Annual Report 2025
Table of Contents
About Us | 02 | Board Committees | 20 |
Mission | 04 | Management Committees | 20 |
Vision | 05 | Organisational Structure | 21 |
Key Strategic Objectives | 06 | Executive Management Team | 22 |
Code of Conduct | 07 | Corporate Governance & Compliance | 24 |
Company Information | 08 | Business Risks & Challenges | 29 |
Chief Executive's Message | 09 | Chairman's Review Report | 30 |
SWOT Analysis | 10 | Directors' Report | 31 |
Awards & Accreditations | 11 | Statement of Compliance | 38 |
Financial Calendar | 12 | Review Report to the Members | |
Share Price Analysis | 13 | on Statement of Compliance | 41 |
Pattern of Shareholding | 14 | Gender Pay Gap Statement | 42 |
Board of Directors | 18 | Manufacturing Excellence | 43 |
Total Productive Management (TPM) | 47 | Auditors' Report to the Members | 76 |
Sustainability | 49 | Statement of Financial Position | 80 |
Health, Safety and Environment | 56 | Statement of Profit or Loss | 82 |
Human Resources (HR) | 60 | Statement of Comprehensive Income | 83 |
Information Technology (IT) | 63 | Statement of Changes in Equity | 84 |
Corporate Social Responsibility (CSR) | 65 | Statement of Cash Flows | 85 |
Statement of Value Addition | 67 | Notes to the Financial Statements | 86 |
Key Operational and Financial Data | 68 | Glossary | 129 |
Vertical Analysis | 69 | Notice of Annual General Meeting | 130 |
Horizontal Analysis | 70 | ہắ � dز�ćاڈ | 138 |
Graphical Presentation | 71 | Form of Proxy (مرť Jا2) | |
DuPont Chart Analysis | 74 | ||
Variation Analysis in Quarterly Results | 75 |
Annual Report 2025 01
About Us
Lotte Chemical Pakistan Limited (LCPL) is the only world-class manufacturer and supplier of Purified Terephthalic Acid (PTA) in Pakistan. The Company has the capacity to produce 500,000 tonnes of PTA per year through its state-of-the-art plant located at Port Qasim, Karachi.
02
Purified Terephthalic Acid (PTA)
LCPL holds the foundation of the polyester chain in Pakistan and retains its edge by being a local PTA manufacturer and major supplier for the domestic Polyester and PET industries. We maintain major share of the domestic market, and remain the supplier of choice based on our short delivery time, consistent quality and excellent customer service.
For producing PTA we import our feedstock (Paraxylene) from reputable suppliers based in Asia and Middle-East region. Our plant operates under a technology license with IPT (Invista Performance Technologies) which is currently the leading global supplier of PTA technology.
Crude Oil
Heavy Naptha
Paraxylene
PTA
Polyester Polymer
Our Customers
KPK
Since its inception, the Company has focused on meeting Pakistan's PTA demand. However, if domestic demand slows down, the Company is well placed to export to other countries. Our product meets all international quality standards and is well accepted by Customers in Asia and Middle-East region. Our domestic Customers are located across Pakistan.
Hub
Karachi
LCPL
Sheikhupura Faisalabad Lahore
Our Customers
Lotte Chemical Plant at Port Qasim
Annual Report 2025 03
Our Mission
To be supplier of choice to PTA customers in Pakistan and to maximize long-term business value.
04
Our Vision
The Spirit to Make a Difference through Value, Quality and Excellence
At Lotte Chemical Pakistan Limited, our customer's satisfaction is the driving force behind our spirit to meet challenges and achieve excellence in everything we do. We maximise operating efficiencies and demonstrate best practices in Safety, Health and Environment that add value to our quality product and make a difference in letter and in spirit.
Annual Report 2025 05
Our Key Strategic Objectives
Maintain a high standard of
HSE performance
Develop and retain talent and improve employee engagement
Deliver business improvement and cost optimization targets
Achieve more than 95% availability of PTA plant
Optimize and ensure availability of critical feedstock
Maximize domestic sales and market share
06
Our Code of Conduct
From the inception of the Company it has been and continues to be a policy that the Company and all its employees maintain the highest ethical standards in the conduct of the Company's business. Our Code of Conduct constitutes a set of standards and rules which form an integral part of our corporate culture and is a statement of who we are and how we work. They highlight business principles, the Company's responsibilities towards its employees, and employee responsibilities towards your Company. All standards ensure both management and staff work in cohesion towards the smooth functioning of the organisation.
Business Principles
These define our management principles, core values and other specific policy areas which help in creating long-term value with all stakeholders. Specific policy areas include supporting the principles of free enterprise, ethics, integrity and fairness in all aspects of operations, supporting community activities as a socially responsible corporate citizen, communications in an open, factual and timely manner, compliance with the laws in which we operate and protecting the
environment with the commitment to contribute to sustainable development. It is the responsibility of the Board through the Chief Executive to ensure that the business principles are communicated to all employees and to oversee implementation thereof.
Company Responsibilities
Employee Responsibilities
These define specific policy areas which include adopting a spirit of open communication, providing equal opportunities, a healthy, safe and secure environment, ensuring
employee rights are exercised such as freedom to join unions and associations, protecting employees' personal data and engaging in an active performance management
system.
The Code provides guidance to employees on their responsibilities towards media
relations, disclosures, inside information, protecting intellectual property, information technology, code of conduct, compliance with business policies which ensure highest ethical standards in the conduct of the Company's business.
Annual Report 2025 07
Company Information
As at 03 March 2026
Board of Directors
Imtiaz Ahmed Chairman
Adnan Afridi Chief Executive Muhammad Zahoor Ilahee Cheema Non-Executive Fehmina Khan Non-Executive
Audit Committee
Osman Asghar Khan Chairman Muhammad Zahoor Ilahee Cheema Member Faisal Ahmed Siddiqui Member
Shahid Ul Hassan Chattha Member
Faisal Abid Secretary
Executive Management Team
Adnan Afridi Chief Executive
Faisal Ahmed Siddiqui Non-Executive
Shabbir Diwan Non-Executive
Osman Asghar Khan Independent
Shahid Ul Hassan Chattha Independent
HR & Remuneration Committee
Shahid Ul Hassan Chattha Chairman
Faisal Ahmed Siddiqui Member Muhammad Zahoor Ilahee Cheema Member Adnan Afridi Member
Waheed U Khan Secretary
Muhammad Adnan Ali Rizvi Director, Strategy and Business Development Tariq Nazir Virk Director, Manufacturing
Waheed U Khan Director Admin, HR & IT
Ashiq Ali Chief Financial Officer
Muhammed Talha Khan General Manager Commercial
Chief Financial Officer
Ashiq Ali
Bankers
Allied Bank Limited Askari Bank Limited Bank Alfalah Limited Citibank NA
Dubai Islamic Bank Pakistan Limited Faysal Bank Limited
Habib Bank Limited
Habib Metropolitan Bank Ltd
Internal Auditors
KPMG Taseer Hadi & Co., Chartered Accountants
Legal Advisor
Naz Toosy
148, 18th East Street, Phase 1, DHA, Karachi
Shares Registrar
FAMCO Share Registration Services (Pvt) LTD.
Company Secretary
Faisal Abid
Industrial and Commercial Bank of China MCB Bank Limited
MCB Islamic Bank Limited Meezan Bank Limited National Bank of Pakistan Soneri Bank Limited
Standard Chartered Bank (Pakistan) Limited United Bank Limited
External Auditors
A.F. Ferguson & Co., Chartered Accountants
Registered Office
EZ/I/P-4, Eastern Industrial Zone, Port Qasim, Karachi
8-F, Near Hotel Faran, Nursery, Block 6, P.E.C.H.S., Shahrah-e-Faisal, Karachi
08
Chief Executive's Message
Dear Stakeholders,
The year 2025 represented a period of both challenge and opportunity for the Company, as we operated within a dynamic and evolving market environment. Sustained competitive pressure from low priced imports tested the resilience of the domestic industry while an unexpected operational disruption presented the team with an onerous challenge - one they navigated with exceptional performance, reinforcing the robustness of our operational and strategic foundations. Despite these headwinds, the Company demonstrated strong adaptability while working towards implementation of timely remedial measures to address cheaper imports from China. The year 2025 ended with positive financial performance along with a successful ownership change which reflects on collective dedication of our team and the unwavering commitment towards the business.
As we reflect on 2025, we recognize it as a year defined by both adversity and resilience for businesses in Pakistan and across global markets. Shifts in national energy policies and pricing structures significantly influenced operational planning and cost management. At the same time, the influx of lower-priced imports across the value chain intensified competitive pressures, placing sustained strain on margins and profitability. Elevated inventory levels within the polyester chain further reflected cautious market sentiment, adding complexity to an already challenging operating environment. Encouragingly, the latter part of the year signaled a measure of stabilization. A steady exchange rate and the gradual easing of interest rates provided much-needed relief to domestic industry, contributing to a more constructive economic outlook. Internationally, evolving policy positions in Western economies and ongoing geopolitical conflicts continued to shape global trade flows and market dynamics, requiring agility, disciplined execution, and strategic foresight. Amid these fluctuating conditions, our organization's resilience, adaptability, and unwavering commitment have enabled us to navigate uncertainty with focus and determination. As we look ahead, we remain confident in our strategic direction and our ability to capitalize on emerging opportunities, strengthen operational excellence, and consistently deliver sustainable value to our shareholders, customers, and broader stakeholder community.
Operationally, the Company experienced an unexpected equipment failure in August 2025 that temporarily affected production. Through swift technical intervention, disciplined execution, and close cross-functional coordination, we were able to minimize disruption and restore operational stability. Throughout the year, we maintained a strong focus on plant reliability, efficiency enhancement, and process optimization, while upholding the highest standards of health, safety, and environmental performance. Our unwavering commitment to
Health, Safety, Environment, & Security (HSE&S) continues to be a foremost priority, as evidenced by the successful achievement of 74.57 million man-hours as of December 31, 2025, with no reported injuries to either employees or contractor staff. These efforts underscore the professionalism and capability of our workforce.
Looking ahead, we remain cautiously optimistic about the outlook for the domestic petrochemical sector. Strengthened anti-dumping protections against Chinese PTA imports, alongside targeted investments in energy optimization and green initiatives that will structurally reduce operating costs while embedding long term sustainability into our business model are expected to reinforce the competitiveness of the business. The recovery in domestic demand further supports our confidence in the market's long-term growth potential. While global economic uncertainties and competitive pressures persist, our strategic focus on operational excellence, cost efficiency, and customer reliability positions the Company to capture emerging opportunities and deliver sustainable value.
On behalf of the management team, I extend my sincere appreciation to our employees for their dedication, to our customers and suppliers for their continued trust, and to our stakeholders for their enduring support. Their partnership remains central to our ability to navigate challenges and achieve long-term success. We look forward to building on the progress made in 2025 and advancing our shared objectives in the years ahead.
Sincerely,
Adnan Afridi
Annual Report 2025 09
SWOT Analysis
TRENGTHS
EAKNESSES
Exclusive Domestic Production: Sole producer of PTA in the country.
Robust Maintenance & HSE Systems: Well-established systems for maintenance and Health, Safety, and Environment (HSE) standards.
Competitive Sourcing: Strong ability to source raw materials competitively
Superior Service Offering: Capability to offer better services to customers compared to imported alternatives.
Skilled Workforce: A highly experienced and proficient team.
Limited Product Range: Single product business model.
Raw Material Dependence: Reliance on imported raw materials.
Market Overcapacity: Overcapacity in the Asian market, resulting in compressed margins.
PPORTUNITIES • Packaging Trends: Growing trends in packaging directly driving downstream
demand.
Logistical Advantage: Competitive edge over imports amid the global supply chain crisis.
Booming Sector: Anticipated growth in downstream sectors, supporting
capacity enhancements.
HREATS
Price Volatility: Fluctuations in crude oil and raw material prices.
Import Tariff Changes: Potential reduction in import tariffs.
Intensified Price Competition: Increased competition from imports due to regional oversupply.
Foreign Exchange Limitations: Limited access to foreign exchange in Pakistan for importing raw materials.
