By Yusuf Burga
Situated on a landmass of 4.5 hectares in Daki Bui, Jabi in Abuja, Whiteplains British School, founded in 2007 by a group of visionaries led by Dr Francis Nwufoh, is a product of the desire by some Nigerians in Diaspora to redefine excellence in education.
Whiteplains, which runs both Nigerian and British curricula, offers a range of educational services including from pre-school to university degree foundation courses. The school is listed as one of Nigeria’s centres of Edexcel Academic qualification and is a provisional member of the Council of British International Schools and the New England Association of Schools and Colleges, WBS.
The school with two campuses has top-class facilities for academic pursuits, sports and extracurricular and is a recipient of several awards including a Special Consultative Status with the United Nations, Platinum Award for Education Development in Federal Capital Territory- 2013, Best Secondary School-2012 by the Institute of Government Research & Development; Teen ICT Favorite School Award – 2010 and 2013, Africa Entrepreneurs Merit Award, Nigeria Entrepreneurs Award, and several others.
Perhaps impressed by Whiteplains’ accomplishments so quickly and its abounding potentials to reach even loftier heights, First Bank of Nigeria Plc in 2013 approached the college with a loan offer. Even though the school was already indebted to GT Bank Plc to the tune of millions of Naira, Nwufoh said the First Bank loan offer was seen as a harmless offer, but with benefit of hindsight, it is now clearly a Greek gift. He wished he never accepted it.
Barely a month after the First Bank loan was given; everything Whiteplains had built since inception almost came crashing down. Dreams turned to nightmares as a money disagreement turned into a bitter legal battle that will soon shift from the courtroom to the streets, culminating in a takeover manoeuver that saw agents of the bank mounting a blockade with the help of a detachment of policemen.
The birth of a crisis
Court documents obtained by The Education Tide show that before First Bank came with its offer, Whiteplains had an existing loan obligation to Guarantee Trust Bank (GTB). The school’s relationship with GT Bank (GTB) dates back to 2008 when Dr Nwufoh sought and got a N70 million credit from GTB to acquire the land where Whiteplains School is currently located.
Following the prompt repayment of the loan, GTB offered to provide another N390 million loan to facilitate the development of the school and the provision of key infrastructures. The GTB loan was still running when First Bank appeared with an offer to Whiteplains to grant another commercial mortgage loan.
Nwufoh explained that he was interested in the offer on condition that First Bank would first pay up the school’s indebtedness to GTB (about N430 million), in addition to another N200 million facility to help complete the development of the school’s permanent site, including the construction of the administrative block, classroom blocks, examination hall, science laboratory, assembly/graduation auditorium, library, dining hall, male and female hostels and principal’s quarters.
To formalise the banking relationship, First Bank wrote to GTB for the updated status on Whiteplains’ loan with it. Before signing the final agreement on June 26, 2013, First Bank paid off Whiteplains’ indebtedness to GTB and took over the loan, along with all securities documents used as collateral, including Certificate of Occupancy No. db6uw-61c0z-6dc6r-b7deu-10 dated August 2005.
An additional provision was made for another N200 million facility to take care of furnishing and running costs for the school, bringing the total loan to about N630 million. Under the agreement, part of earnings from school fees would be used to service the loan and the balance for the running of the school.
In depositions by its lawyers stating its side of the story, First Bank averred that it granted Whiteplains British School Limited a loan/credit facility of N630 million via an offer letter dated 26th June 2013 which was duly accepted and drew on by the school and Nwufoh.
The bank further stated that “out of the N630 million granted Whiteplains, N457,734765.75 was used to liquidate the school’s indebtedness to GTB while the balance of the loan facility was used by Whiteplains British School Limited.”
An investigation by The Education Tide reveals that the root of the problem between Whiteplains and First Bank is how this balance was used.
Whiteplains British School, represented by Mike Ozekhome’s Chambers, said that First Bank’s account of the matter is “replete with lies and half-truth.”
The lawyers said that out of the N690 million loans, N390 million was for repayment of GTB loan; N100 million for completion of the ongoing construction of school blocks and N200 million for school running cost.
