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PCMN Plc Shareholders Meet Feb 15 to Consider Proposed Scheme of Arrangement

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By Modupe Gbadeyanka

A meeting has been fixed for Thursday, February 15, 2018, for holders of the fully paid up ordinary shares of Paints and Coatings Manufacturers Nigeria (PCMN) Plc to consider the Scheme of Arrangement proposed to be entered into between the firm and the entire holders of its fully paid ordinary shares (the Scheme).

The meeting was ordered by a Federal High Court and it would take place at the Lagos Commerce 81 Industry Conference Centre, Alausa, Ikeja, Lagos at 11am.

Shareholders would during the gathering, will look into the Scheme of Arrangement dated January 10, 2018 and probably give Directors of the company to consent to any modifications of the Scheme of Arrangement that the court or any regulatory authority may deem fit to impose and approve.

A statement released to the Nigerian Stock Exchange (NSE) disclosed that, “Notice is hereby given that by the Orders of the Federal High Court (hereinafter referred to as the Court) dated 13th October 2017 and 24th November, 2017 respectively, made in the above matter, the Court has directed that a meeting of the holders of the fully paid up ordinary shares of Paints and Coatings Manufacturers Nigeria Plc (hereinafter referred to as the Company) be convened for the purpose of considering, and if thought fit, approving (with or without modification) a Scheme of Arrangement proposed to be entered into between the Company and the entire holders of its fully paid ordinary shares (the Scheme).

“A copy of the said Scheme and a copy of the Explanatory Statement that each shareholder of the Company is required to be furnished with pursuant to Section 540 of the Companies and Allied Matters Act, Cap C20 Laws of the Federation of Nigeria 2004, can be found on pages 17 to 21 and pages 12 to 16 of the Scheme Document, respectively.

“The Court ordered meeting of the shareholders of the Company (the Meeting) will be held on February 15, 2018 at Lagos Commerce 81 Industry Conference Centre, Alausa, Ikeja, Lagos at 11:0oam at which place and time all the aforesaid shareholders are requested to attend.

“At the Meeting, the following sub-joined resolutions will be proposed and if thought fit passed as special resolutions of the Company:

“1.  That this Meeting approves the Scheme of Arrangement dated January 10, 2018 and that the Directors be and are hereby authorised to consent to any modifications of the Scheme of Arrangement that the Court or any regulatory authority may deem fit to impose and approve.

“2.   That for the purpose of giving effect to the Scheme in its original  form or with (or subject to) such modification, addition and condition agreed between the Company and the entire holders of its fully paid ordinary shares and/or approved or imposed by the Court or any regulatory authority:

“• Five Scheme Shares (as defined in the Scheme) be cancelled.

“• The holders of the Scheme Shares be allotted the appropriate number of shares of Paintcom Investment Nigeria Limited (as specified in the Scheme) or be paid a cash consideration of N1.00 per Scheme Share for the surrender and cancellation of the said Scheme Shares.

“• Forthwith and contingent/y upon the cancellation of the Scheme Shares referred to in Clause 2(a) taking effect:

“I.          the share capital of the Company be restored to its former amount by the issue of such number of New PCMN Shares (as defined in the Scheme) as shall be equal in number to the number of Scheme Shares cancelled as aforesaid and having the same rights as the Scheme Shares so cancelled; and

“II.          The Directors of the Company be authorized to capitalise the sum of N396, 457, 128. 00 from the amount credited to the Company’s reserves as a result of the cancellation of the Scheme Shares and such sum be applied in paying up in full at par the New PCMN Shares issued pursuant to Clause 2(c)(i) above, which would be allotted and credited as fully paid to Paintcom Investment Nigeria Limited and/or its nominee(s) in consideration for the cash payment to be made to the Scheme Shareholders (as defined in the Scheme) as set out in Clause 2(b) above or the allotment of shares in Paintcom Investment Nigeria Limited.

“3. That conditionally upon the Scheme becoming effective, the ordinary shares of the Company be de- listed from the Daily Official List of the Nigerian Stock Exchange.

“4. That the Board of Directors of the Company be and is hereby authorised to take all actions as may become necessary to effect the Scheme of Arrangement.

