GUIDELINES

ROLE OF OFFICERS OF LISTED COMPANY REGARDING GENERAL MEETINGS

SECP
SECURITIES AND EXCHANGE
COMMISSION OF PAKISTAN

Table of Contents

PURPOSE

INTRODUCTION

RESPONSIBILITIES OF OFFICERS

1. Company Secretary’s responsibilities........................................................................................ 3

2. Chairman’s responsibilities........................................................................................................ 6

3. Chief Executive Officer’s responsibilities................................................................................... 8

4. Share Registrar’s responsibilities............................................................................................... 9

ANNEXURES

1. Checklist for Company Secretary............................................................................................. 10

2. Checklist for Chairman............................................................................................................. 12

3. Checklist for Chief Executive Officer........................................................................................ 13

4. Checklist for Share Registrar.................................................................................................... 14

PURPOSE

The purpose of these guidelines and checklists is to provide the Chairman of the Board, the Company Secretary, the Chief Executive Officer (C.E.O) and Share Registrar of Listed Companies comprehensive guidelines that entails their roles, responsibilities and conduct regarding general meeting. Officers of listed companies are encouraged to consult with this document to discharge their duties during general meetings. Prospective stakeholders are advised to seek further information and guidance on queries related to corporate governance from Guidebook on Corporate Governance and Frequently asked question 2020 issued by SECP.

1. INTRODUCTION

General meeting is an important forum for two-way communication between a company and its members. It provides an opportunity for the members of a company to have greater understanding of company’s business, governance practices, financial performance and prospects, as well as to discuss their concern to the board and management. The main business of the general meeting for the board is to propose, make recommendations and seek member’s views and approval on matters prescribed under law.

Every company is required to hold annual general meeting every year within hundred and twenty days of close of financial year. A maximum of 30 days of extension can be sought with the prior approval of Securities and Exchange Commission of Pakistan. An annual general meeting is required to be held in the city in which its registered office is situated or in the nearest city.

The board may at any time call an extra-ordinary general meeting of the company to consider any matter which requires the approval of members. Members of the company representing onetenth of the total voting power also have the right to file requisition to call extra ordinary general meeting to consider any matter that require approval of the members. The board shall ensure to call meeting as per requisition of members.

Responsibilities of officers are listed below:

2. COMPANY SECRETARY’S RESPONSIBILITIES

i. Maintenance of Share Register: Company secretary shall ensure that shareholder register is updated and contains correct information about email address and mobile number of members, so that they are timely intimated about general meeting.

ii. Preparation of Notice: Company secretary shall ensure compliance with respect to preparation of notice of general meeting and get required approvals regarding the agenda items to be included in the notice of the general meeting if required as per company policy. Company Secretary shall also ensure that the notice should mention the date, place, time of the meeting, nature of each business and in case of special business also include draft resolution. Company secretary shall also ensure that notice of the resolution given by members of the company having at least 5% of voting power in the company has been circulated within stipulated time.

iii. Special Business: In case of Special business to be transacted at general meetings, company secretary shall annex to the notice, statement of material facts prepared in light of S.R.O 423(I)/2018 dated April 3, 2018.

iv. Dissemination of Notice: Company secretary shall ensure that notice of the meeting specifying the place and the day and hour of the meeting along with a statement of the business to be transacted at the meeting is disseminated at least 21 days before the date of the meeting. Company secretary should also send notice of the meeting and e-meeting link through email and mobile applications e.g. WhatsApp.

Notice shall be sent to following:

a. Member;

b. Directors;

c. Auditors of the company;

d. Any person who is entitled to a share in consequence of the death or bankruptcy of a member;

e. SECP

Company secretary shall ensure that the notice shall also be published on the website of Securities Exchange on which the shares of a company are listed and also in English and Urdu languages at least in one issue each of a daily newspaper of respective language having nationwide circulation and make sure that notice of general meeting is placed on functional website of the company.

v. E-meeting facility:

Company secretary shall ensure to provide facility of video link, through Zoom or any other electronic means to maximize members participation in such meeting in addition to arranging venue for holding physical meeting. Company secretary shall coordinate with share registrar and E-meeting service provider and shall ensure timely dissemination of instructions regarding participation and voting in E-meeting.

vi. Arrangements for the meeting:

Company secretary shall ensure that all appropriate measures have been taken such as;

a. Appropriate seating arrangements.

b. Installation of proper sound system.

c. Availability of documents and reports relevant to the agenda of the meeting.

d. Arrangements for simultaneous interpretation/ translation of discussion or information in Urdu /English so justifies or when it is deemed appropriate for any reason.

