COMPANY PROFILE

NISHAT POWER LIMITED

Nishat Power Limited (NPL) is a public limited company incorporated in February 2007, formed under the Power Policy 2002 as an Independent Power Producer (IPP). The company is a subsidiary of Nishat Mills Limited. The Company’s ordinary shares are listed on the Pakistan Stock Exchange Limited.

The principal activity of the company is to build, own, operate and maintain a fuel fired power station having gross capacity of 200 MW in Jamber Kalan, Tehsil Pattoki, District Kasur, Punjab, Pakistan. The address of the registered office of the company is 53-A, Lawrence Road, Lahore.

Company Registration number and National Tax Number

Company Registration Number: 00000017648/20070202
National Tax Number: 2958448-5
General Sales Tax (GST) Number: 0304271600464
Status of the Company: Economically Significant Company

VISION & MISSION

Vision Statement

Enlighten the future through excellence, commitment, integrity and honesty.

Mission Statement

To become leading power producer with synergy of corporate culture and values that respect community and all other stakeholders.

DETAIL OF PERMISSIBLE BUSINESS ACTIVITIES

Nishat Power Limited (NPL) is a public limited company incorporated in February 2007, formed under the Power Policy 2002 as an Independent Power Producer (IPP). The company is a subsidiary of Nishat Mills Limited. It is currently listed on the Karachi Stock Exchange (Guarantee) Limited and Lahore Stock Exchange (Guarantee) Limited.

The objects for which the Company is established are to do all or any of the following ;-

1. To design, finance, insure, build, establish, own, operate, maintain, manage electric power generating plants for the generation, supply & transmission of electric power and in relation thereto, to establish, fix, carry out and maintain without limitation, any ancillary works, cables, wires, meter, lines, interconnect facilities, grid stations, transmission facilities, civil, electrical and mechanical works.

2. To carry out a feasibility study for and to carry on the business of power generation and in relation thereto, to generate, accumulate, transmit, distribute and sell electric power anywhere in Pakistan, to the public sector, including the Water and Power Development Authority, National Transmission and Despatch Company, Government and Government bodies, and the private sector subject to any permission required under the Law.

3. To manufacture, purchase, import or otherwise acquire, construct, own, process, operate and maintain buildings, apparatus, fixtures, fittings, plants, machinery, materials, and things as may be necessary, incidental to or convenient in connection with power generating plant for the generation of electric power and or in connection with supply, transmission and distribution of electric power.

4. To enter into any agreement or agreements with any government or other authority, supreme, municipal, local or otherwise, that may seem conducive to all or any of the objects of the Company and/or to obtain from such government or authority including the State Bank of Pakistan or National Electric Power Regulatory Authority (NEPRA) any rights, concessions or privileges, licenses which the Company may think desirable to obtain and to carry out; exercise and comply with any such arrangements, rights, privileges, concessions and licenses.

5. To buy, sell, manufacture, repair, alter, improve, exchange or let out, import, export and deal in all works legally permitted, plant, machinery, engines, tanks, cylinders, valves, regulators, testing equipment, tools, utensils, appliances, cookers, stoves, heaters, apparatus, products, materials, substances, raw materials, chemicals, natural gas, liquified petroleum gas, fuel oil, coal, lubricants, articles and things and to manufacture, experiment with, render marketable and deal in all products legally permitted, incidental to or obtained in the business carried on by the Company, 6. To purchase, take on lease or tenancy or in exchange, hire, take options over or otherwise acquire for any estate or interest whatsoever and to hold, develop, work, cultivate, deal with and tum to account ·’ concessions, grants, decrees, licenses, privileges, claims, options, leases, property, real or personal or rights or powers of any kind which may appear to be necessary or convenient for the business of the Company but not to act as a leasing company or property developer.

7. To sell, exchange, mortgage, let on royalty or tribute, grant licenses, easements, options and other rights over and in any manner deal with or dispose of the Company’s property or any part thereof for such consideration as may be thought fit and in particular for stocks, shares or securities of any company but in any event not to act as an investment company or leasing company.

