Welcome to our Q2 2026 newsletter. This edition covers significant judicial pronouncements in Nigeria on different areas of law particularly Corporate Law, Land Law, Constitutional Law, and Procedural Law. These pronouncements emanated from reported Supreme Court and Court of Appeal cases that were delivered during the 2nd quarter. They reflect the continued development of the Nigerian legal jurisprudence and offer practical guidance for legal practitioners and non-legal practitioners alike.

Among the notable pronouncements are – the residual rights of the board of directors of a company in receivership to independently appoint counsel, the extent of the applicability of Order 20 Rule 4 of the Supreme Court Rules 2024, and the constitutionality of the imposition of a security deposit as a precondition for the reopening of a party’s case. 

NECONDE ENERGY LIMITED v. FBNQUEST MERCHANT BANK LIMITED & ORS (2026) LPELR-83567(SC) 

Court: Supreme Court of Nigeria | SC.CV/48/2026 | April 10, 2026 Coram: Idris JSC, Garba JSC, Agim JSC, Tsammani JSC & Adah JSC

SUMMARY OF FACTS

Under a deed of charge, Neconde Energy Limited (the Appellant) used its assets as security for a loan obtained by Nestoil Limited (the 3rd Respondent) from a consortium of banks. First Trustees Limited (the 2nd Respondent) was empowered to recover the loan either directly or through a receiver manager on behalf of the banks. Following an alleged default, the 2nd Respondent appointed a Receiver/Manager over the charged assets. The 1st and 2nd Respondents subsequently filed an Originating Summons at the Federal High Court to validate the event of default and enforce the receivership.

A decision of the trial Court on 20-11-2025 that an ex parte mareva order against the Appellant and 3rd to 5th Respondents had lapsed after 14 days in the absence of a subsisting order on notice caused the 1st and 2nd Respondents to appeal to the Court of Appeal.

During the proceedings at the Court of Appeal, a dispute arose regarding the Appellant’s proper legal representation. Both the Appellant’s board of directors and the newly appointed Receiver/Manager purported to instruct different counsel to represent the Appellant. The Court of Appeal disqualified the board’s chosen counsel (Chief Wole Olanipekun, SAN), ruling that upon the appointment of a Receiver, the board’s power to appoint legal representation was completely displaced. The board, dissatisfied with the ruling of the Court of Appeal, appealed on behalf of the Appellant to the Supreme Court.

NOTABLE ISSUE FOR DETERMINATION

One of the notable issues considered by the Supreme Court was whether, in proceedings where the validity of the appointment of a Receiver/Manager is in issue, the power to appoint counsel to represent the Company in such proceedings resides with the Receiver/Manager or the Board of Directors of the Company?

DECISION OF THE COURT

The Supreme Court unanimously allowed the appeal and set aside the ruling of the Court of Appeal disqualifying the board-appointed counsel. According to the apex court, the appointment of a Receiver does not extinguish a company’s corporate personality. While a receivership suspends directors’ powers over day-to-day asset management, this displacement is strictly limited. It does not extend to litigation where the foundational validity or scope of the receivership itself is being challenged. In such instances, the company retains residual powers to act through its directors to protect its corporate interest. Furthermore, the Court held that allowing a Receiver to control the legal representation of the very company resisting the receivership introduces a fatal conflict of interest, violating the constitutional guarantee of a fair trial under Section 36(1).

COMMENTS

This is a landmark decision of far-reaching significance for corporate law and the law of receivership in Nigeria. The decision confirms that receivership, however broadly drafted in the enabling instruments, cannot be weaponized to strip a company of its constitutional right to defend itself against the very party seeking to enforce the receivership.

The Court’s treatment of the conflict-of-interest dimension is particularly instructive. Where the creditor and the Receiver are effectively aligned as they inevitably will be in enforcement proceedings, permitting the Receiver to appoint defence counsel for the debtor-company creates an irreconcilable conflict that would render any resulting proceeding fundamentally unfair. The Court’s invocation of the equality of arms principle, rooted in Section 36(1) of the Constitution, as a check against such a scenario is a welcome development.

