Arif Habib Corporation LimitedPSX: AHCL

Announcement - Financial Results for the Year Ended 30 June 2025

· Issued by Arif Habib Corporation Limited

23'd September 2025

The General Manager

Pakistan Stock Exchange Limited Stock Exchange Building

Stock Exchange Road Karachi

Arif Habib Corp

FORM-3

Subject: Announcement - Financial Results for the Year Ended 30t' June 2025 Dear Sir

We have to inform you that Board of Directors of our company, Arif Habib Corporation Limited (AHCL), in their meeting held on Monday, 22" September 2025 at 5:15 p.m. at Arif Habib Centre, M. T. Khan Road, Karachi, recommended the following:

i) CASH DIVIDEND

A final Cash Dividend for the year ended 30"' June 2025 at 100% of the face value of Re.1/- per share i.e. Re.1. This is in addition to Interim Dividend already paid at NIL %

i.e. Rs. Nil per share.

  1. BONUS SHARES

  2. RIGHT SHARES

  3. ANY OTHER ENTITLEMENT/CORPORATE ACTION

  4. ANY OTHER PRICE-SENSITIVE INFORMATION

NIL NIL NIL NIL

The financial results for the year ended 30th June 2025, along with the required additional statements, are attached herewith as follows



Unconsolidated Statement ofProfit or Loss (Annexure-A-1) Unconsolidated Statement of Comprehensive lncome (Annexure-A-2) Unconsolidated Statement of Financial Position (Annexure-A-3)

  • Unconsolidated Statement of Changes in Equity (Annexure-A-4)

  • Unconsolidated Statement of Cash Flows (Annexure-A-5)

    Page 1 of 2

    Arif Habib Corporation Limited

    Registered & Corporate Office: ArifHabib Centre, 23, M.T. Khan Road, Karachi - 74000 Phone: +92 21 32460717-9 | Fax: +92 21 32468117, 32429653

    Email: info@arifhabibcorp.com | Web: https://www.arifhabibcorp.com



    Continuation Sheet

  • Consolidated Statement of Profit or Loss (Annexure-B-1) Consolidated Statement of Comprehensive Income (Annexure-B-2)

  • Consolldated Statement of Financial Position (Annexure-B-3) Consolidated Statement of Changes in Equity (Annexure-B-4)

  • Consolidated Statement of Cash Flows (Annexure-B-5)

  • Directors' Report (Annexure-C)

Arif Habib Corp

The Annual General Meeting of the Company will be held on Friday, 24'hOctober 2025 at 11:30 a.m. at Karachi.

The Share Transfer Books of the Company will be closed from 17" October 2025 to 24t October 2025 (both days inclusive). Transfers received in order at the office of our Share Registrar Mls. CDC Share Reglstrar Services Limited, CDC House, 99-B, Block-B, S.M.C.H.S, Main Shahrah-e-Faisal, Karachi at the close of the business on Thursday, 16" October 2025 will be considered in time for the determination of entitlement of shareholders to cash dividend and to attend and vote at the Annual General Meeting.

0' OJ

q•°'



The Annual Report of the Company will be transmitted through PUCARS at least 21 days before holding of Annual General Meeting.

Yours' faithfiilly

Manzoor Raza Company Secretary

Page 2 of 2

Dividend income

Note

2025

Rupees

4,811,614,378

2024

Rupees

3,671,992,623

Other revenue

25

141,379,559

123,843,455

Gross revenue

4,952,993,937

3,795,836,078

Gain on sale of securities - net

671,654,035

387,985,101

Administrative expenses

26

(452,296,357)

(170,024,421)

Net finance cost

27

(529,728,159)

(302,834,800)

Gain on remeasurement of investments - net

28

23,809,347,453

7,158,555,719

(Loss) / gain on investment property - net

(5,189,439)

13,500,000

Operating profit

28,446,781,470

10,883,017,677

Other income

29

225,493

Other charges

30

(38,337,707)

(3,622,500)

Profit before levy and income tax

28,408,669,256

10,879,395,177

Levy

31

(19,230,152)

(19,269,309)

Profit before income tax

28,389,439,104

10,860,125,868

lnGome tax expense

32

(4,614,094,745)

(1,429,528,363)

Profit for the year

23,775,344,359

9,430,597,505

Earnings per share - basic and diluted

33

5.64

(Restated)

2,24



The annexed notes from 1 to 46 form an integral part of these unconsolidated financial statements.



