Karachi: We enclose herewith newspaper clippings of Daily Business Recorder and Daily Khabrain dated March 6, 2012 (published in Karachi, Lahore and Islamabad editions) regarding publication of the Notice of 17 AGM of Faysal Bank Limited.
You may please inform the members of the Exchange accordingly.
Notice of the Seventeenth Annual General Meeting
Notice is hereby given that the 17th Annual General Meeting of Faysal Bank Limited (“FBL”) will be held on March 28, 2012 at 10:00a.m.at Jinnah Auditorium, Institute of Bankers of Pakistan, Moulvi Tamizuddin Khan Road, Karachi. To transact the following business:
1. To confirm the minutes of the 16thAnnual General Meeting held on April 28, 2011.
2. To receive and adopt Annual Audited Accounts, Statement of Compliance with Code of Corporate Governance of FBL for the year ended December 31 2011 together with the Directors’ and Auditors’ Reports thereon.
3. To consider and approve 12.5% interim Bonus shares approved by the Board of Directors for the third quarter ended September 30, 2011 issued to the Shareholders on December 12, 2011 now placed for Post Facto approval by the Shareholders.
4. To appoint External Auditors for the ensuing financial year 2012 at a mutually agreed rate of remuneration. The present Auditors, A.F Ferguson and Co., Chartered Accountants, being eligible, offer themselves for re-appointment.
5. Any other business with the permission of the Chair.
6. To consider and approve FBL’s investment of up to PKR 1.0 billion into certain funds of Faysal Asset Management Limited (FAML) as seed money and pass the following Special Resolutions as required by Section 208 of the Companies Ordinance 1984 with or without modifications:
“Resolved that subject to all regulatory approvals, investment of FBL of up to PKR 1.0 billion as seed money in the funds of FAML, an associated company of FBL, be and is hereby approved”.
Further resolved that for the purpose of giving effect to this Special Resolution; 1) the President and CEO and / or 2) the Acting Company Secretary and / or 3) Chief Financial Officer of the Bank be and are hereby singly or jointly authorized to take all necessary actions and do all acts, deeds and things in the matter.
7. To approve disposal of fractional shares created out of the issuance of 12.5% Interim Bonus shares by the Bank for the third quarter ended September 30, 2011 on Post facto basis by passing the following resolutions as ordinary resolutions with or without amendments:
In the event of any member holding fraction of a share, the Acting Company Secretary be and is hereby authorized to consolidate each Fractional entitlement and sell it in the stock market and the proceeds of sale (less expenses) upon realization, be donated to a Charitable Trust “Waqf Faisal”.
For the purpose of giving effect of the foregoing, the Acting Company Secretary of the Bank be and is hereby authorized to take all necessary actions which may deem fit to realize the fractional sum in respective manner.
8. To approve the remuneration paid to the Chairman, Non Executive and Independent Directors of the Bank for attending Board meetings and meetings of the Board committees for the year ended December 31, 2011 and to pass the following resolution as an ordinary Resolution:
“Resolved that the remuneration paid to the Chairman, Non Executive and Independent Directors of the Bank for attending Board meetings and meetings of the Board Committees as disclosed in note 37 of the Audited Financial Statements of the Bank for the year ended December 31, 2011, be and is hereby approved
1. The Share Transfer Books of the Bank shall remain closed from March 21, 2012 to March 28, 2012 (both days inclusive). Transfer received at the Registrar and Share Transfer Agent of the Bank, by the close of business on March 20, 2012 wi11 be treated in time.
2. A member entitled to attend and vote at the Annual General Meeting is entitled to appoint another member as a proxy to attend and vote on his/her behalf, save that a corporation being a member may appoint as it proxy of officer of such corporation whether a member of the company or not. This instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of the power or authority shall be deposited at the office of MIs. Noble Computer Services (Pvt.) Limited, First Floor, House of Habib Building (Siddiqsons Tower), 3 Jinnah Co-operative Housing Society, Main Shahrah-e-Faisal, Karachi-75350,the Registrar and Share Transfer Agent of the bank not later than 48 hours before the time of holding the meeting, and must be duly stamped, signed and witnessed.
3. The CDC Account Holders and Sub-account Holders, whose registration details are available in the Share Book Details Reports, shall be required to produce their respective original Computerized National Identity Card (CNIC) or original passport at the time of attending the Annual General Meeting to facilitate identification. Such Account Holders and Sub-Account Holders should also bring/know their respective participation ID. No. and the CDC Account No. In case of proxy, he/she must enclose an attested copy of his/her CNIC or passport. Representative(s) of corporate member(s) should bring usual documents required for such purpose.
4.Members are required to timely notify any change in their address to Bank’s Registrar/Share Transfer Agent M/s. Noble Computer Services (Pvt.) Limited, First Floor, House of Habib Building (Siddiqsons Tower), 3 Jinnah Co-operative Housing Society, Main Shahrah-e-Faisal, Karachi-75350
Statement of Material Facts under Section 160(1)(b) of the Companies Ordinance 1984 relating to said Special Business has been dispatched to shareholders alongwith Annual Report 2011.
For more information, Contact:
Faysal Bank Limited
Fyasal House, ST.02, Shahrah-e-Faisal,
UAN: 021 111 747 747
Tel: 021 3279 5200
Fax: 021 3279 5228