BUA CEMENT : RESOLUTIONS PASSED AT THE ANNUAL GENERAL MEETING OF BUA CEMENT PLC

Abuja, 1st September, 2023

RESOLUTIONS PASSED AT THE ANNUAL GENERAL MEETING OF BUA CEMENT PLC

This is to inform the Nigerian Exchange Limited and the investing public that at the 7th Annual General Meeting of BUA Cement PLC (BUA Cement or the Company) held on Thursday, 31st August 2023, at Transcorp Hilton Hotel, No 1, Aguiyi Ironsi Street, Maitama Abuja the following resolutions were duly passed:

1. That the Audited Financial Statements of the Company for the year ended December 31st, 2022, together with the Reports of the Directors, Auditors and Audit Committee thereon, be received.
2. That a dividend of ₦2.80 kobo per share in respect of the period ended December 31, 2022, is hereby approved.
3. That the following Directors are hereby re-elected as Non-Executive Directors:
4. • Khairat Abdul Razaq - Gwadabe
   • Shehu Abubakar
   • Finn Arnoldsen
5. That the Directors be authorized to fix the remuneration of the Auditors.
6. The remuneration of the Managers of the Company was disclosed to members at the meeting.

6. That Mr. Ajibola Ajayi, Mr. Kabiru Tambari and Mr Oderinde Taiwo be and are hereby elected as the representatives of the Shareholders on the Statutory Audit Committee of the Company for the 2023 Financial year. Mr. Kabiru Rabiu and Mr. Shehu Abubakar are the Board representatives for the Audit Committee for the 2023 Financial year.

1. That the remuneration of Non-Executive Directors for the year ended December 31, 2023, is hereby approved.
2. That the Company's unissued shares of 6,135,645,940 (Six Billion, One Hundred and Thirty-Five Million, Six Hundred and Forty-Five Thousand, Nine Hundred and Forty) Ordinary Shares of N0.50 (Fifty Kobo) each from the total existing shares of the Company be and is hereby cancelled.
3. That the Issued Share Capital of the Company be and is hereby declared as 33,864,354,060 (Thirty-Three Billion, Eight Hundred and Sixty-Four Million,

Three Hundred and Fifty-Four Thousand, and Sixty) Ordinary Shares of N0.50 Kobo each.

10. That Clause 6 of the Memorandum of Association of the Company be and is hereby amended to read as follows:

1. "The Share Capital of the Company is N16,932,177,030 (Sixteen Billion, Nine Hundred and Thirty-Two Million, One Hundred and Seventy-Seven Thousand, and Thirty Naira) divided into 33,864,354,060 (Thirty-Three Billion, Eight Hundred and Sixty-Four Million, Three Hundred and Fifty-Four Thousand and
   Sixty) Ordinary Shares of N0.50k each."
2. That the Articles of Association of the Company be and is hereby amended by the insertion of a new Article 50 (1) to read as follows:

'A member of the Company or Proxy may participate in any general meeting of the Company via teleconference, video conference or using any other technological means that allow the participating member to hear and be heard. Any person so participating in person or by proxy shall be deemed to be present in person at the meeting and shall be entitled to vote and be counted in determining a quorum.''

Hauwa Satomi

Company Secretary/Legal Adviser