THE Lagos Division of the Court of Appeal yesterday upheld the judgment of a Federal High Court, Lagos which ruled that the Governor of the Central Bank of Nigeria (CBN), Lamido Sanusi, has the powers to hire and fire bank directors.The Appellate Court, in a lead judgment read by Justice Inyang Okoro, upheld the verdict of the lower court delivered by Judge Mohammed Idris of the Federal High Court, Lagos.Idris had held in his judgment, in a suit filed by some aggrieved shareholders of Union Bank, that the CBN governor had powers under Sections 33 and 35 of the Banks and Other Financial institutions Act (BOFIA) to hire and fire directors of any bank found to be in grave situation.But the shareholders - Danson Izedonmwen and Edith Izedonmwen - had through their Counsel, Chuks Nwachukwu, appealed against the judgment, saying that Idris failed to take cognizance of the dangers inherent in allowing the CBN governor, as a single individual, to take over people's investment and to have the power to take over any bank at will by sacking and replacing its management with his appointees, who are answerable to him.Ruling on the appeal, the Appellate Court affirmed the judgment of the lower court, and awarded N30,000 cost against the shareholders.The Appellate Court, however, failed to adduce reasons for arriving at the conclusion, saying that the full part of the judgment was not ready as at the time of delivery.Justice Okoro only read the introductory and concluding part of the judgment.One of the Justices of the Appeal Court, Ibrahim Saulawa, explained that the non-readiness of the full judgment was because of 'printer's devil' as some typographical errors were discovered.When contacted, Nwachukwu stressed that he would not be able to officially react to the judgment as he was yet to know the reasons why the Appeal Court arrived at its conclusion.He added that he would study the judgment after getting a copy and then take further appropriate step.The shareholders had noted in their notice of appeal that apart from the dangers of conflicting interest of some individuals who might want to use the CBN governor to take over targeted banks, such power to hire and fire bank directors, would also put the CBN governor in a position of operator and regulator, more so that the Nigerian Deposit Insurance Commission (NDIC) has been empowered under the law to take over failing bank and to protect public interest.The shareholders had filed the suit to challenge Sanusi's removal of all the executive directors of Union Bank and their subsequent replacement with Funke Osibodu and others.They had also urged Justice Idris to stop Osibodu and her colleagues from presiding over the yearly general meeting of the bank scheduled for December 15, last year, and an order nullifying any decision from the said meeting.According to the appeal, the shareholders maintained that Justice Idris committed grave miscarriage of justice when he held that the word 'or' in Section 35 (2) (d) of BOFIA should be read as 'and,' which in turn empowers the CBN governor to remove bank directors and replace them with his appointees.They argued that the word 'or' is a disjunctive article creating an alternative between removing a director and appointing new directors, saying that the provisions of the section was intended to prevent a situation of total hijack of the management of a bank by the CBN governor.The proper interpretation of the law when the CBN governor decide to remove any bank director, according to Nwachukwu, was that the shareholders of such bank, would have the power and mandate to appoint a replacement for the removed directors.
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