Company secretary shall ensure that members are made informed about instructions and time available for voting and an appropriate mechanism is in place i.e. through setting up online/physical help desk where members are provided with appropriate response to the queries regarding general meeting.

Company secretary shall ensure facilities provided to all the members who opted for video link are seamless and without interruption/distortion and shall appoint coordinator at the place of video conference facility to conduct voting and assist chairman of the meeting.

vii. Election of Directors:

Company Secretary shall ensure that notice of election of directors correctly incorporates the following information

a. Number of directors to be elected;

b. Names of retiring directors;

c. Names of the persons who have submitted their intention to contest the election fourteen days before the meeting.

Company Secretary shall ensure that notices served by the persons contesting the elections are transmitted to all the members and stakeholders at least seven days before the meeting and in the same manner as notice of the general meeting is served. Company secretary shall also ensure the inclusion of female director and independent director on board of directors. In cases, where election of independent directors is to be held, company secretary shall ensure that persons contesting elections are selected from data bank maintained by Pakistan Institute of Corporate Governance and shall attach the profile of such persons with the notice of election and the same shall be placed on website of the company as well.

viii. Extra-Ordinary General Meetings: Company secretary shall ensure that all appropriate measures have been taken in following cases:

a. Extra ordinary general meeting has been called by the Board of the company.

b. Extra ordinary general meeting has been called by the members having one-tenth of total voting powers in the company.

Company Secretary should also ensure that notice has been served in the manner as provided in section 55 of the Act and the necessary steps have been taken to hold the EOGM within twenty-one days of the calling of meeting.

ix. Audio/Video Recordings: Company secretary shall ensure that proceedings of the meeting are recorded through video and audio means and shall keep safe custody of audio and video recording.

x. Appropriate Quorum: Company Secretary shall determine the presence of appropriate quorum and read aloud the following:

a. list of attendees.

b. stating the total number of members with the right to vote attending the meeting in person, through e-meeting or by proxy.

c. total number of shares they own and/ or the percentage of capital they represent.

xi. Recording Grievances: Company secretary should record any grievances and reservations shared by the members in the minutes of the meeting.

xii. Voting through Postal Ballot: Company secretary shall ensure to provide right to vote through postal ballot in case where poll through secret ballot is demanded by members in the general meeting having at least 10% of the total voting power.

xiii. E-Voting: In case of e-voting, company secretary shall provide members with web address, login details, password, dates of casting e-vote and other necessary details through email. In order to maintain confidentiality security codes shall be generated through SMS from web portal of e-voting service provider or electronic signature within seven days from the day on which poll is demanded and in case of election of directors not later than seven days before the date of general meeting.

Company secretary shall ensure that agenda items for which poll was demanded are correctly uploaded in the web portal of e-voting service provider and shall resolve any grievances of members to enable them to cast vote through e-voting. Company secretary shall coordinate with share registrar and e-voting service provider to ensure that participation instructions have been shared with the members prior to the meeting. Company secretary shall also ensure that contingency plan is in place in case of electronic disruption.

xiv. Procedure for e-voting: Company secretary shall ensure that the facility for e-voting shall remain open for not less than three days and shall close at 1700 hours (Pakistan Standard Time) on the date preceding the date of the poll and identity of the members intending to cast vote through e-voting shall be authenticated through electronic signature or authentication for login (email and SMS).

xv. Voting through ballot paper: Company secretary shall:

a. Draft ballot paper whereby explicit information, terms and conditions and choice of selection is provided.

b. Ensure that ballot paper is uploaded on website of the company within three working days of the meeting in which the poll is demanded. In case of election of directors’ ballot paper must be uploaded seven days before the general meeting. Company Secretary shall also ensure to publish ballot paper in English and Urdu languages at least in one issue each of a daily newspaper of respective language having nationwide circulation containing the draft resolution and following information:

• business address and contact details of chairman of the general meeting in which poll was demanded, where duly filled ballot paper has to be sent by members;

• detailed procedure for submission of ballot papers.

  xvi. Result of Poll: Company Secretary shall preserve result of poll safely in accordance with the provisions of section 151 of the Act.

  xvii. Minutes of Meeting:

a. Company secretary shall secure the tele/video recording of the proceedings of the meeting and keep the same in his/her custody along with other relevant record.

