Facing Challenges & Delivering in Tough Times: Annual Report 2020
Facing Challenges & Delivering in Tough Times: Annual Report 2020
Facing Challenges & Delivering in Tough Times: Annual Report 2020
Our Mission
Provide its customers with the best possible products and services in the
healthcare and consumer industry.
Ever evolving in-step with the changing market place to maintain its
leadership role.
Work today for a better and secure tomorrow for all its stake holders
through innovation, new product development and sound business
practices which would grow and live beyond each one of us.
Passion
• Source of energy in the workplace
• Demonstrates entrepreneurial drive
• Shows grit
Integrity
• Creates transparency
• Acts fairly & honestly
Partnership
• Collaborates selflessly
• Behaves respectfully
• Seeks to create value for IBL Group, its partners and society
Excellence
• Takes ownership of current role and beyond
• Delivers quality work
• Strives for continuous improvement
Searle was faced with the gigantic task of safety and well-being
of healthcare providers, doctors, nurses, community members,
its employees, and patients at large. Searle has taken a road
less traveled and decided to rise to the situation by initiating
a rigorous and intense drive to produce and provide not only
essential and live-saving medicines to its patients, but also PPEs,
testing kits, screening and detection tools for the healthcare
providers, employees and community members.
Company Secretary
Mr. Zubair Razzak Palwala
Auditors
A. F. Ferguson & Co.
Legal Advisors
Mohsin Tayebaly & Co.
ORDINARY BUSINESS
1. To confirm the minutes of extraordinary general meeting held on May 18, 2020.
2. To receive, consider and adopt the audited financial statements for the year ended June 30, 2020 together
with the Directors’ and Independent Auditors’ reports thereon.
3. To declare and approve final cash dividend @ 25% i.e. PKR 2.50 per share of PKR 10/- each for the financial
year ended June 30, 2020, as recommended by the Board of Directors.
4. To appoint Auditors and fix their remuneration for the year ending June 30, 2021. The present Auditors, M/s.
A. F. Ferguson & Co., Chartered Accountants, retire and being eligible, offer themselves for re-appointment.
5. To elect seven (7) directors of the Company as fixed by the Board of Directors, in accordance with the
provisions of Section 159(1) of the Companies Act, 2017, for the next term of three (3) years. The names of
retiring Directors are as follows:
SPECIAL BUSINESS
6. To approve the remuneration of Executive Director(s) including the Chief Executive Officer and, if thought
appropriate, to pass with or without modification(s) the following resolutions as ordinary resolution:
“RESOLVED that the Chief Executive Officer and one full-time working director will be paid an amount not
exceeding PKR 112 million which includes allowances and other benefits as per terms of their employment
for the year ending June 30, 2021 be and is hereby approved. Further, the Chief Executive Officer and
Executive Director are entitled for free use of Company maintained transport for official and private purposes
as approved by the Board.”
7. To ratify and approve transactions conducted with Related Parties for the year ended June 30, 2020 by
passing the following special resolution with or without modification:
“RESOLVED that the transactions carried out with Related Parties as disclosed in the note 43 of the
unconsolidated financial statements for the year ended June 30, 2020 and specified in the Statement of
Material Information under section 134(3) of the Companies Act, 2017 be and are hereby ratified, approved
and confirmed.”
8. To authorize the Board of Directors of the Company to approve transactions with Related Parties for the
financial year ending June 30, 2021 by passing the following special resolution with or without modification:
“RESOLVED that the Board of Directors of the Company be and is hereby authorized to approve the
transactions to be carried out with Related Parties on case to case basis for the financial year ending June 30,
2021.
FURTHER RESOLVED that these transactions by the Board shall be deemed to have been approved by the
shareholders and shall be placed before the shareholders in the next Annual General Meeting for their formal
ratification/approval.”
“Attached to this notice is Statement of Material Facts concerning the special business, as required
under section 134(3) of the Companies Act, 2017 and ordinary business under Section 166(3) of the
Companies Act, 2017”
By order of the Board
NOTES:
A. Book closure
The share transfer books will remain closed from October 22, 2020 to October 28, 2020 (both days inclusive).
Transfers received in order at the office of Company’s Share Registrar, M/s. CDC Share Registrar Services
Limited (CDCSRSL), CDC House, 99 – B, Block ‘B’, S.M.C.H.S., Main Shahra-e-Faisal, Karachi-74400 at the
close of business on October 21, 2020 shall be considered in time for the purpose of attending the Annual
General Meeting and entitlement of cash dividend.
In accordance with SECP Circular No. 5 of 2020 dated March 17, 2020, the Company will be taking
measures for managing the annual general meeting of the Company in consonance with the Government’s
restrictions on public gatherings. Accordingly, the following information is set out below for the convenience
of the shareholders of the Company:
i) Shareholders are urged to send by email, WhatsApp or any other electronic mean or by post or courier
their comments/suggestions for the proposed agenda item of the annual general meeting. The
details are set out below:
Email address: [email protected]
WhatsApp No.: + 92 300 2700130
Cell phone No.: + 92 300 2700130
Registered Office The Searle Company Limited
Address: 2nd Floor, One IBL Center, Plot No. 1, Block 7 & 8, Tipu Sultan Road, Off
Shahra-e-Faisal, Karachi
ii) Shareholders of the Company can also attend the annual general meeting via video link to login and
participate in the proceedings of the annual general meeting through their smartphones or computer
devices from their homes or any convenient location after completing meeting attendance formalities.
Shareholders interested in attending the annual general meeting via video link are requested to have
their particulars registered at least 24 hours before the time of annual general meeting with the Company
Secretary at the following address:
Email address: [email protected]
The login facility will be opened at 4:45 p.m. on October 28, 2020 enabling the participants to join the
proceedings which will start at 5:45 p.m. sharp.
The shareholders are requested to provide the information as per the below format. The video link will be sent
to the shareholders on the email address provided in the below table:
S. No. Name of Shareholder CNIC No. Folio No. Cell No. Email address
All members are entitled to attend, speak and vote at the annual general meeting. A member may appoint a
proxy to attend, speak and vote on his/her behalf. The proxy need not be a member of the Company. Proxies
in order to be effective must be received by the Company’s Registered Office: 2nd Floor, One IBL Center, Plot
No. 1, Block 7 & 8, Tipu Sultan Road, Off Shahrah-e-Faisal, Karachi-75530 not less than 48 hours before the
meeting.
An individual beneficial owner of the shares must bring his/her original CNIC or Passport, Account and
Participant’s ID numbers to prove his / her identity. A representative of corporate members, must bring the
Board of Directors’ Resolution and/or Power of Attorney and the specimen signature of the nominee. CDC
account holders will further have to follow the guidelines as laid down in Circular No. 1 dated January 26, 2000
issued by the Securities and Exchange Commission of Pakistan.
In accordance with the provisions of Section 242 of the Companies Act, 2017 and Companies (Distribution of
Dividends) Regulation 2017, a listed company, is required to pay cash dividend to its shareholder only through
electronic mode directly into the bank account designated by the entitled shareholder. In this regard, The
Searle Company Limited has already sent letters and Electronic Credit Mandate Forms to the shareholders
and issued various notices requesting the shareholders to comply with the requirements of providing their
International Bank Account Number (IBAN).
Those shareholders who have still not provided their IBAN are once again requested to fill in “Electronic
Credit Mandate Form” as reproduced below and send it duly signed along with a copy of valid CNIC to their
respective CDC participant / CDC Investor account services (in case of shareholding in Book Entry Form) or to
the Company’s Share Registrar M/s. CDC Share Registrar Services Limited (CDCSRSL), CDC House, 99-B,
Block ‘B’, S.M.C.H.S., Main Shahrah-e-Faisal, Karachi-74400 (in case of shareholding in Physical Form).
Details of Shareholder
Name of shareholder
Folio / CDS Account No.
CNIC No.
Cell number of shareholder
Landline number of shareholder, if any
Email
Details of Bank Account
It is stated that the above-mentioned information is correct and in case of any change therein, I / we will
immediately intimate Participant / Share Registrar accordingly.
_____________________
Signature of shareholder
I) Pursuant to the provisions of the Finance Act 2019 effective July 1, 2019, the rate of deduction of income tax
from dividend payment under the Income Tax Ordinance, 2001 have been revised as under:
Shareholders whose names are not entered into the Active Tax-payers List (ATL) available on the website of
FBR, despite the fact that they are filers, are advised to immediately make sure that their names are entered
in ATL, otherwise tax on their cash dividend will be deducted @ 30% instead of 15%.
II) Withholding Tax exemption from the dividend income, shall only be allowed if copy of valid tax exemption
certificate is made available to Company’s Share Registrar by the first day of book closure.
III) As per the clarification issued by FBR, withholding tax will be determined separately on “Filer/Non-filer” status
of principal shareholder as well as joint-holder(s) based on their shareholding proportions.
If the shares are not ascertainable then each account holder will be assumed to hold equal proportion of
shares and the deduction will be made accordingly. Therefore, all shareholders who hold shares jointly are
required to provide shareholding proportions of principal shareholder and joint-holder(s) in respect of shares
held by them to the Registrar and Share Transfer Agent in writing as follows:
IV) The corporate shareholders having CDC accounts are required to have their NTN updated with their respective
participants, whereas corporate physical shareholders are requested to send a copy of their NTN certificate
to the Company’s Share Registrar. The shareholders while sending NTN or NTN certificates, as the case may
be, must quote the company name and their respective folio numbers.
F. Election of Directors
Any member, who seeks to contest the election of Directors, whether he/she is retiring Director or otherwise,
shall file with the Company at its registered office 2nd Floor, One IBL Centre, Block 7 & 8, D.M.C.H.S., Tipu
Sultan Road, off Shahrah-e-Faisal, Karachi not later than fourteen (14) days before the meeting, the following
documents:
i) Notice of his/ her intention to offer himself/herself for election of Directors in terms of Section 159 of the
Companies Act, 2017.
ii) His/her Folio No./CDC Investor Account No./CDC Participation ID No./Sub-Account No.
iii) Consent to act as a Director in Form-28 under Section 167 of the Companies Act, 2017.
iv) A detailed profile along with correspondence address and contact information for placement on
Company’s website as required under SECP’s SRO 1196(I)/2019 dated October 3, 2019.
v) The members who intend to contest election as Independent Directors shall submit a declaration under
clause 6(3) of the Listed Companies (Code of Corporate Governance) Regulations, 2019 that he/she
qualifies the criteria of eligibility and independence notified under Section 166 of the Companies Act,
2017 and Regulations issued thereunder and that their names are listed on the data bank referred in
Section 166(1) of the Companies Act, 2017.
vi) Detail of other Directorship(s) and office(s) held.
vii) Attested copy of valid CNIC / Passport and National Tax Number (NTN).
The qualification of a Director shall be holding shares in the Company of the nominal value of PKR 5,000/- in
terms of Articles 49 of the Articles of Association of the Company.
If the number of persons who offer themselves to be elected is more than the number of Directors fixed under
Section 159(1) of the Companies Act, 2017, then the Company shall provide members with the option of
e-voting or voting by postal ballot in accordance with the provisions of Companies (Postal Ballot) Regulations,
2018.
Members can also avail video conference facility at Lahore and Islamabad. In this regard, please fill the
following form and submit to registered address of the company ten days before holding of the annual general
meeting.
If the company receives consent from members holding in aggregate 10% or more shareholding residing at
a geographical location, to participate in the meeting through video conference at least 10 day prior to day of
meeting, the company will arrange a video conference facility in the city subject to availability of such facility in
that city.
_______________________
Signature of Member
The Company will intimate members regarding venue of video conference facility at least five days before the
date of annual general meeting along with the complete information necessary to enable them to access the
facility.
Members who desire to receive financial statements and notice of annual general meeting through email
are requested to send their consent on Standard Request Form available on company’s website www.
searlecompany.com in order to avail the facility. The financial statements and notice of annual general meeting
are also available on company’s website.
I. Postal Ballot/E-Voting
In accordance with the Companies (Postal Ballot) Regulations 2018, for the purpose of approval of any
agenda item, members will be allowed to exercise their vote through postal ballot i-e, by post or e-voting, in
the manner and subject to conditions contained in aforementioned regulations.
Members are requested to notify changes in their address, if any, immediately to the Company’s Share
Registrar, CDC Share Registrar Services Limited, CDC House, 99 – B, Block ‘B’, S.M.C.H.S., Main Shahra-
e-Faisal, Karachi-74400.
STATEMENT OF MATERIAL FACTS UNDER SECTION 134 (3) OF THE COMPANIES ACT, 2017
The approval is being sought for fixing the remuneration of Executive Director(s) including the Chief Executive
Officer of the Company in accordance with their terms and conditions of service.
None of the Directors of the Company have any, direct or indirect, interest in the above said special business,
except that mentioned therein.
- Item 7 of the notice - ratification and approval of the related party transactions
All transactions of the Company with the related parties were approved by the Board. Transactions conducted
with all related parties have to be approved by the Board of Directors duly recommended by the Audit
Committee on quarterly basis pursuant to clause 15 of the Listed Companies (Code of Corporate Governance)
Regulations, 2019. However, during the year since majority of the Company’s Directors were interested in
certain transactions due to their common directorships in the group companies, these transactions are being
placed for the approval by shareholders in the Annual General Meeting.
All transactions with related parties to be ratified have been disclosed in the note 43 to the unconsolidated
financial statements for the year ended June 30, 2020. Party-wise details of such related party transactions
are given below:
The Company carries out transactions with its related parties on an arm’s length basis as per the approved
policy with respect to ‘transactions with related parties’ in the normal course of business. All transactions
entered into with related parties require the approval of the Board of Audit Committee of the Company, which
is chaired by an independent director of the Company. Upon the recommendation of the Board of Audit
Committee, such transactions are placed before the board of directors for approval.
Transactions entered into with the related parties include, but are not limited to, sale of goods, dividends paid,
(in accordance with the approval of shareholders and board where applicable) and salaries and other benefits
paid to the key management personnel.
The nature of relationship with these related parties has also been indicated in the note 43 to the unconsolidated
financial statements for the year ended June 30, 2020. The Directors are interested in the resolution only to
the extent of their common directorships in such related parties.
The Company shall be conducting transactions with its related parties during the year ending June 30, 2021
on an arm’s length basis as per the approved policy with respect to ‘transactions with related parties’ in the
normal course of business. The majority of Directors are interested in these transactions due to their common
directorship in the holding / associated companies. In order to promote transparent business practices, the
shareholders desire to authorize the Board of Directors to approve transactions with the related parties from
time-to-time on case to case basis for the year ending June 30, 2021, which transactions shall be deemed
to be approved by the Shareholders. The nature and scope of such related party transactions is explained
above. These transactions shall be placed before the shareholders in the next AGM for their formal approval/
ratification.
The Directors are interested in the resolution only to the extent of their common directorships in such related
parties.
Pursuant to the requirements of Section 166(3) of the Companies Act, 2017, independent directors will be elected
through the process of election of directors in terms of Section 159 of the Act and they shall meet the criteria laid
down under Section 166 (2) of the Act.
No Directors have direct or indirect interest in the above said business other than as shareholders of the Company
and that they are eligible to contest the election for directorship.
To my fellow shareholders,
Growth in sales of national companies has been higher
The financial year 2019-20 was a difficult and turbulent than the multinationals as the market is essentially a
year, not only for the pharmaceutical industry but low-cost generic market with large number of new
also for the global economic environment, the fast- generic medicines launched at higher unit price.
spreading coronavirus (COVID-19) pandemic will There are approximately 650 companies operating
leave its mark on the socioeconomic landscape of in the Pakistani pharmaceutical market, out of which
the world, as many countries, including Pakistan, less than 31 are multinational companies. The
tackles the situation to the best of their efforts and pharmaceutical industry contributes approximately
capabilities. 1% to the GDP of Pakistan annually.
In the pharmaceutical industry stockpiling and panic The growth of the pharmaceutical industry is
buying were at the forefront of COVID-19 associated dampened by high reliance of imported APIs,
dynamics prior to the lockdown measures being high volatility in exchange rates, low per capita
imposed in Q3 2020. Stockpiling was not only expenditure, and uncompetitive prices in the global
triggered by wholesalers’ concerns regarding market.
possible disruption in the pharmaceutical supply
chain but was also a reflection of a surge in patient However, Searle was able to persevere through
demand for certain pharmaceutical products. these difficult times and still managed to achieve an
impressive result, in no small part due to unwavering
Panic-buying was mainly observed for chronic efforts of the management, sharp focus on success
disease therapies, and I would like to prominently and dedications of its employees and stern
mention that Searle is one of the leading producers supervision by the board of directors. Searle was
of these medicines. We ensured timely availability able to maintain its prominence in many therapeutic
of all our medicines before, during and even after areas through its quality products and the dedication
the lockdown phase. Also, I would like to personally of its exceptional people.
praise all our employees, who continued to provide
their services during this pandemic. We have an established legacy of creating
tremendous value for all our stakeholders and we
Despite this, in financial year 2020 we observed our continue to accelerate our efforts to make a lasting
highest sales revenue PKR 16.56 billion to date, up positive impact for them and the societies in which
13.96% from previous year. We also achieved an we operate.
impressive earnings per share of PKR 11.56, and a
net profit of PKR 2.45 billion. We have also decided BUILDING OUR LEGACY TO INNOVATE
to return PKR 531 million to the shareholders in 2020 AND GROW
in the form of cash dividends.
Our achievements in 2020 capped a decade of
OVERVIEW intense transformation during which we met or
exceeded the ambitious financial commitments that
The pharmaceutical market in Pakistan is estimated we made to our shareholders. Simultaneously and
to be around $3.1 billion (PKR 425 billion), growing critically, we continued to set the stage for our future,
at a rate of 13.23% (as per IMS). The industry is strengthening Searle’s long-term ability to innovate,
dominated by local / national companies which compete and grow.
account for 69% of market share whereas
multinationals enjoy the remaining 31%. Top twenty- Also, our experienced management team has a track
five companies constitute approximately 60% of the record of navigating a relatively turbulent regulatory
market, whereas top 50 share approximately 80% of environment and has delivered a 6-year sales and
the market. earnings CAGR of 14% and 10%, respectively, while
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ڈارئ�رز ےک 9االجس دقعنم وہےئ۔ اس ےک العوہ وبرڈ یک آڈٹ مک ےک ھچ االجس دقعنم 30وجن 2020وک متخ وہےن واےل اسل ےک دوران وبرڈ ٓاف
وہےئ۔
The Directors’ Report has been prepared in Despite this, the pharmaceutical industry is unable
accordance with section 227 of the Companies to achieve its full potential, due to high reliance of
Act, 2017 and Chapter XII of the Listed Companies imported APIs, fluctuation in exchange rates, low
(Code of Corporate Governance) Regulations, 2019. per capita expenditure, and low prices in terms
of global environment. Although the industry is
This report is to be submitted to the members at contributing 1% of their PBT to government for
the 55th Annual General Meeting of the Company conducting R&D, a lot can be desired on the front
to be held on October 28, 2020. of research and development.
COVID-19 pandemic has triggered one of the most Searle is a company that has always focused on
severe recession in nearly a century and is causing improving the lives of patients by offering them
enormous damage to people’s health, jobs and quality healthcare solutions. We have always placed
well-being. The spread of the novel corona virus the benefit of the patients and our stakeholders at
across countries has prompted many governments the forefront and we are proud of the impact of our
to introduce unprecedented measures to contain efforts.
the pandemic. This has led to many businesses
being shut down temporarily and widespread Searle has recorded a 6-year (FY14-20) CAGR
restrictions on travel and mobility. of 14% in its revenue and 10% in profit after tax.
This growth in revenue is on the back of consistent
However, COVID-19 has harnessed the integration of growth in volumes and a diversified product range
the pharmaceutical sector to the sustenance of the along with positive impact of DRAP pricing policy,
society at large and the industry is set to reap the which is now linked with annual Consumer Price
benefits from changing consumer perspectives. The Index (CPI).
industry and especially the rightly placed institutions
are taking advantage of branding and extra revenue The increased revenues have resulted in a higher
streams. The temporary suspension of outdoor market share for Searle, as during FY19 the
medical facilities including private clinics was a company had a market share of 5.3%, which has
challenge, though. With global health care spending now increased up to 6.5% as per industry sales
expected to rise at an accelerated growth rate, it value of Q1-2020, which is second highest in the
will likely present many opportunities for the sector. entire Pakistan pharmaceutical industry.
While there will be uncertainties, stakeholders can
navigate them by factoring in historic and current COVID-19 pandemic has wreaked-havoc across
drivers of change when strategizing for 2020 and the world with around 30 million cases and nearly a
beyond. million deaths recorded, with no vaccine recognized
by the World Health Organization (WHO), which can
Pharmaceutical sales in Pakistan grew at an annual provide immunity against the virus. Nevertheless,
growth rate of 13.23% worth nearly USD 3.1 billion the company has successfully entered into an
(PKR 425 billion), with more than 650 companies exclusive licensing and marketing agreement
operating in the sector, driven by new molecule with Beximco Pharmaceuticals to sell Remdesivir,
introductions and supported by underlying with the name of Bemsivir, in the local market.
demographic trends of increasing affordability, Remdesivir has proven to be a very effective tool
rising population, infrastructure investment, against the virus, as it shortened the recovery time
technological advancements, evolving care models, of patients.
Unlisted Companies
- Searle Pharmaceuticals (Private) Limited 100.00% 100.00%
- Searle Laboratories (Private) Limited Pakistan 100.00% 100.00%
- Searle Biosciences (Private) Limited 100.00% 100.00%
- IBL Identity (Private) Limited 100.00% 100.00%
- IBL Future Technologies (Private) Limited 100.00% 100.00%
- Nextar Pharma (Private) Limited 87.20% 87.20%
Searle’s business practices are based on integrity, The Company operates in a socially responsible
transparency and compliance with applicable laws manner. Accordingly, the Company’s CSR program
and regulations. has a wide scope encompassing initiatives in the
areas of healthcare, education, child welfare and
Our values and expectations are more than just other social welfare activities.
words. Together they help guide us to our goal to be
one of the world’s most innovative, best performing OCCUPATIONAL HEALTH, SAFETY
and trusted healthcare companies. They shape our AND ENVIRONMENT
culture and guide our actions and decision making,
so we can maintain the trust of the people who We, at Searle, recognize the importance of safe
rely on us each and every day – our patients and and secure environment and consider it our duty
consumers. It’s up to all of us, every day, to keep to ensure that people who work for us know
Searle the kind of company we can all be proud how to work safely and without any risks to their
to be a part of. We seek to understand and meet health. The health and safety of our employees
our customers’ needs, whilst seeking continuous and visitors is a high priority for the Company.
improvement in all spheres of business operations. Therefore, hazards associated with operations are
continuously identified, assessed and managed to
We do the right thing for our patients and eliminate or reduce risks.
consumers and strive for the highest quality. We
work with our partners to improve healthcare and INFORMATION TECHNOLOGY
find new medicines and vaccines. Regardless of our
role, we understand how our work affects patients To cater the growing business needs of the
and consumers. Company, and in line with our continuous endeavors
to regularly upgrade information systems, we
PRODUCT QUALITY continued with our policy to invest more and more
in information technology. We have successfully
Consumers trust and confidence on Searle’s deployed the most powerful business management
products is our most valuable asset. We recognize system ‘SAP’ to further strengthen our business
that pharmaceutical manufacturing bears many operations.
inherent risks and that any mistake in product
design or production can be severe, even fatal,
therefore, the maintenance of quality is our utmost
priority and moral responsibility.
All our stakeholders and general public can visit The directors either have already attended the
The Searle Company Limited’s website, www. directors’ training as required in previous years or
searlecompany.com, which has a dedicated meet the exemption criteria as contained in the
section for investors containing information related Listed Companies (Code of Corporate Governance)
to annual, half yearly and quarterly financial Regulations, 2019.
statements.
