Malabu Fights Back: Oil firm sues CAC over deregistration

Malabu Oil & Gas Limited has urged the Federal High Court in Abuja to issue an order declaring its deregistration by the Corporate Affairs Commission (CAC) as null and void.

The oil and gas company, which is said to be jointly owned by Mohammed, son of the late former Head of State, General Sani Abacha, and others, has been embroiled in a boardroom crisis.

The News Agency of Nigeria (NAN) reports that Malabu, in an originating summons marked: FHC/ABJ/CS/2137/2025, has sued the CAC as sole defendant, alleging that the commission deregistered it due to its failure to file annual returns.

In a fresh suit filed by its counsel, Reuben Atabo, SAN, the company prayed the court to order the restoration of its name to the register of companies in Nigeria, pursuant to Section 692(6) of the Companies and Allied Matters Act (CAMA), 2020.

Atabo also sought “an order of perpetual injunction, restraining the defendant (CAC) from further deregistering and/or striking off the name of the plaintiff from its register.”

He requested a declaration that, in light of the fact that the affairs, management, and control of the plaintiff are sub judice and currently being contested in various courts, “it is improper in law for the defendant to purport to strike off the plaintiff’s name from the register of companies in Nigeria pursuant to the provisions of Section 692(3) of the Companies and Allied Matters Act, 2020.”

The senior lawyer listed several related cases, including suit no: FHC/ABJ/CS/51/2010 in which the CAC was a party before Justice Gabriel Kolawole, suit no: FHC/ABJ/CS/14/2017, suit no: FHC/ABJ/CS/816/14, charge no: CR/151/2020, and charge no: FHC/ABJ/CR/268/2016.

In the affidavit personally deposed to, Mohammed stated that he was one of the original subscribers to the Memorandum and Articles of Association of the company at the time of incorporation, and that he remains one of its current and subsisting directors.

He added that he had the consent of the Board of Directors of the company to depose to the affidavit.

He stated that sometime in 1998, he, along with two other individuals, incorporated Malabu Oil & Gas Limited with the CAC and was issued with RC No: 334442.

According to him, at the time of incorporation in April 1998, he, Kweku Amafagha, and Hassan Hindu Wakili Adamawa were the original directors and shareholders of the plaintiff company.

“Upon incorporation, the company applied to the Federal Government of Nigeria through the then Department of Petroleum Resources for the allocation of an oil block.

“After due consideration, Oil Prospecting Licence 245, otherwise known as OPL 245, was granted to the company by the then Minister of Petroleum Resources on behalf of the Federal Government of Nigeria.

“In September 1999, during the administration of President Olusegun Obasanjo, I was arrested and detained by the security agencies of the Federal Government of Nigeria for approximately three years, from September 1999 to September 2002, after which I was released from custody.

“During the period of my incarceration, certain alterations were made to the company’s records at the registry of the defendant, whereby my shareholding and directorship were changed without my consent or approval,” he said.

Mohammed said that between 2005 and 2011, he instructed his lawyer, Atabo, to write to the CAC concerning those purported alterations to the shareholding and directorship structure.

He said that, following the CAC’s failure to rectify the alterations, he initiated legal action before the Federal High Court in Abuja, presided over by Justice Kolawole (now elevated to the Court of Appeal), in suit no: FHC/ABJ/CS/51/2010.

He further stated that, despite multiple pending cases before different courts, the CAC neither informed Malabu that the caveat placed on its file (which prevented the filing of annual returns) had been lifted, nor did the commission publish any notice in a national daily newspaper of its intention to strike off or deregister the company prior to the action.

Mohammed said he was duly advised by his lawyer that the CAC’s action contradicts Section 692(3) of CAMA, 2020.

“The purported deregistration or striking off of the name of the plaintiff by the defendant from the companies register is unlawful, illegal, null and void,” he said.

“Refusing the reliefs sought in this suit would occasion grave prejudice to the plaintiff.

“The defendant will not suffer any prejudice from the grant of the reliefs being sought,” Mohammed averred.

No date has yet been fixed for the hearing of the matter at the time of filing this report.

(NAN)