NOTICE OF 53rd ANNUAL GENERAL MEETING

Notice is hereby given that Fifty-Third Annual General the safety and well-being of the shareholders of the 4. Participation in the Annual General Meeting: b. Attested copies of valid CNIC or the of income tax return is prescribed as 30% and for For any query/problem/information, the investors claim their dividends/shares, if any, are advised Company and the Company will supply hard Meeting (AGM) of Dawood Hercules Corporation Company. The general meeting can be attended passport of the beneficial owners and the FILER of tax returns as 15%. List of filer is available may contact the Share Registrar at to contact our Share Registrar to collect / enquire copies of the aforesaid document to the Limited (the “Company”) will be held on Tuesday, using smart phones/tablets/computers while All members, entitled to attend and vote at the proxy shall be furnished with the proxy at Federal Board of Revenue’s (FBR) website: [email protected]. about their unclaimed dividend/shares. shareholders on demand, free of cost, within April 27, 2021 at 11:00 a.m. virtually via video link ensuring compliance with the quorum requirements meeting, are entitled to appoint another person form. http://www.fbr.gov.pk. Members are therefore one week of such demand. The shareholders facility to transact the following business: and requests the Members to consolidate their in writing as their proxy to attend and vote on advised to update their tax FILER status latest by 7. Payment of Cash Dividend Electronically In compliance with Section 244 of the who intend to receive the annual report including virtual attendance and voting at the AGM through their behalf. A proxy need not be a member of c. The proxy shall produce original valid April 20, 2021. Companies Act, 2017, after having completed the notice of meeting through e-mail are proxies. We recognize that our shareholders value the Company. A corporate entity, being member, Under second proviso to Section 242 of the the stipulated procedure, all such dividend requested to provide their written consent on the ORDINARY BUSINESS: CNIC or original passport at the above the AGM as an opportunity to engage with the may appoint any person, regardless of whether Further, according to clarification received from FBR, Companies Act, 2017, listed companies are outstanding for a period of 3 years or more from Standard Request Form provided in the annual 1. To receive, consider and adopt the audited Board; however, the Company must ensure to put they are a member or not, as its proxy. In case of mentioned email address at least 48 withholding tax will be determined separately on required to pay declared cash dividends only the date due and payable shall be deposited to report and also available on the Company’s unconsolidated and consolidated financial safety first and protect all stakeholders in these corporate entities, a resolution of the board of hours before the meeting. ‘Filer/Non-Filer’ status of Principal shareholder as well through electronic mode directly into the bank the Federal Government in case of unclaimed website: www.dawoodhercules.com. statements of the Company for the year ended exceptional circumstances. directors / power of attorney with specimen as joint-holder(s) based on their shareholding accounts designated by the entitled dividend and in case of shares, shall be delivered December 31, 2020 together with the Auditors’ signature of the person nominated to represent d. In case of corporate entity, the board of proportions, in case of joint accounts. shareholders. to the SECP. and Directors’ Reports thereon and the Review In order to participate in the AGM proceedings via and vote on behalf of the corporate entity shall directors’ resolution / power of attorney Report of the Chairman. video link, the members are required to email their be submitted to the Company along with a with specimen signature shall be In this regard all shareholders who hold shares Accordingly, the shareholders of the Company 9. Deposit of Physical Shares into CDC Name, Folio Number, Cell No., and Number of completed proxy form. The proxy holders are submitted on the email address jointly are requested to provide shareholding are requested to provide the following Accounts 2. To appoint auditors and to fix their remuneration. Shares held in their name with subject “Registration required to produce their original valid CNICs or mentioned above at least 48 hours proportions of Principal shareholder and information for payment of cash dividend to be The members are hereby notified that the Board for Dawood Hercules Corporation Limited AGM” original passports at the time of the meeting. before the meeting (unless it has been Joint-holder(s) in respect of shares held by them to declared by the Company through electronic As per Section 72 of the Companies Act, 2017 of Directors and the Board Audit Committee along with valid copy of CNIC (both sides) at provided earlier) along with proxy form our Share Registrar, in writing as follows: mode directly in the bank account designated by every existing company shall be required to [email protected]. In order to be effective, duly completed and you. replace its physical shares with book-entry form have recommended the name of A. F. Ferguson to the Company. & Co. Chartered Accountants, for re-appointment Video link and login credentials will be shared signed proxy forms must be received at the in a manner as may be specified and from the as auditors of the Company. with only those members whose emails, Company’s Registered Office at least 48 hours date notified by the Commission, within a period containing all the required particulars, are before the time of the meeting. e. Proxy form will be witnessed by two not exceeding four years from the received by close of office on April 26, 2021. persons whose names, addresses and commencement of the Companies Act, 2017 By Order of the Board CDC account holders will further have to follow the valid CNIC numbers shall be mentioned i.e., May 31, 2017. Shareholders can also provide their comments and under mentioned guidelines as laid down by the on the form. The required information must reach our Share Place: , Asim H. Akhund questions for the agenda items of the AGM at the email Securities and Exchange Commission of . Registrar by the close of business on April 20, The shareholder having physical shareholding Dated: March 01, 2021 Company Secretary address [email protected]. 