Guaranty Trust Holding Company Plc ($GTCO)

[Presentation] Thank you. Good morning. Esteemed shareholders, proxies, representatives of regulatory authorities, Central Bank, the Nigeria, the Nigeria Exchange and Executives and Exchange Commission, the Nigerian Deposit Insurance Corporation and the Corporate Affairs Commission, our auditors, Ernst & Young, external consultants, Deloitte & Touche, observers, gentlemen of the press, ladies and gentlemen. It gives me great pleasure to give you all a very warm welcome to the Fifth Annual General Meeting of our great company, Guaranty Trust Holding Company Plc. I would like to draw attention to the register of shareholders of the company, which is available for inspection. I'd also like to draw attention to the register of Directors shareholding, which is available for inspection in compliance with [ Section 30 301 Cup 8 ] of the Company's and Allied Matters Act 2020. Also draw attention to the register of Directors' agendas of meetings, which is available for instruction, Pursuant to Section 284 Cap 2 of the Company's and Allied Matters Act 2020. In line with our tradition, I would like to comments, proceedings at this meeting by introducing members of the Board as well as officers representatives of the regulatory authorities and advisers of our company. I'd like to start by introducing directors of the company. We have Mr. Segun Agbaje, the Group CEO of our company.

Thank you, sir.

We have Ms. Catherine Echeozo, a Non-Executive Director of our company; Mr. Babatunde Soyoye, an independent non-Executive Director of our companies; Mrs. Marie Namias, an Independent Non-Executive Director of our company; Mr. [indiscernible], an Executive Director of the company; and Mr. Erhi Obebeduo, the company's Secretary of our company. We have representatives of the Central Bank of Nigeria. Securities and Exchange Commission, Corporate Affairs Commission, Nigerian Exchange Limited, Nigeria Deposit Insurance Corporation. I would now also introduce our partners. First, we have our auditors, [indiscernible] Ernst & Young. We have our external consultant, Deloitte & Touche. They do the appraisal of the Board. Next is [ Ms. Oriola Folian], representing Datamax Registrars Limited. We have [ Mrs. Sandra ], shareholders representative and Chairman of the Statutory Audit Committee of the company. May I now introduce myself. My name is Suleiman Barau. I'm the Chairman of the Board by [indiscernible]. Notice of time, at this point, call upon the company notice convening this need.

Good morning, esteemed shareholders, regulators, and observers, notice of Annual General Meeting. Notice is hereby given that the Fifth Annual General Meeting of Guarantee Trust Holding Company Plc, will hold virtually on Tuesday, April 28, 2026, at 10 a.m. to transact the following business. Ordinary business. To receive the audited financial statements for the year ended December 31, 2025, and the reports of the directors, auditors and Statutory Audit Committee thereon. Two, to declare a dividend. Three, to elect or to reelect directors. Four, to authorize directors to fix the remuneration of the auditors. Five, to disclose the remuneration of managers of the company. Sixth, to elect members of the statutory audit committee. Special business. Seven, that in compliance with the rule of the Nigerian Exchange Limited, governing transactions with related parties or interested persons, the company and its related entities been hereby granted a general mandate in respect of all recurring transactions entered into a related party or interested person, provided sought transactions or revenue or trade in 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. Eight, that the nonexecutive Directors remuneration for the financial year ending December 31, 2026 and for succeeding years until reviewed by the company in its Annual General Meeting, [ BN ] is hereby fixed at NGN 334 million annually. Proxy. A member entitled to attend and vote at the Annual General Meeting is entitled to appointed proxy to attend and vote in his stead. A proxy may not be a member of the company, for the appointment to be valid, a completed proxy form must be deposited at the office of the register. [ Datamax registrars Limited, #2c Bakala Express Route BagatePhase 1 Legostate], not less than 48 hours before the time fixed for the meeting. A blank proxy form is attached as to the annual report. The company will bear the cost of stamping or duly completed and signed proxy forms submitted within the stipulated time by the order of the Board are [indiscernible], Company Secretary. Thank you.

Thank you very much. I would like to draw your attention to Section 51 Cap A of the articles of association of our company, which is that no business will be transacted at a -- at any general meeting unless a quorum of members is present at the time when the meeting proceeds to business. [indiscernible] otherwise provided. A quorum for any general meeting of the company shall be formed whether are present in person of approx 100 members listed and the shareholders' register of the company. Information received from the registrar indicated that a total of 1,931 shareholders representing 55% of the company's issued shares were present at the commitment -- the commencement of this meeting. Out of which 1,288 shareholders are present in person while 643 shareholders are present by proxy. Based on the foregoing, the quorum has been formed and this meeting is duly convened and properly constituted. Further to the provisions of the Business facilitation, [ Miscalleneous ] Provision Act such on 24 of the Company's and Allied Matters Act 2020 was amended to enable public companies to conduct their general meetings electronically. Shareholders should note that all microphones will automatically be muted throughout the duration of the meeting, except when permission has been granted to speak. You may request permission to speak to ask questions during the question-and-answer session by clicking the raise-hand bottom on the online platform. Please note that name -- please state your name once you are called upon to speak. You can also type in your question in the question-and-answer window, which can now -- we can be accessed via the Q&A. Thank you very much. I now have the credo of presenting the audited financial statements and director's report of the company as well as Chairman statement for the ended December 31, 2025, [indiscernible], which had been previously circulated to shareholders and suggest that they may be taking as right. I now leave before you, the directors report and the audited accounts of the company for the ended December 31, 2025, 2025 in accordance with the company's [ Allied Matasar ] and the company's attribute of association. And I invite Mr. [ Olumide Oshika], representative of our auditor, Ernst & Young to please with the report of the auditor. Thank you.

