J U D G E M E N T 1. The Claimant commenced this action via a general form of complaint filed on 10/7/2017 at the Registry of this Court in Abuja Judicial Division. Vide paragraph 24 of the amended statement of facts, the Claimant claims against the Defendants jointly and severally, as follows:- 1. A declaration of this Honourable Court that the letter of suspension dated 12th April 2017 ref. no. AICL/HRA/PF/128 issued by the Defendants to the Claimant suspending the Claimant from office as the Group Managing Director of the Abuja investment Company Limited is wrongful, non-compliant with due process and procedure, unconstitutional, null and void and of no effect whatsoever. 2. An order of this Honourable setting aside the purported suspension for being perverse and contrary to the Public Service Rules and relevant regulations governing the appointment. 3. An order of this Honourable Court directing the Defendants to pay to the Claimant all his emoluments and entitlements outstanding from the date of the said offending suspension. 4. An order of injunction restraining the Defendants, by themselves, their agents or privies from interfering or further interfering with the employment and appointment of the Claimant. 5. The sum of N5 Billion being special and general damages against the defendants for wrongful suspension. 2. In response to the Claimant’s suit, the Defendants on 17/5/2018, filed a joint statement of defence. The Claimants on 24/5/2018, filed a reply to the joint statement of defence. The Defendants decided not to call the witness who deposed to witness statement on oath filed along with the joint statement of defence. By the provision of Order 37 Rule 16 (4) of the National Industrial Court of Nigeria, (Civil Procedure) Rules 2017, the Defendants are deemed to have abandoned their witness statement on oath. However, one Nazifi Abdullahi Maiaduwa, a member of staff of the Corporate Affairs Commission, appeared before the Court on subpoena and tendered certified true copies of Memorandum and Article of Association Resolutions and Form CAC 7 of Abuja Investments Company Ltd. 3. The summary of the Claimant’s case against the Defendants is that vide a letter dated 10/10/2011, exhibit CW1A, he was appointed ‘Group Managing Director’ of the Abuja investment Company Limited a company in which the 2nd Defendant is the shareholder, by the then holder of the office of the 1st Defendant. The appointment of the Claimant was thereafter regularised by the Board of Directors of the Abuja investment Company Limited via a company Resolution dated 20th July 2012, see exhibit CW1P1-12. The Claimant stated that following change in the administration of the 2nd defendant subterranean and hostile moves were made against him all in a move to remove him from the position of the Group Managing Director of Abuja investment Company Limited. These moves culminated in the writing of baseless and frivolous petitions. The petitions were tendered and admitted in evidence as exhibits CW1F1-6 and CW1J1-3. After investigation the Claimant was exonerated of the allegations levelled against him. See exhibit CW1I1-2. Based on the petition to EFCC, the Claimant was suspended vide exhibit CW1M. The Claimant instituted this suit to contest the validity of his suspension from work. 4. The Defendants in their joint defence have averred that sometime in 2011, the Permanent Secretary of the 2nd Defendant vide letter dated 10/7/2011, exhibit CW1A, conveyed the approval of the 1st Defendant for the appointment of the Claimant as the Managing Director of the Abuja Investments Company ltd. It was averred that Abuja investments company ltd is a private limited liability company dully registered at the corporate Affairs Commission with RC No. 228046 having Mohammed Na’aji Alkali, Sulaiman Abdulrahim and Musa Abubakar as the subscribers to its Memorandum and Articles of association. It was averred that the day to day activities, management and operations of Abuja investments company ltd are governed by the provisions of the Companies and Allied Matters Act and the Memorandum and Article of Association of the company. The Article of Association of Abuja Investment Company Ltd empowers the Board of Directors of the company ‘’to appoint any one or more of their body to be Managing Director for such period and upon such terms as they may think fit, and may vest in such Managing Directors such other powers hereby vested in the Directors generally as they may think fit. It was averred that the Claimant was never appointed as a Director of Abuja investments Company Ltd, a pre-requisite for a valid appointment as its managing Director by other members of the Board of Directors, as mandated by the Article of Association of the company. It is averred that the claimant had no enforceable contract of employment/appointment in respect of the subject matter office of Managing Director of the Abuja investments company ltd. The staff handbook stipulates that appointment of the CEO and all Heads of Divisions shall be by the Board. 5. The defendants as supervisory authority over Abuja investment company ltd they received a petition dated 8/12/2015 from one R. B. Mohammed on allegation of abuse of office, conspiracy and corruption, against the Claimant vide letter dated 8/3/2016, the petition was forwarded to the Claimant for his comments, in response to which the claimant submitted a letter dated 30/3/2016, but received by the Defendants on 31/3/2016. The 1st defendant received another petition against the Claimant. It was averred EFCC received separate petition and commenced investigation, but has not concluded the investigation till date. 6. It was averred that the Abuja investments employee handbook provides for suspension of a member of staff suspected of serious misconduct for a maximum period of three months during which investigation shall have been completed and decision taken. The Claimant was vide letter dated 12/4/2016 suspended claimant from office pending the outcome of the investigation in order to protect overall interest of the company, ensure accountability, transparency and good administration. As at 10/7/2017, when this suit was instituted the stipulated three months which claimant could be suspended for had not elapsed. The claimant’s suit is premature, misconceived, lacking in merit and should be dismissed accordingly. 7. In his reply to the joint statement of defence the Claimant avers that the initial subscribers/shareholders of the Abuja Investment Company ltd were at the end of their tenure removed by the resolution of the company. It was averred that after his appointment by the 1st defendant as Group Managing Director, of Abuja investments Company Limited, a resolution dated the 20th day of July 2012 was also passed by the Board of Directors of Abuja Investments Company Limited, appointing him as the Group Managing Director/Chief Executive Officer and the said Resolution was filed at the Corporate Affairs Commission (CAC). 8. It was averred that the petitions were fake, baseless, frivolous and the petitioners were sponsored with names of unknown persons and unverifiable contact addresses. That he has been cleared by both ICPC and EFCC of any wrong doing. 9. At the conclusion of evidence in chief parties were ordered to file their respective final written addresses, beginning with the Defendants. The Defendants’ final written address dated 28/10/2019 was filed on 29/10/2019. The Claimant’s final written address dated 8/1/2020 and filed on 9/1/2020, was vide order of 16/1/2020 deemed properly filed and served. The Defendants in response filed reply on points of law. THE SUBMISSION OF THE DEFENDANTS 10. The Defendants submitted three issues for determination. They are:- 1. Whether the instant Claimant’s suit disclosed a reasonable cause of action. 2. Whether the Claimant’s suspension is wrongful, non-compliant with due process and procedure, unconstitutional, null and void ab initio. 3. Whether the Claimant is entitled to the reliefs sought. 11. ISSUE ONE: Whether the instant Claimant’s suit disclosed a reasonable cause of action. 