Investor Relations

Vision Statement

Model Lineup

Honda Atlas Cars (Pakistan) Limited is a joint venture between Honda Motor, Japan, and the Atlas Group, Pakistan. The Company is a public limited; also listed on Pakistan Stock Exchange Limited. The Company was incorporated on November 04, 1992, and the joint venture agreement was signed on August 05, 1993. groundbreaking ceremonyThe groundbreaking ceremony was held on April 17, 1993, and within a record time of 11 months, the construction and erection of machinery were completed. The first car rolled off the assembly line on May 26, 1994. The official inauguration was done by the then President of Pakistan, Sardar Farooq Ahmad Khan Leghari. Mr. Nobuhiko Kawamoto, President of Honda Motor, Japan, and the late Mr. Yusuf H. Shirazi, Founder of Atlas Group were also present to grace the occasion. The Company enlisted on the Karachi & Lahore Stock Exchanges (now Pakistan Stock Exchanges) and Initial Public Offer (IPO) was made in November 1994. On July 14, 1994, car bookings started at six dealerships in Karachi, Lahore, and Islamabad. Since then, the dealership network has expanded and now the Company has thirty-eight 3S (Sales, Service, and Spare Parts), twenty 2S (Service and Spare Parts), and five 1S (Spare Parts) authorized dealerships networks in all the major cities of Pakistan. All dealerships are constructed in accordance with the standards defined by Honda the world over. We started production in 1994, with the Civic Launchlaunch of the 5th generation of the Honda Civic model in Pakistan. Subsequently, the Company enriched the product line with the launch of Honda City in 1997, Honda BR-V in 2017 and Honda HR-V in 2022. Since the commencement of production, the Company has produced and sold more than 530,000 cars in Pakistan. The Company consistently increased production with the progress of the car market and to meet the growing customer demand. A major plant expansion was done in 2006 and the production capacity was increased to 50,000 units / year on double shift basis. The percentage of local parts conforms to the Government’s policy. Local vendors are continuously patronized to develop parts locally. The quality of local parts is thoroughly checked to meet stringent international standards of Honda. Honda always strives to provide outstanding services and products to our valued customers. In addition, the Company regularly conducts Service Campaigns to facilitate customers’ need for service. This has given our customers absolute confidence in our cars which is clear from the ever-increasing sales volumes. It is the constant endeavor of Honda Atlas Cars (Pakistan) Limited to achieve No.1 Customer satisfaction. The Company is committed to meeting customer expectations and providing good value for money. The Company believes that human beings are born to think, create and express their individuality. Thus, realizing their hopes and dreams, we strive to attract individuals who share this belief and who will respect one another’s individuality. We pursue to foster an atmosphere of mutual trust & fairness in which our associates can realize their full potential and create new values for the society by following the Honda Philosophy. Currently, we are not only offering imported models of Honda Accord & Honda CR-V but have also introduced locally manufactured New Honda City 6th generation, New Honda Civic 11th generation, BR-V and HR-V. The Honda City 2021 gives the best of driving pleasure including SRS airbags for both driver and co-drivers’ safety as a standard feature in all the variants. Moreover, Honda has taken care of the overall performance and fuel efficiency in the 6th generation model which reflects in driving the car, as this car has become more comfortable to drive in city traffic than ever before. The new 11th-generation Honda Civic 2022 was launched in Pakistan during March 2022, it comes with all the latest safety features. The RS variant 2022 comes with additional safety features termed as Honda Sensing which includes Collision Mitigation Braking System, Adaptive Cruise Control, Lane Keep Assist System, Road departure mitigation system, Auto High Beam, Lead Car Departure Notification System, and Walk Away auto-locking. Performance ratings for the Honda Civic 2022 are among the best in the class. The car is well-handled, rides in a composed manner, and has a powerful engine lineup. Honda BR-V is available in a wide range of colors with advanced technological features. Recently, Honda expanded its locally manufactured model lineup. Honda HR-V was launched on October 21st 2022 in two variants and in a wide range of colors with advance technological features. Honda Atlas Cars Pakistan Limited (HACPL) marked the rollout of 500,000 vehicles at the Manga Mandi plant in Lahore. This outstanding achievement is a sign of Pakistani customers’ trust in Honda Cars (Pakistan). The Company will continue to play an important role in the country’s automotive business and demonstrates a commitment to long-term investment in the country.

