BUA Cement Plc (BUACEMENT) Earnings Call Transcript & Summary

Good Morning, all. Before -- Yes, good morning. Testing. Shareholders, ladies and gentlemen, the time is now 11 a.m., and I'm pleased to welcome you to the AGM of our company. The Company Secretary has informed me that the quorum required pursuant to Article 52 of the company's Articles of Association has been formed. Therefore, it is an honor and a great pleasure for me to declare this meeting open. Please permit me to request Alhaji Tijjani Borodo to give us the opening prayers. Alhaji, please?

Distinguished shareholders, members of the Board, come and pray, please. [Foreign Language] Lord, thank you for the past and the present and pray to you for the future. We thank you for our company. We thank you for our country. We thank you for the shareholders on the Board. We thank you for this opportunity to hold our Annual General Meeting. And I will beseech you to guide the chairperson and the Board, so at the end of the day, we have a successful meeting. [Foreign Language] Amen.

Amen. Thank you. Esteemed shareholders, please note that this meeting is being streamed live and viewed globally. So our goal for this meeting is to foster active participation from our esteemed members. I will move all motions on the agenda, except the one for my reappointment and the contents of each motion will be invited from the floor. Please note that only shareholders or their proxies are eligible to address the meeting and speakers should focus on the matters under consideration. To minimize disruptions, I kindly request that all mobile phones and electronic devices be set to silent mode throughout the duration of this meeting. In line with Section 301, Subsection 8 of the Companies and Allied Matters Act, CAMA, 2020, the register of directors' shareholding is available for inspection during the meeting. The analysis of the share register can be found on Page 62 of the annual report and accounts. In accordance with Section 284 Subsection 2 of CAMA 2020, the record of directors' attendance at Board meetings is available for inspection during this meeting and is contained on Page 40 of the annual report and accounts. [indiscernible] It is my pleasure to introduce the members of Board of Directors present at this meeting. To my immediate right is Engineer Yusuf Haliru Binji, the Managing Director of your company; next to him is distinguished Senator Khairat Abdulrazaq-Gwadabe, an Independent Non-Executive Director; followed by Mr. Chikezie Ajaero, our CFO. Ajaero was recently appointed following the resignation of Mr. Jacques Piekarski, who has since returned to his home country. Subsequent his appointment as CFO, the Board has appointed him as an Executive Director. And his appointment as an ED will be presented for your ratification during this meeting. We also have my good brother and friend, Alhaji Shehu Abubakar, also an Independent and Non-Executive Director of your company; to my left is Alhaji Kabiru Rabiu, a Non-Executive Director; and we have Mr. Finn Arnoldsen, also a Non-ED and ED; and Mr. Chima Madukwe, another Non-Executive Director; and next to him is Ganiat Adetutu Siyonbola, she is one of yours, right; an independent Non-Executive Director whose appointment will also be presented for ratification during this meeting. May I also introduce our Company Secretary, Hajiya Hauwa Satomi; and my humble self, Abdulsamad Rabiu, the Chairman of your company. Thank you. Let me also introduce the representatives of the following regulators who are present at this meeting. We have representative of the NGX [ Bonaventure Omwiji ] is it to the right or to the left? Please can you stand up, [ Bonaventure ]? Thank you for coming. The SEC representative, [ Amina Tanko ]; and of course, the Corporate Affairs Commission represented by Salisu Abubakar. Thank you. The company's external auditors, Messrs. PwC is represented by Tolulope Osinowo. Tolu, thank you. The company's registrars, Africa Prudential Plc, represented by Catherine Nwosu, Catherine? She's also one of ours or was should I say. The company's Audit Committee represented by Ajibola Ajayi, Ajibola, Chairman of the Committee and a shareholder; and of course, we have Kabiru Tambari, Member of the Committee as well as a shareholder; and Oderinde Taiwo, Member and shareholder. Lastly, and most importantly, I would like to welcome all our esteemed shareholders and proxies to this meeting. Thank you all for your unwavering support during the year and for being here. I will now call on the CS to read the Notice convening the 8th Annual General Meeting, Company Secretary.

Thank you, Mr. Chairman. Good morning, distinguished directors, esteemed shareholders and regulatory authorities present. The Notice convening this meeting is on Page 67 of the annual report. So notice is served by giving that the 8th Annual General Meeting of BUA Cement Plc company will held on Thursday, 29th August, 2024 at the Congress Hall, Transcorp Hilton Hotel, No.1, Aguiyi Ironsi Street, Maitama, Abuja at 11 a.m. to transact to the following business. Ordinary business. One, to lay before the members, the audited financial statements for the year ended 31st December 2023, together with the reports of the directors, external auditors and Audit Committee thereon. Two to declare a dividend. Three, to ratify the appointment of Ms. Ganiat Adetutu Siyonbola as an Independent Non-Executive Director. Four, to ratify the appointment of Chikezie Ajaero as Executive Director. Five, to reelect the following directors retiring by rotation: one, Chimaobi Madukwe; two, Kabiru Rabiu; three, Abdul Samad Rabiu, CFR. Six, to authorize the directors to fix the renumeration of the auditors for the 2024 financial year. Seven, to elect members of Audit Committee. Eight, to disclose the remuneration of the managers of the company. Special business. Nine, to approve the remuneration of the Non-Executive Directors. Ten, to consider and pass this resolution as an ordinary resolution: That in compliance with Rule 20.8(a) of the Nigerian Exchange Limited governing transactions with related parties or interested persons, the company and its related entities be and are hereby granted a general mandate in respect of all recurrent transactions entered with a related party or interested person provided such transactions are of a revenue or trading nature or are necessary for the company's day-to-day operations. This mandate shall commence on the date on which this resolution is passed and shall continue to operate until the date on which the next Annual General Meeting of the company is held. So notes to the meeting. We have no voting by interested parties. We have live streaming of the AGM. Okay. Thank you. By order of the Board, I turn it over.

Thank you, Company Secretary, distinguished shareholders. The Chairman's statement is on Pages 11 to 12 of the annual report and accounts, copies of which have been submitted to all shareholders. To allow ample time for the question-and-answer session, may I please request your approval to take the Chairman's statement as read? Thank you. Thank you, shareholders. I will now invite the representatives of PricewaterhouseCoopers, Tolulope Osinowo, to please present the independent auditor's report. Tolu?

Thank you, Mr. Chairman. Good morning, Mr. Chairman, Board of Directors and distinguished shareholders. Our independent auditor's report can be found on Pages 80 to 83 of the annual report and accounts. Mr. Chairman, distinguished shareholders, please permit me to read the abridged version of our audit report. Okay. Thank you. So I'll be reading the first two sections of the audit report, and then I'll move on to the last section on Page 83. Independent auditor's report. To the members of BUA Cement Plc. Report on the audit of the financial statements. Our opinion. In our opinion, BUA Cement Plc's ("the company's") financial statements give a true and fair view of the financial position of the company as of 31 December 2023, and of its financial performance and its 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. BUA Cement Plc's financial statements, which comprise: the statement of profit or loss and other comprehensive income for the year ended 31 December 2023; the statement of financial position as at 31 December 2023; the statement of changes in equity for the year then ended; the statement of cash flows for the year then ended; and the notes to the financial statements, which include a summary of material accounting policies. Basis for opinion. 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 for the audit of the financial statements section of our reports. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence. We are independent of the company in accordance with the International Code of Ethics for Professional Accountants (including International Independence Standards), i.e., the IESBA code issued by the International Ethic Standards Board for accountants. We have fulfilled our other ethical responsibilities in accordance with the IESBA code. I will now move on to the last section on Page 83. Report on other legal and regulatory requirements. The Companies and Allied Matters Act require that in carrying out our audits, we consider and report to you on the following matters. We confirm that: one, we have obtained all the information and explanations, which, to the best of our knowledge and belief, were necessary for the purposes of our audit; two, the company has kept proper books of account, so far as appears from our examination of those books and returns adequate for our audits have been received from branches not visited by us; three, the company's statement of financial position and statement of profit or loss and other comprehensive income are in agreement with the books of account and returns. In accordance with the requirements of the Financial Reporting Council of Nigeria, we have performed a limited assurance engagement and reported on management's assessment of BUA Cement Plc's internal control over financial reporting as of 31 December 2023. The work performed was done in accordance with FRC Guidance on Assurance Engagement Report on Internal Control Over Financial Reporting, issued by the Financial Reporting Council of Nigeria, and we have issued an unqualified report in our report detailed 29th February 2024. signed by Oladele Oladipo for PricewaterhouseCoopers, chartered accountant, Lagos, Nigeria, dated 29th of February 2024. Thank you, Mr. Chairman.

