Cutix Plc has announced an Extraordinary General Meeting (EGM) scheduled for November 27, 2024, at its headquarters in Anambra State, Nigeria.
The primary agenda of the EGM is to pass a resolution for the removal of Dr Chidozie Nsoedo from the company’s Board of Directors due to a decrease in his shareholding, which has fallen below the minimum threshold required for board representation.
In a statement filed with the Nigerian Exchange Limited and accessed by NewsNGR, Cutix Plc disclosed that Nsoedo’s shareholding has dropped below the 10 per cent minimum aggregate required to qualify for a board position.
According to the company’s Articles of Association, specifically Section 83(1), a director must hold at least 10 per cent of the company’s shares to remain eligible as a representative of shareholders, which in Dr. Nsoedo’s case includes Mr. Samuel Nsoedo and R.C Onyeje & Co.
The statement reads, “An Extraordinary General Meeting (EGM) of Cutix Plc will be held physically at the Company’s Head Office, 17, Osita Onyejianya Street, Umuanuka, Otolo Nnewi, Anambra State on Wednesday, November 27, 2024, at 11 a.m. to transact the following businesses:
“To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
“To remove Dr Chidozie Nsoedo as a Director of Cutix Plc (the Company) following the depletion of the required minimum aggregate of 10 per cent shares of the Company that qualified him as a Director of Cutix Plc to represent Mr Samuel Nsoedo and R.C Onyeje & Co on the Board under Section 83(1) of the Articles of Association of the Company.
“To amend the Articles of Association to include a provision that the Board of Directors may declare that a Director representing a Shareholder or Shareholders with shares or block of shares not less than 10 per cent on the Board shall cease to be a member of the Board if the shares fall below 10 per cent of the shares of the Company as required under Section 83 (1) of the Articles of Association of the Company and declare his office vacant.”
The proposed amendment will formalize the process for maintaining minimum shareholding requirements, ensuring that board representation aligns with significant shareholder stakes.
The EGM will serve as a platform for shareholders to discuss these resolutions, vote on Dr. Nsoedo’s removal, and potentially approve the amendment to the Articles of Association, further reinforcing Cutix Plc’s governance framework.