August 08, (THEWILL) – The chairman of the Trusted Shareholders’ Association, Mukhtar Mukhtar, has disclosed the reason his members protested at the headquarters of FBN Holdings in Lagos on Monday, August 6.
In a telephone chat with THEWILL, Mukhtar said his group embarked on the protest to express their displeasure over an attempt by “some interests” to prevent the financial institution from holding its Annual General Meeting (AGM) scheduled for August 15, 2023.
The minority shareholders who gathered at the FBN Holding headquarters on Marina, Lagos, held placards and demanded that the institution be allowed to carry out its statutory duty of holding AGMs.
“We protested against those who do not want the First Bank to progress; those who do not want the AGM to hold and consider certain crucial resolutions because of their own personal interest.
“How can a shareholder who claims to have the interest of the bank at heart think that if an AGM is held to consider crucial issues such as raising new capital or increasing the share capital of the bank and appoint new directors would not be in the interest of the bank?
“Except those with ulterior motives and who believe that their personal interests would be endangered, how would a company be negatively impacted by having new capital injected into it to boost its activities?”, Mukhtar queried.
Asked to disclose those behind the “special interest” group, the shareholders’ group leader said, “there are allegations that a certain former chairman is the one behind the group opposing the AGM.
He said the former chairman presided over the board of the institution for a specific period before the regulator intervened.
“There are allegations that he is the one supervising all these things.” Mukhtar said, adding “He is fighting for his personal interest. He wants to continue to have a grip on the bank and to continue to control the bank which is really improper.
“Bank business requires a lot of funds. If you have enough funds you do banking the way it is done.
“Some shareholders have gone to Court to obtain an order that some resolutions should not be considered at the AGM, such as raising more capital and admitting new directors,” the activist said.
Asked if the “special interest” group is opposed to physical or virtual mode of AGM, Mukhtar stated that the group’s interest is unclear.
He said, “I don’t know what they really want – physical or virtual AGM. They simply do not want the meeting to hold to consider the managing director’s proposal for capital raise and admitting some persons to the board.
“They are threatening the MD that the resolutions must not be passed at the AGM scheduled for the 15th of August; but AGMs are statutory, so do not know how the group was able to secure the court order against the bank holding the AGM or considering the crucial resolutions that have to do with increasing the share capital of the bank and appointing new directors.”
Speaking on behalf of the protesting shareholders at the FBN Holding headquarters premises on Monday, Mukhtar said, “We are here at the First Bank office to register our displeasure, our discontentment, and rejection of the attempt by some shareholders to prevent the Annual General Meeting of First Bank from holding and preventing the consideration of some very important resolutions for the progress of the bank.
“These shareholders have approached the court to stop First Bank from raising capital like other banks are doing and then not to admit some directors onto the board of the bank. Those who have gone to court to stop the AGM know that it is illegal. AGMs are statutory meetings.
FBN Holdings had in a notice issued in July said that it intended to raise fresh capital through a rights issue, pending the approval of shareholders at the AGM scheduled for this month. The lender said it intended to raise funds via the creation of 8.974 billion ordinary shares at 50 kobo each.
FBNH group also announced the appointment of billionaire investor, Mr Femi Otedola as non-executive director subject to the approval of its shareholders at the upcoming AGM. Otedola was appointed on July 9, 2023.
Also, Samson Ariyibi, who was appointed the executive director, Finance, Investment, Management, and Oversight of FBNH on October 21, 2022, will be presented to the shareholders for approval of his appointment.
When contacted, Global Head, Marketing and Corporate Communications, FBNH, Folake Ani-Mumuny, did not respond to calls and messages sent to her mobile phone. The former chairman, FBNH, Oba Otudeko could not be reached for comment as his mobile phone was switched off, and he did not respond to a request for comment sent via SMS.
Reacting to the issue, the national coordinator, Progressive Shareholders Association of Nigeria, Boniface Okezie, said he was unaware of the development. He however condemned any attempt to prevent an AGM because it is statutory and it affords shareholders the opportunity to interact with the management of companies they have invested in. He said companies should give shareholders the option to attend virtually or physically because not everyone can be present.
Recently, there have been controversies between shareholders and companies over the continued virtual AGMs which have necessitated shareholders under different aegis calling for the review of the provision of an AGM arrangement that grants listed firms an option to hold meetings virtually in contradiction of the Companies and Allied Matters Act (CAMA) guidelines.
It will be recalled that shareholders had last year challenged quoted companies over their complaints over continued inclination to virtual and proxies’ mode of AGMs, which prompted the Corporate Affairs Commission (CAC) to issue a directive that the use of proxies by public companies will cease to apply effective from December 31, 2022.
Sam Diala is a Bloomberg Certified Financial Journalist with over a decade of experience in reporting Business and Economy. He is Business Editor at THEWILL Newspaper, and believes that work, not wishes, creates wealth.