CHIEF EXECUTIVE OFFICER DIRECTOR CHIEF FINANCIAL OFFICER

2025

Rupees

2024

Rupees

Profit for the year

23,775,344,359

9,430,597,505

Other comprehensive income

Total comprehensive income for the year

23,775,344,359

9,430,597,505



The annexed notes from 1 to 46 form an integral part of these unconsolidated financial statements



CHIEF EXECUTIVE OFFICER DIRECTOR CHIEF FINANCIAL OFFICER

ASSETS

NON-CURRENT ASSETS

Property and equipment Intangible assets Investment property Long term investments

Long term loan to related party

Long term deposits and other receivable

CURRENT ASSETS

Loans and advances Mark-up receivable

Prepayments and other receivables Short term investments

Cash and bank balances

TOTAL ASSETS

EQUITY AND LIABILITIES

SHARE CAPITAL AND RESERVES

Issued, subscribed and paid up share capital

15

4,216,967,470

4,083,750,000

Shares to be issued under scheme of arrangement

16

133,217,470

4,216,967,470

4,216,967,470

Revenue reserves

General reserve

4,000,000,000

4,000,000.000

Unappropriated profrt

46,675,938,446

25,852,471,316

TOTAL EQUITY

54,892,905,916

34,069,438, 786

LIABILITIES

NON-CURRENT LIABILITIES

Deferred taxation - net

17

1,317,575,057

Contributions from musharaka participants

18

Lease liability

19

17,904,171

Loan from sponsor

20

1,335,479,228

CURRENT LIABILITIES

Running finance under markup arragement

21

501,329,430

Loan from sponsor

20

800,000,000

Other payables

22

1,039,208,977

Current portion of lease liability

19

12,823,623

Taxation - payments less provision

23

591,841,742

Unclaimed dividend

22,181,726

2,967,385,498

TOTAL LIABILITIES

11,398,891,099

4,302,864,726

Contingencies and commitments



TOTAL EQUITY AND LIABILITIES

66,291,797,015

38,372,303,512

Authorised share capital Share capital

Note 2025

Rupees



33,51 2,000

5

6 1,753,000,000

7 59,498,580,635

8 140,000,000

9 4,893,280

61,429,985,915

1,526,727,252

48,282,736

661,394,716

2,522,429,927

102,976,469

10

11

12

13

14

4,861,811,100

66,291,797,015

10,000,000,000

2024

Rupees

49,532,593

141,875

169,000,000

26,363,022,014

149,670,165

5,880,378 26,737,247,025

4,056,863,482

77, 280, 288

660,748,917

6,794,188,359

45,975,441

11,635,056,487

38,372,303,512

10,000,000,000

4,919,384,423

529,770,710

3,301,707,946 8,750,863,079



534,837,635

-973,925,751

17,904,174

1,092,903,050

28,457,410

2,648,028,020



The annexed notes from 1 to 46 form an integral part of these unconsolidated financial statements.



CHIEF EXECUTIVE OFFICER DIRECTOR CHIEF FINANCIAL OFFICER

ARIF HABIB CORPORATION LIMITED

UNCONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED JUNE 30, 2025

Reserves

Capital Reserves Revenue Reserves

Sub total

Total

Iss ued, Shares to be issued General Unappropriated subscribed under scheme of reserve profit

and paid up arrangement

share capital

.......................................................... . ............(RU eel .._

Balance as at July 1, 2023 4,083,750,000

Transactions with owners of the Company recorded directly in

4,000,000,000

2,385,423,995

16,385,423,995

20,469,173,995

equity - distributions

Effect of scheme of arrangement / merger - note 1.2

Total comprehensive income for the year ended June 30, 2023



133,217,470

4,036,449,816

4,169,667,286

4.169,667,286



Profit for the year

Other comprehensive income for the year

9,^30,597,505

9,430,597,505

9,430,597,505

9,430,597,505

9,430,597,505

9,430,597,505

Balance as at June 30. 2024 4,083,750,000

133,217,470



4 000,000,000

25,852,471,316

29,985,688,786

34,069,438,786

Transactions with owners of the Company recorded directly in

equity - distributions

Final cash dividend at the rate of Rs. ?' per share

for the year ended June 30, 2024

(2,951,877,229)

(2,951,877,229)

(2,951,877,229)

Effect of scheme of arrangement / merger - note 1.2

133,2t7,470

(133,217,470)

(133,217,470)

Total comprehensive income for the year ended June 30, 2024 Profit for the year

Other comprehensive income for the year

Balance as at June 30, 2025



216 967 70

23,775,344,359





23,775,344,359

- 4,000,000,000 46,675,93B,446

23,775,344,359

23,775,344,359

23,775,344,359 23,775,344,359

50,675,938,446 54,B92,905,916



The annexed notes from 1 to 46 form an integral part of these unconsolidated financial statements.



