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Tag: AGM

  • Order on firm’s AGM, board meeting voided

    Order on firm’s AGM, board meeting voided

    The Court of Appeal in Lagos has set aside the judgment of the Federal High Court in Lagos which ordered  a compulsory Annual General Meeting and board meeting of Bastanchury Power Solutions Nigeria Limited in compliance with the Provisions of the Company and Allied Matters Act, 2020 (As Amended).

     In a  lead judgment by Justice Jimi Dada, the court awarded N500,000 in favour of the appellants and against the first to third respondents jointly and severally.

    “The judgment of the trial court  delivered on 22nd day of July, 2024 including the consequential orders is hereby set aside,” Justice Dada said.

    The decision was unanimously endorsed by Justices Danlami  and Paul Ahmed Bassi.

      Justice  Dada held: “In this case under consideration, evidence was adduced before the trial Court that the first respondent, Fenchurch Energy Nigeria Limited is a minority shareholder of the First appellant,  Bastanchury Power Solutions Nigeria and therefore not entitled to the grant of injunction which the trial court granted in prayers 3 and 4.

    The appellate court held that the lower court erred by granting injunctions against the members and directors of Bastanchury Power Solutions Nigeria Limited.

    “ It is my view that the trial court by acceding to the First Fenchurch Energy Nigeria Limited respondent’s prayers for injunction in effect held the appellants to ransome.

     “ In view of the foregoing, this Issue Number 3 is therefore resolved in favour of the appellants and against the 1st to 3rd respondents.

    “In the result with the resolution of Issue Numbers 1,2,3 and 4 in favour of the appellants and against the 1st to 3rd  Respondents, it is my view that this appeal has merit and it is allowed.

    “The judgment of the trial Court  delivered on 22nd Day of July, 2024 including the consequential Orders is hereby set aside.  In its place, the suit of the Plaintiffs/Respondents which led to this appeal is hereby dismissed.

    The appellate court dismissed the Federal High Court judgment in favour of  1st to 3rd plaintiff, Fenchurch  Energy Nigeria Limited, Funsho Adeyemi and Femi Bakare respectively, who are minority shareholders of  1st respondents, Bastanchury Power Solutions Nigeria Limited

    In their suit filed at the Federal High Court, the 1st to 3rd plaintiff had sought five reliefs from the court against the 1st to the 4th defendants, Bastanchury Power Solutions Nigeria Ltd, African Plus Partners Nigeria Limited, FBN Quest Trustees Limited and Stanbic IBTC Trustees Limited including an order of the court ordering a compulsory Annual General Meeting and Board Meeting to be held by the members and Directors of the 1st defendant Company; Bastanchury Power Solutions Nigeria Limited in compliance with the Provisions of the Company and Allied Matters Act,2020-{As Amended} not more than seven days from the date the Order of Court is made.

    The plaintiffs asked for an order of the court appointing an external and independent auditor to audit the accounting books and operations of the lst and 2nd defendants on the ground that the 2nd defendant has unilaterally misappropriated and utilised the funds of the 1st defendant, towards its funds to wit; Africa Infra Plus Fund {AIPF} to the exclusion of the 1st plaintiff who is a substantial shareholder in the 1st defendant and the 2nd and 3rd plaintiffs who remain directors of the 1st defendant as at the time of filing this suit.

    They asked for an order  of perpetual injunction restraining the defendants and others from unilaterally dealing with the assets, shares, funds or any of the 1st defendant   in any manner whatsoever with all commercial until the final audit report on the accounting books and operations of the 1st Defendant is presented to the Deputy Chief Registrar of the court.

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    They also asked for order of  Perpetual Injunction restraining the defendants from selling, charging, mortgaging of otherwise encumbering in any way any of the assets, shares, funds or any of the 1st defendant’s assets, which includes landed properties belonging to the 1st defendant Company, Bastanchury Power Solutions Nigeria Limited until the final audit report of the accounting books and operations is submitted to the Deputy Chief Registrar of the Court.

    They further asked for an order compelling the 3rd and 4th Defendants to disclose before this Court all the funds belonging to the 1st and 2nd Defendants in their custody and/or funds pertaining to the 1st and 2nd Defendants for the purpose of determining the funds due to the Plaintiffs in this suit.

