First Capital Equities Ltd.PSX: FCEL

Notice of Extraordinary General Meeting

· Issued by First Capital Equities Ltd.




First

i Capital

Equities

Limited



REGISTERED OFFICE:

FIRST CAPITAL HOUSE

96-B/1, Lower Ground Floor,

M.M. Alam Road, Gulberg-III, Lahore. Tel: +92-42-35778217-8

FIRST CAPITAL EQUITIES LIMITED NOTICE OF EXTRAORDINARY GENERAL MEETING



Notice is hereby given that an Extraordinary General Meeting

of the Shareholders of First Capital

Equities Limited ("the Company") will be held on Tuesday, 30 December 2025 at 11:00 a.m. at the Registered Office of the Company, rirst Capital House, 96-B/1, Lower GroUFld FIOor, M.M.Alam Road,

Gulberg-III, Lahore, to transact the following business:

Ordinary Business

  1. To approve the minutes of Annual General Meeting held on 28 October 2025;

    2 To elect 07 (seven) Directors as fixed by the Board of Directors in pursuant to section 159 of the

    Companies Act, 2017, for the term of next three years commencing from 31 FOllowing are the retiring Directors:

    December 2025.

    1. Ms. Shabana Atta

      1. Mr. Asad Yar Khan

        S. Mr. Muhammad Jamil

        7. Mr. Mohsin lqbal

    2. Mr. Saeed lqbal

    4. Malik Safeer Raza Awan

    6. Mr. Muhammad Aslam Bhatti

    It may be noted that no gift will be distributed in the general meeting. Shareholders are advised to take note of meeting etiquettes as prescribed in the Guidelines for professional conduct in General Meetings issued by SECP.



    By order leotard

    Lahore

    08 December 2025 Notes:-

    Shahzad Jawah r Company Secretary

    1. The Members Register will remain closed from 23 December 2025 to 30 December 2025 (both

      days inclusive). Tiansfers received at Corplink

      (Pvt.) Limited, Wings Arcade, 1-K, Commercial

      Model Town, Lahore, the Registrar and Shares Transfer Office of the Company, by the close of business on 22 December, 2025 will be treated in time for the purpose of Extraordinary General Meeting.

      1. A member entitled to attend and vote may appoint another member as his/her proxy to attend and vote instead of him/her.



      2. An individual beneficial owner of shares from CDC must bring his/her original CNIC or Passport, Account, and Participant's I.D. numbers to prove his/her identity, A representative of corporate members from CDC, must bring the Board of Directors' Resolution and/or Power of Attorney and the specimen signature of the nominee.

    Election of Directors

    Any member who seeks to contest the election to the office of Directors shall, whether he is retiring Director or otherwise, file with the Company's Registered Office, First Capital House, 96-B/1, Lower Ground Floor, M.M. Alam Road, Gulberg-III, Lahore, not later than 14 days before the date of the meeting at which elections are to be held, a notice of his intention to offer himself for eleGtion as a Director. Declaration in accordance with the Listing Regulations, detailed profile, attested copy of CNIC and NTN certificate, consent on Appendix to Form-9 to act as Director under section 167 of the Companies Act, 2017 is also

    to be filed. Undertaking by Independent Director on non-Judicial stamp paper that he/she meet the requirement of sub-regulation (1) of Regulation 04 of the Companies (Manner & Selection of Independent Directors) Regulations, 2018.

    In terms of Regulation 7A of the Listed Companies (Code of Corporate Governance) Regulations, 2019, the election will be held in the separate categories for number of seats

    specified on aforesaid Regulations.

    All notices of contesting election in each category received by the company shall be transmitted to all members not later than seven days before the meeting in the same manner in which notice of meeting is circulated under the act and such notice shall be published at least in one issue each of daily newspaper having nationwide circulation in English and Urdu languages.

    Pursuat to Companies (Postal Ballot) Regulations, 2018, for the purpose of election of directors subject to the requirements of Section 143 and 144 of the Companies Act, 2017, members will be allowed to exercise their right of vote through postal ballot, that is voting by Post or E-Voting, in accordance with the requirements and procedure contained in the aforesaid Regulations.

