UBA Shareholders approve share capital reduction at 64th AGM

…approve N100m remuneration for Board Chairman

By Damilare Adeleye

Shareholders of United Bank for Africa Plc have approved a reduction in the bank’s share capital and re-elected three non-executive directors.

The approval was granted at the Bank’s 64th Annual General Meeting, which was held virtually in Lagos.

During the meeting, shareholders okayed nine resolutions, comprising seven ordinary resolutions and two special resolutions, covering governance, directors’ remuneration, and amendments to the bank’s constitutional documents.

According to a statement dated May 25, 2026, and signed by the Group Company Secretary and Legal Counsel, Bili Odum, the shareholders approved a special resolution amending Clause 6 of the company’s Memorandum of Association and Article 10 of its Articles of Association to reflect a revised share capital structure.

Under the new structure, the bank’s share capital was reduced from N22.5bn, comprising 45 billion ordinary shares of 50 kobo each, to N22.098bn, divided into 44.196 billion ordinary shares of 50 kobo each.

This adjustment represents a reduction of about 803 million ordinary shares.

Meanwhile, shareholders also re-elected three directors who had retired by rotation and were eligible for re-election. Mrs. Caroline Anyanwu and Mr. Emmanuel N. Nnorom were re-elected as Non-Executive Directors, while Mrs. Henrietta Ugboh retained her position as an Independent Non-Executive Director.

The shareholders also approved the composition of a five-member Audit Committee for the 2026 financial year.

The committee comprises three shareholder representatives, Dr. Feyi Ogoji, Mr. Matthew Esonanjor, and Mr. Alex Adio alongside Ms. Angela Aneke, an Independent Non-Executive Director, and Mr. Emmanuel N. Nnorom, a Non-Executive Director.

The shareholders also approved the remuneration of directors for the financial year ending December 31, 2026.

Under the approved structure, effective from January 1, 2026, the Chairman will receive N100m, Board Committee Chairmen will receive N90m, and other Non-Executive Directors will receive N75m.

In another resolution, shareholders granted the bank and its related entities a general mandate to undertake recurrent transactions with related parties or interested persons in line with the rules of Nigerian Exchange Limited.

The mandate covers transactions of a revenue or trading nature, as well as those required for the bank’s day-to-day operations, and will remain valid until the next Annual General Meeting.

The shareholders received and adopted the Directors’ Report, the Balance Sheet as of December 31, 2025, and the Profit and Loss Account for the year ended on that date.

The Board was also authorized to fix the remuneration and expenses of the bank’s external auditors for the financial year ending December 31, 2026.