JOKOLO v. GOVERNOR OF KEBBI STATE & ORS (2026) LPELR-84068(SC)

Court: Supreme Court of Nigeria | Date: Friday, 15 May 2026 | SC.266/2017 | Coram: Tukur, JSC; Aji, JSC; Saulawa, JSC; Agim, JSC; Nwosu-Iheme, JSC; 

SUMMARY OF FACTS

In 2005, Alhaji Almustapha Haruna Jokolo (the Applicant) was deposed as the 19th Emir of Gwandu by the Governor of Kebbi State (the 1st Respondent). The Applicant thus challenged his deposition at the High Court of Kebbi State. The High Court gave judgment in favour of the Applicant. Dissatisfied, the Respondents appealed to the Court of Appeal. The Court of Appeal also ruled in favour of the Applicant. The Respondents further appealed to the Supreme Court. The Supreme Court, by a majority decision, upheld the Respondents Cross Appeal and set aside the Judgments of the Trial Court and the Court of Appeal. The Applicant subsequently filed a post-judgment application under Order 20 Rule 4 of the Supreme Court Rules 2024 (popularly known as the “slip rule”), Section 6(6)(b) and 36 of the 1999 Constitution of Nigeria (as amended). He asked the Supreme Court to set aside its own final judgment, alleging “fraudulent misrepresentation of law” by the respondents, and demanded a fresh panel be set up to rehear the entire appeal.

NOTABLE ISSUE FOR DETERMINATION

The principal issue that came up for determination by the Court was whether, on the basis of an alleged misrepresentation in the argument of opposing counsel, a litigant can deploy the “slip rule” (Order 20 Rule 4 of the Supreme Court Rules 2024) and constitutional provisions to move the Supreme Court to reopen, review, or completely nullify its own judgment?

DECISION OF THE COURT

The Supreme Court in unanimously dismissing the application, held that Order 20 Rule 4 of the Supreme Court Rules 2024 is a narrow procedural housekeeping tool meant solely to correct clerical mistakes or recording omissions, according to the Court, it is not meant for effecting any change to the substantive or operative parts of a judgment. The Court held that under Section 235 of the 1999 Constitution, its determinations are absolute and final, meaning that once a judgment is delivered, the Court becomes functus officio and lacks the jurisdiction to review its own decisions or declare them per incuriam within the same case. Furthermore, the Court characterized the request to assemble a fresh panel to overturn its own prior decision as a deeply offensive affront to its institutional dignity and appellate authority. Consequently, the Court condemned the application as a gross abuse of court process and ordered the Applicant’s counsel, S.M. Danyaro, Esq., to personally pay N50,000,000.00 in costs to the Respondents within ninety days, failing which counsel shall cease to have right of audience in any court in Nigeria until compliance. 

COMMENTS

This decision provides vital procedural clarity by drawing a precise boundary between the narrow corrections permitted under the slip rule and an impermissible review of a substantive judgment. Through the analytical contributions of the panel, the judgment refines the fraud exception to finality by clarifying that only genuine extrinsic fraud going to the mechanism of deception can justify post-judgment intervention, completely excluding a party’s retroactive recharacterization of adversarial legal submissions. It also restates applicability of the doctrine of functus-officio to the Supreme Court’s Judgments whether it was arrived at per incuriam (in error) or not. Thus, even when a judgment is arrived at in error , the only remedy lies in the Supreme Court departing from such precedents in subsequent matters. Finally, while the cost of N50,000,000.00 which was imposed personally on the lawyer will serve as a deterrent to prevent lawyers from conducting themselves improperly to satisfy their clients, the suspension of the right-of-audience of counsel in any court in Nigeria, although consistent with the express provisions of Order 12 Rules 5, 6, and 7 of the Supreme Court Rules 2024, may be regarded as being inconsistent with the provisions of Sections 8, 11, 12, and 13 of the Legal Practitioners Act. 

