Bata Ar 2020 Pak
Bata Ar 2020 Pak
Bata Ar 2020 Pak
Corporate Social
of Corporate Governance)
Regulations, 2019 94-96
Responsibility Pattern of Shareholding
42-44
16 Independent Auditor’s Report Form of Proxy
Value Added and Its to the Members
Distribution
48
17 Statement of
Operational Statistics Financial Position
18-19 49
Chairman’s Review Report Statement of Profit or Loss
and other Comprehensive
22-32 Income
We attract and retain the best people by showing great leadership, a passion for high standards
our respect for diversity and commitment to create exceptional opportunities for professional
growth.
We remain the most respected footwear company by being socially responsible and ethical in
everything we do and a credit to every community in which we operate.
Corporate Information
Board of Directors Stock Exchange Listing
Mr. Roberto Longo Chairman Bata Pakistan Limited is listed on Pakistan
Mr. Muhammad Imran Malik Director/Chief Executive Stock Exchange under “Leather and Tanneries” sector.
Mr. Amjad Farooq Director/Chief Financial Officer
Mr. Toh Guan Kiat Director Bankers
Mr. Syed Asad Ali Zaidi Director Habib Bank Limited
Mr. Kamal Monnoo Director Habib Metropolitan Bank Limited
Mr. Muhammad Maqbool Director MCB Bank Limited
Ms. Fatima Asad Khan Director Bank Al Habib Limited
Mr. Aamir Amin (Nominee of NIT) Director National Bank of Pakistan Limited
United Bank Limited
Audit Committee Meezan Bank Limited
Mr. Muhammad Maqbool Chairman Allied Bank Limited
Mr. Roberto Longo Member
Mr. Aamir Amin Member Registered Office
Mr. Toh Guan Kiat Member Batapur,
G. T. Road,
Human Resource and P.O. Batapur, Lahore.
Remuneration Committee
Ms. Fatima Asad Khan Chairperson Share Registrar
Mr. Muhammad Imran Malik Member Corplink (Pvt.) Ltd.
Mr. Toh Guan Kiat Member Wings Arcade, 1-K Commercial,
Model Town, Lahore.
Chief Financial Officer (CFO)
Mr. Amjad Farooq Factories Batapur,
G. T. Road,
Company Secretary P.O. Batapur, Lahore.
Mr. Hafiz Mudassar Hassan Kamran
Maraka,
Auditors 26 - Km, Multan Road, Lahore.
A.F. Ferguson & Co.
(a member firm of PwC Network) Liaison Office Karachi
23-C, Aziz Avenue, Canal Bank, 138 C-II Commercial Area,
Gulberg V, Lahore. P.E.C.H.S., Tariq Road, Karachi.
Legal Advisor
Surridge & Beecheno
60, Shahrah-e-Quaid-e-Azam,
Ghulam Rasool Building, Lahore.
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Notice of Annual General Meeting
NOTICE IS HEREBY GIVEN TO ALL SHAREHOLDERS/MEMBERS that the 69th Annual General Meeting of Bata Pakistan Limited will be held at the
Registered Office of the Company situated at G.T. Road, Batapur, Lahore on April 27, 2021 at 10:00 a.m. to transact the following business:
1. To confirm the minutes of the Extra Ordinary General Meeting held on September 23, 2020.
2. To receive, consider, and adopt the Annual Audited Accounts of the Company for the year ending on December 31, 2020 together with Directors’ and
Auditors’ Reports.
3. To appoint Auditors and fix their remuneration for the year ending on December 31, 2021. The retiring Auditors, M/s A.F. Ferguson & Co. Chartered
Accountants, being eligible, have offered themselves for reappointment as Auditors of the Company.
Batapur Lahore: (Hafiz Mudassar Hassan Kamran)
February 26, 2021 Company Secretary
NOTES:
1. Closure of Shares Transfer Books:
The Share Transfer Books of the Company will remain closed from April 21, 2021 to April 27, 2021 (both days included). Transfer requests on prescribed
format, received at the office of the Share Registrar of the Company, M/s. Corplink (Pvt) Ltd. 1-K Commercial, Model Town, Lahore on or before the
close of business on April 20, 2021 will be treated ‘in time’ for the purpose of above entitlement to the transferees and for attending meeting by the
transferees by electronic means.
The shareholders interested in attending the AGM through webinar are requested to get themselves registered by sending their particulars to the
Company Secretary, at the designated email address: [email protected] , mentioning their names, folio number, email address by the close of
business hours on April 20, 2021. The Webinar link would be provided to the registered shareholders.
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4. Attendance of the Members:
a. For attending the meeting
(i) In the case of individuals, the account holder or sub-account holder whose registration details are uploaded as per the Central Depository
Company of Pakistan Limited Regulations, shall authenticate his/her identity by showing his/ her valid original Computerized National Identity
Card (CNIC) or original passport at the time of attending the Annual General Meeting.
(ii) In case of a corporate entity, the Board of Directors’ resolution/power of attorney, with specimen signature of the nominee, shall be produced at
the time of the Annual General Meeting, unless it has been provided earlier.
b. For appointing proxies
(i) In case of individuals, the account holder or sub-account holder whose registration details are uploaded as per the Central Depository Company
of Pakistan Limited Regulations, shall submit the proxy form as per the mentioned requirements.
(ii) The proxy form shall be witnessed by two persons whose names, addresses and CNIC numbers shall be mentioned on the form.
(iii) Attested copies of the valid CNICs or the passports of the beneficial owner(s) and the proxy shall be furnished with the proxy form.
(iv) The proxy shall produce his/her valid original CNIC or original passport at the time of the Annual General Meeting.
(v) In case of a corporate entity, the Board of Directors’ resolution/power of attorney, with specimen signature of the nominee, shall be submitted to
the Bank along with the proxy form unless the same has been provided earlier.
5. Annual Report:
The Company’s Annual Report is also being circulated to the members through DVD in compliance of section 223(6) of the Companies Act, 2017 and
the same is being placed on our website www.bata.com.pk. Those shareholders who also wish to obtain an electronic copy of the annual report via
email are requested to send their email address/consent at the following email address: [email protected] on or before April 05, 2021, and a
PDF copy of the Annual Report will be duly shared with them via email.
Members who hold shares in CDC accounts are required to provide their bank mandates to their respective participants.
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8. Unclaimed Dividends and Share Certificates:
The Shareholders are hereby informed that in accordance with Section 244 of the Companies Act, 2017 and the Unclaimed Shares, Modaraba Certificate,
Dividends, Others Instruments and Undistributed Assets Regulations, 2017, the companies are required to deposit such amounts to the credit of the
Federal Government and the shares to the Commission, which are unclaimed/un-collected for a period of three (03) years or more from the date it is
due and payable. The notices to this fact have already been given to the relevant shareholders.
Contact Details
Company Secretary
Bata Pakistan Limited
G.T Road, Batapur Lahore, Pakistan
Email: [email protected]
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Key Operating Highlights
Trading Results
Sales Rs. ‘ 000s 11,710,771 17,424,894 16,795,231 15,496,810 15,082,171 14,781,520 13,767,156
Gross profit Rs. ‘ 000s 4,370,967 7,869,944 7,525,873 6,620,836 6,193,926 6,005,197 5,379,123
Operating (loss) / profit Rs. ‘ 000s (106,928) 2,294,479 2,307,940 2,220,158 2,140,580 2,131,784 1,919,321
(Loss) / profit before tax Rs. ‘ 000s (908,049) 1,504,279 2,265,902 2,180,270 2,100,645 2,101,280 1,887,916
(Loss) / profit after tax Rs. ‘ 000s (627,345) 1,088,862 1,501,409 1,524,466 1,442,016 1,445,500 1,339,412
Distribution
Interim cash dividend - paid % – 900.00 900.00 800.00 650.00 510.00 430.00
Final cash dividend - proposed/paid % – 600.00 600.00 600.00 600.00 450.00 340.00
Other information
Permanent employees Number 2,287 2,683 2,693 2,421 2,492 2,544 2,485
Retail outlets Number 444 462 476 435 412 417 407
Wholesale depots Number 0 11 12 12 13 13 13
Installed capacity Pairs ‘ 000s 18,704 19,375 20,290 20,329 19,439 18,941 17,305
Actual production Pairs ‘ 000s 11,186 15,641 15,832 16,932 16,545 16,123 17,117
Capacity utilization % 59.81 80.73 78.03 83.29 85.11 85.12 98.91
Capital expenditure Rs. ‘ 000s 417,237 482,170 387,501 311,326 177,751 340,725 505,102
Contribution to the National Exchequer Rs. ‘ 000s 2,251,024 3,101,414 2,662,527 2,486,279 2,420,794 2,205,089 2,013,668
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Donated 1219 pairs of shoes to the underprivileged Distributed books and uniforms among 830 children
children studying in different schools. studying in different schools.
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During the wake of Covid-19, mask making was done at Feeling the miseries of Daily Wagers who became
Upper Stitching School Batapur and distributed 25,000 jobless due to lockdown imposed on account of
masks in the employees as well as local community Coronavirus, we provided ration bags to 375 families
including residential areas, hospitals and roadside. of these daily wagers.
This initiative was presented in global competition and
won ‘Bata Shoe Foundation Award.’
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Value Added and its Distribution
2020 2019
Revenue Generated Rs. '000s % Rs. '000s %
Sales 15,084,541 21,640,942
Other income 473,283 30,944
15,557,824 100% 21,671,886 100%
Revenue Distributed
To Buy Materials, Finished Goods and Services 10,158,749 65.3% 14,512,394 67.0%
To Employees
Salaries, wages and benefits 1,893,331 12.2% 2,133,878 9.8%
To Government
Income Tax, Sales Tax, Custom & Excise Duties, WWF,
WPPF, EOBI, Social Security, Professional and Local Taxes
2,251,024 14.5% 3,101,414 14.3%
Finance Cost 801,120 5.1% 790,200 3.7%
To Shareholders
Dividend 453,600 2.9% 1,134,000 5.2%
Retained in Business
For Retail Expansion and Operations – 0.0% – 0.0%
15,557,824 100.0% 21,671,886 100.0%
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Operational Statistics
20,000 20,000
21,579
21,641
19,784
18,248
19,842
18,320
17,812
15,000 15,000
17,898
15,085
15,053
10,000 10,000
5,000 5,000
0 0
2016 2017 2018 2019 2020 2016 2017 2018 2019 2020
100
86
1,500 1,501
1,525
72
1,442
80
59
60 1,000
62
1,089
40
500
32
20
0 0
2016 2017 2018 2019 2020
-500
(627)
-1000
2016 2017 2018 2019 2020
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Chairman’s Review Report
On Board’s overall Performance u/s 192 of the Companies Act 2017
Bata Pakistan Limited complies with all the requirements set out in the Companies Act, 2017 and the Listed Companies (Code of Corporate Governance)
Regulations, 2017 with respect to the composition, procedures and meetings of the Board of Directors and its committees. As required under the Code of
Corporate Governance, an annual evaluation of the Board of Directors of (the “Board”) of Bata Pakistan Limited (the “Company”) is carried out. The purpose
of this evaluation is to ensure that the Board’s overall performance and effectiveness is measured and benchmarked against expectations in the context of
objectives set for the Company. Areas where improvements are required are duly considered and action plans are framed and implemented.
