ACID TEST FOR CORPORATE GOVERNANCE AS CONTINENTAL RE MD, FEMI OYETUNJI FACES JUSTICE
Dr. Femi Oyetunji, Managing Director of Continental Reinsurance PLC, is a veteran insurance practitioner whose footprints in the industry are known to many. In recent times however, his integrity has been called to question by a former staff and shareholder of the company Mr. Kanma Maduka Okafor as he dragged Oyetunji before Justice Mohammed Idris of the Federal high court sitting in Lagos. Joined as co-respondents in the petition are five directors of the company.
In the petition filed on behalf of Okafor before the court by the law firm of Sonnie Ekwowusi, Okafor affirmed that he is a shareholder of Continental Reinsurance Plc currently holding 19,890,013 worth of shares and he practically built the company’s ICT from scratch with so many positive ground-breaking records. The petitioner was employed by the company in July, 1993 and rose to the rank of Deputy General Manager, head of the Company’s Information and Communication Technology (ICT)Department when he disengaged in August 2016.
Okafor alleged further that when Oyetunji joined the company in January 2010 and became its group Managing Director/Chief Executive Officer, he commenced an all-out campaign to dismantle the cost-saving mechanisms of the company as well as abolish the pre-existing progressive structure and Corporate Governance structure system set up by the Securities and Exchange Commission, SEC and the board of the company, by always favouring a South African company called Dimension Data to execute the ICT contract of the company even though the tender of the South African company was unbelievably high and its solutions non-futuristic and often not the best.
Okafor stated that because of Oyetunji’s personal interest in favour of Dimension Data and its subsidiary namely, Internet Solution mentioned some particular projects which were executed to the detriment of the insurance company and its shareholders.
In 2016, Oyetunji was alleged to have paid three extra budgetary bills in quick succession to Dimension Data to repeat the ICT audit which was earlier successfully completed, in excess of, $100,000,followed by another $12,000,and another N12,825,000 all unbudgeted and unjustifiable.
When Oyetunji was employed in 2010 by the company, the board approved the sum of N20 million to purchase two company vehicles for his official use. This amount at that time was appropriate and sufficiently budgeted to purchase a V8 Toyota Land Cruiser and Toyota Avensis 2.0 liter engine vehicles, but he chose to purchase a Range Rover Vogue, which cost less than about N18 million. He then demanded and got the balance of N2 million in cash.
It was further alleged that around the year 2012, Oyetunji caused the finance department of Continental Reinsurance to give a non-secured personal loan in the sum of N12 million to his friend and proprietor of the Ember Creek Night Club, Mr Abbey Ford. Okafor claimed the loan was not repaid, rather expectedly, it was written off. However, following the Petitioner’s lawyer letter to the board of the insurance company in the last quarter of 2016, the board investigated and affirmed that Dr Oyetunji indeed illegally gave the aforesaid loan and consequently, the board has since ordered that the money be recovered by him.
The illegality, oppression, discrimination and high-handedness of Dr Oyetunji at the company to the acquiescence of the board of Directors became so unbearable that one Mr Abdul-Rasheed A. Akolade, who was senior manager (life) at the company at that time had to tender his letter of resignation. In his email, he said he was resigning because of the illegality and abuse of corporate governance at the insurance company.
In violation of corporate governance to the detriment of the shareholding interest of the petitioner, the Managing Director exclusively diverted the catering services of the company and all soft supplies and sundry contracts to his sister/cousin namely, Folake Oyetunji, who also signs as Folake Adesanya through her various business names at patently uncompetitive prices. Folake Oyetunji, without proper bidding, variously was awarded contracts by the Managing Director.
All the decisions presented to the board of the company as management decisions are never discussed by the management. Okafor averred that he has invested about 20 million shares in the Continental Reinsurance company, which constitute a significant part of his life savings and investment and that if unnecessary wastages and erosion of the reserve of the company by the managing director as averred above remain unchecked, the petitioner would lose all his life savings and investment in the company.
Consequently, Okafor prayed the court as follows: “A declaration that Dr Oyetunji, contrary to the memorandum and articles of Continental Reinsurance Plc, runs the company in a manner that is illegal, oppressive and unfairly prejudicial and discriminatory to him. “An order directing Dr Oyetunji to account for all the personal profits and unnecessary benefits derived by him in the course of his management of the company “An order directing an investigation /inquiry to be made into the management and affairs of the company by the Managing Director.”
In a counter affidavit against the petition sworn to by the Head Human Resources and Admin Department of Continental Reinsurance, Dr. Segun Ajibewa, and filed before the court by Barrister Olayemi Badewole, the deponent, while denying almost all the deposition of Okafor averred that the petitioner lacks credible evidence to support this petition. He also contended that the petition is an abuse of court process as the petitioner had earlier filed a petition before the court which was dismissed with a cost of N50,000.
Ajibewa further averred that the petitioner lacks the legal capacity to institute this petition seeking reliefs for the benefit of the company.
The petitioner was fairly treated as he was paid his severance package timely, but the petitioner upon the disengagement of his employment acted contrary to his duty to maintain confidentiality of the company’s corporate information and disclosed sensitive corporate information of the company’s business operations, management and board to his lawyer.
BRANDPOWER investigations reveal that prior to Okafor’s petition, Dr. Oyetunji and Continental Reinsurance had deployed several legal tactics to stop Okafor from escalating his grievances to regulatory authorities and even the courts.
