Court Agrees To Hear Suit Against Obasanjo’s Ex-Aide

A Federal High Court in Abuja has agreed to commence hearing in a suit against the Adviser on Energy during President Olusegun Obasanjo’s administration, Prof. Anthony Adegbulugbe and a firm, Green Energy International Ltd.

Justice Ijeoma Ojukwu, on Tuesday, adjourned till March 23 for hearing after listening to submissions from petitioners’ lawyer, Alade Agbabiaka (SAN) and lawyer to the respondents, A. B. Anachebe (SAN).

Justice Ojukwu ordered parties to regularise their processes before the next date.

At the mention of the case filed by Dr Bunu Alibe and Ayo Olojede, on Tuesday, Agbabiaka told the court that his clients’ petition, dated November 24, 2020 was served on the respondents, who have since responded

Agbabiaka applied for the consolidation of the suit by his clients, marked: FHC/ABJ/PET/20/2020 with a similar one, marked: FHC/ABJ/CS/1390/2020 filed in the name of Green Energy International against Alibe and Olojede, who claimed to have been unlawfully removed as directors of the company by Adegbulugbe.

In response, Anachebe objected to Agbabiaka’s submission, arguing that the respondents have not been properly served with the petitioners’ processes.

Anechebe urged the court not to fix a date for the commencement of hearing in the case until the respondents were properly served.

Alibe and Olojede, in the suit they commenced via a petition, accused Adegbulugbe of a series of corporate misdemeanors, including unilateral usurpation of executive responsibilities, contrary to the provisions of the Companies and Allied Matters Act (CAMA), 2020 and the Company’s Articles.

They claimed to have been unlawfully removed from the board of Green Energy International by Adegbulugbe, who is the Chairman of the company they jointly nurtured to fruition.

The petitioners averred that such decision was contrary to the provisions of CAMA, 2020 and the organisation’s Article of Association.

They want a comprehensive forensic audit be conducted by a reputable audit firm acceptable to the petitioners, on all financial and banking transactions undertaken by the company together with an examination of all bank accounts belonging to the company.

The duo equally wants the court to order that Adegbulugbe ceases forthwith to act and operate the affairs of the company in the dual capacity of Chairman and Managing Director.

While seeking the setting aside of the Annual General Meeting (AGM) of the company purportedly held November 12, 2020, they pray the court for an injunction restraining the company and Adegbulugbe from denying them the rights, emoluments and benefits due to them as Executive Directors

Alibe and Olojede are seeking N250 million in damages and costs for legal expenses and other inconveniences incurred.

They averred that the usurpation of the dual roles of Chairman and Managing Director was done without the necessary board and shareholders’ approval.

This, they added, was contrary to the provisions of Part A, Section 2 (2.7) of the Nigerian Code of Corporate Governance 2018 which provides that “the positions of the Chairman of the Board and Managing Director/Chief Executive Officer (MD/CEO) of the company should be separate such that no person can combine the two positions.”

The petitioners stated that after acquiring the dual roles of Managing Director/CEO and company Chairman, Adegbulugbe proceeded to install two of his sons as Finance Director and Technical Advisor respectively.

They said the acts and conduct of Adegbulugbe not only ensured that his family members dominated the board and management of the company, but also made it clear that the important corporate organs were completely sidelined in the affairs of the company.

Alibe and Olojede stated that while they were directly instrumental to the award of an operating licence by the Federal Government of Nigeria to Green Energy to operate the Otakikpo Marginal Field (OML 11), Adegbulugbe was not initially involved being Energy Adviser in the Olusegun Obasanjo administration.

The petitioners alleged that while they jointly own 25 percent of the company’s shares and respectively occupy the positions of Executive Directors, the control by Adegbulugbe and his family members had become averse to their interests due to opaque financial dealings and questionable decision making.

According to the petitioners, some of the alleged illegal transactions undertaken by Adegbulugbe on behalf of the company, contrary to the provisions of Section 342 of the Company’s and Allied Matters Act, 2020, were in respect of the Project Horizon.

They alleged that it also included the Field Management Services Agreement and Master Services Agreement executed with Schlumberger as well as related contracts totaling $400 million without a board and Shareholders’ endorsement.

Alibe and Olojede alleged that it has been Adegbulugbe’s regular practice to avail the board, after the fact, with scanty information relating to major contracts, financial transactions, and major policy decisions after such contracts have been signed and funds disbursed most often without budgetary provisions.

They argued that it would serve the interest of justice for the court to grant them reliefs which include that all agreements, purchase orders, and contracts executed in furtherance of Project Horizon be cancelled forthwith, re-presented, and subjected to a fresh review.