4th October, 2024
The General Manager
Pakistan Stock Exchange Limited
Stock Exchange Building,
Stock Exchange Road,
Karachi.
Dear Sir:
Notice of Annual General Meeting of Treet Corporation Limited
This is to inform you that we intend to hold our Annual General Meeting (AGM) on Monday, 28 October 2024 at 11.00 A.M at Ali Auditorium, Ferozepur Road, Shahra-e-Roomi Lahore, the detail of which is envisaged in the attached Notice of AGM.
You are requested to kindly share the same amongst the TRE certificate holders of the Exchange.
Thanking you.
Yours truly
for Treet Corporation Limited
_______________________
(Zunaira Dar)
Group Chief Legal Officer & Company Secretary
NOTICE OF
ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN, that Annual General Meeting of the shareholders of Treet Corporation Limited (the "Company") will be held on Monday, October 28, 2024, at 11:00 A.M. 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 June 28, 2024. - To receive, consider and adopt the Annual Audited Financial Statements (Standalone & consolidated) of the Company for the year ended June 30, 2024, together with the Directors' and Auditors' Reports thereon.
-
To appoint External Auditors of the Company for the year ending June 30, 2025 and to fix their remuneration. M/s Yousaf Adil & Co, Chartered
Accountants, have offered themselves for appointment. - Any other item with the permission of the chair.
SPECIAL BUSINESS:
5. (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 Act and Regulation 5(5) of the Regulations and subject to the compliance with all statutory and legal requirements, to grant and/or renewal of a loan up to PKR 6,200,000,000/- (Rupees
Six Billion Two Hundred Million Only) to Treet Battery Limited ("TBL"), being an associated undertaking, in the form of working capital loan, for a period of further one year starting from the date of approval by Shareholders.
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 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 for a period of
one year starting from the date of approval by shareholders.
FURTHER RESOLVED THAT the rate of return for ear marked non-funded/fundedfacilities (if any) pursuant to the above resolutions shall be charged to the subsidiary/associated company at the same rate as charged by the bank 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):
FURTHER 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, to grant and/or renewal of loan up to PKR 550,000,000/- (Rupees Five Hundred and
Fifty Million Only) to Renacon Pharma Limited
("RPL"), being an associated undertaking, in the form of a working capital loan, for a period of one year starting from the date of approval by shareholders.
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 the Regulations and subject to the compliance with all statutory and legal requirements, to 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 "RPL", being an associated undertaking, for a period of one year starting from the date of approval by shareholders.
FURTHER RESOLVED THAT, the rate of return for ear marked non-funded/fundedfacilities (if any) pursuant to the above resolutions shall be charged to the subsidiary/associated company at the same rate as charged by the bank to the Company.
Notice of AGM 2024
NOTICE OF
ANNUAL GENERAL MEETING
-
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, to 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, for a period of further one year starting from the date of approval by Shareholders. - 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, to grant and/or renewal of loan up to PKR 7,000,000/- (Rupees Seven Million Only) to Loads Limited ("LOADS"), being an associated undertaking, in the form of working capital loan, for a period of further one year starting from the date of approval by Shareholders. - 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, to grant loan up to PKR
4,000,000/- (Rupees Four Million Only) to Hi- Tech Alloy Wheels Limited ("Hi-TECH"), being an associated undertaking, in the form of working capital loan, for a period of one year starting from the date of approval by Shareholders. - 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, 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 and legal requirements, to issue cross corporate guarantees up to PKR 572,000,000/- (Rupees Five Hundred and Seventy Two Million Only) to commercial banks/ financial institutions, for and on behalf of its group concern i.e M/s First Treet Manufacturing Modaraba (the Subsidiary company) to accommodate for arrangement of financing. This resolution is valid for a period of one year starting from the date of approval by shareholders.
FURTHER RESOLVED THAT, the rate of return for ear marked non-funded/fundedfacilities (if any) pursuant to the above resolutions shall be charged to the subsidiary/associated company at the same rate as charged by the bank to the Company.
6. 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, 2024 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,
2024, 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.