12. It is the contention of counsel that the claimant’s action did not disclose a reasonable cause of action. It is argued that from the facts pleaded the claimant was not appointed by the Board of Directors of Abuja Investment Company Limited neither was the Claimant a Director of Abuja Investments Company Limited before the said appointment contrary to all extant laws. It was also argued that from the curriculum vitae of the Claimant he was supposed to have retired on 11/4/2016 before his suspension at the age of 60 years. It was also argued that claimant’s statement of facts did not show how his suspension was wrongful. 13. To support his contention on what constitute reasonable cause of action, counsel placed reliance on the case of Chevron Nigeria Limited V Lonestar Drilling Nigeria Limited (2007) LPELR-842(SC), UBN Plc V Umeoduogu (2004) LPELR-3395(SC). 14. It is the contention of counsel that reference to document in pleadings means reference to all the content of the said document. In support of this argument counsel relied on the cases of Lawal V G.B Ollivant (1972) 3 SC 124; 7UP Bottling Company Plc V Celestine Ugwu & Ors. (2-017) LPELR-42685(CA); Chief Jerry Egede V Mobil Oil Nigeria Plc (2015) LPELR-24471(CA); Onyewuke V Sule (2011) LPELR-9084(CA). 15. Counsel also contended that the Claimant did not plead his letter of employment as the Group Managing Director of Abuja Investment Company Limited. It is contended that the claimant’s appointment letter clearly shows that he was appointed ‘Managing Director’ of Abuja Investment Company Ltd whilst his entire claim is predicated on his claim that he was appointed ‘’Group Managing Director’ of the company before his suspension. It is contended that claimant has not pleaded his letter of promotion showing where he was appointed or promoted ‘the Group Managing Director’ of the company. It is argued that a claimant, who seeks to enforce his contract of employment, must plead and rely on his letter of appointment. On this contention counsel relied on the case of Mrs. Rose E. Efuribe V Dr. G. M. Ugbam & Ors. (2010) LPELR-4079-(CA); Filcharles Organ & Ors. Nigeria Liquefied Natural Gas Limited & Anor. (2013) LPELR-20942(SC). Counsel submitted claimant’s failure to plead and rely on a letter of appointment or letter of promotion showing that he was appointed or promoted ‘Group Managing Director’ of Abuja Investments Company Limited he has no reasonable cause of action. 16. It is also the contention of counsel that without prejudice to the foregoing contention, assuming but not conceding that the office of ‘Group Managing Director’ is the same as ‘Managing Director’ then by virtue of section 64 of the Companies and Allied Matters Act (CAMA), the Claimant’s appointment conveyed in exhibit ….. is not lawful and therefore unenforceable ab initio. Counsel also made reference to paragraph 85 of the Memorandum and Article of Association of Abuja Investment Company Limited exhibit CW1B1-38. 17. Further reliance was placed on paragraph 2.0(b)(1) of Abuja Investment Company Limited Employees Handbook which provides that appointment of the Chief Executive Officer of the Company shall be by the Board. It is the contention of counsel that a party can only claim reliefs or the position of Managing Director or Group Managing Director of Abuja Investment Company Limited if and only if he can trace his appointment to the Board of Directors of the Company. The Claimant rather than trace his appointment to Board of Directors traced it to the 1st Defendant. 18. It is contended that claimant has not disclosed reasonable cause of action exhibit CW1C1-6 is contrary to extant laws. In the case of Corporate Ideal Insurance Ltd V Ajaokuta Steel Company Ltd & Ors. (2014) LPELR-22255(SC) it was held that a contract which violate the provision of a statute is unenforceable. 19. It was also argued that Claimant had no valid subsisting contract of employment, between him and the Defendants, as at 12/4/2017, when he was suspended. By paragraph 2.82 of exhibit CW1B1-38, conditions of service the Claimant, the claimant ought to have retired from service on ground of age on 11/4/2016. Counsel urged the court to hold as at 12/4/2017, when he was suspended. 20. ISSUE TWO: on whether the Claimant’s suspension is wrongful non-compliant with due process and procedure, unconstitutional, null and void ab initio. 21. In arguing this issue counsel referred to section 11 of the Interpretation Act and submitted that the power to appoint include power to remove. Paragraph 3.11(a) of the Employee Handbook exhibit CW1B1-38 has made provisions for suspension for three Months. It is submitted the claimant’s contract of employment as a Managing Director, is a master servant relation. On this submission reference was made to the case of Yalaju Amaye V Associated Registered Engineering Contractors Ltd & Ors. (1990) LPELR-3511(SC). 22. It is submitted in an employment without statutory flavour like this one employer has the right to suspend or dismiss the employee at any time. On this contention reliance was placed on the case of NITEL Plc V Akwa (2006) 2 NWLR (Pt.964) 391; Omojolomoju V Group Securic of Nigeria Ltd & Ors. (2013) LPELR-21477(CA). It is the contention of counsel that the Defendants have the vires to suspend the Claimant where there is suspicion of serious misconduct. Reference was made to exhibit CW1K which shows Claimant is being investigated for some criminal activities. Exhibits CW1F1-6 and CW1J1-3 were also relied on to show that the claimant’s suspension was because of investigation. Exhibit CW1M is letter of suspension. 23. It is the contention of counsel that when this suit was instituted by the claimant the three Months period of suspension allowed by law has not elapsed. It is contended where there is allegation of misconduct an employer has the right to suspend the employee pending the outcome of investigation into the allegation. On this point reliance was placed on the case of Koomlong I. Miaphen V University of Jos Consultancy Limited (2013) LPELR-21904(CA). counsel urged the court to hold that suspension of Claimant was not wrongful nor was it unconstitutional, null and void. 24. It is also argued that assuming the suspension was wrongful; the Claimant is only entitled to damages representing those salaries for the period he was wrongfully suspended, until his employment is lawfully terminated. 25. ISSUE THREE; whether the Claimant is entitled to the reliefs sought. 26. In arguing this issue counsel contended that the Claimant is not entitled to the reliefs sought having not proved that his suspension is wrongful. Counsel contended the onus of proving wrongfulness of suspension is on the Claimant on this contention reliance was placed on the case of UBA & Anor V Alhaji Babagana Jargaba (2007) LPELR-3399(SC). 27. Counsel contended that 1st relief is for declaration which must be proved on the strength of the claimant’s case and cannot rest on perceived weakness or admission of the Defendant. In support of this contention counsel relied on the decision in the case of Col. Nichlas Ayanru (RTD) V Mandilas Limited (2007) LPELR-670(SC). It is the contention of counsel that the claimant’s 2nd relief claims that his suspension was in breach of Public Service Rules and other relevant regulations governing claimant’s appointment. Counsel contended that public service Rules does not applies to the appointment of the claimant but to public servant. To support this view counsel relied on the case of Okocha V Civil Service Commission (Edo State) & Anor. (2003) LPELR-7268(CA). Counsel further argued his position is supported by claimant’s letter of appointment which categorically stated that conditions of service staff handbook governed claimant’s appointment. 28. On relief 3 counsel contended that the order being sought is for un-quantified emoluments. It is contended from exhibit CW1B1-38, salary of the claimant is payable by Abuja Investment Company limited and is not a party to this suit. Counsel also made reference to section 267(4) of the Companies of salaries/emolument shall be payable to him. Having failed to do so counsel urged the court to discountenance the relief. 29. Relief 4 for is for injunction. The claimant having failed to prove wrongful suspension is not entitled to such relief it should be rejected. 