Governance

Election of Directors

The Election of the Board of Directors was held on March 28,2023 for the next term of three Years.

Proxies

Election-of-Directors (1)

The Audit

The Board of Directors of the Company has always strived to adopt best practices in managing the affairs of the company and in providing policy guidelines. An Internal Audit Committee is in operation to look after the affairs of the Internal Audit department.

To ensure Good Corporate Governance, ICL has established, over a period of time, an internal audit department comprising a unique blend of professionals like Chartered Accountants (ACA), Association of Chartered Certified Accountants (ACCA), and Masters in Business Administration (MBA) along with old staff having to experience 30 years plus.

The mission of the internal audit department is to provide independent and objective assurance, designed to add value and improve the operations of the organization. It helps the organization accomplish its objectives by bringing a systematic disciplined approach to evaluate and improve the effectiveness of risk management, control, and governance processes.

The scope of work of internal audit department is to determine whether the organization’s network of risk management, controls and governance processes, as designed and represented by management, is adequate and is functioning to ensure compliances with all policies, procedures and regulations.

To provide independence to the internal audit department, its personnel report to the Head of Internal Audit department, who reports functionally to the Audit Committee and administratively to the Chief Executive Officer. The internal audit function is accountable to the audit committee.

An annual audit plan prepared by applying risk-based approach, approved by an internal audit committee, is in operation. A quarterly internal audit report, supplemented by inter- office memos issued to the process owners regarding controls grey areas highlighted during different audit works, is being issued to Chairman and Chief Executive Officer for appropriate action.

Management is responsible for ensuring timely corrective measures keeping in view the audit findings, related root causes of audit findings, recommendations and action plans communicated through inter-office memos by the internal audit department.

External Auditors

M/s BDO Ebrahim & Co.

Chartered Accountants,
2nd Floor, Block-C, Lakson Square Building No.1,
Sarwar Shaheed Road, Karachi

Audit Committee

Mr. Pervez Ismail

Chairman
Mr. Pervez is a fellow of The Institute of Chartered Accountants of Pakistan and posses over 14 years post qualification experience. He is Creative, result-driven, solution oriented financial leader recognized with special expertise in strategic business development and operational excellence. He has Strong relationship management skills, to manage relationships at seniorlevels, while maintaining highest professional ethics and integrity. Possesses rich experience in driving and managing financial planning and financial operations with focus on corporate strategy objectives. Consistently improvises operations to maximize profits through effective cost and resource management. At ease in stressful situations with a focus on achieving organization objectives. Expertise in development of IT based management reporting system based on profit/cost center approach.

Mr. Ali Asrar Hossain Aga

Member

Mr. Ali Asrar has over 40 years of multi industry experience in General Management, Marketing, Human Resource Management, Corporate Affairs, Manufacturing, Operations and Supply Chain Management in leading multinational and national companies including ICI, Hoechst and PEL. He served as Chief Executive of ICI Pakistan & Chairman of ICI Pakistan Power Gen Limited during the transition period of ICI Pakistan’s ownership from Akzo Nobel B.V to YB Group Pakistan in 2013-14 and also worked as Vice President & Managing Director of ICI’s flagship Soda Ash Business from 2008 to 2014. He was General Manager Human Resources for the ICI Group in Pakistan from 2004 to 2008 where he looked after HR for the ICI Group in Pakistan & Middle East and was also responsible for leadership development programs for the R&I (Regional & Industrial) Business of ICI plc globally. Since 2015 Ali has been a partner in a Global Leadership Consulting firm Ward Howell International and is Managing Partner Middle East – South Asia and CEO Pakistan. Ali has extensive Board level experience and is currently involved in Board Advisory for various companies in matters such as Board structure and composition, board practices and procedures, board and senior executives’ evaluations, succession planning and compensation. He is a Certified Director and Certified Trainer by IFC, and a Faculty member for the Board Certification Program of Pakistan Institute of Corporate Governance (PICG). Ali has been a Director on the Boards of MNCs like ICI Pakistan, Akzo Nobel Pakistan, ICI Power Gen, Pakistan PTA (Now Lotte Chemicals), and on Public sector companies Engineering Development Board, STEDEC Technology Commercialization Corporation, and Inland Water Transportation Company Ltd. Ali has a BSc. degree in Chemical Engineering and a Master in Business Administration. He has attended the Advanced Management Program at Harvard Business School and has been a guest speaker at various local and international conferences and seminars.

