The Members of Dangote Sugar Refinery Plc. at its 20th Annual General Meeting held at 10:00am on 15th April, 2026, at the Jewel Aeida, No. 105, Hakeem Dickson Link Road, Lekki Phase I, off Lekki-Epe Expressway, Lagos proposed and passed the following resolutions:
Ordinary BusinessThat the Audited Financial Statements for the year ended December 31, 2025, the Reports of the Directors, Auditors and the Statutory Audit Committee thereon submitted to the meeting be and are hereby received and adopted.
a. That the appointment of Mr. Thabo Solomon Mabe as a Director of the Company effective 1st December 2025 be and is hereby ratified.
b. That the appointment of Mr. Mulhim Eltaeb as a Director of the Company effective 1st December 2025 be and is hereby ratified.
c. That the following Directors retiring by rotation be and are hereby duly re-elected:
Mrs. Yabawa Lawan Wabi
Ms. Bennedikter Molokwu
Mr. Olakunle Alake
That the Directors of the Company be and are hereby authorised to fix the remuneration of the Auditors (PricewaterhouseCoopers) for the year ending 31st December, 2026.
That pursuant to Section 257 of the Companies and Allied Matters Act 2020, that the remuneration of the Managers of the Company be and is hereby disclosed at the Meeting.
That pursuant to Section 404(3) of the Companies and Allied Matters Act 2020 the following shareholders were elected as members of the Audit Committee of the Company:
Mr. Olusegun Olusanya - Shareholder
Mallam Dahiru Ado - Shareholder Hadjia Muheebat Dankaka (OON) - Shareholder
The following Directors were nominated to represent the Board on the Audit Committee: Mrs. Wabi Lawan - Non-Executive Director
Mr. Uzoma Nwankwo - Non-Executive Director
Special Business:That the remuneration of Non-Executive Directors for the financial year ending December 31, 2026 be and is hereby approved.
To approve Capital Raising by way of Rights Issue:
That subject to the approval of the relevant regulatory authorities, the Directors of the Company be and are hereby authorised to raise capital of up to ₦500 billion (Five Hundred Billion Naira) by way of Rights Issue through the issuance of ordinary shares, on such terms and conditions and at such time as the Directors may deem fit or determine, and that the Directors be and are hereby further authorised to do all such things and execute all such documents as may be necessary to give effect to this resolution;
That the Rights Issue may be underwritten on such terms as may be determined by the Directors, subject to obtaining the approvals of the relevant regulatory authorities;
That any shares not taken up by existing shareholders within the period stipulated under the Rights Issue may be offered to shareholders of the Company that have indicated interest in purchasing additional shares, on such terms and conditions as may be determined by the Directors, subject to complying with relevant regulatory requirements;
That the Company's share capital be increased by the exact number of shares which will be required to accommodate the new ordinary shares to be issued to shareholders upon the determination of the terms of the Rights Issue by the Directors in accordance with resolutions (7.1) above;
That further to the above approvals, the Directors be, and are hereby, authorized to
any unallotted shares upon completion of the Rights Issue; and
(a) pass the relevant resolutions increasing the Company's share capital by the specific number of new ordinary shares required for the Rights Issue, (b) allot such said number of new ordinary shares upon completion of the Rights Issue including dealing with fractional shares in accordance with applicable law, (c) where necessary, cancel
To consider and if thought fit, pass the following as special resolutions of the Company:
That the Directors be and are hereby authorised to apply any outstanding amounts advanced to the Company by existing shareholders, whether recorded as shareholder loans or other funding arrangements, as may be agreed between the Company and such shareholders, towards payment for any shares subscribed for by such shareholders under the Rights Issue;
That after the increase of the Company's share capital and allotment of the new ordinary shares in accordance with resolutions the above, the Memorandum and Articles of Association of the Company be amended as necessary to reflect the Company's new issued share capital."
For: DANGOTE SUGAR REFINERY PLC.
Mrs. Temitope Hassan (FCIS) Company Secretary
