Suzuki Annual Report 2012

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Contents

04 Our Vision & Mission 05 Company Information 06 Company Prole 10 Code of Conduct 11 Milestones 14 Highlights of the Accounts 18 Six Years at a Glance 20 Horizontal Analysis 22 Vertical Analysis 24 Statement of Value Addition & its Distribution 28 Visits & Events 30 Inauguration of Dealerships 31 Customers Facilitations 34 Chairmans Review 42 Directors Report 50 Statement of Compliance with the Code of Corporate Governance 52 Notice of Meeting 54 55 56 58 59 60 61 62 97 Review Report on Statement of Compliance with the Code of Corporate Governance Auditors Report Balance Sheet Prot and Loss Account Statement of Comprehensive Income Cash Flow Statement Statement of Changes in Equity Notes to the Financial Statements Pattern of Shareholding Proxy Form

SWIFT
FEEL YOUNG, DRIVE YOUNG! An eye-catching and dynamic sense of style has always set Swift apart from other compact cars. Swift gives you more of everything without compromising on style or performance. Swift is a young, fun and dynamic car for fun-loving people. With Swift youll be loving the drive and your life more than you ever thought possible.

Vision
To be recognized as a leading organization that values Customers needs and provides motoring solutions with strong customer care.

Mission
6 Strive to market value packed vehicles that meet customers expectations. Provide a platform where our stakeholders passionately contribute, invest and excel. Make valuable contribution to Social development of Pakistan. Pak Suzuki Motor Company Limited

Company Information
Board of Directors Hirofumi Nagao - Chairman & Chief Executive Satoshi Ina - Dy. Managing Director Hidekazu Terada - Director Mumtaz Ahmed Shaikh - Director Jamil Ahmed - Director Wazir Ali Khoja - Director Kenichi Ayukawa - Director Chief Financial Officer & Company Secretary Abdul Hamid Bhombal Audit Committee Hidekazu Terada - Chairman Kenichi Ayukawa - Member Wazir Ali Khoja - Member Obaid Rashid Zuberi - Secretary Human Resource and Remuneration (HR & PR) Committee Wazir Ali Khoja - Chairman Hirofumi Nagao - Member Satoshi Ina - Member Abdul Hamid Bhombal - Secretary Auditors Ernst & Young Ford Rhodes Sidat Hyder Chartered Accountants Bankers Bank Alfalah Ltd. Bank Al Habib Ltd. Citibank N.A. Faysal Bank Ltd. Habib Bank Ltd. Habib Metropolitan Bank Limited MCB Bank Ltd. National Bank of Pakistan Standard Chartered Bank (Pakistan) Ltd. The Bank of Tokyo-Mitsubishi UFJ, Ltd. annual report 2012 7 Legal Advisors Syed Qamaruddin Hassan Orr Dignam & Company Registrar Central Depository Company of Pakistan Ltd. CDC House, 99 - B, Block B, S.M.C.H.S, Main Shahrah-e-Faisal Karachi. Registered Office DSU-13, Pakistan Steel Industrial Estate, Bin Qasim, Karachi. Tel No. (021) 34723551 - 558 Fax No. (021) 34723521 - 523 Website: www.paksuzuki.com.pk Area Offices Lahore Ofce: 7-A, Aziz Avenue, Canal Bank Road, Gulberg V, Lahore. Tel No. 042-35775456, 042-35775457 Fax No. 042- 35751953 Rawalpindi Ofce: 3rd Floor, 112-B Mallahi Plaza, Murree Road, Rawalpindi Cantt. Tel No. (051) 5567518 - 5518073 Fax No. (051) 5585738

Company Profile
Location : Downstream Industrial Estate of Pakistan Steel, Karachi Total Area : 259,200 m2 (64 acres) Facilities : Press Shop, Welding Shop, Paint Shop, Plastic Shop, Engine and Transmission Assembly Shop, Final Assembly & Hi-Tech Inspection Shop. The Company has also established a modern Waste Water Treatment Plant as its contribution to the environment. Cost : Rs. 12.989 billion Production Capacity (double shift): Car & LCVs Plant : 150,000 units per annum Motorcycles Plant : 44,000 units per annum

Pak Suzuki Motor Company Limited (PSMCL) is a public limited company with its shares quoted on Karachi & Lahore Stock Exchanges in Pakistan. The Company was formed in August 1983 in accordance with the terms of a joint venture agreement between Pakistan Automobile Corporation Limited (representing Government of Pakistan) and Suzuki Motor Corporation (SMC) Japan. The Company started commercial production in January 1984 with the primary objective of progressive manufacturing, assembling and marketing of Cars, Pickups, Vans and 4 x 4 vehicles in Pakistan. The Companys long term plans inter-alia includes tapping of export markets. The foundation stone laying ceremony of the Companys existing plant located at Bin Qasim was performed in early 1989 by the Prime Minister then in ofce. By early 1990, on completion of rst phase of this plant, inhouse assembly of all the Suzuki engines started. In 1992, the plant was completed and production of the Margalla Car commenced. Under the Governments privatization policy, the Company was privatized and placed under the Japanese management in September 1992. At the time of privatization, SMC increased its equity from 25% to 40%. Subsequently, SMC progressively increased its equity to 73.09% by purchasing remaining shares from PACO. 8 Pak Suzuki Motor Company Limited

The Suzuki Management immediately after privatization started expansion of the existing plant to increase its installed capacity to 50,000 per annum. The expansion was completed in July 1994. However capacity remained substantially under-utilized until 2002 because of economic recession. Thereafter realizing growth in demand, the Company increased capacity in phases. The rst phase was completed in January 2005 when capacity was enhanced to 80,000 vehicles .The second phase was completed in January 2006 and capacity was raised to 120,000. The third phase was completed when on 6th February 2007, Prime Minister of Pakistan, Mr. Shaukat Aziz inaugurated 150,000 vehicles capacity expansion facilities. On 25th April 2007, the Board of Directors of Pak Suzuki Motor Company Limited (PSMCL) and Suzuki Motorcycles Pakistan Limited (SMPL) approved Scheme of Arrangement (The Scheme) to amalgamate SMPL into PSMCL with effect from 1st January 2007. The scheme was approved by the shareholders of the respective Companies at the Extra- Ordinary General Meeting held on 30th June 2007. The scheme was sanctioned by the Honourable High Court of Sindh (the court) on 17th September 2007. The certied copy of the Order of the Court sanctioning the scheme was led with the Registrar Companies Karachi on 1st October 2007, from which date the scheme became operative. PSMCL and Suzuki Motor Corporation (SMC) Japan held 41% and 43% shares in SMPL respectively. Pak Suzuki issued and allotted 1,233,300 ordinary shares of Rs.10/- each to the qualifying shareholders of SMPL @ one ordinary share in Pak Suzuki for every twenty one shares held by SMPL shareholders as on the date of nal book closure i.e. 29th October 2007. The trading in shares of SMPL on Karachi and Lahore Stock Exchanges ceased from the same date. The Company setup new plant for motorcycles at Bin Qasim. All the operations of motorcycles have been shifted to the new plant effective July 2011. The Company continues to be in the fore-front of automobile industry of Pakistan. Over a period of time, the Company has developed an effective and comprehensive network of sales, service and spare parts dealers who cater to the needs of customers and render effective after-sale service country wide. annual report 2012 9

LIANA 1300cc
Suzuki Liana, available in 1300cc manual transmission takes you out of the ordinary and into a realm. Liana is entirely different car, its style, dimension and comfort will inspire you to see everyday as an open door to a new age.

Code of Conduct
Pak Suzuki Motor Company Limited conducts its business fairly, in an ethical and proper manner, fully compliant with all applicable laws and regulations. The highest standards of ethical business conduct and integrity are required of Pak Suzuki employees in the performance of their ofcial responsibilities. Employees will not engage in conduct or activity that may raise questions as to the Companys honesty, reputation or otherwise cause embarrassment to the Company. Pak Suzukis Code of Conduct outlines expected behaviours for all of its directors and employees. Pak Suzuki requires its directors and employees to ensure that: They will not engage in any activity that might create a conflict of interest between them and/or the Company. In a situation where any such conflict of interest arises, they will promptly disclose the same. They will not take advantage of their position in Pak Suzuki to seek personal gains through the inappropriate use of Pak Suzuki information or abuse their position. They will not engage in insider trading. They will maintain appropriate level of condentiality of the information received or came to their knowledge during course of business. They will refrain from providing false and/or misleading information. They will observe fair dealing and transparency in all of their transactions and interactions. They will protect all Company assets and use them only for appropriate Company approved activities. Without exception, they will comply with all applicable laws, rules and regulations of the country. They will promptly report any illegal or unethical conduct to management or other appropriate authorities. They will strictly follow all policies, procedures & instructions issued by the company from time to time.

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Pak Suzuki Motor Company Limited

Milestones
1982 Joint Venture Agreement was signed between Suzuki Motor Corporation-Japan and Pakistan Automobile Corporation to set up Pak Suzuki Motor Co. Ltd. Locally assembled Suzuki SS-80 (FX) car launched. ----------------------------------------------------------------1983 Pak Suzuki as a public Limited Company incorporated. Industrial Collaboration Agreement executed with SMC - Japan. ----------------------------------------------------------------1984 The Company started commercial operations. ----------------------------------------------------------------1985 Mr. Osamu Suzuki, Chairman & CEO of Suzuki Motor Corporation was awarded Sitara-e-Pakistan by Government of Pakistan. ----------------------------------------------------------------1988 1000 cc passenger car SWIFT SA-310, later on called KHYBER introduced through local manufacturing. ----------------------------------------------------------------1989 Foundation stone of the new plant at Bin Qasim was laid by the then Prime Minister of Pakistan, Mohtarma Benazir Bhutto. ----------------------------------------------------------------1990 Operation of the rst phase of the new plant at Bin Qasim started with engine and transmission assembly. ----------------------------------------------------------------1992 New plant commissioned with the production of three box Sedan passenger car initially SF-410 later on SF-413, known as MARGALLA. The company was privatized with SMC acquiring additional 15% shares from PACO thus enhancing its shareholding to 40% and taking over the management. ----------------------------------------------------------------1993 The paid-up capital was doubled with issuance of 100% right shares which increased the capital to Rs. 250 million. ----------------------------------------------------------------1994 Shifting of Head Ofce and production of all models to new plant completed. ----------------------------------------------------------------1995 The paid-up capital was increased again with the issuance of 100% right shares, raising the capital to Rs. 490 million. ----------------------------------------------------------------1996 Taking initiative to control environmental pollution, the Company set-up waste water treatment plant at a cost of Rs. 40 million. The Joint Venture Agreement ended, PACO divested its entire shareholding to SMC, raising SMCs equity to 72.8%. ----------------------------------------------------------------1997 The 100,000th vehicle rolled out from the Bin Qasim Plant. 1300 cc BALENO was introduced replacing MARGALLA. 1999 Exports of RAVI pickups to Bangladesh commenced. ----------------------------------------------------------------2000 1000 cc passenger car SF-310 CULTUS replacing KHYBER was introduced. 1000 cc passenger car ALTO was introduced. ----------------------------------------------------------------2001 Reborn MEHRAN was introduced. CNG version of MEHRAN, BOLAN and RAVI were launched. ----------------------------------------------------------------2002 New BALENO was introduced. CNG version of BALENO, ALTO and CULTUS launched. The milestone of 250,000th vehicle from the new plant crossed. ----------------------------------------------------------------2003 The company received ISO 9001 : 2000 certication from AIB-VINCOTTE International Limited Brussels, Belgium, 20th Anniversary Celebrations. -----------------------------------------------------------Commencement of Component export to Hungary, Sub-leasing of land to Vendors Industry of Pak Suzuki adjacent to its assembly plant. ----------------------------------------------------------------2004 New Plastic Injection Molding Shop commenced production of Bumpers, Instrument Panels Radiator Grills and Wheel Caps. ----------------------------------------------------------------2005 Inauguration of rst phase of capacity expansion (80,000 vehicles) by the Federal Minister for Production, Industries and Special Initiatives. Achieved milestone of 100,000 online factory tted CNG Vehicles. The Company received ISO 14001 : 2004 and OHSAS 18001 : 1999 certication from AIB-VINCOTTE International Limited Brussels, Belgium. ----------------------------------------------------------------2006 Second phase of capacity expansion (120,000 Vehicles) completed. Production of locally manufactured LIANA Car. Production of 100,000 vehicles crossed in a calendar year. ----------------------------------------------------------------2007 Suzuki Motorcycles Pakistan Ltd. merged with Pak Suzuki Motor Company. ----------------------------------------------------------------2009 The 1,000,000th vehicle rolled out from the Pak Suzuki Plant. Cargo Van was introduced. ----------------------------------------------------------------2010 1300 cc locally manufactured car Swift was introduced. ----------------------------------------------------------------2011 Inauguration of new motorcycle plant at Bin Qasim. ----------------------------------------------------------------2012 Automatic version of Suzuki Swift 1300cc was introduced. New Suzuki Motorcycle Raider 110cc was launched replacing Shogun. Complete range of Suzuki products was upgraded to Euro II technology.

annual report 2012

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CULTUS EFi
EXECUTIVE CAR FOR PROFESSIONALS Its a big world out there, lled with big choices. But theres no reason to be overwhelmed, as sometimes the best way to approach it all is with an executive perspective! Drive new Euro-II Suzuki Cultus it is absolutely executive and simply stylish and fun. And theres plenty of passenger space too a feature youll truly appreciate along with its stylish exterior and classy interior.

Highlights of the Accounts


For the year ended December 31, 2012 Increase/(Decrease) 2012 Production volume (Nos.) - Motorcar - Motorcycle Sales volume (Nos.) - Motorcar - Motorcycle Gross Sales Selling Commission as a % of gross sales Net Sales Gross prot as a % of gross sales Distribution expenses as a % of gross sales Administration expenses as a % of gross sales 96,100 20,298 60,036,102 1,504,965 2.5 58,531,137 2,345,740 3.9 356,960 0.6 860,753 1.4 92,705 21,154 53,962,940 1,244,377 2.3 52,718,563 1,869,410 3.5 263,651 0.5 735,935 1.4 3,395 (856) 6,073,162 260,588 5,812,574 476,330 93,309 124,818 3.7 (4.0) 11.3 20.9 0.2 11.0 25.5 0.4 35.4 0.1 17.0 96,370 21,312 92,529 20,120 3,841 1,192 4.2 5.9 2011 Amount % ------------ (Rupees in thousand) ------------

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Pak Suzuki Motor Company Limited

Increase/(Decrease) 2012 Finance Cost as a % of gross sales Other income as a % of gross sales Other Operating Expense as a % of gross sales Prot before taxation as a % of gross sales Prot after taxation as a % of gross sales Shareholders equity Earnings per share (Rs.) Break-up value per share (Rs.) Number of shares issued (000) Exchange Rate 11,100 0.0 493,985 0.8 111,152 0.2 1,499,760 2.5 978,022 1.6 15,800,884 11.88 191.99 82,300 1.140 2011 17,845 0.0 620,390 1.1 107,072 0.2 1,365,297 2.5 794,421 1.5 15,316,815 9.65 186.11 82,300 1.061 Amount (6,745) (126,405) 4,080 134,463 183,601 484,069 2.23 5.88 0.080 % (37.8) (20.4) (0.3) 3.8 9.8 23.1 0.1 3.2 23.1 3.2 7.5 ------------ (Rupees in thousand) ------------

annual report 2012

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Highlights of the Accounts Segment Wise


For the year ended December 31, 2012 2012 Car Division Motorcycle Division Total

---------------- (Rupees in thousand) ---------------Production volume (Nos.) Sales volume (Nos.) Gross Sales Selling Commission as a % of gross sales Net Sales Gross prot as a % of gross sales Distribution expenses as a % of gross sales Administration expenses as a % of gross sales Finance Cost as a % of gross sales Other income as a % of gross sales Other Operating Expense as a % of gross sales Prot before taxation as a % of gross sales Prot after taxation as a % of gross sales Earnings per share (Rs.) Number of shares issued (000) 96,370 96,100 58,619,568 1,489,654 2.5 57,129,914 2,626,970 4.5 253,091 0.4 746,683 1.3 9,760 0.0 391,106 0.7 111,152 0.2 1,897,390 3.2 1,375,652 2.3 16.72 82,300 0.0 (397,630) (28.1) (397,630) (28.1) (4.83) 82,300 21,312 20,298 1,416,534 15,311 1.1 1,401,223 (281,230) (19.9) 103,869 7.3 114,070 8.1 1,340 0.1 102,879 7.3 60,036,102 1,504,965 2.5 58,531,137 2,345,740 3.9 356,960 0.6 860,753 1.4 11,100 0.0 493,985 0.8 111,152 0.2 1,499,760 2.5 978,022 1.6 11.88 82,300

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Pak Suzuki Motor Company Limited

2011 Car Division Motorcycle Division Total Car Division Amount 3,841 3,395 6,007,567 251,517 5,756,050 584,334 48,701 165,700 (6,601) (124,503) 4,080 247,951 297,089 3.61 -

