Ghani ChemWorld Limited
Chemistry in action.....
/cORP/ PSX-33
General Manager
StoCk Exchange Limited
March 16, 2026
Stock Eachame
Building,
Stock lixchnrige Road
I(arachi
a tia Rede b a e R
With reference IO our litter No. GCWL/ CORPJPSX-32, dated March 13, 2O2Q on
tfte subject citect above, wg enclose herewith draft SchedNe f/OlTer documents of
Ghmi ChemWorld Limited
for your review and comments.
further, we would like to inform
you that Ghani ChemWorld Limited does not
intend to seek publiC CulTlments on the draft office documents, as mention under
clause(iv)of clause '2
> Companies {Further Issue of Shares] Regulations, 2020.
You may please inform me TftEC I lolders of the Exchange accordingly. emWorld Limited
FARZANDAL
CompanySecreMp
Excl: As stated above
CC:
The Executive Director / HOD, Offsite-11 Department, RECP-Islamabad.
The Commissioner, Corporate Supervision Department, 8ECP-IBlam ibad.
Corporate Olncr:
g-7/'h. B!0Ck P, GuIshan-e-JamaI RyStd M'hh3t R06d, h 8f8Ch|, Ph: (0t q 34572 50
E-mz‹:. sales t4amu'@ghanlglobal coin E-ITIL!!. them'.tpIanI/ghaIi0l0tt1l.£0p1
I809801:Z015, IS014001:Z015 6 I30450B1:201BF•ERTIFIED
Schedule I Circular under Section 83 of the Companies Act, 2017 The Companies (Further Issue of Shares) Regulations, 2020 Right Share - Offer Document ADVICE FOR INVESTORSINVESTMENT IN EQUITY SECURITIES AND EQUITY RELATED SECURITIES INVOLVES A CERTAIN DEGREE OF RISKS. THE INVESTORS ARE REQUIRED TO READ THE RIGHTS SHARE OFFER DOCUMENT (HEREIN REFERRED TO AS 'OFFER DOCUMENT') AND RISK FACTORS CAREFULLY, ASSESS THEIR OWN FINANCIAL CONDITIONS AND RISK-TAKING ABILITY BEFORE MAKING THEIR INVESTMENT DECISIONS IN THIS OFFERING.
RIGHT ENTITLEMENT LETTER IS TRADABLE ON PSX, RISKS AND REWARDS ARISING OUT OF IT SHALL BE THE SOLE LIABILITY OF THE INVESTORS.
This document is issued for the purpose of providing information to shareholders of the Company and to the public in general in relation to the rights issue of Rs. 125,071,900 consisting of new Partially Redeemable Shares (PRS) of 1,250,719 by Ghani ChemWorld Limited. A copy of this document has been registered with the Securities Exchange.
This offer document is valid till (i.e. 60 days from the last day of payment of subscription amount)
-
Company profile and history
Full name of the Issuer
Ghani ChemWorld Limited
Incorporation date
July 31, 2024
Corporate Universal Identification Number (CUIN)
0265009
Address of Registered Office
10-N, Modal Town Ext, Lahore
Tel: +92-42-35161424-5
Address of Other Corporate Office
Manufacturing plant: Plot No. 13-24, Zone B, Hattar Special Economic Zone,
Distt. Haripur. Tel: 0311-4899149
Website address and web-link where latest available financial statements are placed (in case of listed company)
This offer letter can be downloaded from www.ghanichemworld.com and https://www.psx.com.pk
Contact details for shareholder facilitation (in form of postal address, phone number or email address)
Mr. Farzand Ali
Tel: +92-42-35161424-5
E-mail: farzandali@ghaniglobal.com
-
Details of the current right issue
Issue Size
Nos.