8. To establish laboratories and to employ and promote scientific research and invention, patronize such invention and enter into manufacture in collaboration with outside parties for transfer of technology from abroad and to promote transfer of technology from Pakistan abroad, and to carry on business in all other allied fields permissible by law.

9. To invest and deal with any moneys of the Company not immediately for the time being required for any of the purposes of the Company in such investments as may be thought proper and to hold, sell or otherwise deal with such investments but in any event not to act as an investment company.

10. For the purposes of the business of the Company only, to advance money upon such terms as the Company may approve, and to guarantee the obligations and contracts of customers and others but not to act as a banking company.

11. To apply for, purchase or otherwise acquire and protect, prolong and renew whether in Pakistan or elsewhere any patents, patent rights, brevets d’invention, trademarks, design licenses, protections, concessions and the like conferring any exclusive or non-exclusive or limited right to use any secret or other information as to any invention, process or privilege which may seem capable of being used for any of the purposes of the Company or the acquisition of which may seem calculated directly or indirectly to benefit the Company and to use, exercise, develop, manufacture under grant, licenses, privileges in respect of, or otherwise tum to account the property, rights and information so acquired and to carry on any business in any way connected therewith.

12. To get insured against losses, damages, risks, accidents and liabilities of all kinds which may affect the company whether in respect of its contracts, agreements, advances or securities or in respect of servants or employees of the company, or in respect of property belonging to or leased to or hired by the company, either by setting apart funds of the company or by effecting such insurance and in later case to pay the
premium thereon.

13. To train personnel and workers, in Pakistan and/or abroad, to obtain technical proficiency in various specialties connected with the business of the Company.

14. To undertake and execute any project the undertaking whereof may seem desirable, and either gratuitously or otherwise.

I5. To procure the Company to be registered or recognized in any foreign country or place.

16. To acquire and undertake all or any part of the business, property, goodwill and liabilities of any person or company carrying on any business which the Company is authorized to carry on or possessed of property suitable for the purposes of the Company.

17. To adopt such means of making known the business and/or services of the Company as may seem expedient and in particular by advertising in the press, or in the other media or by way of participation in exhibitions.

18. For the purposes of the Company, to purchase, manage, acquire by lease, mortgage, dispose of, sell, exchange, tum to account any part of the property and rights of the Company.

19. To employ or appoint any persons, experts, consultants, advisers, contractors (including O&M contractors), brokers in connection with the business of the Company.

20. To pay for any property or rights acquired by the Company, either in cash or fully paid shares or by the issue of securities, or partly in one mode and partly in another and generally on such terms as may be determined.

21. Only in connection with the business of the Company open and operate any current, overdraft, loan, fixed or savings bank accounts for the Company, and draw, make, accept, discount, endorse, execute and issue promissory notes, bills of exchange, bills of lading and other negotiable or transferable instruments or securities and to deposit money, securities or property with any persons, firm or company and on any terms with or without security and to advance money to the Company’s executives, officers and employees/agents/customers and others having dealings with the company but in any event not to act as an investment, banking or finance company.

22. In connection with the business of the Company only, to give guarantees and indemnities for the payment of money or the performance of contracts or obligations by this Company but in any event not to act as an investment, banking or finance company.

23. In connection with the business of the Company only, to borrow and where required, to secure the payment of money in such manner as the Company shall think fit and in particular by the creation of mortgages and charges over the (present and future) · property, assets and/or undertaking of the Company and/or by issue of debentures, participation term certificates, term finance certificates and other securities charged upon all or any of the Company’s property both present and future, and to purchase, redeem and payoff any such securities.

24. To lawfully raise moneys in such manner as the Company shall think fit and in particular by the issue of such securities, bonds and instruments payable to bearer or otherwise, and either permanent or redeemable or repayable convertible into shares and collaterally to secure the repayment of any such moneys so raised or any such securities or instruments of the Company by means of a trust deed or otherwise.

