claims $2b derived from settlement belongs to Malabu, not FG The immediate past Attorney General of the Federation (AGF) and Minister of Justice, Mr. Mohammed Bello Adoke, has written to Vice-President Yemi Osinbajo on the controversy surrounding the resolution of the dispute between Shell and Malabu Oil and Gas Limited in respect of Oil Prospecting Lease (OPL) 245, which is now the subject of investigation by the Economic and Financial Crimes Commission (EFCC). Adoke, who said he was in the University of Leiden in The Netherlands studying for an Advanced LL.M Degree in Public International Law, alleged that there was a campaign of calumny and a deliberate attempt to blackmail him. He went on to accuse former Vice-President Atiku Abubakar and the late Sani Abacha family of attempting to smear his reputation with allegations of corruption because of their claim that they were shareholders in Malabu Oil but were shortchanged during the resolution of the dispute. In the letter, the former attorney general said the true facts on the official and professional role he played had become necessary in order to set the record straight in view of the spurious allegations, mischievous and misleading publications on the subject matter. Adoke insisted that except for those whose sole intentions are to denigrate and impugn his integrity for resisting attempts to use his office to further narrow selfish business interests, the transaction was “legitimate, transparent and well documented, and above all, self explanatory”. Adoke narrated the events leading to the dispute over the OPL and said that his office as the AGF acted to protect the federal government from liability resulting from the cancellation of the OPL by former President Olusegun Obasanjo. He said he had already in a letter to the incumbent AGF, Abubakar Malami (SAN), explained in detail the transaction in addition to explaining to him that all necessary documents relating to the transaction are in the office of the AGF. He said: “Your Excellency would upon an objective determination of the distilled issues come to the irrefutable conclusion that at all times material to the resolution of the dispute, conscious efforts were made by the Office of the Attorney General of the Federation and Minister of Justice to safeguard national interest. “Furthermore, in the negotiations, the Office of the Attorney General ensured that all relevant ministries, departments and agencies including the Department of Petroleum Resources (DPR), the Federal Inland Revenue Service (FIRS) and Nigerian National Petroleum Corporation (NNPC) were represented and participated to ensure compliance with extant laws and processes. “It is therefore incorrect and contrary to as widely claimed in some quarters that the money that was paid to Malabu, which was only warehoused in an escrow account, was meant for the Nigerian government and that the country was thereby shortchanged. “Malabu as title-holder of the oil block merely dispensed of her interest in it as allowed by law. This indeed is the case with similar oil blocks allocated to several notable Nigerians who also disposed of their interests to oil multinationals and are enjoying the proceeds without any eyebrow or allegations of corruption.” He also stressed that there was the need to protect the office of the AGF and that whoever occupied the office should not be subjected to unnecessary harassment by the fact that he acted in his official capacity. He said: “Your Excellency may please note that except for those whose sole intentions are to denigrate and impugn my integrity for resisting attempts to use the Office of the HAGF to further narrow selfish business interests, the transaction aforementioned was legitimate, transparent and well documented, and above all, self explanatory. I trust therefore that this brief will afford you the opportunity to dispassionately examine the records and come to a fair and just assessment of the matter.” Adoke said that a few weeks ago, he was informed through the Office of the Director of Public Prosecution of the Federation (DPPF) that the Federal Ministry of Justice was in receipt of a letter from the EFCC inviting him to its office for an interview on the Malabu Oil transaction with Shell/ENI. The former minister said he was however unable to immediately honour that invitation as he was writing the end of semester examinations at the University of Leiden in The Netherlands. He told the vice-president that the invitation from the EFCC to its office for an interview on the Malabu Oil transaction with Shell/ENI was “rather curious, unconventional and mischievous especially as I acted purely in an official capacity and the EFCC could easily have had recourse to the sitting AGF for clarifications since the records are in the Federal Ministry of Justice as government is a continuum”. “I therefore phoned the AGF and notified him of the development and offered a detailed explanation of what had transpired. I also impressed on him the need to protect the office from unwarranted attacks and machinations of those out to destroy it in view of its unique constitutional role in governance. “I followed up by sending him a written brief with a copy of the attached Comprehensive Position Paper to enable him familiarise himself with the transaction in the event that official files in the Federal Ministry of Justice could not, for one reason or the other, be easily traced,” he explained. Adoke said he was aware of plans by some individuals to smear his name with allegations of corruption and bribery, adding that some