35th ANNUAL GENERAL MEETING AND AN EXTRAORDINARY GENERAL MEETING

17 MAY 2023

BUILDING

ON PROGRESS

35th Annual General Meeting and an Extraordinary General Meeting

Notice of Meeting

Notice is hereby given that the thirty-fifthAnnual General Meeting and an Extraordinary General Meeting of Ecobank Transnational Incorporated (ETI) will be held on Wednesday May 17, 2023 at 10.30 am GMT at the Conference Centre, Ecobank Pan African Centre,

2365 Boulevard du Mono, Lomé, Togo, to transact the following business:

I - Annual General Meeting

  1. Approval of the Accounts
  2. Appropriation of the Profits
  3. Re-electionof Directors
  4. Ratification of the co-option of a Director

II - Extraordinary General Meeting

  1. Fund raising

Any shareholder may attend and vote at the meetings or appoint a proxy to do so on his/her behalf.

The attached proxy form should be completed, and deposited at, the registered office of the Company, Ecobank Transnational Incorporated, 2365 Boulevard du Mono, B.P. 3261 Lomé, Togo, or sent by email to AGM@ecobank.com by close of business on May 16, 2023.

From the date of this notice, all documents relevant to the meetings shall be available to all shareholders at the Registered Office of the Company at the address above as well as on the Company's website (www.ecobank.com).

Shareholders may submit questions in advance of the General Meetings by sending an email to AGM@ecobank.com.

Dated this 20th day of April 2023.

By Order of the Board of Directors

Madibinet Cisse

Group General Counsel and Company Secretary

Your vote is important: We urge you to complete, sign, date and promptly return your Proxy Form by post, email or at the Registered Office of the Company.

35th Annual General Meeting and an Extraordinary General Meeting

Draft Resolutions

I - General Meeting Resolutions

1. Approval of the Accounts

The General Meeting approves, without any reservation, the accounts of the Company for the financial year ended December 31, 2022. The General Meeting discharges the Directors and the Auditors from all liabilities in relation to any act or action performed by them with respect to the affairs of the Company for the financial year ended December 31, 2022.

2. Appropriation of the Profits

The General Meeting approves the appropriation of the Company's profits of USD 222 million for the year ended December 31, 2022, as indicated hereunder, and the payment of dividend to shareholders registered as at closure of Company's share register in accordance with the rules of the stock exchanges on which the Company's shares are listed:

Profit for the year

: USD 222 million

Profit Distributable

: USD 222 million

Total dividend ordinary shares only

: USD 28 million - being 0.11 US cents per share ($0.0011).

Transfer to Retained earnings

: USD 194 million

3. Re-election of Directors

  1. The General Meeting notes that Mr. Simon Dornoo and Professor Enase Okonedo have completed their terms of office and renews their mandates for another three (3) years ending on the sixth (6th) anniversary of their election.
  2. The General Meeting notes that Dr. George Agyekum Nana Donkor, the representative of Ecowas Bank for Investment & Development (EBID), Mr. Deepak Malik, the nominee of Arise B.V (Arise) and Ms Zanele Monnakgotla, the nominee of Public Investment Corporation (PIC) have completed their terms of office and renews their mandates for another three (3) years ending on the sixth (6th) anniversary of their co-option as Directors.

4.Ratification of the co-option of a Director

The General Meeting notes and ratifies the co-option of Mr. Jeremy Awori, the Group Chief Executive Officer of the company as a director for a term of three (3) years ending on the third (3rd) anniversary of his co-option as a director.

35th Annual General Meeting and an Extraordinary General Meeting

Draft Resolutions

I - Extraordinary General Meeting Resolution

1. Fund raising

The General Meeting hereby authorises the directors to raise up to US$500,000,000 (Five Hundred Million United States Dollars) during the year 2023 in senior-ranked debt, additional Tier 1, Tier 2-qualifying subordinated debt or a combination of any or all of these forms of instruments as the board of directors may deem appropriate.

35th Annual General Meeting and an Extraordinary General Meeting

Proxy Form

I / We

Name in block letters)

of

(Address in block letters)

(a) shareholder (s) of Ecobank Transnational Incorporated

do hereby appoint

or failing him/her, the Chairman of the meeting as my/our proxy to represent me/us at the 35th Annual General Meeting and an Extraordinary General Meeting of shareholders that will be held on Wednesday May 17, 2023 at the Conference Centre, Ecobank Pan African Centre, 2365 Boulevard du Mono, Lomé, Togo, at 10.30 am GMT and at any adjournment thereof.

Date:

Signature:

Please indicate below how you wish your proxy to be executed.

For

Against

Abstain

I - Annual General Meeting

1. Approval of the Accounts

2. Appropriation of the results

3. Re-election of Directors

a) Mr. Simon Dornoo

b) Professor Enase Okonedo

c) Dr. George Agyekum Nana Donkor (EBID Representative)

d) Mr. Deepak Malik (Arise Nominee)

e) Ms. Zanele Monnakgotla (PIC Nominee)

4. Ratification of the co-option of a Director

Mr. Jeremy Awori

II - Extraordinary General Meeting

1. Fund raising

Date:

Signature:

To be valid, this Proxy Form must be filled, signed and lodged at the Registered Office of the Company, 2365 Boulevard du Mono, B.P.3261 Lomé, Togo, or send by email to AGM@ecobank.com by close of business on May 16, 2023.

If executed by a body corporate, this Proxy Form should bear the common seal of the body corporate and the signature of duly authorised officer(s).

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ETI - Ecobank Transnational Inc. published this content on 25 April 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 April 2023 09:27:03 UTC.