5. Computerized National Identity Card (CNIC) 2021; otherwise it will be assumed that the may open CDC sub-account with any of the A) For Attending the Meeting / National Tax Number (NTN): shares are equally held by principal shareholder brokers or investor's account directly with the Notes: Members are therefore, encouraged to attend and joint-holder(s). CDC to place their physical shares into the AGM through video link or by consolidating a. In case of individuals, the account holders All those individual members holding physical scrip-less form. This will facilitate them in many 1. Coronavirus contingency planning for their attendance through proxies. or sub-account holders whose registration shares who have not yet recorded their CNIC No. The Corporate shareholders having CDC accounts ways including safe custody and sale of shares, Annual General Meeting of shareholders: details are uploaded as per the are once again reminded to immediately submit are required to have their National Tax Numbers anytime they want as the trading of physical 2. Placement of Financial Statements (NTN) updated with their respective participants, shares is not permitted as per existing Regulations shall authenticate his/her the copy of their CNIC to Company’s Share In pursuance of SECP’s Circular No. 5 dated Registrar, FAMCO Associates (Private) Limited, whereas corporate physical shareholders should Regulations of the March 17, 2020, Circular No. 10 dated April 1, The Company has placed the audited annual original valid CNIC or the original passport 8-F, Near Hotel Faran, Block 6, P.E.C.H.S. send a copy of their NTN certificate to the Limited. 2020, Circular No.33 dated November 05, financial statements together with Chairman’s at the above mentioned email address at Shahra-e-Faisal, Karachi. Members while sending Company or Share Registrar. The shareholders 2020, Circular No. 4 of 2021 dated February 15, Review Report, Directors’ and Auditors’ Report least 48 hours before the AGM. CNIC must quote their respective folio numbers. while sending NTN or NTN Certificates, as the 10. Transmission of Annual Accounts, Notices 2021 and Circular No. 6 of 2021 dated March thereon for the year ended December 31, 2020 The corporate members having CDC accounts are case may be, must quote company name and Note: Signature must match specimen signature of Meetings, Auditor’s Report and 04, 2021 respectively pertaining to Regulatory on its website: www.dawoodhercules.com b. In case of corporate entity, the board of required to have their NTN updated with their their respective folio numbers. registered with the Company Directors’ Report through CD, DVD or USB Relief to dilute the impact of Corona Virus directors’ resolution/power of attorney respective participants, whereas corporate entities (COVID 19) for the Corporate Sector, 3. Closure of Share Transfer Books: with specimen signature of the nominee having physical shares should send a copy of their The information received within the above The shareholders are also required to Pursuant to S.R.O 470(I)/2016 dated May 31, Companies have been advised to modify their shall be shared on the above mentioned NTN certificates to Company’s Share Registrar. specified time would enable the Company to intimate the changes, if any in the 2016, the shareholders of the Company have usual planning for annual general meetings for The Share Transfer Books of the Company will email address at least 48 hours before the The corporate members while sending NTN or deduct income tax at the applicable rates from above-mentioned information to the accorded approval in general meeting for the well-being of the shareholders and avoid remain closed from April 21, 2021 to April 27, 2021 AGM (unless it has been provided earlier). NTN certificates, as the case may be, must quote the payment of dividend if announced by the Company and the Share Registrar as soon transmission of annual reports including annual large gatherings by provision of video link (both days inclusive). Transfers received in order at the company name and their respective folio Company. as these occur. In case of shares held audited accounts, notices of annual general facilities. the office of the Company’s Share Registrar, numbers. electronically, then the above electronic meetings and other information contained FAMCO Associates (Private) Limited, 8-F, Near B) For Appointing Proxies Members seeking exemption from deduction of credit mandate form must be submitted directly therein of the Company through CD or DVD or Considering the restriction imposed by the Hotel Faran, Block 6, P.E.C.H.S. Shahra-e-Faisal, 6. Withholding Tax on Dividend income tax or deduction at a reduced rate under to shareholder(s)’ broker/participant/CDC USB instead of transmitting the same in hard Government on public gatherings and SECP’s Karachi, PABX No (92-21) 34380101-5 and email a. In case of individuals, the account holders the relevant provisions of the Income Tax account services. copies. The shareholders who wish to receive directives, the Company intends to convene this [email protected], by close of business or sub-account holders whose registration Pursuant to the Finance Act, 2020, effective July Ordinance, 2001, are requested to submit a hard copy of the aforesaid documents may send AGM virtually via video link facilities managed on April 20, 2021, will be treated as being in time details are uploaded as per the Regulations 01, 2020, the rate of deduction of income tax valid tax certificate or necessary documentary 8. Unclaimed Dividend to the Company Secretary / Share Registrar, the from the Registered Office of the Company, for the purposes of attending and voting at the shall submit the proxy form as per under Section 150 of the Income Tax Ordinance, evidence, as the case may be, latest by April 20, Standard Request Form provided in the annual Dawood Centre, M.T. Khan Road, Karachi for AGM. above requirements. 2001, from payment of dividend to a NON-FILER 2020. Shareholders, who by any reason, could not report and also available on the website of the