Thank you, Mr. Gentlemen. Good morning to the estemeed shareholders of Guarantee Trust Auditing plc. My name is [indiscernible] and now I'll be reading specific sections of the independent auditor's action report on management's assessment of internal control or financial report, which is contained in [indiscernible] 114 to that is 116 and I'll also be within the independent auditor report as contained in pages 117 to 123. The independent auditor attestation report on management's assessment of internal control or financial reporting to the shareholders of Guaranty Trust Holding Company plc, with the permission of the shareholders, I would consider certain sections as right, and I will focus on specific sessions. So I would consider the scope as well on produce one more [indiscernible] for. I will consider the criteria applied by guarantee cross-loading, [indiscernible], as read. To the next page, [indiscernible] has read our own responsibilities, as read independence and quality management side. The description of procedures performed as read. Now to Page 116. Conclusion. In conclusion, nothing has come to our attention to indicate that control our financial reporting, put in place by management is not adequate as of 31 December 2025 based on the requirements of sponsoring organizations of Trade Commission [ Coso ] framework and set guidance on management report on internal control or financial reporting. Other matter. We have also audited in accordance with international standards on auditing the annual financial statement for the year ended 31 December 2025 Guaranty Trust Holding Company Plc is present [indiscernible] opinion in our auditor's report dated 31 March 2026. Our conclusion is not modified in respect of this matter signed by [indiscernible] at 31 March 2026. Now to the independent auditor report on the financial statements. Reports, which is contained on [indiscernible], report on the audit of the consolidated and separate financial statements. Opinion. We have audited the consolidated and separate financial statements of Guaranty Trust Holding Company Plc, the company and its subsidiaries together the group which comprise the consolidated and separate statements of financial position as at 31 December 2025 and consolidated and separate income statements and consolidated and separate shipments of other compressive income, the consolidation in separate statements of changes in equity and the consolidated and separate statements of cash flows for the year then ended and notes to consider on separate financial statements, including material accounting policy information. In our opinion, the accounting consolidated and separate financial statements give a true fair view of the consolidated and separate financial position of the group and the company as at December 2025 is the [indiscernible] it's consolidative separate financial performance and consolidated separate cash flows for the year then ended in accordance with IFRS accounting standards. As issued by the International Accounting Standards Board, the provisions of the company in the last month at 2020. The [indiscernible] Financial Institutions Act of 2020 and relevant circulars issued by the Central Bank of Nigeria, CBN, and in compliance with the financial reporting council of Nigeria Amendment Act 2023. The basis for opinion -- we conducted our audit in accordance with international standards on auditing, [ ICAS ]our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the consolidated and separate financial statement section of our report. Client dependent of the group on the company in accordance with the International Ethic Standards Board for Countdown's [indiscernible] professional accountants, including international independent standards, [indiscernible] code, as applicable to audit of financial statements of public interest entities. Together with the ethical requirements and the relevance to our audit of the consultant and financial statements in Nigeria, our fulfilled our other ethical responsibilities in accordance with these requirements and the [indiscernible], we believe that the audit evidence [indiscernible] this efficient and a proper to provide a basis for our opinion. The audit matter section is deemed as read and which takes us to pages 120. Other information section is considered as read. Responsibilities of the directors for the consolidated and separate financial statements is deemed as read. Auditor's responsibilities for the audit of the consolidated and separate financial statement is deemed is read. And now I move to Page 122 where I read the report on other legal and regulatory requirements. In accordance with the requirement of the [indiscernible] fee schedule of the Companies and [indiscernible] matters Act 2020, we confirm that we obtained all the information and explanations but to the best of our knowledge and belief were necessary for the purposes of our audit, we confirm that in our premium [indiscernible] books of accounts are being kept by the group company. In so far, that applies for my examination of those books. We confirm that the consolidated and separate statements of financial position and consolidated on separate income statements and the consolidated separate statements of other corporative income are in agreement with the both of accounts and in our opinion, the consolidated and separate financial statements have been prepared in accordance with the provision of the Companies and [indiscernible] Act of 2020, so as to give you a strong review of the state of affairs and financial performance of the company and subsidiaries. In compliance with the banks and other for the [indiscernible] Act 2020 and circulars issued by the Central Bank of [indiscernible], we confirm the diluted party transactions and balances are disclosed in Note 44 to reconsider and separate financial statements in compliance with Central Bank of Nigeria, circular number [indiscernible], we confirmed our returns on customer complaints on antitrust Bank Limited, a alone subsidiary of Guaranty Trust Holding Company committees are disclosed on Page 41 for financial statements. And this is [ 14 ] other information continued financial statements. Activities of card operations from [indiscernible] 5.2 types of compensation measures taken in compliance with Central Bank of Nigeria Circular number, [indiscernible]. I will confirm that as stated in [indiscernible] to consider a separate financial statement. Guaranty Trust Bank Limited in out in respect of the [indiscernible] on the bank signed by [indiscernible], 31 March 2026. Thank you.

Thank you very much, [indiscernible]. I now invite Mrs. [ Sandra ] [indiscernible], the Chairman of the Statutory Audit Committee to lead the sector Audit Committee report.

