N nig. flour mills plc.- notices of annual general meeting (agm)

NOTICE IS HEREBY GIVEN that the fifty-third (53rd) ANNUAL GENERAL MEETING (AGM) of Northern Nigeria Flour Mills PLC will be held AT THE BRISTOL PALACE HOTEL, 54/56 GUDA ABDULLAH ROAD, FARM CENTER, KANO on Thursday, 25th

September 2025 at 2.00 p.m. to transact the following business.

1. To lay the audited financial statements for the year that ended 31st March 2025 and the reports of the directors, auditors, and audit committee thereon.

2. Declare a Dividend

3. Elect/Re-elect Directors with:

   1. To re-elect the following Directors retiring by rotation:

      • Alhaji Sani Umar

      • Alhaji Sadiq Usman

      • Alhaji Auwalu Muktari

4. Authorise the Directors to fix the remuneration of the Auditors

5. To disclose the remuneration of Managers of the Company.

6. Elect Members of the Audit Committee

1. PROXY

   A member of the Company entitled to attend and vote at the above meeting is entitled to appoint a proxy to attend and vote instead of him/her. A proxy need not be a member of the Company. For the appointment to be valid, a completed and duly stamped proxy form must be deposited at the office of the Company Registrars, Atlas Registrars Limited. 34 Eric Moore Road, Iganmu, Lagos, P.O Box 3554, Surulere or via email at registrars@atlasregistrars.com" not later than 48 hours before the time fixed for the meeting.

2. CLOSURE OF REGISTER

   The Register of Members will be closed on Thursday, 18th September 2025 to enable the Registrars to prepare for payment of Dividend.

3. DIVIDEND

   If the dividend of 25 kobo per share recommended by the Board is approved, shareholders, whose names appear in the Register of Members as at the close of business on the Wednesday 17th September 2025, and have mandated their accounts to the Registrars, will receive a direct credit of their dividends into their respective bank accounts on Friday, 26th September 2025.

4. AUDIT COMMITTEE

   In accordance with section 404(6) of the Companies and Allied Matters Act 2020, a nomination (in writing) by any member or shareholder for appointments to the Audit Committee should reach the Company Secretary at least 21 days before the Annual General Meeting.

   Section 404(5) of the Companies and Allied Matters Act 2020 requires that all members of the Audit Committee should have basic financial literacy, be knowledgeable in internal control processes 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 must be accompanied by a copy of the nominee's Curriculum Vitae.

5. UNCLAIMED DIVIDEND

   Shareholders are hereby informed that some dividend warrants have been returned to the Registrars as unclaimed while some have neither been presented to the banks for payment nor to the Registrars for revalidation. A list of such unclaimed dividends will be circulated with the Annual Reports and the Financial Statements and also be available at this URL: https://shorturl.at/FLThN

   Affected members are by this notice, advised to contact the Registrars at Atlas Registrars Limited, 34 Eric Moore Road, Iganmu, Lagos, P.O. Box 341, Apapa or via email at registrars@atlasregistrars.com.

   E-DVIDEND/BONUS MANDATE

   • Pursuant to the Directive of the Securities and Exchange Commission, notice is hereby given to all shareholders to open bank accounts, stockbroking accounts and CSCS accounts for the purpose of e-dividend/bonus. Closure of register will be on 18th September 2025 while Qualification date and Dividend payment date will be 17th and 26th September 2025 respectively.A detachable form for e-dividends is attached to the Annual reports and is also available at this URL: https://shorturl.at/TMtgd

     This is to enable shareholders to furnish particulars of their accounts to the Registrars as soon as possible. The forms can also be downloaded from the registrar's website. https://www.atlasregistrars.com. Shareholders are also advised to update their records with the Registrars using the Data Update form available at this URL: https://shorturl.at/TMtgd

     All mandate and records updates should be deposited at Atlas Registrars Limited, 34 Eric Moore Road, Iganmu, Lagos, P.O. Box 341, Apapa or via email at registrars@atlasregistrars.com.

6. RIGHT OF SHAREHOLDERS TO ASK QUESTIONS

   Pursuant to Rule 19.12 (c) of the Nigerian Exchange Limited's rule book 2015, please note that it is the right of every shareholder to ask questions at the meeting and in writing before the meeting. We urge that such questions be submitted to the Company Secretariat not later than two weeks before the date of the meeting.

7. ELECTRONIC ANNUAL REPORTS

The soft copy of the 2025 Annual Reports will be posted on the Company's website and also sent to our shareholders who have provided their email addresses to the Registrars. Shareholders who are interested in receiving the soft copy of the 2025 reports should request via email to: registrars @atlasregistras.com

Ogwuche Theophilus Company Secretary FRC/2019/ICAN/00000019501

26 Post Office Road, Kano, Nigeria