Annual Report 2020 39 Notice is hereby given that Fifty-Third Annual General the safety and well-being of the shareholders of the 4. Participation in the Annual General Meeting: b. Attested copies of valid CNIC or the of income tax return is prescribed as 30% and for For any query/problem/information, the investors claim their dividends/shares, if any, are advised Company and the Company will supply hard Meeting (AGM) of Dawood Hercules Corporation Company. The general meeting can be attended passport of the beneficial owners and the FILER of tax returns as 15%. List of filer is available may contact the Share Registrar at to contact our Share Registrar to collect / enquire copies of the aforesaid document to the Limited (the “Company”) will be held on Tuesday, using smart phones/tablets/computers while All members, entitled to attend and vote at the proxy shall be furnished with the proxy at Federal Board of Revenue’s (FBR) website: [email protected]. about their unclaimed dividend/shares. shareholders on demand, free of cost, within April 27, 2021 at 11:00 a.m. virtually via video link ensuring compliance with the quorum requirements meeting, are entitled to appoint another person form. http://www.fbr.gov.pk. Members are therefore one week of such demand. The shareholders facility to transact the following business: and requests the Members to consolidate their in writing as their proxy to attend and vote on advised to update their tax FILER status latest by 7. Payment of Cash Dividend Electronically In compliance with Section 244 of the who intend to receive the annual report including April 20, 2021. Companies Act, 2017, after having completed the notice of meeting through e-mail are virtual attendance and voting at the AGM through their behalf. A proxy need not be a member of c. The proxy shall produce original valid ORDINARY BUSINESS: proxies. We recognize that our shareholders value the Company. A corporate entity, being member, Under second proviso to Section 242 of the the stipulated procedure, all such dividend requested to provide their written consent on the the AGM as an opportunity to engage with the may appoint any person, regardless of whether CNIC or original passport at the above Further, according to clarification received from FBR, Companies Act, 2017, listed companies are outstanding for a period of 3 years or more from Standard Request Form provided in the annual 1. To receive, consider and adopt the audited Board; however, the Company must ensure to put they are a member or not, as its proxy. In case of mentioned email address at least 48 withholding tax will be determined separately on required to pay declared cash dividends only the date due and payable shall be deposited to report and also available on the Company’s unconsolidated and consolidated financial safety first and protect all stakeholders in these corporate entities, a resolution of the board of hours before the meeting. ‘Filer/Non-Filer’ status of Principal shareholder as well through electronic mode directly into the bank the Federal Government in case of unclaimed website: www.dawoodhercules.com. statements of the Company for the year ended exceptional circumstances. directors / power of attorney with specimen as joint-holder(s) based on their shareholding accounts designated by the entitled dividend and in case of shares, shall be delivered December 31, 2020 together with the Auditors’ signature of the person nominated to represent d. In case of corporate entity, the board of proportions, in case of joint accounts. shareholders. to the SECP. and Directors’ Reports thereon and the Review In order to participate in the AGM proceedings via and vote on behalf of the corporate entity shall directors’ resolution / power of attorney Report of the Chairman. video link, the members are required to email their be submitted to the Company along with a with specimen signature shall be In this regard all shareholders who hold shares Accordingly, the shareholders of the Company 9. Deposit of Physical Shares into CDC Name, Folio Number, Cell No., and Number of completed proxy form. The proxy holders are submitted on the email address jointly are requested to provide shareholding are requested to provide the following Accounts 2. To appoint auditors and to fix their remuneration. Shares held in their name with subject “Registration required to produce their original valid CNICs or mentioned above at least 48 hours proportions of Principal shareholder and information for payment of cash dividend to be The members are hereby notified that the Board for Dawood Hercules Corporation Limited AGM” original passports at the time of the meeting. before the meeting (unless it has been Joint-holder(s) in respect of shares held by them to declared by the Company through electronic As per Section 72 of the Companies Act, 2017 our Share Registrar, in writing as follows: mode directly in the bank account designated by every existing company shall be required to of Directors and the Board Audit Committee along with valid copy of CNIC (both sides) at provided earlier) along with proxy form [email protected]. In order to be effective, duly completed and you. replace its physical shares with book-entry form have recommended the name of A. F. Ferguson to the Company. & Co. Chartered Accountants, for re-appointment Video link and login credentials will be shared signed proxy forms must be received at the in a manner as may be specified and from the as auditors of the Company. with only those members whose emails, Company’s Registered Office at least 48 hours date notified by the Commission, within a period containing all the required particulars, are before the time of the meeting. e. Proxy form will be witnessed by two not exceeding four years from the received by close of office on April 26, 2021. persons whose names, addresses and commencement of the Companies Act, 2017 By Order of the Board CDC account holders will further have to follow the valid CNIC numbers shall be mentioned i.e., May 31, 2017. Shareholders can also provide their comments and under mentioned guidelines as laid down by the on the form. The required information must reach our Share Place: Karachi, Asim H. Akhund questions for the agenda items of the AGM at the email Securities and Exchange Commission of Pakistan. Registrar by the close of business on April 20, The shareholder having physical shareholding Dated: March 01, 2021 Company Secretary address [email protected]. 