For the Purpose of Board evaluation, a comprehensive criteria has been developed. The Board has recently completed its annual self-evaluation for the year
ended December 31, 2020 and I report that:
The overall performance of the Board measured on the basis of approved criteria for the year was satisfactory.
The overall assessment as satisfactory is based on an evaluation of the following integral components, which have a direct bearing on the Board’s role in
achievement of Company’s objectives:
3. Diligence:
The Board members diligently performed their duties and thoroughly reviewed, discussed and approved business strategies, corporate objectives,
plans, budgets, financial statements and other reports. It received clear and succinct agendas and supporting written material in sufficient time prior to
Board and committee meetings. The Board met frequently enough to adequately discharge its responsibilities.
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DIRECTORS’ REPORT TO THE MEMBERS
Directors are pleased to submit this report and financial statements of the Company for the year ended December 31, 2020.
1. Principal Activity
The principal activity of the Company is manufacturing and sale of footwear of all kinds along with sale of accessories and hosiery
items.
2. Holding Company
The parent company of Bata Pakistan Limited is Bafin B. V. situated in Nederland, whereas the ultimate parent entity is Compass
Limited, Bermuda.
3. Financial results
A brief financial analysis is presented as under:
Both retail and non-retail divisions remained under pressure due to COVID-19 impact and turnovers of both the divisions declined
by 24% and 56% respectively against the corresponding period of last year. Our priority during lockdowns was to preserve our cash
reserves and to keep the Company liquid in cash. Through effective cash flow management, the profit on short term investments
and bank deposits along with income/discounts from early payment to suppliers was Rs. 63.898 million. The Board is satisfied that
there are no short or long term financial constraints at the close of the year.
As a result of the COVID-19 pandemic, rent concessions have been granted to lessees which might take a variety of forms, including
payment holidays and deferral of lease payments. In May 2020, the IASB made an amendment to IFRS 16 Leases which provides
lessees with an option to treat qualifying rent concessions in the same way as they would if they were not lease modifications. In
many cases, this will result in accounting for the concessions as variable lease payments in the period in which they are granted. This
amendment was applicable for accounting periods beginning on or after June 1, 2020, however, the company has decided to early
adopt this amendment. As a result the Company has accounted for rent concessions amounting to Rs. 376.280 million (2019: Nil) in
the financial statements.
The growth of our business is highly dependent on the skills imparted to our personnel through sound training. The Company
has invested a considerable time and money on human resource during the period to acquire latest developments in the field of
technology and business administration. This would be the ongoing process for future periods. Training of our employees has always
been considered as an investment for the future with the objective to provide them with safe and healthy working environment.
“The Company has witnessed the brunt of the slowdown due to COVID-19. The overall confidence among consumers remained
weak, as they struggled to preserve their purchasing power. The government of Pakistan and State Bank of Pakistan also announced
several monetary and fiscal policy measures to mitigate the adverse economic impacts of the COVID-19. With margins squeezed,
Company scaled back its operations. In spite of setback due to COVID-19, we prepared ourselves to grasp all opportunities that
came our way after all this is over. Company’s priority was to preserve cash reserve that being the critical element of working
capital. Re-negotiated rentals with Landlords and stayed connected with our customers through social media and online campaigns as
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E-Commerce was the focal area during pandemic lockdown.The Company powered its way in a market that for all practical purposes,
was feeling the full effects of economic slowdown in the country. However, the Company’s sound finances, outstanding products,
efficient production processes and spirited staff set new standards, thus laying the groundwork for further growth.
The Company works with internal and external stakeholders to mitigate/reduce to acceptable level the likely impacts of aforesaid
risks.
9 Future Outlook
This year has brought unprecedented times but resilience and passion of our staff and all stakeholders has enabled us to bounce back
with more conviction and with more hope of not only getting back on track to attain our goals for the future but also to maintain a
cohesion on national level by fulfilling our corporate responsibility to the society.
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10 Internal Financial Controls
The Directors and management are responsible for the Company’s system of internal controls and for reviewing annually its
effectiveness in providing shareholders with a return on their investments that is consistent with a responsible assessment and
management of risks. This includes reviewing financial, operational and compliance controls and risk management procedures and
their effectiveness. The Directors have completed their annual review and assessment for the year ended December 31, 2020.
The Board and Audit Committee regularly review reports of the internal audit function of the Company related to the Company’s
control framework in order to satisfy the internal control requirements. The Company’s internal audit function performs reviews of
the integrity and effectiveness of control activities and provides regular reports to the Audit Committee and the Board.
11. Compliance with Listed Companies (Code Of Corporate Governance) Regulations, 2019 (the Regulations)
The requirements of the Regulations relevant for the year ended December 31, 2020 have been adopted by the Company and have
been fully complied with. A statement to this effect is annexed to the Report.
a) The financial statements together with the notes thereon have been drawn up in conformity with the Companies Act, 2017 and
International Financial Reporting Standards, as applicable in Pakistan. These statements present fairly the Company’s state of
affairs, the results of its operations, cash flows and changes in equity.
b) Proper books of account of the Company have been maintained.
c) Appropriate accounting policies have been consistently applied in the preparation of financial statements and accordingly
estimates are based on reasonable and prudent judgment. Change in accounting policy, if any has been adequately disclosed.
d) International Financial Reporting Standards, as applicable in Pakistan, have been followed in the preparation of financial
statements.
e) The system of internal controls is sound in design and has been effectively implemented and is being consistently reviewed by
the internal audit department.
f) There are no significant doubts upon the Company’s ability to continue as a going concern.
g) There has been no material departure from the best practices of corporate governance as detailed in listing regulations of
Pakistan Stock Exchange.
h) Key operating and financial data of last six years is annexed to this report.
i) Information about taxes and levies outstanding as at December 31, 2020 is given in the notes to the annexed financial
statements.
j) The valuation of investment made by the Provident Fund Trust Rs. 1.393 billion as on December 31, 2020 as per audited
accounts.
k) No trading in the shares of the Company was carried out by the Directors, CEO, CFO and Company Secretary, their spouses
and minor children.
13. Composition of Board
The board consists of eight (08) male and one (01) female directors with following composition:
*Independent directors 3
Other non-executive directors 3
Executive directors 3
* This includes one female director
Board of Directors were re-elected through voting in Extraordinary General Meeting dated September 23, 2020 with same
directors.
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The Board held six (6) meetings during the year. Attendance by each Director was as follows:
Leave of absence was granted to the directors who could not attend one of the Board meetings.
The Company has already met the criteria specified in the Regulations till December 31, 2020 pertaining to Directors’ training
program. Therefore, no such training program was conducted during the year.
The Audit Committee held four (4) quarterly meetings during the year. Attendance by each member was as follows:
The HR Committee held one (01) meeting during the year. Attendance by each member was as follows:
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17. Auditors
The present Auditors, Messrs. A.F. Ferguson & Co., Chartered Accountants retire and offer themselves for re-appointment. The
Board of Directors, on recommendation of Audit Committee, proposes the re-appointment of Messrs. A.F. Ferguson & Co.,
Chartered Accountants, for the year ending December 31, 2021.
21. Acknowledgement
We take this opportunity to express our gratitude and appreciation to our customers for their confidence in our products, our
employees for their efforts and all other stakeholders for their continued support.
On behalf of the
BOARD OF DIRECTORS
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30
(908,049)
175,662
(1,563)
(454,803)
(280,704)
(627,345)
411,506
8,955
(206,884)
(453,600)
(453,600)
(660,484)
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2019 2020
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33
STATEMENT OF COMPLIANCE WITH LISTED COMPANIES (CODE OF CORPORATE
GOVERNANCE) REGULATIONS, 2019
Name of Company: Bata Pakistan Limited
Year ended: December 31,2020
The company has complied with the requirements of the Listed Companies (Code of Corporate Governance) Regulations, 2019
('Regulations') in the following manner:
The total number of directors are Nine (09) as per the following:
Category Names
Independent Directors Mr. Muhammad Maqbool
Mr. Kamal Monnoo
Ms. Fatima Asad Khan
Other non-Executive Directors Mr. Roberto Longo
Mr. Toh Guan Kiat
Mr. Aamir Amin
Executive Directors Mr. Muhammad Imran Malik
Mr. Amjad Farooq
Mr. Syed Asad Ali Zaidi
Female Directors Ms. Fatima Asad Khan (Also an independent director)
3. The directors have confirmed that none of them is serving as a director on more than seven listed companies, including this
Company;
4. The Company has prepared a code of conduct and has ensured that appropriate steps have been taken to disseminate it
throughout the Company along with its supporting policies and procedures;
5. The Board has developed a vision/mission statement, overall corporate strategy and significant policies of the Company.
The Board has ensured that complete record of particulars of the significant policies along with their date of approval or
updating is maintained by the Company;
6. All the powers of the Board have been duly exercised and decisions on relevant matters have been taken by the Board/
shareholders as empowered by the relevant provisions of the Act and these Regulations;
7. The meetings of the Board were presided over by the Chairman and, in his absence, by a director elected by the Board for
this purpose. The Board has complied with the requirements of Act and the Regulations with respect to frequency, recording
and circulating minutes of meeting of the Board;
8. The Board have a formal policy and transparent procedures for remuneration of directors in accordance with the Act and
these Regulations;
9. The Company has already met the criteria specified in the Regulations pertaining to Director’s training program. Therefore,
no such training program was conducted during the year.
10. The Board has approved appointment of chief financial officer, Company secretary and head of internal audit, including
their remuneration and terms and conditions of employment and complied with relevant requirements of the Regulations;
11. Chief financial officer and chief executive officer duly endorsed the financial statements before approval of the Board;
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12. The Board has formed Committees comprising of members given below:
a) Audit Committee
1. Mr. Muhammad Maqbool (Chairman)
2. Mr. Roberto Longo
3. Mr. Aamir Amin
4. Mr. Toh Guan Kiat
13. The terms of reference of the aforesaid committees have been formed, documented and advised to the committee for
compliance;
14. The frequency of meetings (quarterly / half yearly / yearly) of the Committees were as per following:
a) Audit Committee
Four quarterly meetings were held during the financial year ended December 31, 2020
16. The statutory auditors of the Company have confirmed that they have been given a satisfactory rating under the Quality
Control Review program of the Institute of Chartered Accountants of Pakistan and registered with Audit Oversight Board of
Pakistan, that they and all their partners are in compliance with International Federation of Accountants (IFAC) guidelines
on code of ethics as adopted by the Institute of Chartered Accountants of Pakistan and that they and the partners of the firm
involved in the audit are not a close relative (spouse, parent, dependent and non-dependent children) of the chief executive
officer, chief financial officer, head of internal audit, Company secretary or director of the Company;
17. The statutory auditors or the persons associated with them have not been appointed to provide other services except in
accordance with the Act, these Regulations or any other regulatory requirement and the auditors have confirmed that they
have observed IFAC guidelines in this regard; and
18. We confirm that all requirements of regulations 3, 6, 7, 8, 27,32, 33 and 36 of the Regulations have been complied with.
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INDEPENDENT AUDITOR’S REVIEW REPORT
To the members of Bata Pakistan Limited
Review Report on the Statement of Compliance contained in Listed Companies (Code of Corporate
Governance) Regulations, 2019
We have reviewed the enclosed Statement of Compliance with the Listed Companies (Code of Corporate
Governance) Regulations, 2019 (the Regulations) prepared by the Board of Directors of Bata Pakistan Limited
for the year ended December 31, 2020 in accordance with the requirements of regulation 36 of the Regulations.
