Annual Report 2015
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CONTENTS Company Information ………….……………………………………………………………………………………………………………….02 Offices …………………….………….……………………………………………………………………………………………………………….04 Vision & Mission Statement. …………..………………………………………………………………………………………………………………….05 Statement of code of conduct and ethics and anti fraud program & control whistle blowing policy …………………………………………………………………………………………………………………..06 Notice of Annual General Meeting …………………………………………………………………………………………………….. 07 Directors’ Report ……..……………………………………………………………………………………………………………………….. 10 Operational Result & Financial Strength ..………………………………………………………………………………………….. 18 Statement of Compliance with Code of Corporate Governance……….……………………………………………….. 19 Review Report to the Members on Statement of Compliance with best practices of Code of Corporate Governance ……………………………………………………………….. 22 Independent Auditor’s Report to the Members.……………………………………………………………………………….. 24 Balance Sheet ………….……………………………………………………………………………………………………………………….. 26 Profit and Loss Account ………………..………………………………………………………………………………………………….. 28 Statement of Comprehensive Income .…………………………………………………………………………………………….. 29 Statement of Changes in Equity ……………………………………………………………………………………………………….. 30 Statement of Cash Flows ………………..……………………………………………………………………………………………….. 31 Statement of Premiums ………………..……….……………………………………………………………………………………….. 33 Statement of Claims ………………..…………..………………………………………………………………………………………….. 34 Statement of Expenses ………………....……………………………………………………………………………………………….. 35 Statement of Investment Income.…..………………………………………………………………………………………………. 36 Notes of the Financial Statement s.…..……………………………………………………………………………………………… 37 Pattern of Shareholding …………..…..……………………………………………………………………………………………….. 77 Proxy Form …………………………..…..……………………………………………………………………………………………….Attached 1 COMPANY INFORMATION BOARD OF DIRECTORS Air Marshal Muhammad Arif Pervaiz (Retd.) Air Vice Marshal Syed Razi Ul Hassan Nawab (Retd.) Air Commodore Zafar Yasin (Retd.) Air Commodore Mahmood Ahmed (Retd.) Air Commodore Muhammad Masud Akhter (Retd.) Group Captain Ehsan-ur-Rauf Sheikh (Retd.) Mr. Aamir Shahzad Mughal AUDIT COMMITTEE Mr. Aamir Shahzad Mughal - Chairman Air Commodore Mahmood Ahmed (Retd.) - Member Air Commodore Muhammad Masud Akhter (Retd.) - Member HUMAN RESOURCE & REMUNERATION COMMITTEE Air Commodore Mahmood Ahmed (Retd.) - Chairman Air Commodore Muhammad Masud Akhter (Retd.) - Member Mr. Sohel N. Kidwai (CEO) - Member INVESTMENT COMMITTEE Air Marshal Muhammad Arif Pervaiz (Retd.) - Chairman Mr. Aamir Shahzad Mughal - Member Air Commodore Mahmood Ahmed (Retd.) - Member Mr. Sohel N. Kidwai (CEO) - In attendance Mr. Nisar Ahmed Almani CHIEF EXECUTIVE OFFICER Mr. Sohel N. Kidwai CFO & COMPANY SECRETARY Mr. Nisar Ahmed Almani 2 COMPANY INFORMATION COUNTRY HEAD BUSINESS Mr. Naveed Y. Butt LEGAL ADVISOR Surridge & Beecheno AUDITORS Riaz Ahmed & Company Chartered Accountants COORDINATOR INTERNAL CONTROLS Air Commodore Hussain Bux Uner (Retd.) ADMIN & HR Khalid Bin Wasi REGISTERED OFFICE 10th Floor, Shaheen Complex, M.R Kayani Road, Karachi. HEAD OFFICE 10th Floor, Shaheen Complex, M.R Kayani Road, Karachi. SHARE REGISTRAR M/s. Corplink (PVT) Ltd. Wings Arcade, 1-K, Commercial Model Town, Lahore 3 OFFICES Head Office 10th Floor, Shaheen Complex M. R. Kayani Raod, Karachi-74200 Tel # 32630370-75, 322139850-51 Fax 3 32626674 E-mail: [email protected] URL: www.shaheeninsurnce.com UAN: (021) 111-765-111 Karachi Hyderabad Branch Manager.Mr.M.Iftikhar Alam Acting Branch Manager-Syed Shakir Ali 10th Floor, Shaheen Complex Upper 2nd Floor M.R Kayani Road, Karachi -74200 House # 75, Soldier Bazar, Hyderabad Tel # 32630370-75,32213950-51,Fax # 32626674 Tel # (022) 2720487 E-mail :[email protected] Fax # (022) 2720489 Direct # 32272595 E-mail:[email protected] UAN: (021-111-765-111) Lahore Zonal Office Lahore Corporate Branch Head / GM Mr. Muhammad Saleem Branch Manager / GM Mr. Sohaib Ansar Khan Office # 4, 6th Floor, Shaheen Complex Office # 6, 6th Floor , Shaheen Complex, Opp. PTV Station 38, Abbott Road, Opp. PTV Station 38, Abbott Road,Lahore. Lahore. Tel # 042-36376270,36376274,36376278,36376279 Tel # 042-36370384, 36370741, 36370742 Fax # 042-36376276 Fax # 042-36370385 E-mail: [email protected] E-mail: [email protected] Islamabad Faisalabad Acting Branch Manager – Mr. Mohammad Bilal Khan Branch Manager Mr.Mohsin Khan Office # 6, 1st Floor VIP Plaza, Office No2, 4th Floor, Ahmed Plaza, I-8 Markaz Islamabad Bilal Road, Civil Lines, Faisalabad Tel: 051-4938283 Tel. # (041) 2614112, 2621370, 2634658 Fax: 051-4938284 Fax # (041) 2613514 Email: [email protected] Email: [email protected] Multan Peshawar Branch Manager – Mr.Arshad Mehmood Kkhan Branch Manager – Mr. Amir