Increase/(Decrease) Motorcycle Division % 4.2 3.7 11.4 20.3 0.1 11.2 28.6 0.6 23.8 28.5 0.2 40.3) 24.1) (0.3) 3.8 15.0 0.1 27.5 0.2 27.5 (1.38) (113,488) (113,488) (1,902) (144) (40,882) 44,608 56,524 (108,004) Amount 1,192 (856) 65,595 9,071 % 5.9 (4.0) 4.9 145.4 0.6 4.2 62.3 (7.1) 75.3 2.9 26.4) (3.4) (9.7) (1.8) (0.5) 39.9 (7.1) 39.9 (7.1) 40.0 2.23 183,601 134,463 4,080 (126,405) (6,745) 124,818 93,309 5,812,574 476,330 Total Amount 6,073,162 260,588 % 11.3 20.9 0.2 11.0 25.5 0.4 35.4 0.1 17.0 37.8) (20.4) (0.3) 3.8 9.8 23.1 0.1 23.1 -

---------- (Rupees in thousand) --------92,529 92,705 52,612,001 1,238,137 2.4 51,373,864 2,042,636 3.9 204,390 0.4 580,983 1.1 16,361 0.0 515,609 1.0 107,072 0.2 1,649,439 3.1 1,078,563 2.1 13.11 82,300 20,120 21,154 -

1,350,939 53,962,940 6,240 0.5 1,244,377 2.3

1,344,699 52,718,563 (173,226) (12.8) 59,261 4.4 154,952 11.5 1,484 0.1 104,781 7.8 0.0 (284,142) (21.0) (284,142) (21.0) (3.45) 82,300 1,869,410 3.5 263,651 0.5 735,935 1.4 17,845 0.0 620,390 1.1 107,072 0.2 1,365,297 2.5 794,421 1.5 9.65 82,300

annual report 2012

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6 Years at a Glance
2012 OPERATING RESULTS Production volume ( Nos.) - Motorcar - Motorcycle Sales volume ( Nos.) - Motorcar - Motorcycle Sales revenue Gross prot Prot before taxation Prot/(loss) after taxation Dividends (cash/bonus shares) Prot retained CAPITAL EMPLOYED Share capital Reserves Unappropriated prot Shareholders equity Deferred liabilities Current Liabilities 822,999 14,329,216 648,669 15,800,884 5,547,980 21,348,864 Represented By: Fixed Assets Other Non - Current Assets Net Current Assets 3,738,867 544,083 17,065,914 21,348,864 4,200,317 515,806 18,608,777 23,324,900 4,226,582 710,650 14,313,132 19,250,364 4,684,671 543,430 12,427,633 17,655,734 4,578,436 570,095 11,807,612 16,956,143 4,358,151 627,678 16,215,508 21,201,337 822,999 13,633,765 860,051 15,316,815 8,008,085 23,324,900 822,999 13,459,414 215,502 14,497,915 4,752,449 19,250,364 822,999 13,244,414 258,187 14,325,600 5,000 3,325,134 17,655,734 823,000 12,694,414 635,267 14,152,681 146,000 2,657,462 16,956,143 823,000 10,332,053 2,821,982 13,977,035 99,000 7,125,302 21,201,337 96,100 20,298 58,531,137 2,345,740 1,499,760 978,022 205,750 772,272 92,705 21,154 52,718,563 1,869,410 1,365,297 794,421 164,600 629,821 79,138 19,013 42,642,762 1,003,787 668,015 211,143 41,150 169,993 52,011 14,659 26,234,061 569,299 427,843 255,219 41,150 214,069 93,123 27,023 39,669,730 588,053 992,176 624,785 82,300 542,485 124,233 30,255 50,844,632 4,760,232 4,281,263 2,774,532 411,500 2,363,033 96,370 21,312 92,529 20,120 78,840 19,618 51,032 14,530 90,421 26,692 120,899 30,245 2011 2010 2009 2008 2007 ----------- Rupees in thousand -----------

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Pak Suzuki Motor Company Limited

2012 PROFITABILITY RATIOS Gross prot as a % of net sales Prot before taxation as a % of net sales Prot/(loss) after taxation as a % of net sales Earning/(loss) per Share (Rs.) LIQUIDITY & LEVERAGE RATIOS Current ratio Quick ratio Liabilities as a % of total assets Equity as a % of total assets EFFICIENCY RATIOS Inventory turn over ratio No. of days stock held No. of days sales in trade debts Total assets turn over ratio Net worth turn over ratio EQUITY RATIOS Break up value per share (Rs.) Cash Dividend as a % of capital Stock Dividend as a % of capital Dividend payout ratio (%) Plough-back ratio (%) OTHER DATA Permanent employees strength (Nos.) Number of shares 1,193 82,299,851 191.99 25 21 100 5.3 69 3.7 2.7 3.7 3.08 1.16 26 74 1.7 11.9 2.6 4.0

2011

2010

2009

2008

2007

3.5 2.6

2.4 1.6

2.2 1.6

1.5 2.5

9.4 8.4

1.5 9.7

0.5 2.6

1.0 3.1

1.6 7.6

5.5 33.7

2.32 0.70 34 66

3.01 1.16 25 75

3.74 1.66 19 81

4.44 1.50 17 83

2.28 0.98 34 66

3.9 93 2.2 2.3 3.4

4.8 77 2.1 2.2 2.9

3.7 98 5.2 1.5 1.8

5.1 72 2.6 2.3 2.8

5.0 73 1.3 2.4 3.6

186.11 20 21 79

176.16 5 19 81

174.07 5 16 84

171.96 10 13 87

169.83 50 15 85

1,029 82,299,851

963 82,299,851

906 82,299,851

990 82,299,851

905 82,299,851

annual report 2012

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Horizontal Analysis of Balance Sheet


2012 % 2011 % 2010 % 2009 % 2008 % 2007 % ---------------------------------------------------------- Rupees in million ---------------------------------------------------------BALANCE SHEET Fixed assets Long-term investments Long-term loans Long-term deposits and prepayments Long-term installment sales receivables Deferred taxation Stores, spares and loose tools Stock-in-trade Trade debts Current portion of long-term installment sales receivables Loans and advances Trade deposits and short term prepayments Interest accrued Other receivables Short-term investment Sales tax adjustable and Advance income tax - net Cash and bank balances Non-current assets classied as held for sale Total assets Share capital Reserves Total Equity Deferred taxation Trade and other payables Advances Accrued mark-up Short-term borrowing - export renancing Deposits against display of vehicles Security deposits Income tax payable-net Provision for custom duties, sales tax and others Total equity and liabilities 4,050 5 1 63 163 83 10,562 588 353 195 39 6 170 0 3,647 1,417 5 21,349 823 14,978 15,801 0 2,695 1,144 0 0 1,486 85 0 138 21,349 (10.1) 25.0 (50.0) 215.0 (12.4) 29.7 (18.3) 82.0 16.1 (10.1) (53.0) 3.7 7.7 24.4 5,463.0 (8.5) 3.3 3.2 0.0 (16.1) (62.7) 0.0 (100.0) 3.4 4.9 0.0 (8.5) 4,503 4 2 20 186 64 12,922 323 304 217 83 6 164 0 3,386 1,139 0 23,325 823 14,494 15,317 0 3,211 3,065 0 75 1,437 81 0 138 23,325 (4.8) (20.0) 100.0 (28.6) 9.4 47.7 34.0 21.1 60.7 93.0 (33.3) 51.9 88.4 (61.0) 0.0 21.2 6.0 5.6 0.0 4.3 837.3 0.0 50.0 34.6 (9.0) 0.0 21.2 4,731 5 1 28 170 64 8,748 241 251 135 43 9 108 0 1,797 2,917 0 19,250 823 13,675 14,498 0 3,080 327 0 50 1,068 89 0 138 19,250 (6.0) 25.0 (66.7) (20.0) 11.1 52.4 27.2 (36.1) 21.8 (40.3) 34.4 12.5 40.3 73.5 (17.7) 0.0 9.0 1.3 1.2 (100.0) 66.2 (26.0) (100.0) (37.5) 47.5 2.3 0.0 9.0 5,033 4 3 35 153 42 6,880 377 206 226 32 8 77 0 1,036 3,546 0 17,656 823 13,503 14,326 5 1,853 442 2 80 724 87 0 138 17,656 1.4 (72.7) 40.0 4.8 (55.3) (11.0) 31.4 (39.6) 76.6 (37.3) (72.4) (22.2) 89.7 41.9 0.0 4.1 1.3 1.2 (96.6) 40.8 18.8 0.0 0.0 (2.6) 3.6 0.0 (3.5) 4.1 4,961 4 11 25 146 94 7,733 287 341 128 51 29 99 0 546 2,499 0 16,956 823 13,330 14,153 146 1,316 372 0 0 743 84 0 143 16,956 4.6 (20.0) (38.9) (3.8) (23.6) 25.3 (15.8) 54.3 (4.2) (17.4) 112.5 (40.8) 153.8 (100.0) 3.4 (54.4) 0.0 (20.0) 1.3 1.3 47.5 (58.5) (84.6) 0.0 0.0 (7.0) 10.5 0.0 (78.6) (20.0) 4,745 5 18 26 191 75 9,182 186 356 155 24 49 39 138 528 5,484 0 21,201 823 13,154 13,977 99 3,174 2,409 0 0 799 76 0 667 21,201 15.4 1,150.0 50.0 4.0 33.6 11.9 (4.5) 21.6 29.0 33.6 (4.0) (60.5) 2.6 9.5 129.6 (33.2) 0.0 (8.9) 3.0 26.6 24.9 70.7 (6.7) (61.1) 0.0 (100.0) 6.7 (1.3) (100.0) (0.1) (8.9)

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Pak Suzuki Motor Company Limited

Horizontal Analysis of Profit and Loss Account


2012 % 2011 % 2010 % 2009 % 2008 % 2007 % ---------------------------------------------------------- Rupees in million ---------------------------------------------------------PROFIT AND LOSS ACCOUNT Sales Cost of sales Gross prot / (loss) Distribution cost Administrative expenses Other operating expenses Other income Operating prot / (loss) Finance cost Prot / (loss) before taxation Taxation Prot / (loss) after taxation 58,531 (56,185) 2,346 (357) (861) (111) 494 1,511 (11) 1,500 (522) 978 11.0 10.5 25.5 35.2 17.0 3.7 (20.3) 9.3 (38.9) 9.9 (8.6) 23.2 52,719 (50,849) 1,870 (264) (736) (107) 620 1,383 (18) 1,365 (571) 794 23.6 22.1 86.2 34.0 15.7 91.1 7.8 100.7 (14.3) 104.3 24.9 276.3 42,643 (41,639) 1,004 (197) (636) (56) 575 690 (21) 669 (457) 212 62.5 62.2 76.4 (8.4) 28.5 43.6 (7.3) 56.6 61.5 56.1 164.2 (17.3) 26,234 (25,665) 569 (215) (495) (39) 620 440 (13) 427 (173) 254 (33.9) (34.3) (3.7) (30.4) (2.0) (47.3) (53.8) (57.9) (75.5) (56.9) (52.9) (59.2) 39,670 (39,079) 591 (309) (505) (74) 1,343 1,046 (53) 993 (367) 626 (22.0) (15.2) (87.6) (27.6) (1.2) (76.7) 45.8 (76.4) (63.2) (76.8) (75.6) (77.5) 50,845 (46,084) 4,761 (427) (511) (318) 921 4,426 (144) 4,282 (1,507) 2,775 5.5 8.4 (16.4) (24.7) 8.3 (17.0) (20.8) (18.6) (49.1) (16.9) (16.2) (17.3)

annual report 2012

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Vertical Analysis of Balance Sheet


(as a percentage of total assets)
2012 % 2011 % 2010 % 2009 % 2008 % 2007 % -------------------------------------------------------------- Rupees in million -------------------------------------------------------------Fixed assets Long-term investments Long-term loans Long-term deposits and prepayments Long-term installment sales receivables Deferred taxation Stores, spares and loose tools Stock-in-trade Trade debts Current portion of long-term installment sales receivables Loans and advances Trade deposits and short term prepayments Interest accrued Other receivables Short-term investment Sales tax adjustable Advance income tax - net Cash and bank balances Non-current assets classied as held for sale Total assets EQUITY AND LIABILITIES Share capital Reserves Total Equity Deferred taxation Trade and other payables Advances Accrued mark-up Short-term borrowing - export renancing Deposits against display of vehicles Security deposits Income tax payable-net Provision for custom duties, sales tax and others Total equity and liabilities 823 14,978 15,801 2,695 1,144 1,486 85 138 21,349 3.9 70.2 74.0 0.0 12.6 5.4 0.0 0.0 7.0 0.4 0.0 0.6 100.0 823 14,494 15,317 3,212 3,065 75 1,437 81 138 23,325 3.5 62.1 65.7 0.0 13.8 13.1 0.0 0.3 6.2 0.3 0.0 0.6 100.0 823 13,675 14,498 3,080 327 50 1,068 89 138 19,250 4.3 71.0 75.3 0.0 16.0 1.7 0.0 0.3 5.5 0.5 0.0 0.7 100.0 823 13,503 14,326 5 1,852 442 2 80 724 87 138 17,656 4.7 76.5 81.1 0.0 10.5 2.5 0.0 0.5 4.1 0.5 0.0 0.8 100.0 823 13,330 14,153 146 1,315 372 743 84 143 16,956 4.9 78.6 83.5 0.9 7.8 2.2 0.0 0.0 4.4 0.5 0.0 0.8 100.0 823 13,154 13,977 99 3,174 2,409 799 76 667 21,201 3.9 62.0 65.9 0.5 15.0 11.4 0.0 0.0 3.8 0.4 0.0 3.1 100.0 4,051 5 1 62 163 83 10,562 588 353 195 39 6 170 970 2,677 1,417 5 21,349 19.0 0.0 0.0 0.3 0.8 0.0 0.4 49.5 2.8 1.7 0.9 0.2 0.0 0.8 0.0 4.5 12.5 6.6 0.0 100.0 4,504 4 2 19 186 64 12,922 323 304 217 83 6 164 1,023 2,363 1,139 23,325 19.3 0.0 0.0 0.1 0.8 0.0 0.3 55.4 1.4 1.3 0.9 0.4 0.0 0.7 0.0 4.4 10.1 4.9 0.0 100.0 4,732 5 1 29 170 64 8,748 241 251 135 43 9 108 389 1,408 2,917 19,250 24.6 0.0 0.0 0.2 0.9 0.0 0.3 45.4 1.3 1.3 0.7 0.2 0.0 0.6 0.0 2.0 7.3 15.2 0.0 100.0 5,032 4 3 35 153 43 6,880 377 206 226 32 8 77 256 780 3,546 17,656 28.5 0.0 0.0 0.2 0.9 0.0 0.2 39.0 2.1 1.2 1.3 0.2 0.0 0.4 0.0 1.4 4.4 20.1 0.0 100.0 4,962 4 11 25 146 92 7,732 287 341 128 51 29 99 112 434 2,499 16,956 29.3 0.0 0.1 0.1 0.9 0.0 0.6 45.6 1.7 2.0 0.8 0.3 0.2 0.6 0.0 0.7 2.6 14.7 0.0 100.0 4,745 6 17 25 191 73 9,182 187 356 155 23 49 40 138 502 25 5,485 21,201 22.4 0.0 0.1 0.1 0.9 0.0 0.3 43.3 0.9 1.7 0.7 0.1 0.2 0.2 0.7 2.4 0.1 25.9 100.0

24

Pak Suzuki Motor Company Limited

Vertical Analysis of Profit and Loss Account


(as a percentage of total sales)
2012 % 2011 % 2010 % 2009 % 2008 % 2007 % -------------------------------------------------------------- Rupees in million -------------------------------------------------------------Sales Cost of sales Gross prot / (loss) Distribution cost Administrative expenses Other operating expenses Other income Operating prot / (loss) Finance cost Prot / (loss) before taxation Taxation Prot / (loss) after taxation 58,531 100 52,719 (50,849) 1,869 (264) (736) (107) 620 1,383 (18) 1,365 (571) 794 100 (96.45) 3.55 (0.50) (1.40) (0.20) 1.18 2.62 (0.03) 2.59 (1.08) 1.51 42,643 (41,639) 1,004 (197) (636) (56) 575 689 (21) 668 (457) 211 100 (97.65) 2.35 (0.46) (1.49) (0.13) 1.35 1.62 (0.05) 1.57 (1.07) 0.49 26,234 (25,665) 569 (215) (495) (39) 620 440 (13) 427 (173) 254 100 (97.83) 2.17 (0.82) (1.89) (0.15) 2.36 1.68 (0.05) 1.63 (0.66) 0.97 39,670 (39,079) 591 (309) (505) (74) 1,343 1,046 (53) 993 (367) 626 100 (98.51) 1.49 (0.78) (1.27) (0.19) 3.39 2.64 (0.13) 2.50 (0.93) 1.58 50,845 (46,084) 4,761 (427) (511) (318) 921 4,426 (144) 4,282 (1,507) 2,775 100 (90.64) 9.36 (0.84) (1.01) (0.63) 1.81 8.70 (0.28) 8.42 (2.96) 5.46

(56,185) ( 95.99) 2,346 (357) (861) (111) 494 1,511 (11) 1,500 (522) 978 4.01 (0.61) (1.47) (0.19) 0.84 2.58 (0.02) 2.56 (0.89) 1.67

annual report 2012

25

Statement of Value Addition and its Distribution


2012 (Rupees in 000) Wealth Generated Total gross revenue and other income Brought in materials and services 70,141,657 (57,034,331) 13,107,326 Wealth distribution to stakeholders To employees Salaries, wages ,other cost including retirement benets and WPPF To Government Income tax, sales tax, excise duty, development surcharge, WWF To society Donation toward earthquake victims, IDPs and health To Shareholders Dividend and bonus To providers of nance Finance charges for borrowed funds To Company Depreciation, amortisation and retained prot/ (loss) 1,819,909 13,107,326 13.88 100.00 1,788,347 12,488,046 14.32 100.00 2,381 0.02 5,409 0.04 164,600 1.26 41,151 0.33 2,290 0.02 1,926 0.02 10,163,915 77.54 9,927,683 79.50 954,231 7.28 723,530 5.79 100 63,908,482 (51,420,436) 12,488,046 100 % 2011 (Rupees in 000) %

26

Pak Suzuki Motor Company Limited

MEHRAN EFi
NEW PASSION, NEW DYNAMICS, NEW ENERGY Mehran EFi is the best choice particularly for people who drive every day since it does not only give better mileage but also keeps the environment green. Its new exterior includes the bold and dynamic headlights with distinguished grille and turn signals. Maintenance is easy and economical. The cars exterior is undoubtedly striking, the inside view is just as impressive. Thats why Mehran EFi is the best choice and true value for your money.

