I am writing this as a concerned Nigerian who is once more baffled by what is truly Nigerian. I must first state it very clearly that I am neither a lawyer nor an insurer. I am a public commentator who has not commented publicly for some time now, because what publicly happens in Nigeria has consistently defied reason and my little senses. I have for long resigned, sadly, to the fact that anything goes in our collective public life and that Nigeria and Nigerians are beyond redemption.
The recent soap opera unfolding in law and insurance could easily have escaped my attention, but I believe it deserves someone’s postulation for want of some learned genius writing up on the matter. The heading must have given the subject away. Yes, it is Jimoh Ibrahim again; popularly known as JI to his friends and adversaries, I learnt.
Once more, the “self-professed tycoon” is at it again.
The “rumours” of his escapades would make him a legend comparable to greats like the legendry Hungarian American Illusionist/Magician Harry Houdini. How JI has continued to defy the Legal and Regulatory systems in Nigeria is a plot deserving a blockbuster in Hollywood.
As a layman, I cannot interpret law neither can I understand or decipher Nigerian logic we are dished with on daily basis. So, this piece will only highlight my observation for the intelligent mind to debate.
Though a layman, like I said, I had to seek direction from my lawyer friend on some of the issues I came across as I started writing this commentary. I have also had to read into insurance regulation to ensure I don’t get laughed off if this is ever published.
Once more the Nigeria media is awash with JI’s adventure, this time with Asset Management Corporation of Nigeria (AMCON). A protagonist that would deserve seasons upon season in the movie soap opera. JI’s saga has covered different themes over the years and now it has landed his crown jewel, the Insurance institutions in his “group of companies”.
I am not going to dwell on the familiar known plot of all JI’s reality shows but would along the way mention a few famous ones.
The plot is all the same; JI borrows money to takeover a going concern. JI milk and kill the going concern. The banks, regulators, taxman and National assembly huff and puff and the courts come to the rescue of JI. JI once more ride into the sunset smoking his rolled-up cigarettes made from the billions on Naira loans and stolen from these going concerns that are left as dead concerns.
Like I said earlier, I have observed with deep concern various press reporting of documents and facts (or fictions) from the current sequel of JI’s epic drama that I thought need highlighting for the sound minds to debate and make it understandable to lesser minds like mine. I would first discuss the legal issues.
LEGAL
Though the opening scene of the drama starts with another AMCON’s take over of another JI’s tranches of business, the main action started with the Courts sanctioning the takeover and appointing Receiver for JI’s Global Fleet and Insurance groups. With the constitution of the new Boards and Managements for the insurance companies comes a renewed legal battle. Of the numerous depositions and affidavits sworn and filed in court, I can only select a few issues for this write-up.
The selections should not infer the superiority of the issues over others, but just random choices. There is enough material for a PhD research in these documents. I would highlight a few issues arising from both parties’ deposition for this discussion.
One William Arorote, Barrister, swore an affidavit on the 29th of July 2021 on behalf of JI. Averring as follows:
“I, William Arorote, Adult, ….”
“That I am a lawyer and the Company Secretary of the 1st, 2nd, and 3rd Plaintiffs (Nicon Investment ltd, Nicon Insurance Ltd and Nigerian Reinsurance) in this suit, and I have the authority and consent of the plaintiff (my employers) to depose to this affidavit”
“That the facts herein deposed to are facts within my personal knowledge, otherwise, they are facts I obtained from official records at my disposal as the secretary of the 1st, 2nd and 3rd Plaintiffs respectively and information supplied to me by Barrister Jimoh Ibrahim 4th Plaintiff (JI)….”
(Source: Affidavit in support of motion on notice)
“WOndaful” wonders never cease in Nigeria. Can any lawyer in his right senses swear to something that can so easily be crossed-checked? If he is the company Secretary of Nigeria Reinsurance at least, then who is that lady in the employ of Nigeria Reinsurance also claiming to be the Company Secretary? Haba, this must be checked. This lady was even reported to lead thugs after the “court order” to break into “her office” in the Nigeria Reinsurance premises in Lagos to cart away company documents.