Good morning, Mr. Chairman. Good morning, distinguished shareholders and analysts. Please permit me to stand on existing protocol as I present the report of the Audit Committee for the year ended December 31, 2025, to the members of Guaranty Trust Holding Company plc. In accordance with the provisions of Section 404 subsection 7 of the company's unaligned matters at 2020. The members of the Audit Committee of Guaranty Trust Holding Company Plc plc hereby report as follows: we have exercised our statutory functions on the Section 4047 of the Company's and [indiscernible] Act 2020 and acknowledge cooperation of management and staff in the conduct of these responsibilities. We are of the opinion that the accounting and reporting policies of the company's company and group and in accordance with legal requirements and agreed ethical practices under the scope and planning of both the external and internal auditors for the year ended December 31, 2025, were satisfactory and reinforce the group's internal control systems. We are satisfied that the company has complied with the provisions of Central Bank of Nigeria secular BS2000, dated 18th February 2004 on disclosure of directors related credits to the financial statements of company and hereby confirm that an aggregate amount of 0 balance as was outstanding as of 31st December 2025. The corresponding figure for 31 December 2024 was 177,735 000. The status of performance of insider-related credits is as disclosed in Note 44D. We have deliberated with the external auditors who have confirmed that necessary cooperation was received from management in the cost of the statutory audits and we are satisfied with management's responses to the external auditors recommendations on existing -- on accounting and internal control matters and the effectiveness of the bank's system, accounting and internal control, signed by my [indiscernible] in my capacity as Audit Committee, Chairman on the 27th of January 2025. My FRC number is a stated therein. There are 6 members of our Audit Committee, 3 shareholders representatives and 3 board representatives, namely Mrs. [ Sandra Baguari ] as Chairman, [indiscernible], Mrs. [ Aderonke Cue], Mrs. [ Helen L. Bouygues], Ms. Cathy M. Echeozo and Mr. BT Soyoye.

Thank you, Mr. Chairman. That's the end of our report. Thank you very much, Mrs. [indiscernible] for the report. Thank you very much. I now invite Mr. [indiscernible] representative of the external consultant Deloitte & Touche to lead report of the external consultant on the Board appraisal line with the Central Bank of Nigeria Code of Corporate Governance, which is applicable to the company. Thank you.

Yes. Thank you, Mr. Chairman, and good morning, Directors. I will be reading our report is on Page 95 of the financial statement, and I read the report of the independent consultant on the review of the corporate governance framework and performance of the Board of Directors of Guaranty Trust Holding Company. Deloitte has performed the annual review of the corporate governance framework and evaluation of the performance of the Board of Directors of Guaranty Trust Holding Company for the year ended 31st December 2025. The scope of the review included an assessment of the structure mandate and performance of the Board, Board committees and management as it relates to the overall strategic direction of the company, stakeholder engagement, disclosures and transparency. The review was performed in compliance with the corporate governance guideline for financial holding companies issued by the Central Bank of Nigeria and the Nigerian Court of Corporate Governance the scope of the review included an assessment of key areas of Guaranty Trust Holding Company's corporate governance framework included the framework of the Board structure and the composition board operations and effectiveness, assurance functions, corporate disclosure and relationship with stakeholders. The result of our evaluation has shown that the Board and the corporate governance framework and practices in Guaranty Trust Holding Company comply with the provisions of the excellent code of corporate governance. We have also asserting that the key board functionaries at least the Board and Board committee [indiscernible] and the Board committees met the responsibilities on the court and corporate governance strata in Guaranty Trust Holding Company. The report for the highlight details of our review activities, observation and recommendations for the Board and executive management action for sustained improvement to the performance of the Board, corporate governance and sectorial functions of Guaranty Trust Holding Company. It should be noted that matters is in this report are only those that came to attention during our review, the evaluation is limited in nature and does not necessarily disclose all significant matters about the company or review any regularities. As such, we do not express any opinion on the activities reported. The report should be read in conjunction with the corporate governance section of the annual report signed for Deloitte & Touche [indiscernible].

Thank you very much, Mr. [ Wikoff ] for that report. We will, at this point, take questions that our esteemed shareholders may have on the reports laid before the meeting or general questions on the operations of the company. Kindly, therefore, indicate your intention to ask questions by raising by using the raise hand button Hanbo on the online platform or by typing operations in the Q&A window. I hereby request questions are being asked on the annual report and accounts because shortly make appropriate reference to the relevant pages to ensure that the right questions at the right answers I've given. In addition, it should be helpful members are brief restrict the questions on comments or comments to 1 or 2 at a time to afford others the opportunity to speak. We will take note of all questions. I respond at the end of -- the end in order to effectively manage the questions and answer session.

If shareholder called upon, kindly state your name before asking any question.

The Chairman, Members of this -- [ here ] Board of Directors, distinguished fellow shareholders. Good morning. My name is [indiscernible], additional shareholders. I welcome members to this meeting, and I'm very happy with the performance of Guaranty Trust Bank, which has put bread and butter on our table by giving us a dividend of NGN 12 service [indiscernible], which is the highest of it in the history of the capital market talking about dividends, please, wherever you are, whether [indiscernible] or online, please give Guaranty Trust Bank a hand of applause. Thank you very much. I would not take your time much. I will speak on the performance of this company in relation with the performance of the Chief Executive Officer and other members of this team because this result is achieved through teamwork, and that is contained on Page 23 of this annual report. And the first paragraph of it attracts me so much, but I want to speak first on it, and that is scaling a financial ecosystem across Africa requires more than ambition. It demands discipline in execution. In 2025, [ GT core ] demonstrated that rigorous strategy [indiscernible] with agile decision-making and disciplined delivery and tons opportunity into measurable value. I'm very much impressed with this kind of presentation because discipline is involved in the execution and executive needs you have also to be agile. All this, our Board, staff and management process and that's why they have been able to give us the kind of results which we are considering. I will also refer to one of Mr. Agbaje's presentations in this report. It says the bank delivers financial excellence across 4 business areas of [indiscernible] payments, pension money gas and banking. Fund segments [indiscernible] sustainable with pensions, building, security and confidence and payments accelerating financial inclusion. And that year 2025 will be remembered as a historic year when DTC was listed on the London stock exchange and demand, [indiscernible] will always be remembered as an epitome of innovation and growth because we [indiscernible] uptaking GTBank to greater heights. We are very greatful, and we appreciate the thoughts. I will also like to -- I would also like to report [indiscernible] members to Page 96 which is on sustainability and -- at GTC, sustainability, et cetera to how we build and grow our business. It shifts the bank's decision making and the bank's actions reflects the bank long time commitments. The bank [indiscernible] sustainability into all decision-making, and that is why we can see this bank, which was planted as most or seats, so as back is now growing into an olive tree. We are grateful to the management, the board and all the staff of management of guarantee cross-bank. The sociability is what we rely on as shareholders because this year that we received 12 NGN services Kobo as dividend. We are expecting much higher dividend less next year, and we are paying that God will give them the power to achieve this for us. Thank you.

