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Annual Report 2011 - Lahore Stock Exchange

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LSE Performance Scorecard<br />

Income<br />

Expense<br />

Operating Profit<br />

Share of Profit from<br />

Associated Companies<br />

Surplus for the period<br />

Accumulated Surplus -<br />

Carried Forward<br />

2010-11 2009-10 2008-09 2007-08 2006-07 2005-06<br />

236,286<br />

12%<br />

148,879<br />

-27%<br />

87,407<br />

966%<br />

22,436<br />

-6%<br />

103,587<br />

210%<br />

753,284<br />

16%<br />

211,419<br />

21%<br />

203,220<br />

28%<br />

8,199<br />

-50%<br />

23,984<br />

-32%<br />

33,386<br />

-66%<br />

646,917<br />

6%<br />

174,717<br />

-8%<br />

158,301<br />

1%<br />

16,416<br />

-49%<br />

35,070<br />

-53%<br />

98,531<br />

7%<br />

610,605<br />

18%<br />

189,512<br />

0%<br />

157,047<br />

45%<br />

32,464<br />

-60%<br />

74,258<br />

107%<br />

92,384<br />

-18%<br />

516,158<br />

23%<br />

189,700<br />

4%<br />

108,169<br />

25%<br />

81,530<br />

-14%<br />

35,814<br />

15%<br />

112,795<br />

10%<br />

420,529<br />

22%<br />

182,041<br />

10%<br />

86,692<br />

5%<br />

95,349<br />

15%<br />

31,122<br />

-41%<br />

102,300<br />

4%<br />

343,460<br />

42%<br />

5-Year Financial Targets<br />

Size of Reserves & Surplus<br />

From Rs. 648 Million<br />

To Rs. 1,300 Million<br />

Economic Value Added<br />

20% on Average<br />

Profit Growth<br />

From Rs. 32 Million<br />

To Rs. 194 Million<br />

Target 11-16<br />

Budget FY-11<br />

Actual FY-11<br />

Budget FY-11<br />

Actual FY-11<br />

Target 11-16<br />

Budget FY-11<br />

Actual FY-11<br />

14.9 %<br />

10.0 %<br />

16.5 %<br />

10.4 %<br />

16.5 %<br />

43.0 %<br />

86.0 %<br />

210 %


Contents<br />

03Corporate Information<br />

Company Information | Vision & Mission Statement<br />

07Board of Directors<br />

Board of Directors | Profile of Directors<br />

15Chairman’s Message<br />

19Directors' <strong>Report</strong><br />

33Corporate Governance<br />

Statement of Compliance & Ethics | Matrix of Voluntary & Expanded Compliance<br />

43Board Committees<br />

Committees and their proceedings<br />

51Organizational Roundup<br />

73LSE Highlights<br />

81Financial Highlights<br />

85Financials<br />

Corporate Management, Operations and Strategy, Regulatory Affairs & Technology Services Division<br />

Pictorial | Visitors’ Book<br />

Income & Expenditure (10 years) | Horizontal Analysis | Vertical Analysis<br />

Auditors’ <strong>Report</strong> | Financial Statements | Notes to Financials<br />

1


Corporate Information


Corporate Information<br />

LSE Plaza | 19-Khayaban-e-Aiwan-e-Iqbal | <strong>Lahore</strong>-54000 | Pakistan<br />

Tel : + 92 42 3636 8000 | Fax: +9242 3636 8484-5<br />

Email:info@lse.com.pk | Web : www.lse.com.pk<br />

4<br />

Board of Directors<br />

n Mr. Aftab Ahmad Khan Chairman<br />

n Mr. Aftab Ahmad Ch. MD/CEO<br />

n Mr. Ammar-ul-Haq Elected Director<br />

n Ms. Bushra Naz Malik Nominee Director<br />

n Mr. Jahanzeb Mirza Elected Director<br />

n Engr. Mazhar Rafiq Elected Director<br />

n Mirza Ejaz Ullah Baig Elected Director<br />

n Mr. M. Masud Akhtar Nominee Director<br />

n Mr. Mumtaz Hussain Syed Nominee Director<br />

n Mr. Naeem Anwar Elected Director<br />

Bankers<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

Allied Bank Ltd.<br />

Askari Bank Ltd.<br />

Bank Alfalah Ltd.<br />

Barclays Bank PLC, Pakistan<br />

Bank Al-Habib Ltd.<br />

Faysal Bank Ltd.<br />

Habib Bank Ltd.<br />

Habib Metropolitan Bank Ltd.<br />

MCB Bank Ltd.<br />

National Bank of Pakistan<br />

Summit Bank Ltd.<br />

Principal Officers<br />

n Mr. Farid Malik, CFA CSO/COO (General Manager)<br />

n Rana Naveed Ahmad Company Secretary<br />

n Mr. Khurram Zafar Chief Information Officer<br />

n Mr. Salman Bokhari Head of Finance<br />

Associated Companies<br />

n<br />

n<br />

n<br />

n<br />

n<br />

Central Depository Company of Pakistan Ltd.<br />

National Clearing Company of Pakistan Ltd.<br />

Pakistan Mercantile <strong>Exchange</strong> Ltd.<br />

The Pakistan Credit Rating Agency Ltd.<br />

Institute of Capital Markets<br />

Legal Advisors<br />

n<br />

n<br />

n<br />

n<br />

M/s. Abid Aziz Sheikh & Advocates<br />

M/s. Hassan & Hassan<br />

M/s. Hassan Kaunain Nafees<br />

M/s. Saleem Baig & Advocates<br />

Auditors<br />

n<br />

M/s. KPMG Taseer Hadi & Co. Chartered<br />

Accountants


Vision and Mission<br />

Vision<br />

To develop ourselves into a<br />

dynamic and prominent multi<br />

product trading place, a well<br />

respected corporate entity and a<br />

valued contributor to the<br />

economy.<br />

Mission<br />

To deliver sustainable value and<br />

offer best possible satisfaction to<br />

all stakeholders .<br />

5<br />

Core Values<br />

n To promote the values of fairness, justice and respect for our<br />

investors in every aspect of the functioning of our markets;<br />

n To establish a culture of responsiveness, excellent customer<br />

services and utmost courtesy to our stakeholders;<br />

n To inculcate the sense of accountability, professionalism,<br />

teamwork and mutual trust in our human capital;<br />

n To always work for sustainable improvement and continuous<br />

innovations in our work methods and products.


Board of Directors


Board of Directors<br />

8<br />

Sitting (from left to right)<br />

n<br />

Engr. Mazhar Rafiq<br />

Elected Director<br />

n<br />

Ms. Bushra Naz Malik<br />

Nominee Director<br />

n<br />

Mr. Aftab Ahmad Khan<br />

Chairman<br />

n<br />

Mr. Muhammad Masud Akhtar<br />

Nominee Director<br />

n<br />

Mr. Ammar-ul-Haq<br />

Elected Director<br />

Standing (from left to right)<br />

n<br />

Mr. Mumtaz Hussain Syed<br />

Nominee Director<br />

n<br />

Mr. Farid Malik<br />

CSO/COO (General Manager)<br />

n<br />

Mr. Aftab Ahmad Ch.<br />

Managing Director<br />

n<br />

Mr. Jahanzeb Mirza<br />

Elected Director<br />

n<br />

Mr. Naeem Anwar<br />

Elected Director<br />

n<br />

Mirza Ejaz Ullah Baig<br />

Elected Director<br />

n<br />

Rana Naveed Ahmed<br />

Company Secretary


Board of Directors<br />

Mr. Aftab Ahmad Khan is the Group Director, Finance and<br />

Accounts at Nishat Group of Companies, which involves<br />

financial planning, strategic decision making and investment<br />

appraisals for the group. He is also a fellow Chartered<br />

Accountant of the Institute of Chartered Accountants of<br />

Pakistan. Mr. Aftab Ahmad Khan has over 47 years of<br />

diversified professional experience in various sectors.<br />

Presently he serves on the boards of Commercial Banking,<br />

Textile, Paper, Energy, Hotel and Tourism sectors. He has also<br />

served on the Punjab Industrial Development Board and in<br />

Public sector organizations such as Ghee, Sugar and Rice mills.<br />

Mr. Aftab Ahmad Khan<br />

Chairman<br />

Mr. Aftab Ahmad Ch., has been the Managing Director/CEO of<br />

the <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> (G) Limited since October 2010.<br />

In his earlier capital market assignments, Mr. Aftab besides<br />

heading another domestic exchange in Pakistan also served<br />

as the Chief Operating Officer of an asset management<br />

company. He has also been involved with the Board level work<br />

related to the system designing & implementation of the<br />

domestic nationwide structure for the Securities Clearing and<br />

Settlement Company, as well as for the regulatory and<br />

product development related work at the Board level for the<br />

operations of the only commodity exchange in Pakistan. In the<br />

recent past, Mr. Aftab has also served on the Board of Directors<br />

of other capital market institutions in Pakistan such as M/s<br />

JCR-VIS-a leading independent corporate credit rating agency<br />

in Pakistan, and the Institute of Capital Markets.<br />

9<br />

Mr. Aftab holds an MBA degree from Nicholls State University,<br />

Thibodaux (LA), USA, and is also a graduate of Executive<br />

Management Program of Stanford University, USA. He has also<br />

attended many other securities market related programs both<br />

at home and abroad.<br />

Mr. Aftab Ahmad Ch.<br />

Managing Director


Board of Directors<br />

Mr. Ammar-ul-Haq holds Masters Degree in Business<br />

Administration from London. He has almost 10 years of<br />

experience in the field of capital market. He is serving as<br />

Chief Executive Officer of Al-Haq Securities (Pvt.) Limited<br />

since 1998. His work experience includes selling and<br />

marketing of Pakistani equities to local and international<br />

investors. Mr. Haq had also represented LSE on the Board<br />

of National Clearing Company of Pakistan Limited.<br />

Presently he is representing LSE on the Board of<br />

Directors of Pakistan Mercantile <strong>Exchange</strong> Limited and<br />

also is the Convener of Legal Affairs Committee of LSE.<br />

Mr. Ammar-ul-Haq<br />

Director<br />

10<br />

Ms. Bushra Naz Malik is a Fellow Member of the Institute of<br />

Chartered Accountants of Pakistan. She also holds MBA<br />

Degrees from Kellogg Business School, Chicago, USA and<br />

Schulich Business School, Toronto, Canada. She also attended<br />

an Advance Management Program in Harvard Business<br />

School, Boston, USA. She has diversified professional<br />

experience of over 18 years. She has been the Group CFO &<br />

Member of Board of Directors of Kohinoor Maple Leaf Group<br />

and CFO & Member of Board of Directors of Nafees Group of<br />

Industries. Presently she is also Chairing the Audit Committee<br />

of LSE.<br />

Ms. Bushra Naz Malik<br />

Director


Board of Directors<br />

Mr. Jahanzeb Mirza is a nominee director of S.D. Mirza<br />

Securities (Private) Limited. He holds BBA (Finance) degree<br />

from the University of Houston (U.S.A). He has several years of<br />

experience in the field of capital/stock market.<br />

He is representing LSE on the Board of Directors of Central<br />

Depository Company of Pakistan Limited. He is also the<br />

Convener of Membership Committee of LSE.<br />

Mr. Jahanzeb Mirza<br />

Director<br />

11<br />

Mr. Mazhar Rafiq is a Bachelor of Engineering (Electrical) from<br />

the University of Engineering and Technology, <strong>Lahore</strong>. He has<br />

an experience of more than 20 years of capital market. He is<br />

currently the Chief Executive of M/s. M.R. Securities (SMC-Pvt.)<br />

Ltd.<br />

He is representing LSE on the Board of Directors of National<br />

Clearing Company of Pakistan Limited and also the Convener<br />

of Investment Committee of LSE.<br />

Engr. Mazhar Rafiq<br />

Director


Board of Directors<br />

Mirza Ejaz ullah Baig is the Nominee Director of M/s.<br />

Capital Vision Securities (Pvt.) Ltd. He holds B. Com.<br />

degree from the University of the Punjab. He has several<br />

years of experience in the field of capital/stock market.<br />

He is representing LSE on the Board of Directors of<br />

Pakistan Credit Rating Agency Limited and also the<br />

Convener of Tax Committee of LSE.<br />

Mirza Ejaz Ullah Baig<br />

Director<br />

12<br />

Mohammad Masud Akhtar, CEO & MD KSB Pumps Company<br />

Limited is an Electrical Engineer by profession and obtained<br />

his Masters degree from Lehigh University, Pennsylvania USA<br />

and B.Sc. from University of Engineering and Technology<br />

<strong>Lahore</strong>. He has an extensive and diversified work experience in<br />

Sales & Marketing, Operations and Manufacturing areas. He<br />

has worked on senior management positions of renowned<br />

multinational companies and put them on course to<br />

profitability and growth. He is member of Board of Directors of<br />

Technology Up gradation & Skill Development Company and<br />

<strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong>. He is a member of Board of Governors<br />

of National Management Foundation, LUMS.<br />

He is Vice President of Pakistan Foundry Association. He is also<br />

Director of Pakistan German Business Forum and the<br />

Chairman of PGBF Northern Chapter. He has attended number<br />

of executive training programs including value based<br />

leadership, management and strategy, sales and marketing<br />

and corporate management. He is Certified Director of<br />

Pakistan Institute of Corporate Governance. He is a keen<br />

swimmer and plays golf.<br />

Mr. Muhammad Masud Akhtar<br />

Director


Board of Directors<br />

Mr. Mumtaz H. Syed is an investment banker by profession<br />

with more than 22 years of extensive experience in project<br />

finance, investment management & analysis, business<br />

development and general management. He is presently the<br />

Chief Executive of Crosby Capital Pakistan (Pvt. Ltd. He holds<br />

MBA Degree from LUMS. He has been Instrumental in the<br />

execution of several high profile transactions in sectors such<br />

as energy, telecommunications, banking, cement, textile and<br />

financial services industry. His experience includes<br />

privatizations, acquisitions, divestures, debt arrangement,<br />

equity placement as well as arranging strategic joint ventures.<br />

He has also served on the Board of Directors of a number of<br />

listed companies belonging to various sectors as well as<br />

advisory positions with the Government of Pakistan. He is also<br />

the Convener of Human Resources Committee of LSE.<br />

Mr. Mumtaz Hussain Syed<br />

Director<br />

13<br />

Mr. Naeem Anwar is a Nominee Director/Chief Executive of<br />

Maan Securities (Private) Limited. He has been associated with<br />

capital /stock markets for more than two decades, having<br />

extensive experience of its mechanism and workings.<br />

He holds a Graduate Degree from Karachi University, Karachi.<br />

He is also the Convener of Trading Affairs Committee of LSE.<br />

Mr. Naeem Anwar<br />

Director


Key decisions taken by the Board of Directors<br />

in the interest of market participants:<br />

14<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

Provision of electronic submission of Weekly Net Capital Balance facility<br />

through interface provided at LSS.<br />

Reduction of initial listing fee for listing of Pakgen Power Ltd. and Engro<br />

Foods Ltd. at LSE.<br />

Recommended NCCPL to provide MT Market on a single non-segregated<br />

(without identifying the location) platform on undisclosed basis in order<br />

to enable al MT Participants to benefit from a larger pool of liquidity and<br />

also to introduce Settlement Guarantee Mechanism.<br />

Waiver of Market Access Fee on all UTS trades from May 10, <strong>2011</strong> to<br />

February 29, 2012.<br />

Provision of first free of cost terminal for Bonds Automated Trading<br />

System to the Members.<br />

Reduction of basic deposit requirement in Cash-Settled Futures Market<br />

from Rs. 150,000 to Rs. 50,000/-.<br />

Reduction of minimum initial exposure deposit required from a member<br />

for the eligibility of trading in the Ready Market to Rs. 200,000/-.<br />

Launch of new website of LSE.<br />

Approval of Liquidity Network Project<br />

Payment of profit/mark-up return was allowed to members on their cash<br />

margins deposited against exposure. MtM losses and other margins in All<br />

Markets as allowed previously in Deliverable Futures Market only.<br />

Waiver of basic deposit of Rs. 150,000/- to participate in BATS Market.<br />

Waiver of basic deposit required for Deliverable Futures Contract Market.<br />

Exposure Margins in Deliverable Futures Market was allowed in the form<br />

of 50% each in cash and margin eligible securities, as against 100% in<br />

cash.<br />

Allowing individual shareholders (including employees and Executive<br />

Director) of Corporate Brokerage House, for the purpose of authorizing<br />

utilization of their own securities to meet margin requirements of other<br />

UINs.


Chairman’s Message<br />

Chairman’s Message


Chairman’s Message<br />

16<br />

Seek and you will find, persevere and you will succeed!<br />

In securities investment, this phrase contains within it the importance of timely, accurate and easily available information.<br />

For investors seeking beneficial investments, perseverance by diligently searching for information will yield the success of finding such<br />

investments.<br />

The belief in constantly seeking ways to improve the market<br />

was apparent in the market participants and all the other<br />

stakeholders, during the year under review. Complementing<br />

the efforts of members and listed companies in seeking to find<br />

better levels of optimum operational efficiency, LSE also<br />

continued to identify areas of improvement as part of the<br />

<strong>Exchange</strong>'s present and future development.<br />

Greater effort, consistency and diligent application should<br />

continue to be sought in accomplishing the many tasks ahead.<br />

An efficient market needs innovative products and services to<br />

be attractive to the investors. Our future depends on our<br />

ability to adapt to change and lead the way in innovation,<br />

especially in aspects that differentiate us from others; our<br />

strengths. In order to widen accessibility to investors, LSE<br />

encourages its members to expand their network of Branch


Chairman’s Message<br />

Offices to other cities especially the remote towns. The<br />

members should also join hands with the <strong>Exchange</strong> in<br />

building the investor pool to tap mutual benefits.<br />

Fairness, orderliness and transparency are keystones of<br />

confidence, and together they strengthen the reputation of<br />

the <strong>Exchange</strong> for operating with the highest integrity.<br />

Maintenance of market integrity and investor protection<br />

remains our primary focus. We undertake a wide range of<br />

regulatory changes which are aimed at ensuring that our<br />

market remains attractive as a destination for listing and<br />

investment.<br />

The Board plays an active role in the strategy development<br />

and planning process. During the year, LSE management<br />

presented strategic business & budgetary plans which were<br />

reviewed and approved by the Board in a series of meetings.<br />

Sustainable recovery in the capital market depends on many<br />

factors; most of which are not within our control. The proactive<br />

role of Government in development of capital market cannot<br />

be ignored. We continue to pursue the Government for<br />

accommodating fiscal & monetary policy which is the major<br />

catalyst for sustaining positive sentiment, improving<br />

investment climate and boosting up the capital market.<br />

It is a fundamental truth that listed companies are the<br />

lifeblood of any stock exchange. We continue to provide a<br />

conducive environment for capital raising through our<br />

efficient processes. The ranking of a stock exchange is usually<br />

determined by the market capitalization of all the companies<br />

listed on the exchange, and it is this market capitalization<br />

which has made LSE the second largest bourse in Pakistan. A<br />

quick snapshot of the listed companies indicates that we have<br />

companies which build the essential infrastructure for the<br />

nation, have received international recognition for excellent<br />

services and have been voted as best service provider for<br />

certain sectors. Furthermore, there is no easy way to measure<br />

the combined charitable contributions these companies have<br />

made to the deserving people of the nation.<br />

LSE has held the Corporate Briefing Program for the benefit of<br />

the investing public. The initiative is aimed at driving the<br />

attractiveness of our market. This program also provides the<br />

opportunity for listed companies to expand the base of their<br />

retail investors and also help the investors to overcome<br />

misconceptions through direct interaction with the top<br />

management of listed companies. We also plan to organize<br />

exhibitions by public listed companies to showcase their<br />

products and services and to enable investors to get a<br />

firsthand look at these companies' operations. LSE also<br />

facilitated the new offerings by setting up of a 'help desk'.<br />

Underscoring all these efforts is our continuous engagement<br />

to increase the level of awareness of the markets' offerings, as<br />

well as build the pipeline of retail investors. We want to<br />

develop a sustainable and diversified investor base.<br />

Here, I would like to advise the listed companies to adopt<br />

greater corporate governance not only as a measure for<br />

control and accountability but as an expanded approach to<br />

continue to seek and find greater investibility and capital<br />

generation capability. LSE will continue to seek and find ways<br />

to strike an optimum balance between promotion of business<br />

efficacy and the need for regulation of the conduct of listed<br />

companies.<br />

Our environment is extremely competitive. Issuers and<br />

investors have become increasingly selective in their outlook<br />

and adept at identifying the best available option for their<br />

needs. To remain in the competition we must address a wide<br />

variety of risks, and I think it is important to share with you the<br />

three which in my opinion outweigh all others:<br />

1. Erosion of our competitive position, resulting in our<br />

losing ground to other markets, with an inability to attract<br />

investors and quality companies to list on LSE.<br />

2. Restoration of confidence of investors by strictly<br />

placement of the internal controls to check willful defaults by<br />

any of the brokers.<br />

3. Most of our new strategies require essential support in<br />

the form of technology and systems for them to be effectively<br />

implemented.<br />

As always, there are many who have contributed to the<br />

financial year just passed. What has been satisfying is the<br />

willingness of so many market participants to add their weight<br />

to our efforts, and my thanks go to all of you. The Regulators<br />

have shown an ability to take bold steps to help develop our<br />

market and our products, and are set to continue doing so. Our<br />

directors have provided guidance and encouragement, and<br />

had a positive impact in terms of improving our governance<br />

and business processes.<br />

I would especially thank Mr. Muhammad Ali, Chairman SECP<br />

and Commissioners as well as Senior Management of SECP for<br />

their guidance and co-operation. My thanks to the member<br />

community for their active support and cooperation<br />

throughout the year.<br />

Finally, the support of LSE management is paramount as we<br />

address the challenges that face us in such a competitive<br />

sphere as ours.<br />

Chairman<br />

17


Directors’ <strong>Report</strong>


Directors’ <strong>Report</strong><br />

20<br />

On behalf of the Board of Directors, I am pleased to present<br />

this report to the honorable members of LSE which will cover<br />

the significant activities intensified and new initiatives<br />

undertaken by the <strong>Exchange</strong> during the FY 2010-<strong>2011</strong> and<br />

also up to the date of this report. A brief about the long term<br />

strategic plan of the <strong>Exchange</strong> will also be presented in this<br />

report. The year may be considered as period of change since<br />

the <strong>Exchange</strong> has adopted an out of the box approach after<br />

thorough brain storming to seek diversification in its<br />

operations by taking new initiatives.<br />

ECONOMIC OVERVIEW<br />

The macroeconomic landscape of the country was badly<br />

affected by devastating floods in July 2010, which directly<br />

affected about 20 million people, mostly by destruction of<br />

property, livelihood and infrastructure; thereby inflicted<br />

significant damage to the fragile economy. ADB approved a<br />

US$ 650 million loan to Pakistan which was used to rebuild the<br />

damaged infrastructure. Shortage of power and gas,<br />

escalating utilities costs, high borrowing cost exacerbated the<br />

situation for Large Scale Manufacturing as well as Service<br />

sectors. The fiscal position remained weak with poor revenue<br />

generation whilst expenditure escalated. Real GDP growth in<br />

the outgoing year was recorded at 2.4% as compared to 3.8%<br />

in the previous Fiscal Year. Nevertheless, our economy has<br />

shown strong capacity to overcome challenges originated<br />

from both internal and external economic environment while<br />

struggling towards achieving long term sustainable growth.<br />

PERFORMANCE OF THE MARKET<br />

The market started in the FY 2010-11 with some positive note<br />

as LSE-25 Index starting from 3092.70 points. The market and<br />

the Index reached the lowest level of 2970.86 points of the<br />

period under review and closed at 3051.12 points at the close<br />

of the financial year. Local investors remained jittery while<br />

seeking clarity on the modalities of Capital Gain Tax (CGT).<br />

Investment in capital market during the period July-March<br />

2010-11 by the foreign investors depicted a net inflow of US$<br />

301.5 million. Corporate profitability increased in year <strong>2011</strong><br />

but profitability concentrated in few large companies in the<br />

Energy, Telecom and Banking sectors.<br />

During the period under review, seven Open end Funds were<br />

listed. Further, two companies, one TFC and one Participation<br />

Term Certificate were in the pipeline of listings. Two Closed<br />

end Funds were converted into Open End Funds. Twelve<br />

securities were delisted out of which three companies merged<br />

with other companies, seven companies went into Winding<br />

Up by Court Orders, one Open end Fund matured and fully<br />

redeemed and one Company was de-listed after the buy-back<br />

the shares by the sponsors.<br />

Total companies listed at LSE were 496 as compared to 510<br />

companies in the previous year. The total listed capital<br />

increased from Rs. 842.596 billion to Rs. 888.190 billion as on<br />

June 30, <strong>2011</strong>. Similarly, the aggregate market capitalization<br />

increased from Rs. 2,622.928 billion to Rs. 3,166.044 billion as<br />

on June 30, <strong>2011</strong>. The most concerning and alarming factor to<br />

highlight since the start of the fiscal year has been gradual<br />

deterioration of the market activity/volume. The volumes of<br />

the <strong>Exchange</strong> shrunk considerably i.e. by 66%. During the<br />

period under review, total share volume of regular market<br />

reduced to 1,124.762 million shares as compared to previous<br />

FY figure of 3,362.668 million shares.<br />

FINANCIAL PERFORMANCE OF THE EXCHANGE<br />

The <strong>Exchange</strong> earned a Surplus after Tax of PKR 103.6 Million in<br />

FY <strong>2011</strong> up by 210% from PKR 33.4 Million in FY 2010. The<br />

increase in surplus is attributable to both increase in Total<br />

Income and reduction in the Total Expenses. Resultantly, the<br />

<strong>Exchange</strong>'s Total Assets have increased to PKR 2.37 Billion with<br />

Reserves & Surplus reaching PKR 755 Million outperforming<br />

FY10 and Budgeted FY <strong>2011</strong>. More importantly the<br />

performance has set up an excellent launching pad for the<br />

<strong>Exchange</strong> to achieve its strategic goals outlined in the<br />

Strategic Business Plan <strong>2011</strong>-15.<br />

BALANCE SHEET<br />

The total size of the Balance Sheet FY11 increased by PKR<br />

34.60 million or 1.48% from the last year and reached at PKR<br />

2,365.87 million from PKR 2,334.26 million. Operating Fixed<br />

Assets and Capital Work in Progress were reduced by PKR<br />

14.507 million or (-2%) due to depreciation. There was no<br />

major direct addition in fixed assets. An amount of around PKR<br />

20 million was capitalized from CWIP to fixed assets. Current<br />

Assets increased due to increase of PKR 71 million in<br />

receivables on account of Additional Listing Fee from NIB bank<br />

and Fauji Cement Company. Cash and Bank balance show a<br />

reduction of 3% from last year due to transfer of PKR 55 million<br />

to the MCF trust. Reserve and Surplus increased by PKR 106.8<br />

million or 16% due to transfer of net income from Income &<br />

Expenditure Statement. Non-Current Liabilities shrank by PKR<br />

17.64 million or 9% due to transfer of rent to Income and<br />

Expenditure Account during the period. Overall Current<br />

Liabilities were also reduced by PKR 51 million or 6%.<br />

INCOME & EXPENDITURE ACCOUNT<br />

Income<br />

The <strong>Annual</strong> Income of the <strong>Exchange</strong> increased by around PKR<br />

25 Million or 12% in the FY11 to PKR 236 Million from PKR 211<br />

Million which is the highest ever income recorded by the<br />

<strong>Exchange</strong>. Income from Fee and Other Income were the major<br />

contributors to this net increase while Software Income<br />

showed a dismal performance.


Directors’ <strong>Report</strong><br />

Actual<br />

2010-11<br />

Actual<br />

2009-10<br />

Variance<br />

2010-11 Vs 2009-10<br />

Remarks / Reasons / Explanations<br />

Amount Percentage<br />

Expenses<br />

Administrative expenses 129,757 132,660 (2,903) -2% Reduction in Salaries & Benefits Expense and implementation of costcutting<br />

measures<br />

Finance cost 339 1,922 (1,583) -82% Finance Leases Matured. Smaller loss on Foreign <strong>Exchange</strong> Provisions<br />

made for Financial Irregularities, Impairments of Assets, Impairments of<br />

Invests during last year.<br />

Other charges 18,783 68,641 (49,858) -73%<br />

148,879 203,223 (54,344) -27%<br />

Administrative Expenses: The total Administrative Expenses<br />

decreased by 2.2% to PKR 130 Million in FY11 against 133<br />

Million in FY10.<br />

n Salaries & Benefits: The Salaries & Benefits expense overall<br />

declined by 3% to PKR 76 Million from 78 Million in FY10. This<br />

decrease was despite the extraordinary payments of around<br />

PKR 2.9 million as severance pay to various employees during<br />

the FY11.<br />

n IT Expense: The IT Related Expenses were curtailed while<br />

ensuring that the services are not disrupted. The expenses<br />

resultantly showed an overall decrease of 11% to PKR 10.9<br />

Million. This decrease was mainly due to decrease in Software<br />

License Expenses (down by PKR 1.8Million).<br />

Finance Charges: The Expenses decreased by 82% to 0.3<br />

Million as against PKR 1.9 Million in FY10. In FY10, these<br />

expenses included Finance charges on leases (PKR 0.9 Million),<br />

Bank Charges (PKR 0.1 Million) and Foreign <strong>Exchange</strong> Loss<br />

(PKR 0.9 Million). In FY11, most of the Lease agreements fully<br />

matured and Loss on Foreign <strong>Exchange</strong> stood at 0.1 Million.<br />

Other Charges: Other charges decreased by 73% or by<br />

around PKR 50 Million compared to FY10, is described here<br />

under:<br />

n Legal Expenses: The expenses decreased by 47% to PKR<br />

2.1 Million against PKR 4.0 Million in FY10. The higher expense<br />

in FY10 was mainly due to a payment of PKR 800,000 to a<br />

lawyer for case in the Competition Commission of Pakistan.<br />

n Consultancy Charges: The expenses decreased by 20% to<br />

PKR 2.9 Million against PKR 3.6 Million in FY10. In FY10, the<br />

<strong>Exchange</strong> paid PKR 1.8 Million to E&Y for Special Audit of<br />

Internal Controls.<br />

Donations: PKR 5.0 Million was contributed to the Chief<br />

Minister's Flood Relief Fund during August <strong>2011</strong>.<br />

n Provisions: In FY11 a provision of PKR 7.2 Million was<br />

recorded against doubtful <strong>Annual</strong> Listing Fee. During FY10, a<br />

total provision of PKR 49 Million had been recorded on<br />

account of various provisions for impairment in fixed assets,<br />

impairment of investment in Innovative Housing and<br />

Financial Irregularities.<br />

SHARE OF PROFIT/ (LOSS) ASSOCIATED COMPANIES<br />

The <strong>Exchange</strong>'s share in the income of its Associated<br />

Companies registered a decrease of 6% to PKR 22 Million in<br />

FY<strong>2011</strong> from PKR 24 Million in FY2010.<br />

n Pakistan Credit Rating Agency Limited: PACRA declared<br />

a net income of PKR 11.472 Million in FY <strong>2011</strong>. The <strong>Exchange</strong>’s<br />

proportionate share for 36% equity in PACRA comes to PKR<br />

4.130 Million.<br />

n Central Depository Company of Pakistan: CDC declared<br />

a net income of PKR 175.203 Million in FY <strong>2011</strong>. The <strong>Exchange</strong>’s<br />

proportionate share for 10% equity in CDC comes to PKR<br />

17.520 Million.<br />

n National Clearing Company of Pakistan: NCCPL<br />

declared a net income of PKR 3.345 Million in FY <strong>2011</strong>. The<br />

<strong>Exchange</strong>’s proportionate share for 23.53% equity in NCCPL<br />

comes to PKR 0.787 Million.<br />

21


Directors' <strong>Report</strong><br />

Actual<br />

2010-11<br />

Actual<br />

2009-10<br />

Variance<br />

2010-11 Vs 2009-10<br />

Remarks / Reasons / Explanations<br />

Amount Percentage<br />

Income<br />

Fee 146,602 138,164 8,438 6% Additional listing fee from NIB bank of 62M<br />

Profit on rental 9,314 6,353 2,961 47% increase due to revision of tenancy agreement<br />

Profit on bank deposits 53,513 51,655 1,858 4% Lower income due to decrease in funds at LSE<br />

Software income 6,161 8,908 (2,747) -31% Development of SLB software. AMC of Ghana <strong>Stock</strong> <strong>Exchange</strong> not renewed<br />

Other income 20,696 6,340 14,356 226% Reversal of bonus and Refund from Supplier<br />

236,287 211,420 24,867 12%<br />

22<br />

Income from Fee: Incomes from the core operations of the<br />

<strong>Exchange</strong> increased by 6%. Listing Operations were almost<br />

the sole contributor, income from which represented more<br />

than 99% of the total Fee. 7 new Open-Ended Funds were<br />

listed during the year however no new company was listed. A<br />

major event during the year was issuance of Right Shares by<br />

NIB Bank Limited that fetched the <strong>Exchange</strong> a one-time<br />

windfall Additional Listing Fee of PKR 62 million. Overall the<br />

<strong>Exchange</strong> received PKR 114 on account of Additional Listing<br />

Fee which forms 78% of the Fee received during the FY11.<br />

<strong>Annual</strong> Listing Fee increased by 1% to reach PKR 30 Million in<br />

FY11. Income from Trading Fee decreased by 79% to PKR 0.9<br />

Million down from PKR 4.3 Million due to low trading volumes.<br />

Income from Rental-Net: For the purpose of fairer<br />

presentation, administrative expenses directly related to the<br />

maintenance of LSE Building have been netted with the Rental<br />

Income. Net Rental Income increased by 46% YoY due to 16%<br />

increase in the Gross Rental Income; Building Related<br />

Expenses increased by 8%. Resultantly, the Net Rental Margin<br />

was 27% as opposed to 21% in FY10. Gross Rental Income<br />

from Banks increased by 19% due to renewal & upward<br />

revision of rental agreements. Other Income also increased by<br />

8% due to revision in tenancy agreements with telecom<br />

operators. On the expenses side, Rent & Taxes increased by<br />

around PKR 3.0million due to charging of the Property Tax for 2<br />

years i.e. PKR 1.5 Million and around PKR 1million rent for<br />

vacated space on the Faisalabad Trading Floor.<br />

Profit on Bank Deposits: The Income increased by 3.6%<br />

compared to last year. The decrease in profit was mainly due to<br />

decrease in profits on Exposure Deposits with the Clearing<br />

House.<br />

Software Income: The income from Technology services<br />

witnessed a decrease of 30% during the FY as income from all<br />

subheads in this head declined. Ultra Trade Lease Rental from<br />

ISE decreased by 13% due to reduction in number of operative<br />

terminals as a result of lower market activity. On Software<br />

Sales & Services end, while the Technology Division<br />

successfully bid and developed Securities Lending & Borrowing<br />

Software for NCCPL, it lost its <strong>Annual</strong> Maintenance Contract<br />

with Ghana <strong>Stock</strong> <strong>Exchange</strong>, resulting in an overall decrease of<br />

40% in this subhead.<br />

Other Income: The Income increased by 226% to PKR 20.6<br />

million mainly attributable due to accounting treatment of<br />

reversal of provisions in the Miscellaneous Income sub-head<br />

due to Bonuses (PKR 10.4 million due to non-payment),<br />

Employees' VSS (PKR 1.7 million due to non-payment), and<br />

Financial Irregularities (PKR 5.3 million).<br />

Expenses<br />

Keeping the expenses under check and wherever possible<br />

reduction of non-development expenses was an area of focus<br />

of the management during the FY <strong>2011</strong> due to which the<br />

overall expenses stayed almost in the range of the last year. For<br />

this purpose, the management undertook various initiatives<br />

to rationalize various expenses.


Directors' <strong>Report</strong><br />

BOARD'S RESPONSE TO THE AUDITORS' OBSERVATIONS<br />

AND THE MATTERS OF SPECIFIC APPROVALS/ATTENTION<br />

At the time of the consideration and the approval of the<br />

aforementioned financial statements, the Auditors, in their<br />

Board Letter had required the Board to consider and<br />

specifically approve and furnish response to certain matters.<br />

While the same was done by the Board, however the<br />

followings are highlighted for the information of the<br />

Members:<br />

1. The Auditors sought the specific approvals of the Board<br />

with regards to certain expenditures. Accordingly, the Board<br />

gave approval to the following expenditures/charges/<br />

allocations/adjustments and provisions on the verification of<br />

the Internal Auditors and upon the recommendation of the<br />

Board Audit Committee for recording the effect of the same in<br />

the Financial Statements of the <strong>Exchange</strong>:<br />

Description<br />

Amount<br />

(Rs. in '000)<br />

Addition to Fixed Assets-Cost 4,336<br />

Disposal of Fixed Assets-Cost 84<br />

Amount Allocated to the Employees' Welfare Fund 318<br />

Payments made from the Employees' Welfare Fund 318<br />

Provision made against Doubtful Receivables 7,224<br />

Related Parties Transactions (Note # 39 to the Financial Statements) 18,433<br />

2. The Board also considered the following matters of specific<br />

attention and decided as under besides responding<br />

appropriately wherever needed:<br />

n The Auditors qualified the audit report because of<br />

uncertainty about the recoverability of Rs. 181.531 million due<br />

from the defaulted/suspended Members of <strong>Exchange</strong> as<br />

detailed in note 24. While the Board considered the matter<br />

and advised the management to expedite the matter to get<br />

the concerned court cases resolved at the earliest, however,<br />

the Board noted that an amount of Rs. 78.088 million has<br />

already been realized from the sale of shares and the proceeds<br />

are kept in the interest bearing accounts. The <strong>Exchange</strong> is not<br />

utilizing this amount at present, pending final resolution of<br />

the Court cases. Furthermore, an amount of Rs. 7.075 million<br />

was also realized during the FY 2002 when the <strong>Exchange</strong> had<br />

auctioned the seat of one of the defaulted/suspended<br />

member. The <strong>Exchange</strong> also has the right, under its Rules and<br />

Regulations, to sell 3 other seats belonging to those<br />

defaulted/suspended Members. At the current market price,<br />

these seats may be sold for Rs. 37.5M approximately. The<br />

<strong>Exchange</strong> also has the right to sell 6 rooms belonging to these<br />

defaulted/suspended Members. At the current market price,<br />

the <strong>Exchange</strong> may realize Rs. 24 million approximately from<br />

these sales. These Memberships and rooms are the collateral<br />

with the <strong>Exchange</strong> as the recoverability of the Clearing House<br />

dues has a preferential status. The sale of these assets has been<br />

held up due to pending Court cases. The Civil Judge - <strong>Lahore</strong>,<br />

vide his order dated July 7th, 2003 has also attached the CDC<br />

accounts of a defaulted member and his associates containing<br />

shares having a value of Rs. 481.480 Million. As the above<br />

amounts are in excess of the amounts receivable, therefore,<br />

the management believes that no adverse effect is expected<br />

on the financial condition of the <strong>Exchange</strong>.<br />

n During the year the Company decided to fund the MCF<br />

Trust by allocating the amounts having been accrued to the<br />

fund with effect from the date of the establishment of the MCF<br />

Trust i.e. April 14, 2006. A total amount of Rs. 55.401 million has<br />

been transferred to Members Contribution Fund Trust being<br />

the amount of total MCF Contributions and profit received<br />

thereon since April 14, 2006 till June 30, <strong>2011</strong>.<br />

The External Auditors advised the Board to formally approve<br />

the said transfer of funds to the MCF Trust. Accordingly, the<br />

Board of Directors has formally approved transfer of the<br />

marked Funds to the MCF Trust .<br />

23


Directors' <strong>Report</strong><br />

24<br />

ONGOING & FUTURE INITIATIVES<br />

5 YEARS' STRATEGIC BUSINESS & BUDGETARY PLAN<br />

It was for the first time in the history of the <strong>Exchange</strong> that the<br />

management presented a comprehensive document on 5<br />

Years' Strategic Business & Budgetary Plan with following<br />

objectives. The plan for the years <strong>2011</strong>-2016 was reviewed by<br />

the Board in a series of meetings.<br />

The strategic plan's objectives are classified as under:<br />

Corporate Revitalization<br />

n To rebalance the organization for achieving long term<br />

corporate goals;<br />

n To optimally utilize available resources for maximum<br />

efficiency;<br />

n To increase surplus size to PKR 1.3 billion at a CAGR of 20%.<br />

Marketplace Initiatives<br />

n To improve the credibility, fairness and efficiency of our<br />

market for the investors;<br />

n To attain one fourth liquidity in domestic equity trading;<br />

n To position the <strong>Exchange</strong> in new segments by creating<br />

efficient price discovery platform for a diverse range of asset<br />

classes.<br />

Some of the initiatives undertaken/planned are summarized<br />

below:<br />

1. RESTRUCTURING OF THE EXCHANGE<br />

In order to bring efficiency in the operations of the <strong>Exchange</strong>,<br />

the LSE Secretariat has been organized into four Divisions<br />

each headed by a senior managerial level employee. The four<br />

Divisions and their heads are described as under:<br />

Division<br />

Operations & Strategy Division:<br />

Regulatory Affairs Division :<br />

Technology Services Division:<br />

Headed by<br />

Chief Operations/Strategy<br />

Officer (General Manager)<br />

Chief Regulatory Officer<br />

Chief Information Officer<br />

Corporate Management Division: Company Secretary<br />

Further, in order to improve performance following new<br />

departments have been created under these divisions:<br />

New Departments<br />

n Member Relations Department<br />

n Technology Business Development<br />

n Compliance & <strong>Report</strong>ing<br />

n Investor Relations Department<br />

New Divisions<br />

n Operations & Strategy Division<br />

n Technology Services Division<br />

n Corporate Management Division<br />

n Regulatory Affairs Division<br />

2. EXISTING MARKET DEVELOPMENT<br />

Brief descriptions of some of the projects proposed in the plan<br />

are as under:<br />

n LIQUIDITY NETWORK PROJECT<br />

This project is an attempt to re-vitalize LSE's order book and<br />

mitigate inter-exchange trading issues by facilitating LSE<br />

members to place their orders within ULTRA with the<br />

provision of forwarding the unexecuted orders (after a<br />

specified time limit) to KATS through pre-designated KSE<br />

based Liquidity Provider(s).<br />

n MULTI-MARKET GATEWAY<br />

The aim of this initiative is to provide cost effective multiassets<br />

trading opportunity to the members on singular<br />

platform. LSE will set-up a subsidiary that will acquire<br />

membership of Pakistan Mercantile <strong>Exchange</strong>. This subsidiary<br />

will primarily act as a Brokers' Broker for accessing PMEX and<br />

Spot Trading Market.<br />

n AFTER-HOURS TRADING<br />

The ability to trade after the market trading time of a stock<br />

exchange is referred to as After-Hours Trading. Although there<br />

are issues with price stability and reduced liquidity during<br />

After-Hours Trading, there are potential users of this facility<br />

especially for event driven momentum trading. Furthermore,<br />

the market has the potential to attract investors across many<br />

different time zones in the world thereby enabling some<br />

hours of trading time to almost every continent. This project<br />

may be offered in a variety of options depending upon the<br />

regulatory approvals.<br />

n MOBILE TRADING<br />

In order to keep pace with technological trends and<br />

developments, the Management is proposing to develop<br />

mobile phone and web based trading applications. These<br />

applications will assist in increasing accessibility to the market<br />

and will provide members/ investors with an opportunity to<br />

trade while on the move. It is envisaged that these two<br />

applications will not only help in making trading more<br />

convenient (in terms of location and accessibility) but will also<br />

help members in attracting new clients. These two<br />

applications would also make the stock markets as mass<br />

markets as it would become possible for every mobile<br />

consumer to access our market through their handsets.


