NBSX: ANE - Notice of 8th Annual General Meeting and Resolutions
===================== Notice of 8th Annual General Meeting and Resolutions
NOTICE TO SHAREHOLDERS
Alpha Namibia Industries Renewable Power Limited (Incorporated in the Republic of Namibia) Registration Number 2018/0148 NSX Share code: ANE ISIN: NA000A2JQ364 ("ANIREP” or “the Company”)
NOTICE OF 8th ANNUAL GENERAL MEETING AND RESOLUTIONS
NOTICE IS HEREBY GIVEN TO THE ANIREP SHAREHOLDERS that the Annual General Meeting (‘AGM’) of the Shareholders of the Company will be held on 16 November 2026 at 10h00 (Namibian time) by way of virtual (electronic) meeting as per the link ANIREP 8th AGM. PROPOSED AGENDA AND RESOLUTIONS:
1. Notice, Constitution and Quorum
To read and accept the notice of the meeting and ensure that there is a quorum of
Shareholders present in person or by proxy.
2. Ordinary resolution 1
Adoption of minutes of the Previous AGM
To adopt the Minutes of the 7th annual general meeting held on 21 November 2025.
3. Ordinary resolution 2
Annual Financial Statements/ Consolidated Financials
To receive and consider the Annual Financial Statements and consolidated Financials for the
year ended 28 February 2026 together with the reports of the Directors and Auditors
thereon.
4. Ordinary resolution 3
Declaration of Dividend
To resolve that no dividend is declared for the year ended 28 February 2026.
5. Ordinary resolution 4
To acknowledge the resignation of the Chairperson of the Investment Committee:
• Resolution 4.1 - Mr. Arinze Okafor – Chairperson and member of the Investment
Committee (with effect from 31 August 2026)
To acknowledge the appointment of a new Chairperson of the Investment Committee:
• Resolution 4.2 - Mr. Gavin Frey – To acknowledge the appointment of Mr Gavin Frey, a
serving member of the Investment Committee as Chairperson of the Investment
Committee.
NOTICE TO SHAREHOLDERS
Supplementary information in relation to the resignation of the Chairperson of the
Investment Committee is contained in the accompanying Explanatory Memorandum.
To re-appoint Directors
In accordance with Article 30 of the Company’s Articles of Association, one third (1/3) of the
Company’s non-executive directors are required to rotate annually at the AGM, who being
eligible can offer themselves for re-election. To re-elect the following directors who retire by
rotation in accordance with the Company’s Articles of Association, but being eligible, offer
themselves for re-election:
• Resolution 4.3 – Mr. Faniel Kisting (CA) Nam
• Resolution 4.4 – Dr. Eino Mvula
• Resolution 4.5 – Mr. Elvis Nashilongo
6. Ordinary resolution 5
Environment Social and Governance (ESG) Committee
In accordance with Article 31.6, to acknowledge the appointment of Mr. Elvis Nashilongo to
the ESG Committee.
7. Ordinary resolution 6
Audit, Risk and Compliance (ARC) Committee
In accordance with Article 31.6 of the Articles of Association,
• Resolution 6.1 – to acknowledge the re-appointment of Mr. Faniel Kisting CA (Nam) as
member and Chairperson of ARC
• Resolution 6.2 – to acknowledge the appointment of Dr Eino Mvula as member of ARC
8. Ordinary resolution 7
Remuneration and Nomination Committee (RemCo)
In accordance with Article 31.6, to acknowledge the appointment of Dr Eino Mvula to the
RemCo.
9. Ordinary resolution 8
Appointment of Auditors
To authorise the Board of Directors to appoint Deloitte Namibia as the auditors of the ANIREP
Limited Group, in place of Ernst and Young Namibia for a three year-period, subject to review
of the appointment at the next Annual General Meeting. To further authorise the Board of
Directors to determine the auditors’ remuneration.
Supplementary information in relation to the change in auditors is contained in the
accompanying Explanatory Memorandum.
10. Ordinary resolution 9
NOTICE TO SHAREHOLDERS
Re-appointment of Company Secretary
To authorise the directors to re-appoint ESI Secretarial Services as Company Secretary until
the next annual general meeting of the Company, unless revoked by general meeting of the
Company prior to such annual general meeting.
11. Ordinary resolution 10
General Authority to Directors to Allot or Issue Shares
It is proposed as an ordinary resolution to grant the directors, in terms of the provisions of
section 229 of the Companies Act, the Articles of Association and the listing requirements of
the NSX; a general authority to allot and issue the authorised but unissued ordinary shares of
the Company, subject to the provision of the Companies Act, upon such terms and conditions
as they deem fit. Such authority to remain valid until the next annual general meeting of the
Company, unless revoked by general meeting of the Company prior to such annual general
meeting.
12. Ordinary resolution 11
Directors’ authority to implement company resolutions
Resolve that each and every director of the Company be and is hereby authorised to do all
such things and sign all such documents as may be necessary for or incidental to the
implementation of the resolutions passed at this meeting.
