Noga Hotels International S.A. V. Nicon Hilton Hotels Limited & Ors. (2006)

LawGlobal-Hub Lead Judgment Report

MARY U. PETER-ODILI, J.C.A

This is an appeal from the Ruling of the Federal High Court Abuja Coram: Hon. Justice O.J. Okeke refusing to grant an enlargement of time within which the appellant may apply to set aside the default judgment of dismissal and an order setting aside the said dismissal. There is still pending in the said Federal High Court a Counter-claim still to be heard and determined.

FACTS BRIEFLY STATED

The Appellant commenced the action by way of Originating Summons later converted to Statement of Claim and claimed against the defendants including the 2nd Respondent jointly severally as follows:-

(a) A declaration that the purported take-over or deconsolidation of the assets notably the NICON/NOGA HILTON HOTELS of the 1st Defendant by the Defendants is illegal, null and void and of no effect or consequence whatsoever.

(b) An order of perpetual injunction restraining the Defendants, their servants, agents and/or privies including anyone acting for each or any or all of them from taking over, deconsolidating or interfering with the assets and/or property of the 1st Defendant or with the 1st Defendant itself in any manner.

The 1st Respondent NICON Hilton Hotels limited is a joint venture incorporated in 1983 between the 2nd Respondent, Nicon Insurance Corporation and the Appellant, a Swiss Company and in which the share capital of N25 million is held at 75% by the Appellant and each party has fully paid for its shares and share certificates have been duly issued.

That since the incorporation of the 1st Respondent/Company and its commencement of business in 1986 almost 20 years ago, the joint enterprise NICON HILTON HOTELS LIMITED has not paid any dividend to the 1st Respondent even though it declares that it makes profit from year to year.

The Appellant claimed that 2nd Respondent deprived the appellant of any dividend payment, sometime between 1994 – 1995.

The 2nd Respondent claimed that it had the instruction of the Presidency in Nigeria to deconsolidate the assets of NICON Hilton Hotels Limited. The 2nd Respondent is an enterprise owned totally by the Federal Government and the appellant is a foreign company.

It was therefore the deconsolidation of the assets on the instruction of the Federal Government that led to the present suit.

By separate Motions dated 7th November 1994 and 8th November 1994 respectively, the 1st and 2nd Respondents challenged the jurisdiction of the trial court to entertain the action and urged the Court to dismiss the same. On the 21st February 1995, the two motions were dismissed and the 1st and 2nd Respondents appealed and applied to this court for slay of further proceedings in the matter.

The Defendants did not move the motion for stay of proceedings and on the 15th July 1996 it was withdrawn and on the 27th September 1999 when the suit was dismissed the 2nd Respondents did nothing to prosecute the appeal.

Going back into the history, on the 15th July 1996 and at the instance of the Defendants the trial court converted the proceedings in this case to a suit originated by writs of summons by ordering pleadings to be filed. Plaintiff filed a Statement of Claim whilst the 1st Defendant filed a Statement of Defence and counter claim and the 2nd Defendant also filed a statement of Defence.