My name is [ Kapur Adelaar ]. Mr. [indiscernible], I want to start by commentation, the [ GG coordination ] [indiscernible] is clearly working, delivering impressive growth through business and geographic diversification. I applaud management for the seamless execution and the strong dividend payout. The shareholders are pleased. I'm confident in our future growth. I also commend the Board for the impressive growth of our African and [indiscernible] subsidiaries. These non-Nigerian earnings provided a vital foreign edge that protects shareholders, value and dividend stability. Please keep on this strategic focus. The shareholders are fully behind you. I would also like to applaud the management for the aggressive growth of [ Habari ] and fund managers. My belief is that with both companies under the same umbrella and watching towards a common goal. The shareholders have a lot can look forward in immediate and long-term future. There is always room for growth for [indiscernible]. You see that about [ Ali ] has achieved scale let integrate measure growth the [ GT ] fund managers, asset and under management and making serious strike to increase cost from ads of GT pension. I wish to thank the Board as we have demonstrated a port changing [indiscernible] the [indiscernible] lifecycle of the customers well. I want to still comment Mr. [indiscernible] as shown to the world, not only in Nigeria for the whole Africa and all in general by proposing under his leadership, [ GTC ] will expand this wonderful dividend and also our shares appreciated as at April 10, 136 NGN. Mr. Chairman, I will go for my first question. Given our expansion into the UT and across Africa, what is the growth strategy for preventing capital going [indiscernible] from being trapped by local regulations local regulation specifically at any foreign subsidiaries, now fully self sustaining. And if not, what is the time line for them to stop relying on capital injections from the parent company? Secondly, Mr. Chairman, to what extent in the UT subsidiary see [indiscernible] as stability, urge against the macroeconomic shift in our emerging market order as the Board intend to both the Board intend to leverage this advantage by expanding product in order -- into order stable at currency drove [indiscernible] in the near future? [indiscernible] with what she [indiscernible] that mechanism are projecting our consolidated earnings from further evaluations, additionally have encounter and significant orders in and repatriation dividend from our fund [indiscernible] operations back to [ GTC ] in Nigeria. Lastly, Mr. Chairman, how will the 2026 tax reform impact, [ GT co ] consolidated profit after tax. Specifically, will this change have any significant impact on [ GT core ] business or its current dividend policy? Thank you very much, Mr. Chairman.

My name [indiscernible]. Mr. Chairman, Board of Directors [indiscernible], observation online, this [indiscernible]. Good morning. My name is [indiscernible] shareholders decision. We'd like to [indiscernible] Chairman [indiscernible]. Our share in sector budgeting for [indiscernible]. Furthermore, [indiscernible] in the previous year. [indiscernible], and this is due to an increase in forecast on IFS applications, which is beyond our control. So [indiscernible] for the impressive result. Some of the annual reports and accounts -- some of the annual results and accounts, I'll comment the pace initiatives of maintaining [indiscernible] processing charges on GT Bank points [indiscernible]. This is highly commended. My colleagues are talk about dividend. I want to join you to commend GTBank for the proposed dividend [indiscernible] cohort. This is the highest in the history of banking sector in Nigeria. My first question on [indiscernible], the first in the history of banking sector in Nigeria as such. So we appreciate the entire board management for that and social shipments, Page 22. I want to ask that looking ahead, what strategies are we putting in place to sustain and improve the group's growth trajectory in light of rising interest expenses, increasing operating costs and higher pass [indiscernible]? My question goes like this, that [indiscernible] have been taking to strengthen the group's digital security framework in response to the increasing incidence of [indiscernible] in the banking industry. And in [indiscernible] on Page 257 Note 9, I want a clarification here. The [indiscernible] expenses increased to NGN 50.8 billion from NGN 36 billion to NGN 50.8 billion. So I want the [ GMT ] to please [indiscernible] the causes for this. Lastly, I want to use this opportunity to appreciate the entire workforce of GT Bank for giving shareholders a robust dividend and one of its kind in Nigeria as such. As such today, [indiscernible] is nonbank in dividend [indiscernible]. Once again, thank you, and God bless you all.

