Notice of Extraordinary General Meeting

Transcription

1 Notice of Extraordinary General Meeting Treet Corporation Limited

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3 TREET CORPORATION LIMITED 72-B, Kot Lakhpat, Industrial Area, Lahore NOTICE OF EXTRAORDINARY GENERAL MEETING Notice is hereby given that Extraordinary General Meeting of the shareholders of the Company will be held on June 30, 2014 at A.M. at 72-B, Industrial Area, Kot Lakhpat, Lahore, the Registered Office of the Company to transact the following business:- 1 To confirm the Minutes of the last Annual General Meeting held on October 31, To Elect Eight directors in accordance with the provisions of Section 178 of the Companies Ordinance 1984 for the next term of three years commencing from July 1, As fixed by the Board of Directors the number of directors on the Board would be Eight (8). The names of retiring Directors are:- 1. Syed Shahid Ali 2. Mr. Jalees Ahmed Siddiqui 3. Dr. Mrs. Niloufer Mahdi 4. Mrs. Feriel Ali Mehdi 5. Mr. Munir Karim Bana 6. Syed Sheharyar Ali 7. Mr. Imran Azim 8. Mr. Muhammad Shafique Anjum The above retiring Directors are eligible for re-election. 3 To transact any other business with the permission of the Chair. By Order of the Board Lahore: May 26, 2014 (Rana Shakeel Shaukat) Company Secretary Notes: 1. The share transfer Books of the Company will remain closed from June 23, 2014 to June 30, 2014 (both days inclusive). No transfer will be accepted for registration during this period. Transfers received in order at the Registered Office of the company by the close of business on June 21, 2014 will be considered in time. 2. Any member of the Company entitled to attend and vote may appoint his/her proxy to attend and vote instead of him/her. Proxies must be received at the Registered Office of the Company not less than 48 hours before the time of holding the Meeting. 3. The shareholders having shares deposited with the CDC are requested to bring their original National Identity Card or Passport and CDC account number for verification. 4. Members are requested to promptly notify the Company of any change in their addresses. Notice of intention by persons seeking to contest the Election Any person who seeks to contest the election of Directors shall file at the Registered Office of the Company, not later than fourteen days before the date of the Meeting, a notice of his/her intentions to offer himself/ herself for Election of Director in terms of Section 178(3) of the Companies Ordinance, 1984, together with:

4 i. Form 28 - Consent to act as director prescribed under section 184 of the Companies Ordinance, ii. A detailed profile as required under SECP s SRO 25 (1) 2012 January 16, iii. Declaration confirming that: a. He/she is member of the company and in the case of having physical shares will mention folio number and in case of member, who has deposited his/her shares into Central Depository Company of Pakistan Limited ( CDC ) will mention Participant ID number and the account number maintained with the member of stock exchange. b. His /her name is borne in the register of national tax payers (except where he/she is a non-resident) mentioning NTN number. c. He/ she has not defaulted in payment of any loan to a banking company, a DFI or an NBFI or being a member of stock exchange has not been declared as a defaulter by that stock exchange. d. He/she is not ineligible to become a director of a listed company under any applicable laws and regulations. e. He/she is aware of duties and powers as director under the relevant laws, Memorandum & Articles of Association of the Company and listing regulation of stock exchanges. f. He/she is not engaged in the business of brokerage, or is not a spouse of such person or is not a sponsor, director or officer of a corporate brokerage house. g. He/she is not serving as a director in more than seven (7) listed companies including this company excluding directorship in listed subsidiaries of listed holding companies. DISCLOSURE TO MEMBERS U/S 218(2) OF THE COMPANIES ORDINANCE 1984 OF DIRECTORS INTEREST REGARDING INCREASE IN REMUNERATION In pursuance of Section 218 of the Companies Ordinance, 1984, shareholders of the Company informed that the Board of Directors in their meeting held on May 26, 2014 be and are hereby approved to increase Rs. 1,000,000/- in monthly remuneration of Chief Executive Officer of the Company. This increase will be affective from July 1, 2014 and after increase the monthly remuneration would be as Rs. 2,500,000/-. His remuneration shall be subject to such increments, bonuses, adjustments and other entitlements as may be granted from time to time by the Board of Directors of the Company and/or in accordance with the policies and the service rules of the Company for the time being in force. Payment of cash dividend electronically (e-dividend) In order to establish a process for cash dividend payment where dividends can be paid more efficiently to shareholders, Securities and Exchange Commission of Pakistan (SECP) has envisaged e-dividend mechanism. Under this mechanism amount of dividend will be credited electronically into the account of shareholders. New method of payment will eliminate the chances of dividend warrants getting lost in the post, returned undelivered or delivered on wrong address. SECP has advised all listed companies to adopt e-dividend mechanism due to benefit it entails to their shareholders. We request you to please provide a dividend mandate in favor of e-dividend by providing duly filled and signed dividend mandate form. That dividend mandate form is facilitate to shareholders of the Company to opt the mandate option and provide required information to make payment of cash dividend through direct credit to shareholder s bank account. The Dividend mandate form is available at Company s website: CDC account holders are requested to submit their mandate instruction to the relevant member stock exchange. Notice for members who have not provided their CNIC The directive of SECP contained in SRO 831 (1) 2012 of July 5, 2012, provides that the dividend warrant should bear the Computerized National Identity Card (CNIC) number of the registered member. CNIC number of the members is therefore, mandatory for the issue of future dividend warrants and in the absence of such information, payment of dividend may be withheld. The Company has requested its shareholders through letters and notices to provide attested copies of their valid CNICs. The members who have not yet provided their CNICs are once again advised to provide attested copy of their valid CNICs so that your CNIC number can be mentioned on your dividend warrant in compliance with the directions given by the SECP to ensure timely disbursement of your dividend.

5 Form of Proxy hereby appoint Mr./Mrs./Miss of or failing him/her Miss/Mrs/ Mr. of as my / our proxy to attend and vote for me/us and my /our behalf at Extraordinary General Meeting of the Company to be held on Monday June , at 11:00 A.M. and at every adjournment thereof, if any. Please affix Rupees Five Revenue Stamp 2. WITNESS Signature: Name: Address: CNIC No. or Passport No. 1. This Proxy Form. duly completed and signed, must be received at above mentioned address the Registered Office of the Company, not less than 48 hours before the time of holding the meeting. 2. Proxy does not need to be a member of a Company. 3. If a member appoints more than one proxy and more than one instruments of proxy are deposited by a member with the Company, all such instruments of proxy shall be rendered invalid. 4. For CDC Account Holders / Corporate Entities In addition to the above the following requirements have to be met i. Attested copies of CNIC or the passport of the beneficial owners and the proxy shall be provided with the proxy forms. ii. The proxy shall produce his original CNIC or original passport at the time of the meeting. iii. In case of a corporate entity, the Board of Directors resolution/power of attorney with specimen signature shall be submitted (unless it has been provided earlier) alongwith proxy form to the Company.

6 Second Fold Affix Revenue Stamp The Company Secretary TREET CORPORATION LIMITED 72-B Industrial Area, Kot Lakhpat, Lahore - Pakistan First Fold Third Fold and Tuck In

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