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Sapphire Textile Mills Limited Annual Report 2015 Contents Sapphire Textile Mills Limited Company Prole 03 Vision / Mission 04 Notice Of Annual General Meeting 05 Directors’ Report 13 Six Year Growth At A Glance 18 Review Report 19 Statement Of Compliance 20 Auditor’s Report 22 Balance Sheet 23 Prot & Loss Account 24 Statement Of Comprehensive Income 25 Cash Flow Statement 26 Statement Of Changes In Equity 27 Notes To The Financial Statements 28 Pattern Of Share Holdings 67 Sapphire Textile Mills Limited Annual Report 2015 Sapphire Textile Mills Limited Annual Report 2015 Company Profile Board of Directors Chairman : Mr. Mohammad Abdullah Chief Executive : Mr. Nadeem Abdullah Director : Mr. Shahid Abdullah Mr. Amer Abdullah Mr. Yousuf Abdullah Mr. Nabeel Abdullah Mr. Shayan Abdullah Mr. Nadeem Karamat (Independent Director) Audit Committee Chairman : Mr. Yousuf Abdullah Member : Mr. Nabeel Abdullah Member : Mr. Nadeem Karamat Human Resource & Remuneration Committee Chairman : Mr. Amer Abdullah Member : Mr. Nabeel Abdullah Member : Mr. Yousuf Abdullah Chief Financial Officer : Mr. Abdul Sattar Secretary : Mr. Zeeshan Auditors : Mushtaq & Company, Chartered Accountants Management Consultant : M. Yousuf Adil Saleem & Company, Chartered Accountants Tax Consultants : Mushtaq & Company, Chartered Accountants Legal Advisor : A. K. Brohi & Company Bankers : Allied Bank Limited, Habib Bank Limited Standard Chartered Bank (Pakistan) Limited United Bank Limited, MCB Bank Limited, Citi Bank N.A. Share Registrar : Hameed Majeed Associates (Pvt.) Ltd. Registered Office : 212, Cotton Exchange Building, I. I. Chundrigar Road, Karachi. Mills : S. I. T. E. Kotri, S. I. T. E. Nooriabad, Chunian, District Kasur Feroze Watwan, Bhopattian, Lahore. 3 Sapphire Textile Mills Limited Annual Report 2015 Vision To be one of the premier textile company recognized for leadership in technology, flexibility, responsiveness and quality. Our customers will share in our success through innovative manufacturing, certifiable quality, exceptional services and creative alliances. Structured to maintain in depth competence and knowledge about our business , our customers and worldwide markets. Our workforce will be the most efficient in industry through multiple skill learning, the fostering of learning and the fostering of teamwork and the security of the safest work environment possible recognised as excellent citizen in the local and regional community through our financial and human resources support and our sensitivity to the environment. Mission Our mission is to be recognised as premier supplier to the markets we serve by providing quality yarns, fabrics and other textile products to satisfy the needs of our customers . Our mission will be accomplished through excellence in customer service, sales and manufacturing supported by teamwork of all associates . We will continue our tradition of honesty, fairness and integrity in relationship with our customers, associates, shareholders, community and stakeholders . 4 Sapphire Textile Mills Limited Annual Report 2015 Notice of Annual General Meeting Notice is hereby given that 47th Annual General Meeting of Sapphire Textiles Mills Limited will be held on Monday, October 26, 2015 at the Trading Hall, Cotton Exchange Building, I.I. Chundrigar Road, Karachi at 03:00 p.m. to transact the following business: Ordinary Business: 1. To conrm the minutes of last General Meeting. 2. To receive, consider and adopt the Audited Accounts together with Directors’ and Auditors’ Reports for the year ended 30th June, 2015. 3. To approve and declare the nal dividend of Rs.10 per share i.e. 100% for the year ended June 30, 2015 as recommended by the Board of Directors. 4. To appoint auditors for the year ending 30th June 2016 and x their remuneration. The present Auditors, M/s Mushtaq & Company, Chartered Accountants retire and being eligible offer themselves for reappointment. Special Business: 5. To consider and, if thought t, pass with or without modication(s), the following resolutions, under Companies Ordinance, 1984. 5.1 Resolved that the Company be and is hereby authorized in terms of section 208 of the Companies Ordinance to provide such Security / Collateral as may be required by the Bank to issue or cause to be issue, an additional debt service reserve standby letter upto the PKR equivalent of USD 6.5 Million (in addition with the same already approved by the Shareholders in EOGM dated 17th February, 2014, after this addition the limit of SBLC will be PKR equivalent of USD 10 Million) of credit together with any replacement standby letter of credit in favour of the offshore Collateral Agent, on behalf of inter alia the Overseas Private Investment Corporation, in accordance with inter alia the Finance Agreement and the Accounts Agreement, in order to secure the obligation of SWPCL in relation to the Required Balance of the Debt Service Reserve Account pursuant to the Accounts Agreement. 