895,145,725
ohammad Salim
Director
Statement of Profit or Loss
For The Year Ended June 30, 2018
Note 30th June,
2018
Rupees
Sales 27 8,073,845,411
6,837,254,892
6,082,970,918
754,283,974
5,782,592
760,066,566
155,460,123
124,305,833
23,992,355
87,063,683
390,821,994
369,244,572
72,619,736
(1,159,756)
22,048,062
93,508,042
275,736,530
91.91
Mohammad Salim
Director
Asim Mirza
Chief Financial Officer
Statement of Comprehensive Income
For The Year Ended June 30, 2018
30th June, 2018
Note Rupees
275,736,530
1,254,616
(241,529)
1,013,087
276,749,617
Mohammad Salim
Director
Asim Mirza
Chief Financial Officer
Statement of Changes in Equity
For The Year Ended June 30, 2018
Revenue Reserves
Share capital General Unappropriated Total
reserve profits
Rupees
3,639,552,719
276,749,617
(30,000,000)
3,886,302,336
486,834,740
(110,400,042)
-
4,262,737,034
Mohammad Salim
Director
Asim Mirza
Chief Financial Officer
Statement of Cash Flows
For The Year Ended June 30, 2018
30th June,
2018
Notes to the financial statements For the year ended June 30, 2018
1 THE COMPANY AND ITS OPERATIONS
1.1 Bhanero Textile Mills Limited ("the Company") was incorporated on 30th March 1980 as a public limited company in Pa
Companies Ordinance, 1984 and is quoted on Pakistan Stock Exchanges Limited. The registered office of the Company is lo
23/1, Sector 23, S. M. Farooq Road, Korangi Industrial Area Karachi.
1.2 The company is principally engaged in manufacturing and sales of yarn and fabric. The production facilities are located
in the province of Sindh and Feroze Wattwan, District Sheikhupura in the province of Punjab.
1.3 Summary of significant events and transactions in the current reporting period
The Company's financial position and performance were particularly affected by the following events and transactio
reporting period:
The Company added 10,800 new spindles (10 Ring Frames) to its production capacity. The frames are fully autom
coner machines. This upgraded technology is expected to help the Company achieve better production quality whil
effective in labour and production volumes alongwith ability to produce value added products such as compact yarn
2 BASIS OF PREPARATION
2.1 Statement of compliance
These financial statements have been prepared in accordance with the accounting and reporting standards as applicable in P
accounting and reporting standards applicable in Pakistan comprise of:
- International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) as n
Companies Act 2017;
- Islamic Financial Accounting Standards (IFAS) issued by the Institute of Chartered Accountants of Pakistan as notified u
Act, 2017; and
- Provision of and directives issued under the Companies Act, 2017.
Where provisions of and directives issued under the Companies Act, 2017 differ from the IFRS, the provisions of an
under the Companies Act, 2017 have been followed.
2.2 Basis of measurement
These financial statements have been prepared on the historical cost basis except for derivative financial instruments that are
and employees retirement benefits at present value.
2.3 Functional and presentation currency
These financial statements are presented in Pakistani Rupees which is also the company's functional currency. All financial in
in Pakistani Rupees has been rounded to the nearest Rupee.
2.4 Use of estimates and judgments
The preparation of financial statements in conformity with approved accounting standards, as applicable in Pakistan, requires
make judgments, estimates and assumptions that affect the application of policies and the reported amounts of assets, liabili
expenses. The estimates and associated assumptions are based on historical experience and various other factors that are b
reasonable under the circumstances, the results of which form the basis of making the judgments about the carrying values o
that are not readily apparent from other sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates a
period in which the estimates are revised if the revision affects only that period, or in the period of the revision and
revision affects both current and future periods.
Notes to the financial statements For the year ended June 30, 2018
Judgments made by the management in the application of approved accounting standards, as applicable in Pakistan, that have
the financial statements and estimates with a significant risk of material adjustment in the next year are discussed in note 45 to t
statements.
Following standards, amendments and interpretations are effective for the year begining on or after January 1, 201
interpretations and the amendments are either not relevant to the Company's operations or are not expected to hav
on the Company's financial statements other than certain additional disclosures.
¤ Amendments to IAS 12, ‘Income taxes’ are applicable for annual periods beginning on or after January 1, 2017. The am
the existence of a deductible temporary difference depends solely on a comparison of the carrying amount of an asset and its
of the reporting period, and is not affected by possible future changes in the carrying amount or expected manner of recovery
amendments are not likely to have a material impact on the Company’s financial statements.
¤ Amendments to IAS 7, ‘Statement of cash flows’ are applicable for annual periods beginning on or after January 1, 201
requires disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities
changes arising from cash flow and non-cash changes. The amendments are not likely to have a material impact on the Com
statements.
¤ The other new standards, amendments to approved accounting standards and interpretations that are mandatory for th
beginning on January 1, 2017 are considered not to be relevant or to have any significant effect on the Company's financial r
operations.
2.5.2 Standards, amendments to approved accounting standards and interpretations that are not yet effective and
have not been early adopted by the company
¤ IFRS 9, ‘Financial instruments’ (effective for periods beginning on or after January 01, 2018). IASB has published the c
IFRS 9, ‘Financial instruments’, which replaces the guidance in IAS 39. This final version includes requirements on the classi
measurement of financial assets and liabilities; it also includes an expected credit losses model that replaces the incurred los
used today. The Company has yet to assess the impact of these changes on its financial statements.
¤ IFRS 15, ‘Revenue from contracts with customers’ is applicable to accounting periods beginning on or after January 1,
issued a new standard for the recognition of revenue. This will replace IAS 18 which covers contracts for goods and services
covers construction contracts. The new standard is based on the principle that revenue is recognized when control of a good
to a customer – so the notion of control replaces the existing notion of risks and rewards. The standard permits a modified re
for the adoption. Under this approach entity will recognize transitional adjustments in retained earnings on the date of initial a
restating the comparative period. They will only need to apply the new rules to contracts that are not completed as of the date
The Company has yet to assess the impact of this standard on its financial statements.
¤ IFRS 16, ‘Leases’ is applicable to accounting periods beginning on or after January 1, 2019. IFRS 16 will affect primaril
lessees and will result in the recognition of almost all the leases on the balance sheet date. This standard removes the curren
operating and finance leases and requires recognition of an asset (the right to use the leased item) and a financial liability to
all lease contracts. An optional exemption exists for short-term and low-value leases. The accounting by lessor will not signifi
differences may arise as a result of the new guidance on the definition of lease. Under IFRS 16, a contract is, or contains, a l
conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The Company ha
impact of this standard on its financial statements.
