Rating History
Dissemination Date Long-Term Rating Short-Term Rating Outlook Action Rating Watch
02-Jan-26 AA- A1+ Stable Maintain -
03-Jan-25 AA- A1+ Stable Maintain -
05-Jan-24 AA- A1+ Stable Maintain -
06-Jan-23 AA- A1+ Stable Maintain -
07-Jan-22 AA- A1+ Stable Maintain -
About the Entity

Foundation Power was established in 2005 under the Companies Ordinance 1984 as an independent power producer. The Company is operating a combined cycle power plant with a net initial capacity of 180MW. Foundation Power's plant commenced operations in May 2011. Foundation Power is wholly owned by Daharki Power Holdings Limited, which, in turn is a wholly owned subsidiary of Fauji Foundation. The Board constitutes of six members. All the representatives are from Fauji Foundation and provides adequate guidance to the company. Maj Gen Amjad Ahmed Butt, HI(M) (Retd), is the Managing Director of Foundation Power. He is assisted by a team of qualified professionals having requisite experience.

Rating Rationale

The ratings take comfort from the strong business profile of Foundation Power Company Daharki Limited (Foundation Power or the Company), supported by its long-term agreement with the power purchaser and its strategic association with Fauji Foundation (FF). Under the 25-year agreement, effective from May 2011, the Company initially received capacity payments, provided it maintained required availability benchmarks, even if electricity was not dispatched. Following recent sector developments, the Government of Pakistan engaged with Independent Power Producers, including Foundation Power, to explore potential adjustments in contractual arrangements. Consequently, the Company’s payment structure was revised, transitioning from the traditional capacity-based model to a Hybrid Take-and-Pay mechanism. Under this arrangement, the Company continues to receive a portion of guaranteed capacity payments while also earning additional returns linked to actual electricity generation, combining stable cash flows with operational incentives. The Company has moved from outsourced O&M to self-managed operations, supported by an experienced technical team, to maintain high operational standards. The plant is fueled by low BTU gas supplied by Mari Energies Limited, a related entity partially (40%) owned by Fauji Foundation, mitigating fuel supply risk. During FY25, the plant generated 1,109,787 MWh, representing approximately 77% of contracted capacity, compared to 1,076,000 MWh (73%) in FY24, reflecting stable operational performance despite lower overall electricity demand. Plant availability and efficiency remained satisfactory throughout the period. The Company’s financial profile remains strong. As of FY25, Foundation Power is debt-free following full repayment of the related-party loan. The Company holds a sizeable short-term investment portfolio, largely funded by the release of receivables from the power purchaser. Working capital management is strengthened by aligning payments to the fuel supplier with receipts from energy billing. Strong cash flow generation, coupled with a sound liquidity position, underpins the Company’s continued ability to meet operational and financial obligations.

Key Rating Drivers

Sustained operational performance and disciplined financial management are critical to maintaining the Company’s credit profile. While minor adjustments related to past receivables have been recorded, stable fuel costs, predictable cash flows under the Hybrid Take-and-Pay model, and adequate liquidity are expected to support ongoing healthy performance. Potential regulatory developments in the competitive energy market may influence sector dynamics, though such reforms are still at an early stage.

Profile
Plant

Foundation Power Company Daharki Limited ("Foundation Power" or "the Company"), a public limited company, is operating a combined cycle power plant on a build-own-operate (BOO) basis with a net initial capacity of 180MW (7.8MW auxiliary consumption). The plant is situated in Daharki, District Ghotki, Sindh, and it achieved its Commercial Operations Date (COD) in May 2011.