Economic Instability: Uncertainty in Pakistan's economic situation.
10
Awards & Accreditations
ISO 9001 - 2015, 14001:2015 & 45001:2018 Re-Certification
We are an ISO 9001: 2015, 14001: 2015 & 45001: 2018 certified company. Accreditation to this system has provided the foundation for better customer satisfaction, staff motivation and continual improvement of our processes. The company re-certifies their certification after the surveillance audit conducted in 2024 during which no major Non-Conformity reported by the auditors.
Women Empowerment & Gender Equality Recognition Award 2025
In a proud and inspiring achievement, LOTTE Chemical Pakistan Limited has been honored with the Women Empowerment & Gender Equality Recognition Award 2025 by the Employers' Federation of Pakistan (EFP). This recognition highlights LCPL's unwavering commitment to fostering an inclusive, diverse and empowering workplace for all employees.
3rd EFP Skills Development Employer's Recognition Award 2025
LOTTE Chemical Pakistan Limited (LCPL) has been honored with the 3rd EFP Skills Development Employer's Recognition Award 2025 under the Diamond Category for excellence in the On-the-Job Training Apprenticeship Program. This prestigious recognition reflects LCPL's strong commitment to developing skilled talent and contributing to sustainable workforce growth.
14th International Summit and Award on CSR 2025
4th International CSR Award was organized by The Professionals Network, The evaluation was carried out by an independent panel of TPN governing body and they acknowledged the efforts in the category for Sustainability Innovation.
17th International CSR Summit and Award 2025
The National Forum for Environment Health honored the Company with a prominent award for its continuous efforts in contributing towards corporate social responsibility and engaging employees in corporate CSR activities.
Annual Report 2025 11
Financial Calendar
13 February 2025 Announcement of results for the Year ended
31 December 2024
17 April 2025
27th Annual General Meeting was held
17 April 2025 Announcement of results for the
1st Quarter ended 31 March 2025
21 August 2025 Announcement of results for the
2nd Quarter ended 30 June 2025
29 October 2025 Announcement of results for the
3rd Quarter ended 30 September 2025
3 March 2026 Announcement of results for the Year ended
31 December 2025
Tentative dates for the announcement of 2026 financial results
20 April 2026 28th Annual General Meeting will be held
April 2026 Announcement of results for the
1st Quarter ending 31 March 2026
August 2026 Announcement of results for the
2nd Quarter ending 30 June 2026
October 2026 Announcement of results for the
3rd Quarter ended 30 September 2026
March 2027 Announcement of results for the Year ending
31 December 2026
All annual / quarterly reports are regularly posted at the Company's website: https://www.lottechem.pk
Annual General Meeting
The 28th annual shareholders meeting will be held at 11:00 a.m on 20 April 2026 at the Institute of Chartered Accountants of Pakistan (ICAP) auditorium, Chartered Accountants Avenue, Clifton, Karachi.
12
Share Price Analysis
On 31December 2025 there were 14,259 members on the record of the Company's ordinary shares. Market capitalization of the company's stock as at 31 December 2025 was recorded at Rs. 44.18 billion (2024: Rs 31.66 billion) with the price per share fluctuating from a high of Rs 30.15 to a low of Rs 15.06 and closing the year at Rs 29.18.
Trading volumes for the Company's shares remained consistently high during the year and 1,153.18 million shares were traded at the Pakistan Stock Exchange. The Stock posted a gain of 39.55% during the year as against 51.18% gain of PSX 100 index.
Closely held shares (i.e. those held by the sponsors, investment companies, financial institutions, foreign investors and other corporate bodies) amounted to 82.62% of the total share capital including 75.01% held by the PTA Global Holding Limited.
190,000
170,000
150,000
KSE 100 Index
130,000
110,000
90,000
70,000
50,000
LOTCHEM Share Price
40
35
LOTCHEM Share Price
30
25
20
15
10
5
Jan 25 Feb 25 Mar 25 Apr 25 May 25 Jun 25 Jul 25 Aug 25 Sep 25 Oct 25 Nov 25 Dec 25
KSE 100 Index LOTCHEM Share Price
80 Investor Relation Contact
70 Mr. Waseem Ahmed Siddiqui
(Manager Legal, Shares & Secretarial)
60 Email: waseem.siddiqui@lottechem.pk
UAN: +92(0)21 111-568-782
50 Fax: +92(0)21 34169126
40 Enquiries concerning cost of share
30 certificate, dividend payments, change
of address, verification of transfer deeds
20 and shares transfers should be directed
to the Shares Registrar at the following
10 address:
0
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov
LOTCHEM Trading Volume (in millions)
Dec
FAMCO Share Registration Services (Pvt) Ltd. 8-F, Near Hotel Faran, Nursery, Block-6, P.E.C.H.S, Shahrah-e-Faisal, Karachi.
Annual Report 2025 13
Pattern of Shareholding
As at 31 December 2025
No. of Shareholders | Size of Holding | No. of Shares held | |
From | To | ||
3,850 | 1 | 100 | 122,680 |
4,091 | 101 | 500 | 1,153,100 |
1,902 | 501 | 1,000 | 1,542,184 |
2,712 | 1,001 | 5,000 | 6,928,407 |
633 | 5,001 | 10,000 | 5,007,864 |
211 | 10,001 | 15,000 | 2,707,197 |
138 | 15,001 | 20,000 | 2,539,827 |
105 | 20,001 | 25,000 | 2,477,216 |
80 | 25,001 | 30,000 | 2,265,384 |
32 | 30,001 | 35,000 | 1,062,664 |
44 | 35,001 | 40,000 | 1,681,063 |
22 | 40,001 | 45,000 | 955,659 |
65 | 45,001 | 50,000 | 3,221,709 |
15 | 50,001 | 55,000 | 808,270 |
16 | 55,001 | 60,000 | 940,650 |
11 | 60,001 | 65,000 | 697,773 |
20 | 65,001 | 70,000 | 1,362,386 |
17 | 70,001 | 75,000 | 1,259,216 |
12 | 75,001 | 80,000 | 930,660 |
4 | 80,001 | 85,000 | 333,611 |
9 | 85,001 | 90,000 | 799,851 |
3 | 90,001 | 95,000 | 277,620 |
46 | 95,001 | 100,000 | 4,599,763 |
5 | 100,001 | 105,000 | 511,279 |
4 | 105,001 | 110,000 | 434,359 |
5 | 110,001 | 115,000 | 567,304 |
9 | 115,001 | 120,000 | 1,077,000 |
4 | 120,001 | 125,000 | 496,322 |
4 | 125,001 | 130,000 | 508,469 |
1 | 130,001 | 135,000 | 132,376 |
8 | 135,001 | 140,000 | 1,101,115 |
4 | 140,001 | 145,000 | 573,000 |
11 | 145,001 | 150,000 | 1,642,254 |
2 | 150,001 | 155,000 | 305,637 |
7 | 160,001 | 165,000 | 1,136,585 |
1 | 165,001 | 170,000 | 167,525 |
2 | 170,001 | 175,000 | 346,424 |
3 | 175,001 | 180,000 | 535,592 |
4 | 185,001 | 190,000 | 759,370 |
3 | 190,001 | 195,000 | 579,853 |
13 | 195,001 | 200,000 | 2,600,000 |
4 | 200,001 | 205,000 | 807,241 |
2 | 205,001 | 210,000 | 416,000 |
4 | 210,001 | 215,000 | 851,505 |
1 | 215,001 | 220,000 | 217,000 |
1 | 220,001 | 225,000 | 225,000 |
14
Pattern of Shareholding
As at 31 December 2025
No. of Shareholders | Size of Holding | No. of Shares held | |
From | To | ||
1 | 225,001 | 230,000 | 230,000 |
2 | 245,001 | 250,000 | 500,000 |
2 | 250,001 | 255,000 | 506,000 |
1 | 255,001 | 260,000 | 259,100 |
3 | 260,001 | 265,000 | 792,000 |
3 | 270,001 | 275,000 | 822,649 |
1 | 275,001 | 280,000 | 275,532 |
1 | 290,001 | 295,000 | 295,000 |
3 | 295,001 | 300,000 | 900,000 |
1 | 310,001 | 315,000 | 315,000 |
2 | 320,001 | 325,000 | 648,500 |
1 | 330,001 | 335,000 | 335,000 |
3 | 335,001 | 340,000 | 1,012,500 |
2 | 340,001 | 345,000 | 690,000 |
1 | 345,001 | 350,000 | 345,669 |
1 | 355,001 | 360,000 | 357,500 |
2 | 370,001 | 375,000 | 744,160 |
1 | 390,001 | 395,000 | 394,499 |
1 | 395,001 | 400,000 | 400,000 |
1 | 400,001 | 405,000 | 405,000 |
1 | 420,001 | 425,000 | 425,000 |
1 | 445,001 | 450,000 | 450,000 |
1 | 450,001 | 455,000 | 455,000 |
1 | 460,001 | 465,000 | 460,923 |
1 | 470,001 | 475,000 | 475,000 |
1 | 485,001 | 490,000 | 490,000 |
1 | 490,001 | 495,000 | 490,565 |
8 | 495,001 | 500,000 | 4,000,000 |
1 | 505,001 | 510,000 | 508,000 |
1 | 510,001 | 515,000 | 515,000 |
1 | 515,001 | 520,000 | 516,000 |
1 | 520,001 | 525,000 | 522,500 |
1 | 565,001 | 570,000 | 567,000 |
1 | 570,001 | 575,000 | 575,000 |
1 | 580,001 | 585,000 | 584,619 |
1 | 595,001 | 600,000 | 600,000 |
1 | 605,001 | 610,000 | 605,514 |
1 | 645,001 | 650,000 | 650,000 |
1 | 660,001 | 665,000 | 665,000 |
1 | 665,001 | 670,000 | 666,791 |
1 | 675,001 | 680,000 | 676,320 |
1 | 695,001 | 700,000 | 700,000 |
1 | 745,001 | 750,000 | 750,000 |
1 | 785,001 | 790,000 | 790,000 |
1 | 795,001 | 800,000 | 800,000 |
1 | 880,001 | 885,000 | 883,000 |
Annual Report 2025 15
Pattern of Shareholding
Size of Holding
From
To
No. of Shareholders
No. of Shares held
As at 31 December 2025
No. of Shareholders | Size of Holding | No. of Shares held | |
From | To | ||
1 | 890,001 | 895,000 | 891,350 |
1 | 900,001 | 905,000 | 902,281 |
1 | 905,001 | 910,000 | 906,366 |
2 | 955,001 | 960,000 | 1,917,787 |
1 | 970,001 | 975,000 | 970,711 |
5 | 995,001 | 1,000,000 | 5,000,000 |
1 | 1,025,001 | 1,030,000 | 1,025,157 |
1 | 1,110,001 | 1,115,000 | 1,112,391 |
1 | 1,150,001 | 1,155,000 | 1,150,998 |
2 | 1,180,001 | 1,185,000 | 2,365,894 |
1 | 1,190,001 | 1,195,000 | 1,193,089 |
1 | 1,285,001 | 1,290,000 | 1,288,580 |
1 | 1,370,001 | 1,375,000 | 1,372,028 |
1 | 1,395,001 | 1,400,000 | 1,400,000 |
1 | 1,410,001 | 1,415,000 | 1,411,986 |
1 | 1,480,001 | 1,485,000 | 1,482,782 |
2 | 1,495,001 | 1,500,000 | 3,000,000 |
1 | 1,525,001 | 1,530,000 | 1,528,573 |
1 | 1,755,001 | 1,760,000 | 1,756,500 |
2 | 1,800,001 | 1,805,000 | 3,605,547 |
2 | 1,995,001 | 2,000,000 | 3,997,321 |
1 | 2,075,001 | 2,080,000 | 2,076,575 |
1 | 2,245,001 | 2,250,000 | 2,250,000 |
1 | 2,645,001 | 2,650,000 | 2,649,480 |
1 | 2,995,001 | 3,000,000 | 3,000,000 |
1 | 3,160,001 | 3,165,000 | 3,163,500 |
1 | 3,275,001 | 3,280,000 | 3,279,500 |
1 | 3,305,001 | 3,310,000 | 3,306,731 |
1 | 3,485,001 | 3,490,000 | 3,485,135 |
1 | 3,605,001 | 3,610,000 | 3,608,000 |
1 | 4,995,001 | 5,000,000 | 5,000,000 |
1 | 5,680,001 | 5,685,000 | 5,684,901 |
1 | 6,995,001 | 7,000,000 | 7,000,000 |
1 | 7,135,001 | 7,140,000 | 7,137,038 |
1 | 7,910,001 | 7,915,000 | 7,913,278 |
1 | 8,700,001 | 8,705,000 | 8,701,109 |
1 | 9,400,001 | 9,405,000 | 9,401,500 |
1 | 14,065,001 | 14,070,000 | 14,066,211 |
1 | 17,900,001 | 17,905,000 | 17,900,070 |
1 | 19,995,001 | 20,000,000 | 20,000,000 |
1 | 23,740,001 | 23,745,000 | 23,740,331 |
1 | 41,560,001 | 41,565,000 | 41,563,233 |
1 | 56,425,001 | 56,430,000 | 56,425,865 |
1 | 1,135,860,001 | 1,135,865,000 | 1,135,860,105 |
14,259 | 1,514,207,208 | ||
16
Categories of Shareholding
As at 31 December 2025
S.No | Shareholders Category | No. of Shareholders | No. of Shares | Percentage (%) |
1 | Directors, Chief Executive Officer, and their spouse and minor children | 8 | 120,007 | 0.01 |
2 | Associated Companies, Undertakings and related Parties | 3 | 1,137,360,105 | 75.11 |
3 | NIT and ICP | - | - | - |
4 | Banks, Development Financial Institutions, Non Banking Financial Institutions | 20 | 66,192,961 | 4.37 |
5 | Insurance Companies | 5 | 5,688,446 | 0.38 |
6 | Modarabas and Mutual Funds | 12 | 5,320,961 | 0.35 |
7 | General Public :
| 14,054 1 | 184,405,933 1,594 | 12.18 0.00 |
8 | Others | 156 | 115,117,201 | 7.60 |
Total | 14,259 | 1,514,207,208 | 100.00 |
Shareholders holding ten percent or more voting rights
PTA Global Holding Limited 1 1,135,860,105 75.01
Shareholders CategorisationBanks, Development Financial Institutions, Non Banking Financial Institutions 4.37%
General Public: Local & Foreign 12.18%
Directors, Chief Executive Officer, and their spouse and
minor children 0.01%
Others 7.60%
Modarabas and Mutual Funds 0.35%
Associated Companies, Undertakings and related Parties
75.11%
Insurance Companies 0.38%
NIT and ICP 0.00%
Annual Report 2025 17
Board of Directors
As at 03 March 2026
Imtiaz Ahmed
Chairman
Tenure
Appointed to the Board on 12 November 2025 for the term to expire on 22 June 2026.
