NPF Microfinance Bank to transition to a Deposit Money Bank

Shareholders of NPF Microfinance Bank Plc (NGX: NPFMCRFBK) has approved an increase of the bank’s issued share capital by the number of shares which will be required to meet the regulatory requirement to convert the bank from a microfinance bank to a deposit money bank.

Also read; List of Dividends announced in 2023, qualification and payment dates

The approval was one of the resolutions passed at the Annual General meeting of the Bank held on Thursday 22nd June 2023 at Golden Tulip Hotel, Ibadan, Oyo State.

At the meeting, the Directors were authorised to pass the relevant resolutions to increase the company’s share capital by the number of new ordinary shares as may be determined by them.

They were also authorised to allot such said number of new shares to shareholders who subscribe for the shares whenever an offer is made by public offer, rights issue or placing and that such new ordinary shares when issued shall rank pari pasu in all respect with the Company’s existing
ordinary shares.

The Central Bank of Nigeria defined a Deposit Money Bank (DMB) as a financial institution licensed by the regulatory authority to mobilize deposits from the surplus unit and channel the funds through loans to the deficit unit and performs other financial services activities.

See List of Deposit Money Banks in Nigeria

A Microfinance Bank (MFB), unless otherwise stated, shall be construed to mean any company licensed to carry on the business of providing microfinance services, such as savings, loans, domestic funds transfer, and other financial services that are needed by the economically active poor, micro, small and medium enterprises to conduct or expand their businesses as defined in the Guidelines for Microfinance Banks (MFBs) in Nigeria.

See List of Micro Finance Banks in Nigeria

NPF Microfinance Bank (formerly NPF Community Bank Ltd) was incorporated on 19th May 1993 as a Limited Liability Company under the Companies and Allied Matters Act Cap C20LFN 2014. The Bank provides Banking services to both Serving and Retired Officers and Men of the Nigeria Police Force, its ancillary institutions and the general public.

The full resolutions passed at the 29th Annual General Meeting of the bank, as notified to The NGX Regulation Limited are;

Declaration of Dividend
“That a dividend of 10k per ordinary share of 50k recommended in the Report of the Directors for the year ended 31st December, 2022 be and is hereby payable to Shareholders whose names appeared in the Register of members at the close of business on Monday 8th May 2023”.
Re-Election of Directors
“That the following persons be re-elected as Directors”;
i. Mr. Salihu Argungu Hashimu
ii. Mr. Mrs. Rakiya Edota Shehu
iii. Mr. Abdulrahman Satumari
Appointment of New Directors
“That the appointment of Mr. Said Umar Garba Fagge as a Non-Executive Director of the Company representing Nigeria Police Cooperative Multi-Purpose Society Limited be and is hereby approved”.
Appointment of Auditors
“That the firm of Delloite & Touche be and are hereby appointed as External
Auditors of the Company”.
Remuneration of Auditors
“That the Directors be authorized in accordance with section 408 of the Companies and Allied Matters Act 2020, to fix the remuneration of the Auditors – Delloite & Touche”.
Election of Audit Committee Members
“That the following persons be and are hereby elected members of the Audit Committee pursuant to section 404 (3) of the Companies and Allied Matters Act 2020, until the next Annual General Meeting”.
Mr. Abdulrahman Satumari – Director
Mr. Bello Makwashi – Director
Chief Timothy Adesiyan – Shareholder
Mr. Abdulquadri Sanni – Shareholder
Mrs. Osijo Omobola Esther – Shareholder
Increase in Issued Share Capital
a. “That in furtherance to the Bank’s strategy to transition to a Deposit Money Bank, the Company’s share capital be and is hereby increased by the number of shares which will be required to meet the regulatory requirement to convert to a Deposit Money Bank”.
b. “That further to the above approval, the Directors be and are hereby authorised to pass the relevant resolutions;
i. Increasing the Company’s share capital by the number of new ordinary shares as may be determined by them.
ii. Alloting such said number of new shares to shareholders who subscribe for the shares whenever an offer is made by public offer, rights issue or placing and that such new ordinary shares when issued shall rank pari pasu in all respect with the Company’s existing
ordinary shares.
c. “That after the increase in the Company’s share capital and allotment of the new ordinary shares to shareholders in accordance with resolution (i) and (ii) above, clause 6 of the Memorandum of Association be and is hereby amended as necessary to reference the Company’s new issued share capital” d. “That the Directors be and are hereby authorised to take all such lawful steps, pass all requisite resolutions and do all such other lawful acts/or things as may be necessary and or incidental for giving effect to and or implementing the above resolutions”.
Amendment of the Memorandum of Association: “That Pursuant to the increase in the issued share capital of the Company, Clause 6 of the Memorandum of Association of the Company be amended to reflect the increase”.