1,250,719
Par Value
PKR/Share
100.00
Issue Size
PKR
125,071,900
Redeemable Portion
PKR/Share
90.00
Irredeemable Portion
PKR/Share
10.00
Issue Size
% of Ordinary Shares
0.50%
i.e. 05 PRS against 1,000 Ordinary Shares
Offer Price
PKR/Share
100.0
Premium
PKR/Share
Nil
- Other Detail
1. Date of Final Offer Letter | |
2. Date of placing offer document on PSX for public comments. | Not Opted |
3. Date of Book Closure - From | |
4. Date of Book Closure - To | |
5. Commencement of trading of unpaid Rights on the Pakistan Stock Exchange Limited | |
6. Last date of trading of Rights Letter | |
7. Last date for acceptance and payment of shares in CDC and physical form - Last payment date | |
8. Web site address from where the offer documents can be downloaded | www,ghanichemworld.com |
Detail of the relevant contact persons | |||||
Name of the Person | Designation | Contact No. | Office Address | E-mail I.D. | |
1. Authorized | Asim Mahmud | Chief Financial | +92-42- | 10-N, Model | asim@ghani |
Officers of the Issuer | Officer | 35161424-5 | Town Ext, Lahore | global.com | |
Farzand Ali | Company | +92-42- | 10-N, Model | farzandali | |
Secretary | 35161424-5 | @ghani global.com | |||
Town Ext, Lahore | |||||
2. Underwriter | Muhammad Zubair | Deputy Manager Finance Department | 0321-5111288 | Zahid Latif Khan Securities (Pvt.) Limited 412, 4th Floor ISE Tower 55-B, Jinnah Avenue Islamabad. | muhammad zubair@zlksec .com |
3. Consultant | LSE Capital Limited | Right Issue Consultant | +92-42- 36368000-4 | The Exchange Hub, LSE Plaza, 19-Kashmir Egerton Road, Lahore. | info@lse .com.pk |
4. Bankers to the Issue | |||||
WE, ATIQUE AHMAD KHAN, THE CHIEF EXECUTIVE OFFICER AND ASIM MAHMUD, CHIEF FINANCIAL OFFICER OF THE COMPANY, CERTIFY THAT;
The offer document contains all information with regard to the issuer and the issue, which is material in the context of the issue and nothing has been concealed in this respect;
The information contained in the offer document is true and correct to the best of our knowledge and belief;
The opinions and intentions expressed therein are honestly held;
There are no other facts, the omission of which makes the offer document as a whole or any part thereof Misleading; and
All requirements of the companies act, 2017, the companies (further issue of shares) regulations, 2020, The central depository company and that of psx pertaining to the right issue have been fulfilled."
For and on behalf Ghani ChemWorld Limited
ATIQUE AHMAD KHAN CHIEF EXECUTIVE OFFICER ASIM MAHMUD CHIEF FINANCIAL OFFICERUndertaking by the Board of Directors (Board) [or an officer of the Company authorized by them in this behalf]
WE, THE BOARD OF DIRECTORS OF GHANI CHEMWORLD LIMITED HEREBY CONFIRM THAT:
All material information as required under the companies act, 2017, the securities act, 2015, companies (further issue of shares) regulations, 2020, the listing of companies and securities regulations of the pakistan stock exchange limited has been disclosed in this offer document and that whatever is stated in offer document and in the supporting documents is true and correct to the best of our knowledge and belief and that nothing has been concealed.
We undertake that all material information, including risks that would enable the investor to make an informed decision, has been disclosed in the offer document.
Right issue is the discretion of board of the issuer and it neither require approval of the commission nor the securities exchange.
The draft offer document was placed on the website of the securities exchange and the issuer, if public comments are sought, on
(i.e. Within 03 working days of the date of announcement by the board.
Comments from securities exchange and the secp were received on
The board has ensured that draft offer document is updated in light of the securities exchange and secp comments.
The board has disclosed on psx's and company's website, all the comments received along with the explanations as to how they are addressed.
The final offer document was submitted to the commission and placed on securities exchange website on along with the book closure dates and relevant right issuance timelines. (i.e. Within 05 working days from the date of receipt of comments of psx and secp).
The statuatory auditor m/s. Ilyas saeed & co., chartered accountants of the issuer shall submit half yearly report to the issuer regarding utilization of proceeds in the manner referred to in the final offer document. The issuer will include the report of the statutory auditor, along with its comments thereon, if any, in its half yearly and annual financial statements.
For and on behalf of Board of Director
Ghani ChemWorld Limited ATIQUE AHMAD KHAN CHIEF EXECUTIVE OFFICER FARZAND ALI COMPANY SECRETARY DISCLAIMER:In line with Companies Act, 2017 and Companies (Further Issue of Shares) Regulations, 2020, this document does not require approval of the Securities Exchange and the Securities Exchange Commission of Pakistan (SECP).
