FOLIO COMMUNICATIONS LTD & ORS v. DAILY TIMES OF NIG. PLC & ORS
(2020)LCN/14470(CA)
In The Court Of Appeal
(LAGOS JUDICIAL DIVISION)
On Monday, July 27, 2020
CA/L/1056/2014
Before Our Lordships:
Mohammed Lawal Garba Justice of the Court of Appeal
Gabriel Omoniyi Kolawole Justice of the Court of Appeal
Balkisu Bello Aliyu Justice of the Court of Appeal
Between
1. FOLIO COMMUNICATIONS LTD 2. FIDELIS ANOSIKE 3. NOEL ANOSIKE APPELANT(S)
And
- DAILY TIMES OF NIGERIA PLC 2. DSV LIMITED 3. CITCO COMMUNICATIONS LTD 4. MIKANO INTERNATIONAL LTD 5. THE ATTORNEY GENERAL OF LAGOS STATE RESPONDENT(S)
RATIO
WHETHER OR NOT ISSUES WHICH HAVE BEEN WHOLLY AND CONCLUSIVELY DETERMINED BY THE LOWER COURT WILL HAVE A MERIT IN THE COURT OF APPEAL
I have fully, completely, effectually and conclusively determined the issues raised by the Appellants here, in the judgement in the Appeal No. CA/L/133/2014 against the same decision/judgement by the Lower Court, as stated above, such that there is no other material issue, point or aspect in this appeal which has not been determined and pronounced upon by the Court in the judgement in Appeal No. CA/L/133/2014. It is my firm view that no useful purpose will be served by merely repeating arguments by the parties, the findings, conclusions and decision of the Court on the Issues which have been wholly, entirely and conclusively determined and pronounced upon in the sister Appeal No. CA/L/133/2014. In the circumstances and for that reason, it will suffice for me to say that for the reasons set out in the judgement in Appeal No. CA/L/133/2014, I find no merit in this appeal and dismiss same. PER GARBA, J.C.A.
MOHAMMED LAWAL GARBA, J.C.A. (Delivering the Leading Judgment): This appeal is by the 3rd – 5th Respondents in the Appeal No. CA/L/133/2014 against the same judgement delivered by the Federal High Court, Lagos (Lower Court) on the 13th of December, 2013 in favour of the 1st & 2nd Respondents (who are also the 1st & 2nd Respondents in the aforenamed appeal) and against the Appellants and the Appellants in the said appeal.
The Notice of Appeal, dated the 20th of December, 2013, contains nine (9) grounds of dissatisfaction with the judgement and in the Appellant’s brief filed on the 16th of October, 2015, four (4) Issues; which are exactly the same as the Issues submitted by the 3rd & 4th Respondents (as Appellants in Appeal No. CA/L/133/2014 for decision in the appeal, are raised. They are thus: –
“i. Did the Learned Trial Judge not abdicate his judicial responsibility by failing to decide one way or the other the competence of the 1st and 2nd Respondents to rely upon or invoke the provision of Section 413 of Companies and Allied Matters Act, 1990 to void the sale of the property situate at Plots G1 & 6, 11
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and 12 Daily Times Estate (formerly known as Wemabod Estate), Ashogbon Close, off Adeniyi Jones Avenue, Ikeja, Lagos State to the 3rd – 54th Respondents, when that issue was raised and argued by the parties? (Ground 8 of the Notice of Appeal)
ii. Whether or not the Learned Trial Judge was correct in the interpretation of Section 413 of Companies and Allied Matters Act, 1990 to void the sale of the property situate at Plot G 1, 7, 6, 11 and 12 Daily Times Estate (formerly known as Wemabod Estate), Ashogbon Close, off Adeniyi Jones Avenue, Ikeja, Lagos State to the 3rd Respondent when no winding up order was made pursuant to winding-up proceedings in Petition No. FHC/L/1012/09 and No.FHC/L/CP/869/2005 which were relied upon by the 1st and 2nd Respondents. (This issue is tied to ground 2 as contained in the Notice of Appeal).