Tariff

Foundation Power’s key source of earnings is the generation tariff received from the power purchaser, CPPAG. The reference generation tariff comprises two components: the capacity charge and the energy charge, resulting in a levelized tariff of US¢ 6.55/kWh. As per NEPRA’s decision dated May 27, 2025, the structure for payment of ROE and ROEDC components within this tariff has been revised under a Hybrid Take-and-Pay mechanism. Under this arrangement, the parties have agreed to implement a Hybrid Take-and-Pay model. The Company will be entitled to 35% of the ROE and ROEDC components of the tariff as part of the CPP, calculated in line with existing PPA terms. If the dispatched and delivered Net Electrical Output (NEO) exceeds 35% of the total contract capacity (in kWh terms), the Company will be entitled to receive the ROE and ROEDC components on the actual NEO exceeding this threshold. Additionally, the Q&M indexation mechanism has been modified.


Return on Project

The dollar IRR of Foundation Power, as agreed with NEPRA is 15%.


Ownership
Ownership Structure

Foundation Power is wholly owned by Daharki Power Holdings Limited (DPHL), a company registered in the British Virgin Islands. Fauji Foundation Pakistan owns 100% of DPHL, establishing it as the ultimate parent entity of Foundation Power.


Stability

The Company's ownership structure has historically been stable, with no anticipated changes, reflecting the sponsors' commitment to maintaining their stake. The Fauji Foundation's involvement further ensures consistent ownership and long-term support for the Company


Business Acumen

The sponsor, Fauji Foundation Group, is one of Pakistan’s largest and most diversified business conglomerates. Its expansive portfolio encompasses energy generation, fertilizer production, cement manufacturing, and the chemicals industry. Beyond the industrial sector, the Group maintains a strong presence in financial services, healthcare, education, and infrastructure development. This broad diversification reflects its strategic foresight and underscores its vital contribution to Pakistan’s economic progress. With a proven history of delivering complex projects from inception to full-scale operation, Fauji Foundation’s depth of experience reinforces its credibility and resilience as a dependable sponsor


Financial Strength

The Fauji Foundation Group is distinguished by its robust financial stability and resilience, positioning it to offer dependable support to its subsidiaries, including Foundation Power Company, as needed. This financial strength not only ensures uninterrupted operations, but also enhances stakeholder confidence and reflects the Group’s commitment to long-term sustainability and success.


Governance
Board Structure

The Board of Directors (BoD) of the Company constitutes six members. All the representatives are from Fauji Foundation. They provide valuable guidance and oversight to ensure the effective direction and management of the Company.


Members’ Profile

Lt. Gen. Anwar Ali Hyder, HI(M), (Retd), serves as the Chairman of the Board of Directors. He is the CEO of Fauji Foundation and Chairman of several companies within the Fauji Foundation Group. The other board members are experienced professionals with a long-standing association with the Company


Board Effectiveness

The experience of BoD will help guide the management in developing effective operational and financial policies. The BoD has formulated Audit, Tech and HR Committee to ensure smooth and effective monitoring of operations. Participation of all BoD during board meetings remained satisfactory.


Financial Transparency

BDO Ebrahim & Co. Chartered Accountants has been engaged as Foundation Power’s external auditors for FY25. The auditors expressed an unqualified opinion on financial statements of the Company for the year ended June 30, 2025.


Management
Organizational Structure

Foundation Power has a lean management structure, mainly comprising nance, administration and technical staff. The management control of the Company vests with Daharki Power Holdings Limited (DPHL), which, in turn, is owned by Fauji Foundation.


Management Team

Maj Gen Amjad Ahmed Butt, HI(M) (Retd) is the Managing Director and CEO of the Company. He had a distinguished career in the Pakistan Army. The rest of the management team is experienced and is capable of handling the affairs of the Company


Effectiveness

The management of Foundation Power is engaged in Finance as well as Operational activities. The Company has transitioned from outsourced O&M to self O&M and with experienced technical/operational team, envisages to maintain the higher performance standards as demonstrated in the past


Control Environment

The Company maintains an adequate MIS, which helps the management track all operations effectively


Operational Risk
Power Purchase Agreement

Foundation Power’s primary source of earnings is the revenue generated from the sale of electricity to the power purchaser, CPPA-G. The Company is entitled to receive capacity payments as long as it maintains the required benchmark availability and remains ready to supply electricity even if no dispatch instructions are placed by the power purchaser. The agreement term is 25 years, commencing from the Commercial Operations Date (COD) in May 2011. Recent developments in Pakistan’s power sector led the Government of Pakistan (GoP) to initiate negotiations with Independent Power Producers (IPPs), including the Company, to explore potential adjustments in existing contractual arrangements. As a result of these negotiations, effective May 27, 2025, the tariff structure for the Company has transitioned to a Hybrid Take-and-Pay Model.