Directors' <strong>Report</strong><br />

n MARKET MAKERS<br />

Under this initiative, the <strong>Exchange</strong> will encourage and give<br />

incentives to its Brokers to start Market Making activity by<br />

maintaining firm bid/offer price in a given security by standing<br />

ready to buy or sell at quoted prices.<br />

n UTS/NMS<br />

LSE will plan revival of Unified Trading System by<br />

renegotiating the agreement with ISE and exploring options<br />

for an expansion into National Market System (NMS) by<br />

continuing efforts to make KSE join this platform.<br />

n BONDS & DERIVATIVE TRADING<br />

SECP has identified the development of a vibrant debt market<br />

as one of its key focus areas. Based on the recommendations of<br />

a Review Committee, the Bonds Automated Trading System<br />

(“BATS”) is currently being re-vamped. There is also a need to<br />

introduce Derivatives Trading to broaden the menu of market<br />

segments currently being offered by the exchanges. The<br />

timelines for these products will be worked in coordination<br />

with SECP and the other <strong>Exchange</strong>s.<br />

3. NEW MARKET DEVELOPMENT- SPOT TRADING<br />

ECO-SYSTEM<br />

Under this initiative, a country-wide, electronically integrated,<br />

transparent ecosystem for spot trading of commodities shall<br />

be developed. LSE plans to invest in a company that will<br />

manage a nation-wide ecosystem supporting collateral<br />

management companies, insurance companies, logistics<br />

partners, banks, technology vendors and trading members.<br />

4. ENHANCED MARKET PLACE INTEGRITY<br />

n ENHANCED MANDATE FOR THE CRO & REGULATORY<br />

DIVISION<br />

In order to enable the Regulatory Affairs Division to perform<br />

its tasks independently without any influence or pressure, the<br />

position of the Chief Regulatory Officer (CRO) has been<br />

envisaged to be made an independent post. As a first step<br />

towards this transition, LSE Board has already appointed the<br />

CRO as the head of the Arbitration Committee so that the<br />

proceedings of this Committee can proceed without any<br />

conflict of interest. Furthermore, 50% of the members on the<br />

Arbitration Committee are comprised of the Management<br />

staff. Both of these landmark decisions are expected to greatly<br />

boost the confidence of the investors in the process of dispute<br />

resolution system mechanism of the <strong>Exchange</strong>.<br />

n INTRODUCTION OF SETTLEMENT GUARANTEE<br />

MECHANISM<br />

LSE has also floated the idea of a Central Clearing and<br />

Settlement Guarantee to cover default risk and to ensure<br />

timely settlement of all trades executed between brokers on<br />

behalf of proprietary account or on behalf of the clients. This<br />

central Clearing and Settlement Guarantee is essential to<br />

promote credibility and confidence in brokerage houses<br />

trading activity in all segments of the stock market. This fund is<br />

supposed to meet all settlement obligations without any<br />

discretion and shall provide guarantee in case of any lack of<br />

commitment or non-performance of settlement of<br />

transactions by any member. On the proposal of LSE, NCCPL<br />

has constituted a Committee to evaluate the idea for<br />

implementation.<br />

25


Director’s <strong>Report</strong><br />

5. ENHANCING INVESTOR RELATIONS<br />

IR DEPARTMENT<br />

LSE has established 'Investor Relations Department' under the<br />

Regulatory Division. In an age when instant corporate<br />

information can be transmitted to a large audience via the<br />

internet, companies which do not engage with investors on a<br />

continuous basis will lack visibility. The Investor Relations (IR)<br />

challenge is to secure investors' interest by delivering<br />

information effectively and in a clear and timely manner.<br />

Managing investor expectations through an effective ongoing<br />

IR program is crucial for us.<br />

This department shall mainly be responsible for investor<br />

reporting and communication, and would also undertake the<br />

following major initiatives in conjunction with the other<br />

Divisions of LSE, wherever necessary. The idea behind this<br />

initiative is that the <strong>Stock</strong> <strong>Exchange</strong> has not been able to<br />

involve a significant percentage of population of the country<br />

in the trading or investment activity in the <strong>Stock</strong> <strong>Exchange</strong>.<br />

Moreover, declining economic & commercial activity in the<br />

country coupled with the tightening of regulations has also<br />

forced the current investors out of the market. Accordingly, it<br />

is high time that LSE adopts a policy whereby it makes<br />

investors outreach as a cornerstone of its efforts to expand the<br />

market.<br />

n Investors Education / Awareness Campaign<br />

The Capital Market entities have not done enough with<br />

regards to increasing investor education & awareness in the<br />

general public about the capital market, which has caused a<br />

lot of misconceptions about it. The <strong>Exchange</strong> now in<br />

collaboration with other market participants intends to<br />

launch a comprehensive investor awareness campaign to<br />

reach the masses across Pakistan. As part of this campaign<br />

investment seminars & road shows will be conducted,<br />

investment guides & literature will be published, marketing<br />

campaigns will be launched and courses to increase financial<br />

literacy in the existing & prospective investors will be<br />

introduced. The intention is that the current & future investors<br />

are apprised about their rights & responsibilities and the<br />

opportunities & risks investment in stock market offers.<br />

26<br />

n Young Investors Scheme<br />

Most of the Universities in Pakistan now offer at least one<br />

course on Investment & Portfolio Management at both the<br />

undergraduate & post graduate level. However, as the study<br />

material has no relevance with the local investment<br />

environment, these finance graduates rarely explore the stock<br />

exchanges as investment avenues later in their lives. LSE has<br />

already in the past been inviting & encouraging educational<br />

institutes to visit the <strong>Exchange</strong> to introduce them to the<br />

working of the LSE. Going forward, the <strong>Exchange</strong> plans to<br />

work closely with the educational institutes to not only<br />

include local investment environment contents in the<br />

curriculum but also to give them access to the market to put<br />

theory into practice.<br />

n Virtual Investment Management Games / Competitions<br />

The <strong>Exchange</strong> in collaboration with the educational institutes<br />

plans to launch a virtual trading platform for the students. To<br />

encourage investors to use this platform, inter-university<br />

fund/portfolio management & trading competitions will be<br />

conducted. The <strong>Exchange</strong> expects that these activities will<br />

cultivate interest in the students for investment & trading in<br />

the stock market.<br />

n Investors Hotline<br />

Under this initiative, the <strong>Exchange</strong> shall establish a dedicated<br />

telephone hotline containing the pre-recorded investors'<br />

awareness messages. The investors would be able to call on<br />

this hotline and get the basic market information/education<br />

from though this hotline.<br />

n Seminars / Conferences / Road Shows<br />

The <strong>Exchange</strong> shall also participate in national and<br />

international seminars, conferences and road shows<br />

organized to promote investment in Pakistan.


Directors' <strong>Report</strong><br />

6 . I M P R O V I N G T R A N S PA R E N C Y A N D<br />

ACCOUNTABILITY<br />

Current management has to address some crucial issues that<br />

were potentially detrimental to the long term sustainability<br />

and workings of the <strong>Exchange</strong>. Such issues included but were<br />

not limited to irregularities that took place through the<br />

overriding of the internal controls, and absence of Standard<br />

Operating Procedures etc. To mitigate the risks in the<br />

operations/day to day transactions of the LSE, management<br />

has taken a number of steps. Internal Audit department plays<br />

a critical role to bring discipline and harmonization in the<br />

processing the financial and non financial transactions. To<br />

bring autonomy and independence in the function of internal<br />

audit LSE has made co-sourcing arrangements with E&Y.<br />

Further, In order to effectively use the process of system audit<br />

for risk identification and enforcement of compliance, the<br />

system audit related enforcement are planned to be<br />

stringently followed. As part of the new HR manual, a<br />

mechanism has been proposed whereby an employee<br />

aggrieved by any action of the MD/CEO may send his/her<br />

complaint to the Chairman of the Board. Also, the Manual<br />

would include create zero tolerance for sexual harassments<br />

and would encourage the whistle blowing process to improve<br />

the accountability and discipline within the LSE.<br />

n ONLINE MECHANISM FOR THE SUBMISSION OF<br />

INVESTOR COMPLAINTS<br />

In order to protect the rights of investors, LSE realizes that in<br />

future, winning the trust of the investors would be the<br />

cornerstone of its image building strategy. In order to keep a<br />

vigilant eye on investors' issues and to provide a platform to<br />

the general investors for voicing their concerns, an online<br />

mechanism of submission of investor complaints has been<br />

provided through LSE website.<br />

n ASK THE BOARD<br />

An active communication channel via LSE website has been<br />

established through which the member community can put<br />

their queries and suggestion which can be presented before<br />

the Board of Directors of the <strong>Exchange</strong> in the shape of Agenda<br />

items for consideration and decision.<br />

n ARBITRATION COMMITTEE<br />

Under Article 134 of the <strong>Exchange</strong><br />

The Board has resolved that the use of mechanism of alternate<br />

dispute settlement through Arbitration Committee, as<br />

provided under Article 134 of the Articles of Association of<br />

LSE, shall be the mandatory first forum for seeking settlement<br />

of complaints by the members of the <strong>Exchange</strong>. The Board has<br />

decided that if a member bypasses this first available forum,<br />

then the legal costs incurred by LSE in defending the case(s)<br />

would be recovered from the concerned member. Further, an<br />

appropriate disciplinary action would also be taken by the<br />

Board against any member who violates the mandatory<br />

provision specifying the arbitration under Article 135 as<br />

'conditions precedent to any other action at law as explained<br />

under the said Article of Association of LSE.<br />

7. ENHANCING MEMBER RELATIONS<br />

Member Relations Department (MRD) continued to support<br />

the members to provide one window operations to the LSE<br />

members. Further, members' capacity building initiative and<br />

introductory sessions were held in the auditorium of the<br />

<strong>Exchange</strong> for the members before taking any initiative which<br />

could be directly or indirectly relates to them. IT support<br />

function has also been entrusted to MRD.<br />

An online Membership Enrollment application was<br />

developed to solicit interest from prospective members<br />

through an electronic medium. Further, the 'Membership<br />

Manual' has been prepared to give a head start to any new<br />

entrant regarding the requirements and procedure to be<br />

followed by the brokers, both at the initial stage and on<br />

regular basis.<br />

In order to facilitate the members' trading, the Board has<br />

decided to reduce the initial exposure deposit to Rs. 200,000/-<br />

and to refund of surplus money to the members.<br />

Our IT Team has developed a new application to store online<br />

all information related to the members and brokers including<br />

information about the directors, contact details, branch<br />

information, paid up capital and registration status. A web<br />

based Member support ticketing system was also developed<br />

and deployed to reduce the paperwork involved in the<br />

support process and bring transparency to the support<br />

procedures and track various types of support requests, their<br />

frequency and time to resolution.<br />

On the social side, the <strong>Exchange</strong> has also started to send<br />

Birthday wishes to its members. An Itfar dinner was arranged<br />

and an Eid-millan party was also held to share the Eid<br />

greetings.<br />

n M E M B E R S C O N T I N U O U S P R O F E S S I O N A L<br />

DEVELOPMENT<br />

Members Continuous Professional Development Program is a<br />

series of Seminars, Workshops, Presentations and Training<br />

Sessions aimed at capacity building of members. The focus of<br />

this initiative is to facilitate members in expanding the scope<br />

of their businesses from traditionally being retail brokerage<br />

houses to full fledge investment services providers. The<br />

program will enable them to offer a wide array of services such<br />

as Research, Asset Valuation, Assets & Portfolio Management,<br />

IPO Advisory, Mergers & Acquisitions and Market Making. The<br />

programs will allow the members to compete in today's<br />

dynamic & evolving financial markets of Pakistan. Programs<br />

focusing on enhancing financial literacy in the members of the<br />

<strong>Exchange</strong> will also be arranged for the Members so they may<br />

be able to fully comprehend the potential of more complex<br />

<strong>Exchange</strong> Traded Products for the benefit of investors,<br />

<strong>Exchange</strong> and the Capital Market of Pakistan.<br />

27


Directors' <strong>Report</strong><br />

28<br />

n ANNUAL REGISTRATIONS AND FILING PROCESSES<br />

The <strong>Exchange</strong> is aware of the unnecessary burden on the<br />

members at the time of annual renewal of their Broker<br />

Registration. Same documents have to be re-submitted every<br />

year causing inefficiencies at both the Members & <strong>Exchange</strong>'s<br />

end. It is now planned that all the required documents &<br />

paperwork will be automated by the <strong>Exchange</strong>. The Members<br />

Relations Department (MRD) will oversee and facilitate the<br />

members in submission of all the required documents and<br />

completing all necessary processes. Forms & documents that<br />

are to be submitted every year will be filled by the MRD and<br />

submitted following sign-off by the members.<br />

n ONLINE SYSTEM FOR REPORTING REGULATION'S<br />

COMPLIANCE<br />

The members are required to comply with different<br />

regulations & laws from time to time and report such<br />

compliance to the <strong>Exchange</strong>. The <strong>Exchange</strong> in view of adding<br />

efficiencies & facilitating members in these reporting has<br />

automated such compliances by providing online interfaces<br />

e.g. compliance with AML Regulations regarding submission<br />

of all suspicious cash transactions over and above Rs. 25,000,<br />

Compliance with weekly NCB <strong>Report</strong>ing and Compliance with<br />

directions of Ministry of Foreign Affairs.<br />

n 7.4 ASSOCIATION FOR REGULATING THE CONDUCT OF<br />

THE STOCK BROKERS<br />

LSE had proposed the establishment of a self monitoring<br />

professional association for regulating the conduct of the<br />

stock brokers. The project is aimed at the setting up of a self<br />

monitoring broker association which shall be positioned to<br />

effectively regulate its members and contribute to a culture of<br />

compliance and self enforcement in the country. Once<br />

implemented, the project would lead to the establishment of<br />

better ethical and honest business practices in the broker<br />

community besides serving as a tool to promote the<br />

confidence and the trust of the investors and contributing to<br />

an effective investors' protection framework in the country.<br />

We are pleased to inform you that the USAID has approved its<br />

concept paper. In this regard, a formal application has been<br />

filed for the USAID's Small Grants and Ambassador's Fund<br />

Program for the funding of the Project.<br />

8. ENHANCING LISTED COMPANIES RELATIONS<br />

n CORPORATE BRIEFING PROGRAMS<br />

Corporate Briefings Program (CBP) is an initiative to increase<br />

information efficiency & parity in the marketplace. The CBP<br />

Program is an interactive session organized by the <strong>Exchange</strong><br />

to bring together market participants such as members,<br />

investors & analyst and company representatives, so that<br />

accurate first hand information reaches the participants.<br />

Through CBP, trading activity leaders and companies that<br />

have a large investor base are invited periodically for<br />

presentation about their company's current state, future plans<br />

and other matters they deem fit to disclose. The CBPs are part<br />

of LSE's mission to promote Investor Relations in the<br />

Corporate Sector of Pakistan. While investor relations is of<br />

fundamental importance for companies in developed<br />

countries and for forward looking companies, the IR function<br />

has mostly been given low or no importance by most of our<br />

listed companies. LSE through such initiatives will try not only<br />

to highlight the importance of IR function but will also be<br />

facilitating listed companies in this regard. During the period<br />

under review 5 companies participated in this Program to<br />

make it a success.<br />

n PAKISTAN IPO SUMMIT<br />

LSE joined hands with SAFE and SECP to organize the first ever<br />

'Pakistan IPO Summit' held on October 3, <strong>2011</strong> at <strong>Lahore</strong> with a<br />

purpose to attract such companies which were considering an<br />

IPO, to meet with the market regulators/administrators,<br />

financial advisors and underwriters etc., and learn about the<br />

steps involved in bringing their companies to the market. The<br />

major purpose of the summit was to highlight how our<br />

markets can assist these potential IPO companies to meet<br />

their objective of raising funds from the general public for<br />

their future growth strategy.<br />

The event was very much appreciated by the financial and<br />

corporate sector and attracted representatives from 32<br />

potential issuers along with 50 entities from the corporate<br />

finance fraternity including regulators, stock exchanges,<br />

investment banks, accounting firms, legal practitioners,<br />

underwriters, the brokerage industry and other institutions<br />

etc. The summit was successful in achieving its aim to identify<br />

the most promising companies for future IPOs, and<br />

highlighting the benefits and the pathway to manage a<br />

successful IPO to aforesaid companies.<br />

n REDUCTION OF INITIAL LISTING FEE<br />

In order to facilitate the listing of the companies at the<br />

<strong>Exchange</strong>, the Board reduced the initial listing fee for Pakgen<br />

Power Ltd. and Engro Foods Ltd.


Directors' <strong>Report</strong><br />

9. ENHANCING INTERNATIONAL RELATIONS<br />

In order to remain relevant in a global context and to gain the<br />

knowledge and share the development of the securities<br />

industry at the international level and projecting LSE in the<br />

proper perspective, LSE continued its association with South<br />

Asian Federation of <strong>Exchange</strong>s (SAFE) and Federation of Euro<br />

Asian <strong>Stock</strong> <strong>Exchange</strong>s (FEAS).<br />

LSE attended the 16th General Assembly of FEAS held on<br />

December 7, 2009 at Istanbul, Turkey and 17th General<br />

Assembly held on September Almaty, Kazakhstan. LSE also<br />

participated in the marketing exhibition. CIO LSE represented<br />

LSE in the exhibition to display and market the in-house<br />

developed software products of LSE to attract foreign clients.<br />

LSE also wants to form international alliances with regional<br />

and other international securities exchanges in order to<br />

facilitate cross border trades and listings in the future. LSE<br />

entered into a MOU with Tehran <strong>Stock</strong> <strong>Exchange</strong> to provide a<br />

frame work for cooperation over various topics and increased<br />

mutual understanding between the <strong>Exchange</strong>s.<br />

LSE also signed a MOU with Global Board of Trade, Mauritius<br />

for building a partnership for the development of securities<br />

markets within the respective jurisdictions of operation of<br />

each entity.<br />

LSE also entered into a MOU with Financial Technologies<br />

(India) Ltd. (FTIL) - a growing India-based operator of securities<br />

and derivatives exchanges and developer of electronic<br />

trading platforms, to seek assistance for Spot Trading Eco<br />

System project.<br />

The above measures will also facilitate in putting us on the<br />

radar screen of a wider audience of sophisticated<br />

international institutional investors.<br />

10. ENHANCING RELATIONS WITH THE<br />

FINANCIAL MEDIA<br />

The financial media continues to be a most effective conduit.<br />

News and events of LSE and financial results of listed<br />

companies were disseminated to all classes of investors<br />

effectively through media coverage which generates interest<br />

from individuals, institutions and analysts alike. Investor<br />

opinion of a company is formed not only from stories that are<br />

immediate and newsworthy but also from more considered,<br />

analytical pieces. Articles or broadcast media presentations<br />

from reputable financial commentators and analysts can have<br />

considerable influence. Therefore, LSE maintained a good<br />

relationship with leading journalists and the financial press,<br />

broadcast and electronic media. Since simply putting out<br />

press releases does not guarantee coverage as there is<br />

competition for the attention of the media and coverage<br />

capacity is limited. LSE therefore hired the services of a<br />

professional journalist to conduct a detailed training course<br />

for its key staff members covering all these aspects.<br />

CORPORATE GOVERNANCE<br />

LSE Board of Directors had voluntarily adopted the Code of<br />

Corporate Governance few years ago. However, no connected<br />

work related to the same was done. Accordingly, during the<br />

year not only that all related work was undertaken but also a<br />

revised matrix for Corporate Governance was tasked to be<br />

developed for the <strong>Exchange</strong>. Till the issuance of this report, the<br />

CG matrix for LSE was under preparation. However, some of<br />

the salient points regarding CG are highlighted as under:<br />

n Directors Fit and Proper Criteria<br />

- As the frontline regulator the Board of Directors of the<br />

<strong>Exchange</strong> is entrusted with fiduciary roles of discharging their<br />

duties in utmost good faith. Moreover, the Directors are<br />

expected to refrain from putting themselves in a position<br />

where their personal interest and their fiduciary duties may<br />

conflict. The regulatory framework prohibits the Directors on<br />

the Board to abstain from participating in discussion of or<br />

voting on any such agenda/issue which can give rise to a<br />

conflict of interest on their part.<br />

- Under the Article 64-A(4) of the Articles of Association of LSE,<br />

no director of LSE shall participate in any discussion and/or<br />

vote on any matter if he has any interest, pecuniary or<br />

otherwise, in his duty to honestly discharge his functions as a<br />

director of LSE and his other professional and/or business<br />

occupation.<br />

- The Directors are required to disclose their interest in writing<br />

before each meeting of the Board of Directors, thereby<br />

communicating that they have no conflict of interest,<br />

whatsoever, with any agenda item to be discussed/voted<br />

upon therein.<br />

- Any person desiring to act as Director on the Board of<br />

Directors of LSE shall be judged on the basis of Fit & Proper<br />

Criteria as mentioned in Regulation No. 44 of the General<br />

Rules & Regulations of LSE, which is in addition to meeting<br />

requirements stipulated under the Companies Ordinance,<br />

1984 relating to eligibility of a director. The criteria defines<br />

certain bench marks for the candidates relating to Integrity,<br />

Honesty, Reputation, Experience, Qualification, Solvency and<br />

Financial Integrity, The Fit & Proper Criteria is perpetual in<br />

nature and the <strong>Exchange</strong> has to ensure compliance with the<br />

provisions of the Fit and Proper Criteria.<br />

- The Directors are also required to maintain the<br />

confidentiality of information entrusted to them by the<br />

<strong>Exchange</strong> and other confidential information about the<br />

<strong>Exchange</strong> that comes to them, except when disclosure is<br />

authorized by the Board or legally mandated.<br />

n Board of Directors Meetings<br />

A total 21 meetings of the Governing Board of Directors were<br />

held during the period from March 25, <strong>2011</strong> to the date of this<br />

report. It may be mentioned that the Board in the very first<br />

meeting fixed the remuneration of Directors for attending<br />

Board meetings as Rs. 10,000/- instead of Rs. 20,000/- as per<br />

previous year. The participation of each Director in the<br />

meeting of the Board is as:<br />

29


Directors' <strong>Report</strong><br />

30<br />

Name of Director Regular Emergent Meetings<br />

Attended<br />

Mr. Aftab Ahmad Khan (Chairman) 8 11 19<br />

Mr. Aftab Ahmad Ch. (MD/CEO) 8 13 21<br />

Mr. Ammar ul Haq 8 13 21<br />

Mr. Asif Kamal (Resigned on 17-May-11) 2 1 3<br />

Ms. Bushra Naz Malik 7 10 17<br />

Mr. Ejaz ullah Baig 8 13 21<br />

Mr. Jahanzeb Mirza 8 13 21<br />

Engr. Mazhar Rafiq 8 13 21<br />

Mr. M. Masud Akhtar (Appointed on 07-Jul-11) 4 5 9<br />

Mr. Mumtaz Hussain Syed 6 9 15<br />

Mr. Naeem Anwar 6 13 19<br />

n Related Party Transactions<br />

All transactions with the related parties were placed along<br />

with the annual accounts of the <strong>Exchange</strong> before the Audit<br />

Committee and were approved by the Board of Directors of<br />

the <strong>Exchange</strong>. Further, all transactions with the related parties<br />

were carried out on an arm's length basis.<br />

n Audit Committee's Proceedings<br />

The Board of Directors of the <strong>Exchange</strong> establishes an Audit<br />

Committee each year, which has not less than 1/3rd or 3,<br />

whichever is higher, of the total members of the Committee as<br />

independent directors. At least one independent director has<br />

relevant experience. The Board identifies in the annual report<br />

each non-executive director it considers to be independent.<br />

The Board determines whether the director(s) is/are<br />

independent in character and judgment and whether there<br />

are relationships or circumstances which are likely to affect, or<br />

could appear to affect the directors' judgment. The Convener<br />

of the Board Audit Committee (BAC) shall always be a nonmember<br />

director of the <strong>Exchange</strong>.<br />

The BAC constituted by the Board for the year <strong>2011</strong> comprises<br />

of following five members including the Convener:<br />

1. Ms. Bushra Naz Malik – Convener<br />

2. Mr. Ammar ul Haq<br />

3. Mr. Ejaz ullah Baig<br />

4. Mr. Mumtaz Hussain Syed<br />

5. Mr. Omar Khalil Malik<br />

The BAC held 5 meetings during the period under review and<br />

dealt with the following agenda:<br />

n Engagement of Ernst & Young Ford Rhodes Sidat Hyder<br />

Chartered Accountants as co-sourced internal auditors to<br />

undertake GAP analysis and develop an internal audit plan as<br />

well as programs.<br />

n<br />

Appointment of Manager Internal Audit at LSE.<br />

n Approval of new set of signatories for the handling of LSE's<br />

Bank Accounts.<br />

n Discussed and recommend the half yearly accounts of the<br />

<strong>Exchange</strong> for the period ended December 31, 2010, quarterly<br />

accounts for the period ended March 31, <strong>2011</strong> and annual<br />

accounts for the year ended June 30, <strong>2011</strong>.<br />

n Updated LSE's panel of Auditors for System Audit of the<br />

Brokers of the <strong>Exchange</strong>.<br />

n Inquiry of engaged lawyers as to the legal status of cases<br />

of LSE and consideration of the probable impact of such on<br />

the financial statements' disclosures.<br />

n Updated the terms of reference of the BAC.<br />

n HR Committee's Proceedings<br />

During the year <strong>2011</strong> the Board constituted HR Committee<br />

consisting of the following members:<br />

1. Mr. Mumtaz Hussain Syed – Convener<br />

2. Ms. Bushra Naz Malik<br />

3. Mr. Jahanzeb Mirza<br />

4. Mr. Ammar ul Haq<br />

5. Engr. Mazhar Rafiq<br />

The Committee held 9 meetings during the period to give<br />

recommendations to the Board on the following matters:<br />

n New HR Manual of the <strong>Exchange</strong><br />

n Increment and Salary Rationalization<br />

n Grant of Employee Welfare Fund<br />

n Handling a harassment complaint<br />

n Hiring of CFO<br />

ACCOUNTABILITY<br />

n Policies about Whistle Blowing and Sexual<br />

Harassment<br />

As per HR policy, LSE has made it as its basic policy to<br />

encourage the acts of whistle blowing about the alleged<br />

dishonest or illegal activities occurring in the administration<br />

of the <strong>Exchange</strong>. In this respect, it shall be deemed as a moral<br />

responsibility of all Employees of the <strong>Exchange</strong> to report in<br />

writing any alleged misconduct such as any violation of LSE<br />

policies, rule, regulation, fraud, health/safety violations, and<br />

corruption. The Employees who shall act as Whistle Blowers<br />

through proper written compliant shall be protected from any<br />

adverse action against them as a reprisal. However, this<br />

protection shall not be available if it is found that an Employee,<br />

instead of first reporting the matter in writing to the Head of<br />

HR Committee, has shared the same information with any<br />

other person whosoever.<br />

Further, the new HR manual has addressed the issue of sexual<br />

harassment and also has provision for formation of an Inquiry<br />

Committee to enquire into complaints under the Protection<br />

against Harassment of Women at the Workplace Act, 2010.<br />

n Handling of Ethics and Integrity Matters made part of<br />

the Committee headed by ex Chairmen/Vice Chairmen<br />

The Board of Directors of LSE has recommended that the<br />

scope of the Arbitration Committee formed under Article 134<br />

of the Articles of Association of LSE be widened so that it shall<br />

deal with such disputes and matters of ethical/integrity nature<br />

related to the affairs of the <strong>Exchange</strong>, as referred to the<br />

Committee by the Board.


Directors' <strong>Report</strong><br />

MARKET DISCIPLINE & ENFORCEMENT<br />

n Disciplinary Actions Taken during the year<br />

Following corporate members had filed winding up petition<br />

before the Honorable <strong>Lahore</strong> High Court and therefore after<br />

adopting the procedure defined under the General Rules &<br />

Regulations and Articles of Association of LSE, thus were<br />

expelled by the Board:<br />

Sr.<br />

No.<br />

Name of Corporate Member<br />

Date of Expulsion<br />

1 M/s. Khalid Javed Securities (Pvt.) Ltd. 19-04-<strong>2011</strong><br />

2 M/s. HSZ Securities (Pvt.) Ltd. 19-04-<strong>2011</strong><br />

3 M/s. Wasi Securities (SMC-Pvt.) Ltd. 03-06-<strong>2011</strong><br />

Following members of the <strong>Exchange</strong> were expelled by the<br />

Board upon their failure to submit/abide by/implement the<br />

award of Panel of Arbitrators the <strong>Exchange</strong>.<br />

Sr.<br />

No.<br />

Name of Member<br />

Date of Expulsion<br />

1 Mr. Najam Riaz Ghauri 02-05-<strong>2011</strong><br />

2 Mr. Muhammad Tauqir Malik 28-10-<strong>2011</strong><br />

3 M/s. Ali Usman <strong>Stock</strong> Brokerage (Pvt) Ltd. 25-11-<strong>2011</strong><br />

n System Audits and follow up actions taken during the<br />

Year<br />

As on 1st July, 2010 which was the 4th and last balloting for the<br />

cycle period (January 2009– December <strong>2011</strong>) there were a<br />

total of 152 members out of which 87 were active and 65 were<br />

non active. 31 brokers were selected through random<br />

selection held in the office of the Managing Director LSE.<br />

These balloting results were communicated on the same date<br />

to the members selected in the balloting along with the list of<br />

auditors on LSE panel for the appointment of the auditors. All<br />

the members duly submitted their System Audit Compliance<br />

<strong>Report</strong> within the prescribed time with the exception of two<br />

members. These two brokers requested waiver from System<br />

Audit of their brokerage house due to the reasons of having<br />

suspended operations during the period under review. Their<br />

request was duly verified and exemptions were granted.<br />

st<br />

As on January 21, <strong>2011</strong>, 1 balloting of the cycle period<br />

(January <strong>2011</strong>-December 2012) was held and 15 members<br />

were selected out of the total active members of the<br />

exchange. The members who were selected in this balloting<br />

duly submitted the System Audit Compliance <strong>Report</strong>.<br />

n Investor Complaints Handling Status and Arbitration<br />

Awards Statistics<br />

Opening Balance (as on 01-Jan- 2010) 97<br />

Received Complaints & Appeals (01-Jan-10 to 31-Dec-10) 214<br />

Disposed Off (01-Jan-10 to 31-Dec-10) 126<br />

Opening Balance (as on 01-Jan- <strong>2011</strong>) 185<br />

Received Complaints & Appeals (01-Jan-11 to 04-Nov-11) 545<br />

Disposed Off (01-Jan-11 to 04-Nov-11) 67<br />

Pending Complaints & Appeals (as on 04-Nov-<strong>2011</strong>) 663<br />

Pending Investor Complaints before the Arbitration<br />

Committee<br />

Pending before<br />

Number of Complaints<br />

Sole Arbitrator / Panel of Arbitrators 10<br />

The Appellate Bench 6<br />

Pending Investor Complaints against the expelled Members<br />

Sr. Complaints against Number of Complaints<br />

1 Mr. Najam Riaz Ghauri 72<br />

2 M/s. Khalid Javed Securities (Pvt.) Ltd. 321<br />

3 M/s. HSZ Securities (Pvt.) Ltd. 125<br />

4 M/s. Wasi Securities (SMC-Pvt.) Ltd. 65<br />

5 M/s. Ali Usman Brokerage (Pvt.) Ltd. 64<br />

Total 647<br />

31


Directors' <strong>Report</strong><br />

32<br />

BOARD COMMITTEES<br />

The Board of Directors of LSE constituted 17 Board<br />

Committees which were entrusted with specific<br />

responsibilities to oversee the affairs of the <strong>Exchange</strong> in<br />

accordance with their respective TOR. This year the Board<br />

nominated the Conveners of the Committees and authorized<br />

them to select the member of the Committee. At each Board<br />

meeting, the recommendations of the Board Committee<br />

meetings were presented to the Board for approval. The<br />

Convener of the relevant Board Committee also directly<br />

reported to the Board on the key issues deliberated.<br />

APPOINTMENT OF AUDITORS<br />

The present auditors M/s. KPMG Taseer Hadi & Co., Chartered<br />

Accountants have retired and have offered themselves for reappointment<br />

in the forthcoming <strong>Annual</strong> General Meeting.<br />

APPRECIATION<br />

The Board of Directors would place on record its thanks to the<br />

Chairman, Executives of Securities and <strong>Exchange</strong> Commission<br />

of Pakistan for their guidance and support.<br />

The Board express gratitude to the Chairmen and Managing<br />

Directors of the Karachi and Islamabad <strong>Stock</strong> <strong>Exchange</strong>,<br />

Central Depository Company of Pakistan Ltd., National<br />

Clearing Company of Pakistan Ltd. and the management of<br />

Pakistan Credit Rating Agency Ltd. and Pakistan Mercantile<br />

<strong>Exchange</strong> Ltd. for their cooperation and coordination in<br />

various strategic and operational matters during the year.<br />

The Board thanks the print and electronic media in covering<br />

its activities and projecting its image at national and<br />

international level.<br />

It is appropriate to reflect that as an organization that needs to<br />

be relevant for the current time and for the times to come, LSE<br />

will continue to be guided and supported by its Members. The<br />

Board extends sincere appreciation to its members whose<br />

feedback has been invaluable. The Board thanks the Convener<br />

and the Members of various Committees for the continuing<br />

dedication and contribution to the organization. The Board<br />

also thanks the management team for their hard work,<br />

dedication and sincerity of purpose.<br />

For and on behalf of the Governing Board of Directors of LSE<br />

Aftab Ahmad Ch.<br />

Managing Director / CEO


Corporate Governance


Statement of Compliance with CCG<br />

34<br />

This statement is being presented in voluntary compliance with the<br />

Code of Corporate Governance (the “Code”) as contained in<br />

Regulation No.35 (xlv) of Listing Regulations of <strong>Lahore</strong> <strong>Stock</strong><br />

<strong>Exchange</strong> (Guarantee) Limited for the purpose of establishing a<br />

framework of good governance.<br />

The Company has applied the principles contained in the Code in the<br />

following manner:<br />

1. The Company by virtue of its Articles of Association is required<br />

to provide the representation of independent non-executive<br />

directors on its Board of Directors. At present, the Board includes all<br />

non-executive directors except the Managing Director/CEO.<br />

2. The directors have confirmed that none of them is serving as a<br />

director in more than ten listed companies, besides this Company.<br />

3. All the directors of the Company are registered as taxpayers and<br />

none of them has defaulted in payment of any loan to a banking<br />

company, a DFI or an NBFI. The directors, who are members of the<br />

stock exchange, have not been declared as a defaulter by that stock<br />

exchange.<br />

4. The Chairman of the Board has been elected from amongst the<br />

non-member directors of the Company.<br />

5. One casual vacancy of Securities and <strong>Exchange</strong> Commission of<br />

Pakistan's nominee director that occurred in the Board during the<br />

year was filled up by the Commission in accordance with the Articles<br />

of Association of the Company.<br />

6. The Company has adopted a 'Statement of Ethics and Business<br />

Practices', which has been signed by all the directors of the Company.<br />

Similarly, the Company has also developed a 'Statement of Code of<br />

Conduct and Business Practices' which has been signed by all the<br />

employees of the Company.<br />

7. The Board has also adopted the vision and mission statements,<br />

overall corporate strategy and other significant policies for the<br />

Company. A complete record of significant policies along with the<br />

dates on which they were approved or amended has been<br />

maintained.<br />

8. All the powers of the Board have been duly exercised by the<br />

Board, and the Board has taken decisions on all material transactions,<br />

including appointment and determination of remuneration and<br />

terms and conditions of employment of the Managing Director.<br />

9. The meetings of the Board were presided over by the Chairman<br />

and, in his absence, by a non-member director elected by the Board<br />

for this purpose. The Board met at least once in every quarter. Written<br />

notices of the Board meetings, along with agenda and working<br />

papers, were circulated before the meetings. The minutes of the<br />

meetings were appropriately recorded and circulated within the<br />

prescribed time limit, as per the Code, with a few exceptions. The<br />

meetings, where finance-related matters were discussed, were<br />

attended by the Chief Financial Officer.<br />

10. The Board was provided with the “Orientation Handbook”<br />

followed by an orientation presentation to apprise them about their<br />

duties and responsibilities and functioning of the <strong>Exchange</strong>.<br />

11. All transactions with related parties were carried out on an arm's<br />

length basis, and were notified to the Audit Committee, wherever<br />

needed.<br />

12. The Board approved the appointment of Chief Financial Officer,<br />

Company Secretary and Head of Internal Audit, including their<br />

remuneration and terms and conditions of employment, as<br />

determined by the Managing Director.<br />

13. The Directors' <strong>Report</strong> for this year has been prepared in<br />

compliance with the requirements of the Code and fully describes<br />

the salient matters required to be disclosed.<br />

14. The financial statements of the Company were duly endorsed by<br />

the Managing Director and Chief Financial Officer and the Audit<br />

Committee before approval of the Board.<br />

15. The Company has complied with all corporate and financial<br />

reporting requirements.<br />

16. The Board has formed an Audit Committee. It comprises of five<br />

(5) members including the Chairman of the Committee.<br />

17. The meetings of the Audit Committee were held at least once in<br />

every quarter prior to the approval the financial results of the<br />

Company and as required by the Code.<br />

18. The Board has set-up an effective internal audit function<br />

through a combination of internal and outsourced expertise.<br />

Members of the internal audit function are conversant with the<br />

policies and procedures of the Company and are considered suitably<br />

qualified and experienced for the purpose. They are involved in the<br />

function on regular basis.<br />

19. The statutory auditors of the Company have confirmed that<br />

they have been given a satisfactory rating under the Quality Control<br />

Review Program of the Institute of Chartered Accountants of Pakistan<br />

and that the firm and all its partners are in compliance with<br />

International Federation of Accountants (IFAC) guidelines on code of<br />

ethics as adopted by Institute of Chartered Accountants of Pakistan.<br />

20. The statutory auditors and the persons associated with them<br />

were not appointed to provide other services except in accordance<br />

with the Listing Regulations and the auditors have confirmed that<br />

they have observed IFAC guidelines in this regard.<br />

21. We confirm that all other relevant material principles contained<br />

in the Code have been complied with.<br />

For and on behalf of the Board:<br />

Aftab Ahmad Ch.<br />

Managing Director


Statement of Ethics and Business Practices<br />

1) The Directors shall be committed to conduct business in<br />

an honest, ethical, transparent and legal manner in the best<br />

interest of the <strong>Exchange</strong>. Their actions shall be governed by<br />

the vision, mission, core values and the Articles of Association<br />

and Rules & Regulations.<br />

2) The Directors shall affirm that they are aware of their<br />

duties and powers under the relevant law(s) and<br />

Memorandum & Articles of Association of the <strong>Exchange</strong>. The<br />

Directors shall adhere to all the relevant laws and conform to<br />

the accepted standards of code of corporate governance.<br />

3) The Directors shall meet the requirement of Fit & Proper<br />

Criteria as mentioned in the General Rules & Regulations of<br />

LSE, in addition to meeting the requirements as stipulated<br />

under the Companies Ordinance, 1984 relating to their<br />

eligibility of a director.<br />

10) The Directors are forbidden to participate in any<br />

discussion and/or vote on any matter if they have any interest,<br />

pecuniary or otherwise, in such matters which could<br />

reasonably be regarded as giving rise to a conflict of interest<br />

between their duty to honestly discharge their functions as<br />

Directors of LSE. The Directors are required to disclose their<br />

interest in writing before each meeting of the Board of<br />

Directors, thereby communicating that they have no conflict<br />

of interest, whatsoever, with any agenda item to be<br />

discussed/voted upon therein.<br />

11) The Directors are also required to maintain the<br />

confidentiality of information entrusted to them by the<br />

<strong>Exchange</strong> and other confidential information about the<br />

<strong>Exchange</strong> that comes to them, except when disclosure is<br />

authorized by the Board or legally mandated.<br />

4) The Directors shall ensure to take appropriate measures<br />

for the sustainability of the capital market, integrity, building<br />

an informed investment community and developing<br />

competitive products and services.<br />

5) The Directors shall play active role in the strategy<br />

development and planning process, overseeing the conduct<br />

of the <strong>Exchange</strong>'s business, identifying principal risks and<br />

ensuring the implementation of appropriate systems to<br />

manage those risks and reviewing the adequacy and integrity<br />

of the internal control systems.<br />

35<br />

6) The Directors shall, subject to the approval of the<br />

Securities and <strong>Exchange</strong> Commission of Pakistan, alter, add to,<br />

repeal or substitute any of the rules and regulations, as it may<br />

consider necessary or desirable in the interests of LSE and its<br />

stakeholders.<br />

7) The Directors shall recognize the need to protect the<br />

interests of members and investors in the securities market as<br />

a primary condition to promote the development of dynamic<br />

and efficient securities market.<br />

8) As the frontline regulator, the Board of Directors of the<br />

<strong>Exchange</strong> is entrusted with significant fiduciary role to<br />

discharge its duties in utmost good faith. Moreover, the<br />

Directors are expected to refrain from putting themselves in a<br />

position where their personal interest and their fiduciary<br />

duties may conflict.<br />

9) The regulatory framework prohibits the Directors on the<br />

Board to abstain from participating in discussion of or voting<br />

on any such agenda/issue which can give rise to a conflict of<br />

interest on their part.<br />

12) The Directors or the companies or firms under their<br />

control, are not required to have any business dealing with the<br />

<strong>Exchange</strong> or enter into contracts with, or do any work for the<br />

<strong>Exchange</strong>. The Board shall be the sole judge as to what<br />

constitutes “business dealing”.<br />

13) The Directors shall not take advantage of the company's<br />

information or property, or their position with the company, to<br />

develop inappropriate personal gains or opportunities.<br />

14) In order to achieve the desired level of performance and<br />

corporate objectives, the Directors shall encourage<br />

preservation of congenial and professional working<br />

environment where all the employees are treated equitably<br />

and with respect, and where efforts of staff are encouraged<br />

and their achievements are given due recognition.


