Ref. to. KCCL/TCL/25/45 ^
The C•eneral ManagerThrough PUCARS & Courier
October 13, 2025
Pak istan Stock Exchange Limited, Stock Exchange Building,
Stock Exchange Road, Karachi.
Subject: Resolutions passed and adopted by the members in fheir 46" Annual General Meeting held on t3-October-202'5<
Dear Sir,
Pursuant to Clause 5.6.9(b) of PSX Regulations, Kohat Cement Conpany Limited (the Coiiipany) hereby conveys that the following resolutions have been passed and adopted by the shareholders of the Company in their 46"' Annual General Meeting held today at 11:00 AM at the Companys Registered Office, Kohat Cement Factory, Rawalpindi Road, Kohat;
I . Adoption of Annual Audited Accounts together with Auditors' and Directors' Reports and Chairman's Review for the Financial Year ended June 30, 2025."Resolved that thc audited financial statements of Kohat Cement Company Limited for the year ended I une 30, 2025 together w ith the Auditors' and Directors" reports thereon and Chairiiian's Review Report, as circulated to thc Members and laid before the Annual Gcneral Meeting, be and are hereby recei ved, approved and adopted."
"Resolved that Mls. A.F. Ferguson & Co. Chartered Accountants be and are hereby appointed as the external auditors of Kohat Cement Conpany him ited to hold olfice from the conclusion of this meeting held on 13-Oct-2025 to the conclusion of next Annual Gcneral Meeting at total remuneration of Rs. 7,000,000 (Rupees Seven Million Only) for the audit of standalone and consolidated annual financial statements, review of standalone and consolidated half-year financial statements. review ot statement of compliance with I-istcd Companies (Code of Corporate Governance) Regulations, 20 19, certification ot reconciliation of CDC's nominee shareholding and certification of tree t4oat for PSX." <
-
Approval and ratification of transactions with Related Parties carried out during
Financial Year ended June 30, 2025.
"Resolved that following transactions carricd cut in tile ordinary ccurse of business at aria s length hasis with thc related part ice, in accordancc with the Pulicy uf rclatcJ party transactions approvcd fry thc Board of Directors of Kcllat C clncnt ñonJpahy Limited, during the tinanc ial year ended .lune 30, 2023 be and are hereby ratitJcd, approved and confirmed.
Page 1 of 3
Head Office: 37-P, Gulberg II, Lahore - Pakistan.
UAN: +92-42-11-111-KCCL (5225) Fax: +92-42-3575-4084, 3587-4990
Web: https://www.kohatcement.com
O
Name of Related Party
Description of transaction
Amount
(Rs.)
Kohat Cement Educational
trust (KCET)
Contribution made to KCET (which
runs a school within the vicinity of KCCL factory)
8,485,760
Ultra Pack (Private) Limited
Purchase of poly propylene bags"F
paking ofcement
1,532, 705,465
UItra Kraft (Private) Limited
Purchase ot' paper bags tor pack ing
of cement
393.091,000
Palace Enterprises (Private)
Li inited
Purchase of used Power Generator
2.000,000
-
Authorization of the Chief Executive of the Company to approve all transactions ' carried out and to be carried out with Related Parties during the financial year
ending June 30, 2026.
"Resolved that Kohat Cement Company Limited (the Company) be and is hereby authorized to carry out the transactions w'ith its Related Parties (detailed as under) as and when required in the ordinary course of business at arm's 1eng'th basis during the financial year ending I une 30, 2026 and till the next Annual General Meeting, without any limitation on the amounts of the transactions.
Further Resolved that Chief Executive of the Company be and is hereby authorized to undertake the transaction and take al1 necessary steps and to sign/execute any purchase order/document on behalt' ot the Company as way be required and to authorize any other officer of ltte Company to do so in order to implement the atoresaid Resolution(s)."Name of Related Party
Description of transaction
Kohat (KCET)
Cement
Educational
Trust
Contribution towards operational costs of a school within the vicinity of Kohat Ceiiient Factcr¿ being run by KC ET
Ultra hack (Private) Li inited
Purchase of poly propy lene bags for packing
cf" cement and sale ‹›f ccncnt. etc.
Ultra Kratt (l'rivate) Limited
I°ui chase ol paper bags for
cement and sale of ccincnt, ctc.
packing
of
Ultra Properties (Private) Limited
Sale of cement etc.
Approval for renewal of Investment by way of short-term running finance in Ultra
Kraft (Private) Limited, an associated company.
"Resolved that approval of iricmbcrs uf Kohat Cement Company himited (the "Company") hc anU ir hereby accorded and the Co+npany be and is herebv authorized in terms ul Sccti‹›n 199 and other applicable prr›visi‹›ns ‹›£ lhc 6‹›inpanies Act, 20 17. for renewal of investment by way of short term running financc ‹›f upto FK It d00 Million in
Page 2 of 3
Head Office: 37-P, Gulberg II, Lahore - Pakistan.
UAN: *92-42-11-111-KCCL (5225) Fax: +92-42-3575-4084, 3587-4990
Web: https://www.kohatcement.com
Ultra Kraft (Private) 1.imited (U KPL). an associated Company, to mcet its short term financing requirements for a term oY one year from October 29, 2025 at a mark-up rate of 1.50% above three months KIBOR or at the average borrowing cost of the Company, whichever is higher, which shall be paid by UKPL within firteen (15) days of end of each quarter and as per other terms and conditions disclosed to the members and non-payment of mark-up within stipulated time period shall entail a further mark-up/penalty at the rate of 5% per annum on unpaid amount.
Further Resolved that Chief Execuii se oY the Company or any otficer of the Company authorized by him be and is hereby authorized to enter into agreement with UKPL in line with the terns approved by the members and to do all acts, matters. deeds and things, take any or all necessary actions including signing and execution of agreement(s)/documcnts and to comp fete all legal formalities including tiling of documents as may be necessary or incidental or expedient for the purpose of implementing the aforesaid resolutions."
Sincerely.
I ra halid
Company Secretary
LC: Director/HOW,
Survcillancc, Supervision and Enforcemcnt Department, SECP, 63-Jinnah Avenue. LIC Building, Blue Area,
lslamahad
*""e
" *
Head Office: 37-P, Gulberg II, Lahore - Pakistan.
UAN: +92-42-11-111-KCCL (5225) Fax: +92-42-3575-4084, 3587-4990 "
* Web: https://www.kohatcement.com
