Nreet
Treet Corporation Limited
*92-42-US - TREET (87338)
72B, Peco Road, Not Lat‹hpat Industrial @ https://www.treetcorp.com Area, Lahore 54770, Pakistan
October 06, 2025 The General ManagerPakistan Stock EXehange Limited Stock Exchange Building,
Stock Exchange Road, Karachi.
Dear Sir:
Notice of Annual General Meeting (AG3TJ of Treet Corporation Limited (Company)
We hereby inform you that the Annual General Meeting (AGM) of the Company is scheduled to be held on Monday, October 27, 2025, at 10:30 a.m. at Ali Auditorium, Ferozepur Road, Shahrah-e-Roomi, Lahore.
The detailed agenda and particulars of the meeting are set out in the attached Notice of AGM.
Furthermore, please find enclosed a copy of the Notice of Annual General Meeting as published nationwide in (English and Urdu) newspapers on October 6, 2025.
Please note that transfers received at the office of the Company's share registrar Mls Corpliiik (Private) Limited, Wings Arcade, 1-K, Commercial Model Town, Lahore at the close of business on October 20, 2025 will be treated in time for attending the Annual General Meeting.
You are requested to kindly share the same amongst the TRE certificate holders of the Exchange.
Thanking you.
Yours trulyfor Treet Co limited
Chief Legal Oill Company Secretary
Copy to: Head of Supervision Division - SECPNOTICE IS HEREBY GIVEN, that Annual General Meeting of the shareholders of Treet Corporation Limited (the "Company") will be held on Monday, October 27, 2025, at 10:30 A.M. at Ali Auditorium, Ferozepur Road, Shahrah-e-Roomi, Lahore, to transact the following business: -
ORDINARY BUSINESS:
To confirm the Minutes of the Extraordinary General Meeting held on January 10, 2025.
To receive, consider and adopt the Annual Audited Financial Statements (Standalone & consolidated) of the Company For the year ended June 30, 2025, together with the Directors' and Auditors' Reports thereon.
To appoint External Auditors of the Company for the financial year ending June 30, 2026 and to fix their remuneration. The Board of Directors have recommended the appointment of M/s BDO Ebrahim & Co., Chartered Accountants,
as External Auditors in place of the retiring auditors, M/s Yousuf Adil & Co., Chartered Accountants.
SPECIAL BUSINESS:-
(i) To consider and if thought fit, pass the following Special Resolution under Section 199 of the Companies Act, 2017, with or without modification(s), addition(s) and/ or deletion(s):
RESOLVED THAT, the approval of the shareholders of the Company be and is hereby accorded in terms of Section 199 of the Companies Act, 2017 ("Act") and Regulation 5(5) of the Companies
(Investment in Associated Companies or Associated Undertakings) Regulations, 2017 ("Regulations") and subject to the compliance with all statutory and legal requirements,
for grant and/or renewal of a loan up to PKR 5,200,000,000/- (Rupees Five Billion Two Hundred Million Only) to Treet Battery Limited ("TBL"), being an associated undertaking, in the form of working capital loan.
RESOLVED THAT, that approval of the shareholders of the Company be and is hereby accorded in terms of Section 199 of the Act and Regulation 5(5) of the Regulations and subject to compliance with all statutory and legal requirements, to issue a cross corporate guarantees of up to PKR 3,380,000,000/-(Rupees Three Billion Three Hundred Eighty Million Only) in "TBL", to commercial banks/ financial institutions, for and on behalf of TBL, being an associated undertaking. FURTHER RESOLVED THAT, the rate of return for ear marked non-funded/funded facilities (if any) pursuant to the above resolutions shall be charged to the subsidiary/associated company at the same rate as charged by the banks to the Company.-
To consider and if thought fit, pass the following Special Resolution under Section 199 of the Companies Act, 2017, with or without modification(s), addition(s) and/or deletion(s):
RESOLVED THAT, the approval of the shareholders of the Company be and is hereby accorded in terms of Section 199 of the Act and, Regulation 5(5) of the Regulations and subject to the compliance with all statutory and legal requirements, for grant and/or renewal of loan up to PKR 1,000,000,000/-(Rupees One Billion Only) to Renacon
Pharma Limited ("RPL"), being an associated undertaking, in the form of a working capital loan.
FURTHER RESOLVED THAT, that approval of the shareholders of the Company be and is hereby accorded in terms of Section 199 of the Act and Regulation 5(5) of the Regulations and subject to the compliance with all statutory andlegal requirements, to issue cross corporate guarantees of up to PKR 1,800,000,000/-(Rupees One Billion Eight Hundred Million Only) to commercial banks/ financial institutions, for and on behalf of "RPL", being an associated undertaking.
FURTHER RESOLVED THAT, the rate of return for ear marked non-funded/funded facilities (if any) pursuant to the above resolutions shall be charged to the subsidiary/associated company at the same rate as charged by the banks to the Company. - To consider and if thought fit, pass the following Special Resolution under Section 199 of the Companies Act, 2017, with or without modification(s), addition(s) and/or deletion(s): RESOLVED THAT, the approval of the shareholders of the Company be and is hereby accorded in terms of Section 199 of the Act and Regulation 5(5) of the Regulations and subject to the compliance with all statutory and legal requirements, for grant and/or renewal of loan up to PKR 3,000,000/- (Rupees Three Million Only) to Treet Power Limited ("TPL"), being an associated undertaking, in the form of working capital loan. FURTHER RESOLVED THAT, the rate of return for ear marked non-funded/funded facilities (if any) pursuant to the above resolutions shall be charged to the subsidiary/associated company at the same rate as charged by the banks to the Company.
