BSE 2019 Report
BSE 2019 Report
BSE 2019 Report
STOCK EXCHANGE
PAKISTAN
STOCK EXCHANGE
ABOUT THE COVER
The theme for this year’s Annual Report is “Progressive
Excellence” which encapsulates the core focus of the
Management, the Board of PSX and the Companies listed
on Pakistan Stock Exchange. It is this objective of
relentlessly moving forward that keeps the growth
momentum going for all the stakeholders. The emphasis
remains on moving towards continuous improvement,
sustainability and efficiency across all areas to take this
growth story of Pakistan to the next level. We believe in
facilitating our investors, listed companies, shareholders
and stakeholders to attain financial independence The
cover serves as a window into the various sectors and
industries that PSX fuels. The illustrative application of the
visuals associated with various industries is accentuated
by the vibrant sketch and paint effect.
CONTENTS
CORPORATE INFORMATION 08
ABOUT PSX 13
MARKET PERFORMANCE 31
MARKET HIGHLIGHTS 34
ORGANIZATIONAL STRUCTURE 50
08
Company Secretary Share Registrar
Mr. Muhammad Rafique Umer FAMCO Associates (Private) Limited
8-F, Near Hotel Faran, Nursery, Block-6,
Chief Financial Officer P.E.C.H.S, Shara-e-Faisal, Karachi
Mr. Ahmed Ali Mitha Phone: (92 21) 34380101-5, 34384621-3
Fax: (92 21) 34380106, 32428310
Head of Internal Audit Email: [email protected]
Mr. Farhan Ansari Website: www.famco.com.pk
10
MISSION
PSX contributes to the economic development of Pakistan by providing a fair, transparent, and
efficient marketplace to facilitate capital formation for the benefit of investors, issuers and all
stakeholders.
By the end of the financial year June 30, 19, 544 companies were listed on the local bourse, with a total market
capitalization of PKR 6.8 Trillion. The KSE 100 index remained under pressure due to the macroeconomic conditions of
the economy, closing at the level of 33,901.58, down 19% YoY.
Business growth however was not hampered as with the continuous efforts of Exchange team, there were a total of 2
IPO’s, 9 debt security listings and 18 open-ended mutual fund listings on the Exchange for the FY 2018-19 period,
including the largest initial public offering in the country’s history.
Interloop, a textile manufacturing giant, offered its equity to the general public through PSX, and successfully raised PKR
5.02 billion, the largest equity fund raising in Pakistan. On the debt listings front, a total of PKR 42.2 billion was raised in
FY19, compared to PKR 30.5 billion raised in the previous three years combined.
With immense challenges faced on both the external and internal front, the new government was forced to take harsh
actions to curtail the leakages and losses in the economy, including depreciating the PKR and raising the policy rate to
counter inflation. This led to subdued GDP growth of 3.29%, but the government successfully curtailed deteriorating key
economic indicators including the current account deficit which was reduced by 32% YoY and the fiscal deficit which was
reduced from 6.5% of GDP to 4.9% of GDP, as well as introducing a variety of policies to increase exports, reduce the
circular debt, increase tax collection, reduce reliance on imports etc. These measures are likely to return stability and
restore confidence in the economy in the medium and long term.
14
PSX DEVELOPMENTS AND ACTIVITIES
Key Achievements Organization Wide
Pakistan Stock Exchange has a vision of becoming a world class Exchange in its own right. For this purpose, PSX is
striving to make all efforts to bring it in a class comparable to the leading Exchanges of the world. From regulatory,
operational, and technical aspects to improvement of services, facilitating more listings and promoting ease of
investment, Pakistan Stock Exchange is taking numerous steps to make its name synonymous with the leading Capital
Markets of the world.
Various steps were undertaken to promote Pakistan Stock Exchange as one of the best Exchanges in the world.
Initiatives to increase investor base and simultaneously the pool of securities/ listings, expanding product and asset class
offerings, and developing ancillary products and services to diversify revenue base were initiated.
PSX remains committed towards developing a world-class suite of products and has initiated a review of our product
offerings to bring improvements. A major step to achieve this goal was taken in the form of capacity building in the
Product Management and Research department.
During the fiscal year, PSX created an ETF framework from an operational and regulatory standpoint. The framework has
been submitted to the SECP for approval and PSX has collaborated with three AMCs and a market maker to facilitate the
launch of exchange traded funds (ETFs) in Pakistan.
On the fixed income side, significant work was completed in systems development and backend work for trading in Ijara,
Sukuk and PIBs, where PSX has partnered with several liquidity providers to launch fixed income products.
The market data business has been reorganized to focus on utilizing international best practices, increasing the global
reach of our data products and live market feeds. A new pricing structure has been approved with the aim to improving
accessibility and depth of research on PSX-listed companies on financial information platforms. As a result, PSX has
added several new local and foreign data clients in past fiscal year.
Listing
Equity Listing
Pakistan Stock Exchange successfully listed 2 blue-chip companies, i.e. At-Tahur Limited and Interloop Limited. The
combined issue size of the companies listed in FY’2018-19 was Rs. 5,794.9 Mn, an increase of 14.56% over the previous
FY’2017-18.
No. of Debt Listings & Issue Size No. of Mutual Fund Listings
8 40.000
13
Rs. 31,000mn 12
6 30.000
9
4 20,000
Rs. 13,000mn
2 Rs. 10,500mn Rs. 7,000mn 10,000
0 -
1
FY15 FY16 FY17 FY18 FY19
No. of Listing Combined Issue Size FY15 FY16 FY17 FY18 FY19
Human Resource
16
Information Security
The PSX Information Security Office (ISO) aspires to seek leadership in the financial sector through the projection of our
firmly grounded Information Security Program, designed to overcome and conquer all business related challenges.
Consistent with this goal, ISO developed and implemented comprehensive information security programs which include
the information security policy framework, security operations, business continuity, risk management and training &
awareness programs.
Threat Elimination
The Exchange continues to commit significant resources to implement, maintain, monitor and regularly upgrade its
systems and networks with measures such as intrusion detection and prevention, firewalls, advance persistent threat
protection etc. to safeguard critical systems and applications. PSX’s security monitoring and protection services are able
to detect and respond to the incidents targeting its systems before they become significant. Consequently, Exchange
has not been materially impacted by these threats or other cyber-attacks.
Information Technology
In terms of Information Technology, FY19 may best be described as a year of transformation for the PSX. Some major
feats are achieved in the areas of Information Technology, which are as follows.
DR Site Relocation
PSX successfully relocated the DR site from Lahore to Karachi in order to minimize the latency and increase performance
of data replications to DR site in real time. A successful DR connection test was conducted with all remote users in
Karachi, Lahore and Islamabad together with real time database replication carrying zero data loss in case of disaster,
following the best international practices.
Network Upgrade
The complete IT network infrastructure at PSX was upgraded and replaced with state-of-the-art network technology
• Core switches at both primary and DR site and each member’s floor switches with redundancies were upgraded,
increasing the network capacity to over ten times.
• Wireless LAN controllers (routers) were installed including access points of up to 10 times higher capacity and
throughput as compared to the previous controllers installed.
• Cabling in the Member building was upgraded to improve uptime and increase redundancy.
• The new network is capable to go up to 40G to handle the network growth in the next 5-10 years.
Monitoring Screens:
Development of monitoring screens was done for the screens at the Parking Lot, SOC and NOC room with updated
graphs and statistics.
Other additions
Adapting to the latest trends, a new state-of-the-art PSX TV Channel Application is introduced which is a platform for
everyone to view the Exchange’s public information in real-time. The newly developed application works on client-server
model and access is provided in Intranet and through the Internet.
Major focus of marketing activities remained on Investor Education whereby a Financial Literacy Program outline was
created and implementation of the same started. In addition to this, brand building activities were undertaken with the
primary objective to increase the PSX brand awareness and not only improve the perception of the brand among
potential and existing customers but also to build the brand equity.
With the increase in usage of digital channels, there was a dire need to create a positive digital footprint of PSX. This
objective led to numerous actions including but not limited to a redesign effort of the corporate website and dedicated
portal for companies & market data. This was further enhanced by creating a social media identity & channels for PSX. At
the same time, a focused effort has been made to close down the fake pages operating under PSX logo & name.
Research has been initiated to identify the root cause of low investor base in the stock market.
Public & Media relations are utilized to improve PSX image & reach out to the potential investors. Multiple articles were
published throughout the year in leading newspapers to gain public attention towards stock investments as an asset
class. PSX events and activities were also covered in Media as press releases so as to create awareness.
Efforts are being made to increase the listings on the Main Board of the Stock Exchange and to revamp and activate the
SME Board as well. A dedicated unit has been set up to develop the listing pipeline. A full corporate suite was launched,
offering several beneficial services to our corporate clients including internal and third party offerings.
18
After an industry wide analysis, the Business development team identifies companies based on their paid-up capital,
sectoral expansion plans and growth opportunities. With offices in Karachi, Lahore and Islamabad, the BD team
aggressively pursues new listings across the country. Potential companies are contacted and provided with the relevant
information and collateral to fully apprise them with the benefits of being part of the Exchange.
PSX also provides post listing services which include assistance in arranging General Meetings, briefings, sessions and
trainings, Media briefings, product launches among other services in our Corporate Suite.
Furthermore, the BD team also actively engages with all stakeholders e.g. consultants to the issue, SECP, Investment
Banks, Associations and Trade Bodies etc. to identify new challenges, discover opportunities and continuously improve
the Exchange offerings.
Pakistan Stock Exchange also conducted a blood collection drive for the benefit of patients and those affected by
medical emergencies. Furthermore, PSX contributed to the welfare and education of the hearing impaired children under
the Deaf Reach program, Pakistan. PSX was also a substantial contributor to the Supreme Court’s & Prime Minister’s fund
for Diamir-Bhasha & Mohmand Dams in 2018.
PSX, being the frontline regulator, plays a proactive role in securing the investors’ interests. The RAD is headed by Chief
Regulatory Officer (CRO). At present, Chief Compliance Officer is also handling affairs of RAD in additional capacity of
Acting Chief Regulatory Officer since February 2017. The RAD is responsible for devising policies, framing and updating
the PSX Regulations, monitoring compliance, taking enforcement actions against non-compliant brokers and listed
companies and ensuring investor education and advocacy. Moreover, RAD provides a platform to the investors for
lodging their complaints for efficient redressal on merits.
I. Synchronization of PSX Regulations With Futures Market Act, 2016 and Futures Exchanges (Licensing and
Operations) Regulations, 2017:
Pursuant to the promulgation of Futures Market Act, 2016 and Futures Exchanges (Licensing and Operations)
Regulations, 2017, PSX has consequentially amended its entire Regulations to ensure synchronization with the
above referred regulatory frameworks. The amended PSX Regulations have been submitted for approval of SECP.
Ii. Introduction of ‘Per Customer’ Disbursement Limit from Centralized Customer Protection Compensation Fund
(CCPF):
To provide greater relief to aggrieved small investors and as per the international practices, PSX has replaced
‘per-broker’ pay-out limit of up to PKR 25 million with ‘per-customer’ pay-out limit of up to PKR 500,000 to be paid
from CCPF for settling investors’ claims in the event of default of a broker.
Additionally, PSX has implemented measures to dispatch complaint/claim forms at the registered address of each
customer of a defaulter broker and also issue reminder notice(s) during the claim invitation period to ensure
maximum response and timely filing of claims.
Iv. Introduction of Customer Relationship Form (CRF) and Online Account Opening:
With a view to avoid duplication and simplify account opening process, Standardized Account Opening Form (SAOF)
prescribed by PSX and Sub-Account Opening Form prescribed by CDC were merged and a unified form named as
CRF has been introduced separately for individual and corporate customers desirous of opening an account for
trading/investing/dealing in the capital market of Pakistan.
Moreover, in order to increase the investor base and reduce printing cost of brokers, PSX has updated its regulatory
framework to allow online account opening facility for customers.
V. Mandatory Requirement of Holding Corporate Briefing Session by Listed Companies once in a Financial Year:
In order to improve the Code of Corporate Governance, strengthen the compliance and disclosure requirements for
Listed Companies and improve the flow of information to the investors, PSX has submitted a regulatory proposal to
SECP to make it mandatory for listed companies to hold at least one Corporate Briefing Session during a financial
year for shareholders and analysts.
Vi. Imposition of Trading Halt on a Security upon Release of Price-sensitive Information by the Issuer:
To ensure a fair and orderly market by providing investors an equal opportunity to assess the material information, a
proposal relating to application of trading halt in a security upon release of material information by the issuer is
submitted to SECP for approval in line with international practices.
Trading Halt is a temporary halt/ break in the trading of a particular security used as a tool, when necessary, to ensure
that markets operate in a fair, orderly and transparent manner. During a trading halt, market participants are able to
place, amend or cancel orders but matching of orders is NOT allowed in halted security.
20
Xi. Establishment of an Entity Level Compliance function:
A new function has been set-up in RAD which monitors compliance of PSX with applicable regulatory, operational
and statutory obligations prescribed under Securities Act, 2015, Securities Exchanges (Licensing & Operations)
Regulations, 2016, PSX Regulations and other applicable regulatory frameworks. The finding reports prepared by
this function are shared with higher authorities for taking necessary corrective measures in case any deviation is
identified.
Operational Results
Total Income 1,183 1,469 1,450 1,477 1,240 1,280
Total Expenses 959 1,107 1,193 1,158 1,127 1,188
Profit Before Tax 224 362 257 319 113 92
Profit After Tax 180 317 132 277 62 88
Ratios
Current Ratio 1.19 1.10 2.19 3.97 2.67 2.53*
Quick Ratio 1.04 1.00 1.02 2.17 0.60 0.42*
Net Profit Margin 15% 22% 9% 19% 5% 7%
Expenses as a percentage of Revenue 81% 75% 82% 78% 91% 93%
Profit Before Tax as a percentage of Revenue 19% 25% 18% 22% 9% 7%
*These ratios include assets / liabilities held for distribution to shareholders / disposal.
22
New Direct Investor UIN's
40
35
35
30 27
(Figures in '000)
25
25 22
20 18
15 14
10
-
FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019*
40,672 40,630
40
30
19,552 18,087
20
10 7,256
-
FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018
24
Foreign Investors Net Inflows/Outflows (USD million)
200
154
150
100
55 60
50 31 31
17
-50
-43 -48
-65
-100
-90
-101
-150 -129 -136
-162 -170 -165
-200
-189
-215
-250
-263 -272
-300
450 418
400
350
300 263
255 258
237 235
250 224
200 177
163
150 118 116
100
50
0
FY09 FY10 FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19
19.3
20
16.5
15
12.3
11 11.6
10 9.11
7.3 6.9
4.7 4.3 4.7
5
0
FY09 FY10 FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19
10%
5%
0%
FY08 FY09 FY10 FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19
26
Enforcement Actions Against Non-Compliant Securities Brokers:
During FY2018-19, the Market Surveillance Department (MSD) of RAD investigated total 1,032 cases consisting of the
following:
(i) Total 341 cases were investigated in relation to the following:
a. Blank Sale under Ready Delivery Contract Market
b. Blank Sale through F-5 window under Deliverable Futures Contract Market
c. Blank Sale through F-8 window under Deliverable Futures Contract Market
d. Delivery defaults due to blank sale
e. Suspicious Trade Rectifications
f. Exceptional/Suspicious deals under NDM etc.
Out of 341 cases, the brokers were identified as non-compliant in 64 cases. As a result, hearings in 60 cases were
conducted resulting in the following enforcement actions whereas the hearing against the remaining 4 cases are to
be conducted:
Further, around 691 cases were highlighted through (i) Price/Volume Alert Report Mechanism (ii) Book Closure/Circuit
Breakers Mechanism and (iii) Wash Trade report to identify unusual trade patterns and/or abnormality in share price and
volume variation in different securities, against which initial preliminary scrutiny was conducted and 102 cases were
referred for onward investigation. Out of 102 cases, 57 cases were thoroughly investigated amongst which 39 cases
were closed as market abuse could not be established and 18 preliminary investigation reports were forwarded to SECP
for necessary action at their end.
In addition to the above, the RAD in Audit and Inspection activities took the following actions:
(i) A total of 216 reports were received and enforcement actions were taken against non-compliant securities brokers,
which were identified through the following mechanisms:
a. System Audit;
b. Joint Inspection;
c. Internet Based Trading System Audit;
d. Client Assets Segregation related inspections;
e. Other regulatory monitoring procedures including the following:
i. Net Capital Balance Statements (Monthly and Bi-Annual Audited);
ii. Monthly Liquid Capital Statements;
iii. Clients’ Assets Segregation Statements (Fortnightly and Annual Audited);
iv. Thematic Review of Trade Confirmations;
v. Website Monitoring of all active Brokerage Houses with respect to placement of Financial Statements.
RAD has taken stern action of suspending the trading terminals of 25 brokers and imposed penalties on 31 brokers.
In addition to regular monitoring of monthly Net Capital Balance, Liquid Capital Statements and Fortnightly Clients’
Assets Segregation Statement (CASS), this office also conducted CASS on-site inspection of 83 Brokers during the
period, the details of which are tabulated below:
It may be noted that RAD has conducted 336 total on-site and off-site inspections of Brokers during the period to check
their compliance status with trade confirmations, clients’ assets segregation and placement of financial statements on website.
ii. Moreover, RAD has made significant contribution in protecting the rights and assets of the customers of former TRE
Certificate Holders. A summary of activities relating to verification and settlement of investors’ claims against former
TRE Certificate Holders is given in the table below:
Claims Received & Verified Against Former TREC Holders (Amount In PKR)
Claims Received Claims Approved Amount of
Former TREC Holder No. Amount No. Amount Settlement offered
(million) (million) (million)
Stock Street (Private) Limited 184 132.54 80 83.51 20.72
MAM Securities (Private) Limited 68 159.98 5 8.98 2.98
S. Z. Securities (Private) Limited 172 142.39 102 109.73 31.00
MR Securities (SMC-Pvt.) Ltd. 1,078 2,481.01 936 1,217.40 31.00
AWJ Securities (Private) Limited 258 415.08 209 283.47 -
Total 1,760 3,331.00 1,332 1,703.09 85.7
28
iii. A summary of complaints against active TRE Certificate Holders is given below:
Out of the eleven (11) complaints outstanding, five (05) cases have been referred to arbitration by the complainants
and proceedings are underway.
iv. During the year, RAD exercised maximum enforcement powers against non-compliant TRE Certificate Holders. TRE
Certificate of following broker in the best interest of the investors and capital market was forfeited
v. During the period under review, RAD has initiated monitoring of multiple complaints referred to CRO-PSX on the
Prime Ministers’ Performance Delivery Unit (PMDU).
The efforts of RAD towards protection of investors’ interest by way of Enforcement Actions and restoration of investor
confidence have resulted in overall efficient regulatory compliance by the regulated entities
A total number of over 1,300 investigations were conducted and explanations were sought from the listed companies in
respect of the following non-compliances:
As a result, RAD issued warnings/advice in 951 cases and imposed penalties in 23 cases.
Further, total 35 companies were placed in the Defaulters’ Segment of which trading in the shares of 7 companies were
suspended whereas 7 companies were shifted to Normal Counter upon rectification of default(s) and 1 company was
shifted to Normal Counter pursuant to Stay Order of the Honorable High Court. During the year, 11 companies were
delisted from the Exchange and the cases were referred to SECP for further action(s) under Securities Act, 2015 and
Companies Act, 2017.
The details of penalties imposed and recovered during the year are provided hereunder:
During the year 2018-19, the Joint Inspection Team (JIT) inspected 35 brokers of Karachi, Lahore and Islamabad region.
