The reported sale of the Daily Times of Nigeria Plc to a so-called core investor by the. Bureau of Public Enterprises on behalf of the National Council on Privatization is a classic case of the expropriation of Nigerian shareholders by the Nigerian state and its government. What the government has done has been to sell what it did not wholly own to a third party without the consent of minority shareholders. In other words, the government has sold property stolen from Nigerians.
The so-called preferred bidder, Folio Communications Ltd., was until the news of the sale broke, a relatively unknown player in the media and related industry in Nigeria. And this has led to raising of eye brows as to how such little known corporate entity could muscle the bid bond of Nl00 million, non-refundable, and a bid price of Nl .25 billion. That is really not the issue here and, therefore, need not detain us. In the course of time, many things, now hidden, will be laid bare.
There are two big issues to raise for public knowledge and record over the handling of the sale of the DTN as there are subsidiary matters. The first is to do with who the real owners of Times Group that has been offered for sale, are. When General Murtala Ramat Mohammed overthrew General Yakubu Gowon on 29 July 1975, one of the first acts of the new military administration was the forcible take-over of the DTN, up to that point wholly privately owned, incorporated under Nigerian law and quoted on the Stock Exchange. In less than one month after seizing power, the government, through General Olusegun Obasanjo, then Chief of Staff, Supreme Headquarters, and number two man to General Mohammed, invited Dr. Isma’il Babatunde Jose, Chairman/Managing Director of the DTN, on 26 August 1975, to inform him of the decision of the government to compulsorily take 60 percent of the group.
The compulsory acquisition was effected through the state-owned National Insurance Corporation of Nigeria (NICON). And the 60 percent was implemented through seizure of holdings by existing shareholders as follows: holdings from 1 — 1,000 unaffected; from 1,001 — 10,000, 50 percent seized; from 10,001 — 50,000, 60 percent; from 100,000, 75 percent and non-indigene shares were acquired 100 percent. The real reasons for the take-over are as spiteful as they are vengeful, vindictive, mean and sadistic and executed in indecent haste. Even though the government discovered early enough that it had been lied to and misled over the share status of Dr. Jose, it did not have the humility to reverse itself in justice to the man who had spent his working life building what was reputed to be Africa’s largest newspaper group.
Mr. Allison Ayida, Secretary to the Federal Military Government and Head of Service during the transaction, recalled 10 years after in 1985 that he was “involved indirectly with the arrangements for the Federal Government acquisition of shares in the Daily Times Group for extraneous reasons. In a way, the then Federal Military Government acquired the controlling interest in the Daily Times Group through its NICON holdings in a fit of absent-mindedness, just like they say of the British Empire of old. The circumstances were stranger than fiction but real”.
Some aggrieved members of staff of the DTN had alleged that Dr. Jose owned about 54 percent of the company’s shares. And without ascertaining the facts the government acted first and investigated later. Mr. Ayida writes: “I invited Alhaji Tatari Ali, Permanent Secretary, Federal Ministry of Information, to approach the Registrar of the Times Group and get the bulky list of shareholders, which I passed on to the Chief of Staff, Supreme Headquarters, with the advice that he should get the ‘Babatunde Jose’s boys in the Times to identify Alhaji’s nominees’. I am told they went through the list and identified shareholdings totalling five percent. The was one of the main reasons why the boys had their appointments terminated as a result of the Daily Times Inquiry meant to be a Spanish Inquisition into Alhaji Jose’s administration. The authorities felt, however, that they had committed themselves to the acquisition of the Times Group and in spite of the misinformation, it was too late to back out of the good cause”. So much for the brief, but necessary historical background. There is a corpus of literature on the DTN since expropriation in 1975 to date, which can be accessed by any inquirer seeking accurate information on the subject.
This reporter was on the staff of the Daily Times from November 1971 to December 1980. And he was one of the many beneficiaries of the share-buying loan scheme of the company following the indigenization programme of certain enterprises by General Gowon. This policy is the real precursor of General Ibrahim Babaginda’s deregulation/liberalization progrmme and the ongoing privatization effort. The DTN, under Dr. Jose gave loan to staff to buy shares that were being divested by foreigners under the indigenization law. Monthly deductions were made at source from staff pay until every beneficiary had completed payment and share certificates were them issued to them.
