Ecorp q3 2024 Report
Ecorp q3 2024 Report
Ecorp q3 2024 Report
second quarterlyreport
third quarterly report 2024
2024
company information
as of June 30, 2024
September 30, 2024
board of directors
Mr. Hussain Dawood | Mr. Abdul Samad Dawood | Ms. Sabrina Dawood
Mr. Rizwan Diwan | Mr. Parvez Ghias | Mr. Shabbir Hashmi | Ms. Samar Masood
Mr. Ahsan Zafar Syed
auditors
A.F. Ferguson & Co Chartered Accountants
State Life Building No. 1-C,
I.I. Chundrigar Road,
Karachi-74000, Pakistan.
Tel: +92(21) 32426682-6 / 32426711-5
Fax +92(21) 32415007 / 32427938
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ENGRO CORPORATION LIMITED
UNCONSOLIDATED CONDENSED
INTERIM FINANCIAL STATEMENTS (UNAUDITED)
(Amounts In thousand)
Note (Unaudited) (Audited)
September 30, December 31,
2024 2023
--------------------Rupees-------------------•
ASSETS
Non-current assets
Property, plant and equipment 4 1,832,184 1,790,237
Right-of-use assets 686,274 928,849
Intangible assets 186,834 132,583
Long term investments 5 53,835,194 50,835,194
Long term loans and advances 13,302 6,274
56,553,788 53,693,137
Current assets
Loans, advances, deposits and prepayments 6 7,711,330 9,088,160
Receivables 7 4,218,005 2,041,529
Short term investments 8 31,835,854 23,870,113
Cash and bank balances 26,264 122,905
43,791,453 35,122,707
TOTAL ASSETS 100,345,241 88,815,844
Llabllltles
Non-current liabilltles
Lease liabilities 571,607 880,901
Deferred taxation 237,722 167,431
Retirement and other service benefit obligations 99,686 24,566
909,015 1,072,898
Current liabilltles
Trade and other payables 4,506,424 5,494,425
Current portion of lease liabilities 396,923 321,813
Taxation - provision less payments 14,887,870 10,255,244
Unclaimed dividends 228,479 233,673
20,019,696 16,305,155
Total llabllltles 20,928,711 17,378,053
Contingencies and commitments 10
TOTAL EQUITY AND LIABILITIES 100,345,241
The annexed notes from 1 to 20 form an integral part of these unconsolidated condensed interim financial statements.
The annexed notes from 1 to 20 form an integrnl part of these unconsolidated condensed interim financial statements.
(Amounts in thousand)
Total comprehensive income for the period 4,819,627 2,943,643 19,247,895 11,667,285
The annexed notes from 1 to 20 form an integral part of these unconsolidated condensed interim financial statements.
(Amounts In thousand}
Reserves
Capltal Reserve Revenue Reserves
Capita! re- TolOI
Remeuurement or
Share Share purchase General Remeasurement ot Unappropriated
post employment Sub-total
capllal premium reserve reserve Investments profit
benefits
account
upees
Balance ,s at January 01, 2023 {Audited) 5,761 ,6 33 13,068,232 4,429,240 139,773) 1854,981) 68,900,878 85,503,696 91,265,229
(1,477,041)
13, 144, 26
�
I 13,144,326
1 477 041
13,144 ,326
1 477041
Own shares purchased for cancellation (395,368) 395,368 (1 1,629,302) (11,233,934) (11,629,302)
□□□□□□
Transactions with owners:
Final cash dividend for the year ended
December 31, 2022@Rs. 1.00 per share (54 6,244 ) (546,24 4) (546,24 4)
Balance as at September 30, 2023 (Unaudited) 5,366 ,265 13,068,232 395,368 4,429,240 (39,7731
DDDCII
(2,332,0221 47,JJ1 ,34 6 6 2,852,391 68,218,656
DDDDCJCJCJDD
Transactions with owners:
lnlerim cash divk1ends for the year ended
December 31, 2023:
□DCCII
(2,146,506) (2,146,506) (2,148,506)
II I
Balance as at December 31, 2023 {Audited) 5,366,265 13,06 8,232 395,36 8 4,429,240 139,439 1 (1,388,6 24) 49,6 06,749 66,071,52 6 71 ,437,791
Profit for the period 17,665 , 4 17,86 5,094 17,86 5,094
Other comprehensive Income �
1,382,�01 11 1 382 801 1 3828-01
TO!al comprehensive Income for the nine months
ended Seplember 30, 2024 1,382,801 17,66 5,09 4 19,247,895 19,247,895
Balance as at September 30, 2024 (Unaudited) 5,366,265 1 3,068,232 395,36 8 4,429,240 56,202,687 74,050,265
The annexed noles from 1 lo 20 form an lnleAral part or these unconsolidated condensed inlerim financial slalemenls.
(Amounts in thousand)
Nine months ended
Note September 30, September 30,
2024 2023
---------------------Ru pees---------------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net increase I (decrease) in cash and cash equivalents 1 ,101,143 (1 ,56 4,16 8)
Cash and cash equivalents at end of the period 15 9,445,6 40 1,286 ,16
1/
The annexed notes from 1 to 2 0 form an integral part of these unconsolidated condensed interim financial statements.
�
Shabblr Hussain Hashmi Fa,�•�, � )
Director Chief Fin�
ENGRO CORPORATION LIMITED
NOTES TO THE UNCONSOLIDATED CONDENSED INTERIM FINANCIAL STATEMENTS (UNAUDITED}
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
(Amounts in thousand)
1.1 Engro Corporation Limited (the Company) is a public listed company incorporated in Pakistan. Its shares are
quoted on Pakistan Stock Exchange Limited (PSX}. The Company is a subsidiary of Dawood Hercules
Corporation Limited (the Parent Company). The principal activity of the Company is to manage investments
in subsidiary companies, associated companies and joint venture, engaged in fertilizers, PVC resin
manufacturing and marketing, food, energy, LNG terminals, telecommunications infrastructure and chemical
terminal and storage businesses. Further, the Company also earns royalty income as per its License
Agreement with Engro Fertilizers Limited (a subsidiary company) to use the permitted trademarks. The
Company's head I registered office is situated at 19th floor, The Harbour Front Building, Plot Number HC #
3, Marine Drive, Block 4, Clifton, Karachi.
1.2 During the period, as notified to PSX on April 4, 2024, Engro Energy Limited, a wholly owned subsidiary of
the Company, has entered into definitive agreements with Liberty Power Holding (Pvt.) Limited and other
parties acting in concert (Acquirers) for the sale of its entire shareholding in Engro Powergen Qadirpur
Limited (EPQL), Engro Powergen Thar (Private) Limited (EPTL) and Sindh Engro Coal Mining Company
Limited (SECMC) (the transaction) with a transaction value of Rs. 7,500,000, Rs. 21,040,000 and Rs.
6,210,000 respectively, subject to certain adjustments as agreed in the definitive agreements. Completion of
the Transaction is subject to receipt of corporate I regulatory approvals and lender consents.
1.3 As already notified to PSX through notifications dated May 06, 2024, May 17, 2024, June 26, 2024 and July
24, 2024, the Parent Company and the Company have entered into a Scheme of Arrangement (the
Scheme) through which the Company's shares held by existing shareholders (other than the Parent
Company) shall be vested into the Parent Company and such existing shareholders will be issued shares of
the Parent Company. Resultantly, the Company will become the wholly owned subsidiary of the Parent
Company from January 01, 2025 (the effective date) and shall cease to be listed on the PSX. The Scheme
has been approved by the shareholders and creditors of the Company in their meeting held on June 26,
2024. Subsequently, the Islamabad High Court (IHC) has also sanctioned the Scheme vide its order dated
July 18, 2024. Under the Scheme, the name of the Parent Company shall be rebranded to Engro Holdings
Limited.
2, BASIS OF PREPARATION
2.1 These unconsolidated condensed interim financial statements have been prepared in accordance with the
accounting and reporting standards as applicable in Pakistan for interim financial reporting. The accounting
and reporting standards as applicable in Pakistan for interim financial reporting comprise of:
- International Accounting Standard 34, 'Interim Financial Reporting' (IAS 34), issued by the International
Accounting Standards Board (IASB) as notified under the Companies Act, 2017 (the Act); and
- Provisions of and directives issued under the Act.
