K Electric : Disclosure under Takeover Regulations - Public Announcement of Intention by Shanghai Electric Power Company Limited to acquire up to 66.40% shares of K-Electric Limited

CAD/PSX/23-07-004 24 July 2023

Subject: Disclosure under Takeover Regulations - Public Announcement of Intention by Shanghai Electric Power Company Limited to acquire up to 66.40% shares of K-Electric Limited

Dear Sir,

It is hereby informed that K-Electric Limited ("KE" or the "Target Company") has received Public Announcement of Intention (PAI) from Arif Habib Limited (the "Manager to the Offer") on behalf of Shanghai Electric Power Company Limited (the "Acquirer"), to acquire up to 66.40% voting shares of K-Electric Limited, subject to receipt of regulatory and other approvals. This PAI has been notified to the Board of Directors of KE on 21 July 2023. A copy of the said PAI and disclosure form are enclosed.

Pakistan Stock Exchange is requested to make the above information immediately available to the shareholders of KE under regulation 5(1) of Takeover Regulations, 2017 by placing it on the notice board and through notification on automated information system and make an announcement on the house of the Exchange.

Yours truly,

Rizwan Pesnani

Chief Risk Officer & Company Secretary

Encl.:As above

K-Electric Limited

39-B KE House Sunset Boulevard, DHA- Phase 2, Karachi, Pakistan

DISCLOSURE FORM

IN TERMS OF SECTION 96 AND 131 OF THE SECURITIES ACT, 2015

Disclosure of inside information by listed company:

We have received a copy of the public announcement of intention for acquisition (directly or indirectly) of up to 66.40% of the voting shares of K-Electric Limited (the "Target Company") from Arif Habib Limited (the "Manager to the Offer") on behalf of Shanghai Electric Power Company Limited (the "Acquirer"), subject to receipt of requisite regulatory and other approvals. A copy of the public announcement of intention is attached.

Pursuant to the requirements of the Securities Act 2015, the Company has duly caused this form/ statement to be signed on its behalf by the undersigned hereunto duly authorized.

For and on behalf of

K-Electric Limited

Rizwan Pesnani

Chief Risk Officer & Company Secretary

K-Electric Limited

39-B KE House Sunset Boulevard, DHA- Phase 2, Karachi, Pakistan

Public Announcement of Intention to acquire up to 66.40% shares or control of K-Electric Limited

by

Shanghai Electric Power Company Limited

under

Securities Act 2015

Part-A

Brief Description of the Intended Acquisition:

Part-B

Information about the acquirer

1. Name and Address of acquirer along with persons acting in concert if any. Name: Shanghai Electric Power Company Limited ("SEP")
   Address: No. 268 Zhongshan Road South, Shanghai, People's Republic of China
2. Name of the ultimate acquirer or the ultimate controlling shareholder Name: State Power Investment Corporation
3. Name and address of Manager to the offer of the acquirer Name: Arif Habib Limited
   Address: 2nd Floor, Arif Habib Centre, 23 M.T. Khan Road, Karachi, Pakistan
4. Principal area of business of acquirer and relevant experience
   SEP was established in 1882 and then transformed into a limited company in 1998. With a long history of 140 years, SEP is one of the major electric energy companies in Shanghai and is also a publicly-traded company listed on Shanghai Stock Exchange under ticker 600021. It is principally engaged in the development and construction of electricity, as well as its operation and management business. For the financial year ended December 31, 2022, SEP recorded an annual net profit of RMB 2.55 billion and an annual power generation of 63.73 TWh. As of December 31,2022, SEP has an overall installed capacity of 20.92 GW, with contributions of 47.08 %, 13.75 %, 18.57 %, and 20.260% from coal power, natural gas power, wind power, and solar power respectively.
5. In case the acquirer is a company
   Name of the Chief Executive: Wei Juliang Name of Directors:
6. • Lin Hua
   • Wei Juliang
   • Wang Haiming
   • Liu Hongliang

• Nie Yitao
• Wang Hao
• Xu Ji
• Guo Zhigang
• Gu Yufang
• Rui Mingjie
• Yue Kesheng
• Tang Yiwen
• Guo Yongqing
• Pan Bin

Name of substantial shareholders of the company

• State Power Investment Corporation (44.43%)
• China Power International Development (12.90%)

Date of Incorporation: June 4, 1998

Jurisdiction of Incorporation: Shanghai

Authorized and paid-up capital: RMB 2,617,164,197

1. Detail of companies where the intended acquirer(s) hold more than thirty percent voting shares: SEP has 292 subsidiaries based on its 2021A Annual Report available on its website (in Chinese).
   The acquisition may be undertaken by acquirer directly or through an existing subsidiary of the acquirer or a separate/new subsidiary / a consortium led by the subsidiary of the acquirer. The detail of which shall be provided to the Securities and Exchange Commission of Pakistan and Pakistan Stock Exchange upon finalization.