➥ CASE SUMMARY OF:
Megawatts Nig. Ltd. v Registered trustees of gbagada phase & Ors. (2020) – FHC/L/CS/982/2020
by Branham Chima.
Megawatts Nigeria Limited
The registered trustees of gbagada phase 2 residents’ association;
Arc. Tony Aruede;
Tunde Aleshinlonye-Williams (as Executive Members of Gbagada Phase II Residents’ Association)
Federal High Court – FHC/L/CS/982/2020
➥ JUDGEMENT DELIVERED ON:
Friday the 25TH day of September 2020
➥ SUBJECT MATTER
Compulsion to join estate association.
➥ THIS CASE IS AUTHORITY FOR:
⦿ INCORPORATED BODIES QUALIFY AS A PERSON
On whether an incorporated body qualifies as a “person”, it is trite that where a company, or other body of persons, is registered under the Companies and Allied Matters Act, it is vested with the status of a legal entity and is regarded as a person. In Kasandubu vs. Ultimate Petroleum Ltd (2008) 7 NWLR (Pt.1086), a person was defined to mean both artificial and natural persons and includes sole or public bodies, corporate or incorporate.— Oweibo, J.
➥ LEAD JUDGEMENT DELIVERED BY:
Justice I.N Oweibo
⦿ FOR THE APPLICANT
Kayode Adeniji, Esq.
⦿ FOR THE RESPONDENT
Toyin Usman, Esq.
➥ CASE FACT/HISTORY
This suit was commenced by an Originating Motion July 2020. The Applicant is seeking for some declaratory reliefs and restraining orders against the Respondents, inter alia, to wit: ‘a) A Declaration that the continuous acts of harassment, intimidation, extortion and coercion perpetrated by the Respondents in order to coerce the Applicant into becoming a member of the 1st Respondent is illegal, oppressive and unconstitutional as it violates the enshrined in Applicant’s fundamental rights as sections 40 and 41 of the Constitution of the Federal Republic of Nigeria1999 (as amended).’
The Originating Motion is accompanied by a Statement setting out, amongst others, the grounds upon which the reliefs are sought, and supported by an affidavit, of 28 paragraphs, deposed to by Oluwafemi Ayoola, the Business Development and Strategy Manager under the employ of the Applicant. Attached are 12 documents marked Exhibits A – L respectively.
In opposition, the Respondents filed a Counter Affidavit of 25 paragraphs sworn to by Damilola Okunnaiya on the 24th day of August 2020. The Respondents filed along with the counter affidavit a Notice of Preliminary Objection challenging the competence of the application and the jurisdiction of the court to hear and determine it. The Applicant filed further affidavit of 14 paragraphs on 26th August, 2020 in answer to the counter affidavit of the Respondents, and also responded to the preliminary objection with a written reply on points of law.
It is the Applicant’s case that since it packed into the Estate, the 1st Respondent has been inundating it with exorbitant membership dues; that it ignored paying the said dues because it is not a member of the 1st Respondent. Some of such notices and demands are Exhibits A – E. The Applicant said that it has never enjoyed any benefits or resources of the Association as the Applicant provides its own electricity, security, cleaning and waste management system. The Applicant further said that the 1st Respondent, through its agents and proxies stationed at the main entrance gate of the Estate, collects tolls from the Applicant’s officers and employees before allowing Applicant’s trucks and vehicles to gain access into its premises in the estate; that the Applicant has been paying these tolls as part of its corporate social responsibility to the immediate local community. Despite these contributions and payments, the 1st Respondent has continued to harass the Applicant into paying the membership dues.
According to the Respondents, the Applicant member of the association by virtue of her residency in the Estate and has consistently being notices of general meetings from 2016 up to that the bills given to the Applicant are bills approved at the general meetings; that the 1st Respondent neither collected any toll fee from the employees of the Applicant nor blocked its trucks from gaining entrance into the estate; that the monies paid by the Applicant were for security and tolls fees and has not at any time harassed the Applicant into becoming a member of the 1st Respondent.