b. Company secretary shall cause a fair and accurate minute of all proceedings of general meeting along with the names and signatures of those participating in such meetings to be placed in a binder duly numbered as part of the corporate record of the meeting held and shall also make a summary of all key matters arising during general meeting to be presented to the board. Minutes, among others, must reflect a record of motions, details of votes casted for and against resolution and ground for dissenting with the decision of the Board and members in a summarized form should be stated explicitly.

xviii. Facilitate pre-engagement sessions: Company secretary shall ensure that all possible questions and appropriate answers are prepared by management and circulated to BOD before the meeting so that accurate answers are provided at the meeting. It is also the responsibility of company secretary to ensure that presentations regarding proposed resolutions are prepared beforehand.

xix. Record Retention: Company secretary shall ensure that adequate measures are in place to keep records of all resolutions passed in a general meeting at the registered office of the company and is available in electronic form as well.

Checklist on role of Company Secretary regarding general meeting is attached as Annexure -I.

3. RESPONSIBILITIES OF CHAIRMAN

i. Availability of adequate facilities: Chairman shall review tasks of the day so as to complete them in a timely manner. Chairman of the meeting shall ensure availability of adequate facilities at specified locations without interruption/distortion and shall ensure that a coordinator has been appointed at the place of video conference facility to conduct voting. It is the responsibility of chairman of the Board to ensure that no other person other than member or its proxy is attending the meeting through video-link and shall take such steps to maintain the integrity of such meetings. Chairman shall also ensure that members are provided with appropriate responses on queries and shall ensure that mechanism is in place to properly record these queries and responses in minutes of the meeting.

ii. Declaration of proper quorum: Chairman of the meeting shall declare the existence of proper quorum to conduct the meeting and read out the manner in which general meeting shall be conducted that includes providing opportunity to the members seeking any explanation and meaningful discussion, choice of suitable language and time allocated to members to participate in the proceedings of the meeting.

iii. Conflict of Interest: Chairman shall make sure that directors who are interested in the contract or arrangement, whether directly or indirectly, have given disclosure of such interest and is not participating or attending the meeting in which such contract is to be discussed so as to remove any chances of conflict of interest. Chairman shall also ensure that there is a zero-tolerance policy regarding distribution of gifts during the general meeting.

iv. Adequate time allotment: Chairman shall, considering the circumstances, determines the time initially allotted for discussion on each agenda by allotting reasonable time for each agenda item. Chairman shall ensure that appropriate time provided to members to raise any question and try to resolve grievance of members.

v. Board representation: Chairman, having the key role to play in representing the company to its key stakeholders, is encouraged to report personally about board leadership and effectiveness. Chairman, directors and management must refrain from making improper statements or exercising their right in an abusive or obstructionist manner. Chairman shall ensure that view points from independent director on matters have been received. Chairman shall also ensure that feedback and comments are placed before members and are also made part of minutes of meetings.

vi. Demand of Poll: Chairman of the meeting shall direct to conduct a poll demanded by members on any matter within fourteen days from the day on which it is demanded.

vii. Voting through Ballot Papers: Chairman shall receive duly filled and signed ballot paper along with copy of Computerized National Identity Card (CNIC) sent by members through post or email one day before the day of poll, during working hours. Chairman of the general meeting shall record the time and date of receipt of ballot papers, keep them in safe custody and ensure confidentiality of the result till it is formally announced after the conclusion of the voting in the meeting.

viii. Result of Poll: The chairman of the meeting shall immediately after the conclusion of poll count votes casted through

a. Proxy;

b. In person;

c. Video-link; and

d. Post;

Result of poll shall be announced in the meeting by the chairman of the meeting. The Chairman shall also ensure to publish results on the company’s website on the same day of the conclusion of the general meeting.

ix. Execution report: Chairman, after announcement of result of poll shall send execution report of poll to the company secretary.

Checklist on role of Chairman of the Board regarding general meeting is attached as Annexure-II.

