SOVRENINS Announces 23rd Annual General Meetings

Proshare

Tuesday, September 04, 2018 08:59AM / NSE

The 23rd Annual General Meeting of Sovereign Trust Insurance Plc will take place at the grand banquet hall, the civic center, ozumba mbadiwe street, Victoria island, Lagos on Thursday 27th day of September 2018 at 1 1 .00 a.m. to transact the following businesses:

 

Ordinary Business

1.       To Lay Before The Meeting The Audited Financial Statements For The Year Ended December 31, 2017, And The Reports Of The Directors, The Auditors And The Audit Committee Thereon.

2.      To Re-Elect Directors.

3.      To Appoint Directors. , J

4.      To Authorise The Directors To Fix The Remuneration Of The Auditors.

5.      To Elect The Shareholders' Representatives On The Audit Committee.

6.      To Consider And If Deemed Fit To Pass The Following Resolution As An Ordinary Resolution:

That The Directors Fees for the Year Ending December 31, 2018 Be and Is Hereby Fixed At =N=3.800.000.00

 

Special Business

1. To Consider And If Deemed Fit To Pass The Following Resolutions:

(A)  That The Amount Forming The Authorised Share-Capital Of The Company Be And Is Hereby Increased From =N=7,500.000, 000.00 (Seven Billion Five Hundred Million Naira) To =N=10,000,000,000.00 (Ten Billion Naira) By The Creation Of 5,000,000,000 (Five Billion) Ordinary Shares Of 50 Kobo Each 7 Ranking Pari Passu In All Respects With The Existing Ordinary Shares Of The Company.

(B)  “That The Directors Be And Are Hereby Authorized To Raise Additional Equity Capital For The Company Up To The Maximum Limit Of The Authorized Share Capital, Whether By Way Of Special Placement Or Public Offer With Or Without A Preferential Allotment/Or Rights Issue Or A Combination Of Any Of Them. Either Locally Or Internationally And Upon Such Terms And Conditions As The Directors May Deem Fit In The Interest Of The Company And Subject To The Approval Of The Regulatory Authorities.”

(C)  “That In. The Event Of Oversubscription Of The Offer/Issue To Capitalize The Excess Money And Allot Additional Shares To The Extent That Can Be Accommodated By The Company's Unissued Share Capital Subject To The Approval Of The Regulatory Authorities And That The Proceeds Should Be Used For The Same Purpose As The Offer/Issue.”

(D) That the Company's Memorandum and Articles of Association Be Amended To Reflect the Increase in Its Authorised Capital.

 

Dated This 3rd Day of September 2018 By Order Of the Board

Proxies

Only A Member Of The Company Entitled To Attend And Vote At The General Meeting Is Entitled To Appoint A Proxy In His/her Stead. All Valid Instruments Of Proxy Should Be Completed. Stamped And Deposited At The Office Of The Company's Registrars, Meristem Registrars Limited, 213 Herbert Macaulay Street, Ebute-Metta. Alagomeji, Yaba, Lagos, Not Less Than 48 Hours before the Time Fixed For the Meeting.

 

Closure of Register

The Register Of Members Will Be Closed From 3rd Day Of September 201 8 To 7th Day Of September 2018 (Both Days Inclusive) To Enable The Registrars Make Necessary Preparations For The Annual General Meeting.

 

Statutory Audit Committee

In Accordance With Section 359(5) Of The Companies & Allied Matters Act Cap 020 Laws Of The Federation Of Nigeria 2004, A Shareholder May Nominate Another Shareholder For Appointment To The Audit And Compliance Committee. Such Nomination Should Be In Writing and Reach the Company Secretary Not Less than 21 Days “Before the Annual General Meeting. Kindly Note That The Provisions Of The Code Of Corporate Governance Issued By The Securities & Exchange Commission (Sec) Stipulates That Members Of The Statutory Audit Committee Should Have Basic Financial literacy And Be Knowledgeable In Internal Control Processes. Furthermore, In Line With the Financial Reporting Council of Nigeria (Frcn) Rules. The Chairman Of The Statutory Audit Committee Must Be A Professional Member ‘of An Accounting Body Established By Act Of The National Assembly In Nigeria. In Line With The Above, Nominations To The Statutory Audit Committee Should Be Supported By The Curricula Vitae Of The Nominees In Order To Confirm Eligibility.

 

Re-Election of Director’s

In Accordance With The Provisions Of The Articles Of Association, The Director To Retire By Rotation At The 23rd Annual General Meeting Is Ms. Emi Faloughi. The Retiring Director. Being Eligible. Has Offered Herself For Re-Election. The Profile Of The Director Retiring By Rotation Is Available in The Annual Report. 

 

Rights of Securities Holders to Ask Question

Securities' Holders Have A Right To Ask Questions Not Only At The Meeting, But Also In Writing Prior To The Meeting, And Such Questions Must Be Submitted To The Company Not Later Than 7 Days To The Date Of The Meeting.

 Proshare Nigeria Pvt. Ltd.


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