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Shareholders May Drag Union Property, Directors, Auditors Before FRC, ICAN (1)

These are not the best of times for Union Property Company Plc, as the shareholders, mostly stockbrokers who bought its shares during the 2006 private placement are threatening to drag the company, its directors, led by Emeka Emuwa, chief executive of 100-year old Union Bank of Nigeria Plc, as well as KPMG Professional Services before the Financial Reporting Council of Nigeria (FRC) and the Institute of Chartered Accountant of Nigeria (ICAN) over alleged manipulation of the company’s shareholding.
Prior to the private placement, the company had issued share capital of 100 million at N1.00 each, following which new units were sold at N1.50 for every N1 share, resulting in a 50 kobo premium per unit.
They accuse directors of Union Properties of manipulating the share premium account, allotting 3.85 billion units to the group with Union getting 2.156 billion shares, to make it the majority owning.
Already, and as sign of the times, the company’s annual general meeting for the 2013, 2014 and 2015 financial years, initially fixed for Tuesday, December 20, 2016 at the Union Bank of Nigeria Plc Stallion Plaza headquarters was rescheduled first for some time this month at a date our source could not immediately confirmed.
The stockbroker-shareholders accuse directors of Union Properties of conniving with the external auditor to manipulate the shareholding structure, becoming the majority owner with 56.61% equity stake, based on which it appointed directors.
“They (the group) brought N3 billion and allotted N1.00 shares at N1 each instead of N1.50, which means they did not pay the 50 kobo premium like other shareholders. It is therefore, either we cut their holding by one-third of the current figure, or the company pays the premium plus interest since 2006 at the CBN’s MPR rate over the period,” an aggrieved shareholder told INVESTDATA News.
The breakdown as recorded in the 2013 annual account shows that while Union Bank holds 2.195 billion units or 39.01%, Union Homes Savings & Loans and Union Assurance Company Limited own 8.8% apiece.
It was further noticed that while Union Trustees Limited was not listed as holding significant stake (at least 5%) in the 2013 and 2014 annual reports, it appeared in the 2014 account as holding 854,522, 600 units or 15.37% (compared to 1,089,522,600 shares or 19.36%), without changing the stake of the parent or other sister companies as above. This raised the group’s holding to 71.98% (75.97% in 2013), same as in 2015…

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