Connect with us

Trending News

Swiss company urges court to wind up Advance International Merchant company over unpaid debt

Published

2 years ago

on

court

 

 

A swiss Company FOODIN SA registered in Geneva Switzerland, has filed a winding up petition against a Nigerian company Advanced International Merchants Limited, a Company registered under the laws of the Federal Republic of Nigeria, and having its head office at Okoya Estate, 6 Fathai Doherty Close, Adeniyi Jones, Ikeja, Lagos.

The swiss company (the Petitioner) is praying the court to wind up the Nigerian company(the respondent). for being insolvent and unable to pay it’s debt to the petitioner,it is therefore just and equitable that the company should be wound up so as to realize its asset to satisfy it’s Creditors including the petitioner.
Foodin S.A.and the Advance International Merchant limited have been doing business since 2010.
The nature of the business relationship between the Petitioner and the Respondent is such that the Petitioner sends special food products, flavours, ingredients and formulation Products to the Respondent in Nigeria on credit. The Respondent in turn sells those Products to the target market in Nigeria.

Upon the sale of the Products in the Nigerian Market, the Respondent remitted an agreed sum and retains its earned commission for the marketing and sales of the Products.

Sometime in 2015, the Respondent began to withhold remittances due to the Petitioner, and for no justifiable reason. In some instances, partial remittances would be made on the invoices and in some instances, no remittances at all despite the fact that the purchasers have fully paid for the products.

Since 2015/2016, the Petitioner had pending final invoices awaiting the Respondent’s settlement.

Arising from withheld remittances referred to , the Respondent is at date indebted to the Petitioner as follows:

(a)The sum of USD 367 032.95 (Three Hundred and Sixty – Seven
Thousand, Thirty – Two Dollars, Ninety – Five cents;

(b)The sum of GBP 214 626.00 (Two Hundred and Fourteen Thousand, Six Hundred and Twenty – Six Pound), and

(c)The sum of ? 317 276.86 (Three Hundred and Seventeen Thousand, Two Hundred and Seventy – Six Euros, Eighty – Six cents

The Petitioner issued several demand emails, letters, follow ups and paid repeated visits to the Respondent’s offices with a view to getting the Respondent to honour the outstanding final invoices submitted, but all to no avail as demand letters addressed and delivered to the office of Respondent’s Managing Director could still not elicit the desired response or traction, as the final invoices were not paid.
Upon the Petitioner’s further follow up, the Respondent vide an undated letter received in January 2022 admitted its indebtedness to the Petitioner whilst attributing its cash flow and liquidity challenge to an alleged liquidity and economic crisis of 2015/2016 and some struggles with its bank and other suppliers.

The Petitioner has performed all of its own obligations under the existing business relationships but the respondent has woefully failed to discharge its own obligation by its refusal to honour invoices forwarded to it by the Petitioner.

Flowing from the refusal of the Respondent to make payments under the various invoices issued by it, the Petitioner mandated and authorized its Solicitors, to recover its debt from the Respondent.

By a letter dated 11th January, 2022, the Solicitors to the Petitioner, issued a demand to the Respondent to liquidate its lingering indebtedness to the Petitioner within 14 days as follows:

(a)The sum of USD 367 032.95 (Three Hundred and Sixty – Seven
Thousand, Thirty – Two Dollars, Ninety – Five cents;

(b) The sum of GBP 214 626.00 (Two Hundred and Fourteen Thousand, Six Hundred and Twenty – Six Pound); and

(c) The sum of € 317 276.86 (Three Hundred and Seventeen Thousand, Two Hundred and Seventy – Six Euros, Eighty – Six cents

Rather than liquidate the debt, the Respondent caused its Solicitors,to write the Petitioner’s Counsel admitting the USD 367,032.95 and GBP 214,626.00 debts but rather than pay requested for understanding from the Petitioner and also indicating that it is working on a repayment schedule.

