Overview

Our strength as a Company is personified in our crop of top-drawer, well-trained and experienced professionals in insurance and other fields such as Law, Engineering, Accountancy, Economics and other Social science disciplines and the Arts. Our Board of Directors led by Temitope Borishade, is peopled by highly skilled and committed professionals whose single-minded task is to protect shareholders and other stakeholders from the ever-evolving macroeconomic and regulatory dynamics of the industry's operating environment. The diverse talents and experience of our people have helped us build solid and sustainable value-added relationships with our customers and other stakeholders.

RIGHTS ISSUE Of 5,295,200,000 ORDINARY SHARES OF 50 KOBO EACH At ₦1.10 PER SHARE ON THE BASIS OF 2 NEW ORDINARY SHARE FOR EVERY 3 ORDINARY SHARES HELD AT THE CLOSE OF BUSINESS ON 21ST JANUARY 2026 PAYABLE IN FULL ON ACCEPTANCE.

Provisional Allotment:

The letter dated 17th December 2025 from the Chairman, which is provided on pages 12–13 of the Rights Circular, contains particulars of the Rights Issue now being made. The Directors have provisionally allotted to you the number of new shares set out on the first page of the enclosed Acceptance/Renunciation Form, representing 2 new Ordinary Shares for every 3 Ordinary Shares registered in your name at the close of business on 21st January 2026.

The new Ordinary Shares will rank pari passu in all respects with the existing Ordinary Shares of the Company. You may accept all or some of the shares allotted to you or renounce your rights to all or some of them. If you are accepting the provisional allotment in full, kindly complete box A of the Acceptance/Renunciation Form, while if renouncing your rights partially or in full, kindly complete box B of the form. You may also apply for additional shares over and above your provisional allotment as described below.

Acceptance and Payment: The receipt of payment with your Acceptance/Renunciation Form will constitute an acceptance of all or part of this allotment on the terms of this letter, subject to the Memorandum and Articles of Association of the Company and the clearance of the Securities and Exchange Commission.

If payment is not received by the close of the acceptance period, the provisional allotment will be deemed to have been declined and will be cancelled. You may participate in the Rights Issue through any of the following methods: Full Acceptance crossed “GUINEA INSURANCE PLC RIGHTS” with your name, address, and mobile number written on the back of the cheque or draft. All cheques and drafts will be presented for payment on receipt, and all Acceptance/Renunciation Forms in respect of which cheques are returned unpaid for any reason will be rejected and returned via bank transfer.

Shareholders who wish to make payments electronically for their rights should contact any of the Receiving Agents listed on pages 43–44 of this Rights Circular for the transfer details. Any payment value exceeding ₦10,000,000.00 (ten million Naira) should be made via SWIFT, RTGS, or NEFT into the designated account provided by the Receiving Agent.

Such payment must include the subscriber’s full name in the transfer instruction narrative: “[FULL NAME OF SHAREHOLDER]’s PAYMENT FOR GUINEA INSURANCE PLC RIGHTS.”

Trading in Rights on NGX: The approval of NGX will be obtained for trading in the Rights of the Company. The Rights will be tradable throughout the offer period at the price at which the Rights are admitted on NGX. If you wish to trade your Rights, you may do so on the floor of NGX between these dates. Please complete item iii of box B of the Acceptance/Renunciation Form and contact your stockbroker for assistance.

If you wish to purchase traded Rights, please contact your stockbroker who will guide you regarding payment and the procedure for purchasing traded Rights. Any purchaser of Rights may also trade those Rights between these dates. If you wish to accept this provisional allotment in full, please complete box A of the Acceptance/Renunciation Form.

The completed Acceptance/Renunciation Form together with a cheque or bank draft for the full amount payable must be submitted to any of the Receiving Agents listed on pages 45–46 of the Rights Circular not later than 1st May 2026. The cheque or draft should be made payable to the Receiving Agent.

Allotment of Additional Shares: Ordinary shares which are not taken up by the Offer Closing Date will be allotted on a pro-rated basis to shareholders who apply for additional shares; i.e., all subscribers will be allotted an equal proportion of the amount applied for according to the Rules and Regulations of the Securities and Exchange Commission.