Notice of Annual General Meeting

CORPORATE AFFAIRS DEPARTMENT

To

Subject: Dear Sir,

The General Manager Pakistan Stock Exchange Limited Stock Exchange Building

Stock Exchange Road

KARACHI

Fax Phone: 021-111-573-329

Notice of 48th Annual General fleeting

No. 6.12-KSE/S/FFC

February 20, 2026

Brig K

anys rram Shahza

ary

Please find enclosed copy of Notice of Annual General Meeting in English and Urdu language for circulation amongst your members. The meeting is scheduled to be held on March 16, 2026 and aforementioned notices would be published in Newspapers on February 23, 2026.

Best regards.

, " »‹,€-ALIJLFERTILIZER COMPANY LIMITED

SONATOWER, 156 THE MALL, RAWALPINDI-PAKISTAN P.O.BOX 253

TEL : +92 (51) 8450001, 8453101 UAN +92 (51) 111-332-111 FAX +92 (51) 8458831

Web: https://www.ffc.com.pk Email: e reta m k

Notice is hereby given that the 48th Annual General Meeting of the shareholders of Fauji Fertilizer Company Limited will be held on Monday, March 16, 2026 at 1100 hours at FFC Head Office, 156 The Mall, Rawalpindi and through videoconferencing facility to transact the following business:

Ordinary business

To confirm the minutes of Extraordinary General Meetings held on December 08, 2025.

To consider, approve and adopt separate and consolidated audited financial statements of FFC together with Directors' Reports on separate and consolidated financial statements and Auditors' Reports thereon for the year ended December 31, 2025.

To appoint Auditors of the Company to hold office from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting, and to fix their remuneration. The retiring auditors M/s A. F. Ferguson & Co have offered themselves for re-appointment.

To consider and approve payment of Final Dividend for the year ended December 31, 2025 as recommended by the Board of Directors.

Special business

To consider and, if thought fit, pass, with or without modification(s), the following resolutions as special resolutions, in terms of Section 199 of the Companies Act, 2017, and the Companies (Investment in Associated Companies

or Associated Undertakings) Regulations, 2017, for the purposes of authorizing investments in the Company's associated Company i.e. PIA Equity Limited ("PIAEL"), including:

1. Investment by way of acquisition and / or subscription of ordinary voting shares of PIAEL, in tranches, from time to time and at any time up until the second anniversary of the date hereof ("Investment Period"), in accordance with the terms of the share purchase and subscription agreement and the shareholders

   agreement executed between, inter alios, PIAEL, the Government of Pakistan, the Privatization Commission, PIA Holding Company Limited and PIACL (the "Transaction Documents"), and the shareholders agreement to be entered into between the Company, PIAEL and the existing shareholders of PIAEL in relation to the aforementioned investment ("PIAEL SHA"), in the aggregate investment amount of up to PKR 67 Billion (Pak Rupees Sixty Seven Billion), broadly as per the terms stipulated in the statement accompanying this Notice; and

2. Investment in PIAEL, from time to time, including by way of sponsor support, standby letters of credit, guarantees, share pledges and / or any other form of security, as deemed appropriate by the Company in accordance with the requirements of the Transaction Documents and the PIAEL SHA, over the course of the Investment Period, in the aggregate investment amount of up to PKR 11 Billion (Pak Rupees Eleven Billion):

In each case, subject to written approval being granted by the Privatization Commission for the designation of the Company as a 'Nominated Person' in accordance with the Transaction Documents;

SPECIAL RESOLUTION

price not exceeding PKR 67 Billion (Pak Rupees Sixty Seven Billion), broadly as per the terms stipulated in the statement accompanying this Notice;

FURTHER RESOLVED THAT the aforementioned investment in PIAEL be made in accordance with the terms of the share purchase and subscription agreement and the shareholders agreement executed between, inter alios,

PIAEL, the Government of Pakistan, the Privatization Commission, PIA Holding Company Limited and PIACL (the "Transaction Documents"), AND the shareholders agreement to be entered into between the Company, PIAEL and the existing shareholders of PIAEL ("PIAEL SHA");

or provide any such documentation for and on behalf and in the name of the Company, fulfilling regulatory requirements, in each case, as may be necessary or required or deemed fit, for or in connection with or incidental to the proposed investments including, without limiting the generality of the foregoing, the negotiation and finalization of the terms and conditions relating to such investments and entering into arrangements with other shareholders."

