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The claimant commenced this action by a complaint dated and filed on 16th September, 2011. The complaint was accompanied by a statement of facts and other accompanying processes. The claimant claimed as follows: (1) A DECLARATION that the suspension and the processes leading to the suspension of the claimant without pay by the defendant as contained in the defendant’s letter dated August 7, 2009 are wrongful, illegal, unlawful, unconstitutional, null and void and of no effect whatsoever. (2) AN ORDER setting aside the purported suspension of the claimant without pay by the defendant as conveyed by the defendant’s letter of 7th August, 2009. (3) A DECLARATION that the dismissal of the claimant by the defendant as contained in the defendant’s letter of 27th April, 2010 is wrongful, illegal, unlawful, unconstitutional, null and void and of no effect whatsoever. (4) A DECLARATION that the processes leading to the dismissal of the claimant by the defendant are contrary to the rules of natural justice and amounted to calculated and deliberate infractions of the claimant’s right to fair hearing as guaranteed by the constitution of the Federal Republic of Nigeria, 1999 (as amended) and therefore null and void and of no effect whatsoever. (5) AN ORDER directing the defendant to pay the outstanding salary and allowances of the claimant at the rate of N1,820,053.00 (One Million, Eight Hundred and Twenty Thousand, Fifty Three Naira) per month from August 2009 when he was wrongfully suspended until the determination of the suit and at 22% interest rate until final liquidation. (6) Damages in the sum of N20,000,000.00 (Twenty Million Naira) for breach of the claimant’s contract of employment with the defendant, stigma associated with a dismissed senior officer of a bank and other financial institution, emotional embarrassment, ridicule and reduction of the claimant in the estimation of ordinary reasonable members of the society. IN THE ALTERNATIVE TO RELIEF 5 ABOVE (7) Damages in the sum of N1,820,053.00 (One Million, Eight Hundred and Twenty Thousand, Fifty Three Naira) every month from August 2009 when the claimant was wrongfully suspended until the determination of this suit and at the same rate until the final liquidation which amount represent the minimum amount the claimant would have earned from the defendant but for his unlawful dismissal from the employment of the defendant. (8) Interests on the above claimed sums at the rate of 22% from their respective due dates until the final determination of this suit and at the same rate until the final liquidation thereof. By leave of court, the claimant filed an amended statement of facts and amended list of documents dated 18th January, 2012. Again the claimant with leave of court filed further amended list of documents dated 4th April, 2012. On 8th February 2012, this court ordered parties to file witnesses’ statements on oath which the parties did. In response to the defendant’s amended statement of defence the claimant filed a consequential amended reply together with a 2nd further amended witness statement on oath and additional list of claimant’s documents dated 3rd October, 2012. The defendant entered appearance and filed its statement of defence, list of witnesses, list of documents and in compliance with the directive of the court filed witness statement on oath. The defendant with leave of court filed amended statement of defence dated 9th August, 2012 along with other defence processes. At the trial, the claimant testified for himself as CW1 and also called another witness Mr. Oluwasegun Jimoh CW2. The claimant’s evidence is contained in his written statement on oath, a further witness statement on oath sworn to on 21st March, 2012 and a 2nd further witness statement on oath sworn to on 3rd October, 2013 all of which was adopted by the claimant as his evidence in chief. Both CW1 and CW2 were duly cross examined by the defendant’s counsel. The claimant was recalled on October 22, 2012 and was cross examined on 11th December, 2012. The defendant on its part called two witnesses, Mrs. Gina Oleghe, DW1 and Mr. Yinusa Haruna as DW2. Both witnesses were cross examined on 22 October, 2013 by the claimant’s counsel. At the conclusion of trial, parties were ordered to file their respective written addresses starting with the defendant in accordance with Order 19 Rule 13 of the National Industrial Court Rules 2007. The defendant’s written addresses dated 22nd November, 2013 and was filed on the same date, while that of the claimant is dated on 15th January, 2014 but filed on 17th January, 2014. The defendant filed a reply on points of law dated and filed on 10th March, 2014. The case of the claimant is that he was the Deputy General Manager of the defendant having been employed on 4th August, 2003 as a Senior Manager. That he earned his promotion to the current position of Deputy General Manager due to his excellent performance, outstanding dedication to duties and absolute loyalty to the defendant as well as his high performance rating. That he committed his full energy and knowledge to the promotion of the ideals and aspirations of the defendant and conducted himself at all times in a manner consistent with the brand of the defendant during which period he was never reprimanded nor issued any query prior to the events of August 2009. That in the course of his employment and as part of his entitlement he obtained a mortgage finance facility from the defendant which he was to pay a monthly instalment of N451,737.88 being principal and interest. That sometimes in August 2009, the defendant’s Managing Director Mr. Offiong Ambah invited him to his office and sought to know his relationship with a company called Knox Energy Ltd to which he responded that the said company is a family business to which he, the claimant is a shareholder. The claimant averred that the said Knox Energy Ltd did not operate any account nor had any business relationship with the defendant. That two days after that he was arrested by the Police on the directives of the defendant where he was interrogated and subsequently detained by the special fraud unit before he was subsequently released. His house was searched by the Police in the full glare of the public but after investigation, he was subsequently cleared as the allegation of fraudulent conversion of funds leveled against him by the defendant could not be substantiated. The claimant pleaded that he was nevertheless suspended indefinitely without pay on the 8th of August, 2009. That he was thereafter by a letter dated 27th April, 2010 dismissed with immediate effect without payment of all his outstanding salaries and his entitlement on the allegations of conflict of interest between him and the defendant. He denied ever engaging in any act of conflict of interest while in the employment of the defendant. He averred that the purported dismissal was not in accordance with the terms of his employment and that it was done in gross violation of the principle of fair hearing hence this suit. The claimant adopted all his written statements on oath which need not be reproduced or repeated here. He equally tendered all the documents frontloaded in support of his case which were admitted as exhibits. The claimant then urged the court to grant his claims as per his complaint. The case of the defendant is that by a letter dated 20th June 2003, the claimant was employed as Senior Manager effective from 4th August, 2003. That pursuant to the said employment, all necessary documents relating to the claimant’s employment were made available to him which included the completion by the claimant of the necessary forms. That the defendant’s Rules of Business Ethics, Anti-Money Laundering Policy and Code of Confidentiality were made available to the claimant all of which the claimant executed. That the claimant executed the patent and Confidential Information Agreement which was witnessed by Mr. Yinusa Haruna. That in 2004 the defendant noticed that some of its staff were not observing its code of confidentiality, so the defendant again on March 12, 2004 gave the claimant its code of confidentiality which was executed by the claimant. That in 2008, the defendant’s management again observed that some of its staff were not complying with its Rules on Business Ethics and Anti-Money Laundering Policy called “Group Anti-Money Laundering and Counter-Terrorist Financing Policy” which document was circulated by email on may 20, 2008 to all the defendant’s employees. That the defendant has a special email address for all its employees which encompasses Ecobank’s email addresses of all its employees of which emails from Ecobank to all its employees are severally sent to the special email address and not Ecobank’s email addresses of individual employees. The defendant continued that the claimant was promoted to the position of Deputy General Manager in January, 2009. That the claimant was head of the defendant’s Oil and Gas Unit of Multinational and National Corporate Group until April 27th, 2010 when he was dismissed from the employment of the defendant for conflict of interest and professional misconduct. That before his dismissal, facts which revealed the involvement of the claimant in shady deals, serious conflicts of interest and misconduct were discovered. The defendant continued that by the claimant’s own conduct, he committed his full energy and knowledge to acts of divided loyalty, abuse of his position and diversion of existing and potential customers and business deals of the defendant bank to his own incorporated company, Knox Energy Limited. That by a letter dated 30th October 2007, the claimant was reprimanded, queried and cautioned by the defendant for lapses in his handling of one of the customers accounts under his management. The defendant also pleaded that the claimant obtained a mortgage facility of over N28,000,000.00 as at August, 2007 to acquire a 4 bedroom semi-detached house with two rooms’ boys’ quarters in Lekki phase one, Lagos. That the mortgage facility was a commercial loan to be repaid by monthly deductions from his salary and that the mortgage facility was not part of his entitlement as a staff of the defendant bank, which facility states that if he ceases to be an employee of the defendant the loan becomes due and payable. Also that sometime in the year 2009, the defendant received a classified and vital information from its group office in Lome to the effect that the claimant whilst in the employment of the defendant bank as Head of Oil and Gas Unit actively engaged in private oil and gas businesses with existing customers of the defendant bank for his own personal benefit, through Knox Energy Limited, a private company owned/co-owned by the claimant. That the claimant was investigated by the Audit and compliance group of the defendant. That the defendant carried out an extensive investigation and unraveled as follows:- (a) That the claimant incorporated a limited liability company known as Knox Energy Limited since 2005 as the majority shareholder and director of the said company and is actively involved in the management and operation of the company. (b) That the main objective of the company is the business of petroleum (oil and gas). (c) That the company maintains various accounts with other banks wherein the claimant was a signatory to all the accounts and indeed signed several cheques issued by the company. (d) That the claimant through his company was actively involved in the business by oil and gas and within the period of January 2, 2008 to August 12, 2009 the total volume of transactions carried on through the company’s Zenith Bank Account was N167,205,511.00 (One Hundred and Sixty Seven Million, Two Hundred and Five Thousand, Five Hundred and Eleven Naira) Acct. No. CA6115900849. (e) Also within the period of October 30, 2008 to May 15, 2009, the total volume of transactions carried on through the company’s Finbank Plc account no. 10043000003701 stood at N150,361,640.21 (One Hundred and Fifty Million, Three Hundred and Sixty One Thousand, Six Hundred and Forty Naira and Twenty One Kobo). (f) That investigations also revealed that the claimant while in the employment of Ecobank actively engaged through Knox Energy Limited in extensive business dealings with Matrix Energy Limited, one of the key customers of the defendant’s Oil and Gas Unit, the total volume of transactions carried on by both Knox Energy Limited and Matrix Energy Limited was over N186,123,000.00 (One Hundred and Eighty Six Million, One Hundred and Twenty Three Thousand Naira). The claimant also confirmed during investigation that he introduced Matrix Energy Limited to the defendant as a result of which certain credit facilities were extended by Ecobank to Matrix Energy Limited. (g) That the claimant through his company was also actively involved in extensive dealings with Dol-Praises International Limited another key customer of the defendant and the Dol-Praises International Limited is indebted to the defendant in the sum of over N1.236 Billion. The credit facilities that culminated into this indebtedness were granted by the defendant’s bank through the claimant’s influence. The defendant equally listed other sundry accounts with various cheques issued to staff and former employees and several transactions which occurred between the claimant’s company and former members of staff of the defendant as follows: “16. Sometime in the year 2009, Ecobank received classified and vital information from its Group Office in Lome to the effect that the claimant whilst in the employment of Ecobank as Head of Oil and Gas Unit of MNCG, actively engaged in private oil and gas business with existing customers of Ecobank for his own personal benefit, through Knox Energy Limited, a private company owned/co-owned by the claimant”. “17. The claimant was investigated by the Audit and Compliance Group (“the Group”) of Ecobank”. “19. Upon conclusion of its investigation, the Group unraveled the following: (a) the claimant incorporated a limited liability company known as Knox Energy Limited since 2005. The claimant is the majority shareholder and director of Knox Energy Limited and is actively involved in the management and operation of the company; (b) the main objective of Knox Energy Limited is the business of petroleum (oil and gas); (c) Knox Energy Limited maintains various accounts with other banks and this was confirmed by the claimant. Some of the accounts include: i. FinBank Plc Account Number 100432806101 (Current Account- Corporate); ii. FinBank Plc Account Number 100430000043701 (Current Account-Corporate); and iii. Zenith Bank Plc Account Number CA 6115900849 (Current Account). (d) the claimant was a signatory to all the above-mentioned accounts and indeed signed several cheques issued by Knox Energy Limited; (e) the claimant through Knox Energy Limited was actively involved in the business of oil and gas and within the period of January 2, 2008 to August 12, 2009 the total volume of transactions carried on through the Knox Energy Limited’s Zenith Bank Account (above) was N167,205,511.00 (One Hundred and Sixty Seven Million, Two Hundred and Five Thousand, Five Hundred and Eleven Naira); (f) similarly within the period of October 30, 2008 to May 15, 2009, the total volume of transactions carried on through Knox Energy Limited’s FinBank Plc Account Number 100430000043701 stood at N150,361,640.21 (One Hundred and Fifty Million, Three Hundred and Sixty One Thousand, Six Hundred and Forty Naira and Twenty One Kobo); (g) the investigation also revealed that the claimant while in the employment of Ecobank actively engaged through Knox Energy Limited in extensive business dealings with Matrix Energy Limited, one of the key customers of Ecobank’s Oil and Gas Unite of MNCG. The total volume of transactions carried on by both Knox Energy Limited and Matrix Energy Limited was over N186,123,000.00 (One Hundred and Eighty Six Million, One Hundred and Twenty Three Thousand Naira); (h) the claimant confirmed during the investigation that he introduced Matrix Energy Limited to Ecobank. As a result of this, certain credit facilities were extended by Ecobank to Matrix Energy Limited; (i) the claimant through Knox Energy Limited was also actively involved in extensive dealings with Dol-Praises International Limited, another key customer of Ecobank. Clearly, on August 7, 2008, the total credit accruing from Dol-Praises International Limited to Knox Energy Limited’s account stood at N3,500,000.00 (Three Million, Five Hundred Thousand Naira); and (j) Dol-Praises International Limited is indebted to the claimant in the sum of over N1.236 Billion. The credit facilities that culminated into this indebtedness were granted by Ecobank (through the claimant’s influence) to Dol-Praises International Limited after the claimant was employed by Ecobank.” That following these revelations, the claimant was placed on indefinite suspension without pay on August 7, 2009 and a report lodged with the special fraud unit of the Nigerian Police Force in connection with the claimant’s fraudulent conduct. The defendant also pleaded that alarmed at the revelations of the Groups Investigations, a disciplinary committee was constituted which informed the claimant of the case against him and invited him to attend its hearings. That the claimant attended and made representations to the committee and at the end the committee found that the claimant’s conduct fragrantly contravened the defendant’s Rule on Business Ethics and consequently the claimant was dismissed from the employment of the defendant bank on 27 April, 2010. That the claimant’s dismissal was clearly in accordance with lawful procedure and in line with the defendant’s policies. The defendant therefore states that the claimant’s claims are unmeritorious, unfounded, frivolous and vexatious and an abuse of judicial process and should be dismissed with substantial cost against the claimant. The defendant’s witnesses also adopted their respective witness statements on oath which is on all fours with the statement of defence and they were duly cross-examined by the claimant’s counsel. The defendant’s witnesses also tendered various documents which were admitted in evidence as exhibits. Concluding, the defendant’s summarized its case as follows: (1) The claimant’s claim for a declaration that his suspension and dismissal was “unlawful”, “illegal” and “null and void” is a relief unknown to law. The courts do not make orders in vain. On this score alone, the court should dismiss. (2) The claimant has failed to prove his case that he is entitled to a declaration that his suspension and dismissal is “wrongful, illegal, unlawful, unconstitutional, null and void” in that the claimant failed to plead and prove his terms of employment and the way and manner in which the terms were breached by the defendant. (3) The termination of the claimant’s employment was not wrongful as he was given fair hearing and his employment was terminated in accordance with the claimant’s contract of employment with Ecobank. (4) The claimant is not entitled to N50,000,000.00 (Fifty Million Naira Only) as damages or any other sum at all. The claimant’s contract of employment was determined in accordance with the claimant’s contract of employment with Ecobank. Also, the particulars of damages were not specifically pleaded and proved by the claimant as required by law. (5) The claimant is not entitled on the alleged sum claimed by him as his suspension and dismissal from Ecobank’s employment was not wrongful. Furthermore, the claimant has failed to specially and specifically plead and prove his claim for interest. This action is frivolous and without merit and should be dismissed with substantial costs against the claimant. In his reply the claimant denied receiving any email forwarding the defendant’s “Rules of Business Ethics and Anti-Money Laundering Policy” on 8th January, 2008 or on any date at all as he was out of the country