Where the provisions of and directives issued under the Act differ with the requirements of IAS 34, the
provisions of and directives issued under the Act have been followed.
2.2 These unconsolidated condensed interim financial statements represent the condensed interim financial
statements of the Company on a standalone basis. The consolidated condensed interim financial
statements of the Company and its subsidiary companies are presented separately. These unconsolidated
condensed interim financial statements do not include all the information required for annual financial
statements and therefore should be read in conjunction with the annual audited financial statements of the
Company for the year ended December 31, 2023.
(Amounts in thousand)
2.3 The preparation of these unconsolidated condensed interim financial statements in conformity with the
accounting and reporting standards applicable in Pakistan requires the use of certain critical accounting
estimates. It also requires management to exercise its judgement in the process of applying the Company's
accounting policies. Estimates. and judgement are continually evaluated and are based on historical
experience and other factors, including expectation of future events that are believed to be reasonable
under the circumstances. Actual results may differ from these estimates.
During the preparation of these unconsolidated condensed interim financial statements, the significant
judgement made by the management in applying the Company's accounting policies and the key sources of
estimation and uncertainty are ti1e same as those that were applied to the annual audited financial
statements of the Company for the year ended December 31, 2023.
b) Standards and amendments to published accounting and reporting standards and interpretations
that are not yet effective and have not been early adopted by the Company
There are certain standards and amendments to accounting and reporting standards that are not yet
effective and are considered either not to be relevant or to have any significant impact on t11e Company's
financial reporting and, therefore, have not been disclosed in these unconsolidated condensed interim
financial statements.
3.3 Taxes on income in the interim periods are accrued using the effective tax rate that would be applicable to
expected total annual profit or loss of the Company.
(Unaudited) (Audited)
September 30, December 31,
2024 2023
( p )
•-------•---------- Ru ees -------------------
4. PROPERTY, PLANT AND EQUIPMENT
4.2 Operating assets costing Rs. 263,121 (December 31, 2023: Rs. 132,848) having a net book value of
Rs. 114,448 (December 31, 2023: Rs. 87,491), were disposed off during the period / year for
Rs. 158,880 (December 31, 2023: Rs. 99,116).
(Amounts in thousand)
7. RECEIVABLES
This includes amount due from subsidiary companies, joint venture and associated companies aggregating
to Rs. 4,161,581 (December 31, 2023: Rs. 1,974,957) on account of amounts charged by the Company in
accordance with the expense sharing agreements and dividend receivable.
(Unaudited) (Audited)
September 30, December 31,
2024 2023
........... •····•··(Rupe es)···•········.......
- Pakistan Investment Bonds (notes 8.1 and note 8.2) 12,622,770 10,572,006
Amortized cost
8.1 These bonds carry yield of 12.75% to 13.40% (December 31, 2023: 12.75% to 13.40%) per annum and
have maturity terms ranging between 5 to 10 years.
8.2 This amount is net of loss on remeasurement of Pakistan Investment Bonds amounting to Rs. 5,823
(December 31, 2023: Rs. 1,388,624).
8.3 This represents investment in units of various Mutual Funds having cost amounting to Rs. 9,328,430
(December 31, 2023: Rs. 4,490,'917).
8.4 These bills carry yield of 18.90% to 20.14% (December 31, 2023: 21.60% to 22.50%) per annum and having
maturity of one to four months.
8.5 These represent placements with banks and carry interest at rates ranging from 18.10% to 18.65%
(December 31, 2023: 21.88% to 22.35%) per annum and having maturity in October 2024 (December 31,
2023: having maturity in January 2024).
9. SHARE CAPITAL
Contingencies
10.1 As at September 30, 2024, there is no material change in the status of matters reported as contingencies in
note 18 of the annual audited financial statements of the Company for the year ended December 31, 2023,
except as follows:
10.1.1 Following are the details of securities pledged by the Company in favour of Engro Energy Limited (EEL):
- Standby Letters of Credit {Equity SBLC) have been provided by EEL, a wholly owned subsidiary, through
National Bank of Pakistan amounting to US Dollars 2,606 (December 31, 2023: US Dollars 2,606) for its
equity commitments related to Sindh Engro Coal Mining Company Limited (SECMC), its associated
company in favour of the lntercreditor Agent (Habib Bank Limited) and the Project Company (i.e.
SECMC). Equity SBLC will expire on earlier of (i) October 31, 2024; or (ii) fulfilment of sponsor
obligations under Sponsor Support Agreements. This has been secured by the Company by pledging
Treasury Bills.
- Standby Letter of Credit (Put Option SBLC) has been provided by EEL, a wholly owned subsidiary
company, through Allied Bank Limited amounting to US Dollars 21,070 (December 31, 2023: US Dollars
21,070) in favour of the Put Option Fronting Bank (Habib Bank Limited). The Put Option SBLC has been
furnished to meet sponsor obligations under Sponsor Support Agreement (Put Option SSA) and expires
on earlier of (i) January 31, 2029; or (ii) fulfilment of sponsor obligations pursuant to Put Option SSA.
This was secured by pledging Company's shares of Engro Fertilizers Limited (EFERT) and
FrieslandCampina Engro Pakistan Limited (FCEPL) of quantities 50,925,728 and 58, 941176
respectively.
10.1.2 On March 28, 2022, and as supplemented from time-to-time, Allied Bank Limited and Fays al Bank Limited
have committed to provide Payment Service Reserve Account (PSRA) SBLCs amounting to US Dollars
23,316 and Rs. 1,029,044, respectively, on behalf of EEL, a wholly owned subsidiary, for its PSRA
commitments related to Engro Powergen Thar (Private) Limited in favour of their project lenders. These
SBLCs are secured by pledging 42,466,536, 117,904,251, 56,000,000 and 51,686,592 shares of EFERT,
EPCL, FCEPL and Engro Powergen Qadirpur Limited (EPQL), respectively.
10.2 Updates in respect of tax related matters are disclosed in note 12.
(Unaudited) (Audited)
September 30, December 31,
2024 2023
·-----··-·-·· •·----(Rupees)·············-----·
10.3 Commitments
Unaudited
Quarter ended Nine months ended
Seotember 30. Seotember 30. Seotember 30. Seotember 30,
2024 2023 2024 2023
•---------------------------------------------Ru pees---------------------------------------------
11. OTHER INCOME
Financial assets
Income on bank deposits
and other financial
assets (note 11.1) 1,665,224 1,310,629 4,549,725 4,795.332
Non-financial assets
Gain on disposal of property,
plant and equipment
Others 2
a 526
II (220)
4
._____�2:_64_0_. �---�<1_0_0�) _ �. ___7�4, II 4, 099
II
9,�86_0_._ .__ _____,_1,_05_7___,_
432
I
------ 31,166 (320 ) 124,2 92 5,156
1 696 390 1 310 309 4 674 017 4 800 488
11.1 Includes Rs. 831,467 (September 30, 2023: Rs. 1,149,558) in respect of profit earned on loans to subsidiary
companies.
Unaudited
Quarter ended Nine months ended
September 30, September 30, September 30, September 30,
2024 2023 2024 2023
-----------------------------------Ru pees-----------------------------------
12. TAXATION
Current
- for the period 1,066,360 877,499 5,143,004 3,821,713
- for prior period (105,038) 785,972
1,066,360 772,461 5,143,004 4,607,685
Deferred 201,660 (51,551) 70,291 (29,882)
1,268,020 720,910 5,213,295 ,577,803
4
12.1 As at September 30, 2024, following are the updates to taxation matters from those reported in note 25 to the
annual audited financial statements of the Company for the year ended December 31, 2023:
12.1.1 During the period, in respect of the matter disclosed in note 25.2 of the annual audited financial statements of
the Company for the year ended December 31, 2023, the IHC in its judgement dated March 15, 2024,
decided the matter in favor of the Company in respect of retrospective application of section 4C, as amended
by Finance Act 2023, to tax year 2023. Additionally, the IHC also ruled that super tax under section 4C of the
Income Tax Ordinance, 2001 (the Ordinance) is not applicable on incomes subject to final tax under other
provisions of the Ordinance. The tax department has filled an intra court appeal against this matter, which is
currently pending adjudication. Being prudent, the Company is carrying provision against the matter in these
unconsolidated condensed interim financial statements.