My name is [ Tamil ]. I'm the President of Professional and [ First across Africa], leader and [indiscernible] Nigeria. I joined the order pickup by [indiscernible] processes record. We really appreciate you and all the management team, particularly our GMT or [indiscernible]. As a professional, we started the report critically and my Chairman, we sincerely appreciate all of you. And the area that is globally challenge is what we want to call our attention to. One, award management doing in the area of cyber attack because they grew bad threat to industry. And particularly, we are pretty pleased to [ segue ] usual cybersecurity. Secondly, the sometimes there will be network ungained which is not a part of the company, but what partnership are you doing with network globally to make sure [indiscernible] of information. To this, we want to -- we need to look at the area of risk culture and risk [indiscernible]. My garment, we observed that your exposure and [indiscernible] is on the high side. What profession are you putting in place for anything not to catalyze? Number four, we look at your expansion across the group. Now [indiscernible] Group and why are you putting in [indiscernible] for us to say guide. Now I'm looking at particularly AI, [indiscernible] because most of the industry this time are [indiscernible], particularly that we are falling into -- what are you preparing all our people to, including the director for auto [indiscernible] global issue, [indiscernible] is anything for to be in line with it because it is very, very -- we needed and I would like to know for your own side. And on the CSR, my Chairman and the management team is very fantastic. You touch many life and there's a good record up and down. And we really appreciate you. I decided out particularly by my Chairman. We need your touch in that area. Please let the impact of CSR in [indiscernible]. We sincerely apposite all of you and we really, really appreciate our GMD. I can use the [indiscernible] money or money because we come -- we are roundly proud of you for societal -- anything you touch and find [indiscernible] always around that please. All the team work, even including your driver and engagement that is. They are very, very working, and we appreciate them to opportunity result is a teamwork issue. We [indiscernible] you and we play a [indiscernible] being with you. Thank you. God bless you.

[indiscernible] I am very pleased to get into this meeting because I've been trying because of the network problem. It has not been easy for me to get into. Let me start by breaking my broader share [indiscernible] I have not seen or attended the meeting in the last 2, 3 years. However, I am very pleased this [indiscernible] and we -- and 2025 report is so attractive that nobody [indiscernible]. And any shareholder of tempo always want to attend this [indiscernible] to listen to what is the future goals for us because we believe that with this report of [indiscernible] dividend more will come. We have hoped that as [indiscernible] is consigned is today one of the best banks in this country. And there's goods coming the way. So I want to congratulate the family of benefiting from the further of check budget to begin because our question was promised or that is not interested in for bonuses, but rather I want to give us an enhanced value of [indiscernible] which has been doing. So we want to thank all the staff of GT Bank, the effort they are doing. But when you look at the history, you will see that Guaranty Trust Bank or Holding Company Limited started with a dividend of a small dividend and continue to grow this asset of 11.75p [indiscernible], bringing the total dividend in the year 2025 financial year to -- which is a great fit and believe that we still have a better idea to cover a good dividend because it will not remain on this. It's definitely going to grow like in the traditional balances every year the dividend as -- and we believe that next year will be better than this. But the major issue is that we have to do something about cyber attack, which is very important. So when you look at the era of GT Bank to [ Genco], what mentioned is that the life [indiscernible] grew from in 2021 to 2025. We hope the increase in dividend payout is in line with the dividend [indiscernible]. Let me take you to Page 28, 29 and 73 of the group total an of [ 2.15 trillion ] in 2025. We know that the GT Bank growth earning declined by 50%. So to saw [ detects to 6 trillion in 2025], [indiscernible] resulting again to [ 3.21 billion, from 6.45%]. We also have [indiscernible]. As I'd like to see you expressing, we would like to know that new strategies, [indiscernible] the right speaking by the line of --

You are breaking. The reception is [indiscernible] is very -- can you summarize this?

It's not me. It's network issue, but I would try.

I know.

Yes. Thank you. So particularly in the light of the price land banking on the taking by drive OP, agency banking, digital channel and -- and this is [indiscernible]. So we also have to be very careful of artificial intelligence on all this area. So this one in Page [indiscernible], 75 and 76. It's also something that I would need to be very careful about where I want to go further that I'm sure I have made a presentation to the people like the company secretary and the leading in housing, they are wonderful workouts of [indiscernible] has bank, very resilient. Well, I hope you will go through my presentation very clearly because my voice is not very clear. However, Mr. Chairman, I want to thank you.

Thank you very much, we've lost you. Thank you very much, sir, for your comments and questions. I thank all the previous speakers for the kind comments and commendations are now invited to group Chief [indiscernible] also to respond to the questions. Thank you.

