Transmission of Annual Report for the Year Ended June 30, 2025

Siddiqsons Tin Plate Limited

A Siddiqsons Group Company

To become a professionally managed, fully integrated, customer focused prime quality Tin Plate producer, offering value added quality tin plate products to our customers within and outside Pakistan meeting International Standard.

VISION

MISSION

To continuously provide quality tin plate to our valuable customers at affordable price, build strong and permanent relation with domestic and international patrons under the umbrella of quality, reliability and affordability, focused to our customers and always put our customers on first priority.

Our mission is going to be the course chart and radar of our ship so that every time we move we check our parameters to comply and follow our mission and do not deviate from it.

To enable STPL a modest tin plate company with global acceptability, to attain new heights of success with the help of Al-mighty Allah. We plan to further expand our business network and penetrate in global tin industry through joint venture with different neighboring countries and contribute to generate robust foreign reserve for our country. Our objective is to successfully deliver quality products and services to our customers and enlighten the awareness of tin plate for food packaging industry in the country.

Board of Directors

Mr. Tariq Rafi Chairman

Mr. Naeem-ul-Hasnain Mirza CEO

Mr. Munir Qureshi Executive Director

Mr. Ibrahim Shamsi Non Executive Director

Ms. Alia Sajjad Non Executive Director

Mr. Muhammad Yousuf Adil Independent Director

Mr. Abdul Wahab Independent Director

Audit Committee

Mr. Muhammad Yousuf Adil (Chairman)

(Independent Director) Mr. Ibrahim Shamsi (Member) (Non-Executive)

Ms. Alia Sajjad (Member) (Non-Executive)

Mr. Abdul Wahab (Member) (Independent Director) Ms. Ayesha Khan (Secretary)

Human Resource & Remuneration Committee Mr. Abdul Wahab (Independent Director) (Chairman) Ms. Alia Sajjad (Member) (Non-Executive)

Mr. Naeem-ul-Hasnain Mirza (Member) (CEO) Ms. Ayesha Khan (Secretary)

Technical Committee

Mr. Tariq Rafi Chairman

Mr. Munir Qureshi Member

Mr. Naeem-ul-Hasnain Mirza Member

Executive Management Team

Mr. Naeem-ul-Hasnain Mirza CEO

Mr. Mahir Abbas Dir. Commercial

Ms. Rashid Khaleeque CFO

Mr. Shahzad Shabbir GM Commercial

Chief Financial Officer

Ms. Rashid Khaleeque

Company Secretary

Ms. Ayesha Khan

Head of Internal Audit

Mr. Faran ur Rehman Hashmi

Auditors

Muniff Ziauddin Chartered Accountants

Legal Advisor

Mr. Kashif Nazeer

A/2, G-23, Park Lane, Block-5, Clifton, Karachi House of Magna Cum Lande

Head Office: House l2, Main Ataturk Avenue, F-6/3, Islamabad.

Tax Advisor

Tola Associates

Tax & Corporate Advisors

408, Continental Trade Centre, Block 8, Clifton, Karachi 75600, Pakistan

Phone # 02l-35303294-6

Bankers

National Bank of Pakistan Habib Bank Limited MCB Bank Limited Soneri Bank Limited

Habib Metropolitan Bank Limited Faysal Bank Limited

Meezan Bank Limited JS Bank Ltd

Al Baraka Bank (Pakistan) Ltd MCB Islamic Bank Limited Allied Bank Limited

The Industrial & Commercial Bank of China (ICBC)

United Bank Limited Bank Alfalah Limited Askari Bank Limited Samba Bank Limited

Dubai Islamic Bank Pakistan Limited

Shares Registrar

THK Associates (Pvt.) Limited,

Plot No. 32-C, Jami Commercial Street-2, D.H.A., Phase-VII,

Karachi.

UAN #lll 000322

Registered Office

Ocean Tower, 27th Floor, G-3, Block 9, Scheme # 5, Main Clifton Road, Karachi. Tel : +922l-35l6657l-4

Plant: Plot # 5, Special Industrial Zone, Winder, Distt. Lasbela, LIEDA, Baluchistan.

Web Presence

https://www.siddiqsonstinplate.com

the Board since the inception of Siddiqsons Tinplate Limited. He also holds directorships on the Boards of several prominent institutions, including MCB Bank Limited, Central Depository Company of Pakistan Limited (CDC), and Siddiqsons Limited. A distinguished business leader, Mr. Rafi has been conferred with the Sitara-e-Imtiaz by the Government of Pakistan in recognition of his services to the business community. He is also the recipient of the Young Businessmen Leader Award from the Institute of Business Administration (IBA) and was honoured with the Best Businessman Award for the year l999 by the Federation of Pakistan Chambers of Commerce & Industry (FPCCI). Mr. Rafi's long-standing leadership and strategic guidance have played an integral role in the Company's growth and direction since its inception.