Outside Interests
CEO, International Petrochemicals (Pvt) Limited
CEO, PACHEM Global (Pvt) Limited
CEO, Faras Fertilizer Company (Pvt) Limited
Career
Dr. Imtiaz Ahmed is a seasoned professional with over 28 years of leadership experience in the petrochemical industry. As the Chief Executive Officer of International Petrochemicals (Pvt) Limited (IPC), PACHEM Global Pvt Limited, and Faras Fertilizer Company Pvt Limited, Dr. Ahmed has been instrumental in driving innovation and growth across these organizations.
Dr. Ahmed began his career as an Assistant Professor at St. Joseph's University in Philadelphia, where he taught for four years. He later pursued
and completed his Ph.D. in Business Administration from the University of Mississippi in 1990. With a strong academic foundation and entrepreneurial spirit, Dr. Ahmed went on to establish and lead several successful ventures in the petrochemical industry.
Under his leadership, IPC has achieved remarkable milestones, expanding its global footprint and fostering partnerships that deliver value to clients worldwide. His commitment to excellence, innovative mindset, and dedication to sustainability position him as a leader poised to make a lasting impact in the petrochemical and allied industries.
Adnan Afridi
Chief Executive
Tenure
Appointed to the Board on 12 November 2025 for the term to expire on 22 June 2026.
Outside Interests
Director, Dynea Pakistan Ltd
Director, Siemens (Pakistan) Engineering Company Ltd
Director, Biafo Industries Ltd
Chairman Board of Governors, The Kidney Centre Institute
Member Board of Governors, Shaukat Khanum Memorial Trust
Career
Mr. Adnan Afridi has over 30 years' international experience in Change Management, business transformation, innovation and profitability enhancement in blue chip companies, public sector and high growth situations. He has led a distinguished career in financial services and capital markets including serving as, Chairman and Managing Director of National Investment Trust Limited, Managing Director of the Karachi Stock Exchange, CEO, Overseas Chamber of Commerce and Industry (OICCI), CEO Tethyan Copper Company, Chairman of National Clearing Corporation of Pakistan (NCCPL) and Board of Directors of Central Depository Company (CDC). Mr. Afridi was also nominated by the Government of Pakistan as private sector nominee to the SECP Policy Board for a 4-year term that concluded in November 2022.
Mr. Afridi has a degree in Economics (A.B, Magna Cum Laude, 1992) from Harvard
University and a degree in Corporate Law (JD, Magna Cum Laude in 1995) from Harvard Law School.
Mr. Afridi is an active supporter of charitable organizations. He has served as the President of the Old Grammarians Society & Trust and is currently Chairman of the Board of Governors of the Kidney Center and a member of the Board of Governors of Shaukat Khanum Memorial Trust. He is also a Member of YPO Pakistan since 2008 and currently serving on the board of YPO- Gold Pakistan (former Chapter Chair). Mr. Afridi has also served as Founder & President of the Harvard Club of Pakistan.
He has served as Independent Director on the Company's Board from June 2020 to April 2023.
He is a certified Director of Corporate Governance from Pakistan Institute of Corporate Governance (PICG).
Muhammad Zahoor Ilahee Cheema
Non-Executive Director
Tenure
Appointed to the Board on 12 November 2025 for the term to expire on 22 June 2026.
Outside Interests
Managing Director, International Petrochemicals (Pvt) Limited
Managing Director, PACHEM (Pvt) Limited
Career
Mr. Zahoor Ilahee Cheema has been an integral part of International Petrochemicals (IPC) since 1995. With a deep understanding of operations, marketing, finance, and corporate strategy, he quickly established himself as a key leader within the organization.
As Managing Director, Mr. Cheema leverages his extensive experience and strategic vision to position IPC as a global leader in the petrochemical industry. Under his leadership, the company has expanded its footprint, strengthened its market presence, and
consistently delivered value to stakeholders.
Mr. Cheema's dedication and expertise continue to drive IPC's growth, innovation, and commitment to excellence in the international petrochemical sector.
Fehmina Khan
Non-Executive Director
Tenure
Appointed to the Board on 12 November 2025 for the term to expire on 22 June 2026.
Outside Interests
Director, Daewoo Pakistan Express Bus Service Ltd
Career
Ms Fehmina Khan is currently a director and board member of Pakistan Furniture Council (PFC) which is a non¬-profit organization aimed at improving furniture manufacturing and exports. She is also Creative Director of all PFC ventures.
Ms. Khan founded Tina Khan Interiors (TKID) in 2007 and has a prestigious client base including interior advise for President's Office of Pakistan, Foreign
Office Islamabad, as well as various private residences in Pakistan, United Kingdom, and Dubai.
Ms. Khan holds a degree in Business Management from King's College London, has read art history at the Corcoran Museum Institute in Washington D.C, followed by a professional diploma in interior design from KLC at Chelsea Harbour Design Centre, London UK.
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Faisal Ahmed Siddiqui
Non-Executive Director
Tenure
Appointed to the Board on 12 November 2025 for the term to expire on 22 June 2026
Outside Interests
Director, Daewoo Pakistan Express Bus Service Ltd
Director, North South Travel (Pvt) Ltd
Director, Sammi Mart (Pvt) Ltd
Director, Daewoo Cab (Pvt) Ltd
Director, Daewoo Real Estate Holding Company (Pvt) Ltd
Director, Daewoo Adda (Pvt) Ltd
Director, Daewoo Karachi City Bus Service (Pvt) Ltd
Director, Freightix Technologies (Pvt) Ltd
Director, East West Transport (Pvt) Ltd
Director, Liberty Daharki Power Ltd
Director, Liberty Oil and Gas (Pvt) Ltd
Director, Urbaser Daewoo Sanitation Company (Pvt) Ltd
Career
Mr. Faisal Ahmed Siddiqui is the Executive Chairman of the Board of Directors of Daewoo Pakistan Express Bus Service Limited. Previously, as CEO of Daewoo Express, Mr. Siddiqui was responsible for leading and managing all business segments which include Express Bus Service (Intercity), Urban Transport Division (Intracity), Cargo and Waste Management.
Mr. Siddiqui is also Managing Director of AsiaPak Investments Limited where he oversees investments related to energy, mining and transport. He is a member of the Board of Directors of Liberty Daharki Power Limited and the Heavy Electrical Complex (HEC).
Mr Siddiqui started his career in the financial services industry in New York in 1997 and held various positions in investment banking and financial consulting.
He has a Masters in Business Administration from Columbia University. Prior to that he completed his undergraduate education with a dual degree in Finance, Accounting and Electrical Engineering from the University of Pennsylvania.
Shabbir Diwan
Non-Executive Director
Tenure
Appointed to the Board on 23 June 2023 for the term to expire on 22 June 2026.
Outside Interests
Chief Executive, Gatron (Industries) Limited
Chief Executive, Gatro Power (Pvt) Ltd
Director, Novatex Limited
Director, Global Synthetics Limited
Director, G-Pac Energy (Pvt) Ltd
Director, Nova Frontiers Limited
Director, Nova Care (Pvt) Ltd
Chief Governor, Gatron Foundation
Member, Board of Governors -Patients Aid Foundation
Member, Board of Governors -Memon Health & Education Foundation
Career
Mr. Shabbir Diwan is an MBA from Institute of Business Administration,
University of Karachi. He is a member of the Board of Governors of Patients Aid Foundation of JPMC, the 2nd largest Government Hospital in Karachi. In addition, he is a member of the Board of Governors of Memon Health and Education Foundation. He has also served as Chairman and Director of the Pakistan Business Council.
He is also an Executive Director of Novatex Limited - producer and exporter of PET Resin, PET Preforms, and BOPET Films.
Osman Asghar Khan
Independent Director
Tenure
Appointed to the Board on 12 November 2025 for the term to expire on 22 June 2026
Outside Interests
MD & GM Pakistan, Afiniti Software Solution Pvt Ltd
Director, Bank of Khyber
Director, Bahria Foundation
Director, TPL REIT Management Company Ltd
Shahid Ul Hassan Chattha Independent Director
Tenure
Appointed to the Board on 12 November 2025 for the term to expire on 22 June 2026.
Career
Currently Mr. Khan is serving as Managing Director & GM Pakistan of Afiniti Software Solutions Pvt Ltd, a leading Al unicorn and is also serving as the Honorary Consul of Ireland in Pakistan.
Mr. Khan has held various key positions in finance and operations both in local and foreign jurisdictions. He is currently serving on the Boards of a number of Companies namely Faysal Asset Management, Bahria Foundation, IBL Unisys, Pakistan Stock exchange/ commodities exchange/NCCPL, Pakistan Steel Mills limited, EMEA North and Eastern Europe where he served as CFO and Operations Director.
Outside Interests
None
Career
Mr. Shahid currently working as a visiting faculty at the Inland Revenue Services Academy (IRSA), FBR, Lahore, Pakistan. Prior to this, he has served as Commissioner, Inland
Mr. Osman Asghar Khan holds a bachelor's degree from Brown University (USA) in Economics and IR and an MBA in Accounting and Finance from Boston University. He is a Certified Public Accountant (CPA) from (Massachusetts, USA) and a qualified Chartered Accountant from (Ontario, Canada) and Pakistan. He is a also a member of American Institute of Certified Public Accountants, Member of Canadian Institute of Chartered Accountants and Member of Institute of Chartered Accountants of Pakistan.
