Stallion Groups of Companies’ boss, Sunil Vaswani is in big trouble. Zenith Bank Plc has dragged him before an Igbosere High Court of Lagos State, Nigeria, over alleged unpaid N23,388, 188, 756.049 debt.
Zenith Bank alleged that the suit marked LD/3945GCMW/2020, against Mr. Vaswani, is pursuant to Order 5 Rules 4 of the High Court (Civil Procedure Rules 2009 and under the court’s inherent jurisdiction, was filed due his failure and refusal to pay the alleged debt despite several and repeated demands.
Consequently, the bank through is lawyer, Mr. Kemi Balogun (SAN), who leads Chidozie Ndukwe, Babatunde Olanipekun and five others is asking for an order of the court entering judgment in the sum of N23,388,188, 765. 49, its favour against Vaswani, being his outstanding indebtedness on account of the guarantee given in respect of various sum advanced to Stallion Nigeria Limited which has remained unpaid as at May 12, 2020 in spite of repeated demands.
The bank is also asking the court for a declaration that having regard to the clear and unambiguous provisions of the Deeds of Personal Guarantee and the statement of net-worth executed by Mr. Vaswani in its favour over the huge facilities advanced to Stallion Nigeria Limited, who has failed together with the defendant upon several and repeated demands to liquidate the debt that has arisen therefrom, its entitled to judgment against the Defendant in the sum of N23, 388,188, 765. 049, being Mr. Vaswani’s outstanding indebtedness to it, as May 12, 2020, and interest at the rate awarded by the Court from the date of judgment until final liquidation.
The bank also wants a declaration that having regard to the true construction of the Deed of Personal Guarantee executed by Mr. Vaswani as additional security in its favour, in respect of the huge sum advanced to Stallion Nigeria Limited, it is entitled at law to all the rights attached to Vaswani’s assets, landed properties and other forms of real estates no matter wherever located within the Federal Republic of Nigeria, the United States of America, United Arab Emirates, particularly and not limited to the property known as L9, Lailak Street, Emirates Hills, Emirates Living, the United Kingdom, particularly and not limited to the property known as 40, Avenue Road, London, NWH 8 6H8, and all countries of the European Union and all forms of stock of shares in the equity of any company or investment, cash deposits, bonds wholly or jointly held investments in any Financial Scheme, all forms of negotiable instruments in all Commercial Banks, Discount Houses, Mortgage Banks, Merchants Banks. Savings and Loans, and all licensed Financial Institutions located within the Federal Republic of Nigeria.
The United States of America. United Arab Emirates. particularly and not limited to sums of money contained in accounts domiciled with Rak Bank of Rak Operations Center, Emirates Road, Ras Al Khaimah in the United Arab Emirates (UAE) and Emirates NBD Bank of Baniyas Road, Doha, Opposite Dubai Creek Tower, Next to Dubai Chamber, the United Kingdom, particularly and not limited to sums of money contained In accounts domiciled with Barclays Bank of 2, Churchill PI, Canary Wharf, London E14 5RB, HSBC Bank of 8, Canada Square in Canary Wharf, London and Standard Chartered Bank 1, Basinghall Avenue, London, ECZV 50D, and all countries of the European Union (EU), and any other jurisdictions worldwide until the sum of N23,388,188,765. 49, owed by him to the bank being the guarantee on the unpaid credit faculties obtained by Stallion Nigeria Limited from the Claimant together With accrued interest thereon as at May 12, 2020 is fully realized.
The bank further asked the court for an order vesting in it, all the rights attached to Vaswani’s assets, landed properties and all other forms of real estate wherever located within the Federal Republic of Nigeria, the United States of America, United Arab Emirates, particularly and not limited to the property known as L9, Lailak Street, Emirates Hills, Emirates Living, the United Kingdom, particularly and not limited to the property known as 40, Avenue Road, London, NWH 8 6H5, and all countries of the European Union (EU), and any other jurisdictions worldwide and all forms of stock of shares in the equity of any company or investment.
