@ Colgate-Palmolive (Pakistan) Ltd.
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the 47th Annual General Meeting of COLGATE-PALMOLIVE (PAKISTAN) LIMITED will be held on Friday, September 26, 2025 at 03:30 p.m. at ICAP Auditorium, Chartered Accountants Avenue, Block 8, Clifton, Karachi as well as electronically through Video link facility to transact the following business:
To receive, consider and adopt the audited financial statements of the Company for the year ended June 30, 2025 together with the Directors' and Auditors' reports thereon.
As required under Section 223(6) of the Companies Act, 2017 (the "Act"), Financial Statements of the Company have been uploaded on the website of the Company, which can be downloaded from the following link and/or QR enabled code:
https://coIgate.com.pk/for-investors/financial-reports/.
To declare final cash dividend for the year ended June 30, 2025 at Rs.29.50 per share i.e. 295%. This is in addition to interim cash dividend already paid at Rs.32.OO per share i.e. 32O%.
To appoint Auditors and fix their remuneration.
Karachi: August 28, 2025. NOTES:
By Order of the Board
(MANSOOR AHMED)
Company Secretary
The share transfer books of the Company will remain closed from September 19, 2025 to September 26, 2025 (both days inclusive). Transfers received in order by the Shares Registrar of the Company, M/s. FAMCO Share Registration Services (Private) Limited, 8-F, Near Hotel Faran, Nursery, Block-6, P.E.C.H.S., Shahrah-e-Faisal, Karachi (FSR) up to the close of business on September 18, 2025 will be treated in time for attending the AGM and entitlement to the dividend.
Participation in the AGM Proceedings Via Physical Presence or Through Video Link Facility:
A member, who has deposited his/her shares into Central Depository Company of Pakistan Limited, must bring his/her participant's ID number and CDC account/sub-account number along with original Computerized National Identity Card (CNIC) or original Passport at the time of attending the meeting.
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To facilitate our members who want to attend AGM through Zoom application - a video conference facility will be provided for which undernoted procedure will be followed:
Shareholders interested in attending the AGM through Zoom application are hereby requested to get themselves registered with the Company Secretary office by providing the following details at the earliest but not later than 24 hours before the time of AGM (i.e., before 03:30 p.m. on September 25, 2025) through following means:
Mobile/WhatsApp: 0315 5008228
E-mail: mansoor@lakson.com.pk
Shareholders are advised to mention Name, CNIC Number, Folio/CDC Account
Number, cell number and email ID for identification and sending login credentials.
Upon receipt of the above information from the interested shareholders, the Company will send the login credentials at their e-mail address. On the date of AGM, shareholders will be able to login and participate in the AGM proceedings through their smartphone/computer devices.
Shareholders can also provide their comments/suggestions for the proposed agenda items of the AGM by using the aforesaid means.
Electronic Transmission of the Annual Report:
In compliance with Section 223(6) of the Act, the Company has electronically transmitted the Annual Report 2025 through email to Shareholders whose email addresses are available with the Company's Share Registrar, M/s. FAMCO Share Registration Services (Private) Limited. In those cases, where email addresses are not available with the Company's Share Registrar, printed notices of AGM along with the weblink and QR enabled code to download the said Annual Report have been dispatched. However, the Company will provide hard copies of the Annual Report to any Member on their demand, at their registered address, free of cost, within one week of receiving such request.
Annual Report 2025 shall also be available electronically on PUCARS system of Pakistan Stock Exchange and the Company's website.
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Requirements for Appointing Proxies:
A member entitled to attend and vote at the Annual General Meeting may appoint another member as his/her proxy to attend, speak and vote instead of him/her, and a proxy so appointed shall have such rights, as respects attending, speaking and voting at the meeting as are available to a member. A proxy must be a member of the Company.
A corporate entity, being a member, may appoint any person, regardless whether a member or not, as its proxy. In this respect, 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.
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The proxy holders shall produce their national CNICs or original Passports at the time of the meeting.
Form of proxy, in order to be valid must be properly filled-in/executed and received at the registered office of the Company situated at Lakson Square, Building No.2, Sarwar Shaheed Road, Karachi not later than 48 hours before the time of the meeting excluding holidays.
The proxy form shall be witnessed by two persons whose names, addresses and CNIC numbers shall be mentioned on the form. Copies of CNIC or the valid passport of the beneficial owners and the proxy shall be furnished along with the proxy form.
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Updation of Shareholder Addresses/Other Particulars:
Members holding shares in physical form are requested to promptly notify Shares Registrar of the Company of any change in their addresses or any other particulars. Shareholders maintaining their shares in electronic form should have their address updated with their participant or CDC Investor Accounts Service.
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Updation of Email/Cell Numbers:
Further, to comply with requirements of Section 119 of the Companies Act, 2017 and Regulation 47 of the Companies Regulations, 2024, all CDC and physical shareholders are requested to kindly provide their valid email address and cell number, quoting their folio / CDC accounts number, as the case may be, (along with a copy of valid CNIC) to the Company's Share Registrar, M/s. FAMCO Share Registration Services (Private) Limited, if the Member hold shares in physical form or to the Member's respective Participant/Investor Account Services, if shares are held in book-entry form.
Electronic Dividend Mandate:
Under the provisions of Section 242 of the Companies Act, 2017, it is mandatory for a listed Company to pay cash dividend to its shareholders only through electronic mode directly into bank account designated by the entitled shareholders.
In order to receive dividends directly into their bank account, shareholders holding shares in physical form, are requested to fill in Electronic Credit Mandate Form available on Company's website and send it duly signed along with a copy of CNIC to the Shares Registrar of the Company M/s. FAMCO Share Registration Services (Private) Limited.