Thank you very much. Good morning, everybody. Thank you, Chairman. I'll try my best to go through the questions. A lot of them, really, really good questions. So I'll see how I can get through this as quickly as possible. [ Chief Radico ] thanks the Board of Directors, management for the dividend declared. Well, our job is always maximize shareholder value. I will try to elaborate just a little bit on some of my comments. We went out and took money from people in the last 2 years. We have 2 sorts of investors today. We have institutional investors who want capital appreciation. And we have retail investors, so we're balancing 2 things. We're balancing the capital appreciation and an increasing dividend. Guaranty Trust intends to remain a dividend [ night ] which means that we will continue to pay higher dividends. As [ Tony ] also said, I don't believe in bonus shares. I don't think they add any value. So commitment is to continue, hopefully, to give you a better and better dividend. So thank you for the [ thanks ] for 2025. You also asked that I extended your appreciation to the entire management staff of Guaranty Trust. I humbly accept it on their behalf. There is no win in a losing team and one man does not make a football team. So I thank everybody who works with me and we accept humbly the graciousness. You talked about the discipline and execution of strategy. A very wise old man told me years ago that the first ruling habit is discipline. And that where there is disciplined, good things happen and when there's a lack of discipline, bad things always happen. So we will remain disciplined as an organization, whether it's in strategy or carrying out of our daily responsibility. So thank you very much. You talked about the financial excellence in the 4 pillars. These pillars we created 4 years ago. Going into our holding company structure, we decided we would have a bank. We would have an asset management company would have a pension company and would have a payment company. This strategy is playing out nicely, but I would like to emphasize that in the very early stages of execution. And that if you ask me where we're going, we're probably 10% of the way and that we would like to continue to move all these pieces to get to the finish line. So the 4 pillars are coming together, but a long way to go. Thank you very much for the congratulations on the London listing. If you do not run a good organization, good corporate governance, transparency, you will never list on the London Stock Exchange. So we will take that as the fact that we're running a sensible and a good organization. [indiscernible] remains important in all decision-making. We must protect the earth, which we live in. Expectations of a higher dividend. We also pay -- we can continue to give you higher dividends. We've done it for 10 years, and we intend to continue. Mr. [ Kabir Tambu, bilaiae Tamboran ] again you thank the Board and management, I humbly accept it on their behalf. You talked about the dividends, which I've elaborated upon. You talked about the listing outside of Nigeria. Again, I thank you growth in [ Herbarium Funds Management ], I think, have addressed that in the growth of the 4 pillars. You then asked how we're protecting capital outside Nigerian [indiscernible] Group. There's absolutely no reliance on group capital. All the entities outside Nigeria stand on their own. We retain the profit that we generate in those regions. We do not import or export risk within the countries. So each person is self-sufficient. Expansion of outside the U.K., you wanted us to go to stable currency countries. We are still tackling the U.K. The strategy remains simple. We're in the U.K. for connectivity for countries where we do business in West Africa. As we start to see connectivity, we start to see scale of business into other countries outside of the U.K., then it would be something would be -- we would consider. You talked about the implication of tax on 2026 earnings. You've already seen that in 2025. In 2024, our tax rate was 19%. In 2025, it was 29%. Therefore, you've already seen the tax -- increased tax rate on implementation and implications in the 2025 results. So there will be nothing different than you'll see in 2026. Mrs. [ Bessy Bakery], again, thanks to the Board for the results. You talked about PAT being down 14%. PBT was down 3%. Actually, PAT like-for-like was probably down 3% because we had a much increased tax rate as [indiscernible] pointed out in 2025. The beauty of 2025 is that the quality of earnings was much stronger which is why we were able to pay you a higher dividend. The 2024 results had fair value gains of about NGN 465 billion which is noncash related. Even though we were down 3% in 2025, we made up NGN 465 billion in noncore income and therefore, 2025, even though it looks down in terms of PBT is a much, much stronger result. Zero [ per ] charges are necessary to our strategy. Most of Nigeria's small businesses, SMEs, many of them cannot afford the charges. And so to grow this business, we will continue. The [indiscernible] charge is for life. It is not a promo. It will continue for as long as this organization exists. You also like the dividends. We like it too, and we pray we can continue. You talked about -- I think that was your final -- oh, you talked about the growth in the AMCON expense and why? The AMCON expense is 0.5% of total assets. In 2025, total assets grew 20%. So it's 0.5% of a larger number than in 2024. So it's just a simple mathematical equation. Mr. [ Tony Bakery], again, thank the Board for the results. Thank you very much. You talked about cybersecurity. We're just as worried as cybersecurity. Any good chief executive today is kept up by cybersecurity. You will continue to invest in tools, invest in people. It's a moving target. And hopefully, we will always, always be able to protect the data and the institution which we run. IT infrastructure is necessary as you deploy and as you have seen, we're spending a lot more money on IT, but it is not just service and software. We are investing in the infrastructure, which is like the rails that makes technology happen. Oil and gas exposure, we take your comment, but I always like to remind people that there are 3 different types of risk in oil and gas, and they're all very different. So if you bundle it at 47%, you might miss it. The risk in the upstream sector is very different from the risk in the downstream sector is very different from gas. So even though we look at it collectively, and I take your point, we manage the risk very differently. AI strategy, AI is a necessity, and we will continue to implement. However, you must be practical about AI. We were trying to implement AI that is practical for us and that will allow us to optimize the organization. CSR, thank you. I always say, and I don't want to sound like a broken record. The CSR for any organization is a selfish act. If you make money in environments you need to give back, and so we will continue to give back. [indiscernible], real shame that your Internet was not stable, but thank you very much for coming on to the call. 2025 did you like? I remember 11 years ago, you were going to [indiscernible] or no, it might have been 14 years ago for canceling bonus shares. So I'm glad that today you've come around and you like the fact that dividends actually mean more than bonus shares. We will again continue to hopefully increase the dividend. And yes, year-on-year will remain a dividend night. Cybersecurity, I've commented on. Dividend payout ratio was about 54%. We think where we are, we can maintain that and you talk about the threats of cybersecurity, I think that's where we lost you. So I hope I answered everybody's questions adequately. Thank you very much.

Thank you very much, [indiscernible], for those profound responses. Thank you very much. We will now with your permission table before the meeting. The [indiscernible] being proposed for approval at this meeting. Kindly be informed that in excess of the powers confined on me by virtue of [ Section 248, CAP1 Cap A ] of the company's Analytic Matters Act, I hereby call a poll on resolutions 1 to 3, 4, 5, 7 and 8. Voting on the resolutions will be by poll, which means that every shareholder voted in person or by proxy shall be entitled to 1 vote for every share that he or she holds. The statutory majority required to approve the resolutions is a simple majority of representing 50.1% ordinary resolutions of the total votes cast costs of shareholders present and voting either in person or by proxy at this meeting. I confirm that shareholders have sent in proxy forms indicating how [indiscernible]. When the voting process commences, the specific resolution being voted upon will appear on your screen with voting options for, against and abstain, the split. Kindly note that we are required to click for indicating yes, toward the [indiscernible] of the resolution or against indicating no to vote against the resolution or abstain if you do not wish to vote on the resolution of this [indiscernible], and then click on the submit button to cast your vote. Vote will be open for 1 minute on each resolution. Kindly set you mobile phones to do not disturb mood to avoid calls interrupting their participation in the meeting or in the voting process. Shareholders are advised to refresh their devices during the voting process. We now -- this video -- [Presentation]

Okay. Thank you very much. We shall now commence voting on the resolutions. The vote results for each resolution will be displayed at the end of the electronic voting process for that resolution. Voting results will be announced at the end of the voting process by the [indiscernible]. We will now proceed with the resolution to receive the audited financial statements for the year ended December 31, 2025, and the reports of the directors, auditors are [indiscernible] of this committee thereon. May I have a second for the motion?

