Wednesday, February 17, 2021 / 2:23PM / NSE / Header Image Credit: Neimeth International Pharmaceuticals
Notice is hereby given that the 62nd Annual General Meeting of the members of NEIMETH INTERNATIONAL PHARMACEUTICALS PLC. will be held at NECA House Plot A2, Hakeem Balogun Street, Alausa, Ikeja, Lagos on Tuesday, 9th March 2021 at 11.00am to transact the following businesses:
1. Receive the Report of the Directors. Statement of Financial Position as at September 30th 2020 together with the Statement of Comprehensive Income for the year ended on that date and the Reports of the Auditors and Audit Committee thereon.
2. Declare Dividend
3. Re-elect the following Directors retiring by rotation:
4. Re-appoint PKF Professional Services as the auditors of the Company and to authorize the Directors to fix their remuneration for the ensuing financial year.
5. Elect members of the Audit Committee
6. Approve the remuneration of Directors.
7. To consider and if thought fit pass the following resolutions as Special Resolutions:
(i). "That the Company raise for subscription, the sum of $5,000,000,000 by issuing the appropriate number of shares at a price to be determined by the Issuing House and other relevant regulatory authorities for the purpose of establishing a new plant at Amawbia, Anambra State that meets World Health Organization (WHO) current standards of Good Manufacturing Practices (CGMP)".
(ii). "That the Issued Share Capital of the Company be increased from N1,000,000.000.00 to N2,000.000,000.00 by the creation of additional thereunto of 2,000,000,000 Ordinary Shares of 50kobo each, such new share to rank pari-passu in all respects with the existing shares in the Capital of the Company".
In view of the COVID-19 pandemic and relevant directives on the maximum number of persons at a gathering and social distancing, attendance at this AGM shall be by proxy only.
A member of the Company entitled to attend, and vote is entitled to appoint a proxy to attend and vote instead of himself/herself. A proxy needs not be a member. Therefore, Members who are entitled to attend and vote at the AGM are advised to appoint a proxy of their choice from the following proposed proxies to attend and vote in their stead:
i. Sir. Sunny Nwosu
ii. Mr. Boniface Okezie
iii. Mr. Matthew Akinlade
iv. Mrs. Bisi Bakare
v. Dr. Anthony Omojola
vi. Mr. Nornah Awoh
vii. Mr. Moses Igbrude
viii. Chief Robert Igwe
ix. Pst. Alex Adio
x. Mr. Patrick Ajyudua
xi. Mrs. Esther Augustine
A form of proxy is enclosed and if it is to be valid for the purpose of the meeting, it must be completed and deposited at the Registered Office of the Company at 16, Akanni Doherty Layout (Billings Way), Oregun Industrial Estate, Oregun or The Registrar, Meristem Registrars and Probate Services Limited, 213 Herbert Macaulay Way, Adekunle, Yaba, Lagos not less than 48 hours before the time for holding the meeting.
Note that payment of stamp duties for all proxy forms shall be at the Company's expense.
2. Closure of Register
Members whose names appear in the Register of Members at the close of business on Monday, 22" February 2021 shall be qualified to receive dividend.
ii. Closure of Register
The Register of members and Transfer Books of the Company will be closed on Tuesday 23 February 2021 and re-open on Monday 28 February 2021 for the purpose of updating the Register of Members.
3. Dividend Warrant
If the payment of the Dividend of 6.5kobo per share recommended by Directors is approved by members at the 62" Annual General Meeting, the Warrant/Transfer for the dividend will be posted or E-payment made on or before Friday 12" March 2021 to holders of shares whose names are in the Register of Members as at Monday, 22nd February 2021.
4. Statutory Audit Committee
In accordance with Section 404(6) of the Companies and Allied Matters Act 2020, all re-nominations in writing of Members for election to the Audit Committee should reach the Company Secretary at least 21 days before the time for holding the Annual General Meeting.
5. Rights of Securities' Holders to Ask Questions
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 Secretary on or before 2nd March 2021.
6. E-Dividend/Bonus Mandate
Shareholders who are yet to complete the e-dividend/e-bonus form or who need to complete their records and relevant bank accounts are urged to complete the e-dividend form which can be detached from the Annual Report and Accounts or downloaded from our website at www.neimethplc.com.ng. The duly completed form should be returned to Meristem Registrars and Probate Services Limited, 213, Herbert Macaulay Way, Adekunle, Yaba, Lagos.
7. Unclaimed Dividend
Shareholders are hereby informed that some dividends have remained unclaimed and returned to the Registrar. The list of all unclaimed dividends will be circulated to affected shareholders and they are advised to contact the Registrars to resolve any related issue.
8. Live Streaming
Stakeholders who will not be able to attend the meeting physically are encouraged to join the meeting virtually, as it will be streamed live online. The link for the live streaming log-in details will be made available subsequently on the Company's website and by the Registrars through telephone numbers and email addresses of shareholders.
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Table: 2020 Audited Results