In case shares are held in CDC then Electronic Credit Mandate Form must be submitted directly to shareholder's broker/participant/CDC account services. No further action is required if IBAN has already been incorporated/updated in the CDC account or physical folio of the shareholder.
In case of non-receipt of IBAN information, the Company will be constrained to withhold payment of dividend to shareholders.
Income Tax on Dividend Payments:
The rates of deduction of income tax from dividend payments under Section 150 of the Income Tax Ordinance, 2OO1 shall be as follows:
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Shareholders appearing in Active Taxpayers List (ATL) 15%
Shareholders not appearing in Active Taxpayers List (ATL) 30%
To enable the Company to make tax deduction on the amount of cash dividend @ 15% instead of 30%, shareholders whose names are not entered into the Active Taxpayers List (ATL) provided on the website of FBR, despite the fact that they are filers, are advised to make sure that their names are entered in ATL before the hrst day of book closure, otherwise tax on their cash dividend will be deducted @ 30% instead of 15%.
Withholding Tax exemption from the dividend income, shall only be allowed if copy of valid tax exemption certificate or stay order from a competent court of law is made available to M/s. FAMCO Share Registration Services (Private) Limited, by the first day of Book Closure.
Further, according to clarification received from Federal Board of Revenue (FBR), withholding tax will be determined separately on 'Filer/Non-FiIer' status of Principal shareholder as well as joint-holder(s) based on their shareholding proportions, in case of joint accounts.
In this regard all shareholders who hold shares jointly are requested to provide shareholding proportions of Principal shareholders and Joint-holder(s) in respect of shares held by them (only if not already provided) to our Shares Registrar, in writing as follows:
Company
Name
Folio/CDS
Account @
Total
Shares
Principal Shareholder Joint Shareholder
Name and
CNIC &
Shareholding Name and
Proportion CNIC &
(No. of Shares)
Shareholding Proportion
(No. of Shares)
The required information must reach our Shares Registrar within 1O days of this notice; otherwise, it will be assumed that the shares are equally held by Principal shareholder and Joint-holder(s).
For any query/problem/information, the investors may contact the Company Secretary at phone: 021-3840 0000 and email address mansoor@lakson.com.pk and/or M/s. FAMCO Share Registration Services (Private) Limited at 8-F, Near Hotel Faran, Nursery, Block-6, P.E.C.H.S. Shahra-e-Faisal, Karachi, phone: O21-3438 0101-5, O21-34384621-3 and email address: info.shares@famcosrs.com.
Corporate shareholders having CDC accounts are required to have their National Tax Number (NTN) updated with their respective participants, whereas corporate physical shareholders should send a copy of their NTN certificate to the Company or M/s. FAMCO Share Registration Services (Private) Limited.
Shareholders while sending NTN or NTN certificates, as the case may be, must quote Company name and their respective folio numbers. Without the NTN, the company would not be in a position to check filer status on the ATL and hence higher tax of 3OOâ may be applied in such cases.
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Zakat Exemption:
Zakat will be deducted from the dividends at source at the rate of 2.5% of the paid-up value of the share (Rs. 1O/- each) and will be deposited within the prescribed period with the relevant authority. In case of claiming exemption, please submit your Zakat Declarations under Zakat and Ushr Ordinance, 1980 and Rule 4 of Zakat (Deduction and Refund) Rules, 1981. Shareholders who hold Company's shares in physical form, please deposit their Zakat Declaration on Form CZ-50 with Company's Shares Registrar duly mentioning Folio No. and Name. Shareholders who hold Shares in book entry shall deposit their Zakat Declaration on Form CZ-50 with CDC Investor Account Services/CDC Participant/Stock brokers duly mentioning CDS Account No. and name of shareholder.
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Unclaimed Dividend:
An updated list of unclaimed dividend/shares of the Company is available on the Company's website https://www.colgate.com.pk. These are unclaimed dividend/shares which have remained unclaimed or unpaid for a period of three years or more from the date these have become due and payable.
Claims can be lodged by shareholders on Claim Forms as are available on the Company's website. Claim Forms must be submitted to the Company's Shares Registrar for receipt of dividend/shares.
Conversion of Physical Shares into CDC Account
The Securities and Exchange Commission of Pakistan has issued a letter No. CSD/ED/Misc./2016-639-64O dated March 26, 2021 addressed to all listed companies drawing attention towards the provision of Section 72 of the Companies Act, 2017 (Act) which requires all companies to replace shares issued by them in physical form with shares to be issued in the Book-Entry-Form within a period not exceeding four years from the date of the promulgation of the Act, in 2017.
In order to ensure full compliance with the provisions of the aforesaid Section 72 and to benefit from the facility of holding shares in the Book-Entry-Form, the shareholders who still hold shares in physical form are requested to convert their shares in the Book-Entry-Form.
Prohibition on grant of gifts to Shareholders
The Securities and Exchange Commission of Pakistan (the "SECP"), through its Circular 2 of 2018, dated February 9, 2018, has strictly prohibited companies from providing gifts or incentives, in lieu of gifts (tokens/coupons/lunches/takeaway packages) in any form or manner, to shareholders at or in connection with general meetings. Under Section 185 of the Act, any violation of this directive is considered an offense, and companies failing to comply may face penalties and in accordance with the directive issued by the SECP, vide its S.R.O. 452(1)/2025 dated 17 March 2025 the Company would like to inform all the shareholders that no gifts will be distributed at the AGM.
Form of Proxy is enclosed & also appear on Company's website https://www.colgate.com.pk.
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