In a bid to claim it’s legal fee of N2,932,284,172.965 a Lagos law firm. A.O.S PRACTICE has dragged the National Deposit Insurance Corporation NDIC, the liquidator of Heritage Bank Plc before a Federal High Court in Lagos.
The law firm is seeking the following order from the court:
- An Order of interlocutory injunction restraining NDIC
whether, by itself servants, agents, privies, subsidiaries and any person howsoever described, acting under its authority from taking any steps to enforce the part of the NDIC’s letters dated 4th April 2025, and 11th April 2025 requesting that the Plaintiff return all files and documents In respect of the delinquent; loan portfolios of Heritage Bank Plc customers the Plaintiff/Applicant was engaged to recover pending the hearing and determination of this suit,
- An Order of interlocutory Injunction restraining the NDIC whether, by itself, its servants, agents. privies, subsidiaries and any person(s) howsoever described, acting under Its authority from demanding and/or further demanding either directly through the Defendant/Respondent, it,s, agents. privies or through any other institution whatsoever, all files and documents In respect of the delinquent loan portfolios of Heritage Bank Plc customers the Plaintiff/Applicant was engaged to recover pending the hearing and determination of this Suit.
- An Order of interlocutory Injunction restraining the NDIC whether, by itself, its servants, agents, privies, subsidiaries and any person(s) howsoever described, acting under its authority that the custody of the files and/or documents in respect of the delinquent loan portfolios of Heritage Bank PLC’s customers that Plaintiff was engaged to recover should not be disturbed in any way whatsoever pending the hearing and determination of this suit.
According to an affidavit in support of the motion on notice sworn to by the litigation manager in the employment of A.O.S practice Barrister Akintomide Oyewole, filed and argued before the court, by Chief Ajibola Aribisala SAN, leading two other senior lawyers Adebayo Olaleye and A. A. Aribisala (Jnr.), what led to the current legal hostility started sometimes in 2015 when the Law firm of A.O.S. Practice was appointed to provide legal services to Heritage Bank Plc.(in Liquidation) vide the Legal Services Agreement dated 7 October 2015.
However, the erstwhile management of Heritage Bank In conjunction with the Central Bank of Nigeria (CBN) breached the duty of care owed to the Plaintiff and acted in breach of the Legal Services Agreement dated 7th October 2015 by terminating the Plaintiff’s services prematurely.
The Central Bank of Nigeria CBN In breach of the duty of care reposed on it regarding the Plaintiff’s interest in the legal services being provided to the Bank, gave an ultra vires direction to Heritage Bank to terminate the Plaintiff’s services prematurely. Heritage Bank acting on ultra-vires directive of the CBN demanded that the Plaintiff return all file and documents in respect of the delinquent loan -portfolios of
Heritage Bank’s Plc customers that the Plaintiff was engaged to recover.
Dissatisfied with this breach of duty of care owed by Heritage Bank and the Central Bank of Nigeria, the Plaintiff instituted an action before this Court seeking redress as well as damages in the sum of N1,781,438,029.52 and $751,820.89 (USD) vide an Originating Summons dated 31st May, 2023.
In a well-considered Judgment, the Court entered judgement in favour of the Plaintiff on the 20th of February 2024 In the following terms:
a. N1.761.436,029.52
and
b. $751,820.89 (USD)
The total Judgment Sum entered in favour of the Plaintiff is in the sum of Naira equivalent of N2,932,284,172.965.
However, Heritage Bank refused and/or neglected to pay the Judgment sum to the Plaintiff.
Heritage Bank filed a Motion on Notice dated 26th February 2024 seeking a stay of execution of the Judgment of the Court dated 20th February 2024. In a well-considered ruling delivered on 24th May 2024, the Court, granted a conditional stay of execution of its Judgement dated 20 February 2024; the said stay was only to become operative upon the immediate payment of the Judgement debt by Heritage Bank into any of the interest yielding account designated by the Court (the account Is to be in the name of the Chief Registrar of the Court. The bank still refused to obey the order of the court.
In furtherance of the facts deposed to In the preceding paragraphs, the Plaintiff wrote a letter dated 31st May 2024 to Heritage Bank requesting the Heritage Bank should comply with the order of the Court dated 24th May 2024, failure to which the Plaintiff may be constrained to Initiate Judgment enforcement proceedings against the said Bank.
