Berger Paints Pakistan Limited (Berger or 'the Company) is a publicly listed company. The registered office of the Company is situated in Lahore, Pakistan, and the production facility is located at Multan Road, Lahore. Initially, Berger imported premium chemicals from the United Kingdom to sell in the local market. In 1955, the Company established a manufacturing facility in Karachi. In 1991, Slotrapid Limited, a company incorporated in the British Virgin Islands, acquired 52.05% of its shares from Jenson & Nicholson Limited. A second plant was set up in Lahore in 2006. The Company is engaged in the manufacturing and trading of paints, varnishes, and other related products. The Company has several product segments including decorative paints, automotive paints, general industrial finishes, powder coating, protective coatings, vehicle refinishes, road safety, government & marine, construction chemicals, and adhesives. They are divided into three business lines, namely, i) Retail Business, ii) Non-Retail Business, and iii) Allied Business. The Retail Business focuses primarily on decorative paints and related products targeted toward households, contractors, and the retail segment. The Non-Retail Business caters to industrial and institutional clients through offerings such as automotive paints, industrial finishes, protective and marine coatings, and powder coatings. The Allied Business line covers construction chemicals, adhesives, printing inks, road safety products, and other specialized coatings, enabling the Company to serve a wide range of customer needs across sectors.

Slotrapid Limited, a foreign company incorporated in the British Virgin Islands and acting as the parent company of Berger Paints, holds a majority stake of 52.05%. The remaining shareholding is distributed among various categories of institutional and individual investors. Local general public holds 39.44% of shares, while foreign general public owns 0.83%. Financial institutions also form part of the shareholder base, with NIT & ICP holding 1.45%, banks/DFIs/NBFCs holding 1.35%, and insurance companies holding 1.07%. Other shareholders, including modarabas, mutual funds, and miscellaneous investors, collectively account for 3.80%.

The Board of Directors of Berger Paints Pakistan Limited comprises eight members, including Chairman Mr. Maqbool H. H. Rahimtoola, four independent directors, three non-executive directors, and one executive director, Dr. Mahmood Ahmad, the Chief Executive Officer and representative of the sponsoring shareholder. This balanced mix ensures strong governance, independent oversight, and effective decision-making to protect stakeholder interests. The Board collectively brings extensive experience across corporate leadership, finance, strategy, and governance. Mr. Rahimtoola offers over four decades of board and public sector experience, providing strategic direction and oversight. Dr. Ahmad, associated with Berger since 1995, has led the Company’s growth and operational advancement. Other members including Mr. Muhammad Naseem (finance and audit), Mr. Shahzad M. Husain (business operations), and Mr. Zafar Aziz Osmani (banking and risk management) — contribute valuable expertise. Meanwhile, Mrs. Zarin Aziz Khan and Mrs. Rohi Raees Khan add depth through their backgrounds in public administration and infrastructure development, while Mr. Ilyas Sharif enhances the Board’s commercial and industry perspective. Together, the Board’s diverse competencies foster sound governance and sustainable growth.

Berger Paints Pakistan Limited follows a vertical organizational structure with operations segmented across key functional departments, including Purchase and Planning, Supply Chain, Environment, Health and Safety, Administration, Production, RMS/Distribution, and Engineering. This structure promotes clear accountability, streamlined communication, and efficient decision-making across all operational levels. The management team is led by Dr. Mahmood Ahmad, Chief Executive Officer, supported by a strong leadership hierarchy. The Chief Operating Officer, Divisional Head of HR and Administration, and Director Accounting and Finance report directly to the CEO. Under the COO, the General Managers of Retail Business and Marketing, Allied and Non-Retail Business, and Technical oversee respective operational domains. Each functional area is managed by qualified and experienced professionals ensuring operational excellence and strategic alignment. The sales function operates through three regional divisions: North (Islamabad and northern areas), Centre (Punjab), and South (Sindh and Balochistan), enabling focused market coverage and customer responsiveness nationwide.

