IN THE NATIONAL INDUSTRIAL COURT OF NIGERIA

IN THE IBADAN JUDICIAL DIVISION

HOLDEN AT IBADAN

BEFORE HIS LORDSHIP HON. JUSTICE Y. M. HASSAN

DATE: 23RD APRIL, 2026.                                SUIT NO: NICN/IB/12/2024

BETWEEN

MRS. AKAMBI OLANIKE TAOFIKAT ------------------------ CLAIMANT

AND

ODU’A INVESTMENT COMPANY LTD. -------------------- DEFENDANT

REPRESENTATION

Chief Leye Adepoju for the Claimant.

Funke Onakoya for the Defendant.

JUDGMENT

INTRODUCTION

1.       The Claimant instituted this suit by a General Form of Complaint and Statement of Facts dated and filed 20th day of February, 2024, claiming against the Defendant as follows:

a.     A DECLARATION that the purported retirement of the Claimant on 31st January, 2024 through the letter/notice of retirement of 31st October, 2023, issued by Wemabod Limited, a subsidiary of the Defendant is unreasonable, irregular, unlawful and of no effect as it offends the Defendants rules and regulations contained in the Defendant’s Handbook 2012 and ultimately a breach of the contract of employment with the Claimant.

b.     An Order of this Honourable Court directing the Defendant to reinstate forthwith the Claimant into the position she occupied in its employment prior to the purported retirement as contained in the letter of 31st October, 2023 and headed “Three Months’ Retirement Notice from the Service of Wemabod Estate Limited”.

c.     An Order of this Honourable Court directing the Defendant to allow the Claimant enjoy her full term of employment and condition of service by retiring at the mandatory age of 60 (sixty) or at any time the Claimant wishes before attaining the mandatory age of sixty (60) having committed no infraction to warrant such purported retirement.

ALTERNATIVELY:

a.     A declaration that the retirement of the Claimant on 31st January 2024, through the letter/notice of retirement of 31st October 2023, issued by Wemabod Limited, a subsidiary of the Defendant is unwarranted, unreasonable, irregular, oppressive and a breach of the terms and conditions of the Claimant’s employment with Defendant.

b.     N68,264,347.97 (Sixty-Eight Million, Two Hundred and Sixty-Four Thousand, Three Hundred and Forty-Seven Naira and Ninety-Seven Kobo) being special damages and/or loss of income suffered by the Claimant for the loss of emoluments due to the premature retirement from the service of the Defendant.

c.     N20,000,000.00 (Twenty Million Naira) only being general damages for the unlawful purported retirement notice issued to the Claimant by the Defendant and for the unwarranted stress, embarrassment, humiliation and emotional trauma suffered by the Claimant due to the breach of her contract of employment with the Defendant.

d.     20% (twenty percent) post-judgment interest on the judgment sum until same is totally liquidated.

 

2.       In response, the Defendant filed Amended Statement of Defence dated the 5th day of August, 2024 and filed on 3/09/2024. The Claimant filed a reply to the amended statement of defence and consequential amended statement of facts on 05/11/2024 and 12/09/2024 respectively.

3.       Pleadings having been settled, trial in this suit commenced on 15th July, 2024 and was concluded on 27th May, 2025. Both the claimant and the defendant called one witnesses each.

CASE OF THE CLAIMANT

4.       On 15th July, 2024, the Claimant opened her case and testified as CW1 by adopting her statement on oath dated 20th February, 2024 and additional statement on oath as her evidence in chief and tendered documents in evidence out of which some were objected to by the Defendant’s Counsel. Ruling on the objection reserved upon the Defendant’s Counsel addressing the Court on the grounds of his objection at address stage. Those not objected were admitted in evidence and marked accordingly. The objected ones were simply marked.

5.       Under cross examination, CW1 testified inter alia that at the time she received Exhibit I, she was almost 6 years at Wemabod Estate Limited upon her transferred. That Wemabod have been paying her salary since she was transferred in 2018. That she cannot remember when Exhibit K was given to her but she knows it was given to all staff when it was reviewed in 2012 and that she is bound by it and familiar with it content to some extend. That Exhibit I was given to her to inform her of three months notice of retirement. That she cannot confirm whether Defendant approved her retirement because she is not a member of the board.

          Testifying further under cross examination, CW1 stated that retirement age stated in the employee handbook is 60 years and when she was served with Exhibit I, she was 56 years. That she is not aware that the company can voluntarily retire her at 45 years. That the only company’s property still in her possession is laptop. That she spent three months in the employment of the Defendant after she received Exhibit I. That she was offered to purchase the laptop in accordance with the company’s policy. That she was asked to complete and sign the exit form which she did not.

          CW1 further stated under cross examination that her depositions in paragraphs 7 and 8 of her additional statement on oath are not in the handbook because the policy came up after the review of the existing policy in 2012. That the name of the policy is shared services. That the policy is not before the court.

6.       Under re-examination, CW1 stated that the offer to purchase the laptop came first before she was invited to Lagos.

CASE OF THE DEFENDANT

7.       The Defendant opened its defence on 11th day of December, 2024 and called one Mrs. Odunayo Adeniji, Group Head, Human Resources Department of the Defendant, who testified as DW1 by adopting her statement on oath as her evidence in chief and tendered in evidence 10 documents which were admitted and marked accordingly.

8.       DW1 stated amongst others things under cross examination that she joined the Defendant in August, 2022 as Group Head Human Resources. That the employee handbook of 2012 was in use and the relevant provisions applicable to disengagement of the claimant were followed. That the board of the Defendant deliberated on shared services but there is no policy called shared services in the Defendant’s company. That Wemabod estate limited is a subsidiary of the Defendant. That the Claimant has no documented query in her file and that she has not hear of any.

Testifying further under cross examination, DW1 stated that the Claimant did not tender any sick leave. That the Claimant was not retired as a result of disciplinary action or poor health. That the Claimant was retired before 60 years of age in alignment with the company’s policy that made provision for early retirement which could be initiated by the employee or the company as contained in the employees handbook. That the Claimant did not retire voluntarily but by the condition of early retirement that was initiated by the company. That Exhibit K is the handbook of year 2012.

