This notice is issued in accordance with Section 63 of the Companies Act No. 10 of 2017 of the Laws of Zambia.

NOTICE IS HEREBY GIVEN that the 50th Annual General Meeting of the fully paid up shareholders of Zambia National Commercial Bank Plc in respect of the period ended 31st December 2019, which was postponed on account of the COVID-19 outbreak will be held on Monday 15th June 2020 at 10:00hours. The Annual General Meeting proceedings will be conducted through the Zoom electronic platform.

All shareholders are therefore encouraged to make arrangements to participate in the Annual General Meeting proceedings through the Zoom video link provided below.
https://us02web.zoom.us/webinar/register/WN_8ORYum0wRlG-RUadXSOtCg

The Meeting is convened to transact the following:
1. Call to order, tabling of proxies and announcement regarding quorum

2. Adoption of Minutes
To consider, confirm, adopt, and sign the minutes of the 49th Annual General Meeting held on 29th March 2019.

3. Presentation by Zanaco Plc Chief Executive Officer

4. Adoption of the Chairman’s Report, Director’s Report and Financial Statements
To receive and adopt the Company’s Audited Financial Statements for the Financial Year ended 31st December 2019 together with the reports of the Chairman, Directors and Auditors.

5. Dividend
To consider the recommendation of the Board of Directors regarding the dividend for the year ended 31st December 2019.

6. Amendment of Company Articles of Association
To approve, by special resolution, the amendment of the Articles of Association

7. Appointment of Director
In accordance with Article 118 of the Articles of Association, to confirm the appointment of Mrs. Chearyp Mkandawire-Sokoni who was appointed as a Non-Executive Director on the Board of Directors since the previous Annual General Meeting.

8. Appointment of Auditors
To consider and adopt the recommendation for the appointment of the Auditors of the Company for the Financial Year ending 31st December 2020 and authorise the Directors to set the Auditors’ remuneration.

9. To transact any other business as may properly be transacted at the Annual General Meeting

Resolutions to be considered during the Annual General Meeting

1. Resolution 1 – Adoption of the Chairman’s Report, Directors’ Report and Financial Statements
2. Resolution 2 – Dividend
3. Resolution 3 – Amendment of Company Articles of Association
4. Resolution 4 – Appointment of Director
5. Resolution 5 – Appointment of Auditors

Notes:

1. The proceedings of the Meeting will be streamed live through the following link, and shareholders are required to register in advance.
   https://us02web.zoom.us/webinar/register/WN_8ORYum0wRlG-RUadXSOtCg
2. To register for the Meeting, a shareholder must have a working email and active cell phone number.
3. The window for registration for the Meeting shall be open on Friday 22nd May 2020 and automatically close at the commencement of the Meeting on Monday 15th June 2020 at 10:00 hours. A shareholder who does not register before the start of the meeting will not be able to do so when the meeting starts.
4. After registering, a shareholder will receive a confirmation email containing information about joining the the Meeting.
5. After registering, a shareholder will also receive their LuSE ID number which they must have on the day of the Annual General Meeting in order to vote on the resolutions.
6. To fully participate in the Annual General Meeting, a shareholder must o have a reliable internet connection.
7. Queries on how to log into the Meeting, registration or on the voting process can be channelled to the following numbers:
   1. 0978-980349;
   2. 0950-968435; or
   3. 0965-404177.
8. A shareholder entitled to attend and vote at the meeting may appoint a proxy to attend and participate in the proceedings of the Meeting. The appointed proxy may also, on a poll, vote on behalf of that shareholder. The proxy need not be a shareholder. To appoint a proxy, a shareholder must fill in and sign a proxy form accordingly.
9. To be valid, the Proxy Form must be sent to the following emails not less than 48 hours before the commencement of the Annual General Meeting:
   info@Corpservezambia.com.zm
   Prisca.chizi@Corpservezambia.com.zm
   mutale.marebesa@zanaco.co.zm

   Or may be lodged at the Front Desk/Reception of the Zanaco Plc Head Office Cairo Road, Lusaka.

   Proxy forms are available on https://zanacoinvestor.com/ and can be obtained from info@Corpservezambia.com.zm or Prisca.chizi@Corpservezambia.com.zm or from the Front Desk/Reception at Zanaco Plc Head Office Cairo Road, Lusaka.

By Order of the Board

Kaluba G Kaulung’ombe-Inampasa
Company Secretary

Issued in Lusaka, Zambia on 21 May 2020

Lusaka Securities Exchange Sponsoring Broker
	T | +260-211-232456 E | advisory@sbz.com.zm W | www.sbz.com.zm Stockbrokers Zambia Limited (SBZ) is a founder member of the Lusaka Securities Exchange and is regulated by the Securities and Exchange Commission of Zambia

First Issued on 21 May 2020

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Zanaco – Proxy Form for the 50th Annual General Meeting.pdf