The shareholders of PZ Cussons Nigeria Plc have cancelled their resolutions passed at the 74th Annual General Meeting where they approved a reduction in the share capital of the company.
The fresh decision upturning the previous resolutions was passed at the 75th AGM which was held in Abuja according to a statement filed with the Nigerian Exchange Limited on Tuesday.
The reversal of the resolutions came months after PZ Cussons Nigeria announced that its majority shareholder, PZ Cussons (Holdings) Limited, offered to acquire shares held by other shareholders.
The company initially offered to pay minority shareholders the sum of N21 per unit, however, in early November, an upward review was announced. Now, minority shareholders are expected to be paid N23 per unit of share.
At the latest AGM, the company laid the Audited Financial Statements for the year ended May 31, 2023, before the shareholders and they unanimously passed the resolutions to cancel “the shareholders’ resolutions passed at the Annual General Meeting held on 25 January 2023 resolving that the share capital of the Company be diminished from N4,000,000,000 divided into 8,000,000,000 ordinary shares of 50 kobo each to N3,970,477,045 divided into 7,940,954,090 ordinary shares of 50 kobo each by cancelling 59,045,910 unissued ordinary shares of 50 kobo each.
“The share capital of the Company be diminished from N2,000,000,000 divided into 4,000,000,000 ordinary shares of 50 kobo each to N1,985,238,552.50 divided into 3,970,477,045 ordinary shares of 50 kobo each by the cancellation of 29,522,955 unissued ordinary shares of 50 kobo each.”
The resolution on the amendment of the Memorandum of Association of the Company and Clause 3 of the Articles of Association to reflect the new share capital of the company after the cancellation of the unissued shares was also cancelled.
Meanwhile, the PZ board said that it considered the share buyback offer in light of the challenges the company continues to face in obtaining foreign currencies to pay its trade debts and other creditors, and specifically its reliance on the PZ Cussons Group for financial support.
In its September notice on the share buyback, the company had said that the PZ Cussons Group believed that the transaction was necessary to enable them to significantly simplify and strengthen operations in Nigeria creating the foundations for the Nigerian business to deliver against its strategy, building a more agile and innovative business.