He is a certified Director of Corporate Governance from Pakistan Institute of Corporate Governance (PICG).
Revenue, Federal Board of Revenue (FBR), Pakistan.
He holds an EMBA from Lahore University of Management Sciences (LUMS), Lahore.
Annual Report 2025 19
Board Committees with brief terms of reference As at 03 March 2026
Audit Committee
Members:
Osman Asghar Khan - Chairman Muhammad Zahoor Ilahee Cheema Faisal Ahmed Siddiqui
Shahid Ul Hassan Chattha
The Audit Committee assists the Board in effectively discharging its responsibilities with regard to corporate governance, financial reporting and corporate control. The Board draws up the terms of reference of the Audit Committee, which comply with relevant legislations.
The Board acts in accordance with the Committee's recommendations on matters forming its responsibilities. The Audit Committee reviews the system of internal controls, risk management and the financial audit process, as well as assists the Board in reviewing financial statements and announcements to shareholders. In carrying out its duties, the Audit Committee has the authority to discuss any issues within its remit with management, internal auditors or external auditors. If it deems necessary, it may also obtain legal advice on it. The Committee controls and monitors the scope of the internal audit function, including powers and responsibilities encompassing its charter.
The Chairman of the Audit Committee is an Independent Non-Executive Director, while its members include two Non-Executive Director and one Independent Director. The
Company Secretary acts as the Secretary of the Committee.
The Audit Committee meets at least once every quarter of the financial year. Its members meet at least once a year with external auditors, without the CFO and the Head of Internal Audit being present. In addition, Committee members also meet Head of Internal Audit and internal auditors at least once a year, without the CFO and external auditors being present.
HR and Remuneration Committee
Members:
Shahid Ul Hassan Chattha - Chairman Faisal Ahmed Siddiqui
Muhammad Zahoor Ilahee Cheema Adnan Afridi
The HR and Remuneration Committee assists the Company's Board of Directors to administer and develop a fair and transparent procedure for establishing human resource management policies. The Committee is responsible for reviewing the remuneration and benefits of the Chief Executive, Executive Directors and senior managers. Consisting of three Non-Executives and one Executive Director, the Committee is also responsible for reviewing the remuneration budget. The Chairman of the Committee is an Independent Director.
The Director Admin, HR & IT acts as the Secretary and the Committee meets at least once a year.
Management Committees
with brief terms of reference
Executive Committee
The Executive Committee, chaired by the Chief Executive (CE), supports the Executive Management Team in achieving its objectives and is responsible for smooth operations on an ongoing basis. It comprises of the various heads of departments including the Executive Management Team. The Committee reviews all operational and financial aspects, advises improvements to operational policies / procedures and monitors implementation of the same.
BCP Committee
The BCP Committee's objective is to steer the Business Continuity Plan (BCP) by establishing a fit-for-purpose strategic and operational framework to respond to major business interruption situations.
The CE as Business Continuity Manager (BCM) leads the BCP process along with Director Manufacturing and Chief Financial
Officer (CFO). A working level BCP Committee, headed by Director Manufacturing is responsible for stewarding the BCP Programme and comprises of representatives of all functions / departments. Each functional head is responsible for current and comprehensive Business Continuity Planning in his respective sphere of operations.
HSE&S Management Committee
The HSE&S Committee, chaired by the CE, periodically reviews and monitors Company-wide practices. It oversees the Health, Safety, Environment and Security functions of the Company and is responsible for ensuring that all operations are safe, environment-friendly and compliant with regulatory framework.
The Committee received regular reports from the HS&E function, including quarterly reports prepared for Executive Committee on Company's Health, Safety and Environmental performance and operational integrity. These included quarter-by-quarter measures of personal and process safety, environmental and regulatory compliance and audit findings. Operational risk and performance forms a large part of the Committee's agenda.
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Organisational Structure
Audit Committee
Board of Directors
Chief Executive
HR & Remuneration Committee
Director Strategy & Business Development
Senior Purchase Manager
Financial & Business Development Analyst
General Manager Commercial
Senior Sales Manager
Supply Chain Manager
Director Manufacturing
General Manager Works
General Manager Project
HSE & Technical Training Manager
Production Manager
Technical Manager
Chief Financial Officer
Company Secretary & Deputy CFO
Senior Manager Treasury, Salaries & Funds
Director Admin HR & IT
HR & IT
Manager
General Affairs & Security Manager
Admin & IR Manager
Annual Report 2025 21
Executive Management Team
The Executive Management Team consists of functional heads, operating under the Board and the Chief Executive, to ensure smooth operations and achieve strategic objectives. The Team conducts its business under the chairmanship of the Chief Executive with other senior managers. The Team is responsible for strategic business planning, decision-making, establishing adequacy of the Company's operational, administrative and control policies adopted by the Board and monitoring compliance thereof.
Adnan Afridi Chief Executive Profile on page 18
Muhammad Adnan Ali Rizvi
Director Strategy and Business Development
Muhammad Adnan Ali Rizvi is a seasoned business leader with over 35 years of diversified experience across power generation, utilities, investment banking, and management consulting. He holds an MBA from the Institute of Business Administration (IBA), Karachi, and has built deep expertise in strategy, business development, M&A, regulatory frameworks, and financial structuring.
He has held several senior leadership roles, some of which included CFO at Liberty Daharki Power Limited, Vice
President Strategy & BD at AsiaPak Investments, Head of BD & IPP Business at K-Electric, Senior Vice President at BMA Capital Management Ltd., and Vice President at Elixir Securities. Over his career, he has led complex transactions involving mergers & acquisitions, project development, tariff negotiations, power purchase agreements, fuel supply agreements and large-scale infrastructure investments. His experience includes executing multi-megawatt power generation projects involving solar, coal and gas technologies, structuring commercial agreements, and driving regulatory approvals with key stakeholders.
When AsiaPak Investments acquired Liberty Daharki Power Ltd. from Tenaga of Malaysia, Adnan joined it as CFO. He was part of the management team that re-energized human resources of the company and solved legacy issues in plant operations and maintenance, commercial contracts, financial discipline, human resource engagement, IT and admin domains. He played a pivotal role in translating several engineering proposals into financial benefits for a smooth understanding and decision making by the Board of Directors.
Adnan has led power purchase negotiations, obtained regulatory approvals, facilitated projects executions and commercial operations of a total of five power generation assets across solar, coal and gas technologies totaling 250 MW and developed by Independent Power Producers. These five IPPs were the first ones connected with K-Electric grid after a gap of two decades. Unlike CPPA, the power purchase agreement for these IPPs were executed without having any Implementation Agreement from the Government by providing innovative payment security solutions and protecting the interest of the IPPs under Force Majeure and any undue termination of PPAs by K-Electric. He negotiated the first RLNG contract with Pakistan LNG Limited and led renewal of Tapal and Gul Ahmed PPAs. He also headed IPP contract management at K-Electric.
In his current role as Director Strategy and Business Development at Lotte Chemical Pakistan, he is responsible for driving business growth, delivering cost optimization initiatives, developing strategic opportunities, and supporting long-term value creation for the Company. He leads key initiatives at the Company involving business
expansion through acquisitions and mergers and has been instrumental in the levy of provisional anti-dumping duty on dumped imports by National Tariff Commission.
Tariq Nazir Virk
Director Manufacturing
Tariq Nazir Virk is a vastly experienced multi skilled professional in Plant maintenance, Operations, Process, and Project management. He has more than 34 years of hands on operational experience with the Petrochemical Industry. He completed his Bachelor's degree in Mechanical Engineering from the University of Engineering and Technology, Lahore in 1990. He started off his career as a maintenance engineer with Dawood Hercules Chemical, one of the most
reputable Fertilizer plants of the country.
He joined the Company in 1997 and was the key member of the original team which led to the successful commissioning of the plant. He has served in various roles over the last 29 years of his association with the company. He has delivered some of the most challenging projects to the Business such as Ox Dryer replacement, DCS up-gradation, Process Air Compressor control system up-gradation, Oxidation Reactor agitator modification, Anaerobic effluent treatment project, etc.
Tariq stamped his mark on every function through his leadership that he was assigned to look over, whether it was HSE, Projects, Planning, Workshop, Operations, or Process. Over the years, he has been a major contributor towards enhancing Plant production capacity with reduction in operational costs. He has a special passion to hone young talent and thus has successfully developed a proficient team which is a great mix of youth and old. In the light of his contributions and skills,Tariq was promoted as General Manager Manufacturing in 2016 and was appointed as Director Manufacturing in 2022. He never looked back since then and continued to make huge contributions to reduce fixed costs, enhance safety, reliability, and operational efficiencies of the plant which are second to none vis a vis any International plant of this nature.
He is a certified Director of Corporate Governance from Pakistan Institute of Corporate Governance (PICG).
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Waheed U Khan
Director Admin, HR & IT
Waheed U Khan with over three decades of versatile experience commenced his career with Computer-Aided Engineering Services in Descon Engineering Ltd as a designing engineer and progressed to the team responsible for the major BMR project in Dawood Hercules Chemicals to enhance its Production Capacity, Reliability & Efficiency. Commissioned Haldor Topsoe Ammonia Reactor and completed the project successfully. He joined the Company in the PTA
During his diverse professional career, he attended various extensive Management and Leadership programs and trainings from local and international institutions. He is also a certified trainer on Corporate Governance from LOTTE Academy South Korea. He is also representing the Company as a member of taxation and legal committees at Overseas Investors Chamber of Commerce and Industry (OICCI) and Pakistan Business Council (PBC) and at various professional forums and Government bodies.
Community service has always been a passion - he currently serves as Trustee of the LOTTE Pakistan Foundation and also as Secretary to the five Trusts of LOTTE Pakistan employee Retirement funds.
Mr. Ali is a Commerce graduate, an M.B.A Finance, Certified Accountant from London Chamber of Commerce and Industry, London (LCCI, UK) and is a Certified Director from Pakistan Institute of
commissioning phase. Since then, he has been challenged to deliver in various fields, including Production, Technical, HSE, Product Quality, ISO & Technical Training before becoming HR, Administration & Public Affairs Manager. Based on his continued commitment and experience, he grew with the business and became Director Admin, HR & IT.
He played a pivotal role in nurturing an open, caring & performance oriented culture based on the strong values of the organization. Closely worked with ICI, AkzoNobel and LOTTE Group during the business acquisitions and kept the teams engaged. Implemented strategies to reduce rising employee attrition and increase employee engagement. Over the years, he has established strong talent succession programs to reduce business risks, introduced a job evaluation process to rightly position each role in its competitive range, and initiated HR Audits for benchmarking & improvements. He synergized IT with business processes to enhance their efficiency and effectiveness. Developed new systems to bring speed & convenience to the employees, Drives HR strategic planning with business requirements. He is also driving the CSR program for the Company and has delivered various initiatives in the areas of health, education and a green environment. He played a key role in the establishment of LOTTE Pakistan Foundation. Under his leadership, the Company won several awards in recognition of the business HR, HSE, Productivity & CSR endeavors.
He holds a Master's degree in Business from LUMS and a second Master's degree in Engineering from the University of Punjab with the roll of honour & distinction.
Ashiq Ali
Chief Financial Officer
Ashiq Ali currently holds the position of Chief Financial Officer and also oversees the Legal Function at LOTTE Chemical Pakistan Limited. He has over 38 years of career with the Company and has also served as Head of Internal Audit, Company Secretary and Financial Controller.
He began his career in the corporate sector with Habib Arkady Limited and later joined ICI Pakistan Limited back in 1988. He has an extensive experience
in corporate & financial strategy, taxation, internal audit, corporate governance, restructuring and mergers & acquisitions, systems and controls implementation, legal and regulatory matters, commercial and trainings related to internal controls and corporate governance.
Corporate Governance (PICG).
Muhammed Talha Khan
General Manager Commercial
Muhammed Talha Khan is a multi-skilled professional and has a diversified professional experience in plant maintenance, design, Project management, Procurement, Supply Chain and Sales. He completed his Bachelor degree in Mechanical Engineering from NED University of Engineering and Technology Karachi in 1997. He has more than 28 years of hands on experience mostly with Oil & Gas and Petrochemical Industry. He started off his career as a Design and
front line Engineer with ENAR, one of the most reputable Process and Engineering design firms of the country and worked on several mega projects in the Oil Gas industry at different remote locations in Pakistan.