[indiscernible] second the motion. Thank you.

Okay. Thank you very much. Please vote now. [Voting]

Following the announcement of the voting results by the registrar, I hereby declare that the revision to receive the audited financial statements for the year ended December 31, 2025. And the reports of the audit of the directors auditors on Committee thereon has been duly carried. Thank you very much. We'll now proceed with the resolution to pay a final dividend in the sum of [ NGN 11.6 ] ordinary share to shareholders, whose names appear in the company's register of members at the close of business on Monday, April 1, 2026 which is in addition to the previously paid interim dividend of NGN 1 [indiscernible], bringing the total dividend to be paid for 2025 financial year to NGN 12 [indiscernible] ordinary of [ 50 ] each. May I have a seconder for the motion?

Mr. I second the motion. Mrs. [ Bakari], CIMC, a second motion.

Thank you. You may please vote now. [Voting]

Votes cast were in favor of the resolution.

Following the announcement of the voting results by the registrar, I hereby declare that the resolution to declare a [indiscernible] a dividend in the sum of [indiscernible] ordinary share to shareholders whose names in the company's registrar of members at the close of business on Monday, April 13, 2026 which is in addition to the previously paid interim dividend of NGN 1 per share bringing the total dividend to be paid to -- for the financial year to NGN 12 ordinary share of [ 5 Cobo ] each has been duly carried. Thank you very much. The next resolution for shareholders' approval is to elect and reelect directors. The election -- reelection of directors will be conducted individually. We'll now vote on the resolution to elect Mr. Babatunde Soyoye as an independent non-Executive Director of the company. You have him on the screen. In the course of the year, Mr. Babatunde Soyoye was appointed as an independent non-Executive Director of the company. The appointment of Mr. Soyoye has been approved by the Central Bank of Nigeria. Mr. Soyoye is accordingly being proposed for election as an independent nonexecutive director. The detailed data of our security is available on Page 86 of the annual report. I hereby present to you Mr. Babatunde Soyoye. Thank you. I hereby move that Mr. Babatunde Soyoye show you now offering himself for election be and is hereby elected as a director of the company. May I have a seconder for the motion, please.

I second the motion. It's a [indiscernible].

Thank you very much. Please vote now. [Voting]

90.77% of votes cast were in favor of the resolution.

Thank you very much. Following the announcement of the voting results by the registrars, I hereby declare that [ Resolution 3, CAP1 ] [indiscernible] duly carried. I would like to thank the [indiscernible] shareholders for the election of Babatunde Soyoye. Congratulations. We will now vote on the resolution to elect Ms. Marie Namias as an independent nonexecutive director of the company. In the course of the year, Ms. Marie Namias was appointed as an independent Non-Executive Director of the company. The appointment of Mrs. Namias has been approved by the Central Bank of Nigeria. Mrs. Namias is accordingly being proposed for election as an independent Non-Executive Director. [indiscernible] by data of this numbers is available on Page 86 and 87 of the annual report. I hereby present to you, Ms. Marie Namias. Thank you. I hereby a move that Ms. Marie Namias now offering herself for election and [indiscernible] asset director of the company. May I have a seconder for the motion, please?

Good morning, Mr. Chairman. My name is [indiscernible]. I hereby second the motion. Thank you.

Thank you very much. Please vote now. [Voting]

92.77% of votes cast were in favor of the resolution. Thank you.

Thank you very much. Following the announcement of the vote results by the registrars, I hereby declare that Resolution 3A is hereby duly carried. I would like to thank -- Yes. Thank you. We elect directors -- we'll now proceed to the reelection of directors retiring by rotation. In accordance with [indiscernible] of the company's at [indiscernible] Association, which requires 1/3 of Directors, excluding Executive Directors or if [indiscernible] more meeting. My humble self and Mrs. Cathy Echeozo who will talk a rotation at this meeting and being eligible hereby offer ourselves for reelection. Kindly note, [indiscernible] of the attain the company provides that editing Director shall act as a Director throughout the meeting to which she or he are [indiscernible] I'm very pleased to now invite the Group Chief Executive Officer, to take over our proceedings. Thank you, sir.

Thank you very much, Mr. Chairman. I hereby present to you Mr. [indiscernible], now offering himself for election as an independent Non-Executive Director of the company. A record of these attendants showing he satisfied the requirement for attendance of Board meetings as required by the code corporate Governor during the [indiscernible] is available on Page 91 of the annual report. The profile of Mr. Suleiman Barau is available on page on Page 87 of the annual report. The Board is economy recommending to the shareholders the approval of the election of Mr. Suleiman Barau as an independent Nonexecutive Director. I hereby move that Mr. Suleiman Barau having offered himself for reelection, be and is hereby reelected as a director of the company. May I have a seconder for the motion, please?

Good morning, all. My name is [indiscernible]. I by second the motion. Thank you very much.

Thank you very much, sir. Please vote now. [Voting]

90.7% of total votes cast in favor of the resolution. Thank you.

Following the announcement of the voting results by the registrars, I hereby declare that Resolution 3B 1, which is to reelect Mr. Suleiman Barau hereby duly carried. I would like to thank the distinguished shareholders for the reelection of Mr. Suleiman Barau. In view of the election of Mr. Suleiman Barau as an independent Nonexecutive Director he shall continue to serve as Chairman of our esteemed company. I, therefore, invite the Chairman to continue proceedings at this meeting with the next resolution.

