MIMIR
Our reference: 1169-NRL-PSX-12-2025
Dcccmber 08, 2025 The Managing Director
Pakistan Stock Exchange Limited, Stock Exchange Building,
Stock Exchange Road., Karachi.
Tcl: 021 111 001 122
Subject: Notice of Extra-Ordinary General Meeting - Elections of Directors Dear Sir,
Please find enclosed herewith the notice of Extra-Ordinary General Meeting (EOGM) of the Nimir Resins Limited which is scheduled to held on Tuesday, December 30, 2025.
Please note that, the same will be published in issues of daily Times (English) and daily Asas (Urdu) at Karachi, Lahore and Rawalpindi / Islamabad, on Tuesday, December 09, 2025.
Yours faithfully,
I ‹›r N imir Resins Limited
Muhammad Inam-ur-Rahim Company Secretary
c.c: Corplink (Pvt.) Limited - Shares Registrar
Encl.: Notice of EOGM - Election of Directors
Nimir Resins Limited
g Head office: 122-B, New Muslim Tc vn g Factory: 14 S km Lal°oi e Sheikl upula
L
Lahore, Pakistan
Tel: +92 42 35926090-3•,92 4? 35947700-4
Road, Lahore Pakistan
t. Tel: +92 42 ?7971512 14
Notice of Extra-Ordinary General Meeting
NIMIR
Notice is hereby given that an Extra-Ordinary General Meeting (EOGM) of Nimir Resins Limited (the "Company") will be held on Tuesday, December 30, 2025 at 11:00 a.m., at ICAP Auditorium, West Wood Colony, Tokar Niaz Baig, Lahore to transact the following business:
ORDINARY BUSINESS:
To elect Seven (07) Directors of the Company as fixed by the Board of Directors of the Company under Section 159 of the Companies Act, 2017 for the term of three (03) years commencing from December 31, 2025. The following are the names of retiring Directors who shall be eligible for the re-election:
Mr. Khalid Mumtaz Qazi S) Mr. Osman Hameed
Sheikh Amar Hameed 6) Mr. Pervaiz Ahmad Khan
Mr. Khalid Siddiq Tirmizey 7) Mrs. Nazia Qureshi
Mr. Muhammad Yahya Khan
By Order of the Board
Lahore
December 09, 2025
Muhammad lnam-ur Rahim (Company Secretary)
Statement of material facts under Section 166(3) of the Companies Act, 2017 in respect of the election of directors is annexed to the notice of the meeting sent to members.
Notes:
The share transfer books of the Company sha(I remain closed from December 17, 2025 to December 30, 2025 (both days inclusive). Transfers received in order at the office of the Company's shares r‹°gistrar at the close of business on Tuesday, December 16, 2025 will be treated in time for purpos‹• of determine the entitlements to attend and vote at the EOGM. The address of Company's Share is as under:
M/s Corplink (Pvt.) Limited
Wings Arcade, 1 K (Commercial), Model Town, Lahorc. Tul: 042 3591G714, 3591671'2, 35839182.
https://www.corplin k.cos›.pk e mail: shares@corplink.com.pk
A member eligible to attend and vote at this meeting is entitled to appoint anoth‹•r member as his/her proxy to attend and vote instead of him/her. A proxy must be a member of the Company and shall produce his/her original Computerized National Identity Card (CNIC) or passport at the time of meeting. Proxies in order to be effective must be received at the registered office of the Company not la ter than forty-eight (4g) hours before the time for holding the meeting. A Proxy Form, both in English and Urdu language, is being separately sent to the members, along with Notic‹' of the meeting.
If a member appoints more than one proxy and more than one instruments of proxy are deposited by a mombLr with the Company, all such instruments of proxy shall be rendered invalid.
Members who have deposited their shares into Central Depository Company of Pakistan Limited ("CDC") will further have to follow the under mentioned guidelines as laid down by tht• S‹'curitius and Exchange Commission of Pakistan.
Nimir Resins Limited
leave 2 ‹›L 5
g Head office: 12 2-B, New Muslim Tc›'vn, Lahore, Pakistan.
