| Mon 10 May 2010, 13:03 | | OAO - Oando PLC - Results of the 33rd annual general meeting |
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OAO
UNTP
OAO - Oando PLC - Results of the 33rd annual general meeting
Oando PLC
(Incorporated in Nigeria and registered as an external company in South Africa)
Registration number RC6474
(External company registration number 2005/038824/10)
Share code on the JSE Limited: OAO
Share code on the Nigerian Stock Exchange: UNTP
ISIN: NGOANDO00002
("Oando" or "the Company")
RESULTS OF THE 33RD ANNUAL GENERAL MEETING
Shareholders are advised that the following ordinary resolutions proposed in the
notice to shareholders, were unanimously passed at the annual general meeting of
the Company held at 10:00 on Friday, May 7 2010, as follows:
1. Dividend payment
The shareholders approved the final dividend payment of three Naira (Naira 3)
per share payable to holders of ordinary shares registered on the Nigerian
register at the close of business on 20th April 2010 and to holders of ordinary
shares registered on the South African register at the close of business on 20th
April 2010. The dividend will be paid on Tuesday, 31st August 2010, subject to
withholding tax.
2. Election of members of the audit committee
The following persons were appointed as the members of the Audit Committee for
the 2010 Accounts:
- HRM Oba M. Adedotun Aremu Gbadebo
- Ms. Amal Inyingiala Pepple, CFR
- Chief Sena Anthony
The following persons were elected as the members of the Audit Committee for the
2010 Accounts:
- Mr. Peter Eyanuku
- Mr. Job Onwughara
- Mr. Sarumi Tunde Kabir
3. Re-appointment of Auditors
The Company re-appointed PricewaterhouseCoopers (PWC) as auditors to the
Company.
4. Fixing of Auditors` Remuneration
The Directors were authorised to fix the auditors` remuneration.
5. Re-election of Directors
In accordance with Corporate governance best practice, two of the Company`s
Directors, Alhaji Hamidu Mahmud and Mr. Ademola Akinrele SAN who have served on
the Board as Independent Directors since 21st July 2001, nine (9) years from
the date of their first election, are not presenting themselves for re-election.
Alhaji Mahmud was the Chairman of the Audit Committee and a member of the
Governance & Nominations Committee. Mr. Ademola Akinrele was the Chairman of the
Governance & Nominations Committee.
The following Directors were re-elected as Directors of the Company:
- Major General Mohammed Magoro (Rtd) OFR, PSC, USAWC, Galadiman Zuru
- Mr. Omamofe Boyo
- Mr. Mobolaji Osunsanya
- Mr. Navaid Burney
6. Election of Directors: Chief Sena Anthony, Ms. Amal Inyingiala Pepple CFR
and Ms. Genevieve Sangudi.
The recommendation by the Directors, pursuant to article 88 of the company`s
articles of association, to elect Chief Sena Anthony, Ms. Amal Inyingiala Pepple
CFR and Ms. Genevieve Sangudi, was approved and they were unanimously elected
Directors of the company (a short biography of each follows).
Chief Sena Anthony
Chief Anthony was appointed as an independent Non Executive Director of the
Company in January 2010. Prior to her appointment, Chief Anthony worked with
the Federal Ministry of Justice before joining the Nigerian National Petroleum
Corporation (the "NNPC") in 1978. She was appointed Group General Manager,
Corporate Secretariat and Legal Division, as well as the Secretary to the NNPC
in July 1999 and was promoted to the level of Group Executive Director on 6 May
2007. Chief Anthony was the first female to be appointed to such a position in
the NNPC. She retired in January 2009 as the Coordinator (Group Executive
Director Level) Corporate Secretariat and Legal Division as well as the
Secretary to the Corporation and Board of the NNPC after working for the NNPC
for 31 continuous years. Chief Anthony was also a Director of Napoil Limited, a
crude oil and petroleum products trading company owned by NNPC, a Director of
Brass LNG Company and General Manager legal and Secretary to the board of
Nigeria LNG Limited. Chief Anthony obtained a bachelors degree in Law from the
University of Lagos in 1973 and was called to the Nigerian bar in 1974.
