Interloop Annual Report 2021
Interloop Annual Report 2021
Pursuing our Vision 2025, our strategic focus is to maintain our leadership in the
hosiery business and build further credibility of our multi-category products, enhancing
products across all ages, genders, and abilities. We will continue to lead the way
and social performance and will achieve our strategy through a diverse,
1 COMPANY OVERVIEW
Mission, Core Values
Our Vision 2025
Key Performance Indicators
6
7
8
Code of Conduct 9
Our Footprint 10
Our Journey 12
Corporate Information 14
Company Profile 16
Group Structure 17
Organizational Structure 18
Business Categories 20
Recognitions 25
Customers 26
2 GOVERNANCE
Board of Directors
Board Committees
Management Committee
30
32
33
Chairman’s Review Report 34
Directors’ Report 36
Directors’ Report (Urdu) 55
Statement of Compliance 56
Independent Review Report to the
Members on Statement of Compliance 59
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5 OUTLOOK
Forward Looking Statement 78
7 FINANCIAL STATEMENTS
Independent Auditor’s Report on Financial Statements
Statement of Financial Position
Statement of Profit or Loss
89
94
95
Statement of Comprehensive Income 96
Statement of Changes in Equity 97
Statement of Cash Flows 98
Notes to the Financial Statements 100
8 SHAREHOLDERS' INFORMATION
Notice of 29th Annual General Meeting
Statement Under Section 134(3) of the Companies Act, 2017
Notice of Annual General Meeting (Urdu)
156
161
167
Pattern of Shareholding 168
Information for Shareholders 171
Interloop Limited - Form of Proxy 173
Interloop Limited - Form of Proxy (Urdu) 174
CORE VALUES
RESPECT EXCELLENCE
VISION 2025
It is a Growth Led Strategy, which will enable Interloop to be a
Full Family Clothing Partner of Choice
Vision 2025 charts out our strategy from July 2021 We aim to be a partner of choice through exceptional
through to June 2026. It is guided by a customer first customer service delivered by our value added services
approach with our strategic focus on offering multi- and responsible business practices.
category products, manufactured responsibly meeting
the highest standards of social and environmental To successfully deliver our strategy, we will unleash the
performance. potential of our people by building a diverse, inclusive
and engaged workforce creating a high performing
Our strategic focus will be to maintain leadership in organization. This will be enabled by our digital
hosiery and build credibility of our new categories, transformation and by an agile and lean mindset
offering products across all ages, genders and abilities, across all aspects of our business.
becoming a full family clothing supplier.
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Our Vision
2025
To Become a Full Family Clothing
Partner of Choice
WH
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DO
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SE
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HOW WE’LL DO IT
ES
S
PEOPLE
A diverse, inclusive and engaged workforce
creating a high performing organization
DIGITAL TRANSFORMATION
Drive efficiencies through digitalization
and provide transparency to our customers
with real time information
AGILE MANUFACTURING
Drive an agile organization retaining our
competitive position as a responsive high
quality manufacturer
$700M 2.5x
REVENUE THROUGH
25%
LOWER CARBON FOOTPRINT
REVENUE BY FY 2026
VALUE ADDED SERVICES AND RESOURCE CONSUMPTION
Transforming into a full family clothing business will
Providing value added services creating Lead the way in responsible manufacturing meeting highest
build further credibility with our customers
strong lasting partnerships standards of environmental and social performance
Cash Dividend per share* Bonus per share* Price Earnings Ratio
2.50 3% 9.71
PKR (3 share for every 100 share) Times
FY 2020 2.00 FY 2020 Nil FY 2020 21.32
1.22 330
Times PKR in Million
FY 2020 1.14 FY 2020 175
*includes PKR 1 per share Final Dividend and 3% bonus shares, recommended by the Board of Directors in
board meeting held on September 15, 2021, subject to approval at Annual General Meeting to be held on
October 15, 2021
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CODE OF CONDUCT
Interloop Limited conducts its business with the ensure that our suppliers, vendors, and contractors
highest ethical standards and in full compliance understand the standards we apply to ourselves and
with all applicable laws of the country. Honesty and expect them to do the same.
integrity take precedence in all relationships including
those with customers, suppliers, employees, and other ASSETS AND PROPRIETARY
stakeholders.
INFORMATION
ETHICS AND BUSINESS PRACTICES We consider our company’s physical and intellectual
assets valuable and must protect them in the interest
We conduct the company’s business in an of the company and its shareholders. Our employees
environmentally responsible and sustainable manner are expected to strictly comply with internal policies,
and provide employees with a safe and healthy preserve company’s physical and intellectual assets
workplace. We expect our employees to act with and confidential information. Our employees are
honesty and professionalism and be scrupulous accountable for applying all available tools to manage
towards company information, funds, equipment, the company’s information resources and records
facilities, using their authority fairly and equitably. properly and proficiently.
Respect and equality are key values at Interloop, where
politicizing and debating ethical and religious topics or
hurting anyone on such grounds is not acceptable. The
OUR PEOPLE
company believes in a diverse, inclusive, and engaged We believe that highly engaged employees are
workforce creating a high-performance organization. essential for professional development and business
Over the years, Interloop has developed a robust success. Therefore, we encourage our employees to
organizational culture based on the strong foundation contribute their best and to avail the opportunities
of the company’s Mission and Values i.e. Integrity, for development and growth. We have specific
Care, Accountability, Respect & Excellence. management policies and SOPs in line with best
international practices for operations and support
We seek to do business with suppliers, vendors, functions. We invest in continuous improvement
contractors, and other independent businesses of processes including organizational structure, HR
that demonstrate high standards of ethical business planning and performance management. We provide
behavior. Our company does not knowingly do employees with tools, techniques, and trainings to
business with any persons or businesses that operate master their current jobs, broaden their skills, and
in violation of applicable laws and regulations for advance their career goals and groom as good human
employment, health, safety, and environment. We beings.
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Annual Report 2021 | 11
OUR JOURNEY
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Annual Report 2021 | 13
CORPORATE INFORMATION
BOARD OF DIRECTORS AUDIT COMMITTEE
Musadaq Zulqarnain Tariq Iqbal Khan
Chairman / Non-Executive Director Chairman
Navid Fazil
Saeed Ahmad Jabal Member
Independent Director
NOMINATION COMMITTEE
CHIEF FINANCIAL OFFICER
Musadaq Zulqarnain
Muhammad Maqsood Chairman
LEGAL ADVISOR
Muhammad Maqsood
HaidermotaBNR & Co. Member
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SHARE REGISTRAR HEAD OFFICE
CDC Share Registrar Services Limited Interloop Limited
1 Km Khurrianwala, Jaranwala Road, Khurrianwala,
Karachi Office: Faisalabad, Pakistan
Share Registrar Department Tel: (92-41) 4360400
CDC House, 99-B, Block-B, Fax: (92-41) 2428704
S.H.C.H.S, Main Shahra-e-Faisal,
Karachi -74400 PLANT SITES
Tel: (92-21) 111-111-500 Plant 1:
Fax: (92-21) 34326031 1 Km Khurrianwala-Jaranwala Road, Khurrianwala,
Faisalabad, Pakistan
Lahore Office:
Mezzanine Floor Plant 2 & 4:
South Tower, LSE Plaza, 7 Km Khurrianwala-Jaranwala Road, Khurrianwala,
19-Khayaban-e-Aiwan-e-Iqbal, Faisalabad, Pakistan
Lahore - 54000
Tel: (92-42) 36362061-66 Plant 3:
8 Km Manga Raiwind Road, Raiwind,
BANKERS Lahore, Pakistan
• Allied Bank Limited
• Askari Bank Limited Denim Plant:
• Bank Alfalah Limited 8 Km Manga Raiwind Road, Raiwind,
• Faysal Bank Limited Lahore, Pakistan
• Habib Bank Limited
• Habib Metropolitan Bank Limited Plant 5:
• MCB Bank Limited 6 Km Bypass Road, Khurrianwala,
• MCB Islamic Bank Limited Faisalabad, Pakistan
• Meezan Bank Limited
• National Bank of Pakistan
• Standard Chartered Bank Pak Limited
• Summit Bank Limited
• The Bank of Punjab
• United Bank Limited
REGISTERED OFFICE
Interloop Limited
Al-Sadiq Plaza, P-157,
Railway Road,
Faisalabad, Pakistan
Tel: (92-41) 2619724
Fax: (92-41) 2639400
Email: [email protected]
Website: www.interloop-pk.com
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GROUP STRUCTURE
EuroSox Plus BV
Interloop Holdings
Interloop Limited (Private) Limited
Printkraft (Private)
Limited
18 |
Annual Report 2021 | 19
BUSINESS CATEGORIES
HOSIERY
700+ million pairs of socks
annual production capacity
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DENIM
6 million garments
annual production capacity
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SEAMLESS
4 million garments
annual production capacity
SPINNING
Interloop produces over 26 million kgs of top quality Yarn
annually for a range of textile customers, following strict
testing standards on automated spinning plants, equipped
with the latest European machines.
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RECOGNITIONS
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Annual Report 2021 | 27
2. Governance
BOARD OF DIRECTORS
MUSADAQ ZULQARNAIN
Chairman / Non-Executive Director
Musadaq Zulqarnain is the Chairman of Interloop Limited, Interloop Dairies Limited and
Chairman & CEO of Interloop Holdings (Pvt.) Limited. He also serves on the Board of
Karandaz Pakistan and is the President of Interloop Welfare Trust and Lyallpur Literary
Council. He is also associated with The Citizens Foundation (TCF), the largest not-
for-profit organization providing primary and secondary education to underprivileged
children in Pakistan.
Musadaq is a development enthusiast and philanthropist, actively engaged in nurturing the youth of Pakistan by facilitating
education, women empowerment and sports. He has always been at the forefront in providing free health services for poor
patients and relief activities during natural disasters including the current pandemic.
NAVID FAZIL
Chief Executive Officer / Executive Director
Navid Fazil is a Founding Director and CEO of Interloop Limited. He also serves on
the Boards of TCPL and Interloop Holdings (Pvt.) Limited. He is the Vice President of
Interloop Welfare Trust which is engaged in numerous philanthropic activities across
the country.
Navid enjoys around three decades' experience as a business leader and entrepreneur
and has played a key role in developing Interloop Limited as one of the world's largest
Hosiery suppliers for top international brands and retailers, with an annual turnover of 331
Million USD. Being a progressive leader, he has spearheaded company’s expansion into
multi-category manufacturing including Denim, Knitwear and Seamless Apparel, endeavoring to
become a Full Family Clothing, Partner of Choice, for all. Under his leadership, Interloop Limited
stands today as the second largest textile exporter of Pakistan.
Navid is an Electrical Engineer and earned his Masters in Management from the University of Oxford, UK. Having a
technically trained and intellectual mind, he puts great emphasis on continuous improvement with special focus on Lean
Manufacturing, Research & Innovation and Sustainability. A strong supporter of Diversity, Inclusion and Sustainable Growth,
Navid is actively involved in many social responsibility programs, both professionally and personally. He is passionate about
protecting the environment for future generations and keenly follows developments in regenerative agriculture around the
world.
MUHAMMAD MAQSOOD
Executive Director
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TARIQ IQBAL KHAN
Independent Director
Tariq Iqbal Khan is an Independent Director on the Board of Interloop Limited and
is also serving on the Boards of various eminent listed and non-listed companies.
Previously, he has served on the Boards of multiple banks, pharmaceutical, chemical
& petroleum companies and as the Chairman of SNGPL and ARL, etc.
SHEREEN AFTAB
Non-Executive Director
Jahan Zeb Khan Banth is currently serving as a Non-Executive Director on the Board
of Interloop Limited. A chemical engineer by profession, Jahan Zeb was previously
working with Interloop Limited as Director Technical, strategically leading the
maintenance of Hosiery manufacturing equipment, expansion projects, BMR and
the Energy Division. Of the overall rich professional experience of 41 years, Jahan
Zeb has spent the last 23 years with Interloop.
An important milestone in his career; Saeed looked after enhancing the computerized
financial system on the IBM platform. He also supervised the implementation of Oracle
ERP System and conversion of data in a composite textile manufacturing and exports
company. Besides Finance & Accounts, he also developed SOPs for ISO 9000 certification and
systems, procedures & policies for business operations, management and organizational development, etc. While in overseas
employment, Saeed had been a member of a huge computerization project in the mid 80s and was responsible for system
assurance and financial data handling by the computer system. He was also responsible for cost management and control of
the contracted projects.
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MANAGEMENT COMMITTEE
NAVID FAZIL
Chief Executive Officer /
Executive Director
FARYAL SADIQ
Vice President Sales & Marketing
YAQUB AHSAN
Chief Information Officer
MUHAMMAD MAQSOOD
President / Group CFO
MASOOMA ZAIDI
Vice President Hosiery Sales
AZHAR SADIQ
President Hosiery
AQEEL AHMAD
Vice President People & OD
ZAIN SADIQ
Vice President Operations
TAYAB MASOOD
Vice President Apparel
FEROZE AHMED
Vice President Denim
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Independent Directors, fully participated and contributed
to the decision making process of the Board. The Board
performed its duties and responsibilities diligently, inter
alia, by:
• Ensuring that Mission, Vision, and Values of the
Company are being followed;
• Effectively guiding the Company in its strategic
affairs;
• Setting annual goals and targets for the
management;
• Overseeing management’s performance and
focusing on major risk areas;
• Evaluating significant investments;
• Ensuring high standards of Corporate Governance
to preserve stakeholders’ value;
Musadaq Zulqarnain
Chairman
Faisalabad,
September 15, 2021
The Directors of Interloop Limited (‘the company’ or ‘ILP’) are pleased to present the
Annual Report together with the audited Financial Statements and Auditors’ Report
thereon for the year ended June 30, 2021.
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2021 2020
(Rs. in Millions)
The company is focused on maintaining its growth momentum in the long run. The management is acutely monitoring
its resources to reap the maximum benefits for its Stakeholders. This involves optimizing revenue generation using both;
key financial indicators and strategic indicators that provide a meaningful assessment of our performance against the
strategy.
VERTICAL ANALYSIS
Category 2021 2020
% %
EBITDA
2020 %
Profit before tax
2021 %
Operating profit
Gross profit
The details of the business segments of the company are gratuity scheme for its management/non-
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the Listed Companies (Code of Corporate Governance) Regulations, 2019. A statement to this effect is annexed with
this annual report.
• Independent Directors 2
• Other Non-Executive Directors 3
• Executive Directors 2
During the year, Eight (8) Board meetings were held. The names of Directors and the number of meetings attended by
each Director are as follows:
Meetings
Name(s) of Director(s)
Attended
Musadaq Zulqarnain Chairman/Non-Executive Director 8
Navid Fazil Chief Executive Officer/ Executive Director 8
Jahan Zeb Khan Banth Non-Executive Director 8
Muhammad Maqsood Group CFO/Executive Director 8
Shereen Aftab Non-Executive Director 1
Saeed Ahmad Jabal Independent Director 8
Tariq Iqbal Khan Independent Director 8
FEMALE DIRECTOR
Shereen Aftab is the only female Director on the Board of Directors of the company.
BOARD COMMITTEES
The Board of Directors has constituted Board’s Audit Committee (AC), Human Resource & Remuneration Committee
(HR&R), Nomination Committee (NC) and Risk Management Committee (RMC) as follows:
Meetings
Name(s) of Committee Members
Attended
Tariq Iqbal Khan ( Chairman) 9
Saeed Ahmad Jabal 9
Jahan Zeb Khan Banth 8
Meetings
Name(s) of Committee Members
Attended
Saeed Ahmad Jabal ( Chairman) 6
Navid Fazil 6
Jahan Zeb Khan Banth 6
Meetings
Name(s) of Committee Members
Attended
Tariq Iqbal Khan (Chairman) 1
Muhammad Maqsood 1
Yaqub Ahsan 1
Syed Hamza Gillani 1
BOARD EVALUATION
As required under the Code of Corporate Governance, The assessment of the Board is conducted against the
the Board conducts a self-evaluation of its performance defined parameters including but not limited to the
on an annual basis. The evaluation also includes the overall structure and size of the Board, integrity, credibility
assessment of the performance of the Executive Directors, and trustworthiness in decision making, clarity in setting
Independent Directors, and its Sub Committees. The the Board’s own performance targets, preparedness
Board of Directors believe that a continuous assessment for the Board meetings, agility and effectiveness of the
is critical to measure how effectively the Board has Board and quality of contribution by the members.
performed against the objectives and goals that they
have set for themselves. Based on the results, the areas The overall performance of the Board and its sub-
of improvements are identified, and corrective action committees measured on the basis of approved criteria
plans are prepared. remained satisfactory.
