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Your Rights As A Shareholder

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The last decade witnessed an increase in awareness about the happenings in the stock market. Until the recent economic recession that adversely affected the stock market, there was a boom in the stock market as more people invested in stock. There were diverse opportunities to invest in many sectors of the economy. Companies, almost on weekly basis, offered different types of shares to the number of stockbrokers who educated and impressed upon members of the public, the need to so invest.

As the awareness spread, more people invested. Some invested because they had heard stories of people reaping huge dividends from stocks while some others just put in their money because everyone was into it. There were people who had first hand success stories who believed it was a long-lasting and safe way to invest therefore they went ahead to invest more.

Gradually, this form of investment which was viewed as the exclusive preserve of the high and mighty caught the interest of people of different strata. In all these, the fact still remains that only people who have made huge investments are interested in their rights in the company while the generality of the people are only interested in cashing their dividend warrants.

Section 114 of the companies and Allied Matters Act, 1990 provides that subject to the provisions of the Act, the rights and liabilities attaching to the shares of a company shall be dependent on the terms of issues and the company’s articles, and notwithstanding anything to the contrary in the terms or the articles, include the right to attend any general meeting of the company; and vote at such meeting. Other rights attached to shares include the right to elect members of the board. Also, a shareholder has the right to initiate proceedings in a court of law and justice for the protection of his personal rights.

As noted above, many of the rights afforded to shareholders are contained in each corporation’s articles of incorporation or bylaws. It is also noteworthy that shareholders generally do not have the right to vote on management issues that occur in the ordinary course of the corporation’s business. Many decisions of the corporation are made by the board of directors or officers  of the corporation, and in most cases, shareholders may not compel the board or officers to take or refrain from taking any action.

Shareholders can protect their ownership rights in their shares by bringing a direct action against a corporation. Such cases may involve contract rights related to the shares; right granted to the shareholder in a statute; rights related to the recovery of dividends; and records of the corporation.

Some cases are not appropriate for direct actions by a shareholder against a corporation. For example, a shareholder may not bring a direct action against a corporation by alleging that an offer breached a fiduciary duty owed to the corporation. Such cases involve all shareholders and are more appropriate as derivative actions. But a shareholder may bring a direct action if he or she has been prevented from voting.

Shareholders may bring suit as representatives of the corporation in a derivative action. Such an action is designed to prevent wrongdoing by the officers and directors of the Corporation or seek a remedy for such wrong doing. These suits are generally brought itself (through its officer and directors)  refuses to bring suit itself.

A party bringing a derivative suit acts as a representative of an appropriate class of shareholders and in the action the shareholders enforce claims that would be appropriate between the corporation and the officers and directors of the corporation. For example, if the officers of the corporation have breached a fiduciary duty owed to the corporation, shareholders may bring a derivative action to protect the interests of the corporation on behalf of the corporation.

While these actions in many cases protect the rights of the corporation and shareholders of the corporation, these actions are often controversial. Shareholders should study the procedural and substantive provisions of statute to determine whether the action is appropriate and determine which formalities should be followed with respect to these actions. It is very important as a shareholder to keep abreast with the terms of issue and the company’s article to fully understand your rights and liabilities as a shareholder.

 

Mercy Oke-Chinda

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Clean Energy For Cleaner Earth

