The planned Annual General Meeting (AGM) by Nigeria’s energy giant, Seplat Energy PLC scheduled for 10th May has suffered a huge setback as the Federal High Court sitting in Abuja has ordered parties to suit number FHC/ABJ/PET/8/2023 not to tamper with the res until issues in the suit are resolved.
The ruling was made by Justice Inyang Ekwo in the suit brought by Boniface Okezie, Bon. Bright Nwabuogwu, John Isesele, Okonkwo Timothy, and Augustine Ezechukwu, Petitioners/Applicants, against Seplat Energy PLC; company CEO, Mr. Roger Brown; Board Chairman, Mr. Basil Omiyi, as well as Independent Non-Executive Directors of the company, Dr. Charles Okeahialam, Prof. Fabian Ajogwu, Rabiu Bello, Mrs. Bashirat Odenewu, Emma Fitzgerald, Mrs. Edit Onwuchekwa (Company Secretary/Legal Adviser), and the Corporate Affairs Commission.
The implication is that the AGM could not go until the next adjourned date, which is May 31, 2023.
The ruling was handed at the hearing of a Motion on Notice for interlocutory order restraining the directors (INEDs), being the Respondents in the suit, from holding the AGM.
However, the court, upon learning that some of the Respondents were yet to be served, directed that they be served before the matter could be taken.
Recall Fabian Ajogwu, a Senior Advocate of Nigeria days ago resigned from the board of Seplat Energy Plc.
According to Omonaijablog, “Ajogwu, a foremost Professor of Corporate Governance and Senior Advocate of Nigeria (SAN), cited unwholesome conduct by some people external to Seplat, but nonetheless resolved to negatively distract the Board of Seplat thereby militating against the smooth operations of the company.
“His arrival on the board in July 2021 saw him bring the benefit of corporate governance experience from his works and teachings, including the benefit of having drafted Nigeria’s pioneer code of corporate governance, chaired NCC telecoms Code and assisted with the National Code of Corporate Governance as a member.
“It is understood that he will remain a Board member until October 2023.”
But in this fresh crisis, Counsel to the Petitioners, Onuoha, told the court that the matter brought by his client was time and sought an order restraining Seplat and other Respondents from overreaching the substance of the matter.
“In the circumstance, we apply for an adjournment, but we urge the Court to warn the Respondents because our application is time bound. The 2nd to 9TH Respondents are in the process of convening an AGM. We urge the Court to warn them not to do anything to overreach them”, he stated.
After listening to Kalu Onuoha, Esq. of Counsel for the Petitioners; Wole Olanipekun, SAN, of Counsel for Seplat; Matthew Burka, SAN, of Counsel for Roger Brown (who held brief of Dr. Hassan Liman, SAN) of Cousel for Rabiu Bello and Emma Fitzgerald, Uzoma Azikiwe, SAN, of Counsel for Basil Omiyi, O.A. Omonuwa, SAN, of Counsel for Dr. Charles Okeahialam and Prof. Fabian Ajogwu, and Prof. Taiwo Osipita, SAN, representing Mrs. Bashirat Odenewu and Mrs. Edit Onwuchekwa, Justice Ekwo ruled: “Parties are hereby ordered not to tamper with the res until issues are resolved.
“Case adjourned to 31st May, 2023 for Respondents to show cause”.
Emphasizing the order not to tamper with the res, Justice Ekwo stated:
“Chief Olanipekun (Counsel for Seplat), when the parties have submitted to Court, it is something you teach always that parties should hold themselves, restrain themselves from doing anything that will affect the res until the issues are resolved”.