NOTICE OF
ANNUAL GENERAL MEETING
7. To authorize the Board of Directors of the Company to approve transactions with related parties for the financial year ending June 30, 2025 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, 2025;
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.
By Order of the Board
Lahore: October 05, 2024
Notes:
1. CLOSURE OF SHARE TRANSFER BOOKS
The share transfer Books of the Company will remain closed from October 22, 2024 to October 28, 2024 (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 21, 2024 will be treated in time.
(Zunaira Dar)
Company Secretary
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.
2. PARTICIPATION IN THE ANNUAL GENERAL MEETING
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 Offi¬ce 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/
- For Attending the Meeting
- In case of individuals, the account holder or sub-account holder and / or the person
(ii) 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 | CNIC No. / NTN | Folio No. / CDC | *Mobile No. | *Email address |
shareholder / proxy | No. | Account No. | ||
are holder | ||||
Notice of AGM 2024
NOTICE OF
ANNUAL GENERAL MEETING
*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.
- Requirement for Appointing Proxies
- In 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 benefi¬cial 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.
3. 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.
4. E-Voting
The members are hereby notified that pursuant to Companies (Postal Ballot) Regulations,
2018 amended through Notification vide SRO
2192(1)/2022 date 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 28, 2024 at 11:00 A.M. in accordance with the conditions mentioned
in the aforesaid regulations. The Company shall provide its members with the following options for voting:
i. 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-Votinglines will start from October 25,
2024, 09:00 a.m. and shall close on October 27, 2024 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.
NOTICE OF
ANNUAL GENERAL MEETING
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 day before the Annual General Meeting i.e. on October 27, 2024, 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.
-
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. - 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
FACILITY
I / 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. ______
__________________________.
7. 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, 2024, 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
8. 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.
The Form of Proxy is enclosed & also placed on Company's website.
Notice of AGM 2024
NOTICE OF
ANNUAL GENERAL MEETING
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 5, 6 & 7
Information to be disclosed pursuant to Companies (Investment in Associated Companies or Associated Undertakings) Regulations, 2017 (the "Regulations").
Name of Associated/ | Treet Battery | Renacon Pharma | Treet Power Limited | Loads Limited | Hi-Tech Alloy Wheels | Corporate |
Subsidiary | Limited | Limited | Limited | Guarantee/Ear- | ||
Companies | marking of its | |||||
Un-Funded/Funded | ||||||
Facilities | ||||||
Name of the | Treet Battery Limited | Renacon Pharma | Treet Power Limited | Loads Limited is an | Hi-Tech Alloy | • First Treet |
associated company | (TBL), a subsidiary | Limited (RPL) is | (TPL) is a subsidiary | associated Company | Wheels Limited | Manufacturing |
or associated | of Treet Corporation | Subsidiary of Treet | by indirectly owning | of Treet Corporation | is an associated | Modaraba |
undertaking along | Limited. The | Corporation Limited | 100.00% share | Limited. The | company on the | • Renacon Pharma |
with criteria based on | Company directly | by directly owning | capital through | Company directly | basis of common | Limited |
which the associated | owning 95.70% of | 55.86% of the share | its directly owned | owning 12.49% | directorship. | • Treet Battery |
relationship is | the share capital. | capital. | subsidiary Treet | shareholding in | Limited | |
established; | Holdings Limited | Loads Limited | ||||
(THL) | ||||||
Earnings per share | 2021: (2.42) | 2021: (0.08) | 2021: (0.52) | 2021: 0.62 | 2021: (2.62) | Not Applicable |
for the last three | 2022: (0.63) | 2022: 0.5 | 2022: (0.52) | 2022: 1.06 | 2022: (3.40) | |
years | 2023: (0.07) | 2023: 1.07 | 2023: (1.05) | 2023: (5.0) | 2023: (18.69) | |