FINAL WRITTEN ADDRESSES

9.       At the close of trial, learned Counsel were directed to file their final written addresses in accordance with the Rules of this court. The Defendant filed their final written address dated the 2nd day of October, 2025 and filed on the 3rd day of October, 2025. The Claimant on the other hand filed their final written address dated 8th day of December, 2025 and filed same day. The Defendant equally filed a reply to the Claimant’s final written address dated the 13th day of February, 2026 and filed on 16th day of February 2026.

SUBMISSIONS ON BEHALF OF THE DEFENDANT

10.     In the said Defendant’s final written address, learned Counsel to the Defendant, Funke Onakoya distilled two issues for determination, to wit:

1. Whether the Claimant was lawfully and rightly retired from the employment of the Defendant?

2. Whether the Claimant is entitled to any of the claims sought in this suit?

11.     Arguing on issue one, Counsel submitted that it is trite that the duty of the court in the resolution of cases involving employer and employee is to examine the terms and conditions of service in order to determine the contractual relationship between the employer and employee. That the court will not look outside the terms stipulated or agreed therein in deciding the rights and obligations of the parties. In this respect, Counsel cited the case of KATTO v. CENTRAL BANK OF NIGERIA (1999) 6 NWLR (Pt. 607) 390 at 405.

12.     Counsel submitted more so that for this Honourable Court to decide whether the Claimant’s retirement was lawful, the Court is required to examine the terms of the contract of employment of the Claimant. Counsel referred the Court to Exhibit K and contended that it forms an integral part of the contact of employment of the Claimant. Reliance was placed on the cases of BABA v. NCATC (1991) 5 NWLR (Pt. 192) page 388 at 392; LONGE v. FRN PLC (2010) LPELR-1793 (SC); FIRST BANK v. MOMOH (2020) LPELR-51517 (CA); LAYADE v. PANALPINA WORLD TRANS. LTD (1996) 6 NWLR (Pt. 456) 544 at 558, para B.

13.     Consequently, Counsel urged the Court to limit itself to the terms of the employment as contained in the offer of employment (Exhibit N), the Claimant’s transfer letter (Exhibit D), the letter dated 31st October, 2023 (Exhibit I/R.2) and the Employment Handbook (Exhibit K) to determine whether the Claimant’s retirement was wrongful. Therefore, Counsel referred the Court to paragraph 6.4 of Exhibit K and submitted that the Defendant rightly retired the Claimant from its employment.

14.     In another submission, learned Counsel referred the Court to paragraphs 6 to 11 of the Claimant’s Further and Additional Statement on Oath dated 5th November, 2024 and submitted that the testimony of CW is irrelevant to the issue at hand and does not vary or suspend the provision of Exhibit K as regards the age of either early voluntary retirement by an employee or the Defendant’s compulsory retirement of an employee. 

15.     The learned Counsel contended that the Claimant has not shown how the Defendant contravened Exhibit K, which expressly made provisions for the retirement of a staff at either age 45 (forty-five) above or 60 (sixty). That it is an elementary principle of law that the onus is always on a party that alleges and until the allegation is proven one way or the other, the burden does not shift to the Defendant. In this respect, Counsel cited the cases of AMODU v. AMODU (1990) 5 NWLR (Pt. 150) 356; DOMINGO PAUL v. GEORGE (1959) 4 FSC 198, (1959) SCNLR 510.

16.     Arguing further, Counsel referred the Court to paragraph 8 of the CW1 statement on oath dated 20th February, 2024 and submitted that the Claimant’s retirement has no nexus with her performance or conduct in the service of the Defendant but was a result of the reorganization undertaken by the Defendant and that it is misleading for the Claimant to rely on her letters of commendation, upgrading and promotion to query the legitimacy of her retirement.

17.     Submitting finally on issue one, Counsel stated that the Claimant has failed to discharge the burden of proof placed upon her by Section 131 of the Evidence Act 2011 and her claims for wrongful and mala fide retirement must fail. That she also failed to show how the issuance of the 3 months’ notice of retirement to the Claimant was in contravention of the Defendant’s Exhibit K. Therefore, Counsel urged the Court to hold that the Claimant was rightfully retired in pursuance to the provisions of Exhibit K.

18.     On issue two, Counsel submitted that it is trite that the measure of damages recoverable by an employee whose contract has been wrongfully terminated is the amount he would have earned under the contract for the period until the employer could have lawfully terminated it. In this respect, reference was made to the cases of HEIDER v. BERINI BANK (1963) 1 ALL NLR 40-8772 (CA); BATISEN v. JOHN HOLT LIMITED (1973) 8 C. C. H. C, J 61; NNPC v. OLAGBAJU (2006) ALL FWLR (Pt. 334) 1855.

19.     In another submission, Counsel stated that the Claimant did not show or prove the circumstances under which her retirement was unreasonable, mala fide and contravenes Exhibit K and that the Defendant has shown by Exhibit R.2, that the condition to be satisfied in validly exiting the Claimant from the system had been complied with. That the Claimant cannot be reinstated. Consequently, Counsel urged the Court to hold that the Claimant is not entitled to the claims sought in this matter.

20.     Finally, Counsel submitted that the Claimant’s claims are frivolous, speculative and urged the Court to dismiss the suit with substantial cost.

 

SUBMISSIONS ON BEHALF OF THE CLAIMANT

21.     In the said Claimant’s final written address, learned Counsel, Chief Leye Adepoju, formulated four issues for determination which are as follows:-

1. Whether the first preliminary issue raised by the Defendant is sustainable having regard to the pleadings filed by the Claimant, the facts of this case and the extant rules of this Honourable Court?

2.  Whether Exhibit M1 to M5 are to be discountenanced for non-compliance with Section 84 of the Evidence Act, 2011?

3.  Whether the Claimant’s case is adversely affected by the inadmissibility of Exhibit M1 to M5?

4.  Whether the Claimant has proved her case to entitle her to the reliefs being sought?

22.     In arguing the issues, Counsel submitted on issue four that the main question in this suit is as to whether the Defendant in the instant case has retired the Claimant in compliance with the Employee Handbook (Exhibit K). Counsel submitted more so that Exhibit R2 was not in line with the Defendant’s directive/resolution (Exhibit Q).

