- uniBank unknown to ADB, can only act on proxy
- Shareholding in ADB remains unchanged
- Belstar et al shares pledged to uniBank
The B&FT on Wednesday March 7, 2018 reported that a consortium of financial institutions which controlled majority shares in Agricultural Development Bank (ADB) had pledged their shares, proceeds, entitlement and voting rights to uniBank, a leading local bank.
The pledging of shares by Belstar et al does not constitute a takeover, as confirmed by Dr. Adu Anane Antwi, securities industry expert and former Director-General of the Securities and Exchange Commission. “With the pledging of securities, the pledgee [uniBank] doesn’t become the owner of the assets [shares].”
That said, uniBank by its agreement with Belstar et al can only act on behalf of the consortium at Annual General Meetings (AGM) if respective shareholders in the consortium fill proxy forms and mandate the local bank to take decisions on their behalf.
ADB in a statement issued on March 8, 2018, confirmed that it indeed received letters from Belstar Capital Limited, EDC Limited and Starmount Investment Limited pledging their various shares in the Agricultural Development Bank Limited to Unibank.
“It is the opinion of ADB that a pledge does not have the effect of transferring ownership. Thus, if the shareholders mentioned herein have pledged their shares together with any benefits or privileges attached thereto, that will not have the effect of making uniBank a shareholder of the Agricultural Development Bank Limited or constitute a takeover of the bank,” ADB said in a statement.
The release also stated that for a takeover to occur, it must comply with the Banks and Specialised Deposit-Taking Institutions Act 2016 (Act 930).
Government of Ghana – 32.30%
Belstar Capital Limited- 24%,
Starmount Development Company Limited – 11%
SIC Financial Services – 10%
Bank of Ghana – 9.50%
EDC Investment Limited – 6%
Retail investors and ADB staff – 7.20%.