CHIEF EXECUTIVE OFFICER DIRECTOR CHIEF FINANCIAL OFFICER

ARIF HABIB CORPORATION LII¥IITED UNCONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED JUNE 30, 2025

CASH FLOWS FROM OPERATING ACTIVITIES

Note

2025

Rupees

2024

Rupees

Net cash generated from / (used in) operations

35

2,389,555,408

(1,886,277,983)

Long term loan to related party - net

9,670,165

(71,566,508)

Income tax and levies paid

(530,454,223)

(415,202,377)

Interest received

165,382,722

454,541,498

Finance cost paid

(765,025,601)

(731,331,981)

Net cash generated from / (used in) operating activities

1,269,128,471

(2,649,837,351)

CASH FLOWS FROM INVESTING ACTIVITIES

Acquisition of property and equipment

4.1

(2,536,746)

(1,975,874)

Dividend received

4,811,614,378

3,671,992,623

Proceeds from disposal of property and equipment

110,145

Acquisition of long term investments

(4,939,243,437)

(311,133,839)

Proceeds from disposal of long term investments

403,711,063

Acquisition of investment property

6.2

(1,710,020,000)

Proceeds from disposal of investment property

128,063,321

Proceeds from long term deposits and other receivable

987,098

325,000,000

Net cash (used in) / generated from investing activities

(1,307,314,178)

3,683,882,910

CASH FLOWS FROM FINANCING ACTIVITIES

Dividend paid

(2,945,601,545)

(19,651)

Loan received from sponsor

2,501,707,946

800,000,000

Contributions from musharika participants

522,537,950

Payment of lease liability

19

(17,191,314)

(15,125,340)

Net cash generated from financing activities

61,453,037

784,855,009

Net increase in cash and cash equivalents

23,267,330

1,818,900,568

Cash and cash equivalents at beginning of the year

(455,353,989)

(2,273,932,057)

Effect of exchange rate fluctuations on cash held

225,493

(322,500)

Cash and cash equivalents at end of the year

36

(431,861,166)

(455,353,989)



The annexed notes from 1 to 46 form an integral part of these unconsolidated financial statements



CHIEF EXECUTIVE OFFICER DIRECTOR CHIEF FINANCIAL OFFICER

CONSOLIDATED STATEMENT OF PROFIT OR LOSS FOR THE YEAR ENDED 30 JUNE 2025

Note

2025

Rupees

2024

Rupees

Revenue

35

9,204,577,411

9,958,775,201

Gain on remeasurement of in/estments - net

36

2,091,904,255

192,901,618

Gain on remeasurement of investment properties

9.1.5

13,747,240

12,650,971

Gain on sale of investments - net

1,724,345,185

765,187,414

(Loss) / gain on sale of investment properties

(18,936,679)

749,029

13,015,637,4t2

10,930,264,233

Cost of energy sales

37

(1,960,003,974)

(1,945,518,459)

Administrative expenses

38

(2,464,748,661)

(1,659,612,372)

Other income

39

90,746,299

73,223,561

Finance costs

40

(1,461,622,687)

(1,824,415,199)

Other charges

41

(108,124,283)

(18,450,415)

7,111,884,106

5,555,491,349

Share of profit of equity accounted investees - net of tax

10.4

6,843,256,104

4,768,956,103

Profit before levies and income tax

13,955,140,210

10,324,447,452

Levies

42

(21,987,963)

(22,223,159)

Profit before income tax

13,933,152,247

10,302,224,293

Income tax expense

43

(2,795,452,293)

(1,788,516,684)

Profit for the year

11,137,699,954

8,513,707,609

Profit attributable to:

Equity holders of the Parent Company

10,389,294,052

7,820,182,695

Non-controlling interests

748,405,902

693,524,914

11,137,699,954

8,513,707,609

(Restated)

Earnings per share - basic & diluted

44 2.46

1.85



The annexed notes from 1 to 57 form an integral part of these consolidated financial statements.



CHIEF EXECUTIVE OFFICER DIRECTOR CHIEF FINANCIAL OFFICER

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2025

2025

Rupees

2024

Rupees

Profit for the year

Other comprehensive income

Items that may be reclassified subsequently to consolidated statement of profit or loss

Share of other comprehensive loss of

11,137,699,954 8,513,707,609

equity accounted investees - net of tax

(19,441,179)

(15,123,971)

Items that will not be reclassified subsequently to consolidated statement of profit or loss

Other comprehensive loss for the year - net of tax

(19,441,179)

(15,123,971)

Total comprehensive income

11,1 18,258,775

8,498,583,638

Total comprehensive income attributable to:

Equity holders of the Parent Company

10,369,852,873

7,805,058,724

Non-controlling interests

748,405,902

693,524,914

11,118,258,775

8,498,583,638



The annexed notes from 1 to 57 form an integral part of these consolidated financial statements.