23.     In his further argument, Counsel referred the Court to paragraph 6.4 of Exhibit K and submitted that by virtue of this clause, an employee may be retired from the service of the company by the Defendant when he attains the age of 45 years or he voluntarily retires from the service of the Defendant when he attains the age of 45 years. He added that an employee who is not retired by the Defendant upon attaining the age of 45 years is to be compulsorily retired at the retirement age of 60 years. Reliance was placed on the cases of NURTW & ANOR v. R.T.A.N. & ORS (2012) 3 SCM 171; A.G. (LAGOS) v. A. G (FED.) & ORS (2014) 4 SCM 1 at 69.

24.     In another argument, Counsel submitted that by the composite interpretation of clauses 6.4 and 6.6 of Exhibit k, an employee, after attaining the age of 45 years, cannot be compulsorily retired by the Defendant until he attain the age of 60, but his employment may only be terminated when he is older than 45 but less than 60 in age. That to retire an employee who is above 45 years old but less than 60 years old cannot be the intention of the company that flauts its guarantee of security of service. Reference was made the cases of LAYADE v. PANALPINA WORLD TRANSPORT NIG. LTD (1996) 6 NWLR (Pt. 456) 544 at 555; FIDELITY BANK PLC v. MONYE & ORS (2012) 6 SCM 113; UGWUANYI v. NICON INSURANCE PLC. (2013) 11 SCM 204 at 241; THE REGISTERED TRUSTEES OF THE AIRLINE OPERATORS OF NIGERIA v. NAMA (2014) 4 SCM 194 at 204; DANGANA v. USMAN & ORS (2012) 4 SCM 55 at 74-75.

25.     Arguing further, Counsel stated that the shared service initiative is not provided in Exhibit K, the document which binds the Claimant and the Defendant in the employer/employee relationship and should not be taken as part of the contract of employment of the Defendant. Therefore, Counsel submitted that the implementation of the shared service initiative could not have been the ground upon which the Claimant was compulsorily retired at the age of 56 years.

26.     Learned Counsel to the Claimant contended that the Claimant has proved her case as required by Section 131 of the Evidence Act, 2011 (as amended) and the burden of proof has shifts to the Defendant to show the grounds on which the Claimant was retired. Reference was made to Section 133(2) of the Evidence Act, 2011 (as amended) and the cases of OHOCHUKWU v. ATTORNEY-GENERAL (RIVERS STATE) & ORS (2012) 3 SCM 210 at 233; OGUEBIE v. FIRST BANK OF NIGERIA PLC. & ANOR (2020) 4 SCM 119 at 131-132; EKWEOZOR & 2 ORS v. THE REGISTERED TRUSTEES OF THE SAVIOUR’S APOSTOLIC CHURCH OF NIGERIA (2020) 4 SCM 60 at 91.

27.     Arguing the issue further, learned Counsel submitted that special damages being claimed in a suit must be specifically pleaded and proved. In this respect, he cited the cases of IGHEDO & 4 ORS v. POWER HOLDING CO. NIG PLC (2018) 1 SM 77; UBN PLC v. CHIMAEZE (2014) 4 SCM 241 at 256 to 257. Consequently, Counsel referred the court to paragraph 23 of the Statement of Facts and paragraph 25 of the Claimant’s Statement on oath and submitted that the Defendant did not join issue with the Claimant on her monthly salary and that same is admitted by the Defendant and needs no further proof. Reliance was placed on Section 123 of the Evidence Act, 2011 and the cases of STATOIL NIG. LTD v. INDUCTION NIG. LTD & ANOR. (2021) 4 SCM 102; U. T. C. NIG. PLC. v. PETERS (2022) 5 SCM 181.

28.     On award of general damages, Counsel submitted that same is at the discretion of a court and is awarded after the court has had a holistic view of the act and attitude of a defendant. That it is awarded as compensation for loss or injury inflicted on a Claimant by the Defendant. In this regard, Counsel cited the case of BRITISH AIRWAYS v. ATOYEBI (2014) 11 SCM 93 at 115; CBN & ORS v. OKOJIE (2015) 8 SCM 21.

29.     Finally, Counsel submitted that the Claimant has proved her case to be entitled to the reliefs sought in legs (a), (b) and (c) of the alternative claim and pray the court to grant each of the reliefs therein.

30.     On the other hand, the Defendant filed a reply to the Claimant’s final written address. The said reply is dated 13th day of February, 2026 and file on 16th day of February, 2026.

COURT’S DECISION

31.     I have carefully considered the processes filed, the evidence led both oral and documentary and the written submissions and the authorities cited by Counsel in their final written addresses as well as the reply on points of law. Therefore, the issues that arise for determination are as distilled by the Defendant’s Counsel in their final written address which I will adopt. They are as follows:-

1. Whether the Claimant was lawfully and rightly retired from the employment of the Defendant?

2. Whether the Claimant is entitled to any of the claims sought in this suit.

32.     Before I consider the issues for determination raised above, it is germane to resolve some preliminary issue that bothers on admissibility of some documents sought to be tendered.

33.     The Claimant while testifying in chief on 15th of July, 2024, sought to tender documents in evidence and the Defendant’s Counsel objected to the admissibility of some of the documents which were simply marked as Exhibits L1 to L4 and M1 to M5 respectively. The Court granted leave to the Defendant’s Counsel to address it on the grounds of his objection in the final written address and for the Claimant’s Counsel to respond accordingly.

34.     The arguments of the Defendant’s Counsel on the grounds of her objection are contained in the final written address at paragraphs 6.1 to 6.9 wherein she submitted inter alia that the Claimant’s Exhibits J.1 to J.18 are totally unpleaded, not frontloaded and are being seen by the Defendant for the first time at the trial. And that the admittance of these newly found documents amounts to a denial of fair hearing against the Defendant who had no opportunity to peruse the documents and react to them in its pleadings. Consequently, Counsel urged the Court to reject all documents/exhibits tendered by the Claimant which were unpleaded and not frontloaded as required by the Rules of this Honourable Court. Also, Counsel argued that Exhibits M.1 to M.5 are computer generated documents which were not authenticated as required by law and urged the Honourable Court to discountenance them. Reference was made to Order 3 Rule 9 of the National Industrial Court (Civil Procedure) Rules 2017, Sections 1 and 84 (1) & (2) of the Evidence Act 2011 and the case of DUNALIN INV. LIMITED v. BGL OLC. (2016) 18 NWLR (Pt. 1544) 262 at 340.

