Abuja Court Dismisses Oando’s Suits Against SEC For Lack Of Jurisdiction

Justice Folashade Olubunmi Giwa-Ogunbanjo, of the Federal High Court, Abuja, on Thursday, February 25, 2021, struck out three cases filed by Oando Plc and some of its directors against Nigeria’s Securities and Exchange Commission (SEC) for lack of jurisdiction.

Delivering judgment, the court struck out all three cases and ruled that it cannot assume jurisdiction to entertain a matter where the subject matter falls outside its jurisdiction under the guise of enforcing fundamental human rights.

The court further held that the Federal High Court lacks jurisdiction to entertain matters arising from the Nigerian Capital Market.

Oando Plc and three of its directors namely, Adewale Tinubu, Omamofe Boyo and Olufemi Adeyemo, the Group Chief Executive, his deputy and Chief Financial Officer respectively, had instituted the cases to challenge the enforcement action taken by the commission in a letter dated May 31, 2019.

Recall that findings from an investigation by the SEC into the company had revealed serious infractions against the plaintiffs amounting to violation of the commission’s Code of Corporate Governance, the provisions of the Investments and Securities Act (ISA) 2007 and the SEC Rules and Regulations. 

Consequently, the commission had ordered the resignation of some board members, while barring Tinubu and Boyo, from being directors of public companies for a period of five years.

The commission also ordered the convening of an Extra-Ordinary General Meeting on or before July 1, 2019, where the company will appoint new directors, as part of measures to address identified violations in the company.

The plaintiffs however prayed the court to hold that their fundamental human rights were violated, because according to them, the SEC did not give them fair hearing in investigating some petitions received by the SEC in 2017 from some shareholders of Oando Plc.

An Abuja High Court had on Tuesday, Justice O A Musa of the High Court of the FCT ruled in a suit instituted by Engr. Patrick Ajudua, a shareholder of the company who averred that the SEC action stopping the annual general meeting of Oando Plc breached his right to freedom of association as guaranteed under Section 40 of the Nigerian Constitution and Articles 9, 10 & 11 of the African Charter on Human and Peoples Rights.

Justice Musa set aside the directive of the SEC suspending/postponing indefinitely the AGM of Oando in violation, breach and contravention of Engr. Patrick’s right and freedom of association and assembly with other shareholders and right to information from other shareholders and Oando PLC; while restraining the commission from acting and /or taking any steps pursuant to the said letter.

Reacting to the judgment, the commission, on Wednesday noted in a statement “that it was never at any time served with court processes with respect to the purported matter at the FCT High court.”

The commission’s management assured that it “will consequently take all necessary steps to verify and set aside the purported decision of the said Court.”

It is not known yet how the recent counter-judgments will affect the much expected political solution to the face-off.

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