The Federal High Court in Abuja on Friday dismissed the preliminary objections filed by the Corporate Affairs Commission (CAC) and two others, challenging the competence of the N100 million suit filed by a furniture manufacturer, Artco Industries Limited.
The plaintiff had filed the suit over alleged registration of identical company resulting in diversion of its business and loss of revenue.
Justice Binta Nyako, in a ruling, held that the case of the plaintiff, Artco Industries Limited, had disclosed triable issues which ought to proceed to hearing on the merits.
Justice Nyako held that the preliminary objections by CAC, Artco Furniture Manufacturing Company Ltd and its owner, Chief Onyekachi Iheme, lacked merit.
It would be recalled that Artco Industries Limited, in the suit filed by its lawyer, Emmanuel Ekpenyong Esq of Fred-Young & Evans LP, had sued CAC, Artco Furniture Manufacturing Company Ltd and Chief Iheme as 1st to 3rd defendants respectively.
In the writ of summons marked: FHC/ABJ/CS/164/2024 dated Feb. 7, 2024 and filed on Feb. 8, 2024, the plaintiff sought a declaration that the 2nd defendant’s name registered on Sept. 24, 2021 is similar to its name, “registered since Oct. 30, 2003.”
This, Ekpenyong said, had misled members of the general public into believing that the plaintiff’s and 2nd defendant’s companies are owned by the same persons or that the second defendant is a subsidiary of the plaintiff.
The lawyer urged the court to declare that the acts of the defendants contravened the provisions of Section 852 (1) of the Companies and Allied Matters Act (CAMA), 2020.
The CAMA Act, he added, forbids the registration of a company whose name is identical with an existing name or a name which nearly resembles an existing name as to be calculated to deceive members of the public.
He, therefore, sought an order directing the CAC to deregister and strike out the name of the 2nd defendant, Artco Furniture Manufacturing Company Limited, from its database.
He further sought an order directing the defendants to jointly and severally pay the sum of 100 million naira for damages resulting from loss of revenue as a result of CAC’s failure to carry out due diligence before registering the 2nd defendant.
But the first, second and third defendants filed preliminary objections, praying the court to dismiss the suit.
In its objection filed on Jan. 24, 2025, CAC formulated a lone issue for determination.
The commission asked the court to determine whether it had made out a good case for striking out its name and that the court lacked competence to try the matter as presently constituted.
On their part, the second and third defendants in their joint notice of preliminary objection filed on June 24, 2025, also formulated one issue for determination.
They wanted the court to determine whether the suit constituted an abuse of court process.
They argued that a similar suit is pending at an FCT High Court which had not been disposed of, submitting that such action amounted to an abuse of judicial process aimed at irritating the defendants.
But Ekpenyong, in his reply, urged the court to dismiss the objections for lacking in merit.
Justice Nyako, in her ruling delivered on June 29 but the certified true copy made available on Friday, said Artco industries limited’s allegations “are not idle complaints.”
“A close examination of the plaintiff’s pleadings reveals the allegations that the plaintiff has carried on business under the name Artco Industries Limited since 2003.
“That during the subsistence of its partnership arrangement with the 3rd defendant (Chief Iheme), he incorporated the 2nd defendant under a name which is deceptively similar to that of the plaintiff.
“That members of the public have been misled into believing that both entities are one and the same and that despite repeated complaints, the 1st defendant (CAC) failed to take steps pursuant to its statutory powers under the Companies and Allied Matters Act.”
According to the judge, they are allegations of direct injury to the plaintiff’s corporate identity, goodwill and business interests.
She said whether those allegations are ultimately established is a matter for trial.
“At this stage, the court is merely concerned with whether the plaintiff has shown sufficient interest in the subject matter and whether the facts pleaded disclose a legally recognisable grievance.
“I have no difficulty in holding that a company alleging that another company was incorporated under a name calculated to deceive members of the public into believing both entities are connected possesses sufficient interest to approach the court for redress.
“The plaintiff’s civil rights and obligations are clearly alleged to have been affected by the acts complained of.
“Consequently, the contention that the plaintiff lacks locus standi is without merit,” the judge said.
She held that the statement of claim disclosed a reasonable course of action against the defendants.
“Whether the plaintiff ultimately succeeds in proving negligence, statutory breach or failure to exercise statutory powers is a matter for trial.
“At this stage, the court is merely concerned with whether triable issues have been disclosed,” she added.
Justice Nyako, equally, held that the allegation of abuse of court process as canvassed by the 2nd and 3rd defendants cannot be established merely because two proceedings exist between parties, citing a previous Supreme Court’s decision.
“The law requires substantial identity of parties, subject matter and reliefs sought.
“The matter before this court reveals that the action before the FCT High Court arose principally from the partnership agreement executed between the parties and seeks remedies arising from the alleged breach of that contractual relationship.
“The present suit on the other hand seeks declaration concerning the legality of the incorporation of the 2nd defendant under CAMA and the exercise of statutory powers by the Corporate Affairs Commission.
“More importantly, the CAC whose actions are central to the present dispute is not a party to the FCT High Court’s action.
“The mere fact that some factual circumstances overlap does not automatically translate to abuse of court process.
“I am unable to conclude that there has been an abuse of court process.
“Having resolved the issues raised by the parties, I find no merit in the preliminary objections raised by the 1st, 2nd and 3rd defendants.
“Both are accordingly dismissed,” the judge ruled.Justice Nyako subsequently adjorned the matter until Oct. 28 for trial.
