Forte Oil Plc Announces Resolutions Passed at Its 40th AGM Held On Sept 03, 2019

Proshare

Wednesday, September 04, 2019 /05:55PM /NSE

 

Pursuant to the post-listing requirements of The Nigerian Stock Exchange (The NSE) for quoted companies, Forte Oil Pic (the Company) hereby notifies The NSE and the investing public that at the Fortieth Annual General Meeting of the Company held on the 3rd day of September, 2019 at the Bespoke Event Centre Lekki-Ajah Expressway, Lagos, the shareholders of the Company duly approved the following resolutions;


Ordinary Resolution

1. The report of the Directors, the Consolidated Statement of Financial Position with the Consolidated Statement of Profit or Loss and other Comprehensive Income for the year ended 31st December, 2018 and the Report of the Auditors and Audit Committee.


2. The ratification of the appointments of the following Directors -

  1. Mr. AbdulWasiu O. Sowami as a Non-Executive Director in the Company and Chairman of the Board;
  2. Mr. Olumide Adeosun as an Executive Director in the Company;
  3. Mr. Moshood Olajide as an Executive Director in the Company;
  4. Mr. Mohammed Aminu Umar as a Non-Executive Director in the Company:
  5. Mr. Olusola Adeeyo as an Independent Non-Executive Director in the Company; and
  6. Mrs. Aniola Durosinmi-Etti as an Independent Non-Executive Director.


3. That pursuant to Section 357 of the Companies and Allied Matters Act of 2004, the Directors of the Company be and are hereby authorised to appoint new Auditors.


4. That pursuant to Section 361(1)(b) of the Companies and Allied Matters Act of 2004, the Directors of the Company be and are hereby authorised to fix the remuneration of the external auditors for the year ending December 31, 2019.


5. The election of the under listed shareholder representatives into the Audit Committee:

  • Mr. Safiu Deji Okunola;
  • Mrs. Adebisi Oluwayemisi Bakare; and
  • Mr. Job Ihejirika Onwughara


While the under listed Directors will serve on the Audit Committee for the year ending December 31, 2019

  • Mr. Mohammed Aminu Umar
  • Mrs. Aniola Durosinmi-Etti; and
  • Mr. Olusola Adeeyo.


Special Resolution

6. That pursuant to Section 267(1) of the Companies and Allied Matters Act 2004, the fees payable to the Non-Executive Directors be hereby set at the sum of N600,000.00 (Six Hundred Thousand Naira) and the sum of N800,000.00 (Eight Hundred Thousand Naira) for the Chairman, per annum.


7. That the Directors of the Company be and are hereby authorized to -

a. Enter into discussions with Prudent Energy & Services Limited and or any company or individual(s) representing it in connection with the acquisition of identified downstream assets including but not limited to plant and machinery, trucks, stations and subject to independent valuations on fair value, enter into subsequent binding agreements on comparable arm's length/commercial terms in relation to the assets to be acquired; and

b. Approve, sign and/or execute all documents, appoint such professional parties and advisers, as may be necessary to give effect to the above resolutions, including without limitation, complying with the directives of any regulatory authority and all acts carried out, steps taken and documents executed (or to be executed) by the directors of the Company in connection with the above resolutions be and are hereby approved.


8. That the Directors of the Company be and are hereby authorized to renew the general mandate authorizing the Company to enter into recurrent transactions which are of a trading nature or those necessary for its day to day operations with related parties or companies in accordance with the Rules of the Nigerian Stock Exchange governing transactions with related parties or interested persons.

 

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