Zenith Bank Plc Shareholders Endorse Transition to Holding Company Structure

The shareholders of Zenith Bank Plc have given their overwhelming approval for the bank’s transformation into a holding company during a court-mandated Extraordinary General Meeting (EGM) held virtually over the weekend.

In line with the Scheme of Arrangement dated March 28, 2024, under Section 715 of the Companies and Allied Matters Act (CAMA), 2020, shareholders voted in favor of transferring 31.396 billion ordinary shares of 50 Kobo each from Zenith Bank Plc to Zenith Bank Holding Company Plc (the HoldCo). This exchange entailed the allotment of equivalent shares in the HoldCo to shareholders, proportionate to their holdings in the Bank.

Additionally, shareholders approved the issuance of one new HoldCo Global Depositary Receipt (GDR) for each existing GDR held by shareholders. Furthermore, they endorsed the transfer of shares held by the Bank’s nominees in Zenpay Limited, a direct subsidiary of the HoldCo, to the HoldCo, along with associated rights and obligations.

The Board of Directors received authorization to delist Zenith Bank Plc 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 under the CAMA Act 2020.

Jim Ovia, the founder and chairman of Zenith Bank, expressed satisfaction at witnessing the bank’s transition to a holding company, envisioning enhanced opportunities in the Fintech sector and fortified digital and retail banking initiatives.

Dr. Ebenezer Onyeagwu, the group managing director/chief executive officer of Zenith Bank, praised Ovia’s instrumental role in establishing an institution that has consistently led Nigeria’s financial services industry. Onyeagwu expressed confidence in the bank’s growth prospects under the holding company structure, emphasizing the potential to unlock shareholder value across diverse sectors.

On the topic of recapitalization, Onyeagwu affirmed the bank’s readiness to obtain shareholder approval at the upcoming Annual General Meeting scheduled for May 8, 2024. He expressed optimism about Zenith Bank’s ability to raise the necessary capital, highlighting its robust capital base relative to industry peers.

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