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JUDGMENT 1. Introduction & Claims The Claimant commenced this suit in this Court via his General Form of Complaint & Statement of Facts on 27/5/13. By his Amended Statement of Facts dated 19/11/15 sought the following reliefs against the Defendants - 1. Loss of yearly income of =N=16,652,333.33 from 1st June 2009 till when the Claimant’s employment is lawfully determined and interest at the rate of 10% till the sum is fully paid. 2. A Declaration that the 2nd Defendant illegally terminated the contract of employment of the Clamant and that the Claimant is still in the employment of the 1st Defendant. 3. A Declaration that the actions of the 2nd Defendant as it relates to the purported illegal termination of the Claimant’s employment is null and void. 4. An Order directing the 1st, 2nd and 3rd Defendants jointly and severally to pay the Claimant’s annual emolument and salary in the sum =N=16,652,333.33 from 1st June 2009 until his employment is lawfully determined by following laid procedures or any other sum deemed fit by this Honourable Court and interest at the rate of 10% till the sum is fully paid. 5. An Order directing the 1st, 2nd and 3rd Defendants jointly and severally to pay the sum of =N=250,000,000.00k Exemplary Damages. 6. An Order directing the 1st, 2nd and 3rd Defendants to pay the cost of initiating this action and Solicitors fees at =N=10,000, 000. 00k. The Claimant accompanied his originating processes with all requisite frontloaded processes. The 1st Defendant filed its Consequential Amended Statement of Defence on 31/3/16 while 2nd & 3rd Defendants also filed theirs on 17/3/16. The Defendants denied all the claims as sought by the Claimant. 2. Case of the Claimant On 16/11/16, the Claimant opened his case, testified in chief as CW1, adopted his witness written deposition dated 19/11/15 as his evidence in chief and tendered 18 documents as exhibits. The documents were admitted in evidence and marked as Exh. C1-Exh. C18. The case of the Claimant as seen from his written deposition is that he was at all material time an employee of the 1st Defendant; that he was employed by the 2nd Defendant on 17/6/83 while 2nd Defendant was carrying on business under the name International Bank for West Africa following which it changed its name to Afribank Nigeria Plc; that the 3rd Defendant is the statutory body responsible for the liquidation of the 2nd Defendant; that by a letter dated 28/5/09, 2nd Defendant notified him of its acceptance of his supposed letter of offer dated 28/1/09 in which he allegedly voluntarily retired; that he did not write the said letter and that the illegal termination of his employment which forced him into the labour market has negatively affected his matrimonial home and relationship with his dependants. Under cross examination, the witness stated that International Bank for West Africa was his employer but later changed to Afribank; that the last day he worked for Afribank was 28/5/09; that he was not consulted before payment in Exh. C7 was paid to him; that he did not indicate desire to return any money to Afribank in Exh. C8; that his Afribank I.D was withdrawn from him by Human Resources Manager; that Mainstreet Bank was incorporated after 28/5/09; that he did not work for either Mainstreet Bank or Skye Bank Plc; that his grouse in this case is with Afribank and whosoever steps into their shoes and that his claims are based on the fact that he was not legally disengaged. Witness further added that he could not remember what he was paid as salary in April 2009; that he was employed in July 1983 by Afribank Ltd; that when he was served Exh. C7 he demanded explanation and stated he did not write for voluntary retirement; that he then acknowledged receipt of the letter; that the 2nd Defendant is a party to Exh. C18 while 3rd Defendant is not and that from 28/5/09 I ceased to work for the 2nd Defendant. 