(Amounts in thousand)
As at September 30, 2024, there is no dilutive effect on the basic earnings per share of the Company, which
is based on the following:
Unaudited
Quarter ended Nine months ended
September 30, September 30, September 30, September 30,
2024 2023 2024 2023
·· ····•·················•··· • ----• •·· • •···-·--Ru pees•··•··••·· -•-········· .......................
Unaudited
Nine months ended
September 30, September 30,
2024 2023
•···········•····--·•Rupees••·······-··········
Unaudited
Nine months ended
September 30, September 30,
2024 2023
•--------------------Rupees--------------------
14.1 Working capital changes
15.1 On May 29, 2024, the Company has obtained a Syndicated working capital facility amounting to Rs.
10,000,000 (December 31, 2023: Rs. 10,000,000) from a commercial bank. This has been secured by
pledging the Company's shares of Engro Fertilizers Limited, Engro Polymer and Chemicals Limited and
Friesland Campina Engro Pakistan Limited of quantities 33,068,783, 120,250,120 and 73,486,185,
respectively. The facility carries mark-up at the rate of 1 month KISOR plus 0.5% per annum and is unutilised
as at September 30, 2024.
There have been no changes in the financial risk management policies of the Company during· the period,
consequently these unconsolidated condensed interim financial statements do not include all the financial
risk management information and disclosures required in the annual financial statements.
16.2 Fair value estimation
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction in the principal (or most advantageous) market at the measurement date under current market
conditions (i.e. an exit price) regardless of whether that price is directly observable or estimated using
another valuation technique.
The table below analyses financial instruments carried at fair value using the fair value measurement method
in accordance with IFRS 13. The different levels have been defined as follows:
- Quoted prices (unadjusted) in active markets for identical assets or liabilities (level1);
- Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices) (level 2); and
- Inputs for the asset or liability that are not based on observable market data (level 3).
(Amounts in thousand)
Level 2 fair values have been determined using PKRV rates and closing Net Asset Values for government
securities and mutual fund units, respectively.
There were no transfers amongst the levels of hierarchy during the period. Further, there were no changes
in the valuation techniques during the period.
The carrying value of all other financial assets and liabilities reflected in these unconsolrdated condensed
interim financial statements approximate their fair values.
(Amounts In thousand)
Parent Company
Subsidiary companies
Associated companies
Others
18.1 The Board of Directors of Engro Fertilizers Limited, a subsidiary company, in its meeting held on October
14, 2024 has proposed an interim cash dividend of Rs. 2.50 per share for the year ending December 31,
2024, amounting to Rs. 3,338,248 of which the proportionate share of the Company amounts to
Rs. 1,878,280.
18.2 The Board of Directors of Engro Vopak Terminal Limited, a joint venture company, in its meeting held on
October 21, 2024 has proposed an interim cash dividend of Rs. 7.25 per share for the year ending
December 31, 2024, amounting to Rs. 652,500 of which the proportionate share of the Company amounts
to Rs. 326,250.
These unconsolidated condensed interim financial statements do not include the effects of the
aforementioned dividend income.
18.3 The Board of Directors of the Company in its meeting held on October 28, 2024 has proposed an interim
cash dividend of Rs. 5 per share for the year ending December 31, 2024 amounting to
Rs. 2,683,132. These unconsolidated condensed interim financial statements do not reflect the effect of
such dividend payable.
19.1 Corresponding figures have been rearranged and reclassified for better presentation, wherever considered
necessary, the effect of which is not material.
19.2 In order to comply with the requirements of IAS 34, the balances of unconsolidated condensed interim
statement of financial position have been compared with the balances of annual audited financial
statements of the preceding financial year, whereas the amounts in unconsolidated condensed interim
statement of profit or loss, unconsolidated condensed interim statement of comprehensive income,
unconsolidated condensed interim statement of changes in equity and unconsolidated condensed interim
statement of cash flows have been compared with the balances / amounts of comparable period of
immediately preceding financial year.
· '.
t'
I•
I
.r'
Non-current assets
The oooe,ed fo,m '" ;oteg,al part of these coosoi;dated condeesed ;nte,;m f;naacial statemeots.
�.�
�
-+---'...+--+---------
Shabbi r Hussain Hashmi
Director
l=NGRO CORPORATION LIMITED
CONSOLIDATED CONDENSED INTERIM STATEMENT
OF PROFIT OR LOSS (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
DISCONTINUED OPERATIONS
The '°"'�d ootes '" lotegral part of lh,se coosoHdated coodeosed lole,im fioaoclal stat,meo
/
�:
-----,V----+---------
Sha bbi r Hussain Hashmi
Director
·'.
ENGRO CORPORATION LIMITED
CONSOLIDATED CONDENSED INTERIM STATEMENT
OF COMPREHENSIVE INCOME (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
•·····················•Rupees••····················· •·····················•Rupees••·····················
Loss/ (profit) arising during the period (125,541) 188,259 (355,300) 517,561
The annexed notes from 1 to 25 form an integral part of these consolidated condensed interim financial statements.
�\\l\.
�/
Shabbir Hussain Hashmi
Director
ENGRO CORPORATION LIMITED
CONSOLIDATED CONDENSED INTERIM STATEMENT OF CHANGES IN EQUllY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
(Amounts in thousand)
Balance as at January 1, 2023 (Auditod) • as previously stated 5,7 61, 632 13,068,232 2,676 156,301 1, 615,497 702,570 4,429,240 (866,814) 14 2.1 28,4S3 (176.248) 161,059,939 73,762,386 240,583,957
Effect of retrospective applicaUon of change in
aa.ounting policy- notes 4.2 and 4.3 866,664 866,664 680,950 1,547,614
�lance as :.t January 1, .2023 - �estated 5,761.632 13,068.232 2,678 156,301 1,615,497 702,570 4,429,240 (866,814) 142,995,147 (176,248) 161,926,603 74,443.336 24V31,571
Tot.31 comprohonsivo lncomo for tho nine
. I . 11 : II : II : II II II . I, II I II
month$ en<te� Scpti>m.bor 30, 20Z3
-
�111
Profit for the period - rest::1;ted 23. 002,�6 7 23,002,367 21, 320,�74 44, 323 . "14 ,
Other comprenens,ve incomo / (loss) 798,;32 517,�1 "'SS
(l. 40 163 347 {183 347)I
798,132 517,561 (1,499.040) 23,002,367 22,819,020 21,320,774 44,139,794
ONn �hares ;,urch.Jse-d for eanceltatlon (395.368) 395,368 (11.629,302) (11,233,934) (11,629,302)
Trans.actions wlth owners:
Dividend by subsidiaries allocable to
Non-controllinQ interest (9,663,563) (9,663,563)
Fin.at cash dividend for the year ended
December 31, 2022@ Rs. 1.00 per share (546,244 (546.244) (546,244)
)1
1st tn1erirn cash dividond for the �ar onded
December 31, 2023@ Rs. 40.00 per share (21,4ss.059> I (21,465,059) (21,465,0sSJ
2nd Interim cash dividend for tho year ended
December 31, 202 3 @ Rs.2.00 per share (1,073,253)1 {1,073.253) {1,073,253)
&lance a$ at Soptombcn' 30, 202:3 {Un.:iudttod) -Rcsbtod 5,366,264 13.068.232 395,368 2.678 156,301 2,413,629 1,220,131 4,429,240 (2,365,854) 131,28 3,656 (176,248) 150,42 7,133 BG,100.547 241.893,944
11
Total comprohcnslve Income for the
)11
thrOQ month$ ,ondod Doeomber 31, 20Z3
II II II II )11 II
Profi1 for the period - restated (1, SW,�07) (1,696.907) (6,022, 166) {7,719,093)
Othor comprehensive income I {lo:s.s} 1109,�8 1291 -�73 9 42, 15 5,; 92] 547,686 11,354 559,040
11 � 11
(109,448) (291, 673) 942,815 (1,596,907) 5.992 (1,149,221) (6,010, 832) (7.160,053)
DC□□□□□□□ . □□ □
Adjustment for aflocatlon of proflt from
Owners 10 NCI for prcfrenee dividend sh3.res: (6,140,842) (6,140.842) 6,140.842
(Amounts in thousand)
----------------------------Rcs.crves ----------------------------
tupec·
□DI lI□DW�C]
8al3ncc as at January 1, 2024 {Audited) -Rosbtod 5,366.264 13.068.232 3 95.368 2,678 652.945 2,304,181 928,458 4,429,240 (1,423.039) 120,802,757 (170.256) 140,990,564 78,632,521 225,189,349
I I
Total comprohensivo income for tho
nine months ondod Scptombor JO, 2024
December 31, 2024@ Rs. 11.00 per �h.:ire (5,902, 891) (5,902,891) . (5,902,891)
Balance as .3t September JO, 2024 (Um1uditcd) 5,366,264 13,068,232 395. 368 2 67 8 652,945 2,250.459 57 3,158 4,429,240 (34,9 88) 116,012,908
The annexed notes from 1 to 25 form an integral part of these consolidated condensed interim fin
Q1L__
Shabbir Hussain Hashmi
Director
,··
·. ENGRO CORPORATION LIMITED
CONSOLIDATED CONDENSED INTERIM STATEMENT
OF CASH FLOWS (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
(Amounts in thousand)
Nine months ended
Restated
Note September 30, September 30,
2024 2023
•····················•Rupees••···················
Cash flows from operating activities
The annexed notes from 1 to 25 form an integral of these consolidated condensed interim financial statem
(Amounts in thousand)
1.1 Engro Corporation Limited (the Holding Company) is a public listed company incorporated in Pakistan and its
shares are quoted on Pakistan Stock Exchange Limited (PSX). The Holding Company is a subsidiary of Dawood
Hercules Corporation Limited (the Parent Company). The principal activity of the Holding Company is to manage
investments in subsidiary companies, associated companies and joint venture, engaged in fertilizers, PVC resin
manufacturing and marketing, food, energy, LNG terminals, telecommunications infrastructure and chemical
terminal and storage businesses. The Holding Company's head / registered office is situated at 19th floor, The
Harbour Front Building, Plot Number HC # 3, Marine Drive, Block 4, Clifton, Karachi.