S# Associated Companies URL Addresses
1 Honda Motor Co., Ltd. https://global.honda/
2 Atlas Honda Limited www.atlashonda.com.pk
3 Shirazi Investment (Pvt) Limited www.shiraziinvestment.com.pk
4 Atlas Battery Limited abl.atlas.pk
5 Shirazi Trading Company (Pvt) Limited stc.atlas.pk
6 Atlas Insurance Limited www.ail.atlas.pk/welcome/
7 Atlas Engineering Limited www.atlasengineering.com.pk
8 Honda Atlas Power Products (Pvt) Limited www.hondapower.net.pk
9 Atlas Asset Management Limited www.atlasfunds.com.pk
10 Atlas Power Limited www.atlaspower.com.pk
11 Atlas Worldwide General Trading LLC www.atlasworldwide.ae
12 Atlas Venture Limited
13 Atlas Auto Parts (Pvt.) Limited www.atlasautos.com.pk
14 Atlas Hitec (Pvt.) Limited www.atlashitec.com.pk
15 Atlas Global FZE
16 Atlas Energy www.atlasenergy.pk
17 Atlas DID
18 Atlas GCI www.atlas.com.pk/gci
19 Atlas Zhenfa
Person 1

Mr. Aamir H. Shirazi
Chairman

Person 2

Mr. Takafumi Koike
President & CEO

Person 3

Mr. Saquib H. Shirazi
Director & Senior Advisor

Person 4

Mr. Shinobu Nakamura
Executive Director & VP(P)

Person 5

Mr. Gaku Nakanishi
Director

Person 6

Mr. Nobuyoshi Noda
Director

Person 7

Mr. Ariful Islam
Independent Director

Person 8

Mr. M. Naeem Khan
Independent Director

Person 9

Ms. Rie Mihara
Independent Director

Person 10

Mr. Maqsood-ur-Rehman Rehmani
Company Secretary & VP


Audit Committee
  • Mr. Muhammad Naeem Khan (Chairman)
  • Mr. Saquib H. Shirazi (Member)
  • Mr. Nobuyoshi Noda (Member)
  • Mr. Gaku Nakanishi (Member)
Executive Committee
  • Mr. Takafumi Koike
  • Mr. Maqsood ur Rehman
  • Mr. Shinobu Nakamura
Human Resource and Remuneration Committee
  • Mr. Muhammad Naeem Khan (Chairman)
  • Mr. Saquib H. Shirazi (Member)
  • Mr. Shinobu Nakamura (Member)
  • Mr. Nobuyoshi Noda (Member)
Auditors
  • M/s. A.F. Ferguson & Co. Chartered Accountants
Legal Advisor
  • M/s. Bukhari Aziz & Karim
  • M/s. Axis Law Chambers
Share Registrar
  • M/s. Hameed Majeed Associates (Pvt.) Ltd
Head of Internal Audit
  • Mr. Imran Farooq
Chief Financial Officer
  • Mr. Hamood ur Rehman Qaddafi
Company Secretary & Vice President
  • Mr. Maqsood ur Rehman Rehmani
Profile Profile Profile Profile Profile Profile