3. Case of the 1st Defendant On 7/6/17, the 1st Defendant opened its defence. It called one Paul Olanrewaju as its lone witness. The witness adopted his witness deposition made on 12/5/17 as his evidence in chief and tendered 2 documents as exhibits. The documents were admitted in evidence and marked as Exh. D1 & Exh. D2. The case of the 1st Defendant is simply that it was not the employer of the Claimant and hence not liable to him for any sums of money. Under cross examination, the witness testified that he was employed as Relation Officer while with 2nd Defendant; that it’s being a long time he could not remember his job description at the time; that he could not say that his job description then is his job description now; that he does not know the Claimant in this case but that he knows the claims of the Claimant; that as at 29/6/15 the 1st Defendant was aware of the pendency of this suit in this Court; that he is aware of a Purchase and Assumption Agreement entered into between Nigerian Deposit Insurance Corporation and Mainstreet Bank Ltd dated August 2011; that by the Court Order of 29/6/15 Skye Bank Plc. took over assets and liabilities of Mainstreet Bank; that he is not aware of any notice served by Mainstreet Bank or NDIC; that Mainstreet Bank is a Bridge Bank; that he does not know why Afribank terminated the employment of the Claimant and that he does not know if one Mr. Emako was a customer of Skye Bank. 4. Case of the 2nd & 3rd Defendants The 2nd & 3rd Defendants opened their defence on 6/11/17. They called one Adesayo Adekunle as their lone witness. The witness adopted his witness deposition dated 17/3/16 as his evidence in chief and tendered 5 documents as exhibits. The documents tendered were admitted in evidence and marked as Exh. AA1-Exh. AA5 respectively. The case of 2nd & 3rd Defendants is that the Claimant voluntarily sent in his letter of retirement; that he was dully paid all his terminal benefits and that the Claimant is not entitled to any of the reliefs sought. Under cross examination the witness testified that the Claimant resigned voluntarily from the Defendant and Afribank accepted same; that notwithstanding Exh. C7, he stands by paragraph 9 of his Statement on Oath; that a statutory employee is a staff whose employment is guided by a statute; that there were intervening factors positively affecting the salary of the Claimant while with 2nd Defendant; that he has not seen the letter of voluntary retirement of the Claimant dated 28/1/09; that he did not witness the facts deposed to in paragraphs 11-17 of his witness deposition and that he was not in the employment of 2nd Defendant as at the time of publishing Exh. C2. 5. Submissions of Counsel 2nd and 3rd Defendants filed a 23-page joint final written address on 27/11/17 and set down 4 issues for determination as follows - 1. Whether the Claimant has by his evidence before this Honourable Court established on a preponderance of evidence that the termination of his (Claimant’s) contract of employment by the 2nd Defendant was illegal, null and void. 2. Whether the Claimant has by his evidence before this Honourable Court established on a preponderance of evidence that he (Claimant) is entitled to annual emolument and salary of =N=16,652.333.33 or any other sum whatsoever from 1st June, 2009. 3. Whether the Claimant has by his evidence before this Honourable Court established on a preponderance of evidence that he (Claimant) is entitled to the sum of =N=250,000,000.00 exemplary damages and 4. Whether the Claimant has by his evidence before this Honourable Court established on a preponderance of evidence that he (Claimant) is entitled to the sum of =N=10,000,000.00 cost of initiating this action and Solicitor’s fee. Arguing these issues, learned Counsel submitted inter alia that the evidence shows that the Claimant's letter of voluntary retirement was received and accepted by the 2nd Defendant; that assuming the Claimant did not write the said letter dated 28/1/09, the Claimant having received the sum of =N=13,971,646.06 and Exh. C7, the Claimant could not be heard to complain of unlawful termination of his employment citing Osisanya v. Afribank Nigeria Plc (2007)6 NWLR (Pt. 1031) 565; that International Bank for West Africa was the employer of the Claimant going by the exhibits he tendered; that the employment of the Claimant was terminated as far as May 2009 and has not worked for any of the Defendants since then and hence not entitled to any annual emolument from the Defendants; that the evidence led by the Claimant did not support his claim for exemplary damages citing Odogu v. Attorney-General of the Federation & Ors. (1996)6 NWLR (Pt. 456) 508 and that since the Claimant is not entitled to any of his reliefs he is also not entitled to any award of cost. The final written address of the 1st Defendant was dated 12/12/17 and filed on 13/12/17. In it, learned Counsel set down a lone issue for determination as follows - Having voluntarily retired from Afribank, and having not worked at all for Mainstreet Bank or the 1st Defendant, whether the Claimant is entitled to the claims sought by him. Arguing this issue, learned Counsel submitted the 1st Defendant was incorporated on 7/6/17 while the entity known as Mainstreet Bank obtained its license from