- To consider and if thought fit, pass the following Special Resolution under Section 199 of the Companies Act, 2017, with or without modification(s), addition(s) and/or deletion(s): RESOLVED THAT, the approval of the shareholders of the Company be and is hereby accorded in terms of Section 199 of the Act and Regulation 5(5) of the Regulations and subject to the compliance with all statutory and legal requirements, for grant and/or renewal of loan up to PKR 1,700,000,000/- (Rupees One Billion Seven Hundred Million Only) to Loads Limited ("LOADS"), being an associated undertaking, in the form of working capital loan. FURTHER RESOLVED THAT the shareholders of the Company hereby note, approve and ratify the Cross Corporate Guarantee(s) extended by the Company in favour of Loads Limited under the shareholder's authority granted vide special resolution dated June 28, 2024, for the intervening period from June 28, 2025, until the date of this Annual General Meeting. FURTHER RESOLVED THAT the approval of the shareholders of the Company be and is hereby accorded to the Company in terms of Section 199 of the Act and the Regulations and subject to the compliance with all other statutory and legal requirements, to extend and/or issue cross corporate guarantees of up to PKR 1,500,000,000/- (Rupees One Billion Five Hundred Million Only) to commercial banks/ financial institutions, for and on behalf of "LOADS", being an associated undertaking. FURTHER RESOLVED THAT, the rate of return for ear marked non-funded/funded facilities (if any) pursuant to the above resolutions shall be charged to the subsidiary/associated company at the same rate as charged by the banks to the Company.
- To consider and if thought fit, pass the following Special Resolutions under Section 183(3) read with Section 199 of the Companies Act, 2017, with or without modification(s), addition(s) and/or deletion(s): RESOLVED THAT the shareholders of the Company hereby accord their approval to extend the validity of the Special Resolution passed in the Extraordinary General Meeting held on January 10, 2025 for a period of one additional year from the date of passing of this special resolution, authorizing the Company to disinvest up to 231,639,658 (Two Hundred and Thirty-One Million Six Hundred and Thirty-Nine Thousand Six Hundred and Fifty-Eight) ordinary shares of Treet Battery Limited (TBL), being a subsidiary of the Company, by way of sale of shares of TBL in open market (through Pakistan Stock Exchange) at the prevailing share price of TBL shares as on the date of sale and/or through a negotiated deal mechanism, at such price and in such manner (one lot or multiple lots) as may be deemed appropriate by the management of the Company.
- To consider and if thought fit, pass the following Special Resolution under Section
-
To consider and if thought fit, pass the following Special Resolution under Section 199 of the Companies Act, 2017, with or without modification(s), addition(s) and/or deletion(s):
RESOLVED THAT, the approval of the shareholders of the Company be and is hereby accorded in terms of Section 199 of the Act and, Regulation 5(5) of the Regulations and subject to the compliance with all statutory and legal requirements, for grant and/or renewal of loan up to PKR 1,000,000,000/-(Rupees One Billion Only) to Renacon
- To ratify and approve arm's length transactions carried out with associated companies/ undertakings in the normal course of business in accordance with Section 208 of the Companies Act, 2017, by passing the following special resolution with or without modifications: RESOLVED THAT, the related party transactions carried out in the normal course of business with associated companies/undertakings as disclosed in respective notes to the Audited Financial Statements for the financial year ended June 30, 2025 be and are hereby ratified, approved and confirmed; FURTHER RESOLVED THAT, the Chief Executive Officer of the Company be and is hereby authorized to approve all related party transactions carried out in the normal course of business with associated companies/ undertakings during the year ended June 30, 2025, and in this regard, the Chief Executive Officer be and is hereby also authorized to take any and all necessary actions and sign/ execute any and all documents/indentures as may be required on behalf of the Company.
- To authorize the Board of Directors of the Company to approve transactions with related parties for the financial year ending June 30, 2026 by passing the following special resolution with or without modifications: RESOLVED THAT, the Board of the Company be and is hereby authorized to approve the transactions to be conducted with related parties on case-to-case basis for the financial year ending June 30, 2026; FURTHER RESOLVED THAT, these transactions as approved by the Board shall be deemed to have been approved by the shareholders and shall be placed before the shareholders in the next Annual General Meeting for their formal ratification/ approval.
- RESOLVED THAT the validity of the aforesaid approvals shall stand valid/ extended up to the conclusion of the next Annual General Meeting of the Company. FURTHER RESOLVED THAT the Chief Executive Officer and the Chief Legal Officer and Company Secretary of the Company be and are hereby singly authorized to take all necessary steps for the purpose of implementing, executing and giving effect to the Ordinary and Special Resolutions passed by the shareholders at this Annual General Meeting, including but not limited to the signing and filing of all documents including agreements, forms, returns, and applications with the Securities and Exchange Commission of Pakistan, stock exchange(s), banks, financial institutions, and any other regulatory or governmental authorities, and to do all such acts, deeds and things as may be necessary, incidental or expedient for the purpose of giving effect to the said resolutions.
- Any other item with the permission of the Chair.
