‘Efficient deployment of class action would promote access to justice’

Corporate governance is the system of rules, practices and processes by which a firm is directed and controlled. Corporate governance essentially involves balancing the interests of a company’s many stakeholders, such as shareholders, management, customers, suppliers, financiers, government and the community. But there is this general belief that there are serious corporate governance issues that need to be addressed in Nigeria so as to attract foreign direct investment and improve the country’s ease of doing business index. Business lawyer and managing partner of Alliance Law Firm (ALF), Uche Val Obi (SAN) in this interview with JOSEPH ONYEKWERE said the maiden edition of the ALF annual lecture would provide the platform for experts to examine contemporary issues around corporate governance. At the event, he will also unveil a novel book on class action in Nigeria.

Talking on the concept of corporate governance and its attendant challenges, the senior advocate said: “Corporate Governance is a set of rules and corporate behavioral patterns that regulate and guide corporate entities in their organization, proceedings, control, management and operation in a lawful, transparent, efficient and integrity driven manner so as to protect the interest of all stakeholders. These stakeholders are not limited to interest or shareholders, but include employees, creditors, service providers, host communities, governmental authorities and the general public. At this lecture the experts will be examining the contemporary issues around it, which would cover the present state,
expected new codes, the practice and the way forward.”

The event will be a convergence of law, regulators, leaders of the bar, captains of industries, operators and academics. When asked about legislators, Obi responded thus: “Those categories of people are the real stakeholders on matters of corporate governance, as they help to formulate and influence the policies, codes, behavioral patterns of corporates and implement them. The legislators are more involved in law making through sponsorship and passage of bills into Acts of the Parliament with presidential assent except when it is overridden. So by the end of the day, the National Assembly makes statutes. However, the codes of Corporate Governance are either regulatory or driven rules and practices, which may operate broadly or sectorally. So legislators are not directly involved in formulating the codes of corporate governance primarily. However, the body of laws already passed by the National Assembly is useful materials in promoting corporate governance rules to ensure that the later does not conflict with the former.”

As earlier stated, the event would also witness the launch of the much awaited book titled: “Class Action in Nigeria”. Giving snippets of this groundbreaking publication, the first of its kind in Nigeria, Obi said: “Class Action is a legal procedure or a form of suit in which a large group of people collectively bring a claim to Court or in which a class of defendants are being sued. The outcome of the suit will bind them and others falling into the same class whether or not they were named as parties. So there is finality of the outcome of the suit over the subject matter of class suit.”

According to him, the importance of Class Action includes its ability to enhance access to justice. “It is arguably one of the greatest most effective legal mechanism to remedy mass wrongs in a fast and evolving globalized world order, where the effect of a single wrong in a particular territory could affect millions of consumers in the country or across the world.

“Aggregation of claims increases efficiency of the legal process, and lowers the costs of litigation especially (in cases sharing common questions of law and facts) as those claims are heard under a single suit. It also helps to avoid multiple suits arising from the same subject matter, which can result into conflicting decisions of Courts or different outcomes. In limited fund cases, a class action ensures that all plaintiffs receive reliefs and that early filing plaintiffs do not raid the fund or rid the defendant of all its assets before other plaintiffs are compensated. It can be used to change the behavior of a class of which the
defendant is a member.

“The book is a pioneer work basically dealing with an understanding of the concepts, the state of affairs with our various Rules of Court, and the pros and cons. About a decade ago I was engaged to defend a Bank in a certified class action at the Federal High Court in which the claim was quite substantial. I then set out to gather local authorities to use but was quite shocked at the paucity of local materials both in reported cases and published works. So, I largely depended on foreign sources. I thought there was a gap to be filled and this book was therefore my attempt to respond to this yearning gap. In the course of writing the book, I tried to examine the state of the Rules of Court at the date of publication and expressed my views on their adequacy or otherwise. I also introduced the concept of Class arbitration as an emerging trend, which is gaining faster grounds
in some foreign jurisdictions like USA.

“I have the feeling that an efficient deployment of Class Action mechanism would assist in promoting access to justice as more people can have their grievances resolved under a class suit without having to afford independent suits. It will also assist in decongesting the courts as hundreds or thousands of actions on the same subject matter can be litigated under one suit. I think that the practice should be consciously promoted by the leaders of the bar and bench, the academia and the public at large, as part of the demoralization of legal process.”

On why ALF has decided to embark on lecture series, he said: “It has always been our model to give back to the society. So it is part of our corporate social responsibility programmes to embark on such a project. After this maiden edition, the aim is to hold it annually and the theme is not restricted to legal topics or issues. Similarly, the faculties and facilitators will cut across board. It will be an avenue to get top experts share their experiences on impactful topical issues. It will be a platform to promote national and global dialogues, which may sometimes assist in policy formulation and nation building. It is also an opportunity to host our high profile clients, colleagues and others to a luncheon.”

Responding to what informed his choice of the theme, for the public lecture series and luncheon, which holds on Thursday, May 31, 2018, at Radisson Blu, Ozumba Mbadiwe, Victoria Island, the learned silk declared: “The choice of theme for this maiden edition was influenced by its topicality and relevance across the broad spectrum of the business community and regulatory authorities and its overall impact to the economy, especially now that the Federal Government is making efforts to improve the country’s Doing Business Index. A sound corporate governance culture is a measure of transparency, integrity and better management of resources and this helps to project a country as a conducive investment destination. Our nation is in dire need of economic growth through massive influx of Foreign Direct and Portfolio investments.”

The faculty for the lecture is also very rich. They include Professor Pat Utomi, Mr. Dotun Sulaiman of Financial Reporting Council of Nigeria (FRCN) as lead speaker, Ben Akabueze, DG, Budget Office of the Federation, Ms. Mary Uduk Acting DG of Security and Exchange Commission (SEC), Mr. Oscar Onyema CEO Nigerian Stock Exchange (NSE), Mr. Austin Avuru, MD/CEO SEPLAT Petroleum, Mr. Toyin Sani, CEO, United Capital Plc and Prof. Fabian Ajogwu SAN.

According to him, the theme of the lecture is quite topical and the personalities involved being passionate stakeholders are naturally interested in a discussion on contemporary issues and trends of Corporate Governance in Nigeria. His words: “They appreciate its importance of our quest to grow the economy and improve our competitiveness at the global level. They must have seen it as a call to national duty, not just our effort as a Firm, and that is the only way to explain the convergence of such high powered panel of experts.”