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Half Yearly Report 2017

Half Yearly Report 2017 01

Table of ContentsCOMPANY PROFILEVision and Mission 02Company Information 03Geographical Presence 04

DIRECTOR'S REPORT Economic Outlook 05Financial Highlights 05Group Performance 05Acknowledgement 08

FINANCIAL STATEMENTSAuditor’s report on review of interim financial information 13Unconsolidated Condensed Interim Balance Sheet 14Unconsolidated Condensed Interim Profit & Loss Account 16Unconsolidated Condensed Interim Cash Flow Statement 17Unconsolidated Condensed Interim Statement of Changes in Equity 19Notes to the Unconsolidated Condensed Interim Financial Statements 20Consolidated Condensed Interim Balance Sheet 31Consolidated Condensed Interim Profit & Loss Account 33Consolidated Condensed Interim Cash Flow Statement 34Consolidated Condensed Interim Statement of Changes in Equity 36Notes to the Consolidated Condensed Interim Financial Statements 37

02 Half Yearly Report 2017

VisionTPL Corp Ltd. aims to maximize share value by being the top class product and service provider and take eminent position in the general market. It ensures to seize opportunities for profitable growth to generate value for stake holders.

MissionWe at TPL Corp Ltd. are committed to creating and delivering innovative concepts for our customers. We want to make a positive contribution by providing products and services that utilize cutting edge technology and are backed by customer service that delivers.


BOARD OF DIRECTORS BANKERSJameel Yusuf (S. St.) Director / Chairman Habib Metropolitan Bank LimitedAli Jameel Director Standard Chartered Bank LimitedMaj Gen ( R ) Zafar-ul-Hasan Naqvi Director National Bank of Pakistan LimitedMark Rousseau Director Dubai Islamic Bank Pakistan LimitedNadeem Arshad Elahi Director Habib Bank LimitedSaad Nissar Director JS Bank LimitedVice Admiral ( R ) Muhammad Shafi HI (M) Director Bank Al Habib LimitedBilal Alibhai Director Bank Islami United Bank LimitedCHIEF EXECUTIVE OFFICER Al Baraka Bank (Pakistan) LimitedAli Jameel Bank of Punjab Summit BankCHIEF FINANCIAL OFFICER Faysal Bank LimitedNaseer Ali Khan Silkbank Limited COMPANY SECRETARY SHARE REGISTRARDanish Qazi THK Associates 1st Floor, 40-C, Block-6, PECHS,AUDIT COMMITTEE Karachi-75530, Pakistan.Nadeem Arshad Elahi Chairman Tel: (021) 34168270Maj Gen ( R ) Zafar-ul-Hasan Naqvi Member UAN: 111-000-322Saad Nissar Member Fax: (021) 34168271Yousuf Zohaib Ali Secretary REGISTERED OFFICE 12th Floor, Centrepoint, OffHUMAN RESOURCE & REMUNERATION COMMITTEE Shaheed-e-Millat Expressway,Maj Gen ( R ) Zafar-ul-Hasan Naqvi Chairman Adjacent KPT Interchange, Karachi,Ali Jameel Member Postal Code: 74900Nadeem Arshad Elahi Member Nader Nawaz Secretary WEB PRESENCE www.tplcorp.comAUDITORS EY Ford Rhodes Chartered Accountants LEGAL ADVISOR Mohsin Tayebaly & Co.

Company Information


KARACHICORPORATE OFFICE Corporate Office12th & 13th Floor, Centrepoint, Off Shaheed-e-Millat Expressway,Adjacent KPT Interchange,Karachi, Postal Code – 74900UAN: +92-21-111-000-300Phone: +92-21-34390300-5Email:[email protected]

ISLAMABAD10th Floor (South) ISE Towers,55-B Jinnah Avenue, Blue Area,IslamabadUAN: +92-51-111-000-300Fax: +92-51-2895073Email:[email protected] LAHORE OFFICE51-M, Denim Road, Quaid-e-Azam Industrial Estate(Kot Lakhpat), LahoreUAN: +92-42-111-000-300Fax: +92-42-35157233Email:[email protected]

MULTAN House No. 02, Shalimar Colony,Haider Street, Near Sardar Motors, Bosan Road. Toyota Bypass, MultanUAN: +92-61-111-000-300FAX: +92-61-4424351Email:[email protected] FAISALABAD Office No. 02, 4th Floor, Mezan Executive Tower, Civil Lines, FaisalabadPhone: +92-41-8501471-3Email:[email protected] HYDERABADA-8 District Council Complex, HyderabadPhone: +92-22-2728676Fax: +92-22-2783154Email:[email protected]

PESHAWAR C-7 & C-8, 3rd Floor, Jasmine Arcade, Fakhr-e-Alam Road, Peshawar Cantonment, PeshawarEmail:[email protected]

Geographical Presence


Directors’ ReportOn behalf of the Board of Directors of TPL Corp Limited (formerly TPL Trakker Limited), I am pleased to present the condensed interim financial statements with the performance review of the Company for the six months period ended December 31, 2017.

1. Economic Outlook

Even through shifting political winds, the economy has shown resilience and appears poised to turn in a strong performance this fiscal year. Robust domestic investment should drive GDP growth in FY 2018, helped by strong growth in private-sector lending and the ongoing expansion of the industrial sector. CPEC related foreign investment should boost regional trade over the medium term. Downside risks include the possible unraveling of political stability ahead of this year’s general elections and an increase in interest rates. It is expected that GDP will grow 5% in FY 2018.

2. Financial Highlights

The group performed well during the period under review and achieved an increase in revenue of Rs. 262 million i.e. 24% whereas the profit before tax was reported at Rs. 811 million as compared to Rs. 189 million in the corresponding period. This was mostly because of fair value gain on investment property of Rs. 820 million during the current year. The Group reported earnings per share of Rs. 0.50 as compared to Rs. 0.48 in the corresponding period.

During the period under review two milestones were achieved. One was acquisition of 69.1% shares of TPL Insurance Limited from Greenoaks Global Holdings Limited. Our post-acquisition the shareholding in TPL Insurance Limited is 93.51%. Secondly, the Group successfully completed the scheme of arrangement whereby TPL Trakker Limited has been renamed as TPL Corp Limited and now acts as the Group investment holding company. Further two new wholly owned subsidiaries of TPL Corp Limited have been formed, namely, TPL Trakker Limited & TPL Maps (Private) Limited. These subsidiaries include the vehicle tracking and maps businesses respectively.

3. Group Performance

A brief review of different business segments is as follows;

a. TPL Trakker Limited

Tracking business demonstrated overall revenue growth of 12% during the first half of FY18. Increase in revenue was mainly due to boost in automobile market and expanding wings to new customers. As compared to the same period last year, sales of Buses increased by an impressive 18% and Light Commercial Vehicle’s sales increased by an impressive 78%. On the other hand, sale of other passenger vehicles showed a growth of 20%. Further, container business also grew and number of trips increased to 10,400 compared to 8,400 of corresponding period.

Future Outlook

We will evolve the Alternate Digital sales channel into an Online Affiliate Program (commission based online distribution) with end to end awareness, lead management & sale conversion.


During the second half of the year; the Trakker Mobile App (with new and innovative online tracking features) and My Trakker Customer Portal will also be updated with a new design and improved functionality to reach a wider audience with the ability to cross sell products & services, and enhance user experience.

The pilot phase of TPL Trakker’s franchise network has been launched successfully. We have successfully on boarded three franchises which are catering to the service needs of TPL Trakker customers and has increased our reach to bring in additional revenue. We have also commenced discussions with Motorcycle dealers to partner with them for our bike tracking units.

b. TPL Maps (Private) Limited

TPL Maps, which now stands as an independent entity of TPL Corp, was initiated in 2015 as a strategic business unit of TPL Trakker and in the last two years we have invested huge amounts of resources and time in building Pakistan’s finest and most comprehensive Digital Map.

Currently with 750,000+ downloads TPL Maps is becoming the Maps of choice for Pakistani businesses due to its accurate and large geocode database and local language feature advantage.

In the navigation business space we have expanded our services via signing up OEM business for Suzuki apart from our flagship customer Indus Motor Company. Navigation footprint also grew with online and open market sales channel development. With the high rate of growth in mobile internet users and new vehicle manufacturers entering the market, TPL Maps is in the ideal position to further strengthen its market position and growth.

During the period under review, revenue growth of 98% was reported. More than 7,700+ units were sold as compared to 5,500+ units sold in the same period last year.

Future Outlook

Moving forward we will not only further strengthen our navigation software but will also launch TPL Maps offline navigation system that would allow additional revenues, We will also venture into other software and hardware services for the industry with the vision to be the pioneers in the Connected Cars space which globally is expected to be $57 billion by 2021. In the immediate future we are looking at winning Navigation and technology solutions for Honda, Hyundai and Hino, apart from Toyota and Suzuki who are already TPL Maps customers.

TPL Maps is now working on developing Pakistan’s first and only Location Based Services Platform (LBS Platform) which would not only enable businesses to leverage on TPL Maps data for business productivity but will also unlock huge advertising and marketing potential for Maps with the help of real time data. Some of the key services we will be focusing on would include App Ad network, GeoCode Search, Routing & VAS, Mapping and Maps Technology platform for other countries.

TPL Maps is eyeing the potential in maps technology market in the Middle East, Africa and other emerging markets. The case in point is the first ever locally developed maps technology deployment in the Kingdom of Saudi Arabia by TPL Maps. This included the base map making technology, routing and navigation services, search and reviews modules and other related solutions.


c. TPL Life Insurance Limited

TPL Life is on a steady growth pattern evident by a 3.45 times increase in net premiums for the half year ended December 31, 2017. For the period under review, net premiums stood at Rs. 171 million as compared to Rs. 39 million in the corresponding period. Further, earned premium also improved to PKR 114.81 million from PKR 61.88 million of corresponding period of last year.

Future Outlook

Micro business relationships with new partners have been closed and engaged for both life and health lines of products. Further, mass retail and digital experience will be established and will tap in to other sectors such as FMCGs. The company is also focusing on activation of digital sales channels.

d. TPL Properties Limited

The Company is now operating in a stable mode. During the period under review, TPLP earned profit after tax of Rs. 848 million as compared to Rs. 29 million in the corresponding year. The increase in profit was mainly due to fair value gain on investment property.