By Order of the Board
Lahore: October 06, 2025 (Zunaira Dar) Company Secretary
Notes:-
Closure of Share Transfer Books
The share transfer Books of the Company will remain closed from October 21, 2025 to October 27, 2025 (both days inclusive) for the purpose of attending Annual General Meeting. Transfers received in order at the office of our Share Registrar M/s Corplink (Private) Limited, Wings Arcade, 1-K, Commercial Model Town, Lahore at the close of business on October 20, 2025 will be treated in time.
-
Appointment of Proxy
All members entitled to attend and vote at this Meeting may appoint another person as his/her proxy to attend and vote for him / her. Proxies in order to be effective must be received at the Registered Office of the Company not less than 48 hours before the time of holding the meeting. CDC Accounts Holders will further have to follow the guidelines as laid down in Circular 1 dated January 26, 2000 issued by the Securities & Exchange Commission of Pakistan. Proxy form is available at the Company's website i.e. https:// treetcorp.com/regulatory-information/
Requirement for Appointing ProxiesIn case of individuals, the account holder or sub-account holder is and/or the person whose securities are in group account and their registration detail is uploaded as per the CDC Regulations, shall submit the proxy form as per the above requirement.
The proxy form shall be witnessed by two persons whose names, addresses and CNIC numbers shall be mentioned on the form.
Attested copies of the CNIC or passport of the beneficial owners and the proxyholder shall be furnished with the proxy form.
The proxy shall produce his/her original CNIC or original passport at the time of the meeting.
In case of corporate entities, board of directors' resolution/power of attorney with specimen signature of the nominee shall be submitted (unless provided earlier) along with the proxy form to Company.
-
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 detail is uploaded as per the Regulations, shall authenticate their identity by showing his/ her original National Identity Card ("CNIC") or original passport at the time of attending the meeting.
In case of corporate entity, Board of Directors' resolution/power of attorney with specimen signature of the nominee shall be produced (unless provided earlier) at the time of the meeting.
-
Participation Via Video Link:
In the light of relevant guidelines issued by the Securities and Exchange Commission of Pakistan (SECP) from time to time, including vide letter No. SMD/SE/2/(20)/2021/117 date December 15, 2021, members are encouraged to participate in the Annual General Meeting through electronic facility organized by the Company.
In order to attend the Meeting through electronic means the members are hereby requested to get themselves registered by sending their particulars at the designated email address corporate@treetcorp.com , giving particulars as per below table not later than 48 hours before the commencement of the meeting, by providing the following details:
Name of shareholder
/ proxy are holder
CNIC No. / NTN No.
Folio No. / CDC Account No.
*Mobile No.
*Email address
*Shareholders requested to provide their active mobile numbers and email address to ensure timely communication.
The login facility will be opened thirty minutes before the meeting time to enable the participants to join the meeting after identification process. Registered members / proxies will be able to login and participate in the Meeting proceedings through their devices after completing all the formalities required for the identification and verification of the shareholders.
-
Updation of Shareholder Addresses/ Other Particulars:
Members holding shares in physical form are requested to promptly notify Shares Registrar of the Company of any change in their addresses. Shareholders
maintaining their shares in electronic form should have their address updated with their participant or CDC Investor Accounts Service.
- E-Voting & Postal Ballot
The members are hereby notified that pursuant to Companies (Postal Ballot) Regulations, 2018 amended through Notification vide SRO 2192(1)/2022 dated December 05, 2022 issued by the SECP. The SECP has directed all listed companies to provide the right to vote through electronic voting facility and voting by post to the members on all businesses classified as special business. Accordingly, member of the Company will be allowed to exercise their right to vote through
e-voting facility or voting by post in its forthcoming Annual General Meeting to be held on Monday, October 27, 2025 at 10:30
A.M. in accordance with the conditions mentioned in the aforesaid regulations. The Company shall provide its members with the following options for voting:
E-voting Procedure
Details of the e-voting facility will be shared through an e-mail with those members of the Company who have their valid CNIC numbers, cell numbers, and e-mail addresses available in the register of members of the Company within due course.
The web address, login details, will be communicated to members via email.
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 October 24, 2025, 09:00
a.m. and shall close on October 26, 2025 at 5:00
p.m. Members can cast their votes any time in this period. Once the vote is cast by a member, he / she shall not be allowed to change it subsequently.
Postal Ballot
For Voting through Postal Ballot Members may exercise their right to vote as per provisions of the Companies (Postal Ballot) Regulations, 2018. Further details in this regard will be communicated to the shareholders within legal time frame as stipulated under these said Regulations, if required.
The members shall ensure that duly filled and signed ballot paper along with copy of
Computerized National Identity Card (CNIC) should reach the Chairman of the meeting through post on the Company's Registered Office at 72-B,
Quaid-e-Azam Industrial Estate, Lahore, or email at corporate@treetcorp.com one working day before the Annual General Meeting i.e. on October 24, 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.
M/s Abdul Rahman & Co, Chartered Accountants has been appointed as "Scrutinizer" in terms of Companies (Postal Ballot) Regulations 2018, for the purpose of voting at the meeting. The firm meets the QCR rating from ICAP. The Scrutinizer has the necessary knowledge and experience to independently scrutinize the voting process.
7 Updation of Email/Cell Numbers/IBAN:To comply with requirement of Section 119 of the Companies Act, 2017 and Regulation 19 of the Companies (General Provision and
Forms) Regulations, 2018, all CDC and physical shareholders are requested to provide their email address, cell phone and IBAN number incorporated/updated in their physical folio or CDC account.
