A Professor of Corporate Governance and Senior Advocate of Nigeria (SAN), Fabian Ajogwu, has resigned from the Board of SEPLAT Energy Plc. Ajogwu threw in the towel on April 20, 2023, as an Independent Non-Executive Director, as a result of what he termed as the external interference in the affairs of the company, which he claimed was targeted at the board.
The SAN served on the board of SEPLAT between July 2021 and April 2023. According to a statement made available to the media, yesterday, it was revealed that “Professor Ajogwu resigned from his position as an Independent Non-Executive Director of SEPLAT, citing recent events and deliberate external interference that have prevented him from continuing in the discharge of his fiduciary and statutory duties as an Independent Non-Executive Director to the highest standards of corporate governance as he has widely published and subscribed to over the years.
“We are made aware of the developments at SEPLAT in the past weeks, and these recent events referred to by the distinguished Professor are the acts described by some commentators as forces intent on ruining the company based on orchestrated falsehoods.” It would be recalled that on April 6, 2023, Justice Chukwujekwu Aneke of a Federal High Court in Ikoyi, Lagos, had vacated the interim exparte orders previously made by the court, stopping Mr Roger Brown, from parading himself as the Chief Executive Officer of SEPLAT Energy Plc. The judge had taken the decision while ruling on applications filed by the Respondents; Seplat Energy Plc, Mr Roger Thompson Brown, Mr Basil Omiyi, and persons affected by the ex parte orders in a suit designated FHC/L/402/2023. In discharging the interim order, Justice Aneke held that by virtue of Order 26, Rules 9 and 10 of the Federal High Court Civil Procedure Rules 2019, the interim orders of the court made on March 8, 2023, are hereby discharged and vacated. Justice Aneke equally refused the request of counsel to the petitioners to move his application for joinder. Justice Aneke held that the business of the day was for ruling on the application to set aside the ex-parte orders made on March 8, 2023. The judge noted that since counsel to all the respondents are opposed to hearing the application, his request cannot be accommodated. Before this time, Justice Aneke on March 8, restrained Brown from parading himself as the CEO of the firm pending the determination of a suit instituted against him and others by some aggrieved stakeholders of the company over allegations of racism, favouring of expatriate workers, discrimination against Nigerians, and breach of good governance. The judge had taken the decision while handing down his ruling on a Motion Ex-parte instituted by J C Njikonye, SAN, on behalf of some aggrieved stakeholders of Seplat. The stakeholders, who are petitioners in the suit designated FHC/L/402/2023 are; Moses Igbrude, Sarat Kudaisi, Kenneth Nnabike, Ajani Abidoye, and Robert Ibekwe, while the respondents in the legal action are SEPLAT Energy Plc, Mr Roger Thompson Brown, and Mr Basil Omiyi. In a similar development, Justice Aneke in a separate ex-parte application, granted to the petitioner leave to serve any order of the court and all other processes to be issued subsequently in the matter on Brown and Omiyi by pasting on the premises of SEPLAT Energy located at Ikoyi, Lagos. In their Motion on Notice filed by their lawyer, Njikonye, the aggrieved shareholders prayed to the court for a declaration that the affairs of SEPLAT were being conducted in a manner that was illegal, oppressive and unfairly prejudicial to the petitioners and other members of SEPLAT and in total disregard to the interest of the petitioners, other employees, and SEPLAT as a whole. They equally sought a declaration that by condoning the unlawful, discriminatory, and abusive conduct of Brown, Omiyi and the Nonexecutive Directors have, “failed in the discharge of their duties and are unfit to continue to function in the Board of Directors of the 1st Respondent (SEPLAT).” As a result, the petitioners sought: “An order of mandatory injunction restraining the 2nd Respondent (Brown from parading himself as, or continuing to operate as the CEO of the 1st Respondent (SEPLAT) or working for SEPLAT in any other capacity.” They also asked the court for an order restraining SEPLAT and the company’s Board Chairman from retaining Brown as the CEO of SEPLAT or retaining his services for SEPLAT in other capacities whatsoever. But, SEPLAT through its counsel, Mr Bode Olanipekun, SAN, had in his application, challenged the interim orders, contending that the orders were granted against individuals that were not parties to the suit. The SAN submitted that the interim orders of the court had elapsed by the passage of time and if counsel to the Petitioners/ Respondents concedes that the interim orders had expired and needed the formal orders of the court to be set aside, the coast would be clear for him to make any further application. Equally, on behalf of the second respondent/Applicant, Mr Matthew Burkaa, SAN, aligned himself with the submissions of Olanipekun, SAN.