5. Computerized National Identity Card (CNIC) 2021; otherwise it will be assumed that the may open CDC sub-account with any of the A) For Attending the Meeting / National Tax Number (NTN): shares are equally held by principal shareholder brokers or investor's account directly with the Notes: Members are therefore, encouraged to attend and joint-holder(s). CDC to place their physical shares into the AGM through video link or by consolidating a. In case of individuals, the account holders All those individual members holding physical scrip-less form. This will facilitate them in many 1. Coronavirus contingency planning for their attendance through proxies. or sub-account holders whose registration shares who have not yet recorded their CNIC No. The Corporate shareholders having CDC accounts ways including safe custody and sale of shares, are required to have their National Tax Numbers anytime they want as the trading of physical Annual General Meeting of shareholders: details are uploaded as per the are once again reminded to immediately submit 2. Placement of Financial Statements (NTN) updated with their respective participants, shares is not permitted as per existing Regulations shall authenticate his/her the copy of their CNIC to Company’s Share In pursuance of SECP’s Circular No. 5 dated Registrar, FAMCO Associates (Private) Limited, whereas corporate physical shareholders should Regulations of the Pakistan Stock Exchange March 17, 2020, Circular No. 10 dated April 1, The Company has placed the audited annual original valid CNIC or the original passport 8-F, Near Hotel Faran, Block 6, P.E.C.H.S. send a copy of their NTN certificate to the Limited. 2020, Circular No.33 dated November 05, financial statements together with Chairman’s at the above mentioned email address at Shahra-e-Faisal, Karachi. Members while sending Company or Share Registrar. The shareholders 2020, Circular No. 4 of 2021 dated February 15, Review Report, Directors’ and Auditors’ Report least 48 hours before the AGM. CNIC must quote their respective folio numbers. while sending NTN or NTN Certificates, as the 10. Transmission of Annual Accounts, Notices 2021 and Circular No. 6 of 2021 dated March thereon for the year ended December 31, 2020 The corporate members having CDC accounts are case may be, must quote company name and Note: Signature must match specimen signature of Meetings, Auditor’s Report and 04, 2021 respectively pertaining to Regulatory on its website: www.dawoodhercules.com b. In case of corporate entity, the board of required to have their NTN updated with their their respective folio numbers. registered with the Company Directors’ Report through CD, DVD or USB Relief to dilute the impact of Corona Virus directors’ resolution/power of attorney respective participants, whereas corporate entities (COVID 19) for the Corporate Sector, 3. Closure of Share Transfer Books: with specimen signature of the nominee having physical shares should send a copy of their The information received within the above The shareholders are also required to Pursuant to S.R.O 470(I)/2016 dated May 31, Companies have been advised to modify their shall be shared on the above mentioned NTN certificates to Company’s Share Registrar. specified time would enable the Company to intimate the changes, if any in the 2016, the shareholders of the Company have usual planning for annual general meetings for The Share Transfer Books of the Company will email address at least 48 hours before the The corporate members while sending NTN or deduct income tax at the applicable rates from above-mentioned information to the accorded approval in general meeting for the payment of dividend if announced by the Company and the Share Registrar as soon transmission of annual reports including annual the well-being of the shareholders and avoid remain closed from April 21, 2021 to April 27, 2021 AGM (unless it has been provided earlier). NTN certificates, as the case may be, must quote large gatherings by provision of video link (both days inclusive). Transfers received in order at the company name and their respective folio Company. as these occur. In case of shares held audited accounts, notices of annual general facilities. the office of the Company’s Share Registrar, numbers. electronically, then the above electronic meetings and other information contained FAMCO Associates (Private) Limited, 8-F, Near B) For Appointing Proxies Members seeking exemption from deduction of credit mandate form must be submitted directly therein of the Company through CD or DVD or Considering the restriction imposed by the Hotel Faran, Block 6, P.E.C.H.S. Shahra-e-Faisal, 6. Withholding Tax on Dividend income tax or deduction at a reduced rate under to shareholder(s)’ broker/participant/CDC USB instead of transmitting the same in hard Government on public gatherings and SECP’s Karachi, PABX No (92-21) 34380101-5 and email a. In case of individuals, the account holders the relevant provisions of the Income Tax account services. copies. The shareholders who wish to receive directives, the Company intends to convene this [email protected], by close of business or sub-account holders whose registration Pursuant to the Finance Act, 2020, effective July Ordinance, 2001, are requested to submit a hard copy of the aforesaid documents may send AGM virtually via video link facilities managed on April 20, 2021, will be treated as being in time details are uploaded as per the Regulations 01, 2020, the rate of deduction of income tax valid tax certificate or necessary documentary 8. Unclaimed Dividend to the Company Secretary / Share Registrar, the from the Registered Office of the Company, for the purposes of attending and voting at the shall submit the proxy form as per under Section 150 of the Income Tax Ordinance, evidence, as the case may be, latest by April 20, Standard Request Form provided in the annual Dawood Centre, M.T. Khan Road, Karachi for AGM. above requirements. 2001, from payment of dividend to a NON-FILER 2020. Shareholders, who by any reason, could not report and also available on the website of the

