Transcorp Power Plc - resolutions of the 13th annual general meeting

At the Thirteenth Annual General Meeting of Transcorp Power Plc ("the Company") held on Monday, April 27, 2026, at Transcorp Hilton Abuja, 1 Aguiyi Ironsi Street, Maitama, Abuja, at 10.00 a.m., the following businesses were transacted:

ORDINARY BUSINESS

1. The Audited Financial Statements for the year ended December 31, 2025, together with the Reports of the Directors, Auditors and Statutory Audit Committee thereon were laid before the Shareholders.

2. A final dividend of N4.00k per ordinary share recommended by Directors of the Company for the year ended 31 December 2025,was approved. This, when combined with the Interim Dividend of N1.50k per share paid on August 18, 2025 for the half-year ended June 30, 2025, will bring the Total Dividend for the 2025 financial year to N5.50k per ordinary share.

3. The re-elections of Engr. Charles Odita and Ms. Faith Tuedor-Matthews, OFR as Non-Executive Directors, were approved.

4. The Board of Directors were authorized to fix the remuneration of the Auditors for the 2026 financial year.

5. The remuneration of the Managers of the Company, which was disclosed on page 108 of the Annual Report, was duly noted by the shareholders.

6. The following persons were elected as members of the Statutory Audit Committee of the Company:

   • Engr. Charles Odita - Board Representative

   • Faith Tuedor-Matthews - Board Representative

   • Mr. Olatunji Hassan - Shareholder Representative

   • Hajia Hauwa Sule Umar - Shareholder Representative

   • Mr. Olusegun Owoeye - Shareholder Representative

     
     
     

7. The sum of N325,000,000 (Three Hundred and Twenty-Five Million Naira) only, was approved as the cumulative remuneration payable to Non-Executive Directors for the year ending December 31, 2026, effective from January 1, 2026.

8. The Company was authorised to invest in, acquire, or divest from any business and/or carry out as the Directors may deem appropriate and in accordance with any relevant laws, any actions, including but not limited to restructuring, reorganization, reconstruction and such other business arrangement exercise or actions.

9. Subject to regulatory approval (where necessary), the Directors were authorised to take all steps and do all acts that they deem necessary in furtherance of the authority conferred in item 8 above, including but not limited to executing and filing all such forms, papers or documents, as may be required with the appropriate authorities, and appointing professional advisers and parties that they deem necessary, upon such terms and conditions that the Directors may deem appropriate.

10. A General Mandate authorising the Company to enter into all recurrent transactions with a related party or interested person for transactions which are of a revenue or trading nature or are necessary for the Company's day-to-day operations was approved. This Mandate was approved to commence on the date on which this resolution was passed and shall continue to operate until the date on which the next Annual General Meeting of the Company shall be held.

Dated 27th day of April 2026 By Order of the Board