By Olabode Muiz
RE: JUDGEMENT IN SUIT NO. FHC/ABJ/CS/665/2023 BETWEEN PRIMETECH DESIGN AND ENGINEERING NIGERIA LIMITED AND JULIUS BERGER NIGERIA PlC v. CORPORATE AFFAIRS COMMISSION
Dear Corporate Affairs Commission (“CAC”), you are embarrassing the judiciary, disrespecting the Court, and Mr. Hussaini Ishaq Magaji SAN this is not what we expect from a commission headed by a Senior ‘Advocate’ of Nigeria, you should be held in contempt!
NB: This post is about CAC’s continuous refusal to obey a court judgment, but I will rant a little further. I woke up to this query “PLS COMPLY WITH THE REPEATED QUERY AS THE ATTACHED JUDGEMENT IS NOT FINALITY”.
On 31 July 2024, I was happy to see the post from Messrs. Banwo & Ighodalo’s ‘X’ page (“B&I”) about the ‘landmark decision’ in SUIT NO. FHC/ABJ/CS/665/2023 with respect to Section 18(2) of the Companies and Allied Matters Act 2020 (“CAMA 2020”) which provides that: “…one person may form and incorporate a private company…”. Apparently this was not landmark to CAC who had given me a similar query before that date.
I proceeded to “resolve query” in early August by I was still issued the same query. I had to reply to B&I on X and mentioned CAC because I was surprised that CAC gave me the same query after this judgment was sent to every law related WhatsApp group. Again, I uploaded the certified true copy of the judgment and “resolve query” but CAC said the judgment is not a finality and I must have more than one shareholder. (Attached)
CAC/ Mr. Hussaini Ishaq Magaji SAN, how dare you say a “judgment is not finality”! Do we need to remind the learned silk that a judgment or an order of Court remains in force and binding until it is set aside? NO, let him read up Zakirai v. Muhammad & Ors(2017) LPELR-42349 (SC) and a million and one similar cases. We do not expect this from a Commission that is headed by a silk. This is embarrassing to say the least. If a judgment is not final, then what is?
When I discussed with a colleague in Abuja, he said CAC has made it a matter of principle not to obey Court judgments of cases they did not participate in, but in this case they were represented in Court by one Ojonimi S. Apeh and three other lawyers. Mr. Ojonimi I am sure you have updated your client on what transpired in the Court of Hon. Justice Obiora Atuegwu Egwuatu on 30th July 2024.
I am posting this here so that someone would help me notify the learned silk that his people are disobeying the order of Hon. Justice Obiora Atuegwu Egwuatu.
…(this is the “I will rant a little further” part) …
If you are familiar with the CAC’s modus operandi you will know that this is not new, you will also agree with me that it is the most unreliable government agency in the Country, you could submit a name for reservation and get feedback in 10mins, some days feedback will take weeks or days to come out. We lie to ourselves that it is traffic, but post incorporation filing is another level of unreliable. I have mentioned them a thousand times on the Xapp. Now we cannot even reply to their posts again because they blocked Nigerians from replying, since we are always calling them out on their bs!
Have you ever been able to resolve a query for transfer/transmission of shares? I can bet you 7 out of 10 times you will have to either delete and start again or use another person’s profile to refile, because once you get stuck in that query it is most likely you will never get it resolved. Reason been that the website has loopholes, the programmer did not envisage some queries but the people at the backend keeps giving the same query.
Another recent query on post incorporation is CAC asking for receipts of payment because there is no record of payment. If you are not very familiar with the recent glitch on the transfer/transmission page you want to ask yourself ‘how did I submit an application online without making payment’. Trust me this is possible. This was caused by the same loophole in the system, when you want to “update data” on one of the unrealistic queries on the transfer/transmission page it sometimes creates an entirely new application and submits when you click resolve query. CAC, please fix the website issues or give the contract to another serious and capable company, don’t ask me for receipts after three days of submission. Why do I need to keep receipts!
Apart from the above, if you send an email to all the CAC departmental email addresses, you know you are lucky when you get a reply. I was happy few months ago when they started ‘activating’ companies after annual returns are duly filed, but we are back to sending emails to activation@cac.gov.ng before a company is “active”. I have sent four emails from my olabodemuiz@gmail.com this week alone and none was replied or treated. This is small, we are used to it… the next paragraph will shock you even more.
I had a query under pre incorporation that lasted for almost a year. This was also a website induced problem, while attending to a query the ‘total company share capital’ part under the ‘statement of issued shares’ page went from 1,000,000 to 0 by itself, and you cannot edit that part during query. Any time I resolved query the same query is issued again and I was practically stuck since November 2023. I had to abandon the registration and incorporate a new one for the client at my own expense after I had written to CAC, called, tipped someone inside and sent several emails… alas it was an ICT problem. The same loophole in the programme. I will attach my letter here for posterity because CAC needs to do better.
Okay, that will be all for now, let me not get you started about the conflicting notices from CAC and the failure of their people to obey their own directives. If you incorporated a company for a foreigner participant in December 2023/January 2024 you will get my drift.
Enjoy the rest of your day.
I can be reached via olabodemuiz@gmail.com, mail@meinylegal.com or +2348033553757.
Olabode Muiz writes from Lagos, Nigeria.
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