Matrix of Voluntary Compliance with CCG<br />

Matrix of Voluntary Compliance of <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> (an Unlisted and Guarantee Limited Company)<br />

with the Code of Corporate Governance<br />

Requirement of the Code of Corporate Governance<br />

(I) All listed companies shall encourage effective representation of independent nonexecutive<br />

directors, including those representing minority interests, on their Boards of<br />

Directors so that the Board as a group includes core competencies considered relevant in<br />

the context of each listed company.<br />

Status of Compliance<br />

The <strong>Exchange</strong> by virtue of its Articles of Association is required to<br />

provide the representation of independent non-executive directors<br />

on its Board of Directors. At present, the Board includes all nonexecutive<br />

directors except the Managing Director.<br />

Record, where<br />

necessary<br />

Clearance by the SECP<br />

(ii) The directors of listed companies shall, at the time of filing their consent to act as such, The directors have affirmed that they are aware of their duties and Statement of Ethics and<br />

give a declaration in such consent that they are aware of their duties and powers under the powers under the relevant law(s) and Memorandum and Articles of Business Practices<br />

relevant law(s) and the listed companies' Memorandum and Articles of Association and Association of the <strong>Exchange</strong>.<br />

the listing regulations of stock exchanges in Pakistan.<br />

(iii) No listed company shall have as a director, a person who is serving as a director of ten<br />

other listed companies.<br />

The directors have confirmed that none of them is serving as a<br />

director in more than ten listed companies, besides this Company.<br />

Form-29<br />

(iv) No person shall be elected or nominated as a director of a listed company if:<br />

(a) his name is not borne on the register of National Tax Payers except where such person<br />

is a non-resident; and<br />

All the directors of the Company are registered as taxpayers and<br />

none of them has defaulted in payment of any loan to a banking<br />

company, a DFI or an NBFI. The directors, who are members of the<br />

Nomination papers/Fit &<br />

Proper Criteria of directors<br />

(b) he has been convicted by a court of competent jurisdiction as a defaulter in payment of stock exchange, have not been declared as a defaulter by that stock<br />

any loan to a banking company, a Development Financial Institution or a Non-Banking exchange.<br />

Financial Institution or he, being a member of a stock exchange, has been declared as a<br />

defaulter by such the stock exchange<br />

(v) A listed company shall endeavour that no person is elected or nominated as a director if<br />

he or his spouse is engaged in the business of stock brokerage (unless specifically<br />

exempted by the Securities and <strong>Exchange</strong> Commission of Pakistan).<br />

Not applicable (NA)<br />

NA<br />

36<br />

(vi) The tenure of office of Directors shall be three years. Any casual vacancy in the Board of<br />

Directors of a listed company shall be filled up by the directors within 30 days thereof<br />

The Directors were duly elected for one year term as provided in the Articles of Association and<br />

Articles of Association of the <strong>Exchange</strong>; however from the next year the Notice of EOGM<br />

onwards, the Board has recommended 3 years' term of directors of<br />

the <strong>Exchange</strong> to the general body which is being considered in the<br />

EOGM dated December 23, <strong>2011</strong>.<br />

(vii) The directors of listed companies shall exercise their powers and carry out their The Directors have performed their duties in accordance with the<br />

fiduciary duties with a sense of objective judgment and independence in the best interests Articles of Association and Rules and Regulations in the best<br />

of the listed company.<br />

interest of LSE.<br />

Board Minutes<br />

(viii) Every listed company shall ensure that:<br />

(a) a “Statement of Ethics and Business Practices‟ is prepared and circulated annually<br />

by its Board of Directors to establish a standard of conduct for directors and employees,<br />

which Statement shall be signed by each director and employee in acknowledgement of<br />

his understanding and acceptance of the standard of conduct;<br />

(b) the Board of Directors adopt a vision/ mission statement and overall corporate<br />

strategy for the listed company and also formulate significant policies, having regard to<br />

the level of materiality, as may be determined it;<br />

(c) the Board of Directors establish a system of sound internal control, which is<br />

effectively implemented at all levels within the company;<br />

(d) the following powers are exercised by the Board of Directors on behalf of the<br />

company and decisions on material transactions or significant matters are documented by<br />

a resolution passed at a meeting of the Board ….<br />

(e) appointment, remuneration and terms and conditions of employment of the Chief<br />

Executive Officer (CEO) and other executive directors of the listed company are determined<br />

and approved by the Board of Directors.<br />

The Company has adopted a 'Statement of Ethics and Business<br />

Practices', which has been signed by all the directors of the<br />

Company. Similarly, the Company has also developed a 'Statement<br />

of Code of Conduct and Business Practices' which has been signed<br />

by all the employees of the Company.<br />

The Board of Directors of LSE has also adopted Vision & Mission<br />

Statements and Core Values of LSE.<br />

In order to strengthen the internal controls, the Board has decided<br />

to co-source the Internal Audit function with E&Y is acting as<br />

independent internal auditor with the <strong>Exchange</strong> having its own<br />

Internal Audit Department as well.<br />

All material decisions are made by the Board and the Board is<br />

provided with the implementation status of all decisions made in<br />

its previous Board meeting. Furthermore, the Board has approved<br />

the Strategic Business and Budgetary Plan of the <strong>Exchange</strong>. Also,<br />

all top level employees of the <strong>Exchange</strong> have been hired by the<br />

Board itself<br />

Statement of Ethics and<br />

Business Practices.<br />

Statement of Code of<br />

Conduct and Business<br />

Practices. Vision & Mission<br />

Statements, Core Values,<br />

the Internal Audit<br />

Arrangements, Strategic<br />

Business & Budgetary<br />

Plan and the Board<br />

minutes.<br />

(ix) The Chairman of a listed company shall preferably be elected from among the nonexecutive<br />

directors of the listed company. The Board of Directors shall clearly define the<br />

respective roles and responsibilities of the Chairman and Chief Executive, whether or not<br />

these offices are held by separate individuals or the same individual.<br />

The Chairman of the Board is duly elected from among the nonmember<br />

(non-executive) directors of the Company.<br />

Articles of Association &<br />

the Board Minutes


Matrix of Voluntary Compliance with CCG<br />

Requirement of the Code of Corporate Governance<br />

(x) The Chairman of a listed company, if present, shall preside over meetings of the Board<br />

of Directors.<br />

(xi) The Board of Directors of a listed company shall meet at least once in every quarter of<br />

the financial year. Written notices (including agenda) of meetings shall be circulated not<br />

less than seven days before the meetings, except in the case of emergency meetings,<br />

where the notice period may be reduced or waived.<br />

(xii) The Chairman of a listed company shall ensure that minutes of meetings of the Board<br />

of Directors are appropriately recorded. The minutes of meetings shall be circulated to<br />

directors and officers entitled to attend Board meetings within 14 days of the date of the<br />

meeting.<br />

(xiii) In order to strengthen and formalize corporate decision-making process, significant<br />

issues shall be placed for the information, consideration and decision of the Boards of<br />

Directors of listed companies.<br />

(xiii-a)(1) All companies registered under the Companies Ordinance, 1984 shall place<br />

before the Board of Directors all the transactions with the related parties for review and<br />

approval.<br />

(2) The detail of all related party transactions shall be placed before the Audit Committee<br />

of the company.<br />

(3) The related party transactions which are not executed at arm's length price will also be<br />

placed separately at each Board meeting along with necessary justification for<br />

consideration and approval of the Board and before the Audit Committee of the company.<br />

Status of Compliance<br />

The Chairman of the Board chaired all meetings held during the<br />

year with the exception of two meetings.<br />

Implemented as required by the Code.<br />

The minutes of the meetings were appropriately recorded and<br />

circulated within the prescribed time limit, as per the Code.<br />

All significant issued were placed for the perusal and decision of<br />

the Board.<br />

Record, where<br />

necessary<br />

Board Minutes<br />

Board Minutes<br />

Board Minutes<br />

Board Minutes<br />

(xiv) All listed companies shall make appropriate arrangements to carry out orientation<br />

courses for their directors to acquaint them with their duties and responsibilities and<br />

enable them to manage the affairs of the listed companies on behalf of shareholders.<br />

At the beginning of the term, every director was provided an<br />

'Orientation Handbook', and subsequently a special orientation<br />

session was also held to apprise the members about the<br />

constitution and functioning of the <strong>Exchange</strong> and the critical<br />

matters facing the <strong>Exchange</strong>. Besides, the Board members were<br />

clearly apprised about the role and the duties of the Management<br />

and the responsibilities of the Board.<br />

Orientation Handbook<br />

37<br />

(xv) The appointment, remuneration and terms and conditions of employment of the Chief<br />

Financial Officer (CFO), the Company Secretary and the head of internal audit of listed<br />

companies shall be determined by the CEO with the approval of the Board of Directors.<br />

The CFO or the Company Secretary of listed companies shall not be removed except by the<br />

CEO with the approval of the Board of Directors.<br />

Implemented as required by the Code.<br />

Board minutes<br />

(xvi) No person shall be appointed as the CFO of a listed company unless:<br />

Had been implemented as per the spirit of the Code. The hiring of a Personal files of CS & CFO.<br />

(a) he is a member of a recognized body of professional accountants; or<br />

new CFO is under process again.<br />

(b) he is a graduate from a recognized university or equivalent, having at least five years<br />

experience in handling financial or corporate affairs of a listed public company or a bank or<br />

a financial institution.<br />

(xvii) No person shall be appointed as the Company Secretary of a listed company unless Implemented as per the spirit of the Code.<br />

he is:<br />

(a) a member of a recognized body of professional accountants; or<br />

(b) a member of a recognized body of Corporate/Chartered Secretaries; or<br />

a person holding a masters degree in Business Administration or Commerce or being a Law<br />

Graduate from a University recognized by Higher Education Commission and having at<br />

least two years relevant experience.<br />

Board minutes<br />

(xviii) The CFO and the Company Secretary of a listed company shall attend meetings of<br />

the Board of Directors.<br />

Provided that unless elected as a director, the CFO or the Company Secretary shall not be<br />

deemed to be a director or entitled to cast a vote at meetings of the Board of Directors for<br />

the purpose of this clause. Provided further that the CFO and/ or the Company Secretary<br />

shall not attend such part of a meeting of the Board of Directors, which involves<br />

consideration of an agenda item relating to the CFO, Company Secretary, CEO or any<br />

director.<br />

CS attended all the meetings however CFO was invited only to the<br />

meetings where finance related matters were to be discussed. As<br />

per the Articles of Association, the GM of the <strong>Exchange</strong> is required<br />

to attend all Board meetings which was duly complied.<br />

Attendance record/Board<br />

Minutes


Matrix of Voluntary Compliance with CCG<br />

38<br />

Requirement of the Code of Corporate Governance<br />

(xix) The directors of the listed companies shall include statements to the following effect in the Directors' <strong>Report</strong>, prepared under section 236<br />

of the Companies Ordinance, 1984:<br />

(a) The financial statements, prepared by the management of the listed company, present fairly its state of affairs, the result of its operations,<br />

cash flows and changes in equity.<br />

(b) Proper books of account of the listed company have been maintained.<br />

(c) Appropriate accounting policies have been consistently applied in preparation of financial statements and accounting estimates are based<br />

on reasonable and prudent judgment.<br />

(d) International Accounting Standards, as applicable in Pakistan, have been followed in preparation of financial statements and any departure<br />

there from has been adequately disclosed.<br />

(e) The system of internal control is sound in design and has been effectively implemented and monitored.<br />

(f) There are no significant doubts upon the listed company‟s ability to continue as a going concern.<br />

(g) There has been no material departure from the best practices of corporate governance, as detailed in the listing regulations.<br />

The Directors‟ <strong>Report</strong>s of listed companies shall also include the following, where necessary:<br />

(a) If the listed company is not considered to be a going concern, the fact along with reasons shall be disclosed.<br />

(b) Significant deviations from last year in operating results of the listed company shall be highlighted and reasons thereof shall be explained.<br />

(c) Key operating and financial data of last six years shall be summarised.<br />

(d) If the listed company has not declared dividend or issued bonus shares for any year, the reasons thereof shall be given.<br />

(e) Where any statutory payment on account of taxes, duties, levies and charges is outstanding, the amount together with a brief description<br />

and reasons for the same shall be disclosed.<br />

(f) Significant plans and decisions, such as corporate restructuring, business expansion and discontinuance of operations, shall be outlined<br />

along with future prospects, risks and uncertainties surrounding the listed company.<br />

(g) A statement as to the value of investments of provident, gratuity and pension funds, based on their respective audited accounts, shall be<br />

included<br />

(h) The number of Board meetings held during the year and attendance by each director shall be disclosed.<br />

(xx) The quarterly unaudited financial statements of listed companies shall be published and circulated along with directors‟ review on the<br />

affairs of the listed company for the quarter.<br />

(xxi) All listed companies shall ensure that second quarterly financial statements are subjected to a limited scope review by the statutory<br />

auditors in such manner and according to such terms and conditions as may be determined by the Institute of Chartered Accountants of<br />

Pakistan and approved by the Securities and <strong>Exchange</strong> Commission of Pakistan.<br />

(xxii) All listed companies shall in the form and manner specified by the Commission ensure that the annual audited financial statements are<br />

sent to every member of the company at least twenty-one (21) days before the <strong>Annual</strong> General Meeting is held to consider the same.<br />

(xxiii) Every listed company shall immediately disseminate to the Securities and <strong>Exchange</strong> Commission of Pakistan and the stock exchange on<br />

which its shares are listed all material information relating to the business and other affairs of the listed company that will affect the market<br />

price of its shares. Mode of dissemination of information shall be prescribed by the stock exchange on which shares of the company are listed.<br />

(xxvi) No listed company shall circulate its financial statements unless the CEO and the CFO present the financial statements, duly endorsed<br />

under their respective signatures, for consideration and approval of the Board of Directors and the Board, after consideration and approval,<br />

authorize the signing of financial statements for issuance and circulation. It shall be mandatory for the CEO and CFO to have the second quarter<br />

and annual accounts (both separate and consolidated where applicable) initialed by the external auditors before presenting it to the audit<br />

committee and the Board of Directors for approval.<br />

(xxv) The Company Secretary of a listed company shall furnish a Secretarial Compliance Certificate, in the prescribed form, as part of the annual<br />

return filed with the Registrar of Companies to certify that the secretarial and corporate requirements of the Companies Ordinance, 1984 have<br />

been duly complied with.<br />

Status of<br />

Compliance<br />

Implemented as<br />

required by the<br />

Code.<br />

Not Applicable<br />

Implemented as<br />

required by the<br />

Code.<br />

Implemented as<br />

required by the<br />

Code.<br />

Not Applicable<br />

Implemented as<br />

required by the<br />

Code.<br />

Under<br />

implementation.<br />

(xxvi) Where any director, CEO or executive of a listed company or their spouses sell, buy or take any position, whether directly or indirectly, in Not Applicable<br />

shares of the listed company of which he is a director, CEO or executive, as the case may be, he shall immediately notify in writing the Company<br />

Secretary of his intentions.<br />

(xxvii) All listed companies shall ensure that the firm of external auditors or any partner in the firm of external auditors and his spouse and<br />

minor children do not at any time hold, purchase, sell or take any position in shares of the listed company or any of its associated companies or<br />

undertakings.<br />

(xxviii) Every company which is proposed to be listed shall, at the time of public offering, comply with the requirements of offer of shares to the<br />

general public as contained in the related Listing Regulations, unless the limit is relaxed by the stock exchange with the approval of the<br />

Securities and <strong>Exchange</strong> Commission of Pakistan.<br />

(xxix) In the event of divestiture of not less than 75% of the total shareholding of a listed company, other than a divestiture by non-resident<br />

shareholder(s) in favour of other non-resident shareholder(s) or a disinvestment through the process of privatization by the Federal or<br />

Provincial Government, at a price higher than the market value ruling at the time of divestiture, …<br />

Not Applicable<br />

Not Applicable<br />

Not Applicable<br />

Record, where<br />

necessary<br />

<strong>Annual</strong> <strong>Report</strong>,<br />

Financial Statements<br />

and the Directors'<br />

<strong>Report</strong>.<br />

Not Applicable<br />

AGM Notice and<br />

dispatch record.<br />

NA<br />

Board minutes<br />

Not Applicable<br />

Not Applicable<br />

Not Applicable<br />

Not Applicable


Matrix of Voluntary Compliance with CCG<br />

Requirement of the Code of Corporate Governance<br />

(xxx) The Board of Directors of every listed company shall establish an Audit Committee, which shall comprise not less than three members,<br />

including the chairman. Majority of the members of the Committee shall be from among the non-executive directors of the listed company<br />

and the chairman of the Audit Committee shall preferably be a non-executive director. The names of members of the Audit Committee shall<br />

be disclosed in each annual report of the listed company.<br />

(xxxi) The Audit Committee of a listed company shall meet at least once every quarter of the financial year. These meetings shall be held<br />

prior to the approval of interim results of the listed company by its Board of Directors and before and after completion of external audit. A<br />

meeting of the Audit Committee shall also be held, if requested by the external auditors or the head of internal audit.<br />

(xxxii) The CFO, the head of internal audit and a representative of the external auditors shall attend meetings of the Audit Committee at<br />

which issues relating to accounts and audit are discussed. Provided that at least once a year, the Audit Committee shall meet the external<br />

auditors without the CFO and the head of internal audit being present. Provided further that at least once a year, the Audit Committee shall<br />

meet the head of internal audit and other members of the internal audit function without the CFO and the external auditors being present.<br />

Status of<br />

Compliance<br />

Implemented,<br />

however the<br />

composition is not as<br />

per the Code.<br />

Implemented as<br />

required by the Code.<br />

Implemented as<br />

required by the Code.<br />

Record, where<br />

necessary<br />

Board minutes &<br />

Directors' <strong>Report</strong><br />

Board minutes<br />

Minutes of the<br />

Internal Audit<br />

Committee<br />

(xxxiii) The Board of Directors of every listed company shall determine the terms of reference of the Audit Committee.<br />

(xxxiv) The Audit Committee of a listed company shall appoint a secretary of the Committee. The secretary shall circulate minutes of<br />

meetings of the Audit Committee to all members, directors and the CFO within a fortnight.<br />

(xxxv) There shall be an internal audit function in every listed company. The head of internal audit shall have access to the chair of the Audit<br />

Committee.<br />

(xxxvi) All listed companies shall ensure that internal audit reports are provided for the review of external auditors. The auditors shall discuss<br />

any major findings in relation to the reports with the Audit Committee, which shall report matters of significance to the Board of Directors.<br />

Implemented as<br />

required by the Code.<br />

Implemented as<br />

required by the Code.<br />

Implemented as<br />

required by the Code.<br />

Under<br />

implementation<br />

Board minutes<br />

Board minutes<br />

Board minutes<br />

(xxxvii) No listed company shall appoint as external auditors a firm of auditors which has not been given a satisfactory rating under the<br />

Quality Control Review programme of the Institute of Chartered Accountants of Pakistan.<br />

(xxxviii) No listed company shall appoint as external auditors a firm of auditors which firm or a partner of which firm is non-compliant with<br />

the International Federation of Accountants' (IFAC) Guidelines on Code of Ethics, as adopted by the Institute of Chartered Accountants of<br />

Pakistan.<br />

(xxxix) The Board of Directors of a listed company shall recommend appointment of external auditors for a year, as suggested by the Audit<br />

Committee. The recommendations of the Audit Committee for appointment of retiring auditors or otherwise shall be included in the<br />

Directors' <strong>Report</strong>. In case of a recommendation for change of external auditors before the elapse of three consecutive financial years, the<br />

reasons for the same shall be included in the Directors' <strong>Report</strong>.<br />

(xl) No listed company shall appoint its auditors to provide services in addition to audit except in accordance with the regulations and shall<br />

require the auditors to observe applicable IFAC guidelines in this regard and shall ensure that the auditors do not perform management<br />

functions or make management decisions, responsibility for which remains with the Board of Directors and management of the listed<br />

company.<br />

(xli) (a) All listed companies in the financial sector shall change their external auditors every five years. Financial sector, for this purpose,<br />

means Banks, Non-Banking Finance Companies (NBFC‟s), Modarabas and Insurance Companies; and (b) All listed Companies other than<br />

those in the financial sector shall, at a minimum, rotate the engagement partner after every five years.<br />

(xlii) No listed company shall appoint a person as the CEO, the CFO, an internal auditor or a director of the listed company who was a partner<br />

of the firm of its external auditors (or an employee involved in the audit of the listed company) at any time during the two years preceding<br />

such appointment or is a close relative, i.e. spouse, parents, dependents and non-dependent children, of such partner (or employee).<br />

(xliii) Every listed company shall require external auditors to furnish a Management Letter to its Board of Directors not later than 30 days<br />

from the date of audit report.<br />

(xliv) Every listed company shall require a partner of the firm of its external auditors to attend the <strong>Annual</strong> General Meeting at which audited<br />

accounts are placed for consideration and approval of shareholders.<br />

(xlv) All listed companies shall publish and circulate a statement along with their annual reports to set out the status of their compliance<br />

with the best practices of corporate governance set out above.<br />

(xlvi) All listed companies shall ensure that the statement of compliance with the best practices of corporate governance is reviewed and<br />

certified by statutory auditors, where such compliance can be objectively verified, before publication by listed companies.<br />

(xlvii) Where the Securities and <strong>Exchange</strong> Commission of Pakistan is satisfied that it is not practicable to comply with any of the best<br />

practices of corporate governance in a particular case, the Commission may, for reasons to be recorded, relax the same subject to such<br />

conditions as it may deem fit.<br />

Implemented as<br />

required by the Code.<br />

Implemented as<br />

required by the Code.<br />

Implemented as<br />

required by the Code.<br />

Implemented as<br />

required by the Code.<br />

Implemented as<br />

required by the Code.<br />

Implemented as<br />

required by the Code.<br />

Under<br />

implementation.<br />

Implemented as<br />

required by the Code.<br />

Will be Implemented<br />

as required by the<br />

Code.<br />

Under<br />

implementation.<br />

The code has been<br />

adopted voluntarily so its<br />

not binding and does not<br />

require the approval of<br />

any exception from the<br />

Commission.<br />

General body<br />

minutes.<br />

Directors' <strong>Report</strong><br />

Board minutes.<br />

General body<br />

meetings record.<br />

Not Applicable<br />

39


Matrix of Expanded Compliance<br />

Matrix of Expanded Compliance Requirements as Approved by the Board of <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> for<br />

Improved Transparency, Accountability and Corporate Governance<br />

40<br />

Expanded Compliance Requirements<br />

BOARD's WORK<br />

Fit and Proper Requirement<br />

Any person desiring to act as Director on the Board of Directors of LSE is required to be judged on the basis of Fit &<br />

Proper Criteria as mentioned in the General Rules & Regulations of LSE, which is in addition to the eligibility<br />

requirements stipulated under the Companies Ordinance, 1984. The criterion defines certain benchmarks for the<br />

candidates relating to Integrity, Honesty, Reputation, Experience, Qualification, Solvency and Financial Integrity.<br />

Attendance<br />

As per practice all directors are required to mark their attendance in the attendance register before the start of the<br />

meeting.<br />

Conflict of Interest<br />

As per Article 64(A)(4) of Articles of Association of LSE, all directors are required to disclose their conflict regarding any<br />

matter included in the agenda items for the consideration of the Board.<br />

Status of Compliance<br />

All directors met the Fit and Proper<br />

criteria as prescribed by the <strong>Exchange</strong>,<br />

and their clearance was duly obtained<br />

from the Commission as per the<br />

regulations.<br />

Implemented as per the spirit.<br />

Record, where<br />

necessary<br />

Clearance by the SECP<br />

Given in the Directors'<br />

<strong>Report</strong><br />

All agenda papers contain a specific During the year, no<br />

Note for the Directors to remind them matter of conflict was<br />

about their fiduciary duty to inform reported by any director.<br />

the Board about any matter of conflict.<br />

Matter wise Breakdown of the Business conducted by the Board<br />

A statistical analysis of the category<br />

This matrix has been developed as a decision tool to measure the performance of the Board. This highlights the category wise business conducted was<br />

wise nature of Business dealt with by the directors. The Broad categories include:<br />

presented to the general body on<br />

December 2, <strong>2011</strong>.<br />

Responses to Ask the Board<br />

The initiative has been implemented<br />

In order to encourage the direct communication between the members of the <strong>Exchange</strong> and the Board and to address but no query has been raised from the<br />

the points raised by the Members, the Board has provided an active communication channel on the LSE website. Subject Member's side.<br />

to the importance of the matter, these points can be presented before the Board of Directors of the <strong>Exchange</strong> in the<br />

shape of Agenda items for the consideration and decision.<br />

WORKPLACE INTEGRITY<br />

Whistle Blowing and Protection against Harassment of Women at the Workplace<br />

In order to encourage the acts of whistle blowing about the alleged dishonest or illegal activities occurring in the<br />

administration of the <strong>Exchange</strong>, the <strong>Exchange</strong> has adopted a policy to protect such employees who shall act as Whistle<br />

Blowers through proper written complaint from any adverse action against them as a reprisal.<br />

Policies introduced accordingly.<br />

Exhibit-A<br />

HR Manual<br />

Further, to address the issue of sexual harassment, the Board has also included the provision for formation of an Inquiry<br />

Committee to enquire into such complaints as required under the Protection against Harassment of Women at the<br />

Workplace Act, 2010.<br />

Handling of Ethics and Integrity Matters<br />

Scope of the Committee under Article<br />

In order to deal with the Ethics and Integrity matters, the Arbitration Committee formed under Article 134 of the Articles 134 has been broadened accordingly.<br />

of Association of LSE has been tasked to deal with such issues related to the affairs of the <strong>Exchange</strong>.<br />

Exit Interviews with senior level leaving Staff<br />

In order to get proper feedback about the HR environment of the <strong>Exchange</strong>, the policy of Exit interviews with the<br />

manager and above level employees has been devised by the Board.<br />

Implemented as per the spirit.<br />

Committee Charter &<br />

Terms of Reference<br />

HR Manual and record of<br />

exit interviews.


Matrix of Expanded Compliance<br />

Expanded Compliance Requirements Status of Compliance Record, where necessary<br />

Disciplinary Actions Against Brokers<br />

The Board of the <strong>Exchange</strong> is responsible for ensuring appropriate disciplinary action in<br />

case of any market related wrong doing by a member of LSE.<br />

System Audits of Brokers and follow up actions taken<br />

The Regulations require that each broker of the <strong>Exchange</strong> should be audited once every<br />

two years with respect to their compliance and conformity with the rules and regulations<br />

of the <strong>Exchange</strong>.<br />

Investor Complaints Handling Status and Arbitration Awards Statistics<br />

Being the front line regulator, the <strong>Exchange</strong> is required to expeditiously dispose of the<br />

complaints and the applications for Arbitration from the investors.<br />

Issuer Compliance<br />

The <strong>Exchange</strong> is required to enforce the Listing Regulations and to monitor its compliance<br />

by the listed companies on regular basis.<br />

MARKET REGULATION, DISCIPLINE & ENFORCEMENT<br />

Five (5) members were expelled by the Board on account of<br />

violation of Articles and Rules and Regulations of LSE.<br />

During the year, 15 brokers were selected through balloting<br />

and the System Audit Compliance <strong>Report</strong>s have been<br />

submitted by the Auditors.<br />

Investor Complaints handling status and Arbitration Awards<br />

statistics and progress were present in each meeting of the<br />

Board of Directors for information and perusal.<br />

Disciplinary actions under the Listing Regulations are<br />

initiated against the non-complaint companies. LSE<br />

maintains statistics of defaults of non-complaint companies.<br />

Directors' <strong>Report</strong><br />

Directors' <strong>Report</strong><br />

The data of handling of<br />

Investors complaints and the<br />

Arbitrations is given in the<br />

Directors' <strong>Report</strong><br />

Exhibit-A<br />

Summary of Major decisions of the Board during the year <strong>2011</strong><br />

Classification<br />

Number of<br />

Decisions<br />

Percentage of<br />

Total Decisions<br />

Corporate matters 18 24%<br />

Financial matters 13 17.5%<br />

HR matters 8 11%<br />

Marketplace Integrity and disciplinary orders 13 17.5%<br />

Operational and Strategic matters 11 15%<br />

Regulatory matters 11 15<br />

Total Decisions 74 -<br />

41


Board Committees


Board Committees <strong>2011</strong><br />

44<br />

Every year the Board of Directors constitutes Board Committees to delegate specific advisory functions. These Board<br />

Committees provide vital feedback to the Board to assist it in making well informed decisions and policies of the <strong>Exchange</strong>. The<br />

Committees wore within the defined TORs as approved by the Board to discharge their respective responsibilities/functions.<br />

For the year <strong>2011</strong>, the Board decided that the Conveners of the Board Committees should preferably the Directors of the<br />

<strong>Exchange</strong> so that the recommendations of the Committees are appropriately presented before the Board by the concerned<br />

Convener of the Committee. The Board constituted 17 Committee. A brief write up on the performance of the Committees is<br />

presented hereunder along with the attendance record of members:<br />

Committees formed under the Articles of Association & General Regulations<br />

Advisory & Arbitration Committee<br />

(Under General Regulation No. 24)<br />

Total number of meetings held during the year = 2<br />

Sr.<br />

No.<br />

Members<br />

Meetings<br />

Attended<br />

1 Rana Naveed Ahmed, CRO – Convener 2<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

Mr. Ahmed Naeem, Nominee Director,<br />

Reliance Capital (Pvt.) Ltd.<br />

Mr. Javaid Iqbal, Nominee Director,<br />

Javed Iqbal Securities (Pvt.) Ltd.<br />

Dr. Moatsim Billah, Nominee Director,<br />

Techno Fundamental Securities (Pvt.) Ltd.<br />

Mr. Naeem Anwar, Nominee Director,<br />

Maan Securities (Pvt.) Ltd.<br />

Syed Hassan Abid Zaidi, Nominee Director,<br />

Escorts Capital Ltd.<br />

Mr. Waseem Ahmed, Nominee Director,<br />

Fairway Securities (Pvt.) Ltd.<br />

8 Mr. Mujahid Nadeem –Deputy General Manager 2<br />

9 Mr. Nadeem Asghar – Manager Member Relations 2<br />

10 Mr. Salman Ali Bukhari – Assistant Manager 2<br />

11<br />

Mr. Barkat Ali Anjum – Assistant Manager, Media<br />

Relations<br />

Agenda / business dealt with:<br />

The Committee dealt with granting extension of time in time barred<br />

cases under the General Regulations. The Committee reviewed the<br />

pending cases and also appointed fresh Arbitrator in a case where an<br />

Arbitrator had resigned.<br />

Arbitration Committee<br />

(Under Article 134)<br />

Total number of meetings held during the year = Nil<br />

Sr.<br />

No.<br />

Members<br />

2<br />

0<br />

2<br />

1<br />

2<br />

Meetings<br />

Attended<br />

1 Mian Tajammal Hussain -<br />

2<br />

3<br />

4<br />

5<br />

Mr. Habib ullah Sheikh, Nominee Director,<br />

Habib ullah Sheikh (Pvt.) Ltd.<br />

Khawaja Imtiaz Ahmed, Nominee Director,<br />

INA Securities (Pvt.) Ltd.<br />

Syed Asim Zafar, Nominee Director,<br />

Zafar Securities (Pvt.) Ltd.<br />

Dr. Yasir Mahmood, Nominee Director,<br />

Yasir Mahmood Securities (Pvt) Ltd.<br />

Agenda / business dealt with:<br />

No meeting was held during the year.<br />

-<br />

-<br />

-<br />

-<br />

Defaulters Committee<br />

(Under Article 104)<br />

Total number of meetings held during the year = Nil<br />

Sr.<br />

No.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

Members<br />

Mr. Javed Iqbal, Nominee Director, Javed Iqbal<br />

Securities (Pvt.) Ltd. – Convener<br />

Mr. Afzal Rahat, Nominee Director,<br />

Rahat Securities Ltd.<br />

Mr. Asif Baig Mirza, Nominee Director,<br />

ABM Securities (Pvt.) Ltd.<br />

Mr. Habib Ullah Sheikh, Nominee Director,<br />

Habib Ullah Sheikh (Pvt.) Ltd.<br />

Khawaja Imtiaz Ahmed, Nominee Director,<br />

INA Securities (Pvt.) Ltd.<br />

Mr. Omar Khalil Malik Nominee Director,<br />

Networth Securities Ltd.<br />

Mirza Ejaz Ullah Baig Nominee Director,<br />

Capital Vision Securities (Pvt.) Ltd.<br />

Agenda / business dealt with:<br />

No meeting was held during the year.<br />

Membership Committee<br />

(Under Article 103)<br />

Total number of meetings held during the year = 5<br />

Sr.<br />

No.<br />

1<br />

2<br />

Members<br />

Mr. Jahanzeb Mirza, Nominee Director,<br />

S.D. Mirza Securities (Pvt.) Ltd. – Convener<br />

Mr. Ammar-ul-Haq, Nominee Director,<br />

Al-Haq Securities (Pvt.) Ltd.<br />

Meetings<br />

Attended<br />

-<br />

-<br />

-<br />

-<br />

-<br />

-<br />

-<br />

Meetings<br />

Attended<br />

3 Ms. Bushra Naz Malik 1<br />

4<br />

5<br />

Mirza Ejaz Ullah Baig, Nominee Director,<br />

Capital Vision Securities (Pvt.) Ltd.<br />

Engr. Mazhar Rafiq, Nominee Director,<br />

M.R. Securities (SMC-Pvt.) Ltd.<br />

6 Mr. Mumtaz Hussain Syed 0<br />

7<br />

Mr. Naeem Anwar, Nominee Director,<br />

Maan Securities (Pvt.) Ltd.<br />

Agenda / business dealt with:<br />

n As authorized by the Board of Directors, the Committee devised<br />

the procedures and terms & conditions for the bidding/auction of<br />

membership of LSE.<br />

n To approve a comprehensive 'Membership Manual' of the<br />

<strong>Exchange</strong> for the facility of new and existing members of the<br />

<strong>Exchange</strong>.<br />

5<br />

3<br />

4<br />

3<br />

4


Board Committees <strong>2011</strong><br />

Committees formed under Code of Corporate Governance<br />

Audit Committee<br />

Total number of meetings held during the year = 5<br />

Human Resources Committee<br />

Total number of meetings held during the year = 9<br />

Sr.<br />

No.<br />

Members<br />

Meetings<br />

Attended<br />

1 Ms. Bushra Naz Malik – Convener 5<br />

2<br />

3<br />

Mr. Ammar-ul-Haq, Nominee Director,<br />

Al-Haq Securities (Pvt.) Ltd.<br />

Mirza Ejaz Ullah Baig, Nominee Director,<br />

Capital Vision Securities (Pvt.) Ltd.<br />

4 Mr. Mumtaz Hussain Syed 5<br />

5<br />

Mr. Omar Khalil Malik, Nominee Director,<br />

Networth Securities Ltd.<br />

Agenda / business dealt with:<br />

n Engagement of Ernst & Young Ford Rhodes Sidat Hyder Chartered<br />

Accountants as co-sourced internal auditors to undertake GAP<br />

analysis and develop an internal audit plan as well as programs.<br />

n Appointment of Manager Internal Audit at LSE.<br />

n Approval of new set of signatories for the handling of LSE's Bank<br />

Accounts.<br />

n Discussed and recommend the half yearly accounts of the<br />

<strong>Exchange</strong> for the period ended December 31, 2010, quarterly<br />

accounts for the period ended March 31, <strong>2011</strong> and annual<br />

accounts for the year ended June 30, <strong>2011</strong>.<br />

n Updated LSE’s panel of Auditors for System Audit of the Brokers of<br />

the <strong>Exchange</strong>.<br />

n Inquiry of engaged lawyers as to the legal status of cases of LSE<br />

and consideration of the probable impact of such on the financial<br />

statements’ disclosures.<br />

n Updated the terms of reference of the BAC.<br />

3<br />

3<br />

4<br />

Sr.<br />

No.<br />

Members<br />

Meetings<br />

Attended<br />

1 Mr. Mumtaz Hussain Syed – Convener 8<br />

2<br />

Mr. Ammar-ul-Haq, Nominee Director,<br />

Al-Haq Securities (Pvt.) Ltd.<br />

3 Ms. Bushra Naz Malik 8<br />

4<br />

5<br />

Mr. Jahanzeb Mirza, Nominee Director,<br />

S.D. Mirza Securities (Pvt.) Ltd.<br />

Engr. Mazhar Rafiq, Nominee Director,<br />

M.R. Securities (SMC-Pvt.) Ltd.<br />

Agenda / business dealt with:<br />

n New HR Manual of the <strong>Exchange</strong><br />

n Increment and Salary rationalization<br />

n Grant of Employee Welfare Fund<br />

n Handling a harassment complaint<br />

n Hiring of CFO<br />

Committee formed under UTS Regulations<br />

Joint Steering Committee<br />

Total number of meetings held during the year = 2<br />

Sr.<br />

No.<br />

1<br />

Members<br />

Mr. Adeel Zafar, Nominee Director,<br />

Adeel Zafar Securities (Pvt.) Ltd.<br />

9<br />

9<br />

9<br />

Meetings<br />

Attended<br />

2 Mr. Aftab Ahmad Ch., Managing Director, LSE. 2<br />

2<br />

45<br />

3<br />

4<br />

Mr. Ammar-ul-Haq, Nominee Director,<br />

Al-Haq Securities (Pvt.) Ltd.<br />

Mr. Omar Khalil Malik, Nominee Director,<br />

Networth Securities Ltd.<br />

2<br />

2<br />

5 Brig. (R) Fateh Khan Malik 2<br />

6 Dr. Iftikhar Ahmad 2<br />

7 Ms. Alya Majid 1<br />

8 Mr. Imtiaz Haider, Managing Director, ISE 2<br />

Agenda / business dealt with:<br />

n To bring liquidity to the UTS platform the committee<br />

recommended waiving off Market Access Fee for a limited period.<br />

n To recommended to the respective boards that the UTS contract<br />

between the exchanges be temporarily extended till December<br />

31, <strong>2011</strong> before which the JSC will reconvene to negotiate the<br />

terms and conditions of the UTS contract for an extended period<br />

of time.


