Reliance Insurance Company Limited’s notice of annual general meeting

Karachi: Enclosed please find herewith our Notice for the 30th Annual General Meeting to be held on 30th April, 2012 for your personal and record.

You are requested to pleasure circulate the above information among the member of your Exchange accordingly.

Notice of the Thirtieth Annual General Meeting

Notice is hereby given that the 30th Annual General Meeting of the Shareholders of Reliance Insurance Company Limited will be held on Monday the 30th April, 2012 at 12.30 p.m. at the Head Office of the Company at Reliance Insurance House 181-A Sindhi Muslim Housing Society Near Mehdi Tower, off: Sharah-e-Faisal, Karachi, to transact the following business:

Ordinary Business:

1. To confirm the Minutes of the 29th Annual General Meeting of the company held on 30th April, 2011.

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

3. To consider and if thought fit, approve payment of Final cash dividend at the rate of 7.5% (Rs. 0.75 per share) for the year ended December 31, 2011 as recommended by the Board of Directors. This is in addition to the interim distribution of Bonus Shares already paid during the year in proportion of 1 (One) ordinary share for every 8 (Eight) shares i.e. 12.5%.

4. To appoint Auditors and fix their remuneration:

All listed companies in financial sector are required to change their external auditors every five (5) years as per clause xii (a) of the Code of Corporate Governance under listing Regulations of Stock Exchanges.

M/s. Hyder Bhimji and Company, Chartered Accountant, have been auditors of the company for a period of five (5) years. The Board, on the recommendation of the Audit Committee of the Company has proposed the appointment of M/s, BDO Ebrahim and Co., Chartered Accountants as auditors for the year 2012. A notice under section 253(I) of the Companies ordinance, 1984 has also been received from a shareholder of the Company to the same effect.

Other Business:

5. To transact any other business with the permission of the Chair.

(Attached to this Notice is a statement of material facts u/s. 160 (1) (b) of the Companies Ordinance, 1984)

Notes:

1. The Share Transfer Book of the company shall remain closed from April 21, 2012 to April 30, 2012 (both days inclusive). Transfer received in order at the office of the Registrar, M/S. C and K Management Associates (Pvt.) Ltd., Trade Tower, Abdullah Haroon Road. Karachi-75530 by the close of business on April 20, 2012 will be treated in time for the purpose to determine entitlement of Dividend to the transferees and attend the meeting.

2. A member of the Company entitled to attend and vote may appoint any member as his/her proxy to attend and vote on his/her behalf. Proxies Must be Received at the Head Office of the Company Not Less Than 48 Hours Before the Meeting.

3. CDC Account Holders will further have to follow the under mentioned guidelines as laid down in Circular 1 dated January 26, 2000 Issued by the Securities and Exchange Commission of Pakistan.

A. For Attending the Meeting:

i) In case of individuals, the account holder or sub-account holder and/or person whose securities are in group account and their registration details are up-loaded as pet the Regulations, shall authenticate his identity by showing his Original Computerized National Identity Card (CNIC) or original passport at the time of attending the meeting.

ii) In case of corporate entity, the Board of Directors’ resolution/power of attorney with specimen signature of the nominee shall be produced (unless it has been provided earlier) at the time of the meeting.

B. For Appointing Proxies:

i) In case of individuals, 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 Regulations, shall submit the proxy form as per the above requirements.

ii) The proxy from shall be witnessed by two persons whose names, addresses and CNIC numbers shall be mentioned on the form.

iii) Attested copies of CNIC or passport of the beneficial owners and the proxy shall be furnished with the proxy form.

iv) The proxy shall produce his original CNIC or Original Passport at the time of the meeting.

v) In case of corporate entity, the Board of Directors’ resolution/power of attorney with specimen signature of the nominee shall be submitted (unless it has been provided earlier) along with proxy form to the Company.

4. To enable us to comply with the directives of the regulators, you are requested to please immediately send us a Photocopy of your valid Computerized National Identity Card (both sides) or NTN (in case or corporate Entity) alongwith folio number to the Company’s Registrar at M/s. C and K Management Associates (Pvt.) Limited 404 – Trade Tower, Abdullah Haroon Road, Near Metropole Hotel, Karachi. Reference is also made to the Securities and Exchange Commission of Pakistan (SECP) Notification dated August 18, 2011, SRO 779 (i) 2011.which mandates that the dividend warrants should bear CNIC number of the Individual members or the authorized person, except in case of minor (s) and National Tax Number (NTN) of corporate members.

5. Shareholders are requested to inform the company of any change in their address, if any immediately.

Statement of Material Fact Under Section 160 (1) (B) of the Companies Ordinance 1984 Regarding Special Business

Interim Bonus Shares

“Further Resolved that the decision of the Board of Directors of the Company to issue 3,543,775 ordinary shares of Rs.10 each by capitalizing Rs. 35,437,750 out of the Free Reserve of the Company and allotted as fully paid up bonus shares to the members of the company who were registered in the book of the company on 22nd September 2011 in the ratio of 1 such new shares for every 8 existing ordinary shares held ranking pari passu with the existing ordinary shares of the Company be and is hereby ratified and confirmed.”

None of the Directors of the Company are interested in this business except to the extent of their entitlement to bonus shares as shareholders.

For more information, contact:
Reliance Insurance Company Limited
“Reliance Insurance House” 181-A,
Sindhi Muslim Co-Operative Housing Society,
P.O. Box No: 13356, Karachi – 74400, Pakistan
Tel: 34539415-17
Fax: 34539412
E-mail: reli-ins@cyber.net.pk

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