Secondly, even if Mr Arorote was Secretary of any of the Companies, it is now common knowledge that the new approved board that was constituted on the 23rd of July 2021 had sacked him as Executive Director and as Secretary with immediate effect. I was even told that the Corporate and Allied Matters Act has forbidden a director of a company to be Company Secretary at the same time. So, was Mr. Arorote Executive Director and Company Secretary of one of the Company at the same time? Was he a company secretary of these companies while he was employed full in a paid employment in another company? Even if he was, the Board had removed him on the 23rd of July 2021. Can he then on the 29th of July 2021 be swearing an affidavit as the company secretary?
So now we know that JI is also a Barrister; some lawyers we have in Nigeria. Corporate Affairs Commission, Financial Reporting Council and Nigeria Bar Association should be interested in this serial perjurers’ antics.
The behaviour of the learned gentleman, Mr Arorote, smacks of the typical attitude of what is known in the movie industry as “a sidekick”
Mr Arorote went further to submit what the Receiver Manager call “feeble argument”. Some of these are addressed below.
While for the AMCON’s corner one Taiwo Lakanu, Barrister, Receiver Manager and retired Deputy Inspector on Police averred as follows:
……… “We submit that the feeble argument of the Plaintiffs/Applicants with respect to this position is clearly misconceived and is aimed at misleading this Honourable court. We state categorically that the act upon which this application is brought has been completed. The 1st Dependant/Respondent has already constituted the Board for the 2nd and 3rd Respondent (AMCON and BPE) and same has been approved by the National Insurance Commission (the approving authority) and the said board have proceeded with their responsibilities as the 2nd and 3rd Applicant cannot be left without any management. Therefore, the law is settled that no court of law will grant injunction against a completed act.
……. To further illuminate the crux of our argument that the act in question has been completed in the light of the above cited authority, we shall state out salient points which will aid my Lord in agreeing with this position thus: –
1. The 1st Respondent had already reconstituted a board for the 2nd and 3rd plaintiffs/Applicants (NICON Insurance and Nigeria Reinsurance).
2. The former board of the two companies stands dissolved in the light of reconstitution process by the 1st Respondent.
3. The reconstituted board has assumed duties with the mandate to ensure proper running of the 2nd and 3rd Plaintiffs/Applicants.”
(Source: Written address against motion on notice filed; filed by A.U. Mustapha and Co quoting Mr Taiwo Lakanu’s deposition)
The irony of the position is that they cannot both be true. Either Arorote or Lakanu, one must have perjured himself under oath. My lawyer friend told me that perjury is a crime punishable by imprisonment. Is the legal system so inept that legal professionals (like JI and Arorote claims to be) can so recklessly commit perjury without fear of the consequence? Or is the legal profession careless about protecting legal principles like “telling the whole truth and nothing but the truth?”
It is only in Nigeria that a lawyer or indeed any professional can behave so unprofessionally, and he would be revered. What ever happened to the so-called ethics of the legal profession. By sheer coincidence, I came across an article written by Deacon Dele Adesina, SAN entitled “Lawyers, Ethics, Values and corruption in Nigeria” published in one of the national daily. The Deacon aptly put it that issue of ethics and values cannot be discussed without referring to the Rules of Professional Conduct (RPC). Rule 1 of the RPC provides as follows: “A Lawyer shall uphold and observe the rule of law, promote and foster the cause of justice, maintain a high standard of professional conduct, and shall not engage in any conduct which is unbecoming of a legal practitioner”. I dare ask, what happens if a lawyer ignores this professional call, can the bar discipline him or is it left for his father or uncle to?
REGULATORY
In confirmation to Mr Lakanu’s deposition, AMCON have claimed in their press release of 19th August 2021 that “AMCON and BPE, on July 21, received approval from the National Insurance Commission (NAICOM) to constitute a new board and management of NICON Insurance Limited and Nigeria Reinsurance Corporation (Nigeria Re).”