Chief Executive Officer Director Chief Financial Officer

Note

2025

Rupees

2024

Rupees

ASSETS

NON-CURRENT ASSETS

Property, plant and equipment

5

15,680,551,145

16,862,656,879

Intangible assets

6

685,389

978,594

Goodwill

7

910,206,117

910,206,117

Trading right entitlement certificate, membership cards and offices

8

5,600,000

5,600,000

Investment properties

9

1,791,900,000

207,900,000

Equity accounted investees

10

31,315,641,617

19,528,823,031

Other long term investments

11

8,349,314,000

4,832,778,004

Long term loan to related party

12

140,000,000

149,670,165

Long term advances, deposits and other receivables

13

32,240,987

56,374,711

58,226,139,255

42,554,985,501

CURRENT ASSETS

Trade debts

14

6,456,793,572

5,766,986,879

Loans and advances

15

1,528,340,074

4,056,876,080

Deposits and prepayments

16

405,221,564

304,237,366

Receivable under margin trading system

2,675,008

12,631,269

Receivable against trading of securities - net

683,091,537

Accrued mark-up and other receivables

17

1,488,824,124

1,233,332,362

Short term investments

18

3,624,012,681

7,344,894,001

Cash and bank balances

19

4,208,883,734

3,768,472,554

18,397,842,294

22,487,430,51 1

TOTAL ASSETS

76,623,981,549

65,042,416, 012

Continued - Page 1 of 2

EQUITY AND LIABILITIES

SHARE CAPITAL AND RESERVES

Issued, subscribed and paid-up share capital Shares to be issued under scheme of arrangement

Capital reserves

Surplus on revaluation

Revenue reserves General reserve Unappropriated profit

Equity attributable to owners of the Parent Company Non-controlling interest

TOTAL EQUITY

NON-CURRENT LIABILITIES

Long term loans - secured Land lease liability

Lease liability

Staff retirement benefits Loan from sponsor

Contributions from musharaka participants Deferred taxation - net

CURRENT LIABILITIES

Trade and other payables Accrued mark-up

Sales tax payable Short term borrowings Loan from sponsor

Current portion of long term loans - secured Current portion of lease liability

Current portion of land lease liability

Payable against purchase of investment - net Taxation - provision less payments Unclaimed dividend

TOTAL LIABILITIES

Contingencies and commitments TOTAL EQUITY AND LIABILITIES

Note 2025

Rupees

20 4,216,967,470

21

4,216,967,470

22 7,835,000

23 4,019,567,665

42,170,680,587

50,415,050,722

24 2,800,556,060

53,215,606,782

2,781,327,837

5,449,490,891

29,879,210

34,301,663

25,552,453

61,770,819

53,988,903

46,016,466

3,301,707,946

529,770,710

5,431,544,964

4,095,822,090

12,153,772,023

9,687,401,929

5,072,705,566

3,786,220,633

118,058,516

264,357,754

377,749,807

208,926,360

1,396,611,538

1,165,647,311

800,000,000

2,841,000,000

2,788,000,000

51,361,014

43,961,487

12,712,000

9,280,000

198,721,206

1,333,117,330

631,925,278

51,286,973

48,84 J ,551

11,254,602,744

9,940,881,580

25

26

27

28

29

30

31

32

33

29

25

27

26

23,408,374,767

34

76,623,981,549

2024

Rupees

4,083,750,000

133,217,470

4,216,967,470

7,835,000

4,019,567,665

34,805,458,414

43,049,828,549

2,364,303,954

45,414,132,503

19,628,283,509

65,042,416,012

The annexed notes from 1 to 57 form an integral part of these consolidated financial statements.



CHIEF EXECUTIVE OFFICER DIRECTOR CHIEF FINANCIAL OFFICER

Pa9e P of 2

ARIF HABIB CORPORATION LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2025

Equity attributable to owners of the Parent Company

Non-controlling interests

Total equity

Issued, subscribed

Capital reserve

Revenue reserves

and paid-up

share capital

Shares to be iss ed



under scheme on

of arrangement revaluation

Generl reserve

Unappropriated profit

Total

---------------------------------------------------------------------------------------------------- (Rupees) - ------- -------•••----------------------------------------------------------------------------------

Balance as at 1 Ju Iy 2023

Total comprehensive income for the year Profit for the year



4,083, 750,000



Y,835,000



4,019,567,665

26, 004, 636,795



7,820,182,695

34, 115,789, 460



7,820,182,695

3, 070,755,570



693,524,914

37,186,545, 030



8,513,707,609

Other comprehensive loss

(15,123,971)