Thank you. Thank you. Thank you very much. So please permit me to call on the Chairman of the statutory Audit Committee, Mr. Ajibola Ajayi, to present the Audit Committee's report on behalf of his committee.

Thank you, Chairman. Distinguished shareholders, it's my pleasure to present the report of the Audit Committee for our company, BUA Cement Plc, for year ended 31st December 2024. The representatives, the members of the Audit Committee that are here, I will call them for them to stand up to be recognized. Mr. Oderinde Taiwo, stand up; Alhaji Kabiru Tambari; Alhaji Kabiru Rabiu; Ms. Ganiat Siyonbola. If you permit me, Mr. Chairman and the shareholders, I will be reading the report on Page 77, the first 2 paragraphs and the last, the compliance page on Page 79. Thank you so much. The report of the Audit Committee. The Audit Committee is pleased to present the report for the financial year ended 31st December 2023 in compliance with Section 404 subsection 7 of the Companies and Allied Matters Act 2020. The Committee has the oversight and responsibility for the company's financial statements. The Audit Committee is an independent statutory committee appointed by the shareholders and the Board. The Committee performs its functions on behalf of BUA Cement Plc. That's on Page 77. I will turn to the signing page and I will continue. In compliance with the Provisions of Section 404 subsection 7 of the Company's and Allied Matters Act 2020, we report as follows: we have ascertained and hereby confirm that the accounting and reporting policies of the company are in accordance with legal requirements and agreed ethical practices; the scope and planning of audit requirements for the year ended 31st December 2023 are adequate; we are satisfied with the external auditor's management report for the year ended 31st December 2023 as well as the response of the management thereto. I signed this report on February 26, 2024, on behalf of my humble self; Mr. Oderinde Taiwo; Alhaji Kabiru Tambari; Alhaji Kabiru Rabiu; and Ms. Ganiat Siyonbola. Thank you so much.

Thank you. Thank you, Mr. Ajibola Ajayi. Thank you. The first item on the agenda is to present the annual report and audited financial statements for the period ended 31st December 2023, together with the reports of directors, auditors and Audit Committee thereon. I now lay before you the annual report for the financial year ended 31st December 2023.

It is now my pleasure, and I'm pleased to open the floor for questions from our esteemed shareholders on the directors' report and accounts. You may indicate your interest in asking a question by raising your hand. And I'll call upon you. Please state your name clearly and endeavor to be brief. I urge you not to repeat what has been said by others, and please, endeavor again to keep your questions and remarks very brief. My issue is that I know we have quite a lot of people that want to ask questions. So we try as much as possible, again, to give everybody the opportunity, but we are time constrained. Therefore, we have to make it a bit brief. Let me start with [ Soni Amosu. Soni ]? Where is [ Soni ]? I thought I saw him.

I'm here. Thank you, my brother and good friend for calling me to talk. I just have a summary of everything. I'm not going to go through the annual report page by page. But what I've discovered is that we need to open up more to the populous with our products. That's why -- and that will give us a very good turnover because you go through everywhere, you hardly see BUA Cement. And I don't want to mention the cement we see. But I think and believe that we need to open up and make sure the marketing department expand their reach so that will be simple as cement. I cannot be a family of BUA, I will not be using BUA for whatever I want to do. So BUA must be available everywhere. And I'm sure -- Yes, thank you, [ Muta Butab ]. Yes. And you will recall, Mr. Chairman, that we have about NGN 25 million housing shortage in this country. And to meet all this NGN 25 million, we must use cement.

So let me ask you, which area of areas is it that Bua Cement is not available?

Well, I am staying -- I am staying in [indiscernible] downtown and in the East, so we use a lot...

In the Southeast?

Lagos. Lagos.

Okay. Lagos. Lagos, Southwest.

Yes.

Okay.

I am sure our able Company Secretary knows the area because that area there is no BUA Cement.

So that is -- you're talking about Southwest, around Southwest?

Southwest yes. Including East. So we hardly see -- if you go to [ Omaya ] which is where we'll go to buy cement, you hardly see BUA Cement there. And I am ready to invest on BUA Cement because I am close to the product management of BUA Cement so as I'm propagating it, I must also have -- therefore, to where people can now come and buy BUA Cement.

All right. Yes. Thank you. Noted.

Yes. That will be very good for us. Thank you, Mr. Chairman.

Thank you. Thank you, Mr. [indiscernible].

Finally, Mr. Chairman. I want to appreciate you and appreciate the Company Secretary for making it possible for me to be at this meeting. Thank you.

Thank you. Thank you, Mr. [indiscernible]. Thank you. Dr. Faruk.

We also thank you for appointing one of us as a director. It was like a child play.

Thank you.

Mr. Chairman, thank you for giving me this opportunity to speak at this AGM when we have made the highest profit in the history of this organization. Can we clap on that? Mr. Chairman, I was recently in [indiscernible] and I saw the road project we have initiated and we commend you for that. But Mr. Chairman, we have insurgency in the region. And you have invested a lot of money in this company, Sokoto Cement, billions of naira and, Mr. Chairman, I'm worried that with what is happening, if care is not taken, our investment may likely be affected. So I would like you to let us know and I'm sure will be a [indiscernible] activities, perhaps you have done something regarding the security of the area? Mr. Chairman, God has blessed you. But in the North, we are in a very difficult situation today. You have seen what is happening. A whole area was kidnapped and killed. So I would like you to assist with what God has blessed you in helping with the security of the region. This will impact on the region, but in particular, it will protect our investment in Sokoto Cement. Mr. Chairman, I came in to this hall and I heard that there are shareholders who would have filed the nominations to contest on the Audit Committee. And, Mr. Chairman, because some of us are elders here, we are respected by the young shareholders, and they have all tendered their resignations which I will send to the Company Secretary. And I think we should commend [indiscernible] and [indiscernible] is my ail for withdrawal. Finally, Mr. Chairman, I would like to again thank you the Company Secretary for her efforts to contain and ensure that we have a large crowd of shareholders attending this meeting. Thank you very much.

Thank you. Thank you, Dr. Faruk. Now, let's be agenda sensitive. [ Abishi, Mrs. Bisi Bakari ], can somebody help give her the microphone, please? Thank you.

