BUA Foods Plc 5th Annual General Meeting (2026)

Thank you, Dr. Farukq. Good morning, distinguished shareholders, my colleagues and the board, regulators, registrars, the external auditors. Welcome everyone to BUA Foods PLC. Let me also mention that this meeting is being streamed live so that shareholders who are not physically present can follow the proceedings. At today's meeting, I will be reporting on the performance of our company for the year ended 31st December 2025. I will now call on the registrars to inform us of the numbers of shareholders that are physically present as well as represented by proxies.

Thank you, Katherine. Pursuant to article 52 of the company's articles of association and the registrar's announcement, we have a quorum for this meeting. I now declare the meeting open. [Applause] It is our agenda and seconds of each motion put to the meeting will come from the floor. I humbly request that those who wish to second motions or ask questions should kindly indicate their intention to do so by raising their hands. I will call on participants to speak as appropriate. Each motion is put to the meeting and votes taken. Only shareholders or their proxy holders may address this meeting. Speakers should please restrict their questions and comments to the matters under consideration at this meeting. I would be grateful if all mobile phones and similar electronic devices could be switched to silent mode for the duration of this meeting. Let me once again remind us that this meeting is being streamed live and recorded. The register of directors' attendance at board meetings is available for inspection during this meeting in compliance with the provisions of the Companies and Allied Matters Act 2020. Thank you. CS.

And I'm the chairman of your company. It gives me great pleasure to introduce the directors at this meeting. To my right I have Dr. Dele Abio, the managing director of the company. To my left immediately after the company secretary is Kabiru Rabiu. I have Mr. Finn Anelson. I have Mr. Imran Rashid. I also have Mr. Chima, our one and only Chima. I also have Yi, the one and Yi.

Let me also introduce the acting chief financial officer Eddie Makl and of course our able company secretary Shah Ali. Please permit me to also introduce our shareholders' representatives on the statutory audit committee. Musa Ma, where are you? You're welcome. Alle, Mr. Peters. And of course, we have Eric Akindoro. Eric, are you here? You're welcome. We also have representatives from PWC, our independent auditor, Mr. Tulu. Mr. Tulu, is it Tu? Oyinloluwa Tou, are you here? Yes. And of course, we have Katherine. Katherine, where are you? You're welcome, Katherine. Thank you for your support. Let me also thank the representatives of the Securities and Exchange Commission, Amina. You're welcome, Amina. And representative of NGX, Peggy Holliday. Peggy, thank you. And the Corporate Affairs Commission also represented by Mala. You're welcome, thank you. Finally, and most importantly, let me acknowledge the presence of our esteemed shareholders, those who are attending physically and those who are watching the proceedings online. I will now call on the company secretary to please read the notice convening the annual general meeting. CS.

Thank you very much. But I would like to make a few remarks. Let me once again, distinguished shareholders, our investors, members of the board, and our dedicated management team, welcome you all to this important AGM. Thank you all for being here today and thank you for your continued support and confidence in BUA. To our shareholders, investors and employees, I sincerely appreciate your trust and commitment that you have shown over the years. Without you, none of what we have achieved would have been possible today.

I'm pleased to report that the business is doing very well. Our performance this year reflects the discipline, efficiency and hard work of our people across the organization. We have delivered strong results and we remain confident about the future. But let me make an important point. While we are proud of our financial performance, we recognize that we operate in an industry that plays an important role in the development of our economy. We therefore have a responsibility not only to create value for shareholders but also help build a stronger, more competitive industry that contributes to Nigeria's long-term growth. This is why we are investing so heavily in expansion. By next year when our current projects are completed, BUA Foods will become the largest player in our sector in Nigeria, Inshallah. We are not pursuing growth simply for the sake of becoming bigger. We are pursuing growth because scale matters in an industry like ours.

Today, four companies control almost 90% of this market. BUA Foods is the only indigenous Nigerian company amongst them. [Applause] In any concentrated market, the strongest force for efficiency, innovation, and value creation is competition. The more competitive the market becomes, the stronger the industry becomes. It is straightforward to build sufficient scale to compete effectively with every player in the market. We believe Nigeria benefits when there are strong indigenous companies capable of competing at the highest level, investing for the long term and challenging established players. We are increasing capacity, strengthening our competitive position and building a business that can compete on equal terms with anyone in the industry. A more competitive industry is ultimately a healthier industry, and that is good for consumers, good for investors and good for Nigeria.

Our history demonstrates what is possible when competition is driven by efficiency, transparency and strong execution. When BUA Foods listed 5 years ago, we were much smaller than some of the established players in the industry. Yet, despite our small size, we consistently delivered stronger profitability and better returns. That performance was not an accident. It was the result of efficient operations, disciplined management, prudent capital allocation and a relentless focus on execution. In many ways, our success changed the conversation in the industry. Investors could clearly see what a transparent and efficiently run business in this sector was capable of achieving. Naturally, that led to greater scrutiny of some larger competitors and raised important questions about performance, governance, and value creation.

