musharaka capital company (a saudi closed joint stock ... · zakat payable 9 1,338,655 1,203,115...
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MUSHARAKA CAPITAL COMPANY
(A Saudi Closed Joint Stock Company)
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
AND INDEPENDENT AUDITOR'S REPORT
MUSHARAKA CAPITAL COMPANY
(A Saudi Closed Joint Stock Company)
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
INDEX PAGE
Independent auditor's report 1-2
Balance sheet 3
Statement of income 4
Statement of cash flows 5
Statement of changes in shareholders’ equity 6
Notes to the financial statements 7-18
(A Saudi Closed Joint Stock Company)
BALANCE SHEET
AS AT 31 DECEMBER 2017
Note 2017 2016
ASSETS SR SR
Current assets
Cash and cash equivalents 4,881,470 21,877,772
Held-for-trading investments 3 2,375,064 5,140,540
Prepayments and other assets 4 1,172,762 756,081
Due from related parties X 11 4,016,812 175,287
Total current assets 12,446,108 27,949,680
Non-current assets
Investment in associates 5 44,461,904 21,709,958
Investment in unconsolidated subsidiaries 6 15,000 -
Property and equipment 7 1,247,396 671,374
Total non-current assets 45,724,300 22,381,332
TOTAL ASSETS 58,170,408 50,331,012
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accrued expenses and other liabilities 8 950,954 645,469
Zakat payable 9 1,338,655 1,203,115
Total current liabilities 2,289,609 1,848,584
Non-current liabilities
End of service indemnities 10 638,766 395,638
Total liabilities 2,928,375 2,244,222
Shareholders’ equity
Share capital 1 65,000,000 65,000,000
Accumulated losses (9,757,967) (16,913,210)
Total shareholders' equity 55,242,033 48,086,790
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 58,170,408 50,331,012
MUSHARAKA CAPITAL COMPANY
The accompanying notes form an integral part of these financial statements
3
(A Saudi Closed Joint Stock Company)
STATEMENT OF INCOME
FOR THE YEAR ENDED 31 DECEMBER 2017
Note 2017 2016
SR SR
Revenues
Services rendered 13 13,605,571 1,873,622
Unrealized loss on held-for-trading investments 3 (594,286) (214,389)
Realized loss from sale of held-for-trading investments 3 (95,718) (84,567)
Dividends income 154,664 220,800
13,070,231 1,795,466
Operating expenses
Marketing expenses (102,602) (1,098,020)
General and administrative expenses 14 (10,870,040) (8,423,009)
Income (loss) from operations 2,097,589 (7,725,563)
Share of results of associates, net 5 (1,212,346) 740,753
Other income 11, 15 7,670,000 -
Income (loss) before zakat 8,555,243 (6,984,810)
Zakat 9 (1,400,000) (1,233,897)
Net income (loss) for the year 7,155,243 (8,218,707)
Earnings (loss) per share
Basic (SR) 1.10 (1.26)
Diluted (SR) 1.10 (1.26)
Earnings (loss) per share for operations
Basic (SR) 0.32 (1.19)
Diluted (SR) 0.32 (1.19)
Weighted average number of shares outstanding:
Basic shares 6,500,000 6,500,000
Diluted shares 6,500,000 6,500,000
MUSHARAKA CAPITAL COMPANY
The accompanying notes form an integral part of these financial statements
Earnings (loss) per share from net income (loss) for the year attributed to the shareholders of the Company:
Earnings (loss) per share from income (loss) from operations attributed to the shareholders of the Company:
4
(A Saudi Closed Joint Stock Company)
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2017
2017 2016
SR SR
OPERATING ACTIVITIES
Net income (loss) before zakat 8,555,243 (6,984,810)
Adjustments for:
Depreciation 303,779 221,348
Unrealized loss on held-for-trading investments 594,286 214,389
Realized loss from sale of held-for-trading investments 95,718 84,567
Share of results of associates, net 1,212,346 (740,753)
End of service indemnities 246,503 185,638
Changes in operating assets and liabilities:
Prepayments and other assets (416,681) (160,425)
Due from related parties (3,841,525) -
Accrued expenses and other liabilities 305,485 163,674
7,055,154 (7,016,372)
Zakat paid (1,264,460) -
End of service indemnities paid (3,375) (20,250)
Net cash from (used in) operating activities 5,787,319 (7,036,622)
INVESTING ACTIVITIES
Investment in unconsolidated subsidiaries (15,000) -
Additions to held-for-trading investments (1,090,619) (27,544,198)
Proceeds from sale of held-for-trading investments 3,166,091 24,593,592
Additions to investment in associates (32,354,499) (5,000,000)
Proceed from disposal of associates 8,390,207 19,756,895
Purchase of property and equipment (879,801) (435,767)
Net cash (used in) from investing activities (22,783,621) 11,370,522
Net change in cash and cash equivalents (16,996,302) 4,333,900
Cash and cash equivalents, 1 January 21,877,772 73,981,729
Decrease in cash and cash equivalents on de consolidation of a subsidiary - (56,437,857)
CASH AND CASH EQUIVALENTS, 31 DECEMBER 4,881,470 21,877,772
MUSHARAKA CAPITAL COMPANY
The accompanying notes form an integral part of these financial statements
.
