Bhanero Textile Mills : Miscellaneous Information - Ballot Paper For Voting Through Post

Bhanero Textile Mills Limited

BTM-SEC-189-2023

June 12, 2023

The General Manager

Pakistan Stock Exchange Limited,

Karachi.

Dear Sir,

Enclosed please find a copy of the ballot paper as required under regulation 8 of the Companies (Postal Ballot) Regulations, 2018, published on 10th June, 2023 in two newspaper namely Daily "Business Recorder" and "Dunya" for the information of shareholders.

This Ballot Paper has also been uploaded on the company's website www.umergroup.com

Further, in compliance with Regulation 4 of the Companies (Postal Ballot) Regulations, 2018 the e- voting facility will be available to eligible members of the company in line with applicable laws and the guidelines are also uploaded on our website.

You may please inform the TRE Certificate Holders of the Exchange accordingly.

Regards,

For Bhanero Textile Mills Limited

Director

Karachi Office :	Lahore Office :
Umer House. 23/1, Sector 23, S. M. Farooq Road,	9th Floor, City Towers, 6-K, Main Boulevard, Gulberg-II,
Korangi Industrial Area, Karachi - 74900	Lahore - 54660
Phones : (92-21)35115177-80 Fax : [phone] & 35115191	Phones: (92-42) 111 - 130 - 130, Fax: [phone]
E-mail :[e-mail] :www.umergroup.com	E-mail :[e-mail] :www.umergroup.com

BHANERO TEXTILE MILLS LIMITED

BALLOT PAPER FOR VOTING THROUGH POST

Ballot Paper for the Special Businesses at the Extraordinary General Meeting to be held on Friday, 23rd June , 2023 at 03:00 pm at the Registered Office of the Company located at Umer House, 23/1, Sector 23, SM Farooq Road , Korangi Industrial Area, 74900, Karachi.

Contact details of Chairman, where ballot paper may be sent:

Business Address: The Chairman, Bhanero Textile Mills Limited at Umer House, 23/1, Sector 23, SM Farooq Road , Korangi Industrial Area, 74900, Karachi.

Email Address: [e-mail]

Name of shareholder/joint shareholder(s):

Registered Address:

Folio / CDC Participant / Investor ID with sub- account No.

Number of shares held

CNIC / Passport No. (in case of foreigner) (copy to be attached)

Additional Information and enclosures {In case of representative of body corporate, corporation and Federal Government)

Name of Authorized Signatory:

NIC / Passport No. (in case of foreigner) of

Authorized Signatory - (copy to be attached)

I/We hereby exercise my/our vote in respect of the following Resolutions through postal ballot by giving my/our assent or dissent by placing tick 'mark in the appropriate box below:

Nature and Description of Resolutions	I/We assent to	I/We dissent to
the Resolutions	the Resolutions
	(FOR)	(AGAINST)
Agenda (1)
Resolved That, the consent of the members be and is hereby
accorded by way of special resolution to increase the
authorized share capital from PKR 60.00 million to PKR 11.00
billion.Further Resolved That, the amendment(s) shall be
made in the memorandum and article of association of the
company along with allied matters to give effect to such
increase in authorized share capital of the company."

Agenda (2)

The Board of Directors' may at any time and from time to time pass a resolution:

Resolved That, any sum for the time being standing to the credit of any reserve fund or reserve account of the Company, including premiums received on the issue of any shares or debentures of the Company, or being undivided net profits in the hand of the Company, be capitalized, and that such sum be appropriated as capital to and amongst the ordinary shareholders in the proportions in which they would have been entitled thereto if the same had been distributed by way of dividend on the ordinary shares, effective; and the Directors shall in accordance with such resolution apply such sum in paying up in full any unissued shares as bonus shares or debentures of the Company on behalf of the ordinary shareholders aforesaid, and appropriate such bonus shares or debentures and distribute the same credited as fully paid up to any amongst such shareholders in the proportions aforesaid in satisfaction of the shares and interests of such shareholders in the said capitalized sum or otherwise deal with such sum as directed by such resolution. Where any difficulty arises in respect of any such distribution, the Directors may settle the same as they think expedient, and in particular they may fix the value for distribution of any fully paid-up shares or debentures, make cash payments to any shareholders on footing of the value so fixed in order to adjust rights, and vest any such shares or debentures in trustees upon such trusts for or for the benefit of persons entitled to share in the appropriation and distribution as may seem just and expedient to the Directors.

Further Resolved That, any additional shares when issue shall carry equal voting rights and rank pari passu with the existing ordinary shares in all respect/matters in conformity with provisions of the Companies Act, 2017.

Further Resolved That, the aforesaid alteration in the articles of association of the company shall be subject to any amendment, modification, addition or deletion as may be required, and such amendment, modification, addition or deletion shall not require fresh approval by the members in the general meeting of the company.

Further Resolved That, the Chief Executive Officer and / or Company Secretary of the Company be and is hereby singly authorized to take all necessary steps and execute documents including legal and corporate formalities and file all requisite documents with Securities & Exchange Commission of Pakistan as may be necessary or expedient for the purpose of giving effect to the spirit and intent of the above resolutions.

Agenda 3)

Resolved That, the consent of the members be and is hereby accorded to transmit the annual audited financial statements including auditor's report, directors' report, chairman's review and other reports contained therein to the members of company through QR enable code and weblink.

Notes:

1. Duly filled postal ballot should be sent to the Chairman of Bhanero Textile Mills Ltd at above- mentioned postal or email address.
2. Copy of CNIC/ Passport (in case of foreigner) should be enclosed with the postal ballot form.
3. Postal ballot forms should reach the Chairman of the meeting within business hours on or before 22nd June 23, 2023. Any postal ballot received after this date, will not be considered for voting.
4. Signature on postal ballot should match with signature on CNIC/ Passport (in case of foreigner).

5l Incomplete, unsigned, incorrect, defaced, torn, mutilated, over written ballot paper will be rejected.

6. This postal Poll paper is also available for download from the website at https: www.umergroup.com Shareholders may download the ballot paper from website or use the same ballot paper published in newspapers.

__________________________________________________________________________

Signature of Shareholder(s) / Proxy Holder(s) / Authorized Signatory (In case of corporate entity, please affix company stamp)

Place: __________________

Dated: __________________

  



749002323/1  03:00 202323 






749002323/1   
[e-mail]

	
	
  
/ 	/
		
		


 /CNIC 

  /CNIC

 

		
(AGAINST)	(FOR)

1

60.00  11.00  



(2)   



        

     

 



            

          

          

       



           

      

            

           



• 2017    

•    
  
        

•   

	


(3)

        QR 

	
	
 
	



   1 CNIC 2

 2023 22 3 

CNIC 4  5

   https:www.umergroup.com 6 

_________________________________________________________________________________________

 

_________________

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34x3