agents of the Abacha family and one Lawal Abba acting for Atiku, were behind the scheme. According to Adoke, his accusers were angry because they claimed that they were shareholders in Malabu Oil but were shortchanged by the main shareholder of the company, and that he (Adoke) refused to use his official position to help them get their due from the main shareholder. Adoke also alleged that it was also falsely published that he was involved in the Halliburton bribery scandal, when the said scandal predated his tenure. He added that it was during his tenure that the Office of the Attorney General of the Federation in collaboration with the Office of the National Security Adviser (NSA) under the leadership of Gen. Aliyu Gusau and the EFCC proceeded against the companies that were involved in the bribery scandal. The former attorney general said they were able to get the affected companies to pay reparations for ‘reputational damage’ to the country totalling almost $180 million even when by the penal sanctions contained in the country’s laws, the companies would only have paid pittance. “The records are there to show what was achieved and that the monies were paid into the federal government accounts with the Central Bank of Nigeria (CBN),” he added. “It is in this regard that I respectfully urge Your Excellency to carefully consider and ascertain from the documentation supplied, the following facts: (i) that Oil Prospecting Licence (OPL) 245 was granted to Malabu Oil & Gas Limited by the administration of General Sani Abacha, GCFR, in 1998; (ii) that OPL 245 was subsequently revoked by the administration of President Olusegun Obasanjo, GCFR, in 2001 and re-allocated to Shell Nigeria Ultra Deep Limited (SNUD) in 2002 under a Production Sharing Contract (PSC) arrangement; (iii) that at the time of revocation and re-award, Malabu and SNUD had a binding Joint Operating Agreement to exploit the block with SNUD as technical partner to the Venture; (iv) that aggrieved over the revocation, Malabu petitioned the House of Representatives Committee on Petroleum. After a public hearing, the House condemned the revocation and re-allocation to SNUD and recommended that the block be restored to Malabu; (v) that Malabu also sued the FGN and SNUD at the FHC in Suit No FHC/ABJ/CS/420/2003 claiming several declaratory reliefs including an order setting aside the re-allocation to SNUD and a restoration of the block to Malabu. The suit was struck out but on appeal, the parties entered into a settlement dated 30th November 2006 which were executed by my predecessor in office, Chief Bayo Ojo, SAN; (vi) that the Terms of Settlement were filed in court as consent judgment and a key term in the settlement was the restoration of the oil block 245 to Malabu by the FGN,” Adoke explained. He noted that pursuant to the Terms of Settlement, President Obasanjo in 2006 rescinded his earlier revocation and restored the oil block 245 to Malabu. But according to him, at this time SNUD had already expended huge resources of over $500 million to de-risk the oil block under the existing arrangement with the FGN and had found oil in commercial quantities, stressing that this was inspite of the pending litigation instituted by Malabu. Adoke added that Shell was equally aggrieved over the unilateral revocation of the block by the FGN and commenced arbitration proceedings at the International Centre for Settlement of Investment Disputes (ICSID) claiming over $2 billion from the FGN for breach of contract, loss of investment and special damages. “It was under the above circumstances that I, as AGF encouraged a definitive resolution between the parties who themselves had expressed an intention to settle but were untrusting of each other given their antecedents. “Title on OPL 245 at the date of settlement in 2006 and the Resolution Agreement in 2011 were vested exclusively in Malabu subject only to the terms and conditions in the allocation. “The interest of the FGN at the time of resolution in 2011 was to ensure the payment of the signature bonus on the block and that the block was developed to enable the country earn revenue through royalties and taxes,” Adoke revealed. He further stated that consistent with the Nigerian law governing the oil and gas sector and the allocation of oil blocks, the signature bonus due and payable to the FGN amounting to $210 million was duly paid and acknowledged. Adoke also stated that the taxes and royalties associated with oil produced from the block are also now being paid, contrary to the “lies and misinformation being peddled that Nigeria was shortchanged in the transaction”. “At all times material to the resolution of the dispute between Malabu/Shell/FGN one Mohammed Sani who now claims to be Mohammed Abacha was not a party to the transaction and did not disclose any personal or family interest in OPL 245 to the administration of Gen Abdulsalami Abubakar, GCFR, or to the administration of President Olusegun Obasanjo. “Mohammed Abacha did not participate in the negotiations leading to the resolution or settlement agreements. Mr. Abacha surfaced only after the tripartite resolution of the matter between Shell/Malabo and asked that the FGN should request the Office of the Attorney General of the Federation to prevail on the main shareholder of Malabu to respect their interests in Malabu by paying them part of the proceeds. “Rather than use the courts to resolve their internal company issues in Malabu, they have resorted to the use of the apparatus of state to settle scores with imaginary and perceived enemies,” Adoke said.]]>