DEWAN FAROOQUE MOTORS LIMITED

HALF YEARLY REPORT

DECEMBER 31, 2023

COMPANY INFORMATION

BOARD OF DIRECTORS

Non-Executive Directors

Mr. Mehmood-ul-Hassan Asghar

Mr. Abdul Basit

Mr. Muhammad Hanif German

Mr. Ghazanfar Baber Siddiqi

Mrs. Nida Jamil

Executive Director

Mr. Waseem-ul- Haque Ansari

Independent Director

Mr. Aziz-ul-Haque

CHIEF EXECUTIVE OFFICER

Mr. Waseem-ul- Haque Ansari

COMPANY SECRETARY

Mr. Muhammad Hanif German

CHIEF FINANCIAL OFFICER

Mr. Muhsin Ali

AUDIT COMMITTEE

Mr. Aziz-ul-Haque

Mr. Ghazanfar Baber Siddiqi

Mr. Abdul Basit

HUMAN RESOURCE & REMUNERATION COMMITTEE

Mr. Aziz-ul-Haque

Mr. Waseem-ul- Haque Ansari

Mr. Abdul Basit

BANKERS

Allied Bank of Pakistan Limited

Askari Bank Limited

Faysal Bank Limited

Habib Bank Limited

Meezan Bank Limited

National Bank of Pakistan

Silk Bank Limited

Saudi Pak Industrial and Agricultural

Investment Co. (Pvt.) Limited

Standard Chartered Bank

Summit Bank Limited

The Bank of Khyber

The Bank of Punjab

United Bank Limited

Chairman Board of Directors

Female Director

Chairman

Member

Member

Chairman

Member

Member

AUDITORS

Feroze Sharif Tariq & Co. Chartered Accountants 4/N/4, Block 6, P.E.C.H.S., Karachi.

LEGAL ADVISORS

A.K. Brohi & Co.

TAX ADVISOR

Sharif & Co. (Advocates) 3rd Floor, Uni Plaza,

I.I. Chundrigar Road, Karachi.

SHARES REGISTRAR / TRANSFER AGENT BMF Consultants Pakistan (Pvt.) Limited

Anum Estate Building, Room No. 310 & 311, 3rd Floor, 49, Darul Aman Society,

Main Shahrah-e-Faisal,

Adjacent to Baloch Colony Bridge, Karachi, Pakistan.

REGISTERED OFFICE

Dewan Centre, 3-A,

Lalazar, Beach Luxury Hotel Road, Karachi, Pakistan

FACTORY

Jilaniabad, Budhu Talpur,

District Sajawal,

Sindh.

DIRECTORS' REPORT

The Board of Directors of your Company takes pleasure in presenting the un-audited condensed interim financial statements of the Company for the half year ended December 31, 2023.

Industry Overview

The automobile sector in Pakistan is grappling with the impact of the current economic crisis, characterized by balance of payments, political instability and other challenges causing to an economic slowdown. Sales of automobiles have been adversely affected for unplanned shutdowns due to import problems, further exacerbating challenges for the sector.

With a new government soon to take charge, the industry awaits policy direction and stability to navigate the road ahead, anticipating an upswing in economic activity and recovery. Negotiations with the International Monetary Fund (IMF), potential easing of imports and new incentives for auto manufacturers under the new government could provide impetus for growth.

Company's performance

During the period under review the gross sales is Rs. 0.03 (Dec 2022: Rs. 0.055) million, gross loss

is Rs. 94.372 (Dec 2022: Rs. 80.187) million and the after-tax loss is Rs. 140.256 (Dec 2022: Rs. 185.335) million attributed to minimal sales, unabsorbed overhead costs and other expenses for non-production of vehicles.

Management is confident that production at the plant will resume very soon as the necessary arrangement and pre-requisite steps precedent to the start of assembly operations of the Company has been completed. Company has undertaken maintenance of production facilities, recruitment of technical & other required employees and installation of body-line welding jigs & other equipment's.

For the production of vehicles, the shipment of CKD kits, A-max & other parts by the principal have been done. Management has already completed test and trial process of CBU KIA Commercial Trucks and got the positive feed-back from potential dealers and customers.

Nationwide dealership network has been established and Letters of Intent (LOIs) have also been issued for engaging further required dealerships. We're thrilled to report a fantastic response from dealers, reflecting their excitement about our offerings. We have undertaken the process of certification by Engineering Development Board of Pakistan (EDB) for assembling & manufacturing products in-house. With these preparations underway, we anticipate a swift return to production, by the grace of Almighty Allah.