Over time, that scrutiny contributed to significant changes within the sector, including the eventual delisting of some of those companies. The lesson is a simple one. Size alone is not enough. Efficiency matters. Transparency matters. Good management matters. These principles have made us the smallest major player in the industry, and they will continue to guide us as we become the largest. As a proudly indigenous company, we believe Nigeria benefits when strong local businesses invest, expand, create jobs, develop local capacity, and reinvest their profits back into the economy. Our ambition is not only to create value for shareholders but also to contribute meaningfully to Nigeria's industrial development and economic growth. To our shareholders, investors, board members, and management team, thank you once again for your trust and support. Together, we are building more than a company. We are building an indigenous champion that Nigerians can be proud of. Once again, thank you so much for your support and thank you for listening. Thank you. So, independent auditor's opinion. May I please request Mr. Olad or his nominee? Tulu, sorry, Tulu. Our independent auditor to please read the auditor's opinion. Tuluino.

Okay. Go ahead, please.

Thank you. Request the chairman of the statutory audit committee to read the audit committee's report.

Please go ahead.

Thank you. Uh, chairman audit committee. So, distinguished shareholders, pursuant to section 248 of the Companies and Allied Matters Act 2020, I'll be requesting for a kind permission that all accept the resolution for the election of the members of the statutory audit committee which shall be by show of hands. Who is a shareholder or represents a shareholder, please raise your hands and I will call on such persons to speak as appropriate. This will then be followed by the conduct of the poll to be managed by the registrars. Let us now proceed with the formal business of this meeting. The first item on the agenda is to lay before you the annual report and audited financial statements for 2025. I now lay before you the annual report for the financial year ended 31st December 2025 and I'll be pleased to take questions to aid in our responses relating to asking questions or sharing comments. I urge members to be brief to afford other shareholders the opportunity to do so. Please remember to raise your hand to indicate your wish and kindly wait until I call on you to speak. Once called on to speak, please state your name before asking your questions or making comments.

Take your name, please.

We'll come to you. Don't worry.

The lady at the end, the lady,

Physical. Physical. Yes.

Thank you. Thank you very much.

Thank you. Um, distinguished ladies and gentlemen shareholders, I think in the interest of time, let me try and see if we can answer. So please permit me to address the questions asked. Let me start with my sister BC. Thank you so much for your support and also your questions. You raise the issue of energy. You're right. You know, energy is quite expensive. But what we have done is we have set up a mini LNG plant in Jakakota, which we will now be using to power some of our BUA Foods businesses. That project LNG for BUA Cement and BUA Foods. So that is going to significantly... it's quite expensive, you know, we're spending quite a lot of money, as I'm sure you saw from the report. So we saw that, you know, in fact, two years ago when we started investing in this mini LNG plant, and hopefully by next year you see a much better result because you'll be saving quite a lot of money in terms of energy. And the same thing also goes with logistics; we are investing a lot more in terms of trucks, and these are LNG trucks as well, so the cost is going to be much better. That is what most companies are doing now. So we have about a total of 500 LNG trucks. 300 have arrived already, and we expect the remaining 200 to arrive in the next few months. So that is what we are doing, and because we know that energy cost is something that must be addressed. Thank you. CS.

And where's my brother? Alex. Alex. Okay. I thought you ran away. Thank you so much for pointing out what CS did not see. So CS, you cannot be lumping everything together for migration, you know, waste management together. So please take note of that and try and fix that. And I believe it's something that is important for us to do. So we've taken note of that, and thank you so much for pointing that out, Patrick. Thank you so much. So we are not happy that we are giving you all the profits. So next year we should give you only 50%. [cheering] [laughter] Yes. No, we just believe that shareholders should get as much as they can because the business itself is doing quite substantial dividend, and I did mention some of that during my earlier part of the problem initially, and I mentioned it is that we have very few companies operating in this sector, okay, and to determine funding and expanding aggressively so that by the time we have this expansion project completed, hopefully we'll be able to determine and we'll be able to reduce prices, because the thing is even if we decide to reduce, they just see that middleman and interruption, so we will continue to employ on some of our competitors that look, it is important for us to continue to bring down prices because it is important. I'm happy though to report that prices have come down from what they were a few years ago, but we really need to see what we can do, but the sea of Azour so this order to stay at this level. So determine prices locally. Of course, the expansion is going very well. Mr. Imran, where is Imran? Mr. Imran is heading this expansion program, and he has assured us that by early next year, all the projects will be completed. And apart from the sugar that we, of course, the BIP, we also have the flour expansion, the pasta expansion, and also a new business that we are starting: noodles. Okay. And then we are also expanding our oil milling in Patakot, and we are setting up a feed mill, which also should be completed all by next year. So the flour and the pasta we are doubling the capacity of those, the flour and pasta, and then of course the oil milling in Patakot and the feed mill. So we are really quite excited, and I believe that by the time we complete all these projects, and Imran, I think he said by next year sometime, all this will be completed. So once all these projects are completed, we'll be in a much better position to determine prices of all these commodities, and we'll ensure that once we complete those processes, we try and drag down the prices of these commodities.

All right. Again, you know, you've mentioned the issue of logistics. I mentioned earlier that we have the LNG trucks. We bought 500 for BUA Foods. 300 have come, and 200 will be arriving by October this year. And with this 500 additional trucks, I think we'll be making quite a lot of progress. One, it will enhance our efficiency in terms of logistics, and then it will reduce the cost of logistics. So we are really quite excited again that all these things are happening, and we believe that by next year, whatever you have seen as dividend will be much more by next year, God willing. Mrs. Obidday, thank you so much, and please extend our sincere appreciation to Mrs. Esther for sending Victor. Wish her the best, and hopefully she will be able to join us soon. Thank you so much. Thank you. Let's make progress.

I would like to call on the registrars to explain the during accreditation.

Thank you. Thank you. To cut three.

Chief.