By a letter dated 16th January, 2022, the Petitioner’s Counsel replied the Respondent’s letter of 15th January, 2022 requesting the Respondent to make payment of the admitted debt of USD 367 032.95 (Three Hundred and Sixty – Seven Thousand, Thirty – Two Dollars, Ninety – Five cents) and the sum of GBP 214 626.00 (Two Hundred and Fourteen Thousand, Six Hundred and Twenty – Six Pound) within seven days, and also urged the Respondent to supply verifiable details of how much it believes it is owing the Petitioner in connection with the sum of €317 276.86 (Three Hundred and Seventeen Thousand, Two Hundred and Seventy – Six Euros, Eighty – Six cents which the respondent had alleged was higher than its actual Euro debt.
Upon the Petitioner’s expiration of the 14 days’ notice given to the Respondent by the repeated failure of the Respondent its to honour its commitments, as a result to of
which the business of the Petitioner has suffered due to the withheld funds over the years, the Petitioner, in compliance with the provisions of sections 517(d) and 572 (a) of the Companies and Allied with Matters Act, 2020 issued a statutory demand notice on the Respondent on 8th February,2022 requesting the Respondent to pay the debt within three weeks from the date of receipt or face the consequence of winding up proceedings.

By a letter dated 2nd February, 2022, after receipt of the Winding up Notice the Respondent through its counsel cheekily informed the Petitioner that it has commissioned a firm of chartered accountants to study all the books of accounts touching on the Respondent’s business with the Petitioner which will take a period of six weeks after which a repayment plan and schedule for the admitted debt would be presented as well.

By another letter dated 22February, 2022, the Petitioner’s Counsel, in response to the Respondent’s letter of 2nd February, 2022, drew the attention of the Respondent’s counsel to the fact that the insinuation by the Respondent that the sum of €317 276.86 (Three Hundred and Seventeen Thousand, Two Hundred and Seventy – Six Euros, Eighty – Six cents) does not represent what it believes it is owing the Petitioner is speculative as the Respondent had failed to state the amount of its alleged commission which it claimed were not deducted from the affected transactions leading up to the amount claimed. Further, that the allusion to the economic challenges in the country is an afterthought being that the debt in question were from 2015/2016.

Rather than pay its debt, the Respondent, by another letter dated 2nd March, 2022 addressed to the Petitioner’s Solicitors expressed its willingness to settle any undisputed invoices of the Petitioner but did not indicate any particular time line for the payment.

By a letter dated 7 March, 2022, the Petitioner’s Counsel replied the Respondent’s Counsel and expressed grave concern over its client’s cheeky attempt to use a procured audit exercise in 2022 as an excuse not to pay its debts of 2015/2016 especially the fact that it has admitted the USD Dollar and the Pound Sterling components of the debt which ought to have been
paid as a mark of good faith.

By a letter dated 29th March, 2022 which was sent via email of 3151 March, 2022, the Respondent’s Counsel sent a letter to the Petitioner’s Counsel informing him of the outcome of the unilateral reconciliation and audit exercise done on the books of the Respondent in relation to the debt owed to the Petitioner. The Respondent through its Solicitors further admitted the debt of the sum of USD 367 032.95 (Three Hundred and Sixty – Seven Thousand, Thirty – Two Dollars, Ninety – Five cents) and the sum of GBP 214 626.00 (Two Hundred and Fourteen Thousand, Six Hundred and Twenty – Six Pound) as it had done previously on 15th January, 2022.

Furthermore, in relation to the outstanding debt in Euro, the Respondent admitted the sum of € 195. 320. 40 (One Hundred and Ninety – Five Thousand, Three Hundred and Twenty Euros, Forty cents) out of the debt of € 317 276.86 (Three Hundred and Seventeen Thousand, Two Hundred and Seventy – Six Euros, Eighty – Six cents) alleging that its commissions were not deducted from the said sum of €317 276.86 (Three Hundred and Seventeen Thousand, Two Hundred and Seventy – Six Euros, Eighty – Six cents.

The Respondent further indicated that the Petitioner is at liberty to request to see the ‘documentary evidence’ of the unilateral reconciliation done by the Respondent forming the basis of the Respondent’s reduction of the debt from
EURO 317, 276.80 to only EURO 195,320.40.

By a letter dated 5th April, 2022, the Petitioner’s Counsel in response to the Respondent’s Counsel letter of 29th March, 2022, requested that copies of the documentary evidence of their reconciliation and audit exercise be sent to the Petitioner’s Counsel by 5th April, 2022 for their review and comments along with a repayment plan of how the Respondent proposes to liquidate the admitted debts in USD, GBP, and the undisputed part of the EURO debts as a show of good faith.

