NGX Suspends Trading in Shares of Consolidated Hallmark Insurance Plc Ahead of Listing as HoldCo

The Nigerian Exchange Limited, NGX has placed full suspension in trading of the shares of Consolidated Hallmark Insurance Plc ahead of delisting of the company and listing it as a holding company.

According to the NGX weekly report trading license holders and the investing public were notified that trading in the shares of Consolidated Hallmark Insurance Plc was suspended.

The NGX noted that the suspension was necessary to prevent trading in the shares of the Company and to enable the Company to reconcile its books with CSCS for the delisting of Consolidated Hallmark Insurance Plc and listing of Consolidated Hallmark Holdings Plc.

It further noted that the suspension was required to determine the shareholders who would qualify for the consideration.

Shareholders of Consolidated Hallmark Insurance (CHI) Plc had late last year approved the proposed Holding Company (HoldCo) structure for Consolidated Hallmark Insurance (CHI) Plc and all schemes of arrangement under Section 715 of the Companies and Allied Matters Act, 2020.

The shareholders gave the approval at the company’s Court Ordered Meeting held in Lagos both virtually and physically.

By the Scheme of Arrangement, the 10,840,000,000 ordinary shares of 50k each in the issued and paid-up shared capital of the company and held by the shareholders would be transferred to Consolidated Hallmark Holdings Plc.

The shares would be transferred in exchange for the allotment of 10.84 billion ordinary shares of 50k each in the share capital of the Holdco to the shareholders in proportion to their shareholding in the company to be credited as fully paid.

Addressing the shareholders at the meeting, Mr Obinna Ekezie, the company’s Chairman, said that the HoldCo structure would improve Consolidated Hallmark’s valuation by creating a structure where each subsidiary can operate a focused business.

According to him, the HoldCo structure will ensure that the subsidiaries operate under their separate regulatory requirements.

“Therefore, the risk that may arise from any of the businesses is isolated and does not necessarily impact all other businesses. This structure also creates a liability tax shield by placing operating companies and their assets in separate entities,” he said.

He also said that the HoldCo structure would enable Consolidated Hallmark to pursue other value-accretive opportunities that could arise shortly.

“Consolidated Hallmark intends to take the necessary steps to position the Company for future opportunities across the insurance value chain.

“The Restructure is intended to mark a new chapter for the company and the Group and enables the entities to become intentional about their next phase of growth and impact on the Nigerian Insurance industry,” Ekezie said.