iNVESTMENTS
WEKNOWYOURVALUE
786 INVESTMENTS LIMITED
ANNUAL REPORT 2025
CONTENTS Corporate Information 02 Mission/Vision Statement 03 Notice of Annual General Meeting 04 Financial Highlights 07 Chairman's Report 08
Directors' Report 09 21 Review Report to the Share Holders on Statement of Compliance with the Best Practices of the Code of Corporate Governance 22 Statement of Compliance with the Code of Corporate Governance for the Year Ended June 30, 2024 23 Auditors' Report to the Members 28 Statement of Financial Position 32 Statement of Profit & Loss Account 33 Statement of Comprehensive Income 34 Cash Flow Statement 35 Statement of Changes in Equity 36 Notes to the Financial Statements 37 Pattern of Shareholding 65 Form of Proxy 67 Gender Pay Gap Statement 68 CORPORATE INFORMATION
Management Company 786 Investments Limited
G-3 B.R.R. Tower, Hassan Ali Street,
Off I.I. Chundrigar Road, Karachi - 74000 Pakistan Tel: (92-21) 32603751-54
Email: info@786investments.com Website: https://www.786investments.com
Board of Directors Mr. Ahmed Salman Munir Chairperson
Miss Tara Uzra Dawood Chief Executive Officer Mr. Nadeem Akhtar Director
Mr. Naveed Ahmed Director
Syed Musharaf Ali Director
Mr. Iqbal Shafiq Director
Mr. Ahmer Zia Sarwar Director
Chief Financial Officer &
Company Secretary Mr. Noman Shakir
Audit Committee Mr. Ahmer Zia Sarwar Chairman
Mr. Naveed Ahmed Member
Syed Musharaf Ali Member
Human Resource Mr. Ahmed Salman Munir Chairperson
Commitee Miss Tara Uzra Dawood Member Mr. Naveed Ahmed Member
Auditors Riaz Ahmed & Company Chartered Accountants
Legal Advisor Rauf & Ghaffar Law Associates (Advocates & Consultants)
Suite # 65, 5th Floor, Fareed Chamber, Abdullah Haroon Road,
Saddar - Karachi, Pakistan.
Registrars F.D. Registrar Services (SMC-Pvt.) Ltd.
Office# 1705, 17th Floor Saima Trade Tower. A,
I.I. Chundrigar Road, Karachi-74000, Pakistan.
Banker: Habib Metropolitan Bank Limited JS Bank Limited
Rating: PACRA: AM3
02
Mission Statement
To offer our unit holders the best possible return by expertly diversifying the Fund's investment portfolio into minimal risk and high yielding instruments and at
all time to be a good corporate citizen.
03
NOTICE OF ANNUAL GENERAL MEETING (AGM XXXIII) September 29, 2025
The General Manager
Pakistan Stock Exchange Limited Stock Exchange Building
Stock Exchange Road Karachi Subject:Notice of Annual General Meeting Dear Sir,
In accordance with Clause 5.6.9 (b) of the Rule Book of Pakistan Stock Exchange Limited, please find enclosed a copy of the Notice of Annual General Meeting of 786 Investments Limited to be held on October 21, 2025, at 08:30 at G-3, BRR Tower, Hasan Ali Street of I.I. Chundrigar Road, Karachi prior to its publication in the newspaper for circulation amongst the Certificate Holders of the Exchange.
Yours sincerely
for 786 Investments Limited
Noman ShakirCompany Secretary
NOTICE OF ANNUAL GENERAL MEETING (AGM XXXIV)Notice is hereby given that the 34th Annual General Meeting of the shareholders of the Company will be held on Tuesday, October 21, 2025, at 08:30 AM, at Registered Office: G3, BRR tower, Hassan Ali Street, Off
I.I. Chundrigar Road, Karachi to transact the following business:
Ordinary BusinessTo confirm the Minutes of the 33rd Annual General Meeting.
To receive, consider and adopt the Audited Financial Statements of the Company for the year ended June 30, 2025 together with Directors and Auditors Reports thereon.
To appoint the Auditors and fix the remuneration for the financial year ending June 30, 2026.
To Consider and approve remaining payment of subordinated loan with financial charges.
To consider and approve the issuance of Right Shares to the existing shareholders of the Company in proportion to their shareholding, in accordance with Section 83 and other applicable provisions of the Companies Act, 2017, subject to necessary regulatory approvals.
04
Special Business:To approve the circulation of Annual Report (including the Audited Financial Statements, Auditor's Report, Directors' Report, Chairman's Review Report) to the Members of the Company through QR enabled code and web link in accordance with Section 223(6) of the Companies Act, 2017 read with
S.R.O. 389(1)/2023 dated March 21, 2023.
