Shareholders of FBN Holdings are calling for an extraordinary general meeting (EGM) within the next 21 days, as stipulated under Section 215 (1) of the Companies and Allied Matters Act (CAMA), to discuss the leadership crisis rocking the bank.
Central to the turmoil is a bid to remove Femi Otedola as Chairman of the board, along with non-executive director Julius B. Omodayo-Owotuga. The shareholders argue that since Otedola’s rise to Chairman in January 2024, following his significant share acquisition allegedly facilitated by former Central Bank of Nigeria (CBN) Governor Godwin Emefiele, the bank has faced continuous instability.
According to dissenting stakeholders, Otedola has consolidated power within the bank. They claim he has installed trusted aides in key positions, including Omodayo-Owotuga at the Holdco and another personal staff member within First Bank. The shareholders fear this level of control, combined with a planned private placement of ₦360 billion worth of shares, could enable Otedola to dominate the institution without adequate oversight or adherence to corporate governance standards.
“Instead of a private placement, shareholders believe the bank should opt for a rights issue or public offering to ensure fairness and transparency,” said a source familiar with the discussions.
FBN Holdings has been embroiled in a fierce battle over share ownership. While its 2023 audited financial report listed Otedola as the single largest shareholder with a 9.41% stake, recent acquisitions have likely increased his holdings. However, data from the Central Securities Clearing System (CSCS) places Barbican Capital—affiliated with Oba Otudeko's Honeywell Group—as the largest shareholder with a 15.01% stake.
Adding to the tension, Barbican Capital has filed a lawsuit against FBN Holdings, alleging inaccuracies in the company’s audited reports regarding its shareholding position.
The bank’s leadership has also come under scrutiny following the dismissal of around 100 senior staff members as part of a corporate restructuring initiative aimed at repositioning for 2025. Critics suggest these moves were orchestrated by Otedola to bring in his preferred candidates and tighten his grip on the institution.
This restructuring coincided with the appointment of Olusegun Alebiosu as the Managing Director (MD) and Chief Executive Officer (CEO) in June last year.
As the demand for an EGM gains momentum, all eyes are on the Securities and Exchange Commission (SEC) and the CBN to determine how they will respond to the growing dissent and allegations surrounding the planned private placement.
When contacted for comments, FBN Holdings’ spokesperson, Tunde Lawanson, had yet to issue a response at the time of this report. Additionally, the bank has not released an official statement addressing the matter.
