The crisis rocking Seplat Energy Plc took a turn for the worse, on Thursday, as a Federal High Court sitting in Abuja, suspended the company’s Chief Executive Officer, Mr. Roger Brown, and Board Chairman, Mr. Basil Omiyi, pending the determination of the Motion on Notice for Interlocutory Injunction filed by some aggrieved shareholders of the company.
Suspended by the court, also, were Seplat’s Independent Non-Executive Directors (INEDs): Ms. Emma Fitzgerald, Dr. Charles Okeahialam, Professor Fabian Ajogwu, Mr. Rabiu Bello, and Mrs. Bashirat Odenewu, as well Company Secretary, Mrs. Edith Onwuchekwa, and Chief Operating Officer, Mr. Samuel Ezeugwuorie, who were listed as second to 10th defendants alongside the CEO and the Chairman.
The court consequently ordered the Securities and Exchange Commission (SEC) to immediately appoint suitable persons to run the affairs of the company, pending the determination of the Motion on Notice filed by the applicants.
The orders were made by Justice Inyang Ekwo, sequel to an ex-parte motion filed by Juliet Ebere Gbaka, Margret Awobusuyi Funmilayo, and Clement Akaeme, Plaintiffs, against the company, its board and management, with SEC, Datamax Registrars Limited, and PriceWaterHouseCoopers as Respondents in the lawsuit marked FHC/ABJ.CS/626/2023.
Ekwo made the order, stating, “Order is hereby made restraining the second to the 10th Defendants, their agents, privies, assigns, personal representatives, anyone acting on their behalf or instruction, from operating or functioning as officers of the First Defendant (Seplat Energy), pending the hearing and determination of the Motion on Notice for Interlocutory Injunction filed by the Applicants.
“Order is hereby made restraining the second to the 10th Defendants from taking decision or any action whatsoever in respect to the day-to-day running of the First Defendant, pending the hearing and determination of the Motion on Notice for Interlocutory Injunction filed by the Applicants.
“Order is hereby made suspending the second to 10th Defendants as directing minds and secretary of the 1st Defendant, pending the hearing and determination of the Motion on Notice by the Applicants,” Justice Ekwo ruled after hearing Dr. A.I Layonu (SAN), counsel for the plaintiffs.
In a separate ex-parte order, Ekwo, among others, granted the applicants the leave to serve their Originating Summons and their frontloaded court processes dated 8th May, 2023, Motion on Notice for Interlocutory Injunction dated 8th May, 2023, all orders made in respect of the suit and all subsequent Court processes filed by the Applicants on second to 10th Defendants by delivering a copy of the court processes to the registered address of the Seplat at 16A, Temple Road, Ikoyi, Lagos State.
The court adjourned the matter to May 23, 2023, for hearing of the Motion on Notice.
The crisis rocking the foremost indigenous energy company had resulted in a floodgate of litigations, with the Corporate Affairs Commission (CAC) pulling out of the firm’s Wednesday’s Annual General Meeting (AGM), citing an order of the Federal High Court, Abuja, restraining the embattled directors of Seplat from conducting the exercise.
The CAC had, in a letter signed by Mr. Lugman Salman, for the Registrar-General, stated, “As you may be aware, the Commission is the 10th Respondent in Suit No: FHC/ABJ/PET/8/2023 between Boniface Okezie & 4 Ors Vs. Seplat Energy PLC & 9 Ors. As you may also be aware, the court had on the 28th April 2023 ordered that parties should not tamper with the rest until issues are resolved.
“In view of the order of the court referred to above, the Commission, being a party to the suit, is under the obligation to obey the order. The Commission will therefore neither attend the AGM nor give cognisance to any resolution that may arise therefrom.”
However, in a swift reaction to the court order, Seplat vowed to take immediate steps to counter the court order.
Seplat, in a statement issued last night, signed by Mrs. Chioma Afe, of its Communications and External Affairs Directorate, said the company had immediately filed an appeal to counter the interim orders against its officers.
It said as a law-abiding entity, it had defended the Interim Orders by immediately filing an Appeal and a Motion for Stay of Execution of the Orders.
Seplat Energy explained that it had been advised by its legal team that the interim orders, which were yet to be served on the company or its officers, could not be enforced until the Court of Appeal had heard and determined the appeal and application for Stay of Execution.
The statement read, in part, “Seplat Energy is aware of certain media publications that the Federal High Court, per Hon. Justice I. E. Ekwo, sitting in Abuja in suit number FHC/ABJ/CS/626/2023 – Juliet Gbaka & 2 others v. Seplat Energy Plc & 13 others granted ex parte Interim Orders against Seplat Energy and some of its Officers.
“The interim orders, which are yet to be served on the company or any of the affected officers, primarily restrain the Board Chairman, the named Independent Non-Executive Directors, the Chief Operating Officer and the Company Secretary from operating or functioning as officers of Seplat Energy in any capacity, or otherwise conducting the affairs of the Company.
“The company, as a law-abiding entity, has defended against the Interim Orders by immediately filing an Appeal and a Motion for Stay of Execution of the Orders.
“Seplat Energy has been advised by its legal team that the Interim Orders, which are yet to be served on the Company or its officers, cannot be enforced until the Court of Appeal has heard and determined the Appeal and application for Stay of Execution.
“This petition is a third in the series of duplicative petitions filed by purported minority shareholders between March and April 2023, as part of orchestrated attempts to damage the Company in response to its unrelenting efforts to improve corporate governance by eliminating related party transactions and implementing other corporate governance initiatives.”
The Seplat statement further read, “The company previously announced that: The Federal High Court in Lagos, per Hon. Justice Aneke, in Moses Igbrude & 4 ors V. Seplat Energy & 2 ors, has vacated the ex parte Interim Orders that required the Company’s CEO to step aside.”
The Federal High Court in Abuja, per Hon. Justice Ekwo, V. Seplat Energy & 8 ors, had formally dismissed the Immigration Charge against the Company and some of its Officers, and fully discharged all named Officers.
“This discharge followed the Notice of Withdrawal/Discharge filed by the Director Legal of the Nigeria Immigration Service and the Company’s cooperation with the immigration authorities.
The Federal High Court in Abuja, per Hon. Justice Ekwo, in Boniface Okezie & 4 ors. V. Seplat Energy & 9 ors, refused to grant the petitioners’ request to grant ex parte Interim Orders restraining the Company from holding its AGM.”
The company noted that it remained relentless in its commitment to governance and operational excellence.
Seplat maintained that it would continue to, “diligently defend against these deliberate court actions, and remains confident and hopeful that the courts will appropriately address these unending litigations on the same subject matter in short order. It is imperative to state again that the company and the affected officers are yet to be served with any order of the court apart from the media report.”
Peter Uzoho and Wale Igbintade
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