40 Dawood Hercules Corporation Limited Notice is hereby given that Fifty-Third Annual General the safety and well-being of the shareholders of the 4. Participation in the Annual General Meeting: b. Attested copies of valid CNIC or the of income tax return is prescribed as 30% and for For any query/problem/information, the investors claim their dividends/shares, if any, are advised Company and the Company will supply hard Meeting (AGM) of Dawood Hercules Corporation Company. The general meeting can be attended passport of the beneficial owners and the FILER of tax returns as 15%. List of filer is available may contact the Share Registrar at to contact our Share Registrar to collect / enquire copies of the aforesaid document to the Limited (the “Company”) will be held on Tuesday, using smart phones/tablets/computers while All members, entitled to attend and vote at the proxy shall be furnished with the proxy at Federal Board of Revenue’s (FBR) website: [email protected]. about their unclaimed dividend/shares. shareholders on demand, free of cost, within April 27, 2021 at 11:00 a.m. virtually via video link ensuring compliance with the quorum requirements meeting, are entitled to appoint another person form. http://www.fbr.gov.pk. Members are therefore one week of such demand. The shareholders facility to transact the following business: and requests the Members to consolidate their in writing as their proxy to attend and vote on advised to update their tax FILER status latest by 7. Payment of Cash Dividend Electronically In compliance with Section 244 of the who intend to receive the annual report including April 20, 2021. virtual attendance and voting at the AGM through their behalf. A proxy need not be a member of c. The proxy shall produce original valid Companies Act, 2017, after having completed the notice of meeting through e-mail are proxies. We recognize that our shareholders value the Company. A corporate entity, being member, Under second proviso to Section 242 of the the stipulated procedure, all such dividend requested to provide their written consent on the ORDINARY BUSINESS: CNIC or original passport at the above the AGM as an opportunity to engage with the may appoint any person, regardless of whether Further, according to clarification received from FBR, Companies Act, 2017, listed companies are outstanding for a period of 3 years or more from Standard Request Form provided in the annual 1. To receive, consider and adopt the audited Board; however, the Company must ensure to put they are a member or not, as its proxy. In case of mentioned email address at least 48 withholding tax will be determined separately on required to pay declared cash dividends only the date due and payable shall be deposited to report and also available on the Company’s unconsolidated and consolidated financial safety first and protect all stakeholders in these corporate entities, a resolution of the board of hours before the meeting. ‘Filer/Non-Filer’ status of Principal shareholder as well through electronic mode directly into the bank the Federal Government in case of unclaimed website: www.dawoodhercules.com. statements of the Company for the year ended exceptional circumstances. directors / power of attorney with specimen as joint-holder(s) based on their shareholding accounts designated by the entitled dividend and in case of shares, shall be delivered December 31, 2020 together with the Auditors’ signature of the person nominated to represent d. In case of corporate entity, the board of proportions, in case of joint accounts. shareholders. to the SECP. and Directors’ Reports thereon and the Review In order to participate in the AGM proceedings via and vote on behalf of the corporate entity shall directors’ resolution / power of attorney Report of the Chairman. video link, the members are required to email their be submitted to the Company along with a with specimen signature shall be In this regard all shareholders who hold shares Accordingly, the shareholders of the Company 9. Deposit of Physical Shares into CDC Name, Folio Number, Cell No., and Number of completed proxy form. The proxy holders are submitted on the email address jointly are requested to provide shareholding are requested to provide the following Accounts 2. To appoint auditors and to fix their remuneration. Shares held in their name with subject “Registration required to produce their original valid CNICs or mentioned above at least 48 hours proportions of Principal shareholder and information for payment of cash dividend to be The members are hereby notified that the Board for Dawood Hercules Corporation Limited AGM” original passports at the time of the meeting. before the meeting (unless it has been Joint-holder(s) in respect of shares held by them to declared by the Company through electronic As per Section 72 of the Companies Act, 2017 our Share Registrar, in writing as follows: mode directly in the bank account designated by of Directors and the Board Audit Committee along with valid copy of CNIC (both sides) at provided earlier) along with proxy form every existing company shall be required to [email protected]. In order to be effective, duly completed and you. replace its physical shares with book-entry form have recommended the name of A. F. Ferguson to the Company. & Co. Chartered Accountants, for re-appointment Video link and login credentials will be shared signed proxy forms must be received at the Principal Shareholder Joint Holder(s) in a manner as may be specified and from the with only those members whose emails, Company’s Registered Office at least 48 hours Shareholding Shareholding Name of Shareholder date notified by the Commission, within a period as auditors of the Company. Folio/CDC Total No. Name and Name and e. Proxy form will be witnessed by two Proportion Proportion containing all the required particulars, are before the time of the meeting. A/c No. of Shares CNIC No. CNIC No. Folio Number not exceeding four years from the received by close of office on April 26, 2021. persons whose names, addresses and (No. of Shares) (No. of Shares) commencement of the Companies Act, 2017 By Order of the Board CDC account holders will further have to follow the valid CNIC numbers shall be mentioned CNIC Number i.e., May 31, 2017. Shareholders can also provide their comments and under mentioned guidelines as laid down by the on the form. The required information must reach our Share Title of Bank Account questions for the agenda items of the AGM at the email Securities and Exchange Commission of Pakistan. Registrar by the close of business on April 20, The shareholder having physical shareholding Place: Karachi, Asim H. Akhund Account Number Dated: March 01, 2021 Company Secretary address [email protected]. 