In conclusion, we bow, beg and pray to Almighty Allah, Al-Rahman,Al-Rahim, in the name of his beloved Prophet, Muhammad, peace be upon him, for continued showering of His blessings, guidance, strength, health and prosperity to us, our Company, country and nation and also pray to Almighty Allah to bestow peace, harmony, brotherhood and unity in true Islamic spirit upon whole of Muslim Ummah, Ameen, Summa Ameen.

LO-MY LORD IS INDEED HEARER OF PRAYER (AL-QURAN)

Under / By Authority of the Board of Directors

Waseem-ul-Haque Ansari

Mehmood-ul-Hassan Asghar

Chief Executive Officer

Chairman & Board of Directors

Karachi: February 26, 2024

REVIEW REPORT ON REVIEW OF INTERIM FINANCIAL STATEMENTS

INDEPENDENT AUDITORS' REVIEW REPORT

TO THE MEMBERS OF DEWAN FAROOQUE MOTORS LIMITED

Introduction

We have reviewed the accompanying Condensed interim Statement of financial Position of Dewan Farooque Motors Limited ("the company") as at December 31, 2023 and the related Condensed interim statement of profit or loss and Condensed interim statement of comprehensive income, Condensed interim Statement of cash flow, Condensed interim statement of changes in equity and notes to the Condensed interim financial statement for the six months period then ended (hereinafter referred to as the "interim financial statements"). Management is responsible for the preparation and Presentation of these Condensed interim financial statements in accordance with approved accounting and reporting standards as applicable in Pakistan for interim financial reporting. Our responsibility is to express a conclusion on these interim financial statements based on our review.

Scope of Review

We conducted our review in accordance with the International Standard on review engagements 2410, "Review of interim financial Information performed by the independent Auditor of the Entity". A review of interim financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Basis of qualified conclusion

The company defaulted in repayment of instalments of restructured liabilities of financial institutions. Following course, certain lenders have gone into litigation amounting to Rs. 6.884 billion for repayment of liabilities through attachment and sale of company's hypothecated / mortgaged properties. The company has not made provision of markup for the period amounting to Rs. 572.705 million (refer note 11) on account of restructuring proposal offered to the lenders as described in note 2 to the financial statements. Non-provisioning of markup is based on management's hope that the restructuring proposal will be accepted by lenders in the proposed manner. In our opinion, since the proposal has not been accepted by the lenders so far and the lenders, instead of accepting the restructuring proposal, have preferred filing suits against the company, therefore the provision of markup should be made in these financial statements. Had the provision of markup been made in the financial statements, the loss after taxation for the year would have been higher by Rs.8.766 billion and markup payable would have been higher and shareholders' equity would have been lower by Rs. 8.766 billion.

Qualified Conclusion

Our review indicates that, except for the matter discussed in preceding paragraph, these accompanying condensed interim financial Statements as of and for the six months period ended December 31, 2023 is prepared, in all material respects, in accordance with approved accounting and reporting standards as applicable in Pakistan for interim financial Reporting.

Other matter

The figures of the condensed interim statement of profit or loss and condensed interim statement of other comprehensive income and the notes forming part thereof for the quarters ended December 31, 2023 and December 31, 2022 have not been reviewed and we do not express a conclusion on them, we are required to review only the cumulative figures for the Six month ended December 31, 2023.

Matter of emphasis

Without further qualifying our review report we draw attention of the members to note 2 to the condensed interim financial statements of the company for the period ended December 31, 2023 as disclosed in note 2 to the condensed interim financial Statements reflect loss after taxation of Rs. 140.256 (December 31, 2022: Rs. 185.335) million and as of that date it has accumulated losses of Rs. 4.770 (June 30, 2023: Rs. 4.629) billion which resulted in net capital deficiency of Rs. 3.382 (June 30, 2023: Rs. 3.242) billion and its current liabilities exceeded its current assets by Rs. 5.165 (June 30, 2023: Rs. 4.801) billion and total assets by Rs. 3.366 (June 30, 2023: Rs. 3.226) Billion without providing the mark up as refer in below para (b). The operations of the company were closed in intervals between the periods from November 2010 to November 2013 and reclose since February 2014 due to working capital constraints. Furthermore, the company has been unable to ensure timely repayments of debts owing to financial institutions due to liquidity problems and short-term finance facilities have expired and not been renewed by banks. Following course, certain lenders have gone into litigation to recover amounts through attachment and sale of company's hypothecated / mortgaged properties. These conditions, along with other matters as set forth in note 2 indicate the existence of material uncertainty which may cast significant doubt about Company's ability to Continue as going concern therefore the company may be unable to realize its assets and discharge its liabilities in normal Course of Business. The amounts of the current liabilities and Loss reported in said note do not include the effect of matters discussed in Basis for Qualified opinion. Our opinion is not modified in respect of this matter. The going concern assumption used in preparation of these condensed interim financial statements is dependent on resumption of operations, for which management has taken significant steps as disclosed in note 2 to the financial statements.