During the course of inspection, the JIT detected various regulatory non-compliances including non-segregation of
clients’ assets, incorrect calculation of net capital balance, unregistered branches of the brokers etc. JIT has reported the
non-compliances to the relevant Self-Regulatory Organizations for taking necessary enforcement actions against the
non-compliant brokers in accordance with their respective regulatory frameworks.
In addition to the above, the JIT also conducted Thematic Review of 23 brokers to assess their compliance with SECP
(Anti Money Laundering & Countering Financing of Terrorism) Regulations, 2018. The JIT also conducted Limited Scope
Review on Brokers’ AML Policies & Procedures of 70 brokers.
During the year 2018-19, JIT performed Limited Scope Inspections of 25 brokers wherein JIT has observed that the
brokers have significantly rectified their non-compliances reported in their initial inspection. Such significant
improvement indicates that the inspections are considerably contributing in improving compliance culture among
brokers.
30
MARKET PERFORMANCE
Market Capitalisation
28-Jun-19 29-Jun-18 Number of Weightage in
Sector Value in Rs. Weightage in Value in Rs. Growth Companies KSE-100 Index
Total Market Cap
Total Shares Volume (in million) 57,204 55,430 88,599 46,532 39,943
Average Daily Share Volume (in million) 233 221 363 187 164
Average Daily Traded Value (Rs. in million) 11,102 9,505 15,337 8,141 6,362
KSE Indices
KSE – 30 Index
Year End 21573.42 21653.02 24250.84 20568.57 15892.99
High 22614.13 22506.60 28173.24 24510.20 21728.88
Low 18371.59 17807.82 21807.08 18875.48 15733.71
KMI – 30 Index
Year End 57271.34 66162.77 78598.22 71060.34 54118.51
High 58730.32 67519.80 91145.45 81259.68 73910.98
Low 45236.12 51626.03 66544.32 64491.29 51963.15
34
Notes:
(ii) The total number of listed companies have been stated after 4 companies delisted in 2015, 9 companies delisted in
2016, 2 companies delisted in 2017, 5 companies delisted in 2018 and 15 companies delisted in 2019 and 2
companies merged in 2015, 1 company merged in 2016, 2 companies merged in 2017, 3 companies merged in 2018
and 1 company merged in 2019.
(iii) The total listed capital has been stated after adjustment of capital of companies by way of merger, bifurcation and
de-listing, etc.
(iv) The KSE 100 Index was started in November 1991 with a base of 1000 points and it is recomposed semi-annually and
was last re-composed on February 28, 2019 closing statistics.
(v) The KSE All Share Index based on the prices of August 29, 1995 = 1000, commenced w.e.f. September 18, 1995.
(vi) The KSE – 30 Index based on the prices of June 30, 2005 = 10000, was introduced w.e.f. September 01, 2006.
(vii) The KMI – 30 Index was introduced w.e.f. September 01, 2008.
50,000
46,565
45,000
41,911
40,000
37,784
34,399
35,000
33,902
29,653
30,000
25,000
21,006
20,000
13,772
15,000 12,289 12,496 13,801
9,989 9,722
10,000 7,450 7,162
5,279
5,000 3,402
1,521 1,366 1,770
0.00
30,000
25,852
25,000
20,772 20,216
20,000 18,809
19,282
16,717 17,174
15,000 13,764
12,522 11,588
9,850
10,000
10,179
5,485
5,000
36
KMI 30 Index 2009 To 2019
90,000
81,795
80,000 78,598
71,060
70,000
66,163 68,612
61,174
60,000 57,271
55,604
54,119
50,735
50,000 47,687
42,431
40,000 36,714
30,000 29,126
23,776
20,936
20,000 19,072
20,138
14,574
13,754
10,648
10,000
6,703
(i) The issue consists of 36,667,000 Ordinary Shares (25% of the total post-IPO paid up capital of the Company) and the
entire issue is offered through Book Building at a floor price of PKR 20 per share. However, the successful bidders
are provisionally allotted only 75% of the issue size i.e. 27,500,000 shares.
(ii) The issue consists of 109,000,000 Ordinary Shares (12.5% of the total post-IPO paid up capital of the Company) and
the entire issue is offered through Book Building at a floor price of PKR 45 per share. However, the successful
bidders are provisionally allotted only 75% of the issue size i.e. 81,750,000 shares.
38
Listing of Open–end Mutual Fund
Rs. in million
Sr. No. Name of Fund Date of Listing Total Issue Size
1 Alfalah Capital Preservation Fund – II 02-Jul-2018 1,132
2 NAFA Islamic Money Market Fund 24-Jul-2018 127
3 HBL Growth Fund – Class B 10-Sep-2018 5,444
4 HBL Investment Fund – Class B 10-Sep-2018 2,853
5 NAFA Islamic Active Allocation Fund – III 28-Sep-2018 793
6 ABL Islamic Asset Allocation Fund 17-Oct-2018 448
7 First Dawood Mutual Fund 05-Dec-2018 427
8 NBP Aitemaad Mahana Amdani Fund 10-Jan-2019 100
9 JS Islamic Dedicated Equity Fund 11-Jan-2019 30
10 UBL Dedicated Equity Fund 21-Jan-2019 31
11 UBL Special Savings Fund 29-Jan-2019 202
12 NBP Aitemaad Regular Payment Fund 08-Feb-2019 101
13 Atlas Islamic Fund of Funds 15-Feb-2019 335
14 NIT Money Market Fund 20-Feb-2019 1,322
15 Allied Finergy Fund 08-Mar-2019 432
16 NIT Islamic Income Fund 09-Apr-2019 549
17 NBP Government Securities Fund – I 15-Apr-2019 380
18 First Habib Asset Allocation Fund 22-May-2019 250
1 Sadaqat Limited
2 Renacon Pharma Limited
3 The Organic Meat Company Limited
4 Engro Polymer & Chemicals Limited (Privately Placed Sukuk)
5 JS Bank Limited (Privately Placed TFC – ADT 1)
6 Treet Corporation Limited (Perpetual Sukuk)
40
Average Monthly Turnover of Shares
90,000
2016 2017 2018 2019
80,000
70,000
60,000
50,000
40,000
30,000
20,000
10,000
0
Listed capital of new Listed capital of new Bonus issues Right issues Otherwise than Right
companies Debt Instruments Issues
5,000
4,500 4,336
4,000
3,500
3,000
2,661
2,500
2,242
2,000 1,960
1,500
1,000
2016 2017 2018 2019
42
Average Monthly Turnover of Shares (Futures)
In million
2016 2017 2018 2019
July 38.909 50.936 57.167 68.126
August 42.255 44.179 65.609 74.043
September 38.275 58.325 57.402 73.608
October 34.492 74.526 57.286 87.441
November 28.294 76.049 52.213 83.803
December 30.571 59.005 56.684 59.799
January 27.583 73.869 67.589 64.604
February 27.800 73.628 65.850 67.023
March 31.384 59.604 60.375 54.322
April 47.825 56.099 62.822 66.769
May 54.002 56.397 53.116 53.593
June 45.449 50.345 61.478 67.866
Total 446.839 732.960 717.592 820.996
900
821
800 733
718
700
600
500 447
400
300
200
100
2016 2017 2018 2019
3,500,000
2018 2019
3,000,000
2,500,000
2,000,000
1,500,000
1,000,000
500,000
-
July
August
September
October
November
December
January
February
March
Aprail
May
June
44
Sector-wise Capital Listed on the Exchange
Rs. in million
2019
Sector Name No. of Companies Paid up Capital
Close-End Mutual Fund 7 6,696.742
Modarabas 30 14,036.895
Leasing Companies 9 3,967.785
Inv. Banks / Inv. Cos / Securities Cos 30 49,016.160
Commercial Banks 20 388,009.080
Insurance 29 27,808.442
Real Estate Investment Trust 1 22,237.000
Textile Spinning 74 21,704.478
Textile Weaving 11 3,086.124
Textile Composite 53 43,630.810
Woollen 2 608.948
Synthetic & Rayon 10 9,909.209
Jute 2 275.085
Sugar & Allied Industries 30 11,625.308
Cement 20 73,474.747
Tobacco 3 3,218.813
Refinery 4 58,314.675
Power Generation & Distribution 18 149,244.300
Oil & Gas Marketing Companies 8 24,506.705
Oil & Gas Exploration Companies 4 69,735.459
Engineering 17 25,999.125
Automobile Assembler 12 8,433.763
Automobile Parts & Accessories 10 3,921.387
Cable & Electrical Goods 6 7,900.478
Transport 4 49,052.768
Technology & Communication 12 83,993.860
Fertilizer 6 66,715.607
Pharmaceuticals 12 12,166.949
Chemical 27 40,293.032
Paper & Board 10 5,749.247
Vanaspati & Allied Industries 6 5,576.254
Leather & Tanneries 5 339.960
Food & Personal Care Products 21 23,081.337
Glass & Ceramics 9 12,373.489
Miscellaneous 22 13,565.824
Notes:
1 Based on the financial results of the companies up to December 31, 2018.
2 Companies omitted dividends are those companies, which have shown profit during the year but not declared dividend.
3 Dividend includes Cash / Stock Dividend.
46
Number of Listed Companies
700
675
650
625
600
560 559 560
575 558
544
550
525
500
475
450
2015
2016
2019
2018
2017
425
400
50%
40%
30%
20%
10%
2015
2016
2018
2014
2017
0%
60%
49%
50% 45% 47%
44%
41%
40%
30%
20%
10%
2015
2016
2018
2014
2017
0%
80%
70%
60%
50%
40%
30%
20%
2015
2016
2018
2014
2017
10%
0%
48
Performance of Global Stock Indices during July 2018 - June 2019
15%
9.7% 9.3%
10% 8.2%
6.9%
5%
2.0%
0.3% 0.8%
0%
China Indonesia India Pakistan Hong Kong Thailand Singapore Malaysia Turkey MSCI EM Vietnam
5% -1.4% -1.2% -0.8%
10%
15%
20%
-19.1%
Board of Directors
Regulatory
Regulatory Audit Listing & Voluntary
Affairs Committee
Affairs Committee Committee Delisting Committee
Managing
Director/ CEO
Co. Secretary/
Chief Regulatory Head Chief Information Chief Financial
Head of Legal
Officer Internal Audit Officer Officer
Affairs
Chief Risk
Management
Officer
50
Nomination HR IT & IS Steering
Committee Committee Committee
Head Trading
Head Listing
Head Administration
Regional In-Charge
Islamabad Office
Regional In-Charge
Lahore Office
Syed Masoud Ali Naqvi Mr. Mohammad Salahuddin Manzoor Mr. Ahmed Chinoy Mr. QUE Bo
Independent Non-Executive Director Independent Non-Executive Director Non-Executive Director Non-Executive Director
Mr. Shahnawaz Mahmood Ms. Naz Khan Mr. Abid Ali Habib Mr. Muhammad Rafique Umer
Non-Executive Director Independent Non-Executive Director Non-Executive Director Acting Managing Director, Company Secretary &
Head of Legal Affairs
53
From Left to Right:
Mr. Sulaiman S. Mehdi Mr. Zhiping Rong Mr. Amjad Pervez Mr. Shehzad Chamdia
Chairman & Independent Non-Executive Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director
Director
Mr. Muhammad Ashraf Bawany Mr. Saad Amanullah Khan Ms. Yu Huali Mr. You Hang
Non-Executive Director Independent Non-Executive Director Non-Executive Director Alternate Director of Mr. Zhiping Rong
Non-Executive Director
Mr. Sulaiman S. Mehdi, the Chairman of Pakistan Stock Exchange Limited (PSX), holds a Master’s degree and is a FCIS. He
is a Certified Director from the Pakistan Institute of Corporate Governance (PICG). He has 17 years of experience working
with leading Financial Services Groups in senior positions in the areas of investments, operations, marketing, legal and
corporate affairs.
Mr. Mehdi is the CEO of Cyan Limited (formerly Central Insurance Company Limited - CICL). He joined CICL as the COO
and Company Secretary (CS) on October 01, 2010 and led the insurance license revocation of CICL. The revocation of
insurance license and its business restructuring from CICL to Cyan is a landmark transaction, and the first of its kind in
Pakistan.
Cyan is a public listed Investment Company with focus on public and private equity investments and is a DH Group
company. Cyan commenced its formal investment journey in 2012 with investable capital of PKR 3bn and has paid cash
dividends of PKR 5.28bn in 5 years from 2012 to 2016. Cyan’s equity portfolio has been consistently outperforming the
benchmark KSE-100 Index since 2012 to date.
58
Amongst his prominent achievements is the acquisition of HUBCO from National Power on June 13, 2012. The acquisition
value was PKR 6bn and was sold in March 2018 for PKR 22bn resulting in gains of approx. PKR 14bn (excluding dividends)
in less than 6 years. He also had the privilege of leading the election process of HUBCO for DH Group twice in 2012 and
2015 and managed 8 out of 11 seats with just 17.5% shareholding while managing the rest through proxies.
Mr. Mehdi has served on the Board of Dawood Lawrencepur Limited from 2011 to 2014. Moreover he was a Director for
FOCUS Pakistan from 2008 to 2011 (an Aga Khan Foundation backed NGO) and also served as director for 3 years at Sach
International (Pvt.) Ltd. Also he has been a director of lnbox Business Technologies (Pvt.) Ltd., lnbox Consulting (Pvt.) Ltd.
and lnbox Corporation (Pvt.) Ltd. from June 15, 2015 to August 23, 2016.
Before Cyan, he served as the COO and CS of ABL AMCL from January 01, 2008 to September 30, 2010 and during his
tenure the assets under management grew from a start-up fund of PKR 1.8bn to 13bn with four funds. Before ABL AMCL
he was also associated with Allied Bank Limited - Corporate and Investment Banking Group as Senior Vice President
(SVP) from June 2007 till December 31, 2007, and was primarily responsible for the formation of ABL AMCL. Before joining
ABL, he served as the COO and CS of PICIC Asset Management Company Ltd. - one of the leading AMCs of Pakistan from
July 2004 to June 2007 and was primarily responsible for the formation of PICIC AMC. During his tenure the assets under
management in the form of closed end funds grew from PKR 4.5bn to 19bn. He started his career with Pakistan Industrial
Credit and Investment Corporation Limited (PICIC-DFI) in July 2001 as a Management Trainee (OG-II] and was there till
June 30, 2004 in the capacity of Manager Corporate Affairs.
He is a member of The Sind Club, The Karachi Boat Club (KBC), DHA Golf Club and Aga Khan Gymkhana and is socially
active. He is a known figure amongst the business and corporate world.
At PSX, besides being the Chairman of the Board, Mr. Mehdi is also serving as the Chairman of Nomination Committee,
Human Resources and Remuneration Committee and as the member of Regulatory Affairs Committee. He is also trustee
for the Centralized Customers Protection Compensation Fund.
Other Directorships:
• Chief Executive Officer, Cyan Limited
• Chairman, Pebbles (Private) Limited
60
Mr. Zhiping Rong
Non-Executive Director
62
journals, conducted training sessions on Corporate
Governance, delivered key-note addresses and conduct-
ed seminars, presentations and TV talk-shows on
subjects of economy and tax reforms.
Other Directorship;
• Independent Director, Central Depository Company
of Pakistan Limited
• Director, Transformation Professionals (Private)
Limited
• Director, Tech Exons (Private) Limited
Mr. QUE Bo
Non-Executive Director
64
actively serving on the Boards of various hospitals and
educational institutions and has been heading the
Memon Community as the President of All Pakistan
Memon Federation. Previously, he has served on the
Managing Committee of Federation of Pakistan Chamber
of Commerce & Industry for many years and has also
remained Chairman of Pakistan Cloth Merchants’
Association (the apex body of textile exporters). For his
services to the people of Pakistan, he has been awarded
prestigious national awards of Hilal-e-Imtiaz (H.I.) and
Sitara-e-Imtiaz (S.I.).
66
Ms. Yu Huali
Non-Executive Director
68
Mr. Saad is an author of “It’s Business, It’s Personal” a
book guiding on how to set your company’s vision and
delivering it through organizational excellence. He is the
visionary and joint owner of Big Thick Burgerz, a
restaurant chain in Karachi. He is an active writer in
newspapers, articles focused on economic growth,
democracy, entrepreneurship, social development and
leadership.
70
forces and committees, including the Debt committees of
the SECP and the KSE.
Other Directorships:
• Managing Director, X-Petroleum Limited
• Director, X-Co Partners (Private) Limited
• Director, Shell Pakistan Limited
• Director, UBL Fund Managers Limited
• Director, IGI Life Insurance Limited
• Director, Fauji Fertilizer Bin Qasim Limited
Other Directorship:
• Director, Taleem Finance Company Limited
72
In 2011, Mr. Manzoor joined Habib Bank Limited (HBL) in
Karachi as Global Treasurer, taking HBL’s Treasury
annual revenues from around PKR 2Bn to circa PKR
30Bn (in 2015, 2016 & 2017). These spectacular results
were partly achieved by hiring exceptional professionals
and expanding HBL Treasury’s presence to Lahore and
Islamabad for enhanced client reach resulting in greater
market share. However, in large measure the success
was owed to guiding ALM’s timely entry into the
government bond market with investments in long dated
PIBs. Salahuddin established the Fixed Income
Derivatives business at HBL taking it to become a leader
in IRS & CCS products. In addition, HBL rose to and held
the No 1 position in SBP’s Primary Dealer (PD) rankings.
During this period HBL was also ranked No 1 several
times in Euromoney’s Forex rankings for Pakistani Banks.
After a couple of years at the World Bank in Washington Mr. Manzoor has the distinction of being the only
DC (1980 — 82), Mr. Manzoor earned his MBA degree Pakistani member of PRIME Finance in The Hague.
from the Wharton School, University of Pennsylvania. PRIME, which stands for Panel of Recognized
Starting in International Acquisitions at Chemical Bank International Market Experts, gets involved in arbitration
New York (now JPM) after graduation in 1984, he moved in cases of complex derivative litigation. He has attended
to Fixed Income Derivatives Trading in London in 1987, PRIME’s annual conference in The Hague as a speaker
subsequently moving to Singapore in 1990 to set-up and on Islamic Finance & Sustainable Development with
manage Chemical’s financial markets trading business. special attention to Sharia-compliant arbitration.
After twelve years with Chemical, Mr. Manzoor joined Mr. Salahuddin Manzoor is a Pakistani & British national
Banque Paribas’ in 1996 as Asia Regional Head for Fixed and lives in Karachi with his wife who works at Lady
Income & Forex Derivatives business. In 1998, he moved Dufferin Hospital.
back to London with Paribas as Global Head of Emerging
Markets Trading for Forex & Local Bond Markets. After Other Directorship:
the BNP-Paribas merger in 2000, Mr. Manzoor took over • Chief Executive Officer, Mangrove Markets
as CEEMEA Region Head of Structured Products
Marketing for BNP-Paribas. In 2008, he left BNP-Paribas
to join Observatory Capital London, a long-short credit
hedge fund, as Head of Business Development.
74
PSX MANAGEMENT TEAM
76
Mr. Farhan Ansari
Head of Internal Audit
78
and setting up Compliance & Enforcement function for
PSX under Regulatory Affairs Division.
Market participants (both local and foreign investors) are provided access to these products through various distribution
channels.
PSX is in the process of procuring a trading and surveillance platform to support index and stock options, among other
features.
Financial Futures
Financial Futures, are one of the most important innovations in the financial world today. Financial futures allow
non-physical assets which cannot be traded on its own, such as an index, to become tradable for the purpose of hedging
or speculation.