Thank you, Mr. Chairman. Good morning, Mr. Chairman, Board of Directors, regulatory authorities present this morning, my distinguished shareholders, good morning. My name is Mrs. [ Bisi Bakari ], shareholder. Mr. Chairman, I'm going to be very, very brief this morning. I already have sent my questions through the Company Secretary to the Board so -- and all the questions has already been answered by the management. And secondly, the management -- I mean, the MD also, have already answered some of the questions that we have in mind to ask so I'm going to be very brief. I just want to use this opportunity to really commend the Board management and staff of BUA Cement Plc for giving us NGN 2 dividend. That's why the challenges in this country, especially in the operating environment, any company that are able to give us even NGN 0.01 as a dividend, we have to appreciate it. On that note, I want my colleagues to give us a very round of applause for the dividend of NGN 2. Having said that, Mr. Chairman, I just want to ask that the alpha about our outlook for 2024, once again, thank you very much for the opportunity given to me.

We have done the front row. Let's look behind maybe? Yes, go ahead.

Thank you, Mr. Chairman. The Board of Directors. My name is [ Matthew Akilide ] of [indiscernible]. The regulatory authorities, they are present and my colleagues, good morning. First of all, I want to appreciate the Board and the management for a good job. When I read the Chairman's statement on page 12 to 13, I could see that the revenue grew by 27.4% to NGN 460 billion in a very challenging year. Year 2023 was really challenging. It was an election year and there were a lot of problem associated with that. A year that we have devaluation of the naira and a year that the petrol -- I mean the oil prices skyrocketed. So that we are able to achieve so much is really commendable. There's one other thing I want to commend the company for. You are investor-friendly. Looking at the results that our aim in past year was NGN 2.05, and we decided to give everything as dividends. Thank you for having feelings for us. Some of us are retirees and what we depend on is income from our past labors, our investment. I want to say a big thank you to you. And again, I look at BUA Cement as being very, very investor-friendly. Only last year, you appointed one of us, October last year, Mrs. Siyonbola to the Board as an Independent Director. There are other companies that recognized that you need to appoint one of us, and if you don't come out with somebody as an Independent Director is representing you, somebody that in our own forum, we don't know as, so we want to say a big thank you for this. Then from your statement again, I read about the progress we made at Obu and Sokoto plants. That's the challenges that we have in the economy. So I want to say a big thank you. Please continue in that line. There is an issue I want to raise. If you look at page 87, we have the balance sheet. I look at our borrowing. Our borrowing is growing. It has grown by about 22%. And the one that I want to also pay special attention to is the foreign borrowing from IFC. That alone is NGN 264 billion. And in the situation that the naira value is not stable, we have been having perpetual devaluation. Probably, we want to look at this critically for improved performance of the company. Because I look at what the FX loss took away from our profit this year is sometimes there. So we want to look at it and see if there is anything we can do to replace it with local borrowing. So I want to say thank you so much. And again, I want to appreciate the Company Secretary for good job. Well done. Thank you. God bless our company that we continue our progress. Thank you.

Thank you. Thank you, [ Martin ]. Thank you. Appreciate it. No, no. I would want to invite a lady, maybe even from the back? Is any of the ladies, please so that at least we have -- Go ahead.

Thank you, Mr. Chairman. My name is Mrs. [ E.O. Obiday ], the National [indiscernible] Shareholders Association Incorporated. Sir, firstly, I would like to appreciate the [ money ] for the good job they've done over the year and this year consider. Sir, there was your statement the last time, I'm having challenge, so I can't stand very long.

No, it's okay. Don't worry. We understand.

There was a press speak that you spoke about cement earlier this year. I want to know sir, how far about it?

What did I say?

Consider the reduction of the price of cement. And I believe if you can do that one to the masses, the [indiscernible] would not forget you. There are many people, they will not forget you. You've tried for that statement, which people are waiting for it. There are many land that are lying foul that because of the cost of the cement, people cannot build. If you can do that for the masses, we will not forget you. I keep my statement to the Company Secretary and there is no amount of message or -- to ask from the Company Secretary or the company secretariat, you will be answered at a right time or send somebody to answer you, then I appreciate you said last year, you've done something good for the shareholder, which we are appreciating this company because other company are not consider doing that. So we really appreciate you. And if we you look at you all, you can see that many people from [indiscernible] and Abuja attend the meeting because of your good job. Thank you, and God bless you.

Thank you very much. I'll address that. Muktar Muktar and then Tunji. After Muktar Muktar, we'll have Tunji and [ Dowdi ] for now.

Mr. Chairman? Our very meticulous Chairman, the Directors of BUA Cement Plc, regulators present, our registrar, [indiscernible] Registrar, Audit Committee, [indiscernible], yes, I want to elect you, regulator present, Mr. [indiscernible], good morning. My name is [ Alhaji Otumba ] Muktar Muktar, Chairman of the Trusted Shareholders' Association of Nigeria. Mr. Chairman, you see because of your value in Nigeria, and because of the tremendous upliftments of Nigeria shall be able to bring about delivering about Mr. Chairman and the value you have created, you have been creating for Nigerians in the capital market, Mr. Chairman, your birthday cannot pass without we appreciating you. Just a few weeks ago, Mr. Chairman, I saw some of the adverts in the newspapers and I know that notice from some of the former leaders of Nigeria, celebrating and congratulating you for your birthday. So, Mr. Chairman, I think this type of a joyous gathering cannot pass without giving you a belated celebration. Therefore, Mr. Chairman, I will call on my good friend, [ Otumba ], to give us the birthday song because [indiscernible] sings it better. So please greet on our behalf before I proceed.

Thank you very much. Shall we all rise? The Chairman can be seated. Please, for my challenges, I'd like to sit down. Happy birthday to you...

I will stand up.

No, you can't stand. Please, sit down.

I want to stand.

Please sit.

No. I stand.

Happy birthday to you. Happy birthday to you, Rabiu. Happy birthday, happy birthday, happy birthday to you. May God bless you, good God bless you, may the good Lord bless you, Rabiu, may the good Lord bless you. Hip, hip, hip. Hooray. Hip, hip, hip. Hooray.

Thank you.

Well, that is the short form because of the meeting period.

[ Otumba ], Mukhtar Mukhtar, that was an ambush. All right. So I'm sure you are done, [ Otumba ].

Wait. Mr. Chairman, usually I have to admit this, because of the very good things you have been able to achieve, we cannot even say all.

Thank you.

We can only just say a few that we can say. Mr. Chairman, thank you very much for -- first of all, you looked at the annual accounts here. At the beginning, you gave us a detailed explanation, even pictorial on how we get cement. Well, I visited one of the cement factories in the past at, I think, Calabar. They have shown what has been producible. We have not grasped it as you have done it here for us. Today, I understood how cement is being produced very well, despite the fact that I've been to that plant in Calabar. So, Mr. Chairman, thank you very much for educating the shareholders on even how we get the end product of the cement. And this will let people to appreciate the tremendous effort and materials that have been put in place before we can get cement. Mr. Chairman, going forward, I would like to congratulate you and the management of the company for all the commissioning, the 3 million metric tonnes per annum, Sokoto Line 5. I think this is very, very important to our company, Mr. Chairman. 3 million metric tonnes was added -- partly added to the production capacity. I think this is very, very nice and we congratulate you for that. Mr. Chairman, in addition to that, you also commissioned another 70-megawatt gas power plant, in addition to the 50 megawatts that we -- was commissioning, we attended in 2021. I think, Mr. Chairman, this was a long way to be happy about all these things you have been doing in just 1 plant, 70 megawatts plus 50 megawatts. Mr. Chairman, I'm congratulating you for -- to that. This is in addition to the next quarter's commissioning of Obu 3 million metric tonnes that is coming on stream, and then another 17-megawatts gas power plant, Mr. Chairman. I think these are very, very good and forward-looking investments that you are making in order to enhance the overall value of BUA Cement. Mr. Chairman, we congratulate for that, and we wish you for the progress. Mr. Chairman, I think -- but what you have done here on the gas power plants, Mr. Chairman, I think if Nigeria can give you the facility to provide us with power, I think we can have enough power in time because look at just the 2 factories, look at the amount of megawatts you have been able to provide. I think Mr. Chairman, you are so committed to this project, and we're very happy about that. Please give him a round of applause. Mr. Chairman -- secondly, Mr. Chairman -- okay, you want me to progress? Okay. Mr. Chairman, because you know we have forgotten, but not to waste time, Mr. Chairman, on pages 118, 119, and 120 please, Mr. Chairman, we look at our energy consumption. I don't know what you are going to do about that. I don't know what has caused that, even though I know the fuel costs have gone up and the -- I don't know what has happened. So lastly, Mr. Chairman, let me commend all our directors. I commend all of you for the hard work. Mr. Chairman, you see, [indiscernible] has been there. Every year, we used to. No, you see we are very happy that you have somebody so committed like that working together with you. We have to say it, Mr. Chairman. We are very happy. People here are very happy. I'm saying it quietly. Mr. Chairman, again, you have your Company Secretary, Ms. Hauwa, hi, Ms. Hauwa, Mr. Chairman.