5
(A Saudi Closed Joint Stock Company)
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2017
Accumulated
Share capital losses Total
SR SR SR
1 January 2016 65,000,000 (8,694,503) 56,305,497
Net loss for the year - (8,218,707) (8,218,707)
31 December 2016 65,000,000 (16,913,210) 48,086,790
Net income for the year - 7,155,243 7,155,243
31 December 2017 65,000,000 (9,757,967) 55,242,033
MUSHARAKA CAPITAL COMPANY
The accompanying notes form an integral part of these financial statements
6
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2017
1-
Number of
shares
Value per
share Amount Percentage
SR SR %
Al Rajhi Ekhwan Group Company 1,820,000 10 18,200,000 28%
Mahafez Trading Company 1,690,000 10 16,900,000 26%
Abdullah M. Al Shaikh Trading Company 1,300,000 10 13,000,000 20%
1,300,000 10 13,000,000 20%
390,000 10 3,900,000 6%
6,500,000 65,000,000 100%
2-
Basis of preparation
Name of shareholder
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The share capital of the Company amounting to SR 65,000,000 consists of 6,500,000 shares of SR 10 each.
The shareholders of the Company along with their shareholdings as at 31 December 2017 and 2016 are as
follows:
Mr. Mohammad Bin Abbood Bin
Talib Bamardoof Al Amoudi
These financial statements were approved by the Board of Directers On 14 March 2018.
These financial statements have been prepared in according with standers generally accepted in the
Kingdom of Sandi Arabia using accrual basis under the historical cost convention, modified to include the
measurement of held-for-trading investments at fair value.
MUSHARAKA CAPITAL COMPANY
ORGANIZATION AND ACTIVITIES
Mr. Ebrahim Bin Fahad Bin
Mohammad Al Assaf
Effective 1 January 2018, the Company’s financial statements will be prepared under International
Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board
(“IASB”) and endorsed by the Saudi Organization for Certified Public Accountants (“SOCPA”). Upon
adoption of IFRS, the Company will be required to comply with the requirements of IFRS 1 – First time
Adoption of International Financial Reporting Standards for the reporting periods commencing from 1
January 2018. In preparing the opening financial statements under IFRS, the Company will analyze the
impact and incorporate certain adjustments due to the first-time adoption of IFRS. Accordingly, these
financial statements are the last set of financial statements to be prepared under accounting standards
issued by SOCPA.
Musharaka Capital Company (the “Company”) is engaged in dealing as a principal, managing mutual
funds and providing consulting, arranging and safe keeping services for securities business under license
No. 13169-27 dated 2 Dhul-Hijjah, 1434 H (October 7, 2013) issued by the Capital Market Authority
(“CMA”). The Company’s operations are conducted principally in Saudi Arabia.
The Company is a closed Saudi Joint Stock Company incorporated under Ministry of Commerce and
Investment resolution number 73/K dated 29 Rabi’ I, 1435 H (January 30, 2014). The Company is
registered in Kingdom of Saudi Arabia, operating under commercial registration (“CR”) No. 2051056409
issued in Al Khobar on 23 Rabi’ II, 1435 H (February 20, 2014). The registered address of the Company is
P.O. Box 712, Al Khobar 31952, Kingdom of Saudi Arabia.