Notes to the financial statements For the year ended June 30, 2018
¤ IFRIC 23, ‘Uncertainty over income tax treatments’: (effective for periods beginning on or after January 01, 2019). This IFR
recognition and measurement requirements of IAS 12 ‘Income taxes’, are applied where there is uncertainty over income tax tre
explains how to recognise and measure deferred and current income tax assets and liabilities where there is uncertainty over a t
uncertain tax treatment is any tax treatment applied by an entity where there is uncertainty over whether that treatment will be ac
authority. The IFRIC applies to all aspects of income tax accounting where there is an uncertainty regarding the treatment of an
profit or loss, the tax bases of assets and liabilities, tax losses and credits and tax rates. The Company is yet to assess the full im
interpretation.
¤ There are a number of other minor amendments and interpretations to other approved accounting standards that are no
also not relevant to the company and therefore have not been presented here.
2.6 New disclosure requirements due to adoption of Companies Act, 2017
Due to adoption of the Companies Act, 2017 certain new and enhanced disclosures have become applicable, which are in ad
required by the international financial reporting standards. The relevant notes have been updated accordingly.
The Company provides for compensated absences of its employees on unavailed balance of leaves in the period in
earned.
Post retirement benefits Defined benefit plans
The Company operates an unfunded gratuity scheme (defined benefit plan) for all its permanent employees who ha
completed minimum qualifying period of service as defined under the respective scheme. Liability is adjusted annu
obligation and the adjustment is charged to profit or loss. The determination of the Company's obligation under the
assumptions to be made of future outcomes, the principal ones being in respect of increases in remuneration, expe
remaining working lives of employees and discount rate used to derive present value of defined benefit obligation.
Amounts recognized in the balance sheet represent the present value of the defined benefit obligation as adjusted
actuarial gains and losses and unrecognized past service cost.
Actuarial gains and losses are recognized in comprehensive income for the period in which these arise.
3.3 Taxation
Income tax expense comprises current tax and deferred tax. Income tax expense is recognized in profit or loss except to the
items recognized directly in equity, in which case it is recognized in equity.
Notes to the financial statements For the year ended June 30, 2018
Current
Current tax is the amount of tax payable on taxable income for the year, using tax rates enacted or substantively enacted by the
any adjustment to the tax payable in respect of previous years. Provision for current tax is based on higher of the taxable income
taxation in Pakistan after taking into account tax credits, rebates and exemptions available, if any, or minimum of turnover. Howe
covered under final tax regime, taxation is based on applicable tax rates under such regime. The amount of unpaid income tax in
current or prior periods is recognized as a liability. Any excess paid over what is due in respect of the current or prior periods is r
asset.
Deferred
Deferred tax is accounted for using the balance sheet liability method providing for temporary differences between
of assets and liabilities for financial reporting purposes and the amounts used for tax purposes. In this regard, the e
taxation of the portion of income that is subject to final tax regime is also considered in accordance with the require
Release - 27" of the Institute of Chartered Accountants of Pakistan. Deferred tax is measured at rates that are expe
the temporary differences when they reverse, based on laws that have been enacted or substantively enacted by th
deferred tax liability is recognized for all taxable temporary differences. A deferred tax asset is recognized for dedu
differences to the extent that future taxable profits will be available against which temporary differences can be utili
assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the relate
realized.
Deferred tax is not recognized for timing differences that are not expected to reverse and for the temporary differen
initial recognition of goodwill and initial recognition of assets and liabilities in a transaction that is not a business co
at the time of transaction affects neither the accounting nor the taxable profit.
3.4 Provisions
A provision is recognized in the balance sheet when the company has a legal or constructive obligation as a result of past ev
that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amou
Subsequent cost
The cost of replacing part of an item of property, plant and equipment is recognized in the carrying amount of the it
the future economic benefits embodied within the part will flow to the company and its cost can be measured reliab
amount of the replaced part is derecognized. The costs of the day-to-day servicing of property, plant and equipmen
profit or loss as incurred.
Depreciation
Depreciation is charged to income on reducing balance method over its estimated useful life at the rates specified i
equipment note except for equipment and other assets. Equipment and other assets are depreciated over the perio
Depreciation on additions to property, plant and equipment is charged from the month in which an item is acquired
depreciation is charged for the month in which the item is disposed off.
Notes to the financial statements For the year ended June 30, 2018
The assets’ residual values and useful lives are reviewed at each financial year end and adjusted if impact on depreciation is ma
The gain or loss on disposal of an asset represented by the difference between the sale proceeds and the carrying
recognized as an income or expense.
Impairment
Where the carrying amount of asset exceeds its estimated recoverable amount it is written down immediately to its
Leased assets
Leases in terms of which the company assumes substantially all the risks and rewards of ownership are classified a
Asset acquired by way of finance lease is stated at an amount equal to the lower of its fair value and the present va
payments at the inception of the lease less accumulated depreciation and impairment losses, if any. Depreciation is
basis as used for owned assets.
Financial charges are allocated to accounting period in a manner so as to provide a constant rate of charge on outs
3.9 Investments
Investment available for sale
Investment available for sale are initially recognized at fair value plus attributable transactions costs. Subsequent to initial rec
measured at fair value, with any resultant gain or loss being recognized in equity through comprehensive income. Gains or lo
-sale investments are recognized in equity through comprehensive income until the investments are sold or disposed off, or
are determined to be impaired, at that time cumulative gain or loss previously reported in the equity is included in current yea
account.
Raw material in transit is stated at invoice price plus other charges paid thereon upto the balance sheet date.
Average manufacturing cost in relation to work in process and finished goods, consist of direct material and propor
overheads based on normal capacity.
Net realizable value is the estimated selling price in the ordinary course of business less costs of completion and se
Rupees Rupees
542,159 369,244,572
,753
185,752,115
59,583,839
119,747
15,428,117
-
(1,521,562)
87,063,683
715,670,511
(974,055,530)
(130,969,538)
60,185,009
559,628
14,244,963
(47,536,951)
(1,077,572,419)
124,570,247
(237,331,661)
(80,230,780)
(41,037,795)
(82,951,976)
-
(204,220,551)
(441,552,212)
4,591,890
(315,307,744)
(310,715,854)
(77,463,948)
157,638,000
676,558,383
(29,964,085)
726,768,350
(25,499,716)
65,285,675
39,785,959
Asim Mirza
andards
andards that are effective in
6 RESERVES 30-Jun-18
General reserve - Revenue reserve 4,000,000,000
7 LONG TERM FINANCING - SECURED From Financial 4,000,000,000
Institutions
30-Jun-17
17,625,00
0
12,375,000
30,000,000
30-Jun-18 30-Jun-17
4,000,000,000 3,700,000,000
4,000,000,000 3,700,000,000
30-06-17
Rupees
16,100,000
11,500,000
81,200,000
10,970,000
20,621,000
17,247,000
91,955,998
9,912,093
70,551,568
176,168,082
-
-
-
-
-
Notes to the financial statements For the
year ended June 30, 2018 LTFF Loans Non - LTFF 30-06-18
Repayment
Markup on
LTF
Markup Rates on NON- LTF
Hypothecation charge on plant and Repayable in thirty two 2.4% (2017: 2.4%) -
7.01
Rupees
-
-
-
-
506,225,741
-
-
-
20,434,668
2,202,688
15,678,128
39,148,464
77,463,948
428,761,793
-
-
Months KIBOR + 0.4% (2017: 3 Months KIBOR +
4%)
Months KIBOR + 0.65% (2017: 3 Months KIBOR
0.65%)
Security Repayment Markup on
LTF
7.08 Covered under securities for term Repayable in twenty four -
finance 7.07 quarterly installments,
commencing from
January 15, 2016.