30. On relief 5 which is for humongous N5 Billion, it is submitted damages can only be awarded where suspension was wrongful. Koomlong I. Miaphen V University of Jos (Supra8) 5-6 Sc (Pt.ii) 67; Isievware V NEPA (2002) 13 NWLR (Pt.784) 417; NITEL Plc V Akwa (Supra), Olomojolomoju V Group Securicar Nig. Ltd (supra). The claimant has not proved his salary. Raphael Ejezie & Ors V Christopher Anuwu & ors. (2008) LPELR-1063(SC). 31. It is submitted the reliefs being sought cannot be granted, as it is settled that court cannot make an order that will affect the interest of a person who is not a party before it. Kasimu V NNPC (2008) 3 NWR (Pt.1075) 569. THE SUBMISSION OF THE CLAIMANT 32. The counsel for the Claimant submitted four issues for determination, to wit:- 1. Whether the Claimant’s suit disclosed a reasonable cause of action. 2. Whether the Claimant’s employment is governed only by the employees Handbook of Abuja Investment Company Limited by virtue of exhibit CW1A and the companies and Allied Matters Act 1990. 3. Whether considering the extant law governing the Claimant’s employment, the Defendants woefully failed to comply with the laid down rules and procedure in suspending the claimant thereby rendering the said suspension wrongful, unconstitutional, null and void. 4. Whether considering the totality of evidence adduced, the claimant is entitled to the reliefs sought. 33. ISSUE ONE: Whether the Claimant’s suit disclosed a reasonable cause of action. 34. In arguing this issue counsel contended that this court is functus officio having previously decided on the same issue in a well-considered ruling delivered on 8/2/2018. Counsel contended once a court has renders a decision or makes an order on a particular issue, the court has becomes functus fficio in relation to that issue, except on grounds of application for stay of execution, stay of proceedings, injunctions instalment payments and or correction of clerical errors. In support of this contention counsel relied on the case of Mohammed V Husseini (1998) 14 NWLR (pt.584) 108. It is also argued that the principle of functus officio is not limited to a final judgment alone. Counsel stated that this position was stated by the Court of Appeal in the case of Odeh & Anor. V Ahubi & Ors. (2015) LPELR-41783(CA). It is the contention of counsel that in the instant case, this court having made an order stating that the Claimant has disclosed a reasonable cause of action against the Defendants, this court is precluded from deciding on that issue again and we urge the court to so hold. 35. Counsel also contended that the Claimant’s action has disclosed cause of action which flows from the Defendants illegal and wrongful suspension from duty without pay over a frivolous petition to EFCC which had earlier been fully investigated by the independent Corrupt Practices and Other Related offences Commission at the behest of the Defendants and same has been found to be frivolous, unsubstantiated and without merit. 36. ISSUE TWO: Whether the claimant’s employment is governed only by the employees Handbook of Abuja Investment Company Limited by virtue of exhibit CW1A and the Companied and Allied Matters Act 1990. 37. In arguing this issue counsel contended that by exhibit CW1A, which is one of the instruments of appointment of the Claimant his appointment is governed by the staff Handbook of the Abuja Investments Company Limited and the Companies and Allied Matters Act. And being a duly incorporated entity is bound by the provisions of the companied and Allied Matters Act as well as Memorandum and Article of Association. The appointment of the claimant vide exhibit CW1P1-12, resolution of 20/7/2012, the Memorandum and Article of Association crate a binding contract between members/officers of the company and the company itself being a distinct and legal personality. To support this contention counsel cited and relied on section 14 (1) of the companies and allied Matters Act 1990; United Forms Products (Nig.) Ltd & Ors. V Opobiyi & Anor. (2017) LPELR-43166(CA). 38. It is the contention of counsel that the general position of the law is that the appointment of a managing director is founded on the Memorandum and Article of Association of the company and any supplemental contract thereto, in the instant case exhibit CW1A and exhibit 1. Yalaju-Amaye V Associated Registered Engineering Contractors Ltd & Ors. (1990) 4 NWLR (pt.145) 422. It is the contention of counsel that the mere fact that the Defendants wholly own Abuja Investments Company Ltd does not make the public service rules applicable to the employees of the company. In the case of Awala V NITEL Plc (2019) 15 NWLR (Pt.1695) 372, the Supreme Court held that accompany incorporated under CAMA whether owned by government or by private persons, is governed by its rules and conditions of service and not by the civil service rules. Counsel contended that the claimant’s employment with Abuja investments Company ltd is governed by Employee Handbook and Companies and Allied Matters Act. 39. ISSUE THREE: Whether considering the extant law governing the claimant’s employment, the defendants woefully failed to comply with the laid down rules and procedure in suspending the Claimant, thereby rendering the said suspension wrongful, unconstitutional, null and void. 40. It contended by counsel that the suspension of the Claimant by the Defendants was wrongful, unconstitutional, null and void based on the fact that the defendants woefully failed to comply with the procedures for suspending the Claimant as contained in the relevant rules and regulations guiding the Claimant’s employment i.e companies and Allied matters Act and Employees Handbook of Abuja Investment Company Limited. 41. Counsel contended that the terms and condition of a contract of employment are pillars upon which the employment is built. The bedrock of the employer employee relationship is the contact of employment, and the parties are bound by the terms stated therein. Counsel contended that determination of contract of employment in master and servant is wrongful if the procedure adopted is in breach of the parties’ contract. On this contention counsel relied on the case of Corporative and Commerce Bank & Anr V Okonkwo (2002) FWLR (Pt.97) 637. 42. Where in ordinary master and servant relationship, the contract contains a procedure for suspending the servant, and the employer suspends such an employee without recourse to the contract, such a suspension can be termed wrongful. In support of this contention counsel relied on the decision of this court in the case of Mounir Haliru Gwarzo V The Securities and Exchange Commission (SEC) & 2 Ors. (Supra). 43. Counsel contended the argument at paragraphs 3.24 to 3.2.6 of the Defendants final written address to the effect that Defendants can suspend the claimant at any time and without any just reason is not tenable in this case. The reason being that the contract guiding the employment is not silent on procedure for suspension. It is submitted paragraph 3.5 of exhibit CW1B1-38 provides for different disciplinary measures that may be invoked against an employee amongst which is suspension of the said employee. Paragraph 3.11 specifically provides the procedure for suspension. 44. It is the contention of counsel by paragraph 3.11(a) and 3.11(C), the Claimant may be suspended for a maximum of 3 months to allow investigation to be completed and while on suspension, he shall be entitled to half of his monthly salary and allowances excluding lunch and transport allowances, yet, in flagrant disobedience to the rule of law, it is more than two years since the claimant was sent away on suspension and without pay contrary to the express provisions of the employees Handbook of Abuja investments Company Limited or the public service rule under which he was suspended. 45. Counsel contended vide exhibit CW1H1-2, the Independent Corrupt Practices and Other Related Offences Commission on 23/3/2016 based on a frivolous petition investigated the claimant. The investigation was carried out in respect of Green Acres Estate among other issues raised in the petition, after 5 months of through and exhaustive investigation, the ICPC found the allegations baseless and accordingly closed the matter. Exhibit CW1I1-2. 