WEMA BANK : RESOLUTIONS PASSED AT 2022 AGM

Lagos 2 June 2023

At the 2022 Annual General Meeting of Wema Bank Plc held electronically on the 31st of May 2023 at

11.00 am, the following resolutions were presented to the members and were duly passed:

ORDINARY BUSINESS

1. Resolution for declaration of dividend
   It was unanimously resolved "that the Directors be authorized to pay dividend of 30 kobo per ordinary share of 50 kobo each on May 31, 2023 from the profit of the Financial Year Ended December 31, 2022 to members on the register of the company at the close of business on May 9, 2023 subject to the deduction of appropriate Withholding Tax".
2. Resolution for ratification of Director's appointment
   It was unanimously resolved "that Mr. Tunde Mabawonku be appointed as an Executive Director of the Bank".
3. Resolution for the re-election of Directors retiring by rotation
   It was unanimously resolved "that Mr. Abubukar Lawal be re-elected as a Non-Executive Director, Mr. Adeyemi Adefarakan be re-elected as a Non-Executive Director AND Prince Olusegun Adesegun be re-elected as a Non-Executive Director on the Board of the Bank".
4. Resolution for the authorization of Directors to fix the renumeration of the auditors
   It was unanimously resolved "that the renumeration of the Bank's Auditors be fixed at a fee to be agreed by the Board of Directors of the Bank".
5. Resolution for the election of members of the audit committee
   It was unanimously resolved "that the three (3) valid nominations received by the Company Secretary in the names of Professor Oyelakin Samuel Awobode, Mr. Ogbonna Joe Anosikeh and Mrs. Omobola Esther Osijo be elected as shareholders representatives to the Bank's Statutory Audit Committeee, while Mr. Abubakar Lawal and Mrs. Bolarin Okunowo be the Board's representatives in the Committee".

BOARD OF DIRECTOR
Chairman: Babatunde Kasali	Wema Bank Plc RC 575
Managing Director/CEO: Moruf Oseni | Deputy Managing Director: Wole Akinleye
Wema Tower,54 Marina, PMB12862.Lagos, Nigeria
Directors: Abubakar Lawal | Abolanle Matel-Okoh| Ibiye Ekong (Independent) | Adeyemi Adefarakan |
T: +234 {01) 2778600;E:[e-mail]
Olusegun Adesegun | Bolarin Okunowo (Independent) | Oluwayemisi Olorunshola (Independent)	W: www.wemabank.com; SWIFT: WEMANGLA XXX
Executive Directors: Oluwole Ajimisinmi | Emeka Obiagwu | Tunde Mabawonku

1. Resolution for the approval of directors' fees
   It was unanimously resolved "that the Directors annual fee for the financial year ending 31st December, 2022 be fixed at N62,000,000.00 at the rate of N9,500,000.00 for the Chairman and N7,500,000.00 for each of the Non-Executive Directors and a sitting allowance of N300,000.00 for the Chairman and N250,000.00 for other directors for the 2023 financial year".

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Johnson Lebile Company Secretary

BOARD OF DIRECTOR
Chairman: Babatunde Kasali	Wema Bank Plc RC 575
Managing Director/CEO: Moruf Oseni | Deputy Managing Director: Wole Akinleye
Wema Tower,54 Marina, PMB12862.Lagos, Nigeria
Directors: Abubakar Lawal | Abolanle Matel-Okoh| Ibiye Ekong (Independent) | Adeyemi Adefarakan |
T: +234 {01) 2778600;E:[e-mail]
Olusegun Adesegun | Bolarin Okunowo (Independent) | Oluwayemisi Olorunshola (Independent)	W: www.wemabank.com; SWIFT: WEMANGLA XXX
Executive Directors: Oluwole Ajimisinmi | Emeka Obiagwu | Tunde Mabawonku