Mr. Tariq Rafi serves as a Director of the Company and has been a member of

Mr. Naeem ul Hasnain has been serving on the Board of Directors of the Company since October 20l3 and currently holds the office of Chief Executive Officer. He is a Certified Director from the Institute of Chartered Accountants of Pakistan. Mr. Hasnain holds a Bachelor's degree in Engineering from NED University of Engineering and Technology. He commenced his professional career with Siddiqsons Tinplate Limited in l999 and, over the years, has held various senior management roles across critical operational areas of the Company. His strategic leadership and deep understanding of the tinplate industry continue to contribute significantly to the Company's growth and operational excellence.

Mr. Munir Qureshi holds a graduate degree in engineering and a graduate degree in public administration from Harvard University. He is a certified director from the Institute of Chartered Accountants of Pakistan. Following a distinguished 35-year career in the civil service, he retired in 20l4 and joined the Board of Siddiqsons Tinplate Limited in 20l5. He held senior positions in the customs service, including as Member (Customs) at the Federal Board of Revenue, and later served as Secretary, Ministry of Commerce. His service was formally commended on World Customs Day in 20l5 for his contributions as Secretary of Commerce. Mr. Qureshi brings to the board deep expertise in governance, trade, and customs enforcement.

Mr. Ibrahim Shamsi is a seasoned enterpreneur with extensive experience in modern management and operational leadership. He holds an MBA from the Lahore University of Management Sciences (LUMS) and has served on the Board of Siddiqsons Tinplate Limited since l997. He is the Chief Executive Officer of Joyland Ltd., Lahore, and also serves as Chairman of Cotton Web Ltd. Mr. Shamsi is a Director on the Board of Adamjee Insurance Company Limited, MCB Islamic Bank and Siddiqsons Limited and several other prominent companies. His diverse leadership experience across various sectors equips him with a well-rounded perspective that greatly benefits the Board.

Ms. Alia Sajjad joined the Board of Siddiqsons Tinplate Limited as a non-executive director in 20l8. She holds a Bachelor's degree in Business Administration and is a Certified Director from the Institute of Cost and Management Accountants of Pakistan. She concurrently serves as Director of Ilmestors Academy. With strong entrepreneurial spirit and proven leadership across corporate and education sectors, she contributes valuable insight to our Board.

Mr. Abdul Wahab is a business graduate with a Master of Business Administration (MBA) from the Institute of Business Management (IoBM). He is also a Certified Director from the Institute of Cost and Management Accountants of Pakistan. Mr. Wahab joined the Board of Siddiqsons Tinplate Limited in 20l8 as an Independent Director. He is a seasoned professional with extensive experience in the FMCG and textile sectors. His core competencies include marketing, sales, and project management. With a dynamic and result-oriented leadership style, he brings valuable commercial insight and strategic depth to the Board.

Mr. Muhammad Yousuf Adil is the founder of Yousuf Adil, Chartered Accountants

- a correspondent firm of Deloitte in Pakistan. He joined the Siddiqsons Tin Plate Board in 2023 as an Independent Director. He brings over 40 years of experience in assurance, taxation, and advisory services, alongside more than a decade of independent consultancy. Mr. Adil has advised on major transactions involving mergers, acquisitions, public listings, and corporate restructuring across sectors such as banking, oil & gas, and manufacturing. Known for his deep expertise in taxation and public offerings, he has supported the growth of prominent business groups including Sapphire, Nishat, and Sitara. Mr. Adil is also recognized for his longstanding engagement with regulatory bodies and his contribution to the development of Pakistan's textile and corporate sectors.

NOTICE is hereby given that 30th Annual General Meeting of M/s. Siddiqsons Tin Plate Limited will be held on Thursday, November 27, 2025 at ll:00 a.m. at Ocean Mall & Tower, 4th Floor, G-3, Block-9, Scheme-5, Clifton, Karachi to transact the following business:

l. To confirm the minutes of the Annual General Meeting was held on July 25, 2025.

1. To receive, consider and adopt the financial statements of the Company and the Group for the year ended June 30, 2025 together with the Chairman's Review, Directors' and Auditors' Reports thereon. [The Financial Statements of the Company have been uploaded on the website of the Company which can be downloaded from the following link: (https://www.siddiqsonstinplate.com).

2. To appoint Auditors of the Company for the year 2025-2026 and fix their remuneration. The retiring auditors, M/s. Muniff Ziauddin, Chartered Accountants, being eligible, have offered themselves for reappointment.

   Other Business

3. To transact any other business with the permission of Chair.

   Ayesha Khan
   
   
   

   By order of the Board

   Karachi

   Dated: November 7th, 2025 Company Secretary

   NOTES: BOOK CLOSURE

   The shares transfer books of the Company will remain close from 20-ll-2025 to 27-ll-2025 (both days inclusive). Transfers received at the Share Registrar of the Company, M/s. THK Associates (Pvt) Limited, Plot No. 32-C, Jami Commercial Street 2, D.H.A., Phase VII, Karachi, at the close of business on November l9, 2025 will be considered in time to be eligible for attending and voting at the meeting.