4. CEO’S RESPONSIBILITIES

i. Special & Ordinary Resolutions: CEO shall verify that all the relevant information in the statement of material facts as provided in S.R.O 423 (I)/2018 dated April 3, 2018 for special and ordinary resolutions has been included in the notice.

ii. Providing answers to Members: CEO shall ensure that he is fully conversant, up-to-date and aligned on significant issues and prepares answers of generally, possible questions and queries received prior to the meeting from members to ensure accurate answers are provided at the meeting.

iii. Video link facility: CEO shall ensure that all the pre-meeting requisites have been fulfilled by Company Secretary. CEO shall also ensure that there is a reliable infrastructure which provides members with the right to attend, speak (verbal or non-verbal) and right to vote during the general meeting. CEO shall also ensure that an IT personnel is deployed at the place of meeting so as to make the whole proceedings of general meeting seamless and without any interruption for the members.

iv. Voting through Postal Ballot: CEO shall ensure to provide right to vote through postal ballot in case where poll through secret ballot is demanded by members in the general meeting having at least 10% of the total voting power. CEO shall ensure publication of such ballot papers in Urdu & English newspaper.

v. Agenda for Poll: CEO shall ensure that agenda items for which poll was demanded are correctly uploaded on the web portal of e-voting service provider.

vi. Sharing of Login credentials: CEO shall ensure that login credentials for E-voting are shared with members within seven days of poll demanded.

vii. Result of Poll: CEO shall publish result on the company’s website on the same day of the general meeting.

viii. Post meeting responsibilities: CEO shall prepare a document which shall be contain formal and informal feedback received from members on the proceedings of general meeting and that shall be made part of minutes of the meeting. CEO shall ensure to apprise the key issues identified during the general meeting to the Board of Directors along with analysis. CEO shall also ensure to hold separate discussions with

institutional investors on key matters including but not limited to seeking feedback on operational and governance structure, flow of proceedings during general meeting and ESG issues.

ix. Record Retention: CEO shall ensure that adequate measures are in place to keep records of all resolutions passed in a general meeting at the registered office of the company and is available in electronic form as well.

Checklist on role of CEO regarding general meeting is attached as Annexure-III.

5. REGISTRAR’S RESPONSIBILITIES

i. Maintenance of Register: Registrar shall ensure that shareholder register is updated and contains correct information about members so that all members are timely intimated about general meetings. Share registrar shall provide list of members on immediate basis as and when required by the company. Registrar/Company should provide list of members who wants to participate in election of directors.

ii. Facilitative communication: Share registrar is required to ensure that communication with members is facilitative and resolve any grievance of members in timely manner. Registrar should collaborate with Central Depository Company of Pakistan (CDC) to maintain email and mobile numbers of members holding shares in electronic book entry form. For members having shares in physical form, the registrar should seek email and mobile numbers from members.

iii. Maintenance of Record: Registrar shall maintain record of email and mobile number of members for the purpose of E-voting.

iv. Conflict of Interest: Share Registrar shall ensure that confidentiality of information is maintained at all cost and especially in such cases where Share Registrar is also serving as E-voting service provider. Share registrar shall make sure that no such conflict of interest exists with regard to discharging of its duties. For example, appropriate measures have been taken for the meeting in which the matter of appointment of Registrar is to be considered.

Checklist on role of Registrar regarding general meeting is attached as Annexure-IV.

