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Page 1: JS VALUE FUNDjsil.com/downloads/reports/2011/JS_VALUE_FUND_PDF_FINAL_27-09-2011.pdf · Annual Report 2011 03 JS Value Fund Limited VISION To be recognized as a responsible asset manager
Page 2: JS VALUE FUNDjsil.com/downloads/reports/2011/JS_VALUE_FUND_PDF_FINAL_27-09-2011.pdf · Annual Report 2011 03 JS Value Fund Limited VISION To be recognized as a responsible asset manager

CONTENTS

Vision and Mission Statement

Organization

Directors’ Report to the Shareholders

Fund Manager Report

Performance Table / Key Financial Data

Review Report to the Members on Statement of Compliance with Best Practices of Code of Corporate Governance

Statement of Compliance with the Code of Corporate Governance

Independent Auditor’s Report to the Members

Financial Statements

Statement of Assets & Liabilities

Income Statement

Statement of Comprehensive Income

Cash Flow Statements

Statement of Changes in Equity

Distribution Statement

Statement of Movements in Equity and Reserves ‘Per Share’

Notes to the Financial Statements

Statement of Income & Expenditure of Management Company in relation to the Fund

Pattern of Shareholding

Notice of Meeting

Form of Proxy

Annual Report 2011 01

JS Value Fund Limited

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Annual Report 201102

JS Value Fund Limited

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Annual Report 2011 03

JS Value Fund Limited

VISIONTo be recognized as a responsible asset manager respected for continuinglyrealizing goals of its investors.

MISSIONTo build JS Investments into a top ranking Asset Management Company; foundedon sound values; powered by refined knowhow; supported by a committed teamoperating within an accountable framework of social, ethical and corporateresponsibility - a strong and reliable institution for its shareholders to own; anefficient service provider and value creator for clients; an exciting and fulfillingwork place for employees; and a participant worth reckoning for competitors.

BROAD POLICY OBJECTIVES

§ Value creation for clients on a sustainable basis

§ Maintain high standards of ethical behaviors and fiduciary responsibility

§ Manage Investments with Prudence and with the aim of providing consistentreturns better than that of peers

§ Take Products and Services to the People, Create awareness on understandingfinancial goals, risks and rewards

§ Professional Excellence – Adapt, Evolve and Continuously Improve

§ Maintain highly effective controls through strong compliance and riskmanagement

§ A talented, diligent and diverse HR

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ORGANIZATION

Management Company Auditors

JS Investments Limited M.Yousuf Adil Saleem & Co.7th Floor, The Forum, G-20 Chartered AccountantsKhayaban-e-Jami, Block-9, Clifton Cavish Court, A-35, Block 7 & 8Karachi-75600 KCHSU, Shahrah -e- FaisalTel: (92-21) 111-222-626 Fax: (92-21) 35361724 Karachi-75350.E-mail:[email protected]

Website: www.jsil.com Legal Adviser

Aman Law Associates

Board of Directors Room # 315, Hotel Metropole BldgKarachi-75520

Nazar Mohammad Shaikh Chairman

Rashid Mansur Chief Executive Officer Share RegistrarMuhammad Yousuf AmanullahAli Hassan Hamdani Technology Trade (Private) LimitedMunawar Alam Siddiqui 241-C, Block 2, P.E.C.H.S, KarachiMuhammad Khalil Mian Tel: (92-21) 34391316-7Basir Shamsie Fax: (92-21) 34391318

Audit Committee

Munawar Alam Siddiqui ChairmanMuhammad Yousuf Amanullah MemberMuhammad Khalil Mian Member

Chief Financial Officer & Company Secretary

Suleman Lalani

Custodian

MCB Financial Services Ltd.3rd Floor, Adamjee HouseI.I.Chundrigar Road,Karachi - 75530Tel: (92-21) 32419770Fax: (92-21) 32416371

Annual Report 201104

JS Value Fund Limited

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DIRECTORS REPORT TO THE SHAREHOLDERS

The Board of Directors of JS Value Fund Limited (the Fund) is pleased to present the Annual Report for the year endedJune 30, 2011.

Market Review

The equity market performance remained strong during FY11 with KSE-30 index depicting a 21% YoY appreciation, however,returns were skewed largely towards 1HFY11 with the following half providing near zero growth. Meanwhile market turnoverwitnessed a sharp contraction of 38% YoY to average 53mn shares during the year as a result of the implementation of CapitalGains Tax (CGT) from July 1, 2010 onwards.

The year started on the worst note with devastating floods hitting Pakistan causing huge damage to its crops and cultivatablelands, exacerbating shortage of food supply. Consequently the headline inflation that came down to 12.3% in July 2010, shotup to record a peak of 15.7% in September 2010. With Pakistan already facing burgeoning deficit, the SBP raised the discountrate cumulatively by 150bps during the first six months to reach 14% in order to control the climbing inflation rate.

On the other hand, the current account of the country benefited substantially from robust remittance inflows and squeezingtrade deficit, as international cotton prices touched record highs, boosting exports. This bode well for the local currency whichdepreciated only slightly by 1% against the USD during 1HFY11 and combined with attractive domestic equity valuations, ledto healthy FIPI inflows worth USD 249mn. The current account continued to show impressive performance during 2HFY11 andculminated in an overall FY11 surplus of USD 542mn (as opposed to a deficit of USD 3.9bn last year). With the governmentputting a lid over its borrowings, inflation slipped down to 13.1% for June 2011 and prompted the SBP to maintain the discountrate at 14% in 3 consecutive monetary policy reviews. The discount rate has since been reduced by 50 basis points on July 30,2011.

Market sentiments paled post disturbances in the MENA region at the start of the calendar year, which saw international oilprices cross USD 120/bbl and made investors increasingly wary about the weaknesses of the domestic economy. Further, Pak-US relations deteriorated rapidly as a result of a direct military operation by US inside the Pakistani territory in May 2011.Meanwhile, IMF’s patience with the local authorities also ran out with regards to the control over the country’s fiscal deficit andcurbing of the energy crisis. As a result, foreign inflows from Pakistan’s largest contributors, US and IMF went in to suspension.Consequently FIPI inflows retarded during 2HFY11 to end at USD 30mn, culminating in a full year inflow of USD 279mn, downby 49% YoY.

Review of Fund Performance

The Fund earned a net profit of Rs. 260.581 million during the year under review. This translates into earning per share of Rs.2.20. The net assets of the Fund were Rs. 1,205.767 million as on June 30, 2011 compared to net assets of Rs. 1,004.473 millionas on June 30, 2010. The Fund paid an interim cash dividend of Rs. 0.50 per share (5%) during the year. The return of Fund postedby 25.9% compared to the benchmark return of 21.24% thus outperforming the benchmark by 4.65%.

The Board of Directors have declared a final dividend @ Re. 0.20 per share (2%) amounting to Rs.23.715 million.

The Fund has made a provision of Rs. 15.975 million during the year against non-performing term finance certificates inaccordance with the Provisioning Policy and the directives of the Securities and Exchange Commission of Pakistan containedin Circular 1 of 2009.

Fund and Asset Manager Rating

The matter of mutual funds performance ratings continues to be under discussion between Mutual Funds Association ofPakistan, SECP and the country’s two rating agencies. Updated Fund rating will be obtained by the Management Company afterSECP’s final decision on this matter.

JCR-VIS Credit Rating Company Limited has assigned Management Quality Rating of “AM2-“ (AM-Two Minus) to JS InvestmentsLimited. The rating denotes high quality of the Management Company.

Annual Report 2011 05

JS Value Fund Limited

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Corporate Governance and Financial Reporting Framework

The Board of Directors of JS Value Fund Limited states that:

a. The financial statements present fairly the state of affairs of the Fund, the results of its operations, cash flows and movementin net assets of the Fund.

b. Proper books of accounts of the Fund have been maintained.c. Appropriate accounting policies have been consistently applied in preparation of financial statements, and financial

estimates are based on reasonable and prudent judgment.d. International Accounting Standards, as applicable in Pakistan, provisions of the Non-Banking Finance Companies (Establishment

& Regulation) Rules, 2003, Non-Banking Finance Companies and Notified Entities Regulations, 2008 and directives of theSecurities and Exchange Commission of Pakistan have been followed in preparation of the financial statements.

e. The system of internal control is sound in design and has been effectively implemented and monitored.f. There are no significant doubts upon the Fund’s ability to continue as a going concern.g. There has been no material departure from the best practices of the Code of Corporate Governance, as detailed in the

listing regulations.h. A performance table / key financial data is given on page 08 of this annual report.i. The Directors have signed the “Statement of Ethics and Business Practices”.j. The number of shares of the Fund held by the Chief Executive, directors and executives and their spouses as at June 30,

2011 are disclosed in the Pattern of Shareholding.k. Summary of shares acquired / sold during the year by the Chief Executive, directors and executives, their spouses and minor

children is provided below:

Name Designation Shares Acquired Shares SoldNazar Mohammad Shaikh Director 500 NIL

l. The Fund does not have any staff retirement benefit scheme as it has no employee on its payroll.

Meetings of the Directors

During the year four meetings of the Board of Directors were held. The attendance of each director for these meetings is disclosedin the notes to the financial statements.

Board of Directors

The election of Directors was held at the Annual General Meeting on October 20, 2010 and all the existing Directors werere-elected for a period of three years.

Mr. Muhammad Amir Maskatiya resigned from the Board with effect from April 01, 2011 and in his place Mr. Basir Shamsie wasappointed as a Director of the Company after obtaining prior written approval from SECP.

Auditors

The external auditors of the Fund Messrs M. Yousuf Adil Saleem & Co., Chartered Accountants, retire and being eligible offersthemselves for reappointment. The Audit Committee of the Board has recommended appointment of M. Yousuf Adil Saleem& Co., Chartered Accountants, as the Fund’s auditors for the ensuing year ending June 30, 2012.

Acknowledgment

The Directors express their gratitude to the Securities and Exchange Commission of Pakistan for its valuable support, assistanceand guidance. The Board also thanks the employees of the Management Company and the Custodian for their dedication andhard work and the shareholders for their confidence in the Management.