     However, the defendants counsel,  Ayoola Ajayi (SAN) leading four other lawyers had opposed the granting of the orders to the suit.

     But, the lower court in it’s  judgment,  granted all the reliefs of the defendants.

     Dissatisfied with the decision of the lower court, the defendants, thorough their counsels,  Ayoola Ajayi (SAN) and Ahmed Raji (SAN) leading seven other lawyers filed an appeal before the appellate court.

    In their combined argument and submission, the duo of  Ajayi and  Raji  urged the court to over turn the judgment of the lower court.

  • ACOSA to hold AGM on Dec 10

    ACOSA to hold AGM on Dec 10

    The Agbayewa College Old Student Association (ACOSA), Ilupeju Lagos, will hold its Annual General Meeting (AGM) on December 10 at 2 p.m. in the school hall.

    In a statement by General Secretary Rufai Kolawole, the agenda includes assessments and challenges affecting the college.

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    “The reunion will allow members of the association to network and share nostalgic moments.

    “All sets of the association are urged to come out en masse to be a part of history,” the statement adds.

  • FintechNGR holds second AGM, reels out achievements

    The second Annual General Meeting and Social Meet 4.0  of the Fintech Association of Nigeria was hosted by the Nigerian Stock Exchange at the Exchange House, Marina.

    The event which was well attended by key executive members and management staff of member institutions and  ecosystem stakeholders including banks, consulting, legal, investment firms, research Institute and tertiary institutions, professional bodies, core Fintech firms, Startups, financial services providers, students, media houses, regulators including the Central Bank of Nigeria amongst others.

    FintechNGR  used the occasion to reel out  milestones attained by the Association in 2018 which include facilitation of Fintech adoption roadmap in the capital markets, participation in the CBN FSS 2020 strategy retreat, significant membership increase, inauguration of the Africa Fintech Network, partnership and support for the take-off of the UK-Africa Investment Group, an initiative of the UK government, creation and leadership of the Fintech Sub-Committee of Nigeria Economic Summit Group, NESG amongst others.

    While welcoming members to the meeting, President of the Association, Dr. Segun Aina, told the audience that 2018 was an exciting year for fintech which continue to transform

    many industries especially the financial services industry in terms of breakthroughs in innovation and investment globally and especially in the African continent. According to him “The expected impact of fintech in Africa’s development was epitomised by IMF’s statement that Fintech could be the critical stepping stone towards a digital economy for Africa.”

    Aina who attributed the success of the Association during the year to the quality, commitment and contributions of members says the Association pursued vigorously its three core objectives of connect, advocate and accelerate as its impacts are felt across the length and breadth of the Nigerian and African Fintech ecosystem at large.

    The Vice President of the Association, Ade Bajomo, ED, IT & Operations, Access Bank particularly articulated the focus of the Association on breeding young innovators right from the school days as he said the Association strongly believe the future of the nation rests on its teeming youths properly playing active roles in digitalizing the economy.

  • CIBN holds AGM, elects new executives

    The Chartered Institute of Bankers of Nigeria (CIBN) is set to hold its Annual General Meeting (AGM) and election into its Governing Council.

    The AGM and election scheduled for Saturday, will hold at the Bankers House, Victoria Island, Lagos, between 10 am and 12 noon.

    President/Chairman of Council of the institute, Prof. Segun Ajibola, will chair the meeting.

    The institute has reviewed its electoral system by leveraging information technology, thus optimising the process and giving its targeted audience access to a transparent, accessible and cost effective electoral process for a democratic selection of its leaders.

    Electronic voting has been considered to be an efficient and cost effective alternative to the current classic voting procedure which is expected to attract specific group of people, like young electors/voters to participate in the election.

    The proposed solution also aims at eradicating challenges and providing a complete solution with adequate level of security, anonymity, authentication, data security, tractability among others.

    In line with the Institute’s tradition, chairmen and chief executives of banks, presidents of the institute, presidents of other professional bodies, top government functionaries, Fellows, Honorary Senior Members, Associates and other stakeholders have been invited to attend the meeting and exercise their franchise to vote.