Future Outlook

TPL Properties Limited (TPLP) is capitalizing on the 100% occupancy of its flagship project Centrepoint and is now looking at various new opportunities for high end residential and commercial developments.

e. TPL Insurance Limited

Net premium showed growth of 12% and rose to PKR 1.04 billion as compared to PKR 929.52 million of corresponding period. Revenue registered growth of 4% over corresponding period and touched PKR 633.32 million as compared to PKR 610.47.

Future Outlook

Pakistan’s automobile industry is anticipating new launches in 2018 with at least 3 new players entering the market. The existing auto manufacturers citing competition have planned to cut down production to improve quality and efficiencies and retain their market size in future. With CPEC projects kicking off, transportation business is booming and there are opportunities to underwrite transportation risks. CPEC further offers opportunity to invest in commercial lines and company is investing in resources to develop a standing in corporate business through diligent underwriting and require a push to compete in the corporate against major players for these opportunities.

f. TPL Rupiya

TPL Rupiya looks forward to integrate with leading banks and Telecommunication companies in order to implement Pakistan’s first true interoperable mobile payment solution for masses.


On behalf of the Board of Directors

February 23, 2018 Jameel Yusuf (S.St.)Chairman

TPL Rupiya had also joined hands with UBL Omni and NPlanet to introduce cashless payments for the passengers of Lahore Transport Company enabling them to make daily commute payments using their UBL Omni bank accounts.

g. TPL E-Ventures

Incorporated in November 2017, TPL e-Ventures (Private) Limited aims to invest in multiple startups across industries at a pre-seed and seed level in order to help them grow; this will enable us to increase the value of the initial investment. To date the company has made one investment in CompareOn Pvt Ltd and their product KarloCompare. KarloCompare is a financial services price comparison website & marketplace where consumers can purchase/apply for auto loans, insurance policies, credit cards and even broadband internet. We are currently working with the team to integrate TPL Insurance and TPL Life products to further increase our digital sales.

Currently, the team is assessing a number of start-ups in order to identify investment opportunities. Moving forward, TPL e-Ventures will be working closely with incubators, accelerators, investors and other stakeholders to shape the narrative of Pakistan’s start-up eco-system while continuing to identify high-growth opportunities for investment.

h. TPL Security Services (Private) Limited

TPL Security Services (Private) Limited performed well, with a revenue growth of 33% as compared to same period of last year. The increase in revenue is due to expansion of customer base and the Company’s constant efforts to explore new business opportunities.

Acknowledgement

We would like to thank the shareholders of the Company for the confidence they have reposed in us. We also appreciate the valued support and guidance provided by the Securities and Exchange Commission of Pakistan, Federal Board of Revenue and the Pakistan Stock Exchange. We would also express our sincere thanks to the employees, strategic partners, vendors, suppliers and customers for their support in pursuit of our corporate objectives.

Auditors' report to the members on review of interim financial information

Introduction

We have reviewed the accompanying Condensed interim balance sheet of TPL Corp Limited [formerly TPL Trakker Limited] (the Company) as at 31 December 2017, the related condensed interim profit and loss account, condensed interim cash flow statement, and condensed interim statement of changes in equity and notes to the accounts for the six-month period then ended (here-in-after referred to as "interim financial information"). Management is responsible for the preparation and presentation of this interim financial information in accordance with approved accounting standards as applicable in Pakistan for interim financial reporting. Our responsibility is to express a conclusion on this interim financial information based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity." A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim financial information is not prepared, in all material respects, in accordance with approved accounting standards as applicable in Pakistan for interim financial reporting.

Chartered AccountantsReview Engagement Partner: Arif NazeerKarachiDate: 23 February 2018

A member firm of Ernst & Young Global Limited

EY Ford Rhodes

Chartered Accountants

Progressive Plaza, Beaumont Road

P.O. Box 15541, Karachi 75530

Pakistan

UAN: + 9221 111 11 39 37 (EYFR)

Tel: +9221 3565 0007-11

Fax: +9221 3568 1965

[email protected]

ey.com/pk


Unconsolidated Condensed InterimBalance SheetAs at December 31, 2017 (Un-audited)


December 31,2017

Rupees(Un-audited)

June 30,2017

Rupees(Audited)

Note

ASSETS

NON-CURRENT ASSETS Fixed assets Property and equipment - 1,024,184,785 Intangible assets - 1,647,655,672

- 2,671,840,457 Long-term investments 5 3,162,316,151 828,492,161 Long-term loans - 826,538 Long-term deposits - 45,331,228 Interest accrued - 17,363 Due from related parties - 11,711,707

3,162,316,151 3,558,219,454 CURRENT ASSETS Stock-in-trade - 356,122,525 Trade debts - 1,207,344,403 Loans and advances 6 25,000,000 9,768,879 Trade deposits and prepayments - 36,582,040 Interest accrued 1,038 11,985,115 Other receivables - 19,448,696 Short-term investments 7 738,430,449 758,780,449 Due from related parties 8 552,334 94,301,120 Taxation – net 9 33,105,922 46,721,208 Cash and bank balances 2,076,356 40,354,665

799,166,099 2,581,409,100

TOTAL ASSETS 3,961,482,250 6,139,628,554

EQUITY AND LIABILITIES SHARE CAPITAL AND RESERVES Share capital Authorised 330,000,000 (June 30, 2017: 230,000,000) ordinary shares of Rs.10/- each 3,300,000,000 2,300,000,000 Issued, subscribed and paid-up capital 2,172,489,630 2,172,489,630 Revenue reserve – unappropriated profit 388,345,627 789,218,929

2,560,835,257 2,961,708,559 SURPLUS ON REVALUATION OF FIXED ASSETS - 228,790,596 NON-CURRENT LIABILITIES Long-term financing 10 791,139,393 622,968,751 Liabilities against assets subject to finance lease - 10,975,935 Deferred income - 2,444,444 Long-term loans - 290,277,330 Deferred tax liability - 1,161,733

791,139,393 927,828,193

CURRENT LIABILITIES Trade and other payables 11 36,600,117 517,911,684 Accrued mark-up 5,025,942 49,228,099 Short-term financing - 62,238,722 Running finance under mark-up arrangements - 876,719,637 Current portion of non-current liabilities 10 389,297,077 259,892,691 Due to related parties 12 178,584,464 87,748,925 Advance monitoring fees - 167,561,448

609,507,600 2,021,301,206

CONTINGENCIES AND COMMITMENTS 13 TOTAL EQUITY AND LIABILITIES 3,961,482,250 6,139,628,554

The annexed notes from 1 to 19 form an integral part of these condensed interim financial statements.

Unconsolidated Condensed InterimBalance SheetAs at December 31, 2017 (Un-audited)

December 31,2017

Rupees(Un-audited)

June 30,2017

Rupees(Audited)

Note

Jameel Yusuf (S.St.)Director

Ali JameelChief Executive

Naseer Ali KhanChief Financial Officer


Turnover – net - 766,177,362 - 365,364,871Cost of sales - (357,181,043) - (165,194,302)

Gross profit - 408,996,319 - 200,170,569 Distribution expenses - (111,233,761) - (55,848,912)Administrative expenses (17,953,470) (159,145,074) (11,451,691) (88,091,875)

Operating (loss) / profit (17,953,470) 138,617,484 (11,451,691) 56,229,781 Other operating expenses - (1,824,393) - (602,773)Finance costs (5,355,064) (73,117,008) (5,355,064) (41,133,901)Other income 1,038 25,719,182 1,038 13,338,634

(Loss) / profit before taxation (23,307,496) 89,395,265 (16,805,717) 27,831,741 Taxation 14 - (13,150,073) - (4,765,901) (Loss) / profit for the period (23,307,496) 76,245,192 (16,805,717) 23,065,840 Other comprehensive income Other comprehensive income to be reclassified to profit or loss in subsequent periods, net of Unrealised gain /(loss) on available-for-sale investments at fair value 5 & 7 75,698,409 (119,924,167) 75,698,409 (119,924,167) Total comprehensive income / (loss) for the period 52,390,913 (43,678,975) 58,892,692 (96,858,327) (Loss) / earnings per share - Basic and diluted (0.11) 0.33 (0.08) 0.11

The annexed notes from 1 to 19 form an integral part of these condensed interim financial statements.x

Note

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

For the half year ended For the quarter ended

Unconsolidated Condensed InterimProfit and Loss Account For the period ended December 31, 2017 (Un-audited)






Unconsolidated Condensed InterimCash Flow StatementFor the period ended December 31, 2017 (Un-audited)

CASH FLOWS FROM OPERATING ACTIVITIES (Loss) / profit before taxation (23,307,496) 89,395,265 Adjustment for non-cash charges and other items: Depreciation - 61,931,098 Amortisation - 27,562,580 Finance costs 5,355,064 73,117,008 Gain on disposal of investment in TPL Life - (1,170,000) Reversal of provision for doubtful debts - (7,206,974) Gain on sale of property and equipment - (3,542,970) Interest Income / Exchange (gain) / loss – net (1,038) (197,779) Deferred income - (1,466,667)

5,354,026 149,026,296

Operating (loss) / profit before working capital changes (17,953,470) 238,421,561 (Increase) / decrease in current assets Stock-in-trade - (78,069,230) Trade debts - (81,081,891) Loans and advances - (14,557,772) Trade deposits and prepayments - 788,630 Other receivables - 392,047 Interest accrued - 14,038,574 Due from related parties 124,979,234 226,676,661

124,979,234 68,187,019 (Decrease) / increase in current liabilities Trade and other payables - 117,484,888 Due to related parties - (4,726,481) Advance monitoring fees - (25,073,916)

Cash flows from operations 107,025,764 394,293,071 Payments for: Finance costs - (122,060,100) Income taxes – net - (35,816,362)

- (157,876,462)

Net cash flows from operating activities 107,025,764 236,416,609

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

Note

For the half year ended

Unconsolidated Condensed InterimCash Flow StatementFor the period ended December 31, 2017 (Un-audited)

CASH FLOWS FROM INVESTING ACTIVITIES Purchase of - property and equipment - (8,489,212) - capital work-in-progress - (1,008,846) - intangible assets - (6,250,000) - intangible assets under development - (33,971,755) Sale proceeds from disposal of property and equipment - 3,613,872 Purchase of investment in TPL Insurance Limited 5.2 (1,252,713,528) Long-term loans - 216,641 Purchase of investment in TPL Life Insurance Limited (TPL Life) - (360,280,021) Sale proceed from disposal of investment in TPL Life - 26,550,000 Long-term deposits - (15,596,494)

Net cash flows used in investing activities (1,252,713,528) (395,215,815) CASH FLOWS FROM FINANCING ACTIVITIES Dividend paid (53,314,681) (10,696,724) Long-term financing – net 10.1 1,200,000,000 (11,578,470) Obligation under finance lease repaid – net - (3,281,428) Long-term loans – net - (42,707,426) Short term financing – net - (7,148,022)

Net cash flows from / (used in) financing activities 1,146,685,319 (75,412,070) Net increase/ (decrease) in cash and cash equivalents 997,555 (234,211,276)Cash and cash equivalents at the beginning of the period (836,364,972) (346,883,316)Cash transferred under Scheme of Arrangement 1.4 837,443,773 -

Cash and cash equivalents at the end of the period 15 2,076,356 (581,094,592)

The annexed notes from 1 to 19 form an integral part of these condensed interim financial statements.