The responsibility for compliance with the Regulations is that of the Board of Directors of the Company. Our
responsibility is to review whether the Statement of Compliance reflects the status of the Company's compliance
with the provisions of the Regulations and report if it does not and to highlight any non-compliance with the
requirements of the Regulations. A review is limited primarily to inquiries of the Company's personnel and
review of various documents prepared by the Company to comply with the Regulations.
As a part of our audit of the financial statements, we are required to obtain an understanding of the accounting
and internal control systems sufficient to plan the audit and develop an effective audit approach. We are not
required to consider whether the Board of Director’s statement on internal control covers all risks and controls
or to form an opinion on the effectiveness of such internal controls, the Company's corporate governance
procedures and risks.
The Regulations require the Company to place before the Audit Committee, and upon recommendation of the
Audit Committee, place before the Board of Directors for their review and approval, its related party transactions.
We are only required and have ensured compliance of this requirement to the extent of the approval of the
related party transactions by the Board of Directors upon recommendation of the Audit Committee.
Based on our review, nothing has come to our attention which causes us to believe that the Statement of Compliance
does not appropriately reflect the Company's compliance, in all material respects, with the requirements contained
in the Regulations as applicable to the Company for the year ended December 31, 2020.
A.F. Ferguson & Co.
Chartered Accountants
Lahore Name of engagement partner: Amer Raza Mir
Date: March 8, 2021
A. F. FERGUSON & CO., Chartered Accountants, a member firm of the PwC network
23-C, Aziz Avenue, Canal Bank, Gulberg-V, P.O.Box 39, Lahore-54660, Pakistan
Tel: +92 (42) 3571 5868-71 / 3577 5747-50-37; Fax: +92 (42) 3577 5754 www.pwc.com/pk
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INDEPENDENT AUDITOR'S REPORT
To the members of Bata Pakistan Limited
Report on the Audit of the Financial Statements
Opinion
We have audited the annexed financial statements of Bata Pakistan Limited (the Company), which comprise the statement of financial position as at December
31, 2020, and the statement of profit or loss and other comprehensive income, the statement of changes in equity, the statement of cash flows for the year
then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information, and we state
that we have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purposes of the audit.
In our opinion and to the best of our information and according to the explanations given to us, the statement of financial position, the statement of profit
or loss and other comprehensive income, the statement of changes in equity and the statement of cash flows together with the notes forming part thereof
conform with the accounting and reporting standards as applicable in Pakistan and give the information required by the Companies Act, 2017 (XIX of 2017),
in the manner so required and respectively give a true and fair view of the state of the Company’s affairs as at December 31, 2020 and of the loss and other
comprehensive income, the changes in equity and its cash flows for the year then ended.
Sr. No Key audit matters How the matter was addressed in our audit
1 Impact of COVID-19 Our audit procedures included the following:
(Refer note 49 to the financial statements) • Obtained an overall understanding of the changes in financial
Due to the COVID-19 pandemic, the Government enforced various reporting process and underlying controls in order to determine
measures which inter alia, included, temporary lockdown, temporary the appropriate audit strategy;
closure of businesses, curtailment of intercity movements and • For information/record provided by management in scanned
cancellation of major events. Such measures were in force during form, the original record was checked subsequently;
various periods since March 2020. As a result, the Company’s
• For confirmations received through email, the authenticity of the
operations and sales were adversely affected. This situation affected
confirmations was ensured by performing alternate procedures
the overall audit strategy, the allocation of resources in the audit
such as making telephone calls to confirming parties;
and directing the efforts of the engagement team. In relation to the
accounting and reporting obligations, management considered the • Assessed the reasonableness of forward-looking factors under
following significant areas for assessing the impact of COVID-19 in the COVID-19 situation used by management in preparing ECL
the financial statements: model;
• expected credit losses (ECL) under IFRS 9, ‘Financial Instruments’; • Evaluated whether any impairment indicators exist that could
trigger impairment for tangible assets;
• the impairment of tangible assets under IAS 36, ‘Impairment of
non-financial assets’; • Obtained the computation of NRV of inventory and checked its
reasonableness;
• the net realisable value (NRV) of inventory under IAS 2,
‘Inventories’; • Checked the recoverability of deferred tax asset;
• the recoverability of deferred tax assets in accordance with IAS
12, ‘Income taxes’; and
A. F. FERGUSON & CO., Chartered Accountants, a member firm of the PwC network
23-C, Aziz Avenue, Canal Bank, Gulberg-V, P.O.Box 39, Lahore-54660, Pakistan
Tel: +92 (42) 3571 5868-71 / 3577 5747-50-37; Fax: +92 (42) 3577 5754 www.pwc.com/pk
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Sr. No Key audit matters How the matter was addressed in our audit
• going concern assumption used for the preparation of the • Evaluated management’s going concern assessment by
financial statements. examining the approved budget and assessed whether going
The COVID-19 pandemic is a significant development during the year concern assumption is appropriate; and
having the most significant impact on audit strategy and its execution • Assessed the adequacy of the disclosures made by the Company
and involved assessment of significant management judgments in the under applicable accounting and reporting standards.
preparation of financial statements. Therefore, we considered it to be
a key audit matter.
Information Other than the Financial Statements and Auditor’s Report Thereon
Management is responsible for the other information. The other information comprises the information included in the annual report, but does not include
the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We
have nothing to report in this regard.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
Board of directors are responsible for overseeing the Company’s financial reporting process.
43
conducted in accordance with ISAs as applicable in Pakistan will always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken
on the basis of these financial statements.
As part of an audit in accordance with ISAs as applicable in Pakistan, we exercise professional judgement and maintain professional skepticism throughout
the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a
material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements
or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements
represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with the board of directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings,
including any significant deficiencies in internal control that we identify during our audit.
We also provide the board of directors with a statement that we have complied with relevant ethical requirements regarding independence, and to
communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the board of directors, we determine those matters that were of most significance in the audit of the financial statements
of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the
adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
a) proper books of account have been kept by the Company as required by the Companies Act, 2017 (XIX of 2017);
b) the statement of financial position, the statement of profit or loss and other comprehensive income, the statement of changes in equity and the statement
of cash flows together with the notes thereon have been drawn up in conformity with the Companies Act, 2017 (XIX of 2017) and are in agreement with
the books of account and returns;
c) investments made, expenditure incurred and guarantees extended during the year were for the purpose of the Company’s business; and
d) zakat deductible at source under the Zakat and Ushr Ordinance, 1980 (XVIII of 1980), was deducted by the Company and deposited in the Central Zakat
Fund established under section 7 of that Ordinance.
The engagement partner on the audit resulting in this independent auditor’s report is Amer Raza Mir.
A.F.Ferguson & Co
Chartered Accountants
Lahore
Date: March 08, 2021
44
STATEMENT OF FINANCIAL POSITION
AS AT DECEMBER 31, 2020
48
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED DECEMBER 31, 2020
(Loss) / Earnings per share - basic and diluted 39 (Rs. 82.98) Rs. 144.03
The annexed notes 1 to 52 form an integral part of these financial statements.
49
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED DECEMBER 31, 2020
Revenue reserve
Share Capital General Unappropriated
capital reserve reserve profits / (losses) Total
(Rupees in ‘000)
50
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED DECEMBER 31, 2020
51
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
The Company operates through retail outlets spread across the country with 9 outlets situated in Azad Kashmir, 6 in Balochistan, 13 in Islamabad
Capital Territory, 1 in Gilgit Baltistan, 43 in Khyber Pakhtun Khwa, 305 in Punjab and 67 outlets in Sindh.
2 STATEMENT OF COMPLIANCE
2.1 These financial statements have been prepared in accordance with the accounting and reporting standards as applicable in Pakistan. The
accounting and reporting standards applicable in Pakistan comprise of:
i) International Financial Reporting Standards ('IFRS') issued by the International Accounting Standards Board (IASB) as notified under the
Companies Act, 2017; and
ii) Provisions of and directives issued under the Companies Act, 2017.
Where provisions of and directives issued under the Companies Act, 2017 differ from the IFRS, the provisions of and directives issued under the
Companies Act, 2017 have been followed.
2.2.1 Standards, amendments and interpretations to approved accounting standards that are effective in current year or have been
early adopted by the Company
Certain standards, amendments and interpretations to IFRS are effective for accounting periods beginning on or after January 1, 2020 but
are considered not to be relevant to the Company's operations (although they may affect the accounting for future transactions and events)
and are, therefore, not detailed in these financial statements, except for the following:
- Amendments to IAS 1 'Presentation of Financial Statements' and IAS 8 'Accounting Policies, Changes in Accounting Estimates and Errors'
regarding the definition of materiality. This was effective for accounting periods beginning on or after January 1, 2020. This amendment
does not have a material impact on the Company's financial statements.
- Revised Conceptual Framework for Financial Reporting which inter alia, has revised the definition of asset and liability, reinstated prudence
as a component of neutrality and added guidance on different measurement basis. This was effective for accounting periods beginning on
or after January 1, 2020. The applicability of the revised Conceptual Framework does not have a material impact on the Company's financial
statements.
- Amendments to IFRS 16 ' Leases' - COVID - 19 related rent concessions. As a result of the COVID-19 pandemic, rent concessions have been
granted to lessees which might take a variety of forms, including payment holidays and deferral of lease payments. In May 2020, the IASB
made an amendment to IFRS 16 Leases which provides lessees with an option to treat qualifying rent concessions in the same way as they
would if they were not lease modifications. In many cases, this will result in accounting for the concessions as variable lease payments in the
period in which they are granted. This amendment was applicable for accounting periods beginning on or after June 1, 2020, however, the
company has decided to early adopt this amendment. As a result the Company has accounted for rent concessions amounting to Rs 376.280
million (2019: Nil) as 'other income' (note 36) in the financial statements.
2.2.2 Standards, amendments and interpretations to existing standards that are not yet effective and have not been early adopted
by the company
There are certain standards, amendments to the accounting standards and interpretations that are mandatory for the company's accounting
periods beginning on or after January 1, 2021 but are considered not to be relevant or material to the company's operations and are,
therefore, not detailed in these financial statements.
52
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
3. BASIS OF PREPARATION
3.1 BASIS OF MEASUREMENT
These financial statements have been prepared under the historical cost convention except recognition of certain employee benefits on the basis
mentioned in note 5.1 and lease liabilities on the basis mentioned in note 5.4.1.
4.2 Taxation
Where there is uncertainty in income tax accounting i.e. when it is not probable that the tax authorities will accept the treatment, the impact of
the uncertainty is measured using either the most likely amount or the expected value method, depending on which method better predicts the
resolution of the uncertainty as explained in note 5.2.
4.4 Provision for obsolescence of stores, spare parts and stock in trade
Provision for obsolescence of stores and spare parts is made on the basis of management's best estimate of usability of items and considering the
ageing analysis prepared on an item-by-item basis. Provision for slow moving stock in trade is made on the basis of management's best estimate
of net realizable value and ageing analysis prepared on an item-by-item basis. Net realizable value is the estimated selling price in the ordinary
course of business, less the estimated costs of completion and estimated costs necessary to make the sale.
53
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
The Company operates an un-funded gratuity scheme covering all employees, excluding managerial staff. The entitlement to gratuity is determined
as follows:
a) For employees, who are members of the provident fund scheme, the provision is calculated with reference to 3 weeks’ basic salary for each
completed year of service
b) For employees, who are not members of the provident fund scheme, provision is based on 30 days gross highest salaries / wages drawn
during the year for each completed year of service.