from December 22, 2007 – 11th January, 2008. That he was in the United Arab Emirate from 7th – 11th January, 2008. That he also did not receive any email circulating the defendant’s document named “Group Anti-Money Laundering and Counter-Terrorist Financing Policy” on 20th May, 2008 or on any other date. The claimant also responded that he only exercised supervisory functions over the oil and gas accounts. He denied ever being involved in shady deals or involved in any acts bothering on conflict of interest and misconduct. That he never abused his position while in the employment of the defendant nor diverted existing and potential customers of the defendant to Knox Energy Limited as the defendant engages in the business of deposit mobilization and collection and general banking business while Knox Energy Limited is a company which carries on the business of supply and sale of oil and gas products. That his shareholding and non-executive directorship position in Knox Energy Ltd did not affect his performance or impair the performance of his duties to the defendant. He denied being formally invited to the disciplinary committee nor being issued a query, that he received a text message asking him to meet a group of people and that the text message did not disclose the allegations the claimant was meant to face before the group. That when he got to the meeting he was informed by the Chairman that it was a disciplinary committee set up by the defendant to investigate his case and he protested because he was not properly and formally invited and the text message did not disclose the case he was to meet before the disciplinary committee. The claimant also responded that all the loans given to Dol-Praises International Limited were arms length transactions and passed through normal and rigorous credit risk process and were duly approved. That the N250,000,000.00 (Two Hundred and Fifty Million Naira) Trade Financial Facility by First Inland Bank Plc to Knox Energy Ltd on 24th September, 2007 was to finance local Purchasing Petroleum Products for supply to oil marketers, through open market sales under a tripartite warehousing arrangement. The claimant further states that he was not in the employment of Knox Energy Limited and did not receive any remuneration from it. He asserted that his contract of employment with the defendant is governed only by the terms and conditions as stipulated in his letter of employment. That the purported defendants “Human Resources Policies” and Rules on Business Ethics” are not part of the terms of his employment contract nor were they at any time in the course of his employment incorporated unto his terms of employment. The defendant’s final written address is dated and filed on 20th November 2013. The defendant raised the following issues for determination: (1) Whether the suspension of the Claimant from Ecobank’s employment without pay pursuant to Ecobanks’ letter dated August 7, 2009 was wrongful? (2) Whether the Claimant is entitled to declaration that his dismissal from Ecobank’s employment is wrongful, illegal, unlawful, unconstitutional, null and void and of no effect? (3) Whether the Claimant is entitled to the sum of N50,000,000.00 (Fifty Million Naira Only) as Damages? (4) Whether the Claimant is entitled to interest on the alleged sum claimed or at all at the rate of 22% per annul from August 2009 until the alleged sum is liquidated? Regarding issue one, the defendant’s counsel submitted that the suspension of the claimant by the defendant pursuant to its letter dated 7th August 2009 is lawful and in accordance with the defendants Human Resources Policy. That the defendant suspended the claimant without pay to enable it conduct investigations into some unwholesome activities in the unit which the Claimant was supervising at the relevant time. That it is trite law that an employer can suspend an employee to enable the management to investigate any allegation against such employee. Counsel cited National Union of Chemical & Non-Metallic Products Workers v. Delta Glass Company Limited Suit No. NICN/87 (incomplete citation). That the claimant was not entitled to remuneration during the period of suspension, as the letter of suspension explicitly states that the claimant is suspended without pay. That an employee who is on suspension is not entitled to wages because he has not worked for the period of suspension, citing Wallwork v. Fielding [1922] 2 KB 66 and Longe v. FBN Plc [2010] 6 NWLR (pt. 1189) 1 at 60. Learned counsel submitted that the suspension of the claimant is not a breach of any of the rights the claimant might have had under his contract of employment with the defendant. That the claimant was suspended to give room for fair and unimpeded investigations unto some unwholesome activities in the unit in which the claimant was the head of that time. That the investigation was necessary in order to protect the defendants business interest and so on the authority of Longe v. FBN (Supra) that cannot amount to a breach of employee’s fundamental or common law rights and so not wrongful and urged this court to so hold. As regards the second issue raised for determination, that the dismissal of the claimant is not unlawful or illegal. The defendant’s counsel noted that the claimant seeks to have this court declare as unlawful, illegal and null and void his dismissal from the defendant’s employment. But counsel contended that the relationship between the claimant and the defendant is that of master and servant and is subject to the terms of the contract between both parties. That where an employee’s contract of employment is terminated in a manner contrary to the terms of the contract, such termination can only be wrongful and not unlawful or illegal. That it is only in situations where an employee’s contract is governed by a statute that a court can declare such termination/dismissal unlawful, citing Imoloame v. WAEC [1992] 9 NWLR (pt. 265) 319. That in this case, the claimant’s contract of employment is not governed by a Statute but by the claimant’s letter of employment, Ecobank’s Rules of Business Ethics, Ecobank’s Human Resources Documents and other contractual documents. That in Shell Petroleum Development Co. Ltd v. Lawson-Jack [1998] 4 NWLR (pt. 545) 249 at 274, the Court of Appeal distinguished between wrongful dismissal with unlawful dismissal as follows: “There is a distinction between wrongful dismissal which merely entitles an employee to the usual damages in terms of what he would have earned for the period of notice he is entitled to for the termination of his employment and unlawful dismissal which is ineffectual to end the employment. The first is in respect of mere master and servant and the second concerns employment governed and protected by statute”. To counsel, as a corollary principle a wrongful termination/dismissal cannot be declared null and void. It only entitled the aggrieved employee to damages. That in NNB v. Osunde [1998] 9 NWLR (pt. 566) 511 at 521 it was held that the court cannot declare a dismissal or termination null and void as the only remedy that can be claimed in such cases is damages for the wrongful termination or dismissal”. That the remedy the claimant seeks here is unknown to law and so this court being a court of law cannot grant such remedy as a court does not act in vain. Counsel urged the court to dismiss this claim. The defendant’s counsel further contended that the claimant is still not entitled to a declaration that his dismissal from the defendant is wrongful because he has failed to prove that his dismissal is wrongful. That it is trite law that he who asserts must prove and so the onus of proof rests on the party who asserts the affirmative of the issue in dispute, citing the case of Yusuf v. Adegoke [2007] 11 NWLR (pt. 1045) 332 and section 133 of the Evidence Act, 2011. That the onus of proof is on the claimant to prove that his dismissal is wrongful or contrary to his contract of employment and not for the defendant to justify the dismissal, also citing Texaco (Nig) Plc v. Kehinde [2001] 6 NWLR (pt. 708) 224 at 2391. That it is trite law that it is the employee that has to plead and prove the terms of his employment and the way and manner the terms were breached by his employer. Counsel again referred to Anaja v. UBA Plc [2011] 15 NWLR (pt. 1270) 377. That in the instant case the Claimant woefully failed to plead and prove his terms of employment and the way and manner the terms were breached by the defendant. The defendant’s counsel continued that it is the contention of the defendant that the claimant’s dismissal was valid, lawful and in accordance with the terms of the claimant’s contract of employment. That the claimant was dismissed on grounds of conflict of interest in line with the defendants Human Resources Policy clauses 1903 and 1904 which allows the defendant to dismiss an employee involved in conflict of interest situations. To counsel, to be sure that the claimant while in the defendant’s employment was involved in willful and deliberate acts that made him to have conflict of interest with the defendant the claimant as a Deputy General Manager and Head of the defendant’s Oil and Gas unit of Multinational and National Corporate Group, incorporated Knox Energy Limited whose principal object is the business of Petroleum (Oil and Gas). Counsel referred to the witness statements on oath of Mrs. Gina Oleghe. Learned counsel also particularized the details of the claimant’s acts of conflict of interest in the evidence of DWI as is contained in the pleadings of the defendant. According to the defendant’s counsel, those pieces of evidence were neither denied nor rebutted by the claimant. That DWI was not ever cross-examined on these pieces of evidence. That it is trite that where evidence given by a party to any proceedings is not challenged or controverted by the opposite party who had the opportunity to do so, the court is obliged to accept such evidence as the truth and to so act on it. Counsel referred