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Oando Plc(Incorporated in Nigeria and registered as an external company inSouth Africa)Registration number: RC 6474(External company registration number: 2005/038824/10)Share Code on the JSE Limited: OAOShare Code on the Nigerian Stock Exchange: UNTPISIN: NGOANDO00002NG(“Oando” or “the Company”)
RESULTS OF THE 32
nd
ANNUAL GENERAL MEETINGShareholders are advised that the following ordinary resolutionsproposed in the notice to shareholders, were passed by the requisitemajority of shareholders present and voting at the annual generalmeeting of the Company held at 10:00 on Thursday, 30 July 2009, asfollows:
1.
Dividend payment
The shareholders approved the final dividend payment of N3.00(Three Naira) per share payable to holders of ordinary sharesregistered on the Nigerian register at the close of business on3
rd
July 2009 and to holders of ordinary shares registered on theSouth African register at the close of business on 3
rd
July 2009.The dividend will be paid on Monday 3
rd
August 2009, subject towithholding tax.
2.
Election of members of the audit committee
The following persons were elected as the members of the AuditCommittee for the 2009 Accounts:
•
Mr. Navaid Burney
•
Alhaji Hamidu Mahmud
•
Mr. Onajite Okoloko
•
Mr. Peter Eyanuku
•
Mr. Job Onwugbara
•
Elder Akpan O. Ekpeyong3.
Re-appointment of Auditors
The Company re-appointed PricewaterhouseCoopers (PWC) as auditorsto the Company.4.
Fixing of Auditors’ remuneration
The directors were authorised to fix the auditors’ remuneration.5.
Re-election of Directors
Chief Felix Atako JP and Mr. Ikeme Osakwe who have served on theBoard since 9th February 2000, nine (9) years from the date oftheir first election, are not presenting themselves for re-election. Chief Atako was the Chairman of the Audit Committee anda member of the Strategic Planning & Finance Committee andNominations Committee. Mr. Ikeme Osakwe was the Chairman of theStrategic Planning & Finance Committee and a member of the AuditCommittee and Remuneration Committees.
The following directors were re-elected as Directors of theCompany:
•
Mr. Oboden Ibru
•
Alhaji Hamidu Mahmud
•
Mr. Onajite Okoloko6. To elect Mr. Olufemi Adeyemo as a directorThe recommendation by the Directors, pursuant to article 95 ofthe company’s articles of association, to elect Mr. Femi Adeyemo,was approved and he was unanimously elected director of thecompany (a short biography follows).
Mr. Femi Adeyemo, Chief finance Officer, Oando PLC
He holds a Master’s Degree in Finance from the London BusinessSchool, a Master of Science in Engineering (Metallurgy andMaterial Science) from the University of Lagos and a Bachelor ofScience in Engineering from the University of Ibadan. Beforejoining Oando PLC, Mr. Adeyemo was an Associate Principal atMcKinsey Incorporated, one of the world’s leading consultingfirms. Prior to joining McKinsey Incorporated, he was theFinancial Controller/Head of Operations at First SecuritiesDiscount House (FSDH), a leading investment house in Nigeria; healso worked with PwC as a Consultant/Auditor. Femi has extensiveexperience in Strategic Consulting especially in areas of Mergersand Acquisitions (M&A), operations reviews, strategy developmentand implementation as well as organization redesign and financialmanagement. He is also an Associate member of the Institute ofChartered Accountants of Nigeria.7.
Approval of the remuneration of non-executive directors
The remuneration of the non-executive directors of the companyincreased from N850,000.00 per annum for the Chairman andN750,000.00 each per annum for all other non-executive directorsto N1,000,000 per annum for the Chairman and N900,000 for allother non-executive directors with effect from 1 January 2009.”8.
Approval of the amendment of the Articles of Association of theCompany
a)
Article 140 of the Company’s Articles of Association wasamended as follows:(i)
the words “and or electronic” should be insertedafter the word “printed”;(ii)
the existing Article 140 be renumbered Article140(a);(iii)
a new Article 140(b) be inserted as follows:"Electronic copy means a method of electroniccommunication which includes, but is not limited to,facsimile, electronic data message (including but notlimited to e-mail), bulletin board communications,internet websites, electronic documents, electronicspreadsheets, print portable document file (pdf),hypertext mark-up language (html) or similar textdisplayed via a web browser, electronic datainterchange (EDI), Compact Disc, memory stick andcomputer network communications."
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