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

Note






Unconsolidated Condensed InterimStatement of Changes in EquityFor the period ended December 31, 2017 (Un-audited)


Revenuereserve -

Unappropriated profit

Issued,subscribedand paid-up

capital

TotalEquity

Balance as at July 01, 2016 2,172,489,630 771,646,701 2,944,136,331 Profit for the period - 76,245,192 76,245,192Other comprehensive loss for the period, net of tax - (119,924,167) (119,924,167)

Total comprehensive loss for the period - (43,678,975) (43,678,975) Final dividend for the year ended June 30, 2016 @ Rs.0.25 per share - (25,574,673) (25,574,673) Surplus on revaluation of operating fixed assets realized : - on account of incremental depreciation charged on related assets for the period - 60,794 60,794- deferred tax thereon - (18,238) (18,238)

- 42,556 42,556 Balance as at December 31, 2016 2,172,489,630 702,435,609 2,874,925,239 Balance as at July 01, 2017 – audited 2,172,489,630 789,218,929 2,961,708,559 Transfer of reserves under Scheme of Arrangement (note 1.4) - (398,951,974) (398,951,974) Balance as at July 01, 2017 2,172,489,630 390,266,955 2,562,756,585 Loss for the period - (23,307,496) (23,307,496) Other comprehensive income for the period, net of tax - 75,698,409 75,698,409

Total comprehensive income for the period - 52,390,913 52,390,913 Final dividend for the year ended June 30, 2017 @ Rs.0.25 per share - (54,312,241) (54,312,241)

Balance as at December 31, 2017 2,172,489,630 388,345,627 2,560,835,257

The annexed notes from 1 to19 form an integral part of these condensed interim financial statements.

(Rupees)




Notes to the Unconsolidated CondensedInterim Financial Statements For the period ended December 31, 2017 (Un-audited)

1. LEGAL STATUS AND OPERATIONS

1.1. TPL Trakker Limited (the Company) was incorporated in Pakistan on December 04, 2008 as a private limited company under the repealed Companies Ordinance, 1984. In year 2009, the Company was converted into a public company and got listed on Pakistan Stock Exchange Limited on July 16, 2012. During the period, the name of the Company has been changed to TPL Corp Limited with effective from 24 November 2017. The registered office of the Company is situated at Centrepoint Building, Off Shaheed-e-Millat Expressway, Near KPT Interchange Flyover, Karachi. The principal activity of the Company is to make investment in group and other companies.

1.2. TPL Holdings (Private) Limited is the parent company, which holds 114,950,274 (June 30, 2017: 114,950,274) ordinary shares of the Company representing 52.91 percent (June 30, 2017: 52.91 percent) shareholding as of the balance sheet date.

1.3. During the period, the authorized share capital of the Company has been increased from 230,000,000 ordinary shares to 330,000,000 ordinary shares having face value of Rs.10 each.

1.4. During the period, the Scheme of Arrangement (the Scheme) was executed on July 01, 2017 among the Company, TPL Maps (Pvt.) Limited [TMPL], TPL Trakker (Pvt.) Limited [formerly TPL Vehicle Tracking (Pvt) Limited] (TTPL) and TPL Holdings (Private) Limited [THPL] for:

- separating / demerging of the Company’s Maps Undertaking and Trakker Undertaking and merging and amalgamating the same with and into TMPL and TTPL against the issue of shares by respective entities to the Company; and

- separating / demerging the Properties Undertaking (i.e.21,104,000 ordinary shares of TPL Properties Limited (TPLP) having face value of Rs.10 each) from THPL and merging and amalgamating the same with and into the Company, against the issue of shares of the Company to THPL, along with all ancillary matters.

The shareholders of the Company in their extra ordinary general meeting held on April 14, 2017 approved the Scheme under Sections 284 to 288 of the repealed Companies Ordinance, 1984. The Scheme was sanctioned / approved by the Honorable High Court of Sindh vide its order number J.C.M. Petition No.48 of 2016 dated November 17, 2017 and in accordance therewith, the effective date of Scheme was July 01, 2017. Accordingly:

a) the undertaking comprising the assets, liabilities and obligations of the Company shall be split into three (03) separate segments i.e. Maps Undertaking (i.e. maps and navigation), Trakker Undertaking (i.e. trakker / vehicle tracking services) and the Retained Undertaking (i.e. investments, etc).

b) the segment comprising all the assets, liabilities and obligations of the Maps Undertaking shall be carved out and, as at the effective date, stand merged with, transferred to, vested in, and be assumed by TMPL, and as consideration, ordinary shares of TMPL at par shall be issued to the Company.

c) the segment comprising all the assets, liabilities and obligations of the Trakker Undertaking shall be carved out and, as at the effective date, stand merged with, transferred to, vested in, and be assumed by TTPL and as consideration, ordinary shares of TTPL at par shall be issued to the Company.

d) upon the merger and transfer of the Maps and Trakker Undertakings to TMPL and TTPL in the manner prescribed under the Scheme, the Company shall continue to own and operate the Retained Undertak-ing, TMPL and TTPL shall own and operate the Maps and Trakker Undertaking respectively, each as independent companies without any company being wound up.

e) the assets, liabilities and obligations of THPL shall be split into two separate segments i.e. Properties

Undertaking and Holdings Undertaking and accordingly, the Properties Undertaking shall be carved out and, as at the effective date, stand merged with, transferred to vested in, and be assumed by the Company. As consideration, the 20,048,800 ordinary shares of the Company shall be issued to THPL in a swap ratio of 0.95 of the Company shares for every one (01) shares of TPLP.

f) the carrying values of assets and liabilities of Maps and Trakker Undertakings transferred to TMPL and TTPL respectively, consequent to the Scheme, as of effective date i.e. July 01, 2017 are as follows:


ASSETS NON - CURRENT ASSETS Fixed assets Property and equipment 1,024,184,785 3,442,032 1,020,742,753 - Intangible assets 1,647,655,672 490,165,515 1,157,490,157 -

2,671,840,457 493,607,547 2,178,232,910 - Long-term investments 828,492,161 - - 828,492,161 Long-term loans 826,538 - 826,538 - Long-term deposits 45,331,228 140,000 45,191,228 - Interest accrued 17,363 - 17,363 - Due from related parties 11,711,707 - 11,711,707 -

3,558,219,454 493,747,547 2,235,979,746 828,492,161 CURRENT ASSETS Stock-in-trade 356,122,525 59,660 356,062,865 - Trade debts 1,207,344,403 28,100,677 1,179,243,726 - Loans and advances 9,768,879 - 9,768,879 - Trade deposits and prepayments 36,582,040 398,282 36,183,758 - Interest accrued 11,985,115 - 11,985,115 - Other receivables 19,448,696 - 19,448,696 - Short-term investments 758,780,449 - - 758,780,449 Due from related parties 94,301,120 - 92,258,850 2,042,270 Taxation – net 46,721,208 - - 46,721,208 Cash and bank balances 40,354,665 - 39,275,864 1,078,801

2,581,409,100 28,558,619 1,744,227,753 808,622,728 Total assets 6,139,628,554 522,306,166 3,980,207,499 1,637,114,889 NON-CURRENT LIABILITIES Long-term financing 622,968,751 - 622,968,751 - Liabilities against assets subject to finance lease 10,975,935 - 10,975,935 - Deferred income 2,444,444 - 2,444,444 - Deferred tax liability - net 1,161,733 - 1,161,733 - Long-term loans 290,277,330 - 290,277,330 -

927,828,193 - 927,828,193 - CURRENT LIABILITIES Trade and other payables 517,911,684 13,040,754 445,450,574 59,420,356 Accrued mark-up 49,228,099 - 49,228,099 - Short term financing 62,238,722 - 62,238,722 - Running finance under mark-up arrangements 876,719,637 - 876,719,637 - Current portion of non-current liabilities 259,892,691 - 259,892,691 - Due to related parties 87,748,925 - 87,748,925 - Advance monitoring fees 167,561,448 - 167,561,448 -

2,021,301,206 13,040,754 1,948,840,096 59,420,356 Total liabilities 2,949,129,399 13,040,754 2,876,668,289 59,420,356 Net assets before reserves 3,190,499,155 509,265,412 1,103,539,211 1,577,694,533 Reserves 789,218,929 125,974,614 272,977,360 390,266,955 Surplus on revaluation of fixed assets 228,790,596 - 228,790,596 - Net assets transferred 2,172,489,631 383,290,798 601,771,255 1,187,427,578



As at June 30,

2017(Rupees)

MapsUndertaking

(Rupees)

TrakkerUndertaking

(Rupees)

RetainedUndertaking

(Rupees)



1.5. These condensed interim financial statements are the separate condensed interim financial statements of the Company, in which investments in the below mentioned subsidiaries and associates have been accounted for at fair value and cost less accumulated impairment losses, if any, respectively. As of balance sheet date, the Company has the following subsidiaries and associates:

Subsidiaries TPL Security Services (Pvt) Limited [TSS] 99.9 99.90 TPL Properties Limited [TPLP] 20.11 20.11 Centrepoint Management Services (Private) Limited (sub-subsidiary) [CMS] 20.11* 20.11* HKC Limited (sub-subsidiary) [HKC] 20.11* 20.11* TPL Life Insurance Limited [TPL Life] 86.02 86.02 TPL Trakker (Private) Limited (formerly TPL Vehicle Tracking (Pvt.) Limited) [TTPL] 100.0 100.0 TPL Maps (Pvt.) Limited [TMPL] 100.0 100.0 TPL Insurance Limited (formerly TPL Direct Insurance Limited) [TDIL] 93.51 - Associates TPL Insurance Limited (formerly TPL Direct Insurance Limited) [TDIL] - 24.39 Trakker Middle East LLC [TME] 29.00 29.00 * Represents direct holding of TPLP as at the balance sheet date

2. STATEMENT OF COMPLIANCE

During the period, the Companies Act, 2017 (the Act) has been promulgated, however, the Securities and Exchange Commission of Pakistan (SECP) vide its Circular 23/2017 dated October 4, 2017 has notified that companies whose financial year closes on or before December 31, 2017 shall prepare their financial statements in accordance with provisions of the repealed Companies Ordinance, 1984. Further, the Institute of Chartered Accountants of Pakistan (ICAP) through its Circular no. 17/2017 dated October 6, 2017 has clarified that companies shall prepare their interim financial statements in accordance with provisions of the repealed Companies Ordinance, 1984 for the period ending on or before December 31, 2017. Accordingly, this condensed interim financial statement of the Company for the half year ended December 31, 2017 has been prepared in accordance with the requirements of the International Accounting Standard (IAS) - 34 "Interim Financial Reporting" and provisions of and directives issued under the repealed Companies Ordinance, 1984. In case requirements differ, the provisions of or directives under the repealed Companies Ordinance, 1984 shall prevail.

3. BASIS OF PREPARATION

3.1. These condensed interim financial statements are un-audited but subject to limited scope review by the auditors and are being submitted to the shareholders as required under Section 237 of the Companies Act, 2017. These condensed interim financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the financial statements (unconsolidated) of the Company for the year ended June 30, 2017.

3.2. The figures of the condensed interim profit and loss account for the quarter ended December 31, 2017 and December 31, 2016 and notes forming part thereof have not been reviewed by the auditors of the Company, as they have reviewed the cumulative figures for the half year ended December 31, 2017 and December 31, 2016.

December 31,2017

% of shareholding

June 30,2017



Note December 31,2017

Rupees

June 30,2017

Rupees

3.3. The preparation of this condensed interim financial information, in conformity with approved accounting standards requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company's accounting policies. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectation of future events that are believed to be reasonable under the circumstances. Actual results may differ from the estimates.

During the preparation of this condensed interim financial information, changes in the significant judgements made by management in applying the Company's accounting policies and the key sources of estimation and uncertainty from those that were applied to the annual audited financial statements of the Company for the year ended June 30, 2017 do not have any material impact.

3.4. This condensed interim financial information is presented in Pakistan Rupees which is also the Company's functional currency and all financial information presented has been rounded off to the nearest thousand rupees unless otherwise stated.

4. SIGNIFICANT ACCOUNTING POLICIES The accounting policies and the methods of computation adopted in the preparation of these condensed interim financial statements are the same as those applied in the preparation of the annual financial statements (unconsolidated) for the year ended June 30, 2017, except for the adoption of the amended standards and improvements to IFRSs by the Company which became effective for the current period: Amended standard and improvements

IAS 7 Statement of Cash Flows - Disclosure Initiative - (Amendment)

IAS 12 Income Taxes – Recognition of Deferred Tax Assets for Unrealized losses (Amendments)

Improvements to IFRSs issued in September 2014: IFRS 12 Disclosure of Interests in Other Entities Clarification of the scope of the disclosure requirements in IFRS 12

The adoption of the above amendment and improvement to standards did not have any material effect on the condensed interim financial statements.

5. LONG-TERM INVESTMENTS Investment in subsidiary companies – available-for-sale at fair value TPL Life Insurance Limited (TPL Life) 364,893,455 364,893,455 TPL Security Services (Private) Limited (TSS) 61,098,613 61,098,613 TPL Maps (Pvt.) Limited (TMPL) 1.4 & 5.1 383,290,898 100 TPL Trakker (Private) Limited (formerly TPL Vehicle Tracking (Pvt.) Limited) [TTPL] 1.4 & 5.1 601,771,355 100 TPL Insurance Limited (formerly TPL Direct Insurance Limited) [TDIL] 5.2 & 5.3 1,751,261,830 -

3,162,316,151 425,992,268

Investment in associated companies – at cost TPL Insurance Limited (formerly TPL Direct Insurance Limited) [TDIL] 5.2 & 5.3 - 402,499,893

3,162,316,151 828,492,161


Rupees

June 30,2017

Rupees


Rupees

June 30,2017

Rupees



5.1. As more fully explained in note 1.4 to these condensed interim financial statements, the Company has transferred net assets of Maps Undertaking and Trakker Undertaking in consideration of ordinary shares (having face value of Rs.10/- each) of TMPL and TTPL respectively. As of balance sheet date, the legal formalities are underway by TMPL and TTPL to issue ordinary shares in the name of the Company.

5.2. The Company holds 70,615,397 (June 30, 2017: 18,419,000) ordinary shares of Rs.10/- each, represent-ing 93.51 percent (June 30, 2017: 24.39 percent) of the share capital of TPL Insurance Limited (formerly TPL Direct Insurance Limited) as of the balance sheet date.

The Company has entered into a Sale and Purchase Agreement (SPA) with Greenoaks Global Holding Limited (the seller) dated March 23, 2017 in respect of purchase of 69.12 percent shareholding, equivalent to 52,196,397 ordinary shares in TDIL, a subsidiary company, at a price of Rs.24 per share. On fulfilment of preconditions to purchase under the SPA and completion of legal formalities, the Company has purchased 52,196,397 ordinary shares having cost of Rs.1,252.714 million in TDIL from the seller. Accordingly, the shareholding of the Company in TDIL has been increased, by virtue of which, TDIL becomes a subsidiary company as of balance sheet date.

5.3. Out of 70,615,397 ordinary shares of TDIL held by the Company, 11,020,000 ordinary shares are pledged with financial institutions against various financing facilities transferred to TPL Trakker (Private) Limited [formerly TPL Vehicle Tracking (Pvt.) Limited], a subsidiary company, under the Scheme of Arrangement as disclosed in note 1.4 to these condensed interim financial statements. The remaining 59,579,397 ordinary shares are pledged against issue of term finance certificates under long-term financing (note 10).

6. LOANS AND ADVANCES – unsecured, considered good

Loans – secured, considered good Current portion of long-term loans - 1,513,060 Advances – unsecured, considered good - against issue of shares 6.1 25,000,000 - - suppliers - 8,175,333 - others - 80,486

25,000,000 8,255,819

1.4 25,000,000 9,768,879

6.1. Represents advance of Rs.20.0 million and Rs.5.0 million given to TPL Life Insurance Limited (a subsidiary Company) and TPL E-Ventures (Pvt.) Limited ( a related party) against issue of right shares and initial share capital, respectively.

7. SHORT-TERM INVESTMENTS

Investment in a subsidiary company – available-for-sale at fair value TPL Properties Limited (TPLP) 7.1 & 7.3 653,400,000 673,750,000 Investment in an associated company – at cost Trakker Middle East LLC (TME) 7.2 85,030,449 85,030,449

738,430,449 758,780,449


Rupees

June 30,2017

Rupees



7.1. The Company holds 55 million (June 30, 2017: 55 million) ordinary shares of Rs.10/- each, representing 20.1 percent (June 30, 2017: 20.1 percent) of the share capital of TPLP as of the balance sheet date. The Company has reassessed as to whether or not the Company alongwith the ultimate parent company and other related parties have a defacto control over TPLP as required under International Financial Reporting Standards 10 “Consolidated Financial Statements” (IFRS 10). Based on such assessment, the management has concluded that the Company alongwith other related parties has a defacto control over TPLP having the majority shareholding i.e. 40.26 percent (June 30, 2017: 40.26 percent) and representation on the board of directors of TPLP (i.e. 05 out of 08 directors) to appoint majority of the directors on Board of TPLP. Accordingly, as of December 31, 2017, the Company continues to account for TPLP as it's subsidiary in these condensed interim financial statements.

In addition, as more fully disclosed in note 1.4 to these condensed interim financial statements, TPL Holdings (Private) Limited (the holding company) shall transfer 21,104,000 ordinary shares of TPLP to the Company under the Scheme of Arrangement. In this regard, as of December 31, 2017, the legal formalities are underway by the holding company to transfer the said ordinary shares in the name of the Company. As of balance sheet date, the management of the Company intends to dispose off the said investment shortly.

7.2. The Company holds 1,644 (June 30, 2017: 1,644) ordinary shares of AED 1,000 each, representing 29 percent (June 30, 2017: 29 percent) of the share capital as of the balance sheet date. Based on the approval of Board of Directors in their meeting held on April 23, 2015 to consider and negotiate an offer to disinvest entire shareholding in TME, the Company has conditionally accepted an offer for disposal of its entire shareholding in TME, subject to obtaining the necessary approvals, compliance of legal formalities and signing of a binding sale agreement to execute the transaction. The management expects that this offer will be materialized and the said investment in TME will be disposed off within twelve months from the balance sheet date. Accordingly, it has been classified as short-term investments under current assets.

7.3. 55 million ordinary shares of TPLP held by the Company are pledged against sukuk financing transferred to TPL Trakker (Private) Limited [formerly TPL Vehicle Tracking (Pvt) Limited] by the Company under the Scheme of Arrangement as disclosed in note 1.4 to these condensed interim financial statements.