A statement of material facts prescribed by Section 134(3) of Companies Act, 2017 pertaining to special business to be transacted at the AGM is appended along with this notice.

Ordinary business

To transact any other business with the permission of the Chair.

By Order of the Board

Rawalpindi Brig Khurram Shahzada, SI(M) (Retired)

February 23, 2026 Company Secretary

Closure of Share Transfer Books

The share transfer books of the Company will remain closed from March 09, 2026 to March 16, 2026 (both days inclusive). Transfers received at Company's Share Registrar namely; CDC Share Registrar Services Limited, CDC House, 99-B, Block-B, S.M.C.H.S, Main Shahrah-e-Faisal, Karachi-74400 by the close of business on March 06, 2026 will be considered in time for the purpose of payment of final dividend to the transferees.

Notes

1. A member of the Company entitled to attend and vote at the Meeting may appoint a person / representative as proxy to attend and vote in place of the member. Proxies in order to be effective must be received at the Company's Registered Office, 156-The Mall, Rawalpindi, Pakistan not later than 48 hours (March 14, 2026 by 1100 hours) before the time of holding the Meeting and no account shall be taken of any part of the day that is not a working day. A member shall not be entitled to appoint more than one proxy.

2. Any Individual Beneficial Owner of CDC, entitled to vote at this Meeting, must bring his / her original Computerized National Identity Card (CNIC) to prove identity, and in case of proxy, a copy of shareholder's attested CNIC must be attached with the proxy form. Representatives of corporate members should bring the usual documents required for such purpose.

   CDC Account Holders will also have to follow the under mentioned

   guidelines as laid down in Circular 1 dated January 26, 2000 issued by the Securities and Exchange Commission of Pakistan (SECP):

   1. For Attending the Meeting

      1. 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 showing his / her original Computerized National Identity Card (CNIC) or original passport at the time of attending the Meeting.

      2. Members registered on CDC are also requested to bring their particulars, I.D. Numbers and account numbers in CDS.

      3. In case of corporate entity, the Board of Directors' resolution / power of attorney with specimen signature of the nominee shall be produced (unless it has been provided earlier) at the time of Meeting.

   2. For Appointing Proxies

      1. 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.

      2. The proxy form shall be witnessed by two persons whose name, address and CNIC number shall be mentioned on the form.

      3. Attested copies of CNIC or the passport of the beneficial owners and the proxy shall be furnished with the proxy form.

      4. The proxy shall produce his / her original CNIC or original passport at the time of the Meeting.

      5. In case of corporate entity, the Board of Directors' resolution / power of attorney with specimen signature shall be submitted (unless it has been provided earlier) along with proxy form to the Company.

3. Participation through Video Conference Facility

   As per Section 132(2) of the Companies Act, 2017, members can avail video conference facility for the AGM, at Lahore and Karachi provided the Company receives consent from the members holding in aggregate 10% or more

   shareholding, residing at above mentioned locations, at least 7 days prior (March 09, 2026) to date of the meeting.

   Subject to the fulfillment of the above conditions, members shall be informed of the venue, 5 days before the date of the AGM along with complete information necessary to access the facility.

   In this regard, please send a duly signed request as per the following format at the registered address

   of the Company, at least 7 days before holding of the AGM.

   I/We, of

   , being a member of Fauji Fertilizer Company Limited, holder of Ordinary Share(s) as per Register Folio

   / CDC Account No hereby opt for video conference facility at .

   Signature of member

4. Virtual Participation in the AGM Proceedings

   1. In light of the relevant guidelines issued by the Securities and Exchange Commission of Pakistan for ensuring participation of members in general meeting through electronic means as a regular feature, the Company

      has made arrangement for the members to attend the meeting via video-link. The shareholders are encouraged to participate in the AGM through electronic facility arranged by the Company.

   2. In order to attend the AGM through electronic facility, shareholders

      are requested to get themselves registered with the FFC Investor Relations by providing the requisite details at their earliest but not later than 48 hours before the time of the AGM (by 1100 hours on March 14, 2026) through e-mail to be sent at investor.relations@ffc.com.pk.

