Welcome you all to the eleventh annual general meeting of Seplat Energy Plc. Based on the information provided by the registrars and confirmed by the company secretary, there is a quorum for this annual general meeting, and I hereby declare the meeting open. But before we commence the business for today, can we have the national anthem? May I now call on a shareholder to lead us in prayer? Can I see which shareholders are-
Let us pray. Let us pray. Father, in the name of Jesus, almighty God, we thank you for another opportunity to come together to look at the scorecard of our company, Seplat. Father, we pray that you take absolute control in the name of Jesus. Lord God, we pray that information that will transform this company for better, let such be disseminated at this meeting this morning in the name of Jesus. At the end of the whole exercise, Lord, your name alone shall be glorified. In Jesus' precious name, I pray. In the name of Jesus, amen. Thank you.
Amen. I believe that was Dr. Alex Adio. I thank you. Thank you very much. Dear shareholders, this meeting is being held virtually in compliance with the Business Facilitation (Miscellaneous Provisions) Act, of 2023. This act is aimed at promoting the ease of doing business, enhance productivity, and ensure transparency in Nigeria. Section 11 of the Business Facilitation (Miscellaneous Provisions) Act, 2022 amended Section 240, Subsection 2 of the Companies and Allied Matters Act, which empowers public companies to hold their annual general meetings electronically. Therefore, in compliance with the amended provisions of the law, this meeting is being held virtually, with the link published in the notice of this meeting and on the company's website. Also note that this AGM is being streamed live and can be viewed by all in real time.
We would like to assure all our distinguished shareholders that the proceedings for this meeting will be conducted in a timely manner. At this point, let me proceed by introducing members of the board of Seplat Energy Plc, some of whom are present here with us and others by virtual participation. I start with Mr. Roger Brown, the Chief Executive Officer. Thank you. Then Mr. Samson Ezugworie, who is the Chief Operating Officer. Thank you very much, Samson. The next is Mrs. Eleanor Adaralegbe. She's the Executive Director and Chief Financial Officer designate. Then next is Dr. Bello Rabiu, who is the senior independent non-executive director. Then next is Mr. Olivier Cléret de Langavant, non-executive director. Then next is Mr. Ernest Ebi, who is a non-executive director. The next is Mr. Kazeem Raimi, another non-executive director.
Then next is Madam Nathalie De lap alme, a non-executive director. Then next is Mrs. Bashirat Odunewu, independent non-executive director. Thank you. Then next is Dr. Emma Fitzgerald, independent non-executive director. Then next is Ms. Koosum Kalyan, independent non-executive director. Then next is Mr. Christopher Okeke, independent non-executive director. Then Mr. Babs Omotowa, independent non-executive director. And finally, I get to myself. My name is Udoma Udo Udoma, your independent non-executive chairman. I would also like to introduce the company secretary, Mrs. Edith Onwuchekwa.
We also have representatives from the following regulators and professional bodies with us online. You have first Ms. Brenda Unu from the Nigerian Exchange Limited. Then you have Mr. Graham Omenka from the Securities and Exchange Commission. Then you have Mr. Hussaini Ishaq Magaji, the registrar general, Corporate Affairs Commission. We're indeed honored to have you present in person.
Thank you very much. We also have Mrs. Abisola Atitebi from PwC, our external auditors, and our registrars, DataMax Registrars Limited, who are our Nigerian registrars, and Computershare Investor Services, who are our UK registrars. Also joining us online are members of the Statutory Audit Committee for the year 2023 as follows: Mr. Abayomi Adeyemi, who is a shareholder representative and who is the chairman. Then you have Mr. Nornah Awoh, a shareholder representative. Then you have Hajia Hauwa Umar, also a shareholder representative. The two board representatives have already been introduced. They are Mrs. Bashirat Odunewu and Mr. Kazeem Raimi. Dear shareholders, to facilitate the smooth and effective conduct of this meeting, which, as I said earlier, is being streamed live, we appeal to everyone to please observe the following rules of engagement.
One, if you wish to speak, please indicate by clicking on the Raise Hand icon, because if you don't do that, I will not see you, and I will not be able to call you. So please indicate by clicking on the Raise Hand icon. When called upon to speak, please state your first name and surname before you proceed to make your comments. This is important so that it can be properly re-recorded. Kindly keep your comments and questions brief so as to ensure that other people are given a fair opportunity to also participate. If you encounter any issues during this meeting, please click on the chat box, and our representatives will be on hand to assist you. We'll be monitoring the chat box, so please just click on it.
The register of directors' shareholding and the record of attendance, as well as the annual reports, are available on the company's website. Please note, distinguished shareholders, that there will be an opportunity to second each resolution put to the meeting. At this stage, may I call on the company secretary to read the notice of the meeting?
Thank you, Mr. Chairman. Dear ladies and gentlemen, the notice of this meeting is on page 297 of the 2023 annual report and is accompanied by the list of unclaimed dividends. The notice was published in the following two national dailies: The Leadership newspaper and The Nation newspaper, both dated 23 April 2024, in accordance with Section 246 of the Companies and Allied Matters Act 2020. With your kind permission and approval, Mr. Chairman, may I take the notice of meeting as duly read?
Permission is granted, Mrs. Onwuchekwa. The notice of meeting is hereby taken as read. In line with Section 248 of the Companies and Allied Matters Act 2020, the resolutions for this meeting will all be taken by poll, except the resolution for the election of members of the Statutory Audit Committee, which shall be conducted electronically, reflecting a show of hands. Proxy forms duly submitted to the registrars prior to this meeting have been collated by the registrars, indicating that some shareholders have already voted on the resolutions. I will now invite the registrars to explain the voting process. Registrars, please.
... Thank you, Mr. Chairman. Esteemed shareholders, please be informed that we have captured valid voting details for a total of 264 shareholders, received by way of proxies, totaling 307,182,037 units of shares, representing 52.2% of the company's issued share capital. As you vote on the resolutions that will be announced by the chairman, kindly note that the voting results would be inclusive of these pre-captured votes. We have put it together a short video that would guide you on how to use the online voting platform. Please watch.
Welcome to Seplat Energy Annual General Meeting 2024. Please follow these steps to cast your vote and ensure your devices are internet-enabled before the voting session begins. Prior to this time, an email invite has been sent to those with email addresses.
