TIDMSEPL

RNS Number : 4726Z

Seplat Energy PLC

15 May 2023

Seplat Energy PLC ("Seplat" or the "Company")

Results of the Tenth Annual General Meeting

Lagos and London, 15 May 2023: Seplat Energy PLC announces that at its Annual General Meeting held virtually via

https://www.seplatenergy.com/agm-2023/ on Wednesday 10 May 2023, 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 AGAINST             Votes        Total Votes Cast 
                                                                                     Withheld/       (excluding Votes 
                                                                                      Abstain       Withheld/Abstain) 
                                   Number        % of       Number      % of     Number              Number       % of 
                                     of         shares        of       shares     of shares        of shares       ISC 
         RESOLUTIONS               shares       voted       shares     voted                         For & 
                                                                                                    Against 
      ----------------------  ------------  -----------  ----------  ----------  -------------  --------------  ------- 
      Resolution 1 : To 
      receive the Audited 
      Financial Statements 
      of the Company for 
      the year ended 31 
      December 
      2022, together with 
      the Reports of the 
      Directors, Auditors 
      and the Statutory 
      Audit 
  1.  Committee thereon.      349,339,088       100%          nil        nil           nil       349,339,088     59.36% 
      ----------------------  ------------  -----------  ----------  ----------  -------------  --------------  ------- 
      Resolution 2 : To 
      declare a final 
      dividend 
      recommended by the 
      Board of Directors 
      of the Company in 
      respect 
      of the financial year 
      ended 31 December 
  2.  2022.                   349,339,088       100%          nil        nil          nil         349,339,088    59.36% 
      ----------------------  ------------  -----------  ----------  ----------  -------------  --------------  ------- 
  3.  Resolution 3 : To                                         Noted by Shareholders 
      re-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 
      Accounts are laid. 
      ----------------------  ----------------------------------------------------------------------------------------- 
      Resolution 4 : To 
      authorise the Board 
      of Directors of the 
      Company to determine 
      the Auditors' 
  4   remuneration.           344,860,853      98.72%     4,469,235     1.28%         nil          349,330,086   58.60% 
      ----------------------  ------------  -----------  ----------  ----------  -------------  --------------  ------- 
  5.  Resolution 5 : To 
       elect/re-elect the 
       following Directors: 
      ----------------------  ----------------------------------------------------------------------------------------- 
      5(a)(i) : To approve 
      the appointment of 
      the following 
      Directors: 
      Mr. Samson Ezugworie 
      as an Executive 
      Director 
      of the Company;         349,339,088       100%          nil        nil          nil        349,339,088     59.36% 
      ----------------------  ------------  -----------  ----------  ----------  -------------  --------------  ------- 
      5(a)(ii) : Ms. Koosum 
      Kalyan as an 
      Independent 
      Non-Executive 
      Director of the 
      Company;                349,339,088       100%          nil        nil          nil        349,339,088     59.36% 
      ----------------------  ------------  -----------  ----------  ----------  -------------  --------------  ------- 
      5(b)(i) : To re-elect 
      the following 
      Directors 
      who are eligible for 
      retirement by 
      rotation: 
      Madame Nathalie 
      Delapalme 
      (Non-Executive 
      Director); 
      and                      349,329,412   99.999998%      676      0.000002%       nil          349,330,086   59.36% 
      ----------------------  ------------  -----------  ----------  ----------  -------------  --------------  ------- 
      5(b)(ii) : To re-elect 
      the following 
      Directors 
      who are eligible for 
      retirement by 
      rotation: 
      Mr. Bello Rabiu 
      (Independent 
      Non-Executive 
      Director).               349,330,086      100%         nil        100%          nil         349,330,086    59.36% 
      ----------------------  ------------  -----------  ----------  ----------  -------------  --------------  ------- 
  6.  Resolution 6 : To                                         Noted by Shareholders 
      disclose the 
      remuneration 
      of managers of the 
      Company. 
      ----------------------  ----------------------------------------------------------------------------------------- 
  7   Resolution 7: To elect   This was done by electronic voting to represent show 
      the shareholder           of hands in line with the section 249(3) of the Companies 
      representatives           and Allied Matters Act 2020 provisions. Members of the 
      of the Statutory          Statutory Audit Committee comprising three (3) Shareholders 
      Audit Committee.          elected representatives and two (2) Board nominated representatives 
                                were approved as follows: (a) Hajia Hauwa Umar (Shareholder 
                                Representative); (b) Prof. Nornah Awoh (Shareholder Representative); 
                                (c) Mr. Adeyemi Abayomi (Shareholder Representative); 
                                (d) Mrs. Bashirat Odunewu (Board Representative); and 
                                (e) Mr. Kazeem Raimi (Board Representative). 
      ----------------------  ----------------------------------------------------------------------------------------- 
      Resolution 8 : To 
      approve the 
      Remuneration 
      Section of the 
      Directors' 
      Remuneration Report 
      set out in the Annual 
      Report and Accounts 
      for the year ended 
  8   31 December 2022.        349,327,988      100%         nil         nil          nil         349,327,988    59.36% 
      ----------------------  ------------  -----------  ----------  ----------  -------------  --------------  ------- 
 

Notes:

1. Further to the signing into law of the Business Facilitation (Miscellaneous Provisions) Act 2022, which allows public companies to hold meetings electronically, this AGM was held virtually. The virtual meeting link for the AGM is https://www.seplatenergy.com/agm-2023/ The virtual meeting is also available on the Company's website at www.seplatenergy.com .

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 401 of CAMA, 2020, the retiring Auditor shall be re-appointed without passing a resolution.

6. In accordance with Section 257 of CAMA 2020, full details on the compensation of managers of the Company, set out on page 112 of the 2022 Annual Report was disclosed to the members at the Annual General Meeting.

7. In accordance with Section 404 (3) to (6) of the Nigerian Companies and Allied Matters Act (CAMA) 2020, 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.

8. 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.

9. 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 https://data.fca.org.uk/#/nsm/nationalstoragemechanism . 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.seplatenergy.com .

- Ends -

Mrs. Edith Onwuchekwa

Director, Legal/Company Secretary

FOR: SEPLAT ENERGY PLC.

Enquiries

 
 Seplat E nergy Plc                               +234 12 770 400 
 Emeka Onwuka, CFO 
  Edith Onwuchekwa, Director, Legal/Company 
  Secretary 
  Carl Franklin, Head of Investor Relations 
 Chioma Afe, Communications & External Affairs 
  Directorate 
 
 FTI Consulting 
 Ben Brewerton / C hris Laing                     +44 (0) 203 727 1000 
                                                  seplat@fticonsulting.com 
 

Notes to editors

Seplat Energy Plc is Nigeria's leading indigenous energy company. It is listed on the Premium Board of the Nigerian Exchange (NGX: SEPLAT) and the Main Market of the London Stock Exchange (LSE: SEPL). Seplat Energy is pursuing a Nigeria-focused growth strategy and is well positioned to participate in future asset divestments by international oil companies, farm-in opportunities, and future licensing rounds. The Company is a leading supplier of gas to the domestic power generation market. For further information please refer to the Company website, http://seplatenergy.com/

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