13. To transact such other business as may be transacted at an annual general meeting.
Any member entitled to attend and vote at the meeting is entitled to appoint a Proxy to attend and vote in his stead. The prescribed scanned Proxy Form (as enclosed) should be forwarded to reach the Company Secretary at: cosec@anirep.com / info@anirep.com (not less than 48 hours before the time of the meeting) , i.e latest by 10h00 on the 12th of November 2026. Below the link for the meeting:
ANIREP 8th AGM.
By order of the Board 19 October 2026
Sponsor Cirrus Securities (Pty) Ltd Member of the Namibia Securities Exchange
ALPHA NAMIBIA INDUSTRIES RENEWABLE POWER LIMITED
(Incorporated in the Republic of Namibia)
(Registration Number 2018/0148)
(Date of Registration: 08/03/2018)
Share Code: ANE ISIN: NA000A2JQ364
(“ANIREP” or “the Company”)
FORM OF PROXY (Yellow) – FOR USE BY CERTIFICATED SHAREHOLDERS ONLY
Electronic Participation Number:
I/We (full name in block letters): …………………………………………………………………………………………….
of (address): ……………………………………………………………………………………………………………………………
Telephone No: ………………………………………
e-mail Address: ……………………………………………………...
being the registered holder(s) of: ………………………...(numbers) ordinary Shares in ALPHA NAMIBIA
INDUSTRIES RENEWABLE POWER LIMITED hereby appoint:
1................................................................................…. of .................................................................... or failing him/her
2.....................................................................................of..................................................................... or failing him/her
3 the chairperson of the General Meeting
as my/our proxy to vote for me/us on my/our behalf at the Annual General Meeting, which will be held for the
purpose of considering and, if deemed fit, approving and adopting, with or without modification, the
resolutions to be proposed thereat, and at any adjournment thereof, and to vote for and/or against the said
resolutions and/or to abstain from voting in respect of the Shares registered in my/our name(s), as follows:
Number of shares**
For Against Abstain Ordinary Resolution 1 Resolved to adopt Minutes of the 7th Annual
General Meeting held on 21 November 2025.
Ordinary Resolution 2 Resolved that the Annual Financial Statements for
the year ended 28 February 2026 be received and
adopted.
Ordinary Resolution 3 Resolved that no dividend is declared for the year
ended 28 February 2026.
Ordinary Resolution 4.1 Resolved to acknowledge the resignation of Mr
Arinze Okafor as member and Chairperson of the
ANIREP Investment Committee Ordinary Resolution 4.2 Resolved to acknowledge the appointment of a new
chairperson of the Investment Committee, Mr Gavin
Frey. Ordinary Resolution 4.3 Resolved to re-elect Mr Faniel Kisting (CA) Nam as
as Non-Executive Director on the Board of ANIREP
Ltd. Ordinary Resolution 4.4 Resolved to re-elect Dr Eino Mvula as Non-Executive
Director to the Board of ANIREP Ltd. Ordinary Resolution 4.5 Resolved to re-elect Mr Elvis Nashilongo as Non-
Executive Director to the Board of ANIREP Ltd.
Ordinary Resolution 5 Resolved to acknowledge the appointment of Mr
Elvis Nashilongo to the ESG Committee.
Ordinary Resolution 6.1 Resolved to acknowledge the re-appointment of Mr
Faniel Kisting (CA) Nam to the ARC Committee in the
role of Chairperson. Ordinary Resolution 6.2 Resolved to acknowledge the appointment of Dr Eino
Mvula to the ARC Committee.
Ordinary Resolution 7 Resolved to acknowledge the appointment of Dr Eino
Mvula to the RemCo.
Ordinary Resolution 8 Resolved that Deloitte Namibia are hereby
appointed as the independent external auditors of
the ANIREP Ltd Group for a three-year period,
subject to review at the next AGM.
Ordinary Resolution 9 Resolved that ESI Secretarial Services are hereby
reappointed as the company secretaries of the
Company Secretary until the next AGM.
Ordinary Resolution 10 Resolved to place unissued shares under the control
of the directors until the next AGM.
Ordinary Resolution 11 Resolved to grant the directors general authority
(Indicate instruction to proxy by way of a cross in space provided above.)
Unless otherwise instructed, my proxy may vote as he/she deems fit.
Signed this ................................................................................... day of 2026
Signature of shareholder..............................................................................................................................
Assisted by (where applicable)
………………………………………………………………………………………………
Note 1: A Shareholder entitled to attend and vote is entitled to appoint a proxy to attend, speak and on a poll
vote in his/her stead, and such proxy need not also be a Shareholder of the Company.
Note 2: One vote per Share held by ANIREP Shareholders. ANIREP Shareholders must insert the relevant
number of votes (**) they wish to vote in the appropriate box provided or “X” should they wish to vote all
Shares held by them. If the form of proxy is returned without an indication as to how the proxy should vote on
a particular matter, the proxy will exercise his/her discretion as to whether, and if so, how he/she votes. Date: 19/10/2026 05:39:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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