Notices of annual general meeting (agm)

NOTICE IS HEREBY GIVEN that the 2nd Annual General Meeting of Legend Internet Plc (the "Company") will be held at Fraser Suites, No. 294 Leventis Close, Central Business District, Abuja, Federal Capital Territory, on Friday, 7 November 2025, at 9:30 am to transact the following businesses:

1. To lay before the members of the Company, the Audited Financial Statements of the Company for the financial year ended 31 July 2025 together with the reports of the Directors and Auditors.

2. To declare a dividend.

3. To re-elect the following Non-Executive Directors, who being eligible now offer themselves for election offer themselves for re-election:

   1. Mr. Bruce Ayonote

   2. Mr. Suleiman Arzika

   3. Mr. Mondritz Ehianeta Ebhohinhen

4. To authorize the Directors to fix the remuneration of the Auditors.

5. To elect members of the Statutory Audit Committee.

6. To disclose the Remuneration of Managers of the Company.

   SPECIAL BUSINESS

7. To fix the remuneration of Non-Executive Directors.

   "That the Annual Directors' Fees for the year ending 31st July 2025 be fixed at N2,000,000 (Two Million Naira) until reviewed by the members at an Annual General Meeting."

8. Approval for General Mandate for recurrent transactions with Related Parties, (specifically the procurement of goods and services on normal commercial terms and indemnity for Directors)

   ''That pursuant to Rule 20.8 of the Rulebook of The Nigerian Exchange Issuers Rule, a general mandate be and is hereby given authorizing the Company to enter into recurrent transactions with related parties necessary for the Company's day-to-day operations, including the procurement of goods and services, on normal commercial terms."

9. To consider and, if thought fit, pass the following sub-joined resolutions as ordinary resolutions:

   1. To consider and approve the proposed acquisition of a licensed Telecommunications and Internet Service Provider operating in Nigeria, subject to satisfactory due diligence, execution of definitive agreements, and the approval of relevant regulatory authorities.

   2. To consider and approve the proposed acquisition of a licensed Microfinance bank, subject to satisfactory due diligence, execution of definitive agreements, and the approval of relevant regulatory authorities.

   3. That the Company be and is hereby authorized to raise additional capital of up to N150,000,000,000 (One Hundred and Fifty Billion Naira) through the issuance of Commercial Papers, Bonds, Debt Instruments, and/or Equity, whether by way of public offer, private placement, rights issue, or any other method, at such times, for such amounts, and upon such terms and conditions as the Directors may deem fit, subject to regulatory approvals.

   4. To consider and approve the increase in the share capital of the Company by up to 10,000,000,000 (Ten Billion Ordinary) shares of 50 Kobo each ranking pari-passu with the existing ordinary shares of the Company;

   5. To approve the amendment of the Articles of Association of the Company to provide that the quorum for the Board of Directors' meetings shall be a simple majority.

1. That the Directors be and are hereby authorized to appoint such professional parties and advisers and perform all other acts as may be necessary to give effect to the above resolutions, including obtaining relevant regulatory approvals and without limitation complying with the directives of any relevant regulatory authority.

   NOTES:

   1. Proxy

      A member of the Company entitled to attend and vote at this meeting is entitled to appoint a proxy to attend and vote instead of him/her and such a proxy need not be a member of the Company.

      For the appointment of a proxy to be valid, the executed proxy form should be deposited at the office of the Company's Registrar, Datamax Registrars Limited, 2C, Gbagada Expressway, by Beko Ransome Kuti Park, Lagos State not later than 48 hours before the time of the meeting. A blank proxy form is enclosed. The Company has made arrangements, at its cost, for stamping the duly completed and signed instruments of Proxy.

   2. Closure of Register and Transfer of Books

      Notice is hereby given that the Register of Members and Transfer of Books of the Company will be closed on 30 October 2025 to enable the Registrars to prepare an up-to-date Register of Members

   3. Payment of Dividend

      If the dividend recommended by the Directors is approved by Members at the Annual General Meeting, the dividend will be paid, subject to withholding tax on 7 November 2025 to the Shareholders whose names appear in the Company's Register of Members at the close of business on 29 October 2025.

   4. Nomination for the Statutory Audit Committee

      Pursuant to Section 404(6) of the Companies and Allied Matters Act ("CAMA") 2020, any member may nominate a shareholder as a member of the Statutory Audit Committee by giving notice in writing of such nomination. Such notice shall reach the Company Secretary at least 21 days before the Annual General Meeting. Section 404(5) CAMA has mandated that all members of the Statutory Audit Committee must be financially literate, and at least one member shall be a member of a professional accounting body in Nigeria established by an Act of the National Assembly. We therefore request that nominations be accompanied by a copy of the nominee's curriculum vitae.

   5. Right of Shareholders to Ask Questions

      Shareholders have a right to ask questions, not only at the Meeting, but also in writing, prior to the Meeting, and such questions must be submitted to the Company Secretary at the Company's head office or via email (e.ogburafor@legend.ng) not later than 3 November 2025.

   6. E-Dividend

      Notice is hereby given to all Shareholders to open bank accounts for the purpose of dividend payment. A detachable e-dividend mandate form is available on the website of our Registrar, https://www.datamax.com

   7. Live Streaming of the AGM

      The AGM will be streamed live. This will enable shareholders and other stakeholders who cannot attend in person to follow the proceedings. The link for the AGM live stream will be made available on the Company's website at https://www.legend.ng

   8. 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 8.

   9. E- Annual Report Published on the Website

The electronic version of the Annual Report is available online for viewing and download at our website https://www.legend.ng.Shareholders who have provided their email addresses to the Registrar will receive the electronic version of the Annual Report via email. Furthermore, shareholders who are interested in receiving the electronic version of the Annual Report are kindly required to request it via email to ayoola.bamgbose@datamaxregistrars.com

Dated this 16th day of October 2025 BY ORDER OF THE BOARD

Sincerely,

Erinma Onuoma Company Secretary Legend Internet Plc

Phone :

08063622992

Address:

No 15, Bangui Street, Wuse II, Abuja, FCT, Nigeria

Email :

experience@legend.ng