   3. Shareholders are advised to provide the following particulars, along with the scanned copy of

      their CNIC and that of their proxies, if so appointed. Moreover, in the case of a corporate member, the scanned copy of the resolution

      of the Board of Directors / Power of Attorney with a specimen signature of the nominee must also be provided.

      Name of Shareholder*	CNIC / NTN No.	Folio No. / CDC Account No.	Cell No.	Email address

      * Where applicable, please also give the above particulars of the proxy-holder or nominee of the shareholder.

   4. The details of the electronic facility (video-link and the login credentials) will be sent to the interested shareholders, at their provided e-mail addresses. Accordingly, the shareholders will be able to participate in AGM proceedings through their smartphones or computer devices. In addition to above, the

      shareholders can also provide their comments and / or suggestions in connection with the agenda items of the AGM by using the aforesaid means.

   5. The login facility will be opened at 1030 hours on March 16, 2026 enabling the participants to join

      the proceedings after identification and verification process before joining the meeting, which will start at 1100 hours sharp.

5. Withholding Tax on Dividends

   In compliance with Section 150 read with Division I of Part III of the First Schedule of the Income Tax Ordinance, 2001, withholding tax from dividends and the rates of deduction of income tax from dividend payments shall be as under:

   1. For persons appearing on active taxpayer's list: 15%

   2. For persons not appearing on active taxpayer's list: 30%

   Withholding tax exemption from the dividend income shall only be allowed if a copy of valid tax exemption certificate is made available to the Share

   Registrar, / Transfer Agent CDC Share Registrar Services Limited (CDCSRSL), of the Company by the first day of book closure.

   However, provisions of withholding additional tax from person not appearing on active taxpayers list are not applicable to the extent of dividend payment to non-resident persons.

   To enable the Company to make tax deduction on the amount of cash dividend @ 15% instead of 30%, all the shareholders whose names are not appearing on

   the Active Tax-payers 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 into ATL before the date for approval of

   the cash dividend i.e., March 06, 2026; otherwise, tax on their cash dividend will be deducted @ 30% instead of 15%.

   The corporate shareholders having CDC accounts are required to have their National Tax Numbers (NTNs) updated with their respective participants, whereas corporate physical shareholders should send a copy of their NTN certificate to the Company or its Share Registrar i.e., CDC Share Registrar Services

   Limited, CDC House 99-B, Block 'B',

   S.M.C.H.S Main Shahra-e-Faisal, Karachi-74400. The shareholders while sending NTN or NTN certificates, as the case may be, must quote Company name and their respective folio numbers.

   Tax in Case of Joint Shareholders

   The FBR vide its clarification letter No. I(54) Exp/2014-132872-R of

   25 September, 2014 has clarified that holders of shares held in joint names or joint accounts will be treated individually as filers or

   non-filers and tax will be deducted according to the proportionate holding of each shareholder.

   Joint shareholders should intimate the proportion of their respective

   joint holding to the share registrar latest by March 06, 2026, in the following form:

   CDC Account number	Folio #	Total Shares	Principle shareholder		Joint Shareholder
   			Name & CNIC	Shareholding proportion	Name & CNIC	Shareholding proportion

6. Transmission of Annual Audited Financial Statements / Annual Report and Notice of AGM

   Members are hereby informed that Securities and Exchange Commission of Pakistan (SECP) vide SRO 389(I)/2023 dated March 21, 2023 has allowed Companies for transmission of the annual balance sheet, profit and loss account, auditor's report and directors' report, etc. (annual

   audited financial statements or the annual report) to the members / shareholders through QR-enabled code and web-link, instead of transmitting the same through

   CD / DVD / USB, the same was approved by the shareholders in Company's Extraordinary General Meeting held on 23 November, 2023.

   The Annual Audited Financial Statements / Annual Report and the Notice of Annual General Meeting for the year ended December 31, 2025, have been placed on the Company's

   Website, which can be accessed

   / downloaded from the following link and QR code:

   https://ffc.com.pk/investor-relations/reports/

   The Annual Audited Financial Statements / Annual Report along with the Notice of Annual General Meeting are being emailed to

   all shareholders who have valid email addresses available with the Company / Registrar. Physical copy of the Annual Report 2025 will be provided to members

   on demand as per the format provided on the Company's website.