82
Shariah Compliant Products
Islamic product offering is a significant growth opportunity for PSX as well as a tool for penetrating Pakistan’s retail
investor segment.
Ordinary Business:
1. To receive, consider and adopt the Annual Audited Financial Statements of the Company for the year ended June
30, 2019 together with the Directors’ and Auditors’ Reports thereon.
2. To appoint auditors of the Company for the year ending June 30, 2020 and fix their remuneration. The present
auditors, M/s. EY Ford Rhodes, Chartered Accountants, shall stand retired on the conclusion of AGM. The Board of
Directors, based on the recommendation of Audit Committee, has recommended the appointment of M/s. Grant
Thornton Anjum Rahman, Chartered Accountants, as auditors of the Company, for the year ending June 30, 2020 till
conclusion of the next AGM.
Other Business:
3. To discuss any other matter with the permission of the Chair.
Note:
1. The Annual Report containing the Annual Audited Financial Statements for the year ended June 30, 2019 is also
available on the Company’s website.
2. A member may submit a request at the registered office of the Company for certified copies of the minutes of
previously held general meetings.
NOTES:
1. The Register of Members will remain closed from October 4, 2019 to October 10, 2019 (both days inclusive). The
Members whose names appear on the Register of Members as on October 3, 2019 shall be entitled to attend and
vote at the AGM.
2. A member entitled to attend, speak and vote at the meeting shall also be entitled to appoint another member as
his/her proxy to attend, speak and vote instead of him/her and a proxy so appointed shall have such rights with
respect to attending, speaking and voting at the meeting as are available to the member appointing him/her as
proxy. The Instrument of Proxy and the Power of Attorney or other authority (if any) under which it is signed or a
notarized certified copy of that Power of Attorney or authority, in order to be effective, must be received by the
Company at least 48 hours before the meeting. A proxy need not be a member of the Company. The Form of Proxy
is enclosed with this notice.
3. Any company or other body corporate which is a member of the Company may, by resolution of its Directors, or
proxy signed by authorized officers, authorize any of its officials or any other person to act as its representative at the
meeting and the person so authorized shall be entitled to exercise the same powers as if he/she were an individual
member of the Company.
84
4. Since all shares issued to members are in dematerialized format in their respective Central Depository Company of
Pakistan Limited [CDC] accounts, the individual members desiring to attend the meeting are requested to bring their
original Computerized National Identity Cards (CNICs) along with the Investor Account or Participant ID and House
Account/ Sub-Account numbers, for identification purposes, whereas, in case of corporate member, the resolution of
Board of Directors / Power of Attorney with specimen signature of the nominee may preferably be provided to the
Company well in advance or otherwise produced at the time of meeting.
5. Members are requested to notify the change of their registered address, if any, immediately but before the first day
of book closure, to their Participant/CDC Investor Account Services which maintains their CDC account.
6. E-Dividend
Pursuant to Section 242 of the Companies Act, 2017 [the Act] read with relevant provisions of the Companies
(Distribution of Dividends) Regulations, 2017 [the Regulations], all listed companies have been mandated to pay
dividend only by way of electronic mode, directly into the bank accounts of entitled shareholders designated by
them. Accordingly, all shareholders of the Company who have not yet provided their bank account details (including
IBAN) to their participant/CDC Investor Account Services which maintains their CDC account, are requested to
provide the same at the earliest, otherwise, the Company would be constrained to withhold their amount of dividend,
if any, in accordance with the requirements of the Act and the Regulations.
After receiving the consent of members having 10% or more shareholding in aggregate, the Company will intimate
members regarding venue of video conference facility at least five (5) days before the date of the AGM along with
complete information necessary to enable them to access such facility.
__________________________
Signature of the Member(s)
(Please affix company stamp in case of corporate entity)
Assalam-u-aleikum,
It is an honor for me to address you who have invested in Pakistan Stock Exchange Limited (PSX). I would like to share with you an
overview of our activities during the last financial year and our continuous efforts to become one of the leading Stock Exchanges in the
region. We are working on a multi-pronged strategy to realize our vision to become a leading exchange, offering an efficient, fair and
transparent securities market in the region. The strategy which saw its conceptualizing in the previous year includes efficient, transparent
and value-added services to the capital market, making available state-of-the-art technology and automated trading operations, protecting
and safeguarding the interests of our stakeholders and finally playing a key role in the growth, development and prosperity of Pakistan.
FY 2019 saw major changes taking place in the economic and political scenarios of Pakistan. With the new government taking power in
the first half of FY 2018 - 2019, many developments came to the fore in subsequent months which directly affected the economy. The
country wide steps of announcing the mini-budget, empowerment of FBR, increasing the tax base, implementing the asset declaration
scheme, announcing of the mini budget, raising of interest rates, devaluation of the rupee, falling of foreign currency reserves, and
stringent measures to bring to book non-declarers of large number of assets & benami account holders has caused significant impact on
macro-economic as well as political situation of the country.
88
On the other hand, the rising current and trade account deficits, 29% devaluation in rupee since last July has also contributed to rapid
inflation. The huge amount of debt servicing on excessive foreign & local loans have had substantial negative affect on the economy.
The stock market is the reflection of a country’s economic and political environment. Uncertainty on the matter of procuring the IMF bailout
package together with the other depressing macro-economic indicators of rising current account and trade deficits raised a pall of
negativity on the stock market and the investor confidence. This is reflected in the stock markets seeing historic lows over the current year
under review. That said, however, the stock market also witnessed a stable and slightly improved index level towards the end of the fiscal
year.
The KSE 100 Index saw a decline of around 19% during the year with the index declining from the level of 41,700 to 32,352 within the fiscal
year 2019. It then recovered slightly to around 33,902 at the end of the year. This decline can be attributed to many uncertainties that
cropped up with the emergence of the new political and economic situation developing in the country. Foreign investment in the stock
market decreased by USD 355 million whereas local investment in the stock market increased by about the same amount during the year
under review.
In wake of the changing economic conditions, it has been an uphill battle for the stock market to keep its head above water. A
development that augured well for the economy in general and the stock market in particular was the announcement of the second mini-
budget in January 2019, where tax of 0.02% on transaction value of trade was abolished. This step was taken to ensure liquidity & volumes
in the capital market and to support brokerage firms to provide better services to investors for greater participation in the market. Another
positive from this budget was permissibility of adjustment of un-adjusted losses on disposal of securities for a period of three years. This
adjustment for income tax purposes bodes well in providing relief to big businesses and small investors.
While the situation has been fluid with regards to the economy of the country and its subsequent impact on the stock market, many steps
were taken by the stock exchange as per the guidelines of its Board to continue its efforts to try to materialize its vision and mission of
making it one of the better stock exchanges of the region. A revamping of the website was undertaken and the new website was launched
in record time. The website contains dedicated sections on investor education for the novice investors. Focus has been to bring Pakistani
individuals to the stock market. The website also contains substantial material on listing and how companies can list themselves on the
stock exchange. Furthermore, a dedicated portal for market data, companies’ information and other reports was created for the ease of
the Institutional, HNWI and savvy individual investors.
Simultaneously, significant steps were taken by Marketing & Development team to increase financial literacy and awareness of the general
public whereby several educational sessions were held for corporates, salaried persons, government and defence services officers,
students and others throughout the country. In these sessions, avenues of investment, importance of savings and investing in the stock
market was explained to the audiences.
On the listing front, many efforts have been made to increase the listing of companies on PSX. Efforts have been made to activate an SME
Board to facilitate small and medium enterprise companies to list themselves on the bourse. It is understandable that given the economic
conditions, many enterprises have been hesitant to join PSX by way of listing; nevertheless, it was in this very year that we held the largest
IPO (Interloop Limited) in the history of the Exchange. Moreover, PSX has also worked aggressively on the listing of debt securities &
mutual funds, where several were listed along with TFCs & Sukuks from Fls and companies.
Our Product team is working on introducing new products to further enhance the offerings. This will include ETFs, index & equity option
futures & financial futures.
The team is working in collaboration with Asset Management Companies, brokers and SECP, CDC & NCCPL to bring to reality the first ETF
in Pakistan. To improve liquidity, a comprehensive market maker program will be rolled out for our Ready and Futures markets. In addition
to Equity ETFs, PSX is actively working with market participants to launch of Bond/Fixed Income ETFs.
The market data business has been reorganized to focus on utilizing international best practices and increasing the global reach of our
data products and live market feeds. As a result of this effort, PSX has added several new local and foreign data clients in past year. Efforts
are also underway towards revamping the index business and providing an expanded suite of indices, and explore the potential in the
area of sustainability.
Information Security was further enhanced whereby the ISO team developed and implemented comprehensive information security
program including information security policy framework, security operations, business continuity plan, risk management, training &
awareness programs.
We successfully achieved the key milestone we had set out for this year by meeting the requirements for ISO 22301 BCMS Certification
Audit, which means that PSX (Karachi Head Office) will be ISO 22301 BCMS certified. This milestone achievement which will endorse the
Exchange as ISO certified as it comes with many benefits, and brings international recognition.
The Regulatory Affairs Division also consolidated its responsibilities with improved rules and regulations put in place while making efforts
to reduce redundancies and complications in the regulatory process. A few initiatives on the regulatory front include synchronization of
PSX regulations with Futures Market Act 2016 and futures exchanges regulations, Introduction of per customer disbursement limit from
CCP Fund, dissemination of significant related party transactions by listed companies, Introduction of the CRF and update in regulatory
framework to allow online accounts to be opened, imposition of trading halt on a security, revised regulations governing market makers,
guidelines for brokers public advertisements, addition of defaulting companies section on the website along with the enforcement actions
for brokers and listed companies, inspections, grievance handling and complaints handling and regulatory monitoring tasks. This in effect
has led to efficiency in managing the stakeholders i.e. the brokerage firms and the listed companies and safeguarding the investors.
It is our belief that a strong and happy human resource is a key element to the success of the Stock Exchange as a company. On the
Human Resources front, major efforts undertaken were on areas of Recruitment, Employer branding, Employee Welfare and Inclusion and
learning and development process initiation. Talent Management remained one of the key areas of focus for the Exchange whereby a
talent pool from the entire financial industry was made available for hiring at critical positions. 200+ participants were trained during the
year which covered technical trainings, soft skills training and diversity related sessions. Employee Engagement remained a critical area
for HR and events like 'Employee Beach Picnic' and 'PSX Employee Club Focus Group sessions' proved to be the most successful
'happenings' of the year.
PSX also played an important role in Corporate Social Responsibility initiatives and in adding to the progress and prosperity of the country.
PSX contributed significantly to the Supreme Court’s & Prime Minister’s fund for Diamir-Bhasha & Mohmand Dams in 2018. Pakistan Stock
Exchange had two blood collection drives for the benefit of patients. The Exchange also contributed to the betterment of our ecosystem
in association with WWF by planting saplings and committing for maintenance & growth of mangroves in the coastal areas of Karachi.
The Board of PSX has also been instrumental in successfully navigating the path of the performance of the Exchange through choppy
waters. In an economic environment where the government is engaged in taking corrective actions on multiple fronts, the Board team has
been pro-actively playing its role in guiding the Exchange management team to balance the effects of the economic turmoil and minimize
its impact on the overall operations which are majorly dependent upon external factors. The focus has been on increased efforts to
cushion the drastic impact, strengthen the foundations whilst achieving the outlined strategic improvements, investor awareness and
education, building on the listing business pipeline through business outreach and conducting operational activities in a sustainable
manner.
PSX posted a balance sheet footing of PKR 10.7 billion and a net income of PKR 88.2 million for the financial year ended June 30th, 2019.
In the coming year, PSX is hopeful of the emergence of a strong and stable economy as the consolidation process continues at the
financial and economic fronts. This in turn should bid well for the stock market of the country and the related activities of the capital market.
As Pakistan and its economy grows from strength to strength, I would like to take this opportunity to invite discerning Pakistani investors
to come to Pakistan Stock Exchange and invest in equities as it is the ideal long term asset class which can yield a potentially higher
share-holder value in the form of dividends and expected capital gains as the market presents itself at attractive multiples and price to
earning potential at the current levels.
90
DIRECTORS’ REPORT
The Board of Directors of Pakistan Stock Exchange Limited (PSX) is pleased to present the Third Annual Report of PSX
as a public listed entity for the financial year ended June 30, 2019.
The ongoing pains have long been in the making. But more importantly, the bold and necessary steps being
implemented to bring long-term structural changes will set the base for robust and sustainable growth in the years to
come.
The SBP has responded to rising prices with a steady hike in the policy rate, now at 13.25%. As a result, economic activity
and business confidence has dampened, with GDP growth in fiscal 2020 now expected to come around 3%. Concern
over the currency regime, a weak external position and climbing debt has kept the global investment community on the
sidelines.
Nonetheless, there are signs of a turnaround in sight - the International Monetary Fund has recently approved a $6 billion
support program for Pakistan. While some tough structural measures are being taken, the IMF program is expected to
allay some of the immediate liquidity concerns, and lead additional foreign investment in the country. The current
account deficit in May was $1.1 billion, a 29% improvement from last year.
The government’s fiscal policies continue to focus on the long run: implementing widespread tax compliance and
business reform, encourage manufacturing, and discourage unnecessary imports. Much work still needs to be done to
enhance the ease of doing business, digitize the economy through innovation, and strengthen and diversify our export
base.
We are encouraged by improved regulation to facilitate investment in the country, and the government’s effort to drive
fiscal discipline, document the informal sector, and shore up revenues through effective tax reform. Steps taken towards
ensuring FATF compliance is expected to increase flow of remittances from official channels. Pakistan has received
record $21.8 billion inflow of remittance during FY19 compared to last year’s $19.9 billion.
With reduced uncertainty in the coming months, foreign investment inflows are expected to pick up. The growth and
emergence of a large middle class will be essential to develop our Capital Market and PSX remains committed to building
the capacity and public trust – a key pillar for capital formation and prosperity.
The KSE 100 Index however declined by over 19% from June 30, 2018 and the KSE 30 Index closed at 15,893 indicating
a decline of around 23% from June 30, 2018, which was a result of weakening of the macroeconomic situation including
increased risk to Pakistan’s economic and financial outlook and instability in the political front of the country.
PSX recorded a pre-tax profit of Rs.92 million for the year ended June 30, 2019 vs. Rs.113 million for the year ended June
30, 2018 i.e. 19% lower than last year.
Total revenue of PSX for the FY2018-19 was recorded at Rs.1.28 billion versus Rs.1.24 billion in the comparative year i.e.
higher by 3%.
Increase in the revenue compared to last year was a result of higher income generated from the following revenue
streams:
However, the impact of the above mentioned incremental revenue was mitigated due to the following:
• Trading fee - low activity in the market had negative effect on the traded values i.e. Rs.9.5bn (Rs.6.7bn – Ready
market and Rs.2.8bn – DFM) in FY18-19 vs Rs.12.1bn (Rs.8.7bn – Ready market and Rs.3.4bn – DFM) in FY17-18.
• Initial Listing fee - although during the year, one-time additional listing fee of Rs.24 million was received on account
of increase in paid-up capital, mitigating the adverse impact on revenues, however last year one-time initial listing fee
of Rs.51mn received on account of merger/amalgamation was not available this year and lower income from new
listing and right issues.
• Income from LAN Connectivity charges received from NCCPL was lower as NCCPL only paid the LAN administrative
costs incurred by PSX (under an agreement) which was earlier paid @1% on the exposure margin of TREC holders
maintained by NCCPL.
Total operating expenses of PSX for the FY2018-19 was recorded at Rs.1.19 billion versus Rs.1.13 billion in the comparative
year i.e. higher by 5%.
The Management adopted a cost conscious approach by incurring expenses on need only basis which resulted in saving
in the business routine expenses. However, the increase in operating expenses (excluding depreciation & amortization)
of Rs.32 million is mainly due to one-time expenses incurred by the company with respect to payments made on account
of ex-gratia/redundancy cost, subscription fee paid to international associations (IOSCO, WFE), etc.
Further, depreciation & amortization expense increased over the year by Rs.28mn mainly due to additions made during
the year and full year depreciation charged on additions in the last quarter of FY2017-18 in order to upgrade the IT
infrastructure in line with best practices.
PSX delivered a post-tax profit of Rs.88 million for the FY18-19 versus Rs.62 million in the FY17-18, as the tax charge was
lower in current year i.e. Rs.4 million in FY18-19 vs. Rs.51 million in FY17-18 mainly due to:
• Tax on bonus shares was abolished and no dividend was received from NCCPL during the period, hence, bringing
down the current tax charge
• Deferred tax expense showed a favorable variance due to deferred tax asset booked on carry forward losses to the
extent of availability of future taxable profit.
92
The capital market comprises of local and foreign investors. Foreign investors offloaded securities worth USD 355.94
million during the fiscal year ended June 30, 2019 which was absorbed by domestic investors (insurance companies $149
million; other companies $110 million, etc). This strong buying by local investors has shown the confidence of the local
investors in Pakistan equity market.
During the financial year, two (2) companies listed on equity segment of PSX with paid-up capital of over Rs.10,161 million
and nine (9) securities were listed in the debt segment of PSX with a total issue size of Rs.42,820 million. As of June 30,
2019, 544 companies were listed on PSX with a total market capitalization of Rs.6,887 billion.
During the year, the Finance Supplementary (Second Amendment) Act, 2019 was enacted in March 2019 and some
notable features favorable to the capital market includes abolishment of the advance tax @ 0.02% on purchase and sale
value of shares traded in lieu of tax on commission applicable to members (TREC holders) of Stock Exchange, loss on
disposal of securities would be allowed to carry forward to the next year and subsequent two tax years, to be offset
against capital gain earned in those years and effective July 01, 2019, for companies availing group relief, tax on
inter-corporate dividend has been reduced to the extent of percentage of shareholding the recipient of dividend has in
the distributing company.
Dividend
The directors recommended no cash dividend, whether interim or final, for the financial year ended June 30, 2019.
(Rupees in ’000’)
PSX Outlook - Trends and Factors Likely to Affect the Future Development, Performance, and Position of the
Company’s Business
Various developments are underway to promote Pakistan Stock Exchange as one of the best exchanges in the world.
Broadly speaking, PSX aims to boost the investor base, increase the pool of securities/ listings, expand product and asset
class offerings, and develop ancillary products and services to diversify revenue base. Many initiatives have been started
in this regard and are in process. Other initiatives are planned for the near future and efforts are underway to materialize
them at the earliest.
Further, in order to roll out the PSX strategic plan, the management team was strengthened with the addition of new
Head of Marketing, Head of Human Resources, Head of Trading and Head of Products with a focus on Organizational
Development.
On the digital front, several educational posts and blogs have been uploaded on social media and the website.
Furthermore, webinars series has been initiated to reach out to the general public. A note-worthy development on the
digital landscape is the launch of the new website. PSX launched a new website with a revamped look and salient
features for everyone accessing the website. Substantial material was added for investor education and financial literacy
for the general public, existing and potential investors. Furthermore, a corporate services suite with educational material
on listing and steps to list a company were also added to the website to reach out to more companies to list themselves
on the bourse. The new website has a fresh layout, a dedicated data portal which provides details of corporate
announcements & market analysis, and a wide range of graphs, charts & customizable windows and watch lists.
On the listing front, a formal sales process has been launched to increase the pool of securities on the Stock Exchange.
Efforts are being made to increase the listings on the main board of the Stock Exchange and to initiate listings on the SME
Board as well. A dedicated unit has been set up to develop listing pipeline and provide issuer services. This is helping
not only in increasing awareness of the benefits of listing and providing advice to private companies for listing, but also
providing value added services to listed companies, including awareness and education in the areas of investor relations
and corporate governance.
