AtlasHonda
February 9.2026 AHL/CS/4010/2026
The General Manager
Pakistan Stock Exchange Limited Stock Exchange Building
Stock Exchange Road Karachi.
Dear Sir,
Subject: Notice of Extraordinary General Meeting
Enclosed please finda copy of the Notice of Extraordinary general meeting of the Company to be held on Friday, March T3. 2026, for circulation amongst the TRE Certificate Holders of the Exchange.
Yours Sincerely.
.D
For Atlas Honda Limited,
Maheen Fatima Company Secretary
AtlBS HOnda Limited
i Plant: F-36. Estate Avenue, S LT.E., Karachi. UAN : i i i -i i i -z4s. i•h: (92-21) 3257556 l -66, 32555561-5 Fax: (92-2 l ) 32S63758
Sheikhinpur a el•Rt• 26-27 Ken. La hore•Sheikhupura Road, Slieikhupura. Pti: (92-56) 340650 I -08, 3406007-8, 34060 16 Fair (92-56) 3406009
Lehore Office: 01 Meleod Road Lahore-5400. UAN: (92-42) 111 - 111-245,Pb: (92-42) 372250 I S- 17, 372335 15-17 For: (92-4?J 3?3 s i i i 9
FaisâBb90 free: Ist Ftoor, Meezan Executive Tower, 4 Liaquat Roafl› Faisalabad. PM: (s2-4 i ) 2s4i oi i - i s r« : (92-41) 254 10 l7 Multan Office: Azmai Wasti Road. Multan. US : (92-6 l ) I l l- l 12-41 i rh: (92-61) 457 t989, 4540054, 45704 31 -4 Fax: (92-6 l } 4541690 Islamab•d Office: Is lamabad Corporate Center Plot # 784/Y 85 Gohlra Road Islamabad. rii: (9z-I1)549592 I -7 Fax: (92-5 I )5495g28 iiyaetabad OBice: Dawood Center 2nd Fi•or Auto Batt an Road, Latifabad, Hyaerabad. PM: (92-22) 34 i t36 t-9 Fax: (92-22) 3411370
Khan OBieei Makhdoom AltaI Road, West Sadiq Canal Bay, Near Ciry School, Rahim Yar R4an. Ph: (068) S8834 15- 19, 588B4 1 8-20 Fax: (068) 58834 14
NOTICE OF EXTRAORDINARY GENERAL MEETING
Notice is hereby given that Extraordinary General Meeting (EOGM) of the members of Atlas Honda Limited ("the Company") will be held on Friday, March 13, 2026, at 10:00 a.m. at Avari Hotel, Mall Road, Lahore, as well as through Electronic means to transact the following businesses:
To confirm the minutes of the 61st Annual General Meeting held on June 24, 2025.
To elect 8 (Eight) Directors of the Company as fixed by the Board for next term of 3 (three) years commencing from March 14, 2026, in accordance with the provisions of the Section 159 of the Companies Act, 2017. The names of retiring Directors are as under and are eligible for re-election:
Mr. Aamir H. Shirazi ii. Mr. Abid Naqvi
iii. Mr. Azam Faruque iv. Ms. Mashmooma Zehra Majeed
v. Mr. Masanori Kito vi. Mr. Kazushi Yamanaka
vii. Mr. Koji Sugita viii. Mr. Saquib H. Shirazi
To transact any other business with the permission of the Chair.
By Order of the Board Maheen Fatima
Karachi: February 20, 2026 Company Secretary
NOTES:-
BOOK CLOSURE:
The share transfer books of the Company will remain closed from Friday, March 6, 2026, to Friday, March 13, 2026 (both days inclusive). The transfers received at Company's Share Registrar namely M/s Hameed Majeed Associates (Private) Limited, H.M. House, 7-Bank Square, Shahrah-e-Quaid-e-Azam, Lahore, Pakistan by the close of business (5:00 p.m.) on Thursday, March 5, 2026, will be considered in time to attend and vote at the meeting.
