Two directors of Green Energy International Limited have dragged the company and its chairman, Prof. Anthony Adegbulugbe before a Federal Hogh Court, Abuja over their unlawful removal.
The directors, Dr Bunu Alibe and Mr Ayo Olojede, in a motion on notice numbered: FHC/ABJ/PET/20/2020 filed by their counsel, Alade Agbabiaka (SAN) before Justice Ijeoma Ojukwu, listed the company and Adegbulugbe as 1st and 2nd respondents respectively.
The applicants averred that such decision, removing their names as directors of the company was contrary to the provisions of Companies and Allied Matters Act (CAMA), 2020 and the organisation’s Article of Association.
The duo wants the court to restrain the respondents whether by themselves of by their servants, agents, privies or any of their subsidiaries of how-whatever from giving effect to, taking steps or doing any acts on the basis of the resolutions taken or arrived at or purportedly made at the Annual General Meeting (AGM) of the company which was held on the 12th of November, 2020, pending the hearing and final determination of the petition filed herein.
“Order of interlocutory injunction restraining the 1st and 2nd respondents from publishing, filing , enforcing or registering any and or all resolutions purportedly moved or passed at the said AGM which was held on the 12th November, 2020, at the Corporate Affairs Commission, Abuja, or any other authority or organisation, pending the hearing and final determination of the petition filed herein.
“An order of injunction restraining the 1st and 2nd respondents from denying the 1st and 2nd petitioners any or all rights, emoluments and benefits due to them as Executive Directors and/or directors of the 1st respondent company including but not limited to unhindered access to the company‘s offices and sites (whether physical or virtual network or internet), settlement of all bonuses and financial entitlements and allowances due and or payable to them.
“Damages and costs for legal expenses and other inconveniences incurred or suffered by them as a result of and consequent upon the unfair, prejudicial and oppressive conduct against them by the 1st respondent acting through the 2nd respondent in the total amount of N250 million.”
The applicants are also praying the court for an order of Interlocutory Injunction restraining the respondents from preventing and or denying them of all rights, entitlements, privileges, benefits and or emoluments due to them from the company as Executive Director, Technical and Executive Director, Sustainable Development respectively pending the hearing and final determinations of the petitions filed herein.
According to Agbabiaka, the applicants filed a petition dated November 24, 2020, to challenge, among others, the validity of the said AGM on the ground that a valid notice was not issued and that all transactions carried out thereat were null and void.
The SAN said by the petition, the applicants also challenged their removal as directors of the 1st respondent on the grounds that Article 27 of its Articles of Association had rendered the operation of Section 285 of CAMA, 2020 inoperative or inapplicable to the 1st respondent by way of removal of directors of the company at the company’s AGM.
Agbabiaka said the applicants would suffer irreparable damage if the respondents were not restrained by the court.
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