Board Committees <strong>2011</strong><br />

Other Advisory Committees<br />

Building Committee<br />

Total number of meetings held during the year = 3<br />

Company Affairs Committee<br />

Total number of meetings held during the year = 12<br />

46<br />

Sr.<br />

No.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

Members<br />

Mr. Zeeshan Dar, Nominee Director,<br />

Darson Securities (Pvt.) Ltd. - Convener<br />

Mr. Adeel Zafar, Nominee Director,<br />

Adeel Zafar Securities (Pvt.) Ltd.<br />

Mr. Ammar-ul-Haq, Nominee Director,<br />

Al-Haq Securities (Pvt.) Ltd.<br />

Mr. Hasan Ahmad Chaudhry, Nominee Director,<br />

Jamshed & Hasan Securities (Pvt.) Ltd.<br />

Mr. Jahanzeb Mirza, Nominee Director,<br />

S.D. Mirza Securities (Pvt.) Ltd.<br />

Mr. Javed Iqbal, Nominee Director,<br />

Javed Iqbal Securities (Pvt.) Ltd.<br />

Khawaja Usman Arif, Nominee Director,<br />

Khawaja Securities (Pvt.) Ltd.<br />

Mirza Ejaz Ullah Baig, Nominee Director,<br />

Capital Vision Securities (Pvt.) Ltd.<br />

Mr. Omar Khalil Malik Nominee Director,<br />

Networth Securities Ltd.<br />

Mr. Umair Butt Nominee Director,<br />

Dosslani's Securities (Pvt.) Ltd.<br />

Meetings<br />

Attended<br />

Agenda / business dealt with:<br />

n Approval of plan and selection of contractor for the award of work<br />

relating to refurbish works at LSE Secretariat & other areas of LSE<br />

Building.<br />

n To expedite the process for obtaining requisite approval from the<br />

relevant authorities concerning Car Parking/Rear Tower Project.<br />

3<br />

3<br />

3<br />

3<br />

3<br />

2<br />

0<br />

2<br />

3<br />

1<br />

Sr.<br />

No.<br />

1<br />

2<br />

3<br />

Members<br />

Mr. Omar Khalil Malik Nominee Director,<br />

Networth Securities Ltd. - Convener<br />

Mr. Afraz Zafar, Nominee Director,<br />

Horizon Securities (SMC-Pvt.) Ltd.<br />

Mr. Asif Baig Mirza, Nominee Director,<br />

ABM Securities (Pvt.) Ltd.<br />

Meetings<br />

Attended<br />

4 Ms. Bushra Naz Malik 7<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

11<br />

Mr. Fawad Dosslani, representative,<br />

Dosslani's Securities (Pvt.) Ltd.<br />

Khawaja Imtiaz Ahmed, Nominee Director,<br />

INA Securities (Pvt.) Ltd.<br />

Mr. Muhammad Ashraf Hussain Adhi, Nominee<br />

Director, Maha Securities (Pvt.) Ltd.<br />

Mr. Muhammad Nadeem Ejaz, Nominee Director ,<br />

Adeel & Nadeem Securities (Pvt.) Ltd.<br />

Mr. Muhammad Rafiq, Nominee Director,<br />

Equity Master Securities (Pvt.) Ltd.<br />

Mr. M. Tabassum Munir, Nominee Director,<br />

MTM Securities (Pvt.) Ltd.<br />

Mr. Waseem Ahmad, Nominee Director, Fairway<br />

Securities (Pvt.) Ltd.<br />

Agenda / business dealt with:<br />

n Listing of:<br />

· First Habib Cash Fund<br />

· HBL-Islamic Money Market Fund<br />

· HBL-Islamic <strong>Stock</strong> Fund<br />

· MCB Islamic Income Fund<br />

· PakGen Power Ltd.<br />

· Pak Oman Government Securities Fund<br />

· Engro Foods Ltd.<br />

· IGI Capital Protected Fund<br />

· Lakson Asset Allocation Developed Markets Fund<br />

· Lakson Asset Allocation Global Commodities Fund<br />

· Lakson Asset Allocation Emerging Markets Fund<br />

· NAFA Financial Sector Income Fund<br />

· TFCs of Engro Corporation Ltd. (2nd Issue)<br />

n Voluntary de-listing of Fecto Sugar Mills Ltd.<br />

n Listing of actively traded companies of KSE not listed at LSE<br />

n Amendments in the Listing Regulations of <strong>Exchange</strong>.<br />

9<br />

7<br />

12<br />

6<br />

8<br />

5<br />

0<br />

10<br />

6<br />

6


Board Committees <strong>2011</strong><br />

Corporatization & Demutualization Committee<br />

Total number of meetings held during the year = 5<br />

IT Committee<br />

Total number of meetings held during the year = 4<br />

Sr.<br />

No.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

Members<br />

Dr. Yasir Mahmood, Nominee Director,<br />

Yasir Mahmood Securities (Pvt.) Ltd. - Convener<br />

Mr. Adeel Zafar, Nominee Director,<br />

Adeel Zafar Securities (Pvt.) Ltd.<br />

Mr. Ammar-ul-Haq, Nominee Director,<br />

Al-Haq Securities (Pvt.) Ltd.<br />

Mr. Ashraf Hussain Adhi, Nominee Director,<br />

Maha Securities (Pvt.) Ltd.<br />

Dr. Arslan Razaque, Nominee Director,<br />

Dr. Arslan Razaque Securities (SMC-Pvt.) Ltd.<br />

Mr. Habib Ullah Sheikh, Nominee Director,<br />

Habib Ullah Sheikh (Pvt.) Ltd.<br />

Mr. M. Tabassum Munir, Nominee Director,<br />

MTM Securities (Pvt.) Ltd.<br />

Mirza Ejaz Ullah Baig, Nominee Director,<br />

Capital Vision Securities (Pvt.) Ltd.<br />

Mr. Omar Khalil Malik Nominee Director,<br />

Networth Securities Ltd.<br />

Syed Asim Zafar, Nominee Director,<br />

Zafar Securities (Pvt.) Ltd.<br />

Meetings<br />

Attended<br />

Agenda / business dealt with:<br />

n Recommendation of revised TOR of the Committee.<br />

n Deliberation to speed-up the process of Corporatization and<br />

Demutualization of stock exchange.<br />

n Examining other possible ways for Corporatization of the<br />

<strong>Exchange</strong> without Demutualization.<br />

Investment Committee<br />

Total number of meetings held during the year = 5<br />

Sr.<br />

No.<br />

Members<br />

5<br />

5<br />

4<br />

3<br />

2<br />

5<br />

3<br />

4<br />

3<br />

2<br />

Meetings<br />

Attended<br />

1 Engr. Mazhar Rafiq - Convener 5<br />

2 Mr. Aftab Ahmed Ch., Managing Director, LSE 3<br />

3<br />

4<br />

Mr. Ammar-ul-Haq, Nominee Director,<br />

Al-Haq Securities (Pvt.) Ltd.<br />

Mr. Asif Baig Mirza, Nominee Director,<br />

ABM Securities (Pvt.) Ltd.<br />

5 Ms. Bushra Naz Malik 4<br />

6 Mr. Mumtaz Hussain Syed 2<br />

Agenda / business dealt with:<br />

n To draft TOR of the Committee.<br />

n To approve the Investment policy of the <strong>Exchange</strong>.<br />

n To review the Investments of the <strong>Exchange</strong>.<br />

n To recommend the Board amendments in the Articles of<br />

Association of LSE with respect to investment of the <strong>Exchange</strong>s.<br />

2<br />

5<br />

Sr.<br />

No.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

Members<br />

Mr. Khurram Gulzar, Nominee Director, Value <strong>Stock</strong><br />

Securities (Pvt.) Ltd - Convener<br />

Mr. Adeel Zafar, Nominee Director,<br />

Adeel Zafar Securities (Pvt.) Ltd<br />

Mr. Ali Raza Jafry, Nominee Director,<br />

Switch Securities (Pvt.) Ltd.<br />

Mr. Amir Ilyas, Nominee Director,<br />

Amer Securities (Pvt.) Ltd.<br />

Mr. Habib ullah Sheikh, Nominee Director,<br />

Habib Ullah Sheikh (Pvt.) Ltd.<br />

Mr. Kashif Nisar, Nominee Director,<br />

Allied Securities (Pvt.) Ltd.<br />

Meetings<br />

Attended<br />

7 Engr. Mian Sajid Masood 0<br />

8<br />

9<br />

10<br />

11<br />

Dr. Moatsim Billa, Nominee Director,<br />

Techno Fundamental Securities (Pvt.) Ltd.<br />

Mr. Nadeem Ijaz, Nominee Director,<br />

Adeel & Nadeem Securities (Pvt.) Ltd.<br />

Mr. Omar Khalil Malik Nominee Director,<br />

Networth Securities Ltd.<br />

Dr. Yasir Mahmood, Nominee Director,<br />

Yasir Mahmood Securities (Pvt.) Ltd.<br />

Agenda / business dealt with:<br />

n Review and approval of the TOR of the IT committee, proposed<br />

Vision, Mission and Core Values of the LSE Technology Services<br />

Division.<br />

n Review the performance of LSE Technology Services Division for<br />

the fiscal year <strong>2011</strong>.<br />

n Review the financial budget of the LSE Technology Services<br />

Division<br />

n Consideration and approval to develop software for Capital Gains<br />

Tax reporting as per FBR requirements.<br />

n Review and approve the pilot project to replace RSA with<br />

alternative 2-factor authentication systems for enhanced trading<br />

system security.<br />

n To review and approve the agreement between LSE and Catalyst IT<br />

n<br />

n<br />

for the Liquidity Network Provider project.<br />

Review and recommend the renewal of the <strong>Annual</strong> support<br />

contract for Server Maintenance, UPS maintenance and Oracle<br />

Enterprise Support to the procurement department.<br />

To review and approve the HR requirements in the Technology<br />

Services Division.<br />

3<br />

4<br />

2<br />

2<br />

4<br />

1<br />

1<br />

3<br />

3<br />

47


Board Committees <strong>2011</strong><br />

Legal Affairs Committee<br />

Total number of meetings held during the year = 3<br />

IT Steering Committee<br />

Total number of meetings held during the year = Nil<br />

Sr.<br />

No.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

Members<br />

Mr. Ammar-ul-Haq, Nominee Director,<br />

Al-Haq Securities (Pvt.) Ltd. - Convener<br />

Mr. Adeel Zafar, Nominee Director,<br />

Adeel Zafar Securities (Pvt.) Ltd.<br />

Mr. Afzal Rahat, Nominee Director,<br />

Rahat Securities Ltd.<br />

Mr. Jahanzeb Mirza, Nominee Director,<br />

S.D. Mirza Securities (Pvt.) Ltd.<br />

Mr. Omar Khalil Malik Nominee Director,<br />

Networth Securities Ltd.<br />

Mr. Zeeshan Dar, Nominee Director,<br />

Darson Securities (Pvt.) Ltd.<br />

Meetings<br />

Attended<br />

3<br />

3<br />

3<br />

3<br />

2<br />

0<br />

Sr.<br />

No.<br />

1<br />

2<br />

Members<br />

Mr. Omar Khalil Malik Nominee Director,<br />

Networth Securities Ltd. - Convener<br />

Mr. Khurram Gulzar, Nominee Director, Value <strong>Stock</strong><br />

Securities (Pvt.) Ltd<br />

Meetings<br />

Attended<br />

3 Mr. Salman Shah: CEO - Softech Technologies Ltd. -<br />

4 Syed Asif Shah: CIO – CDC -<br />

5 Zafar Alvi: Chief Officer MIS – SNGPL -<br />

Agenda / business dealt with:<br />

n No meeting was held during the year.<br />

-<br />

-<br />

48<br />

Agenda / business dealt with:<br />

n Status of all the pending cases in different courts was discussed<br />

and future strategy was chalked out for proper follow up of the<br />

said case in general and cases pertaining to the 2000 crisis & the<br />

cases involving financial impact in particular.<br />

New Product, Seminars, Publications & Sports<br />

etc.<br />

Total number of meetings held during the year = Nil<br />

Sr.<br />

No.<br />

1<br />

2<br />

3<br />

4<br />

Members<br />

Mr. Ali Naseer, Nominee Director,<br />

Highlink Capital (Pvt.) Ltd. – Convener<br />

Mr. M. Tabassum Munir, Nominee Director,<br />

MTM Securities (Pvt.) Ltd.<br />

Mirza Ejaz Ullah Baig, Nominee Director,<br />

Capital Vision Securities (Pvt.) Ltd.<br />

Dr. Moatsim Billah, Nominee Director, Techno<br />

Fundamental Securities (Pvt.) Ltd.<br />

Meetings<br />

Attended<br />

5 Mr. Muhammad Amir Riaz -<br />

6<br />

7<br />

8<br />

9<br />

10<br />

Mr. Muhammad Arshad, Nominee Director,<br />

A.S. Securities (Pvt.) Ltd.<br />

Mr. Muhammad Asghar, Nominee Director,<br />

Pearl Brokerage (Pvt.) Ltd.<br />

Mr. Omar Khalil Malik Nominee Director,<br />

Networth Securities Ltd.<br />

Mr. Umair Butt Nominee Director,<br />

Dosslani's Securities (Pvt.) Ltd.<br />

Mr. Zeeshan Dar, Nominee Director,<br />

Darson Securities (Pvt.) Ltd.<br />

Agenda / business dealt with:<br />

n No meeting was held during the year.<br />

-<br />

-<br />

-<br />

-<br />

-<br />

-<br />

-<br />

-<br />

-<br />

Tax Committee<br />

Total number of meetings held during the year = 2<br />

Sr.<br />

No.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

11<br />

Members<br />

Mirza Ejaz Ullah Baig, Nominee Director,<br />

Capital Vision Securities (Pvt.) Ltd. – Convener<br />

Mr. Adeel Zafar, Nominee Director, Nominee<br />

Director, Adeel Zafar Securities (Pvt.) Ltd.<br />

Mr. Asif Baig Mirza, Nominee Director,<br />

ABM Securities (Pvt.) Ltd.<br />

Mr. Habib ullah Sheikh, Nominee Director,<br />

Habib ullah Sheikh (Pvt.) Ltd<br />

Mr. Jahanzeb Mirza, Nominee Director,<br />

S.D. Mirza Securities (Pvt.) Ltd.<br />

Mr. Muhammad Ilyaas Sethi, Nominee Director,<br />

Sethi Securities (SMC-Pvt.) Ltd.<br />

Dr. Moatsim Billah, Nominee Director,<br />

Techno Fundamental Securities (Pvt.) Ltd.<br />

Mr. Omar Khalil Malik, Nominee Director,<br />

Networth Securities Ltd.<br />

Syed Hassan Iqbal, Nominee Director,<br />

MGM Securities (Pvt.) Ltd.<br />

Syed Muhammad Ismail Abbasi, Nominee Director,<br />

Abbasi & Company (Pvt.) Ltd.<br />

Mr. Usman Hameed Chaudhri, Nominee Director,<br />

NH Securities (Pvt.) Ltd.<br />

Meetings<br />

Attended<br />

Agenda / business dealt with:<br />

n To recommend the TOR of the Committee<br />

n To deliberate on issues related to Capital Gain Tax<br />

n To discuss common tax matters with Tax Advisor LSE<br />

n To set the Agenda for meeting with the Chief Commissioner,<br />

Inland Revenue FBR<br />

n To discuss the allocation of Property Tax to leaseholders of LSE<br />

Building.<br />

9<br />

7<br />

12<br />

7<br />

6<br />

8<br />

5<br />

0<br />

10<br />

6<br />

6


Board Committees <strong>2011</strong><br />

Trading Affairs Committee<br />

Total number of meetings held during the year = 8<br />

Sr.<br />

No.<br />

1<br />

2<br />

3<br />

4<br />

5<br />

6<br />

7<br />

8<br />

9<br />

10<br />

Members<br />

Mr. Naeem Anwar, Nominee Director,<br />

Maan Securities (Pvt) Ltd. - Convener<br />

Mr. Adeel Zafar, Nominee Director, Nominee<br />

Director, Adeel Zafar Securities (Pvt.) Ltd.<br />

Mr. Amir Illyas, Nominee Director,<br />

Amir Securities (Pvt.) Ltd.<br />

Dr. Arsalan Razaque, Nominee Director,<br />

Dr. Arsalan Razaque Securities (Pvt.) Ltd.<br />

Khawaja Sami Rashid, Nominee Director,<br />

KSR <strong>Stock</strong> Brokerage (Pvt.) Ltd<br />

Mirza Ejaz Ullah Baig, Nominee Director,<br />

Capital Vision Securities (Pvt.) Ltd.<br />

Mr. Muhammad Asghar, Nominee Director,<br />

Pearl Brokerage (Pvt.) Ltd.<br />

Mr. Muhammad Ashraf Hussain Adhi, Nominee<br />

Director, Maha Securities (Pvt.) Ltd.<br />

Syed Hassan Iqbal, Nominee Director,<br />

MGM Securities (Pvt.) Ltd.<br />

Dr. Yasir Mahmood, Nominee Director,<br />

Yasir Mahmood Securities (Pvt.) Ltd.<br />

Meetings<br />

Attended<br />

Agenda / business dealt with:<br />

n Recommendation of revised TOR of the Committee.<br />

n Amendments in Bonds Automated Trading System (Debt<br />

Securities Market) Regulations regarding:<br />

8<br />

7<br />

8<br />

4<br />

0<br />

4<br />

5<br />

6<br />

8<br />

6<br />

o Waiver of Basic Deposit requirement for trading in debt<br />

market.<br />

o Circuit Breakers<br />

o Order Types and Attributes for Debt Trades<br />

n<br />

Amendments in System Audit Regulations regarding:<br />

o Insertion of new definition for Debt Market<br />

o To amend the clause related with Confirmation of Client Order.<br />

n<br />

Amendments in General Regulations in respect of the following<br />

issues:<br />

o Standardized Account Opening Form<br />

o Dissemination of Information relating to<br />

Consequential<br />

Actions by the <strong>Exchange</strong><br />

n<br />

Amendments in Automated Trading Regulations regarding:<br />

o Use of Disaster Recovery (DR) Terminal as a Normal Workstation,<br />

if installed at Registered/Branch Office.<br />

n<br />

Amendments in Regulations for Futures Trading in the<br />

Provisionally Listed Companies (FTPLC), 2002 in respect of the<br />

following:<br />

o Suspension of trading due to under subscription in the event of<br />

certain number of application as prescribed in the new amendment.<br />

n<br />

Amendments in Regulations Governing Cash-Settled Futures<br />

Contract regarding:<br />

o Reduction in amount of Basic Deposit requirement.<br />

n<br />

Proposed Changes in Regulations Governing Risk Management<br />

regarding:<br />

o Pre-Settlement Delivery<br />

o Basic Deposit as Exposure Margins<br />

o Closing Price Methodology<br />

n<br />

Proposed Changes in Regulations Governing Deliverable Futures<br />

Market (DFM) related with:<br />

o Waiver of Basic Deposit requirement<br />

o Liability to deposits in case delay in payments<br />

n<br />

Recommendations on the Notification for amendments to the<br />

Securities (Leverage Market and Pledging) Rules, <strong>2011</strong>.<br />

49


Organizational Roundup


Operations and Strategy Division<br />

52<br />

Sitting (Left to Right)<br />

Hifsa Siddiqi | Mujahid Nadeem | Farid Malik | Nadeem Asghar | Asma Tayyiba<br />

Standing (Left to Right)<br />

Qamar Jamil | Muhammad Raza | Gulzar Ahmad | Muhammad Rashid | Naseer Javed | Munir Islam Qureshi<br />

Siddiq-ur-Rahman Khurram | Babar Latif Sufi | Shaukat Masih | Mudassir Alam<br />

Muhammad Usman | Syed Wasim Shah | Barkat Ali Anjum<br />

During FY 2010-11, the Operations & Strategy Division accounted for approximately<br />

70% of Income vs. 12% of Admin. Exp<br />

The Operations Division used to manage the day-to-day operations of the <strong>Exchange</strong> pertaining to Market Operations. However,<br />

with the adoption of the 5 Years' Strategy Business and Budgeting Plan by the Board and the ensuing restructuring of the<br />

<strong>Exchange</strong>, the activities of the Division have been expanded to include the strategy function as well. Under the Plan, the<br />

Operations & Strategy Division has been given the additional mandate of crystallizing and implementing the objectives of (i)<br />

Corporate Revitalization and (ii) Marketplace Initiatives.<br />

These strategic initiatives can be broadly classified as under:<br />

n Initiatives for Investors<br />

n Initiatives for Companies<br />

n Initiatives for Market<br />

n Enhancing Intermediaries' Efficiencies


Operations and Strategy Division<br />

Short Term Goals<br />

n Introduction of 7-days<br />

Deliverable Future Contracts<br />

n Introduction of Sectorial Indices<br />

n Auto release of securities<br />

pledged against exposure<br />

margins<br />

n Introduction of Market Makers<br />

n UTS Revival and expansion into<br />

NMS<br />

n Introduction of Market Wide<br />

Circuit Breaker<br />

n Revival of Bonds Trading by<br />

enhancing BATS Trading<br />

interface<br />

n Corporate Briefings Program<br />

n Training seminars on LSE<br />

application software<br />

n Continuous Professional<br />

Development of Members<br />

through various lectures/<br />

seminars/programs<br />

n Improving operational efficiency<br />

(identification of issues through<br />

surveys)<br />

n<br />

n<br />

n<br />

Medium Term Goals<br />

Liquidity Network Project<br />

Introduction of <strong>Stock</strong> Index<br />

Futures<br />

Introduction of <strong>Stock</strong> Index<br />

Futures<br />

n Introduction of Options on<br />

Individual Securities<br />

n Mobile and Web-based<br />

Trading<br />

n Introduction of Market<br />

Makers<br />

n Improvement in the pretrade<br />

and post-trade risk<br />

management systems<br />

n Introduction of <strong>Exchange</strong><br />

Traded Funds (ETFs)<br />

n Listing Business<br />

Development<br />

Capacity Building of Brokers<br />

and Agents<br />

Business Process Efficiencies<br />

n<br />

n<br />

n<br />

n<br />

Long Term Goals<br />

n<br />

Multi-Market<br />

Gateway<br />

Introduction of After-<br />

Hours Trading<br />

n Currency Future<br />

Trading<br />

n Introduction of<br />

derivative products<br />

like Index Options,<br />

Swap, Call Warrants<br />

etc.<br />

n Introduction of REITs<br />

Demutualization<br />

53<br />

Organizational Structure<br />

The division is headed by the Chief Strategy Officer/Chief Operating Officer (General Manager) and is presently structured as<br />

follows:<br />

Strategy and Planning Department<br />

The Strategy and Planning Department will be responsible for developing and supervising the implementation of various<br />

initiatives identified in the 5 Years' Strategy Business and Budgeting Plan. These initiatives are aimed at not only improving the<br />

liquidity within LSE's order book but to also achieve diversification in product offerings and IT services. More specifically, the<br />

strategic “Initiatives for Market” identified in the Plan have been further classified as follows:<br />

Existing Market Development New Market Development Associated Initiatives/Campaigns<br />

n Liquidity Network Project<br />

n Multi-Market Gateway<br />

n UTS/NMS<br />

n Mobile & Web Based<br />

n After Hours<br />

n Bonds & Derivatives<br />

n Spot Trading Eco System<br />

n Currency Trading<br />

n REITs<br />

n Islamic & International Indices<br />

n Listing Business Development<br />

n Capacity Building of Brokers<br />

n Enhanced Members’ Services<br />

n Business Process Efficiencies<br />

n Compliance & Surveillance<br />

n Repositioning of Website


Operations and Strategy Division<br />

54<br />

The Liquidity Network Project is aimed at revitalizing LSE's<br />

order book and to mitigate inter-exchange trading issues. The<br />

Project comprises of two parts in which one part would<br />

involve the establishment of a technological link of the<br />

electronic gateways of the selected liquidity providers with<br />

the trading engine of LSE. The other part of the project would<br />

involve bilateral/multilateral commercial agreements by LSE<br />

with these liquidity providers so as to ensure that most<br />

competitive and cost effective arrangements are offered to<br />

LSE members/investors. The project is in an advanced stage in<br />

terms of technical development and regulatory framework.<br />

New corporate identity was introduced to provide fresh look<br />

and feel of the institution. The new logo with blue color<br />

indicates the electronic form of transactions taking place. The<br />

flying arrows crossing each other (»«) depict the<br />

activity/liquidity and exchanging/intermediation of securities<br />

at the LSE platform. LSE's website with a new domain<br />

www.lse.com.pk was also launched. The new website would<br />

act as business communication channel as it is more<br />

informative, responsive and user friendly for the investors with<br />

some unique facets and online services for the investors.<br />

Further, it is optimized for Search Engines and integrated with<br />

social media to propagate LSE/Market updates.<br />

The department is also overseeing various other initiatives like<br />

the Corporate Briefing Program, Training Seminars on trading<br />

software, Continuous Professional Development of members<br />

through various lectures/seminars/programs and other goals<br />

as identified above.<br />

Company Affairs<br />

The Company Affairs Department is mainly responsible for<br />

providing services to enable listing of new securities,<br />

supervising the listed companies to ensure continuous<br />

compliance with the listing/regulatory requirements and<br />

dissemination of price sensitive material information of listed<br />

securities to the market participants and the media. The<br />

department's vision is pro-active supervision thus facilitating<br />

good corporate governance to strengthen the confidence of<br />

shareholders and other stakeholders in investing through<br />

<strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong>. The department is also a major source<br />

of generating significant amount of revenue through listing<br />

fees.<br />

The Listing Section is mainly involved in processing the<br />

applications for listing of securities on the <strong>Exchange</strong>,<br />

additional capital raised by listed companies and voluntary<br />

delisting. For the companies desirous to make an initial public<br />

offering ('IPO') of its securities on the <strong>Exchange</strong>, the section<br />

reviews the prospectus/offering document and the<br />

supporting documents required to be filed under the law and<br />

admits the securities to listing once the compliance with<br />

relevant listing criteria is made by the issuing company.<br />

In case of voluntary delisting cases, joint meeting with KSE is<br />

held to reach at the most favorable buy back price. The process<br />

is continuously monitored by the section to ensure the<br />

compliance of listing regulation and to safeguard the interest<br />

of minority shareholders. In addition to the above, the section<br />

also processes the request for issuance of additional capital by<br />

listed companies through right issues, bonus or issue of shares<br />

by way of other than right offers.<br />

The Corporate Compliance Section monitors compliance<br />

with the continuing obligations under the Listing Regulations<br />

of the <strong>Exchange</strong> by listed companies. The continuing<br />

obligations are intended to ensure that all market users have<br />

simultaneous access to the same information and to maintain<br />

an orderly market in the listed securities. Some of the<br />

important post listing requirements under Listing Regulations<br />

include holding of <strong>Annual</strong> General Meeting in accordance<br />

with the law, intimation of board meetings and close period,<br />

free-float updation on quarterly basis, details of shareholding,<br />

timely intimation of material information to the exchange by<br />

the listed companies and other requirements under the Code<br />

of Corporate Governance. Record of companies in default of<br />

listing regulations is maintained by the section and such<br />

companies are regularly advised to ensure compliance with<br />

the requirements of listing regulations.<br />

Once listing is granted, there needs to be timely, accurate and<br />

sufficient disclosure of information to investors to ensure that<br />

they are kept fully informed by the issuer of all factors which<br />

might affect their interests. The Ready section of Company<br />

Affairs Department is primarily responsible for timely and<br />

accurate dissemination of such material information to the<br />

investors and other market participants through data entry in<br />

the various systems provided by MIS of LSE in a swift and error<br />

free manner. Active liaison with CDC, NCCPL and other<br />

<strong>Exchange</strong>s is also established to smoothly handle the<br />

corporate actions.<br />

The Corporate Briefings Program has been launched by the<br />

CAD to provide a platform to listed companies to regularly<br />

interact with their stakeholders. The companies having large<br />

investors following are given opportunities to further<br />

promote their business strategies and performance through<br />

this program. Besides being informative for the brokers,<br />

media, investors and the general public, the program also<br />

enables LSE to provide listed companies with any guidance<br />

that they may need in the wake of the ever changing<br />

governance and reporting environment. During the year the<br />

following programs were organized:


Operations and Strategy Division<br />

Name of Company<br />

Date<br />

Treet Corporation Limited 07-01-<strong>2011</strong><br />

Arif Habib Corporation Limited 10-02-<strong>2011</strong><br />

Engro Corporation Limited 24-02-<strong>2011</strong><br />

Nishat Mills Limited / D.G Khan Cement<br />

Company Limited<br />

24-03-<strong>2011</strong><br />

Bank Alfalah Limited 11-05-<strong>2011</strong><br />

Conversion of Close end Funds into Open end Funds<br />

Sr.<br />

Date of Conversion into<br />

Name of Close end Fund<br />

No. Open end Fund<br />

1 JS Large Cap. Fund 27-09-2010<br />

2 Pakistan Premier Fund 13-01-<strong>2011</strong><br />

Delistings<br />

Sr Name Reason of Delisting Delisting Date<br />

The department has actively participated in the IPO summit<br />

organized in October <strong>2011</strong> under the banner of South Asian<br />

Federation of <strong>Exchange</strong>s. The summit aimed at providing an<br />

opportunity to companies considering making a debut as a<br />

listed company to get familiarized with the applicable laws<br />

relevant to listing, complete listing process and post-listing<br />

compliance requirements.<br />

Companies<br />

1 Shaheen Cotton Mills Ltd. Merged with and into Shahzad<br />

Textile Mills Ltd. (100:30)<br />

2 Pak Elektron Ltd.-Convertible<br />

Preference Shares & Pak<br />

Elektron Ltd.-Non convertible<br />

Preference Shares<br />

Clubbed/consolidated into single<br />

security i.e. Pak Electron Ltd.-<br />

Preference shares<br />

02-08-2010<br />

14-09-2010<br />

In order to increase the depth of the market, the department<br />

has launched a Listing Campaign in order to attract<br />

companies having potential for listings. The actively traded<br />

companies of the other <strong>Exchange</strong>s which are not listed at LSE<br />

are also being approached and incentives are proposed to<br />

encourage new listing.<br />

New Listings<br />

Sr Name Listing Date<br />

Companies<br />

1 PakGen Power Ltd. 21-07-<strong>2011</strong><br />

2 Engro Foods Ltd. 10-08-<strong>2011</strong><br />

Open End Funds<br />

1 HBL-Money Market Fund 15-07-2010<br />

2 NAFA Asset Allocation Fund 23-08-2010<br />

3 NAFA Riba Free Savings Fund 23-08-2010<br />

4 First Habib Cash Fund 22-03-<strong>2011</strong><br />

5 HBL-Islamic Money Market Fund 11-05-<strong>2011</strong><br />

6 HBL-Islamic <strong>Stock</strong> Fund 11-05-<strong>2011</strong><br />

7 MCB Islamic Income Fund 23-06-<strong>2011</strong><br />

8 Pak Oman Government Securities Fund 04-08-<strong>2011</strong><br />

9 IGI Capital Protected Fund 19-10-<strong>2011</strong><br />

10 Lakson Asset Allocation Developed Markets Fund 19-10-<strong>2011</strong><br />

11 Lakson Asset Allocation Global Commodities Fund 19-10-<strong>2011</strong><br />

12 Lakson Asset Allocation Emerging Markets Fund 19-10-<strong>2011</strong><br />

13 NAFA Financial Sector Income Fund 31-10-<strong>2011</strong><br />

Term Finance Certificates<br />

1 Engro Corporation Ltd. (Engro Rupiyah Certificate-2nd Issue) 04-11-<strong>2011</strong><br />

3 Ghulam Muhammad Dadabhoy<br />

Ltd.<br />

Winding up through Court Order 21-10-2010<br />

4 Amazai Textile Mills Ltd. Winding up through Court Order 08-12-2010<br />

5 Tawakkal Polyester Industries<br />

Ltd.<br />

6 Pakistan Strategic Allocation<br />

Fund<br />

Winding up through Court Order 08-12-2010<br />

Converted into an Open end Fund 08-12-2010<br />

7 Royal Bank of Scotland Ltd. Merged with and into Faysal<br />

Bank Ltd. (6:1)<br />

8 Atlas Bank Ltd. Merged with and into Summit<br />

Bank Ltd. (1:0.45)<br />

03-01-<strong>2011</strong><br />

11-01-<strong>2011</strong><br />

9 Itti Textiles Ltd. Winding up through Court Order 03-02-<strong>2011</strong><br />

10 Hala Spinning Mills Ltd. Winding up through Court Order 03-02-<strong>2011</strong><br />

11 First Interfund Modaraba Winding up through Court Order 03-02-<strong>2011</strong><br />

12 Universal Oil & Vegetable Ghee<br />

Mills Ltd.<br />

Winding up through Court Order 20-04-<strong>2011</strong><br />

13 My Bank Ltd. Merged with and into Summit<br />

Bank Ltd. (1:0.80)<br />

Open End Funds<br />

06-07-<strong>2011</strong><br />

1 JS Capital Protected Fund IV Matured and fully redeemed 29-06-<strong>2011</strong><br />

2 MCB Sarmaya Mehfooz Fund 1 Matured and fully redeemed 05-08-<strong>2011</strong><br />

3 JS Principal Secure Fund II Matured and fully redeemed 19-09-<strong>2011</strong><br />

Term Finance Certificates<br />

1 IGI Investment Bank Ltd. Matured and fully redeemed 02-08-<strong>2011</strong><br />

Buy-Back of Shares<br />

Sr.<br />

No.<br />

Name of<br />

Company<br />

1 The Frontier Sugar<br />

Mills & Distillery Ltd.<br />

2 Fecto Sugar Mills<br />

Ltd.<br />

Price Proposed by the<br />

Company<br />

Rs. 32/- for ordinary shares &<br />

Rs. 18.60 for preference shares<br />

Price Fixed by the<br />

<strong>Exchange</strong><br />

Rs. 190.20 for ordinary shares &<br />

Rs. 18.60 for preference shares<br />

Delisting<br />

Date<br />

25-10-2010<br />

Rs. 32.23 per share Rs. 38/- per share 22-08-<strong>2011</strong><br />

55


Operations and Strategy Division<br />

56<br />

Risk and Clearing Department<br />

The Risk and Clearing Department is responsible for<br />

managing risks associated with trading of stocks through<br />

carrying out real time monitoring of members exposures,<br />

margins and losses, position limits, collateral management,<br />

issuance of notices and clearing schedule, receipts from and<br />

payment to members, collection of charges, taxes and fee,<br />

suspension and restoration of trading rights, activation and<br />

deactivation of membership, squaring-up of delivery default<br />

positions. The department is also engaged in other activities<br />

like ensuring compliance of regulatory requirements by the<br />

member, monitoring the renewal of certificate of registration<br />

of members with SECP, receipts of biannually/quarterly NCB<br />

certificates from members, impose fines/penalty on late<br />

submission of Net Capital Balance Certificates and to manage<br />

members' capital adequacy.<br />

There exists a comprehensive, reliable and updated risk<br />

controlling and monitoring system in the <strong>Exchange</strong> which<br />

enables Risk and Clearing Department to perform its function<br />

more efficiently and effectively.<br />

The department has achieved automation in many areas to<br />

improve the efficiency of the department and eliminate<br />

manual working. Interfaces at <strong>Lahore</strong> <strong>Stock</strong>s System (LSS)/<br />

Clearing House System (CHS) have also been provided to<br />

reduce human error. During the period under review, the<br />

department has successfully implemented off-market trades<br />

reporting mechanism, auto-debit facility for collection of<br />

weekly charges and taxes, system generated auto-debit<br />

receipt, auto-credit facility to credit Market Access Fee (MAF)<br />

into the members account, interfaces for collateral<br />

management system, automation of monitoring the brokers<br />

registration renewals , increase of deposit worth linked with<br />

direct pledging of securities in CDS against exposure margins,<br />

automation of SECP transaction fee, interfaces at LSS for<br />

compliances of submission of weekly NCB confirmation,<br />

declaration form for not maintaining accounts related with<br />

prohibited entities like Al-Qaeda & Taliban and interface for<br />

recording of inter- exchange trades etc.<br />

Surveillance and Market Control<br />

Surveillance and Market Control department is responsible for<br />

detecting and investigating any manipulative or illegal<br />

trading activity at the <strong>Exchange</strong> to protect the interest of<br />

investors and to ensure a fair and transparent market. Post<br />

trade-based analyses are conducted to evaluate trading<br />

patterns on a daily, weekly and monthly basis. Automated<br />

reports reviewing each trade and price quotation on real-time<br />

basis are also prepared.<br />

Market Control section of the department is responsible to<br />

address the queries related to trading on real time basis. The<br />

market controller provides on-line support to the users<br />

regarding circuit breakers of the companies and dealing with<br />

the problems related to placement/cancellation of trade<br />

orders etc. The section also adjusts prices of ex-symbols,<br />

enters book closure schedules, future symbols and schedules<br />

of futures contract in to the Ultra.<br />

In addition to the surveillance activities, the department also<br />

ensures compliances with various regulatory requirements<br />

including Short Sale Regulations, General Regulations and<br />

other directives and instructions issued by SECP and other<br />

relevant government departments from time to time. For this<br />

purpose, the department has developed various forms for<br />

members of the <strong>Exchange</strong> at LSS.<br />

The development of comprehensive market surveillance<br />

system will enable the department to effectively and<br />

efficiently deal with the market abuses like front running,<br />

manipulation, washing, blank selling, insider trading, false<br />

trades etc.<br />

Members’ Relations Department<br />

Members’ Relations Department (MRD) was established in<br />

March, <strong>2011</strong> with an objective to provide business services to<br />

members of the <strong>Exchange</strong>. This department is serving as a<br />

single contact point for members of LSE for technical support<br />

and providing them regulatory facilitation regarding annual<br />

registrations, renewals and other regulatory filings etc. The<br />

department organizes skill development/continuous<br />

professional training programs for LSE members on a regular<br />

basis enabling them to engage in underwriting, advisory and<br />

investment banking related activities.<br />

The department is mainly providing services in two areas:<br />

The Technical Support section of MRD is primarily responsible<br />

for installation, upgradation of trading applications, solving<br />

network, hardware, software & applications related issues and<br />

also providing consultancy to members of the <strong>Exchange</strong> on<br />

their internal system/network problems and expansions.


