Air Link Communication : Notice of 10th Annual General Meeting

AIR LINK COMMUNICATION LIMITED

AIR LINK COMMUNICATION LIMITED

Notice of the 10th Annual General Meeting

NOTICE IS HEREBY GIVEN that the 10th Annual General Meeting (AGM) of Air Link Communication Limited (the Company) will be held on Saturday, October 28, 2023 at 10:00 a.m. at Avari Hotel, 87 - Shahrah-e-Quaid-e-Azam, Lahore, Pakistan as well as through online video conferencing facility, to transact the following business:

1. ORDINARY BUSINESS
2. 1. To receive, consider and adopt the annual audited financial statements of the Company for the year ended June 30, 2023 together with the Directors' and Auditors' reports thereon.
   2. To appoint auditors of the Company and fix their remuneration for the financial year 2023-24. The Board of Directors have recommended for appointment of BDO Ebrahim & Co. Chartered Accountants as external auditors for the financial year 2023-24.
   3. To consider and approve the payment of final cash dividend @ 25% i.e. Rs. 2.50 per ordinary share of Rs. 10 each held by the members as recommended by the Board of Directors.
   4. To elect seven (7) Directors of the Company as fixed by the Board of Directors under Section 159 of the Companies Act, 2017 (the "Act") for a period of three

1. years commencing from October 30, 2023, in accordance with the applicable provisions of the Act.

The names of the retiring directors, who are eligible for re-election, are:

1. Mr. Aslam Hayat Piracha
2. Mr. Muzzaffar Hayat Piracha
3. Ms. Rabiya Muzzaffar
4. Mr. Sharique Azim Siddiqui
5. Mr. Hussain Kuli Khan
6. Mr. Aqdus Faraz Tahir
7. Syed Nafees Haider

152/1 - M, Quaid-e-Azam, Industrial Estate, Kot Lakh Pat, Lahore, Pakistan 042-35151345-6

Email: [e-mail] Web: www.airlinkcommunication.com

UAN: 042-111-667-468

AIR LINK COMMUNICATION LIMITED

1. SPECIAL BUSINESS
2. 1. To consider, and if deemed fit, to amend Article Nos. 43, 46, 70 and insert new Article No. 84 in the Articles of Association of the Company.
   2. To consider, and if deemed fit, to approve circulation of annual audited financial statements to the members of the Company through QR enabled code and web-link instead of CD/DVD/USB, as recommended by the
      Board of Directors in pursuance of SECP's S.R.O. No. 389(1)2023 dated
      March 21, 2023.

The QR Code and Web Link are as follows:

https://www.airlinkcommunication.com/investor-information

1. ANY OTHER BUSINESS

To transact any other business that may be placed before the meeting with the permission of the Chair.

By the order of the Board

	(AMER LATIF)
Lahore: October 07, 2023	Company Secretary

1. The statement under section 134(3) of the Companies Act, 2017 ("Statement") pertaining to the special business to be transacted at the Annual General Meeting is annexed to the notice.
2. The statement of material facts as required under section 166(3) concerning the manner of selection of independent directors is annexed to the notice.

152/1 - M, Quaid-e-Azam, Industrial Estate, Kot Lakh Pat, Lahore, Pakistan 042-35151345-6

Email: [e-mail] Web: www.airlinkcommunication.com

UAN: 042-111-667-468

AIR LINK COMMUNICATION LIMITED

NOTES:

1. Book Closure

Share Transfer Books of the Company shall remain closed from Friday, October 20, 2023 to Saturday, October 28, 2023 (both days inclusive) and no transfers will be registered during that time. Share Transfer deeds received in order by the Shares Registrar of the Company, i.e. CDC Share Registrar Services Limited, CDC House,

99-B, Block 'B' S.M.C.H.S. Main Shahra-e-Faisal, Karachi, Karachi-74400, Tel: Customer Support Services (Toll Free) 0800-CDCPL (23275), Fax: [phone], Email: [e-mail], Website: www.cdcsrsl.comup to the close of business on Thursday, October 19, 2023 will be treated in time for the above entitlement.

2. Appointment of Proxy and participation in the AGM

A member of the Company entitled to attend and vote at the Annual General Meeting may appoint another member as his/her proxy to attend and vote in place of him/her at the meeting. Proxies in order to be effective must be received at the Registered Office at 152/1 - M, Quaid-e-Azam, Industrial Estate, Kot Lakh Pat, Lahore duly stamped and signed not less than 48 hours before the time of the meeting. A proxy must be a member of the Company. Proxy Forms in Urdu and English languages are attached to the notice circulated to the shareholders and are available at company website www.airlinkcommunication.net.

Members, who have deposited their shares into Central Depository Company of Pakistan will further have to follow the under mentioned guidelines.

1. Attending of Meeting in Person:
2. 1. 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 are uploaded as per the regulations, shall authenticate his/her identity by showing his/her original Computerized National Identity Card (CNIC)/ original passport at the time of attending the meeting.
   2. In case of corporate entity, the Board of Directors resolution/power of attorney with specimen signature of the nominee shall be produced at the time of meeting.
3. Appointment of Proxies:
4. 1. In case of individuals, the account holder or sub-account holder and /or the person whose securities are in group account and their registration details are uploaded as per the regulations, shall submit the proxy form as per the above requirement.
   2. Attested copies of CNIC or the passport of the beneficial owners and the proxy shall be furnished with the proxy form.
   3. The proxy shall produce his/her original CNIC/original passport at the time of the meeting.
   4. In case of corporate entity, the Board of Directors resolution/power of attorney with specimen signature shall be submitted along with proxy form to the Company.