He joined the PTA business in Dec 2001. He served in various key roles over the last 25 years of his long association with the company. He was involved in various major projects of the Business such as PTA Dryer replacement, DH Column up-gradation, all the main buildings construction at plant, Catalyst Recovery Project, Co-gen Power Project etc.
A major change came in his professional career, when based on his performance and diversity in the career, the company offered him a position in procurement in 2004 and since then he progressed his career in Commercial function, He worked in different roles in purchase function and delivered several mega saving projects for the business and also saved significant value in entire procurement, Contracts and major feed stock. He established several key systems along with IT related to procurement, Contracts supply chain and Sales to improve the processes and efficiency of each section of Commercial function. Under his leadership he not only brought more strength on the quality relationship with all customers but also improved the profitability of the business. His hard work in the entire commercial function has been highly appreciated on several occasions by the business top management.
Based on his tremendous contributions, commitment, dedication for the business and exceptional leadership skills, he was chosen for one of the most sensitive and key roles in the business as Commercial Manager in 2018 and then promoted as General Manager Commercial in 2023.
Annual Report 2025 23
Corporate Governance and Compliance
Board Governance
The Company's Corporate Governance Structure is based on the requirements of the Companies Act 2017, along with the guidelines issued by the Securities and Exchange Commission of Pakistan (SECP), regulations of the Pakistan Stock Exchange, Listed Companies (Code of Corporate Governance) Regulations, and the Company's Articles of Association. This is further strengthened by several internal procedures, which include a risk management assessment and control system, as well as a system of assurances of compliance with the applicable laws, regulations and the Company's Code of Conduct.
The Company is a public limited company established under the laws of Pakistan. The shares of the Company are listed on the Pakistan Stock Exchange (G) Limited.
Role of the Board
The Board of Directors provides oversight in the governance, management and control of the Company and is responsible for setting the goals, objectives and strategies of the Company and for formulating the policies and guidelines towards achieving those goals and objectives. The Board is accountable to the shareholders for the discharge of its fiduciary function. The Management is responsible for the implementation of the aforesaid goals and strategies in accordance with the policies and guidelines laid down by the Board of Directors. In order to facilitate the smooth running of the day-to-day affairs of the Company, the Board entrusts the Chief Executive with necessary powers and responsibilities who in turn is assisted by an Executive Management Team. The Board is also assisted by Sub Committees comprising mainly Non-Executive / Independent Directors. Specific tasks are delegated to the board sub committees and the Board seeks to set the 'tone from the top' by working with the management to agree on the values of the Company.
The activities of the Board are based on the requirements and duties laid down under relevant laws and the Company's Memorandum and Articles of Association. This compliance assists the Board in safeguarding the interests of all the stakeholders.
Board Composition, Size and Tenure
The structure of the Board reflects an optimum combination of Executive, Non-Executive and
Independent Directors. The current Board comprises eight directors which include one Executive Director, five Non-Executive Directors and two Independent Directors. The Chairman of the Board is a Non-Executive Director. The positions of Chairman and Chief Executive are held by separate individuals with clearly defined roles and responsibilities.
All the Directors are appointed for a term of three years on completion of which they are eligible for re-election under the Company's Articles of Association through a formal election process.
Consent to act as director is obtained from each candidate prior to election. The Company has had an Audit Committee and a HR & Remuneration Committee of the Board much before the introduction of the Code of Corporate Governance.
Roles and Responsibilities of the Chairman and Chief Executive
There is a clear segregation of roles between the Chairman of the Board and the Chief Executive for smooth running of the business. The Company's Articles of Association, relevant laws and the duties assigned by the Board outline the responsibilities and the power of the Chairman of the Board.
The key role and responsibilities of the Chairman includes;
Provides leadership of the Board.
Acts as main point of contact between the Board and management.
Speaks on Board matters to shareholders and other parties.
Is responsible for the integrity and effectiveness of the Board's system of governance.
Ensures that systems are in place to provide directors with accurate, timely and clear information to enable the Board to operate effectively.
The Chief Executive functions in accordance with the powers vested in him by law, the Company's Articles of Association and the authorities delegated to him by the Board. The Chief Executive is responsible for framing strategic proposals and formulating business plans for the Board approval. Moreover, the Chief Executive is also responsible for ensuring smooth functioning of the business with optimum utilisation of the Company's resources and effective implementation of internal controls.
24
Board Meetings
The Board determines the key items for its consideration for the coming financial year. The agenda is set by the Chairman in consultation with the Chief Executive and with support of the Company Secretary. A similar process is used for meetings of Board Committees.
Meetings of the Board of Directors and Sub Committees are held in accordance with an annual schedule circulated before each year end to ensure maximum participation of the directors.
Discussions at Board meetings are open and constructive. All discussions of the Board and their records are maintained in confidence unless there is a specific decision or legal requirement to make disclosure.
When participating in Board discussion, Executive Directors are expected to discharge their responsibilities as directors of the Company and not to act solely as the representatives of that activity for which they bear executive responsibility.
Board Meetings held outside Pakistan
During the year, no meeting of the Board was held outside Pakistan.
Security Clearance of Foreign Directors
All foreign directors are required to submit relevant documents to facilitate security clearance undertaken by the Ministry of Interior and SECP.
Independence and Conflict of Interest
The Non-Executive and Independent directors are expected to be independent in character and judgment and free from any business or other relationship which would materially interfere with the exercise of that judgment.
The Board is satisfied that there is no compromise to the independence of, and nothing to give rise to conflicts of interest for, those directors who serve together as directors on the boards of outside entities or who have other appointments in outside entities.
Board Induction and Education
All Directors, including foreign resident Directors, as part of their induction package, are provided with sufficient information of their duties and responsibilities under respective laws and the Company's Memorandum and Articles of Association. Directors, being senior professionals and possessing experience of managing various responsibilities, have adequate exposure to corporate matters.
On joining Company's Board, Non-Executive and Independent Directors are given a tailored induction programme. This includes meetings with the management and site visit. Moreover, the Board received briefings on Company's Code of Conduct, Company's values and key business developments including legal updates, the economic outlook and the necessary information under respective laws and the Company's Memorandum and Articles of Association.
Board Evaluation
A comprehensive evaluation with respect to the effectiveness of the Board own performance, members of the board and its committees was carried out in-house in 2025. The Board evaluation assessment covered specific areas of Board performance including Board Composition, Board Role and Responsibilities, Board Information, Board Committees, Independent Directors, Control Environment, Chairman and Chief Executive Oversight. The findings of the evaluation were discussed in detail with the Board of Directors.
The Board also regularly reviews the developments in Corporate Governance to ensure that the Company always remains aligned with the best practices.
CE Performance Review
The Board of Directors of Lotte Chemical Pakistan Limited regularly evaluates performance of the CE based on agreed financial and non-financial KPIs.
The Board has reviewed the performance of the CE for the current financial year and is satisfied with the achievements for the year. The Board has full confidence in his abilities to manage the affairs of the Company in the most professional and competent manner. The CE is also responsible for setting the objectives for his management team and regularly updates the Board about the performance of the management in achieving the desired goals.
Material Interests of Board Members
Directors are required to disclose, at the time of appointment and on an annual basis, the directorships or memberships they hold in other corporations. This is in pursuance with Section 205 of the Companies Act 2017, which also requires them to disclose all material interests.
This information is used to help maintain an updated list of related parties. In case any conflict of interest arises, the matter is referred to the Board's Audit Committee.
Annual Report 2025 25
None of the directors are either members of any stock exchanges in Pakistan or engaged in the business of stock brokerage. Moreover, they are not involved in external audit and have had no relationship with the Company's external auditors during the preceding two years. Remuneration and benefits of the Board, including the Chief Executive and Executive Directors, are disclosed in note 39 to the financial statements as determined under provisions of the Articles of Association of the Company.
Board & Management Committee
The Board may at any time establish Committees of the Board to assist in carrying out its responsibilities. Any Committee will be subject to the Board Principles and will speak or act for the Board only when and to the extent so authorised.
The permanent Committees of the Board include the Audit Committee and HR & Remuneration Committee.
Each permanent Committee is comprised of those directors the Board considers best suited to serve on that Committee and in accordance with the Code of Corporate Governance.
The Board and Management Committees brief details are covered elsewhere in the Report.
Financial Statements
Periodic financial statements of the Company are circulated to the directors duly endorsed by the Chief Executive and the Chief Financial Officer for approval by the Board before publication, in compliance with the Listed Companies (Code of Corporate Governance) Regulations. After consideration and approval, the Board authorizes the signing of financial statements for issuance and circulation. The half-yearly and annual financial statements are initialed by the external auditors before presentation to the Audit Committee and the Board for their respective approvals.
The publication and circulation to the shareholders, stock exchange and regulators of quarterly unaudited financial statements along with Directors' Review is done within one month and half-yearly financial statements reviewed by the external auditors within two months, of the respective period end dates.
Annual financial statements together with the Directors' Report, Auditors' Reports and other Statutory Statements / Information are circulated for consideration and approval by the shareholders, within four months from the end of the financial year. These statements are also made available on the Company's website. All other important information considered sensitive for share price determination is transmitted to stakeholders and regulators on a timely basis.
Adequate Disclosure
We believe in best practices in corporate governance by adopting transparency and disclosure as a policy with our stakeholders. This is achieved through disclosure of communications to our shareholders and other stakeholders, including our financial statements. All critical accounting estimates, rules and procedures governing extraordinary transactions, or any changes in accounting policies along with their financial impact, are disclosed in the notes to the financial statements. We follow the Companies Act, 2017 and applicable IAS and IFRS (International Accounting Standards and International Financial Reporting Standards). In addition, we endeavour to provide as much relevant supplementary information in the financial statements as possible.
Annual General Meeting
The Company holds its Annual General Meeting of the shareholders in light of the Companies Act, 2017, Code of Corporate Governance and our Articles of Association. We request all our shareholders to participate. We also ensure that a copy of the Annual Report containing the agenda and notice of AGM is accessible to every shareholder.
Presence of the Chairman at General Meetings: The Chairman of the Board and the Chairman of the Board Audit Committee attended the 27th AGM.
Issues raised in last AGM: During the 27th AGM of the Company held on 17 April 2025, general clarifications were sought by the shareholders on the financial statements and the market. No significant issues were raised.
Investor Relations
The Company seeks to keep all stakeholders informed on a regular basis. This is done by means of publication on Company's website containing complete financial reports
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on a quarterly basis and the publication of the annual and interim reports. In addition, the Company communicates with all its shareholders / investors and analysts through organizing or attending meetings such as AGMs. Meetings are held with stakeholders to ensure that the investment community receives a balanced and complete view of the Company's performance and the issues faced by the business, while always observing applicable rules concerning selective disclosure, equal treatment of shareholders and insider trading.
Pattern of Shareholding
Disclosure of Company's shareholding structure is given in the pattern pursuant to the Companies Act and the Code of Corporate Governance in the printed accounts of the Company. The share capital is comprised of ordinary shares. No other class of shares is issued by the Company. PTA Global Holding Limited holds 75.01% shares, while the balance 24.99% shares are held by individuals and domestic and foreign institutions. The Pattern of Shareholding in the Company, as at 31 December 2025, is given on page 18 of the Annual Report.
Code of Conduct
Even before the introduction of the requirement in the Code of Corporate Governance, the Company had a comprehensive Code of Conduct. In order to apprise the employees of the Code of Conduct, the Company organizes training sessions and induction programmes on a regular basis to ensure compliance at all levels. Besides this, every employee of the Company is required to sign, on an annual basis, a statement to the effect that he or she understands the Code of Conduct and that he or she abides by it at all times while doing business for the Company. Salient features of the Code of Conduct are covered earlier in the Report.