7.09 Covered under securities for term Repayable in twenty four -
finance 7.07 quarterly installments,
commencing from
January 15, 2016.
7.10 Covered under securities for term Repayable in twenty four -
finance 7.07 quarterly installments,
commencing from
January 15, 2016.
7.11 Hypothecation charge on plant and Repayable in Thirty two 2.4% (2017: Nil)
machinery of PKR 1,200 million of quarterly installments,
unit II located at Ferrozwatton, commencing from
Sheikhupura-Faisalabad Road, October 14, 2019.
Sheikhupura.
7.12 Hypothecation charge on plant and Repayable in Thirty two 2.4% (2017: Nil)
machinery of PKR 1,200 million of quarterly installments,
unit II located at Ferrozwatton, commencing from
Sheikhupura-Faisalabad Road, November 17, 2019.
Sheikhupura.
7.13 Hypothecation charge on plant and Repayable in Thirty two 2.4% (2017: Nil)
machinery of PKR 1,200 million of quarterly installments,
unit II located at Ferrozwatton, commencing from
Sheikhupura-Faisalabad Road, December 11, 2019.
Sheikhupura.
7.14 Hypothecation charge on plant and Repayable in Thirty two 2.4% (2017: Nil)
machinery of PKR 1,200 million of quarterly installments,
unit II located at Ferrozwatton, commencing from
Sheikhupura-Faisalabad Road, December 27, 2019.
Sheikhupura.
7.15 Hypothecation charge on plant and Repayable in Thirty two 2.4% (2017: Nil)
machinery of PKR 1,200 million of quarterly installments,
unit II located at Ferrozwatton, commencing from
Sheikhupura-Faisalabad Road, October 28, 2019.
Sheikhupura.
7.16 Hypothecation charge on plant and Repayable in Thirty two 2.4% (2017: Nil)
machinery of PKR 1,200 million of quarterly installments,
unit II located at Ferrozwatton, commencing from
Sheikhupura-Faisalabad Road, October 28, 2019.
Sheikhupura.
7.17 Hypothecation charge on plant and Repayable in Thirty two -
machinery of PKR 1,200 million of quarterly installments,
unit II located at Ferrozwatton, commencing from
Sheikhupura-Faisalabad Road, October 28, 2019.
Sheikhupura.
7.18 Hypothecation charge on plant and Repayable in Thirty two 2.4% (2017: Nil)
machinery of PKR 1,200 million of quarterly installments,
unit II located at Ferrozwatton, commencing from
Sheikhupura-Faisalabad Road, January 06, 2020.
Sheikhupura.
7.19 Hypothecation charge on plant and Repayable in Thirty two 2.4% (2017: Nil)
machinery of PKR 1,200 million of quarterly installments,
unit II located at Ferrozwatton, commencing from
Sheikhupura-Faisalabad Road, January 10, 2020.
Sheikhupura.
Markup Rates on NON- LTF
-
Notes to the financial statements For the year ended June
30, 2018 30-Jun-18
Rupees
8.1.2 Amount charged to profit and loss account I other comprehensive income
8.1.7 The expected gratuity expense comprising of service cost and net interest for the year ending 30th June 2019 works o
131,861,347
81,046,238
66,071,744
44,446,830
323,426,159
114,569,919
58,329,223
(41,037,795)
131,861,347
50,884,119
8,699,720
(1,254,616)
58,329,223
nent employees who have
ons are made annually to cover the obligation
ion has been carried out by independent valuer
17: 9.25%) per annum and expected rate of
6 2015 2014
es Rupees Rupees
132,185,864 103,621,394
9,931,102 8,235,989
Increase in Decrease in
assumption assumption
(16,164,912) 19,759,185
20,327,315 (16,904,125)
8.3 This represents amount payable to Excise and Taxation Department, Government of Sindh in respect of infrastructure f
version of law (i.e. Sindh Finance (Amendment) Ordinance 2006). The Supreme Court in his judgment dated 17th May 2011
version of law (i.e. Sindh Finance (Amendment) Ordinance 2006) is valid and hence the levy imposed and collected from the
fifth version i.e. 28th December 2006 is valid and all imposition and collection before 28th December 2006 are declared to be
has now filed petition in Sindh High Court, challenging fifth version of law (i.e. Sindh Finance (Amendment) Ordinance 2006 r
infrastructure fee from the 28th December 2006. During the pendency of decision on fifth version of law, Sindh High Court ha
May 2011 to pay 50% of liability to Excise and Taxation Department, Government of Sindh, and provide bank guarantee of th
as calculated in accordance with the decision of Supreme Court of Pakistan. Subsequent imports of the company be release
payment infrastructure fee to Excise and Taxation Department, Government of Sindh and furnishing bank guarantee of balan
also includes an amount payable to Excise and Taxation Department, Government of Punjab in respect of Infrastructure Dev
company had filed WP No. 25754-16 in Lahore High Court, and during the pendency of the decision, Lahore High Court has
of liability to Excise and Taxation Department, Government of Punjab and provide bank guarantee of the balance 50% amou
provided bank guarantees amounting to PKR 75.094 Million (June 30, 2017: PKR 66.07 Million) in respect of unpaid infrastru
company has accrued unpaid infrastructure fee.
8.4 This represents the Gas Infrastructure Development Cess (GIDC) levied by the Sui Northern Gas Pipelines Limited (SN
and others have filed Suits before the Lahore High Court (LHC) challenging the said undue levy. The LHC has granted the S
of the Company and have directed the SNGPL, in the respective cases, not to demand the said Cess. The liability thus repre
GIDC, payable, against which the Company has got the Stay orders, in its favour.
30-06-18 30-06-17
Rupees Rupees
3,042,901 120,580,421
(25,384,966)
(14,149,217)
(39,534,183)
81,046,238
22,048,062
241,529
22,289,591
, while the remaining portion of revenue attracts
on of timing differences that represent income
rtion of total timing differences that the local sales,
ales revenue based on historical and future trends.
tes notified by the Government of Pakistan for
10 UNCLAIMED DIVIDEND
Unclaimed dividend 758,605
758,605
11 ACCRUED MARKUP I INTEREST
30-Jun-18
Note Rupees
7 81,367,073
81,367,073
30-Jun-17
Rupees
169,267,489
150,480,498
91,334,877
19,773,556
53,662,017
3,246,440
487,764,877
17,379,052
2,353,942
19,732,994
(19,732,994)
-
19,773,556
19,773,556
m.