   Notice of 48th Annual General Meeting

7. Postal Ballot / E-Voting

   Members are hereby notified that pursuant to the Companies (Postal Ballot) Regulations, 2018,

   read with Sections 143-144 of the Companies Act, 2017, and SRO 2192(1)/2022 dated December 5, 2022, members will be allowed to exercise their right to vote for the special business in accordance with the conditions mentioned therein. The following options are being provided to members for voting:

   1. Postal Ballot

      1. Members may alternatively opt for voting through postal ballot. Ballot Paper shall also be available for download from the website

         of the Company at: https://www.ffc.com.pk or use the same as annexed to this Notice and published in newspapers.

      2. Members shall ensure that duly filled and signed ballot paper, along with copy of Computerized National Identity Card (CNIC) should reach the Chairman of the meeting at Fauji Fertilizer Company Limited, 156-The Mall

         Rawalpindi, through post by March 13, 2026 OR through the registered email address of the Chairman at general.meetings@ffc.com.pk on or before March 15, 2026 before 1700 hours. The signature on the ballot paper shall match with the signature on CNIC. A postal ballot received after this time / date shall not be considered for voting.

      3. Please note that in case of any dispute in voting including the casting of more than one vote, the Chairman of the meeting shall be the deciding authority.

   2. E-Voting Procedure

      1. Details of the e-voting facility will be shared through an e-mail with those members of the Company who have their valid

         CNIC numbers, cell numbers, and e-mail addresses (Registered email ID) available in the register of members of the Company by

         the close of business on March 06, 2026.

      2. The web address, login details and password will be communicated to members via email. The security codes will be communicated

         to members through SMS and email by M/s CDC Share Registrar Services Limited (being the

         e-voting service provider) on March 9, 2026.

      3. Identity of the members intending to cast vote through E-Voting shall be authenticated through electronic signature or authentication for login.

      4. E-Voting lines will start from March 12, 2026 and shall close

   on March 15, 2026 at 1700 hours. Members can cast their votes any time during this period. Once the vote on a resolution is cast by a member, he / she shall not be

   allowed to change it subsequently.

8. Statutory Code of Conduct at AGM

   Members are requested to observe the conduct referred in sub-regulation 2 of Regulation 55 of the Companies Regulations, 2024 while attending the AGM.

9. Restriction on Distribution of Gifts

   In accordance with the directive issued by the SECP vide its SRO 452(I)/2025 dated March 17, 2025 the company would like to inform all the shareholders that no gifts will be distributed at the AGM.

10. Provision of Information by Members

    To comply with various statutory requirements, and to avoid

    any non-compliance of law or any inconvenience in future, all members are hereby advised to coordinate / update their records with their respective Participant

    / CDC Investor Account Services

    / the Company's Share Registrar (CDCSRSL) in connection with following:

    1. Submission of copies of their valid

       / updated CNIC / NTN Certificate

       / Zakat Declaration (Exemption) Form / Tax Exemption Certificate.

    2. Provision of mandatory registration details in terms of Section 119 of the Companies Act, 2017 and other applicable laws, including mobile number / landline number, mailing address and email address (if available).

    3. Promptly notify any change in mailing address, email address and mobile number by writing to the office of the Company's Share Registrar (CDCSRSL).

11. For any further assistance, the members may contact the

    Company or the Share Registrar at the following phone numbers, email addresses:

    FFC Investor Relations

    156-The Mall, Rawalpindi Telephone: 92-51-8453235

    Email: investor.relations@ffc.com.pk

    CDC Share Registrar Services Limited

    CDC House 99-B, Block 'B',

    S.M.C.H.S Main Shahra-e-Faisal, Karachi-74400

    Telephone: 0800-23275 Email: info@cdcsrsl.com

12. Electronic Payment of Dividend

    Under the provisions of Section 242 of the Companies Act, 2017 and SECP's Circular No. 421(I) 2018 dated March 19,

    2021, 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 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 Registrar of the Company M/s. CDC Share Registrar Services

    Limited, CDC House 99-B, Block 'B',

    S.M.C.H.S Main Shahra-e-Faisal, Karachi-74400 in case of physical shares.

