Notice is hereby given that the 52nd Annual General Meeting of the fully paid-up shareholders of Standard Chartered Bank Zambia Plc in respect of the period ended 31 December 2022, will be held virtually on https://eagm.creg.co.zw/eagm/login.aspx and physically on the 4th floor at Standard Chartered Bank House,CornerofMwaimwenaRoadandAddisAbabaDriveon30March2023,at10:00hours. Thevoting at the Annual General Meeting will be conducted electronically on https://eagm.creg.co.zw/eagm/login.aspx.
All shareholders are encouraged to make arrangements to participate in the Annual General Meeting through the eAGM link provided or physically at the above address.
The meeting is convened to transact the following business:
1.Call to order, tabling proxies, and announcement regarding quorum
2. Resolution 1 – Adoption of Minutes
To confirm, adopt and sign the Minutes of the AGM held on 30th March 2022.
3. Resolution 2- Adoption of Chairman’s Report, Directors’ Report and Financial Statements
To receive, approve and adopt the Financial Statements for the year ended 31 December 2022 and the reports of the Chairman, Directors and Auditors.
4. Resolution 3 – Dividend
To approve a recommendation from the Board of Directors regarding dividends for the year ended 31 December 2022.
5. Resolution 4 – Appointment of Auditors
To re-appoint EY as auditors from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting and to authorize the Directors to set their remuneration.
6. Resolution 5 – Retirement of Directors
In line with the Bank of Zambia Corporate Governance Directives, to receive and accept the retirement of the following:
a) Caleb Mailoni Fundanga as an Independent Non-Executive Director;
b) Kapambwe Doreen Chinyanta Chiwele as an Independent Non-Executive Director; and
c) Herman Kasekende as an Executive Director.
7. Resolution 6 – Appointment of Directors
To ratify the appointment of the following:
a) Christopher Ian Egberink as a Non-Executive Director; and
b) Sonny Zulu as an Executive Director.
8. Resolution 7 – Remuneration of the Directors
To authorize the Board to fix the remuneration of the Directors.
9. To transact any other business that may properly be transacted at the Annual General Meeting.
A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend, speak, and, on a poll, vote in his/her stead. Proxy forms are available from the Company Secretary.
i. The proceedings of the Meeting will be streamed live through the following link, and shareholders are required to register in advance.
ii. Shareholders and proxies are requested to Sign Up now. Please sign up onto the link with the credentials that shall be forwarded to you via email and phone.
The key steps to follow are as given below:
a. Sign up on the (“eAGM platform”) given.
b. Log into the (“eAGM platform”) and register to attend the meeting
iii. To sign up for the Meeting, a shareholder must have a working email and an active cell phone number.
iv. The window for signing up for the Meeting shall be open on Monday, 13th March 2023 and automatically close at the commencement of the Meeting on Wednesday, 29th March 2023 at 17:00 hours. Registration will commence at 08:00 hours on the day of the meeting. A shareholder who does not register before the start of the meeting will not be able to do so when the meeting starts.
v. After registering, a shareholder will be allowed to join the meeting.
vi. To fully participate in the AGM, a shareholder must have a reliable internet connection.
vii. Queries on how to log into the Meeting, registration or on the voting process can be channelled to the Corpserve Transfer Agents on firstname.lastname@example.org or email@example.com: Or phone 0950968435, 0979420470, 0979946143
viii. A member entitled to attend and vote at the meeting is entitled to appoint any person (whether a member of the Company or not) to attend and, on a poll, to vote in his/her stead. Proxy forms are obtainable from the Company Secretary and must be lodged at the Registered Office of the Company,
5th floor, Standard Chartered House, Corner Nasser/ Mwaimwena roads, Rhodespark , or emailed to DorrisChomba.Tembwe@sc.com. before the commencement of the AGM.