608,803
608,803
6,003,835
8,255,591
14,259,426
676,558,383
676,558,383
(2017: PKR 5.115 billion).
0.05% to 2% (2017: 1 to 3 month KIBOR +
pothecation charge on stocks and receivables.
30-Jun-17
Rupees
77,463,948
77,463,948
Notes to the financial statements For the year ended June 30, 2018
14 CONTINGENCIES AND COMMITMENTS
Contingencies
14.1 The Company has issued post dated cheques amounting to PKR 341,896,954 (2017: PKR 306,762,370) in favor of Co
lieu of custom levies against various statutory notifications. The post dated cheques furnished by the company are likely to be
fulfillment of term of related SROs.
14.2 Bank guarantee issued to Sui Northern Gas Pipeline Company Limited amounting to PKR 121.168 Million (2017: PKR 4
Pakistan State Oil PKR 2.25 million (2017: PKR 2.25 million).
14.3 Bills discounted 410,78
Commitments 2,583
Letter of credit (for store, raw material and machinery) 490,82
9,539
Year Ended June 30, 2018
15 PROPERTY, PLANT AND EQUIPMENT
PARTICULARS COST DEPRECI TION Book value as
As at July Additions I Transfers As at June 30, As at July 01, For A
the year Transfers I As at June at June 30,
01, 2017 (disposals) 2018 2017 (disposal) 30, 2018 2018
Rupees
Company owned
Leasehold land 433,414 - - 433,414 - - - -
Freehold land 306,812,466 235,887,464 - 513,824,444 - - - -
(28,875,486)
Building on leasehold land 142,689,749 8,624,206 - 151,313,955 96,139,323 4,644,576 - 100,783,899
Building on freehold land 320,707,695 53,294,634 - 374,002,329 224,202,726 10,479,397 - 234,682,123
Office premises on leasehold 29,894,675 15,553,784 - 45,448,459 16,339,544 677,757 - 17,017,301
land
Office premises on freehold land 84,248,571 27,031,120 - 111,279,691 39,526,435 3,249,774 - 42,776,209
Plant and machinery 3,204,974,995 635,765,387 - 3,793,129,269 1,793,323,710 179,859,382 - 1,932,226,735
(47,611,113) - - (40,956,357)
Equipments and other assets 80,305,235 28,915,913 - 109,221,148 70,851,837 9,960,255 - 80,812,092
Electric Installation 74,503,775 - - 74,503,775 27,462,000 4,630,374 - 32,092,374
Gas Line & Pipe 7,180,289 - - 7,180,289 4,957,621 222,267 - 5,179,888
Cooling towers 5,223,570 - - 5,223,570 3,551,292 167,228 - 3,718,520
Ventilation system 1,461,897 - - 1,461,897 981,899 48,000 - 1,029,899
Boiler 18,244,925 - - 18,244,925 12,261,464 598,346 - 12,859,810
Factory equipments 13,757,029 - - 13,757,029 12,282,518 144,857 - 12,427,375
Furniture and fixtures - Factory 5,318,108 408,910 - 5,727,018 4,388,109 133,891 - 4,522,000
Office equipments 23,308,336 62,650 - 23,370,986 16,766,172 655,782 - 17,421,954
Furniture and fixtures - Office 872,972 1,785,000 - 2,657,972 729,572 133,340 - 862,912
Vehicles 98,799,551 18,565,850 - 106,685,557 65,033,498 7,846,913 - 64,181,921
(10,679,844) - (8,698,490)
June 30, 2018 4,418,737,252 1,025,894,918 - 5,357,465,727 2,388,797,720 223,452,139 (49,654,847) 2,562,595,012
(87,166,443) - - - - - -
Year Ended June 30, 2017
PROPERTY, PLANT AND EQUIPMENT
PARTICULARS COST DEPRECI TION Book value as
As at July Additions I Transfers As at June 30, As at July 01, For A
the year Transfers I As at June at June 30,
01, 2017 (disposals) 2018 2017 (disposal) 30, 2018 2018
Rupees
Company owned
Leasehold land 433,414 - - 433,414 - - - -
Freehold land 274,500,226 32,312,240 - 306,812,466 - - - -
Building on leasehold land 141,458,337 1,231,412 - 142,689,749 91,252,410 4,886,913 -96,139,323
Building on freehold land 320,707,695 - - 320,707,695 213,479,952 10,722,774 -224,202,726
R 306,762,370) in favor of Collector of Customs in
y the company are likely to be released after the
410,78 7,824,947
2,583 553,734,1
490,82 94
9,539
Book value as
at June 30, Rat
2018 e
433,414 -
513,824,444 -
50,530,056 10%
139,320,206 10%
28,431,158 5%
68,503,482 5%
1,860,902,534 10%
Three
28,409,056 years
42,411,401 10%
2,000,401 10%
1,505,050 10%
431,998 10%
5,385,115 10%
1,329,654 10%
1,205,018 10%
5,949,032 10%
1,795,060 10%
42,503,636 20%
2,794,870,715
-
Book value as
at June 30, Rat
2018 e
433,414 -
306,812,466 -
46,550,426 10%
96,504,969 10%
Notes to the financial statements
For the year ended June 30, 2018
PARTICULARS COST DEPRECIATION Book value as
As at July 01, Additions I Transfers As at June As at July 01, For the year Transfers I As at June at June 30,
2017 (disposals) 30, 2018 2017 (disposal) 30, 2018 2018
Rupees
Office premises on leasehold land 30,044,675 (150,000) - 29,894,675 15,705,707 713,721 (79,884) 16,339,544
Office premises on freehold land 84,248,571 - - 84,248,571 37,172,638 2,353,797 - 39,526,435
Plant and machinery 3,002,466,931 222,428,153 - 3,204,974,995 1,671,136,617 139,246,414 - 1,793,323,710
- (19,920,089) - - - - (17,059,321) -
Equipments and other assets 80,305,235 - - 80,305,235 58,079,929 12,771,908 - 70,851,837
15.2 Transfer of PKR Nil (2017: PKR 4,371,764) in plant and machinery represents elemination of fully depreciated machine
15.3 The depreciation charge for the year has been allocated as follows:
30-06-18 30-06-17
Note Rupees Rupees
Cost of sales 28 214,815,553 177,217,551
Administrative expenses 31 8,636,586 8,534,564
223,452,139 185,752,115
15.4 Freehold lands of the Company are located at Feroze Wattoan Sheikhupura with an area of 785 Kanal 18 Marla, at
Gajumata Kasur 48 Kanal, at Raiwind Kasur 766 Kanal and leasehold lands are located at Kotri with an area of 104 Kana
15.5 DISPOSAL OF PROPERTY, PLANT AND EQUIPMENT
Year Ended June 30, 2018
13,555,131 5%
44,722,136 5%
1,411,651,285 10%
- -
Three
9,453,398 years
47,041,775 10%
2,222,668 10%
1,672,278 10%
479,998 10%
5,983,461 10%
1,474,511 10%
929,999 10%
6,542,164 10%
143,400 10%
33,766,053 10%
- 10%
2,029,939,532
-
15,710,241) which has been fully depreciated.