    The meeting will also consider the Annual Reports and Accounts of 2017 operational performance of the Institute and other important matters affecting the industry and the welfare of members.

     

  • Women Enterpreneurs hold AGM IN Lagos

    Women Enterpreneurs hold AGM IN Lagos

    African Women Entrepreneurship program( AWEP) is organising it’s 2017 annual general meeting (AGM)  and National Conference at De Renaissance Hotel, Ikeja Lagos on Wednesday 15th NOV, 2017 at 9 a.m.
    The event which has the theme “Creating Sustainable Business Economies and Societies” will host stakeholders and dignitaries from all works of life.
    Guests includes the Honourable Minister of States, Industry, Trade and Investment HajiaAisha Abubakar. The keynote address would be taken by Her Excellency, Bolanle Ambode. High level presentations on Export processing, Investing in the Green house, leadership , branding and legal issues would take place. This would be followed by an intercative session, goodwill messages and exhibitions.
    Pnelists that would be discusssing with this large community of women entrepreneurs  include Chizo Malize, Adekunbi Wuraola, Nonye Umuehi, Jimi Banjo, Plethora Opeoluwa, Olawale Olajide  and Wale Ajiboye
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    AWEP, according to Ora Otaguba, Southwest Coordinator  is an outreach that has helped women enterpreneurs to be focused leveraging on the opportunities availbale for their growth and expamsion.. “It is an engagement  initiative that targets African women entrepreneurs. It promotes business growths and it increases change regionally between people focus on how to trade internationally. It also creates a better business environment and empowers female entrepreneurs in their communities.”
    To impact on their communities, AWEP members also do three things,which include building partnership, work to increase the number of women gaining access to finance as well as help drive the markets. Capacity building is another achievement recorded over the years. by AWEP, “We work a lot with agencies to do this. We also work with individuals, resource person and we are part a coalition of 18 women organisations.” AWEP is also an organisation that is greatly committed to dismantling the obstacles faced by women in business, identifying and maximising the potentials available  to make a difference in the lives of female entrepreneurs and their various communities.
      The organisation is the initiative of Mrs Hillary Clinton and it aims at supporting economic growth in Sub-Saharan Africa. The AWEP initiative further advances the policy guidance on promoting gender equality through economic and civic participation in the African region.

  • Standard Alliance to embark on share reconstruction

    Standard Alliance Insurance PLC has announced plans to embark on share reconstruction, to enable the board and management reposition the company and create value for its shareholders.

    The reconstruction is also to  improve the company’s standing in the market place and put it in a strong position for the declared dividend.

    The shareholders approved the share reconstruction at the 21st Annual General Meeting (AGM) held last week at its head office in Lekki, Lagos.

    According to the company, share reconstruction, also called reverse stock split, will enable the company reduce the number of its outstanding shares and increase its share price proportionately without affecting the total book value of the shares.

    Speaking after the AGM, the Group Managing Director, Mr. Bode Akinboye, who returned to Standard Alliance in December 2014 after leaving the company as Group Managing Director in 2009, said the share construction was the third point of his four-point transformation project anchored on people, processes and product.

    “The first point of the transformation is clearing outstanding regulatory issues with the National Insurance Commission,  Securities and Exchange Commission and Nigerian Stock Exchange, which has been successfully concluded.

    “The second point is the merger of Standard Life Assurance and Standard Alliance Insurance to form a composite insurance company, which has also been concluded. After the conclusion of the share Capital/Balance Sheet Restructuring, we shall move to the last of the four-point agenda, which is to raise fresh capital to enable Standard Alliance become a bigger player in the insurance market.”

    Akinboye said the  fresh capital might be raised through loan issuance, debt issuance, equity issuance, convertible shares issuance or preference shares issuance both from local and international investors. Technical partners will also come on board if necessary.

  • STI to increase share capital at AGM

    Increase of share capital will be one of the major discussions that will dominate Sovereign Trust Insurance Plc 22nd Annual General Meeting (AGM), scheduled for  September 21, 2017,  it was learnt.