(15,123,971)

(15,123,971)

7,605,056,724

7,805,058,724

693,524,914

8,498,583,638

Effects of scheme of arrangement note 1.1.1



1 33,217,470

995,762,895

1,128,980,365

(1,128,980,365)

Effect of scheme of arrangement on NCI

Distribution by subsidiaries

(270,996,165)

(270,996,165)

Ba Ian ce as at 30 June 2024



4,083,750, 000



133,217,470



7,835,000



4, 019,567, 665

34,805,458,414

43, 049,828,549

2,364,303,954

45, 414, 132,503

TotaI comprehensive income for the year

Profit for the year

-

10,389,294,052



10,389,294,052



748,405,902



11,137,699,954

Other comprehensive loss

-



(19,441,179)

(19,441,179)

-

(19,441,179)

-

10,369,852,873

10,369,852,873

748,405,902

11,118,258,775

Transactions with owners recorded

4,083,750,000

133,217,470

7,835, 000

4,019,567,665

45,175,311, 287

53,419, 681,422

3,1 'I 2,709,856

56,532,391,278

directly in equity

Final cash dividend at the rate of Rs. 7 per

share for the year ended 30 June 2024

(2,951,877,229)

(2,951,877,229)

(2,951,877.229)

Effects of scheme of arrangement - note 1.1 1

133, 217,470

(133,217,470)

Transaction with non controling interest - note 24.3

(52,753,471)

(52,753,471)

(8,586,216)

(61,339, 687)

Distribution by subsidiaries

(303,567,580)

(303,567,580)

Balance as at 30 June 2025

4,216,96?,470

7,835,000

4, 019,567,665

42,170, 680,567

50,415,050,722

2,800,556,060

53,215,606,782



The annexed notes from 1 to 57 form an integral part of these consolidated financial statements.



Chief Executive Officer Chief Financial Officer

ARIF HABIB CORPORATION LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2025

CASH FLOWS FROM OPERATING ACTIVITIES

Cash generated from operations Income tax and levies paid

Mark-up received Finance cost paid Gratuity paid

Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES

Capital expenditure incurred

Dividend from equity accounted investee Acquisition of investment property Acquisition of long term investment Investment in equity accounted investee

Proceeds from disposal of investment property Proceeds from sale of property, plant and equipment Proceed from sale of equity accounted investees Long term deposit and other receivables recovered Acquisition of equity interest in subsldiary

Net cash (used in) / generated from investing activities

CASH FLOWS FROM FINANCING ACTIVITIES

Repayment of long term loan Contribution from musharaka participants Loan received from sponsor

Short term borrowing proceeds

Refund against advance against equity

Distribution by subsidiary to non-controlling interest Dividend paid

Land lease rent paid

Lease rentals paid

Net cash used in financing activities

Net change in cash and cash equivalents

Note

46

9.1.2

9.1.3

30

29

26

2025

Rupees

8,114,513,041

(778,030,049)

542,211,131

(1,473,336,025)

(2,634,746) 6,402,723,352

(61,956,047)

2,848,949,906

(1,710,020,000)

(265,529,695)

(4,507,198,517)

128,063,321

1,007,837

365,837,209

24,133,724

(143,060,389)

(2,807,750,000)

522,537,950

2,501,707,946

230,964,227

(303,567,580)

(2,951,877,229)

(9,280,000)

(56,239,062)

(3,319,772,651)

(2,87*,503,748) 209,446,953

2024

Rupees

7,760,974,982

(637,771,015)

999,437,344

(1,826,710,577)

(3,664,277) 6,292,266,457

(9,941,990)

1,435,500,927

(428,648,677)

7,500,000

320,000

1,004,730,260

(2,874,500,000)

800,000,000

(2,000,000)

(270,996,165)

(10,960,000)

(47,916,662)

(2,406,372,827)

4,890,623,890

Cash and cash equivalents at beginning of the year Cash and cash equivalents at end of the year

2,602,825,243

47 2,812,272,196

(2,287,798,647) 2,602,825,243



The annexed notes from 1 to 57 form an integral part of these consolidated financial statements.



Chief Executive Officer Oirector Chief Financial Officer

DIRECTORS REPORT ARIF HABIB CORPORATION LIMITED - 2025 DEAR FELLOW SHAREHOLDERS,

The Board of Directors is pleased to present the Annual Report of Arif Habib Corporation Limited (AHCL) along with the audited financial statements and the auditors' report for the financial year ended 30thJune 2025.

