NOTICE IS HEREBY GIVEN that the 60th Annual General Meeting of GUINEA INSURANCE PLC will be held at Edo Heritage and Resort, No. 3, Ereyinwem Street, off 2nd Ugbor Road, by Okundia Junction, G.R.A., Benin City, Edo State on 12th July, 2018 at 11:00 am to transact the following business.

ORDINARY BUSINESS

1.       To receive the report of the Directors and Audited Financial Statements together with the Auditor’s Report for the year ended 31st December, 2017.

2.       To re-elect the following Directors retiring by rotation:

i.                     Alhaji Hassan Dantata

ii.                   Mr Osita Chidoka

iii.                  Mr Chukwuemeka Uzoukwu

3.       To elect/re-elect members of the Audit Committee in accordance with section 359

(4)and(5)of the Company and Allied Matters Act, CAP C20, 2004.

4.       To Authorize the Directors to fix the remuneration of the Auditors

SPECIAL BUSINESS

5.       To fix the remuneration of the Directors.

NOTES:

PROXY

A member entitled to attend and vote at the General Meeting is entitled to appoint a proxy in his stead. A proxy need to be a member of the company. A form of proxy is enclosed and for it to be valid for the purpose of this meeting, it must be completed and deposited at the office of the Registrar, Cardinalstone Registrars, Limited, 358, Herbert Macaulay Way, Yaba, Lagos not later than 48hours before the time for holding the meeting.

RIGHTS OF SHAREHOLDERS TO ASK QUESTIONS

Rule 19:12 of the Rule Book of the Nigerian Stock Exchange reserves the right of the Shareholders and other holders of the Company’s Securities Shareholders to ask questions not only at the Meeting, and such questions must be submitted to the Company on or before Wednesday 11TH July, 2018.

UNCLAIMED DIVIDEND WARRANTS AND SHARE CERTIFICATES

Some dividend warrants and share certificates remain unclaimed or are yet to be Presented to the Company for revalidation. A list in respect of same is circulated with Annual Report for Financial Statements. Members affected are advised to write or call at the office of the Registrars of the Company, Carldinalstone Registrars Limited, 358, Herbert Macaulay Way, Yaba, Lagos. The list of unclaimed dividends can also be found on the Company’s Website@ www.guineainsurance.com.

Incompliance with directives issued by the Securities and Exchange Commission, the insurance of dividend warrants to shareholders ceased on the 31st of July, 2017. It therefore implies that payment of dividends is now only through electronic payment with shareholders with bank details record.

CLOSURE OF REGISTER OF MEMBERS AND TRANSFER BOOKS

The register of members and transfer books will be closed from Monday 25th June to Friday 29th July, 2018 both days inclusive.

APPOINTMENT OF MEMBERS OF THE STATUTORY AUDIT COMMITTEE

In accordance with section 359 (5) of the Companies and Allied Matters Act, CAP C20 2004 any member may nominate a shareholder as a member of Audit committee by giving notice in writing of such nomination to the company secretary at least 21 before the Annual General Meeting, The Securities and Exchange Commission’s Code of Corporate Governance for Public Companies has indicated that members of the Audit Committee should have basic financial literacy and should be able to read Financial Statements. We therefore request that nominations be accompanied by a copy of the nominee’s curriculum vitae.

Dated this 11th June, 2018.

BY ORDER OF THE BOARD

OLURANTI OKE

FRC/2013/NBAooooooooo646

Company Secretary

Registered Office: GUINEA INSURANCE HOUSE, 33, Ikorodu Road, jibowu, Lagos.