Digitalized through Mabsoft eCMS (Electronic Content Management System) visit www.mab-soft.com [Claim No:MINTES-6] Page 1

• J

•

ow I NIT

HELD AT CN TIM!

MINUTES OF THE 58TH MEETING OF THE BOARD OF DIRECTORS OF. NATIONAL INSURANCE COMPANY LIMITED HELD ON JUNE 08,2009 AT 1500 HOURS AT NICL HEAD OFFICE KARACHI.

Directors Present:

1. Mr. Muhammad Ayyaz Niazi Chairman

2. Mr. Javed Syed

3. Mr. Syed Hur Riahi Gardezi

4. Syed Naveed Hassan Zaidi

5. Mr.Amin Qasim Dada

The meeting commenced with Recitation from Holy Quran, Chairman welcomed the

Botrd Members. Leave of Ab:;ence was granted to Mr.Qamar Zaman Ch. Company

Secretary Mr. Ather Naqvi, ED (F&IT) and GM (Law) were in attendance.

Item 1 TO APPROVE MINUTES OF THE 57TH MEETING OF THE BOARD OF DIRECTORS OF NATIONAL INSURANCE COMPANY LIMITED HELD ON MAY 08,2009

The draft minutes of the 57'h meeting of the Board of Directors ofNICL were reviewed by

the Board: Syed Naveed Hassan Zaidi proposed and Mr.Amin Qasim Dada seconded, draft

minutes were confirmed and approved

Item 2 TO REVIEW IMPLEMENTATION OF DECISIONS OF THE PREVIOUS MEETING OF THE BOARD OF DIRECTORS.

The Board noted the progress in implementation of decisions made in the previous

meetings and expressed its satisfaction.

Item 3 TO DISCUSS THE INCREASE IN PENSION OF RETIRED OFFICERS OF NICL.

Board reviewed the letter written to the Ministry of Commerce regarding increase in

pension and inquired of its reply. Since no reply has been received, Board desired ED

(F&IT) to send the reminder and a strict follow up. Chairman also advised ED (F&IT) to

approach Mr.Fazal Qadir of MOC with the concerned letter for reference regarding

clarification.

Digitalized through Mabsoft eCMS (Electronic Content Management System) visit www.mab-soft.com [Claim No:MINTES-6] Page 2

...

-,..

Page No.

HELD AT TIME

Item 4 TO DISCUSS DUES OF EOBI

Board invited Mr.Ejaz Sheikh GM (Law) to make a presentation on EOBI dues, which was

brief!d to the Board in detail by GM (Law). Board inquired GM (Law) regarding EOBI

registration and its legal application on NICL, payments made in previous years, the

breakdown of the outstanding due~ involving previous years dues which was explained by

GM (Law).

Members of the Board also discussed the section-46 for the coverage of EOBI and its

applications. Mr.Javed Syed pointed out that the exemption power rest with MOC. It was

decided by the Board that NICL should apply for the exemption to MOC, since its neither

a factory nor or an installation.

Board decided that a letter to MOC requesting for exemption ofNICL from EOBI may be

written, which may be signed by the Chairman.

Board also desired GM (Law) to recalculate and prepare the yearly breakdown of the dues

with .its rational, and to negotiate with EOBI on the dues and request for payments in

installments and bring it again to the Board for its reconsideration.

Item 5 BANK SARASIN & CO. LTD., SWITZERLAND - 6 MONTHS/I YEAR DEPOSIT IN U.S. DOLLARS.

Board discussed the rational for maintaining the foreign currency Bank Accounts. ED

(Finance) explained the Board regarding financial standing of Deutsche Bank A.G. ·......__.

Singapore and Sarasin-Alpen Dubai, which are AA rated with Capital guaranteed and

better return. Borrowing of Funds by the Government Department was discussed by the

Board. The main purpose to maintain an account with the said Banks is to later on go for

Real Estate investment in Dubai.

Board also discussed in detail the Stock Market activities, lack of expertise available in

NICL and shifting from fixed deposits to invest in Real Estate. Board also agreed to review

the State Bank ruling regarding arbitrage transaction and proceed only after its

clarifications. ·...._--

Digitalized through Mabsoft eCMS (Electronic Content Management System) visit www.mab-soft.com [Claim No:MINTES-6] Page 3

.es JOK

HELD AT ON nME

Item. 6 REAL ESTATE INVESTMENT IN DUBAI-UAE.

Board discussed the Real Estate Investment in Dubai in depth and principally approved to

act very diligent in Dubai Real Estate Market. Board principally approved the DIFC area

and desired to probe into more properties within the said area from other Real Estate

developers, and wished to wait till such time rates are obtained and compared to be able to

consider and finalize.

Chairman explained regarding ENSHAA and its property EFT building in DIFC area with

prevailing per sq.ft. rates are between AED 3,0001- and AED 3,5001- and also pointed out

that at present the secondary market can also offer good deals other than the property

developers, therefore without rush and after a good feedback of information on the

properties, Board may decide and determine, where to invest. Board agreed with the

opinion of the Chairman with a lot of appreciation.

Board after detailed deliberation and on the recommendations of the Investment ~

Committee unanimously decided to invest in relil estate in DIFC area of Dubai and also to

approach the secondary market as well as other property developers to obtain the detailed

prices. Board decided to try and get a price less than AED 3,000 per Sq. foot and than to

proceed with the Investment. The Board unanimously approved to invest in the range of

USD 20 Million.