Karachi: August 24, 2011 Rashid MansurChief Executive Officer

Annual Report 201106

JS Value Fund Limited

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Annual Report 2011 07

JS Value Fund Limited

FUND MANAGER REPORT

The Fund has not carried out any share split exerciseduring the year.

NAV per Share as on June 30, 2011

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PERFORMANCE TABLE / KEY FINANCIAL DATA

Annual Report 201108

JS Value Fund Limited

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REVIEW REPORT TO THE MEMBERS ON STATEMENT OF COMPLIANCE WITH BEST PRACTICES OFTHE CODE OF CORPORATE GOVERNANCE

We have reviewed the Statement of Compliance with the best practices contained in the Code of Corporate Governanceprepared by the Board of Directors of the JS Value Fund Limited (the Company) to comply with the Listing Regulation No. 35(Chapter XI) of the Karachi Stock Exchange, where the Company is listed.

The responsibility for compliance with the Code of Corporate Governance is that of the Board of Directors of the Company. Ourresponsibility is to review, to the extent where such compliance can be objectively verified, whether the Statement of Compliancereflects the status of the Company’s compliance with the provisions of the Code of Corporate Governance and report if it doesnot. A review is limited primarily to inquiries of the Company personnel and review of various documents prepared by theCompany to comply with the Code.

As part of our audit of financial statements we are required to obtain an understanding of the accounting and internal controlsystems sufficient to plan the audit and develop an effective audit approach. We are not required to consider whether theBoard's statement on internal control covers all risks and controls, or to form an opinion on the effectiveness of such internalcontrols, the Company's corporate governance procedures and risks.

Further, a Sub-Regulation (xiii a) of Listing Regulation No. 35 (previously Regulation No. 37) notified by The Karachi Stock Exchange(Guarantee) Limited vide circular KSE/N-269 dated January 19, 2009 requires the Company to place before the Board of Directorsfor their consideration and approval related party transactions distinguishing between transactions carried out on termsequivalent to those that prevail in arm's length transactions and transactions which are not executed at arm's length pricerecording proper justification for using such alternate pricing mechanism. Further, all such transactions are also required to beseparately placed before the audit committee. We are only required and have ensured compliance of requirement to the extentof approval of related party transactions by the Board of Directors and placement of such transactions before the audit committee.We have not carried out any procedures to determine whether the related party transactions were under taken at arm's lengthprice or not.

Based on our review, nothing has come to our attention which causes us to believe that the Statement of Compliance does notappropriately reflect the Company’s compliance, in all material respects, with the best practices contained in the Code ofCorporate Governance as applicable to the Company for the year ended June 30, 2011

M .Yousuf Adil Saleem & Co.Karachi: August 24, 2011 Chartered Accountants

Annual Report 2011 09

JS Value Fund Limited

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STATEMENT OF COMPLIANCE WITH THE CODE OF CORPORATE GOVERNANCEFOR THE YEAR ENDED JUNE 30, 2011

This Statement is being presented in compliance with the Code of Corporate Governance (‘the Code’) contained in the listingregulations of Karachi Stock Exchange where the Company is listed. The purpose of the Code is to establish a framework ofgood governance, whereby a listed entity is managed in compliance with the best practices of corporate governance.

JS Value Fund Limited (the Company) has applied the principles contained in the Code in the following manner:

1. The Company encourages representation of independent non-executive directors and directors representing minorityinterests on its Board of Directors (the Board). Presently, the Board includes six non-executive directors.

2. The directors have confirmed that none of them is serving as a director in more than ten listed companies, includingthe Company.

3. All the resident directors of the Company have confirmed that they are registered as taxpayers and none of them hasdefaulted in payment of any loan to a banking company, a DFI or an NBFC or, being a member of a stock exchange, hasbeen declared as a defaulter by that stock exchange.

4. During the year Mr. Amir Maskatiya tendered his resignation from the Board and Mr. Basir Shamsie was appointed to fillthe casual vacancy after obtaining prior approval from SECP.

5. The Company has prepared a “Statement of Ethics and Business Practices”, which has been signed by all the directors andemployees of the Company.

6. The Company has developed a vision / mission statement, overall corporate strategy and significant policies of theCompany which have been approved by the Board. A complete record of particulars of significant policies has beenmaintained.

7. All the powers of the Board have been duly exercised and decisions on material transactions, including appointment andterms and conditions of employment of the Chief Executive Officer have been taken by the Board.

8. The meetings of the Board were presided over by the Chairman, and in his absence, by a director elected by the Boardfor this purpose and the Board met at least once in every quarter during the year. Written notices of the meetings of theBoard, along with agenda and working papers, were circulated at least seven days before the meetings. The minutes ofthe meetings were appropriately recorded and circulated.

9. The company has established adequate procedures and systems for related party transactions vis-à-vis the pricing methodfor related party transactions. All the related party transactions are placed before the Audit Committee and Board ofDirectors for their review and approval.

10. The Board is well aware of the requirements of the Code of Corporate Governance. Mr. Munawar Alam Siddiqui, Directorand Mr. Suleman Lalani, Chief Financial Officer and Company Secretary have passed the Board Development SeriesCertificate program conducted by the Pakistan Institute of Corporate Governance.

11. During the year, there was no change of Chief Financial Officer / Company Secretary. The Chief Financial Officer / CompanySecretary and the Head of Internal Audit are employees of JS Investment Limited (the Management Company). The vacancyof head of internal audit was filled during the year by the Management Company. Their remuneration and terms andconditions of employment have been approved by the Board of Directors of Management Company.

12. The Directors’ Report has been prepared in compliance with the requirements of the Code and fully describes the salientmatters required to be disclosed.

13. The financial statements of the Company have been prepared in accordance with the approved accounting standardsas applicable in Pakistan and were duly endorsed by the Chief Executive Officer and Chief Financial Officer before approvalof the Board.

14. The directors, Chief Executive Officer and executives do not hold any interest in the shares of the Company other thanthose disclosed in the Directors’ Report.

Annual Report 201110

JS Value Fund Limited

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15. The Company has complied with all other corporate and financial reporting requirements of the Code with respect tothe Fund.

16. The Board has formed an Audit Committee. It comprises of three non-executive directors.

17. The meetings of the Audit Committee of Company are held every quarter prior to approval of interim and annual resultsof the Company as required by the Code. The Board has approved terms of reference of the Audit Committee.

18. The Board has set-up an effective internal audit function headed by the Head of Internal Audit & Compliance.

19. The statutory auditors of the Company have confirmed that they have been given a satisfactory rating under the qualitycontrol review program of the Institute of Chartered Accountants of Pakistan (ICAP), that they or any of the partners ofthe firm, their spouses and minor children do not hold shares of the Company and that the firm and all its partners arein compliance with International Federation of Accountants (IFAC) guidelines on Code of Ethics as adopted by the ICAP.

20. The statutory auditors or the persons associated with them have not been appointed to provide other services to theCompany except in accordance with the listing regulations and the auditors have confirmed that they have observedIFAC guidelines in this regard.

21. We confirm that all other material principles contained in the Code have been complied with.

Karachi: August 24, 2011 Rashid MansurChief Executive Officer

Annual Report 2011 11

JS Value Fund Limited

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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS

We have audited the annexed Statement of Assets and Liabilities of JS Value Fund Limited (the Company) as at June 30, 2011and the related income statement, statement of comprehensive income, distribution statement, cash flow statement, statementof changes in equity and statement of movement in equity and reserves ‘per share’ together with the notes forming part thereof,for the year then ended and we state that we have obtained all the information and explanations which, to the best of ourknowledge and belief, were necessary for the purposes of our audit.

It is the responsibility of the Management Company to establish and maintain a system of internal control, and prepare andpresent the above said statements in conformity with the approved accounting standards, the requirements of the CompaniesOrdinance, 1984, the Non-Banking Finance Companies (Establishment and Regulation) Rules, 2003 and the Non-Banking FinanceCompanies and Notified Entities Regulation, 2008. Our responsibility is to express an opinion on these statements based on ouraudit.

We conducted our audit in accordance with the auditing standards as applicable in Pakistan. These standards require that weplan and perform the audit to obtain reasonable assurance about whether the above said statements are free of any materialmisstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosure in the above saidstatements. An audit also includes assessing the accounting policies and significant estimates made by management, as wellas, evaluating the overall presentation of the above said statements. We believe that our audit provides a reasonable basis forour opinion and, after due verification, we report that:

a) in our opinion, proper books of account have been kept by the Company as required by the Companies Ordinance, 1984,the Non-Banking Finance Companies (Establishment and Regulation) Rules, 2003 and the Non-Banking Finance Companiesand Notified Entities Regulation, 2008;

b) in our opinion:

i. the statement of assets and liabilities and income statement together with the notes thereon have been drawn upin conformity with the Companies Ordinance, 1984, the Non-Banking Finance Companies (Establishment andRegulation) Rules, 2003 and the Non-Banking Finance Companies and Notified Entities Regulation, 2008 and are inagreement with the books of account and are further in accordance with accounting policies consistently applied;

ii. the expenditure incurred during the year was for the purpose of the Company's business; and

iii. the business conducted, investments made and the expenditure incurred during the year were in accordance withthe objects of the Company;

c) in our opinion and to the best of our information and according to the explanations given to us, the statement of assetsand liabilities, income statement, statement of comprehensive income, distribution statement, cash flow statement,statement of changes in equity and statement of movement in equity and reserves ‘per share’ together with the notesforming part thereof conform with approved accounting standards as applicable in Pakistan, and give the informationrequired by the Companies Ordinance, 1984, the Non-Banking Finance Companies (Establishment and Regulation) Rules,2003 and the Non-Banking Finance Companies and Notified Entities Regulation, 2008, in the manner so required andrespectively give a true and fair view of the state of the Company's affairs as at June 30, 2011 and of the profit, its distribution,its cash flows and changes in equity for the year then ended; and

d) in our opinion, Zakat deductible at source under the Zakat and Ushr Ordinance, 1980(XVIII of 1980), was deducted by theCompany and deposited in the Central Zakat Fund establish under Section 7 of that Ordinance.

