Month: November 2022

Every person has a right to the protection of his good name, reputation, and the estimation in which he stands in society. Therefore, whoever publishes anything injurious to that good name or reputation commits the tort of defamation. Sketch Publishing Co. Ltd. v. Ajagbemokeferi (1989) 1 NWLR (Pt.100)678. 

The tort of defamation is the act of harming the reputation of another by making either a written or oral false statement to at least a person other than the plaintiff. 

In today’s analysis, the legal question is whether or not the Tort of Defamation extends to companies in Nigeria. The Courts in a plethora of cases have held in the affirmative. 

In C.S.S. & D.F. Ltd. v. Schlumberger (Nig.) Ltd (2018) 15 NWLR (Pt. 1642) 238, the Court held that “A company can sue for defamation. It has a reputation and goodwill, which can be protected. An injury to its reputation can lead to the loss of its goodwill. The courts will, in appropriate cases, protect the reputation and goodwill of a company by an award of damages and injunction. Though a company, being an artificial person, is incapable of having natural grief and distress, this does not mean the same thing as its reputation in the way of its trade and business.“

Similarly in Inland Bank (Nig.) Plc v. F.S. Co. Ltd. (2010) 15 NWLR (Pt. 1216) 395, the Court opined that  “A corporation or company can maintain an action for libel in respect of words which are calculated to injure its reputation in the way of its trade or business. Consequently, where a statement is made with regard to the mode in which a trading corporation or company conducts its business, such as to convey to right-thinking members of society generally that it conducts its business in a dishonest, improper, or inefficient manner, the corporation or company can maintain an action for defamation without proof of special damages as if it were a natural person.“

It is noteworthy that a corporate body, unlike a human being, in suing for defamation can only seek damages for a pecuniary loss it has suffered and not for things only possible in personal feelings. Hence, it can sue for loss of profit, a shortfall in turnover, or anticipatory loss but not for natural grief and distress, and not for social disadvantage. Duyile v. OgunbayoSons Ltd (1988) 1 NWLR (Pt. 72) 601

Thank you for reading. See you next week.

A director is a person duly appointed by the company to direct and manage the business of the company. Section 269(1) of Company and Allied Matters Act (CAMA) 2020

The principle of law, by virtue of Section 307(2) of CAMA 2020, is that a person shall not be a director in more than five public companies. At least one, and at most five.

In an instance where a person serves as a director in more than five public companies shall, the law is that such an individual to resign from being a director from all but five of the companies at the next annual general meeting of the companies after the expiration of two years from the commencement of this Company and Allied Matters Act. Section 307(3)

Section 307(4) laid down the penalty for non-observance of the aforementioned sections. It states that any person who acts as a director of a public company in contravention of the provisions of this section is liable to a daily penalty in such amount as the Commission shall specify in its regulations and shall refund to each of the companies every remuneration and allowances paid to him as a director in each of the companies.

Thank you for reading. See you next week. 

The general principle of law is that the Supreme Court is the final court in Nigeria. It has appellate jurisdiction over appeals from the Court of Appeal. 

However, there are instances where the decision of the Court of Appeal – which is the second highest court on the hierarchy of Courts in Nigeria – will be final. It’s pertinent to state that there is only one Court of Appeal in Nigeria but several judicial divisions for the sake of convenience and swift administration of justice. 

One of the instances is that the decisions on appeals from the National Assembly or State House of Assembly Election Tribunals are final. This principle received statutory authority in Section 246(3) of the Constitution of the Federal Republic of Nigeria and was judicially reaffirmed in the case of  Ogboru v President Court of Appeal & Anor(2005) LPELR-7473(CA)

Also, decisions of the Court of Appeal on appeals from the National Industrial Court are final. This explains why ASUU in its case with the Federal Government cannot appeal the Court’s decision to the Supreme Court. The finality of the Court of Appeal is constitutionally provided for by virtue of Section 243(4) and the case of Coca-Cola & Ors v Mrs. Titilayo Akinsanya (2013) 18 NWLR (Pt 1386). 

Thank you for reading. See you next week.