5. Computerized National Identity Card (CNIC) 2021; otherwise it will be assumed that the may open CDC sub-account with any of the A) For Attending the Meeting / National Tax Number (NTN): shares are equally held by principal shareholder IBAN Number brokers or investor's account directly with the Notes: Members are therefore, encouraged to attend and joint-holder(s). Bank’s Name CDC to place their physical shares into the AGM through video link or by consolidating All those individual members holding physical scrip-less form. This will facilitate them in many a. In case of individuals, the account holders Branch Name and Address 1. Coronavirus contingency planning for their attendance through proxies. or sub-account holders whose registration shares who have not yet recorded their CNIC No. The Corporate shareholders having CDC accounts ways including safe custody and sale of shares, are required to have their National Tax Numbers Cell Number of Shareholder Annual General Meeting of shareholders: details are uploaded as per the are once again reminded to immediately submit anytime they want as the trading of physical 2. Placement of Financial Statements (NTN) updated with their respective participants, shares is not permitted as per existing Regulations shall authenticate his/her the copy of their CNIC to Company’s Share Landline number of Shareholder In pursuance of SECP’s Circular No. 5 dated Registrar, FAMCO Associates (Private) Limited, whereas corporate physical shareholders should Regulations of the Pakistan Stock Exchange March 17, 2020, Circular No. 10 dated April 1, The Company has placed the audited annual original valid CNIC or the original passport 8-F, Near Hotel Faran, Block 6, P.E.C.H.S. send a copy of their NTN certificate to the Email of Shareholder Limited. 2020, Circular No.33 dated November 05, financial statements together with Chairman’s at the above mentioned email address at Shahra-e-Faisal, Karachi. Members while sending Company or Share Registrar. The shareholders Signature of Member 2020, Circular No. 4 of 2021 dated February 15, Review Report, Directors’ and Auditors’ Report least 48 hours before the AGM. CNIC must quote their respective folio numbers. while sending NTN or NTN Certificates, as the 10. Transmission of Annual Accounts, Notices 2021 and Circular No. 6 of 2021 dated March thereon for the year ended December 31, 2020 The corporate members having CDC accounts are case may be, must quote company name and Note: Signature must match specimen signature of Meetings, Auditor’s Report and 04, 2021 respectively pertaining to Regulatory on its website: www.dawoodhercules.com b. In case of corporate entity, the board of required to have their NTN updated with their their respective folio numbers. registered with the Company Directors’ Report through CD, DVD or USB Relief to dilute the impact of Corona Virus directors’ resolution/power of attorney respective participants, whereas corporate entities (COVID 19) for the Corporate Sector, 3. Closure of Share Transfer Books: with specimen signature of the nominee having physical shares should send a copy of their The information received within the above The shareholders are also required to Pursuant to S.R.O 470(I)/2016 dated May 31, Companies have been advised to modify their shall be shared on the above mentioned NTN certificates to Company’s Share Registrar. specified time would enable the Company to intimate the changes, if any in the 2016, the shareholders of the Company have usual planning for annual general meetings for The Share Transfer Books of the Company will email address at least 48 hours before the The corporate members while sending NTN or deduct income tax at the applicable rates from above-mentioned information to the accorded approval in general meeting for the payment of dividend if announced by the Company and the Share Registrar as soon the well-being of the shareholders and avoid remain closed from April 21, 2021 to April 27, 2021 AGM (unless it has been provided earlier). NTN certificates, as the case may be, must quote transmission of annual reports including annual large gatherings by provision of video link (both days inclusive). Transfers received in order at the company name and their respective folio Company. as these occur. In case of shares held audited accounts, notices of annual general facilities. the office of the Company’s Share Registrar, numbers. electronically, then the above electronic meetings and other information contained FAMCO Associates (Private) Limited, 8-F, Near B) For Appointing Proxies Members seeking exemption from deduction of credit mandate form must be submitted directly therein of the Company through CD or DVD or Considering the restriction imposed by the Hotel Faran, Block 6, P.E.C.H.S. Shahra-e-Faisal, 6. Withholding Tax on Dividend income tax or deduction at a reduced rate under to shareholder(s)’ broker/participant/CDC USB instead of transmitting the same in hard Government on public gatherings and SECP’s Karachi, PABX No (92-21) 34380101-5 and email a. In case of individuals, the account holders the relevant provisions of the Income Tax account services. copies. The shareholders who wish to receive directives, the Company intends to convene this [email protected], by close of business or sub-account holders whose registration Pursuant to the Finance Act, 2020, effective July Ordinance, 2001, are requested to submit a hard copy of the aforesaid documents may send AGM virtually via video link facilities managed on April 20, 2021, will be treated as being in time details are uploaded as per the Regulations 01, 2020, the rate of deduction of income tax valid tax certificate or necessary documentary 8. Unclaimed Dividend to the Company Secretary / Share Registrar, the from the Registered Office of the Company, for the purposes of attending and voting at the shall submit the proxy form as per under Section 150 of the Income Tax Ordinance, evidence, as the case may be, latest by April 20, Standard Request Form provided in the annual Dawood Centre, M.T. Khan Road, Karachi for AGM. above requirements. 2001, from payment of dividend to a NON-FILER 2020. Shareholders, who by any reason, could not report and also available on the website of the