PSX has made significant strides in attracting companies, debt securities and mutual funds for listing. Many companies
in general and FIs in particular were approached for listing purposes.
Several debt securities were listed on PSX during the year, including TFCs & Sukuks from FIs/ companies. PSX also
attracted a number of mutual funds to the board for listing in the year under review.
PSX is endeavouring to launch the first ETF in Pakistan and will continue to focus on collaboration with Asset
Management Companies, brokers and SECP, CDC & NCCPL. To support our products and business development goals,
major initiatives will be launched including a comprehensive market maker program to be rolled out for our Ready and
Futures markets in order to improve liquidity. The system will feature clear obligations and incentives for participating
Market Makers. ETF and Market Maker regulations have been approved by PSX Board and are under SECP review.
In addition to Equity ETFs, PSX is actively working with market participants to launch Bond/Fixed Income ETFs. To
broaden investor base, the PSX also plans to set up mutual fund platform in collaboration with NCCPL, CDC and MUFAP.
Deliverable Futures market is being revamped and a number of changes have been proposed to bring the product at par
with international standards. Work on the revival of Cash Settled Futures has also been initiated and in this respect
market making activity is being looked into.
PSX has also initiated a project to provide liquidity in the secondary fixed income market. The trading of various fixed
income securities such as PIB, Ijara, Sukuk and T-bills will also be introduced on the PSX platform. In relevance to this,
major improvements are being made in the existing functionalities of Bond Automated Trading System (BATS) apart from
creating linkage to the assigned market maker’s treasury system and Central Depository System (CDS). The project is at
the testing phase and is expected to be launched in the first half of fiscal 2020.
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The market data business has been reorganized to focus on utilizing international best practices, increasing the global
reach of our data products and live market feeds and improving accessibility and depth of research on PSX-listed
companies on financial information platforms.
As a result, PSX has added several new local and foreign data clients in past year. Efforts are also underway towards
revamping the index business and providing an expanded suite of indices, and explore the potential in the area of
sustainability.
To place itself amongst the best stock exchanges of the world, we plan to replace our trading system. PSX will cease to
develop in-house systems and will instead procure a best-in-class trading system from an international vendor. These
vendors offer industry standard FIX gateways that participant connect to using their own (or third party) platforms.
PSX considers it important to reform Investor Protection Fund so that investor base is broadened. PSX in order to align
its structure with international standards and help increase the number of retail investors has amended its Centralized
Customers Protection Compensation Fund Regulations whereby in case of default by a TREC Holder, approved
claimants are now eligible for compensation of upto a ceiling of Rs. 500,000/- per claimant.
Further, the Board also approved the concept of Demerger of PSX Real estate from its operation which would result in
creation of two separate entities, the shares of which would be issued to the existing shareholders of the Exchange.
Once the PSX De-merger is completed, PSX management foresees flow of economic benefits to the Company such as
higher Return on Equity (ROE) and Earnings per Share (EPS).
All these goals and initiatives have been undertaken and designed to further the progress and competency of Pakistan
Stock Exchange so that it may grow and implement its vision of being a world class Stock Exchange. The initiatives to
attract more investors and to reach out to more companies to list themselves along with a new and enhanced presence
on the digital landscape are all steps taken by the Stock Exchange to look to the future with more confidence and
stability. Looking ahead, PSX is hopeful that it will reach its objective and materialize its vision of being a world class
Exchange in the near future.
Like any other reputable stock exchange of any country, PSX also depends upon the relative attractiveness of the
financial assets traded on the exchange, and the relative attractiveness of the exchange as a market on which to trade
these financial assets. All of these variables are primarily influenced by economic, political and market conditions in
Pakistan as well as, to a lesser degree, the rest of Asia, the United States, Europe and elsewhere in the world that are
beyond PSX’s control. While volatile markets may generate increased transaction volumes, prolonged weak economic
conditions may materially adversely affect listing and trading volumes.
Other factors that may materially adversely affect our business, financial condition and results of operations and are
beyond our control include:
• Broad trends in business and finance, including industry-specific circumstances, capital market trends and the
mergers and acquisitions environment;
• Social and civil unrest, terrorism and war;
• Concerns over inflation and the level of institutional or retail confidence;
• Changes in government monetary policy and foreign currency exchange rates;
• The availability of short-term and long-term funding and capital;
• The availability of alternative investment opportunities;
If levels of activity of PSX are materially adversely affected by any of the factors described above or other factors beyond
its control, our business, financial condition and results of operations could also be materially adversely affected.
Many of these factors are beyond our control. As a result, there can be no assurance that we will be successful in
implementing our current and future strategic plans and any failure to do so may have a material adverse effect on our
prospects and future financial condition and results of operations.
Regulatory Risk
PSX operates in a highly regulated industry and is subject to extensive regulation. The Securities & Exchange
Commission of Pakistan [Commission] regulates PSX and has broad powers to withhold approvals or consents with
respect to proposals made by us (whether with respect to rule amendments, product range or infrastructure or market
development initiatives). In the event that the Commission exercises such powers, this would have a material adverse
effect on our business, reputation, financial condition and results of operations.
Additionally, PSX exercises by way of its regulations, rules and bye-laws certain regulatory functions, including
monitoring of compliance of certain securities laws by entities listed on our platform. Any increase in the levels of
monitoring that we are required to perform, including on account of regulatory changes, may impose or result in
increased or excessive regulatory burdens on and compliance costs for us.
PSX may also expect increased operational costs or sustain losses or financial consequences if any;
• Recognition by overseas regulators is required,
• Contracts must be renegotiated,
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• Contract terms must be altered as a result of new or newly applied laws, regulations or court decisions whether due
to the extra territorial effect of overseas regulations or otherwise.
The above may have a material adverse effect on our business, financial condition, results of operations and
prospects.
Board of Directors
During the financial year 2018-19, the following changes occurred on the Board:
• Mr. Husain Lawai resigned from his position as independent director and Chairman of the Board of the Exchange
with effect from July 12, 2018. Accordingly, at the meeting of the Board held on July 19, 2018, the Board elected
Mr. Sulaiman S. Mehdi as the Chairman of the Board in place of Mr. Lawai. Moreover, to fill the casual vacancy
created due to resignation of Mr. Lawai, on the recommendation of the Board, the SECP granted its approval for the
appointment of Mr. Saad Amanullah Khan as the independent director of PSX with effect from September 03, 2018.
• Mr. Moin M. Fudda resigned as independent director of PSX with effect from December 18, 2018. To fill casual
vacancy so created, on the recommendation of the Board and with the approval of SECP, Mr. Mohammad Salahuddin
Manzoor was appointed as the independent director of PSX with effect from June 20, 2019.
• Mr. Richard Morin tendered his resignation as Managing Director/Chief Executive Officer of PSX with effect from May
28, 2019 which was approved by the Board with immediate effect and in order to ensure smooth operation of the
Exchange, the Board, with the approval of SECP, appointed, Mr. Muhammad Rafique Umer, Company Secretary &
Head of Legal Affairs as the Acting Managing Director/Chief Executive Officer of PSX.
In addition to the above, Mr. You Hang, Country Representative of China Financial Futures Exchange Limited (CFFEX) in
Pakistan, was appointed with effect from July 27, 2018, as the alternate director of Mr. Zhiping Rong, the nominee
director of CFFEX on the Board of PSX.
The Board places its appreciation on record for the contribution made by the outgoing directors.
In view of the above, the current Board of Directors of PSX consists of fifteen (15) directors (not including the alternate
director) which includes:
Male Directors 13
Female Directors 2
Independent Directors
(i) Mr. Sulaiman S. Mehdi (ii) Mr. Shehzad Chamdia
(iii) Ms. Naz Khan (iv) Mr. Saad Amanullah Khan
(v) Mr. Mohammad Salahuddin Manzoor (vi) Syed Masoud Ali Naqvi
(vii) Mr. Amjad Pervez
During the financial year ended June 30, 2019, 15 Board meetings (11 scheduled and 4 emergent) were held in which
Directors’ attendance is enclosed as Annexure I to the Directors’ Report.
Board Committees
In compliance with the ‘Plan for Segregation of Commercial and Regulatory Functions of Stock Exchanges’, approved by
SECP, Securities Exchanges (Licensing and Operations) Regulations, 2016 and Listed Companies (Code of Corporate
Governance) Regulations, 2017 and in order to meet the specific requirements of the business of the Exchange as a
frontline regulator and a commercial entity, the Board has constituted a number of committees out of which the main
statutory committees are Regulatory Affairs Committee, Nomination Committee, Audit Committee and Human Resources
& Remuneration Committee.
The composition and attendance of members at the meetings of four (4) Committees is attached as Annexure II to the
Directors’ Report.
Auditors
The present auditors M/s EY Ford Rhodes Chartered Accountants have retired. The Board as suggested by the Audit
Committee, in recognition of the fact that the present auditors have been engaged with the company for over 10 years,
has recommended the appointment of Grant Thornton Anjum Rahman, Chartered Accountants as statutory auditors of
the Company for the year ending June 30, 2020 for the approval of the members.
The Audit Firm have been given a satisfactory rating under the Quality Control Review Program of the Institute of
Chartered Accountants of Pakistan (ICAP). They have confirmed that their firm is fully compliant with the Code as
promulgated by the SECP and the International Federation of Accountants (IFAC) Guidelines on Code of Ethics, as
adopted by the ICAP. The Auditors have provided their consent to act as Auditors.
The external auditors have not been appointed to provide any other service which may impair their independence and
they have confirmed that they have observed IFAC guidelines in this respect.
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Corporate Governance
The Board of Directors and the Company remain committed to the principles of good corporate management practices
with emphasis on transparency and disclosures. The Board and management are cognizant of their responsibilities and
monitor the capital market operations and performance to enhance the accuracy, comprehensiveness and transparency
of financial and non-financial information.
The Board is pleased to advise that PSX has complied, in all material respects, with the best practices contained in the
Listed Companies (Code of Corporate Governance) Regulations, 2017 (the CCG Regulations), as fully explained in the
attached Statement of Compliance. Further, the following statements are being made:
Directors’ Remuneration
Each non-executive director on the Board of PSX is entitled to receive a sum of Rs. 50,000/-, subject to deduction of
applicable tax, on account of fee (Meeting fee) for attending each meeting of the Board or a Board-level Committee of
which, such director is a member.
It is the duty of the Board of Directors to ensure that a system of sound internal control and risk management is
established, which is effectively implemented and maintained at all levels within the company.
Moreover, the Audit Committee constituted by and reporting to the Board, among other matters, is also mandated to
ascertain that the internal control systems, including financial and operational controls, with due consideration of the
relevant risks for that area, accounting systems for timely and appropriate recording of revenue and expenditure,
receipts and payments, as well as assets and liabilities, along with the reporting structure, are adequate and effective.
These are also mentioned in detail under the Management Assertions and Description along with the Auditors’ Reports
thereon as required under Securities Exchanges (Licensing and Operations) Regulations, 2016 annexed in the Annual
Report.
Environmental Impact
The Company’s business has no negative impact on the environment.
During the year under review, PSX contributed to the following initiatives:
• The directors, employees and PSX itself made donations towards the Supreme Court of Pakistan and the Prime
Minister of Pakistan’s Diamer-Bhasha and Mohmand Dam Funds. Moreover, TREC-holders and other market
participants were also encouraged to back this cause.
• PSX joined hands with WWF-Pakistan for ‘Mangrove Plantation Drive’ under the project named “Rung Do Pakistan”.
• Furthermore, PSX contributed to the welfare and education of the hearing impaired children under the Deaf Reach
program, Pakistan.
These and other initiatives show that PSX has made significant efforts to contribute to the cause of Pakistani society and
environment during the year under review.
Pattern of Shareholding
The pattern of shareholding of PSX is annexed in the Annual Report
Categories of Shareholding
The categories of shareholding is annexed in the Annual Report
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Acknowledgement
The Board wishes to express its gratitude to all its stakeholders for their continued commitment and support to PSX and
the capital market. The Board is also grateful to the Securities and Exchange Commission of Pakistan, the State Bank of
Pakistan, the Federal Board of Revenue and the Ministry of Finance, Revenue & Economic Affairs, Government of
Pakistan, for their active support and guidance to PSX at all times.
Furthermore, the Board would like to thank all Committee members for their guidance and support. The Board
acknowledges and appreciates the contribution and dedication of all PSX staff members in performing their tasks with
diligence and commitment.
Karachi
Dated: August 28, 2019
Leave of absence was granted to Directors who could not attend some of the Board meetings.
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Board Committees - Attendance at Meetings Annexure II
Name of Committee Member From July 01, 2018 to June 30, 2019
Meetings entitled Meetings attended
Mr. Sulaiman S. Mehdi 10 10
Ms. Naz Khan 10 09
Syed Masoud Ali Naqvi 10 07
Mr. Amjad Pervez 10 09
Mr. Moin M. Fudda [1] 05 04
Nomination Committee
Name of Committee Member From July 01, 2018 to June 30, 2019
Meetings entitled Meetings attended
Mr. Sulaiman S. Mehdi (Chairman) 03 03
Mr. Muhammad Ashraf Bawany 03 02
Syed Masoud Ali Naqvi 03 03
Mr. You Hang 03 03
Mr. Moin M. Fudda [1] 02 01
Mr. Saad Amanullah Khan [2] - -
Audit Committee
Name of Committee Member From July 01, 2018 to June 30, 2019
Meetings entitled Meetings attended
Syed Masoud Ali Naqvi (Chairman) 06 06
Mr. Shehzad Chamdia 06 06
Mr. Ahmed Chinoy 06 06
Ms. Naz Khan 06 04
Mr. Shahnawaz Mahmood 06 06
Mr. Abid Ali Habib [1] 05 05
Mr. QUE Bo [1] 05 03
Name of Committee Member From July 01, 2018 to June 30, 2019
Meetings entitled Meetings attended
Mr. Sulaiman S. Mehdi (Chairman) 07 07
Mr. Muhammad Ashraf Bawany 07 06
Mr. Abid Ali Habib 07 07
Mr. Shahnawaz Mahmood 07 07
Mr. Moin M. Fudda [1] 03 03
Mr. Saad Amanullah Khan [2] 01 01
Mr. Shehzad Chamdia [3] 06 06
Mr. Ahmed Chinoy [3] 06 06
Note: The existing compositions of aforementioned committees are available at the Corporate Information Section of
this Annual Report.
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REVIEW REPORT ON THE STATEMENT OF COMPLIANCE
CONTAINED IN LISTED COMPANIES (CODE OF
CORPORATE GOVERNANCE) REGULATIONS, 2017
Pakistan Stock Exchange Limited [the Company] has complied with the requirements of the Listed Companies (Code of
Corporate Governance) Regulations, 2017 [the Regulations] in the following manner:
1. The Board consists of fifteen (15) directors (not including an alternate director) as per the following categories:
Category Names
Independent Directors (i) Mr. Sulaiman S. Mehdi (Chairman)
(ii) Mr. Shehzad Chamdia
(iii) Ms. Naz Khan
(iv) Mr. Saad Amanullah Khan
(v) Mr. Mohammad Salahuddin Manzoor
(vi) Syed Masoud Ali Naqvi
(vii) Mr. Amjad Pervez
3. The directors have confirmed that none of them is serving as a director on more than five (5) listed companies,
including the Company (excluding the listed subsidiaries of listed holding companies where applicable).
4. The Company has prepared a ‘Code of Conduct’ and has ensured that appropriate steps have been taken to
disseminate it throughout the Company along with its supporting policies and procedures.
5. The Board has developed a vision/mission statement, overall corporate strategy and significant policies of the
company. A complete record of particulars of significant policies along with the dates on which they were approved
or amended has been maintained.
6. All the powers of the Board have been duly exercised and decisions on relevant matters have been taken by Board/
Shareholders as empowered by the relevant provisions of the Companies Act, 2017 [the Companies Act] and the
Regulations.
7. The meetings of the Board were presided over by the Chairman and, in his absence, by a director elected by the
Board for this purpose. The Board has complied with the requirements of Companies Act and the Regulations with
respect to frequency, recording and circulating minutes of meeting of Board.
106
8. The Board of directors have a formal policy and transparent procedures for remuneration of directors in accordance
with the Companies Act and the Regulations.
9. During the year, three (3) directors on the Board were granted exemption by the Securities and Exchange
Commission of Pakistan [SECP] from the requirements of Directors’ Training program certification, whereas, four (4)
directors had applied for the said exemption and their applications were pending with SECP, as at the end of financial
year.
10. The Board approves appointment of Chief Financial Officer [CFO], Company Secretary and Head of Internal Audit,
including their remuneration and terms and conditions of employment in compliance with relevant requirements of
the Regulations. However, there was no new appointment of CFO, Company Secretary and the Head of Internal
Audit during the year.
11. The CFO and the Chief Executive Officer [CEO] duly endorsed the financial statements before approval of the Board.
12. Pursuant to the provisions of the Regulations, the Board formed committees comprising of members given below as
on June 30, 2019:
In addition to above, the Board has formed the Regulatory Affairs Committee as required under Securities Exchanges
(Licensing and Operations) Regulations, 2016, the composition of which is as under:
13. The terms of reference of the aforesaid committees have been formed, documented and advised to the committees
for compliance.
15. The Board has set up an effective internal audit function through a combination of internal resources and outsourced
expertise procured from A. F. Ferguson & Co. Chartered Accountants (a member firm of the PwC network), who were
appointed during the year in place of Deloitte Yousuf Adil, Chartered Accountants (Deloitte-Pakistan), with effect
from October 24, 2018. Internal Auditors are conversant with policies and procedures of the Company and are
considered suitably qualified and experienced for the purpose. The internal resources are engaged in internal audit
function on a full time basis.
16. The statutory auditors of the Company have confirmed that they have been given a satisfactory rating under the
quality control review program of the Institute of Chartered Accountants of Pakistan [ICAP] and registered with Audit
Oversight Board of Pakistan, that they or any of the partners of the firm, their spouses and minor children do not hold
shares of the Company and that the firm and all its partners are in compliance with International Federation of
Accountants [IFAC] guidelines on code of ethics as adopted by the ICAP.
17. The statutory auditors or the persons associated with them have not been appointed to provide other services
except in accordance with the Companies Act, the Regulations or any other regulatory requirement and the auditors
have confirmed that they have observed IFAC guidelines in this regard.
18. We confirm that all other requirements of the Regulations have been complied with.
Karachi
Dated: August 28, 2019
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ANNUAL REPORT 2019 113
114
ANNUAL REPORT 2019 115
116
PAKISTAN STOCK EXCHANGE LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT JUNE 30, 2019
Authorized Capital
1,000,000,000 ordinary shares of Rs.10 each (June 30, 2018: 1,000,000,000) 10,000,000 10,000,000 10,000,000
The annexed notes from 1 to 40 form an integral part of these financial statements.
Operating Cost
The annexed notes from 1 to 40 form an integral part of these financial statements.
The annexed notes from 1 to 40 form an integral part of these financial statements.
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PAKISTAN STOCK EXCHANGE LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED JUNE 30, 2019
Cash and cash equivalents at the beginning of the year 413,076 2,495,547
Cash and Cash Equivalents at the end of the Year 243,585 413,076
The annexed notes from 1 to 40 form an integral part of these financial statements.