Financial Highlights

2023 2022 2021 2020 2019 2018 2017 2016 2015 2014
STATEMENT OF PROFIT OR LOSS
Sales Rs in million 95,087 108,048 67,362 55,046 95,128 91,523 62,803 40,086 37,764 39,153
Gross profit Rs in million 7,161 5,533 3,776 4,091 7,304 10,449 9,122 6,047 4,773 2,857
Operating profit Rs in million 2,329 4,329 2,897 2,275 5,605 9,493 8,660 5,186 3,786 2,135
Profit before tax Rs in million 1,983 4,275 2,781 1,547 5,594 9,479 8,636 5,179 3,767 2,097
Profit after tax Rs in million 260 2,510 1,793 682 3,851 6,494 6,135 3,556 3,162 1,074
Proposed dividend Rs in million - 1,000 645 143 1,735 3,846 1,856 1,000 714 428
STATEMENT OF FINANCIAL POSITION
Share capital Rs in million 1,428 1,428 1,428 1,428 1,428 1,428 1,428 1,428 1,428 1,428
Shareholders' equity Rs in million 19,264 19,961 18,196 16,557 17,627 17,073 13,065 7,941 5,120 2,391
Capital expenditure Rs in million 1,651 3,782 3,895 724 961 1,266 1,812 1,346 662 239
Fixed assets - at cost Rs in million 19,356 18,431 16,613 13,129 12,621 11,961 11,454 9,844 8,531 8,150
Fixed assets - net Rs in million 10,461 10,662 7,974 4,905 5,245 5,373 4,974 3,781 2,933 3,041
Non current liabilities Rs in million 4,603 4,317 3,053 474 465 540 440 226 64 56
Total assets Rs in million 62,688 70,263 45,155 31,842 32,101 58,809 51,497 16,205 13,926 12,317
Working capital Rs in million 12,578 13,330 13,045 11,792 12,286 12,047 8,419 4,300 1,806 (1,043)
Capital employed 5,184 2,447
Capital employed Rs in million 23,441 23,837 21,213 18,890 17,627 17,073 13,065 7,941 5,120 2,391
SIGNIFICANT RATIOS
Profitability
Gross profit margin % 7.5 5.1 5.6 7.4 7.7 11.4 14.5 15.1 12.6 7.3
Profit before tax % 2.09 3.96 4.13 2.81 5.88 10.36 13.75 12.92 9.98 5.4
Profit after tax % 0.3 2.3 2.7 1.2 4.0 7.1 9.8 8.9 8.4 2.7
Liquidity
Current ratio Times 1.3 1.3 1.5 1.8 1.9 1.3 1.2 1.5 1.2 0.9
Quick ratio Times 1.0 0.8 1.1 1.0 1.2 1.1 1.0 1.0 0.6 0.5
Long term debt to equity Times 0.2 0.2 0.2 - - - - - - -
Total liabilities to equity Times 3.3 3.5 2.5 1.9 1.8 3.4 3.9 2.0 2.7 5.2
Activity
Total assets turnover Times 1.5 1.5 1.5 1.7 3.0 1.6 1.2 2.5 2.7 3.2
Fixed assets turnover Times 9.1 10.1 8.4 11.2 18.1 17.0 12.6 10.6 12.9 12.9
Stock turnover ratio Times 5.0 5.9 5.5 5.1 10.4 10.9 10.1 7.1 7.0 8.9
Interest cover (BT) Times 6.7 81.3 24.9 3.1 500.9 655.8 369.4 741.8 202.8 56.1
Interest cover (AT) Times 1.8 48.1 16.4 1.9 345.2 449.6 262.7 509.6 170.4 29.2
Number of days stock Days 73 62 66 72 35 33 36 51 52 41
Earning
Return on capital employed % 1.1 11.1 8.9 3.7 22.2 43.1 58.4 54.5 84.2 57.2
Return on equity (BT) % 10.1 22.4 16.0 9.1 32.2 62.9 82.2 79.3 100.3 111.7
Return on equity (AT) % 1.3 13.2 10.3 4.0 22.2 43.1 58.4 54.5 84.2 57.2
Earning per share (BT) Rs. 13.9 29.9 19.5 10.8 39.2 66.4 60.5 36.3 26.4 14.7
Earning per share (AT) Rs. 1.8 17.6 12.6 4.8 27.0 45.5 43.0 24.9 22.1 7.5
Price earning ratio (AT) Times 65.6 11.8 21.7 27.7 8.9 10.5 17.5 10.1 8.3 7.3
Dividend per ordinary share Rs. - 7.00 4.52 1.0 12.1 26.9 13.0 7.0 5.0 3.0
Dividend pay out ratio % - 39.8 36.0 21.0 45.1 59.2 30.3 28.1 22.6 39.9
OTHER INFORMATION
Break up value per share Rs. 135 140 127 116 123 120 91 56 36 17
Market value per share Rs. 118 207 273 133 240 477 752 252 183 55
Contribution to national exchequer Rs in million 40,704 43,708 28,236 23,407 32,227 33,913 25,130 12,488 11,758 13,750
Units produced Units 26,176 37,780 23,479 22,729 48,608 50,177 34,560 25,939 23,320 23,223
Units sold Units 25,726 37,613 24,050 22,418 48,648 50,100 35,381 25,800 23,311 23,310
Manpower (permanent+contractual) Nos. 1,532 2,274 1,498 1,483 2,284 2,278 2,033 1,256 1,160 1,122
Exchange rates at year end date
¥ to $ ¥ 132.69 121.52 110.82 108.29 110.64 106.06 111.65 112.74 119.13 104.00
Rs to $ Rs. 283.96 183.68 152.79 166.59 140.51 115.60 104.95 104.85 101.94 98.53
Rs to ¥ Rs. 2.14 1.51 1.38 1.54 1.27 1.09 0.94 0.93 0.85 0.95
* Bonus shares
Pattern of Shareholding