“By the said Orders, the Court has appointed the Chairman of the Board of Directors of the Company, Sylverius I. Okoli, or failing him, Michael Thompson or failing them both, any other director appointed in their stead by the shareholders present at the meeting to act as Chairman of the said Meeting and has directed the Chairman to report the results thereof to the Court.

Voting at the Meeting will be by poll. Shareholders may vote in person or they may appoint any other person, whether a shareholder or not, to act as proxy and to attend and vote in their stead.

“A proxy form is being sent to each shareholder. In the case of joint shareholders, the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s); and for this purpose seniority will be determined by the order in which their names stand in the register of members of the Company.

“It is requested that forms appointing proxies be lodged at the office of the Registrars of the Company, Meristem Registrars Limited, as shown on the proxy from, not less than 24 hours before the time appointed for the Meeting.

“Please note that the lodging of the proxy form does not prevent you from ate ding the Meeting and voting should you wish to do so. However, in such arrangement, your proxy will not be entitled to vote.

“A member entitled to attend the Meeting who does not receive a copy of the Scheme Document within 14 days of the date of this notice can obtain copies of same from the Registrars of the Company, Meristem Registrars Limited, 213, Herbert Macaulay Way, Yaba, Lagos.

“The register of members will be closed from December 31, 2017 for the purpose of attendance at the Court Ordered Meeting.”

Dipo Olowookere is a journalist based in Nigeria that has passion for reporting business news stories. At his leisure time, he watches football and supports 3SC of Ibadan. Mr Olowookere can be reached via [email protected]

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Economy

Crypto Investor Bamu Gift Wandji of Polyfarm in EFCC Custody

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Bamu Gift Wandji of Polyfarm

By Dipo Olowookere

A cryptocurrency investor and owner of Polyfarm, Mr Bamu Gift Wandji, is currently cooling off in the custody of the Economic and Financial Crimes Commission (EFCC).

He was handed over to the anti-money laundering agency by the Nigerian Security and Civil Defence Corps (NSCDC) on Friday, January 30, 2026, after his arrest on Monday, January 12, 2026.

A statement from the EFCC yesterday disclosed that the suspect was apprehended by the NSCDC in Gwagwalada, Abuja for running an investment scheme without the authorisation of the Securities and Exchange Commission (SEC), which is the apex capital market regulator in Nigeria.

It was claimed that Mr Wandji created a fraudulent crypto investment platform called Polyfarm, where he allegedly lured innocent Nigerians to invest in Polygon, a crypto token that attracts high returns.

Investigation further revealed that he also deceived the public that his project, Polyfarm, has its native token called “polyfarm coin” which he sold to the public.

In his bid to promote the scheme, the suspect posted about this on social media platforms, including WhatsApp, X (formally Twitter) and Telegram. He also conducted seminars in some major cities in Nigeria including Kaduna, Lagos, Port Harcourt and Abuja where he described the scheme as a life-changing programme.

Further investigation revealed that in October, 2025, subscribers who could not access their funds were informed by the suspect that the site was attacked by Lazarus group, a cyber attacking group linked to North Korea.

Further investigations showed that Polyfarm is not registered and not licensed with SEC to carry out crypto transactions in Nigeria.  Also, no investment happened with subscribers’ funds and that the suspect used funds paid by subscribers to pay others in the name of profit.

Investigation also revealed that native coin, polyfarm coin was never listed on coin market cap and that the suspect sold worthless coins to the general public.

Contrary to the claim of the suspect that his platform was attacked, EFCC’s investigations revealed that the platform was never attacked or hacked by anyone and that the suspect withdrew investors’ funds and utilized the same for his personal gains.

The EFCC, in the statement, disclosed that Mr Wandji would be charged to court upon conclusion of investigations.

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Economy

Nigerian Stocks Shed 0.09% on Mild Profit-Taking

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Investment in Nigerian Stocks

By Dipo Olowookere

Profit-takers pounced on the Nigerian Exchange (NGX) Limited on Friday, weakening it by 0.09 per cent at the close of transactions.

