NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the Thirty-Fifth (35th) Annual General Meeting of C&I LEASING PLC. will be held virtually on Monday, the 15th day of June 2026 at 1:00 p.m. to transact the following business:
ORDINARY BUSINESS
To present to members the Audited Financial Statements for the financial year ended 31stDecember 2025 together with the Reports of the Directors, Independent Auditors, and the Audit Committee thereon.
To declare a dividend.
To re-elect Directors retiring by rotation.
To authorize the Directors to fix the remuneration of the External Auditors.
To elect members of the Statutory Audit Committee.
To disclose the remuneration of Managers of the Company.
SPECIAL BUSINESS
To consider and, if thought fit, pass the following resolutions as ordinary resolutions:
Ratification of the Appointment of Non-Executives Directors
That the appointment of the following persons as Non-Executive Directors of the Company be and are hereby ratified/approved:
Bar. Nick Onyebuchi Omeye
Engr. Chima Njoku
That the remuneration of the Non-Executives Directors be and hereby approve.
That in compliance with the Rules of the Nigerian Exchange Limited governing transactions with Related Parties or Interested Persons, the Company and its related entities be and are hereby granted a General Mandate in respect of all recurrent transactions entered into with a related party or interested person provided such transactions are of a revenue or trading nature or are necessary for the Company's day - to - day operations. This Mandate shall continue to operate until the date on which the next Annual General Meeting of the Company is held.
Dated the 28thDay of April.
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DIVIDEND
If approved, dividend of 20kobo per ordinary shares will be paid on the 15thday of June 2026, to shareholders whose names are registered in the register of members at the close of business on the 1stday of June 2026. Shareholders are advised to forward particulars of their account details to the Registrar to enable direct credit of their dividend on same day.
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CLOSURE OF REGISTER
The Register of Members will be closed from 2ndday of June 2026 to 5thday of June 2026 (both days inclusive) to enable the Registrar to update the Register.
RE-ELECTION OF RETIRING DIRECTORSPursuant to Section 285 of the Companies and Allied Matters Act 2020, at the Annual General Meeting in every subsequent year, one-third of the Directors for the time being, or if their number is not three or a multiple of three, then the number nearest one-third, shall retire from office.
The Board of Directors, being satisfied with the performances of Mr. Tunde Alao-Olaifa and Mr. Babatunde Edun, having presented themselves for re-election, propose that they be re-elected as Directors of the company.
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VIRTUAL MEETING LINK
Further to the signing into law of the Business Facilitation (Miscellaneous Provisions) Act, which allows public companies to hold meetings electronically, this AGM will be held virtually. The Virtual Meeting Link for the Annual General Meeting, which will be livestreamed, will be available on the Company's website at https://www.c-ileasing.com. and other social media platforms for the benefit of Shareholders.
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PROXY
A member of the Company entitled to attend and vote at the general meeting is entitled to appoint a proxy instead to exercise all or any of his/her rights to attend and to speak and vote on his/her behalf at the meeting.
A Proxy Form that may be used to make such an appointment shall accompany this notice of the meeting and can be downloaded on the Company's website at https://www.c-ileasing.com All executed instruments of proxy should be deposited at the office of the Registrar, Cordros Registrars Limited, 131, Ikorodu Road, Onipan, Lagos State, or via email to cordrosregistrars@cordros.com not later than 48 hours before the time fixed for the meeting. The Company has made arrangements, at its cost, for the stamping of duly completed and signed proxy forms submitted to the Company's Registrars within the stipulated time.
Note however that a proxy need not be a member of the Company.
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UNCLAIMED DIVIDEND
Shareholders are hereby informed that a number of unclaimed dividends remain in custody of the registrars. A list of all unclaimed dividends will be circulated with the Annual Report and Financial statement. Any member affected by this notice is advised to write to or call at the office of the Registrar, Cordros Registrars Limited, 131, Ikorodu Road, Onipan, Lagos State
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AUDIT COMMITTEE
In accordance with section 404(6) of the Companies and Allied Matters Act, 2020, any shareholder may nominate another shareholder as a member of the Audit Committee by giving notice in writing of such a nomination to the Company Secretary of the Company at least 21 days before the date of the Annual General Meeting.
The Audit Committee comprises three shareholders and two Directors. Nominees for the Audit Committee should have basic financial literacy and should be able to read and appreciate financial statements. All nominations should be accompanied by a copy of the nominee's curriculum vitae.
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VOTING BY RELATED PARTIES AND INTERESTED PERSONS
In line with the Rules of the Nigerian Exchange Limited governing transactions with Related Parties or Interested Persons, all interested persons, their proxies, representatives, or associates shall abstain from voting on Resolution 9.
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SHAREHOLDERS' QUESTIONS
Shareholders are entitled to ask questions not only at the Annual General Meeting but before the date of the meeting on any matter contained in the Annual Report and Financial Statements. Such questions should be sent to the Company Secretary on or before the 20thday of May 2026
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E-ANNUAL REPORT
A copy of this notice and the annual report can be found and downloaded on the Company's website
at https://www.c-ileasing.com and the Company's Registrar's website at https://www.cordros.com
- PROFILE OF DIRECTORS
The profile of all Directors are contained in the Annual Report and also available for viewing on
Company's website https://www.cordros.com
BY ORDER OF THE BOARDG. MBANUGO UDENZE-FRC/2014/NBA/00000008124
For: MBANUGO UDENZE & CO. COMPANY SECRETARY