to CBN v. Igwillo [2007] 14 NWLR (pt.1054) 33 and Provost, LACOED v. Edun [2004] 6 NWLR (pt. 870) 476. The defendant’s counsel also submitted that the claimant under cross examination admitted that Knox Energy Limited a company which he is a major shareholder and a co-signatory to its account had business transactions at various dates with Matrix Energy Ltd and that Matrix Energy Limited falls within the remits of the defendants Oil and Gas units business. That the statements of Account issued by Zenith Bank Plc Account No. 6115900849 and Finbank Plc Account Nos. 100430000043701 and 100432806101 shows without doubt that there are massive transactions between Matrix Energy and Knox Energy as can be shown in the evidence of DW1. The defendants’ counsel also contended that although the claimant wants this court to believe that he is a non-executive director of Knox Energy and that Knox Energy was managed by the claimant’s second witness i.e. CW2, Mr. Oluwaseun Jimoh. That this is clearly untrue because the claimant is an executive director and not a non executive director. That the claimant is the directing mind in Knox Energy and is actively involved in the management of Knox Energy as its director, citing the cases of Iwuchukwu v. Nwizu [1994] 7 NWLR (pt. 357) SC, 379, 396 and Ogbaje v. Arewa Textiles Plc [2000] 11 NWLR (pt. 378) 322, 337 – 338. That in any event, CAMA 1990 does not recognize any difference between a director and an executive director citing Longe v. FBN (supra) where the court held that: “The further reasoning of the court below that an executive director is not the same as a non-executive director is untenable”. That CW2 who claims to be the Managing Director of Knox Energy Ltd since 2006 yet his name is not reflected in the particulars of directors of Knox Energy Ltd filed at the Corporate Affairs Commission. That CW2 admitted under cross examination that his name is not on Knox Energy’s particulars of Directors and the claimant has also not shown to this court any resolution of Knox Energy Ltd appointing CW2 as its Managing Director. That assuming that CW2 is the Managing Director of Knox Energy Ltd, then the claimant is an executive director because a company’s management team consists of the Managing Director and other executive directors, citing Trenco (Nig) Ltd v. ACB etal [1978] NSCC 220, 227 – 229. The defendant’s counsel insisted that the claimant’s activities amounted to a conflict of interest, contrary to clause 1206 of Ecobank’s Group Human Resources Policies and Clause 4.1, 5 and 33 of Ecobank’s Rules of Business Ethics. To counsel, the claimant in an attempt to run away from the clause of the Ecobank’s Rules of Business Ethics denied that he was not given Ecobank’s Rules of Business Ethics at the time of his employment and that his signature on the document was forged. That this piece of evidence was clearly rebutted by the evidence of DW2 who stated in his evidence that “on August 4 2003, Ecobank’s Rules of Business Ethics, Anti-Money Laundering Policy and Code of Confidentiality were made available to the claimant and that the claimant executed the said documents. Also that DW2 further testified that the claimant on August 4, 2003 also executed a patent and confidential information agreement in favour of Ecobank. That this piece of evidence put it beyond doubt that this claimant was given all of the documents including Ecobank’s Rules of Business Ethics ordinarily given to new employees as DW2 witnessed the execution of the document that has column for the signature of a witness. That assuming without conceding that the claimant was not given Ecobank’s Rules of Business Ethics at the resumption of his duties with Ecobank, DW2 gave evidence that in January 2008 the defendant sent an email to all its employees including the claimant circulating the defendant’s Business Ethics and Anti-Money Laundering Policy, when it observed that some members of its staff were not complying with its rules in this regards. On the claimant’s contention that he was out of Nigeria when the said email was sent, the defendant urged the court to discountenance that argument because assuming that the said email was sent when the claimant was truly out of Nigeria, he would nevertheless have seen Ecobank’s Rules of Business Ethics when he returned to the country as the email would be in his inbox, and so the claimant’s argument here is merely a ruse to escape the liability/punishment that is the natural consequences of his misconduct. Also that the allegation by the claimant that his signature on the Rules of Business Ethics was forged is one that borders on commission of a crime which the claimant has the burden to prove beyond reasonable doubt. Counsel cited the cases of Agbi v. Ogbe [2006] 11 NWLR (pt. 990) 65 at 133 and SPDCN Ltd v. Edamkue [2009] 14 NWLR (pt. 1160) 1 at 40 – 41. That the claimant has failed to discharge this burden beyond reasonable doubt. The defendant’s counsel further argued that an employee can only be dismissed wrongfully if such dismissal was done contrary to the conditions of the employee’s contract of service or in a manner not contemplated by the contract. That the claimant’s dismissal was in accordance with the claimant’s contract of employment with Ecobank. That he was dismissed on the grounds of conflict of interest which is a gross misconduct/negligence as provided in Ecobank’s Human Resources Policy document and it is trite that where an employee is guilty of gross misconduct, he can be dismissed summarily without notice and wages, citing Yusuf v. Union Bank of Nigeria Ltd [1996] 6 NWLR (pt. 457) 648. Counsel insisted that the claimant’s conduct gave rise to a conflict of interest situation which is gross misconduct/negligence for which the claimant was rightly dismissed. As to whether the claimant was afforded fair hearing, the defendant’s counsel submitted that the claimant’s dismissal is not wrongful as the claimant was given fair hearing before he was dismissed. That DW1 in her evidence said the claimant was invited before the Disciplinary Committee. That he attended and made representations to the committee. That the claimant also admitted in his evidence that he was invited to explain his shareholding and directive status both by the Managing Director of the defendant in his office and at the Disciplinary Committee meeting. That from the above, it is clear that the claimant was afforded fair hearing and he knew the allegation against him before he faced the disciplinary committee. To counsel, it is settled law that where an employee was given the opportunity of defending himself against the allegations leveled against him and he utilized same such an employee cannot complain of fair hearing, citing Imonikhe v. Unity Bank Plc [2011] 12 NWLR (pt. 624) at 641. To counsel based on the pieces of evidence given above, it shows that the claimant was given opportunity to defend himself. Counsel also argued that the fact that a party is not satisfied with the report of the investigations conducted does not in fact mean that he was not given opportunity to defend himself. The defendant urged the court to hold that the claimant’s right to fair hearing was not breached in the termination of his employment. Regarding issue three, the defendant’s counsel contended that the claimant is not entitled to the sum of Fifty Million Naira as damages for the alleged wrongful termination of employment. That the defendant has shown in evidence that the claimant’s employment was terminated in accordance with the conditions of the claimant’s contract of employment with the defendant, and so the claimant is therefore not entitled to any sum as damages and so urged this court to dismiss the claimant’s claim for damages. The defendant counsel continued that the law is that damages must be specifically pleaded and proved at trial, he referred to NICON Hotels Ltd v. NDC Ltd [2007] 13 NWLR (pt. 1051) 237. That there is no scintilla of evidence in support of the claimant’s action for damages in the sum of Fifty Million Naira. To counsel, it is settled Law that in cases of wrongful termination/dismissal, the measure of damages is prima facie the amount the plaintiff would have earned had the employment continued according to the contract. That the Supreme Court in SPDC v. Olanrewaju [2008] 18 NWLR (pt. 1118) 1, reiterated this principle when it held that: “the amount of damages an employee is entitled to where his employment is wrongful determined is the amount of money he would have earned over the period of a proper notice to determine the contract of employment or the amount in lieu of proper notice to terminate the contract”. Counsel also cited Ozigbu Eng. Co. Ltd v. Iwuamadi [2009] 16 NWLR (pt. 1166) 44 at 67. That in the instant case the claimant’s letter of employment dated 20th June 2003 provides for one month notice or one month salary in lieu of notice for either the claimant or the defendant to determine the contract and so the claimant is only entitled to one month salary in lieu of notice if at all as damages. On issue four, the defendants counsel submitted that the claimant is not entitled to interest on the alleged sum claimed by the claimant at the rate of 22% per annum from 2009 until the alleged sum is liquidated. That the Claimant is not entitled to the alleged sum claimed by him as his suspension and dismissal from the employment of the defendant was not wrongful and thus the claimant is not entitled to any interest on the alleged sum claimed by him. That the claimant did not show by any modicum of evidence that it is entitled to interest or at the rate being claimed and that interest is a specie of special damages that must be specifically pleaded and proved by concrete evidence and referred to ACB v. Okorie [2007] 11 FWLR (pt. 350) 1399 at 1406 and NEKA BBB Manufacturing Co. Ltd v. ACB Ltd [2004] FWLR (pt. 198) 1175 at 1201. Learned counsel to the defendant insisted that the claimant is still required by law to prove by concrete evidence that he is entitled to