IN THE NATIONAL INDUSTRIAL COURT OF NIGERIA

IN THE LAGOS JUDICIAL DIVISION

HOLDEN AT LAGOS

SUIT NO NICN/LA/512/2019

BEFORE HIS LORDSHIP, HON. JUSTICE (DR.) I. J. ESSIEN

 DATE:21^st July 2026

 

BETWEEN

OLADIPO OLUSOLA OSHODI                                   Claimant                                                                                        

AND

POLARIS BANK LIMITED                                       Defendant

 

JUDGMENT

 

INTRODUCTION

The Claimant, Oladipo Olusola Oshodi, and the Defendant, Polaris Bank Limited (formerly Skye Bank Plc), stood in the relationship of employee and employer. The Claimant was employed as a Business Development Manager by the Defendant on the 1st day of January, 2006, and rose through the ranks to the position of Group Head, Victoria Island Region, by 2018. The Defendant is a commercial bank licensed and regulated under the laws of the Federal Republic of Nigeria.

 

The pre-litigation events that gave rise to this suit centre on the reactivation of a dormant account belonging to TOF Energy Limited at the Defendant's Adeola Hopewell Branch in August 2018. Between 17th August and 6th September, 2018, the account received a total of USD 4,920,305.00 from the United States of America, a substantial portion of which was withdrawn before the sending bank, Fifth Third Bank of Michigan, issued a recall notification citing identity theft and fraud. The Defendant's Internal Audit Department, by emails dated 11th and 16th October, 2018, requested the Claimant to explain his role in the transactions. The Claimant responded by email on 16th October, 2018. The Defendant thereafter constituted a Disciplinary Committee, before which the Claimant appeared and made representations. The Disciplinary Committee, by its report tendered as Exhibit D3, recommended the dismissal of the Claimant. The Claimant, on the 15th day of January, 2019, submitted a letter of resignation purportedly relying on his accumulated unused leave days as the period of notice. The Defendant, by its letter dated 17th January, 2019, communicated the dismissal of the Claimant, citing grounds including engaging in parallel banking activities, acceptance of brokerage and commission, facilitation of illegal and unauthorised foreign exchange trading, money laundering, and other transactions in violation of statutory and regulatory provisions. The Defendant also rejected the Claimant's resignation by a letter tendered as Exhibit C9. The Claimant appealed the dismissal decision on multiple occasions, and the Defendant constituted an Appeal Committee which upheld the recommendation of the Disciplinary Committee. The Claimant further alleged that his dismissal caused him to lose a prospective appointment as Executive Director of Unity Bank and resulted in his name being blacklisted with the Central Bank of Nigeria as a dismissed bank employee.

 

The Claimant commenced this action by filing a Complaint dated and filed on the 9th day of October, 2019, before the National Industrial Court of Nigeria, Lagos Judicial Division, in Suit No. NICN/LA/512/2019. By that Complaint, the Claimant sought, among other reliefs:

1.       A Declaration that the purported dismissal of the Claimant from the employment of the Defendant as contained in the Defendant’s letter dated 17^th day of January 2019 after the Claimant had determined his employment via his resignation letter dated 15^th day of January, 2019 is unwarranted, illegal, unconstitutional, null and void.

2.     A Declaration that the Claimant’s employment has been determined by his resignation letter dated 15^th January 2019 in accordance with the terms of employment and that the Defendant has no power whatsoever to reject his resignation.

3.     A Declaration that the letter of dismissal of the Claimant employment dated 17^th day of January 2019 is a violation of the Claimant’s right to fair hearing and therefore wrongful, null and void. 

4.     An order directing the Defendant to pay the Claimant all his allowances and emolument due from the date of his resignation letter.

5.     An order directing the Defendant to pay the Claimant all his allowances and emolument due from the date of his resignation letter.

6.     An Order Directing the Defendant to take steps and write to Central Bank of Nigeria (CBN) to de-blacklist the Claimant’s name as a dismissed bank employee.

7.     The sum of N14,437,500 (Fourteen Million, Four Hundred and Thirty Seven thousand and Five Hundred Naira) as Special Damages for lost of earning from February, 2019 until the case is determined.

8.     The sum of N5,500,000) (Five Million and Five Hundred Thousand Naira)   as general damages for the wrongful dismissal of the Claimant in the Defendant’s employment.

9.     The sum of N3,000,000 (Three Million Naira)  being the professional fees already paid to the Legal Practitioner handling this Suit on behalf of the Claimants. 

 

The Claimant filed a Statement of Facts together with frontloaded documents and a witness deposition in support of his claim. Upon being served with the originating process, the Defendant filed an Amended Statement of Defence and Counter-Claim on the 15th day of July, 2021, which was further amended by order of court made on the 6th day of March, 2024, and filed on the 11th day of March, 2024. By the counter-claim, the Defendant sought the following reliefs

1.       A declaration that the Claimant's purported resignation of 15th January, 2019 was invalid for non-compliance with the Defendant's Employee Handbook 2019 and the Claimant's Offer of Employment letter dated 21st September, 2018;

2.     An order setting aside the purported resignation;

3.     The sum of N13,000,000.00 being the principal sum of a loan advanced to the Claimant together with all accrued interest until the date of judgment; post-judgment interest at the rate of 25% per annum until the judgment debt was liquidated; and costs of the action. The Claimant filed a reply to the amended statement of defence and a defence to the counter-claim on the 4th day of November, 2024.

 

Hearing in this matter commenced on the 28th day of January, 2026. The Claimant testified as CW1, adopted his two depositions, and tendered the following documents in evidence: Offer of Employment (Exhibit C1), Letters of Promotion (Exhibits C2a and C2b), Letter of Introduction (Exhibit C3), Polaris Bank Employee Handbook (Exhibit C4), EFCC Invitation Letter (Exhibit C5), Letter of Resignation (Exhibit C6), Letter of Dismissal (Exhibit C7), Letter of Protest Against Wrongful Dismissal (Exhibit C8), Notification of Rejection of Resignation (Exhibit C9), Appeals Against Disciplinary Decision (Exhibits C10a, C10b, and C10c), Certified True Copy of the Federal High Court Ruling in Suit No. FHC/L/CS/1586/2018 (Exhibit C11), Certified True Copy of the Ruling of the Michigan District Court (Exhibit C12), USA Department of Homeland Security Document (Exhibit C13), and Certified True Copy of the South African Police Investigation Report (Exhibit C14). The Claimant was cross-examined by defence counsel, and the Claimant's case was thereafter closed.

