Capital Hotels : HOTEL PLC-NOTICE OF ANNUAL GENERAL MEETING

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 42nd Annual General Meeting of Capital Hotels Plc (The Company) will be held at 12 noon on Wednesday 17 May 2023 at Abuja Continental Hotel, Abuja for the following purposes:

ORDINARY BUSINESS

1. To lay before the Members the Audited Financial Statements for the year ended 31 December 2022, and the Reports of the Directors, Auditors and the Audit Committee thereon.
2. To re-elect Directors.
3. To elect Members of the Audit Committee.
4. To appoint Messrs Grant Thornton as the External Auditors of the Company, and to authorize the Directors to fix their remuneration.
5. To disclose the remuneration of the Managers of the Company.

SPECIAL BUSINESS

1. To fix the remuneration of the Directors.
2. To consider and if thought fit pass the following as a Special Resolution viz:

"That subject to the applicable rules of the Nigerian Exchange Limited (NGX) and subject to the compliance with other statutory requirements, the Shareholders hereby approve the voluntary delisting of the shares of Capital Hotels Plc from the Nigerian Exchange Limited (NGX)."

Notes:

1. Proxies

A member entitled to attend and vote at this Annual General Meeting is also entitled to appoint a Proxy to attend and vote in his or her stead. A Proxy need not be a member of the Company. A Proxy Form is attached to the Annual Report. The Proxy Form must be stamped by the Commissioner for Stamp Duties. Valid Proxy Forms must be lodged with the Registers not later than 48 hours before the meeting.

2. Audit Committee

In accordance with section 404 (6) of the Companies and Allied Matters Act 2020 (CAMA), any Member may nominate a Shareholder as a Member of Audit Committee by giving notice in writing of such nomination to the Secretary of the Company at least 21 days before the date of the Annual General Meeting.

3. Closure of Register

The Register and Transfer Books of the Company will be closed to the public from Monday 3rd May 2023 to Friday 8th May 2023 both days inclusive.

4. Rights of Securities' Holders to ask Questions

Securities Holders have a right to ask questions not only at the meeting but also in writing prior to the meeting, and such questions must be submitted to the Company on or before 10th May 2023.

5. Unclaimed Dividend Warrants and Share Certificates

Shareholders are hereby informed that a number of dividends warrants and share certificates have been returned to the Registers as "unclaimed". A list of all unclaimed dividends will be circulated with the Annual Report. Any Shareholder affected by this notice is advised to write to or call at the Company' Registrars, Cardinalstone Registrars Limited, 358 Herbert Macaulay Road, Yaba, Lagos State during normal working hours.

6. Website

A copy of this Notice and other information relating to the Annual General Meeting can be found on the Company's website at www.capitalhotelsng.org

BY ORDER OF THE BOARD

Alex Ugwuanyi Esq.

FRC/2017/NBA/00000016473

For: Ifebunandu & Co

Company Secretary

29 March 2023