The paint industry of Pakistan, valued at ~USD 401mln in CY24, is projected to grow at a CAGR of ~4.2% over the next five years, reaching ~USD 492mln by 2029. Demand is primarily driven by the decorative (architectural) segment, linked to residential, commercial, and infrastructure development, with further impetus expected from post-flood reconstruction. The industry is fragmented, with ~50% share held by unorganized players competing mainly on price. This is attributable to the relatively simple manufacturing process, which lowers entry barriers and enables smaller players to capture significant market share. The organized segment is led by multinational brands (AkzoNobel, Berger, Nippon) and strong local players (Master, Brighto, Diamond), represented under the Pakistan Coating Association (PCA). The sector is raw material intensive, with imported inputs (pigments, solvents, binders) comprising ~85% of COGS in FY24 (FY23: ~84%). This exposes players to exchange rate volatility and rising import costs. Industry challenges include intense price competition, macroeconomic and political uncertainty, and pressure to adopt low volatile organic compounds (VOC), eco-friendly coatings. Nevertheless, investments in local production facilities, rising urbanization, and demand for branded decorative paints are expected to support medium-term growth, while infrastructure rebuilding post-floods offers incremental opportunities. Within this landscape, Berger holds substantial competitive advantages, underpinned by superior product quality, innovative formulations, an extensive nationwide distribution network, and a loyal customer base, positioning it well to sustain its strong market presence.

Berger Paints Pakistan Limited maintains a moderate financial risk profile, supported by stable working capital management, adequate cash flow coverages, and a balanced capital structure. In 9MFY25, inventory days increased to around 69 (FY24: 63; FY23: 76), while trade receivable days stretched to about 108 (FY24: 96; FY23: 88), leading to a rise in gross working capital days to 177 (FY24: 159; FY23: 164). Improved trade payable days of 67 (FY24: 56; FY23: 53) partially offset the increase, resulting in net working capital days of approximately 110 (FY24: 103; FY23: 111). The Company generated operating cash flows (FCFO) of about PKR 580 million during 9MFY25 (FY24: PKR 819 million; FY23: PKR 743 million). Finance costs declined to PKR 175 million (FY24: PKR 305 million; FY23: PKR 284 million) due to lower borrowings and effective cost control. Consequently, the interest coverage ratio improved to 4.2x (FY24: 3.5x; FY23: 3.2x), while the debt coverage ratio strengthened to 1.9x (FY24: 1.6x; FY23: 1.5x). The capital structure remains moderately leveraged, with overall leverage improving to around 23.9% in 9MFY25 (FY24: 25.7%; FY23: 25.3%). Short-term borrowings represented approximately 58.3% of total borrowings (FY24: 56.1%; FY23: 39.3%), reflecting a slightly higher dependence on short-term funding. Nonetheless, adequate cash flow generation, improved coverage ratios, and prudent financial management continue to support Berger’s sound financial risk profile.

Berger issued an Unlisted, Privately Placed & Secured Sukuk. Sukuk issue amount is PKR 500 million at an offer of 3MK +1.50% p.a with a tenor of up to 4 years inclusive of 1-year grace period commencing from the Facility Effective Date. The first profit / Rental payment fell due at the end of the first quarter. The issue will be redeemed in 12 equal consecutive quarterly buyout units commencing from the end of the 5th quarter from the date of first disbursement, and subsequently every three months thereafter. Principal payment will commence from the end of the first 15 months. 

The claims of the Sukuk holders shall rank senior to those of ordinary shareholders. This secured Sukuk issue, of up to PKR 500 million, is protected by a comprehensive security package. Furthermore, the security includes a Corporate Guarantee of Berger Paints Pakistan Limited itself. 

The Sukuk are secured by 1st Pari Passu charge by way of mortgage over company's Land & Building measuring 94.7 Kanal located at Multan road district Lahore with a 25% margin. Berger shall at all times maintain PKR 50 million in Debt Service Reserve Account (DSRA), throughout the tenure of the Sukuk which shall be maintained by the accounts banks. Further, lien on Company's operating Account, Debt Payment Account (DPA), and DSRA is maintained with Accounts Bank. DPA is maintained with Accounts Bank with 1/3 of quarterly payments in each month.