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PARTICIPATION IN THE EXTRAORDINARY GENERAL MEETING:
The Company has made arrangements to ensure maximum participation of shareholders in the EOGM proceedings via video-link. For this, shareholders are required to email their Name, Folio Number, Cell No., and Number of Shares held in their name with subject "Registration for Atlas Honda Limited EOGM" along with valid copy of CNIC (both sides) at investor.relations@atlashonda.com.pk. Video link and login credentials will be shared with only those shareholders whose emails, containing all the required particulars, are received by close of office on Tuesday, March 10, 2026. Login facility will be opened thirty minutes before the meeting time to enable the participants to join the meeting after the identification process. Shareholders will be able to login and participate in the EOGM proceedings through their devices after completing all the formalities required for the identification and verification of the shareholders.
All shareholders entitled to attend, speak and vote at this EOGM shall be entitled to appoint another person, as a proxy to attend and vote on his/her behalf. A corporate entity, being shareholder, may appoint any person, regardless whether they are a shareholder or not, as its proxy. In case of corporate entities, a resolution of the board of directors/power of attorney with specimen signature of the person nominated to represent and vote on behalf of the corporate entity shall be submitted to the Company along with a completed proxy form.
The instrument appointing Proxy must be received at the Registered Office or Share Registrar of the Company not less than 48 hours before the time of the meeting. For the convenience of the shareholders, a Proxy Application Form is dispatched along with the Notice of Extraordinary General Meeting.
CDC account holders will further have to follow the undermentioned guidelines as laid down by the SECP.
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For Attending the Meeting:
In case of individuals, the account holder or sub-account holder and/or the person, whose securities are in group account and their registration details are uploaded as per the regulations, shall authenticate identity by his/her original valid CNIC or the original passport at the above mentioned email address at least 48 hours before the EOGM.
In case of corporate entity, the board of directors' resolution/power of attorney with specimen signature of the nominee shall be shared on the above mentioned email address at least 48 hours before the EOGM (unless it has been provided earlier).
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For Appointing Proxies:
In case of individuals, the account holder or sub-account holder and/or the person whose securities are in group account and their registration detail is uploaded as per the regulations, shall submit the proxy form as per the above requirement.
Attested copies of CNIC or the passport of the beneficial owners and the proxy shall be furnished with the proxy form.
The proxy shall produce original valid CNIC or original passport at the above mentioned email address at least 48 hours before the meeting.
In case of corporate entity, the board of directors' resolution/power of attorney with specimen signature shall be submitted on the email address mentioned above at least 48 hours before the meeting (unless it has been provided earlier) along with proxy form to the Company.
Proxy form will be witnessed by two persons whose names, addresses and valid CNIC numbers shall be mentioned on the form.
Shareholders can also provide their comments and questions for the agenda items of the EOGM at the email address investor.relations@atlashonda.com.pk.
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For Attending the Meeting:
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E-VOTING & POSTAL BALLOT:
Pursuant to the Companies (Postal Ballot) Regulations 2018, and notified amendments, members will be allowed to exercise their right to vote through electronic voting facility and postal ballot for the purpose of election of directors, if the number of persons who offer themselves to be elected is more than the number of directors fixed under Section 159 of the Companies Act, 2017, voting shall be conducted in the manner and as per the procedures contained in the Regulations.
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APPOINTMENT OF SCRUTINIZER:
In accordance with regulation 11 of the Companies (Postal Ballot) Regulations, 2018, the Board has appointed M/s ShineWing Hameed Chaudhri & Co. Chartered Accountants, a QCR rated audit firm, to act as scrutinizer of the Company for election of Directors in the meeting and to undertake other responsibilities as defined in the aforesaid regulations.
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CHANGE/UPDATE OF SHAREHOLDERS' PARTICULARS:
Shareholders holding physical shares are requested to notify any change in their addresses immediately to the Company's Share Registrar.
All those individual shareholders holding physical shares who have not yet recorded their CNIC No. are once again reminded to immediately submit the copy of their CNIC to our Share Registrar. Shareholders while sending CNIC, must quote their respective folio numbers.