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Consent for Video Link Facility
In terms of SECP's Circular No. 10 of 2014 dated May 21, 2014 read with the provisions contained under section 134(1)(b) of the Act, if the Company receives request / demand from members holding in aggregate 10% or
more shareholding residing at a geographical location, to participate in the meeting through video conference at least 10 days prior to the date of meeting, the Company will arrange video conference facility in that city, subject to availability of such facility in that city. Members are requested to timely notify any change in their addresses.
In this regard, please fill the following form and submit to the Company at its registered address 10 days before holding of the AGM. After receiving the request / demand of members having 10% or more shareholding in aggregate, the Company will intimate members regarding venue of
video conference facility at least five (5) days before the date of AGM along with complete information necessary to enable them to access such facility.
REQUEST FOR VIDEO CONFERENCE FACILITYI / We / Messrs.
of being Member(s)
of Treet Corporation Limited, holder of
ordinary share(s) as per Folio # and / or CDC Participant ID & Sub- Account No.
, hereby, opt for video conference facility at
city.
.
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Access to Financial Statements
In accordance with Section 223(6) of the Companies Act, 2017 read with SECP's S.R.O.389(1)/2023 dated March 21, 2023
the Company's Annual Audited Financial Statements For the year ended June 30, 2025, along with the Director's and Auditor's Reports, are available on the Company's website at the following link: https://treetcorp.com/financial-reports/
Alternatively, shareholders can access the financial statements by scanning the QR code below:
https://tinyurl.com/2xozpe3x
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Conversion of Physical Shares into CDC Account
The Securities and Exchange Commission of Pakistan has issued a letter No. CSD/ED/ Misc./2016-639-640 dated March 26, 2021 addressed to all listed companies drawing
attention towards the provision of Section 72 of the Companies Act, 2017 (Act) which requires all companies to replace shares issued by them in physical form with shares to be issued in the Book-Entry-form within a period not exceeding four years from the date of the promulgation of the Act, in 2017.
In order to ensure full compliance with the provisions of the aforesaid Section 72 and to benefit from the facility of holding shares in the Book-Entry -Form, the shareholders who still hold shares in physical form are requested to convert their shares in the Book-Entry -Form.
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Prohibition on grant of gifts to Shareholders
The Securities and Exchange Commission of Pakistan (the "SECP"), through its Circular 2 of 2018, dated February 9, 2018, has strictly
prohibited companies from providing gifts or incentives, in lieu of gifts (tokens/coupons/ lunches/takeaway packages) in any form or manner, to Shareholders at or in connection with general meetings. Under Section 185 of the Act, any violation of this directive is considered an offense, and companies failing to comply may face penalties.
- Unclaimed Dividend
As per the provision of section 244 of the Act, any shares issued, or dividend declared by the Company which have remained unclaimed / unpaid for a period of three years from the date on which it
was due and payable are required to be deposited with SECP for the credit of Federal Government after issuance of notices to the Shareholders to file their claim. The details of the shares issued, and dividend declared by the Company which have remained due for more than three years were sent to Shareholders. Shareholders are requested to ensure that their claims for unclaimed dividend and shares are lodged promptly. In case, no claim is lodged with the Company in the given time, the Company shall, after giving notice in the newspaper, proceed to deposit the unclaimed / unpaid
amount and shares with the Federal Government pursuant to the provision of Section 244(2) of the Act.
The Form of Proxy and Ballot paper are being sent to the members along with notice and also placed on Company's website i.e. https://treetcorp.com/
STATEMENTS OF MATERIAL FACTS UNDER SECTION 134(3) OF THE COMPANIES ACT, 2017 RELATING TO THE SPECIAL BUSINESS TO BE TRANSACTED AT THE ANNUAL GENERAL MEETING. AGENDA ITEMS 4, 5 & 6.Information to be disclosed pursuant to Companies (Investment in Associated Companies or Associated Undertakings) Regulations, 2017 (the "Regulations").