46. The same allegation on Green Acre Estate which has been dealt with by ICPC was brought up in exhibits CW1J1-3 and exhibit CW1K, based on which Claimant was suspended. Counsel contended the suspension of the Claimant was in bad Faith knowing fully well that the allegations in respect of the petition had been previously investigated and dealt with. Counsel argued no valid allegation based on which the Defendants will rely on in paragraph 3.11 of Employee Handbook to justfy suspension of the Claimant. It is submitted that the Claimant having been investigated on allegation on Green Acre there no way he would have interfere with investigation as at the time of wrongful suspension. 47. It is also contended there is nothing to show that the Board of Directors of the Company authorised the suspension of the Claimant. Having ratified the appointment of the Claimant as Managing Director it is only the Board of Directors in a duly authorised Board meeting that can suspend the Claimant as its Group Managing Director. 48. The withholding of the claimant’s salaries and allowances renders the suspension of the claimant null and void and contrary to the provision of exhibit CW1B1-38. It is contended exhibit CWB1-38 Employee Handbook having made provision for suspension of employee, the Defendants ought to not to have resorted to public service rules or any other rules whatsoever in suspending the Claimant, thus rendering such action wrongful, unconstitutional, null and void. 49. Counsel contended since the claimant appointment was not made pursuant to public service rules, the Defendants were in grave error to have relied on public service rules to suspend him. Counsel urged the court to hold suspension to be wrongful, unconstitutional, 50. ISSUE FOUR: Whether considering the totality of the evidence adduced, the claimant is entitled to reliefs sought: 51. In arguing this issue counsel contended that considering the evidence before the court, the Claimant has placed sufficient materials showing that he is entitled to the reliefs sought. Counsel contented having placed sufficient material before the court, what remain is for the court to do justice. Counsel went on to argue that justice has been described as an imaginary scale on which the judge puts all the facts and evidence on the appropriate scale pans to see on which side the scale pans tilt or twist. It is submitted given all the facts and the evidence placed before the court in this matter it will be found hat the judicial scale pans tilts in favour of the Claimant and against the Defendants. According to counsel as the suspension of the Claimant was wrongful, unconstitutional, null and void, the proper remedy in line with the principle of restitution in integrum’ is to restore him to the position he would have been but for the breach and handsomely compensate him in damages for the pains and suffering the claimant, his family and dependants have all been subjected to over the past two and half years as well as to the damage he had suffered in his career, good name, character and reputation. On this contention counsel relied on the case of Waburton V Taff Vale Railway Co. (1902) 18 TLR 420, Osamuta Macaulay Adekunle VUBA Plc suit No.. NICN/IB/20/2012 (unreported) dated 21/5/2014. 52. On general and special damages in relief 5 counsel relied on the case of UBA Plc V Kenneth (2017) LPELR-42419(CA); Hi-tech Construction Ltd V Onomuaborigho (2018) LPELR-45193(CA); Ibrahim & Ors. V Obaje (2017) LPELR-43749(SC). Counsel based on these cases urged the court to grant relief 5. 53. On non-joinder of Abuja Investment Company Limited as a party to this suit. It is the contention of counsel that the wrong committed against the Claimant was not perpetrated by Abuja investments Company Limited but by the Defendants and all the issues raised can be successfully determined between the parties without having to join Abuja investment company limited as a party to this suit. Indeed, an action is not rendered incompetent simply because all the necessary parties have not been joined in the suit. To support this contention, counsel relied on the case of Dapialong V Lalong (2007) NWLR (Pt.1026) 199 @ 212 54. It is the position of counsel that even if Abuja investment Company limited should have been joined as a party, it has been held in a plethora of authorities that non-joinder of a party cannot be fatal to a case nor can it defeat a cause of action. It is a mere procedural irregularity and the courts are enjoined to determine the matter in controversy so far as the issue relate to and affect the rights and interests of the parties actually before it. In support of this contention reliance was placed on the case of First Guarantee Pension Limited V Duru & Ors. (2017) LPELR-42820(CA); Algaita V Amos (2018) LPELR-44398(CA); IMO RUBBER ESTATE Ltd V Pamoil (Nig.) Ltd (2018) LPELR-44339(CA). 55. Counsel further contended that it is undisputed right of a party to chose the person or persons against whom he wishes to proceed against. On this contention counsel placed reliance on the Supreme Court decision in Sapo & Anor. V Sunmonu (2010) LPELR-3015(SC). 56. Counsel ended his submission on this issue by arguing that from the authorities cited the contention of the defendants on non-joinder is not grounded, as all the issues can be determined between the parties without the need to join any other entity as a party. 57. In concluding his submission counsel contended that the Claimant with the evidence adduced has fully discharge the burden of proof in this case as required by law and is entitled to judgment as per statement of claim. Counsel urged court to enter judgment in favour of the Claimant. REPLY ON POINTS OF LAW 58. The rely is on the claimant’s inability to discharge burden of proof COURT’S DECISION: 59. I have considered the processes filed in this suit as well as the written and oral submissions of counsel for both parties. The counsel for the Defendant submitted three issues for determination. While the Counsel for the Claimant submitted four issues for determination. 60. Taking into consideration the reliefs being sought, evidence adduced before the Court and argument of counsel, I am of the view that the issues formulated by counsel for the parties can be compressed to two issues, to wit:- 1. Whether the Claimant’s suit has disclosed cause of action against the Defendants. 2. Whether from the evidence adduced the Claimant is entitled to the reliefs sought. 61. RESOLUTION OF ISSUE ONE: Whether the Claimant’s suit has disclosed cause of action against the Defendants. 62. The Counsel for the Defendants has argued before the court that the Claimant has not disclosed a cause of action against the Defendant and urged the court to dismiss the Claimant’s suit for non-disclosure of cause of action. The counsel for the Claimant on the other hand has argued that this court is functus officio in respect of the issue cause of action raised by the counsel for the defendant in his first issue for determination which is also the claimant’s first issue for resolution submitted for determination by the court. 63. The Defendants upon being served with the originating processes commencing this suit did file a motion on notice wherein they contended that the Claimant’s suit did not disclose cause of action against the defendant. Counsel for both parties canvassed argument for and against the issue of court of action. On 7/2/2018, this court delivered a ruling wherein it was held that the claimant’s suit has disclosed reasonable cause of action against the defendants. I am not aware of any appeal filed by the Defendants against the ruling of 7/2/2018, dismissing their application challenging the Claimant’s suit on ground of non-disclosure of cause of action. 64. In Iyoho vs. Effiong (2007) 11 NWLR (Pt. 1044) 31 at 55, the Supreme Court held that: "A decision of court not appealed against is deemed accepted by the party against whom the decision was entered and therefore binding.’’ the Defendants in this suit having not appealed against the decision of this court in respect of non-disclosure of cause of action are not permitted at the final written address to resurrect the issue already decided by this court based on their application. In the circumstance, I hold that this court is functus officio on that issue. Issue one is resolved in favour of the claimant against the Defendants. 65. ISSUE TWO: Whether the Claimant the evidence adduced has established entitlement to the reliefs sought. 66. The law on the duty of a claimant in regard to proof of his claim is well settled. In Gabriel Ativie v. Kabelmetal (Nig.) Ltd  LPELR-591(SC);  10 NWLR (Pt. 1095) 399;  5 - 6 SC (Pt. II) 47, the apex court has stated the law, thus: ‘’A claim is circumscribed by the reliefs claimed. The duty of a Plaintiff therefore is to plead only such facts and materials as are necessary to sustain the reliefs and adduce evidence to prove same. He may, at the end of the day obtain all the reliefs claimed or less. He never gets more. Nor does he obtain reliefs not claimed. A court is therefore bound to grant only the reliefs claimed. It cannot grant reliefs not claimed.’’ 67. This trite position of the law is based on the fact that a court of law has no power to make case for either of the parties before the court. The duty of the Court is to decide the matter based on the pleadings of the parties as submitted by them. It is trite law and elementary, that parties are bound by their pleadings. The plaintiff will also succeed in the relief or remedy he seeks and no more. See the case of Shell P.D.C. of Nigeria Ltd. v. Nwawka (2003) 6 NWLR (Pt. 815) 184 at 209. 68. The Claimant by his Relief (1) is seeking for declaration that this Honourable court that the letter of suspension dated 12th April 2017 ref. no. AICL/HRA/PF/128 issued by the Defendants to the Claimant suspending the claimant from office as the Group Managing Director of the Abuja Investment Company Limited is wrongful, non-compliant with due process and procedure, unconstitutional, null and void and of no effect whatsoever. 69. The law regarding burden of proof for declaratory relief is well settled it is on the party claiming for the declaration. The law requires a party to plead and prove his declaratory relief on the strength of his evidence called by him without relying on the evidence called by the Defendant. This burden is quite heavy in the sense that such declaratory relief is not granted even on admission by the Defendant where the claimant fails to establish his entitlement to the declaration by his own evidence. This means that the declaratory relief being sought by the Claimant cannot be made on admission or in default of pleading by the defendants not to talk of reliance on the evidence of the defendant witnesses. In other words court does not grant declaration of right either on admission or in default of pleading, but only if the court is satisfied by the evidence. See Bello V Eweka (1981) 1 SC 101; (1981) 1 SC (Reprint) 63; Mutunwase V Sorungbe (1988) 12 SC (pt.i) 130; (1988) 5 NWLR (Pt.92) 90 @ 102; Dumez Nigeria ltd V Nwakhoba (2008) 18 NWLR (pt.1119) 361; (2008) LPELR-965(SC). 70. The authorities are to the effect that for the Claimant to succeed in his claim for declaration regarding the invalidity of his suspension from office, he must adduce concrete, reliable evidence showing that he is entitled to such declaration and he cannot rely on admission or lack of pleading of the defendant to sustain his claim. This is because grant or refusal of a declaratory relief is at the discretion of the court. Thus, where a party seek declaratory relief the onus is on him to succeed on the strength of his own case and not on weakness of the case of the Defendant. This also means that a defendant who has no counter-claim only has duty to defendant accordingly, a consideration of the weakness of the defendant case does not arise until the Claimant has led sufficient evidence which prima facie show that he is entitled to the declaration sought. In that instant the claimant can rely on the case of the defendant to support his case to establish and prove his case. See Odofin V Ayoola (1984) 11 SC 72; Wuluchen V Gudi (1981) 5 SC 291; Adelaj V Fanoiki (1990) 2 NWLR (Pt.131) 137; Gankon V Uguchukwu Chemical Ind. Ltd (1993) 6 NWLR (Pt.297) 55; Alexchendu V Oshoke (2002) 9 NWLR (Pt.773) 521. 71. The term ‘suspension’ in the employment context refers to state, when any employee is temporarily debarred by his employer for the time being, from performing any of his official function or enjoying certain privileges. In otherwords it means an order of suspension of employee is issued to keep away the employee from the exercise of his official functions or enjoyment of or certain privileges. Suspension is not capable of putting to an end the contract of service relationship without more. The relationship is only put on hold temporarily. 72. The Supreme Court has the opportunity of defining the term suspension in the case of Longe V First Bank PLc (2010) 6 NWLR (Pt.1189) 1; (2010) LPELR- as stated below: ‘’The word 'suspension' means a temporary privation or deprivation, cassation or stoppage of or from, the privileges and rights of a person. The word carries or conveys a temporary or transient disciplinary procedure which keeps away the victims or person disciplined from his regular occupation or calling either for a fixed or terminal period or indefinitely. The disciplinary procedure gives the initiation of the discipline a period to make up his mind as to what should be done to the person facing the discipline. Although in most cases, suspension, results in a disciplinary action, it is not invariably so. There are instances when the authority decides not to continue with the matter. This could be because the investigations did not result in any disciplinary conduct." Per OGUNTADE, JSC. (P. 43, paras. A-E) Adekeye JSC, (as he then was) added his voice, thus:- ‘’Suspension is usually a prelude to dismissal from an employment. It is a state of affairs which exists while there is a contract in force between the employer and the employee, but while there is neither work being done in pursuance of it nor remuneration being paid. Suspension is neither a termination of the contract of employment nor a dismissal of the employee. It operates to suspend the contract rather than terminate the contractual obligations of the parties to each other." 73. The case of the Claimant is that his suspension from office as the Group Managing Director of Abuja Investments Company Limited by the Defendants is wrongful, non-compliant with due process and procedure, unconstitutional, null and void and of no effect whatsoever. The claimant has stated that he was appointed Group Managing Director of the Abuja Investments Company ltd vide exhibit CW1A, letter dated 10th October 2011 by the 1st Defendant. And his appointment is as obtainable in the Conditions of Service of Abuja Investment Company Limited, exhibit CW1B1-38. The claimant stated that vide exhibit CW1F1-6, letter dated 83/2016, a petition dated 8/12/2015 demanding his response was forwarded to him. He responded vide letter dated 30/3/2016. After his response the said petition was forwarded to Independent Corrupt Practices and Other Related Offences Commission (ICPC), which commenced investigation on 23/8/2016 and at the end of the investigation he was exonerated of all the allegations levelled against him vide letter of 23/8/2016. However, despite his exoneration by the Independent Corrupt Practices and Other Related Offences Commission (ICPC), same petition with different authors was forwarded to the Economic and Financial Crime Commission (EFCC). It was stated by the claimant that the defendants in a hurry to oust and disgrace him from office, and contrary to the provisions of the public service rules which they relied upon, vide exhibit CW1M the defendants suspended the claimant from office under the subterfuge that he was being investigated by the Economic And Financial Crime Commission (EFCC). The claimant avers that the letter of suspension was issued contrary to the provisions of public service and Abuja Investments Company limited. The Claimant maintained that he was duly appointed Managing Director of the Abuja Investments Company Limited vide exhibit CW1A, a letter dated 10/10/2011 and the appointment was ratified by the Board of Directors of Abuja Investment Company Limited vide exhibit CW1P1-12. 