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RAVI EFi
A TRUE BUSINESS PARTNER With upgraded features and advanced Euro-II technology, now your Suzuki Ravi is More environment friendly. Now drive extra mile, with high standard engine performance in low fuel consumption and inexpensive maintenance that let your savings augment in economical way!

Chairmans Review

It is my privilege to present review on the performance of the Company for the year ended December 31, 2012. Industry The industry sold 154,735 units of locally manufactured cars and light commercial vehicles during the year against 160,342 units last year. The drop in sales was due to import of used cars in large volume. During the year 53,072 units of used passenger cars were imported against 26,411 units last year. Besides ban on production of factory tted CNG vehicles & discontinuation of Suzuki Alto & Daihatsu Coure due to Euro II compliance also contributed to this decline. The organized market (PAMA member companies) for motorcycles and three wheelers has declined by 5% over last year. During the year 824,003 units were sold against 866,327 units last year. Operating Results of the Company The net sales revenues increased by 11% from Rs. 52.718 billion to Rs. 58.531 billion by selling 96,100 units of automobiles and 21,154 units of motorcycles against 92,705 units and 20,298 units sold respectively in last year. The demand for automobiles grew by 4% whereas for motorcycles dropped by 4%. The

Sales Revenue (net)

Automobiles

36

Pak Suzuki Motor Company Limited

Automobiles

The net sales revenues increased by 11% from Rs. 52.718 billion to Rs. 58.531 billion by selling 96,100 units of automobiles and 21,154 units of motorcycles against 92,705 units and 20,298 units sold respectively in last year.

production volume of automobile and motorcycles increased by 4 % and 6% respectively. The production volume of automobile increased from 92,529 units to 96,370 units and that of motorcycles from 20,120 units to 21,312 units. Despite increase in production 36% capacity of automobile plant remained un-utilized. Gross prot increased by 25.5% from Rs. 1,869.410 million to Rs. 2,345.740 million as gross prot margin improved from 3.5% to 3.9% and volume increased by 4%. Distribution expenses increased from Rs. 263.651 million to Rs. 356.960 million and as a percentage of sales from 0.5% to 0.6%.

The increases arose mainly in advertising, sales promotion, free service and transporting motorcycles to showrooms. Administration expenses increased from Rs. 735.935 million to Rs. 860.753 million but as percentage of sales (1.4%) remained at the level of last year. The increase was mainly in salaries, travelling, rents, utilities and petrol. Other operating income decreased from Rs. 620.390 million to Rs. 493.985 million because of fall in income from bank deposits. Finance cost decreased from Rs. 17.845 million to Rs. 11.100 million due to decrease in bank charges. Other operating expenses represent contributions to workers prot participation fund, workers welfare fund and donations. They increased from Rs. 107.072 million to Rs. 111.152 million. The increase was mainly due to higher contributions for workers prot participation fund and workers welfare fund consequential to higher amount of prot before tax.

annual report 2012

37

Sale of old motorcycle plant The Company has set up new plant for motorcycles at Bin Qasim and production has started from July 2011.The Company has entered into an agreement with Reckitt Benckiser Pakistan Limited for sale of old motorcycle plant which comprised on land, building and waste water treatment plant for a total consideration of Rs.280 million. Company has received some partial payments. The ownership will be transferred to the buyer when nal payment will be received tentatively in April 2013.The Company will record a gain of Rs.274.537 million on this transaction. Company earned prot before tax Rs. 1,499.760 million against Rs. 1,365.297 million last year. Higher prot was attributed to higher sales volume and better margin. The expense for income tax decreased from Rs. 570.876 million (41.81% of prot) to Rs. 521.738 million (34.79% of prot). Despite increase in prot income tax expense was lesser than last year because of decrease in rate of turn over tax from 1% to 0.5% from July 2012. Net prot after tax amounted to Rs.978.022 million compared to Rs.794.421 million last year. Marketing & Exports The share of Pak Suzuki in the total domestic market increased from 58% to 62% which manifests continuous condence of the customers in the Companys products. Strong dealers network all over Pakistan, availability of spare parts at economical prices and reliable after-sales services are the strengths of Pak Suzuki which make the Company market leader.

Operating Prot / PBT / PAT

Last year The Bank of Punjab had placed an order for providing 20,000 taxis. By December 2011, 6,870 units were invoiced and the remaining 13,130 38 Pak Suzuki Motor Company Limited

units were invoiced during the year. During the year Company upgraded Mehran, Bolan and Ravi to Euro II compliant. At present Companys share in motorcycle segment is nominal. The introduction of Suzuki Raider motorcycle last year and another new model in the pipe line, will surely improve Companys share in motorcycle segment. During the year Company discontinued production of ALTO car. During the year two hundred and twenty ve (225) units of Suzuki Ravi Pickup worth Rs.83 million were exported to Bangladesh. Sheet metal parts of Suzuki Cultus worth Rs.3 million were exported to Europe during the year against Rs.9 million last year. Localization The Company continues to pursue localization in order to reduce the cost of products and keep the prices competitive besides saving of foreign exchange. Human Resource Management and employee relations continued to remain cordial and industrial peace prevailed during the year. Human resource development remains one of the key objectives of the Company. Ninety four

employees were sent for training outside Company including eight employees sent for foreign training. Five hundred forty six employees participated in inhouse training sessions.

Human resource development remains one of the key objectives of the Company. Ninety four employees were sent for training outside Company including eight employees sent for foreign training. Five hundred forty six employees participated in in-house training sessions.
Fixed Assets Vs. Capex during the year

annual report 2012

39

Economic Contribution The Company has a distinctive position in the automobile industry as a leading contributor to the public exchequer. The duties and taxes paid and the foreign exchange saved by the Company in its last six years of operations are as follows: Foreign Duties & Year (Jan-Dec) 2007 2008 2009 2010 2011 2012 taxes (Rupees in billion) 16.838 13.286 8.461 14.006 17.012 17.302 exchange Savings * (Rupees in billion) 23.770 23.537 14.503 29.960 39.390 31.054

Duties and taxes paid by Company during the year represent 1% of total tax estimate forecast in the Federal Budget for the scal year 2012-2013.
Future Outlook & Conclusion In December 2010 Government of Pakistan had relaxed the policy for import of used cars by increasing age limit of imported used cars from 3 years to 5 years. This was hurting the growth of local auto industry. We appreciate Government of Pakistan realized the negative impact of used cars imports on local industry and reverted back the allowable age of used cars to 3 years. This positive policy change will certainly enhance the demand for locally produced vehicle once the back log of used vehicles clears up. State Bank of Pakistan has also relaxed its monetary policy by reducing its key policy rate to 9.5%. This move will surely improve the prospects of auto nancing, which once covered almost 70% of the Companys sales. This will provide much needed relief to middle class, who mostly rely on auto nancing schemes for purchase of automobile.

Duties and taxes paid by Company during the year represent 1% of total tax estimate forecast in the Federal Budget for the scal year 2012-2013. *Converted into Pak Rupees at year end exchange rate.

40

Pak Suzuki Motor Company Limited

State Bank of Pakistan has also relaxed its monetary policy by reducing its key policy rate to 9.5%. This move will surely improve the prospects of auto nancing, which once covered almost 70% of the Companys sales.
Rupee depreciation against US Dollar and Japanese Yen continued in 2012. However the new Government in Japan has adopted a policy to weaken Yen parity with US Dollar. It is expected to result in much favorable/ stable Rupee to Yen parity in 2013, which is necessary to control cost pressure on the Company, as most of the imports of Company are from Japan. The impact of weaker Yen will be reflected in third quarter results when old inventory is consumed and old foreign exchange contracts are completed. From 1st March 2013 Government has enhanced the rate of advance tax at import stage from 3% to 5%. This rate is very high and will result in blockade of funds in refunds.

The auto industry of Pakistan is looking forward to Government for early resolution of trade with India issue and nalization of second Auto Industry Policy. Trade with India will surely help in growth of Auto industry in general and our Company in particular due to lower import costs and freight and strong presence of Suzuki in India. In conclusion, I on behalf of the Board and shareholders would like to express my appreciation to the management, executives, workers, dealers, vendors and Suzuki experts for their efforts and contribution to the affairs of the company. My sincere gratitude also goes out to all the government agencies for their continued support and encouragement.

HIROFUMI NAGAO
Chairman & Chief Executive Karachi. March 21, 2013.

annual report 2012

41

Exchange Rates Movement

42

Pak Suzuki Motor Company Limited

annual report 2012

43

Directors Report

1. The Directors of the Company are pleased to submit their report together with audited nancial statements and Auditors Report thereon, for the year ended December 31, 2012. 2. Accounts (Rs in 000)

3. Earnings per share The earnings per share for the year were Rs.11.88. 4. Holding company Suzuki Motor Corporation, incorporated in Japan, is the holding company of Pak Suzuki Motor Company Limited with 73% shares. 5. Chairmans Review The Chairmans review on page 34 to 39 deals with the years activities and the directors of the Company endorse contents of the same. 6. Corporate governance The management of the Company is committed to good corporate governance and compliance with its best practices. As required under Code of Corporate Governance Directors are pleased to state as follows:-

Prot before taxation 1,499,760 Taxation 521,738 Prot after taxation 978,022 Retained earnings of prior years 1,850 Net Prot available for appropriation 979,872 Less: Appropriations Transfer to General Reserve Proposed Cash Dividend @ % Retained earnings carried forward 770,000 205,750 975,750 4,123

44

Pak Suzuki Motor Company Limited

The Company is committed to conducting business as a socially responsible citizen and continuously makes contributions in the area of corporate social responsibility. From July 1, 2012, all the vehicles and motorcycles manufactured by the Company are Euro II compliant which will result in cleaner environment.

- The nancial statements, prepared by the management of the Company, present fairly its state of affairs, the result of its operations, cash flows and changes in equity. - Proper books of accounts have been maintained by the Company. - Appropriate accounting policies have been consistently applied in preparation of nancial statements and accounting estimates are based on reasonable and prudent judgment. - International Financial Reporting Standards, as applicable in Pakistan, have been followed in preparation of nancial statements. - The system of internal controls is sound in design and has been effectively implemented and monitored.

- There are no doubts upon the Companys ability to continue as a going concern. - There has been no material departure from the best practices of corporate governance, as detailed in the listing regulations. 7. Key operating and nancial data The key operation and nancial data of the Company for six years are summarised on page No 18. 8. Government taxes Outstanding taxes and levies have been explained in note 24 to the annexed audited nancial statements.

annual report 2012

45

9. Investments of employees retirement funds The following were the values of investments held by employees retirement benets fund at the year end:Dec 12 Provident Fund Gratuity Fund 482.431 million 264.483 million Dec 11 441.641 million 260.011 million

10. Board of Directors meetings During the year ve (5) meetings of the Board of Directors were held. Attendance of each Director was as follows: No of meetings attended Mr. Hirofumi Nagao Mr. Satoshi Ina Mr. Hidekazu Terada Mr. Jamil Ahmed Mr. Kenichi Ayukawa Mr. Mumtaz Ahmed Sheikh Mr. Wazir Ali Khoja Leave of absence was granted to directors who could not attend Board meetings. 11. Audit Committee meetings During the year ve (5) meetings of the Audit Committee were held. Attendance of each Director is as follows: No of meetings attended Mr. Hidekazu Terada Mr. Kenichi Ayukawa Mr. Wazir Ali Khoja 12. Directors training programme One Director has acquired certication under Directors Training Program. 13. Pattern of shareholdings The pattern of shareholdings as of December 31, 2012 is given on page 97. 14. Trading in shares of the company by directors and executives During the year there has been no trade in Companys shares carried out by directors, executives and their spouses and minor children. 15. Appointment of Auditors The present Auditors M/s. Ernst & Young Ford Rhodes Sidat Hyder, Chartered Accountants, retire and offer themselves for re-appointment. The Audit Committee has recommended for their re-appointment for the year ending December 31, 2013. The Directors endorse recommendation of Audit Committee. 46 Pak Suzuki Motor Company Limited 4 4 5 5 5 4 5 4 5 5

Corporate Social Responsibility (CSR): The Company is committed to conducting business as a socially responsible citizen and continuously makes contributions in the area of corporate social responsibility. From July 1, 2012, all the vehicles and motorcycles manufactured by the Company are Euro II compliant which will result in cleaner environment. The Company gives prime importance to the health and wellbeing of its employees. The Company provides free medical facility to its employees and their dependent family members. The Company aims to contribute to the development

CSR strategy, therefore company is playing its role for the betterment of environment. Keeping in view its importance, a plantation project was completed at the entrance of Company main gate. For logistic support, a Suzuki Bolan was donated to Alleviate Addiction Suffering Trust (AAS) Malir unit. AAS provides rehabilitation to drug addicts specially street children. During the year, Company conducted six free medical camps for the people of different villages of Bin Qasim Town situated near Company. Companys doctor along with a lady doctor attended the patients and free medicines were provided. Fatimid Foundation held their blood donation camps in the Company twice during the year. Many employees big-heartedly donated their blood. Computer literacy courses were conducted to impart skill to the children of employees. During the year 115 students attended the classes. On the completion of trainings, certicates were awarded.

of society in various ways. As a socially responsible citizen, the Company offers apprenticeship scheme for youngsters to provide On the Job Training, which helps them in getting employment. Company also provides internship programme for university students so that they may have exposure to practical life. During the year 2012, renovation of existing facilities along with construction of additional classrooms of government school located at Pir Sarhandi Goth, Bin Qasim was done under Companys CSR program. Environment Protection is an integral part of Companys

annual report 2012

47

is in place and is a key factor in operations of the company. We continuously monitor the waste generated from its activities and wherever required, Environmental Control Equipment and facilities like Waste Water Treatment Plant are in place. Company provides clean drinking water (tested by approved and certied laboratories) to all of its employees The Company is complying with applicable regulatory requirement and ensures its effectiveness against National Environment Quality Standard by conducting testing of effluents, emissions, etc through renowned testing laboratories. Hazardous waste is properly disposed of as per EPA requirement. To create awareness in general public, a beach cleaning campaign was conducted at Sea View, Karachi on June 23, 2012. About one kilometer beach area was cleaned in that campaign. During the year, notebooks and stationery were provided to students of 18 government schools situated at Bin Qasim Town. Quality, Health, Safety & Environment Management Systems: Consistent quality of products is prime objective of the Company. We are committed to continually promote a Quality, Health & Safety and Environment Culture. The Company, at regular intervals reviews its QHSE framework and if needed takes concrete steps to improve the system performance. Quality Management System (QMS): Quality Management System (ISO 9001:2008) is in place in our company and is audited at regular intervals for compliance. The system is a major tool to improve productivity and quality of our products so as to avoid warranty cost & rework. QMS has helped us to provide top quality products at competitive prices to the satisfaction and requirement of our customers. Environmental Management System (EMS): As our commitment to Corporate Citizenship, we endeavor to improve Environment. ISO 14001:2004 48 Pak Suzuki Motor Company Limited Occupational Health System (OHSAS): and Safety Management

The Company is committed to provide a system that helps in eliminating unsafe & unhealthy work conditions. Hazard identications and risk assessment are being performed, reviewed and all necessary preventive measures are taken to minimize the accidents. Emergency preparedness and response procedures and plans are established to deal with accidents and emergencies. Exercises are periodically carried out in order to check the effectiveness of these plans. Responsibilities and authorities in emergency situation are clearly identied in the procedures. To improve safety measures on continual basis in each area, the Company identies and analyzes potential risks (danger/ hazards) related to work and Equipment, and decides measures to be taken by implementing Hiyari Hatto (near miss and narrow escape) activity, an effective Japanese Technique.

BY ORDER OF THE BOARD

HIROFUMI NAGAO
Chairman & Chief Executive Karachi March 21, 2013

BOLAN EFi
A MULTIPURPOSE CHOICE With upgraded features and advanced Euro-II technology, now your Suzuki Bolan is more environment friendly. Now drive extra mile, with high standard engine performance in low fuel consumption and inexpensive maintenance that let your savings augment.