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The overall performance of the Board and its sub- addresses any specific questions by the Board members.
committees measured on the basis of approved criteria The performance of the CEO is assessed through the
remained satisfactory. evaluation system set by the company. The principle factors
of evaluation include financial performance, business
DIRECTORS' TRAINING PROGRAM processes, compliance, business excellence and people
management.
All Directors are fully conversant with their duties and
responsibilities as Directors of corporate bodies. By
June 30, 2021, all Directors had acquired the prescribed
CHAIRMAN'S REVIEW
certification under Directors Training Program or are The Chairman’s review included in the Annual Report deals
exempt from the Directors’ Training Program by virtue inter-alia with the economic outlook, performance of the
of experience as per the requirements of the Companies company, role of the Board of Directors & future prospects
Listed (Code of Corporate Governance) Regulations, 2019 and uncertainties.
that meet the criteria specified by the Commission and
approved by it. REVIEW OF RELATED PARTIES
TRANSACTIONS
The Board is kept up-to-date on legal, regulatory
The company has executed all transactions with its related
and governance matters through regular papers and
parties at an arm’s length price except where it has been
briefings from the company Secretary and presentations
disclosed in the financial statements. In compliance with
by internal and external advisors. Directors are
the Companies Listed (Code of Corporate Governance)
responsible for upholding the Corporate Governance
Regulations, 2019 and applicable laws and regulations,
and giving the company a strategic direction. To
details of all related party transactions are placed before
optimize the effectiveness of the Board, it is pertinent
the Audit Committee and upon recommendation of the
for new members to learn about the dynamics and
Audit Committee, the same are placed before the Board
operations of the company. Your company conducts
for review and approval. For information on transaction
various training programs to make sure that the entire
with the related party in 20020-21, please refer to the
Board is aligned with the Organization’s Mission and
Notes to the Financial Statements.
Corporate Governance.
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through various briefing sessions during the year. The to get its team members vaccinated against COVID-19.
activities of the company are updated on its website at The company Management would like to place on record
www.interloop-pk.com, on timely basis. and appreciate the support extended by the Government
of Punjab and the Provincial Health Department for a mass
CORPORATE BRIEFING SESSION (CBS) vaccination drive conducted at the company’s premises.
The company has implemented the security management towards supporting growth and employment during the
system, has well-established disaster recovery / business pandemic. The same policy continued during FY 2020-21,
continuity plan and data backup to cope with any which has supported the economic recovery while keeping
unwarranted event, along with the analysis of the inflation expectations under control and safeguarding
preventive measures specific for site. It has also taken into financial stability. This policy provides inexpensive source of
consideration every possible aspect of safety measures Short term/Long term financing for the company and has
during construction and erection of building and plant. significantly improved the bottom line of company in the
Further, the company has complete insurance cover in current financial year. A special mention needs to be made
case of any catastrophic incident to enable the company about the ingenuity of the SBP in taking charge of the
to restate at its position. monetary policy at the right time and restoring confidence
among the business community along with introduction
of the Temporary Economic Relief Facility (TERF) which
APPOINTMENT OF STATUTORY
mobilized human and financial capital to push forward
AUDITORS
expansion plans.
The present auditors M/S. Kreston Hyder Bhimji &
company, Chartered Accountants have completed their FBR tax collection has witnessed a significant growth owing
tenure for the year (FY 2020-21) and will be retiring at the to the revival of domestic economic activity and ongoing
conclusion of the forthcoming Annual General Meeting comprehensive tax policy and administrative reforms.
(AGM). Being eligible, they have offered themselves for Sales tax refunds are processed with the short improved
re-appointment. The Audit Committee has recommended procedures making it easy for the company. In addition to
their re-appointment as auditors of the company for the these, Duty Drawback on Local Taxes & Levies (DLTL) is also
year (FY 2021-22). an excellent scheme from the government to support the
exporters in efficient financial management.
COVID-19 EFFECTS AND MEASURES
Interloop Limited continues to operate as a going concern To revive the forest cover and wildlife resources in
despite challenges posed by the COVID-19 Pandemic. Pakistan, the government has launched the Ten Billion
We are pleased to announce that the company has been Tree Tsunami Programme. Interloop Limited has supported
able to maintain strict SOPs for combating the COVID-19 the government initiative by planting a number of trees
pandemic and to keep the team and the workplace safe through its employees. Different types of trees have been
under these challenging circumstances. The company planted at different locations sequestration helping off-set
continues to keep the health and safety of its employees GHG emissions.
as its top priority and has pursued an aggressive strategy
The Board of Directors in its meeting held on • Significant Size in the World Market
September 15, 2021 has proposed final cash • End to End Services
dividend for the year ended June 30, 2021 @ Rs.1 • Engaged Employees
per share, for approval of the members in the • Serving the Community
Annual General Meeting.
The company is planning to expand its operations to
ii. Bonus Shares
achieve the set targets by addition of Hosiery Plant and
The Board of Directors in its meeting held on Denim Fabric Mill. Further planning to increase the capacity
September 15, 2021 has proposed the issue of of manufacturing in all segments focusing from infant to
bonus shares in the proportion of 3% i.e., 3 bonus adult customer.
shares for every 100 shares held, for the year ended
June 30, 2021, for approval of the members in the Interloop Limited has elevated its commitment to the
Annual General Meeting. environment by joining the Fashion Industry’s Charter for
Climate Action to drive net-zero GHG emissions by 2050.
MATERIAL CHANGES DURING THE We will work towards a target of 25% GHG emission
CURRENT YEAR reductions by FY2026. We are also functioning on reducing
water consumption by 25%, diverting 100% of our waste
The company had the following material events during the
from landfills and ensuring Zero Discharge of Hazardous
FY 2020-21;
Chemicals.
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getting premium on selling prices, we will continue to upgrade plant and machinery with the prime objective of reducing
imbalance and inefficiencies, reducing utilities and maintenance requirements and develop our human capital.
ACKNOWLEDGMENT
The achievements of the company are a mirror image of the unrelenting commitment and contribution of its employees,
and the trust of its clients, suppliers, service carriers and Shareholders. The company recognizes and offers gratitude to
all stakeholders for the confidence reposed in it.
Faisalabad
September 15, 2021
2020 %
Profit before tax
2021 %
Operating profit
Gross profit
54 |
Annual Report 2021 | 55
STATEMENT OF COMPLIANCE
Listed Companies (Code of Corporate Governance)
Regulations, 2019
Name of Company : Interloop Limited
The company has complied with the requirements of the Regulations in the following manner:
1. The total number of directors are seven (7) as per the following:
CATEGORY NAMES
Tariq Iqbal Khan
Independent Directors
Saeed Ahmad Jabal
Other Non-executive Directors Musadaq Zulqarnain
(excluding female director) Jahan Zeb Khan Banth
Navid Fazil
Executive Directors
Muhammad Maqsood
Female Directors
Shereen Aftab
(Non-Executive)
Note: For a Board comprising of seven member, one-third equates to 2.33. Two independent directors have
been appointed, however, the fraction of 0.33 in such one-third is not rounded up as one since the fraction is
below half (0.5);
3. The directors have confirmed that none of them is serving as a director on more than seven listed companies,
including this company;
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. The Board has ensured that complete record of particulars of the significant policies along with
their date of approval or updating is maintained by the company;
6. All the powers of the Board have been duly exercised and decisions on relevant matters have been taken by
the Board/Shareholders 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 circulating minutes of meeting of the Board;
8. The Board has a formal policy and transparent procedures for remuneration of directors, in accordance with
the Act and these Regulations;
9. All the directors are either exempt or have acquired the prescribed certification under Directors’ Training
Program specified and approved by the Commission. Supplemental to that, one female executive also
obtained Directors’ Training Program Certification from ICAP during the fiscal year under consideration;
10. The Board has approved the appointment of the Chief Financial Officer, Company Secretary, and Head of
Internal Audit, including their remuneration and terms and conditions of employment and complied with
relevant requirements of the Regulations;
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11. Chief Financial Officer and Chief Executive Officer duly endorsed the financial statements before approval
of the Board;
12. The Board has formed committees comprising of members given below:
A) AUDIT COMMITTEE
13. The terms of reference of the aforesaid committees have been formed, documented and advised to the
committee for compliance;
14. The frequency of meetings (quarterly/half yearly/yearly) of the committees was as follows:
a) Audit Committee – Quarterly
b) Human Resource and Remuneration Committee – On requirement basis
c) Nomination Committee - On requirement basis
d) Risk Management Committee – On requirement basis
15. The Board has set up an effective Internal Audit function which comprises of professionals suitably qualified
and experienced for the purpose, and are conversant with the policies and procedures of the company;
Faisalabad
September 15, 2021
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INDEPENDENT
REVIEW REPORT TO THE
MEMBERS ON STATEMENT
OF COMPLIANCE
Review Report on the Statement of Compliance Contained In Listed Companies
(Code of Corporate Governance) Regulations, 2019
We have reviewed the enclosed Statement of Compliance with the Listed Companies (Code of Corporate Governance)
Regulation, 2019 (the Regulations) prepared by the Board of Directors of Interloop Limited (the company) for the year
ended June 30, 2021, in accordance with the requirements of regulation 36 of the Regulations.
The responsibility for compliance with the Regulations is that of the Board of Directors of the company. Our Responsibility
is to review whether the Statement of Compliance reflects the status of the company’s compliance with the provisions of
the Regulations and report if it does not and to highlight any non-compliance with the requirements of the Regulations.
A review is limited primarily to inquiries of the company’s personnel and review of various documents prepared by the
company to comply with the Regulations.
As a part of our audit of the financial statements we are required to obtain an understanding of the accounting and internal
control system sufficient to plan the audit and develop an effective audit approach. We are not required to consider
whether the Board of Directors’ Statement on internal control covers all risks and controls or to form an opinion on the
effectiveness of such internal controls, the company’s corporate governance procedures and risks.
The Regulations require the company to place before the Audit Committee, and upon recommendations of the Audit
Committee place before the Board of Directors for their review and approval, its related party transactions. We are only
required and have ensured compliance of this requirement to the extent of the approval of the related party transactions
by the Board of Directors upon recommendation of the Audit Committee.
Based on our review, nothing has come to our attention which causes us to believe that the Statement of Compliance
does not appropriately reflect the company’s compliance, in all material respects, with the requirements contained in the
Regulations as applicable to the company for the year ended June 30, 2021.
KRESTON HYDER BHIMJI & CO.
DATED: September 15, 2021 CHARTERED ACCOUNANTS
FAISALABAD Engagement Partner: Syed Aftab Hameed
RISK GOVERNANCE
The company’s Board of Directors is also responsible for establishing an effective risk management framework and
provides oversight through the Board Committees. The Risk Management Committee assists the Board, primarily
for monitoring and approving the risk policies and associated risk management frameworks. The Risk Management
Committee is also responsible for:
• Reviewing and approving the Corporation’s The Audit Committee monitors financial and
risk appetite statement on an annual basis and regulatory compliance risks and the internal audit
approving any material amendment to the risk function provides independent and objective analysis
appetite statement of the company’s controls and governance processes.
The Human Resource & Remuneration Committee
• Reviewing and approving the Contingency Funding
reviews succession planning for the availability of the
Plan at least annually, and approving any material
adequate competent human resource for key company
revisions to this plan before implementation
operations and assesses compensation programs to
• Reviewing significant risk exposures and the evaluate the risk of escalation of expense on salaries
steps that management has taken to identify, & wages.
measure, monitor, control, and report such
exposures, including risks such as credit, market, The responsibility for monitoring and control of
liquidity, operational (which includes fiduciary and risks has been delegated to the management of
technology risks), strategic, and model and risks the company. The Management Committee (MC),
associated with incentive compensation plans comprising the CEO and Senior Management of
• Evaluating risk exposure and tolerance the company is responsible for supervising risk
identification and management & implementation of
• Reviewing and evaluating the company’s practices
the policy & procedures, all across the organization.
concerning risk assessment and risk management
All Functions of the company identify and evaluate
• Reviewing significant issues identified by Risk and risks related to their areas, devise suitable mitigating
Compliance and the Internal Audit Department strategies, and report any modifications or additions
concerning the risk management and compliance to MC, on regular basis.
activities of the Corporation, together with
management's responses and follow-up to these
reports
• Reviewing significant examination reports and
associated matters identified by regulatory
authorities relating to risk management and
compliance issues, and management's responses
62 |
RISKS & MITIGATION STRATEGIES
Near Shoring
global brands and retailers.
Internal
Impact: M standards in place complying with international labor
Attrition Rate laws, however, we aim to go beyond the minimum, break
Likelihood: L the class barriers and empower our team members,
providing an equitable, inclusive and respectable
workplace, keeping our people motivated and engaged.
External
64 |
TYPES OF RISK RISK SOURCE NATURE MITIGATION STRATEGIES
Internal
Impact: M returns for shareholders. Therefore, the
Capital Risk company management diligently opts for
Likelihood: L the optimal capital structure to reduce the
cost of capital. The company maintains a low
leveraged capital structure and monitors the
capital structure based on the gearing ratio.
untapped opportunities.
Value Added
Human, Financial
to competitively source sustainable raw materials (organic,
and Social &
BCI, recycled), invest in technology and processes that
Relationship
minimize our impact on the environment (GHG emissions
Capital
reduction, water, and energy saving), and invest in upgrading
our people as well as community well-being.
