Gatron
The General Manager
Pakistan Stock Exchange Limited Stock Exchange Building
Stock Exchange Road Karachi.
Dear Sir,
BY HAND/PUCAR
DISCLOSURE OF I'4ATERIALINFORHATION
January28,2026
In accordance with Section 96 and 131 of the Securities Act, 2015 and Rule 5.6.1(a)(ii) of the Pakistan Stock Exchange Rule Book, we hereby convey the following information:
The Bond of Directors of Gatron (Industries) Limited on January 28, 2026 have resolved to authorize the Company to enter into a Scheme of Arrangements ("Scheme") with NovaFrontiers Limited ("NFL") and Ghani &Tayub(Private) Limited ("G&T"), subject to the necessary approval by the Honorable High Court of Balochistan at Quetta and the Shareholders of the respective companies.
Under the proposed Scheme:
NFL willcancelthe shares held by the certain categories of sharehoders (colectivety referred to as the"Outgoing Shareholders"), resulting in a corresponding reduction in NFL's share capital. As consideration for the aforesaid, the 29.33% shareholding of Gatron, currently held by NFL will be cancelled upto the ratio determined through valuation and new shares of Gatron will be issued to the Outgoing Shareholders/Beneficial Owners of Outgoing Shareholders of NFL in lieu of cancellation of their shareholding in NFL on the basis of SWAP ratio to be determine by the Professional Valuer.
NFL will cancel 2.98% shareholding (comprising 3,240,774 shares) currently held by the G&T, and will issue new shares of the Company directly to the shareholders of G&T.
A disclosure Form under Section 96 and 131 of the Securities Act, 2015 is attached herewith.
Thanking you,
Yours faithfully,
For Gatron (Industries) Limited
Encl: as above
Cc: The Director/HOD
Listed Companies Department, Supervision Division Securities and Exchange Commission of Pakistan NIC Building, 63 Jinnah Avenue, Blue Area, Islamabad
Catron t!«dustries) Limited https://www.gatron.com
0 92 21-35659500-09
Liason Office
e
Ground floor, G & T Tower,
#18 Beaumont Road, Civil Lines-1O, Karachi-7553o, Pakistan
Registered Officee
Room No.32, 1st Floor,
Ahmed Complex, 3innah Road, Quetta - Pakistan
Plant
Plot No. 441/49-M2, Sector 'M', H.I.T.E.,
Main R.C.D. Hig hway, Hub Chowki,
Distt. Lasbela, Balochistan, Pakistan
Gotron
DISCLOSURE FORfi'1 In Terms of Section 96 and 131 of the Securities Act, 2015Name of Company (as specified in its Memorandum
Date of Report
Address of the Company's Registered Office
Contact Information
Gatron (Industries) Limited
)anuary28.2026
Room No.32, First Floor, Ahmed Complex Jinnah Road, Quetta
Mr. Shameer Haroon Company Secretary
Discosure of price sensitive/inside information by Listed Company:In accordance with Section 96 and 131 of the Securities Act, 2015 and Rule 5.6.1(a)(ii) of the Pakistan Stock Exchange Rule Book, we hereby convey the following information:
The Board of Directors of Gatron (Industries) Limited on January 28, 2026 have resolved to authorize the Company to enter into a Scheme of Arrangements ("Scheme") with Nova Frontiers Limited ("NFL") and Ghani & Tayub(Private) Limited ("G&T"), subject to the necessary approval by the Honorable High Court of Balochistan at Quetta and the Shareholders of the respective companies.
Under the proposed Scheme:
NFL willcancelthe shares held by the certain categories of shareholders (collectively referred to as the"Outgoing Shareholders"), resulting in a corresponding reduction in NFL's share capital. As consideration for the aforesaid, the 29.33% shareholding of Gatron, currently held by NFL will be cancelled upto the ratio determined through valuation and new shares of Gatron will be issued to the Outgoing Shareholders/Beneficial Owners of Outgoing Shareholders of NFL in lieu of cancellation of their shareholding in NFL on the basis of SWAP ratio to be determine by the Professional Valuer.
NFL will cancel 2.98% shareholding (comprising 3,240,774 shares) currently held by the G&T, and will issue new shares of the Company directly to the shareholders of G&T.
Shameer Haroon Company Secretary
January28,2026
catron tlndustrtes) Limited @ Liason Office
Ground floor, G & T Tower,
https://www.gatron.com 18 Beaumont Road, Civil Lines-1O,
Karachi-755ZoP, akistan
Registered Office Room No.32,1st Floor,
e
Ahmed Complex, Jinnah Road, Quetta - Pakistan
Plant
e
Plot No. M1/49-M2, Sector 'M', H.I.T.E Main R.C.D. Highway, Hub Chowki, Distt. Lasbela, Balochistan, Pakistan
0 -92 21-ZS659soo-os