25. To take, or otherwise acquire, and hold shares in any other company having objects altogether or in part similar to those of this Company or carrying on any business capable of being conducted so as directly or indirectly to benefit this Company but in any event not to act as an investment company.

26. To issue all or any part of the original or enhanced share capital of the Company at par or at a premium or discount subject to any permission required under the law.

27. To enter into partnership or into any agreement or agreements for sharing profits, union of interests, cooperation, joint venture, reciprocal concession and/or facilities with any person or company whether or not having objects similar to those of this Company but in any event not to act as managing agents.

28. So far as is permissible in law, to offer stock option schemes to employees, to grant funds, donations, annuities, pensions, allowances, gratuities, bonuses to any employees or Directors or employees of the Company or any dependent thereof or to any charitable, religious, social, scientific, educational, industrial institutions or organization and to establish provident, gratuity and/or superannuation funds for the benefit of present or ex-employees or Directors or former directors of the Company.

29. To pay all or any costs charges and expenses preliminary and incidental to the promotion, formation, establishment and registration of the Company and to pay any development costs incurred (whether before or after the incorporation of the Company) by the sponsors of the Company in connection with any project of the Company.

30. To pay brokerage or commission to any person or persons in consideration of his/their subscribing, or agreeing to subscribe, whether absolutely or conditionally, for any shares or debentures of the Company, or for procuring or agreeing to procure subscriptions whether absolute or conditional for the same which brokerage or commission may be paid either in cash or shares of the Company, credited as fully paid up.

31. To distribute any of the Company’s property among the members in specie.

32. To amalgamate, consolidate, or merge, either in whole or in part, with or into any other companies, associations, firms or persons carrying on any trade or business of a similar nature to that which this Company is authorized to carry on.

33. To resolve, settle disputes by negotiation, conciliation, mediation, arbitration, litigation or other means, judicial or extra judicial, and to enter in compromise agreement with creditors, members and any other persons in respect of a difference or dispute with them and to exercise the power to sue and be sued and to initial or oppose all actions, steps, proceedings or application which may seem calculated directly or indirectly to benefit or prejudice, as the case may be, the interest of the Company or of its members.

34. To do all or any of the things herein in any part of the world either as principals, agents, contractors or otherwise, and either alone or in conjunction with others but in any event not to act as managing agents.

35. To provide engineering, construction, consultancy and design services and radio and other communication systems and services, and any facilities, equipment and installations whether related to such services and systems or otherwise.

36. To carry on any other business whether manufacturing or otherwise that may seem to the Company capable of being conveniently carried on in connection with the above objects or calculated directly or indirectly to enhance the value of or render profitable any of the Company’s property or rights or which it may be advisable to undertake with a view to improving. Developing, rendering or turning to account any property .. eal or personal belonging to the Company or in which the Company may be interested and to do all or any of the above things either as principals, agents, contractors or otherwise. and either alone or in conjunction with others and either by or through agents, sub-contractors, trustees or otherwise, and to do all such thing.’) as are incidental or conducive to the attainment of the above objects but in any event not to act as managing agents.

37. To do all and everything necessary, suitable or proper or incidental or conducive to the accomplishment of any of the purposes or the attainment of any of the objects or the furtherance of any of the powers hereinbefore set forth, either alone or in association with other corporate bodies, firms or individuals or with any Government authority or public or quasi-public authority or any other authority, and to do every other act or thing incidental or appertinent to or arising out of or connected with the business or powers of the Company or part thereof, provided the same be lawful.

38. It is expressly declared that all the powers expressed therein are to be cumulative but in no case unless the context expressly so requires is the generality of anyone sub-clause to be narrowed or restricted by the name of the Company or by the particularity of expression in the same sub-clause or by the application of any rule of construction such as the ejusdem generis rule, and accordingly none of such sub-clauses Of the objects therein specified or the power thereby conferred shall be deemed subsidiary or auxiliary merely to the objects mentioned in any other subclause of this clause, and the Company shall have full power to exercise all or any of the powers conferred by any part of this clause in any part of the world.