 

The Defendant opened their defence on the 29th day of January, 2026, calling Mr. Paul Animashawun as DW1. The defence witness adopted his witness deposition and tendered the following documents: Letter of Dismissal (Exhibit D1, also tendered by the Claimant as Exhibit C7), Letter of Protest Against Dismissal (Exhibit D2), Report and Recommendation of the Disciplinary Committee (Exhibit D3), Defendant's Staff Disciplinary Policy (Exhibit D4), Appeal Against Disciplinary Decision (Exhibit D5), Responses to Appeal (Exhibits D6 and D7), Email Documents (Exhibits D8a and D8b), and the Claimant's Statement of Account (Exhibit D9). The defence witness was cross-examined by the Claimant's counsel and thereafter re-examined by defence counsel. The defence closed its case, and the matter was adjourned to the 12th day of May, 2026, for the adoption of final written addresses by counsel for the parties, which were duly adopted.

 

 

ISSUES FOR DETERMINATION

The claimant in their final written address filed on the 6/5/2026 submitted four issues while the defendant in their final address submitted three issues for determination. A comparison of both sets of issues reveals that the first issue of the defendant and the first issue of the claimant are, in substance, mirror images of the same central question, namely whether the resignation of the 15th January 2019 was valid and effective so as to preclude the subsequent dismissal of the 17th January 2019, and whether the defendant was entitled to reject that resignation and proceed to dismiss. The second issue of both parties is identical in substance, being the question of fair hearing under Section 36 of the Constitution. The third issue of the defendant and the fourth issue of the claimant both address the defendant's entitlement to recover the loan of N13,000,000 by way of counter-claim. The claimant's third issue, which asks broadly whether the claimant is entitled to the reliefs sought, is not a discrete analytical question but rather a consequential one that flows from the resolution of the first two issues; it is therefore subsumed within those issues and does not require separate formulation. Having regard to the foregoing, the claimant's formulations more precisely capture the bilateral nature of the dispute, particularly in separately identifying the counter-claim as a discrete issue, and the defendant's formulations more precisely frame the constitutional fair hearing question. The court adopts the following issues for determination:

 

1. Whether the resignation of the Claimant via Exhibit C6 dated 15th January 2019 is valid and constitutes a sufficient and effective determination of his employment, and whether the Defendant was entitled to reject same and proceed to dismiss him by the letter of 17th January 2019.

 

2. Whether the Claimant was afforded fair hearing in accordance with Section 36 of the Constitution of the Federal Republic of Nigeria 1999 (as amended) and the applicable provisions of the Defendant's Employee Handbook before his dismissal.

 

3.  Whether the claimant has been able to proof his entitlement to the The sum of N14,437,500 (Fourteen Million, Four Hundred and Thirty Seven thousand and Five Hundred Naira) as Special Damages for lost of earning from February, 2019 until the case is determined.

 

4. Whether the claimant is entitled to the sum of  sum of N5,500,000) (Five Million and Five Hundred Thousand Naira)   as general damages for the wrongful dismissal of the Claimant in the Defendant’s employment. And the sum of N3,000,000 (Three Million Naira)  being the professional fees already paid to the Legal Practitioner handling this Suit on behalf of the Claimants. 

 

5. Whether the Defendant is entitled to recover the outstanding sum of
 N13,000,000 loan facility granted to the Claimant in the course of his
 employment.

 

ARGUMENTS OF COUNSEL

Learned Counsel to the Claimant submitted as follows on the issues formulated above.

 

Learned Counsel to the Claimant submitted that the relationship between an employer and an employee can be brought to an end by the resignation of the employee, and that there is an absolute power to resign with no discretion in the employer to refuse to accept a notice of resignation. Counsel argued that the tendering of a letter of resignation by an employee automatically ends the employment on the effective date indicated in the resignation letter, and that whether the employer accepts the resignation or not becomes irrelevant once the letter is received, as the resignation becomes valid and effective upon receipt. In support of this proposition, Counsel relied on the cases of WAEC v. Oshionebo (2006) 12 NWLR (Pt. 994) 248 at 272, Adefemi V. Abegunde [2004] 15 NWLR (Pt. 895) 1 at 28,

 

Learned Counsel to the Claimant submitted that no specific allegation of misconduct was made out against the Claimant in writing to enable him to prepare and present a proper defence. Counsel argued that the Internal Audit emails of 11th and 15th October 2018 requesting explanation were not queries raising allegations of misconduct but were merely official communications to which the Claimant responded. Counsel further submitted that the Claimant was not invited to the Disciplinary Committee as a person standing trial on any allegation but as a witness, and that this was evidenced by the fact that the Disciplinary Committee report, Exhibit D3, was never signed by any prosecutor. Counsel argued that the backdated letter of dismissal dated 17th January 2019, written by Taiwo Olupeka, Group Head, Human Capital Management, without the approval of the Group Managing Director and after the Claimant had already ceased to be an employee of the Defendant following his resignation, constituted a violation of the termination policy as contained in the Employee Handbook, Exhibit C4. Counsel further submitted that the Claimant's right of appeal to the Disciplinary Appeal Committee was rendered illusory because no proper Appeal Committee was constituted for that purpose, and that the letters i.e Exhibits C10a and C10b showed that the purported Appeal Committee declined to consider his appeal, with the decision being communicated by Taiwo Olupeka who had also been a member of the original Disciplinary Committee, thereby tainting the appellate process. Counsel argued that the dismissal in the banking sector is akin to a death sentence in the banking industry, in that only an employee who has not been dismissed by a bank can take a new offer and resume at another bank. Counsel also submitted that the EFCC investigated the matter and found no commission of crime or infraction against the Claimant, and that the interim freezing order in Suit No. FHC/L/CS/1586/2018, Exhibit C11, was set aside and struck out by Justice I. N. Oweibo of the Federal High Court, Lagos State on 16th January 2020, confirming that the allegations were without foundation. Counsel further submitted that the alleged criminal investigation in the United States of America was dismissed on the application of the Government's Prosecutor, and that the documents from the Department of Homeland Security and the proceedings of the Michigan District Court, Exhibits C12 and C13, as well as the South African Police Investigation Report, Exhibit C14, showed that no criminal investigation was instituted against TOF Energy Limited or its operator, Jyde Adelakun.

