ANNUAL GENERAL MEETING

OMOLUABI MORTGAGE BANK, PLC

RC 217889

 

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 3rd Annual General Meeting of Omoluabi Mortgage Bank, Plc, will be held at Aurora Conference & Events Centre, Plot 6, Iwo-Ikirun Expressway, Ring Road, by NNPC Mega Station, Osogbo, State of Osun, on Wednesday, May 17, 2017, at 10.00 a.m. to transact the following business:

 

Ordinary Business:

  1. To receive and consider the Audited Financial Statements for the year ended 31 December, 2016 together with the Chairman’s Statement and Report of the Directors, Auditors and the Audit Committee.
  2. Ratification of the Appointment of the new directors.
  3. To re-elect Directors in place of those retiring.
  4. To approve the Directors fees for the ensuing year.
  5. To authorize the directors to fix the remuneration of the Auditors.
  6. To elect/re-elect members of the Audit Committee.

 

Special Business:

  1. Amendment of the Company’s Articles of Association

To consider, and if thought fit, to pass, with or without amendment, the following resolution as special resolutions:

 

“That Article 56 of the Company’s Articles of Association which provides that ‘Unless and until otherwise determined by the company in general meeting the number of director shall not be less than two or more than eleven’ be amended to read, ‘Unless and until otherwise determined by the company in general meeting the number of director shall not be less than seven (7) or more than fifteen (15)’

“That Article 3 of the Company’s Articles of Association which provides that ‘The share capital of the Company is N20, 000,000 Ordinary Shares of N1.00 each’ be amended to read, ‘The share capital of the Company is N2, 500, 000, 000 billion divided into 5.0 billion Ordinary Shares at N50k. each”)

“That the Directors be and are hereby authorized to raise in such manner as the Directors deem fit, additional capital by way of issuance of equity or debt securities and on such terms and conditions, including the provision of security for repayment, as the Directors may deem fit or determine, subject to obtaining the requisite regulatory approvals”

 

  1. To remove a Director.

 

Notes:

 

Proxy

A member of the Company, entitled to attend and vote at the meeting, who is unable to attend the meeting and wishes to be represented at the meeting is entitled to appoint a proxy to attend, speak and vote in his/her stead. A proxy need not be a member of the Company. A Proxy Form is enclosed herewith, and if it is to be valid for the purpose of the meeting, it must be completed and duly stamped by the Commissioner of Stamp Duties and deposited at the office of the Registrars, Africa Prudential Registrars Plc, 220B, Ikorodu Road, Palmgrove, Lagos, Nigeria, not less than 48 hours before the time of the meeting.

 

Audit Committee

In accordance with Section 359 (5) Companies and Allied Matters Act CAP C20 LFN 2004, any member may nominate a shareholder for election as a member of the Audit Committee by giving notice in writing of such nomination to the Company Secretary at least 21 days before the Annual General Meeting.

The Central Bank of Nigeria’s Code of Corporate Governance has indicated that some members of the Audit Committee should be knowledgeable in internal control processes. We would therefore request that nomination be accompanied by a copy of the Nominee’s Curriculum Vitae.

 

Closure of Register of Members

The Register of members and transfer books will be closed on the 2nd of May, 2017.

 

Right of Shareholders to ask Questions

Shareholders have a right to ask questions not only at the meeting but also in writing prior to the meeting, and each question must be submitted to the Company on or before the 17th of May, 2017.

 

BY ORDER OF THE BOARD.

 sign 001

Adekunle Fagbile

Company Secretary

Old Governor’s Office,

Gbongan Road, Osogbo.

 

Uploaded:     Tuesday 25th of April, 2017

 

 

SUMMARY OF AUDITED FINANCIAL REPORT FOR THE YEAR 31 DEC. 2016

AUDIT REPORT 001 (2)

 

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