British American Tobacco (Nig.) Ltd. V. Emmanuel O. Ogunseye & Ors. (2009)

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SIDI DAUDA BAGE, J.C.A.

This is an appeal by the Appellant, Defendant in the lower Court, against the Ruling of B. I. Molokwu J., sitting at the Ibadan Judicial Division of the Federal High Court, delivered on 22nd September, 2004.

Briefly, the facts culminating in this appeal are as follows:-

1. “The Respondents and the persons on whose behalf they allegedly sued, were in the service of the Nigerian Tobacco Company (NTC), they contributed to the Company’s Provident Fund (CPF) monthly and percentage of their respective contributions depended on the salary scale of each worker. The said monthly contributions were in turn invested by the Nigerian Tobacco Company (NTC) in other business with the understanding that on leaving the Company for any reason, they were entitled to collect interest that might have accrued on the contribution together with total contribution they made. The Respondents claimed that it was their employers’ practice to call back by notice on the Company Board, Such workers that might have left the service to come and collect their due until it was unduly stopped and discontinued when they left the Company’s service.
2. The Respondents alleged that the capital gains entitlement was only paid once to those who served between 1987 and 1995 leaving out employees that served between 1961 and 1986. They equally alleged that there were unexplained discrepancies in the payment made to some staff.

The Appellant consequent upon entering Appearance, filed a Notice of Preliminary Objection to the jurisdiction of the Federal High Court to entertain and determine the Suit being one connected to the Respondents’ contract of employment”.

In its Ruling dated 22nd September, 2004, the Court conferred jurisdiction on the Federal High Court to the exclusion of any other Court, as the Respondents’ claim came within the provisions of Section 348 of the Companies and Allied Matters Act, 1990 and therefore the Federal High Court has exclusive jurisdiction to entertain and determine the matter.

Dissatisfied with this Ruling of the lower Court dated the 22nd September, 2004, the Appellant (Defendant/Respondent), appealed to this Court vide their Notice of Appeal dated 4th October, 2004.

Both Parties have in compliance with the Rules of this Court, filed their Briefs of Argument The Appellant’s Brief was dated and filed the 31st January, 2007, The Respondents’ Brief dated 10th of April, 2007, but filed on the 8th of June 2007, In the Appellant’s Brief, One Issue for determination was formulated and that is:-

“Whether the learned trial Judge was in error when he held that the Federal High Court has the jurisdiction to entertain and determine the suit having regard to the clear provisions of Section 251 of the Constitution of the Federal Republic of Nigeria, 1999 and the claim of the Plaintiffs? (Formulated from Grounds 1 and 2).”

The Respondent also formulated only One Issue for the determination of this Court and that is:-

“Whether by virtue of Section 384 of the Companies and Allied Matters Act (CAMA)and Section 5 of Decree 107 of 1997 (now Section 251 (1) (e) of the 1999 Constitution of the Federal Republic of Nigeria) the Plaintiffs’ claim is not within the jurisdiction of the Federal High Court of Nigeria”.

I will consider each party’s Issue separately in treating this appeal. It is the submission of learned Counsel for the Appellant that Courts are expected to expound their jurisdiction and not to expand it. The subject matter of the Respondents’ case arose from their alleged rights and benefits under their contract of employment and the Federal High Court lacks the jurisdiction to entertain an action relating to a contract or agreement based purely on a Master/Servant relationship or a simple contract because an action founded on a contractual employment relationship between a Company and its Employees or Ex-employees is not a matter connected with or pertaining to the operation of a Company notwithstanding that the Defendant is a Company. Learned Counsel to the Appellant further submits that, except for matters falling within Section 251 of the Constitution of the Federal Republic of Nigeria 1999, the High Court has unlimited jurisdiction in all other matters. See:- Dalfam (Nig.) Ltd. Vs. Okaku International Ltd. (2001) 15 NWLR (pt.735) 203 at 242 Paragraph H Cant. Ind. Gases Ltd. Vs. Onafeko (2003) 7 NWLR (Pt. 820) 479 at 492 Paragraphs A-C; 5 PDCN Ltd. Vs. Nwakwa (2003) 6 NWLR (Pt. 815) 184 at 204 Paragraphs F-G; Attorney General of Oyo State Vs. NLC (2003) 8 NWLR (Pt. 821) at 32 Paragraph E; University of Ilorin Vs. Adeniran (2003) 17 NWLR (Pt. 849) 214 at 226 Paragraph H.

Learned Counsel to the Appellant further submits that the trial Court erred when it held that it had jurisdiction in a suit subject matter of which is entirely outside the jurisdiction and competence of the Federal High Court. Learned Counsel to the Appellant further submits that it is trite law that it is not the status of the parties that determines whether a trial Court has jurisdiction but the cause of action as garnered from the Writ of Summons and the Statement of Claim. See:-

Cant. Ind. Gases Ltd. Vs. Onafeko (supra). Learned Counsel to the Appellant further submits that Section 384 of the Companies and Allied Matters Act, 1990 does not apply to this case because, a Company’s provident fund is different from what is envisaged under the Section which is a share participatory scheme in which employees are Shareholders in their own “Employer Company”. See:- Ajadi Vs. Ajibola (2004) 16 NWLR (Pt. 898) 91 at 157-158 Paragraphs H-A and KLM AirlinesVs. Kumzhi (2004) 18 NWLR (Pt. 875) 231 at 256-257 Paragraphs H-A. Learned Counsel to the Appellant further submits that when the question as to whether or not a Court has jurisdiction under a statute, it is not a matter for circuitous explanation and it is either jurisdiction is conferred, or it is not. It must appear ex-facie the enactment relied on as conferring such jurisdiction that indeed such jurisdiction has been conferred. See:- KSIEC Vs. PDP 2005.) 6 NWLR (pt.920) 25 at 51-52 Paragraphs G-C.

Learned Counsel to the Appellant further submits that from the examination of the facts of this case will not justify the application of Section 251 (1) (e) of the 1999 Constitution, because, the claims of the Respondents are based on their contract of employment and does not arise from the operation of the Companies and Allied Matters Act and their determination does not require a recourse to the provisions of the Act.