30-06-17
Rupees
177,217,551
8,534,564
185,752,115
area of 785 Kanal 18 Marla, at
Kotri with an area of 104 Kanal.
T
Particulars of buyer
sif, Faisalabad
feez, House No 538, Street 5, Sarfraz
alabad
feez, House No 538, Street 5, Sarfraz
alabad
feez, House No 538, Street 5, Sarfraz
alabad
iles Limited, 23/1, Sector 23, Korangi
ea Karachi
feez, House No 538, Street 5, Sarfraz
alabad
Notes to the financial statements
For the year ended June 30, 2018
Year Ended June 30, 2018
Accumulated Written down Proceeds from Gain I (loss) on Mode of
depreciation value disposal of disposal of disposal
Cost
Description property, plant property, plant Particulars of buyer
and equipment and equipment
Rupees
M
r
.
A
b
d
u
l
H
a
f
e
e
z
,
H
o
u
s
e
N
o
5
3
8
,
S
t
r
e
e
t
5
,
S
a
r
f
r
a
z
C
o
M
l
ro
.n
y
I,
m
rF
a
a
n
i
s
A
a
rl
ia
fb
,a
d
H
M
o
r
u
.
s
Particulars of buyer e
A
b
N
d
o
u
.l
4
H
9
a
,f
e
F
e
a
z
Mr. Arif, Flat no. A-20, Mehran Heights, Block
8, Clifton, Karachi.
Mr. Abdul Hafeez, House No 538, Street 5,
Sarfraz Colony, Faisalabad
Mr. Zain ul Asif, Faisalabad
Mr. Shafqat Ali; House No. 1170, Makkah
Colony, Gulberg III, Lahore.
Mr. Nadeem Akhter; House No. 104, Main
Road Samanabad, Lahore.
Mr. Nadeem Akhter; House No. 104, Main
Road Samanabad, Lahore.
Notes to the financial statements For the year ended June
30, 2018 30-06-18
Note Rupees
16 CAPITAL WORK IN PROGRESS
Building and other civil work 31,296,578
Machinery 158,115
31,454,693
Electricity 28,107,540
Telephone 33,600
Others 391,676
28,532,816
18 STORES, SPARES AND LOOSE TOOLS
19 STOCK IN TRADE
30-06-17
Rupees
30,324,305
24,588,029
54,912,334
25,780,160
33,600
391,676
26,205,436
63,206,084
6,577,699
69,783,783
2,184,922,836
-
121,132,743
406,753,538
599,157
2,713,408,274
7,531,965 (2017: PKR NIL) being the replacement
wn to net realizable value is Rs. 137,531,965 (2017:
137,489,832
406,961,467
68,336,616
612,787,915
(68,336,616)
544,451,299
68,713,87
8
-
(377,262)
68,336,616
Notes to the financial statements
For the year ended June 30, 2018
20.2 Total export sales to closing trade debts
Rupees Rupees
Trade deposits -
Deposits against infrastructure fees 22.1 81,750,126
Prepaid expenses 1,710,209
83,460,335
22.1 Effective mark up rate on these deposits range from 4.5% to 6% (June 30, 2017: 4.5% to 6%) per annum.
23 OTHER RECEIVABLES - UNSECURED
22,055,345
309,001
9,565,232
1,165,000
33,094,578
(1,474,001)
31,620,577
1,474,001
-
-
1,474,001
10,000
67,098,422
334,885
67,443,307
annum.
680,624
-
2,976,269
3,656,893
(680,624)
2,976,269
192,017,576
(72,619,736)
1,159,756
(71,459,980)
120,557,596
194,061,359
3,006,390
(3,006,390)
-
194,061,359
Notes to the financial statements For the year ended N 30-Jun-18
June 30, 2018 o Rupees
26 CASH AND BANK BALANCES t
Balances with banks on: e
28 COST OF SALES
Raw material consumed 28.1 4,656,993,230
Packing material consumed 79,352,982
Stores, spares and loose tools 167,319,915
Salaries, wages and benefits 28.2 709,577,567
Fees and subscription 364,966
Fuel .power and water 988,909,791
Insurance 13,691,904
Vehicle running and maintenance 9,165,858
Rent, rate and taxes 632,673
Repairs and maintenance 10,258,430
Communication 773,416
Traveling and conveyance 2,070,922
Depreciation 15.3 214,815,553
Others 2,869,391
6,856,796,598
Work in process
Opening stock 121,132,743
Closing stock (137,316,094)
(16,183,351)
Cost of goods manufactured 6,840,613,247
30-Jun-18 30-Jun-17
Rupees Rupees
34,860,694
4,925,265
39,785,959
753,103,986
1,896,273,627
2,649,377,613
2,646,147
2,652,023,760
3,249,087,868
865,019,583
16,141,910
308,307
55,336,875
4,185,894,543
6,837,918,303
(29,876)
(633,535)
(663,411)
6,837,254,892
4,075,421,588
71,755,627
164,545,704
637,815,058
349,480
952,035,780
18,589,409
8,826,019
657,590
6,280,643
692,070
1,947,903
177,217,551
2,608,661
6,118,743,083
94,151,738
(121,132,743)
(26,981,005)
6,091,762,078
30- 06- 18
Rupees
15,900,495
302,556,787
80,104,253
(407,352,695)
(24,691,655)
6,082,970,918
1,346,055,965
4,935,827,018
6,281,882,983
(21,538,559)
-
(2,184,922,836)
4,075,421,588
05 (June 30, 2017: PKR 32,895,965).
14,983,075
917,420
15,900,495
3,030,139
185,218
377,262
3,592,619
1,521,562
668,411
2,189,973
5,782,592
52,167,041
31,913,527
6,558,644
1,309,826
1,714,009
93,663,047
1,134,336
12,087,774
46,885,431
1,012,020
677,515
72,562,837 61,797,076
184,654,595 155,460,123
Notes to the financial statements For the year ended N 30-Jun-18
June 30, 2018 o Rupees
t
31 ADMINISTRATIVE EXPENSES
e
Directors' remuneration 37 15,600,000
Staff salaries and benefits 31.1 67,459,624
Traveling, conveyance and entertainment 8,854,108
Printing and stationery 2,579,499
Communication 1,904,586
Vehicles running and maintenance 8,279,312
Legal and professional 1,818,500
Auditors' remuneration 31.2 1,611,000
Fee and subscription 3,936,736
Repair and maintenance 1,427,754
Depreciation 15.3 8,636,586
Rent, rates and utilities 1,372,162
Donation 31.3 500,000
Software license renewal and maintenance fee 482,400
Others 2,427,030
126,889,297
31.1 Salaries, wages and benefits includes employees benefits amounting to PKR 5,317,065 (June 30, 2017: PKR 25,433,2
31.2 Auditors' remuneration
Annual statutory audit 1,390,000
Half yearly review 181,000
Code of Corporate Governance review 40,000
1,611,000
31.3
No director or his spouse had any interest in the donee
13,600,000
65,463,907
9,504,428
2,922,465
2,378,100
8,605,049
2,587,833
1,547,000
3,266,951
971,113
8,534,564
1,351,218
400,000
1,073,306
2,099,899
124,305,833
June 30, 2017: PKR 25,433,258).