Please refer to the earlier invitation received via mail to enable you access the online voting link and token. Click on the online voting link sent to you and enter your unique token received. Click the Continue tab. This will then take you to the online voting platform dashboard. As soon as the voting starts, the specific resolutions will appear on the screen, with the voting options: for, against, or abstain displayed. Simply select the option of your choice. Voting will be open for one minute only. Please note, you can change your vote within the one-minute window by simply clicking on another option. Once the voting period ends, your last selected voting option will be registered as your final vote. Thank you.
Thank you very much to our registrars for that detailed explanation. Distinguished ladies and gentlemen, we will now proceed to the first item on the agenda, which is to receive the company's 2023 annual reports and accounts. This includes the directors' reports, auditors' reports for the year ended 31 December 2023, and the audit committee report. The 2023 annual reports and accounts have been circulated to all of you ahead of this meeting. I hereby lay before this meeting, this is it, the 2023 annual report and accounts for the year ended 31 December 2023, together with the reports of the directors, auditors, and the Statutory Audit Committee reports. Will a shareholder kindly receive the report on behalf of the meeting? Can I call on... I think I see some names there. Eric Akinduro.
Yes, Mr. Chairman. Good morning, Mr. Chairman. Good morning, my fellow shareholders, and, good morning, regulators, particularly shareholders that are watching us all over the world. My own name is Eric Akinduro. Firstly, Mr. Chairman, I need to congratulate you and to welcome you into this, highest post in Seplat. And one thing I know is that you are not a novice in the capital market. Your coming to this Seplat, definitely, I believe, will help our company. Not only that, able to have a very robust, mutual relationship with all the stakeholders. So, Mr. Chairman, I welcome you into this, Seplat. And also, Mr. Chairman, I need to congratulate the President of Nigeria, His Excellency Bola Ahmed Tinubu GCFR, and our company, Seplat, even the entire shareholders, for the commissioning of ANOH Gas Processing Plant yesterday.
In fact, this was, this was a very milestone development in the history of our company. So I believe that this plant will create more jobs for Nigeria, and not only that, more gas supply into the power sector of our economy. So I really commend this, our company, for taking this serious step and for the achievement of this great feat for our company. And, briefly, Mr. Chairman, I only have few questions which I want to ask you. And only just before that, Mr. Chairman, looking at our annual report this year, I realized that this is the first time that we are having the report of the outgoing chairman and the incoming chairman together in one annual report.
This is very commendable, and it's very good for corporate governance and for we shareholders to know that we have a good relationship with the outgoing and the incoming. So I commend the leadership of this company for that. And quickly, Mr. Chairman, to page 290, note 26.3. I read it there that we downsized our workforce from 531 to 432, almost taking about 100 people into the labor market. I want you to explain to us, Mr. Chairman, despite the fact that we are, we are making progress and we are expanding, why do we have to downsize our staff to that level? And also, Mr.
Chairman, on page 288, note 22.1, I read it there that we have an intercompany payable to Seplat West Limited, to the tune of NGN 2.3 billion from NGN 879.997 million last year. So, Mr. Chairman, I will need more explanation on this. And also, on the concluding part, Mr. Chairman, what are we doing to increase our sustainable energy as a way to reduce the impact of our operations on the environment, particularly our plan towards eliminating of gas flares in Nigeria? So I want you to throw more light on this, Mr. Chairman. And finally, Mr.
Chairman, on the payment of dividend, I want to commend our company for regular payment of dividend and the conversion ratio, but I want the registrar to be up and doing, because when you look at the rate of the unclaimed dividend, it's getting higher and higher every day. Let the registrar try to put some machinery in place to ameliorate the pains of shareholders in getting their dividends as declared. On this note, Mr. Chairman, I appreciate you for giving me the opportunity. Thank you.
Thank you very much. Your questions have been noted, but this wasn't actually the time for questions, but they've been noted, and at the appropriate time, answers will be given. And I thank you for the welcome, very warm welcome you gave to me, and I thank you for the comments you made about the ANOH Gas commissioning yesterday, where we're very grateful for the support and the favorable comments. Now, being cognizant of time constraints, with your permission, may I consider the 2023 annual report and accounts, including the directors' report, as duly read? I would like to call on a shareholder to please adopt the report as duly read. Please note, just to adopt the report, no questions at this time. Thank you. Can I call on Mrs. Adebisi Bakare to please adopt the report? Thank you.
Thank you, Mr. Chairman. Hello? Can you hear me, sir?
Hey.
Hello, sir?
We can hear you very clearly.
Okay, we can hear.
Very clear.
Okay. Thank you very much, Mr. Chairman, for the opportunity. I want to appreciate and commend the entire board, management, and staff of Seplat Energy for having today's meeting as virtual meeting. This is highly commendable. This can enable us to do other things today in our office immediately after today's meeting. So, we encourage other shareholder and companies to virtual meeting. Having said that, Mr. Chairman, I've sent my questions through the company secretary. That is, Madam Company Secretary. I sent my questions to her, so I'm going to be very, very brief. I'm not going to take much of your time. My first question is going to be that: What is your 2024-
Do we still have you online, Mrs. Bakare? It's just to indicate that since you've sent your questions, what I was asking for was to adopt the report as duly read. Do I take it that you have done so, so that we can proceed?
Sorry.
Thank you.
I'm sorry. I second the motion. I'm very sorry, Mr. Chairman. It's like I didn't get you very well. I second the motion. Sorry, sir.
Thank you very much, Mrs. Bakare, for adopting the report. It is now time to read the chairman's statement. Distinguished shareholders, the chairman's statement is on pages 20 to 22 of the report, and with your permission, I shall consider the chairman's statement and directors' report as duly read. In line with Section 388, Subsection 2 of the Companies and Allied Matters Act, I will now call on the representative of PwC to present the auditor's report for the year ended 31st December 2023. Please proceed, PwC. Thank you.
Good morning, Mr. Chairman. My name is Abisola Atitebi, a partner at PricewaterhouseCoopers, PwC. Independent Auditor's Report to the members of Seplat Energy Plc. Report on the audit of the consolidated and separate financial statements. Our opinion. In our opinion, the consolidated and separate financial statements give a true and fair view of the consolidated and separate financial position of Seplat Energy Plc, the company, and its subsidiaries together, the group, as at 31st December 2023, and of their consolidated and separate financial performance, and their consolidated and separate cash flows for the year then ended, in accordance with International Financial Reporting Standards and the requirements of the Companies and Allied Matters Act, and the Financial Reporting Council of Nigeria Amendment Act, 2023.
