KHALID SIRAJ TEXTILE MILLS LIMITED
135-UPPER MALL, LAHORE
Tel: +92-42-35761706-07, Fax: +92-42-35761708
Email:kstmlspinning@outlook.com Website:www.kstml.com.pk
Notice of Extraordinary General Meeting
Notice is hereby given that an Extraordinary General Meeting of the shareholders of Khalid Siraj Textile Mills Ltd. will be held at 135-Upper Mall, Lahore on Monday, April 14, 2025 at 10:00 a.m. to transact the following business:-
1. To confirm the minutes of the last Annual General Meeting held on January 31, 2025.
2. To elect seven (7) Directors of the Company as fixed by the Board in their meeting held on March 21, 2025, in
accordance with the provisions of Section 159(1) of the Companies Act, 2017.
The followings are the retiring directors who are eligible to offer themselves for re-election:
1. Mian Iqbal Barkat
2. Mian Hassan Barkat
3. Mrs. Abida Iqbal
4. Mrs. Rafia Hassan
5. Mr. Abul Razzaq Khan
6. Mr. Muhammad Umair Younas Lone
7. Mr. Muhammad Musaddaq
3. To transact any other business with the permission of the Chair.
Statement U/s 166(3) of the Companies Act, 2017 for the purposes of independent director is being circulated to the shareholders along with this notice.
By order of the Board | |
Lahore | Haji Tariq Samad |
March 24, 2025 | Company Secretary |
Notes: |
1. The Share Transfer Books of the Company will remain closed from April 7, 2025 to April 14, 2025 (both days inclusive). Transfers received at the Company's Share Registrar, M/s. Corplink (Pvt.) Limited, Wing Arcade 1-K Commercial Model Town, Lahore, at the close of business on April 12, 2025 will be treated in time for the purpose to attend and vote at the EOGM.
2. Any person who seeks to contest the election to the office of director shall, whether he/she is retiring director or otherwise, file the following with the Company Secretary at the Registered Office of the Company not later than 14 days before the day of the above said meeting:-
(i) Notice of his/her intention to offer himself/herself for election of directors in terms of Section 159(3) of the Companies Act, 2017.
(ii) Consent to act as director on appendix to Form 9 in the Companies (General Provisions and Forms) Regulation, 2018 under Section 167 of the Companies Act, 2017.
(iii) Details of offices & directorships held in other companies.
(iv) An attested copy of Computerized National Identity Card (CNIC)
(v) A declaration that he/she is aware of duties and powers under the relevant laws, Memorandum & Articles of Association of the Company and Listing Regulations of Stock Exchanges. The person shall also confirm that he/she and his/her spouse does not engage in business of stock brokerage, he/ she is not a director in more than 7 listed companies including this company and his/her name is on the register of National Tax Payers. An attested copy of Computerized National Identity Card (CNIC).
3. The individual(s) contesting as independent directors shall also submit a declaration that he/she qualifies the criteria of eligibility and independence notified under the Companies Act, 2017 and rules and regulations issued thereunder.
4. Pursuant to circular 4 of 2021 issued by the SECP, Members who wish to participate virtually in the EOGM are requested to share below in formation atkstmlspinning@outlook.com at least 07 days prior to date the meeting.
CNIC number Folio/CDC/Account No.
Registered email Cell Number
KHALID SIRAJ TEXTILE MILLS LIMITED
135-UPPER MALL, LAHORE
Tel: +92-42-35761706-07, Fax: +92-42-35761708
Email:kstmlspinning@outlook.com Website:www.kstml.com.pk
Shareholders, who will be registered, after necessary verification as per the above requirement, will be provided a password protected video link by the Company via email. The said link will be open from 10:00 am at the date of EOGM till the end of the meeting.
5. Pursuant to the Companies (Postal Ballot) Regulations 2018, for the purpose of election of directors, the members will be allowed to exercise their right of vote through postal ballot that is voting by post, in accordance with the requirement and procedure contained in the aforesaid Regulations.
6. A member entitled to attend and vote at the meeting may appoint any other member as a proxy to attend and vote instead of him/her.
7. The instrument appointing a proxy must be received at the Registered Office of the Company not later than 48 hours before the time fixed for the meeting. A member shall not be entitled to appoint more than one proxy.
8. An individual beneficial owner of CDC entitled to attend and vote at this meeting, must bring his/her CNIC or Passport in original to prove his/her identity and in case of a proxy, must enclose an attested copy of his/her CNIC or Passport along with CDC A/C No.
9. Shareholders are requested to promptly notify the change in their addresses, if any, to the Company Registrar i.e. M/S Corplink (Pvt) Ltd., Wings Arcade, 1-K, Commercial, Model Town, Lahore. Fax: 042-35869037.
10. The Notice of EOGM has been placed on the Company's websitewww.kstml.com.pk.
Statement under Section 166(3) of the Companies Act, 2017
Section 166(3) of the Companies Act, 2017 (the "Act") provides that the statement of material facts annexed to the notice of the general meeting called for the purpose of election of Directors shall indicate the justification for choosing the appointee for the appointment as Independent Director. This provision also provides that the Independent Director of a listed company shall be elected in the same manner as other are elected in terms of Section 159 of the Act. Accordingly. It be ensured that the person contesting as independent director must meet the criteria of independent Director maintained by Pakistan Institute of Corporate Governance.
The present Directors of the Company have no interest in the above said business except that are eligible for re-election as directors of the Company.
KHALID SIRAJ TEXTILE MILLS LIMITED
135-UPPER MALL, LAHORE
Tel: +92-42-35761706-07, Fax: +92-42-35761708
Email:kstmlspinning@outlook.com Website:www.kstml.com.pk
FORM OF PROXY
KHALID SIRAJ TEXTILE MILLS LIMITED
I/We _____________________________________________________________________________________________ of __________________________________________ being member(s) of Khalid Siraj Textile Mills Limited under Member Register Folio No. ____________ and/or CDC Participant ID No./Sub-Account No/Investor Account No. _________________________ and holder of ________________ ordinary shares hereby appoint Mr./Mrs./Miss ___________________________________________________ who is also a member of the Company, as my/our proxy in my/our absence to attend and vote for me/us and on my/our behalf at Extra Ordinary General Meeting of the Company to be held at the Registered Office of the Company, 135-Upper Mall, Lahore on Monday, April 14, 2025 at 10:00 a.m. or at any adjournment thereof.
As witness my/our hand(s) this _____________________________________________________ day of 2025 signed by the said _____________________________________________________________in the presence of
1. Witness: Signature Name CNIC
___________________ ___________________ ___________________
Affix Revenue
Stamps of Rs.5/-
__________________ Signature of Member
2. Witness: Signature Name Address
___________________ ___________________ ___________________
Shareholder's Folio No._____________________ CDC Participant I.D/Sub A/c # _____________ CNIC ___________________________________
Notes:
1. Proxies, in order to be effective, must be received at the Company's Registered Office 135-Upper Mall, Lahore, not less than 48 hours before the time for holding the meeting and must be duly stamped, signed and witnessed.
2. Signature must agree with the specimen signature registered with the Company.
3. An individual beneficial owner of CDC, entitled to attend any vote at this meeting, must bring his/her NIC/Passport to prove his/her identity, and in case of proxy must enclose an attested copy of his/her NIC/Passport. Representative of corporate members should bring the original usual documents required of such purpose.
KHALID SIRAJ TEXTILE MILLS LIMITED
135-UPPER MALL, LAHORE
Tel: +92-42-35761706-07, Fax: +92-42-35761708
Email:kstmlspinning@outlook.com Website:www.kstml.com.pk