Profile
Legal Structure
Sitara
Heights (Pvt.) Limited (“Sitara Heights” or “the Company”) is a private limited
company incorporated in Pakistan in 2019 under the provisions of the Companies
Act, 2017. The Company operates within the domestic real estate development
sector and is subject to applicable corporate, regulatory, and tax frameworks
governing private limited entities in Pakistan.
Background
The
Company is engaged in the development of residential and commercial real estate
projects. Its portfolio spans residential apartments, housing communities, and
commercial developments, including office buildings, markets, and mixed-use
spaces. These developments are positioned to cater to urban residential demand
and commercial activity, contributing to local infrastructure development and
economic activity within their respective regions.
Operations
During the
review period, Sitara Heights was actively involved in multiple projects
located across Lahore and Faisalabad. These include 3 Jays Tower and Sitara
Serene Tower in Gulberg III, Lahore; Gold Vista in Moza Kanjraa, Lahore; The
Edge on Sargodha Road, Faisalabad; and Sitara Icon Tower in Samanabad,
Faisalabad. The Company’s operations are project-based, with cash flow and
execution timelines closely linked to construction progress and unit sales
across these developments.
Ownership
Ownership Structure
Sitara Heights (Pvt.) Limited has a highly concentrated sponsor
ownership structure. As per the latest shareholding disclosed (Form-A), Mr.
Khalid Riaz holds 88.0% of the Company’s share capital, while Mr. Fazeel
Abdullah (son of the sponsor) holds 10.0%. The remaining 2.0% is held by other
minority shareholders in small individual stakes. Effective control and
strategic decision-making remain sponsor-led, with ownership now concentrated
within the immediate family.
Stability
Ownership
concentration provides continuity and stability, as strategic direction and key
decisions remain aligned with the majority sponsor. The sponsor’s involvement
in other established businesses, including Gas and Oil Pakistan Limited and an
oil distribution company, further strengthens the stability of the ownership
structure by providing financial depth and business experience.
Business Acumen
The
sponsors of Sitara Heights bring extensive experience from the oil trading,
distribution, and transportation sectors. Mr. Khalid Riaz has over three
decades of industry experience and operates one of the country’s largest oil
transportation operations. This background provides strong commercial acumen,
operational discipline, and infrastructure management experience, which support
the execution of large-scale real estate projects and long-term strategic
planning.
Financial Strength
The
financial profile of the sponsors is supported by diversified and profitable
business interests. Gas and Oil Pakistan Limited carries a PACRA rating of
“A+”, while Sitara Petroleum Services Limited is rated “A-”. These ratings
reflect the sponsors’ established financial standing and enhance Sitara
Heights’ overall financial strength by improving its capacity to manage
liquidity pressures, support project financing, and withstand sectoral
volatility.
Governance
Board Structure
The Board
of Directors comprises three members, all of whom are affiliated with the
Company. Mr. Khalid Riaz serves as Chairman, alongside Mr. Muhammad Ammar Ali
Talat and Mr. Fazeel Abdullah. At present, the Board does not include
independent directors.
Members’ Profile
The Board
collectively brings experience in oil marketing, distribution, strategy, and
infrastructure-related businesses. Mr. Khalid Riaz’s extensive background in
oil retail and transportation supports strategic oversight, while Mr. Talat
contributes experience from senior roles in strategy and retail engineering at
K-Electric and Gas & Oil Pakistan Limited.
Board Effectiveness
The Board
structure is still evolving, and formal board committees have not yet been
established. Management has indicated plans to strengthen governance
arrangements through the formation of committees, which is expected to enhance
oversight and decision-making processes over time.
Financial Transparency
The
Company’s financial statements for the year ended June 30, 2025, were audited
by Ilyas Saeed & Co., Chartered Accountants, who issued an unqualified
audit opinion. This reflects adherence to applicable accounting standards and
supports the reliability of reported financial information.
Management
Organizational Structure
Sitara
Heights operates through a defined organizational structure comprising
Operations, Finance, and Sales functions. Each function is supported by
dedicated sub-units, allowing focused execution across project development,
financial management, and sales and recovery activities. Overall coordination
and oversight with the Chief Executive Officer.
Management Team
The
Company is led by Mr. Khalid Riaz as Chief Executive Officer. The management
team includes experienced professionals responsible for project execution,
finance, sales, and operational coordination. This includes a Project Director
overseeing construction activities, a dedicated head for sales and recovery,
and senior finance personnel responsible for financial planning and reporting.
