Lagos, Nigeria (November19, 2018) –The attention of the Steering Board has been drawn to the pronouncement by the Securities and Exchange Commission (SEC), invalidating the 48th Annual General Meeting (AGM) of NEM Insurance Plc (NEM or the Company) and the resolutions reached at the meeting which held on 20 June 2018, at the Premier Hotel, Ibadan, Oyo State, on the basis that NEM Insurance failed to give the required twenty-one (21) days’ notice to its shareholders which is a contravention of Section 217 and 220(1) of the Companies and Allied Matters Act, Cap. C20, Laws of the Federation of Nigeria (CAMA), and Clause 24 of the SEC Code of Corporate Governance for Public Companies, 2011 (Schedule X of the SEC Consolidated Rules, 2013).
Consequently, the SEC directed the Company to reconvene the 48th AGM of the Company, and give the requisite notice to all the shareholders in accordance with the provisions of CAMA and the SEC Code of Corporate Governance.
The Steering Board considers the above infraction of the CAMA and the SEC Code of Corporate Governance, a fundamental breach of the basis of the CGRS rating awarded to the Company on 22 February 2018, particularly with respect to the relationship with its stakeholders.
Further to the above, the Steering Board at its meeting of Friday, 9 November 2018 resolved that the CGRS rating of the Company be suspended with effect from Monday, 19 November 2018, pending when the Company reconvenes its 48th AGM, and gives the requisite notices to its shareholders as prescribed by CAMA, and as directed by the SEC. The CGRS rating of the Company will be restored when the Steering Board is satisfied that the Company has complied with all relevant directives and requirements of the rules and regulations, which led to the suspension.
CRGS Steering Board