interest at the rate claimed. The defendant’s counsel finally urged the court to dismiss this action as being frivolous and without merit and should be dismissed with substantial costs against the claimant. The claimant’s counsel in his written address raised the following issues for determination: (1) Considering the evidence before this court what are the documents containing the terms of the contract of employment between the parties. (2) Whether the claimant is entitled to his salaries, allowances and all other entitlements of (One Million, Eight Hundred and Twenty Thousand and Fifty-three Naira Only) per month for the 9 month period from 7th August, 2009 when he was suspended to 29th April, 2010 when he was summarily dismissed. (3) In view of the evidence before this court, whether the defendant observed the rules of fair hearing in the proceedings leading to the dismissal of the claimant on ground of misconduct bordering on conflict of interest. (4) Whether the claimant’s dismissal is wrongful and unjustifiable. (5) In the event that this court holds that the claimant’s dismissal is wrongful and unjustifiable, in view of the professional stigma surrounding the circumstances of the claimant’s dismissal, whether the court can award damages against the defendant in a sum exceeding one month’s salary as stipulated in the claimant’s letter of appointment. (6) Whether the claimant proved his case of wrongful dismissal against the defendant as required by law. As regards issue one, the claimant’s counsel submitted that contrary to the defendant’s pleading and evidence before the court that the claimant’s employment with the defendant was governed by letter of employment as Senior Manager dated 4th August, 2003, letter of promotion to the post of Assistant General Manager dated 18th April 2006, letter of promotion to the post of Deputy General Manager dated 23/1/2009, Ecobank Plc’s code of confidentiality dated 4th August, 2003, Ecobank Nigeria Plc’s code of confidentiality dated 12th March, 2004 signed by the claimant as a Senior Manager. To the claimant’s counsels, the claimant’s employment is not regulated or governed by Ecobank Group Human Resources Policies and Ecobank Rules of Business Ethics Exhibit Eco1 and Exhibit Eco2. The claimant’s counsel maintained that these documents i.e. Ecobank Group Human Resources Policies, “EGHRP”, Ecobank Rules of Business Ethics Exhibit Eco1 and Ecobank Anti-Money Landering Policy Exhibit Eco2 do not regulate the employer-employee relationship between them. That as a matter of fact these documents do not originate from the defendant. That the said documents were made by Ecobank Group, a different company registered in Lome, Togo another country whereas Ecobank Nigeria Ltd the defendant is a Nigerian company and urged this court to so hold. That in view of the clear evidence before the court that the claimant was employed by the defendant rather than Ecobank Group, a distinct and separate company based in Togo, the said documents do not and cannot regulate the claimant’s employment in the absence of evidence that the claimant agreed to be bound by the contents of the said documents as there is no privity of employment contract between the claimant and Ecobank Group. That being so, any obligation falling due from the latter’s document cannot be imposed on the claimant irrespective of the relationship between the two companies. Counsel referred to Texaco (Nig) Plc v. Kehinde [2001] 6 NWLR (pt. 708) 224 at 244 and Ikpeazu v. ACB Ltd [1965] NWLR 374 at 379. The claimant’s counsel further submitted that the said documents were neither adopted by the claimant nor incorporated by reference as terms of his employment. To counsel, it is settled law that in ordinary master and servant relationship, where there is a contract, the court must confine itself to it to interpret the terms that regulate the rights and obligations of the parties, citing Shell PDC Ltd v. Lawson-Jack [1998] 4 NWLR (pt. 545) 249 at 271. That only the contract of service must regulate the rights interse of the parties and the court cannot look into any other document, citing Union Bank of Nigeria Ltd v. Edet [1993] 4 NWLR (pt. 287) 288 at 300, College of Medicine of University of Lagos v. Adegbite [1973] NSCC 323 at 330. As regards to Exhibit Eco1 and Eco2, the claimant has pleaded and has led evidence that he never signed the documents as claimed by the defendant and that his purported signature which appears on the two documents was fraudulently procured by the defendant and superimposed on the documents. That the documents are therefore forged or at best unsigned and the court should therefore discountenance it because the documents are a product of fraudulent manipulation by the defendant in its desperate attempt to make its contents binding on him with the ultimate goal to justifying and rationalizing his wrongful dismissal. On issue two, the claimant’s counsel submitted that at common law, there is no implied power in the employer to punish a servant by suspension, that the power must be express in the terms of the contract of employment. That where an employer wrongfully suspends an employee without any power to do so and the employer subsequently dismisses the employee, the latter is entitled to his pay during the period of suspension, citing the case of Warburton v. Talf Vale Railway Co. [1902] 18 TLR, 420. The claimant’s counsel submitted that there is no inherent power in the employer to punish an employee with suspension without pay, that such a power must be expressly reserved in the contract of employment. Though the Learned Counsel conceded that an employer may lawfully suspend an employee even though the power is not expressly reserved but that such suspension is not punitive but imposed to enable investigations into any allegation against the employee in question and is usually with full pay as there is no culpability yet proven against the employee to warrant the punishment of withholding of wages, citing Lans v. Helfer & Sons [1978] 1 All ER 254 at 364 and SPDC Ltd v. Lawson-Jack (Supra). To counsel, in the instant case, the defendant suspended the claimant without pay on 7th August, 2009 till 27th April, 2010 when he was dismissed and it is not the case of the defendant that the claimant was suspended as a punishment for any act of misconduct. That rather, the suspension letter dated 7th August 2009 states unequivocally that the claimant was to proceed on suspension without pay “pending the conclusion of investigation into fraudulent activities in your unit.” That the defendant in this case has not referred this court to any provision of the contract of employment between the parties which allows the defendant to suspend the claimant without pay. Also important is the fact that in the said letter of suspension, the defendant mandated the claimant to report daily to the Head of Audit and Compliance Unit of the defendant until further notice, and that in compliance with the defendant’s order to report daily in the defendant’s office, even though he was said to be on suspension, the claimant was reporting at work like any other employee who is not on suspension. That the claimant pleaded this fact that he was constantly invited to come to the office to assist in solving one problem or the other and to provide information on some of the accounts he was handling. That this piece of evidence from the claimant was neither challenged by the defendant nor rebutted under cross-examination and urged the court to hold that the claimant was working for the defendant during the period of his suspension. Counsel referred to Ashafa Foods Factory Ltd v. Alraine Nig. Ltd [2002] 12 NWLR (pt. 781) 353 at 375, para C and Consolidated Resources Limited v. Abofar Ventures Nig. Ltd [2007] 6 NWLR (pt. 1030) 221 at 235 – 236 and Owena Bank Plc v. Olatunji [2002] 12 NWLR (pt. 781) 259 at 336. Learned Counsel further submitted that the outcome of Police investigations into the alleged fraudulent activities of the claimant’s unit vindicated the claimant, i.e. the Special Fraud Unit (SFU) of the Nigeria Police which investigated the case of fraud at the instance of the defendant cleared the claimant of any fraud. That the SFU letter dated 5th November, 2009 which was addressed to the defendant exonerated the claimant of any fraudulent activity i.e. Exhibit PA8. To counsel, all the authorities cited by the defendant on this point are not applicable in this case as the claimant was coming to work during the time of his suspension. The claimant’s counsel cited a number of authorities like Yusuf v. Volkswagen of Nigeria Ltd [1996] 7 NWLR (pt. 463), NICOL v. Electricity Corporation of Nigeria [1965] NLLR 56, Adekunle v. Western Region Finance Corporation [1963] WWLR 6, Martins v. T.A. Braithwaite (Insurance Brokers) & Co. Ltd [1972] 11 CCHCJ 52 and in support that the claimant is entitled to the salary while he was on suspension especially as there was no provision in the contract which empowered the defendant to suspend the claimant without pay. The claimant’s counsel also referred the court to Professor Emeka Chianu’s book on Employment Law published in 2004 at page 216. On this issue, the claimant’s counsel finally submitted that in view of the fact that there is no provision in the contract between the parties which empowers the defendant to suspend the claimant without pay and the unchallenged evidence before the court that the claimant was still reporting in the defendant’s office and carrying out tasks relating to his employment despite his suspension, and considering the fact that the investigations pursuant to the suspension vindicated the claimant that the claimant is entitled to his salaries and every other entitlement throughout the nine-month period of suspension from 7th August, 2009 to 27th April, 2010 and urged the court to so hold. Regarding the third issue the claimant’s counsel submitted that it is trite that where an employer dismissed an employee on ground of misconduct, the employer or the