AKINBINU & ORS v. AKEREDOLU & ORS (2026) LPELR-84111(CA)

Court: Court of Appeal, Ibadan Judicial Division| Date: Wednesday, 10 June 2026| CA/IB/345/2015| Coram: Georgewill, JCA; Amadi, JCA; Umaru, JCA; 

SUMMARY OF FACTS

This appeal emanated from a ruling delivered on May 5, 2015, by Justice Catherine Ogunsanya of the High Court of Ogun State, Ota Division, in an action initiated by the three Respondents against the three Appellants. After pleadings closed, the Appellants repeatedly failed to attend the scheduled pre-trial conferences over a three-month period despite being fully served with hearing notices. The trial court subsequently closed the pre-trial phase and proceeded to trial, where the Respondents presented four witnesses. Although the matter was regularly adjourned to allow for cross-examination and fresh notices were served alongside direct correspondence to Appellant’s counsel, the Appellants completely boycotted the proceedings, prompting the court to foreclose their case. On November 12, 2014, the Appellants filed a motion seeking leave to defend the action and recall the witnesses, claiming they were unaware of the active trial dates. The Respondents opposed this through a counter-affidavit, asserting that the Appellants were merely attempting to frustrate and delay the litigation. The trial judge granted the Appellants’ application to reopen the case but conditioned the order on the Appellants depositing ₦100,000.00 as security for diligent prosecution and signing individual behavioral undertakings. Dissatisfied with these conditions, the Appellants filed an appeal on May 19, 2015, but their notice of appeal erroneously omitted to name two of the Respondents, it was filed outside the statutorily prescribed time frame, it was filed without the leave of court, and was filed at the Court of Appeal registry instead of the registry of the trial court. The Respondents filed a preliminary objection challenging the competence of the appeal on 14 February 2025, and during the final appeal hearing on 21 April 2026, the Appellants’ counsel failed to appear.

NOTABLE ISSUE FOR DETERMINATION

The principal substantive issue was whether the trial court’s order requiring a ₦100,000.00 security deposit as a mandatory condition for the Appellants to reopen their defense and cross-examine witnesses, constitutes an unconstitutional violation of the Appellant’s right to a fair hearing under Section 36(1) of the 1999 Constitution?

DECISION OF THE COURT

The Court of Appeal unanimously dismissed the appeal in its entirety and affirmed the ruling of the trial court while awarding ₦500,000.00 in costs against the Appellants. According to the Court, a notice of appeal must strictly mirror the roster of parties from the trial court and that the unauthorized exclusion of two Respondents was a fatal defect. The court also held that because the underlying ruling was interlocutory, filing the notice of appeal beyond the fourteen-day limit without securing leave of court, combined with filing it at the appellate registry rather than the trial court registry, completely robbed the court of jurisdiction. For the sake of analytical completeness, the court addressed the substantive fair hearing question and ruled firmly against the Appellants. The court emphasized that the right to a fair hearing under Section 36(1) of the Constitution only guarantees a reasonable opportunity to present a case, and a party who deliberately ignores multiple court notices cannot later complain of an infraction, observing colorfully that a court can lead a horse to water but cannot force it to drink. Ultimately, the court found that the ₦100,000.00 security deposit was a valid exercise of judicial discretion under the Ogun State Civil Procedure Rules meant to protect the trajectory of justice rather than penalize the litigants. 

COMMENTS

This decision delivers a highly practical clarification on how the constitutional right to a fair hearing interacts with persistent litigant negligence in Nigerian civil procedure. It firmly establishes that Section 36(1) of the Constitution cannot be weaponized as an unconditional license for a party to stall trials or participate only when it suits their personal convenience. By reframing conditional indulgences not as obstacles to justice but as protective mechanisms designed to secure the diligent conclusion of suits, the court strikes an equitable balance between giving an errant party a second chance and shielding the opposing party from perpetual litigation delay.

