Hearing Of Suit For FBN Holdings’ EGM Suffers Setback 

By
Kazeem Tunde
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42
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Hearing Of Suit For FBN Holdings’ EGM Suffers Setback

Hearing of suit aimed at moving the court to sanction the scheduled April 30 Extraordinary General Meeting (EGM) of the First Bank Holdings Plc (FBN Holdings), before a Lagos Federal High Court, suffered a setback, following appearance of parties seeking to be join in the suit.
One of the reliefs sought by the Leadway Holdings against FBN Holdings Plc is “an order directing the Company Secretary of the Defendant to, within 14 days from the date of the order of this honourable Court, call, hold and conduct a meeting of the Defendant for the purpose of considering, and if thought fit, approving a resolution to increase the share capital of the Defendant and raise capital up to the tune of the increased share capital is sufficient to enable the Defendant to meet its obligation to ensure that its subsidiary First Bank of Nigeria Limited (the Bank”), complies with the applicable minimum capital requirement specified in Central Bank of Nigeria (“CBN”) Circular No. FPR/DIR/PUB/CIR 002/009 titled “Review of Minimum Capital Requirement for Commercial, merchant, and Non-Interest Banks in Nigeria”, in such manner, and on such terms and conditions, as may be specified the members of the Defendant.”
However, at the resumed hearing of the Leadway Holdings’ application today, while Professor Kanyisola Ajayi (SAN) with O. Opasanya (SAN) announced their appearance for the plaintiff, Babajide Koku (SAN) announced his appearance for FBN Holdings, while the trio of Ebun-Olu Adegboruwa (SAN), Kunle Adegoke (SAN) and Oluwaseun Onabowu, announced their appearance for the parties seeking to be joined in the suit.
Specifically, the parties seeking to be join in the suit are: Samuel Onagoruwa; Kujenya Olayiwola Yusuf; Olojede Adewole Solomon; Adebayo Obayomi and Ogundiran Emmanuel Adejare.
Addressing the court on today’s proceedings, Leadway Holdings’ lawyer, Professor Kanyisola Ajayi (SAN) informed the court that his client’s originating motion is fixed for hearing today.
However, Mr. Adegboruwa (SAN), lawyer to one of the parties seeking to be joined, Onagoruwa, told the court he has filed an application to be joined.
He said the application is dated April 26, 2024, and that there is a  prayer in the application for court to stay further proceedings until they are joined.
He told the court that he got the wind of the plaintiff’s suit on April 25, and that he quickly applied for CTC of the processes and filed his processes. Adding that his application has been served on the FBN Holdings via its lawyer, Koku (SAN).
He also told the court that attempt to serve the plaintiff’s through its lawyer, Professor Ajayi (SAN) and upon receiving the process, it was returned that it should be served in their office.
Adegboruwa (SAN) while citing Section 36(1) of the 1999 Constitution of Nigeria, said his client’s application must be given opportunity to take its application for court to determined.
Adegboruwa (SAN) further told the court that the applicant is asking that the substantive originating motion be deferred in order to accommodate his client’s application.
In the same vein, Adegoke (SAN), lawyer to Kujenya Olayiwola Yusuf, another party seeking to be joined, also informed the court that his client’s application was filed on April 25, but unable to serve it yesterday.
Also, Onabowu, counsel to another parties to be joined in the suit, informed the court that his clients’ application is stronger than the plaintiff’s originating motion. Adding that the only prayer is asking parties to amend their prayers.
Responding to the applications by parties seeking to be joined, Professor Ajayi (SAN), said the submission made by Adegboruwa (SAN) on Section 36(1) of the Nigeria constitution gives him and his client rights of fair hearing, is the crux of the matter.
Professor Ajayi (SAN) said a counsel, they must assist the court in delivering justice in the matter. He stated that the section of the Constitution cited by Adegboruwa (SAN) is not without limitations.
He also stated that all the cases of the parties seeking before the Federal High Court, are exhibited in his client’s originating motion.
He therefore urged the court to hear his application and refused the application to join.
Counsel to FBN Holdings, Babajide Koku (SAN), informed the court that he is ready for today’s hearing of the plaintiff’s originating motion. Adding that his client is under strict time to comply with the statutory directive of the CBN.
“Time is of the essence to avert the situation of all Nigerians that have some stakes in the bank is not put in jeopardy,” he said.
Responding, Adegboruwa (SAN) urged the court to discountenance the plaintiff’s submission, as he said they are not relevant to determination of the exercise  discretion donated to the court.
Adegboruwa (SAN) after citing several Supreme Court decisions, urged the court to hear the application for joinder before taking any other application.
With the submission made by Adegboruwa (SAN), Leadway Holdings’ counsel, Professor Ajayi (SAN), urged the court for 10 minutes stand down, to enable counsel to deliberate among themselves.
Upon return from the stand down, Professor Ajayi (SAN), informed the court that parties have conferred on three applications of the parties to be joined in the suit on the ground of Justice.
He however stated that out of four prayers of one of the parties seeking to be joined, the parties have agreed that application to stay proceedings on the suit be withdraw.
He therefore urged the court to adjourn the matter till Tuesday for hearing of all applications.
Corroborating Professor Ajayi (SAN), Adegboruwa (SAN) informed the court that the court that in view of the agreement of parties, he moved the terms of the application and prayed the court allow all his client’s prayers but withdrew the prayer for stay of proceeding in the suit.
By the agreement of counsel, Justice Yelim Bogoro adjourned the matter to Monday for hearing of all applications in the suit.
It would be recall the justice Akintayo Aluko of the same court had adjourned indefinitely in a similar suit filed by one of the FBN Holdings’ shareholders.
The judge made the decision on Wednesday, sequel to application filed and moved by CBN appealing Justice Aluko’s decision for not joining it in the suit filed by the shareholder.

 

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