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Standard Chartered Bank (Pakistan) Limited’s published notice of annual general meeting

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Karachi: Enclosed please find news paper clippings of the captioned notice which was published in the following newspapers on March 9, 2011.

Business Recorder Karachi-Lahore-Islamabad
Express Karachi-Lahore-Islamabad

Notice of Annual General Meeting

Notice is hereby given that the Sixth Annual General Meeting of the shareholders of Standard Chartered Bank (Pakistan) Limited (“Bank”) will be held on Friday, March 30, 2012 at 4:00 P.M. at Jinnah Auditorium, The Institute of Bankers Pakistan, Moulvi Tamizuddin Khan Road, Karachi, to transact the following business:

A. Ordinary Business

1. To receive, consider and adopt the Audited Accounts of the Bank and consider accounts of the Bank and its subsidiaries for the year ended December 31, 2011 along with Directors’ and Auditors’ thereon.

2. To consider the appointment of external auditors namely KPMG Taseer Hadi and Co., Chartered Accountants and to authorize the Chief Executive Officer and Chief Financial Officer and Officer to fix their remuneration, KPMG Taseer Hadi and Co., Chartered Accountants being eligible have offered themselves for re-appointment.

3. To consider and approve cash dividend @ Rs. 1.00 per share of Rs. each (i.e. 10%) for the year ended December 31, 2011 as recommended by Board of Directors.

B. Special Business

4. To grant approval to the remuneration paid to the Directors in accordance with the Articles of Association of the Bank and in that connection to pass the following resolution, as ordinary resolution, with or without modification, addition or deletion:

“Resolved That” the decision of the Board of Directors of Standard Chartered Bank (Pakistan) Limited to pay a fee of Rs. 3,580,000/- during the year ended December 31, 2011 to the non-executive member of the Board, in terms of their discretion under the Articles of Association of the Bank, be and is hereby confirmed and approved by the shareholders.”

A statement of material facts under section 160 (1) (b) of the Companies Ordinance, 1984 relating to the aforesaid special business to be transacted in the said Annual General Meeting is appended below.

C. Other Business

5. To transact any other business as may be placed before the meeting with the permission of the chair.

Notes:

1. The Share Transfer Books of the Bank will remain closed from March 23, 2012 to March 30, 2012 (both days inclusive).

2. A member entitled to attend and vote at the above meeting is entitled to appoint another member as his/her proxy to attend and vote instead of him / her. Proxies in order to be valid, must be received by the Bank at its registered office marked for the attention of the office of the Company Secretary, not less than forty-eight hours before the time for holding the meeting and must be duly stamped, signed and witnessed. A member shall not be entitled to appoint more than one proxy.

3. Members are requested to notify change in their address, if any, to the Share Registrars, M/s. Central Depository Company of Pakistan Limited (Share Registrar Department), CDC House, 99-B, Block B SMCHS, Main Shahra-e-Faisal, Karachi 74400, Toll Free: 0800-CDCPL (23275), Fax: (021) 35655595, Email: info@cdcpak.com

4. A. For attending the Meeting:

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 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 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 requirement.

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

iii) Attested copies of CNIC or the 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 shall be submitted along with proxy form to the Bank.

Statement under section 160 (1) (b)

The meeting fee payable to the non-executive members of the Board was approved by the Board of Directors in terms of Article 60 of the Articles of Association of the Bank. This meeting fee requires approval of the shareholders in Annual General Meeting in terms of paragraph C-2 of Regulation G-1 of prudential regulations for Corporate/ Commercial Banking issued by the State Bank of Pakistan. The non-executive members of the Board are interested in the payment of fees and remaining members of the Board have no interest in the matter.

For more information, Contact:
Standard Chartered Bank (Pakistan) Limited
P. O. Box No. 5566.
I.I. Chundrigar Road,
Karachi 74000. Pakistan
Tel: (021) 245 0000
UAN: (021) 111 002 002
Web: www.standardchartered.com

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