FBC Holdings Limited is set to convene its Twenty-Second Annual General Meeting on
Thursday, 25 June 2026, with shareholders set to consider the Group’s financial results for 2025 and vote on a special resolution authorising a share buy-back programme.
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Book NowThe meeting will be held at 15:00 hours in the Main Lounge at Royal Harare Golf Club, 5th Street Extension, Harare. Shareholders unable to attend may appoint a proxy to speak and vote on their behalf, with proxy forms to be lodged with First Transfer Secretaries or the Company Secretary by 12:00 hours on Tuesday, 23 June 2026.
The AGM agenda opens with the presentation of the audited financial statements and the reports of the directors and auditors for the year ended 31 December 2025, which shareholders will be asked to receive, consider and adopt. The board will then seek sanction of the dividends declared for the 2025 financial year. An interim dividend of US$0.0032 per share on 671,949,927 ordinary shares was declared on 26 August 2025 and paid in October 2025. A final dividend of US$0.0032 per share and ZWG 0.039 per share on the same number of shares was declared on 26 March 2026 and paid in April 2026.
On board composition, three directors — Aeneas Chuma, Charles Msipa and Sifiso Ndlovu — retire by rotation in terms of Article 95 of the Company’s Articles of Association. All three are eligible and will offer themselves for re-election under separate resolutions. Shareholders will also be asked to approve the appointment of Mrs. Muchaneta Ndachena to the board, while the retirement of Mr. Webster Rusere will be formally noted.
The meeting will consider approval of directors’ remuneration for the past financial year, along with the fees paid to Axcentium Chartered Accountants, the Group’s external auditor. Shareholders will also vote on the re-appointment of Axcentium, which is entering its second year as auditor of the Group.Under special business, the directors are seeking shareholder authority to undertake a share buy-back. The proposed resolution, to be passed as a special resolution, would authorise the company to purchase its own ordinary shares in terms of section 50 of the Articles of Association and section 128(1) of the Companies and Other Business Entities Act [Chapter 24:31]. The purchase price may not be below nominal value and must fall within a band of 5% above or 5% below the weighted average trading price over the five business days preceding each purchase. The authority is capped at 10% of the ordinary shares in issue and will expire at the next AGM. Shares repurchased are to be held for treasury purposes and must be disposed of within 12 months of the resolution.
In a supporting statement, the directors affirmed that the company is in a strong financial position and will be able to meet its debts as they fall due for 12 months following the AGM. They further stated that assets will exceed liabilities, ordinary capital and reserves will be adequate, and working capital will be sufficient over the same period.
The agenda will close with any other business that may be transacted at an Annual General Meeting.