ADEQUACY OF INTERNAL
RELATED PARTY TRANSACTIONS FINANCIAL CONTROLS
All related party transactions, during the year In order to ensure that adequate internal controls
2020, were placed before the Audit Committee are deployed by the company for safeguarding
and the Board for their review and approval. of company’s assets, compliance with laws and
These transactions were duly approved by the regulations and reliable financial reporting, the
Audit Committee and the Board in their respective Board of Directors has outsourced the internal
meetings. All these transactions were in line with audit function to Grant Thornton Anjum Rahman,
the transfer pricing methods and the policy with Chartered Accountants who are considered suitably
related parties approved by the board previously. qualified and experienced for the purpose and are
The Company also maintains a full record of conversant with the policies and procedures of the
all such transactions, along with the terms and Company.
conditions. For further details, please refer note 43
to the financial statements. CODE OF CONDUCT
COMPLIANCE WITH THE CODE OF The Board of Directors of the Company has adopted
CORPORATE GOVERNANCE a code of conduct. All employees are informed
and aware of this and are required to observe
The stock exchange has included in their Listing these rules of conduct in relation to business and
Rules and Listed Companies Regulations issued regulations.
by the Securities & Exchange Commission of
Pakistan. The Company has adopted the code and CORPORATE AND FINANCIAL
is implementing the same in letter and spirit. REPORTING FRAMEWORK
The key operating and financial data for the six years is tabulated as follows:
Profit after tax as % of turnover 14.82 18.17 24.06 24.54 21.85 18.54
Profit after tax as % of capital employed 14.04 18.01 24.61 24.82 23.25 25.29
Dividends
Cash (%) 25 25 50 100 50 20
Stock (%) NIL NIL 15 30 24 20
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م لقتسم ومن اور ونتمع ااسقم یک ونصماعت ےک اسھت ڈرگ ر�ولری ااھتریٹ ٓاف اپاتسکن یک �وں اک � رکےن یک اپل ےک
ئ ت
ااشر� (یس یپ آیئ) ےس کلسنم ےہ۔ی تبثم ارثات اشلم ہ ی� ،وج اب اسالہن اصریف ق�یم� ےک
ف ٹ ش ئ ٹ ش ئ نت
ی ی ی
ےہ ،امیل اسل 2019ےک دوران ینپمک اک امرک �ر � 5.3د اھت ،وج اب اسل ی ی ی ی
ٹ � م رسل ےک امرک �ر م ااضہف وہا ف ڑبیتھ وہیئ آدمین ےک ی ج
م دورسے افرامس یو� اڈنرٹسی ی ی مگ ےہ ،وج ہک اپاتسکن ی 2020ےک ےلہپ ہہس امیہ یک اڈنرٹسی یک رفوتخ یک دقر ےک اطمقب 6.5ی�د کت ڑبھ یا
ربمن رپ ےہ۔
Annual Report 2020 45
46 Annual Report 2020
Corporate Social
Responsibility
The company has complied with the requirements of the Regulations in the following manner:
1. The total number of directors are seven (7) as per the following:
a. Male Six
b. Female One
2. The composition of Board is as follows:
Category Names
a) Independent* Directors 1. Shaista Khaliq Rehman
b) Non-executive Directors 1. Mr. Rashid Abdulla (Non-executive director)
2. Mr. Adnan Asdar Ali (Chairman/Non-Executive Director)
3. Mr. Ayaz Abdulla (Non-Executive Director)
4. Mr. Asad Abdulla (Non-Executive Director)
c) Executive Director 1. Mr. Syed Nadeem Ahmed (CEO/Executive Director)
2. Mr. Zubair Palwala (Executive Director)
d) Female directors 1. Shaista Khaliq Rehman
* The Board does not have at least two or one-third members of the Board, whichever is higher, as independent
directors as the regulations of 2019 came into effect after Director’s election held in 2017.
3. The directors have confirmed that none of them is serving as a director on more than seven listed companies,
including this company;
4. The company has prepared a Code of Conduct and has ensured that appropriate steps have been taken to
disseminate it throughout the company along with its supporting policies and procedures;
5. The Board has developed a vision/mission statement, overall corporate strategy and significant policies of the
company. The Board has ensured that complete record of particulars of the significant policies along with their date
of approval or updating is maintained by the company;
6. All the powers of the Board have been duly exercised and decisions on relevant matters have been taken by
Board/ shareholders as empowered by the relevant provisions of the Act and these Regulations;
7. The meetings of the Board were presided over by the Chairman and, in his absence, by a director elected by the
Board for this purpose. The Board has complied with the requirements of Act and the Regulations with respect to
frequency, recording and circulating minutes of meeting of the Board;
8. The Board have a formal policy and transparent procedures for remuneration of directors in accordance with the Act
and these Regulations;
9. The Directors were apprised of their duties and responsibilities from time to time. The directors either have already
attended the directors’ training as required in previous years or meet the exemption criteria as contained in the
Listed Companies (Code of Corporate Governance) Regulations, 2019.
10. The Board has approved appointment of chief financial officer, company secretary and head of internal audit,
including their remuneration and terms and conditions of employment and complied with relevant requirements of
the Regulations;
11. Chief financial officer and Chief Executive officer duly endorsed the financial statements before approval of the
board;
12. The Board has formed committees comprising of members given below:
a) Audit Committee
13. The terms of reference of the aforesaid committees have been formed, documented and advised to the
committee for compliance.
15. The Board has outsourced the internal audit function to Grant Thornton Anjum Rahman, who are considered
suitably qualified and experienced for the purpose and are conversant with the policies and procedures of the
company;
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 and registered with Audit
Oversight Board of Pakistan, that they and all their partners are in compliance with International Federation of
Accountants (IFAC) guidelines on code of ethics as adopted by the Institute of Chartered Accountants of Pakistan
and that they and the partners of the firm involved in the audit are not a close relative (spouse, parent, dependent
and non-dependent children) of the chief executive officer, chief financial officer, head of internal audit, company
secretary or director of the company;
17. The statutory auditors or the persons associated with them have not been appointed to provide other services
except in accordance with the Act, these 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 requirements of the regulations 3, 6, 7, 8, 27, 32, 33 and 36 of the Regulations have been
complied with; and
19. Explanation for non-compliance with requirements, other than regulations 3, 6, 7, 8, 27, 32, 33 and 36 (non-
mandatory requirements) are below:
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We have reviewed the enclosed Statement of Compliance with the Listed Companies (Code of Corporate
Governance) Regulations, 2019 (the Regulations) prepared by the Board of Directors of The Searle Company
Limited for the year ended June 30, 2020 in accordance with the requirements of regulation 36 of the
Regulations.
The responsibility for compliance with the Regulations is that of the Board of Directors of the Company.
Our responsibility is to review whether the Statement of Compliance reflects the status of the Company’s
compliance with the provisions of the Regulations and report if it does not and to highlight any non-compliance
with the requirements of the Regulations. A review is limited primarily to inquiries of the Company’s personnel
and review of various documents prepared by the Company to comply with the Regulations.
As a part of our audit of the financial statements we are required to obtain an understanding of the
accounting and internal control systems sufficient to plan the audit and develop an effective audit approach.
We are not required to consider whether the Board of Directors’ statement on internal control covers all risks
and controls or to form an opinion on the effectiveness of such internal controls, the Company’s corporate
governance procedures and risks.
The Regulations require the Company to place before the Audit Committee, and upon recommendation
of the Audit Committee, place before the Board of Directors for their review and approval, its related party
transactions. We are only required and have ensured compliance of this requirement to the extent of the
approval of the related party transactions by the Board of Directors upon recommendation of the Audit
Committee.
Based on our review, nothing has come to our attention which causes us to believe that the Statement
of Compliance does not appropriately reflect the Company’s compliance, in all material respects, with the
requirements contained in the Regulations as applicable to the Company for the year ended
June 30, 2020.
A. F. Ferguson & Co
Chartered Accountants
Karachi
Opinion
We have audited the annexed unconsolidated financial statements of The Searle Company Limited (the
Company), which comprise the unconsolidated statement of financial position as at June 30, 2020, and the
unconsolidated statement of profit or loss and other comprehensive income, the unconsolidated statement
of changes in equity, the unconsolidated statement of cash flows for the year then ended, and notes to
the unconsolidated financial statements, including a summary of significant accounting policies and other
explanatory information, and we state that we have obtained all the information and explanations which, to
the best of our knowledge and belief, were necessary for the purposes of the audit.
In our opinion and to the best of our information and according to the explanations given to us, the
unconsolidated statement of financial position, unconsolidated statement of profit or loss and other
comprehensive income, the unconsolidated statement of changes in equity and the unconsolidated
statement of cash flows together with the notes forming part thereof conform with the accounting and
reporting standards as applicable in Pakistan and give the information required by the Companies Act,
2017 (XIX of 2017), in the manner so required and respectively give a true and fair view of the state of the
Company’s affairs as at June 30, 2020 and of the profit and other comprehensive income, the changes in
equity and its cash flows for the year then ended.
We conducted our audit in accordance with International Standards on Auditing (ISAs) as applicable in
Pakistan. Our responsibilities under those standards are further described in the Auditor’s Responsibilities
for the Audit of the Unconsolidated Financial Statements section of our report. We are independent of the
Company in accordance with the International Ethics Standards Board for Accountants’ Code of Ethics for
Professional Accountants as adopted by the Institute of Chartered Accountants of Pakistan (the Code) and
we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the unconsolidated financial statements of the current period. These matters were addressed in
the context of our audit of the unconsolidated financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
S. No. Key audit matters How the matter was addressed in our audit
The Company’s revenue is generated from Our audit procedures included the following:
sales of pharmaceutical and consumer
products. The Company recognized revenue - obtained an understanding of determination
of Rs. 16.57 billion from the sale of goods to of sales prices in accordance with polices
domestic as well as export customers during of Drug Regulatory Authority of Pakistan
the year ended June 30, 2020. Sales to related (DRAP);
parties represent 81.06% of total sales.
- tested on sample basis selling prices of
Revenue recognition includes determination of regulated pharmaceutical products to ensure
sales prices in accordance with the regulated compliance with DRAP pricing policies;
price regime of the government and transfer of
control of products sold to customers. Taking - obtained an understanding of and testing the
into account that revenue recognition is a design and effectiveness of controls designed
higher risk area, we considered this as a key to ensure that revenue is recognized in the
audit matter. appropriate accounting period;
The Company has provided loan to its Our audit procedures included the following:
subsidiary – IBL Identity (Private) Limited
amounting to Rs. 3.17 billion as at 30 June - inspected loan agreement to obtain an
2020. Considering the accumulated losses of understanding of the contractual terms;
the subsidiary, the management has assessed
the recoverability of the amount of loan to - assessed classification of the loan under the
relevant category of financial asset as per
subsidiary. The management has determined prevailing accounting standards;
based on the future projections that no
impairment is required to be recognised in - obtained the management’s impairment
respect of the loan provided as sufficient cash assessment for the recoverability of the loan
flows will be generated by the subsidiary for provided to subsidiary;
repayment of the loan.
- evaluated the judgements and assumptions
The assessment of recoverability of loan to included in the cash flow;
subsidiary requires application of significant
judgement and assumptions in determining - performed sensitivity analyses on the
key assumptions used including growth
future profitability of the subsidiary. assumptions; and
In view of the materiality of the loan amount and - assessed the adequacy of disclosure made in
that the determination of the recoverability of the unconsolidated financial statements.
loan provided involved significant management
judgement, we considered this as a key audit
matter.
The Company has litigation cases in respect Our audit procedures included the following:
of product pricing, income tax and sales tax
matters, which are pending at various forums • obtained and reviewed details of the pending
including Honourable High Court of Sindh, litigations and discussed the same with the
Commissioner Inland Revenue (Appeals) Company’s management;
(CIR(A)), Appellate Tribunal Inland Revenue
(ATIR) and DRAP. • reviewed correspondence of the Company
with the relevant authorities including
Matters under litigation require management judgments or orders passed by the
to make judgements and estimates in relation competent authorities/courts of law in relation
to the interpretation of laws, statutory rules, to the issues involved or matters which have
regulations, and the probability of outcome similarities with the issues involved;
and financial impact, if any, on the Company for
disclosure and recognition and measurement • obtained confirmations from the Company’s
of any provisions that may be required against external legal and tax counsels for their views
such litigation matters. on open tax assessments and legal cases;
Information Other than the Unconsolidated and Consolidated Financial Statements and Auditor’s
Reports Thereon
Management is responsible for the other information. The other information comprises the information
included in the annual report, but does not include the unconsolidated and consolidated financial statements
and our auditor’s reports thereon.
Our opinion on the unconsolidated financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon.
Management is responsible for the preparation and fair presentation of the unconsolidated financial
statements in accordance with the accounting and reporting standards as applicable in Pakistan and the
requirements of Companies Act, 2017 (XIX of 2017) and for such internal control as management determines
is necessary to enable the preparation of unconsolidated financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the unconsolidated financial statements, management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to liquidate the
Company or to cease operations, or has no realistic alternative but to do so.
Board of directors are responsible for overseeing the Company’s financial reporting process.
Our objectives are to obtain reasonable assurance about whether the unconsolidated financial statements as
a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs as applicable in Pakistan will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these unconsolidated financial statements.
As part of an audit in accordance with ISAs as applicable in Pakistan, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the unconsolidated financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company’s internal control.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to
the related disclosures in the unconsolidated financial statements or, if such disclosures are inadequate,
to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Company to cease to continue as
a going concern.
• Evaluate the overall presentation, structure and content of the unconsolidated financial statements,
including the disclosures, and whether the unconsolidated financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
We communicate with the board of directors regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the board of directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters
that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the board of directors, we determine those matters that were of most
significance in the audit of the unconsolidated financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
(a) proper books of account have been kept by the Company as required by the Companies Act, 2017
(XIX of 2017);
(b) the unconsolidated statement of financial position, the unconsolidated statement of profit or loss
and other comprehensive income, the unconsolidated statement of changes in equity and the
unconsolidated statement of cash flows together with the notes thereon have been drawn up in
conformity with the Companies Act, 2017 (XIX of 2017) and are in agreement with the books of
account and returns;
(d) zakat deductible at source under the Zakat and Ushr Ordinance, 1980 (XVIII of 1980), was deducted
by the company and deposited in the Central Zakat Fund established under section 7 of that
Ordinance).
The engagement partner on the audit resulting in this independent auditor’s report is Farrukh Rehman.
A. F. Ferguson & Co
Chartered Accountants
Karachi
7,858,418 7,196,245
Current assets
Inventories 13 2,632,887 2,194,650
Trade receivables 14 7,801,828 4,866,132
Loans and advances 15 4,712,052 4,516,941
Trade deposits and short-term prepayments 16 95,287 81,882
Other receivables 17 1,063,601 3,077,649
Short-term investment 18 100,000 -
Taxation - payments less provision 19 809,636 1,128,345
Tax refunds due from Government - Sales Tax 7,832 35,179
Cash and bank balances 20 299,624 204,547
17,522,747 16,105,325
Total assets 25,381,165 23,301,570
EQUITY AND LIABILITIES
EQUITY
Share capital 21 2,124,253 2,124,253
Unappropriated profit 11,388,823 9,431,627
General reserve 280,251 280,251
Share premium 1,630,974 1,630,974
Revaluation surplus on property, plant and equipment 1,446,517 1,050,800
16,870,818 14,517,905
LIABILITIES
Non-current liabilities
Deferred tax liabilities 9 50,143 93,240
Employee benefit obligations 22 54,994 55,820
Long-term borrowings 23 316,000 -
Deferred income - Government grant 24 77,141 -
Lease liability 25 121,545 -
619,823 149,060
Current liabilities
Trade and other payables 26 2,719,812 4,529,480
Short-term borrowings 27 4,974,646 3,954,776
Unpaid dividend 28 141,102 112,062
Unclaimed dividend 43,544 38,287
Current portion of lease laibility 25 11,420 -
7,890,524 8,634,605
Total liabilities 8,510,347 8,783,665
Contingencies and commitments 29
Total equity and liabilities 25,381,165 23,301,570
The annexed notes from 1 to 49 form an integral part of these unconsolidated financial statements.
The annexed notes from 1 to 49 form an integral part of these unconsolidated financial statements.
Balance as at July 1, 2018 1,847,177 1,630,974 - 574,331 280,251 7,981,789 10,467,345 12,314,522
Balance as at June 30, 2019 2,124,253 1,630,974 - 1,050,800 280,251 9,431,627 12,393,652 14,517,905
Balance as at June 30, 2020 2,124,253 1,630,974 - 1,446,517 280,251 11,388,823 14,746,565 16,870,818
The annexed notes from 1 to 49 form an integral part of these financial statements.
The annexed notes from 1 to 49 form an integral part of these unconsolidated financial statements.
1.1 The Searle Company Limited (the Company) was incorporated in Pakistan as a private limited
company in October 1965. In November 1993, the Company was converted into a public limited
company. Its shares are quoted on the Pakistan Stock Exchange. The Company is principally
engaged in the manufacture of pharmaceutical and other consumer products.
International Brands Limited is the Holding Company, which holds 56.60% shareholding in the
Company.
Unlisted Companies
- Searle Pharmaceuticals (Private) Limited 100.00% 100.00%
Pakistan
- Searle Laboratories (Private) Limited 100.00% 100.00%
- Searle Biosciences (Private) Limited 100.00% 100.00%
- IBL Identity (Private) Limited 100.00% 100.00%
- IBL Future Technologies (Private) Limited 100.00% 100.00%
- Nextar Pharma (Private) Limited 87.20% 87.20%
1.2 The geographical locations and addresses of the Company’s business units, including plant are as
under:
- The registered office of the Company is situated at One IBL Centre 2nd Floor, Plot No. 1, Block
7 & 8 D.M.C.H.S, Tipu Sultan Road Off Shahrah-e-Faisal, Karachi.
- The Company’s manufacturing plants are located at F-319, S.I.T.E Area, Karachi, 32 km Multan
Road, Lahore, and E-44 - 45, North Western Industrial store, Port Qasim, Karachi
The warehouses and storage facilities of the Company are situated at:
- Sana Logistics, Survey Number 53-55, Deh Gandpas, Tapo Gabopat, Kemari Town, Taluka &
District, Karachi West
- Plot No. 21-C, Sector 15/16, Gulshan-e-Mazdoor, Hub River Road, Karachi.
- Kotlakpat, Plot No. 131/3, Quaid-e-Azam Industrial Estate, Gate 4, Near Fine Chowk,
Kotlakhpot, Lahore
2.1 The COVID-19 pandemic (the virus) continues to evolve and impact local and global markets. The
spread of COVID-19 pandemic resulted in authorities implementing numerous measures since March
2020 to try to contain the virus, such as travel bans and restrictions, quarantines and shutdowns.
Consequently, economic conditions have been increasingly volatile. However, since provision of
pharmaceutical products fall under “essential services”, the Company continued production and
its operation despite lockdown of economic activities due to spread of COVID-19. Although impact
on Company’s sales cannot be precisely determined, the Company has sustained sales during the
period of March to June 2020.The extent of the impact of the virus on the operational and financial
performance of the Company includes the following:
- Loan of Rs. 535.50 million was obtained under the refinance scheme for payment of wages and
salaries - note 23
- Deferred Government Grant of Rs. 85.71 million was recognised in relation to loan obtained for
payment of wages and salaries at less than market rate - note 24
- Decrease in rental income with respect to rent concessions given to tenants - note 35
- The reduction in interest rates by State Bank of Pakistan (SBP) had a positive impact in terms
of interest on borrowing for the Company. The average interest rate on running finance has
decreased from 13.44% in July 2019 to 11.51% in June 2020.
Further, there was no impairment triggering matter for non financial assets.
2.2 Due to the outbreak of the virus in Pakistan, the Company decided to import “Remdesivir” (the
drug), a broad-spectrum antiviral medication authorised for emergency use by the United States
of America (U.S) Food and Drug Administration (FDA) for the treatment of hospitalised COVID-19
patients. Consequently, the Company filed for registration of the drug with Drug Regulatory Authority
of Pakistan (DRAP) under the Drugs Act, 1976, on June 03, 2020. The Company also entered into
an agreement with Beximco Pharmaceuticals Limited, Bangladesh on June 01, 2020 for import
ofthe drug. Meanwhile, the Company received the first consignment on June 10, 2020 of the drug
under Rule 13 of the Drugs (Import and Export) Rules, 1976. DRAP approval was subsequently
received on June 20, 2020 after which further imports were made. During the year ended June 30,
2020, the Company distributed “Remidisivir” amounting to Rs.12.76 million as a Corporate Social
Responsibility (CSR) activity.
The Company also distributed personal protective equipments amounting to Rs. 17.28 million to
healthcare professionals during the peak of COVID-19 pandemic in Pakistan.
The principal accounting policies applied in the preparation of these financial statements are set out
below:
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:
- Islamic Financial Accounting Standards (IFAS) issued by the Institute of Chartered Accountants
of Pakistan as notified under the Companies Act, 2017; 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.
The preparation of financial statements in conformity with approved accounting and reporting
standards requires the use of certain critical accounting estimates. It also requires management to
exercise its judgement in the process of applying the Company’s accounting policies.
The areas involving a higher degree of judgement or complexity, or areas where assumptions and
estimates are significant to the unconsolidated financial statements are as follows:
Estimates and judgements are continually evaluated and are based on historical experience and
other factors, including expectations of future events that are believed to be reasonable under the
circumstances.
Management believes that the change in outcome of estimates would not have a material impact on
the amounts disclosed in the unconsolidated financial statements.
IFRS 16 ‘Leases’ - IFRS 16 replaces the previous lease standard: IAS 17 Leases. It will result
in almost all leases being recognised on the statement of financial position, as the distinction
between operating and finance leases is removed. Under the new standard, an asset (the right
to use the leased item) and a financial liability to pay rentals are recognised. The only exceptions
are short term and low value leases.
The new standard, certain amendments and interpretations that are mandatory for accounting
periods beginning on or after July 1, 2019 are considered not to be relevant for the Company’s
financial statements and hence have not been detailed here.
There are certain amendments and interpretation that are mandatory for accounting period
beginning on or after July 1, 2020 but are considered not relevant for Company’s financial
statements and hence have not been detailed here.
These unconsolidated financial statements have been prepared under the historical cost convention
except as otherwise disclosed in the accounting policy notes.
Defined benefit plans define an amount of pension or gratuity or medical benefit that an employee
will receive on or after retirement, usually dependent on one or more factors such as age, years of
service and compensation. A defined benefit plan is a plan that is not a defined contribution plan.
The liability recognised in the unconsolidated statement of financial position in respect of defined
benefit plans is the present value of the defined benefit obligation at the end of the reporting period.
The defined benefit obligation is calculated annually by an independent actuary using the projected
unit credit method.
The present value of the defined benefit obligation is determined by discounting the estimated future
cash outflows using interest rates of high-quality corporate bonds or the market rates on government
bonds. These are denominated in the currency in which the benefits will be paid, and that have terms
to maturity approximating the terms of the related benefit obligation.
The Company operates an approved unfunded gratuity scheme covering all unionised employees
with five or more years of service with the Company. The provision has been made in accordance
with actuarial valuations carried out as of June 30, 2020 using the projected unit credit method.
The Company operates a recognised provident fund scheme for all employees. Equal monthly
contributions are made, both by the Company and the employees, to the fund at the rate of 10%
per annum of the basic salary. The contributions are recognised as employee benefit expense when
they are due.
3.4.1 Current
The charge for current taxation is based on the taxable income for the year, determined in accordance
with the prevailing law for taxation on income, using prevailing tax rates after taking into account tax
credits and rebates available, if any.
3.4.2 Deferred
Deferred tax is accounted for using the liability method on all temporary differences arising
between tax base of assets and liabilities and their carrying amounts in the unconsolidated financial
statements. Deferred tax liability is generally recognised for all taxable temporary differences and
deferred tax asset is recognised to the extent that it is probable that future taxable profits will be
available against which the deductible temporary differences, unused tax losses and tax credits can
be utilised. Deferred tax is charged or credited in the unconsolidated statement of profit or loss and
other comprehensive income, except in the case of items credited or charged to equity in which case
it is included in equity.
Deferred tax is determined using tax rates and prevailing law for taxation on income that have been
enacted or substantively enacted by the unconsolidated statement of financial position date and are
expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.
Borrowings are initially recognised at cost being the fair value of the consideration received together
with the associated transaction cost. Subsequently, these are recognised at amortised cost using the
effective interest method. Borrowing costs are recognised as an expense in the period in which these
are incurred except to the extent of borrowing costs that are directly attributable to the acquisition,
construction or production of a qualifying asset. Such borrowing costs are capitalised as part of the
cost of that asset. Borrowings payable within next twelve months are classified as current liabilities.
These are stated at cost less accumulated depreciation / amortisation and impairment loss, if any,
except leasehold land, building on leasehold land, plant and machinery, vehicles and airconditioning
systems, which are stated at revalued amount less accumulated depreciation and impairment losses,
if any, and capital work-in-progress which is stated at cost.
Increases in the carrying amounts arising on revaluation of property, plant and equipment are
recognised, net of tax, in other comprehensive income and accumulated in reserves in shareholders’
equity. To the extent that the increase reverses a decrease previously recognised in unconsolidated
statement of profit or loss and other comprehensive income, the increase is first recognised in profit
or loss. Decreases that reverse previous increases of the same asset are first recognised in other
comprehensive income to the extent of the remaining surplus attributable to the asset; all other
decreases are charged to profit or loss. Each year, the difference between depreciation based on the
revalued carrying amount of the asset charged to profit or loss and depreciation based on the asset’s
original cost, net of tax, is reclassified from the revaluation surplus on property, plant and equipment
to retained earnings. The accumulated depreciation at the date of revaluation is eliminated against
the gross carrying amount of the asset, and the net amount is restated to the revalued amount.
Gain or loss on disposal or retirement of property, plant and equipment is included in unconsolidated
statement of profit or loss and other comprehensive income.
An intangible asset is recognised if it is probable that future economic benefits attributable to the
asset will flow to the Company and that the cost of such asset can be measured reliably. These are
stated at cost less accumulated amortisation and impairment, if any.
Distribution rights, brand name & logo and licenses have a finite useful life and are carried at cost less
accumulated amortisation and accumulated impairment losses, if any.
Intangible assets having infinite life are carried at cost less impairment, if any.
Amortisation is calculated using the straight line method to allocate the cost of trademarks and
licenses over the useful lives.
The Company carries investment properties at their respective costs under the cost model in
accordance with IAS 40 - ‘Investment Property’. The fair values are determined by the independent
valuation experts and such valuations are carried out every year to determine the recoverable amount.
