Notices of annual general meeting (agm)

RC 61750

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 33rd Annual General Meeting of Trans-Nationwide Express Plc will be held virtually via teleconference on Wednesday, 3rd June, 2026 at 11.00 a.m., for the following purposes:

ORDINARY BUSINESS:

1. To lay before the meeting the Audited Financial Statements for the year ended 31st December, 2025 together with the Reports of the Directors, the Independent Auditors and the Audit Committee thereon.

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

   1. Mr. Sulaiman A. Adedokun

   2. Mr. Adebayo A. Adeleke

3. To authorise the Directors to fix the remuneration of the Auditors.

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

5. To elect members of the Statutory Audit Committee.

   SPECIAL BUSINESS:

   To consider and if thought fit, pass the following resolutions as Ordinary Resolution:

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

BY ORDER OF THE BOARD

CAUTIOUS SERVICES LIMITED (SECRETARIES) FRC/2025/COY/773430

Date: 14th April, 2026

Plot 28, Oshodi-Apapa Expressway, Oshodi, Lagos.

1. VIRTUAL MEETING LINK:

   This AGM will be held virtually via the meeting link, https://us06web.zoom.us/j/81215280046?pwd=9ZxhnOLOqaZPjoLk02SfGyNXfgIw6Z.1 in line with Section 240(2) of the Companies and Allied Matters Act, (CAMA 2020) and the Business Facilitation (Miscellaneous Provisions) Act, 2022. This meeting will also be streamed live on the Company's website at www.tranex-ng.com and other streaming platforms that will be made available to shareholders.

2. PROXY:

   A member of the Company who is entitled to attend and vote at this meeting may appoint a proxy to attend and vote instead of him. A proxy need not be a member of the Company. A proxy form is supplied with this Notice.

   All proxy forms when completed should be deposited at the office of the Company's Registrars, Cardinal Stone Registrars Limited, 335/337 Herbert Macaulay Way, Yaba, Lagos or via email to registrars@cardinalstone.com, not later than 48 (forty-eight) hours before the time of holding the meeting.

3. ELECTRONIC COPY OF ANNUAL REPORT

   The 2025 Annual Report and Accounts of the Company shall be made available on the Company's website at https://www.tranex-ng.com

4. CLOSURE OF REGISTER OF MEMBERS AND TRANSFER BOOKS

   The Register of Members and Transfer Books of the Company will be closed from Monday, 25th May, 2026 to Friday, 29th May, 2026, both days inclusive for the purpose of updating the Register of Members.

5. NOMINATIONS FOR THE STATUTORY AUDIT COMMITTEE

In accordance with Section 404(3) of the Companies and Allied Matters Act, 2020, which requires the Statutory Audit Committee of a public company to have 5 (five) members, comprising of 3 (three) shareholders and 2 (two) Non-Executive Directors; and in accordance with Section 404(6) of the Companies and Allied Matters Act, 2020, any shareholder may nominate another shareholder for election as a member of the Statutory Audit Committee by giving notice in writing to the Company Secretaries at least 21 (twenty-one) days before the date of the Annual General Meeting.

Shareholders are enjoined to note that Section 404(5) of the Companies and Allied Matters Act 2020 provides that all the members of the Audit Committee shall be financially literate and at least one (1) member shall be a member of a professional accounting body in Nigeria established by an Act of the National Assembly. The Nigerian Code of Corporate Governance issued by the Financial Reporting Council of Nigeria also provides that members of the Audit Committee should be financially literate and able to read and interpret financial statements. Consequently, detailed curriculum vitae containing the nominee's qualification should be submitted with each nomination.

1. RIGHTS OF SHAREHOLDERS TO ASK QUESTIONS

   Pursuant to Rule 19.12 (c) of the Nigerian Exchange Limited's Rulebook 2015, please note that shareholders have a right to ask questions not only at the Annual General Meeting, but also in writing prior to the Annual General Meeting. We therefore urge that such questions be submitted to the Company Secretaries not later than 2 (two) weeks before the date of the meeting.

2. BIOGRAPHICAL DETAILS OF DIRECTORS FOR RE-ELECTION

The biographical details of the directors standing for re-election are contained in the Annual Report and Accounts of the Company under Directors' Profile.

I/We * of

…………………………………………………………….. being a Member/Members of TRANS-NATIONWIDE EXPRESS PLC

HEREBY appoint ** or

failing him as

my/our proxy to vote for me/us on my/our behalf at the Annual General Meeting of the Company to be held on Wednesday, 3rd June, 2026 and at any adjournment thereof.

Dated this ……… day of 2026

Shareholder's Signature ………………………………..

NOTE:

A member (Shareholder) who is unable to attend an Annual General Meeting is allowed by law to vote by proxy and this has been prepared to enable you to exercise your right to vote in case you cannot personally attend the meeting.

IF YOU ARE UNABLE TO ATTEND THE MEETING, READ THE FOLLOWING INSTRUCTIONS VERY CAREFULLY.

1. Write your name in CAPITALS on the proxy form where marked *.

2. Write the name of your proxy (if any) where marked **

3. Ensure that the form is signed by you and duly stamped by the Commissioner of Stamp Duties.

4. Post or deliver the proxy form so as to reach the Registrars, Cardinal Stone (Registrars) Limited, 335/337, Herbert Macaulay Way, Beside St. Dominic Catholic Church, Yaba, not less than 48 hours before the time of holding the meeting.

   (Before posting the above, tear this part and retain it)

   Number of Shares held: …………………………………

5. If executed by a corporate body, the proxy form must be sealed with the Common Seal.

This proxy form need not be completed and sent to the Registrars address if the member will be attending the meeting personally.

ADMISSION: TRANS-NATIONWIDE EXPRESS PLC RC 61750

Please admit ……………………………………………. to the Annual General Meeting of Trans-Nationwide Express PLC which will be held virtually via the link https://us06web.zoom.us/j/81215280046?pwd=9ZxhnOLO qaZPjoLk02SfGyNXfgIw6Z.1 on Wednesday, 3rd June, 2026.

This admission card must be produced by the Shareholder or his proxy in order to obtain entrance to the Annual General Meeting.

Name of Shareholder …………………………………… Signature of Shareholder ………………………………

Signature of person attending: ……………………………. Signature of Registrar: …………………………………….