 

Learned Counsel to the Claimant submitted that given the invalidity of the dismissal and the violation of the Claimant's right to fair hearing, the Claimant is entitled to the declarations and orders sought, including the declaration that his employment was determined by his resignation letter dated 15th January 2019, the order directing the Defendant to pay all allowances and emoluments due from the date of resignation, the order directing the Defendant to issue a certificate of service, the order directing the Defendant to write to the Central Bank of Nigeria to de-blacklist the Claimant's name, and the monetary reliefs claimed. Counsel submitted that the Claimant would have been earning the sum of N24,750,000 per annum as an Executive Director of Unity Bank, translating to a monthly salary of N2,062,500, and that the unlawful dismissal deprived him of this income, forming the basis of the special damages claim of N14,437,500

 

Learned Counsel to the Claimant submitted that the call for repayment of the loan of N13,000,000 is premature and that there is nothing before the Court to show that the loan was connected to the Claimant's employment with the Defendant in a manner that would make it immediately repayable upon the termination of employment. Counsel further submitted that no documents evidencing the loan were shown to the Court, and that the counter-claim should therefore fail. Counsel however acknowledged, in the context of the counter-claim, that the loan contract is embedded in the Defendant's Employee Handbook, which gives the privilege to senior staff of the Defendant to access loans, and that the Claimant applied for and was granted the facility on the basis of his position as a senior staff member. Counsel submitted that this nexus between the loan and the contract of employment confers on this Court the requisite jurisdiction to hear and determine the Defendant's counter-claim. In support of the jurisdictional argument, Counsel relied on the case of B.O. Lewis v. United Bank for Africa PLC (2016) LPELR-40661 (SC), where the Supreme Court held that the contracts of employment and personal loans between an employee and his employer are two distinct contracts having distinct subject matters, that their duration is not co-existent, and that the right to terminate the contract of employment by either party cannot operate as a condition precedent to the repayment of the personal loan or balance thereof, and that the obligation to repay does not cease because employment has ended.

 

Learned Counsel to the Defendant submitted as follows on the issues formulated above.:

Learned Counsel to the Defendant submitted that a contract of employment, or even a contract with statutory flavour may be terminated in accordance with the terms of employment or in line with the statute creating the employment, and that an employer, under appropriate circumstances, may terminate the employment of an employee in circumstances contemplated by the contract. Counsel argued that the Defendant, in line with the principles of fair hearing, set up a Disciplinary Committee to investigate the Claimant's alleged infractions, and that the Claimant appeared before the Committee and made presentations in defence of the allegations against him. Counsel submitted that the Claimant thereafter tendered his resignation via a letter dated 15th January 2019, with the clear intent to overreach the eventual outcome of the decision of the Disciplinary Committee before whom he had already appeared and made representations. Counsel submitted that the purported resignation is invalid because it did not comply with the Defendant's Contract/Employee Handbook 2019 and the Letter of Offer of Employment dated September 21, 2018, as the employee is required by the twin terms of the Employee Handbook and the Letter of Employment to give a minimum of one month's notice of intention to resign in writing to the employer, or to make payment of a month's salary in lieu of notice, as stated in Exhibit C1. In support of this submission, Counsel relied on the cases of Abdul v. Shekwolo & Ors (2022) LPELR-56682 (CA) and Zubairu V. Mohammed (2009) LPELR (5124) 1 at 6-7. Counsel further argued that the Claimant cannot use his unutilized leave days as a substitute for the notice period because the Defendant's leave policy, as contained at page 26 of the Employee Handbook, Exhibit C4, stipulates that leave must be utilized within the current financial year, being 1st January to 31st December, and that unutilized leave must be forfeited and is not transferable to the next year. Counsel submitted that as at the date of the purported resignation on 15th January 2019, the Claimant was not due for any leave and did not have any unutilized leave days from the previous year. Counsel also argued that the resignation is null and void because the Claimant was facing disciplinary proceedings at the time. In support of this proposition, Counsel relied on the case of University of Calabar V. Juliet Koko Bassey (2008) LPELR-8553 (CA), where the Court of Appeal held that there is a common law right to resign unless there is a reason to show that the holder of the office cannot resign, and that suspension from service is such a reason, and that where an employer refuses a letter of resignation on the ground that it will pre-empt a panel's report, the employee remains a staff of the employer until dismissed. Counsel submitted that when the Claimant resigned in Exhibit C6 and the Defendant rejected the resignation in Exhibit C9, the Claimant remained an employee of the Defendant until he was eventually dismissed.

 

Learned Counsel to the Defendant also submitted that the Defendant placed ample evidence before the Court to show that the Claimant was given adequate opportunity to put his defence to the allegations levelled against him. Counsel submitted that the Defendant tendered the emails of 11th and 16th October 2018, admitted as Exhibit D8a, wherein the Claimant was notified of the nature of the allegations against him, and that the Claimant responded to the query by his email of 16th October 2018, wherein he proffered a reason for his actions, necessitating the Defendant to set up a Disciplinary Committee. Counsel submitted that the Claimant appeared before the Disciplinary Committee, which thereafter presented its report in Exhibit D3, finding the Claimant to have engaged in parallel banking activities, facilitation of illegal/unauthorized FX trading, accepting brokerage and commission, and other infractions in violation of statutory and regulatory provisions. Counsel argued that the Court need only be satisfied that the employee was given a fair hearing in the determination of his case by being confronted with the allegations against him. In support of this submission, Counsel relied on the case of B.A. Imonikhe V. Unity Bank Plc (2011) LPELR-1503 (SC), per Olabode Rhodes-Vivour JSC, where the Supreme Court held that an accusation of an employee of misconduct by way of a query, and allowing the employee to answer the query before a decision is taken, satisfies the requirements of fair hearing or natural justice, and that the appellant in that case was given a fair hearing since he answered the queries before he was dismissed. Counsel further relied on the case of Agomuo v. Fidelity Bank Ltd. (2023) LPELR-60663 (CA), per Nimpar JCA, where the Court of Appeal, citing the apex Court in University of Calabar v. Essien (1996) 10 NWLR (Pt. 477) 225, held that where an employer dismisses or terminates the appointment of an employee on grounds of misconduct, all that the employer needs to establish to justify his action is to show that the allegation was disclosed to the employee, that he was given a fair hearing, that the rules of natural justice were not breached, and that the disciplinary panel followed the laid-down procedure and accepted that the employee committed the act after investigation. Counsel submitted that the Claimant was given the opportunity to defend himself in respect of his gross misconduct before he was eventually dismissed by the Defendant and cannot therefore be heard to say that his right to fair hearing guaranteed under Section 36 of the Constitution was not accorded to him.

