Olufemi Adeyemi 

FCMB Group Plc is set to take another significant step in its recapitalisation journey, with plans to increase its capital raise limit from N340 billion to N370 billion as it works to meet the Central Bank of Nigeria’s (CBN) revised capital requirements. The proposal will be tabled before shareholders at an Extraordinary General Meeting (EGM) slated for December 8, 2025, according to a filing made to the Nigerian Exchange (NGX) on Friday.

The move marks a strategic adjustment intended to ensure that the Group’s banking subsidiary—First City Monument Bank—achieves the regulatory capital threshold ahead of the CBN’s March 31, 2026 deadline. It is the latest in a 18-month-long series of capital-raising initiatives that have positioned FCMB among the more proactive banks responding to Nigeria’s new capital adequacy rules.

Momentum From Oversubscribed Offers and Equity Conversions

FCMB’s recapitalisation drive has been buoyed by strong investor participation. In 2024, the Group raised N144.56 billion from its public offer, surpassing its N110 billion target and prompting management to expand the authorised capital raise limit from N150 billion to N340 billion to absorb the influx of interest.

The positive momentum continued into 2025. Beyond the public offers, FCMB secured a US$15 million mandatory convertible loan from qualified investors. Upon conversion, this injected N23.11 billion into the Group’s capital base, further strengthening its balance sheet.

The Group followed with its 2025 Public Offer, designed to raise up to N160 billion. Early subscription figures indicate persistent demand from retail and institutional investors alike. As a result, FCMB is seeking shareholder permission to accept oversubscriptions—subject to regulatory approvals from the SEC, NGX, and the CBN.

Raising the Limit to N370bn: A Strategic Necessity

According to the Group, the push to lift the capital ceiling to N370 billion is rooted in two factors: strong investor appetite and the need to build buffers that comfortably exceed the CBN’s revamped capital adequacy standards. To achieve this, FCMB will create additional ordinary shares, expanding the platform through which it can raise funding.

Industry analysts say the Group’s approach reflects deliberate strategy and operational agility. By sequencing its capital initiatives—public offers, equity conversions, and expanded share issuance—FCMB is signalling readiness to meet regulatory benchmarks while maintaining growth momentum. The bank’s repeated oversubscriptions, they note, also underscore market confidence in its leadership and long-term direction.

Shareholders to Vote on Key Resolutions

At the December EGM, shareholders will vote on resolutions that include:

  • Increasing the capital raise limit to N370 billion,
  • Authorising acceptance of oversubscriptions from the 2025 public offer, and
  • Approving an expansion of issued share capital to accommodate new shares.

The virtual meeting will also allow investors to question the Board and management on the recapitalisation strategy, expected deployment of funds, and projected impacts on the Group’s operational capacity.

Positioning for a New Banking Landscape

With banks across Nigeria racing to meet the CBN’s updated capital requirements, FCMB’s proactive steps may place it ahead of competitors still scrambling to design or execute their recapitalisation plans. Analysts argue that fortified capital bases will be essential for Nigerian lenders seeking to withstand currency volatility, inflationary pressures, and broader macroeconomic risks.

As the regulatory deadline draws nearer, the December 8 gathering is shaping up to be one of FCMB Group’s most pivotal shareholder engagements in recent years. If approved, the new capital ceiling will bring the Group significantly closer to achieving full compliance—and to cementing its position in a rapidly evolving financial sector.