Transmission of Annual Report for the Year Ended June 30, 2024

Siddiqsons Tin Plate Limited

A Siddiqsons.Group:Coifipany

ANNUAL REPORT

To become a professionally managed, fully integrated, customer focused prime quality Tin Plate producer, offering value added quality tin plate products to our customers within and outside Pakistan meeting International Standard.

VISION

MISSION

To continuously provide quality tin plate to our valuable customers at affordable price, build strong and permanent relation with domestic and international patrons under the umbrella of quality, reliability and affordability, focused to our customers and always put our customers on first priority.

Our mission is going to be the course chart and radar of our ship so that every time we move we check our parameters to comply and follow our mission and do not deviate from it.

To enable STPL a modest tin plate company with global acceptability, to attain new heights of success with the help of Al-mighty Allah. We plan to further expand our business network and penetrate in global tin industry through joint venture with different neighboring countries and contribute to generate robust foreign reserve for our country. Our objective is to successfully deliver quality products and services to our customers and enlighten the awareness of tin plate for food packaging industry in the country.

Board of Directors

Mr. Tariq Rafi Chairman

Mr. Naeem-ul-Hasnain Mirza CEO

Mr. Munir Qureshi Executive Director

Mr. Ibrahim Shamsi Non Executive Director

Ms. Alia Sajjad Non Executive Director

Mr. Muhammad Yousuf Adil Independent Director

Mr. Abdul Wahab Independent Director

Audit Committee

Mr. Muhammad Yousuf Adil (Chairman)

(Independent Director) Mr. Ibrahim Shamsi (Member) (Non-Executive)

Ms. Alia Sajjad (Member) (Non-Executive)

Mr. Abdul Wahab (Member) (Independent Director) Ms. Maham Khalid (Secretary)

Human Resource & Remuneration Committee Mr. Abdul Wahab (Independent Director) (Chairman) Ms. Alia Sajjad (Member) (Non-Executive)

Mr. Naeem-ul-Hasnain Mirza (Member) (CEO) Ms. Maham Khalid (Secretary)

Technical Committee

Mr. Tariq Rafi Chairman

Mr. Munir Qureshi Member

Mr. Naeem-ul-Hasnain Mirza Member

Executive Management Team

Mr. Naeem-ul-Hasnain Mirza CEO

Mr. Mahir Abbas Dir. Commercial

Ms. Bushra Hanif CFO

Mr. Shahzad Shabbir GM Commercial

Chief Financial Officer

Ms. Bushra Hanif

Company Secretary

Ms. Maham Khalid

Head of Internal Audit

Mr. Faran ur Rehman Hashmi

Auditors

Muniff Ziauddin Chartered Accountants

Legal Advisor

Mr. Kashif Nazeer

A/2, G-23, Park Lane, Block-5, Clifton, Karachi House of Magna Cum Lande

Head Office: House l2, Main Ataturk Avenue, F-6/3, Islamabad.

Tax Advisor

Tola Associates

Tax & Corporate Advisors

408, Continental Trade Centre, Block 8, Clifton, Karachi 75600, Pakistan

Phone # 02l-35303294-6

Bankers

National Bank of Pakistan Habib Bank Limited MCB Bank Limited Soneri Bank Limited

Habib Metropolitan Bank Limited Faysal Bank Limited

Meezan Bank Limited JS Bank Ltd

Al Baraka Bank (Pakistan) Ltd MCB Islamic Bank Limited Allied Bank Limited

The Industrial & Commercial Bank of China (ICBC) United Bank Limited

Bank Alfalah Limited Askari Bank Limited Samba Bank Limited

Dubai Islamic Bank Pakistan Limited

Shares Registrar

THK Associates (Pvt.) Limited,

Plot No. 32-C, Jami Commercial Street-2, D.H.A., Phase-VII,

Karachi.

UAN #lll 000322

Registered Office

Ocean Tower, 27th Floor, G-3, Block 9, Scheme # 5, Main Clifton Road, Karachi. Tel : +922l-35l6657l-4

Plant: Plot # 5, Special Industrial Zone, Winder, Distt. Lasbela, LIEDA, Baluchistan.

Web Presence

https://www.siddiqsonstinplate.com

the Board since the inception of Siddiqsons Tinplate Limited. He also holds directorships on the Boards of several prominent institutions, including MCB Bank Limited, Central Depository Company of Pakistan Limited (CDC), and Siddiqsons Limited. A distinguished business leader, Mr. Rafi has been conferred with the Sitara-e-Imtiaz by the Government of Pakistan in recognition of his services to the business community. He is also the recipient of the Young Businessmen Leader Award from the Institute of Business Administration (IBA) and was honoured with the Best Businessman Award for the year l999 by the Federation of Pakistan Chambers of Commerce & Industry (FPCCI). Mr. Rafi's long-standing leadership and strategic guidance have played an integral role in the Company's growth and direction since its inception.