Revenue Capital
Reserves Reserves
Un- Revaluation Revaluation Share of Total
Share appropriated surplus on surplus on Associates'
Capital profit property investments Reserves
and at
equipment FVOCI
(Restated) (Restated) (Restated)
------------------------------------ (Rupees in '000) ------------------------------------
Balance as at July 01, 2017 as Previously Reported 8,014,766 159,739 744,199 - 259,931 9,178,635
Impact of change in accounting policy (note 4.2) - 3,690 (3,911) - (290,758) (290,979)
Balance as at July 01, 2017 - as Restated 8,014,766 163,429 740,288 - (30,827) 8,887,656
Balance as at June 30, 2018- Restated 8,014,766 38,384 708,820 - (49,041) 8,712,929
Balance as at July 01, 2018 - Restated 8,014,766 38,384 708,820 - (49,041) 8,712,929
Impact of adoption of IFRS 15 (refer note 4.1.1.1) - (36,036) - - - (36,036)
Impact of adoption of IFRS 9 (refer note 4.1.1.2) - - - 8,147 - 8,147
Balance as at July 01, 2018 8,014,766 2,348 708,820 8,147 (49,041) 8,685,040
Balance as at June 30, 2019 8,014,766 107,202 815,134 8,147 (54,706) 8,890,543
The annexed notes from 1 to 40 form an integral part of these financial statements.
1.1 Pakistan Stock Exchange Limited [the Company or PSX] was incorporated under the Companies Act, 1913 (now
Companies Act, 2017) on March 10, 1949 as a Company Limited by Guarantee. However, on August 27, 2012 the
Company was re-registered as public company limited by shares under the Stock Exchanges (Corporatisation,
Demutualisation and Integration) Act 2012 (XV of 2012).The Company is listed on PSX with effect from June 29, 2017.
The Company is engaged in conducting, regulating and controlling the trade or business of buying, selling and dealing
in shares, scripts, participation term certificates, modaraba certificates, stocks, bonds, debentures stock, government
papers, loans, and any other instruments and securities of like nature including, but not limited to, special national fund
bonds, bearer national fund bonds, foreign exchange bearer certificates and documents of similar nature, issued by
the Government of Pakistan or any other agency authorised by the Government of Pakistan.
The registered office of the Company is situated at Stock Exchange Building, Stock Exchange Road, Karachi. Area of
land belongs to the Company is 9,408 Sq. yards out of which occupied space by the buildings are 4,050 Sq. yards and
open area is 5,358 Sq. yards.
1.2 Shareholders of the company include the following foreign shareholders namely:
1.3 SIGNIFICANT TRANSACTIONS AND EVENTS AFFECTING THE COMPANY’S FINANCIAL POSITION AND
PERFORMANCE
1.3.1 During the year, in order to put the company on a stronger financial footing and give it the resources required to invest
in development initiatives, effective July 01, 2018 measures have been put in place i.e. the Annual Listing Fee has been
increased with a revised fee structure and the subsidies provided have been reduced to optimize the cost base.
Further as approved by the PSX board, the De-merger process of PSX under a scheme of arrangement i.e. splitting
immovable properties and business operations to form two separate entities has been initiated with an expected date
for the transaction to be completed in one year subject to legal and regulatory approvals (refer note 5).
2. STATEMENT OF COMPLIANCE
2.1 These financial statements have been prepared in accordance with the accounting and reporting standards as
applicable in Pakistan. The accounting and reporting standards applicable in Pakistan comprise of:
- International Financial Reporting Standards (IFRS Standards) issued by the International Accounting Standard
Board (IASB) as notified under the Companies Act, 2017 (the Act); and
where provisions of and directives issued under the Companies Act, 2017 differ from the IFRS Standards, the provisions
of and directives issued under the Companies Act, 2017 have been followed.
3. BASIS OF MEASUREMENT
3.1 These financial statements have been prepared under the historical cost convention except for operating fixed assets
and investment property classified as assets held for distribution to shareholders and certain investments which are
valued on a fair value basis as stated in note 4.2 below.
3.2 These financial statements are presented in Pakistani Rupees which is the Company's functional and presentation
currency.
4.1 The accounting policies adopted in the preparation of these financial statements are consistent with those of the
previous financial year except for the changes in accounting policies as explained below:
The Company has adopted the following International Financial Reporting Standard which became effective for the
current period:
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4.1.1.1 IFRS 15 "Revenue from Contracts with Customers"
IFRS 15 supersedes IAS 11 Construction Contracts, IAS 18 Revenue and related Interpretations and it applies to all
revenue arising from contracts with customers, unless those contracts are in the scope of other standards. The new
standard establishes a five-step model to account for revenue arising from contracts with customers. Under IFRS 15,
revenue is recognized at an amount that reflects the consideration to which an entity expects to be entitled in
exchange for transferring goods or services to a customer. The standard requires entities to exercise judgement,
taking into consideration all of the relevant facts and circumstances when applying each step of the model to contracts
with their customers.
The principal revenue streams of the Company include initial listing fee and annual listing fee charged from the
companies for which such companies remain listed on the stock exchange. Trading Fee is charged in relation to the
securities traded on a stock exchange and other services such as technology solutions and network connections
provided to TREC holders.
Under IAS 18, initial fees (first year fees) were recognised at the time of admission to listing. On conversion to IFRS 15,
with the effect from 1 July 2018, the Company treated the initial listing fee based on discharge of its performance
obligation and recognised revenue from initial listing and further issues over the period the Company provides the
listing service. As a result, the Company has recognised Rs.36.036 million of deferred revenue by adjusting opening
retained earnings as at 1 July 2018 as allowed under transitional approach of IFRS 15.
Given the requirement of IFRS 15, the Company has concluded that the revenue from other services would continue to
be recognized in the same manner as the current accounting policies of the company for the reason that underlying
revenue recognition patterns reflect the manner of discharge of underlying performance obligation.
The Company adopted IFRS 9 Financial Instruments on its effective date of 1 July 2018. IFRS 9 replaces IAS 39
Financial Instruments: Recognition and Measurement and introduces new requirements for classification and
measurement, impairment and hedge accounting.
The classification and measurement requirements of IFRS 9 have been adopted retrospectively as of the date of initial
application on 1 July 2018. However, the Company has chosen to take advantage of the option not to restate
comparatives. Therefore, the 2018 figures are presented and measured under IAS 39. The following table shows the
original measurement categories in accordance with IAS 39 and the new measurement categories under IFRS 9 for the
Company’s financial assets and financial liabilities as at 1 July 2018:
Financial assets
* The Company has elected to classify its non-trading equity securities at fair value through other comprehensive
income. The fair value of such investment is Rs. 86.903 (cost of Rs. 77.318) million as result of fair value exercise carried
out by the management of the Company upon adoption of IFRS 9. Accordingly, the revaluation surplus on investment
at FVOCI as at July 01, 2018 has been adjusted by Rs. 8.147 (net of tax Rs. 1.439) million.
Financial liabilities
(b) Impairment
IFRS 9 requires the Company to record expected credit losses (ECLs) on all of its debt securities and trade and other
receivables, either on a 12-month or lifetime basis. The management has made an assessment of impairment under
expected credit loss model of IFRS 9 for financial assets and concluded that ECL on such instruments is not
significantly different from existing provision held.
4.1.2 In addition to above IFRSs, certain other IFRSs, amendments to IFRSs and IFRIC interpretations have become
applicable during the period. However, such IFRSs, amendments to IFRSs and IFRIC interpretations are not considered
relevant for the business of the entity.
As referred to in note 5 to the financial statements, the Company has reclassified its real estate assets from "Operating
Fixed Assets" to "Assets Held for Distribution to the Shareholders". Consequent to such reclassification, the remaining
fixed assets of the Company comprise of furniture and fixtures, office equipment, computer and related accessories
and motor vehicles. As the fair value of such assets is not considered much volatile, the Company has decided to
change its accounting policy in respect of such assets from the ‘revaluation model’ to the ‘cost model’ as allowed under
the applicable financial reporting standards. Such change in accounting policy has been applied retrospectively and
the impacts on the financial statements are summarized below :
126
June 30, June 30,
2018 2017
Effect on statement of financial position ------- (Rupees in '000) -------
Non Current Assets Note
Decrease in property and equipment (13,848) (5,668)
Decrease in investment in associates (284,731) (287,068)
June 30,
2018
Effect on profit and loss account
Decrease in profit for the year (2,191)
4.3.1 All categories of operating fixed assets are carried at cost, less any subsequent accumulated depreciation and
subsequent accumulated impairment losses, if any, except for leasehold land which is carried at cost less accumulated
impairment losses, if any.
4.3.2 The depreciation is charged to profit and loss account applying the diminishing balance method over its estimated
useful life of the respective assets, except for "Computers and related accessories" which are depreciated using
straight-line method. The assets’ residual values, useful lives and methods are reviewed, and adjusted if appropriate,
at each financial year end. In respect of additions and disposals of assets, depreciation is charged from the month in
which asset is available to use and continue depreciating it until it is derecognised i.e. up to the month preceding the
disposal, even if during that period the asset is idle. Useful lives are determined by the management based on
expected usage of asset, expected physical wear and tear, technical and commercial obsolescence, legal and similar
limits on the use of assets and other similar factors.
4.3.3 Maintenance and repairs are charged to income as and when incurred. Major renewals and improvements are
capitalised and the assets so replaced, if any, are retired. Gains and losses on disposal of assets, if any, are included in
income currently.
4.3.4 An item of property and equipment is derecognised upon disposal or when no future economic benefits are expected
from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between
the net disposal proceeds and the carrying amount of the asset) is included in the profit and loss account in the year
the asset is derecognised.
Capital work-in-progress is stated at cost. It consists of expenditure incurred and advances made in respect of tangible
and intangible assets in the course of their construction and installation.
These are stated at cost less accumulated amortisation. Amortisation is charged to income using the straight-line
method at the rate disclosed in note 8 to the financial statements.
Gains or losses on disposal of intangible assets, if any, are included in income currently.
In the current period, the Company has adopted IFRS 9 Financial Instruments. See note 4.1.1.2 for an explanation of the
impact. Comparative figures for the year ended 30 June 2018 have not been restated as allowed by IFRS 9. Therefore,
financial instruments in the comparative period are still accounted for in accordance with IAS 39 Financial Instruments:
Recognition and Measurement.
Financial assets and liabilities, with the exception of bank balances, loans and advances to employees /counter parties
and due to counterparties, are initially recognised on the trade date, i.e., the date that the Company becomes a party
to the contractual provisions of the instrument. This includes regular way trades: purchases or sales of financial assets
that require delivery of assets within the time frame generally established by regulation or convention in the market
place.
All financial instruments are measured initially at their fair value plus transaction costs, except in the case of financial
assets and financial liabilities recorded at fair value through profit or loss.
4.6.2 Classification
In accordance with IFRS 9, the Company classifies its financial assets and financial liabilities at initial recognition into
the categories of financial assets and financial liabilities discussed below.
128
4.6.2.1 Financial assets
The Company classifies its financial assets as subsequently measured at amortised cost or measured at fair value
through profit or loss on the basis of both:
4.6.2.1.1 Financial assets measured at fair value through other comprehensive income (FVOCI)
FVOCI debt instruments are subsequently measured at fair value with gains and losses arising due to changes in fair
value recognised in OCI. Interest income and foreign exchange gains and losses are recognised in profit or loss. On
de-recognition, cumulative gains or losses previously recognised in OCI are reclassified from OCI to profit or loss. Debt
instruments are subject to impairment under Expected Credit Loss model. The ECLs for debt instruments measured at
FVOCI do not reduce the carrying amount of these financial assets in the statement of financial position, which remains
at fair value. Instead, an amount equal to the allowance that would arise if the assets were measured at amortised cost
is recognised in OCI as an accumulated impairment amount, with a corresponding charge to profit or loss. The
accumulated loss recognised in OCI is recycled to the profit and loss upon de-recognition of the assets.
Upon initial recognition, the Company elects to classify irrevocably its equity investments as equity instruments at
FVOCI when they meet the definition of Equity under IAS 32 Financial Instruments: Presentation and are not held for
trading. The Company's policy is to designate equity investments as FVOCI when those investments are held
for purposes other than to generate investment returns. Such classification is determined on an instrument by
instrument basis.
Gains and losses on these equity instruments are never recycled to profit. Dividends are recognised in profit or loss as
other operating income when the right of the payment has been established, except when the Company benefits from
such proceeds as a recovery of part of the cost of the instrument, in which case, such gains are recorded in OCI. Equity
instruments at FVOCI are not subject to an impairment assessment.
A debt instrument is measured at amortised cost if it is held within a business model whose objective is to hold financial
assets in order to collect contractual cash flows and its contractual terms give rise on specified dates to cash flows that
are solely payments of principal and interest on the principal amount outstanding. Financial assets at amortized cost
are subject to impairment under Expected Credit Loss model.
(a) Its contractual terms do not give rise to cash flows on specified dates that are solely payments of principal and
interest (SPPI) on the principal amount outstanding
or
(b) It is not held within a business model whose objective is either to collect contractual cash flows, or to both collect
contractual cash flows and sell
or
(c) At initial recognition, it is irrevocably designated as measured at FVPL when doing so eliminates or significantly
reduces a measurement or recognition inconsistency that would otherwise arise from measuring assets or liabilities
or recognising the gains and losses on them on different bases.
This category includes all financial liabilities, other than those measured at fair value through profit or loss, if any.
4.6.3 De-recognition
A financial asset (or, where applicable, a part of a financial asset or a part of a group of similar financial assets) is
derecognised where the rights to receive cash flows from the asset have expired, or the Company has transferred its
rights to receive cash flows from the asset, or has assumed an obligation to pay the received cash flows in full without
material delay to a third party under a pass-through arrangement and the Company has:
(a) Transferred substantially all of the risks and rewards of the asset;
or
(b) Neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of
the asset
When the Company has transferred its right to receive cash flows from an asset (or has entered into a pass-through
arrangement), and has neither transferred nor retained substantially all of the risks and rewards of the asset nor
transferred control of the asset, the asset is recognised to the extent of the Company’s continuing involvement in the
asset. In that case, the Company also recognises an associated liability. The transferred asset and the associated
liability are measured on a basis that reflects the rights and obligations that the Company has retained. The Company
derecognises a financial liability when the obligation under the liability is discharged, cancelled or expired.
Financial assets at fair value through profit or loss are not subject to impairment under IFRS 9.
130
The ECL allowance on financial assets (other than trade debts, loans and advances and other receivables) is based on
the credit losses expected to arise over the life of the asset (the lifetime expected credit loss or LTECL), unless there
has been no significant increase in credit risk since origination, in which case, the allowance is based on the 12 months’
expected credit loss (12mECL). The 12mECL is the portion of LTECLs that represent the ECLs that result from default
events on a financial instrument that are possible within the 12 months after the reporting date. In order to determine
appropriate staging for financial assets (other than trade debts, loans and advances and other receivables) under IFRS
9, the Company applies the Low Credit Risk (LCR) expedient. The Company considers only those balances as LCR that
have investment grade rating from an External Rating Agency (BBB- or equivalent or higher) at the reporting date. The
LCR balances are considered as stage 1. The Company considers a financial instrument defaulted and therefore, Stage
3 (credit-impaired) for ECL calculations in all cases when there is an objective evidence of impairment of financial
assets and Compnay believes that the counter party will not be able to make its contractual payments. All other
balances are considered as stage 2 as at reporting date. For measurement of ECL, PD, EAD and LGD are multiplied
together and adjusted for the likelihood of survival (i.e. the exposure has not prepaid or defaulted in earlier year) on
annual basis. This effectively calculates an ECL for each future year, which is then discounted back to the reporting
date and summed. The discount rate used in ECL computation is the original effective interest rate or an approximation
thereof. Forward looking economic information is also included in determining the 12 month and lifetime ECL and
economic variables (the “base economic scenario”) are obtained from external sources. For ECL estimation, the PDs
associated with each rating grade are determined based on realized default rates as published by the rating agency.
The Company holds trade debts and other receivables with no financing component and which have maturities of less
than 12 months at amortised cost and, as such, has chosen to apply an approach similar to the simplified approach for
expected credit losses (ECL) under IFRS 9 to all its trade debts, loans and advances and other receivables. Therefore,
the Company does not track changes in credit risk, but instead, recognises a loss allowance based on lifetime ECLs at
each reporting date. The Company’s approach to ECLs reflects a probability-weighted outcome, the time value of
money and reasonable and supportable information that is available without undue cost or effort at the reporting date
about past events, current conditions and forecasts of future economic conditions. The Company uses the provision
matrix as a practical expedient to measuring ECLs on trade receivables, based on days past due for groupings of
receivables with similar loss patterns. Receivables are grouped based on their nature. The provision matrix is based on
historical observed loss rates over the expected life of the receivables and is adjusted for forward-looking estimates.
A financial asset and a financial liability is offset and the net amount is reported in the statement of financial position of
the Company has a legally enforceable right to set-off the recognised amounts and intends either to settle on a net
basis or to realise the asset and settle the liability simultaneously.
All the financial assets and financial liabilities are recognised at the time when the Company becomes a party to the
contractual provisions of the instrument. All the financial assets are derecognised at the time when the Company loses
control of the contractual rights that comprise the financial assets. All financial liabilities are derecognised at the time
when they are extinguished that is, when the obligation specified in the contract is discharged, cancelled, or expires.
Any gains or losses on de-recognition of the financial assets and financial liabilities are taken to profit and loss account
currently.
All regular way purchases of financial assets are recognised on a transaction date i.e. the date the Company receives
the financial asset. All regular way sales of financial assets are recognized on the settlement date i.e. the date the asset
is delivered to the counter party. Regular way purchases or sales of financial assets that require delivery of assets
within the time generally established by regulation or convention the market place.
4.7.2 Investments
The management of the Company determines the appropriate classification of its investments at the time of purchase
or increase in holding and classifies / reclassifies its investment as subsidiaries, associates and joint ventures, at fair
value through profit or loss account, held to maturity and available for sale.
All investments are initially recognised at cost, being the fair value of the consideration given including transaction
costs associated with the investment except in the case of investments at fair value through profit or loss account
where transaction costs are charged to profit and loss account when incurred.
Investments which are intended to be held for an indefinite period of time but may be sold in response to the need for
liquidity are classified as available for sale. After initial recognition, these are stated at fair values with any resulting
gains or losses being taken to comprehensive income until the investment is disposed or impaired, at which time the
respective surplus or deficit is transferred to profit and loss account.
Unquoted investments where active market does not exist and whose fair value cannot be reliably measured are
stated at cost, less impairment, if any.
Financial assets at fair value through profit or loss includes financial assets held-for-trading and financial assets
designated upon initial recognition as at fair value through profit or loss. These securities are either acquired for
generating a profit from short-term fluctuation in prices or are securities included in a portfolio in which a pattern of
short-term profit taking exists, and related transaction costs are expensed out. These investments are measured at
subsequent reporting dates at fair value and resulting gains and losses are included in the profit and loss account for
the year.
Investments with fixed or determinable payments and fixed maturity where management has both the positive intent
and ability to hold to maturity are classified as held to maturity and are stated at amortised cost. Provision for
impairment in value, if any, is taken to income currently.
132
4.7.3 Trade debts and other receivables
These are recognised and carried at original invoice amount less an allowance for any uncollectible amounts. An
estimate for doubtful debts is made when collection of the full amount is no longer probable. Bad debts are written-off
when identified.
4.7.4 Impairment
The carrying amounts of financial assets are reviewed at each reporting date to determine whether there is any
indication of impairment of any asset or a group of assets. If any such indication exists, the recoverable amount of that
asset is estimated and impairment losses are recognised in the profit and loss account.
Investments in associates are accounted for using the equity method, whereby the investment is initially recorded at
cost and adjusted thereafter for the post acquisition change in the Company's share of the net assets of the associate.