Well, no...

Maybe just keep quiet.

[ Otumba ], you have been bribed, I'm sure, to be present same people every year.

No, Mr. Chairman, because they are doing well.

Yes.

It's just like you now.

We have a good team.

Everywhere we go, we've come here to celebrate you because you are doing well.

Thank you.

Last time, [indiscernible]...

With that, let's make progress. Thank you.

So lastly, Mr. Chairman, a few years, I have -- I monitored one of your press releases, which talked about an expansion plant in Adamawa's pit. How far are we now?

Adamawa?

Yes, Adamawa's -- because a few years ago, I monitored.

Okay. No, already you know. Yes

So how far are we now?

We explain that.

Yes.

All right. Thank you so much.

So thank you very much. And, Mr. Chairman...

No, no, no. Finally. You said finally. You cannot have 3 finally.

[indiscernible] she has been doing so well. And in addition to the [indiscernible] register, Ms. Catherine, I think we congratulate you for your hard work and for the beautiful your service is. Thank you very much. Thank you so much.

[ Otumba, Otumba ]. All right. Tunji. Okay.

Thank you, our [indiscernible] Chairman. My name is Tunji Bamidele. I'm a President of Starlite Shareholders Association of Nigeria, member of professional investor in Africa. My Chairman, we congratulate you as usual. And I got the report earlier. I want to call the attention of our Chairman to certainties in this report. Really, when we check, as a professional, we'll be able to see there's a serious alignment within the CFO and the secretariat. They simplified the report for layman understanding, all your key issues and there's enough disclosure. I really appreciate that. My Chairman, I have a few observations here in Page 21. They mentioned about carbon emission and to the extent of where you are now. We have a question there. The area where [indiscernible] standard of the people working in this industry. What's our position in [indiscernible]? Secondly, area of special cement, we discussed about this company somewhere because there's a certain area in Nigeria that they already have a [ video collage ] because of the [indiscernible]. What have you done in area of research and development of special cement? And we thank you for implementing the increase in the employee over year, you continue and increase it and in line with the emolument because we had it in every year, especially in social media, that over time you do them good. But one question I want to ask, again in Page 119, data where emolument expenses, you generate electricity and energy to power audit. But we observed in Page 118, 119 and 120, the energy charge expenses of maintenance is increasing. We need detailed explanation about that. And there's, Page 140, when you talk about contingent liability, you have some litigation that's very strong. What is the position of the company about that litigation? I sincerely appreciate you. And lastly to this is I don't want to call -- you made a statement last year, everybody in Nigeria and outside Nigeria are very happy in the areas you want to support the government -- present government about the issue of cement. I think that was your plan A. What plan B do you have now due to the -- a lot of inflation that effects the situation and how the masses will benefit from that? And I really appreciate you, thank you, God bless you.