Assets classified under investment properties are carried at their respective cost less accumulated
depreciation and accumulated impairment losses, if any.
The Company carries investment property under work in progress at their respective costs less
accumulated impairment losses, if any. Depreciation is charged on such property after it is completed
as per IAS 40 - ‘Investment Property’.
3.9 Investments
Investments in subsidiary companies are initially recognised at cost. At subsequent reporting dates,
the recoverable amounts are estimated to determine the extent of impairment losses, if any, and
carrying amounts of investments are adjusted accordingly. Impairment losses are recognised as
expense. Where impairment losses subsequently reverse, the carrying amounts of the investments
are increased to the revised recoverable amounts but limited to the extent of initial cost of investments.
A reversal of impairment loss is recognised in unconsolidated profit or loss and other comprehensive
income.
Associates are all entities over which the Company has significant influence but not control, generally
accompanying a shareholding of between 20% and 50% of the voting rights or common directorship.
Investments in associates are initially recognised at cost. At subsequent reporting dates, the
recoverable amounts are estimated to determine the extent of impairment losses, if any, and carrying
amounts of investments are adjusted accordingly. Impairment losses are recognised as expense in
the unconsolidated statement of profit or loss and other comprehensive income.
Where impairment losses subsequently reverse, the carrying amounts of the investments are
increased to the revised recoverable amounts but limited to the extent of initial cost of investments.
A reversal of impairment loss is recognised in statement of unconsolidated statement of profit or
loss and other comprehensive income. Investment in associates are accounted for using the equity
method of accounting in the unconsolidated financial statements.
3.10 Inventories
These are valued at the lower of cost and net realisable value except goods-in-transit which are
valued at invoice value plus other charges incurred thereon. Cost signifies standard cost adjusted
by variances.
Cost of raw and packing material is determined using weighted average method and includes directly
related expenses less trade discounts. Cost of work-in-process and finished goods includes cost of
raw material, direct labour and related production overheads.
Net realisable value is determined on the basis of estimated selling price of the product in the ordinary
course of business less cost of completion and estimated cost necessary to be incurred to make
the sale.
Stores and spares are valued at lower of cost, determined using weighted average method less
provision for slow moving and obsolete stores and spares. Items in transit are valued at invoice value
plus other charges incurred thereon.
Trade receivables are recognised initially at the amount of consideration that is unconditional, unless
they contain significant financing components when they are recognised at fair value. They are
subsequently measured at amortised cost using the effective interest method, less loss allowance.
Refer note 3.17 for a description of the Company’s impairment policies.
Cash and cash equivalents are carried in the unconsolidated statement of financial position at cost.
For the purposes of statement of cash flows, cash and cash equivalents comprise cash, balances
with banks on current and deposit accounts and finance under mark-up arrangements.
The financial statements are presented in Pak Rupees which is the Company’s functional and
presentation currency.
Transactions in foreign currencies are converted into Pak Rupees using the exchange rates prevailing
on the dates of the transactions. All monetary assets and liabilities denominated in foreign currencies
are translated into Pak Rupees using the exchange rates prevailing on the reporting date. Exchange
differences are taken to unconsolidated profit or loss and other comprehensive income.
Revenue is recognised when control of the products has transferred, being when the products are
dispatched to the customer, and there is no unfulfilled obligation that could affect the customer’s
acceptance of the product. Revenue is recognised as follows:
- Revenue from sale of goods is recognised when control is transferred to the customers.
- Dividend income, other than those from investments measured using equity method, is
recognised when the right to receive payment is established.
No element of financing is deemed present as the sales are made with a credit term of 30-90 days,
which is consistent with the market practice.
The Transaction price for products are agreed under the contracts with customers.
Research and development cost except to the extent that an intangible asset is recognised, is
charged in the year in which it is incurred. Development costs previously charged to unconsolidated
statement of profit or loss and other comprehensive income are not recognised as an asset in the
subsequent period.
3.16 Provisions
Provisions are recognised when the Company has a legal or constructive obligation as a result of
past events, and 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.
Provisions are reviewed at each unconsolidated statement of financial position date and adjusted to
reflect the current best estimates.
Carrying values of assets are reviewed for impairment when events or changes in circumstances
indicate that the carrying value may not be recoverable. If any such indication exists, assets or cash-
generating units are tested for impairment. Cash-generating units to which goodwill is allocated
are tested for impairment annually. Where the carrying values of assets or cash-generating units
exceed the estimated recoverable amount, these are written down to their recoverable amount
and the resulting impairment is charged to unconsolidated statement of profit or loss and other
comprehensive income.
Initial Recognition
All financial assets and liabilities are initially measured at cost which is the fair value of the consideration
given or received. These are subsequently measured at fair value, amortised cost or cost as the case
may be.
The Company determines the classification of financial assets at initial recognition. The classification
of instruments (other than equity instruments) is driven by the Company’s business model for
managing the financial assets and their contractual cash flow characteristics.
Financial assets that meet the following conditions are subsequently measured at amortised cost:
- the financial asset is held within a business model whose objective is to hold financial assets in
order to collect contractual cash flows; and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.
Financial assets that meet the following conditions are subsequently measured at FVTOCI:
- the financial asset is held within a business model whose objective is achieved by both collecting
contractual cash flows and selling the financial assets; and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.
Financial liabilities are measured at amortised cost, unless they are required to be measured at
FVTPL (such as instruments held for trading or derivatives) or the Company has opted to measure
them at FVTPL.
Subsequent measurement
Elected investments in equity instruments at FVTOCI are initially recognized at fair value plus
transaction costs. Subsequently, they are measured at fair value, with gains or losses arising
from changes in fair value recognised in other comprehensive income/(loss).
Financial assets and liabilities at amortised cost are initially recognised at fair value, and
subsequently carried at amortised cost, and in the case of financial assets, less any impairment.
Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction
costs are expensed in the statement of profit or loss and other comprehensive income. Realised
and unrealised gains and losses arising from changes in the fair value of the financial assets and
liabilities held at FVTPL are included in the statement of profit or loss and other comprehensive
income in the period in which they arise.
Where management has opted to recognise a financial liability at FVTPL, any changes associated
with the Company’s own credit risk will be recognized in other comprehensive income/(loss).
Currently, there are no financial liabilities designated at FVTPL.
The Company recognises loss allowance for Expected Credit Loss (ECL) on financial assets measured
at amortised cost at an amount equal to life time ECLs except for the following, which are measured
at 12 months ECLs:
- bank balances for whom credit risk (the risk of default occurring over the expected life of the
financial instrument) has not increased since the inception.
- employee receivables.
- other short term loans and receivables that have not demonstrated any increase in credit risk
since inception.
Loss allowance for trade receivables are always measured at an amount equal to life time ECLs.
The Company considers afinancial asset in default when it is more than 90 days past due.
Life time ECLs are the ECLs that results from all possible defaults events over the expected life of
a financial instrument. 12 month ECLs are portion of ECL that result from default events that are
possible within 12 months after the reporting date.
ECLs are a probability weighted estimate of credit losses. Credit losses are measured as the present
value of all cash shortfalls (i.e. the difference between cash flows due to the entity in accordance with
the contract and cash flows that the Company expects to receive).
The gross carrying amount of a financial asset is written off when the Company has no reasonable
expectation of recovering a financial asset in its entirety or a portion thereof.
Derecognition
i) Financial assets
The Company derecognises financial assets only when the contractual rights to cash flows
from the financial assets expire or when it transfers the financial assets and substantially all the
associated risks and rewards of ownership to another entity. On derecognition of a financial
asset measured at amortised cost, the difference between the asset’s carrying value and the
sum of the consideration received and receivable is recognised in profit or loss. In addition, on
derecognition of an investment in a debt instrument classified as FVTOCI, the cumulative gain
or loss previously accumulated in the investments revaluation reserve is reclassified to profit or
loss. In contrast, on derecognition of an investment in equity instrument which the Company
has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously
accumulated in the investments revaluation reserve is not reclassified to profit or loss, but is
transferred to statement of changes in equity.
The Company derecognises financial liabilities only when its obligations under the financial
liabilities are discharged, cancelled or expired. The difference between the carrying amount of
the financial liability derecognised and the consideration paid and payable, including any non-
cash assets transferred or liabilities assumed, is recognised in the statement of profit or loss and
other comprehensive income.
Financial assets and liabilities are off-set and the net amount is reported in the statement of financial
position if the Company has a legal right to set off the transaction and also intends either to settle on
a net basis or to realise the asset and settle the liability simultaneously.
Dividend distribution to shareholders is recognised as liability in the financial statements in the period
in which the dividend is declared / approved.
Government grants relating to costs are deferred and recognised in the Statement of profit or loss
and other comprehensive income over the period necessary to match these with the costs that they
are intended to compensate.
Operating segments are reported in a manner consistent with the internal reporting provided to
the chief operating decision-maker who is responsible for allocating resources and assessing
performance of the operating segments.
The Company has applied the following standard for the first time for its annual reporting period
commencing July 1, 2019.
The Company has adopted IFRS 16 from July 1, 2019, and has not restated comparatives for the
2019 reporting period, as permitted under the specific transitional provisions in the standard.
On initial application, the Company has elected to record right-of-use assets based on the
corresponding lease liability, adjusted by the amount of any prepaid or accrued lease payments
relating to that lease recognised in the statement of financial position immediately before July 01,
2019. Right-of-use assets and lease liabilities of Rs. 141.42 million respectively were recorded as
of July 01, 2019, with no net impact on unappropriated profit. When measuring lease liabilities, the
Company discounted lease payments using its incremental borrowing rate of 15.34% to 15.48% at
July 01, 2019.
The following summary reconciles the Company’s operating lease commitments previously
considered as land rentals at June 30, 2019 to the lease liabilities recognised on initial application of
IFRS 16 at July 1, 2019.
Rupees ‘000
Of which are:
Current lease liabilities 8,556
Non-current lease liabilities 130,865
At inception of a contract, the Company assesses whether a contract is, or contains, a lease i.e.
it conveys the right to control the use of an identified asset for a period of time in exchange for
consideration.
From July 1, 2019 leases are recognised as a right-of-use asset and a corresponding liability at the
date at which the leased asset is available for use by the Company.
The lease liability is initially measured at the present value of the lease payments that are not paid at
the commencement date, discounted using the interest rate implicit in the lease, or if that rate cannot
be readily determined, the Company’s incremental borrowing rate.
Lease payments include fixed payments, variable payment that are based on an index or a rate
amounts expected to be payable by the lessee under residual value guarantees, exercise price
of a purchase option, payments of penalties for terminating the lease, less any lease incentives
receivable. The purchase, extension and termination options are incorporated in determination of
lease term only when the Company is reasonably certain to exercise these options.
The lease liability is subsequently measured at amortised cost using the effective interest rate method.
It is remeasured when there is a change in future payments arising from a change in fixed payments
or an index or rate, Company’s estimate of the amount expected to be payable under a residual
value guarantee or its assessment of whether it will exercise a purchase, extension or termination
option. The corresponding adjustment is made to the carrying amount of the right-of-use asset, or is
recorded in profit and loss if the carrying amount of right-of-use asset is reduced to zero.
The right-of-use asset is initially measured based on the initial amount of the lease liability adjusted
for any payments made at or before the commencement date and any incentive received, plus any
initial direct costs and estimate of costs to dismantle, remove or restore the underlying asset (if any)
or to restore the site on which it is located. The right-of-use asset is depreciated on a straight line
method over the lease term as this method most closely reflects the expected pattern of consumption
of future economic benefits. The right-of-use asset is reduced by impairment losses, if any, and
adjusted for certain remeasurements of the lease liability.
The Company does not recognise right-of-use assets and lease liabilities for short term leases that
have a term of 12 months or less, leases of low-value assets and recognises associated payments
in the period in which these are incurred.
2020 2019
-----------Rupees ‘000 -----------
3,707,635 2,879,439
Closing net book value 1,922,176 556,171 907,467 58,582 46,891 43,750 81,477 3,616,514
Cost or revaluation 1,922,176 556,171 907,467 173,375 74,209 43,750 81,477 3,758,625
Accumulated Depreciation - - - (114,793) (27,318) - - (142,111)
Closing net book value 1,922,176 556,171 907,467 58,582 46,891 43,750 81,477 3,616,514
Closing net book value 1,340,640 368,234 856,250 50,986 26,071 49,101 37,431 2,728,713
Net book value 1,340,640 368,234 856,250 50,986 26,071 49,101 37,431 2,728,713
5.2 During the year, the Company revalued its operating assets classified under leasehold land, building
on leasehold land, plant and machinery, vehicles and air-conditioning systems which resulted in re-
valuation surplus amounting to Rs. 299.67 million (2019: Rs. 320.62 million), Rs. 36.97 million (2019:
Nil), Rs.119.26 million (2019: Rs. 218.37 million), Rs. 12.62 million (2019: Rs. 14.51 million) and Rs.
2.07 million (2019: nil) respectively.
5.3 The valuation of leasehold land bearing no. 5-B, Block - 7 & 8, Delhi Mercantile Muslim Co-operative
Housing Society Limited, Karachi measuring 505 square yards, leasehold land bearing no. E-58A,
North Western Industrial Zone, Port Qasim Authority, Karachi measuring 1.522 acres and Plot No.
B-168, S.I.T.E Nooriabad, District Jamshoro ,Sindh, measuring 25 acres, was carried out by an
independent valuer M/s. Pee Dee & Associates on June 30, 2020 on the basis of present market
values for similar sized plots in the vicinity for land (level 2). The valuation of leasehold land bearing
No. F-319, situated at S.I.T.E area, Karachi measuring 5.24 acres, building on leasehold land, plant
and machinery, vehicles and air-conditioning systems was also carried out by M/s. Pee Dee &
Associates on June 30, 2020 on the basis of present market values for similar sized plots in the
vicinity for land and replacement values of similar type of buildings, plant and machinery, vehicles
and air-conditioning systems (level 2).
Forced sale value of the revalued assets as at June 30, 2020 are as follows:
2020 2019
-----------Rupees ‘000 -----------
5.4 The previous valuation was carried out by an independent valuer M/s. Pee Dee & Associates Limited
on June 30, 2019.
- Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).
- Inputs other than quoted prices included within level 1 that are observable for the asset or liability,
either directly (i.e., as prices) or indirectly (i.e., derived from prices) (level 2).
- Inputs for the assets or liabilities that are not based on observable market data (i.e., unobservable
inputs e.g. estimated future cash flows) (level 3).
5.5 During the year, the Company relocated its head office to IBL One Building Centre. The Property
had been recognised as an investment property in these financial statements. Consequently, the
owner occupied portion of investment property with net book value of Rs. 345.91 million (fair value
- Rs. 593.12 million) has been reclassified to property, plant and equipment. The allocation of net
book value was made on the basis of total covered area of the investment property occupied by the
Company.
5.6 This represents mutation charges given on leasehold land amounting to Rs. 5.29 million.
Further, this also includes registration fee of Rs. 6.95 million on leasehold land situated at Nooriabad
in Company’s name, which was acquired in the prior year from wholly owned subsidiary - IBL Identity
(Private) Limited.
5.7 This includes leasehold improvements, plant and machinery, office equipments and furniture and
fixtures purchased from wholly owned subsidiary IBL Identity (Private) Limited amounting to Rs.
74.06 million.
5.8 Had there been no revaluation of leasehold land, building on leasehold land, plant and machinery,
office and equipments, furniture and fixtures, vehicles and air-conditioning systems, cost and written
down value of revalued assets would have been as follows:
Building on Air-
Leasehold Plant and
leasehold conditioning Vehicles Total
land machinery
land systems
---------------------------------------------Rupees ‘000--------------------------------------------
NBV as at June 30, 2020 805,757 457,715 591,408 77,314 19,149 1,951,343
NBV as at June 30, 2019 523,886 300,788 625,111 34,124 29,472 1,513,381
5.9 Particulars of immovable property (i.e. land and building) in the name of Company are as follows:
5.10 Following item of property, plant and equipment having net book value in excess of Rs. 500,000 each
was disposed off during the year:
Motor Vehicle 2,023 1,356 667 1,600 933 Advertisement / Mr. Manzoor Ahmed - Village Wahid Buksh Khan,
Bid Bijarani Tehsil, Tanjwani District, Kashmore.
2,023 1,356 667 1,600 933
Civil works 80,100 32,923 (75,878) 37,145 83,133 96,586 (99,619) 80,100
Advances to suppliers 7,231 54,465 (44,533) 17,163 37,325 114,970 (145,064) 7,231
5.11.1 It represents plant and machinery that has not been commissioned yet.
2020 2019
-----------Rupees ‘000 -----------
6. RIGHT-OF-USE ASSET
6.1 Depreciation expense on right-of-use asset has been charged to cost of sales.
2020 2019
-----------Rupees ‘000 -----------
2,203,890 2,458,041
Closing net book value 1,657,810 280,877 16,999 57,224 15,953 13,260 52,387 50,634 2,145,144
Net book value 1,657,810 280,877 16,999 57,224 15,953 13,260 52,387 50,634 2,145,144
Closing net book value 1,915,871 326,986 12,927 68,984 22,317 18,056 28,205 58,496 2,451,842
Net book value 1,915,871 326,986 12,927 68,984 22,317 18,056 28,205 58,496 2,451,842
7.2 Leasehold land classified under investment property has been valued under the market value basis
by an independent valuer, M/s. Pee Dee & Associates. Market value of leasehold land and other
assets based on the valuation as of June 30, 2020 was Rs. 3.44 billion (2019: Rs. 3.3 billion) and
Rs. 0.825 billion (2019: Rs. 0.814 billion) respectively. Leasehold land and building on leasehold land
represent Building Centre situated at Main Shahrah-e-Faisal, Block 7 & 8, Tipu Sultan Road, Delhi
Mercantile Co-operative Housing Society having area of 5,291 square yards.
7.3 This includes furnitures and fixtures purchased from IBL Frontier Market (Private) Limited - related
party amounting to Rs. 31.58 million.
2020 2019
-----------Rupees ‘000------------
8. INTANGIBLE ASSETS
Product Software
Distribution Brand name
license - licenses - Total
rights and logo
note 8.1.1 note 8.1.2
------------------------------- Rupees ‘000 -------------------------------
Gross carrying value basis
Year ended June 30, 2020
Opening net book value - 7,916 78,137 78,860 164,913
Additions - - - 10,558 10,558
Amortisation charge - (5,000) (11,160) (27,873) (44,033)
8.1.1 This represents license obtained for the production of product “Tramal”.
8.1.2 Software licenses include various licenses and enterprise resources planning software.
June 30, 2020 (166,929) 222,819 (137,141) 2,944 8,260 (19,834) 39,059 679 (50,143)
9.1 Deferred tax liability is restricted to 88.57% (2019: nil) of the total deferred tax liability based on the
assumptions that export sales will continue to fall under Final Tax Regime and historical trend of
export and local sales ratio will continue to be the same in forseeable future.
2020 2019
-----------Rupees ‘000------------
10. LONG-TERM INVESTMENTS - SUBSIDIARIES
2020 2019
Equity Investment Equity Investment
% held at cost % held at cost
(Rupees ‘000) (Rupees ‘000)
Listed security
Unlisted securities
1,686,186 1,686,186
10.1.1 Section 236M of the Income tax Ordinance, 2001 (inserted through Finance Act, 2014), specified that
every company, quoted on stock exchange, while issuing bonus shares shall withhold five percent
of the bonus shares to be issued. Bonus shares withheld shall only be issued to a shareholder, if the
Company collects tax equal to five percent of the value of the bonus shares issued including bonus
share withheld, determined on the basis of day-end price on the first day of closure of books. The tax
was to be collected within fifteen days of the first day of closure of books, after which the company
was required to deposit shares withheld to Central Depository Company, in favour of the Federal
Government. This section was later deleted through Finance Act, 2018.
Based on the requirement mentioned above, the Company is exposed to a tax liability of approximately
Rs. 71.8 million (2019: Rs. 71.8 million), on account of bonus shares received from IBL HealthCare
Limited from 2015 to 2018. The Company has filed a petition in respect of tax on bonus shares
in Honourable High Court of Sindh, and expects a favourable outcome, based on a legal advice.
Further, pending decision of the Honorable High Court of Sindh, IBL HealthCare Limited has withheld
1,117,379 shares (2019: 1,117,379 shares) with Central Depository Company of Pakistan Limited.
2020 2019
-----------Rupees ‘000------------
11. LONG-TERM LOANS
358 270
11.1 This represents interest-free loans for automobiles to employees other than executives, as defined in
note 42. These are secured against provident fund balances of respective employees.
2020 2019
12. LONG-TERM DEPOSITS -----------Rupees ‘000------------
13. INVENTORIES
2,632,887 2,194,650
13.1 Inventories include inventory in transit amounting to Rs. 518.18 million (2019: Rs. 487.30 million).
13.2 This includes inventory amounting to Rs. 560.80 million (2019: Rs. 625.92 million) held by third
parties.
2020 2019
-----------Rupees ‘000------------
14. TRADE RECEIVABLES
Considered good
- Export receivables, secured - note 14.5 448,334 307,294
- Due from related parties, unsecured - note 14.1 6,706,017 3,839,765
- Others, unsecured 647,477 719,073
7,801,828 4,866,132
2020 2019
-----------Rupees ‘000------------
14.1 Due from related parties, unsecured
Subsidiary companies - notes 14.2 & 14.4
- Searle Biosciences (Private) Limited 333,488 233,598
- IBL HealthCare Limited 124,190 2,414
Group companies - notes 14.3 & 14.4
- IBL Operations (Private) Limited 6,127,993 3,470,885
- IBL Logistics (Private) Limited 100,894 95,828
- United Brands Limited 11,485 29,073
- International Franchises (Private) Limited 20 20
- IBL Frontier Markets (Private) Limited 181 181
United Retail (SMC-Private) Limited - notes 14.3 & 14.4 7,766 7,766
6,706,017 3,839,765
14.2 The maximum aggregate amount outstanding at any time during the year from Searle Biosciences
(Private) Limited and IBL HealthCare Limited was Rs. 360.19 million (2019: Rs. 511.37 million) and
Rs. 291.76 million (2018: Rs. 2.41 million) respectively.
14.3 These are stated net of amount payable to IBL Operations (Private) Limited, United Brands Limited
and IBL Logistics (Private) Limited - associated companies amounting to Rs. 111.82 million (2019:
Rs. 284.97 million), Rs. 0.63 million (2019: Rs. 15.36 million) and Rs. 4.03 million (2019: Rs. 1.01
million) respectively.
The maximum aggregate amount of receivable outstanding at any time during the year are as follows
2020 2019
-----------Rupees ‘000------------
IBL Operations (Private) Limited 6,161,816 3,755,855
United Brands Limited 44,428 51,513
IBL Logistics (Private) Limited 107,691 95,828
International Franchises (Private) Limited 20 20
IBL Frontier Markets (Private) Limited 181 181
United Retail (SMC-Private) Limited 7,766 7,766
14.4 As at June 30, 2020, the age analysis of these related party receivables is as follows:
2020 2019
-----------Rupees ‘000------------
6,706,017 3,839,765
Confirmed
Country Export Sales Receivables Letter of Others
Credit
14.6 The Competition Commission of Pakistan (CCP) through its order dated September 13, 2007
instructed the Company to reduce terms of trade credit with IBL Operations (Private) Limited,
an associated concern, re-negotiate the offered rate of commission and conduct audit of the
transactions. The Company filed a counter case in Honorable High Court of Sindh to revert the order.
The Company, based on the opinion of its legal advisor, believes that it has a strong case and the
matter would be decided in favour of the Company.
2020 2019
-----------Rupees ‘000------------
2020 2019
15. LOANS AND ADVANCES – considered good -----------Rupees ‘000------------
Advances to:
- employees for business operations - notes 15.1 & 15.2 86,199 101,168
- employees against salary - notes 15.1 & 15.2 9,288 9,536
- suppliers 416,465 281,064
- against imports - note 15.3 55,351 101,898
- related party - note 15.4 972,181 975,581
1,539,484 1,469,247
4,712,052 4,516,941
15.1 These advances for business operations are adjusted against submission of actual expenses.
Advances against salary are repayable on monthly basis. The maximum aggregate amount of these
advances outstanding at any time during the year was Rs. 135.52 million (2019: Rs. 124.54 million).
Employee Amount
Rupees ‘000
15.3 This represents amount kept with scheduled banks in accordance with the requirement of Circular
No. 02 of 2017 of Banking Policy & Regulations Department issued by the State Bank of Pakistan,
requiring 100% cash margin on the import of specified items.
15.4 This represents advance to Searle Biosciences (Private) Limited - wholly owned subsidiary amounting
to Rs. 972.18 million (2019: Rs. 975.6 million). These advances are provided for the purpose of
financial assistance and are settled in the ordinary course of business.
The maximum aggregate amounts outstanding at any time during the year was Rs. 975.58 million
(2019: Rs. 975.58 million).
15.5 This represents interest-free loan provided to IBL Identity (Private) Limited - wholly owned subsidiary.
The maximum aggregate amount outstanding at any time during the year was Rs. 3.18 billion (2019
: Rs. 3.45 billion).
