REG - Seplat Energy PLC - Results of the Eleventh Annual General Meeting

Seplat EnergyAnnouncement

17/05/2024 17:45

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RNS Number : 9865O  Seplat Energy PLC  17 May 2024

 

 

 

 

 

 

 

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/
(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 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   303,969,252   100.00%            Nil           Nil                Nil              303,969,252         51.66%
     the year ended 31 December 2023, 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           307,446,996   100.00%            Nil           Nil                Nil              307,446,996         52.25%
     Directors of the Company in respect of the financial year ended 31 December
     2023.
 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   307,385,471   100.00%            Nil           Nil                Nil              307,385,471         52.24%
     the Auditors' remuneration.
 5.  Resolution 5a: To approve the appointment of the following Directors:
     5(a)(i): To approve the appointment of Mr. Christopher Okeke as a Director of   307,435,672   100.00%            Nil           Nil                Nil              307,435,672         52.25%
     the Company;
     5(a)(ii): To approve the appointment of Mr. Udoma Udo Udoma as a Director of    307,430,566   100.00%            Nil           Nil                Nil              307,430,566         52.24%
     the Company;
     5(a)(iii): To approve the appointment of Mr. Babs Omotowa as a Director of the  307,382,294   100.00%            Nil           Nil                Nil              307,382,294         52.24%
     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 Company;        307,427,553   100.00%            Nil           Nil                Nil              307,427,553         52.24%
     5(b)(ii): To re-appoint Mrs. Bashirat Odunewu as a Director of the Company;     307,430,544   100.00%            Nil           Nil                Nil              307,430,544         52.24%
 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 Audit   This was done by electronic voting to represent show of hands in line with the
     Committee (Please see note 7).                                                  section 249(3) of the Companies and Allied Matters Act 2020 provisions.
                                                                                     Members of the Statutory Audit Committee 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'             307,423,469   100.00%            Nil           Nil                Nil              307,423,469         52.24%
     Remuneration Report set out in the Annual Report and Accounts for the year
     ended 31 December 2023 (including the forward-looking Remuneration Policy).

 

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-2024/ The
virtual meeting is available on the Company's website at
"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 132 of the
2023 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 (http://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 (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 (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, https://seplatenergy.com/
(https://seplatenergy.com/)

 

 

 

 

 

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