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Karachi, September 26, 2012 (PPI-OT): Enclosed please find a Notice of the Annual General Meeting of the Company to be held on October 31, 2012 for circulation amongst your members.
Notice of Meeting
Notice is hereby given that the 60th Annual General Meeting of Gul Ahmed Textile Mills Limited will be held at Moosa D. Dessai ICAP Auditorium, Institute of Chartered Accountants of Pakistan, G-31/8, Chartered Accountants Avenue, Clifton, Karachi, on Wednesday, October 31, 2012 at 10:00 a.m. to transact the following business:
Ordinary Business:
1. To receive, consider and adopt the Audited Accounts of the Company for the year ended June 30, 2012 together with the Directors’ and Auditors’ Reports thereon.
2. To appoint Auditors for the year 2012-2013 and fix their remuneration.
Special Business:
3. To consider and approve increase in Authorized Share Capital of the Company from Rs. 1,500 million to Rs. 2,000 million and to approve the amendments in the Memorandum of Association of the Company resulting from this increase and to pass ordinary resolution given in the statement under section 160 (1 ) (b).
A statement under section 160 (1) (b) of the Companies Ordinance, 1984, pertaining to the special business is being sent to the shareholders with this notice.
Notes:
1. Share Transfer Books of the Company will remain closed from October 24, 2012 to October31, 2012 (both days inclusive) for determining entitlement to the right shares.
2. A member entitled to vote at the meeting may appoint a proxy. Proxies in order to be effective, must be received at the Registered Office of the Company duly stamped and signed not later than 48 hours before the meeting.
3. Shareholders who have deposited their shares into Central Depository Company of Pakistan Limited, must bring their original Computerized National Identity Card (CNIC) or Original Passport at the time of attending the meeting. If proxies are granted by such shareholders the same must be accompanied with attested copies of the CNIC or the Passport of the beneficial owners, Representatives of corporate members should bring the usual documents required for such purpose.
4. A proxy must be a member of the Company.
5. Members who have not yet submitted photocopy of their CNIC are requested to send the same to the Share Registrar of the Company Famco Associates (Private) Limited State Life Building No.1-A, 1st Floor I.I. Chundrigar Road, Karachi at the earliest.
6. Shareholders are requested to immediately notify the change of address, if any, to the Share Registrar of the Company.
Statement under Section 160 (1) (b) of the Companies Ordinance, 1984 Regarding the Special Business
The statement sets out the material facts pertaining to the special business to be transacted at the forthcoming Annual General Meeting of the Company to be held on October 31, 2012. The Directors in their meeting held on September 24, 2012 have recommended to the shareholders to pass ordinary resolution in respect of the following item.
Increase in Authorized Share Capital of the Company
It is proposed to increase the Authorized Share Capital from Rs. 1,500 million to Rs. 2,000 million to facilitate further issue of capital according to the requirements of the Company. For the purpose it is intended to pass with or without modification the following resolutions as Ordinary Resolutions:
a) Resolved that the Authorized Share Capital of the Company be and is hereby increased from Rs.1,500 million to Rs. 2,000 million by the creation of 50,000,000 ordinary shares of Rs,10/ each. Such new shares, whenever issued, shall rank pari passu with the existing shares.
b) Further Resolved that in view of the increase in Authorized Share Capital, Clause 5 of the Memorandum of Association be and is hereby amended to read as under:
The capital of the Company is Rs. 2,000,000 (Rupees two thousand million) divided into 200,000,000 ordinary shares of Rs.10/- (Rupees ten) each with power to increase or reduce the said capital”
c) Further Resolved that the Chief Executive or Secretary of the Company be and are hereby authorized singly to comply with all formalities in this regard.
The Directors of the Company are interested in the above business only to the extent of their shareholding in the Company.
For more information, contact:
Mohammed Salim Ghaffar
Company Secretary
Gul Ahmed Textile Mills Limited
Plot No: HT/3/A, Landhi Industrial Area,
Karachi – 75120, Pakistan
Tel: (9221) 111-485-485
Fax No: (9221) 3501 8836 and 38
E-mail: finance@gulahmed.com