35.     On the other hand, the Claimant’s Counsel response is contained in their final written address at paragraphs 3.01 to 5.01 wherein the learned Counsel submitted amongst other things that the rule of pleading is that a party is to plead facts and not the evidence with which he wishes to prove those facts. He referred the Court to paragraph 6 of the Statement of Facts and submitted that the flesh to the pleading of this fact is Exhibits J.1 to J. 18.

36.     Learned Counsel argued further that the Defendant upon being served with the Claimant’s originating processes, did not enter a conditional appearance and the omission of the frontloading some documents was not raised or pointed out until it was addressed upon. That it is too late in the day to raise the issue and urged the Court to discountenance it. He added that non-compliance with Order 3 Rule 9 of the National Industrial Court (Civil Procedure) Rules, 2017 is an irregularity that has not adversely affected the cause of action and has not misled or confused the Defendant. Consequently, Counsel prayed the Court to discountenance same. Reliance was placed on the cases of AMINU & ORS v. HASSAN & ORS (2014) 1 SCM 1 at 16; OGAR & ORS v. IGBE & ORS (2019) 7 SCM 170 at 188; APENA & ANOR v. AILERU (2014) 12 SCM (pt. 2) 152 at 164 amongst others.

37.     On the argument of the Defendant’s Counsel that Exhibits M.1 to M.5 are computer generated evidence and they were not authenticated as required by Section 84 (4) of the Evidence Act, 2011, claimant’s Counsel in his response conceded that none of the Exhibits M.1 to M.5 is admissible and urged the court to discountenance them. To this end, Counsel submitted that the case of the Claimant is not adversely affected if and when the exhibits are expunged from the record of this Honourable Court.

38.     Now, I have considered the arguments for and against the admissibility of some of the documents as shown above. It should be noted that from the record of the Court, the Defendant’s Counsel also objected to the admissibility of some letters which were simply marked as Exhibits L.1 to L.4. But, surprisingly, the Defendant’s Counsel did not address the court on the ground(s) of her objection on those letters in their final written address. This simply means that the said objection is abandoned. To that extend, the Defendant’s Counsel objection on those letters marked as exhibits L.1 to L. 4 is hereby over ruled and the letters are properly admitted in evidence as already been marked.

39.     It is apparent that the Defendant’s Counsel objection on Exhibits J.1 to J.18 is principally that the Claimant did not plead those documents and were equally not frontloaded as required by the Rules of this court. It is simply the rules of pleadings as rightly submitted by the Claimant’s Counsel that a party is required to plead a fact and not evidence he intent to use in prove of the fact. This position was reechoed by the Supreme Court in the case of PILLARS (NIG) LTD V. DESBORDES & ANOR (2021) LPELR-55200 Per HELEN MORONKEJI OGUNWUMIJU, JSC at pages 23-23 Paras. A-C that:-

“It is trite that facts only and not the evidence to prove the facts need to be pleaded. Specific documentary evidence need not be pleaded as long as the fact relating to the document are expressly pleaded…”

See also the case of MTN v. CORPORATE COMMUNICATION INVESTMENT LTD (2019) LPELR-47042(SC).

40.     In the instant case therefore, the Claimant’s Counsel referred the court to paragraph 6 of the statement of facts where the facts on those exhibits J.1 to J.18 were expressly pleaded. I should add that the law is settled that relevancy is key to admissibility. In this respect, I refer to the case of ODOGUN v. STATE (2025) LPELR-80680 where the supreme court Per MOHAMMED BABA IDRIS, JSC at page 36-36 paras. B-F held that:-

“I agree with the submission of learned Counsel for the Appellant that relevance is fundamental to the admissibility of evidence, whether oral or documentary. The established principle in our law of evidence is that once a piece of evidence is relevant, it is admissible. Admissibility, being one of the cornerstones of our evidentiary roles, is determined by the relevance of the fact sought to be introduced. A fact in issue is admissible if it bears direct reliance to the matter before the Court. Accordingly, relevance serves as the precursor to admissibility, and any exclusion of relevant evidence without just cause would amount to a miscarriage of justice…”

See also the case of OKON & ANOR v. EKPO & ANOR (2025) LPELR-80901 (CA).

41.     Therefore, it is my considered opinion from the pleadings before the court that Exhibits J.1 to J.18 are relevant to this matter and they were properly admitted by the court. I so hold. The omission by the Claimant to add them to the list of documents to be relied upon as required by the Rules of this Court, is at best, an irregularity which has nothing to do with the admissibility. Consequently, I without much ado, overruled the objection of the Defendant’s Counsel in this respect.

42.     On the Defendant’s Counsel objection to the documents simply marked as Exhibits M.1 to M.5 for non-compliance with Section 84 (1) & (4) of the Evidence Act, 2011 (as amended), Claimant’s Counsel conceded that the documents are not admissible. To that extend, I do not need to dissipate my energy further but to say that the objection is sustained and the said documents simply marked as Exhibits M.1 to M.5 are hereby rejected and expunged from the records of the court accordingly.

43.     The coast appears clear, I will now proceed to determine the issues for determination raised above. On issue one which is whether the Claimant was lawfully and rightly retired from the employment of the Defendant, it is not in dispute that the Claimant was employed by the Defendant as shown in Exhibit A. The Claimant’s appointment was confirmed as shown in Exhibit O. The Claimant worked in various offices of the Defendant and was transferred to Wemabod estates limited in 2018 as shown in Exhibit D. It is equally not in dispute that the Claimant was served with three month retirement notice from the service of Wemabod limited, a subsidiary of the Defendant as shown in Exhibit F. The Claimant said she was never queried or reprimanded while working in the Defendant’s head office rather she was appreciated with letters of commendation, upgrading and promotion as shown in Exhibits J.1 to J.18 respectively. More so, the Claimant stated that upon being served with Exhibit F, she was shocked that her blood pressure rose drastically that made her to be attending Lagos State General Hospital as shown in Exhibit E. Parties are unanimous also that Claimant wrote a letter dated 28th November, 2023, stating her intention to continue working for the Defendant’s subsidiary-Wemabod limited. That she was offered an option of retiring with her laptop assigned to her in line with the Company’s policy and requested to fill the Employee Clearance Forms which would be the basis for the release of a retiring entitlement. That the Claimant was retired at the age of 56.

