Waves Corporation Limited
Notes to the Condensed Interim Consolidated Financial Information (Un-audited) For the three months period ended 31 March 2024
1 Status and nature of business | ||
The Group comprises of: | ||
Holding Company | ||
- Waves Corporation Limited | ||
(formerly, Waves Singer Pakistan Limited) | ||
2024 | 2023 | |
(Holding percentage) | ||
Subsidiary Companies | ||
- Waves Home Appliances Limited | 74.56 | 74.56 |
(formerly, Samin Textiles Limited) | ||
- Waves Marketplace Limited | 100.00 | 100.00 |
(formerly, Electronics Marketing Company (Private) Limited) | ||
- Waves Builders & Developers (Private) Limited | 100.00 | 100.00 |
(formerly, Waves Marketing (Private) Limited) |
Waves Corporation Limited (formerly, Waves Singer Pakistan Limited) (the Holding Company) was incorporated in Pakistan under the repealed Companies Ordinance, 1984 (now Companies Act, 2017) as a public company limited by shares and is quoted on the Pakistan Stock Exchange. The company is principally engaged in the manufacturing and assembly of domestic consumer appliances alongwith retailing and trading of the same and other light engineering products. The registered office of the company is located at 9-K.M, Hanjarwal, Multan Road, Lahore.
Geographical locations of the manufacturing facilities of the Group are located at:
- 9-K.M,Hanjarwal, Multan Road, Lahore.
- Dina Nath, Mouza Rakh Serai Cheenba, Tehsil Pattoki, District Kasur.
- Mouza Mustafabad, 41-KM Ferozepur Road, Off 2-KM Rohi Nala Road, Tehsil & District Kasur
Waves Marketplace Limited
(formerly, Electronics Marketing Company (Private) Limited) - Subsidiary Company
Waves Marketplace Limited (formerly, Electronics Marketing Company (Private) Limited) is a private limited company which was incorporated on 09 September 2016 under the repealed Companies Ordinance, 1984 (now Companies Act, 2017). The principal activity of the company was to carry out distribution / wholesales / retail business of all kinds of electronic appliances, its components and accessories, etc.
Waves Builders and Developers (Private) Limited
(formerly, Waves Marketing (Private) Limited) - Subsidiary Company
Waves Builders and Developers (Private) Limited (formerly, Waves Marketing (Private) Limited) is a private limited company which was incorporated on 10 April 2017 under the repealed Companies Ordinance, 1984 (now Companies Act, 2017). The registered office of the company is located at 9-KM Hanjarwal, Multan Road, Lahore. The principal activity of the company was to sale, distribution and marketing of consumer appliances being a trading concern. The MOA/AOA was changed to undertake real estate buisiness, however the board of WBDPL and WCL have decided to merge WBDPL with and into WCL, subject to completion of necessary corporate legal formalities.
Waves Home Appliances Limited
(formerly Samin Textiles Limited)- Subsidiary Company
Waves Home Appliances Limited (WHAL) (formerly as Samin Textiles Limited) was incorporated in Pakistan on November 27, 1989 as a public limited company under the Companies Ordinance, 1984 (now Companies Act, 2017). The registered office of the Company is situated at 9-KM Hanjarwal, Multan Road, Lahore. The Company is currently listed on Pakistan Stock Exchange. The principal business of the Company previously was trading, import and export of textile products. Consequent to approval of scheme of arrangement, the principal line of business shall be amended to include manufacturing, assembly and wholesale of domestic consumer appliances and other light engineering products.
1.1 The Holding Company, Waves Corporation Limited (WCL), acquired WHAL (formerly Samin Textiles Limited) as a subsidiary Company through a scheme of arrangement. As per the term of the scheme, WCL 'Carved out / seperated home appliances business by transferring certain assets, liabilities, obligations, contracts and undertakings to the subsidiary Company as of the effective date of 01 September 2021.
The Honourable Lahore High Court (the Court) through its Order dated 27 May 2022, has approved the Scheme of Arrangement as proposed and granted sanction order for the carving out of home appliances business from the Holding Company and amalgamation of the same into the subsidiary Company, WHAL.
2 Basis of preparation Statement of compliance
2.1 These condensed interim Consolidated financial statements of the Company have been prepared in accordance with the accounting and reporting standards as applicable in Pakistan for interim financial reporting. The accounting and reporting standards as applicable in Pakistan for interim financial reporting comprise of:
- International Financial Reporting Standards (IFRS Standards) issued by the International Accounting Standards Board (IASB) as notified under the Companies Act, 2017;
- Provisions of and directives issued under the Companies Act, 2017; and
Where the provisions of and directives issued under the Companies Act, 2017 differ with the requirements of IFRS standards , the provisions of and directives issued under the Companies Act, 2017 have been followed.
