Thursday, September 12, 2019 /01:33PM
An Extra-Ordinary General Meeting of AIICO Insurance Plc (The "Company") will be held at Orchids Hotel, 3, Dreamworld Africana Way, Lekki, Lagos State on October 14, 2019 at 10.00 am to transact the following businesses:
1. To consider and if thought fit pass the following resolutions as Special Resolutions:
1.1 "That subject to the approval of the regulatory authorities, all relevant clauses of the Memorandum and Articles of Association of the Company which are to be altered to bring them in line further to the new investors (Leapfrog) rights and its investment in the Company, be and are hereby approved.
1.2 That the authorized share capital of the Company be and is hereby increased from N10,000,000,000.00 to N18,000,000,000, by the creation of 16,000,000,000 ordinary shares of N0.50 Kobo each, ranking pari passu in all respects with the existing ordinary shares of the Company, and that the capital clause of the Memorandum and Articles of Association of the Company, be altered accordingly.
1.3 "The board of directors of the Company be and is hereby duly authorized to negotiate and enter into a technical services agreement, management agreement or other similar agreement with a Related Party (as defined in the Articles of Association of the Company) or with a party that is not a Related Party for a term of one year or more on terms and conditions as the board of directors of the Company shall deem fit."
i. A member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy to attend and vote in his or her place. A proxy need not be a member of the Company. A form of proxy is attached at the last page of this notice.
ii. If the proxy form is to be valid for the purpose of this meeting, it must be completed, detached duly stamped by the Commissioner of Stamp Duties in accordance with the Stamp Duties Act and deposited at the Office of the Registrar, United Securities Limited, 10 Amodu Ojikutu Street, Off Bishop Oluwole Street, Victoria Island. P.M.B. 12753, Lagos, not later than 48 hours before the time for holding the meeting.
Right of Security 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 on or before close of business on October 12, 2019.
Related Party or Interested Persons
Related parties or interested persons shall abstain from exercising any voting rights at the meeting in respect of the Special Business listed above.