ANNEXURE I

COMPANY SECRETARY

Sr. No	Description	References	Yes	No
1.	Share Register is up to date.	Sec 119 of the Act & Reg 19(a) of CGPFR 2018.
2.	General meeting notice includes time, date place of the meeting, detailed notes, and draft resolutions.	Sec 134 & 140 of the Act.
3.	Proxy form enclosed with the notice.	Sec 137 of the Act read with Reg 43 of Table A of First Schedule.
4.	Agenda/special business forwarded by members having 5% members made part of the notice.	Sec 140 of the Act.
5.	Statement setting out all material facts enclosed with the notice.	Sec 134(3) of the Act & S.R.O. 423 (I)/2018.
6.	Notice of the meeting published in English and Urdu languages twenty-one days before the meeting.	Sec 132(3) of the Act & Circular No. 10/2019.
7.	Notice disseminated to every member, auditor and director at least twenty-one days before the meeting.	Sec 134(1)(a) of the Act.
8.	AGM notice placed on functional website of the Company.	Reg 1(c)(iv) of S.R.O 1196(I)/2019.
9.	All appropriate measures including but not limited to availability of relevant documents and reports, seating arrangement, sound systems are in place for smooth conduct of AGM.	Reg 29(iii) of CGPFR 2018.
10.	Video link facility provided to members having 10% members on demand.	Sec 134(1)(b) of the Act.
11.	Arrangements made for simultaneous holding of general meetings through zoom, webinar or other electronic means, in addition to physical holding of general meeting.	Circular No. 4 of 2021.
12.	Presence of appropriate quorum determined.	Sec 135 of the Act.
13.	Coordinator appointed at the place of video conference facility to conduct voting and to assist chairman of the meeting.	Reg 29(iii) of CGPFR 2018.
14.	Only member/proxy attended the meeting through video-link facility.	Reg 29(ii) of CGPFR 2018.
15.	Minutes of the proceeding of the meeting along with name of participants entered in minute book.	Sec 151(1)(b) of the Act.
16.	Right of vote by post or by electronic vote provided. (As applicable)	Reg 3(a) of S.R.O 254(I)/2018.
E-voting (Additional Information in case of E-voting)		Reg 4 of S.R.O 254(I)/2018
17.	Mobile numbers and Email Addresses of Members properly maintained for the purpose of E-voting.	Reg 4(1) of S.R.O 254(I)/2018.
18.	Login credentials provided to the members for casting vote in a secured manner.	Reg 4(2) of S.R.O 254(I)/2018.
19.	Ensured that agenda items correctly uploaded on web portal of E-voting service provider.	Reg 4(3) of S.R.O 254(I)/2018.
20.	Facility of E-voting remained opened for at least three days and closed on the date before the date of the poll.	Reg 7(1) of S.R.O 254(I)/2018.
21.	Identification of members casting through E-voting authenticated through electronic signature.	Reg 7(2) of S.R.O 254(I)/2018.
Ballot Paper (Additional Information in case of Ballot Paper)	Reg 8 of S.R.O 254(I)/2018.
22.	Timely preparation of ballot paper containing at least minimum information as provided in Annexure I of Postal Ballot Regulations.	Reg 8 of S.R.O 254(I)/2018.
23.	Uploaded ballot papers on the website of the company within three working days of general meeting.	Reg 8(1) of S.R.O 254(I)/2018.
24.	Uploaded ballot papers on the website of the company before seven working days of date fixed for election of directors.	Reg 8(2) of S.R.O 254(I)/2018.
25.	Published ballot paper in Urdu and English newspaper as per relevant Annexure.	Reg 8(1) of S.R.O 254(I)/2018.
26.	Disseminated information regarding identification documents in lieu of CNIC.	Reg 9(2) of S.R.O 254(I)/2018.
27.	Safely preserved execution report.	Reg 10(5) of S.R.O 254(I)/2018.
28.	Published result of the poll on the website.	Reg 10(4) of S.R.O 254(I)/2018.
29.	Proceedings of meeting recorded through video and audio means and kept safe in the custody.	Electronic transaction Ordinance 2002 & Reg 29(iv) of CGPFR 2018.
30.	Verification of Proxy.	Sec 137 of the Act.
31.	Conduct of Proxy.	Sec 137 of the Act.
32.	Dissemination of e-meeting link through email & mobile apps.	Electronic transaction Ordinance 2002.
33.	Signed checklist made part of minutes of meeting.	-
34.	Notice of AGM disseminated through electronically i.e. through Email & WhatsApp twenty-one days before AGM.	-
35.	Proxy form sent electronically twenty-one days before AGM.	-
36.	Ensured that only member or its proxy attended the meeting.	-

Date ________________ Signature of Company Secretary__________________

ANNEXURE II

CHAIRMAN

Sr. No	Description	Reference	Yes	No
1.	Appointment of Coordinator at the place of video-link.	Reg 29(iii) of CGPFR 2018.
2.	Provision of appropriate audio-visual facilities and communication protocols and discussion decorum for all participants.	Sec 132(2) of the Act.
3.	Declaration of proper quorum to start the meeting.	Sec 135(1)(c) of the Act.
4.	Appropriate time provided to members and resolved grievances of members.	-
5.	Declared results on a show of hands.	Sec 142 of the Act.
6.	Direction given regarding poll and time frame of conducting poll.	Sec 145 of the Act.
7.	Confidentiality maintained regarding results of poll.	Reg 10 of S.R.O 254(I)/2018.
8.	Safe custody, and confidentiality of result of ballot paper and marked time stamp on receival of ballot papers.	Reg 10(1) of S.R.O 254(I)/2018.
9.	Counted the votes of poll, scrutinized & declared results of the poll in the meeting.	Sec 141 of the Act & Reg 10(4) of S.R.O 254(I)/2018.
11.	Declaration of Resolution.	Sec 142 of the Act.
12.	Scrutinized votes on Poll and declared result.	Sec 143 of the Act.
13.	Preparation of Execution report of Poll and sent to Company Secretary.	Reg 10(5) of S.R.O 254(I)/2018.
14.	Declaration of results on the poll through email and e-meeting application.	-
15.	Ensured that only members and their proxy attended through video-link.	-
16.	Ensured uninterrupted transmission of video-link facility.	-