    In case shares are held in CDC then Electronic Credit Mandate Form must be submitted directly to shareholder's broker/ participant

    / CDC account services.

    Electronic Mandate Form

    Folio Number
    Name of Shareholder
    Title of the Bank Account
    International Bank Account Number (IBAN)
    Name of Bank
    Name of Bank Branch and Address
    Cellular & Landline Number of Shareholder
    CNIC / NTN number (attach copy)
    Signature of Shareholder

13. Conversion of Physical Securities into Book Entry Form

    As per Section 72 of the Companies Act, 2017 every listed company is required to replace its physical shares with book entry form in a manner as may be specified and from the date

    notified by the Commission, within a period not exceeding four years from the commencement of the Act, i.e., May 30, 2017. Further, vide its letter dated March 26, 2021, SECP has directed all the listed companies to pursue its shareholder for conversion of their physical securities into book entry form.

    In light of the aforementioned directives, the Shareholders having physical shareholding are encouraged to open CDC account with CDS participant / CDC Investor Account Services

    and convert their existing physical securities into book entry form.

14. Unclaimed and Unpaid Dividend / Shares

    Notice is hereby given to the shareholders of the Company that, in accordance with the provisions of Section 244 of the Companies Act, 2017, those shareholders who have not yet received or claimed their dividend(s) for previous

    years are requested to contact the Company or its Shares Registrar at their earliest convenience.

    The details of unclaimed and unpaid dividends have been uploaded on the Company's website: https://www.ffc.com.pk/ investor-relations/ for the information of the concerned shareholders.

15. Copies of the Memorandum and Articles of Association of the Company; Statement of Material Facts Under Section 134(3) of the Companies Act, 2017 in respect of the material facts of the special business and any other information relevant to the special business in respect of the Company shall be available upon request, and for inspection, by any person entitled to attend the AGM from the registered office of the Company, located at 156-The Mall, Rawalpindi, Pakistan, free of cost during normal office hours,

from the date of this notice till the conclusion of the AGM. The said information shall also be placed for inspection of members of the Company during the AGM.

INFORMATION ABOUT SCRUTINIZER

With reference to the Regulations 4(4) and 11 of the Companies (Postal Ballot) Regulations, 2018, below is the information regarding the Scrutinizer for the purpose of upcoming Annual General Meeting (AGM) of Fauji Fertilizer Company Limited (the Company) to be held on March 16, 2026:

STATEMENT OF MATERIAL FACTS UNDER SECTION 134(3) OF THE COMPANIES ACT, 2017

This statement is annexed as an integral part of notice of annual general meeting of shareholders of Fauji Fertilizer Company Limited ("Company") to be held on March 16, 2026, at 1100 hours. at Rawalpindi; and sets out material facts concerning special business to be transacted at the meeting.

Agenda: Investment in an associated company, PIA Equity Limited, to be passed as Special Resolution.

The Company seeks the approval from its shareholders for investments in its associated company, PIA Equity Limited ("PIAEL"), through passing of the special resolutions (with or without modification(s)) provided in the agenda of the AGM Notice, in accordance with Section 199 of the Companies Act, 2017.

Background of the Investment

The Board of Directors of the Company (the "Board") at its meeting held on December 24, 2025 gave its approval and authorized the Company to join the AHCL Consortium comprising of (i) Arif Habib Corporation Ltd, (ii) Fatima Fertilizer Company Limited, (iii) AKD Group Holdings (Private) Limited, (iv) The Lake City Holdings (Private) Limited, and (v) City Schools (Private) Limited (collectively, the "Consortium"), which had been declared as the successful bidder in the privatization bid

for PIACL. In accordance with the transaction documents in relation to the privatization and sale of PIACL (the "Transaction Documents"), the Consortium incorporated PIA Equity Limited ("PIAEL"), a special purpose vehicle, which will acquire and subscribe to the shares of PIACL. The Consortium members are shareholders / members of PIAEL.

The Privatization Commission has given its in-principle approval by way of its letter, reference No. I&T/PC/PIA/2013-01 dated January 8, 2026, for inclusion of the Company in the Consortium (and as a shareholder in PIAEL), and in accordance with the Transaction Documents, the Company has made an initial investment of PKR 1,699,500,000 against which amount PIAEL will issue shares to the Company, representing around 34% of the issued and paid-up capital of PIAEL.