Speak Up
A separate 'Speak Up' policy has been formulated in order to facilitate strict adherence to the Code of Conduct, whereby any Company employee can raise concerns, expose irregularities and help management of the Company in identifying financial malpractices and potential frauds without any fear of reprisal or adverse consequences on a confidential basis through various modes of communication. Complete anonymity of the person using this facility is assured and all complaints are thoroughly investigated either by the Company internally or by assigning it to the Internal Auditors.
Employees of the Company are encouraged to use the guidance provided by the Speak Up Policy for reporting wrongdoing / improper conduct. A separate Speak Up Committee has been formed with a direct reporting line to the Board Audit Committee.
Insider Trading
The Company has a stringent policy on insider trading and securities transactions. The policy paper which is circulated to all the employees of the Company from time to time prohibits all employees of the Company from making use of inside information for direct or indirect transactions in Company shares. Closed periods during which Directors, Chief Executive (CE), Chief Financial Officer (CFO), Company Secretary (CS) and designated Executives, as determined by the Board, and their spouse and minor children were precluded from dealing in Company shares are duly determined. No trading in Company shares is allowed during the closed period announced by the Company.
Related Party Transactions
A complete list of all related party transactions is compiled and submitted to the Audit Committee every quarter. After review by the Audit Committee, the transactions are placed before the Board for their consideration and approval.
Internal Control
The Company has a sound system of internal control and risk management. The internal audit function, mainly responsible for internal controls, has been outsourced to a Chartered Accountants firm and reports directly to the Chairman of the Audit Committee. As a consequence of regular review over several years, the Company now has an extremely robust system of internal controls which was further strengthened in 2005 when the Company had to go through a comprehensive implementation of the Sarbanes-Oxley Act (SOX) due to listing of its previous parent company's shares on the New York Stock Exchange. Although this requirement is no longer applicable to the Company, the Company continued with the control framework then adopted.
Internal and External Audit
Internal Audit function plays a key role in providing the management and the Board an objective view and reassurance of the effectiveness of the risk management and related control systems throughout the entity. Internal Audits are carried out across all functions by the appointed Internal Audit firm and all findings are reported to the Management and the Audit Committee of the Board.
Annual Report 2025 27
Action plans are followed up rigorously to ensure that timely corrective action is implemented for the effective functioning of controls. The Board, through the Audit Committee, reviews the assessment of risks, internal and disclosure controls and procedures and suggests remedial actions where applicable. The role of the Audit Committee is to assist the Board in fulfilling their oversight responsibilities regarding the integrity of Company's financial statements, risk management and internal control, compliance with legal and regulatory requirements, the external auditors' performance, qualifications and independence, the performance of the internal audit function, and compliance with the Code of Conduct.
The external auditors are appointed by the shareholders on a yearly basis at the Annual General Meeting on the recommendation of the Audit Committee and Board of Directors. The partner in charge of our audit or the audit firm is rotated every five years as per the regulations.
HR Policy & Succession Planning
A comprehensive HR policy is part of terms of employment and is applicable to all the permanent employees. The key objective of the HR policy is to develop a high performance culture providing a critical link between an employee's performance and Company's goals. The policy also supports in maintaining the desired organisational culture. In order to ensure continued business performance, the Company has developed a robust Succession Plan for the positions of Chief Executive, his direct reports in Executive Management Team and business critical roles.
Quality Policy Statement
Lotte Chemical Pakistan Limited operates in an environment which is influenced by global trends. To remain competitive and retain its status as a preferred PTA supplier, it has to produce a world-class product that always meets the expectations of its customers, both local and overseas, in terms of price, product, quality and service.
The Company achieves the above mentioned objectives by delivering a quality service on the principle of "right first time every time".
To support the Quality Policy, the Company ensures ownership at all levels to continually improve the Quality System consistent with the latest standards and provides necessary training & resource to deliver added value to the business.
Risk Management
The Board has an overall responsibility for the risk management process and internal control procedures. The Audit Committee monitors the Company's risk management process and reviews the adequacy of the risk management framework. The Company's documented and regularly reviewed procedures are designed to safeguard our assets, address risks facing the business, and ensure timely reporting to the Board and senior management. A clear organizational structure with defined delegation of authorities is maintained and the senior management takes the day-to-day responsibility for implementation of procedures, ongoing risk monitoring, and effectiveness of controls.
The risk and control procedure is supported through a Business Continuity Plan and Crisis Management Plan.
Business Continuity Plan / Crisis Management Plan
The Company recognizes the importance of a comprehensive Business Continuity Planning Programme that allows it to plan for and manage major business disruptions. All significant risks, possibilities for control and reduction are identified. The plan is periodically tested in a simulated environment to ensure that it can be implemented in emergency situations and that the management and employees are aware of their respective roles. The range of events considered includes natural disasters, failure of equipment, terrorist action, government/political/legal actions, and changes in the financial and business climate. The controls identified are tested by internal auditors and action plans are followed rigorously to ensure timely corrective action is implemented for the effective functioning of controls. In addition, a Crisis Management Plan is also developed and is regularly reviewed and updated. This focuses on helping management to handle the immediate effects of a major incident and includes instructions on communications both within and outside the Company.
28
Business Risks & Challenges
The following risks are considered to be relevant in evaluating the overall outlook and business strategy of the Company.
Risks | Mitigating Factors | |
STRATEGIC | Changing Economic Conditions & Government Policies | The Board and the Management strive to follow a defined strategy to overcome strategic risks and continuously seek dialogue with the policy makers through various business forums in the overall interest of the domestic industries. |
Non Compliance with Laws & Regulations | Changes in regulatory environment are monitored closely and all significant changes are adapted in a timely manner. We advertise and encourage use of 'Speak Up' policy to all our employees to report irregularities, if any, in relation to our Code of Conduct. We remain committed to compliance with all legal and regulatory requirements with special emphasis on our Code of Conduct. | |
OPERATIONAL | Critical Equipment Failure | Stringent control measures for all critical equipment are in place which includes, but is not limited to, exhaustive preventive maintenance regimes, availability of all adequate spares, upgrade of technologies and necessary training of related manpower. |
Power Failure | Being the sole producer of PTA in the country, it remains imperative that the PTA plant remains in operation on continuous basis throughout the year and as a result, alternate sources for all its key utility needs are in place. The Company in 1998/1999 invested heavily in the K-Electric network to ensure uninterrupted power supply to the Company and the Company entered into an evergreen power supply agreement with K-Electric based on its investment in the necessary infrastructure. All critical equipment remains connected to standby generators. In addition, the Company invested in a captive co-generation power facility, which became operational in July 2012, to improve the energy economics of the business and to ensure alternate uninterrupted power supply for continuous PTA operations. | |
Risk to Health, Safety and Environment | We continue to uphold the highest safety standards, in line with ISO 45001:2018 & internal HSE policies, for both Company and contractor employees which is evident by an excellent safety record spread over 27 years without a Lost Time Injury - more than 74 million man-hours have been completed without a Lost Time Case. | |
Inability to attract and retain Talent | The Board and the Management put great emphasis on attracting, educating, motivating and retaining staff and the Company continues to support the development of a winning culture through its human resources management policies. Engagement of all our employees remains our key priority. | |
COMMERCIAL | Key Supplier Failure | The Company aims to use its purchasing power and long-term relationships with the suppliers to ensure continuous availability of raw materials. Maintenance of optimum buffer inventory levels and ensuring alternative sources for key raw materials assists in partially mitigating the risk of abrupt supply interruptions. |
Key Customer Failure | The Company takes pride in the dependable relations developed with its customers over the years and aims to enter into long-term relationships to ensure continuous sale of its product. The Company has demonstrated its ability to export larger volumes, if required. Availability of locally produced PTA and excellent technical support present a strong incentive for local customers to retain the relationship with the Company on a long-term basis. | |
FINANCIAL | Liquidity Risk | The Company's sales strategy enables maximum volumes to be sold against sight letters of credit and purchasing strategy ensures optimum level of credit days. Adequate modes of financing are available in the form of committed bank facilities. This risk is also mitigated by continuous monitoring of cash flow needs and careful selection of financially strong banks with good credit ratings. |
Fluctuations in Foreign Currency Rates | The Company incurs foreign currency risk on sales, purchases and borrowings that are in a currency other than Pak Rupees. The Company's foreign currency risk arising on sales is minimised through a natural hedge resulting from the pricing mechanism of PTA whereby the price invoiced for PTA domestically is recalculated every month to derive a Rupee price from the international commodity price of PTA in US dollars. To hedge against its foreign currency risk arising on purchase transactions, the Company may enter into forward exchange contracts when considered appropriate. Also, the natural hedge on PTA sales minimises the impact of risk arising on purchase transactions. | |
Credit Risk | The Company's exposure to credit risk is influenced by the individual characteristics of each customer. All sales are made against letters of credit and the Board has established a credit policy under which each new customer is analysed individually for credit worthiness. All the major customers have been transacting with the Company for over five years. | |
Annual Report 2025 29
Chairman's Review Report
For the year ended 31 December 2025
On Board's overall performance U/S 192 of the Companies Act 2017
Dear Stakeholders,
It is my pleasure to present Chairman's review report for the year ended 31 December 2025.
A landmark achievement this year was the successful completion of the acquisition of Lotte Chemical Pakistan Limited (LCPL) by PTA Global Holding Limited, a joint venture between Montage Commodities FZCO and AsiaPak Investments.
The acquisition marks the beginning of an exciting new chapter in the Company's journey - one defined by innovation, operational excellence, and strategic growth, positioning Lotte Chemical Pakistan as a key industrial growth agent for PET and PSF customers in Pakistan.
Our vision is to take Lotte Chemical Pakistan to new heights of success. We are embarking on a series of high-impact modernization projects that will enhance performance, efficiency, and competitiveness of our PTA plant at Port Qasim. These investments will not only improve productivity but also position Lotte Chemical Pakistan as a benchmark for industrial excellence in the region.
The new management is committed to strengthening Pakistan's industrial foundation through sustainable growth, technological advancement, and export-driven competitiveness, ensuring that both shareholders and employees benefit from the planned investments in the Company.
A complete review of the business performance is described in the annexed Directors' Report. The Company has an effective governance and legal framework in place that ensures compliance with applicable laws and regulations and is instrumental in achieving long-term sustainability and growth. The Board remained actively engaged with the management to monitor the Company's performance against its established strategy, goals and targets. The Board carried out its fiduciary duties with a sense of objective judgment and in good faith in the best interests of the Company and its stakeholders. The Board and its committees played an active role to oversee critical aspects from governance perspective and adherence to high standards of ethical practices.
During the year, five meetings of the Board of Directors, four Audit Committee and one HR & Remuneration Committee meetings were held. All Directors fully participated and contributed in the decision-making process of the Board.
As required under the Code of Corporate Governance, an annual evaluation of the board's own performance, members of board and of its committees of the Lotte Chemical Pakistan Limited was carried out in-house for the financial year ended 31 December 2025. I am pleased to report that the overall performance of the Board was found satisfactory.
On behalf of the Board, I express my sincere appreciation to our customers, employees, suppliers, the Government and all stakeholders who have supported the Company's business performance.
Imtiaz Ahmed
Chairman
30
Directors' Report
To the shareholders for the year ended 31 December 2025
The Directors are pleased to present their report and the audited financial statements of the Company for the year ended 31 December 2025.
Board Changes
Effective 12 November 2025 PTA Global Holding Limited, a company jointly owned by AsiaPak Investments Limited (BVI) and Montage Commodities FZCO (UAE), completed its acquisition of 1,135,860,105 ordinary shares (representing approximately 75.01% of the total issued and paid-up share capital) of the Company from Lotte Chemical Corporation, South Korea.
Consequently, Mr. Jo Hyun Kwoun, Mr. Young Dae Kim, Mr. Seong Jun Park, Ms. Jae Sun Park, Mr. Cheolsoo Kim, Mr. Rashid Ibrahim and Mr. Khurram Rashid resigned with effect from 12 November 2025 and Mr Imtiaz Ahmed, Mr. Adnan Afridi, Mr. Muhammad Zahoor Ilahee Cheema, Ms. Fehmina Khan, Mr. Faisal Ahmed Siddiqui, Mr. Osman Asghar Khan and Mr. Shahid Ul Hassan Chattha were appointed as Directors with effect from the same day to fill the casual vacancies for the remainder of the term to expire on 22 June 2026.