What we have audited: Seplat Energy Plc consolidated and separate financial statements comprise the consolidated and separate statement of profit or loss and other comprehensive income for the year ended 31 December 2023, the consolidated and separate statement of financial position as at 31 December 2023, the consolidated and separate statement of changes in equity for the year then ended, the consolidated and separate statement of cash flows for the year then ended, and the notes to the consolidated and separate financial statement, which comprise a summary of material accounting policies.
We conducted our audit in accordance with International Standards on Auditing, ISAs. Our responsibilities under those standards are further described in the auditor's responsibilities of the audit of the consolidated and separate financial statements of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion. That is our opinion, Mr. Chairman.
Thank you very much, Mrs. Atitebi, for presenting the report of the auditors. Before I entertain questions, I would also like to call on the chairman of the Statutory Audit Committee to present the committee's report to the shareholders. So Mr. Adeyemi, please, can you present your report? Thank you.
Thank you very much, Chairman. Good morning, fellow shareholders. The Statutory Audit Committee report is on page 162 of the annual report and accounts. Please join me as I read the report. In the financial year ended 31 December 2023, the committee held 4 meetings, dates and attendance records for which can be seen in the table above. In compliance with Section 404, Subsection 7 of the Companies and Allied Matters Act 2020, we, the members of the Statutory Audit Committee, have reviewed the financial statements of the Company for the year ended 31 December 2023, and the reports thereon, and confirm as follows: 1, the accounting and reporting policies of the Company are in compliance with legal requirements and agreed ethical practices.
Two, the scope and planning of audit requirements were, in our opinion, adequate and compliant with legal requirements and best practice. Three, we have reviewed the findings on management letter in conjunction with the external auditor, and we are satisfied with the response of management in dealing with such findings. Four, the Company's systems of accounting and internal controls are in compliance with legal requirements and best practice, and we have, in response to these matters, made the required recommendations to the auditors of the company. And in addition to the foregoing, we, the members of the Statutory Audit Committee, conducted the following business during the year.
We reviewed the 2023 external audit plan and the 2024 internal audit plan, including an assessment of the external auditor's independence, and we also reviewed the proposed 2024 budget and work program. This report is signed on behalf of the Statutory Audit Committee by me, Abayomi Adeyemi. Thank you very much, Chairman.
Thank you very much, Mr. Adeyemi, for presenting the report of the Statutory Audit Committee. Now, before we take any questions on the company's 2023 annual reports and accounts, I would like to inform our shareholders that yesterday, the company had the pleasure of having the President of the Federal Republic of Nigeria, His Excellency Bola Ahmed Tinubu, GCFR, commission the ANOH Gas Processing Plant. Most of us were there. I was there personally, the managing director, the top management.
We were really delighted that this project has been commissioned by Mr. President himself. So we all look forward to first gas in the Q3. As you know, the mechanical completion of the ANOH Gas Processing Plant, we had announced that it had been completed on the 29th December 2023, and we look forward to first gas in the Q3.
Secondly, Seplat is currently engaging with the federal government, as well as the NNPC, to resolve all the issues relating to the completion of the Mobil Producing Nigeria Unlimited acquisition, and we are making progress. We are aware that the federal government is very keen on increasing production levels in the country, so we believe that very soon the acquisition will be completed. At this point, I would be pleased to answer any questions that any of you shareholders may have on the annual reports and accounts of the company before we proceed any further.
Just some housekeeping. Please, if you want to ask a question, indicate your interest by raising your hand electronically, and I will call upon you to ask your question. When called upon, please state your name clearly and endeavor to be brief. Please, endeavor to be brief.
I humbly urge each person who asks a question, please do not repeat what has been said or asked before. All the questions will be taken together, and responses provided accordingly. So if you are, please indicate electronically. Can I call on Patrick Ajudua to ask the first question?
Mr. Chairman, good morning, sir. Good morning, sir.
Good morning.
My name is Patrick Ajudua. I want to welcome you and the entire board and management to this, AGM, and to state our joy that the company, Seplat, has been recording a lot of significant progress despite so many challenges on their way. I want to commend our former chairman, Engineer Basil Omiyi, for the great work that he has done, because he has achieved so much during his time in ensuring that corporate governance is accelerated, accentuating productivity by more than 80%, and of course, ensuring consistent dividend payments.
We want to wish him good luck in his future endeavor. And to you, this chairman, we welcome you. We ask the Almighty God to assist you to steer the ship of the company to a greater heights. We won't forget the company secretary, who I will call a great general, Mrs.
Edith Onwuchekwa. She's an epitome of greatness. She knows what we call engagement with shareholders, and of course, her teamwork with all our staff have ensured a smooth AGM that we're having today. We celebrate you, and we thank you, Mrs. Edith Onwuchekwa. We welcome Mr. Alhaji Rabiu Bello and Mrs. Eleanor, both replacing Dr. Charles Okeahalam and Mr. Emeka Onwuka. We pray that your coming on board will add value to the company. Mr. Chairman, on page 21, I will be asking you the outline...
To outline your growth opportunities for 2024, starting from the Sibiri, which came on stream just a few weeks after the FDP approval. Also, how far is the resumption of operation on the Trans Niger Pipeline, with reference to OML 53? On that same page, Mr. Chairman, page 21, I want to commend the dividend declaration of $0.03 by Seplat.
They have earlier given us a special dividend of $0.03. What a wonderful thing, and this is a reassurance that investors needed to continue to invest in the company. Mr. Chairman, on the divestment of our investment with the Nigerian Upstream Petroleum Regulatory Commission, we urge them, as you have stated earlier, to fast-track this completion of MPNU in order for us to commence operation. This deal will turn around the company to a greater level. I want to comment also the financial performance. We saw the gross earning grew up to NGN 696 billion. We want to state that the company has been doing well, and also there is also a provision for the commissioning, which we'll be asking you to explain more to us.