66 |
LIQUIDITY RISK STRATEGY
LIQUIDITY AND CASH FLOW
MANAGEMENT STRATEGY
The company is diligently managing its cash flow stream average cost of capital and minimal reliance over
and has thoughtfully crafted its portfolio of investment external sources.
and borrowing. The management meticulously reviews
key financial ratios and adjusts the company strategy, INVESTMENTS AND PLACEMENT OF
maintaining financial discipline. In addition to that, FUNDS
the company maintains enough reserves along with
sufficient funded lines from the Financial Institutions. The company has strategically diversified its portfolio
overtime to maintain maximum returns while taking
prudent levels of risks and exposure. The company
LIQUIDITY GENERATION
prefers premium credit-rated institutions for investment
Internal cash generation is ensured through revenues and placement of funds to minimize liquidity and credit
and income from deposits / short term investments. risk and profitable returns are ensured by investments
Receipts from customers are effectively managed in the money market / Government securities, term
through optimized control on customers’ credit. The deposits with banks / financial institutions, and any
management diligently monitors operating cash flow other investment schemes to enhance profitability and
needs through effective cash flow forecasting. It increase shareholders’ return.
periodically evaluates planned vs actual results and
takes steps to keep it in line with plans. Furthermore, Further Liquidity risk-related information is given in
before taking external financing, the company carries Financial Statement Note No. 52.3
out in-depth cash flow forecasting and considers
optimal returns. This ensures optimum weighted
Profitability Ratios
Gross Profit Margin % 25.86 21.66 31.90 29.37 26.48 28.27
Net Profit Margin % 11.45 4.95 13.86 12.48 11.35 13.90
Return on Equity % 30.67 10.40 29.05 42.78 20.85 29.39
Liquidity Ratios
Current Ratio Times 1.22 1.14 1.27 0.86 1.26 1.53
Quick/Acid Test Ratio Times 0.77 0.59 0.84 0.56 0.85 0.97
Investment/Market Ratios
Earnings per share - basic Rs 7.21 2.06 6.67 5.10 3.95 4.81
Earnings per share - diluted Rs 7.21 2.06 6.67 5.10 3.95 4.81
Dividend Yield Ratio % 3.57 4.55 6.78 - - -
Cash dividend per share - declared Rs 2.50 2.00 3.00 5.00 5.21 3.03
Market Price - at year end Rs 70.03 43.92 44.27 - - -
Break up value per share Rs 23.52 19.81 20.50 47.78 76.04 65.70
Capital Structure
Leverage Ratio Times 1.50 1.27 0.93 2.04 0.74 0.62
Interest Cover Times 8.29 3.15 7.09 10.62 10.81 10.44
Operating Cycle Days 135.56 144.66 124.04 117.58 103.86 106.47
70 |
LAST SIX YEARS
STATEMENT OF
FINANCIAL POSITION
Particulars 2021 2020 2019 2018 2017 2016
Rupees in '000
Assets
Non Current Assets
Property, plant and equipment 26,193,029 22,744,239 18,256,474 15,451,969 13,639,799 11,710,739
Intangible Asset 209,623 171,459 66,161 42,410 47,205 34,923
Long term investments - 1,853,735 1,008,735 380,549 1,400,159 1,400,159
Long term loans 144,673 113,823 65,762 60,747 50,027 63,227
Long term deposits 60,478 38,337 28,019 25,055 29,372 48,356
Total non current assets 26,607,803 24,921,593 19,425,151 15,960,730 15,166,563 13,257,404
Current Assets
Stores and spares 1,199,116 1,062,524 887,659 779,198 696,743 583,261
Stock in trade 11,276,308 8,810,625 6,282,491 5,121,718 3,565,881 3,176,741
Trade debts 15,052,940 7,207,391 8,247,740 7,293,008 4,814,220 4,778,114
Loan and advances 1,034,836 485,930 1,063,342 617,743 1,007,837 621,987
Prepayment and other receivables 318,708 193,182 194,544 179,864 480,505 227,858
Accrued Income 2,131 2,239 10,441 - - -
Tax refunds due from government 4,328,555 2,408,014 1,925,439 2,451,806 1,971,626 952,073
Short term investments 500,000 125,044 1,207,251 147,425 716,526 -
Deferred employee share
option compensation expense - - - 5,014 968 -
Cash and bank balances 374,442 150,787 1,538,564 193,687 58,599 51,374
Total non current liabilities 21% 65% 46% 20% -21% -21%
Current liabilities
Trade and other payables 83% -15% 31% 50% -16% 32%
Dividend payable 36% -98% -72% 100% 0% 0%
Accrued mark up 16% 73% -20% 66% -7% -47%
Short term borrowings 37% 22% -23% 99% 135% -36%
Derivative financial instruments 100% 0% 0% 0% 0% 0%
Current portion of non current liabilities 532% -68% 29% -4% -22% 16%
72 |
VERTICAL ANALYSIS ON
STATEMENT OF
FINANCIAL POSITION
Particulars 2021 2020 2019 2018 2017 2016
Percentage
Assets
Non Current Assets
Property, plant and equipment 43% 50% 44% 47% 48% 50%
Intangible Asset 0% 0% 0% 0% 0% 0%
Long term investments 0% 4% 2% 1% 5% 6%
Long term loans 0% 0% 0% 0% 0% 0%
Long term deposits 0% 0% 0% 0% 0% 0%
Total non current assets 43% 54% 46% 48% 53% 56%
Current Assets
Stores and spares 2% 2% 2% 2% 2% 2%
Stock in trade 19% 19% 15% 16% 12% 14%
Trade debts 25% 16% 21% 23% 17% 20%
Loan and advances 2% 1% 3% 2% 4% 3%
Prepayment and other receivables 0% 1% 1% 1% 2% 1%
Accrued Income 0% 0% 0% 0% 0% 0%
Tax refunds due from government 7% 5% 5% 7% 7% 4%
Short term investments 1% 1% 3% 0% 3% 0%
Deferred employee share option
compensation expense 0% 0% 0% 0% 0% 0%
Cash and bank balances 1% 1% 4% 1% 0% 0%
HORIZONTAL ANALYSIS ON
STATEMENT OF PROFIT OR LOSS
Particulars 2021vs 2020 2020 vs 2019 2019 vs 2018 2018 vs 2017 2017 vs 2016 2016vs 2015
Percentage
Sales - net 51% -3% 20% 17% 1% 9%
Gross Profit 81% -34% 31% 30% -6% 32%
Operating expenses 34% -17% 19% 32% 14% 42%
Profit from operations 147% -49% 43% 28% -19% 26%
Finance cost 1% 14% 106% 23% -17% -47%
Profit before taxation 225% -61% 35% 29% -20% 51%
Taxation 82% 41% 89% 16% -52% 175%
Profit for the year 250% -65% 34% 29% -18% 47%
VERTICAL ANALYSIS ON
STATEMENT OF PROFIT OR LOSS
Particulars 2021 2020 2019 2018 2017 2016
Percentage
Sales - net 100% 100% 100% 100% 100% 100%
Gross Profit 25.86% 21.66% 31.90% 29.37% 26.48% 28.27%
Operating expenses -11.27% -12.70% -14.78% -14.95% -13.27% -11.76%
Profit from operations 14.59% 8.96% 17.12% 14.42% 13.22% 16.51%
Finance cost -2.09% -3.13% -2.66% -1.55% -1.48% -1.80%
Profit before taxation 12.50% 5.83% 14.46% 12.86% 11.74% 14.71%
Taxation -1.06% -0.88% -0.60% -0.39% -0.39% -0.81%
Profit for the year 11.45% 4.95% 13.86% 12.48% 11.35% 13.90%
74 |
LAST SIX YEARS
STATEMENT OF CASH FLOWS
Particulars 2021 2020 2019 2018 2017 2016
Rupees in '000
Cash Flows from Operating Activities (707,684) 2,602,454 5,856,137 (2,790,766) 1,238,798 5,310,648
Cash Flows from Investing Activities (4,618,250) (7,283,840) (5,224,627) (4,467,281) (3,152,722) (1,526,224)
Cash Flows from Financing Activities 5,413,852 2,477,398 1,654,622 7,369,132 1,945,152 (3,775,710)
Net increase/(decrease) in cash and 87,918 (2,203,988) 2,286,132 111,085 31,228 8,714
cash equivalents
HORIZONTAL ANALYSIS ON
STATEMENT OF CASH FLOWS
Particulars 2021vs 2020 2020 vs 2019 2019 vs 2018 2018 vs 2017 2017 vs 2016 2016vs 2015
Percentage
Cash Flows from Operating Activities -127% -56% 310% -325% -77% 50%
Cash Flows from Investing Activities 37% -39% -17% -42% -107% 42%
Cash Flows from Financing Activities 119% 50% -78% 279% 152% -294%
Net increase/(decrease) in cash and
104% -196% 1958% 256% 258% 116%
cash equivalents
VERTICAL ANALYSIS ON
STATEMENT OF CASH FLOWS
Particulars 2021 2020 2019 2018 2017 2016
Percentage
Cash Flows from Operating Activities -805% -118% 257% -2512% 3967% 60941%
Cash Flows from Investing Activities -5253% 330% -229% -4021% -10096% -17514%
Cash Flows from Financing Activities 6158% -112% 72% 6633% 6229% -43327%
Net (decrease) / increase in cash and
100% 100% 100% 100% 100% 100%
cash equivalents
COMPANY’S PREPAREDNESS TO
Vision 2020 was our previous five years’ strategy, ending
RESPOND TO CRITICAL CHALLENGES
June 2021. Our ambition to drive top line growth through
value addition, process improvement and nourishing talent The company has a robust Business Continuity Plan and
proved successful as we diversified our business launching is well equipped to respond to critical challenges and
new categories. We came very close to our financial uncertainties as and when they arise. A recent example is
ambition and have laid a solid foundation for our next five managing the COVID-19 crisis during which Interloop had
years’ strategy. put together and executed the Pandemic Recovery Plan
and kept its employees safe and healthy, got more than
FORWARD LOOKING STATEMENT 94% employees vaccinated ensuring business continuity.
The Management regularly reviews the risk matrix to
Vision 2025 charts out our strategy from July 2021 to June
update mitigation strategies and stay ahead of the curve.
2026. It is guided by our CUSTOMER FIRST approach with
78 |
Annual Report 2021 | 79
6. Sustainability &
Corporate Social
Responsibility
PEOPLE
ACHIEVEMENTS VS TARGETS 2021
*Approximate Figure **Children enrolled so far *** In FY2021, Literary Events were conducted virtually due to COVID-19 pandemic
GOAL 2025
A diverse, inclusive and engaged workforce
creating a high performing organization
82 |
PLANET
ACHIEVEMENTS VS TARGETS 2021*
* Hosiery Only
GOAL 2025
Lead the way in responsible manufacturing
meeting highest standards of environmental
& social performance
Reduce
Carbon Footprint Increase use of
Reduce water
25% consumption by
sustainable raw
materials upto
reduction in GHG
Emissions 25% 70%
g=a-b-c-d-
Economic Value Retained 4,039 55
e-f
84 |
CERTIFICATIONS
ENVIRONMENTAL
SOCIAL OTHERS
MEMBERSHIPS
Opinion
We have audited the annexed financial statements of Interloop Limited (“the Company”), which comprise the statement
of financial position as at June 30, 2021, the statement of profit or loss, the statement of comprehensive income, the
statement of changes in equity, the statement of cash flows for the year then ended and notes to the financial statements
including a summary of significant accounting policies and other explanatory information, and we state that we have
obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the
purpose of the audit.
In our opinion and to the best of our information and according to the explanations given to us, the statement of financial
position, the statement of profit or loss, the statement of comprehensive income, the statement of changes in equity and
the statement of cash flows together with the notes forming part thereof conform Accounting and Reporting Standards
as applicable in Pakistan, and, give the information required by the Companies Act, 2017 (XIX of 2017), in the manner so
required and respectively give a true and fair view of the state of the Company’s affairs as at June 30, 2021 and of the
profit, total comprehensive income, the changes in equity and its cash flows for the year then ended.
Office No.1, 2nd Floor, Legacy Tower, Kohinoor City, Faisalabad-Pakistan. Phone: + 92-41-8731632, 8731650
Email: [email protected] Website: www.krestonhb.com
Other offices: Karachi, Lahore, Islamabad.
A member of Kreston International- A Global Network of Independent Accounting Firms
89
S. No Key Audit Matter(s) How the Matter was addressed in audit
• Assessing procedures designed by management
to comply with the debt covenants and performing
covenant tests on sample basis.
90
S. No Key Audit Matter(s) How the Matter was addressed in audit
3. Inventory existence and valuation (Refer notes 12 and 13 to the financial statements)
The company has significant levels of inventories Our audit procedures over existence and valuation of
amounting to Rs. 12.475 billion as at the reporting inventory included, but were not limited to:
date, being 21% of the total assets of the Company.
• To test the quantity of inventories at all locations,
There is a risk in estimating the eventual NRV of items we assessed the corresponding inventory
held, as well as assessing which items may be slow- observation instructions and participated in
moving or obsolete. inventory counts on sites. Based on samples,
we performed test counts and compared the
The Company’s principal accounting policy on stores quantities counted by us with the results of the
and spares and stock in trade are disclosed in notes – counts of the management;
6.6 and 6.7 to the financial statements.
• For a sample of inventory items, re-performed the
The significance of the balance coupled with the weighted average cost calculation and compared
judgments and estimates involved on their valuation the weighted average cost appearing on valuation
has resulted in the inventories being considered as a sheets;
key audit matter.
• We tested that the ageing report used by
management correctly aged inventory items by
agreeing a sample of aged inventory items to the
last recorded invoice;
91
Information Other than the Financial Statements and Auditor’s Report Thereon
Management is responsible for the other information. The other information comprises the information included in the
annual report, but does not include the financial statements and auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained
in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that
there is a material misstatement of this other information; we are required to report that fact. We have nothing to report
in this regard.
Responsibilities of Management and the Board of Directors for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with
accounting and reporting standards as applicable in Pakistan, the requirements of the Companies Act, 2017 (XIX of 2017)
and for such internal control as management determines is necessary to enable the preparation of financial statements
that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting
unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to
do so.
The Board of Directors is responsible for overseeing the Company’s financial reporting process.
As part of an audit in accordance with ISAs as applicable in Pakistan, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Company’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on
the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may
cause the Company to cease to continue as a going concern.
92
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.
We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide to the Board of Directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of most significance
in the audit of the financial statements of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
a) proper books of account have been kept by the Company as required by the Companies Act, 2017 (XIX of 2017);
b) the statement of financial position, the statement of profit or loss, the statement of comprehensive income, the
statement of changes in equity and the statement of cash flows together with the notes thereon have been drawn
up in conformity with the Companies Act, 2017 (XIX of 2017) and are in agreement with the books of account and
returns;
c) investments made, expenditure incurred and guarantees extended during the year were for the purpose of the
Company’s business; and
d) zakat deductible at source under the Zakat and Ushr Ordinance, 1980 (XVIII of 1980), was deducted by the
Company and deposited in the Central Zakat Fund established under section 7 of that Ordinance.
The engagement partner on the audit resulting in this independent auditor’s report is Syed Aftab Hameed - FCA.
93
STATEMENT OF
FINANCIAL POSITION
As at June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
ASSETS
NON CURRENT ASSETS
Property, plant and equipment 7 26,193,029 22,744,239
Intangible assets 8 209,623 171,459
Long term investments 9 – 1,853,735
Long term loans 10 144,673 113,823
Long term deposits 11 60,478 38,337
26,607,803 24,921,593
CURRENT ASSETS
Stores and spares 12 1,199,116 1,062,524
Stock in trade 13 11,276,308 8,810,625
Trade debts 14 15,052,940 7,207,391
Loans and advances 15 1,034,836 485,930
Prepayment and other receivables 16 318,708 193,182
Accrued income 17 2,131 2,239
Tax refunds due from Government 18 4,328,555 2,408,014
Short term investments 19 500,000 125,044
Cash and bank balances 20 374,442 150,787
34,087,036 20,445,736
TOTAL ASSETS 60,694,839 45,367,329
EQUITY AND LIABILITIES
SHARE CAPITAL AND RESERVES
Authorized share capital 21 10,000,000 10,000,000
Issued, subscribed and paid up capital 22 8,721,975 8,721,975
Reserves 23 3,791,602 3,791,602
Unappropriated profit 8,001,035 4,766,115
20,514,612 17,279,692
NON CURRENT LIABILITIES
Long term financing 24 8,213,978 6,861,130
Lease liabilities 25 152,969 102,158
Deferred liabilities 26 3,816,001 3,140,682
12,182,948 10,103,970
CURRENT LIABILITIES
Trade and other payables 27 5,551,641 3,031,231
Unclaimed dividend 4,004 2,952
Accrued mark up 28 221,674 191,136
Short term borrowings 29 19,636,066 14,354,861
Derivative financial instruments 33,074 –
Current portion of non current liabilities 30 2,550,820 403,487
27,997,279 17,983,667
CONTINGENCIES AND COMMITMENTS 31 – –
TOTAL EQUITY AND LIABILITIES 60,694,839 45,367,329
The annexed notes 1 to 55 form an integral part of these financial statements.
94
STATEMENT OF
PROFIT OR LOSS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
Earnings per share - basic and diluted (Rupees) 40 7.21 2.06
The annexed notes 1 to 55 form an integral part of these financial statements.
95
STATEMENT OF
COMPREHENSIVE INCOME
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
96
STATEMENT OF
CHANGES IN EQUITY
For the year ended June 30, 2021
(Rupees ‘000)
97
STATEMENT OF
CASH FLOWS
For the year ended June 30, 2021
2021 2020
(Rupees ‘000) (Rupees ‘000)
98
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
99
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
100
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
iii. are not intended to provide relief from any other consequences arising from interest rate
benchmark reform (if a hedging relationship no longer meets the requirements for hedge
accounting for reasons other than those specified by the amendments, discontinuation of
hedge accounting is required);
iv. and require specific disclosures about the extent to which the entities’ hedging relationships
are affected by the amendments.
