Controversy hits FBN Holdings over court judgement halting AGM

Controversy is currently trailing the 11th annual general meeting (AGM) of the First Bank of Nigeria (FBN) Holdings.

FBN Holdings had scheduled its AGM for August 15, 2023.

On Wednesday, a federal high court in Lagos restrained the company from holding the AGM pending the determination of the suit before the court.

The ruling was delivered by Nicholas Oweibo, the presiding judge.

In the certified true copies (CTC) of the judgment seen by TheCable, the suit was filed by three stakeholders of the company namely Olojede Adewole Solomon, Adebayo Oluwafemi Abayomi, and Ogundiran Emmanuel Adejare.

The petitioners were represented in court by Muiz Banire, their counsel.

The petitioners asked the court to restrain the respondent “from holding, or taking any step to hold, or proceeding with the proposed annual general meeting of the respondent scheduled to hold on the 15th of August, 2023, by virtual means, pending the hearing and determination of the motion on notice”.

It was learnt that another group of stakeholders had secured a court order in July restraining the company from carrying out the AGM.

‘WE’VE NOT BEEN SERVED’

In a corporate filing on Wednesday, Adewale Arogundade, the company secretary of FBN Holdings, said the company has not been served with any court order stopping the forthcoming AGM.

Arogundade assured stakeholders that the AGM shall hold on August 15 as planned.

“The attention of FBN Holdings Plc (the company) has been drawn to recent media reports purporting that the company has received a court order stopping it from holding the annual general meeting (AGM) scheduled for August 15, 2023,” the statement read.

“We confirm that this assertion is a false narrative as the company has, as at the date hereof, not been served with any court order to stop the forthcoming AGM.”

THE PROTEST

On Thursday, some FBN Holdings shareholders protested against a court order suspending the 11th AGM.

The protest took place at the head office of the company at Marina, Lagos.

During the demonstration, the protesters carried placards with the inscriptions: ‘Oba Otudeko, First Bank is not your property, and ‘First Bank is Greater than you, Otudeko’.

The shareholders alleged that Oba Otudeko, a businessman and former chairman of FBN Holdings, was behind the plan to halt the company’s AGM.

THE ISSUE

Recently, the Otudeko-led Honeywell Group acquired a total of 4,770,269,843 units of FBN Holdings’ shares.

The purchase brought the stake held by the company in the premier bank to 13.3 percent, making it the majority shareholder.

A few days after the purchase, Ecobank wrote a letter to FBN Holdings, asking the bank to reject the Otudeko-led Honeywell’s bid to become the company’s largest shareholder.

Ecobank claimed that Honeywell owes it a debt of N13.5 billion — a claim the company has denied.

In July, the Securities and Exchange Commission (SEC) said it was investigating the acquisition of 4.77 billion shares of FBN Holdings by Otudeko.

The purchase of the shares made the Otudeko-led Honeywell Group the top shareholder of the oldest Nigerian financial institution, displacing Femi Otedola, a Nigerian billionaire.

At the AGM, the company will seek the approval of the shareholders for the election of Otedola as a non-executive director. Otedola was appointed by the board as a non-executive director.

Some analysts argued that the ratification of Otedola’s appointment may serve as a move to frustrate the possible return of Otudeko as the company’s chairman.

The controversy surrounding the 11th AGM comes across as a smoke screen in the background tussle for the soul of the company.