The profit and loss account reflects the Company's share of the results of the operations of the associate. Where there
has been a change recognised in the other comprehensive income the Company recognises its share in its
comprehensive income.
The Company determines at each reporting date whether there is any objective evidence that the investment in the
associate is impaired. If this is the case the Company calculates the amount of impairment as the difference between
the recoverable amount of the associate and its carrying value and recognises the same in the profit and loss account.
Cash in hand and at banks are carried at cost. For the purpose of cash flow statement, cash and cash equivalents
consist of cash in hand and at bank and short term investments that are highly liquid in nature and are readily
convertible into known amounts of cash, which are subject to insignificant risks of changes in value.
4.11 Provisions
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of past event,
it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation.
- The Company recognises revenue from initial listing and further issues over a period the Company discharges its
performance obligation in relation to listing services. The Company recognises revenue from annual listing fee on
a straight-line basis over the period to which the fee relates, as this reflects the extent of the Company’s progress
towards completion of the performance obligation under the contract.;
- Income pertaining to trading by members is recognized at the trade date to which the transaction pertains when
the obligation to provide trading services has been fulfilled;
- Income pertaining to non-trading fee and facilities and equipment services are recognized over the period of use
as PSX meets its obligation to provide services, which are provided both at a point in time and over a period of
time. Services are billed in advance annually;
- Income from membership fee is recognized over a period of twelve months on straight line basis. The amounts are
billed and received in advance;
- Rental Income is recognized over a period of twelve months on straight line basis. The amounts are billed and
received in advance.
4.13 Taxation
Current
Provision for current taxation is based on taxable income at current rates of taxation after taking into account all tax
credits and tax rebates available, if any. The tax charge as calculated above is compared with turnover tax under
Section 113 of the Income Tax Ordinance, 2001, and whichever is higher is provided for in the financial statements.
Deferred
Deferred tax is recognised, using the balance sheet liability method, on all major temporary differences at the balance
sheet date between the tax base of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred tax liabilities are recognised for all taxable temporary differences except for taxable temporary differences
associated with investments in subsidiaries and associates, where the timing of the reversal of the temporary
differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable
future.
This category includes all financial liabilities, other than those measured at fair value through profit or loss. The
Company includes in this category short-term payables.
Deferred income 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 substantively
134
enacted at the balance sheet date.
The Company operates an approved gratuity fund (defined benefit plan) for all its permanent employees who attain the
minimum qualification period for entitlement to gratuity. The Company's costs and contributions are determined based
on actuarial valuation carried out at each year end using Projected Unit Credit Actuarial Method. All actuarial gains and
losses are recognised in 'other comprehensive income' as they occur and are not reclassified to profit or loss in
subsequent periods.
4.15 Impairment
The carrying amounts of non-financial assets are reviewed at each reporting date to determine whether there is any
indication of impairment of any asset or a group of assets. If any such indication exists, the recoverable amount of that
asset is estimated and impairment losses are recognised in the profit and loss account.
Foreign currency transactions during the year are recorded at the exchange rates approximating those ruling on the
date of the transaction. Monetary assets and liabilities in foreign currencies are translated at the rates of exchange
which approximate those prevailing on the balance sheet date. Gains and losses on translation are taken to income
currently. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using
the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value was determined.
Assets held for distribution to shareholders /disposal are classified as held for distribution to shareholders / disposal if
their carrying amounts will be recovered principally through distribution / sale / disposal rather than through continuing
use. Such assets are measured at the lower of their carrying amount and fair value less costs to sell. Property and
equipment and intangible assets once classified as held for sale / disposal are not depreciated or amortised.
The preparation of financial statements requires management to make judgments, estimates and assumptions that
affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates
and associated assumptions are based on historical experience and various other factors that are believed to be
reasonable under the circumstances, the result of which form the basis of making, judgments about carrying values of
assets and liabilities. The estimates and underlying assumptions are reviewed on an ongoing basis.
The estimates and judgments that have a significant effect on the financial statements are in respect of the following:
Notes
- Property and equipment and Intangible assets 4.2, 4.3, 4.4, 7 and 8
- Investment property 9
- Classification of investments 4.6, 10, 11 and 19
- Provisions and contingencies 4.11, 25 and 26
- Impairment of financial assets (expected credit loss) 4.6.4
- Taxation and Deferred tax 4.13 and 14
- Staff retirement benefits 4.14
- Revenue recognition 4.12
During the year, the Board of Directors of the Company in their meeting held on 12 December, 2018 and subsequently
on 19 June, 2019 have decided, to carve-out the real estate assets and related liabilities of the Company to a separate
legal entity to be initially owned by the shareholders of the Company. The carve-out of the real estate and the related
asset and liabilities as envisaged would be achieved through a scheme of arrangement under the relevant provisions
of the Companies Act 2017, subject to requisite legal and regulatory approvals.
Based on the above decision of the Board and keeping in view the requirements of IFRS- 5 "Non-current Assets Held
for Sale and Discontinued Operations", the Company has reclassified assets and liabilities, which are subject to
carve-out / transfer to a separate legal entity, from the respective line items in the statement of financial position to
current assets and liabilities.
136
June 30,
Note 2019
(Rupees in '000)
Non current liabilities
Deferred tax liability 14 315,365
Long term deposits 24 3,470
Current liabilities
Trade and other payables 25 3,965
Total liabilities subject to demerger / carve-out 322,800
5.1 The revaluation surplus in respect of such properties amounting to Rs.815.134 million shall also be transferred upon
demerger/ carve-out.
The following standards, amendments and interpretations with respect to the approved accounting standards as
applicable in Pakistan that would be effective from the dates mentioned below against the respective standard or
interpretation::
6.1 The following standards, amendments and interpretations with respect to the approved accounting standards would
be effective from the dates mentioned there against:
Effective date
(accounting periods
6.1.1 Standard, interpretation or amendment beginning on or after)
6.1.2 The above standards, amendments and interpretations are not expected to have any material impact on the
Company's financial statements in the period of initial application, except for IFRS 16 for which the company is currently
assessing the impact.
6.1.3 In addition to the above standards and amendments, improvements to various accounting standards have also been
issued by the IASB in December 2017. Such improvements are generally effective for accounting periods beginning on
or after 01 January 2019. The Company expects that such improvements to the standards will not have any impact on
the Company's financial statements in the period of initial application.
Further, following new standards have been issued by IASB which are yet to be notified by the SECP for the purpose
of applicability in Pakistan.
Standards
138
7.1 OPERATING FIXED ASSETS – Tangible
June 30, 2019
Written
Cost/Revalued Amount Accumulated depreciation Down Value
Transfer from Transfer to
As at investment Adjustment of Assets Held for As at As at Charge Adjustment of As at As at
July 01, Additions / property Accumulated Revaluation Distribution to June 30, Rate / July 01, for the year Accumulated June 30, June 30,
2018 (Disposals) - net Adjustment Depreciation Surplus Shareholders 2019 period 2018 / (deletions) Depreciation 2019 2019
Building on leasehold land 1,415,418 16,799 - (18,246) (133,663) 50,762 (1,331,070) - 5% 66,337 67,327 (133,664) - -
electric installation 100,779 15,594 - (2,203) (43,124) - (69,068) - 25% 23,421 21,429 (44,355) - -
(1,978) (495)
Furniture and fixtures 13,618 3,241 - - - - - 16,812 20% 7,493 1,393 - 8,864 7,948
(47) (22)
Office equipment 98,089 8,367 - (190) - - - 106,139 20% 40,445 12,357 (27) 52,722 53,417
(127) (53)
Computers and
related accessories 417,886 61,796 - - - - - 479,226 20% & 33.33% 289,979 49,407 - 339,162 140,064
(456) . (224)
Vehicles 15,811 7,195 - (11) - - - 19,735 20% 6,845 2,457 (6) 7,842 11,893
(3,260) (1,454)
4,608,243 112,992 - (2,325) (176,787) 151,873 (4,066,216) 621,912 434,520 154,370 (178,052) 408,590 213,322
(5,868) (2,248)
140
Written
Cost/Revalued Amount Accumulated depreciation Down Value
Transfer from
As at investment Adjustment of As at As at Charge Adjustment of As at As at
July 01, Additions / property Accumulated Revaluation June 30, Rate / July 01, for the year Accumulated June 30, June 30,
2017 (Disposals) - net Adjustment Depreciation Surplus 2018 period 2017 / (deletions) Depreciation 2018 2018
Building on leasehold land 1,311,390 26,138 77,890 - - - 1,415,418 5% - 66,337 - 66,337 1,349,081
Furniture and fixtures 12,498 1,134 - - - - 13,618 20% 6,115 1,388 - 7,493 6,125
(14) (10)
Office equipment 67,924 30,165 - - - - 98,089 20% 30,737 9,708 - 40,445 57,644
Computers and
related accessories 346,123 71,956 - - - - 417,886 20% & 33.33% 255,421 34,711 - 289,979 127,907
(193) (153)
(2,120) (1,206)
PAKISTAN STOCK EXCHANGE LIMITED
(2,327) (1,369)
NOTES TO THE FINANCIAL STATEMENTS
7.1.1 In accordance with the Company's accounting policy, property and equipment were revalued, by an independent
valuer, Iqbal A. Nanjee & Co. (Private) Limited on the basis of professional assessment of market values, which resulted
in a surplus of Rs. 151.873 million and Rs. 976.943 million (see note 21.1) on December 31, 2018 and June 30, 2017
respectively, over the book value of the respective assets at the time of revaluation.
7.1.2 Cost of fully depreciated assets is Rs.640.184 (June 30, 2018: Rs. 612.238) million for the year ended June 30, 2019.
Cost /
Revalued Accumulated Net Book Sale Gain / Mode of disposals Particulars of Buyers /
Type of Asset Cost Depreciation Value Proceed (loss) / settlement Relationship purchasers
Motorbike 103,400 20,364 83,036 80,839 (2,197) Company Policy Employee Junaid Hussain
Motorbike 103,400 23,179 80,221 80,221 - Company Policy Employee Munir Memon
Motorbike 103,400 23,179 80,221 80,221 - Company Policy Employee Aslam Younus
Motorbike 102,400 36,864 65,536 65,536 - Company Policy Employee Shaheen Jamal
Motorbike 102,900 23,324 79,576 79,576 - Company Policy Employee Mudassir Saeed
Motorbike 102,400 36,864 65,536 65,536 - Company Policy Employee Mohsin Siraj
Motorbike 102,400 36,864 65,536 65,536 - Company Policy Employee Abdul Rafay
Motorbike 102,400 31,402 70,998 70,998 - Company Policy Employee Imran Ahmed
Motorbike 88,000 57,712 30,288 32,734 2,446 Company Policy Employee Qazi Iqbal Hussain
500 KVA Generator 1,978,442 494,611 1,483,831 2,200,000 716,169 Scrap Third Party M/s Three Brothers
UPS 1 KVA (Qty:3) 125,801 73,384 52,417
Haier 1.5 Ton AC 9,180 4,333 4,847
Cisco catalyst switches 2960 POE with racks 43,593 25,429 18,164
LCD 40" 25,923 12,236 13,687
95,000 (115,517) Scrap Third party M/s. Bhatti Traders
Acson 2.0 Ton AC 10,500 4,956 5,544
Centre Table 9,070 4,281 4,789
Toyota Corolla Altis 2,054,290 1,066,770 987,520 1,500,000 512,480 Negotiations Ex-Chairman PSX Muneer Kamal
Motorbike 50,000 11,722 38,278 33,795 (4,483) Company Policy Employee Azmat Shakeel
Motorbike 50,000 11,722 38,278 33,795 (4,483) Company Policy Employee Arif Sattar
Motorbike 50,000 11,722 38,278 33,795 (4,483) Company Policy Employee Afzal Haroon
Motorbike 56,410 2,821 53,589 52,240 (1,349) Company Policy Employee Kabir Mirza
Motorbike 89,000 59,634 29,366 29,366 - Company Policy Employee Muhammad Younus
Laptop 187,000 67,521 119,479 119,479 - Company Policy Ex-MD PSX Richard Morin
Advances against:
142
June 30, June 30,
Note 2019 2018
8.2 Intangibles under development ------- (Rupees in '000) -------
8.2.1 This represents provision for impairment against a software which failed to operate and consequently, the Company
terminated the agreement and raised demand for the refund from the supplier, which is currently pending settlement.
June 30, June 30,
Note 2019 2018
9. INVESTMENT PROPERTY ------- (Rupees in '000) -------
9.1 Represents office spaces in PSX's building, the latest fair value of this property was carried out by Iqbal A. Nanjee &
Company (Private) Limited, independent valuers as at December 31, 2018. The valuation was carried out in accordance
with the commercial rates for sale of office spaces prevailing in the market. This resulted in no material change in the
fair value of investment property compared to the previous fair value of investment property as at June 30, 2018
9.2 The rental income during the year ended from the investment property amounted to Rs. 55.617 (June 30, 2018: Rs.
60.954) million.
144
10.2 Summarised financial information of the associates of the Company are as follows:
10.3 All investments have been made in accordance with the provisions of the Section 199 of the Act and the rules
promulgated for this purpose.
June 30, June 30,
Note 2019 2018
At amortised cost
Pakistan Investment Bonds (PIBs) 11.2 92,662 -
179,565 -
Available for sale - unquoted
VIS Credit Rating Company Limited, a related party - 2,500
250,000 (June 30, 2018: 250,000) ordinary shares of Rs.10 each, representing,
12.50% (June 30, 2018: 12.50%) shareholding. The break-up value of each ordinary
share is Rs.50.66 (based on latest available unaudited financial statements for the
year ended June 30, 2019).(June 30, 2018 : 47.56).
Held to maturity
Pakistan Investment Bonds (PIBs) 11.2 - 232,265
- 309,583
146
11.1 In the year 2014, the Company made additional investment of Rs. 52.727 million in Pakistan Mercantile Exchange
Limited (PMEX) resulting in increase in the percentage holding from 19.14% to 32.32% as at the year ended June 30,
2015, which subsequently reduced to 28.4% as at June 30, 2016.
However during the year, the PMEX management has informed that based on the legal opinion sought on the matter
of the un-subscribed portion of the right shares offered, due to legal complications, PMEX will not proceed to allocate
the un-subscribed right shares.
As PMEX operates under close regulatory supervision, the Company believes that it cannot exercise significant
influence in the affairs of PMEX solely on the basis of shareholding / voting rights as investor in PMEX hence, the
investment is not accounted for as an associate investment.
11.2 Pakistan Investment Bonds (PIBs) having cost of Rs. 88.102 million and interest accrued thereon of Rs 3.30 (June 30,
2018: Rs. 0.81) million and amortization of discount of Rs.1.260 (June 30, 2018: Rs.0.002) million. The effective rate of
return is 12.03% per annum (June 30, 2018 : 8.97%).These will mature latest by July 12, 2021.
June 30, June 30,
Note 2019 2018
12. LONG TERM DEPOSITS ------- (Rupees in '000) -------
12.1 This includes 10% of the bid amount, amounting to Rs.32.999 (June 30, 2018: Rs.32.999) million, paid by the Company
to Pakistan Railways during the year ended June 30, 1993 as earnest money against the purchase of land. However,
as a result of initiation of certain legal proceedings by one of the bidders, further action for purchase of land could not
take place. Subsequently, Pakistan Railways cancelled the sale of railway land to the Company and requested the
Company to apply for the refund of the above-referred amount. The Court has dismissed the suit on merit, which was
filed by above-referred bidder.
During the year ended June 30, 2002, based upon the legal advice obtained, the Company filed a counter suit against
Pakistan Railways for specific performance of the agreement which, if decided in favour of the Company, may require
the Company to purchase the land and pay the balance of the purchase consideration, amounting to Rs.296.995 (June
30, 2018: Rs.296.995) million. The said case is pending adjudication in High Court of Sindh.
June 30, June 30,
Note 2019 2018
13. LONG TERM LOANS ------- (Rupees in '000) -------
13.1 These personal loans are sanctioned for the purchase of motorcycles and other domestic purposes. These are
secured against the outstanding balances in the Employees’ Gratuity Fund. These are recoverable in monthly
instalments over a period, with original maturity between 2 and 5 (June 30, 2018: 2 and 5) years and are interest free.
All outstanding long term loans at the year end will mature within one to four years.
June 30, June 30,
Note 2019 2018
(Restated)
------- (Rupees in '000) -------
14. DEFERRED TAX ASSET / (LIABILITY) - NET
14.1 Movement of tax asset / (liability) - net ------- (Rupees in '000) -------
148
14.2 The carried forward tax losses (including tax depreciation / amortization) amounted to Rs.1,069 million. The Company
has recognised deferred tax asset of Rs 251 million to extent of carried forward tax depreciation / amortization losses.
Unrecognized deffered tax asset on carried forward business losses as at June 30, 2019 amounted to Rs. 59 million.
June 30, June 30,
Note 2019 2018
15. TRADE DEBTS ------- (Rupees in '000) -------
Unsecured
Considered good
Due from members 40,879 27,311
Due from companies 49,220 30,270
90,099 57,581
Considered doubtful
Due from companies 40,869 37,966
130,968 95,547
Provision for doubtful debts 15.1 (40,869) (37,966)
90,099 57,581
18.1 This represents amount due on account of license fee and reimbursement of electricity charges, etc. incurred by the
Company.
18.2 This represents amount due from an ex-member upon the cancellation of his membership and declaration as a
defaulter. As a result thereof, certain shares of the ex-member were taken over by the Company in order to square up
the ex-member's position and are held pending the outcome of a law suit brought against the Company by him in the
Honourable High Court of Sindh. The market value of these shares (including bonus shares) as at June 30, 2019
amounted to Rs. 17.113 (June 30, 2018: Rs.40.485) million. Further, as disclosed in note 20.5 included in bank balances
Rs. 13.010 and Rs.10.846 (June 30, 2018: Rs 11.584 and Rs 9.469) million received as dividend and bank profit
respectively.
18.3 This includes receivable from NCCPL (a related party) amounting to Rs. 14.219 million (June 30, 2018: Rs.16.866 million)
on account of Margin Trading System fee and LAN connectivity charges. The maximum aggregate amount outstanding
during the year amounted to Rs. 24.174 (June 30, 2018: Rs. 31.351) million.
18.4 As of June 30,2019, the age analysis of receivables from NCCPL (a related party) is as follows;
June 30, June 30,
2019 2018
Note ------- (Rupees in '000) -------
Past due
Upto 90 days 12,273 8,071
More than 90 days 1,946 8,795
14,219 16,866
150
June 30, June 30,
Note 2019 2018
19. SHORT TERM INVESTMENTS ------- (Rupees in '000) -------
At amortised cost
Market Treasury Bills 19.1 1,497,907 -
Pakistan Investment Bonds (PIBs) 19.2 240,305 -
1,738,212 -
Held to maturity
Market Treasury Bills 19.1 - 1,666,198
- 1,666,198
19.1 These represent Market Treasury Bills having cost of Rs. 1,477.411 (June 30, 2018: Rs.1,643.72) million and interest
accrued thereon of Rs.20.496 (June 30, 2018: Rs.22.47) million. This also includes Rs.673.328 million from defaulter /
expelled / suspended members which are shown under trade and other payables (note 25.2).This also includes
236.752 million pertaining to base minimum capital as shown under long term deposits (non-current liabilities).The
effective rate of return 11.85% (June 30,2018: 6.05%) per annum. These will mature latest by September 12, 2019.
