5 February 2013

Nigeria: Newswatch - Court Rejects Motion for Interlocutory Injunction

Justice Ibrahim Buba of a Federal High Court sitting in Lagos, has turned down a motion for interlocutory injunction seeking to stop further publication of Daily, Saturday and Sunday Newswatch Newspapers, filed by two former directors of Newswatch Communications Limited, Nuhu Wada Aruda and Professor Jibril Aminu, who claimed to be representing minority shareholders of the media outfit.

The judge, who had earlier adjourned till February 4 to rule on the application, rather ordered an accelerated hearing into the suit, even as he declined award of cost against the defendants.

Justice Buba, thereafter, adjourned the matter till February 11 for hearing of the substantive suit on its merit.

The court had held on January 31, this year that it had jurisdiction to entertain the petition filed by the former directors.

This is coming as incumbent publisher and Chairman of the turned around media outfit, Dr. Jimoh Ibrahim lost in his quest to have the suit instituted against him and others by some aggrieved shareholders of Newswatch Communications Limited dismissed.

Justice Buba had held in a ruling that the preliminary objection filed by Ibrahim and others, to challenge the suit, was not only misconceived, but also lacked in merit.

The minority shareholders had filed the suit to challenge the alleged method through which Ibrahim acquired the majority shares of Newswatch, and his alleged style of managing the company.

The shareholders had urged the court to set aside the contract through which Ibrahim purportedly assumed majority shareholding in the company.

They had stressed that Ibrahim fraudulently acquired the majority shares of the company and has been running the affairs of Newswatch in a manner detrimental to the interest of other shareholders.

Justice Buba subsequently dismissed the objection filed by Ibrahim and others.

The defendants had argued in their objection that the court lacked jurisdiction to entertain the suit because there was a clause in the agreement between parties that any dispute on Newswatch should be handled by the Lagos High Court.

On that point, Justice Buba held that the provisions in the agreement between parties could not override the constitutional provision which empowers the Federal High Court to adjudicate on disputes emanating from the provisions of the Companies and Allied Matters Act (CAMA) as in the instant case.

Also, the court rejected an argument canvassed by the defendants that the plaintiffs lacked the mandate to sue being minority shareholders and that it was only the directors that can sue on behalf of the company.

In response to that argument, the plaintiffs had cited Section 381 of CAMA, and queried who would sue in the event that directors work against the interest of the company.

Justice Buba agreed with the plaintiffs' argument, and held that the court has jurisdiction to look into the matter.

Besides, the judge also faulted an argument canvassed by the defendants in the objection that the suit was similar to another one filed by Ibrahim against Ray Ekpu, and others, and so it amounted to an abuse of court process.

Justice Buba ruled that the parties in the instant suit were different from the other one.

According to the main suit, Aruda and Aminu, who are claiming to be minority shareholders and former directors of Newswatch, accused the new management under Ibrahim of systematically working to kill the company's main product, Newswatch weekly magazine and replacing same with daily newspapers, to be published by a newly incorporated company-Newswatch Newspapers Limited-an organisation in which Ibrahim's company, Global Media Mirror Limited, owns a majority shareholding.

Aruda and Aminu averred that Ibrahim, the new Chairman of Newswatch Communications Limited and the company "have not called a general meeting since the said new illegal take-over of the company."

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