Seplat Energy PLC ("Seplat" or the "Company")
Results of the Eleventh Annual General Meeting
Lagos and London, 17 May 2024: Seplat Energy PLC announces that at its Annual General Meeting held virtually via https://www.seplatenergy.com/agm-2024/yesterday, Thursday, 16 May 2024, all resolutions set out in the Notice of the Annual General Meeting put to the Shareholders were duly passed by the requisite majority.
The results of each resolution voted by way of poll, including proxy votes lodged with the Company's Registrars, are set out below:
Votes FOR | Votes AGAINST | Votes | Total Votes Cast | ||||||||
Withheld/ | (excluding Votes | ||||||||||
Abstain | Withheld/Abstain) | ||||||||||
Number | % of | Number | % of | Number | Number | % of ISC | |||||
of shares | shares | of shares | shares | of shares | of shares | ||||||
RESOLUTIONS | voted | voted | For & Against | ||||||||
1. | Resolution 1: To receive the Audited | ||||||||||
Financial Statements of the Company | |||||||||||
for the year ended 31 December 2023, | 303,969,252 | 100.00% | Nil | Nil | Nil | 303,969,252 | 51.66% | ||||
together with the Reports of the | |||||||||||
Directors, Auditors and the Statutory | |||||||||||
Audit Committee thereon. | |||||||||||
2. | Resolution 2: To declare a final | ||||||||||
dividend recommended by the Board | |||||||||||
of Directors of the Company in respect | 307,446,996 | 100.00% | Nil | Nil | Nil | 307,446,996 | 52.25% | ||||
of the financial | year | ended 31 | |||||||||
December 2023. | |||||||||||
3. | Resolution | 3: | To | re-appoint | |||||||
PriceWaterhouseCoopers ("PWC") as | |||||||||||
Auditors of the Company from the | Noted by Shareholders | ||||||||||
conclusion of this meeting until the | |||||||||||
conclusion of the next general meeting | |||||||||||
of the Company at which the | |||||||||||
Company's Annual Accounts are laid. | |||||||||||
4 | Resolution 4: To authorise the Board | ||||||||||
of Directors | of | the Company to | 307,385,471 | 100.00% | Nil | Nil | Nil | 307,385,471 | 52.24% | ||
determine | the | Auditors' | |||||||||
remuneration. | |||||||||||
5. | Resolution 5a: To approve the | ||||||||||
appointment | of | the | following | ||||||||
Directors: | |||||||||||
5(a)(i): To approve the appointment of | 307,435,672 | 100.00% | Nil | Nil | Nil | 307,435,672 | 52.25% | ||||
Mr. Christopher Okeke as a Director of | |||||||||||
the Company; | ||||||||||||||||
5(a)(ii): To approve the appointment | ||||||||||||||||
of Mr. Udoma Udo Udoma as a | 307,430,566 | 100.00% | Nil | Nil | Nil | 307,430,566 | 52.24% | |||||||||
Director of the Company; | ||||||||||||||||
5(a)(iii): To approve the appointment | ||||||||||||||||
of Mr. Babs Omotowa as a Director of | 307,382,294 | 100.00% | Nil | Nil | Nil | 307,382,294 | 52.24% | |||||||||
the Company; | ||||||||||||||||
5(a)(iv): To approve the appointment | ||||||||||||||||
of Mrs. Eleanor Adaralegbe as | an | 307,377,298 | 99.99% | 100 | 0.00% | Nil | 307,377,398 | 52.24% | ||||||||
Executive Director of the Company; | ||||||||||||||||
Resolution 5b: To re-elect | the | |||||||||||||||
following Directors who are eligible for | ||||||||||||||||
retirement by rotation | ||||||||||||||||
5(b)(i): To re-appoint | Dr. | Emma | ||||||||||||||
FitzGerald as a Director of | the | 307,427,553 | 100.00% | Nil | Nil | Nil | 307,427,553 | 52.24% | ||||||||
Company; | ||||||||||||||||
5(b)(ii): To re-appoint Mrs. Bashirat | ||||||||||||||||
Odunewu as a Director of | the | 307,430,544 | 100.00% | Nil | Nil | Nil | 307,430,544 | 52.24% | ||||||||
Company; | ||||||||||||||||
6. | Resolution | 6: | To | disclose | the | Noted by Shareholders | ||||||||||
remuneration of | managers | of | the | |||||||||||||
Company. | ||||||||||||||||
7 | Resolution 7: To elect the shareholder | This was done by electronic voting to represent show of hands in line with the section 249(3) of the | ||||||||||||||
representatives of the Statutory Audit | Companies and Allied Matters Act 2020 provisions. Members of the Statutory Audit Committee | |||||||||||||||
Committee (Please see note 7). | comprising three (3) Shareholders elected representatives and two (2) Board nominated representatives | |||||||||||||||
were approved as follows: (a) Mr. Abayomi Adeyemi (Shareholder Representative); (b) Mrs Hauwa Umar | ||||||||||||||||