Ms. Amal Inyingiala Pepple CFR
Ms. Pepple was appointed as an independent Non Executive Director of the Company
in January 2010. Prior to her appointment, Ms. Pepple served as a civil servant
for the government for 32 years. She has served as Deputy Secretary,
Constituent Assembly, Federal Republic of Nigeria, Secretary of National
Assembly provisional office of Abuja, Clerk Designate of Senate National
Assembly, and Clerk of Senate National Assembly. Ms. Pepple has also served as
Administrative Secretary of the Social Democratic Party, Rivers state and Sole
Administrator of the United Nigeria Congress Party. She has also been Director
of the Federal Civil Service and Director of the Economic Affairs Office,
Presidency. Ms. Pepple has served as Permanent Secretary in the following
ministries: Federal Civil Service Commission, Federal Ministry of Transport,
Federal Ministry of Information and National Orientation, Federal Ministry of
Petroleum Resources, Federal Ministry of Commerce, Federal Ministry of
Agriculture and Water Resources and Federal Ministry of Finance. On 16 June
2008, she was appointed as Head of the Civil Service of the Federation. Prior
to joining the Government, Ms. Pepple started her career as a lecturer in
political science at Rivers state College of Education, Port-Harcourt, Rivers
state. Ms. Pepple obtained a bachelors degree in Political Science from the
University of Ife Ileife, Nigeria, in 1975 and a Masters degree from the School
of Oriental & African studies, University of London, United Kingdom, in 1981.
Ms. Genevieve Sangudi
Ms. Sangudi was appointed as a Non Executive Director of the Company in January
2010. Ms. Sangudi is also a Director of OOIM, OOIN and Notore Chemical
Industries, respectively, and is a Managing Director and the Nigerian country
manager of Emerging Capital Partners, a leading private equity fund manager
focused on Africa with over $1.6 billion in capital under management. Ms.
Sangudi had previously served as a Director in Blue Financial Services Limited
and Continental Reinsurance. Prior to her current appointment, Ms. Sangudi
served as a managing Director of Emerging Capital Partners in Washington DC,
USA, where she was responsible for originating, structuring and executing
transactions in numerous sectors including oil & gas, financial services and
industrials. Before joining emerging capital partners in 2004, Ms. Sangudi
worked in marketing and business development at Procter & Gamble where she was
part of a cross-functional team that oversaw several multi-billion dollar
brands. Ms. Sangudi obtained a bachelors degree in Comparative Literature from
Macalester College in 1997, an MBA in finance & strategy from Columbia Business
School and a Masters in International Affairs from the School of International
and Public Affairs at Columbia University.
7. Approval of the remuneration of Non-Executive Directors
The remuneration of the Non-Executive Directors of the company increased from
Naira1,000,000.00 per annum for the Chairman and Naira900,000.00 each per annum
for all other Non-Executive Directors to Naira2,500,000 per annum for the
Chairman and Naira2,000,000 for all other Non-Executive Directors with effect
from 1 January 2010; which fees are payable quarterly in arrears".
8. Approval of Bonus Issue
The Meeting approved a Bonus of one ordinary share of fifty kobo each for every
two ordinary shares of fifty kobo each held by shareholders as at the close of
business on 20 May 2010.
9. Approval of increase in Authorized Share Capital
Pursuant to Article 46 of the Company`s Articles of Association, the
shareholders authorized the Directors;
To increase the Authorised Share Capital of the Company from
Naira1,000,000,000.00 (One Billion Naira) to Naira3,000,000,000.00 (Three
Billion Naira) by the creation and addition thereto of 4,000,000,000 new
ordinary shares of 50 kobo each ranking in all respects pari passu with the
existing shares of the Company and that clause 6 of the Company`s Memorandum of
Association and article 3 of the Company`s Articles of Association be and are
hereby amended to reflect the new Authorised Share Capital of
Naira3,000,000,000.00 (Three Billion Naira) divided into 6,000,000,000 (Six
Billion) ordinary shares of 50 kobo each.
Johannesburg
10 May 2010
Sponsor
Deutsche Securities (SA) (Proprietary) Limited
Date: 10/05/2010 13:03:00 Produced by the JSE SENS Department.
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