74. The defendant averred in their pleadings that the claimant had no enforceable contract of employment in respect of the subject matter of office of the Managing Director of Abuja Investment Company Limited. It was averred that the condition of service stipulates in mandatory terms that the appointment letter for management staff shall be signed by the CEO and the appointment of CEO and all heads of Divisions shall by Board. It was averred that the claimant was the CEO of Abuja Investment Company Limited at all times material to this suit and performed the function of the office till 12/4/2017 despite his invalid appointment. It was averred that by Employee Handbook a staff can be suspended for up to three months as at the time of filing this suit three months has not elapsed. It was also averred as appointor of the claimant and supervisory authority over the Abuja investments Company limited the defendants vide exhibit CW1M suspended the claimant from office pending outcome of investigation. 75. It is common ground by both parties that the Companies and Allied Matters Act governed the operation and activities of Abuja Investment Company Limited. The parties are also ad idem that the Claimant appointment as per exhibit CW1A is governed by the provision of exhibit CW1B1-38, Staff Handbook. The area of dispute is on the validity or otherwise of the Claimant’s suspension as per exhibit CW1M. 76. The counsel for the Claimant has forcefully argued that the Claimant’s appointment was dully made relying on exhibit CW1A and CW1P1-12. While the counsel for the Defendant is insisting that the Claimant’s appointment was null and void ab initio because he was not appointed as a Director before he was made the Chief Executive Officer of the Company. 77. The law is well settled that once a company has been registered by the Corporate Affairs Commission it has become a legal entity distinct from its promoters, shareholders and subscribers. Section 37 of the Companies And Allied Matters Act, provides, thus: ‘’As from the date of incorporation mentioned in the certificate of incorporation, the subscribers of the memorandum together with such other persons as may, from time to time, become members of the company, shall be a body corporate by the name contained in the memorandum, capable forthwith of exercising all the powers and functions of an incorporated company including the power to hold land, and having perpetual succession and a common seal.’’ 78. What this provisions means is that as from the date of incorporation of Abuja Investment Company Limited, it has become an adult of full capacity. One of the cardinal principles of Company Law is that upon incorporation, a company becomes distinct from its shareholders and directors. This means at the point of incorporation the promoters of the new entity have a duty ensure that the new entity to be born is a mentally fit person to perform its tasks. If there is vacancy in the directors it is the duty of the company to fill that vacancy and if a company is lethargic about that it has itself to blame see J. A. Obanor & Co. Ltd V Cooperative Bank Ltd ((1995) 4 NWLR (pt.388) 128, the court based on legal entity principle hold the company liable for act of insane Managing Director. 79. It must be remembered that the main grouse of the Claimant was on his suspension from office of the Group Managing Director of the Abuja Investment Company Limited. The suspension was done vide exhibit CW1M letter dated 12/4/2017. For proper appreciation the letter read:- FEDERAL CAPITAL TERRITORY ADMINISTRATION DEPT. OF ESTABLISHMENT & TRAINING, FCT, FCTA Secretariat, Kapital Roar, Area 11, P.M.B. 24, Garki-Abuja, Nigeria Tel: (09) – 3141139 AICL/HRA/PF/128 12TH April 2017 Dr. Musa Ahmed Musa, Group Managing Director Abuja Investment Company Limited (AICL) LETTER OF SUSPENSION I am directed to refer to the on-going investigation by the Economic and financial Crime Commission (EFCC) of the allegations of fraudulent practices (conspiracy, Abuse of Office, Breach of the Procurement Act, Bribery, Money Laundering and Official Corruption) leveled against you and to convey Management’s approval for your suspension from office with immediate effect in consonance with the provisions of PRS 030406. Consequently, you are to hand over to Mr. Salisu Abdulsalam, the Company Secretary. SGN Ibe, Prospect C. Deputy Director (APD) For: Honourable Minister, FCT. 80. The above quoted letter of suspension is what triggered this suit filed by the Claimant to Challenge his suspension from the position of the Chief Executive Officer of the Abuja Investments Company Limited. Therefore, this court is duty bound to restrict its consideration of the claim of the Claimant to the reliefs being sought. From the decision of the Supreme Court in the case of Longe V First Bank Plc (supra) it is clear as the day light that issue of suspension or revocation of appointment/employment of a Director is within the province of the Board of Directors of a Company as provided in the Companies and Allied Matters Act and the Article of Association. See also Yalaju-Amaye V Associated Registered Engineering Contractors ((19990)NWLR (Pt.145) 422; (19990) LPELR-3511(SC); (1990) 6 SC 157, where the position of the law was stressed that the appointment and removal of Managing Director or Director of a company is governed by the Companies and Allied Matters Act and Article of Association. 81. As pointed out above as can be gleaned from evidence adduced the claimant’s claim before the court is on his suspension from work by the Defendants as per exhibit CW1M. 82. I have searched the Companies and Allied Matters Act and the Article of Association of the Abuja Investment Company Limited there is nothing contained in these document on provisions for suspension of Group Managing Director or a Director of the company. 83. Both counsel have also relied on the provision of exhibit CW1B1-38, the Staff Handbook in canvassing in favour of their respective clients. There is no doubt that a staff of the Abuja Investment Company Limited can be suspended for a period of three months as provided in the Staff Handbook where there is suspicion of serious misconduct. However, this power if it has to be exercised it resides with the Board of Directors of the Abuja Investment Company Limited. The reason being that the Directors are the appropriate body in which the law vest power to direct and manage the company. See section 244 of the Companies and Allied Matters Act. 84. From the content of exhibit CW1M, letter of suspension the suspension of the Claimant was made under the Public Service Rules. However, the evidence before the court clearly shows that the Claimant was not employed by the Federal Civil Service Commission to bring him within the ambit of the Civil Service and to make Public Service Rules Applicable to his employment/appointment. In the circumstances he cannot be suspended under the provisions of Public Service Rules as exhibit CW1M sought to do. 85. The most crucial question to ask is has the suspension been made by the appropriate authority and whether the reasons for the suspension are justifiable. 86. The suspension of the Claimant was made by the defendants who are not Directors of the Abuja Investment Company Limited. The Abuja Investment Company Limited being a legal entity is different from its subscribers or shareholders. The power to take disciplinary action like suspension if it exists resides with the Directors of the Company. The Directors have power to suspend an employee of whatever capacity or status and not in the Shareholders or owner of the Shares. The Defendants not being Directors of the Abuja Investments Company Limited do not have power to suspend the Claimant in the manner he was suspended. 