Heritage Bank failed to respond to and/or controvert the contents of the Plaintiff’s letter dated 31st May 2024.
Heritage Bank failed to comply with the Order of the Court as contained in the Ruling dated 24th May 2024.
That as at the time of filing this application there is no effective order of stay of execution or any form of encumbrance on the Judgement of the Court dated 20th February 2024.
On 3rd of June 2024, the Central Bank of Nigeria revoked the banking license of Heritage Bank citing its mandate to promote a sound financial system in Nigeria and in exercise of its powers under Section 12 of the Banks and Other Financial Act (BOFIA) 2020.
The Nigeria Deposit Insurance Commission appointed as liquidators of Heritage Bank with the implication that it inherited the Central Bank of Nigeria rights and liabilities of the said bank immediately appointed the Corporation has been vested with all rights and liabilities accruable to Heritage Bank Plc, all rights and liabilities formerly accruable to Heritage Bank Plc are now accruable to the Nigeria Deposit Insurance Corporation (i.e., the Defendant).
The Defendant has refused and/or neglected to pay/liquidate the Judgement sum as contained in the Judgment of the court.
On 13th June 2024, the Defendant via publications made on several media outlets, listed the assets and properties belonging to Heritage Bank Plc. (in Liquidation) for sale and invited Interested parties to come and bid for the said assets.
By virtue of the said publication the NDIC has been trying to dissipate the assets of Heritage Bank without satisfying the Judgment of the Court or comply with the ruling of conditional stay of execution granted by the court.
By the facts deposed to by Barrister Oyewole shows that the NDIC has by its action and municipal laws, shown total disregard for the vires of this Court as well as the grund norm (i.e., the 1999 Constitution (as amended)
The facts deposed to in the preceding paragraph creates special and exceptional circumstances in this situation that requires the grant of this Application in favour of the Plaintiff.
The Defendant has been trying to dissipate the assets of Heritage Bank without complying with the orders of the Court dated 20th February, 2024 and 24th May, 2024,
The Plaintiff will not be able to reap the fruit of its judgment if this application is not granted in favour of the Plaintiff.
The Defendant has shown by Exhibits filed before the court that if not restrained by the Court, the Defendant will take laws into its hands and recover all the files and documents of the delinquent loan portfolios of the customers of Heritage Bank in the Plaintiff’s custody and the Plaintiff will not be able to reap the fruits of the Judgment in its favour.
The Plaintiff has undertaken to pay damages if it turns out that orders sought herein should not have been made.
However, in the preliminary objection and counter affidavit filed on behalf of NDIC by its counsel Chief Emeka Ngige SAN contended that as liquidator it did not inherit the liabilities of Heritage Bank Plc. The statutory mandate of the Defendant is to conduct liquidation of the failed bank.
In addition, liabilities of Heritage bank Plc. are not automatic liabilities of the Defendant. The Defendant is concerned with the maximum recovery and realisation of assets of the failed bank to enable it to discharge the deposit and other liabilities of the said bank.
The Affidavit in support of the Originating Summons, shows that the Defendant and banks in liquidation including Heritage Bank are shielded from execution of court judgments in connection with liquidation related claims.
However, in a further affidavit in support of the originating summons, Chief Aribisala argued that contrary to the deposition of the defendant counter affidavit, following the appointment of the defendant as the liquidator of Heritage bank Plc by the Central bank of Nigeria the rights and liabilities of Heritage bank (in liquidation) accrue to the defendant.
This is in line with the provision of Section 588(1)(a) of the Company and Allied Matters Act 2020 which provides that the defendant has vires to bring or defend an action in the name of Heritage bank Plc after the appointment of the defender as it’s liquidator
Section 588 (d) of the Company and Allied Matters Act 2020 specifically provides that the liquidator has the power to pay any classes of creditor in full.
In further response to the deposition, Chief Aribisala said the judgement and the ruling of the court dated 20th February, 2024 and 24th May, 2024 respectively attached as exhibit are valid and still subsisting have not been set aside by court of competent jurisdiction are therefore binding on the parties.
Meanwhile, the court has reserved judgment till a day to be communicated to the parties.