Seplat holds AGM Wednesday in compliance with court order --Chairman
The court, Tuesday, in its judgment,
ordered Seplat Energy Plc to hold its AGM as scheduled.
The
judgment by Justice A. Mohammed in suit number FHC/ABJ/PET/7/2023 -
Akinnifesi & Adelaja V. Seplat Energy Plc - ‘further restrains
any current or former directors, shareholders, and officers of the
company from cancelling or postponing the AGM as announced to the
public.”
Consequently, Mr. Basil Omiyi in a
statement said that in due compliance with the law and the judgment,
its AGM will hold on May 10, 2023, at 11a.m., as expressly ordered by
the court.
According to him, the announcement on the AGM, “Is
made pursuant to Rule 17.10 of the Rulebook of the Nigerian Exchange,
2015 (Issuer’s Rule).”
The suit before Justice Inyang Ekwo,
was brought by Boniface Okezie, Bright Nwabuogwu, John Isesele,
Okonkwo Timothy, and Augustine Ezechukwu (petitioners/applicants)
against Seplat Energy Plc; company CEO, Mr. Roger Brown; Board
Chairman, Mr. Basil Omiyi; as well as Independent Non-Executive
Directors of the company, Dr. Charles Okeahialam, Prof. Fabian
Ajogwu, Rabiu Bello, Mrs. Bashirat Odenewu, Emma Fitzgerald; Company
Secretary/Legal Adviser, Mrs. Edith Onwuchekwa, and the Corporate
Affairs Commission, CAC.
The court ordered that "Terms of
settlement filed in the Registry of the Court on April 11, 2023, and
duly executed by parties and their legal representatives, is hereby
adopted as the consent judgment of the court between parties in this
suit as follows:
"The respondent shall hold its 2023 AGM on
the advertised date of May 10, 2023.
"The respondent shall
give not less than 21 days’ notice of its 2023 AGM scheduled to
hold on May 10, 2023, to the petitioners and all those entitled to
receive such notice.
"The Board of Directors of the
Respondents shall ensure compliance with items i and ii.
"
No porson or group of persons including but not limited to present
or former Director, Shareholder{s), and Employee(s) of the
Respondent, whether acting jointly or individually,
shall
interfere or further interfere with the management and affairs of the
Respondent, except such intervention as may be determined or made
during the Annual General Meeting of the Respondent.
"Each
Party represents and warrants to the other that these Terms of
Settlement have been duly authorized, executed and delivered by them;
these Terms of Settlement constitute a valid and binding obligation,
enforceable in accordance with or) its terms; and the making of these
Terms of Settlement does not violate any agreement, tight or
obligation existing prior to the date of execution of these Terms of
Settlement.
"These Terms of Settlement shall not in any Way
be construed as an admission by either of the Parties of any wrongful
or legal act against the other or any other aperson, partnership, of
entity. Neither shall either Party construe it as an implicit or
explicit recognition or admission of any current or past claims.
"These Terms of Settlement may be pleaded as a bar and
complete defence to any actions, suits, causes, debis, claims, a
costs, demands, or proceedings commenced by either of the Parties at
any time after the date of these Terms of Settlement against the
other party, and which are in any way contrary or inconsistent with
the contents of these Terms of Settlement.
"These Terms of
Settlement may be executed in any number of counterparts, each of
which shall be an original, but such counterparts shall constitute
one and the same instrument.
"The Respondent shall give not
less than 21 days’ notice of its 2023 Annual General Meeting
scheduled to hold on May 10, 2023, to the Petitioners and all those
entitled to receive such notice.
"The Board of Directors of
the Respondents shall ensure compliance with items i and ii.
"
No porson or group of persons including but not limited to present
or former Director, Shareholder{s), and Employee(s) of the
Respondent, whether acting jointly or individually,
shall
interfere or further interfere with the management and affairs of the
respondent, except such intervention as may be determined or made
during the Annual General Meeting of the respondent.
"Each
Party represents and warrants to the other that these Terms of
Settlement have been duly authorized, executed and delivered by them;
these Terms of Settlement constitute a valid and binding obligation,
enforceable in accordance with or) its terms; and the making of these
Terms of Settlement does not violate any agreement, tight or
obligation existing prior to the date of execution of these Terms of
Settlement.
"These Terms of Settlement shall not in any way
be construed as an admission by either of the Parties of any wrongful
or legal act against the other or any other aperson, partnership, of
entity. Neither shall either Party construe it as an implicit or
explicit recognition or admission of any current or past claims.
"These Terms of Settlement may be pleaded as a bar and
complete defence to any actions, suits, causes, debis, claims, a
costs, demands, or proceedings commenced by either of the parties at
any time after the date of these Terms of Settlement against the
other party, and which are in any way contrary or inconsistent with
the contents of these Terms of Settlement.
"These Terms
of Settlement may be executed in any number of counterparts, each of
which shall be an original, but such counterparts shall constitute
one and the same instrument."
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