PUBLIC
SCBPL/CS/2026/008
5 March 2026
The General Manager
Pakistan Stock Exchange Limited Stock Exchange Building
Stock Exchange Road Karachi
standard
charI:ered
Dear Sir,
Notice of Annual General Meeting - Standard Chartered Bank (Pakistan) Limited
Enclosed please find the notice of 20*h Annual General Meeting (AGM) of Standard Chartered Bank (Pakistan) Limited to be held on Friday, 27 March 2026, at 11:30am at Institute of Chartered Accountants of Pakistan, Chartered Accountants Avenue, Clifton, Karachi and through video conferencing facility.
Further, the attached notice of AGM will be published in the following newspapers: Business Recorder (English) and Roznama Express (Urdu) on Friday, 6 March 2026.
Please communicate the information to TRE Certificate Holders of the Exchange accordingly. Yours truly,
Wajiha Hasan
Company Secretary Enclose: as above
Sta ndo rd Chr rCered Bo nk {Pa kiston} Limited Main Branch, P.O. Box No. 5556, I.I. Chundrigor Road, K«h: 740oo, p kisLan
Tel (021) 3245 OOOO
UAN (021) 111 002 002
st:andard chartered
NOTICE OF ANNUAL GENERAL k1EETlNGNotice is hereby given ChaL the 20'" AnnuaI GeneraI Meeting ('AGM') of the shareholders of Standa rd Chartered Bank (Pa kisLan) Limited ("Bank") will be held on Friday, 27 Ma rch 2026a UI:30 a.ma. of Chartered AccounLanLs of° Pa kisLan, Chartered Accountants Avenue, Clifton, Karachi and throug h video conferencing Lo transact the following business:
ORDINARY BUSINESS
L the Institute
To receive, consider and adopt the Audited Accounts of° the Bank for the year ended 31 December 2025,a long with the Directors' and Auditors' Reports thereon. In accordance with Section 223(6) of the Companies Ac1 2017 ("the AcI"), andpursuanL to the SECP S.R.O. 389(1)/2023 da Led Ma reh 21, 2023, Lhe FinanciaI Sta temenLs oI° the Ban k can be accessed Lhroug h the I°oIlowing weblink and/or QR ena bled code:
https://www.sc.com/pk/help/financiaIs/
To consider the appointment of externaI auditors nomely M/s EY Ford Rhodes, Chartered Accoun tants (who being eligible, have offered themselves I°or reappoin tmenL), as Sta Lu tory Auditors of the Bank I°or the year 2026. The Boarda lso seeksa uLhority I°or the Board Audit Committee Lo negotiate and ag ree upon Auditors' remuneration subject Lo concurrence of the Board in the subsequent meeting.
To consider anda pprove NinaI cash dividend @ 30% (i.e. Rs. 3 per share of° Rs. 10/- each) I°or the year ended 31 December 2025 as recommended by the Boa rd of Directors. This is in add ition Lo interim cash dividend of° 35%a Iready pa id for the year 2025. This will be payable Lo the members whose nomes appear in the register of° the members as on Tuesday, 17 Ma rch 2026.
OTHER BUSINESS
4. To LransacL any other business as may be placed before the meeting with the permission of the Cha ir. By Order of the Boa rd
Wajiha Hasan Company Secretary Karachi: 6 March 2026
Notes:The Share Transfer Books of° the Bank wilI rema in closed I°rom Wednesday, 18 Ma rch 2026 Lo Friday, 27 Ma rch 2026 (both days inclusive). Transl°ers receiveda L the Sha re Regisbrar's office by the close of business on Tuesday, 17 Ma rch 2026 will be AreaLed in time.
OnIy those persons whose nomes appear in the Register of Members of° the Bank as of Tuesday, 17 Ma rch 2026 wilI be enLitled Loa trend/pa rLicipa te in/votea L the AGM and be enLiLled to receivea bove shated cash dividend.