Annual Report 2020 41 Notice is hereby given that Fifty-Third Annual General the safety and well-being of the shareholders of the 4. Participation in the Annual General Meeting: b. Attested copies of valid CNIC or the of income tax return is prescribed as 30% and for For any query/problem/information, the investors claim their dividends/shares, if any, are advised Company and the Company will supply hard Meeting (AGM) of Dawood Hercules Corporation Company. The general meeting can be attended passport of the beneficial owners and the FILER of tax returns as 15%. List of filer is available may contact the Share Registrar at to contact our Share Registrar to collect / enquire copies of the aforesaid document to the Limited (the “Company”) will be held on Tuesday, using smart phones/tablets/computers while All members, entitled to attend and vote at the proxy shall be furnished with the proxy at Federal Board of Revenue’s (FBR) website: [email protected]. about their unclaimed dividend/shares. shareholders on demand, free of cost, within April 27, 2021 at 11:00 a.m. virtually via video link ensuring compliance with the quorum requirements meeting, are entitled to appoint another person form. http://www.fbr.gov.pk. Members are therefore one week of such demand. The shareholders facility to transact the following business: and requests the Members to consolidate their in writing as their proxy to attend and vote on advised to update their tax FILER status latest by 7. Payment of Cash Dividend Electronically In compliance with Section 244 of the who intend to receive the annual report including virtual attendance and voting at the AGM through their behalf. A proxy need not be a member of c. The proxy shall produce original valid April 20, 2021. Companies Act, 2017, after having completed the notice of meeting through e-mail are proxies. We recognize that our shareholders value the Company. A corporate entity, being member, Under second proviso to Section 242 of the the stipulated procedure, all such dividend requested to provide their written consent on the ORDINARY BUSINESS: CNIC or original passport at the above the AGM as an opportunity to engage with the may appoint any person, regardless of whether Further, according to clarification received from FBR, Companies Act, 2017, listed companies are outstanding for a period of 3 years or more from Standard Request Form provided in the annual 1. To receive, consider and adopt the audited Board; however, the Company must ensure to put they are a member or not, as its proxy. In case of mentioned email address at least 48 withholding tax will be determined separately on required to pay declared cash dividends only the date due and payable shall be deposited to report and also available on the Company’s unconsolidated and consolidated financial safety first and protect all stakeholders in these corporate entities, a resolution of the board of hours before the meeting. ‘Filer/Non-Filer’ status of Principal shareholder as well through electronic mode directly into the bank the Federal Government in case of unclaimed website: www.dawoodhercules.com. statements of the Company for the year ended exceptional circumstances. directors / power of attorney with specimen as joint-holder(s) based on their shareholding accounts designated by the entitled dividend and in case of shares, shall be delivered December 31, 2020 together with the Auditors’ signature of the person nominated to represent d. In case of corporate entity, the board of proportions, in case of joint accounts. shareholders. to the SECP. and Directors’ Reports thereon and the Review In order to participate in the AGM proceedings via and vote on behalf of the corporate entity shall directors’ resolution / power of attorney Report of the Chairman. video link, the members are required to email their be submitted to the Company along with a with specimen signature shall be In this regard all shareholders who hold shares Accordingly, the shareholders of the Company 9. Deposit of Physical Shares into CDC Name, Folio Number, Cell No., and Number of completed proxy form. The proxy holders are submitted on the email address jointly are requested to provide shareholding are requested to provide the following Accounts 2. To appoint auditors and to fix their remuneration. Shares held in their name with subject “Registration required to produce their original valid CNICs or mentioned above at least 48 hours proportions of Principal shareholder and information for payment of cash dividend to be The members are hereby notified that the Board for Dawood Hercules Corporation Limited AGM” original passports at the time of the meeting. before the meeting (unless it has been Joint-holder(s) in respect of shares held by them to declared by the Company through electronic As per Section 72 of the Companies Act, 2017 of Directors and the Board Audit Committee along with valid copy of CNIC (both sides) at provided earlier) along with proxy form our Share Registrar, in writing as follows: mode directly in the bank account designated by every existing company shall be required to [email protected]. In order to be effective, duly completed and you. replace its physical shares with book-entry form have recommended the name of A. F. Ferguson to the Company. & Co. Chartered Accountants, for re-appointment Video link and login credentials will be shared signed proxy forms must be received at the in a manner as may be specified and from the as auditors of the Company. with only those members whose emails, Company’s Registered Office at least 48 hours date notified by the Commission, within a period containing all the required particulars, are before the time of the meeting. e. Proxy form will be witnessed by two not exceeding four years from the received by close of office on April 26, 2021. persons whose names, addresses and commencement of the Companies Act, 2017 By Order of the Board CDC account holders will further have to follow the valid CNIC numbers shall be mentioned i.e., May 31, 2017. Shareholders can also provide their comments and under mentioned guidelines as laid down by the on the form. The required information must reach our Share Place: Karachi, Asim H. Akhund questions for the agenda items of the AGM at the email Securities and Exchange Commission of Pakistan. Registrar by the close of business on April 20, The shareholder having physical shareholding Dated: March 01, 2021 Company Secretary address [email protected]. 