We draw attention to note 9 to the financial statements which explains the reasons for not recording of provision during theyear on account of contribution to the Workers’ Welfare Fund (WWF) and aggregate unrecognized amount of WWF of Rs.5,211,633 as at June 30, 2011. In this regard, the Management Company of the Company also expects that the constitutionalpetition pending in the Honorable High Court of Sindh on the subject will be decided favorably. Our opinion is not qualifiedin respect of this matter.

M .Yousuf Adil Saleem & Co. Chartered Accountants

Engagement PartnerNadeem Yousuf Adil

Karachi: August 24, 2011

Annual Report 201112

JS Value Fund Limited

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FINANCIALSTATEMENTS

Annual Report 2011 13

JS Value Fund Limited

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Annual Report 201114

JS Value Fund Limited

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STATEMENT OF ASSETS AND LIABILITIESAS AT JUNE 30, 2011

Annual Report 2011 15

JS Value Fund Limited

Director

Munawar Alam Siddiqui

Chief Executive Officer

Rashid Mansur

June 30, June 30,2011 2010

Note Rupees Rupees

Assets

Investments 4 1,148,780,430 934,113,282Bank balances 5 67,159,307 79,565,435Dividend and other receivables 6 6,811,688 5,042,188Accrued mark-up / return 722,009 -Security deposits 7 2,637,500 2,637,500

Total assets 1,226,110,934 1,021,358,405

Liabilities

Remuneration payable to the management company 221,110 102,160Remuneration payable to the custodian 175,841 159,281Annual fee payable to Securities and Exchange Commission of Pakistan 1,107,329 1,178,049Accrued and other liabilities 8 2,785,690 1,307,776Dividend payable 2,027,375 -Unclaimed dividend 14,026,093 14,137,776

Total liabilities 20,343,438 16,885,042

Net assets 1,205,767,496 1,004,473,363

Contingency 9

Share Capital And Reserves

Authorised Capital 1,500,000,000 1,500,000,000

150,000,000 (2010:150,000,000) ordinary shares of Rs.10/-eachIssued, subscribed and paid-up capital 10 1,185,750,000 1,185,750,000Capital reserve 11 10,000,000 10,000,000Unappropriated profit / (loss) 10,017,496 (191,276,637)

The annexed notes from 1 to 27 form an integral part of these financial statements.

1,205,767,496 1,004,473,363

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INCOME STATEMENTFOR THE YEAR ENDED JUNE 30, 2011

Annual Report 201116

JS Value Fund Limited

Director

Munawar Alam Siddiqui

Chief Executive Officer

Rashid Mansur

June 30, June 30,2011 2010

Note Rupees Rupees

Income

Investment income

Net gain on sale of marketable securities 58,293,355 115,166,792Net unrealised gain / (loss) on investment at fair value through profit or

loss - held-for-trading 172,932,138 (241,708,455)

Net profit / (loss) on investments in marketable securities 231,225,493 (126,541,663)

Dividend income 64,609,158 46,188,060

Mark-up / return on:

- bank balances and term deposits 12,555,541 17,073,100 - term finance certificates - 5,631,902

Amortization of discount on investments - 2,882,699

12,555,541 25,587,701

308,390,192 (54,765,902)

Expenses

Remuneration to the management company 12 23,312,208 24,801,034Remuneration to the custodian 13 2,143,330 2,217,819Annual fee to Securities and Exchange Commission of Pakistan 14 1,107,329 1,178,049Bank charges 5,171 16,790Securities transaction cost 1,830,831 3,311,711Auditors' remuneration 15 435,000 445,850Directors meeting fee 75,000 50,000Share registrar and clearing charges 916,872 1,077,076Professional tax and charges 100,000 100,000Provision on available-for-sale investments - debt security 4.2.2 15,975,360 26,430,607Other operating expenses 16 1,907,458 1,457,645

47,808,559 61,086,581

Net profit / (loss) for the year carried forward to distribution statement 260,581,633 (115,852,483)

Earnings / (loss) per share - Basic and Diluted 18 2.20 (0.98)

The annexed notes from 1 to 27 form an integral part of these financial statements.

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CASH FLOW STATEMENTFOR THE YEAR ENDED JUNE 30, 2011

Annual Report 201118

JS Value Fund Limited

Director

Munawar Alam Siddiqui

Chief Executive Officer

Rashid Mansur

June 30, June 30,2011 2010

Rupees Rupees

CASH FLOWS FROM OPERATING ACTIVITIES

Net profit / (loss) for the year 260,581,633 (115,852,483)

Adjustments for:

Net gain on sale of marketable securities (58,293,355) (115,166,792)Net unrealized (gain) / loss on investment at fair value through profit or

loss - held-for-trading (172,932,138) 241,708,455

Mark-up / return on:

- bank balances and term deposits (12,555,541) (17,073,100)- on term finance certificates - (5,631,902)- amortization of discount on investments - (2,882,699)

Provision on available-for-sale investments - debt security 15,975,360 26,430,607Dividend income (64,609,158) (46,188,060)

(31,833,199) (34,655,974)

Increase / (decrease) in liabilities

Remuneration payable to the management company 118,950 (1,882,437)Remuneration payable to the custodian 16,560Annual fee payable to Securities and Exchange Commission of Pakistan (70,720) (300,389)Accrued and other liabilities 1,477,914 514,202

1,542,704 (1,687,310)

(30,290,495) (36,343,284)

Sale of investments 568,240,138 767,151,265Purchase of investments (567,657,153) (908,512,262)Dividend received 62,839,658 42,545,060Mark-up / return received on bank balances and term finance certificates 11,833,532 25,718,865

75,256,175 (73,097,072)

Net cash from / (used) in operating activities 44,965,680 (109,440,356)

CASH FLOWS FROM INVESTING ACTIVITIES

Sale / redemption of available-for-sale investments - 18,458,832

Net cash flows from investing activities - 18,458,832

CASH FLOWS FROM FINANCING ACTIVITIES

Dividend paid (57,371,808) (117,765,664)

Net cash flows from financing activities (57,371,808) (117,765,664)

Net decrease in cash and cash equivalents (12,406,128) (208,747,188)Cash and cash equivalents at the beginning of the year 79,565,435 288,312,623

Cash and cash equivalents at the end of the year 67,159,307 79,565,435

The annexed notes from 1 to 27 form an integral part of these financial statements.

(18,686)

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STATEMENT OF CHANGES IN EQUITYFOR THE YEAR ENDED JUNE 30, 2011

Annual Report 2011 19

JS Value Fund Limited

Director

Munawar Alam Siddiqui

Chief Executive Officer

Rashid Mansur

Issued,subscribed Capital Available-for-sale

and paid-up Reserve Unappropriated investmentscapital (Note 11) profit Reserve Total

Balance as at July 01, 2009 1,185,750,000 10,000,000 43,150,846 (1,570,702) 1,237,330,144

Total comprehensive income for the year

Net loss of the year - - (115,852,483) - (115,852,483)

Other comprehensive incomeTransferred to income on maturity

for available-for-sale investments - - 93,544 93,544

Transferred to income on provision of available-for-sale investments 1,477,158 1,477,158

Total comprehensive income for the year - (115,852,483) 1,570,702 (114,281,781)

Interim dividend @ Re.1 per share - - (118,575,000) - (118,575,000)

Balance as at June 30, 2010 1,185,750,000 10,000,000 (191,276,637) - 1,004,473,363

Total comprehensive income for the year

Net profit of the year - - 260,581,633 - 260,581,633

Other comprehensive income - - - - -

Total comprehensive income for the year - 260,581,633 - 260,581,633

Interim dividend @ Re .50 per share - - (59,287,500) - (59,287,500)

Balance as at June 30, 2011 1,185,750,00 10,000,00 10,017,496 - 1,205,767,496

The annexed notes from 1 to 27 form an integral part of these financial statements.

………...…...……………………. Rupees ………………………………………………

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STATEMENT OF MOVEMENTS IN EQUITY AND RESERVES 'PER SHARE'FOR THE YEAR ENDED JUNE 30, 2011

Annual Report 2011 21

JS Value Fund Limited

Director

Munawar Alam Siddiqui

Chief Executive Officer

Rashid Mansur

June 30, June 30,2011 2010

Rupees Rupees

Net assets per share outstanding at the beginning of the year 8.47 10.44

Net gain on sale of marketable securities 0.49 0.97

Net unrealised gain / (loss) on investments at fair value through profit orloss - held-for-trading - net. 1.46 (2.04)

Net income for the year excluding net gain from sale ofmarketable securities and unrealised gain / (loss) on held-for-trading-investments 0.25 0.09

2.20 (0.98)

Adjustment on provision of available-for-sale investment - 0.01

Interim dividend paid during the year (0.50) (1.00)

Net assets per share outstanding at the end of the year 10.17 8.47

The annexed notes from 1 to 27 form an integral part of these financial statements.

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JS Value Fund Limited

2.5 New accounting standards and IFRS interpretatons that are not yet effective

Effective from accounting period beginning on or afterJanuary 01, 2012

IAS 24 - Related Party Disclosures (Revised)

Effective from accounting period beginning on or afterJanuary 01, 2011

Effective from accounting period beginning on or afterIFRIC 13 - Customer Loyalty Programmes

Effective from accounting period beginning on or afterJuly 01, 2011

Effective from accounting period beginning on or afterJanuary 01, 2011

Effective from accounting period beginning on or afterJanuary 01, 2011

IAS 1 - Presentation of Financial Statements(Amendment)

IAS 12 - Income Taxes (Amendment)

The following standards, amendments and interpretations of approved accounting standards are effective foraccounting periods beginning on or after January 1, 2011. These standards are either not relevant to theCompany's operations or are not expected to have significant impact on the Company's financial statementsother than increased disclosures in certain cases:

IFRS 7 - Financial Instruments: Disclosures(Amendment)

IAS 34 - Interim Financial Reporting (Amendment)

January 01, 2011(Amendment)

IFRIC 14 - IAS 19 – The Limit on a Defined BenefitAsset, Minimum Funding Requirements and TheirInteraction (Amendment)

3. SIGNIFICANT ACCOUNTING POLICIES

3.1 Cash and cash equivalents

3.2 Investments

The management of the company determines the appropriate classification of its investments at the time ofpurchase and classifies these investments as fair value through profit or loss, held-for-trading, held-to-maturityor available-for-sale.