Our trade receivable also increases, showing us the need to also improve our collectivity, while we should try to reduce our exposure. Mr. Chairman, I want to comment the issue of the oil theft, which have reduced in Niger Delta. It's a source of concern to us, but we are very hopeful that with stakeholder joining hands together, we will be able to achieve a greater level of sanity in terms of security of the pipeline. Finally, Mr. Chairman, I want to commend you and the board for what—for the ANOH project, which you have stated. We hope that we'll continue to sustain this positive trend and also to ensure that we continue to expand into the mainstream of gas processing, which is aimed at reducing carbon emission.
Our prayer and our anticipation as shareholder is that the company will continue to grow more stronger despite the difficult economic challenges that we have now. Thank you, and God bless you, sir.
Thank you very much, Mr. Ajudua. Your questions are noted, and they will be answered together with other questions. Thank you very much. I'd like to call on Hamza Rilwan to ask the next question. Thank you.
Okay. Thank you very much, Mr. Chairman. Good morning, everybody. My name is Prince Hamza Rilwan. Mr. Chairman, I would not like to repeat what earlier speakers have said, including but not limited to welcoming you and, congratulating us, especially on your appointment, your humble self being, an indefatigable attorney, as well as our indefatigable company secretary, whom Patrick had referred to as a general. I must commend the organization of this annual general meeting, as well as the, spirit with which the company secretariat have been able to attack the many, barrage of attacks from some people through the past years. Mr. Chairman, I will be very short and precise, and, my question will be around this, oil rig, Majestic oil rig that capsized last week... last year, I think around 15th of August or thereabout. Mr.
Chairman, I'd like to know what is Seplat's percentage holding in that oil rig? Having said that, I would also like to ask, what level of back checks do we do on people or entities with whom we enter into contractual agreements? I think that will be all for now. Thank you very much, and God bless.
Thank you very much, Hamza, for being precise and sticking to just one or two questions. Okay, I think I had called on Mrs. Bakare to support a motion, and she wanted to ask a number of questions. Let me call on her now to ask the questions that she wanted to ask. So please, this is the time to ask the question. Thank you. Okay, I think maybe she is having difficulty tuning in. Let me call on Olatunji Bamidele. Is he to ask the question? What about Farooq Umar? Is Farooq Umar on?
Mr. Chairman, good morning. Hello, Mr. Chairman?
Good morning. Good morning. We can hear you. Go on, Farooq.
How are you?
Thank you.
Thank you for giving me the opportunity. You have asked us not to repeat what other shareholders have said, but on your appointment, I think it is desirable that I say a word or two. Because you, at one time, were the chairman of Securities and Exchange Commission. So with that appointment, with your experience, we are happy today to have a former chairman of the Securities and Exchange Commission as our chairman. Being a legal practitioner, we believe you will give the board the fitting leadership, and we welcome you to the board. Mr. Chairman, I also want to comment on the quality of the audit committee.
It will please you to know that the members we have on the audit committee, I will say, without mixing words, that it is one of the best we have in the industry. We have two members who are fellows of ICAN, and then we have one of us, Nornah, who is very knowledgeable and who we believe, in all the AGMs we attend, he has become a leader in analyzing accounts. I don't think we would ever have a better audit committee membership like we do have now. And also, Mr. Chairman, we have seen the mix. We have two males and a female on the audit committee. Mr.
Chairman, I would also join one of our colleagues in thanking the company secretary, Edith, who has been very, very accessible to us. We related with her on the company she served before coming to Seplat. And when we saw her being appointed as the company secretary, we were delighted, and we knew that Seplat had done the right selection. We pray God will assist her in carrying her assignment. Mr. Chairman, I'm also happy to say that Seplat has been helping the nation in the sense that the tax we are paying the government is in $ billions. And with the current foreign exchange position the country is in, Seplat is really helping us in earning foreign exchange.
Not to talk of the dividend that we have been getting in dollars, which has never gone down. So, Mr. Chairman, we are also happy to say that we have... This is one of the three companies I have seen in the capital market, having so many independent directors, and this is very good for corporate governance. Seplat being having a dual listing, is a company that has the highest corporate governance adherence. I believe that we are very up-to-date on corporate governance, and I hope the company will keep it. Of course, everybody is happy that the president has commissioned the ANOH Gas Project.
I commend the government because it appears that the government is focused, and I believe by a year or two, we will be able to address, government will be able to address the energy issue, electricity, and so on. And I think this again will help us in our business. And finally, I also welcome the new directors. And believe me, Mr. Chairman, again, looking at the composition of the board, we commend Seplat for the kind of directors that are brought on the board. Thank you very much.
Thank you very much, Farooq. We, we'll just take one more. Oludewa Thorpe?
... Thank you, Mr. Chairman, for giving me this opportunity. My name is Oludewa Thorpe, as chairman, as I now, as I mentioned. I would not want to repeat any of the comments that have been made by my fellow shareholders. In any case, I've also sent two questions to the secretariat, so I hope that those two questions will be answered along with the others. But I want to commend the company and management and the board and management generally for the smooth transition that has taken place. If we look at page 6 and 7, and 66 and 67, it tells us, gives us the historical journey of the company from 2009 to 2024.
From the founder, owner, chairman, MD, to the current independent chairman and independent CEO. And when I looked at page 66 and 67, I saw that there was only one member of the senior leadership team who was there even in 2010. So, I congratulate the board the way it is renewing the leadership team. The company, I congratulate the company, the way it's renewing the leadership team, that is very good for our company, for corporate governance, even for everything. I think that is a very good move. The... I have only one question, which I want to ask, which is different from the ones I have written down, and that has to do with, it's on page, on page 28, 64, and 83.
You stated there that the company pursues its growth strategy through mergers and acquisition, and I noticed that I—with the announcement of the divestment by the international oil companies, I saw somewhere, I think at page 64, where it stated that Seplat was reviewing two potential acquisition opportunities in the compressed natural gas and renewable power sector. I just wondered that, is this part of the divestment by the IOC, or is this a new acquisition that is different? So that's just a question I have. I just want an answer. Thank you.
Thank you very much, and thank you all for all the questions. What I will do is I will call on the managing director to take most of the questions and when necessary get support from the financial director as well. And then at the end, I may make one or two comments. So please, over to the managing director.
