You are no longer shareholders of Newswatch, court tells Ray Ekpu, others

By The Rainbow

The Federal High Court, sitting in Lagos, has restrained Ray Ekpu and some former directors of Newswatch Communications Limited, publishers of the Newswatch titles, from parading themselves as directors of the company.

The order of the court affected Dan Agbese, Yakubu Mohammed and Soji Akinrinade, who have been having a running battle with the new owner of the comapy Mr Jimoh Ibrahim.

The trial judge, Justice Okon Abang, made the pronouncement on Monday while delivering judgment in a suit filed by NCL against the directors.

The communication company had sought a declaration that former directors had ceased to be shareholders of the company.

Abang had also held that the former directors could not validly declare a trade dispute in a company in which they were no longer shareholders.

'It is the judgment of this honourable court that the case of the plaintiff succeeds and judgment is accordingly entered in their favour.

'The reliefs of the plaintiff are hereby granted and cost is awarded against the defendants in the sum of Ã'45,000,' he said.

that NCL chairman, Dr Jimoh Ibrahim and Global Media Mirror had instituted the suit.

The plaintiffs prayed the court to declare that the four men had since ceased to be directors of the company.

The company had also prayed the court to declare that the ex-directors had no competence to declare a trade dispute under a Share Purchase Agreement between them and the NCL.

They further prayed the court to restrain the former directors from embarking on measures which, they said, might be inimical to the interests of the media outfit.

The plaintiffs also asked for a declaration that the former directors have no power to represent or purport to act as representatives of the 49 per cent minority shareholders of the company since all the collective shareholding they have is 6. 3 per cent.

In his judgment, Justice Okon Abang, who granted all the six reliefs sought by the plaintiffs, held that the defendants had ceased to be directors of Newswatch Communications Limited since May 5, 2011,when they resigned their appointment, which was approved at the general meeting of the company   August 20, 2011.

'It is further declared that having voluntarily resigned, the directors cannot continue to act on behalf of the company. In the view of form CAC7 and NA6 which are exhibits before the court, the defendants are not directors of the 1st plaintiff, (NCL),' the judge ruled.

He also invalidated the notice of trade dispute issued by Ekpu and others, declaring it 'null and void and of no effect whatsoever and I so hold.'

He awarded a cost of N20, 000 in favour of the plaintiffs to be paid jointly and severally by the defendants.

Giving reasons for arriving at its judgment, Justice Abang held that by the evidence before him, the defendants had been duly paid their terminal benefits and that they had voluntarily resigned their directorship of the company.

The court finally held that the moment the new core investor, Ibrahim, acquired 51 per cent majority shareholding after paying  N510 million for the acquisition, the management of the company passed to him.

In his reaction to the story, Ibrahim commended the judiciary for the great opportunity of reinstating the law and urged Ekpu and others to 'go home and rest.'