Statement of Compliance
With the Listed Companies (Code of Corporate Governance) Regulations, 2019 — for the year ended June 30, 2025.
Composition of the Board
The total number of directors is eight: seven male and one female.
| Category | Name |
|---|---|
| Independent Directors | Mr. Muhammad Azhar Mr. Rizwan-ul-Hassan |
| Non-Executive Directors | Mr. Muhammad Saeed Mr. Ahsan Saeed Mr. Khizer Saeed |
| Executive Directors | Mr. Amjad Saeed Mr. Omer Saeed |
| Female Director | Mrs. Rubina Amjad |
The Board is of the view that, considering the volume of business, independent directors should not be more than two as required by the Regulations; hence the fraction of independent directors has not been rounded up.
Key Confirmations by the Board
- No director serves on the board of more than seven listed companies, including this company.
- A code of conduct has been prepared and disseminated throughout the company along with supporting policies and procedures.
- The Board has developed a vision/mission statement, overall corporate strategy and significant policies, with a complete record of their approval maintained.
- Board meetings were presided over by the Chairman, and requirements on frequency, recording and circulation of minutes were complied with.
- A formal policy and transparent procedures exist for the remuneration of directors.
- Appointments of the CFO, Company Secretary and Head of Internal Audit were approved by the Board; the CFO and CEO endorsed the financial statements before Board approval.
- Five Board committees have been formed with documented terms of reference — see Board Committees.
- Committee meetings: Audit Committee quarterly; HR & Remuneration, Nomination, Risk Management and Sustainability Committees annually.
- An effective internal audit function has been set up.
- The statutory auditors hold a satisfactory QCR rating from ICAP, are registered with the Audit Oversight Board of Pakistan, and comply with IFAC guidelines.
- All requirements of regulations 3, 6, 7, 8, 27, 32, 33 and 36 have been complied with.
Directors’ Training Program
Completed by:
- Mr. Omer Saeed — Executive Director
- Mrs. Rubina Amjad — Non-Executive Director
- Mr. Ahsan Saeed — Non-Executive Director
- Mr. Khizer Saeed — Non-Executive Director
Exempt from Training
Meet the criteria of minimum 14 years of education and 15 years of experience on boards of listed companies:
- Mr. Muhammad Saeed — Non-Executive Director
- Mr. Amjad Saeed — Executive Director
Explanations for Non-Compliance
| # | Requirement | Explanation | Regulation |
|---|---|---|---|
| 1 | Directors’ Training — all directors are encouraged to have acquired the prescribed certification by 30 June 2022. | Independent directors Mr. Muhammad Azhar and Mr. Rizwan-ul-Hassan did not attend the program due to a tight schedule. The company is arranging the program as early as possible. | 19(1) |
| 2 | Female Executive’s Training — training for at least one female executive every year from July 2020. | The company will arrange the training for its female executive in the next financial year. | 19(3)(i) |
| 3 | Training of Head of Department — at least one head of department every year from July 2022. | The company will organize the training of one head of department each year from the next financial year. | 19(3)(ii) |
Signed by Muhammad Saeed (Chairman) and Omer Saeed (Director), 30 September 2025.
Independent Auditor’s Review Report
“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 30 June 2025.”
— Riaz Ahmad & Company, Chartered Accountants, Faisalabad · 30 September 2025
Download Annual Report 2024-25 (pages 23–27)