BY CAROLINE AMOSUN
Shareholders of Union Bank of Nigeria Plc, have agreed to transfer their shareholdings to new owners of the bank- Titan Trust Bank Limited and also permit the Nigerian Exchange to stop trading on the shares of the bank on a specified date.
The agreement was reached at a court-ordered meeting held at the Muson Centre, Marina, Lagos, recently.
Union Bank of Nigeria Plc announced the approval of several special resolutions by its shareholders. These resolutions, detailed in the notice of court-ordered meeting, signify a significant development in the bank’s future.
The primary resolution passed by the shareholders was the approval of the Scheme of Arrangement, which was dated May 10, 2023.
Furthermore, the bank’s directors were granted the authority to consent to any modifications that may be imposed or approved by the Federal High Court. This approval sets the stage for the bank’s future endeavors and strategic decisions.
As part of the Scheme of Arrangement, the shareholders agreed to transfer the Scheme Shares to Titan Trust Bank Limited, a notable entity in the Nigerian financial sector.
In return for the transfer, the holders of the Scheme Shares will be compensated with a sum of N7.00 per share transferred, known as the Scheme Consideration.
To facilitate the successful implementation of the Scheme, the Nigerian Exchange Ltd and the Central Securities Clearing System Plc will be notified and requested to terminate trading in the bank’s shares from the Eligibility Date.
After this date, no trading or transfer of Union Bank shares will be registered.
Furthermore, Union Bank’s shares will be delisted from NGX on the Eligibility Date, marking a significant transition in the bank’s market presence.
Subsequently, all share certificates representing the interests of the Scheme Shareholders will be dematerialized, and in the case of dematerialized shares, all the shares lodged with the CSCS will be transferred to Titan Trust Bank.
To navigate the regulatory landscape effectively, the Board of Directors of Union Bank of Nigeria has been granted the authority to take all necessary steps and consent to any modifications imposed or approved by the Federal High Court, the Central Bank of Nigeria, or the Securities and Exchange Commission.
During the meeting, the shareholders cast their votes on the sub-joined Special Resolutions, with an overwhelming majority in favor.
The Scrutinizers, Ernst and Young, confirmed that 482,542,898 shares, representing 99.98% of the shares held by shareholders present and voting at the meeting, voted in favor of the resolutions.
With this remarkable mandate from the shareholders, the chairman declared the Special Resolutions approving the Scheme to be carried.