Actuarial valuation of defined benefit scheme is conducted annually and the most recent valuation was carried out as of December 31, 2020 using
projected unit credit method. The significant assumptions used are detailed in note 26.
The Company's policy with regard to experience gains and losses is to recognize as they occur in other comprehensive income approach under
IAS 19 'Employee Benefits'.
5.2 Taxation
Income tax expense comprises current and deferred tax. Income tax is recognized in statement of profit or loss except to the extent that it relates
to items recognized directly in equity or other comprehensive income, in which case it is recognized in equity or other comprehensive income as
the case may be.
Current
Provision of current tax is based on the taxable income for the year determined in accordance with the prevailing law for taxation of income. The
charge for current tax is calculated using prevailing tax rates or tax rates expected to apply to profit for the year if enacted after taking into account
tax credits, rebates and exemptions, if any. The charge for current tax also includes adjustments, where considered necessary, to provision for
tax made in previous years arising from assessments framed during the year for such years. Where there is uncertainty in income tax accounting
i.e. when it is not probable that the tax authorities will accept the treatment, the impact of the uncertainty is measured using either the most
likely amount or the expected value method, depending on which method better predicts the resolution of the uncertainty. Such judgements
are reassessed whenever circumstances have changes or there is new information that affects the judgements. Where, at the assessment stage,
the taxation authorities have adopted a different tax treatment and the Company considers that the most likely outcome will be in favour of the
Company, the amounts are shown as contingent liabilities.
Deferred
Deferred tax is accounted for using the liability method in respect of all temporary differences arising from differences between the carrying
amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of the taxable profit. Deferred
tax liabilities are generally recognized for all taxable temporary differences and deferred tax assets are recognized to the extent that it is probable
that future taxable profits will be available against which the deductible temporary differences, unused tax losses and tax credits can be utilized.
Deferred tax assets and liabilities are calculated at the rates that are expected to apply to the period when the asset is realized or the liability is
settled, based on the tax rates and tax laws that have been enacted or substantively enacted by the reporting date. Deferred tax is charged or
credited to the statement of profit or loss, except in the case of items charged or credited to equity or other comprehensive income, in which case
it is included in the statement of changes in equity or statement of other comprehensive income as the case may be.
Depreciation is charged to the statement of profit or loss on the reducing balance method so as to write off the depreciable amount of an asset
over its estimated useful life at annual rates mentioned in note 6.1 after taking into account their residual values.
The assets' residual values and useful lives are reviewed at each financial year end, and adjusted if impact on depreciation is significant. The
Company's estimate of the residual value and useful life of its operating fixed assets as at December 31, 2020 has not required any adjustment.
54
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
Depreciation on additions is charged from the month in which an asset is available for use while no depreciation is charged for the month in
which the asset is derecognized or retired from active use.
An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated
recoverable amount.
Subsequent costs are included in the asset's carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. All other repair and
maintenance costs are charged to statement of profit or loss during the period in which they are incurred.
The Company assesses at each reporting date whether there is any indication that property, plant and equipment may be impaired. If such
indication exists, the carrying amounts of such assets are reviewed to assess whether they are recorded in excess of their recoverable amount.
Where carrying values exceed the respective recoverable amount, assets are written down to their recoverable amounts and the resulting
impairment loss is recognized in income currently. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use.
Where an impairment loss is recognized, the depreciation charge is adjusted in the future periods to allocate the asset's revised carrying amount
over its estimated useful life.
An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected from its use or
disposal. The gain or loss on disposal or retirement of an asset represented by the difference between the sale proceeds and the carrying amount
of the asset is recognized in the statement of profit or loss.
5.4 Leases
The Company is both the lessor and the lessee.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date. The lease
payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case
for leases of the Company, the lessee's incremental borrowing rate is used, being the rate that the individual lessee would have to pay to
borrow the funds necessary to obtain an asset of similar value to the right of use asset in a similar economic environment with similar terms,
security and conditions.
- uses expected terms of third party financing based on correspondence with the third party financial institutions, where third party financing
was not received recently; and
In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension
option or not to exercise a termination option. Extension options (or periods covered by termination options) are only included in the lease
term if the lease is reasonably certain to be extended (or not terminated). While making this assessment, the Company considers significant
penalties to terminate (or not extend) as well as the significant cost of business disruption.
The lease liability is subsequently measured at amortised cost using the effective interest rate method. It is remeasured when there is a
change in future lease payments arising from a change in fixed lease payments or an index or rate, change in the Company's estimate of
the amount expected to be payable under a residual value guarantee, or if the Company changes its assessment of whether it will exercise
a purchase, extension or termination option. The corresponding adjustment is made to the carrying amount of the right-to-use asset, or is
recorded in profit and loss if the carrying amount of right-to-use asset has been reduced to zero.
55
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
The right-of-use asset is initially measured based on the initial amount of the lease liability adjusted for any lease payments made at or
before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset
or to restore the underlying asset or the site on which it is located, less any lease incentive received. The right-of-use asset is depreciated
on a straight line method over the lease term as this method most closely reflects the expected pattern of consumption of future economic
benefits. The right-of-use asset is reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
Amortization is charged to income using the straight line method, so as to write off the cost of an asset over its estimated useful life. Amortization
on additions is charged from the month in which an asset is acquired or capitalized while no amortization is charged in the month of disposal.
Amortization is being charged at the annual rate of 33%.
Useful lives of intangible operating assets are reviewed, at each date of statement of financial position and adjusted if the impact of amortization
is significant.
The Company assesses at each reporting date whether there is any indication that intangible asset may be impaired. If such indication exists, the
carrying amount of such assets are reviewed to assess whether they are recorded in excess of their recoverable amount. Where carrying values
exceed the respective recoverable amount, assets are written down to their recoverable amounts and the resulting impairment loss is recognized
in income currently. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. Where an impairment loss is
recognized, the amortization charge is adjusted in the future periods to allocate the asset's revised carrying amount over its estimated useful life.
5.7 Investments
These represent investments with fixed maturity in respect of which Company has the positive intent and ability to hold till maturity. These are
initially recognized at cost including transaction costs and are subsequently carried at amortized cost.
Raw material
Own production – at weighted average cost
Purchased – at weighted average cost
In transit – at actual cost
Goods in process – at production cost
Finished goods
Own production – at production cost on first in first out (FIFO) basis.
Purchased – at actual cost on first in first out (FIFO) basis
In transit – at actual cost
56
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
Cost of work-in-process and finished goods comprises cost of direct materials, labour and related production overheads (based on normal
operating capacity). Net realizable value is based on estimated selling price in the ordinary course of business less estimated cost to completion
and estimated cost necessary to make the sale.
If the expected net realizable value is lower than the carrying amount, a write-down is recognized for the amount by which the carrying amount
exceeds its net realizable value. Provision is made in the financial statements for obsolete and slow moving stock-in-trade based on management's
best estimate.
– There is a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence or non occurrence
of one or more uncertain future events not wholly within the control of the Company; or
– There is a present obligation that arises from past events but it is not probable that an outflow of resources embodying economic benefits
will be required to settle the obligation or the amount of the obligation cannot be measured with sufficient reliability.
5.13 Borrowings
Loans and borrowings are initially recorded at the proceeds received. In subsequent periods, borrowings are stated at amortized cost using the
effective yield method. Finance cost is accounted for on an accrual basis and is included in accrued finance cost to the extent of the amount
remaining unpaid.
5.14 Provisions
Provisions are recognized when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow
of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the
obligation. Provisions are reviewed periodically and adjusted to reflect the current best estimates.
The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer
and payment by the customer exceeds one year. As a consequence, the Company does not adjust any of the transaction prices for the time value
of money.
The Company operates a loyalty programme where retail customers accumulate points for purchases made which entitle them to discount
on future purchases. A contract liability for the award points is recognized at the time of the sale. Revenue is recognized when the points are
redeemed or when they expire.
Return on bank deposits is accrued on a time proportion basis, by reference to the principal outstanding, at the applicable rate of return.
57
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
Financial assets are initially measured at cost, which is the fair value of the consideration given and received respectively. These financial
assets and liabilities are subsequently remeasured to fair value, amortized cost or cost as the case may be. Any gain or loss on the recognition
and de-recognition of the financial assets and liabilities is included in the statement of profit or loss for the period in which it arises.
Equity instrument financial assets / mutual funds are measured at fair value at and subsequent to initial recognition. Changes in fair value
of these financial assets are normally recognised in statement of profit or loss. Dividends from such investments continue to be recognised
in statement of profit or loss when the Company’s right to receive payment is established. Where an election is made to present fair value
gains and losses on equity instruments in other comprehensive income there is no subsequent reclassification of fair value gains and losses
to statement of profit or loss following the derecognition of the investment.
Financial assets are derecognised when the rights to receive cash flows from the assets have expired or have been transferred and the
Company has transferred substantially all risks and rewards of ownership. Assets or liabilities that are not contractual in nature and that are
created as a result of statutory requirements imposed by the Government are not the financial instruments of the Company.
58
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expired. Where an existing financial
liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially
modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability and
the difference in respective carrying amounts is recognized in the statement of profit or loss.
- Retail: This segment includes information relating to sales made from retail stores of the Company.
- Wholesale: This segment includes information relating to sales made to distributors from wholesale depots of the Company.
- Export: This segment includes information regarding the exports made by the Company to both associated undertakings and other
customers.
- Others: All other sales of the Company including sales of grindries and wastages are included in this segment.
Management monitors the operating results of above mentioned segments separately for the purpose of making decisions about resources to be
allocated and for assessing performance.
Segment results and assets include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.
(Rupees in ’000)
59
6.1 Operating fixed assets
Leasehold land with Buildings on freehold Buildings on freehold Plant and Furniture, fixtures
Freehold land * super structure** Land - factory land - others machinery Boiler Gas installations Office equipment Computers and fittings Vehicles Total
(Rupees in ‘000)
Net carrying value basis
Year ended December 31, 2020
60
Opening net book value (NBV) 2,508 35 122,815 39,970 385,468 6,467 741 2,619 78,965 1,168,989 14,867 1,823,444
Additions (at cost) – – 61,518 2,823 134,353 2,535 – – 13,397 202,611 – 417,237
Disposals (at NBV) – – – – (436) – – (318) (2,109) (59,876) – (62,739)
Depreciation charge – – (15,039) (2,079) (41,941) (667) (77) (255) (21,630) (188,930) (2,973) (273,591)
Closing net book value (NBV) 2,508 35 169,294 40,714 477,444 8,335 664 2,046 68,623 1,122,794 11,894 1,904,351
Gross carrying value basis
As at December 31, 2020
Cost 2,508 35 298,938 98,690 960,357 13,910 2,214 6,058 198,977 2,426,373 32,452 4,040,512
Accumulated depreciation – – (129,644) (57,976) (482,913) (5,575) (1,550) (4,012) (130,354) (1,303,579) (20,558) (2,136,161)
Net book value NBV 2,508 35 169,294 40,714 477,444 8,335 664 2,046 68,623 1,122,794 11,894 1,904,351
Depreciation rate per annum 0% 0% 10% 5% 10% 10% 10% 10% 25% 15% 20%
Net carrying value basis
Year ended December 31, 2019
Opening net book value (NBV) 2,508 35 92,816 40,863 370,233 7,186 796 2,881 70,504 1,049,647 5,434 1,642,903
Additions (at cost) – – 40,938 1,165 56,742 – 24 41 30,735 339,375 13,150 482,170
FOR THE YEAR ENDED DECEMBER 31, 2020
* Freehold land represents the area of Batapur factory, Maraka factory and Peshawar land. Peshawar land is not saleable in the ordinary course of business.
