Mitchell Fruit Farms : Transmission of Annual report for the Year ended June 30, 2023

CONTENTS
Company Information	03
Vision and Mission Statement	06
Notice of Annual General Meeting	08
Chairman's Review	14
Directors' Report	18
Key Financial Data	28
Pattern of Shareholding	32
Statement of Compliance with the
Code of Corporate Governance	35
Independent Auditor's Review Report	37
Independent Auditor's Report	40
Statement of Financial Position	44
Statement of Profit or Loss	45
Statement of Comprehensive Income	46
Statement of Changes in Equity	47
Statement of Cash Flows	48
Notes to the Financial Statements	49
Proxy Form	95

01

COMPANY

INFORMATION

BOARD OF DIRECTORS			COMPANY SECRETARY
Mr. Shazad Ghaffar	Chairman	Anum Ali
Mr. Najam Aziz Sethi	Chief Executive Officer	AUDITORS
Mr. Syed Mohammad Mehdi Mohsin	Non - Executive Director
....................Ms. Umme Kulsum Imam	Non - Executive Director	Crowe Hussain Chaudhury & Co.
Mr. Abdul Hamid Dagia	Non - Executive Director
Chartered Accountants
Mr. Aamir Amin	Independent Director
Mr. Syed Manzar Hassan	Independent Director	LEGAL ADVISORS
Mr. Rizwan Bashir	Independent Director
Alliance Legal Services
AUDIT COMMITTEE			Office No.7, L.G. Floor, Lahore Palace Building,
			14-B, Temple Road, Lahore.
Mr. Rizwan Bashir	Chairman
BANKERS
Mr. Shazad Ghaffar	Member
Mr. Aamir Amin	Member
Habib Bank Limited
HUMAN RESOURCES & REMUNERATION COMMITTEE	Askari Bank Limited
Allied Bank Limited
			JS Bank Limited
Mr. Manzar Hassan	Chairman
Bank Al Habib Limited
Ms. Umme Kulsum Imam	Member
Mr. Aamir Amin	Member	CHIEF FINANCIAL OFFICER

Badar M. Khan, FCA

SHARE REGISTRAR

Corplink (Private) Limited,

Wings Arcade, 1-K (Commercial),

Model Town, Lahore

Phone : [phone],

Fax: [phone]

CORPORATE OFFICE

72-FCC Gulberg IV, Lahore Phones: [phone]-96, Fax: [phone] E-Mail: [e-mail] Website: www.mitchells.com.pk

FACTORY & FARMS

Renala Khurd, District Okara, Pakistan Phones: [phone]-8, 2622908 Fax: [phone]

E-Mail: [e-mail] [e-mail]

REGIONAL SALES OFFICES

ISLAMABAD

Plot # 102, Street 7

Main China Road, Sector I-10/3

Islamabad

Phones: [phone]

E-Mail: [e-mail]

KARACHI

Mehran VIP II, Ground Floor, Plot 18/3

Dr. Dawood Pota Road- Karachi

Phones: [phone], 35212712

• 35219675 Fax: [phone]
  E-Mail: [e-mail]

03

VISION, MISSION

AND VALUES

VISION

While we continue to serve our corporate purpose of providing value to our shareholders, we also recognize our responsibility to other stakeholders. We believe that the development of our employees, the protection of our environment and dealing fairly with our suppliers is essential for the future success of our company, our community and our country.

MISSION

Mitchell's strives to continue to win the hearts and minds of our consumers by delighting them with healthy and delicious products for every occasion, as it has been doing for generations.

06

VALUES

We are COMMITED towards bringing success to our people and partners by consistently delivering on expectations of our shareholders, going the extra mile to get the job done and approaching everything with a "can do attitude".

We are open to ideas that challenge the conventional view and drive INNOVATION in order to stay relevant and continuously improve, so that we can cater to the changing needs of our consumers.

INTEGRITY: We are honest, ethical and fair in all our activities. We keep our word, deliver on our promises and acknowledge our mistakes. In all that we do, we believe that our reputation is more important than any other short-term rewards.

07

NOTICE OF ANNUAL

GENERAL MEETING

Notice is hereby given that the 91st Annual General Meeting of Mitchell's Fruit Farms Limited will be held on November 15, 2023, on Wednesday at 11:00 a.m. at the Registered Office of the Company at 72 - FCC, Gulberg IV, Lahore to transact the following business:

ORDINARY BUSINESS

1. To confirm the minutes of the last Annual General Meeting held on December 2, 2022.
2. To receive, consider and adopt the Annual Audited Accounts of the Company for the period ended June 30, 2023, together with the Directors' and Auditors' reports thereon.
3. To appoint auditors for the year ending June 30, 2024, and to fix their remuneration as suggested by the audit committee to the Board of Directors.