Mr. Ahmed Mustafa

Member

Ahmed Mustafa started his career at a chemical commodities trading house in Dubai following his undergraduate studies from University of Toronto with a degree in Economics and Mathematics. After working in Dubai for a year, he decided to pursue a postgraduate diploma in Marketing in order to specialize in that field. Following the diploma, Mr Ahmed Mustafa worked at the Canadian Head Office of MOEN Inc in their marketing department. Following that, Mr Ahmed Mustafa pursued an MBA from the prestigious IESE Business School in Barcelona, Spain. Mr Ahmed Mustafa is a dynamic, young and energetic leader with worldwide exposure and networks which will benefit immensely to the future vision of Ittehad Chemicals Limited. He is a Certified Director from the authorized institute of SECP

Ittehad Chemicals’ Core Principles

Code Of Conduct

At the core of ICL are the values of integrity, honesty and respect for people, and our reputation is founded on these. The trust and confidence of those with whom we deal is a real asset, critical for achieving to the continued growth and success.

Ittehad Chemicals’ Code of Conduct Business Integrity

ICL insists on integrity, honesty and fairness in all aspects of our business.
All business transactions must be reflected accurately and fairly in ICL’s accounts in accordance with established procedures.

Our Commitment to Our Stakeholders

We at ICL recognize our corporate responsibility to five main groups of stakeholders. We are committed:

To Shareholders

  • Apply professional and diligent management in order to secure a fair and competitive return on our shareholder’s investment.
  • Keep all the shareholders prudently informed regarding matters related to business.
  • Conserve, protect, and increase the shareholders value of investment.
  • Respect shareholders requests, suggestions, complaints, and formal resolutions

To Customers

We believe in treating all customers with dignity. We therefore have a responsibility to:

  • Win and retain customers by developing and providing products that offer value in terms of price, quality, safety and environmental impact.
    Be responsive to customer comments and complaints.
  • Treat our customers fairly in all aspects of our business transactions

 

We believe in treating all customers with dignity. We therefore have a responsibility to:

  • Win and retain customers by developing and providing products that offer value in terms of price, quality, safety and environmental impact.
  • Be responsive to customer comments and complaints.
  • Treat our customers fairly in all aspects of our business transactions

To Employees

We believe in the dignity of every employee and in taking employee interests seriously. We therefore have a responsibility to:

  • To provide and maintain safe conditions of work, with competitive terms and conditions of employment.
  • Insist on a policy of diversity, by selecting, developing and retaining employees on the basis of ability and qualifications for the work to be performed, without any form of discrimination or prejudice.
  • Encourage the involvement of employees in the planning and direction of their work.

To Suppliers

Our relationship with suppliers must be based on mutual trust and respect. We therefore have a responsibility to:

  • Seek fairness and truthfulness in all our activities;
  • Ensure that our business activities are free from coercion;
  • Foster long-term stability in the supplier relationship in return for value, quality, competitiveness and reliability;
  • Seek, encourage and prefer suppliers whose employment practices respect human dignity.

To the Community

We conduct business as responsible corporate citizens, observe the laws of our country, give proper regard to the health, safety and the environment, and be sensitive to and supportive of our local cultural, social, educational and economic needs

Health, Safety and the Environment

We have established safe and healthy working conditions for all employees.

To this end, we measure, appraise and report performance on the basis of continuous improvement and with the longer-term aim of enhancing the sustainability of our business and that of our customers and suppliers.

Compliance, Monitoring and Reporting

Compliance with this Code is monitored and reviewed by the ICL Board, as part of its risk management process. Day-to-day responsibility in this regard is delegated to senior operating management.