   ATTENDANCE

   A member entitled to attend and vote at a Meeting is entitled to appoint another member as a proxy to attend, speak and vote on his/her behalf. A corporation, being a member, may appoint as its proxy any of its officials or any other person, whether a member of the company or otherwise. An instrument of proxy and a Power of Attorney or other authority (if any) under which it is signed, or notarized copy of such Power of Attorney, must be valid and deposited at the Share Registrar of the Company not less than 48 hours before the time of the Meeting.

   Those shareholders whose shares are deposited with Central Depository Company of Pakistan Limited (CDC) are requested to bring their original Computerized National Identity Card (CNIC) along with participant's ID number and their account/sub-account numbers in CDC to facilitate identification at the time of Annual General Meeting. In case of Proxy, attested copies of proxy's CNIC or passport, Account and Participation's I.D numbers must be deposited along with the Form of Proxy with Share Registrar of the Company as per paragraph No.l above. In case of Proxy for corporate members, the Board of Directors' Resolution/Power of Attorney with specimen signature of the nominee shall be produced at the meeting (unless it has been provided earlier to the Share Registrar). Attested copies of CNIC of the beneficial owners and the proxy shall be furnished with the proxy form. The proxy shall produce his / her original CNIC at the time of meeting.

   For CNIC / IBAN & Zakat

   Members are requested to provide their International Banking Account Number (IBAN) together with a copy of the Computerized National Identity Card (CNIC) to update our records. In case of non-submission, all future dividend payments may be withheld. Members are requested to submit declaration (CZ-50) as per Zakat & Ushr Ordinance l980 for zakat exemption and also requested to notify the change in their address, if any, to Share Registrar of the Company.

   E-DIVIDEND

   As per Section 242 of the Companies Act, 20l7, in case of a Public listed company, any dividend payable in cash shall only be paid through electronic mode directly into the bank account designated by the entitled shareholders. Therefore, through this notice, all shareholders are requested to update their bank account details in the Central Depository System through respective participants. In case of physical shares, to provide bank account details to our Share Registrar, M/s THK Associates (Pvt) Ltd. E-Dividend mandate form is enclosed.

   UNCLAIMED DIVIDENDS & BONUS SHARES

   Shareholders, who by any reason, could not claim their dividend or bonus shares or did not collect their physical shares, are advised to contact our Share Registrar M/s THK Associates (Pvt) Ltd. to collect/enquire about their unclaimed dividend or pending shares, if any.

   CONVERSION OF PHYSICAL SHARES INTO THE BOOK ENTRY FORM:

   The SECP through its letter No. CSD/ED/Misc/20l6- 639-640 dated March 26, 202l has advised listed companies to adhere to provisions of Section 72 of the Companies Act, 20l7 by replacing physical shares issued by them into book entry form.

   The shareholders of Siddiqsons Tin Plate Limited having physical folios / share certificates are requested to convert their shares from physical form into book-entry form as soon as possible. The shareholders may contact their Broker, CDC Participant or CDC Investor Account Service Provider for assistance in opening a CDS Account and subsequent conversion of the physical shares into book-entry form. It would facilitate the shareholders in many ways including safe custody of shares, avoidance of formalities required for the issuance of duplicate shares, etc. For further information and assistance, the shareholders may contact our Share Registrar, M/s THK Associates (Pvt) Ltd.

   CIRCULATION OF NOTICE OF MEETING & ANNUAL ACCOUNTS THROUGH EMAIL

   In compliance with Section 223(6) of the Companies Act, 20l7 and SRO 452(I)/2025 dated March l7, 2025 issued by SECP, the Annual Report of the Company and the Notice of Annual General Meeting shall be circulated via email to those shareholders whose email addresses are present in the records/database of the CDC and Share Registrar. Shareholders are encouraged to send/update their email address with the Company's Share Registrar, M/s THK Associates (Pvt) Ltd., at Plot No. 32-C, Jami Commercial Street 2, D.H.A., Phase VII, Karachi. However, if a shareholder, in addition, request for hard copy of Audited Financial Statements the same shall be provided free of cost within seven days of receipt of such request.

   E-VOTING AND POSTAL BALLOT

   Members can exercise their right to vote through e-voting or postal ballot, subject to meeting the requirements of Companies Act, 20l7, S.R.O. 45l(I)/2025 issued by the SECP, and applicable clauses of the Companies (E-Voting) Regulations, 20l6 or Companies (Postal Ballot) Regulations, 20l8 (as the case may be).

   PROHIBITION ON GRANT OF GIFT

   In compliance with Section l85 of the Companies Act, 20l7 and SRO 452(I)/2025 dated March l7, 2025 issued by SECP, it is hereby notified that no gifts in any form or manner, shall be distributed to shareholders at the Annual General Meeting.