A member entitled toa trend and votea I thea bove meeting is entitled Lo appoint another member as his/her proxy toa LLend and vote instead of him/her. Proxies, in order Lo be valid, must be received by the Banka L its registered oI°fice add ress i.e. Standord Chartered Bank (Pa kistan) Limited, P.O. Box No. 5556, 1. I. Chundrigar Road, Karochi ma rked I°or thea ttenLion of Company Secretary Office, not less than 48 hours beI°ore the time for holding the meeting and must be duly stamped, signed and witnessed. A member shaII nor be entitled ro appoint more than one proxy.
A. For Attending the Meeting:
In case of° individua Is, the account holder or sub-account hoIder and/or the person whose securitiesa re in group account and their reg isbraRio n dekailsa re uploadeda s per the Regula Rio ns, sha II a uLhentica Le his/her identity throug h his/her originsI Computerized NoLiona I Identity Cord (CNIC) or orig ina I passporta L the time ofa Ltending the Meeting.
In case of° corporate entity, the Board of° Directors' resolunion/power ofa Ltorney with specimen signo ture of° the nominee sha II be produceda L the time of the Meeting.
For Appointing Proxies:
In case of individua Is, the accounI holder or sub-account holder and/or the person whose securitiesa re in group accounI and their regisLraLion dekailsa re uploaded as per the Regulations, sha II submit the proxy form as per thea bove requirement.
The proxy I°orm sha II be witnessed by two persons whose nomes, addresses and CNIC numbers shaII be mentioned on the form.
AtLesLed copies of° CNIC or the passport of the beneficiaI owners and the proxy shaII be I°urnished with the proxy form.
The proxy sha II produce his/her originsI CNIC or originsI passporta L the time of the Meeting.
In case of corporate entity, the Board of Directors' resolu tion/power of°a tLorney with specimen signo Sure shaII be subm iLLeda long with the proxy form Lo the Bank.
Participation in AGI'•1 through online platform/ facility
Arrangements havea Iso been made by the Bank to facilitate the pa rLicipa tion of the shareholders in the AGM through online pal tform/facility, either in-person or through appointed proxies. Fora Ltending
the meeting virLually, shareholders are requested Lo get themselves registered with the Company Secretary Office, aL least 24 hours beI°ore the time of AGM (i.e. before 11:30 a.m. on Thursday, 26 Ma rch 2026) by providing I°olIowing dekailsa L cosec.pk@sc.com.
Folio/CDC Account No.
Nome of' Shareholders
CNIC No.
Cell No.
Email Address
Upon receipt of thea bove inI°orma tion I°rom interested shareholders, the Ban k will send the login dekailsa I their ema il add resses. On the AGM Day, shareholders will bea ble Lo login and pa rLicipaLe in the AGM proceeding s Lhroug h their sma rip hones or compu ter devices. Log in facility wilI be opened 15 minules before the meeting time to ena ble the parLicipanLs to join the meeting,a I°ter idenLificaLion and veriI°icaLion process.
Members having physica I sha reholdinga re requested Lo notify change in their ad dress, if any, Lo the Ban k's Sha re Regisbrars, M/s. CDC Sha re RegisLrar Services Limited, CDC House, 99-B, Block B, SMCHS, Ma in Shahrah-e-FaisaI, Ka rachi - 74400, Toll Free: O8OO-CDCPL (23275), Fax: (021) 34326053, Email: info@cdcsrsl.com. Whereas, CDC account holdersa re requested Lo please contact their respective CDC Pa rticipanL/Broker/Investor Account Service I°or notiI°ying such change in their add ress(es).
Members may inspect the minutes of the AGM held on Thursday, 27 Ma rch 2025, in terms of Section 52 of the Companies Act, 2017,a L the Bank's registered add ress.
In terms of° Section 223 (7) of° the Companies Act 2017, the AnnuaI Report I°or the year ended 31 December 2025 has been placed on the Bank's website.