Operations and Strategy Division<br />

Total Complaints<br />

Members’ Complaints<br />

The department is handling the member's complaints<br />

through “Support Ticketing System”. In addition, the<br />

department has also setup “Members' Helpline 5045”- single<br />

point of contact for the members/users to resolve their<br />

problems up to their satisfaction level.<br />

The Member Affairs section deals with all matters related to<br />

members/agents/branches including registration/renewal<br />

and compliances etc., and ensures that these are proactively<br />

processed and handled in an efficient manner to reduce the<br />

administrative and regulatory burden on members.<br />

MRD has served as Helpdesk for providing adequate<br />

information to the investors about the IPO of “Engro Foods<br />

Ltd”. More than 100 applications of the members and their<br />

clients/investors were processed in this event.<br />

Institute of Capital Markets (ICM) Certification is mandatory<br />

requirement for <strong>Stock</strong> Traders. For that purpose, MRD team<br />

visited all the members of the <strong>Exchange</strong> and provided<br />

assistance in completing ICM form and requisite information<br />

required by the ICM. More than 56 applications for<br />

grandfathering certification were processed through MRD.<br />

MRD also prepares CRFs to satisfy the system requests<br />

received from the members. During the period under review,<br />

10 CRFs were processed and submitted to the Technology<br />

Services Division on behalf of members which were<br />

successfully deployed in the respective LSE software/<br />

applications. MRD has also developed an in-house Member<br />

Relations System to maintain updated information regarding<br />

business structure of members of the <strong>Exchange</strong> on LSE<br />

website.<br />

The system maintains the following information:<br />

nMembers' Profile<br />

nBranch Offices Information<br />

nAgents' Information<br />

nMembership Directory<br />

Under the Continuous Professional Development of<br />

members, the department is also involved in organizing<br />

training sessions, workshop and seminars. These includes:<br />

n Training programs namely ‘Starting IPO Advisory Services’<br />

and ‘Capital Markets in Pakistan – Current Challenges’.<br />

n Made presentations to educate members on different<br />

products like 'Deliverable Futures, Margin Trading and<br />

Securities Lending and Borrowing etc'.<br />

n Organized a seminar on ‘How to become a <strong>Stock</strong> Broker?’<br />

with an objective to familiarize the investor community<br />

with the regulatory requirements for becoming a stock<br />

broker.<br />

n Prepared membership manual providing a complete<br />

guideline about the requirements and procedures for<br />

acquiring a membership at LSE.<br />

n Conducted survey on ‘Standardized Account Opening<br />

Form’ (SAOF).<br />

n Survey conducted on ‘Capital Gain Tax’ to develop best<br />

system for computation of CGT.<br />

n Performed the survey on ‘Liquidity Network Project’ (LNP).<br />

57


LOTPTA<br />

BOP<br />

SILK<br />

NBP<br />

AHCL<br />

DSFL<br />

BYCO<br />

FFBL<br />

BAFL<br />

DGKC<br />

NIB<br />

LPCL<br />

NML<br />

NICL NCL<br />

ATRL<br />

AKBL<br />

FATIMA<br />

WTL<br />

PACE<br />

JOVC<br />

PAKRI<br />

FCCL<br />

MLCF<br />

AICL<br />

ENGRO<br />

NPL<br />

DFML<br />

FFC<br />

POL<br />

NETSOL<br />

RAVT<br />

MCB<br />

JPGL<br />

FCCLR KESC<br />

PPL<br />

PIAA<br />

PTC<br />

SNGP<br />

PASL<br />

LUCK<br />

OGDC<br />

SSGC<br />

EPCL<br />

DCL<br />

HUBC<br />

UBL<br />

SEPCO<br />

NCPL<br />

EMCO<br />

WTCL<br />

FABL<br />

DGKCR1<br />

PSO<br />

PPFL<br />

BAHL<br />

SMBL<br />

PGF<br />

HIRAT<br />

SBL<br />

KAPCO<br />

HBL<br />

DCH<br />

PIOC<br />

TGLR<br />

TREET<br />

ABL<br />

DSIL<br />

KASBB<br />

GASF<br />

MYBL FLYNG<br />

REWM<br />

SMTM<br />

SNBL<br />

ATBL<br />

FPJM<br />

CSAP<br />

CRTM<br />

RBS<br />

SCBPL<br />

DBCI<br />

ICI<br />

PSAF<br />

IGIBL<br />

MTL<br />

PAEL<br />

SNBLR1<br />

PIF<br />

CEPB<br />

THALL<br />

SHCI<br />

PSYL DAWH<br />

FCSC<br />

PRL<br />

KSBP<br />

KOHC<br />

PEF<br />

FUDLM<br />

HCAR<br />

FHBM<br />

MARI IDRT<br />

OLPL<br />

BGL<br />

TGL<br />

FRCL<br />

MACFL<br />

BAFLTFC2<br />

IGIIL<br />

JKSM<br />

GHNI<br />

SSOM<br />

NRL<br />

HABSM<br />

AKBLTFC<br />

AKBLTFC2<br />

PIL<br />

ICIBL<br />

PKGS<br />

JSGF MODAM<br />

SRVI<br />

FFLM<br />

DWSM<br />

PRWM<br />

STJT<br />

FCEL<br />

CPPL<br />

SHEZ<br />

GWLC<br />

ADOS<br />

JSLCF<br />

SGML<br />

GTYR<br />

GHGL NONS<br />

HMB<br />

LINDE<br />

INIL<br />

SHEL<br />

MQTM<br />

TSBL<br />

SHTM<br />

GENP<br />

SLL<br />

FEROZ<br />

KTML<br />

BPL<br />

PECO<br />

EFUG<br />

PNSC<br />

HICL<br />

HAL<br />

DWAE<br />

SSIC<br />

SRSM<br />

GLAXO<br />

ATIL<br />

TRIPF<br />

GFIL<br />

PSMC<br />

ABOT<br />

FECTC<br />

NATF<br />

PKGI<br />

MZSM<br />

BTL<br />

ATEL<br />

IBFL<br />

PMI<br />

CICL<br />

CHCC<br />

ATBA<br />

SIBL<br />

RUPL<br />

ASFL<br />

BAWS<br />

AGIL<br />

MFFL<br />

JDMT<br />

SPLC<br />

ZIL<br />

TRIBL<br />

AGSML<br />

SHDT<br />

ICCT<br />

MUREB<br />

UCPF<br />

BATA<br />

BCML<br />

BILF<br />

ARUJ<br />

SEL<br />

ATLH<br />

WAHN<br />

MWMP<br />

RMPL<br />

FZCM<br />

PINL<br />

AGIC<br />

DLL<br />

SCM<br />

SCLL<br />

SLYT<br />

ISIL<br />

HINOON<br />

MLCFPS<br />

INDU<br />

PAKT<br />

AACIL<br />

SAZEW<br />

HINO<br />

STCL<br />

JDWS<br />

PMPK<br />

NOPK<br />

PAKMI<br />

SHCM<br />

ULEVER<br />

CPMFI<br />

KSTM<br />

KASBM<br />

MDTL<br />

HWQS<br />

ESBL<br />

DSML<br />

CJPL<br />

ADAMS<br />

KOHP<br />

* Volume leaders of the year<br />

58


Corporate Management Division<br />

59<br />

Corporate Management Division is the collective name given<br />

to the following corporate functions of the <strong>Exchange</strong>:-<br />

n ·Corporate Secretariat<br />

n ·Financial Management Department<br />

n ·Human Capital Department<br />

n ·Administration<br />

n ·Media & Public Relations and<br />

n ·LSE Archives<br />

The summary of the activities undertaken by the respective<br />

sections is highlighted as under:<br />

1. Corporate Secretariat<br />

The Company Secretary is responsible for the efficient<br />

administration of a company, particularly with regard to<br />

ensuring compliance with statutory and regulatory<br />

requirements and for ensuring that decisions of the Board of<br />

Directors are implemented.<br />

a. Board Meetings<br />

The annual meeting calendar of the Board was planned and<br />

circulated to the Directors at the beginning of their term. In<br />

the very first Board meeting, the directors were delivered an<br />

‘Orientation Handbook’. This initiative was taken to give an<br />

insight of the affairs of the <strong>Exchange</strong> and it served as an<br />

essential companion throughout their term. Furthermore, an<br />

orientation session was also held for the directors to help<br />

them in getting on Board with effective orientation. The<br />

agenda of each Board meeting was finalized by the Chairman<br />

on the recommendation of the Managing Director. Meeting<br />

papers were prepared by management in accordance with an<br />

existing agreed format which provides details of relevant


Corporate Management Division<br />

60<br />

facts, analysis and recommendation for supporting the<br />

proposals to enable informed decision-making by the Board.<br />

The agenda and papers for meetings were furnished to<br />

Directors in advance both through email and in printed form,<br />

to enable them to prepare themselves for the meetings. The<br />

Chairman has encouraged constructive, healthy debate, and<br />

Directors are given the chance to freely express their views or<br />

share information with their peers in the course of<br />

deliberation. Any Director who has a direct or deemed interest<br />

in the subject matter to be deliberated abstained from<br />

deliberation and voting on the same during the meeting.<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

Orientation Handbook<br />

Orientation Session<br />

Calendar of Meetings<br />

New format for Agenda/Working Papers<br />

Timely and accurate recording of minutes<br />

Digitalization of minutes of Board/General Body<br />

The Company Secretary ensured there is a quorum for all<br />

meetings. The minutes prepared by the Company Secretary<br />

memorialized the proceedings of all meetings including<br />

pertinent issues, the substance of inquiry and response,<br />

members' suggestions and the decisions made. In doing so,<br />

the Company Secretary internalized the governance<br />

principles and kept the Board updated on the follow up action<br />

arising from the Board's decisions. This allowed the Board to<br />

perform its fiduciary duties and oversight role. The division<br />

has digitalized all the Board, AGM and EOGM meetings<br />

minutes since the inception of the <strong>Exchange</strong>. This would help<br />

us to quickly review and make reference to the policy decision<br />

already take by the House and the Board.<br />

b. Statutory Filings<br />

The <strong>Exchange</strong> successfully complied with the requirements of<br />

the Companies Ordinance, 1984 with respect to filing of<br />

statutory returns to the Registrar of Companies, SECP.<br />

b. Liaison with associated companies<br />

LSE maintained an active liaison with its associated<br />

companies. The active participation of the appointed Board<br />

nominees was ensured in the interest of the <strong>Exchange</strong>.<br />

c. Ask the Board<br />

With a view to add transparency to the operations &<br />

governance of the <strong>Exchange</strong>, now members can directly post<br />

their queries to be referred to the Board of Directors the<br />

<strong>Exchange</strong>. For this purpose 'Ask the Board' link has been<br />

created in the Members' login area at the LSE website. In this<br />

manner, Members are able to send their queries to the<br />

Company Secretary who shall ensure that queries &<br />

suggestions are placed for consideration of the Board through<br />

suitable agenda items. This new feature will not only ensure<br />

privacy of opinion but will also serve as an effective conduit for<br />

communication between the Board and the Members of the<br />

<strong>Exchange</strong>.<br />

2. Financial Management Department<br />

This department formulates, prescribes and implements<br />

accounting and investment policies, procedures, and controls.<br />

The department prepared, presented and got approved the<br />

LSE budget for the FY <strong>2011</strong>-12 at the beginning of the financial<br />

year from the Board. With effective controls, the expenditures<br />

were curtailed with the budgeted figures and the expected<br />

revenue targets were achieved. Active liaison with Internal<br />

Audit Department was seen during the year and queries of<br />

external Auditors were satisfactorily addressed. Through<br />

effective financial management, the revenues of the<br />

<strong>Exchange</strong> for the current year were further boosted to reach a<br />

record level.<br />

a. Centralization of all the purchases<br />

LSE has centralized its purchases. Centralization has the<br />

advantages of reducing duplication of effort, pooling volume<br />

purchases for discounts, enabling more effective inventory<br />

control, consolidating transport loads to achieve lower costs,<br />

increasing skills development in purchasing personnel, and<br />

enhancing relationships with suppliers. Further, departments<br />

other than purchasing are relieved from the burden of<br />

purchasing. As a result of which employees concentrate their<br />

mind in own work.<br />

b. Cost saving measures<br />

Finding ways to cut office expenses without sacrificing the<br />

quality of service or demoralizing staff is a challenge task.<br />

Internally, we have taken a hard look at our costs and made<br />

some significant changes and improvements. We have reset<br />

our priorities and adopted innovative cost management<br />

measures without compromising quality. LSE has<br />

implemented a number of money saving ideas for the office<br />

that can end up not only cutting costs, but also enhancing<br />

productivity and making it more environmentally friendly.<br />

Running an office within budget is a daunting task. LSE has<br />

taken certain initiatives that have a surprisingly significant<br />

effect on the bottom line. Buy bulk of office supplies from<br />

wholesale suppliers; double side printing, using the backs of<br />

discarded paper for rough drafts, not printing every email,<br />

utilizing what we already own instead of buying new Office<br />

equipment, create a budget for discretionary items and stick<br />

to it, electricity saving by efficient use of electric equipments<br />

and change of WAPDA tariff are the some of the measures that<br />

we have adopted.<br />

How administrative overheads were reduced?<br />

n Electro Mechanical meters replaced with time of use<br />

(TOU) Meters, with attractive off-hours tariff structure.<br />

n Idol working of Generator stopped to save diesel<br />

consumption.<br />

n Telephone lines reduced from 72 to 37Savings of around<br />

Rs. 1 million despite almost 25% raise in utilities.<br />

n Saving of around Rs. 100,000/- per annum only in<br />

preventive maintenance.


Corporate Management Division<br />

3. Administration<br />

a. Weekly Management Meetings<br />

As a regular feature, LSE holds weekly management meetings<br />

on every Monday which is attended by all the departmental<br />

heads and is chaired by the Managing Director/General<br />

Manager of the <strong>Exchange</strong>. Departmental issues and progress<br />

are discussed and follow up actions are also reviewed in the<br />

meetings.<br />

b. Events Management<br />

A number of local and foreign delegates and companies<br />

representatives visited LSE during the year under review.<br />

Administrative Department arranged memorial shields to be<br />

presented to them and also facilitate media coverage of their<br />

visits. An Iftar dinner was also organized during the holy<br />

month of Ramadan which was attended by a large number of<br />

members of dignitaries.<br />

c. Security of the Building<br />

In view of prevailing security threats faced by the nation, LSE<br />

continued to strengthen the security of the Building and<br />

remained high alert for providing safe and secure<br />

environment for the market participants. Moreover, in order to<br />

facilitate the member community, one of the main gates of the<br />

LSE Building was dedicated for members for entrance in a<br />

graceful manner. Fire fighting drill was regularly conducted to<br />

check the working and validity of firefighting equipments<br />

installed in the Building.<br />

d. Healthy work environment<br />

The work environment is very important in terms of<br />

productivity, creativity, and job satisfaction etc. LSE strived to<br />

achieve a healthy work environment for all the occupants of<br />

the building. Smoking is banned in the LSE Building corridors,<br />

stairs and lifts therefore 'no smoking' signs were placed at<br />

suitable placed on every floor of the building. Any reported<br />

violation was effectively handled. Good ventilation, natural<br />

lighting, lots of plants, job security and respect for employee<br />

values were remained the areas of our concentration. We also<br />

plan for an onsite gym in the LSE Building. A table tennis<br />

playing area will soon be available for the members and staff<br />

of the <strong>Exchange</strong>. LSE has further lifted the cleanliness<br />

benchmarks. Regular fumigation and awareness campaign<br />

was started to fight against 'dengue viruses'.<br />

e. Building Maintenance & Projects<br />

There was a need of an executive lounge for the distinguish<br />

guests of the <strong>Exchange</strong>. In a very cost effective manner and<br />

under the Building department supervision, the MD office has<br />

been converted into the guest room after refurbishing and<br />

redesigning the passage and available space MD office as well<br />

as GM was constructed and smartly furnished. In this manner,<br />

a dining area with sufficient space is now also available for the<br />

<strong>Exchange</strong>'s guests. Further alterations in Basement-I are<br />

planned in order to effectively and economically use the<br />

available space.<br />

f. Rear Tower Plan<br />

Authorities' approvals for the construction of rear tower of LSE<br />

Building are in the pipeline. The <strong>Exchange</strong> is fully committed<br />

to start the car parking basements project along with the rear<br />

tower as and when approval is granted. Active liaison has been<br />

established with LDA and other government agencies for<br />

achieving earlier results.<br />

61


Corporate Management Division<br />

62<br />

4. Human Resources<br />

The objective of HR department is to promote a working<br />

environment which fosters employee satisfaction and<br />

development in areas of recruitment, benefits and<br />

compensation, staff development and anticipating emerging<br />

needs of the Universities. LSE has adopted an open door<br />

policy. We allow the employees to mingle and discuss their<br />

matters with the CEO, senior management and HR. It<br />

contributes to improving work relationships and enhancing<br />

internal relationships.<br />

To deliver value and manage our stakeholders' expectations,<br />

we rely heavily on our greatest asset which is our employees.<br />

We want to be a preferred employer that can attract and retain<br />

the best talents for the sustainable growth of our <strong>Exchange</strong>. To<br />

us, being a caring and responsible employer is not an option<br />

but an obligation we have to our employees. On that score, we<br />

shall continue to invest in our employees, supporting their<br />

personal and professional development, inculcating a worklife<br />

balance, and ensuring employees' health and safety. As a<br />

learning organization, we offer opportunities for employees<br />

to be challenged, to make a difference, to grow, to make<br />

significant contributions, to innovate and ultimately to<br />

succeed. In the workplace, establishing strong succession<br />

planning and increasing the number of positively engaged<br />

employees ranked high in our sustainability agenda.<br />

continue to prioritize investing in our people as a fundamental<br />

pillar of our future plans. LSE provided training programs on<br />

media relations, English speaking and writing skills and<br />

computer literacy to its staff members. Our efforts towards<br />

building a talent pool saw the recruitment of 6 local university<br />

graduates for our in-house 12-months management training<br />

program.<br />

LSE also arranged excursions for the staff of the <strong>Exchange</strong> to<br />

provide an open atmosphere to defuse the stress elements at<br />

work. In this regard, one day recreational trip to Rohtas Fort<br />

was arranged for the staff members. LSE also expects all<br />

Employees to maintain good discipline at all times in order to<br />

promote a healthy atmosphere needed for the smooth<br />

conduct of business activities. We also plan to organize health<br />

talks and sports activities, we raise awareness among<br />

employees of the benefits of leading a healthy lifestyle. The<br />

dress code was strictly implemented to maintain the office<br />

etiquette and uniforms were provided for Peons, technical &<br />

support staff and Security Guards of the <strong>Exchange</strong>.<br />

5. Media & Public Relations<br />

Media Relations continued to disseminate the activities of LSE<br />

and projection the image of the <strong>Exchange</strong> to the masses<br />

through print and electronic media. LSE arranged a special<br />

course on Media Relations which was conducted by a<br />

prominent journalist and attended by relevant officials of the<br />

<strong>Exchange</strong>. The purpose of the course was to enlighten the LSE<br />

staff and to acquire the expert practical knowledge to<br />

successfully meet the requirements and to facilitate the media<br />

persons to efficiently cover the activities of the <strong>Exchange</strong>.<br />

Throughout the year, LSE remained in the media spotlight<br />

with regular coverage in the national and international press<br />

and electronic media.<br />

During the year under review, the Board approved the new HR<br />

Manual as well as new benefits for the LSE employees. The new<br />

manual has provisions for protection of whistle blowers &<br />

workplace harassment, Provident Fund scheme, leave fare<br />

assistance and Hajj sponsorship.<br />

LSE believes in a performance based reward system. We plan<br />

to design an effective reward system to drive productivity<br />

improvements and contribute to the achievement of our<br />

corporate goals, while recognizing individual excellence. The<br />

performance management system and our pay structure are<br />

reviewed at appropriate intervals to ensure they remain<br />

relevant and competitive. Developing human talent is an<br />

evolutionary process. To sustain ourselves as an organization,<br />

we refine our policies and practices to get the very best from<br />

our people and to be able to attract new talent. We will<br />

6. LSE Archives<br />

The Record Room of LSE has been revamped and the staff is<br />

efficiently handling and maintaining the office record of the<br />

<strong>Exchange</strong>. Moving towards paperless environment more<br />

attention was given to use the electronic distribution of<br />

official mail & notices through email & website.


Regulatory Affairs Division<br />

63<br />

Sitting (Left to Right)<br />

Mehr Muhammad Iqbal | Rana Naveed Ahmad | Shagufta Siddiqui<br />

Standing (Left to Right)<br />

Yasir Waheed | Muhammad Shoib Chughtai | Innam-ullah | Tariq Bashir<br />

LSE has taken following measures to improve quality of work of the Regulatory Division:<br />

1. Independent post of Chief Regulatory Officer (CRO)<br />

2. CRO is the Convener of the Arbitration Committee and the members of the Arbitration Committee are comprised of the<br />

management staff & the brokers<br />

3. Periodical progress reporting to the Board<br />

4. Online mechanism of submission of investors' complaints through LSE website & status update<br />

5. Dedicated 'Investor Relations Department' set up under the Division<br />

6. Launching investors' education/awareness campaign<br />

7. More than 30% of the law suits of the <strong>Exchange</strong> are handled by in house team of lawyers.


Regulatory Affairs Division<br />

During the year, the Regulatory Affairs Division was reorganized and structured as under:<br />

Earlier Primary<br />

Role<br />

n Looking after<br />

the legal<br />

matters<br />

n Dealing with<br />

Investors’<br />

complaints/<br />

Arbitration<br />

Expanded mandate<br />

n Restoration & enhancement of confidence of<br />

investors<br />

n Serving as single point of contact for all sorts of<br />

investor related matters<br />

n Expeditious disposal of Investors’ complaints<br />

through effectively conducting the Arbitration<br />

proceedings<br />

n Conducting Investors’ awareness programs<br />

n Providing satisfactory feedback to the investors<br />

n In-house legal resource for rendering advice to<br />

the management and the Board<br />

n Reviewing and reporting on the adequacy of the<br />

surveillance & monitoring actions taken by the<br />

Operations Division.<br />

64<br />

1. Legal & Arbitration Department<br />

a. Legal matters<br />

The in house legal team of LSE is well competent to provide<br />

professional services to the <strong>Exchange</strong>. The team is handling<br />

more than 30% of the lawsuits in a timely and cost effective<br />

manner in which LSE is directly or indirectly involved. Further,<br />

expert legal opinions and vetting services are provided by the<br />

department as and when required by the <strong>Exchange</strong>.<br />

b. Arbitration proceedings<br />

Arbitration as an alternate method of dispute settlement has<br />

long been recognized as convenient, efficient and less<br />

expensive than the traditional lawsuits in the court. LSE<br />

provides an Arbitration forum and complaints/grievances of<br />

members and investors which are transparently processed<br />

and decided by the Sole Arbitrator/ Panel of Arbitrators/<br />

Appellate Bench. The awards/decisions of the Sole<br />

Arbitrator/Panel of Arbitrators/Appellate Bench are effectively<br />

implemented and the Governing Board of Directors takes<br />

strict action under the Regulations in case of any nonimplementation<br />

of the award by issuing notice of expulsion of<br />

membership to implement the awards.<br />

Investors’ Complaints - 2010<br />

Opening Balance 97<br />

Received Complaints and Appeals 214<br />

Disposed Off 126<br />

During the year, 545 investors complaints were received<br />

(mostly against the expelled members) and 67 complaints<br />

were settled. This year the CRO of the <strong>Exchange</strong> was appointed<br />

as Convener of the Committee by the Board.<br />

2. Investor Relations Department<br />

LSE has setup an Investor Relations Department with the aim<br />

to establish a two way communication channel with the most<br />

important stakeholder of the capital markets i.e. the investors.<br />

This department shall mainly be responsible for investor<br />

reporting and communication, and would also undertake<br />

various tasks. The idea behind this initiative is that the <strong>Stock</strong><br />

<strong>Exchange</strong>s have not been able to involve a significant<br />

percentage of population of the country in the trading or<br />

investment activity. Moreover, declining economic &<br />

commercial activity in the country coupled with the<br />

tightening of regulations has also forced the current investors<br />

out of the market. Accordingly, it was considered as high time<br />

for LSE to adopt a policy whereby it made investors outreach<br />

as a cornerstone of its efforts to expand the market.<br />

Investors’ Complaints - <strong>2011</strong><br />

Opening Balance 185<br />

Received Complaints and Appeals 545<br />

Disposed Off 67


Technology Services Division<br />

Sitting (Left to Right)<br />

Sehar Fatima | Sarmad Hussain | Khurram Zafar | Muhammad Ali | Maryam Ehsan<br />

65<br />

Standing (Left to Right)<br />

Siddiq-ur-Rahman Khurram | Asif Saeed | Muhammad Sohail | Muhammad Arif Azad | Rana Khurram Ali<br />

Osama Ali | Farhan Asim | Imran Shah | Muhammad Saleem | Zeeshan Tayyab | Agha Hamid | Irfan Khan<br />

Bilal Anwar | Fayyaz Shahid | Aftab Alam | Muhammad Kaleem Ullah<br />

During the last decade, the MIS department of the <strong>Exchange</strong> has also evolved to become the largest organizational unit of LSE,<br />

providing software, hardware and network support to the local and remote brokers/traders, investors and the <strong>Exchange</strong> itself.<br />

Additionally, the division supports its end-to-end trading software system customers within and outside of Pakistan.<br />

Following in the footsteps of recent global trend marked by the acquisitions of OMX by NASDAQ, MilleniumIT by London <strong>Stock</strong><br />

<strong>Exchange</strong> and the launch of NYSE Technologies as an independent commercial division of NYSE Euronext, the erstwhile MIS<br />

department has been converted into LSE Technology Services Division, with following distinct vision and mission:


Technology Services Division<br />

Vision<br />

"To position LSE Technology Services Division as a worldclass<br />

provider of innovative technology solutions to the<br />

global capital markets ecosystem."<br />

Mission<br />

“To remain at the fore-front of technological evolution and<br />

continue to offer innovative technology products and services<br />

that help our customers differentiate themselves and succeed,<br />

while at the same time offering our employees unparalleled<br />

opportunities to grow professionally."<br />

66<br />

Core Values<br />

Innovation<br />

Quality<br />

Integrity<br />

Communication<br />

Respect<br />

Efficiency<br />

Value Statement<br />

We shall strive to remain at the cutting edge, but not the bleeding edge, of technological<br />

advancements in the industry in order to continue to serve the bottom line and the customers of the<br />

<strong>Exchange</strong><br />

By developing processes and nurturing an environment where quality is paramount, we shall serve<br />

our stakeholders with products and services in which we take personal pride<br />

We shall continue to strive to honor our commitments and conduct all activities as per the highest<br />

standards of personal and professional ethics and integrity<br />

We shall place utmost importance on frank, honest and direct communication and knowledge<br />

sharing within the division as well as with our peers in the organization and our customers outside<br />

the organization as appropriate<br />

We shall show respect for the professional responsibilities, perspectives and opinions of all with<br />

whom we interact within and outside the division and LSE<br />

We shall be responsive to our customers and perform all duties and assignments with speed and<br />

efficiency to the extent that the reliability and quality of the end work product is not compromised.<br />

The new Division now has the mandate to convert the technology operations from a cost center to a profit center and drive the<br />

top-line growth of the exchange and is planned to be spun-off within the next three years as an independent corporate<br />

subsidiary that will continue to serve LSE while at the same time pursue other commercial interests as well.<br />

The division organized into functional sections which work together to maintain and support all mission critical software,<br />

hardware and networking infrastructure of the exchange.<br />

New Organizational Structure<br />

Headed by the Chief Information Officer, the division currently<br />

employs 28 technology professionals that have been<br />

organized into four new departments as per the following<br />

illustration:


Technology Services Division<br />

Assets of LSE Technology Services Division<br />

The primary rationale for structuring the organization this way<br />

was to maximize the return on our IT assets and convert the<br />

division, presently a cost-center, into a profit center by<br />

offering innovative technology and infrastructure solutions.<br />

The four primary assets of the division are as follows:<br />

Intellectual Property<br />

LSE has been granted 8 different copyrights to its various<br />

technology products including ULTRA Trading System,<br />

BrokerNet and Smart <strong>Stock</strong> Services to name a few. The<br />

Software Development department within the Technology<br />

Services division has been tasked with upgrading all our<br />

software systems and incorporating the latest protocols,<br />

security standards, graphical user interface libraries and social<br />

networking elements to differentiate these products and turn<br />

them into marketable assets. Similarly, the Business<br />

Development Department will be created to actively market<br />

and sell these software systems to exchanges, brokers and<br />

investors around the globe and generate revenue for the<br />

exchange.<br />

Additionally, the Technology Services Division is geared for a<br />

renewed focus on creating and marketing data spanning from<br />

real-time market information in FIX protocol to historical<br />

corporate financial data in XBRL format. The Administration<br />

and Security department has been charged with ensuring<br />

that proper safeguards are in place to protect these IT assets.<br />

Portfolio of Services<br />

Some of the key services that the Technology Services Division<br />

is offering to the <strong>Exchange</strong> and its customers include:<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

ULTRA Trade – a world-class, high-speed trading platform<br />

UTS Platform – an integrated market platform for<br />

Islamabad <strong>Stock</strong> <strong>Exchange</strong><br />

Local and remote desktop based trading & view-only<br />

terminals<br />

BrokerNet platform for extending online trading services<br />

to brokers' investors<br />

Smart <strong>Stock</strong> System – a platform for managing the Brokers'<br />

back office operations<br />

<strong>Lahore</strong> <strong>Stock</strong> Services – a comprehensive trade reporting<br />

platform<br />

CHS – a comprehensive clearing and settlement reporting<br />

platform<br />

LSE corporate website containing a wealth of market<br />

related information<br />

Infrastructure<br />

LSE has made significant capital investments in developing<br />

the operating and networking infrastructure of the exchange<br />

and plans on making additional capital investments in order<br />

to upgrade the internal data center and build a disaster<br />

recovery site. The past investments in the infrastructure have<br />

generally not been accompanied with a strategy to<br />

recuperate the expense through some monetization<br />

mechanism.<br />

The planned IT infrastructure upgrade like the development<br />

of a tier-2 or tier-3 datacenter within the LSE premises<br />

incorporates a monetization strategy of offering the excess<br />

capacity as co-location and hosting facilities to third parties<br />

including banks in the building and/or brokers wanting a<br />

more reliable and secure environment for their systems.<br />

Human Resources<br />

Skilled human resources are the backbone of any technology<br />

operation and LSE Technology Services division is no<br />

exception. The primary skills employed by the division are<br />

C++, Oracle Developer, Cisco Networking, .NET and IT security.<br />

Some of these skills like C++ development are not easily<br />

available in the market but are a prerequisite for the<br />

development of a platform that needs to support the highest<br />

throughput and performance requirements. Additionally, the<br />

division requires a certain minimal level of domain expertise in<br />

the capital markets before a resource can be productive. That<br />

also is hard to come by and the division often ends up<br />

spending on training any new hires through orientation<br />

sessions in different exchange departments and with brokers.<br />

The afore mentioned factors coupled with the fact that LSE<br />

competes with a very thriving IT industry in general<br />

necessitates that we invest in and value our HR and ensure<br />

long term loyalty by providing the staff with an opportunity to<br />

grow professionally and compensating them at least at par<br />

with the rest of the industry.<br />

In order to maximize the return on this investment, it is critical<br />

that the staff is not just supporting the existing software but is<br />

creating new and marketable software solutions for the global<br />

capital markets ecosystem. The various IT initiatives outlined<br />

in the remainder of this section provide a high level overview<br />

of such projects which are expected to generate sales and<br />

bring in revenue to the division and the exchange. In order to<br />

continue to support the existing operations and execute<br />

these planned projects, it is planned that the division shall<br />

grow its HR strength from 28 to a total of 47 professionals over<br />

the next 5 years with bulk of the hiring taking place in the<br />

coming year. It may be noted that the usual strength of the<br />

division in the recent past has been in the neighborhood of 40<br />

professionals.<br />

67


Technology Services Division<br />

68<br />

The IT Software Development department is primarily<br />

tasked with implementing the requirements driven by the<br />

operations, regulatory and strategy divisions of the exchange.<br />

It is also the hub of all innovation and all the intellectual<br />

property of the <strong>Exchange</strong> has originated from this<br />

department. The software Quality Assurance section within<br />

the Software Development department is tasked with<br />

ensuring that all output of the Technology Services division<br />

that touches any of our stakeholders adheres to the strictest<br />

standards of quality and reliability.<br />

During the fiscal year <strong>2011</strong>, the following key developments<br />

were primarily driven by the IT Software Development<br />

department:<br />

n Launch time of the entire market trading system was<br />

dramatically reduced from over 35 minutes to less than<br />

180 seconds, a whopping 92% improvement.<br />

n Although the trading platform is extremely resilient,<br />

however if the system ever has to be restarted due to an<br />

error during market hours, all market features will be<br />

available post re-launch in under 3 minutes including<br />

client trade risk management functionality.<br />

n The Securities Lending and Borrowing platform was<br />

developed and deployed at NCCPL to enhance the<br />

Pakistani markets with new products and services.<br />

Complete integration of the SLB platform with ULTRA<br />

trading system was also accomplished during the same<br />

period.<br />

n The Unified Trading System (UTS) between <strong>Lahore</strong> and<br />

Islamabad <strong>Stock</strong> <strong>Exchange</strong>s was enhanced to support<br />

Margin Trading functionality and complete integration<br />

with MTS platform was accomplished.<br />

n In order to support debt instruments, Bonds Automated<br />

Trading Platform (BATS) was developed and deployed<br />

within very aggressive deadlines as requested by the SECP.<br />

n An SMS based real-time trade alert service was developed<br />

and tested, however deployment is pending the approval<br />

of the schedule of charges.<br />

n A mobile and web-based, near real-time, Market Tracker<br />

(view-only terminal) was developed and deployed on the<br />

corporate website.<br />

n In order to bring increased transparency to the investors, a<br />

web-based real-time order tracker was developed so that<br />

anyone with an order ticket number and proper access can<br />

check the status of their orders from an internet terminal<br />

or a smart phone device.<br />

n An online Membership Enrollment application was<br />

developed to solicit interest from prospective members<br />

through an electronic medium.<br />

n LSE's website goes through a continuous content update<br />

process. A web-based administrative panel was<br />

developed to streamline and automate this content<br />

management process.<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

In order to support a new department of the <strong>Exchange</strong>, the<br />

Member Relations Department, a new Oracle based<br />

application was developed to store online all information<br />

related to the members and brokers including information<br />

about the directors, contact details, branch information,<br />

paid up capital, registration status and other pertinent<br />

details.<br />

The Smart <strong>Stock</strong> System, broker back-office product of the<br />

LSE Technology Services division underwent numerous<br />

feature enhancements supported by the Oracle<br />

development team. The key ones include:<br />

o Tighter integration with NCCPL and CDC systems<br />

o Support for electronic signatures<br />

o Minimum cash balance limits on trading<br />

o New reports like Memo of Confirmation<br />

o Conversion of text based reports to graphical format<br />

Aside from supporting over 117 different development<br />

tasks (CRFs) that were completed during this period, the<br />

QA section of the department has been leading the<br />

division's process maturity efforts and took the lead by<br />

automating several of the testing workflows using an<br />

open source automated testing framework.<br />

To further the cause of process maturity, the entire scheme<br />

of the ULTRA trade system was documented in detail and a<br />

comprehensive, system-wide, data dictionary is being<br />

developed.<br />

All of LSE's intellectual property including source code and<br />

documentation were moved to an open source change<br />

and configuration management system called SVN under<br />

tight access control and audit configuration.<br />

An open source desktop as well as web based defect<br />

management system was rolled out division-wide after<br />

complete integration with the SVN.


Technology Services Division<br />

The IT Operations & Support department has been set up to<br />

manage the entire hardware, software, data, networking and<br />

communication infrastructure of the <strong>Exchange</strong> and, in some<br />

cases, the members of LSE. The market support operations of<br />

the <strong>Exchange</strong> are managed by the staff from this department<br />

also. The Support section within the department is<br />

responsible for providing software, desktop, hardware, LAN<br />

and application support to the customers of the <strong>Exchange</strong>.<br />

Fiscal year <strong>2011</strong> was marked by a department wide effort to<br />

reduce operating expenses, save on capital expense where<br />

possible, introduce automation, embrace open source<br />

software and rationalize the support staff strength so that the<br />

department is operating as a lean organizational unit. During<br />

the year, the followings activities had been performed:<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

An assessment was carried to establish LSE's current<br />

internet communication requirements without<br />

compromising the QoS offered to our customers, and<br />

based on that exercise, the service charges were renegotiated<br />

and extraneous services were discontinued<br />

resulting in annualized cost savings of over PKR 1.1 Million<br />

in <strong>Lahore</strong> and over PKR 800,000 in Faisalabad.<br />

In order to prepare for the commissioning of the Disaster<br />

Recovery site, the department created a parallel trading<br />

system environment within the <strong>Exchange</strong> premises to test<br />

fail-over scenarios.<br />

The department negotiated the purchase of a premium<br />

lse.com.pk domain name to replace the previous<br />

lahorestock.com domain name.<br />

The entire <strong>Exchange</strong> based email system was seamlessly<br />

transitioned from the lahorestock.com to lse.com.pk<br />

domain name.<br />

A project was initiated to gradually transition LSE<br />

employees to a Microsoft domain based environment to<br />

improve the security and manageability of our internal<br />

network.<br />

LSE's website and all associated web based services were<br />

seamlessly transitioned to the new lse.com.pk website.<br />

Internal DNS, FTP and File servers were transitioned to the<br />

new domain name.<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

n<br />

Real-time email integration with corporate Blackberry<br />

devices was launched using Blackberry Express server.<br />

A web based Member support ticketing system was<br />

developed and deployed to reduce the paperwork<br />

involved in the support process and bring transparency to<br />

the support procedures and track various different types of<br />

support requests, their frequency and time to resolution,<br />

etc. The system has an integrated support knowledge base<br />

also to capture and re-use the knowledge on an on-going<br />

basis.<br />

Another ambitious project was launched to evaluate open<br />

source Linux operating system variants for use within LSE<br />

to reduce the operating expenses. Ubuntu operating<br />

system was chosen as a result to replace Windows based<br />

operating systems. Company-wide training sessions were 69<br />

organized to familiarize users to the new operating system<br />

and currently 4 pilot users in the LSE Technology Services<br />

division are using the system for their day to day job. The<br />

new operating system will be rolled out company-wide<br />

after completion of this pilot in 4-6 weeks.<br />

One of LSE's core network switches became out of order<br />

due to a fault in the mother board of the switch. All vendors<br />

consulted recommended that the switch be replaced at a<br />

cost of approximately PKR 4 Million. The department took<br />

the initiative to have the switch repaired by engaging a<br />

CISCO consultant. The effort paid off, and the switch was<br />

re-deployed back into production at 100% operating<br />

capacity after the repairs saving the <strong>Exchange</strong> the cost of a<br />

new switch.<br />

A project was executed within the LSE Technology Services<br />

division to replace individual UPS' with a centralized UPS<br />

resulting in savings in annual maintenance costs of those<br />

smaller UPS'.<br />

The department deployed for the first time, a Dynamic<br />

Host Configuration Protocol (DHCP) server to<br />

automatically do IP address assignments company-wide<br />

eliminating the need to perform this tedious task manually<br />

for every computer joining the LSE network.<br />

Several of Operations routine tasks were automated<br />

through the use of an open-source task automation toolkit<br />

named AutoIT including launch and shutdown of the<br />

market servers.


