NOTICE IS HEREBY GIVEN that the 45th Annual General Meeting of INTERNATIONAL BREWERIES PLC will hold at The Wheatbaker, 4 Onitolo Avenue, Ikoyi-Lagos on Thursday 11 August 2022 at 10.00.a.m to consider and if thought fit, pass the following resolutions;
A. ORDINARY BUSINESS
1. To lay before the meeting the report of the Directors, the Statement of Financial Position as at 31 December 2021, together with the Statement of Comprehensive Income for the year ended on that date and the Reports thereon of the Independent Auditors and the Audit Committee.
2. To ratify/re-elect Director(s).
3. To authorize the Directors to fix the remuneration of the External Auditors.
4. To Disclose the remuneration of Managers of the Company in line with Section 257 of the Companies and Allied Matters Act, 2020
5. To elect shareholder representatives to the Audit Committee.
B. SPECIAL BUSINESS
6. To fix the remuneration of Directors
7. To consider and if thought fit, pass the following resolutions as special resolutions:
7.1 “That the Directors be and are hereby authorized to consider options to include but not limited to bonus issue, rights issue, cancellation of unissued shares, debt to equity conversion, in procuring the Company’s compliance with the Corporate Affairs Commission’s directive on unissued share capital before the December 31, 2022, deadline.”
7.2 “That pursuant to Resolution 7.1 above, the Directors be and are hereby authorized to amend the appropriate clause in the Company’s Memorandum of Association to reflect the eventual changes”.
7.3 “That the Directors be and are hereby authorized to enter and execute agreements, deeds, notices or any other document, and to perform all acts and to do all such other things necessary for or incidental to give effect to the option to Resolutions 7.1and effect to amend 7.2 above, including but not limited to appointing professional parties, consultants and advisers and complying with the directives of the regulators in this regard”.
Dated this 15th Day of July 2022
BY ORDER OF THE BOARD
Company Secretary/General Counsel
Plot 5A Abuja Street, Banana Island