5.2 Resolved that pursuant to section 196 of the Companies’ Ordinance, 1984 the shareholders consent be and is hereby accorded to liquidate or sell the following two 100% owned subsidiaries of M/s Sapphire Textiles Mills Limited (“Company”) on such terms and condition as may be approved by the board of directors of the company. 1. Sapphire Solar (Pvt) Limited 2. Sapphire Tech (Pvt) Limited 5.3 Resolved That pursuant to section 193 of the Companies’ Ordinance, 1984 the shareholders consent be and is hereby accorded to enter into purchase agreement with Diamond Fabrics Limited, an associated company, for the purchase of commercial Ofce No.503 measuring 5150 Sq. Ft, situated at fth oor of Tricon Corporate Centre, constructed on Plot No.73 and 73-E, (Ghous-ul-Azam Road) Jail Road, Gulberg II, Lahore, Pakistan. 5.4 Further Resolved That the Chief Executive Ofcer and/or any other director, be and are hereby authorized, on a joint and/or several basis, to sign execute and deliver any and all of the Agreements and to do all acts, deeds and things, take any or all necessary action to complete all legal formalities for the purpose of the completion of the subject transaction. A Statement required under Section 160(1) (b) of the Companies Ordinance, 1984 read with S.R.O 27(1) /2012 dated 16th January 2012 issued by SECP pertaining to the special business is annexed to the notice of the meeting send to the shareholders. 1. Other business To transact any other business with the permission of the Chair. By Order of the Board Karachi Zeeshan Dated: September 28, 2015 Company Secretary 5 Sapphire Textile Mills Limited Annual Report 2015 Notice of Annual General Meeting NOTE 1. Closure of share transfer books: Share Transfer Books will remain closed and no transfer of shares will be accepted for registration from 20th October, 2015 to 26th October, 2015 (both days inclusive). Transfers received in order, by the Hameed Majeed Associates (Private) Limited, 4th Floor, Karachi Chambers, Hasrat Mohani Road, Karachi, up to 19th October, 2015, will be considered in time for the payment of dividend. 2. Participation in the annual general meeting: A member entitled to attend and vote at this meeting is entitled to appoint another member/any other person as his/her proxy to attend and vote. 3. Duly completed instrument of proxy, and the other authority under which it is signed, thereof, must be lodged with the secretary of the company at the company’s registered ofce 212, Cotton Exchange Building, I.I.Chundrigar Road, Karachi at least 48 hours before the time of the meeting. 4. Any change of address of members should be immediately notied to the company’s share registrars, Hameed Majeed Associates (Private) Limited, 4th Floor, Karachi Chambers, Hasrat Mohani Road, Karachi. 5. The CDC account holders will further have to follow the under-mentioned guidelines as laid down by the Securities and Exchange Commission of Pakistan: A. For attending the meeting: i) In case of individuals, the account holder or sub-account holder and/or the person whose securities are in group account and their registration details are uploaded as per the Regulations, shall authenticate his identity by showing his original computerized national identity card (CNIC) or original passport at the time of attending the meeting. ii) In case of corporate entity, the Board of Directors’ resolution/power of attorney with specimen signature of the nominee shall be produced at the time of the meeting. B. For appointing proxies: i) In case of individuals, the account holder or sub-account holder and/or the person whose securities are in group account and their registration details are uploaded as per the Regulations, shall submit the proxy form accordingly. ii) The proxy form shall be witnessed by two persons whose names, addresses and CNIC number shall be mentioned on the form. iii) Attested copies of CNIC or the passport. iv) The proxy shall produce his/her original CNIC or original passport at the time of meeting. v) In case of corporate entity, the Board of Directors’ resolution/power of attorney with specimen signature shall be submitted along with proxy form to the company. 6. In accordance with the notication of the Securities and Exchange Commission of Pakistan, SRO 831(1)2012 dated July 05, 2012 dividend warrants should bear CNIC number of the registered member or the authorized person, except in case of minor(s) and corporate members. Accordingly, members who have not yet submitted copy of their valid CNIC/NTN (in case of corporate entities) are requested to submit the same to the Company, with members’ folio number mentioned thereon for updating record. 7. As per the directions to all Listed Companies by SECP vide Letter No.SM/CDC 2008 dated April 05, 2013, all shareholders and the Company are encouraged to put in place an effective arrangement for Payment of Cash Dividend Electronically (e-Dividend) through mutual co-operation. For this purpose, the members are requested to provide Dividend Mandate including Name, Bank Account Number, Bank and Respective Branch Address to the Company in order to adhere the envisaged guidelines.
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