Regency Alliance Insurance PlcNSENG: REGALINS

Agm resolutions

· MarketScreener


Lagos, Nigeria,

October 31, 2025

RESOLUTIQNS OF MEMBERS OF REGENCY ALLIANCE INSURANCE PLC

At the AnnuaJ General Meeting (AGM) of the Shareholders (the "Shareholders") of Regency Alliance Insurance Plc (the "Company") duly convened and held on Thursday, 30"' day of October 2025 at the Rubby Hall, The Zone Business Hub, Plot 9 Gbagada Express Road, Gbagada, Lagos, Lagos State, Nigeria, the following Resolutions were duly passed by the Shareholders of the Company.

ORDINARY RESOLUTIONS

  1. That the Audited Financial Statements for the year ended 31" December 2024, together with the Reports of the Directors, Independent Auditors, and the Audit Committee thereon, be and is hereby approved.

  2. That Mr. Donald James Etim, Non-Executive Oñector, having retired by rotation, being eligible for ie-election and having been presented lot re-election, be and is hereby ie-elected as a Non-Executive Director of the Company.

That pursuant to Section 257 of the Companies and Allied Matters Act 2020, the

remuneration of the Managers of the Company was disclosed at the Meeting.

  1. That the following persons be and ate hereby elected as Shareholders' xepresentauves to the Statutory Audit Committee of the Company until the next ARM.

    • Chief Arnos Idowu, FCA

    • Mr. Solomon Sunday Akinsanya

    • Dr. Akin Oladeji, FCA

      Board representatives on the Audit Committee ate:

      • Mx. Matt Osayaba Aikhionbare, OON.

      • Chief Wale Taiwo, SAN

  2. That the Directors be and are hereby authorised to fix the remuneration of the Auditors for

    the year ending 31 ' December 2025.

  3. That the remuneration of the Non-Executive Directors of the Company for the year ending December 31, 2025, be fixed.

  4. That the Directors be and are hereby authorised to increase the share capital of the Company by way of Private Placement, Public Offer, (with or without apreferential allotment) or Rights Issue or a combination of any of them within Nigeria of internationally and upon such terms and conditions that the Dñectors may deem f1t in the interest of the Company subject to regulatory compliance and approval.

    Regenc

    Tel: +

    Regency Alliance Insurance Plc. nc 223946

    y Place, 2 EhUn Street, Gbagada Ex

    ressway, Phase 1, Gbagada, Lagos. P. O. eox 0433, Virtoria Island. Lagos, Nigeri



    234(1) 08053499073. 08053499074, 07084077999 '*°"'°*°# 8e cyalGanoecom

    Website: www.reqe

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    • cynlliance.con›

  5. That the Board of Directors be and ate hereby authorised to take allnecessary steps to execute all legal documents and receive all necessary regulatory and statutory approvals and to do all such things as may be expedient to facilitate the full capitalisation of the Company before ox by the set deadline.

    SPECIAL RESOLUTIONS:

  6. That the pre-emptive lights of the shareholders in respect of the issuance of new shares of the Company be and are hereby waived, and the Directors of the Company be and ate hereby authorised to allot and issue such shares to such persons, on such terms and conditions (including pricing, class, and payment terras), and at such times as the Directors may deem fit in the best interest of the Company, without first offering the same to the existing shateholdets in proportion to their existing shareholdings."

  7. That the Directors be and are hereby authorised to capitalise the sum of N2,000,625,000.00 from the Retained Earnings Account and set it free for distribution amongst holders of ordinary shales of the Company on the register of members at the close of business on Friday, the 10'" day of October 2025, in proportion to the shales held by them respectively on that day. On condition that the same be not paid in cash but be applied in paying up in full at pat for 4,001,250,000 units of ordinary shares of 50kobo each to be allotted, distributed and credited as fully paid up to and amongst the said holders of ordinary shales in proportion of one (1) ordinary shares of 50kobo for three(3) ordinary shales of 50I€obo held by them on that date, and such new shares shall tank for all purpose part passu with the existing issued ordinary shales of the Company.

  8. That the Directors be and are hereby authorised to amend clause 6 of the Company's Memorandum of Association to reflect the increase in the share capital to the amount so raised following resolution 7 above.

Ann Sho

Company S retary