Technology Services Division<br />

70<br />

The IT Administration & Security department has been<br />

tasked for ensuring the safety, security and integrity of all<br />

information that resides within the LSE domain and<br />

everything that enters and leaves the communication<br />

channels into and out of the <strong>Exchange</strong>. IT Administration<br />

section is tasked with supporting the various departments<br />

within the Technology Services division and to liaison with<br />

other divisions within the exchange as well as our vendors and<br />

partners.<br />

During the fiscal year <strong>2011</strong>, the following were the noteworthy<br />

accomplishments of the department:·<br />

n Deployed a Data Loss Prevention (DLP) system to<br />

safeguard the source code and other proprietary assets of<br />

the division from unauthorized transfer from the<br />

computers to anywhere outside the organization.<br />

n In order to centrally capture and administer company<br />

knowledge and processes, an open source, state of the art,<br />

online knowledge management and collaboration system<br />

was developed and deployed. The system has support for<br />

web-based collaborative editing, revision control, full text<br />

and document search, content notifications and<br />

community features like user profiles, activity streams and<br />

comments.<br />

n The commercial online vulnerability scanner used by LSE<br />

previously was replaced with an open source alternative<br />

after performing an extensive exercise of parallel scans<br />

over a period of several months.<br />

n A comprehensive internal IT audit was carried out to<br />

identify any internal threats, security holes, unsupported<br />

software, etc and an action plan developed to mitigate all<br />

the identified risks. Several of the internal processes were<br />

redefined and security controls introduced to make LSE<br />

information systems more secure.<br />

n The Intrusion Prevention System (IPS) was upgraded<br />

during the year in order to continue to receive on-going<br />

support, maintenance and policy updates from the vendor.<br />

A parallel effort is underway to evaluate an open source<br />

Intrusion Detection System which may replace the<br />

n<br />

n<br />

commercial IPS solution if the test results are satisfactory.<br />

Although the IT procurement function has been gradually<br />

subsumed into the central LSE procurement department,<br />

however, almost all annual maintenance contracts were<br />

renewed at a lower price than the preceding year resulting<br />

in significant cost savings for the <strong>Exchange</strong>, through the<br />

negotiations carried out by the Technology Services<br />

Division.<br />

In order to save on printing and paper costs, the<br />

department introduced the concept of printing two pages<br />

on one and re-using the printouts to consume both sides of<br />

the paper.<br />

The IT Business Development department is the planned<br />

new addition to the Technology Services division that has<br />

been chartered with the goal of marketing and selling the<br />

software and data products and services offered by the<br />

division and help make the division fully self-sufficient and<br />

profitable.<br />

In order to bootstrap the department, the following activities<br />

were performed during the fiscal year <strong>2011</strong>:<br />

n Development of marketing collateral including brochures<br />

and pamphlets for LSE's marketable trading software<br />

systems including ULTRA Trade and Broker Back-Office.<br />

n<br />

n<br />

n<br />

A Flash based movie was developed to walk prospective<br />

customers through LSE's product line. The movie is<br />

currently being enhanced by adding voice annotations<br />

and commentary before deploying to LSE's new website.<br />

Compiled a list of regional and international <strong>Exchange</strong>s for<br />

input to a telesales and email campaign. LSE's product<br />

brochures were sent as part of an email campaign.<br />

A campaign was launched to solicit banner advertisements<br />

on our website resulting in signing up of Microsoft as one<br />

of our first online advertisers for PKR 200,000.<br />

Summary of Cost Savings by the Division: Using a<br />

combination of careful planning, some bold measures, good<br />

negotiations, and prudent operational initiatives, the division<br />

has affected already or foresees annualized savings of almost<br />

PKR 11,000,000. The breakdown of these annualized savings is<br />

as follows:<br />

Expense Item<br />

Amount (PKR)<br />

Internet Communication (<strong>Lahore</strong>) 1,100,000<br />

Internet Communication (Faisalabad) 800,000<br />

Faulty core switch procurement 4,000,000<br />

Various re-negociated contracts 100,000<br />

<strong>Annual</strong> server maintenance 1,169,000<br />

Reduction in support HR expense 1,158,888<br />

Vulnerability scanner 144,417<br />

ise.com.pk domain name purchase 200,000<br />

Linux replacing 50 Windows operating system (forecast for<br />

2012 only)<br />

OpenOffice replacing 30 MS Office 2010 Pro licenses<br />

(forecast for 2012 only)<br />

946,000<br />

1,290,000<br />

Total Savings 10,908,305<br />

In addition to the above, the department has chosen to boldly<br />

embrace, deploy at LSE and support several open source<br />

enterprise products whose commercial alternatives would<br />

have cost at least US$ 200,000 or PKR 17,000,000 onetime<br />

expense followed by annual support charges of over PKR<br />

3,400,000!


Technology Services Division<br />

IT Strategy Roadmap<br />

A five stage strategic plan has been devised for the LSE Technology Services division to aid in achieving the following short-term<br />

and long-term goals:<br />

Near Term<br />

nSupport the <strong>Exchange</strong> in its<br />

efforts to bring liquidity to the<br />

market and introduce a variety<br />

of investment options for<br />

investors.<br />

n Bring efficiency and improve<br />

the quality of services that the<br />

division offers to the <strong>Exchange</strong><br />

and its stakeholders.<br />

n Build the HR capacity, develop<br />

processes & re-factor existing<br />

software IP to support the<br />

strategic/ long-term goals.<br />

Long Term<br />

nTransform the current cost<br />

center operations into a profit<br />

center for the <strong>Exchange</strong>.<br />

n Secure a leadership position<br />

in the global capital markets<br />

technology solutions providers<br />

landscape.<br />

n Achieve sufficient selfreliance<br />

to be spun-off by the<br />

<strong>Exchange</strong> into an independent<br />

company to pursue aggressive<br />

growth strategies.<br />

The first step of the 5 phase plan focuses on internal capacity<br />

building to lay a strong foundation for the future growth by<br />

attracting good talent and taking concrete steps to retain this<br />

precious talent. We compete with a very thriving IT industry in the<br />

country for the technical resources and it is critical that our HR<br />

policies and remunerations are at par with the industry norms.<br />

Similarly, processes and infrastructure need to be developed to<br />

ensure quick time to market for any market or regulation driven<br />

enhancement to our software assets. The following initiatives and<br />

projects are planned to this end.<br />

n Build staff capacity to deploy and support open source<br />

technology<br />

n Develop staff capacity through training programs on industry<br />

domain, new technologies and project management disciplines<br />

n Develop a top tier data center within the LSE premises<br />

n Build and deploy a Disaster Recovery site<br />

n Develop and mature internal software development and<br />

operational processes to achieve CMMi & ISMS certifications<br />

n Revision of HR policy & compensation structure to bring the<br />

salaries and benefits at par with the industries we compete with<br />

for the required talent<br />

n An aggressive hiring campaign to recruit technology staff<br />

In the second step, the primary focus shall be on consolidating<br />

our existing technology assets, including 8 different patented<br />

software systems, and re-factoring them for productization/<br />

commercialization and upgrading them for marketability in<br />

today's competitive IT environment. Some of the projects that<br />

will lay the foundation for this step include:<br />

n Create a software development framework<br />

n Redesign & Upgrades of ULTRA trading system, BrokerNet &<br />

BackOffice<br />

n Institute centralized source code management system<br />

n Deployment of a data loss prevention system<br />

n Make ULTRA FIX compliant<br />

n Consolidate Market & Corporate Financial data in online format<br />

The next stage will be marked by technology innovation and<br />

development of new solutions for the capital markets driven by<br />

customer demand that shall help LSE's top-line and bring<br />

liquidity to the market. The following initiatives are planned to<br />

addresses the objectives of this phase:<br />

n Liquidity Network<br />

n Bonds Automated Trading System<br />

n Web based Trading Portal<br />

n Mobile Trading Portal<br />

n Adoption of MySQL to lower Oracle support and license fees<br />

n Adoption of Linux and open source office application to lower<br />

expense<br />

n Deployment of an Open source Intrusion Detection System<br />

n Development support for After-hours trading and Multi-Market<br />

Gateway initiatives<br />

The fourth phase of the IT strategy will emphasize revenue<br />

generation and market outreach to capitalize upon the<br />

technological innovation in the previous phase. A business<br />

development organization is to be developed to market and sell<br />

LSE's products and services nationally and globally. LSE's existing<br />

references and innovative technology solutions will be the prime<br />

ingredients to drive the profitability goals earmarking this phase.<br />

n Create a business development department within the division<br />

n Develop sales and marketing collateral for LSE products and<br />

services<br />

n Develop a telephone sales campaign to identify prospects<br />

locally and internationally<br />

n Create and manage a revenue target driven sales pipeline<br />

n Create and market a Virtual Investment Management game to<br />

colleges and universities<br />

n Market & sell FIX compliant Market data<br />

n Market & sell XBRL compliant corporate financial data<br />

n Market & sell LSE software solutions and services<br />

n Market & sell LSE hosting services and solutions<br />

Lastly, building upon the success of the preceding 4 phases, it is<br />

planned to spin-off LSE Technology Services division into a<br />

separate corporate entity capitalized with seed money from LSE<br />

and a strategic investor to pursue aggressive growth strategies<br />

and secure a leadership position in the global capital markets<br />

technology solutions playing field. LSE is expected to benefit<br />

from this spin-off by reducing its capital and operating expenses<br />

and strengthening its bottom line from the dividends from the<br />

spun-off company.<br />

Additionally, LSE Technology Services division has envisaged the<br />

following two strategic projects to further support the long term<br />

vision of the exchange:<br />

n Development of a National Spot Trading Ecosystem through a<br />

corporatized private company<br />

n Spin-off of LSE Technology Services division as a corporate<br />

subsidiary.<br />

71


LSE Highlights


Pictorial<br />

Chairman and Managing Director LSE presenting<br />

custodian key to the new Chairman.<br />

Mr Siraj-ud-din Aziz, CEO Bank Alfalah, addressing the<br />

Corporate Briefing Program of Bank Alfalah at LSE<br />

Auditorium.<br />

74<br />

Visit of delegation from Competition<br />

Commission of Pakistan to LSE.<br />

Visit of delegation from British High Commission to LSE.<br />

LSE Staff’s tour to Rohtas Fort and Mangla


Pictorial<br />

Group photo on the occasion of Continuous Professional Development Program - IPO Advisory Services<br />

75<br />

Mr. Aftab Ahmed Khan Chairman LSE,<br />

Presenting a souvenir to Ms. Carmela Conroy<br />

US Consul General at <strong>Lahore</strong>.<br />

Chairman LSE on the occasion of launching<br />

new website of the <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong><br />

with a new domain name<br />

www.lse.com.pk


Pictorial<br />

Group photo of directors and senior members of <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> with a delegation from European Union<br />

76<br />

Participants of Pakistan IPO<br />

Summit<br />

Miss Ayla Majid hosting the first ever Pakistan IPO Summit organized by SAFE, LSE & SECP<br />

and cohosted by KSE, ISE, CDC & NCCPL<br />

Ms Nina Fite, US Counsel General and Mr.<br />

Andrew Sisson, Mission Director USAID<br />

Pakistan during a reception hosted by LSE


Pictorial<br />

A Reciprocity Cricket Match was played between LSE and Royal Palm at Royal Palm Club. Mr Arif Habib, chairman Arif Habib<br />

Corporation was also part of the LSE team.<br />

77<br />

Mr. Muhammad Ali, Chairman SECP during his visit to <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong><br />

Information Desk by LSE during IPO of Engro Foods.<br />

Certificate awarding ceremony of Media Relations Course


Visitors’ Comments<br />

It is indeed a pleasure to meet the LSE Board whom I found raising must pertinent question<br />

relating to the purpose of the meeting i.e. adoption of the voluntary Competition Compliance<br />

Code. It is heartening that a <strong>Stock</strong> <strong>Exchange</strong> has volunteered considering its adoption. I am<br />

sure that they would serve as effective leaders to this end.<br />

I wish LSE the very best in its endeavor's and would like to record my gratitude to Board and<br />

particularly to Mr. Aftab Ahmad Ch., Managing Director/CEO for taking such an initiative.<br />

Ms. Rahat Kaunain Hassan<br />

Chairperson, Competition Commission of Pakistan<br />

December 29, 2010<br />

It is very pleasing to see what the LSE is doing and especially meeting members of its Board<br />

whom I'm sure would not only sustain the current growth, but exceed our expectations. LSE<br />

has our best wishes and support as always.<br />

Syed Sheryar Ali<br />

Executive Director, Treet Group<br />

January 7, <strong>2011</strong><br />

78<br />

Many thanks for a fascinating, informative and productive conversation.<br />

Dr. Peter Tibber<br />

Deputy High Commissioner,<br />

British High Commission,<br />

Islamabad.<br />

February 1, <strong>2011</strong><br />

Thanks for inviting me and my team. We have been enlightened by your briefings and<br />

appreciate the future thinking of your organization. Hope to continue this coordination.<br />

Mr. M. Irfan Elahi<br />

Secretary Food Punjab<br />

February 2, <strong>2011</strong><br />

Thank you Mr. Aftab Ch. for your hospitality and the warmth, with which you have received us<br />

from NESPAK. Your dynamism is already visible and I am very sure you will restore the <strong>Stock</strong><br />

<strong>Exchange</strong> Building in a befitting manner. Your vision needs to be implemented in letter &<br />

spirit. Wish you a long and happy tenure. Much impressed by your team and their level of<br />

excitement in wanting to improve all that is around. All the very best.<br />

Mr. Asad I. A. Khan<br />

President and Managing Director<br />

National Engineering Services Pakistan (Pvt.) Ltd. (NESPAK)<br />

February 3, <strong>2011</strong>


Visitors’ Comments<br />

It has been a great experience to present Arif Habib Corporation Ltd. before the Members of<br />

<strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong>. It is an excellent initiative by the Management of LSE. I<br />

congratulate the Board of LSE and Its Managing Director for giving investors educations an<br />

important priority. I wish LSE a great success in creating investment culture in the country.<br />

Mr. Arif Habib<br />

Chairman & Chief Executive<br />

Arif Habib Corporation Ltd.<br />

It is always a pleasure to visit LSE as a visitor, what to tell how delightful it was today when<br />

I was asked to deliver a presentation on IPOs. I wish all the very best to the LSE members<br />

and the <strong>Exchange</strong>.<br />

Muhammad Farid Alam, FCA<br />

CEO AKD Securities Ltd.<br />

It has been an honour and a privilege to serve on the Board of Directors of the <strong>Lahore</strong> <strong>Stock</strong><br />

<strong>Exchange</strong> from 2006-2010. The support given by successive Boards and management has<br />

been invaluable throughout this period. It has been a great learning opportunity and occasion to<br />

serve. I retain a strong emotional bond with the LSE on account of time spent here and also<br />

from a historical prospective, as my forefathers were prominent in the establishment of this<br />

institution. Thank you once again.<br />

Mr. Arif Saeed<br />

Servis Industries Ltd.<br />

March 25, <strong>2011</strong><br />

79<br />

I am very delighted and honoured to be amongst the stakeholders of the Capital Market. I<br />

would like to thank you all for the invitation and warm hospitality extended to me. It would be<br />

a great pleasure to work with the team members of LSE. God Bless you. With profound<br />

regards.<br />

Mr. Abdul Qadir Memon<br />

Director, Karachi <strong>Stock</strong> <strong>Exchange</strong> (G) Ltd.<br />

March 31, <strong>2011</strong><br />

Mr. Aftab Ahmad Ch. & all Members of Board of Directors, Thank you for your hospitality<br />

and inviting me to meet the Board of Directors and share our vision. The presentation you<br />

made was extremely informative & full of energy and initiatives. I was extremely happy to<br />

share various thoughts with a well diversified Board of Directors and competent management<br />

team. I know that times are tough but I also believe that we keeping working together as a<br />

team with sincerity and hard work, soon we will see a very vibrant <strong>Stock</strong> <strong>Exchange</strong>, Regards.<br />

Mr. Muhammad Ali<br />

Chairman, Securities and <strong>Exchange</strong> Commission of Pakistan.<br />

March 29, <strong>2011</strong>.


Visitors’ Comments<br />

Thank you for an interesting and impressive presentation. I look forward to learning more about the<br />

capital markets in <strong>Lahore</strong> and your exchange innovative financial products. Thank you for hosting<br />

our team.<br />

Robert B Hawkins III<br />

Economic Officer US Consulate General<br />

<strong>Lahore</strong><br />

April 6, <strong>2011</strong><br />

Indeed it has been remarkable day for Bank Alfalah's management to be so deeply engaged with<br />

the Honorable members of the <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong>. We found our visit to LSE not only<br />

rewarding but highly educative. We have noted the positive attitude of the members towards the<br />

bank and have taken all suggestive comments, with an extremely positive attitude. On behalf of<br />

the Board and management of Bank Alfalah wish LSE members great success in their business.<br />

God bless you all.<br />

Mr. Sirajuddin Aziz, CEO<br />

Bank Alfalah Ltd.<br />

May 11, <strong>2011</strong><br />

80<br />

This was my first visit to <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong>. Thoroughly enjoyed the hospitality of the<br />

members and the management. I was impressed by the in depth knowledge of the analysts and<br />

the brokers and very professional environment and the management. My impression of the <strong>Stock</strong><br />

<strong>Exchange</strong> environment is changed. Good luck for the bright and successful future. Wishing the<br />

best.<br />

Mr. Shahid Khan, CEO.<br />

PakGen Power Ltd.<br />

June 7, <strong>2011</strong><br />

Today in Pakistan, we need optimism. My visit to LSE has shown exactly the same what we need<br />

today. LSE's management professionalism and commitment made me believe that LSE will grow<br />

by leaps and bounds going forward. Insha Allah.<br />

Mr. Imran Anwar, CFO<br />

Engro Foods Ltd.<br />

July 1, <strong>2011</strong><br />

First visit of many by EU to LSE. Hospitality and interaction fully appreciated. Let's see the future<br />

together in a global economy!<br />

Pierre Mayaudom,<br />

Deputy Head<br />

European Union Delegation to Pakistan<br />

August 29, <strong>2011</strong><br />

Thank you for hosting our visit, my only regret is that it took me so long to get here. All the best<br />

and I hope this continues a practical and prosperous relationship between US Consulate General,<br />

<strong>Lahore</strong> and <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong>. Regards.<br />

Ms. Carmela Conroy,<br />

US Consul General<br />

September 14, <strong>2011</strong>


Financial Highlights


Income and Expenditure Comparison<br />

For last Ten Years<br />

2002 2003 2004 2005 2006 2007 2008 2009 2010 <strong>2011</strong><br />

Revenue<br />

Rupees in thousand<br />

Fees 44,813 86,842 90,970 134,645 121,223 133,423 122,766 79,550 138,164 146,602<br />

Rental (1,176) (948) 841 211 1,312 5,899 6,732 8,221 6,353 9,313<br />

Profit on Bank deposits and Investment 16,306 12,998 14,590 22,108 51,031 43,845 52,619 56,156 51,655 53,513<br />

Software Revenue 2,080 1,131 6,427 5,373 5,309 2,960 4,106 21,528 8,908 6,161<br />

Other Income 1,081 4,685 8,907 2,745 3,166 3,573 3,289 9,262 6,339 20,697<br />

63,104 104,708 121,735 165,083 182,041 189,700 189,512 174,717 211,419 236,286<br />

Expenditure<br />

Admin Expense 50,451 46,903 60,933 77,366 82,577 96,624 115,034 138,723 132,658 129,757<br />

Finance Cost 432 381 332 100 28 48 957 4,492 1,922 339<br />

Donations 171 132 1,105 1,012 2,020 675 550 4,370 1,060 5,000<br />

Other Charges 11,079 3,370 2,351 3,900 2,067 10,822 40,506 10,716 67,580 13,783<br />

62,133 50,786 64,721 82,377 86,692 108,169 157,047 158,301 203,220 148,879<br />

Operational Income 970 53,922 57,014 82,705 95,349 81,530 32,464 16,416 8,199 87,407<br />

Income from Associated companies - - - 52,904 31,122 35,814 74,258 35,070 23,984 22,436<br />

82<br />

Income before taxation 970 53,922 57,014 135,609 126,471 117,344 106,722 51,486 32,183 109,843<br />

Taxation 500 35,635 14,800 36,995 24,171 4,550 14,338 (47,045) (1,203) 6,256<br />

Net Income after tax 470 18,287 42,214 98,614 102,300 112,795 92,384 98,531 33,386 103,587<br />

Administrative Main Heads<br />

Salaries & Benefits 24,138 25,104 34,940 44,486 47,623 57,606 70,458 77,340 78,180 75,786<br />

Legal & Other Charges 1,966 2,813 2,341 3,847 2,067 6,882 31,458 8,544 8,418 5,898<br />

Repair & Maintenance 135 253 248 242 295 416 813 1,018 1,918 2,027<br />

Communication Expense 1,734 2,295 3,705 4,338 4,633 5,044 4,952 2,063 3,336 2,965<br />

IT related expenses - - 2,587 1,419 3,977 1,897 2,076 12,425 12,322 10,893<br />

Water & Power 1,922 1,267 959 1,686 1,432 2,734 2,971 3,936 4,783 4,244<br />

Others* 32,239 19,055 19,942 26,359 26,665 33,590 44,319 52,975 94,263 47,066<br />

Total 62,133 50,786 64,721 82,377 86,692 108,169 157,047 158,301 203,220 148,879<br />

* Other head includes rest of the administrative, other charges, donations and finance cost/ charges


Income & Expenditure Statement<br />

Horizontal Analysis (year on year basis)<br />

2007 2008 2009 2010 <strong>2011</strong><br />

Revenue Absolute % Absolute % Absolute % Absolute % Absolute %<br />

Fees 12,200 10% (10,657) -8% (43,216) -35% 58,614 74% 8,438 6%<br />

Rental 4,586 349% 833 14% 1,489 22% (1,868) -23% 2,960 47%<br />

Profit on Bank deposits and Investment (7,186) -14% 8,774 20% 3,537 7% (4,501) -8% 1,858 4%<br />

Software Revenue (2,349) -44% 1,146 39% 17,422 424% (12,620) -59% (2,747) -31%<br />

Other Income 407 13% (284) -8% 5,973 182% (2,923) -32% 14,358 227%<br />

7,658 4% (188) 0% (14,795) -8% 36,702 21% 24,867 12%<br />

Expenditure<br />

Admin Expense 14,047 17% 18,410 19% 23,689 21% (6,065) -4% (2,901) -2%<br />

Finance Cost 20 70% 909 1894% 3,535 369% (2,570) -57% (1,583) -82%<br />

Donations (1,345) -67% (125) -19% 3,820 695% (3,310) -76% 3,940 372%<br />

Other Charges 8,755 424% 29,684 274% (29,790) -74% 56,864 531% (53,797) -80%<br />

21,477 25% 48,878 45% 1,254 1% 44,919 28% (54,341) -27%<br />

Operational Income (13,819) -14% (49,066) -60% (16,048) -49% (8,217) -50% 79,208 966%<br />

Income from Associated companies 4,692 15% 38,444 107% (39,188) -53% (11,086) -32% (1,548) -6%<br />

83<br />

Income before taxation (9,127) -7% (10,622) -9% (55,236) -52% (19,303) -37% 77,660 241%<br />

Taxation (19,621) -81% 9,788 215% (61,383) -428% 45,842 -97% 7,459 -620%<br />

Net Income after tax 10,494 10% (20,410) -18% 6,147 7% (65,145) -66% 70,201 210%<br />

Main Administrative Heads<br />

Salaries & Benefits 9,982 21% 12,852 22% 6,882 10% 840 1% (2,394) -3%<br />

Legal & Other Charges 4,815 233% 24,576 357% (22,914) -73% (126) -1% (2,520) -30%<br />

Repair & Maintenance 121 41% 397 95% 205 25% 900 88% 109 6%<br />

Communication Expense 412 9% (92) -2% (2,889) -58% 1,273 62% (371) -11%<br />

IT related expenses (2,080) -52% 179 9% 10,349 499% (103) -1% (1,429) -12%<br />

Water & Power 1,302 91% 237 9% 965 32% 847 22% (539) -11%<br />

Others* 6,925 26% 10,729 32% 8,656 20% 41,288 78% (47,197) -50%<br />

Total 21,477 25% 48,878 45% 1,254 1% 44,919 28% (54,341) -27%<br />

* Other head includes rest of the administrative, other charges, donations and finance cost/ charges


Income & Expenditure Statement<br />

Vertical Analysis<br />

Revenue 2007 2008 2009 2010 <strong>2011</strong><br />

%<br />

Fees 70% 65% 46% 65% 62%<br />

Rental 3% 4% 5% 3% 4%<br />

Profit on Bank deposits and Investment 23% 28% 32% 24% 23%<br />

Software Revenue 2% 2% 12% 4% 3%<br />

Other Income 2% 2% 5% 3% 9%<br />

100% 100% 100% 100% 100%<br />

Expenditure<br />

Admin Expense 51% 61% 79% 63% 55%<br />

Finance Cost 0% 1% 3% 1% 0%<br />

Donations 0% 0% 3% 1% 2%<br />

Other Charges 6% 21% 6% 32% 6%<br />

57% 83% 91% 96% 63%<br />

Operational Income 43% 17% 9% 4% 37%<br />

84<br />

Income from Associated companies 19% 39% 20% 11% 9%<br />

Income before taxation 62% 56% 29% 15% 46%<br />

Taxation 2% 8% -27% -1% 3%<br />

Net Income after tax 59% 49% 56% 16% 44%<br />

Main Administrative Heads<br />

Salaries & Benefits 30% 37% 44% 37% 32%<br />

Legal & Other Charges 4% 17% 5% 4% 2%<br />

Repair & Maintenance 0% 0% 1% 1% 1%<br />

Communication Expense 3% 3% 1% 2% 1%<br />

IT related expenses 1% 1% 7% 6% 5%<br />

Water & Power 1% 2% 2% 2% 2%<br />

Others* 18% 23% 30% 45% 20%<br />

Total 57% 83% 91% 96% 63%<br />

* Other head includes rest of the administrative, other charges, donations and finance cost/ charges


Financials


Auditors’ <strong>Report</strong> to the Members<br />

We have audited the annexed balance sheet of <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> (Guarantee) Limited (“the Company”) as<br />

at 30 June <strong>2011</strong> and the related income and expenditure account, statement of comprehensive income,<br />

statement of changes in funds and reserves, and cash flow statement together with the notes forming part<br />

thereof, for the year then ended and we state that we have obtained all the information and explanations which,<br />

to the best of our knowledge and belief, were necessary for the purposes of our audit.<br />

It is the responsibility of the Company's management to establish and maintain a system of internal control, and<br />

prepare and present the above said statements in conformity with the approved accounting standards and the<br />

requirements of the Companies Ordinance, 1984. Our responsibility is to express an opinion on these<br />

statements based on our audit.<br />

We conducted our audit in accordance with the auditing standards as applicable in Pakistan. These standards<br />

require that we plan and perform the audit to obtain reasonable assurance about whether the above said<br />

statements are free of any material misstatement. An audit includes examining, on a test basis, evidence<br />

supporting the amounts and disclosures in the above said statements. An audit also includes assessing the<br />

accounting policies and significant estimates made by management, as well as, evaluating the overall<br />

presentation of the above said statements. We believe that our audit provides a reasonable basis for our opinion<br />

and, after due verification, we report that:<br />

a) Due to pending court cases, recoverability of Rs. 181.531 million due from the defaulted / suspended<br />

members depends upon favourable judgements by the respective courts as detailed in note 24.<br />

b) in our opinion, proper books of account have been kept by the Company as required by the Companies<br />

Ordinance, 1984;<br />

c) in our opinion:<br />

87<br />

i) the balance sheet and income and expenditure account together with the notes thereon have been drawn<br />

up in conformity with the Companies Ordinance, 1984, and are in agreement with the books of account and are<br />

further in accordance with accounting policies consistently applied.<br />

ii)<br />

the expenditure incurred during the year was for the purpose of the Company's business; and<br />

iii) the business conducted, investments made and the expenditure incurred during the year were in<br />

accordance with the objects of the Company;<br />

d) in our opinion and to the best of our information and according to the explanations given to us, the balance<br />

sheet, income and expenditure account, statement of comprehensive income, statement of changes in funds<br />

and reserves, and cash flow statement together with the notes forming part thereof conform with approved<br />

accounting standards as applicable in Pakistan, and, give the information required by the Companies<br />

Ordinance, 1984, in the manner so required and respectively give a true and fair view of the state of the<br />

Company's affairs as at 30 June <strong>2011</strong> and of the income, its comprehensive income, its changes in funds and<br />

reserves and its cash flows for the year then ended; and<br />

e) in our opinion, no Zakat was deductible at source by the Company under section 7 of the Zakat and Ushr<br />

Ordinance, 1980 (XVIII of 1980).<br />

<strong>Lahore</strong>:<br />

Date: November 04, <strong>2011</strong><br />

-sd-<br />

KPMG Taseer Hadi & Co.<br />

Chartered Accountants<br />

(Kamran Iqbal Yousafi)


Balance Sheet<br />

As at June 30, <strong>2011</strong><br />

88<br />

<strong>2011</strong> 2010<br />

FUNDS, RESERVES AND LIABILITIES Note (Rupees in thousand)<br />

Members Initial Contribution 116,102 116,102<br />

Reserves 7 1,922 1,469<br />

Accumulated Income 753,284 646,917<br />

755,206 648,386<br />

Funds and Reserves 871,308 764,488<br />

Surplus on revaluation of property,<br />

plant and Equipment 8 456,224 459,003<br />

Non-current liabilities<br />

Employee retirement benefits 9 15,896 14,264<br />

Liabilities against asset<br />

subject to finance lease 10 720 -<br />

Provision for earned leaves 5,813 6,311<br />

Employees' welfare fund 11 500 500<br />

Long term deposits 12 122,273 146,888<br />

Deferred taxation 13 36,320 33,329<br />

Current liabilities<br />

181,522 181,522<br />

Current portion of liabilities against<br />

asset subject to finance lease 10 342 905<br />

Members' contribution fund 14 457,534 464,752<br />

Investors' protection fund 15 232,113 215,304<br />

Accrued and other liabilities 16 169,824 228,516<br />

Contingencies and commitments 17<br />

859,813 909,477<br />

<strong>2011</strong> 2010<br />

ASSETS Note (Rupees in thousand)<br />

Non-current assets<br />

Property, plant and equipment 18 594,544 608,391<br />

Intangibles 19 - 661<br />

Investment in associates 20 275,566 267,677<br />

Long term investments 21 24,369 22,805<br />

Long term loans 22 3,175 1,550<br />

Long term deposits 2,096 2,087<br />

Current assets<br />

899,750 903,171<br />

Stores 1,458 606<br />

Short term investments 23 - -<br />

Loans and advances 24 205,097 200,939<br />

Short term prepayments and<br />

other Receivables<br />

25<br />

74,553 5,130<br />

Mark-up receivable 26 1,501 11,726<br />

Tax refunds from the government 27 65,047 58,371<br />

Cash and bank balances 28 1,121,461 1,154,317<br />

1,469,117 1,431,089<br />

2,368,867 2,334,260<br />

2,368,867 2,334,260<br />

The annexed notes 1 to 43 form an integral part of these financial statements.<br />

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Managing Director<br />

-sd-<br />

Director<br />

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Director


Income and Expenditure Account<br />

For the year ended June 30, <strong>2011</strong><br />

INCOME<br />

Note<br />

<strong>2011</strong> 2010<br />

(Rupees in thousand)<br />

Fee 29 146,602 138,165<br />

Rental - net 30 9,314 6,355<br />

Profit on bank deposits and investments 31 53,513 51,655<br />

Software revenues 32 6,161 8,908<br />

Other income 33 20,697 6,340<br />

EXPENDITURE<br />

236,287 211,423<br />

Administrative expenses 34 129,757 132,660<br />

Finance cost 35 339 1,922<br />

Other charges 36 18,783 68,641<br />

148,879 203,223<br />

87,408 8,200<br />

Share of after tax profit of associated<br />

companies - net 22,436 23,984<br />

Income for the year - before taxation 109,844 32,184<br />

Taxation<br />

- Current 37 3,265 3,198<br />

- Deferred 2,991 (4,401)<br />

6,256 (1,203)<br />

89<br />

Income for the year - after taxation 103,588 33,387<br />

The annexed notes 1 to 43 form an integral part of these financial statements.<br />

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Managing Director<br />

-sd-<br />

Director<br />

-sd-<br />

Director


Statement of Comprehensive Income<br />

For the year ended 30 June <strong>2011</strong><br />

<strong>2011</strong> 2010<br />

(Rupees in thousand)<br />

Net Income for the year 103,588 33,387<br />

Other comprehensive income<br />

Share of other comprehensive income of associates in<br />

respect of gain / (deficit) on revaluation of ‘available for<br />

sale’ investments<br />

Incremental depreciation charged during the year<br />

transferred to accumulated income<br />

453 (482)<br />

4,276 4,502<br />

Income tax on other comprehensive income (1,497) (1,577)<br />

Other comprehensive income 3,232 2,443<br />

106,820 35,830<br />

90<br />

The annexed notes 1 to 43 form an integral part of these financial statements.<br />

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Managing Director<br />

-sd-<br />

Director<br />

-sd-<br />

Director


Statement of changes in Funds and Reserves<br />

For the year ended 30 June <strong>2011</strong><br />

Members<br />

Initial<br />

Contribution<br />

Capital Reserve<br />

Revenue<br />

reserve<br />

Accumulated<br />

Income<br />

Total<br />

-----------------------------------------(Rupees in thousand)-----------------------------------------<br />

Balance as at 30 June 2009 116,102 1,342 609 610,605 728,658<br />

Total comprehensive income for the year<br />

Income for the year - - - 33,387 33,387<br />

Incremental depreciation charged during the<br />

year transferred to accumulated income - - - 2,925 2,925<br />

Share of other comprehensive loss of<br />

associates - - (482) - (482)<br />

Total comprehensive income for the year - - (482) 2,925 2,443<br />

Balance as at 30 June 2010 116,102 1,342 127 646,917 764,488<br />

Total comprehensive income for the year<br />

91<br />

Income for the year - - - 103,588 103,588<br />

Incremental depreciation charged during the<br />

year transferred to accumulated income - - - 2,779 2,779<br />

Share of other comprehensive income of<br />

associates - - 453 - 453<br />

Total comprehensive income for the year - - 453 2,779 3,232<br />

Balance as at 30 June <strong>2011</strong> 116,102 1,342 580 753,284 871,308<br />

The annexed notes 1 to 43 form an integral part of these financial statements.<br />

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Managing Director<br />

-sd-<br />

Director<br />

-sd-<br />

Director


92<br />

Cash Flow Statement<br />

For the year ended 30 June <strong>2011</strong> <strong>2011</strong> 2010<br />

Cash flow from operating activities<br />

Note<br />

(Rupees in thousand)<br />

Income for the year before taxation and share of profit of<br />

associated companies 87,408 8,200<br />

Adjustments for:<br />

Depreciation 19,387 20,902<br />

Amortization of intangibles 661 661<br />

Deferred income - (9,050)<br />

Staff retirement benefits - gratuity 6,795 6,642<br />

Provision for earned leaves (498) 1,282<br />

Profit / interest on bank deposits and investments (53,513) (51,655)<br />

Lease rentals (34,287) (29,441)<br />

Loss on disposal of property, plant and equipment 9 9,195<br />

Change in fair value reserve (1,564) (6,245)<br />

Provision against:<br />

- impairment of fixed assets - 918<br />

- material and other costs - 9,526<br />

- doubtful advances - 19,258<br />

- doubtful fee receivable 7,224 9,599<br />

- impairment of investment - 9,716<br />

Finance cost 339 1,922<br />

(55,447) (6,770)<br />

(Decrease) / increase in working capital 40 (130,758) 38,128<br />

Receipts / (payments) in respect of:<br />

(98,797) (39,557)<br />

Long term deposits - liabilities 9,663 69,620<br />

Internet trading - 227<br />

Long term loans (1,625) 1,130<br />

Staff retirement benefits - gratuity (5,163) (5,091)<br />

Taxation (9,941) (17,288)<br />

(7,066) 48,598<br />

Net cash (outflow) / inflow from operating activities (105,863) 88,155<br />

Cash flow from investing activities<br />

Fixed capital expenditure (4,336) (50,234)<br />

Proceeds from sale of property, plant and equipment - 30<br />

Investments matured during the year - 48,375<br />

Profit / interest received on bank deposits 63,739 57,328<br />

Dividend received 15,000 24,012<br />

Net cash inflow from investing activities 74,403 79,511<br />

Cash flow from financing activities<br />

Lease rentals paid (1,056) (2,390)<br />

Finance cost paid (339) (1,949)<br />

Net cash outflow from financing activities (1,395) (4,339)<br />

Net (decrease) / increase in cash and cash equivalents (32,856) 163,327<br />

Cash and cash equivalents at the beginning of the year 1,154,317 990,990<br />

Cash and cash equivalents at the end of the year 1,121,461 1,154,317<br />

The annexed notes 1 to 43 form an integral part of these financial statements.<br />

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Managing Director<br />

-sd-<br />

Director<br />

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Director


Notes to the Financial Statements<br />

For the year ended 30 June <strong>2011</strong><br />

1 The Company and its operations<br />

<strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> (Guarantee) Limited ("the Company") was incorporated under the<br />

Companies Act, 1913 (now the Companies Ordinance, 1984) on 05 October, 1970 as a Company<br />

limited by guarantee. The registered office of the Company is situated at 19, Khayaban-e-Aiwane-Iqbal,<br />

<strong>Lahore</strong>, Pakistan.<br />

The Company is engaged in conducting, regulating and controlling the trade or business of<br />

buying, selling and dealing in shares, scripts, participation term certificates, modaraba<br />

certificates, pre-organisation certificates and securities, stocks, bonds, debentures, debenture<br />

stocks, Government papers, loans and any other instruments and securities of like nature<br />

including but not limited to special national fund bonds and documents of a similar nature<br />

issued by the Government of Pakistan or any institution or agency authorised by it.<br />

2 Basis of preparation and statement of compliance<br />

These financial statements have been prepared in accordance with the approved accounting<br />

standards as applicable in Pakistan. Approved accounting standards comprise of such<br />

International Financial <strong>Report</strong>ing Standards (IFRS) issued by the International Accounting<br />

Standards Board as are notified under the Companies Ordinance, 1984, provisions of and<br />

directives issued under the Companies Ordinance, 1984. In case requirements differ, the<br />

provisions of and directives of the Companies Ordinance, 1984 shall prevail.<br />

3 Basis of measurement<br />

These financial statements have been prepared under the historical cost convention except<br />

for land, building on free hold land and investments classified as available for sale which are<br />

stated at fair value and obligations in respect of gratuity schemes which are measured at present<br />

value.<br />

4 Use of estimates and judgments<br />

The preparation of financial statements in conformity with approved accounting standards,<br />

as applicable in Pakistan, requires management to make judgments, estimates and<br />

assumptions that affect the application of policies and the reported amounts of assets,<br />

liabilities, income and expenses.<br />

The estimates and associated assumptions are based on historical experience and various<br />

other factors that are believed to be reasonable under the circumstances, the results of which<br />

form the basis of making the judgments about the carrying values of assets and liabilities that<br />

are not readily apparent from other sources. Actual results may differ from these estimates.<br />

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to<br />

accounting estimates are recognized in the period in which the estimates are revised if the<br />

revision affects only that period, or in the period of the revision and future periods if the revision<br />

affects both current and future periods.<br />

Judgements made by the management in the application of approved accounting standards,<br />

as applicable in Pakistan, that have significant effect on the financial statements and estimates<br />

with a significant risk of material adjustment in the next year are as follows:<br />