Mr. Tariq Rafi serves as a Director of the Company and has been a member of

Mr. Naeem ul Hasnain has been serving on the Board of Directors of the Company since October 20l3 and currently holds the office of Chief Executive Officer. He is a Certified Director from the Institute of Chartered Accountants of Pakistan. Mr. Hasnain holds a Bachelor's degree in Engineering from NED University of Engineering and Technology. He commenced his professional career with Siddiqsons Tinplate Limited in l999 and, over the years, has held various senior management roles across critical operational areas of the Company. His strategic leadership and deep understanding of the tinplate industry continue to contribute significantly to the Company's growth and operational excellence.

Mr. Munir Qureshi holds a graduate degree in engineering and a graduate degree in public administration from Harvard University. He is a certified director from the Institute of Chartered Accountants of Pakistan. Following a distinguished 35-year career in the civil service, he retired in 20l4 and joined the Board of Siddiqsons Tinplate Limited in 20l5. He held senior positions in the customs service, including as Member (Customs) at the Federal Board of Revenue, and later served as Secretary, Ministry of Commerce. His service was formally commended on World Customs Day in 20l5 for his contributions as Secretary of Commerce. Mr. Qureshi brings to the board deep expertise in governance, trade, and customs enforcement.

Mr. Ibrahim Shamsi is a seasoned enterpreneur with extensive experience in modern management and operational leadership. He holds an MBA from the Lahore University of Management Sciences (LUMS) and has served on the Board of Siddiqsons Tinplate Limited since l997. He is the Chief Executive Officer of Joyland Ltd., Lahore, and also serves as Chairman of Cotton Web Ltd. Mr. Shamsi is a Director on the Board of Adamjee Insurance Company Limited, MCB Islamic Bank and Siddiqsons Limited and several other prominent companies. His diverse leadership experience across various sectors equips him with a well-rounded perspective that greatly benefits the Board.

Ms. Alia Sajjad joined the Board of Siddiqsons Tinplate Limited as a non-executive director in 20l8. She holds a Bachelor's degree in Business Administration and is a Certified Director from the Institute of Cost and Management Accountants of Pakistan. She concurrently serves as Director of Ilmestors Academy. With strong entrepreneurial spirit and proven leadership across corporate and education sectors, she contributes valuable insight to our Board.

Mr. Abdul Wahab is a business graduate with a Master of Business Administration (MBA) from the Institute of Business Management (IoBM). He is also a Certified Director from the Institute of Cost and Management Accountants of Pakistan. Mr. Wahab joined the Board of Siddiqsons Tinplate Limited in 20l8 as an Independent Director. He is a seasoned professional with extensive experience in the FMCG and textile sectors. His core competencies include marketing, sales, and project management. With a dynamic and result-oriented leadership style, he brings valuable commercial insight and strategic depth to the Board.

Mr. Muhammad Yousuf Adil is the founder of Yousuf Adil, Chartered Accountants

- a correspondent firm of Deloitte in Pakistan. He joined the Siddiqsons Tin Plate Board in 2023 as an Independent Director. He brings over 40 years of experience in assurance, taxation, and advisory services, alongside more than a decade of independent consultancy. Mr. Adil has advised on major transactions involving mergers, acquisitions, public listings, and corporate restructuring across sectors such as banking, oil & gas, and manufacturing. Known for his deep expertise in taxation and public offerings, he has supported the growth of prominent business groups including Sapphire, Nishat, and Sitara. Mr. Adil is also recognized for his longstanding engagement with regulatory bodies and his contribution to the development of Pakistan's textile and corporate sectors.

NOTICE is hereby given that Annual General Meeting of M/s. Siddiqsons Tin Plate Limited will be held on Friday, July 25, 2025 at l2:00 p.m. at Ocean Mall & Tower, 4th Floor, G-3, Block-9, Scheme-5, Clifton, Karachi to transact the following business:

l. To confirm the minutes of the Extra Ordinary General Meeting held on December 29, 2023.

1. To receive, consider and adopt the audited financial statements of the Company for the year ended June 30, 2024 together with Directors' report and Auditor's report thereon.

2. To appoint Auditors of the Company for the year 2024-2025 and fix their remuneration. The retiring auditors, M/s. Muniff Ziauddin, Chartered Accountants, being eligible, have offered themselves for re-appointment.