I think we have enough questions and I should be given the opportunity to respond to them, also that we can have enough time to deliberate and address quite a number of the issues raised. Let me start with the remarks or questions made by my friend and brother, [indiscernible], as regards the market visibility of BUA Cement across the nation. My understanding is that BUA Cement is not readily available in some parts of the country, especially in the Southwestern part of the country, even though he mentioned the Southeast as well. But I know that BUA Cement is probably -- in terms of supply to the Southeast, I think we are probably the biggest, Yusuf, right? And of course, we all know that BUA Cement is the -- in terms of quality, it's the highest. We have the highest quality of cement in Nigeria. So there is a lot of pressure on us to supply cement to all parts of the country. But because of our location, at least the Obu plant, we service the south-south and the southeastern parts of the country, more than other regions. I do appreciate that we are not as visible as we should be in some parts of the country, especially the southwest. But we had the meeting just yesterday with the management to see how we can address the issue of penetrating the southwestern part of the country because that is an area or a region that we all know it consumes the most in terms of consumption, the southwest. Maybe about 30% to 35% of the entire production of the country is actually consumed in the southwestern part of the country. So yes, we are making efforts. We have just ordered for 400 new trucks, which will be delivered soon. And those trucks will be dedicated mainly to that part of the country. And as you are all aware, we have just commissioned a new line in Obu this year. And we are actually going to dedicate that line just to the southwestern part of the country. So hence, the reason why we need maybe about 1,000 trucks. But we have 400 trucks now. They will be dedicated, and by the time we get the remaining trucks, we would dedicate almost everything to that region. And that is going to give us about 150,000 tonnes a month that will be delivered to the southern part of the country. And the beauty of it is that the cement, BUA Cement, as I mentioned, is of the highest quality. So the brand is known. And it is just a matter of sending it there to be sold. So we are conscious of that, and we are doing that. We know it is something that we have to do, we must do. Although almost everything we produce we are selling, it's not a problem, but we want to really penetrate the market so that, that can be balanced as far as our visibility of our product is across the country. So thank you so much, [ Mr. Ongosu ], for bringing that even though we -- it got to my notice and attention and we discussed it just yesterday, and we took that decision to -- deliberate decision to make sure that we are very visible in the southwestern part of the country. Our visibility there actually, as you mentioned, is quite low and we need to do more also because the price there is much better than what is obtainable in other parts of the country. So we are doing that. We are addressing that, and we expect to see a huge improvement in the next couple of months going there. The season is starting, I think, in the high season, I should say, starting in the next month or so. So we expect by then, all these trucks should be deployed. My great brother and friend doctor, security issue in Nigeria is really a big problem, and we all know, especially in the northern part of the country. So it is something that I believe must be -- we must all work together. It has to be a collective effort between the private sector and the government to see how we can address that issue. It is really quite disturbing what we're seeing, especially in the social media, where we see a lot of people are being kidnapped, ransom being paid and it is very disheartening. A good friend of mine just yesterday, actually, called me to tell me that his nephew was kidnapped, but he was released only yesterday after being with the kidnappers for over a month, and it was really very, very difficult for the family. So we know it is a big challenge, but I believe the government is working very, very hard to see how that issue of insecurity is addressed, but I agree with you. The government and the private sector must come together to see how we can collectively work together to support each other so that that issue of insecurity is addressed. So yes, we'll reach out to see how we can support. I mean this is something that the government must be involved, and we are happy and ready to actually partner and support the government to tackle this menace. It has to be addressed. It has to be tackled. So thank you for bringing that up as well. I know you've mentioned that you have also engaged some of the nominees or one of the committees to address so thank you so very much because I know it is important for us to have a seamless and rankle-free, what do you call it, election or elections. And in fact, Hauwa briefed me earlier because she called me yesterday that they were having issues. So I'm really happy. I'm pleased. So one family, so it's important for us to all work together and see how we can have everything done smoothly and seamlessly. So yes, it is our commitment and let me thank you also for your effort towards that, Dr. Faruk. Thank you so much. My sister, [ Bisi ], that was a good one. So all your questions, you sent to the management. You got all the answers. Thank you so much for that. That has helped for us to actually make this meeting a bit faster. Even though I know you have asked a question, which I would like to address, which is the outlook for next year. I'm happy and pleased to report that even this year, although we know -- or should I say last year? Yes, last year, we have all the reports. But this year, first half of the year, we did okay, but not as good as I would have wanted it. But having said that, I believe from the figures that Yusuf shared with me yesterday, BUA did over 4 million tonnes, first half of the year. Lafarge did 2.6 million, Dangote did 8 million. So what we are seeing is that -- and we have challenges in the beginning of the year because of some of the issues, but we still were able to do 4 million tonnes for the first half of the year. The idea is that we must achieve, God willing, at least 9 million tonnes by the end of this year, which means we have to do 5 million tonnes for the second half of the year. That is achievable. If we were able to achieve that, we are going to probably be double what Lafarge would be doing for the year. Okay? And over the 20 -- almost 30, 30-something percent of the entire market, that's for this year. But for next year, and this is something that I've demanded from the management, that we must achieve a minimum of 10 million to 11 million tonnes next year and it's doable. And we have what it takes to achieve that. So I want to try very hard to ensure that, that is achieved because we all know that the market is there but we just need to work a bit harder like what [ Soni ] mentioned, we need to penetrate more markets. And if we're ever to do that, we should be able to achieve that because the plants can produce the cement and the market can take it. So we just need to work hard to ensure that we produce, we're able to deliver to the customers. And [ Martin ], thank you so much for your remarks, for your commendation. And of course, 2023 was challenging, as you mentioned. It was an election year, last year and some policy changes like the valuation affected quite a lot of things. That's the reason why our numbers for last year were not as good as we should have been because a lot of companies took a huge or huge FX losses, including BUA. But we've been able to manage that quite well. And this year is going to be much, much better from some of the numbers that we're seeing, although that has come with a price increase, but I can maybe touch a bit of that because at the end of the day, one wants to know why the price reduction that we announced last year was not sustainable. So part of the reason is this FX issue, but I believe that is behind us now. And the prospect is quite good. And I believe that it's going to be much better this year and next year. But at the same time, we want to ensure that we do not have prices as high as what they were before. What we saw, price of cement going to NGN 9,000, NGN 10,000, NGN 11,000 per bag. So yes, we were selling them at this size. It's getting better -- continue to be better, God willing. [ Mrs. Obiday ], you asked why we reduced prices last year and were not able to sustain it. We did, we tried. But the problem we faced at the time was we meant well, we wanted to make sure that the price of cement was down. The challenge we had was the dealers. We were selling cement at NGN 3,000 -- and we did sell at NGN 3,500 for a long period of time, but the dealers were selling at double that. So a lot of people made so much money. And our policy as a company is such that whatever price you sell cement and you pay, it doesn't matter what happens, if the price doubles or triples, it is your cement. So we deliver to you at that price. So a lot of people took of that opportunity and paid a lot of money or bought a lot of cement at the price of NGN 3,500 per bag. I think to the tune of almost 1 million tonnes, Yusuf, I think, if not more -- more than 1 million tonnes, yes, at NGN 3,500. And then because of the issues that Nigeria faced at the time because of the devaluation and also the subsidy removal and the fact that, for whatever reason, other manufacturers who are not ready to bring down the price, we were left a lot, and we could not satisfy the market at that level. So because of that, coupled with the fact that dealers were also taking advantage, we saw a situation where we were actually supplying cement and selling cement at NGN 3,500 per bag, but customers who are buying at NGN 7,000, NGN 8,000, it pained us because we want that price to stay at that low level, but dealers refused and it continued for quite some time. So we could not sustain that, simply because we would not want to be in a situation where we are subsidizing dealers because it's like subsidizing the dealers. So -- and it got to a point where the FX rate, the exchange rate deteriorated from when we decided to be selling at NGN 3,500, which then the rate was about NGN 1,200 to maybe NGN 1,800, NGN 1,900 to $1. So it became even more challenging and more difficult for us to continue to sustain that price. But we had already sold huge quantities, I think over almost 2 million tonnes at the time. So people were just using that and there was nothing we could do. So after some time, we decided, okay, there is no way we can continue subsidizing the dealers, and we have to revert back to what the market was, even though we tried to maintain the level that was not as high as what the market was. The price is now stable at between NGN 6,000 and NGN 6,500 per bag. And at that level, if you look at the price of cement last year, before the devaluation or before the subsidy removal, which was about maybe NGN 3,500, maybe NGN 4,000 a bag, and compare to what it is today vis- -vis the exchange rate then and the exchange rate today, you see the price is actually cheaper today than what it was last year. The reason being that if the dollar was at NGN 700 or NGN 600 per bag -- I mean, to the dollar, and today, it's NGN 1,600, and the price was NGN 4,000 then and today, it's NGN 6,000. So you see there is -- the price of cement should actually be maybe NGN 8,000 or NGN 9,000 per bag because the dollar rate has actually more than -- in terms of rate more than doubled. The price of cement if you take it from NGN 4,000 that it was beginning of the year last year of NGN 4,000 and what it is today, it's only 50% increase. So we deliberately pushed to ensure that the price of cement does not get much higher than what it is today. And everything we are paying, I know that a lot of people believe that, yes, cement is an integrated -- I mean, it's produced from an integrated plant in Nigeria, you get a lot of your raw materials locally, yes, we do, but then again, you have areas where everything is dollar-denominated. Energy is the biggest cost on cement production -- in terms of the cement production. And our energy today is denominated in dollars. We buy gas from NNPC and others. And this price, the gas we buy is priced in dollars. It's just that we pay in naira but it's priced in dollars. So whenever you get an invoice from your suppliers for gas, for LNG, it is in naira, but at the prevailing exchange rate of NGN 1,600. So today, for example, our monthly invoice from NGML is about NGN 15 billion a month for 1 plant, for 1 factory, maybe NGN 16 billion monthly. It used to be NGN 3 billion or NGN 4 billion. That is just 1 example. And that is what it is with almost everything else that is supplied to us. So there's no way we can maintain prices of earlier last year when the exchange rate has changed. The same thing with diesel, same thing with LNG, same thing with spare parts that we import. So quite a lot of areas that are beyond our control. So that is the reason why you see the price of cement has gone up. And if you look at other items in the country, the price of cement, it has gone up. But if you look at other industries, prices have more than doubled. In some cases, they have tripled, just simply because people take the exchange rate, oh, dollar was NGN 500 January or February last year or NGN 600; today, it's NGN 1,600. Therefore, my price should be 3x. That's what people do, in most cases, which shouldn't be the case. So -- but we try as much as possible to see that we maintain the level that we have now. And even with that, if you take NGN 6,000 or NGN 7,000 even per bag times 20 bags, which is 1 tonne, that is NGN 140,000. At NGN 1,600 to $1, that is about $80 to $90 per tonne. There's nowhere in Africa where cement price is $80 per tonne. So Nigeria is still probably the cheapest in terms of the price of cement today, even at NGN 6,000 or NGN 7,000 per bag. I do appreciate and understand that people are not happy with inflation or what have you, but these issues sometimes are beyond our control. And we also need to always look at the bigger picture. We need to look at things holistically so that people do appreciate or understand. But yes. And the devaluation and the subsidy, they were necessary. Those policies at the time, yes, they were done. But our understanding is that it would have been very, very difficult and challenging for us to continue to -- with the subsidy regime at the time, even though I know it's a sensitive issue. But the fact of the matter is if you are not able or if you cannot afford something, it would be very difficult for you to continue with it. The same thing with the exchange rate, but the beauty or the good thing is that it is stabilizing. We believe that at the end of the day, things will get much better in terms of the exchange rate. And once that happens, prices will come down. We have started seeing prices coming down already in some areas. As I mentioned, the price of cement, at one time, it hit almost NGN 10,000, NGN 11,000 per bag. Today it's NGN 6,000, maybe NGN 7,000. And that is also being reflected in other areas. [ Otumba ] Muktar Muktar, thank you so much for the ambush. [ Otumba, Otumba ], energy. Energy consumption is probably the biggest, Yusuf?