Statement of Compliance
WITH THE CODE OF CORPORATE GOVERNANCE FOR THE YEAR ENDED DECEMBER 31, 2012 This statement is being presented to comply with the Code of Corporate Governance contained in Regulation No. 35 (xl) of listing regulations of Karachi Stock Exchange for the purpose of establishing a framework of good governance, whereby a listed company is managed in compliance with the best practices of corporate governance. The Company has applied the principles contained in the CCG in the following manner: 1. The Company encourages representation of independent non-executive directors and directors representing minority interests on its board of directors. At present the Board includes Category Independent Directors Executive Directors Names Mr. Wazir Ali Khoja Mr. Hirofumi Nagao Mr. Satoshi Ina Mr. Hidekazu Terada Mr. Jamil Ahmed Mr. Mumtaz Ahmed Sheikh number of directorships through SECP letter No. SMD/SE/2(10)2002 dated January 28, 2011. 3. All the resident directors of the Company are registered as taxpayers and none of them has defaulted in payment of any loan to a banking company, a DFI or a NBFI or, being a member of a stock exchange, has been declared as a defaulter by that stock exchange. 4. No casual vacancy had occurred on the Board during the year. 5. The Company has prepared a Code of Conduct and has appropriately disseminated it throughout the Company along with its supporting policies and procedures. 6. The Board has developed a vision/mission statement, overall corporate strategy and signicant policies of the Company. A complete record of particulars of signicant policies along with the dates on which they were approved or amended has been maintained. 7. All the powers of the Board have been duly exercised and decisions on material transactions, including appointment and determination of remuneration and terms and conditions of employment of the CEO, other executive and non-executive directors, have been taken by the Board. 8. 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 and the board met at least once in every quarter. Written notices of the board meetings, along with agenda and working papers, were circulated at least seven days before the meetings. The minutes of the meetings were appropriately recorded and circulated.

Non-Executive Directors Mr. Kenichi Ayukawa The independent director meets the criteria of independence under clause i (b) of the CCG. Condition that executive directors shall not be more than one third of the elected directors is applicable from next election of the Board and it will be followed from Companys next elections of the Board that will be held in February 2015.

2. The directors have conrmed that none of them is serving as a director on more than seven listed companies, including this company (excluding the listed subsidiaries of listed holding companies where applicable) except for Mr. Wazir Ali Khoja who has been provided relaxation with respect to 52 Pak Suzuki Motor Company Limited

9. The Board comprises senior corporate executives and professionals who are fully aware of their duties and responsibilities. Therefore no need was felt by the directors for any orientation course. However, one Director has acquired certication under Directors Training Program. 10. The board has approved appointment of Head of Internal Audit, including his remuneration and terms and conditions of the employment. No new appointments of CFO and Company Secretary were made during the year. 11. The directors report for this year has been prepared in compliance with the requirements of the CCG and fully describes the salient matters required to be disclosed. 12. The nancial statements of the Company were duly endorsed by CEO and CFO before approval of the board. 13. The directors, CEO and executives do not hold any interest in the shares of the Company other than that disclosed in the pattern of shareholding. 14. The Company has complied with all the corporate and nancial reporting requirements of the CCG. 15. The Board has formed an Audit Committee. It comprises three members, of whom two members including chairman are non-executive directors. The requirements of the committee comprising of non-executive directors and chairman of the committee to be independent director have been relaxed by SECP upto next election of directors (in our case 2015) as per implementation deadlines of CCG 2012 available at its website. 16. The meetings of the audit committee were held at least once every quarter prior to approval of interim and nal results of the company and as required by the CCG. The terms of reference of the committee have been formed and advised to the committee for compliance. 17. The board has formed an HR and Remuneration Committee. It comprises three (3) members, of

whom one is independent director who is also chairman of the committee and of the remaining two, one is non-executive director. 18. The Board has set-up an effective internal audit department which comprises of suitably qualied and experienced staff who are conversant with the policies and procedures of the Company and are involved in the internal audit function on a full time basis. 19. The statutory auditors of the Company have conrmed that they have been given a satisfactory rating under the quality control review program of the ICAP, that they or any of the partners of the rm, their spouses and minor children do not hold shares of the company and that the rm and all its partners are in compliance with International Federation of Accountants (IFAC) guidelines on code of ethics as adopted by ICAP. 20. The statutory auditors or the persons associated with them have not been appointed to provide other services except in accordance with the listing regulations and the auditors have conrmed that they have observed IFAC guidelines in this regard. 21. The closed period, prior to the announcement of interim/nal results, and business decisions, which may materially affect the market price of companys securities, was determined and intimated to directors, employees and stock exchange(s). 22. Material/price sensitive information has been disseminated among all market participants at once through stock exchange(s). 23. We conrm that all other material principles enshrined in the CCG have been complied with.

(Hirofumi Nagao)
Chairman & Chief Executive Karachi March 21, 2013

annual report 2012

53

Notice of Meeting
Notice is hereby given that the 30th Annual General Meeting of the shareholders of Pak Suzuki Motor Company Limited will be held at Pearl Continental Hotel, Club Road, Karachi on Wednesday, April 24, 2013 at 11.30 A.M. to transact the following business: ORDINARY BUSINESS 1- To conrm minutes of Annual General Meeting held on April 23, 2012. 2- To receive, consider and adopt the audited accounts of the Company for the year ended December 31, 2012, together with Directors and Auditors reports thereon. 3- To approve payment of cash dividend @ 25% i.e. Rs. 2.50 per share of Rs. 10/- each. 4- To appoint Auditors and x their remuneration for the year ending December 31, 2013. 5- To consider any other business with the permission of the Chair. BY ORDER OF THE BOARD ABDUL HAMID BHOMBAL COMPANY SECRETARY Karachi: March 27, 2013

Notes:
1- The share transfer books of the Company will remain closed from April 18, 2013 to April 24, 2013 (both days inclusive) and no transfer will be accepted for registration during this period. Transfers received in order till close of business on April 17, 2013 will be accepted for transfer. 2- A member entitled to attend and vote at this meeting may appoint another member as his/her proxy to attend the meeting and vote for him/her. Proxies in order to be effective must be received by the Company not less than 48 hours before the meeting. 3- Account holders and sub-account holders holding book entry securities in respect of the shares of the Company in Central Depository Company of Pakistan Limited, who wish to attend the Annual General Meeting, are requested to bring their original National Identity Cards or Passports for identication purpose. 4- SECP vide its SRO 779(1)/2011 dated August 18, 2011 has made it mandatory for the companies to provide CNIC Nos. of the shareholders on dividend warrants. Therefore members who have not yet submitted photocopies of their valid CNICs to the Company are requested to immediately submit the same directly to Companys share registrar Central Depository Company of Pakistan Ltd. CDC House, 99B, Block B, S.M.C.H.S. Main Shahrah-e-Faisal, Karachi. Dividend Warrants of the shareholders who will not submit the copies of their CNICs will be withheld by the Company.

54

Pak Suzuki Motor Company Limited

F inancial S tatements

annual report 2012

55

REVIEW REPORT TO THE MEMBERS ON STATEMENT OF COMPLIANCE WITH THE BEST PRACTICES OF THE CODE OF CORPORATE GOVERNANCE
We have reviewed the Statement of Compliance (the Statement) with the best practices contained in the Code of Corporate Governance (the Code) for the year ended 31 December 2012 prepared by the Board of Directors of Pak Suzuki Motor Company Limited (the Company) to comply with the Listing Regulation No. 35 of Karachi Stock Exchange (Guarantee) Limited and Lahore Stock Exchange (Guarantee) Limited, where the Company is listed. The responsibility for compliance with the Code is that of the Board of Directors of the Company. Our responsibility is to review, to the extent where such compliance can be objectively veried, whether the Statement reflects the status of the Companys compliance with the provisions of the Code and report if it does not. A review is limited primarily to inquiries of the Company personnel and review of various documents prepared by the Company to comply with the Code. As part of our audit of nancial statements we are required to obtain an understanding of the accounting and internal control systems sufcient to plan the audit and develop an effective audit approach. We have not carried out any special review of the internal control systems to enable us to express an opinion as to whether the Boards statement on internal control covers all controls and the effectiveness of such internal controls. Further, Sub-Regulation (x) of Listing Regulation No. 35 require the Company to place before the Board of Directors for their consideration and approval, related party transactions distinguishing between transactions carried out on terms equivalent to those that prevail in arms length transactions and transactions which are not executed at arms length price, recording proper justication for using such alternate pricing mechanism. Further, all such transactions are also required to be separately placed before the Audit Committee. We are only required and have ensured compliance of requirement to the extent of approval of related party transactions by the Board of Directors and placement of such transactions before the Audit Committee. We have not carried out any procedures to determine whether the related party transactions were undertaken at arms length price or not. Based on our review, nothing has come to our attention which causes us to believe that the Statement does not appropriately reflect the Companys compliance, in all material respects, with the best practices contained in the Code for the year ended 31 December 2012.

Chartered Accountants Karachi March 21, 2013

56

Auditors Report to the Members


We have audited the annexed balance sheet of Pak Suzuki Motor Company Limited (the Company) as at 31 December 2012 and the related prot and loss account, statement of comprehensive income, cash flow statement and statement of changes in equity together with the notes forming part thereof, for the year then ended 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 purposes of our audit. It is the responsibility of the Companys management to establish and maintain a system of internal control, and prepare and present the above said statements in conformity with the approved accounting standards and the requirements of the Companies Ordinance, 1984. Our responsibility is to express an opinion on these statements based on our audit. We conducted our audit in accordance with the auditing standards as applicable in Pakistan. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the above said statements are free of any material misstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the above said statements. An audit also includes assessing the accounting policies and signicant estimates made by management, as well as, evaluating the overall presentation of the above said statements. We believe that our audit provides a reasonable basis for our opinion and, after due verication, we report that: a) in our opinion, proper books of account have been kept by the Company as required by the Companies Ordinance, 1984; b) in our opinion: i) the balance sheet and prot and loss account together with the notes thereon have been drawn up in conformity with the Companies Ordinance, 1984, and are in agreement with the books of account and are further in accordance with accounting policies consistently applied except for the changes as stated in note 2.5 to the nancial statements, with which we concur; ii) the expenditure incurred during the year was for the purpose of the Companys business; and iii) the business conducted, investments made and the expenditure incurred during the year were in accordance with the objects of the Company; c) in our opinion and to the best of our information and according to the explanations given to us, the balance sheet, prot and loss account, statement of comprehensive income, cash flow statement and statement of changes in equity together with the notes forming part thereof, conform with approved accounting standards as applicable in Pakistan, and, give the information required by the Companies Ordinance, 1984, in the manner so required and respectively give a true and fair view of the state of the Companys affairs as at 31 December 2012 and of the prot, its comprehensive income, cash flows and changes in equity for the year then ended; and d) in our opinion, 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.

Chartered Accountants Audit Engagement Partner: Riaz A. Rehman Chamdia Karachi March 21, 2013 57

Balance Sheet
As at December 31, 2012
Note ASSETS NON-CURRENT ASSETS Fixed assets Property, plant and equipment Intangible assets 2012 2011 ------ (Rupees in 000) ------

3 4

3,738,867 312,028 4,050,895 4,545 1,409 63,451 162,650 232,055 4,282,950

4,200,317 303,777 4,504,094 4,190 1,523 20,487 185,829 212,029 4,716,123

Long-term investments Long-term loans Long-term deposits, prepayments and receivables Long-term installment sales receivables Deferred taxation

5 6 7 8 9

CURRENT ASSETS Stores, spares and loose tools Stock-in-trade Trade debts Current portion of long-term installment sales receivables Loans, advances and others Trade deposits and short-term prepayments Accrued mark-up income Other receivables Sales tax and excise duty adjustable Income tax refundable net Cash and bank balances 10 11 12 8 13 14 15 83,095 10,562,194 588,042 353,077 195,491 38,918 5,664 169,622 970,176 2,676,742 1,417,430 17,060,451 5,463 21,348,864 64,467 12,922,396 322,677 303,951 216,586 83,271 6,145 163,731 1,023,399 2,362,674 1,139,480 18,608,777 23,324,900

16

NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE TOTAL ASSETS

17

56

Pak Suzuki Motor Company Limited

Note EQUITY AND LIABILITIES SHARE CAPITAL AND RESERVES Authorised share capital 150,000,000 (2011: 150,000,000) ordinary shares of Rs.10/- each

2012 2011 ------ (Rupees in 000) ------

1,500,000

1,500,000

Issued, subscribed and paid-up share capital Reserves

18

822,999 14,977,885 15,800,884

822,999 14,493,816 15,316,815

CURRENT LIABILITIES

Trade and other payables Advances Short-term borrowing Deposits against display of vehicles Security deposits Provision for custom duties and sales tax

19 20 21 22 23 24

2,694,625 1,143,746 1,486,406 84,728 138,475 5,547,980

3,211,174 3,065,406 75,000 1,436,833 81,197 138,475 8,008,085

CONTINGENCIES AND COMMITMENTS TOTAL EQUITY AND LIABILITIES

25 21,348,864 23,324,900

The annexed notes from 1 to 45 form an integral part of these financial statements.

Hirofumi Nagao Chairman & Chief Executive

Satoshi Ina Deputy Managing Director annual report 2012 57

Profit and Loss Account


For the year ended December 31, 2012
Note 2012 2011 ------ (Rupees in 000) ------

Turnover net

26

58,531,137

52,718,563

Cost of sales

27

(56,185,397)

(50,849,153)

Gross profit

2,345,740

1,869,410

Distribution costs Administrative expenses Other operating income Finance costs Other operating expenses

28 29 30 31 32

(356,960) (860,753) 493,985 (11,100) (111,152) (845,980)

(263,651) (735,935) 620,390 (17,845) (107,072) (504,113)

Profit before taxation

1,499,760

1,365,297

Taxation

33

(521,738)

(570,876)

Profit after taxation

978,022

794,421

------- (Rupees) -------

Earnings per share - basic and diluted

34

11.88

9.65

The annexed notes from 1 to 45 form an integral part of these financial statements.

Hirofumi Nagao Chairman & Chief Executive 58 Pak Suzuki Motor Company Limited

Satoshi Ina Deputy Managing Director

Statement of Comprehensive Income


For the year ended December 31, 2012
Note 2012 2011 ------ (Rupees in 000) ------

Net profit for the year

978,022

794,421

Other comprehensive income Unrealised (loss) / gain on derivative financial instrument 9.2 (329,353) 65,630

Total comprehensive income for the year

648,669

860,051

The annexed notes from 1 to 45 form an integral part of these financial statements.

Hirofumi Nagao Chairman & Chief Executive

Satoshi Ina Deputy Managing Director annual report 2012 59

Cash Flow Statement


For the year ended December 31, 2012
Note 2012 2011 ------ (Rupees in 000) ------

CASH FLOWS FROM OPERATING ACTIVITIES Cash generated from operations Finance costs paid Taxes paid Long-term loans Long-term deposits and prepayments Long-term installment sales receivables Net cash generated from / (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Fixed capital expenditure Acquisition of intangible assets Proceeds from sale of fixed assets Profit / interest received on bank balances Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Dividends paid Net cash used in financing activities Net increase / (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of the year Cash and cash equivalents at end of the year 16 (164,148) (164,148) 277,950 1,139,480 1,417,430 (41,350) (41,350) (1,777,706) 2,917,186 1,139,480 (480,283) (202,677) 166,006 257,203 (259,751) (885,490) (46,447) 104,010 388,458 (439,469) 35 1,568,442 (11,116) (835,806) 114 (42,964) 23,179 701,849 255,178 (17,866) (1,525,837) (409) 8,012 (15,965) (1,296,887)

The annexed notes from 1 to 45 form an integral part of these financial statements. -

Hirofumi Nagao Chairman & Chief Executive 60 Pak Suzuki Motor Company Limited

Satoshi Ina Deputy Managing Director

Statement of Changes in Equity


For the year ended December 31, 2012
Share capital Capital reserves Reserves Revenue reserves Unrealised gain / (loss) Unapproon derivative priated profit financial instrument ------------------------------------------------- (Rupees in 000) ------------------------------------------------Share premium Merger reserve Total reserves

General

Total

Balance as at January 01, 2011 Cash dividend @ 5% per share Transferred to general reserve Total comprehensive income for the year Balance as at December 31, 2011 Cash dividend @ 20% per share Transferred to general reserve Total comprehensive income for the year Balance as at December 31, 2012

822,999 822,999 822,999

584,002 584,002 584,002

260,594 260,594 260,594

12,614,818 170,000 12,784,818 630,000 13,414,818

213,180 (41,151) (170,000) 794,421 796,450 (164,600) (630,000) 978,022 979,872

2,322 65,630 67,952 (329,353)

13,674,916 (41,151) 860,051 14,493,816 (164,600) 648,669

14,497,915 (41,151) 860,051 15,316,815 (164,600) 648,669 15,800,884

(261,401) 14,977,885

The annexed notes from 1 to 45 form an integral part of these financial statements.