➥ ISSUE(S) & RESOLUTION(S)
[PRELIMINARY OBJECTION: DISMISSED]
I. Whether the Applicant can sue for Fundamental Rights?
RULING: IN APPLICANT’S FAVOUR.
A. ARTIFICIAL BODIES CAN SUE FOR FUNDAMENTAL RIGHTS
[‘I have also asked myself whether where the property owned by a corporate body is compulsorily acquired without due process, the corporate body, being artificial cannot sue for breach of its fundamental right to own and acquire property under section 44 of the Constitution. I think it can. In my view, section 46(1) of the Constitution empowers any aggrieved person (natural person or juristic person) to seek redress in the court. As we have seen in the two cases cited above, an artificial body may sue for the enforcement of its fundament right where applicable. The preliminary objection in my view has no merit, and it is over ruled.’]
[SUBSTANTIVE: SUCCEEDED, IN PART]
I. Whether or not the Applicant is entitled to the reliefs sought?
RULING: IN APPLICANT’S FAVOUR, IN PART.
A. THE APPLICANT CANNOT BE COERCED TO JOIN AN ASSOCIATION
[‘In the case of Agbai & Ors. vs. Okogbue (1991) LPELR-225 (SC) p 64, the Court held “…it is necessary to draw a critical and fundamental distinction, between enforcing the custom against a and of association, voluntary member enforcement of the custom against a member who is so by operation of an alleged custom. In the first case a voluntary member of an association enjoys its benefit cum onere. He cannot complain. In the second case nobody can be compelled to associate with other persons against his will.. Our constitution guarantees every citizen that freedom of choice.’ By the provisions of section 5 of the Constitution of the 1st Respondent, membership of the association is limited to all male and female adults resident in the Estate. See also the definition of ‘The Resident’ in section 2 of the constitution. It appears to me that only adult persons who reside or carry on business in the Estate qualify as member. The Applicant cannot be regarded as an adult being. Exhibits A copies of Notices of Meetings served on the Applicant. The Applicant not being an adult being, and having not volunteered to be a member, cannot be coerced or compelled to be a member of the association. I so hold.’]
B.THE APPLICANT’S CLAIM ON RIGHT TO MOVEMENT DOES NOT SUCCEED
[‘With respect to the right to freedom of the Applicant is not in my view capable of movement that can be restricted. There is no evidence that any of the employees of the Applicant was prevented entry into the Estate. The fact that its trucks were denied access into the premises cannot amount to breach the fundamental right to freedom of movement guaranteed in the Constitution. The Applicant has not made out enforceable right under the constitution. an Applicant in movement.’]
‘On the above I enter judgment for the part and order as follows – a) It is hereby Declared that the continuous acts of harassment, intimidation, extortion and coercion perpetrated by the Respondents in order to coerce the member of the 1st Applicant into becoming a Respondent is illegal, oppressive and unconstitutional as it violates the Applicant’s fundamental rights as enshrined in section 40 of the Constitution of the Federal Republic of Nigeria 1999 (as amended). b) An Order of Perpetual Injunction is hereby granted restraining the Respondents whether by themselves or through their servants, agents or proxies from harassing, extorting and coercing the Applicant to become member of the 1st Respondent.’
➥ MISCELLANEOUS POINTS
➥ REFERENCED (LEGISLATION)
➥ REFERENCED (CASE)
⦿ CORPORATE BODIES HAVE THE RIGHT TO SUE FOR INFRINGEMENT OF FUNDAMENTAL RIGHTS
In Okechukwu vs. EFCC (2015) 18 NWLR (Pt 1490), the Court of Appeal held as follows – “Assuming a limited liability company is involved in a case where it was denied fair hearing, it has the right to sue for breach of its fundamental right to fair hearing. Again if the processes filed by the appellants were couched in such a way to show that the 1st Appellant’s ordeal and unwarranted arrests and detention was based primarily on the fact that he is the Managing Director of the 2nd appellant, then the 2nd appellant has a right to sue for the infringement of the fundamental rights of its managing Director.’
➥ REFERENCED (OTHERS)