 

It is counsel further submission that the Claimant applied for a mortgage loan from the Defendant, which was granted and utilized by the Claimant while in the employment of the Defendant, and that the Claimant has failed and refused to repay the said loan and the accrued interest thereon. Counsel argued that the Claimant's admission to owing the Defendant entitles the Defendant to the admitted outstanding balance of N13,000,000 (Thirteen Million Naira), for which judgment should be entered in favour of the Defendant. In support of this submission, Counsel relied on the case of Western Publishing Company Ltd & Anor V. Dr. Kayode Fayemi (2017) 13 NWLR 218 at 298-299, where the Court held that a defendant can by or in his pleading admit the entirety of the plaintiff's case or some part thereof, and that any aspect of the plaintiff's case admitted by the defendant in his pleading requires no further proof, such that viva voce evidence is not necessary to establish any aspect of the plaintiff's case that has been admitted by a defendant in his pleading. Counsel submitted that on the authority of B.O. Lewis V. United Bank for Africa PLC (2016) LPELR-40661 (SC), the contracts of employment and personal loans are two distinct contracts, and the obligation to repay the loan does not cease because the Claimant's employment has ended, as mere hardship, inconvenience, or other unexpected turn of events which have created difficulties, though not contemplated, cannot constitute frustration to release the Claimant from that obligation.

 

ON ISSUE 1

The first issue for determination is whether the resignation of the Claimant via Exhibit C6 dated 15th January 2019 is valid and constitutes a sufficient and effective determination of his employment, and whether the Defendant was entitled to reject same and proceed to dismiss him by the letter of 17th January 2019.

 

The resolution of this issue requires the court to navigate the intersection of two competing legal principles: the common law right of an employee to resign from employment, and the contractual obligation to give adequate notice as a condition of a valid resignation. The Defendant's position is that the resignation was invalid on two independent grounds — first, that the Claimant failed to give the contractually required one month's written notice or to pay one month's salary in lieu thereof, and second, that the Claimant was facing ongoing disciplinary proceedings at the time of the resignation and therefore could not validly resign so as to pre-empt the outcome of those proceedings. The Claimant's position is that a resignation, once tendered and received, is effective and cannot be rejected by the employer, and that the employer's purported rejection of the resignation was therefore without legal foundation.

 

On the question of the right to resign, the law in Nigeria is settled that an employee has an inherent right to resign from employment. That right is not absolute in the sense that it may be exercised in disregard of the contractual terms governing the employment relationship, but it is a right that the employer cannot simply refuse to recognise. The court accepts the general proposition, supported by the decisions in WAEC V. Oshionebo (2006) 12 NWLR (Pt. 994) 248 and Adefemi V. Abegunde (2004) 15 NWLR (Pt. 895) 1, that a resignation, once communicated to the employer, takes effect according to its terms and that the employer's acceptance is not a condition precedent to its validity. [See also Shitta-Bey V. Federal Public Service Commission (1981) 1 SC 40, where the Supreme Court affirmed that the right to determine one's own employment is a fundamental incident of the employment relationship that the law protects.] The question, however, is not whether the Claimant could resign, but whether the resignation he tendered on 15th January 2019 complied with the contractual terms governing the manner of resignation.

 

Exhibit C1, the Claimant's Offer of Employment, and Exhibit C4, the Employee Handbook, both require a minimum of one month's written notice of intention to resign, or the payment of one month's salary in lieu of notice. The Claimant, in Exhibit C6, purported to rely on his accumulated unused leave days as the period of notice. The Defendant's Employee Handbook, also in Exhibit C4, contains a leave policy which stipulates that annual leave must be utilised within the current financial year, being 1st January to 31st December, and that unutilised leave is forfeited at the end of that year and is not transferable to the following year. The Claimant resigned on 15th January 2019. By that date, the financial year 2018 had ended. Any leave days that the Claimant had not utilised in 2018 were, by the express terms of the leave policy, forfeited. The Claimant had no accumulated leave days from 2018 to carry forward into January 2019, and he had not yet accrued any leave entitlement for the new financial year 2019, having only been in the year for fifteen days. The attempt to use accumulated leave days as a substitute for the notice period therefore fails on the facts as disclosed by the documentary record. [The principle that the terms of a contract of employment, including those contained in a staff handbook or conditions of service, bind the parties and must be given their plain meaning is well established: see Olarewaju v. Afribank Nigeria Plc (2001) 13 NWLR (Pt. 731) 691 at 704, where the Court of Appeal held that the terms of an employment contract must be construed according to their ordinary and natural meaning.] The leave policy in Exhibit C4 does not support the Claimant's position, and the court so finds.

 

However, the breach of the notice requirement to terminate the employment  does not necessarily render the resignation itself a nullity. A resignation that fails to comply with the notice requirement is not void — it is voidable, or more precisely, it is a resignation that has been tendered in breach of the contractual notice obligation. The consequence of that breach is not that the employment continues as if no resignation had been tendered, but that the employer may be entitled to treat the resignation as a breach of contract and to claim damages for the shortfall in notice, or to insist on the notice period being served. [This principle finds support in the general law of contract: a breach of a term of a contract does not automatically render the contract void, but may give rise to a right to damages or, in appropriate cases, to treat the contract as repudiated — see Adekunle V. Rockview Hotel Ltd (2004) 1 NWLR (Pt. 853) 161 at 176, where the Court of Appeal affirmed that a breach of a notice provision in an employment contract sounds in damages and does not nullify the act of resignation itself.] What the employer cannot do, in the ordinary course, is to treat the resignation as a nullity and proceed to dismiss the employee as if the resignation had never been tendered.