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The modern world in the 21st century needs to jellyroll its old ways and practices that have caused environmental degradation, pollution, global warming, ozone layer depletion culminating in climate change. These ways and practices include greenhouse gases emissions, deforestation which is common in the Third World, air pollution from fossil fuels, desertification, etc; hence the need to embrace cleaner fuel, cleaner energy and cleaner environment.
The Earth is witnessing more natural disasters now than at any period of time occasioned by human factors and natural effects. Deforestation, caused by tree felling without replacement for the purpose of cooking or energy source which is still rampant in developing countries. There is also the melting of glaciers caused by increase in temperature that swells the volume of oceans and seas around the world. Heat wave is now in a greater magnitude in Europe, the Americas and North Africa as recent reports show than at any other time. It also includes the Tsunamis of 2011, especially the one hit Japan and other Islands in Asia, and the Fikushima nuclear disaster with so devastating effect.
The world should not forget in a hurry Hurricane Katrina of 2005 that caused unimaginable catastrophe to the people of USA. There had been some other disasters like typhoons and cyclones affecting the United States and Central America. Only recently, there were wildfires in Canada, the United States and parts of Europe, including Australia. Wildfires also devastated the Amazon forest in Brazil some years ago.
This year, countries like Germany, Belgium and parts of the Netherlands experienced heavy flooding with the water (flood) level reaching very high levels and causing terrible devastation to homes, business, schools, power lines and communication facilities. Also, there has been unusual torrential rainfall coupled with thunder storm/rainstorm leaving in its wake massive destruction of homes and livelihoods in Africa and Asia, particularly South East Asia, West Africa and Latin American countries.
The green house gases emissions which is most common in the advanced countries of the northern hemisphere sometimes described as high income nations, has contributed a lot to ozone layer depletion and global warming. And they are not doing much to cut back emissions level as agreed in the protocols adopted at the World Climate Convention of 1992 in Rio de Janeiro, Brazil, the Kyoto Climate Convention in Japan and other such conventions.
Declining green vegetation and inadequate forest resource in most of our urban and rural settlements due to urbanisation and massive construction of roads, buildings, dams and power stations and other harmful human activities as deforestation for different purposes have all contributed in no small measure to cause global warming and environmental degradation.
In this millennium, governments all over the world and humans have done much harm to the environment and the ecosystem than any other. Also to be blamed is the global dependence and use of fossil fuel for running the industries, machines and automobiles and to power homes and factories. Added to the above factor is the reluctance or unwillingness of governments to take a more pragmatic approach and action against harmful acts and practices that degrade the environment and pollute the air, atmosphere thereby contributing to ozone later depletion and climate change.
Worthy of mention is the action of the President Barak Obama administration of the United States who took a hard stand and came on heavily on the oil giant British Petroleum (BP) when they polluted the Gulf of Mexico from their negligence. He ordered them to clean up the environment, pay compensation for the damage and to stop all of their operations.
Our ecosystem, marine life, the wetlands, seas, oceans and rivers, the animals, insects, birds, microbes and micro-organisms, including the green vegetation would thrive well and better with cleaner environment. Any wonder the new paradigm is cleaner fuels, cleaner energy and cleaner environment. This new modern technology that has been embraced and put in use by some advanced countries of the world include wind energy, solar energy and gas-powered energy, nuclear energy etc.
The cleaner energy and cleaner fuels (also known as renewable energy) have come to stay and have done so much good to mitigate climate change, ozone layer depletion and global warming. This renewable energy is the energy for the future and the right way for the world to go. Environmental friendliness and respect for the rights of the environment will guarantee cleaner and healthier air/atmosphere with a safer and better ecosystem. Also, the bio-diversity will be preserved.
It was observed by an American scientific journal two decade ago, that ‘a summer heat wave in western Europe killed 15,000 people in France, and it went further to state that, like other extreme climate events … it is expected to become more common’. Furthermore, it was observed that the strongest El Nino in 100 years that made global temperature spike occurred and in 2005 the temperature trend is on an upward rise.
These observations and quotes lend further buttress the reality and fact of global warming and the ozone layer depletion. As opined earlier, solar energy — one of the cleaner fuels and cleaner energy — is energy generated from the sun rays absorbed by a panel of photovoltaic cells and which can generate considerable amount of power when exposed to the sunlight and has capacity to store energy for long use even if there is no sunshine like when it is raining or so. This makes it very suitable for countries in the tropics where there is abundant sunshine all year round.
Also in parts of the world or countries that enjoy sunshine for some parts of the year. This solar energy is clean, safe, convenient, very reliable and environmentally friendly; likewise the wind energy, which is derived from windmills driven by the force of the wind and generates power by the force that drives the turbines to produce electricity. You can have many windmills in a location called wind farm, and their combined force can power a large town or city. Again this energy is clean, convenient, reliable safe and environmentally friendly.
Similarly, nuclear energy which is got from uranium can be used to generate electricity by a nuclear reactor that can power large towns, cities and industries. To generate electricity for peaceful purpose not for military purpose and you would need to get approval from the International Energy Agency (IEA). It is also a clean, reliable, convenient and environmental friendly mode of generating electricity.
Lastly, gas powered energy is another cleaner way and mode of generating power through driving electric motor-turbines by gas energy to produce electricity. This mode of energy and power is very reliable, clean and convenient. Additionally, our environment would be healthier, safer, even life expectancy and longevity in our communities and countries would be enhanced and better livelihoods or our means of sustenance would be guaranteed and protected. Since our ecosystem, atmosphere, seas, oceans, rivers, wetlands, vegetations and forests, animals, insects, and birds sustain life and existence.
There is a strong need to preserve nature, especially our endangered species. Most of these species are already going extinct. But if our forests are allowed to be what they are meant to be, our marine life, lands, microbes and micro-organism would thrive and have a friendly environment and habitat for a more sustainable planet. In Africa, and particularly the Niger Delta where there has been extensive exploration and production of petroleum, the environment has suffered extensive degradation and pollution which has increased global warming and ozone layer depletion. This has led to devastation of livelihoods, marine life and the ecosystem. And it needs proper and adequate remediation.
The world governments, leaders and international organisations must do more to mitigate climate change, ozone layer depletion and global warming. And of course, the Earth would be a better, happier and healthier planet if we go for cleaner fuels, cleaner energy and an environmentally friendlier globe.