Compliance Certificate

HR & R Committee

Mr. Ali Asrar Hossain Aga

Chairman

Mr. Ali Asrar has over 40 years of multi industry experience in General Management, Marketing, Human Resource Management, Corporate Affairs, Manufacturing, Operations and Supply Chain Management in leading multinational and national companies including ICI, Hoechst and PEL. He served as Chief Executive of ICI Pakistan & Chairman of ICI Pakistan Power Gen Limited during the transition period of ICI Pakistan’s ownership from Akzo Nobel B.V to YB Group Pakistan in 2013-14 and also worked as Vice President & Managing Director of ICI’s flagship Soda Ash Business from 2008 to 2014. He was General Manager Human Resources for the ICI Group in Pakistan from 2004 to 2008 where he looked after HR for the ICI Group in Pakistan & Middle East and was also responsible for leadership development programs for the R&I (Regional & Industrial) Business of ICI plc globally. Since 2015 Ali has been a partner in a Global Leadership Consulting firm Ward Howell International and is Managing Partner Middle East – South Asia and CEO Pakistan. Ali has extensive Board level experience and is currently involved in Board Advisory for various companies in matters such as Board structure and composition, board practices and procedures, board and senior executives’ evaluations, succession planning and compensation. He is a Certified Director and Certified Trainer by IFC, and a Faculty member for the Board Certification Program of Pakistan Institute of Corporate Governance (PICG). Ali has been a Director on the Boards of MNCs like ICI Pakistan, Akzo Nobel Pakistan, ICI Power Gen, Pakistan PTA (Now Lotte Chemicals), and on Public sector companies Engineering Development Board, STEDEC Technology Commercialization Corporation, and Inland Water Transportation Company Ltd. Ali has a BSc. degree in Chemical Engineering and a Master in Business Administration. He has attended the Advanced Management Program at Harvard Business School and has been a guest speaker at various local and international conferences and seminars.

Mr. Ahmed Mustafa

Member

Ahmed Mustafa started his career at a chemical commodities trading house in Dubai following his undergraduate studies from University of Toronto with a degree in Economics and Mathematics. After working in Dubai for a year, he decided to pursue a postgraduate diploma in Marketing in order to specialize in that field. Following the diploma, Mr Ahmed Mustafa worked at the Canadian Head Office of MOEN Inc in their marketing department. Following that, Mr Ahmed Mustafa pursued an MBA from the prestigious IESE Business School in Barcelona, Spain. Mr Ahmed Mustafa is a dynamic, young and energetic leader with worldwide exposure and networks which will benefit immensely to the future vision of Ittehad Chemicals Limited. He is a Certified Director from the authorized institute of SECP

Mr. Waqas Siddiq Khatri

Member

Mr. Waqas Siddiq Khatri is working with ICL as Executive Director since February 2012. He has done MS in Chemical Engineering from USA and has vast experience in the fields of Chemical, Business Development and Textile Processing Industries. He is also managing Agri Division of the Company.

Corporate Briefing Session 2022 – 2023

Risk Management Committee

Mr. Pervez Ismail

Chairman

Mr. Pervez is a fellow of The Institute of Chartered Accountants of Pakistan and posses over 17 years post qualification experience. He is Creative, result-driven, solution oriented financial leader recognized with special expertise in strategic business development and operational excellence. He has Strong relationship management skills, to manage relationships at seniorlevels, while maintaining highest professional ethics and integrity. Possesses rich experience in driving and managing financial planning and financial operations with focus on corporate strategy objectives. Consistently improvises operations to maximize profits through effective cost and resource management. At ease in stressful situations with a focus on achieving organization objectives. Expertise in development of IT based management reporting system based on profit/cost center approach.

Mr. Abdul Sattar Khatri

Member
Mr. Abdul Sattar joined ICL in June 1997. He holds Bachelor of Science Degree in Chemistry. He is a proactive, dynamic, diligent and result oriented professional with accomplished experience of 22 years across Chemical Manufacturing, Business Development and Textile Processing Industries. He is also on the Board of Ittehad Developers and Chemi Dyestuffs Industries (Pvt) Limited.

Mr. Waqas Siddiq Khatri

Member

Mr. Waqas Siddiq Khatri is working with ICL as Executive Director since February 2012. He has done MS in Chemical Engineering from USA and has vast experience in the fields of Chemical, Business Development and Textile Processing Industries. He is also managing Agri Division of the Company.

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