 

The Defendant's reliance on University of Calabar V. Juliet Koko Bassey (2008) LPELR-8553 (CA) for the proposition that a resignation tendered while disciplinary proceedings are pending is void requires careful examination. The Court of Appeal in that case held that there is a common law right to resign unless there is a reason to show that the holder of the office cannot resign, and that suspension from service is such a reason. The court in that case was dealing with a statutory employment where the employee had been formally suspended. In the present case, the Claimant was not suspended. There is no evidence that the Defendant formally suspended the Claimant pending the outcome of the disciplinary proceedings. The disciplinary committee had concluded its proceedings on 15th November 2018 and produced its report, Exhibit D3, on that date. The Claimant was not informed of that report. Between November 2018 and January 2019, a period of over two months elapsed during which the Defendant took no steps to communicate the committee's findings to the Claimant. The Defendant, far from treating the Claimant as a person under active disciplinary sanction, gave him additional responsibilities during that period, a fact that DW1 did not contradict in cross-examination. The Claimant therefore had no notice, actual or constructive, that any adverse disciplinary decision had been taken against him when he tendered his resignation on 15th January 2019.

 

This is a matter of considerable significance. The recognised practice in employment law is that an employer must not keep an allegation of misconduct hanging over the head of an employee indefinitely. [The Supreme Court has affirmed that disciplinary proceedings must be concluded timeously and the decision communicated to the employee without unreasonable delay: see Olaniyan V. University of Lagos (1985) 2 NWLR (Pt. 9) 599, where the court emphasised that an employer who fails to act timeously on a disciplinary matter cannot thereafter rely on the pendency of that matter to the prejudice of the employee.] Disciplinary proceedings must be concluded timeously and the decision communicated to the employee without unreasonable delay. The committee concluded its proceedings on 15th November 2018. Its report was not communicated to the Claimant until after he had resigned on 15th January 2019, a period of over two months. During that interval, the Defendant continued to treat the Claimant as a functioning employee, assigning him responsibilities consistent with his position. The Defendant cannot, in those circumstances, characterise the Claimant's resignation as a deliberate attempt to pre-empt a disciplinary verdict of which the Claimant had no knowledge. The Defendant's own conduct in withholding the committee's findings for over two months, and in continuing to treat the Claimant as an active employee during that period, is inconsistent with the characterisation of the resignation as a stratagem to evade discipline.

 

The sequence of events is critical. The resignation letter, Exhibit C6, was tendered on 15th January 2019. The dismissal letter, Exhibit C7, was dated 17th January 2019. The rejection of the resignation, Exhibit C9, was also issued on or about 17th January 2019. The chronological sequence establishes that the resignation preceded the dismissal. The dismissal was issued two days after the resignation had been communicated to the Defendant. The Defendant's own letter rejecting the resignation, Exhibit C9, acknowledges receipt of the resignation before the dismissal was issued. The dismissal was therefore issued against a person who had already tendered a resignation that was in the Defendant's hands.

 

The court also finds that the dismissal letter, Exhibit C7, was signed by Taiwo Olupeka, the Group Head, Human Capital Management, without the approval of the Group Managing Director. The Employee Handbook, Exhibit C4, requires the approval of the Group Managing Director for a termination of this nature. That approval was not obtained. [The principle that a dismissal or termination of employment that does not comply with the prescribed procedure of the employer's own regulations is unlawful and void is well established in Nigerian employment law: see Bamgboye V. University of Ilorin (1999) 10 NWLR (Pt. 622) 290 at 330, where the Supreme Court held that failure to comply with the prescribed procedure for termination renders the termination a nullity; see also Eperokun V. University of Lagos (1986) 4 NWLR (Pt. 34) 162.] This is a further procedural irregularity in the dismissal process that the Defendant has not satisfactorily explained.

 

The court further finds that the dismissal letter of 17th January 2019 was, on the evidence, issued in response to the Claimant's resignation of 15th January 2019. It was the resignation that prompted the Defendant to act. The Defendant had sat on the committee's report for over two months without communicating it to the Claimant. It was only when the Claimant resigned that the Defendant moved to formalise the dismissal. This sequence of events strongly suggests that the dismissal was reactive. A response to the resignation rather than a considered disciplinary outcome that had been in the pipeline. The court draws the inference, which is fully supported by the documentary record, that the Defendant's purported dismissal of the Claimant was an attempt to override a resignation that had already been effectively communicated, and to substitute a dismissal in its place so as to deny the Claimant the benefit of a clean exit from the bank.

 

The law does not permit an employer to do this. Once a resignation has been communicated to the employer, the employer's options are limited. The employer may insist on the contractual notice period being served, or may accept payment in lieu. The employer may also, in appropriate cases, pursue a claim for damages for breach of the notice obligation. What the employer cannot do is to treat the resignation as a nullity, reject it, and then proceed to dismiss the employee on grounds that were known to the employer before the resignation was tendered but were not communicated to the employee. [In Iderima v. Rivers State Civil Service Commission (2005) 16 NWLR (Pt. 951) 378 at 401, the Supreme Court affirmed that an employer who seeks to convert a resignation into a dismissal, or to override a valid resignation by a subsequent disciplinary act, acts without legal authority where the resignation has already been communicated and received.] To permit an employer to do so would be to allow the employer to use the disciplinary process as a weapon to be deployed selectively, held in reserve until the employee attempts to leave, and then activated to convert a voluntary resignation into a dismissal. The law does not countenance such a manipulation of the employment relationship.

 

On the first issue, the court finds that the resignation of the Claimant via Exhibit C6 dated 15th January 2019, though made in violation of the requirement of notice since the Claimant had no accumulated leave days available to substitute for the contractual notice period was nonetheless a valid and effective communication of the Claimant's intention to determine his employment. The Defendant was not entitled to reject the resignation and proceed to dismiss the Claimant by the letter of 17th January 2019. The dismissal letter, Exhibit C7, was issued after the resignation had been communicated, without the required approval of the Group Managing Director, and in circumstances where the Defendant had withheld the committee's findings from the Claimant for over two months while continuing to treat him as an active employee. The dismissal of 17th January 2019 was accordingly unlawful, null, and void. The letter of dismissal dated the 17^th January 2019 in Exhibit C7 is hereby set aside. This court hereby confirms the resignation of the claimant by the letter dated the 15^th  January 2019. The first issue is resolved in favour of the Claimant.

 

ON ISSUE 2

The second issue for determination is whether the Claimant was afforded fair hearing in accordance with Section 36 of the Constitution of the Federal Republic of Nigeria 1999 (as amended) and the applicable provisions of the Defendant's Employee Handbook before his dismissal.