Cash deposits, bonds, wholly or jointly held investments in any Financial Scheme; all forms of negotiable instruments in all Commercial Banks, Discount Houses. Mortgage Banks. Merchants Banks, Savings and Loans, and all financial institutions located within the Federal Republic of Nigeria, United States of America, United Arab Emirates, particularly and not limited to sums of money contained in accounts domiciled with Rak Bank of Rak Operations Center, Emirates Road, Ras Al Khaimah in the United Arab Emirates (UAE) and Emirates NBD Bank of Baniyas Road, Deira, Opposite Dubai Creek Tower, Next to Dubai Chamber, the United Kingdom, particularly and not limited to sums of money contained in accounts domiciled with Barclays Bank of 2, Churchill Pl, Canary Wharf, London E14 5R8, HSBC Bank of 8, Canada Square in Canary Wharf, London and Standard Chartered Bank 1, Basinghall Avenue, London, ECZV SOD, and all other countries of the European Union (EU) and any other jurisdictions worldwide until the sum N23,388,188,765. 49, owed by the Mr. Vaswani to the bank, on account of the guarantee on the unpaid credit facilities obtained by Stallion Nigeria Limited from the Claimant together with accrued interest thereon as at of May 12, 2020, is fully realized.
The bank also want the court to declare that being an unsatisfied creditor in the sum of N23,388,188, 765. 49, is entitled to an order of perpetual injunction restraining the Defendant from selling, alienating, disposing, transferring any interest in all landed properties and other forms of real estate in the name of the Defendant; cash deposits, bonds, all forms of stock of shares in the equity of any company or investment and all forms of investments wholly or partly held in any Financial Scheme in Mr. Vaswani’s name, all forms of negotiable instruments in all Commercial Banks, Discount Houses, Mortgage Banks, Merchant Banks, and all financial institutions acquired in his name wherever located within the Federal Republic of Nigeria, the United States of America, United Arab Emirates, particularly and not limited to sums of money contained in accounts domiciled with Rak Bank of Rak Operations Center, Emirates Road, Ras Al Khaimah in the United Arab Emirates (UAE) and Emirates NBD Bank of Baniyas Road, Deira, Opposite Dubai Creek Tower, Next to Dubai Chamber, the United Kingdom, particularly and not limited to sums of money contained in accounts domiciled with Barclays Bank of 2, Churchill Pl, Canary Wharf, London E14 5R8, HSBC Bank of 8, Canada Square in Canary Wharf, London and Standard Chartered Bank 1, Basinghall Avenue, London, EC2V SDD, and all Countries of the European Union (EU) and other jurisdictions worldwide, until the sum of N23,388,188,765. 49, owed by Mr. Vaswani, as at May 12, 2020 is fully satisfied.
Zenith Bank while asked for cost of instituting the suit, equally urged the court for an order of perpetual injunction restraining Mr. Vaswani, his agents, representatives, officers, servants, privies, assigns, proxies, estates, trustees, and/or any person, natural or corporate, acting on his behalf in respect of the Defendant’s assets, landed properties no matter wherever located within the Federal Republic of Nigeria, the United States of America, United Arab Emirates, particularly and not limited to the property known as L9, Lailak Street, Emirates Hills, Emirates Living, the United Kingdom, particularly and not limited to the property known as 40, Avenue Road, London, NWH 8 6H8, and all other countries of the European Union (EU), from dissipating, disposing of, selling, transferring, alienating, any moveable or immovable assets, moneys, shares, and all forms of stock of shares in the equity of any company or investment, bank guarantee, advanced payment guarantee, promissory notes, bill of exchange, letters of credit and other negotiable instruments in the name of the Defendant located within the Federal Republic of Nigeria and in the United States of America, United Arab Emirates, particularly and not limited to sums of money contained in accounts domiciled with Rak Bank of Rak Operations Center, Emirates Road, Ras Al Khaimah in the United Arab Emirates (UAE) and Emirates NBD Bank of Baniyas Road, Diera, Opposite Dubai Creek Tower, Next to Dubai Chamber, the United Kingdom, particularly and not limited to sums of money contained in accounts domiciled with Barclays Bank of 2, Churchill Pl, Canary Wharf, London E14 5R8, HSBC Bank of 8, Canada Square in Canary Wharf, London and Standard Chartered Bank 1, Basinghall Avenue, London, EC2V 500, and all other countries of the European Union(EU).