   Special Business

3. To obtain approval of the shareholders of the Company, as per the requirements of SRO 389(I)/2023 dated March 2l, 2023, issued by the Securities and Exchange Commission of Pakistan (SECP), for transmission of the annual balance sheet, profit and loss account, auditor's report and directors' report, etc. (annual audited financial statements or the annual report) to the members/shareholders through QR-enabled code and web-link, instead of transmitting the same through CD/DVD/USB, and to pass the following resolution as Ordinary Resolution:

   "RESOLVED THAT the shareholders of STPL do hereby consent and authorise the Company for transmission of annual audited financial statements or the annual report, including but not limited to the annual balance sheet, profit and loss account, auditor's report and directors' report, etc. to its shareholders through QR-enabled code and web-link, instead of transmitting the same through CD/DVD/USB, subject to the requirements of SECP's SRO 389(I)/2023 dated March 2l, 2023" Other Business

   By order of the Board

   Maham Khalid
   
   
   

4. To transact any other business with the permission of Chair.

Karachi

Dated: July 04, 2025 Company Secretary

The shares transfer books of the Company will remain close from l9-07-2025 to 25-07-2025 (both days inclusive). Transfers received at the Share Registrar of the Company, MM/s. THK Associates (Pvt) Limited, Plot No. 32-C, Jami Commercial Street 2, D.H.A., Phase VII, Karachi, at the close of business on July l8, 2025 will be considered in time to be eligible for attending and voting at the meeting.

A member entitled to attend and vote at a Meeting is entitled to appoint another member as a proxy to attend, speak and vote on his/her behalf. A corporation, being a member, may appoint as its proxy any of its officials or any other person, whether a member of the company or otherwise. An instrument of proxy and a Power of Attorney or other authority (if any) under which it is signed, or notarized copy of such Power of Attorney, must be valid and deposited at the Share Registrar of the Company not less than 48 hours before the time of the Meeting.

Those shareholders whose shares are deposited with Central Depository Company of Pakistan Limited (CDC) are requested to bring their original Computerized National Identity Card (CNIC) along with participant's ID number and their account/sub-account numbers in CDC to facilitate identification at the time of Annual General Meeting. In case of Proxy, attested copies of proxy's CNIC or passport, Account and Participation's I.D numbers must be deposited along with the Form of Proxy with Share Registrar of the Company as per paragraph No.l above. In case of Proxy for corporate members, the Board of Directors' Resolution/Power of Attorney with specimen signature of the nominee shall be produced at the meeting (unless it has been provided earlier to the Share Registrar). Attested copies of CNIC of the beneficial owners and the proxy shall be furnished with the proxy form. The proxy shall produce his / her original CNIC at the time of meeting.

Members are requested to provide their International Banking Account Number (IBAN) together with a copy of the Computerized National Identity Card (CNIC) to update our records. In case of non-submission, all future dividend payments may be withheld. Members are requested to submit declaration (CZ-50) as per Zakat & Ushr Ordinance l980 for zakat exemption and also requested to notify the change in their address, if any, to Share Registrar of the Company.

As per Section 242 of the Companies Act, 20l7, in case of a Public listed company, any dividend payable in cash shall only be paid through electronic mode directly into the bank account designated by the entitled shareholders. Therefore, through this notice, all shareholders are requested to update their bank account details in the Central Depository System through respective participants. In case of physical shares, to provide bank account details to our Share Registrar, M/s THK Associates (Pvt) Ltd. E-Dividend mandate form is enclosed.

Shareholders, who by any reason, could not claim their dividend or bonus shares or did not collect their physical shares, are advised to contact our Share Registrar M/s THK Associates (Pvt) Ltd. to collect/enquire about their unclaimed dividend or pending shares, if any.

The SECP through its letter No. CSD/ED/Misc/20l6- 639-640 dated March 26, 202l has advised listed companies to adhere to provisions of Section 72 of the Companies Act, 20l7 by replacing physical shares issued by them into book entry form.

The shareholders of Siddiqsons Tin Plate Limited having physical folios / share certificates are requested to convert their shares from physical form into book-entry form as soon as possible. The shareholders may contact their Broker, CDC Participant or CDC Investor Account Service Provider for assistance in opening a CDS Account and subsequent conversion of the physical shares into book-entry form. It would facilitate the shareholders in many ways including safe custody of shares, avoidance of formalities required for the issuance of duplicate shares, etc. For further information and assistance, the shareholders may contact our Share Registrar, M/s THK Associates (Pvt) Ltd.