The above position is yet to be contradicted by NAICOM.
In the above quoted deposition of Mr. Lakanu and in various press releases issued by AMCON, it was claimed that the Insurance Regulator National Insurance Commission, (NAICOM) had approved the appointment of a new Board and Management for the two Insurance Companies, which were inaugurated since the 23rd of July 2021, one whole week before Arorote’s deposition. AMCON, in their press release of 19th August 2021 claimed that “…… It is unfortunate that Jimoh Ibrahim and his cohorts have continued to show wanton disregard to the court directive. They have been misinforming the public by mischievously misinterpreting the court resolution. They have used thugs to physically break into the companies’ premises, to misappropriated documents and assets, and have had the audacity to parade themselves as the legitimate management in these companies.”
My observation here is that, if NAICOM had approved a board for AMCON, this must mean that they have vicariously agreed to the removal of any existing board and management at the time of its approval. So, if the board and management of JI was dissolved by the approval given by NAICOM to AMCON, then on what authority are JI’s management still sitting in office since their illegal interpretation of “status quo.” It does not require a lawyer to see that all the published court papers do not have NAICOM as party. Can a board and Management sacked by a regulator automatically regain their mandate by the directive of a removed shareholder? These members of the sacked management that “have had the audacity to parade themselves as the legitimate management in these companies,” are performing an act that contradict the dictate of Insurance law that require the approval of the regulator before you can act as an executive of an insurance company. NAICOM need to urgently address this. If the former management continue to behave like no regulator exist, then they should have themselves to blame for any punishment that may be dished out for their action.
Typical of what JI and his sidekick are doing to their legal profession, we see these “so called” insurance professional doing the same to theirs. How individuals can follow the dictate of JI against what looks glaringly illegal beats me. Only in Nigeria
This saga goes to show that JI and his associates have no regards to what is right or legal in their behaviour.
HURRICANE JIMOH
I have researched widely but could not find a company JI has formed or even managed successfully. It was easy though, to find many businesses that JI had taken over and killed. The list looks like a trail left by a hurricane. (Hmm, “Hurricane Jimoh” could have been a befitting title for JI’s biopic movie). In this regards some famous names comes to mind, EAS Airlines. Air Nigeria, Newswatch Communication, Trade Bank, now Abuja International Hotel (Nicon Luxury), Nicon Insurance Limited and Nigeria Reinsurance to mention few. All dead and buried or in a non-reversible coma. It is not rocket science to conclude that, this is the “Modus Operandi” (MO) of JI. Should Nigeria watch while these two insurance giants (Nicon Insurance and Nigeria Reinsurance) are decimated by this “corporate serial killer”.
Why does corporate Nigeria and its regulators condone these people in the board rooms of their regulated entities? Others have been blacklisted for less. Is JI really that powerful that he can harass and intimidate the nation and its regulators? Kill businesses and destroy workers’ dependencies and their families’? Brazenly steal assets of these companies? Thieve the hard-earned pension funds of workers for his personal use? Refuse to pay taxes to government?
Am I naïve to ask these questions of someone who has already been rewarded with one of the highest national honours in the country, OFR (Officer of the Federal Republic), before he was 45, and who is assured of the protection of the Nigerian Courts, Nigeria Police Force and highly placed politicians? Come to think of it. This guy or his team solicitors are not household names in the legal profession, neither have they won any landmark case in their careers but have consistently frustrated or defeated many senior advocates and the best legal minds the regulators can through at them. Chei. Every regulator that has challenged JI is a statutory entity; in other words, government; but JI has been able to use the Nigerian Courts and the Nigeria Police Force to counter them and at one time even a had serving Attorney General of the Federation (AGF) in his employ against a case, he, the AGF was depending for a regulator against him; JI. What a paradox.
In the context of the proverbial “cat with nine lives”, I would say JI must have used at least seven. One day will be one day.
I love Nigeria.
Article written by
Jerry IBEJI
Public Commentator