As on March 31, 2023

Pattern of Shareholding
Categories of Shareholding

As on March 31, 2023

Pattern of Shareholding
Shareholding Information

As on March 31, 2023

Pattern of Shareholding
Notice of EGM
EOD Notice
Status of Proxy Received will be updated soon.
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2023

Corporate Breifing Session & Presentation - July 24, 2023

Notice of Annual General Meeting 2023 - English

Notice of Annual General Meeting 2023 - Urdu

Website Compliance Certificate

2022

Corporate Breifing Session & Presentation - August 02, 2022

Notice of Annual General Meeting 2022 - English

Notice of Annual General Meeting 2022 - Urdu

Website Compliance Certificate

Unclaimed Dividend List - 2022

Declarations:

Dividend 70% (Rs.7/- per share) for the year ended March 31, 2022

Share transfer books closing June 17, 2022 to June 29, 2022 (both days inclusive)

2021

Corporate Breifing Session & Presentation - July 28, 2021

Notice of Annual General Meeting 2021 - English

Notice of Annual General Meeting 2021 - Urdu

Website Compliance Certificate

Unclaimed Dividend List - 2021

Declarations:

Dividend 45.2% (Rs.4.52/- per share) for the year ended March 31, 2021

Share transfer books closing June 18, 2021 to June 29, 2021 (both days inclusive)

2020

Corporate Breifing Session & Presentation - August 13, 2020

Notice of Annual General Meeting 2020 - English

Notice of Annual General Meeting 2020 - Urdu

Website Compliance Certificate

Unclaimed Dividend List - 2020

Declarations:

Dividend 10% (Re.1/- per share) for the year ended March 31, 2020

Share transfer books closing July 06, 2020 to July 14, 2020 (both days inclusive).

2019

Corporate Breifing Session & Presentation - August 30, 2019

Notice of Annual General Meeting 2019 - English

Notice of Annual General Meeting 2019 - Urdu

Website Compliance Certificate

Declarations:

Dividend 121.5% (Rs 12.15 per share) for the year ended Mar 31, 2019

Share transfer books closing June 17, 2019 to June 27, 2019 (both days inclusive).

2018

Notice of Annual General Meeting 2018 - English

Notice of Annual General Meeting 2018 - Urdu

Website Compliance Certificate

Declarations:

Dividend 227.5% (Rs 22.75 per share) for the year ended Mar 31, 2018

Share transfer books closing June 18, 2018 to June 28, 2018 (both days inclusive).

Share Transfer System

Physical share transfers received by the Company’s Share Registrar are registered within 15 days from the date of receipt, provided the documents are completed in all respects. This Policy extends to all associates of the Company, its Board of Directors and including all its sub-committee, those authorized to speak on its behalf, and all other insiders.

E-Dividend Mandate (Mandatory)

As per Section 242 of the Companies Act, 2017 the payment of cash dividend through electronic mode has become mandatory. Therefore, all shareholders are advised to provide valid bank account details (if it is not provided earlier) in the “Dividend Mandate Form”, available on Company’s website to enable the Company to transfer your cash dividend into your bank account. Shareholders maintaining shareholding under Central Depository System (CDS) are advised to submit their bank mandate information directly to the relevant participant / CDC Investor Account Service.

Withholding of Tax & Zakat on Dividend

As per the provisions of Section 150 of the Income Tax Ordinance, 2001, the withholding tax is deductible at source on the amount of dividend paid by the Company at the rate of 15% for filers and at the rate of 30% for non-filers. Zakat is also deductible at source from the dividend at the rate of 2.5% of the face value of the share, other than corporate holders or individuals who have provided an undertaking for non-deduction of zakat.

Copy of Computerized National Identification Number (CNIC) or National Tax Number (NTN):

The shareholders are informed that as per sub Clause 9(i) of Regulation 4 of Companies (Distribution of Dividends) Regulations 2017, the identification of the registered shareholder or its authorized person should be made available with the Company. Therefore, it is requested that shareholders must provide copy of their Computerized National Identity Card (in case of individual) or National Tax Number (in case of other than individual) or Passport (in case of foreign individual) shareholder. The shareholders are requested to provide the above documents by mail to the Company Secretary, unless it has already been provided. The members while sending above documents must quote their respective folio number. Shareholders are also requested to immediately notify the change of address, if any.

