Resolutions passed at the 65th agm

May 4, 2026

Lagos, Nigeria.

The members of Nigerian Exchange Group Plc ("the Company") at its 65th Annual General Meeting held on Wednesday, 29 April 2026 at 11:00 a.m., at the Trading Floor, 8th floor, Nigerian Exchange Group House, 2-4 Customs Street Lagos proposed and passed the following resolutions:

ORDINARY BUSINESS

1. That the Company's Audited Financial Statements for the year ended December 31, 2025, and the Reports of the Directors, Auditors, Board Evaluation Consultants and Audit Committee thereon, submitted to the meeting be received and adopted.

2. That a final dividend of 2 Naira per ordinary share of 50 Kobo each, for the year ended December 31, 2025, subject to the deduction of withholding tax be and are hereby approved.

3. That the following Directors retiring by rotation be and are hereby duly re-elected:

   1. Dr. Umaru Kwairanga;

   2. Mrs. Ojinika Olaghere; and

   3. Dr. Okechukwu Itanyi.

4. That the Directors of the Company be and are hereby authorised to fix the remuneration of the Auditors (Ernst & Young) for the year ending December 31, 2026.

5. 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.

6. That pursuant to Section 404(3) of the Companies and Allied Matters Act 2020, the Audit Committee of the Company be and is hereby appointed until the completion of the Company's next Annual General Meeting. The following members were appointed to constitute the membership of the Audit Committee:

   1. Mr. Samuel O. Adejumo -Shareholder

   2. Mr. Peter O. Eyanuku -Shareholder

   3. Mr. Samuel Ayininuola - Shareholder

   4. Mrs. Ojinika Olaghere - Independent Non-Executive Director

   5. Dr. Okechukwu Itanyi - Independent Non-Executive Director

      SPECIAL BUSINESS

7. That the following sub-joined resolutions are passed and approved as ordinary resolution:

   1. That, subject to the approval of the relevant regulatory authorities, the Board be and is hereby authorised to allot a bonus issue of 1 (One) new ordinary share for every 3 (Three) existing ordinary shares of 50 Kobo each to members whose names appear in the Company's Register of Members at the close of business on 10 April 2026 (the "Qualification Date"). The Bonus Shares shall be credited as fully paid and shall rank pari passu in all respects with the existing ordinary shares of the Company.

   2. That the Company be and is hereby authorised to increase its share capital by the creation of such sufficient number of ordinary shares of 50 Kobo each representing the total number of Bonus Shares, such shares ranking pari passu in all respects with the existing shares in the capital.

   3. That the Company be and is hereby authorised to increase its share capital from

      ₦1,102,309,954 to ₦1,469,746,605 (or to otherwise increase its share capital to an amount sufficient to accommodate the Bonus Issue).

   4. The Board be and is hereby authorised to perform all such acts as may be necessary to give effect to the above resolutions, including without limitation, complying with directives of any regulatory authority.

8. That the following is hereby passed and approved as a special resolution:

   1. That Clause 6 of the Company's Memorandum of Association be amended to reflect the new share capital of ₦1,469,746,605 by the increase and addition of 734,873,302 ordinary shares of ₦0.50 each (or to otherwise increase its share capital to an amount sufficient to accommodate the Bonus Issue) ranking pari passu with the Company's existing ordinary shares bringing the Company's total share capital to ₦1,469,746,605 made up of 2,939,493,210 issued ordinary shares of ₦0.50 each.

Dated this 4th day of May 2026

Izuchukwu Akpa