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

Seplat EnergyAnnouncement

15/05/2025 14:45

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RNS Number : 8848I  Seplat Energy PLC  15 May 2025

 

 

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

 

Results of the Twelfth Annual General Meeting

 

 

Lagos and London, 15 May 2025: Seplat Energy PLC announces that at its Annual
General Meeting held virtually via

https://www.seplatenergy.com/agm-2025/
(https://www.seplatenergy.com/agm-2025/) yesterday, Wednesday, 14 May 2025,
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    385,044,869   100.00%            Nil           Nil                Nil              385,044,869         65.43%
     the year ended 31 December 2024, 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            385,118,376   99.99%             1             0.00%              Nil              385,118,377         65.45%
     Directors of the Company in respect of the financial year ended 31 December
     2024.
 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    381,819,029   99.14%             3,296,142     0.86%              Nil              385,115,170         65.45%
     the Auditors' remuneration.
 5   Resolution 5: To re-elect the following Directors who are eligible for
     retirement by rotation:
     5 (a): To approve the appointment of Ms. Koosum Kalyan as a Director of the      385,107,548   99.99%             4             0.00%              Nil              385,107,552         65.45%
     Company;
     5 (b): To approve the appointment of Madame. Nathalie Delapalme as a Director    385,078,304   99.99%             13,078        0.00%              Nil              385,091,382         65.44%
     of the Company;
 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
     Committee (Please see note 7).                                                   section 249(3) of the Companies and Allied Matters Act 2020. 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'              385,116,671   99.99%             25,563        0.01%              Nil              385,142,234         65.45%
     Remuneration Report set out in the Annual Report and Accounts for the year
     ended 31 December 2024.
 9   Resolution 9: To approve the increase of the Issued Share Capital of the         385,098,560   99.98%             63,502        0.02%              Nil              385,162,062         65.45%
     Company from NGN294,222,280.50 divided into 588,444,561 Ordinary Shares of 50
     Kobo each, up to NGN299,972,280.50 divided into 599,944,561 Ordinary Shares of
     50 Kobo each by the creation of up to 11,500,000 additional Ordinary Shares of
     50 Kobo each, ranking pari-passu with the existing Ordinary Shares of the
     Company AND to authorise the Board to issue and allot the shares to Stanbic
     IBTC Trustees Limited, the Trustees for the shares under the Company's Long
     Term Incentive Plan (LTIP); and to procure the listing and admission to
     trading of the issued shares on the Official List of Nigerian Exchange Limited
     and the London Stock Exchange
 10  Resolution 10: To approve the amendment of the Company's Memorandum and          384,909,873   99.99%             1             0.00%              Nil              384,909,874         65.41%
     Articles of Association to reflect the new share capital of NGN299,972,280.50
     (Two Hundred and Ninety-Nine Million, Nine Hundred and Seventy-Two Thousand,
     Two Hundred and Eighty Naira and Fifty Kobo only)  divided into 599,944,561
     (Five Hundred and Ninety Nine Million, Nine Hundred and Forty-Four Thousand,
     Five Hundred and Sixty-One) Ordinary Shares of NGN0.50 (Fifty Kobo) by the
     creation and addition of 11,500,000 (Eleven Million ,Five Hundred Thousand )
     Ordinary Shares of 50 Kobo each, ranking pari-passu with the existing Ordinary
     Shares of the Company, and to approve any amendments required to be made to
     the Memorandum and Articles of Association of the Company as a result of the
     foregoing resolutions.

 

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-2025/ 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 (herein approximate to two decimal
places) "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 139 of the
2024 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 was conducted
electronically to represent 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 (herein approximate to two decimal places).

 

9.         In accordance with LR 9.6.2, copies of the relevant
resolutions passed at the meeting have been submitted to the FCA's National
Storage Mechanism and will shortly be available to view at
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
 Eleanor Adaralegbe, Chief Financial Officer

 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 Limited (NGX: SEPLAT) and the
Main Market of the London Stock Exchange (LSE: SEPL).

Through our strategy to Build a sustainable business and Deliver energy
transition, we are transforming lives by delivering affordable, reliable and
sustainable energy that drives social and economic prosperity.

Following the acquisition of Mobil Producing Nigeria Unlimited, Seplat
Energy's enlarged portfolio consists of eleven oil and gas blocks in onshore
and shallow water locations in the prolific Niger Delta region of Nigeria,
which we operate with partners including the Nigerian Government and other oil
producers. Furthermore, we have an operated interest in three export terminals
including the Qua Iboe export terminal and Yoho FSO, as well as an operated
interest in the Bonny River Terminal (BRT) NGL recovery plant. We operate two
gas processing plants onshore, at Oben in OML 4 and Sapele in OML 41, and are
soon to open the 300 MMscfd ANOH Gas Processing Plant in OML 53 as a joint
venture with NGIC. Combined, these gas facilities augment Seplat Energy's
position as a leading supplier of natural 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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