GENERAL MEETING OF THE COMPANY
TO BE HELD ON
26TH
SEPTEMBER 2026
NOTICE OF
ANNUAL GENERAL MEETINGNotice is hereby given that 35th Annual General Meeting of Sazgar Engineering Works Limited will be held at The Nishat Hotel, Grand Ball Room-A, Banquets wing 4th Floor, Emporium Mall, Gate No. 7 (Expo Facing), Johar Town, Lahore on Saturday, September 26, 2026 at 11:30 A.M. to transact the following businesses:
ORDINARY BUSINESSES:
To receive, consider and adopt the Audited Annual Financial Statements of the Company for the year ended 30 th June, 2026 together with the Directors' Report, Auditors' Report and Chairperson's Review Report.
To appoint Auditors and to fix their remuneration for the year ending June 30, 2027. The present auditors' M/s Crowe Hussain Chaudhury & Co. Chartered Accountants, retire and being eligible, offer themselves for re-appointment. The Audit Committee and the Board of Directors have recommended their re-appointment.
To approve the payment of final cash dividend @ 200% of current paid up share capital i.e. Rupees 20/- per ordinary share as recommended by the Board of Directors, in addition to the interim cash dividend of 500% already paid making total of 700% for the year ended June 30, 2026.
Lahore September 04, 2026
Notes:
Arshad Mahmood
Company Secretary
The share transfer books of the company will remain closed from September 20, 2026 to September 26, 2026 (both days inclusive). Transfers received in order at the share registrar office M/s Corp Tec Associates (Pvt.) Ltd., 503-E, Johar Town, Lahore at the close of business on 19th September, 2026 will be treated in time for the entitlement of final cash dividend and to attend the 35th Annual General Meeting of the Company.
Attendance at this Annual General Meeting:
All members of the Company whose names are appearing in the register of members are entitled to attend this meeting. In case of individuals, the member shall authenticate his / her identity by showing his/ her original Computerized National Identity Card (CNIC) or original Passport at the time of attending the meeting. A corporation or company being a member of the Company may appoint any of its officials or any other person through a resolution of its board of directors to attend and vote at the meeting. An original or a valid certified copy of board resolution shall be required to submit at the time of attending of this general meeting.
CDC account holders will further have to follow the following guidelines as laid down in Circular No. 1 dated 26th January 2000 issued by the Securities & Exchange Commission of Pakistan for attending the meeting.
In case of individuals, the account holder or sub account holder and/ or the person whose securities are in group account and their registration details are uploaded as per the Regulations, shall authenticate his/ her identity by showing his/ her original Computerized National Identity Card (CNIC) or original passport at the time of attending the meeting.
In case of corporate entity, the Board of Directors' Resolution/ Power of Attorney with specimen signature of the nominee along with his/her original CNIC or original Passport shall be produced (unless it has been provided earlier) at the time of the meeting.
Right to Appoint Proxy:
A member entitled to attend and vote at this meeting may appoint another member as his/her proxy to attend the meeting and vote for his/her behalf. The instrument appointing a proxy shall be in writing under the hand of the appointer or of his attorney duly authorized in writing. A proxy must be a member of the Company.
The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed, or a certified copy of that power of attorney or authority, shall be deposited at Company's Share Registrar office at M/s CorpTec Associates (Priva te) Limited, 503-E, Johar Town, Lahore not less than 48 hours (excluding non-working days) before the time of holding of Annual General Meeting at which the person named in the instrument proposes to vote and in default the instrument of proxy shall not be treated as valid.
CDC account holders will further have to follow the following guidelines as laid down in Circular No. 1 dated 26th January 2000 issued by the Securities & Exchange Commission of Pakistan for appointing a proxy.
In case of individuals, the account holder or sub account holder and/ or the person whose securities are in group account and their registration details are uploaded as per the Regulations, shall submit the proxy form as per the requirements stated above.
Attested copies of CNIC or the passport of the beneficial owners and the proxy shall be furnished with the Proxy Form.
The proxy shall produce his/ her original CNIC or original Passport at the time of the meeting.
SAZGAR ENGINEERING WORKS LIMITED 01
In case of corporate entity, the Board of Directors' Resolution/ Power of Attorney with specimen signature along with his/ her original CNIC or original Passport shall be submitted (unless it has been provided earlier) along with proxy form to the Company.
Members are requested to promptly communicate the change in their addresses, if any, to the Company's share registrar.
Placement of Annual Report on Web-site:
In terms of the approval of the members of the Company in their Annual General Meeting held on October 26, 2023 and pursuant to the SECP's Notification No. SRO 389 (1)/2023 dated March 21, 2023, the Annual Report of the Company containing audited financial statements of the Company for the year ended June 30, 2026 along with Auditors and Directors Report thereon, the Chairperson's Review and notice of AGM etc. have been placed on the website of the Company which can be downloaded from the following link and / or QR enabled code:
Weblink
QR Code
https://sazgarautos.com/reports/
The shareholders who wish to receive hard copy of the Annual Report may send their request to the Company Secretary / Share Registrar, the Standard Request Form available on the website of the Company and the Company will supply hard copy of the Annual Report to the shareholders on demand, free of cost, within one week of such demand.
Attendance through Video Conference Facility:
Pursuant to the provisions of the Companies Act, 2017, members can avail video conference facility to participate in this Annual General Meeting provided that the Company receives consent from the members holding in aggregate 10% or more shareholding, residing in a city, at least seven (7) days prior to the date of meeting. Subject to the fulfillment of the above conditions, members shall be informed of the venue along with complete information necessary to access the facility. Format of request form has been placed on the Company's website.
