Gharibwal Cement Limited’s addendum of notice of extraordinary general meeting

Karachi: Please find enclosed a copy of the Addendum of Notice of Extraordinary General Meeting (EOGM) to be printed in one English and Urdu news paper (Nawa-i-Waqat and Nation) for your record and reference.

In regard to Extraordinary General Meeting (EOGM) of Gharibwal Cement Limited to be held on September 17, 2011 at 12:00 p.m. at 28/B-III, Gulberg-III, Lahore, we like to inform following additional information to shareholders in respect of special business, as required by SECP and changes in some figures.

Changes In Respect Of Special Business

Change in increase in Authorized Capital:

The amount is now proposed to enhance to Rs. 6,000,000 million instead of Rs. 5,500 million as earlier proposed and intimated

2) Issuance of Shares at 50% Discount U/S 84 and 86 (1):

The amount of issuance of shares at 50% discount under section 86(1) is now proposed to enhance to Rs. 180.00 million instead of Rs.138.0 million as earlier proposed and intimated.

The amounts are revised due to the change in amount of directors’ loan.

Additional Information as Required U/s 160 (1) (B)

3) Shareholding Structure before and after issue of shares U/S 84 and 86(1):



Name  Present Present Shares proposed Revised Revised
Holding No, Holding % At 50% discount Holding No. Holding %
Mr. Tousif Peracha 224,123,530 55% 123,800,000 347,923,530 59.960%
Shares held by wife of

Mr. Tousif Peracha

6,025 0%  – 6,025 0%
Mr. Rafique Khan 98,010,156 24.5% 56,200,000 154,210,156 26.58%
Shares held by wife,

Son and daughter of Mr.

Rafique Khan

34,149,785 8.52% 34,149,785 5.89%
Sub Total 356,289,496 89.01% 180,000,000 536,289,496 92.42%
Shares held by 8,364,224  2.09%  – 8,364,224 1.44%
Foreign companies

Astoria and Topaz

Others incl. General  35,620,240 8.90% 35,620,240 6.14%
Total Capital 400,273,960 100% 180,000,000 580,273,960 100%


4) Detail of loans from directors:



Name Loan Mark up Total Terms
Amount (RS.) (Rs.) (Rs.)
Mr. M. Tousif 422.6 million 196.4 million 519.0 million These are repayable on demand and Previously carry interest rate @ 18% which has now reduced to Kibor+0% in line with company borrowing rate, Consent also obtained to          convert it into equity by issuing shares.
Mr. Rafique Khan 188.9 million 92.1 million 281.0 million Same as above
Total 611.5 million 288.5 million 900 million



5) Justification of Break-up value per share

Price of Rs 5/- per share (i.e. 50% discount) has been determined/ decided by considering in detail the present financial condition of company, heavy accumulated losses, issue of capital at discount by other cement companies, present condition of cement sector and market price. Break-up value of shares as per un-audited accounts of quarter ended March 31, 2011 is Rs. 2.5 without revaluation surplus and average market price for the month of august is Rs. 5.10 per share.

We further like to inform to all shareholders that a brief comparison of Financial Projections will be available for review of all shareholders of the company at the time of EOGM.

For more information, contact:
Gharibwal Cement Limited
28- B/III, Gulberg-III,
Lahore, Pakistan.
Phone: PABX 042-111-210-310,
Fax: 042-5871039

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