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Nigeria: CAC in troubled waters

The Nigerian Corporate Affairs Commission (CAC) might be heading for troubled waters over an allegation of a directorship registration and forgery scandal involving a multi-billion naira firm, which has led to the arrest of two children of the firm’s owner, the late Chief E.A. Esiso, Mrs Eunice Odirri and Mr Sunny Esiso, as well as their lawyers, Mr. Wilfred Okoli.

The trio was allegedly arrested last week by the Special Fraud Unit (SFU) of the police in connection with the alleged scandal.

The suspects, who were said to have been released on bail while the SFU was alleged to be on the trail of their suspected collaborators in the CAC, SFU sources said, might be arraigned before a magistrate court in Warri, Delta State, during the week, on charges bordering on fraud and forgery concerning the registration of directors for Gateway Estates Limited.

Gateway Estates Limited, it was gathered, has substantial real estate holdings across the country particularly in Warri, and was founded by the late Esiso, with him and his wife, Mrs. Iketiti Esiso, as co-directors.

Esiso’s death in 2011, according to a petition by his first son, Y. Esiso, which triggered SFU’s action, left Gateway Estates Limited with one director, culminating in its need to appoint at least one more director to the company’s board.

According to the petition to the Commissioner of Police, SFU, Milverton Road, Ikoyi, dated February 15, 2014; the family had headed to a Delta State High Court, sitting in Effurun, which granted Esiso’s first son and the eldest daughter as interim administrators of his estate, with the duo approaching the CAC to request that they be allowed to appoint new directors to the board of their father’s multi billion naira firm. This, the petition claimed, became necessary because the passing of their father had left the company with only one director, which contravened the legal requirement of a minimum of two directors.

“The CAC rejected their request on the grounds that an order from a state court does not suffice to command the compliance of CAC. CAC insisted that the duo must go to yet another court, this time the Federal High Court, to get an order for an extraordinary general meeting. The strident objection of Barrister Ama Etuwewe, acting for the court appointed administrators to the illegality of this peremptory command, did not sway CAC from her flagrant contempt of an order of court”, the petition said.

The interim administrators reportedly instructed their counsel to approach the Federal High Court for further order as insisted upon by the CAC.

“In January 2013, the Federal High Court, sitting in Abuja, granted the said order, subsequent upon which an extra ordinary general meeting was summoned by the administrators at which resolutions were passed and adopted and a list of new Board members nominated and forwarded to CAC”, the petition stated.

But the CAC was said to have rejected the administrators’ list of directors mandated by the Federal High Court order, with the petition stating that: “When pressed, they refused to give reasons for their second, more egregious contempt of court but a quick perusal of the files of CAC revealed that while CAC was sending the administrators on a wild goose chase for more court orders, they had proceeded with the acceptance of a list of directors from one Barrister Wilfred Okoli of C84, Banex Plaza, Wuse 11, acting for the duo of Mrs Eunice Oddiri and Mr. Sunny Esiso, siblings and the fifth and sixth children of the late Chief Esiso.

“Ostensibly, CAC accepted the list from this duo on the basis of a form purported to be signed by the sole surviving director, Mrs Iketiti Esiso, and one Mr. Anthony Chikwendu, who had acted as Company Secretary at the time of formation of GateWay Estates Ltd. in March 1973, 41 years ago.

“What the parties did not know is that the interim administrators had made spirited efforts to locate Mr. Anthony Chikwendu many years prior and had established the fact that he had been deceased for over a decade and had consequently proceeded to the court option for the summoning of an extraordinary general meeting”.

A family source said: “When the name of Mr. Anthony Chikwendu was appended to the April 2013 form and when, on examination, it was discovered that the name was incorrectly spelt and the affixed signature suspected to be forgery, the case was reported to the Special Fraud Unit of the police”. National Tribune

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