In compliance with Section 223(6) of the Companies Act, 20l7 and SRO 452(I)/2025 dated March l7, 2025 issued by SECP, the Annual Report of the Company and the Notice of Annual General Meeting shall be circulated via email to those shareholders whose email addresses are present in the records/database of the CDC and Share Registrar. Shareholders are encouraged to send/update their email address with the Company's Share Registrar, M/s THK Associates (Pvt) Ltd., at Plot No. 32-C, Jami Commercial Street 2, D.H.A., Phase VII, Karachi. However, if a shareholder, in addition, request for hard copy of Audited Financial Statements the same shall be provided free of cost within seven days of receipt of such request.

Members can exercise their right to vote through e-voting or postal ballot, subject to meeting the requirements of subject to meeting the requirements of Companies Act, 20l7, S.R.O. 45l(I)/2025 issued by the SECP, and applicable clauses of the Companies Act, 20l7 and applicable clauses of the Companies (E-Voting) Regulations, 20l6 or Companies (Postal Ballot) Regulations, 20l8 (as the case may be).

In compliance with Section l85 of the Companies Act, 20l7 and SRO 452(I)/2025 dated March l7, 2025 issued by SECP, it is hereby notified that no gifts in any form or manner, shall be distributed to shareholders at the Annual General Meeting.

Shareholders interested in attending the meeting through video conferencing facility are requested to email the following information with the subject "Registration for Siddiqsons Tin Plate Limited AGM" along with valid copy of both sides of Computerized National Identity Card (CNIC) to secretariat@siddiqsonstinplate.com and sfc@thk.com.pk Video link and login credentials will be shared with only those members whose emails, containing all the required particulars, are received at least 48 hours before the time of AGM.

If sent through courier, the demand for video-link facility shall be received by the Share Registrar at the address given hereinabove at least seven (7) days prior to the date of the meeting on the Standard Form provided in the annual report and also available on the company's website.

Registration to attend the Annual General Meeting through Video Conferencing Facility

l. Folio No. / CDC Investors A/c No./ Sub-A/c No.:

1. Name of Shareholder:

2. Cell Phone Number:

3. Email Address:

4. No. of Shares held at the lst day of the Book Closure to establish the right to attend AGM:

   
   
   

   Shareholders can also provide their comments and questions for the agenda items of the AGM at the following email addresses: secretariat@siddiqsonstinplate.com and sfc@thk.com.pk

   09

   STATEMENT UNDER SECTION I34(3) OF THE COMPANIES ACT 20I7

   Section l34(3) of the Companies Act 20l7 requires that a statement of material facts regarding special business items is annexed to the notice of the general meeting.

   Pursuant to SECP's SRO 389(I)/2023 dated March 2l, 2023, listed companies may circulate their annual audited financial statements (including balance sheet, profit and loss account, auditor's and directors' reports) through a QR code and web link, subject to certain conditions. To avail this facility, companies are required to obtain shareholders' approval in a general meeting. Accordingly, the Company seeks members' consent to transmit the annual audited financial statements via QR code and web link, while complying with SECP's conditions, including:

   • Issuing notices in accordance with the Companies Act, 20l7;

   • Sending reports via email where addresses are available; and

   • Providing printed copies free of cost within one week upon request, as per PSX's standard format.

None of the Directors have any interest in this special business, except in their capacity as directors or shareholders.

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   Siddiqsons Tin Plate Limited 13

   
   
   
   
   
   
   
   
   
   
   
   

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   2025

   
   
   CODE OF CONDUCT

   Honesty, integrity and strong commitment to high standards of ethical, moral and lawful conducts are among the most important traditions. This dedication is critical to meet our commitment to the shareholders, customers, suppliers and employees.

   Ethical behaviour is an individual responsibility. Behaviour reflecting- high ethical standards are expected of all executives and employees regardless of their position or location.

   Our businesses and customs vary, and each individual who works for the Company is unique, however, we have certain standards and responsibilities to share wherever we do

   Code of Conduct Management Commitment to Code of Conduct

   1. We, the management of the enterprise are committed to the following principles:

      • ethical management practices

      • recognition of merits

      • empowerment of employees

      • respect of employees, suppliers, clients, and shareholders

      • respect of basic human rights

      • avoidance of conflicts of interest

   Managerial Responsibilities

2. Managers are expected to set the highest standards of ethical business conduct and are encouraged to discuss the ethical and legal implications of business decisions. It is their responsibility to create and sustain work environment in which employees, consultants and contract workers know that ethical and legal behaviour is expected of them.

3. Managers must be diligent in looking for indications that unethical or illegal conduct has occurred, and take appropriate action on regular basis to address any situation that seem to be in conflict with the law or the Code.