- These condensed interim consolidated financial statements comprise the condensed interim consolidated statement of financial position of the Company as at 31 March 2024 and the related condensed interim consolidated statement of profit or loss account, condensed interim consolidated statement of comprehensive income, condensed interim consolidated statement of changes in equity and condensed interim consolidated statement of cash flow and notes to the financial information for the three month period then ended.
- These condensed interim consolidated financial statements do not include all of the information required for annual financial statements and should be read in conjunction with the annual financial statements as at and for the year ended 31 December 2023. Selected explanatory notes are included to explain events and transactions that are significant to and understanding of the changes in the Company's financial position and performance since the last annual financial statements.
- Comparative consolidated statement of financial position's numbers are extracted from the annual audited consolidated financial statements of the Company for the year ended 31 December 2023, whereas comparative Consolidated statement of profit or loss account, statement of comprehensive income, cash flow statement and statement of changes in equity are stated from unaudited condensed interim Consolidated financial statement of the Company for the three months period ended 31 March 2024.
-
Use of estimates and judgments
The preparation of condensed interim consolidated financial statements requires management to make judgments, estimates and assumptions for the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.
In preparing these condensed interim consolidated financial statements, the significant judgments made by the management in applying accounting policies and key sources of estimation are the same as those applied in the preparation of annual audited financial statements for the year ended 31 December 2023. - Statement of consistency in accounting policies
The accounting policies and the methods of computation adopted in the preparation of these condensed interim consolidated financial statements are same as those applied in the preparation of annual audited financial statements for the year ended 31 December 2023.
5 Issued, subscribed and paid up capital | |||||||
(Un-audited) | (Audited) | (Un-audited) | (Audited) | ||||
31 March | 31 December | 31 March | 31 December | ||||
2024 | 2023 | 2024 | 2023 | ||||
---------- Number of shares ---------- | ---------- (Rupees in '000) ---------- | ||||||
Issued for cash | 105,263,597 | 105,263,597 | 1,052,636 | 1,052,636 | |||
Issued for consideration other than cash | 703,733 | 703,733 | 7,037 | 7,037 | |||
Issued as paid bonus shares | 78,988,759 | 78,988,759 | 789,888 | 789,888 | |||
Issued under scheme of amalgamation | 96,450,000 | 96,450,000 | 964,500 | 964,500 | |||
281,406,089 | 281,406,089 | 2,814,061 | 2,814,061 | ||||
5.1 Ordinary shares of the Company held by associated persons and undertaking are as follows:
(Un-audited) | (Audited) | (Un-audited) | (Audited) | ||||
31 March | 31 December | 31 March | 31 December | ||||
2024 | 2023 | 2024 | 2023 | ||||
Chief Executive Officer and | ---------- Percentage held ---------- | ---------- Number of shares ---------- | |||||
his spouse | |||||||
- Haroon Ahmad Khan (CEO) | 38.32% | 38.32% | 107,840,286 | 107,840,286 | |||
- Nighat Haroon Khan (Wife of CEO) | 10.00% | 9.92% | 28,132,411 | 27,925,911 | |||
48.32% | 48.25% | 135,972,697 | 135,766,197 | ||||
5.2 The holders of ordinary shares are entitled to receive dividends as declared (if any), and are entitled to one vote per share at meetings of the Holding Company.
Note | |
6 Short term borrowings | |
from banking companies - secured: | |
Running finance under mark-up arrangements | 6.1 |
Finance against trust receipt | 6.1 |
Short term borrowings under 'Murahaba' arrangement | |
Demand Finance | 6.1 |
from Fintech companies from others - unsecured
Short term borrowings under Musharaka arrangement Loan from employees provident fund
(Un-audited) | (Audited) | |
31 March | 31 December | |
2024 | 2023 | |
---------- (Rupees in '000) ---------- | ||
2,790,227 | 2,789,115 | |
1,183,446 | 1,191,472 | |
284,941 | 284,941 | |
62,474 | 69,511 | |
4,321,088 | 4,335,039 | |
30,778 | 30,297 | |
73,679 | 127,059 | |
288,000 | 288,000 | |
4,713,545 | 4,780,395 | |
- This includes amount of bridge finance facility under markup arrangement availed from National Bank of Pakistan amounting to Rs.1,500 million during the period (2023: Rs. 1,500 million).This facility is secured against 1st charge over land & building with 25% margin and carry markup from 19.25% per annum, payable quarterly in arrears.
- These facilities are secured against charge over current assets of the company and carries markup rate of three month KIBOR + 2% per annum payable monthly in arrears and KIBOR + 2.5% per annum.