5. Computerized National Identity Card (CNIC) 2021; otherwise it will be assumed that the may open CDC sub-account with any of the A) For Attending the Meeting / National Tax Number (NTN): shares are equally held by principal shareholder brokers or investor's account directly with the Notes: Members are therefore, encouraged to attend and joint-holder(s). CDC to place their physical shares into the AGM through video link or by consolidating a. In case of individuals, the account holders All those individual members holding physical scrip-less form. This will facilitate them in many 1. Coronavirus contingency planning for their attendance through proxies. or sub-account holders whose registration shares who have not yet recorded their CNIC No. The Corporate shareholders having CDC accounts ways including safe custody and sale of shares, Annual General Meeting of shareholders: details are uploaded as per the are once again reminded to immediately submit are required to have their National Tax Numbers anytime they want as the trading of physical 2. Placement of Financial Statements (NTN) updated with their respective participants, shares is not permitted as per existing Regulations shall authenticate his/her the copy of their CNIC to Company’s Share In pursuance of SECP’s Circular No. 5 dated Registrar, FAMCO Associates (Private) Limited, whereas corporate physical shareholders should Regulations of the Pakistan Stock Exchange March 17, 2020, Circular No. 10 dated April 1, The Company has placed the audited annual original valid CNIC or the original passport 8-F, Near Hotel Faran, Block 6, P.E.C.H.S. send a copy of their NTN certificate to the Limited. 2020, Circular No.33 dated November 05, financial statements together with Chairman’s at the above mentioned email address at Shahra-e-Faisal, Karachi. Members while sending Company or Share Registrar. The shareholders 2020, Circular No. 4 of 2021 dated February 15, Review Report, Directors’ and Auditors’ Report least 48 hours before the AGM. CNIC must quote their respective folio numbers. while sending NTN or NTN Certificates, as the 10. Transmission of Annual Accounts, Notices 2021 and Circular No. 6 of 2021 dated March thereon for the year ended December 31, 2020 The corporate members having CDC accounts are case may be, must quote company name and Note: Signature must match specimen signature of Meetings, Auditor’s Report and 04, 2021 respectively pertaining to Regulatory on its website: www.dawoodhercules.com b. In case of corporate entity, the board of required to have their NTN updated with their their respective folio numbers. registered with the Company Directors’ Report through CD, DVD or USB Relief to dilute the impact of Corona Virus directors’ resolution/power of attorney respective participants, whereas corporate entities (COVID 19) for the Corporate Sector, 3. Closure of Share Transfer Books: with specimen signature of the nominee having physical shares should send a copy of their The information received within the above The shareholders are also required to Pursuant to S.R.O 470(I)/2016 dated May 31, Companies have been advised to modify their shall be shared on the above mentioned NTN certificates to Company’s Share Registrar. specified time would enable the Company to intimate the changes, if any in the 2016, the shareholders of the Company have usual planning for annual general meetings for The Share Transfer Books of the Company will email address at least 48 hours before the The corporate members while sending NTN or deduct income tax at the applicable rates from above-mentioned information to the accorded approval in general meeting for the well-being of the shareholders and avoid remain closed from April 21, 2021 to April 27, 2021 AGM (unless it has been provided earlier). NTN certificates, as the case may be, must quote the payment of dividend if announced by the Company and the Share Registrar as soon transmission of annual reports including annual large gatherings by provision of video link (both days inclusive). Transfers received in order at the company name and their respective folio Company. as these occur. In case of shares held audited accounts, notices of annual general facilities. the office of the Company’s Share Registrar, numbers. electronically, then the above electronic meetings and other information contained FAMCO Associates (Private) Limited, 8-F, Near B) For Appointing Proxies Members seeking exemption from deduction of credit mandate form must be submitted directly therein of the Company through CD or DVD or Considering the restriction imposed by the Hotel Faran, Block 6, P.E.C.H.S. Shahra-e-Faisal, 6. Withholding Tax on Dividend income tax or deduction at a reduced rate under to shareholder(s)’ broker/participant/CDC USB instead of transmitting the same in hard Government on public gatherings and SECP’s Karachi, PABX No (92-21) 34380101-5 and email a. In case of individuals, the account holders the relevant provisions of the Income Tax account services. copies. The shareholders who wish to receive directives, the Company intends to convene this [email protected], by close of business or sub-account holders whose registration Pursuant to the Finance Act, 2020, effective July Ordinance, 2001, are requested to submit a hard copy of the aforesaid documents may send AGM virtually via video link facilities managed on April 20, 2021, will be treated as being in time details are uploaded as per the Regulations 01, 2020, the rate of deduction of income tax valid tax certificate or necessary documentary 8. Unclaimed Dividend to the Company Secretary / Share Registrar, the from the Registered Office of the Company, for the purposes of attending and voting at the shall submit the proxy form as per under Section 150 of the Income Tax Ordinance, evidence, as the case may be, latest by April 20, Standard Request Form provided in the annual Dawood Centre, M.T. Khan Road, Karachi for AGM. above requirements. 2001, from payment of dividend to a NON-FILER 2020. Shareholders, who by any reason, could not report and also available on the website of the

42 Dawood Hercules Corporation Limited UPDATE UNDER CLAUSE 4(2) OF THE COMPANIES (INVESTMENT IN ASSOCIATED COMPANIES OR ASSOCIATED UNDERTAKINGS) REGULATIONS, 2017, WITH RESPECT TO THE SPECIAL RESOLUTION PASSED AT THE ANNUAL GENERAL MEETING HELD ON APRIL 27, 2019

In the Annual General Meeting held on April 27, 2019, the shareholders of the Company approved to lend / provide short term funded and unfunded financing facilities to the following associated companies up to the amounts stated below in respect of each. The facility was approved for one (1) year, along with renewal of the same for four (4) further periods of one (1) year each was also approved.

• Dawood Lawrencepur Limited - PKR 5 billion • Tenaga Generasi Limited - PKR 1 billion • Cyan Limited - PKR 2 billion • Engro Corporation Limited - PKR 6 billion • Limited - PKR 2 billion • Engro Polymers & Chemicals Limited - PKR 2 billion • Limited - PKR 2 billion • Engro EXIMP Agriproducts (Private) Limited - PKR 1 billion

This short-term facility has not been utilized to date since approval, however, it is being renewed as earlier approved by the shareholders.

Annual Report 2020 43