WorldSgate– African Alliance Insurance Plc has formally announced an Extraordinary General Meeting (EGM) scheduled for Wednesday, September 23, 2026, at 10:00 AM at the YMCA Hall, Ikoyi, Lagos. The primary objective of the meeting is to seek shareholder approval to raise up to N12 billion ($12,000,000,000) in additional capital to meet the regulatory recapitalisation mandates outlined in the Nigerian Insurance Industry Reform Act, 2025 (NIIRA).
Key Business and Proposed Resolutions
N12 Billion Capital Injection: The Board of Directors seeks authorization to raise up to N12 billion via a range of financial instruments. Options under consideration include private placements, rights issues, public offers, convertible subordinated debt notes, and asset sales, subject to regulatory approvals.
Convertible Debt Financing: A specific resolution proposes issuing zero-coupon convertible subordinated debt notes to target investors. The board will be empowered to set conversion prices, terms, ratios, and triggers as mandated by regulatory authorities such as NAICOM.
Asset Disposals & Equity Conversion: The notice authorizes the board to sell, transfer, or dispose of company properties or major assets to support recapitalisation efforts. Should debt notes convert to equity, directors are authorized to allot and issue the resulting Conversion Shares without further shareholder approval.
Share Capital Amendments: Directors will be empowered to revalidate, regularize, or issue legacy shares, as well as amend the company’s Memorandum and Articles of Association (MEMART) or increase share capital as necessary to accommodate the new equity structure.
Ratification of Prior Actions: Shareholders will vote to ratify and adopt all preliminary steps, negotiations, conditional agreements, and regulatory engagements already undertaken by the board regarding the recapitalisation process.
Important Shareholder Information
Proxy Voting: Any member entitled to attend and vote may appoint a proxy. Completed proxy forms must be deposited with Carnation Registrars Limited in Gbagada, Lagos, at least 48 hours before the meeting.
Closure of Register: The Register of Members and Transfer Books will close on September 10, 2026, to allow the registrar to compile the eligible attendee list.
Shareholder Enquiries: Questions or comments regarding the resolutions must be submitted in writing to the Secretariat at 54 Awolowo Road, Lagos, no later than seven days prior to the meeting.