NOTES TO THE FINANCIAL STATEMENTS
** Leasehold land represents a piece of land obtained from Capital Development Authority in 1965, measuring 1,800 square Feet situated in Islamabad.
6.1.1 The assets include furniture, fixtures & fittings and computers amounting to Rs. 125.175 million (2019: Rs. 219.721 million), which are in the name of the Company but are in possession of various business associates. These assets are provided under a
contract, to run operations of the retail shops to sell Company’s merchandise exclusively.
6.1.2 The cost of fully depreciated assets which are still in use as at December 31, 2020 is Rs. 1.920 million ( 2019: Rs. 1.700 million).
6.2 Capital work-in-progress 2020
(Rupees in ‘000)
Opening Balance Additions Transfers Closing Balance
Building 47 59,505 (59,552) –
Furniture 1,833 172,330 (149,340) 24,823
Machine 41,448 93,107 (133,980) 575
Computer 125 21,069 (1,076) 20,118
Vehicle – – – –
43,453 346,011 (343,948) 45,516
2019
(Rupees in ‘000)
Opening Balance Additions Transfers Closing Balance
Building – 41,367 (41,320) 47
Furniture – 53,308 (51,475) 1,833
Machine – 84,980 (43,532) 41,448
Computer 125 – – 125
Vehicle – 16 (16) –
125 179,671 (136,343) 43,453
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
2019
Original Accumulated Written Gain / Mode of
Description of assets Particulars of Purchasers Cost depreciation down value Sale proceeds (loss) disposal
(Rupees in ‘000)
Plant and machinery
Items having book value of less than Rs. 0.50 million each Miscellaneous 18,080 16,322 1,759 2,325 566 Negotiation
18,080 16,322 1,759 2,325 566
Office Equipment
Items having book value of less than Rs. 0.50 million each Miscellaneous 150 135 15 – (15) Negotiation
150 135 15 – (15)
Gas Installation
Items having book value of less than Rs. 0.50 million each
Scrapped 2 2 – – – Scrapped
2 2 – – –
Computers
Items having book value of less than Rs. 0.50 million each Miscellaneous 7,480 5,975 1,505 719 (786) Negotiation
7,480 5,975 1,505 719 (786)
Furniture, fixtures and fittings
Items having book value of less than Rs. 0.50 million each Miscellaneous 93,527 52,160 41,367 14,192 (27,175) Negotiation /
93,527 52,160 41,367 14,192 (27,175) Scrapped
119,239 74,594 44,646 17,236 (27,410)
6.4.1 The Company or any of its directors are not related to the purchasers.
61
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
6.5 Particulars of immovable property (i.e. land and building) in the name of the Company are as follows:
Cost
Opening balance as at January 1 5,677,794 –
Initial application of IFRS 16 – 4,899,823
Additions 352,116 826,815
Shops vacated during the year (443,252) (48,844)
Effect on ROU due to renewals 469,022 –
Closing balance as at December 31 6,055,680 5,677,794
Depreciation
Opening balance as at January 1 1,125,278 –
Charge for the year 1,245,170 1,125,278
Closing balance as at December 31 2,370,448 1,125,278
Book value as at December 31 3,685,232 4,552,516
7.1 The depreciation for the year on right of use asset has been charged to distribution cost as referred to in note 31.4.
62
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
8 INTANGIBLES
Intangibles - computer software 8.1 1,738 41
Capital work in process - computer software in the process of implementation 163,006 44,287
164,744 44,328
8.2 The amortization charge for the year has been allocated to administrative expenses as referred to in note 32.
8.3 The cost of fully depreciated assets which are still in use as at December 31, 2020 is Rs. 36.833 million ( 2019: Rs. 35.376 million).
9.1 The deposits are earmarked against the balances due to employees held as securities as stated in note 24. These carry mark-up at the rate of 6.5%
(2019: 13%) per annum. These have been invested in accordance with the provisions of Section 217 of the Companies Act, 2017.
63
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
10.1 Included in the amount of security deposits are securities given to landlords in respect of leases of shops.
10.2 Prepaid rent is amount paid in advance to the respective landlord in accordance with the terms of rent agreements of short term leases. It is
adjusted with the rent payable in accordance with the terms of rent agreements.
64
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
13 STOCK IN TRADE
Raw material
In hand 259,653 180,385
In transit 1,170 10,632
260,823 191,017
Less: Provision for obsolescence of raw material 13.1 (9,878) (11,565)
250,945 179,452
Goods in process 13.2 40,540 46,908
Finished goods
Own production 1,309,789 1,450,595
Purchased 1,304,587 2,401,053
13.3 2,614,376 3,851,648
Less: Provision for slow moving and obsolete items 13.4 (93,049) (22,681)
2,521,327 3,828,967
2,812,812 4,055,327
13.2 Included in goods in process is stock held by third parties amounting to Rs. 12.672 million (2019: Rs. 7.645 million).
13.3 Included in finished goods is stock held by third parties amounting to Rs. 459.816 million (2019: Rs. 210.599 million).
14.1 These customers have no recent history of default. For age analysis of these trade debts refer to note 41.2.3.
65
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
2020 2019
(Rupees in ’000)
14.2.1 Maximum aggregate amount due from associated undertakings at the end of any month in the year was Rs. 6.931 million (2019: Rs. 6.375 million).
No interest has been charged on the amounts due from associated undertakings.
14.2.2 For age analysis of these trade debts refer to note 41.2.4.
15 ADVANCES - UNSECURED
Considered good, non-interest bearing
Advances to employees – 169
Advances to suppliers 75,438 172,575
Letters of credit - margin 40,568 94,894
116,006 267,638
16.1 Included in other deposits is an amount of Nil (2019: Rs. 1.868 million) paid to custom authorities for provisional clearance of artificial leather
goods imported at reduced rate of sales tax under Section 81 of the Customs Act, 1969.
66
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
17 OTHER RECEIVABLES
Considered good - secured
Receivable from employees 19,747 22,585
17.2 Included in others is an amount of Nil (2019: Rs. 0.080 million) receivable from Bata Shoe Singapore Pte. Limited, an associated undertaking.
Maximum aggregate amount due from associated undertaking at the end of any month in the year was Rs. 0.080 million (2019: Rs. 4.672 million).
17.3 There has been no movement in loss allowance during the year.
2020 2019
(Rupees in ’000)
18.1 The range of rates of profits on these term deposits was between 7.00% and 7.50% per annum (2019: Nil).
18.2 The short term investments do not include any investment in related parties (2019: Nil).
2020 2019
(Rupees in ’000)
19.1 This represents sales tax paid on raw materials used in zero-rated taxable footwear for which refund claims have been lodged with the Sales Tax
Department.
67
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
20.1 The rate of mark-up on these accounts ranges from 2.84% to 5.50% (2019: 8.00% to 11.48%) per annum.
21 SHARE CAPITAL
21.1 Authorized share capital
21.2.1 Bafin B.V. (Nederland) (the parent company) holds 5,685,866 (2019: 5,685,866) ordinary shares of Rs. 10 each fully paid up which represents 75.21% (2019: 75.21%) of total
paid up capital.
21.2.2 Shares issued for consideration other than cash were issued against plant and machinery.
2020 2019
(Rupees in ’000)
22 CAPITAL RESERVE
22.1 Capital reserve represents the balance of foreign shareholders' equity in Globe Commercial Enterprises Limited (an associated undertaking) gifted
to the Company on its winding up, and is not available for distribution.
68
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
2020 2019
(Rupees in ’000)
23 REVENUE RESERVES
General Reserve:
Opening balance 6,957,000 6,597,000
Transfer from unappropriated profit – 360,000
6,957,000 6,957,000
Unappropriated profit (660,484) 411,506
6,296,516 7,368,506
24 LEASE LIABILITY
Long term lease liability 3,602,826 3,999,916
Current portion of lease liability 871,711 984,652
4,474,537 4,984,568
24.1 The company has obtained retail stores and wholesale depots on lease from different parties. Reconciliation of the carrying amount is as follows:
2020 2019
(Rupees in ’000)
25.2 In accordance with provisions of Section 217 of the Companies Act, 2017, this amount has been invested in Term Deposit Receipts and
is shown separately as long term investments in Note 9.
69
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
2020 2019
(Rupees in ‘000)
Present value of defined benefit obligation 68,592 83,476 86,812 76,030 72,150
Experience adjustments on plan liabilities (12,612) 2,254 3,897 2,652 (1,351)
Experience adjustments on plan liabilities as a percentage
of defined benefit obligation 18% 3% 5% 3% 2%
(Rupees in ’000)
70
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
Changes in market yields on Government bonds - The discount rate used to compute the plan liabilities is based on the Government bond yields.
A decrease in Government bond yields will increase the plan liabilities.
Inflation risk - The Company's gratuity obligation is linked to the salary of the members of the scheme. Therefore, increases in the salaries due to
higher inflation will increase the plan liabilities.
Employee turnover - The plan obligations are to provide benefits for the period of employment of the members. Therefore, lower employee
turnover will increase the plan liabilities.
Life expectancy - The plan obligations are to provide benefits for the period of employment of the members, so increases in life expectancy will
result in an increase in plan liabilities.
27.1 The long term finance was obtained from Habib Bank Limited for import and installation of solar power machinery. Under the arrangement,
principal amount upto Rs 80 million was repayable in 39 equal quarterly instalments beginning six months after the initial drawdown date. Interest
was payable quarterly in arrears at the rate of 3 months SBP rate plus 1.5 percent per annum. Effective rate of interest ranged from 3.5% to 9.81%
per annum during the year.
The loan was secured by first hypothecation charge of Rs. 106.67 million on all present and future moveable fixed assets of the Company and a
joint pari-passu charge on present and future moveable assets and contingent debts of the company to the extent of Rs 447 million.
71
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
28.1.1 This includes amounts due in respect of trademark licence fee agreement. During the year ended December 31, 2018, BATA Pakistan Limited and
BATA Brands SA, Switzerland revised the terms of the trade mark agreement wherein the royalty percentage was increased from 2% of the net
revenue (net of taxes) to 5% of the net revenue (subject to deduction of applicable taxes). Certain minority shareholders have filed a suit against
the Company claiming that the increase in royalty is unjustified and have claimed damages of Rs. 800.00 million. Initial proceedings of the case
are currently underway and based on opinion of the management’s legal counsel, the management is expecting a favourable outcome in this
regard. However, State Bank of Pakistan has linked the approval of remittance of additional amount of royalty i.e. the difference between 5% and
2%, upon the decision of The Honorable Court.
28.1.2 No interest has been paid / accrued on the amounts due to associated undertakings as they are in normal course of business.
28.2 This represents the security deposit received from the registered wholesale dealers, agency holders and business associates in accordance with
the terms of the contract. These deposits carry interest at the rate of 6.5% (2019: 13%) per annum. These are repayable on termination /
completion of the contract and on returning the Company's property already provided to them if any. As per the agreements signed with these
parties, the Company has the right to utilize the amounts for the purpose of the business, hence, the amounts are not required to be kept in a
separate bank account maintained in a scheduled bank.