PRINCIPAL ACTIVITIES

Arif Habib Corporation Limited (AHCL) is the holding company of the Arif Habib Group, with investments in a diversified portfolio spanning fertilizers, financial services, energy, cement, steel, real estate, and listed securities.

THE ECONOMY

Pakistan's economy in FY25 consolidated steadily, supported by IMF-backed reforms, a stronger external sector, and a gradual recovery in activity. Real GDP expanded by 2.68%, driven by services and industry, while remittances climbed to USD 38.3 billion, enabling the country to post its first external surplus since FY11. Foreign exchange reserves rose 54.5% to USD 14.5 billion, the PKR appreciated by 1.4%, and technology exports advanced 18% YoY. Inflation fell sharply to 4.5%, allowing interest rates to ease from 20.5% to 11%, setting the foundation for a more sustainable growth path.

FINANCIAL RESULTS

For the financial year 2024-25, AHCL reported a consolidated profit-after-tax attributable to equity holders of the Parent Company of PKR 10,389 million, compared to PKR 7,820 million in the previous year. This translates to earnings of PKR 2.46 per share, compared to PKR 1.85 per share (restated) last year.

On an unconsolidated basis, AHCL posted a profit-after-tax of PKR 23,775 million, equating to earnings of PKR 5.64 per share, a notable improvement compared to the profit-after-tax of PKR 9,431 million (or PKR 2.24 per share (restated)) recorded last year. The enhanced profitability is primarily driven by dividends and realized and unrealized gains on investments.

The Board has recommended declaration of a final Cash Dividend for the year ended 30thJune 2025 at 100% of the face value of Re.1/- per share i.e. Re.1. This entitlement shall be available to

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those shareholders whose names appear on the shareholders' register at the close of business on 16thOctober 2025.

CAPITAL RESTRUCTURING

The following material changes occurred in the Company's share capital during the year under review:

  • Allotment of Shares Pursuant to Scheme of Arrangement

    As part of a Scheme of Arrangement sanctioned by the Honourable High Court of Sindh on 21stOctober 2024, the Company allotted 13,321,747 ordinary shares to eligible shareholders of Arif Habib Limited on 31stOctober 2024. Consequently, the number of issued ordinary shares increased from 408,375,000 to 421,696,747.

  • Share Subdivision

To enhance liquidity and broaden investor participation, the shareholders approved a share subdivision on 19thMarch 2025. The face value of each ordinary share was reduced from PKR 10 to PKR 1, resulting in an increase in the number of issued shares to 4,216,967,470, without affecting the Company's total paid-up capital or shareholders' rights.

In line with IAS 33 - Earnings Per Share, EPS for all periods presented has been retrospectively adjusted to reflect the effect of the share subdivision as if it had occurred at the beginning of the earliest period presented.

PERFORMANCE OF INVESTEE COMPANIES

A brief review of our investee companies is as follows:

FERTILISERS

Fatima Fertilizer Company Limited (FATIMA), an associate of the Company, delivered strong operational and financial results for the year ended 30thJune 2025. FATIMA posted an after-tax profit of PKR 39,746 million, compared to PKR 31,357 million in the previous year. Despite a contraction in the local fertilizer market due to stressed farmer economics, the company strengthened its market share. This performance was supported by improved plant efficiencies, uninterrupted operations with all plants exceeding their production targets, and energy conservation initiatives. AHCL received dividends of PKR 2,288 million from FATIMA during the year.

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FINANCIAL SERVICES

Supported by IMF-backed reforms and improved investor sentiment FY25 marked a year of consolidation for Pakistan's economy, with the KSE-100 index closing at a record 125,627 points. Arif Habib Limited (AHL), AHCL's corporate brokerage house, delivered strong results, with profit after tax rising 60% year-on-year to PKR 979 million and operating revenues growing 37% to PKR 1.54 billion. Earnings per share stood at PKR 14.99, and the Board approved a 100% cash dividend amounting to PKR 653 million. AHCL earned a dividend of PKR 249.90 million from AHL during the year.

WIND POWER

Sachal Energy Development (Pvt) Limited (SEDPL), AHCL's wind power project, sustained its strong operational performance during FY25, maintaining a plant availability factor of over 99% since COD and continuing to supply clean energy to the national grid. SEDPL posted an after-tax profit of PKR 3,526.87 million, down from PKR 3,708.32 million in the previous year.

AHCL earned a dividend of PKR 1,373.23 million from SEDPL during the year.