The corporate shareholders having CDC accounts are required to have their NTN updated with their respective participants, whereas corporate entities having physical shares should send a copy of their NTN certificates to our Share Registrar. The corporate shareholders while sending NTN or NTN certificates, as the case may be, must quote the company name and their respective folio numbers.
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DEPOSIT OF PHYSICAL SHARES INTO CDC ACCOUNT:
Section 72(2) of the Companies Act, 2017 provides that every existing company shall be required to replace its physical shares with book-entry form within four (4) years from the date of the promulgation of the Act. Further, vide its letter dated March 26, 2021, Securities and Exchange Commission of Pakistan has directed listed companies to pursue their such shareholders who are still holding shares in physical form to convert the same into book entry form. In order to ensure compliance with the aforementioned provision, all shareholders having physical shareholding are encouraged to open a CDC sub-account with any of the brokers or an Investor Account directly with CDC to place their physical shares into scripless form. This will facilitate them in many ways, including safe custody and sale of shares, any time they want, as the trading of physical shares is not permitted as per existing regulations of the Pakistan Stock Exchange Limited.
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DISTRIBUTION OF GIFTS/COUPONS:
No gifts/coupons shall be distributed during the Extraordinary General Meeting.
STATEMENT OF MATERIAL FACTS UNDER SECTION 166(3) OF THE COMPANIES ACT, 2017 ELECTION OF DIRECTORSThe term of the office of the present Board of the Company will expire on March 13, 2026. In terms of Section 159(1) of the Companies Act, 2017 the Board has fixed the number of Directors at 8 (eight) through a resolution passed in the meeting of the Board held on January 29, 2026, to be elected in the Extraordinary General Meeting of the Company for a period of next 3 (three) years. Any person who seeks to contest election to the office of Director shall, whether he/she is a retiring Director or otherwise, file with the Company following documents at the registered office of the Company/Shares Registrar, not later than (14) fourteen days before the date of the Extraordinary General Meeting:
A notice of his/her intention to offer himself/herself for the Election of Directors under Section 159(3) of the Companies Act, 2017;
Consent to act as a Director on the Appendix to Form-9 of the Companies Regulations, 2024 as required under Section 167 of the Companies Act, 2017;
Signed declaration that:
He/she is aware of duties and powers of Directors under the Companies Act 2017, Memorandum and Articles of Association of the Company, Rule Book of Pakistan, Stock Exchange Limited, the Listed Companies (Code of Corporate Governance) Regulations 2019 and other relevant Laws and regulations;
He/she is compliant with requirements and eligibility/qualification criteria as set out in the Companies Act 2017, Listed Companies (Code of Corporate Governance) Regulations, 2019 and other relevant laws and regulations for appointment as Director/Independent Director of a Listed Company;
Detailed profile along with his/her office address for placement on the Company's website;
Detail of directorship offices held;
Copy of Valid CNIC (incase of Pakistan National)/Passport (incase of Foreign national) and NTN & Folio No./CDC investor Account No./CDC Sub Account No. (applicable for person filling consent for the first time);
A director must be a member of the Company at the time of filing his/her consent for the contesting election of directors except a person representing a member, which is not a natural person.
Independent Director(s) will be elected in accordance with Sections 159 and 166 of the Companies Act, 2017 and shall meet the criteria laid down under Section 166 of the Companies Act, 2017 and the Companies (Manner and Selection of Independent Directors) Regulations, 2018. The following additional documents are required to be submitted by the candidates intending to contest Election of Directors as an Independent Director:
Declaration of independence under Clause 6(3) of the Listed Companies (Code of Corporate Governance) Regulation 2019;
Undertaking on non-judicial stamp paper that he/she meets the requirements of sub-regulation (1) of Regulation 4 of the Companies (Manner and Selection of Independent Directors) Regulation 2018.
The final list of contesting Directors will be circulated not later than 7 (seven) days before the date of the Extraordinary General Meeting, in terms of Section
159(4). Further the website of the Company will also be updated with the required information.
investor.relations@atlashonda.com.pk
investor.relations@atlashonda.com.pk