The engagement partner on the review resulting in this independent auditor's review report is Mohammad Ghalib.

CHARTERED ACCOUNTANTS

Place: Karachi

Date: February 29, 2024

UDIN: RR202310161lpjX35tK7

DEWAN FAROOQUE MOTORS LIMITED

CONDENSED INTERIM STATEMENT OF FINANCIAL POSITION

As at December 31, 2023

Note December 31,

June 30,

2023

2023

Unaudited

Audited

ASSETS

( Rs. In '000)

NON-CURRENT ASSETS

Property, Plant and Equipment

6

1,014,246

744,984

Investment

7

784,192

830,332

CURRENT ASSETS

Stores and spares

55,879

Stock-in-trade

95,796

Trade debts - considered good

672

Short term loan to associated undertaking - considered good

154,879

Advances, deposits, prepayments and other receivables - Considered good

926,474

Taxation - net

24,642

Cash and bank balances

138,522

1,396,864

TOTAL ASSETS

3,195,302

EQUITY AND LIABILITIES

SHARE CAPITAL AND RESERVES

Share Capital

Authorized

150,000,000 (June 30, 2023: 150,000,000) Ordinary shares of Rs.10 each

1,500,000

Issued, subscribed and paid-up

Issued, subscribed and paid-up

1,387,353

Revenue Reserve

Accumulated loss

(4,769,649)

(3,382,296)

NON-CURRENT LIABILITIES

Long term security deposits

11,700

Deferred Liabilities

4,231

CURRENT LIABILITIES

Short term loan from related parties

641,666

Trade and other payables

725,357

Unclaimed Dividend

1,802

Short term finances-secured

8

4,095,913

Current maturity of long term loans

1,096,929

6,561,667

CONTINGENCIES AND COMMITMENTS

9

TOTAL EQUITY AND LIABILITIES

3,195,302

55,093

22,972

672

154,879

907,744

23,927

138,710

1,303,997

2,879,313

1,500,000

1,387,353

(4,629,393)

(3,242,040)

11,700

4,231

469,022

441,756

1,802

4,095,913

1,096,929

6,105,422

2,879,313

The annexed notes from 1 to 17 form an integral part of these condensed interim Financial Statements.

Muhsin Ali

Waseem-ul-Haque Ansari

Mehmood-ul-Hassan Asghar

Chief Financial Officer

Chief Executive Officer

Chairman & Board of Directors

DEWAN FAROOQUE MOTORS LIMITED

CONDENSED INTERIM STATEMENT OF PROFIT OR LOSS ACCOUNT

FOR THE HALF YEAR AND QUARTER ENDED DECEMBER 31, 2023

Half Year Ended

Quarter Ended

December 31,

December 31,

December 31,

December 31,

Note

2023

2022

2023

2022

------------Unaudited------------

(Rs. in '000)

Gross Sales

30

55

10

2

Sales tax

(5)

(8)

(2)

-

Net Sales

25

47

8

2

Cost of sales

(94,397)

(80,234) ##

(50,461)

(62,411)

Gross Loss

(94,372)

(80,187) ##

(50,453)

(62,409)

Operating expenses

Marketing & Distribution Expenses Administration & General Expenses

Operating loss

Other income/(loss)

10

Finance Cost

11

(Loss) before taxation

Taxation

(Loss) after tax

Basic / diluted (Loss) per share (Rupee)

13

(12,537)

(8,180)

##

(13,281)

(14,090)

##

(25,818)

(22,270)

(120,190)

(102,457)

##

(19,987)

(82,874)

##

(79)

(3)

(140,256)

(185,334)

##

-

(1)

##

(140,256)

(185,335)

##

##

(1.01)

(1.34)

(5,958)

(8,180)

(6,391)

(10,323)

(12,349)

(18,503)

(62,802)

(80,912)

(22,049)

663

(32)

(3)

(84,883)

(80,252)

-

-

(84,883)

(80,252)

(0.61)

(0.58)

##

The annexed notes from 1 to 17 form an integral part of these condensed interim Financial Statements.

