FORMER directors of Newswatch Communications Limited, publishers of the defunct Newswatch magazine, have debunked the claim by Jimoh Ibrahim, a businessman, that he owns the Newswatch.
A statement by all the directors – Ray Ekpu, Dan Agbese, Yakubu Mohammed, Soji Akinrinade – last Thursday, stated that on Tuesday, October 31, their attention was drawn to a story planted by Ibrahim in several newspapers about a court decision that took place seven months ago, precisely on March 27, 2017.
The judgement of the Court of Appeal on the ownership of Newswach Communications Limited was delivered by Justice Tijani Abubakar and supported by Justice Garba Abubakar and Justice Abimbola Obaseki. The judgement which was given based on the fact that the judges misdirected themselves on the facts of the matter has since been contested by two of the shareholders of the company.
The shareholders, Nuhu Wada Aruwa and Professor Jibril Aminu, have asked the Supreme Court to rectify the error of the court below. Jimoh Ibrahim has done everything imaginable since 2011 to claim falsely 51% shares of Newswatch Communications Ltd which he never paid for.
Facts of the matter
The facts of the matter according to the directors ran thus:
“On May 5, 2011 the directors of Newswatch Communications Limited signed a Share Purchase Agreement with Jimoh Ibrahim and his Global Media Mirror Limited for the sale of 51% shares of Newswatch Communications Limited to him and his company.
The share purchase price was N510 million which he was to pay not later than May 5, 2011, the date of the Completion Board Meeting. Ibrahim never paid the said N510 million before that day; he never paid it on that day and he never paid it after that day. Up till today he has not paid for the said shares. “But he has tried by hook and crook to own the shares of a company he never paid for.
“He took Ray Ekpu, Dan Agbese, Yakubu Mohammed and Soji Akinrinade, to the Federal High Court, Lagos, claiming that we had retired from the company on May 5, 2011, and they were no longer directors of the company. “The truth of the matter is that we retired from the company and were reappointed as non-executive directors at the very meeting in which he was chosen as chairman of the board of the company.
“He came with us to the Newswatch newsroom on that day and told our staff that we had been reappointed as directors of the company. The news was published in several newspapers including his own National Mirror the next day May 6, 2011. Yet Mr. Ibrahim denied it.
“For the 15 months that the magazine was published with him as chairman our names were listed every week as directors of the company. We submitted certified true copies of the magazines to Justice Okon Abang, who handled the case.
Curiously, Justice Abang accepted Mr. Ibrahim as chairman but refused to accept us as directors even though we were all listed as such in the same document. In fact, throughout the case the judge showed open hostility in court to our lawyer, Mr. Kunle Oyesanya, SAN. We kept wondering what happened.
“When he gave his controversial judgement against the weight of evidence we went on appeal. The more intriguing part of his judgement was his claim that if Mr. Ibrahim had not paid for the shares we would not have made him chairman of the company.
But the suit before him which was initiated by Mr. Ibrahim was only about our directorship of the company and NOT about share purchase.
He only dragged the issue of share purchase into his judgement when he realized that two of Newswatch directors had gone to court asking for an abrogation of the share purchase agreement because of Mr. Ibrahim’s failure to comply with the terms. We contested that controversial judgement given by Justice Abang at the Court of Appeal.
“While this was going on Mr. Ibrahim secretly registered a company called Newswatch Newspapers Limited and gave his company Global Media Mirror Limited 900,000 shares and Newswatch Communications Limited only 100,000 shares. It was when the newspaper hit the newsstands that we knew that Mr. Ibrahim was cooking a sinister plot.
Two of our directors, Mr. Nuhu Wada Aruwa and Professor Jibril Aminu, filed a suit asking for an injunction to stop the publication of the Newswatch newspaper. The Judge, Justice Ibrahim Buba of the Federal High Court, Lagos said he would rather hear all the parties and resolve the case within one month. By a series of time wasting tactics Mr. Ibrahim dragged the case for two years.
Time wasting tactics
However on October 20, 2014 Justice Buba gave judgement on the matter. In that judgement the Judge said that:
“(a) The respondent (Mr. Jimoh Ibrahim and Global Media Mirror Limited) were “fraudulent” in the formation and constitution of the Newswatch Newspapers Limited for not seeking or obtaining the consent of the other shareholders on the shareholding.
(b) The Judge set aside the contract entered into based on the Share Purchase Agreement between Newswatch Communications Limited and Global Media Mirror Limited.
(c) He awarded special damages against Mr. Ibrahim and his company to Newswatch Communications Limited for loss of business profit since August 2012.
(d) He gave an order of perpetual injunction restraining Mr. Ibrahim and his company from further interfering in or assuming management and control of Newswatch.
“Immediately after the judgement by Justice Buba, Mr. Ibrahim registered a new company called Newswatch Times Limited to circumvent the judgement of the court all in the attempt to publish a newspaper with the name Newswatch, which the court had asked him to stop publishing. He changed the name from Daily Newswatch to Newswatch Times. Our lawyer, Mr. Kunle Oyesanya, SAN, wrote a letter dated November 12, 2014 to Mr. Ibrahim’s lawyer Mr. B. Ayorinde, SAN, complaining of this act of lawlessness.
Acts of lawlessness
“The next thing Mr. Ibrahim and his company did was to remove Newswatch delivery vans and other assets and take them away from our No. 3 Billingsway, Oregun, Ikeja, Lagos premises.