REAL ESTATE

Javedan Corporation Limited (JCL) sustained strong momentum at Naya Nazimabad during the year. Upholding the Arif Habib Group's commitment to transparency and documentation, projects continued to progress through REIT structures with construction on schedule. Key milestones included the launch of the Business Enclave, handover of commercial shops in Rahat Residency Phase II, and steady advancement of apartment developments, reinforcing Naya Nazimabad's position as Karachi's leading master-planned community. JCL posted a profit after tax of PKR 1,636 million, translating into earnings per share of PKR 4.3. AHCL has earned PKR 602.13 in dividends from its real estate investments.

STEEL

Aisha Steel Mills Limited (ASML) closed the year with sales of 148,942 tons (including 25,456 tons exports) and production of 158,732 tons. Revenue stood at PKR 33,752 million, while margins came under pressure from volatile HRC prices and low-cost imports, leading to a net loss of PKR 1,352 million.

Despite these challenges, overall demand for CRC and GI improved, and management remains focused on cost optimization, operational efficiencies, and leveraging market opportunities to strengthen ASML's competitive position.

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CEMENT AND CONSTRUCTION ALLIED

Power Cement Limited delivered a strong turnaround in FY25, posting a net profit of PKR 815 million against a loss of PKR 2.70 billion last year. Gross profit rose by 24% to PKR 8.40 billion, supported by higher selling prices, efficiency gains, and greater use of alternative fuels. Finance costs declined substantially on the back of lower policy rates, disciplined working capital management, and debt repayments. These measures strengthened margins and restored profitability, placing Power Cement on a solid path for sustained growth. Safe Mix Concrete Limited performed steadily, reporting a profit after tax of PKR 102.71 million.

FUTURE OUTLOOK

FY26 is expected to build on recent momentum, with real GDP growth projected at 3.3-3.5% driven by an incremental saving in agriculture and steady gains in services and industry. Inflation is anticipated to remain contained at 5-7%, while the current account deficit is likely to stay manageable despite recovering imports. Stability in the PKR, supported by IMF programs and access to international financing, along with for further rate cuts during the current year, strengthen the outlook for sustained growth.

However, the Climate Change driven recent devastating rains, as well as the glacier-melt caused floods in the provinces of Khyber Pakhtunkhwa and Punjab have caused damage to infrastructure, crops, and private property. The extent of losses is still being assessed, though initial reports suggest they are marginal. Nevertheless, the Government is actively engaged with the international community to take effective and urgent measures to mitigate the global warming and prevent the adverse impact which our region is likely to suffer, despite it being no fault of countries in the region.

Investee companies are well-positioned for the current year, supported by continued growth in fertilizers and brokerage, resilience in real estate and power, and improving prospects in cement and steel. With a strategic focus on efficiency, growth, and value creation, the Company is confident of delivering consistent and sustainable improved performance going forward.

RISK MANAGEMENT

A comprehensive risk management system, devised by the Board, is in place to integrate organizational and procedural controls that identify, assess, and manage risks that could impact the Company's going-concern status. This framework promotes a balanced approach to risk-taking across all levels, ensuring that opportunities and risks are recognized at an early stage, measured effectively, and addressed through suitable instruments and controls.

As an investment-focused company, AHCL has evolved its risk management practices in line with its investment strategy. An annual review of business risks is conducted to ensure robust systems

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of risk identification, monitoring, and internal control are in place to safeguard the Company's assets, resources, reputation, and shareholder interests. Since inception, the Company has followed a disciplined policy of diversification across sectors and companies, underpinned by fundamental analysis and value investing principles. Risks are managed by applying prudence in security selection, avoiding concentration risk, ensuring adequate collateral and cash flow potential, and evaluating counterparty capacity. The Company has also contributed to strengthening capital market infrastructure through the active role of its representatives.

For strategic investments, risk management processes are tailored to the nature of each project. Decisions are taken after comprehensive analysis of risks and opportunities, with focus areas including strong governance, clear policies and procedures, continuous monitoring, robust management information systems, and effective internal controls. Management undertakes systematic reviews of risk and compliance, covering financial reporting, CSR, integrity, code of conduct, and regulatory requirements. Operational risks are mitigated through detailed pre-investment assessments, active representation on investee boards by experienced professionals, application of budgetary and internal controls, and continuous performance reviews, with divestment pursued where necessary. Oversight is further strengthened through the Board's Investment Committee, which vets and monitors all strategic investments with support from timely management reporting. Detailed qualitative and quantitative disclosures on risk management are presented in Note # 38 to the financial statements.

As an investment holding company, AHCL also promotes responsible business practices across its investee companies. While not directly engaged in manufacturing, we actively encourage our portfolio companies to integrate environmental, social, and governance (ESG) principles into their operations, including climate risk mitigation, community engagement, and sustainable practices. We further advocate for diversity, equity, and inclusion (DE&I), promoting policies that enhance gender equality and foster greater female participation in leadership roles.