The amendments do not have any significant impact on these financial statements.
– Amendment to IFRS 16, ‘Leases’ - Covid-19-Related Rent Concessions (effective for annual
period beginning on or after June 01, 2020):
The changes in Covid-19-Related Rent Concessions (Amendment to IFRS 16) amend IFRS 16 to
provide lessees with an exemption from assessing whether a COVID-19-related rent concession is a
lease modification; require lessees that apply the exemption to account for COVID-19-related rent
concessions as if they were not lease modifications; require lessees that apply the exemption to
disclose that fact; and require lessees to apply the exemption retrospectively in accordance with IAS
8, but not require them to restate prior period figures. The amendment does not have any impact
on these financial statements.
– Amendments to IAS 1, ‘Presentation of financial statements’, and IAS 8, ‘Accounting policies,
changes in accounting estimates and errors’ (effective for the Company’s annual period
beginning on or after January 01, 2020):
These amendments and consequential amendments to other IFRSs:
(i) use a consistent definition of materiality throughout IFRSs and the Conceptual Framework for
Financial Reporting;
(ii) clarify the explanation of the definition of material; and
(iii) incorporate some of the guidance in IAS 1 about immaterial information.
101
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
The amendments do not have any significant impact on these financial statements.
– Amendment to IFRS 3 ‘Business Combinations’ – Definition of a Business (effective for business
combinations for which the acquisition date is on or after the beginning of annual period
beginning on or after January 01, 2020):
The IASB has issued amendments aiming to resolve the difficulties that arise when an entity
determines whether it has acquired a business or a group of assets. The amendments clarify that
to be considered a business, an acquired set of activities and assets must include, at a minimum,
an input and a substantive process that together significantly contribute to the ability to create
outputs. The amendments include an election to use a concentration test. The amendment does
not have any significant impact on these financial statements.
During the year certain other amendments to standards or new interpretations became effective,
however, the amendments or interpretations did not have any material effect on these financial
statements of the Company.
4.2 Standards, interpretations and amendments to approved accounting standards that are issued but
not yet effective and have not been early adopted by the Company
– Amendment to IAS 16 ‘Property, Plant and Equipment’ - Proceeds before Intended Use
(effective for annual period beginning on or after January 01, 2022):
The amendment prohibit deducting from the cost of an item of property, plant and equipment
any proceeds from selling items produced while bringing that asset to the location and condition
necessary for it to be capable of operating in the manner intended by management. Instead, an
entity recognizes the proceeds from selling such items, and the cost of producing those items, in
profit or loss. The amendment is not likely to have an impact on the Company’s financial statements.
– Amendment to IAS 37 ‘Provisions, Contingent Liabilities and Contingent Assets’ - Onerous
Contracts - Cost of Fulfilling a Contract (effective for annual period beginning on or after
January 01, 2022):
The amendment specify that the ‘cost of fulfilling’ a contract comprises the ‘costs that relate directly
to the contract’. Costs that relate directly to a contract can either be incremental costs of fulfilling
that contract (examples would be direct labour, materials) or an allocation of other costs that relate
directly to fulfilling contracts (an example would be the allocation of the depreciation charge for an
item of property, plant and equipment used in fulfilling the contract). The amendment is not likely
to have an impact on the Company’s financial statements.
– Amendments to IFRS 3, ‘Business Combinations’ - Reference to the Conceptual Framework
(effective for the Company’s annual period beginning on January 01, 2022):
The amendments are intended to replace a reference to the Framework for the Preparation
and Presentation of Financial Statements, issued in 1989 with a reference to the Conceptual
Framework for Financial Reporting, that was issued in March 2018, without significantly changing
its requirements. In addition, the Board added an exception to the recognition principle of IFRS 3 to
avoid the issue of potential ‘day 2’ gains or losses arising for liabilities and contingent liabilities and
it clarified existing guidance in IFRS 3 for contingent assets. The amendment is not likely to have an
impact on the Company’s financial statements.
– Amendments to IAS 8, ‘Accounting policies, changes in accounting estimates and errors’ -
Definition of Accounting Estimates (effective for the Company’s annual period beginning on
January 01, 2023):
The amendments replace the definition of a change in accounting estimates with a definition of
accounting estimates. Under the new definition, accounting estimates are “monetary amounts in
financial statements that are subject to measurement uncertainty”. Entities develop accounting
estimates if accounting policies require items in financial statements to be measured in a way that
involves measurement uncertainty. The amendments clarify that a change in accounting estimate
that results from new information or new developments is not the correction of an error. The
Company is yet to assess the full impact of the amendment.
102
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
103
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates
are recognized in the period in which the estimates are revised if the revision affects only that period, or in the
period of the revision and future periods. Judgments made by management in application of the approved
accounting standards that have significant effect on the financial statements and estimates with a significant
risk of material adjustments in the next year are discussed in respective policy notes. The areas where various
assumptions and estimates are significant to the Company’s financial statements or where judgment was exercised
in application of accounting policies are as follows:
Estimate of useful life of operating fixed assets - note 6.1
Estimated useful life of intangible assets - note 6.3
Impairment of non-financial assets - note 6.4
Stores and spares - note 6.6
Stock-in-trade - note 6.7
Estimation used in right of use asset and corresponding lease liability - note 6.10
Staff retirement benefits - note 6.12
Provisions - note 6.15
Contingencies - note 6.16
Taxation - note 6.20
Impairment of Financial Assets - note 6.25.1
6. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
6.1 Operating fixed assets and depreciation
Operating fixed assets, except freehold land which is stated at cost, are stated at cost less accumulated
depreciation and identified accumulated impairment loss, if any. Cost comprises acquisition and other
directly attributable costs.
Depreciation is calculated at the rates stated in note - 7.1 applying reducing balance method. The
useful life and residual value of major components of operating fixed assets are reviewed annually to
determine that expectations are not significantly different from the previous estimates. Adjustment in
depreciation rate for current and future periods is made if expectations are significantly different from
the previous estimates. Depreciation is charged from the month when an asset becomes available for
use, whereas no depreciation is charged in the month of its disposal.
Expenditure, which enhances or extends the performance of operating fixed assets beyond its original
specification and its useful life, is recognized as a capital expenditure and is added to the cost of the
operating fixed assets. These are depreciated on reducing balance method at the rate mentioned in
note - 7.1.
An item of operating fixed asset and any significant part initially recognized is derecognized upon
disposal or when no future economic benefits are expected from its use or disposal. The gain or loss
arising on derecognition of an item of operating fixed asset is determined as the difference between the
sales proceeds and the carrying amounts of the asset and is recognized in the statement of profit or loss.
6.2 Capital work in progress
Capital work in progress is stated at cost less identified impairment loss, if any, and represents direct cost
of material, labour, applicable overheads and borrowing costs on qualifying assets. Transfers are made
to relevant property, plant and equipment category as and when assets are available for its intended
use.
6.3 Intangible assets - Computer software
Intangible assets are stated at cost less accumulated amortization and identified accumulated impairment
loss, if any. These are amortized using the reducing balance method at the rates given in note - 8.1.
Amortization on additions is charged from the month in which an intangible asset is acquired, while no
amortization is charged for the month in which intangible asset is disposed off.
104
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
Costs associated with maintaining computer software program are recognized as an expense as and
when incurred. Costs that are directly attributable to identifiable software and have probable economic
benefits exceeding one year, are recognized as an intangible asset at the time of initial recognition.
Direct costs include the purchase cost of software and related overhead costs.
Expenditure, which enhances or extends the performance of computer software beyond its original
specification and useful life, is recognized as a capital expenditure and added to the cost of the software.
These are amortized on reducing balance method at the rate mentioned in the relevant note.
6.3.1 Development costs
Development costs that are directly attributable to the design and testing of identifiable and unique
software products controlled by the Company are recognized as development cost in intangible assets.
Directly attributable costs that are capitalized as part of the software includes advance payments for the
software. Capitalized development costs are recorded as intangible assets and amortized from the point
at which the asset is ready for use.
6.4 Impairment of non-financial assets
The carrying amounts of the Company’s non-financial assets, other than stock in trade and stores and
spares, are reviewed at each reporting date to determine whether there is any indication of impairment.
If any such indication exists then the asset’s recoverable amount is estimated. For goodwill and intangible
assets that have indefinite lives or that are not yet available for use, recoverable amount is estimated at
each reporting date.
An impairment loss is recognized if the carrying amount of an asset or its cash-generating unit exceeds
its recoverable amount. A cash-generating unit is the smallest identifiable asset group that generates
cash flows that largely are independent from other assets and groups.
Impairment losses are recognized in profit or loss. Impairment losses recognized in respect of cash-
generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units
and then to reduce the carrying amount of the other assets of the unit on a pro-rata basis. Impairment
losses on goodwill shall not be reversed.
An impairment loss is reversed if there has been a change in the estimates used to determine the
recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount
does not exceed the carrying amount that would have been determined, net of depreciation or
amortization, if no impairment loss had been recognized. Prior impairments of non-financial assets are
reviewed for possible reversal at each reporting date.
6.5 Investment in subsidiary and associates
Investments in subsidiary and associates are recognized at cost less impairment loss, if any. At each
reporting date, the recoverable amounts are estimated to determine the extent of impairment losses, if
any, and carrying amounts of investments are adjusted accordingly. Impairment losses are recognized as
expense. Where impairment losses subsequently reverse, the carrying amounts of the investments are
increased to the revised recoverable amounts but limited to the extent of initial cost of investments. A
reversal of impairment loss is recognized in the statement of profit or loss.
The profits and losses of subsidiary and associated entities are carried forward in their financial
statements and not dealt within these financial statements except to the extent of dividend declared
by the subsidiary and associates. Gains and losses on disposal of investments are included in other
income.
6.6 Stores and spares
Stores and spares are carried at moving average cost. Provision is made for slow moving and obsolete
store items when so identified. Stores and spares held for capital expenditure are included in capital
work in progress.
105
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
6.7 Stock-in-trade
These are stated at the lower of cost and net realizable value (NRV). The methods used for the calculation
of cost are as follows:
Raw material - At factory Moving average cost
- In transit Invoice value plus direct charges in respect thereof.
Work in process and finished goods Prime cost including a proportion of production overheads.
106
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
The related payment obligations, net of finance costs are classified as current and long term liability
depending upon the timing of the payment.
In calculating the present value of lease payments, the Company uses the incremental borrowing rate
at the lease commencement date if the interest rate implicit in the lease is not readily determinable.
After the commencement date, the amount of lease liabilities is increased to reflect the accretion of
interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities
is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed
lease payments or a change in the assessment to purchase the underlying asset.
Each lease payment is allocated between the liability and finance cost so as to achieve a constant rate
on the balance outstanding. The interest element of the rental is charged to statement of profit or loss
over the lease term.
Payments associated with short-term leases and leases of low-value assets are recognized on a straight-
line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or
less and leases of low value items.
6.11 Share capital
Ordinary shares are classified as equity and recognized at their face value.
6.12 Staff retirement benefits
(a) Defined Benefit Plan
The Company operates an unfunded gratuity scheme for all employees according to the terms of
employment, subject to a minimum qualifying period of service. Annual provision is made on the basis of
actuarial valuation to cover obligations under the scheme for all employees eligible to gratuity benefits.
The cost of providing benefits is determined using the projected unit credit method, with actuarial
valuation being carried out at each reporting date. Remeasurement of net defined benefit liability, which
comprise of actuarial gains and losses i.e. experience adjustments and the effects of changes in actuarial
assumptions, are recognized immediately in other comprehensive income. The Company determines
net interest expense/(income) on the defined benefit obligation for the period by applying the discount
rate used to measure the defined benefit obligation at the beginning of the annual period to then-net
defined benefit, taking into account any change in the net defined benefit obligation during the period
as a result of contributions and benefit payments. Net interest expense and other expenses e.g. current
service cost, related to defined benefit plans are recognized in statement of profit or loss.
(b) Defined Contribution Plan
There is a contributory provident fund for executive staff of the Company for which contributions are
charged to profit or loss as and when incurred.
The Company makes monthly contribution to the fund at the rate of 7.5% whereas employees of the
Company have the option to contribute more than 7.5% but not exceeding 12.5% of his/her monthly
basic pay with the written approval of the Board. The assets of the fund are held separately under the
control of trustees.
6.13 Government grants
Grants from the government are recognized at their fair value where there is a reasonable assurance
that the grant will be received and the Company will comply with all attached conditions. Government
grants received by the Company in the form of economic benefits are deferred and accounted for under
income approach in profit or loss. Relevant amortization income is recognized in profit or loss, net off
with relevant expense, on systematic basis over the period in which the expenses for the grants are
intended to compensate.
107
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
108
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
– the customer simultaneously receives and consumes the benefits provided by the Company’s
performance as the Company performs;
– the Company’s performance creates and enhances an asset that the customer controls as the
Company performs; or
– the Company’s performance does not create an asset with an alternative use to the Company and
the Company has an enforceable right to payment for performance completed to date.
b) Rendering of services
Revenue from a contract to provide services is recognized over time as the services are rendered.
c) Interest income
Interest income is recognized as interest accrues using the effective interest method. This is a
method of calculating the amortized cost of a financial asset and allocating the interest income
over the relevant period using the effective interest rate, which is the rate that exactly discounts
estimated future cash receipts through the expected life of the financial asset to the net carrying
amount of the financial asset.
d) Other revenue
Other revenue is recognized when it is received or when the right to receive payment is established.
109
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
For assets measured at fair value, gains and losses will either be recorded in profit or loss or other
comprehensive income. For investments in debt instruments, this will depend on the business model
in which the investment is held. For investments in equity instruments, this will depend on whether
the Company has made an irrevocable election at the time of initial recognition to account for the
equity investment at fair value through other comprehensive income. The Company reclassifies
debt investments when and only when its business model for managing those assets changes.
Measurement:
At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss, transaction costs that are directly attributable
to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value
through profit or loss are expensed in statement of profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining
whether their cash flows are solely payment of principal and interest.
Debt instruments
Subsequent measurement of debt instruments depends on the Company’s business model for
managing the asset and the cash flow characteristics of the asset. There are three measurement
categories into which the Company classifies its debt instruments:
Amortized cost
Financial assets that are held for collection of contractual cash flows where those cash flows represent
solely payments of principal and interest are measured at amortized cost. Interest income from
these financial assets is included in other income using the effective interest rate method. Any gain
or loss arising on derecognition is recognized directly in statement of profit or loss and presented
in other income / (other operating expenses) together with foreign exchange gains and losses.
Impairment losses are presented as separate line item in the statement of profit or loss.
Fair value through other comprehensive income (FVTOCI)
Financial assets that are held for collection of contractual cash flows and for selling the financial
assets, where the assets’ cash flows represent solely payments of principal and interest, are
measured at FVTOCI. Movements in the carrying amount are taken through other comprehensive
income, except for the recognition of impairment losses (and reversal of impairment losses), interest
income and foreign exchange gains and losses which are recognized in statement of profit or loss.
When the financial asset is derecognized, the cumulative gain or loss previously recognized in other
comprehensive income is reclassified from equity to profit or loss and recognized in other income /
(other operating expenses). Interest income from these financial assets is included in other income
using the effective interest rate method. Foreign exchange gains and losses are presented in other
income/ (other operating expenses) and impairment losses are presented as separate line item in
the statement of profit or loss.
111
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
if they are acquired for the purpose of selling or repurchasing in the near term. Financial assets with
cash flows that are not solely payments of principal and interest are classified and measured at fair
value through profit or loss, irrespective of the business model. Notwithstanding the criteria for
debt instruments to be classified at amortized cost or at fair value through OCI, as described above,
debt instruments may be designated at fair value through profit or loss on initial recognition if doing
so eliminates, or significantly reduces, an accounting mismatch.
