Notice is hereby given that the 49^th Annual General Meeting of Learn Africa Plc (the “Company”) will be held at the Company's Head Office, Felix Iwerebon House, 52, Oba Akran Avenue, Ikeja, Lagos on Thursday 29^th September 2022 at 11.00 a.m. prompt to transact the following business:

Ordinary Business:

1. To lay before members of the Company, the Audited Financial Statements for the year ended 31^st March 2022, together with the reports of the Directors, Auditors and the Statutory Audit Committee thereon.
2. To declare a dividend for the Financial Year ended 31^st March 2022.
3. To elect/re-elect Directors.
4. To authorize the Directors to fix the Remuneration of the external Auditors.
5. To disclose the Remuneration of the Managers of the Business.
6. To elect members of the Statutory Audit Committee.

Special Business:

1. To approve the remuneration of Directors for year 2022/2023.
2. To consider and if thought fit, pass the following, with or without modification as ordinary resolutions of the Company:

1. “That pursuant to Section 131 and other applicable provisions, if any, of the Companies and Allied Matters Act (CAMA 2020), and Section 13 of the Companies Regulations 2021, the Issued Share Capital of the Company be and is hereby reduced from &500,000,000 ordinary shares divided into 1,000,000,000 shares of NO.50k each to N385,725,000 divided into 771,450,000 ordinary shares of NO.50k each by the cancellation of the Company’s unissued share capital of 228,550,000 (Two Hundred and Twenty-eight Million, Five Hundred and Fifty Thousand) of NO.50k each”
2. “That pursuant to Section 124 of CAMA 2020, the Company be and is hereby authorized to take all steps necessary to amend Clause 6 of the Memorandum of Association of the 
3. Company to comply with resolution 8a above to read: ‘The Share capital of the Company is N385,725,000 (Three Hundred and Eighty-five Million, Seven Hundred and Twenty-five thousand Naira) divided into 771,450,000 ordinary shares of NO.50k (fifty kobo) each’.
4. That the Directors be and are hereby authorized to enter into and execute agreements, deeds, notices or any other documents, and to perform all acts and to do all such other things necessary for or incidental to giving effect to Resolution 8 (a) above, including without limitation, appointing such professional parties, consultants and advisers and complying with the directives of the regulatory authorities.

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