SPECIAL BUSINESS:

4. To Consider and, If deemed fit, pass a special resolution under Section 199 of the Companies Act, 2017, with or without modification, as recommended by the Directors:

TO RESOVE that, in view of the PUCARS notification vide S.R.O. 389/(1)/2023 which details and confirms that there is no longer a need to issue/compose CDs/DVDs etc. to circulate the Annual Financial Statements among the shareholders. We hereby resolve to transmit the same through a QR code/web link instead as recommended by the Notification for the ease of business.

OTHER BUSINESS

1. To transact any other business which may be placed before the meeting with the permission of the chair.

BY ORDER OF THE BOARD

LAHORE	Anum Ali
October 24, 2023	(Company Secretary)

08

NOTES

1. The share transfer book of the Company will remain closed from 2023-11-09 to 2023-11-
   15(both days inclusive). Transfers received in or- der (including deposit requests under CDS) at our
   Registrar's office Corplink (Private) Limited, Wings Arcade, 1-K (Commercial) Model Town, Lahore up to 01:00 p.m. on 8th November, 2023 will be con- sidered in time.
2. The Individual Members who have not yet sub- mitted a photocopy of their valid Computerized
   National Identity Card (CNIC) to the Company / Share Registrar, are once again reminded to send the same at the earliest directly to Company's
   Share Registrar, M/s Corplink (Private) Limited, Wings Arcade, 1-K (Commercial), Model Town, Lahore. The Corporate Entities are requested to provide their National Tax Number (NTN). Please give Folio Number with the copy of CNIC and NTN details. Reference is also made to the Securities and Exchange Commission of Pakistan (SECP) Notifications SRO 779 (I) dated August 18, 2011, and SRO 831 (I) 2012 dated July 05, 2012, which mandates that the dividend warrants should bear CNIC number of the registered member or the au- thorized person, except in case of minor(s) and corporate members.
3. A member eligible to attend and vote at this meeting may appoint another member as his/her proxy to attend and vote instead of him/her. Prox- ies, in order to be effective, must be received by the Company at the Registered Office (72 - FCC, Gulberg IV, Lahore) not later than 48 hours before the time meeting is scheduled. The proxy form is placed on the Company's website - http://www. mitchells.com.pk.
4. Duly completed instrument of the proxy, and the other authority under which it is signed, or notari- ally a certified copy thereof, must be lodged with the Company Secretary at the Company's Regis- tered Office (72 - FCC, Gulberg IV, Lahore) at least
   48 hours before the time of the meeting.
5. Shareholders are requested to immediately noti- fy the change in their address, if any directly to Company's Share Registrar, M/s Corplink (Private) Limited, Wings Arcade, 1-K (Commercial), Model Town, Lahore.
6. CDC Account Holders will further have to follow the under-mentioned guidelines as laid down by the Securities and Exchange Commission of Pa- kistan:

1. For Attending the Meeting:

1. In the case of individuals, the account holder or sub-account holder and/or the person whose se- curities are in a group account and their registra- tion details are uploaded as per the Regulations,

shall authenticate his/her identity by showing his/ her original Computerized National Identity Card (CNIC) or original passport at the time of attending the meeting.

1. In the case of a corporate entity, the Board of Di- rectors' resolution/power of attorney with speci- men signature of the nominee shall be produced (unless it has been provided earlier) at the time of the meeting.

1. For Appointing Proxies:

1. In the case of individuals, the account holder or sub-account holder and/or the person whose se- curities are in a group account and their registra- tion details are uploaded as per the Regulations, shall submit the proxy form accordingly.
2. The proxy form shall be witnessed by two persons whose names, addresses, and CNIC numbers shall be mentioned on the form.
3. Attested copies of CNIC or the passport of the beneficial owners and the proxy shall be furnished with the proxy form.
4. The proxy shall produce his/her original CNIC at the time of the meeting.
5. In the case of a corporate entity, the Board of Di- rectors' resolution/power of attorney with spec- imen signature of the person nominated to rep- resent and vote on behalf of the corporate entity, shall be submitted along with proxy form to the Company.

1. Intimation of Changes of Address and declaration for non-deduction of Zakat:
2. 1. Members who hold shares certificates should notify any changes in their registered address and provide their declarations for non-deduction of zakat, if applicable to the
      Share Registrar.
   2. Members who hold shares in CDC/partici- pant accounts should update their address and submit their declarations for non-de- duction of zakat, if applicable, to the CDC or their respective participants/stockbrokers.
3. Unclaimed Dividends and Shares Certificates:
4. 1. 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 Corplink (Private) Limited, 1-K Commercial, Model Town, Lahore to collect/enquire about their unclaimed dividend or pending shares, if any.
   2. Please note that in compliance with Section
      244 of the Companies Act, 2017, after having completed the stipulated procedure, all div- idends unclaimed for a period of three years

09