5. Any other Business with the permission of the Chair.
Statement under Section 134(3) of the Companies Act 2017 is annexed to the notice being sent to the members.
By Order of the Board
September 29, 2025 Noman Shakir
Karachi Company Secretary Notes:-
Book Closure
The share transfer books of 786 Investments Ltd. will remain closed from October 14, 2025, to October 21, 2025 (both days inclusive). The transfers received in order by our share registrar, FD Registrar Services (Pvt) Ltd situated on the l7th floor, Saima Trade Tower A, I.I. Chundrigar Road, Kai'ac1ii by the close of business on October 13, 2024, will be considered in time to attend and vote at the meeting.
-
Appointment of Proxy
A member entitled to attend the meeting may appoint any other member as his/her proxy to attend the meeting through video-link. A proxy form is enclosed.
A member entitled to attend and vote at Annual General Meeting shall be entitled to appeal member, as a proxy to attend and vote on his/her behalf. The proxies in order to be effective must be
received to FD Registrar Services (Pvt) Ltd situated on the l7th floor, Saima Trade Tower A,
I.I. Chundrigar Road, Karachi not less than foiTy-eight (48) hours before the meeting.
Members are requested to notify changes immediately, if any, in their registered addresses to FD Registrar.
-
For Appointment of Proxy
The shareholders will further have to follow the under Intentioned guidelines:
In case of individuals having physical shareholding or the account holder or sub-account holder and/or the person whose securities are in group account and their registration details are uploaded as per the CDC Regulations, shall submit the proxy form accordingly.
05
The proxy form shall be witnessed by two persons whose names, addresses and CNIC number shall be mentioned on the form.
Notarized copies of CNIC or the passport of the beneficial owners and the proxy shall be furnished with the proxy form.
In case of a corporate entity, the Board of Directors' resolution/power of attorney with specimen signature shall be submitted (unless it has been provided earlier) along with proxy form to the Company.
-
Submission of copy of CNIC/NTN (Mandatory):
Individual members who have not yet submitted photocopy of their valid CNIC to the Company/Share Registrar, are once again requested to send their CNIC (copy) at the earliest directly to FD Registrar Corporate Entities are requested to provide their National Tax Numbei' (NTN). Please also give Folio Number with the copy of CNIC/NTN details.
-
Availability of Annual Audited Financial Statements on the Company's website:
In terms of Securities and Exchange Commission of Pakistan's (SECP) S.R O. 634 (1)/ 2014, the Annual Report for the year ended 30 June 2024 will also be placed on 786 Investments Ltd.
website: https://www.786investments.com and is readily accessible to the shareholders.
-
Deposit of Physical Certificates in CDC Account
As per Section 72 of the Companies Acts, 2017, every AMC shall be required to replace its physical certificate with book-entry from in a manner as may be specified and from the date notified by the Commission, within a period not exceeding four years from the commencement of this Act.
The AMC having physical shareholders are encouraged to open the CDC sub-account with any of the brokers or investor Account directly with CDC to place their physical certificate into scrip less form.
- Un Claimed dividend
Shareholders who could not collect their bonus shares are advised to contact our share Registrar to collect
/ enquire about their unclaimed bonus shares, if any. In compliance with section 244 of the Companies Act 2017, after having the stipulated procedure, all such bonus shares outstanding for a period of three years or more from the date due shall be delivered to the SECP.
STATEMENT UNDER SECTION 134 (3) OF THE COMPANIES ACT, 2017This statement set on the material facts pertaining to Special Business Agenda Item No, 4 on the notice to be transacted at the 34th Annual General Meeting.
"RESOLVED TOAT The Securities & Exchange Commission of Pakistan (SECP) through its Notification No.
S.R.O. 389(1)/2023 dated March 21, 2023 has allowed the Companies to circulate the Audited Financial Statements to its Members/Shareholders through Quick Response (QR) enabled code and weblink instead through CD/DVD/USB. Considering the optimum use of advancement of technology and Members approval is sought for the circulation of Annual Report (including the Audited Financial Statements, Auditor's Report, Directors' Report, Chairman's Review Report) to the Members of the Company through QR enabled code and weblink in accordance with Section 223(6) of the Companies Act, 2017 read with S.R.O. 389(1)/2023 dated March 21, 2023.