1,331,000
176,000
40,000
1,547,000
19,773,556
4,099,052
119,747
23,992,355
26,743,990
42,662,672
2,353,942
71,760,604
2,307,230
12,995,849
87,063,683
72,619,736
(1,159,756)
71,459,980
22,048,062
93,508,042
Notes to the financial statements For the year ended June 30, 2018
34.1 Provision for current tax has been made in accordance with section 113 and section 169 (2017: section 113 and section
169) of the Income Tax Ordinance, 2001 ('the Ordinance'). As per management, the provision for tax made in the financial statem
comparison of last three years' of income tax provisions with tax assessment is presented
below:
34.3 The Government of Pakistan notified a reduced tax rate of 30% for tax year 2018 as compared to 31% applicable to pre
Companies.
34.4 Numerical reconciliation between the average tax rate and the applicable tax rate
30-Jun-18
%
(18.91)
There is no dilutive effect on the basic earning per share of the company which is based on;
Earnings
Earnings for the purpose of basic earnings per share 482,036,509
(net profit after tax for the year)
Number of shares
30-Jun-
Weighted average number of ordinary shares for the purpose of basic earnings per share 3,000,000
Basic earnings per share have been computed by dividing earnings as stated above with 160.68
weighted average number of ordinary shares.
Basic earnings per share Rupees
No figure for diluted earnings per share has been presented as the Company has not issued any instruments carrying option
an impact on earnings per share when exercised.
36 NON ADJUSTING EVENTS AFTER BALANCE SHEET DATE
In respect of current period, the board of directors in their meeting held on 27 September, 2018 has proposed to pay cash divide
PKR 64.30 per ordinary share of PKR 10 each. This dividend is subject to approval by the shareholders at the forthcoming annu
Notes to the financial statements For the year ended June 30, 2018
37 REMUNERATION OF CHIEF EXECUTIVE AND DIRECTOR
17: section 113 and section
ax made in the financial statements is sufficient. A
30-Jun-17
%
31.00
(0.30)
(11.05)
0.06
(0.04)
(11.33)
19.67
30-06-17
Rupees
91.91
275,736,530
30-Jun-18 30-Jun-17
3,000,000 3,000,00
160.68 0
91.91
37.1 In addition the Chief Executive, directors are provided with free use of Company maintained cars and telephone for bus
2017
Rupees
21,679,644
3,910,217
1,393,277
26,983,138
22
ained cars and telephone for business use.
ollows:
Total
30-Jun-18 30-Jun-17
8,391,258,945 7,091,637,503
-
(29,876)
(633,535)
(663,411)
7,090,974,092
6,336,690,118
754,283,974
5,782,592
760,066,566
155,460,123
124,305,833
279,765,956
480,300,610
5,486,878,027
408,267,698
5,895,145,725
1,861,725,407
147,726,785
2,009,452,192
Notes to the financial statements For the year en
38.4 I
Transactions among the business segments are recorded at arm's length prices using admissible valuation methods. There were no major
which formed 10 percent or more of th
39 Reconciliation of reportable segment turnover, cost of sales, assets and liabilities Rupees Rupees
39.1 Turnover
Total turnover for reportable segments 8,390,931,095
Rupees Rupees
7,090,974,092
(253,719,200)
6,837,254,892
6,336,690,118
(253,719,200)
6,082,970,918
5,486,878,027
120,557,596
194,061,359
67,443,307
26,205,436
5,895,145,725
1,861,725,407
608,803
66,071,744
81,046,238
2,009,452,192
Weaving Total
30-Jun-18 30-Jun-17
4,329,140,788
71,755,627
164,545,704
637,815,058
349,480
-
952,035,780
6,372,462,283
18,589,409
8,826,019
657,590
6,280,643
692,070
1,947,903
177,217,551
2,608,661
6,345,481,278
Notes to the financial statements For the year ended June 30, 2018
Spinning Weaving
Total
30-06-18 30-06-17 30-06-18 30-06-17 30-06-18
Work in process
94,151,738
(121,132,743)
(26,981,005)
22,455,979
302,556,787
73,548,769
(407,352,695)
(31,247,139)
6,336,690,118
1,346,055,965
253,719,200
4,935,827,018
5,189,546,218
(14,983,075)
-
(6,555,484)
(2,184,922,836)
4,329,140,788
21,538,559
917,420
22,455,979
112,091,7
58
93,663,047
72,562,83
61,797,076
7
155,460,123
184,654,5
95
Notes to the financial statements
For the year ended June 30, 2018
Spinning Weaving
30-06-18 30-06-17 30-06-18 30-06-17 30-06-18
42 Administrative cost
Long-term deposits
Long term deposits does not carry any rate of return. The fair value of it has been taken at book value as it is not considered
and readily exchangeable.
Non-current liabilities
For all non-current liabilities the fair values have been taken at book values as these are not considered materially different b
market rates of return and reprising profiles of similar non-current liabilities.