(Shareholder Representative); (c) Mr. Nornah Awoh (Shareholder Representative); (d) Mrs. Bashirat | ||||||||||||||||
Odunewu (Board Representative); and (e) Mr. Kazeem Raimi (Board Representative). | ||||||||||||||||
8 | Resolution | 8: | To | approve | the | |||||||||||
Remuneration | Section | of | the | |||||||||||||
Directors' | Remuneration | Report | set | |||||||||||||
out in the Annual Report and Accounts | 307,423,469 | 100.00% | Nil | Nil | Nil | 307,423,469 | 52.24% | |||||||||
for the year ended 31 December 2023 | ||||||||||||||||
(including | the | forward-looking | ||||||||||||||
Remuneration Policy). | ||||||||||||||||
Notes: |
- Further to the signing into law of the Business Facilitation (Miscellaneous Provisions) Act 2022, which allows public companies to hold meetings electronically, this AGM was held virtually. The virtual meeting link for the AGM is https://www.seplatenergy.com/agm-2024/ The virtual meeting is available on the Company's website at "www.seplatenergy.com".
- In accordance with the Company's articles of association, on a poll every member present in person or by proxy has one vote for every share held. There were no restrictions on shareholders to cast votes on any of the resolutions proposed at the AGM.
- A "Vote Withheld" is not a vote in law and is not counted in the calculation of the proportion of votes "For" or "Against" any resolution nor in the calculation of the proportion of "Percentage of ISC voted" for any resolution.
- The percentage of votes "For" and "Against" any resolution is expressed as a percentage of votes validly cast for that resolution.
- In accordance with Section 401 of CAMA, 2020, the retiring Auditor shall be re-appointed without passing a resolution.
- In accordance with Section 257 of CAMA 2020, full details on the compensation of managers of the Company, set out on page 132 of the 2023 Annual Report was disclosed to the members at the Annual General Meeting.
- In accordance with Section 404 (3) to (6) of the Nigerian Companies and Allied Matters Act (CAMA) 2020, the election of the statutory Audit Committee shareholder representative members is conducted by a show of hands at the AGM rather than by poll and proxy.
- The Issued Share Capital ("ISC") at the time of the Annual General Meeting was 588,444,561 shares denominated in Naira of 50 kobo per share. The proportion of "Percentage of ISC voted" for any resolution is the total of votes "For" and "Against" in respect of that resolution expressed as a percentage of the ISC.
- In accordance with LR 9.6.2, copies of the relevant ordinary and special resolutions passed at the meeting have been submitted to the FCA's National Storage Mechanism and will shortly be available to view athttp://www.morningstar.co.uk/uk/NSM. The full text of the resolutions passed at the Annual General Meeting can be found in the Notice of Annual General Meeting, which is available for inspection at the National Storage Mechanism and also on the Company's website at http://www.seplatenergy.com.
- Ends -
Mrs. Edith Onwuchekwa
Director, Legal/Company Secretary
FOR: SEPLAT ENERGY PLC.
Enquiries | |
Seplat Energy Plc | +234 12 770 400 |
Eleanor Adaralegbe, CFO Designate | |
Edith Onwuchekwa, Director Legal /Company Secretary | |
James Thompson, Head of Investor Relations | |
Chioma Afe, Director, External Affairs and Social Performance | |
FTI Consulting | |
Ben Brewerton / Chris Laing | +44 (0) 203 727 1000 |
seplat@fticonsulting.com
Notes to editors
Seplat Energy PLC is Nigeria's leading indigenous energy company. It is listed on the Premium Board of the Nigerian Exchange (NGX: SEPLAT) and the Main
Market of the London Stock Exchange (LSE: SEPL). Seplat Energy is pursuing a Nigeria-focused growth strategy and is well positioned to participate in future asset divestments by international oil companies, farm-in opportunities, and future licensing rounds. The Company is a leading supplier of gas to the domestic power generation market. For further information please refer to the Company website, https://seplatenergy.com/
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Seplat Energy plc published this content on 17 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 May 2024 17:07:00 UTC.