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Karachi, September 27, 2012 (PPI-OT): Enclosed please find a copy of the Notice of Extraordinary General Meeting to he held on Friday, October 19, 2012 at 10:00 a.m. at 105, Ibrahim Trade Tower, Shahrah-e-Faisal, Karachi, for circulation amongst your members.
Notes:
1. The companies shall send to the Exchange copies of all notices as well as resolutions prior to their publication and dispatch to the shareholders and also file with the Exchange certified copies of all such resolutions as soon as these have been adopted and become effective.
2. The companies are advised to send the above information at least 21 days before the meeting through fax at UAN Fax number 111-573-329 followed by a hard copy of letter of confirmation immediately.
Notice of the Extraordinary General Meeting
Notice is hereby given to all the members of M/s. Globe Textile Mills (OE) Limited that an Extraordinary General Meeting of the Company will be held on Friday, October 19, 2012 at 10:00 a.m. at 105, Ibrahim Trade Tower, Shahrah-e- Faisal, Karachi, to transact the following business:
Agenda
1. To consider and approve the minutes of the last Annual General Meeting of the Company.
Special Business:
2. To consider and if thought fit, approve the voluntary delisting of M/s. Globe Textile Mills (OE) Limited, from Karachi Stock Exchange Limited and Lahore Stock Exchange Limited by passing the following special resolution with or without any modification:
Resolved that the company be voluntary de-listed under the listing Regulation 30 of the Karachi Stock Exchange Regulations and Lahore Stock Exchange Regulations.
Further Resolved that the purchase price per share will be Rs. 40/- per share, as undertaken by the Sponsors which has been approved by Karachi Stock Exchange Limited and Lahore Stock Exchange Limited and further resolved that Mr. Arshad Arif, Director be hereby authorized singly to take necessary steps and executes all documents in relation to tile de-listing of the company in compliance with the Karachi Stock Exchange Regulations and Lahore Stock Exchange Regulations.
3. Any other matter with the permission of’ the Chair.
Notes:
1. The Share transfer Books of the Company will remain closed from October 12, 2012 to October 19, 2012, both days inclusive.
2. A member entitled to attend and Vote at this meeting is entitled to appoint another member of the Company as a proxy to attend and vote on his/ her behalf: Proxies in order to be effective must be received the registered Office of the Company duly stamped and singed at least 48 hours before the time of meeting.
3. Members are requested to notify any change in their addresses and their contact numbers immediately to the Company’s Share Registrars.
4. Statement under section 160 (1) (b) of the Companies Ordinance, 1984 is appended.
Statement under Section 160 (1) (b) of the Companies Ordinance 1984 voluntarily delisting of Globe Textile Mills (OE) Limited.
The Board of Directors of Globe Textile Mills (OE) Limited (the “Company”) in their meeting held on June 06, 2012 recommended with their approval to voluntarily de-list the Company from Karachi Stock Exchange Limited and Lahore Stock Exchange Limited, The sponsors / majority shareholder have given their consent to purchase 2,054,096 Ordinary Shares at a price of Rs. 20.20 per share or such other price as approved by the stock exchanges.
The sponsors / majority shareholders holds 2,608,012 shares (55.94%), After the above mentioned transaction all the shares if surrendered by the minority shareholders then their number of shares will be increased by 2,054,096 (Physical) shares (44.06%) to their shareholders. The number of shares after affect of the above mentioned buy-back transaction, shall stand in the names of the sponsors / majority shareholders.
Further in the view of the directors, the following are the main reasons for delisting of Globe Textile Mills (OE) Limited.
Reasons of Delisting
Financial Position:
There have been considerable fluctuations in the financial and operational activities of the company over the past few years and the sponsors feel that this uncertainty is going to persist in the foreseeable future.
The dividend paying capacity of the company has also been adversely affected, While there is no doubt that our shareholders have supported the company over the years, there has been a consistent downtrend in the number of shares being bought and sold in the market, and in other words there really is no active market in the company’s shares. The advantages of involvement in the capital markets via listing arc no longer an attractive option for the company.
Accordingly, the sponsors are of the view that the company should be delisted from Karachi Stock Exchange Limited and Lahore Stock Exchange Limited and a good return be provided to our shareholders through a handsome exit price.
Interest of the Directors.
The interest of the directors in above transaction is limited to their shareholding only.
For more information, contact:
Misbah Arif
Company Secretary
Globe Textile Mills (OE) Limited
105, Ibrahim Trade Tower,
Shahrah-e-Faisal, Karachi – Pakistan
Tel: 34327534, 34327535
Fax: 34327536
E-mail: info@globeoe.com