March 19, 2024

The General Manager

Pakistan Stock Exchange Limited

Stock Exchange Building

Stock Exchange Road

Karachi.

PUBLICATION OF POSTAL BALLOT AND PROVISION OF ELECTRONIC VOTING

.

Dear Sir/Madam,

We refer to the notice of Annual General Meeting of Engro Fertilizers Limited (the "Company") posted on March 5, 2024.

Please find enclosed a copy of the ballot paper, as required under Regulation 8 of the Companies (Postal) Ballot Regulations, 2018, published today nationwide in two newspapers, namely "Business Recorder" (English) and "Nawa-i-Waqt" (Urdu) for information of the shareholders.

Further, in compliance with Regulation 4 of the Companies (Postal) Ballot Regulations, 2018, the electronic voting facility will be available to eligible members of the Company in line with applicable law.

You may please inform the TRE Certificate Holders of the Exchange accordingly.

Yours faithfully,

For and on behalf of

Engro Fertilizers Limited

Encls: as above.

  1. Director/HOD,
    Surveillance, Supervision and Enforcement Department, Securities and Exchange Commission of Pakistan, NIC Building, 63 Jinnah Avenue,
    Blue Area, Islamabad

37 cm x 14.6cm (4 Column)

Engro Fertilizers Limited

Registered Office Address: 6th Floor, The Harbour Front Building,

HC-3, Marine Drive, Block 4, Clifton, Karachi

Contact: +9221-111-211-211

www.engrofertilizers.com

Ballot paper for voting through post for poll to be held at the Annual General Meeting of Engro Fertilizers Limited being held on Tuesday, March 26, 2024 at 2:30 p.m. at Karachi School of Business and Leadership (KSBL) situated at National Stadium Road, Opp. Liaquat National Hospital, Karachi - 74800 and through video conferencing.

Contact Details of Chairman, where ballot paper may be sent:

Business Address: The Chairman, Engro Fertilizers Limited, 6th Floor, The Harbour Front Building, HC-3, Marine Drive, Block 4, Clifton, Karachi

Attention: Company Secretary

Designated email address: agm.efert@engro.com

Name of shareholder/joint shareholders

Registered address of shareholder

Number of shares held

Folio number/Participant or Investor Account number

CNIC number (copy to be attached)

Additional information and enclosures (In case of representative of body corporate, corporation and Federal Government)

I/we hereby exercise my/our vote in respect of the following agenda through postal ballot by conveying my/our assent or dissent to the following resolution by placing tick (√) mark in the appropriate box below:

Nature and Description of

No. of ordinary

I/We assent to the

I/We dissent to the

S.No.

shares for which

Ordinary Resolution

Ordinary Resolution

Ordinary Resolution

votes casted

(FOR)

(AGAINST)

1.

Agenda No. 4: To approve the circulation of the

Annual Report (including the audited financial

statements, auditor's report, directors' report,

chairman's review report, notice of shareholders'

meeting) to the Members of the Company through

weblink and QR enabled code, in accordance

with Section 223(6) of the Act, read with S.R.O.

389(I)/2023 dated March 21, 2023.

"RESOLVED THAT Engro Fertilizers Limited (the

"Company") be and is hereby authorized to

circulate its annual report, including annual

audited financial statements, auditor's report,

directors' report, chairman's review report, notice

of shareholders' meeting and other reports

contained therein to the Members of the Company

through weblink and QR enabled code."

Nature and Description of

No. of ordinary

I/We assent to the

I/We dissent to the

S.No.

shares for which

Special Resolution

Special Resolution

Special Resolution(s)

votes casted

(FOR)

(AGAINST)

2.

Agenda No. 5: To consider and if deemed fit, to

pass with or without modification(s), addition(s) or

deletion(s), the following Special Resolution(s)

under Section 199 of the Act, read with the

Companies (Investment in Associated Companies

or Associated Undertakings) Regulations, 2017

(as may be amended), as recommended by the

Board of Directors of the Company:

"RESOLVED THAT, approval of the members of

Engro Fertilizers Limited (the "Company") is

hereby accorded by way of special resolution (in

accordance with Section 199 of the Companies

Act, 2017 read with Companies (Investment in

Associated

Companies

or

Associated

Undertakings) Regulations, 2017) for the following

acts by the Company:

Approval for the Company to extend to its

associated company, Engro Polymer & Chemicals

Limited, an intercompany loan in the aggregate

amount of up to PKR Five billion (PKR

5,000,000,000) comprising of, inter alia, loans,

advances and/or security in any form (including

without

limitation

guarantees,

government

securities, cash, listed/unlisted securities, etc.) on

an arm's length basis, in the form of a revolving

line of credit valid for a period of one year from the

date of the special resolution, which may be

renewed by the Company for up to four

consecutive periods of one year each;

FURTHER RESOLVED THAT, the Chief Executive

Officer, Chief Financial Officer and/or Company

Secretary of the Company be and are hereby

authorized, any two jointly, to do all acts, deeds

and things, take any and all necessary steps, to

fulfill the legal, corporate and procedural

formalities

and

file

all

necessary

documents/returns as deemed necessary on this

behalf and the matters ancillary thereto to fully

achieve the object of the aforesaid resolutions."

Signature of Shareholder(s)/Proxy Holder/Authorized Signatory

Place:

Date:

NOTES:

  1. Duly filled postal ballot should be sent to Chairman at above-mentioned postal or email address.
  2. A Copy of the CNIC should be enclosed with the postal ballot form.
  3. Postal ballot forms should reach Chairman of the meeting on or before Monday, March 25, 2024 uptill 3:00 p.m. Any postal ballot received after this date and time will not be considered for voting.
  4. The signature on postal ballot should match the signature on CNIC.
  5. Incomplete, unsigned, incorrect, defaced, torn, mutilated, over written ballot paper will be rejected.
  6. Ballot paper has also been placed on the website of the Company at www.engrofertilizers.com.Members and Shareholders may download the ballot paper from the website or use the original/photocopy published in the newspaper.
  7. M/s. A. F. Ferguson & Co. is appointed as Scrutinizer under Regulation 11(1) (b) of Companies (Postal Ballot) Regulations, 2018 for Agenda No. 5 of the AGM Notice.
    M/s. A. F. Ferguson & Co. is the statutory auditor of Engro Fertilizers Limited and has necessary knowledge and experience to independently scrutinize the voting process.

39 cm x 14.6cm (4 Column)

Engro Fertilizers Limited

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Engro Fertilizers Ltd. published this content on 19 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 March 2024 07:14:07 UTC.