19.2 These represent Pakistan Investment Bonds (PIBs) having cost of Rs. 231.407 million and interest accrued thereon of
Rs.8.181 (June 30, 2018: Rs. 0.81) million and amortization of discount of Rs.0.717 (June 30, 2018: Rs.0.002) million. The
effective rate of return 7.34% per annum (June 30, 2018: 8.97%). These will mature latest by December 29, 2019.
June 30, June 30,
Note 2019 2018
20. CASH AND BANK BALANCES ------- (Rupees in '000) -------
In hand 70 3
20.1 Rate of return on PLS accounts varies from 4.55% to 11.00% (June 30, 2018: 1.73% to 5.50%). However, the effective rate
for the year is 7.40% (June 30, 2018: 5.08%).
20.2 Included herein are funds earmarked by the Company against the outstanding balance in the Dara F. Dastoor
Scholarship Fund, amounting to Rs. 2.167 (June 30, 2018: Rs. 2.130) million.
20.3 Included herein are balances, aggregating to Rs. 8.553 (June 30, 2018: Rs. 8.501) million, deposited with the Company
by members and an ex-member with respect to certain arbitration cases pending settlement which are shown under
trade and other payables (note 25.1).
20.4 Included herein is Rs. 97.616 (June 30, 2018: Rs. 83.175) million held by the Company on account of disposal of
membership cards and sale proceeds from divestment of 40% shares and 20% shares through public offering and
funds received from LSE financial services limited and ISE tower REIT management company limited of defaulter /
expelled / suspended members which are shown under trade and other payables (note 25.2).
20.5 Included herein Rs 23.856 (June 30, 2018: Rs.21.053) million related to bank profit and dividends received on the
shares of an ex-member as disclosed in note 18.2.
20.6 Included herein interest on amount deposited with the Company on account of divestment of 40% shares of PSX
shareholders Rs. Nil (June 30, 2018:Rs.0.34) million which are shown under trade and other payables (note 25.3)
20.7 Included herein are an unclaimed dividends amounting to Rs. 2.052 (June 30, 2018:Rs.5.610) million.
20.8 Included herein are the Government taxes with the clearing house amounting to Rs.1.957 (June 30, 2018: Rs.14.814)
million.
20.9 Included herein are the PSX members basic deposits amounting to Rs. 66.577 (June 30, 2018:Rs. 203.305) million.
which is shown in note 24.1.
20.10 Included herein Rs. 0.283 (June 30, 2018: 0.475) million deposited with a related party - Habib Bank Limited.
21.1.1 There are 20 sub-leases, for which the Company has received applications from the occupants and currently in the
process of evaluating the same and completing legal and other formalities of its transfer.
152
22. SHARE CAPITAL
June 30, June 30, June 30, June 30,
2019 2018 2019 2018
------- (Rupees in '000) ------- ------- (Rupees in '000) -------
Authorised capital
1,000,000,000 1,000,000,000 Ordinary shares of Rs.10/- each 10,000,000 10,000,000
Issued, subscribed and paid-up capital
801,476,600 801,476,600 Ordinary shares of Rs. 10/- each- (other than cash) 8,014,766 8,014,766
22.1 This includes shares issued against surplus on revaluation of the assets of the Company of Rs.3.288 million (net of tax)
in accordance with the requirements of Stock Exchanges (Corporatization, Demutualization and Integration) Act 2012.
This treatment regarding the surplus has also been approved by the Securities Exchange Commission of Pakistan.
22.2 The shareholders are entitled to receive all distributions including dividends and other entitlements in the form of
bonus and right shares as and when declared by the Company. All shares carry one vote per share without restriction.
24.1 This includes Rs 289.509 million (June 30, 2018: Rs 239.208 million), cash deposit placed by TREC holders against the
Base Minimum Capital requirement with the Exchange in accordance with the Rule Book of PSX.
25.1 This represents amount deposited with the Company by members with respect to certain arbitration cases pending
settlement (note 20.3).
25.2 This represents amount obtained on disposal of membership cards and sale proceeds received from sale of 40%
Divestment and 20% from public offering of PSX Shares of defaulter / expelled / suspended members, from LSE
financial services limited and ISE tower REIT management company limited including profit accrued thereon,
deposited in a separate bank account to be utilised for the settlement of dues of the defaulter members, including
investors claim, if any (notes 20.4 and 19.1).
25.3 This represents interest on amount deposited with the Company on account of divestment of 40% shares of PSX
shareholders.
25.4 Included herein are (a) a sum of Rs. 0.500 (June 30, 2018: Rs. 0.500) million, representing provision in respect of the
assessed liability for the assessment year 1999-2000 and (b) a sum of Rs. 1.184 (June 30, 2018: Rs. 1.184) million,
representing provision for the assessment year 2000-2001 the assessment of which is currently pending finalisation
by the relevant tax authorities.
154
Further, the Inspecting Additional Commissioner raised an additional demand of Rs.19.184 million in respect of
assessment years 1996-97 to 1999-2000 against which various appeals have been filed by the Company with the
Income Tax Appellate Tribunal (ITAT). During the year ended June 30, 2002, the ITAT on appeals filed by the Company
allowed relief to the Company by cancelling the wealth tax orders and allowing exemption under the Wealth Tax Act
1963. Against this decision of the ITAT, during the year ended June 30, 2007, the Income Tax Department filed an
appeal with the Honourable High Court of Sindh against the order issued by the ITAT. Pending the resolution of these
matters, no provision has been made in these financial statements for a sum of Rs.19.184 (June 30, 2018: Rs.19.184)
million (note 26.1.1).
25.5 This includes an amount of Rs.3.364 (30 June 2018: 7.339 ) million with respect to 1% of the total revenue of the
Company. The said amount is booked as liability as required under clause 5(iii)(b) of the Centralized Customer
Protection Fund Regulations 2016 promulgated in April, 2017 .
June 30, June 30,
2019 2018
------- (Rupees in '000) -------
Demographic Assumptions
Mortality rates SLIC 2001-05 SLIC 2001-05
Rate of employee turnover Moderate Moderate
25.6.6 The expected return on plan assets was determined by considering the market expectations and depends upon the
assets portfolio of the fund, at the beginning of the year, for returns over the entire life of the related obligation.
156
25.6.8 Constituents of plan assets Fair Value as at Fair Value as at
June 30, 2019 June 30, 2018
(Rupees in '000) % (Rupees in '000) %
June 30, June 30, June 30, June 30, June 30,
2019 2018 2017 2016 2015
25.6.9 Historical information
----------------------------------- (Rupees in '000) -----------------------------------
Experience adjustment on
plan liabilities (8,976) (23,648) (15,494) (10,541) (21,819)
Experience adjustment on
plan assets (10,978) (2,326) 5,089 (1,802) 8,207
25.6.11 Sensitivity Analysis on significant actuarial assumptions: Actuarial Liability Present value
of Defined
Benefit Percentage
Obligation change
(Rupees in '000)
25.7 Investments out of gratuity fund have been made in accordance with the provisions of Section 218 to the Act and the
rules formulated for this purpose.
26.1.1 Contingency relating to wealth tax amounts to Rs.19.184 (June 30, 2018: Rs 19.184) million is discussed in detail in note
25.4. Pending resolution of this matter, no provision has been made in these financial statements for any liability that
may arise on this account.
2 C.P. # High 2018 PSX vs SRB During the previous year, PSX received show cause notice from Sindh Revenue Board dated 25th April,2018
3602 Court pertaining to Tax year 2013 claiming Sindh Sales Tax (SST) amounting to Rs.56,204,640/- along with default
of Sindh surcharge. SRB has served these notices on the understanding that PSX has provided/rendered taxable services
covered under tariff heading 9825.0000 and 98.13 of Second Schedule to the Sindh Sales Tax Act, 2011 and
therefore such services should have been taxed and deposited accordingly. In view of the same, case has been
filed against the above notice received from SRB, however, PSX’s legal advisor is of the view that show cause notice
issued by SRB is time barred and the period for calling such information in terms of Section 23 of Sindh Sales Tax
On Service Act,2011 is five years. Hence, no provision in this respect has been made in the financial statements.
3 C.P. # High 2019 PSX vs SRB During the year, PSX received show cause notice from Sindh Revenue Board dated 11th May,2019 pertaining to Tax
3421 Court year 2014 claiming Sindh Sales Tax (SST) amounting to Rs.76,955,040/- along with default surcharge. SRB has
of Sindh served these notices on the understanding that PSX has provided/rendered taxable services covered under tariff
heading 9825.0000 and 98.13 of Second Schedule to the Sindh Sales Tax Act, 2011 and therefore such services
should have been taxed and deposited accordingly. In view of the same, case has been filed against the above
notice received from SRB, however, PSX’s legal advisor is of the view that show cause notice issued by SRB is time
barred and the period for calling such information in terms of Section 23 of Sindh Sales Tax On Service Act,2011 is
five years. Hence, no provision in this respect has been made in the financial statements.
4 C.P. # High 2019 PSX vs SRB During the year, PSX received show cause notice from Sindh Revenue Board dated 11th May,2019 pertaining to Tax
3422 Court year 2018 claiming Sindh Sales Tax (SST) amounting to Rs.4,644,868/- along with default surcharge. SRB has served
of Sindh these notices on the understanding that PSX has provided/rendered taxable services covered under tariff heading
9825.0000 and 98.13 of Second Schedule to the Sindh Sales Tax Act, 2011 and therefore such services should have
been taxed and deposited accordingly. In view of the same, case has been filed against the above notice received
from SRB, where, PSX’s legal advisor is of the view that the service charges are received by PSX from NCCPL
pursuant to directions of the SECP in terms of directives issued under section 12(1)(d) read with section 170(1) of the
Securities Act, 2015 which does not include any element of providing taxable services under Sindh Sales Tax Act,
2011. Hence, no provision in this respect has been made in the financial statements.
158
Name of
Case the Court/ Date Principal
S.no Description
Number Agency/ Instituted Parties
Authority
5 C.P. # High 2019 PSX vs SRB During the year, PSX received show cause notice from Sindh Revenue Board dated 25th April ,2019 pertaining to
3302 Court Tax year 2017 claiming Sindh Sales Tax (SST) amounting to Rs.5,278,158/- along with default surcharge. SRB has
of Sindh served these notices on the understanding that PSX has provided/rendered taxable services covered under tariff
heading 9825.0000 and 98.13 of Second Schedule to the Sindh Sales Tax Act, 2011 and therefore such services
should have been taxed and deposited accordingly. In view of the same, case has been filed against the above
notice received from SRB, where, PSX’s legal advisor is of the view that the service charges are received by PSX
from NCCPL pursuant to directions of the SECP in terms of directives issued under section 12(1)(d) read with section
170(1) of the Securities Act, 2015 which does not include any element of providing taxable services under Sindh
Sales Tax Act, 2011. Hence, no provision in this respect has been made in the financial statements.
Name of
Case the Court/ Date Principal
S.no Description Relief Sought
Number Agency/ Instituted Parties
Authority
1 Suit # High 08-09-97 Naeem A lawsuit was filed by five investors against the Company and an ex-member The plaintiffs has filed the present
950/97 Court Rana & 5 for declaration, injunction and recovery of damages, aggregating to Rs.70.00 suit against PSX and its ex-member
of Sindh Others vs. (June 30, 2018: Rs.70.00) million together with interest thereon. The investors for declaration, injunction and
1. M. Rashid
alleged that the Company had unlawfully taken possession and disposed off recovery of damages, aggregating
Jamal (MRJ)
2. Faisal some shares belonging to the petitioners that were lying with the to Rs.70.00 million together with
Jamal 3. ex-member. The legal advisor of the Company considers that above interest thereon.
PSX mentioned lawsuit is expected to be decided in favour of the Company.
Hence, no provision has been made in the financial statements for any liability
that may arise as a result of these lawsuits.
2 Suit # High 06-01-00 Mohammad An ex-member filed a lawsuit against the Company, CDC and the SECP, in the Mr. Hanif Moosa (Plaintiff), who was
749/2000 Court Hanif Honourable High Court of Sindh, for cancelling his membership and declaring declared defaulter by PSX has filed
of Sindh Moosa vs. him as a defaulter for a claim of Rs.300 (June 30, 2018: Rs.300) million, from this Suit for declaration and
1. PSX
each. The Company is of the view that the ex-member was declared as a injunction that PSX had acted
2. CDC
3. SECP defaulter in accordance with its regulations as the said member had not made illegally by canceling his
payments to settle his liability to the Company for the ready clearing dues and membership and declared him
exposure and losses aggregating to Rs.351.392 (June 30, 2018: Rs.351.392) defaulter. His contention was that
million. A sum of Rs.302.882 (June 30, 2018: Rs.302.882) million, including Rs notices dated 16.11.1999, 31.3.2000
6.574 (June 30, 2018: Rs.6.574) million was subsequently realized by the and 27.4.2000 are illegal,
Company from the sale of the assets of the ex-member. ineffective and void-ab-initio. He
has further claimed damages of Rs.
300 million each against PSX and
SECP (def. No. 3).
3 Suit # High 06-02-00 Pak Subsequently, a fund management and investment company filed a lawsuit in The prayer against the PSX is for
735/2000 Court Emerging the Honourable High Court of Sindh against the above mentioned declaration that the undelivered
of Sindh Venture ex-member, CDC, SECP and the Company. The petitioners, alleged that the shares are the property of PEV Ltd.,
Limited
company had unlawfully taken the delivery of shares for which the petitioners seeking permanent injunction from
(PEVL)
vs. had entered into that the Company had unlawfully taken the delivery of creating any interest and a decree
1. shares for which the petitioners had entered into contracts for purchase with of Rs.500 million by way of
Mohammad the ex-member. The petitioners claimed declaration, injunction and delivery damages.
Hanif of the undelivered shares and damages of Rs.500 (June 30, 2018. Rs.500)
Moosa
million from the Company.
2. PSX
Name of
Case the Court/ Date Principal
S.no Description Relief Sought
Number Agency/ Instituted Parties
Authority
4 Suit No. High 30/9/2008 M/s. As a result of a dispute between the Company and a member (suspended), The Plaintiff has claimed in the suit
1388/ Court Investec whereby the member (suspended) was not sharing certain information damages as follows: -
2008 of Sindh Securities relating to trading of shares, the Company complained to the SECP and the
(Pvt.) Ltd Vs. member (suspended) fearing about any coercive action by the Company and i) Damages against PSX to the
PSX, SECP SECP, filed a suit against the Company in the Honourable High Court of amount of Rs.100,000,000/-
& CDC Sindh. However, the SECP before filing the law suit by the member , had
already suspended the license of the brokerage of the member. The member ii) Damages against PSX and SECP
(suspended) has filed the above law suit for declaration, permanent to the amount of
injunction, mandatory injunction and damages of Rs.2,000 (June 30, 2018: Rs.1,900,000,000/- due to
Rs.2,000) million against the Company. The legal advisor of the Company keeping the Plaintiff’s
considers that above mentioned lawsuit is expected to be decided in favour membership suspended beyond
of the Company. Hence, no provision has been made in the financial the scope of Order dated
statements for any liability that may arise as a result of these lawsuits. 9-10-2003.
5 C.P. # High 30/4/2008 PSX The Islamabad Stock Exchange (Guarantee) Limited filed a complaint with the Islamabad Stock Exchange had
786/2008 Court Vs Competition Commission of Pakistan (CCP) against the Company alleging filed a complaint with Competition
of Sindh Fed. Of abuse of its dominant position in securities market in contravention of Section Commission against PSX alleging
Pakistan 3 of the Competition Ordinance, 2007. The CCP passed directed the abuse of its dominant position in
CompetitionCompany to take corrective measures along with the other exchanges of securities market in contravention
Pakistan and in case of failure to comply with the direction of the CCP, the of Section 3 of the Competition
Commission Company will be liable to pay a penalty of Rs. 50 (June 30, 2018: Rs.50) Ordinance, 2007. PSX filed its reply
of Pak. million and additional penalty of Rs.250,000 per day for each day of to the Commission. However, the
non-compliance. The Company has filed an appeal before the Supreme Court Commission, without giving due
against the CCP's Order. As per the legal advisor, the Company has a consideration to the PSX’s reply,
reasonable case in respect of the above. Hence, no provision for any liability issued a Show Cause Notice to
which may arise in this regard has been made in the financial statements. PSX for taking action under the
Ordinance. Thereupon, PSX filed
this Petition in the Court seeking its
order, among others, for declaring
the Show Cause Notice as
unlawful.
6 Suit High 26/4/2017 PSX Vs. During the year 2016-17, the Company has received a demand notice After, disposal of case in Supreme
No.1086 Court KW&SB & amounting to Rs. 32.19 million from Karachi and Water Sewerage Board Court, KW&SB again demanded
/2017 of Sindh Others (KWSB) in respect of water, sewerage, conservancy and fire charges. Rs.32,167,196/- from the Exchange
However, the Company is of the view, that since the Company is not receiving on account of water and sewerage
any sort of utilities from KWSB therefore, such demand is not valid. In view of service charges and stated that in
the same, a case has been filed by the Company in the court of law against case of failure to pay they will
the above demand of KWSB. The matter is currently pending adjudication disconnect the existing service
and based on the view of the legal advisor of the Company positive outcome pipelines of water and sewerage
is expected in favour of the Company and hence no provision has been made connections of the Exchange.
by the management against the above demand in these financial statements. Consequently, the Exchange filed
Suit No.1086/2017 for Declaration,
Permanent Injunction & Other
Relieves in the Sindh High Court.
7 Suit High 2018 A.H.M. In brief, the present case is filed by 93 TREC holders against PSX alleging that Therefore, the Plaintiffs in the
No.1722 Court Securities PSX has unlawfully without following relevant Regulations raised its IT present case want the court to
/2018 of Sindh (Pvt.) Ltd & Charges. Therefore, the Plaintiffs in the present case have sought following grant damages of Rs.500 million
Others Vs. reliefs from the Court against PSX: - against PSX along with such further
PSX 1. Restrain PSX from imposing and/or collecting new IT Charges; sums as may be determined at the
2. Declare the imposition of IT Charges, over and above the trading fee time of hearing/disposal;
charged on the value of each transaction in lieu of services provided to
the Plaintiffs, to be unlawful, unauthorized and a nullity;
3. Declare the decision of increasing the IT Charges to be unlawful,
unauthorized, malafide and void ab initio;
160
Name of
Case the Court/ Date Principal
S.no Description Relief Sought
Number Agency/ Instituted Parties
Authority
8 Suit # High 2003 M/s. Diamond This is a suit for Declaration, Injunction and Damages amounting to about Rs. However, a decree of only Rs.
480/2003 Court Industries Ltd. 10.0 billion.The Plaintiff has alleged that he was carrying out shares trading 743.026 million has been sought
of Sindh vs. through Mr. Hanif Moosa who was declared defaulter due to illegal act of PSX against the PSX.
Mr. Arif Habib
and its office bearers/management and thereby they suffered heavy losses.
Mr. Salim
Chamdia Written statement has been filed by us. The case fixed for hearing of
Mr. Aqeel application is being adjourned from time to time on the request of Plaintiff’s
Karim Dhedhi advocate.
Mr. A. Ghaffar
Usman
Moosani
Mr. Shahid
Ghaffar
PSX, SECP &
CDC
9 Suit # High 2003 Mr. Iftikhar This is a suit for Declaration, Injunction and Damages for about Rs. 5.0 billion. In addition, a decree for about Rs.
481/2003 Court Ahmed Shafi It has been alleged in the suit that the Defendants manipulated the prices of 306 million has also been sought
of Sindh vs. securities, as a result Mr. Hanif Moosa, Member-PSX who was holding his against the PSX.
