The Share Purchase Agreement (SPA) which transferred ownership of Newswatch Communications Limited to Global Media Mirror Limited owned by Lagos based businessman, Jimoh Ibrahim has been annulled by the judge of the Federal High Court, Lagos, Justice Ibrahim Buba on Monday, October 20, 2014.
Justice Buba in a judgment on a suit filed by some minority shareholders of the news outfit challenging the validity of the takeover of the company awarded N15.7 million damages against the respondents, Leadership reports.
One of the demands made by the petitioners was granted by the court which directed that there should be no further publication of Newswatch Daily.
The petitioners were Nuhu Aruwa and Prof. Jibril Aminu whereas the respondents were Newswatch Communications Limited, Global Media Mirror Limited, Ibrahim, Newswatch Newspapers and Corporate Affairs Commission.
Justice Ibrahim Buba said, “The Petitioners gave evidence to show that the second to third Respondents have blatantly failed to pay for the Shares in the Company. They have not showed how and when they paid for the said Shares. Nothing in paragraph 11 and 18A of the Respondents’ Statement of Defence shows how they have paid for the Shares. There is no evidence in paragraph 3.0 that the Respondents have paid on or before 5th May, 2011.
“The Respondents have only given their interpretation to that paragraph. Whatever monies they spent was spent on Daily Mirror and was confirmed by DW2 during cross examination. The N510million was supposed to be paid for Shares and not for any other purpose, there is no evidence to show that the Shares have been paid for. Besides, it was a company called “Global Fleet” that paid the N14million, not any of the respondents who contracted with the first respondent.
“The court grants all the reliefs as set out on the petition at the inception of this case as follows: an order setting aside the contract entered into between the first and and Respondent Companies by virtue of document titled “Share Purchase Agreement” between Newswatch Communications Limited “Seller” and Global Media Mirror Limited “Buyer” and executed by the parties therein on or about May, 2011.
“A Consequential Order setting aside the Form CAC2 – Statement of Share Capital and Return of Allotment of Shares of the 1st Respondent company dated the 27th day of August, 2012 presented for filing by one Gloria A. Ukeje.
“An Order directing the 2nd and 3rd Respondent jointly and severally to pay special damages in the sum of N15.7million to the 1st Respondent Company being loss of Business profits since August 2012 till October 2012 when the 1st Respondent’s operations were unilaterally shut down by the 2nd and 3rd Respondents and to pay an average sum of N5million per month for every month that the 1st Respondent is shut down without production of its weekly magazine until the determination of this Suit,” the court held.