Attendance through Zoom:
The members may attend the AGM online through ZOOM, by following the below guidelines:
The member shall get himself/herself registered by sending his/her request to the Company at e-mail ID company.secretary@sazgarautos.com as per Standard Request Form available on the Company's website (www.sazgarautos.com) or can send his/her request to the Company Secretary at 88-Ali Town, Thokar Niaz Baig, Raiwind Road, Lahore, along with a legible copy of CNIC not later than September 22, 2026.
Zoom Link shall be sent by the Company only on email ID or Mobile/Whatsapp Number mentioned in Standard Request Form.
Members may send their comments / suggestions on any of the agenda item to Company Secretary on email ID; company.secretary@sazgarautos.com not later than September 22, 2026.
Deposit of Physical Shares into CDC Account:
As per 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, within a period not exceeding four years from the commencement of the Act i.e. May 30, 2017.
The Physical Shareholders having physical shareholding are encouraged to open CDC Investor Account with CDC or CDC Sub- Account with any of the brokers to place their physical shares into Script less form.
Particulars of Physical Shareholders:
According to Section 119 of the Companies Act, 2017 and Regulation 47 of the Companies Regulations, 2024, all physical shareholders are advised to provide their mandatory information such as CNIC number, address, email address, contact mobile/telephone number, International Bank Account Number (IBAN), etc. to Company's Share Registrar at their address, M/s CorpTec Associates (Pvt) Limited, 503- E, Johar Town, Lahore, email (info@corptec.com.pk) immediately to avoid any non-compliance of law or any inconvenience in future.
Electronic Payment of Dividend:
The provisions of Section 242 of the Companies Act, 2017 (the Act) read with Companies (Distribution of Dividends) Regulations, 2017 provide that any cash dividend declared by a listed company must be paid through electronic mode directly into the bank account designated by the entitled shareholder. In order to receive dividend directly into their bank account, shareholders are requested to communicate, if not already provided, below detailed information by filling in Electronic Credit Mandate Form available on Company's website (www.sazgarautos.com) and send it duly signed along with a copy of CNIC to the Share Registrar of the Company, in case of physical shares. In case shares are held in CDC, then Electronic Credit
02 SAZGAR ENGINEERING WORKS LIMITEDMandate Form must be submitted directly to shareholder's broker / participant / CDC account services. In the absence of valid bank account details and CNIC, dividend amount will be withheld in compliance with the aforesaid provisions of the Act and Regulations. Electronic Credit Mandate Form shall authorize the Company to credit their current and future cash dividends directly to their designated bank accounts. The required information are:
International Bank Account Number (IBAN)
Name of Bank
Branch name and address
Valid copy of CNIC
Income Tax Deduction from Dividend Payment:
The current withholding tax rates on dividend payments as prescribed by the Income Tax Ordinance, 2001 (the Ordinance) are 15% for persons whose names are appearing in the active taxpayers' list (ATL) and 30% for persons whose names are not appearing in the ATL. To enable the Company to make tax deduction on the amount of Cash Dividend @ 15% instead of 30%, all the shareholders whose names are not entered into the ATL available on the website of the Federal Board of Revenue, are advised to make sure that their names are entered into ATL befo re the date of dividend payment, otherwise they shall not be treated as Active Taxpayers (despite the fact that they are filers of income tax return) and tax on their Cash Dividend will be deducted @ 30%.
The Corporate Shareholders having CDC account are required to have their National Tax Number (NTN) updated with their respective participants, whereas corporate physical shareholders should send a copy of their NTN certificates to the Share Registrar of the Company.
The FBR has clarified that shareholders' accounts jointly held by Filers and Non-Filers shall be dealt with separately and in such particular situation, each account holder is to be treated as either a Filer or a Non-Filer and tax will be deducted according to his/her shareholding. If the share is not ascertainable then each account holder will be assumed to hold equal proportion of shares and the deduction will be made accordingly. Therefore, in order to avoid deduction of tax at a higher rate, the joint account holders are requested to provide the below details of their shareholding to the Share Registrar of the Company.
Folio / CDC Account No.
Total Holding
Principal Shareholder
Joint Shareholder
Name & CNIC No.
Shareholding proportion (No. of Shares)
Name & CNIC No.
Shareholding proportion (No. of Shares)
In case the required information is not provided to the Company's Share Registrar by September 19, 2026, it will be assumed that the shares are held in equal proportion by the principal shareholder and joint holder(s).
Exemption from Deduction of Income Tax / Zakat:
Members seeking exemption from deduction of income tax or deduction at reduced rate, are requested to submit a valid exemption certificate or necessary documentary evidence as the case may be. Members desiring non-deduction of Zakat are also required to submit a valid declaration, duly attested by Notary Public on Stamp Paper to Company's Shares Registrar for non-deduction of Zakat.
Moreover, as per FBR's clarification, the valid Exemption Cert ificate under Section 159 of the Ordinance is mandatory to claim exemption of withholding tax under Clause 47B of Part-IV of Second Schedule to the Ordinance. Those who fall in the category mentioned in above clause must provide valid Tax Exemption Certificate to the Company's Shares Registrar; otherwise tax will be deducted on dividend amount as per prescribed rates.
Unclaimed/Unpaid Dividend and Share Certificates:
In compliance of Section 244 of the Act, the Company has already requested through individual letters to shareholders and also through newspaper to collect their unclaimed shares / unpaid cash dividend, if any. Shareholders are once again requested to lodge a claim for unclaimed shares / unpaid cash dividends with the Company's Share Registrar i.e. M/s CorpTec Associates Pvt. Limited, 503-E, Johar Town, Lahore.
Prohibition of Gifts:
In view of prohibition under Section 185 of the Companies Act, 2017, the Company does not distribute gifts in any form to its members in the general meetings.
SAZGAR ENGINEERING WORKS LIMITED 03