87. On the question of the justification of reasons for suspension, there is no doubt when there is allegation of serious misconduct more particularly bordering on commission of crime of corruption and Abuse of Office, appointing authority will no doubt have power to suspend an employee of whatever status to allow room for discreet investigation of the allegations. It must be noted suspension is not passed merely on suspicion or on mere receipt of complaint without more. See the Indian cases of Sunil Kumar Tyagi V U. P. Khadi and Village Industry Board (1999) 82 FLR 671; Arunbhai Madhubhai Pattel V State of Gujorat (2004) 1 SLR 187 (Guj). One important factor in determining validity of suspension is facts of the case in question. This is so when the object of suspension is considered, i.e to safeguard against any kind of tampering with evidence by the Claimant. When there is no reasonable grounds for the employee to be suspended to interfere with the smooth progress of enquiry or the trial, suspension may not be justifiable as it has to be based genuine concerns. 88. In the case at hand the Claimant has averred that his suspension was mala fide as the petition based on which he was suspended has earlier been investigated by the Independent Corrupt Practices And Other Related Offences Commission (ICPC) and he was exonerated of all the allegations. This piece of evidence was not disputed. The Clamant has also averred that the petition which ICPC investigated was forwarded to it by the Defendants. He further averred that the petition to Economic and Financial Crime Commission based on which he was suspended vide exhibit CW1M was the same with the petition investigated by the ICPC in which he was cleared of all wrongdoing. The Defendant on its part has stated that the suspension of Claimant was necessitated by the petition to EFCC. I have considered exhibit CW1F1-6, exhibit CW1K, I am satisfied that the petition based on which the Claimant was suspended is the same with the petition which the Defendants sent to ICPC based on which Claimant was investigated and given a clean bill of health in terms of the allegations levelled against him which are the same allegations on the same subject matter. From the evidence which has not been disputed there is no justification for suspending the Claimant from office based on the allegations in the petition to EFCC since he had been subjected to investigation on same subject, on that score the Defendants even if they have the vires to suspend the Claimant they are not justified on the facts as they are to suspend Claimant from office. The mere fact that the petition on which Claimant was suspended is to the knowledge of the Defendants had been investigated by ICPC, smacks of mala fide. In that kind of situation the Claimant was right in approaching the Court for redress and the action of the Claimant will not in any way described as premature. 89. In any event when the suspending authority has no vires to effect suspension, the suspension is immaterial whether there are or are not cogent and valid grounds for the suspension. The court can declare illegal any suspension issued or passed by a person that lacks authority to do so like in the case at hand. A shareholder has no power under the Companies and Allied Matters Act to suspend Employee or appointee of the company. 90. It is interesting to note that the Defendants have not denied the issuance of exhibits CW1A and CW1M, but they argued that the Claimant’s Appointment was ab inition not properly made because the Claimant was never appointed a Director of the Abuja Investments Company before being appointed Group Managing Director/CEO of the company. The Claimant has insisted that his appointment as per exhibit CW1A was regularized by the Board of Directors of the company as contained in exhibit CW1P1-12. For whatever it is the Abuja Investment Company Limited has held the Claimant as the Chief Executive Officer of the Company. The conduct of the Abuja Investment Company in allowing the Claimant to serve as the directing mind and alter ego, has shown that there is a sort of contractual relationship between the Claimant and the Defendant. But, certainly not as between the Claimant and the Defendants. This finding does not mean that this Court has found the Claimant’s Employment to be valid or not, this is because consideration of validity of appointment of Clamant is beyond the scope of this Judgment as there was no relief sought to that effect. If the Defendant wanted to challenge the validity of the Claimant’s Employment they should have counter-claim or file a separate legal action to that effect. Having not filed a counter-claim they are estopped from impugning the validity of the Claimant’s Employment status. This suit is only challenging suspension from work. See Gabriel Ativie V Kabel Metal Nigeria Ltd. (Supra). This court is only bound to grant or refused the reliefs sought but cannot grant any relief not sought. 91. The Defendants also heavily placed reliance on section 11 of the interpretation Act and contended that the power to appoint also includes power to remove or suspend. However, counsel has not referred this court to any provision of the law or regulations that conferred on the Defendants to make appointment to vacant positions in the Abuja Investments Company Limited. The mere fact that the Defendants own the shares of the Abuja Investment Company is not a license for them to interfere in the affairs of the Abuja Investment Company Limited to the extent of making appointment and suspension of Employees when Abuja Investment has vide section 37 of Companies and Allied Matters is an entity having its legal personality different from that of the Defendants. Therefore, reliance on section 11 of the Interpretation Act to justify suspension of the Claimant by the Defendants who have no vires to make his employment and suspension is based on gross misconception of law. 92. In view of all I have been saying above, I am satisfied the Defendants in this case not being Directors of the Abuja Investment Company Limited do not have the power to suspend the Claimant’s Appointment as Group Managing Director of the Abuja Investment Company Limited. This is because Abuja Investment Company Limited is a Legal Entity different from its shareholders or promoters. See Solomon v Solomon (1897) A.C. 22, Royal Petroleum V First Bank of Nigeria Ltd. (1997) 6 NWLR (PT.510) 584, Cooperative Bank Limited V Samuel Obokhare (1996) 8 NWLR (Pt.468) 579, Pwol V Union Bank of Nigeria plc (199) 1 NWLR (Pt.588) 631. 93. Assuming the argument of the Defendants that the power to appoint also goes with power to remove or suspend is valid in respect of appointment of Claimant made as per exhibit CW1A. The defendants cannot by exhibit CW1M be said to have suspended the Claimant, since his status has changed vide exhibit CW1P1-12 with his appointment by the Board of Directors of the Abuja Investments Company Limited to serve as the GMD/CEO, the appointment of the Claimant as per exhibit CW1A has been rendered useless. And by exhibit CW1Q1-7 the Claimant was re-appointed. This shows that he is no longer appointee of the Defendants. This goes to show that the Defendants have no power to control the Claimant or take any disciplinary action against him. 94. Relief (2) is for an order of this Honourable court setting aside the purported suspension of the Claimant for being perverse and contrary to the public service rules and relevant regulations governing the appointment. I have earlier found that the claimant in this suit is not a Civil Servant to whom Public Service operate to regulate his engagement by the Defendants. Having found that the Defendants do not have power to suspend the Claimant, the suspension is therefore ultra vires and same is hereby set-aside. 95. Relief (3) is for an order directing the defendants to pay to the claimant all emoluments and entitlements outstanding from the date of the said offending suspension. The claim for emolument and outstanding entitlement is a claim for special damages, which must be particularized and proved strictly by compelling evidence. An admission is not even enough as proof. See NNPC v. Clifco Nigeria Ltd  LPELR-2022(SC) and 7UP Bottling Company Plc v. Augustus  LPELR-20873(CA). The claimant has argued that he has supplied sufficient material to establish his entitlement to claim for emolument and entitlements from the date of suspension to date. While the Defendants are arguing that the claimant has not proved his claim is vague and has not been proved. The Defendants also contended that the failure of the Claimant to include or join the Abuja Investment Company Limited is fatal to the claim for emolument entitlement. 