Nigerian Exchange Group Plc (NGX Group) is set to hold its 63rd Annual General Meeting (AGM) on Monday, 29 April 2024, at 11:00 a.m.
The AGM, which is in accordance with the provisions of Section 235 of the Companies and Allied Matters Act (CAMA) 2020, will take place at the Event Centre, 20th floor, Nigerian Exchange Group House, 2/4 Customs Street, Lagos.
At the AGM, the management will present the Audited Financial Statements of Nigerian Exchange Group Plc for the year ended 31 December 2023 and the reports of the Directors, Auditor, Board Evaluation Consultants and the Audit Committee thereon.
The management will declare the final dividend and ratify Mr Popoola’s appointment as the Group Managing Director/Chief Executive Officer by the Board after the last Annual General Meeting.
In addition, shareholders will vote to re-elect Mr Sehinde Adenagbe, Mr Ademola Babarinde, and Mr Mohammed Garuba, who are Non-Executive Directors retiring by rotation, as well as elect/re-elect members of the Statutory Audit Committee. The shareholders are also expected to authorise the Board to fix the remuneration of the external auditors and disclose the remuneration of Managers of Nigerian Exchange Group Plc.
Under the special business, shareholders will consider and, if thought fit, pass the following resolution as an ordinary resolution: “That the Directors’ Annual fees for the financial year ending December 31, 2024, and for succeeding years until reviewed by the Annual General Meeting are hereby fixed at N12 million for Chairman and N7.5 million for each other Non-Executive Director Respectively as an ordinary resolution. Such fees are to be payable quarterly in arrears or at such other intervals as approved by the Board”.
The shareholders will also consider and, if thought fit, pass the following sub-joined resolutions as an ordinary resolution:
- That subject to obtaining the approval of the relevant regulatory authorities, the Directors of the Company be and are hereby authorised to raise capital of up to N10 billion by way of Rights Issue, through the issuance of ordinary shares, on such terms and conditions and at such time, as the Directors may deem fit or determine.
- That the Company be and is hereby authorised to increase its share capital from N1,102,309,954 to N1,347,309,954 (or to otherwise increase its share capital to an amount sufficient to accommodate the Rights Issue).
- The Directors are authorized to appoint such professional parties and perform all such acts as may be necessary to give effect to the above resolutions, including, without limitation, complying with directives of any regulatory authority.
Furthermore, shareholders will consider and, if thought fit, pass that Clause 6 of the Company’s Memorandum of Association be amended to reflect the new share capital of N1,347,309,954 by the increase and addition of 490,000,000 ordinary shares of N0.50k each ranking pari passu with the Company’s existing ordinary shares bringing the Company’s total share capital to N1,347,309,954 made up of 2,694,619,907 issued ordinary shares of N0.50k each as a special resolution.
The AGM will be live-streamed on NGX Group’s website.