2020 2019
16. TRADE DEPOSITS AND SHORT-TERM PREPAYMENTS -----------Rupees ‘000------------
Deposits
Trade deposits 79,180 72,688
Less: Provision for doubtful deposits (2,640) (2,640)
76,540 70,048
2020 2019
17. OTHER RECEIVABLES -----------Rupees ‘000------------
110,587 61,870
Due from other related parties note - 17.2
- United Retail (SMC-Private) Limited against:
Rental income 274,140 209,566
- OBS Pakistan (Private) Limited against:
Management fee - note 35.1 252,000 -
Rental Income 895 -
- The IBL Company (Private) Limited against:
Expenses 2,440 -
- Lunar Pharma (Private) Limited against:
Expenses 2,882 -
Surplus arising under retirement
benefit fund - note 17.4 5,250 5,250
1,063,601 3,077,649
17.1 These are settled in the ordinary course of business without any defined payment terms. The
maximum aggregate amount outstanding at any time during the year are as follows:
2020 2019
-----------Rupees ‘000------------
17.2 The maximum aggregate amount outstanding at any time during the year from group companies and
other related parties are as follows:
2020 2019
--------Rupees ‘000--------
2020 2019
-----------Rupees ‘000------------
17.3 This represents excess amount paid in relation to group relief availed by the Company during the year
(refer note 19). The amount was paid by the Company on the basis of estimation for the purpose of
discharging liability of advance tax under section 147 of the Income Tax Ordinance, 2001.
17.4 This represents surplus on funded gratuity scheme discontinued by the Company with effect from
December 31, 2012.
17.5 This represents interim dividend declared by the Board of Directors of Searle Biosciences (Private)
Limited in their meeting held on June 30, 2020.
17.6 This includes Rs. 279.12 million claimed by the Company from Zhejiang Huahai Pharmaceuticals,
China (ZHP) relating to its product “Extor” that contains material supplied by ZHP. On July 12, 2018,
the Drug Regulatory Authority of Pakistan in response to a review triggered by the European Medicine
Agency (EMA) issued drug re-call for “Valsartan” containing products due to the presence of cancer
causing impurities. Accordingly, the Company recalled finished product “Extor” amounting to Rs.
221.95 million from the local market and Rs. 97 million from the international market. The impact of
the product recall has been set off by the claim raised by the Company against ZHP.
Further, the Company lodged claim of Rs. 881.05 million from ZHP in respect of the overall business
loss.
During the year, the Company has entered into an agreement with ZHP for settlement of the above
claims. As per the agreement, these claims will be settled against future purchases of raw material by
the Company from ZHP. These claims will be accounted for when the credit notes for the discounted
purchase price are received. Claims amounting to Rs. 39.83 million were settled during the year.
This represents unsecured perpetual term finance certificates which carry markup at the rate of 3
months KIBOR + 1.6% per annum.
During the year, the Company has availed group relief under section 59B of the Income Tax Ordinance,
2001 (the Ordinance). As allowed under the Ordinance, the Company has claimed taxable losses
amounting to Rs. 601.86 million surrendered by its Holding Company - International Brands Limited
and subsidiary of Holding Company - United Brands Limited. The tax impact of the above losses
amounts to Rs. 98.14 million.
2020 2019
20. CASH AND BANK BALANCES -----------Rupees ‘000------------
299,624 204,547
20.1 These balances carry mark-up at at the rate of 5.75 % (2019: 1.08 %) per annum.
As stated in note 3.3.1, the Company operates unfunded gratuity scheme for eligible employees.
The scheme defines an amount of gratuity benefit that an employee will receive on retirement subject
to minimum service under the scheme. The latest actuarial valuation was carried out as at June 30,
2020 using the Project Unit Credit method.
2020 2019
-----------Rupees ‘000------------
22.1.2 Statement of financial position reconciliation
2020 2019
-----------Rupees ‘000------------
22.1.4 Expense recognised in unconsolidated statement of
profit or loss and other comprehensive income
2020 2019
22.1.7 Actuarial assumptions
Mortality was assumed to be SLIC (2001-05) for males and females, as the case may be, but rated
down by one year.
22.1.8 The sensitivity of the defined benefit obligation to changes in the weighted average principal
assumption is:
22.1.10 The above sensitivity analysis are based on a change in an assumption while holding all other
assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions
may be correlated. When calculating the sensitivity of the defined benefit obligation to significant
actuarial assumptions, the same method (present value of the defined benefit obligation calculated
with the projected unit credit method at the end of the reporting period) has been applied as and
when calculating the gratuity liability recognised within the unconsolidated statement of financial
position.
22.1.11 As per actuarial advice, the Company is expected to recognise a service cost of Rs. 6.91 million in
2021.
23.1 This represents salary financing obtained under SBP payroll refinance facility as a part of measures
for countering economic hardships faced by the businesses during COVID-19 pandemic. The
Company will pay a quarterly mark up at a discounted rate of 3% per annum, with eight equal
quarterly instalments starting from January 2021. The loan is secured by way of equitable mortgage
on land and building of the Company.
23.1.1 The facility is a sublimit of running musharikah obtained from Dubai Islamic Bank.
2020 2019
-----------Rupees ‘000------------
24. DEFERRED INCOME - GOVERNMENT GRANT
77,141 -
24.1 This represents the value of benefit of below-market interest rate which has been accounted for as
government grant under IAS 20 - Government grants.
2020 2019
-----------Rupees ‘000------------
25. LEASE LIABILITY
25.2 Finance cost on lease liabilities for the year ended June 30, 2020 was Rs. 20.41 million. Total cash
outflow for leases was Rs. 28.87 million.
2020 2019
-----------Rupees ‘000------------
26. TRADE AND OTHER PAYABLES
2,719,812 4,529,480
26.1 This includes amount payable to Searle Pharmaceuticals (Private) Limited - wholly owned subsidiary
amounting to Rs. 4.29 million (2019: Rs. 2,192.65 million) on account of toll manufacturing services.
This also includes payable to Searle Laboratories (Private) Limited - wholly owned subsidiary
amounting to Rs. 6.80 million (2019: Rs. 9.13 million).
26.2 The creditors also include payable to other related parties which are as follows:
2020 2019
-----------Rupees ‘000------------
26.3 This includes royalty payable to Marisant Company on behalf of IBL Healthcare Limited as per
agreement.
26.4 The investment in listed equity securities out of the provident fund is in excess of the limit prescribed
under the provisions of section 218 of the Companies Act, 2017 and the conditions specified
thereunder. However, the fund is in the process of ensuring compliance with the prescribed limits.
26.5 This represents payable to subsidiary of Holding Company - United Brands Limited (UB) against
claim of tax losses as allowed under section 59B of the Ordinance, 2001. The Company has claimed
tax loss amounting to Rs. 54.97 million surrendered by UB, the tax impact of which amounts to
Rs. 15.94 million - refer note 19.
2020 2019
-----------Rupees ‘000------------
26.6 Accrued mark-up
208,096 109,473
26.6.1 This includes markup on loan obtained from employees provident fund - note 27 amounting to
Rs 9.19 million (2019: nil).
2020 2019
26.7 Workers’ Profit Participation Fund -----------Rupees ‘000------------
26.8 This includes payable to associated company - United Distributors Pakistan Limited amounting to
Rs. 0.25 million (2019: Rs. 0.167 million).
26.9 This includes payable to wholly owned subsidiary - IBL Identity (Private) Limited amounting to
Rs. 74.06 million and Rs. 3.99 million on account of purchase of property, plant and equipment and
promotional expenses incurred on behalf of Company, respectively.
2020 2019
27. SHORT-TERM BORROWINGS - secured -----------Rupees ‘000------------
Secured borrowings
Running finance under mark-up arrangements
- notes 27.1, 27.2 & 27.3 4,461,771 3,544,776
Current portion of long-term borrowings 133,875 -
Export refinance - 210,000
4,595,646 3,754,776
Unsecured borrowings
IBL Future Technologies (Private) Limited - note 27.4 200,000 200,000
Employees provident fund - note 27.5 161,000 -
Employees provident fund - OBS Pakistan
(Private) Limited - related party - note 27.6 18,000 -
4,974,646 3,954,776
27.1 The Company has entered into running finance under mark-up arrangements from various banks
amounting to Rs. 4,925 million (2019: Rs. 4,175 million) which include financing facilities obtained
under Islamic mode amounting to Rs. 4,075 million (2019: Rs. 3,525 million). The arrangements are
secured jointly by registered mortgage of Rs. 1,126.94 million (2019: Rs. 589.44 million) of immovable
property together with joint pari passu charge on all current assets of the Company to the extent of
Rs. 6,889.23 million (2019: Rs. 4,071 million) in favour of Standard Chartered Bank (Pakistan) Limited
(the lead bank).
27.2 The amount utilised under the Islamic mode of financing amounted to Rs. 3,977.03 million
(2019: Rs. 3,525 million).
27.3 The rates of mark-up ranged between 2.75% to 15.60% (2019: 2.75% to 12.7%) per annum.
27.5 Other than investment made from provident fund as stated in - note 26.4 the loan made to the
Company carrying markup at the rate of 15% per annum, is not in accordance with the section 218
of the Companies Act, 2017.
27.6 This represents loan obtained from employees provident fund of OBS Pakistan (Private) Limited -
related party, carrying markup at the rate of 15% per annum.
28.1 This includes dividend on bonus shares witheld pertaining to 125 shareholders on which stay from
the Honorable High Court of Sindh has been obtained - refer note 10.1.1.
29.1 Contingencies
Name of the Description of the factual basis of the Principal parties Date
court, proceeding and relief sought instituted
agency or
authority
29.1.1 High Court During the year ended June 30, 2014, Sindh The Company and 2014
of Sindh Revenue Board (SRB) had imposed sales tax on toll The Federation of
manufacturing at the rate of 16% of sales value. The Pakistan
cumulative such sales tax amounts to Rs. 310.68
million. The matter has been contested in the High
Court of Sindh.
Name of the Description of the factual basis of the Principal parties Date
court, proceeding and relief sought instituted
agency or
authority
29.1.2 High Court Section 5A of Income Tax Ordinance, 2001 inserted The Company and 2015
of Sindh through Section 5(3) of the Finance Act, 2015 The Federation of
requires the Company to charge income tax @ Pakistan
10% on the reserves of the Company where they
exceed an amount equivalent to the paid up capital.
The Company has filed a suit for declaration and
permanent injunction before the Court challenging
the vires of the above said section.
29.1.3 High Court The Company has challenged the levy of Sindh Sales The Company and 2016
of Sindh Tax on services of renting of immovable property Province of Sindh
which has been categorised as renting services by
the SRB.
29.1.4 High Court A suit was filed to challenge the imposition of Sales The Company and 2014
of Sindh Tax under Sales Tax Act, 1990 with respect to raw The Federation of
material being used for manufacturing pharmaceutical Pakistan
products inspite of such raw material being exempt in
view of Entry No. 105 of the Sixth schedule of the Act.
Name of the Description of the factual basis of the Principal parties Date
court, proceeding and relief sought instituted
agency or
authority
29.1.5 High Court of The Company has filed a petition against tax on The Company and 2015
Sindh bonus shares in the High Court of Sindh and expects The Federation of
a favourable outcome. For further detail, refer note Pakistan
10.1.1 of these unconsolidated financial statements.
29.1.6 High Court of Exemption provided to the companies falling under The Company and 2017 to
Sindh Group Relief (section 59B of Income Tax Ordinance, The Federation of 2020
2001), from tax on intercorporate dividend as Pakistan
mentioned under Clause 103A of Part I of the Second
Schedule of the Income Tax Ordinance, 2001, is not
applicable now on account of deletion of Section 59B
from the said clause, through the Finance Act, 2016.
29.1.7 The Company is in the process of filing an appeal in Supreme Court of Pakistan against imposition
of super tax for tax years 2015 to 2019 and expects a favourable outcome. For further detail, refer
note 37.1 of these unconsolidated financial statements.
29.1.8 The management, based on legal advice, is confident that the ultimate decisions in the above cases
(notes 29.1.1 to 29.1.7) will be in favour of the Company, hence no provision has been made in
respect of the aforementioned litigations.
29.2 Commitments
The facility for opening letters of credit and guarantees as at June 30, 2020 amounted to Rs. 2,105
million (2019: Rs. 2,180 million) of which the amount remaining unutilised as at year end amounted
to Rs. 1,494 million (2019: Rs. 387 million).
2020 2019
-----------Rupees ‘000------------
30. REVENUE FROM CONTRACTS WITH CUSTOMERS
Gross sales
Local sale of goods - note 30.1 15,526,476 13,918,451
Export sales 2,299,165 1,831,388
17,825,641 15,749,839
Less:
Discounts, rebates and allowances 852,362 1,002,681
Sales returns 629,667 398,406
1,482,029 1,401,087
16,567,219 14,537,198
30.1 Consequent to Order 4480/2018 dated August 3, 2018 issued by the Honourable Supreme Court
of Pakistan, the Drug Regulatory Authority of Pakistan (DRAP) fixed maximum retail price of drugs
vide notification S.R.O 1610/2018 dated December 31, 2018. Further, DRAP vide Notification S.R.O
34(1)/2019 dated January 10, 2019 increased the maximum retail prices of drugs by nine percent
over and above the maximum retail prices as determined under hardship category during the year
2018 and fifteen percent over and above existing maximum retail prices determined under Drug
Pricing Policy, 2018 for drugs other than those specified under hardship category.
The Honorable High Court of Sindh vide Order dated January 22, 2019 has disposed off all the legal
cases of the Company against DRAP. As mandated under the orders dated August 3, 2018 and
November 14, 2018 passed by the Honourable Supreme Court of Pakistan in Human Rights Case
No. 2858 of 2006, the Company may file an appeal before the Appellate Board of DRAP as provided
under Section 9 of the Drugs Act, 1976, if the Company is dissatisfied by the prices fixed by DRAP.
Consequent to the above, the Company challenged the prices for four of its products namely,
Peditral, Gravinite, Metodine and Hydrylline set by DRAP in its Appellate Board and the Appellate
Board under its orders dated 18 June, 20 June and 25 June 2019 rejected the said application of
the Company. The Company has challenged the said orders in the Honourable High Court of Sindh
and an interim order has been passed restricting DRAP from taking any coercive action against the
Company. Exposure of the Company due to abovementioned litigation amounts to Rs. 1.27 billion
(2019: Rs. 490.56 million).
2020 2019
-----------Rupees ‘000------------
31. COST OF SALES
2020 2019
-----------Rupees ‘000------------
32. DISTRIBUTION COSTS
3,762,599 3,698,801
32.1 This includes personal protective equipments purchased from IBL Frontier Market (Private) Limited -
related party, amounting to Rs. 11.93 million, which were distributed to healthcare professionals as a
part of CSR activity (refer - note 2.2).
32.2 These service charges mainly comprise of payments made to distributors for sale to institutions.
32.3 The Royalty pertains to M/s Sanofi Winthrop Industrie which is situated in France respectively. The
Company only has a relation of licensor and licensee with the entity.
32.4 The Royalty is also stated net of receivable and payable amounting to Rs. 18.28 million from subsidiary
- IBL Healthcare Limited.
2020 2019
-----------Rupees ‘000------------
33. ADMINISTRATIVE EXPENSES
1,081,900 909,364
33.1 Donations to a single party exceeding 10% of total donations i.e. Rs. 14.44 million are as follows:
2020 2019
-----------Rupees ‘000------------
33.2 During the year, the Company also donated Rs. 32.82 million to its other related parties:
2020 2019
-----------Rupees ‘000------------
33.3 Following directors’ interest in the above related parties is limited to the extent of their involvement
as directors:
- The Citizen Foundation Mr. Adnan Asdar Ali and Mr. Rashid Abdulla - Directors
- Indus Hospital Mr. Adnan Asdar Ali - member of General Body
- Hunar Foundation Mr. Adnan Asdar Ali - Director
- Sabaq Learning Foundation Mr. Adnan Asdar Ali - Trustee
Moreover, the AKAR Hospital is being managed by the management of the Company.
33.3.1 The Directors or their spouse has no interest in any other donee entity.
33.4 This amount is stated net of fixed charges recovered from tenants in respect of provision of amenities.
2020 2019
33.5 Auditors’ remuneration -----------Rupees ‘000------------
13,910 12,557
261,841 153,869
2020 2019
35. OTHER INCOME -----------Rupees ‘000------------
385,552 2,943,611
Income from non-financial assets
Facility management fee - note 35.1 252,000 -
Rental income from investment property - note 35.2 91,144 132,811
Government grant - note 24.1 8,571 -
Exchange gain 19,664 -
Other rental income - note 35.3 3,492 3,837
Gain on disposal of property, plant and equipment 1,392 7,625
Scrap sales 18,370 10,498
394,633 154,771
Others 92 1,532
780,277 3,099,914
35.1 This pertains to fee charged from OBS Pakistan (Private) Limited - related party in respect of finance,
administration, human resources and other services provided by the Company, in accordance with
agreement.
2020 2019
35.2 This includes rental income from related parties, which are -----------Rupees ‘000------------
as follows:
35.3 This represents income from International Franchises (Private) Limited - related party for use of
operating assets of the Company.
2020 2019
-----------Rupees ‘000------------
36. FINANCE COST
36.1 The amount of mark-up paid under Islamic mode of financing amounted to Rs. 497.09 million (2019:
Rs. 287.65 million).
2020 2019
-----------Rupees ‘000------------
37. INCOME TAX EXPENSE
Current tax
For the year 854,474 188,234
Prior year charge - note 37.1 81,925 -
Deferred tax - note 9 (86,998) -
849,401 188,234
37.1 Subsequent to the year end, the petition filed by the Company against the imposition of super tax
for rehabilitation of temporarily displaced persons under section 4B of the Income Tax Ordinance,
2001 for the tax years 2015 to 2019, in the High Court of Sindh was rejected vide order dated July
21, 2020. Consequently, Company received various notices from tax authorities for recoverability of
super tax for the tax years 2015 to 2019 amounting to Rs. 485.19 million.
However, the Company has not made provision of full amount on the basis of the following contention:
Further, the Company in consultation with its legal and tax advisors is in the process of filing an appeal
against the above decision of Honorable High Court of Sindh, in the Supreme Court of Pakistan. The
Company expects a favourable outcome based on a legal advice.
2020 2019
-----------Rupees ‘000------------
37.2 Relationship between tax expense and accounting profit
Deemed order under Section 120 of the Income tax Ordinance, 2001 for the above tax years were
amended, where certain expenses / benefits were disallowed which mainly includes disallowance
due to non-deduction of tax on Distributors margin, eligibility of claim made for Group Relief, finance
cost on long-term loan as not being related to business income, receipts on termination of contract,
advertisement expenses, salesman bonuses, discount given to group company, deemed interest
income on interest-free loan given to group company and other expenses meeting the criteria of
Section 21(c) of the Income Tax Ordinance, 2001 with reference to deduction of tax.
Appeals against the above orders are pending before Appellate Tribunal Inland Revenue (ATIR) except
for tax years 2008 which is decided and the tax year 2014 which is pending before Commissioner
Appeals.
Out of the above, majority of the issues have been decided in favour of the Company either by
Commissioner Appeals or by ATIR in its decision for tax year 2008. Considering this position and
in consultation with its tax advisors, the management is of the view that above issues will also be
decided in favour of the Company. The impact of the above mentioned orders pending resolution
amounts to approximately Rs. 1.09 billion.
2020 2019
-----------Rupees ‘000------------
38. BASIC AND DILUTED EARNINGS PER SHARE
38.1 Diluted earnings per share has not been presented as the Company did not have any convertible
instruments in issue as at June 30, 2020 and 2019 which would have any effect on the earnings per
share if the option to convert is exercised.
2020 2019
-----------Rupees ‘000------------
39. CASH GENERATED FROM OPERATIONS
2020 2019
-----------Rupees ‘000------------
40. CASH AND CASH EQUIVALENTS
(4,341,147) (3,340,229)
Based on internal management reporting structure for the year, no reportable segments were
identified that were of continuing significance for decision making.
Number of persons 1 1 1 1 68 56
42.1 In addition to the above, the chief executive and some of the executives have been provided with
free use of the Company maintained cars. Further, medical expenses are reimbursed in accordance
with the Company’s policies.
42.2 During the year, the Company has paid to five non-executive directors (2019: five) an aggregate
amount of Rs. 57 thousand (2019: Rs. 32 thousand) as fee for attending board meetings.
The following transactions were carried out with related parties during the year:
Key management
employees
compensation: - Salaries and other employee
benefits 66,521 60,006
- Contributions to Provident Fund 3,869 3,517
- Sale of goods 64 -
43.1 The status of outstanding balances with related parties as at June 30, 2020 is included in the
respective notes to the unconsolidated financial statements. These are settled in the ordinary course
of business.
43.2 Following are the related parties including associated companies with whom the Company had
entered into transactions or have arrangements / agreements in place:
Aggregate
S. No. Company name Basis of Relationship % of
shareholding
The capacity and production of the Company’s plants are indeterminable as these are multi-product
and involve varying processes of manufacture.
The Company’s activities expose it to variety of financial risks namely market risk (including interest
rate risk, currency risk and other price risk), credit risk and liquidity risk. The Company’s overall risk
management programme focuses on having cost effective funding as well as manage financial risk
to minimise earnings volatility and provide maximum return to shareholders.
45.2 Financial assets and liabilities by category and their respective maturities
2020 2019
Maturity up Maturity up
Maturity after Maturity after
to one Total to one Total
one year one year
year year
--------------------------------------------Rupees ‘000--------------------------------------------
Financial assets
Loans, advances and deposits 4,221,289 7,754 4,229,043 4,093,323 7,666 4,100,989
Trade receivables 7,801,828 - 7,801,828 4,866,132 - 4,866,132
Other receivables 1,063,601 - 1,063,601 3,077,649 - 3,077,649
Bank balances 294,114 - 294,114 201,810 - 201,810
Cash in hand 5,510 - 5,510 2,737 - 2,737
At Cost
Financial liabilities
a) Market Risk
Interest rate risk is the risk that the value of a financial instrument will fluctuate due to
changes in the market interest rates. As per market practices, Company’s borrowings are
on variable interest rate exposing the Company to interest rate risk.
At June 30, 2020, the Company has variable interest bearing financial liabilities of Rs. 4.91
billion (2019: Rs. 3.75 billion), and had the interest rate varied by 200 basis points with all
the other variables held constant, profit before income tax for the year would have been
approximately Rs. 98.2 million (2019: Rs. 75 million) higher / lower, mainly as a result of
higher / lower interest expense on floating rate borrowings.
Foreign currency risk arises mainly where payables and receivables exist due to transactions
in foreign currencies. The Company’s exposure to exchange risk comprise mainly due to
receivable, payable and bank balance maintained in foreign currency account. At June
30, 2020, trade and other payables of Rs. 481.13 million (2019: Rs. 708.95 million), trade
receivables of Rs. 448.33 million (2019: Rs. 307.29 million) and bank balance of Rs. 0.13
million (2019: Rs. 0.13 million) are exposed to foreign currency risk.
As at June 30, 2020, if the Pakistan Rupee had weakened / strengthened by 2% against
foreign currency with all other variables held constant, profit before income tax for the year
would have been lower / higher by Rs. 0.66 million (2019: Rs. 8.02 million), as a result of
foreign exchange gains / losses on translation of foreign currencies denominated trade and
other payables, and trade receivables.
The sensitivity of foreign exchange rates looks at the outstanding foreign exchange
balances of the Company only as at the unconsolidated statement of financial position date
and assumes this is the position for a full twelve-month period. The volatility percentages
for movement in foreign exchange rates have been used due to the fact that historically
(five years) rates have moved on average basis by the mentioned percentages per annum.
Price risk is the risk that the value of a financial instrument will fluctuate as a result of
changes in market prices, whether those changes are caused by factors specific to
individual financial instruments company, its issuer, or factors affecting all similar financial
instrument traded in the market. The Company has no investment as at June 30, 2020
which is subject to a change in market price.
b) Credit Risk
Credit risk represents the accounting loss that would be recognised at the reporting date if
counterparties failed to perform as contracted. The maximum exposure to credit risk is equal
to the carrying amount of financial assets. Out of the total financial assets of Rs. 15,180 million
(2019: Rs. 13,892 million) the financial assets exposed to credit risk amounts to Rs. 13,544
million (2019: Rs. 12,348 million). The carrying values of financial assets are as under:
2020 2019
-----------Rupees ‘000------------
Trade receivables of the Company are not exposed to significant credit risk as the major amount
is due from IBL Operations (Private) Limited - an associated company. However, the Company
has established policies and procedures for timely recovery of trade receivables. With respect
to parties other than affiliates, the Company mitigates its exposure and credit risk by applying
credit limits to its customers.
Deposits, loans, advances and other receivables are not exposed to any material credit risk as
loans and advances mainly relate to subsidiary companies amounting to Rs. 4,144.06 million
(2019: Rs. 4,021.71 million) and other receivables mainly pertains to related parties amounting
to Rs. 708.17 million (2019: Rs. 2,690.77 million).
