Zenith Bank Shareholders Endorse Transition to HoldCo Structure
Zenith Bank Plc shareholders have given their unanimous approval for the bank’s restructuring into a holding company. The decision was reached during a court-ordered Extraordinary General Meeting (EGM) held on, Victoria Island, Lagos, on Friday, April 26, 2024.
In accordance with the Scheme of Arrangement dated March 28 2024, pursuant to Section 715 of the Companies and Allied Matters Act (CAMA), 2020 between the Bank and the holders of the fully paid ordinary shares of 50 Kobo each in the Bank, the shareholders voted to transfer 31,396,493,787 ordinary shares of 50 Kobo each held in the issued and paid-up share capital of Zenith Bank Plc to Zenith Bank Holding Company Plc (the HoldCo) in exchange for the allotment of 31,396,493,787 ordinary shares of 50 Kobo each in the share capital of the HoldCo in the same proportion to their shareholding in the Bank. Similarly, the shareholders approved that each Existing GDR Holder receive, as consideration for each existing GDR held, one new HoldCo GDR.
Shareholders further endorsed the transfer of all shares held by the Bank’s nominees in Zenpay Limited, a subsidiary of the HoldCo, along with associated rights and obligations, to the HoldCo. Additionally, the Board of Directors received authorization to delist the Bank’s shares and existing GDRs from the Nigerian Exchange and the London Stock Exchange, respectively. Moreover, they were empowered to re-register the Bank as a private limited company in accordance with the CAMA Act 2020.
During the meeting, Jim Ovia, CFR, the Founder and Chairman of Zenith Bank Plc, expressed gratitude to the shareholders for their steadfast support, which has contributed significantly to the Bank’s remarkable performance over the years. He expressed satisfaction at witnessing the Bank’s transition to a holding company, highlighting the potential it holds for exploring new opportunities in the Fintech sector and strengthening its digital and retail banking initiatives.