Date_________________ Signature of Chairman_______________________

ANNEXURE III

CHIEF EXECUTIVE OFFICER

Sr. No	Description	Reference	Yes	No
1.	Prepared answer to generally possible questions and queries received form the members.	-
2.	Statement setting out all material facts enclosed with the notice.	Sec 134(3) of the Act & S.R.O. 423 (I)/2018.
3.	Arrangements made for simultaneous holding of general meeting through zoom, webinar or other electronic means, in addition to physical holding of general meeting.	Circular No. 4 of 2021.
4.	Proceedings of meeting recorded through video and audio means and kept safe in the custody.	Electronic transaction Ordinance 2002 & Reg 29(iii) of CGPFR 2018.
5.	Right of vote by post or by electronic vote provided. (As applicable)	Reg 3(a) of S.R.O 254(I)/2018.
6.	Agenda for poll uploaded in the web portal of E-Voting service provider.	Reg 4(3)of S.R.O 254(I)/2018.
7.	Uploaded ballot papers on the website of the company within three working days of general meeting.	Reg 8(1) of S.R.O 254(I)/2018.
8.	Uploaded ballot papers on the website of the company before seven working days of date fixed for election of directors.	Reg 8(2) of S.R.O 254(I)/2018.
9.	Published ballot paper in Urdu and English newspaper as per relevant Annexure.	Reg 8(1) of S.R.O 254(I)/2018.
10.	All appropriate measures including but not limited to availability of relevant documents and reports, seating arrangement, sound systems are in place for smooth conduct of AGM.	Reg 29(iii) of CGPFR 2018.
11.	Login credential for E-voting shared with members within seven days from the date of poll demanded.	Reg 4(2) of S.R.O 254(I)/2018.
12.	Facility of E-voting remained opened for at least three days and closed on the date before the date of the poll.	Reg 7(1) of S.R.O 254(I)/2018.
13.	Identification of members casting through E-voting authenticated through electronic signature.	Reg 7(2) of S.R.O 254(I)/2018.
14.	Results of poll uploaded on company’s website on same day of general meeting.	-
15.	Results of poll disseminated to members through email and mobile applications.	-

Date____________________ Signature of Chief Executive Officer___________________

ANNEXURE IV

SHARE REGISTRAR

Sr. No	Description	Reference	Yes	No
1.	Share Register is up to date.	Sec 119 of the Act & Reg 19(a) of CGPFR 2018.
2.	Attendance data recorded.	Reg 15(l) of S.R.O 16(I)/2017
3.	Mobile numbers and Email Addresses of Members properly maintained for the purpose of E-voting.	Reg 4(1) of S.R.O 254(I)/2018.
4.	Chinese wall maintained in cases where share registrar is also the facilitator of E-Voting Service.	-
5.	All reasonable steps taken to avoid conflict of interest.	Reg 13(1) of S.R.O 16(I)/2017
6.	Ensured facilitative communication with members.	-

Date________________ Signature of Share Registrar___________________

References:

“The Act” refers to The Companies Act, 2017.

“CGPFR” refers to Companies General Provisions & Forms Regulations 2018.

“S.R.O. 423 (I)/2018” refers to Disclosures in statement of material facts.

“S.R.O 1196(I)/2019” refers to Notification of placement of information on website of public companies.

“S.R.O 254(I)/2018.” Refers to Notification to Postal Ballot Regulations.

“S.R.O 16(I)/2017” refers to Share Registrars & Balloters Regulations.

[Disclaimer:] This guide has been developed with the intent to facilitate those interested in conducting and participating in general meeting of a listed company. The contents of this guide do not constitute an approval, a legal opinion, legal vetting or professional advice and are not a replacement of applicable prevalent regulatory framework and this should not be treated as binding on the Commission in any way. Prospective Applicants/Stakeholders are encouraged to seek professional advice, if required as it is the responsibility of the persons who are subject to provisions of the law to determine their obligations/responsibilities under the applicable law. These guidelines do not absolve responsibility of board of directors, officers of the Company, Company itself in accordance with the requirements of law. The Commission gives no guarantee and assumes no liability for any error or omissions of the information and no one can use the information for any claim, demand or cause of action.