  2. Online participation in the Extraordinary General Meeting

    Further, in compliance with Circular 04, of 2021 dated 15.02.2021, For online participation in

    the EOGM the shareholders of the Company can opt to attend the meeting through

    VideoA/Vebex/Zoom or other electronic means. The shareholders whose names appear in

    the Books of the Company by the close of business on 22 December 2025 and who are

    interested to attend meeting through Video Link/Zoom are hereby requested to get

    themselves, registered with the Company Secretary Office by providing the following details

    at least 48 hours before the meeting;

    Email; jawahar@pacepakistan.com , sajjadahmad@pacepakistan.com, WhatsApp Number 0302-8440935, 0303-4444800

    Shareholders are requested to fill the particulars as per the blow table:



    Name of CNIC No. Folio No. /

    Shareholder CDI

    Account No.

    No. of

    Shares held



    Cell No.

    Email address



    Upon receipt of the above information from interested shareholders, the Company will send the login details / password at their email addresses. On the meeting day, shareholders will be able to login and participate in the meeting's proceedings through their smartphones or computer devices from any convenientlocation.

    r •'sha eholders/proxyholders are

    requested to

    provide active email

    addresses and mobile

    phone number. The notice will be issued to all the members through email as well in terms of

    requirements of SRO.452(1)2025.

    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 verificatioFl of the shareholders.

    1. Shareholders may send their comments and suggestions relating to the agenda items Of

      the EOGM to jawahar @pacepakistan.comp; latest by 29 December 2025 tlil 11;00 a.m

      at above-given address or WhatsApp, # 0802-8440935,0303-4444800, . Shareholders are

      required to mention their full name, CNIC No and Folio No. for this purpose.

      e their

    2. Shareholders will be encouraged to participate in attendance and participation through proxies.

  3. E-Voting I Postal ballot

    the EOGM to consolidat

    All the members have to exercise their

    right through poll/postal ballot in

    terms of

    SRO.45t(1)2025 dated March 13, 2025. For convenience of the members, Ballot Paper is

    annexed to this notice and the same is

    https://pacepakistan.com/ to download.

    Procedure for e-Voting

    also available on the Company's

    website

    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 available in the register of members of the Company by the close of business on 22 December 2025.

    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 from the web portal of Corplink (Pvt.) Limited (being the e-voting service provider).

    3. Identity of the Members intending to

      cast vote through E-Voting shall be

      authenticated through electronic signature or authentication for login.

      subsequently.

    4. Members shall cast vote online at any time from 26 December 2025, 9:00 a.m. to 29 December 2025. Voting shall close on 29 December 2025, at 5:00 p.m. Once the vote on the resolution is cast by a Member, he/she shall not be allowed to change it

Procedure for voting through postal ballot paper

The 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 through post on the Company's address

at First Ca pital House, 96-B-1,

I/.M. Alam Road, Gulberg-III Lahore.

or email at

jawahar@pacepakistan or

sajjadahmad@pacepakistan.com;

one day before the day

Oll,

.com

hours. The signature on the ballot paper shall match With the si P

during working

Appointment of Scrutinizer

Mls Malik Haroon Ahmad a co.

Chartered

Accountants

gnature on CNIC.

has been

scrutinizer in terms of Regulation 1 1 of the POstal Ballot Regulations

  1. Conversion of physical shares into the Book-Entry g

appointed as

As per Section 72 of the Companies Act, 2017 every

existing

listed company shall be

required to replace its

physical shares with book-ent / form

in a manner as may be

specified and from the date notified by the

@ MiSsion, within a period not exceeding four

years from the COmmencement of the Act, i.e., May 30, z017.

The Shareholders

having

physical sharehOlding

are

encouraged to open CDC sub -



account

with any of the

brokers or

Investor

directly with CDC to place their

physical shares into scrip less form.



. Change ot Address

  1. Members having physical shareholding are requested to notify changes in address immediately, if any, in their registered addresses to our Share Registrar, Corplink l*'•t. Limited, Wings Arcade, 1-K, Commercial Model Town, Lahore.

  2. IU Gase shares are held in CDC then the request notifying the change in address must be submitted directly to broken/participant/CDC Investor Account Services.