7 Contingencies and commitments
-
Contingencies
There has been no significant changes in contingencies as reported in the annual audited financial statements of the Company for the year ended 31 December 2023. - Commitments
The Company has the following commitments in respect of: - Commitments for the import of stock in trade outstanding at period end were for Rs. Nill (31 December 2023: Rs. Nill).
- Commitments for capital expenditure against irrevocable letters of credit outstanding at the period end were Rs. Nill (31 December 2023: Rs. Nill).
(Un-audited) | (Audited) | |
31 March | 31 December | |
2024 | 2023 | |
Note | ---------- (Rupees in '000) ---------- |
8 Property, plant and equipment
Operating fixed assets | 8.1 | 3,800,814 | 3,885,356 | |
Right of-use asset | 8.2 | 52,733 | 55,176 | |
Capital work-in-progress | 8.3 | 4,398,242 | 4,172,928 | |
8,251,789 | 8,113,460 | |||
8.1 Operating fixed assets
Opening balance - as at 01 January | 3,885,356 | 2,699,641 | |||
Additions during the period / year | 13,315 | 8,459 | |||
Transfers from capital work in progress | 1,416,173 | ||||
Revaluation gain / (loss) | - | 80,078 | |||
Transfers from investment property | - | (17,250) | |||
Transfers from right to use to owned assets | - | 33,330 | |||
3,898,671 | 4,220,431 | ||||
Book value of property, plant and equipment | |||||
disposed off during the period / year | (210) | (12,088) | |||
Depreciation charged during the period / year | (97,647) | (322,987) | |||
Closing balance | 3,800,814 | 3,885,356 | |||
8.2 | Right of-use asset | ||||
Balance as at 01 January | 55,176 | 161,105 | |||
Additions during the period / year | - | 1,976 | |||
Transfers to owned assets | - | (33,330) | |||
Book value of property, plant and equipment | |||||
disposed off during the period / year | - | (69,092) | |||
Depreciation charge for the period / year | (2,443) | (5,483) | |||
Closing balance | 52,733 | 55,176 | |||
8.3 | Capital work-in-progress | ||||
Freehold land | 903,554 | 903,554 | |||
Civil work / Factory Building | 1,281,784 | 1,142,150 | |||
Plant and machinery | 703,937 | 854,887 | |||
Electric installation | 1,371 | 1,359 | |||
Borrowing costs | 1,507,597 | 1,270,978 | |||
4,398,242 | 4,172,928 | ||||
9 Intangible assets and goodwill | |||||
Software | 22,571 | 23,533 | |||
Goodwill | 9.1 | 1,070,207 | 1,070,207 | ||
Brand value | 9.1 | 1,582,147 | 1,582,147 | ||
Customer relationships | 9.1 | 115,343 | 123,025 | ||
2,790,268 | 2,798,912 | ||||
10 Cash and cash equivalents
Cash and bank balances
Short term running finance - secured
30 June | ||
11 | Sales - net | |
Gross sales: | ||
- Local | 617,857 | |
Sales return | ||
617,857 | ||
Sales tax | (78,557) | |
Trade discounts | (7,384) | |
(85,941) | ||
531,916 | ||
12 | Taxation |
79,925 | 59,874 | |
(2,790,227) | (2,789,115) | |
(2,710,302) | (2,729,241) | |
(Un-audited) | (Un-audited) | |
31 March | 31 March | |
2024 | 2023 | |
---------- (Rupees in '000) ---------- | ||
1,393,731 | 1,638,867 |
- (2,990)
1,393,731 1,635,877
(281,153) (250,432)
(48,142)(43,480)
(329,295) (293,911)
1,064,435 1,341,965
The Company has opted for group taxation and the group falls under the normal tax regime. Provision for taxation has been calculated as group taxation.
13 Transactions with related parties
Related parties comprise of associated undertakings, directors, entities with common directorship, post employment plans and key management personnel. Amounts due from and to related parties are shown under respective notes in these unconsolidated condensed interim financial statements. Significant transactions with related parties are as follows:
(Un-audited) | (Un-audited) | |||
Name of the Company | Relationship | Nature of transactions | 31 March | 31 March |
2024 | 2023 | |||
Employee's Provident Fund | Post employee contribution plan | Contribution for the period | 5,715 | 6,473 |
- | - | |||
- | - | |||
Directors | Employees | Loan from sponsors | (1,200) | 42,892 |
Key management personnel | Remuneration | Remuneration | 29,854 | 38,903 |
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Waves Singer Pakistan Ltd. published this content on 02 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 02 May 2024 06:22:07 UTC.