The Supreme Court of Nigeria
Holden on Friday The 14th Day of December 2018
Holden on Friday The 14th Day of December 2018
Musa Dattijo Muhammad
Kumai Bayang Akaahs
Amina Adamu Augie
Paul Adamu Galumje
Sidi Dauda Bage
Justices, Supreme Court SC. 184/2009
Oil & Gas Export Free Zone Authority——Appellant
- T. C. Osanakpo (SAN) ——————— Respondent
[Doing Business as Dr. T. C. Osanakpo & Co.]
Judgment Delivered by Amina Adamu Augie, JSC
Judgment Delivered by Musa Dattijo Muhammad, JSC
Judgment Delivered By Paul Adamu Galinje, JSC
The Appellant retained the Respondent, who is a legal practitioner and Senior Advocate of Nigeria, to provide legal and consultancy services in respect of two of its projects at Onne, in Rivers State.
In the two letters conveying the terms of the retainership and scope of his services, both dated 30/4/2003, it was expressly stated that Respondent’s “legal fees shall be negotiated and discounted”. The Respondent later forwarded Bills of charges dated 21/7/2003 for the sums of N12,000,000.00 and N18,000 000.00 to the Appellant, but the Appellant only paid him a total sum 9,000,000.00.
The Respondent’s demands for the balance of N21, 000,000.00 were not met. Whereupon, he filed an action against the Appellant at the High Court of Rivers State, wherein he claimed as follows
- The sum of N18,000,000.00, which represent unpaid legal fees owed by the Defendant (Appellant) to the Plaintiff [Respondent] from instructions of the Defendant [Appellant] contained in its letter dated 30/4/2003 in respect of the contract for infrastructure at the Defendant (Appellant)’s heliport project at Onne.
- The sum of N3,000,000.00 being the balance of legal fees owed the [Respondent] by [Appellant] which arose from the (Appellant)’s instruction contained in another letter dated 30/4/2003 to act as its legal consultants in respect of the Build, Operate and Transfer (BOT) Agreement of (Appellant)’s Heliport Project at Onne; and
Ill. 10% interest on the judgment sum from date of Judgment until the Judgment debt is fully liquidated.
By a Motion Ex Parte filed at the trial Court, the Respondent sought and was granted leave to enter the Suit under the Undefended List. The Appellant subsequently filed its Notice of intention to Defend, wherein it raised the following Preliminary Objections that
- The Defendant herein is an agency of the Federal Government of Nigeria established under Section 2(1) & (2) of the Oil & Gas Export Free Zone Authority Decree, 1996.
- The subject matter of this Suit to wit, an alleged breach of a contract between the Plaintiff and the Defendant is an administrative or management action/decision of the Defendant, which is an agency of the Federal Government of Nigeria by virtue of Section 251(1), (q), (r) 8: (s) of the Constitution of the Federal Republic of Nigeria, 1999
- By virtue of the statutory and constitutional provisions set out in 1 8i 2 above, the Subject matter of this Suit falls outside the jurisdiction of the High Court of Rivers State and this Honourable Court is most respectfully urged to decline jurisdiction and strike out the Suit.
After hearing arguments on the Objection, the learned trial Judge, lragunima, J, delivered his Ruling on 14/6/2005, and followed it up immediately afterwards with his Judgment on the substantive Suit. He concluded as follows in his Ruling on the Preliminary Objection
‘’I cannot but come to the conclusion that the Preliminary Objection is misconceived and that the Affidavit in support of the Notice of intention to Defend does not disclose a defence on the merit, in my view, I shall, therefore, pursuant to Order 23, Rule 4, Rules of this Court, 1987, enter Judgment for the Plaintiff in this matter’’.
He then held as follows in his Judgment on the substantive Suit
‘’The failure of the Defendant to reply Exhibit G, demanding payment for professional services constitutes an admission of liability by the Defendant and lends credence to the Plaintiff’s side of the case The Defendant, therefore, clearly, does not have any defence on the merit to the instant action. Judgment is, therefore, entered for the Plaintiff, against the Defendant in the total sum of Twenty-One Million Naira, being legal fees owed the Plaintiff by the Defendant, from instructions of the Defendant in two letters, both dated 30/4/2003. It is the further Order of this Court that the Defendant shall pay interest on the said Judgment sum at the rate of 3% from the date of the Judgment until the Judgment debt is liquidated. The Plaintiff is entitled to N5, 000.00 Cost’’.
Its Appeal to the Court of Appeal was dismissed, and the Appellant has appealed to this Court with a Notice of Appeal containing three rounds of Appeal.
ISSUE FOR DETERMINATION
Whether the Court of Appeal was right when it held that the High Court of Rivers State had the requisite Jurisdiction to entertain the Respondent’s claim against the Appellant having regard to the Appellant’s undisputed status as an agency of the Federal Government of Nigeria.