1.1.1 During the period, as notified to PSX on April 4, 2024. Engro Energy Limited (EEL), a wholly owned subsidiary of
the Holding Company, has entered into definitive agreements with Liberty Power Holding (Pvt.) Limited and other
parties acting in concert (Acquirers) for the sale of its entire shareholding in Engro Powergen Qadirpur Limited
(EPQL), Engro Powergen Thar (Private) Limited (EPTL) and Sindh Engro Coal Mining Company Limited (SECMC)
(thermal assets portfolio) with a transaction value of Rs. 7,500,000, Rs. 21,040,000 and Rs. 6,210,000,
respectively, subject to certain adjustments as agreed in the definitive agreements. Completion of the Transaction
is subject to receipt of corporate/ regulatory approvals and lender consents.
Furthermore, as at the reporting date, the proposed divestment meets the classification criteria of International
Financial Reporting Standard 5 - "Non-Current Assets Held for Sale and Discontinued Operations". Accordingly,
assets and liabilities of the thermal assets portfolio have been classified as assets and liabilities attributable to
discontinued operations in these consolidated condensed interim financial statements (refer note 9).
1.1.2 As already notified to PSX through notifications dated May 06, 2024, May 17, 2024, June 26, 2024 and
July 24, 2024, the Parent Company and the Holding Company have entered into a Scheme of Arrangement (the
Scheme) through which the Holding Company's shares held by existing shareholders (other than the Parent
Company) shall be vested into the Parent Company and such existing shareholders will be issued shares of the
Parent Company. Resultantly, the Holding Company will become the wholly owned subsidiary of the Parent
Company from January 01, 2025 (the' effective date) and shall cease to be listed on the PSX. The Scheme has
been approved by the shareholders and creditors of the Holding Company in their meeting held on June 26, 2024.
Subsequently, the Islamabad High Court (IHC) has also sanctioned the Scheme vide its order dated July 18, 2024.
Under the Scheme, the name of the Parent Company shall be rebranded to Engro Holdings Limited.
Associated Companies: Associated companies are entities over which the Group has significant influence but
not control.
Subsidiary Companies: Companies in which the Holding Company owns over 50% of voting rights, or companies
directly controlled by the Holding Company.
(Amounts in thousand)
1.3 On December 29, 2023, the Board of Directors of Engro lnfiniti (Private) Limited (Elnfiniti) and Engro Connect
(Private) Limited (EConnect} in their meeting decided to amalgamate Elnfiniti with EConnect as a result of which
El nfiniti shares were cancelled and dissolution came into effect without winding up, in accordance with the Scheme
of Amalgamation with effect from the close of business on December 31, 2023. The scheme has been approved by
the Securities and Exchange Commission of Pakistan (SECP} on March 13, 2024.
2. BASIS OF PREPARATION
These consolidated condensed interim financial statements have been prepared in accordance with the accounting
and reporting standards as applicable in Pakistan for interim financial reporting. The accounting and reporting
standards applicable in Pakistan for interim financial reporting comprise of:
- International Accounting Standard 34, 'Interim Financial Reporting' {IAS 34}, issued by the International
Accounting Standards Board (IASB) as notified under the Companies Act, 2017 (the Act); and
- Provisions of and directives issued under the Act.
Where the provisions of and directives issued under the Act differ with the requirements of 1AS 34, the provisions of
and directives issued under the Act have been followed.
2.2 These consolidated condensed interim financial statements do not include all the information and disclosures
required for annual financial statements and should be read in conjunction with the annual audited consolidated
financial statements of the Holding Company for the year ended December 31, 2023.
2.3 The Group has elected to disclose a single amount of profit after tax from discontinued operations in the
consolidated condensed interim statement of profit or loss and the consolidated condensed interim statement of
comprehensive income, and has analyzed that single amount into revenue, operating profit and profit or loss in
note 9. As a result of the aforementioned, the consolidated condensed interim statement of profit or loss and
consolidated condensed interim statement of comprehensive income are not comparable.
(Amounts in thousand)
3. BASIS OF CONSOLIDATION
3.1 The condensed interim financial statements/ information of the subsidiary companies have been consolidated on a
line by line basis. The carrying value of investments held by the Holding Company is eliminated against the
subsidiaries' share capital and pre-acquisition reserves (if any).
3.2 Non-controlling interest has been presented as a separate line item in these consolidated condensed interim
financial statements. All intercompany balances and transactions have been eliminated.
3.3 The Group's interest in joint venture and associated company has been accounted for using the equity method of
accounting.
4.1 The material accounting policies and the methods of computation adopted in the preparation of these consolidated
condensed interim financial statements are consistent with those applied in the preparation of the annual audited
consolidated financial statements of the Holding Company for the year ended December 31, 2023, except for the
change in accounting policy as explained in notes 4.2 and 4.3.
4.2 During the period, the Institute of Chartered Accountants of Pakistan (ICAP) has withdrawn Technical Release 27
'IAS 12, Income Taxes (Revised 2012)' and issued the 'IAS 12 Application Guidance on Accounting for Minimum
Taxes and Final Taxes' (the Guidance), vide its circular No. 07/2024 dated May 15, 2024, whereby unrecoupable
minimum taxes in excess of normal tax liability and tax deducted at source under final tax regime are out of scope
of IAS 12 'Income Taxes' and fall in the ambit of IFRIC 21 'Levies' and IAS 37 'Provisions, Contingent Liabilities and
Contingent Assets'. Accordingly, no deferred taxation is to be recognized on unrecoupable minimum tax.
Accordingly, effective from January 1, 2024, the Group has changed its accounting policy to recognise such taxes
as 'levies' which were previously being recognized as 'income tax' and reversed the deferred tax liability on
minimum tax recognized in ETPL. This change has been accounted for retrospectively in line with the requirements
of IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" and the corresponding figures and
balances have been restated in the consolidated condensed interim financial statements.