Whiteplains said these arrangements, being reasons for which it took the loan, were completely disregarded by First Bank.
Chukwuma Ume, a Senior Advocate of Nigeria (SAN), one of the Whiteplains lawyers, said that trouble began shortly after the N200 million loan was credited to the school’s account with First Bank. Hardly had the money landed in the school’s account than First Bank deducted over N188 million. The bank refused to give reasons for his actions.
Whiteplains said that initially, First Bank claimed the whooping deduction was for running cost but following protests and a series of demands for further explanation, the bank said it was for “perfection of deed documentation.”
Because the N200 million was meant for administrative purposes, including payment of salaries to teachers and other categories of workers, Nwufoh said First Bank’s action led to the school being unable to meet its running cost for three months as it lacked funds.
This twist in its affairs was paralyzing as the school became unable to meet its basic financial commitments. And it took its toll on the entire school operations including an exodus of teachers.
Despite inflows from tuition and other fees into the school’s account with First Bank, the college was cut off from funds to meet even the most basic of obligations.
Unravelling a mystery
To escape gruelling starvation of funds to run its business, Whiteplains British School said it opted to route tuition fees to other banks just to stay alive.
But First Bank soon took Whiteplains School to court alleging breach of the loan agreement.
Curiously, the school’s lawyer said that while in court, First Bank’s application never made any reference to or claims of any monetary debt by the school, or demanded the court to help recover its loan, but rather, First Bank’s interest was on the receivership of Whiteplains School premised on a purported Tripartite legal Mortgage agreement authorizing the transfer of the ownership rights of the school.
The Tripartite agreement allegedly drafted by Muftau Ande, lawyer, was purportedly signed between the directors of Whiteplains School (Nwufoh and his wife) and the widow of Lycious Ibe (the man who owned the company that sold the land to Nwufoh on which the Whiteplains School currently sits) and his son, Emeka, as directors of France-Lee Nigeria Limited.
Although Justice Binta Nyako ruled in favour of First Bank, she ordered the bank to release the title document it was withholding to Whiteplains School to enable it to sell to repay the loan. In addition, First Bank was asked to agree on an arrangement with the owners of Whiteplains on how to collect its loan to term without disrupting the payment of teachers’ salaries.
Furthermore, the bank was advised to ensure it performed its duties “without being obtrusive in the affairs of the school so as not to traumatize the students.
Following the court ruling, Whiteplains School agreed to structure an arrangement where all tuition fees were paid into its First Bank account to service the loan repayment obligations. Other revenues were directed into accounts in other banks to take care of teachers’ salaries.
This arrangement subsisted for a while until Whiteplains alleged that the tripartite arrangement on which the court based its judgment was fake. The school proprietors, Nwufoh and his wife, why crying foul, said the tripartite agreement was a strange document none of them had ever seen before. They said the only way their signatures could have been on the document was either by forgery or super-imposition.
Also, Mrs Ibe, a purported signatory to the agreement alleged that her signature on the document was forged and that in all her life she had never had any dealings with First Bank or its agents. She also insisted that her son’s signature was also forged, claiming that he lives in the UK and the last ten years returned only once to Nigeria for his father’s funeral. The tripartite agreement was supposedly signed by him months after he had returned to the UK as shown by his travel documents.
Another shocker came in the form of a video seen by The Education Tide showing one of the lawyers in the tripartite agreement distancing himself from the document. The lawyer was being questioned by a House of Representative Committee on Public Petition.
Whiteplains lawyers said they have applied to the Corporate Affairs Commission (CAC) and obtained the certified true copy of the tripartite agreement. A review of the document threw up even more startling discoveries. Beyond the agreement, there was another document attached to the Tripartite Agreement sent to CAC ostensibly to create the impression that the directors of France-Lee Nigeria Limited gave their consent.
On two supporting documents, Dibiaezue Chuks, who claimed to be counsel to France-Lee Nigeria Limited, also signed as a lawyer representing First Bank.
(to be continued).