Breakup value | 1.48 | 14.26 | (6) | 17.11 | (17.0) | Not Applicable |
per share, based | ||||||
on latest audited | ||||||
financial statements | ||||||
Financial position, | Treet Battery Limited | Being a subsidiary of | Being a subsidiary of | Loads is the | Hi-Tech Alloy | Detailed accounts |
including main | is a Listed Company. | Treet Corporation | Treet Corporation | listed Company | Wheels Limited is an | are available at: |
items of balance | Audited Financial | Limited. The details | Limited. The details | and associated | associated Company | |
sheet and profit and | Statements are | are available in | are available in | undertaking of Treet | of Treet Corporation | https://treetcorp. |
loss account of the | available at https:// | the Consolidated | the Consolidated | Corporation Limited | Limited on the | com/financial- |
associated company | treetbattery.com/ | Accounts. | Accounts. | the Audited Financial | basis of Common | reports/ & https:// |
or associated | financial-reports/. | https://treetcorp. | https://treetcorp. | Statement are | Directorship. Being | loads-group.pk/ |
undertaking on the | com/financial- | com/financial- | available at: https:// | a subsidiary of loads | annual-reports/. | |
basis of its latest | reports/. | reports/. | loads-group.pk/ | limited The details | ||
financial statements; | annual-reports/. | are available in | ||||
the Consolidated | ||||||
Accounts. | ||||||
https://loads-group. | ||||||
pk/annual-reports/. | ||||||
A description of | Treet Battery Limited | Renacon Pharma | Treet Power Limited | Loads Limited | Hi-Tech Alloy | Not Applicable |
the project and | carry out business | Limited ("RPL") | is incorporated on | (the Company) | Wheels Limited | |
its history since | as manufacturers, | is a prominent | November 20, 2007 | is a public listed | (HAWL) is a public | |
conceptualization; | assemblers, | Hemodialysis | in Pakistan The | company, which | limited company | |
processors, | Concentrates | company is a wholly | was incorporated in | incorporated | ||
producers, suppliers, | manufacturer | owned subsidiary | Pakistan on 1 January | in Pakistan on | ||
sellers, importers, | in Pakistan. The | of Treet Holdings | 1979, as a private | January 13, 2017 | ||
exporters, makers, | Company obtained | Limited, which is | limited company | (as a private limited | ||
fabricators and | its manufacturing | also a wholly owned | under Companies | company) under the | ||
dealers in all batteries | license in 1998 | subsidiary of Treet | Act, 1913 (repealed | repealed Companies | ||
including but not | and subsequently | Corporation Limited | with the enactment | Ordinance, 1984 | ||
limited to lead acid | replaced majority | - an ultimate parent, | of the Companies | (Repealed with the | ||
batteries, deep cycle | market of the old | a listed company. | Act, 2017 on 30 May | enactment of the | ||
batteries, lithium | Acetate solution | 2017). | Companies Act, 2017 | |||
batteries, nickel | with its newer | on May 30,2017). | ||||
cadmium batteries, | Bicarbonate | The principal activity | ||||
nickel metal hybrid | Concentrate solution | of the HAWL is to | ||||
batteries, absorbed | within 5 years of | manufacture alloy | ||||
glass mat batteries, | introduction. | wheels of various | ||||
gel batteries. | specifications and | |||||
sell them to local car | ||||||
assemblers. | ||||||
NOTICE OF
ANNUAL GENERAL MEETING
Information | The regi The motive | On 19 December | Currently, the | |||
memorandum is | behind is to set up | 1993, the status of | company is in | |||
available at www. | an Electric Power | the Company was | construction phase | |||
treetbattery.com and | Generation Project | converted from | and its commercial | |||
also available in the | for generating, | private limited | production is | |||
Financial Statements | distribution and | company to public | expected to | |||
(for 2022-2023) of | selling of Electric | unlisted company. | commence by June | |||
the Company | Power, which is | On 1 November | 2024. However, the | |||
kept in abeyance in | 2016, the shares of | assembly of the | ||||
order to complete | the Company were | Company's plant | ||||
other projects of the | listed on Pakistan | is suspended. The | ||||
Group Companies | Stock Exchange | HAWL is a subsidiary | ||||
of Treet Corporation | Limited (PSX). The | of Loads Limited | ||||
Limited. Information | principal activity | (Parent company), | ||||