Investors toned down on their hunger for Nigerian stocks during the last trading session of the week, with selling pressure mainly on the banking space, which shed 0.78 per cent.

The bourse crumbled despite the other sectors closing green, with the consumer goods up by 0.10 per cent, and the energy index up by 0.02 per cent, while the industrial index closed flat.

Livestock Feeds depreciated by 10.00 per cent to sell for N6.30, Learn Africa declined by 10.00 per cent to N8.10, Living Trust Mortgage Bank also slipped by 10.00 per cent to N4.05, Deap Capital gave up 9.97 per cent to trade at N9.39, and Industrial and Medical Gases lost 9.61 per cent to finish at N31.50.

On the flip side, Zichis appreciated by 9.97 per cent to N4.19, Abbey Mortgage Bank gained 9.94 per cent to quote at N9.40, RT Briscoe jumped by 9.93 per cent to N7.86, Haldane McCall grew by 9.90 per cent to N4.33, and Omatek increased by 9.87 per cent to N3.00.

Business Post reports that the market breadth index was positive despite the poor outcome, recording 33 price gainers and 31 price losers, representing strong investor sentiment.

The All-Share Index was down by 156.91 points during the session to 165,370.40 points from the 165,527.31 points achieved a day earlier, and the market capitalisation depleted by N184 billion to N106.153 trillion from N105.969 trillion.

Trading data showed that 687.4 million equities valued at N15.0 billion exchanged hands in 41,553 deals yesterday compared with the 691.4 million equities worth N15.4 billion traded in 38,665 deals on Thursday, implying a jump in the number of deals by 7.47 per cent, and a slip in the trading volume and value by 2.60 per cent, respectively.

The busiest stock on Friday was Veritas Kapital with 80.5 million units worth N197.0 million, Secure Electronic Technology transacted 79.3 million units valued at N87.5 million, Deap capital transacted 33.3 million units for N340.5 million, Access Holdings sold 31.0 million units valued at N703.0 million, and Zenith Bank exchanged 30.6 million units worth N2.2 billion.

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Economy

NASD Exchange Rises 0.20%

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NASD Exchange bullish

By Adedapo Adesanya

The NASD Over-the-Counter (OTC) Securities Exchange appreciated by 0.20 per cent on Friday, January 30, supported by the gains achieved by two securities on the platform.

During the session, Okitipupa Plc went up by N15.70 to finish at N234.60 per share versus the previous day’s N218.90 per share and Paintcomm Investment Plc expanded by 5 Kobo to close at N11.05 per unit compared with the previous day’s N11.00 per unit.

It was observed that yesterday, there were three price losers led by Geo-Fluids Plc, which dropped 60 Kobo to sell at N5.75 per share versus N6.35 per share, Afriland Properties Plc declined by 35 Kobo to close at N13.65 per unit compared with Thursday’s closing price of N14.00 per unit, and Industrial and General Insurance (IGI) Plc depreciated by 3 Kobo to 66 Kobo per share from 69 Kobo per share.

At the close of business, the NASD Unlisted Security Index (NSI) rose by 7.34 points to 3,630.11 points from 3,622.77 points and the market capitalisation grew by N4.39 billion to N2.171 trillion from N2.167 trillion.

A total of 287,618 units of securities exchanged hands on Friday compared with the previous day’s 1.9 million units of securities, indicating a decline in the volume of trades by 85.6 per cent.

The value of transactions, according to data, was down by 77.2 per cent to N3.1 million from N13.4 million, but the number of deals increased by 31.3 per cent to 21 deals from 16 deals.

Central Securities Clearing System (CSCS) Plc remained the most traded stock by value (year-to-date) with 15.4 million units exchanged for N623.0 million, followed by FrieslandCampina Wamco Nigeria Plc with 1.6 million units traded for N108.5 million, and Geo-Fluids Plc with 9.1 million units valued at N61.1 million.

CSCS Plc also ended the session as the most active stock by volume (year-to-date) with 15.4 million units sold for N623.0 million, followed by Mass Telecom Innovation Plc with 10.1 million units worth N4.1 million, and Geo-Fluids Plc with 9.1 million units valued at N61.1 million.

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