By AKINTOLA OMIGBODUN

This column has discussed on 17 July and 24 July 2013 the results of FBN Holdings, FBNH, Plc as provided in the company’s 2012 annual report and accounts. The report at page 162 gives the value of dividends that have not been claimed by shareholders for the period 2003 to 2011 as N8.561 billion. About 70% of this total is for the financial years ending December 2010 and December 2011.

An examination of the annual reports over a number of years shows that against any particular financial year, the amount of dividend that remains unclaimed decreases over time. However, dividends which remain unclaimed for over 12 years stand forfeited and the corresponding funds are transferred to the company’s general reserve.

It is likely that each year over the next few years, FBNH will write-back to general reserve at least N100million from the unclaimed dividends account. The directors of FBNH can make the company more shareholder-friendly by applying some of these funds to a campaign that would get most shareholders to claim outstanding dividends.

The annual report at page 51 gives the total number of shareholders as 1,238,305 as at 31 December 2012. Of this total, 4,138 shareholders each of whom owns 500,001 units of shares and above account for 63.16% of the issued shares, 39,413 shareholders each of whom owns between 50,001 units and 500,000 units of shares account for 15.39% of the issued shares while 1,194,754 shareholders each of whom owns less than 50,000 units of shares account for 21.45% of the issued shares.

The first thing that FBNH should do is to produce lists of shareholders that have unclaimed dividends. The lists should be produced for each of the 36 states and the Federal Capital Territory in Nigeria. The lists should be made available at all branches of FirstBank and all the other subsidiaries of FBNH. Shareholders should then be asked to visit any First Bank branch and offices of FBNH subsidiaries to check if they have unclaimed dividends such that they can be processed to receive outstanding and future dividends.

Shareholders who are affected should be asked to complete Change of Address/Confirmation of Address forms as well as to provide their NUBAN bank account details. Also, details would be obtained of the shareholder’s photo identification in the form of a national identity card, national driving licence or national passport. All the information obtained from shareholders would be forwarded from the First Bank branch to First Registrars. First Registrars would be expected to verify the information provided by the shareholders and once verification is successful, First Registrars should pay any outstanding dividends directly into the shareholder’s account.

I understand that First Registrars would rather prefer to issue dividend warrants for outstanding dividends. I have asked myself why there should be a difficulty in replacing a dividend warrant with a direct payment into a shareholder’s account. I note that there are no charges to First Registrars besides Commission on Turnover, COT, when a dividend warrant is presented for payment at the Clearing House while there are charges for a direct payment in addition to COT. FBNH should reimburse First Registrars for all such direct payment charges when a dividend warrant is withdrawn and a direct payment made to the shareholder.

I have indicated earlier that FBHN should make itself more shareholder-friendly. If FBNH spent N887.7 million as donations and charitable gifts in 2010 and N968.6 million for the same purposes in 2011, should FBNH not spend some money on getting shareholders to correct/update their records so they could receive their dividends? Should charity not begin at home for FBNH and its shareholders?

There is also the matter of electronic issue of share bonuses which FBNH and other companies have to surmount if they are to bring their register of members fully into the electronic age. The Companies and Allied Matters Act, CAMA, ties shares firmly into share certificates. All the Central Securities Clearing System, CSCS, Plc does is to keep electronic records of share certificates of various companies and the transactions on these share certificates. Can FBNH find, say, twenty stockbroking firms that would be willing to open investor’s accounts with CSCS for FBNH shareholders who do not currently have such accounts?

There are a number of items which are omitted in the 2012 annual report. These include related party transactions especially risk assets outstanding as at 31 December 2012 and a list of donations and charitable gifts. One hopes these will be restored to the 2013 annual report and accounts.

CONCLUDED