By Emmanuel Addeh
A Federal High Court in Abuja has been urged to dismiss a suit by two aggrieved directors of an oil firm, Green Energy International Ltd, seeking to cancel a $300 million loan financing package being processed to fund the expansion of the company.
The two directors, Ayodele Olojede and Dr Bunu Alibe, who are minority shareholders in the company, in their suit are claiming that they were not properly briefed on the agreements leading to the loan, asking the that the projects, should be truncated.
However, following the absence of the Judge, Justice Ijeoma Ojukwu in court, the motions in the suit by both the petitioners and the respondents will now be heard on May 4 2021.
In the company’s motion on notice filed on 19 March, 2021, by their counsel, Yusuf Ali, (SAN) P.I.N Ikwueto (SAN) and Ben Anachebe (SAN), the applicants, are praying the court to dismiss the suit for incompetence and want of jurisdiction.
It stated that this was on the grounds that the complaints of the former directors in their petition are predicated on matters of internal management of the company and code of corporate governance being inapplicable to the oil firm as a private company.
The company stated that the acts and transactions complained of by the petitioners mainly primarily loan financing transactions are matters for which the board of directors have power to transact in the interest of all shareholders.
According to the firm, the loan was meant for the expansion of the company’s core business and the minority shareholders have no legal right to interfere with company’s management thus rendering their suit incompetent.
The company stated that the loan financing arrangement being midwifed by international consortium of financiers, which the petitioner complained about has been earlier approved by the management and board at meetings where the petitioners were present, participated and approved, saying their petition lacked merit and should be thrown out.
Green Energy contended that it was fully empowered to raise loan, borrow money in such manner as the company shall think fit, hence all actions taken by the company’s board of directors were within their powers.
It stated that the appointment of chairman and managing director of the company being complained about are matters which the Articles of Association of the company have made provision for, adding that the position being occupied by one person, was not prohibited by the rules.
The court had earlier on March 2, 2021 dismissed the motion of the directors seeking to discharge the exparte order of the court asking all parties to attend a meeting held on November 12, 2020.
In its ruling on the application for order discharging the exparte order, the court had said the application by the defendant had become academic and spent, having expired and the order having been implemented by the plaintiff.