Operation and Maintenance

Foundation Power had initially entered into an O&M contract with KEPCO for a period of 18 years, signed in 2008. However, the Company has now transitioned to a self-managed O&M model. Since assuming responsibility for its own operations and maintenance, the plant has been running smoothly without any significant issues, reflecting the effectiveness and reliability of the self-O&M arrangement.


Resource Risk

Foundation Power has entered into a Gas Supply Agreement (GSA) with Mari Petroleum for the supply of 65 MMCFD of Low BTU Gas to the plant. The contract, aligned with the PPA, is for a period of 25 years to ensure a continuous gas supply. The construction and commissioning of the gas pipeline were completed in February 2009.


Insurance Cover

Foundation Power has sufficient insurance coverage for property damage and business interruption.


Performance Risk
Industry Dynamics

Pakistan’s installed power generation capacity reached ~46,605 MW in 9MFY25, up ~11% from ~42,131 MW in the same period last year, primarily driven by ~2,813 MW added through net metering in renewable energy. Despite the growth in capacity, actual power generation declined by ~2% to ~10,291 MW, resulting in a lower average capacity factor of ~22.1% (SPLY: 25.0%), highlighting underutilization within the system. Thermal generation remains the largest contributor (~41,734 GWh), followed by hydel (~27,413 GWh), nuclear (~17,175 GWh), and renewables (~3,823 GWh). While renewable capacity additions have partially offset the impact of the government’s termination of certain PPAs with Independent Power Producers (IPPs), thermal and coal-based plants continue to dominate both installed capacity and generation. The sector continues to face significant circular debt, currently estimated at ~PKR 2.4 trillion. To address this, the government plans to finance PKR ~1.25 trillion through commercial bank loans over six years, with an additional PKR ~250 billion already allocated in the federal budget. The new debt will be recorded in the books of the Central Power Purchasing Agency (CPPA-G). Total sector borrowings stood at ~PKR 471.8 billion as of end-June 2025, down ~7% from ~PKR 505.3 billion in the previous year. Long-term loans (~PKR 272.1 billion) form the majority, while short-term borrowings (~PKR 190 billion) remain moderate. Coal- and thermal-based power plants account for nearly half of total borrowings, with hydel, wind, and solar plants making up the remainder. Going Forward, the government is actively working to introduce competitive electricity markets and implement broader power sector reforms. These initiatives are still at early stages, and the full impact on sector dynamics is yet to be disclosed.


Generation

During FY25, Foundation Power generated 1,110 GWh of electricity, reflecting approximately 77% of the contracted capacity. This compares with FY24 generation of 1,076 GWh, which represented around 73% of the contracted capacity. The generation levels have remained largely stable despite lower electricity demand, demonstrating the plant’s consistent operational performance.


Performance Benchmark

Under the PPA, Foundation Power is required to maintain a minimum availability of 88%. During FY25, the plant exceeded this requirement, achieving an actual availability of 92.57%. Additionally, the plant’s efficiency remained steady at 48.8%, in line with the agreed benchmark of 48.8%.


Financial Risk
Financing Structure Analysis

Foundation Power financed 75% of its project cost through a syndicated term finance loan of PKR 11,565 million, priced at 6-month KIBOR plus 2.93% per annum. The loan was fully repaid in March 2020.


Liquidity Profile

As of FY25, Foundation Power holds a sizeable short-term investment portfolio of PKR 12,454mln, reflecting strong liquidity. This liquidity was largely generated through the release of receivables from the power purchaser under the amendment agreement, which resulted in receivables declining to PKR 6,701mln in FY25 from PKR 14,751mln in FY24.