Hirofumi Nagao Chairman & Chief Executive

Satoshi Ina Deputy Managing Director annual report 2012 61

Notes to the Financial Statements


For the year ended December 31, 2012
1. CORPORATE INFORMATION, OPERATIONS AND LEGAL STATUS Pak Suzuki Motor Company Limited (the Company) was incorporated in Pakistan as a public limited company in August 1983 and started commercial production in January 1984. The shares of the Company are quoted on Karachi and Lahore Stock Exchanges. The Company was formed in accordance with the terms of a joint venture agreement concluded between Pakistan Automobile Corporation Limited (PACO) and Suzuki Motor Corporation, Japan (SMC) the holding company. The Company is engaged in the assembling, progressive manufacturing and marketing of Suzuki cars, pickups, vans, 4x4s and motorcycles and related spare parts. The registered office of the Company is situated at DSU 13, Pakistan Steel Industrial Estate, Bin Qasim, Karachi. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.1 Statement of compliance These financial statements have been prepared in accordance with approved accounting standards as applicable in Pakistan. Approved accounting standards comprise of such International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) as are notified under the Companies Ordinance, 1984, provisions of and directives issued under the Companies Ordinance, 1984. In case requirements differ, the provisions or directives of the Companies Ordinance, 1984 shall prevail. 2.2 Basis of preparation These financial statements have been prepared under the historical cost convention except as disclosed in the accounting policies herein below. 2.3 Significant accounting estimates and judgements The preparation of the Companys financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities, at the end of the reporting period. However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods. The management continually evaluates estimates and judgments which are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under current circumstances. Revisions to accounting estimates are recognised prospectively. In the process of applying the accounting policies, management has made the following judgments, estimates and assumptions which are significant to the financial statements: - Useful life and residual values of fixed assets (note 2.6 and 3) - Inventories (note 2.8, 2.9, 10 & 11) - Employees gratuity scheme (note 2.16 and 13.2) - Provision for custom duty and sales tax (note 2.15 and 24) - Taxation (note 2.18, 9 and 33) - Warranty obligations (note 2.22 and 19.2) - Contingencies (note 25) - Derivative financial instruments (note 2.14) 62 Pak Suzuki Motor Company Limited

2.4 Standards, interpretations and amendments to approved accounting standards that are not yet effective The following revised standards, amendments and interpretations with respect to the approved accounting standards as applicable in Pakistan would be effective from the dates mentioned below against the respective standard or interpretation: Effective date (accounting periods beginning Standard or Interpretation on or after) IFRS 7 Financial Instruments : Disclosures (Amendments) - Amendments enhancing disclosures about offsetting of financial assets and financial liabilities IAS 1 Presentation of Financial Statements Presentation of items of other comprehensive income

01 January 2013 01 July 2012 01 January 2013 01 January 2014 01 January 2013

IAS 19 Employee Benefits (Revised) IAS 32 Offsetting Financial Assets and Financial liabilities (Amendment) IFRIC 20 Stripping Costs in the Production Phase of a Surface Mine

The Company expects that the adoption of the above revision, amendments and interpretation of the standards will not affect the Companys financial statements in the period of initial application other than the amendments to IAS 19 Employees Benefits as described below: Amendments to IAS 19 range from fundamental changes to simple clarification and re-wording. The significant changes include the following: - For defined benefit plans, the ability to defer recognition of actuarial gains and losses (i.e., the corridor approach) has been removed. As revised, actuarial gains and losses are to be recognized in other comprehensive income when they occur. Amounts recorded in profit and loss are limited to current and past service costs, gains or losses on settlements, and net interest income (expense). All other changes in the net defined benefit asset (liability) are recognized in other comprehensive income with no subsequent recycling to profit and loss. - The distinction between short-term and other long-term employee benefits will be based on the expected timing of settlement rather than the employees entitlement to the benefits. - Objectives for disclosures of defined benefit plans are explicitly stated in the revised standard, along with new or revised disclosure requirements. These new disclosures include quantitative information of the sensitivity of the defined benefit obligation to a reasonably possible change in each significant actuarial assumption. While the Company is currently assessing the full impact of the above amendments which are effective from 1 January 2013 on the financial statements, it is expected that the adoption of the said amendments will result in change in the Companys accounting policy related to recognition of actuarial gains and losses (refer to note 2.16 to the financial statements) to recognize actuarial gains and losses in total in other comprehensive income in the period in which they occur. As on 31 December 2012, un-amortized actuarial gain was Rs. 16.482 million.

annual report 2012

63

Notes to the Financial Statements


For the year ended December 31, 2012
Improvements to IFRS In addition to the above amendments, improvements to various accounting standards have also been issued by the IASB. Such improvements are generally effective for accounting periods beginning on or after 01 January 2013. The Company expects that such improvements to the standards will not have any material impact on the Companys financial statements in the period of initial application. Effective date (accounting periods beginning on or after) 01 January 2015 01 January 2013 01 January 2013 01 January 2013 01 January 2013

Standard or Interpretation IFRS 9 - Financial Instruments: Classification and Measurement IFRS 10 - Consolidated Financial Statements IFRS 11 - Joint Arrangements IFRS 12 - Disclosure of Interests in Other Entities

IFRS 13 - Fair Value Measurement

2.5 Standards or interpretations effective in 2012 The accounting policies adopted in the preparation of these financial statements are consistent with those of the previous financial year except as described below: The Company has adopted the following amendments to IFRSs which became effective for the current year: IFRS 7 - Financial Instruments: Disclosures - Enhanced De-recognition Disclosure Requirements (Amendment) IAS 12 - Income Taxes - Recovery of Underlying Assets (Amendment) The adoption of the above amendments did not have any effect on the financial statements. 2.6 Fixed assets Property, plant and equipment Operating fixed assets are stated at cost less accumulated depreciation and impairment (if any) except for freehold land which is stated at cost. Items of fixed assets costing Rs. 10,000/- or less are not recognised and charged off in the year of purchase. Capital work-in-progress is stated at cost less impairment (if any) and represents expenditures incurred and advances made in respect of specific assets during the construction / erection period. These are transferred to specific assets as and when assets are available for use. Depreciation on plant and machinery, welding guns, waste water treatment plant, permanent and special tools, dies, jigs and fixtures and electric installations is charged using the straight line method, whereas depreciation on other assets is charged applying the reducing balance method. The cost of the leasehold land and leasehold improvements is written off over its lease term. Depreciation on additions is charged for the full month in which an asset is put to use and on deletions up to the month immediately preceding the deletion. 64 Pak Suzuki Motor Company Limited

Maintenance and normal repairs are charged to income as and when incurred. Gain or loss on sale or retirement of fixed assets is included in income currently. The assets residual values, useful lives and depreciation methods are reviewed and adjusted if appropriate, at each financial year end. Intangible assets Intangible assets, which are stated at cost less accumulated amortisation and any identified impairment loss, represent the cost of software licenses and technical drawings to manufacture certain components and licenses for the right to manufacture Suzuki vehicles in Pakistan. Amortisation is charged to income on the straight line method. Amortisation on additions is charged from the month in which an asset comes into operation while no amortisation is charged for the month in which the asset is disposed off. The assets residual values, useful lives and amortization methods are reviewed and adjusted if appropriate, at each financial year end. 2.7 Impairment The carrying value of the fixed assets is reviewed at each balance sheet date to determine whether there is any indication of impairment. If such indication exists, the recoverable amount of the relevant asset is estimated. An impairment loss is recognized in profit and loss account whenever the carrying amount of an asset exceeds its recoverable amount. An impairment loss is reversed if the reversal can be objectively related to an event occurring after the impairment loss was recognized. 2.8 Stores, spares and loose tools Stores, spares and loose tools, except items-in-transit, are valued at lower of net realizable value and cost, calculated on a weighted average basis. Items in-transit are valued at cost comprising invoice value plus other charges accrued thereon to the balance sheet date. Provision is made annually in the financial statements for slow moving and obsolete items. 2.9 Stock-in-trade Stocks, including in transit, are valued at the lower of cost and net realizable value. Cost is calculated on a weighted average or specific consignment basis, depending upon their categories. Stocks-in-transit are stated at invoice value plus other charges accrued thereon to the balance sheet date. The Company assumes title to stocks-in-transit after shipments. Vehicles on wheels are taken as work-in-process until they are approved by the quality control department. After such approval the vehicles are classified as finished goods. The engines assembled are included in raw material. The cost of engines assembled, work-in-process and finished goods consists of landed cost of imported materials, average local material cost, factory overhead and direct labour. Provision is made annually in the financial statements for slow moving and obsolete items. Net realisable value is determined by considering the prevailing selling prices of products in the ordinary course of business less estimated cost of completion and cost necessary to be incurred in order to make the sale. The net realisable values are determined on the basis of each line of product.

annual report 2012

65

Notes to the Financial Statements


For the year ended December 31, 2012
2.10 Non-current assets classified as held for sale Non-current assets are classified as held for sale if their carrying amount is to be recovered principally through a sale transaction rather than through continuing use. These assets are available for sale in their present condition subject only to terms that are usual and customary for sales of such assets and their sale is highly probable. The Company measures its non-current assets classified as held for sale at the lower of carrying amount and fair value less costs to sell. Costs to sell signify the incremental costs directly attributable to the disposal of an asset, excluding finance costs and income tax expense. 2.11 Trade debts and installment sales receivables Trade debts are recognised and carried at original value of invoice amount less any part payment and provision for doubtful debts. Installment sales receivables are recognised at original invoice amount and are subsequently reduced by the principal portion of installments received. When the recovery of the amount is considered uncertain by the management, a provision is made for the same. Known bad debts are written-off as incurred. A general provision at the rate 3.5% of the balance of installment receivables is maintained to cater for any bad debts. 2.12 Trade and other payables Liabilities for trade and other amounts payable are carried at cost which is the fair value of the consideration to be paid in the future for goods and services received, whether or not billed to the Company. 2.13 Financial instruments

2.13.1 Financial assets Classification The management determines the appropriate classification of its financial assets in accordance with the requirements of International Accounting Standard 39 (IAS 39) Financial Instruments: Recognition and Measurement at the time of purchase of financial assets and re-evaluates this classification on a regular basis. The financial assets of the Company are categorised as follows: a) At fair value through profit or loss Financial assets that are acquired principally for the purpose of generating profit from short-term fluctuations in prices are classified as financial assets at fair value through profit or loss category. b) Loans and receivables These are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. The Companys loans and receivables comprise of trade debts, loans and advances, deposits, bank balances and other receivables in the balance sheet. c) Held to maturity These are financial assets with fixed or determinable payments and fixed maturity with the Company having positive intent and ability to hold to maturity.

66

Pak Suzuki Motor Company Limited

d) Available for sale Financial assets intended to be held for an indefinite period of time, which may be sold in response to needs for liquidity or changes in equity prices, are classified as available for sale. Available for sale financial instruments are those non-derivative financial assets that are designated as available for sale or are not classified as (a) loans and receivables, (b) held to maturity, or (c) financial assets at fair value through profit or loss. Initial recognition and measurement All financial assets are recognised at the time the Company becomes a party to the contractual provisions of the instrument. Financial assets are initially recognised at fair value plus transaction costs except for financial assets carried at fair value through profit or loss. In case of financial assets carried at fair value through profit or loss, relevant transaction costs are taken directly to the profit and loss account. Subsequent measurement Subsequent to initial recognition, financial assets are valued as follows: a) Financial asset at fair value through profit or loss and available for sale Financial assets at fair value through profit or loss are carried on the balance sheet at fair value. Net gains and losses arising on changes in fair values of these financial assets are taken to the profit and loss account in the period in which these arise. Available for sale financial assets are carried on the balance sheet at fair value. Net gains and losses arising on changes in fair values of these financial assets are taken to comprehensive income. Fair value is determined by reference to quoted market price. Investments for which a quoted market price is not available or the fair value cannot be reasonably calculated, are measured at cost, subject to review for impairment at each balance sheet date. b) Loans and receivables and held to maturity Loans and receivables and held to maturity financial assets are carried at amortised cost. 2.13.2 Financial liabilities All financial liabilities are recognised at the time when the Company becomes a party to the contractual provisions of the instrument. 2.13.3 Offsetting of financial assets and liabilities Financial assets and financial liabilities are offset and the net amount is reported in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis, or realise the assets and settle the liabilities simultaneously.

annual report 2012

67

Notes to the Financial Statements


For the year ended December 31, 2012
2.13.4 Derecognition of financial assets and liabilities Financial assets are derecognised at the time when the Company loses control of the contractual rights that comprise the financial assets. Financial liabilities are derecognised at the time when they are extinguished i.e. when the obligation specified in the contract is discharged, cancelled, or expires. Any gain or loss on derecognition of financial assets and financial liabilities is taken to the profit and loss account. 2.14 Derivative financial instruments and hedge accounting The Company designates derivative financial instruments as either fair value hedge or cash flow hedge. Fair value hedge Fair value hedge represents hedges of the fair value of recognised assets or liabilities or a firm commitment. Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the profit and loss account, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. The carrying value of the hedged item is adjusted accordingly. Cash flow hedge Cash flow hedge represents hedges of a highly probable forecast transaction. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges are recognised in comprehensive income. The gain or loss relating to the ineffective portion is recognised immediately in the profit and loss account. Amounts accumulated in equity are reclassified to the profit and loss account in the periods in which the hedged item will affect profit and loss account. 2.15 Provisions Provisions are recognised in the balance sheet where the Company has a present legal or constructive obligation as a result of past event, and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate of the amount of the obligation can be made. Provisions are reviewed at each balance sheet date and adjusted to reflect current best estimate. 2.16 Employees benefit schemes Gratuity scheme The Company operates an approved and funded gratuity scheme for all permanent employees. The scheme is administered by the trustees nominated under the trust deed. The contributions to the scheme are made in accordance with actuarial valuation using Projected Unit Credit method. Actuarial gains and losses are recognised as income or expense when the cumulative unrecognised actuarial gains or losses exceed ten percent of the higher of defined benefit obligation and the fair value of plan assets as of the end of previous reporting period. These gains or losses are recognised over the expected remaining working lives of the employees participating in the scheme.

68

Pak Suzuki Motor Company Limited

Past service cost is recognised as an expense on a straight line basis over the average period until the benefits become vested. If benefits have already vested, immediately following the introduction of, or change to the scheme, past service costs are recognised immediately. The amount recognised in balance sheet represents the present value of defined benefit obligations as adjusted for unrecognised actuarial gains and losses and as reduced by the fair value of plan assets. Provident fund The Company operates an approved defined contributory provident fund scheme for all permanent employees. Equal monthly contributions are made by the Company and the employees to the fund at the rate of 10 percent of basic salary. 2.17 Compensated absences The Company accounts for employees compensated absences on the basis of unavailed earned leave balance of each employee as at the end of the year and the last drawn salary. 2.18 Taxation Current Provision for current taxation in the financial statements is based on taxable income at the current rate of taxation after taking into account tax credits and tax rebates available, if any, and tax paid under final tax regime (FTR). The tax charge as calculated above is compared with turnover tax plus tax paid under FTR, and whichever is higher is provided in the financial statements. Turnover tax is calculated on turnover excluding turnover under FTR. Deferred Deferred tax is recognised using the balance sheet liability method, on major temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax assets are recognised for all deductible temporary differences to the extent that the temporary differences will reverse in the future and taxable income will be available against which the deductible temporary differences can be utilized. The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part for the deferred tax asset to be utilized. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or subsequently enacted at the balance sheet date. Sales tax Revenues, expenses and assets are recognised net of the amount of sales tax except, where the sales tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case the sales tax is recognised as part of the cost of acquisition of assets or as part of the expense item as applicable.

annual report 2012

69

Notes to the Financial Statements


For the year ended December 31, 2012
2.19 Foreign currency translation Transactions in foreign currencies are translated into reporting currency at the rates of exchange prevailing on the date of transactions. Monetary assets and liabilities denominated in foreign currencies are translated into reporting currency equivalents using year end spot foreign exchange rates. Non-monetary assets and liabilities are translated using exchange rate that existed when the values were determined. Exchange differences on foreign currency translations are taken to profit and loss account currently. 2.20 Revenue recognition Revenue is recognised when goods are sold and services are rendered. Goods are treated as sold when they are specified and invoiced. Warranty and insurance claims are recognised when the claims in respect thereof are lodged with the respective parties. Indenting and agency commission is recognised when the shipments are made by the principal. Income on bank deposits is accounted for on accrual basis. Mark-up on installment sales receivables is recognised on the basis of effective interest rate. Dividend income is recognised when the Companys right to receive such dividend is established. 2.21 Transactions with related parties The Company enters into transactions with related parties for sale / purchase of goods and these are priced on arms length basis using Transactional Net Margin Method. Royalty and fee for technical services are accounted for at the rates mentioned in the respective agreements, duly registered with the State Bank of Pakistan. 2.22 Warranty obligations The Company accounts for its warranty obligations on accrual basis. 2.23 Cash and cash equivalents These include cash in hand and balance with banks. 2.24 Dividend and appropriation to reserves Dividend declared and appropriations to reserves made subsequent to balance sheet are considered non-adjusting events and are recognised in the financial statements in the period in which they are approved. 2.25 Borrowing costs Borrowing costs that are directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the respective asset. All other borrowing costs are expensed out in the period they occur. Borrowing costs consist of interest and other cost that an entity incurs in connection with the borrowing of funds. 2.26 Functional and presentation currency These financial statements are presented in Pakistani Rupees, which is the Companys functional and presentation currency. 70 Pak Suzuki Motor Company Limited