06
FINANCIAL HIGHLIGHTS
2025 | 2024 | 2023 | 2022 | 2021 | 2020 | |
Rupees In Million | ||||||
Authorized Capital | 200.0000 | 200.0000 | 200.0000 | 200.0000 | 200.0000 | 200.0000 |
Paid-Up Capital | 149.7375 | 149.7375 | 149.7375 | 149.7375 | 149.7375 | 149.7375 |
Shareholders' Equity | 271.7596 | 236.3416 | 240.6827 | 230.6069 | 230.1301 | 210.3695 |
Total Assets | 299.2635 | 260.5153 | 262.8287 | 255.4305 | 248.8764 | 229.6785 |
Short-Term Investment in Securities | 271.0735 | 245.1858 | 241.4905 | 226.5300 | 215.2467 | 192.0067 |
Income From Investments | 57.9297 | 45.1355 | 32.8254 | 2.0061 | 4.6185 | 7.6435 |
Management Fee | 19.3107 | 18.8082 | 13.2533 | 13.1830 | 8.8368 | 9.5667 |
Advisory Fee | 1.1111 | 1.1111 | 1.1111 | 1.1111 | 1.1111 | 1.1111 |
Dividend Income | 0.0288 | 0.2484 | 0.4416 | 17.5517 | 9.5510 | 10.0074 |
Other Income | 0.8273 | 1.3405 | 0.7176 | 1.1484 | 3.7407 | 2.8357 |
Net unrealized gain/(loss) on revaluation of investments | 2.8661 | (18.6037) | 0.8503 | - | - | - |
Profit Before Taxation | 38.9514 | 10.9400 | 13.5368 | 3.8205 | 5.1396 | 5.4481 |
Taxation | 3.5334 | 5.2811 | 3.4610 | 3.0283 | 1.8708 | 1.5122 |
Profit After Taxation | 35.4180 | 5.6588 | 10.0758 | 0.7923 | 3.2688 | 3.9359 |
Book Value Per Share | 18.1491 | 15.7837 | 16.0736 | 15.4007 | 15.3689 | 14.0492 |
Earnings Per Share | 2.37 | 0.38 | 0.67 | 0.05 | 0.22 | 0.26 |
07 | ||||||
CHAIRMAN'S REPORT
Throughout the year, the Directors of 786 Investments Limited have exemplified professionalism, expertise, and commitment in navigating the Company through a demanding phase of transformation. I extend my sincere gratitude to the Board Members for their invaluable efforts, which have been vital in supporting our turnaround journey.
The Company is undertaking a comprehensive strategic reassessment, encompassing an in-depth review of the economic environment and a thorough evaluation of available resources. This process involves significant adjustments to our financial and operational structures, necessitated by the challenges faced in the preceding year.
As part of our strategic initiatives, the Company has intended to issue the right shares in proportion of 1 Right Shares for every 3 ordinary shares held i.e. approximately 33.33 % and prioritized the repayment of its subordinated loan, a step aimed at strengthening profitability, achieving a debt-free position, and aligning resources with long-term growth objectives. This measure underscores our commitment to sustainable expansion and enhanced value creation for shareholders. Management remains fully engaged with all stakeholders to ensure the process is executed seamlessly and in strict compliance with regulatory requirements.
In parallel, we are implementing a cost optimization program to drive operational efficiency. A central focus for the coming year is the expansion of our Assets Under Management (AUM). As of June 30, 2025, the 786 Smart Fund reported an AUM of PKR 1.5 billion, while the newly launched 786 Islamic Money Market Fund has already achieved an AUM of PKR 437 million. Both funds are playing a pivotal role in strengthening the Company's growth trajectory and sustainability. By leveraging our resources with discipline and foresight, we are confident of enhancing profitability and delivering consistent returns to our investors.
On behalf of the Company, I wish to convey my deepest appreciation to the Securities and Exchange Commission of Pakistan and the management of the Pakistan Stock Exchange Limited for their unwavering support and cooperation. I also extend heartfelt thanks to our valued stakeholders, whose trust and contributions remain at the core of our continued success.
Ahmed Salman Munir Chairperson September 29, 2025 Karachi.08
REPORT OF THE DIRECTORS OF THE MANAGEMENT COMPANY
The Board of Directors of 786 Investments Limited. ("786" or the "Company") is pleased to present the annual report and the audited financial statements of the Company for the year ended June 30, 2025.
Principle Business:786 Investments Ltd is a public listed company incorporated in Pakistan. The Company is registered as NBFC under the NBFC Rules, 2003. The Company has obtained the license to carry out Asset Management Services and in process of obtaining the license of Investment Advisory Services and under the NBFC Rules, 2003, and NBFC Regulation, 2008.
