By Jude-Ken Ojinnaka
A British company, Plexus Cotton Limited, has approached a Federal High Court sitting in Lagos to wind up Dangote Farms Limited for its inability/failure to pay the sum of US$431, 233.41 debt from June 22, 1998 with interest at the rate of 2 percent per annum till date, as contained in an arbitration ruling.
It noted that 1998 till date (a period of about 23 years) after the ruling, the debt had remained unpaid, and has currently risen to US$ 2,452,695.44 (N3,188,504,072 at N1,300 per dollar) as at December, 2023
The suit filed before Justice Kehinde Ogundare marked FHC/L/CP/2608/2023, is between Plexus Cotton Limited (Petitioner) and Dangote Farms Limited (Respondent).
Counsel to the Petitioner Plexus Cotton Limited, Mr Olanlokun Omolodun, in a 15 paragraph petition supported by a four paragraph ‘Affidavit Verifying Petition of a Limited Liability Company,’ deposed to by a director in Plexus Cotton Limited, Nicholas Peter Francis Earlam, stated that by its own admission, Dangote Farms Limited is unable to pay its established debt to the Petitioner and the sum owed by the Respondent is increasing daily due to the accrued interest.
Consequently, the Petitioner averred that
“In the circumstances, it is just and equitable that the Respondent be wound-up.”
The United Kingdom-based company with its address at 3rd Floor, 14, Castle Street, Liverpool L2 ONE, England 2548312, averred that it resorted to ask for a winding up of Dangote Farms Limited because of its refusal to obey arbitration ruling in the United Kingdom which asked the giant Nigerian firm to pay US$ 431,233.41 from June 22, 1998 with interest at the rate of 2 percent per annum over the New York Prime interest rate, or as appropriate, the calculated average thereof.
The petition filed before Court reads:
“ That the Petitioner is a company registered in the United Kingdom with its address at 3rd floor, 14, Castle Street, Liverpool L2 ONE, England 2548312
” That the Respondent, Dangote Farms Limited is a limited liability company registered under the Companies and Allied Matters Act 1990 with its current head office at 1, Alfred Rewane Road, Ikoyi, Lagos.
” The nominal share capital of the Respondent is N4,500,000.00 divided into 4,500,000 ordinary shares of N1 each. The amount of the capital paid up or credited as paid is N4,500,000.00.
” The Respondent’s business objects include food production and processing and general agriculture in the Federal Republic of Nigeria as set out in its memorandum and articles of association.
” The Petitioner sought and paid for the supply of a quantity of cotton from the respondent which supply contract dispute was subsequently declared.
” The dispute was arbitrated during which proceedings the respondent willfully boycotted despite repeated invitations before the arbitrators of Liverpool Cotton Association Limited who delivered an award in which they found the respondent liable for breach of its cotton supply contract with the petitioner in the sum of US$ 431,233.41 from June 22, 1998 with interest at the rate of 2 percent per annum over the New York Prime Interest Rate, or as appropriate, the calculated average thereof.
” The Respondent is, as of April 30, 2023, indebted to the Petitioner in the sum of US$ 2,307,922.03 (Two million, three hundred and seven thousand, nine hundred and twenty-two U.S. Dollars, and 3 cents) being the principal and interest accrued on the said award sum.
” The Respondent unsuccessfully challenged the award at the trial and appellate courts. Subsequent appeals by the respondent are in stasis as they are not being prosecuted diligently.
” The High Court of Lagos State recognised the award given in England and which recognition the respondent brought Appeal No: CA/L/987/2017 against. This appeal is also in stasis as the appellant has refused to take necessary steps to prosecute or advance same.
” The Petitioner recently issued and served upon the respondent a demand notice for the said award with interest at the 2 percent rate awarded but the respondent failed to respond to or heed the demand in same.
” The Petitioner has given the Respondent a long period of time to liquidate its indebtedness and the statutory three (3) weeks have elapsed, yet the Respondent has neglected to respond, pay or satisfy the said sum.
” The Petitioner has filed before this Honourable Court, a Petition for winding up of the Respondent herein for its failure to pay its debt owed to the petitioner after same has become due and payable.
” The Respondent’s refusal to liquidate its aforesaid indebtedness to the Petitioner has occasioned serious financial hardship and unnecessary expenses to the Petitioner and ought to be wound up to prevent its future indebtedness to other commercial entities.
” The Respondent has shown by its refusal that it is insolvent and unable to pay its debt owed to the Petitioner in the sum of $2,281,998.92 (Two million, two three hundred and one thousand, eleven U.S. Dollars, and fifty-four cents).
” The Respondent is, by its own admission, unable to pay its established debt to the Petitioner and the sum owed by the Respondent is increasing daily owing to the interest element, and in the circumstances it is just and equitable that the Respondent be wound-up. As of November 30, 2023, the sum had become $2,452,695.44.”
Whereof the Petitioner Plexus Cotton Limited on the aforesaid background, is praying the court to order that:
“ (a) Dangote Farms Limited be wound up by the Court under the provisions of the Companies and Allied Matters Act, 2020 for its inability to pay and satisfy its liquidated money sum owed
“(b) And for such orders and/or other orders that may be made in the circumstances as shall be just.”
As at the time of filing this report, the Respondent is yet to respond to the petition.
Meanwhile, the case has been slated for hearing on February 13, 2024.
