UNIVERSAL INSURANCE : NOTICE OF 53RD ANNUAL GENERAL MEETING

NOTICE OF 53RD ANNUAL MEETING

UNIVERSAL INSURANCE PLC

{RC No. 2460}

NOTICE IS HEREBY GIVEN THAT the 53rd Annual General Meeting of UNIVERSAL INSURANCE PLC. will be held at The Grandeur Events Center, 17 Billings Way, Oregun, Ikeja, Lagos State,on Thursday the 21st Day of September 2023 at 9.00 a.m. prompt to transact the following business:

Ordinary Business:

1. To lay before the Members, the Report of the Directors and the Audited Financial Statements together with the Auditors and Audit Committee Reports for the year ended 31st December 2022.
2. To authorize the Directors to fix the remuneration of the Auditors.
3. To re-elect Directors.
4. To elect members of the Audit Committee.
5. To disclose the remuneration of Managers of the Company in Compliance with Section 257 of the Companies and Allied Matters Act, 2020.
   Special Business
6. To determine the remuneration of the Directors.
   Notes:
7. • Proxy: Any member of the Company entitled to attend and vote at this meeting is also entitled to appoint a proxy to attend and vote in his/her stead. A proxy need not be a member of the Company. For the appointment of the proxy to be valid for this meeting, a Proxy Form must be completed and emailed to [e-mail] deposited at the office of the Registrars, Carnation Registrars Limited, 2, Gbagada Expressway, Anthony, Lagos not later than 48 hours before the time fixed for the meeting. A blank Proxy Form is attached to the Annual Report and may also be downloaded from the Company's website at www.universalinsuranceplc.com.
   • Closure of Register and Transfer Books: The Register of Members shall be closed from 12th September to 14th September 2023, (both days inclusive) for the purpose of updating the Register of Members.

• To Determine the Remuneration of Directors: In accordance with Section 293(1) of the Companies and Allied Matters Act Cap C20, Laws of the Federal Republic of Nigeria, 2020, the remuneration of the Directors shall be determined by members in general meeting.
• Nomination of Statutory Audit Committee Members: In accordance with Section 404(6) of the Companies and Allied Matters Act Cap C20, Laws of the Federal Republic of Nigeria, 2020, any member may nominate a shareholder as a member of the Statutory Audit Committee by giving notice in writing of such nomination to the Company Secretary at least twenty-one (21) days before the Annual General Meeting. Such notice of nominations should be sent via email to [e-mail].
• Re-electionof Mr. Jasper Nduagwuike as a Director: In accordance with Section 285(1) of the Companies and Allied Matters Act, 2020, Mr. Jasper Nduagwuike will retire by rotation and being eligible, offers himself for re-election. His profile is contained in the Annual Report and also on the Company's website.
• Rights of Security Holders to Ask Questions: In compliance with Rule 19.12(c) of the Nigerian Stock Exchange's Rulebook 2015, a member and other Security Holder of the Company have a right to ask questions not only at the Annual General Meeting, but also in writing prior to the Meeting, and such questions must be submitted at least one week before the meeting. Kindly send all questions to [e-mail].
• E-AnnualReport: The electronic version of the annual report (e-annual report) can be downloaded from the Company's website www.universalinsuranceplc.com. The e- annual report will be emailed to shareholders who have provided their email addresses to the Registrars. Shareholders who wish to receive the e-annual report are kindly requested to send an email to [e-mail] [e-mail].
• Website: A copy of this Notice and other information relating to the meeting can be found on the Company's website at www.universalinsuranceplc.com.

Dated This 3rd day of August 2023

BY ORDER OF THE BOARD

CHINEDU A. ONYILIMBA, ESQ.

COMPANY SECRETARY

FRC/2016/NBA/00000015776