Company Performance Review:June 30, 2025 | June 30, 2024 | |
--------------- Rupees --------------- | ||
Management Fees | 19,310,743 | 18,808,201 |
Advisory fee | 1,111,111 | 1,111,111 |
Dividend income | 28,793 | 248,382 |
Net realized gain on investments | 39,640,107 | 42,922,832 |
Income on debt securities | 18,289,552 | 2,212,633 |
Net unrealized gain/(loss) of investments | 2,866,112 | (18,603,724) |
Other Operating Income | 827,254 | 1,340,547 |
Operating Profit | 38,923,052 | 11,021,406 |
Administration and Operating Expenses | (40,250,931) | (31,815,524) |
Financial Charges | (2,072,436) | (3,862,506) |
Total Expenses | (42,323,367) | (35,678,030) |
Other operating charges | (798,867) | (1,421,995) |
Profit Before Taxation | 38,000,236 | 9,911,339 |
Profit After Taxation | 35,418,029 | 5,658,848 |
The Company recorded a Profit After Taxation of PKR 35.418 million during the year ended June 30, 2025, as compared to PKR 5.659 million in the corresponding period last year. The significant growth in profitability is primarily attributable to an increase in Income on Debt Securities, which rose to PKR 18.290 million from PKR
2.213 million in 2024.
Management Fees also increased to PKR 19.311 million from PKR 18.808 million, reflecting steady growth in fund management operations. Furthermore, the Company recorded a Net Unrealized Gain on Investments of PKR
39.64 million as compared to a Net Unrealized Loss of PKR 42.92 million in the previous year.
On the expenses side, Administration and Operating Expenses rose to PKR 40.251 million from PKR 31.816 million in 2024, representing a 26.51% increase, mainly due to higher operational and compliance costs. Financial charges, however, reduced to PKR 2.072 million from PKR 3.863 million, contributing positively to the bottom line.
09
Overall, the Company delivered strong performance in FY2025, with improved investment income, reduced financial charges, and higher operating efficiency driving the substantial growth in profitability. The earnings per share (EPS) of the Company for the year ended June 30, 2025, was PKR 2.37 as compared to PKR 0.38 per share for the corresponding period last year, reflecting a substantial improvement in profitability.
The Board of Directors of the Company has a responsibility to ensure that the internal financial control system of the company is adequate and is operating effectively.
The Company remained focused on growing its Assets Under Management (AUMs). During the year, the Company successfully expanded its product base and is now managing two funds: (i) 786 Smart Fund (Shariah Compliant Income Scheme) and (ii) 786 Islamic Money Market Fund (Shariah Compliant Money Market Scheme).
786 Smart Fund reported AUMs of PKR 1,513.811 million as of June 30, 2025, compared to PKR 879.23 million as of June 30, 2024, reflecting strong growth during the year.
786 Islamic Money Market Fund was launched on October 22, 2024, and recorded net assets of PKR 437.28 million as of June 30, 2025.
This growth demonstrates the Company's strategy to diversify its product offerings and enhance its investor base by introducing Shariah-compliant investment solutions.
Future Plans:The Company is undertaking a comprehensive reassessment of its strategy by carefully evaluating both the prevailing economic environment and its internal resources. To reinforce the capital base and align resources with long-term growth ambitions, the Board has approved a right shares issue of one right share for every three shares held. Proceeds from this issue will be utilized primarily for the repayment of subordinated loans, enabling the Company to achieve a debt-free balance sheet and improved profitability, as well as for the upgradation of technology-critical steps toward sustaining business growth and competitiveness.
To accelerate growth in AUMs, the Company is establishing a upgrading its technology, with disciplined resource allocation, strict regulatory compliance, and active stakeholder engagement, the Company is confident of strengthening its financial position, driving sustainable growth, and delivering enhanced long-term value to shareholders.
In parallel, the Company is implementing a cost optimization program to enhance operational efficiency and is pursuing organizational restructuring by streamlining processes and introducing effective cost-control measures.
Economic Review:The global economy in mid-2025 is marked by rising uncertainty, with growth projected at 3.0% in 2025 before moderating to 2.6% in the second half, reflecting trade frictions, high borrowing costs, and supply chain disruptions. Inflation has eased but remains uneven, with the OECD forecasting U.S. inflation at 4.2%, above target levels. In North America, U.S. growth is expected to slow sharply to 1.6% in 2025 from 2.8% in 2024, while Canada is also forecast at 1.6%. The EU is projected to expand by just 1.0%, with Germany under pressure, though service-driven economies such as Spain and Greece show resilience. In Asia-Pacific, India remains strong with 7.4% growth in Q1 2025, contrasting with East Asian economies weakened by U.S. tariffs and Japan constrained by rising bond yields. China's growth is projected at 4.6%, weighed down by weak exports and a struggling property sector. The Middle East faces declining oil prices despite U.S.-Gulf investments, while Sub-Saharan Africa is
10
forecast to grow 3.6%, though high debt undermines stability. Overall, global risks remain tilted downward, requiring businesses to stay agile, diversify markets, and focus on cost management to navigate volatility.
