Cutix Plc
Street, Umuanuka, Nnewi, Anambra State
Date: 2nd September 2024
RESOLUTIONS PASSED AT THE 41ST ANNUAL GENERAL MEETING OF CUTIX PLC
The 41st Annual General Meeting (AGM) of Cutix Plc was held on Friday, August 30, 2024, at Anaedo Social Club Hall, 20, Ezenwegbu Road, Otolo, Nnewi, Anambra State. During this meeting, the following resolutions were passed:
ORDINARY BUSINESS
1. Adoption of the Audited Accounts
- The Audited Accounts for the year ending April 30, 2024, were presented. These accounts were accompanied by several reports, including:
- Report of the Directors
- Report of the Board & Corporate Governance Evaluation
- Report of Internal Audit Assessment
- Audit Committee Report
- Independent Auditors’ Report
- Outcome: All these reports were received and adopted by the members present at the meeting.
2. Re-election and Retirement of Directors
- Re-elected Directors:
- Dr. Chidozie Nsoedo
- Prince Charles Orizu
- Retirement of a Director:
- Sir Matthais Umego retired as a Director of the Company.
3. Dividend Payment
- A dividend of 15 kobo per ordinary share of 50 kobo each was approved. This dividend is to be paid to shareholders whose names appeared in the Company’s Register of Members as of August 16, 2024.
4. Disclosure of Managers' Remuneration
- The remuneration of the Company’s Managers for the year ending April 30, 2024, was disclosed and noted, in line with Section 257 of the Companies and Allied Matters Act (CAMA) 2020.
5. Auditor’s Remuneration
- The Directors were authorized to fix the remuneration and expenses of the Company’s Auditor, Ngozi Monica Okonkwo & Co, for the period ending at the conclusion of the next Annual General Meeting.
6. Election of Members to the Statutory Audit Committee
- Shareholders’ Representatives:
- Mr. Chima Nwosu
- Mr. Jude Okpala
- Miss Scholastica Ebere Chukwuka
- Directors’ Representatives:
- Mr. Ariyo Olushekun
- Mrs. Ijeoma Ezeasor
7. Non-Executive Directors' Fees
- Approved fees:
- Chairman: AN221,709 per annum
- Other Directors: ANI71,490 per annum
8. Renewal of General Mandate
- The general mandate given to the Company to enter into recurrent transactions with related or interested parties for day-to-day operations, including procurement of goods and services on normal commercial terms, was renewed.
9. Increase in Issued Share Capital
- The issued share capital of the Company was increased from ₦1,761,322,026.00 (One Billion, Seven Hundred and Sixty-One Million, Three Hundred and Twenty-Two Thousand, Twenty-Six Naira Only) to ₦3,522,644,052.00 (Three Billion, Five Hundred and Twenty-Two Million, Six Hundred and Forty-Four Thousand, Fifty-Two Naira Only).
- This increase was achieved by creating an additional 3,522,644,052 (Three Billion, Five Hundred and Twenty-Two Million, Six Hundred and Forty-Four Thousand, Fifty-Two Only) ordinary shares of 50 kobo each, ranking equally with the existing ordinary shares of the Company.
10. Bonus Share Issue
- A bonus share of one (1) was approved to be issued for every one (1) ordinary share held by shareholders as of August 16, 2024.
11. Amendment of Memorandum and Articles of Association
- The Company's Memorandum and Articles of Association were amended to reflect the changes authorized by the resolutions passed.
12. Authorization to Directors
- The Directors of the Company were authorized to take any necessary actions, approve, sign, and execute documents, and perform all necessary acts to give effect to the resolutions passed.
Dated: 2nd September 2024
Signed:
Augustina Okeke (ACIS)
Company Secretary
Street, Umuanuka, Nnewi, Anambra State
Date: 2nd September 2024
RESOLUTIONS PASSED AT THE 41ST ANNUAL GENERAL MEETING OF CUTIX PLC
The 41st Annual General Meeting (AGM) of Cutix Plc was held on Friday, August 30, 2024, at Anaedo Social Club Hall, 20, Ezenwegbu Road, Otolo, Nnewi, Anambra State. During this meeting, the following resolutions were passed:
ORDINARY BUSINESS
1. Adoption of the Audited Accounts
- The Audited Accounts for the year ending April 30, 2024, were presented. These accounts were accompanied by several reports, including:
- Report of the Directors
- Report of the Board & Corporate Governance Evaluation
- Report of Internal Audit Assessment
- Audit Committee Report
- Independent Auditors’ Report
- Outcome: All these reports were received and adopted by the members present at the meeting.
2. Re-election and Retirement of Directors
- Re-elected Directors:
- Dr. Chidozie Nsoedo
- Prince Charles Orizu
- Retirement of a Director:
- Sir Matthais Umego retired as a Director of the Company.
3. Dividend Payment
- A dividend of 15 kobo per ordinary share of 50 kobo each was approved. This dividend is to be paid to shareholders whose names appeared in the Company’s Register of Members as of August 16, 2024.
4. Disclosure of Managers' Remuneration
- The remuneration of the Company’s Managers for the year ending April 30, 2024, was disclosed and noted, in line with Section 257 of the Companies and Allied Matters Act (CAMA) 2020.
5. Auditor’s Remuneration
- The Directors were authorized to fix the remuneration and expenses of the Company’s Auditor, Ngozi Monica Okonkwo & Co, for the period ending at the conclusion of the next Annual General Meeting.
6. Election of Members to the Statutory Audit Committee
- Shareholders’ Representatives:
- Mr. Chima Nwosu
- Mr. Jude Okpala
- Miss Scholastica Ebere Chukwuka
- Directors’ Representatives:
- Mr. Ariyo Olushekun
- Mrs. Ijeoma Ezeasor
7. Non-Executive Directors' Fees
- Approved fees:
- Chairman: AN221,709 per annum
- Other Directors: ANI71,490 per annum
8. Renewal of General Mandate
- The general mandate given to the Company to enter into recurrent transactions with related or interested parties for day-to-day operations, including procurement of goods and services on normal commercial terms, was renewed.
9. Increase in Issued Share Capital
- The issued share capital of the Company was increased from ₦1,761,322,026.00 (One Billion, Seven Hundred and Sixty-One Million, Three Hundred and Twenty-Two Thousand, Twenty-Six Naira Only) to ₦3,522,644,052.00 (Three Billion, Five Hundred and Twenty-Two Million, Six Hundred and Forty-Four Thousand, Fifty-Two Naira Only).
- This increase was achieved by creating an additional 3,522,644,052 (Three Billion, Five Hundred and Twenty-Two Million, Six Hundred and Forty-Four Thousand, Fifty-Two Only) ordinary shares of 50 kobo each, ranking equally with the existing ordinary shares of the Company.
10. Bonus Share Issue
- A bonus share of one (1) was approved to be issued for every one (1) ordinary share held by shareholders as of August 16, 2024.
11. Amendment of Memorandum and Articles of Association
- The Company's Memorandum and Articles of Association were amended to reflect the changes authorized by the resolutions passed.
12. Authorization to Directors
- The Directors of the Company were authorized to take any necessary actions, approve, sign, and execute documents, and perform all necessary acts to give effect to the resolutions passed.
Dated: 2nd September 2024
Signed:
Augustina Okeke (ACIS)
Company Secretary