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HomeCompany NewsNigerian Breweries secure shareholders' approval to distribute of 2.1 bln bonus shares

Nigerian Breweries secure shareholders’ approval to distribute of 2.1 bln bonus shares

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By Samuel Bankole

The local unit of Dutch Brewer Heineken, Nigerian Breweries on Monday secured shareholders’ approval for the distributions of 2.1 billion bonus shares to qualifying shareholders at its Extraordinary General Meeting (EGM) in Lagos.

Last month, the company said it plans to distribute shares worth N1.03 billion as bonus to its shareholders in its register of Members at the close of business on December 6, 2022.

The exercise, according to the company is in compliance with the provision of the Company and Allied Matter Act (CAMA) for companies to eliminate unissued shares.

According to the regulatory communication, the bonus shares with a value of N1.03 billion will be issued from the Company’s Share Premium Account, which based on the 2021 audited accounts had a balance of N77.5 billion and N84 billion as of October 31, 2022.

However, speaking at the extraordinary meeting, the Chairman of the company, Kola Jamodu, explained that the board took the decision to offer bonus shares to shareholders based on the Company’s robust share premium account and in response to the yearnings of shareholders over the years for bonus shares.

He added that with the issuance of the 2.1 billion shares, the Company has now closed the gap between its issued and unissued shares as required by the Corporate Affairs Commission pursuant to the provision of Sections 124 and 868 of CAMA 2020.

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Recall that on December 1, 2022, Nigerian Breweries plc paid an interim dividend of 40 kobo per share to its shareholders. Speaking on the bonus issue and the interim dividend payment, the Company Secretary/Legal Director, Uaboi Agbebaku explained that both actions clearly demonstrate the commitment of the Board to continue to reward Shareholders for their investment in the Company.

With this development, qualifying shareholders, that is those who were on the Register of Members at the close of business on Tuesday, December 6, 2022, are now entitled to receive a bonus of one share for every four shares held as of that date.

In the resolutions passed at the EGM, the shareholders approved that;

“That the Share Capital of the Company be and it is hereby increased from N5,000,000,000 (five billion naira) to N5,138,066,189 (five billion, one hundred and thirty-eight million, sixty-six thousand, one hundred and eighty-nine naira only) by the creation of additional 276,132,378 (two hundred and seventy-six million, one hundred and thirty-two thousand, three hundred and seventy-eight) ordinary shares of 50 kobo each, such new shares to rank pari-passu in all respects with the existing ordinary shares in the share capital of the Company.”

“That pursuant to Article 129 of the Articles of Association of the Company and the Directors having so recommended, the Shareholders hereby approve that the sum of N1,027,613,238 (one billion, twenty seven million, six hundred and thirteen thousand, two hundred and thirty eight naira only) be and is hereby capitalised from the Share Premium account (which, based on the 2021 audited accounts of the Company had a balance of N77.5 billion), and accordingly, that the said sum of N1,027,613,238 (one billion, twenty seven million, six hundred and thirteen thousand, two hundred and thirty eight naira only) be set free from the Share Premium account for distribution amongst the members on the Register of Members at the close of business on Tuesday, 6th December, 2022, on the condition that the same be not paid in cash but applied in paying up in full at par, 2,055,226,476 (two billion, fifty five million, two hundred and twenty six thousand, four hundred and seventy six) ordinary new shares of 50 kobo each, to and amongst such members in the proportion of 1 (one)   new share for every 4 (four) shares held by them at that time, the shares so distributed being treated for all purposes as capital and not as income.

“That the Directors be and are hereby authorized to take all such actions and do all such acts, deeds, and things as they deem necessary to give effect to the above resolutions, including executing or authorizing the execution of all relevant documents and appointing any required professional adviser; and that all actions previously taken by the Directors in that regard be and are hereby ratified.”

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