Financial assets at fair value through profit or loss are carried in the statement of financial position
at fair value with net changes in fair value recognized in the statement of profit or loss.
B. Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial
assets) is primarily derecognized when:
The rights to receive cash flows from the asset have expired, or
The Company has transferred its rights to receive cash flows from the asset or has assumed an
obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-
through’ arrangement; and either (a) the Company has transferred substantially all the risks and
rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the
risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its rights to receive cash flows from an asset or has entered into
a pass-through arrangement, it evaluates if, and to what extent, it has retained the risks and rewards
of ownership.
When it has neither transferred nor retained substantially all of the risks and rewards of the asset,
nor transferred control of the asset, the Company continues to recognize the transferred asset to
the extent of its continuing involvement. In that case, the Company also recognizes an associated
liability. The transferred asset and the associated liability are measured on a basis that reflects the
rights and obligations that the Company has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured
at the lower of the original carrying amount of the asset and the maximum amount of consideration
that the Company could be required to repay.
C. Impairment
The Company record an allowance for a forward-looking expected credit loss (ECL) approach for all
loans and other debt financial assets not held at FVPL.
ECLs are based on the difference between the contractual cash flows due in accordance with the
contract and all the cash flows that the Company expects to receive. The shortfall is then discounted
at an approximation to the asset’s original effective interest rate.
For trade and other receivables, the Company has applied the standard’s simplified approach
and has calculated ECLs based on lifetime expected credit losses. The Company has established
a provision matrix that is based on the Company’s historical credit loss experience, adjusted for
forward-looking factors specific to the debtors and the economic environment. However, in certain
cases, the Company may also consider a financial asset to be in default when internal or external
information indicates that the Company is unlikely to receive the outstanding contractual amounts
in full before taking into account any credit enhancements held by the Company.
D. Derivative financial instruments
Derivatives are initially recognized at fair value. Any directly attributable transaction costs are
recognized in the statement of profit or loss as incurred. They are subsequently remeasured at fair
value, with all gains or losses, realized and unrealized, recognized in the statement of profit or loss.
112
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
113
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
(Rupees ‘000)
Owned
Total 34,348,943 3,268,184 759,107 (236,247) 38,139,987 12,451,147 2,279,613 96,171 (154,105) 14,672,826 23,467,161
2020
(Rupees ‘000)
Owned
Total 27,616,301 6,915,703 (183,061) 34,348,943 10,577,861 1,980,510 9,667 (116,891) 12,451,147 21,897,796
114
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
7.1.1 The detail of operating fixed assets disposed / written off during the year are as follows:
(Rupees ‘000)
Air compressor - Atlas Copco - 1,500 943 557 100 (457) Negotiation Mr. Muhammad Safdar - House # 782, Street # 09,
SCD - 750 SBH Zulfiqar Colony, Faisalabad, Pakistan
Gas absorption chiller - Dalian 4,985 3,968 1,017 842 (175) Negotiation Mr. Abdul Aziz - House # 117, Street # 02, Sarfraz
Sanyo - D-G-22 GML Colony, Faisalabad, Pakistan
Automatic boarding 2,125 1,328 797 513 (284) Negotiation Socks & Socks (Pvt.) Limited - Associated
machine - Techopea Company
Automatic boarding 2,125 1,328 797 513 (284) Negotiation Socks & Socks (Pvt.) Limited - Associated
machine - Techopea Company
Automatic boarding 2,125 1,328 797 513 (284) Negotiation Socks & Socks (Pvt.) Limited - Associated
machine - Techopea Company
Sub Total 12,860 8,895 3,965 2,481 (1,484)
Vehicles
Toyota Corolla GLI Prosmetic 1,881 1,107 774 664 (110) Company Policy Mr. Muhammad Shoaib - Company Employee
Honda City M/T ASP 1.3 1,716 865 851 973 122 Company Policy Mr. Ali Imran Raja - Company Employee
Honda City M/T ASP 1.5 1,838 757 1,081 1,309 228 Company Policy Mr. Muhammad Shahzad Afzal - Company
Employee
Suzuki Cultus VXL 1,893 338 1,555 1,556 1 Company Policy Mr. Hassan Javed - Company Employee
Suzuki Cultus VXR 1,277 553 724 724 - Company Policy Mr. Mehboob Khaliq Ansari - Company Employee
Suzuki Cultus VXL 1,419 728 691 691 - Transferred IL Apparel (Pvt) Limited - Subsidiary Company
Toyota Corolla GLI A/T 1,931 1,132 799 664 (135) Company Policy Mr. Muhammad Awais Asghar - Company
Employee
Toyota Corolla GLI M/T 2,865 366 2,499 2,500 1 Negotiation Mr. Muhammad Zaman Khan - House # 96, Canal
Garden 203 R.B, Faisalabad, Pakistan
Toyota Corolla GLI M/T 2,837 1,663 1,174 1,004 (170) Company Policy Ms. Faryal Sadiq - Company Employee
Honda Accord 2.4 10,650 7,670 2,980 3,854 874 Company Policy Mr. Tariq Rasheed - Company Employee
Toyota Corolla GLI A/T 1,861 1,115 746 722 (24) Company Policy Mr. Jamshaid Iqbal - Company
Employee
Suzuki Ciaz GL A/T 2,116 973 1,143 1,142 (1) Company Policy Mr. Naveed Ahmad Khan - Company Employee
Toyota Corolla ALTIS 2,376 1,759 617 860 243 Company Policy Mr Shafqat Hasan Khawaja - Company Employee
Suzuki Cultus VXR 1,277 676 601 601 - Company Policy Mr. Shahid Habib - Company Employee
Toyota Fortuner 5,352 3,800 1,552 1,555 3 Negotiation Mr. Sheraz, Saeed Autos, 22C-Model Town, Jail
Road, Faisalabad, Pakistan.
Honda City M/T 1,575 1,045 530 305 (225) Company Policy Mr. Waqas Ahmed Gill - Company Employee
Suzuki Swift DLX 1,360 765 595 450 (145) Company Policy Mr. Ghulam Murtaza - Company Employee
Toyota Corolla GLI A/T 2,463 779 1,684 1,684 - Company Policy Mr. Shakeel Ahmad Anjum - Company Employee
Toyota Corolla ALTIS 2,296 1,105 1,191 1,225 34 Negotiation Mr. Sheraz, Saeed Autos, 22C-Model Town, Jail
Road, Faisalabad, Pakistan.
Suzuki Cultus VXR 1,297 625 672 191 (481) Company Policy Mr. Inam Ul Haq - Company Employee
Toyota Fortuner 4X4 4,014 1,556 2,458 1,004 (1,454) Company Policy Mr. Feroze Ahmed - Company Employee
Toyota Hilux Revo 4X4 5,851 1,794 4,057 5,550 1,493 Insurance Claim EFU General Insurance Limited
Toyota Corolla GLI 1,924 1,099 825 531 (294) Company Policy Mr. Rizwan Zahid - Company Employee
Honda City M/T 1,569 1,051 518 324 (194) Company Policy Mr. Muhammad Shahid Mehmood - Company
Employee
Honda City M/T 1,583 917 666 531 (135) Company Policy Mr. Amjad Farooq - Company Employee
Toyota Corolla GLI A/T 1,201 398 803 701 (102) Company Policy Mr. Shakeel Akhtar - Company Employee
Honda City M/T 1,577 913 664 531 (133) Company Policy Mr. Abid Ali Gill - Company Employee
Toyota Corolla GLI A/T 1,924 1,115 809 664 (145) Company Policy Mr. Saeed Hassan Bhatti - Company Employee
Toyota Corolla ALTIS 2,083 1,209 874 723 (151) Company Policy Mr. Ghulam Qasim Shaheen - Company Employee
Honda Civic Oriel 2,673 1,549 1,124 723 (401) Company Policy Mr. Akmal Nasim - Company Employee
115
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
(Rupees ‘000)
Honda City M/T 1,587 920 667 531 (136) Company Policy Mr. Safdar Ali - Company Employee
Suzuki Swift DLX 1,359 788 571 531 (40) Company Policy Mr. Muhammad Waqas Ahsan - Company
Employee
Honda City M/T 1,582 918 664 450 (214) Company Policy Mr. Altaf Rasool - Company Employee
Toyota Corolla GLI A/T 1,902 1,296 606 275 (331) Company Policy Mr. Ali Javaid - Company Employee
KIA Picanto 2,039 510 1,529 1,560 31 Negotiation Mr. Sheraz, Saeed Autos, 22C-Model Town, Jail
Road, Faisalabad, Pakistan.
Suzuki Cultus VXL 691 92 599 701 102 Company Policy Ms. Arshia Zia - Company Employee
Honda City M/T 1,587 909 678 450 (228) Company Policy Ms. Ghazala Kanwal - Company Employee
Suzuki Cultus VXL 1,419 845 574 500 (74) Company Policy Mr. Maqbool Alam Baig - Company Employee
Honda City M/T 1,577 939 638 450 (188) Company Policy Mr. Muhammad Amjad - Company Employee
Honda City M/T 1,587 909 678 450 (228) Company Policy Mr. Muhammad Toufique - Company Employee
Toyota Corolla XLI 1,771 1,178 593 415 (178) Company Policy Mr. Muhammad Tariq - Company Employee
Honda Civic Turbo 2,735 1,609 1,126 450 (676) Company Policy Mrs. Rahat Naseem - Company Employee
Honda City M/T 1,582 931 651 450 (201) Company Policy Mr. Noman Rasheed - Company Employee
Toyota Corolla ALTIS 3,554 1,307 2,247 2,250 3 Negotiation Mr. Sheraz, Saeed Autos, 22C-Model Town, Jail
Road, Faisalabad, Pakistan.
Suzuki Cultus VXL 1,566 611 955 1,500 545 Insurance Claim EFU General Insurance Limited
Toyota Yaris CVT 2,869 - 2,869 2,810 (59) Negotiation Mr. Sheraz, Saeed Autos, 22C-Model Town, Jail
Road, Faisalabad, Pakistan.
Toyota Corolla ALTIS 2,657 1,358 1,299 1,298 (1) Transferred Interloop Holdings (Pvt) Limited - Associated
Company
Sub Total 106,743 54,542 52,201 49,027 (3,174)
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
116
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
7.2.1 Capital stores include factory tools and equipment, office equipment, electric installations and furniture
and fixtures that are held in store for future use and capitalization.
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
117
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
8. INTANGIBLE ASSETS
Computer software 8.1 209,623 67,168
Development cost - in progress – 104,291
209,623 171,459
8.1 Computer Software
Cost:
Opening balance 146,932 130,994
Addition during the year 185,730 15,938
Transfer upon amalgamation 4,883 –
Write-off during the year (36,486) –
301,059 146,932
Amortization:
Opening balance 79,764 64,833
Transfer upon amalgamation 1,480 –
For the year amortization 8.2 18,329 14,931
Adjustment (8,137) –
91,436 79,764
Net book value 209,623 67,168
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
118
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
(Rupees ‘000) (Rupees ‘000)
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
119
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
14.3 At June 30, 2021, trade debts due from related parties aggregating to Rs. 200.96 million (2020: Rs.
138.30 million) were past due but not impaired. The ageing analysis of these trade debts is as follows:
2021 2020
(Rupees ‘000) (Rupees ‘000)
120
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
Advances
Advances to suppliers 15.2 911,211 424,874
Advances to employees 15.3 1,670 3,264
1,034,836 485,930
15.1 This loan was given in foreign currency amounting to US $ 275,000 at the rate of 15% per annum ( amount
in US $ to be converted in PKR in accordance with conversion rate given at www.oanda.com). Upon lapse
of payment date, additional mark up at the rate of 2.5% will be charged on monthly mark up installment
due for each day of delay up to a maximum of 20%. The loan is secured through an irrevocable lien/
charge on total assets of the Metis International (Pvt) Limited and is repayable on demand.
15.2 It includes advance payment of Nil (2020: Rs. 0.189 million) to Texlan Center (Pvt) Limited - a related
party. The maximum aggregate amount of receivable due from related party at the end of any month
during the year was Nil (2020: Rs. 0.189 million).
15.3 Advances to employees are given to meet business expenses and are settled as and when expenses are
incurred.
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
121
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
(Rupees ‘000) (Rupees ‘000)
Up to 3 months – 5,796
More than 3 months 675 –
More than 1 year – 82,766
675 88,562
16.5 This represented balance receivable against payments made on behalf of IL Bangla Limited. Interest
charged at effective rate of 7.53% per annum.
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
122
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
(Rupees ‘000) (Rupees ‘000)
Apart from the requisite amendments made under the approval of the SECP, there had been no further
consequential changes made to the Scheme. The legislative changes made in the constitutional law as
indexed below may be taken as incorporated;
123
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
i. Companies Ordinance, 1984 has been repealed with Companies Act, 2017;
ii. Public Companies (Employees Stock Option Scheme) Rules, 2001 have been repealed with
Companies (Further Issue of Shares) Regulations, 2020.
Owing to the recent amendments in the Scheme approved by the shareholders of the Company &
SECP respectively as stated supra, the B class of Shares (Non-Voting Ordinary Shares) had now been
eliminated from the applicable Scheme by approving and proposing requisite alteration of/amendment
to the Memorandum & Articles of Association (MoA & AoA) of the Company. Since the first approval of
the Scheme, the Company had made three allotments under the Scheme whereby it had issued total
2,797,450 (two million, seven hundred ninety seven thousand, four hundred fifty) fully paid & non-listed,
Non-Voting Ordinary Shares which had been granted, vested, exercised and/or issued before the listing
of the Company to the Eligible Employees in terms of Approved Scheme.
Further, letter dated March 10, 2021 of the Company to PSX confirming conversion of Interloop
Employee Non-Voting, Non-Listed Ordinary Shares into Ordinary Shares amidst requisite approval of
SECP, followed by a CDC letter dated March 18, 2021 confirming that total 2,797,450 (two million
seven hundred ninety seven thousand four hundred fifty) Ordinary Shares of the Company, ranking
pari passu to existing Ordinary Listed Shares, had been credited into respective accounts as per the
conversion ratio 1:1 in the Central Depository System at the end of day of March 17, 2021 along with an
intimation confirmation regarding revocation of CDS eligibility security of Non-Voting Ordinary Shares
of the Company with effect from start of day on Thursday, March 18, 2021. Accordingly, the Scheme is
now fully operative and applicable under the prescribed amendments.
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
23. RESERVES
Capital reserve
Share premium 23.1 3,791,602 3,791,602
23.1 This represents premium received over and above face value of the shares issued to institutional investors,
high net worth individuals and general public through initial public offering (IPO) and employees of the
Company through employees stock option scheme (ESOS). This reserve can be utilized by the Company
only for the purposes specified in section 81 of the Companies Act, 2017.
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
124
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
24.1 These loans have been obtained under diminishing musharika arrangements from various banks on
different dates. The repayment of the loans is to be made in quarterly installments within a maximum
period of 06 years including maximum grace period of one year from the date when financing was
availed. These are secured against 1st joint pari passu charge - JPP of Rs. 10,269 million (2020: Rs. 6,468
million), ranking charge of Rs. 50 million (2020: Rs. 5,052 million) over fixed assets and specific charge of
Rs. 150 million (2020: Rs. 992 million) on plant and machinery of the Company. These loans carry mark-
up ranging from 03 months KIBOR plus 0.10% to 0.25% per annum (2020: 03 months KIBOR plus 0.10%
to 0.50% per annum). During last financial year, the Company has availed the loan deferment for period
of one year.
24.2 The Company was entered into a syndicated long term finance facility arrangement of Rs. 1,900 million
with a consortium of local banks, lead by ABL, for acquisition of certain assets from Kohinoor Mills
Limited, disbursed on April 09, 2011. The repayment of this loan was to be made in quarterly installments
in 10 years including 03 years of grace period and the loan is secured against the 1st specific charge of
Rs. 433.33 million (2020: Rs. 2,933.34 million) over the acquired assets of KML Hosiery Division (ILP- HD-
III). The mark up was charged at the fixed rate of 5% per annum (2020: 5% per annum).