Name of Associated/ Subsidiary Companies
Treet Battery Limited
Renacon Pharma Limited
Treet Power Limited
Loads Limited
Corporate Guarantee/ Earmarking of its Un-Funded/ Funded Facilities
Name of the associated company or | Treet Battery Limited | Renacon Pharma | Treet Power Limited | Loads Limited is |
|
associated undertaking along with | (TBL), a subsidiary | Limited (RPL) is | (TPL) is a subsidiary | an associated | Manufacturing |
criteria based on which the associated | of Treet Corporation | Subsidiary of | by indirectly owning | Company of Treet | Modaraba |
relationship is established; | Limited. The Company directly owning 86.17% of the share capital. | Treet Corporation Limited by directly owning 55.86% of the share capital. | 100.00% share capital through its directly owned subsidiary Treet Holdings Limited (THL) | Corporation Limited. The Company directly owning 12.49% shareholding in Loads Limited |
|
Earnings per share for the last three years | 2024: (0.43) (Restated) 2023: 0.07 | 2024: 2.93 2023: 1.07 | 2024: (0.28) 2023: (1.05) | 2024: 3.29 2023: (5.00) | Not Applicable |
2022: 0.31 | 2022: 0.50 | 2022: (0.52) | 2022: 1.06 |
Breakup value per share, based on latest audited financial statements
2.01 18.73 (2.61) 17.18 Not Applicable
Financial position, including main items of balance sheet and profit and loss account of the associated company or associated undertaking on the basis of its latest financial statements;
Treet Battery Limited is a Listed Company. Audited Financial Statements are available at https://treetbattery. com/financial-reports/
Being a subsidiary of Treet Corporation
Limited. The details are available in the Consolidated Accounts. https://treetcorp. com/financial-reports/
Being a subsidiary of Treet Corporation Limited. The details are available in
the Consolidated Accounts. https://treetcorp. com/financial-reports/
Loads is the listed Company and associated undertaking of
Treet Corporation Limited the Audited Financial Statement are available at: https://loads-group. pk/annual-reports/
Detailed accounts are available at:
https://ftmm. com.pk/investor-information/ financial-reports-ftmm/
https://treetcorp. com/financial-reports/
https://loads-group. pk/annual-reports/
https://treetbattery. com/financial-reports/
A description of the project and its history since conceptualization; | Treet Battery Limited carry out business as manufacturers, assemblers, processors, producers, suppliers, sellers, importers, exporters, makers, fabricators and dealers in all batteries including but not limited to lead acid batteries, deep cycle batteries, lithium batteries, nickel cadmium batteries, nickel metal hybrid batteries, absorbed glass mat batteries, gel batteries. Information memorandum is available at www. treetbattery.com | Renacon Pharma Limited ("RPL") is a prominent Hemodialysis Concentrates manufacturer in Pakistan. The Company obtained its manufacturing license in 1998 and subsequently replaced majority market of the old Acetate solution with its newer Bicarbonate Concentrate solution within 5 years of introduction. Information memorandum is available at www. renaconpharma. com | Treet Power Limited Loads Limited Not Applicable is incorporated on (the Company) November 20, 2007 is a public listed in Pakistan The company, which company is a wholly was incorporated owned subsidiary in Pakistan on 1 of Treet Holdings January 1979, as Limited, which a private limited is also a wholly company under owned subsidiary of Companies Act, 1913 Treet Corporation (repealed with the Limited - an enactment of the ultimate parent, Companies Act, 2017 a listed company. on 30 May 2017). The motive behind On 19 December is to set up an 1993, the status of Electric Power the Company was Generation Project converted from for generating, private limited distribution and company to public selling of Electric unlisted company. Power, which is On 1 November kept in abeyance in 2016, the shares of order to complete the Company were other projects of the listed on Pakistan Group Companies Stock Exchange of Treet Corporation Limited (PSX). The Limited. Information principal activity memorandum is of the Company available at www. is to manufacture treetcorp.com. and sell radiators, exhaust systems and other components for automotive. Information is available at www. loads-group.pk. | |
Starting date and expected date of completion; | Not Applicable | Not Applicable | Not Applicable Not Applicable Not Applicable | |
Time by which such project shall become commercially operational; | Not Applicable | Not Applicable | Not Applicable Not Applicable Not Applicable | |
Expected return on total capital employed in the project; and | Not Applicable | Not Applicable | Not Applicable Not Applicable Not Applicable | |
Funds invested of to be invested by the promoters distinguishing between cash and non-cash amounts: | Not Applicable | Not Applicable | Not Applicable Not Applicable Not Applicable | |
Maximum amount of loans or advances or guarantee; | Up to an extent of Rs. 5,200 million | Up to an extent of Rs. 1,000 million | Up to an extent Up to an extent of FTMM: 572 million of Rs. 3.0 million Rs. 1,700 million RPL: 1,800 million TBL: 3,380 million Loads: 1500 million | |
Purpose of loans or advances and benefits likely to accrue to the investing company and its members from such loans or advances | To meet the working capital requirements of the company. | To meet the working capital requirements of the company. | To meet the To meet the To meet the letter of working capital working capital credit/ guarantee requirements of requirements of the requirements of the company. company. above subsidiaries/ Associated Companies. | |
Sources of funds from where loans or advances will be given; | Own Source | Own Source | Own Source Own Source Not Applicable |
Where loans or advances are being granted using borrowed funds, | Not Applicable | Not Applicable | Not Applicable Not Applicable | Not Applicable | |
Justification for granting loan or advance | Not Applicable | Not Applicable | Not Applicable Not Applicable | Not Applicable | |
out of borrowed funds; | |||||
Detail of guarantees / assets pledged | Not Applicable | Not Applicable | Not Applicable Not Applicable | Not Applicable | |
for obtaining such funds, if any; and | |||||
Cost Benefit Analysis | No Benefit/ Loss | No Benefit/Loss | No Benefit/ Loss No Benefit/ Loss | No Benefit/ Loss | |
Salient feature of all agreements | Agreements with | Agreements with | Agreements with Agreements | Agreements | |
entered or to be entered with its | subsidiary will be | subsidiary will be | subsidiary will be with associated | with subsidiary | |
associated company or associated | available at the | available at the | available at the company will be | companies will | |
undertaking with regards to proposed | AGM for review of | AGM for review of | AGM for review of available at the | be available | |
