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Annual Report 2019 Driving Investment, Trade and the Creation of Wealth Across Asia, Africa and the Middle East

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Annual Report 2019 Driving Investment, Trade and the Creation of Wealth Across Asia, Africa and the Middle East Annual Report 2019 Driving investment, trade and the creation of wealth across Asia, Africa and the Middle East. Standard Chartered Bank (Pakistan) Ltd. Points of interest Standard Chartered is proud to be operating in Pakistan as the largest and oldest international bank since 1863. 2013 marked Standard Chartered’s 150th year of presence in the country. Goal is Standard Chartered’s leading education programme that provides financial literacy, life skills and employability training to low-income adolescent girls across its footprint. Since the launch of the programme in April 2016, the Bank has reached a total of 11,196 beneficiaries in Pakistan. As a result of our Seeing is Believing projects in Pakistan, we are attributed to decreasing avoidable blindness by 20 per cent across the country. We are the only corporate partner of the Government and play a pivotal role in the National Committee of Eye Health. The largest international Bank in Pakistan with 61 branches in 11 cities and a workforce of over 2,821 employees. Standard Chartered Bank (Pakistan) Ltd. is the first international bank to get an Islamic Banking license and to open the first Islamic Banking branch in Pakistan. The Bank has total assets of over PKR 550 billion and deposits of over PKR 400 billion. In 2018, the Bank achieved its highest ever profit of PKR 18.5 billion (before tax) and is the 6th largest in terms of profitability. Strong recognition by our stakeholders 16th Annual Excellence Awards by CFA Society Awards 2019 Best medium sized Bank Best D&I Bank Runners up for Islamic Banking Window Management Association of Pakistan Awards 2019 Best Commercial Bank Global Diversity and Inclusion Benchmark Awards 2019 BestEmpowering Practices Award in Vision category Progressive Award in Benefits category Progressive Award in Communications category Progressiveentrepreneurs Award in Social Responsibility category The Banker Magazine 2019 Bestto Islamic thrive Bank Asset Triple A - Islamic Finance Awards 2019 BestNo business Loan Advisor is too small to succeed. That is why, through Bestour #SCWomenInTech Deal in Pakistan programme, we are providing training, Asiamentoring Money and 2019 seed funding of up to USD10,000 to female Bestentrepreneurs International to enable Bank them to scale up their businesses. BestBecause Bank together, for Premium when Services we open doors, we can close the Globalinequality Finance gap for 2019 good. Best Digital Islamic Bank Finance Asia 2018/2019 Best Foreign Bank in Pakistan sc.com/futuremakers#scfuturemaking AWARDS Strong Recognition 16th Annual Excellence Awards Management Association of Pakistan by CFA Society Awards 2019 Awards 2019 • Best medium sized Bank • Best Commercial Bank • Best D&I Bank • Runners up for Islamic Banking Window Global Diversity and Inclusion Benchmark The Banker Magazine Awards 2019 Awards 2019 • Best Practice Award in Vision category • Best Islamic Bank • Progressive Award in Benefits category • Progressive Award in Communications category • Progressive Award in Social Responsibility category Asset Triple A - Islamic Finance Asia Money Awards 2019 Awards 2019 • Best Investment Bank • Best International Bank • Best Deal in Pakistan • Best Bank for Premium Services m Isla ic B al a it n ig k . D 2 t 0 s 1 e 9 Global Finance B Finance Asia Awards 2019 Awards 2018/2019 • Best Digital Islamic Bank • Best Foreign Bank in Pakistan Company Information BOARD OF DIRECTORS Legal Advisors Mr. Ian Anderson Bryden Chairman HaidermotaBNR & Co Mr. Shazad Dada Chief Executive Officer Barristers at Law & Corporate Counselors Mr. Ferdinand Pieterse Mr. Mohamed Abdel Bary Registered/ Main Office Mrs. Spenta Kandawalla Mr. Waqar Ahmed Malik Standard Chartered Bank (Pakistan) Limited Mr. Towfiq Habib Chinoy P.O. Box No. 5556, I.I. Chundrigar Road, Karachi-74000, Pakistan. Company Secretary Tel: (021) 32450000 Fax: (021) 32414914 Mr. Asif Iqbal Alam Website www.sc.com/pk Board Audit Committee Registrar/ Share Registration Office Mr. Waqar Ahmed Malik Chairperson Mr. Ferdinand Pieterse M/s CDC Share Registrar Services Limited Mr. Mohamed Abdel Bary CDC House, 99-B, Block B, SMCHS, Main Shahra-e-Faisal, Board Risk Committee Karachi - 74400 Toll Free:0800 - 23275 Mr. Towfiq Habib Chinoy Chairperson Fax: (021) 34326053 Mr. Ferdinand Pieterse Email: [email protected] Mr. Shazad Dada Board Human Resource & Remuneration Committee Mrs. Spenta Kandawalla Chairperson Mr. Mohamed Abdel Bary Mr. Waqar Ahmed Malik Shariah Board Shaikh Nizam Yaqouby Chairperson Mufti Muhammad Abdul Mubeen Mufti Irshad Ahmad Aijaz Mufti Khawaja Noor ul Hassan (Resident) AUDITORS M/s KPMG Taseer Hadi & Co Chartered Accountants PB Standard Chartered Annual Report 2019 1 Table of Contents Notice of Annual General Meeting 3 Chairman’s Review 6 Directors’ Report - English 7 Directors’ Report - Urdu 13 Management’s Statements on Internal Controls and Risk Management Framework 20 Report of Shari’ah Board - English 25 Report of Shari’ah Board - Urdu 28 Auditors’ Review Report on Statement of Compliance with the Code of Corporate Governance 31 Statement of Compliance with the Code of Corporate Governance 32 Six Years Key Financial Data 34 Auditors’ Report to the Members 36 Audited Financial Statements 41 Pattern of Shareholding 114 Form of Proxy 117 Disclosures on Governance and Remuneration 119 Disclosure on Complaint Handling 122 2 Standard Chartered Annual Report 2019 3 STANDARD CHARTERED BANK (PAKISTAN) LIMITED NOTICE OF ANNUAL GENERAL MEETING STANDARD CHARTERED BANK (PAKISTAN) LIMITED NOTICE OF ANNUAL GENERAL MEETING Notice is hereby given that the Fourteenth Annual General Meeting (‘AGM’) of the shareholders of Standard Chartered Bank (Pakistan) Limited (“Bank”) will be held on Thursday, 26 March 2020 at 11:30 AM at the Institute of Chartered Accountants of Pakistan, ICAP House, Block 8, Clifton, Karachi, to transact the following business: A. ORDINARY BUSINESS 1. To receive, consider and adopt the Audited Accounts of the Bank for the year ended 31 December 2019 along with the Directors’ and Auditors’ Reports thereon. 2. To appoint the Statutory Auditors of the Bank for the year ending 31 December 2020 and to fix their remuneration. The present auditors namely M/s KPMG Taseer Hadi & Co., Chartered Accountants shall be retiring at the conclusion of this Annual General Meeting. Standard Chartered Group has decided to appoint M/s Ernst & Young LLP as Statutory Auditors of the Group in place of M/s KPMG LLP. Accordingly, the Board of Directors of the Bank, based on recommendation of Board Audit Committee, has proposed the appointment of M/s EY Ford Rhodes, Chartered Accountants (a member firm of Ernst & Young Global Limited, a UK company Limited by Guarantee) as Statutory Auditors of the Bank for the year ending 31 December 2020 in place of the retiring auditors. The Board also seeks authority for the Board Audit Committee to negotiate and agree upon Auditors’ remuneration subject to concurrence of the Board in the subsequent meeting. 3. To consider and approve final cash dividend @ 17.5% (i.e. Rs. 1.75 per share) as recommended by the Board of Directors in addition to interim dividend of 12.5% already paid for the year 2019. B. SPECIAL BUSINESS 4. To approve the remuneration paid to the Independent Directors and Non Executive Directors (who are not group employees) of the Bank for the year ended 31 December 2019 in accordance with the Articles of Association of the Bank and in that connection to pass the following resolution, as ordinary resolution, with or without modification, addition or deletion: “RESOLVED THAT the decision of the Board of Directors of Standard Chartered Bank (Pakistan) Limited to pay a fee of Rs. 6,650,000 during the year ended 31 December 2019 to the independent and non-executive members (who are not group employees) of the Board, in terms of their discretion under the Articles of Association of the Bank, be and is hereby confirmed and approved by the shareholders.” 5. To approve the Directors’ Remuneration Policy as recommended by the Board of Directors of the Bank in line with the requirements under Prudential Regulations G-1 and in that connection to pass the following resolution, as ordinary resolution, with or without any modification: “RESOLVED THAT the Directors’ Remuneration Policy as recommended by the Board of Directors of the Bank be and is hereby approved effective from 01 January 2020.” A statement of material facts under section 134 (3) of the Companies Act, 2017 relating to the aforesaid special business to be transacted in the said AGM is appended below. C. OTHER BUSINESS 6. To transact any other business as may be placed before the meeting with the permission of the Chair. By Order of the Board Asif Iqbal Alam Company Secretary Karachi: 05 March 2020 2 Standard Chartered Annual Report 2019 Notice of Annual General Meeting 3 NOTICE OF ANNUAL GENERAL MEETING Notes: 1. The Share Transfer Books of the Bank will remain closed from 19 March 2020 to 26 March 2020 (both days inclusive). Transfer received at the Share Registrar by the close of business on 18 March 2020 will be treated in time. 2. Only those persons whose names appear in the Register of Members of the Bank as at 18 March 2020 will be entitled to attend / participate in / vote at the AGM and be entitled to receive above stated cash dividends. 3. A member entitled to attend and vote at the above meeting is entitled to appoint another member as his / her proxy to attend and vote instead of him / her. Proxies, in order to be valid, must be received by the Bank at its registered office marked for the attention of the office of the Company Secretary, not less than 48 hours before the time for holding the meeting and must be duly stamped, signed and witnessed. A member shall not be entitled to appoint more than one proxy. 4. Members are requested to notify change in their address, if any, to the Bank’s Share Registrars, M/s.
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