GTBank gets CBN, SEC nod to become a financial holding company

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Olamilekan Ibrahim

The Central Bank of Nigeria (CBN) and Securities Exchange Commission (SEC) have approved Guaranty Trust Bank (GTBank) Plc to re-organise its company as a financial holding company.

The approval-in-principle by the regulators is meant for the formal process of the reorganisation of the  Bank to a financial holding company, which will be implemented by means of a scheme of arrangement between the  Bank and its shareholders pursuant to the Companies and Allied Matters Act (the Scheme).

This was disclosed in a statement by the Company’s Secretary, Erhi Obebeduo.
It also stated that the Bank has also obtained the “No-objection” of the SEC in connection with the proposed Scheme.

How the Restructuring works

Under the Restructuring, it is proposed that the issued shares in the Bank be exchanged on a one-for-one basis for the shares in a financial holding company.

The Bank’s existing Global Depositary Receipts (GDRs) are also proposed to be exchanged on a one-for-one basis for new GDRs to be issued by the financial holding company.

“The Board of Directors of GTBankmade the decision to embark on the Restructuring following a comprehensive strategic evaluation of the operating and competitive environment of the Nigerian banking sector in the near term.

“The Board expects that the financial holding company will have greater strategic flexibility to adapt to future business opportunities as well as market and regulatory changes than is currently the case.

“The Board: 0. A. Demuren (Chairman), J. K. Agbaje (Olief Executive Officer), K. A. Adeola, 0. M. Aguste, I. Hassan, H. A. Oyinlola, I. L. Akpofur, B. T. Soyoye,
“V.0. Adefala, A. 0deyemi (Executive), H. Musa (Executive), M. Lawal(Executive), M. Olusanya(Executive), B. 0lwntola (Executive).

“Subject to the approval of the  Scheme by the  Bank’s shareholders,  the relevant regulatory authorities and the Federal High Court of Nigeria, the holding company will have an organisational structure similar to that used by a significant number of major financial institutions globally.

Who are the industry regulators?

The financial holding company will be regulated by the CBN as the Other Financial Institution and listed on the Official List of The Nigerian Stock Exchange (The NSE) and the London Stock Exchange (the LSE).

Concurrently, the Bank will be delisted from the Official List of The NSE and the LSE and re­registered as a private limited liability company under the relevant provisions of Nigeria’s corporate legislation.

“GTBank will continue to be subject to the full suite of CBN banking regulations,” the statement added.

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