2025/10/22 – 14:30:00 – 1086178384989389072
Notice Of 7th Annual General Meeting And Special Resolutions
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 7th ANNUAL GENERAL MEETING AND SPECIAL 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 21 November 2025 at 10h00 (Namibian time) by way of virtual
(electronic) meeting as per the link ANIREP 6th 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 6th annual general meeting held on 29 November 2024.
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 2025 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 2025.
5. Ordinary resolution 4
To acknowledge the resignation of Directors and retirement of a Member of the Investment
Committee:
• 4.1 – Dr. Mac-Albert Hengari – Chairperson of the Board of Directors (with effect from 22 March
2025)
• 4.2 – Dr Candice Hartley – Director on the Board of Directors (with effect from 28 January 2025)
• 4.3 – Dr. Alfred Kamupingene – Member of the Investment Committee resignation (with effect
from 21 November 2025)
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:
• 4.4 – Ms. Gida Sekandi
• 4.5 – Mr Stephanus Oosthuysen
6. Ordinary resolution 5
Environment Social and Governance Committee
To re-appoint Stephanus Oosthuysen to the Environment, Social and Governance Committee.
7. Ordinary resolution 6
Appointment of members to the Investment Committee
• 6.1 – To appoint Mr Gavin Frey CA (Nam) to the Investment Committee
• 6.2 – To appoint Ms Mutindi Jacobs (LLB; LLM) to the Investment Committee
A brief biography of the Directors standing for appointment accompanies this Notice as Addendum 1.
8. Ordinary resolution 7
Re-appointment of Auditors
To authorise the directors to determine the auditors’ remuneration and to re-appoint Ernst and
Young as the auditors of the ANIREP Limited Group for the financial year ended 28 February 2026, in
accordance with the three-year appointment authorised by the shareholders at the 6th AGM.
9. Ordinary resolution 8
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.
10. Ordinary resolution 9
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.
11. Ordinary resolution 10
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.
12. 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: anna-marie@esinamibia.com / info@anirep.com (not less than 48 hours before the time of the meeting) , i.e
latest by 10h00 on the 19th of November 2024.
Below the link for the meeting:
ANIREP 6th AGM – https://teams.microsoft.com/meet/370909096430?p=yLle6KOBu3t6X3N18V
By order of the Board
Windhoek
22 October 2025
Sponsor
Cirrus Securities (Pty) Ltd
Registration number 98/463
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
h or without modification, the resolutions to be proposed thereat and at each adjournment thereof and to vote
for and/or against the said resolutions and/or to abstain from voting in respect
as my/our proxy to vote for me/us on my/our behalf at the General Meeting which will be held for the purpose
of considering and, if deemed fit, approving and adopting, wit of the Shares registered in my/our name(s), and
at any adjournment thereof as follows:
Number of shares**
For Against Abstain
Ordinary Resolution 1 Resolved to adopt Minutes of the 6th Annual
General Meeting held on 29 November
2024.
Ordinary Resolution 2 Resolved that the Annual Financial Statements for
the year ended 28 February 2025 be received and
adopted.
Ordinary Resolution 3 Resolved that no dividend is declared for the year
ended 28 February 2025.
Ordinary Resolution 4.1 Resolved to acknowledge the resignation of Dr Mac-
Albert Hengari as Non-Executive Director on the
Board of ANIREP Ltd.
Ordinary Resolution 4.2 Resolved to acknowledge the resignation of Dr
Candice Hartley as Non-Executive Director on the
Board of ANIREP Ltd.
Ordinary Resolution 4.3 Resolved to accept the retirement of Dr Alfred
Kamupingene as Member of the Investment
Committee.
Ordinary Resolution 4.4 Resolved to re-elect Gida Sekandi as Non-Executive
Director on the Board of ANIREP Ltd.
Ordinary Resolution 4.5 Resolved to re-elect Stephanus Oosthuysen as Non-
Executive Director on the Board of ANIREP Ltd.
Ordinary Resolution 5 Resolved to re-appoint Mr Stephanus Oosthuysen to
the ESG Committee.
Ordinary Resolution 6.1 Resolved to appoint Mr Gavin Frey to the Investment
Committee.
Ordinary Resolution 6.2 Resolved to appoint Ms Mutindi Jacobs to the
Investment Committee.
Ordinary Resolution 7 Resolved that Ernst & Young Namibia be and are
hereby re-appointed as the independent external
auditors of the ANIREP Ltd Group for the year ended
28 February 2026.
Ordinary Resolution 8 Resolved that ESI Secretarial Services be and are
hereby reappointed as the company secretaries of
the Company Secretary until the next AGM.
Ordinary Resolution 9 Resolved to place unissued shares under the control
of the directors until the next AGM.
Ordinary Resolution 10 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 2025
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: 22-10-2025 02:30:00
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Namibia Securities Exchange – NAM News