Any other jurisdictions worldwide until the sum of N23,388,188,765. 49, owed by him to the bank, on account of the guarantee on the unpaid credit facilities obtained by Stallion Nigeria Limited from the Claimant together With accrued interest thereon as of May 12, 2020 is fully realized.
Zenith Bank Plc in an affidavit deposed to by one of its Principal Officers, Tochukwu Amakor, averred that its a banker of value to Stallion Nigeria Limited, located at 270, Ajose Adeogun Street, Victoria Island, Lagos, Mr. Vaswani, is the alter ego and Chief Promoter/Chief Executive Officer and the personal guarantor of all the various facilities availed Stallion Nigeria Limited.
On transactional agreement, Amafor averred that as a result of the banker-customer relationship existing between his bank and Stallion Nigeria Limited (“Stallion”), a company primarily promoted by Mr. Vaswani, the Zenith Bank Plc availed Stallion several credit facilities to support its businesses in different dimensions.
The further states that upon stallion’s further request, Zenith Bank via a duly executed offer letter dated April 30 2014 availed Stallion two types of facilities, namely facility one of a Short term import facility (STIF) in the sum of N14.5 billion (Fourteen Billion, Five Hundred Million Naira) with funding ratio of 100% by the bank.
He added that despite the clear terms of the agreement between Stallion and the Bank and the great latitude which also culminated into several restructured facilities availed Stallion, Mr. Vaswani failed, refused and or neglected to meet its due obligations as they fell due and allowed its account to always be in the negative region. Consequently, on account of the Personal Guarantee executed by Mr. Vaswani, the Bank wrote to him vide letters dated May 24 and 30 2017.
He stated that despite having been sewed with the various demand letters, Mr. Vaswani still failed and neglected to take any step towards the payment of his debt awaiting liquidation. Consequently, Zenith Bank Plc at various times commenced Suit No: FHC/L/CS/571/19 between Zenith Bank Plc. vs. Stallion Nigeria Ltd & Anor. and Suit No: FHC/L/CS/1866/19 between Zenith Bank Plc. vs. Stallion Nigeria Ltd & Anor, respectively at the Federal High Court for the purpose of recovering the indebtedness of Stallion but magnimously discontinued same upon request of Stallion and the Defendant for an out-ofcourt settlement.
The deponent stated that in accordance with his bank’s transparency standard, which is in line with the international best practices, the bank had on several occasions commissioned its internal forensic investigation team to carry out a forensic audit of Stallion’s accounts with it. The team, after the exercise, found out that Stallion is indebted to the Claimant in terms of a colossal sum in excess of N20.25 billon as at January 2020.
And that when it became apparent that Stallion was not willing to make good its default especially having regard to the tone of its letter dated December 31, 2019, the his bank wrote a final demand letter dated January 16, 2020 to Stallion calling for the immediate liquidation of Stallion’s indebtedness which stood in the sum of N20.25 billion as at the said date.
He stated that as a fact, when his bank discovered that Stallion and Mr. Vaswani would stop at nothing to cause economic ruins to its business, and further expose it to regulatory sanctions from the Central Bank of Nigeria, his bank was constrained to call in the securities used as collateral for the huge facilities availed Stallion including the personal guarantee of the Defendant. Adding that the facilities availed Stallion had since expired and become due and payable, but contrary to the terms of the Personal Guarantee consensually executed by Mr. Vaswani in favour of the Bank, he till date failed, refused and or neglected to liquidate the facilities.
He stated further that despite having admitted his indebtedness at different times, Mr. Vaswani still Ignored several demand letters, including the letter dated May 15, 2020, served on him and failed to take any steps to liquidate the long overdue colossal indebtedness of Stallion to the Claimant which stands In the sum of N23,388,188, 765. 49 , as at May 12, 2020. He added that the Respondent’s indebtedness is as shown in its various account numbers 1010033653, 3700226746, 1014854027, 1012868183 and 1010336835 totaling the amount aforesaid and that he had compared the entries in Stallion’s statement of account with his bank’s books being kept in the course of business and found the entries therein to be correct.