The Respondent failed to respond to the said letter of 5th April, 2022, and also failed to send the documentary evidence of the Reconciliation and audit exercise it unilaterally and purportedly did on the debts it owes the Petitioner. It also failed to send in a repayment plan for the admitted debts as requested and also refused to make any form of payment.
By a letter t dated 25th April,2022,the Petitioner’s counsel send a reminder to the respondent Counsel expressing their displeasure over the respondent’s failure to respond to the Petitioner’s letter of 5th April, 2022 as well as send the documentary evidence of the Reconciliation exercise it unilaterally did on the debt it is owing the Petitioner and a repayment plan for the admitted debts. It further informed the Respondent’s Counsel that the Petitioner would be forced to proceed to seek redress in Court by the end of April, 2022 should the Respondent continue its recalcitrant attitude towards the matter.

Upon the receipt of the Petitioner’s Counsel letter of 25th April, 2022, the Respondent’s Counsel sent in a letter dated 29th April 2022 with an attachment titled “Summary of AIML’s position with FOODIN as at 3rd December 2021” in an attempt to justify its stance that only the sum of Euro 195, 320.40 was due from the Respondent to the Petitioner on the Euro portion of the debt instead of the sum of Euro 317, 276.86 claimed by the Petitioner.

The said “Summary Report” attached to the letter of 29th April, 2022 is undated. It is not authenticated by any identifiable person let alone by the “Chartered Accountant” and with no factual details or narration that led to the conclusion arrived as to lower the Euro sum it is owing the Petitioner.

The Petitioner’s Counsel, by a letter dated 16th May, 2022 informed the Respondent’s Counsel that a review of the letter by the Petitioner showed that the terse and unauthentic report is misleading, incorrect as it lacks empirical and credible basis on how the conclusive figures were arrived at. To put the matter in proper perspective and in further demonstration of transparency, the Petitioner attached its comprehensive reconciliation report of all Euro transactions between it and the Respondent covering the years 2013 December 2021 capturing inter alia the total amount of invoices unpaid by AIML, the total amount of Commission and Credit Note unpaid by Foodin to AIML as well as the reconciled total amount of Euro 317, 276.86 due and payable by AIML to Foodin so as to put to the rest the Respondent’s baseless contention.
The Respondent was given another seven days grace period to liquidate the entire outstanding debt comprising the admitted debt of USD 367,032.95 (Three Hundred and Sixty-Seven Thousand, Thirty-Two Dollars, Ninety-Five cents) the sum of GBP 214 626.00 (Two Hundred and Fourteen
Thousand, Six Hundred and Twenty-Six Pound) and the sum of ?317 276.86 (Three Hundred and Seventeen Thousand, Two Hundred and Seventy-Six Euros, Eighty-Six cents).

Over fifteen weeks have lapsed since the Petitioner issued and served the
Statutory Demand Notice on the Respondent on 8th February, 2022 but the Respondent has failed, refused, defaulted and/or neglected to pay or satisfy the said debts.

At this point in time, it is clear to the Petitioner that the Respondent is insolvent and/or unable to pay its debts to the Petitioner.

Despite repeated calls and demand the Respondent has serially failed, refused and is unable to liquidate its outstanding debt to date.
The Petitioner has suffered enormous business damage particularly with its funds withheld by the Respondent for about 6 years now which the Respondent has instead selfishly used for its own business thereby depriving the Petitioner of its legitimate use of the funds for its business over the years. The debts being of a commercial nature attracts interest at the applicable commercial rate of 21% per annum from 2016 till date.

The Petitioner expressed shock at the level of contractual breaches with impunity, insensitivity and bad faith characterizing the Respondent’s business conduct, predatory nature, and attitude with no regard for sanctity of contracts which is a measure of bad faith and lack of conscience.

By obtaining Products from the Petitioner and for over 5 years failing and being unable to pay the debts, and instead giving all manner of excuses including illiquidity, the Respondent is insolvent and ought to be wound up under the law with a view to realizing its assets and liquidating its debt to the Respondent and other unsuspecting creditors in the interest of justice.

By all indications, the Respondent is insolvent and/or unable to pay its debt.

The commercial interest rate in Nigeria for borrowing hovers about 21% presently in the banking industry which represents the losses suffered by the Petitioner over the withheld funds.

The Respondent is insolvent and unable to pay its debt to the Petitioner, and it is therefore just and equitable that it be wound up so as to realize its asset to satisfy its Creditors including the Petitioner.

The Petitioner therefore humbly prays as follows:

That the Respondent, Advanced International Merchants Limited, be wound up by the Court under the provisions of the Companies and Allied Matters Act, 2020.

Alternatively an Order entering judgment in the aforesaid sums of:

USD 367 032.95 (Three Hundred and Sixty-Seven Thousand, Thirty-Two Dollars, Ninety-Five cents).

