Nigeria: Court Dismisses Suit On Sale of 9Mobile

A Federal High Court sitting in Ikoyi, Lagos, on Wednesday dismissed a suit filed by Spectrum Wireless Communications Limited against Emerging Markets Telecommunications Services (EMTS) challenging the sale of the company.

Justice C.J Aneke in a ruling on the preliminary objections filed by the counsel to EMTS upheld the defendant's prayers that there is no direct shareholding relationship between Spectrum Wireless and EMTS.

In Suit No. FHC/L/CS/153/2018, the court vested on Spectrum the right to sue EMTS to protect its alleged shareholding in the company.

EMTS is the owner of 9mobile.

A statement made available to PREMIUM TIMES Wednesday said the court also upheld the defendant's position that there is no privity of contract between EMTS and Spectrum.

It said Spectrum is not a shareholder in EMTS and cannot be said to have been directly affected by the actions of its shareholders - Mubadala Holdings Cyprus Ltd, Myacynth and Etisalat International Nigeria Ltd.

Furthermore, it ruled that if at all Spectrum has a right of action, its action should be against PTHNV, the company it originally invested in and not EMTS.

The court, therefore, upheld the submission of counsel to EMTS that not being a shareholder of EMTS, Spectrum lacks the locus standi to bring the suit against EMTS on the basis of any decision taken by the shareholders of EMTS.

It added that the concept of "indirect shareholding/economic interest" claimed by Spectrum is unknown to Nigerian law, which only recognises members of a company as those named in its Register of Members.

Justice Aneke also held that Spectrum is not a party to the credit facilities which it claims were unlawfully obtained. He said it is elementary law that only parties to a contract can make judicial claims in respect thereof.

The suit was consequently dismissed in its entirety.

The sale of 9mobile has been marred with controversies since the process began last year.

Spectrum Wireless Communications sued EMTS and 16 other defendants, including United Capital Trustees Limited ('the Lenders'), the Central Bank of Nigeria (CBN) and the Nigerian Communications Commission (NCC), over the sale of the telecom company.

The company had claimed that it acquired indirect holding of 30 per cent of the shares of EMTS after a private placement and was allotted 4,041,096 Class A shares of Premium Telecommunications Holdings NV ("PTHNV"), which owns 99 per cent of the shares in MyaCynth Cooperative UA ("MyaCynth").

The plaintiff also claimed that MyaCynth holds 30 per cent of the shares of EMTS BV; and since EMTS BV holds 99.9 per cent of the shares of EMTS, its syndicated loan from the 2nd to 4th defendants was granted without the requisite statutory approval of the Central Bank of Nigeria.

The company also claimed that its investments in EMTS will be lost if the 15th to 17th defendants are allowed to sell EMTS.

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