AsiaNet-Pakistan Premier Editorial Content and Press Release Distribution Service
Karachi, June 05, 2013 (PPI-OT): With reference to subject cited above, the shareholders of Power Cement Limited (POWER) (Formerly Al Abbas Cement Industries Limited), present in person or as proxies in their Extraordinary General Meeting held on Tuesday, 4th June 2013 at 04:00 p.m. at the Beach Luxury Hotel, Moulvi Tamizuddin Khan Road, Karachi have approved the enclosed resolutions.
Certified true copy of resolutions passed during the Extraordinary General Meeting is enclosed as Annexure-I in compliance with the listing regulation.
Further, minutes of the Extraordinary General Meeting will be submitted to the Exchange within the stipulated time.
Annexure-I
Extracts of resolutions Passed During the Extraordinary General Meeting of Power Cement Limited (Formerly Al Abbas Cement Industries Limited) Held on 4th June 2013
Ordinary Business:
Resolved that:
“The minutes of the Extra Ordinary General Meeting held on 2nd February 2013 be and are hereby approved and the Chairman be and is hereby authorized to sign the minutes as token of confirmation”.
Resolved that:
“The election of directors of the Company in accordance with the provision of section 178 of the Companies Ordinance, 1984 for a term of three years commencing from 05th June, 2013 be and are here by approved”
The Name of the Elected Directors are:
(i) Mr. Kashif Habib
(ii) Mr. Samad Habib
(iii) Mr. Muhammad Ejaz
(iv) Mr. Nasim Beg
(v) Syed Salman Rasheed
(vi) Mr. M. Yousuf Adil
(vii) Mr. Muhammad Yahya Khan
Special Business:
Resolved that:
“The reduction of share capital of the Company, to the extent of 50% i.e. from 365,689,968 to 182,844,984 number of shares of Rs.10 each amounting to PKR 1,828,449,840 (Pak Rupees One billion eight hundred twenty eight million four hundred forty nine thousand and eight hundred forty only) subject to approval of regulatory authorities and completion of all statutory and legal formalities be and is hereby approved”
Further Resolved that:
“Cancellation of one share for every two shares held in the company be and is hereby approved pursuant to the reduction of capital and subject to the approval of regulatory authorities and completion of all statutory and legal formalities.”
Further Resolved that:
“Chief Executive Officer and Mr. Basit Habib Company Secretary of the Company (the “Authorized Officers”) be and are hereby jointly and/ or severally authorized, to do all acts, deeds and things and to take all necessary steps to complete all legal formalities, to file all necessary documents and to appear before all relevant authorities, including the Court, the Securities and Exchange Commission of Pakistan and Stock Exchanges or any other competent body and/or authority in connection with the reduction of capital of the Company.
The Authorized Officers are further authorized to file a petition before the Court seeking confirmation of the special resolution passed for reduction of the share capital and to take all steps facilitating the said confirmation. The Authorized Officer shall have the power to consent on behalf of all concerned to any modifications or additions to the subject resolution(S) or to any condition, which the Court may think, fit to impose.
The Authorized Officers are further authorized to issue letters, sign documents and to do all other incidental acts, deeds and things as may be considered appropriate by him/them in his/their better judgment in order to achieve the objectives of this resolutions, including engagement of legal counsel for the purposes of representing the Company before all relevant authorities, including the Court, Securities and Exchange Commission of Pakistan and/or any other competent body and/or authority and to take all further actions in this regard as may be prescribed by the Court or otherwise”.
Further Resolved that:
“Any Fractional shares arising as a result of Capital reduction be consolidated and disposed off through Stock Exchange. The proceeds shall be distributed according to entitlements.”
Certified True Copy
For more information, contact:
Basit Habib
Chief Financial Officer and
Company Secretary
Power Cement Limited
(formerly Al-Abbas Cement Industries Limited)
Arif Habib Centre 23, M.T. Khan
Karachi – 74000, Pakistan
Ph: (92-21) 32468231-32
Fax: (92-21) 32463209
E-mail: info@alabascement.com
Web: www.alabbascement.com