PIAEL is therefore, an associated company of the Company and any further investment in PIAEL requires shareholder approval by way of special resolution under the provisions of the Companies Act, 2017 read with attendant regulations.

The Company believes that given PIA's strategic positioning and status as national airline, under private ownership, PIACL can be repositioned as a regionally competitive and profitable airline. The proposed investment will support PIACL in improvements across fleet optimization, network planning, service quality, operational and safety standards, and broader organizational

and commercial capabilities. The Consortium's equity participation and oversight are expected to provide the structure and discipline required to implement these initiatives in a phased and sustainable manner, with the objective of creating long-term value for all stakeholders.

The Board of Directors of the Company has certified that the investment is being made after necessary due diligence of the proposed investment in PIAEL and has recommended that the shareholders of the Company pass the resolutions to permit the said investments.

The Board undertakes that they have carried out necessary due diligence for the proposed investments, which due diligence report is available for inspection at the registered office of the Company.

There are no common directors on the boards of PIAEL and the Company to the date of this Notice.

The information required to be annexed to the Notice in accordance with the Companies (Investment in Associated Companies or Associated Undertakings) Regulations, 2017 (the "Regulations") is set out below:

The resolutions required for the above purpose are set forth in the notice convening the AGM which shall be proposed and passed as Special Resolutions.

A copy of the Memorandum and Articles of Association has been kept at the registered office of the Company and may be inspected during business hours on any working day from the date of publication of this notice till the conclusion of the general meeting.

The Directors are not interested, directly or indirectly, in the above special businesses, other than as Directors and shareholders of the Company.

FAUJI FERTILIZER COMPANY LIMITED

156-The Mall, Rawalpindi

Phone No 051-111-332-111 Fax No 051-8458831

Email: investor.relations@ffc.com.pk; Website: https://www.ffc.com.pk

BALLOT PAPER FOR VOTING THROUGH POST

For voting through post for the Special Business at the Annual General Meeting of Fauji Fertilizer Company Limited (FFC) to be held on March 16, 2026 at 1100 Hours at 156-The Mall, Rawalpindi.

Email address to the Chairman with duly filled ballot paper may be sent at designated email: general.meetings@ffc.com.pk

SPECIAL RESOLUTION

"RESOLVED THAT the Company be and is hereby authorized, in accordance with Section 199 of the Companies Act, 2017 and other applicable laws, to make investments in its associated company, PIA Equity Limited ("PIAEL"), from time to time and at any time up until the second anniversary of the date hereof ("Investment Period"), by way of acquisition and/or subscription

of ordinary voting shares of PIAEL ("Shares"), to the extent of such number of Shares as would allow the Company to hold not less than 33.99% shareholding in PIAEL, for an aggregate purchase price not exceeding PKR 67 Billion (Pak Rupees Sixty Seven Billion), broadly as per the terms stipulated in the statement accompanying this Notice;

FURTHER RESOLVED THAT the aforementioned investment in PIAEL be made in accordance with the terms of the share purchase and subscription agreement and the shareholders agreement executed between, inter alios, PIAEL, the Government of Pakistan, the Privatization Commission, PIA Holding Company Limited and PIACL (the "Transaction Documents"), AND the shareholders agreement to be entered into between the Company, PIAEL and the existing shareholders of PIAEL ("PIAEL SHA");

FURTHER RESOLVED THAT the Company be and is hereby authorized, in accordance with Section 199 of the Companies Act, 2017, to make investments in PIAEL, from time to time and at any time during the Investment Period, by way of sponsor

support arrangements, including standby letters of credit, guarantees, share pledges, and other forms of security interest over the assets of the Company, as deemed necessary pursuant to the terms of the Transaction Documents and the PIAEL SHA, as determined by the authorized representatives of the Company, in the aggregate investment amount of up to PKR 11 Billion (Pak Rupees Eleven Billion), broadly as per the terms stipulated in the statement accompanying this Notice.