Mr. Arif Habib shares defaulted and he suffered losses. The written statement prepared by
Mr. Salim
our counsel on behalf of former directors and PSX has been filed in court. The
Chamdia
case fixed for hearing of application is being adjourned from time to time on
Mr. Shahid
Ghaffar the request of Plaintiff’s advocate.
PSX, SECP &
CDC
10 Suit # High 2003 Mian Nisar It has been alleged that the Plaintiff was trading in shares with Mr. Hanif This suit is for Declaration,
633/2003 Court Elahi Moosa, Member-PSX who was declared defaulter due to market crisis and his Injunction and Damages of about
of Sindh vs. share were fraudulently sold and therefore he suffered losses. The written Rs. 428.44 million has been sought
PSX, Mr. Arif statement prepared by our counsel on behalf of former directors and PSX has against the PSX.
Habib, Mr.
been filed in court. The case fixed for hearing of application is being
Salim
adjourned from time to time on the request of Plaintiff’s advocate.
Chamdia,
SECP, CDC,
Mr. Hanif
Moosa and
Moosa Noor
Muhammad
Shahzad &
Co
11 Suit # High 2003 M/s. Shafi This is a suit for Declaration, Injunction and Damages of about Rs. 1.7 billion.It However, a decree for only Rs.
639/2003 Court Chemical has been alleged that due to unlawful and malafide acts of Defendants the 49.77 million has been sought
of Sindh Industries securities deposited by Plaintiff with his brokers were made worthless and he against the PSX.
vs. suffered losses. The written statement prepared by our counsel on behalf of
Mr. Arif
former directors and PSX has been filed in court. The case fixed for hearing
Habib, Mr.
of application is being adjourned from time to time on the request of Plaintiff’s
Salim
Chamdia, Mr. advocate
Aqeel Karim
Dhedhi,
Mr. Shahid
Ghaffar, PSX,
SECP & CDC
Name of
Case the Court/ Date Principal
S.no Description Relief Sought
Number Agency/ Instituted Parties
Authority
12 Case Court of 2019 Junaid In brief, the present case is filed by Ex-Employee, whose services were The Ex-Employee has sought relief
No.5/2019 Commissioner Hussain Vs. discontinued by PSX with effect from 7-9-2018 after payment and settlement against PSX in the following
(15) for Workmen PSX of his all dues along with 6 month salaries and allowances in lieu of notice manner: -
(South) Division, period.
Karachi Directions to PSX to pay the illegal
In the present case, the said Ex-Employee alleged that due to his illegal deduction of Rs.256,586,280/-
severance by PSX, he has suffered financial loss of Rs.17,792,028/- on besides other legal dues i.e. Leave
account of his future earnings at PSX. He further alleged that he is entitled for Encashment, Group Insurance and
an amount of Rs.7,866,600/- on account of his future other dues. He further Medical Allowance etc.
claimed ten times penalty on the above-referred demanded amounts.
26.2.1 In addition to the above stated litigations, there are various other lawsuits filed by ex-members and / or their customers
and penalties imposed by the CCP and SECP, which the Company is currently contesting in various courts of laws /
forums. Following are the issues in relation to such litigations / penalties:
- Customer of members claiming for losses on their investments arising due to fixation of floor prices by the Company.
- Customer of members claiming for losses due to certain activities of members resulting in financial loss to the
customers.
- Third party claiming for damages from Company for putting restriction for operating in office premises which the third
party bought from ex-member.
- Counter claim of a member against the penalties imposed by the PSX due to non-compliance of certain Regulations
by the member.
The cumulative financial impact of these various litigations is estimated to be Rs. 45.190 (June 30, 2018 restated : Rs.
45.190) million. .
The total cummulative impact of contingencies stated in note 26.2 and 26.2.1 amounts to Rs 11,345 (June 30, 2018 : Rs.
9,846,101) million The management of the Company, based on legal advisors opinions, believes that the Company has
reasonable position in respect of these litigations. Hence, no provision for any liability which may arise in this regard
has been made in the financial statements of the Company
26.2.2 In addition, these are certain other cases relating to ex-member's default filed against other defendants and the PSX
wherein, the chances of decision going against the PSX are remote.
162
26.3 Commitments
Aggregate commitments for capital expenditure at June 30, 2019 were Rs. Nil (June 30, 2018: Rs 7.589) million.
28.1 The Company uses automated securities trading systems (known as ‘KATS’), which process significant volumes of
trading transactions on a real-time basis. the revenue recognition of these fees rely on the KATS trading data
processing which involves automated controls, system generated information and system interfaces. The Company
operates under IT Governance framework and follows well defined policies in relation to controls over IT applications
and related processes such policies and controls are subject to review of IT Steering Committee and the Audit
Committee of the exchange.
28.2 During the period, the performance of the stock market presented a downwards trend as compared to comparative
period, having an adverse impact on the traded value and volumes and consequently the trading fee revenue declined
by 22%.
June 30, June 30,
29. MARK-UP / INTEREST INCOME Note 2019 2018
------- (Rupees in '000) -------
Return on:
Government securities 109,158 82,808
PLS saving accounts 23,477 33,888
132,635 116,696
30.1 Included herein is a sum of Rs.28.836 (June 30, 2018: Rs.26.406) million in respect of retirement benefits.
30.2 Donations are paid to Diamer Bhasha and Mohmand Dam Fund,World Wide Fund and Family Educational Services as
per the policy approved by Board of Directors, in which none of the directors of the Company is interested in any
capacity.
164
June 30, June 30,
Note 2019 2018
------- (Rupees in '000) -------
30.3 Auditors' remuneration
33.1 The numerical reconciliation is not provided as the tax charge of the Company is mainly comprise of minimum tax and
tax at reduced rates under the relevant sections of Income Tax Ordinance, 2001.
33.2 The company computes tax based on the generally accepted interpretations of the tax laws to ensure that sufficient
provision for the purpose of taxation is available which can be analysed as follows:
June 30, 2019
Provision Tax
for taxation assessed
------- (Rupees in '000) -------
2018 53,994 53,994
2017 82,734 77,713
2016 77,138 77,138
(Numbers in ‘000)
Weighted average number of ordinary shares outstanding during the year 801,476 801,476
(Rupees)
The aggregate amounts charged in the financial statements for the year in respect of remuneration, including benefits,
to the Managing Director and Directors of the Company are as follows:
June 30, 2019
Chief
Executive
Officer Directors Executives Total
----------------------- (Rupees in '000) -----------------------
Number *2 15 60
166
June 30, 2018 (Restated)
Chief
Executive
Officer Directors Executives Total
----------------------- (Rupees in '000) -----------------------
Number *2 14 51
35.1 The Managing Director of the Company was also provided with the free use of Company owned and maintained car
along with furnished accommodation.
* During the year i.e. July 2018 - June 2019, Company Secretary was appointed in the capacity of Acting Managing
Director from June 12, 2019.
35.2 The payment allocation of bonus from the overall accrual was finalised subsequent to the issuance of the financial
statements for the year ended June 30, 2018 and therefore, it has been reflected in the corresponding figures now.
The related parties comprise of associates, staff gratuity fund, directors and key management personnel. The
Company in the normal course of business carries out transactions with various related parties.
36.1 Following are the details of transactions with related parties during the year ended June 30, 2019 and June 30, 2018:
Associate Company
Habib Bank Limited (HBL) 1,844 1,500
10,104 21,485
168
June 30, June 30,
2019 2018
Note ------- (Rupees in '000) -------
Associate Company
Habib Bank Limited (HBL) 249 275
452 744
Dividend income
Associate Company
Central Depository Company of Pakistan Limited (CDCPL) 63,348 72,843
National Clearing Company of Pakistan Limited (NCCPL) - 94,925
VIS- Credit Rating Company Limited 1,750 -
65,098 167,768
Associate Company
Income from Marginal Trading System - NCCPL 24,330 27,699
Associate Company
CDC fees - CDCPL 987 6,690
Dividend Paid
Associate Company
Shanghai Stock Exchange - 16,030
Shenzhen Stock Exchange - 10,018
China Financial Futures Exchange - 34,064
Pak China Investment Company Limited - 10,018
Habib Bank Limited (HBL) - 10,018
- 80,148
Reimbursement of Expenses
Associate Company
China Financial Futures Exchange 16,661 -
Name Designation
Muhammad Rafique Umer Acting CEO / Company Secretary
Ahmed Ali Mitha Chief Financial Officer
Muhammad Abbas Mirza Acting Chief Regulatory Officer
Mahmood Siddique Head of Information Technology
Farhan Ansari Head of Internal Audit
Afsheen Khan Acting Head of Information Security
170
36.2 Following are the details of outstanding balances with related parties for the year ended June 30, 2019 and for the
year ended June 30, 2018:
June 30, June 30,
2019 2018
Note ------- (Rupees in '000) -------
Facilities and Equipment Receivable
Common Directorship
UBL Fund Managers Limited 52 -
Ghani Global Glass Limited 7 -
59 -
Associate Company
Receivable from Margin Trading System - NCCPL 13,066 16,866
The Company’s principal financial liabilities comprise long term and short term deposits, accrued and other liabilities.
The financial assets comprise of short term investments, cash at bank, trade debts, loans and advances, long term
deposits and other receivables.
The Company is exposed to market risk, credit risk and liquidity 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 comprise of interest rate risk, equity price risk and currency risk. The Company is exposed
to market risk as a result of mismatches or gaps in the amounts of financial assets and financial liabilities that mature
or reprice in a given period. The Company manages this risk by matching the repricing of financial assets and liabilities
through risk management strategies.
ANNUAL REPORT 2019 171
PAKISTAN STOCK EXCHANGE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED JUNE 30, 2019
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. The Company’s exposure to the risk of changes in market interest rates relates
primarily to the Company’s short term investments and bank deposits in saving accounts. At the balance sheet date,
the interest rate profile of the Company’s interest-bearing financial instruments is as follows:
The following table demonstrates the sensitivity of Company's income for the year to a reasonably possible change in
interest rates, with all other variables held constant.
Effect on profit
June 30, June 30,
2019 2018
Change in basis point ------- (Rupees in '000) -------
172
37.3 Foreign currency risk
Foreign currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in foreign exchange rates. The Company's exposure to the risk of change in foreign exchange rates relates
only to the bank balance in saving accounts maintained in US dollars amounting to Rs. 20.250 (June 30, 2018:
Rs.14.224) million [US dollars 0.123 (June 30, 2018: US dollars 0.117) million].
The following table demonstrates the sensitivity to a reasonably possible change in the US dollar exchange rate, with
all other variables held constant, of the Company's income before tax and reserves.
Change in Effect on Effect on
US dollar profit before reserves
rate tax
------- (Rupees in '000) -------
June 30, 2019 +10% 2,025 2,025
-10% (2,025) (2,025)
37.4.1 Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party
to incur a financial loss.
The Company is exposed to credit risk on its short term investments, deposits, trade debts, loans and advances, cash
at bank and other receivables. The table below shows the maximum exposure to credit risk for the components of the
balance sheet.
June 30, June 30,
Note 2019 2018
Financial assets ------- (Rupees in '000) -------
Government Securities
- Market treasury bills 1,497,907 1,666,198
- Pakistan Investment Bonds (PIBs) 240,305 -
Cash at bank 243,515 413,073
Trade debts 37.4.2 90,099 57,581
Loans and advances 19,754 19,698
Long term deposits 43,933 41,896
Other receivables 113,369 130,808
2,248,882 2,329,254
37.4.2 This includes trade debts of Rs. 0.477 million which are past due but not impaired.
37.4.3 Concentration of credit risk exists when changes in economic or industry factors affect the group of counterparties
whose aggregate credit exposure is significant in relation to the Company’s total credit exposure. The Company’s
portfolio of financial assets is broadly diversified and transactions are entered into with diverse credit worthy
counterparties thereby mitigating any significant concentration of credit risk. The table below analyses the credit
quality of Company's exposure with respect to cash at bank only:
June 30, June 30,
2019 2018
Ratings * Note ------- (%) -------
37.4.4 The IFRS 9 classification of financial assets and liabilities of the Company are as follows:
Financial Debt Equity Financial Total
assets investments investments liabilities
(other than at amortized at fair value at amortized
investments) cost through OCI cost
- At amortized
cost
----------------------------------- (Rupees in '000) -----------------------------------
Financial assets
Cash and bank balances 243,585 - - - 243,585
Investments - net - 1,830,874 86,903 - 1,917,777
Loans and advances 21,164 - - - 21,164
Trade debts 90,099 - - - 90,099
Other receivables 106,334 - - - 106,334
Financial liabilities
Long term deposits - - - 299,859 299,859
Other liabilities - - - 926,652 926,652
37.4.5 The bank balances and investment in debt securities are classified in Stage 1 under the requirements of IFRS 9.
174
37.5 Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulties in releasing funds to meet commitments associated
with financial liabilities. Liquidity risk may result from an inability to sell a financial asset quickly at an amount close to
its fair value.
The Company's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity
to meet its liabilities when due, under both normal and stressed conditions, without incurring losses or risking damage
to the Company's reputation. The table below summarizes the maturity profile of Company's financial liability:
June 30, 2019
On Upto More than Total
demand three one year
months
---------------------- (Rupees in '000) ----------------------
Long term deposits 299,859 - 3,470 303,329
Trade and other liabilities 1,106,061 - - 1,106,061
Total 1,405,920 - 3,470 1,409,390
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date.
Fair value of government securities is determined by reference to the quotation obtained from the brokers on the
Reuters page. The fair values of financial assets and liabilities of the Company, other than government securities,
approximate their carrying amount due to short-term maturities of these instruments.
The Company uses the following hierarchy for disclosure of the fair value of financial instruments by valuation
technique:
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.
The table analyses financial and non-financial assets measured at the end of the reporting period by the level in the
fair value hierarchy into which the fair value measurement is categorised:
June 30, 2019
Level 1 Level 2 Level 3 Total
---------------------- (Rupees in '000) ----------------------
* As at June 30, 2019, the Company's long term investments are in unquoted securities (see note 11), which are carried
at fair value. The fair value of such investments is determined by using level 3 techniques. The Company has used
income approach (i.e. a present value technique) to value its investment in Pakistan Mercantile Exchange Limited
(PMEX). For this purpose, the financial projections have been derived from the buisness plans prepared by the
management and duly approved by PMEX Board of Directors. The key assumptions used are terminal growth rate 5%
and discount rate 23.14%. The fair value of investment in VIS Credit Rating Company has been determined based on
the net asset value due to limited financial information available.
These financial statements have been authorised for issue on August 28, 2019 by the Board of Directors of the
Company.
39.1 The number of employees as at June 30, 2019 were 238 (June 30, 2018: 263).
39.2 Average number of employee during the year as at June 30, 2019 were 253 (June 30, 2018 :269).
176
40. GENERAL
40.1 The Board of Directors in their meeting held on August 28, 2019 proposed no final cash dividend for the financial year
ended June 30, 2019 (June 30, 2018: Nil%) i.e. Re Nil ( June 30, 2018: Re Nil) per, amounting to Rs Nil ( June 30, 2018 :
Rs Nil) for the approval of the shareholders in the Annual General Meeting to be held on October 10, 2019.
40.2 Figures have been rounded off to the nearest thousand rupees.
40.3 There are no significant reclassifications / restatements of corresponding figures other than as disclosed in note 4.2 to
the financial statements.
178
Number of Shareholdings Total Number of Shareholdings Total
Shareholders Shares Held Shareholders Shares Held
1 1140001 to 1145000 1,142,953 1 2105001 to 2110000 2,106,194
2 1150001 to 1155000 2,305,453 1 2115001 to 2120000 2,117,853
1 1155001 to 1160000 1,159,458 1 2160001 to 2165000 2,162,772
1 1165001 to 1170000 1,166,121 2 2200001 to 2205000 4,405,906
2 1200001 to 1205000 2,406,147 1 2500000 to 2505000 2,500,000
1 1215001 to 1220000 1,219,941 1 2515001 to 2520000 2,515,953
1 1250001 to 1255000 1,252,953 1 2700001 to 2705000 2,704,380
1 1255001 to 1260000 1,256,453 1 2900000 to 2905000 2,900,000
2 1300001 to 1305000 2,607,406 1 2935000 to 2940000 2,935,000
1 1320001 to 1325000 1,320,183 1 3000001 to 3005000 3,001,000
1 1325001 to 1330000 1,326,453 1 3300001 to 3305000 3,303,887
1 1350001 to 1355000 1,350,619 1 3350000 to 3355000 3,350,000
1 1375001 to 1380000 1,377,953 1 3365001 to 3370000 3,369,965
1 1380001 to 1385000 1,381,194 1 4500000 to 4505000 4,500,000
1 1395001 to 1400000 1,397,453 1 4845001 to 4850000 4,849,198
1 1400001 to 1405000 1,402,953 1 7200000 to 7205000 7,200,000
2 1415001 to 1420000 2,837,943 1 8115001 to 8120000 8,116,600
1 1430001 to 1435000 1,431,500 2 9600000 to 9605000 19,200,000
1 1445001 to 1450000 1,446,953 1 12800000 to 12805000 12,800,000
1 1490001 to 1495000 1,494,184 1 15125001 to 15130000 15,125,500
2 1500000 to 1505000 3,002,953 1 39805001 to 39810000 39,805,018
1 1540001 to 1545000 1,542,553 3 40070001 to 40075000 120,221,490
2 1550000 to 1555000 3,102,953 1 64115001 to 64120000 64,118,128
2 1570001 to 1575000 3,145,906 1 136250001 to 136255000 136,251,022
19 1585001 to 1590000 30,209,007 2089 801,476,600
1 1590001 to 1595000 1,591,500
1 1595001 to 1600000 1,597,953
56 1600001 to 1605000 89,765,268
1 1610001 to 1615000 1,613,953
1 1625001 to 1630000 1,627,953
2 1640001 to 1645000 3,287,387
1 1645001 to 1650000 1,649,953
1 1750001 to 1755000 1,752,953
1 1765001 to 1770000 1,769,940
1 1785001 to 1790000 1,788,953
3 1800000 to 1805000 5,403,406
1 1850001 to 1855000 1,852,953
18 1900001 to 1905000 34,254,154
1 1965001 to 1970000 1,965,953
2 2000001 to 2005000 4,005,906
1 2010001 to 2015000 2,014,953
1 2080001 to 2085000 2,081,194
General Public
Local 1788 40,229,605 5.02%
Foreign - - 0.00%
Others
Joint Stock Companies 263 300,119,297 37.45%
Foreign Companies 19 224,690,261 28.03%
180
AUDITORS’ REPORT ON
OPERATIONS AND IT SYSTEMS
184
2
186
2
188
4
190
ANNUAL REPORT 2019 191
192
ANNUAL REPORT 2019 193
This Page is Left Intentionally Blank
194
FORM OF PROXY
72nd Annual General Meeting
Witnesses:
1. Signature _____________________________________
Name _____________________________________
Address _____________________________________
CNIC/Passport No. _____________________________________
2. Signature _____________________________________
Name _____________________________________
Address _____________________________________
CNIC/Passport No. _____________________________________
Notes:
1. This Proxy Form, duly completed and signed, must be received at the Registered Office of the Company, not less
than 48 hours before the time of holding the meeting. A proxy need not to be a member of the Company.
2. The Proxy Form shall be witnessed by two persons whose names, addresses and CNIC numbers shall be mentioned
on the form.
3. Attested copies of CNIC of the appointer and the proxy-holder shall be furnished with the Proxy Form.
4. The proxy-holder shall produce his/her original CNIC at the time of the meeting.
5. In case of corporate entity, the Board of Directors’ Resolution / Power of Attorney with specimen signature shall be
submitted along with Proxy Form.