7
2-
Use of estimates and judgments
Cash and cash equivalents
Accounts receivable
Held-for-trading investments
Investment in associates
FOR THE YEAR ENDED 31 DECEMBER 2017
Cash and cash equivalents consist of bank balances, cash on hand, and investments that are readily
convertible into known amounts of cash and have a maturity of three months or less when purchased.
The preparation of financial statements in conformity with generally accepted accounting standards
requires the use of certain critical estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the reporting date and the reported amounts
of revenues and expenses during the reporting period. Estimates and judgments are continually evaluated
and are based on historical experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances. The Company makes estimates and assumptions
concerning the future. The resulting accounting estimates will, by definition, seldom equal the related
actual results.
MUSHARAKA CAPITAL COMPANY
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Accounts receivable are carried at their original invoice amount less a provision for any uncollectable
amounts. A provision for doubtful debts is made when collection of the full amount is no longer probable.
Bad debts are written off when there is no possibility for recovery.
An associate is accounted for using the equity method from the date on which the investee becomes an
associate. On acquisition of the investment in an associate, any excess of the cost of the investment over
the Company’s share of the net fair value of the identifiable assets and liabilities of the investee is
recognized as goodwill, which is included within the carrying amount of the investment. Any excess of the
Company’s share of the net fair value of associate's identifiable assets and liabilities over the cost of the
investment, after reassessment, is recognized immediately in the statement of income in the period in
which the investment is acquired.
Held-for-trading investments are investments in readily marketable securities which are bought for trading
purposes. These investments are initially recognized at cost. After initial recognition, investments in
marketable securities are valued at fair value at the balance sheet date. Changes in fair values, comprising
of realized and unrealized gains and losses, are included in the statement of income.
An associate is an entity over which the Company has significant influence. Significant influence is the
power to participate in the financial and operating policy decisions of the investee but is not control or joint
control over those policies.
The results and assets and liabilities of associates are incorporated in these financial statements using the
equity method of accounting. Under the equity method, an investment in an associate is initially recognized
at cost and adjusted thereafter to recognize the Company’s share of the profit or loss of the associate. When
the Company’s share of losses of an associate exceeds the its interest in that associate, the Company
discontinues recognizing its share of further losses. Additional losses are recognized only to the extent that
the Company has incurred legal or constructive obligations or made payments on behalf of the associate. If
the associate subsequently reports profits, the Company resumes recognizing its share of those profits only
after its share of the profits equals the share of losses not recognized.
8
2-
Property and equipment
Asset category Rates
Leasehold improvements 25%
Furniture, fixtures and office equipment 25%
Vehicles 25%
Impairment of non-current assets
Accounts payable and accrual
Provisions
Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the
property and equipment. All other expenditure is recognized in the statement of income when incurred.
Gains and losses on disposal of an item of property and equipment are determined by comparing the
proceeds from disposal with the carrying amount of property and equipment at the time of disposal and are
recognized net within “other income” in the statement of income.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
MUSHARAKA CAPITAL COMPANY
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
Property and equipment are stated at cost less accumulated depreciation and accumulated impairment
losses, if any, and are depreciated over the estimated useful lives of the applicable assets using the straight-
line method as follows:
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying
amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An
impairment loss is recognized immediately in the statement of income.
At the end of each reporting period, the Company reviews the carrying amounts of its non-current assets, to
determine whether there is any indication that those assets have suffered an impairment loss. If any such
indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the
impairment loss (if any). When it is not possible to estimate the recoverable amount of an individual asset,
the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
When an impairment loss subsequently reverses, the carrying amount of the asset (or a cash-generating
unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying
amount does not exceed the carrying amount that would have been determined had no impairment loss
been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is
recognized immediately in the statement of income.
Liabilities are recognized for amounts to be paid in the future for goods or services received, whether or
not billed to the Company.
A provision is recognized when the Company has an obligation (legal or constructive) arising from a past
event, and the costs to settle the obligation are both probable and can be measured reliably.