Shareholders' Feedback / Complaint / Query
Mr Maqsood-ur-Rehman Rehmani, Company Secretary & Vice President
Honda Atlas Cars (Pakistan) Limited, 43-Km Multan Road, Manga Mandi, Lahore.
Ph: 042-34500022~29
[email protected]

Company’s Complaint Handling Email

[email protected]

DISCLAIMER: “In case your complaint has not been properly redressed by us, you may lodge your complaint with Securities and Exchange Commission of Pakistan (the “SECP”). However, please note that SECP will entertain only those complaints which were at first directly requested to be redressed by the company and the company has failed to redress the same. Further , the complaints that are not relevant to SECP’s regulatory domain/competence shall not be entertained by the SECP."



Fundamental Beliefs

Respect for the Individual

Initiative

Initiative means not to be bound by preconceived ideas but to think creatively and act on your own initiative and judgment, while understanding that you must take responsibility for the results of those actions.

Equality

Equality is at the heart of everything we do. Our people are not employees, they are associates and they all have exactly the same opportunities to progress. We recognize and respect the individual differences in one another and treat each other fairly. An individual’s race, gender, age, religion, national origin, educational background, social or economic status has no bearing on the individual’s opportunities.

Trust

The relationship among associates at Honda should be based on mutual trust. Trust is created by recognizing each other as individuals, helping out where others are deficient, accepting help where we are deficient, sharing our knowledge, and making a sincere effort to fulfill our responsibilities

The Three Joys

The Joy of Buying

The joy of buying is achieved through providing products and services that exceed the needs and expectations of each customer.

The Joy of Selling

The joy of selling occurs when those who are engaged in selling and servicing Honda products develop relationships with a customer based on mutual trust. Through this relationship, Honda associates, dealers, and distributors experience pride and joy in satisfying the customer and in representing Honda to the customer.

The Joy of Creating

The joy of creating occurs when Honda associates and suppliers involved in the design, development, engineering, and manufacturing of Honda products recognize a sense of joy in our customers and dealers. The joy of creating occurs when quality products exceed expectations, and we experience pride in a job well done.

Honda Philosophy

The Honda Philosophy, handed down to the Company by its founders Mr. Soichiro Honda and Mr. Takeo Fujisawa, is composed of Fundamental Beliefs (Respect for the Individual and The Three Joys), the Company Principle and Management Policies. The Philosophy forms the values shared by all Honda Group companies and all of their associates and is the basis for Honda’s corporate activities and the associates’ behavior and decision-making.

Honda incorporates the Philosophy into educational programs for its associates and gives it life by turning it into action, from everyday business activities to management decisionmaking, so that every person in the Company can responsibly continue putting the Philosophy into practice.

Additionally, Honda engages in corporate activities under the concept of “Free and Open, Challenge, Coevolution”. Specifically, this concept puts into practice Honda’s corporate culture of “taking up the challenge without fear of failure, free from the prejudice of preconceived ideas, and with a foundation of teamwork based on trust”

Society’s expectations toward Honda continues to evolve with times. As a responsible company, Honda will resolve problems while listening to the voices of its diverse stakeholders so as to meet their expectations and earn their trust.

HONDA MOTOR CO., LIMITED, JAPAN

Corporate Philosophy

Maintaining a global viewpoint, we are dedicated to supplying products of the highest quality, yet at a reasonable price for worldwide customer satisfaction.

Management Policy
  1. Proceed always with ambition and youthfulness.
  2. Respect sound theory, develop fresh ideas, and make the most effective use of time.
  3. Enjoy your work and encourage open communication.
  4. Strive constantly for a harmonious flow of work.
  5. Be ever mindful of the value of research and endeavor.

HONDA ATLAS CARS (PAKISTAN) LIMITED

Corporate Philosophy
  1. Dynamic manufacturing and marketing of prestigious products to the entire satisfaction of customers.
  2. Create ideal working environment for continuous development of products and personnel.
  3. Provide adequate return to shareholders and fulfill corporate civic obligations.
Management Policy
  1. Respect for all – man has priority over machine.
  2. Man is the key in controlling i.e. machines, methods and materials.
  3. Follow 3S spirit i.e. small, smart and speed.
  4. Believe in 3A “Hands on Approach” i.e. be on Actual Spot, look at the Actual Spot and confront the Actual Situation.
  5. Be a good corporate citizen; assume a responsible role in the community.
Priority Standards of Conduct
  1. Safety: There can be no production without safety.
  2. Quality: To achieve complete customers satisfaction by focusing on smart teamwork, meeting all applicable legal and regulatory requirements & continually improving our strategies and goals.
  3. Productivity: With safety and quality, each of us will strive to excel the performance in all fields of our activities i.e Production, Model Planning, Quality Control, Purchasing, Sales & Marketing, After Sales, Finance, Import, Purchase & Logistics, IT, IA, Health Safety and Corporate Governance, Legal IPR and CRM and Human Resources & Administration Division.
Human Resources and Succession Plan

Human Resources Policy is to hire young, fresh, energetic and active associates to meet the existing and future workforce requirements and providing its associates maximum opportunities for internal mobility through personal training and development to enable them to take higher positions. Human Resource Division has succession plan for each key job/area to make sure the continuity of operations in the relevant division and to fill the temporary/permanent vacancy.