“Eventhough Justice Buba’s judgement had returned Newswatch to its original owners, Mr. Ibrahim employed the service of an Estate Surveyor and Valuers, Messrs Goke Owamoboye & Co of 82, Kudirat Abiola Way, Oregun, Ikeja to try to trespass into the property. The Valuer placed a notice board on the wall of Newswatch premises seeking to let out the property. Our lawyer had to write a letter to the Estate Surveyor to warn him of the criminality of his action.
“From our investigations we discovered that Mr. Ibrahim was more interested in the choice property at No. 3, Billingsway than in an enduring publishing enterprise. We then published a Caveat Emptor in the Vanguard newspaper on February 16 and 19, 2015 stating that the place (No. 3, Billingsway, Oregun, Ikeja) is not for let, lease or sale.
“All these efforts did not stop Mr. Ibrahim on his desperate, maniacal mission to acquire by all means property that he is not legally or legitimately entitled to. He changed tactics. He tried to use some policemen at Alausa Police Station, Ikeja to commit trespass on the premises of Newswatch. We wrote a petition dated February 17, 2015 to the Commissioner of Police, Lagos State Command complaining about him.
We were expected to meet with the Police on the matter. He refused to turn up but we made our case to the Police. He brags openly about the fact that he has the Police in his pocket. This is of no interest to us but as law-abiding citizens we will use all lawful means to keep our property from being stolen by anyone no matter how rich.
“The publication earlier referred to; contained a number of inaccuracies and discrepancies:
(a) The statement that “Ibrahim won the ownership case at a Federal High Court and the matter was relitigated by the defendants before another Federal High Court presided over by Justice Buba who ruled in favour of Ray Ekpu, Dan Agbese, Yakubu Mohammed and others” is false. Justice Buba ruled in favour of Aminu and Aruwa. Mr. Ibrahim never won the ownership case which was at Justice Ibrahim Buba’s court. What he won (which we are contesting) was the directorship case which he initiated at Justice Okon Abang’s court. Mr. Ibrahim could never have gone to court on ownership since he knows that he did not pay for the shares.
(b) Justice Okon Abang did not state as erroneously published that “payment was made by Jimoh Ibrahim to the former owners of Newswatch.”
No evidence of payment
What he said was merely speculative namely that if he did not pay we would not have made him the chairman. But the truth is that he did not pay. He has no evidence of payment. The Share Purchase Agreement between Newswatch Communications Limited (Sellers) and Global Media Mirror Limited (Buyers) signed on May 5, 2011 states in section 4.2 “On receipt of the purchase price the seller shall deliver to the buyer or its nominee the share certificates representing the shares as well as an official receipt acknowledging payment of the purchase price.”
As representatives of the sellers, Newswatch Communications Limited, we state on our honour for the umpteenth time that Mr. Jimoh Ibrahim never paid the share purchase price of N510 million. If he paid he would have presented the receipt and the share certificate in court. He never presented any of the two items because he never had them. The reason he never had them was because he never paid the money. To whom did he pay? When did he pay? By what means did he pay? Those are the relevant questions that he has failed or refused to answer.
“During our negotiations before the share purchase agreement was signed Mr. Ibrahim mentioned the former President, Chief Olusegun Obasanjo several times as his mentor. Since we are also friendly with the former President we decided to report Mr. Ibrahim to him. Chief Obasanjo asked us (Ray Ekpu, Dan Agbese, Yakubu Mohammed and Soji Akinrinade) what we wanted. We said we wanted him to invite Mr. Ibrahim for a meeting so he can state before him whether he paid us the money or not. Chief Obasanjo told us later that he had invited him a couple of times but he never turned up for the meeting with us.
“Mr. Ibrahim has a multi-pronged strategy, including desperate moves, lawlessness, impunity, corrupt gestures which are cynically called Nigerian syndrome and boastful intimidation tactics. His overall target is to collect our property by hook or crook, by crafty, doggy, serpentine means. But we will not let him. He does not seem to worry about the reputation deficit that comes with his 419 tactics.
“Before he shut down the company he told our former staff that he has set aside one billion naira for judges and journalists. He also told them that since we are all old men he will drag the court case for many years until we are all dead. That shows the morbidity of his mind but what is important is that whether we die or not his attempt to collect our company by false pretences will continue to be challenged.
Circumventing the law
“It is also important to note we petitioned EFCC on December 12, 2012 drawing its attention to Mr. Ibrahim’s forgeries aimed at circumventing the law. We drew the commission’s attention to the following:
(a) He claims falsely that there was an Annual General Meeting of Newswatch Communications Limited on Monday January 25, 2011 at which a resolution was purportedly approved and that Yakubu Mohammed, Dan Agbese and Soji Akinrinade would retire on May 5, 2011. This is the most asinine piece of forgery for four reasons: One, there was no such meeting; Two, Mr. Ibrahim had not been a board member of Newswatch by January 25, 2011. He only came on board on May 5, 2011; Three, the signatories of the persons on the document are not known as directors of the company; Four, the Newswatch headed paper used was forged and is very different from the authentic one used by the company.
(b)No AGM of Newswatch was held on August 20, 2012 and the Form CAC 7 filed at the Corporate Affairs Commission as well as Form CAC 2 and CACA 2.1 are forged or contrived as there was no AGM to that effect whatsoever.
“If there is a judicial system in the world that gives someone’s property to another without documented proof of ownership then that system would have turned justice on its head. We believe that despite the rot in the Nigeria system there are still judges with conscience who will not sell their conscience for a mess of pottage.”