- Non funded facilities of letters of guarantee and letters of credit amounting to Rs. 455 million (2019: Rs. 740 million); and
- Cash finance facilities of Rs. 1,780 million ( 2019: Rs. 400 million).
Moreover, the Company can avail further cash finance facilities out of un-utilized unfunded facilities of Rs. 365.000 million (2019: Rs. 275.000 million)
which also includes Rs. 35.000 million (2019: Rs. 35.000 million) of export finance facilities.
The un-utilized facility for letter of credits and guarantees at year end amounts to Rs. 553.041 million (2019: Rs. 558.661 million).
Mark up on cash finance ranges from 3 months KIBOR plus 0.50% to 1.0% (2019: 3 months KIBOR plus 0.50% to 1.0% ) as per agreements with banks.
While mark up on export finance is charged at SBP rate plus 1.00% (2019: 1.00%) per annum.
These finances are secured against hypothecation of stock in trade, stores and spares and receivables of the Company amounting to Rs. 2,654 million (
2019: Rs. 1,194 million).
72
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
30.1.1 The Assistant Commissioner Inland Revenue (ACIR) issued an order on September 30, 2011 raising a demand of Rs. 201.252 million in respect of
tax period from July 2007 to December 2008 on account of non-payment of retail tax on sales made through retail outlets and inadmissible input
tax adjustment claimed against retail supplies. Being aggrieved, the Company preferred an appeal before the Commissioner Inland Revenue
(Appeals) whereby the appeal was decided against the Company. The Company also filed a complaint before the Federal Tax Ombudsman
(FTO), who decided the case in favour of Company on January 11, 2012 and ordered the Commissioner Inland Revenue (CIR) to vacate the above
order. The Company filed an appeal before Commissioner Inland Revenue (Appeals) to dispose of the original order. Commissioner Inland
Revenue (Appeals) ordered that since the Learned FTO decided the case in favour of the Company there remains no cause of further action.
Thereafter, the Company preferred an appeal before the Appellate Tribunal Inland Revenue (ATIR) for cancellation of impugned order, which
is pending adjudication. Moreover, Deputy Commissioner Inland Revenue (DCIR) raised additional demand amounting to Rs 64.202 million on
June 25, 2012 pertaining to period from July 2007 to October 2008 of the sales tax previously refunded to the Company and referred the case
to concerned ACIR/DCIR for enforcement of the order. Thereafter, the Company filed an appeal with Commissioner Inland Revenue (Appeals),
which is pending adjudication. Based on tax advisor's opinion, the Company's management expects favourable outcome due to which no
provision has been recorded in these financial statements.
30.1.2 The Tax Department issued 22 separate orders dated October 17, 2012 and November 14, 2012 in which sales tax refunds for the periods
from November 2008 to December 2010 amounting to Rs. 237.370 million have been rejected on the grounds that input sales tax relating to
retail turnover is not admissible. The Company filed separate appeals against these orders with Commissioner Inland Revenue (Appeals). The
Commissioner Inland Revenue (Appeals) decided 19 appeals against the Company while 3 appeals were decided in favour of the Company.
The Company filed 19 separate appeals while tax department filed 3 separate appeals with Appellate Tribunal Inland Revenue (ATIR). The ATIR
decided all 22 appeals in favour of the Company on May 15, 2014. Thereafter, the Tax Department filed an appeal before the Honorable Lahore
High Court, which is pending for adjudication. Based on tax advisor's opinion, the Company's management expects favourable outcome due to
which no provision has been recorded in these financial statements.
30.1.3 The Additional Commissioner Inland Revenue (ACIR) raised demand of Rs. 954.859 million vide order dated June 28, 2013 to the Company for
the tax year 2011, whereby, the assessing officer added back certain expenses, disallowed certain amount of tax credit and also assessed that the
Company has suppressed turnover amounting to Rs. 1,427.436 million. Being aggrieved, the Company preferred an appeal with Commissioner
Inland Revenue (Appeals), which was decided in favor of the Company vide order dated October 2, 2013, by deleting all the add backs with
the exception of the difference in the amount of tax credit which has been calculated under Section 65(b) of the Income Tax Ordinance, 2001.
Being aggrieved, the Department filed an appeal against the order of Commissioner Inland Revenue (Appeals) with the Appellate Tribunal Inland
Revenue (ATIR). ATIR vide order dated April 11, 2019 decided the appeal in favour of the Company. As per the management's knowledge, the
Department has not yet initiated any appeal against the order.
30.1.4 The Additional Commissioner Inland Revenue (ACIR) raised demand of Rs. 1,027.460 million pertaining to the tax year 2012 vide order dated
October 31, 2014, whereby, the assessing officer added back certain expenses & payments to non-residents on the basis of non deduction of
withholding taxes, changed the basis of appropriation of expenses between export and local sales, disallowed certain amount of tax credit and
also assessed that the Company has suppressed turnover amounting to Rs. 1,773.054 million. Being aggrieved, the Company preferred an appeal
73
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
with the Commissioner Inland Revenue (Appeals). The Commissioner Inland Revenue (Appeals) decided the appeal in favour of the Company
vide order dated January 14, 2015 by deleting almost all the add backs with the exception of the difference in the amount of tax credit which has
been calculated under Section 65(b) of the Income Tax Ordinance, 2001 and the amount of expenditure disallowed on the basis of non deduction
of withholding taxes. The Tax Department and the Company filed separate appeals against the order of the Commissioner Inland Revenue
(Appeals) with the Appellate Tribunal Inland Revenue (ATIR) which are pending adjudication. Based on tax advisor's opinion, the Company's
management expects a favourable outcome due to which no provision has been recorded in these financial statements.
30.1.5 The Tax Department raised demand vide two separate orders dated June 25, 2014 and September 30, 2014 amounting to Rs. 46.693 million and Rs.
33.289 million respectively for certain tax periods from January 2012 to June 2013 and from October 2013 to March 2014, respectively, on account
of adjustment of 100% input tax in violation of Section 8b of Sales Tax Act, 1990. Being aggrieved, the Company preferred an appeal before the
Commissioner Inland Revenue Appeals (CIR) whereby the appeal was decided against the Company vide order dated September 9, 2014 and
December 10, 2014. The Company preferred appeals against both the orders before the Appellate Tribunal Inland Revenue (ATIR) which was
decided in favour of the Company vide orders dated December 10, 2014 and January 13, 2015, respectively. The Tax Department filed respective
appeals before the Honorable Lahore High Court, which are pending adjudication. Based on tax advisor's opinion, the Company's Management
expects favourable outcome due to which no provision has been recorded in these financial statements.
30.1.6 The Tax Department raised two separate demands vide orders dated December 06, 2014 amounting to Rs. 43.856 million and Rs. 8.278 million
on account of further sales tax of 1% on unregistered customers for the period from October 2013 to July 2014 and August 2014 to September
2014 respectively. Being aggrieved, the Company preferred an appeals with Commissioner Inland Revenue (Appeals) who remanded back both
the cases to adjudicating officer for fresh decision after allowing the appellant to produce relevant record. However the Commissioner Inland
Revenue filed an appeal in the Appellate Tribunal Inland Revenue (ATIR) against the said order, which is pending adjudication. Based on tax
advisor's opinion, the Company's Management expects favourable outcome due to which no provision has been recorded in these financial
statements.
30.1.7 The Tax Department issued show cause notice dated April 20, 2015, stating that adjustment of input sales tax of Rs. 85.097 million for the tax
periods February, 2014 to January 2015 on Trade Mark License fee and Management Service Fee claimed by the Company is inadmissible and
recoverable from the Company along with default surcharge. The Company filed a writ petition with the Honorable Lahore High Court (LHC)
against show cause notice. The Honorable Lahore High Court granted stay against the show cause notice, however, the petition is still pending
with the Honorable Lahore High Court for adjudication. Based on tax advisor's opinion, the Company's Management expects favourable outcome
due to which no provision has been recorded in these financial statements.
30.1.8 The Additional Commissioner Inland Revenue (ACIR) raised demand vide order dated June 27, 2016 pertaining to tax year 2010 amounting to Rs.
363.683 million on account of certain issues which primarily include allocation of expenses between export and local sale, disallowance of rent
on account of non deduction of withholding taxes, admissibility of deduction of interest on WPPF and provident fund, donation, and incorrect
classification of WWF and WPPF. Being aggrieved, the Company preferred an appeal before the Commissioner Inland Revenue (Appeals) and
also filed rectification application of the said order. The Commissioner Inland Revenue (Appeals) vide order dated September 16, 2016 decided
the appeal in favour of the Company by deleting majority of the add backs with the exception of donations made to unapproved institutions and
the disallowance of rent on account of non deduction of withholding taxes at the appropriate rate and remanded back the order with the direction
to give consideration to the rectification application filed by the Company in respect of the proration of expenses made by the department. Based
on the appeal disposed off by Commissioner Inland Revenue (Appeals), the ACIR issued revised demand amounting to Rs. 254.034 million vide
order dated June 30, 2019. Being aggrieved, the Company again filed an appeal against the order with Commissioner Inland Revenue (Appeals)
along with rectification application against the revised assessment order which is pending adjudication. Based on tax advisor's opinion, the
Company's management expects a favourable outcome due to which no provision has been recorded in these financial statements.
30.1.9 The Assistant Commissioner Sindh Revenue Board raised a demand vide order dated September 1, 2016 amounting to Rs. 60.732 million on
account of non-payment of sales tax on trademark license fee and management services fee for the period from July 2011 to December 2012.
Being aggrieved, the Company filed an appeal before Commissioner (Appeals) Sindh Revenue Board, who decided the matter in favour of the
Company vide order dated February 10, 2019. The department filed an appeal against the order before Appellate Tribunal Sindh Revenue Board
who remanded the case back to the assessing officer for fresh investigation vide order dated August 8, 2019. Subsequently, no further action
has been initiated by the relevant officer of Sindh Revenue Board since the date of Appellate Tribunal Sindh Revenue Board order. Based on
tax advisor's opinion, the Company's Management expects favourable outcome due to which no provision has been recorded in these financial
statements.
30.1.10 The Collector of Customs Karachi issued a demand vide order dated November 7, 2019 amounting to Rs. 23.975 million for the tax period
November 2017 to April 2019 disallowing the reduced rate of sales tax under SRO-1125(I) / 2011 utilized by the Company for clearance of
imported footwear. Being aggrieved, the Company filed an appeal before the Custom Appellate Tribunal, Karachi, which is pending adjudication.
Based on tax advisor's opinion, the Company's Management expects favourable outcome due to which no provision has been recorded in these
financial statements.
74
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
30.1.11 The Deputy Commissioner Inland Revenue (DCIR) raised demand vide order dated December 31, 2019 pertaining to tax year 2009 amounting
to Rs. 34.270 million on account of certain issues which primarily include allocation of expenses between export, local sale of imported goods
and other local sale, disallowance of certain management services and licensing fee account of non deduction of withholding taxes, admissibility
of deduction of interest on WPPF and provident fund, and disallowance of certain advances to employees and suppliers and certain payables
to suppliers on account of failure to produce underlying records. Being aggrieved, the Company preferred an appeal before the Commissioner
Inland Revenue (Appeals). The Commissioner Inland Revenue (Appeals) vide order dated October 18, 2020 decided the appeal in favour of
the Company by deleting majority of the add backs with the exception of proration of expenses and addition made on account of advances
to employees and suppliers. Based on the appeal disposed off by Commissioner Inland Revenue (Appeals), the Deputy Commissioner Inland
Revenue (DCIR) has yet to issue a revised demand. The Company however, being aggrieved, has filed an appeal against the additions not deleted
by the Commissioner Inland Revenue (Appeals). The Tax Department also has the right to file an appeal against the order. However, no such
proceedings have yet been initiated by the Department.