Quality Policy

We at Honda Atlas Cars (Pakistan) Limited, strive for supplying top quality Honda Cars to get ultimate customers satisfaction accomplished by:

  • Smart team work,
  • Complying all applicable legal and regulatory requirements,
  • Continually improving our strategies and goals.
Health, Safety and Environmental Policy

Honda Atlas Cars (Pakistan) Limited, being a leading car manufacturing company in Pakistan, is committed to produce Honda Cars with sustainable performance in Health, Safety and Environment (HSE). In order to achieve this, the company shall:

  • provide safe and healthy workplace to all stakeholders affected by its operations, for the prevention of injury and ill health.
  • assign responsibilities for effective implementation of HSE management systems.
  • comply all HSE applicable legal, regulatory and other requirements.
  • create awareness and understanding about health, safety and environmental issues amongst our associates.
  • empower workers for their participation and consultation on health and safety related matters
  • identify and evaluate risks & opportunities to eliminate, reduce or manage risks related to company’s operations proactively to ensure that health & safety hazards and environmental impacts are prevented.
  • formulate objectives and targets to eliminate workplace hazards, prevent environment pollution and continually improve HSE management systems, as much as possible.
  • keep public and others interested parties informed on our HSE performance, wherever required.
Operating Principles
  1. Always keep the deadline
  2. Never make excuses
  3. Teamwork
BOARD OF DIRECTORS

The Board of Directors is comprised of three Independent Directors and six Directors representing Honda Motor and Atlas Group. In order to respond to the mandate of the shareholders to achieve sustainable growth and enhance the corporate value of the Company over the medium to long term, the duties of the Board include making decisions concerning key Company matters, strategic business direction, corporate governance, management policies and monitoring of operations. In addition, the Board discusses and makes decisions concerning matters specified in the Articles of Association, the Code, and other applicable laws. To fulfill these roles, the candidates for Directors shall be persons of superior characteristics and insight who have high expertise in business & financial management, accounting, quality, production, or the Company’s business operations.

CHANGES ON THE BOARD

Mr. Hironobu Yoshimura, Executive Director and President & CEO was replaced by Mr. Takafumi Koike on April 01, 2022. Mr. Kazunori Shibayama, Director was replaced by Mr. Gaku Nakanishi and Mr. Katsumi Kasai, Executive Director was replaced by Mr. Shinobu Nakamura in regular annual rotations by Honda Motor, Japan on May 17, 2022, and July 01, 2022, respectively. The Board acknowledges the valuable contributions made by the outgoing Directors and welcomes the new members on the Board.

ROLES AND RESPONSIBILITIES OF CHAIRMAN & CEO/ PRESIDENT

To promote a culture of transparency and good governance, the positions of the Chairman of the Board of Directors and the office of the Chief Executive Officer are held by separate incumbents with clear demarcation of roles and responsibilities. The Chairman represents the nonexecutive directors of the Board and is entrusted with the overall supervision and direction of the Board’s proceedings, and has the power to set the agenda, give directions, and sign the minutes of the Board meetings. The Chief Executive Officer is an executive director who also acts as the head of the Company’s Management. He is authorized to implement the Board’s policies within delegated limits besides other responsibilities.

DIRECTOR’S REMUNERATION

In terms of requirements of the Listed Companies (Code of Corporate Governance) Regulations, 2017 (the Code), the Company has formulated a policy namely “Remuneration Policy for Executive & Non-Executive Directors”, which deals with the remuneration of the Directors. The system of remuneration for Directors is designed to enhance their motivation for improved business performance, both over the short term and medium to long term with sustained growth of corporate value. The Executive Directors are paid monthly remuneration and benefits as approved by the Directors, whereas the Company does not pay remuneration to Non-executive Directors, except for advisory and meeting fee.