The related changes to the consolidated condensed interim statement of cash flows with respect to the amount of
profit before taxation have been made as well.
a) Standards and amendments to published accounting and reporting standards and interpretations that
are effective during the period
There were certain amendments to accounting and reporting standards which became effective during the
current period. However, these do not have any significant impact on the Holding Company's financial
reporting and, therefore, have not been disclosed in these consolidated condensed interim financial
statements.
b) Standards and amendments to published accounting and reporting standards and interpretations that
are not yet effective and have not been early adopted by the Holding Company
(Amounts in thousand)
There are certain standards and amendments to accounting and reporting standards that are not yet effective
and are considered either not to be relevant or to have any significant impact on the Holding Company's
financial reporting and, therefore, have not been disclosed in these consolidated condensed interim financial
statements.
4.5 Taxes on income in the interim periods are accrued using the effective tax rate that would be applicable to
expected total annual profit or loss of the Group.
5. ACCOUNTING ESTIMATES
5.1 The preparation of these consolidated condensed interim financial statements in conformity with the approved
accounting and reporting standards applicable in Pakistan requires the use of certain critical accounting estimates.
It also requires management to exercise its judgement in the process of applying the Group's accounting policies.
Estimates and judgements are continually evaluated and are based on historical experience and other factors,
including expectation of future events that are believed to be reasonable under the circumstances. Actual results
may differ from these estimates.
5.2 During the preparation of these consolidated condensed interim financial statements, the significant judgements
made by management in applying the Group's accounting policies and the key sources of estimation uncertainty
are the same as those that were applied to the annual audited consolidated financial statements of the Holding
Company for the year ended December 31, 2023.
(Unaudited) (Audited)
September 30, December 31,
2024 2023
•··················(Rupees)··•···············
6. PROPERTY, PLANT AND EQUIPMENT
Operating assets, at net book value (notes 6.1, 6.2 and 6.4) 153,689,287 301,798,619
Capital work in progress (CWIP)
• Expansion and other
projects (notes 6.3 and 6.4) 38,170,596 33,110,396
Capital spares and standby equipment 2,154,565 4,369,722
194,014,448 339,278,737
6.1 Following additions, including transfers from CWIP, were made to operating assets during the period/ year:
(Unaudited) (Audited)
September 30, December 31,
2024 2023
•··················(Rupees)····•·············
Land 23,000
Building 3,226,846 3,647,845
Plant and machinery 7,823,595 9,462,582
Furniture, fixtures and equipment 486,268 6,275,290
Vehicles 985,526 1,776,889
Catalyst 886,638
Aircraft 595,315
Dredging 245,630
12,522,235 22,913,189
(Amounts in thousand)
6.2 Operating assets costing Rs. 785,857 (December 31, 2023: Rs. 929,729), having net book value of Rs. 350,572
(December 31, 2023: Rs. 391,158) were disposed off during the period / year for Rs. 486,232 (December 31, 2023:
Rs. 483,936).
(Unaudited) (Audited)
September 30, December 31,
2024 2023
•------------------(Ru pees)------------------
6.3 Capital work in progress - Expansion and other projects
6.4 Property plant and equipment having a net book value of Rs. 125,855,931 (December 31, 2023: Nit) have been
classsified as held for sale (refer note 9.1.2).
6.5 Includes Rs. 2,002,728 (December 31, 2023: Rs. 1,299,378) representing EFERT's share in respect of a joint
operation arrangement related to Pressure Enhancement Facility (PEF) project being undertaken to ensure
sustainable gas supplies and enhancement of delivery pressures at one of the gas supply sites. All amounts
charged to EFERT in respect of PEF project have been paid as at September 30, 2024.
(Unaudited) (Audited)
September 30, December 31,
2024 2023
•··· ------------ , --(Rupe es)------------------
7. LONG TERM INVESTMENTS
Add I (less):
- Share of profit/ (loss) and other comprehensive income
for the period / year (note 7.1) 2,690,905 547,624
- Provision adjustment against tax contingency (491,439) (79,422)
- Revaluation loss on investments and others 5,250 (21,740)
- Dividend received during the period / year (908,782) (2,042,286)
- Investment disposed during the year (100)
- Investment classified as held for sale (note 9.1.2) (5,477,283)
Balance at end of the period I year (note 7.2) 30,303,973 34,485,322
(Amounts in thousand)
(Unaudited) (Audited)
September 30, December 31,
2024 2023
..... -···· ..... ----(Rupe es)------------------
7.1 Details of share of profit/ (loss} and other comprehensive income
for the period / year are as follows:
7.2 This mainly represents carrying value of the Holding Company's investment in joint venture and associate
company.
8. STOCK-IN-TRADE
Finished goods:
- own manufactured products 19,653,040 6,648,552
- purchased and packaged products (note 8.1) 14,064,975 9,885,568
33,718,015 16,534,120
Less: Provision for impairment against stock-in-trade (127,495) (143,152)
61,428,360 33,736,767
8.1 Includes stock-in-transit amounting to Rs. 17,700,400 (December 31, 2023: Rs. 11,713,186).
Unaudited
Quarter ended Nine months ended
September 30, September 30, September 30, September 30,
2024 2023 2024 2023
•················· •···············•·······(Rupees)•·················•···•···················
9.1.1 PROFIT FROM DISCONTINUED OPERATIONS
(Unaudited)
September 30,
2024
(Rupees)
9.1.2 Assets and liabilities of thermal assEits portfolio classified as held for sale
ASSETS
Property, plant and equipment 125,854,931
Intangible assets 291,279
Long-term investments 5,477,283
Long-term loans, advances, deposits and other receivables 14,202
Stores, spares and loose tools 537,253
Stock-in-trade 1,323,528
Trade debts 56,841,666
Loans, advances, deposits and prepayments 2,302,011
Other receivables 36,470,393
Accrued income 1,419,471
Short term investments 49,997
Cash and bank balances 45,973,668
276,555,682
LIABILITIES
Borrowings 118,653,108
Deferred taxation 994,037
Trade and other payables 65,434,003
Contract liabilities 6,714,980
Accrued interest/ mark-up 5,181,164
Taxation - provision less payments 284,507
Dividend payable 5,893,899
Short term borrowings 20,445,472
223,601,170
NET ASSETS - attributable to discontinued operations 52,954,512
1Amounts in thousand}
Unaudited
September 30, September 30,
2024 2023
···············(Rupees)-··············
9.1.3 Net cash flows for the period relating to discontinued operations:
9. 1 .4 As more fully explained in note 1.1.1 to these consolidated condensed interim financial statements, due to
execution of definitive sale purchase agreements, profit from discontinued operations for the period has been
adjusted by Rs. 29,926,436 from carrying value of thermal assets portfolio in these consolidated condensed interim
financial statements. The recoverable amount of thermal assets portfolio was based on fair value less cost of
disposal.
9.2 Certain assets of EFERT had been classified as held for sale as at December 31, 2023, due to the decision of the
d i rectors of EFERT to sell its E-Logistics business (previously classified under vehicles in operating assets) and
EFERT being in the process of finalization of deal. During the period, EFERT entered into an agreement with
Hamdard Laboratories (Waqf) Pakistan in respect of sale of its entire fleet of vehicles and office equipment. The
transaction has been completed on May 20, 2024 at a sale price of Rs. 1,550,000.
11. BORROWINGS
As at September 30, 2024, there is no material change in the status of borrowings reported in note 24 of the annual
audited consolidated financial statements of the Holding Company for the year ended December 31, 2023, except
as follows:
11.1 During the period, EFERT made principal repayments of long term finances to Allied Bank Limited, MCB Bank
Limited amounting to Rs. 635,340 and Rs. 416,667 respectively.
11.2 During the period, EFERT has entered into Diminishing Musharkah arrangement with Habib Bank Limited
amounting to Rs.5,000,000 and 3,000,000 to finance its capital expenditure for a period of 5 years (including 2 year
grace period) and 2 years (including 1 year grace period) respectively. These are secured by way of first pari-passu
hypothecation charge over fixed assets of EFERT (including land and building) with 20% margin.
11.3 During the period, EFERT repaid "Temporary Economic Refinance Facility" (TERF) loans to Habib Bank Limited,
Allied Bank Limited and MCB Bank Limited amounting to Rs. 50,017, Rs. 66,610 and Rs. 131,968, respectively.
These borrowings have the same charge as the borrowings from other Senior Lenders on operating assets. Mark
up is chargeable at concessional rates ranging from 1.50% to 2.00% per annum and is payable in quarterly or semi•
annual installment starting from January 2022.