administrative panel constituted by the employer which recommends the dismissal of the employee must observe the rules of natural justice in conducting the proceedings leading to the dismissal. Counsel referred to the following cases, SPDC Ltd v. Olarewaju [2008] 12 S.C 27, NNB Ltd v. Obievudiri [1986] 2 NWLR (pt. 29) 387 at 398 – 399, Olatubosun v. NISER Council [1988] 3 NWLR (pt. 80) 25, Akumechiel v. Benue Cement Co. Ltd [1997] 1 NWLR (pt. 484) 695 at 703, British Airways v. Makanjuola [1993] 8 NWLR (pt. 381) 276 at 278 which all held that in dismissing an employee on grounds of misconduct, the rules of natural justice must be adhered to and adequate opportunity given to the employee to defend himself against the allegation of misconduct. To counsel it is pertinent in this case to ask whether the defendant afforded the claimant fair hearing on the allegations of misconduct bordering on conflict of interest before dismissing him on 27th April, 2010. That the totality of the evidence before this court, reveals that the claimant was not given fair hearing. That the claimant was only invited via a text message to appear before the Disciplinary Committee on one of those days he was reporting to work daily without any idea of the allegations even as he stood to answer the questions being put to him by the committee. Also that the defendant’s Managing Director who allegedly referred the case against the claimant to the Audit and Compliance Committee for investigation, unduly influenced and goaded the panel with a view to arriving at a premeditated verdict that suits him i.e. that the claimant is guilty of misconduct bordering on conflict of interest as can be discerned from the handwriting comment of the Managing Director on the Report of the Audit and Compliance Group. To counsel it is clear that the defendant’s Managing Director who allegedly received a report against the claimant has already concluded that the claimant was guilty of the allegations before referring the matter to the Audit and Compliance Group for investigation and so ensured that the Audit and Compliance Group and the Disciplinary Committee ultimately returned a verdict of guilt against the claimant. Learned Counsel therefore urged the court to hold that the disposition of the Managing Director breached the claimant’s right to fair hearing in the proceedings of the two administrative panels. To further establish the defendant’s breach of fair hearing, the claimant’s counsel referred to DW1’s answers under cross examination as follows: “…The M.D did not refer the claimant to the Disciplinary Committee but the Audit and Compliance Group did. No, the normal procedure is not to issue a query, the person being investigated can be asked to face the Disciplinary Committee directly. No, the claimant was not issued a query the case was referred to Audit and he was put on indefinite suspension without pay to enable investigation.” The claimant’s counsel continued that DW1 under cross examination also admitted not being a member of the two committees that investigated the case against the claimant, even as she admitted she was never present at the committees proceedings as she only relied on the reports. DW2 admitted that members of the two panels are still in the employment of the defendant, but did not say why the defendant did not call those who participated in the panels as witnesses to give evidence of what transpired before or at the meetings. Learned Counsel therefore urged this court to reject the evidence of DW1 as it is hearsay evidence. Counsel cited Section 167 (d) of the Evidence Act, 2011 and Federal Mortgage Finance Ltd v. Ekpo (supra) and Tsokwa Motors Nig. Ltd v. Awoniyi (supra) to show that by the defendant’s refusal to tender the report of the disciplinary proceedings if any, would reveal that the defendant did not follow the right procedure in dismissing the claimant summarily for conflict of interest. Learned Counsel urged the court to reject the defendant’s submission in this regard and hold that the defendant’s Disciplinary Committee failed to afford the claimant fair hearing in its proceedings. As regards issue four, the claimant’s counsel submitted that the claimant’s dismissal for conflict of interest and or professional misconduct is wrongful, unjustifiable and a breach of the claimant’s right of fair hearing. That the law is settled that an employer is not bound to give any reason for terminating an employee’s employment or for dismissing an employee. That where however an employer gives reason for terminating or dismissing the employee, the law places a duty on the employer to justify the reasons. Counsel on this point referred to SPDC Ltd v. Olarewaju [2008] 12 S.C, 27 where Tabai J.S.C held: “The guiding principle which has been articulated and applied in many cases … is that an employer is not bound to given reasons for terminating the appointment of his employee. But where, as in this case, he gives a reason a cause for terminating the appointment the law imposes on him a duty to establish the reason to the satisfaction of the court. In this case, the appellant, having given gross misconduct as its reasons for the respondent’s dismissal, has the onus to establish that the respondent was indeed guilty of the alleged misconduct to warrant his dismissal, and in a case such as this, the court must be watchful to ensure that in the investigations or proceedings of the domestic panel culminating in the employee’s dismissal, the rules of natural justice were not breached”. Counsel then pointed out that in the instant case there is clear evidence that the claimant was dismissed on 27th April, 2010 for professional misconduct bordering on conflict of interest and so the defendant has the legal burden of justifying the stated reasons for dismissing the claimant. That the defendant has failed to make out a case of conflict of interest against the claimant and in its bid to establish misconduct against the claimant, the defendant purports to ascribe the acts of Knox Energy Limited, a limited liability company to the claimant arguing that the company is a sham. That it is trite law that a limited liability company is a separate legal entity distinct from its owners citing the English case of Salomon v. Salomon & Co. Ltd [1897] A.C 22. That the defendant was unable to establish fraud against the claimant and consequent ascribing of acts of the company to its owners. That assuming without conceding that the defendant’s position is right, that is, that Knox Energy Limited can be ascribed to the claimant, the defendant has failed to point to the actual acts of the company which are capable of putting the claimant in a position of conflict of interest in the discharge of his duties as an employee of the defendant. Learned Counsel continued that granted that there is evidence before the court that the company had business dealings with certain companies which happen to be customers of the defendant bank this evidence without more cannot ipso facto give rise to a conflict of interest situation with regard to the employment of the claimant. To counsel, the defendant’s evidence-in-chief that the claimant used his position as Head of the Unit in charge of financing oil and gas business to influence the grant of loans to certain companies cannot be believed in the light of the testimony of the DW1 to the contrary under cross examination. Counsel then referred to DW1’s testimony under cross examination when DW1 testified as follows: “Yes, I agree that the defendant has one of the best transparent and independent credit processes in the Nigerian banking industry. It is correct that before the granting of any facility to a customer, the customer must meet the banks credit risk process. Yes, accounts are directly managed by Accounts Officers and Relationship Managers. Yes the Relationship Manager recommends facilities based on their objective assessment of the customer risk profile. Then it will be sent to the credit risk department for assessment, it will also go to the Credit Committee members where the members will further assess it. The Chief Risk Officer will then sign that it has gone through the process. Even the M.D cannot sign alone except with the concurrence of the Chief Credit Officer. I do not agree that it is impossible to influence the process, it might be possible to influence the process by getting an insider to vouch for them. No the system is full proof, it is a system that cannot be compromised. Even if the M.D recommends anybody it will still go through the process. Yes I confirm that I stated in my statement on oath that the claimant influenced facility to some customers. Yes I still stand by that statement.” Learned Counsel therefore submitted that based on the evidence of DW1 above, it is beyond controversy that no single person, not even the defendant’s Managing Director can influence the grant of loan to a particular customer and so urged the court to reject the defendant’s evidence in chief that the claimant influenced the grant of loan to certain customers of the defendant. Counsel therefore submitted that the defendant has not proved any of the alleged conflict of interest. That even if the defendant wants this court to pierce the veil of incorporation, it has failed to prove fraud or breach of fiduciary duty against the claimant. The defendant’s counsel referred to DW1 evidence under cross examination thus: “Yes I confirm that the claimant was suspended for fraudulent activities in his unit. On April 27, 2010, the claimant was dismissed for conflict of interest. Yes, we (the defendant) were unable to prove fraud against the claimant. The claimant was arrested by SFU (Special Fraud Unit) of the Nigeria Police. Yes I confirm that SFU wrote a letter (Report) dated 5th February, 2009 to the defendant where SFU stated that: In totality the investigation did not establish any prima facie case against Peter Olasukanmi Atoki.” The claimant’s counsel argued that in the circumstance the acts of Knox Energy Ltd cannot be