The Securities Exchange and the SECP disclaims:
any liability whatsoever for any loss however arising from or in reliance upon this document to any one, arising from any reason, including, but not limited to, inaccuracies, incompleteness and/or mistakes, for decisions and/or actions taken, based on this document.
any responsibility for the financial soundness of the Company and any of its schemes/projects stated herein or for the correctness of any of the statements made or opinions expressed with regards to them by the Company in this Offer document.
any responsibility w.r.t quality of the issue
It is clarified that information in this Offer document should not be construed as advice on any particular matter by the SECP and the Securities Exchange and must not be treated as a substitute for specific advice.
Glossary of Technical Terms & DefinitionsIssuer / Company Act
CDC
PRS/Partially Redeemable Shares
Commission/SECP NCCPL
PSX / Stock Exchange
Redeemable Portion Irredeemable Portion
Regulations
Ghani ChemWorld Limited Companies Act, 2017
Central Depository Company of Pakistan Limited
Ghani ChemWorld Limited - Partially Redeemable Shares
Securities and Exchange Commission of Pakistan National Clearing Company of Pakistan Limited Pakistan Stock Exchange Limited
Partially redeemable up to the Redeemable Portion of PKR 90 per share (PRS)
PKR 10 per PRS that will not be redeemed but mandatory conversion into ordinary shares, if face/par value of PRS falls to PKR 10 per PRS after redemption
The Companies (Further Issue of Shares) Regulations, 2020
Table of Contents
Salient Features of the Right Issue 07
Subscription Amount Payment procedure 12
Profile of management and sponsors 13
Financial Details of the Issuer 15
Risk Factors 17
Legal Proceedings 20
Salient Features of the Right Issue
-
Brief Terms of the Right Issue
a)
Description of the Issue
R1 - 0.50% Right Issue of Partially Redeemable Shares (PRS) at issue price of Rs. 100.00 (Premium: Nil) i.e. approximately 5.00 right shares (of Partially Redeemable Shares) for every 1,000 ordinary shares held by the shareholders of the Company.
b)
Size of the proposed issue
Rs. 125,071,900 divided into 1,250,719 Partially Redeemable Shares of the Company to be offered at issue price of Rs. 100.00 (Premium: Nil)
c)
Face value of the Partially Redeemable Share
PKRs. 100/- per Partially Redeemable Share divided into: Redeemable Portion of PKR 90 per share and Irredeemable Portion of PKR 10 per share.
d)
Basis of determination of price of the right issue
At Face/Par Value
e)
Proportion of new issue to existing issued shares with condition, if any
The quantum of the Right Issue is approximately 0.50% of the existing paid-up capital of the Company i.e. approximately 5.00 right shares (in the form of Partially Redeemable Shares) for every 1,000 ordinary shares held by the shareholders of the Company
f)
Date of meeting of board of directors (BoD) wherein the right issue was approved
March 13 , 2026
g)
Names of directors attending the BoD meeting
h)
Brief purpose of utilization of right issue proceeds
The purpose of the issue is to raise equity for injection in existing working capital of the Company and entire funds generated will be utilized for working capital needs.
i)
Purpose of the Right Issue - Details of the main objects for raising funds through present right issue.
The Company has commenced it production (in December 2025) and sales in January-March 2026 quarter. The Company has working capital requirement (that includes stock in trade, stores and spares, trade debts, advances to suppliers less trade payable). Working capital requirement is envisaged to be met with the combination of banks' short term borrowings and with the proceeds of this right issue. Operating Cycle is 105 days and estimated Working Capital Requirement is PKR 1,211.772 (Million) which will be met with the proceeds of the Right Issue and Short Term Borrowings.
Masroor Ahmad Khan
Atique Ahmad Khan
Hafiz Farooq Ahmad
Saira Farooq
Hafsa Masroor
Mehmood Ahmad
Hafiz Imran Lateef
j)
Minimum level of subscription (MLS)
100%
The Right Issue would be completely underwritten as per requirements of the applicable regulations
k)
"Application Supported by Blocked amount" (ASBA) facility, if any, will be provided for subscription of right shares
Not Applicable
No option is being provided
l)
clear justification for issuance of shares of different kind or class, if applicable
The issuance of Partially Redeemable Shares (PRS) has been structured to provide the Company with a flexible hybrid capital instrument while ensuring full compliance with the principle of capital maintenance. Any redemption shall be made only out of available distributable reserves and an equivalent amount shall be transferred to the Capital Redemption Reserve, thereby preserving the Company's paid-up capital structure. The PRS are being offered to the existing shareholders through a Right Issue on a uniform and non-discriminatory basis, ensuring equitable participation for all shareholders. The PRS carry voting rights and entitlement to dividends (subject to declaration), thereby maintaining shareholder participation in the governance and economic interests of the Company. From the Company's perspective, PRS function as a hybrid capital instrument that enables the Company to meet its working capital requirements while providing the flexibility to return capital through redemption once such capital is no longer required. (Shareholders have approved the terms and conditions and issuance
of PRS in their annual general meeting held on October 28th 2025)
Principal Purpose of the Issue and funding arrangements:
Details of the principal purpose of the issue.