L Tel: 92 42 35926090-3, +92 42 35947700-4
" •....:',›;:. fi*ii
§ Factory: 14.5 km, Lahore-Sheikhupura Road Lahore, Pakistan
6 Tel: +92 42 37971 S12 14
For Attending the Meeting
MIMIR
In case of Individuals, the account holder and/or sub account holder whcs‹' registration cleI ails arc uploaded as per the CDC Regulations, shall authenticate his/her identity by showing his/her original CNIC or, original Passport at the time of attending the Meeting.
In case of corporate entity, the Board's resolution / power of attorney with specimen signature
of the nominer shall be produced (unless it has been provided ‹ ar tier) at the time of the
M rrting.
For Appointing Proxies
b)
c)
d)
‹')
In case of individuals, the account holder and/or sub account holder whose registration details are uploaded as per the CDC Regulations, shall submit the proxy form as p‹'r above° requirements.
The proxy form shall be witnessed by two persons, whose names, addresses and CNIC numbers shall be mentioned on the form.
Attested copie.s of the CNIC or the passport of beneficial owners and the proxy shall b‹' furnished with the proxy form.
The proxy shall produce his original CNIC or original passport at the time of the Meeting.
In case of corporate entity, the Board's resolution / power of attorney with specimen signature shall be furnished (unless it has been provided earlier) along with proxy form to the Company.
Representatives of corporate members should bring the, Board resolution/power of attornr y with spt°cimen signature at the meeting for identification unless it had bcun provided earlier to the Company.All CDC mcmb‹'rs are requested to immediately notify change in address, if any directly to their CDC participant (brokers)/CDC Investor Account Services. Physical members are requested to imm‹'diat‹ ly notify change in address, if any, to the Company's Sharu Registrar, at the addr'ss t›iv‹ n hor‹:inabovc.7. Tht' members who have not yet submitted photocopy of their valid Computerized National Identity Card (CNIC) to the Company arc required to send the same at the earliest directly of the Company's Share Registrar at the address given hereinabove.
Video Link Facility1 he Company has also made arrangement for members' attendance at the meeting through Video-link facility as per directive of th‹' SECP circular 4 of 2021 dated Febru ary 1ñ, 2021 for the shar‹'holders.
J o attend the meeting through video link, the members arc requested to register thcmsr lvr's by providing the following information along with valid copy of CNIC / Passport / certified copy of board resolution/power of attorney in case of corporate shareholders with thu subject "Registration for Nimir hesins Limited EOGM" through corporate¿Jnimii-.com.gk by or before 0ñ:00 p.m. on Friday, December 26, 2025.
Name of Member CNIC Passport Numbcr
No. CDC
Account No.
/ Folio No.
Ccl Number.
Email addr‹°ss
The members who are registered after the necessary verification shall be provided a video link by the Company on the same email address that they email with the Company with. The login facility will remain opun from start of the meeting i.e. 11:00 a.m. till its proceedings arc concluded.
Nimir Resins Limited
g Head office: 12 ,"New Muslim Town,
Lahore, Pakistan
t• Tel: +92 42 35926090-3 +92 42 35947700-4
www nimir.com.pk
m contactWnimir.con pk
g Factory: 14.5 km, Lahore Sheikhupura Road, Lahore, Pakistan.
'. Tel: +92 42 379715 J2-13
Election of Directors:NIMIR
The term of office of the present Directors of the Company will expire on Dccemb‹ r 31, 2025. In terms ol Sr'ction 155 (1) of the Companies Act, 2017 (the "Act"), the directors have fix‹'d the numb‹'r of eI‹ ct‹'d direct ors at seven (7) to be elected in the EOGM for the next term of thr‹:e years. The' present Dir‹•ctors are interest ed to the extent that they arc eligible for re election as l3ircct ors of tht Company.