Central bank of Nigeria on 5/8/11; that 1st Defendant and the 2nd Defendant are not the same each, having separate legal personality; that Exh. C17 is not relevant to make 1st Defendant answerable for any act of Afribank; that Exh. C17 was an agreement executed between Mainstreet Bank and the 3rd Defendant and that Claimant was neither mentioned in it nor was he a party to same citing Rebold Industries Limited v. Magreola (2015)8 NWLR (Pt. 1461) 210. Learned Counsel prayed the Court to dismiss the case of the Claimant. On 11/1/18, the 31-page final written address of the Claimant was filed. The following 3 issues were set down for determination - 1. Whether the Claimant voluntarily resigned from the service of the 1st Defendant. 2. Whether in the light of Section 39 of the NDIC Act, the Defendants are not liable to the Claimant and 3. Whether the Claimant having proven his case is entitled to his claims in the suit. On issue 1, learned Counsel submitted that the 2nd Defendant did not terminate the Claimant's employment; that if there was one the purported termination is invalid and hence a nullity citing Mamman & Anor. v. Hajo (2016) LPELR-40653 (SC) & McFoy v. UAC Limited (1961)3 WLR 1405; that reliance on Exh. C7 as accepting a letter of retire by the Claimant which letter was not produced by the Defendant was invalid as the said letter of voluntary retire was non-existent and that the invalidity was in the fabrication of an imaginary letter. Counsel urged the Court to hold that the Claimant did not offer any letter of voluntary resignation as argued by the Defendants. On issue 2, Counsel submitted that the assumption of liabilities and obligations of Afribank by Mainstreet Bank is not merely a factual accuracy but a statutory requirement citing Saida Sa'ad & Anor. v. Mohammed Abubakar Maifata & Ors. (2008) LPELR-4915 (CA); that by Exh. C16, Mainstreet bank assumed the assets and liabilities of the 2nd Defendant under the Bridge Bank Method in accordance with its Memorandum of Association. Counsel prayed the Court to hold that in the light of section 39 of the NDIC Act that the Defendants are liable to the Claimant. Finally on issue 3, learned Counsel submitted that the employment of the Claimant was never terminated as he never resigned as there could never have been an acceptance of a non-existent letter of voluntary resignation; that the employment of the Claimant has not been legally terminated and that this case is not one for wrongful termination of employment as the Claimant did not accept that his employment was ever terminated but rather one for declaration that the Claimant is still in the employment of the 1st Defendant. Counsel prayed the Court to hold that the Claimant has proved his case to be entitled to the reliefs sought. The 1st Defendant later filed a 5-page reply address on points of law on 27/2/18. 6. Decision I have carefully read and understood all the processes filed by learned Counsel on either side. I listened to and watched the demeanor of all the witnesses called at trial and carefully evaluated all the exhibits tendered and admitted. Having done all this, I adopt the 3 issues set down for determination by the Claimant for the just determination of this case. The issues are as follows - 1. Whether the Claimant voluntarily resigned from the service of the 1st Defendant. 2. Whether in the light of Section 39 of the Nigerian Deposit Insurance Corporation Act, the Defendants are not liable to the Claimant. 3. Whether the Claimant having proven his case is entitled to his claims in this suit. The first issue for determination is whether the Claimant voluntarily resigned from the services of the 1st Defendant. Resignation of appointment is one of the modes of bringing an employment relationship or master/servant relationship to an end. It is the exercise of the right conferred on an employee to opt out of employment contractual relationship. Once an employee resigns from his employment by tendering a letter to that effect same cannot ordinarily be rejected. See Adefemi v. Abegunde (2004)15 NWLR (Pt. 895) 1. To be effective, it is imperative that a letter of resignation be tendered in accordance with the terms and applicable conditions of employment. It ought ordinarily to be voluntary. Exh. C7 is the letter dated 28/5/09 to the Claimant in which Afribank Nigeria Plc said - '' We refer to your letter of 28th January 2009 notifying the bank of your voluntary retirement from the services of the Bank and convey Management acceptance of the voluntary retirement with effect from 1st June, 2009''. It was the argument of the learned Counsel to