8. DUE FROM RELATED PARTIES – unsecured, considered good Subsidiary companies - TPL Security Services (Pvt) Limited - 66,165,870 - TPL Properties Limited - 11,711,707 - TPL Life Insurance Limited - 16,960,976 - TPL Trakker (Private) Limited (formerly TPL Vehicle Tracking (Pvt.) Limited) 8.1 - 1,621,135 - TPL Maps (Pvt.) Limited 8.1 421,134 421,135

421,134 96,880,823

Others - Trakker Direct Finance (Pvt) Limited - 771,300 - TPL Logistic (Pvt) Limited - 778,522 - TPL E-Ventures (Pvt) Limited 8.1 131,200 - - TPL Rupiya (Private) Limited - 1,697,610 - The Resource Group Pakistan Limited - 5,884,572

131,200 9,132,004

552,334 106,012,827 Less: Current portion 1.4 552,334 94,301,120

1.4 - 11,711,707


Rupees

June 30,2017

Rupees


Rupees

June 30,2017

Rupees



8.1. There are no major changes in the terms and conditions as disclosed in the annual financial statement (unconsolidated) for the year ended June 30, 2017 except for current account balance of TPL E-Ventures (Pvt.) Limited, a related party, which is unsecured, carrying interest at the rate of 6 months KIBOR plus 3 percent per annum and repayable on demand.

9. TAXATION - net

Opening balance refundable / (payable) 46,721,208 (866,482) Provision for the period / year - (21,076,072) Tax paid / deducted at source - 68,663,762 Workers’ Welfare Fund adjustment 11 (13,615,286) -

33,105,922 46,721,208

10. LONG-TERM FINANCING

Term finance certificates 10.1 1,180,436,470 - Project finance - 114,843,751 Diminishing musharika II - 11,297,605 Sukuk financing - 600,000,000

1.4 1,180,436,470 726,141,356 Less Current portion 1.4 389,297,077 (103,172,605)

1.4 791,139,393 622,968,751

10.1. Represents privately placed Term Finance Certificates (TFCs) aggregating to Rs.1,200 million having face value of Rs.100,000/- each issued by the Company to various parties for a period of 02 years for the acquisition of shares as disclosed in note 7.2 to these condensed interim financial statements. These carry markup at the rate of 3 months KIBOR plus 1.5 percent per annum and are redeemable in 03 equal installments at the end of 12th, 18th and 24th month and are secured by way of pledge of 59.579 million shares of TPL Insurance Limited (formerly TPL Direct Insurance Limited) held by the Company (note 5.3). The Company is liable to pay participation fee at the average rate of 0.5 percent of investment amount to the investors and annual trustee fee of Rs.1.0 million to trustee under the terms of the contract. The Company has incurred transaction cost of Rs.19.876 million to issue TFCs.

11. TRADE AND OTHER PAYABLES Creditors - 220,713,071 Provisions - 56,380,161 Accrued liabilities 800,000 59,810,367 Unearned equipment rentals - 112,878,453 Other liabilities Sales commission payable - 2,606,657 Sales tax payable 16 - 10,798,360 Withholding tax payable 16 30,723,756 30,927,909 Workers’ Welfare Fund 9 - 13,615,286 Dividend payable 5,076,361 4,078,801 Provident fund - 4,440,821 Others - 1,661,798

35,800,117 68,129,632

1.4 36,600,117 517,911,684




Rupees

June 30,2017

Rupees12. DUE TO RELATED PARTIES - unsecured

Holding company - TPL Holdings (Private) Limited 12.1 50,000,000 69,143,564 Subsidiary companies - TPL Trakker (Private) Limited (formerly TPL Vehicle Tracking (Pvt.) Limited 8.1 125,854,464 - - TPL Properties Limited 12.1 2,730,000 -

128,584,464 - Associated companies - TPL Insurance Limited (formerly TPL Direct Insurance Limited (TDIL) - 18,275,776 - Trakker Middle East L.L.C (TME) - 329,585

- 18,605,361

1.4 178,584,464 87,748,925

12.1. There are no major changes in the terms and conditions as disclosed in the annual financial statement (unconsolidated) for the year ended June 30, 2017.

13. CONTINGENCIES AND COMMITMENTS

There are no major changes in the status of contingencies and commitments as reported in the annual financial statements (unconsolidated) of the Company for the year ended June 30, 2017.

14. Taxation

The income tax assessment of the company has been finalized upto tax year 2017.

15. Fair value of financial instruments

Fair value is the amount for which an asset could be exchanged, or a liability can be settled, between knowledgeable willing parties in an arm's length transaction. The carrying amounts of all the financial instruments reflected in these financial statements approximate to their fair value.

15.1. Fair value hierarchy

Financial Instruments carried at fair value are categorized as follows:

Level 1: Quoted market price.

Level 2: Valuation techniques (market observable)

Level 3: Valuation techniques (non- market observables)



15.2. The Company held the following financial instruments measured at fair value:

Total Level 1 Level 2 Level 3 Rupees ‘000 Rupees ‘000 Rupees ‘000 Rupees ‘000 Financial assets December 31, 2017 Available-for-sale Investments 3,815,716,151 653,400,000 3,162,316,151 - June 30, 2017 Available-for-sale investments 1,099,742,268 673,750,000 425,992,268 -

15.3. There are no transfers between Level 1 and Level 2 during the current period.

16. CASH AND CASH EQUIVALENTS Cash and bank balances 2,076,356 73,314,357 Running finance under mark-up arrangements - (654,408,949)

2,076,356 (581,094,592)

17. TRANSACTIONS WITH RELATED PARTIES

Related parties of the Company comprise of holding company, subsidiaries, associates, directors and key management personnel. Transactions with related parties during the period, other than those which have been disclosed elsewhere in these condensed interim financial statements, are as follows:

Name / Relationship

TPL Holdings (Private) Limited - THPL (Holding company) Expenses paid / incurred by the Company - 53,447 Amount paid / repaid by the Company - 147,159,987 Mark up amount received by the Company - 6,491,096 Amount received by the Company 50,000,000 149,429,650 Mark-up on current account (Due to) 214,247 - Mark-up on current account (Due from) - 5,993,783

TPL Security Services (Pvt) Limited - TSSPL (Subsidiary company) Expenses incurred by the Company - 45,891,311 Services acquired by the Company - 6,138,045 Amount received by the Company - 27,650,000 Adjustment on account of amount payable on behalf of the Company for services received - 3,261,555

December 31,2017

Rupees

December 31,2016

Rupees

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)




Name / Relationship

TPL Properties Limited - TPLP (Subsidiary company) Expenses incurred by the Company - 8,806,094 Amount paid by the Company - 77,000,000 Amount received by the Company 2,730,000 323,118,318 Expenses paid / incurred on behalf of the Company - 810,000 Mark up on current account 11,698 9,799,475 Mark up amount received by the Company - 23,264,272

Centrepoint Management Services (Private) Limited – TCMS (Sub-subsidiary company) Services acquired by the Company from CMS - 23,149,503 Advance paid against maintenance and other services - 11,813,882

TPL Life Insurance Limited - TLIL (Subsidiary company) Investment made during the period - 360,280,021 Expenses incurred / paid by the Company - 9,351,357 Expenses paid / incurred on behalf of the of the Company - 4,593,258 Advance against issue of right shares received from TTPL on behalf of the Company 20,000,000 -

TPL Direct Insurance Limited – TDIL (Subsidiary company) Sales made to TDIL - 124,951,896 Expenses paid by the Company on behalf of TDIL - 28,048,450 Amount received from TDIL - 82,905,402 Mark-up on current account - 4,452,566 Expenses paid by TDIL on behalf of the Company - 1,226,620

TPL Trakker (Pvt) Limited (formerly TPL Vehicle Tracking (Pvt) Limited – TTPL (Subsidiary company) Expenses paid / payable on behalf of the Company 37,029,650 Amount received by the Company 54,312,241 - Expenditure incurred for TEVPL on behalf of the Company 131,200 Taxes paid on behalf of the Company (note 11) 11,002,508 Transfer of net assets under Scheme of Arrangement (note 1.4) 601,771,255 - Advance against issue of shares paid to TEVPL on behalf of the Company 5,000,000 - Advance against issue of right shares paid to TPL Life on behalf of the Company 20,000,000 -

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)



Name / Relationship

TPL Maps (Pvt) Limited – TMPL (Subsidiary company) Transfer of net assets under Scheme of Arrangement (note 1.4) 383,290,798 -

TPL E-Ventures (Private) Limited – TEVPL (Others) Expenses incurred by TTPL on behalf of the Company 111,200 - Amount paid by TTPL on behalf of the Company 20,000 - Mark up on current account 1,038 - Advance against issue of shares received from TTPL on behalf of the Company 5,000,000 -

Staff retirement benefit (Others) TPL Trakker Limited – Provident fund Employer Contribution - 7,111,758

18. DATE OF AUTHORISATION OF ISSUE

These condensed interim financial statements were authorised for issue on February 23, 2018 by the Board of Directors of the Company.