ascribed to the claimant. That it is incongruous to suggest that mere ownership of majority shares in a company is synonymous with ownership of the company. Counsel referred to Okomu Oil Palm Co. Ltd v. Iserhienrhien [2001] 6 NWLR (pt. 710) p. 660 at 686 where the Supreme Court held thus: “Having a controlling number of shares in a company is not synonymous with its ownership once it is incorporated as an entity of its own and having its own separate legal existence.” Counsel therefore urged the court to discountenance every part of the defendant’s case holding out the acts of Knox Energy Ltd as acts of the claimant. That the defendant having failed to justify allegation of conflict of interest or unprofessional conduct on the part of the claimant by concrete proof, counsel submitted that the claimant’s dismissal is wrongful and unjustifiable and urge the court to so hold. On issue five, the claimant’s counsel submitted that in the event that issues 3 & 4 above are resolved in favour of the claimant, counsel submitted that this court is empowered to award damages in favour of the claimant in a sum exceeding one month’s salary as stipulated in the claimant’s letter of appointment. To counsel, contrary to the argument of the defendant that the claimant will only be entitled to one month’s salary in lieu of notice as damages if the court holds that the dismissal is wrongful, the claimant’s counsel contention on this is that such argument represents the general principle of law with regards to measure of damages in cases of wrongful termination or dismissal. That when an employer wrongfully dismisses the employee on ground of misconduct in circumstances putting a stigma on the professional career of the employee thereby limiting the employee’s prospect of getting another job of the same status, the law recognizes the award of damages in a sum far more that the contemplated by the parties in lieu of proper notice. Counsel on this referred to the case of British Airways v. Makanjuola [1993] 8 NWLR (pt. 381) 276 at 288 where it was held that a court can award substantial damages far beyond the normal period of notice if the circumstances are in a case where the termination carries with it some stigma on the character of the dismissed employee. Counsel also referred the court to Adeogun, A.A. “Employment Law” in Akanki, E.O. (Ed) “Commercial Law in Nigeria” (Revised Edition, 2007) University of Lagos Press at page 727. Learned Counsel further submitted that one of the reasons why substantial damages is awarded in deserving cases of wrongful dismissal on unproven allegations of misconduct is the infamy and career stigma that goes with such dismissal as opposed to termination simpliciter. That another potent legal implication of summary dismissal is the deprivation of terminal benefits and other entitlements that would otherwise accrue to the dismissed employee had his employment been simply terminated. Counsel cited Irem v. Obubra District Council [1966] NSCC 19 at p. 18 where the Supreme Court stated the legal implications of summary dismissal thus:- “… a dismissal from the service carries such infamy that a termination does not carry. One finds as in the present case, that the appellant was entitled to certain benefits like gratuity, e.t.c. which under pain of dismissal he would not be entitled to”. The claimant’s counsel also referred to the attitude of this court towards remedies of compensation for wrongful termination or wrongful dismissal. Counsel referred to the cases of Industrial Carton Ltd v. National Union of Paper and Paper Converters Workers [1980 – 1981] NICLR 54, Michelin (Nig) Ltd v. Footware, Leather and Rubber Products Senior Staff Association [1980 – 81] NICLR 153, Nigerian Sugar Company Ltd v. National Union of Food, Beverages and Tobacco Employees Suit No. NIC/13/78 delivered on 17th January, 1979, National Union of Textile, Garment and Tailoring Workers v. Nigeria Kraft Bags Ltd (Suit No. NIC/8/78 delivered on 12th February, 1979 and Grizi (Nig) Ltd v. Grizi (Nig) Ltd Group of Companies Workers Union (Suit No. NIC/12/78) all of which this court awarded such compensation as would take account of all the circumstances, including the fact that the contents of the letter had prejudiced the workers’ prospect of securing alternative employment. That this court introduced the concept of severance pay as a mode of compensation tied to the period of service rendered by the employee. Learned Counsel submitted that in the instant case, it is not in controversy that the claimant’s dismissal was as a result of allegations of unprofessional conduct bordering on conflict of interest, that moreover the unchallenged evidence before this court shows that the implication of the claimant’s wrongful stigma laden dismissal is that he can no longer secure employment as a banker or be a director of any financial institution in Nigeria. To counsel, the instant case therefore falls within those exceptional cases in which this court can award substantial damages beyond the ordinary amount in lieu of notice and on the strength of the above authorities urged this court to grant the claimant’s claim as prayed. On issue six, the claimant’s counsel submitted that the claimant has proved his case of wrongful dismissal against the defendant. That there is evidence before this court that the claimant was summarily dismissed contrary to the terms of employment which requires one month’s notice before termination. That the claimant has demonstrated that he was dismissed without due observance of fair hearing. That the claimant having proved with credible evidence that his dismissal was wrongful, the burden shifted to the defendant to prove or justify the alleged misconduct for which the claimant was summarily dismissed which burden has not been discharged by the defendant in this case. The claimant’s counsel in response to the defendant’s submission as regards relief (iii) claimed by the claimant, submitted that even if the court agrees with the defendant that the claimant’s dismissal cannot be held to be unlawful, illegal or null and void, this court should apply the blue pencil rule to sever the incompetent parts of relief (iii) if any and save the competent parts, citing the case of Idika v. Uzoukwu [2008] 9 NWLR (pt. 1091) 34 at 64. The claimant concluded his submissions as follows: (1) That the claimant’s claim is meritorious. (2) That the documents, “Ecobank Group Human Ex Eco1 Resources Policies, Rules on Business Ethics and Ecobank Anti-Money Laundering Policy Ex Eco2 do not regulate the claimant’s employment. (3) There is no provision in the contract of employment between the parties which empowers the defendant to suspend the claimant without pay. The unchallenged evidence that the claimant was still reporting to and working during the suspension period and his subsequent vindication by the investigators entitles him to his salaries and entitlements throughout the nine-month period of suspension i.e. 7th August 2009 to 27th April 2010. (4) The defendant did not observe the rules of fair hearing in the proceedings leading to the dismissal of the claimant on ground of misconduct bordering on conflict of interest, thus the claimant’s dismissal is wrongful. (5) The defendant has failed to discharge the burden placed on it by law to prove or justify the claimant’s dismissal against the backdrop of the allegations of misconduct. (6) The instant case falls within those exceptional cases in which the court can award substantial damages beyond the ordinary amount in lieu of notice. (7) The claimant has proved his case of wrongful dismissal against the defendant. In its reply on points of law on behalf of the defendant, the defendant’s counsel argued that contrary to the submission of the claimant that Ecobank Group Human Resources Policies, Ecobank Rules of Business Ethics and Ecobank Anti-Money Laundering Policy document are not applicable to him because they were issued by ECOBANK GROUP and not Ecobank Nigeria Limited, the defendant’s counsel says this argument is erroneous, misleading and an attempt by the claimant to approbate and reprobate at the same time. That DW1 clarified this position in her evidence when she said “Ecobank Group Policy is applicable to all Ecobank affiliates in all Africa. Furthermore that Ecobank Group Human Resources Policy clearly states on its face at the top of every page that it applies to all Ecobank personnel, and so all authorities cited by the claimant in this context should be discountenanced. That the law is that a document is part of the terms of the contract of employment if the document was issued to the employee before or at the time of making of the contract or where reference to it is made at such time, citing Olley v. Marlborough Court Ltd [1949] IKB 532 and Mutual Coal Board v. Galley [1958] 1 ALLER 91. That in the instant case the documents in question were issued to the claimant from inception of his employment contract with Ecobank, and that these documents were referred to and incorporated into claimant’s employment. That paragraph 3 of the claimant’s letter of promotion dated January 23, 2009 referred to these documents and incorporated them as part of the terms of the claimant’s contract of employment with Ecobank. The said paragraph is quoted as follows: “Information and guidelines on such benefits are made available in the bank’s human resources policies and procedure manual which are all available to you”. The defendant’s counsel further submitted that the Ecobank Human Resources Policy and other documents which form part of the claimant’s contract of employment formed the basis of all the benefits (including promotions, cars, allowances, staff mortgage loans e.t.c accruing from the said promotions) which the claimant enjoyed during his employment with the defendant and so the claimant cannot now seek to repudiate the same as such amounts to redolent of irresponsibility and dishonesty. That the claimant cannot benefit from a certain state of affairs and seek to