BERNARD OJEIFOR LONGE V FIRST BANK NIG. PLC.

CORAM

PARTIES

BERNARD OJEIFOR LONGE APPELLANTS

RESPONDENTS

AREA(S) OF LAW

SUMMARY OF FACTS

The appellant was removed as Managing Director/Chief Executive of the respondent without notice of the meeting at which the decision was made. He had been suspended before the date of the decision to remove him.

HELD

The court allowed the appeal and held that his removal was null and void.

ISSUES

1. Whether it is proper in law for the Court of Appeal to have jettisoned suo motu in its judgment the entire Reply Brief of the Appellant in their judgment without giving the parties, in particular the Appellant, a hearing even though arguments have been proffered on all the Briefs including the Reply Brief without any objection or opposition by the Respondent and in circumstances which resulted in a deprivation of fair hearing?

2. Whether it was proper for the Court of Appeal to have failed in its judgment to resolve the issue whether a finding by the trial Court that the appellant was suspended under the common law meets the requirement of the Companies and Allied Matters Act that a director must be given a notice of directors meeting unless the director is disqualified under the Act (C.A.M.A.) an issue which if it had been pronounced upon would probably resolve the appeal in favour of the Appellant and by not doing so occasioned a miscarriage of justice?

3. Whether it was proper for the Court of Appeal to speculate on an issue which was not part of the grounds of appeal and which was also not an issue for determination before the Court?

4. Whether the Court of Appeal was right in holding that although the Appellant was appointed pursuant to Articles 105 of the Articles of Association of the Respondent, the is not a director for that purpose of the Companies an Allied Matters Act (C.A.M.A.) therefore his working relation is not within the contemplation of Section 266(i() and moreover that the office of the executive director is not known to the C.A.M.A.?.

RATIONES DECIDENDI

EFFECT OF SUSPENSION OF AN EMPLOYEE

An employer suspending his employee may impose terms of the suspension but in a general sense suspension of an employee from work only means the suspension of the .employee from performance of the ordinary duties assigned to him by virtue of his office. Suspension is not a demotion and does not entail a diminution of rank, office or position. Certainly it cannot import a diminution of the rights of the employee given to him under the law- Oguntade J.S.C

A DIRECTOR CANNOT BE REMOVED WITHOUT NOTICE

a director may not be removed unless he is first given a notice to attend a meeting at which the removal will be discussed- Oguntade J.S.C

CASES CITED

Boston Sea Fishing Co. v. Ansell [1886 – 90] All ER 65
University of Calabar v. Esiogu [1997] 4 NWLR (Part 502) 719 at 723

STATUTES REFERRED TO

The Companies And Allied Matters Act

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