Court Directs GTBank, Shareholders to Convene a Meeting to Transfer 29,431,179,224 Shares to Holding Company

The Federal High Court in Lagos has directed Guaranty Trust Bank Plc and the shareholders of the company to convene a meeting for the purpose of considering and if thought fit, approving, with or without modification, a Scheme of Arrangement (the Scheme) pursuant to Section 715 of the Companies and Allied Matters Act, 2020 (the Act).

GTbank and shareholders will discuss and transfer 29,431,179,224 ordinary shares to Guaranty Trust Holding Company Plc (the Holdco) in exchange for the allotment of 29,431,179,224 ordinary shares of 50 Kobo each in the share capital of the Holdco to the shareholders in the same proportion to their shareholding in the Bank credited as fully paid without any further act or deed.

“The meeting will be held on December 4, 2020 at the famous Oriental Hotel, 3, Lekki Road, Victoria Island, Lagos, Nigeria at 10:00 a.m.A Proxy Form would be sent to the registered email address of Shareholders and would also be available online at www.datamaxregistrars.com and www.gtbank.com/investor-relations. It is requested that duly executed.

“Proxy Forms (together with any Power of Attorney or other authority under which it is signed, or a notarised copy of such Power of Attorney or other authority) be lodged at the office of Datamax Registrars Limited, No. 2C, Gbagada Express Road, Gbagada Phase 1, Lagos State, Nigeria, not less than 24 hours before the time appointed for the Court-Ordered Meeting.

“Shareholders are encouraged to submit the duly completed Proxy Form on or before 10:00 a.m. on December 3, 2020.

“A member entitled to attend the Court-Ordered 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, free of charge, from the Registrar of Guaranty Trust Bank Plc, Datamax Registrars Limited’s office as provided in this Notice. “