   VIDEO CONFERENCE FACILITY

   Shareholders interested in attending the meeting through video conferencing facility are requested to email the following information with the subject "Registration for Siddiqsons Tin Plate Limited AGM" along with valid copy of both sides of Computerized National Identity Card (CNIC) to secretariat@siddiqsonstinplate.com and sfc@thk.com.pk. Video link and login credentials will be shared with only those members whose emails, containing all the required particulars, are received at least 48 hours before the time of AGM.

   If sent through courier, the demand for video-link facility shall be received by the Share Registrar at the address given hereinabove at least seven (7) days prior to the date of the meeting on the Standard Form provided in the annual report and also available on the company's website.

   Registration to attend the Annual General Meeting through Video Conferencing Facility

   l. Folio No. / CDC Investors A/c No./ Sub-A/c No.:

   1. Name of Shareholder:

   2. Cell Phone Number:

   3. Email Address:

      
      
      

   4. No. of Shares held at the lst day of the Book Closure to establish the right to attend AGM:

      09

      Shareholders can also provide their comments and questions for the agenda items of the AGM at the following email addresses: secretariat@siddiqsonstinplate.com and sfc@thk.com.pk

      STATEMENT UNDER SECTION I34(3) OF THE COMPANIES ACT 20I7

      Section l34(3) of the Companies Act 20l7 requires that a statement of material facts regarding special business items is annexed to the notice of the general meeting.

      Pursuant to SECP's SRO 389(I)/2023 dated March 2l, 2023, listed companies may circulate their annual audited financial statements (including balance sheet, profit and loss account, auditor's and directors' reports) through a QR code and web link, subject to certain conditions. To avail this facility, companies are required to obtain shareholders' approval in a general meeting. Accordingly, the Company seeks members' consent to transmit the annual audited financial statements via QR code and web link, while complying with SECP's conditions, including:

      • Issuing notices in accordance with the Companies Act, 20l7;

      • Sending reports via email where addresses are available; and

      • Providing printed copies free of cost within one week upon request, as per PSX's standard format.

   None of the Directors have any interest in this special business, except in their capacity as directors or shareholders.

   
   
   
   
   
   
   
   
   
   
   
   
   
   
   

secretariat@siddiqsonstinplate.com : z_ I JI 3Jv›JmJlNvilm I II ' I AGM Jv%

sfc@thk.com.pill

(3)134NiJ2017 (•

0 @l HU ilJ (JUL-J • 2025 I 17J SRO 452(I)t2025 •a SECP i1(6)223 2017 * -1 '/•

z_ JI 3 a• t)gk » JNl 1 1 a (CNIC) 1 k "tr JJ ‹ JIN Siddiqsons Tin Plate Limited AGM" Jl•..i@ in JJl J il i- secretariat@thk.com.pill'secretariat@siddiqsonstinplate.come

Siddiqsons Tin Plate Limited 13

https://www.siddiqsonstinpIate.com-

Honesty, integrity and strong commitment to high standards of ethical, moral and lawful conducts are among the most important traditions. This dedication is critical to meet our commitment to the shareholders, customers, suppliers and employees.

Ethical behaviour is an individual responsibility. Behaviour reflecting- high ethical standards are expected of all executives and employees regardless of their position or location.

Our businesses and customs vary, and each individual who works for the Company is unique, however, we have certain standards and responsibilities to share wherever we do

1. We, the management of the enterprise are committed to the following principles:

   • ethical management practices

   • recognition of merits

   • empowerment of employees

   • respect of employees, suppliers, clients, and shareholders

   • respect of basic human rights

   • avoidance of conflicts of interest

1. Managers are expected to set the highest standards of ethical business conduct and are encouraged to discuss the ethical and legal implications of business decisions. It is their responsibility to create and sustain work environment in which employees, consultants and contract workers know that ethical and legal behaviour is expected of them.

2. Managers must be diligent in looking for indications that unethical or illegal conduct has occurred, and take appropriate action on regular basis to address any situation that seem to be in conflict with the law or the Code.

   Employee Commitment to Code of Conduct

3. All employees should have the opportunity to contribute, learn, grow and advance based on merit. Ethical principles which employees must follow include:

   • Honesty

   • Fulfilment of their promises

   • Integrity and loyalty

   • Feeling of belongingness

     Code, Policies and Applicable Laws
     
     
     

4. It is management's responsibility to ensure compliance with the Code, Company's policies and all prevailing applicable laws in conducting business within the country and around the globe.

   Confidentiality

5. We safeguard confidential information by keeping it secure, avoiding discussion in public areas and limiting access to those who have to know for execution of their duties.

6. Information that is not generally disclosed and is helpful to the company must be protected.

   Conflict of Interest

7. Actions must be based on sound business judgement, and not motivated by personal interest or gain. Any situation that creates or appears to create a conflict of interest between personal interests and the interests of the Company will be avoided.