memorandum is | of the Company | a listed company | ||||
available at www. | is to manufacture | incorporated in | ||||
treetcorp.com. | and sell radiators, | Pakistan. The | ||||
stered office of the | exhaust systems and | shares of the | ||||
company is situated | other components | Parent company are | ||||
at 72-B, Industrial | for automotive. | listed on Pakistan | ||||
Area, Kot lakh pat, | Information | Stock Exchange | ||||
Lahore. | memorandum is | (PSX). Information | ||||
available at www. | memorandum is | |||||
loads-group.pk. | available at www. | |||||
loads-group.pk. | ||||||
Starting date and | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
expected date of | ||||||
completion; | ||||||
Time by which such | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
project shall become | ||||||
commercially | ||||||
operational; | ||||||
Expected return | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
on total capital | ||||||
employed in the | ||||||
project; and | ||||||
Funds invested | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
of to be invested | ||||||
by the promoters | ||||||
distinguishing | ||||||
between cash and | ||||||
non-cash amounts: | ||||||
Total amount of | Up to an extent of Rs. Up to an extent of Rs. Up to an extent of Rs. Up to an extent of Rs. Up to an extent of Rs. FTMM: 572 million | |||||
loans or advances or | 6,200 million | 550 million | 3.0 million | 7.0 million | 4.0 million | RPL: 1,500 million |
guarantee; | TBL: 3,380 million | |||||
Purpose of loans | RPL: 1,500 million | To meet the working | To meet the working | To meet the working | To meet the working | To meet the letter |
or advances and | capital requirements | capital requirements | capital requirements | capital requirements | of credit/guarantee | |
benefits likely | of the company. | of the company. | of the company. | of the company. | requirements of | |
to accrue to the | above subsidiaries/ | |||||
investing company | associated concern | |||||
and its members | ||||||
from such loans or | ||||||
advances | ||||||
Sources of funds | Own Source | Own Source | Own Source | Own Source | Own Source | Not Applicable |
from where loans | ||||||
or advances will be | ||||||
given; | ||||||
Where loans or | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
advances are being | ||||||
granted using | ||||||
borrowed funds, | ||||||
Notice of AGM 2024
NOTICE OF
ANNUAL GENERAL MEETING
Justification for | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
granting loan or | ||||||
advance out of | ||||||
borrowed funds; | ||||||
Detail of guarantees | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
- assets pledged 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 | No Benefit/ Loss |
Salient feature of | Agreements with | Agreements with | Agreements with | Agreements with | Agreements with | Agreements with |
all agreements | subsidiary will be | subsidiary will be | subsidiary will be | associated company | associated company | subsidiary companies |
entered or to be | available at the AGM | available at the AGM | available at the AGM | will be available at the | will be available at the | will be available at the |
entered with its | for review of the | for review of the | for review of the | AGM for review of | AGM for review of | AGM for review of |
associated company | shareholders | shareholders | shareholders | the shareholders | the shareholders | the shareholders |
or associated | ||||||
undertaking with | ||||||
regards to proposed | ||||||
investment; | ||||||
Direct or indirect in- | Syed Shahid Ali, | Syed Shahid Ali, | Syed Shahid Ali and | Syed Shahid Ali, | Syed Shahid Ali, | Direct Investment |
terest of directors, | Syed Sheharyar Ali, | Syed Sheharyar | Munir Karim Bana | Syed Sheharyar Ali | Syed Sheharyar Ali | of Parent Company |
sponsors, majority | Imran Azim, Ahmed | Ali and Dr. Salman | are the Common | and Munir Karim | and Munir Karim | and Common |
shareholders and | Shahid Hussain and | Faridi are the | Directors in both the | Bana are directors | Bana are directors | Directorship |
their relatives, | Dr. Haroon Latif | common directors | Companies. | in the Company | in the Company and | |
if any, in the | Khan are the com- | in the Company. | and on the Board of | on the board of Hi- | ||
associated com- | mon directors. | Whereby Syed Sha- | Loads Limited. | Tech Alloy Wheels | ||
pany or associated | hid Ali holds 10.09% | Limited. | ||||
undertaking or the | shareholding in | |||||
