Karachi: We enclose herewith copy of the notice of annual general meeting of our Company (scheduled to be held on October 26, 2011) being released for publication in Business Recorder and Khabrain simultaneously in their Karachi and Rawalpindi/Islamabad editions on October 5,2011 and-for Issue to the shareholders.
Notice is hereby given that the 46th Annual General Meeting of the shareholders of Searle Pakistan Limited will be held on Wednesday, October 26, 2011 at 06:00 p.m. at the institute of Cost and Management Accounts of Pakistan, Soldier Bazar, Hussain Shaheed Road, Karachi to transact the following business.
1. To confirm the minutes of the last general meeting held on June 30, 2011.
2. To receive, consider and adopt the audited financial statements for the year ended June 30, 2011 together with the reports of directors’ and auditors’ thereon.
3. To appoint auditors for the year ending June 30, 2012 and to fix their remuneration. The present auditors, Grant Thornton Anjum Asim Shahid Rehman, Chartered Accountants being eligible, have offered themselves for re-appointment.
Special – Business
5. To approve the issue of bonus shares in the ratio of ten shares for every hundred shares held i.e. 10% as recommended by the Board of Director and. If thought appropriate, to pass with or without modification (s) the following resolution as ordinary resolution.
“Resolved” that a sum of Rs. 30,626,783/- out of the un-appropriated profits of the Company be capitalized and applied towards the issue of 3,062,678 ordinary shares of Rs. 10/- each and allotted as fully paid bonus shares to the members who are registered in the books of the Company as at the close of business on October 19, 2011. In the proportion of ten shares for every hundred ordinary shares held and the such new shares shall rank pari passu with the existing ordinary shares but shall not be eligible for the cash dividend declared for the year ended June 30, 2011.
Further Resolved that in the event of any member becoming entitled to a fraction of a share, the Directors be and are hereby authorized to consolidate all such fraction and sell the shares so constituted on the Stock Market and to pay the proceeds of the sale when realized to a recognized charitable institution as may be selected by the Directors of the Company.
Further Resolved that the Company Secretary be and is hereby authorized to take all necessary actions on behalf of the Company for allotment and distribution of the said bonus shares as he thinks fit.
6. To transact any other ordinary business of the Company with the permission of the Chair.
Statement of Material Facts, under section 160 (1) (b) of the Companies Item-5.
The Directors of the Company are of the view that the Company’s financial position justifies issuance of bonus shares in the ratio of ten shares for every hundred shares held.
The Directors are interested in the business to the extent of the entitled of bonus shares as shareholders.
1. Share Transfer Books will be closed from October 20, 2011 to October 26, 2011 (both days inclusive).
2. A member of the Company entitled to attend, speak and vote at this meeting may appoint a proxy to attend, speak and vote on his/her behalf. Proxies in order to be effective must be duly signed, witnessed and deposited at the registered office of the Company not less than 48 horse Before the time of the meeting.
3. CDC account holders will have to follow the under mentioned guidelines as laid down in Circular # 1 dated January 26, 2000 of Securities and Exchange Commission of Pakistan for attending the meeting.
a) In case of individual, 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 Regulation, shall authenticate his Identity by showing his original Computerized National Identity Card (CNIC) or original passport at the time of attending the meeting.
b) 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 the meeting.
4. Shareholders are requested to notify change of their addresses, if any, to Share Registrar, Gangjees Registrar Services (Private) Limited, Room # 516, 5th Floor, Clifton Centre, Kehkashan, Clifton, Karachi.
For more information, contact:
Searle Pakistan Limited
First Floor, N.I.C. Building
Abbasi Shaheed Road,
P.O. Box 5696, Karachi-75530
Tel: 35674321 (8 Lines)
Telegram: Searin Karachi
Fax: (92-21) 35687693,