44.     Consequently, what appears to be in dispute is that the Claimant contended that her premature retirement is mala fide, unreasonable and contravenes the terms of employment as contained in the Defendant’s Employee Handbook, 2012 and the Wemabod Limited’s Employee handbook. In other words, the Claimant is challenging her retirement from the Wemabod Limited, a subsidiary of the Defendant by approaching this Court to declare same as unreasonable, irregular unlawful and of no effect as it offends the Defendant’s rules and regulations contained in the Defendant’s Handbook 2012 and ultimately a breach of the contract of employment with the Claimant.

45.     The law is settled that in the determination of the employment rights, it is the employee who complains that his employment contract has been breached that has the burden to place before the court the terms and conditions of his employment that provides for his rights and obligations; and then go on to prove in what way the said terms were breached by the employer. The terms and conditions of service under which an employee is employed is sine qua non in any claim for wrongful removal from service. In this respect, I refer to the cases of BUKA MODU AJI v. CHAD BASIN DEVELOPMENT AUTHORITY & ANOR (2015) 3-4 SC (Pt. III) 1 at 15; OKOEBOR v. POLICE COUNCIL (2003) 12 NWLR (Pt. 834) 444; OKOMU OIL PALM CO. v. ISERHIENRHIEN (2001) 6 NWLR (Pt. 710) 660 at 673; IDONIBOYE-OBE v. NNPC (2003) 2 NWLR (Pt. 805) 589 at 630; NIGERIA SECURITY PRINTING & MINTING PLC v. CHARLES UMOH (2022) LPELR-56924 (CA) 18-19.

46.     It is equally settled law that the burden of proof lies on the party who assets. In other words, he who assets must prove with credible and admissible evidence. See section 131 (1) and (2) of the Evidence Act, 2011 and the case of UWAH v. AKPABIO (2014) 7 NWLR (Pt. 1407) 489.

47.     It should be pointed out that relief one sought by the Claimant in both the main reliefs and alternative reliefs is declaratory. To that extend, it is trite law that declaratory reliefs are not granted as a matter of course nor are they granted on the weakness of the case of the Defendant. Such reliefs must be proved by credible and admissible evidence before the Claimant can be entitled to the grant of the declaration sought. This position of law was reinstated in the case of EMENIKE v. P.D.P & 3 ORS (2012) 12 NWLR (Pt. 1315) 556 at 590 paras A-B where it was held thus:-

“The burden of proof on the plaintiff in establishing the declaratory relief to the satisfaction of the Court is quite heavier in the sense that such declaratory reliefs are not granted even on admission by the Defendant where the plaintiff fails to establish his own entitlement to the declaration by his evidence”

See also the case of SULE v. HABU (2012) ALL FWLR (Pt. 912) 664.

48.     At the trial and in trying to discharge the burden of proof, the Claimant testified for herself as CWI, adopted her three statements on oath as her evidence in chief and tendered documents in evidence which were admitted and marked as Exhibits A to L.4 respectively.

          From the evidence of the Claimant before the Court, the Claimant stated that her retirement was premature and not in accordance with the Defendant’s Employee Handbook, 2012 (Exhibit K) which is the main terms and conditions of service of the Defendant’s employees.

          For ease of reference, let me reproduce hereunder some paragraphs of the Claimant’s statements on oath particularly paragraphs 4 and 21 of the Claimant’s depositions dated 20th day of February, 2024.

          Paragraph 4 reads thus:-

“That the Employee Handbook of the Defendant is the main terms and conditions of service of the Defendant’s employees.”

          Paragraph 21 reads thus:-

“That by my letter of 18th January, 2024 which was mistakenly dated 18th January, 2023, I sought for the Defendant’s decision on the premature retirement.”

Also, in the further and additional statement on oath of the Claimant particularly paragraphs 7, 8 and 12 dated 12th day of September, 2024 which I will take the pains of reproducing hereunder as follows.

Paragraph 7 reads thus:-

“That while I admit that the Defendant was advised on shared services so that it would have organizational alignment with its subsidiaries, it did not recommend premature retirement of officers.”

          Paragraph 8 reads thus:-

“That shared services, which was to start with the Human Resources and Internal Audit Departments of the Defendant, was to let any officer in either of the Departments in the Head Office be the senior to any officer in the same Department in any of the subsidiaries.”

          Paragraph 12 reads thus:-

“That the implementation of the shared services was not the reason for my premature retirement as the policy was not executed in good faith.”

In addition, the Claimant further testified under cross examination inter alia as follows:-

“Q- Please, can you explain to the court what you mean by premature retirement from the employment of the Defendant.

A- The retirement age stated in the employee Handbook is 60 years. And when I was served with Exhibit I on 31st October, 2023, although it was dated 31st October, 2023, I got it few days later. Although the G.M.D came to Lagos just to brief me on that October, 31st. I was 56 years when I was served with the letter. That prompted me to write to the company that I was still interested on my job because I have not reach the age of retirement.”

49.     From the foregoing, the evidence of the Claimant shows that her retirement was not in compliance with the terms and conditions of the Defendant’s employee handbook (Exhibit K). In other words, the Claimant led evidence to show that when she was served with Exhibit I, she was 56 years and has not reach 60 years which is the retirement age stated in Exhibit K.

50.     However, in defence, the Defendant called one Mrs. Odunayo Adeniji, Group Head, Human Resources Department of the Defendant, who testified as DW1, adopted her statement on oath and tendered in evidence10 documents which were admitted and marked as Exhibits N to U accordingly.

          From the totality of the evidence of the Defendant’s witness before the court, it was stated that the retirement of the claimant was approved by the Defendant’s Board, not unreasonable and did comply with the terms and conditions of Claimant’s contract as contained in the Defendant’s Employee Handbook. Let me equally for clarity refer to the DW1 depositions on oath particularly paragraphs 6, 8, 9, 16 and 20.