152/1 - M, Quaid-e-Azam, Industrial Estate, Kot Lakh Pat, Lahore, Pakistan 042-35151345-6

Email: [e-mail] Web: www.airlinkcommunication.com

UAN: 042-111-667-468

AIR LINK COMMUNICATION LIMITED

3. Online Registration to participate in the meeting

The members can also participate in the AGM through zoom video link facility.

1. To attend the meeting, members are requested to register them self by providing the following information along with a valid copy of CNIC (both sides)/ passport or attested copy of board resolution / power of attorney (in
   case of corporate shareholders) through email at [e-mail] or before Thursday, October, 26 2023;

Name of Share

Holder

CNIC No.

CDC Account No./Folio No

Cell No

Email

Address

1. Members who are registered, after the necessary verification, will be provided a video link by the Company on the said email address. The login facility will remain open from 09:45 a.m. till the end of the meeting.

4. Bank Account detail

Under the provisions of Section 242 of the Companies Act, 2017, it is mandatory for a listed Company to pay cash dividend to its members only through electronic mode directly into bank account designated by the entitled shareholders.

1. In order to receive dividends directly into their bank account, shareholders are requested to fill in Electronic Credit Mandate Form available on Company's website that iswww.airlinkcommunication.netand send it duly signed along with a copy of CNIC to the Shares Registrar of the Company CDC Share Registrar Services Limited, CDC House, 99-B, Block 'B' S.M.C.H.S. Main Shahra-e-Faisal, Karachi, in case of physical shares.
2. In case shares are held in CDC then Electronic Credit Mandate Form must be submitted directly to shareholder's broker/participant/CDC account services. No further action is required if IBAN has already been incorporated/updated in the CDC account or physical folio of the shareholder.

5. Change of address

Members holding shares in physical form are requested to promptly notify Shares Registrar of the Company M/s. CDC Share Registrar Services Limited, 99-B Block B, SMCHS, Shahrah e Faisal, Karachi for any change in their addresses in written request. Whereas, Shareholders maintaining their shares in electronic form should have their addresses updated with their respective CDC participant or CDC Investor Accounts Service.

6. Financial Statement

In accordance with Section 223 of the Companies Act, 2017, the annual financial statements of the Company for the year ended June 30, 2023 together with Chairman's Review Report, Directors' and Auditors' Report thereon have been made available on the Company's website www.airlinkcommunication.net.

152/1 - M, Quaid-e-Azam, Industrial Estate, Kot Lakh Pat, Lahore, Pakistan 042-35151345-6

Email: [e-mail] Web: www.airlinkcommunication.com

UAN: 042-111-667-468

AIR LINK COMMUNICATION LIMITED

7. Annual Accounts

Further, we are pleased to offer this facility to our members who desire to receive Annual Financial Statements of the Company through e-mail. In this respect members are hereby requested to convey their consent via e-mail at [e-mail] a standard request form which is available at the Company's website i.e. www.airlinkcommunication.net.Please ensure that your e-mail has sufficient rights and space available to receive such e-mail which may be larger than 10 MB file in size.

The members who desire to receive hard copy of the Annual Financial Statements of the Company are hereby requested to convey their consent via e-mail at [e-mail] a standard request form which is available at the Company's website i.e. www.airlinkcommunication.net.

1. Change in email address
   Further, it is the responsibility of the member to timely update the Shares Registrar of any change in the registered e-mail address.
2. Deduction of Income Tax under Section 150 of the Income Tax Ordinance, 2001
3. 1. 1. The rates of deduction of income tax from dividend payments under Section
         150 of the Income Tax Ordinance, 2001 shall be as follows:
      2. 1. Persons appearing in Active Tax Payers List (ATL) 15%
         2. Persons not appearing in Active Tax Payers List (ATL) 30%
      3. To enable the Company to make tax deduction on the amount of cash dividend @ 15% instead of 30%, shareholders whose names are not entered into the Active Taxpayers List (ATL) provided on the website of FBR, despite the fact that they are filers, are advised to make sure that their names are entered in ATL before the first day of book closure, otherwise tax on their cash dividend will be deducted @ 30% instead of 15%.
   2. Withholding Tax exemption from the dividend income, shall only be allowed if copy of valid tax exemption certificate or stay order from a competent court of law is made available to CDC Share Registrar Services Limited, by the first day of Book Closure.
   3. In case of joint account, please intimate proportion of shareholding of each account holder along with their individual's status on the ATL. According to clarification received from Federal Board of Revenue (FBR), with-holding tax will be determined separately on 'Filer/Non-Filer' status of Principal shareholder as well as joint-holder(s) based on their shareholding proportions, in case of joint accounts.
   4. In this regard all shareholders who hold shares jointly are requested to provide shareholding Proportions of Principal shareholders and Joint- holder(s) in respect of shares held by them (only if not already provided) to

152/1 - M, Quaid-e-Azam, Industrial Estate, Kot Lakh Pat, Lahore, Pakistan 042-35151345-6

Email: [e-mail] Web: www.airlinkcommunication.com

UAN: 042-111-667-468