Note 3. PROPERTY, PLANT AND EQUIPMENT Operating fixed assets Capital work-in-progress 3.1 3.4

2012 2011 ------ (Rupees in 000) -----3,712,223 26,644 3,738,867 3,540,365 659,952 4,200,317

3.1 Operating fixed assets


Accumulated Charge for Accumulated Book value depreciation the year / depreciation as at Cost as at Additions / Cost as at as at (depreciation as at December January 01, (deletions / December January 01, on deletions / December 31, 2012 2012 *transfers) 31, 2012 2012 *transfers) 31, 2012 --------------------------------------------- (Rupees in `000) --------------------------------------------Leasehold land 663,387 400 (71,416) *(398) (1,709) 591,973 66,608 10,365 (6,301) *(126) 706 70,546 521,427 Years / Rate %

60 years

Freehold land Leasehold improvements Buildings on leasehold land - Factory - Office - Test Tracks and other buildings Plant and machinery Welding guns Waste water treatment plant Permanent and special tools Dies Jigs and fixtures Electrical installations Furniture and fittings Vehicles Air conditioners and Refrigerators Office equipments Computers

373,223 35,414

371,514 35,414

34,309

35,015

371,514 399

Lease term

1,231,729 4,595 13,503 6,063,485 257,525 120,222 380,854 1,523,447 433,590 195,570 14,453 577,986 19,423 77,050 144,514

50,048 *(8,217) 807 243,087 (27,624) 25,212 2,500 *(2,500) 11,984 528,580 80,043 11,218 908 (41) 133,354 (129,965) 3,791 (86) 5,101 (3,475) 16,558 (9,247)

1,273,560 5,402 13,503 6,278,948 282,737 120,222 392,838 2,052,027 513,633 206,788 15,320 581,375 23,128 78,676 151,825

757,614 2,811 12,297 4,621,975 240,252 98,092 360,195 1,392,067 421,116 119,052 9,450 270,234 14,664 51,029 117,840

53,282 *(5,239) 437 241 419,856 (27,459) 12,127 6,911 *(287) 11,121 163,685 15,528 19,678 1,090 (35) 72,168 (73,540) 1,303 (65) 5,586 (2,885) 17,977 (9,069) 812,061 (119,354) *(5,652)

805,657 3,248 12,538 5,014,372 252,379 104,716 371,316 1,555,752 436,644 138,730 10,505 268,862 15,902 53,730 126,748

467,903 2,154 965 1,264,576 30,358 15,506 21,522 496,275 76,989 68,058 4,815 312,513 7,226 24,946 25,077

10 20 20 8 years 4 years 8 years 4 years 4 years 4 years 8 years 20 20 20 20 50

2012

12,129,970

1,113,591 12,988,883 (243,563) *(11,115)

8,589,605

9,276,660

3,712,223

*Represents transfer to non-current assets classified as held for sale (note 17).

annual report 2012

71

Notes to the Financial Statements


For the year ended December 31, 2012
Accumulated Accumulated depreciation Charge for depreciation Book value Cost as at Cost as at as at the year / as at as at January 01, Additions / December January 01, (depreciation December December 2011 (deletions) 31, 2011 2011 on deletions) 31, 2011 31, 2011 --------------------------------------------- (Rupees in `000) --------------------------------------------Leasehold land Freehold land Leasehold improvements Buildings on leasehold land - Factory - Office - Test Tracks and other buildings Plant and machinery Welding guns Waste water treatment plant Permanent and special tools Dies Jigs and fixtures Electrical installations Furniture and fittings Vehicles Air conditioners and Refrigerators Office equipments Computers 2011 1,139,241 4,595 13,503 5,994,457 247,051 134,176 366,681 1,539,034 433,131 151,565 14,870 637,506 19,303 76,059 118,412 11,944,291 111,147 (18,659) 202,494 (133,466) 10,474 (13,954) 14,173 4,922 (20,509) 791 (332) 47,590 (3,585) 1,033 (1,450) 55,346 (114,866) 975 (855) 5,137 (4,146) 26,282 (180) 497,681 (312,002) 1,231,729 4,595 13,503 6,063,485 257,525 120,222 380,854 1,523,447 433,590 195,570 14,453 577,986 19,423 77,050 144,514 12,129,970 726,208 2,365 11,995 4,288,763 219,969 98,268 339,224 1,289,694 410,138 104,914 9,620 230,436 14,198 47,546 106,875 7,989,852 50,065 (18,659) 446 302 459,043 (125,831) 20,283 7,872 (8,048) 20,971 122,529 (20,156) 11,266 (288) 17,723 (3,585) 1,087 (1,257) 82,414 (42,616) 1,111 (645) 5,852 (2,369) 11,137 (172) 823,379 (223,626) 757,614 2,811 12,297 4,621,975 240,252 98,092 360,195 1,392,067 421,116 119,052 9,450 270,234 14,664 51,029 117,840 8,589,605 474,115 1,784 1,206 1,441,510 17,273 22,130 20,659 131,380 12,474 76,518 5,003 307,752 4,759 26,021 26,674 3,540,365 10 20 20 8 years 4 years 8 years 4 years 4-6 years 4-6 years 8 years 20 20 20 20 50 646,070 373,223 35,414 17,317 663,387 373,223 35,414 55,698 33,941 10,910 368 66,608 34,309 596,779 373,223 1,105 Years / Rate %

60 years Lease term

Note 3.2 Depreciation charge for the year has been allocated as under: Cost of goods manufactured Administrative expenses 27.1 29

2012 2011 ------ (Rupees in 000) -----709,211 102,850 812,061 718,661 104,718 823,379

72

Pak Suzuki Motor Company Limited

3.3

Particulars of operating fixed assets having written down value (WDV) exceeding Rs. 50,000 disposed of during the year are as follows:
Cost Leasehold land Freehold land 14 Marlas land at Multan Road, Lahore 2 Acre land Rahim Yar Khan Vehicles Suzuki vehicles two & four wheelers (152 Vehicles) Suzuki vehicles two & four wheelers (12 Vehicles) Suzuki vehicle car Suzuki vehicles four wheelers (12 Vehicles) Office equipment Photo copy Machine Diesel Generator 40 KVA(AG Power) Aggregate value of items where book value is less than Rs. 50,000 6,078 41,858 2012 2011 243,563 312,002 5,313 41,254 119,354 223,626 765 604 124,209 88,376 1,082 166,006 104,010 317 Negotiation (604) Scraped 41,797 15,634 Various parties Refer note 3.3.2 71,416 Accumulated Book Sales Gain / depreciation value proceeds (loss) ----------------- Rupees in 000 ----------------6,301 65,115 89,114 Mode of disposal Particulars of buyers

23,999 Negotiation

Refer Note 3.3.1

1,068 600

1,068 600

564 749

(504) Negotiation 149 Negotiation

Collector of Lahore(Govt) Jam Bashir Ahmed (Jam Autos)

97,401 13,335 2,477 7,333 1,240 757

53,250 6,300 2,377 2,879 1,009 671

44,151 7,035 100 4,454 231 86

57,249 9,440 7,426 23 359

13,098 Company policy Company Employees 2,405 Auction (100) Scraped 2,972 Insurance claim EFU (208) Auction 273 Auction Various parties Landhi Traders Various parties -

3.3.1 The leasehold land has been disposed of to the Companys vendors namely A-One Techniques (Private) Limited, MGA Industries (Private) Limited, Procon Engineering (Private) Limited, S.T Engineering Services (Private) Limited, National Automotive Company, and Ravi Autos, Lahore. 3.3.2 The proceeds of assets scraped is included in scrap sales (Note 30). 2012 2011 ------ (Rupees in 000) -----8,791 400 17,453 26,644 659,952 320,220 (953,528) 26,644 656,426 3,526 659,952 272,143 885,827 (466,919) (31,099) 659,952

3.4

Capital work-in-progress Plant and machinery Civil works Advance for capital expenditure

3.4.1 Movement in capital work-in-progress Opening balance Additions during the year Transferred to operating fixed assets Transferred to intangible assets Closing balance

annual report 2012

73

Notes to the Financial Statements


For the year ended December 31, 2012
4. INTANGIBLE ASSETS
Cost as at January 01, 2012 Cost as at December 31, 2012 Accumulated amortisation as at January 01, 2012 Charge for the year/ *(Write-offs) Accumulated amortisation Book value as at as at December December 31, 2012 31, 2012

Additions/ *(Write-offs)

Years

----------------------------------------- (Rupees in 000) ----------------------------------------License fees and drawings Softwares 850,317 155,556 186,298 *(554,351) 16,379 *(148,668) 2012 1,005,873 202,677 *(703,019) 505,531 702,096 23,267 149,456 482,264 552,640 190,765 *(554,351) 3,661 *(148,668) 194,426 *(703,019) 193,503 312,028 4,449 18,818 3 189,054 293,210 3

Accumulated Accumulated amortisation amortisation Book value Cost as at Cost as at as at Charge for as at as at Additions/ January 01, December January 01, the year December December *(Write-offs) 2011 31, 2011 2011 31, 2011 31, 2011 ----------------------------------------- (Rupees in 000) ----------------------------------------License fees and drawings Softwares 2011 847,490 148,668 996,158 39,559 (36,732) 6,888 46,447 (36,732) 155,556 1,005,873 99,112 490,398 50,344 211,698 149,456 702,096 6,100 303,777 850,317 391,286 161,354 552,640 297,677

Years

3 3

* This represents intangible written off during the period with Nill WDV.

4.1 During the year, no amortisation has been charged on intangible assets amounting to Rs. Nil (2011: Rs. 145.969 million) as the assets have not yet been available for use. 4.2 Amortisation charge has been allocated as under: Note 2012 2011 ------ (Rupees in 000) -----Cost of goods manufactured Administrative expenses 27.1 29 190,765 3,661 194,426 161,354 50,344 211,698

74

Pak Suzuki Motor Company Limited

Note 5. LONG-TERM INVESTMENTS Available for sale unquoted Arabian Sea Country Club Limited 500,000 (2011: 500,000) fully paid ordinary shares of Rs. 10/- each Provision for impairment in the value of investment Automotive Testing & Training Centre (Private) Limited 125,000 (2011: 125,000) fully paid ordinary shares of Rs. 10/- each Provision for impairment in the value of investment

2012 2011 ------ (Rupees in 000) ------

5.1

5,000 (640) 4,360 1,250 (1,065) 185 4,545

5,000 (1,050) 3,950 1,250 (1,010) 240 4,190

5.2

5.1 Shareholding 6.45% (2011: 6.45%). Value based on net assets as at June 30, 2012 amounting to Rs.4.36 million (2011: Rs.3.95 million). 5.2 Shareholding 6.94% (2011: 6.94%). Value based on net assets as at June 30, 2012 amounting to Rs.0.185 million (2011: Rs.0.239 million). Note 6. LONG-TERM LOANS secured, considered good Loans to employees Loans to executives Less: Receivable within one year 6.1 Movement of loans to executives Opening balance Disbursement during the year Repayment during the year 6.1 & 6.2 6.3 13 2012 2011 ------ (Rupees in 000) -----3,044 3,044 1,635 1,409 304 62 (366) 3,171 304 3,475 1,952 1,523 578 271 (545) 304

6.2 The maximum aggregate amount due from executives at the end of any month during the year was Rs. 0.308 million (2011: Rs. 0.766 million). 6.3 These represent motorcycle and personal interest free loans granted to executives and employees. These loans are secured against the title documents, personnel guarantees and provident fund balances of the respective employees / executives. These are repayable in ten to thirty six equal monthly installments.

annual report 2012

75

Notes to the Financial Statements


For the year ended December 31, 2012
Note 7. LONG-TERM DEPOSITS, PREPAYMENTS AND RECEIVABLES Deposits Prepayments Long term receivable against disposal of land Less: current portion 7.1 15 2012 2011 ------ (Rupees in 000) ------

19,617 1,753 71,786 (29,705) 42,081 63,451

19,082 1,405 20,487

7.1

This represents amount receivable from various vendors against disposal of land. The price is recoverable in thirty six equal monthly installments. Note 2012 2011 ------ (Rupees in 000) ------

8.

LONG-TERM INSTALLMENT SALES RECEIVABLES secured Installment sales receivables Less: Unearned finance income Less: Provision for doubtful receivables Less: Current maturity 8.4 & 8.5 8.3

639,424 (92,967) 546,457 (30,730) 515,727 (353,077) 162,650

612,680 (100,976) 511,704 (21,924) 489,780 (303,951) 185,829

8.1
Note

Gross amount of installment sales receivables 2011 2012 ---- (Rupees in 000) ----

Present value of installment sales receivables 2011 2012 ---- (Rupees in 000) ----

8.2

378,835 421,836 233,845 217,588 8.2 612,680 639,424 (21,924) Less: Provision for doubtful receivables (30,730) 590,756 608,694 Includes an overdue portion of installment sales receivables of Rs. 18.483 million). Less than one year One to five year

353,077 193,380 546,457 (30,730) 515,727 million (2011:

303,951 207,753 511,704 (21,924) 489,780

Rs. 9.021

8.3

The movement in provision against doubtful installment sales receivables during the year is as follows: Note Balance at beginning of the year Provision made during the year Adjusted against receivable written off during the year 2012 2011 ------ (Rupees in 000) -----21,924 8,824 (18) 30,730 31,271 4,684 (14,031) 21,924

29

76

Pak Suzuki Motor Company Limited

8.4 Represents balances receivable under various installment sale agreements in equal monthly installments. As a security, the Company retains the title and registers the documents of such motorcycles in its name. Such documents are transferred in the name of customers after the entire dues are realised. Overdue rentals are subject to additional surcharge. 8.5 Mark-up on installment sales receivables ranges from 9% to 28% (2011: 14% to 28%) per annum. Note 9. DEFERRED TAXATION Taxable temporary differences arising from: Accelerated tax depreciation Unrealized gain on revaluation of foreign exchange derivative contract Deductible temporary differences arising from: Unrealized (loss) on revaluation of foreign exchange derivative contract Provisions Unamortised local development costs Difference between turnover tax and taxable income 2012 2011 ------ (Rupees in 000) ------

142,500 9.2 -

87,500 24,000

9.2

(92,000) (108,000) (17,000) (233,500) (308,000)

(100,000) (26,000) (154,500) (169,000)

9.1 Net deferred tax asset has not been recognized in the current year amounting to Rs. 308 million as the Company expects that it will be subject to minimum tax on turnover and FTR in the foreseeable future and hence it cannot be established with reasonable certainty that it will be realized. 9.2 Deferred tax on unrealized (loss) / gain arising on derivative financial instrument has not been recognised for the reasons explained in note 9.1. Note 10. STORES, SPARES AND LOOSE TOOLS Stores Spares Loose tools Less: Provision for slow moving and obsolete items - at beginning of the year - provision / (reversal) for the year 2012 2011 ------ (Rupees in 000) -----44,681 61,737 25,853 132,271 27.1 37,452 11,724 49,176 83,095 30,466 47,700 23,753 101,919 44,033 (6,581) 37,452 64,467

annual report 2012

77

Notes to the Financial Statements


For the year ended December 31, 2012
11. STOCK-IN-TRADE Raw material and components [including items in transit Rs. 1,851.556 million (2011: Rs. 4,741.210 million)] Less: Provision for slow moving and obsolete items - at beginning of the year - provision / (reversal) for the year 2012 2011 ------ (Rupees in 000) ------

7,660,046 25,441 4,166 29,607 7,630,439 43,909 2,679,173 254,554

10,341,524 25,804 (363) 25,441 10,316,083 49,836 2,297,158 305,382

Work-in-process Finished goods Trading stocks [including items in transit Rs. 20.708 million (2011: Rs. 17.059 million)] Less: Provision for slow moving and obsolete items - at beginning of the year - reversal for the year

46,063 (182) 45,881 208,673 10,562,194

49,057 (2,994) 46,063 259,319 12,922,396

11.1 Of the aggregate amount, stocks worth Rs. 2,363 million (2011: Rs. 2,040 million) were in the custody of dealers and vendors. 11.2 Raw material and components, work-in-process and finished goods have been written down by Rs. 132.893 million, Rs. 0.354 million and Rs. 43.615 million (2011: 158.435 million, Rs. 0.492 million and Rs. 63.830 million) respectively to arrive at net realizable value. Note 12. TRADE DEBTS unsecured Considered good - Due from Government agencies - Others Considered doubtful Less: Provision for doubtful debts 2012 2011 ------ (Rupees in 000) ------

12.3 12.2

55,629 532,413 588,042 5,216 (5,216) 588,042

125,960 196,717 322,677 15,304 (15,304) 322,677

12.1 The ageing of trade debts at December 31 is as follows Neither past due nor impaired Past due but not impaired Past due and impaired 588,042 5,216 593,258 322,677 15,304 337,981

78

Pak Suzuki Motor Company Limited

Note 12.2 Reconciliation of provision for impairment of trade debts Balance at the beginning of the year Reversal for the year Adjusted against receivable written off during the year Balance at the end of the year 12.3 29

2012 2011 ------ (Rupees in 000) -----15,304 (7,184) (2,904) 5,216 16,501 (1,197) 15,304

Includes Rs. Nil (2011: Rs. 1.066 million) due from Magyar Suzuki Corporation, Hungary - a related party. Note 2012 2011 ------ (Rupees in 000) ------

13.