investment | the shareholders | the shareholders | the shareholders AGM for review of | at the AGM for | |
the shareholders | review of the | ||||
shareholders | |||||
Direct or indirect interest of directors, | Syed Shahid Ali, | Syed Shahid Ali, | Syed Shahid Syed Shahid Ali, | Direct Investment | |
sponsors, majority shareholders | Syed Sheharyar | Syed Sheharyar | Ali and Munir Syed Sheharyar | of Parent | |
and their relatives, if any, in the | Ali, Imran Azim, | Ali, Dr. Salman | Karim Bana are Ali and Munir | Company | |
associated company or associated | Ahmad Shahid | Faridi and Dr. | the Common Karim Bana are | and Common | |
undertaking or the transaction under | Hussain and Dr. | Haroon Latif Khan | Directors in both directors in the | Directorship | |
consideration; | Haroon Latif Khan | are the common | the Companies. Company and | ||
are the common | directors in | on the Board of | |||
directors. | the Company. | Loads Limited. | |||
Whereby Syed | |||||
Shahid Ali | |||||
holds 10.09% | |||||
shareholding in | |||||
Renacon Pharma | |||||
Limited. | |||||
In case any investment in associated | Investments | Investments | Investments Investments | Not Applicable | |
company or associated undertaking | in associated | in associated | in associated in associated | ||
has already been made, the | entities are made | entities are made | entities are made entities are made | ||
performance review of such | on an arm's | on an arm's | on an arm's on an arm's | ||
investment including complete | length basis, and | length basis, and | length basis, and length basis, and | ||
information/ justification for any | there has been | there has been | there has been there has been | ||
impairment or write-offs. | no impairment or | no impairment or | no impairment or no impairment or | ||
write-offs. | write-offs. | write-offs. write-offs. | |||
Average borrowing cost of the | Average | Average | Average Average | Not Applicable | |
investing company or in case of | borrowing cost | borrowing cost | borrowing cost borrowing cost | ||
absence of borrowing the Karachi | of the investing | of the investing | of the investing of the investing | ||
Inter Bank Offered Rate for the | company | company | company company | ||
relevant period; | |||||
Rate of interest, mark up, profit, fees or | Equivalent cost | Equivalent cost | Equivalent cost Equivalent cost | The rate of | |
commission etc. to be charged; | (borrowing cost | (borrowing cos | t (borrowing cost (borrowing cost | return (if any) | |
of investing | of investing | of investing of investing | ear marked | ||
company) to | company) to | company) to company) to | non-funded / | ||
be charged to | be charged to | be charged to be charged to | Funded facilities | ||
the borrowing | the borrowing | the borrowing the borrowing | pursuant to the | ||
subsidiary | subsidiary | subsidiary Associated | above resolutions | ||
Company | shall be charged | ||||
to the subsidiary/ | |||||
Associated | |||||
companies at | |||||
the same rate | |||||
as charged by | |||||
the banks to | |||||
the Investing | |||||
Company. | |||||
Repayment schedules of borrowing of the | Not Applicable | Not Applicable | Not Applicable Not Applicable | Not Applicable | |
investing company; |
Particulars of collateral security to be obtained against loan to the borrowing company or undertaking, if any; | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
If the loans or advances carry | The Investing | The Investing | Not | The Investing | Not Applicable |
conversion feature i.e. it is convertible | Company is | Company is | Applicable | Company is | |
into securities, this fact along with | provided the | provided the | provided the | ||
complete detail including conversion | right to convert | right to convert | right to convert | ||
formula, circumstances in which the | the loan into | the loan into | the loan into | ||
conversion may take place and the | equity of the | equity of the | equity of the | ||
time when the conversion may be | borrowing | borrowing | borrowing | ||
exercisable; | company/ | company/ | company/ | ||
associated | associated | associated | |||
company and/ | company and/ | company and/ | |||
or undertaking | or undertaking | or undertaking | |||
subject to | subject to | subject to | |||
such terms | such terms | such terms | |||
and conditions | and conditions | and conditions | |||
as may be | as may be | as may be | |||
subsequently | subsequently | subsequently | |||
agreed | agreed between | agreed | |||
between the | the parties at | between the | |||
parties at | the time that | parties at | |||
the time that | such right is | the time that | |||
such right is | exercised. | such right is | |||
exercised. | exercised. | ||||
Repayment schedule and terms of loans | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
or advances to be given to the investee | |||||
company | |||||
Any other important details necessary for | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
the members to understand the transaction; | |||||
and |
In case of investment in a project of an associated company or associated undertaking that has not commenced
operations, in addition to the information referred to above, the following further information is required, namely,
Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable
Interest of Investee Company, its Sponsors and Directors in the Company:
The Directors are interested in the resolution to the extent of their common directorships and their shareholding in the associated companies.
Audited Financial Statements of Investee Companies:
As required by Chapter-II clause 4(3) of the Companies (Investment in Associated Companies or Associated Undertakings) Regulations, 2017. The latest audited financial statements of Treet Battery Limited, First Treet Manufacturing Modaraba, Renacon Pharma Limited, Treet Power Limited and Loads Limited shall be made available for inspection by the members at the meeting, namely:
Due Diligence Undertaking of Directors:
The Directors of the Company hereby certify to the Members that the Directors have, as required by Chapter-II clause 3(3) of the Companies (Investment in Associated Companies or Associated Undertakings) Regulations, 2017., carried out the requisite due diligence of associated Companies/
Subsidiaries for the investment mentioned in table. The recommendations of the said due diligence report are duly signed under the authority of the Directors will be made available for inspection by the members at the meeting;
-
Agenta Item No. 4(v) - To consider and if thought fit, pass the following Special Resolutions under Section 183(3) read with Section 199 of the Companies Act, 2017, with or without modification(s), addition(s) and/or deletion(s):
Information to be disclosed under Section 183(3) of the Companies Act, 2017 in accordance with S.R.O. 423(I)/2018 dated April 3, 2018 issued by the Securities and Exchange Commission of Pakistan
Sr.