E-Dividend Requirements: Ina ccordance with the Companies (Distribution of Dividend) Regula Lion 2017, shareholdersa re advised to provide their IdenLificaLion Number/ CNIC Number and Interna tiona I Bank Account Number (IBAN) dekails, il° they have nota Iready done so, to our Share Reg isLrar (if sharesa re held in physical I°orm)a L theira bove reI°erred office add ress or Lo the respective Participants/Broker (il° sha resa re held Lhroug h CDS AccounI) la test by Tuesday, 17 Ma rch 2026. Failing which may resulI in withholding of dividend payments of° respective sha reholders.
1O. Conversion oF Physical Shares into Book-Entry Form: In reI°erence to Section 72(2) of the Companies Act, 2017,a II shareholders holding physica I sharesa re requested Lo get converted their sha res inLo book entry forma L the ea rliesL. This would faciliLaLe shareholders in many ways including safe custody of shares, avoidance of I°ormalilies required I°or issuance of duplicate shares, etc. For the conversion of physics I sha res inLo book entry I°orm, the shareholders may con fact their Brokers, CDC ParLicipanLs or CDC Investor AccounI Service.
Tax Requirements: The dividend income on sha res is lia ble Lo deducLion of withholding tax under Section 150 of° the Income Tax Ordinance, 2001; 'Filer' and 'Non-Filer' shareholders will pay tax on dividend income @ 15% and 30% respectively. The Filer sta bus of° sha reholders will only be determined on the basis of° la Lest ava ila ble Active Taxpayers List (ATL) uploaded by the FederaI Board of° Revenue (FBR) on their website https://www.l°br.gov.pk/.
In casea FolioowCnDS A s jo n y held, each joint-holder will be Area ted sepa ra Rely as Filer or Non-Filer and tax will be deducted on the gross dividenda mounI determined by biI°urca ting the shareholding of° eac h joint-holder on equaI proportio ns, except where shareholding proporLion of joint-ho Iders is p re-defined as per the records of Bank's Share Reg isbrar and thus tax ra Yes will bea pplied in line with respective proportions. Those shareholders, whoa re holding shares jointly,a re requested Lo updaLe/notify the shareholding proportions of principaI and joint-holder(s) in writing Lo our Share Reg isLrar la Lest by Tuesday, 17 Ma rch 2026a I theira bove reI°erred oI°fice add ress.
In this rega rd,a II sha reholders, whose nomesa re not entered inLo the ATL despite the I°act ChaI they are filersa, re advised to ma ke sure ChaL: (i) Their nomes appear inLo the ATL before sharL of° closed period
(referreda bove), otherwise they will be AreaLed as non-filers for tax deducLion purpose, and (ii) A copy of° their NoRionoI Tax Number is submitted Lo their relevant ParLicipanI/CDC Investor AccounI Services or Lo our Share Reg isbrar (in case of physicsI shareholding onIy)a L theira bove referred oI°fice add ress.
In case any corporate shareholder wishes Lo cla im specai I tax ra Yes or withholding tax exemption on dividend income,a copy of° va lid specai I tax rate cerLificaLe or tax exemption cerLifica te, as the case may be, must be provided to our Sha re Regisbrara L theira bove-mentioned add ress la Lest by Tuesday, 17 March 2026.
Statutory Code oF Conduct of AGM: Section 215 of the Companies Act, 2017 and Regula tion 55 of the Companies Regula tions, 2024, sta te the Code of Conduct of Shareholders, as I°olIows:
Shareholdersa re not permitted to exert influence or app roach the management directly for decisions which may lead Lo crea tion of hurdles in the smooth functioning of managemen t. The law sta Yes ChaI shareholders shaII not bring ma KerioI ChaI may cause LhreaL Lo pa rLicipan ts or premises where the AGM is being held, confine themselves to the agenda items covered in the notice of° the AGM and sha II not conduct themselves ina manner to disclose any politics Ia I°filia tion. Additions Ily, the Company is not permitted to distribute giI°Ls in any form Lo its shareholders in its meetings in line with the requirements of Section 185 of Companies Act, 2017 and SECP S.R.O. 452(1)/2025 doLed Ma rch 17, 2025.
standard charl:ered