Muhsin Ali

Waseem-ul-Haque Ansari

Mehmood-ul-Hassan Asghar

Chief Financial Officer

Chief Executive Officer

Chairman & Board of Directors

DEWAN FAROOQUE MOTORS LIMITED

CONDENSED INTERIM STATEMENT OF COMPREHENSIVE INCOME

FOR THE HALF YEAR AND QUARTER ENDED DECEMBER 31, 2023

Half Year Ended

Quarter Ended

December 31,

December 31,

December 31,

December 31,

2023

2022

2023

2022

------- Unaudited --------

(Rs. in '000)

Income(Loss) for the period

(140,256)

(185,335)

(84,883)

(80,252)

Other comprehensive Income(Loss) for the period:

-

-

-

Total comprehensive Income(Loss) for the period

(140,256)

(185,335)

(84,883)

(80,252)

The annexed notes from 1 to 17 form an integral part of these condensed interim Financial Statements.

Muhsin Ali

Waseem-ul-Haque Ansari

Mehmood-ul-Hassan Asghar

Chief Financial Officer

Chief Executive Officer

Chairman & Board of Directors

DEWAN FAROOQUE MOTORS LIMITED

CONDENSED INTERIM STATEMENT OF CASH FLOWS

FOR THE HALF YEAR ENDED DECEMBER 31, 2023

CASH FLOW FROM OPERATING ACTIVITIES

(Loss) before taxation

Adjustment for non-Cash charges and other items:

Depreciation

Amortization of intangible assets

Loss due to Change in valuation of investment in associates

Financial charges

Short term loans to associated undertakings - considered good

Movement in Working Capital:

(Increase) in stores & spares (Increase)/Decrease in stock in trade

(Increase) in advances, deposits, pre-payments & other receivables Increase in trade & other payables

Net Changes in Working Capital

Cash generated from operation

Tax paid

Financial charges paid

Net cash flow from operating activities

CASH FLOW FROM INVESTING ACTIVITIES

Capital expenditure incurred

Net cash flow from investing activities

CASH FLOW FROM FINANCING ACTIVITIES

Short term loan from related parties

Net cash flow from financing activities

NET INCREASE/(DECREASE) IN CASH & CASH EQUIVALENTS

CASH & CASH EQUIVALENTS AT BEGINNING OF THE PERIOD

CASH & CASH EQUIVALENTS AT END OF THE PERIOD

12

December 31,

December 31,

2023

2022

-------------Unaudited------------

(Rs. in ' 000)

(140,256)

(185,334)

23,966

24,267

697

-

46,140

98,602

79

3

70,882

122,872

(69,374)

(62,462)

  1. (7,145)
    (72,824)34
    (18,730) (107,153)
    283,60119,118
    191,261(95,146)
    121,887(157,608)

(715)

(93)

(79)

(3)

121,093

(157,704)

(293,925)

(487)

(293,925)

(487)

172,644

162,450

172,644

162,450

  1. 4,259
    (1,839,314) (1,849,309)
    (1,839,502) (1,845,050)

The annexed notes from 1 to 17 form an integral part of these condensed interim Financial Statements.

Muhsin Ali

Waseem-ul-Haque Ansari

Mehmood-ul-Hassan Asghar

Chief Financial Officer

Chief Executive Officer

Chairman & Board of Directors

DEWAN FAROOQUE MOTORS LIMITED

CONDENSED INTERIM STATEMENT OF CHANGES IN EQUITY

FOR THE HALF YEAR ENDED DECEMBER 31, 2023

Share Capital

Accumulated

Total

(Loss)

-------------Unaudited------------

(Rupees in '000')

Balance as on July 01, 2022

1,387,353

(4,398,588)

(3,011,235)

Total comprehensive (Loss) for the period

--

(185,335)

(185,335)

Balance as on December 31, 2022

1,387,353

(4,583,923)

(3,196,570)

Balance as on July 01, 2023

1,387,353

(4,629,393)

(3,242,040)

Total comprehensive (loss) for the period

-

(140,256)

(140,256)

Balance as on December 31, 2023

1,387,353

(4,769,649)

(3,382,296)

Short term loans to associated undertakings - considered good

The annexed notes from 1 to 17 form an integral part of these condensed interim Financial Statements.

Muhsin Ali

Waseem-ul-Haque Ansari

Mehmood-ul-Hassan Asghar

Chief Financial Officer

Chief Executive Officer

Chairman & Board of Directors

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Dewan Farooque Motors Ltd. published this content on 19 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 March 2024 05:18:05 UTC.