iii. Was the learned Judge correct in holding that the 2nd Respondent has the locus standi to institute this action and as such the suit was not an abuse of Court process after having found that the Appellants were the majority Shareholders of the 1st Respondent company and none of the relies claimed was personal to the 2nd
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Respondent? (This issue is tied to Grounds 1 and 7 as contained in the Notice of Appeal)
iv. Was the Learned Trial Judge correct in setting aside the sale of the property situate at Plots G 1 & 6, 11, and 12 Daily Times Estate (formerly known as Wemabod Estate), Ashogbon Close, off Adeniyi Jones Avenue, Ikeja, Lagos State to the 1st Appellant by the 1st Respondent having regard to the evidence before the Court? (This issue is tied to Grounds 3, 4, 5 and 6 of the Grounds of appeal).”
In fact, a careful perusal of the arguments canvassed in support of these issues in the Appellants’ brief, are mere repetitions of the arguments canvassed on the same Issues in the Appellants’ brief in the Appeal No. CA/L/133/2014, and in fact, copied words for words.
Similarly, the Issues raised in the 1st & 2nd Respondents’ brief filed on 13th of May, 2016, deemed on 16th of May, 2016, for decision in this appeal, are the same with the ones submitted in the 1st and 2nd Respondents’ brief in the Appeal No. CA/L/133/2014, also merely copied. The same submissions are made in support of the issues by the 1st & 2nd Respondents
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and expectedly, the Appellants’ Reply contains the same response or reaction to the 1st & 2nd Respondents’ brief.
The 3rd & 4th Respondents did not file a brief in this appeal and at the hearing, said they do not oppose the appeal.
I have fully, completely, effectually and conclusively determined the issues raised by the Appellants here, in the judgement in the Appeal No. CA/L/133/2014 against the same decision/judgement by the Lower Court, as stated above, such that there is no other material issue, point or aspect in this appeal which has not been determined and pronounced upon by the Court in the judgement in Appeal No. CA/L/133/2014. It is my firm view that no useful purpose will be served by merely repeating arguments by the parties, the findings, conclusions and decision of the Court on the Issues which have been wholly, entirely and conclusively determined and pronounced upon in the sister Appeal No. CA/L/133/2014.
In the circumstances and for that reason, it will suffice for me to say that for the reasons set out in the judgement in Appeal No. CA/L/133/2014, I find no merit in this appeal and dismiss same.
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As a consequence, the judgement by the Lower Court delivered on the 13th of December, 2013 in the Suit No. FHC/L/CS/1426/2010 is hereby affirmed in its entirety.
It is ordered that parties bear their respective costs of prosecuting the appeal.
GABRIEL OMONIYI KOLAWOLE, J.C.A.: I had the privilege to read in its draft form, the lead judgment of my noble Law Lord, M. L. GARBA, JCA which has just been delivered, and in which the appeal herein being a sister appeal to the appeal No. CA/L/133/2014 was found as lacking in merit, and was consequently dismissed.
The facts and issues in this appeal, are substantially similar to the appeal No. CA/L/133/2014 and I agree with the decision reached that the instant appeal also suffers the same fate as it lacks merit.
I too dismiss the appeal, and I abide with the consequential orders made as to costs.
Appeal dismissed.
BALKISU BELLO ALIYU, J.C.A.: Having also read the record and the briefs of argument of the parties to this appeal, I agree with my learned brother MOHAMMED LAWAL GARBA, JCA that the issues herein have been completely determined in Appeal No: CA/L/133/2014 and I adopt the reasoning and
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conclusion therein in also finding no merit in this appeal.
This Appeal is dismissed by me. The Judgment of the Federal High Court delivered on the 13/12/2013 in respect of Suit No: FHC/L/CS/426/2010 is affirmed by me. Appeal dismissed.
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Appearances:
I. Quakers SAN, with him, K. Iroche, O. Anjorin and B. Ajudua For Appellant(s)
A. Idu – for the 1st and 2nd Respondents
Chief O. Olanipekun (SAN), T. Pinhero (SAN), with them, K. Obafemi, E. Bwala, S. Bojuwoaye, A. Makinde, O. Salami, A. Kuwu and I. Adebambo – for the 3rd and 4th Respondents
5th Respondent not represented For Respondent(s)
