1. Before appointing a person as the Chief Executive of the company, prior clearance of the State Bank must be obtained. In respect of existing Chief Executive, such permission should be obtained before his re-appointment, if any.
   
2. Request for permission to appoint the Chief Executive should be accompanied by an affidavit sworn by the person proposed to be appointed as the Chief Executive in terms of the enclosed proforma.
   
3. Before appointing a person to fill any casual vacancy occurring among the directors, the person should be required to submit an affidavit in terms of the enclosed proforma. On the basis of the contents of the affidavit and any other relevant information available, the directors of concerned institution should satisfy themselves that the person to be appointed to fill any casual vacancy: (a) is/has not been associated with any illegal activity, especially relating to banking business; (b) that neither he in his individual capacity or a proprietary concern or any partnership firm or any private limited company or any unlisted public company or any listed public company (* ) (of which he has been a proprietor, partner, director or shareholder) has been in default in payment of dues owed to any bank/any other financial institution and/or has been in default in payment of any taxes; and (c) is not a director of any other bank, investment finance company, venture capital company, housing finance company, venture capital company, housing finance company, leasing company or modaraba company.
   
4. Without the prior clearance of the State Bank, casual vacancies occurring among the directors shall not be filled by the directors so as to facilitate or give effect to (i) a change in the management of the concerned financial institution and/or (ii) any arrangement pursuant to which 5% (five percent) or more of the total issued shares have been transferred or are proposed to be transferred.
   
5. Notice of the meeting at which directors are proposed to be elected shall interalia, expressly require any person who seeks to contest the election to the office of a director, whether he is retiring director or otherwise, to file with the concerned institution, not later than fourteen days before the date of the meeting at which elections are to be held, the affidavit in terms of the enclosed proforma. The notice should further state that in terms of the criteria prescribed by the State bank, association of the following person as director is undesirable and against public interest: (a) a person who is/has been associated with any illegal activity, especially relating to banking business; and (b) a person who in his individual capacity or a proprietary concern or any partnership firm or any private limited company or any unlisted public company or any listed public company (of which he has been a proprietor, partner, director or shareholder), has been in default of payment of dues owed to any financial institution and/or in default of payment of any taxes. The notice should further state that a person is not permitted to be a director of more than one financial institution. The term "financial institution" will include any bank, investment finance company, venture capital company, housing finance company, leasing company or modaraba company.

   If any of the persons specified above are elected as director, the State Bank would remove him pursuant to powers vested in the State Bank under Section 41A of the Banking Companies Ordinance, 1962.

6. Affidavits obtained in terms of paragraphs 3 and 5 above should be forwarded to the State Bank within ten days of receipt thereof.
   
7. Please acknowledge receipt.
   
   Encl: (Two)
   
   

AFFIDAVIT
(Microsoft Word Format)