19. GENERAL

19.1. All figures have been rounded off to the nearest rupee, unless otherwise stated.

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)







Consolidated Condensed InterimBalance SheetAs at December 31, 2017 (Un-audited)

December 31,2017

Rupees(Un-audited)

June 30,2017

Rupees(Audited)

Note

ASSETS

NON - CURRENT ASSETS Fixed Assets Property and equipment 5 1,961,592,364 1,799,520,629 Intangible assets 6 2,589,501,393 1,749,481,140

4,551,093,757 3,549,001,769 Investment property 5,264,984,998 4,348,453,273 Long-term investments 7 - 536,285,330 Government securities 142,597,179 - Listed equities 667,721,911 - Long-term loans 645,520 826,538 Long-term deposits 53,124,722 45,518,147 Deferred tax asset 88,090,674 83,451,967

10,768,258,761 8,563,537,024 CURRENT ASSETS Stock - in - trade 391,904,976 357,216,927 Inventory property 888,738,740 888,738,740 Trade debts 1,523,397,055 1,254,031,184 Loans and advances 24,839,366 28,989,687 Trade deposits and prepayments 475,478,736 145,391,626 Interest accrued 15,689,450 7,658,694 Other receivables 38,687,585 46,004,489 Short-term investment 666,123,875 314,120,415 Due from related parties 8 8,655,299 9,132,004 Insurance / reinsurance receivables 258,493,867 - Reinsurance recoveries against outstanding items 21,515,947 - Salvage recoveries accrued 40,201,886 - Deferred acquisition cost 61,621,674 - Total assets of General Takaful Operations - Operator's Fund 335,497,378 - Amounts due from other insurers / reinsurers - unsecured 11,138,175 - Premiums due but unpaid 72,216,009 61,284,561 Taxation - net 183,491,572 181,497,171 Cash and bank balances 644,823,687 490,104,431

5,662,515,277 3,784,169,929 TOTAL ASSETS 16,430,774,038 12,347,706,953


Consolidated Condensed InterimBalance SheetAs at December 31, 2017 (Un-audited)

December 31,2017

Rupees(Un-audited)

June 30,2017

Rupees(Audited)

Note

EQUITY AND LIABILITIES SHARE CAPITAL AND RESERVES Share capital Authorised 330,000,000 (June 30, 2017: 230,000,000) ordinary shares of Rs.10/- each 3,300,000,000 2,300,000,000

Issued, subscribed and paid-up capital 2,172,489,630 2,172,489,630 Revenue reserves - unappropriated profit 601,695,900 548,003,156

2,774,185,530 2,720,492,786 Non-controlling interest 4,715,016,224 3,978,088,025

7,489,201,754 6,698,580,811 SURPLUS ON REVALUATION OF FIXED ASSETS 228,425,836 228,790,596 NON - CURRENT LIABILITIES Long-term financing 3,562,593,364 2,523,542,514 Liabilities against assets subject to finance lease 5,190,102 10,975,935 Long-term loans - 290,277,330 Deferred Liabilities 7,081,545 11,729,338 Balance of statutory fund (including policyholders') 138,074,157 - Accrued mark-up 4,326,432 4,326,432

3,717,265,600 2,840,851,549

CURRENT LIABILITIES Trade and other payables 1,173,233,811 787,244,364 Accrued mark-up 141,566,296 105,627,379 Short - term financing 461,113,430 62,238,722 Running finance under mark - up arrangements 942,458,066 876,719,637 Due to related parties 9 72,534,892 87,949,756 Outstanding claims including IBNR 129,515,223 - Unearned premium reserves 671,873,202 - Unearned reinsurance commission 4,358,320 - Premium received in advance 2,779,623 - Current maturity of long term liabilities 887,561,036 492,142,691 Total liabilities of General Takaful Operations - Operator's Fund 234,267,828 - Advance against rent and maintenance 91,614,485 - Insurance / reinsurance payables 114,673,701 - Advance monitoring fees 68,330,935 167,561,448

4,995,880,848 2,579,483,997 CONTINGENCIES AND COMMITMENTS 10 TOTAL EQUITY AND LIABILITIES 16,430,774,038 12,347,706,953 The annexed notes from 1 to 15 form an integral part of these consolidated condensed interim financial statements.





Consolidated Condensed InterimProfit and Loss Account For the period ended December 31, 2017 (Un-audited)

Turnover – net 1,353,974,987 1,091,707,314 676,755,218 528,086,060

Cost of sales (688,924,048) (580,067,160) (290,697,876) (274,690,418)

Gross profit 665,050,939 511,640,154 386,057,342 253,395,642

Distribution expenses (116,075,190) (95,454,109) (65,904,334) (47,653,145)

Administrative expenses (308,008,386) (211,673,829) (167,067,816) (96,161,271)

Operating profit 240,967,363 204,512,216 153,085,192 109,581,226

Finance cost (219,995,793) (161,677,772) (118,901,648) (83,980,965)

Movement in policyholder's liability (56,281,160) 34,458,333 6,505,884 7,327,441

Other income 17,278,807 17,708,423 3,582,537 10,044,071

Bargain purchase gain - 86,282,392 - -

Fair value gain on investment property 819,783,182 - 819,783,182 -

Other operating income/(expenses) 5,195,692 - 4,899,304 (602,773)

Share of profit / (loss) from investment in associates - net 4,898,300 9,159,421 (5,458,871) (3,541,966)

Workers' Welfare Fund (622,652) (1,824,393) (85,420) (990,046)

Profit / (loss) before taxation 811,223,739 188,618,620 863,410,160 37,836,988

Taxation (36,469,141) (33,518,983) (19,870,631) (12,221,347)

Profit / (loss) for the period 774,754,598 155,099,637 843,539,529 25,615,641

Other comprehensive income for the period, net of tax (1,904,464) - (1,904,464) -

Total comprehensive income for the period 772,850,134 155,099,637 841,635,065 25,615,641

Earnings / (loss) per share - Basic and diluted 0.50 0.48 1.32 0.10

Total Comprehensive income attributable to :

Owners of the parent 107,636,277 134,658,622 286,155,923 30,441,044

Non-Controlling interest 665,213,857 20,441,015 555,479,142 (4,825,403)

772,850,134 155,099,637 841,635,065 25,615,641

The annexed notes from 1 to 15 form an integral part of these consolidated condensed interim financial statements.

Note

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

For the half year ended For the quarter ended





Consolidated Condensed InterimCash Flow StatementFor the period ended December 31, 2017 (Un-audited)

CASH FLOWS FROM OPERATING ACTIVITIES

Profit before taxation 826,725,323 154,160,288 Adjustment for non cash charges and other items: Depreciation 5 116,665,054 83,668,456 Amortisation of intangible assets 6 23,029,362 29,666,097 Finance cost 219,995,793 161,677,772 Gain on sale of property and equipment (4,028,005) (3,555,499) Reversal of provision for doubtful debts - (7,206,974) Gain on bargain purchase of a subsidiary - (86,282,392) Share of profit in investment in associates (4,898,300) (9,159,421) Fair value gain on investment property (819,783,182) - Exchange (gain) / loss-net - (197,779) Deferred Income - (1,466,667)

(469,019,278) 167,143,594

Operating profit before working capital changes 357,706,045 321,303,882 (Increase) / decrease in current assets Stock-in-trade (34,688,049) (56,350,068) Trade debts (269,365,871) (153,638,893) Loans and advances 4,150,321 (36,706,760) Trade deposits and prepayments (330,087,110) (1,974,131) Other receivables 7,316,904 392,043 Short-term investments (352,003,460) - Due from related parties 476,705 2,154,249 Interest accrued (8,030,756) 573,766 Insurance / reinsurance receivables (258,493,867) - Reinsurance recoveries against outstanding items (21,515,947) - Salvage recoveries accrued (40,201,886) - Deferred acquisition cost (61,621,674) - Total assets of General Takaful Operations - Operator's Fund (335,497,378) - Amounts due from other insurers / reinsurers - unsecured (11,138,175) - Accrued investment income - (2,542,991) Premiums due but unpaid (10,931,448) (19,005,747)

(1,721,631,691) (267,098,532) Increase / (decrease) in current liabilities Trade and other payables 440,301,688 69,771,309 Advance monitoring fees (99,230,513) (25,073,916) Due to related parties (15,414,864) 86,849,878 Outstanding claims including IBNR 129,515,223 - Unearned premium reserves 671,873,202 - Unearned reinsurance commission 4,358,320 - Premium received in advance 2,779,623 - Current maturity of long term liabilities 395,418,345 - Total liabilities of General Takaful Operations - Operator's Fund 234,267,828 - Advance against rent and maintenance 91,614,485 (19,616,814) Insurance / reinsurance payables 114,673,701 -

1,970,157,038 111,930,457

Cash flows from operations 606,231,392 166,135,807 Payments for : Finance costs paid (184,056,876) (280,151,036) Income taxes paid (43,102,251) (35,359,653)

(227,159,127) (315,510,689)

Net cash flows from operating activities 379,072,265 (149,374,882)

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

Note


Consolidated Condensed InterimCash Flow StatementFor the period ended December 31, 2017 (Un-audited)

CASH FLOWS FROM INVESTING ACTIVITIES Purchase of - property and equipment (163,283,830) (67,956,761) - capital work-in-progress – net (142,723,388) (5,333,709) - intangible assets (504,868,580) (17,782,747) - intangible assets under development (358,181,033) (33,971,755) Sale proceed from disposals of property and equipment 31,298,434 8,292,961 Purchase of TPL Life shares - (260,280,021) Sale of TPL Life shares - 26,550,000 Purchase of investment - mutual funds & listed equities - (321,322,494) Proceeds from disposal of mutual funds & listed equities - 500,701,490 Profit on TDR - 29,062,645 Dividends received - 439,584 Long-term investments 541,183,630 9,159,420 Investment property (96,748,543) (13,875,257) Government securities (142,597,179) 216,641 Listed equities (667,721,911) - Long-term loans 181,018 - Long-term deposits (7,606,575) (10,055,542)

Net cash flows used in investing activities (1,511,067,957) (156,155,545) CASH FLOWS FROM FINANCING ACTIVITIES Long-term loans - net (290,277,330) (42,707,426) Dividend paid (54,312,241) (10,696,724) Obligation under finance lease repaid - net (5,785,833) (39,348,343) Short-term financing - net 398,874,708 (207,148,020) Long term financing 1,039,050,850 11,985,652 Balance of statutory fund (including policyholders') 138,074,157 - Deferred liabilities (4,647,793) - Loan from director - (15,428,026)

Net cash flows (used in) / from financing activities 1,220,976,518 (303,342,887)

Net (decrease) / increase in cash and cash equivalents 88,980,828 (608,873,314)Cash and cash equivalents at the beginning of the period (386,615,206) 506,809,044

Cash and cash equivalents at the end of the period (297,634,378) (102,064,270)

The annexed notes from 1 to 15 form an integral part of these consolidated condensed interim financial statements.

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

Note





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Notes to the Consolidated CondensedInterim Financial Statements For the period ended December 31, 2017 (Un-audited)

1. LEGAL STATUS AND OPERATIONS

1.1. TPL Trakker Limited (the Company) was incorporated in Pakistan on December 04, 2008 as a private limited company under the repealed Companies Ordinance, 1984. In year 2009, the Company was converted into a public company and got listed on Pakistan Stock Exchange Limited on July 16, 2012. During the period, the name of the Company has been changed to TPL Corp Limited with effective from 24 November 2017. The registered office of the Company is situated at Centrepoint Building, Off Shaheed-e-Millat Expressway, Near KPT Interchange Flyover, Karachi. The principal activity of the Company is to make investment in group and other companies.