96. For the Claimant to succeed, the claimant must first show an entitlement to the emolument and entitlement. He then shows how he came by the quantum of sums he claims. See Mr Suraju Rufai v. Bureau of Public Enterprises & ors unreported Suit No. NICN/LA/18/2013, the judgment of which was delivered on 4th June 2018, where this Court per B. B. Kanyip, J. (as he then was now President of the Court), held thus: a. In labour relations, the burden is on the claimant who claims monetary sums to prove not only the entitlement to the sums, but how he/she came by the quantum of the sums; and proof of entitlement is often by reference to an instrument or document that grants it (Mr. Mohammed Dungus & ors v. ENL Consortium Ltd  60 NLLR (Pt. 208) 39), not the oral testimony of the claimant except if corroborated by some other credible evidence. 97. In fact, Mr Joseph Akinola & ors v. Lafarge Cement WAPCO Nigeria Plc  LPELR-24630(CA) specifically cautions the reliance on an oral contract as proof of such entitlement. 98. To determine whether the claimant is entitled to relief (3), in the earlier part of this judgment I found that the claimant’s suspension was illegal as it was not done by the appropriate authority. Secondly, I set aside the suspension letter exhibit CW1M, vide this pronouncement the Claimant is entitled to be paid his the backlog of his salary and allowances together with all other entitlements. However, the Claimant has not been particularized and ascertained quantum, of his Claim for emolument and entitlement. The Claimant has also not tendered any evidence as to what his emolument is. He has not tendered his pay slip for the Court to know what he is being as his Monthly Salary. The failure by the claimant to prove the quantum of his claim has deprived this court of the power to grant such claim, the claim is nebulous, indistinct and vague. The apex court has deprecated this type of claim and refused to grant it see University of jos v Ikegwuoka (2013) 9 NWLR (Pt.1360) 478, in that case the plaintiff had claimed an order directing the appellant to confirm his appointment as lecturer ii in the department of political science at University of Jos with effect from 27th January 1995 with all his promotions, allowances and entitlements, etc. the entire claim of the claimant was dismissed, on appeal, the Court of Appeal allowed the appeal. But on further appeal to Supreme Court, the appeal was allowed in part. However, the part of the claim relating to promotions, allowances and entitlement were adjudged not to have been satisfactorily proved and accordingly dismissed. Alagoa, JSC (as he then was) has this to say: ‘’All the reliefs to promotions, allowances and entitlements being reliefs that are vague, uncertain and lacking in particulars and proof by evidence must fails there was no evidence of any promotion, allowances or entitlements enuring to the respondent which appellant is withholding from being exercised in the respondent’s favour by the appellant.’’ 99. I must observe in regard to this matter that the Claimant has neither pleaded satisfactorily his special damages to wit; emoluments and entitlements accruable to him. The law is well settled that unless pleaded specially and proved strictly, the court is not obliged to grant such claim or make any award in that regard for special damages. 100. The Defendants have argued that the omission of Abuja Investment Company Limited is fatal to the claimant’s claim. For the Claimant the non-inclusion of the Abuja Investment Company as a part in this suit at best amount to mis-joinder which is not fatal. Both the Claimant and the Defendants may be right in their submission on non-joinder of Abuja Investment Company Limited. But, that is only in the context in which the arguments were canvassed. 101. In considering whether the non-joinder of a party to a suit is mere misjoinder or a fundamental vice defend on the facts and circumstance of the case. The law on joinder is a party can be only file a claim, against a party he has a cause of complaint or action against. A party who assert right in a claim must have the party he seek relief against before the court. In the case at hand for this court to properly adjudicate on the claim for emolument and entitlement the presence of Abuja Investments Company is crucial. Though, the non-joinder of Abuja Investments Company is fundamental, the non-joinder is only in respect of relief 3 which is for payment of emoluments and entitlement. Since there is claim against the defendants in this case the non-joinder of Abuja Investment Company is not capable of rendering this suit incompetent. See Dapialong v Lalong (2007) 5 NWLR (Pt.1026) 199, Amuda V Ajobo (1995) 7 NWLR (Pt.406) 170. 102. In Honika Sawmill (Nig.) Ltd v. Hoff  4 NWLR (Pt. 238) 673 CA at 679, it was held that as between an employer and an employee, the onus is on the employee to prove that the employer employed him on a stipulated salary and that he worked for the employer during the relevant period. 103. The evidence before the court point to the indisputable facts that the Claimant is not an employee of the Defendants, with this from the Claimant cannot in the circumstance of this case claim emolument and entitlement from the Defendants, without joining the Abuja Investments Company Limited as a party. This relief failed and is hereby dismissed. 104. Relief (4) is for an order of injunction restraining the Defendants, by themselves their agents or privies from interfering with the employment and appointment of the Claimant. Having shown that the 2nd Defendant owned the shares of Abuja Investment Company Limited and having regard to the fact that Abuja Investment Company has not been made a party in this suit to grant relief (4) will work injustice to the interest of the defendants in Abuja Investment Company. Also having regard to the totality of the facts and circumstances of this case it will not be appropriate to grant injunction in the circumstance of this case. 105. Relief (5) this is claim for damages the claimant having not particularized the claim and having not strictly proved the special damages is not entitled to grant of this relief same is hereby refused. 106. Before I am done, I must observe that, this suit has exposed the incessant violation of the provisions of the Companies And Allied Matters Act, as it relates to conduct of affairs of companies where government or its agencies are major shareholders. The Companies And Allied Matters Act was enacted to empower companies to operate without let or hindrance in carrying out the objective of the Companies. Unfortunately, for the companies a regrettable one at that, the lofty ideals has turned into their albatross, as it has not yielded to the desired results. It is high time to allow Companies where government or its agency has majority shareholding to operate in line with the law. This case has also exposed the weak legal advice in respect of these companies. Therefore, there is the need for all concerned to put hands on deck to ensure that these companies are salvaged for the good of the public. 107. From all I have been saying above the claimant’s case succeed in part. For avoidance of doubt the order of this court is as follows:- a) The suspension of the Claimant from office is hereby declared illegal, null and void, as it was made by persons without vires to make such suspension. b) The letter of suspension dated 12/4/2017, exhibit CW1M, is hereby set aside for having not been issued by appropriate authority. c) The claims for emoluments, entitlements and N5 Billion Special damages are hereby refused for lack of proof and being vague. d) The Defendants are hereby ordered to pay N500,000.00 (Five Hundred Thousand Naira) cost to the Claimant. e) All monetary payment to be paid within one Month failing which it will attract 10% interest per annum. 108. Judgment entered accordingly. Sanusi Kado, Judge. REGISTRATION: James Odiba, Esq; for the Claimant appearing with Abduljalil Musa, Esq; and Chief Obiora Osakwe, Esq; Hassan Sheriff, Esq; For the Defendants.