Bank balance represent low credit risk as major balances are placed with banks having credit
ratings of A or above as assigned by PACRA or JCR-VIS.
c) Liquidity risk
Liquidity risk is the risk that an entity will encounter difficulties in meeting obligations associated
with financial liabilities. Prudent liquidity risk management implies maintaining sufficient cash, the
availability of funding through an adequate amount of committed credit facilities and the ability
to close out market positions. The management believes that it will be able to fulfill its financial
obligations.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an
orderly transaction in the principal (or most advantageous) market at the measurement date
under current market conditions (i.e. an exit price) regardless of whether that price is directly
observable or estimated using another valuation technique.
The carrying values of all financial assets and liabilities reflected in the financial statements
approximate their fair value.
The Company’s objectives when managing capital are to safeguard company’s ability to continue as
a going concern in order to provide returns for shareholders and benefit for other stakeholders and
to maintain an optimal capital structure to reduce the cost of capital.
The Company finances its operations through equity, borrowings and management of working capital
with a view to maintain an appropriate mix between various sources of finance to minimise risk.
2020 2019
-----------Rupees ‘000------------
Following corresponding figures have been reclassified, for the purpose of comparison:
Rupees ‘000
From:
- Discounts, rebates and allowances (277,000)
To:
- Local sales of goods (277,000)
48.1 DIVIDEND
The Board of Directors of the Company in the meeting held on September 28, 2020, has approved
the following appropriation:
2020 2019
-----------Rupees ‘000------------
This would be recognised in the Company’s financial statements in the year in which such dividend
and distribution are paid.
Subsequent to the year end on August 24, 2020, the Company acquired OBS Pakistan (Private)
Limited (OBS), engaged in manufacturing and sales of pharmaceutical products, from Universal
Ventures (Private) Limited (UVPL) - related party. The approval of acquisition was obtained in the
Company’s Extra-Ordinary General Meeting (EOGM) on May 18, 2020.
Rupees in
million
15,800
Subsequent to the year end, the Company transferred its “Nutrition” business to its wholly owned
subsidiary - IBL Identity (Private) Limited. The business relates to sales of formula milk for infants.
These financial statements were approved and authorised for issue by the Board of Directors on
September 28, 2020
The Directors’ Report has been prepared in Despite this, the pharmaceutical industry is unable
accordance with section 227 of the Companies to achieve its full potential, due to high reliance of
Act, 2017 and Chapter XII of the Listed Companies imported APIs, fluctuation in exchange rates, low
(Code of Corporate Governance) Regulations, 2019. per capita expenditure, and low prices in terms
of global environment. Although the industry is
This report is to be submitted to the members at contributing 1% of their PBT to government for
the 55th Annual General Meeting of the Company conducting R&D, a lot can be desired on the front
to be held on October 28, 2020. of research and development.
COVID-19 pandemic has triggered one of the most Searle is a company that has always focused on
severe recession in nearly a century and is causing improving the lives of patients by offering them
enormous damage to people’s health, jobs and quality healthcare solutions. We have always placed
well-being. The spread of the novel corona virus the benefit of the patients and our stakeholders at
across countries has prompted many governments the forefront and we are proud of the impact of our
to introduce unprecedented measures to contain efforts.
the pandemic. This has led to many businesses
being shut down temporarily and widespread Searle has recorded a 6-year (FY14-20) CAGR
restrictions on travel and mobility. of 14% in its revenue and 10% in profit after tax.
This growth in revenue is on the back of consistent
However, COVID-19 has harnessed the integration growth in volumes and a diversified product range
of the pharmaceutical sector to the sustenance of along with positive impact of DRAP pricing policy,
the society at large and the industry is set to reap which is now linked with annual Consumer Price
the benefits from changing consumer perspectives. Index (CPI).
The industry and especially the rightly placed
institutions are taking advantage of branding and The increased revenues have resulted in a higher
extra revenue streams. The temporary suspension market share for Searle, as during FY19 the holding
of outdoor medical facilities including private company had a market share of 5.3%, which has
clinics was a challenge, though. With global health now increased up to 6.5% as per industry sales
care spending expected to rise at an accelerated value of Q1-2020, which is second highest in the
growth rate, it will likely present many opportunities entire Pakistan pharmaceutical industry.
for the sector. While there will be uncertainties,
stakeholders can navigate them by factoring COVID-19 pandemic has wreaked-havoc across
in historic and current drivers of change when the world with around 30 million cases and nearly a
strategizing for 2020 and beyond. million deaths recorded, with no vaccine recognized
by the World Health Organization (WHO), which can
Pharmaceutical sales in Pakistan grew at an annual provide immunity against the virus. Nevertheless, the
growth rate of 13.23% worth nearly USD 3.1 billion holding company has successfully entered into an
(PKR 425 billion), with more than 650 companies exclusive licensing and marketing agreement with
operating in the sector, driven by new molecule Beximco Pharmaceuticals to sell Remdesivir, with
introductions and supported by underlying the name of Bemsivir, in the local market. Remdesivir
demographic trends of increasing affordability, has proven to be a very effective tool against the
rising population, infrastructure investment, virus, as it shortened the recovery time of patients.
Unlisted Companies
- Searle Pharmaceuticals (Private) Limited 100.00% 100.00%
Pakistan
- Searle Laboratories (Private) Limited 100.00% 100.00%
- Searle Biosciences (Private) Limited 100.00% 100.00%
- IBL Identity (Private) Limited 100.00% 100.00%
- IBL Future Technologies (Private) Limited 100.00% 100.00%
- Nextar Pharma (Private) Limited 87.20% 87.20%
All our stakeholders and public can visit The Searle The directors either have already attended the
Company Limited’s website, www.searlecompany. directors’ training as required in previous years or
com, which has a dedicated section for investors meet the exemption criteria as contained in the
containing information related to annual, half yearly Listed Companies (Code of Corporate Governance)
and quarterly financial statements. Regulations, 2019.
The key operating and financial data for the six years is tabulated as follows:
Profit after tax as % of turnover 12.44 12.54 16.82 17.98 18.17 16.05
Profit after tax as % of capital employed 15.36 16.56 23.56 23.75 23.73 24.09
Dividends
Cash (%) 25 25 50 100 50 20
Stock (%) NIL NIL 15 30 24 20
Moving forward, we are focusing on enhancing the At Searle, we all are highly motivated and willing
share of specialty generic branded portfolio and to contribute enthusiastically on continuous basis.
targeting differentiated products. It is also pertinent Same is the case with our partners, suppliers and
to mention that Searle has an organic pipeline customers, for which we are thankful and expect
of over 200 products in different stages of the the same zeal and zest for future contribution.
regulatory approval process and has a diversified We assure, Searle will continue to work hard to
drug portfolio and strong gross profit margins. The provide long term sustainable growth to everyone
company, in the local market, has over the years associated with us.
strengthened in cardiovascular, cold & cough,
diabetes, infant formula, pro-biotic and antibiotics
therapeutic areas.
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ل� ش ن ٹن ک ی���یگ ی ج ی کم�پ ن�� ی ٹ ش ئ ئ
ر� ی� ��ز� ا� 2017ےک س�یک� ن� 227اور لس��گ وی � ہک ی �ز� 30وجن 2020ےک اطمقب ی�ر وہڈلگن اک رط� یقہ اکر ومشبل ی�ر وہڈلرز یک �ر��ز ا
پش
� یا
ک اجراہ ےہ۔ ےک تحت رضوری ےہ ،اسالہن روپرٹ 2020ےک ہحفص ربمن 201ات 205رپ ی
یٹ ی �کیس�چ� نی� ج ٹ ش ئ
ی ی
ٹ غ
ا� او ،ینپمک ی ف یٹ
ےہ۔ ڈارئ�رز ،یس ای او ،ینپمک ن اجیت یک م مل
�ڈ ی � ا ااٹسک اپاتسکن اجترت یک رز � ےس اجبن یک رہ
و� ری
رکس� ڈارئ�رز ،یس ی
ئ ش ی ٹ ف یٹ
� یک ےہ۔ م وکیئ اجترت ہ ی �رز ی حات اور انابغل وچبں ےن وہڈلگن ینپمک ےک ی ا� ی�ز�وز ،ان یک ی
رش� ی رکس�ری اور یس یا� او اور
ت ن
اکروابریادقار
�ع رسل اک اکروابری رط� یقہ اکر یا�ادناری ،افشف� تی� اور اقلب االطق ی ن
وقا� اور وضاطب یک م�یل رپ ینبم ےہ۔
ت رت� ،ی ن
ا� امہ دج�ی د ی ن ن
اقلب اامتعد ہ��یل�ھ
ف اور وایل اےن رتہب� تاکررکدیگ ی
د� ی یک ا د�
ی امہری ادقار اور وتاعقت ضحم وظفلں ےس ہ ی
ک ز ی�ادہ ہ ی�۔ وہ لم رک ئ ن
ش
� اور امہرے ادقاامت اور ی� اسزی یک م دمد رکےت ہ ی�۔ وہ امہری اقثتف یک ی ا� ےننب ےک ےئل امہرے دہف یک رامنہیئ یم ےس ی مکوں ی
یکر پ ی
Annual Report 2020 131
دورسے ربمن رپ ےہ۔
ئ بش ن
گ ،اور ہکبج ورڈل ر�ارڈ یک ی لم اومات ی ی ن
ا�
ی �لم ک�یس �ز� اور مک و ی
ی ن
30 ا ً م ابتیہ اچم دی اور ی
رقت�
ب د� ی
ا ی COVID-19ےک وابیئ رمض ےن وپری
� غ یش ن ت
�ر۔ اس ےک ابووجد ،وہڈلگن وجت�ز ےک ب ی ک�
ا� او) یک رطف ےس یسک و یس� ی ن� وج وارئس ےک الخف وقت دماتعف رفامہ رکےن یک ی (ڈ� ی چ
آرانگزئ� ب ی و ہ��یل�ھ
ٹن ٹ � �ب�یکس �
کا ،سج اک ا� وصخیص السنسئ اور امرک ی���گ اک اعمدہہ ی افرامس��یکل�ز ےک اسھت ی
یو مایب ےک اسھت ر�یم�ی� یڈ� یو�ر وک رفوتخ رکےن ےک ےئل مک�و ینپمک ےن اک ی
ض � � �ب � ی ٹ
رم�وں یک افش ی�ایب ےک وتق وک رصتخم رکد ی�ا۔ م انم ،یمس� یو�ر ےہ۔ ر یم� یڈ� یو�ر وارئس ےک الخف تہب ومٔرث اثتب وہا ےہ ،یکوہکن اس ےن ی امرک ی اقمیم
اس لکشم ی ن
رت� وتق ےک دوران ،سج ےن اپاتسکن ےک اسھت اسھت اعیمل اعمیش اموحل رپ یھب دش�ی د دابؤ ڈاال فاھت ،رسل ےن 30وجن 2020وک متخ وہےئ
ی ش �ن ا� اتمرث نک اکررکدیگ داھکیئ۔ اور وہڈلگن ینپمک ےن 20.47ب ی ن
ز
آرپ� روےپ یک آدمین 13ی�د ااضےف ےک اسھت احلص یک۔ ف � ٹ اسل ےک دوران ی
گا۔ ن
� روےپ وہ ی ب ی
� روےپ ،بج ہک وہڈلگن ینپمک اک انمعف دعب از � 12ی�د ااضےف ےس 2.54ی ن ب
م ااضہف 4.34ی ےس انمعف ی
June 30,
2019 2020
ی
)اپاتسکین روےپ زہاروں م(
18,062,107 20,474,842 ٓادمین
)(9,462,243 )(10,769,089 رفوتخ ےک ارخااجت
8,599,864 9,705,753 ومجمیع ٓادمین
یٹن
)(5,388,217 )(5,606,056 ٓارپ� ارخااجت
یٹن
)(174,994 )(261,841 ٓارپ� ارخااجت ی ر
د�
234,445 505,957 ی ر
د� ٓادمین
یشن�
3,271,098 4,343,813 ٓارپ�ز ےس ٓادمین
)(438,870 )(684,953 ام یلایت ارخااجت
ٹ
2,832,228 3,658,860 ی
انمعف لبق از �
ٹ
)(566,932 )(1,110,813 ی
امکن � ارخااجت
ٹ
2,265,296 2,548,047 انمعف دعب از ی�
ت
� ،ےئن رباڈنز اک اعترف ،ایلع دقمار ،ز ی�ادہ ےس ز ی�ادہ ازجاء م ی
وتس ،یئن رپوڈٹک ےک ی مایت رتیق اک دارودمار ڈارٹک ی ج
وکر� ی وہڈلگن ینپمک یک رموبط ان ی
د� اھبل ےک م تحص یک ی م ااکحتسم رپ ےہ۔ اس ےک اسھت اسھت COVID-19یک وہج ےس وعام ی ےک رمبک ،رباڈنگن یک اکووشں اور بلط ی
ن ت ارخااجت ی
م ااضےف یک ذ�ہ�� ی� اک لمع دلخ یھب اشلم ےہ۔ زم�ی د ،التگ اور ارخااجت رپ تخس رٹنکول ےن یھب وہڈلگن ینپمک یک امیل اکررکدیگ وک رتہب
کا۔م امہ رکدار ادا ی انبےن ی
ش ئ
ٹ
یف ی�رٓادمین
ش ئ ن ش ئ ن
�ادی آدمین یف ی�ر دعب از ی� 11.77روےپ ریہ ( )10.55:2019۔ وہڈلگن نینپمک یک یب
�ادی آدمین یف ی�ر رپ یمک ےک وکیئ دمت ےک ےئل ب یاس ن
ش ئ غ
یہ � وہےئ ،وچہکن 30وجن 2020 ،کت وہڈلگن ینپمک ےک ی ہ
ارثات ی
� وتمعق ہنکمم ی�رز اقب ی�ا � ےھت۔
ذپ�ر ی ر
دبت� ی
انمعفہمسقنم
ئ یٹ
ڈارئ�رز ےن 30وجن 2020وک متخ وہےن واےل اسل یک 25%ےک دقن انمعف یک افسرش یک ےہ۔ وبرڈ آف
اجزئہ
تحص ،المزوتمں اور الفح و وبہبد وک ےب دح ا� ااہتنیئ دش�ی د اسکد ابزاری اک رحمک ینب سج ےس ولوگں یک غ رکوان وارئس یک اعیمل وابیئ ب ی�اری اس دصی یک ی
� ومعمیل ادقاامت اعتمرف رکاےن رپ �اؤ ےن تہب اسرے اممکل یک وکحوتمں وک وابیئ رمض رپ اقوب اپےن ےک ےئل ی ر وکروان وارئس ےک پ ی اصقنن اچنہپ ےہ۔ ن ت
ی
م تہب اسرے اکروابر اعریض وطر رپ دنب وہ ےکچ ہ ی� اور رفس اور لقن و رحتک رپ وس پ ی�اےن رپ اپدنب ی�اں اعدئ ہ ی�۔ � ی کا۔ اس ےک ی ج آامدہ ی
ف ٹ ٹ
ی ن ہی ت
اصر� ےک ا� وعض یک ےہ اور �ی اڈنرٹسی افرامس یو� یسر ےک ڑبے پ ی�اےن رپ اامضنم یک ی تغاتمہ COVID-19 ،ےن اعمرشے یک اقبء ےک ےئل
ی ت
�رایت ہطقن رظن تےک تحت وفادئ احلص رکےن ےک ےئل ی�ار ےہ۔ �ی اڈنرٹسی اور اخص وطر رپ حص اقمم رےنھک نواےل ادارے رباڈنگن اور ااضیف ٓادمین ےک ی
� اھت۔ اعیمل وطر قرپ تحص ےک ارخااجت ی ا� ی ج چ ت ن م
م ن غ مس ب ی�روین یبط وہس یلات یک اعریض یلطعم ی کل��ک ی تداھرے ےس س�ف�ی�د وہرےہ ہ ی�۔ ارگہچ یجن ی
ش
ل� یک وصراحتل وہیگ ،ی ن �ر ی ی اگ۔ ارگہچ ی � رکے قت م ااضہف وتمعق ےہ ،وج ہنکمم وطر رپ اس ےبعش ےک ےئل تہب ےس وماعق پ ی ی��زی ےس ومن یک رشح ی
م ی دبت� ےک رحماکت ی ٹ
� رکےک رکےتکس ہ ی�۔ احل ی اس��یک وہڈلرز 2020اور اس ےس آےگ یک تمکح یلمع انبےت وتق اسہقب اور ی
رقت� 3.1ب ی ن ت ف ٹ
ارم� ڈارل ( اپاتسکین 425 � ی امل ی اًب م 13.23ی�د ااضہف وہا سج یک ی م اسالہن ومن یک رشح ی افرامس یو� یک رفوتخ ی ی م اپاتسکن ی
ن
� وعالم اور اس یک اعموتن رکیت م ےئن امل�یک ت�ی� نول ےک اعترف ج ی مکاں اکم رک ریہ ہ ی� ،سج ی
ن م 650ےس زادئ پ ی ارب روےپ) ےہ ،اور اس ےبعش ی
ی ی ئ �ک� ک پ ش
دتر� کر امڈل ،زادئ وتمعق رمع اور � رتف ،ج �ادی ڈاھےچن یک رسام�ی اکری � ،یی ی م ااضہف ،ب ی ڑبیتھ وہیئ ااطتستع ےک آابد ی�ایت راحجانت ،آابدی ی
م ااضہف اور اس ےک اسھت یہ وابیئ ارماض ےک دوران تحص وک القح ےئن اظفحتت اکر رفام ہ ی� ۔ دایمئ ب ی�ار�ی وں ےک وااعقت ی
ی ت ٹ
م قاناکم ےہ ،سج یک ووجاہت درآدم دشہ APIsرپ ز ی� ٹادہ ااصحنر ،فزر ابمدہل الصح احلص رکےن ی افرامس یو� یک تعنص اینپ وپری ی اس ےک ابووجد ،
ی ت
ر�۔ ارگہچ اڈنرٹسی ان ےک انمعف لبق از � اک 1ی�د ہّصح ہ
� ی ی
م ااتر ڑچاھٔو ،یف سک مک ارخااجت اور اعیمل اموحل ےک احلظ ےس مک ی یک رشح ی
ق ت
ی ن قق
کا اجاتکس ےہ۔ رت�ایت احمذ رپ زم�ی د تہب ھچک احلص ی �ایت اور ی م دے ریہ ےہ ،ل ی ر�رچ اور ڈ�ی وٹنمپل ےک نمض ی وکحتم وک ی
یٹن
ٓارپ�اتنجئ
ض پش ت ئ ہ یش ی
رم�وں یک زدنیگ وک رتہب انبےن رپ وتہج رموکز یک ےہ۔ مہ ےن � رکےک ی عمار یک ہ��یل�ھ یکر دخامت ی� اٰیلع ی ا� ا� ینپمک ےہ سج ےن رسل ی
یہ ہ ش ج ٹ ض
رت� دی ےہ اور � اینپ اکووشں ےک رمثات رپ رخف ےہ۔ � ی رم�وں اور اےنپ اس��یک وہڈلرز ےک وفادئ وک ی ی
ف ٹ ف ن ئ
ی
ک ےہ۔ انمعف م اس ی ی ی ی ی
م یس اے یج ٓار � 14د اور انمعف دعب از � م � 10د ااضہف ر� تارڈ ی ا دورا�) ی رسل ےن 6اسل (امیل اسل 14-20
ی
ی ق�یم� ت �ع� ی ن ی یٹ ااضہف یک وہج مجح ی
م لقتسم ومن اور ونتمع ااسقم یک ونصماعت ےک اسھت ڈرگ ر�ولری ااھتریٹ ٓاف اپاتسکن یک �وں اک � رکےن یک اپل ےک
ئ ت
ی
ااشر� (یس یپ آیئ) ےس کلسنم ےہ۔ تبثم ارثات اشلم ہ ی� ،وج اب اسالہن اصریف ق�یم� ےک
ف ٹ ش ئ ٹ ش ئ نت
ی
� � 5.3د اھت ،وج ی ی
اسل 2019ےک دوران وہڈلگن ینپمک اک امرک ر ی ی ی ی
ٹ � م رسل ےک امرک �ر م ااضہف وہا ےہ ،امیل ف ڑبیتھ وہیئ آدمین ےک ی ج
ی
افرامس یو� اڈنرٹسی م ی ی اب اسل 2020ےک ےلہپ ہہس امیہ یک اڈنرٹسی یک رفوتخ یک دقر ےک اطمقب 6.5ی�د کت ڑبھ یا
گ ےہ ،وج ہک اپاتسکن م
Annual Report 2020 133
Independent Auditor’s Report to
the Members of the Searle Company Limited
Opinion
We have audited the annexed consolidated financial statements of The Searle Company Limited (the Holding
Company) and its subsidiaries (the Group), which comprise the consolidated statement of financial position
as at June 30, 2020, the consolidated statement of profit or loss and other comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for the year then
ended, and notes to the consolidated financial statements, including a summary of significant accounting
policies and other explanatory information.
In our opinion, consolidated financial statements give a true and fair view of the consolidated financial position
of the Group as at June 30, 2020, and of its consolidated financial performance and its consolidated cash
flows for the year then ended in accordance with the accounting and reporting standards as applicable in
Pakistan.
We conducted our audit in accordance with International Standards on Auditing (ISAs) as applicable in
Pakistan. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for
the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group
in accordance with the International Ethics Standards Board for Accountants’ Code of Ethics for Professional
Accountants as adopted by the Institute of Chartered Accountants of Pakistan (the Code) and we have
fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit
of the consolidated financial statements of the current period. These matters were addressed in the context
of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.
S. No. Key audit matters How the matter was addressed in our audit
The Holding Company’s revenue is generated Our audit procedures included the following:
from sales of pharmaceutical and consumer
products. The Holding Company recognized • obtained an understanding of determination
revenue of Rs. 16.57 billion from the sale of of sales prices in accordance with polices
goods to domestic as well as export customers of Drug Regulatory Authority of Pakistan
during the year ended June 30, 2020. Sales to (DRAP);
related parties represent 81.06% of total sales.
• tested on sample basis selling prices of
Revenue recognition includes determination of regulated pharmaceutical products to ensure
sales prices in accordance with the regulated compliance with DRAP pricing policies;
price regime of the government and transfer of
control of products sold to customers. Taking • obtained an understanding of and testing the
into account that revenue recognition is a design and effectiveness of controls designed
higher risk area, we considered this as a key to ensure that revenue is recognized in the
audit matter. appropriate accounting period;
The Holding Company has litigation cases Our audit procedures included the following:
in respect of product pricing, income tax
and sales tax matters, which are pending at • obtained and reviewed details of the pending
various forums including Honourable High litigations and discussed the same with the
Holding Company’s management;
Court of Sindh, Commissioner Inland Revenue
(Appeals) (CIR(A)), Appellate Tribunal Inland • reviewed correspondence of the Holding
Revenue (ATIR) and DRAP. Company with the relevant authorities
including judgments or orders passed by the
Matters under litigation require management competent authorities/courts of law in relation
to make judgements and estimates in relation to the issues involved or matters which have
to the interpretation of laws, statutory rules, similarities with the issues involved;
regulations, and the probability of outcome
and financial impact, if any, on the Holding • obtained confirmations from the Holding
Company’s external legal and tax counsels
Company for disclosure and recognition and for their views on open tax assessments and
measurement of any provisions that may be legal cases;
required against such litigation matters.
• involved internal tax professionals to assess
Due to significance of amounts involved, management’s conclusions on contingent
inherent uncertainties with respect to the tax matters and to evaluate the consistency
outcome of matters and use of significant of such conclusions with the views of the
management judgement and estimates to management and external tax advisors
engaged by the Holding Company; and
assess the same including related financial
impacts, we considered litigation matters • reviewed disclosures made in respect
relating to product pricing and taxation a key of litigations in the consolidated financial
audit matter. statements.
Information Other than the Financial Statements and Auditor’s Report Thereon
Management is responsible for the other information. The other information comprises the information
included in the annual report, but does not include the consolidated and unconsolidated financial statements
and our auditor’s reports thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Board of Directors for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements
in accordance with accounting and reporting standards as applicable in Pakistan and Companies Act,
2017 and for such internal control as management determines is necessary to enable the preparation of
consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless management either intends to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
The Board of Directors is responsible for overseeing the Group’s financial reporting process.
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with ISAs as applicable in Pakistan will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these consolidated financial statements.
As part of an audit in accordance with ISAs as applicable in Pakistan, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to
the related disclosures in the consolidated financial statements or, if such disclosures are inadequate,
to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Group to cease to continue as a
going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including
the disclosures, and whether the consolidated financial statements represent the underlying transactions
and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial statements.
We are responsible for the direction, supervision and performance of the group audit. We remain solely
responsible for our audit opinion.
We communicate with the Board of Directors regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the Board of Directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters
that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of most
significance in the audit of the consolidated financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
The engagement partner on the audit resulting in this independent auditor’s report is Farrukh Rehman.
A. F. Ferguson & Co
Chartered Accountants
Karachi
The annexed notes from 1 to 52 form an integral part of these consolidated financial statements.
The annexed notes from 1 to 52 form an integral part of these consolidated financial statements.
2,989,447 3,036,787
The annexed notes from 1 to 52 form an integral part of these consolidated financial statements.
Balance as at July 1, 2018 1,847,177 1,630,974 - 675,001 280,251 6,566,207 9,152,433 451,963 11,451,573
The annexed notes from 1 to 52 form an integral part of these consolidated financial statements.