11.4 During the period, the outstanding amounts pertaining to International Finance Corporation and Bilateral Loan I
amounting to Rs. 1,645,647 and Rs. 903,584, respectively, were repaid in entirety on the expiry of its contractual
term and accordingly hypothecation charge on EPCL's assets were released.
11.5 During the period, EPCL entered into a Musharaka agreement with Dubai Islamic Bank Pakistan Limited (DIBPL)
for a loan facility amounting to Rs. 2,000,000. The borrowing is secured by way of hypothecation charge of present
and future fixed assets of EPCL (except land and building) to the extent of Rs. 2,500,000, ranking subordinate and
subservient to the charges created in favour of the existing creditors of EPCL.
Elengy Terminal Pakistan Limited (ETPL)
11.6 During the period, Engro Elengy Terminal (Private) Limited (ETPL's subsidiary company) made principal repayment
of long term finances to Allied Bank Limited amounting to Rs. 608,780.
11. 7 During the period, ETPL has recognized exchange loss on revaluation of foreign currency borrowing amounting to
Rs. 12,628 (December 31, 2023: Rs. 503,173).
11.8 In April 2024, Enfrashare entered into a secured long term diminshing musharika agreement and secured facility
extended by Faysal Bank Limited for an amount up to Rs. 1,500,000. Facility availed as at September 30, 2024 is
Rs. 1,500,000. The facility carries interest at the rate of three - month KIBOR plus 0.50% per annum and payable
on quarterly basis in arrears. The total tenor of loan is ten years from the date of disbursement of finance with 3
years grace period for principal portion.
(Amounts in thousand)
11.9 In May 2024, Enfrashare entered into a secured term finance agreement and secured facility extended by Habib
Bank Limited for an amount up to Rs. 1,500,000. Facility availed as at September 30, 2024 is Rs.1,500,000. The
facility carries interest at the rate of three - month KIBOR plus 0.50% per annum and payable on quarterly basis in
arrears. The total tenor of loan is ten years from the date of disbursement of finance with 4 years grace period for
principal portion.
12.1 Contingencies
As at September 30, 2024, there is no material change in the status of matters reported as contingencies in note
34 of the annual audited consolidated financial statements of the Holding Company for the year ended December
31, 2023, except for the below:
12.1.2 Standby Letter of Credit (Put Option SBLC) has been provided by EEL, a wholly owned subsidiary company,
through Allied Bank Limited amounting to US Dollars 21,070 (December 31, 2023: US Dollars 21,070} in favour of
the Put Option Fronting Bank (Habib Bank Limited). The Put Option SBLC has been furnished to meet sponsor
obligations under Sponsor Support Agreement (Put Option SSA) and expires on earlier of (i) January 31, 2029; or
(ii) fulfilment of sponsor obligations pursuant to Put Option SSA This was secured by pledging the Holding
Company's shares of Engro Fertilizers Limited (EFERT) and Friesland Campina Engro Pakistan Limited (FCEPL)
of quantities 50,925,728 and 58,941176 respectively.
12.1.3 On March 28, 2022, and as supplemented from time-to-time, Allied Bank Limited and Faysal Bank Limited have
committed to provide Payment Service Reserve Account (PSRA) SBLCs amounting to US Dollars 23,316 and Rs.
1,029,044, respectively, on behalf of EEL, a wholly owned subsidiary, for its PSRA commitments related to Engro
Powergen Thar (Private) Limited in favour of their project lenders. These SBLCs are secured by pledging
42,466,536, 117,904,251, 56,000,000 and 51,686,592 shares of EFERT, EPCL, FCEPL and Engro Powergen
Qadirpur Limited (EPQL), respectively.
(Amounts in thousand)
12.1.4 EEL had sought adjournment from Assistant Commissioner SRB against the notice dated November 8, 2023
pursuant to which the department issued an order on May 10, 2024 raising a demand (inclusive of default
surcharge and penalty) of Rs. 2,509, 177. EEL appealed against the order and was granted a conditional stay order
upon payment of 10% of the adjudged demand. The date of hearing was set for September 30, 2024. However, an
appeal was filed for extension and a new date of hearing is yet to be set.
Based on the views of legal advisor of EEL, EEL's management believes that it has a good case on merits and
expects a favorable outcome. Accordingly, no provision has been made in respect of the aforementioned demand
in these consolidated condensed interim financial statements.
12.1.5 Updates in respect of tax related matters are disclosed in note 15.
12.2 Commitments
12.2.1 Commitments in respect of capital and operational expenditure contracted but not incurred amount to
Rs. 56,526,197 {December 31, 2023: Rs. 77,623,023).
12.2.2 The aggregate facilities for issuance of performance guarantees by the banks on behalf of EPCL as at September
30, 2024 amount to Rs. 10,772,000 (December 31, 2023: Rs. 7,300,000). The amount utilized thereagainst as at
September 30, 2024 is Rs. 8,088,942 (December 31, 2023: Rs. 6,391,001).
The performance guarantees of Rs. 102,180 and Rs. 286,682 have been given in respect of Sindh Development
and Maintenance of Infrastructure Cess (SIDC) and greenfield application status of Engro Peroxide (Private)
Limited (EPPL), respectively. With regard to greenfield status, EPCL is of the view that if payment on account of
sales tax and income tax amounting to Rs. 149,620 is required to be made to the Government authorities, the
same will be recoupabte in its tax returns for future periods. Accordingly, no provision has been recognized in this
respect.
12.2.3 The facility for opening letter of credits as at June 30, 2024 for EPCL and its subsidiary companies aggregates to
Rs. 35,948,000 (December 31, 2023: Rs. 36,237,214) out of which Rs. 14,315,657 (December 31, 2023:
Rs. 7,707,035) have been utilized.
12.2.4 Commitments of EPCL in respect of rentals of storage tanks at EVTL for the handling of (i) Ethylene aggregate to
USO 4,413 valid till March 31, 2026 (December 31, 2023: USO 10,584), (ii) Ethylene Di Chloride (EDC) aggregate
to USO 2,721 valid till December 31, 2028 (December 31, 2023: USO 4,770) and (iii) Vinyl Chloride Monomer
(VCM} aggregate to USO 184 valid till December 31, 2024 (December 31, 2023: USO 667).
12.2.5 Commitments in respect of EFERT's gas supply arrangement amounting to Rs. 1,462,531 (December 31, 2023:
Rs. 7,776,485).
12.2.6 EFERT has issued bank guarantees amounting to Rs. 9,940,538 (December 31, 2023: Rs. 8,444,554) in favour of
third parties.
·· (Amounts in thousand)
12.2.7 EETPL has provided a Letter of Guarantee through National Bank of Pakistan amounting to USO 5,000
(December 31, 2023: USO 5,000) and USO 10,000 (December 31, 2023: USO 10,000) in favour of SSGCL to
guarantee performance of its obligations under the LNG Operations and Services Agreement (LSA). The
aforementioned guarantee is secured against project assets of EETPL and the Holding Company's corporate
guarantee. Both of the guarantees in favour of SSGCL are valid till April 30, 2025 and are renewable annually.
12.2.8 EETPL under the Time Charter Party and LNG Storage and Re-gasification Agreement (Agreement) with
Excelerate Energy Middle East, LLC (EE) has furnished Standby Letter of Credit (SBLC) through United Bank
Limited amounting to USO 22,500 (2023: USO 22,500) to EE. This SBLC is valid till March 8, 2025 and is
renewable annually. The aforementioned guarantee is secured against Holding Company's shares in EFERT
and EPCL and a corporate guarantee and project assets of EETPL.
12.2.9 EETPL has provided bank guarantee amounting to Rs. 1,003,810 (December 31, 2023: Rs. 886,053) from MCB
Bank Limited and Rs.1,536,743 (December 31, 2023: Rs.1,536,743) from Bank Alfalah Limited, in favour of
Nazir of the Court to comply with the interim orders of the Court. During the year, EETPL filed application to the
Court to adjust payment of advance tax against the bank guarantee provided above which was duly allowed by
the Court. These guarantees have been secured against bank balances and short term investments of EETPL.
12.2.10 Enfrashare has obtained a letter of credit facility aggregating to Rs 2,000,000 (December 31, 2023:
Rs. 2,000,000) from MCB Bank Limited. The amount availed on the facility as at September 30, 2024 is Rs. Nil
(December 31, 2023: Rs 1,368,000).