When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated
to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating
units for which a reasonable and consistent allocation basis can be identified.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use,
the estimated future cash flows are discounted to their present value using a discount rate that reflects
current market assessments of the time value of money and the risks specific to the asset for which the
estimates of future cash flows have not been adjusted.
9
2-
Zakat
End of services indemnity
Revenue Recognition
Revenue is recognized to the extent of the following recognition requirements:
• Fee from subscription is recognized upon subscription to the fund.
• Custody fee is recognized upfront and amortized over the period of the service.
Segment reporting
Business segment
A business segment is group of assets, operations or entities:
(i) Engaged in revenue producing activities;
(iii) Financial information is separately available.
Geographical segment
Expenses
Foreign currency transactions
A geographical segment is group of assets, operations or entities engaged in revenue producing activities
within a particular economic environment that are subject to risks and returns different from those
operating in other economic environments. The Company's operations are conducted principally in the
Kingdom of Saudi Arabia.
General, administrative and marketing expenses are treated as period costs.
Transactions in foreign currencies are recorded in Saudi Riyals at the rate of exchange ruling at the date of
the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the
rate of exchange ruling at the balance sheet date. All differences are taken to the statement of income.
The Company is primarily engaged in providing assets management, arranging, and advising and custodian
services.
(A Saudi Closed Joint Stock Company)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(ii) Results of its operations are continuously analyzed by management in order to make decisions
related to resource allocation and performance assessment; and
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
• Dividends income is recognized when the right to receive dividends is established.
End of services indemnity required by Saudi Labor and Workman Law are accrued by the Company and
charged to the statement of income. The liability is calculated; as the current value of the vested benefits to
which the employee is entitled, should the employee leave at the balance sheet date. Termination payments
are based on employees' final salaries and allowances and their cumulative years of service, as stated in the
laws of Saudi Arabia.
Zakat is provided for the Company and in accordance with Saudi Arabian fiscal regulations. The provision
is charged to the statement of income. Additional amounts, if any, that may become due on finalization of
an assessment are accounted for in the year in which assessment is finalized.
• Fee from assets management services (including mutual funds) is recognized when such services
are rendered.
MUSHARAKA CAPITAL COMPANY
10
2-
Leases
3- HELD-FOR-TRADING INVESTMENTS
Movement in held-for-trading investments is as follows:
2017 2016
SR SR
1 January 5,140,540 27,915,598
Change due to de-consolidation of a subsidiary - (25,426,708)
Additions 1,090,619 27,544,198
Disposals (3,261,809) (24,678,159)
Unrealized loss on held-for-trading investments (594,286) (214,389)
31 December 2,375,064 5,140,540
4- PREPAYMENTS AND OTHER ASSETS
2017 2016
SR SR
Prepaid expenses 854,949 689,198
Others 317,813 66,883
1,172,762 756,081
5- INVESTMENT IN ASSOCIATES
2017 2016 2017 2016
% % SR SR
Musharaka REIT Fund (A) 3.74 - 33,358,309 -
Musharaka IPO Fund (B) 18.49 30.60 6,828,595 16,709,958
ARMAS (C) 25 - 4,275,000 -
Musharaka Real Estate Income Fund (D) - 13.75 - 5,000,000
44,461,904 21,709,958
Ownership interest
(A) Musharaka REIT Fund ("the REIT"), is a closed-end public real estate investment fund, managed by
the Company. The primary investment objective is to invest in developed real estates qualified to generate
periodic and rental income. The REIT is listed and publicly traded in TADAWUL in compliance with real
estate investment funds regulations and real estate investment traded funds instructions issued by the CMA
and in compliance with Shari'a. The number of units of the REIT is 88,000,000 units of which musharaka
owns 3.29 million units.
MUSHARAKA CAPITAL COMPANY
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
Rental expenses under operating leases are charged to the statement of income over the period of the
respective lease.
Investments classified as held for trading are acquired principally for the purpose of selling or repurchasing
in short term.
(B) Musharaka IPO Fund ("the Fund"), is an open ended public investment fund, managed by the
Company. The Fund investment objective is to invest in the shares of companies listed on Saudi Capital
Market ("TADAWUL") during the initial public offering phase. During the year the Company sold 800
thousands units of its units in the Fund (12.11% of its unitholding) which decreased it is ownership to
18.49% (2016: 30.60%).