AUDIT COMMITTEE

The Audit Committee is composed of four members, including Independent and Non-Executive Directors. The Chairman of the Audit Committee is an Independent Director. The Committee quarterly reviews the appropriateness of resources and authority of this function. The Head of Internal Audit functionally reports to the Audit Committee which approves the audit plan, based on an annual and quarterly assessment of the operating areas. To respond to the entrustment of the shareholders, the Audit Committee reviews the audit reports, internal control systems, and financial statements and performs other duties of the Committee as prescribed by the laws and regulations, with the aim of ensuring sound and sustainable growth of the Company. Reporting is required whenever there is an item that has a major impact on the Company. The internal auditors review the department processes to ensure compliance with the policies, regulations, and SOPs of the Company. The Internal Audit Division directly reports to the Chairman Audit Committee.

HUMAN RESOURCE & REMUNERATION COMMITTEE

The Human Resource and Remuneration Committee consists of five members, the majority of whom are non-executive directors. The Chairman of the Committee is an independent director. The Committees provides strategic guidance to the management on human resource, review the annual performance evaluations, personnel policies, and compensation & benefits for the associates.

CORPORATE GOVERNANCE

The Company strives to enhance corporate governance as one of the most important tasks for its management, based on the Company’s basic principles, to strengthen the trust of its shareholders, customers, and society. The Board always encourages timely, decisive, and risk-considered decision-making; seeks sustainable growth and the enhancement of corporate value over the mid-to-long term; and becomes “a company that society wants to exist.” To clearly segregate the supervisory and execution function of management and to enable prompt & and flexible decisions, the Company has an Audit Committee, a Human Resource and Remuneration Committee, and an Executive Committee which allows broad delegation of the business execution authority to the Executive Officers.

COMPLIANCE

To improve compliance culture, the Company has nominated a Compliance Officer designated by the Board of Directors. The Compliance Officer makes decisions regarding important internal control system measures including formulation and amendment of compliance policies. In addition, the responsibilities of the Compliance Officer encompass confirming the status of the establishment and operation of internal control systems to appropriate management of the Business Ethic Proposal Line and deciding measures to prevent recurrences when any breach transpires. For matters of compliance that are of particularly high importance, deliberation or reporting at a meeting of the Executive Committee is carried out depending on the details of the matter. There were no such violations of laws or regulations in the year under review.

HONDA CODE OF CONDUCT

To earn the trust of customers and society for sustainable growth, we must not only comply with laws & regulations but go beyond those legal structures by practicing sincere and ethical conduct. Recognizing this, the Company has formulated the Honda Code of Conduct. It summarizes the sincere behavior to be practiced by the people working at Honda around the world. The Company works to instill the Honda Code of Conduct in every associate through actions such as training, the distribution of leaflets, the publication of in-house newsletters, and posting of information on its intranet. This year, the Company conducted a comprehensive written test on the Honda Code of Conduct. More than 85% of associates participated in the test with an understanding level of 92%.

BUSINESS ETHICS PROPOSAL LINE

The Company has established the Business Ethics Proposal Line as a structure to improve corporate ethics. This hotline addresses issues that compromise corporate ethics through violation of laws or internal rules. This allows the Company to accept proposals and provide consultation, from a fair and neutral standpoint, for associates who face barriers in improving or resolving issues at the workplace. In addition, this hotline responds to inquiries about the internal rules hen questionable actions have occurred and engages in fact evaluation related to such cases. Proposals are accepted by email, letter, telephone, or drop-box from all associates and business partners. We ensure the protection of the proposers and anonymous proposals are also accepted.

INITIATIVES TO PREVENT BRIBERY AND CORRUPTION

The Company strictly prohibits bribery and corruption. The Honda Code of Conduct requires the Company to comply with the laws & and regulations. The Code states, “As an independent corporate entity, the Company maintains appropriate relationships with political entities and administrative entities and will interact in an appropriate manner in compliance with laws, regulations & Company policies and will not offer entertainment or gifts (both monetary and non-monetary) that are prohibited by laws, regulations, and company policies.” Moreover, the Code stipulates that the associates will not receive from or provide to business partners benefits in the form of goods (both monetary and non-monetary) or entertainment beyond what is generally considered appropriate by society. In addition to the above, the Company also has established the Honda Policy on the Prevention of Bribery and Corruption. It stipulates basic policy about bribery & and corruption and the Honda Guideline for the Prevention of Bribery and Corruption specifies compliance and prohibited items. The reinforcement of the policy is ensured through training, emails of any policy change, and through the Company’s intranet. The Company has also trained the trainer, division-wise, on Honda Policy on the Prevention of Bribery and Corruption which are able to give further training to associates in their respective division.