12.2.11 In August 2024, Enfrashare entered into a Running Finance (RF) facility extended by Askari Bank Limited for an
amount up to Rs 1,500,000. Facility availed as at September 30, 2024 is Rs 1,000,000 (December 31, 2023:
Rs. nil). The facility carries interest at the rate of three - month Kl BOR, which is reset on monthly basis one
business day prior to the commencement of each quarter, plus 0.50% per annum and payable on quarterly basis
in arrears. RF facility is secured against First Pari Passu charge over all present and future current and movable
fixed assets (excluding land and building) in favour of the bank.
12.2.12 Commitments given by associated companies and joint venture in respect of capital and operational expenditure
including bank guarantees amount to Rs. 3,101,561 (December 31, 2023: Rs. 3,706,665).
Unaudited
Quarter ended Nine months ended
September 30, September 30, September 30, September 30,
2024 2023 2024 2023
------..... -------------•··· -•· --------· ..... ----(Ru pees)•·•· --·--•••• ------------··· -•·· ----•··-••••• -----···
13. REVENUE
Own manufactured products 25,719,654 61,096,269 105,412,110 139,877, 172
Less:
- Sales tax {5,442,507) (9,396,725) (15,144,782) (20,417,531)
- Discounts (260,048) (671,238) (1,285,393} (1,489,871)
20,017,099 51,028,306 88,981,935 117,969,770
15. TAXATION
As at September 30, 2024, following are the updates to taxation matfers from those reported in note 43 to the
audited annual consolidated financial statements of the Holding Company for the year ended December 31,
2023:
15.1 During the period, in respect of the matter disclosed in note 43.2 of the annual audited consolidated financial
statements of the Holding Company for the year ended December 31, 2023, the Islamabad High Court (IHC) in
its judgement dated March 15, 2024, decided the matter in favor of the Holding Company and other group
companies in respect of retrospective application of section 4C, as amended by the Finance Act 2023, to tax
year 2023. Additionally, the IHC also ruled that super tax under section 4C of the Ordinance is not applicable on
incomes subject to final tax under other provisions of the Ordinance. The tax department has filled an intera
court appeal against this matter, which is currently pending adjudication. Being prudent, the Group is carrying
provision against the matter in these consolidated condensed interim financial statements.
15.2.1 In 2023, EFERT received an order from the Deputy Commissioner Inland Revenue (DCIR), in respect of tax
year 2022, amending the Group return filed to make disallowances having a tax impact of Rs. 3,718,104.
EFERT filed an appeal before the CIR(A) against this order. During the period, hearing was held and appellate
order was passed by the CIR(A). Subsequently, the tax department passed an appeal effect order based on
CIR(A)'s decision, reducing the aggregate demand to Rs. 3,173,104.
15.2.2 During the period, EFERT received an order from the ACIR, in respect of tax year 2023, amending the Group
return filed to make disallowances having a tax impact of Rs. 4,603,257. These pertain to disallowance of
provisions made for Sindh Infrastructure Development Cess (SIDC) accruals, provision for gas pricing under the
Gas Supply and Purchase Agreement, provision for impairment against trade debts, loss on disposal of
operating assets and WPPF. EFERT filed an appeal before the CIR(A) which was heard and an appellate order
was passed. Subsequently, the tax department passed an appeal effect order based on CIR(A)'s decision,
reducing the aggregate demand to Rs. 4,206,070.
15.2.3 In 2023, EFERT received an order from the ACIR creating a demand of Rs. 494,108 in respect of tax year 2017.
EFERT filed an appeal before the CIR(A) against this order. During the period, hearing was held and appellate
order was passed by the CIR(A) where certain issues were remanded back and certain issues were allowed.
Subsequently, the tax department passed an appeal effect order based on CIR(A)'s favorable decision on the
matter of amortisation on intangibles while appeal effect on remaining issues is yet to be issued. Remand back
proceedings are also yet to be concluded.
15.2.4 In 2023, EFERT received an amendment order in respect of tax year 2021, creating disallowances having a tax
impact of Rs. 916,584. EFERT had filed an appeal before the CIR(A) in respect of this order. During the period,
hearing was held and appellate order was passed by the CIR(A), wherein certain issues have been remanded
back for re-verification, certain issues have been allowed in the favour of EFERT whereas certain disallowances
have been confirmed. EFERT intends to file a rectification application to address errors in the appellate order.
Further, the tax department is yet to conclude remand back proceedings in respect of this tax year.
(Amounts in thousand)
15.2.5 In 2022, in respect of tax year 2018, EFERT received an order from the Additional Comissioner Inland Revenue
{ACIR) restricting brought forward losses having a tax impact of Rs. 580,910. This disallowance had been made
in the assessment orders relating to prior years which are pending in appeals. EFERT filed an appeal before the
Commssioner Inland Revenue Appeals [CIR{A)] against this order. During the period, hearing was held and
appellate order was passed by the Cl R(A) confirming certain additions, certain issues were remanded back
whereas certain issues were allowed. An appeal effect in this respect is yet to be issued. EFERT has filed an
appeal before the Appellate Tribunal Inland Revenue (ATIR) against the order of the CIR(A). Accordingly, no
provision has been made in respect of the aforementioned demand in these consolidated condensed interim
financial statements.
15.2.6 Adequate provision is maintained in these consolidated condensed interim financial statements in respect of
these tax years.
15.3.1 In repsect of matter stated in note 43.6.4 of the audited annual consolidated financial statements, during the
period, EPCL has further paid demand amounting to Rs. 200,000 to the FBR under protest. However, based on
the advice of its legal advisor, EPCL is still confident of a favourable outcome, accordingly, no provision in this
respect has been recognized in these consolidated condensed interim financial statements.
15.3.2 During the period, the income tax department has ammended the assesrnent filed by EPCL for tax year 2022.
EPCL has preferred an appeal thereagainst before the CIR(A) related to the disallowances mainly pertaining to
adjustment in respect of exchange gain / loss that resulted in excess demand of Rs. 500,000, which has been
paid by EPCL under protest. However, as EPCL based on the advice of its legal advisor is confident of a
favourable outcome, accordingly, no provision in this respect has been recognized in these consolidated
condensed interim financial statements.
15.4.3 The Customs Department issued various orders alleging that FCEPL has misdeclared Harmonized System (HS)
code on certain raw materials imported and is therefore, required to pay additional duties and taxes creating total
demands of Rs. 579,761. FCEPL being aggrieved with the said demands has filed appeals before Collector of
Customs (Appeal) 'CCA'. During the period, CCA decided majority of the appeals appeals having total demand
of Rs. 226,492 (included in the above). CCA in the decision has set aside the orders of the Customs Department
with the direction to the Department to refer the cases to the Classification Committee and decide the case
according to the findings of the Committee. Department has not yet referred the cases to the Committee.
During the period, the appellate tribunal decided appeals against FCEPL wherein the total demand of Rs.
314,771 (included in above) had been challenged. FCEPL has filed an appeal against the aforesaid decisions in
the Sindh High Court.
FCEPL, based on the opinion of its legal consultant, is confident of a favorable outcome of the appeals and,
therefore, has not recognised the provision in the condensed interim financial statements.
