Coronation Insurance Plc has renewed efforts to buy out minority shareholders and delist its shares from the Nigerian Exchange Limited (NGX) following the submission of a fresh application to the Securities and Exchange Commission (SEC) for approval of its proposed scheme of arrangement.
The insurance company disclosed that the regulatory approval process, which began in December 2023, had been delayed by certain pending matters that prevented the SEC from proceeding with its review of the proposed transaction.
However, the company said the outstanding matters had now been resolved, paving the way for the resumption of the approval process and further steps towards implementing the scheme.
According to the company, the SEC acknowledged the resolution of the pending matters in an email dated October 7, 2026, and requested that Coronation Insurance submit a fresh application for formal approval alongside the required documentation.
Coronation Insurance said it submitted the application on October 16, 2026, and had informed the core shareholders of the latest developments.
The core shareholders, comprising Coronation Capital (Mauritius) Limited and its related parties, have confirmed their continued interest in proceeding with the transaction, subject to compliance with applicable laws, regulations, market rules and precedents.
Under the proposed scheme, the core shareholders intend to acquire the shares held by other shareholders in Coronation Insurance, a move that would facilitate the company’s eventual exit from the NGX, subject to the fulfilment of all regulatory and legal requirements.
The company stated that the consideration payable to minority shareholders would be based on the highest trading price recorded for its shares on the NGX during the six months preceding the date of the latest notification, subject to the receipt of the necessary regulatory approvals.
The proposed pricing mechanism is expected to be a key consideration for minority shareholders as the transaction progresses through the remaining approval stages.
The company, however, did not disclose the final consideration payable to shareholders, as the applicable price is tied to the stipulated six-month trading period and the implementation of the scheme remains subject to regulatory and judicial approvals.
Coronation Insurance explained that shareholders had previously approved the scheme at a court-ordered meeting held on December 22, 2023, following an order of the Federal High Court.
The meeting was convened to consider the proposed arrangement between the company and holders of its fully paid ordinary shares, with the core shareholders seeking to acquire the holdings of other investors.
Following the shareholders’ approval, Coronation Insurance applied to the SEC on December 27, 2023, for formal clearance to proceed with the scheme.
However, the commission was unable to complete its review at the time because of certain pending matters, which the company said had now been resolved.
Coronation Insurance subsequently notified the SEC of the development in a letter dated September 22, 2026, and requested that the commission proceed with its consideration of the proposed arrangement.
With the fresh application submitted, the company said it intends to pursue the outstanding steps required to complete the transaction.
These include obtaining the SEC’s formal approval, petitioning the Federal High Court for an order sanctioning the scheme and filing a certified true copy of the court’s sanction order with the Corporate Affairs Commission.
The company will also be required to pay the scheme consideration to the affected minority shareholders and apply to the NGX for the delisting of its shares before the proposed exit from the exchange can be completed.
The transaction is therefore not yet final, as its completion remains contingent on regulatory approval, judicial sanction and the filing of the relevant court order with the Corporate Affairs Commission.
Coronation Insurance said it would continue to keep shareholders and the investing public informed of further developments as the approval process progresses.
In the meantime, the company advised shareholders and the investing public to exercise caution when dealing in its shares pending further announcements on the proposed scheme.
The proposed buyout and delisting would mark a significant change in the ownership structure and public-market status of Coronation Insurance if completed, as minority shareholders would receive the scheme consideration in exchange for their holdings, while the company’s shares would cease trading on the NGX.
For investors, the outcome will depend on the regulatory and judicial approval process, as well as the final consideration determined in accordance with the terms of the scheme.