The funds generated from the further issue of capital will be utilized as aforementioned.
Funds Required for
Rs.
Working capital requirement
125,071,900
125,071,900
This is first year of operation of the Company. Working Capital is worked out as follows, on the bases of full year production :
Working Capital Requirement PKR
Stock in Trade (including Stores and Spares)
852,086,382
Trade Debts
519,037,392
Advances and Prepayments
197,503,500
Less :
Trade Payables
(356,855,559)
1,211,771,715
Right Issue Proceeds
125,071,900
Bank Borrowings
1,086,699,815
Operating Cycle is ~105 days.
Disclaimer:
The management of the Company has made these projected working capital requirement on the best estimate basis. However, actual results and outcome may be different due to changed market and business environmentand factors beyond the control and anticipation of the management.
Additional disclosures relating to purpose of the issue shall be made in case of the following:
-
Brief Terms of the Right Issue
If purpose of the issue is to finance a project | Not Applicable | |
If purposes of the issue is to purchase Plant/ Equipment/ Technology | Not Applicable | |
If the purpose of the issue is to acquire Land | Not Applicable | |
If the purpose of the issue is to acquire intangible assets | Not Applicable | |
If purpose of the issue is loan/debt repayment | Not Applicable | |
If purposes of the issue is BMR/investment in greenfield project | Not Applicable | |
If purpose of the issue is to finance working capital |
|
iii.)Financial effects arising from right issue
Ordinary Shares Partially Redeemable Shares
Authorized Capital | Nos. | 260,000,000 | 10000000 |
Par / Nominal Value | PKR/Share | 10.00 | 100.00 |
Authorized Capital | PKR | 2,600,000,000 | 1,000,000,000 |
Issued Share Capital
Before Right Issue | Nos. | 250,143,950 | - |
After Right Issue | Nos. | 250,143,950 | 1,250,719 |
Total assets | PKR | 5,503,747,381 | 5,503,747,381 |
Less: Non-Current Liabilities | PKR | (650,000,000) | (650,000,000) |
Current Liabilities | PKR | (1,238,305,847) | (1,113,233,947) |
Net assets | PKR | 3,615,441,534 | 3,740,513,434 |
Represented by:
Issued, subscribed and paid up share capital | PKR | 2,501,439,500 | 2,626,511,400 |
Merger Reserve | PKR | 943,739,525 | 943,739,525 |
Accumulated profit | PKR | 170,262,509 | 170,262,509 |
PKR | 3,615,441,534 | 3,740,513,434 |
Important Ratios
Pre-Right Issue Post-Right Issue
Book Value | PKR/Share | 14.45 | 14.45 |
Current Ratio | times | 0.82 | 0.91 |
Debt-Equity Ratio | times | 0.52 | 0.47 |
-
Total expenses to the issue (provisional)
Consultant to the Issue
Rs. 5,000,000
Underwriting Commission
Rs. 3,752,157
Bankers' to the Issue
Rs. 500,000
Others
Rs.1,000,000
10,252,157
-
Details of underwriters
Name of Underwriter
Amount in Rs. Underwritten
Associated Company / Associated Undertaking of the Issuer
Muhammad Zubair
125,071,900
No
125,071,900
-
Commitments from substantial shareholders/directors:
NIL
Issue is 100% underwritten
Fractional shares Fractional shares, if any, shall not be offered and all fractions less than a s h a r e s h a l l b e c o n s o l i d a t e d a n d disposed of by the company and the proceeds from such disposition shall be paid to such of the entitled shareholders as may have accepted such offer;
- Important Dates:
Date of credit of unpaid Rights into CDC in Book Entry Form | |
Dispatch of Letter of Right (LOR) to physical certificate-holders | |
Intimation to Stock Exchange (s) for dispatch of physical Letter of Rights | |
Commencement of trading of unpaid Rights on the Pakistan Stock Exchange Limited | |
Last date for splitting and deposit of Requests into CDS | |
Last date of trading of Rights Letter | |
Last date for acceptance and payment of certificates in CDC and physical form - Last payment date | |
Allotment of shares and credit of book entry of Shares into CDC | |
Date of dispatch of physical Modaraba certificates |
-
Subscription Amount Payment procedure:
Payment as indicated above should be made by cash or crossed cheque or demand draft or pay order made out to the credit of "Ghani ChemWorld Limited-Right Shares Subscription Account" through any of the authorized branches of above mentioned bank(s) on or before along with this Right Subscription Request* duly filled in and signed by the subscriber(s).
