RESOLUTIONS PASSED AT THE 47TH ANNUAL GENERAL MEETING (AGM) OF INTERNATIONAL BREWERIES PLC
1. Meeting Details:
- Date: Thursday, August 29, 2024
- Time: 11:00 a.m.
- Venue: The meeting was held virtually via Zoom.
2. Resolutions Passed:
1. Approval of Audited Financial Statements:
- The Audited Financial Statements for the year ended December 31, 2023, along with the Reports of the Directors, the Auditors, and the Audit Committee, were unanimously received by all members present.
2. Appointment of New Directors:
- The following individuals were approved as new Directors of the Company:
- Mrs. Temitope Oguntokun
- Mrs. Chijioke Nkechinyere Ugochukwu
3. Re-election of Retiring Directors:
- The following retiring Directors were re-elected to the Board:
- HRH Nnaemeka Alfred Achebe
- Mr. Sunday Akintoye Omole
4. Remuneration of Independent Auditors:
- The members unanimously authorized the Directors to fix the remuneration of the Independent Auditors, Messrs. PWC.
5. Disclosure of Managers’ Remuneration:
- The remuneration of the Managers for the 2023 financial year, in line with Section 257 of the Companies and Allied Matters Act 2020, was disclosed to the members. However, no resolution was taken on this item.
6. Election to Statutory Audit Committee:
- The following three shareholder nominees were elected to the Statutory Audit Committee:
- Mr. Babajide Ajani
- Mr. Olalekan Iyiola
- Mr. William Chisom Nwamara
- They will be joined by the two Board representatives:
- Mr. Sunday Akintoye Omole
- Mr. Michael Ajukwu
- Together, they will form the Statutory Audit Committee for the 2024 financial year.
7. Special Business – Remuneration for Non-Executive Directors:
- It was resolved that the sum of NGN 76,010,000, as stated in the Remuneration Report in the Annual Reports and Accounts for the year ended December 31, 2023, be fixed as the remuneration for the Non-Executive Directors for the 2024 financial year.
8. Special Business – General Mandate for Related Party Transactions:
- The Board and Management were granted a general mandate to procure goods, services, financing, and engage in incidental or recurrent transactions necessary for day-to-day operations with a related party or interested person. This mandate is in line with Rule 20.8 of the Rulebook of The Nigerian Exchange Limited (NGX) 2015 (Issuers’ Rules) and will continue until the next AGM.
3. Closing:
- The resolutions were documented and signed off by Dr. (Mrs.) Marian Reginald-Ukwuoma, the Company Secretary/Legal Counsel, on behalf of International Breweries Plc.
1. Meeting Details:
- Date: Thursday, August 29, 2024
- Time: 11:00 a.m.
- Venue: The meeting was held virtually via Zoom.
2. Resolutions Passed:
1. Approval of Audited Financial Statements:
- The Audited Financial Statements for the year ended December 31, 2023, along with the Reports of the Directors, the Auditors, and the Audit Committee, were unanimously received by all members present.
2. Appointment of New Directors:
- The following individuals were approved as new Directors of the Company:
- Mrs. Temitope Oguntokun
- Mrs. Chijioke Nkechinyere Ugochukwu
3. Re-election of Retiring Directors:
- The following retiring Directors were re-elected to the Board:
- HRH Nnaemeka Alfred Achebe
- Mr. Sunday Akintoye Omole
4. Remuneration of Independent Auditors:
- The members unanimously authorized the Directors to fix the remuneration of the Independent Auditors, Messrs. PWC.
5. Disclosure of Managers’ Remuneration:
- The remuneration of the Managers for the 2023 financial year, in line with Section 257 of the Companies and Allied Matters Act 2020, was disclosed to the members. However, no resolution was taken on this item.
6. Election to Statutory Audit Committee:
- The following three shareholder nominees were elected to the Statutory Audit Committee:
- Mr. Babajide Ajani
- Mr. Olalekan Iyiola
- Mr. William Chisom Nwamara
- They will be joined by the two Board representatives:
- Mr. Sunday Akintoye Omole
- Mr. Michael Ajukwu
- Together, they will form the Statutory Audit Committee for the 2024 financial year.
7. Special Business – Remuneration for Non-Executive Directors:
- It was resolved that the sum of NGN 76,010,000, as stated in the Remuneration Report in the Annual Reports and Accounts for the year ended December 31, 2023, be fixed as the remuneration for the Non-Executive Directors for the 2024 financial year.
8. Special Business – General Mandate for Related Party Transactions:
- The Board and Management were granted a general mandate to procure goods, services, financing, and engage in incidental or recurrent transactions necessary for day-to-day operations with a related party or interested person. This mandate is in line with Rule 20.8 of the Rulebook of The Nigerian Exchange Limited (NGX) 2015 (Issuers’ Rules) and will continue until the next AGM.
3. Closing:
- The resolutions were documented and signed off by Dr. (Mrs.) Marian Reginald-Ukwuoma, the Company Secretary/Legal Counsel, on behalf of International Breweries Plc.