I was privileged to benefit from the scheme and I acquired 2,000 shares, certificate number 21085. Without any negotiation whatsoever, the military government seized 1,000 of my shares, that is 50 percent, and I was issued certificate number 21542 as a replacement. At that time, I was on the weekly news magazine, West Africa, based in London. On inquiry, I was advised that there was nothing any of us affected could do as the government was a military one and would not countenance any challenge on the matter. I do not remember being paid for my seized shares, even though NICON said it had made money available for the purpose. Over time, my share rose to 7,500 through bonus and rights issues.
The government took 60 per cent of the DTN by force since August 1975 and has intervened in the management of the group in a heavy-handed manner against its public pledge to the contrary, such that has resulted in the ruination of the company. A direct consequence of this has been the rejection of company’s titles on the newsstands by previously loyal readers because of perceived editorial interference, coupled with growing competition from rival privately owned newspapers and magazines. The once thriving and sprawling newspaper empire, the pride of its owners fell on bad times.
It is this mutilated empire, illegally acquired and not fully owned by it that the government has sought to dispose for a pittance. And it is important to note that even though the government seized the group in 1975, the decree giving effect to this illegality - The Daily Times of Nigeria Limited (Transfer of Certain Shares) Decree No. 101, 1979— did not commence until 1 September 1975. In other words, it was a retroactive law. The government had taken over the DTN and operated it lawlessly, namely, in flagrant breach of the country’s company law, for four years “in a fit of absent-mindedness” before it remembered to legalize the illegality on the eve of its departure from office in 1979..
Simultaneously, the New Nigerian Newspapers Ltd., then jointly owned by the Northern State Governments, was also seized by the Federal Military Government from its owners at the time it acquired the DTN. But the curious thing has been that while this government has returned what was wrongfully taken by its predecessor in 1975 to its original owners, it has sold the whole of the DTN, which the government did not own for a ridiculous sum. The DTN real estate assets alone spread over Lagos, Kaduna, Onitsha, Enugu, London, etc., are worth much more than the sale price. For example, Naira Properties Limited, a subsidiary of the DTN, owns the Stock Exchange House in the Central Business District of Lagos. And there is another subsidiary, Naira Investment Limited, which buys into blue chip companies as well as other subsidiaries, not to talk of the assets of Times Publications Division, which is responsible for all the titles of the group. All of this attests to the vision of Dr. Jose and all to go for N1.25 billion! And what about the intangible asset called goodwill accumulated over 78 years!
Aside from the non-transparent nature of the transaction, the worst the government ought to have done would have been to offer its own stolen shares for sale to the public. It does not have a right to sell the 40 percent privately held by Nigerians. Specifically, I did not authorise the government or any agent to sell my holding in the DTN on my behalf. The laws of Nigeria protects even one share in a company against 99. If the take-over of the DTN in 1975 was illegal and wrong and done “in a fit of absent-mindedness”, now is the time to right that wrong and not pass it as if it did/does not matter. What is significant is that Chief Obasanjo, who was at the centre of the exercise at that time is now President, whose government is carrying out a laudable privatization progrmme, but whose execution leaves something to be desired. He should insist on justice being done to the original and rightful owners of the DTN.
Stolen property can never belong to the thief and this is the heart of the matter. Even though the thief may have possession for the time being, ownership resides in the original/rightful owner for good until the property is repossessed. There is also a moral issue here. The government has the duty to protect the citizens and their property for their lawful enjoyment and not to expropriate them under any guise. The basic problem with our dear country, Nigeria, has always been injustice. Citizens cannot give their loyalty to a country that is not just to them and a society based on injustice cannot be a going concern. The DTN issue deserves another look. A wrong or injustice never goes away until it is undone. It is, therefore, never late to raise it now. How, for example, does the government intend to share the sale money among shareholders? Or does it intend to pocket it? Chief Akintunde Asalu and his Association of Shareholders of Nigeria owe a critical role in this matter.