1.2. TPL Holdings (Private) Limited is the parent company, which holds 114,950,274 (June 30, 2017: 114,950,274) ordinary shares of the Company representing 52.91 percent (June 30, 2017: 52.91 percent) shareholding as of the balance sheet date.

1.3. During the period, the authorized share capital of the Company has been increased from 230,000,000 ordinary shares to 330,000,000 ordinary shares having face value of Rs.10 each.

1.4. During the period, the Scheme of Arrangement (the Scheme) was executed on July 01, 2017 among the Company, TPL Maps (Pvt.) Limited [TMPL], TPL Trakker (Pvt.) Limited [formerly TPL Vehicle Tracking (Pvt) Limited] (TTPL) and TPL Holdings (Private) Limited [THPL] for:

- separating / demerging of the Company’s Maps Undertaking and Trakker Undertaking and merging and amalgamating the same with and into TMPL and TTPL against the issue of shares by respective entities to the Company; and

- separating / demerging the Properties Undertaking (i.e.21,104,000 ordinary shares of TPL Properties Limited (TPLP) having face value of Rs.10 each) from THPL and merging and amalgamating the same with and into the Company, against the issue of shares of the Company to THPL, along with all ancillary matters.

The shareholders of the Company in their extra ordinary general meeting held on April 14, 2017 approved the Scheme under Sections 284 to 288 of the repealed Companies Ordinance, 1984. The Scheme was sanctioned / approved by the Honorable High Court of Sindh vide its order number J.C.M. Petition No.48 of 2016 dated November 17, 2017 and in accordance therewith, the effective date of Scheme was July 01, 2017. Accordingly:

a) the undertaking comprising the assets, liabilities and obligations of the Company shall be split into three (03) separate segments i.e. Maps Undertaking (i.e. maps and navigation), Trakker Undertaking (i.e. trakker / vehicle tracking services) and the Retained Undertaking (i.e. investments, etc).

b) the segment comprising all the assets, liabilities and obligations of the Maps Undertaking shall be carved out and, as at the effective date, stand merged with, transferred to, vested in, and be assumed by TMPL, and as consideration, ordinary shares of TMPL at par shall be issued to the Company.

c) the segment comprising all the assets, liabilities and obligations of the Trakker Undertaking shall be carved out and, as at the effective date, stand merged with, transferred to, vested in, and be assumed by TTPL and as consideration, ordinary shares of TTPL at par shall be issued to the Company.

d) upon the merger and transfer of the Maps and Trakker Undertakings to TMPL and TTPL in the manner prescribed under the Scheme, the Company shall continue to own and operate the Retained Undertak-ing, TMPL and TTPL shall own and operate the Maps and Trakker Undertaking respectively, each as independent companies without any company being wound up.

e) the assets, liabilities and obligations of THPL shall be split into two separate segments i.e. Properties

Undertaking and Holdings Undertaking and accordingly, the Properties Undertaking shall be carved out and, as at the effective date, stand merged with, transferred to vested in, and be assumed by the Company. As consideration, the 20,048,800 ordinary shares of the Company shall be issued to THPL in a swap ratio of 0.95 of the Company shares for every one (01) shares of TPLP.

f) the carrying values of assets and liabilities of Maps and Trakker Undertakings transferred to TMPL and TTPL respectively, consequent to the Scheme, as of effective date i.e. July 01, 2017 are as follows:


ASSETS NON - CURRENT ASSETS Fixed assets Property and equipment 1,024,184,785 3,442,032 1,020,742,753 - Intangible assets 1,647,655,672 490,165,515 1,157,490,157 -

2,671,840,457 493,607,547 2,178,232,910 - Long-term investments 828,492,161 - - 828,492,161 Long-term loans 826,538 - 826,538 - Long-term deposits 45,331,228 140,000 45,191,228 - Interest accrued 17,363 - 17,363 - Due from related parties 11,711,707 - 11,711,707 -

3,558,219,454 493,747,547 2,235,979,746 828,492,161 CURRENT ASSETS Stock-in-trade 356,122,525 59,660 356,062,865 - Trade debts 1,207,344,403 28,100,677 1,179,243,726 - Loans and advances 9,768,879 - 9,768,879 - Trade deposits and prepayments 36,582,040 398,282 36,183,758 - Interest accrued 11,985,115 - 11,985,115 - Other receivables 19,448,696 - 19,448,696 - Short-term investments 758,780,449 - - 758,780,449 Due from related parties 94,301,120 - 92,258,850 2,042,270 Taxation – net 46,721,208 - - 46,721,208 Cash and bank balances 40,354,665 - 39,275,864 1,078,801

2,581,409,100 28,558,619 1,744,227,753 808,622,728 Total assets 6,139,628,554 522,306,166 3,980,207,499 1,637,114,889 NON-CURRENT LIABILITIES Long-term financing 622,968,751 - 622,968,751 - Liabilities against assets subject to finance lease 10,975,935 - 10,975,935 - Deferred income 2,444,444 - 2,444,444 - Deferred tax liability - net 1,161,733 - 1,161,733 - Long-term loans 290,277,330 - 290,277,330 -

927,828,193 - 927,828,193 - CURRENT LIABILITIES Trade and other payables 517,911,684 13,040,754 445,450,574 59,420,356 Accrued mark-up 49,228,099 - 49,228,099 - Short term financing 62,238,722 - 62,238,722 - Running finance under mark-up arrangements 876,719,637 - 876,719,637 - Current portion of non-current liabilities 259,892,691 - 259,892,691 - Due to related parties 87,748,925 - 87,748,925 - Advance monitoring fees 167,561,448 - 167,561,448 -

2,021,301,206 13,040,754 1,948,840,096 59,420,356 Total liabilities 2,949,129,399 13,040,754 2,876,668,289 59,420,356 Net assets before reserves 3,190,499,155 509,265,412 1,103,539,211 1,577,694,533 Reserves 789,218,929 125,974,614 272,977,360 390,266,955 Surplus on revaluation of fixed assets 228,790,596 - 228,790,596 - Net assets transferred 2,172,489,631 383,290,798 601,771,255 1,187,427,578


As at June 30,

2017(Rupees)

MapsUndertaking

(Rupees)

TrakkerUndertaking

(Rupees)

RetainedUndertaking

(Rupees)



1.5. As of the balance sheet date, the Holding Company has the following subsidiaries and associates:

Subsidiaries TPL Security Services (Private) Limited [TSS] 99.90 99.90 TPL Life Insurance Limited [TPLL] 86.02 86.02 TPL Properties Limited [TPLP] 20.11 20.11 Centrepoint Management Services (Private) Limited (Sub-subsidiary) [CMS] 20.11 20.11 TPL Trakker (Private) Limited (formerly

TPL Vehicle Tracking (Private) Limited) [TTPL] 100.00 100.00 TPL Maps (Private) Limited [TMPL] 100.00 100.00 TPL Insurance Limited (formerly TPL Direct

Insurance Limited) [TDIL] 93.51 - HKC Limited (sub-subsidiary) [HKC] 20.11 20.11 Associates TPL Insurance Limited (formerly TPL Direct

Insurance Limited) [TDIL] - 24.39 Trakker Middle East LLC [TME] 29.00 29.00

1.6. TPL Security Services (Private) Limited TPL Security Services (Private) Limited (TSS) is a private limited company incorporated on May 01, 2000 in

Pakistan under the Companies Ordinance, 1984. The principal activity of TSS is to provide security services. The registered office of the TSS is situated at 39-K, Block-6, P.E.C.H. Society, Karachi. The company is in a process to update the new registered address as Centrepoint Building, Off Shaheed-e-Millat Expressway, Near KPT Interchange Flyover, Karachi, Pakistan. TSS is fully supported by the financial assistance of the Holding Company for smooth running of business operations.

1.7. TPL Life Insurance Limited The Holding company has acquired a wholly owned subsidiary namely TPL Life Insurance Limited (TPLL)

(formerly Asia Care Health & Life Insurance Company Limited). It was incorporated on March 19, 2008 under the Companies Ordinance, 1984 as public limited company and registered as a Life insurance company by the Securities and Exchange Commission of Pakistan (SECP) under the Insurance Ordinance, 2000, it was granted license for insurance business on March 02, 2009. The registered office of the Company is situated at 15-17C 2nd Floor, Commercial Lane No. 5 Zamzama Phase 5, Karachi. Subsequent to the initial purchase, the Company has made a further investment of Rs.100 million (for 10 million ordinary shares) by virtue of availing the right shares offered to the Company.

Later during the period, the Company has sold 4.5 million ordinary shares having carrying value of Rs.25.380

million against the proceed of Rs.26.550 million. 1.8. TPL Properties Limited TPL Properties Limited (TPPL) was incorporated in Pakistan as a private limited company on February 14, 2007

under the Companies Ordinance, 1984. The principal activity of TPPL is to invest, purchase, develop and build real estate and to sell, rent out or otherwise dispose off in any manner the real estate including commercial and residential buildings, houses, shops, plots or other premises. The registered office of the TPPL is situated at Centrepoint Building, Off Shaheed-e-Millat Expressway, Near KPT Interchange Flyover, Karachi, Pakistan.

During the year ended June 30, 2016, TPPL has issued 34.25 million and 8 million ordinary shares having a face

value of Rs. 10 each at premium, for cash consideration. Further, on June 30, 2016, the PSEL approved the listing of TPPL through issuance of 55.75 million ordinary shares subscribed through book building process by High Net Worth Individuals and Institutions. However, the trading in TPPL shares on PSEL started from July 4, 2016.

December 31,2017

% of shareholding

June 30,2017


Notes to the Consolidated CondensedInterim Financial Statements

1.9. Centrepoint Management Services (Private) Limited Centrepoint Management Services (Private) Limited (CMS) was incorporated in Pakistan as a private limited

company on August 10, 2011 under the Companies Ordinance, 1984. The principal activity of CMS is to provide building maintenance services to all kinds and description of residential and commercial buildings. The registered office of the Company is situated at Centrepoint Building, Off Shaheed-e-Millat Expressway, Near KPT Interchange Flyover, Karachi, Pakistan. CMS is a subsidiary of TPL Trakker Limited by virtue of TPPL 99% shareholding in the company as of the balance sheet date.

