MRS Oil Nigeria Plc says shareholders have approved the proposed voluntary delisting of its shares from the Nigerian Exchange Limited (NGX).
The company made this known in a notice filed on the exchange and signed by O.M Jafojo, the company’s secretary, on June 26.
The approval comes two months after the company announced plans to delist its shares from NGX, also known as the stock market, and list them on the National Association of Securities Dealers (NASD) OTC Securities Exchange.
NASD is a trading marketplace that does not operate like a traditional stock exchange, with all registered securities traded over the counter (OTC) — leveraging a broker-dealer network.
In the notice, the company said it had received all necessary approval to delist from NGX.
“That the voluntary delisting of all the company’s issued shares from the daily official list of NGX be and is hereby approved,” MRS Oils said.
“On such terms and conditions (including but not limited to the timing of implementation, arrangements for dissenting shareholders (if any) and the fulfilment of specific conditions precedent to effectiveness (if any), that the board of directors of the company.
“That the Memorandum and Articles of Association (“MemArts”) of the Company be and are hereby
amended to authorize the Company to undertake a share buyback and share capital reduction.
“That the company be and is hereby authorised to undertake a share buyback and share capital reduction in connection with any of its issued shares which may be purchased from dissenting shareholders where necessary as a consequence of the voluntary delisting On such terms and conditions, in such volumes and at such times as the board deems fit; subject to, and by, applicable laws and regulations.”
“That the MemArts of the company be amended upon completion of the share buyback and share capital reduction, to reflect the company’s updated share capital.
“That upon conclusion of the Voluntary Delisting, and whilst the Company remains a public limited
liability company, the Board be and is hereby authorized to take all such action as may be required, to
admit the Company’s shares on the NASD OTC Securities Exchange in order to ensure that dealings in
the Company’s shares are implemented in accordance with the Securities and Exchange Commission’s
Rules on Trading in Unlisted Securities.”
The shareholders authorised the company secretary to make all such filings, take all necessary lawful actions to give effect to the above-referenced resolutions and comply with all relevant regulatory requirements.