GBP 214,626.00 (Two Hundred and Fourteen Thousand, Six Hundred and Twenty – Six Pound); and

€317,276.86 (Three Hundred and Seventeen Thousand, Two Hundred and Seventy-Six Euros, Eighty-Six cents;

(d) Interest in the above sums at the rate of 21% per annum from 30th June 2016 to date of judgment and final liquidation of the entire judgment debts, and the entire judgment debts be fully paid within 14 days from the date of judgment.

And for such other or further order (s) as the Honourable Court may deem fit to make in the circumstances of this case.

Meanwhile,based on an application filed before the court,the presiding Judge Daniel Osiagor has granted an order to the petitioner to advertise it’s petition for winding up against the respondent in two National Daily Newspapers.Thereafter the case was adjourned to the 3rd of October,2023 for hearing.

Related Topics:
Continue Reading
Click to comment

Leave a Reply

Your email address will not be published. Required fields are marked *

News

Kindness Defeats Witchcraft: Apostle Suleman’s Cross-Over Lecture at ‘Mercy Night’

Published

2 weeks ago

on

January 1, 2025

By

Evil is very much alive and well in this world. We are reminded of this fact as we see it play out almost often. Although evil occurs and serves as a stark reminder of the cruelty that exists within humankind, showing kindness can easily defeat evil acts, which is witchcraft, lectures popular servant of God and General Overseer of the Omega Fire Ministries (OFM) worldwide, Apostle Johnson Suleman.

 

At the ministry’s Cross-Over service on Tuesday 31st of December, 2024 tagged ‘Mercy Night’, the Restoration Apostle, ably present with his wife, Reverend Lizzy Suleman, warned us to “never avenge ourselves”. To the contrary, Apostle Suleman cautions; “do not be overcome by evil, but overcome evil with good”.

 

Usually, the natural response of man when he is hurt is to hurt back. But, Suleman says “God tells us something different”, quoting Romans 12:19–21: “Vengeance is mine, I will repay. If your enemy is hungry, feed him; if he is thirsty, give him something to drink; for by so doing you will heap burning coals on his head. Do not be overcome by evil, but overcome evil with good.”

 

According to the servant of God, not only should you refuse to take revenge, but you should intentionally do good to those who you would consider your enemies. Showing them love and kindness would so confuse and frustrate your enemy that the result would be them turning to God.

“If you want to see witchcraft being rubbished in your life, engage In kindness. To recover means to regaining possession. To recover means a comeback, the return of control. To recover means to improve and to become better. To recover is renewal,” Suleman teaches, suggesting that hate must not define us.

Continue Reading

Entertainment

Lagos History Comes on Screen as Jide Kosoko Shoots Esugbayi Eleko

Published

2 weeks ago

on

January 1, 2025

By

 

In a groundbreaking development for Nigerian cinema, renowned actor and producer, Prince Jide Kosoko is set to bring the compelling story of Lagos’ rich history to life with the production of Esugbayi Eleko. This film promises to be a cinematic exploration of the pivotal events that shaped colonial Lagos, blending drama, history, and cultural pride in a way never seen before.

The film focuses on the life and times of Oba Esugbayi Eleko, Herbert Macaulay and Alimotu Pelewura, some of Lagos’ most iconic figures in colonial Lagos and the absolute support and loyalty of the Idejos to the cause spareheaded by Oba Eleko.

Set in the early 19th century, Esugbayi Eleko delves into the challenges of Oba Esugbayi’s reign during the colonial era, his resistance, alongside Macaulay and Pelewura against British imperialism, and the cultural resilience of the people of Lagos.

Audiences will be transported to a Lagos colony grappling with the intersection of tradition and modernity, as well as the political struggles that defined an era. The movie captures not just the story of a man but the heart and soul of a people fighting for their identity.

What makes this project even more significant is that it is spearheaded by Prince Jide Kosoko, himself a Lagosian and a descendant of royalty. As a Prince of Lagos, Kosoko’s personal connection to the city’s history adds an unparalleled depth and authenticity to the storytelling.

“I have always dreamed of bringing the story of Lagos to the screen in a way that does justice to its complexity and grandeur,” Kosoko said during a press conference. “Oba Esugbayi Eleko was not just a king; he was a symbol of resistance, wisdom, and cultural preservation, these he did with his alliance with Macaulay, a prominent Lagosian and nationalist and Pelewura, one of the most enigmatic market women leaders in history. This story deserves to be told, and it’s a privilege to bring it to life as someone who shares in this heritage.”