1.10. TPL Trakker (Private) Limited (formerly TPL Vehicle Tracking (Pvt.) Limited) [TTPL] As more fully explained in note 1.4 to these condensed interim financial statements, the Company has

transferred net assets of Maps Undertaking and Trakker Undertaking to TMPL and TTPL in consideration of 20,461,229 ordinary shares and 110,253,284 ordinary shares (having face value of Rs.10/- each) of TMPL and TTPL respectively. As of balance sheet date, the legal formalities are underway by TMPL and TTPL to issue ordinary shares in the name of the Company.

1.11. TPL Maps (Private) Limited [TMPL] As more fully explained in note 1.4 to these condensed interim financial statements, the Company has

transferred net assets of Maps Undertaking and Trakker Undertaking to TMPL and TTPL in consideration of 20,461,229 ordinary shares and 110,253,284 ordinary shares (having face value of Rs.10/- each) of TMPL and TTPL respectively. As of balance sheet date, the legal formalities are underway by TMPL and TTPL to issue ordinary shares in the name of the Company.

1.12. TPL Insurance Limited (formerly TPL Direct nsurance Limited) [TDIL]

The Company holds 70,615,397 (June 30, 2017: 18,419,000) ordinary shares of Rs.10/- each, represent-ing 93.51 percent (June 30, 2017: 24.39 percent) of the share capital of TPL Insurance Limited (formerly TPL Direct Insurance Limited) as of the balance sheet date.

The Company has entered into a Sale and Purchase Agreement (SPA) with Greenoaks Global Holding Limited (the seller) dated March 23, 2017 in respect of purchase of 69.12 percent shareholding, equivalent to 52,196,397 ordinary shares in TDIL, a subsidiary company, at a price of Rs.24 per share. On fulfilment of preconditions to purchase under the SPA and completion of legal formalities, the Company has purchased 52,196,397 ordinary shares having cost of Rs.1,252.714 million in TDIL from the seller. Accordingly, the shareholding of the Company in TDIL has been increased, by virtue of which, TDIL becomes a subsidiary company as of balance sheet date.

1.13. Trakker Middle East L.L.C. Trakker Middle East L.L.C. (TME) is a limited liability company registered in Abu Dhabi, United Arab Emirates.

The principal activities of the TME are the selling, marketing and distribution of products and services in the field of wireless, fleet management, tracking and telemetry services. The registered office of TME is at P.O. Box 52331, Abu Dhabi, United Arab Emirates.

2. STATEMENT OF COMPLIANCE During the period, the Companies Act, 2017 (the Act) has been promulgated, however, the Securities and

Exchange Commission of Pakistan (SECP) vide its Circular 23/2017 dated October 4, 2017 has notified that companies whose financial year closes on or before December 31, 2017 shall prepare their financial statements in accordance with provisions of the repealed Companies Ordinance, 1984. Further, the Institute of Chartered Accountants of Pakistan (ICAP) through its Circular no. 17/2017 dated October 6, 2017 has clarified that companies shall prepare their interim financial statements in accordance with provisions of the repealed Companies Ordinance, 1984 for the period ending on or before December 31, 2017. Accordingly, this unaudited consolidated condensed interim financial statement of the Company for

For the period ended December 31, 2017 (Un-audited)



the half year ended December 31, 2017 has been prepared in accordance with the requirements of the International Accounting Standard (IAS) - 34 "Interim Financial Reporting" and provisions of and directives issued under the repealed Companies Ordinance, 1984. In case requirements differ, the provisions of or directives under the repealed Companies Ordinance, 1984 shall prevail.

3. BASIS OF PREPARATION These unaudited consolidated condensed interim financial statements have been prepared in condensed

form in accordance with approved accounting standards as applicable in Pakistan for interim financial reporting and is being submitted to the shareholders as required under section 245 of the Companies Ordinance, 1984. These consolidated condensed interim financial statements do not include all of the information required for full annual financial information and should be read in conjunction with the annual financial information as at and for the year ended June 30, 2017.

These consolidated condensed interim financial statements have been prepared under the ‘historical cost’

convention, except for investment property which is measured at fair value and certain financial instruments which are measured in accordance with the requirements of International Accounting Standard (IAS-39) “Financial Instruments: Recognition and Measurement”.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accounting policies and methods of computation followed for the preparation of these consolidated

condensed interim financial statements are the same as those applied in preparing the consolidated financial statement for the year ended June 30, 2017.

5. PROPERTY AND EQUIPMENT Operating Fixed Assets 5.1 1,793,921,485 1,774,573,138 Capital work-in-progress 167,670,879 24,947,491

1,961,592,364 1,799,520,629 5.1. Operating fixed assets

The following is the movement in operating fixed assets during the period: Opening balance 1,774,573,138 1,286,959,218 Add: Additions during the period 163,283,830 690,655,399

1,937,856,968 1,977,614,617 Less: Disposals during the period (WDV) 27,270,429 620,131 Depreciation charge for the period 116,665,054 202,421,348

143,935,483 203,041,479

Operating fixed assets (WDV) 1,793,921,485 1,774,573,138

December 31,2017

Rupees(Un-audited)

June 30,2016

Rupees(Audited)

Note

December 31,2017

Rupees(Un-audited)

June 30,2016

Rupees(Un-audited)

Note



6. INTANGIBLE ASSETS Opening balance 1,749,481,140 1,459,430,001 Add: Additions/ transfers during the period 775,390,931 43,654,282 Intangible assets under development 87,658,684 314,526,753 Less: Disposals during the period - -

2,612,530,755 1,817,611,036 Less: Amortisation charge for the period 23,029,362 68,129,896

Intangible assets (WDV) 2,589,501,393 1,749,481,140

7. LONG TERM INVESTMENTS Investment in associated companies - equity method TPL Direct Insurance Limited - 536,285,330

8. DUE FROM RELATED PARTIES - unsecured, considered good Ultimate parent company TPL Holdings (Private) Limited 8.1 - - Others TPL Direct Finance (Private) Limited 785,600 771,300 [formerly Trakker Financial Consultancy (Private) Limited] TPL Logistic (Private) Limited 792,827 778,522 TPL Rupiya (Private) Limited - 1,697,610 TPL E-Ventures (Private) Limited 131,200 - The Resource Group Pakistan Limited 6,945,672 5,884,572

8.1 8,655,299 9,132,004 Less: Current portion (8,655,299) (9,132,004)

- - 8.1. Represents current account balances with related parties carrying markup at the variable rate of 6 months

KIBOR plus 3 percent and fixed rate of 18 percent (June 30, 2017:9.25 percent and fixed rate of 18 percent) per annum and are repayable on demand.

9. DUE TO RELATED PARTIES - UNSECURED Ultimate parent company TPL Holdings (Private) Limited 72,314,242 69,344,394 Associated companies TPL Direct Insurance Limited (TDI) - 18,275,776 Trakker Middle East (TME) 220,650 329,586

220,650 18,605,362 Loan from a Director - -

72,534,892 87,949,756 Less: Current portion 72,534,892 (87,949,756)

- -

December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

10. CONTINGENCIES AND COMMITMENTS There are no major changes in the status of contingencies and commitments as reported in the annual

financial statements of the Company for the year ended June 30, 2017. 11. TRANSACTIONS WITH RELATED PARTIES Related parties of the Group comprise of ultimate parent company, associates, suppliers, directors and key

management personnel. Transactions with related parties and associated undertakings during the period, other than those which have been disclosed elsewhere in these consolidated condensed interim financial statements, are as follows:

Name / Relationship TPL Holdings (Private) Limited – (Holding company) Expenses incurred/paid by the Company 117,445 53,447 Amount received by the Company 31,467,294 341,429,650 Payment made by the Company 28,380,000 247,270,223 Loan paid by the Company 313,405 Mark up amount paid/received by the Company 5,360,362 (1,412,073) Mark-up on current account 5,916,330 2,360,289 TPL Direct Insurance Limited (TDI) – (Associated Company) Sales made to TDIL - 124,951,896 Expenses incurred / paid by the Company on behalf of TDIL - 28,048,450 Amount received from TDIL - 82,905,402 Mark-up on current account - 4,452,566 Rent charged on tracking units - 9,436,234 Advance received against maintenance and other services by the Company - 6,973,514 TPL Direct Finance (Private) Limited - (Common directorship) Expenses incurred by the Company 14,300 13,875 Mark-up on current account 35,580 34,622 The Resource Group Pakistan Limited - (Common directorship) Expenses incurred by the Company 2,200,263 - Payment received by the Company 5,304,391 Services rendered by TPL Security - 4,514,207 Mark-up on current account 279,909 268,762 TPL Logistics (Private) Limited - (Common directorship) Expenses incurred by the Company 14,305 43,717 Markup on current account 35,981 34,512 Digicore Electronics (Pty) Limited - (Common directorship) Purchases made during the year by the Company - 8,286,083 Payments made to Digicore - 12,694,489





TPL Rupiya (Private) Limited Expenses incurred by the Company - 4,375 Markup on current account - 69,875 Trakker Middle East LLC. - (Associated company) Expenses incurred by the Company 108,935 - Staff retirement benefit TPL Trakker Limited-Provident Fund Employer Contribution 25,430,404 7,111,758

12. CASH AND CASH EQUIVALENTS Cash and bank balances 644,823,687 490,104,431 Running finance under mark-up arrangements (942,458,066) (876,719,637)

(297,634,379) (386,615,206)

13. DATE OF AUTHORISATION OF ISSUE These consolidated condensed interim financial statements were authorised for issue on February 23, 2018

by the Board of Directors of the Company. 14. CORRESPONDING FIGURES Certain prior year’s figures have been rearranged consequent upon certain changes in the current year’s

presentation for more appropriate comparison, where necessary. 15. GENERAL Figures have been rounded off to the nearest rupee, unless otherwise stated.




December 31,2017

Rupees(Un-audited)

December 31,2016

Rupees(Un-audited)

12th & 13th Floor, Centrepoint, Off Shaheed-e-Millat Expressway, Adjacent to KPT Interchange Flyover, Karachi 74900

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