transaction under | Renacon Pharma | |||||
consideration; | Limited. | |||||
In case any loan | Approval from | Approval from | Approval from | Approval from | Approval from | Not Applicable |
has already been | shareholders is be- | shareholders is be- | shareholders is | shareholders is be- | shareholders is be- | |
granted to the said | ing sought to Avail | ing sought to Avail | being sought to Avail | ing sought to Avail | ing sought to Avail | |
associated com- | borrowing levels up | borrowing levels up | borrowing levels up | borrowing levels up | borrowing levels up | |
pany or associated | to Rs. 6,200 million. | to Rs. 550 million. | to Rs. 3.0 million. | to Rs. 7.0 million. | to Rs. 4.0 million. | |
undertaking, the | ||||||
complete details | ||||||
thereof; | ||||||
In case any invest- | Investments in | Investments in | Investments in | Investments in | Investments in | Not Applicable |
ment in associated | associated entities | associated entities | associated entities | associated entities | associated entities | |
company or asso- | are made on an | are made on an | are made on an | are made on an | are made on an | |
ciated undertaking | arm's length basis, | arm's length basis, | arm's length basis, | arm's length basis, | arm's length basis, | |
has already been | and there has been | and there has been | and there has been | and there has been | and there has been | |
made, the perfor- | no impairment or | no impairment or | no impairment or | no impairment or | no impairment or | |
mance review of | write-offs. | write-offs. | write-offs. | write-offs. | write-offs. | |
such investment | ||||||
including complete | ||||||
information/ | ||||||
justification for | ||||||
any impairment or | ||||||
write-offs. | ||||||
Average borrowing | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
cost of the invest- | ||||||
ing company or in | ||||||
case of absence | ||||||
of borrowing the | ||||||
Karachi Inter Bank | ||||||
Offered Rate for the | ||||||
relevant period; | ||||||
NOTICE OF
ANNUAL GENERAL MEETING
Rate of interest, | Equivalent cost (av- | Equivalent cost | Equivalent cost | Equivalent cost | Equivalent cost | The rate of return |
mark up, profit, fees | erage rate of invest- | (average rate) to be | (average rate) to | (average rate) to be | (average rate) to be | (if any) ear marked |
or commission etc. | ing) to be charged | charged to the bor- | be charged to the | charged to the bor- | charged to the bor- | non-funded/Funded |
to be charged; | to the borrowing | rowing subsidiary | borrowing subsidiary | rowing subsidiary | rowing subsidiary | facilities pursu- |
subsidiary | ant to the above | |||||
resolutions shall be | ||||||
charged to the sub- | ||||||
sidiary companies | ||||||
at the same rate as | ||||||
charged by the bank | ||||||
to the Company. | ||||||
Repayment sched- | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
ules of borrowing | ||||||
of the investing | ||||||
company; | ||||||
If the loans or | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
advances carry con- | ||||||
version feature i.e. | ||||||
it is convertible into | ||||||
securities, this fact | ||||||
along with complete | ||||||
detail including | ||||||
conversion formula, | ||||||
circumstances in | ||||||
which the conver- | ||||||
sion may take place | ||||||
and the time when | ||||||
the conversion may | ||||||
be exercisable; | ||||||
Repayment sched- | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
ule and terms of | ||||||
loans or advances | ||||||
to be given to the | ||||||
investee company; | ||||||
Any other im- | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
portant details | ||||||
necessary for | ||||||
the members to | ||||||
understand the | ||||||
transaction; and | ||||||
In case of invest- | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
ment in a project | ||||||
of an associated | ||||||
company or asso- | ||||||
ciated undertaking | ||||||
that has not com- | ||||||
menced opera- | ||||||
tions, in addition | ||||||
to the information | ||||||
referred to above, | ||||||
the following fur- | ||||||
ther information is | ||||||
required, namely, | ||||||
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, Renacon Pharma Limited, Treet Power
Limited, Loads Limited and Hi-Tech Alloy Wheels Limited shall be made available for inspection by the members at the meeting, namely:
Notice of AGM 2024
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