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
11
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
5- INVESTMENT IN ASSOCIATES (Continued)
Movement in investments in associates is as following:
2017 2016
SR SR
1 January 21,709,958 -
Changes due to de-consolidation of a subsidiary - 35,726,100
Additions 32,354,499 5,000,000
Disposals (8,390,207) (19,756,895)
Share in results (1,212,346) 740,753
31 December 44,461,904 21,709,958
6- INVESTMENT IN UNCONSOLIDATED SUBSIDIARIES
Effective
ownership
interest 2017 2016
% SR SR
Tansseq (A) 100 10,000 -
Alintifaa Alawwal (B) 100 5,000 -
15,000 -
(A) Tanseeq Al-Ola Trading Company (A Saudi Limited Liability Company) (“Tanseeq”) is registered in Al
Khobar under commercial registration number (2051213542) dated 3 Ramadan 1438H corresponding to 28
May 2017. The main activities of the Tanseeq are to purchase, sale and lease of land and real estate, real
estate development and investment activities, building construction, and export, commercial and marketing
commitments on behalf of others. The company has received a waiver letter from Mr. Ibrahim Al Assaf
waiving his ownership intrest of 5% to the Company.
(B) Alintifaa Alawwal Investment Company (A One Person Company Limited) ("Alintifaa") is registered in
Al Khobar under commercial registration number (2051174260) dated 17 Rabi'II 1438H corresponding to
15 January 2017. The main activities of Alintifaa are management and rental of owned or leased properties
(residential or non-residential), real estate development, investment activities, general construction of non-
residential buildings, export, commercial and marketing commitments on behalf of others.
The above mentioned subsidiaries are still under formation and did not carry out any commercial activities,
accordingly, were not consolidated in these financial statements.
(D) During 2016, the Company invested SR 5 million in Musharaka Real Estate Income Fund as its seeding
capital. The Fund was terminated during the year and the associated funding was utilized as an investment
in Musharaka REIT.
MUSHARAKA CAPITAL COMPANY
(C) ARMAS Company Limited (A Saudi Limited Liability Company) ("ARMAS") is registered in Al
Dammam under commercial registration number (2050028436) dated 7 Rabi I 1415H corresponding to 13
August 1994. ARMAS is engaged in the wholesale and retail trade in marble, industrial granite, wooden
pallets, and wooden and metal furniture. During the year the Company acquired a 25% stake of ARMAS for
SR. 4,275,000 which included a premium of SR. 1,775,000.
12
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
MUSHARAKA CAPITAL COMPANY
7- PROPERTY AND EQUIPMENT
Leasehold
improvements
Furniture,
fixtures and
office
equipment Vehicles
Capital work
in progress Total
SR SR SR SR SR
Cost
1 January 2017 172,392 900,665 90,836 - 1,163,893
Additions 4,700 194,731 - 680,370 879,801
31 December 2017 177,092 1,095,396 90,836 680,370 2,043,694
Accumulated depreciation
1 January 2017 47,037 434,127 11,355 - 492,519
Charge for the year 44,082 236,988 22,709 303,779
31 December 2017 91,119 671,115 34,064 - 796,298
Net book value
31 December 2017 85,973 424,281 56,772 680,370 1,247,396
31 December 2016 125,355 466,538 79,481 - 671,374
8- ACCRUED EXPENSES AND OTHER LIABILITIES
2017 2016
SR SR
Accrued expenses 921,347 583,570
Others 29,607 61,899
950,954 645,469
9- ZAKAT PAYABLE
The significant components of Zakat base are as follows:
2017 2016
SR SR
Non-current assets 45,724,300 22,381,332
Non-current liabilities 638,766 395,638
Opening shareholders’ equity 48,086,790 56,305,497
Net income (loss) before zakat 8,555,243 (6,984,810)
The movement in the zakat provision was as follows:
2017 2016
SR SR
1 January 1,203,115 (30,782)
Provision for the year 1,338,655 1,233,897
Under provision for prior year 61,345 -
Paid during the year (1,264,460) -
31 December 1,338,655 1,203,115
Some of these amounts have been adjusted in arriving at the zakat charge for the year.