          Paragraph 6 reads thus:-

“During the 251st Board of Directors’ meeting of the Defendant held on 27th October 2023, the Board of the Defendant resolved that the Claimant be retired from the employment of the Defendant following the implementation of the shared services for the Human Resources and Internal Audit functions to enhance organizational alignment of the Defendant and its subsidiaries. There is an Extracts of the said 251st Board meeting dated 30th October, 2023.”

          Paragraph 8 reads thus:-

“In line with the Claimant’s terms and condition of employment and the Defendant’s employees’ handbook, the Defendant via a letter dated 31st October, 2023, acting through Wemabod Estates Limited, issued a 3 (three) months retirement notice to the Claimant with assurance of paying full entitlement and retirement benefits. The original copy of the Defendant’s letter dated 31st October, 2023 is with the Defendant.”

          Paragraph 9 reads thus:-

“That the Defendant’s Employment Handbook provides that employees shall be retired at the age of 60 (sixty) years. The Handbook also provides that an employee upon attaining the age of 45 (forty-five) years may retire or be retired. I know that the Claimant was about 56 (fifty-six) years as at 31st October, 2023 when the Defendant issued the retirement notice on her.”

Paragraph 16 reads thus:-

“Further to paragraph 16 above, the Claimant ceased to be an employee of the Defendant from 1st February, 2024 till date.”

Paragraph 20 reads thus:-

“I know that the retirement of the Claimant was not unreasonable and neither did it contravene the terms and conditions of Claimant’s contract of employment and the Defendant’s Employee Handbook.”

More so, DW1 equally stated under cross examination amongst other things as follows.

“Q- You never operated the 2012 handbook of the defendant’s company.

A- No. I disagree with his explanation because the employee handbook was in use and the relevant provisions applicable to disengagement of the Claimant were followed.

Q- Show the witness Exhibit K, is Exhibit K the handbook that you said it has been religiously followed.

A- Yes.

Q- So you will agree with me that the Claimant was not retired as a result of disciplinary action or poor health.

A- Yes.

Q- So you will agree that she was retired before she turns 60 years of age.

A- Yes she was retired before 60 years of age in alignment with the Company’s policy that made provision for early retirement which could either be initiated by the employee or the Company as contained in the Employees handbook.

Q- The claimant did not retire voluntary.

A- Yes, she did not retire voluntary but by the condition of early retirement that was initiated by the company.

Q- Exhibit K is the Handbook of year 2012.

A- Yes.”

51.     From the evidence of both the Claimant and the Defendant’s witness before this Honourable Court, while the Claimant is saying that her retirement was premature and not in compliance with the terms and conditions as contained in Exhibit K, the Defendant on the other hand are saying that the Claimant retirement is in compliance with the terms and conditions as contained in Exhibit K having been initiated by the Defendant. This simply means that both parties are relying on Exhibit K. Therefore, it is germane to examine Exhibit K which is the Employee handbook of the Defendant to see whether the retirement of the Claimant from the service of the Defendant comply with same.

52.     Parties from the pleadings and evidence before this Honourable Court are unanimous that the terms and conditions of their contract of employment are contained in Exhibit K. Therefore, Section 6 of the said Exhibit K deals with Cessation from Service and Benefits. In particular, paragraph 6.4 of the sad Exhibit K relates to Retirement. It provides amongst other things that:-

“The company’s retirement age for all employees is 60 years subject to review from time to time. However an employee may be retired or retire voluntarily from the service of the company on the attainment 45 years. Either the company or the retiring staff will give three months notice of retirement or payment of three months basic salary in lieu of notice…”

53.     Claimant’s Counsel argued inter alia that the Claimant was retired at the age of 56 years. That by virtue of the clause of exhibit k quoted above, an employee may be retired from the service of the company by the Defendant when he attains the age of 45 years or he voluntarily retires from the service of the Defendant when he attains the age of 45 years but that an employee who is not retired by the Defendant upon attaining the age of 45 years is to be compulsorily retired at the retirement age of 60 years. That to retire an employee who is above 45 years old but less than 60 years old cannot be the intention of the company that guarantee security of service. The Defendant’s Counsel on the other hand argued amongst other things that the purport of the provision of Exhibit K is that the Defendant reserves the right to retire an employee at any time and without providing a reason just as an employee also reserves the right to voluntarily retire before attaining the age of 60 (sixty).

54.     At this juncture, let me observe that both the Claimant and the Defendant have a different interpretation of Clause 6.4 of Exhibit K as can be seen above. But to me, the wordings used in Clause 6.4 of Exhibit K are clear and unambiqous and not susceptible to different interpretation. In this respect, the law is settled that in interpretation of a document or statute, where the words used are clear and unambiguous, they should be given their ordinary meaning. This position of law was reinstated by Court of Appeal in the case of FBN LTD v. OGWEMOH (2023) LPELR- 60298 Per MUHAMMED LAWAL SHUAIBU, JCA at page 24-24, paras. A-B thus:-

“It is also pertinent to note that in construing the provisions of statute  and by necessary implication, a document, where words are clear and unambiguous, it is the words used that prevail and not what the Court says of the provision means, unless where giving a literal interpretation might lead to absurdity…”

55.     It should be emphasized that the question here centers on the correct interpretation of an employee handbook (Exhibit K) provision that establishes a compulsory retirement age of 60 years but permits retirement “on the attainment of 45 years.” The key legal issue is whether the Defendant being the employer can exercise this retirement power at any time between ages 45 and 60, or only precisely at age 45.

56.     It is trite law that employment contract, including employee handbooks and conditions of service, are subject to principles of contractual interpretation. The courts apply established rules to determine the true meaning and intention of contractual provisions. In this regard, see the case of E. SAPARA v. UNIVERSITY COLLEGE HOSPITAL BOARD OF MANAGEMENT – ELC (1988) 1272.