LOANS, ADVANCES AND OTHERS Loans secured, considered good Current portion of loans to employees Current portion of loans to executives Advances unsecured Considered good - Suppliers / vendors - Employees Considered doubtful Less: Provision for doubtful advances Others - Gratuity fund - Provident fund

6 13.1

1,635 1,635 186,907 3,500 190,407 17,246 (17,246) 190,407

1,648 304 1,952 210,227 2,180 212,407 18,390 (18,390) 212,407 1,335 892 2,227 216,586

13.2.1

3,449 3,449 195,491

13.1 13.2

Includes advances to vendors of Rs. 87.783 million (2011: Rs. 74.873 million), which carry mark-up ranging from 12% - 12.58% (2011: 12% - 14.52%) per annum. Employees gratuity fund The latest actuarial valuation was carried out as at December 31, 2012 using the Projected Unit Credit Method, according to which present value of gratuity obligation and fair value of plan assets were Rs. 244.552 million and Rs. 264.483 million respectively. 2012 2011 ------ (Rupees in 000) -----(244,552) 264,483 (16,482) 3,449 (223,112) 260,011 (35,564) 1,335

13.2.1 Amount recognised in the balance sheet Present value of defined benefit obligation Fair value of plan assets Un-recognised actuarial gains

annual report 2012

79

Notes to the Financial Statements


For the year ended December 31, 2012
13.2.2 Expense recognised in the profit and loss account Current service cost Interest cost Expected return on plan assets Actuarial gain 13.2.3 Movement asset recognised in the balance sheet Opening balance asset Expense recognised in the financial statements Contribution made by the Company during the year Payment made to the Company from the fund 13.2.4 Movement in present value of defined benefit obligation Opening balance Present value of defined benefit obligation Current service cost for the year Interest cost for the year Benefit paid during the year Actuarial loss on present value of defined benefit obligation 13.2.5 Movement in fair value of plan assets Opening balance Fair value of plan assets Expected return on plan assets Contribution during the year Benefit paid during the year Payment made to the Company from the fund during the year Actuarial (loss) / gain on plan assets 13.2.6 Principal actuarial assumptions used are as follows: Valuation discount rate Expected rate of eligible salaries increase in future years Expected rate of return on plan assets
11% per annum 12.5% per annum 11% per annum 12.5% per annum 12% per annum 12.5% per annum

2012 2011 ------ (Rupees in 000) -----15,162 27,889 (32,501) (869) 9,681 12,726 23,587 (30,686) (2,816) 2,811

1,335 (9,681) 32,295 (20,500) 3,449

2,849 (2,811) 8,497 (7,200) 1,335

223,112 15,162 27,889 (32,295) 10,684 244,552

181,436 12,726 23,587 (8,497) 13,860 223,112

260,011 32,501 32,295 (32,295) (20,500) (7,529) 264,483

236,041 30,686 8,497 (8,497) (7,200) 484 260,011

13.2.7 Actual return on plan assets Expected return on plan assets Actuarial (loss) / gain on plan assets Actual return on plan assets

2012 2011 ------ (Rupees in 000) -----32,501 (7,529) 24,972 30,686 484 31,170

80

Pak Suzuki Motor Company Limited

13.2.8 Comparison for past years As at December 31 Present value of defined benefit obligation Fair value of plan assets Surplus Experience adjustment on plan liabilities Experience adjustment on plan assets 2012 2011 2010 2009 2008 ------------------- (Rupees in 000) ------------------244,552 223,112 181,436 168,986 137,380 264,483 260,011 236,041 233,441 216,158 (19,931) (36,899) (54,605) (64,455) (78,778) 10,684 (7,529) 3,155 13,860 484 14,344 (4,237) (4,063) (8,300) 14,992 3,859 18,851 (11,379) (1,091) (12,470)

13.2.9 Major categories / composition of plan assets are as follows: Note Defence Saving Certificate and Pakistan Investment Bonds Mutual Funds Term Deposit Receipts Cash at bank 14. TRADE DEPOSITS AND SHORT-TERM PREPAYMENTS Trade deposits Prepayments: Collector of Customs Others 2,530 362 36,026 36,388 38,918 15,755 26,222 41,294 67,516 83,271 2012 2011 ------ (Rupees in 000) -----199,720 1,324 57,240 6,199 264,483 187,085 65,914 7,012 260,011

15.

OTHER RECEIVABLES - considered good Due from related parties Due from vendors for material / components returned Unrealised gain on derivative financial instrument Duty drawback Expenses recoverable from dealers Current portion of long term receivable against disposal of land Others 15.1 & 15.2 65,637 7,611 2,203 47,944 29,705 16,522 169,622 77,788 10,325 67,952 2,164 5,502 163,731

15.1 15.2

This includes receivable from SMC - Japan amounting to Rs. 62.852 million (2011: 77.788 million) and from Thai Suzuki Motor Company amounting to Rs. 2.785 million (2011: Nil). The maximum aggregate amount due from the holding company at the end of any month during the year was Rs. 98.157 million (2011: Rs. 94.111 million).

annual report 2012

81

Notes to the Financial Statements


For the year ended December 31, 2012
Note 16. CASH AND BANK BALANCES Cash in hand Cheques in hand Cash at bank: on deposit in a special deposit account in current accounts 16.1 16.2 16.3 2012 2011 ------ (Rupees in 000) -----8,703 201,262 373,960 84,728 748,777 1,207,465 1,417,430 9,147 506,273 391,749 89,253 143,058 624,060 1,139,480

16.1 Represents cheques that were received on the last day and were deposited on the next working day. 16.2 The mark-up on funds placed on deposit accounts ranges from 6% to 12.60% (2011: 5% to 12.75%) per annum. 16.3 A special account is maintained in respect of security deposits (note 23) in accordance with the requirements of Section 226 of the Companies Ordinance, 1984. Note 17. NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE Leasehold land Factory building Waste water treatment plant 272 2,978 2,213 5,463 2012 2011 ------ (Rupees in 000) ------

17.1

17.1 Pak Suzuki Motor Company Limited has entered into an agreement with Reckitt Benckiser Pakistan Limited to sell its plot No. F-14, SITE, Karachi along with buildings and waste water treatment plant for a total consideration of Rs.280 million. Companys motorcycle plant was previously located on this land which has now been shifted in the vicinity of automobile plant at Bin Qasim, Karachi. The total price is payable in installments. The ownership would be transferred to the buyer when Company will receive final installment which is to take place by April 2013. The aggregate book value of these assets is Rs 5.463 million. 18. ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL Fully paid ordinary shares of Rs. 10/- each 2012 2011 (Number of shares) 45,517,401 2,800,000 33,982,450 82,299,851 45,517,401 Issued for cash 2,800,000 Issued for consideration other than cash 33,982,450 Issued as fully paid bonus shares 82,299,851 2012 2011 ---- (Rupees in 000) ---455,174 28,000 339,825 822,999 455,174 28,000 339,825 822,999

82

Pak Suzuki Motor Company Limited

18.1 SMC held 60,154,091 (2011: 60,154,091) ordinary shares of Rs. 10/- each, constituting 73.09% (2011: 73.09%) holding in the Company. Note 19. TRADE AND OTHER PAYABLES Creditors Bills payable Accrued liabilities Royalties and technical fee payable to SMC Mark-up on waiting for delivery of vehicles Dealers commission Provision for unexpired free service and warranty period Workers profits participation fund Workers welfare fund Retention money Unclaimed dividend Deposits from employees against purchase of vehicles Unrealised loss on derivative financial instruments Others 19.1 20.1 19.2 19.3 2012 2011 ------ (Rupees in 000) -----604,130 598,101 526,504 378,236 3,704 132,405 34,988 15,633 30,607 1,265 5,361 93,254 261,401 9,036 2,694,625 779,632 1,116,686 345,742 563,717 3,720 219,206 35,018 3,525 32,415 5,220 4,909 84,475 16,909 3,211,174

19.1 This includes amount of Rs. 475 million (2011: Rs. 1,087 million) due to SMC - Japan. Note 19.2 Provision for unexpired free service and warranty period Balance at the beginning of the year Provision for the year Balance at the end of the year 19.3 Workers profits participation fund Balance at beginning of the year Mark-up on funds utilised in the Companys business Allocation for the year Less: Paid during the year Balance at end of the year 20. ADVANCES Advances from customers Advance against sale of non-current assets classified as held for sale 1,115,746 20.1 28,000 1,143,746 3,065,406 3,065,406 32 3,525 87 3,612 80,545 84,157 68,524 15,633 3,979 245 4,224 73,525 77,749 74,224 3,525 2012 2011 ------ (Rupees in 000) -----35,018 (30) 34,988 24,962 10,056 35,018

20.1 This represents 10% down-payment received against the agreement for sale of non-current assets classified as held for sale (refer note 17.1).

annual report 2012

83

Notes to the Financial Statements


For the year ended December 31, 2012
21. SHORT-TERM BORROWING - secured This represents export refinance loan from a commercial bank carrying markup rate at State Bank of Pakistan Export Finance Rate + 1% per annum, determined on six monthly basis, payable quarterly. The loan is fully secured against the registered charge over stock-in-trade, stores and spares and book debts. At the year end, no balance was outstanding. 22. DEPOSITS AGAINST DISPLAY OF VECHICLES This represents the amount deposited by the dealers as security against the vehicles delivered to them for display. 2012 2011 ------ (Rupees in 000) -----78,897 5,831 84,728 74,897 6,300 81,197

23.

SECURITY DEPOSITS Dealership deposits Deposits against contractual obligation

24.

PROVISION FOR CUSTOM DUTIES AND SALES TAX

24.1 Includes Rs. 52.152 million (2011: Rs. 52.152 million) being provision against demand raised by the Custom Authorities on account of alleged short payment of custom duties. The Companys appeal against the order passed in above case is pending at the High Court of Sindh. In view of the inherent delays that are associated and the element of uncertainty inherent in legal matters, provision has been continued as a matter of prudence. 24.2 Includes Rs. 86.323 million (2011: Rs. 86.323 million) for custom duty and sales tax against royalty. Revenue Receipts Auditors Government of Pakistan conducted an audit in the year 2001 and alleged that the Company short paid Rs. 120 million on account of custom duties and sales tax against royalty during the period from July 1997 to February 1999. According to clause 2(d) of Section 25 of the Customs Act, 1969, payment in the nature of royalty without which goods cannot be legitimately imported and sold or used in Pakistan are to be included in value for import purpose. Subsequent to audit observation the Company paid Rs. 33.677 million after reconciliation with the Collector of Customs. Despite reconciliation, Deputy Collector Customs has adjudicated to pay balance amount of Rs. 86.323 million. The Companys appeal is pending at Customs Appellate Tribunal for hearing. Though the Company disputes calculation of the amount, provision has been continued, as a matter of prudence in view of the inherent uncertainties in such matters. 25. CONTINGENCIES AND COMMITMENTS

25.1 Capital expenditure contracted for but not incurred amounted to Rs. 976.894 million (2011: Rs. 12.991 million). 25.2 The facilities for opening letters of credit amounted to Rs. 4,100 million (2011: Rs. 4,050 million) of which the amount remaining unutilised at the year end was Rs. 3,538 million (2011: Rs. 3,158 million). 25.3 Counter guarantees issued by the Company against guarantees issued by two commercial banks on behalf of the Company amounted to Rs. 90.779 million (2011: Rs. 85 million).

84

Pak Suzuki Motor Company Limited

Note 26. TURNOVER NET Manufactured goods Trading stocks 26.1 Manufactured goods - Vehicles - Spare parts Less: Provincial sales tax Sales commission to dealers 26.1 26.2

2012 2011 ------ (Rupees in 000) ------

57,097,138 1,433,999 58,531,137 67,742,989 231,607 67,974,596 9,380,801 1,496,657 10,877,458 57,097,138 665,536 1,007,540 1,673,076 230,769 8,308 239,077 1,433,999

51,486,943 1,231,620 52,718,563 61,610,309 231,679 61,841,988 9,120,339 1,234,706 10,355,045 51,486,943 710,157 735,947 1,446,104 204,813 9,671 214,484 1,231,620

26.3

26.2 Trading stocks - Vehicles - Spare parts Less: Provincial sales tax Sales commission to dealers

26.3

26.3 These include export sales of Rs. 91.396 million (2011: Rs. 83.072 million). Note 27. COST OF SALES Manufactured goods Finished goods at beginning of the year Cost of goods manufactured Export expenses Less: Finished goods at end of the year Trading stocks Stocks at beginning of the year Purchases during the year Less: Stocks at end of the year 2,297,158 55,294,981 6,743 57,598,882 2,679,173 54,919,709 259,319 1,215,042 1,474,361 208,673 1,265,688 56,185,397 1,885,813 50,131,030 9,713 52,026,556 2,297,158 49,729,398 258,853 1,120,221 1,379,074 259,319 1,119,755 50,849,153 2012 2011 ------ (Rupees in 000) ------

27.1

annual report 2012

85

Notes to the Financial Statements


For the year ended December 31, 2012
Note 27.1 Cost of goods manufactured: Raw materials and components at beginning of the year Purchases during the year Less: Raw materials and components at end of the year Raw materials and components consumed Stores and spares consumed Provision / (reversal of provision) for slow moving and obsolete stores, spares and loose tools Power Vehicle running expenses Salaries, wages and other benefits Outsourced job contractor charges Rent, rates and taxes Travelling Training Insurance Repairs and maintenance Royalty Technical fee Provincial sales tax on royalty and technical fees Depreciation Amortisation of intangible assets Conveyance and transportation Communication Hired security guards services Local development costs , Printing and stationery Others Add: work-in-process at beginning of the year Less: work-in-process at end of the year Less: cost of own used vehicles 27.1.1 10,316,083 48,963,978 59,280,061 7,630,439 51,649,622 39,395 10 27.1.2 11,724 292,921 12,786 539,594 338,035 14,848 29,908 2,689 5,959 230,555 707,994 267,803 95,537 709,211 190,765 177,594 2,426 9,228 42,041 5,369 3,736 3,730,118 55,379,740 49,836 55,429,576 43,909 55,385,667 90,686 55,294,981 6,573,091 50,433,999 57,007,090 10,316,083 46,691,007 21,965 (6,581) 204,108 17,937 402,381 312,133 11,709 26,473 9,157 4,461 234,690 772,339 265,919 102,142 718,661 161,354 134,730 3,582 8,526 102,061 6,045 3,257 3,517,049 50,208,056 30,274 50,238,330 49,836 50,188,494 57,464 50,131,030 2012 2011 ------ (Rupees in 000) ------

3.2 4.2

27.1.1 Purchases are stated net of proceeds from the sale of packing materials Rs. 349.524 million (2011: Rs. 319.605 million). 27.1.2 Includes Rs. 10.410 million (2011: Rs. 8.558 million) and Rs.6.112 million (2011: Rs. 1.776 million) in respect of defined contributory provident fund and defined benefit gratuity fund respectively.

86

Pak Suzuki Motor Company Limited

Note 28. DISTRIBUTION COSTS Advertising and sales promotion Free service Warranty claims Provision for unexpired free service and warranty period Transportation and handling charges Royalty on spare parts Federal Excise Duty on royalty 29. ADMINISTRATIVE EXPENSES Salaries, wages and other benefits 29.1 Outsourced job contractor charges Travelling Training Hired security guards services Rent, rates and taxes Utilities Vehicle running expense Insurance Repairs and maintenance Depreciation 3.2 Amortisation of intangible assets 4.2 Auditors remuneration 29.2 Legal and professional charges Conveyance and transportation Entertainment Printing and stationery Communication Directors fees Provision for doubtful debts 8.3,12.2 & 13 Celebration of special events Bad debts written-off Computer software license fees & ERP maintenance charges (Reversal) / provision for impairment in the value of investments Others

2012 2011 ------ (Rupees in 000) ------

19.2

217,727 79,201 6,096 (30) 35,143 17,117 1,706 356,960

160,894 46,282 2,491 10,056 30,846 11,893 1,189 263,651

334,092 62,630 58,465 2,508 20,047 45,643 25,531 66,848 19,313 18,632 102,850 3,661 2,449 5,768 25,744 2,987 15,963 12,598 17 496 6,156 4,234 17,918 (355) 6,558 860,753

247,624 51,504 41,710 1,797 17,380 34,841 19,171 51,868 15,115 14,897 104,718 50,344 1,420 7,881 19,531 1,642 13,196 11,892 17 4,965 3,794 15,836 1,223 3,569 735,935

29.1 Includes Rs. 6.918 million (2011: Rs. 5.737 million) and Rs 3.569 million (2011: Rs.1.037 million) in respect of defined contributory provident fund and defined benefit gratuity fund respectively.

annual report 2012

87

Notes to the Financial Statements


For the year ended December 31, 2012
Note 29.2 Auditors remuneration Audit fee Half-yearly review Fee for special certifications Out of pocket expenses 30. OTHER OPERATING INCOME Income from financial assets Mark-up on bank balances Finance income on installment sales Exchange gain net Income from non-financial assets Gain on disposal of fixed assets Reversal of provision for mark-up on waiting for delivery of vehicles Profit on sale of repossesed bike Scrap sales Miscellaneous income 3.3 256,722 100,531 26,384 383,637 41,797 727 26,469 41,355 110,348 493,985 385,951 98,723 43,874 528,548 15,634 9,920 22,656 43,632 91,842 620,390 1,150 368 897 34 2,449 1,000 300 105 15 1,420 2012 2011 ------ (Rupees in 000) ------

31.

