Jamii Bora Bank has notified its shareholders that it will hold a virtual annual general meeting on 1 July 2020. At the top of the list, shareholders will vote on Cooperative Bank’s 90 percent shares takeover of the bank.
Jamii Bora intends to allot and issue up to a maximum of 224,153,541 Class A ordinary shares of KSh 1 each in the company to the Co-operative Bank Kenya Limited. This is subject to payment by the Co-operative Bank of the aggregate subscription price of KSh 1 billion (being KSh4.46 per new share) on completion of the proposed investment.
Subsequently, Co-operative bank will own 90 percent of the issued share capital of Jamii Bora with the new shares to be credited as fully paid and rank pari passu in all respect with the existing ordinary shares.
In addition, shareholders will vote to increase the nominal share capital of the company by the creation of 224,153, 541 new class A ordinary shares of a par value of Ksh1 each and shall rank pari passu with and have rights equal to the existing ordinary shares of the company.
READ ALSO: Coop Bank to Acquire 100% Stake of Jamii Bora Bank
Jamii Bora notes that upon issue of the new shares, Co-operative bank shall be entitled to 90 percent of the voting rights in the company, 90 percent of the distributable profits of the company, and the right to appoint ALL the board of directors of the company, and incase the company is wound up or liquidated and assets are distributed to shareholders – 90 percent of such assets.
Jamii Bora adds that the AGM resolutions will focus on redesigning and reclassifying the existing issued 24,905,949 ordinary shares of Ksh66 to be “Class B ordinary shares” with such shares retaining all their existing rights.
Every member entitled to attend and vote at this meeting is entitled to appoint a proxy to attend and vote on his behalf and the proxy need not be a member of the Company. Shareholders will be able to register to follow the meeting, vote electronically by dialling *483*816# on their mobile telephone.
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