24.3 The Company has entered into syndicated long term finance facility arrangement for Rs. 300 million
with a consortium of local banks, lead by ABL, for Balancing, Modernization and Replacement (BMR) of
assets purchased from Kohinoor Mills Limited, disbursed on October 29, 2011. The repayment of loan
is to be made in quarterly installments in 10 years including 03 years of grace period and the securities
are same as mentioned in 24.2 above. The markup is charged at the rate of 03 months KIBOR plus 1.3%
per annum (2020: 03 months KIBOR plus 1.3% per annum). During last financial year the Company has
availed the loan deferment for period of one year.
24.4 The Company has obtained Islamic Long Term Finance Facility - ILTFF for purchase of plant and
machinery, in different tranches. Repayment of loan is to be made in quarterly installments in 10 years
including a grace period of 02 years when financing was availed and is secured against 1st JPP charge of
Rs. 5,734 million (2020 : Rs. 3,734 million) and ranking charge of Rs. 1200 million (2020: Rs. 2,000 million)
over land, building and plant and machinery of the Company. These charges are same on both ILTFF and
diminishing musharika facilities from HBL and is included in aggregate charge mentioned in note 24.1
above. Markup is charged at SBP ILTFF rate plus 0.75% per annum (2020: SBP ILTFF rate plus 0.75% per
annum).
24.5 Due to the effects of Covid-19 pandemic, State Bank of Pakistan took various steps to support the
economy. SBP introduced a refinance scheme for payment of salaries and wages at subsidized rate of
borrowing. The Company has obtained Rs. 2,188.36 million (2020 : Rs. 666.67 million) which includes
transfer of Rs. 188.36 million from IL Apparel (Pvt) Limited of the said borrowing from Bank Alfalah
Limited, first tranche disbursed on May 21, 2020. It is secured against a ranking charge of Rs. 2,667
million (2020: Rs. 1,334 million) over the fixed assets of the Company. It is repayable in 8 quarterly
installments in 2.5 years including a grace period of 06 months starting from July 2020. Markup is
charged at subsidized rate ranging from SBP rate i.e. zero percent plus 0.9 % to 1% per annum (2020 :
SBP rate i.e. zero percent plus 0.90 % per annum).
The Company has availed this facility at concessional rate of markup with the undertaking not to lay off
its workers/employees at least during three months from the date of first disbursement. The Company
has recognised its liability under SBP refinance scheme at its fair value and Rs. 113.010 million (2020 :
Rs. 42.09 million) is recorded as deferred income - government grant vide note 26.2.
24.6 The Company has obtained Long Term Finance Facility - LTFF for the establishment of Hosiery Division -
V, Fabric Dye House unit and expansion of Active Wear, Energy Unit, and Spinning Unit on different dates
from various banks. Repayment of loans is to be made in quarterly installments in 10 years including 02
years grace period and is secured against exclusive charge of Rs. 4,000 million (2020: Rs. 4,000 million)
over land, building, plant and machinery of Hosiery Division-V, ranking charge of Nil (2020: Rs. 2,400
million) and exclusive charge of Rs. 2,400 million (2020: Nil) over financed assets of Active Wear, Fabric
Dye House, Energy Unit - Hosiery Division-III and Spinning Unit of the Company. Markup is charged at
SBP LTFF rate plus 0.75 % per annum (2020: SBP LTFF rate plus 0.75 % per annum).
125
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
24.7 The Company has obtained demand finance loan for the establishment of Hosiery Division - V & Fabric
Dye House and expansion of Active Wear unit, Energy unit and Spinning Unit, on different dates from
various banks. Repayment of loans is to be made in quarterly installments in 10 years including 02 years
grace period and is secured against exclusive charge of Rs. 4,000 million (2020: Rs. 4,000 million) on
land, building, plant and machinery of Hosiery Division - V and exclusive charge of Rs. 2,400 million
(2020: Nil) on financed assets of Active Wear, Fabric Dye House, Energy Unit - Hosiery Division - III and
Spinning Unit of the Company and the same are included in charges as mentioned in note 24.6 above.
Markup is to be charged at SBP TERF rate plus 0.75% to 1.25 % per annum (2020: 6 months KIBOR plus
0.25% per annum).
24.8 The Company has obtained SBP Temporary Economic Refinance Facility - TERF for the establishment
of Hosiery Division - V & Fabric Dye House and expansion of Active Wear Unit, Energy Unit & Spinning
Unit from two banks BOP and NBP in different tranches. The repayment is to be made in 32 equal
consecutive quarterly installments in 10 years with grace period of 02 years. The loan is secured against
exclusive charge of Rs. 4,000 million on land, building, plant and machinery of Hosiery Division - V
and exclusive charge of Rs. 2,400 million on financed assets of Active Wear, Fabric Dye House, Energy
Unit - Hosiery Division - III and Spinning Unit of the Company and the same are included in charges as
mentioned in note 24.6 and 24.7 above. Maximum markup is charged at SBP rate plus 1.25%.
24.9 The Company has obtained Islamic Temporary Economic Refinance Facility - ITERF to meet CAPEX
requirements from MCB Islamic Bank Limited, first tranche disbursed on Mar 30, 2021. It is secured
against ranking charge of Rs. 800 million on plant & machinery with 25% margin. Repayment of loans is
to be made in quarterly installments in 10 years including 02 years grace period. Markup is charged at
rate SBP plus 0.95% per annum.
24.10 The Company has obtained SBP Islamic Finance Renewable Energy - IFRE for Solar Energy Project from
HBL, disbursed on Nov 25, 2020. The loan is secured against 1st JPP charge of Rs. 494 million over fixed
assets of the Company. The repayment of this loan is to be made in quarterly installments in 06 years
inclusive of 01 year grace period. Markup is charged at fixed rate of 3.75 %.
24.11 The Company has obtained under dimishing musharika vehicles arrangement from Faysal Bank Limited
(FBL) for the purchase of locally manufactured non-commercial vehicles for use of company employees,
disbursed on November 01, 2020. The repayment of the loan is to be made in monthly installments
within a period of 05 years with zero grace period from the date of FOL. These are secured against
charge over vehicle upto Rs. 266.67 million, Hire Purchase Agreement (HPA) will be marked in favor of
FBL in excise and taxation. Original excise files and duplicate key will be in possession of FBL until all
dues are settled/adjusted. This loan carry mark-up of 03 months KIBOR plus 0.5% per annum.
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
25.1 These represents lease contracts for Company manufacturing facility, warehouses, and employees
hostel and have estimated lease terms between 3 to 5 years. These are discounted using incremental
borrowing rate of the Company.
126
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
25.2 The future minimum lease payments to which the Company is committed under the agreements will be
due as follows:
Not later Later than one More than Total
than one year and but three years
year later than
three years
(Rupees ‘000)
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
127
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
26.1.5 Principal actuarial assumptions used
Discount rate used for profit and loss charge 9.25% 14.50%
Discount rate for year end obligation 10.25% 9.25%
Salary increase used for year end obligation
Salary increase for FY 2021 N/A 0.00%
Salary increase for FY 2022 10.00% 9.00%
Salary increase for FY 2023 10.00% 9.00%
Salary increase for FY 2024 10.00% 9.00%
Salary increase for FY 2025 10.00% 9.00%
Salary increase for FY 2026 10.00% 9.00%
Salary increase for FY 2027 onward 10.00% 9.00%
Demographic assumption
Mortality rates (for deaths in service) SLIC SLIC
2001-2005 2001-2005
Setback 1 year Setback 1 year
Retirement assumption 60 years 60 years
26.1.6 The expected contribution to defined benefit obligation for the year ending June 30, 2022 will be Rs.
1,097.450 million.
128
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
(Rupees ‘000) (Rupees ‘000)
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
129
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
27.2.1 Honourable Sindh High Court in its decision dated September 17, 2008 declared the imposition of
infrastructure cess before December 28, 2006 as void and invalid. However, the Excise and Taxation
Department filed an appeal before the Honourable Supreme Court of Pakistan. The Honourable
Supreme court of Pakistan had disposed off the appeal with a joint statement of the parties that
during the pendency of the appeal, another law i.e. fifth version came into existence which was not
the subject matter of the appeal hence the case was referred back to High Court of Sindh with right to
appeal to Supreme Court. The Company filed constitutional petition bearing No. 1809 of 2011 before
Honourable High Court Sindh. On May 31, 2011, the High Court of Sindh had granted an interim relief
on an application of petitioners on certain terms including discharge and return of bank guarantees /
security furnished on consignment released up to December 27, 2006 and any bank guarantee / security
furnished on consignment released after December 27, 2006 shall be encashed to the extent of 50% of
the guaranteed or secured amount only with balance kept intact till the disposal of petition. In case the
High Court upholds the applicability fifth version of law and its retrospective application, the authorities
are entitled to claim the amounts due under the said law with the right to appeal available to petitioner.
In the light of interim relief the Company has paid 50% of the amount of Infrastructure cess. Imports
of the Company are being released against 50% payment of Infrastructure cess to Excise and Taxation
Department and furnishing of bank guarantee of balance amount. On 4th June 2021, Honorable Sindh
High Court passed an order whereby it upheld the contention of Sindh Government and suspend its
own order for 90 days. The Company along with other entities has decided to file appeal against the said
order in Supreme Court of Pakistan.
The Government of Punjab imposed Punjab Infrastructure Development Levy in terms of the Punjab
Infrastructure Development Cess Act, 2015 (the Act) read with PRA Notification No.PRA/IDC/2015
dated May 16, 2016 and PRA order No.PRA/Orders.08/2015 dated May 23, 2016. The Company
being aggrieved filed writ petition vide WP No.24536 of 2016 before Honorable Lahore High Court
challenging the constitutionality of the Act . The Lahore High Court on July 28, 2016 granted interim
relief for clearance of goods subject to payment of 50% of the disputed amount and upon furnishing of a
bank guarantee for the balance of 50% of the amount. The case is pending litigation before Honorable
Lahore High Court, Lahore, the same has been adjourned without any next date.
The full amount of Infrastructure cess forms component of cost of imported items and provision recorded
in books. Bank guarantees furnished ragarding imposition of infrastructure cess have been disclosed in
note - 31.1 to these financial statements.
27.3 The investments out of provident fund have been made in accordance with the provisions of section 218
of the Companies Act, 2017 and conditions specified thereunder.
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
130
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
31. CONTINGENCIES AND COMMITMENTS
31.1 Contingencies
31.1.1 The Punjab Revenue Authority has created a demand of an amount of Rs. 29.931 million in respect
of an alleged default on withholding of provincial sales tax on account of various transport services
received by the Company during the period from March 01, 2015 to May 31, 2016 along with default
surcharge and penalty under Punjab Sales Tax on Services Act, 2012, rejecting the exemption claim of
the taxpayer company. The Company being aggrieved, filed an appeal before Commissioner (Appeals)
Punjab Revenue Authority (PRA) which is pending adjudication at the terminal date.
The Company has not made any provision against the above demand as the management is confident
that the ultimate outcome of the appeal would be in favor of the Company, inter alia on the basis of the
advice of the tax consultant and relevant law and facts.
131
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
132
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
133
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
(Rupees ‘000) (Rupees ‘000)
134
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
(Rupees ‘000) (Rupees ‘000)
135
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
2021 2020
40. EARNINGS PER SHARE - BASIC AND DILUTED
40.1 Earnings per share - Basic
Profit for the year (Rupees in ‘000) 6,291,571 1,796,403
Weighted average number of ordinary shares
outstanding during the year (Numbers in’000) 872,197 872,197
Earnings per share - basic (Rupees) 7.21 2.06
40.2 Earnings per share - Diluted
No figures for diluted earnings per share have been presented as the Company has not issued any
instruments carrying options which would have an impact on earnings per share when exercised.
2021 2020
Note (Rupees ‘000) (Rupees ‘000)
136
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
137
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
138
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
139
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
140
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
47.1 Following are the related parties with whom the Company had entered into transactions or have
arrangements / agreements in place.
Interloop Holdings (Pvt) Limited Associate Common Directors Al-Sadiq Plaza, P-157, Railway
Road, Faisalabad, Pakistan.
Interloop Dairies Limited Associate Common Directors Al-Sadiq Plaza, P-157, Railway
Road, Faisalabad, Pakistan.
Texlan Center (Pvt) Limited Associate Common Directors Dagonna Road, Minuwangoda,
Sri Lanka.
Momentum Logistics (Pvt) Limited Associate Subsidiary of Associate Al-Sadiq Plaza, P-157, Railway
Road, Faisalabad, Pakistan.
PrintKraft (Pvt) Limited Associate Subsidiary of Associate Al-Sadiq Plaza, P-157, Railway
Road, Faisalabad, Pakistan.
IRC Dairy products (Pvt) Limited Associate Subsidiary of Associate Al-Sadiq Plaza, P-157, Railway
Road, Faisalabad, Pakistan.
Interloop Provident Fund Trust Trustee N/A Al-Sadiq Plaza, P-157, Railway
Road, Faisalabad, Pakistan.
Octans Digital (Pvt) Limited Associate Common Directors Al-Sadiq Plaza, P-157, Railway
Road, Faisalabad, Pakistan.
Lyallpur Literary Council Associate Common Directors Al-Sadiq Plaza, P-157, Railway
Road, Faisalabad, Pakistan.
Socks & Socks (Pvt) Limited Associate Common Directors 7- KM Khurrianwala - Jaranwala
Road, Khurrianwala-
Faisalabad, Pakistan.
141
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
(Rupees ‘000) (Rupees ‘000)
2021 2020
(Rupees ‘000) (Rupees ‘000)
142
49. OPERATING SEGMENTS
Management has determined the operating segments based on the information that is presented to the Board of Directors of the Company for
allocation of resources and assessment of performance. Operating segments are reported in a manner consistent with internal reporting provided to
the Chief Operating Decision Maker (‘CODM’). Segment performance is generally evaluated based on certain key performance indicators including
business volume and gross profit.