67%.

Yes. So that is why we have a problem. The energy -- cement production is mainly energy. And because of what is happening in terms of what I just mentioned, it's very, very difficult. And we do not want to keep increasing prices of cement because we don't want to do that. That is the reason why we are trying to actually address some of the areas that can support us and make us quite a bit of money. We're talking about energy consumption now. One of the things we are doing is that we are setting up our own mini LNG project, which should be completed next year. We have already signed the contract. Equipment have started arriving, and we expect to complete that project next year. So that is going to help us in reducing the cost of energy because we are spending billions, billions of naira every month on gas that we are purchasing from NGML and LNG that we are purchasing from another company in the -- I think, in [ Patako ] -- some company in [ Patako ]. So we have decided to set up our own so that we can have some respite as far as the price of energy is concerned because as engineer Binji said, the biggest cost of cement production is energy. So we are getting there, and God willing, by next year, that plant will be commissioned. Something that Binji also was asking, so I believe I have answered that and hopefully, quite soon, things will get better. Thank you. Oh yes, who was asking? I think it was Binji that was asking about the Adamawa project.

It was Muktar Muktar.

Oh Muktar Muktar, sorry. Thank you so much, engineer, for bringing it to my attention. Yes. Adamawa, at the time, we signed our contract or rather, yes, we did sign the contract, but we had a report of the quality and the volume of the limestone in Adamawa at the time, which we worked with, the state government shared that report with us and we took it and it's face value. So we took that report. We went ahead, bought the plant that was on about the 3 plants, Obu, Sokoto and Adamawa. So actually, signed the contract for the 3 plants and bought the plant for Adamawa based on the information that we got from the state that there was a lot of limestone and the quality was okay. So we bought the plant and when we were about to start construction, we now invited the third party to come and confirm which we should have done, to come and confirm the information that we got. When that report was completed, the quality of the limestone was not good enough for what we wanted to do, and the volume also wasn't sufficient. So you can imagine what we went through after buying a plant. It was very, very difficult. We tried everything. We did everything to see if we could set up that plant and it was just not possible because the limestone wasn't -- isn't there and it was just not possible for us to continue with that plant. Meanwhile, we already bought the plant. We paid for it. So we had to take it. So that is the same plant that we are now -- we have now moved to, what is called Ososo in Edo. So they have started work there now, and we expect that plant to be completed within 22 months. So once that is completed, Obu is going to have 5 lines?

4 lines.

4 lines of 3 million tonnes each. Yes, so that is under construction now. I really wanted to have that plant in Adamawa because of the spread as you can imagine, hence the reason why I was very, very excited because the northeastern market is huge, and it's very strategic because it borders some of those countries. So I really was excited. I really wanted to do it. Hence the reason why I was in hurry to buy the plant and I bought it. But again, if you don't have the limestone or the quality is not good, there is no way you can set up a plant there. So yes, that's what happened. Thank you.

This is the resolution by poll on the declaration of dividend.

Yes. So resolution by poll and show of hands, pursuant to Section 248 of the Companies and Allied Matters Act 2020, I hereby direct or request, I should say, I don't like direct, I request that a poll be taken on all resolutions for consideration at this meeting, except the resolution for the election of members of the statutory Audit Committee, which shall be by show of hands. Proxy forms duly submitted to the registers prior to this meeting, which have been collected by the registrars, indicate that some shareholders have already voted. I now call on the registrars to please explain the voting process.

Thank you, Mr. Chairman, distinguished shareholders. My name is Catherine Nwosu. Prior to this meeting, we received 203 -- with a total of 33,263,543,202 units of shares, representing 98.23% of the issued share capital of BUA Cement Plc. At this meeting, we will be collecting the total votes of shareholders voting physically in addition to the proxies already received to get the final voting result. I will now proceed to explain the procedure for casting your votes. Esteemed shareholders, recall that at the point of accreditation, you were issued with voting devices. Before we start the voting, we will carry out a key practice to activate the keypads. [Operator Instructions] When voting commences, you will be required to press either: 1, if you are in favor of the resolution; or 2 if you are against the resolution. So only 2 keys will be relevant for this election. If you press any other key, it's to be assumed that you have abstained from voting. The voting session will last for 60 seconds, and you have the flexibility to change your vote within the 60 seconds window by simply selecting the alternative option. Once the voting period ends, your last selected voting option will be registered as your final vote. Thank you, Mr. Chairman.

Thank you.

Declaration of dividend.

Yes. Declaration of dividend. The directors are pleased to recommend the declaration of a gross dividend of NGN 2 per ordinary share of NGN 0.50 each. This amounts to a total dividend payout of NGN 67,728,708,120. I hereby move that a gross dividend of NGN 2 per ordinary share of NGN 0.50 be paid to shareholders whose names appear in the company's register of members as at the close of business on the 9th of August 2024, subject to withholding tax as applicable. Would someone please second this motion. Madam?

I'd like to second the motion. My name is [ Alhaja Salatan ] [indiscernible]. I'd like to second the motion.

Thank you. Thank you. Registrar?

Thank you, Mr. Chairman. Distinguished shareholders, the voting has now commenced. Please proceed to cast your votes in accordance with your choice. Press 1, if you are in favor of the resolution or press 2 to vote against the resolution. IT, please project. Thank you, distinguished shareholders. The voting is on. [Voting]

We have 25 seconds remaining. 10 seconds more. Distinguished shareholders, the voting has ended. For the declaration of dividend, we have 33,263,545,537 units of shares, representing votes cast by shareholders and proxies, which is 100%. There is no vote against this resolution. Thank you, Mr. Chairman.

Thank you. I hereby declare that the motion has been duly carried. Thank you. Ratification of the appointment of 2 new directors. The Board of Directors, in exercise of the powers conferred on it by Section 274 of the Companies and Allied Matters Act and Article 90 of the company's Articles of Association, appointed 2 directors. They are Ganiat Adetutu Siyonbola, madam, can you please stand up, an Independent Non-Executive Director; and Chikezie Ajaero, an Executive Director. Chikezie? Yes. These appointments -- the appointment of these directors are now presented for ratification. The election will be taken one after the other. I hereby move that the appointment of Ganiat Adetutu Siyonbola, an Independent Non-Executive Director, be and is hereby ratified, yes. Okay.

Thank you, Mr. Chairman. Finally, I'm so happy for doing this. My name is...

Madam, you have to stand up, Ganiat. Can you stand up, please. Thank you.

Finally, I'm so happy for doing this. My name is [ Adi Lapune Lukeman Adishola Parsodut ]. Thank you very much.

