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Swiss firms demand forensic audit on change of ownership of Union Bank

By on October 14, 2014

Two Swiss firms, GG Private Limited and Rainmaker BV Limited, have requested a Federal High Court in Abuja to order a forensic audit of the change of ownership of Union Bank of Nigeria Plc.

The change of ownership of the bank was conducted by the Central Bank of Nigeria (CBN), Chapel Hills Advisory Partners Limited and former CBN Governor, Sanusi Lamido Sanusi, when it was sold to new investors in 2013.
The transaction conferred 85 per cent ownership of UBN on Africa Capital Alliance and United Global Partners Limited.

The Swiss firms are also demanding an order declaring the decision by the CBN and its former governor to approve United Global Partners Limited and Africa Capital Alliance as core investors and majority owners in UBN as ill-motivated, contrary to the public interest and ultimately injurious to them and other former stakeholders.

They also want an order to stop the sale of 9.1 per cent shares of the bank  (UBN) to Atlas Mara Co-Invest Limited, a firm owned by former Barclays Bank CEO, Bob Diamond.

The firms also wants an order restraining the Assets Management Corporation of Nigeria (AMCON) and the United Global Partners Limited (UGPL) with its consortium of investors including Africa Capital Alliance, Corsair Capital, FMO, Richard Chandler Corporation and Chartered Private Equity from effecting the sale of the shares.

Court processes show that GG Private Limited, owned by Rainmaker BV Limited was appointed by UBN’s Board of Directors as its lead financial adviser to conduct a capitalisation and stake-sale mandate to shore up the bank’s capital.

The plaintiffs are also urging the high court to issue an order declaring as ill-motivated, illegal, null and void the replacement of the mandate given by UBN in 2009 to GG Private Limited to act as the bank’s Lead Financial Adviser.

In the alternative, they want an order upholding the Exclusive Mandate Agreement between them and the UBN Board of Directors, mandating them to carry out a stake sale and recapitalisation of the bank.

They also want a separate order directing a forensic audit of the change of ownership transaction in breach of the Exclusive Mandate Agreement between UBN and the plaintiffs.

Besides, they are urging the high court to declare as ill-motivated and unjustifiable the classification of UBN by CBN and Sanusi as a distressed bank.

They are claiming $41.350 million damages from the defendants including both CBN and AMCON over the alleged role they played in unlawful cancellation of the mandate given to GG Private Limited by UBN and a separate N100million damages for loss of their investments in UBN since 2009.

In the writ of summons filed by the chambers of Prof. Awa Kalu (SAN) on behalf of GG Private Limited and Rainmaker BV Limited, they alleged that UBN was indeed strong at the time the CBN classified it as distressed for ill-motivated purpose.

They also claimed that the Sanusi-led CBN deliberately handpicked individuals including the former Managing Director, Funke Osibodu, to manage the affairs of UBN after declaring it distressed.

They also posited that the Chapel Hill Advisory Partners Limited approved as an adviser to CBN in their place for stake sale and change of ownership transaction was not fit and proper to superintend the transaction.

They argued that the Chapel Hills Advisory Partners Limited was owned partially by captains of other banks who are industry competitors, as evidenced by details of the Board of Directors of the company sourced from Corporate Affairs Commission (CAC).

 

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