He stated that the statement of accounts was regularly made available to Stallion in the ordinary course of transactions without any objection to the entries therein by Stallion. And that Mr. Vaswani’s faiure to liquidate the indebtedness of Stallion, has adversely affected Zenith Bank’s business operation as the funds packaged as facilities to Stallion are third patty depositors/stakeholders’ funds.
He further stated that the facilities availed Stallion upon the guarantee of Mr. Vaswani, were fully utilized to finance the importation of rice, fish, fertilizers, automobiles and raw material but upon profitable sale of those goods, Mr. Vaswani, being the alter ego of Stallion fraudulently diverted the proceeds of sale. Adding that the defendant is not prepared to perform his obligation as contracted by him via his personal guarantee.
He states that he is aware that instead of taking steps to perform his obligation to pay the indebtedness of Stallion which obligation has since crystalized, Mr. Vaswani, being an Indian, a national of another country, the engine room and mind of Stallion, is now making moves to dissipate his assets and the assets he has over time acquired in the name of Stallion here in Nigeria and abroad. This, he stated is in preparation for his planned escape or relocation to another country with the hope of avoiding huge debt awaiting liquidation.
He states that unless the reliefs sought by his employer are grants, Stallion’s indebtedness to the bank, he repayment of which was guaranteed by Mr. Vaswani will not be liquidated.
Mr. Vaswani in a counter affidavit to Zenith Bank Plc’s Suit, deposed to by Stallion Group’s director of Administration, Mr. Tajudeen Olalere and filed and argued by his lawyer, Mr. Uchenna Njoku, denied be indebted to the bank and urged the court to dismiss the suit for been false, unfounded, unsubstantiated, unjust and unwarranted and abuse of court process.
Tajudeen averred that Mr. Vaswani only became aware of the existence of this Suit and the Mareva Order made on June, 17, 2020 upon a search conducted at the Registry of the Court on July 8 2020, by his Counsel pursuant to in incomplete disclosure of the existence of this suit by the Zenith Bank Plc in a counter-affidavit the bank served on Stallion on July 7, 2020 in Suit No FHC/L/CS/113/2020 Between Stallion Nigeria Limited Vs Zenith Bank Plc pending before Hon. Justice Obiozor of the Federal High Court, Lagos Judicial Division.
He stated that Mr. Vaswani was only served the Originating Process and other processes already filed in this matter through service on his counsel made on July 22, 2020, pursuant to an agreement by counsel to both parties reached on July 12, 2020, to the effect that Zenith Bank’s counsel can serve the Originating Process and all other processes tiled in this matter on the Defendant’s Counsel, the latter having undertaken to receive same on behalf of the Defendant. The agreement of counsel to both Parties resulted in the letter issued by Mr. Vaswani’s counsel to Zenith Bank’s counsel on July 13, 2020. Adding that Zenith Bank’s affidavit is false and unsubstantiated.
The deponent averred that all Zenith Bank’s allegations and contentions of being owed the sum of N23, 388, 188, 765.49, as at May 12, 2020 by Stallion are false, unfounded, unsubstantiated, unjust and unwarranted. He added that the entire false package of allegations of indebtedness put together and presented in the Zenith’ Bank’s Affidavit are part of a deliberate stratagy to humiliate Stallion and Mr. Vaswani and terrorize them into backing down from their legitimate request that there should be a reconciliation of all the accounts of Stallion in the Claimant or a third patty audit of the accounts of Stallion in the Claimant.
He further stated that Stallion is not indebted to the Zenith Bank in the said sum of N23,388,188,765.49 or any other sum whatsoever. And that contrary to the false claims by the Bank, Stallion has not only repaid its indebtedness to the Bank but has overpaid the Bank by several billions of naira for which cause Stallion has been calling for account reconciliation or third party auditing of Stallion’s accounts in the bank.
He averred that Zenith Bank’s sinister motive is the more revealed by the fact that prior to filing this action, Zenith Bank has been and remains a defendant in an action filed, by Stallion against the Claimant in Suit No FHC/L/CS/113/2020 Between Stallion Nigeria Limited v. Zenith Bank Plc. And that the action is still pending at the Federal High Court, Lagos.