  1. Submission of Copy of CNIC

    1. Individual members having physical shareholding and who have not yet submitted photocopy of their vatid CNIC are requested to send notarized copy of their valid CNIC immediately to our Share Registrar, Corplink (Pvt.) Limited, Wings Arcade, 1-K, Commercial Model Town, Lahore.

    2. In case shares are held in CDC then the request to update CNIC must be submitted directly to broker/participant/CDC Investor Account Services.

  2. PrOXg

    1. The instrument appointing a proxy and the power of attorney or other authority under w'hich it is signed or a attested copy of power of attorney must be deposited at the Registered Office of the Company situated at First Capital House, 96-B-1, M.M. Alam Road, Gulberg-III Lahore at least 48 hours before the time of the meeting.

    2. For appointing proxies, the shareholders will further have to follow the under mentioned guidelines:

      1. In case of individuals having physical shareholding or 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 CDC Regulations, shall submit the proxy form accordingly.

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

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

      4. 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.

STATEMENT OF MATERIAL FACTS U/S 166(3) OF THE COMPANIES ACT, 2017

Pursuant to Section 166 (3) of the Companies Act, 2017, Independent Directors will be elected

thfOUQh the process of election of directors in terms of Section

159 of the Companies Act,

2017.Independent Oirectors shall meet the criteria laid down under Section 166 (2) of the said Act.

The following additional documents are to be submitted by the candidates intending to contest election of directors as an Independent Director:

(1) Declaration under regulation 6(3) of

Governance Regulations, 2019;

the Listed Companies Code of Corporate

(2 Undertaking on non-judicial stamp paper that he / she meets the requirements of sub-

regulation (1) of the Regulation 4 of the Companies (Manner Independent Directors) Regulations, 2018;

and Selection of

(3) No Directors have direct or indirect interest in the above said business other than as

shareholders of the Company and that they are eligible to directorship.

contest the election for



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FtEL



Folio No.lCDC A/c No.:

Shares Held:

The Company Secretary First Capial Equities Llmied First Capital House

9C-B/1, M.M. Alam Road

Gu1betg-111

Laho e

IMe _ _

S/o D/o w/o

CNIC

being the member(s) of First Capital

Equities Limited hereby appoint Mr,/Mrs./Ms.I

" S/o D/o W/o

CNIC

or failing "" i h Mr. / Mrs.

Miss

S/o. D/o. W/o.

CNIC

as my/our proxy to vota for me/us and on my/our behalf at the Extraordinary Annual General meeing of the Company o be hed on 30 December 2025 at 11:00 a.m. and at any adjournment thereof.

Signed under my/our hands on this day of , 2025

Affix Revenue Stamp of

Rupees Fifty

Signature of member

(Signature should agree wih the specimen signature regislered with the Company)

Signed in the presence of:

Signature of Vfitness 1

Signature of Witness 2

Notes

  1. A member eigibIe to atend and vote at the meeting may appoint another member as proxy to attend and vote in the meeting. Proxies in order to be effective must be received by the company at lhe Registered Office not later than 46 hours before he tims for holding the meeting.

  2. tn order to be valid, an instrument of proxy and the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such powe‹ of attorney, must be deposited at the Registered Office of the Company, First Capital House, 96-B/1, Lower Ground Floor, M.M. Alam Road, Gulberg-III, Lahore, not less than 48 hours before the time of the meeting.

    1. individual beneficial owners of CDC entitled to atend and vote at the meeting must bring his/her participant IO and account/sub-accounntumber along with original CNIC or passport to authenticate his/her identity. In case of Corporate entity, resoluion ol the Board of Directors/Power of attorney with specimen of nominees shall be produced (unless provided earllar) at lhe time of meeting.

    2. b) For appointing of proxies, the Individual baneflcia1 ownets of CDC shall submit the proxy fofm as per above requirement along with participant ID and account/sub-account number together with attested copy of their CNIC or Passport. The proxy form shall be witnessed by two witnesses with their names, addresses and CNIC numbers. The proxy shall produce his/her original CNIC or Passport at the t'ime ol meeting. In case of corporate enllly, resolution of the Board of Directors/Powef of attorney along with specimen signatures shall be submitted (unless submitted earlier) along wih the proxy form.



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