Pakistan recorded a current account deficit of USD 103 million in May 2025; however, the cumulative current account balance for 11MFY25 remained in surplus at USD 1.81 billion, supported primarily by strong remittance inflows. As of June 20, 2025, the State Bank of Pakistan's foreign exchange reserves fell to an 11-month low of USD 9.06 billion on account of external debt repayments. Subsequently, reserves were replenished as the central bank secured USD 3.6 billion in commercial and multilateral inflows, lifting reserves above the FY25 target and strengthening the country's external position. Set Management)
Money Market Review:The Monetary Policy Committee, in its meeting on June 16, 2025, maintained the policy rate at 11 percent, noting that headline inflation rose to 3.5 percent in May, broadly in line with expectations, while inflation expectations moderated. Provisional GDP growth for FY25 stood at 2.7 percent, with the government targeting 4.2 percent in FY26, supported by improving industrial and services activity. The current account posted a surplus of USD 1.9 billion during Jul-Apr FY25, backed by strong remittances, though rising imports widened the trade deficit. SBP reserves reached USD 11.7 billion in early June and are expected to increase to USD 14 billion by year-end on planned inflows. Fiscal indicators strengthened, with the primary surplus improving to 2.2 percent of GDP, while a target of 2.4 percent has been set for FY26. Inflation is projected to remain within the 5-7 percent target range, though risks persist from external sector pressures, volatile oil prices, and geopolitical tensions.
Asset Management Industry OverviewMutual Funds (open-end funds) recorded Assets Under Management (AUMs) of PKR 3.612 billion as of June 30, 2025, reflecting a 58.14% increase from PKR 2.284 billion as of June 30, 2024.
The Company's Assets Under Management (AUM) stood at PKR 1,951.09 million as of June 30, 2025, showing a 50.93% growth compared to PKR 1,292.63 million of June 30, 2024.
Corporate Social Responsibility and Impact on EnvironmentIn June 2025, the Company, in partnership with Dawood Global Foundation and with the support of Bank Al Baraka, successfully completed a three-day water infrastructure project across six sites in Skardu. The initiative included borehole drilling, installation of submersible pumps, solar-powered systems with shade protection, pipelines, and final reinforcements, greatly enhancing community access to clean water. 786 Investments Limited played an active on-ground role, ensuring smooth and timely execution.
Likewise, under the Climate Promise: Green Skills Training Program, implemented with UNDP support, over 600 beneficiaries-equally split between men and women-in Mirpurkhas, Tando Allahyar, Larkana and Dadu were trained in e-commerce, water harvesting, organic farming, beekeeping, fuel-efficient cooking, and food dehydration. The program emphasized gender balance, practical learning, and community engagement, directly benefiting 600 individuals and indirectly reaching about 3,000 community members. Sustainability measures include job placement facilitation, microfinance linkages, and the planned distribution of 200 solar stoves. 786 Investments Limited actively participated on the ground, working alongside Dawood Global Foundation to ensure effective and impactful delivery.
These initiatives reaffirm our long-term commitment to fostering an inclusive, sustainable, and equitable future for Pakistan. We deeply appreciate the dedication of our team and the invaluable support of our partners, which
11
were instrumental in achieving these milestones. Looking ahead, 786 Investments Limited remains steadfast in its mission to create lasting value for clients, shareholders, employees, and the wider community, while continuing to drive initiatives that promote resilience, opportunity, and sustainable growth.
Principle Risk & UncertaintiesThe company currently manages the "786 Smart Fund," and "786 Islamic Money Market Fund" are Islamic Income Fund primarily invested in Sukuk. Sukuk investments offer attractive returns due to the rise in KIBOR by the Monetary Policy Committee (MPC). In the near future, we are evaluating the allocation of an A+/A1+ rated Sukuk, aiming to yield substantial returns.
The Company's risk management policies and procedures ensure that risks are effectively identified, evaluated, monitored, and managed. Risk management is a dynamic function and management must continuously monitor its internal risk procedures and practices to reduce earnings variability.
Board EvaluationIn compliance with the Listed Companies (Code of Corporate Governance) Regulations, 2019, an evaluation of the Board of Directors and its Committees was carried out. A comprehensive self-evaluation survey was conducted to assess the performance of the Board and its Committees. Feedback was obtained from all Board members covering areas such as strategic clarity, business direction, effectiveness of the business plan, and adequacy of the Board's functional role.
Corporate Governance and Financial Reporting FrameworkThe Directors are pleased to state as follows:
The financial statements, prepared by the company, present its state of affairs fairly, the result of its operations, cash flows and changes in equity.
Proper books of account have been maintained by the company.