the Claimant that that exhibit was fraudulent in that the Claimant did not at any time tender a letter of voluntary retirement. Was there really such a letter of retirement? In paragraph 10 of his amended statement of facts, the Claimant stated various steps taken requesting the 2nd Defendant to produce the said letter of voluntary retirement. Being a written document all that was expected of the 2nd Defendant would have been to simply produce the said letter. I note that throughout the length and breadth of this trial the alleged letter of voluntary retirement was never tendered. No reason was offered for not producing same. It is apparent that the 2nd Defendant would not produce the alleged letter of voluntary retirement. In a circumstance as this, it is open to the Court to hold that the refusal of the 2nd Defendant to produce the document was because if produced it would be against its interest and support the case of the Claimant. See UBA Plc v. Ogochukwu (2014) LPELR-24267(CA). See also S. 149(d), Evidence Act, 2011. In the absence of the evidence of the alleged letter of voluntary retirement of the Claimant I hold that the Claimant did not voluntarily retire from the services of the 1st Defendant. But before I leave the consideration of issue 1, it is pertinent to ask what is the purport and effect of Exh. C7? By that exhibit, the 2nd Defendant purported to accept a notice of voluntary retirement of the Claimant to be effective from 1/6/09. 2nd Defendant also acknowledged the contributions of the Claimant to its growth and development and made a computation of the entitlements of the Claimant. There is no evidence before the Court to the effect that the Claimant worked for the 2nd Defendant or any of the Defendants after 1/6/09. There is also no contest by the Claimant that he was paid the net sum stated on Exh. C7 as his terminal entitlements. Therefore notwithstanding the fact that no letter of voluntary retirement was produced by the 3rd Defendant the fact remains that the purport and necessary intendment of Exh. C7 is to terminate the services of the Claimant. An employer or a Master may adopt different methods for the purpose of terminating the services of an employee. For termination may be verbal or written or even by conduct. Where an employer withdraws tools of work from an employee and denies same access to his place of work without a time limit it portrays an intention to do away with the services of the employee. Where also, as in the instant case, an employer alleges a letter of voluntary retirement by its employee, allegedly accepted same, calculated and paid the employee all his terminal benefits and same accepted by the employee without contest, it can hardly be contested that the intention of the employer is to terminate the services of the employee. The law is also trite that once an employee accepts payment of terminal benefits he cannot be heard to complain of failure to comply with the terms and conditions of his engagement. See Dr. O. Ajalore v. Kwara State College of Technology (1986)2 S.C 374. The same principle is applicable respecting acceptance of retirement benefits. See Ekeagwu v. Nigerian Army (2006)11 NWLR 382 at 387. Except in employment relationship with statutory flavor, an employer may terminate the services of its employees for any reason and for no reason at all. See Ativie v. Kabelmetal Nigeria Limited (2008) LPELR-591 (SC). Even where termination of employment is not in compliance with the existing contractual document, the termination does not thereby cease to be valid. It can only be declared wrongful with remedies lying solely in award of damages rather than reinstatement. See Osisanya v. Afribank Nigeria Plc (2007) LPELR-2809 (SC). The rationale being that a Court will not foist on an unwilling employer a willing employee and vice versa. See Adewunmi v. Nigerian Eagle Flour Mills (2014) LPELR-22557. In any event, it is not for an employee whose services are terminated to continue to regard same as still existing and to expect the Court to make award of salary and allowances to him for the period he never rendered any service to the employer. See Co-Operative Bank Nigeria Limited v. Nwankwo (1993)4 NWLR (Pt. 286) 170, Olatunbosun v. NISER Council (1988)3 NWLR (Pt. 80) 50 & New Nigeria Newspaper Limited v. Atoyebi (2013) LPELR-21489 (CA). I therefore find and hold that the purport of Exh. C7 was to terminate the services of the Claimant and that that exhibit effectively terminated the services of the Claimant with effect from 1/6/09. The second issue is whether in the light of Section 39 of the Nigerian Deposit