Item. 7 TO DISCUSS THE NICL HOUSING COLONY PROJECT.

Board discussed the agenda item which was earlier presented in the Investment Committee

of the Board of Directors. Chairman pointed out that before deciding to acquire a property,

a legal search/clearance on the property may be obtained from legal experts and to obtain

the market price list from the Board of Revenue, Sindh Government.

Board unanimously approved the Korangi Industrial Area I 0 acre plot for NICL Housing

Colony, provided the land has no lien, claims or any other legal hitch. The price would be

negotiated only after the Board of Revenue gives a benchmark price of the current market

prices of the plot.

l,

. <

....

Digitalized through Mabsoft eCMS (Electronic Content Management System) visit www.mab-soft.com [Claim No:MINTES-6] Page 4

Page No.

HELD AT ON nME

Item 8 ANY OTHER MA TIER WITH mE APPROVAL OF THE CHAIRMAN

A) TO APPROVE THE DONATION PAYMENT OF RS.2.00 MILLION . TOWARDS "PRIME MINISTER'S SPECIAL. FUND FOR VICTiMS OF TERRORISM"

Donation of Rs.2.00 million for "PRIME MINISTER'S SPECIAL FUND FOR VICTIMS

OF TERRORISM" has been paid after the approval of the Chairman as per MOC letter

no.l (ii)/2009-Adrnn VI dated May 22, 2009.

Board unanimously resolved and approved the post facto approval for the donation of

Rs.2.00 million for "PRIME MINISTER'S SPECIAL FUND FOR VICTIMS OF

TERRORISM".

B) TO APPROVE THE REFURBISMENT COST OF SELF OCCUPIED OFFICES AT KARACHI AND ISLAMABAD.

Initially a proposed estimated cost for Refurbishment Work of2N°,3RD,l/2 of 4TH, 5TH and

Yz of 6TH floors comprising of civil work, plumbing, electrical work, furniture work and

painting work for NICL building Karachi was submitted by the interi0r designer &

consultant MIS Architectural System to the sum of Rs.l25.8 million for the proposed area

of60,000 sq. ft. which comes to Rs.2100/- per sq, ft.

The in house Committee scrutinized and evaluated in terms of cost, material, lay out and --./.

rationalized the reasonability of the estimate, being in the public sector the Committee

desired to resubmit the revised estimated cost.

The revised estimated cost for the above mentioned refurbishment work for Karachi was

resubmitted to the sum of Rs.l 06.0 million for the proposed area of 60,000 sq. ft .. which

:omes to Rs.l772/- per sq.ft. Also the estimated cost for refurbishment work of NICL

building Islamabad for· the proposed area of 10,000 sq.ft. to the sum of Rs.19.40 million

which comes to Rs.l940/- per sq. ft. The in house Committee recommended for the

consideration and approval of the revised estimated cost submitted by MIS Architectural

System for refurbishment work of Karachi and Islamabad buildings.

Board reviewed the scope of refurbishment work and scrutinized the revised estimated

cost. After detailed deliberation, Board resolved and approved the revised estimated cost

Digitalized through Mabsoft eCMS (Electronic Content Management System) visit www.mab-soft.com [Claim No:MINTES-6] Page 5

JTES t!OOK

KARACHI

HELD AT ON TIME

for refurbishment work at Karachi and Islamabad to the sum of Rs.l 06.00 million and

Rs.l9 .40 million respectively.

Board further resolved and unanimously approved the Budget amount to the sum of

Rs.l25.00 million for the Refurbishment Work ofNICL offices at Karachi and Islamabad.

C) TO DISCUSS THE MERGER OF SENIOR ASSISTANT POSITION IN TO DEPARMENT AL OFFICER POSITION.

The proposal for the Merger of Senior Assistant position into Departmental Officer

position was discussed by the Board Members in depth. In view of the retirement of the

senior managers, the gap of front line officers and the time frame required by fresh

employee to gain experience, procedures, rules and regulations of the insurance industry.

It was also discussed that due to the revision of pay scale of officers, it has fmancially

become attractive which was earlier avoided due to financial loss. Board also discussed the

fmancial implications of performance based bonuses in future.

After detailed deliberations, Board resolved that the Senior Assistant position should be

abolished and the Senior Assistant sanctioned strength position should be merged with

Departmental Officers which will increase to 65 as proposed by the management.

D) GROSS MISS CONDUCT- MR.JAMIL AHMED ARAIN

The Chairman briefed the Board members about the gross misconduct of Mr.Jamil Aluned

Arain, PS to Chairman and how he had been issuing I withdrawing posting orders without

the knowledge of the Chairman, either written or verbal. The Chairman also briefed that he

was using an additional company car for his family members with a company driver and

fuel for which he is not entitled to do so.

The Board immediately took notice and termed it as misuse of power, gross misconduct,

misuse of the Chairman's Secretariat without the knowledge of the competent authority

and gross theft of Government office assets.

The Board unanimously request•!d the Chairman to immediately suspend Mr.Jamil Ahmed

Arainn and to launch an enquiry on the said charges and to further investigate any other

charges in the enquiry. If Mr.Arain found guilty of any ofthe said charges, the competent

authority is allowed I capable of immediate dismissal ofMr. Jamil Ahmed Arain.

There being no other business, the meeting concluded with a vote of thanks.

Jr#(,d-.4 ...

Muhammad Ayyaz Niazi Chairman

-