Based on internal management reporting structure and products produced and sold, the Company is organized into the following operating segments :
a) Hosiery
This segment relates to the sale of socks.
b) Spinning
This segment relates to the sale of yarn and its in-house use.
c) Denim
This segment relates to the sale of denim products and garments.
d) Energy
This segment generates electricity for in-house consumption.
e) Apparel
NOTES TO THE
For the year ended June 30, 2021
Sales
External sales 43,513,005 30,012,909 5,143,772 4,443,897 3,572,053 990,820 - - 1,157,477 - 1,575,958 855,168 - - 54,962,265 36,302,794
FINANCIAL STATEMENTS
Intersegment sales 230,812 166,966 4,877,787 3,119,214 18,648 4,454 2,638,434 2,276,445 3,261 - 1,130,052 916,326 (8,898,994) (6,483,405) - -
43,743,817 30,179,875 10,021,558 7,563,111 3,590,701 995,274 2,638,434 2,276,445 1,160,738 - 2,706,010 1,771,494 (8,898,994) (6,483,405) 54,962,265 36,302,794
Cost of sales (30,609,489) (22,476,541) (8,314,069) (7,220,789) (4,939,462) (1,688,682) (2,344,902) (1,878,886) (997,231) - (2,443,826) (1,657,583) 8,898,994 6,483,405 (40,749,985) (28,439,076)
Gross profit/(loss) 13,134,328 7,703,334 1,707,489 342,322 (1,348,761) (693,408) 293,532 397,559 163,507 - 262,184 113,911 - - 14,212,280 7,863,718
Distribution cost (2,068,818) (1,807,996) (58,161) (55,584) (329,801) (97,748) - (295) (84,374) - (98,478) (45,641) - - (2,639,632) (2,007,264)
Administrative expenses (2,258,899) (1,900,984) (67,187) (70,222) (358,278) (188,596) (12,570) (8,182) (86,341) - (12,905) (29,965) - - (2,796,180) (2,197,949)
(4,327,717) (3,708,980) (125,348) (125,806) (688,079) (286,344) (12,570) (8,477) (170,715) - (111,383) (75,606) - - (5,435,812) (4,205,213)
Profit/(loss) before taxation and
unallocated income and expenses 8,806,611 3,994,354 1,582,141 216,516 (2,036,840) (979,752) 280,962 389,082 (7,208) - 150,801 38,305 - - 8,776,468 3,658,505
Other operating expenses (919,479) (505,542)
Other income 162,912 99,001
Finance cost (1,147,038) (1,137,162)
Taxation (581,292) (319,428)
143
Depreciation and amortization 1,217,065 1,215,325 211,933 226,188 588,473 304,268 169,940 180,328 40,172 - 111,574 86,167 - - 2,339,157 2,012,276
49.2 Reconciliation of reportable segment assets and liabilities
Hosiery Spinning Denim Energy Apparel Other Segments Unallocated Total Company
144
2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020
(Rupees ‘000) Rupees in ‘000 (Rupees ‘000) (Rupees ‘000) (Rupees ‘000) (Rupees ‘000) (Rupees ‘000) (Rupees ‘000)
Assets 33,274,677 24,700,620 5,700,781 6,017,860 8,370,046 6,796,488 2,124,915 2,041,263 3,788,161 - 2,170,652 1,234,575 5,265,606 4,576,523 60,694,839 45,367,329
Liabilities 17,718,814 8,860,292 395,611 215,471 935,741 4,215,600 197,274 102,380 648,791 - 389,178 149,643 19,894,817 14,544,251 40,180,227 28,087,637
Segment Capital
Expenditures 2,881,847 1,520,235 75,411 119,098 596,979 4,658,091 41,121 152,580 891,593 - 671,823 92,472 - - 5,158,774 6,542,476
49.3.1 The Company’s revenue from external customers by geographical locations is detailed below:
Australia 1,083 -
Asia 4,502,014 4,321,213
Europe 18,399,574 16,770,360
North America 27,355,776 11,925,857
South America 2,815 72,082
Pakistan 4,701,003 3,213,282
54,962,265 36,302,794
NOTES TO THE
For the year ended June 30, 2021
49.3.2 All non-current assets of the Company as at reporting dates are located and operating in Pakistan.
49.4 The Company earns its revenue from a large mix of customers.
Hosiery
Installed capacity - knitting [DZN] 60,733 59,480
Actual production - knitting [DZN] 54,163 41,694
Spinning
FINANCIAL STATEMENTS
145
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021
Fair value
Other
through Amortized
financial Total Level 1 Level 2 Level 3 Total
profit or cost
liabilities
loss
(Rupees ‘000)
2020
Fair value
Other
through Amortized
financial Total Level 1 Level 2 Level 3 Total
profit or cost
liabilities
loss
(Rupees ‘000)
146
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
The Company has exposures to the following risks from its use of financial instruments:
- Market risk
- Credit risk
- Liquidity risk
52.1 Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate
because of changes in market prices. Market risk comprises interest rate risk, currency risk and other
price risk such as equity risk. The sensitivity analysis in the following sections relate to the position as at
June 30, 2021 and 2020.
52.1.1 Interest rate risk:
Interest rate risk represents the risk that the fair value or future cash flows of a financial instrument
will fluctuate because of changes in market interest rates. Majority of the interest rate exposure arises
from investments in term deposit receipts, long term and short term loans, lease liabilities, short term
borrowings and long term financing.
At the reporting date, the interest rate profile of the Company’s interest bearing financial instruments is
as follows:
2021 2020
Fixed rate instruments
Short term investments (Rupees in ‘000) 500,000 125,044
Loan to Metis International (Pvt) Limited - Secured (Rupees in ‘000) 6,398 6,777
Receivables from IL Bangla Limited (Rupees in ‘000) – 88,562
Long term financing - Secured (Rupees in ‘000) 7,088,848 3,662,969
Lease liabilities (Rupees in ‘000) 220,044 119,694
Short term borrowings - Secured (Rupees in ‘000) – 484,861
Variable rate instruments
Loan to director - Secured (Rupees in ‘000) 15,001 19,617
Effective interest rate in percentage 2.25 2.40
Long term financing from financial institutions -
Secured (Rupees in ‘000) 3,563,732 3,559,544
Effective interest rate in percentage 6.98 10.29
Short term borrowings from financial institutions -
Secured (Rupees in ‘000) 19,636,066 13,870,000
Effective interest rate in percentage 2.30 2.45
Fair value sensitivity analysis for fixed rate instruments
The Company does not account for any fixed rate financial assets and liabilities at fair value through
profit or loss. Therefore, a change in interest rate at the balance sheet date would not affect statement
of profit or loss of the Company.
147
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
(Amount ‘000) (Amount ‘000)
Effect on profit and loss of an increase in interest rate for loan to director 207 182
Effect on profit and loss of an increase in interest rate for long term financing (41,668) (32,538)
Effect on profit and loss of an increase in interest rate for short term borrowings (37,387) (103,317)
(78,848) (135,673)
Decrease in interest rates at June 30 would have had the equal but opposite effect of these amounts.
Sensitivity analysis has been prepared on symmetric basis.
52.1.2 Currency risk / Foreign Exchange risk:
Currency risk is the risk that the fair value or future cash flows of a financial instrument, will fluctuate
because of changes in foreign exchange rates. Foreign currency risk arises mainly where receivables and
payables exist due to foreign currency transactions.
Exposure to Currency Risk
The Company’s exposure to currency risk is restricted to the amounts receivable from/payable to the
foreign entities and bank balances which are denominated in currency other than the functional currency
of the Company. The Company’s exposure to currency risk is as follows:
2021 2020
Particulars Currency F.Currency Rupees F.Currency Rupees
(Amount ‘000 )
148
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
The following significant exchange rates have been applied as at reporting date:
2021 2020
Foreign Currency Selling Buying Selling Buying
(Rupees) (Rupees)
2021 2020
(Rupees ‘000) (Rupees ‘000)
Foreign Currency
US $ 1,632,418 571,626
EUR € 182,264 (1,649)
GBP £ 1,280 (274)
JPY ¥ 31,735 (3)
1,847,697 569,700
A 10% strengthening of the functional currency against foreign currencies at June 30 would have had
the equal but opposite effect of these amounts.
Currency risk sensitivity to foreign exchange movements has been calculated on a symmetric basis. The
analysis assumes that all other variables remained constant.
52.1.3 Other price risk:
Price risk represents the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market prices (other than those arising from interest rate risk or currency risk),
whether those changes are caused by factors specific to the individual financial instrument or its issuer,
or factors affecting all similar financial instruments traded in the market. The Company is not exposed to
any significant other price risk.
149
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2021 2020
(Rupees ‘000) (Rupees ‘000)
Trade debts amounting to Rs. 6,235 million (2020: Rs. 4,376 million) out of total debts are secured
against letters of credit and insured contract. Furthermore, credit quality of customers is assessed taking
into consideration their financial position and previous dealings and on that basis, individual credit
limits are set. Moreover, the management regularly monitors and reviews customers’ credit exposure.
Accordingly, the Company is not exposed to any significant credit risk.
Other receivables constitute mainly receivables from the related parties and subsidy on gas. Considering
the financial position of related parties and credit quality of the institution, the Company’s exposure to
credit risk is not significant.
The Company has no material expected credit loss or impairment allowance at the year end regarding
trade debts and other receivables.
Short term investments are investments in TFCs. The credit risk on these investments and their accrued
profit is limited because counter party is bank with reasonably high credit ratings.
The credit quality of the Company’s bank balances can be assessed by reference to external credit
ratings or to historical information about counterparty default rate:
150
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
Financial Liabilities :
Long term financing 10,652,580 9,298,656 1,452,804 1,435,217 6,410,635
Lease liabilities 220,044 257,817 42,667 44,381 170,769
Trade and other payables 4,890,456 4,890,456 4,890,456 – –
Unclaimed dividend 4,004 4,004 4,004 – –
Accrued mark up 221,674 221,674 221,674 – –
Short term borrowings 19,636,066 19,636,066 19,636,066 – –
35,624,824 34,308,673 26,247,671 1,479,598 6,581,404
151
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
2020
Carrying Contractual Within 6 More than 6 More than 1
amount cash flows months months and year and
up to 1 year up to 5 year
(Rupees ‘000)
Fnancial Liabilities :
Long term financing 7,222,513 6,621,454 245,875 515,413 5,860,166
Lease liabilities 119,694 156,833 15,613 15,201 126,019
Trade and other payables 2,799,954 2,799,954 2,799,954 – –
Unclaimed dividend 2,952 2,952 2,952 – –
Accrued mark up 191,136 191,136 191,136 – –
Short term borrowings 14,354,861 14,448,227 14,448,227 – –
24,691,110 24,220,556 17,703,757 530,614 5,986,185
The contractual cash flows relating to the above financial liabilities have been determined on the basis of
interest rates / mark-up rates effective as at 30 June. The rates of interest / mark up have been disclosed
in note 24, 25 and 29 to these financial statements.
52.4 Capital risk management
The primary objective of the Company’s capital management is to safeguard the Company’s ability to
continue as a going concern, maintain healthy capital ratios, strong credit rating and optimal capital
structures in order to ensure ample availability of finance for its existing and potential investment
projects, so that it can continue to provide returns for shareholders thereby maximizing their wealth,
benefits for other stakeholders and reduce the cost of capital.
The Company manages the capital structure in the context of economic conditions and the risk
characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company
may, for example, adjust the amount of dividends paid to shareholders, issue new shares, or sell assets
to reduce debt.
The Company monitors capital on the basis of debt to equity ratio, calculated on the basis of total debt
to equity.
2021 2020
(Rupees ‘000) (Rupees ‘000)
152
NOTES TO THE
FINANCIAL STATEMENTS
For the year ended June 30, 2021
55.3 Rounding
Figures have been rounded off to the nearest thousand.
153
NOTICE OF 29TH
ANNUAL GENERAL MEETING
Notice is hereby given that the 29th Annual General Meeting (“AGM”) of Interloop Limited (the “company”) will be
held on Friday, October 15, 2021 at 11:30 a.m. at the Interloop Executive Club, Interloop Industrial Park located at
7-KM Khurrianwala- Jaranwala Road, Khurrianwala, Faisalabad, to transact the following businesses:
ORDINARY BUSINESS:
1. To confirm the minutes of the last Extra Ordinary General Meeting (EGM) of the company held on December
10, 2020.
2. To receive, consider and adopt the Annual Audited Financial Statements of the company for the year ended
June 30, 2021, together with the Auditors’ and Directors’ Reports thereon and Chairman’s Review Report.
3. To approve Final Cash Dividend @ 10 % [i.e. Rs. 1 /Share], for the year ended June 30, 2021 as recommended
by the Board of Directors.
4. To appoint Auditors and fix their remuneration for the financial year 2021-22. The members are hereby
given notice that Audit Committee and the Board of Directors have recommended the name of retiring
auditors, M/s Kreston Hyder Bhimji & Company, Chartered Accountants for re-appointment as Auditors of
the company.
SPECIAL BUSINESS:
5. To consider and approve as recommended by the Board of Directors of the company, the issue of bonus
shares in the proportion of 3 % i.e., 3 bonus shares for every 100 shares held, for the year ended June 30,
2021 and in order to give effect to the aforesaid, if thought fit, pass with or without modification the following
resolutions as Special Resolution:
RESOLVED THAT a sum of Rs. 261,659,240 be utilized out of the share premium account of the company and
applied towards issue of 26,165,924 ordinary shares of Rs. 10 each to be allotted as fully paid bonus shares
in the proportion of three (3) ordinary shares for every hundred (100) shares i.e. 3%, held by a shareholder of
the company.
FURTHER RESOLVED THAT the above bonus shares shall rank pari passu in all respects with the existing
ordinary shares of the company, as regards future dividend and in all other respects.
FURTHER RESOLVED THAT fractional entitlements of the members shall be consolidated into whole shares
and sold in the stock market and the sale proceeds shall be donated to a charitable institution as permissible
under the law.
FURTHER RESOLVED THAT the Chief Executive Officer and Secretary of the company, be and are hereby
jointly and / or severally authorized to give effect to above resolutions and to do and cause to be done all
acts, deeds and things that may be necessary, incidental or required for issue, allotment and distribution of
the said bonus shares and payment of sale proceeds of the fractional shares.
6. To consider and if thought fit to approve an increase in the Authorized Share Capital of the company and
for this purpose pass the following special resolution, with or without any amendments and to the requisite
approvals the consequent amendments in the Memorandum of Association of the company, subject to
requisite approvals, if any:
RESOLVED THAT the Authorized Share Capital of the company be and is hereby increased from Rs.
10,000,000,000 (Rupees Ten Billion only) divided into 1,000,000,000 (One Billion) ordinary shares of Rs. 10
(Rupees Ten) each to Rs. 15,000,000,000 (Rupees Fifteen Billion only) divided into 1,500,000,000 (One Billion
Five Hundred Million) ordinary shares of Rs. 10 (Rupees Ten) each ranking pari passu in every respect with the
existing ordinary shares of the company.
FURTHER RESOLVED THAT in consequence of the said increase in the Authorized Share Capital of the
company, the existing Clause V of the Memorandum of Association (MOA) of the company , be and is hereby
replaced accordingly, to read as follows;
156
Clause V of the Memorandum of Association:
“The Authorized Capital of the company is Rs. 15,000,000,000/- (Rupees Fifteen Billion only) divided into
1,500,000,000 (One Billion Five Hundred Million) Ordinary Shares of Rs.10/- (Rupees Ten) each, with attached
thereto respectively such preferential, deferred, qualified or special rights, privileges and conditions as
provided in the Articles of Association of the company, or in accordance with the Companies Act, 2017, and
to vary, modify or abrogate such rights, privileges and conditions, in such manner as may be permitted by
the Companies Act, 2017 and to increase and/or reduce the capital and to divide shares in the capital into
several kinds and classes and to consolidate or subdivide the shares and to issue shares for higher or lower
denominations.”
7. To ratify and approve transactions conducted with the Related Parties for the years ended June 30, 2019 to
June 30, 2021 by passing the following special resolution with or without modification:
RESOLVED THAT the transactions conducted with the Related Parties as disclosed in the note 43/47 of the
Annual Audited Financial Statements for the years ended June 30, 2019 to June 30, 2021 respectively, be and
are hereby ratified, approved and confirmed.
8. To approve potential transactions with Related Parties intended to be carried out in the financial year ending
on June 30, 2022 and to authorize the Board of Directors of the company, to carry out such Related Party
transactions at its discretion from time to time, irrespective of the composition of the Board of Directors.
RESOLVED THAT the Board of Directors of the company be and is hereby authorized to approve the
transactions to be conducted with the Related Parties on case to case basis for the financial year ending on
June 30, 2022.
FURTHER RESOLVED THAT the Board of Directors of the company may, at its discretion, approve specific
related party transactions from time to time, irrespective of the composition of the Board, and in compliance
with the company’s policy pertaining to Related Party transactions and notwithstanding any interest of the
Directors of the company in any Related Party transaction which has been noted by the shareholders.
The Statement under Section 134(3) of the Companies Act, 2017, pertaining to the special business referred
to above is being circulated to the members along with the Notice of the Meeting.
OTHER BUSINESS:
Notes:
157
2. Participation in the Annual General Meeting:
All members entitled to attend and vote at this meeting may appoint another person as his / her proxy to
attend and vote for him / her. Proxies in order to be effective must be received at the Registered Office of the
company, not less than 48 hours before the time of holding the meeting. CDC Account Holders will further
have to follow the guidelines as laid down in Circular 1 dated January 26, 2000 issued by the Securities &
Exchange Commission of Pakistan. Proxy form is available at the company’s website i.e. www.interloop-pk.
com (in English and Urdu Language).
___________________
Signature of Member
(i) In the case of individuals, the account holder or sub-account holder whose registration details are uploaded
as per the Central Depository Company of Pakistan Limited Regulations, shall authenticate his/her identity by
showing his/ her valid original Computerized National Identity Card (CNIC) or original passport at the time of
attending the Annual General Meeting.