- Income taxes<br />

In making the estimates for income taxes currently payable by the Company, the management<br />

looks at the current income tax laws and the decisions of appellate authorities on certain issues<br />

in the past.<br />

- Investment stated at fair value<br />

Management has determined fair value of investment by using quotations from active market<br />

conditions and information about the financial instrument. These estimates are subjective in<br />

nature and involve some uncertainties and matters of judgment and therefore, cannot be<br />

determined with precision.<br />

- Property, plant and equipment<br />

The Company reviews the rate of depreciation, useful life, residual value and value of assets for<br />

possible impairment on an annual basis. Any change in the estimates in future years might affect<br />

the carrying amounts of the respective items of property, plant and equipment with a<br />

corresponding effect on the depreciation charge and impairment.<br />

- Intangible assets<br />

The Company reviews the rate of amortization and value of intangible assets for possible<br />

impairment on an annual basis. Any change in the estimates in future years might affect the<br />

carrying amounts of intangible assets with a corresponding affect on the amortization charge<br />

and impairment.<br />

- Staff retirement benefits<br />

Certain actuarial assumptions have been adopted as disclosed in note 9 to the financial<br />

statements for valuation of present value of defined benefit obligations and fair value of plan<br />

assets. Changes in these assumptions in future years may affect the liability under these<br />

schemes in those years.<br />

5 Initial application of new standards, interpretations or amendments to existing<br />

standards and forthcoming requirements<br />

5.1 Standards, amendments or interpretations which became effective during the<br />

year<br />

During the year certain amendments to Standards or new interpretations became effective,<br />

however, the amendments or interpretation did not have any material effect on the financial<br />

statements of the Company.<br />

5.2 New / revised accounting standards, amendments to published accounting<br />

standards, and interpretations that are not yet effective<br />

The following standards, amendments and interpretations of approved accounting standards<br />

will be effective for accounting periods beginning on or after 01 July <strong>2011</strong>;<br />

- IAS 24 Related Party Disclosures (revised 2009) – (effective for annual periods beginning<br />

on or after 1 January <strong>2011</strong>). The revision amends the definition of a related party and modifies<br />

certain related party disclosure requirements for government-related entities. The<br />

amendment would result in certain changes in disclosures.<br />

- Amendments to IAS 12 – deferred tax on investment property (effective for annual periods<br />

beginning on or after 1 January 2012). The 2010 amendment provides an exception to the<br />

measurement principle in respect of investment property measured using the fair value model<br />

in accordance with IAS 40 Investment Property. The measurement of deferred tax assets and<br />

liabilities, in this limited circumstance, is based on a rebuttable presumption that the carrying<br />

amount of the investment property will be recovered entirely through sale. The presumption<br />

can be rebutted only if the investment property is depreciable and held within a business<br />

model whose objective is to consume substantially all of the asset's economic benefits over<br />

the life of the asset. The amendment has no impact on financial statements of the Company.<br />

- Amendments to IFRIC 14 IAS 19 – The Limit on a Defined Benefit Assets, Minimum Funding<br />

Requirements and their Interaction (effective for annual periods beginning on or after 1<br />

January <strong>2011</strong>). These amendments remove unintended consequences arising from the<br />

treatment of prepayments where there is a minimum funding requirement. These<br />

amendments result in prepayments of contributions in certain circumstances being<br />

recognised as an asset rather than an expense. This amendment has no impact on Company's<br />

financial statements.<br />

- Improvements to IFRSs 2010 – In May 2010 the IASB issued improvements to IFRSs 2010<br />

which comprise of 11 amendments to 7 standards. Effective dates, early application and<br />

transitional requirements are addressed on a standard by standard basis. The majority of<br />

amendments are effective for annual periods beginning on or after 1 January <strong>2011</strong>. The<br />

amendments include list of events or transactions that require disclosure in the interim<br />

financial statements, add an explicit statement that qualitative disclosure should be made in<br />

the context of the quantitative disclosures to better enable users to evaluate an entity's<br />

exposure to risks arising from financial instruments and fair value of award credits under the<br />

customer loyalty programmes to take into account the amount of discounts or incentives that<br />

otherwise would be offered to customers that have not earned the award credits. Certain of<br />

these amendments will result in increased disclosures in the financial statements.<br />

- IAS 27 Separate Financial Statements (<strong>2011</strong>) - (effective for annual periods beginning on or<br />

after 1 January 2013). IAS 27 (<strong>2011</strong>) supersedes IAS 27 (2008). IAS 27 (<strong>2011</strong>) carries forward<br />

the existing accounting and disclosure requirements for separate financial statements, with<br />

some minor clarifications. The amendments have no impact on financial statements of the<br />

Company.<br />

- IAS 28 Investments in Associates and Joint Ventures (<strong>2011</strong>) - (effective for annual periods<br />

beginning on or after 1 January 2013). IAS 28 (<strong>2011</strong>) supersedes IAS 28 (2008). IAS 28 (<strong>2011</strong>)<br />

makes the amendments to apply IFRS 5 to an investment, or a portion of an investment, in an<br />

associate or a joint venture that meets the criteria to be classified as held for sale; and on<br />

cessation of significant influence or joint control, even if an investment in an associate<br />

becomes an investment in a joint venture. The amendments have no impact on financial<br />

statements of the Company.<br />

- IAS 19 Employee Benefits (amended <strong>2011</strong>) - (effective for annual periods beginning on or<br />

after 1 January 2013). The amended IAS 19 includes the amendments that require actuarial<br />

gains and losses to be recognised immediately in other comprehensive income; this change<br />

will remove the corridor method and eliminate the ability for entities to recognise all changes<br />

in the defined benefit obligation and in plan assets in profit or loss, which currently is allowed<br />

under IAS 19; and that the expected return on plan assets recognised in profit or loss is<br />

calculated based on the rate used to discount the defined benefit obligation.<br />

93


Notes to the Financial Statements<br />

94<br />

- Presentation of Items of Other Comprehensive Income (Amendments to IAS 1) -<br />

(effective for annual periods beginning on or after 1 July 2012). The amendments require that<br />

an entity present separately the items of other comprehensive income that would be<br />

reclassified to profit or loss in the future if certain conditions are met from those that would<br />

never be reclassified to profit or loss. The amendments do not address which items are<br />

presented in other comprehensive income or which items need to be reclassified. The<br />

requirements of other IFRSs continue to apply in this regard. The amendments have no impact<br />

on financial statements of the Company.<br />

- Disclosures – Transfers of Financial Assets (Amendments to IFRS 7) - (effective for<br />

annual periods beginning on or after 1 July <strong>2011</strong>). The amendments introduce new disclosure<br />

requirements about transfers of financial assets, including disclosures for financial assets that<br />

are not derecognised in their entirety; and financial assets that are derecognised in their<br />

entirety but for which the entity retains continuing involvement. The amendments have no<br />

impact on financial statements of the Company.<br />

6 Summary of significant accounting policies<br />

6.1 Property, plant and equipment<br />

Property, plant and equipment (except freehold land, building and capital work-inprogress)<br />

are stated at cost less accumulated depreciation and identified impairment losses, if<br />

any. Freehold land and building is stated at revalued amount. Capital work-in-progress is<br />

stated at cost less any impairment loss.<br />

Depreciation charge, except on lease holding improvements is based on the reducing<br />

balance method whereby the cost or revalued amount of an asset is written off to income and<br />

expenditure account over its estimated useful life after taking into account the residual value if<br />

material. Depreciation on lease hold improvement is charged based on straight line method.<br />

Depreciation on additions is charged from the month in which the asset is acquired or<br />

capitalized while no depreciation is charged for the month in which items is disposed off.<br />

The residual value, depreciation method and the useful lives of each part of property, plant and<br />

equipment that is significant in relation to the total cost of the asset are reviewed and adjusted<br />

if appropriate, at each balance sheet date.<br />

Surplus on revaluation of land and building is credited to the surplus on revaluation<br />

account. Revaluation is carried out with sufficient regularity to ensure that the carrying<br />

amount of assets do not differ materially from the fair value.<br />

Maintenance and normal repairs are charged to income as and when incurred. Renewals<br />

and improvements are capitalized when it is probable that respective future economic<br />

benefits will flow to the Company and the cost of the item can be measured reliably, and the<br />

assets so replaced, if any, are derecognized.<br />

The gain or loss on disposal or retirement of an asset represented by the difference between<br />

the sale proceeds and the carrying amount of the asset is recognized as an income or expense.<br />

Where the carrying amount of assets exceeds its estimated recoverable amount it is written<br />

down immediately to its recoverable amount.<br />

6.2 Intangible assets<br />

Expenditure incurred on intangible asset is capitalized and stated at cost less accumulated<br />

amortization and any identified impairment loss. Intangible assets are amortized using the<br />

straight-line method at the rates mentioned in note 19.<br />

Amortization on additions to intangible assets is charged from the month in which an asset is<br />

acquired or capitalized while no amortization is charged for the month in which that asset is<br />

disposed off.<br />

6.3 Leases<br />

Finance leases<br />

Leases in terms of which the Company has substantially transferred all the risks and<br />

rewards of ownership are classified as finance leases. Assets subject to finance lease are stated<br />

at the lower of present value of minimum lease payments under the lease agreements and the<br />

fair value of the assets, less accumulated depreciation and any identified impairment loss.<br />

The related rental obligations, net of finance costs are classified as current and long term<br />

depending upon the timing of the payment.<br />

Each lease payment is allocated between the liability and finance costs so as to achieve a<br />

constant rate on the balance outstanding. The interest element of the rental is charged to<br />

income over the lease term.<br />

Assets acquired under a finance lease are depreciated over the estimated useful life of the<br />

asset on the reducing balance method at the rates used for similar owned assets. Depreciation<br />

of leased assets is charged to income.<br />

Residual value and the useful life of an asset are reviewed at least at each financial year-end.<br />

Depreciation on leased assets is charged on the same basis as used for owned assets.<br />

6.4 Impairment<br />

The carrying amount of assets are reviewed at each balance sheet date to determined whether<br />

there is any indication of impairment. If any such indication exists then the assets recoverable<br />

amount is estimated. The recoverable amount is the greater of its value in use and fair value<br />

less cost to sell. An impairment is recognized if the carrying amount exceed its estimated<br />

recoverable amount.<br />

6.5 Foreign currencies<br />

All monetary assets and liabilities in foreign currencies are translated into rupees at exchange<br />

rates prevailing at the balance sheet date. Transactions in foreign currencies are translated into<br />

rupees at exchange rates prevailing at the date of transaction. Non-monetary assets and<br />

liabilities that are measured in terms of historical cost in a foreign currency are translated into<br />

rupees at exchange rates prevailing at the date of transaction. Non-monetary assets and<br />

liabilities denominated in foreign currency that are stated at fair value are translated into<br />

rupees at exchange rates prevailing at the date when fair values are determined. <strong>Exchange</strong><br />

gains and losses are included in the income currently.<br />

6.6 Investments in associates<br />

The Company's investment in its associates is accounted for under the equity method of<br />

accounting. An associate is an entity in which the company has significant influence.<br />

Under the equity method, the investment in the associate is carried in the balance sheet at<br />

cost plus post-acquisition changes in the Company's share of net assets of the associate.<br />

Goodwill relating to an associate is included in the carrying amount of the investment and is<br />

not amortized. After application of the equity method, the Company determines whether it is<br />

necessary to recognise any additional impairment loss with respect to the Company's net<br />

investment in the associate. The income statement reflects the share of the results of<br />

operations of the associate. Where there has been a change recognized directly in the equity of<br />

the associate, the Company recognises its share of any changes and discloses this, when<br />

applicable, in the statement of changes in equity.<br />

Financial statements of the associates for the year ended 30 June <strong>2011</strong> have been used in<br />

applying the equity method. Associates' accounting policies confirm to those used by the<br />

company for like transactions and events in similar circumstances.<br />

6.7 Long term investments<br />

Held to maturity<br />

Held to maturity investments are financial assets with fixed or determinable payments and<br />

fixed maturity that the Company has the positive intent and ability to hold to maturity. Held to<br />

maturity investments are initially recognized at cost inclusive of transaction cost and are<br />

subsequently carried at amortized cost using effective interest rate method.<br />

Available for sale<br />

Investments which are intended to be held for an indefinite period of time but may be sold<br />

in response to the need for liquidity are classified as available for sale. Available for sale<br />

investments are recognized initially at fair value plus any directly attributable transaction<br />

costs. After initial recognition, these are stated at fair values unless fair values can not be<br />

measured reliably, with any resulting gains and losses being taken directly to equity until the<br />

investment is disposed or impaired. At each reporting date, these investments are remeasured<br />

at fair value, unless fair value cannot be reliably measured. At the time of disposal, the<br />

respective surplus or deficit is transferred to profit and loss currently. Fair value of quoted<br />

investments is their bid price on Karachi / <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> at the balance sheet date.<br />

Unquoted investments, where active market does not exist, are carried at cost as it is not<br />

possible to apply any other valuation methodology.<br />

Investments intended to be held for less than twelve months from the balance sheet date<br />

or to be sold to raise operating capital, are included in current assets, all other investments are<br />

classified as non-current. Management determines the appropriate classification of its<br />

investments at the time of the purchase and re-evaluates such designation on a regular basis.<br />

All purchases and sales of investments are recognized on the trade date which is the date that<br />

the company commits to purchase or sell the investment.<br />

Available for sale, investments are tested for impairment at each reporting date.<br />

Investments are considered to be impaired if there is a significant or prolonged decline in the<br />

fair value of the investment at the reporting date.


Notes to the Financial Statements<br />

6.8 Stores<br />

Usable stores are valued at cost (FIFO), while items considered obsolete are carried at nil value.<br />

Items in transit are valued at cost comprising invoice value plus other charges paid thereon.<br />

6.9 Loans, advances and deposits<br />

These are stated at cost.<br />

6.10 Financial instruments<br />

Financial assets and financial liabilities are recognized when the Company becomes a party<br />

to the contractual provisions of the instrument and de-recognized when the Company looses<br />

control of the contractual rights that comprise the financial asset and in case of financial<br />

liability when the obligation specified in the contract is discharged, cancelled or expired.<br />

A financial asset and a financial liability is offset and the net amount reported in the balance<br />

sheet, if the Company has a legal enforceable right to set off the transaction and also intends<br />

either to settle on a net basis or to realize the asset and settle the liability simultaneously.<br />

The particular measurement methods adopted are disclosed in the individual policy<br />

statements associated with each item of financial instruments.<br />

6.11 Fees and other receivables<br />

These are recognized and carried at original invoice amount less an allowance for any<br />

uncollectible fees. An estimate for doubtful fees receivable is made when collection of the full<br />

amount is no longer probable. Uncollectible fees receivable are written-off when identified.<br />

6.12 Borrowing cost<br />

Mark-up bearing borrowings are recognized initially at fair value, less attributable transaction<br />

costs. Subsequent to initial recognition, mark-up bearing borrowings are stated at amortized<br />

cost with any difference between cost and redemption value being recognized in the income<br />

and expenditure account over the period of the borrowings on an effective interest basis.<br />

6.13 Taxation<br />

Income tax expense comprises current and deferred tax. Income tax is recognized in profit<br />

and loss except to the extent that it relates to items recognized directly in equity, in which case<br />

it is recognized in equity.<br />

Current<br />

Provision of current tax is based on the taxable income for the year determined in<br />

accordance with the prevailing law for taxation of income. The charge for current tax is<br />

calculated using prevailing tax rates or tax rates expected to apply to the profit for the year if<br />

enacted after taking into account tax credits, rebates and exemptions, if any. The charge for<br />

current tax also includes adjustments, where considered necessary, to provision for tax made<br />

in previous years arising from assessments framed during the year for such years.<br />

Deferred<br />

Deferred tax is accounted for using the balance sheet liability method in respect of all<br />

temporary differences arising from differences between the carrying amount of assets and<br />

liabilities in the financial statements and the corresponding tax bases used in the computation<br />

of the taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary<br />

differences and deferred tax assets are recognized to the extent that it is probable that taxable<br />

profits will be available against which the deductible temporary differences, unused tax losses<br />

and tax credits can be utilized.<br />

Deferred tax assets and liabilities are calculated at the rates that are expected to apply to<br />

the period when the asset is realized or the liability is settled, based on the tax rates (and tax<br />

laws) that have been enacted or substantively enacted by the balance sheet date. Deferred tax<br />

is charged or credited in the income statement, except in the case of items credited or charged<br />

to equity in which case it is included in equity.<br />

6.14 Provisions<br />

Provisions are recognized when the Company has a legal or constructive obligation as a<br />

result of past events and it is probable that an outflow of resources embodying economic<br />

benefits will be required to settle the obligation and a reliable estimate of the amount can be<br />

made. However, provisions are reviewed at each balance sheet date and adjusted to reflect<br />

current best estimate.<br />

6.15 Retirement and termination benefits<br />

Defined benefits scheme<br />

The Company maintains an unfunded gratuity fund for all its eligible employees.<br />

The contributions are made to gratuity scheme in accordance with the actuary's<br />

recommendations based on the actuarial valuation of these funds as at 30 June <strong>2011</strong>.<br />

The future contribution rates of these funds include allowances for deficit and surplus.<br />

Projected unit credit method is used for valuation of these funds based on the following<br />

assumptions stated in note 9.<br />

The Company's policy with regard to actuarial gains / losses is to follow minimum<br />

recommended approach under IAS 19.<br />

6.16 Earned leaves<br />

The Company accounts for compensated absences on the basis of unavailed earned leave<br />

balance of each employee at the end of the year, upto maximum of 60 days.<br />

6.17 Cash and cash equivalents<br />

Cash and cash equivalents are carried in the balance sheet at cost. For the purpose of cash flow<br />

statement, cash and cash equivalents comprise cash in hand and balances at bank.<br />

6.18 Revenue recognition<br />

Income from initial listing fee is recognized when the securities are initially listed on the ready<br />

board. Income from annual listing fee is recognized on an accrual basis.<br />

Income in respect of trading by members in ready and future is recognized when the<br />

transaction take place as per trade date accounting practices.<br />

Income in respect of trading by members in CFS is recognized when the financing is settled.<br />

Rental income, facilities and equipment fee, non-operating facilities income and membership<br />

fees are recognized on accrual basis while other fees are recognized when received.<br />

Investments purchased at premium or discount, are amortized through the income and<br />

expenditure account using the effective interest rate method.<br />

Income from investments and bank accounts is recognized on an accrual basis.<br />

Dividend income is recognized when the Company's right to receive payment is established.<br />

6.19 Related party transactions<br />

The Company enters into transactions with related parties on an arm's length basis. Prices for<br />

transactions with related parties are determined using admissible valuation methods, except<br />

in extremely rare circumstances where, subject to approval of the Board of Directors, it is in the<br />

interest of the Company to do so.<br />

<strong>2011</strong> 2010<br />

Note Rupees in ‘000<br />

7 Reserves<br />

Capital reserve 7.1 1,342 1,342<br />

Revenue reserve - fair value reserve 7.2 580 127<br />

1,922 1,469<br />

7.1 This represents gain on land and building of the Company disposed-off in the year 1983.<br />

7.2 This represents Company's share of unrealized gain on investments in associated<br />

companies.<br />

8 Surplus on revaluation of property, plant and equipment<br />

Balance as at 01 July 459,003 461,928<br />

Transferred to unappropriated income in respect of<br />

incremental depreciation charged during the year (4,276)<br />

454,727<br />

(4,502)<br />

457,426<br />

Less: Related deferred tax liability on:<br />

Transferred to unappropriated income in respect of<br />

incremental depreciation charged during the year 1,497 1,577<br />

Balance as at 30 June 456,224 459,003<br />

9 Employee retirement benefits<br />

The actuarial valuation of gratuity scheme has been conducted in accordance with IAS 19,<br />

'Employee benefits' as at 30 June <strong>2011</strong>. The projected unit credit method, using the following<br />

significant assumptions, has been used for the actuarial valuation.<br />

<strong>2011</strong> 2010<br />

- Discount rate 14% 12%<br />

- Expected rate of growth per annum in future salaries 13% 11%<br />

- Average expected remaining working life time of employees 15 years 15 years<br />

9.1 Amount recognised in the Balance Sheet are as follows:<br />

Present value of defined benefit obligation 9.3 19,761 17,956<br />

Unrecognized actuarial loss 9.4 (3,865) (3,692)<br />

Liability as at 30 June 15,896 14,264<br />

9.2 Change in present value of net staff gratuity<br />

95


Notes to the Financial Statements<br />

96<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

Liability as at 01 July 14,264 12,713<br />

Charge to income and expenditure account 9.7 6,795 6,642<br />

Payments made during the year (5,163) (5,091)<br />

Liability as at 30 June 15,896 14,264<br />

9.3 Movement in liability for defined benefit obligation<br />

Present value of defined benefit obligations as at 30 June 17,956 16,738<br />

Current service cost for the year 4,513 4,465<br />

Interest cost for the year 2,155 2,009<br />

Benefit paid during the period (5,162) (5,091)<br />

Actuarial loss / (gain) on present value of defined benefit obligation 299 (165)<br />

Present value of defined benefit obligations as at 30 June 19,761 17,956<br />

9.4 Movement in unrecognized actuarial (losses) / gains<br />

Unrecognized actuarial losses as at 30 June (3,692) (4,025)<br />

Actuarial (loss) / gain arising during the year (299) 165<br />

Actuarial loss charged to income and expenditure<br />

account during the year 126 168<br />

Unrecognized actuarial losses as at 30 June (3,865) (3,692)<br />

9.5 Actuarial losses to be recognized<br />

Corridor limit<br />

The limits of corridor as at 1 July 10% 10%<br />

- 10% of present value of obligations 1,796 1,674<br />

Unrecognized net actuarial losses as at 1 July 9.4 3,692 4,025<br />

Excess 1,896 2,351<br />

Average expected remaining working lives in years 15<br />

14<br />

Actuarial losses recognized 126 168<br />

9.6 Expected contribution for the next year<br />

The expected contribution to the gratuity schemes for the year ending June 30, 2012 works out<br />

to Rs. 7.547 million.<br />

9.7 Charge for the year <strong>2011</strong> 2010<br />

Additional liability charged for the year: Note (Rupees in thousand)<br />

Current service cost for the year 4,513 4,465<br />

Interest cost for the year 2,155 2,009<br />

Actuarial loss charged during the year 126<br />

6,794<br />

168<br />

6,642<br />

9.8 Historical information for gratuity plan<br />

<strong>2011</strong> 2010 2009 2008 2007<br />

--------------- (Rupees in thousand) ------------------<br />

Present value of defined<br />

benefit obligation 15,896 17,956 16,738 20,502 18,202<br />

Experience adjustment<br />

on obligation - (165) 172 878 925<br />

10 Liabilities against asset subject to finance lease<br />

The liabilities against assets subject to finance lease represents lease entered into with a<br />

leasing company. The amount of future payments for the lease and the period in which the<br />

lease payments will become due are as follows: <strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

Present value of minimum lease payments 1,062 905<br />

Less: current portion shown under current liabilities 342 905<br />

Present value of minimum lease payments 720<br />

-<br />

Salient features of the leases are as follows:<br />

Discounting factor 16.8%-17.3% 16.1%-16.8%<br />

Period of lease<br />

36 months 36 months<br />

Security deposits 20% 10%<br />

10.1 The Company has entered into a lease agreement with a Commercial Bank for lease of<br />

one vehicle. The liabilities under these arrangements are payable in monthly instalments.<br />

Interest rates implicit in the leases are used as discounting factor to determine the present<br />

value of minimum lease payments.<br />

10.2 Lease agreement carry renewal option at the end of lease period and the Company<br />

intends to exercise its option to purchase the leased asset upon completion of the lease term.<br />

Residual value of the leased assets has already been paid at the inception of the lease in the<br />

form of security deposit. There are no financial restrictions imposed by lessor. Taxes, repairs,<br />

replacements and insurance costs are borne by the lessee.<br />

10.3 The amount of future minimum lease payments along with their present value and<br />

the periods during which they will fall due are:<br />

<strong>2011</strong><br />

Not later Later than one<br />

than one<br />

year and not later<br />

year than five years Total<br />

----------------(Rupees in thousand)----------------<br />

Minimum lease payments 499 832 1,331<br />

Future finance charge 157 112 269<br />

Present value of minimum lease payments 342 720 1,062<br />

2010<br />

Not later Later than one<br />

than one<br />

year and not later<br />

year than five years Total<br />

----------------(Rupees in thousand)----------------<br />

Minimum lease payments 918 - 918<br />

Future finance charge 13 - 13<br />

Present value of minimum lease payments 905 - 905<br />

11 Employees' welfare fund<br />

This fund was created during the year 1992 in accordance with the decision of the Board of<br />

Directors for welfare of the Company's employees. Movement in this fund during the year is as<br />

follows:<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

Opening balance 500 500<br />

Add: amount allocated during the year 318 271<br />

Less: payments made during the year (318)<br />

500<br />

(271)<br />

500<br />

12 Long term deposits<br />

Lease deposits 12.1 52,032 73,997<br />

Members' deposits 12.2 17,557 17,557<br />

Security deposits 12.3 52,684<br />

122,273<br />

55,334<br />

146,888<br />

12.1 Lease deposits<br />

Members Tenants Total<br />

<strong>2011</strong> 2010<br />

----------------(Rupees in thousand)----------------<br />

Opening balance 18,373 55,624 73,997 32,964<br />

- 12,322 12,322 70,474<br />

18,373 67,946 86,319 103,438<br />

Less: credited to income &<br />

expenditure account 218 34,069 34,287 29,441<br />

18,155 33,877 52,032 73,997<br />

Lease term 99 years 1 to 3 years<br />

12.1.1 These deposits represents advance rental from members and tenants for renting out<br />

of office space. Realised rental income in credited to income and expenditure account,<br />

periodically.


Notes to the Financial Statements<br />

12.2 Member's deposits<br />

These deposits were obtained from the Company's members for construction of the second<br />

tower. The Company's members, in the extra ordinary general meeting held on 19 May 2006,<br />

resolved to scrap the second tower project and approved a project of car parking facilities for<br />

the members / investors in its place. Accordingly the amount comprising of 3rd installment<br />

with interest, was refunded to members. This amount represents the undistributed<br />

contributions for the 1st and 2nd installments retained to offset the expenses made for the<br />

said purpose.<br />

<strong>2011</strong> 2010<br />

Note<br />

(Rupees in thousand)<br />

12.3 Security deposits<br />

Deposits received against:<br />

- clearing house 12.3.1 48,812 51,462<br />

- furnished rooms 12.3.2 3,200 3,200<br />

- others 672<br />

52,684<br />

672<br />

55,334<br />

12.3.1 These interest-free deposits have been received from members of the Company for<br />

Clearing House Operations and are repayable on demand.<br />

12.3.2 These interest-free deposits have been received from members of the Company as<br />

security against furnished rooms provided to them at Faisalabad and Sialkot Trading Floors.<br />

12.3.3 Total value of securities, pledged as margins against the exposures taken by the<br />

Members is Rs. 372.56 million as at 30 June <strong>2011</strong> (2010: Rs. 648 million)<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

13 Deferred taxation<br />

This is composed of the following:<br />

Taxable temporary differences arising in respect of:<br />

Accelerated tax depreciation allowances 22,769 20,755<br />

Surplus on revaluation of fixed assets 28,436 19,456<br />

Investments in associated companies 21,574 20,635<br />

Deductible temporary differences arising in respect of:<br />

Accelerated tax amortization allowance (174) (1,025)<br />

Liabilities against assets subject to finance lease (372) (317)<br />

Staff retirement benefit - gratuity (5,564) (4,992)<br />

Unused tax losses (30,349)<br />

36,320<br />

(21,183)<br />

33,329<br />

14 Members’ contribution fund<br />

Opening balance 464,752 418,167<br />

Add:<br />

Profit / interest accrued on bank deposits 46,164 42,369<br />

Gain raised on sale of investments 674<br />

-<br />

Fair value gain on measurement of<br />

available-for-sale investments 890 2,065<br />

Contribution during the year 14.1 455<br />

48,183<br />

2,151<br />

46,585<br />

Transferred to Member Contribution Fund Trust 14.2 (55,401)<br />

457,534<br />

-<br />

464,752<br />

14.1 MCF was established by the Company on 03 October 1995.<br />

As prescribed by SECP, with effect from 28 September 2005, contributions are made at<br />

following rates:<br />

- Service charges (Automated Trading Fee) at the rate of 0.001785% of the turnover<br />

value. There is no cap on service charges with effect from 28 September 2005.<br />

- MCF at the rate of 0.0008925% of the turnover value.<br />

- IPF at the rate of 0.0008925% of the turnover value.<br />

14.2 The Company, on 14 April 2006, made a deed of trust to setup MCF as a trust. The trust<br />

deed was duly registered on 01 June 2006 in the office of sub-registrar, <strong>Lahore</strong>.<br />

The Company has now decided to fully fund the MCF by allocating the amounts having been<br />

accrued to the fund with effect from the date of the establishment of the MCF Trust. i.e April<br />

14, 2006.<br />

A total amount of Rs. 55.401 million has been transferred to Members Contribution Fund<br />

Trust being the amount of total MCF Contributions and profit received thereon since April 14,<br />

2006 till June 30, <strong>2011</strong>.<br />

These funds have been retained within the <strong>Exchange</strong> to cover any contingent and liabilities<br />

that the <strong>Exchange</strong> may face either in the future or due to any adverse decision against LSE<br />

involving the earlier clearing house defaults/ cases under trial at various courts of laws.<br />

Total receipts / payments made out of the funds of MCF during the year are as follows:<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

Balance of MCF as at 01 July 421,767 367,125<br />

Add:<br />

Members' contribution for the year 455 2,151<br />

Profit credited during the year 47,795<br />

48,250<br />

52,491<br />

54,642<br />

Transferred to Member's Contribution Fund Trust 14.2 (55,401)<br />

-<br />

Balance of MCF as at 30 June 414,616 421,767<br />

Balance of MCF as at 30 June comprised of:<br />

Term deposit receipts:<br />

- Faysal Bank Limited 73,348 65,708<br />

- Habib Bank Limited 14.2 59,577 89,340<br />

- Askari Bank Limited 50,000<br />

-<br />

- Bank Alfalah Limited 9,000 25,000<br />

- Bank Al-Habib Limited 120,190 73,792<br />

- United Bank Limited 45,008 62,980<br />

- Barclays Bank 50,000 33,545<br />

- MCB Bank Limited 18,000<br />

425,123<br />

47,548<br />

397,913<br />

Saving / PLS accounts at:<br />

- Habib Bank Limited 19<br />

18<br />

- KASB Bank 20,000<br />

-<br />

- MCB Bank Limited 104 186<br />

- Bank Alfalah Limited 87<br />

20,210<br />

523<br />

727<br />

Current accounts at:<br />

- United Bank Limited 315 322<br />

Mutual Fund - Atlas Income Fund - 22,805<br />

Mutual fund - Atlas Money Market Fund 24,369<br />

-<br />

Transferred to Member's Contribution Fund Trust<br />

Term deposit receipts- Habib Bank Limited 14.2 (55,401)<br />

-<br />

414,616 421,767<br />

15 Investors' Protection Fund<br />

Balance as at 1 July 15.1 215,304 194,148<br />

Add:<br />

Profit / interest accrued on bank deposits 22,354 19,005<br />

Payment made during the year 15.2 (6,000)<br />

-<br />

Contribution during the year 455<br />

16,809<br />

232,113<br />

2,151<br />

21,156<br />

215,304<br />

15.1 This represents members' contributions, with effect from 08 October 1997, towards<br />

Investors' Protection Fund (IPF). The contributions have been made at the following rates:<br />

- upto 05 March 2003 @ 15% of the amounts collected by the Company's<br />

Clearing House on account of MCF;<br />

- after 05 March 2003 to<br />

27 September 2005 @ 0.001% of the turnover value; and<br />

- after 27 September 2005<br />

to 30 June <strong>2011</strong><br />

@ 0.0008925% of the turnover value<br />

97


Notes to the Financial Statements<br />

98<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

15.2 Total receipts / payments made out of the funds of<br />

IPF during the year are as follows:<br />

Balance of IPF as at 01 July 208,296 187,074<br />

Add:<br />

Members' contribution for the year 455 2,151<br />

Profit credited during the year 24,665<br />

25,120<br />

233,416<br />

19,081<br />

21,232<br />

208,306<br />

Less:<br />

Bank charges -<br />

10<br />

Payment made from funds 15.2.1 6,000<br />

-<br />

Balance of IPF as at 30 June 227,416 208,296<br />

Balance of IPF as at 30 June comprised of the following assets<br />

Term deposit receipts:<br />

- Faysal Bank Limited - 23,179<br />

- Innovative Investment Bank Limited 9,716 9,716<br />

- Bank Alfalah Limited 27,000 28,500<br />

- Bank Al-Habib Limited 38,837 13,846<br />

- Barclays Bank PLC, Pakistan 51,000 33,247<br />

- MCB Bank Limited 31,172 45,165<br />

- United Bank Limited 68,831<br />

226,556<br />

50,190<br />

203,843<br />

Saving / PLS accounts at:<br />

- MCB Bank Ltd. 6 3,496<br />

- Bank Alfalah Limited 318<br />

324<br />

957<br />

4,453<br />

Current accounts at:<br />

- Barclays PLC Pakistan 536<br />

227,416<br />

-<br />

208,296<br />

15.2.1 The payment is made to the claimants of Mehdi Securities (Pvt) Limited.<br />

15.3 The Company, during the financial year ended 30 June 2000, had made payments<br />

aggregating Rs. 12.089 million to its Clearing House on behalf of the defaulted members.<br />

These payments were made out of the funds kept in the bank accounts earmarked for IPF.<br />

Payments made on behalf of the defaulted members were accounted for as due from them.<br />

During the period an amount of Rs. 6 million is paid from IPF to claimants of defaulted<br />

members. <strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

16 Accrued and other liabilities<br />

Due to members 3,781 3,054<br />

Advance payments received from:<br />

- members 16.1 24,914 39,054<br />

- companies / others 9,063 4,223<br />

Defaulted members' membership sale proceeds 16.2 7,984 51,946<br />

Due to suspended and defaulted members 16.3 3,171 3,171<br />

Defaulted members' securities sale proceeds 16.4 78,088 78,088<br />

Defaulted member's room sale proceeds - net of expenses 619 619<br />

Accrued expenses 12,231 17,823<br />

Security deposit of ex-members 1,025 1,455<br />

Retention money 75<br />

75<br />

Members' cash deposits for settlement of future trading 150 150<br />

Other payables 28,723<br />

169,824<br />

28,858<br />

228,516<br />

16.1 These represent margins received from members against their exposures.<br />

16.2 These represent amounts realized through auctions of the defaulted members'<br />

memberships and have been retained by the Company for settlement of claims against these<br />

members.<br />

16.3 This represents amount payable to suspended and defaulted members on account of<br />

trading in the clearing house of the Company.<br />

16.4 This amount represent the value of the securities sold by LSE, which had been pledged<br />

to LSE's Clearing house through the sub account of an investor namely Mian Nisar Elahi from<br />

the house of an earlier expelled member Tanveer Malik. SECP carried-out an investigation of<br />

May-June 2000 crisis at the Company, where a number of members had defaulted in making<br />

payments to the Company's clearing house. As per the SECP's order dated 09 April 2001,<br />

certain members and investors were identified as being responsible for the crisis. Two<br />

members were removed from their membership of the Company.<br />

Pursuant to the SECP's order, the Company sold the shares pledged on account of an<br />

investor of one of the members and realized amounts aggregating Rs. 78.088 million. The<br />

defaulted members / investors challenged SECP's order before the <strong>Lahore</strong> High Court (LHC),<br />

which remanded the case back to SECP for hearing afresh. SECP challenged the LHC's order<br />

before the Supreme Court of Pakistan, which set aside the LHC's order. The Supreme Court<br />

directed the defaulted members / investors to approach SECP for filing appeals as per relevant<br />

proviso of the Securities and <strong>Exchange</strong> Commission of Pakistan Act, 1997 being the only<br />

appropriate forum as per the Securities and <strong>Exchange</strong> Ordinance, 1969.<br />

The Appellate Bench of SECP, in its order dated 30 July 2002, upheld the earlier order of<br />

SECP. The Bench further held, inter alia, that the Company be allowed to obtain the securities<br />

lying in the CDC accounts of members / investors in satisfaction of their defaulted amounts to<br />

the Company. However, the proceeds, already realized from the sale of pledged shares, cannot<br />

be utilized by the Company until the final determination of losses through the courts.<br />

The Company has filed a review petition before the SECP's Bench for rectification of the<br />

following areas of the order:<br />

(a) sale proceeds from the sale of securities of defaulted members are lying in the<br />

'Deposit Accounts' of the Company and not in the 'Escrow Accounts'; and<br />

(b) the Company, as per its Default Regulations, has already determined quantum of the<br />

default obligations.<br />

The Company has also filed an appeal before the LHC by partially challenging the SECP<br />

Appellate Bench's order to enforce recovery of the defaulted amounts. The members /<br />

investors, who were held responsible by SECP, also filed appeals against the Appellate Bench's<br />

order before the LHC. These cases are pending adjudication.<br />

17 Contingencies and commitments<br />

17.1 (a) The Excise and Taxation Department, <strong>Lahore</strong> (the Department), during the<br />

financial year ended 30 June 2003, had raised property tax demand amounting Rs. 1.704<br />

million against which the Company had filed a writ petition under article 199 of the<br />

Constitution of Pakistan. The <strong>Lahore</strong> High Court, vide its order dated 08 March, 2004, dismissed<br />

the Company's petition and held that section 5-A of the Urban Immovable Property Tax Act of<br />

1958 is intra vires the legislative power of the Provincial Legislature and neither it offends any<br />

existing provision of the Act nor is violative of any of the fundamental rights of the petitioner as<br />

guaranteed by the Constitution. The Company has filed a civil petition before the Supreme<br />

Court of Pakistan, which has been disposed off with the direction that the Department shall<br />

prepare fresh valuation tables / valuation lists after conducting proper survey and following<br />

the procedures in accordance with the law.<br />

(b) The Department, during April, 2004, had raised property tax demand of Rs. 2.824<br />

million for the period from 01 January, 2002 to 30 June, 2004 after adjusting payment of Rs.<br />

1.682 million made by the Company. The Department, during July, 2005, had also raised<br />

annual property tax demand of Rs. 1.572 million. The Company has filed an appeal before the<br />

Collector, Excise & Taxation Department, <strong>Lahore</strong>, which vide its order dated 30 June, 2005 has<br />

held that as the fresh survey in the light of Supreme Court of Pakistan's order is being<br />

conducted in respect of the Company's property and a new valuation table / valuation list is<br />

being prepared by the Department; the Company can avail the departmental remedies on<br />

finalization of fresh assessment by way of objection / appeal.