Thank you, Mr. Chairman, and thank you, shareholders, for those questions. So I'm gonna start with the question that Mr. Eric Akinduro asked at the start of the meeting. Okay, he asked specifically around page 290 of the annual report, which is on downsizing of... His question is around downsizing of workforce. What I'd say that, that the workforce hasn't been downsized. He, at 290, you're looking at the company account, the company itself, the holding company. If you reference page 253 of the annual report, you will see the group staff numbers, and they are similar to last year. They are 588 staff versus 592 staff. So there's a very small reduction there, and it's in normal business operations.
There's a question he had on, on page 288 regarding the intercompany payable at Seplat West. That's a, it's 100% owned by the Seplat Group, and that, that intercompany payable just relates to the interactions between the holding company and Seplat West, and obviously, it being the biggest operation we have, has the biggest balance. And his third question was around sustainable energy and the impact they have, and it's a good question. What we're doing in, you know, sustainability is where we put it part of our middle of our strategy. The biggest thing that we are doing is obviously eliminating routine gas flares, and we've, we have committed to completing that by H2 2025. And we're on track to deliver that.
So we're confident we can do that, and that will have a very material impact in our carbon emissions into the atmosphere. And then the last comment, I think, was on payment of dividends and unclaimed dividends. And again, yes, we work very hard every year with our registrar to ensure unclaimed dividends are claimed. The second question, bunch of questions were. Well, I will deal with Mrs. Adebisi Bakare first because she did send in her questions, and she has four questions. One around trade receivables and referencing on page 283, that the trade receivables have increased. If you look on the naira, you will see a lot of balances have materially changed from 2022 to 2023. That's down to the weakening of the naira against the USD.
Seplat's business is majority a US dollar-based business in terms of the gas, the oil versus the gas, and therefore, when we translate into naira, you can see quite big swings in balances. But if you look in the dollar amounts, they're not materially different. She also asked a question on the 2024 outlook, which is another question that was asked elsewhere. On the outlook itself, if you look at Q1 2024, we actually had a strong quarter in terms of our production. Our production is at around 49,000 barrels of oil equivalent. It's the upper end of our guidance range for this year, which is 44,000-52,000 barrels of oil equivalent, and we expect that to continue through the quarter.
So it's a strong start to the year for us as a business, and we continue in terms of our drilling. We were gonna drill 13 wells this year. We are on track with the forecasting of delivering those 13 wells by the end of the year. She then asked around portfolio diversification and what steps we're taking to diversify, and if you look at our strategy, which is laid out in the annual report, that strategy is a diversification strategy. And it's looking at from our upstream oil and gas business in Pillar One to our midstream gas processing business, which we are growing quite rapidly in Pillar Two. You can see that with the ANOH gas plant and the Sapele gas plants, which are coming on stream this year.
And the third one is branching out into electricity, both gas to power and also renewable energy, and that will then give us a diversified energy mix that is right for Nigeria, and that's an important point. And then the fourth question was around operational efficiencies. What are we doing to do this? And we have a very focused attention on cost reduction around the line items, so we try to do that. At the same time, as actually driving through our efficiencies, but bearing in mind that what comes number one for us is safety, health, and safety, asset integrity, and proactive maintenance of our assets and everything else, which obviously comes at a cost. So thank you for those questions. Then my...
The third questions came from Patrick Ajudua, and he's mentioned: What's the 2024 outlook look like? And I've just answered it. We're on track for that. He asked specifically around the resumption of the Trans Niger Pipeline, and that is the one that takes our eastern production into the Bonny Terminal. We're glad to say that the Trans Niger Pipeline is now open. It is being managed very carefully, and therefore, we expect that to ramp up into full flow in production over time. He then made some comments around dividends, MPNU, commissioning, receivable, oil theft, and the ANOH gas plant, which I think have been addressed. The next one came, questions came from Mr.
Hamza Rilwan, and he asked specifically around the Majestic incident in August last year, and also around contractors. Let me just start by saying that this tragic incident in August last year reminds us of the risks that we face in this oil and gas sector. I wanna start by reiterating our thoughts and prayers to the affected families of the deceased. This incident was you know something that we treated extremely seriously. He asked specifically what was our shareholding in the rig, and the answer, simple answer to that is it's owned by Depthwize. Seplat has no shareholding in it.
That said, we gave everything of resource we could to support it, and we continue to give support to the regulator, as the investigation is being completed, and the findings from the investigation have now been implemented into our operations. Then, let me just deal into the contractors. We have a very thorough contracting process. We have a vendor forum every year, which we outline those, and that process is very robust, ensuring that all our contractors go through a due diligence and an ongoing testing, and we're confident that that is in compliance with all the regulations. We then move on to, I guess the final set of questions, from Mrs. Oludewa Thorpe, and she actually sent in her question, so I'll just read the two questions specifically she asked, and then she added a third one.
Her question was around the events of Q2 last year and what impact that had on our employees, and what we were doing about the employees to make sure that we kept morale in line with them. Let me just say that the events of last year, Q2, are largely behind us, but obviously, the impact that has on employees is very critical. So what we have is, every year, every October, we have a staff survey called the Seplat People's Voice, and that looks into a whole range of attributes of our business, where staff speak, and then we take that very seriously at the board level and through the management and the senior leadership team.
I'm glad to say that when we did that in October 2023, I think the results were better than previous years. But we've gone through a very extensive culture review using external parties at the leadership team and also through the other layers downwards. We have quarterly staff town halls, and our style with that now is to have a much more open forum, where staff can ask questions. And we have a number of groups where we're working through to address any issues that the staff have. One of which is the JCC, which are our monthly meetings, where we engage with the cooperative staff. So we take it very seriously in ensuring that staff morale is kept high.
So you then had a specific question around the gas business and around sometimes. In the report, you'll see our gas business into power is 25%, sometimes it's 30%. The reason why is because if we look back, what we estimate is that the gas to power in Nigeria is around 4-5 gigawatts, effective on a daily basis. And with Seplat's gas supply into that, if you do the range, it goes between 25%-30%.
So we're quite a material, gas supplier in the country. And then the last question, before I hand back to chairman, was around the, divestments of majors, and then specifically around the CNG and renewable energy opportunities. They are not divestments of majors. These are new opportunities, and we are looking through those to see if they fit within our strategy. Thank you very much. Back to you, Chairman.