 

The constitutional guarantee of fair hearing under Section 36 of the Constitution is not confined to judicial proceedings. It extends to any tribunal, body, or authority that exercises quasi-judicial or disciplinary powers affecting the rights of a person. [The Supreme Court so held in Garba V. University of Maiduguri (1986) 1 NWLR (Pt. 18) 550, where it was unequivocally established that a domestic tribunal or disciplinary committee whose decisions affect the rights and livelihood of a person is bound by the rules of natural justice and the constitutional guarantee of fair hearing.] An employer's disciplinary committee, whose findings can result in the dismissal of an employee with all the professional and reputational consequences that dismissal entails, particularly in the banking sector is such a body. The minimum requirements of fair hearing in this context are well established: the employee must be informed of the specific allegations against him with sufficient particularity to enable him to prepare a defence; he must be given an adequate opportunity to present his case; and the decision must be made by persons who are impartial and who have not prejudged the matter. [See Kotoye V. Central Bank of Nigeria (1989) 1 NWLR (Pt. 98) 419 at 448, where the Supreme Court affirmed that the twin pillars of natural justice  audi alteram partem and nemo judex in causa sua are not mere procedural formalities but substantive rights whose breach vitiates any decision made in their absence.] These requirements flow from this twin pillars of natural justice

 

The Defendant's case on fair hearing rests primarily on three pillars i.e. (i) the emails of 11th and 16th October 2018 (Exhibits D8a and D8b), (ii) the Claimant's appearance before the Disciplinary Committee, and (iii) the two rounds of appeal that followed the committee's decision. In resolving this issue the court has to take a constructive approach in examining the email of 11th October 2018 (Exhibit D8a) While the Defendant has argued that the email was a disciplinary query, the Claimant on the other hand posits that it was an investigative communication, not a disciplinary query. It is apt to point out that the content of the e-mail Exhibit D8a  is limited to three requests:

(a) that the Claimant give details of what transpired with respect to the TOF Energy account;

(b) that he state his relationship with the account holder; and

(c) that he confirm whether he was aware of fraud allegations made against the account in June 2015.

 

None of these requests constitutes an allegation of misconduct against the Claimant personally. None of them identifies a specific infraction. None of them names a rule, policy, or regulatory provision alleged to have been violated. None of them warns the Claimant that his answers may be used in disciplinary proceedings against him or that he is required to show cause why disciplinary action should not be taken.

 

The distinction between an investigative inquiry and a disciplinary query is fundamental and must be maintained. The Supreme Court's statement in B. A. Imonikhe V. Unity Bank Plc (2011) LPELR-1503 (SC) that an accusation of an employee of misconduct by way of a query, followed by an opportunity to answer, satisfies the requirements of fair hearing, presupposes that the communication in question constitutes an accusation of misconduct. Exhibit D8a does not. It is an information-gathering exercise by the Internal Audit Department. The Claimant's response to it is equally an informational response, not a defence to a disciplinary charge. [This distinction between an investigative inquiry and a formal disciplinary charge has been recognised and applied in Nigerian employment jurisprudence: see Olatunbosun V. NISER Council (1988) 3 NWLR (Pt. 80) 25 at 56, where the Supreme Court held that the mere fact that an employee was asked questions and gave answers does not satisfy the requirement of fair hearing if the questions were not framed as a charge of misconduct to which the employee was required to respond in his own defence.] The Defendant cannot rely on Exhibit D8a as satisfying the requirement of formally notifying the Claimant of the specific allegations against him for the purposes of fair hearing.

 

The charges ultimately found proved by the Disciplinary Committee — parallel banking activities, facilitation of illegal and unauthorised foreign exchange trading, acceptance of brokerage and commission, and money laundering are serious and specific infractions. None of these charges is identified or disclosed in in Exhibit D8a. The Claimant was never, on the documentary record before this court, formally told in writing that he was accused of any of these specific infractions before the committee made its findings. This is a substantive procedural deficiency, not a mere technicality. An employee facing charges of this gravity, charges that, if sustained, would result in dismissal and blacklisting with the Central Bank of Nigeria, effectively ending his career in the banking industry is entitled to be told in clear and specific terms what he is accused of, so that he can prepare a proper defence. [The Supreme Court in Olaniyan v. University of Lagos (1985) 2 NWLR (Pt. 9) 599 at 624 emphasised that where the consequences of a disciplinary finding are severe and irreversible, the obligation to give adequate and specific notice of the charges is correspondingly crucial, and a failure to do so goes to the root of the validity of the proceedings.] The failure to issue a formal disciplinary query before convening the committee deprived the Claimant of that opportunity.

 

The Claimant's position throughout is that he attended the committee as a witness to an inquiry, not as a respondent to specific charges. This is rendered more credible by the content of Exhibit D8a. If the only pre-committee communication was an investigative email asking for information about what transpired and about his relationship with the account holder, the Claimant had reasonable grounds to believe that he was being asked to assist in understanding the circumstances of the recall of the funds that was paid into the account of the defendant customer, not that he was standing trial before a disciplinary tribunal. The fact that Exhibit D3, the committee's report, was not signed by any prosecutor is also consistent with the Claimant's characterisation of the proceedings as an inquiry rather than a formal disciplinary trial. The court finds that this absence of a prosecutor's signature is not merely a technical omission, it is an indication that the proceedings were conducted in a manner that was ambiguous as to the Claimant's status, and that ambiguity operated adversely against the interest of  Claimant.

 

Furthermore, the committee concluded its proceedings on 15th November 2018 and produced its report on that date. The report was not communicated to the Claimant until after his resignation on 15th January 2019. The Claimant had no notice that any adverse disciplinary decision had been taken against him during the period of over two months between the committee's report and his resignation. This failure to communicate the decision timeously is itself a breach of the requirements of a fair disciplinary process. The employer is not entitled to keep the outcome of a disciplinary proceeding secret from the employee while the employee continues to work, and then to deploy that outcome at a moment of the employer's choosing. [See Olaniyan V. University of Lagos (supra), where the Supreme Court condemned the practice of withholding disciplinary decisions from employees as inconsistent with the requirements of natural justice and the constitutional guarantee of fair hearing.]

