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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

Nigeria, UK Move to Close £1.2bn Trade Data Gap

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trade value

By Adedapo Adesanya

Nigeria and the United Kingdom are moving to tackle a long-standing £1.2 billion discrepancy in their trade records, with both countries agreeing to develop a structured data-sharing system aimed at improving transparency and accountability across bilateral commerce.

The agreement was reached during a high-level meeting in London on March 18, 2026, held on the sidelines of President Bola Tinubu’s State Visit, under the Nigeria–United Kingdom Enhanced Trade and Investment Partnership (ETIP).

According to a statement by Nigeria Customs Service (NCS) spokesperson, Mr Abdullahi Maiwada, the talks signal a shift toward deeper operational cooperation between both countries’ customs authorities.

At the centre of the discussions was a persistent mismatch in trade figures. While Nigeria recorded about £504 million worth of imports from the UK in 2024, British records show exports to Nigeria at approximately £1.7 billion for the same period, leaving a gap of roughly £1.2 billion.

To address this, the two countries agreed to explore a pre-arrival data exchange framework that will connect their digital customs systems, with the aim of improving risk management, reconciling trade data, and strengthening compliance monitoring along the corridor.

The meeting was led by Comptroller-General of Customs, Mr Adewale Adeniyi and Ms Megan Shaw, Head of International Customs and Border Engagement at His Majesty’s Revenue and Customs (HMRC), and also focused on customs modernisation and data transparency.

Mr Adeniyi underscored the broader economic implications of the initiative, noting that customs collaboration plays a central role in trade facilitation.

“Effective customs cooperation remains a critical enabler of economic growth and sustainable trade development,” he said.

He added that “customs administrations serve as the frontline institutions responsible for ensuring that trade flows between both countries are transparent, secure, and mutually beneficial.”

The Nigeria–UK trade relationship spans multiple sectors, including industrial goods, agriculture, energy, and consumer products — all of which depend heavily on efficient port and border operations.

Beyond addressing data gaps, the meeting also highlighted ongoing modernisation efforts on both sides. The UK showcased advancements in artificial intelligence-driven trade tools, digital verification systems, and real-time analytics designed to enhance cargo processing, risk assessment, and border security.

The engagement further produced plans for a Customs Mutual Administrative Assistance Framework, alongside technical groundwork for capacity building, knowledge exchange, and a joint engagement mechanism under the ETIP platform.

Mr Maiwada said the outcomes are expected to strengthen Nigeria’s trade ecosystem and support broader economic reforms.

“The NCS has reaffirmed its commitment to deepening international partnerships as part of a broader modernisation agenda designed to promote transparency, efficiency, and competitiveness in Nigeria’s trading environment,” the statement said.

It added that “insights from this engagement will strengthen its operational capacity, enhance trade facilitation, and support Nigeria’s economic reform objectives under the Renewed Hope programme.”

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Economy

Dangote Refinery Imports $3.74bn Crude in 2025 to Bridge Supply Gap

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Dangote refinery import petrol

By Adedapo Adesanya

Dangote Petroleum Refinery imported a total of $3.74 billion) worth of crude oil in 2025, to make up for shortfalls that threatened the plant’s 650,000-barrel-a-day operational capacity.

The data disclosed in the Central Bank of Nigeria’s Balance of Payments report noted that “Crude oil imports of $3.74 billion by Dangote Refinery” contributed to movements in the country’s current account position, as Nigeria imported crude oil worth N5.734 trillion between January and December 2025.

Last year, as the Nigerian National Petroleum Company (NNPC), which is the refinery’s main trade partner and minority stakeholder, faced its challenges, the company had to forge alternative supply links. This led to the importation of crude from Brazil, Equatorial Guinea, Angola, Algeria, and the US, among others.

For instance, in March 2025, the company said it now counts Brazil and Equatorial Guinea among its global oil suppliers, receiving up to 1 million barrels of the medium-sweet grade Tupi crude at the refinery on March 26 from Brazil’s Petrobras.

Meanwhile, crude oil exports dropped from $36.85 billion in 2024 to $31.54 billion in 2025, representing a 14.41 per cent decline, further shaping the external balance.

The report added that the refinery’s operations also reduced Nigeria’s reliance on imported fuel, noting that “availability of refined petroleum products from Dangote Refinery also led to a substantial decline in fuel imports.”

Specifically, refined petroleum product imports fell sharply to $10.00 billion in 2025 from $14.06 billion in 2024, representing a 28.9 per cent decline, while total oil-related imports also eased.

However, this was offset by a rise in non-oil imports, which increased from $25.74 billion to $29.24 billion, up 13.6 per cent year-on-year, reflecting sustained demand for foreign goods.

At the same time, the goods account remained in surplus at $14.51 billion in 2025, rising from $13.17 billion in 2024, supported largely by activities linked to the Dangote refinery and improved export performance in other segments.

The CBN stated that the stronger goods balance was driven by “significant export of refined petroleum products worth $5.85bn by Dangote Refinery,” alongside increased gas exports to other economies.

Nigeria posted a current account surplus of $14.04 billion in 2025, lower than the $19.03 billion recorded in 2024 but significantly higher than $6.42 billion in 2023. The decline from 2024 was driven partly by structural changes in oil trade flows, including crude imports for domestic refining, according to the report.

Pressure on the current account came from higher external payments. Net outflows for services rose from $13.36 billion in 2024 to $14.58 billion in 2025, driven by increased spending on transport, travel, insurance, and other services.

Similarly, net outflows in the primary income account surged by 60.88 per cent to $9.09 billion, largely due to higher dividend and interest payments to foreign investors.

In contrast, secondary income inflows declined slightly from $24.88 billion in 2024 to $23.20 billion in 2025, as official development assistance and personal transfers weakened, although remittances remained a key source of inflow, as domestic refineries grappled with persistent feedstock shortages, exposing a deepening supply paradox in the country’s oil sector.

This comes despite the Federal Government’s much-publicised naira-for-crude policy designed to prioritise local supply.

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Economy

Sovereign Trust Insurance Submits Application for N5.0bn Rights Issue

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Sovereign Trust Insurance

By Aduragbemi Omiyale

An application has been submitted by Sovereign Trust Insurance Plc for its proposed N5.0 billion rights issue.

The application was sent to the Nigerian Exchange (NGX) Limited, and it is for approval to list shares from the exercise when issued to qualifying shareholders.

A notice signed by the Head of Issuer Regulation Department of the exchange, Mr Godstime Iwenekhai, disclosed that the request was filed on behalf of the underwriting firm by its stockbrokers, Cordros Securities Limited, Dynamic Portfolio Limited and Cedar of Lebanon Securities.

The company intends to raise about N5.022 billion from the rights issue to boost its capital base, as demanded by the National Insurance Commission (NAICOM) for insurers in the country.

Sovereign Trust Insurance plans to issue 2,510,848,144 ordinary shares of 50 Kobo each at N2.00 per share on the basis of three new ordinary shares for every 17 existing ordinary shares held as of the close of business on Tuesday, March 17, 2026.

“Trading license holders are hereby notified that Sovereign Trust Insurance has through its stockbrokers, Cordros Securities Limited, Dynamic Portfolio Limited and Cedar of Lebanon Securities, submitted an application to Nigerian Exchange Limited for the approval and listing of a rights issue of 2,510,848,144 ordinary shares of 50 Kobo each at N2.00 per share on the basis of three new ordinary shares for every 17 existing ordinary shares held as of the close of business on Tuesday, March 17, 2026,” the notification read.

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