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Sunday, September 20th, 2020

PICIC Insurance Limited’s Disclosure as Target Company under Regulation 5 of the Listed Companies Substantial Acquisition of Voting Shares and Take-overs Regulations, 2008

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Karachi: In accordance with Regulation 5 of the Listed Companies (Substantial Acquisition of Voting Shares and Take-Overs) Regulations, 2008, we are pleased to convey the following information:

We received from Next Capital Limited, as Manager to the Offer, vide their letter dated 18 May 2011, a Revised Public Announcement of Intention to Acquire 40% shares and control of PICIC Insurance Limited (“PIL”) by Excel Insurance Company Limited, as the Acquirer and Mr. Ghulam Muhammad and Miss Ayesha Mohammad, as Persons Acting in Concert, in addition to 20.0001% shares of PIL already held by them.

Revised Public Announcement of Intention by Excel Insurance Company Limited for the acquisition of a 40% equity stake in PICIC Insurance Limited (Target Company) (Addendum to Public Announcement of Intension already disseminated to relevant stock exchanges, target company, dated 08 March, 2011).

On behalf of our Client, Excel Insurance Company Limited, we, Next Capital Limited, are pleased to submit the revised ‘Public Announcement of Intention’ to acquire the above captioned shareholding in PICIC insurance Company Limited.

Kindly note, that Next Capital Limited has been appointed as the Manager to the officer’ by Excel Insurance Company Limited, as required under the statute,

Revised Public announcement of intention to acquire up to 40% shares and control of PICIC Insurance Company By Excel Insurance Company Limited Under Listed Companies (Substantial Acquisition of Voting Shares and Take-over) Ordinance, 2002 (Addendum to Public Announcement of intention already disseminated to relevant stock exchanges, target company, dated 08 March, 2011)

1) Information about the acquirer

(a) Name(s) and Address(s) of acquirer along with persons acting in concert, if any:

Acquirer:

Excel Insurance Company Limited

38 C- 1, Block 6, P.E.C.H.S, Shahrah-e-Faisal

Karachi

Person acting in conceit

Mr. Ghulam Muhammad

Miss. Ayesha Mohammad

(b) The Name(s) and Address(s) of financial advisors of the acquirer, if any:

Next Capital Limited

8th Floor,

Horizon Towers,

Plot No.2/6,

Clifton Block 3,

Karachi

(c) In case the acquirer is a Company:

Names of Chief Executive and Directors of the Company:

Younus Haji Latif Chairman
Ubaid Amanullah Director
Shagufta Ghulam Director
Muhammad Irfan Abdul Khalique Director
Muhammad Zubair Ghulam Muhammad Director
Muhammad Zubair Muhammad Usman Director
Ghulam Mohammad Chief Executiv

Names of major shareholders of the Acquirer Company:

Mrs. Shagufta Ghulam

Mr. Ghulam Muhammad

Miss. Ayesha Mohammad

Ms. Saher Tehmina

Mss. Fiza D/o G. Mohammad

2) Information about the target company

(a) Name of the target company, its directors and major shareholders;

PICIC Insurance limited

Eight Floor, Shaheen Complex

M.R. Khan Road, Karachi

Major Shareholders:

NIB Bank Limite 30.01%
State Life Insurance Corporation 11.14%

Directors:

Name Designation
1 Mr. Mohammad Basheer Janmohammad Chairman
2 Mr. Ghulam Muhammad Director
3 Mr. Yameen Kerali Director
4 Mr. Rizwan Abbas Director
5 Mr. Muhammad Riaz Director
6 Mr. Shahid Sattar Director
7 Mr. Habib Yousuf Habib Director
8 Mr. Abdul Qadir Director
9 Mr. Ahmed Salahuddin Chief Executive Officer

(b)  Total number of Issued shares of the company:

35,000,000

(3)   Number of shares already held by the acquirer, if any:

Excel Insurance Company Limited: 6,721,291 Shares or  19.20%
Mr. Ghulam Mohammad: 279,490 Shares or   0.80%
Miss. Ayesha Mohammad 1,000 Shares or 0.0001%

(4) Number of shares along with the percentage intended to be acquired by the acquirer through public offer or agreement:

Shares acquired through Share Purchase Agreement None
Shares already acquired in the open market 7,001,781 or 20%
Shares to be acquired through public announcement 14,000,000 or 40%

For more information, contact:

Muhammad Haneed

Company Secretary

Najam Ali

Chief Executive Officer

PICIC Insurance Limited

Eight Floor, Shaheen Complex

M.R. Kayani Road,

Karachi 74200 Pakistan

Tel: +9221 3221 9555-60

Fax: +9221 3221 9561

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