Why CBN Sacked All First Bank Directors, Appointed New Ones

The apex bank had earlier queried FBN for removing Adesola Adeduntan as the Managing Director/Chief Executive Officer, and appointing Gbenga Shobo as MD/CEO designate without regulatory approval.

CBN Governor, Godwin Emefiele at a briefing in Abuja on Thursday wielded the big stick by sacking all the bank'ss directors.

Emefiele said the bank had maintained healthy operations up until 2016 financial year when the CBN's target examination revealed that the bank was in grave financial condition with its capital adequacy ratio (CAR) and non-performing loans ratio (NPL) substantially breaching acceptable prudential standards.

"The problems at the bank were attributed to bad credit decisions, significant and non-performing insider loans and poor corporate governance practices. The shareholders of the bank and FBN Holding Plc also lacked the capacity to recapitalize the bank to minimum requirements. These conclusions arose from various entreaties by the CBN to them to recapitalize.

"The CBN stepped in to stabilize the bank in its quest to maintain financial stability, especially given FBN's systemic importance as enumerated earlier. Regulatory action taken by the CBN in this regard included: Change of management team under the CBN's supervision with the appointment of a new Managing Director/ Chief Executive Officer in January 2016,ÔÇØ he said.

He said another action taken was grant of the regulatory forbearances to enable the bank to work out its non-performing loans through provision for write-off of at least N150b from its earning for four consecutive years, as well as grant of concession to insider borrower to restructure their non-performing credit facilities under very stringent conditions.

Other action taken included renewal of the forbearances on a yearly basis between 2016 and 2020 following thorough monitoring of progress towards exiting from the forbearance measures.

Emefiele stated that the measures had yielded the expected results as the financial condition of FBN improved progressively between 2016 when the forbearance was initially granted to the current financial year.

"For instance, profitability, liquidity and CAR improved whilst NPL reduced significantly. Notwithstanding the significant improvement in the bank's financial condition with the positive trajectory of financial soundness indicators, the insider-related facilities remained problematic.

"The insiders who took loans in the bank, with controlling influence on the board of directors, failed to adhere to the terms for the restructuring of their credit facilities which contributed to the poor financial state of the bank.

"The CBN's recent target examination as at December 31, 2020 revealed that insider loans were materially non-compliant with restructuring terms (e.g. non-perfection of lien on shares/collateral arrangements) for over 3 years despite several regulatory reminders. The bank has not also divested its non-permissible holdings in non-financial entities in line with regulatory directives,ÔÇØ he said.

Wielding the big stick, Emefiele said following a further review of the situation and in order to preserve the stability of the bank, so as to protect minority shareholders and depositors, the Management of the CBN in line with its powers under BOFIA 2020 has approved and hereby directed immediate removal of all directors of FBN Ltd and FBN Holdings Plc.

The apex bank directed the appointment of the following persons as directors in FBN Ltd and FBN Holdings Plc Holdco: Chairman - Remi Babalola, Dr. Fatade Abiodun Oluwole, Kofo Dosekun, Remi Lasaki, Dr Alimi Abdulrasaq, Ahmed Modibbo, Khalifa Imam, Sir Peter Aliogo and UK Eke - Managing Director.

For the Bank, the new Chairman is Tunde Hassan-Odukale. Other directors are: Tokunbo Martins, Uche Nwokedi, Adekunle Sonola, Isioma Ogodazi, Ebenezer Olufowose, Ishaya Elijah B. Dodo, while Sola Adeduntan is the Managing Director.

Gbenga Shobo is now the Deputy Managing Director, Remi Oni - Executive Director and
Abdullahi Ibrahim - Executive Director