Have you seconded?

Yes.

How many of you have seconded? Thank you. So I hereby move that the appointment of Ganiat Adetutu Siyonbola, an Independent Non-Executive Director, be and is hereby ratified. Madam, thank you. Congratulations. Congrats. Congrats. Congrats. Registrar, can you please help us conduct?

Thank you, Mr. Chairman.

I'm sorry, my mistake. It has to be ratified. The voting has to be conducted. Okay registrar?

Thank you, Mr. Chairman, distinguished shareholders.

Can we do it by show of hands, madam?

Mr. Chairman, you have announced how the poll will happen.

Right. Let's follow the process.

Let's go through the process.

Okay. Let's do it.

Thank you. IT, please project.

Let's do. Let's do.

IT, please project.

Let's do it. Let's do the voting, madam. Yes, thank you.

The voting has commenced. Please proceed to cast your votes. [Voting]

20 seconds more to go. 5 seconds more. Thank you, Mr. Chairman, distinguished shareholders. For the resolution to ratify the appointment of Ganiat Adetutu Siyonbola, as an Independent Non-Executive Director of the company, the results of the poll is as follows: 33,263,545,537 units of shares, representing 100% of the votes cast by shareholders and proxies. Votes are in favor of her appointment. There is no votes against this resolution. Thank you, Mr. Chairman.

Thank you. Thank you. Thank you, registrar. Thank you. That was a good one. Thank you. Congrats, madam. Congratulations. Mr. Chikezie, can you please stand up? I hereby move that the appointment of Mr. Chikezie Ajaero as an Executive Director of the company, be and is hereby -- Yes. Here. We'll get there. Don't worry.

Thank you, Mr. Chairman. My name is [ Chris Adiwadul Luga ]. I second the motion, sir.

Thank you. Motion to the meeting. Registrars, please.

Thank you, Mr. Chairman. Distinguished shareholders, the voting has commenced. [Voting]

Thank you. I hope you will beat madam there.

40 seconds remaining. 25 seconds to go. 10 seconds more. Distinguished shareholders, the voting has ended. And the results of the poll is as follows: for the resolution to ratify the appointment of Chikezie Ajaero as an Executive Director of the company, the results of the poll is as follows: 33,263,554,042 units of shares, representing 100% of the votes cast by shareholders and proxies voted in favor of his appointment. There is no vote against his appointment. Thank you.

Thank you. Congratulations. Congrats. Congrats, Mr. Ajaero. So I hereby declare that the motion has been duly carried. Thank you so much and congrats, Mr. Ajaero. Next item on the agenda is the election of retiring directors. In line with Section 285 subsection 1 of the Companies and Allied Matters Act of the Annual General Meeting, 1/3 of the directors shall retire from office. The following directors are accordingly retiring by rotation and offering themselves for reelection: A, Mr. Chima Madukwe; B, Alhaji Kabiru Rabiu; and C, Abdul Samad Rabiu. The directors' profiles are on Pages 48 to 54 of the 2023 annual report. I hereby move that Chima, a Non-Executive Director, retiring by rotation and offering himself for reelection, be and is hereby reelected as the Non-Executive Director. Yes, but I cannot -- I cannot -- I cannot be...

[indiscernible]

Hold on so I can -- Hold on. Sir, what are you saying? Can you use...

Chairman, MD can do it on your behalf. Since you are among the people that -- as a single resolution.

We have already -- because I wanted -- I want us to do it individually 1, 2. And then when it comes to my turn, somebody can now -- yes, somebody can now chip.

Mr. Chairman, all that I'm saying is that maybe if we can pass it.

It's better. All right. Let's just do this. Let's do Chima. Yes, if we can have somebody to second the motion. Let's have a lady, please. Madam, yes.

Thank you, Mr. Chairman. My name is [ Debit Adeneke of YME ].

Distinguished shareholders, the voting has now commenced. [Voting]

You have 45 seconds more to go. 25 seconds remaining. 10 seconds to go. Distinguished shareholders, the voting has ended. For the resolution to approve the reelection of Chimaobi Madukwe as a Non-Executive Director of the company, the results of the poll is as follows: 33,263,554,042 units of shares, representing 100% of the votes cast by shareholders and proxies, voted in favor of his reelection. There is no vote against this reelection. Thank you.

Thank you. Thank you. Mr. Chima, congratulations. I hereby declare that the motion has been duly carried. I hereby move that Alhaji Kabiru Rabiu, a Non-Executive Director retiring by rotation and offering himself for reelection, be and is hereby reelected as a non-Executive Director. Kabiru Rabiu to stand up.

[ Asal Lajindiope Kilalla ] is my name. I rise to second the motion as moved by the Chairman. Thank you, sir.

Thank you. Registrar?

Thank you, Mr. Chairman. Distinguished shareholders, the voting has commenced. [Voting]

45 seconds to go. 25 seconds more. 15 seconds to go. Distinguished shareholders, the voting has ended. For the resolution to reelect Alhaji Kabiru Rabiu as a Non-Executive Director of the company, the results of the poll is as follows: 33,263,543,492 units of shares, representing 100% of the votes casted by shareholders and proxies, voted in favor of his reelection. There is no vote against his reelection. Thank you.

Congratulations, Alhaji Kabiru. I hereby declare that the motion has been duly carried. Since I'm being presented for reelection, I would like to hand over the proceedings to Mr. Finn Arnoldsen, who will guide us through the voting process. Mr. Finn, please?

Yes. Thank you so much, Chairman, and good afternoon to all the shareholders. I will then do the proceedings. May I humbly move the motion that our esteemed and amiable Chairman, Abdul Samad Rabiu CFR, who is retiring by rotation and has offered himself for reelection, be and is hereby reelected as a Non-Executive Director. So somebody to second the...

Thank you, the Acting Chairman. Yes, [ Musa Bichi ] is my name. I hereby second the motion for the reappointment of the Chairman, Alhaji Samad Rabiu as the Group Executive Chairman of BUA Cement.

Thank you so much for seconding. And now we put to the meeting for voting. Registrar, please oversee the results.

Thank you, sir. Distinguished shareholders, the voting has commenced. [Voting]

No, no, I need to stand up. I just don't want to be sat.

45 seconds to go. 30 seconds more. 20 seconds remaining.

Registrar, [indiscernible] come good?

Chairman, the voting has ended. Distinguished shareholders, for the resolution to approve the reelection of Alhaji Abdul Samad Rabiu as a Non-Executive Director of the company, the results of the poll is as follows: 33,263,554,042 units of shares, representing 100% of the votes cast by shareholders and proxies, voted in favor of his reelection. There is no vote against his reelection. Thank you.

Thank you so much, registrar. Then I hereby declare that the motion has been duly carried. Consequently, I now hand over the proceedings to the Chairman to continue.

Thank you. Thank you. Thank you very much. Let me thank you, our esteemed shareholders for entrusting me once again with the honor and privilege of serving you. Thank you. Next item is remuneration of the external auditors. The next item on the agenda is the remuneration of the auditors. I hereby move that the Directors be and I hereby authorize to fix the remuneration and expenses of the auditors for the year ended 31st December 2024. The remuneration of the auditors is on Page 119, note 7 of the annual report. We'd like someone to please second this motion. At the back, yes.

Thank you, Mr. Chairman. The name is [ Lawa Waha Bolatajee ] and I do second the motion.

Registrar?