By: Samson Ayooso
Ayooso wrote from Port Harcourt.

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Discovering Your Life’s Purpose

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What is Purpose?
Discovering one’s purpose is discovering what one needs in life. Discovering what you are meant to be in life. Not what you want to be but what God wants you to be in life. You can never discover your purpose without the help of God.
Ask Yourself Some Questions
You can discover your purpose when you start asking yourself some questions and give answers to such as “what do I need in life?” (Your purpose in life) by finding your purpose, you will know what you need in life and life will be easy for you. Sometimes, we want every good thing in life but what really matters is not what you want but what you need in life. People respect you when you discover your purpose and start making serious decisions. God is your creator and what he needs from you is your purpose. Discovering your purpose on time makes you more successful in life, you need to focus on the present, look forward, think big, do what you love, stay positive, be persistent, get the job done, fight for something you believe in. To be a successful being in life, you also need to manage your time effectively.
Sometimes, people find themselves doing or studying what they don’t need. Your potentials determine your purpose in life, don’t feel bad on yourself because, with the right information, your purpose is sure. You will get to a place in life and these things will be very useful to you.
Nothing happens as a mistake; they all have their purpose to fulfill in life. Spend at least one hour or thirty minutes every day to do what you have passion for.
Time Management
Time management has a very big role to play in discovering one’s purpose in life. Why most people suffer a lot in life is because they waste too much of their time doing nothing. We sleep too much; we rest too much; let’s make every moment to be useful. Sleeping too much won’t do us any good. Push yourself because no one else is going to do it for you. The fact that you are not where you want to be should be enough motivation.
Life without purpose is time without meaning. It is useless to keep ample time if there is no end towards which we are moving. God calls you in this world for you to discover your purpose and work towards it. Your plans cannot change God’s purpose. What God calls for, he provides for.
Sometimes people will say I want to be rich in life. If you said so, fine, then learn how to manage your time and discover your purpose in life. Most times, our parents do destroy our destiny by forcing us to study what we are not meant to just because they had a dream of studying it but were not opportuned to. Parents should ask knowledge from God so as to know what their children need in life.
Procrastination can damage you from going far in life. To be successful and fulfill your purpose in life, you need not to postpone what should be done now. Procrastination is a grave in which opportunities are buried. In life, many people have missed their chance of success because of postponement.
All the pain of yesterday can be forgotten tomorrow if we know how to manage our time effectively and discover our purpose in life. For your management of time not to be in vain, you need to concentrate on one thing such as what you love to do, because it is no good to do everything at the same time (he who is everywhere is nowhere).
Everybody wants to go to school, have their certificates, and be a hard worker in life. But is that all there is in life? Imagine if everyone in the universe goes to school, have their good certificates and work in very good places in life, then who will be the cleaner? Who will be the security guard? Who will be the house maid? How you see life is much more than you think. Purpose is only found in the mind of the creator. Only God knows the purpose for your life.
Now you can see why everybody cannot be rich in this life; neither will everyone be poor in life. The term rich would not exist if there are not poor people existing in this world. The terms rich and poor are given because people have and people lack.
You can never change how you have been created and what you have been created for no matter what. You being a cleaner is because there must always be someone dusting up the place. If there is a man to dust, there will always be a man to clean up also. If your purpose is to be a cleaner, be the best cleaner ever. Cleaning is not just ordinary, you can achieve excellence in cleaning. Excellence in doing ordinary things extraordinarily well.
Every product is produced by purpose, for a purpose, and all things begin and end with purpose. Your existence is an evidence that this generation needs something that your life contains.
The reason why you exist in your family is because there is something that has to be done in your family and it’s only you that can do it; no one else. If you are born into a poor family it’s not your fault, but it will only be your fault if you remain there, because you have been born in to a family to make great things happen by managing your time and discovering your purpose in life.
You can start by having a time table in your house such as time to study, time to do what you love, what you have passion for. And in the process of studying, anything you seem not to understand, you do well to ask someone that knows it more than you. Don’t feel shy to ask because no one knows everything but everyone knows something.
You can also help others to discover their purpose by changing your mindset, especially with the way you think and the way you communicate with them. Let people see you as a person that really knows your purpose in life. Let people see your good lifestyle and try to build theirs also.
Always do things at the right time. Or better do something even if it is late than not to do it at all. Conclusively, a man can’t exist without having a purpose in life, your existence is an evidence that God has a purpose in you and this purpose can be discovered with the help of God, and also by management of time. I know we can’t help everyone, but everyone can help someone. We can change the world by fulfilling our purpose in life. Nothing is impossible.