Thank you very much, Roger, for the detailed responses and clarifications provided. I believe you've covered every, all the questions that were asked. What I would like simply to say is to thank the shareholders. Thank all the shareholders for the very, very warm welcome I have received, and thank you for the nice things and the kind things you've said about me. I want to assure you that I intend, as chairman, to build on the successes of Seplat. We will continue our position, and as the leading energy provider in Nigeria, we'll also ensure that we make continue to make good returns to all our shareholders. That is the commitment I make coming in as your chairman. Thank you very much.
I hereby propose that the 2023 annual report and accounts, directors' report, auditors' report for the year ended 31st December 2023, and the audit committee report be adopted as presented. Will a shareholder please second the motion? Can I call on Ismaila Adamu? Is Ismaila there? Okay,
Hello?
Okay, go on.
Hello, sir.
Mm.
Are you hearing me?
Yes, we can hear you.
Yeah, I second the motion for the adoption of the report of the directors, auditors, and statutory audit committees. Thank you very much, sir.
Thank you, Mr. Ismaila Adamu. At this stage, I'd like to call on shareholders please to cast your votes while the registrars proceed with the voting process. Over to you, registrars. Please cast your vote while the registrar carries on with the voting process. Thank you.
Thank you, Mr. Chairman. Esteemed shareholders, if you have already logged on to the voting platform, kindly ensure to refresh your voting page. If you are yet to log in to the platform, take a look at your email as received, click on the voting link, enter your personalized voting token, click on Continue, and wait for the prompt to cast your vote. You have only one minute to vote on each of the resolutions. Voting will now commence. Please cast your vote in line with your voting decision.
Please cast your votes. We have 10 seconds more. Voting has now ended. At the end of this voting, we have 292 votes, representing 303,969,252 units of shares voting in favor of the resolution. Thank you, Mr. Chairman.
Thank you, registrars. With that result, I hereby declare the motion unanimously carried. The second item on the agenda is to declare a final dividend recommended by the Board of Directors of the company in respect of the financial year ended 31 December 2023. During the board meeting held on 28th February 2024, the Board of Directors recommended a final dividend of $0.03, which is the equivalent of NGN 39.30, at the exchange rate as of 25th April 2024. In addition to the final dividend that was stated, the board also declared a special dividend in the amount of $0.03, which is the equivalent of NGN 39.30, at the exchange rate as of 25th April 2024.
The special dividend shall be paid separately, with a final dividend to all shareholders on or around the 29th May 2024. This will amount to a total of NGN 78.60 dividend per share for each shareholder. So I hereby propose that the final dividend of $0.03, which is the equivalent of NGN 39.30 per share, recommended by the board of directors, be accepted by the shareholders as a final dividend for the year ended 31st December 2023. And that an additional special dividend of $0.03, which is the equivalent of NGN 39.30, at the exchange rate as of 25th April 2024. Can a shareholder please second the motion? Okay, I call on Kabiru Tambari to please second the motion.
Mr. Chairman? Mr. Chairman.
Please proceed. I can hear you.
Okay, Mr. Chairman, my name is Kabiru Abdullahi Tambari.
Okay.
I hereby second the motion for the final dividend of NGN 39.50. Thank you.
Thank you very much. Shareholders, please cast your votes while the registrar proceeds with the voting process. Over to you, registrar. Thank you.
Thank you, Mr. Chairman. Voting will now come in. Please cast your votes. We have 30 seconds left to the end of this voting process. Voting has now ended. At the end of this vote, we have 307 votes, representing 307 million, 446 thousand, 996 units of shares. 100% voted for the resolution. Thank you, Mr. Chairman.
Thank you very much. It's my experience that for dividend vote, it's always 100%. So I hereby declare the motion unanimously carried. The third item on the agenda is the reappointment of PricewaterhouseCoopers, PwC, as the auditors of the company, in accordance with Section 401 of CAMA. This provision states that the retiring auditor shall be reappointed without passing a resolution, if such auditor is not disqualified under Section 401, Subsection 2 of CAMA. In the present case, PwC is the auditor of the company and is scheduled for retirement at this meeting. They have, however, indicated their willingness to continue as the auditors of the company. Consequently, PwC is hereby reappointed as the auditors of the company until the conclusion of the next annual general meeting.
The fourth item on the agenda is to authorize the board of directors to determine the remuneration of the auditors, in accordance with Section 408, Subsection 1B of CAMA. I hereby move the motion that the board of directors be authorized to determine the remuneration of the auditors for the year ending thirty-first December 2024. I need a shareholder to second the motion. Can a shareholder second the motion? Can I call on Dr. Alex Adio to please second the motion? Thank you.
Mr. Chairman, I so do. Alex Adio, Doctor. Thank you, sir.
Thank you very much. Shareholders, please cast your votes while the registrars proceed with the voting process. Over to you, registrars.
Thank you, Mr. Chairman. Voting will now commence. You may please vote. We have 30 seconds left to the end of this process. We have 10 seconds left. Please vote. Voting has now ended. At the end of this process, we have 308 votes, representing 307,385,471 units of shares. 100% voted for the resolution. Thank you, Mr. Chairman.
Thank you, registrars. I hereby declare the motion unanimously carried. Now, for the next resolution, which relates to the approval of my appointment as an independent non-executive director on the separate board, I will hand over the meeting to Mrs. Odunewu, an independent non-executive director, to conduct the process. Over to you, Mrs. Odunewu.
Thank you, Mr. Chairman. Thank you, Mr. Chairman, for giving me this profound privilege. Dear ladies and gentlemen, the fifth item on the agenda is the resolution to approve the appointment of Mr. Udoma Udo Udoma as an independent non-executive director of the company, in accordance with Section 257(1) and (2) of CAMA 2020. Mr. Udoma was appointed to the board effective 1 December 2023. Details of his profile is on page 112 of the annual report, while further details can be accessed on our website. I hereby propose that the appointment of Mr. Udoma as an independent non-executive director of the company be approved by the shareholders. Will a shareholder please second the motion? Can I call on Mr. Adebayo Adeleke to second the motion?
Thank you very much, Acting Chairman. It's my pleasure, on behalf of other shareholders, to move for the approval of the appointment of, Mr. Udoma Udo Udoma as our independent non-executive director, we believe that his coming is timely, and he will add immense value to the business of Seplat. Thank you.
Thank you, Mr. Adebayo Adeleke, for seconding the motion. At this point, I'd like the shareholders to cast your votes while the registrar will proceed with the voting process. Over to you, Registrar.