No.
Description
Information Required
(I)
In case of sale, lease or disposal of sizeable part of undertaking
a)
Description/Name of Asset
Divestment of up to 231,639,658 ordinary shares of Treet Battery Limited, owned by the Company
b)
Acquisition date of the Asset
June 9, 2023
c)
Cost as on June 30, 2025
The subject shares of Treet Battery Limited ("TBL") were allotted to the Company pursuant to scheme of arrangement approved by the Honorable Lahore High Court through its Order dated January 10, 2023.
d)
Revalued amount and date of revaluation (if applicable)
Not applicable
e)
Book value as on June 30, 2025
Rs. 2,173,767,000
f)
Approximate current market price/fair value.
PKR 13.92
g)
In case of sale, if the expected sale price is lower than book value or fair value, then the reasons thereof
Not applicable
h)
In case of lease of assets, tenure, lease rentals, increment rate; mode/basis of determination of lease rentals; and other important terms and conditions of the lease
Not applicable
i)
Additional information in case of sale of land:
a. location
Not applicable
b. Nature of land (e.g. commercial, agriculture, etc); and
Not applicable
c. Area proposed to be sold
Not applicable
(II)
The proposed manner of disposal of the said assets
The divestment of shares is proposed to be either through sale of shares in open market (through Pakistan Stock exchange) at the share price of TBL shares as on the date of sale and/or through a negotiated deal mechanism, at a price that may be deemed appropriate by the management of the Company, either in one lot or multiple lots as deemed fit by the management
(III)
In case the Company has identified a buyer, who is a related party the fact shall be disclosed in the statement of material facts
Nil
(IV)
Purpose of the sale, lease or disposal of assets along with following details
a)
Utilization of the proceeds received from the transaction
The proceeds from sale of shares of TBL by the Company shall be utilized for retirement of TCL debt which shall reduce financial costs,
improve net profitability and ultimately maximize shareholder value
b)
Effect on operational capacity of the company, (if any)
Not Applicable
c)
Quantitative and qualitative benefits expected to accrue to the members.
Reduce in financial costs, improvement of net profitability and ultimately maximization shareholder value
Information required pursuant to Regulation 3(1)(a) and 3(1)(b) of the Companies (Investment in Associated Companies or Associated Undertakings) Regulations, 2017
A. Disclosure for all types of investment
1.
Name of associated company
Treet Battery Limited
2.
Basis of relationship
Associated Company/Subsidiary
3.
Earnings per share for the last three years
2024: (0.43) (Restated)
2023: 0.07
2022: 0.31
4.
Break-up value per share, based on latest audited financial statements
Rs. 2.01 per share
5.
Financial position, including main items of statement of financial position and profit and loss account on the basis of its latest financial statements
Treet Battery Limited is a Listed Company. Audited Financial Statements are available at https://treetbattery.com/financial-reports/
6.
In case of investment in relation to a project of associated company or associated undertaking that has not commenced operations, following further information, namely:
Not applicable
B. General Disclosures
1.
Maximum amount of investment (divestment) to be made
Shareholders' approval is required to disinvest up to 231,639,658 (Two Hundred and Thirty-One
Million Six Hundred and Thirty-Nine Thousand and Six Hundred and Fifty-Eight) ordinary shares of Treet Battery Limited owned by the Company.
description of the project and its history since conceptualization;
starting date and expected date of completion of work;
Time by which such project shall become commercially operational;
Expected time by which the project shall start paying return on investment; and
Funds invested or to be invested by the promoters, sponsors, associated company or associated undertaking distinguishing between cash and non-cash amounts
2.
Purpose, benefits likely to accrue to the investing company and its members from such investment and period of investment
Not applicable
3.
Sources of funds to be utilized for investment and where the investment is intended to be made using borrowed funds:
Not applicable
4.
Salient features of the agreement(s), if any, with associated company or associated undertaking with regards to the proposed investment
Not applicable
5.
Direct or indirect interest of directors, sponsors, majority shareholders and their relatives, if any, in the associated company or associated undertaking or the transaction under consideration
The following Directors of the Company are shareholders of Treet Battery Limited:
The following Directors of the Company Following are the Common Directors in both Companies:
6.
In case any investment in associated company or associated undertaking has already
been made, the performance review of such investment including complete Information/ justification for any impairment or write offs
Treet Battery Limited (TBL) is a subsidiary of Treet Corporation Limited. As of the current financial reporting period, investments are recorded at cost with no recognized impairment losses.
7.
Any other important details necessary for the members to understand the transaction
The funds will be utilized for retirement of TCL debt which will reduce the financial cost,
improve net profitability and ultimately maximize shareholder's wealth.
C. In case of equity investment
1.
Maximum price at which securities will be acquired
Not applicable
2.
In case the purchase price is higher than market value in case of listed securities and fair value in case of unlisted securities, justification thereof
Not applicable
3.
Maximum number of securities to be acquired (divested)
Shareholders' approval is required to disinvest up to 231,639,658 (Two Hundred and Thirty-One
Million Six Hundred and Thirty-Nine Thousand and Six Hundred and Fifty-Eight) ordinary shares of Treet Battery Limited owned by the Company.
Justification for investment through borrowings;
Detail of collateral, guarantees provided and assets pledged for obtaining such funds; and
Cost benefit analysis;
Mr. Syed Shahid Ali; and
Mr. Syed Sheharyar Ali.