By: Endurance Osadebe
Osadebe wrote in from Eastern Polytechnic, Port Harcourt.

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Re: Wike, Combat And Cant: Negative Criticism Taken Too Far

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Our attention has been drawn to the article published in the “Hardball” column of The Nation Newspaper on Tuesday, September 28, 2021, titled: “Wike, Combat and Cant” and we cannot help but laugh once again at the manic obsessiveness, which the author of this particular ‘Hardball’ segment, has with everything that has to do with Governor Nyesom Wike.
However, what is rather very disturbing in this constant display of professional mercantilism and the unrestrained effort to mislead the people and misinterpret every action and comment of Governor Wike.
One must say, it is rather shameful for a journalist to resort to the penchant of subtle, yet crude and dangerous slander, to attack anybody who dares to challenge the status quo.
Governor Wike’s remarks at the Interdenominational Thanksgiving Service in commemoration of the Nation’s 61st Independence Anniversary, at St. Paul’s Cathedral, Diobu, Port Harcourt, on Sunday, September 26, 2021, represents the heart cry of every patriotic Nigerian.
Those who listened to his comments, will also agree that the summary of what Governor Wike said was that enemity, hatred, division have become the definining indices of Nigeria today at 61 years.
He said Nigeria is a dysfunctional nation, where the judiciary has been intimidated, children are not in schools and doctors not in hospitals as a result of endless strikes. According to him, credible elections cannot be conducted and the National Assembly has become a place where anything goes in favour of the government in power, even if it is not in the interest of the people.
Sadly, only Nigerians who are feeding fat from such a country and indeed journalists like the author with his obvious anti-libertarian counter progressive propaganda, which promote and protect the interest of these individuals, will disagree with Governor Wike’s observations and even go ahead to cast puerile aspersion with pedestrian examples on his comments.
Suffice it to say that at a time when majority of Nigerians have been numbed into a development hiatus by the overwhelming suffocation of poverty, censorship, insecurity, nepotism, administrative ineptitude and a certain form of political autocracy which have all been elevated dangerously to statecraft and existential norm, a journalist who should professionally serve as the voice and conscience of the people has become the very instrument to justify these anti-development onslaught on the people.
What is even more worrisome is the realization that the author, rather than raise alarm over the deliberate polarization of the country along all the major incendiary fault lines of ethnicity, religion, partisan seclusion, intimidation and persecution, selective inquisitions and all the divisive tendencies which have sadly reversed all the gains made over 61 years, has now embraced the fifth column business of hounding those who speak up against these ills.
To even describe Governor Wike’s comments during that interdenominational church service, as “combat and cant’ as the writer did with misplaced elitist authority, is so unfortunate that it shamelessly exposed the real hypocrisy of a journalist and his sponsors, who are not only living in regrettable, unpardonable denial, but are the very dangerous ilk who are constantly and deliberately subverting national consciousness and turning the glaring truth of what Nigeria has become, on its head.
It is indeed a crying shame that we have in the last six years, transformed quite pathetically, into a nation where for example, state Governors, whose voices ought to be resonating loudly against the impunity that undermines our democratic federalism, have been brow-beaten into a complicit silence, as we watch in helpless horror, the systematic regression and overhaul of a nation’s development garnered painstakingly over 61 years.
Nigeria has never been more divided at any time in its 61 years history than it is today. The country is presently in a dangerous connundrum of identity crises stoked and fuelled by the continued endorsement and justification of leadership impunity and docility by the likes of the writer. Is it any wonder therefore that Governor Wike’s voice is the only one resonating loudly, clearly and independently against these manifestation, as we celebrate the auspicious occasion of our independence as a country that is 61 years old?
Ironically, even many of the leaders who have chosen to couch these desperate times in hopeful platitudes, celebrate the reversal of national essence with choice phrases and pretend with motivational innuendos that a nation which totters precariously on the brink of self implosion and immolation, is making progress, know deep down in their hearts that they are lying to their people.
Governor Wike has proven time and again that he is a courageous, bold, focused and determined leader, who will say a thing like it is and not address it by any other name, just to sound politically correct and please some people.
By the way, at the end of his exhortation, Governor Wike called on the congregation, with the permission of the Church, to join him and the choir to sing the first and last stanzas of the Hymn, SSS 577: “I need Thee Every Hour”. This was indeed quite apt and poignant, to capture the mood and state of affairs in our country today.
There’s definitely no doubt whatsoever that Nigeria needs help at this time in our nation’s evolution, as we celebrate 61 years of Independence.

Nsirim is the Commissioner for Information and Communications, Rivers State.

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