Thank you, Mr. Chairman. Distinguished shareholders, the voting has commenced. [Voting]

We have 50 seconds remaining. 35 seconds more. 20 seconds to go. 5 seconds more. Distinguished shareholders, the voting has ended. For the resolution to approve the auditor's remuneration, the results of the poll is as follows: 33,263,639,447 units of shares, representing 100% of the votes cast by shareholders and proxies, voted in favor of the resolution. There is no vote against this resolution. Thank you.

Thank you. Thank you, registrar. I hereby declare that the motion has been duly carried. Election of members of the Audit Committee. In accordance with Section 404 of the Companies and Allied Matters Act 2020, the Audit Committee shall be composed of 5 members, 3 shareholders, representatives and 2 Non-Executive Directors, representatives of the Board. The Board of Directors have nominated the following directors as their representatives on the Audit Committee: Alhaji Kabiru Rabiu; and Ms. Ganiat Adetutu Siyonbola. The Company Secretary informed me that a total of 3 valid nominations for membership of the statutory Audit Committee were received from shareholders during the statutory 21 day nomination period prior to the date of the AGM. The following shareholders have been validly nominated to represent shareholders on the statutory Audit Committee: number one, Mr. Ajibola Ajayi, shareholder; Alhaji Kabiru Tambari, shareholder; Oderinde Taiwo, shareholder. Consequently since only 3 shareholders are required to serve on the statutory Audit Committee, and there are 3 valid nominations from shareholders, there shall be no need for an election. I now move that pursuant to section 404, subsection 2 and 3 of the Companies and Allied Matters Act, an Audit Committee, be and is hereby constituted for the 2024 financial year with the following members: one, Mr. Ajibola Ajayi, shareholder; Mr. Kabiru Tambari, shareholder; Mr. Oderinde Taiwo, shareholder; Ms. Ganiat Siyonbola, Independent Non-Executive Director; and Alhaji Kabiru Rabiu, Non-Executive Director. Would someone please second this motion. The lady in red behind. The lady in red. Please, give her the opportunity. Okay.

Thank you, Chairman, for the opportunity. My name is Ms. [ Bisi Adediba ] from Lagos Zone Shareholders' Association. I second the motion.

Thank you. Registrar, please.

So Chairman, you ask the shareholders in favor to raise their hands.

No, they have to do that. Oh. So are you going to...

Yes, from show of hands, sir. [Voting]

Okay. Or the polls. Okay. So the motion has been duly carried then. Thank you. Thank you very much. Congrats, members of the Audit Committee. Tambari. The next item is disclosure of the remuneration of the managers of the company. The next item on the agenda is to disclose the remuneration of the managers of this request that to refer to Page 139, note 30 of the annual report for the remuneration of the managers. So this is just for disclosure and for information. So I don't think we need to do anything there. Next item is special business. Remuneration of directors. So the next item of the agenda is the approval of the remuneration of the directors. I hereby move that the remuneration of the Non-Executive Directors of the company for the year ending 31st December 2024, be and is hereby fixed at NGN 9,100,000 for Non-Executive directors; NGN 10,400,000 for Independent Non-Executive Directors; and NGN 30,000,000 for the Chairman. Please note that the amount shall be payable in 4 quarterly installments. And I would want someone to please second the motion. Yes, go ahead.

Thank you, my humble Chairman. [ Pani Momotaywu Muktar] is the name. I have second the motion. Thank you. Thank you.

Thank you. Registrars, please, I think we need you to oversee the voting process.

Thank, Mr. Chairman. Distinguished shareholders, the voting has now commenced. [Voting]

We have 50 seconds remaining. 35 seconds to go. 20 seconds more. 5 more seconds. Distinguished shareholders, the voting has ended. For the resolution to approve the remuneration of the directors, the results of the poll is as follows: 33,263,552,562 units of shares, representing 100% of the votes cast by shareholders and proxies, voted in favor of the resolution. There is no vote against this resolution. Thank you, Mr. Chairman.

Thank you. Thank you, madam. I hereby declare that the motion has been duly carried. Next item is general mandate for related party transactions. This item is the resolution on related party transactions. I hereby move that in compliance with Rule 20.8 subsection a of the Nigerian Exchange Rules governing transactions with related parties or interested persons, The company and its related entities be and are hereby granted a general mandate in respect of all current transactions entered with a related party or interested person provided such transactions of a revenue or trading nature or are necessary for the company's day-to-day operations. This mandate shall commence on the date on which this resolution is passed and shall continue to operate until the date on which the next Annual General Meeting of the company is held. Go on. Go ahead. Go ahead. Would someone please second the motion.

Thank you, Mr. Chairman. My name is [ Pastrola Lukisan Chugni ]. I second that motion. Thank you, sir.

Thank you. I'll now put the motion to the meeting. Registrars, can you please help?

Thank you, Mr. Chairman. Distinguished shareholders, as announced by the Chairman, only proxies of non-related parties will be eligible to vote on this resolution. The total volume of shares on the proxies that will be voting is 133,363,566 units of shares and we shall be adding the votes from non-related shareholders physically present to arrive at the final voting result. The voting has now commenced. [Voting]

IT, please project. We have 40 seconds remaining. 10 more seconds to go. Distinguished shareholders, the voting has ended. For the resolution to approve a general mandate, the results of the poll is as follows: 134,860,272 units of shares, representing approximately 100% of the votes cast by the shareholders and proxies, voted in favor of the resolution. 240 units of shares, representing approximately 0.00% of the votes cast, voted against the resolution. Thank you, Mr. Chairman.

Thank you. I have declared that the motion has been duly carried. And so yes, I think this is probably the last item, and this now brings us to the end of this meeting. Distinguished shareholders, ladies and gentlemen, as there is no other business on the agenda, let me please express my gratitude and appreciation to all our shareholders, directors, professional partners for your unwavering support throughout the year. And on behalf of the Board of Directors, let me once again thank you for your support, for your attendance and participation. Please permit me to invite my good brother and friend, [ Paso Benga Bidou ] to give us -- where is Benga? It's fine. [ Paso ], give us pleasant prayers, please. Yes. Yes. No, no. [Foreign Language]. Educate me. What is the difference? No, no, no, it's okay. We can -- you know what we will do? I would like also have to let -- have [ Paso ] and then [ Bishop ]. Please.

Our Father and our God, we thank you. We thank you for the privilege of having this company and for the wisdom, good health and life that give you, the Chairman. We are celebrating. It is a benefit to all and we have been working for all to enjoy you. Thank you, Father. Thank you for BUA Cement. The BUA Cement will go from strength to strength and the wisdom to manage that you'll give the Chairman. Thank for the team and the management, the workers and the community [indiscernible] the practice. Thank you. And we are grateful for you for this meeting. It has been very, very successful and very peaceful. As we go home, we would [indiscernible] help us and the economy of the country in [indiscernible] but with your support, with your blessing, you will bless also. Thank you, our Chairman.

Thank you.

You will have more days to live in this [indiscernible]. Thank you. [indiscernible].

Thank you. Bishop, please pray for us and pray for the country. Please. Thank you.

Give [ memory ] to the [ pastor ] and the bishop.

You can have both, like I have CFR and CON.

Yes. Father, we thank you very much for today, nice day. Good company. BUA Cement we have seen, a company that has good directors, company with very good investors and as someone has prayed, I confirm. Lord Jesus Christ of Nazareth, you are going to live forever and so there is no problem for this company at all. Particularly the Chairman and the directors for having taken one of us onto that Board, peace will be onto this Board every day. Everybody say better Amen. Father, we thank you. I cover all. By the authority of heaven, I cover this company, I cover those that are interested, that are more -- that are involved, I cover them with help of Lord Jesus Christ. Peace to reign every day in Jesus' name I have prayed. Amen.

Thank you. National anthem.