   Protecting Company Assets

8. All employees are entrusted with numerous company assets, and have a special responsibility to protect them. l0. Company's resources should 'be used only to conduct company's business or for purposes authorized by management.

ll. Unauthorized copying of software, tapes; books and other legally protected work, is a misuse of asset and may expose the company to legal liability.

l2. Any act by Company's employee that involves theft, fraud, embezzlement, or misappropriation of any property/asset is prohibited.

l3. Employees should not misuse their position to influence vendors, subordinates or any other person to provide any undue favour or benefits, whether financial or otherwise, to themselves or others.

l4. Employees shall not provide or offer to provide any favours or benefits to government departments or engage in any activities, which could influence the business decisions and violate the law. Offering or providing bribes or kickbacks is prohibited in all circumstances.

l5. Gifts and entertainment may be used in developing business relationships and not be lavish or in excess of the generally accepted business practices of industry.

l6. The Company will always obtain information regarding customers; suppliers and competitors legally and ethically. Theft of proprietary information, inducing disclosures by a competitor's past or present employees is prohibited.

l. The Company ensure that its products and services meet customer requirements and product specification.

1. Labelling of products will be complete, fair and honest. Only claims, which can be substantiated and fulfilled, are made by the company, its employees and its agent.

   Shareholders

2. We ensure shareholders' participation and respect their rights to information while protecting the interests of other stakeholders.

3. The Company respects the right of shareholders to submit proposals for vote and to ask questions at the meeting.

4. Shareholders are informed about significant and material violations of corporate policies (including codes of conduct) and any decisions by tribunals or courts which are unfavourable of the company.

   Employees

5. The Company values its employees and their contributions towards its operations.

6. The Company pays adequate wages to enable employees, to meet the basic needs for themselves and their families.

7. The Company will not make any discrimination in its policies of employment and remuneration, whether by race, age, gender, disability or religion.

8. Each worker should be employed on the basis of their ability to do the job, rather than on the basis of personal characteristics or beliefs.

l0. Training, development, promotion and advancement opportunities within the Company are available to all employees.

ll. The Company recognizes the need for supporting and/or providing the essential social infrastructure and community services to its workers.

l2. All those who work within and on the Company's premises, whether permanent, temporary or contractual, shall receive equal protection especially in provision of equipment and information concerning their health and safety at work:

l3. The Company accepts its responsibility to use its purchasing power to encourage good corporate organizations among its suppliers.

l4. The Company is careful in its negotiations and contractual arrangements with other companies. This includes fair dealing, prompt payment and the avoidance of corrupt practices, bribes and questionable payment.

l5. The Company seeks out supplies that meet the same quality standards on environmental and social grounds as the Company sets for its own products.

l6. The Company will not enter into contracts with suppliers who use any form of forced or bonded labour.

l7. Employees throughout the Company are responsible for recording any kinds of information properly, honestly and accurately.

l8. All financial books, records and accounts accurately reflect transactions and events, and conform both to generally accepted accounting principles and to Company's system of internal controls.

l9. Working hours in accordance with local standards are followed at all sites and offices of the Company.

20. We ensure that wages and social benefits are in accordance with laws in force or prevailing wage practice in the country.

2l. The Company is committed to provide a safe and healthy work environment to its employees. Each facility is required to have a safety program in place that includes appropriate training programs. The Company will meet applicable laws and government regulations as well as Company's own standards.

1. Each employee is responsible for observing the safety and health rules and practices that apply to his or her job. Employees are also responsible for taking precautions necessary to protect themselves & and their co-workers, including reporting accidents, injuries, and unsafe practices or conditions.

   Appropriate and timely action will be taken to correct known unsafe conditions.

   Child Labour

2. Company discourages for employment of Child Labour.

For the year ended 30th June 2025

Rupees in "000"

19

On behalf of the Board of Directors, it is my privilege to present to you the Annual Report 2025 and the review of performance of the Board of Directors of your Company.

The FY 2024-25 was marked by significant challenges, which your Company faced with resilience and strategic foresight. Several adverse factors affected performance during the year, including a high discount rate, record inflation levels, increased prices of imported raw materials, and unprecedented interest costs. Throughout most of the year, the business environment remained uncertain, driven by political and economic instability as well as unfavorable government policies. One of the major policy challenges was the continuation of sales tax exemptions granted to businesses operating in the FATA/PATA regions. Additionally, the unconventional use of Galvalume sheets in food packaging created further market distortions, negatively impacting the Company. The situation was compounded by the unrestricted import of secondary tinplate at significantly lower prices, which severely affected the Company's competitiveness and market share. In response, the management took decisive actions, including initiating strong legal proceedings against the FATA/PATA sales tax exemptions and the use of Galvalume sheets in food packaging. Furthermore, an application for the imposition of anti-dumping duties has been filed with the National Tariff Commission (NTC) to safeguard the Company's interests.