Right Subscription Request can be downloaded from https://www.ghanichemworld.com.
In case of Non-Resident Pakistani / Foreign shareholder, the demand draft of equivalent amount in Pak Rupees should be sent to the Company Secretary, Ghani ChemWorld Limited at the registered office of the issuer along with Right Subscription Request (both copies) duly filed and signed by the subscriber(s) with certified copy of NICOP / Passport well before the last date of payment.
All cheques and drafts must be drawn on a bank situated in the same city where Right Subscription Request is deposited. Cheque is subject to realization.
The Bank will not accept Right Subscription Request delivered by post which may reach after the closure of business on
, unless evidence is available that these have been posted before the last date of payment.
Payment of the amount indicated above to the issuer's Banker(s) to the issue on or before shall be treated as
acceptance of the Right offer.
After payment has been received by the Company's banker(s), the Right Securities will be credited into respective CDS Accounts within 14 business days from the last payment date. Paid Right Subscription Request will not be traded or transferred.
-
Profile of management and sponsors
Sr. No
Name of Director
Address
Brief Profile
Directorships in Other Companies
1
Masroor Ahmad Khan
46-E,
Model Town, Lahore, Pakistan
Bachelor's degree from the University of the Punjab. Joined the family business in 1 9 8 5 a n d a s s u m e d responsibility for salt, coal, and silica sand mining
Ghani Global Holdings Limited Ghani Chemical Industries Limited Kilowatt Labs Technologies Limited Ghani Engineering (Pvt.) Limited Air Ghani (Pvt.) Limited
Ghani Global Foods (Pvt.) Limited
projects of the Ghani Group.
Ghani Logistics (Pvt.) Limited
Later co-founded Ghani Global
G3 Properties (Pvt.) Limited
Group and established a
Ghani Gases (Pvt.) Limited
state-of-the-art industrial and
Kaya Projects (Pvt.) Limited
medical gases manufacturing
Ghani Industrial Complex (Pvt.) Limited
project near Lahore under the
Ghani Energies (Pvt.) Limited
name Ghani Gases. Certified
G3 Homes LLP
Director under the Code of
Corporate Governance.
2
Atique
46-E,
Qualified Mechanical and
Ghani Global Holdings Limited Ghani Global Glass Limited Ghani Chemical Industries Limited GHG Emission Mitigations Limited Kilowatt Labs Technologies Limited Ghani Engineering (Pvt.) Limited Air Ghani (Pvt.) Limited
Ghani Global Foods (Pvt.) Limited Ghani Logistics (Pvt.) Limited G3 Properties (Pvt.) Limited Ghani Gases (Pvt.) Limited
Ghani Industrial Complex (Pvt.) Limited Ghani Energies (Pvt.) Limited
G3 Homes LLP
Ahmad
Model
E l ectrical Engineer with
Khan
Town,
over 31 years of experience
Lahore,
in industrial sectors at senior
Pakistan
m a n a g e m e n t p o s i t i o n s .
Certified Director under the
Code of Corporate Governance.
3
Hafiz
46-E,
Engineering graduate from the
Ghani Global Glass Limited
Farooq
Model
University of Illinois, Chicago
Ghani Chemical Industries Limited
Ahmad
Town,
( U S A ) w i t h 2 1 y e a r s o f
GHG Emission Mitigations Limited
Lahore,
experience in the industrial sector.
Kilowatt Labs Technologies Limited
Pakistan
Holder of a patent registered in
Ghani Engineering (Pvt.) Limited
the United States. Cer tified
Air Ghani (Pvt.) Limited
Director under the Code of
Ghani Global Foods (Pvt.) Limited
Corporate Governance.