CAPITAL MANAGEMENT AND LIQUIDITY

The Company follows a policy of maintaining a strong capital base to ensure investor, creditor, and market confidence, support future business growth, and sustain its ability to continue as a going concern. The objective is to provide returns to shareholders and benefits to other stakeholders while maintaining an optimal capital structure to reduce the cost of capital.

The Board of Directors monitors return on capital, defined as net profit after tax divided by total shareholders' equity. While the Company undertook certain capital restructuring initiatives in recent years, including the allotment of shares pursuant to a Scheme of Arrangement and a share subdivision, there has been no change in its overall approach to capital management. The Company is not subject to any externally imposed capital requirements.

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HUMAN RESOURCE/OUR PEOPLE AND CULTURE

At AHCL, our people remain the foundation of our sustained growth and value creation. We take pride in their commitment and competence and continue to invest in their long-term development through training, recognition, and transparent performance management. Our belief remains that the strength of our business rests on the adaptability, accountability, and continuous improvement of our workforce.

We are committed to building a diverse, equitable, and inclusive workplace where every individual can thrive. Recruitment practices are being enhanced to attract talent from diverse backgrounds, with a focus on increasing female participation, while career development is evaluated against transparent benchmarks. During the year, plans for conducting Diversity, Equity, and Inclusion (DEI) workshops were developed to promote inclusive thinking, while whistleblower and grievance mechanisms were reviewed and found to be adequate. Gender equality and pay transparency remain key priorities, with women currently representing 12.5% of our Board, alongside efforts to build a strong leadership pipeline for women and implement a formal pay equity framework.

Employee well-being remains central to our philosophy. A large number of employees across the Group participated in development programs during the year, while enhanced health insurance, mental wellness initiatives, and awareness campaigns further reinforced our people-first approach. Succession planning and leadership development efforts remain focused on identifying high-potential talent and preparing them for executive responsibilities. By embedding DEI practices and fostering an ethical and supportive culture, AHCL continues to strengthen its most valuable asset-its people-and looks ahead with determination to becoming an employer of choice and a benchmark for human capital development in Pakistan.

Equity remains a priority, and the Company is taking proactive steps to comply with SECP's circular on the gender pay gap. This global challenge reflects disparities in earnings driven by occupational segregation, experience differences, and systemic biases. Addressing it is key to ensuring fair compensation, inclusivity, and sustainable growth. By aligning with international best practices and regulatory guidelines, the Company seeks to enhance transparency, ensure pay equity, and reinforce its commitment to diversity and inclusion. A snapshot of the pay gap is provided below:

Mean gender pay gap

5.74%

Median gender pay gap

-95.86%

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MATERIALITY APPROACH ADOPTED

The Board of Directors closely monitors all material matters of the Company. In general, matters are considered to be material if, individually or in aggregate, they are expected to significantly affect the performance and profitability of the Company in accordance with the policy.

CORPORATE SOCIAL RESPONSIBILITY (CSR) & ENVIRONMENTAL, SOCIAL, AND GOVERNANCE (ESG)

Since inception, the Arif Habib Group has believed that business must serve a purpose beyond profit. Responsible and sustainable development has remained central to our philosophy, guiding us to act with care, responsibility, and sensitivity towards the communities and environments we touch.

Our CSR programs extend meaningful support across education, healthcare, environment, community welfare, sports, and relief work-areas where we can create real, lasting impact. We also place the well-being of our employees and stakeholders at the core, ensuring their safety, growth, and prosperity.

Aligned with our values, we have embedded ESG principles across our businesses to ensure that sustainability and governance go hand in hand with growth. Energy efficiency, conservation, and responsible power use are integral to our daily operations, while we actively pursue opportunities in renewable energy and research that reduce resource consumption and climate impact.

Transparency and accountability remain the foundation of our governance practices, as we consistently fulfill our obligations to the national economy and uphold the highest standards of corporate conduct.

Looking forward, we remain committed to strengthening Pakistan's growth story by reinvesting in its people, economy, and environment-anchored in the belief that true progress balances profitability with sustainability. Contributions by Group companies are detailed on Page # .

CORPORATE GOVERNANCE

AHCL, a listed company on the Pakistan Stock Exchange, remains committed to the highest standards of corporate governance. The Board and management diligently observe the Code of Corporate Governance prescribed for listed companies, ensuring their responsibilities are discharged with transparency, accountability, and fairness.

The Board affirms that proper books of accounts have been maintained, with appropriate accounting policies consistently applied, except where new or amended standards require otherwise (as disclosed in Note # 2.5 of the audited financial statements). The financial statements have been prepared in line with International Financial Reporting Standards (as applicable in

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