30.1.12 The Deputy Commissioner Inland Revenue (DCIR) raised demand vide order dated March 02, 2020 pertaining to tax year 2017 amounting to Rs.
24.863 million on account of certain issues which primarily include disallowance of certain salaries due to non deduction of withholding tax,
disallowance of Provident Fund contribution, disallowance of certain expenses such as tax loss claimed on the sales of fixed assets, exchange
loss, and certain miscellaneous expenses. Being aggrieved, the Company preferred an appeal before the Commissioner Inland Revenue (Appeals)
which is pending adjudication. Based on the tax advisor's opinion, the Company's management expects favourable outcome due to which no
provision has been recorded in these financial statements.
30.1.13 The Assistant Commissioner Inland Revenue (ACIR) raised demand vide Order dated February 28, 2020 amounting to Rs. 90.316 million in respect
of sales tax charged for the period January 2019 to September 2019 on account of failure to charge further tax on supplies made to unregistered
persons. Being aggrieved, the Company preferred an appeal before Commissioner Inland Revenue (Appeals), who remanded the case back to
the Assistant Commissioner Inland Revenue (ACIR) to afford another opportunity of being heard to the Company. However, no such proceedings
have yet been initiated by the Department.
30.1.14 The Assistant Commissioner Inland Revenue (ACIR) raised demand vide Order dated March 10, 2020 amounting to Rs. 48.046 million in respect
of sales tax for the period January 2019 to August 2019 on the basis that the Company has failed to maintain value addition at the rate of 4% as
per the provisions of 'Eight Schedule' of the Sales tax Act, 1990. Being aggrieved, the Company preferred an appeal before Commissioner Inland
Revenue (Appeals), who remanded the case back to the Assistant Commissioner Inland Revenue (ACIR) to afford another opportunity of being
heard to the Company. However, no such proceedings have yet been initiated by the Department.
2020 2019
(Rupees in ’000)
30.3 Commitments
30.3.1 Commitments in respect of:
Capital expenditure 112,030 64,299
Letters of credit and bank contracts 159,931 171,443
271,961 235,742
75
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
31 SALES
Shoes and accessories
Local 15,011,070 21,504,963
Export 31,537 62,372
15,042,607 21,567,335
Sundry articles and scrap material 41,934 73,607
15,084,541 21,640,942
Less: Sales tax 1,955,362 2,243,731
Discounts to dealers and distributors 1,103,568 1,613,440
Commission to agents / business associates 314,840 358,877
3,373,770 4,216,048
11,710,771 17,424,894
32 COST OF SALES
Cost of goods manufactured 32.1 3,515,326 4,472,467
Finished goods purchased 2,516,837 5,167,493
Add: Opening stock of finished goods 3,828,967 3,743,958
9,861,130 13,383,918
Less: Closing stock of finished goods 13 2,521,326 3,828,967
7,339,804 9,554,950
32.2 Included in salaries, wages and benefits is an amount of Rs. 20.624 million (2019: Rs. 16.937 million) and Rs. 7.180 million (2019: Rs. 6.138 million)
in respect of contribution to provident fund trust and provision for gratuity respectively.
32.3 Included in repairs and maintenance is reversal of provision for obsolescence of stores and spares amounting to Rs. 2.426 million (2019: Rs. 0.552
million).
76
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
33 DISTRIBUTION COST
Salaries and benefits 33.1 691,904 878,530
Freight 189,853 245,476
Advertising and sales promotion 176,812 204,251
Rent 33.2 243,691 388,750
Insurance 27,224 27,406
Trademark license fee 33.3 364,269 870,874
Fuel and power 222,337 290,301
Repairs and maintenance 90,664 54,010
Entertainment 14,259 17,063
Business and property taxes 6,490 4,458
Depreciation 33.4 1,445,864 1,315,034
Loss allowance on trade debts 274,046 7,115
Miscellaneous 1,835 1,089
3,749,248 4,304,357
33.1 Included in salaries and benefits is an amount of Rs. 28.484 million (2019: Rs. 27.417 million) and Rs. 2.120 million (2019: Rs. 3.042 million) in
respect of contribution to provident fund trust and provision for gratuity respectively.
33.2 This represents expenses incurred on short term leases and variable lease expenses not included in lease liabilities.
33.3 This represents the royalty fee of Bata Brands S.A.R.L., Switzerland an associated company situated in Avenue d 'Ouchy 6, 1006 Lausanne, Switzerland.
34 ADMINISTRATIVE EXPENSES
Salaries and benefits 34.1 617,814 644,466
Employee welfare 31,101 23,501
Fuel and power 15,164 19,526
Telephone and postage 43,532 23,345
Insurance 5,378 5,535
Travelling 74,785 111,917
Repairs and maintenance 9,801 7,851
Printing and stationery 13,117 19,446
Donations and subscription 34.2 35,254 6,534
Legal and professional charges 15,066 8,643
Business and property taxes 3,661 2,726
Management service fee 34.3 219,870 206,365
Depreciation 6.3 15,171 15,781
Amortization on intangible assets 8.1 256 536
Miscellaneous 13,218 28,292
1,113,188 1,124,464
34.1 Included in salaries and benefits is an amount of Rs. 9.598 million (2019: Rs. 28.976 million) and Rs. 5.788 million (2019: Rs. 1.397 million) in
respect of contribution to provident fund trust and provision for gratuity respectively.
34.2 None of the directors of the Company or any of their spouses have any interest in the funds of donees. Furthermore, no donation exceeding Rs.
1 million has been made to any donee (2019: Nil).
34.3 Management service fee represents amounts paid/payable to Global Footwear Services Pte Limited and Bata Brands S.A.R.L., Switzerland, related
parties, in respect of management and information technology services, respectively
77
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
35 OTHER EXPENSES
Workers' profit participation fund 28.3 – 81,269
Workers' welfare fund – 39,826
Auditors' remuneration 35.1 7,415 6,630
Exchange loss 21,126 22,453
Loss on fixed assets sold / scrapped 60,202 27,410
88,743 177,588
36 OTHER INCOME
Income from financial assets
Profit on long term investments 3,975 4,681
Profit on short term investment 8,840 –
Profit on bank deposits 47,874 12,948
Rent concessions received 36.1 376,280 –
436,969 17,629
Income from non - financial assets
Rental Income 10,377 9,300
Miscellaneous 22,728 3,777
33,105 13,077
Income from financial liability
Early payment discount on supplier invoices 3,209 238
473,283 30,944
36.1 The Company has decided to early adopt the amendment to IFRS 16 which allows a Company to recognize rent concessions in the same way as
they would if they were not lease modifications. It has applied this practical expedient to all leases that meet the conditions laid down by the said
amendment. As a result an amount of Rs. 376.280 million has been recognized as other income.
37 FINANCE COSTS
Interest / mark-up on:
Lease liability 23.1 736,832 710,051
Workers' profit participation fund 28.3 1,002 1,962
Employees / agents' securities and personal accounts 37.1 3,887 8,783
Bank borrowings 22,852 24,140
764,573 744,936
Bank charges and commission 36,547 45,264
801,120 790,200
37.1 These do not include any amounts on account of related parties (2019: Rs. Nil).
78
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
2020 2019
(Rupees in ’000)
38 TAXATION
Current tax
- Current year 175,662 564,154
- Prior year (1,563) (34,385)
174,099 529,769
Deferred tax (454,803) (114,352)
(280,704) 415,417
2020 2019
(%)
Weighted average number of ordinary shares (in thousands) 20.2 7,560 7,560
(Loss) / Earnings per share - basic and diluted (Rupees per share) (82.98) 144.03
There is no dilutive effect on the basic (loss) / earnings per share of the Company.
79
40 SEGMENT REPORTING
Retail Wholesale Export Others Total
80
Segment result and profit reconciliation 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019
Rupees in (‘000)
External Sales 9,531,925 12,553,232 2,108,719 4,741,287 31,537 62,373 38,590 68,002 11,710,771 17,424,894
Inter Segment Sales – – – – – – – – – –
Total Revenue 9,531,925 12,553,232 2,108,719 4,741,287 31,537 62,373 38,590 68,002 11,710,771 17,424,894
Cost of sales (5,241,385) (5,961,159) (2,050,398) (3,510,599) (22,918) (40,508) (25,103) (42,684) (7,339,804) (9,554,950)
Gross profit 4,290,540 6,592,073 58,321 1,230,688 8,619 21,865 13,487 25,318 4,370,967 7,869,944
Distribution cost (3,091,560) (3,300,636) (464,043) (244,969) (5,845) (7,845) – – (3,561,448) (3,553,450)
Administrative expenses (30,633) (42,853) (12,503) (17,522) (216) (1,526) – – (43,352) (61,901)
(3,122,193) (3,343,489) (476,546) (262,491) (6,061) (9,371) – – (3,604,800) (3,615,351)
Segment results 1,168,347 3,248,584 (418,225) 968,197 2,558 12,494 13,487 25,318 766,167 4,254,593
FOR THE YEAR ENDED DECEMBER 31, 2020
Other disclosures
Segment assets 7,480,169 9,018,951 1,691,100 3,488,814 11,407 12,949 – – 9,182,676 12,520,714
Unallocated assets 4,822,805 3,357,655
NOTES TO THE FINANCIAL STATEMENTS
14,005,481 15,878,369
Depreciation of property, plant and equipment 203,887 185,927 4,200 3,967 – – – – 208,087 189,894
Unallocated 65,504 67,089
273,591 256,983
41.1 Reconciliation of liabilities arising from financing activities inclusive of current portion:
Non-cash flows
December 31, Recognized December 31,
Financial institution 2019 during the year Cash flows Accrual Other changes* 2020
(Rupees in '000)
Non-cash flows
December 31, Recognized December 31,
Financial institution 2018 during the year Cash flows Accrual Other changes* 2019
(Rupees in '000)
* Other changes include non cash movements, including accrued interest expense which will be presented as operating cash flows in the
statement of cash flows at the time of payment.
41.2 Non-cash investing and financing activities comprise of acquisition of right of use assets as referred to in note 7.
42.1 In addition to the above, 7 (2019: 7) non executive directors were paid aggregated fee of Rs. 1.275 million (2019: Rs. 1.232 million) for attending
meetings.
42.2 The Chief Executive of the Company is provided with a company-maintained car and housing facilities in Bata premises.
81
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
Risk management is carried out by the Board of Directors (the Board). The Board has the overall responsibility for the establishment of a financial risk
governance frame work. They provide assurance that the financial risk-taking activities are governed by appropriate policies and procedures and that
financial risks are identified, measured and managed in accordance with the Company’s risk management policies.
The Company’s overall risk management procedures to minimise the potential adverse effects of financial market on the Company’s performance are
as follows:
At the reporting date, the interest rate profile of the Company’s interest bearing financial instruments was:
2020 2019
(Rupees in ’000)
2020 2019
(Rupees in ’000)
82
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
The Company is exposed to currency risk arising from primarily with respect to the United States Dollar (USD), Singaporean Dollar and
Euro. Currently, the Company’s foreign exchange risk exposure is restricted to the amounts receivable from/payable to the foreign entities.