Capital work in progress represents mainly the cost incurred in respect of new administration offices.
13
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
MUSHARAKA CAPITAL COMPANY
9- ZAKAT PAYABLE (Continued)
The Zakat charged to the income statement is follows:
2017 2016
SR SR
Provision for the year 1,338,655 1,233,897
Under provision for prior year 61,345 -
31 December 1,400,000 1,233,897
10- END OF SERVICE INDEMNITIES
2017 2016
SR SR
1 January 395,638 230,250
Provision for the year 246,503 185,638
Payments during the year (3,375) (20,250)
31 December 638,766 395,638
11- RELATED PARTY TRANSACTIONS AND BALANCES
Name Relationship
Musharaka IPO Fund Associate
Musharaka REIT Fund Associate
Armas Associate
Tanami Holding Company Affiliate
Mr. Ibrahim Al Assaf
2017 2016
SR SR
Management fees (4,743,932) (1,086,603)
Transaction fees (7,670,000) -
Custody fees (112,798) (155,537)
Key management personnel remuneration 2,124,000 1,830,059
Rent - 442,230
The Company has filed its Zakat returns and obtained Zakat certificates up to the year ended 31 December
2015. The Company has made Zakat payment for the year ended 31 December 2016 but has not received its
Zakat certificate due to some pending queries by the General Authority for Zakat and Tax ("GAZT"). The
Company has not received any final assessment since inception as these are still under review by the GAZT.
During the year, the Company transacted with the following related parties:
Following are the significant related party transactions:
Related parties include the Company’s shareholders, managed funds, associates and affiliated companies,
directors and key personnel of the Company. Terms and conditions of these transactions are approved by the
Company’s management.
Shareholder /
CEO
14
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
MUSHARAKA CAPITAL COMPANY
11- RELATED PARTY TRANSACTIONS AND BALANCES (Continued)
Due from related parties:
2017 2016
Name of the party SR SR
Musharaka REIT Fund 3,954,329 -
Musharaka IPO Fund 62,483 96,857
Musharaka Real Estate Income Fund - 78,430
4,016,812 175,287
12- STATUTORY RESRVE
13- SERVICES RENDERED
2017 2016
SR SR
Mutual funds subscription fee 8,523,841 631,482
Mutual funds management fee 4,743,932 1,086,603
Mutual funds custody fee 112,798 155,537
Advisory services 225,000 -
13,605,571 1,873,622
14- GENERAL AND ADMINISTRATIVE EXPENSES
2017 2016
SR SR
Salaries and other benefits 6,618,200 5,419,884
Legal and professional fees 677,319 1,062,972
Rent 698,832 465,536
Bonus 995,754 38,850
Travel 232,066 250,042
Depreciation 303,779 221,348
Government expenses 238,608 185,702
Utilities 180,300 159,341
Printing and stationary 121,853 71,161
Bad debt expenses 106,000 -
Others 697,329 548,173
10,870,040 8,423,009
15- OTHER INCOME
The above transactions resulted in the following balances with related parties at 31 December:
During the year the Company has received transaction fees for an amount of SR 7,670,000 from Musharaka
REIT Fund (Note 11)
As required by the Company’s bylaws, the Company transfers 10% of the net income for the year to the
statutory reserve. The Company may resolve to discontinue such transfers when the reserve equals 30% of
the share capital. The reserve is not available for distribution. The company has not made any transfer to the
statutory reserve since inception due to the accumulated losses incurred.
15
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
MUSHARAKA CAPITAL COMPANY
16- EARING (LOSS) PER SHARE
17- OPERATING LEASES ARRANGMENT
2017 2016
SR SR
Payments under operating leases recognized as expenses 698,832 465,536
698,832 465,536
18- ASSETS UNDER MANAGEMENT
Operating lease payments represent rentals payable by the Company for its offices. The lease arrangement is
negotiated for an average term of one year and rentals are fixed over the lease term.
Assets under management outstanding at the end of the year in respect of mutual funds amounted to SR 930
million (2016: SR. 91 million). Consistent with its accounting policy, such balances are not included in the
Company's financial statements as these are held by the Company in fiduciary capacity.