Shahzad Office no A-1717 & 1718, 2nd Floor, Kachari Road, Upper Basement, State Life Building Opp. Hajveri Arcade, Multan 34 – The Mall, Peshawar Cantt. E-mail: [email protected] Tel # (091) 5273122 Fax # (091) 5273106 E-mail: [email protected] Sialkot Branch Manager – Mr. Mian Waheed Akhter Office No.210 Kareem Plaza Defence Road Near Iqbal Town,Sialkot Tel # (052) 3250982, 3550131 Fax # (052) 3257412 E-mail: [email protected] 4 VISION To deliver general insurance at its best and to contribute positively and proactively for the welfare of our society at large as well as for the preservation of our environment, culture and ethics MISSION STATEMENT Our mission is to continuously improve our selves to become a leading, profitable Company, meeting the needs of our customers and enhancing the value of our shareholders investment. We will accomplish this by using the strengths of our people and the application of innovative science for the development of new insurance products and services that are high in quality and competitive in price. 5 CODE OF CONDUCT AND ETHICS The Code of Conduct and Ethics (Code) establishes the standards that govern the way we deal with each other, our customers, shareholders, governments, suppliers, competitors and the public at large. Complying with the Code is a part of the terms and conditions of employment with Shaheen Insurance Company Limited. ANTI FRAUD PROGRAM & CONTROL WHISTLE BLOWING POLICY The assessment of a Company’s internal control over financial reporting must be based on procedures sufficient both to evaluate its design and to test its operating effectiveness. Controls subject to such assessment include Controls related to the prevention, identification, and detection of fraud. This Whistle Blowing Policy is a part of Company’s effort to further improve governance and service quality. 6 NOTICE OF ANNUAL GENERAL MEETING Notice is hereby given that the 21st Annual General Meeting (AGM) of Shaheen Insurance Company Limited (SICL) will be held on Friday, April 29, 2016 at 10:30 a.m at the head office of Shaheen Airport Services (SAPS) situated at SAPS Complex, Malir Avenue, Jinnah International Airport, Karachi, to transact the following business; Ordinary Business 1. To confirm minutes of AGM of SICL, held on April 29, 2015. 2. To receive, consider and adopt the Annual Audited Accounts of the Company for the year ended December 31, 2015 together with the Directors’ and Auditor’s Reports thereon. 3. To appoint Auditors of the Company for the year ending December 31, 2016 and fix their remuneration. The present auditors Ms. Riaz Ahmad & Company, Chartered Accountants, being eligible, have offered themselves for reappointment. Special Business 4. To authorize the Company subject to the approval of the Securities and Exchange Commission of Pakistan, to transmit its quarterly accounts by placing the same on the Company’s website instead of circulating by post to the Shareholders, as and by way of passing the following resolution; “Resolved That subject to all prior necessary approvals as stipulated by the regulatory authorities, the Company be and is hereby authorized to transmit its quarterly accounts by placing the same on the Company’s website instead of circulating by post to the Shareholders. Further Resolved that the Company Secretary be and is hereby authorize to do all necessary acts, deeds and things in connection therewith and ancillary there to as may be required and expedient to give effect to the spirit and intent of the above resolution.” Any Other Business: 5. To transact any other business with the permission of the Chair. April 07, 2016 By Order of the Board Karachi: Nisar Ahmed Almani Company Secretary 7 STATEMENT OF MATERIAL FACTS UNDER SECTION 160 (1)(B) OF THE COMPANIES ORDIANCE, 1984 This Statement sets out the material facts pertaining to the Special Business to be transacted at the Annual General Meeting of the Company. The Securities and Exchange Commission of Pakistan (SECP) vide Circular No 19 of 2004 has allowed listed companies to place their quarterly accounts on their website instead of sending the same by post. Prior permission of the SECP will be sought for transmitting the quarterly accounts through Company’s website after the approval of the shareholders. This would ensure prompt disclosure of the information to the shareholders, as well as saving of costs associated with printing and dispatch of the accounts by post. The Company, however will supply the printed copies of accounts to the shareholders on demand at their registered address free of cost. Notes: 1. SECP has directed vide SRO No. 831 (1)2012 dated July 05, 2012 to issue dividend warrant only crossed as “A/c Payee only” and should bear the computerized national identity card (CNIC)