NSE Awaits SEC Nod For Demutualisation, Seeks Extension For Council At AGM

Barring any changes, the Nigerian Stock Exchange (NSE) will on Wednesday, November 18, 2020, holds its 59th annual general meeting, primarily to consider the audited financial statement for the year ended December 31, 2019, and re-elect Otunba Abimbola Ogunbanjo, its President, who retires as a member of its national council by rotation.

As part of the special business, the exchange is seeking the approval also of members attending and voting, that the national council members continue in take charge of the governance structure of the Nigerian Stock Exchange until it obtains “the Securities and Exchange Commission’s (SEC) approval to operate as a demutualized exchange.”

The affected council members are Otunba Ogunbanjo; Oscar Onyema, Chief Executive; Aigboje Aig-Imoukhuede, immediate past president, and Ex-Officio of the council; Abubakar Mahmoud, first Vice President; and Mrs. Catherine Nwakaego Echeozo, second Vice President.

Ordinary members of the national council are Erelu Angela Adebayo; Katsina State Investment & Property Development Co. Limited (represented by Mrs. Famah Bintah Bello–Ismail) (institutional); Chartwell Securities Limited (represented by Oluwole Adeosun), dealing member; and Equity Capital Solutions Limited (represented by Kamarudeen Oladosu) -dealing member. Other dealing member representatives on the council are Fortress Capital Limited (represented by Yomi Adeyemi); Pilot Securities Limited (represented by Seyi Osunkeye); Planet Capital Limited (represented by Chidi Agbapu); WCM Capital Limited (represented by Patrick Ajayi).

As part of the SEC approval expected, the NSE’s license will be transferred to Nigerian Exchange Limited; following which “Articles 4(1) and (2) and 5(1)(v)(vi) and (viii) of the Nigerian Stock Exchange’s 2006 Memorandum and Articles of Association, not being consistent with the foregoing, be and are hereby suspended.”

The council is also proposing as a special resolution to the meeting, with or without any modifications, “that subject to the receipt of requisite approvals of relevant regulatory authorities, following the conversion and re-registration of The Exchange as Nigerian Exchange Group Plc.”

The meeting is also expected to approve plans by the emergent Nigerian Exchange Group Plc to undertake a listing by introduction of its 2,004,199,917 ordinary shares on Nigerian Exchange Limited (the entity to which the securities license of The Nigerian Stock Exchange would be transferred).

Also to be put before the meeting is a special resolution (with or without modifications), that the National Council of The Exchange be authorized “to appoint such professional parties and undertake such other acts, matters, deeds and do all such other things as it may deem necessary, incidental to and/or required for effecting the resolutions above, and to negotiate, finalize and execute such deeds, documents, and agreements as may be deemed necessary, desirable or proper in the best interest of The Exchange to implement the resolutions set out above.”