He stated that in compliance with it its obligations, Stallion made payments in liquidation of the various facilities and enjoyed a mutually beneficial relationship with the bank, adding that a substantial part of the facility advanced by the Zenith Bank was to cover various Letters of Credit, with a covenant to convert the facility which was denominated in dollars to naira within 180 days of the facilities.
The deponent while attributing its predicament to the 2015 economic recession that crippled many businesses in the country, stated that the recession also affected the cash flow of Stallion whereupon the bank resort to applying exorbitant interest rates on the facilities and, to compound the hardship, also stopped supporting the company
He stated that in its spirited efforts at amicable resolution of the situation created by the exploitative and highhanded disposition of the bank, Stallion held discussions with the bank and its solicitors sometime in August 2017, whereat Stallion, without conceding indebtedness as claimed by the Bank, offered to make a good faith payment of N4.6 billion subject to reconciliation of accounts. Adding that following up on the offer referred above, Stallion has since then made lodgments of N4,290, 428, 878, being cash lodgments and proceeds of the sale of its shares in the claimant prior to and as at November 14, 2019.
He stated further that Stallion also made supplies of vehicles to the bank without receiving payment up to the value of N1,544, 159,999.96. And that Stallion also secured a purchaser for its property at Plot No 1114, Adeola Odeku Street, Victoria Island for the sum of N3.5 billion but Zenith Bank failed and neglected to give an approval for the sale until the offer from the buyer lapsed.
He stated that Stallion also requested for account reconciliation exercise or third party audit of its accounts but Zenith Bank refused till date. He added that despite the payments made by Stallion, the Zenith Bank continued to maintain without justification, that Stallion was indebted to it an allegation Stallion has since denied and repeatedly asked for a reconciliation of the accounts.
He averred that seeing the inexplicable refusal of the Zenith Bank to have the account reconciliation exercise, Stallion’s concerns that the bank has been manipulating its accounts became heightened whereupon Stallion decided to undertake an audit of its accounts in the claimant beginning from the year 2012. And that to the Stallion’s utter chagrin, it was discovered that the bank had charged unauthorized and unlawful interests, management fees, COT-VAT fees, finance charges and LC charges to the tune of N18,369,960,000.
He stated that Zenith Bank did not avail Stallion an overdraft facility up to the sum of N500 million. And that the facility offered by the offer letter dated April 30, 2014, was a line facility and the claimant did not at anytime drawdown on the said sum of N500 million.
He stated that the action of the Zenith Bank by moving from one court to the other amounts to forum shopping and an abuse of the court process adding that since Stallion is not indebted to the bank, all the securities pledged for the facility and the Guarantee sought to be enforced herein have been discharged. He added that the allegations of asset stripping is unjustified and unwarranted
The deponent also denied that Mr. Vaswani has in conjunction with other directors of Stallion begun or attempted stripping the assets of “the Respondent” or the personal assets of the Defendant or Stallion. “This allegation is, in all respects, malicious. And that there is no single of evidence that Mr. Vaswani has been privately diverting funds outside Nigeria including but not limited to the United Arab Emirate, in the City of Dubai, United Kingdom, United States, the European Union or anywhere else in the world.”
He stated that Zenith Bank’s allegations and contentions of being owed the sum of N23,388,188,765.49 as at May 12 2020 by Stallion is false, unfounded, unsubstantiated, unjust and unwarranted and that the entire false package of allegations of indebtedness put together and presented in the Zenith Bank’s Affidavit are part of a deliberate strategy to humiliate and end Stallion end and terrorize them into backing down from their legitimate request that there should be a reconciliation.
Justice Oyekan-Abdullahi after hearing various applications filed by the parties said the date for ruling on the objection on marava injunction earlier granted will be communicated to the parties.
She advised counsel to both parties to explore the possibility of Alternative Dispute Resolution (ADR) in the interest of continuity of business relationship adding that it would serve the interest of both parties better if they can reach a mutual resolution of the dispute and continue with their business relationship.