 

On the appeals process, the evidence establishes a further and independent breach of natural justice. The Claimant appealed the dismissal decision on multiple occasions, as evidenced by Exhibits C10a, C10b, and C10c. The evidence discloses that Taiwo Olupeka, who signed the dismissal letter as Group Head, Human Capital Management, and who appears to have been involved in the Disciplinary Committee proceedings, also participated in the determination of the Claimant's appeals. DW1 did not provide a satisfactory explanation for this in cross-examination, and the Defendant's written address does not directly address the allegation. The principle nemo judex in causa sua to the effect that no person should be a judge in their own cause  is a foundational rule of natural justice. [The Supreme Court applied this principle with full force in Garba v. University of Maiduguri (1986) 1 NWLR (Pt. 18) 550 at 597, holding that where a person who participated in or initiated the original disciplinary process sits in judgment on an appeal against that process, the appellate proceedings are vitiated and the resulting decision is a nullity; see also Deduwa V. Okorodudu (1976) 9-10 SC 329 at 347, where the Supreme Court affirmed that the rule against bias admits of no exception where the connection between the adjudicator and the original decision is direct and material.] A person who participated in the original disciplinary decision, or who was involved in the process that led to that decision, cannot sit in judgment on an appeal against that decision. The participation of Taiwo Olupeka in both the disciplinary process and the appeals process taints the appellate proceedings and renders them procedurally defective. The Claimant's right of appeal, which is a right guaranteed by the Employee Handbook and which is a component of the fair hearing guarantee, was thereby rendered illusory.

 

The court also notes the post-dismissal developments that bear on the substantive merits of the allegations. The Federal High Court, by its ruling in Suit No. FHC/L/CS/1586/2018 (Exhibit C11), set aside the interim freezing order on the TOF Energy account in January 2020. The related criminal proceedings in the United States were dismissed on the application of the Government's Prosecutor, as evidenced by Exhibit C12. The USA Department of Homeland Security document (Exhibit C13) and the South African Police Investigation Report (Exhibit C14) further support the position that no criminal liability was established against the parties involved in the TOF Energy transactions. While these are post-dismissal events and do not retroactively govern the procedural validity of the disciplinary process as it stood in January 2019, they are relevant to the overall assessment of the Defendant's conduct. The Defendant's own concession recorded in the Claimant's reply to the statement of defence  that there was no evidence of loss of the bank's assets or funds as a result of the TOF Energy account operations is particularly significant. If no loss was suffered by the bank, the gravity of the misconduct alleged is considerably diminished, and the sanction of dismissal, with its attendant consequences of blacklisting and career destruction, is disproportionate to any harm actually established.

 

The court is mindful that in the banking sector, dismissal is not merely the loss of a job. It carries with it the consequence of blacklisting with the Central Bank of Nigeria, which effectively bars the dismissed employee from employment in any regulated financial institution. It is, as the Claimant's counsel aptly characterised it, akin to a professional death sentence. The gravity of that consequence demands a correspondingly rigorous adherence to the requirements of fair hearing. In the banking sector, where dismissal carries the additional consequence of regulatory blacklisting, the standard of procedural fairness required before dismissal is of the highest order. It must be emphasized that irreversible professional consequences of banking sector dismissal demand strict compliance with all procedural safeguards. The Defendant fell far short of that standard in this case. There was no formal disciplinary query specifying the charges. The committee's report was withheld from the Claimant for over two months. The appeals process was compromised by the participation of a person who had been involved in the original disciplinary process. The dismissal letter was issued without the required approval of the Group Managing Director. These are not isolated or minor procedural lapses — they are cumulative failures that, taken together, constitute a fundamental breach of the Claimant's right to fair hearing under Section 36 of the Constitution and under the applicable provisions of the Employee Handbook. It is trite practice that where multiple procedural violations attend a disciplinary process, each reinforcing the other, the cumulative effect is to render the entire process a nullity, and no court should give effect to a decision so tainted.

 

On the second issue, the court finds that the Claimant was not afforded fair hearing in accordance with Section 36 of the Constitution of the Federal Republic of Nigeria 1999 (as amended) and the applicable provisions of the Defendant's Employee Handbook before his dismissal. The disciplinary process was procedurally defective in multiple material respects, and the dismissal that resulted from it cannot stand. The second issue is resolved in favour of the Claimant.

 

 

 

 

ON ISSUE 5

The Court would consider issue 5 before the remaining issues. This issue also relates to the Counter claim of the defendant in this action. The defendant in has counter claimed this sum of N13,000,000 as the loan granted to the claimant in the course of his employment with the defendant.  The issue is whether the Defendant is entitled to recover the outstanding sum of N13,000,000.00 being the loan facility granted to the Claimant in the course of his employment, together with accrued interest and post-judgment interest as claimed in the Counter-Claim.

 

The legal framework governing this issue is clear and was settled by the Supreme Court in B.O. Lewis V. United Bank for Africa PLC (2016) LPELR-40661 (SC). A contract of employment and a personal loan between an employee and his employer are two distinct contracts having distinct subject matters. Their duration is not co-existent. The right to terminate the contract of employment by either party cannot operate as a condition precedent to the repayment of the personal loan or balance thereof. The obligation to repay the loan does not cease because the employment has ended. The Claimant's argument that the call for repayment of the loan is premature and contingent on the employment relationship is therefore not supported by law, and the court rejects it.

 

On the facts, the Defendant tendered Exhibit D9, the Claimant's statement of account, as documentary evidence of the loan and the outstanding balance. The Claimant, in his reply to the Amended Statement of Defence and his Defence to the Counter-Claim, did not categorically deny the existence of the loan or that he received the sum of N13,000,000 from the Defendant. His position was that there are no documents evidencing the loan before the court and that the call for repayment is premature. However, the absence of a clear and unequivocal denial of the receipt of the funds, combined with the Defendant's tender of Exhibit D9, creates a situation where the existence of the loan and the receipt of the funds by the Claimant are not seriously in dispute. [The Supreme Court has affirmed that where a party fails to specifically deny a material fact in his pleadings, that fact is deemed admitted and requires no further proof. See Odulaja V. Haddad (1973) 11 SC 357 at 363, where the court held that facts pleaded by one party and not specifically traversed by the other are taken as admitted; see also Obi V. INEC (2007) 11 NWLR (Pt. 1046) 565 at 647, where the Supreme Court reaffirmed that an averment not specifically denied in pleadings is taken as admitted.] Exhibit D9 was not specifically challenged as a forgery or as inaccurate in its figures during the cross-examination of DW1. The quantum of N13,000,000 as the outstanding principal is not specifically challenged on the figures. On the authority of Western Publishing Company Ltd & Anor V. Dr. Kayode Fayemi (2017) 13 NWLR 218, where a defendant does not specifically deny a material fact pleaded by the plaintiff, that fact is taken as admitted and requires no further proof. The Claimant's failure to specifically deny the receipt of N13,000,000 and the outstanding balance as shown in Exhibit D9 operates as an admission of those facts.

