National Bank of Pakistan’s notice of 63rd annual general meeting

Karachi: We enclose a photocopy of the Notice of the 63rd Annual General Meeting of National Bank of Pakistan (NBP) to be held on Friday the 30th March 2012 at 10:30 A,M. at Ball Room, Pearl Continental Hotel, Karachi, for circulation amongst your members.

The enclosed notice is being published on Friday, the 9th March 2012, in the newspapers.

Notice of 63rd Annual General Meeting

Notice is hereby given that the 63rd Annual General Meeting (“AGM”) of National Bank of Pakistan, (“Bank”) will be held on Friday, the March 30, 2012 at 10:30 A.M. (PST), at Ball Room, Pearl Continental Hotel, Karachi.

The following business will be transacted in the meeting:

Ordinary Business:

1. To confirm minutes of Extraordinary General Meetings held on 20th June, 2011 and 8th February, 2012, at Karachi.

2. To receive and adopt the Audited Accounts of the Bank for the year ended 31st December, 2011, together with the Directors’ and Auditors’ Reports thereon.

3. To appoint auditors for the year ending 31 December! 2012 and fix their remuneration.
The retiring auditors namely Messrs Anjum Asim Shahid Rehman, Chartered Accountants and Messer KPMG Taseer Hadi and Company, Chartered Accountants being eligible for appointment have offered themselves for re-appointment.

4. To consider and approve Cash Dividend @ 75% and Bonus Shares @ 10% (thereby increasing the Paid-up Capital of the Bank from Rs. 16,818,284,790/- to Rs. 18,500,113 ,270) as recommended by the Board of Directors for the year ended 31st December, 2011 (subject to Government of Pakistan approval).

Special Business:

5. To approve the salary package, other terms and conditions and contract of appointment of Mr. Qamar Hussain, President of the Bank, as recommended by the Board of Directors.

6. To approve the Salary Adjustment and Performance Bonus for 2011 of Mr. Qamar Hussain, President of the Bank, as recommended by the Board of Directors.

7. For the purpose of meeting the requirements of the Banks (Nationalization) Act, 1974, to approve / ratify i) the salary and other benefits paid to Mr. S. Au Raza the former President of the Bank from July 01, 2003 to January 14, 2011, ii) End service benefits of Mr. S. Ali Raza including: a) Gratuity on the basis of one month last drawn gross pay for each completed year of service, b) Contributory Provident Fund as per decision taken by the Board of Directors in its 124 meeting held on 07-08-2004 with effect from 01-01-2004 and Payment of Profit as admissible to regular employees of the Bank, on his own as well as Bank’s Contribution of Provident Fund,

c) Sale of Bank’s Vehicles, d) Sale of Dead Stock Items and e) post separation continuation of existing medical facility including payment of premium of International Health Insurance for Mr. S. Ali Raza and his dependent family members.

8. To transact any other business with the permission of the Chairman.

Notes:

i. The Share Transfer Books of the Bank shall remain closed from 22-03-2012 to 30-03-2012 (both days inclusive). Transfers received at Messrs Central Depository Company of Pakistan Limited, CDC House 99B, Block “B”, SMCHS, Main Shahra-e-Faisal, Karachi – 74400, the Bank’s Registrar and Share Transfer Agent, at the close of the business on 21-03-2012 will be treated in time for purpose of the entitlement of attending the meeting.

ii. A member eligible to attend and vote at the AGM is entitled to appoint another member as a proxy to attend and vote on his / her behalf The Government of Pakistan. State Bank of Pakistan and any Corporation(s), being a member of the Bank, may nominate any person as its representative to attend the AGM under authority of a Power of Attorney or a Board of Directors’ Resolution. Proxies or nominations, in order to be effective and valid, must be received at the office of the Bank’s Registrar / Share Transfer Agent, Messrs Central Depository Company of Pakistan Limited, CDC House
99-B, Block “B”, SMCHS, Main Shahra-e-Faisal, Karachi – 74400, not later than 48 hours before the time of holding the AGM.

iii. CDC Account Holders will him/ her have to follow the under mentioned guidelines as laid down in Circular I dated January 26, 2000 issued by the Securities and Exchange Commission of Pakistan:

a. For Attending the Meeting:

In case of Individuals the account holder or sub-account holder shall authenticate his / her Identity by showing his Original Computerized National Identity Card (CNIC) or original Passport at the time of attending the meeting.

In cave of corporate entity, the Original or duly authenticated Board of Directory resolution/ power of attorney with specimen signature of the nominee shall be produced (unless it has been provided) at the tins of the Meeting

b. For Appointing Proxies:

In case of individuals, the account holder or sub-account holder shall submit the proxy form as per the above requirement.

The From form shall be witnessed by two persons whose names, addresses and CNIC numbers shall be furnished with the proxy form.

The proxy shall produce his /her original CNIC or original passport at the time of the Meeting.

In case of corporate entity, the Original or duly authenticated Board of Directors’ resolution/power of attorney with specimen signature of the nominee shall be produced (unless it has been provided earlier) along with proxy form to Messrs Central Depository Company of Pakistan Limited.

v. CDC Account Holders and Sub-account Holders, whose Registration details are available in Share Book Detail Report shall have to produce respective Original Computerized National Identity Cards (CNICs) or Original Passports for the purpose of identification to participate in the Annual General Meeting. Such Account Holders and Sub Account Holders should know the CNIC Numbers and CDC Account Number of the respective partner and should bring the same along with them. In case of Proxy, the person should positively attach the attested copy of the CNIC or Passport In case of corporate member’s representative, usual documents should be accompanied for the same purpose.

v. Members are requested to immediately notify any change in their addresses to the Banks Registrar and Share Transfer Agent, Messrs Central Depository Company of Pakistan Limited.

For more information, Contact:
National Bank of Pakistan
2nd Floor, I. I. Chundrigar Road, Karachi
Ph: 99212224
Fax: 99212239
Website: www.nbp.com.pk

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