Following this, Mr. Imtiaz Ahmed has been appointed as Chairman and Mr. Adnan Afridi has been appointed as Chief Executive of the Company, with immediate effect, that is, from November 12, 2025.
Business Overview Crude Oil
Crude Oil (WTI) prices were marked by notable volatility
throughout 2025. The year began on a firm footing, supported by higher winter heating demand in the Northern Hemisphere and improved sentiment stemming from stable economic indicators in Western markets. However, Crude Oil prices declined as OPEC+ confirmed plans to unwind production cuts as well as the negative impact on global demand outlook arising from newly imposed US tariffs. Prices briefly found support mid-year amid heightened geopolitical tensions in the Middle East and Europe, with risks surrounding the Strait of Hormuz contributing to a temporary rise in risk premiums. However, the rebound proved short-lived. In the second half of the year, persistent global demand softness and the gradual easing of OPEC+ cuts added supply to the market, reinforcing bearish pressure. Geopolitical risks and the sanctions on Russia &
Iran kept prices intermittently propped. Towards the end of the year, weakening macroeconomic indicators across major economies, combined with the absence of meaningful tightening in physical oil supply, continued to limit significant upside. With the bearish trend firmly intact, crude closed the year subdued, aligning with earlier expectations of tempered demand and stable supply fundamentals. By the close of the year Crude oil prices averaged at US$ 64.74 per barrel, 14.4% lower than the previous year.
Paraxylene Industry Price Trend and Margins
400 1,000
300
800
600
200
400
100
200
0
0
PX Margin Over Naphtha
PX Price
Naphtha Price
Crude Oil (WTI)
80.00
70.00
60.00
50.00
40.00
30.00
Margin - US$/MT
US$/bbl
Price - US$/MT
Jan-25
Feb-25
Mar-25
Apr-25
May-25
Jun-25
Jul-25
Aug-25
Sep-25
Oct-25
Nov-25
Dec-25
Paraxylene (PX) Industry
Jan-25
Feb-25
Mar-25
Apr-25
May-25
Jun-25
Jul-25
Aug-25
Sep-25
Oct-25
Nov-25
Dec-25
The Paraxylene (PX) market opened the year on a bullish note, moving counter to the broader weakness in upstream energy markets. Despite nominal oversupply, unplanned outages and scheduled turnarounds created temporary tightness in spot availability, further supported by strong pre-Lunar New Year demand from the downstream sector. As the year progressed, prices declined amid weakening sentiment
Annual Report 2025 31
Margin - US$/MT
Million Tonnes/Annum
driven by uncertainty surrounding US import tariffs and potential disruptions to global trade flows, pushing PX-Naphtha spreads below breakeven levels. Mid-year, PX markets regained support as a combination of planned and unplanned shutdowns, along with increased diversion of reformate into the gasoline pool during the summer driving season, tightened supply fundamentals and helped producers recover earlier losses. In the second half of the year, prices began to stabilize as persistently narrow PX-PTA margins and the seasonal slowdown in PTA demand weighed on the market. Although strong gasoline blending margins continued to divert reformate away from PX production, this alone was insufficient to offset broader weak fundamentals. Toward year-end, PX prices recovered most of their earlier declines, supported by tight prompt availability against on-going planned outages in the region while downstream demand remained consistent. The average PX price for 2025 stood at US$ 833.53 per metric tonne, reflecting a 13.5% decrease compared to the previous year. While the average PX Margin over Naphtha for the year was US$ 234 per tonne as compared to US$ 289 per tonne in 2024.
PTA Industry
PTA prices broadly mirrored movements in upstream PX markets through 2025, beginning the year on a relatively firm footing as post-Lunar New Year restocking tightened spot availability. This early strength eased once new capacities began ramping up and producers' sustained high operating rates to maximize efficiency resulting in significant oversupply in the market and placing downward pressure on prices. As the year progressed, temporary support emerged when producers' scaled back operations and downstream off-take improved during the peak textile and PET demand cycle, leading to modest inventory drawdowns. However, the momentum proved short-lived as weakening consumer demand escalating trade tensions prompted rationalization efforts from producers across the sector. Towards the end of the year, new capacity additions, narrowing PX-PTA margins prompted a collaborated intervention by Chinese producers and Government authorities with intentions to address oversupply concerns which provided stimulus to the weak market prices. This recovery was reinforced by tightening conditions in the upstream PX market, which provided cost support and helped lift PTA prices into the close of the year. The average price of PTA for the year was US $ 624 per metric tonne whereas the average PTA Margin over PX for the year averaged at US$ 74 per tonne compared to US $85 per tonne in the previous year.
Regional PTA Supply Demand
120
100
80
60
40
20
-
75%
74%
73%
72%
71%
70%
69%
68%
67%
66%
65%
2022
PTA Capacity
2023
2024 2025
PTA Demand PTA Operating rate
PX / PTA Price Trend and Margins
100
90
80
70
60
50
40
30
20
10
0
1,000
800
600
400
200
0
PTA Margin PX - CFR Taiwan PTA - CFR China
Operating Rates
Price - US$/MT
Jan-25
Feb-25
Mar-25
Apr-25
May-25
Jun-25
Jul-25
Aug-25
Sep-25
Oct-25
Nov-25
Dec-25
Domestic Downstream Industry
In 2025, the domestic polymer industry experienced a combination of growth opportunities and persistent challenges. The year began on a positive note, with demand strengthening in the first half, supported by higher off-take from the Textile and PET sectors ahead of the Ramadan festive season. However, momentum weakened by mid-year as uncertainty surrounding the Finance Bill 2025 led to a more cautious operating environment across the industry. In addition, upcountry logistical disruptions arising from civil unrest adversely impacted industry operations, forcing producers to rationalize operations. In the latter part of the year, operating conditions showed signs of improvement, supported by enhanced macroeconomic stability and sustained demand during the peak season for the Textile and PET sectors. Nevertheless, temporary operational disruptions caused by severe floods and uncertainty around energy costs along with the continued influx of competitively priced imports, constrained a full recovery in demand. As a result of which the average operating rate for the year in 2025 stood at 65% as compared to the 69% in the previous year.
Operations
Sales volume during the year at 380,245 tonnes was 16% lower than last year due to lower downstream demand for domestic product against increased consumption of cheaper imports.
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Production volume during the year at 386,157 tonnes was 9% lower than last year due to lower sales and consequent reduction in plant operating rate.
The Company continued to make investments in its production facility, aimed at sustaining continuous reliable operations and to improve plant efficiencies.
Future Outlook
Crude oil (WTI) prices are likely to trend higher in the near term, supported by heightened uncertainty stemming from the United States' aggressive national security posture toward various countries. In addition, ongoing geopolitical tensions in the Middle East are expected to keep prices supported. However, structural oversupply and forecasts of weaker global economic growth are likely to re-emerge as the dominant drivers, potentially influencing price direction once the impact of these non-fundamental factors subsides.
Paraxylene (PX) prices are expected to trend in line with the upstream energy markets with gasoline margins anticipated to continue to remain strong into next year. Additionally, ongoing conflicts in the Middle East may continue to pose a significant risk to PX supply as producers in the region may divert product flows to other markets to minimize risks in their supply chain. Keeping in view no PX capacity addition in 2026 and higher demand expected from new PTA capacities in Turkey and India, prompt availability of PX is expected to remain tight. The PTA market is fundamentally expected to follow the trend of the upstream PX market; however significant oversupply in the market may prompt producers to rationalize operations. Keeping in view cost pressures in the PTA and the downstream Polyester industry and the inevitable inventory build-up, producers outside China may have to reconsider long-term operational strategies as Chinese PTA has once again made in-roads in the largest Asian market, India which has removed the mandatory BIS certification requirement for PTA imports.
Domestic polyester activity is expected to recover over the next year, supported by easing inflation and a continued downward trajectory in borrowing costs following policy actions by the State Bank of Pakistan. These developments have strengthened business confidence and improved expectations for an economic upturn. In addition, government efforts to reduce energy tariffs, coupled with tighter enforcement against low-priced dumped imports, are anticipated to provide further momentum to local production. Further, the imposition of Anti-Dumping Duty on PTA imports from China at the start of 2026 is expected to boost demand for domestic product.
Financial Performance
Amount in Rs million | Year ended 31 December | |
2025 | 2024 | |
Revenue | 80,907 | 109,299 |
Gross profit | 3,076 | 5,186 |
Profit before taxation | 1,838 | 4,323 |
Taxation | (719) | (1,681) |
Profit after taxation | 1,119 | 2,643 |
Earnings per share (in Rupees) | 0.74 | 1.75 |
Revenue of Rs 80,907 million for the year was lower by 26% compared to Rs 109,299 million of previous year mainly due to lower volume sold. This, resulted in a lower gross profit of Rs 3,076 million for the year as compared to gross profit of Rs 5,186 million during last year. Distribution and selling expenses were 10% lower than last year due to export sales in Q3 2024 on which handling charges were borne by the Company. Administrative and general expenses were 10% higher than last year due to overall impact of inflation.
Other operating expenses were lower than last year mainly due to lower provision for Workers' Profit Participation and Workers' Welfare Funds on the back of lower profit. Other income for the year was lower than last year due to lower income earned on bank deposits. The taxation charge for the year is based on statutory income tax rate, tax under Final Tax Regime (FTR) and super tax as adjusted by the movement in the deferred tax account.
Earnings per share (EPS) for the year stood at Rs 0.74 per share as compared to Rs 1.75 per share for last year.
Dividend
The Board of Directors approved an interim cash dividend of Rs. 5 per ordinary share (50%) for the year ended 31 December 2025, which has been duly paid to shareholders.
Sustainability
Sustainability remains a core element of LCPL's corporate philosophy and strategic direction. The Company recognizes regulatory and environmental challenges as key risks, while also identifying significant opportunities in the growing demand for sustainable and innovative solutions.
Annual Report 2025 33
The Board of Directors and Executive Management Team remain committed to monitoring evolving sustainability risks and addressing them through effective policies, procedures, and governance frameworks. LCPL continues to reinforce its sustainability footprint through operational excellence, cost efficiency, responsible resource use, and active engagement with employees and communities.
Environmental stewardship is a central priority. Throughout the year, LCPL pursued initiatives focused on energy and water conservation, resource optimization, waste reduction, biodiversity, community development, and emissions management.
The Company is dedicated to minimizing its environmental impact and reducing its carbon footprint. LCPL operates a state-of-the-art deep shaft technology Effluent Treatment Plant (ETP) and an Anaerobic Reactor to treat liquid effluent and support efficient waste management. As an ISO 14001-certified organization, LCPL remains committed to responsible environmental practices and continuous improvement in resource conservation.
A detailed overview of sustainability initiatives undertaken in 2025 is provided on page 49 of the Annual Report.
Health, Safety and Environment (HSE)
Lotte Chemical continues to uphold the highest safety standards for its own employees as well as the contractor's staff. It ensures that HSE is embedded as a core value and continuously strives for a safe and secure workplace. This is evident by an outstanding safety record stretching over 25 years without a lost-time injury. The Directors are proud to report that your Company has maintained due focus on HSE and has achieved a major milestone by completing 74.6 million man-hours as of 31st December 2025, without any injury to own or to contractors' employees.
Your Company actively fosters a culture of training and capacity-building of its employees and invests in state-of-the-art equipments and techniques to ensure safety at all times. During the year, both internal and external audits were carried out to verify compliance with regulations and standards. No major concerns were reported in these audits. In addition to this, the Company's liquid effluent met national environmental quality standards and gaseous emissions also remained within regulatory limits.
A detailed report on HSE performance and development in 2025 is available on page 56 of the Annual Report.
Human Resources
Lotte Chemical Pakistan Limited (LCPL) remains steadfast in its commitment to fostering a culture grounded in employee engagement, inclusiveness, and collaboration. The Company believes that meaningful work, respect for employees, and the celebration of teamwork are fundamental pillars of organizational success. As a forward-looking enterprise, LCPL recognizes that attracting, retaining, and developing high-caliber talent across all functions is essential to maintaining a competitive edge in the market. This focus continues to guide the company's human capital strategy.