2020 2019
Note -------------Rupees ‘000--------------
The annexed notes from 1 to 52 form an integral part of these consolidated financial statements.
The Holding Company was incorporated in Pakistan as a private limited company in October 1965.
In November 1993, the Holding Company was converted into a public limited company. Its shares
are quoted on the Pakistan Stock Exchange. The Holding Company is principally engaged in the
manufacture of pharmaceutical and other consumer products.
International Brands Limited is the ultimate holding company (the ‘Ultimate Holding Company’) as it
holds 56.60% of the total paid-up share capital of the Holding Company.
The registered office of the Company is located at One IBL Centre, 2nd floor, Plot No.1, Block 7 and
8, D.M.C.H.S. Tipu Sultan Road, Off Shahra-e-faisal, Karachi.
Subsidiary companies - Companies in which the Holding Company owns over 50% of voting
rights or companies directly or indirectly controlled by the Holding Company.
Unlisted Companies
- Searle Pharmaceuticals (Private) Limited (note 1.2.2) 100.00% 100.00%
- Searle Laboratories (Private) Limited (note 1.2.3) Pakistan 100.00% 100.00%
- Searle Biosciences (Private) Limited (note 1.2.4) 100.00% 100.00%
- Nextar Pharma (Private) Limited (note 1.2.4.1) 87.20% 87.20%
- IBL Identity (Private) Limited (note 1.2.5) 100.00% 100.00%
- IBL Future Technologies (Private) Limited (note 1.2.6) 100.00% 100.00%
IBL HealthCare Limited (IBLHC) was incorporated in Pakistan as a private limited company on
July 14, 1997. In November 2008, IBLHC was converted into public limited company with its liability
limited by shares. The shares of IBLHC are quoted on the Pakistan Stock Exchange. Its principal
business activities include marketing, selling and distribution of health care products. The registered
office of the Company is located at One IBL Centre, 2nd floor, Plot No.1, Block 7 and 8, D.M.C.H.S.
Tipu Sultan Road, Off Shahra-e-faisal, Karachi.
Searle Pharmaceuticals (Private) Limited (SPPL) was incorporated in Pakistan on December 18, 2012
as a private limited company. It is principally engaged in the facilitation of manufacturing of
pharmaceutical products. The registered office of the Company is located at One IBL Centre, 2nd
floor, Plot No.1, Block 7 and 8, D.M.C.H.S. Tipu Sultan Road, Off Shahra-e-faisal, Karachi.
Searle Laboratories (Private) Limited (SLPL) was incorporated in Pakistan on December 26, 2012 as
a private limited company. Its principal business activities include marketing, selling and distribution
of pharmaceutical products.The registered office of the Company is located at One IBL Centre, 2nd
floor, Plot No.1, Block 7 and 8, D.M.C.H.S. Tipu Sultan Road, Off Shahra-e-faisal, Karachi.
Searle Biosciences (Private) Limited (SBPL) was incorporated in Pakistan on August 17, 2013 as a
private limited company. Its principal business activities include marketing, selling and distribution of
pharmaceutical products. SBPL commenced its commercial operations from July 28, 2016. The
registered office of SBPL is located at 1st Floor, N.I.C. Building, Abbasi Shaheed Road, Karachi.
Nextar Pharma (Private) Limited (NPPL) was incorporated in Pakistan in February 2003 as a private
limited company. It’s the main objective of the Company is the business of manufacturing and trading
of pharmaceutical products. The registered office of the Company is located at One IBL Centre, 2nd
floor, Plot No.1, Block 7 and 8, D.M.C.H.S. Tipu Sultan Road, Off Shahra-e-faisal, Karachi.
IBL Identity (Private) Limited (IBLIPL) was incorporated in Pakistan on April 23, 1986 as a private
limited company. It is principally engaged in the business of designing, manufacturing, producing,
marketing, distributing and selling textile products under the brand name ‘Tarzz’. The registered
office of the Company is located at One IBL Centre, 2nd floor, Plot No.1, Block 7 and 8, D.M.C.H.S.
Tipu Sultan Road, Off Shahra-e-faisal, Karachi.
IBL Future Technologies (Private) Limited (IBLFT) was incorporated in Pakistan on June 15, 2016
as a private limited company . Its principal business activities are marketing, selling and distribution
of electronic goods. The registered office of IBLFT is located at 1st Floor, N.I.C Building, Abbasi
Shaheed Road, Karachi.
1.3 The geographical location and address of the Group business units, including plant are detailed in
note 49.
2.1 The COVID-19 pandemic (the virus) continues to evolve and impact local and global markets. The
spread of COVID-19 pandemic resulted in authorities implementing numerous measures since March
2020 to try to contain the virus, such as travel bans and restrictions, quarantines and shutdowns.
Consequently, economic conditions have been increasingly volatile. However, the Group continued
production and its operation despite lockdown of economic activities due to spread of COVID-19.
Although impact on Group’s sales cannot be precisely determined, the Group has sustained sales
during the period of March to June 2020. The extent of the impact of the virus on the operational and
financial performance of the Group includes the following:
- Loan of Rs. 535.50 million was obtained by the Holding Company under the refinance scheme
for payment of wages and salaries - note 21
- Deferred Government Grant of Rs. 85.71 million was recognised by the Holding Company in
relation to loan obtained for payment of wages and salaries at less than market rate - note 24
- Increase in trade receivables of the Group - note 12
- Decrease in rental income of the Group with respect to rent concessions given to tenants -
note 35
- Decrease in discounts, rebates and allowances of the Group - note 30
- Decrease in advertisement and other marketing related expenses of the Holding Company -
note 32
- The reduction in interest rates by State Bank of Pakistan (SBP) had a positive impact in terms
of interest on borrowing for the Group.
Further, there was no impairment triggering matter for non-financial assets of the Group.
2.2 Due to the outbreak of the virus in Pakistan, the Holding Company decided to import “Remdesivir”
(the drug), a broad-spectrum antiviral medication authorised for emergency use by the United States
of America (U.S) Food and Drug Administration (FDA) for the treatment of hospitalised COVID-19
patients. Consequently, the Company filed for registration of the drug with Drug Regulatory Authority
of Pakistan (DRAP) under the Drugs Act, 1976, on June 03, 2020. The Holding Company also
entered into an agreement with Beximco Pharmaceuticals Limited, Bangladesh on June 01, 2020
for import of the drug. Meanwhile, the Holding Company received the first consignment on June 10,
2020 of the drug under Rule 13 of the Drugs (Import and Export) Rules, 1976. DRAP approval was
subsequently received on June 20, 2020 after which further imports were made. During the year
ended June 30, 2020, the Holding Company distributed “Remidisivir” amounting to Rs. 12.76 million
as a Corporate Social Responsibility (CSR) activity.
The Holding Company also distributed personal protective equipments amounting to Rs. 17.28
million to healthcare professionals during the peak of COVID-19 pandemic in Pakistan.
The significant accounting policies applied in the preparation of these consolidated financial
statements are set out below.
These consolidated 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:
- Islamic Financial Accounting Standards (IFAS) issued by the Institute of Chartered Accountants
of Pakistan as notified under the Companies Act, 2017; 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.
The preparation of consolidated financial statements in conformity with the approved accounting
and reporting standards require the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the Group’s accounting policies.
The areas involving a higher degree of judgement or complexity, or areas where assumptions and
estimates are significant to the consolidated financial statements are as follows:
Estimates and judgements are continually evaluated and are based on historical experience and
other factors, including expectations of future events that are believed to be reasonable under the
circumstances.
Management believes that the change in outcome of estimates would not have a material impact on
the amounts disclosed in the consolidated financial statements.
IFRS 16 ‘Leases’ - IFRS 16 replaces the previous lease standard: IAS 17 Leases. It will result
in almost all leases being recognised on the statement of financial position, as the distinction
between operating and finance leases is removed. Under the new standard, an asset (the
right to use the leased item) and a financial liability to pay rentals are recognised. The only
exceptions are short term and low value leases.
The new standard, certain amendments and interpretations that are mandatory for accounting
periods beginning on or after July 1, 2019 are considered not to be relevant for the Company’s
financial statements and hence have not been detailed here.
There are certain amendments and interpretation that are mandatory for accounting period
beginning on or after July 1, 2020 but are considered not relevant for Company’s financial
statements and hence have not been detailed here.
These consolidated financial statements have been prepared under the historical cost convention
except as otherwise stated below in the respective accounting policy notes.
i. Subsidiaries
Subsidiaries are all entities over which the Group has the power to govern the financial and
operating policies generally accompanying a shareholding of more than 50% of the voting
rights. The existence and effect of potential voting rights that are currently exercisable or
convertible are considered when assessing whether the Group controls another entity. Further,
the Group also considers whether:
Subsidiaries are fully consolidated from the date on which control is transferred to the Group.
They are derecognised from the date the control ceases. These consolidated financial
statements include The Searle Company Limited (the Holding Company) and all companies in
which it directly or indirectly controls, beneficially owns or holds more than 50% of the voting
securities or otherwise has power to elect and appoint more than 50% of its directors (the
Subsidiaries).
The Group uses the acquisition method of accounting to account for business combinations.
The consideration transferred for the acquisition of a subsidiary is the fair values of the
assets transferred, the liabilities incurred and the equity interests issued by the Group. The
consideration transferred includes the fair value of any asset or liability resulting from a
contingent consideration arrangement. Acquisition-related costs are expensed as incurred.
Identifiable assets acquired and liabilities (including contingent liabilities) assumed in a business
combination are measured initially at their fair values at the acquisition date. On an acquisition-
by-acquisition basis, the Group recognises any non-controlling interest in the acquiree at the
non-controlling interest’s proportionate share of the acquiree’s identifiable net assets.
If the business combination is achieved in stages, the acquisition date carrying value of the
acquirer’s previously held equity interest in the acquiree is re-measured to fair value at the
acquisition date. Any gains or losses arising from such re-measurement are recognised in
consolidated statement of profit or loss.
Goodwill is initially measured as the excess of the aggregate of the consideration transferred
over the proportionate net identifiable assets acquired and liabilities assumed. If this is less than
the fair value of the net assets of the subsidiary acquired, in the case of a bargain purchase, the
difference is recognised in consolidated statement of profit or loss.
The financial statements of the subsidiaries have been consolidated on a line by line basis.
Inter-company transactions, balances, income and expenses on transactions between group
companies are eliminated. Profits and losses (unrealised) are also eliminated. Accounting
policies of subsidiaries are consistent with the policies adopted by the Group.
The Group treats transactions with non-controlling interests that do not result in loss of control
as transactions with equity owners of the Group. The difference between fair value of any
consideration paid and the relevant share acquired of the carrying value of net assets of the
subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are
also recorded in equity.
i. Owned
These are stated at cost less accumulated depreciation / amortisation and impairment loss, if
any, except leasehold land, building on leasehold land, plant and machinery, vehicles and air-
conditioning systems, which are stated at revalued amount less accumulated depreciation and
impairment losses, if any, and capital work-in-progress which is stated at cost.
Depreciation is charged to the consolidated statement of profit or loss applying the straight line
method, whereby the depreciable amount of an asset is written off over its estimated useful
life. The revalued amount of building on leasehold land, plant and machinery, vehicles and air-
conditioning systems is depreciated equally over the remaining life from the date of valuation.
Depreciation is charged on additions from the month the asset is available for use and on
disposals upto the month preceding the month of disposal.
Increases in the carrying amounts arising on revaluation of property, plant and equipment are
recognised, net of tax, in the consolidated statement of profit or loss and comprehensive
income and accumulated in reserves in shareholders’ equity. To the extent that the increase
reverses a decrease previously recognised in consolidated statement of profit or loss, the
increase is first recognised in consolidated statement of profit or loss. Decreases that reverse
previous increases of the same asset are first recognised in consolidated statement of profit
or loss and other comprehensive income to the extent of the remaining surplus attributable to
the asset; all other decreases are charged to profit or loss. Each year, the difference between
depreciation based on the revalued carrying amount of the asset charged to consolidated
statement of profit or loss and depreciation based on the asset’s original cost, net of tax, is
reclassified from the revaluation surplus on property, plant and equipment to retained earnings.
The accumulated depreciation at the date of revaluation is eliminated against the gross carrying
amount of the asset, and the net amount is restated to the revalued amount.
Disposal of asset is recognised when significant risk and rewards incidental to ownership have
been transferred to buyers. Gains and losses on disposals are determined by comparing the
proceeds with the carrying amount and are recognised within ‘Other operating expense /
income’ in the consolidated statement of profit or loss.
Gain or loss on disposal or retirement of property, plant and equipment is included in the
consolidated statement of profit or loss.
The Group reviews appropriateness of the rate of depreciation, useful life and residual value
used in the calculation of depreciation.
An intangible asset is recognised if it is probable that future economic benefits attributable to the
asset will flow to the Group and that the cost of such asset can be measured reliably. These are
stated at cost less accumulated amortisation and impairment, if any.
Distribution rights, brand name & logo and licenses have a finite useful life and are carried at cost
less accumulated amortisation and accumulated impairment losses, if any.
Intangibles having infinite life are carried at cost less impairment, if any.
Amortisation is calculated using the straight line method to allocate the cost of trademarks and
licenses over the useful lives.
Goodwill represents the difference between the consideration paid, for acquiring interests in a
company and the value of the Group’s share of its net assets at the date of acquisition.
The carrying amounts of the Group’s assets are reviewed at each reporting date to determine whether
there is any indication of impairment. If such indication exists the assets’ recoverable amount is
estimated. An impairment loss is recognised wherever the carrying amount of the asset exceeds its
recoverable amount. Impairment losses are recognised in consolidated statement of profit or loss.
Associates are all entities over which the Holding Company has significant influence but not control,
generally accompanying a shareholding of between 20% and 50% of the voting rights or common
directorship. Investments in associates are initially recognised at cost. At subsequent reporting
dates, the recoverable amounts are estimated to determine the extent of impairment losses, if any,
and carrying amounts of investments are adjusted accordingly. Impairment losses are recognised
as expense in the consolidated statement of profit or loss. Where impairment losses subsequently
reverse, the carrying amounts of the investments are increased to the revised recoverable amounts
but limited to the extent of initial cost of investments. A reversal of impairment loss is recognised in
in the consolidated statement of profit or loss. Investment in associates are accounted for using the
equity method of accounting in the consolidated financial statements.
The Group carries investment properties at their respective costs under the cost model in accordance
with IAS 40 ‘Investment Property’. The fair values are determined by the independent valuation
experts and such valuations are carried out every year to determine the recoverable amount.
Asset classified as investment property is carried at its respective cost less accumulated depreciation
and accumulated impairment losses, if any.
The Group carries investment property under work-in-progress at their respective costs less
accumulated impairment losses, if any. Depreciation is charged on such property after it is completed
as per IAS 40 ‘Investment Property’.
3.11 Inventories
Inventories are valued at the lower of cost and net realisable value except goods-in-transit which are
valued at invoice value plus other charges incurred thereon. Cost signifies standard cost adjusted
by variances.
Cost of raw and packing material comprises purchase price including directly related expenses less
trade discounts. Cost of work-in-process and finished goods includes cost of raw material, direct
labour and related production overheads.
Net realisable value signifies the estimated selling price in the ordinary course of business less all
estimated costs of completion and costs necessarily to be incurred in order to make the sales.
Stores and spares are valued at lower of cost, determined using first-in-first-out method less provision
for slow moving and obsolete stores and spares. Items in transit are valued at invoice value plus
other charges incurred thereon.
Short-term deposits, prepayments, loans and advances are non-derivative financial assets with fixed
and determinable payments. These are included in current assets, except those with maturities
greater than twelve months after the reporting date, which are classified as non-current assets.
Trade receivables are recognised initially at the amount of consideration that is unconditional, unless
they contain significant financing components when they are recognised at fair value. They are
subsequently measured at amortised cost using the effective interest method, less loss allowance.
Refer - note 3.8 for a description of the Group’s impairment policies.
Cash and cash equivalents are carried in the statement of financial position at cost. For the purposes
of consolidated statement of cash flows, cash and cash equivalents comprise cash, balances with
banks on current and deposit accounts and finance under mark-up arrangements.
Liabilities for trade and other payables are carried at cost which is the fair value of the consideration
to be paid in the future for goods and services received.
3.15 Provisions
Provisions are recognised when the Group has a legal or constructive obligation as a result of past
events, and 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. Provisions
are reviewed at each reporting date and adjusted to reflect the current best estimates.
i. Current
The charge for current taxation is based on the taxable income for the year, determined in
accordance with the prevailing law for taxation on income, using prevailing tax rates after taking
into account tax credits and rebates available, if any.
ii. Deferred
Deferred tax is accounted for using the liability method on all temporary differences arising
between tax base of assets and liabilities and their carrying amounts in the consolidated
financial statements. Deferred tax liability is generally recognised for all taxable temporary
differences and deferred tax asset is recognised to the extent that it is probable that future
taxable profits will be available against which the deductible temporary differences, unused tax
losses and tax credits can be utilised. Deferred tax is charged or credited in the consolidated
statement of profit or loss, except in the case of items credited or charged to equity in which
case it is included in equity. Deferred tax is determined using tax rates and prevailing law for
taxation on income that have been enacted or substantively enacted by the reporting date and
are expected to apply when the related deferred tax asset is realised or the deferred tax liability
is settled.
The Group operates various post-employment schemes, including both defined contribution and
defined benefit plans.
The Group operates a recognised provident fund scheme for all employees. Equal monthly
contributions are made, both by the Group and the employees, to the fund at the rate of 10% per
annum of the basic salary. The contributions are recognised as employee benefit expense when they
are due.
Defined benefit plans define an amount of pension or gratuity or medical benefit that an employee
will receive on or after retirement, usually dependent on one or more factors such as age, years of
service and compensation. A defined benefit plan is a plan that is not a defined contribution plan.
The liability recognised in the unconsolidated statement of financial position in respect of defined
benefit plans is the present value of the defined benefit obligation at the end of the reporting period.
The defined benefit obligation is calculated annually by an independent actuary using the projected
unit credit method.
The present value of the defined benefit obligation is determined by discounting the estimated future
cash outflows using interest rates of high-quality corporate bonds or the market rates on government
bonds. These are denominated in the currency in which the benefits will be paid, and that have terms
to maturity approximating the terms of the related benefit obligation.
The Company operates an approved unfunded gratuity scheme covering all unionised employees
with five or more years of service with the Group. The provision has been made in accordance with
actuarial valuations carried out as of June 30, 2020 using the projected unit credit method.
Revenue is recognised when control of the products has transferred, being when the products are
dispatched to the customer, and there is no unfulfilled obligation that could affect the customer’s
acceptance of the product. Revenue is recognised as follows:
- Revenue from sale of goods is recognised when control is transferred to the customers.
- Dividend income, other than those from investments measured using equity method, is
recognised when the Group’s right of receipts is established.
No element of financing is deemed present as the sales are made with a credit term of 30-90 days,
which is consistent with the market practice.
The Transaction price for products are agreed under the contract with customers.
Borrowings are initially recognised at cost being the fair value of the consideration received together
with the associated transaction cost. Subsequently, these are recognised at amortised cost using the
effective interest method. Borrowing costs are recognised as an expense in the period in which these
are incurred except to the extent of borrowing costs that are directly attributable to the acquisition,
construction or production of a qualifying asset. Such borrowing costs are capitalised as part of the
cost of that asset. Borrowings payable within next twelve months are classified as current liabilities.
The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic
EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Holding
Company by the weighted average number of ordinary shares outstanding during the period.
Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and
the weighted average number of ordinary shares outstanding for the effects of all dilutive potential
ordinary shares.
The consolidated financial statements are presented in Pak Rupees which is the Group’s functional
and presentation currency.
Transactions in foreign currencies are converted into Pak Rupees using the exchange rates prevailing
on the dates of the transactions. All monetary assets and liabilities denominated in foreign currencies
are translated into Pak Rupees using the exchange rates prevailing on the reporting date. Exchange
differences are taken to consolidated statement of profit or loss.
Research and development cost except to the extent that an intangible asset is recognised, is charged
in the year in which it is incurred. Development costs previously charged to in the consolidated
statement of profit or loss are not recognised as an asset in the subsequent period.
Leases in which a significant portion of the risks and rewards of ownership is retained by the lessor
are classified as operating leases. Payments made under operating leases are charged to in the
consolidated statement of profit or loss on a straight-line basis over the period of the lease.
Initial Recognition
All financial assets and liabilities are initially measured at cost which is the fair value of the consideration
given or received. These are subsequently measured at fair value, amortised cost or cost as the case
may be.
The Group determines the classification of financial assets at initial recognition. The classification of
instruments (other than equity instruments) is driven by the Group’s business model for managing the
financial assets and their contractual cash flow characteristics.
Financial assets that meet the following conditions are subsequently measured at amortised cost:
- the financial asset is held within a business model whose objective is to hold financial assets in
order to collect contractual cash flows; and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.
Financial assets that meet the following conditions are subsequently measured at FVTOCI:
- the financial asset is held within a business model whose objective is achieved by both collecting
contractual cash flows and selling the financial assets; and
- the contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.
Financial liabilities are measured at amortised cost, unless they are required to be measured at
FVTPL (such as instruments held for trading or derivatives) or the Group has opted to measure them
at FVTPL.
Subsequent measurement
Elected investments in equity instruments at FVTOCI are initially recognized at fair value plus
transaction costs. Subsequently, they are measured at fair value, with gains or losses arising
from changes in fair value recognised in other comprehensive income/(loss).
Financial assets and liabilities at amortised cost are initially recognised at fair value, and
subsequently carried at amortised cost, and in the case of financial assets, less any impairment.
Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction
costs are expensed in the statement of profit or loss and other comprehensive income. Realised
and unrealised gains and losses arising from changes in the fair value of the financial assets and
liabilities held at FVTPL are included in the statement of profit or loss and other comprehensive
income in the period in which they arise.
Where management has opted to recognise a financial liability at FVTPL, any changes
associated with the Group’s own credit risk will be recognized in other comprehensive income/
(loss). Currently, there are no financial liabilities designated at FVTPL.
The Group recognises loss allowance for Expected Credit Loss (ECL) on financial assets measured
at amortised cost at an amount equal to life time ECLs except for the following, which are measured
at 12 months ECLs:
- bank balances for whom credit risk (the risk of default occurring over the expected life of the
financial instrument has not increased since the inception.
- employee receivables.
- other short term loans and receivables that have not demonstrated any increase in credit risk
since inception.
Loss allowance for trade receivables are always measured at an amount equal to life time ECLs.
The Group considers a financial asset in default when it is more than 90 days past due.
Life time ECLs are the ECLs that results from all possible defaults events over the expected life of
a financial instrument. 12 month ECLs are portion of ECL that result from default events that are
possible within 12 months after the reporting date.
ECLs are a probability weighted estimate of credit losses. Credit losses are measured as the present
value of all cash shortfalls (i.e. the difference between cash flows due to the entity in accordance with
the contract and cash flows that the Group expects to receive).
The gross carrying amount of a financial asset is written off when the Group has no reasonable
expectation of recovering a financial asset in its entirety or a portion thereof.
Derecognition
i) Financial assets
The Group derecognises financial assets only when the contractual rights to cash flows from
the financial assets expire or when it transfers the financial assets and substantially all the
associated risks and rewards of ownership to another entity. On derecognition of a financial
asset measured at amortised cost, the difference between the asset’s carrying value and the
sum of the consideration received and receivable is recognised in profit or loss. In addition, on
derecognition of an investment in a debt instrument classified as FVTOCI, the cumulative gain
or loss previously accumulated in the investments revaluation reserve is reclassified to profit
or loss. In contrast, on derecognition of an investment in equity instrument which the Group
has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously
accumulated in the investments revaluation reserve is not reclassified to profit or loss, but is
transferred to statement of changes in equity.
The Group derecognises financial liabilities only when its obligations under the financial
liabilities are discharged, cancelled or expired. The difference between the carrying amount of
the financial liability derecognised and the consideration paid and payable, including any non-
cash assets transferred or liabilities assumed, is recognised in the statement of profit or loss
and other comprehensive income.
Financial assets and liabilities are off-set and the net amount is reported in the statement of financial
position if the Group has a legal right to set off the transaction and also intends either to settle on a
net basis or to realise the asset and settle the liability simultaneously.
Government grants relating to costs are deferred and recognised in the Statement of profit or loss
and other comprehensive income over the period necessary to match these with the costs that they
are intended to compensate.
Operating segments are reported in a manner consistent with the internal reporting provided to
the chief operating decision-maker who is responsible for allocating resources and assessing
performance of the operating segments.
The Group has applied the following standard for the first time for its annual reporting period
commencing July 1, 2019.
The Group has adopted IFRS 16 from July 1, 2019, and has not restated comparatives for the 2019
reporting period, as permitted under the specific transitional provisions in the standard.
On initial application, the Group has elected to record right-of-use assets based on the corresponding
lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease
recognised in the statement of financial position immediately before July 01, 2019. Right-of-use
assets and lease liabilities of Rs. 141.42 million and Rs. 139.42 million were recorded respectively,
as of July 01, 2019, with no net impact on unappropriated profit. When measuring lease liabilities,
the Group discounted lease payments using its incremental borrowing rate of 15.34% to 15.48% at
July 01, 2019.