Working Capital Financing

The Company manages its working capital through internal cash generation and by extending payment terms with its gas supplier, Mari, a related company. Additionally, the Company has secured short-term credit lines totaling PKR 476 million, which remain unutilized during the year.


Cash Flow Analysis

The Company’s free cash flows from operations (FCFO) amounted to PKR 3,335 million in FY25, compared to PKR 5,815 million in FY24. The Interest Coverage Ratio (EBITDA/Finance Cost) improved to 20.9x in FY25, up from 18.9x in FY24, driven primarily by lower finance costs following the full repayment of the related-party loan during the year.


Capitalization

Following the repayment of the related-party loan, the Company’s capital structure is largely debt-free, with no utilization of short-term borrowings.


 
 

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Jun-25
12M
Jun-24
12M
Jun-23
12M
A. BALANCE SHEET
1. Non-Current Assets 9,320 9,169 9,488
2. Investments 0 0 0
3. Related Party Exposure 218 204 128
4. Current Assets 23,732 21,509 18,328
a. Inventories 373 361 212
b. Trade Receivables 6,701 14,751 13,870
5. Total Assets 33,271 30,882 27,944
6. Current Liabilities 7,835 7,885 10,255
a. Trade Payables 6,378 6,403 9,544
7. Borrowings 0 0 15
8. Related Party Exposure 0 0 0
9. Non-Current Liabilities 64 51 78
10. Net Assets 25,371 22,946 17,595
11. Shareholders' Equity 25,371 22,946 17,595
B. INCOME STATEMENT
1. Sales 15,924 17,382 16,043
a. Cost of Good Sold (12,343) (11,737) (12,005)
2. Gross Profit 3,580 5,645 4,038
a. Operating Expenses (448) (567) (357)
3. Operating Profit 3,132 5,078 3,681
a. Non Operating Income or (Expense) 1,223 934 353
4. Profit or (Loss) before Interest and Tax 4,355 6,012 4,035
a. Total Finance Cost (197) (315) (387)
b. Taxation (395) (345) (73)
6. Net Income Or (Loss) 3,764 5,352 3,574
C. CASH FLOW STATEMENT
a. Free Cash Flows from Operations (FCFO) 3,335 5,815 4,372
b. Net Cash from Operating Activities before Working Capital Changes 3,147 5,503 3,274
c. Changes in Working Capital 7,890 (6,804) (3,666)
1. Net Cash provided by Operating Activities 11,038 (1,301) (392)
2. Net Cash (Used in) or Available From Investing Activities 279 344 4,214
3. Net Cash (Used in) or Available From Financing Activities (1,354) (23) (2,397)
4. Net Cash generated or (Used) during the period 9,963 (981) 1,426
D. RATIO ANALYSIS
1. Performance
a. Sales Growth (for the period) -8.4% 8.3% 14.9%
b. Gross Profit Margin 22.5% 32.5% 25.2%
c. Net Profit Margin 23.6% 30.8% 22.3%
d. Cash Conversion Efficiency (FCFO adjusted for Working Capital/Sales) 70.5% -5.7% 4.4%
e. Return on Equity [ Net Profit Margin * Asset Turnover * (Total Assets/Shareholders' Equity )] 15.4% 24.5% 20.4%
2. Working Capital Management
a. Gross Working Capital (Average Days) 254 307 282
b. Net Working Capital (Average Days) 108 139 55
c. Current Ratio (Current Assets / Current Liabilities) 3.0 2.7 1.8
3. Coverages
a. EBITDA / Finance Cost 20.9 18.9 11.5
b. FCFO / Finance Cost+CMLTB+Excess STB 17.6 18.5 10.9
c. Debt Payback (Total Borrowings+Excess STB) / (FCFO-Finance Cost) 0.0 0.0 0.0
4. Capital Structure
a. Total Borrowings / (Total Borrowings+Shareholders' Equity) 0.0% 0.0% 0.1%
b. Interest or Markup Payable (Days) 0.0 0.0 0.0

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