29 MAY 2002
In the latest stage of the merger process underway between Globe Financial Management and the local operations of British American Insurance (Mtius) Ltd, GFM shareholders last Friday approved a resolution to merge.
The extraordinary general meeting saw some 81 per cent of the companys ordinary shares with voting rights being represented, Shareholders presenting themselves for the landmark meeting also approved a company name change to GloBAl Financial Services Group plc.
An ordinary resolution, passed by 90.53 per cent of the represented shares with voting rights, has authorised Globe Financial Managements directors to issue and allot up to a maximum of 34,860,279 ordinary shares in the company, for consideration other than cash, and to carry out whatever else is necessary to implement the agreement to merge with British American Insurance in Malta.
An extraordinary resolution has increased the number of ordinary shares from 50 million to 150 million, with a nominal value or 2c5 each. The authorised share capital is Lm3.75 million.
Another ordinary resolution, passed by 88.29 per cent of the represented shares with voting rights, has approved the purchase by the company of its office premises at 120 The Strand, Gzira.
Earlier this year the two companies had completed a due diligence exercise to the satisfaction of both parties.
As a result of the merger, British American will be allotted ordinary shares in Globe Financial Management. However, it is estimated the it will eventually hold an amount of shares representing not less than 47 per cent and not exceeding 49.9 per cent of Globes issued ordinary share capital.
As part of the merger deal, British American will transfer its life insurance business, its majority shareholding in BUPA Malta and its 50 per cent stake in Britam Limited a property holding company - to GFM.
The merger is interesting in that it will be uniting two companies acting in the financial services field, although they operate in different sectors. It is expected that the joining of their operations will see synergies capitalised upon, while opening up a capacity for a wider range of services and growth prospects in both existing and future activities.
Both companies are listed on stock exchanges, GFM on the Malta Stock Exchange and British American on the Mauritius Stock Exchange.