The following summary reconciles the Group’s operating lease commitments previously considered
as land rentals at June 30, 2019 to the lease liabilities recognised on initial application of IFRS 16 at
July 1, 2019.
Rupees ‘000
Of which are:
Current lease liabilities 8,556
Non-current lease liabilities 130,865
At inception of a contract, the Group assesses whether a contract is, or contains, a lease i.e. it conveys
the right to control the use of an identified asset for a period of time in exchange for consideration.
From July 1, 2019 leases are recognised as a right-of-use asset and a corresponding liability at the
date at which the leased asset is available for use by the Group.
The lease liability is initially measured at the present value of the lease payments that are not paid at
the commencement date, discounted using the interest rate implicit in the lease, or if that rate cannot
be readily determined, the Group’s incremental borrowing rate.
Lease payments include fixed payments, variable payment that are based on an index or a rate
amounts expected to be payable by the lessee under residual value guarantees, exercise price
of a purchase option, payments of penalties for terminating the lease, less any lease incentives
receivable. The purchase, extension and termination options are incorporated in determination of
lease term only when the Group is reasonably certain to exercise these options.
The lease liability is subsequently measured at amortised cost using the effective interest rate method.
It is remeasured when there is a change in future payments arising from a change in fixed payments
or an index or rate, Group’s estimate of the amount expected to be payable under a residual value
guarantee or its assessment of whether it will exercise a purchase, extension or termination option.
The corresponding adjustment is made to the carrying amount of the right-of-use asset, or is
recorded in profit and loss if the carrying amount of right-of-use asset is reduced to zero.
The right-of-use asset is initially measured based on the initial amount of the lease liability adjusted
for any payments made at or before the commencement date and any incentive received, plus any
initial direct costs and estimate of costs to dismantle, remove or restore the underlying asset (if any)
or to restore the site on which it is located. The right-of-use asset is depreciated on a straight line
method over the lease term as this method most closely reflects the expected pattern of consumption
of future economic benefits. The right-of-use asset is reduced by impairment losses, if any, and
adjusted for certain remeasurements of the lease liability.
The Group does not recognise right-of-use assets and lease liabilities for short term leases that have
a term of 12 months or less, leases of low-value assets and recognises associated payments in the
period in which these are incurred.
2020 2019
-----------Rupees ‘000 -----------
5. PROPERTY, PLANT AND EQUIPMENT
4,415,663 3,786,177
Closing net book value 2,035,245 986,642 923,026 70,105 54,651 43,474 84,065 4,197,208
Net book value 2,035,245 986,642 923,026 70,105 54,651 43,474 84,065 4,197,208
Closing net book value 1,440,641 485,512 896,968 92,604 42,028 48,852 40,019 3,046,624
Net book value 1,440,641 485,512 896,968 92,604 42,028 48,852 40,019 3,046,624
5.2 This represents mutation charges given on leasehold land amounting to Rs. 5.29 million paid by
Holding Company.
5.3 During the year, the Group revalued its operating assets classified under leasehold land, building
on leasehold land, plant and machinery, vehicles and air-conditioning systems. This resulted in
revaluation surplus on leasehold land, building on leasehold land, plant and machinery, vehicles
and air-conditioning systems amounting to Rs. 312.17 million (2019: Rs. 607.08 million), Rs. 36.97
million (2019: Rs. Nil), Rs. 119.26 million (2019: Rs. 218.37 million), Rs. 12.62 million (2019: Rs.
14.51 million) and Rs. 2.07 million (2019: Rs. Nil) respectively.
5.4 The valuation of leasehold land bearing no. 5-B, Block - 7 & 8, Delhi Mercantile Muslim Co-operative
Housing Society Limited, Karachi measuring 505 square yards and leasehold land bearing no. E-58A,
North Western Industrial Zone, Port Qasim Authority, Karachi measuring 1.522 acres, was carried
out by an independent valuer M/s. Pee Dee & Associates on June 30, 2019 on the basis of present
market values for similar sized plots in the vicinity for land (level 2). The valuation of leasehold land
bearing No. F-319, situated at S.I.T.E area, Karachi measuring 5.24 acres, leasehold land bearing
no. E-58, North Western Industrial Zone, Port Qasim Authority, Karachi measuring 1.5 acres, and
leasehold land bearing No. B-168, S.I.T.E, Nooriabad, District Jamshoro, Sindh measuring 25 acres,
building on leasehold land, plant and machinery, vehicles and air-conditioning systems was carried
out by an independent valuer, M/s. Pee Dee & Associates on June 30, 2020 on the basis of present
market values for similar sized plots in the vicinity for land and replacement values of similar type of
buildings, plant and machinery, vehicles and air-conditioning systems (level 2).
Forced sale value of the revalued assets as at June 30, 2020 are as follows:
2020 2019
-----------Rupees ‘000 -----------
5.5 The previous valuation was carried out by an independent valuer M/s. Pee Dee & Associates Limited
and M/s. A.J. Associates on June 30, 2019.
- Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).
- Inputs other than quoted prices included with in level 1 that are observable for the asset or
liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices) (level 2).
- Inputs for the assets or liabilities that are not based on observable market data (i.e., unobservable
inputs e.g. estimated future cash flows) (level 3).
5.6 During the year, the Holding Company relocated its head office to IBL One Building Centre. The
Property had been recognised as an investment property in these consolidated financial statements.
Consequently, the owner occupied portion of investment property with net book value of Rs. 345.91
million (fair value - Rs. 593.12 million) has been reclassified to property, plant and equipment. The
allocation of net book value was made on the basis of total covered area of the investment property
occupied by the Holding Company.
5.7 Leasehold land represents 1.5 acres of land out of which 1 acre has been registered while 0.5
acres has not yet been registered in the name of NPPL. The NPPL is in the process of getting the
remaining 0.5 acres registered in its name. Addition during the year represents payment made by
the NPPL to Port Qasim Authorities in relation to it. Further, the NPPL is also pursuing mutation of
1.5 acres in its name.
5.8 During the year, NPPL received approval for commencement of commercial production in August
2019 due to which, the factory building and the Ampoule Syringe Filling machine were transferred
from capital work in progress to operating assets.
5.9 Had there been no revaluation of leasehold land, building on leasehold land, plant and machinery,
vehicles and air-conditioning systems, cost and written down value of revalued assets would have
been as follows:
Buildings on
Leasehold leasehold land Plant and Air
Vehicles Total
land / rented office machinery conditioners
premises
-------------------------------------------------------Rupees ‘000------------------------------------------------------
Accumulated depreciation
/ impairment (156) (185,584) (614,523) (44,614) (29,221) (874,098)
NBV as at June 30, 2020 1,628,347 443,183 676,417 58,115 23,195 2,829,257
NBV as at June 30, 2019 292,494 377,691 659,412 35,470 27,278 1,392,345
5.10 Particulars of immovable property (i.e. land and building) in the name of the Group are as follows:
Total Area
Location Usage (acres / sqr.
yds)
5.11 The details of operating assets disposed off, having net book value in excess of Rs. 500,000 each
are as follows:
Transfers Transfers
Balance as Additions Balance as Balance as Additions Balance as
Reclassific to to
Reclassification at July 1, during the at June 30, at July 1, during the at June 30,
ation operating operating
2019 year 2020 2018 year 2019
assets assets
----------------------------------------------------(Rupees ‘000)----------------------------------------------------
Civil works 310,179 32,923 213,402 (519,359) 37,145 327,096 96,785 (113,702) 310,179
Advances to suppliers 7,231 54,465 - (44,533) 17,163 37,325 114,970 (145,064) 7,231
5.12.1 It represents plant and machinery that has not been commissioned yet.
2020 2019
-----------Rupees ‘000 -----------
6. RIGHT-OF-USE ASSET
6.1 Depreciation expense on right-of-use asset has been charged to cost of sales.
2020 2019
-----------Rupees ‘000 -----------
7. INVESTMENT PROPERTIES - at cost
2,571,674 2,724,116
Closing net book value 2,025,594 280,877 16,999 57,223 15,954 13,260 52,387 50,634 2,512,928
Net book amount 2,025,594 280,877 16,999 57,223 15,954 13,260 52,387 50,634 2,512,928
Closing net book value 2,181,946 326,986 12,927 68,984 22,317 18,056 28,205 58,496 2,717,917
Net book value 2,181,946 326,986 12,927 68,984 22,317 18,056 28,205 58,496 2,717,917
7.2 This inlcudes investment in plots which have been rented to various tenants including IBL Identity
(Private) Limited, United Franchises (Private) Limited and Trax Online (Private) Limited (associated
companies), Espresso Coffee Houses (Private) Limited and J.B Saeed Home and Hardware in
consideration for monthly rentals.
7.3 This represents purchase cost, mutation and other registration charges for Plot 24/4, Block 7 & 8,
D.M.C.H.S, Karachi, incurred by IBL HC.
7.4 This represents amount paid as amalgamation charges in respect of Plots 24/4, 24/4-A and 24/3,
Block 7 & 8, D.M.C.H.S, Karachi, paid by IBL HC.
7.5 This includes furnitures and fixtures purchased from IBL Frontier Market (Private) Limited - related
party amounting to Rs. 31.58 million.
7.6 Leasehold land classified under investment property had been valued under the market value basis
by an independent valuer, M/s. Pee Dee & Associates. Market value of leasehold land and other
assets based on the valuation as of June 30, 2020 was Rs. 3.44 billion (2019: Rs. 3.3 billion) and
Rs. 0.825 billion (2019: Rs. 0.814 billion) respectively. Leasehold land and building on leasehold land
represent Building Centre situated at Main Shahrah-e-Faisal, Block 7 & 8, Tipu Sultan Road, Delhi
Mercantile Co-operative Housing Society having area of 5,291 square yards.
7.7 The valuations of investment properties of IBL HC have been carried out by M/s. Pee Dee &
Associates, an independent valuer engaged by the Company as at June 30, 2020. Market value of
these investment properties as at June 30, 2020 is Rs. 1.01 billion (2019: Rs. 0.795 billion).
2020 2019
-----------Rupees ‘000 -----------
8. INTANGIBLE ASSETS
Product Software
Distribution Brand name Goodwill -
license - note licenses - Total
rights and logo note 8.4
8.2 note 8.3
---------------------------------------------Rupees ‘000 --------------------------------------------
Net carrying value basis
Year ended June 30, 2020
Opening net book value 8,550 7,916 78,137 86,419 175,616 356,638
Additions - - - 19,801 - 19,801
Amortisation charge (1,800) (5,000) (11,160) (29,946) - (47,906)
Closing net book value 6,750 2,916 66,977 76,274 175,616 328,533
20% &
Amortisation rate 10% 10% 10% 33.33%
8.2 This represents license obtained for the production of product “Tramal”.
8.3 Software licenses include various licenses and enterprise resources planning software and cost of
implementation and license of SAP in collaboration with IBL Unisys (Private) Limited, an associated
company. The software has a remaining useful life of 8.5 & 9.5 years.
8.4 This represents goodwill recognised on the acquisition of the controlling interest in NPPL during the
year ended June 30, 2016.
8.5 This represents license cost of Candela inventory management system and cost of Oracle Enterprise
Resource Planning package along with consultancy services rendered in relation to implementation
and related services.
2020 2019
-----------Rupees ‘000 -----------
9. LONG-TERM LOANS AND ADVANCES
9.1 Others
358 270
9.1.1 This represents interest-free loans for automobiles to employees other than executives, as defined in
note - 42. These are secured against provident fund balances of respective employees.
2020 2019
10. LONG TERM DEPOSITS -----------Rupees ‘000 -----------
Deposit against:
- rent - note 10.1 7,396 10,196
- utilities - note 10.2 3,428 3,428
10,824 13,624
10.1 This represents deposits by IBLIPL in respect of rented premises including factory warehouse and
retail outlets.
10.2 This represents amount deposited for electricity and gas amounting to Rs. 0.75 million (2019: Rs.
0.75 million) and Rs. 2.68 million (2019: Rs. 2.68 million) respectively. It does not carry any mark up
arrangement.
2020 2019
-----------Rupees ‘000 -----------
11. INVENTORIES
11.1 Inventories includes material in transit amounting to Rs.782.821 million (2019: Rs. 748.15 million).
11.2 Work in process and finished goods includes inventories amounting to Rs. 560.8 million (2019: Nil)
held with third parties.
11.3 These are net of provision against expired / obsolete stock amounting to Rs. Nil (2019: 4.57 million).
2020 2019
12. TRADE RECEIVABLES -----------Rupees ‘000 -----------
Considered good
- Due from related parties, unsecured - note 12.1, 12.2 & 12.3 7,327,278 4,628,362
7,327,278 4,628,362
12.2 The maximum aggregate amount of receivable outstanding at any time during the year are as
follows:
2020 2019
-----------Rupees ‘000 -----------
12.3 As at June 30, 2020, the age analysis of these related party receivables is as follows:
2020 2019
-----------Rupees ‘000 -----------
Confirmed
Country Export Sales Receivables Letter of Others
Credit
12.5 The Competition Commission of Pakistan (CCP) through its order dated September 13, 2007
instructed the Holding Company to reduce terms of trade credit with IBL Operations (Private)
Limited, an associated concern, re-negotiate the offered rate of commission and conduct audit of
the transactions. The Holding Company filed a counter case in Honorable High Court of Sindh to
revert the order. The Holding Company, based on the opinion of its legal advisor, believes that it has
a strong case and the matter would be decided in the favour of the Holding Company.
2020 2019
-----------Rupees ‘000 -----------
13. LOANS AND ADVANCES
– considered good
Advances to:
- employees for operating activities - notes 13.1 & 13.2. 89,295 107,140
- employees against salaries - notes 13.1 & 13.2. 11,879 11,527
- suppliers - note 13.1 764,992 572,062
- against purchase of land - 47,500
- against imports - note 13.3 100,539 208,640
- against LC margin 1,890 -
Other advances 5,986 -
974,581 946,869
Loans to related parties.
- Short term loan - notes 13.4, 13.5 & 13.6 1,975,132 1,946,118
- Current portion of long term loan - 49,630
1,975,132 1,995,748
2,950,401 2,944,181
13.1 The maximum aggregate amount of these advances outstanding at any time during the year was
Rs. 138.62 million (2019: Rs. 124.54 million).
Employee Amount
Rupees ‘000
13.3 This represents amount kept with scheduled banks in accordance with the requirement of Circular
No. 02 of 2017 of Banking Policy & Regulations Department issued by the State Bank of Pakistan,
requiring 100% cash margin on the import of specified items.
13.4 This loan is repayable within 1 year and carries mark-up at the rate of 12 months KIBOR + 2% per
annum. The said loan was approved in the extraordinary general meeting of IBLHC, held on May
18, 2016 as per the requirements of section 208 of the repealed Companies Ordinance, 1984. The
loan was converted into a long term loan for a period upto five years under an addendum to the loan
agreement dated June 29, 2019 and was approved in the annual general meeting held on October
25, 2019 in accordance with the requirements of section 199 of the Companies Act, 2017. However,
the management of IBL has expressed intention to repay the loan subsequent to the year end within
a period of three months. (refer note - 13.5.1)
13.5 This also includes loan to IBL amounting to Rs 29.01 million (2019: Rs 49.63 million) under an
agreement between the IBLHC and IBL on January 19, 2015 for a period of five years and was
approved in extraordinary general meeting held on January 14, 2015 in accordance with the
requirements of section 208 of the repealed Companies Ordinance, 1984. The rate of markup
is KIBOR + 1% per annum. The management of IBL has expressed intention to repay the loan
subsequent to year end within a period of three months.(refer note - 13.5.1)
13.5.1 The maximum aggregate amount of loan outstanding at any time during the year was Rs. 229.01
million (2019: Rs. 249.63 million).
13.6 The IBLIPL has provided financing to an associate United Retail (SMC-Private) Limited (formerly The
Home Makers (SMC-Private) Limited) for establishment of outlets at Dolmen Mall Clifton, Lucky One
mall, Karachi and Packages mall, Lahore under musharika agreement. According to the terms of the
agreement, 25% of profit and loss of the arrangement will be shared with the Company. The loan has
become repayable on demand as of April 2019 as per the agreed terms. Starting from December
31, 2019, all the above-mentioned outlets were closed and the Company transferred the entire
amount of loan to finance the establishment of the outlet located at Habitt City, a hypermarket under
construction, under a modified musharika agreement.
13.6.1 The maximum aggregate amount due from United Retail (SMC-Private) Limited at the end of any
month during the year is Rs. 1.75 billion (2019: Rs. 1.75 billion).
2020 2019
14. TRADE DEPOSITS AND SHORT-TERM PREPAYMENTS -----------Rupees ‘000 -----------
Deposits
Trade deposits 91,932 75,242
Considered doubtful:
Trade deposits 2,640 2,640
Less: provision for doubtful deposits (2,640) (2,640)
- -
Prepayments 21,249 15,832
113,181 91,074
2020 2019
15. OTHER RECEIVABLES -----------Rupees ‘000 -----------
Surplus arising under retirement benefit - fund - note 15.3 5,250 5,250
15.1 The maximum aggregate amount outstanding at any time during the year from the related parties
are as follows:
2020 2019
-----------Rupees ‘000 -----------
868,511 94,854
15.2 This represents receivable by IBLIPL from United Retail (SMC-Private) Limited against various shared
expenses paid by the Company as per expense sharing agreement.
15.3 This represents surplus on funded gratuity scheme discontinued by the Holding Company with effect
from December 31, 2012.
15.4 This represents amount claimed from Nestle Health Sciences, Bausch & Lomb, Brand Plus and
Reckitt Benckiser in respect of certain claimable expenses related to trade.
15.5 This includes Rs. 279.12 million claimed by the Holding Company from Zhejiang Huahai
Pharmaceuticals, China (ZHP) relating to its product “Extor” that contains material supplied by ZHP.
On July 12, 2018, the Drug Regulatory Authority of Pakistan in response to a review triggered by
the European Medicine Agency (EMA) issued drug re-call for “Valsartan” containing products due
to the presence of cancer causing impurities. Accordingly, the Holding Company recalled finished
product “Extor” amounting to Rs. 221.95 million from the local market and Rs. 97 million from the
international market. The impact of the product recall has been set off by the claim raised by the
Holding Company against ZHP.
Further, the Holding Company lodged claim of Rs. 881.05 million from ZHP in respect of the overall
business loss.
During the year, the Holding Company has entered into an agreement with ZHP for settlement of
the above claims. As per the agreement, these claims will be settled against future purchases of
raw material by the Holding Company from ZHP. These claims will be accounted for when the credit
notes for the discounted purchase price are received. Claims amounting to Rs. 39.83 million were
settled during the year.
This represents unsecured perpetual term finance certificates which carry markup at the rate of 3
months KIBOR + 1.6% per annum.
During the year, the Holding Company has availed group relief under section 59B of the Income
Tax Ordinance, 2001 (the Ordinance). As allowed under the Ordinance, the Company has claimed
taxable losses amounting to Rs. 601.86 million surrendered by its Ultimate Holding Company -
International Brands Limited (IBL) and subsidiary of IBL - United Brands Limited. The tax impact of
the above losses amounts to Rs. 98.14 million.
2020 2019
-----------Rupees ‘000 -----------
18. CASH AND BANK BALANCES
18.1 At June 30, 2020 the rates of mark-up on PLS accounts is 5.75% (2019: 1.08%) per annum
respectively.
2020 2019
-----------Rupees ‘000 -----------
19. ASSETS CLASSIFIED AS ‘HELD FOR SALE’
During the year, IBLIPL has shut down its production plant and closed down all of its outlets during
the year. The IBLIPL in in the process of locating a buyer and disposing off all the related assets.
Resultantly, the above assets qualified the criteria of IFRS-5: Non-current Assets Held for Sale and
Discontinued Operations and have, therefore, been classified as assets ‘Held for Sale’. The assets
are recorded at carrying value being lower than fair value less cost to sell.
2020 2019
(Number of shares)
21.1 This represents salary financing obtained under SBP payroll refinance facility as a part of measures
for countering economic hardships faced by the businesses during COVID-19 pandemic. The
Holding Company will pay a quarterly mark up at a discounted rate of 3% per annum, with eight
equal quarterly instalments starting from January 2021. The loan is secured by way of equitable
mortgage on land and building of the Holding Company.
21.1.1 The facility is a sublimit of running musharikah obtained from Dubai Islamic Bank.
Right-of-
Accelerated Decelerated Provision Provision Net effect of
Minimum Surplus on use asset Deferred
tax tax for doubtful for trade consolidation Total
tax revaluation and Lease grant
depreciation amortisation receivables deposits adjustment
Liability
-----------------------------------------------------------------Rupees ‘000-----------------------------------------------------------------
July 1, 2019 (4,909) (93,240) - - - 1,568 (96,581)
Credit / (charge) to
profit or loss (166,929) 222,819 - 2,944 8,260 (19,834) 39,059 679 (1,568) 85,430
Charge to other
comprehensive income - - (43,901) - - - - - - (43,901)
June 30, 2020 (171,838) 222,819 (137,141) 2,944 8,260 (19,834) 39,059 679 - (55,052)
2020 2019
-----------Rupees ‘000 -----------
23. EMPLOYEE BENEFIT OBLIGATIONS
As stated in note 3.17.2, the Holding Company operates unfunded gratuity scheme for eligible
employees. The scheme defines an amount of gratuity benefit that an employee will receive on
retirement subject to minimum service under the scheme. The latest actuarial valuation was carried
out as at June 30, 2020 using the Project Unit Credit method.
2020 2019
-----------Rupees ‘000 -----------
23.1.2 Consolidated statement of financial position
reconciliation
2020 2019
-----------Rupees ‘000 -----------
Mortality was assumed to be SLIC (2001-05) for males and females, as the case may be, but rated
down by one year.
23.1.8 The sensitivity of the defined benefit obligation to changes in the weighted average principal
assumption is:
23.1.10 The above sensitivity analysis are based on a change in an assumption while holding all other
assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions
may be correlated. When calculating the sensitivity of the defined benefit obligation to significant
actuarial assumptions the same method (present value of the defined benefit obligation calculated
with the projected unit credit method at the end of the reporting period) has been applied as and when
calculating the gratuity liability recognised within the consolidated statement of financial position.
23.1.11 As per actuarial advice, the Holding Company is expected to recognise a service cost of Rs. 6.91
million in 2021.
2020 2019
-----------Rupees ‘000 -----------
24. DEFERRED INCOME - GOVERNMENT GRANT
24.1 This represents the value of benefit of below-market interest rate which has been accounted for as
government grant under IAS 20 - Government grants.
2020 2019
-----------Rupees ‘000 -----------
25. LEASE LIABILITY
25.2 Finance cost on lease liabilities for the year ended June 30, 2020 was Rs. 20.41 million. Total cash
outflow for leases was Rs. 28.87 million.
2020 2019
-----------Rupees ‘000 -----------
26. TRADE AND OTHER PAYABLES
3,351,333 3,520,230
26.1 The creditors include payable to related parties which are as follows:
2020 2019
-----------Rupees ‘000 -----------
26.2 This represents payable to subsidiary of Ultimate Parent Company - United Brands Limited (UB)
against claim of tax losses as allowed under section 59B of the Ordinance, 2001. The Holding
Company has claimed tax loss amounting to Rs. 54.97 million surrendered by UB, the tax impact of
which amounts to Rs. 15.94 million.
26.3 The investment in listed equity securities out of the provident fund of the Holding Company is in
excess of the limit prescribed under the provisions of section 218 of the Companies Act, 2017 and
the conditions specified thereunder. However, the fund is in the process of ensuring compliance with
the prescribed limits.
26.4 The investments in collective investment schemes, listed equity and listed debt securities out of the
provident fund of IBLHC have been made in accordance with the provision of section 218 of the
Companies Act, 2017 and the conditions specified thereunder.
2020 2019
-----------Rupees ‘000 -----------
26.5 Accrued mark-up
26.5.1 This includes markup on loan obtained from employees provident fund - note 27 amounting to
Rs 9.19 million (2019: nil).
2020 2019
-----------Rupees ‘000 -----------
26.6 Workers’ Profit Participation Fund
26.7 This includes payable to associated company United Distributors Pakistan Limited, amounting to
Rs. 0.25 million (2019: Rs. 0.167 million).
2020 2019
27. BORROWINGS -----------Rupees ‘000 -----------
Secured borrowings:
Running finance under mark-up
arrangements - notes 27.1, 27.2, 27.3 & 27.4. 4,640,453 3,712,277
Export refinance - note 27.3 - 210,000
Current portion of long term borrowing 133,875 -
4,774,328 3,922,277
Unsecured borrowings:
Employees provident fund - Holding
Company - note 27.5 161,000 -
Employees provident fund - OBS Pakistan
(Private) Limited - related party - note - 27.6 18,000 -
4,953,328 3,922,277
27.1 The Holding Company has entered into running finance under mark-up arrangements from
various banks amounting to Rs. 4,925 million (2019: Rs. 4,175 million) which include financing
facilities obtained under Islamic mode amounting to Rs. 4,075 million (2019: Rs. 3,525 million).
The arrangements are secured jointly by registered mortgage of Rs. 1,126.94 million (2019: Rs.
