Notice is hereby given that the 21st Annual General Meeting of HUM Network Limited will be held on Monday, October 27, 2025 at 3:00 p.m. at Ground Floor, BRR Tower, Hassan Ali Street, Off. I.I. Chundrigar Road, Karachi as well as through video conference facility to transact the following businesses: -
ORDINARY BUSINESS:
To confirm the minutes of the 20th Annual General Meeting held on October 28, 2024.
To receive, consider and adopt Annual Audited Financial Statements of the Company together with the Directors' and Auditors' Reports thereon and Chairman's Review Report for the year ended June 30, 2025 together with the Audited Consolidated Financial Statements of the Company and the Auditors' Report thereon for the year ended June 30, 2025.
The Annual Report of the Company for the year ended June 30, 2025 has been placed on the Company's website, which can be assessed from the below link and QR code:
https://http://www.humnetwork.tv/annual_financial_reports.html
To appoint Auditors of the Company for the financial year ending June 30, 2026 and to fix their remuneration. The Board of Directors, on the recommendation of Audit Committee of the Company, has proposed the name of retiring auditors M/s. EYFord Rhodes, Chartered Accountants, for their appointment as external auditors for the year ending June 30, 2026.
ANY OTHER BUSINESS:
To transact any other business with the permission of the chair.
By Order of the Board Sd/-
Dated: October 06, 2025 Mohsin Naeem
Place: Karachi Company Secretary
Notes:
Notice of Book Closure:
The Share Transfer Books of the Company will remain closed from October 20, 2025to October 27,2025 (both days inclusive). Transfer received in order by our Share Registrar, M/s. F.D. Registrar Services (SMC-Pvt.) Ltd. 17th Floor, Saima Trade Tower-A,
I.I. Chundrigar Road Karachi-74000 at the close of business on October 19, 2025 will be considered in time for any entitlement, as recommended by the Board of Directors and for the purpose of attending the AGM.
Participation in AGM Through Electronic Means
To ensure maximum participation in AGM, the Company has made arrangements for video-link facility to members who wish to attend the AGM through electronic means.
To attend the AGM through video-link, Members are requested to register their following particulars by sending an email at mohsin.naeem@hum.tv with subject 'Video-LinkRegistration for HUM AGM scheduled on October 27, 2025', along with valid copy of CNIC (both sides) or passport as may be applicable.
|
The Video link and login credentials will be shared with the Members whose email, containing all the required particulars as mentioned above, are received at the given email address before the close of business hours i.e., 05:00 p.m. on October 25, 2025.
For any queries, the Members may please contact at the aforesaid email.
Appointment of Proxies and Attending AGM:
A member eligible to attend, speak and vote at the Meeting may appoint another member as his/her proxy to attend, and vote instead of him/her.
A blank instrument of proxy applicable for the meeting is being provided with the notice sent to members. Further copies of the
instrument of proxy may be obtained from the registered office of the Company during normal office hours or can be downloaded from the Company's website.
A duly completed instrument of proxy and the power of attorney or other authority (if any), under which it is signed or a notarized certified copy of such power or authority must, to be valid, be deposited at the registered office not less than 48 working day hours before the time of the meeting. Attested copies of valid CNIC or the passport of the member and the Proxy shall be furnished with the Proxy Form.
In case of corporate entity, the Board of Directors' Resolution / Power of Attorney with specimen signature shall be submitted with proxy form.
The owners of the physical shares and the shares registered in the name of Central Depository Company of Pakistan Ltd.
(CDC) and / or their proxies are required to produce their original Computerized National Identity Card (CNIC) or Passport (in vi) case of foreign nationals) for identification purpose at the time of attending the meeting.
CDC account holders will further have to follow the under mentioned guidelines as laid down in Circular No. 1, dated January
26, 2000 issued by the Securities & Exchange Commission of Pakistan.
For Attending the Meeting: For Appointing Proxies:
In case of individuals, the account holder or sub-account holder In case of individuals, the account holder or sub-account holder and/ or the person whose securities are in group account and and / or the person whose securities are in group account, and their registration details are uploaded as per the Regulations, their registration details are uploaded as per the Regulations, shall authenticate his identity by showing his original shall submit the proxy form as per the above requirements.
Computerized National Identity Card (CNIC), or original passport
at the time of attending the meeting. The proxy form shall be witnessed by two persons whose names, addresses and CNIC numbers shall be mentioned on the form.
In case of corporate entity, the Board of Directors' resolution/
power of attorney with specimen signature of the nominee shall Attested copies of CNIC or the passport of the beneficial owners be produced (unless it has been provided earlier) the time of the and the proxy shall be furnished with the proxy form.
meeting.
The proxy shall produce his original CNIC or original passport at the time of meeting.