The accounting policies set out below have been applicable consistently to all periods presented in thesefinancial statements.

Cash and cash equivalents comprise of bank balances and short term deposits. Cash equivalents are short termhighly liquid investments that are readily convertible to known amounts of cash.

All investments are initially recognised at cost being the fair value of the consideration given includingtransaction cost associated with investment excluding that pertaining to held-for-trading securities which arecharged to income statement.

Effective from accounting period beginning on or afterJanuary 01, 2011

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adjusted to reflect the current best estimate.

Investments at fair value through profit or loss - held-for-trading

Available-for-sale

- Debt securities

- Government securities

3.3 Transaction costs

3.4 Payables and accruals

3.5 Provisions

A debt security whether traded or not shall be valued at the rate, notified by the Mutual Funds Associationof Pakistan (MUFAP) based on the methodology prescribed by SECP.

Other investments are classified as ''available-for-sale''. Subsequent to initial recognition these are remeasuredat fair value with reference to quoted rates and the resultant gain or loss is recognised directly in statement ofchanges in equity until the investment is derecognised or determined to be impaired at which time thecumulative gain or loss previously recognised in statement of changes in equity is taken to income statement.

An investment that is acquired principally for the purpose of generating profit from short-term fluctuations inprices is classified as ''fair value through profit or loss - held-for-trading''. Subsequent to initial recognition, theseare remeasured at fair value with reference to quoted market price and the resultant gain or loss onremeasurement of value of investment is recognised in the income statement.

Payables and accruals are carried at cost which is the fair value of consideration to be paid in the future for theservices received whether billed or not to the Company.

Provisions are recognised when the Company has a present legal or constructive obligation as a result of pastevents and it is probable that an outflow of resources embodying economic benefits will be required to settlethe obligation and a reliable estimate of that obligation can be made. Provisions are regularly reviewed and

Transaction costs are incurred to acquire financial assets and financial liabilities at their fair value through profitor loss. They include the bid-ask spread, fees and commissions paid to agents, advisers, and dealers.

Government securities not listed on stock exchange and traded in inter bank market shall be valued at anaverage rate quoted on widely used electronic quotation system and such average rate shall be based onthe remaining tenure of the securities.

Financial assets are de-recognised when rights to receive cash flows from the financial assets have expiredor where the Company has transferred substantially all risks and rewards of ownership.

All regular purchases / sales of investments are recognised on the trade date i.e. the date that theCompany commits to purchase / sell the investments. Purchases / sales of investments require delivery ofsecurities within the time frame established by the regulations. i.e. 'T+2'.

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Annual Report 2011 25

JS Value Fund Limited

3.6 Financial instruments

Financial assets and financial liabilities are recognised at the time when the Company becomes a party to thecontractual provisions of the instrument. Financial assets are derecognised when the Company loses control ofthe contractual rights that comprises that financial assets. Financial liabilities are derecognised when they areextinguished, that is, when the obligation specified in the contract is discharged, cancelled or expired. Any gainor loss on derecognition of the financial assets and financial liabilities is taken to income currently.

3.7 Impairment of Financial assets

3.8 Offsetting of financial assets and financial liabilities

3.9 Derivatives

Derivative instruments held by the Company generally comprise of futures contracts in the capital market.These are initially recognised at cost and are subsequently remeasured at their fair value. The fair value of futurecontracts is calculated as the net difference between the contract price and the closing price reported on theprimary exchange of the future contracts. Derivatives with positive market values (appreciation) are included inother assets and derivatives with negative market values (diminution) are included in other liabilities in thestatement of assets and liabilities. The resultant gains or losses are included in the income currently.

Financial assets and financial liabilities are only offset and the net amount reported in the statement of assetsand liabilities when there is a legally enforceable right to set off the recognised amount and the companyintends to either settle on a net basis, or to realise the asset and settle the liability simultaneously.

Derivative financial instruments entered into by the Company do not meet the hedging criteria as defined byInternational Accounting Standard - 39, Recognition and Measurement of Financial Instruments (IAS - 39),consequently hedge accounting is not used by the Company.

At the time of initial recognition, all financial assets and financial liabilities are measured at fair value. Theparticular recognition method adopted for measurement of financial assets and financial liabilities investmentssubsequent to initial recognition is disclosed in the individual policy statement associated with each item.

A financial asset is assessed at each balance sheet date to determine whether there is any objective evidencethat it is impaired. A financial asset is considered to be impaired if objective evidence indicates that one or moreevents have had a negative effect on the estimated future cash flows of the asset.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the differencebetween its carrying amount and the present value of estimated cash flows discounted at the original effectiveinterest rate. Individually significant financial assets are tested for impairment on an individual basis. Theremaining financial assets are assessed collectively in groups that share similar credit risk characteristics. Allimpairment losses are recognised in the income statement.

Impairment losses recognised in profit or loss for an investment in an equity instrument classified as availablefor sale shall not be reversed through profit or loss. If, in a subsequent period, the fair value of a debt instrumentclassified as available-for-sale increases and the increase can be objectively related to an event occurring afterthe impairment loss was recognised in profit or loss, the impairment loss shall be reversed, with the amount ofthe reversal recognised in profit or loss.

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3.10 Securities under repurchase / resale agreements

3.11 Revenue recognition

3.12 Dividend distributions and appropriations

3.13 Taxation

Dividend income is recognised when its right to receive the dividend is established.

Transaction of purchase under resale (reverse-repo) of marketable and government securities are entered intoat contracted rates for specific periods of time. Securities purchased with a corresponding commitment to resellat a specified future dates (reverse-repo) are not recognised in the statement of assets and liabilities. Amountpaid under these agreements are included in receivable in respect of reverse repurchase transaction. Thedifference between purchase and resale price is treated as income from reverse repurchase transaction andaccrued over the period of the reverse repo agreement .

Transaction of sale under repurchase (repo) of marketable and government securities are entered into atcontracted rates for specified period of time. Securities sold with a simultaneous commitment to repurchase ata specific future date (repo) continue to be recognised in the statement of assets and liabilities and aremeasured in accordance with accounting policies for investment in securities. The counterparty liabilities foramount received under these transactions are recorded as liabilities. The difference between sale and repurchase

The Company is exempt from taxation under clause 99 of the Part 1 of the 2nd Schedule of the Income TaxOrdinance, 2001, subject to the condition that not less than 90% of its accounting income excluding realisedand unrealised capital gains for the year is distributed amongst the Company's shareholders.

Gain or loss on sale of marketable securities is accounted for in the income statement in the year in which itarises.

Mark-up / return on term finance certificates, government securities, bank balances and term deposits arerecorded on time proportion basis.

Dividend and other appropriations of reserves is recognised upon the declaration and approval by the Board ofDirectors of the Company.

June 30, June 30,2011 2010

Note Rupees Rupees

4. INVESTMENTS

Investments at fair value through profit or loss - held-for-trading

- Quoted ordinary shares 4.1 1,148,780,430 918,137,922

Available-for-sale

- Quoted debt securities 4.2 - 15,975,360

1,148,780,430 934,113,282

price is treated as borrowing charges and accrued over the period of the repo agreement.

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JS Value Fund Limited

4.1 Quoted equity securities

*Ordinary Shares / Certificates / units have a face value of Rs. 10/- each unless stated otherwise.

Acquired Bonus / rights Disposed Holdings at the Market/ % of

during received during the end of the Carrying Value TotalCompany/Sector the year during the year year year (Rupees) Investments

Oil and Gas

Attock Petroleum Limited 66,700 - - 66,700 - - -Attock Refinery Limited 200,000 - - - 200,000 24,546,000 2.14Pakistan Oilfields Limited (note 4.1.1) 470,000 217,118 - 357,118 330,000 118,473,300 10.31Pakistan Petroleum Limited 293,045 307,062 90,000 140,107 550,000 113,888,500 9.91National Refinery Limited - 96,868 - - 96,868 34,122,722 2.97Pakistan State Oil Company Limited - 165,000 - - 165,000 43,655,700 3.80

334,686,222 29.13Chemicals

Engro Polymer & Chemicals Limited 1,269,120 - - 1,269,120 - - -Fauji Fertilizer Company Limited 180,000 415,563 112,500 145,563 562,500 84,571,875 7.36I.C.I. Pakistan Limited 160,000 218,468 - - 378,468 57,470,366 5.00

Fauji Fertilizer Bin Qasim Limited - 949,008 - - 949,008 40,000,687 3.48

Engro Corporation Limited - 327,004 35,000 25,000 337,004 55,015,903 4.79

237,058,831 20.63Construction and Materials

Attock Cement Pakistan Limited 426,620 - - - 426,620 20,703,869 1.80Lucky Cement Limited 895,000 - - 895,000 - - -

20,703,869 1.80General IndustrialsPackages Limited 439,743 - - 439,743 - - -

Industrial EngineeringAl-Ghazi Tractors Limited (face value of Rs. 5/- each) 23,000 - - 23,000 - - -

Industrial TranportationPakistan International Container

Terminal Limited (related party) 719,998 - - 719,998 - - -

Automobile and PartsGhani Automobile Industries Limited 294,100 - - 294,100 - - -

Food Producers

Al Abbas Sugar Mills Limited 335,000 - - 50,002 284,998 28,574,099 2.49Rafhan Maize Products Company Limited 87,322 - - 42,127 45,195 118,617,441 10.33

147,191,540 12.82Personal GoodsDewan Khalid Textile Mills Limited 222,715 - - 222,715 - - -Nishat Mills Limited 150,000 731,617 - 125,000 756,617 38,088,100 3.32Nishat (Chunian) Limited - 1,365,604 - 318,010 1,047,594 23,350,870 2.03

61,438,970 5.35Pharma and Bio TechGlaxoSmithkline Pakistan Limited 417,118 5,227 5,227 427,572 - - -Searle Pakistan Limited 193,778 - - 193,778 - - -

- -

(Number of shares / certificates / units)Holdings at

the beginning of the year

MediaHum Network Limited (related party) 1,391,000 - - 31,188 1,359,812 20,478,769 1.78(Formerly Eye Television Network Limited)

Fixed Line Telecommunication

Pakistan Telecommunication Company Limited 1,750,000 - - - 1,750,000 24,885,000 2.17

ElectricityThe Hub Power Company Limited 857,000 750,000 - 857,000 750,000 28,125,000 2.45

Nishat Power Limited - 1,237,689 - 188,000 1,049,689 16,207,198 1.41Nishat (Chunian) Power Limited - 2,508,690 - - 2,508,690 34,419,227 3.00

78,751,425 6.86

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Holdings Acquired Bonus / rights Disposed Holdings at the Market/ % of

at the during received during the end of the Carrying Value Total of the year the year during the year year year (Rupees) Investments

(Number of shares / certificates / units)

4.2 Quoted Debt Securities

*Term finance certificates - face value of Rs.5,000/- each unless stated otherwise.