Any person who seeks to contest the election to the office of directors shall, whether he is a retiring director or otherwise, file with the Company at its registered office the following documents and information, not later than 14 days before the date of EOGM:
Notice* of his/her intention to offer himself/herself for the election as Director in t‹'rm uf Section 159(3) of the Companies Act, 2017.Consent to act as Director as prescribed in 'Appendix to Form 9' under section 167 of the Companies Act, 2017 and as prescribed in the Companies Rt•gulations, 2.024.b. INis/her Folio No./CDC Investors Account No./CDC Participant No./Sub-Account No.
Notice of his/her intention to offer himself/herself for the r°lection of directors in terms of Section 1.59(3) of tht' Companies Act, 2017.
d. A detaiI‹'d profile along with his/her office address as required under SECP's SRO 11fi6(1) 2019 dat‹ d 03 October 201'2.
A Declaration under regulation 3 of the Listed Companies (Code of Corporate Governance°) Regulations, 2019 ("Regulations").
Declaration by Independent Director under regulation 6(3) of the (Code of Corporate Governance) Regulations, 2019;
Declaration that he/she is not ineligible to become a director in terms of Section 153 of the Act or any otht'r applicable provisions of the Act, Rules, Regulations, Circular or directive issued by the SECP, in this r‹•gard;
Und‹ rtaking on non-judicial stamp paper that he/she meets the rcquiremcn ts of sub regulation (1) of R‹°gulation 4 of the Companies (Manner and Selection of Independent Director) Rcgula tions, 2018.
Election of a foreign director shall be further subject to security clearance by the Ministry of Interior for which a draft undertaking would be required which may be collected from the registered office of th‹J Company during busint ss hours before the last date for filing of for contesting election of directors.
lndepend‹:n t dir‹:ctors will be elected through the process of election of directors in turms of Section 15J and 165 (1) of th‹' Act and they shall meet the criteria laid down under Section 166 (2) of the Act.
All the candidates are requested to read the relevant provisions of the Companies Act, 2017, the Securities Act, 2015, the Memorandum and Articles of Association of Nimir Resins Limited, the Rule Book of Pakistan Stock Exchange Limited, the Listed Companies (Code of Corporate Governance) Regulations, 2019 and all other applicable laws/ rules/ regulations/ codes etc.; and cnsurr compliance with the requirt'm ‹'me in letter and spirit.
The final list of contesting Directors will be circulated not later than 7 (seven) days before the date of the' scheduled Extra Ordinary General Meeting, in terms of Section 159(4).
Voting Through E-Voting & Postal Ballot
In case' of ‹'l‹ ction of directors, members will be allowed to exercise their right of vote subject to meeting thu rcquirtzment of the Companics (Postal Ballot) Regulations, 2018 ("Regulation").
N imir Resins Limited
g Head office: 122-B, New Muslim Town g Factory: 14.5 km, Lahore-Sheikhuprii-a
Lahore, Pakistan.
t. Tel: •92 4? 35926090 3 +92 42 35947700-4
Road, Lahore, Pakistan
t Tel: *9242 37971512 14
E-voting
MIMIR
Th‹' facilities will be shared though email with those Members of the Company who have their valid CNIC number, cell numbers and email address available in the register of Members of the Company within due course. Identity of the members intending to cast vote through e-Voting shall be authenticated through electronic signature or authentication for login. E-Voting lines will start from Dcccmber 27, 2025, 0J:00
a.m. and shall close on Dcccmbcr 29, 2025 at 5:00 p.m. Members can cast their votes any time in this p‹°riod. Once° tho vote is cast by a member, he / she shall not be allowed to change it subsequcn fly.
Postal Ballot
In accordance with Companies (Postal Ballot) Regulations, 2018 latest amendments notified through SRO 2192(1)2022 dated December 05, 2022 SECP has directed all listed companies to arrange for postal ballot
/‹ voting for the purpose of polling on Special Business /clections of directors, if the numbcr of persons who offer themselves to be elected is more than the number of directors fixed under Section 159(1) of the Companie.s Act, 2017. Accordingly, shareholders will be allowed to exercised their right to vote throu ,h postal ballot i.c. by post or c-voting, in the manner and subject to the conditions con tained in the aforesaid regulations.