LCPL's commitment to equal opportunity employment remains unwavering. The Company not only complies with all applicable labor laws but continually seeks to exceed industry benchmarks in industrial relations. By doing so, LCPL ensures a productive, positive, and supportive work environment for its employees. Throughout 2025, the Company upheld strong HR standards by enhancing operational efficiency, strengthening accountability, and improving service delivery to internal and external customers, while further simplifying administrative processes.
For a detailed review of human resource performance and development initiatives undertaken during 2025, please refer to page 60 of the Annual Report.
Diversity, Equity and Inclusion (DE&I)
Diversity, equity, and inclusion form an essential part of LCPL's corporate philosophy. The Company celebrates diversity in all its dimensions-including gender, ethnicity, beliefs, skills, and life experiences-because it firmly believes that a diverse workforce fuels innovation, creativity, and sustainable progress. By embracing a broad spectrum of perspectives, LCPL is better positioned to understand the evolving needs of its customers, suppliers, and communities, while enhancing the overall impact of its Corporate Social Responsibility (CSR) initiatives.
A key area of focus is improving gender representation across the organization, particularly within the petrochemical industry, where women have historically been underrepresented. LCPL is committed to creating an inclusive, equitable, and supportive environment that encourages women to join the industry and thrive throughout their careers at the company.
LCPL's recruitment processes are designed to be fair, transparent, and free from bias, with the objective of attracting creative thinkers and innovators who bring fresh
34
ideas and unconventional problem solving approaches. The Company seeks individuals who demonstrate adaptability, strong multitasking abilities, and a passion for continuous improvement-qualities that are vital to LCPL's success and future growth.
To advance diversity and equal opportunity, LCPL continues to strengthen its strategic workforce planning and develop policies and programs that promote inclusivity across all levels of the organization. The company is proud to nurture a workplace culture built on respect, tolerance, and collaboration, where every employee feels valued, empowered, and encouraged to contribute their best.
Corporate Social Responsibility (CSR) Activities
As a socially responsible corporate entity, your Company remains deeply committed to the well-being, upliftment, and sustainable development of the communities it serves. Recognizing the profound impact that corporate initiatives can have on societal progress, the company has identified Health and Education as priority areas requiring consistent and meaningful intervention. Through strategic partnerships with reputable charitable organizations and community-based initiatives, your company continues to support and empower underserved populations across these critical sectors.
To further streamline, strengthen, and expand its CSR footprint, the Company established the LOTTE Pakistan Foundation (LPF). LPF serves as a dedicated platform for designing and executing impactful social development programs, enabling the company to deliver long-term value and measurable benefits to local communities. The Foundation reflects the Company's enduring commitment to responsible business practices and sustainable community development.
A comprehensive report on the CSR initiatives undertaken by the company during 2025 is presented on page 65 of the Annual Report.
Corporate Governance
The Directors are pleased to state as follows:
The financial statements of the Company, prepared by the management fairly present its state of affairs, the results of its operations, cash flows and the 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 the accounting estimates are based on reasonable and prudent judgments.
International Financial Reporting Standards, as applicable in Pakistan, have been followed in preparation of the financial statements and departures there from, if any, have been adequately disclosed.
The system of internal control is sound in design and has been effectively implemented and monitored.
There are no significant doubts on the Company's ability to continue as a going concern.
There has been no material departure from the best practices of Corporate Governance.
Principal Activities
The Company is engaged in the manufacture and sale of Pure Terephthalic Acid (PTA). There have been no changes in the nature of the principal activities during the financial year.
Risk Management
The Audit Committee monitors the Company's risk management process and reviews the adequacy of the risk management framework. The Board has an overall responsibility for the risk management process and internal control procedures. The Company's documented and regularly reviewed procedures are designed to safeguard our assets, address risks facing the business, and ensure timely reporting to the Board and senior management. A clear organizational structure with defined delegation of authorities is maintained and the senior management takes the day-to-day responsibility for implementation of procedures, ongoing risk monitoring, and effectiveness of controls.
A statement summarizing principal risk and uncertainties faced by the Company is given on page 29 of the Annual Report.
Composition of the Board
The total number of directors and composition of the board is as follows:
Total number of Directors Nos |
(a) Male 7 |
(b) Female 1 |
8 |
Composition of the Board | |
Independent Directors | 2 |
Non-Executive Directors | 4 |
Executive Directors | 1 |
Female Director | 1 |
Annual Report 2025 35
Committees of the Board
The names of members of the Board's committees are given below:
Audit Committee | |
Mr. Osman Asghar Khan | Chairman |
Mr. Muhammad Zahoor Ilahee Cheema | Member |
Mr. Faisal Ahmed Siddiqui | Member |
Mr. Shahid Ul Hassan Chattha | Member |
HR and Remuneration Committee | |
Mr. Shahid Ul Hassan Chattha | Chairman |
Mr. Muhammad Zahoor Ilahee Cheema | Member |
Mr. Faisal Ahmed Siddiqui | Member |
Mr. Adnan Afridi | Member |
The names of the persons, who at any time during the financial year ended 31 December 2025, were Members of the Board and its Committees along with their attendance is as follows:
Name of Director | Appointed with effect from | Resigned with effect from | Board of Directors meetings | Audit Committee meetings | HR & Remuneration Committee meetings |
Mr. Sung Soo Bae | 3 February 2025 | ||||
Mr. IL Kyu Kim | 3 February 2025 | ||||
Mr. Kyung Hoi Yoo | 3 February 2025 | ||||
Mr. Jo Hyun Kwoun | 3 February 2025 | 12 November 2025 | 5 | 1 | |
Mr. Young Dae Kim | 12 November 2025 | 5 | 1 | ||
Mr. Seong Jun Park | 3 February 2025 | 12 November 2025 | 5 | 2 | |
Ms. Jae Sun Park | 12 November 2025 | 5 | |||
Mr. Cheolsoo Kim | 3 February 2025 | 12 November 2025 | 5 | ||
Mr. Shabbir Diwan | 5 | ||||
Mr. Rashid Ibrahim | 12 November 2025 | 5 | 4 | 1 | |
Mr. Khurram Rashid | 12 November 2025 | 5 | 4 | ||
Mr. Imtiaz Ahmed | 12 November 2025 | ||||
Mr. Adnan Afridi | 12 November 2025 | ||||
Mr. Muhammad Zahoor Ilahee Cheema | 12 November 2025 | ||||
Ms. Fehmina Khan | 12 November 2025 | ||||
Mr. Faisal Ahmed Siddiqui | 12 November 2025 | ||||
Mr. Osman Asghar Khan | 12 November 2025 | ||||
Mr. Shahid Ul Hassan Chattha | 12 November 2025 |
Leave of absence was granted to directors who could not attend some of the Board meetings.
During the year, 5 (five) Board of Directors, 4 (four) Audit Committees and 1 (one) HR & Remuneration Committee meetings were held. All Board meetings were held in Pakistan.
Director's Remuneration
The Board of Directors has approved a policy for remuneration of Non-Executive Directors (excluding the nominees of major shareholder) in respect of attendance at each Board of Directors, its Committee and General meetings of the Company. The policy also provides for reimbursement of reasonable expenses incurred for attending required Board and General meetings of the Company.
A statement summarizing remuneration of Chief Executive and Directors is disclosed in note 39 to the financial statements.
Board Evaluation
As required under the Listed Companies (Code of Corporate Governance) Regulations, evaluation of the board's own performance, members of board and of its committees of the Lotte Chemical Pakistan Limited was completed in-house for the financial year ended 31 December 2025.
36
Key Operational and Financial Data
A statement summarizing key operating and financial data for the last six years of the Company is given on page 68 of the Annual Report.
Investment in Retirement Benefits
The value of net assets of the staff retirement funds as per their respective audited financial statements for the year ended 31 December 2024 is as follows:
effectiveness and control. The Board, through the Audit Committee monitors and reviews the adequacy of the internal controls. The internal control framework has been effectively implemented through outsourcing the internal audit function to KPMG Taseer Hadi & Co., Chartered Accountants who are considered suitably qualified and experienced for the purpose and are conversant with the policies and procedures of the Company.
Holding Company
Lotte Chemical Pakistan Management Staff Provident Fund
Lotte Chemical Pakistan Management Staff Gratuity Fund
849,391
524,822
Lotte Chemical Pakistan Non-Management Staff Gratuity Fund
6,356
Value (Rs '000)
PTA Global Holding Limited with 75.01% shareholding in
Lotte Chemical Pakistan Limited is the Holding Company as at 31 December 2025.
Subsequent Events
Lotte Chemical Pakistan Management Staff Defined Contribution Superannuation | |
Fund | 706,386 |
Lotte Chemical Pakistan Non-Management Staff Provident Fund | 8,501 |
No material changes and commitments affecting the financial position of the Company have occurred between the end of the financial year of the Company i.e. 31 December 2025 and the date of this report.
External Auditors
The present auditors M/s A.F. Ferguson & Co., Chartered Accountants, retire and being eligible, have offered themselves for re-appointment. The Board has
Pattern of Shareholding
The statement of Pattern of Shareholding in the Company as at 31 December 2025 is annexed to this Report.
Adequacy of Internal Financial Controls
The Company's system of internal control is sound in design and has been continually evaluated for
recommended the re-appointment of the retiring auditors for the year ending 31 December 2026, as suggested by the Audit Committee, for approval of the shareholders in the forthcoming Annual General Meeting.
Acknowledgement
We acknowledge and are thankful for the continued support of our shareholders, customers, suppliers and employees.
Adnan Afridi
Imtiaz Ahmed
Chairman Chief Executive
Date: 03 March 2026 Karachi
Annual Report 2025 37
Statement of Compliance with Listed Companies (Code of Corporate Governance) Regulations, 2019
Lotte Chemical Pakistan Limited Year ended 31 December 2025
The Company has complied with Listed Companies (Code of Corporate Governance) Regulations, 2019 (here-in-after referred as 'the Regulations') in the following manner:
The total numbers of directors are eight (8) as per the following:
Male: 7
Female: 1
Category
Names
DOA/E
DOE
The composition of the Board is as follows:
Category
Names
DOA/E
DOE
Independent Director
Mr. Osman Asghar Khan
Mr. Shahid Ul Hassan Chattha
November 12, 2025*
November 12, 2025*
Executive Director
Mr. Adnan Afridi
November 12, 2025*
Non-Executive Director
Mr. Imtiaz Ahmed (Chairman)
Mr. Muhammad Zahoor llahee Cheema Mr. Faisal Ahmed Siddiqui
Mr. Shabbir Diwan
November 12, 2025*
November 12, 2025*
November 12, 2025*
June 23, 2023
Female Director
Ms. Fehmina Khan (Non-Executive Director)
November 12, 2025*
Ceased to be directors during for the year 2025 till 3 February 2025
Mr. Sung Soo Bae
Mr. IL Kyu Kim
Mr. Kyung Hoi Yoo
February 14, 2024
June 23, 2023
February 14, 2024
February 3, 2025
February 3, 2025
February 3, 2025
Ceased to be directors during for the year 2025 till 12 November 2025
Mr. Seong Jun Park
Mr. Cheolsoo Kim Mr. Jo Hyun Kwoun Mr. Rashid Ibrahim Mr. Khurram Rashid Mr. Young Dae Kim Ms. Jae Sun Park
February 3, 2025
February 3, 2025
February 3, 2025
June 23, 2023
June 23, 2023
June 23, 2023
June 23, 2023
November 12, 2025
November 12, 2025
November 12, 2025
November 12, 2025
November 12, 2025
November 12, 2025
November 12, 2025
DOA/E = Date of Appointment / Election DOE = Date of Exit
* Following the change in ownership on 12 November 2025, the Board was reconstituted as a result of which these Directors were appointed immediately.
The directors have confirmed that none of them is serving as a director on more than seven listed companies, including this Company.
The 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. The Board has ensured that complete record of particulars of the significant policies along with their date of approval or updating is maintained by the Company.
All the powers of the Board have been duly exercised and decisions on relevant matters have been taken by Board/Shareholders as empowered by the relevant provisions of the Companies Act, 2017 and the Regulations.
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