Appropriate accounting policies have been consistently applied in preparation of financial statements and accounting estimates are based on reasonable and prudent judgment.
International Financial Reporting Standards, as applicable in Pakistan, have been followed in preparation of financial statements and any departures there from has been adequately disclosed and explained.
The system of internal control is sound in design and has been effectively implemented and monitored with ongoing efforts to improve it further.
There are no significant doubts upon the company's ability to continue as a going concern.
There has been no material departure from the best practices of Corporate Governance except as disclosed in the statement of compliance annexed with these financial statements.
There has been no trading during the year in the units of the Fund carried out by the Directors, Chief Executive Officer, Company Secretary and their spouses and their minor children except as disclosed in the relevant notes to the financial statement.
12
There is no statutory payment on account of taxes, duties, levies and charges outstanding.
The Company has complied with the requirement of the Regulation and LISTED COMPANIES (CODE OF CORPORATE GOVERNANANCE) REGULATIONS, 2019 in the following manner.
The total number of directors are seven (7) as per the following:
Male: 6
Female: 1
The Composition of board is as follows:
Category | Names | Designation |
Independent Directors | Mr. Ahmed Salman Munir Mr. Nadeem Akhtar Mr. Ahmer Zia Sarwar | Chairperson Director Director |
Executive Director | Ms. Tara Uzra Dawood | Chief Executive Officer |
Non-Executive Directors | Syed Musharaf Ali Mr. Naveed Ahmed Mr. Iqbal Shafiq | Director Director Director |
Female Directors | Ms. Tara Uzra Dawood | Chief Executive Officer |
During the year, four meetings were held. The attendance of each Director is as follows:
Names | No of Meetings held | No of Meetings attended | Leave granted |
Ms. Tara Uzra Dawood | 4 | 4 | - |
Mr. Iqbal Shafiq | 4 | 4 | - |
Syed Musharaf Ali | 4 | 4 | - |
Mr. Nadeem Akhtar | 4 | 3 | - |
Mr. Ahmed Salman Munir | 4 | 4 | - |
Mr. Naveed Ahmed | 4 | 4 | - |
Mr. Ahmer Zia Sarwar | 4 | 4 | - |
13
Audit Committee Meeting
During the year, four meetings were held. The attendance of each member is as follows:
Names | No of Meetings held | No of Meetings attended | Leave granted |
Mr. Ahmer Zia Sarwar | 4 | 4 | - |
Syed Musharaf Ali | 4 | 4 | - |
Mr. Naveed Ahmed | 4 | 4 | - |
The remuneration of the Non-Executive Directors, Independent Directors, and the Chief Executive Officer for attending meetings of the Board and its Committees is approved by the Company in the General Meeting. The remuneration is determined considering prevailing industry trends and best business practices. Detailed disclosures of remuneration paid to the Chief Executive Officer and Directors are provided in Note 33 to the financial statements.
Auditors' AppointmentThe Auditors, M/s Riaz Ahmed & Co., Chartered Accountants, have given their consent to continue as auditors of the Company. The Board Audit Committee has recommended their re-appointment for the year ending June 30, 2026, for 786 Investments Limited, which has been duly approved by the Board along with a 10% increase in their audit fee.
Auditors' ReportThe Auditors have given their unmodified opinion on the financial statements of the Company for the year ended June 30, 2025.
Statement of Ethics and Business PracticesThe Board of Directors of Company has adopted a Statement of Ethics and Business Practices. All employees are informed of this statement and are required to observe these rules of conduct in relation to business and regulations.
DividendBased on the above, the Board of Directors of the Company has decided not to distribute any dividend to the shareholders for the year.
Credit RatingThe Pakistan Credit Rating Agency Limited (PACRA) has assigned an asset manager rating of "AM3", to the Company.
14
Trading in shares of the Company
No transactions were recorded during the year 2024-25.
Transaction with Connected Persons/Related PartiesTransactions between the Fund and its connected persons as disclosed in notes to the financial statements are carried out on an arm's length basis.
Pattern of Share Holding as on June 30, 2025The pattern of shareholding holding as on June 30, 2025 is annexed to these financial statements.
Key Financial HighlightsKey financial highlights are summarized and annexed to these financial statements.
Staff Retirement Benefits786 operates a provident fund scheme for all permanent employees' details are included in these financial statements.
Events after the Balance Sheet DateAs part of our strategic initiatives, the Company has intended to issue the right shares in proportion of 1 Right Shares for every 3 ordinary shares held i.e. approximately 33.33 % and prioritized the repayment of its subordinated loan, a step aimed at strengthening profitability, achieving a debt-free position, and aligning resources with longterm growth objectives
The Company shall issue 4,990,751 (Four Million Nine Hundred Ninety Thousand Seven Hundred Fifty-One) ordinary shares, at a price of PKR 10/- (Pak Rupees Ten) per share, aggregating to PKR 49,907,509/- (Pak Rupees Forty-Nine Million Nine Hundred Seven Thousand Five Hundred Nine Only).