Appellant’s contention in this Appeal is that the Respondent’s claim was heard without jurisdiction and in breach of Section 251(1) of the 1999 Constitution [as amended], and decisions of this Court in NEPA V. Edegbero & 15 Ors (2002) 18 NWLR (Pt. 798) 79, and that of the Court of Appeal in Lower River Basin & Rural Development Authority [L.R.B. & R.D.A.] V. Olagbegi (2005) All FWLR (Pt. 139) 1556 and Nwude V. Chairman, EFCC (2005) All FWLR (Pt. 276) 740, which are decisions of appellate Courts that are binding on the trial Court. It disagreed with the reasoning of the Court below in this case, because, in its view, the said case of Onuorah V. Kaduna Refining 8: Petra-Chemical Company Ltd. [K.R.P.C.] (2005) 6 NWLR (Pt. 921) 393, is distinguishable from NEPA V. Edegbero & 15 Ors (supra) in that:
NEPA and Appellant are agencies of the Federal Government, established by specific Acts of the National Assembly.
NNPC is also an agency of the Federal Government but K.R.P.C. Ltd. does not enjoy similar status. The latter is a private limited liability company as shown by the word “Limited” In its name, and as a subsidiary of NNPC, it is at best an agent of the said NNPC but not an agency of the Federal Government.
The Judgment in Onuorah’s Case was based on the 1979 Constitution under which a State High Court had unlimited Jurisdiction to hear a wide range of causes/matters including those involving the Federal Government and its agencies.
Judgment in NEPA v. Edegbero was delivered by this Court on 13/12/2002 while the Judgment in Onuoha V. K.R.P.c. Ltd. was delivered by this same Court on 11/2/2005 [27 Months later], and it is also pertinent to observe that although Onu. JSC was a member of the panel that heard the Edegbero’s Appeal, he also presided over the panel that heard the Onuorah’s Appeal.
Edegbero’s Case was neither cited to nor considered by this, Court in Onuorah’s Case, and Onuorah’s Case was not meant to and did not, in fact, overrule the decision in Edegbero’s Case because this Court, as the apex Court, treats its Judgment, especially landmark Judgments with seriousness; and where its Judgment is found to be working hardship on litigants or was reached per in curiam, such a Judgment is usually brought to its attention to decide whether to uphold or overrule it, after a thorough re-evaluation of its merit and demerits.
Such a course of action was taken in Bucknor-Maclean & Anor V. lnlaks Ltd.  FWLR [Pt. 85] 398/425, in which this Court’s earlier decisions in Shell BP Company Limited V. Jammal Engineering Company Nigeria Limited  1 ALL NLR and Owumi V. P. 2. & Co. [Nig.] Ltd.  1 All N LR [Pt. 2] 107 were revisited and expressly overruled because both decisions did not “accord with justice” and their “consequences could not have been intended by the Legislature”, therefore, the said Onuorah’s Case was decided on its peculiar facts and its citing and reliance upon in this Appeal, is inapposite and unhelpful.
However, if this Court holds that Onuorah’s Case contradicts its decision in NEPA V. Edegbero, the Court is urged to choose and follow its reasoning in NEPA V. Edgebero, because that will be consistent with the opinion of the Court of Appeal as expressed in Nwude V. EFCC, L.R.B. & R.D.A. V. Olagbegi, University of Abuja V. Ologe  4 NWLR [Pt. 445] 706 CA, Ayeni V. University of llorin  2 NWLR [Pt. 644] 290 CA and Adebileie V. NEPA  12 NWLR [PT. 577] 219 CA.
It also submitted that this Appeal presents a golden opportunity for this Court to streamline various interpretations given to the Section 251  of the 1999 Constitution as it concerns this Issue; and in addition, the seeming ambiguity associated with the cases of NEPA V. Edegbero, Onuorah V. K.R.P.C. and Nwanna V. FCDA, on this particular Issue, should also be classified once and for all.
I agree with the Respondent, and I will not hesitate to say so, but before I give my reasons, l must say a few words on the doctrine of stare decisis, which the Appellant appeared to have lost sight of, with its submission that this Court, the apex Court in the Country, should adhere to and follow the decisions of the Court of Appeal. The doctrine of stare decisis “[Latin, “let the decision stand”], also known as “Judicial Precedent”, is defined as the policy of Courts to adhere to the principles established by decisions in earlier cases. Reliance on such precedents is required of lower Courts until such a time as a higher Court changes it, for the lower Court cannot ignore the precedent (even where the lower Court believes it is “bad law”). In other words, the law on disputed points, issues or principles having been decided by a higher Court in an earlier case, the lower Courts are bound by such decisions and are not expected to deviate there-from or change such decisions see Okoniji V Mudiaga Odje (1985) 10 SC 267 at 268-269.