Other financial instruments
The fair values of all other financial instruments are considered to approximate their book values as they are short term in na
Weaving Total
30-06-17
13,600,000
65,463,907
9,504,428
2,922,465
2,378,100
8,605,049
2,587,833
1,547,000
3,266,951
971,113
8,534,564
1,351,218
400,000
221,311
1,073,306
1,878,588
124,305,833
2018
Interest I Markup bearing Non Interest I Markup bearing
Maturity Maturity After Subtotal Maturity Upto Maturity After Subtotal Total
Upto One One year Rupees One year One year Rupees Rupees
year Rupees Rupees Rupees
Rupees
Financial assets
Trade debts - - - 841,493,842 - 841,493,842 841,493,842
Loans and advances - - - 6,559,834 - 6,559,834 6,559,834
Trade deposits 81,750,126 - 81,750,126 - - - 81,750,126
Other receivables - - - 17,447,274 - 17,447,274 17,447,274
Cash and bank - - - 68,266,023 - 68,266,023 68,266,023
balances
Long term deposits - - - - 28,532,816 28,532,816 28,532,816
81,750,126 - 81,750,126 933,766,973 28,532,816 962,299,789 1,044,049,915
Financial liabilities
Long-term financing 81,367,073 885,233,720 966,600,793 - - - 966,600,793
Trade and other 29,007,844 - 29,007,844 742,686,747 - 742,686,747 771,694,591
payablesmarkup /
Accrued - - - 15,177,821 - 15,177,821 15,177,821
interest
Short-term borrowings - 220,457,778 - - 220,457,778
220,457,778 330,832,695 885,233,720 1,216,066,415 757,864,568 - 757,864,568 1,973,930,983
On balance sheet gap (885,233,720) (1,134,316,289) 175,902,405 28,532,816 204,435,221 (929,881,068)
(249,082,569)
Contingencies and commitments
2017
Financial assets
Trade debts - - - 544,451,299 - 544,451,299 544,451,299
Loans and - - - 10,730,232 - 10,730,232 10,730,232
advances
Trade deposits 67,098,422 - 67,098,422 10,000 - 10,000 67,108,422
Other receivables - - - 2,976,269 - 2,976,269 2,976,269
Bank balances - - - 39,785,959 - 39,785,959 39,785,959
Long-term - - - - 26,205,436 26,205,436 26,205,436
deposits 67,098,422 - 67,098,422 597,953,759 26,205,436 624,159,195 691,257,617
Financial liabilities
Long-term financing 77,463,948 428,761,793 506,225,741 - - - 506,225,741
Trade and other 19,773,556 - 19,773,556 513,046,954 - 513,046,954 532,820,510
payables
Mark-up accrued on - - - 14,259,426 - 14,259,426 14,259,426
loans
Short-term borrowings - 676,558,383 - - - 676,558,383
676,558,383 773,795,887 428,761,793 1,202,557,680 527,306,380 - 527,306,380 1,729,864,060
Guarantees 110,858,097
Letters of credit 553,734,194
Effective Interest
Rate
%
4.5 to 6
KIBOR + 0.05 to 2
Effective
Interest Rate
%
4.5 to 6
676,558,383
KIBOR + 0.1 to 2
Notes to the financial statements For the year ended June 30, 2018
43.1 Interest rate risk management
Interest rate risk arises from the possibility that changes in interest rates will affect the value of financial instruments.
Changes in interest rates can affect the rates charged on interest bearing liabilities. This can result in an increase in interest expense relative
borrowings or vice versa. The Company manages its risk by interest rate swapping, maintaining a fair balance between interest rates and fina
financial liabilities. The effective interest rates for the monetary financial assets and liabilities are mentioned in respective notes to the financia
The carrying values of all financial assets and liabilities reflected in the financial statements approximate their fair v
43.6 Credit risk
43.6.1 Maximum credit exposure
The carrying amount of financial assets, excluding cash in hand, represents maximum credit exposure. The maximum
exposure to credit risk as at the reporting date is:
June 30,2018
Rupees
Maximum exposure to credit risk by geographical region as at the reporting date is:
Domestic 577,218,546
Europe 155,553,378
United States of America 19,010,972
Asia and Middle East 158,047,562
909,830,458
Impairment (68,336,616)
841,493,842
ts.
in interest expense relative to financial
ween interest rates and financial assets and
pective notes to the financial statements.
oreign currencies. As
PKR 142,415,097) in respect of foreign trade
owledgeable willing
June 30,2017
Rupees
26,205,436
544,451,299
8,400,232
67,108,422
2,976,269
39,785,959
1,041,719,915
688,927,617
475,298,083
86,068,116
-
51,421,716
612,787,915
(68,336,616)
544,451,299
Notes to the financial statements For the year ended June 30, 2018
43.6.3 Aging and movement in Impairment losses
June 30,2018 June 30,2
Rupees Rupees
327,378,020
217,073,279
-
68,336,616
612,787,915
(68,336,616)
544,451,299
the year is as follows:
68,713,878
-
(377,262)
68,336,616
and receivables not past due are considered
s past due is not necessary, as these comprise
are also considered good.
nts.
More than
five years
Rupees
720,942,312
-
-
-
-
-
-
720,942,312
Notes to the financial statements
For the year ended June 30, 2018
As at June 30, 2017
Carrying Contractual One year One to More than
amount cash flows or less five years five years
Rupees Rupees Rupees Rupees Rupees
Long term financing 506,225,741 594,264,069 104,993,521 492,109,874 102,154,195
Short term borrowings 676,558,383 747,597,013 747,597,013 - -
Accrued markup / 14,259,426 14,259,426 14,259,426 - -
interest
Trade creditors 169,267,489 169,267,489 169,267,489 - -
Accrued liabilities 91,334,877 91,334,877 91,334,877 - -
Unclaimed dividend 608,803 608,803 608,803 - -
Other payables 23,019,996 23,019,996 23,019,996 - -
1,481,274,715 1,640,351,673 1,151,081,125 492,109,874 102,154,195
43.8 Market risk
43.8.1 Currency risk June 30,2018 June 30,2017
Rupees Rupees
Notes to the financial statements For the year ended June 30, 2018
44 TRANSACTIONS WITH RELATED PARTIES
The associated undertaking and related parties comprise associated companies, directors and key management personnel. Nam
relationship and transaction with associated undertakings and related parties, other than remuneration and
benefits to key management personnel under the term of their employment as disclosed in note 9.1 and 36 are as follow:
More than
five years
Rupees
102,154,195
-
-
-
-
-
-
102,154,195
137,489,832
4,925,265
142,415,097
ring the year and spot exchange rate applied at
67,098,422
1,063,014,124
A 100 basis points increase in variable interest
100 basis points increase in variable interest
Rupees
Balance as at July 01, 2017 506,225,741 676,558,383 608,803 1,183,392,
Receipts from long term finances 537,839,000 - - 537,839,
Repayment of long term finances (77,463,948) - - (77,463,9
Short term borrowing repaid net of receipts - (456,100,605) - (456,100,6
Exchange loss on repayment of loans - - - -
Dividend paid - - (110,250,240) (110,250,2
Total changes from financing cash flows 460,375,052 (456,100,605) (110,250,240) (105,975,7
Non cash changes - - 110,400,042 110,400,
Balance as at June 30, 2018 966,600,793 220,457,778 758,605 1,187,817,17
f
o
r
t
h
1,183,392,927
537,839,000
(77,463,948)
(456,100,605)
-
(110,250,240)
(105,975,793)
110,400,042
1,187,817,176
30-06-17
69,312
160
69,312
160
364
3
13,954,119
10,621,496
21,534,566
15,100,469
ase count in the textile
aterials used, spindles speed and twist etc. It
30-06-17
65
1,326
1,391
66
1,314
1,380
Notes to the financial statements
For the year ended June 30, 2018
49 DATE OF AUTHORIZATION FOR ISSUE
These financial statements have been approved by the Board of Directors of the Company and authorized for issue on 27th Sep
50 CORRESPONDING FIGURES
50.1 Corresponding figures have been re-arranged where necessary to comply with requirements of Companies Act 2017 an
comparison. However, no significant reclassification has been made, except for the following:
GIDC / Rate difference payable to SNGP amounting to Rs 66,637,118 (June 30, 2017: 44,446,830) has been class
liabilities to non current liabilities owing to stay granted by court.