Acquired Holdings at Market / carrying % ofNote during during the end of the value Total

Sectors / Companies the year year year (Rupees) Investments

Personal Goods

Azgard Nine Limited (related party) 4.2.1 12,000 - - 12,000 42,405,967 3.69Less: Provision held 4.2.2 (42,405,967) (3.69)

- -

Cost as at June 30, 2011 35,194,176

4.2.1

June 30, June 30,2011 2010

Rupees Rupees

4.2.2 Movement of Provision:

26,430,607 -15,975,360 26,430,607

42,405,967 26,430,607

Holdings atthe

beginning of

(Number of units)

As at July 01, 2010Provision made during the year

As at June 30, 2011

These term finance certificates carry a rate equal to six month KIBOR plus 240 basis points per annum without any floor and cap receivable semi-annualy inarrears. These are secured by first pari pasu charge on the present and future assets of the company(excluding land and building) with 25% margin infavour of the Trustee and memorandum for creation of mortgage through deposit of title deeds on land and building in favour of the Trustee of the issue.These term finance certificates have been declared non-performing by MUFAP since May 19, 2010, and therefore, no interest is being accrued thereon.Further, the issuer is in the process of restructuring its abovementioned TFC.

Banks

MCB Bank Limited - 105,000 - - 105,000 20,926,500 1.82BankIslami Pakistan Limited (related party) 11,328,000 - - 328,000 11,000,000 37,400,000 3.26

National Bank of Pakistan - 100,000 25,000 125,000 - - -

58,326,500 5.08Non-Life Insurance

EFU General Insurance Limited (related party) 618,695 - - 618,695 - - -IGI Insurance Limited 1,190,520 - 416,682 - 1,607,202 116,522,145 10.14

116,522,145 10.14Life InsuranceEFU Life Assurance Limited (related party) 659,940 - - 34,329 625,611 43,167,159 3.76

Financial ServicesJS Global Capital Limited (related party) 92,259 - - 92,259 - - -Orix Leasing Pakistan Limited 998,370 1,630 - - 1,000,000 5,570,000 0.48

5,570,000 0.48

1,148,780,430 100.00

Cost as at June 30, 2011 1,299,104,986

4.1.1 This includes 125,000 shares pledged with National Clearing Company of Pakistan Limited against exposure calls.

Disposed / matured

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Annual Report 2011 29

JS Value Fund Limited

8. ACCRUED AND OTHER LIABILITIES

Payable against purchase of marketable securities and commission 1,264,470 265,927Settlement charges 60,000 30,000Share registrar charges 30,000 30,000Withholding tax payable - 2,749Others 1,431,220 979,100

2,785,690 1,307,776

7. SECURITY DEPOSITS

Central Depository Company of Pakistan Limited 137,500 137,500National Clearing Company of Pakistan Limited 2,500,000 2,500,000

2,637,500 2,637,500

6. DIVIDEND AND OTHER RECEIVABLES

Dividen 5,812,500 4,043,000Tax deducted at source 999,188 999,188

6,811,688 5,042,188

June 30, June 30,2011 2010

Rupees Rupees

5. BANK BALANCES

- In current accounts 2,106,829 2,107,099- In PLS savings accounts 5.1 65,052,478 77,458,336

67,159,307 79,565,435

5.1 PLS saving accounts carry mark-up rates ranging from 5% to 11.9% (June 2010: 5% to 11.5%) per annum andincludes balance of Rs. 36,614,516/- (June 2010: Rs 63,405,805) with JS Bank Limited - a related party.

June 30, June 30,2011 2010

Note Rupees Rupees

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9. CONTINGENCY

Through the Finance Act, 2008 an amendment was made in section 2(f) of the Workers' Welfare FundOrdinance, 1971 (the WWF Ordinance) whereby the definition of 'Industrial Establishment' has been madeapplicable to any establishment to which West Pakistan Shops and Establishment Ordinance, 1969 applies. As aresult of this amendment it appears that WWF Ordinance has become applicable to all Collective InvestmentSchemes (CISs) whose income exceeds Rs. 0.5 million in a tax year. A petition has been filed with theHonourable High Court of Sindh by some of the Collective Investment Schemes through their Trustees on theground that the CIS (mutual funds) are not establishments and as a result not liable to pay contribution toWWF.

Subsequently, the Ministry of Labour and Manpower (the Ministry) vide its letter dated 15 July 2010 clarifiedthat “Mutual Fund(s) is a product which is being managed / sold by the Asset Management Companies whichare liable to contribute towards Workers Welfare Fund under Section-4 of WWF Ordinance 1971. However, theincome on Mutual Fund(s), the product being sold, is exempted under the law ibid”.

Further, the Secretary (Income Tax Policy) Federal Board of Revenue (FBR) issued a letter dated 6 October 2010to the Members (Domestic Operation) North and South FBR. In the letter reference was made to theclarification issued by the Ministry of Labour and Manpower stating that mutual funds are a product and theirincome are exempted under the law ibid. The Secretary (Income Tax Policy) Federal Board of Revenue directedthat the Ministry’s letter may be circulated amongst field formations for necessary action. Following theissuance of FBR Letter, show cause notice which had been issued by taxation office to certain mutual funds forpayment of levy under WWF were withdrawn. However, the Secretary (Income Tax Policy) Federal Board ofRevenue vide letter 4 January 2011 has cancelled ab-initio clarificatory letter dated 6 October 2010 onapplicability of WWF on mutual funds and issued show cause notices to certain mutual funds for collectingWWF. In respect of such show cause notices, certain mutual funds have been granted stay by Honorable HighCourt of Sindh on the basis of the pending constitutional petition in the said court as referred above.

In view of the afore mentioned developments during the period, the Management Company now believes thatthere is no compelling reason to create provision on account of WWF contribution in the financial statements.Further, the Management Company also expects that the constitutional petition pending in the Honourable

10. ISSUED, SUBSCRIBED AND PAID-UP CAPITAL

2011 2010 2011 2010Rupees Rupees

Ordinary shares of Rs.10/- each102,000,000 102,000,000 fully paid in cash 1,020,000,000 1,020,000,000

Ordinary shares of Rs.10/- each16,575,000 16,575,000 issued as bonus shares 165,750,000 165,750,000

118,575,000 118,575,000 1,185,750,000 1,185,750,000

High Court of Sindh on the subject as referred above will be decided in favour of the mutual funds. Theaggregate unrecognised amount of WWF as at June 30, 2011 amounted to Rs. 5,211,633.

Number of shares

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No. of Percentage No. of Percentageshares of holdings shares of holdings

21,498,992 18.13 21,498,992105,000 0.09 105,000 0.09

11,238,812 9.48 11,238,812 9.488,745,668 7.38 8,745,668 7.389,992,500 8.43 9,992,500 8.434,922,500 4.15 4,922,500 4.153,971,879 3.35 10,254,837 8.65

41,999 0.04 4,674,837 3.94

June 30, 2011 June 30, 2010

18.13

Annual Report 2011 31

JS Value Fund Limited

10.1 Shares of the Company held by related / connected parties as at:

JS Investments LimitedJSIL-Staff Provident FundJahangir Siddiqui & Company LimitedJS Bank LimitedJahangir Siddiqui & Sons LimitedMahvash & Jahangir Siddiqui FoundationJS Fund of FundsEFU Life Assurance Limited

11. CAPITAL RESERVE

12. REMUNERATION TO THE MANAGEMENT COMPANY

13. REMUNERATION TO THE CUSTODIAN

- net assets value upto rupees one billion- exceeding rupees one billion

14. ANNUAL FEE TO SECURITIES AND EXCHANGE COMMISSION OF PAKISTAN

June 30, June 30,15. AUDITORS' REMUNERATION 2011 2010

Rupees Rupees

Annual audit fee 240,000 240,000Fee for review of half yearly financial statements 110,000 110,000

55,000 65,000Out of pocket expenses 30,000 30,850

435,000 445,850

This represents the reserve created as a result of merger of JS Value Fund Limited and Security Stock Fund inthe financial year ended June 30, 2002.

MCB Financial Services Limited (MCBFSL) (the Custodian) is entitled monthly remuneration for the servicesrendered under the terms of the agreement;

This represents annual fee at the rate of 0.095% of average monthly net assets.

Other services

Under the provisions of the Regulations, the management company is entitled to a remuneration for servicesrendered to the Company upto a maximum of 3% per annum based on the monthly average net assets of theCompany during the first five years of Company's existence, and thereafter, of an amount equal to 2% of suchassets of the Company. The management company has charged its remuneration for the current year at therate of 2% per annum of the monthly average net assets value.

Rs.2,000,000/- plus 0.10% per annum of the amountexceeding Rs. 1 billion

Rs.2,000,000/- per annum

60,520,550 51.05 71,435,846 60.25

3,200 - 2,700 -Key Management Personnel

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17. TAXATION

June 30, June 30,2011 2010

Rupees Rupees

18. EARNINGS / (LOSS) PER SHARE - BASIC AND DILUTED

Net profit / (loss) for the year 260,581,633 (115,852,483)

Weighted average number of ordinary shares outstanding during the year 118,575,000 118,575,000

Basic and diluted earnings / (loss) per share 2.20 (0.98)

18.1

The Company is exempt from tax under clause 99 of part 1 of Second Schedule of the Income Tax Ordinance.2001, subject to the condition that not less than 90% of its accounting income for the year, as reduced by thecapital gains whether realised or unrealised, is distributed among its share holders. Furthermore, as perregulation 63 of the Non-Banking Finance Companies and Notified Entities Regulations, 2008, the Company isrequired to distribute 90% of the net accounting income other than unrealised capital gains to theshareholders. The Company intends to avail this exemption for current and future periods. Accordingly, noprovision is made for current and deferred taxation in these financial statements.