Insurance Corporation Act, the Defendants are not liable to the Claimant. Section 39 of the Nigerian Deposit Insurance Corporation Act deals with Bridge Banks and their assumption of ''such deposits and/or liabilities'' and purchase of such assets of a failing insured institution. Bridge banks under the section are also to perform any other function or business as the Corporation may determine. I have found and held here that the employment of the Claimant was effectively determined on 28/5/09 by Exh. C7. I have also found and held that the 2nd Defendant calculated and paid to the Claimant his entitlement which he collected and to which there were no complaints. Thus, respecting the 2nd Defendant, I hold that it is not in any way liable to the Claimant. Main Street Bank Limited was initially the 1st Defendant in this case. It was pursuant to an order of this Court made on 5/10/15 that the present 1st Defendant Skye Bank Limited replaced Mainstreet Bank Limited. It was also the Bridge bank. MainStreet Bank Limited was incorporated on 5/8/11. See Exh. D1. Exh. C17 was the Purchase and Assumption Agreement entered into between 3rd Defendant and MainStreet Bank Limited. It was dated August 2011. This exhibit was executed about 2 years after the employment of the Claimant was terminated by Exh. C7. Claimant was not a party to the said Purchase and Assumption Agreement - Exh. C17. Exh. C17 was not expressed to be made for the benefit of the Claimant. Indeed, as pointed out by the learned Counsel to the 2nd & 3rd Defendants, Claimant's contract of service with the 2nd Defendant was not mentioned in Exh. C17. The law is trite and also accords with commonsense that only a party to an agreement can take benefit under it and bear burden under same as well. See Rebold Industries Limited v. Magreola & Ors. (2015) LPELR-24612 (SC). Considering the foregoing, I resolve this second issue against the Claimant and in favor of the Defendants and hold that the Defendants are not in any way liable to the Claimant under Section 39 of the Nigerian Deposit Insurance Corporation Act. Issue 3 as set down is whether the Claimant having proven his case is entitled to his claims in this suit. The issue as to whether the Claimant has proved his case to be entitled to his claims is a function on the resolution of issues 1 & 2 above. Both issues have been resolved against the Claimant. I have held in this Judgment that although the Claimant did not voluntarily retire from the services of the 3rd Defendant, his service was nonetheless effectively terminated by Exh. C7. I have also found and held that the Defendants are not in any way liable to the Claimant under section 39 of the Nigerian Deposit Insurance Corporation Act. Having so resolved issues 1 & 2 therefore, the basis upon which the case of the Claimant rests has been punctured and deflated. I thus hold that the Claimant has not proved his entitlement to any of his claims. Claimant's claims are liable to be dismissed and I so dismiss same accordingly. Before I draw curtain on this Judgment I should say, albeit in the passing that the duty of learned Counsel is to properly advise their clients on the basis of the law and judicial authorities. The same Law Firm representing the Claimant in this case also represented the Claimant in Taiwo Ojerinde v. Skye Bank Plc & 2 Ors. Suit No: NICN/LA/517/2012. The remaining 2 Defendants in that case are the 3rd and 2nd Defendants in this case respectively. Judgment in that case was delivered on 9/3/17. This Court found against the Claimant in that case as it has found against the Claimant in this Judgment today. I am not aware that that Judgment is being challenged on appeal. The Claimant who lost in that case did not file any notice of appeal against that decision. The facts in that case and in the present case are exactly the same, the only difference being in the name of the Claimants and the suit numbers. It would been a decent practice of law for the learned Counsel for the Claimant to have advised the Claimant in this case in the light of the unchallenged and subsisting Judgment of this Court in the earlier case the Judgment of which was delivered on 9/3/17. In some jurisdictions learned Counsel representing the Claimant in this case would appear and face sanctions before the appropriate regulatory institution of the Bar. I say no more. Finally, for the avoidance of doubt and for all the reasons stated in this Judgment, I dismiss the case of the Claimant in its entirety. I make no order as to cost. Judgment is entered accordingly. ____________________ Hon. Justice J. D. Peters Presiding Judge