Further, there was no other subsequent event after the Balance sheet date. AcknowledgementThe Board of Directors of the Management Company is thankful to the Securities and Exchange Commission of Pakistan and the management of the Pakistan Stock Exchange Limited for their continued support and cooperation. The Directors also appreciate the efforts put in by the employees of the Company for their commitment and dedication and shareholders for their confidence in the Company.
Ahmed Salman Munir Director
Chairperson September 29, 2025 Karachi.
15
16
17
18
19
20
INVESTMENTS
2024¿?30
18,808,201
1,111,111
248,382
42,922,832
2,212,633
(18,603,724)
1,340,547
11,021,406
(31,815,524)
(3,862,506)
(35,678,030)
(1,421,995)
9,911,339
5,658,848
21
22
SATATEMENT OF COMPLIANCE WITH LISTED COMPANIES (CODE OF CORPORATE GOVERNANANCE) REGULATIONS, 2019 FOR THE YEAR ENDED JUNE 30, 2025
The Company has complied with the requirement of the Regulation in the following manner:
The total number of directors are seven (7) as per the following:
Male: 6
Female: 1
The Composition of board is as follows:
Category
Names
Designation
Independent Directors
Mr. Ahmed Salman Munir Syed Shabahat Hussain Mr. Ahmer Zia Sarwar
Chairperson Director Director
Executive Director
Ms. Tara Uzra Dawood
Chief Executive Officer
Non-Executive Directors
Syed Musharaf Ali Mr. Naveed Ahmed Mr. Iqbal Shafiq
Director Director Director
Female Directors
Ms. Tara Uzra Dawood
Chief Executive Officer
The Directors have confirmed that none of them is serving as a director in more than seven listed companies, including this company.
The Management Company has prepared a Code of Conduct and has ensured that appropriate steps have been taken to disseminate it throughout the Company along with its supporting policies and procedures.
The board has developed a Vision/Mission statement, overall corporate strategy and significant policies of the Company. A complete record of particulars of significant policies along with the dates on which they were approved or amended has been maintained.
All the powers of the board have been duly exercised and decisions on relevant matters have been taken by the board/shareholders as empowered by the relevant provisions of the Act and these Regulations.
The meetings of the Board were presided over by the Chairman and, in his absence, by a director elected by the Board for this purpose. The Board has complied with the requirement of the Act and the Regulations with respect to frequency, recording and circulating minutes of meeting of board.
23
The Board of Directors have a formal policy and transparent procedures for remuneration of Directors in accordance with the Act and these Regulations.
The directors of the Company are experienced and seasoned corporate professionals and are well-conversant with the relevant laws applicable to the Company, its policies and procedures and provisions of memorandum and articles of association and are aware of their duties and responsibilities. The Chief Executive Officer as a Director in the Board is exempted from the Directors Training Program in accordance with the criteria specified in Clause (xi) of the Code, The remaining directors will acquire the required director's training certification subsequent to renewal of business license.
The Board has approved appointment of Chief Financial Officer, Company Secretary and Head of Internal Audit, including their remuneration and terms and conditions of employment and complied with relevant requirements of the Regulations.
Chief Financial Officer and Chief Executive Officer duly endorsed the financial statements before approval of the Board.
The Board has formed following committees comprising of members given below:
Category
Names
Committees
Designation
Independent Directors Non-Executive Director Non-Executive Director
Syed Shabahat Hussain Syed Musharaf Ali
Mr. Naveed Ahmed
Audit Committee
Chairman Audit Committee Member
Member
Independent Directors Executive Director
Non-Executive Director
Mr. Ahmed Salman Munir Ms. Tara Uzra Dawood Mr. Naveed Ahmed
Human Resource & Remuneration Committee
Chairperson HR&RC Member
Member
The terms of reference of the aforesaid committees have committee have been formed, documented and advised to the committee for compliance.
The frequency of meetings of the committee were as per following:
Audit Committee : 04 meeting were held during the FY 2024-2025
The Board has set up an effective internal audit function who are considered suitably qualified and experienced for the purpose and are conversant with the policies and procedures of the Company.
