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Guinea Insurance Plc has secured shareholders’ approval to significantly bolster its capital base, approving plans to raise up to N15 billion in fresh equity and increasing its minimum issued share capital to N19 billion, as the company positions itself to meet regulatory requirements and pursue growth opportunities.
The approvals were granted at the company’s Extraordinary General Meeting (EGM) held virtually on Wednesday, December 17, 2025, where shareholders endorsed far-reaching resolutions covering share capital expansion, a rights issue, and a private placement.
Under the resolutions, Guinea Insurance will increase its minimum issued share capital from N4 billion, previously made up of 8 billion ordinary shares of 50 kobo each, to N19 billion, comprising 38 billion ordinary shares of 50 kobo each.
The move creates room for the issuance of additional shares to strengthen the insurer’s balance sheet and support its long-term strategic objectives.
To this end, shareholders authorised the board of directors to raise additional equity capital of up to N15 billion through a combination of a rights issue and private placement, with the board empowered to determine the pricing, structure, and timing of the offers, subject to regulatory approvals.
Specifically, the company plans to issue up to 5.295 billion ordinary shares via a rights issue. Shareholders also approved a waiver of their pre-emptive rights in respect of any unsubscribed shares, allowing the board to allot such shares to other investors through a private placement arrangement.
In addition, the EGM approved a special resolution authorising the issuance of up to 6.327 billion ordinary shares of 50 kobo each at an offer price of ₦1.45 per share by way of private placement, subject to approvals from relevant regulatory authorities. The new shares will rank pari passu with existing ordinary shares of the company.
Shareholders further empowered the board to appoint professional advisers, seek regulatory clearances, finalise documentation, and take all necessary steps to implement the rights issue and private placement without the need for further shareholder consent.
As part of the capital restructuring, the company’s Memorandum and Articles of Association will be amended to reflect the new minimum issued share capital of N19 billion, replacing the previous N4 billion threshold. The amendments also formally record the increase in share capital approved by shareholders on December 17, 2025.
The capital-raising plan is a critical step for Guinea Insurance amid ongoing regulatory reforms in Nigeria’s insurance sector, which have placed renewed emphasis on stronger capitalisation, risk management, and market confidence.
The successful execution of the rights issue and private placement is expected to enhance the insurer’s financial resilience and competitive positioning in the industry.
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