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.
vii) In case of attending meeting by proxy through electronic means i.e., video-link facility, Cell Number and Email Id of proxy, shall be provided on the duly signed proxy form.
Video-Conferencing Facility for attending AGM
If members holding ten percent of the total paid up capital,are resident in any other city, the company shall provide the facility of video-conferencing to such members for attending annual general meeting of the company, if so, required by such members in writing to the company at least seven days (7) before the date of the meeting.
The Company will intimate members regarding venue of conference facility at least 5 days before the date of general meeting along with complete information necessary to enable them to access such facility.
Consent for Video-Conferencing Facility
I/We, of , being a member of Hum Network Limited, holder of
ordinary share (s) as per Register Folio/CDC Account No hereby opt for video conference facility at , for participation at the Annual General Meeting to be held on October 27, 2025or any adjournment thereof
Signature of member(s) Date:
Change in Members Addresses:
Members are requested to notify any changes in their addresses immediately to the Share Registrar M/s. F.D. Registrar Services (SMC-Pvt.) Ltd. 17th Floor, Saima Trade Tower-A, I.I. Chundrigar Road Karachi-74000.
Annual Report 2025 and Notice of AGM
The Annual Report 2025along with notice of AGM is being sent to the members who have provided their email addresses as per SRO 452(I)/2025 issued by the SECP. Shareholders are encouraged to send/update their email address with the Company's Share Registrar, M/s F.D. Registrar Services (SMC-Pvt.) Ltd.
The Company will provide a hard copy of the Annual Report to any member, within 7 days after the receipt of request by Company under Section 235 of the Companies Act, 2017.
E-Dividend Mandate (Mandatory)
Under section 242 of Companies Act, 2017 ("Act"), every listed company is required to pay dividend, if any, to their members compulsorily through electronic mode by directly crediting the same in their bank account provided by them. In terms of SRO No. 1145(I)/2017 dated 06 November 2017.It is mandatory for the shareholders to provide their bank account details to receive their cash dividend directly into their bank accounts, failing which the company shall be bound to withhold dividend of those members who do not provide their bank details.
All members are required to provide to the Company's Share Registrar, particulars relating to name, folio number, bank account number (24-digit IBAN), title of account, complete mailing address of the bank. CDC account holders should submit their request directly to their broker (participant)/CDC. A Form is available at the Registered Office of the Company and the same are also placed on the Company's website.
Unclaimed Dividend / Shares
Pursuant to Section 244 of the Companies Act, 2017, any shares issued or dividend declared by the company, which remain unclaimed or unpaid for a period of three years from the date it became due and payable shall vest with the Federal Government after compliance of procedures prescribed under the Companies Act, 2017.
All valued members of the Company, who by any reason, could not claim their dividend/shares, if any, are requested to contact Company's Share Registrar, to file their claims with Company's Share Registrar for any unclaimed dividend or shares outstanding in their name.
In compliance with Section 244 of the Companies Act, 2017, after having completed the stipulated procedure, all such dividend outstanding for a period of 3 years or more from the date due and payable shall be deposited to the Federal Government in case of unclaimed dividend and in case of shares, shall be delivered to the SECP.
Conversion of physical shares into book-entry form
Pursuant to Section 72 of the Companies Act, 2017 every existing company shall be 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.
The shareholders having physical shares are encouraged to convert their physical shares into book-entry form by depositing shares into Central Depository Company Pakistan Limited by opening CDC sub-account with any broker or investor accounts directly with CDC.
Deduction of Income Tax Under Section 150 of the Income Tax Ordinance, 2001
For cash dividend, the rates of deduction of income tax, under section 150 of the Income Tax Ordinance, 2001 are as follows:
In case of joint account, each holder is to be treated individually as either a filer or non-filer and tax willbe deducted on the basis of shareholding of each joint holder as may be notified by the shareholder,in writing to the Company / Share Registrar. If no notification is received, each joint holder shall beassumed to have an equal number of shares.
The CNIC number / NTN detail is now mandatory and is required for checking the tax status as per theActive Taxpayers List (ATL) issued by the Federal Board of Revenue (FBR) from time to time.
Exemption From Deduction of Income Tax /Zakat
Members seeking exemption from deduction of income tax or are eligible for deduction at a reduced rate are requested to submit a valid tax withholding exemption certificate or necessary documentary evidence for this purpose. Members desiring non-deduction of zakat are also requested to submit a valid declaration for non-deduction of zakat. CDC account holders are requested to submit their declaration for non-deduction of zakat to the relevant member stock exchange or to CDC if maintaining CDC investor account.
Prohibition on Grant of Gifts to Shareholders
In compliance with section 185 of the Companies Act, 2017 and SRO 452(I)/2025 dated March 17, 2025 issued by SECP, it is hereby notified that no gifts in any form or manner, shall be distributed to shareholders at the Annual General Meeting.
|