No figure for diluted earnings per share has been presented as the Company has not issued any instrumentwhich would impact on earnings per share when exercised.

The income tax assesment of the Company have been finalised upto tax year 2010. The Company has filed taxreturn which are deemed to be assessed under section 120 of the Income Tax Ordinance, 2001, unless amended.

Transactions with related parties are carried out in the normal course of business at contracted rates.

19. TRANSACTIONS WITH CONNECTED PERSONS / RELATED PARTIES

19.1 Connected person / related party includes JS Investment Limited being the Management Company, MCBFSL(custodian), Jahangir Siddiqui and Company Limited being the holding company of the ManagementCompany, associated companies of Management Company, Key Management Personnel and other fundsbeing managed by the Management Company.

June 30, June 30,2011 2010

Rupees Rupees

16. OTHER OPERATING EXPENSES

Listing and rating fee 319,584 267,500Postage and stamps 278,890 271,379Printing and stationery 1,036,468 798,220Advertisement 62,742 49,804Travelling and daily allowance 209,774 70,742

1,907,458 1,457,645

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JS Value Fund Limited

19.2 Details of transactions with related parties during the year:

June 30, June 30,2011 2010

Note Rupees Rupees

Remuneration to the management company 23,312,208 24,801,034Dividend paid 10,749,496 21,498,992Other costs incurred 42,437 61,330

JSIL - Staff Provident Fund

Dividend paid 52,500 105,000

Dividend paid 4,996,250 9,992,500

Dividend paid 2,461,250 4,992,500

MCB Financial Services Limited

Remuneration to the custodian 2,143,330 2,217,819

Silk Bank Limited

Mark-up income - 284

EFU General Insurance Limited

Dividend income - 2,276,800

Al-Abbas Sugar Mills Limited

Dividend income 1,340,000

Dividend income - 50,000Dividend paid 5,619,406 11,238,812Principal redeemed - 13,458,432Interest received - 524,320

JS Global Capital Limited

Brokerage commission 19.2.1 289,590 291,953Dividend income 211,295 922,590

JS Fund of Funds

Dividend paid 1,985,940 9,671,285

Jahangir Siddiqui & Company Limited

JS Investments Limited

Jahangir Siddiqui & Sons Limited

Mahvash & Jahangir Siddiqui Foundation

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June 30, June 30,2011 2010

Rupees Rupees

JS Bank Limited

Dividend paid 4,372,834 8,745,668Interest received 3,823,765 8,401,530

Hum Network Limited

Dividend income - 2,712,450

EFU Life Assurance Limited

Dividend income 3,128,055 3,202,650Dividend paid 21,000 -

Pakistan International ContainerTerminal Limited

Dividend income 1,799,995 880,124

Azgard Nine Limited

Principal redeemed - 5,000,400Interest received - 5,107,582

19.2.1 This represents the amount of brokerage commission paid to the related party and not the purchases or salesvalue of securities transacted through them as the ultimate counter-parties in respect of purchases and salesare not known.

19.3 Details of balances with related / connected parties as at June 30, 2011 are as follows:

June 30, June 30,2011 2010

Rupees Rupees

JS Investments Limited (Management Company)

Remuneration payable 221,110 102,160

MCB Financial Services Limited (Custodian)

Remuneration payable 175,841 159,281

JS Bank Limited

Bank balance 36,614,516 63,405,805Interest receivable 373,945 -

Hum Network Limited

Dividend receivable - 695,500

JS Global Capital LimitedBroker commission payable 22,690 -

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20. OPERATING SEGMENT

Investment Committee is responsible for the Fund’s entire portfolio and considers the business to have asingle operating segment. The Investment Committee’s asset allocation decisions are based on a single,integrated investment strategy, and the Company’s performance is evaluated on an overall basis. The Fundmanager works under the supervision of the Investment Committee and follows the directions given by theInvestment Committee.

The internal reporting provided to the Investment Committee for the Fund's assets, liabilities andperformance is prepared on a consistent basis with the measurement and recognition principles of approvedaccounting standards as applicable in Pakistan.

21. FINANCIAL RISK MANAGEMENT

Financial risk factors

21.1 Market risk

i. Price risk

The Company's overall risk management program seeks to maximize the returns derived for the level of risk towhich Company is exposed and seeks to minimize potential adverse effects on the Company's financialperformance.

The management of risk is carried out by the Fund Manager, who has been given discreationery authority tomanage the distribution of the assets to achieve the Fund's investment objective. Compliance with targetassets allocation and the composition of the portfolio is monitered by the Investment Committee.

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because ofchanges in market prices. Market risk comprises three types of risk: price risk, interest rate risk and currencyrisk.

The Company uses different methods to measure and manage the various types of risks to which it is exposed.These are summarised below:

The Company’s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk.

Price risk is the risk that the value of a financial instrument may fluctuate as a result of changes in marketprices. This risk arises from the investments held by the Company for which prices are uncertain infuture. The management company manages its price risk by monitoring exposure on marketablesecurities by following the internal guidelines of the Investment Committee and the Regulations laiddown by the SECP.

The majority of the Company’s equity investments are publicly traded on stock exchange. TheCompany’s policy requires that the overall market position is monitored on a daily basis by the FundManager and is reviewed periodically by the Investment Committee. Compliance with the Company’sinvestment policies are reported to the management company on regular basis.

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2011 2010

Equity investments -Held-for-trading 1,148,780,430 918,137,922

…………....Rupees…………….

As at June 30, 2011, fair value of equity securities exposed to price risk were as follow

As at June 30, 2011, fair value of debt securities exposed to price risk were as follow

2011 2010

Quoted debt securities - Available-for-sale - 15,975,360

ii. Yield / Interest rate risk

The interest rate profile of the Company is as follows:

In case of 10% increase / decrease in fair value on June 30, 2011, statement of comprehensive incomefor the year would be affected by nil. (2010: Rs. 1.59 million) as a result of gains / losses.

…………....Rupees…………….

Yield risk is the risk of decline in earnings due to adverse movement of the yield curve. Interest / mark uprate risk is the risk that the value of the financial instruments will fluctuate due to changes in the marketinterest rates. Sensitivity to interest / mark up rate risk arises from mismatches or gaps in the amounts ofinterest / mark up based on assets and liabilities that mature or reprice in a given period. Themanagement company through Investment Committee monitors the Company's overall interest ratesensitivity on periodic basis. The Company holds a limited amount of floating rate debt that expose theCompany to cash flow interest rate risk.

In case of 10% increase / decrease in fair value of equity securities on June 30, 2011, income / (loss) forthe period would be affected by Rs. 114.88 million (2010: Rs. 91.8 million) as a result of gain / loss.

Floatinginterest rate

Fixed interestrate

Non-interestbearing

Total

At June 30, 2011

- - 1,148,780,430 1,148,780,430 65,052,478 - 2,106,829 67,159,307

- - 5,812,500 5,812,500 - - 722,009 722,009 - - 2,637,500 2,637,500

65,052,478 - 1,160,059,268 1,225,111,746

….…………………….……….Rupees……………………………………….

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JS Value Fund Limited

Floatinginterest rate

Fixed interestrate

Non-interestbearing

Total

At June 30, 2010

Investments 15,975,360* - 918,137,922 934,113,282Bank balances 77,458,336 - 2,107,099 79,565,435

Dividend and other receivables - - 4,043,000 4,043,000Security Deposits - - 2,637,500 2,637,500

93,433,696 - 926,925,521 1,020,359,217

*

………………………...…….Rupees…………………………...………

No interest is being accrued after May 19, 2010 as the investment is classified as non performing asset,refer note 4.2.1.

Interest rate sensitivity

Change inrate

Total Effect onIncome

June 30, 2011 +100 bps 6,505,248-100 bps (6,505,248)

June 30, 2010 +100 bps 9,343,370-100 bps (9,343,370)

iii. Currency Risk

Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuatebecause of changes in foreign exchange rates. The Company, at present, is not exposed to currency riskas its operations are geographically restricted to Pakistan and all transactions are carried out in PakRupees

The sensitivity of the Company's income for the year is the effect of the assumed change in interest rateson the net interest income for the year, based on the floating rate financial assets held at the statementof assets and liabilities date.

The sensitivity analysis demonstrates the sensitivity of the Company’s income and equity for the year toa reasonably possible change in interest rates, with all other variables held constant.

If the interest rate would have been higher or lower by 100 basis points and all the other variablesremain constant, the Company's income would increase / decrease as follows:

Management is of the view that the above sensitivity analysis is not representative of the year as awhole, since the level of exposure changes frequently as part of the interest rate risk managementprocess used to meet the Company’s objectives.

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21.2 Credit risk

In summary, compared to the maximum amount included in statement of assets and liabilities, the maximumexposure to credit risk as at June 30, 2011 is as follows;

Credit risk arises from the inability of the issuers of the instruments or counter parties, in case of reverserepurchase transactions or other arrangements, to fulfill their obligations. The risk is generally limited toprincipal amounts and accrued interest thereon, if any. The Company's policy is to enter into financialcontracts in accordance with the investment guidelines approved by the Investment Committee.

1,148,780,430 - 934,113,282 15,975,36067,159,307 67,159,307 79,565,435 79,565,435

6,811,688 5,812,500 5,042,188 4,043,000722,009 722,009 - -

2,637,500 2,637,500 2,637,500 2,637,500

1,226,110,934 76,331,316 1,021,358,405 102,221,295

InvestmentsBank balancesDividend and other receivablesAccrued mark-up / returnSecurity Deposits

..….………..….Rupees……………….