See also Dalhatu V. Turaki (2003) 15 NWLR (Pt. 843) 310, where the attention of the learned trial Judge was drawn to a decision of this Court in a case, which appeared to be on all fours with the case before the trial Court, but he ignored it, which infuriated this Court.
So, the Appellant is asking this Court to follow its reasoning in the said case of NEPA V. Edegbero (supra), as “such an approach will be consistent with the opinion of the Court of Appeal as expressed” in the cases cited and “other relevant decisions of the Court of Appeal”.
What an absurd proposition that this Court should overlook or close its eyes to its decisions after NEPA V. Edegbero (supra) and adopt the opinion of the Court of Appeal in cases that were decided in line with the decision of this Court in NEPA V. Edegbero (supra).
This line of argument offends all known principles of stare decisis. This Court is the apex Court in this Country, and by the doctrine of stare decisis, all Courts are bound to follow decisions of this Court Obiuweubi V. CBN (2011) 7 NWLR (Pt. 1247) 465. The Court below must follow the decision of this Court; not the other way around.
in arguing as it did, the Appellant also lost sight of the principle that the facts in the future or present case have to bear similar ties to those of the earlier case upon which the decisions given was made Yaki V Bagudu (2015} 18 NWLR (Pt. 1491) 288 5C. More importantly, lower Courts are enjoined to follow the decision of this Court that is more recent on a particular issue, etc. -Obiuweubl V. CBN (supra). Obviously, the Court below applied these principles in arriving at its decision in this case. It considered the facts of the case and decision of this Court in NEPA V. Edegbero (supra) vis-a-vis the facts of the case and decision of this Court in Onuorah V. K.R.P.C. (supra), and in its lead Judgment by Eko, JCA (as he then was).
Yes, this Court “has given legal teeth” to the said stand taken by the Court below in FCE, Oyo V. Akinyemi (supra), and this case; that is, the Federal High Court has no jurisdiction to entertain an action on simple contract or debt recovery see Onuorah V. K.R.P.C. (supra) and Adelekan V. Ecu-Line Consortium (supra), cited by Respondent, wherein this Court, per Onnoghen, JSC (as he then was) clearly said:
‘’The provisions of Section 251 of the Constitution of the Federal Republic of Nigeria, 1999 are very clear and unambiguous. It is the section that confers jurisdiction on the Federal High Court, which jurisdiction clearly does not include dealing with any case of simple contract’’.
In effect, this Court has expanded the law beyond the issue raised in the 2002 case of NEPA V. Edegbero whether a State High Court had jurisdiction to entertain matters relating to the administration and management of the Federal Government or any of its agencies.
Obviously, the Appellant was merely grasping at straws when it brought in extraneous arguments about K.R.P.C. Ltd. not being an agency of the Federal Government; and the Judgment in that case -Onuorah V. K.R.P.C. (supra), being based on the 1979 Constitution. To start with, the question of whether it is an agency of the Federal Government is not an Issue in this Appeal. The lower Courts found that the Appellant is an agency of the Federal Government and Respondent conceded that it is a Federal Government agency, therefore, the question of whether K.R.P.C. Ltd., was an agency of the Federal Government or not, is outside the scope of this Appeal. Besides, the Appellant in Onuorah V. K.R.P.C., had argued that the Respondent [KRPC], being a subsidiary of NNPC, which in turn, is an agent of the Federal Government, the trial Federal High Court had jurisdiction to entertain its claim.
Clearly, the question of whether K.R.P.C. Ltd. was an agency of the Federal Government was not an issue in Onuoha V. K.R.P.C. Ltd., and it is not the business of this Court to decide whether the use of the word “Limited” in the name of the said K.R.P.C. means that it is an agent of NNPC, and not an agency of the Federal Government. What is more, the issue of whether Onuoha’s Case was based on Section 230(1) of the 1979 Constitution, while this case is based on Section 251(1) of the 1999 Constitution is totally irrelevant because Section 230(1) of the 1979 Constitution is in pari materia, [ Latin, Upon the same subject] with Section 251(1) of the 1999 Constitution. The bottom line is that the Appellant has nothing to hang on. The law is not static; rather it is dynamic and adapts to issues as they come along in the various cases that pass through the Courts of law. In the circumstances of this case, the Court below was right to rely upon the decision of this Court in Onuoha V. K.R.P.C. (supra), which is similar to this case, rather than follow NEPA V. Edegbero. The end result is that this Appeal lacks merit and is dismissed. The Respondent is awarded costs assessed at one Million Naira.
Amina Adamu Augie, JSC
Patrick 0. Ekeanyanwu, Esq. -Appellant
Dr. T. C. Osanakpo (SAN) – Appeared in person