FURTHER RESOLVED THAT the aforementioned investments be made subject to written approval being granted by the Privatization Commission for the designation of the Company as a 'Nominated Person' in accordance with the Transaction Documents;

FURTHER RESOLVED THAT the Chief Executive Officer, Chief Financial Officer and Company Secretary, or any person(s) authorized by any of them, be and are hereby severally authorized and empowered to take any and all necessary steps and actions for implementing the aforementioned resolutions, make the requisite investments from time to time, do all such acts, deeds and things, and to negotiate, execute and deliver all such deeds, agreements, accession agreements, declarations, undertakings, and instruments, including any ancillary document(s) thereto, or provide any such documentation for and on

behalf and in the name of the Company, fulfilling regulatory requirements, in each case, as may be necessary or required or deemed fit, for or in connection with or incidental to the proposed investments including, without limiting the generality of the foregoing, the negotiation and finalization of the terms and conditions relating to such investments and entering into arrangements with other shareholders."

FURTHERMORE,

RESOLVED THAT the Chairman of Board of Directors of Fauji Fertilizer Company Limited (FFC) be and is hereby authorized to nominate at least three (03) candidates, or such other number as the Chairman deems appropriate, for the position of nominee Directors on the Board of Directors of PIA Equity Limited ("PIAEL").

FURTHER RESOLVED THAT the Chairman be and is hereby authorized to nominate any person to replace any nominee director on the Board of Directors of PIAEL who vacates their seat, for any reason whatsoever, during their term of office, thereby creating a casual vacancy on the Board of PIAEL.

FURTHER RESOLVED THAT the Company Secretary be and is hereby authorized to provide a certified true copy / extract of these resolutions to whomever it may concern.

Instructions for Poll

1. Please indicate your vote by ticking (√) the relevant box.

2. In case if both the boxes are marked as (√) your poll shall be treated as "Rejected".

I / We hereby exercise my / our vote in respect of above-mentioned special resolutions through postal ballot by conveying my / our assent or dissent to the said resolutions by placing tick (√) mark in the appropriate box below: -

Signature of shareholder(s) / Proxy holder

(In case of corporate entity, please affix Company stamp) Place:

Date:

NOTES

1. Duly filled Postal Ballot Form should be sent to Chairman at Fauji Fertilizer Company Limited, 156 The Mall, Rawalpindi Pakistan through email at general.meetings@ffc.com.pk by or before 1700 hours on March 15, 2026

2. Copy of CNIC /Passport (in case of foreigner) should be enclosed with the Postal Ballot Form

3. Postal Ballot Forms should reach chairman of the meeting till 1700 hours on March 13, 2026. Any Postal Ballot Form received after this date, will not be considered for voting.

4. Signature on Postal Ballot Form should match with signature on CNIC / Passport.

5. Incomplete, unsigned, incorrect, defaced, torn, mutilated, over written Ballot Form will be rejected.

6. In case of representative of a body corporate, corporation or Federal Government the Ballot Form must be accompanied by a copy of the CNIC of an authorized person, an attested copy of Board Resolution, Power of Attorney, Authorization Letter etc., in accordance with Section(s) 138 or 139 of the Companies Act, 2017 as applicable. In case of foreign body corporate etc., all documents must be attested by the Counsel General of Pakistan having Jurisdiction over the member. Ballot Paper Form has also been placed on the website of the company at https://www.ffc.com.pk.

48th Annual General Meeting

I/We of

being a member(s) of Fauji Fertilizer Company Limited hold ordinary Shares hereby appoint of or failing him of as my/our proxy in my/our absence to attend and vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held on March 16, 2026 and/or any adjournment thereof.

As witness my/our hand/seal this day of 2026.

Signed by in the presence of

IMPORTANT:

1. This Proxy Form, duly completed and signed, must be received at the Registered Office of the Company, 156-The Mall, Rawalpindi not less than 48 hours before the time of holding the meeting.

2. If a member appoints more than one proxy and more than one instruments of proxies are deposited by a member with the Company, all such instruments of proxies shall be rendered invalid.

3. For CDC Account Holders/Corporate Entities

   In addition to the above the following requirements have to be met.

   1. Attested copies of CNIC or the passport of the beneficial owners and the proxy shall be provided with the proxy form.

   2. The proxy shall produce his original CNIC or original passport at the time of the meeting.

   3. 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 along with proxy form to the Company).

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