A legal dispute concerning the ownership of First International Bank (FIBank) has been referred back to the Supreme Court of The Gambia. This significant development marks the continuation of a protracted legal battle that has drawn attention to corporate governance and the intricacies of international business transactions in the region. The protracted case pits Slok Nigeria Limited and its subsidiary, FIB Group Limited, against Mauritius-based entities Lilium Grays Limited and Lilium Holdings Limited. These two companies, both registered in Mauritius, are central to the ongoing controversy over FIBank's control. Lawyers representing Slok Nigeria and FIB Group applied in March 2024 for permission to serve legal documents on the managing director or company secretary of Vista Bank (Gambia) Limited. This application was a critical step in their efforts to advance the case. Reports indicate that figures cited in one filing claimed combined share percentages exceeding 100 per cent, adding complexity and raising questions about the accuracy of corporate records in the continuing legal challenge. The dispute has now returned to the highest court in The Gambia, indicating its profound legal and financial implications for all parties involved.
Decade-Long Legal Battle Unfolds
The ownership dispute over FIBank has persisted for nearly a decade, evolving through various courts and legal challenges. The genesis of the current conflict traces back to a share purchase agreement dated November 26, 2015. Under the terms of this agreement, the Lilium companies had agreed to acquire First International Bank for US$4 million. This agreement forms the foundational document around which much of the subsequent legal wrangling has revolved.
On April 11, 2017, the High Court issued a ruling in favour of Slok Nigeria Limited, marking a significant victory for the Nigerian firm at that stage of the proceedings. The High Court, presided over by Justice Martins U. Okoi, subsequently ordered the Lilium companies to pay D1 million in damages for breach of the agreement, in addition to D50,000 in costs. This judgment provided a clear financial penalty against the Lilium entities for their failure to adhere to the terms of the share purchase agreement. The decision by Justice Okoi showed the High Court's view on the merits of Slok Nigeria Limited's case at that time.
However, the legal landscape shifted in 2021 when lawyer Lamin A. Ceesay, representing the Lilium companies, initiated proceedings before the High Court aimed at overturning the 2017 judgment. This move demonstrated the Lilium companies' determination to challenge the previous ruling. Justice Ebrima Jaiteh granted this application, effectively setting aside the previous judgment delivered by Justice Okoi. Justice Jaiteh's decision introduced a new layer of complexity, nullifying the earlier High Court ruling and reopening the core issues of the dispute. Slok Nigeria Limited then swiftly challenged Justice Jaiteh’s ruling, filing a notice of appeal dated January 28, 2021. This appeal sought to reinstate the original judgment in their favour and contest the grounds on which Justice Jaiteh's decision was made. Lawyer Ceesay has consistently maintained that the Lilium companies have no affiliation with Vista Bank. "Lawyer Lamin A. Ceesay has argued that the Lilium companies have no connection with Vista Bank and that service should not have been effected through the bank," he stated, noting a key point of contention regarding the appropriate method of serving legal documents.
Service Challenges and Vista Bank Scrutiny
The current Supreme Court proceedings focus on an appeal against a Court of Appeal decision that permitted court documents to be served on the managing director of Vista Bank (Gambia) Limited. This specific aspect of the case shows the procedural hurdles encountered by Slok Nigeria Limited and FIB Group Limited in their pursuit of legal redress. Repeated efforts to serve the Lilium companies directly reportedly failed, prompting the application for substituted service. The inability to directly serve the Mauritius-based entities presented a significant obstacle, leading to the necessity of seeking alternative methods of notification.
The Court of Appeal granted this request in June 2024, authorising service through Vista Bank's managing director. This decision by the Court of Appeal was a key turning point, providing a pathway for the legal process to continue despite the difficulties in direct service. The authorization by the Court of Appeal to use Vista Bank for service has drawn considerable attention to the bank's own corporate filings and its perceived connections to the Lilium entities.
This development follows earlier attempts by lawyers representing Slok Nigeria and FIB Group to serve legal documents on the managing director or company secretary of Vista Bank (Gambia) Limited in March 2024. The consistent targeting of Vista Bank for service suggests that the plaintiffs believe there is a substantive link between the bank and the Lilium companies.
According to information contained in the Annual Returns filed by Vista Bank, LH Financial has been listed as a shareholder, holding 94% of the shares. These filings provide an official record of the bank's ownership structure. However, an examination of the 2025 annual return shows that neither Lilium Grays Limited nor Lilium Holdings Limited—the two Lilium entities central to the ownership dispute—are listed as shareholders within Vista Bank's official filings for that year. This discrepancy adds a layer of complexity to the ongoing legal efforts to establish a definitive connection for service of process, and it fuels the arguments made by lawyer Lamin A. Ceesay regarding the lack of affiliation. The contrasting information across different annual returns further complicates the understanding of the true corporate relationships at play.
Background and Shareholder Discrepancies
The ongoing dispute centers on a share purchase agreement dated November 26, 2015, under which the Lilium companies agreed to acquire First International Bank for US$4 million. This agreement is the contractual cornerstone of the entire legal conflict. Annual returns filed by Vista Bank list LH Financial Holdings as a major shareholder, utilizing an address in Mauritius that is associated with the Lilium companies. This geographical and corporate overlap has been a key factor in the plaintiffs' argument for substituted service. These same returns also identify Lilium Holdings Limited as a shareholder, directly linking one of the defendant entities to Vista Bank's ownership structure in certain filings. According to the filings, Lilium Holdings Ltd holds 1% of the shares, a detail that, while seemingly small, is significant in the context of establishing a relationship for legal service.
Additionally, the 2025 annual return lists Orji Uzor Kalu as a shareholder. The inclusion of Orji Uzor Kalu, a prominent individual, as a shareholder in the 2025 annual return provides another piece of the complex ownership puzzle. However, a critical point of contention arises from the fact that according to the 2025 annual return, neither Lilium Grays Limited nor Lilium Holdings Limited are listed as shareholders. This absence in the most recent filing directly contradicts the earlier mentions and the plaintiffs' assertions of a continuous link, thereby complicating the legal strategy for serving the Lilium companies. The figures cited in reports have also presented a challenge, with the combined share percentages listed in one filing exceeding 100 per cent. This mathematical impossibility shows potential irregularities or inconsistencies in the corporate documentation, further muddling the clarity of ownership and corporate affiliations. The Supreme Court of The Gambia now faces the task of navigating these intricate details and conflicting records to deliver a definitive resolution to this protracted and complex ownership dispute.