FINANCE COSTS Mark-up on short-term borrowing Mark-up on workers profits participation fund Bank charges 2,294 87 8,719 11,100 5,164 245 12,436 17,845

32.

OTHER OPERATING EXPENSES Workers profit participation fund Workers welfare fund Donations 19.3 32.1 80,545 30,607 111,152 73,525 31,655 1,892 107,072

32.1 Workers Welfare Fund For the current year For the prior years 33. TAXATION Current Prior 33.1 & 33.2 514,000 7,738 521,738 585,000 (14,124) 570,876 30,607 30,607 32,415 (760) 31,655

88

Pak Suzuki Motor Company Limited

33.1 Provision for current taxation has been made on the basis of minimum tax on turnover under section 113 of the Income Tax Ordinance and Final Tax Regime. Accordingly, reconciliation of tax expense with the accounting profit is not presented. 33.2 Includes amount of Rs. Nil (2011: Rs. 25.302 million) in respect of flood surcharge tax. 34. EARNINGS PER SHARE - BASIC AND DILUTED

2012 2011 ------ (Rupees in 000) -----978,022 794,421

Net profit for the year Weighted average number of ordinary shares in issue during the year

Number of shares in 000 82,299 82,299

---------- (Rupees) ---------Basic earnings per share 34.1 Basic earnings per share have no dilution effect. Note 11.88 9.65

2012 2011 ------ (Rupees in 000) ------

35.

CASH GENERATED FROM OPERATIONS Profit before taxation Adjustments for non cash charges and other items: Depreciation Amortisation of intangible assets Development cost transferred from intangible assets Gain on disposal of fixed assets (Reversal) / provision for impairment in the value of investment Mark-up on bank balances Reversal of provision for mark-up on waiting for delivery of vehicles Finance costs Working capital changes 35.1 1,499,760 812,061 194,426 (41,797) (355) (256,722) 11,100 718,713 (650,031) 1,568,442 1,365,297 823,379 211,698 36,732 (15,634) 1,223 (385,951) (9,920) 17,845 679,372 (1,789,491) 255,178

annual report 2012

89

Notes to the Financial Statements


For the year ended December 31, 2012
2012 2011 ------ (Rupees in 000) -----35.1 Working capital changes (Increase) / decrease in current assets: Stores, spares and loose tools Stock-in-trade Trade debts Current portion of long-term installment sales receivables Loans, advances and others Trade deposits and short-term prepayments Other receivables Sales tax and excise duty adjustable Increase / (decrease) in current liabilities Trade and other payables Security deposits Deposits against display of vehicles Advance from customers Short-term borrowing (18,628) 2,360,202 (265,365) (49,126) 21,095 44,353 (29,673) 53,223 2,116,081 (822,556) 3,531 49,573 (1,921,660) (75,000) (2,766,112) (650,031) (551) (4,174,365) (81,958) (52,697) (81,623) (39,805) 9,678 (633,946) (5,055,267) 140,963 (7,556) 368,994 2,738,375 25,000 3,265,776 (1,789,491)

36.

TRANSACTIONS WITH RELATED PARTIES Related parties of the Company include Suzuki Motor Corporation Japan (holding company) and related group companies, local associated companies, staff retirement funds, directors and executives. The Company in the normal course of business carries out transactions with various related parties. Amount due from and to related parties, amount due from executives and remuneration of directors and executives are disclosed in the relevant notes to the financial statements. Other material transactions with related parties are given below: Holding Other related For the year ended December 31, 2012 Company Parties Total ------------- (Rupees in 000) ------------Purchases of components Purchases of fixed assets Exports sales Royalties and technical fee Staff retirement benefits Sales promotional and development expenses For the year ended December 31, 2011 Purchases of components Purchases of fixed assets Exports sales Royalties and technical fee Staff retirement benefits Sales promotional and development expenses 24,285,717 5,409 71 1,162,092 13,734 750,742 828 2,993 26,940 25,036,459 6,237 3,064 1,162,092 26,940 13,734

Holding Other related Company Parties Total ------------- (Rupees in 000) ------------24,331,360 294,459 457 1,050,151 259 601,961 30,804 8,338 17,108 24,933,321 325,263 8,795 1,050,151 17,108 259

90

Pak Suzuki Motor Company Limited

36.1 The outstanding balances due to / from related parties are included in the respective notes to the financial statements. 37. PLANT CAPACITY AND ACTUAL PRODUCTION Plant capacity - Motorcar (double shifts basis) Plant capacity - Motorcycle (double shifts basis) Actual production Motorcar Actual production Motorcycle 37.1 Under utilization of capacity was due to lower demand of certain products. 38. REMUNERATION OF EXECUTIVES, DIRECTORS AND CHIEF EXECUTIVE The aggregate amounts charged in the financial statements for remuneration, including benefits, to the directors, chief executive and executives of the Company are given below: 2012 2011 Chief Chief Executive Directors Executives Executives Directors Executives ------------------------------- (Rupees in 000) ------------------------------Directors fees Managerial remuneration Bonus Retirement benefits Number of persons 6,270 1,425 7,695 1 17 15,367 3,306 953 19,643 4 87,054 15,781 5,740 108,575 47 5,328 743 6,071 1 17 12,432 1,724 822 14,995 5 52,567 5,550 3,769 61,886 31 2012 2011 (Number of vehicles) 150,000 44,000 96,370 21,312 150,000 44,000 92,529 20,120

38.1 The directors, chief executive and certain executives of the Company are provided with free use of Company maintained cars. Medical facility is also provided as per Companys policy. 38.2 Executive means an employee whose annual basic salary exceeds five hundred thousand as defined in the Companies Ordinance, 1984. 39. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES The Companys activities expose it to a variety of financial risk such as market risk, credit risk and liquidity risk. The Companys overall risk management focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Companys financial performance. The Companys Board of Directors oversees the management of these risk which are summarized below: 39.1 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 of interest rate risk, currency risk and equity price risk.

annual report 2012

91

Notes to the Financial Statements


For the year ended December 31, 2012
(i) Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Company had following interest bearing financial instruments: 2012 2011 ----- (Rupees in 000) ----Installments receivables Advances to vendors Bank balances in deposit accounts Short-term borrowing 515,727 87,783 458,688 1,062,198 489,780 74,873 481,002 (75,000) 970,655

The interest rates in above financial instruments were fixed and the instruments were classified as either held to maturity or loan and advances. As such the above financial instruments are not subject to interest rate risk. Changes in market interest rates of financial instruments with fixed interest rates only affect income if these are measured at their fair value. (ii) Currency risk Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. It arises where receivables and payables exist due to transactions in foreign currency. The Company manages its exposure against foreign currency risk by entering into foreign exchange options whenever considered necessary. Open exposures are vigorously monitored. The Company is exposed to such risk in respect of the following: 2012 2011 ----- (Amount in 000) ----Due from related party JPY Bills payable JPY Royalty and technical fees payable JPY Net exposure JPY Net exposure US$ (Bills payable) Net exposure RMB (Bills payable) (45,433) 421,379 320,450 696,396 1,093 1,026 (65,212) 938,771 473,799 1,347,358 295 -

At December 31, 2012 if Pak Rupee had depreciated / appreciated by 1% against JPY, US$ and RMB with all other variables held constant, Companys profit before tax would have been Rs. 8.460 million (2011: Rs. 14.816 million) higher /lower as a result of exchange loss/gain on translation of foreign currency denominated financial instruments. (iii) Credit risk Credit risk is the risk which arises with the possibility that one party to a financial instrument will fail to discharge its obligation and cause the other party to incur a financial loss. The Company attempts to control credit risk by monitoring credit exposures, limiting transactions with specific counterparties and continually assessing the creditworthiness of counterparties.

92

Pak Suzuki Motor Company Limited

Concentrations of credit risk arise when a number of counterparties are engaged in similar business activities or have similar economic features that would cause their ability to meet contractual obligations to be similarly affected by changes in economic, political or other conditions. Concentrations of credit risk indicate the relative sensitivity of the Companys performance to developments affecting a particular industry. The Company seeks to minimize the credit risk exposure through having exposures only to customers considered credit worthy, allowing advances to vendors / suppliers who have long standing with Company and placing deposits with banks with good rating. The maximum exposure to credit risk at the reporting date is: 2012 2011 ----- (Rupees in 000) ----Installment sales receivables Trade debts Loans, advances, deposits and other receivables Accrued markup income Bank balances 515,727 588,042 404,031 5,664 1,207,465 2,720,929 489,780 322,677 463,588 6,145 624,060 1,906,250

Quality of financial assets The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings or the historical information about counter party default rates as shown below: 2012 2011 ----- (Rupees in 000) ----Long term investment Counter parties without credit rating Trade debts Customers with no defaults in past one year Customers with some defaults in past one year Installment sales receivables Customers with no defaults in past one year Customers with some defaults in past one year Bank balances A1+ A1 4,545 588,042 5,216 593,258 515,727 18,483 534,210 1,206,237 1,228 1,207,465 4,190 322,677 15,304 337,981 489,780 9,022 498,802 621,406 2,654 624,060

annual report 2012

93

Notes to the Financial Statements


For the year ended December 31, 2012
39.2 Liquidity risk Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company applies the prudent risk management policies by maintaining sufficient cash and bank balances and by keeping committed credit lines. The table below summarises the maturity profile of the Companys financial liabilities at the following reporting dates: 2012 Less than 3 3 to 12 Total months months ------------ (Rupees in 000) -----------2,255,009 1,143,746 3,398,755 439,616 1,486,406 84,728 2,010,750 2,694,625 1,143,746 1,486,406 84,728 5,409,505

Trade and other payables Advances Short -term borrowing Deposits against display of vehicles Security deposits 2011

Less than 3 3 to 12 Total months months ------------ (Rupees in 000) -----------3,028,508 3,065,406 6,093,914 182,666 75,000 1,436,833 81,197 1,775,696 3,211,174 3,065,406 75,000 1,436,833 81,197 7,869,610

Trade and other payables Advances Short -term borrowing Deposits against display of vehicles Security deposits 39.3 Capital risk management

The primary objective of the Companys capital management is to 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, to maximise shareholder value and reduce the cost of capital. The Company manages its capital structure and makes adjustment to it, in light of changes in economic conditions. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares. The Company is currently financing majority of its operations through equity and working capital. The capital structure of the Company is equity based with no financing through long term borrowings. 39.4 Fair value of financial instruments Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arms length transaction. The carrying values of all financial assets and liabilities reflected in the financial statements approximate their fair values. Fair value hierarchy The Company uses the following hierarchy for disclosure of the fair value of financial instruments by valuation technique: Level 1: quoted prices in active market for identical assets.

94

Pak Suzuki Motor Company Limited

Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly. Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data. As at 31 December 2012, the Company has available-for-sale investments and derivative financial instruments measured using level 3 valuation technique. 40. SEGMENT ANALYSIS The activities of the Company have been grouped into two segments of related products i.e. automobile and motorcycles as follows: - The Automobile segment includes sales of own manufactured vehicles and spare parts and trading vehicles and spare parts. - The Motorcycles segment includes sales of own manufactured vehicles and spare parts and trading vehicles and spare parts. 2011 2012
Automobile Motorcycle Total Automobile Motorcycle Total -------------------------(Rupees in 000)------------------------1,401,223 58,531,137 (281,230) (103,869) (114,070) (499,169) (1,340) 102,879 (397,630) 2,345,740 (356,960) (860,753) 1,128,027 (11,100) 493,985 1,610,912 51,373,864 2,042,636 (204,390) (580,983) 1,257,263 (16,361) 515,609 1,756,511 Segment Results Net sales Gross profit / (loss) Distribution costs Administrative expenses Operating profit / (loss) Finance costs Other income Segment results Unallocated corporate expenses Operating expenses Taxation Profit after taxation Assets Segment assets Unallocated corporate assets Liabilities Segment liabilities Unallocated corporate liabilities Capital expenditure Depreciation 14,578,101 14,578,101 5,475,711 5,475,711 425,567 711,729 111,152 521,738 632,890 978,022 1,526,584 16,104,685 5,244,179 1,526,584 21,348,864 72,269 72,269 54,716 100,332 5,547,980 5,547,980 480,283 812,061 17,070,426 17,070,426 7,927,323 7,927,323 547,064 734,011 107,072 570,876 677,948 794,421 1,554,855 18,625,281 4,699,619 1,554,855 23,324,900 80,762 80,762 369,525 89,368 8,008,085 8,008,085 916,589 823,379 57,129,914 2,626,970 (253,091) (746,683) 1,627,196 (9,760) 391,106 2,008,542 1,344,699 52,718,563 (173,226) (59,261) (154,952) (387,439) (1,484) 104,781 (284,142) 1,869,410 (263,651) (735,935) 869,824 (17,845) 620,390 1,472,369

annual report 2012

95

Notes to the Financial Statements


For the year ended December 31, 2012
41. UNUTILIZED CREDIT FACILITIES As of the balance sheet date, the Company has unutilized facilities for short term running finance available from various banks amounted to Rs. 4,300 million (2011: Rs. 2,300 million). 42. DATE OF AUTHORISATION FOR ISSUE These financial statements have been authorised for issue by the Board of Directors of the Company in its meeting held on March 21, 2013. 43. SUBSEQUENT EVENT The Board of Directors of the Company in its meeting held on March 21, 2013, has proposed 25% cash dividend (2011: Cash Dividend @ 20%). The approval of the members for the said appropriation will be obtained at the Annual General Meeting to be held on April 24, 2013 at Karachi. 44. CORRESPONDING FIGURES There were no material reclassifications that could affect the financial statements materially. 45. GENERAL Figures in these financial statements have been rounded off to the nearest thousand of Rupees, unless otherwise stated.

Hirofumi Nagao Chairman & Chief Executive 96 Pak Suzuki Motor Company Limited

Satoshi Ina Deputy Managing Director

Pattern of Shareholdings
As at December 31, 2012
Shareholdings Slab 1 101 501 1001 5001 10001 15001 20001 25001 30001 35001 40001 45001 55001 65001 70001 75001 80001 85001 90001 95001 100001 110001 120001 130001 160001 185001 190001 195001 210001 235001 305001 325001 360001 450001 485001 490001 510001 530001 610001 715001 1180001 2490001 2625001 3045001 59250001 to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to to 100 500 1000 5000 10000 15000 20000 25000 30000 35000 40000 45000 50000 60000 70000 75000 80000 85000 90000 95000 100000 105000 115000 125000 135000 165000 190000 195000 200000 215000 240000 310000 330000 365000 455000 490000 495000 515000 535000 615000 720000 1185000 2495000 2630000 3050000 59255000 No. of Shareholders 3903 933 438 450 82 24 14 12 14 3 3 4 4 2 2 2 1 2 2 1 4 2 1 1 1 2 1 1 1 1 1 1 1 1 1 1 1 1 2 1 1 1 1 1 1 1 5928 No. of Shares 63,533 279,763 347,906 1,055,174 661,441 295,500 259,897 281,417 399,725 97,900 112,945 168,950 197,850 113,630 140,000 147,927 78,761 167,000 178,700 92,150 393,500 202,100 110,150 123,000 131,500 325,725 190,000 191,234 199,750 211,685 238,725 306,000 330,000 360,785 455,000 487,623 494,400 514,416 1,062,439 612,005 720,000 1,180,574 2,490,727 2,626,863 3,047,390 60,154,091 82,299,851 annual report 2012 97

Category wise list of shareholders


As at December 31, 2012
Categories of Shareholders Directors and their spouse(s) and minor children MR. HIROFUMI NAGAO Associated Companies, undertakings and related parties M/S. SUZUKI MOTOR CORPORATION Executives Public Sector Companies and Corporations Banks, development finance institutions, non-banking finance companies, insurance companies, takaful, modarabas and pension funds Mutual Funds CDC - TRUSTEE MEEZAN BALANCED FUND ASIAN STOCK FUND LIMITED CDC - TRUSTEE AKD INDEX TRACKER FUND SAFEWAY MUTUAL FUND LIMITED CDC - TRUSTEE AL MEEZAN MUTUAL FUND CDC - TRUSTEE MEEZAN ISLAMIC FUND FIRST CAPITAL MUTUAL FUND LIMITED CDC - TRUSTEE NIT-EQUITY MARKET OPPORTUNITY FUND CDC - TRUSTEE FIRST HABIB STOCK FUND General Public a. Local b. Foreign Others Totals Share holders holding 5% or more M/S. SUZUKI MOTOR CORPORATION No. of Shareholders 1 1 13 No. of Shares 119 60,154,091 6,939,994 Percentage

0.00 73.09 8.43

16 1 1 1 1 1 1 1 1 1 5775 18 95 5928 1

504,061 19,060 531,344 4,710 531,095 389 73,927 15,000 487,623 27,000 5,137,962 5,432,095 2,441,381 82,299,851 60,154,091

0.61 0.02 0.65 0.01 0.65 0.00 0.09 0.02 0.59 0.03 6.24 6.60 2.97 100.00 73.09

During The year, no trade was carried out, in the shares of the Company, by any of its directors, executives, their spouses or their minor children.

98

Pak Suzuki Motor Company Limited

Form of Proxy

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