Notwithstanding these challenges, your Company demonstrated resilience and adaptability, effectively mitigating potential adverse impacts through prudent management practices and well-considered strategic initiatives.

As a result of the factors outlined above, the Company reported a loss before tax of Rs. 229.8 million for the year. This includes interest expenses of Rs. 382 million, approximately 70% of which relate to the CRM Project borrowings. In addition, low capacity utilization during the year led to higher manufacturing costs per metric ton, further impacting profitability.

An annual evaluation of the Board was conducted to assess its overall performance and effectiveness. The Board of Directors consistently upheld the principles of transparency, accountability, and integrity, ensuring the application of best governance practices throughout the year.

Robust frameworks for risk management and internal controls were established and actively maintained, reflecting our continued commitment to regulatory compliance, ethical business conduct, and the reinforcement of stakeholder trust.

I would like to place on record my sincere appreciation for the Board's dedicated performance in fulfilling their responsibilities with diligence and professionalism, and for their valuable guidance to the executive management on all key decisions concerning the affairs of your Company.

In conclusion, I extend heartfelt gratitude to our shareholders, employees, and business partners for their continued support and commitment. Together, we shall focus on advancing our strategic goals and building a resilient, ethical, and forward-looking organization.

Chairman

Karachi, ?? ??, 2025

Siddiqsons Tin Plate Limited 21

The Directors of your company are pleased to present the annual report together with the audited financial statements for the financial year ended June 30, 2025.

During FY 2024-25, the global steel industry faced a challenging environment marked by fluctuating demand, high input costs, and persistent trade distortions. Weak construction and manufacturing activity in several major economies continued to suppress global steel consumption. A significant development during the period was the imposition of extraordinary tariffs by the United States on steel imports from various countries, aimed at protecting domestic producers. These measures disrupted global trade flows, leading to price volatility and market imbalances across regions. In response, several affected countries considered or initiated countermeasures, further intensifying trade tensions. Additionally, the sector was impacted by elevated energy costs and oversupply in certain Asian markets, while environmental regulations and decarbonization commitments continued to reshape production dynamics. Despite these challenges, selective recovery was observed in infrastructure-led demand segments toward the end of the fiscal year, offering cautious optimism for gradual stabilization ahead.

During FY 2024-25, Pakistan's economy showed signs of modest recovery amid persistent structural challenges. The State Bank of Pakistan gradually reduced the policy interest rate from 20.5% to ll% as inflationary pressures began to ease. The exchange rate between the Pakistani Rupee (PKR) and the US Dollar remained stable, providing some relief to businesses dependent on imports and foreign transactions.

The banking environment remained challenging for businesses, particularly in terms of accessing trade financing. Tight liquidity conditions, elevated interest rates, and cautious lending policies further constrained working capital availability and limited the ability of businesses to pursue expansion plans.

Overall, while economic indicators hinted at gradual stabilization, sustained recovery will depend on continued fiscal discipline, structural reforms, and a more favorable global environment.

The overall factors as elaborated in preceeding paras, coupled with price fluctuation in international commodity market, has adversely impacted the business activity of the company. The net sales of PKR 2.023 Billion for the year under review was 50% lower than the last year. The gross Profit for the year was Rs. 22l.78 million as compared to Rs. 55 million of gross loss during last year, thereby recording a increased of 500%.

During FY 2024-25, the Company's operational performance was significantly improved despite Capacity utilization dropped by 3%, with annual production totaling 5,600 metric tons, compared to 8,335 metric tons in the previous year.

This decline in production was primarily driven by several factors. The domestic demand for tinplate weakened due to use of Galvalume and secondary tinpalte, largely high cost, which led end-users to shift to alternative packaging materials such as plastic pouches and PET bottles. Moreover, multiple market factors created a highly unfavorable sales environment:

l. Increased usage of Galvalume sheets, which were imported at l.67% duty and are being used in food packaging - an unintended and non-compliant application. This continues to distort the competitive landscape. Notably, Galvalume imports surged by 57%, rising from l03,922 metric tonnes in FY 2023 to l63,3l9 metric tonnes in FY 2024, and in 2025 six month from Jan 2025 to June 2-25 is l48,695/- M/ton

1. Continued imports of tinplate into FATA/PATA regions under tax-exempt status, resulting in significantly lower-priced alternatives in the market. These imports not only bypass normal duties and taxes but are also increasingly being diverted into other parts of the country. Tinplate imports into FATA/PATA increased by approximately 26%, from 8,532 metric tonnes in FY 2022-23 to l0,744 metric tonnes in FY 2023-24.

2. Dumping of Chinese tinplate at substantially lower prices, making it difficult for local manufacturers to maintain market share.

3. Widespread usage of secondary-grade tinplate and plastic materials in the food packaging industry, further eroding demand for prime-quality tinplate.