Mr. Syed Shahid Ali;
Mr. Syed Sheharyar Ali;
Mr. Imran Azim;
Mr. Haroon Latif Khan; and
Mr. Ahmad Shahid Hussain.
4.
Number of securities and percentage thereof held before and after the proposed investment (divestment)
Numbers of shares of Treet Battery Limited owned by the Company before the proposed disinvestment is 895,012,913 ordinary shares
equivalent to approximately 82.67% of the existing paid-up share capital of Treet Battery Limited.
Numbers of shares of Treet Battery Limited owned by the Company after the proposed disinvestment shall be up to 729,105,184 ordinary shares equivalent to approximately 67.34% of the existing paid-up share capital of Treet Battery Limited.
5.
Current and preceding twelve weeks' weighted average market price where investment is proposed to be made in listed securities
Not applicable
6.
Fair value determined in terms of sub-regulation (1) of regulation 5 of the Companies (Investment in Associated Companies or Associated Undertakings) Regulations, 2017 for investments in unlisted securities
Not applicable
(V)
Further Information relating to the sale of Asset
a)
Reason which led to closure/disposal of Asset:
These measures underscore the Company's strategic commitment to delivering sustained value to its shareholders.
b)
Expected time of completion
Completion timeline may vary depending on market conditions
c)
Due Diligence
The recommendations of the said due diligence report are duly signed under the authority of the Directors will be made available for inspection by the members at the meeting;
d)
Interest of Directors
The following Directors of the Company are shareholders of Treet Battery Limited:
The following Directors of the Company Following are the Common Directors in both Companies:
Mr. Syed Shahid Ali; and
Mr. Syed Sheharyar Ali.
Mr. Syed Shahid Ali;
Mr. Syed Sheharyar Ali;
Mr. Imran Azim;
Mr. Haroon Latif Khan; and
Mr. Ahmad Shahid Hussain.
-
Agenda Item No. 5 - To ratify and approve arm's length transactions carried out with associated companies/ undertakings in the normal course of business in accordance with Section 208 of the Companies Act, 2017:
The Company carried out transactions with its related parties during the Financial Year ended on June 30, 2025, on an arm's length basis as per the approved policy in the normal course of business. All transactions entered into with related parties have to be duly recommended by the Audit Committee and approved by
the Board of Directors on a quarterly basis pursuant to Regulation 15 of the Listed Companies (Code of Corporate Governance) Regulations, 2019.
A few of the Company's Directors were interested in certain transactions with related parties due to their common directorship in associated/subsidiary companies. During the previous Annual General Meeting of the Company, shareholders had authorized the
Board of Directors to approve the transactions with related parties from time-to-time on case-to-case basis for the Financial Year
ended on June 30, 2025, and such transactions shall be placed before the shareholders in the upcoming Annual General Meeting for their formal approval/ratifications.
In view of the above, transactions conducted with related parties as shown in the notes
to the Company's Financial Statements for the Financial Year ended June 30, 2025, are being placed before the shareholders for their consideration and approval/ratification.
-
Agenda Item No. 6 - To authorize the Board of Directors of the Company to approve transactions with related parties for the financial year ending June 30, 2026:
The Company shall be conducting transactions with its related parties during the Financial Year ending on June 30, 2026, on an arm's length basis as per the approved policy in the normal course of business. A few of the Company's Directors may be interested in these transactions due to their common directorship in the associated/subsidiary companies. To promote transparent business practices, transactions entered into by the Company with its related parties from time-to-time on case-to-case basis during the Financial Year ending on June 30, 2026, as authorized by the Board of Directors shall be deemed to be approved by the shareholders of the Company and these transactions shall be placed before the shareholders in the next Annual General Meeting of the Company for their formal ratification/approval.
FORMOF PROXY
For beneficial owners as per CDC List
CDC Participant I.D No. Sub Account No. CNIC No
Passport No.
I/We, of being a member of Treet Corporation Limited, holder of Ordinary shares as per Register Folio No.
Hereby Appoint Mr. /Mrs. /Miss of person or failing him
/ her Miss / Mrs / Mr. of
Please affix Rupees
Fifty Revenue Stamp
another person on my / our proxy to attend and vote for me / us and my / our behalf at Annual General Meeting of the Company to be held on Monday, October 27th, 2025 at 10:30AM and at every adjournment thereof, if any
Signature should agree with specimen Signature registered with the Company
Signed this day of October 2025 Signature of Shareholder
Signature of Proxy
1. WITNESS 2. WITNESSSignature Signature Name Name Address Address
CNIC CNIC
This Proxy Form. Duly completed and signed, must be received at above mentioned address the Registered Office of the Company, not less than 48 hours before the time of holding the meeting.
If a member appoints more than one proxy and more than one instruments of proxy are deposited by a member with the Company, all such instruments of proxy shall be rendered invalid.
For CDC Account Holders / Corporate Entities in addition to the above the following requirements have to be met;
Attested copies of CNIC or the Passport of the beneficial owners and the proxy shall be provided with the proxy forms.
The proxy shall produce his original CNIC or original Passport at the time of the meeting.
In case of a corporate entity, the Board of Directors resolution/power of attorney with specimen signature shall be submitted (unless it has been provided earlier) along with proxy form to the Company.
,j j#_‹» jj 10;30 r2025 "127 «j ........................................................................ • /..........................................
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