    The company’s Corporate Affairs Manager, Segun Bankole, said the AGM followed approvals for its 2016 Annual Report and Accounts by the various regulatory authorities.

    The meeting, which will take place at the Grand Banquet Hall, Civic Centre, Victoria Island Lagos, will focus on increasing the authorised share capital of the company from N5.5 billion to N7.5 billion by the creation of 4,000,000,000 (four billion) ordinary shares of 50 kobo each ranking pari-passu in all respects with the existing ordinary shares of the company.

    The meeting will also authorise the Directors to raise additional equity capital for the company up to the maximum limit of the authorised share capital, whether by way of special placement, public offer or rights issue or a combination of any one of them, either locally or internationally.

    Under the ordinary business, the meeting will also consider audited financial statements for the year ended December 31, 2016, as well as the reports of the Directors and the audit committee.

    The agenda also include re-election of Directors, who are still eligible and at the same time authorise them to fix auditors’remuneration while the shareholders will elect their represecommittee. STI is a wholly owned Nigerian company.

  • Filmmakers will start earning royalties soon, says AVRS chief at AGM

    Filmmakers will start earning royalties soon, says AVRS chief at AGM

    •Introduces new management staff

    Indications emerged recently that, soon, actors and filmmakers will begin to enjoy an organized form of royalties from there works, like their counterparts in the music and sound recording profession.

    Making the promise at the second Annual General Meeting of Audio-Visual Rights Society (AVRS) of Nigeria, which held at the NAN Hall, National Theatre, Iganmu, Lagos, penultimate Wednesday,

    Chairman of the Society, Mr. Bond Emeruwa urged members to exercise more patience, as the Society which was only licensed two years ago, will soon gain stability, after which within the next six months, monies will be shared to duly registered members.

    “What is inarguable before us today is that AVRS since obtaining certificate of approval from the Nigerian Copyright Commission (NCC) in October 2014 is yet to collect royalties from users of cinematograph films in the country,” Emeruwa explained, adding that this is not a shortcoming on the part of the management, but a phase which a new society must go through.

    According to Emeruwa, “Setting up a Collective Management Organisation (CMO) anywhere in the world requires passing through seminal procedures during which careful steps and essential decisions are made for seamless operation afterwards.  It is even more peculiar in the case of AVRS as we are one of the very few Audio-Visual Copyright management organisations in the world.  What this means is that there is little or no precedence to follow. We have had to invent the wheel every step of the way. The existing copyright laws in some cases have also made it a little difficult for us to move forward at the desired pace. These are being worked out with the assistance of the Nigerian Copyright Commission and will soon be resolved,” he assured.

    On how soon the collection of royalties will begin, Emeruwa informed members that the society is on the verge of consummating collection agreements with the Hotels and Personal Employers Association of Nigeria (HOPESEA). He said that demand notices, invoices and follow-up notices have been sent to over one thousand hotels and other right users in the last one year.

    These, according to the AVRS boss include, Lagos State Barbing-Hairdressing And Cosmetology Association (LABHCA); Broadcasting Organisation of Nigeria (BON); Luxury Bus Owners Association of Nigeria (LUBON) and other similar associations with whom earnest talks have commenced.

    Allaying fears of members on the much anticipated sharing of royalties, the Chairman said, “We have no doubt, and soundly reassure you that we shall begin to collect in the very near future, and come the end of this year, we shall all have cause to smile.”

    One of the high points of the event was the introduction of the new management staff of AVRS, led by the General Manager/CEO, Mrs. Olubunmi Fawole. Others on the team include Mrs. Bukola Adeyemi (Accountant), Samuel Osaze (Licensing Officer), Barrister Temilade Akinwolere (Licensing Officer), Elizabeth Idoko (Front Desk) and Godwin Okafor (Driver).

    Members, during the AOB session, seemed to have let worrying matters rest, in view of the expected teething problems.

    However, notable among the questions raised and answers proffered were on the exit of erstwhile General Manager, Mr. Victor Nwokocha, and the reason another election of new Board members was not conducted.

    Representing the Director General of the NCC, Head of Lagos Office, Mr. Obi Ezeilo, added his voice to the latter, saying the election deferment was on the advice of the NCC, to allow the society stabilise before changing officers.

