REG - Seplat Energy PLC - Result of AGM

Seplat EnergyAnnouncement

15/05/2023 17:15

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RNS Number : 4726Z  Seplat Energy PLC  15 May 2023

 

Seplat Energy PLC ("Seplat" or the "Company")

 

Results of the Tenth Annual General Meeting

 

Lagos and London, 15 May 2023: Seplat Energy PLC announces that at its Annual
General Meeting held virtually via

https://www.seplatenergy.com/agm-2023/
(https://www.seplatenergy.com/agm-2023/) on Wednesday 10 May 2023, 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 Withheld/  Total Votes Cast (excluding Votes

                                                                                                                                                       Abstain          Withheld/Abstain)
                                                                                     Number        % of shares voted  Number        % of shares voted  Number             Number            % of ISC

                                                                                     of shares                        of shares                        of shares         of shares

     RESOLUTIONS                                                                                                                                                        For & Against
 1.  Resolution 1:  To receive the Audited Financial Statements of the Company for   349,339,088   100%               nil           nil                nil              349,339,088         59.36%
     the year ended 31 December 2022, 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           349,339,088   100%               nil           nil                nil              349,339,088         59.36%
     Directors of the Company in respect of the financial year ended 31 December
     2022.
 3.  Resolution 3: To re-appoint PriceWaterhouseCoopers ("PWC") as Auditors of the   Noted by Shareholders
     Company from the 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 determine   344,860,853   98.72%             4,469,235     1.28%              nil                 349,330,086      58.60%
     the Auditors' remuneration.
 5.  Resolution 5: To elect/re-elect the following Directors:

     5(a)(i): To approve the appointment of the following Directors: Mr. Samson      349,339,088   100%               nil           nil                nil              349,339,088         59.36%
     Ezugworie as an Executive Director of the Company;
     5(a)(ii): Ms. Koosum Kalyan as an Independent Non-Executive                     349,339,088   100%               nil           nil                nil              349,339,088         59.36%

     Director of the Company;
     5(b)(i): To re-elect the following Directors who are eligible for retirement    349,329,412   99.999998%         676           0.000002%          nil                 349,330,086      59.36%
     by rotation: Madame Nathalie Delapalme (Non-Executive Director); and
     5(b)(ii): To re-elect the following Directors who are eligible for retirement   349,330,086   100%               nil           100%               nil               349,330,086        59.36%
     by rotation: Mr. Bello Rabiu (Independent Non-Executive Director).
 6.  Resolution 6: To disclose the remuneration of managers of the Company.          Noted by Shareholders
 7   Resolution 7: To elect the shareholder representatives of the Statutory         This was done by electronic voting to represent show of hands in line with the

                                                                               section 249(3) of the Companies and Allied Matters Act 2020 provisions.
     Audit Committee.                                                                Members of the Statutory Audit Committee comprising three (3) Shareholders
                                                                                     elected representatives and two (2) Board nominated representatives were
                                                                                     approved as follows: (a) Hajia Hauwa Umar (Shareholder Representative); (b)
                                                                                     Prof. Nornah Awoh (Shareholder Representative); (c) Mr. Adeyemi Abayomi
                                                                                     (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'             349,327,988   100%               nil           nil                nil              349,327,988         59.36%
     Remuneration Report set out in the Annual Report and Accounts

     for the year ended 31 December 2022.

 

Notes:

1.         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-2023/
(https://www.seplatenergy.com/agm-2023/) The virtual meeting is also available
on the Company's website at www.seplatenergy.com (http://www.seplatenergy.com)
.

 

2.         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.

 

3.         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.

 

4.         The percentage of votes "For" and "Against" any resolution
is expressed as a percentage of votes validly cast for that resolution.

 

5.         In accordance with Section 401 of CAMA, 2020, the retiring
Auditor shall be re-appointed without passing a resolution.

 

6.         In accordance with Section 257 of CAMA 2020, full details
on the compensation of managers of the Company, set out on page 112 of the
2022 Annual Report was disclosed to the members at the Annual General Meeting.

 

7.         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.

 

8.         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.

 

9.         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 at
(http://www.morningstar.co.uk/uk/NSM)
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) . 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 (http://www.seplatenergy.com) .

 

 

- Ends -

 

 

Mrs. Edith Onwuchekwa

Director, Legal/Company Secretary

FOR: SEPLAT ENERGY PLC.

 

 

 

 

  Enquiries

 

 Seplat Energy Plc                                              +234 12 770 400
 Emeka Onwuka, CFO

 Edith Onwuchekwa, Director, Legal/Company Secretary

 Carl Franklin, Head of Investor Relations
 Chioma Afe, Communications & External Affairs Directorate

 FTI Consulting
 Ben Brewerton / Chris Laing                                    +44 (0) 203 727 1000
                                                                seplat@fticonsulting.com (mailto: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, http://seplatenergy.com/
(http://seplatenergy.com/)

 

 

 

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