Shareholder Drags Continental Reinsurance CEO to Court

May 26, 2018

By Dipo Olowookere

Managing Director of Continental Reinsurance Plc, Mr Femi Oyetunji, has been dragged before Justice Mohammed Idris of the Federal High Court sitting in Lagos by a shareholder of the company.

The aggrieved shareholder identified as Mr Maduka Kanma Okafor alleged that the Managing Director has been running the firm without following due process.

Mr Okafor, who claimed to have 19,890,013 shares in Continental Reinsurance Plc, said he was relieved of his position as Deputy General Manager, in charge of Information and Communication Technology (ICT) Department of the insurer in August 2016 by Mr Oyetunji.

In the suit filed by his counsel, Sonnie Ekwowusi, with five directors of the company joined as co-respondents, the petitioner said he practically built the company’s ICT from the scratch with so many positive ground breaking records from when he was employed in July 1993.

However, Mr Okafor alleged further that when Dr Oyetunji joined the company in January 2010 and became its group Managing Director/Chief Executive Officer, he went all out to dismantle the cost saving mechanisms of the company as well as abolish the pre -existing progressive structure and Corporate Governance structure system set up by the Securities and Exchange Commission (SEC) and the board of the company, by always favouring a South African company called Dimension Data to execute the ICT contract of the company even though the tender of the South African company was unbelievably high and its solutions non-futuristic and often not the best.

Mr Okafor stated that because of Dr Oyetunji’s personal interest in favour of Dimension Data and its subsidiary namely Internet Solution mentioned some particular projects which were executed to the detriment of the insurance company and its shareholders.

In the year 2016, Dr Oyetunji was alleged to have paid three extra budgetary bill in quick succession to Dimension Data to repeat the ICT audit which was earlier successfully completed, in excess of $100,000 followed by another $12,000 and another N12,825,000 all unbudgeted and unjustifiable.

It was further alleged that around the year 2012, Dr Oyetunji cause the finance department of Continental Reinsurance company to give a personal loan an unsecured one at that in the sum of N12 million to his friend and proprietor of the Ember Creek Night Club, Mr Abbey Ford.

He claimed the loan was not repaid, rather expectedly, it was written off.

However, following the Petitioner’s lawyer letter to the board of the insurance company in the last quarter of 2016, the board investigated and affirmed that Dr Oyetunji indeed illegally gave the aforesaid loan and consequently, the board has since ordered that the money be recovered by him.

When Dr Oyetunji was employed in 2010 by the company, the board approved the sum of N20 million to purchase two company vehicles for the use of the company.

This amount at that time was appropriate and sufficiently budgeted to purchase a v8 Toyota Land Cruiser and Toyota Avensis 2.0 liter engine vehicles, but he chose to purchase a Range Rover Vogue, which cost less than about N18 million, the petitioner alleged.

He then demanded and got the balance of N2 million in cash and further brought in one of his used cars, (a Honda Pilot) which had been in use for so many years, and put it in the maintainance pool as his second entitled car. In acting in this manner, he did not seek any authorization from the board of directors of the company, Mr Okafor alleged further in his petition.

He said the illegally, oppressive, discriminating and high-handedness of Dr Oyetunji at the company to the acquiesce of the board of Directors became so unbearable that one Mr Abdul-Rasheed Akolade, who was Senior Manager (Life) at the company at that time had to tender his letter of resignation. In his email, he said he was resigning because of the illegality and abuse of corporate governance at the insurance company.

In violation of corporate governance to the detriment of the shareholding interest of the petitioner, the Managing Director exclusively diverted the catering services of the company and all soft supplies and sundry contrast to his sister/cousin namely, Folake Oyetunji, who also signs as Folake Adesanya through her various business names at patently uncompetitive prices, Folake Oyetunji, without proper bidding, variously was awarded contracts by the Managing Director, he alleged.

According to him, all the decision presented to the board of the company as management decisions are never discussed by the management.

Mr Okafor averred that he has invested about 20 million shares in the Continental Reinsurance company, which constitute a significant part of his life savings and investment and that if unnecessary wastages and eroding of the reserve of the company by the Managing Director as averred above are remain unchecked, the petitioner would loose all his live savings and investment in the company.

Consequently, Mr Okafor prays the court as follows :
A declaration that Dr Oyetunji, contrary to the memorandum and articles of Continental Reinsurance Plc, runs the company in a manner that is illegal, oppressive and unfairly prejudicial and discriminatory to him.
An order directing Dr Oyetunji to account for all the personal profits and unnecessary benefits derived by him in the course of his management of the company
An order directing an investigation /inquiry to be made into the management and affairs of the company by the Managing Director.

However, in a counter affidavit against the petition sworn to by the Head, Human Resources and Admin Department of Continental Reinsurance, Dr Segun Ajibewa, and filed before the court by Barrister Olayemi Badewole, the deponent, while denying almost all the deposition of Mr Okafor, averred that the petitioner lack credible evidence to support this petition.

He also contended that the petition is an abused of court process as the petitioner had earlier filed a petition before the court which was dismissed with a cost of N50,000.

Dr Ajibewa further averred that the petitioner lacks the legal capacity to institute this petition seeking reliefs for the benefit of the company.

The petitioner was fairly treated as he was paid his severance package timely, but the petitioner upon the disengagement of his employment acted contrary to his duty to maintain confidentiality of the company’s corporate information and disclosed sensitive corporate information of the company’s business operations, management and board to his lawyer.

Meanwhile, the presiding judge has adjourned till June 4, 2018 for hearing.

Additional information from

Dipo Olowookere

Dipo Olowookere is a journalist based in Nigeria that has passion for reporting business news stories. At his leisure time, he watches football and supports 3SC of Ibadan.

Mr Olowookere can be reached via [email protected]

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