First Bank: Furore Over AGM, Otudeko Fingered

Some shareholders in First Bank have fingered Oba Otudeko, a former Chairman of the bank in the plot to stop the bank’s annual general meeting, AGM, scheduled for next week.

First Bank of Nigeria Holdings, FBNH had last month put shareholders of the bank on a notice to hold its statutory AGM in the middle of August subject to regulatory approval.

But a shareholder of the bank, Samuel Onagoruwa recently cited  a court order dated July 27, stopping the bank from proceeding with the AGM, warning that the respondents will be charged for contempt of court if they proceed with the meeting.

The order read: “That an order is hereby made granting leave to the Applicant effect service of the FORM 48 dated 25th July, 2023 and all subsequent processes to be filed or issued in the contempt proceedings on the 2nd 3rd and 4th Respondents/alleged contemnors (Alhaji Ahmed Abdulahi, Mr. Julius B. Omodayo-Owotuga and Mr. Nnamdi Okonkwo) by substituted means to wit: (a) By advertisement in at least two Newspapers circulating in Nigeria and to deem such service as proper service on the 2nd Respondent; and/or (c)By courier service of DHL Nigeria -Limited at Samuel Asabia -House, 35, Marina, Lagos, and to deem such service as proper on the 2nd, 3rd and 4th.”

The order was granted by Justice Nicholas Oweibo of the federal high court, Lagos as part of a suit filed by Onagoruwa, who claimed that his rights will be violated if the lender forged ahead with the AGM.
According to Olu Onagoruwa, counsel to the petitioner in a letter written to the management of FBNH, a suit is pending in the court where the petitioner is seeking relief for his rights allegedly breached during the last AGM held on June 20, 2022, and until the matter has been fully resolved the bank cannot proceed with this year’s AGM.

The major crux in the affidavit filed by the petitioner is that he was not served with the notice of the 2022 AGM, an action he said violated his rights, therefore praying the court to nullify all the decisions taken during the meeting.

Meanwhile, some shareholders of the bank are not happy with the development, accusing Otudeko, one of the major owners of the bank of being behind the plot to stop the AGM.

Protesting at the head office of the bank in Marina, Lagos on Monday, the Chairman of Trusted Shareholders Association of Nigeria, Alhaji Mukhtar Mukhtar, who spoke on behalf of the angry shareholders claimed that some powerful persons led by Otudeko are trying to hold the bank to ransom.
Brandishing placards with inscriptions such as “Oba Otudeko, First Bank is not your property,’ Otudeko, First Bank is Greater than you,’ the aggrieved shareholders said AGM is a statutory event that cannot be stopped by a court order.

The protesters also urged the Central Bank of Nigeria, CBN, and other regulators in the financial sector to intervene in the matter because “there are strong suspicion and strong allegations, that Oba Otudeko is oiling the crisis and oiling people to approach the court” to stop the AGM from holding.

According to Mukhtar, there are indications that Otudeko is trying to stop the AGM because some resolutions taken during the 2022 AGM, which seek to curtail the influence of the former FBN chairman did not favour him.

Part of the resolutions include, the issuance of FBNH share capital from N17.95 billion ordinary shares of 50 kobo each to N22.43 billion ordinary shares of 50 kobo each, the Holder is also seeking shareholders’ approval to raise fresh capital by means of right issue.

The management is also seeking shareholder approval to raise funds via the creation of 8.974 billion ordinary shares at 50 kobo each.

Speaking during the protest Mukhtar said “We are here to register our displeasure, our discontent, our disapproval and rejection of the attempt by some shareholders to prevent the AGM of FBN from holding and thereby preventing some resolutions from be passed. We want the AGM to proceed and the resolutions passed.

“There are strong suspicion and strong allegations, that Oba Otudeko is oiling the crisis and oiling people to approach the court. And then they want First Bank not to consider raising more capital like some of the banks are doing. And also not to appoint some directors into the board of the bank.

“I think this is very improper. It is not right that some people who have benefited from the political economy of this country, are the ones holding this institution to ransom.”

“So I think those people that have gone to court in order to stop the AGM from holding know that it is illegal. They know that we have precedence’s, whereby Annual General Meetings are statutory meetings, nobody can stop it. Nobody can stop any activity from holding.

“We have instances from the past whereby some aggrieved individuals or parties or shareholders approached the court in order to stop the conduct of the AGM. But the judges told them that this is a statutory meeting, they cannot stop.

“They are trying to prevent the bank from holding AGM and considering some resolutions, which is to raise more capital for the banking business. You can agree with me that banking business is about capital. If there is no capital, business will collapse. And for the banking industry, capital is very, very important,” Muktar said.