Shareholders have expressed divergent views over the “modified” Annual General Meetings (AGM) guidelines issued by the Corporate Affairs Commission (CAC) for quoted companies to hold the event amid COVID-19 pandemic.
Many companies had either postponed their earlier scheduled 2020 AGM or adjusted the planned dates as a result of the ravaging COVID-19 pandemic which has claimed hundreds of thousands of lives across the globe.
However, shareholders who spoke to NEXTMONEY from different parts of the country, through the telephone, expressed mixed feelings on the development.
While some applauded the modality as it afforded a unique window for companies to pay the shareholder dividends to cushion the biting effects of the COVID-19 pandemic, others regretted that it denied them the opportunity to interact and make meaningful contributions to the proceedings.
“The companies should be commended for adopting the modality which enabled them to have the proposed dividends approved for payment. Dividend is what matters. We are in a case of emergency and people should be able to enjoy returns from their investments,” said Boniface Okezie, National Chairman, Progressive Shareholders Association of Nigeria.
The chairman, Ibadan Zone Shareholders’ Association, Eric Akinduro, also commended the companies for holding the AGM amidst the rapid spread of the COVID-19 pandemic.
He said “paying the dividends at this critical time is commendable because life is involved and we live in a world of change. Nothing is permanent, so devising the means of paying the shareholder dividends in good time without having to wait eternally for the end of the Coronavirus is something worth commendable.”
On her part, Mrs. Bisi Bakare, National Co-ordinator, Pragmatic Shareholders’ Association of Nigeria said, “These are trying times. What should be paramount to us now is our dividend. Many companies will still hold their AGM after the COVID-19 pandemic. I am glad that appropriate measures were devised to hold the event during the government ordered lockdown.”
However, Emmanuel Ekeleme regretted the modified pattern of holding this year’s AGM because it would not afford shareholders the opportunity to ask critical questions and make meaningful contributions.
“It is not just about dividend. The future of the company matters. Many companies did not pay dividends for a long time and may not still pay this year. The shareholders need a forum to ask critical questions on the Annual Reports and the way the companies are run. I cannot see the need for this hurry,” Ekeleme told NEXTMONEY by telephone from Owerri, Imo State.
For Abdullahi Maigari from Kaduna, holding AGMs by proxies selected by the company leadership is abnormal. I do not see the need for the CAC guidelines to conduct the AGMs in such a “drama” style as if the world is coming to an end. “You know the poor state of our infrastructure. What about those who may not be able to link up with the proceedings online?”
Osagie Daniel, a Benin-based shareholder in Edo State, did not applaud the “modified” AGM guidelines. According to him, “what looks like AGM is not AGM”. What is being given to us is a platform for “digitalised AGM” which he said would not satisfactorily serve the purpose of an AGM.
“What about the AGM gifts for shareholders? It has been budgeted for. I know the companies will spend them on Corporate Social Responsibility (CSR) projects that consume a lot of shareholders’ fund without our approval.”
In order to check the spread of the rampaging Coronavirus (also called COVID-19) pandemic in Nigeria, the federal and state governments had adopted various measures to restrict movement of people, road traffic and flights within the country and across the nation’s borders.
Consequently, the CAC had issued the ‘Guidelines on Holding AGM of Public Companies by Proxy’, insisting that the convening and conduct of the annual event by respective organisations should be in compliance with the directives and guidelines.
The guidelines, among other things, stipulated that attendance of the AGM should be by proxy only.
Unlike in previous and conventional arrangements, shareholders were at liberty to appoint proxies who need not be members of the company but must obtain duly processed proxy forms through the companies’ registrars.
Under the COVID-19-induced CAC guideline, the choice is restricted to the list of proxies nominated by the company – usually directors and company secretaries.
The United Bank for Africa (UBA) Plc, for instance, had announced that the 58th AGM of the bank earlier postponed due to the COVID-19 pandemic would hold at the Amphitheater in its Lagos head office later in April.
“The Federal Government of Nigeria, State Governments, Health Authorities and Regulatory Agencies have issued a number of guidelines and directives aimed at curbing the spread of COVID-19 in Nigeria.
“Particularly, the Lagos State Government prohibited the gathering of more than 20 people, while the Corporate Affairs Commission (CAC) issued Guidelines on Holding AGM of Public Companies by Proxy.
“The convening and conduct of the AGM shall be done in compliance with these directives and guidelines,” the bank said in the notice published in the national dailies.
The bank added that it would bear the cost for the stamping of the duly completed and signed proxy forms submitted to the Company’s Registrars and that the AGM would be streamed live online.
“This will enable shareholders and other stakeholders who will not be attending physically to follow the proceedings.”
“In line with the CAC Guidelines, attendance of the AGM shall be by proxy only. Shareholders are required to appoint a proxy of their choice from the list of nominated proxies …” the bank stated in the published ‘Notice of Annual General Meeting’.
Only Tony Elumelu (Chairman), Kennedy Uzoka (Group Managing Director/CEO) and Bili Odum (Company Secretary) were the nominated proxies.
NEXTMONEY checks reveled that approved shareholders dividends are being paid promptly.