584.99 million) of immovable property together with joint pari passu charge on all current assets of
the Company to the extent of Rs. 6,889.23 million (2019: Rs. 4,071 million) in favour of Standard
Chartered Bank (Pakistan) Limited (the lead bank).
27.2 The amount utilised under the Islamic mode of financing amounted to Rs. 3,977.03 million (2019:
Rs. 3,525 million).
27.3 The rates of mark-up ranged between 2.75% to 15.60% (2019: 2.75% to 12.7%) per annum.
27.4. It further includes running finance facilities obtained by IBLHC from Soneri Bank Limited and Habib
Bank Limited amounting to Rs. 100 million each at KIBOR + 1.5% and KIBOR + 0.75% per annum
respectively (2019: KIBOR + 1.5% and KIBOR + 0.75% per annum respectively). These facilities have
been secured by way of hypothecation of first pari passu charge over present and future current
assets amounting to Rs. 267 million and Rs. 133 million respectively.
27.5. Other than investment made from provident fund as stated in - note 26.3 the loan made to the
Holding Company carrying markup at the rate of 15% per annum, is not in accordance with the
section 218 of the Companies Act, 2017.
27.6. This represents loan obtained from employees provident fund of OBS Pakistan (Private) Limited -
related party, carrying markup at the rate of 15% per annum.
28.1 This includes dividend on bonus shares witheld pertaining to 125 shareholders on which stay from
the Honorable High Court of Sindh has been obtained.
29.1 Contingencies
Name of the Description of the factual basis of the Principal parties Date
court, proceeding and relief sought instituted
agency or
authority
29.1.1 High Court During the year ended June 30, 2014, Sindh The Holding 2014
of Sindh Revenue Board (SRB) had imposed sales tax on toll Company and
manufacturing at the rate of 16% of sales value. The The Federation of
cumulative such sales tax amounts to Rs. 310.68 Pakistan
million. The matter has been contested in the High
Court of Sindh.
29.1.2 High Court Section 5A of Income Tax Ordinance, 2001 inserted The Holding 2015
of Sindh through Section 5(3) of the Finance Act, 2015 requires Company and
the Holding Company to charge income tax @ 10% The Federation of
on the reserves of the companies where they exceed Pakistan
an amount equivalent to the paid up capital. The
Company has filed a suit for declaration and permanent
injunction before the Court challenging the vires of the
above said section.
29.1.3 High Court The Holding Company and IBLHC has challenged The Holding 2016
of Sindh the levy of Sindh Sales Tax on services of renting of Company, IBLHC
immovable property which has been categorised as and Province of
renting services by the SRB. Sindh
Name of the Description of the factual basis of the Principal parties Date
court, proceeding and relief sought instituted
agency or
authority
29.1.4 High Court A suit was filed to challenge the imposition of Sales The Holding 2014
of Sindh Tax under Sales Tax Act, 1990 with respect to raw Company and
material being used for manufacturing pharmaceutical The Federation of
products inspite of such raw material being exempt in Pakistan
view of Entry No. 105 of the Sixth schedule of the Act.
29.1.5 High Court of Section 236 M of the Income Tax Ordinance, 2001 The Holding 2015
Sindh (the ‘Ordinance’), inserted through Finance Act, Company and
2014, specifies that every company, quoted on stock The Federation of
exchange, while issuing bonus shares shall withhold Pakistan
five percent of the bonus shares to be issued. Bonus
shares withheld shall only be issued to a shareholder, if
the Holding Company collects tax equal to five percent
of the value of the bonus shares issued including
bonus share withheld, determined on the basis of day-
end price on the first day of closure of books. The tax
is to be collected within fifteen days of the first day
of closure of books, after which company is required
to deposit shares withheld to Central Depository
Company, in favour of the Federal Government.
Name of the Description of the factual basis of the Principal parties Date
court, proceeding and relief sought instituted
agency or
authority
29.1.6 High Court of Exemption provided to the companies falling under The Holding 2015,
Sindh Group Relief (section 59B of Income Tax Ordinance, Company and 2016 and
2001), from tax on intercorporate dividend as The Federation of 2017
mentioned under Clause 103A of Part I of the Second Pakistan
Schedule of the Income Tax Ordinance, 2001, is not
applicable now on account of deletion of Section 59B
from the said clause, through the Finance Act, 2016.
29.1.7 Appellate SPPL’s declared version of return of income, for tax SPPL, 2017
Tribunal Inland years 2015 and 2016, have been rejected by the Commissioner
Revenue respective Tax Officers and the amounts deemed to Inland Revenue,
(ATlR) be assessed under the Final Tax Regime (FTR) of the CIRA and ATIR
provisions of section 169 read with section 153(1)(c) of
the Income Tax Ordinance, 2001 (the Ordinance) have
been subjected to tax under the normal provisions of
the law.
Name of the Description of the factual basis of the Principal parties Date
court, proceeding and relief sought instituted
agency or
authority
29.1.8 Commissioner SPPL’s declared version for return of income for SPPL, ACIR and 2018
Inland tax year 2017 has been rejected by the Additional CIRA
Revenue Commissioner Inland Revenue (ACIR) and the
(Appeals) amounts deemed to be assessed under FTR of
provision of section 169 read with section 153(1)(c) of
the Ordinance has been subjected to tax under the
normal provision of the law.
29.1.9 Appellate The deemed assessed version of the return of income SLPL, ACIR, 2016
Tribunal Inland of SLPL for tax year 2014 was amended by the Commissioner
Revenue Additional Commissioner Inland Revenue (ACIR) vide (Appeals) and
(ATlR) the order dated January 13, 2016 under section ATIR
122(5A) of the Income Tax Ordinance, 2001 (the
‘Ordinance’). The main issue involved in the case was
due to the addition made under the section 111 of the
Ordinance and consequential effect thereof raising the
demand of Rs. 9.15 million.
29.1.10 The Holding Company is in the process of filing an appeal in Supreme Court of Pakistan against
imposition of super tax for tax years 2015 to 2019 and expects a favourable outcome. For further
detail, refer note 37.1 of these consolidated financial statements.
29.1.11 The management, based on legal / tax advices, is confident that the ultimate decisions in the above
cases (notes 29.1.1 to 29.1.10) will be in favour of the Group, hence, no provision has been made in
respect of the aforementioned litigations.
29.2 Commitments
29.2.1 The facility for opening letters of credit and guarantees for the Holding Company as at June 30, 2020
amounted to Rs. 2,105 million (2019: Rs. 2,180 million) of which the amount remaining unutilised as
at year end amounted to Rs. 1,494 million (2019: Rs. 387 million).
29.2.2 The facility for opening letter of credit and Running Musharakah for IBLHC as at June 30, 2020
amounted to Rs. 683 million (2019: Rs. 683 million) of which the amount remaining unutilised at the
end of year was Rs. 94.45 million (2019: Rs. 207.32 million).
2020 2019
30. REVENUE FROM CONTRACTS WITH CUSTOMERS -----------Rupees ‘000 -----------
Gross sales
Local sale of goods - note 30.1 20,870,166 18,906,259
Export sales 2,299,165 1,855,855
23,169,331 20,762,114
Less:
Discounts, rebates and allowances 1,864,432 2,011,393
Sales returns 880,409 809,093
2,744,841 2,820,486
20,474,842 18,062,107
30.1 Consequent to Order 4480/2018 dated August 3, 2018 issued by the Honourable Supreme Court
of Pakistan, the Drug Regulatory Authority of Pakistan (DRAP) fixed maximum retail price of drugs
vide notification S.R.O 1610/2018 dated December 31, 2018. Further, DRAP vide Notification S.R.O
34(1)/2019 dated January 10, 2019 increased the maximum retail prices of drugs by nine percent
over and above the maximum retail prices as determined under hardship category during the year
2018 and fifteen percent over and above existing maximum retail prices determined under Drug
Pricing Policy, 2018 for drugs other than those specified under hardship category.
The Honorable High Court of Sindh vide Order dated January 22, 2019 has disposed off all the legal
cases of the Holding Company against DRAP. As mandated under the orders dated August 3, 2018
and November 14, 2018 passed by the Honourable Supreme Court of Pakistan in Human Rights
Case No. 2858 of 2006, the Holding Company may file an appeal before the Appellate Board of
DRAP as provided under Section 9 of the Drugs Act, 1976, if the Holding Company is dissatisfied by
the prices fixed by DRAP.
Consequent to the above, the Holding Company challenged the prices for four of its products namely,
Peditral, Gravinite, Metodine and Hydrylline set by DRAP in its Appellate Board and the Appellate
Board under its orders dated 18 June, 20 June and 25 June 2019 rejected the said application of
the Holding Company. The Holding Company has challenged the said orders in the Honourable High
Court of Sindh and an interim order has been passed restricting DRAP from taking any coercive
action against the Holding Company. Exposure of the Holding Company due to abovementioned
litigation amounts to Rs. 1.27 billion (2019: Rs. 490.56 million).
2020 2019
-----------Rupees ‘000 -----------
31. COST OF SALES
2020 2019
-----------Rupees ‘000 -----------
32. DISTRIBUTION COSTS
32.1 This represents salaries of shared sales staff allocated to the IBLIPL by United Retail (SMC-Private)
Limited - related party.
32.2 This includes personal protective equipments purchased from IBL Frontier Market (Private) Limited -
related party, amounting to Rs. 11.93 million, which were distributed to healthcare professionals as
a part of CSR activity refer - note 2.2.
32.3 These service charges mainly comprise of payments made to distributors for sale to institutions.
32.4 The Royalty pertains to M/s Sanofi Winthrop Industrie and M/s Marisant Company which are situated
in France and Switzerland respectively. The Holding Company only has a relation of licensor and
licensee with these entities. Futher, the royalty payable to M/s Marisant Company is payble on behalf
of IBLHC, as per agreement.
2020 2019
-----------Rupees ‘000 -----------
33. ADMINISTRATIVE EXPENSES
1,188,766 1,103,218
33.1 This amount is stated net of fixed charges recovered from tenants in respect of provision of amenities.
2020 2019
-----------Rupees ‘000 -----------
33.2 Auditors’ remuneration
33.3 Donations to a single party exceeding 10% of total donations i.e. Rs. 14.45 million are as follows:
2020 2019
-----------Rupees ‘000 -----------
33.4 During the year, the Holding Company also donated Rs. 29.87 million to its other related parties:
2020 2019
-----------Rupees ‘000 -----------
33.5 Following directors’ interest in the above related parties is limited to the extent of their involvement
as directors:
Name of Related Party Association
- The Citizen Foundation Mr. Adnan Asdar Ali and Mr. Rashid Abdulla - Directors
- Indus Hospital Mr. Adnan Asdar Ali - member of General Body
- Hunar Foundation Mr. Adnan Asdar Ali - Director
- Sabaq Learning Foundation Mr. Adnan Asdar Ali - Trustee
Moreover, the AKAR Hospital is being managed by the management of the Holding Company.
33.5.1 The Directors or their spouse has no interest in any other donee entity.
2020 2019
-----------Rupees ‘000 -----------
34. OTHER OPERATING EXPENSES
261,841 161,748
2020 2019
-----------Rupees ‘000 -----------
35. OTHER INCOME
505,957 234,445
35.1 This pertains to fee charged from OBS Pakistan (Private) Limited - related party in respect of
finance, administration, human resources and other services provided by the Holding Company, in
accordance with agreement.
2020 2019
-----------Rupees ‘000 -----------
35.2 This includes rental income from related parties, which are as follows:
75,980 108,950
35.3 This represents income from International Franchises (Private) Limited - related party for use of
operating assets of the Holding Company.
2020 2019
-----------Rupees ‘000 -----------
36. FINANCE COST
Mark-up on:
- Long-term borrowing - 12,814
- Short-term borrowing - note 36.1 568,792 299,908
- Salary refinancing 2,678 -
Interest on:
Employees provident fund - Holding Company 9,196 -
Employees provident fund - OBS Pakistan
(Private) Limited - related party 1,036 -
Unwinding of discount on long-term borrowing 87 -
Bank charges 67,395 36,375
Interest on lease liabilities 20,412 -
Exchange loss - 75,890
Interest on Workers’ Profit Participation Fund - note 26.6 15,357 13,883
684,953 438,870
36.1 The amount of mark-up paid by Holding Company under Islamic mode of financing amounted to Rs.
497.09 million (2019: Rs. 287.65 million).
2020 2019
-----------Rupees ‘000 -----------
37. INCOME TAX EXPENSE
Current
- for the year 1,114,318 551,522
- for prior years 81,925 8,195
1,196,243 559,717
Deferred tax (income) / expense - note 22 (85,430) 7,215
1,110,813 566,932
37.1 Subsequent to the year end, the petition filed by the Holding Company against the imposition of
super tax for rehabilitation of temporarily displaced persons under section 4B of the Income Tax
Ordinance, 2001 for the tax years 2015 to 2019, in the High Court of Sindh was rejected vide
order dated July 21, 2020. Consequently, the Holding Company received various notices from tax
authorities for recoverability of super tax for the tax years 2015 to 2019 amounting to Rs. 485.19
million.
However, the Holding Company has not made provision of full amount on the basis of the following
contention:
Further, the Holding Company in consultation with its legal and tax advisors is in the process of filing
an appeal against the above decision of Honorable High Court of Sindh, in the Supreme Court of
Pakistan. The Holding Company expects a favourable outcome based on a legal advice.
2020 2019
37.2 Relationship between tax expense -----------Rupees ‘000 -----------
and accounting profit
Deemed order under Section 120 of the Income tax Ordinance, 2001 for the above tax years were
amended, where certain expenses / benefits were disallowed which mainly includes disallowance
due to non-deduction of tax on Distributors margin, eligibility of claim made for Group Relief, finance
cost on long-term loan as not being related to business income, advertisement expenses, salesman
bonuses, discount given to group company, deemed interest income on interest-free loan given
to group company and other expenses meeting the criteria of Section 21(c) of the Income Tax
Ordinance, 2001 with reference to deduction of tax.
Appeals against the above orders are pending before Appellate Tribunal Inland Revenue (ATIR) except
for tax years 2008 which is decided and the tax year 2017 which is pending before Commissioner
Appeals.
Out of the above, majority of the issues have been decided in favour of the Holding Company either
by Commissioner Appeals or by ATIR in its decision for tax year 2008. Considering this position
and in consultation with its tax advisors, the management is of the view that above issues will also
be decided in favour of the Holding Company. The impact of the above mentioned orders pending
resolution amounts to approximately Rs. 862.28 million.
(Re-stated)
2020 2019
38.1 Diluted earnings per share has not been presented as the Group did not have any convertible
instruments in issue as at June 30, 2020 and 2019 which would have any effect on the earnings per
share if the option to convert is exercised.
2020 2019
39. CASH GENERATED FROM OPERATIONS -----------Rupees ‘000 -----------
2020 2019
-----------Rupees ‘000 -----------
40. CASH AND CASH EQUIVALENTS
(4,484,264) (3,450,223)
Based on Holding Company’s internal management reporting structure for the year, no reportable
segments were identified that were of continuing significance for decision making.
The aggregate amounts in respect of remuneration, including all benefits, to the Chief Executive and
Directors of the Holding Company and Executives of the Group are as follows:
Number of persons 1 1 1 1 94 84
42.1 In addition to the above, the chief executive officer and some of the executives have been provided
with free use of the Group maintained cars. Further, medical expenses are reimbursed in accordance
with the Group’s policies.
42.2 During the year, the Holding Company has paid to five non-executive directors (2019: five) an
aggregate amount of Rs. 57 thousand (2019: Rs. 32 thousand) as fee for attending board meetings.
43.1 The following transactions were carried out with related parties during the year:
43.22 The status of outstanding balances with related parties as at June 30, 2020 is included in the
respective notes to the consolidated financial statements. These are settled in the ordinary course
of business.
43.3 Following are the related parties with whom the Group had entered into transactions or have
arrangement(s) / agreement(s) in place:
Aggregate
S. No. Company Name Basis of Association % of
Shareholding
The capacity and production of the Group’s plants are indeterminable as these are multi-product and
involve varying processes of manufacture.
The Group’s activities expose it to variety of financial risks namely market risk (including interest
rate risk, currency risk and other price risk), credit risk and liquidity risk. The Group’s overall risk
management programme focuses on having cost effective funding as well as managing financial risk
to minimise earnings volatility and provide maximum return to shareholders.
2020 2019
Maturity up to Maturity up to
Maturity after Maturity after
one Total one Total
one year one year
year year
--------------------------------------------Rupees ‘000--------------------------------------------
Financial assets
Loans, advances and deposits 2,277,341 11,182 2,288,523 2,447,361 13,895 2,461,256
Trade receivables 8,633,836 - 8,633,836 6,209,817 - 6,209,817
Interest accrued - - - 2,970 - 2,970
Other receivables 1,187,736 - 1,187,736 787,859 - 787,859
Short-term investment 100,000 - 100,000 - - -
Bank balances 128,522 - 128,522 255,712 - 255,712
Cash in hand 206,667 - 206,667 6,342 - 6,342
12,534,102 11,182 12,545,284 9,710,061 13,895 9,723,956
Financial liabilities
Interest rate risk is the risk that fair value or future cash flows of a financial instrument will
fluctuate due to changes in the market interest rates. Financial assets and liabilities obtained
at variable rates expose the Group to cash flow interest rate risk.
At June 30, 2020, the Group has variable interest bearing financial liabilities of Rs. 4.95 billion
(2019: Rs. 3.92 billion), and had the interest rate varied by 200 basis points with all the other
variables held constant, profit before tax for the year would have been approximately Rs.
99 million (2019: Rs. 78.4 million) higher / lower, mainly as a result of lower / higher interest
expense on floating rate borrowings respectively.
Annual Report 2020 195
Notes to and forming part of the Consolidated Financial Statements
For the year ended June 30, 2020
Foreign currency risk arises mainly where payables and receivables exist due to transactions
in foreign currencies. The Group’s exposure to exchange risk comprise mainly due to
receivable, payable and bank balance in foreign currency. At June 30, 2020, trade and other
payables of Rs. 488.67 million (2019: Rs. 716.42 million), trade receivables of Rs. 448.33
million (2019: Rs. 307.29 million) and bank balance of Rs. 0.13 million (2019: Rs. 0.13
million) are exposed to foreign currency risk.
As at June 30, 2020, if the Pakistan Rupee had weakened / strengthened by 2% against
US Dollar with all other variables held constant, profit before income tax for the year would
have been lower / higher by Rs. 0.80 million (2019: Rs. 8.17 million), mainly as a result of
foreign exchange gains / losses on translation of US Dollar denominated trade and other
payables,bills payable, trade receivables and cash and bank.
The sensitivity of foreign exchange rates looks at the outstanding foreign exchange balances
of the company only as at the reporting date and assumes this is the position for a full
twelve-month period. The volatility percentages for movement in foreign exchange rates
have been used due to the fact that historically (five years) rates have moved on average
basis by the mentioned percentages per annum.
Price risk is the risk that fair value of a financial instrument will fluctuate as a result of changes
in market prices, whether those changes are caused by factors specific to the fund or it’s
management company.
The Group limits price risk by maintaining a diversified portfolio and by continuous monitoring
of developments in open ended income funds. In addition, the Group actively monitors the
key factors that affect the open ended income funds. The maximum exposure to price risk
as at June 30, 2020 amounts to (2019: Nil).
Credit risk represents the accounting loss that would be recognised at the reporting date if
counterparts failed to perform as contracted. The maximum exposure to credit risk is equal
to the carrying amount of financial assets. Out of the total financial assets of Rs. 12,545
million (2019: Rs. 9,723 million) the financial assets exposed to the credit risk amount to Rs.
12,314 million (2019: Rs. 9,714 million). The carrying values of financial assets are as under:
2020 2019
-----------Rupees ‘000 -----------
Trade receivables of the Group are not exposed to significant credit risk as the major amount
is due from IBL Operations (Private) Limited - an associated company. However, the Group
has established policies and procedures for timely recovery of trade receivables. With respect
to parties other than affiliates, the Group mitigates its exposure and credit risk by applying
credit limits to its customers. Loans and advances include Rs. 229.01 million (2019: Rs.
249.63 million) due from International Brands Limited - Ultimate Parent Company.
The fair value through profit and loss investments represent investments in open end mutual
funds. The Group manages its credit and price risk by investing in income based diversified
mutual funds.
Bank balance represent low credit risk as major balances are placed with banks having credit
ratings of A or above as assigned by PACRA or JCR-VIS.
Liquidity risk reflects the Group’s inability in raising funds to meet commitments. The
management closely monitors the Group’s liquidity and cash flow position. The Group’s
approach to manage liquidity risk is to maintain sufficient level of liquidity based on expected
cash flow by holding highly liquid assets, creditor concentration and maintaining sufficient
reserve borrowing facilities.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an
orderly transaction in the principal (or most advantageous) market at the measurement date
under current market conditions (i.e. an exit price) regardless of whether that price is directly
observable or estimated using another valuation technique.
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as
a going concern, so that it can provide adequate returns to shareholders and benefits to other
stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
The Group finances its operations through equity, borrowings and management of working capital
with a view to maintain an appropriate mix between various sources of finance to minimise risk.
2020 2019
-----------Rupees ‘000 -----------
48.1 Set out below is summarised financial information for each subsidiary that has Non-Controlling
Interests (NCI).
Following corresponding figures having material impact were reclassified, for the purpose of
comparison:
Rupees ‘000
From:
- Discounts, rebates and allowances (277,000)
To:
- Local sales of goods (277,000)
Other reclassification made, for the purpose of better presentation and comparision, were immaterial
for these consolidated financial statements.
51.1 The Board of Directors of the Holding Company in the meeting held on has approved the following
appropriation:
2020 2019
-----------Rupees ‘000 -----------
This would be recognised in the Company’s financial statements in the year in which such dividend
and distribution are paid.
Subsequent to the year end on August 24, 2020, the Holding Company acquired OBS Pakistan
(Private) Limited (OBS), engaged in manufacturing and sales of pharmaceutical products, from
Universal Ventures (Private) Limited (UVPL) - related party. The approval of acquisition was obtained
in the Holding Company’s Extra-Ordinary General Meeting (EOGM) on May 18, 2020.
These financial statements were approved by the Board of Directors of the Holding Company and
authorised for issue on September 28, 2020.
Mutual Funds
FIRST CAPITAL MUTUAL FUND LTD. 1 51,839 0.02
CDC - TRUSTEE PAKISTAN CAPITAL MARKET FUND 1 2 0.00
CDC - TRUSTEE PICIC INVESTMENT FUND 1 67,533 0.03
CDC - TRUSTEE PICIC GROWTH FUND 1 81,833 0.04
CDC - TRUSTEE ALHAMRA ISLAMIC STOCK FUND 1 2 0.00
CDC - TRUSTEE ATLAS STOCK MARKET FUND 1 706,602 0.33
CDC - TRUSTEE MEEZAN BALANCED FUND 1 178,548 0.08
CDC - TRUSTEE ALFALAH GHP VALUE FUND 1 30,427 0.01
CDC - TRUSTEE AKD INDEX TRACKER FUND 1 23,944 0.01
CDC - TRUSTEE ALHAMRA ISLAMIC ASSET ALLOCATION FUND 1 1 0.00
CDC - TRUSTEE AL MEEZAN MUTUAL FUND 1 324,940 0.15
CDC - TRUSTEE MEEZAN ISLAMIC FUND 1 2,653,474 1.25
CDC - TRUSTEE UBL STOCK ADVANTAGE FUND 1 302,401 0.14
CDC - TRUSTEE ATLAS ISLAMIC STOCK FUND 1 187,872 0.09
CDC - TRUSTEE AL-AMEEN SHARIAH STOCK FUND 1 370,318 0.17
CDC - TRUSTEE NBP STOCK FUND 1 967,400 0.46
CDC - TRUSTEE NBP BALANCED FUND 1 9,000 0.00
CDC - TRUSTEE MCB DCF INCOME FUND 1 14,500 0.01
General Public
a. Local 12,081 37,631,956 17.72
b. Foreign 15 4,170,753 1.96
Foreign Companies 80 13,103,814 6.17
Others 251 11,660,137 5.49
* This includes 5,161,394 shares which are freezed in lieu of 5% withholding tax under section 236M of the Income Tax
Ordinance, 2001. The Shareholder has filed a petition against such provision and the case is pending before the Hon’ble
High Court.
Signature of Member(s)
Witness 2:
Signature:
Name: Shareholder’s Folio No.:
CNIC #: and/or CDC Participant I.D. No.:
Address: and Sub-Account No.:
Shareholder’s CNIC #:
Note:
1. The member is requested:
i) To affix revenue stamp of Rs.5/- at the place indicated above.
ii) To sign across the revenue stamp in the same style of signature as is registered with the
Company.
iii) To write down his/her/their folio number.
iv) Attach an attested photocopy of their valid Computerized National Identity Card/
Passport/Board Resolution and the copy of CNIC of the proxy, with this proxy form
before submission.
2. In order to be valid, this proxy must be received at the registered office of the Company at
least 48 hours before the time fixed for the meeting, duly completed in all respects.
3. CDS Shareholders or their proxies should bring their original computerized national identity
card or passport along with the Participant’s ID Number and their Account Number to
facilitate their identification. Detailed procedure is given in the notes to the notice of AGM.
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