Punjab Oil Mills LimitedPSX: POML

Certified copy of ordinary resolutions passed by the shareholders

· Issued by Punjab Oil Mills Limited

December 29, 2025

The General Manager

Pakistan Stock Exchange Limited Stock Exchange Building,

Stock Exchange Road, Karachi

CERTIFIED COPY OF ORDINARY RESOLUTIONS PASSED BY THE SHAREHOLDERS

Dear Sir,

Pursuant to the provision of Regulation No. 5.6.9(b) of the Rule Book of Pakistan Stock Exchange Limited "PSX", please find enclosed herewith certified copies of Ordinary Resolutions passed by the shareholders in their meeting held on December 29, 2025, for your record.

You may please inform the TRC Certificate Holders of the Exchange accordingly.

Thanking you,

Yours faithfully, for PUNJAB OIL MILLS LIMITED


Rana Shakeel Shaukat Company Secretary

Encl: As Above

Copy to:

The Executive Director

Corporate Supervision Department Company Law Division Securities and Exchange Commission of Pakistan

NIC Building, 63-Jinnah Avenue, Blue Area, Islamabad

THE FOLLOWING ORDINARY RESOLUTION PASSED AND ADOPTED BY THE SHAREHOLDERS OF PUNJAB OIL MILLS LIMITED IN THEIR EXTRAORDINARY GENERAL MEETING HELD ON MONDAY, DECEMBER 29, 2025, AT 11:00 AM AT PLOT NO. 26-28, INDUSTRIAL TRIANGLE, KAHUTA ROAD, ISLAMABAD
  1. To confirm the minutes of the Annual General Meeting of the members held on October 28, 2025

    "RESOLVED THAT the minutes of the last Annual General Meeting of shareholders of the Company held on October 28, 2025, be and is hereby unanimously approved and confirmed by the shareholders present in the meeting".
  2. To elect eight 8 directors of the Company as fixed by the shareholders Board of directors under section 159(1) of the Companies Act, 2017 for a period of three (3) years, commencing from December 29, 2025.

    RESOLVED THAT at the Extraordinary General Meeting of the Company held on December 29, 2025, before commencement of the election of directors, shareholders present in the meeting proposed to the Chairman that the notice issued under Section 159 of the Companies Act, 2017 be read, wherein it was stated that the previous Board of Directors had fixed the number of directors of the Company at seven (7), whereas eight (8) valid consents had been received from candidates, including two Independent Directors, for contesting the election of directors. FURTHER RESOLVED THAT the proposing shareholders pointed out that in accordance with the requirements of the Listed Companies (Code of Corporate Governance) Regulations, 2019, at least one-third of the total number of directors shall be Independent Directors, and therefore proposed that the total number of directors of the Company be increased from seven (7) to eight (8), which was also the strength of the Board in the preceding year, in order to ensure compliance with the applicable regulatory requirements. FURTHER RESOLVED THAT the Chairman placed the proposal before the shareholders present at the meeting, and upon discussion, the proposal was unanimously seconded by the shareholders. FURTHER RESOLVED THAT upon request of the Chairman, the Company Secretary briefed the shareholders regarding the relevant provisions of the Companies Act, 2017 and the Code of Corporate Governance, 2019, including the procedure for fixing the number of directors and the conduct of election of directors. FURTHER RESOLVED THAT after due deliberation, the shareholders present at the meeting, representing 100% of the votes, passed the following as Ordinary/Special Resolution:
    1. THAT pursuant to the provisions of the Companies Act, 2017 and the Listed Companies (Code of Corporate Governance) Regulations, 2019, the number of directors of the Company be and is hereby increased from seven (7) to eight (8).
    2. THAT the requirement of giving twenty-one (21) days' notice in respect of the increase in the number of directors be and is hereby waived, with the consent of all shareholders present and entitled to vote.
    3. THAT since the number of candidates who submitted valid consents is equal to the number of directors fixed by the shareholders, all such candidates be and are hereby declared elected unopposed as directors of the Company, and accordingly no poll shall be conducted for the election of directors. FURTHER RESOLVED THAT the Chairman and the Company Secretary be and are hereby authorized to take all necessary steps, including filing of requisite returns and documents with the Securities and Exchange Commission of Pakistan (SECP), to give effect to this resolution.

      Since the number of candidates who submitted valid consent was equal to the number of directors fixed by the shareholders, the following persons have been elected unopposed as Directors of the Company, and accordingly no poll was required:

      1. Mr. Tahir Jahangir Non-Executive Director

      2. Mr. Usman Ilahi Malik Executive Director

      3. Mr. Jillani Jahangir Executive Director

      4. Mrs. Munizae Jahangir Non-Executive Director

      5. Miss Mehr-un-Nisa Non-Executive Director

      6. Mr. Furqan Anwar Batla Non-Executive Director

      7. Mr. Saif Ali Rastgar Independent Director

      8. Mr. Ahmed Aqeel Independent Director

      The above-named directors shall hold office for a term of three (3) years commencing from December 29, 2025.

  3. Any Other business with the permission of the Chairman of the Meeting.

There was no further business discussed during the meeting, and the meeting ended with a vote of thanks.



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