Notes to the Financial Statements<br />

(c) In pursuance of the Supreme Court of Pakistan's order, the Department assessed<br />

annual rental value of the Company's property at Rs. 6.987 million and fixed annual tax at Rs.<br />

1.572 million. The Company raised objections in respect of the said proposed assessment of<br />

the property and after hearing the objections, the Assessing Authority assessed gross annual<br />

rental value of the property at Rs. 5.781 million vide order dated 22 November, 2005. The said<br />

order was challenged before the Appellate Authority, which is currently sub-judice. During<br />

pendency of the appeal, the Department has raised demands aggregating Rs. 5.195 million;<br />

the Company has deposited the alleged tax liability under protest and has charged this<br />

amount to the respective Members.<br />

17.2 Frederic J. Whyte Group (Pak) Limited had filed suit for settlement of their claim of Rs.<br />

1.790 million through arbitration. The claim was made on account of 'architectural<br />

services' alleged to have been provided by them to the Company. The case is pending for<br />

arbitration with the <strong>Lahore</strong> Chamber of Commerce and Industries. However, no provision<br />

in this regard has been made in the books of account as the Company expects a favourable<br />

outcome of the case.<br />

17.3 The <strong>Lahore</strong> High Court, <strong>Lahore</strong>, vide its judgment and decree dated 18 December<br />

2006, has decreed the Civil Original Suit against the Company and Central Depository<br />

Company, jointly and severally, which was filed by Mian Nisar Elahi against disposal of the<br />

pledged shares. The said shares, as per the Company's point of view, were disposed-off<br />

pursuant to the order dated 09 April 2001 of the Securities and <strong>Exchange</strong> Commission of<br />

Pakistan (SECP), which was subsequently upheld by the Appellate Bench of SECP.<br />

The Company has challenged the said order by filing ICA No.1 of 2007 whereby the<br />

Appellate Court has suspended the order dated 18 December 2006 of the learned single Judge<br />

subject to freezing of Rs. 120 million for payment of the awarded amount and furnishing of<br />

corporate guarantee. The Intra Court Appeal is still pending. The Board of Directors in their<br />

meeting held at 16th August <strong>2011</strong>, has approved the said contingent liability from out of MCF,<br />

being the clearing house liability of the exchange.<br />

17.4 Mr. Aslam Motiwala (the Appellant) has filed a civil suit in the Court of Senior Civil<br />

Judge, <strong>Lahore</strong> seeking damages in the amount of Rs.109.363 million against the Company.<br />

The Appellant seeks directions to the Company for settling trades, which the Company had<br />

cancelled. No provision in this regard has been made in the books of account as the Company<br />

expects a favourable outcome of the case.<br />

17.5 An appeal has been filed for Rs. 5.046 million at <strong>Lahore</strong> High Court against Judgment<br />

of Civil Court for recovery of Sialkot Trading Floor rent. The case is pending adjudication and no<br />

provision has been made accordingly.<br />

17.6 Commitments for capital expenditure outstanding as at 30 June <strong>2011</strong> were Nil (2010:<br />

Nil)<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

18 Property, plant and equipment<br />

Operating fixed assets 18.1 584,212 577,377<br />

Capital work-in-progress 18.4 10,332<br />

594,544<br />

31,015<br />

608,391<br />

18.1 Operating Fixed Assets Reconciliation of net carrying value Reconciliation of gross carrying value<br />

Owned<br />

Net book<br />

value (NBV)<br />

as at 01 July<br />

2010<br />

Additions /<br />

(transfers)<br />

Disposals<br />

(at NBV)<br />

Depreciation<br />

charge<br />

Net book<br />

value (NBV)<br />

as at 30 June<br />

<strong>2011</strong><br />

Cost<br />

as at 30 June<br />

<strong>2011</strong><br />

Accumulated<br />

depreciation<br />

as at 30 June<br />

<strong>2011</strong><br />

Accumulated<br />

Impairment<br />

as at 30 June<br />

<strong>2011</strong><br />

-------------------------------------------------------------------(Rupees in thousand)-------------------------------------------------------------------<br />

Net book<br />

value<br />

as at 30 June<br />

<strong>2011</strong><br />

Depreciation<br />

rate<br />

(% per<br />

annum)<br />

Land - Freehold 407,000 - - - 407,000 407,000 - - 407,000 -<br />

Buildings on freehold land 108,653 18,264 - 5,965 120,952 144,648 23,695 - 120,953 5<br />

Generators 6,492 - - 649 5,843 9,454 3,611 - 5,843 10<br />

Furniture and fixtures 10,412 2,016 - 1,159 11,269 17,894 6,625 - 11,269 10<br />

Office equipment 1,245 1,725 - 465 2,505 7,450 4,944 - 2,506 20<br />

Computers and accessories 19,762 3,069 - 6,584 16,247 72,111 54,946 918 16,247 30<br />

Electric fittings and appliances 6,104 2,844 9 1,537 7,402 22,324 14,923 - 7,401 20<br />

Elevators 1,434 - - 287 1,147 5,471 4,324 - 1,147 20<br />

Vehicles and bicycles 9,961 330 - 2,030 8,261 14,592 6,331 - 8,261 20<br />

Library books 67 - - 18 49 320 272 - 48 25<br />

Arms and security equipment 2,339 - - 234 2,105 4,416 2,311 - 2,105 10<br />

Leasehold improvements - - - - - 5,697 5,697 - - 20<br />

Leased<br />

573,469 28,248 9 18,928 582,780 711,377 127,679 918 582,780<br />

Office equipment 1,613 (1,479) - 134 - - - - -<br />

Computers and accessories 1,399 (1,224) - 175 - - - - -<br />

Electrical fittings and appliances 574 (526) - 48 - - - - -<br />

Vehicles 321 1,213 - 102 1,432 1,507 75 - 1,432 20<br />

99<br />

<strong>2011</strong> 577,376 26,232 9 19,387 584,212 712,884 127,754 918 584,212


Notes to the Financial Statements<br />

Reconciliation of net carrying value Reconciliation of gross carrying value<br />

Net book<br />

value (NBV)<br />

as at 01 July<br />

2009<br />

Additions /<br />

(transfers)<br />

Disposals<br />

(at NBV)<br />

Depreciation<br />

charge<br />

Impairment<br />

Net book<br />

value (NBV)<br />

as at 30 June<br />

2010<br />

Cost<br />

as at 30 June<br />

2010<br />

Accumulated<br />

depreciation<br />

as at 30 June<br />

2010<br />

Impairment<br />

Net book<br />

value<br />

as at 30 June<br />

2010<br />

Depreciation<br />

rate<br />

(% per<br />

annum)<br />

-------------------------------------------------------------------(Rupees in thousand)-------------------------------------------------------------------<br />

100<br />

Owned<br />

Land - Freehold 407,000 - - - - 407,000 407,000 - - 407,000 -<br />

Buildings on freehold land 114,372 - - 5,719 - 108,653 126,384 17,730 - 108,653 5<br />

Generators 7,979 - 753 734 - 6,492 9,454 2,962 - 6,492 10<br />

Furniture and fixtures 14,922 282 3,575 1,217 - 10,412 15,878 5,466 - 10,411 10<br />

Office equipment 1,167 374 19 277 - 1,245 4,404 3,158 - 1,247 20<br />

Computers and accessories 15,368 12,615 532 6,771 918 19,762 66,006 45,326 918 19,762 30<br />

Electric fittings & appliances 8,787 7 1,127 1,563 - 6,104 18,969 12,866 - 6,104 20<br />

Elevators 1,793 - - 359 - 1,434 5,471 4,037 - 1,434 20<br />

Vehicles and bicycles 9,265 3,090 - 2,394 - 9,961 13,916 3,955 - 9,961 20<br />

Library books 55 28 - 16 - 67 322 255 - 66 25<br />

Arms and security equipment 2,209 587 231 226 2,339 4,416 2,077 - 2,339 10<br />

Leasehold improvements 3,387 - 2,988 399 - - 5,697 5,697 - - 20<br />

586,304 16,983 9,225 19,675 918 573,469 677,916 103,530 918 573,469<br />

Leased<br />

Office equipment 2,016 - - 403 - 1,613 2,800 1,187 - 1,613 20<br />

Computers and accessories 1,999 - - 600 - 1,399 4,260 2,861 - 1,399 20<br />

Electrical fittings & appliances 718 - - 143 - 575 1,120 546 - 574 20<br />

Vehicles 402 - - 81 - 321 640 319 - 321 20<br />

2010 591,439 16,983 9,225 20,902 918 577,377 686,737 108,442 918 577,376<br />

The land and building on freehold land of the Company have been revalued as on 30 June 2007<br />

by independent valuer (UNIT-3 Consultants - Architect, Engineers, Surveyors & Valuation<br />

Consultants, <strong>Lahore</strong>), on the basis of replacement value. The impact of valuation has been<br />

incorporated in the accounts and has resulted in a surplus of Rs. 503.161 million over the<br />

written down value of Rs. 26.812 million of these assets (total revalued amount being Rs.<br />

529.973 million). The details of revalued amounts are as follows:<br />

(Rupees in thousand)<br />

Total revalued amount of freehold land 407,000<br />

Total revalued amount of building on freehold land 122,973<br />

Had the land, building and plant and machinery not been revalued, the total carrying amounts<br />

as at 30 June <strong>2011</strong> would have been as follows:<br />

Freehold land 3,586<br />

Building on freehold land 22,065<br />

18.2 Depreciation has been allocated as follows:<br />

<strong>2011</strong> 2010<br />

(Rupees in thousand)<br />

Administrative expenses 13,604 15,198<br />

Charged against rental income 5,783<br />

19,387<br />

5,704<br />

20,902<br />

18.3<br />

Particulars<br />

Electrical fittings &<br />

appliances<br />

Cost<br />

Accumulated<br />

depreciation<br />

Book<br />

Value<br />

Sale<br />

proceeds<br />

----------------- Rupees in thousands -----------------<br />

Gain/<br />

(Loss)<br />

Mode of<br />

payment<br />

Sold To<br />

84 75 9 - (9) donation -<br />

84 75 9 - (9)<br />

18.4 Capital work-in-progress <strong>2011</strong> 2010<br />

Buildings (<strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> second tower): (Rupees in thousand)<br />

- mobilization advance 12,223 12,511<br />

- materials and other costs 21,060<br />

33,283<br />

41,126<br />

53,637<br />

Tube well installations 301<br />

301<br />

Advance payments for:<br />

- computer accessories and software 277 5,861<br />

Less:<br />

-provision against material and other costs (9,526) (9,526)<br />

-provision for doubtful advances 18.4.1 (14,003)<br />

10,332<br />

(19,258)<br />

31,015


Notes to the Financial Statements<br />

18.4.1 This includes provision amounting to Rs. 7.724 million against advance paid to<br />

Mughals Pakistan (Pvt.) Ltd. (the contractor) for construction of <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> second<br />

tower. This advance was secured against an irrevocable bank guarantee arranged by the<br />

contractor, which had expired on 17 September 2004. The contractor has submitted an<br />

undertaking to furnish a new bank guarantee in place of the expired bank guarantee, however<br />

new bank guarantee has not been furnished by the contractor. Board of directors has approved<br />

the above provisions in their meeting held at 1 December 2010.<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

19 Intangibles - computer software licenses<br />

Net carrying value<br />

Opening net book value (NBV) 661 1,322<br />

Amortization charged (661) (661)<br />

Closing net book value (NBV) -<br />

661<br />

Gross carrying value<br />

Cost 17,147 17,147<br />

Accumulated amortization (17,147) (16,486)<br />

Net book value -<br />

661<br />

Amortization rate per annum ( % ) 33% 33%<br />

20 Investment in associates<br />

Equity instruments of un-quoted associated companies 20.1 275,566 267,677<br />

20.1 Equity instruments of un-quoted associated companies - equity method<br />

<strong>2011</strong> 2010 Face value Name of Company <strong>2011</strong> 2010<br />

(Number of shares) Rs. (Rupees in thousand)<br />

1,058,400 1,058,400 10 The Pakistan Credit Rating<br />

Agency Limited (PACRA)<br />

5,000,000<br />

1,499,999<br />

Equity held 36% (2010: 36%)<br />

Opening balance 19,599 15,784<br />

Share of (loss) / income for<br />

the year - net of tax 4,130 5,327<br />

Dividend received -<br />

23,729<br />

(1,511)<br />

19,600<br />

5,000,000 10 Central Depository Company<br />

of Pakistan Limited (CDC)<br />

Equity held 10% (2010: 10%)<br />

Opening balance 158,388 156,420<br />

Share of income for the<br />

year - net of tax 17,520 16,867<br />

Change in fair value reserve<br />

on account of availablefor-sale<br />

investments 383<br />

101<br />

Dividend received (15,000)<br />

161,291<br />

(15,000)<br />

158,388<br />

1,499,999 10 National Clearing Company<br />

of Pakistan Limited (NCCPL)<br />

Equity held 23.53% (2010: 23.53%)<br />

Opening balance 88,689 94,958<br />

Share of (loss) / income for<br />

the year - net of tax 787 1,815<br />

Change in fair value reserve<br />

on account of available<br />

-for-sale investments 70 (583)<br />

Dividend received -<br />

89,546<br />

(7,500)<br />

88,689<br />

<strong>2011</strong> 2010 Face value Name of Company <strong>2011</strong> 2010<br />

(Number of shares) Rs. (Rupees in thousand)<br />

2,272,727 2,272,727 10 Pakistan Mercantile <strong>Exchange</strong><br />

Limited ( PMEX )<br />

Ordinary shares - cost Equity<br />

held 11.96% (2010: 11.96%) -<br />

-<br />

200<br />

200 5,000 Institute of Capital<br />

Markets - at cost 1,000 1,000<br />

267,677<br />

20.2 Summarized financial information of the Associated Companies as at and for the year<br />

ended 30 June <strong>2011</strong>, based on the audited (CDC and NCCPL) and un-audited (PACRA, PMEX and<br />

ICM) financial statements are as follows:<br />

Name of the associated companies Assets Liabilities Operating Profit /(loss)<br />

revenues after tax<br />

As at 30 June 2010 From 1 July 2009 to 30 June 2010<br />

---------------------(Rupees in thousands)---------------------<br />

PACRA 73,996 21,185 114,550 14,406<br />

CDC 1,883,735 299,849 817,469 168,674<br />

NCCPL 856,910 487,785 98,666 7,716<br />

101<br />

PMEX 312,009 434,556 31,695 (76,273)<br />

ICM 12,893 1,134 2,631 (6,109)<br />

(a) The Company holds 10% equity of CDC and has one common director on its Board; hence,<br />

the management presumes to have significant influence over CDC.<br />

(b) The unrecognized share of losses of PMEX till 30 June, <strong>2011</strong> aggregated to Rs. 50.98 million<br />

(2010: Rs. 44.294 million).<br />

21 Long term investments<br />

Available-for-sale<br />

275,566<br />

Name of the associated companies Assets Liabilities Operating Profit /(loss)<br />

revenues after tax<br />

As at 30 June <strong>2011</strong> From 1 July 2010 to 30 June <strong>2011</strong><br />

---------------------(Rupees in thousands)---------------------<br />

PACRA 73,054 8,771 101,688 11,472<br />

CDC 1,892,875 279,955 770,542 175,203<br />

NCCPL 911,588 538,819 101,636 3,345<br />

PMEX 685,222 835,681 65,200 (55,912)<br />

ICM 12,893 1,134 2,631 (6,109)<br />

<strong>2011</strong> 2010 Name of Investee <strong>2011</strong> 2010<br />

(Number of units) Note (Rupees in thousand)<br />

47,138 - Atlas Money Market Fund 24,369<br />

-<br />

- 40,380 Atlas Income Fund -<br />

24,369<br />

22,805<br />

22,805<br />

22 Long term loans - considered good<br />

Vehicles’ loans 22.1 159<br />

257<br />

Other loans 22.2 5,745<br />

5,904<br />

3,492<br />

3,749<br />

Less: current portion 2,729<br />

3,175<br />

2,199<br />

1,550<br />

22.1 This vehicle loan is secured against demand promissory note and registration of<br />

vehicle in the name of Company. This loan is recoverable in monthly installments and carry<br />

mark-up at the rate of 9 % per annum (2010: 9%).


Notes to the Financial Statements<br />

22.2 These interest free loans to employees have been advanced for various purposes and<br />

are recoverable in monthly installments which vary from case to case.<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

23 Short term investment - held to maturity<br />

Certificate of deposit<br />

Opening investments 4,858<br />

-<br />

Transferred from long term investments 4,858<br />

9,716<br />

4,858<br />

4,858<br />

Less: provision for impairment of investment 23.1 & 23.2 (9,716) (4,858)<br />

- -<br />

23.1 The Company made an investment amounting to Rs. 9.716 million through decision of<br />

Board of Directors in meeting held at 14 June 2005 in three (3) certificates of deposits (CoDs) of<br />

Innovative Investment Bank Limited (IIBL) carrying profit at the rate of 7% per annum,<br />

receivable at maturity, due on 29 July 2009, 29 July 2010 and 29 July <strong>2011</strong>. IIBL is in process of<br />

liquidation since January 2010 so a provision against these CoD's has been booked as decided<br />

by the Board meeting December 01, 2010.<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

23.2 Provision for impairment<br />

Provision for impairment 4,858 4,858<br />

Provision transferred from long term investments 4,858<br />

-<br />

Closing provision for impairment 9,716 4,858<br />

24 Loans and advances<br />

Due from defaulted / suspended members 24.1 & 24.2 181,531 181,531<br />

Due from associated undertakings:<br />

- National Clearing Company of Pakistan Limited 2,321<br />

94<br />

- Central Depository Company of Pakistan Limited 107<br />

70<br />

102 - Institute of Capital Market 40<br />

-<br />

- Pakistan Mercantile <strong>Exchange</strong> Limited 205<br />

2,673<br />

-<br />

164<br />

Due from:<br />

- Members 24.3 12,256 11,194<br />

- Others 3,526 3,526<br />

Advances to employees - including current portion<br />

of loans to employees 2,729 2,199<br />

Advance payments - considered good 594<br />

193<br />

Prepayments 2,036<br />

205,345<br />

2,380<br />

201,187<br />

Less: provision for doubtful advances and receivables 248<br />

205,097<br />

248<br />

200,939<br />

24.1 These represent amounts due from the defaulted / suspended members who could<br />

not settle their Company's clearing house liabilities. The Company had recovered amounts<br />

aggregating Rs. 78.088 million from these defaulted members by sale of their pledged shares.<br />

The Appellate Bench of SECP vide its order dated 30 July, 2002, had directed the Company's<br />

management not to utilise these amounts till the determination of final liabilities quantum by<br />

the respective courts.<br />

24.2 (a) The Company, during the financial year 2000-01, recovered an amount of Rs.<br />

78.088 million from the sale of shares pledged by the defaulted / suspended members. This<br />

amount is not being utilized by the Company, pending final resolution of the court cases. The<br />

Company, during the financial year ended 30 June 2002, auctioned the seat of one of the<br />

defaulted / suspended members and realized an amount of Rs. 7.075 million. The Company<br />

has the right, under its Rules and Regulations, to sell 3 other seats belonging to the defaulted /<br />

suspended members namely Iqbal Khawaja, Iftikhar Shaffi and Shahid Numan Rana however<br />

the matter is subjudice at various courts of law. At the current market price, these seats may be<br />

sold for Rs. 37.5 million approximately.<br />

(b) The Company also has the right to sell 6 rooms belonging to above members. At the<br />

current market price, the Company may realize Rs. 24 million approximately from these sales.<br />

However, auction of these memberships and rooms is also held up due to pending court cases.<br />

Further, the sale of shares worth Rs. 481.48 million as at 30 June, <strong>2011</strong> has been frozen by<br />

SECP pending resolution of the court cases. These shares are held in the CDC accounts and the<br />

Civil Judge - <strong>Lahore</strong>, vide his order dated 07 July 2003, has attached the CDC accounts of a<br />

defaulted member and his associates.<br />

(c) In addition to the aforementioned recovery of amount subject to the judgment of the<br />

respective courts, the Civil Judge - <strong>Lahore</strong>, vide his order dated 07 July 2003, had attached the<br />

CDC accounts of a defaulted member and his associates.<br />

24.3 The balance includes Rs. 0.681 million (2010: Rs. 0.681 million) on account of<br />

provisional trading of Kohat Cement Limited outstanding since the year 1995.<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

25 Short term prepayments and other receivables<br />

Prepayments 48<br />

48<br />

Fees receivable - unsecured 25.1 71,265<br />

369<br />

Other receivables 25.2 3,240<br />

74,553<br />

4,713<br />

5,130<br />

25.1 Fees receivable - unsecured<br />

Fees receivable from the companies listed:<br />

- considered good 71,265<br />

369<br />

- considered doubtful 103,312<br />

174,577<br />

96,088<br />

96,457<br />

Less: provision made against doubtful receivable 103,312<br />

71,265<br />

96,088<br />

369<br />

25.2 Other receivables<br />

Receivable from Karachi and Islamabad <strong>Stock</strong> <strong>Exchange</strong> 1,602 3,541<br />

Others 1,638<br />

3,240<br />

1,172<br />

4,713<br />

26 Mark-up receivable<br />

Profit / interest accrued on bank deposits 26.1 1,501 11,726<br />

26.1 This includes balance amounting Rs. 0.16 million (2010: Rs. 1.927 million) and Rs.<br />

0.08 million (2010: Rs. 2.503 million) pertaining to MCF and IPF respectively.<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

27 Tax refunds due from the government - net<br />

Wealth tax paid:<br />

- under protest 27.1 10,063 10,063<br />

- with returns 27.2 461<br />

10,524<br />

461<br />

10,524<br />

Less: Provision for wealth tax (3,728)<br />

6,796<br />

(3,728)<br />

6,796<br />

Tax deducted at source / advance tax - less provision 58,251 51,575<br />

65,047 58,371<br />

27.1 The ITAT, vide its order dated 03 June 2003, for the Assessment Years 1992-93 and<br />

1994-95 to 2000-01 accepted the contention that the Company qualifies for exemption under<br />

section 5(1)(i)/clause 22 of the Second Schedule to the Wealth Tax Act, 1963 in all the years<br />

under consideration. Amounts aggregating Rs. 10.063 million paid under protest have been<br />

grouped under 'tax refunds due from the Government'.<br />

27.2 The Department has filed a writ petition before the <strong>Lahore</strong> High Court, <strong>Lahore</strong> against<br />

the order of the ITAT that the Company qualifies for exemption under the aforementioned<br />

clause of the repealed Wealth Tax Act, 1963 for the Assessment Years 1992-93, 1994-95 to<br />

2000-01. The petition is pending adjudication.


Notes to the Financial Statements<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

28 Cash and bank balances<br />

Cash-in-hand 124<br />

127<br />

Cash at banks on:<br />

- Current accounts 2,098<br />

899<br />

- PLS accounts 28.1 & 28.3 51,496 102,414<br />

- Deposit accounts 1,062,533 1,045,710<br />

- Foreign currency accounts 28.2 5,110<br />

1,121,237<br />

5,067<br />

1,154,090<br />

Share transfer stamps 100<br />

100<br />

1,121,461 1,154,317<br />

28.1 These include Clearing House balances aggregating Rs. 26.723 million (2010: Rs.<br />

50.135 million).<br />

28.2 This represents balance of USD 59,442 (2010: 59,337), which has been translated into<br />

Pak Rupees at the exchange rate prevailing on the balance sheet date, i.e. USD 1 = Rs. 85.95<br />

(2010: Rs. 85.4).<br />

28.3 PLS accounts include defaulters' committee deposits aggregating Rs. 1.070 million<br />

(2010: Rs. 1.070 million).<br />

28.4 PLS and deposit accounts, during the current year, carried mark-up at the rates<br />

ranging from 5% to 12.75% (2010: 5% to 12.9%) per annum.<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

29 Fee<br />

<strong>Annual</strong> listing 30,065 29,690<br />

Initial listing 500 6,611<br />

Additional listing 114,708 87,689<br />

Extension - annual general meetings -<br />

16<br />

Listing service charges 275<br />

575<br />

Accredited agents 14<br />

15<br />

Membership transfers 100<br />

200<br />

Automated trading fee - collected from members 29.1 910 4,302<br />

Net-work connection fees -<br />

246<br />

Internet trading fees 15 3,919<br />

Furnished rooms fees - 4,885<br />

Members' annual subscription 15<br />

146,602<br />

16<br />

138,165<br />

29.1 The Company, during the year, has paid transaction fees to SECP aggregating Rs. 0.331<br />

million (2010: Rs. 1.566 million).<br />

30 Rental - net<br />

Building rent from:<br />

- banks 26,049 21,816<br />

- associated company 634<br />

592<br />

Members:<br />

- ground rent 157<br />

158<br />

- lease rentals 218<br />

218<br />

Others 7,386<br />

34,444<br />

6,815<br />

29,600<br />

Direct expenses incidental to rental income (25,130)<br />

9,314<br />

(23,245)<br />

6,355<br />

31 Profit on bank deposits and investments<br />

Bank deposits 31.1 53,513 50,510<br />

Defense Savings Certificates -<br />

53,513<br />

1,145<br />

51,655<br />

31.1 This amount includes profit earned on funds frozen in different banks amounting to<br />

PKR 120 million in accordance with Division Bench , <strong>Lahore</strong> High Court Order dated January 24,<br />

2007 in ICA No. 1/2007 titled <strong>Lahore</strong> <strong>Stock</strong> <strong>Exchange</strong> Vs. Mian Nisar Elahi etc. It may be<br />

mentioned that LSE has earned a profit around Rs. 62.40 million on this deposit till June 30,<br />

<strong>2011</strong>. This amount is being taken into accounts as the interest income of the <strong>Exchange</strong>. In case<br />

of any decision to pay the frozen amount together with its accrued interest, the income of the<br />

<strong>Exchange</strong> during the earlier years would need to be restated.<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

32 Software revenues<br />

Ultra trade lease rentals from Islamabad <strong>Stock</strong> <strong>Exchange</strong> 1,644 1,894<br />

Broker net software 254<br />

288<br />

Back office software 727<br />

912<br />

Software sale and services 3,436 5,714<br />

Gateway terminal charges 100<br />

6,161<br />

100<br />

8,908<br />

33 Other income<br />

Income from financial assets:<br />

Mark-up on:<br />

- loans advanced to employees 14<br />

20<br />

- Members' Support Fund -<br />

14<br />

1,441<br />

1,461<br />

Income from assets other than financial assets:<br />

Room transfer fees -<br />

70<br />

Booth charges 55<br />

60<br />

Room maintenance fees 861 1,087<br />

Anti-virus installation / dial-up connection fees 13<br />

50<br />

Renewal / registration fee of brokers’ sub-offices 560<br />

653<br />

Miscellaneous 19,194 2,958<br />

20,683 4,878 103<br />

20,697 6,340<br />

34 Administrative expenses<br />

Salaries and benefits 34.1 75,786 78,180<br />

I.T. and other related expenses 10,893 12,322<br />

Insurance - net 1,658<br />

697<br />

Travelling and conveyance:<br />

- directors 34.2 1,625 1,792<br />

- staff and others 3,279 3,335<br />

Printing and stationery 1,489 1,713<br />

Communication 2,965 3,336<br />

Electricity, gas and water 4,242 4,784<br />

Entertainment and public relations 2,403 2,236<br />

Repair and maintenance 2,027 1,917<br />

Depreciation 13,604 15,198<br />

Amortization 661<br />

661<br />

Fees and subscription 1,262<br />

968<br />

Rent and taxes 748<br />

58<br />

Security expenses 827 1,086<br />

Advertisement 865<br />

243<br />

Auditor's remuneration:<br />

- statutory audit 300<br />

250<br />

- half-yearly review 104<br />

77<br />

- other certifications 100<br />

-<br />

- out-of-pocket expenses 117<br />

621<br />

67<br />

394<br />

Training and courses 813<br />

543<br />

Miscellaneous expenses 3,989<br />

129,757<br />

3,196<br />

132,660


Notes to the Financial Statements<br />

34.1 Salaries and benefits includes Rs. 6.794 million (2010: Rs. 6.642 million) in respect of<br />

contribution to gratuity fund.<br />

34.2 This includes traveling and conveyance expenses borne in respect of Managing<br />

Director amounting to Rs. 0.854 million (2010: Rs. 1.098 million).<br />

<strong>2011</strong> 2010<br />

Note (Rupees in thousand)<br />

35 Finance cost<br />

Lease finance charges 111<br />

919<br />

Bank charges 160<br />

105<br />

<strong>Exchange</strong> fluctuation loss - net 68<br />

339<br />

898<br />

1,922<br />

36 Other charges<br />

Legal and professional charges (other than Auditors')<br />

- legal expenses 2,157 4,049<br />

- retainer ship fees 870<br />

3,027<br />

780<br />

4,829<br />

Consultancy charges 2,871 3,589<br />

Zakat deducted 18<br />

950<br />

Loss on disposal of fixed assets 18.3 9 9,195<br />

Penalty on prematurity of TDR 634<br />

-<br />

Donations 36.1 5,000 1,060<br />

Provision against:<br />

- impairment of fixed assets 18.1 -<br />

918<br />

- material and other costs 18.4 - 9,526<br />

- doubtful advances 18.4 - 19,258<br />

- doubtful fee receivable 25.1 7,224 9,599<br />

104<br />

- impairment of investment 23.1 - 9,717<br />

7,224 49,018<br />

18,783 68,641<br />

36.1 Donations (without directors' interest)<br />

<strong>Lahore</strong> University of Management Sciences - 1,060<br />

Chief Minister of Punjab's Relief Fund<br />

for Internally Displaced Persons of Khyber Pakhtunkhwa 5,000<br />

5,000<br />

-<br />

1,060<br />

37 Taxation<br />

The provision for current period taxation represents the tax liability based on presumptive<br />

tax regime (PTR). Accordingly tax charge reconciliation has not been prepared and presented.<br />

38 Remuneration of directors and executives<br />

Particulars Managing Director Executives<br />

<strong>2011</strong> 2010 <strong>2011</strong> 2010<br />

--------------- (Rupees in thousand) ---------------<br />

Managerial remuneration 3,512 4,919 27,293 18,534<br />

House rent 1,405 1,968 7,140 7,414<br />

Utilities 351 492 1,785 1,853<br />

Staff retirement benefits 1,088 861 4,883 3,132<br />

Others 1,715 2,455 3,315 8,170<br />

8,071 10,695 44,416 39,103<br />

1 1 24<br />

19<br />

38.1 Nine (2010: nine) of the executives have been provided with the Company's<br />

maintained cars.<br />

38.2 Meeting fees aggregating Rs. 3.620 million (2010: Rs.2.16 million) were paid to<br />

sixteen (2010: fourteen) of the directors during the year.<br />

39 Transactions with related parties<br />

"The related parties comprise of subsidiaries and associated companies, Directors of the<br />

Company, companies in which directors also hold directorship, related group companies, key<br />

management personnel and staff retirement benefit funds.<br />

Transactions with related parties other than those disclosed elsewhere are as follows:”<br />

Name Nature of relationship Nature of transaction <strong>2011</strong> 2010<br />

(Rupees in thousand)<br />

CDC Associated Company -Dividend received<br />

-Reimbursement of utilities<br />

15,000<br />

166<br />

15,000<br />

134<br />

-Reimbursement of expenses 363<br />

410<br />

PACRA Associated Company -Dividend received - 1,512<br />

-Reimbursement of expenses -<br />

500<br />

NCCPL Associated Company -Dividend received - 7,500<br />

-Instalment in respect of<br />

sale of software to NCCPL 2,070 2,128<br />

-Reimbursement of expenses 591 1,050<br />

PMEX Associated Company -Reimbursement of expenses 205 1,648<br />

ICM Associated Company -Reimbursement of expenses 38<br />

760<br />

40 Increase / (decrease) in working capital<br />

Decrease / (increase) in current assets:<br />

Stores<br />

Loans and advances<br />

Short term prepayments and other receivables<br />

Increase / (decrease) in current liabilities:<br />

(852)<br />

(4,158)<br />

(76,647)<br />

(81,657)<br />

22<br />

19,815<br />

(3,962)<br />

15,875<br />

Members' contribution fund<br />

Investors' protection fund<br />

Accrued and other liabilities<br />

(7,218)<br />

16,809<br />

(58,692)<br />

(49,101)<br />

(130,758)<br />

46,585<br />

21,156<br />

(45,488)<br />

22,253<br />

38,128<br />

41 Financial Instruments<br />

The Company's principal financial liabilities comprise gratuity payable, provision for<br />

earned leaves, member's contribution fund, investor's protection fund and accrued and other<br />

liabilities. The financial assets comprise of investments, long term loans, long term deposits,<br />

loans and advances, other receivables and markup receivable.<br />

The Company has exposures to the following risks from its use of financial instruments:<br />

n<br />

n Credit risk<br />

n Liquidity risk<br />

n Market risk<br />

The Board of Directors has overall responsibility for the establishment and oversight of<br />

Company's risk management framework. The Board is also responsible for developing and<br />

monitoring the Company's risk management policies.<br />

41.1 Credit risk<br />

Credit risk is the risk that one party to a financial instrument will fail to discharge an<br />

obligation and cause the other party to incur a financial loss. The Company is exposed to credit<br />

risk on its investments, long term loans, long term deposits, loan and advances, other<br />

receivables, markup receivables and bank balances.


Notes to the Financial Statements<br />

The carrying amount of financial assets represents the maximum credit exposure before<br />

any credit enhancements. The maximum exposure to credit risk at the reporting date is:<br />

<strong>2011</strong> 2010<br />

(Rupees in thousand)<br />

Investments 299,935 290,482<br />

Long term loans 3,175 1,550<br />

Long term deposits 2,096 2,087<br />

Loans and advances 205,097 200,939<br />

Other receivables 74,505 5,082<br />

Markup receivable 1,501 11,726<br />

Bank balances 1,121,237<br />

1,707,546<br />

1,154,090<br />

1,665,958<br />

Loans and advances primarily include due from defaulted / suspended members against<br />

which the Company holds adequate assets of these members. In respect of due from members,<br />

the management, based on past experience and long standing relationship with them, does<br />

not expect any non-performance by these members.<br />

Total bank balance of Rs. 1,176.6 million placed with banks have a short term credit rating<br />

of at least AA.<br />

The year wise ageing of fee receivables is as follows:<br />

<strong>2011</strong> 2010<br />

(Rupees in thousand)<br />

Fees pertaining to the financial year ended<br />

30 June, 2007 and prior to the said date 79,296 72,538<br />

Fees pertaining to the financial year ended 30 June 2008 7,193 6,758<br />

Fees pertaining to the financial year ended 30 June 2009 9,599 7,193<br />

Fees pertaining to the financial year ended 30 June 2010 369 9,599<br />

Fees pertaining to the financial year ended 30 June <strong>2011</strong> 78,120<br />

174,577<br />

369<br />

96,457<br />

Less: provision made against doubtful fees receivable 103,312<br />

71,265<br />

96,088<br />

369<br />

Based on past experience, the management believes that no additional provision is<br />

required against fees receivable considered good as at 30 June <strong>2011</strong>. Further, provision against<br />

doubtful fees receivable, to the extent considered necessary, has been recognized in these<br />

financial statements.<br />

41.2 Liquidity risk<br />

Liquidity risk is the risk that the Company will encounter difficulties in releasing funds to<br />

meet commitments associated with financial liabilities. Liquidity risk may result from an<br />

inability to sell a financial asset quickly at an amount close to its fair value.<br />

The Company's approach to managing liquidity is to ensure, as far as possible, that it will<br />

always have sufficient liquidity to meet its liabilities when due, under both normal and<br />

stressed conditions, without incurring losses or risking damage to the Company's reputation.<br />

The following are the contractual maturities of the financial liabilities, including estimated<br />

interest payments:<br />

<strong>2011</strong><br />

Financial Liabilities<br />

Liabilities against assets<br />

subject to finance lease<br />

Carrying<br />

amount<br />

Contractual<br />

Cash flows<br />

Six<br />

months or<br />

less<br />

Six to<br />

twelve<br />

months<br />

Over one<br />

year<br />

------------------------- Rupees in thousand --------------------------<br />

1,331 499 499 - -<br />

Gratuity payable 15,896 15,896 - - 15,896<br />

Provision for earned leaves 5,813 5,813 - - 5,813<br />

Employee welfare fund 500 500 - - 500<br />

Long term deposits 122,273 122,273 - - 122,273<br />

Member's contribution fund 457,534 457,534 - - 464,752<br />

Investor's protection fund 232,113 232,113 - - 215,304<br />

Accrued and other liabilities 169,824 169,824 64,656 105,168 -<br />

2010<br />

Financial Liabilities<br />

Liabilities against assets<br />

subject to finance lease<br />

1,005,284 1,004,452 65,155 105,168 824,538<br />

Carrying<br />

amount<br />

Contractual<br />

Cash flows<br />

Six<br />

months or<br />

less<br />

Six to<br />

twelve<br />

months<br />

Over one<br />

year<br />

------------------------- Rupees in thousand --------------------------<br />

905 918 918 - -<br />

Gratuity payable 14,264 14,264 - - 14,264<br />

Provision for earned leaves 6,311 6,311 - - 6,311<br />

Employee welfare fund 500 500 - - 500 105<br />

Long term deposits 146,888 146,888 - - 146,888<br />

Member's contribution fund 464,752 464,752 - - 464,752<br />

Investor's protection fund 215,304 215,304 - - 215,304<br />

Accrued and other liabilities 228,516 230,652 104,564 126,088 -<br />

1,077,441 1,079,590 105,482 126,088 848,020<br />

41.3 Market risk<br />

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest<br />

rates and equity prices will affect the Company's income or the value of its holdings of financial<br />

instruments. As at 30 June <strong>2011</strong>, the Company does not have any significant assets or liabilities<br />

wich may affect by the change in market prices.<br />

41.3.1 Currency risk<br />

Currency risk is the risk that the value of a financial instrument will fluctuate due to a<br />

change in foreign exchange rates. The Company is exposed to foreign currency risk on its bank<br />

balance in saving account. The Company's functional currency is Pak Rupee. The Company's<br />

exposure to foreign currency risk is as follows:<br />

<strong>2011</strong> 2010<br />

(Rupees in thousand)<br />

Foreign currency bank account 5,109 5,067<br />

Net exposure 5,109 5,067<br />

<strong>Report</strong>ing Date Rate<br />

<strong>2011</strong> 2010<br />

USD to PKR 85.95<br />

85.40<br />

Sensitivity analysis<br />

At reporting date, if the PKR had strengthened by 10% against the US Dollar with all other variables<br />

held constant, post-tax profit for the year would have been higher by the amount shown below, mainly as<br />

a result of net foreign exchange gain on translation of foreign currency bank account.


Notes to the Financial Statements<br />

Effect on profit or loss <strong>2011</strong> 2010<br />

(Rupees in thousand)<br />

USD (511)<br />

(507)<br />

The weakening of the PKR against US Dollar would have had an equal but opposite impact on<br />

the post tax loss / profits.<br />

The sensitivity analysis prepared is not necessarily indicative of the effects on (loss) / profit<br />

for the year and assets / liabilities of the Company.<br />

41.3.2 Interest rate risk<br />

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument<br />

will fluctuate because of changes in market interest rates. The Company's exposure to the risk<br />

of changes in market interest rates relates primarily to the Company's short term investments,<br />

liabilities against assets subject to finance lease and deposits in profit and loss sharing<br />

accounts with banks. At the balance sheet date, the interest rate profile of the Company's<br />

interest-bearing financial instruments is as follows:<br />

Effective rate Carrying amount<br />

<strong>2011</strong> 2010 <strong>2011</strong> 2010<br />

Financial assets %<br />

% Rupees in thousand<br />

Fixed rate instruments<br />

Bank balances 5 to 12.75 5 to 12.9 1,114,029 1,148,124<br />

Financial liabilities<br />

Variable rate instruments<br />

Liabilities against assets<br />

subject to finance lease 16.8 to 17.3 16.1 to 6.8 1,062<br />

905<br />

Fair value sensitivity analysis for fixed rate instruments<br />

The Company does not account for any fixed rate financial assets and liabilities at fair value<br />

through profit and loss. Therefore a change in interest rates at the reporting date would not<br />

affect profit and loss account.<br />

Cash flow sensitivity analysis for variable rate instruments<br />

106 A change of 100 basis points in interest rates at the reporting date would have decreased /<br />

(increased) loss for the year by the amounts shown below. This analysis assumes that all other<br />

variables, in particular foreign currency rates, remain constant. The analysis is performed on<br />

the same basis for <strong>2011</strong>.<br />

Profit and loss 100 bp<br />

Increase Decrease<br />

(Rupees in thousand)<br />

As at 30 June <strong>2011</strong><br />

Cash flow sensitivity-Variable rate financial liabilities<br />

As at 30 June 2010<br />

Cash flow sensitivity-Variable rate financial liabilities<br />

(10.62)<br />

(9.05)<br />

10.62<br />

9.05<br />

The sensitivity analysis prepared is not necessarily indicative of the effects on profit/ (loss)<br />

for the year and assets / liabilities of the Company.<br />

41.3.3 Equity price risk<br />

Equity price risk is the risk that the fair value of equity instruments changes as a result of<br />

changes in the levels of equity indices and the value of individual stocks. The Company does<br />

not have exposure in listed equities as at 30 June <strong>2011</strong>.<br />

41.4 Fair value of financial instruments<br />

The carrying values of other financial assets and financial liabilities reported in balance sheet<br />

approximate their fair values.<br />

41.5 Capital management<br />

The Company does not have any share capital nor it has any borrowings, hence, the above<br />

disclosure has not been presented in the financial statements.<br />

41.6 Fair value of financial instruments<br />

The carrying values of other financial assets and financial liabilities reported in balance sheet<br />

approximate their fair values. The Company measures fair values using the following fair value<br />

hierarchy that reflects the significance of the inputs used in making the measurements.<br />

n Level 1: Quoted market price (unadjusted) in an active market for an identical instrument.<br />

n Level 2: Valuation techniques based on observable inputs, either directly (i.e. as prices) or<br />

indirectly (i.e. derived from prices).<br />

n Level 3: Valuation techniques using significant unobservable inputs.<br />

Investment in ordinary shares of listed companies is valued using quoted prices in active<br />

market, hence, fair value of such investments fall within Level 1 in fair value hierarchy as<br />

mentioned above.<br />

42 Date of authorization<br />

These financial statements were authorised for issue on November 04, <strong>2011</strong> by the Board<br />

of Directors of the Company.<br />

43 General<br />

Figures have been rounded off to the nearest thousand rupees.<br />

Corresponding figures have been re-arranged, wherever necessary, for the purposes of<br />

comparison. However, no significant re-arrangements have been made.<br />

<strong>Lahore</strong><br />

Managing Director<br />

Director<br />

-sd-<br />

-sd-<br />

-sd-<br />

Director

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