Thank you, Mr. Chairman. You may now cast your votes. We have 30 seconds left to the end of the voting process. Voting has now ended. At the end of this session, we had 312 votes, representing 307,435,672 units of shares. 100% voted for the resolution. Thank you, Mr. Chairman.
Thank you very much, Registrar, and thank you, shareholders. I hereby declare the motion unanimously carried, and let me hand over to my able Chairman, Mr. Udoma Udo Udoma. Thank you.
Thank you, Mrs. Odunewu. I wish to thank you, thank all our esteemed shareholders. I thank you for your trust and the confidence reposed in me. The next item on the agenda is the resolution to approve the appointment of Mr. Christopher John Okeke as an independent, non-executive director of the company, in accordance with Section 274, subsections 1 and 2 of CAMA. Mr. Christopher John Okeke was appointed to the board as an independent, non-executive director, effective first December 2023. Mr. Okeke's profile is on page 116 of the annual report, while further details can be accessed on our website.
So, shareholders, I hereby propose that the appointment of Mr. Christopher John Okeke as an independent, non-executive director of the company be approved by the shareholders. Will a shareholder please second the motion? Can I call on Hamza Rilwan to please second the motion? Thank you.
Thank you very much, Mr. Chairman. I hereby second the motion as moved by your humble self, Senator Udoma. Hamza Rilwan is the name.
Thank you very much. Shareholders, please cast your votes while the registrars proceed with the voting process. Over to the registrars.
Thank you, Mr. Chairman. You may now cast your votes. Please vote. We have 30 seconds left to the end of this process. Please, let's vote. Voting has now ended. At the end of this voting process, we had 308 votes, representing 307,430,566 units of shares. 100% voted for the resolution. Thank you, Mr. Chairman.
Thank you, Registrars. I hereby declare the motion unanimously carried. The next item on the agenda is the resolution to approve the appointment of Mr. Babs Omotowa as an independent non-executive director of the company, in accordance with Section 274, subsections one and two of CAMA. Mr. Babs Omotowa was appointed to the board as an independent non-executive director, effective April 1, 2024. Mr. Omotowa's profile is on page 116 of the annual report, while further details can be accessed on our website. I hereby propose that the appointment of Mr. Babs Omotowa as an independent non-executive director of the company be approved by the shareholders. Will a shareholder please second the motion? I think I can see Farooq Umar there. Please, Farooq.
Mr. Chairman, I second the motion. I second the motion, Mr. Chairman.
Thank you very much, Farooq. Shareholders, please cast your votes while the registrars proceed with the voting process.
Voting will now commence. Please let's vote.
Give me the next. So here's the next, Eric.
We have 30 seconds left to the end of this voting. Please vote. Voting has now ended. At the end of this session, we have 309 votes, representing 307,382,294 votes. 100% voting for the resolution. Thank you, Mr. Chairman.
Thank you, registrars. I hereby declare the motion unanimously carried. The next item on the agenda is a resolution to approve the appointment of Mrs. Eleanor Adaralegbe as an executive director of the company, in accordance with Section 274, subsections 1 and 2 of CAMA. Mrs. Eleanor Adaralegbe was appointed to the board as an executive director, effective from the first of May, 2024. Mrs. Adaralegbe's profile is on page 113 of the annual report, while further details can be accessed on our website. I hereby propose that the appointment of Mrs. Eleanor Adaralegbe as an executive director of the company be approved by the shareholders. So I need a shareholder to second the motion. Okay, can I call on Eric Akinduro to please second the motion?
Hello, Mr. Chairman. I second that motion. Eric Akinduro is the name.
Thank you very much, Eric. Shareholders, please cast your votes while the registrars proceed with the voting process. I think, Eleanor, you can sit down now. Yes. So over to you.
Thank you, Mr. Chairman.
Yes, thank you.
We may now vote on this resolution. We have 30 seconds to the end of this session. Please let's cast our votes. Voting has now ended. At the end of this session, we have 309 votes, representing 307,300,298 units of shares. 100% voted for the resolution. Thank you, Mr. Chairman.
Thank you, registrars. I hereby declare the motion unanimously carried. The next item on the agenda is a resolution to re-elect the following two directors who are scheduled for retirement at this meeting, in line with sections 273 and 285 of CAMA. The directors are Dr. Emma Fitzgerald and Mrs. Bashirat Odunewu. These directors are eligible for re-election and shall be presented individually. Their profiles are on pages 114 and 115 of the annual report, and also accessible on the company's website. Let me begin by presenting Dr. Emma Fitzgerald, who is eligible for re-election as an independent non-executive director of the company. I hereby propose that Dr. Emma Fitzgerald, who is retiring by rotation, be re-elected as an independent non-executive director of the company. Will a shareholder please second the motion? Can I call on Mrs. Adebisi Bakare?
Thank you, Mr. Chairman. My name is Mrs. Bakare Adebisi. I second the motion. Thank you, sir.
Thank you very much. Shareholders, please cast your votes while the registrars proceed with the voting process. Over to you, registrars.
Thank you, Mr. Chairman. Shareholders, please cast your votes now. We have 30 seconds left for this voting session. Please, let's vote. Voting has now ended. At the end of this voting session, we have 310 votes, representing 307,427,553 units of shares. 100% voting in favor of the resolution. Thank you, Mr. Chairman.
Thank you, registrars. I hereby declare the motion unanimously carried. As I indicated earlier, also eligible for re-election is Mrs. Bashirat Odunewu, who is an independent non-executive director of the company. I hereby propose that Mrs. Bashirat Odunewu, who is retiring by rotation, be reappointed as an independent non-executive director on the board of the company. Will a shareholder please second the motion? Let me call on Olatunji Bamidele to please second the motion.
Thank you, my Chairman. I second the motion. Tunji Bamidele is my name.
Thank you very much. Registrars, shareholders, please cast your votes while the registrars proceed with the voting process. Over to you, registrars.
Thank you, Mr. Chairman. We can vote now on this resolution. We have 30 seconds left. Please, let's vote.... Voting has now ended. We have a total of 305 votes, representing 307,430,544 units of shares. 100% voting in favor of the resolution. Thank you, Mr. Chairman.