Furthermore, the Company experienced major operational disruptions, namely two major production halts due to labor issues, which disrupted the entire quarterly output and resulted in delayed customer deliveries. Additionally, there were delays in raw material supply during January and February 2024, affecting production continuity and planning.

Despite identifying opportunities, the Company was unable to compete due to severe price competition from Chinese exporters, who offered products at dumped rates, making our pricing unviable in those markets.

The sales revenue of the company has decreased by 50%.

Current year's production was 33% lower than the last year. The Company operated at a capacity utilization of only 5% (2023: 6.95%), with production significantly reduced due to factors such as delayed supply of raw materials, and labor unrest.

The EBITDA, excluding non-recurring items, stood at Rs. (229.8) million for FY 2024-25, as compared to Rs. (l,997.2) million in FY 2023-24. The current year's performance was significantly affected by operational disruptions caused by political unrest and the rollback of the CRM Project, which led to substantial losses in the previous year. During the first quarter of FY 2024-25, management focused on stabilizing operations and restructuring the business model to ensure long-term sustainability. As a result, production activity was minimal during this period. However, following the successful completion of the restructuring phase, operations were gradually resumed, and the Company is now positioned on a more stable footing moving forward. Despite these difficulties, the Company continued to focus on cost efficiency.

However, finance costs continued to weigh heavily on profitability. The primary contributors were elevated discount rates, with KIBOR remaining at historically high levels for most of the year, and interest on borrowings related to the discontinued CRM project. Total finance cost of Rs. 382.9 million, a major portion was directly attributable to CRM-related borrowing.

The Company reported a loss after tax of Rs. 255 million, compared to a loss of Rs. (2,048) million in the previous year. The loss before tax stood at Rs. 229.828 million, primarily driven by lower production,

The loss per share have been recorded at Rs. (l.ll), as compared to loss per share of (8.98) in the previous year.

The Company has made payments of Rs. 480 million to the National Exchequer on account of income tax, sales tax, custom duties and other levies.

During the year an interim evaluation was carried out and the PACRA has maintained the credit rating of the Company as A. (Single A minus) for long term and A2 (Single A two) for short term with "stable" outlook

The Company has established a comprehensive risk management framework aimed at identifying, assessing, and mitigating risks across all areas of its operations, including strategic decision-making, operational activities, compliance, and financial reporting. The Board of Directors actively reviews and monitors these risks to ensure that they are managed effectively and in alignment with the Company's objectives.

Adequate internal controls have been designed and implemented across all levels of the organization through well-defined Standard Operating Procedures (SOPs) and policy guidelines.

In line with its commitment to strengthening risk oversight, the Company has recently introduced a new Risk Management Policy. This policy provides a structured approach for the identification, evaluation, and response to potential risks and enhances the overall governance and resilience of the organization.

The Company operates a well-equipped Human Resources department at Group level which operates in line with the strategic directions of the Board and its Human Resource Committee. All employee related matters such as remuneration, allowances, leaves, performance appraisals, hiring and terminations are dealt through them.

Under SECP Circular l0 of 2024, following is gender pay gap calculated for the year ended June 30, 2024: Mean Gender Pay gap: (-l02.79%)

Median Gender Pay Gap: (-208-89%)

The above percentages reflect the gender pay gap of relevant male versus female employees across the organization.

The management of your Company takes the HSE measures seriously and ensures the strict implementation of all safety measures. During the year under review no major incident was reported. The management ensures compliance with environmental standards.

The directors of the Board endorse the contents of the Chairman's review dealing with the overall performance of the company and the performance/effectiveness of the Board.

The estimated fair value on investment of Siddiqsons Tin Plate Limited - Staff Provident Fund based on internal records as on June 30, 2025 was Rs. 38 million (2024: Rs. 98 million).

Looking ahead, the operating environment appears to be stabilizing. The raw material shortages that significantly impacted production during the previous fiscal year have largely been resolved, and inventory levels are now aligned to support the Company's current share in the domestic market. Furthermore, the quality of locally sourced raw materials has improved substantially, meeting international standards and enabling the Company to better fulfill customer requirements and strengthen its market position.

Following decisive measures, including initiating legal action against the use of Galvalume sheets in food packaging and filing an application for anti-dumping duties on secondary tinplate, domestic demand for tinplate has shown signs of recovery. Despite persistent cost pressures and a gradual shift toward alternative packaging materials, the Company has strategically intensified its focus on export markets, particularly targeting the Gulf Cooperation Council (GCC) region, the United States, and Europe.

A notable shift in global trade dynamics particularly the imposition of heavy anti-dumping duties (ADD) on Chinese tinplate by several countries has created new opportunities for compliant and quality-driven producers like STPL to expand their international presence. In this regard, the Company has successfully secured export orders and dispatched trial shipments to key markets. Additionally, senior management actively participated in the CANNEX & FILLEX Global Canmaking Exhibition held in the United States, facilitating direct engagement with international buyers and trading companies.

