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The shareholders of Austin Laz and Company Plc have authorized the Board of Directors to raise additional capital of N2.1billion or such other amount or equivalent through private placement.
The shareholders said all the terms and conditions for the raising of the capital are subject to the determination of the directors and should also either be through business combination or merger or hybrid.
The shareholders gave the directors the nod at an extraordinary general meeting held at the corporate Headquarters of the company in Benin City at the weekend.
Under the resolutions the shareholders who unanimously voted in favour of the decision empowered the directors to use the unissued shares capital of the company to issue the new shares.
The shareholders who attended the meeting virtually and physically, also authorized the directors to allot the new ordinary shares in connection with the private placement at a price of N5.00 per share to one or more investors in tranches.
“The board of directors is hereby authorized to finalize the terms and timeline for the private placement or business combination or merger or hybrid, as well as to consider, negotiate, finalize, and approve the list of potential investors in the mode as determined.
“The board of directors is hereby authorized to appoint all professional parties and execute, sign or enter into all agreements, documents, deeds, undertakings or instruments necessary for the successful implementation of the agreed mode.
“The board of directors are hereby authorized to take such further actions and do such further things as maybe required to give effect to the above resolutions including but not limited to obtaining the approvals of relevant regulatory authorities including, the Securities and Exchange Commission and the Nigerian Exchange Limited as well as complying with the directive(s) of any relevant regulatory authority
“The company secretary is hereby authorized to take requisite steps to reflect the changes in the share capital structure of the company at the Corporate Affairs Commission, including but not limited to effecting the necessary amendments to the company’s memorandum and articles of association to reflect the increase in the company’s share capital pursuant to the foregoing resolutions”, said the shareholders.
The shareholders further ratified and adopted all steps already taken by the board of directors in connection with the proposed capital raise through private placement or business combination or merger or hybrid.
Speaking after the resolutions, Mr Christopher Itua, chairman,board of directors of the company described the authorization as laudable noting that the raising of the share capital would make the company one of the best in the country.
Itua represented by Nyemike Ogbechie, a board member said the shareholders have been able to strategize and come to the conclusion that the company needed to be restructured for optimal productivity and competitiveness in the Nigeria industrial sector.
He said, in restructuring, core investors have been identified who are going to bring in expertise, equipment, finances and to help turn around the establishment.
He assured that by the time the capital is raised, the company would experience profits which would translate to more dividends to shareholders.
On his part, Dr Austin Lazarus Asimonye, managing director/chief executive officer of the company described the resolutions as a step in the right direction that would turn the company around for the better.
According to him, the Extraordinary General Meeting of today is meant to authorize the board to use the capital for an investment/ merger. The capital is for the company to buy into another flourishing business.
“We are very hopeful that the company is going to turn around greatly, which will bring joy to the investors, to the shareholders, and to the country at large.
“It is a technologically driven company and all that is needed for a company is how to explore and exploit the technology of the company.
“The business we’re investing into again is another technology laden company with great potential. It’s a new technology we’re buying into that produces building materials.
“Allied building materials such as glazed roofing tiles and so many other allied building material products. It’s a new innovation different from what has been.
“We’re buying into a new technology, a new business. We’re taking a majority share in the business. So it will become a subsidiary of the Austin Laz company”, he added.