    Other AVRS board members at the event include, former Chairman, Mahmood Ali-Balogun, Prince Jide Kosoko, Aina Kushoro, Chief Paddie Okao, Fidelis Duker, Tony Anih, Okey Ogunjiofor, Paul Okoli, and Nobert Ajaegbu.

  • FTAN prepares for AGM

    The Federation of Tourism Associations of Nigeria (FTAN) has stepped up preparations for its 2017 Annual General Meeting (AGM)  for the election of a new national executive council for the federation which is the umbrella body of all tourism associations in the country.

    Speaking on the meeting, which is scheduled to hold on 29 at NANET Suite, Abuja, at the Association of Nigerian Journalists and Writers of Tourism (ANJET) media forum, the president of the federation, Tomi Akingbogun, said it is going to be a milestone event in the annals of the federation and Nigerina tourism industry.

    According to him, all the federating associations, including government officials and private operators in the allied industries, are expected to attend the meeting with the theme: ‘Financing as a catalyst to a sustainable tourism development.’

    The key speakers are to address the issue of funding for tourism, which he said, is the bane of developing and marketing the tourism industry.

    Akingbogun said he would use the occasion to give account of his leadership of the federation in the last four years having served two terms of two years each.

    He disclosed that a lot of achievements were recorded during these four years despite the challenges that the federation had to contend with.

    Besides celebrating the milestones of his regime, he promised members an exciting and fulfilling time during the one-day AGM.

  • Law Union declares 100 per cent profit at AGM

    Law Union and Rock Insurance Plc has held its 48th Annual General Meeting (AGM) at the Muson Centre in Onikan, Lagos. The company declared 100 per cent profitability in 2016, while also claiming that the shareholders’ shares rose from N4.458 billion to N5.039 billion, representing 13.03 per cent growth.

    Its chairman and former Minister of State for Finance, Mr Remi Babalola, said the firm achieved marginal increase in its top-line goals, while recording significant growth in the bottom-line objectives last financial year.

    He said the company ended last year with N3.935 billion Gross Premium Written compared to N3.858 billion recorded in 2015. Profit before tax, Babalola said, grew by over 100 per cent from N0.328 billion in 2015 to N0.658 billion. He added that total assets grew by 3072 per cent to N8.58 billion.

    The chairman said the company would maintain its key objective of “unfailing and prompt settlement of all claims”. With Claims Paying Ability (CPA) rating of A-, Babalola said the company paid out N1.454 billion in 2016.

    He said the company obtained requisite regulatory approvals after the shareholders approved its request to raise additional capital by way of private placement to the tune of 1,031,199,000 ordinary share of N0.50 kobo at N0.70 kobo per share.

    He said: “Consequent upon a conditional approval issued by the National Insurance Commission, that the investor’s post-placement position should not exceed 20 per cent of the company’s equity, the placement was 83.3 per cent subscribed, thus bringing the total shares subscribed to 859,000,000 ordinary shares. The additional capital raised is expected to significantly enhance the company’s operations and boost its capacity to play in the oil and gas, and engineering sub-sector of the insurance space.”

    Babalola praised the immediate past chairman of the company, Princess Adenike Adeniran, who retired from the board last year. He said his predecessor elevated the value of the company through the culture of openness and accountability.

    Chief Executive Officer and Managing Director of the company, Mr Jide Orimolade, said the firm’s profitability steadily increased from 2014, noting that repositioning had started in the company to yield more results, especially in the engineering market where the firm has regained dominance.

    Orimolade attributed the company’s success to introduction of strategic initiatives driven by technology. This, he said, gave the company competitive advantage ahead of its competitors and enable it navigate through the turbulent economy with good profitability.

    He said: “Our careful attention on our service delivery to customers’ satisfaction has further given the company respect and recognition in the industry. Our attention would focus on the distribution of our products to the burgeoning middle-class, which has the highest volume. We expect to reap huge premium through retail products, as well as launch new retail products.”

    The AGM featured interactive session between the board of directors and the shareholders. The event also featured election of audit committee members and re-election of directors.