   Employee Commitment to Code of Conduct

4. All employees should have the opportunity to contribute, learn, grow and advance based on merit. Ethical principles which employees must follow include:

   • Honesty

   • Fulfilment of their promises

   • Integrity and loyalty

   • Feeling of belongingness

     Code, Policies and Applicable Laws
     
     
     

5. It is management's responsibility to ensure compliance with the Code, Company's policies and all prevailing applicable laws in conducting business within the country and around the globe.

   Confidentiality

6. We safeguard confidential information by keeping it secure, avoiding discussion in public areas and limiting access to those who have to know for execution of their duties.

7. Information that is not generally disclosed and is helpful to the company must be protected.

   Conflict of Interest

8. Actions must be based on sound business judgement, and not motivated by personal interest or gain. Any situation that creates or appears to create a conflict of interest between personal interests and the interests of the Company will be avoided.

   Protecting Company Assets

9. All employees are entrusted with numerous company assets, and have a special responsibility to protect them. l0. Company's resources should 'be used only to conduct company's business or for purposes authorized by management.

ll. Unauthorized copying of software, tapes; books and other legally protected work, is a misuse of asset and may expose the company to legal liability.

l2. Any act by Company's employee that involves theft, fraud, embezzlement, or misappropriation of any property/asset is prohibited.

l3. Employees should not misuse their position to influence vendors, subordinates or any other person to provide any undue favour or benefits, whether financial or otherwise, to themselves or others.

l4. Employees shall not provide or offer to provide any favours or benefits to government departments or engage in any activities, which could influence the business decisions and violate the law. Offering or providing bribes or kickbacks is prohibited in all circumstances.

l5. Gifts and entertainment may be used in developing business relationships and not be lavish or in excess of the generally accepted business practices of industry.

l6. The Company will always obtain information regarding customers; suppliers and competitors legally and ethically. Theft of proprietary information, inducing disclosures by a competitor's past or present employees is prohibited.

l. The Company ensure that its products and services meet customer requirements and product specification.

1. Labelling of products will be complete, fair and honest. Only claims, which can be substantiated and fulfilled, are made by the company, its employees and its agent.

   Shareholders

2. We ensure shareholders' participation and respect their rights to information while protecting the interests of other stakeholders.

3. The Company respects the right of shareholders to submit proposals for vote and to ask questions at the meeting.

4. Shareholders are informed about significant and material violations of corporate policies (including codes of conduct) and any decisions by tribunals or courts which are unfavourable of the company.

   Employees

5. The Company values its employees and their contributions towards its operations.

6. The Company pays adequate wages to enable employees, to meet the basic needs for themselves and their families.

7. The Company will not make any discrimination in its policies of employment and remuneration, whether by race, age, gender, disability or religion.

8. Each worker should be employed on the basis of their ability to do the job, rather than on the basis of personal characteristics or beliefs.

l0. Training, development, promotion and advancement opportunities within the Company are available to all employees.

ll. The Company recognizes the need for supporting and/or providing the essential social infrastructure and community services to its workers.

l2. All those who work within and on the Company's premises, whether permanent, temporary or contractual, shall receive equal protection especially in provision of equipment and information concerning their health and safety at work:

l3. The Company accepts its responsibility to use its purchasing power to encourage good corporate organizations among its suppliers.

l4. The Company is careful in its negotiations and contractual arrangements with other companies. This includes fair dealing, prompt payment and the avoidance of corrupt practices, bribes and questionable payment.

l5. The Company seeks out supplies that meet the same quality standards on environmental and social grounds as the Company sets for its own products.

l6. The Company will not enter into contracts with suppliers who use any form of forced or bonded labour.

l7. Employees throughout the Company are responsible for recording any kinds of information properly, honestly and accurately.

l8. All financial books, records and accounts accurately reflect transactions and events, and conform both to generally accepted accounting principles and to Company's system of internal controls.

l9. Working hours in accordance with local standards are followed at all sites and offices of the Company.

20. We ensure that wages and social benefits are in accordance with laws in force or prevailing wage practice in the country.

2l. The Company is committed to provide a safe and healthy work environment to its employees. Each facility is required to have a safety program in place that includes appropriate training programs. The Company will meet applicable laws and government regulations as well as Company's own standards.

1. Each employee is responsible for observing the safety and health rules and practices that apply to his or her job. Employees are also responsible for taking precautions necessary to protect themselves & and their co-workers, including reporting accidents, injuries, and unsafe practices or conditions.

   Appropriate and timely action will be taken to correct known unsafe conditions.

   Child Labour

2. Company discourages for employment of Child Labour.

For the year ended 30th June 2024

Rupees in "000"