In a recent and unexpected legal development, the Federal High Court has issued a ruling to suspend FBN Holdings’ 12th Annual General Meeting (AGM), which was set to occur on August 22, 2024. This judicial intervention comes as a result of a motion for an interlocutory injunction filed by Tohir Folorunsho Ismaila, a shareholder in the company.
The order, granted by Justice Akintayo Aluko on August 13, 2024, follows a motion submitted ex-parte by Taiwo Osipitan (SAN), with Olayemi Badewole SAN and Adetola Ogunlewe Esq., representing Ismaila. FBN Holdings is the sole respondent in the case, designated as FHC/L/CP/1428/2024.
Justice Aluko’s ruling includes several critical injunctions:
• An order restraining FBN Holdings, including its directors, secretary, and any agents, from conducting or hosting the AGM scheduled for August 22, 2024, whether virtually or otherwise, until the motion for interlocutory injunction is resolved.
• An injunction prohibiting the company from passing any special or ordinary resolutions during the AGM until the motion is adjudicated.
• An order preventing the dissemination of any notices related to the AGM until the court has made a decision on the motion.
Justice Aluko’s decision highlights concerns raised by Ismaila regarding the virtual format of the AGM, which he argues will prevent many shareholders from participating and voting in person. The plaintiff contends that the issues slated for discussion and resolution at the AGM could significantly impact shareholder rights and could be prejudicial if the meeting proceeds in its proposed virtual format.
The court’s decision underscores the ongoing legal and procedural disputes surrounding FBN Holdings’ governance practices and the potential implications for shareholder engagement and rights.