WEMA BANK PLC v. OYEDAPOMOLA & ANOR (2026) LPELR-83847(CA)

Court: Court of Appeal, Ibadan Division | Date: Wednesday, 13 May 2026 | Suit No: CA/IB/524/2014 | Coram: Biobele Abraham Georgewill JCA (Lead), Kenneth Ikechukwu Amadi JCA, Fadawu Umaru JCA

SUMMARY OF FACTS

In 1997, Saminu Oyedapomola (1st Respondent) obtained a credit facility from Wema Bank Plc (the Appellant), secured by a Deed of Legal Mortgage over his property in Ibadan. The bank obtained a letter from the Oyo State Department of Lands conveying that the Military Administrator had personally granted consent to the mortgage, though the letter was signed by a Director-General. After the 1st Respondent defaulted, persistently failed to retire the debt, and had a previous obstructive suit struck out, the Appellant exercised its power of sale and sold the property to Ige Olayinka (2nd Respondent) for ₦1,800,000.

The 1st Respondent subsequently filed a fresh suit in 2006, claiming the mortgage was void because the letter of consent was signed by Mrs. Bola Obileye (a Director General of the Department of Lands and Physical Planning) instead of the Commissioner for Works and Housing as designated under Legal Notice No. 6 of 1978. He also alleged the property was sold at a fraudulent undervalue. The Trial High Court invalidated the mortgage and sale based primarily on the Appellant’s failure to obtain the Governor’s consent in accordance with the Land Use Act. Dissatisfied with the decision of the Trial Court, the Appellant appealed to the Court of Appeal.

NOTABLE ISSUE FOR DETERMINATION

A notable issue that arose for determination was whether a letter from Mrs. Bola Obileye (a Director General of the Department of Lands and Physical Planning), stating that the governor has given consent to a mortgage transaction, qualifies as a valid proof of consent under Section 22 and 26 of the Land Use Act? 

DECISION OF THE COURT

The Court of Appeal allowed the appeal and set aside the Judgment of the Trial Court. 

According to the Court, in law, for transactions affecting land, including conveyance, assignment or mortgage, the consent of the Governor is a sine qua non for its validity. By Section 45(1) of the Land Use Act and Legal Notice No. 6 of 1978, the Governor is authorized to delegate to a state commissioner the powers to grant consent as conferred on him by the Land Use Act. However, while the Governor is authorized to delegate, there is nothing that compels the Governor to delegate, thus the Governor can exercise the power to give consent himself. According to the Court, from a wholistic reading of the contents of the letter from Mrs. Bola Obileye (Director General of the Department of Lands and Physical Planning), the application of the Appellant for consent was made to the Governor of Oyo State, who granted the consent sought. However, communication of the grant of the consent was what was done by Mrs. Bola Obileye (Director General of the Department of Lands and Physical Planning). This, according to the Court, is valid and in line with the provisions of Section 22 of the Land Use Act.

COMMENTS

The holding of the Court on this issue is instructive, as the Court did not just look at who signed the letter communicating consent, but also properly examined the contents in arriving at its decision which primarily confirms that while the Governor has the power to grant consent and may delegate the same to the relevant commissioner, the communication of the consent can be done by any officer in the Governor’s office. 

DISCLAIMER

All rights asserted and reserved. This publication is for general guidance only. It does not contain definitive legal advice. Whilst every effort has been made to ensure accuracy, this publication is not an exhaustive analysis of the areas of law or issues discussed. CHRIS OGUNBANJO LP cannot accept responsibility for any loss incurred by any person acting or refraining from acting as a result of the material in this publication. If you require advice on individual problems or further expert assistance, we recommend that you properly consult a legal practitioner for legal service.