Esugbayi Eleko will be one of the first major films to authentically portray part of the history of Lagos and the significant events of the colonial era. Unlike most historical movies that rely on generalized narratives, this production is rooted in meticulous research and deep cultural insights, offering a vivid retelling of key moments that shaped the city’s identity.

Kosoko’s production team has announced that the film will feature some of the best technical hands in the industry. Renowned cinematographers, award-winning set designers, and a host of top-notch costume designers will collaborate to recreate the colonial Lagos of the early 19th century.

“We are committed to authenticity,” Kosoko emphasized. “From the fabrics and architecture to the language and cultural practices, every detail will be carefully curated to ensure the audience is fully immersed in the world of Esugbayi Eleko.”

In addition, the production will employ cutting-edge filmmaking technology, including advanced CGI and motion capture, to seamlessly recreate historical settings and grandiose moments. Lagos of old will be brought to life in breathtaking detail, ensuring that audiences can fully experience the grandeur and challenges of the era.

The film will feature a cast of highly professional role interpreters, many of whom are seasoned veterans of the Nigerian film industry. While specific casting details are still under wraps, industry insiders suggest that the production will include some of the most respected actors, alongside a few emerging stars.

Kosoko also revealed plans to take Esugbayi Eleko beyond Nigerian borders. The film, according to him, will be good enough to participate in major international film festivals and distributed globally, ensuring that Lagos’ story reaches a worldwide audience.

“This is more than just a film; it is a legacy project,” Kosoko concluded. “Lagos is a city of resilience, beauty, and culture, and Esugbayi Eleko is our chance to showcase that to the world. We owe it to ourselves, our ancestors, and future generations to tell this story.”

As anticipation builds for Esugbayi Eleko, it is clear that this production is poised to be a defining moment in Nigerian cinema, a testament to the power of storytelling, and a celebration of Lagos’ enduring legacy.

Continue Reading

News

Agbado Youths Celebrate Historic Succession, Rally Support for Prince Akintoye as King

Published

3 weeks ago

on

December 30, 2024

By

 

Agbado Community in Ogun State erupted in jubilation on December 27, 2024, as the youths led the town in a grand end-of-year celebration to honor the historic succession of the late patriarch, High Chief Anthony Kayode Akinrinade, by his son, Prince Akintoye Olusola Akinrinade.

The event marked a significant milestone in Agbado’s journey toward justice and stability following a prolonged Obaship crisis that stifled the community’s development for over three decades. The crisis, marked by legal battles and defiance of court orders with suit number CA/IB/75/2020, was recently resolved by the steadfast judgment of the Court of Appeal, Ibadan Division. The court ruled in favor of Prince Akintoye Olusola as the rightful successor, allowing him to continue the legal fight to restore order and dignity to Agbado.

 

For 35 years, Agbado thrived as a hub of agricultural trade and economic prosperity, with 147 villages under its jurisdiction. However, internal strife caused by selfish ambitions led to stagnation and disunity. The High Court delivered a landmark judgment five years ago, but resistance by a self-proclaimed monarch delayed the community’s progress.

On the 30th of October, 2024, the Court of Appeal officially recognized Prince Akintoye Olusola Akinrinade as the ‘Stand-In’ Plaintiff, a move that has rekindled hope for the community. This recognition also symbolizes a continuation of the legacy of the late High Chief Anthony Akinrinade, whose leadership was revered by all.

The festive event, organized by the Agbado Youth Forum, drew dignitaries, elders, chiefs, and community leaders. Baale Patoko, a key figure in the community, expressed optimism about the succession, stating, “The whole of Agbado strongly believes that by 2025, Prince Akintoye will be crowned king, bringing renewed peace and progress to our land.”

Pa Theophilus Amodu, a respected elder, praised Prince Akintoye’s exemplary character, noting, “He has taken after his father in good deeds and enjoys the trust and respect of the people.”

Mr. Amodu, President of the Agbado Youth Forum, echoed this sentiment, affirming the unwavering support of the youth for Prince Akintoye’s emergence as king. “His leadership will undoubtedly usher in peace, harmony, and development in Agbado,” he said.

The event concluded with renewed hope and determination among the people of Agbado, who are confident that Prince Akintoye’s ascension to the throne will mark the beginning of a new era for the community.

Continue Reading

Trending News