ESTABLISHING AN EFFECTIVE RISK MANAGEMENT STRUCTURE

The Risk Management Policy aims at driving the Company’s sustainable growth and stabilizing management based on the Honda Philosophy. It targets all the risks having a potential impact on the operations of the Company. The Company has developed a risk management framework which is headed by the Risk Management Officer. The risk assessment activities are carried out by each Business and Functional Division. The purpose of these activities is to foresee potential risks surrounding the business and to respond beforehand to mitigate these risks. Each department performs risk evaluation by using the common risk items and the assessment criteria to identify the priority risks of each Division. The Company-wide priority risks are identified by the Risk Management Officer after due deliberation over the risk status of each operation. The concerned division then includes such risk items in its business plan for continuous monitoring, improving the situation, and risk mitigation. During the year, the Company arranged a special four-day training program at Punjab Emergency Services 1122 academy to develop an Emergency Response Team. The objective of this training was to respond appropriately to disasters/emergencies like fire incidents, earthquakes, floods, etc., and provide necessary “First Aid” treatment to victims of disaster before shifting to hospitals. The trained staff of the Company is now part of “Volunteers” of Rescue 1122 and can extend their services to the community accordingly. This team also participated in the “Annual Volunteers National Contest” this year and its performance, as beginners, was much appreciated by the higher management of 1122 Rescue

INFORMATION MANAGEMENT

To protect the information assets, including confidential & personal information, the Company has adopted the Global Confidentiality Policy (GCP) and the Global IT Security Policy (GITSP). These policies stipulate a systematic response structure and compliance items for handling confidential & personal information along with security standards. information systems and networks. They also specify the line of reporting in the event of any information leakage. While effectively applying these policies, the Company has set up the Confidentiality Committee to ensure timely response to changes. Besides strengthening activities to ensure information security against increasingly sophisticated and complex cyberattacks, the Company continuously monitors its capability of immediately responding to the events that must be addressed.

PERSONNEL MANAGEMENT

Honda believes that human beings are born as free and unique individuals with the capacity to think, reason, create – and the ability to dream. The Company wishes to nurture and promote these characteristics by respecting individual differences, trusting each other as equal partners, exercising abilities to the fullest and sharing joy. From this standpoint, the Company adopts Respect for the Individual as one of the Company’s ‘Fundamental Beliefs’. The Company follows the ‘Three Principles’ of Personnel Management, specifically Respecting Initiative, Ensuring Fairness and Encouraging Mutual Trust, when managing its human resources in areas such as recruitment, training, assignment, evaluation and treatment. The Company always seeks to create an environment which supports to develop abilities and ambitions of associates and provides them with a workplace where these skills may actively be exercised. During the year, three associates, from the Management cadre, attended “International Training Program” organized by AOTS in Japan. As a part of Asia & Oceania Exchange Expatriate Program, two associates were seconded to Thailand for a couple of years. Further, for enhancement of managerial skills, one-year Executive Diploma in Management Excellence (EDME) from LUMS was attended and successfully completed by three associates. The fourth batch of twenty associates has been enrolled in Forman Christian College Lahore for a one-year “Diploma of Business Management (DBM)”, In addition, various public and customized programs from LUMS, PIM, PSTD, and other prominent institutes and trainers were organized for associates with a focus on growth and evolving business needs.

OCCUPATIONAL HEALTH AND SAFETY

The Company always endeavors to build a safe and secure work environment for associates. Under the fundamental safety principle of “no safety, no production”, the Company seeks to realize a work environment that brings joy to the people working with a true sense of safety & security. Based on this principle, the Health & Safety Division has established basic policies for preventing industrial accidents and their recurrence, as well as ensuring the health of associates. During the year, all associates went through mandatory annual medical checkups, and necessary precautions were taken in case of any deviation from standard health parameters. The Company continued to focus on the health of associates in the controlled pandemic environment. All workstations & lunch tables were protected, and where needed, the work-from-home protocols and E-meetings were observed. The Company obtained certification of ISO 45001 (Occupational Health and Safety Management System) without any major observation, despite the first attempt. The Company has been taking various measures to upgrade the fire safety system on the premises. It includes adding new fire safety fixtures, improving existing installations, and conducting firefighting drills for associates. This year HACPL has also conducted Fire Fighting Drill to coup the situation in future.

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