Thank you, registrars. I hereby declare the motion unanimously carried. The sixth item on the agenda is the disclosure of the remuneration of managers of the company. In accordance with Section 257 of CAMA, the compensation of managers of a company shall be disclosed to the members at the annual general meeting. Please refer to page 132 of the annual report for full details and disclosure on the remuneration of managers of the company. The seventh item on the agenda is the election of members of the Statutory Audit Committee. In accordance with Sections 404, subsection 3 to 6 of CAMA, several nominations were received from the shareholders. I will now invite the company secretary to read out the names of the nominees.
Thank you, Mr. Chairman. As at the time of this meeting, letters of withdrawal were received from some nominees. I will now call out the remaining nominees with their nominators, who are hereby presented for election as shareholder representatives on the Statutory Audit Committee. Number 1, Abayomi Adeyemi, nominated by Ismaila Adamu and Odesanya Olatunji. Number 2, Hauwa Sule Umar, nominated by Fuad Farooq Umar. 3, Nornah Awoh, nominated by Capital Banc orp PLC. Number 4, Adesina Olalekan Oladepo, nominated by Adesina Oluwadare Babatunde. Number 5, Musa Adekola Ajani, nominated by Adekoya Taiwo Joshua. These are the nominees, Mr. Chairman.
Thank you very much, Mrs. Onwuchekwa. We shall now proceed with the election of the shareholders' representatives on the Statutory Audit Committee. In compliance with Section 249, subsection 3 of CAMA, which states that there shall be no right to demand a poll on the election of members of Statutory Audit Committee, voting on this resolution shall be by shareholders or their proxies, present online and entitled to vote electronically. I will now call on the registrars to conduct the electronic voting for this process.
Thank you, Mr. Chairman. Esteemed shareholders, please note that you can only vote for 3 shareholders of your choice. The voting session will only last for 20 seconds. Also note that this election will be taken by vote count and not by poll. Nominees will be called one after the other, and you are required to cast your vote for your preferred nominee. If you are willing to cast your vote for Mr. Abayomi Adeyemi, please vote now.
We have 10 seconds left. Please, let's vote. Voting has now ended. If you wish to vote for Hauwa Sule Umar, please vote now. Please, let's vote. Voting has ended. If you wish to vote for Nornah Awoh, please let's vote now. We have 10 seconds left.... Voting has now ended. If you wish to vote for Adesina Olalekan Oladepo, please let us vote now. Mr.
Chairman, we apologize for the technical glitch we just had now. We would take the elections from our Hauwa Sule Umar again. Apologies for that. Please, let's vote, shareholders. Voting has now ended. If you would like to vote for Nornah Awoh, please let us vote now. Please vote. Voting has now ended. If you would like to vote for Adesina Olalekan Oladepo... Voting has ended. If you wish to vote for Musa Adekola Ajani, please vote now. Voting has ended. We have now come to the end of the statutory audit election vote.
Mr. Chairman, with your kind permission, we would like to request for two minutes to collate the election results. Mr. Chairman? Thank you, Mr. Chairman. At the end of this elections, Abayomi Adeyemi had 39 votes. Hauwa Sule Umar had 32 votes. Nornah Awoh had 17 votes. Adesina Olalekan Oladepo had seven votes. Musa Adekola Ajani had 5 votes. Thank you, Mr. Chairman.
Thank you, registrars. I think I was trying to write down the names as they appeared. Maybe you can show the names again... on the screen. Yes, okay. So from the results of the voting conducted, the three shareholder nominees are Abayomi Adeyemi, Hauwa Sule Umar, and Nornah Awoh. Now, prior to this, the board had nominated the following board representatives, and they are Mrs. Bashirat Odunewu and Mr. Kazeem Raimi. So those three shareholder nominees, whose names I have just read, together with the two board nominees, will be the five members of the Statutory Audit Committee from this annual general meeting to the next annual general meeting in 2025. Thank you very much for the voting.
Now, the last item on the agenda is a resolution to approve the remuneration section of the directors' remuneration report, set out on pages 132 to 135 of the company's 2023 annual report and accounts for the year ended 31st December 2023, including the forward-looking remuneration policy. I hereby propose that the remuneration section of the directors' remuneration report, as set out in the company's 2023 annual report and accounts for the year ended 31st December 2023, including the forward-looking remuneration policy, be approved. Will a shareholder please second the motion? Okay. I think I can see Dr. Alex Adio is there. Dr. Alex Adio, can you please second the motion? Thank you.
Thank you, Mr. Chairman. I so second the resolution as read by Mr. Chairman. Thank you.
Thank you very much, Dr. Adio. Shareholders, please cast your votes while the registrar proceeds with the voting process. Thank you.
Thank you, Mr. Chairman. We can vote now on these resolutions. We have 30 seconds left for this voting session. Please, let's vote. Voting has now ended. At the end of this voting session, we had 301 votes, representing 307,423,469 units of shares. 100% voted for the resolution. Thank you, Mr. Chairman.
Thank you, registrars. I hereby declare the motion unanimously carried. Distinguished shareholders, now that all the resolutions put to the meeting have been carried by the shareholders, your board is hereby authorized to take all necessary steps to implement these resolutions. We thank you for the strong support. Dear distinguished shareholders, this concludes the business of this meeting. I thank you all for your patience, I thank you for your support, I thank you for your presence, and I hereby declare the eleventh annual general meeting of Seplat Energy Plc closed. May I now call on Tambari Kabiru to say the closing prayer?
Are you hearing me?
Please proceed. Please proceed.
Are you hearing me?
Yes, we are. Please proceed.
I pray God Almighty to help our shareholders, to help Seplat, to help our new chairman to succeed with his new assignment, to help the board of directors of Seplat and the company secretary with her team. I pray God Almighty to help us to witness $0.06, God willing, next year from $0.03 as final dividend for today's. The insecurity we are facing in the country, I pray God Almighty to intervene on it. Bismillahirrahmanirrahim. Alhamdulillahi rabbil 'alamin, ar-rahmanir-rahim, maliki yawmid-din. Iyyaka na'budu wa iyyaka nasta'in. Ihdinas siratal mustaqim, siratal-ladzina an'amta 'alaihim, ghairil-maghdoobi 'alaihim wa lad-dallin. Amen. Thank you very much.
Thank you very much, Tambari Kabiru, and may God bless you. May God bless you all, all the shareholders. May God bless Nigeria, and may God bless all stakeholders. Shall we now take the national anthem?