Statement ofasset andliabilities

MaximumExposure

MaximumExposure

June 30, 2011 June 30, 2010 Statement of

asset and liabilities

…..….………..….Rupees……………….…

note 4.2.1.

As per management view the credit risk arising on the investments is addressed as follows:

Where the Investment Committee makes a investment decision, the credit worthiness of the issuer is takeninto account along with the financial background, past experience and other factors so as to minimise the riskof default.

Investment transactions are carried out with a large number of brokers, whose credit wrothiness is taken intoaccount so as to minimise the risk of default.

The risk of counterparty exposure due to failed trades causing a loss to the Company is mitigated by periodicreview of trade reports. In addition, the Investment Committee allows investment in debt securities of onlythose entities with credit rating approved by external credit rating agencies.

Cash is held only with reputable banks with high quality credit ratings assigned by approved credit rating

Information relating to financial assets secured by collateral has been disclosed in respective notes in thefinancial statements.

None of the information relating to the Company's financial assets that are past due and impaired is given in

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JS Value Fund Limited

21.3 Liquidity risk

Liquidity risk is the risk that a Company will encounter difficulty in raising funds to meet commitmentsassociated with financial liabilities stood at Rs. 20,343,438 (2010: Rs. 16,885,042) as at June 30, 2011. Themanagement company manages liquidity risk by following internal guidelines of the Investment Committeesuch as monitoring maturities of financial assets and financial liabilities and investing in highly liquid financialassets.

Less than 1 Between 1 and More than Totalmonth 12 months 1 year

As at June 30, 2011

Remuneration payable to the management company 221,110 - - 221,110Remuneration payable to the custodian 175,841 - - 175,841Annual fee payable to Securities and Exchange Commission of Pakistan - 1,107,329 - 1,107,329Accrued and other liabilities 2,785,690 - - 2,785,690Dividend payable 2,027,375 2,027,375Unclaimed Dividend 14,026,093 14,026,093

19,236,109 1,107,329 - 20,343,438

Less than 1 Between 1 and More than Totalmonth 12 months 1 year

As at June 30, 2010

Remuneration payable to the management company 102,160 - - 102,160Remuneration payable to the custodian 159,281 - - 159,281Annual fee payable to Securities and Exchange Commission of Pakistan - 1,178,049 - 1,178,049Accrued and other liabilities 1,307,776 - - 1,307,776Unclaimed dividend 14,137,776 - - 14,137,776

15,706,993 1,178,049 - 16,885,042

…….…...…….……………….Rupees………………………………….

…….…...…….……………….Rupees………………………………….

The Company is not materially exposed to liquidity risk as all obligations / commitments of the Company areshort term in nature and most of the assets of the Company are readily disposable on the stock exchanges.

The following are the contractual maturities of financial liabilities:

- - -

-

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22. FAIR VALUE OF FINANCIAL INSTRUMENTS

Fair value hierarchy

• Level 2 fair value measurements are those derived from inputs other than quoted prices included withinLevel 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived fromprices).

• Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets foridentical assets or liabilities.

Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeablewilling parties in an arm's length transaction. Consequently differences can arise between carrying values andthe fair value estimates.

Underlying the definition of fair value is the presumption that the Company is a going concern without anyintention or requirement to curtail materially the scale of its operations or to undertake a transaction onadverse terms. Financial assets which are tradable in an open market are revalued at the market pricesprevailing on the balance sheet date. The estimated fair value of all other financial assets and liabilities isconsidered not significantly different from book value as the items are short term in nature.

The following table provides an analysis of financial instruments that are measured subsequent to initialrecognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable.

• Level 3 fair value measurements are those derived from valuation techniques that include inputs for theasset or liability that are not based on observable market data (unobservable inputs).

Level 1 Level 2 Level 3….….……………..…Rupees…………..……………

As at June 30, 2011

- -

1,148,780,430 - -

Financial assets at fair value throughprofit or loss - held-for-trading

Total

There were no transfers between Level 1 and 2 in the period.

Level 1 Level 2 Level 3

As at June 30, 2010

Financial assets at fair value throughprofit or loss - held-for-trading

Quoted ordinary shares 918,137,922 15,975,360

Total 918,137,922 15,975,360 -

….….……………..…Rupees…………..……………

-

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JS Value Fund Limited

23.

24. NON-ADJUSTING EVENT AFTER BALANCE SHEET

25. OTHER SUPPLEMENTARY INFORMATION

26. DATE OF AUTHORISATION FOR ISSUE

27. GENERAL

27.1 Figures have been rounded off to the nearest Rupee.

CAPITAL MANAGEMENT

The Board of Directors of the management company have approved a distribution of Re. 0.20 per share for theyear ended June 30, 2011, amounting to Rs. 23.715 million in their meeting held on August 24, 2011. Thesefinancial statements do not include the effect of the above distribution that will be accounted for subsequentto the year end.

These financial statements were authorised for issue by Board of Directors of the Company on August 24,2011.

The information regarding share holding pattern of the Company, transaction with top ten broker, details ofthe members of the Investment Committee, particulars of the fund manager, details of meetings of the Boardof Directors of the Company and the Fund and Asset Manager Rating of the Company has been disclosed inAnnexure I to the financial statements.

JS Value Fund Limited is a closed end fund. The Company's objectives when managing capital are tosafeguard its ability to continue as a going concern so that it can continue to provide returns for shareholdersand to maintain a strong capital base to meet unexpected losses or opportunities. In accordance with theRegulations the Company is required to distribute at least ninety percent of its income from sources otherthan unrealised capital gains as reduced by such expenses as are chargeable to the Company.

Director

Munawar Alam Siddiqui

Chief Executive Officer

Rashid Mansur

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(I)

(II)2011% of

Name of Brokers

JS Global Capital Limited 21.00IGI Finance & Securities Limited 12.76Invisor Securities Private Limited 9.56Fortune Securities Limited 5.81Foundation Securities Private Limited 4.60KASB Securities Limited 4.27We Financial Services Limited 4.21Al-Habib Capital Markets Private Limited 3.54Global Securities (Pakistan) Limited 3.40MS Maniar Financials Private Limited 3.35

2010

SHARE HOLDING PATTERN OF THE FUND

LIST OF TOP TEN BROKERS BY PERCENT OF THE COMMISSION PAID

ANNEXURE I

OTHER SUPPLEMENTARY INFORMATIONAS REQUIRED UNDER CLAUSES 6(D), (F), (G), (H), (I), AND (J)OF THE FIFTH SCHEDULE TO THE NON BANKING FINANCECOMPANIES AND NOTIFIED ENTITIES REGULATIONS, 2008

CommissionPaid

% ofCommission

Paid

Investment & Finance Securities Limited 21.65

Crosby Securities Pakistan Private Limited 15.49

JS Global Capital Limited 10.11

Growth Securities Limited 9.50

IGI Finance & Securities Limited 8.39

Invest Capital. Investments Bank Limited 5.33

Aziz Fida Hussein & Co. Private Limited 5.20

Next Capital Limited 3.87

Multiline Securities Private Limited 3.17

Investment Managers Securities Private Limited 3.11

CategoryNo. of share

holders

Share-holding /investment

amount% of Total

No. of shareholders

Share-holding /investment

amount% of Total

Rupees Rupees

Individuals 5,629 282,409,770 23.82 6,036 309,636,360 26.11AssociatedCompanies/Directors

15 605,205,500 51.04 15 714,338,450 60.25

Insurance Companies 1 3,462,040 0.29 3 5,305,790 0.45

Banks/DFIs 11 83,765,550 7.06 10 42,844,840 3.61

NBFCs 3 13,493,710 1.14 6 16,041,230 1.35

Retirement Funds 13 5,837,270 0.49 13 5,847,730 0.49 16 121,496,480 10.25 12 13,706,550 1.16

Others 56 70,079,680 5.91 78 78,029,050 6.58

5,744 1,185,750,000 100.00 6,173 1,185,750,000 100.00

2011 2010

Public Limited Companies

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JS Value Fund Limited

Dr. Ali Akhtar Ali - Chief Investment Officer

Mr. Rashid Mansur - Chief Executive Officer

Mr. Suleman Lalani - Executive Director

During his tenure as Chairman and CEO of ‘The Board of Investment and Trade’, Government of Punjab and asSecretary General of Turkey ‘Pakistan Business Council (Lahore Chapter)’, he is credited with hosting andorganizing various investment conferences abroad and rendered valuable services for the promotion ofeconomic relations between Turkey and Pakistan.

Mr.Suleman Lalani joined JSIL as CFO and Company Secretary in January 2005. He is a fellow member of theInstitute of Chartered Accountants of Pakistan and has over 19 years of experience in the financial servicessector. Prior to joining JSIL, Mr. Lalani has also served as CFO and Company Secretary of a regulatedmicrofinance institution for three years. Earlier he worked as Chief Operating Officer for Jahangir SiddiquiInvestment Bank Limited and as Vice President - Finance & Legal with Jahangir Siddiqui & Company Limited.

Mr. Lalani was appointed as Executive Director of JS Investments Limited on March 22, 2010. He has alsopassed the Board Development Certificate Program conducted by Pakistan Institute of Corporate Governance.

Mr. Rashid Mansur joined JS Investments Limited (JSIL) on April 1, 2010 as Chief Executive Officer. Prior tojoining JSIL he was President and CEO of Escorts Investment Bank Limited and also served as the Chairman ofthe ‘Investment Banks Association of Pakistan’. He is a qualified Associate of the Chartered Institute of BankersLondon with specialization in ‘International Banking Operations’, ‘Practice & Law of International Banking’ and‘International Finance & Investment’.

He is a Fellow of the Institute of Bankers in Pakistan with over 26 years of domestic and international bankingexperience. He started his career with Habib Bank Limited in 1974 and served for 18 years on variousmanagement positions including 10 years in Turkey. In Pakistan, he has held various Board-level positions inboth private and public sector, such as President and CEO, ‘Fidelity Investment Bank Limited’, CEO ‘FidelityLeasing Modaraba’, Director ‘Security General Insurance Company Limited’ and Chairman and CEO ‘Board ofInvestment and Trade Punjab’.

Besides English and Urdu, he speaks French and Turkish fluently.