Thu members shall ensure that duly filled and signed ballot paper along with copy of Computcriz cd National Identity Card (CNIC) should reach the Chairman of the meeting through post on at 122 B, New Muslim Town, Lahore or email corporate@nimir.com.pk one day before the Extraordinary General Me‹'ting i.c. on December 29, 2025, during working hours. The signature on the ballot paper shall match with the signature on CNIC. Ballot paper for voting through post is attached herewith
Scrutinizer
M/s Abdul Rahman & Co., Chartered Accountants, A QCR rated firm ("Firm") is appointed as scrutinizes undur Regulation 11(1)(b) of Companies (Postal Ballot) Regulations, 2018. The firm, a member firm of the PwC nctwork, has been assigned satisfactory rating under the Quality Control Review program of th‹: Institute of Chartered Accountants of Pakistan.
Proxy Form & Postal Ballot Papers:
Proxy Form & Postal Ballot Papers are enclosed and also available on the website of the company i.e. https://www.nimir.com.pk
Placement of EOGM Notice on the website:
J-he notice of EOGM has been placed on Company's website: https://www.nimir.com.pk
Gift Distribution
In pursuance of Section 185(1) of the Companies Act, 2017, and S.R.0.452(1)/2025 dated March 17, 202a, no gifts will be distributed at the general meeting.
Statement under Section 166 (3) of the Companies Act 20i7.
T his explanatory statement sets out the material facts pertaining to the businesses to be transacted at the Ext ra Ordinary General Meeting of the Company to be held on Tuesday, December 30, 2025.
In compliance of Section 166(3) of the Companies Act, 2017, for an indep‹'ndcnt director, consent paprrs will be accepted from those persons who meet int criteria set out for independence under Section 16G o f the of the Companies Act, 2017 and after observing relevant requirements of rules/regulations issued thereunder including availability of their names on the data bank of independent directors maintained by the PICG duly notified by SECP.
Nimir Resins Limited
g Head office: 12-/' ewMuslim Town, Lahore, Pakistan.
https://www.nimii.com pk
m contacts nimir.com.pk
4 Factory: 14.5 km, Lahore-Sheikhupura Road, Lahore, Pakistan
4 Tel: +92 42 37971512 1 3
MIMIR
Further, the Company while selecting independent directors shall exercise its due diligence and shall also assess respective competencies, diversity, skill, knowledge and experience of candidates. The Company shall unsure that independent directors are elected in the same manner as other directors arc elected in terms of Section 159 of the Companies Act, 2017.
Independent directors wiII be elected through the process of election of dir‹'ctors in terms of Section ISO and IGG(1) of the Companies Act, 2017 and they shall meet the criteria laid down under Section 1GG (2) of th‹' Act.
The present directors of the Company have no interest in the above business except their eligibility for the reflection as director of the Company.
Nimir Resins Limited
g Head office: 122-B New Muslim Tcwn, Lahore, Pakistan.
t+ Tel: +92 42 35926090-3 +92 42 35947700-4
www.nine ir.cvm.¿›k
m contact @n‹PJir.con..pk
g Factory: 14.5 km, Lahore-Sheikhupura Road, Lahore, Pakistan
t. Tel: +92 42 37971512 14
MIMIR
NIMIR
Nimir Resins Limited
g Head office: 12-B, New Muslim Town, Lahore, Pakistan.
t. Tel: +92 42 3S926090-3 +92 42 35947700-4
www.nimir com pk
m contact@ nimir.com.pk
g Factory: 14.5 km, Lahore-Sheikhupura Road, Lahore, Pakistan
Tel: +92 42 37971 S12-1 3
Q Head office: 122-B, New Muslim Town,
Lahore, Pakistan
t. Tel: +92 42 3S926090-3, +92 42 35947700-4
.•} https://www.nimir.corn.pk
m contact @nimiI.com pk
g Factory: 14.5 km, Lahore-Sheikhupura Road, Lahore, Pakistan.
t Tel: +92 42 37971512-14