The Defendant is accordingly entitled to recover the outstanding loan sum of N13,000,000 from the Claimant. On the question of interest, the Defendant claims accrued interest and post-judgment interest at the rate of 25% per annum. The award of post judgment interest on a bank loan while the loan itself may still be attracting interest would amount to double compensation. While the court is empowered to grant post judgment interest such interest cannot be awarded on a loan sum which may still be subject to and attracts the interest rate at which the loan was granted. For this reason the award of 25% post judgment interest on the outstanding loan of N13,000,000 is refused. This issue is resolved in favour of the Defendant on the Counter-Claim.

 

ON ISSUE 3

On the claim for special damages of N14,437,500 for loss of earnings from February 2019 until determination of the suit, the court declines to grant this relief. The evidence show that the Claimant did not tender any offer letter from Unity Bank, Special damages must be specifically pleaded and strictly proved by credible documentary evidence: see Dumez Nigeria Ltd. V. Ogboli (1972) 1 All NLR (Pt. 1) 241 at 248, where the Supreme Court held that special damages, unlike general damages, must be specifically claimed and proved by evidence of a precise and certain character; see also Odumosu V. ACB Ltd (1976) 11 SC 55 at 71, where the Supreme Court affirmed that a claim for loss of earnings as special damages requires documentary proof of the earnings lost and the causal nexus between the defendant's wrong and the loss claimed.] Special damages must be strictly proved by credible documentary evidence, and the Claimant has not discharged that burden. The claim for special damages in the sum of N14,437,500 for loss of earnings from February 2019 until determination of the suit is accordingly refused.

 

ON ISSUE NO 5

On the claim for general damages for wrongful dismissal, This court has already found that the dismissal letter issued by the defendant in Exhibit C7 was issued against a person who had already tendered a resignation letter in Exhibit C6 which this court has held effectively ended the employment relationship between the claimant and the defendant. The action of the claimant in terminating the claimant and thereafter writing to the Central Bank of Nigeria, resulting in the backlisting of the claimant with the resultant effect of preventing him from furthering his carrier in the banking industry is indeed injurious and has cause damages to the career and reputation of the claimant. The claimant has stated that the blacklisting of the claimant is a like a death sentence for a career in the banking industry. I am satisfied that the claimant is entitled to damages. The claimant claimed the sum of N5,000,000 (Five Million Naira) as general damages, having regard to the unlawfulness of the dismissal, the procedural violations that attended the disciplinary process, the consequences of blacklisting in the banking. This is what the court will award. If they had asked for more this court would have awarded more. This court awards the sum of N5,000,000 in favour of the claimant.

 

The claimant also claims the sum of sum of N3,000,000 (Three Million Naira)  being the professional fees already paid to the Legal Practitioner handling this Suit on behalf of the Claimants. This kind of claim has never won the favour of the court. While the court is empowered to award cost of litigation, the award of such cost cannot envisage the passing of a party’s cost of professional fees to the opposing party. For this reason this claim fails and is accordingly dismissed.

 

CONCLUSION.

The overall outcome of this suit is that the Claimant succeeds on the main claim and the Defendant succeeds on the Counter-Claim. The Claimant's resignation of 15th January 2019, communicated by Exhibit C6, was a valid and effective determination of his employment, notwithstanding the defect in the notice mechanism. The dismissal of 17th January 2019, communicated by Exhibit C7, was issued after the resignation had been received by the Defendant, without the required approval of the Group Managing Director, and in circumstances that render it unlawful, null, and void. The dismissal was further vitiated by the fundamental failure to afford the Claimant fair hearing, in that no formal disciplinary query specifying the charges was ever issued to him, the committee's findings were withheld from him for over two months, the appeals process was compromised by the participation of Taiwo Olupeka in both the disciplinary and appellate processes, and the dismissal letter was issued without the required approval of the Group Managing Director. The cumulative effect of these procedural violations is to render the dismissal a nullity

 

Judgment is therefore entered in the following terms and the orders made here-under:

 

(1)   A declaration is hereby made that the Claimant's employment was validly determined by his resignation letter dated 15th January 2019, being Exhibit C6, and that the Defendant had no power to reject that resignation.

(2)  A declaration is further granted that the dismissal of the Claimant by the Defendant's letter dated 17th January 2019, being Exhibit C7, was unwarranted, unlawful, null, and void, having been issued after the Claimant had validly determined his employment by resignation and in breach of the Claimant's right to fair hearing under Section 36 of the Constitution of the Federal Republic of Nigeria 1999 (as amended).

(3) The Defendant is ordered to pay to the Claimant all allowances and emoluments due and payable from the date of his resignation on 15th January 2019 to the date on which the Defendant would have been entitled to accept the resignation as effective, being one month from the date of resignation, that is to say, 15th February 2019, representing the contractual notice period, together with any outstanding entitlements accrued as at the date of resignation.

(4)The Defendant is ordered to issue to the Claimant a certificate of service reflecting his resignation from the Defendant's employment and not his dismissal with 30 days from the date of this judgment.

(5)  The Defendant is further ordered to write to the Central Bank of Nigeria to de-blacklist the Claimant's name from the list of dismissed bank employees, given that his employment was determined by resignation and not by dismissal, and the dismissal that was purportedly communicated is hereby declared null and void.

(6)The defendant is entitled to recover the loan granted to the claimant The Claimant shall pay the sum of N13,000,000.00 being the principal sum of a loan advanced to the Claimant which sum shall be set off from the terminal benefit of the claimant pursuant to relief No 3 granted above.

(7) The defendant shall pay the sum of N5,000,000 (Five Million Naira ) as general damages to the claimant.

 

The order made in this judgment  is to be complied with within 30 days from the date of this judgment.

 

Judgment is hereby entered

 

___________________________________

Hon. Justice (Dr.) I. J. Essien

(Presiding Judge)

 

REPRESENTATION.

O. J. Akinwale Esq. for the claimant

O. Oshinaiki Esq. With M. Akinwale Esq.  for defendant