Another positive development is the gradual decline in domestic interest rates, which is expected to ease the Company's finance cost burden, particularly in view of its current high gearing (debt-to-equity) structure. Furthermore, the imposition of a l0% sales tax on tinplate imports into the FATA/PATA regions is anticipated to reduce the pricing advantage previously enjoyed by importers in these areas, thereby creating a more equitable and competitive environment for STPL's domestic sales.

In summary, while challenges persist, the outlook for FY 2025-26 is cautiously optimistic, driven by stable raw material supply, growing export momentum, potential regulatory relief, and declining interest rates. The Company remains committed to restoring profitability, improving efficiency, and strengthening its position both locally and globally.

The present auditors M/s. Muniff Ziauddin & Co., Chartered Accountants retires and being eligible have offered themselves for the reappointment. With the endorsement of the Audit Committee, the Board of Directors have recommended their reappointment as auditors of the Company for the year ending June 30, 2025, at a remuneration to be mutually agreed.

The requirement of the Code of Corporate Governance set out by the Pakistan Stock Exchange in their Listing Regulations, relevant for the year ended June 30, 2025, have been complied with after adopting by the Company. A separate statement of compliance with the Code of Corporate Governance has been signed by the Chief Executive Officer and is included in this report.

The Board has adopted the statement of Code of Conduct. All employees have been informed and are required to observe these rules of conduct in relation to customers, suppliers and regulations. Corporate and financial reporting frame work

• The financial statements together with the notes thereon have been drawn up by the management in conformity with the Companies Act, 20l7. These Statements present fairly Company's state of affairs, the result of its operations, cash flows and changes in equity.

• Proper books of accounts have been maintained by the Company.

• Appropriate accounting policies have been consistently applied in the preparation of financial statements and accounting estimates are based on reasonable and prudent judgments.

• The International Accounting Standards/International Financial Reporting Standards as applicable in Pakistan, have been followed in the preparation of financial statements.

• The system of internal control is sound in design and has been effectively implemented and monitored.

• There are no doubts upon the Company's ability to continue as a going concern.

• There has been no departure from the best practices of Corporate Governance, as detailed in the listing regulations.

• Significant diversion from last year's operating results has been disclosed in the Directors' Report

  Composition of the Board

  In line with the requirements of the CCG, the Company encourages representation of Independent and Non-Executive Directors, as well as gender diversity on its Board. A formal Director's Remuneration policy approved by the Board is in place. The policy includes transparent procedure for remuneration of directors in accordance with the Companies Act, 20l7 and CCG Regulations, 20l9.

  Total number of Directors:

  1. Male: 6

  2. Female: l

  The composition of the Board of Directors is as follows:

  Category Names

  1. Independent Directors Mr. Abdul Wahab

     Mr. Muhammad Yousuf Adil

  2. Non-Executive Directors Mr. Tariq Rafi

     Mr. Ibrahim Shamsi

     Ms. Alia Sajjad (Female Director)

  3. Executive Directors Mr. Munir Qureshi

Mr. Naeem-ul Hasnain Mirza

In compliance with Section 227 (2) (la) of the Companies Act, 20l7, the detailed remuneration of the directors and the Chief Executive Officer of the Company is disclosed in Note 37.

Mrs. Alia Sajjad (Member) Mr. Abdul Wahab (Member) Mr. Aisha Khan (Secretary)

Mr. Muhammad Naeem-ul-Hasnain Mirza (Member) Mr. Aisha Khan (Secretary)

Mr. Munir Qureshi (Member)

Mr. Muhammad Naeem-ul-Hasnain Mirza (Member)

During the year under report, the Board of Directors met four (4) times. The numbers of meetings attended by each director during the year is shown below:

Leave of absence was granted to Directors who could not attend the Board meetings.

The management of your Company believes in good corporate governance, implemented through a well-defined and efficiently applied system of check and balance, and the provision of transparent, accurate and timely financial information. The board of directors has established a sound system of internal control within the Company which is effectively implemented at all levels.

The Audit Committee comprises of four (4) members, two independent and two non-executive directors including the chairman of the Committee. The Committee has its terms of reference which were determined by the Board of Directors in accordance with the guidelines provided in the Listing Regulations.

During the year under review the Company is continuing to support the society in the areas of education, clean water and health care in Winder- Baluchistan.

The total number of Company's shareholders as at June 30, 2025 were 5706. The pattern of shareholding as at June 30, 2025 along-with necessary disclosures as required under the Code of Corporate Governance is annexed with this report.

The Board of Directors expresses its sincere gratitude to the Securities and Exchange Commission of Pakistan, esteemed Shareholders, Business Partners, valued Customers, Government Authorities, Autonomous Bodies, and Financial Institutions for their continued support and cooperation.

The Board also wishes to place on record its deep appreciation for the dedicated efforts and unwavering commitment of the Company's employees, whose contributions remain integral to its progress and success.

Chief Executive Officer Director

Karachi, November 06, 2025