57.     The critical phrase used in Exhibit K is “on the attainment of 45 years”. The ordinary and natural meaning of “on the attainment of 45 years” suggests a specific point in time. That is, when an employee reaches exactly 45 years of age, rather than an ongoing power exercisable at any subsequent age. Simply put, both parties cannot exercise or activate that clause before 45 years of age and/or after 45 years before 60 years. Therefore, either party that intends to activate that clause must do that at exact 45 years of age as contemplated by Exhibit K.

58.     As pointed out early in this judgment, the Claimant was retired at the age of 56 years far above the 45 years stipulated by Exhibit K and less than 60 years of mandatory retirement age. To this end and without further ado and in the light of the above analysis, it is my considered opinion that the Claimant’s retirement from the service of the Defendant was wrongful as same is in contravention of the terms and conditions as contained in Exhibit K. I so hold.

59.     I must add that the submission of the Defendant’s Counsel in their reply to the Claimant’s final written address particularly at paragraph 2.7 (i – ii) inter alia that the effective preposition contained in Exhibit K is “From” and not “On”, is to say the least misleading as the word used in Exhibit K quoted supra is “On”. If the drafter of Exhibit K intended to grant the Defendant being the employer discretionary power to retire employees at any age between 45 and 60, clearer language would have been used, such as “after attaining 45 years” or “between the ages of 45 and 60 years”. But the used of “On the attainment of 45 years” indicates a temporal marker rather than a continuous period. This brings to the fore the principle of contra proferentem rule in contract interpretation. The rule provides that where there is ambiguity in contractual language, the provision should be construed against the party who drafted it, usually the employer in employment contracts. This is in line with the settled principle of law that a party cannot be allowed to benefit from its own wrong. On this, I refer to a recent Court of Appeal decision in the case of CAT CONSTRUCTION GROUP LTD v. UACN PROPERTY DEVELOPMENT CO. PLC & ANOR (2026) LPELR-83254 Per BIOBELE ABRAHAM GEORGEWILL, JCA at pages 43-44, paras. D-A where it was held thus:-

“My lords, it is true that in law, the applicable equitable principle is that a person cannot benefit from his own wrong. Thus, in its adjudicatory functions, the Court has a duty to prevent injustice in any given circumstance and avoid rendering a decision which enables a party to escape from his obligation under a contract by his own wrongful act…”

60.     In any event, where a document drafted by an employer is ambiguous and capable of different interpretation, the law is as stated by the Supreme Court in the case of CHIEF TAMUNOEMI IDONIBOYE-OBU v. NIGERIAN NATIONAL PETROLEUM CORPORATION (2003) 1809 that conditions of service in employment contracts must be clear and unambiguous. Where terms are capable of more than one interpretation, the construction most favourable to the employee should be adopted, particularly when the employer drafted the document.

61.     To this end, it is my considered opinion that the phrase used in Exhibit K which is “on the attainment of 45 years” does not give the Defendant being an employer unlimited discretion to retire employees at any age between 45 and 60 years. Rather, it refers to a specific temporal point when the employee reaches exactly 45 years of age. Having allowed the Claimant in the instant case to continue working beyond 45 years of age and reached 56 years of age, the Defendant cannot subsequently invoke clause 6.4 of Exhibit K to justify the Claimant’s retirement. I therefore hold that the claimant’s retirement was wrong, the Defendant having failed to comply with the terms and conditions as stated in Exhibit K in retiring the Claimant. This is in line with the principle that parties are bound by the terms of the contract agreement.

62.     Before I conclude on this issue one, let me say loudly that I am not unaware of the principle of law that in a master/servant relationship, a master has unfettered right and liberty to terminate or dismiss his servant’s employment at any time. This was reinstated in the case of ADEDEJI v. C.B.N (2023) 5 NWLR (Pt. 1878) 531 at 553 where the court held thus:-

“In the master and servant relationship, the employer has unfettered right to terminate the employment as long as he complies with the terms and condition which regulates the employment relationship. In such a situation, this court has always held that the court would not foist a willing servant on an unwilling master.”

See also the case of U.T.C (NIG.) PLC v. PETERS (2022) 18 NWLR (Pt. 1862) 297 at 316.

63.     Finally on issue one, let me quickly say that the argument of the Defendant’s Counsel that the Defendant undertook an organizational restructuring by implementing a shared services model for Human Resources and Internal Audit functions and as a result of this restructuring, resolved to retire the Claimant and that the Claimant was served with three months retirement notice is of no moment and discountenanced. I accordingly resolve issue one in favor of the Claimant and against the Defendant.

64.     On issue two which is whether the Claimant is entitled to any of the claims in this suit, it can be seen that the reliefs sought by the Claimant in this suit are in the alternative. Starting from the main or principal reliefs, aside from the first relief sought in the main or principal claims which is declaratory in nature, the remaining two reliefs are orders sought by way of reinstatement of the Claimant back to the position she occupied in the employment with the Defendant prior to the retirement in issue and to allow her enjoy her full term of employment. This suit from the pleadings and evidence led is without doubt a relationship of master/servant and not an employment clothed with statutory flavor. In other words, it is a pure master/servant relationship. Therefore, the reliefs sought in the main or principal reliefs are not grantable because granting same will amount to imposing a willing employee on an unwilling employer which the law frowns at. See the case of AGWU & ORS v. JULIUS BERGER (NIG) PLC (2019) LPELR-47625(SC).

65.     Therefore, having found as stated above that the main reliefs are not grantable for the reasons stated above, I will abandon same and proceed to consider the alternative relief sought by the Claimant. In support of my stand, I refer to the case of ONWUZO v. MINISTER FCT & ORS (2022) LPELR-57699 where Court of Appeal per DANLAMI ZAMA SENCHI JCA at page 36-36, paras. A-C held thus:

“Where a claim is in the alternative, the Court should first consider whether the principal or main claim ought to have succeeded. It is only after the Court may have found that it could not for any reason grant the principal or main Claim or Relief that it will consider the alternative claim.”

See also the case of DADA v. APC & ORS (2023) LPELR-60442(CA).

 66.    Now, the first relief sought by the Claimant in the alternative claim is a declaratory relief to the effect that the retirement of the Claimant on 31st January, 2024 through the letter/notice of retirement of 31st October, 2023 issued by Wemabod Limited, a subsidiary of the Defendant is unwarranted, unreasonable, irregular, oppressive and a breach of the terms and conditions of the Claimant’s employment with Defendant.  Without much ado, in the resolution of issue one above, this court has already held that the retirement of the Claimant was wrongful and in contravention or breach of the contractual terms and conditions between the parties as contained in Exhibit K. This relief will see the light of the day.