Effectiveness
Management
effectiveness is supported by relevant sectoral experience and clearly defined
roles. The leadership team’s collective experience enables coordinated project
execution and supports operational continuity across multiple developments.
MIS
The
management information system provides daily operational performance updates to
senior management. This reporting framework enables timely monitoring of
project progress, sales activity, and financial performance, supporting
informed decision-making.
Control Environment
The
Company has committed to implementing internal control systems designed to
monitor operations, manage risks, and maintain quality standards. These
controls are intended to strengthen operational discipline and support
sustainable performance as the project portfolio expands.
Business Risk
Industry Dynamics
Pakistan’s
real estate sector contributed approximately 3.7% to national GDP in 1HF25, with
a market size of PKR 1936 billion. Sector growth moderated during FY24 due to
inflationary pressures, higher construction costs, and flood-related
disruptions. Despite these challenges, structural demand for housing remains
supported by population growth and a persistent supply shortfall, which
continues to underpin residential property prices.
Relative Position
The
Company operates within a challenging macroeconomic environment characterized
by elevated inflation and input cost pressures. These factors have affected
sector-wide activity; however, continued residential demand provides a degree
of resilience to the Company’s operating profile.
Revenues
During
FY25, the Company reported sales of PKR 662 million, compared to PKR 864
million in FY24, reflecting a moderation in revenue generation during the year.
Sitara Heights operates under an advance booking model, whereby units are sold
through partial upfront payments followed by installment-based recoveries, with
final settlement upon completion and handover. Revenue
recognition, however, is not linked to booking activity; instead, revenue is
recognized based on the percentage of completion of construction activities, in
line with applicable accounting standards. Accordingly, the decline in reported
revenue during FY25 primarily reflects slower construction progress, which
constrained revenue recognition under the percentage-of-completion method,
despite continued bookings. The deceleration in execution was influenced by
inflationary cost pressures, cash flow constraints, and broader sector-wide
challenges affecting the construction and real estate industry.
Margins
Profitability
weakened during FY25. Gross profit margin declined to 27.5% from 47.6% in FY24,
while net profit margin reduced to 2.3% from 24.3%. The compression in margins
reflects lower revenue generation and cost pressures during the period.
Sustainability
The
Company has announced five projects, with active development ongoing on four.
Land acquisition for Gold Vista has been completed, although construction has
not yet commenced. During the year, the Company also initiated a new project in
Faisalabad, namely Sitara Enclave Housing Society, where bookings have already
started.
As part of
its longer-term sustainability strategy, the Company is exploring the
establishment of a Real Estate Investment Trust (REIT), under which the Gold
Vista project is expected to be transferred, with another project also under
consideration. The Company is expected to retain a shareholding in the REIT,
thereby maintaining exposure to the underlying assets while aiming to improve
capital efficiency and generate more stable, recurring income over the longer
term. At present, the proposed REIT remains at a conceptual stage, and its
credit impact will depend on successful execution, regulatory approvals, and
completion and stabilization of the underlying projects.x
Financial Risk
Working capital
Sitara
Heights’ reported working capital position appears comfortable, with a current
ratio of 3.8x as of Jun-25; however, this is largely driven by a heavy
concentration of inventories in the form of work-in-progress. Given the limited
cash balances and slow project completion pace, actual short-term liquidity
remains closely linked to continued customer advances and uninterrupted
construction execution.
Coverages
Coverage
indicators weakened during FY25, with EBITDA to finance cost declining to 36.9x
from 77.6x in FY24. However, this metric is not fully reflective of the
Company’s true funding exposure, as project-related interest costs have largely
been capitalized and are therefore excluded from the income statement.
Consequently, reported finance costs mainly comprise late payment surcharges
and lease-related charges, which remain significantly lower than underlying
project financing costs.
Despite
this limitation, the Company’s reduced level of borrowings during the period
provided a temporary cushion to cover metrics. Additionally, the Company
reported positive free cash flow from operations of PKR 38 million, supporting
near-term servicing capacity, albeit cash generation remains modest relative to
the scale of ongoing projects.
Capitalization
The
Company continued to reduce leverage during FY25, with total borrowings
declining to PKR 786 million from PKR 2,036 million in FY24. Total borrowings to capitalization improved to 37.4%, reflecting a strengthened
capital structure and lower financial risk during the period. The Company is currently in discussions with banks for funding arrangements
related to several ongoing projects. As additional debt is drawn to support
construction and completion activities, leverage is expected to increase going
forward. While the current capital structure remains manageable, any sustained
increase in borrowings could exert pressure on capitalization metrics over the
medium term, particularly if project execution or cash flow generation is
delayed.
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