Bank seeks to join suit on IBEDC sale

“Whether the second defendant breached the Tripartite Custody Agreement (Custody Agreement or CA”) among the plaintiff, first defendant and second defendant by failing and otherwise refusing to release the share transfer forms and other accompanying documents signed by the plaintiff and first defendant (collectively, the Security Documents to the plaintiff or alternatively, filing the Security Documents with CAC (that is the first defendant) in accordance with the partner’s agreement in the event that the first defendant emerged as the preferred bidder with respect to the first defendant’s bid to acquire 60 per cent of the ownership interest in IBEDC pursuant to the sale by Asset Management Corporation of Nigeria (AMCON)…”

The plaintiff asked the court for the following orders:

“An order of specific performance directing and mandating the 2nd Defendant to register with the CAC (that is the third defendant) the Share Transfer Forms and other accompanying documents already signed by the plaintiff and first defendant transferring 50 per cent of the equity and shareholding in the first defendant to the Plaintiff as provided in the SSA

“An order directing the third defendant to accept from the first defendant and or second defendant the Share Transfer Forms and other accompanying documents already signed by the plaintiff and first defendant transferring 50 per cent of the equity and shareholding in the first defendant to the plaintiff as provided in the SSA. (1999) 9 NWLR (Pt 617) 116

“An order of general damages against the first defendant in the sum of N100 million.”

At the last hearing, Mr. Seni Adio (SAN) appeared for the plaintiff, Babatunde Kwame Ogala (SAN) appeared for the first defendant, Mr. Victor Okpara (SAN) appeared for the second defendant, while Temilolu Adamolekun, appeared for the party seeking to be joined – UBA.

The plaintiff’s lawyer told the court that the third defendant had been served, but had not been appearing. Adding that they had been served with certain pleadings on May 9, 2025 by the 1st Defendant in reaction to the Origination Summons, also, they were served with a Notice of preliminary objection and motion on notice to discharge the interim order.

Adio then stated that on the part of the party seeking to be joined, they were at a loss as to the interest they sought to protect, as the issue of “preferred bidder” was long gone. He said his client intends to respond to the motion.

Ogala, counsel to the first defendant, told the court that they had a housekeeping application and had equally filed all processes in the suit. Learned SAN told the court that they were equally served with a motion for joinder by an intervener; one of the lenders to the original Mortgagor, which debt had been sold to AMCON.

The second defendant’s lawyer, Victor Okpara (SAN) told the court that they had filed a Conditional Appearance on the 15th May, 2025 and a Motion to regularise their process dated 15th May, 2025.

They had also filed a Counter Affidavit to the Originating summons and Counter Affidavit to the Interlocutory injunction. They confirmed receipt of the process filed by the intervener and intend to respond.

However, Temilolu Adamolekun, counsel to the party seeking to be joined, told the court that he had filed an application dated May 15, 2025, to join this suit to protect the interest of UBA

Responding to what the first defendant’s counsel said that ‘the party seeking to be joined had sold its interest to AMCON’, Adamolekun said it was one of the misconceptions they intend to correct, he said the party seeking to be joined had at no point sold its interest to AMCON.

On the issue of priority of applications, Adamolekun told the Court that he noticed that the parties mentioned several applications and had sought for a date to hear them, he said while the nature of the Applications was unknown to them, an Application for joinder takes priority over any other Application so that if need be, the party seeking to be joined can properly respond to all pending applications before the court after it has been joined.

Ogala stated that a Notice of Preliminary Objection takes priority over any other Application and therefore would be heard first.

Adamolekun responded that it was not in all situations that a Notice of preliminary objection would take priority, and just as he sought the permission of the court to cite an authority, the court his Lordship stated that he was minded to adjourn the case and that the issues would be addressed on the next adjourned date.