Sunu Assurances Announces Date for the Company’s AGM
Wednesday, April 10, 2019 12:30PM / NSE
Notice is hereby given that the thirty-second (32nd) annual general meeting (AGM) of members of SUNU Assurances Nigeria Plc (the “company”) will be held on Tuesday, 7th May, 2019 at 11:00 a.m. at BWC Hotel, 1228 Ahmadu Bello Way, Victoria Island, Lagos State for the purpose of considering and, if deemed fit, to pass and approve, with or without modification, the ordinary and special resolutions set out hereunder in the manner required by the company’s Memorandum and Article of Association (MEMART), the Companies and Allied Matters Act, CAP C.20, Laws of the Federation 2004 (CAMA) and the Listings Rules of the Nigerian Stock Exchange.
1. To present the consolidated audited financial statements of the company and its subsidiaries as approved by the board of directors of the company (the Board) together with the reports of the directors, audit committee and external auditors of the company for the year ended 31st December, 2018.
2. To ratify, by way of separate resolutions, the appointments of Mr. Samuel Oghenebrume Ogbodu as the Managing Director/Chief Executive of the company and Mr. Adeleke Emmanuel Hassan as Executive Director, Technical & Operations in terms of clause 78 of the company's MEMART.
3. To re-elect, by way of separate resolutions, Mr. Mohamed Bah and Mr. Philippe Ayivor who are retiring by rotation at the AGM in terms of clause 92 of the company’s MEMART as Non-Executive Directors.
4. To elect members of the company’s audit committee, to hold office until the end of the next AGM.
5. To ratify the appointment of SIAO Partners as the company’s external auditors.
6. To authorize the Board to fix the remuneration of the external auditors for 2019 financial year.
To approve the remuneration of Directors of the company for 2019 financial year.
Any member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend, speak and vote on his/her behalf. To be valid, a proxy form must be completed in accordance with the instructions contained in the form, stamped by the Commissioner of Stamp Duties and deposited at the registered office of the company’s registrar, EDC Registrars Limited at 23, Olusoji Idowu Street, llupeju, Lagos, Nigeria not less than 48 hours before the time of holding the meeting provided that proxies which are not delivered timeously to the registered office may be handed up to the Chairman of the AGM at any time before the proxy exercises any rights of the Shareholder at the AGM.
2. Closure of Register Of Members/Transfer Books
The register of members and transfer books of the company would be closed from Monday, 22°4 April to Monday, 6'" May, 2019 (both dates inclusive) to enable the Registrars to make necessary preparations for the AGM.
3. Audit Committee
In accordance with Section 359(5) of CAMA, any Shareholder may nominate another Shareholder for appointment to the audit committee. Such nomination shall be in writing and delivered to the Company Secretary at least 21 days before the annual general meeting.
4. Re-Election of Directors
In accordance with the provisions of the company’s MEMART, Mr. Mohamed Bah and Mr. Philippe Ayivor would retire by rotation as non-executive directors and being eligible have indicated their intention to be re-elected.
5. Shareholders’ Right to Ask Questions
Shareholders reserve the right to ask questions at the AGM. Shareholders may also submit their questions prior to the meeting in writing to the company, in line with Rule 19.12(c) of the Listing Rules of the Nigerian Stock Exchange. Such questions must be addressed to the Company Secretary by electronic mail at firstname.lastname@example.org not later than 7 days before the date of the AGM.
6. Biographical Details Of Directors
Biographical details of all directors including those standing for re-election are provided in the annual report.
Copy of this notice and other information relating to the meeting shall be found on the company’s website www.sunu-group.com