Seplat Petroleum Development Co PLC Results of the Annual General Meeting (3801O)
29 Maggio 2020 - 2:00PM
UK Regulatory
TIDMSEPL
RNS Number : 3801O
Seplat Petroleum Development Co PLC
29 May 2020
Seplat Petroleum Development Company Plc ("Seplat" or the "Company")
Results of the Annual General Meeting
Lagos and London, 29(th) May 2020: Seplat Petroleum Development
Company Plc announces that at its Annual General Meeting held
yesterday, Thursday 28 May 2020 at 16a Temple Road (Olu Holloway),
Ikoyi, Lagos, Nigeria, all resolutions set out in the Notice of the
Annual General Meeting put to the Shareholders were duly passed by
the requisite majority.
The results of each resolution voted by way of poll including
proxy votes lodged with the Company's Registrars are set out
below:
Votes FOR Votes Total Votes Cast
Votes AGAINST Withheld/ (excluding Votes
Abstain Withheld/Abstain)
Number Number % of issued
of shares % of of % of shares Number Number share
RESOLUTIONS shares shares voted of shares of shares capital
voted For & Against
----- -------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
Resolution 1: To receive
the Annual Accounts,
Directors' Report,
Auditors'
Report for the year ended
31 December 2019 and
the Audit Committee
1. Report. 311,524,217 100 nil nil 276,335 311,524,217 52.9 %
----- -------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
Resolution 2: To declare
a final dividend
recommended
by the Board of Directors
of the Company in respect
of the financial year
2. ended 31 December 2019. 313,925,538 100 nil nil nil 313,925,538 53.3%
-------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
Resolution 3: To appoint
PriceWaterhouseCoopers
("PWC") as Auditors of
the Company from the
conclusion of this meeting
until the conclusion
of the next general
meeting
of the Company at which
the Company's Annual
3. Accounts are laid. 313,925,548 100 nil nil nil 313,925,548 53.3%
-------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
Resolution 4: To authorise
the Board of Directors
of the Company to
determine
the Auditors'
4. remuneration. 313,925,538 100 nil nil nil 313,925,538 53.3%
-------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
Resolution 5: To
elect/re-elect
the following
Non-Executive
Directors:
Resolution 5.a : To
approve the appointment
of the following
Non-Executive
Directors:
i) Madame Nathalie
5. Delapalme
as a Non-Executive
Director
5a. of the Company; and 313,925,545 100 nil nil nil 313,925,545 53.3%
-------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
ii) Mr. Olivier Cleret
De Langavant as a
Non-Executive
Director of the Company. 313,925,550 100 nil nil nil 313,925,550 53.3%
-------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
Votes FOR Votes Total Votes Cast
Votes AGAINST Withheld/ (excluding Votes
Abstain Withheld/Abstain)
-------------------------- ------------------------- ---------------------------- -------------- -------------------------------
Number Number
of shares % of of % of shares Number Number % of issued
RESOLUTIONS shares shares voted of of shares share
voted shares For & Against capital
-------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
Resolution 5.b: To
re-elect
the following Directors
who are eligible for
retirement by rotation:
i) Mr. Basil Omiyi
(Independent
Non-Executive Director)
5b. and 313,925,543 100 nil nil nil 313,925,543 53.3%
-------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
ii) Dr. Charles Okeahalam
(Independent Non-Executive
Director). 313,925,543 100 nil nil nil 313,925,543 53.3%
-------------------------- ------------- ---------- ---------- ---------------- -------------- --------------- --------------
6. Resolution 6: To elect Elections by show of hands
members of the Audit
Committee.
----- -------------------------- --------------------------------------------------------------------------------------------------------
Notes:
1. In view of the current COVID-19 pandemic, Seplat obtained
approval from the Nigeria Corporate Affairs Commission to hold its
2020 Annual General Meeting (AGM) by proxy ONLY, which is in
accordance with the new Guidelines on Holding of AGM of Public
Companies taking advantage of Section 230 of the Companies and
Allied Matters Act (CAMA) using proxies. For the appointment to be
valid for the purposes of the Meeting, the Company made
arrangements at its cost for the stamping of the duly completed
proxy forms, which must be deposited at the office of the
Registrar.
2. In accordance with the Company's articles of association, on
a poll every member present in person or by proxy has one vote for
every share held. There were no restrictions on shareholders to
cast votes on any of the resolutions proposed at the AGM.
3. A "Vote Withheld" is not a vote in law and is not counted in
the calculation of the proportion of votes "For" or "Against" any
resolution nor in the calculation of the proportion of "Percentage
of ISC voted" for any resolution.
4. The percentage of votes "For" and "Against" any resolution is
expressed as a percentage of votes validly cast for that
resolution.
5. In accordance with Section 225 (3) of the Nigerian Companies
and Allied Matters Act (CAMA), the election of the statutory Audit
Committee shareholder representative members is conducted by a show
of hands at the AGM rather than by poll and proxy.
6. The Issued Share Capital ("ISC") at the time of the Annual
General Meeting was 588,444,561 shares denominated in Naira of 50
kobo per share. The proportion of "Percentage of ISC voted" for any
resolution is the total of votes "For" and "Against" in respect of
that resolution expressed as a percentage of the ISC.
7. In accordance with LR 9.6.2, copies of the relevant ordinary
and special resolutions passed at the meeting have been submitted
to the FCA's National Storage Mechanism and will shortly be
available to view at http://www.morningstar.co.uk/uk/NSM . The full
text of the resolutions passed at the Annual General Meeting can be
found in the Notice of Annual General Meeting, which is available
for inspection at the National Storage Mechanism and also on the
Company's website at http://www.seplatpetroleum.com .
- Ends -
Enquiries
Seplat Petroleum Development Company Plc
Roger Brown, CFO
Edith Onwuchekwa, Company Secretary/Chief
Governance Compliance Officer
Carl Franklin, Head of Investor Relations +44 (0) 203 725 6500
Ayeesha Aliyu, Investor Relations +234 12 770 400
Chioma Nwachuku, GM External Affairs &
Communications
FTI Consulting
Ben Brewerton / Sara Powell +44 (0) 203 727 1000
seplat@fticonsulting.com
Notes to editors
Seplat Petroleum Development Company Plc is a leading indigenous
Nigerian oil and gas exploration and production company with a
strategic focus on Nigeria, listed on the Main Market of the London
Stock Exchange ("LSE") (LSE:SEPL) and Nigerian Stock Exchange
("NSE") (NSE:SEPLAT). For further information please refer to the
Company website, http://seplatpetroleum.com/
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END
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