(ii) In case of a corporate entity, the Board of Directors’ resolution/power of attorney, with specimen signature
of the nominee, shall be produced at the time of the Annual General Meeting, unless it has been provided
earlier.
(i) In case of individuals, the account holder or sub-account holder whose registration details are uploaded as
per the Central Depository Company of Pakistan Limited Regulations, shall submit the proxy form as per the
mentioned requirements.
(ii) The proxy form shall be witnessed by two persons whose names, addresses and CNIC numbers shall be
mentioned on the form.
(iii) Attested copies of the valid CNICs or the passports of the beneficial owner(s) and the proxy shall be furnished
with the proxy form.
(iv) The proxy shall produce his/her valid original CNIC or original passport at the time of the Annual General
Meeting.
(v) In case of a corporate entity, the Board of Directors’ resolution/power of attorney, with specimen signature
of the nominee, shall be submitted to the company along with the proxy form unless the same has been
provided earlier.
158
5. Mandatory Submission of CNIC Copies:
With reference to the notification of Securities and Exchange Commission of Pakistan (SECP), SRO 779(1)2011
dated August 18, 2011, the Members/ Shareholders who have not yet submitted photo copy of their valid
CNIC to the company are required to send the same at the earliest directly to the company’s Share Registrar
M/s. CDC Share Registrar Services Limited, CDC House, 99 –B, Block B, S.M.C.H.S., Main Shahrah-e- Faisal,
Karachi-74400. In case of non-receipt of the copy of valid CNIC and noncompliance of the above mentioned
SRO of SECP, the company may be constrained to withhold transfer of dividend in the future, if any.
Members who hold shares in CDC accounts are required to provide their bank mandates to their respective
participants.
7. Deduction of Income Tax from Dividend under Section 150 of the Income Tax Ordinance, 2001 (“Income
tax Ordinance”):
The rates of deduction of withholding tax for Filers and Non-Filers as prescribed under Section 150 of the
Income Tax Ordinance 2001, are as under:
Members who have joint shareholdings held by Filers and Non-Filers shall be dealt with separately and in
such particular situation, each account holder is to be treated as either a Filer or a Non-Filers and tax will be
deducted according to his/her shareholding.
If the share is not ascertainable then each account holder will be assumed to hold equal proportion of shares
and the deduction will be made accordingly. Therefore, in order to avoid deduction of tax at a higher side, the
joint account holders are requested to provide the below details of their shareholding to the Share Registrar
of the company latest by the Annual General Meeting date.
A valid tax exemption certificate is necessary for exemption from the deduction of withholding tax under
Section 150 of the Income Tax Ordinance, 2001. Members who qualify under Clause 47B of Part IV of the
Second Schedule to the Income Tax Ordinance, 2001, and wish to seek an exemption must provide a copy
of their valid tax exemption certificate to the Shares Registrar prior to the date of commencement of Book
closure, otherwise tax will be deducted according to the applicable law.
Unclaimed Dividend
Shareholders, who by any reason, could not claim their dividend, if any, are advised to contact our Share
159
Registrar M/s. CDC Share Registrar Services Limited, CDC House, 99 –B, Block B, S.M.C.H.S., Main Shahrah-e-
Faisal, Karachi-74400 and collect / enquire about their unclaimed dividend, if any.
In compliance with the above requirements, members who wish to receive the Annual Report 2021 in
electronic form may file an application as per the form provided on the company’s website in compliance with
the subject SRO. The members who have provided consent to receive Annual Report 2021 can subsequently
request any other media including hard copy which shall be provided free of cost within seven days.
160
STATEMENT OF MATERIAL
FACTS CONCERNING
SPECIAL SPECIAL BUSINESS
PURSUANT TO SECTION
134(3) OF THE COMPANIES
ACT, 2017
This statement sets out the material facts concerning the Special Business given in agenda items No.5, 6, 7 & 8
of the Notice of AGM, which will be considered to be passed by the members. The purpose of this Statement
is to set forth the material facts concerning such Special Business.
With a view to capitalize the Share Premium balance, the Board of Directors of the company in its meeting held
on September 15, 2021 have proposed to issue bonus shares at the ratio of 3:100; i.e., 3 (Three) fully paid-up
ordinary shares for every 100 (One Hundred) ordinary shares held, thereby capitalize a sum of Rs. 261,659,240.
These Bonus Shares shall rank pari passu with the existing ordinary shares of the company, as regards future
dividend and in all other respects. However, they will not qualify for the final cash dividend declared for the year
ended June 30, 2021.
The Directors are not interested in this business except as shareholders of the company.
The Board of Directors of the company in their meeting held on September 15, 2021 approved the increase
in the Authorized Share Capital of the company from Rs. 10,000,000,000 (Rupees Ten Billion only) divided
into 1,000,000,000 (One Billion) of the nominal value of Rs.10 (Rupees Ten) each Ordinary Shares to Rs.
15,000,000,000 (Rupees Fifteen Billion only) divided into 1,500,000,000 (One Billion Five Hundred Million) of the
nominal value of Rs.10 (Rupees Ten each) Ordinary Shares. This increase in Authorized Capital is indispensable
to accommodate the current bonus issue of 3% bonus shares as mentioned in Item No. 5 of the Agenda. Further
the current increase in Authorized Capital is proposed to anticipate any increase in issue of shares as the total
Authorized Capital of the company is 87% issued, paid-up and subscribed.
The Directors are not interested in this business except as shareholders of the company.
To ratify and approve transactions conducted with the Related Parties for the years ended June 30, 2019
to June 30, 2021.
Transactions conducted with the Related Parties have to be approved by the Board of Directors duly recommended
by the Audit Committee on quarterly basis pursuant to clause 15 of the Listed Companies (Code of Corporate
Governance) Regulations, 2019. However, since majority of the company’s Directors were interested due to their
common directorships and therefore these transactions are being placed for the
approval by shareholders in the 29th Annual General Meeting of the company.
All the transactions with the Related Parties to be ratified have been disclosed in the note 43/47 of the Annual
Audited Financial Statements for the years ended June 30, 2019 to June 30, 2021 respectively. The company
carries out transactions in the normal course of business. All transactions entered into with related parties require
the approval of the Audit Committee of the company. Upon the recommendation of the Audit Committee, such
161
transactions were placed before the Board of Directors for approval. The nature of relationship with these related
parties has also been indicated in the referred Financial Statements for the subject fiscal years.
To authorize Board of Directors of the company to approve potential transactions with the Related Parties
intended to be carried out in the financial year ending on June 30, 2022.
The company shall be conducting transactions with its Related Parties during the year ending on June 30, 2022
in the normal course of business. The majority of Directors are interested due to their common directorship in
the associated undertakings. In order to promote transparent business practices, the shareholders are required to
authorize the Board of Directors to approve transactions with the related parties from time-to-time and on case
to case basis for the year ending on June 30, 2022, which transactions shall be deemed to be approved by the
Shareholders, irrespective of the composition of the Board, and in compliance with the company’s policy pertaining
to Related Party transactions and notwithstanding any interest of the Directors of the company in any Related Party
transaction which has been noted by the shareholders.
The Directors are interested in the resolutions to the extent of their common directorships and shareholding in the
associated companies and the privileges attached thereto only.
162
163
164
165
166
167
PATTERN OF SHAREHOLDING
AS ON JUNE 30, 2021
SHAREHOLDING
Number of Shareholders From To Total Shares Held
137 1 100 3,798
1,321 101 500 641,322
835 501 1,000 824,805
1,008 1,001 5,000 2,544,208
292 5,001 10,000 2,178,304
105 10,001 15,000 1,332,653
53 15,001 20,000 953,733
51 20,001 25,000 1,190,067
31 25,001 30,000 866,297
27 30,001 35,000 882,436
14 35,001 40,000 533,298
7 40,001 45,000 305,973
21 45,001 50,000 1,039,350
9 50,001 55,000 467,987
15 55,001 60,000 878,317
6 60,001 65,000 375,718
5 65,001 70,000 345,279
6 70,001 75,000 442,000
3 75,001 80,000 229,516
7 80,001 85,000 580,748
6 85,001 90,000 529,994
4 90,001 95,000 372,250
10 95,001 100,000 1,000,000
3 100,001 105,000 305,417
1 105,001 110,000 106,750
1 110,001 115,000 114,500
2 115,001 120,000 232,002
7 120,001 125,000 864,576
4 125,001 130,000 513,629
2 130,001 135,000 269,500
2 135,001 140,000 274,418
3 140,001 145,000 427,375
6 145,001 150,000 895,811
2 150,001 155,000 305,500
1 160,001 165,000 161,000
2 165,001 170,000 340,000
3 170,001 175,000 520,500
2 190,001 195,000 383,677
6 195,001 200,000 1,192,644
3 200,001 205,000 610,142
1 205,001 210,000 208,500
2 210,001 215,000 425,500
1 215,001 220,000 216,250
3 220,001 225,000 667,500
2 240,001 245,000 489,250
2 245,001 250,000 495,500
1 255,001 260,000 256,000
2 260,001 265,000 524,319
1 265,001 270,000 268,000
168
SHAREHOLDING
Number of Shareholders From To Total Shares Held
2 270,001 275,000 544,415
1 310,001 315,000 310,882
1 315,001 320,000 319,148
1 320,001 325,000 320,500
1 325,001 330,000 330,000
1 360,001 365,000 365,000
1 365,001 370,000 365,235
1 370,001 375,000 371,938
1 375,001 380,000 379,500
1 385,001 390,000 388,000
2 395,001 400,000 797,712
3 400,001 405,000 1,210,319
1 410,001 415,000 411,000
1 415,001 420,000 418,500
1 450,001 455,000 450,020
1 455,001 460,000 456,378
1 480,001 485,000 485,000
1 495,001 500,000 500,000
1 505,001 510,000 505,250
1 540,001 545,000 541,470
1 560,001 565,000 563,916
1 580,001 585,000 582,500
1 620,001 625,000 623,000
1 665,001 670,000 669,500
1 700,001 705,000 704,000
1 900,001 905,000 900,172
1 910,001 915,000 914,222
1 945,001 950,000 948,877
1 955,001 960,000 955,500
1 1,035,001 1,040,000 1,039,500
1 1,115,001 1,120,000 1,117,500
2 1,195,001 1,200,000 2,400,000
1 1,335,001 1,340,000 1,339,672
1 1,455,001 1,460,000 1,456,162
1 1,585,001 1,590,000 1,588,000
1 1,620,001 1,625,000 1,623,500
1 1,815,001 1,820,000 1,816,500
1 1,820,001 1,965,000 1,825,218
1 1,965,001 1,970,000 1,966,750
1 1,990,001 1,995,000 1,993,500
1 1,995,001 2,000,000 1,997,000
1 2,450,001 2,455,000 2,453,500
1 2,580,001 2,585,000 2,581,218
1 2,805,001 2,810,000 2,808,110
1 3,510,001 3,515,000 3,514,201
1 3,635,001 3,640,000 3,640,000
1 3,730,001 3,735,000 3,735,000
2 3,995,001 4,000,000 8,000,000
2 4,340,001 4,345,000 8,681,396
169
SHAREHOLDING
Number of Shareholders From To Total Shares Held
1 5,090,001 5,095,000 5,094,500
2 7,195,001 7,200,000 14,400,000
1 8,850,001 8,855,000 8,853,000
1 10,465,001 10,470,000 10,469,669
1 13,250,001 13,255,000 13,250,500
1 13,865,001 13,870,000 13,867,560
1 17,075,001 17,080,000 17,076,396
1 37,330,001 37,335,000 37,334,869
1 69,000,001 71,185,000 69,358,284
1 282,495,001 282,500,000 282,498,838
1 298,495,001 298,500,000 298,498,840
4,106 872,197,450
General Public
170
INFORMATION FOR
SHAREHOLDERS
COMPANY REGISTERED OFFICE ANNUAL LISTING FEE
Interloop Limited The Annual listing fee for the Financial year 2021-2022 has
Al – Sadiq Plaza, P – 157, been paid within the prescribed time limit.
Railway Road, Faisalabad, Pakistan
Phone: +92 – 41 – 2619724 FINANCIAL CALENDAR
Fax: +92 – 41 – 2639400 September 2021 Audited annual results for the
year ended June 30, 2021
SHARE REGISTRAR September 2021 Mailing of annual reports
CDC Share Registrar Services Limited October 2021 Annual General Meeting
Karachi Office:
October 2021 Unaudited first quarter
Share Registrar Department, financial results
CDC House, 99-B, Block B,
February 2021 Unaudited half year financial
S.H.C.H.S, Main Shahra-e-Faisal, results
Karachi – 74400
April 2022 Unaudited third quarter
Tel: (92-21) 111-111-500 financial results
Fax: (92-21) 34326031
Lahore Office: FINANCIAL INFORMATION
Mezzanine Floor, South Tower, LSE Plaza, The company has posted its Annual and Quarterly Accounts
19-Khayaban-e-Aiwan-e-Iqbal, Lahore. on the company’s website in addition to transmitting them
Tel: (042) – 36362061-66 through the Exchange.
Before After
171
SHARE TRANSFER SYSTEM
Share transfers received by the company’s Share Registrar a statement that a shareholder entitled to attend and
are registered within the prescribed period. vote, is entitled to appoint a proxy who sought to be a
member of the company. The instrument appointing a
DATES OF BOOK CLOSURE proxy (duly signed by the shareholder appointing that
The register of the members and shares transfer books of proxy) should be deposited at the registered office of the
the company will remain closed from October 08, 2021 to company, not less than forty-eight hours before the said
October 15, 2021 (both days inclusive). general meeting.
172
INTERLOOP LIMITED
FORM OF PROXY
ANNUAL GENERAL MEETING
I/We__________________________________________________________________________ of_______________________
CDC A/C NO./ FOLIO NO. ______________________________ being a shareholder of Interloop Limited (“The Company”)
Mr./Ms./Miss ______________________________________________________of___________________________________
of ___________________________ who is/are also a shareholder of the said Company, as my /our proxy in my /our absence
to attend and vote for me /us at the 29th Annual General Meeting of the Company to be held on October 15, 2021 (Friday)
at 11:30 A.M. at Interloop Executive Club, Interloop Industrial Park, 7-KM Khurrianwala-Jaranwala Road, Faisalabad and/or
any adjournment thereof in the same manner as I/we myself /ourselves would vote if personally present at that meeting.
Witness 1:
Affix
1. Signed: Revenue Stamp of
Rs. 5/-
Name:
Address:
C.N.I.C/Passport NO.
Signature of Member(s) ________________
(The signature should match with the
Witness 2:
specimen registered with the Company)
1. Signed:
Name:
Address:
C.N.I.C/Passport NO.
Important:
a. This Proxy Form, duly completed and signed, must be received at the Registered Office of the Company, Interloop
Limited, Al-Sadiq Plaza P-157, Railway Road, Faisalabad, not less than 48 hours before the time of holding the
meeting.
b. If a member appoints more than one proxy and more than one instruments of proxies are deposited by a member
with the Company, all such instruments of proxy shall be rendered invalid.
c. The proxy form shall be witnessed by two persons whose names, addresses and CNIC/SNIC (Computer National
Identity Card/Smart National Identity Card) numbers shall be mentioned on the form.
d. Attested copies of CNIC or the passport of the beneficial owners and the proxy shall be furnished with proxy
form.
e. In case of corporate entity, the Board of Directors resolution/power of attorney with specimen shall be submitted
(unless it has been provided earlier) along with proxy form to the Company.
173
174
CORPORATE OFFICE
1-KM, Khurrianwala-Jaranwala Road
Khurrianwala, Faisalabad, Pakistan
T +92 41 4360400
F +92 41 2428704
REGISTERED OFFICE
Al–Sadiq Plaza, P–157,
Railway Road, Faisalabad, Pakistan
Tel: +92–41–2619724
Fax: +92–41–2639400
Email: [email protected]