Court suspends Roger Brown, Basil Omiyi as CEO, board chairman of Seplat

A federal high court in Abuja has ordered the suspension of Roger Brown, chief executive officer (CEO) of Seplat Energy, pending the determination of motion on notice, filed by three aggrieved shareholders.

Basil Omiyi, board chairman; Emma Fitzgerald, Charles Okeahalam, Fabian Ajogwu, Rabiu Bello, Bashirat Odenewu, independent non-executive directors; Edith Onwuchekwa, company secretary; and Samuel Ezeugwuorie, chief operating officer, were also suspended.

The aforementioned executives were listed as second to tenth defendants in the suit.

The order followed a motion ex-parte dated May 8, in suit number FHC/ABJ/CS/626/23 moved by Abiodun Layonu, counsel for the plaintiffs. 

The motion, which prayed the court for four orders, had Juliet Gbaka, Margaret Funmilayo, and Clement Akaeme listed as first to third plaintiffs, respectively (the aggrieved shareholders).

Also joined in the suit are the Securities and Exchange Commission (SEC), Corporate Affairs Commission (CAC), Datamax Registrars Limited, and Pricewaterhousecoopers (PWC) as the eleventh to fourteenth defendants, respectively.

In the ruling on Thursday, Inyang Ekwo, the presiding judge, gave an order compelling the SEC to constitute and appoint suitable persons to run the affairs of the oil company, pending the hearing and determination of the motion on notice filed by the shareholders.

He also gave an order restraining the defendants, their agents, and personal representatives (acting on their behalf or instruction) from operating or functioning as officers of the oil firm under any guise, pending the hearing and determination of the motion on notice for interlocutory injunction filed by the shareholders.

The judge also restrained them (the defendants) from taking any decision or action whatsoever in respect to the day-to-day running of the company.

“An order is, hereby, made suspending the 2nd to 10th defendants as directing minds and secretary of the 1st defendant (Seplat), pending the hearing and determination of the motion on notice filed by the applicants,” Ekwo said.

Ekwo also adjourned the matter until May 23 for motion.

In their originating summons dated and filed May 8, the aggrieved shareholders alleged that the second to tenth defendants mismanaged and breached the company’s corporate governance documents.

They sought a declaration that by the combined provisions of article 130 (i) of the articles of association of the company and articles 3.1 (i) and (j) of the code of corporate governance for public companies in Nigeria, it was appropriate in the circumstance for the affected persons to resign their appointments.

They also prayed for an order of injunction, directing and mandating the SEC and CAC to disqualify or remove the plaintiffs as directors or officers of the company, appoint suitable persons to run its affairs, and conduct an investigation into the affairs of the company for the past 30 months preceding the filing of the suit.