(III) DETAILS OF MEMBERS OF INVESTMENT COMMITTEE

Mr. Rashid Mansur - Chief Executive OfficerMr. Suleman Lalani - Executive DirectorDr. Ali Akhtar Ali - Chief Investment OfficerMr. Assad Hameed Khan - Head of Strategy and Business Development DepartmentMr. Muhammad Salman Siddiqui - Head of Research and Risk ManagementMr. Zahidullah khan - Fund Manager

Details of the members of investment committee of the Company are as follows:

Dr. Ali Akhtar Ali joined JSIL as Senior Vice President (fund manager) in November 2009. He earned his MBBSfrom Baqai Medical College in 1998-99 and MBA with majors in Finance from PAF-KIET in January 2006.

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JS Pakistan Islamic Index.

Mr. Zahiddullah Khan - Fund Manager

Zahidullah Khan has significant market research, product development, and fund management experience.He started his career in capital markets with JSIL in 2004, and went on to become a Fund Manager by 2006. Asa Fund Manager, he managed JS Value Fund Limited, JS-A30+ Index Fund, JS Growth Fund, and JS Fund of Funds,

Since the start of his career, Zahid successfully developed and subsequently managed several products and in -house initiatives. These new products included the first proprietary free float-adjusted market capitalizationindex, first Open end index fund, first Open end fund of funds, first capital guarantee fund, and the Dow Jones-

Salman holds Bachelors in Computer Systems Engineering from the National University of Sciences andTechnology (NUST) and is an MBA from the Institute of Business Administration (IBA).

Salman has worked for almost four years at Fortune Securities Limited where he headed the Equity ResearchDepartment. Besides supervising the department he also covered the Oil and Gas Exploration, Oil Marketingand Power sectors. Before Fortune Securities Limited, Salman had worked for over 18 months at JSIL (then JSAbamco Ltd.), where he started off his career. His primary responsibilities were to evaluate the Oil Refinery and

Mr. Assad Khan joined JSIL in January 2007 as part of the Business Planning and Development team leadingProduct Development activities. In July 2008 he was also entrusted with the responsibility of all aspects ofJSIL's international business endeavors as Head of Products and International Business Development. SinceFebruary 2011 he has been entrusted with the responsibility to also lead the marketing and sales initiatives ofJSIL as the Head of Strategy & Business Development Department. Prior to joining JSIL, he has over four yearsof diversified experience with the Securities and Exchange Commission of Pakistan (SECP) in various capacitiesincluding authorization, supervision, enforcement, research and policy setting for Non-Banking Financialsector - driving key policy initiatives including REITs and Private Equity.

Prior to the SECP, he worked at A. F. Ferguson & Co., Chartered Accountants Pakistan for five years in BusinessAssurance and Advisory, specializing in audit and management consultancy. He is a CA Finalist from theInstitute of Chartered Accountants of Pakistan.

Mr. Muhammad Salman Siddiqui- Head of Research and Risk Management

Mr. Salman joined JSIL in November 2010 as Head of Research and Risk Management. Prior to joining JSIL

Mr. Asad Hameed Khan - Head of Strategy and Business Development Department

Before joining JSIL he remained associated with KASB Capital Limited for around a year and a half (2008-2009)initially as chief dealer in the Treasury Department and then moved on to Head of Money Market , Forex andFinancial Advisory. Prior to KASB Capital Limited he worked with JSIL from 2006 till 2008 in the capacity ofAssistant Vice President, Investments Department. He also worked for three years (2000-2004) with BMA CapitalManagement as a Senior Dealer on the Fixed Income Desk and two and a half years (2004-2006) at JahangirSiddiqui Capital Markets Limited, as Senior Dealer Fixed Income Desk was later promoted to the position of Headof Fixed Income.

Oil Marketing Sectors.

with a combined Fund size of PKR 10 Billions (August 2006).

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Zahid joined JS InfoCom as a Senior Vice President in October 2007 and provided consultancy services tovarious group companies on matters ranging from financial services to IT management. Notably, Zahidworked with JSIL in drafting comprehensive rules and regulations for Exchange Traded Funds in Pakistan andadvised the company on developing CPPI based unit trust schemes.

In-house initiatives included developing a comprehensive automated research module, an interest ratesimulation module incorporating Vasicek, CIR, and other affine structure models, a market-wide stock pricesimulation module, and several automated trading systems based on Kalman filtering and Bayesianoptimization techniques.

(IV) DIRECTORS MEETING DURING THE YEAR

Name of DirectorsMeeting

17-Aug-10 22-Oct-10 3-Feb-11 25-Apr-11

Mr. Nazar Mohammad Shaikh 4 1 1 1 1

Mr. Rashid Mansur 4 1 1 1 1

Mr. Munwar Alam Siddiqui 4 1 1 1 1

Mr. Muhammad Yousuf Amanullah 4 1 1 1 1

Mr. Muhammad Khalil Mian 3 1 1 1 -

Mr. Ali Hassan Hamdani 2 - 1 1 -

Mr. Basir Shamsie (incoming director) 1 - - - 1

Mr. Muhammad Amir Maskatiaya (outgoing director) 3 1 1 1 -

6 7 7 5

FUND AND ASSET MANAGER RATING(V)

JCR -VIS Credit Rating Company Limited has assigned Management Quality Rating of "AM2-" (AM-Two Minus) to JSInvestments Limited. The rating denotes high management quality of the Managment Company.

Since March 2010, Zahid has Joined JSIL as a Fund Manager and is managing JS Aggressive Asset AllocationFund, JS Value Fund Limited and Unit Trust of Pakistan.

Dates

Zahid holds a Masters degree in Business Administration from Lahore University of Management Sciences(Class of 2000), a Masters degree in Economics from Lahore University of Management Sciences (Class of2004), and a Masters degree in Finance from London Business School (Class of 2007).

The matter of mutual funds performance ratings continues to be under discussion between MUFAP, SECP and thecountry's two rating agencies. Updated fund rating will be obtianed by the Management Company after SECP's finaldecision on this matter.

attended

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2011 2010(Rupees) (Rupees)

Income Remuneration from JS Value Fund Fund 23,312,208 24,801,034 Dividend 10,749,496 21,498,992

34,061,704 46,300,026

Expenses Salaries and benefits 8,071,329 6,334,807 Staff retirement benefits 428,973 249,230 Advertisement 431,424 123,475 Depreciation / amortisation 3,161,459 2,534,839 Printing and Stationery 366,024 192,988 Rent, rates, taxes, and maintenance 1,425,900 1,161,778 Travelling, conveyance and vehicle maintenance 782,963 577,139 Postage & telephone 402,655 265,872 Legal and professional 464,612 686,325 Fees and subscription 254,434 166,918 IT services 883,130 723,490 Utilities 729,862 418,084 Office suplies 83,000 40,314 Office security 379,004 415,682 Entertainment 36,090 14,774 Insurance 518,123 357,283 Auditors' remuneration 218,921 131,234 Newspaper 7,879 3,861 Directors meeting fee 362,391 231,512 Fees and commision 516,355 1,196,689 Royalty and advisory fee 943,728 610,045 Staff training and development - 362,885 Ijarah rentals 233,320 18,033 Miscellaneous expenses 73,686 79,916 Financial charges 13,542,093 11,462,039

34,317,353 28,359,212

(Loss) / Profit for the year (255,649) 17,940,814

Notes:

1) Revenue directly related to Fund has been included in the above statement.2) All expenses are prorated on the basis of Net Assets Value of all the funds.

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NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the 17th Annual General Meeting of JS Value Fund Limited will be held at 10:30 a.m. on Thursday,October 6, 2011 at Carlton Hotel Karachi, DC-5, Opp. Zulfiqar Street No.1, D.H.A Phase VIII, Karachi, to transact the followingbusiness:

Ordinary Business

1. To receive, consider and adopt the audited financial statements of the company together with the report of Directors andAuditors for the year ended June 30, 2011.

2. To approve final cash dividend @ Re. 0.20 per share. This is in addition to interim cash dividend @ Re. 0.50 per share alreadypaid to the shareholders during the year.

3. To appoint Auditors of the Company and fix their remuneration for the year ending June 30, 2012. The Audit Committeeof the Board has recommended the reappointment of M. Yousuf Adil Saleem & Co., Chartered Accountants, as the auditorsfor the ensuing year ending June 30, 2012.

By Order of the Board

Karachi: September 7, 2011 Suleman LalaniCompany Secretary

Notes:

1. The share transfer book of the Company will remain closed from Thursday, September 29, 2011 to Thursday, October 06,2011 (both days inclusive). Transfer received at the transfer agent of the Company, M/s. Technology Trade (Pvt.) Limited,Dagia House, 241-C, Block 2, P.E.C.H.S, Off. Sharah-e-Quaideen, Karachi at the close of business on or before Wednesday,September 28, 2011 will be considered in time to attend and vote at the meeting.

2. All the members are entitled to attend and vote at the meeting. A member entitled to attend and vote at the meeting isentitled to appoint another member as proxy to attend, speak and vote for him/ her. An instrument of proxy applicablefor the meeting is attached herewith. Copies of the instruments of proxy may be obtained from the transfer agent of theCompany during normal office hours.

3. An instrument of proxy and power of attorney or other authority (if any) under which it is signed or a notarially certifiedcopy of such power of attorney, to be valid, be deposited with the transfer agent of the Company not later than 48 hoursbefore the schedule time of the meeting.

4. Attested copies of CNIC or passport of the beneficial owner of the shares of the Company in the Central Depositary Systemof the Central Depositary Company of Pakistan Limited (CDC) and the proxy, entitled to attend and vote at this meeting,shall be furnished with the proxy form to the Company.

5. The beneficial owner of the share of the Company in the Central Depositary System of the CDC or his/her proxy entitledto attend and vote at this meeting, shall produce his/her original CNIC or passport to prove his/her identity.

6. In case of corporate entity, the board of director’s resolution/power of attorney with specimen signature of the nomineeshall be submitted with the proxy form to the Company, and the same shall be produced in original at the time of themeeting to authenticate the identity.

7. Shareholders are requested to immediately notify the Company of the change in their addresses, if any.

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