The shareholders of Zenith Bank Plc have approved the restructuring of the bank to a holding company.
The shareholders approved the restructuring during a court-ordered Extraordinary General Meeting (EGM) held virtually 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 Zenith Bank and the holders of the fully paid ordinary shares of 50k each in the bank, the shareholders voted to transfer 31,396,493,787 ordinary shares of 50k each held in the issued and paid-up share capital of Zenith Bank Plc to Zenith Bank Holding Company Plc (the HoldCo).
They voted in exchange for the allotment of 31,396,493,787 ordinary shares of 50k each in the share capital of the HoldCo in the same proportion to their shareholding in the bank.
The shareholders, according to a statement issued by the bank on Sunday, April 28, also approved that each Existing GDR Holder receive, as consideration for each existing GDR held, one new HoldCo GDR.
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The shareholders equally approved that all of the shares held by the nominees of Zenith Bank in Zenpay Limited, a direct subsidiary of the HoldCo, together with all rights and liabilities attached to such shares, be transferred to the HoldCo.
The Board of Directors were also authorised to delist the shares of the bank and the Existing GDRs from the official list of the Nigerian Exchange and the London Stock Exchange respectively as well as re-register the bank as a private limited company under CAMA Act 2020.
In his remarks during the EGM, the Founder and Chairman of Zenith Bank Plc, Jim Ovia, thanked the shareholders for their commitment, which he said has been instrumental in the bank’s outstanding performance over the years.
Ovia expressed his delight at witnessing the transition of the bank to a holding company, which is anticipated to position it advantageously for exploring emerging opportunities in the Fintech space while bolstering its digital and retail banking initiatives.
Also speaking, the Group Managing Director/Chief Executive of Zenith Bank, Dr Ebenezer Onyeagwu, lauded Ovia for his role in creating “an institution that has consistently been a trailblazer in the nation’s financial services industry”.
Onyeagwu expressed optimism about the bank’s growth trajectory in the coming years as it transitions into a holding company structure.
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