67.     The second relief is N68,264,347.97 (Sixty Eight Million, Two Hundred and Sixty Four Thousand, Three Hundred and Forty Seven Naira and Ninety Seven Kobo) being the special damages and/or loss of income suffered by the Claimant for the loss of emoluments due to the premature retirement from the service of the Defendant. This simply means that the Claimant is claiming for a special damages against the Defendant. As such, the law is trite that for a party claiming special damages to succeed, the special damages must be specially pleaded with particulars and strictly proved with credible and admissible evidence. In this respect, I call in aid Supreme Court decision in the case of SPDC (NIG.) LTD v. OKEH & ORS (2025) LPELR-80874 Per OBANDE FESTUS OGBUINYA, JSC at page 50-52 paras. F-A where it was held thus:-

“…Special damages must be specially pleaded with particulars and strictly proved. By a strict proof, the law means that a party claiming special damages should establish his entitlement to them by credible evidence of such a nature/character that would suggest he is entitled to them. Admission by an opponent party to special damages does not relieve a claimant from strict proof…”

See also the cases of OMONIGHO v. IJOME & ANOR (2025) LPELR-81997(SC); CAMEROON AIRLINES v. OTUTUIZU (2011) 4 NWLR (Pt. 1238) 521; NEKA B.B.B MFG. CO. LTD v. A.C.B Ltd (2004) 2 NWLR (Pt. 858) 521.

68.     In the instant case, the Claimant averred in her pleadings particularly paragraph 23 of the Consequential Amended Statement of Facts, which for clarity and ease of reference, I shall reproduce same hereunder. It reads thus:-

“The Claimant, as at 31st January, 2024, was an officer on Job Class (JC) 24 and her monthly income was as follows:

Basic Salary                      -        N485,560.25

Housing Allowance                    -        N126,000.00

Transport Allowance        -        N248,145.37

Domestic Allowance         -        N80,208.33

Utility Allowance              -        N57,750.00

Lunch Allowance              -        N17,500.00

Leave Allowance               -        N72,834.00

GSM Allowance                -        N17,500.00

Pension Allowance           -        N146,408.86

End of Year Allowance     -        N40,463.35

Entertainment Allowance -        N80,208.33

Furniture Allowance        -        N31,500.00.”

69.     It should be noted that aside from the averment reproduced above, the Claimant did not lead any evidence to show to the Court how she arrived at the sum of N68,264,347.97 (Sixty Eight Million, Two Hundred and sixty Four Thousand, Three Hundred and Seven Naira and Ninety Seven kobo) as loss of income suffered. No period specified and no evidence of monthly pay slip of the Claimant tendered. Therefore, it is my considered opinion that the Claimant has failed to adduce credible evidence to establish her entitlement to the special damages claimed. Consequently, the claim for special damages has failed for lack of evidence. I so hold.

70.     The third relief sought by the Claimant is general damages to the tune of N20,000,000.00 (Twenty Million Naira) only for the unlawful purported retirement notice issued to the Claimant by the Defendant and for the unwarranted stress, embarrassment, humiliation and emotional trauma suffered by the Claimant due to the breach of her contract of employment with the Defendant. As stated supra, this court in the resolution of issue one above, held that the retirement of the Claimant was in breach of the terms and conditions as contained in Exhibit K. In that regard, see the case of OBANYE v. U.B.N Plc. (2018) 17 NWLR (Pt. 1648) 375 at 391 where the Supreme Court held inter alia that:-

“…An employer who terminate the contract with his employee in a manner not envisage by the contract will be liable for damages for the breach of the contract and that is the employee’s only remedy.”

71.     Unlike special damages, general damages needs not be specifically pleaded. It suffices if it is generally pleaded. In this respect, I refer to the case of UKAM v. TRANSCORP METROPOLITAN HOTEL & CONFERENCE & ANOR (2021) LPELR-54149 Per MUHAMMED LAWAL SHUAIBU, JCA, at page 13-13 paras. C-F where Court of Appeal held that:-

“General damages are said to be damages that the law presume to flow from the type of wrong complained about by the victim. Thus, they are compensatory damages for harm that so frequently results from either breach of contract or tort for which a party sued that the harm is reasonably expected and need not be alleged or proved. In other words, general damages need not be specifically claimed. General damages are thus loses that flow naturally from the adversary and it is generally presumed by law as it need not be pleaded or proved.”

See also the case of CAMEROON AIRLINES v. OTUTUIZU (SUPRA).

72.     In the light of the foregoing vis-a-vis the facts and circumstances of this case, I am of the considered opinion that this case is one of deserving the award of general damages. Consequently, the general damages claimed by the Claimant will see the light of the day. I so hold.

73.     To this end, I without further ado, resolved issue two in favor of the Claimant and against the Defendant and hold very strongly that the Claimant is entitled to some claims in this suit, the Claimant’s case having succeeded in part.

74.     In conclusion, I hereby entered judgment for the Claimant against the Defendant and declared as follows:-

1)    That the retirement of the Claimant on 31st January, 2024 through the letter/notice of retirement of 31st October, 2023 issued by Wemabod Limited, a subsidiary of the Defendant is unwarranted, unreasonable, irregular, oppressive and a breach of the terms and conditions of the Claimant’s employment with Defendant.

2)    Claim for N68,264,347.97 (Sixty Eight Million, Two Hundred and Sixty Four Thousand, Three Hundred and Forty Seven Naira and Ninety Seven  kobo) as special damages is refused and dismissed.

3)    N20,000,000.00 (Twenty Million Naira) is awarded as general damages in favor of the Claimant against the Defendant.

4)    The Defendant is ordered and directed to pay the judgment sum with 15% interest per annum from today until the liquidation of the whole judgment sum.

5)    No Order as to cost. Parties shall bear their respective cost.

75.     Judgment is entered accordingly.

 

 

 

 

____________________________

Hon. Justice Y. M. Hassan

Presiding Judge.