There is no dllutive effect on the basic earnings per share of the Group, which is based on the following:
Unaudited
Quarter ended Nine months ended
September 30, September 30, September 30, September 30,
2024 2023 2024 2023
.................... ---·· ---..... -······· -·-(Rupees)----------·----------------•····· ---·· -·· ---
Profit/ (loss) for the period,
attributable to Owners of the
Holding Company from:
- Continuing operations 5,711,569 9,028,238 10,587,618 9,922,972
- Discontinued operations 10,603 3,170,256 1,395,424 13,079,395
5,722,172 12,198,494 11,983,042 23,002,367
•········-·--·-······-·········-- Number of shares (in thousand) ----------- 0·········-·
(Unaudited)
Nine months ended
Restated
September 30, September 30,
2024 2023
•------------------Rupees------------------·
17. CASH GENERATED FROM OPERATIONS
Profit before taxation from:
- continuing operations 33,754,211 43,965,618
- discontinued operations 5,250,043 25,910,707
39,004,254 69,876,325
Adjustment for non-cash charges and other items:
Depreciation and amortization 7,530,121 15,101,780
Loss/ (gain) on disposal/ write-off of property, plant and equipment 185,789 (63,801)
Provisions - net (4,654,506) 726,553
Provision for retirement and other service benefits 137,051 122,467
Finance cost 33,206,580 29,021,599
Stock-in-trade / stores and spares written-off 208,846
Adjustment in respect of carrying amount of thermal assets 29,926,436
Finance income on net investment in lease (5,886,002) (5,756,625)
Finance cost on lease liability 3,456,824 4,189,504
Income on deposits/ other financial assets (13,679,433) (13,228,509)
Share of income from joint ventur� and associate (2,690,905) (3,085,277)
Exchange (gain) / loss on lease liability (873,915) 14,815,181
Exchange loss / (gain) on net investment in lease 470,201 (15,479,997)
Foreign currency translations 18,435 2,109,143
Minimum tax and final tax levies 3,028,986 2,906,133
Working capital changes (note 17.1) (42,376,834) 18,185,710
46,803,082 119,649,032
(Unaudited)
Nine months ended
September 30, September 30,
2024 2023
•------------------Ru pees---------------· •-·
17.1 Working capital changes
(Unaudited)
Nine months ended
September 30, September 30,
2024 2023
•------------------Rupe es-------•··-· -···--·
18. CASH AND CASH EQUIVALENTS
:I
Attributable to discontinued operations:
Cashandbankba�nces 45,973,668
Short term borrowings (20,445,472)
25,528,196
5,177,055 60,768,422
18.1 On May 29, 2024, the Holding Company has obtained a Syndicated working capital facility amounting to
Rs. 10,000,000 (December 31, 2023: Rs. 10,000,000) from a commercial bank. This has been secured by
pledging the Holding Company's shares of EFERT, EPCL and FCEPL of quantities 33,068,783, 120,250,120
and 73,486,185, respectively. The facility carries mark-up at the rate of 1 month KIBOR plus 0.5% per annum
and is unutilized as at September 30, 2024.
- 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 (i.e. as prices) or indirectly (i.e. derived from prices) (level 2); and
- Inputs for the asset or liability that are not based on observable market data (level 3).
(Amounts in thousand)
Level 1 fair values have been determined using price quoted on PSX.
Level 2 fair values have been determined on the basis of PKRV rates and closing net asset values for
government securities and mutual funds units, respectively.
There were no transfers amongst the levels of hierarchy during the period. Further, there were no changes in the
valuation techniques during the period.
The carrying value of all other financial assets and liabilities reflected in these consolidated condensed interim
financial statements approximate their fair values.
20. TRANSACTIONS WITH RELATED PARTIES
Related parties comprise of the Parent Company, joint venture company, associated companies, retirement
benefit funds, directors and key management personnel. Details of transactions with related parties during the
period, other than those which have been disclosed elsewhere in these consolidated condensed interim financial
statements, are as follows:
' ,
(Unaudited )
Nine months ended
September 30, September 30,
2024 2023
------------------(Rupees)-----------------·
Parent Company
Dividend paid 4,503,866 9,222,202
Reimbursements to 9,832 7,584
Reimbursements from 1,154
Purchases and services 32,799 86,100
Associated companies and joint venture
Purchases and services 48,195,822 46,665,395
Sale of goods and services 3,868,764
Dividend received/ receivable 562,500 1,554,786
Dividend paid/ payable 20,032,618 3,355,718
Donations 390,568 511,838
Reimbursements from 983,767 504,552
Reimbursements to 192,207 263,270
Utilization of overdraft facility 2,100,456
Loans repaid 3,172,887 62,840
Finance costs 4,634,964 4,215,692
Directors
Dividend paid 696,334 1,616,310
Directors' fees 78,830 59,845
Advisory fee 55,224
Others
Remuneration paid to key management personnel 2,477,512 1,778,857
Dividend paid to key management personnel 770 32,025
Reimbursement of expenses 126 243
Contribution to retirement benefit funds 944,326 933,287
21.1 A business segment is a group of assets and operations engaged in providing products that are subject to risks
and returns that are different from those of other business segments. The management has determined the
operating segments based on the information that is presented to the Board of Directors of the Holding
Company for allocation of resources and assessment of performance. Based on internal management reporting
structure and products produced and sold, the Group is organized into the following operating segments:
Polymer This part of the business manufactures, markets and sells Poly Vinyl Chloride (PVC}, PVC
compounds, Caustic soda and related chemicals in Pakistan and internationally. The Company
carrying on the polymer business is listed on Islamic Index.
Terminal This part of the business includes operating and maintaining integrated liquid chemical terminal
and storage farm and LNG terminal for receipt, storage and regasification of LNG.
Power and This part of the business includes power generation, distribution, transmission and sale of
mining electricity in Pakistan. This also includes investment made in coal mining business.
Connectivity This part of the business includes buying, building, maintaining and operating
and telecom telecommunications infrastructure and anciliary products and services.
Other It includes investments made in foods, dairy and commodities trading businesses.
operations
Management monitors the operating results of the abovementioned segments separately for the purpose of
making decisions about resources to be allocated and for assessing performance. Segment performance is
evaluated based on operating profit or loss which in certain respects is measured differently from profit or loss in
the consolidated condensed interim financial statements. Segment results and assets include items directly
attributable to a segment.
21.2.1 This includes assets and liabilities of thermal assets portfolio classified as held for sale amounting to
Rs. 276,555,682 (December 31, 2023: Nil) and Rs. 223,601,170 (December 31, 2023: Nit) respectively.
/ I
(Amounts in thousand)
22.1 The Board of Directors of the Holding Company in its meeting held on October 28, 2024 has approved an
interim cash dividend of Rs. 5 per share for the year ending December 31, 2024 amounting to Rs. 2,683,132.
These consolidated condensed interim financial statements do not reflect the effect of dividend payable.
22.2 The Board of Directors of Engro Vopak Terminal Limited, a joint venture company, in its meeting held on
October 21, 2024 has proposed an interim cash dividend of Rs. 7.25 per share for the year ending December
31, 2024, amounting to Rs. 652,500 of which the proportionate share of the Holding Company amounts to Rs.
326,250.
23. SEASONALITY
23.1 The Group's fertilizer business is subject to seasonal fluctuations as a result of two different farming seasons
viz, Rabi (from October to March) and Kharif (from April to September). On an average, fertilizer sales are more
tilted towards Rabi season. The Group manages seasonality in business through appropriate inventory
management.
23.2 The Group's agri business is subject to seasonal fluctutation as majority of paddy/ unprocessed rice is procured
during the last quarter of the year which is the harvesting period for all rice varieties grown in Pakistan. However,
rice is sold evenly throughout the year. EEAPL manages seasonality in the business through appropriate
inventory management.
24. CORRESPONDING FIGURES
In order to comply with the requirements of IAS 34, the balances of consolidated condensed interim statement of
financial position have been compared with the balances of annual audited consolidated financial statements of
the preceding financial year, whereas the amounts in consolidated condensed interim statement of profit or loss,
consolidated condensed interim statement of comprehensive income, consolidated condensed interim
statement of changes in equity and consolidated condensed interim statement of cash flows have been
compared with the balances/ amounts comparable period of immediately preceding financial year.
These consolidated condensed interim financial statements were authorized for issue on October 28, 2024 by
the Board of Directors of the Holding Company.
7
PAT 17,86513,144
24.02 EPS 33.29
249,856 279,018 12%2024
10,588 19,117(PAT)
9,922 20,251
19.73
18.132023
148,531 171,84516 YTD
PAT 17,98015,045
1321 KT 1,726 KT
247 KT 215 KT
5,387 62,038 54,554
MNOs
4,143(Tenancy Ratio) 1.25
52(ITC)
(Colocation tenants) 217
36
11.8 82,51273,819
163.5bcf
SSGC 55
2022 Eximp FZE
245 397
FZE
2024 30
5
2024 19
24 2024 31
UgAi
AI
PVC
34 MNO Enfrashare
MNOs
(ITC)
97
18%
UHT
150
(Commodity) Eximp FZE
(DE&I)
+92-21-111-211-211
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