Thank you very much. The second part of Resolution 3B is to reelect Mrs. Catherine Echeozo as a Director of the company. I hereby present to you, Mrs. Catherine Echeozo iCasio, now offering as a fully election as the non-Executive Director of the company. A record of our attendance showing show satisfied the requirement for attendance of Board meetings as required by the court of corporate governance during the period under review is available on Page 91 at the annual report. The profile of Mrs. Catherine Echeozo is available on Page 87 of the annual report. The Board is accordingly recommending to the shareholders the approval of the reelection of is catered as a nonexecutive director. I hereby move that Ms. Catherine Echeozo been offered herself for relation [indiscernible] reelected as a Director of the company. May I have a second for the motion, please.

[indiscernible], I hereby second motion.

Please vote now. [Voting]

90.7% of total votes cast in favor of the resolution.

Following the announcement of the vote results by the registrars, I hereby declare that Resolution 3 can be cap 2, which is to reelect which is Mrs. Cathy Echeozo is chose is duly carried. I would like to thank the distinguished shareholders for the reelection of Mrs. Cathy Echeozo conversations. The next resolution for shareholders' approval is resolution 4, to authorize directors to fix the remuneration of auditors. May I have seconder for the motion, please.

Thank you, [indiscernible]. My name is [indiscernible], I second the motion.

Please vote now. [Voting]

[indiscernible] votes cast in favor of the resolution.

Thank you very much. Following the announcement of the vote [indiscernible], I hereby declare that the resolution authorizing directors to fix the remuneration of just has been duly credit. We will now take Resolution 5, which is to disclose the remuneration of managers of the company. Section 232 of the [ companies and other Matas Act 2020], requires the company at each general meeting to disclose the remuneration of managers of the company. Now I hereby draw the attention of shareholders to Page 56 of the annual report, which contains a detailed report on the remuneration of the managers of the company. We'll now proceed with the resolution to disclose the renovation of managers of the company. May I have a seconder for the motion, please.

My name is [indiscernible]. I second the motion.

Thank you very much. Please vote now. [Voting]

99.91% of votes cast were in favor of the resolution.

Thank you very much. Following the announcement of the voting results by the registrars, I hereby declare that the resolution on the disclosure of the remuneration of managers of the company is hereby duly carried. Thank you very much. The next resolution for shareholders' approval is Resolution 7. To consider and obtain an approved in compliance with the rule of the [indiscernible] Limited government transactions related parties or interested persons, the comp and its related entities called the group be and hereby granted general in respect of all the current transactions entered into with the later part or [ intersect ] person provided search 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 transaction solution is passed and shall continue to operate until the date on which the next annual general meeting of the company is held. May I have a seconder for the motion, please?

Good morning, Mr. Chairman. My name is [indiscernible] and I second the motion.

Thank you. Please cast your votes. [Voting]

97.25% of votes cast were in favor of the resolution.

Following the announcement of the voting results about the registrars, I hereby declare that Resolution 7 is by duly carried. Thank you very much. The next resolution for shareholders' approval is resolution 8, that nonexecutive directors in remuneration for the financial year ending 31st December 2026. And for succeeding years until reviewed by the company in its Annual General Meeting, and I hereby fixed at NGN 334 million annually. It is pertinent to mention that executive directors do not receive directors, fees and sitting allowances. May I have a seconder for the motion, please?

I second the motion, Mr. Chairman. My name is Mrs. [indiscernible].

Thank you very much. Please vote now. [Voting]

[indiscernible] of votes cast were in favor of the resolution.

Thank you very much. Following the announcement of the voting results by the registrars, I hereby declare that Directors remuneration for the financial year in December 2026 until reviewed company in its Annual General Meeting is hereby fixed at NGN 334 million. Thank you very much. We'll now take resolution 6, which is to elect members of the Statutory Audit Committee. Section 404 up 6 of the Company's and Allied Matters Act 2020, provides that nominations for election to statutory audits from [indiscernible] in writing and shall be delivered to the secretary at least [ 2 20s ] before the date of the Annual General Meeting. The Act also provides that membership of the statutory audit committee should be a maximum of 5 members, consisting of 3 representatives of the shareholders of the company and 2 nonexecutive directors. In compliance with Section 249 of the Act, which states that there should be no right to demand a poll on the election of members of the statutory Audit Committee under a [ 404 Act], voting for this solution can only be by a show of hands. Three valid nominations were received by the Secretary for election into the statutory audit committee. The 3 minis are Mrs. [indiscernible] and nominated by Mr. [indiscernible]. The second is Ms. [indiscernible], nominated by [indiscernible] and the side is [indiscernible]. In view of the fact that only 3 qualified representatives nominations for the protection of shareholders, so [indiscernible] Committee are received for the [indiscernible] available, there shall be no need for election. Accordingly, I hereby move that [ Ms. Sandra Baguari, Mrs. Aderonke [indiscernible] ] represented shareholders and join the Directors representatives, Mrs. Cathy Echeozo is chosen and at show to constitute the statutory Audit Committee of the company for 2026 financial year. May I have a seconder for the motion, please.

Good morning, Mr. Chairman. My name is [indiscernible]. I hereby second the motion.

Please vote now. [Voting]

98.55% of votes costs were in favor of the resolution.

Thank you. Thank you very much. Congratulations to the nominees to the elections and who elected. Thank you. Congratulations to all of you. And of course, to our directors that are joining that will have a committee. Thank you very much. In honor of a member of the from a member of the section [indiscernible], a longstanding member of the audit [indiscernible] committee. At this period, would like to honor late with the round of applause. [indiscernible] was a long-standing member of the [indiscernible] Audit Committee for over 2 decades and passed away as the age of [indiscernible] in March 2026. Please let us give a round of applause for [indiscernible]. This concludes the business of the meeting. I'd like to thank you for attending this meeting, which are now declared close. Thank you very much.