Earing (loss) per share for the year ended December 31, 2017 and 2016 has been computed by dividing the
income (loss) from operations and net income (loss) for such year by the weighted average number of
outstanding shares.
16
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
MUSHARAKA CAPITAL COMPANY
19- CAPITAL ADEQUACY
2017 2016
Capital Base: SR '000 SR '000
Tier 1 Capital 54,648 48,087
Tier 2 Capital - -
Total Capital Base 54,648 48,087
2017 2016
Minimum Capital Requirements: SR '000 SR '000
Market Risk 427 925
Credit Risk 23,144 6,545
Operational Risk 3,078 2,714
Total Minimum Capital Requirement 26,649 10,184
Capital Adequacy Ratio:
Total Capital Ratio (times) 2.05 4.72
Tier 1 Capital Ratio (times) 2.05 4.72
Surplus in Capital 27,999 37,903
a)
b)
c)
d)
e)
20- FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
The above information has been extracted from the Company's annual Capital Adequacy Model for the
year ended 31 December 2017 to be submitted to CMA and for the year ended 31 December 2016 as was
submitted to CMA.
In accordance with Article 74(b) of the Prudential Rules issued by the CMA (the "Rules"), given below are
the disclosures of the capital base, minimum capital requirement and total capital ratio as at December 31,
2017 and 2016:
The Capital Base consists of Tier 1 Capital and Tier 2 Capital calculated as per Article 4 and 5 of the
Rules, respectively. The minimum capital requirements for market, credit and operational risks are
calculated as per the requirements specified in Part 3 of the Rules.
Certain information as required by Pillar Ill of the Prudential Rules will be made available to the public
on the Company's website (www.musharakacapital.com), however, this information is not subject to
review or audit by the external auditors of the Company.
The Company is required to maintain adequate capital as specified in the Rules. The capital adequacy
ratio shall not be less than 1.
Financial instruments carried on the balance sheet principally include cash and cash equivalents, held-for-
trading investments, prepayments and other assets, amounts due to/from related parties, accrued expenses
and other liabilities.
The Company's objectives when managing capital are, to comply with the capital requirements set by the
CMA to safeguard the Company's ability to continue as a going concern; and to maintain a strong capital
base.
17
(A Saudi Closed Joint Stock Company)
NOTES TO THE FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 DECEMBER 2017
MUSHARAKA CAPITAL COMPANY
20- FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (Continued)
Interest rate risks
Price risk
Credit risk
Liquidity risk
Currency risk
Fair value
Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet commitments
associated with financial instruments. Liquidity risk may result from an inability to sell a financial asset
quickly at an amount close to its fair value. The Company manages its liquidity risk by monitoring investing
activities and cash flows on regular basis.
Interest rate risks is the exposures to various risks associated with the effect of fluctuations in the prevailing
interest rates on the Company's financial positions and cash flows. The Company's results of operations and
operating cash flows are substantially independent of changes in market interest rates as the Company has
no interest-bearing assets and liabilities. Management monitors the changes in interest rates and believes
that interest rate risks to the Company are not significant.
Fair value is the amount for which an asset could be exchanged, or a liability settled between knowledgeable
willing parties in an arm's length transaction. As the accompanying financial statements are prepared under
the historical cost convention except for held-for-trading investments which are carried at the fair value,
differences may arise between the book values and the fair value estimates. Management believes that fair
values of the Company's financial assets and liabilities are not materially different from their carrying values.
The risk that the value of a financial instrument will fluctuate as a result of changes in market prices,
whether those changes are caused by factors specific to the individual instrument or its issuer or factors
affecting all instruments traded in the market. The Company is exposed to equity securities price risk
because of investments held by the Company and classified on the balance sheet as held-for-trading
investments. The Company diversifies its portfolio, to manage its price risk arising from investments in
equity securities.
Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause
the other party to incur a financial loss. The Company has no significant concentration of credit risk. Cash is
placed with banks with sound credit ratings.
Is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates.
Management monitors fluctuations in foreign currency exchange rates, and manages its effect on the
financial statements accordingly.
18