Ghani Logistics (Pvt.) Limited
G3 Properties (Pvt.) Limited
Ghani Gases (Pvt.) Limited
Ghani Industrial Complex (Pvt.) Limited
Ghani Energies (Pvt.) Limited
G3 Homes LLP
4
Saira Farooq
47-E,
Model Town, Lahore, Pakistan
Background in Arts and Interior Designing. Has served as Director in listed and private companies for more than 10 years. Certified Director under the Code of Corporate Governance.
Ghani Global Holdings Limited Ghani Engineering (Pvt.) Limited Ghani Global Foods (Pvt.) Limited
5
Hafsa Masroor
46-E,
Model Town, Lahore, Pakistan
Holds a Diploma of Higher Education in Law from the University of London. Certified Director under the Code of Corporate Gover nance.
-
6
Hafiz Imran Lateef
83-C,
Model Town, Lahore, Pakistan
Bachelor's degree from the University of the Punjab and MBA from Riphah International University. Possesses over 30 years of experience in the textile sector. Certified Director under the Code of Corporate Governance.
Ghani Chemical Industries Limited EA Pakistan (Pvt.) Limited
Texlynx Management & Development Associates (Pvt.) Limited
BV Consumer Products Services Pakistan (Pvt.) Limited
7
Mehmood Ahmad
Scheme No. 2, Near Masjid Aik Minar Wali, Kot Abdul Malik, Tehsil Ferozwala, District Sheikhupura, Pakistan
M.Phil and PhD in Islamic Banking & Finance. Has 18 years of experience in Islamic fi nance and t echnology implementation and 9 years of experience as a member of a Shariah Board. Certified Director under the Code of Corporate
Governance.
Ghani Global Holdings Limited
-
Financial Details of the Issuer
Ghani ChemWorld Limited (GCWL) was incorporated on July 31, 2024 under Companies Act, 2017. Main purpose of the formation of the Company is to transfer Calcium Carbide Project from GCIL to GCWL. GCWL will run, operate the Calcium Carbide Project.
-
Name of the Statutory Auditor
Ilyas Saeed & Co. Chartered Accountants
financial highlights of issuer since inception (July 31, 2024)
financial highlights for preceding one year of consolidated financial statements - Not Applicable
Detail of issue of capital in previous five years -
GCWLOrdinary Shares before the Scheme (Initial Capita)
Nos.
50,000
Ordinary Shares to be issued to the shareholders of GCIL as per the SWAP Ratio under the Scheme of Arrangement
Nos.
250,093,950
Ordinary Shares after the Scheme Impact
250,143,950
Average market price of the share of the issuer during the last six months is Rs. 16.68 per Share.
Share Capital and Related Matters
Pattern of shareholding of the issuer in both relative and absolute terms (as on June 30, 2025).
Category of Shareholders
Shares Held
% of Holding
Directors, CEO and their spouse and dependent children
87,981
00.03
Associated Companies, undertakings and related parties
(Ghani Global Holdings Limited)
139,952,994
55.95
Others/Individuals
110,102,975
44.02
Total
250,143,950
100.00%
Details and shareholding of holding company, if any. NOT APPLICABLE
-
Name of the Statutory Auditor
-
Risk Factors
All possible risk factors relating to business of the company, the project, technology, competition, suppliers, consumers, industry, liquidity, regulatory, changes in Govt. policies, law and order situation, capital market, pending litigations, defaults etc. shall be disclosed.
Risk as Envisaged by the Issue
Proposals to Address the Risk
Internal
/ External Risk
Remarks
New Business and Limited Operating History - The Company commenced production in December 2025 and commercial sales in January to March 2026 quarter. As a new entrant in the chemical trading and manufacturing segment, the Company has limited operating history which may affect predictability of revenues and operational efficiency.
Management has already conducted successful trial production and established operational systems. The Company is also strengthening its technical team and operational processes to ensure smooth scaling of production and sales.
Internal
Early stage operational risk is expected to reduce as commercial operations stabilize.
Regulatory and Storage Compliance Risk - Products such as Calcium Carbide require specialized storage, handling and safety approvals from regulatory authorities and distributors. Any delay in obtaining or renewing such approvals may impact storage capacity and distribution efficiency.
The Company is in the process of obtaining all required regulatory and storage approvals and implementing safety standards in accordance with applicable environmental and chemical handling regulations.
External / Internal
Compliance with regulatory requirements is part of the Company's operational strategy.
