Kohat Cement : Notice of Extraordinary General Meeting

KOHAT CEMENT COMPANY LIMITED

NOTICE OF EXTRA-ORDINARY GENERAL MEETING

Notice is hereby given that an Extra-Ordinary General Meeting of the shareholders of Kohat Cement Company Limited will be held on Wednesday, June 29, 2022 at 11:00 AM at its registered office, Kohat Cement Factory, Rawalpindi Road, Kohat, to transact the following ordinary business:

• To elect 8 (eight) directors, being the number of directors fixed by the Board of Directors in terms of Section 159(1) of the Companies Act, 2017, for a period of three years commencing from June 29, 2022 in accordance with the provisions of the Companies Act, 2017. The names of the retiring directors are as under:

1)	Mr. Aizaz Mansoor Sheikh	5)	Mrs. Hafsa Nadeem
2)	Mr. Nadeem Atta Sheikh	6)	Mrs. Hijab Tariq
3)	Mr. Ahmed Sajjad Khan	7)	Mr. Muhammad Rehman Sheikh
4)	Mr. Talha Saeed Ahmad	8)	Mr. Muhammad Atta Tanseer Sheikh

The retiring directors are eligible for re-election.

Attached to this Notice being circulated to the shareholders is a statement of material facts pursuant to the provisions of the Companies Act, 2017.

By order of the Board:

Muhammad Asadullah Khan

Company Secretary

Lahore: Tuesday, June 7, 2022

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NOTES:

1. Election of Directors

1. Any member who seeks to contest the election of directors shall, whether he is a retiring director or otherwise, shall file with the Company at its Head Office, 37-P,Gulberg-II, Lahore, not later than fourteen days (14) before the date of the meeting, a notice of his/her intention to offer himself/herself for election as a director in accordance with the provisions of the Companies Act, 2017 along with the following documents and information:
2. 1. His/her folio No./CDC Investor Account No./CDC Participant I.D. No./Sub- Account No.
   2. Consent to act as director in Form 28 under Section 167 of the Companies Act, 2017.
   3. A detailed profile along with his/her office address for placement on website of the Company.
   4. The individual(s) contesting as independent directors shall file a declaration on stamp paper that he/she qualifies the criteria of eligibility and independence as notified under the Companies Act, 2017 and rules and regulations issued thereunder.
   5. A declaration concerning the qualifications to become director of the company under applicable laws and regulations including Listed Companies (Code of Corporate Governance) Regulations, 2019. Copy of such declaration may be obtained from Company's head office during office hours.
   6. Attested Copy of valid CNIC /Passport.
   7. Copy of NTN certificate.

1. A director must be a member of the Company holding at least 500 ordinary shares at the time of filing his/her consent for contesting election of directors except a person representing a member, which is not a natural person and holds at least 500 ordinary shares of the Company.

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1. Closure of Share Transfer Books
   The register of members and the share transfer books of the Company will remain closed from Thursday, June 23, 2022 to Wednesday, June 29, 2022 (both days inclusive). Transfers received in order at the office of Independent Share Registrar of the Company, Hameed Majeed Associates (Pvt.) Limited, H.M. House, 7- Bank Square, Lahore, upto the close of business on Wednesday, June 22, 2022 will be treated in time for entitlement to attend and vote at the Extra-Ordinary General Meeting.
2. Right to appoint Proxy
   A member is entitled to appoint a proxy in his/her place to attend, speak and vote instead of him/her. A member can appoint only one proxy in his/her place who can exercise all rights of a member in the meeting. The instrument appointing a proxy, duly stamped and signed, and the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of the power of attorney or authority must be deposited at the Head Office of the Company, 37-P,Gulberg-II, Lahore not later than 48 hours (excluding non-working days) before the time of the meeting. A proxy must be a member of the Company. Form of proxy in English and Urdu Language is enclosed herewith and also available on Company's website: www.kohatcement.com.

4. Intimation of Change in Address

The members are requested to notify the change of their registered addresses, if any, immediately

to Company's Independent Share Registrar at address given hereinabove.

5. Attendance at EOGM

A corporation or company being a member of the Company may appoint any of its officials or any other person through a resolution of its board of directors to attend and vote at the meeting.

The members should quote their folio number/ CDS IDs in all correspondence with the Company and should bring original document at the time of attending the EOGM.

CDC account holders will further have to follow the following guidelines as laid down in Circular No. 1 dated 26th January 2000 issued by the Securities & Exchange Commission of Pakistan.

For attending the meeting

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 authenticate his/her identity by showing his/ her original computerized national identity card (CNIC) or original passport at the time of attending the meeting.

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