Unclaimed dividend’ amounting to Rs. 758,605 (June 30, 2017: Rs. 608,803) previously presented under ‘Trade an
separately presented on the face of the statement of financial position as per requirement of fourth schedule.
51 GENERAL
The figures have been rounded off to the nearest Rupee.
Khurrum Salim
Chief Executive
Karachi:
Date: 27th September 2018
oard of Directors of the Company and authorized for issue on 27th September 2018.
here necessary to comply with requirements of Companies Act 2017 and to facilitate
as been made, except for the following:
mounting to Rs 66,637,118 (June 30, 2017: 44,446,830) has been classified from current
ay granted by court.
605 (June 30, 2017: Rs. 608,803) previously presented under ‘Trade and other payables’ now
ement of financial position as per requirement of fourth schedule.
Mohammad Salim
Director
Asim Mirza
Chief Financial Officer
CATEGORIES OF SHAREHOLDERS
AS AT JUNE 30, 2018
SR # CATEGORIES OF SHAREHOLDERS NUMBERS OF SHARES HELD PERCENTAGE
SHAREHOLDERS %
1 Directors Chief Executive Officer and their 17 1,407,636
Spouses and Minor Children's
385 3,000,000
PERCENTAGE
%
46.92
48.00
2.35
2.50
0.23
100.00
Sr # Shareholder Category Percentage No. of Shares
1 ASSOCIATED COMPANIES UNDERTAKINGS AND RELATED PARTIES
ADMIRAL (PVT) LTD 16.69
MR. MOHAMMAD SHAKEEL 0.74
MR. FARRUKH SALEEM 2.02
MR. YOUSUF SALEEM 1.69
MR. SAQIB SALEEM 1.68
MR. MUHAMMAD QASIM 5.28
MR. FAISAL SHAKEEL 8.32
MR. ABDULLAH BILAL 1.96
MRS. NAZLI BEGUM 1.68
MRS. SABA YOUSUF 2.76
MRS. SABA SAQIB 2.76
MRS. SADAF FARRUKH 2.42
2 CEO, DIRECTORS AND THEIR SPOUSES AND MINOR CHILDREN
MR. MUHAMMAD SALEEM 0.73
TOTAL 100.00
No. of Shares
500,600
22,055
60,600
50,674
50,490
158,400
249,676
58,787
50,482
82,700
82,900
72,500
21,929
500
42,780
500
60,500
74,500
159,500
267,825
500
30,372
53,292
73,400
334,283
170,400
58,678
58,677
70,500
75,244
6,756
3,000,000
Sr # Shareholder Category Percentage No. of Shares
6 DETAIL OF TRADING IN THE SHARES BY THE DIRECTORS, CEO
COMPANY SECRETARY AND THEIR SPOUSES AND MINOR CHILDREN NIL
NIL
158,400
249,676
159,500
267,825
334,283
170,400
500,600
PATTERN OF SHAREHOLDING
AS AT JUNE 30, 2018
NUMBER OF SHARE HOLDING TOTAL
SHAREHOLDERS FROM TO SHARES HELD
307 1 100 8,771
35 101 500 10,446
6 501 1000 5,600
8 1001 5000 22,482
2 5001 10000 16,501
3 20001 25000 64,184
1 25001 30000 29,872
1 40001 45000 42,780
4 50001 55000 204,938
3 55001 60000 176,142
2 60001 65000 121,100
4 70001 75000 290,900
2 80001 85000 165,600
2 155001 160000 317,900
1 170001 175000 170,400
1 245001 250000 249,676
1 265001 270000 267,825
1 330001 335000 334,283
1 500001 505000 500,600
385 3,000,000
* Note: There is no shareholding in the slab not mantioned
ntioned
Year wise Operating Data
Year Ended 30th June 2018
59
JamaPunji
Secur"ñies and Exchange Commission of Pakistan’s Landmark Inié
Investor Education
e Operating Data
r Ended 30th June 2018
- - - - 4 4
- - - - 4 4
- - - - 4 4
- - 6 6 4 4
2 2 - - 4 4
- - - - 4 4
2 2 6 6 4 4
2 2 6 6 4 4
6,837,254,892 8,073,845,411
6,082,970,918 7,205,449,439
754,283,974 868,395,972
369,244,572 542,159,753
72,619,736 27,378,416
(1,159,756) 3,594,287
22,048,062 29,150,541
93,508,042 60,123,244
275,736,530 482,036,509
91.91 160.68
2018
PROXY FORM
I/We
of BHANERO TEXTILE MILLS LIMITED and holder of
ordinary shares as per Share Register Folio No. and/or CDC Part
ID No. and Sub Account No. hereby ap
Mr./Mrs./Miss of or
him/her
proxy to act on my/our behalf at the 39th Annual General Meeting of the Company to be held
October 2018 at 15:30 at Umer House, 23/1, Sector 23, S.M. Farooq
Road, Korangi Industrial Area, Karachi. and/or at any adjournment thereof.
WITNESS
Signature Name Address
(i) The Proxy form shall be witnessed by a person whose name, address and CNIC/Pass
stated on the form.
(ii) Attested copy of CNIC or the Passport of the beneficial owner alongwith the Proxy form
submitted.
(iii) The Proxy nominee shall produce his / her original CNIC or original Passport at the tim
(iv) In case of a Corporate entity, the Board of Directors Resolution/Power of Attorney with
should be submitted (unless it has been provided earlier) along with Proxy form to the Comp
2018
REGISTERED OFFICEUmer House, 23/1, Sector 23, S.M. Farooq Road, Ko
OXY FORM
of
being a member
LS LIMITED and holder of
Register Folio No. and/or CDC Participant
and Sub Account No. hereby appoint
of or failing
of as my / our
at the 39th Annual General Meeting of the Company to be held on Thursday 25th
Umer House, 23/1, Sector 23, S.M. Farooq
a, Karachi. and/or at any adjournment thereof.
eting, they may complete and sign this form and sent it to the Company Secretary,
House, 23/1, Sector 23, S.M. Farooq Road, Korangi Industrial Area, Karachi. so as to
time scheduled for holding the meeting.
or the Passport of the beneficial owner alongwith the Proxy form should also be
all produce his / her original CNIC or original Passport at the time of the meeting.
entity, the Board of Directors Resolution/Power of Attorney with specimen signature
t has been provided earlier) along with Proxy form to the Company.
2018
2018 25
OFFICEUmer House, 23/1, Sector 23, S.M. Farooq Road, Korangi Industrial Area, Karachi-74900, Pakistan Phones : 021 - 35115177 - 80Fax No. : 021