The statutory auditors of the company have confirmed that they have been given a satisfactory rating under the Quality Control Review program of the Institute of Chartered Accountants of Pakistan and registered
24
with Audit Oversight Board of Pakistan, that they and all their partners are in compliance with International Federation of Accountants (IFAC) guidelines on code of ethics as adopted by the Institute of Chartered Accountants of Pakistan and that they and the partners of the firm involved in the audit are not a close relative (spouse, parent, dependent and non-dependent children) of the chief executive officer, chief financial officer, head of internal audit, company secretary or director of the company.
The statutory auditors or the persons associated with them have not been appointed to provide other services except in accordance with the Act, these regulations or any other regulatory requirement and the auditors have confirmed that they have observed IFAC guidelines in this regard.
We confirm that all requirements of regulations 3, 6, 7, 8, 27, 32, 33 and 36 of the Regulations have been complied.
Explanations for non-compliance with requirements, other than regulations 3, 6, 7, 8, 27,32, 33 and 36 are below:
Sr. No. | Requirement | Explanation of Non-Compliance | Regulation No. |
1 | Responsibilities of the Board and its members The Board is responsible for adoption of corporate governance practices by the Company. | Non-mandatory provisions of the Regulations are partially complied. The Company is deliberating on full compliance with all the provisions of the Regulations. | 10(1) and 10(3) |
2 | Significant policies The Board is required to approve anti-harassment policy to safeguard the rights and well-being of employees. | During the year, Securities and Exchange Commission of Pakistan (SECP) amended regulation 10 of the Regulations on 12 June 2024. Currently, the management is assessing this amendment and compliance thereof, as applicable, will be performed in due course of time. | 10(4)(xvi) |
3 | Role of the Board and its members to address Sustainability Risks and Opportunities The board is responsible for governance and oversight of sustainability risks and opportunities within the Company by setting the Company's sustainability strategies, priorities and targets to create long term corporate value. | During the year, Securities and Exchange Commission of Pakistan (SECP) amended regulation 10 of the Regulations on 12 June 2024. Currently, the management is assessing this amendment and compliance thereof, as applicable, will be performed in due course of time. | 10A |
4 | Formal Policy The Board shall have in place a formal policy and transparent procedure for attending meetings of the Board and its committees. | Currently, a formal policy is being prepared and will be finalized by the next year. | 16 |
25
Sr. No. | Requirement | Explanation of Non-Compliance | Regulation No. |
5 6 7 | Directors' Orientation Program All companies shall make appropriate arrangements to carry out orientation for their directors to acquaint them with these Regulations, applicable laws, their duties and responsibilities to enable them to effectively govern the affairs of the listed company for and on behalf of shareholders. Directors' Training:
Directors' Training: Companies are also encouraged to arrange training for at least one head of department every year under the Directors' Training Program from July 2022. | All the directors are already highly qualified and experienced. Ms. Tara Uzra Dawood, CEO & Director, has already completed the Director Training Program. Additionally, three directors-Syed Shabahat Hussain, Mr. Salman Munir, and Iqbal Shafique-have been exempted and have applied for grandfathering certificates. The remaining directors will obtain their training certifications from an SECP-approved institute by September 30, 2025. The Company has planned to arrange Directors' Training Program certification for head of department in the next few years. | 18 19(1) 19(3)(ii) |
26
Sr. No. | Requirement | Explanation of Non-Compliance | Regulation No. |
8 9 10 11 | Qualification of Company Secretary: No person shall be appointed as the company secretary unless he holds the qualification as specified under the relevant Regulations by the Commission: Provided, the same person shall not simultaneously hold the office of Chief Financial Officer and the Company Secretary of a listed company. Nomination Committee The Board may constitute a separate committee, designated as the nomination committee, of such number and class of directors, as it may deem appropriate in its circumstances. Risk Management Committee The Boad may constitute the risk management committee, of such number and class of directors, as it may deem appropriate in its circumstances, to carry out a review of effectiveness of risk management procedures and present a report to the board. Disclosure of significant policies on website The company may post key elements of its significant policies, brief synopsis of terms of reference of the board's committees on its website and key elements of the director's remuneration policy. | The same individual holds the positions of Chief Financial Officer and Company Secretary at a listed company, primarily due to the company's status as a small Asset Management Company (AMC) managing only one mutual fund. The individual in question possesses the relevant knowledge, skills, and qualifications as specified under the applicable regulations set forth by the Commission. Currently, the board has not constituted a separate Nomination Committee, and the functions are being performed by the Human Resource and Remuneration Committee. Currently, the board has not established a Risk Management Committee. The company's Head of the Risk Department performs the necessary functions and keeps the board informed. Since the company is not engaged in equity trading and manages only one income fund, this structure is deemed sufficient. Yes, the company will post key elements of its significant policies on its website in near future. | 24 29 30(1) 35 |
27
28
29
| Attention: This is an excerpt of the original content. To continue reading it, access the original document here. |