Working Capital Requirement Risk -The Company operates with an est imated operating cycle o f approximately 105 days, requiring substantial working capital for inventory, trade receivables and advances. Any constraint in working capital financing may affect operational continuity.
The Company intends to meet working capital requirements through a combination of right issue proceeds and short-term bank borrowings, ensuring adequate liquidity for operations.
Internal
The Right Issue itself is intended to mitigate this risk.
Market Demand Risk - Demand for chemical products such as Calcium Carbide, Carbon Black and related industrial inputs may fluctuate depending on industrial activity and market conditions.
The Company plans to diversify its product portfolio including Calcium Carbide, Carbon Black, PPC and other chemical products to reduce reliance on a single product and broaden its market base.
External
Diversification strategy reduces concentration risk.
Raw Material and Price Volatility Risk -Prices of raw materials and imported chemical inputs may fluctuate due to international commodity prices, exchange rate movements and supply disruptions.
The Company intends to maintain multiple suppliers, prudent inventory planning and long-term supply arrangements where feasible to mitigate price volatility risk.
External
Price fluctuations are inherent to chemical industry operations.
Competition Risk - The chemical trading and distribution industry is competitive, with several established suppliers and importers operating in the market.
The Company aims to build competitive advantage through reliable supply chain management, diversified product portfolio and strategic customer relationships.
External
Competitive environment may affect margins.
Operational and Technical Risk - Chemical products require specialized handling, storage and safety procedures. Operational inefficiencies or technical issues may impact production or distribution.
The Company is implementing standard operating procedures, technical training and safety compliance systems to ensure proper handling and storage of chemical products.
Internal
Industry-specific operational risk.
Under-Subscription Risk of the Right Issue -There is a risk that shareholders may not fully subscribe to the Right Issue.
The proposed Right Issue is fully underwritten in accordance with applicable regulations, thereby mitigating the risk of under-subscription.
External
Additional risk factors relating to the following areas shall necessarily be disclosed in the offer document, wherever applicable: Approvals that are yet to be received by the issuer; Seasonality of the business;
As aforementioned, no such risk is involvedRisk associated with orders not having been placed for plant and machinery in relation to the principal purpose of the issue;
As aforementioned, no such risk is involvedLack of experience of the Management to run the business;
No such risk is involvedIf the issuer has incurred losses in the last three financial years;
Not ApplicableDependence of the issuer or any of its business segments upon a single customer or a few customers
Not ApplicableLoans, if any, taken by the issuer and its subsidiaries that can be recalled at any time.
Not Applicable - except as mentioned in the Utilization of Proceeds SectionIn case of outstanding debt instruments, any default in compliance with the material covenants;
Not ApplicableDefault in repayment of loan by the issuer and associated group companies, if any.
Not ApplicablePotential conflict of interest of the Sponsors, substantial shareholders or directors of the issuer if involved with one or more ventures which are in the same line of activity or business as that of the issuer.
Not ApplicableExcessive dependence on any key managerial personnel for the project for which the issue is being made.
Not ApplicableAny material investment in debt instruments by the issuer which are unsecured.
Not ApplicablePending legal Proceeding against the issuer and associated group companies, which could have material adverse comments.
NilNegative cash-flow from operating activities in the last three preceding financial years.
Not Applicable Therefore, no such risk exists.Any restrictive covenant that could hamper the interest of the equity shareholders
Not ApplicableLow credit rating of the Issuer.
Not ApplicableDependence of the issuer or any of its business upon a single customer or few customers, loss of any one or more may have material adverse effect on the issuer.
Not ApplicableAny portion of the issue proceed that is proposed to be paid by the issuer to the sponsors, directors or key management personnel of the issuer.
Not Applicable Declaration:To the best of our knowledge and belief all risk factors have been disclosed.
- Legal proceedings
Any portion of the issue proceed that is proposed to be paid by the issuer to the sponsors, directors or key management personnel of the issuer.
NilAction taken by the securities exchange against the issuer or associated listed companies of the issuer during the last three years due to noncompliance of the regulations.
NilLegal proceedings be summarized in the following format:
There were no contingencies and commitments to report at 30 June 2025.
Signatories to the Offer document:
For and on behalf Ghani ChemWorld Limited
ATIQUE AHMAD KHAN CHIEF EXECUTIVE OFFICER ASIM MAHMUD CHIEF FINANCIAL OFFICER