The Company’s exposure to currency risk is as follows:
2020 2019
(Rupees in ’000)
Financial assets
Trade debts - Export customers
Singapore Dollar 1,520 6,375
Cash in hand
US Dollar 939 2,178
Euro 1,425 592
UAE Dirhams 10 56
Cash in bank
US Dollar 23,958 23,303
27,852 32,504
Financial liabilities
Trade and other Payables - Foreign suppliers
US Dollar 320 5,334
Singapore Dollar – 1,847
320 7,181
+/- +/-
Investments are allowed only in liquid securities and only with banks. Given their high credit ratings, management does not expect any counter
party to fail to meet its obligation.
83
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
The management has a credit policy in place and exposure to credit risk is monitored on a continuous basis. Credit evaluations are performed
on all customers requiring credit over a certain amount. The Company does not require collateral in respect of financial assets. The Company,
however, mitigates any possible exposure to credit risk by taking security deposits from its dealers and distributors as well as by executing formal
agreements with them. Out of total financial assets of Rs. 4,052,467 million (2019: Rs. 4,134.692 million) following are subject to credit risk:
2020 2019
(Rupees in ’000)’000)
43.2.2 Out of the total trade receivables, 71.5% is concentrated in ten customers (2019: 43.58% in ten customers).
2020 2019
(Rupees in ’000)’000)
84
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
2020 2019
(Rupees in ’000)’000)
The Company applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all
trade debts.
On that basis, the loss allowance as at December 31, 2020 and December 31, 2019 was determined as follows:
85
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
The Company manages liquidity risk by maintaining sufficient cash and bank balances and the availability of funding through an adequate amount
of committed credit facilities. At December 31, 2020 the Company had borrowing limits available from financial institutions at Rs. 2,235.000 million
(2019: Rs. 1,140.000 million) and Rs. 549.740 million (2019: Rs. 1,273.248 million) in cash and bank balances. The Company follows an effective
cash management and planning policy to ensure availability of funds and to take appropriate measures for new requirements.
43.3.1 The following table shows the maturity profile of the Company’s financial liabilities:
2020
(Rupees in '000)
On demand Less than 1 year 1 to 5 years Over 5 years Total
2019
(Rupees in '000)
On demand Less than 1 year 1 to 5 years Over 5 years Total
– Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).
– Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or
indirectly (that is, derived from prices) (level 2).
– Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).
As of reporting date, there were no Level 1, 2 or 3 assets or liabilities during prior or current year.
86
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
a) to safeguard the entity’s ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for
other stakeholders; and
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to
shareholders, issue new shares, or sell assets to reduce debt.
Consistent with the industry norms, the Company monitors its capital on the basis of gearing ratio. The ratio is calculated as net debt divided by
total capital. Net debt is calculated as total borrowings as shown in the balance sheet less cash and cash equivalent. Total capital is calculated as
‘equity’ as shown in the balance sheet plus net debt (as defined above).
2020 2019
(Rupees in ’000)
The debt-to-equity ratio as at reporting date is as follows:
Net debt 60,259 –
Total equity 6,372,599 7,444,589
Capital gearing ratio 0.95% –
87
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
2020 2019
(Rupees in ’000)’000)
45.2 The Company in normal course of business conducts transactions with its related parties. Balances of related parties at the reporting date
have been shown under payables and receivables. The Company continues to have a policy, whereby, all transactions with related parties and
common control companies are carried out at mutually agreed terms and conditions.
45.3 Following are the related parties with whom the Company had entered into transactions or have arrangements / agreements in place.
Aggregate % of
Shareholding in
Sr. No. Company Name Country of incorporation Basis of Association the Company
1 Bafin B.V., Nederland Netherlands Parent Company 75.21%
2 Bata Brands S.A. Switzerland Switzerland Common group company N/A
3 Bata Shoe (Singapore) Pte. Ltd. Singapore Common group company
and common directorship N/A
4 Bata (Thailand) Limited Thailand Common group company N/A
5 Empresas Commerciales S.A Bata Peru Peru Common group company N/A
6 Global Footwear Services Pte. Ltd. Singapore Common group company and
common directorship N/A
46.1 The deviation in actual production from installed capacity is due to rapidly growing trends as the Company has to change major shoe lines in
accordance with the market trends. This involves change in manufacturing operations and product mix which causes variances not only between
the installed capacity and actual production but also between the actual production of any two years.
88
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
2020 2019
47 NUMBER OF PERSONS EMPLOYED
Number of persons employed as at year end 2,276 2,683
Average number of persons employed during the year 2,522 2,677
48 PROVIDENT FUND
The Company operates provident funds for its managers and other employees. The following information pertains to both the Employees Provident
Fund and the Managerial Staff Provident Fund:
2020 2019
(Rupees in ’000)
48.1 Break-up of investments in terms of amount and percentage of the size of the provident fund are as follows:
2020 2019
Investments Investment as a Investments Investment as a
(Rs. 000) % of size of the fund (Rs. 000) % of size of the fund
Pakistan Investment Bond 1,239,940 75.5% 20,000 1.2%
Term Finance Certificates 10,000 0.6% – –
Term deposit receipts 142,700 8.7% 1,431,332 88.1%
1,392,640 1,451,332
48.2 Investments out of provident fund have been made in accordance with the provision of the section 218 of the Companies Act, 2017 and the rules
formulated for this purpose.
48.3 The above information is based on audited financial statements of the provident fund.
Complying with the lockdown, the Company temporarily suspended its operations from March 23, 2020. All retail stores and depots remained closed
and production was ceased till the date the lockdown was lifted on May 11, 2020. After implementing all the necessary Standard Operating Procedures
(SOPs) to ensure safety of employees, the Company resumed its operations from the month of May 2020 and has taken all necessary steps to ensure
smooth and adequate continuation of its business in order to maintain business performance despite slowdown in economic activity. Thereafter, the
Government continued to enforce measures such as localized lock downs, curtailment of business hours and other measures to restrict movement of
personnel. Such measures, were in force for various periods during the year. Furthermore, schools and other educational institutions remained closed
for major part of the year.
The lockdown has caused disruptions in supply and distribution chain affecting the sales of the Company. It is also expected that the outbreak may
affect the demand of the Company’s products in future. In order to mitigate the effects of COVID-19, the management has adopted several measures
such as consolidation of non retail businesses and introducing sales campaigns in order to generate revenue and negotiating with the landlords for a
reduction in the lease rentals for the duration of the lockdown. The management has also assessed the accounting implications of these developments
on these interim financial statements, including but not limited to the following areas:
89
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2020
According to management’s assessment, as a result of COVID-19, there has been a substantial decrease in the revenue of the Company. Furthermore,
there has been an increase in allowance for expected credit losses due to delayed recoveries from customers and increase in provision for slow moving
/ obsolete inventory due to build up of stocks. Cumulatively, the above have impacted the overall profitability of the entity for the year ended December
31, 2020.
However, the management is confident that the measures taken by it, which have been detailed above, and the subsequent easing of Government
enforced measures and resumption of normal business activities, will result in a positive impact in the coming months and therefore the management
does not foresee any effect on the use of going concern assumption.
52 CORRESPONDING FIGURES
The corresponding figures have been rearranged and reclassified, wherever considered necessary. However, no significant reclassifications have been
made.
90
91
PATTERN OF SHAREHOLDING
AS AT DECEMBER 31, 2020
CATEGORIES OF SHAREHOLDERS
Number of Total Percentage
Shareholders Shares held
FOREIGN SHAREHOLDERS
Bafin (Netherlands) B.V. 1 5,685,866 75.21
Local Shareholders
Individuals 1,451 455,856 6.03
Industrial Development Bank of Pakistan IDBP (ICP Unit) 1 125 0.00
Trustee National Investment (Unit) Trust (CDC) 1 1,090,234 14.42
National Investment Trust Limited (CDC) 1 28,076 0.37
National Investment Trust Limited Administration Fund (CDC) 1 21,000 0.28
National Bank of Pakistan (CDC) 1 611 0.01
Insurance Companies 6 58,388 0.77
Pension Fund 4 107,334 1.42
Joint Stock Companies 17 5,332 0.07
Modaraba & Mutual Fund 8 103,380 1.37
Other Companies 2 3,798 0.05
94
PATTERN OF SHAREHOLDING
AS AT DECEMBER 31, 2020
Number of
Categories of Shareholders shares held
2.
Directors’ spouses and their minor children –
Associated companies, undertakings and related parties (Parent Company)
BAFIN (NETHERLANDS) B.V. 5,685,866
5. Insurance companies
ATLAS INSURANCE LIMITED (CDC) 8,800
EAST WEST INSURANCE CO.LTD (CDC) 200
EFU GENERAL INSURANCE LIMITED. (CDC) 25,096
HABIB INSURANCE CO. LIMITED. (CDC) 6,000
STATE LIFE INSURANCE CORP. OF PAKISTAN. (CDC) 11,392
DAWOOD FAMILY TAKAFUL LIMITED (CDC) 6,900
6. Foreign Companies –
8. Pension Fund
TRUSTEE NATIONAL BANK OF PAKISTAN EMPLOYEE PENSION FUND (CDC) 99,674
CDC - TRUSTEE MEEZAN TAHAFFUZ PENSION FUND - EQUITY SUB FUND (CDC) 460
CDC - TRUSTEE PAKISTAN PENSION FUND - EQUITY SUB FUND (CDC) 4,380
CDC-TRUSTEE ALHAMRA ISLAMIC PENSION FUND - EQUITY SUB FUND (CDC) 2,820
95
PATTERN OF SHAREHOLDING
AS AT DECEMBER 31, 2020
Number of
Categories of Shareholders shares held
Due the financial year the trading in share of the Company by the Director, CEO, PFO, Company secretary and their seouses and minor children
is as follows:
1 NIL 0 0
96
FORM OF PROXY
69th ANNUAL GENERAL MEETING
The Secretary
Bata Pakistan Limited
P.O. Batapur,
Lahore
I/We ______________________________________________________________________________________________________________________________
of ______________________________________________________________________________________________________________________________
No. _______________________________________ and / or CDC Participant I.D. No. ________________________________ and Sub Account No.
as my/our proxy to vote for me/us and on my/our behalf at the 69th Annual General Meeting of the Company to be held on April 27, 2021 and at any
adjournment thereof.
Date: _________________________________
WITNESSES:
1. Signature ___________________________ 2. Signature ___________________________
Name ______________________________ Name ______________________________
Address ____________________________ Address ____________________________
____________________________________ ____________________________________
CNIC No. ___________________________ CNIC No. ___________________________
Passport No. ________________________ Passport No. ________________________
Note:
a. The signature should match with the specimen signature registered with the Company.
b. A Proxy need not be a member of the Company.
c. Proxy Forms (scanned copies) properly completed along with attested copies of CNIC or the Passport of the Proxy shall be sent to
[email protected] not less than 48 hours (excluding closed days) before the Meeting.
d. The Proxy Form shall be witnessed by two persons whose names, addresses and CNIC numbers shall be mentioned on the Form.
e. In case of a corporate entity, the Board of Directors’ Resolution / Power of Attorney with specimen signature shall be sent at [email protected]
along with Proxy Form.
AFFIX
CORRECT
POSTAGE
2021
(2) (1)