A Port Harcourt-based lawyer, Anachor Omodu, Esq has raised issues concerning the registration and incorporation of the Nigerian National Petroleum Company Limited. In a letter addressed to the Registrar General of the Corporate Affairs Commission (CAC) which was made available to newsmen, the lawyer stated that the letter was brought pursuant to Sections 138, 140(1), 147(1) and (2), 149 of the Constitution of the Federal Republic of Nigeria, 1999 (as amended), Section 53(1) of the Petroleum Industry Act, 2021 and Section 41 of Companies and Allied Matters Act, 2020.
In the said letter, Anachor Omodu, Esq has asked the Corporate Affairs Commission, hereinafter to be referred to as the “Commission”, to withdraw, cancel or revoke the certificate of incorporation it issued to the Nigerian National Petroleum Company Limited in compliance with the Constitution and other extant laws. He stated that Section 41(1) of the Companies and Allied Matters Act, 2020, provides: “The Commission shall register the memorandum and articles unless in its opinion- (d) “if there is non-compliance with the requirement of any other law as to registration and incorporation of a company.” While Section 41(7) of the Act, provides: “The Commission may withdraw, cancel or revoke a certificate of Incorporation issued under this Act where it is discovered that the certificate was fraudulently, unlawfully or improperly procured.”
The lawyer further stated that the incorporation of NNPCL is in violation of Section 53(1) of the Petroleum Industry Act, 2021 as the said section provides for the Minister to cause to be incorporated under the Companies and Allied Matters Act, a limited liability company, which shall be called Nigerian National Petroleum Company Limited (NNPC Limited). The Minister referred to in this section is the Minister of Petroleum but President Buhari (as he then was ) gave the directive for the incorporation of the NNPCL. This is an aberration as the Constitution in 138 forbids the President from assuming or taking up any ministerial position or any other executive office. President Buhari assumed the office of Minister of Petroleum in flagrant violation of Section 138 of the Constitution.
The lawyer further highlighted that Section 149 of the Constitution provides for declaration of assets and liabilities and oaths to be taken by Ministers before they can begin to perform the duties of their offices. President Buhari neither declared his assets and liabilities nor took the oaths of allegiance and office as Minister of Petroleum. President Muhammadu Buhari satisfied the provisions of Section 140(1) and (2). This section relates to the Office of President and not Minister.