detach himself from the responsibilities and obligations attaching to those benefits i.e. the claimant cannot approbate and reprobate at the same time, referring to Njaba LGC v. Chigozie [2010] 16 NWLR (pt. 1218) 166 at 188. That assuming (but not conceding) that Ecobank Group Human Resources Policies, Ecobank Rules of Business Ethics and Ecobank Anti-Money Laundering Policy are not applicable to the claimant, the claimant’s various misconduct still amount to conflict of interest and gross misconduct which the defendant is entitled to dismiss him, citing Osagie v. NNB [2005] 3 NWLR (pt. 913) 513 at 540, Nwobosi v. ACB Ltd [1995] 6 NWLR (pt. 404) 658 at 685 – 686. The defendant’s counsel also cited the case of C.C.N (Nig) Ltd v. Nwankwo [1993] 4 NWLR (pt. 286) 159 at 171 – 172 where the Court of Appeal held as follows:- “An act which amounts to misconduct warranting dismissal of a servant by his master is generally an act of willful disobedience to lawful and general orders, misconduct of the masters’ business, neglect, incompetence and other conducts incompatible with or prejudicial to the masters business. Also a servant whose conduct is incompatible with the faithful discharge of his duty to his master may be dismissed as for example, where he surreptitiously enters into transactions whereby his personal interest conflict with his duty to his master in his particular capacity as a servant. In other words, a servant whose conduct has been such that it would be injurious to his masters to retain him, has committed an act amounting to misconduct warranting his dismissal”. On whether proof on Balance of probabilities is the correct standard of proving the claimant’s allegation that the defendant fraudulently procured his signatures on Ecobank Rules of Business Ethics and Ecobank Anti-Money Laundering Policy, the defendant’s counsel responded that this allegation borders on the commission of a crime. That even though the substantive case of the claimant does not border on the commission of a crime, the law requires such allegation of the commission of a crime in a civil proceeding must be proved beyond reasonable doubt, citing CAN v. Lamido [2012] 8 NWLR (pt. 1303) SC 560 at 591 where it was held that: “allegation of forgery is a criminal offence, Section 138 (1) of the Evidence Act requires that same must be proved beyond reasonable doubt”. Learned Counsel therefore submitted that the claimant ought to prove beyond reasonable doubt the allegation that his signature on Ecobank Rules of Business Ethics and Ecobank Anti-Money Laundering Policy were forged. That the claimant has failed to discharge this legal burden on him and so counsel urged the court to find and hold that the claimant indeed signed Ecobank Rules of Business Ethics and Ecobank Anti-Money Laundering Policy and is applicable to the claimant. On the claimant’s submission that he is entitled to salary during the period he was on suspension, the defendant’s counsel argued otherwise and urged this court to hold that the claimant was not entitled to pay while on suspension as enunciated in Longe v. FBN (supra). On the failure of the defendant to call any member of the two committees that investigated the claimant as a witness in this case, the defendant’s counsel submitted that Section 167 (d) of the Evidence Act 2011 does not apply in this case that since the claimant did not make any request for the said document or give notice to produce, he cannot accuse the defendant of withholding the said document. The claimant therefore has failed to satisfy the conditions for invoking the presumption in Section 167 (d) of the Evidence Act. He cited Musa v. Yerima [1997] 7 NWLR (pt. 511) 27. Furthermore, that the defendant is not bound to call every person involved in a matter as a witness in the case on that matter or every document. That the law is settled that a party is not bound to call any particular witness or any number of witnesses in proving his case if he can prove his case otherwise, citing Zenith Bank Plc v. Ekereuwem [2012] 4 NWLR (pt. 1290) 207 and Bello v. Kassim [1969] NMLR 148 at 152 and so urged the court to discountenance the claimant’s argument in this regard. Concluding, the defendant’s counsel summarized his reply on points of law as follows: That Ecobank Group Human Resources Policies, Ecobank Rules of Business Ethics and Ecobank Anti-Money Laundering Policy applied to the claimant when he was in the employment of the respondent notwithstanding that these documents are issued by the defendant’s parent company. That having taken the benefits accruable to an employee of Ecobank under the Ecobank Group Human Resources Policies, Ecobank Rules of Business Ethics and Ecobank Anti-Money Laundering Policy, the claimant cannot now repudiate same so as to detach himself from obligations imposed by those documents. That the claimant’s various acts of conflict of interest amount to gross misconduct which the defendant is entitled in law to dismiss him whether or not conflict of interest is listed as a ground of dismissal in the claimant’s contract of employment with the defendant. That the allegation that the defendant fraudulently procured his signatures on Ecobank Rules of Business Ethics and Ecobank Anti-Money Laundering Policy is an allegation of crime and the claimant is required by law to prove this allegation beyond reasonable doubt and on the balance of probabilities. That all the authorities cited and relied on by the claimant with respect to the suspension of the claimant without pay are distinguishable and inapplicable to the present case. That the claimant is not obliged to tender every document and call every person as witness involved in this case. That the claimant failed to satisfy the conditions for the invocation of the presumption of withholding evidence under Section 167 (d) of the Evidence Act. The defendant urged the court to discountenance the claimant’s argument in this regard and to dismiss the claimant’s claim in its entirety as they are baseless, frivolous and without merit. I have carefully considered the facts of this case, the evidence led by the parties, and the written and oral arguments of the parties i.e. the statement of facts, defence processes, statements on oath of all the witnesses and their testimonies. I listened also to both counsel arguments. I equally read thoroughly all the documents frontloaded and relied upon by the parties. I have also read the issues distilled by the parties for determination and in my opinion the following issues arise for determination in this suit: (1) Whether the suspension of the claimant without pay is in line with the claimant’s term of employment and whether the claimant is entitled to his salaries, allowances and other entitlements for the period of his suspension. (2) Whether the dismissal of the claimant is wrongful and unjustifiable and if so whether the claimant is entitled to a declaration that his dismissal is illegal, unlawful, unconstitutional, null and void and of no effect. (3) Whether the claimant is entitled to damages exceeding his one month’s salary if any and interest on the sum claimed. From the pleadings and documentary evidence placed before the court, both parties are ad idem that the defendant by a letter dated 7th August, 2009 placed the claimant on indefinite suspension without pay with effect from the date of the said suspension letter. The claimant’s contention is that there is generally no inherent power in the employer to punish an employee by suspension without pay that the power must be expressly reserved in the contract of employment. That the claimant was to proceed on suspension without pay from 7th August, 2009 pending the conclusion of investigation into fraudulent activities in the claimant’s unit. The claimant states also that the said letter of suspension mandated him to report daily to the Head of Audit and Compliance Unit of the defendant till further notice which he daily did even though he was serving his suspension. That while complying with the directives to report daily at the defendant’s office, he was constantly invited to come to the office to assist in solving one problem or the other. To the claimant, coupled with the fact that he was eventually exonerated by the Police of the alleged fraudulent activities for which basis he was placed on suspension, he is entitled to be paid for the said period of suspension of which he was in any event still reporting to the office daily. To this the defendant contended that the suspension of the claimant is lawful and in accordance with the defendant’s Human Resources Policy. That the claimant’s suspension without pay was necessary to enable it conduct investigation into some unwholesome activities in the unit the claimant was supervising. That the claimant was not entitled to remuneration during the period of suspension as the letter of suspension explicitly states that the claimant is suspended without pay. That the suspension was to enable the management to investigate any allegation against him, that an employee who is on suspension is not entitled to wages because he has not worked for the period of suspension the defendant so argued. One of the reliefs claimed by the claimant in his case is that he has been wrongly suspended by the defendant without pay and so needs to be paid his salaries and other entitlements during the period of suspension. This the defendant disagrees. However both parties agree that the claimant was suspended. The claimant was by a letter dated 7th August 2009 suspended with immediate effect without pay. Case law is replete with authorities that indicate what a claimant would need to show to succeed in a claim for suspension. In Ms Claudis Ojinmah v. Coxdyn Nigeria Ltd, unreported Suit No. NICN/LA/111/2012 the judgment of which was delivered on March 27, 2014, this court reviewed these authorities in the following words – “Suspension is an aspect of the discipline of a staff by an employer and by Imonikhe v. Unity Bank Plc [2011] 12 NWLR (pt. 1262) 624 SC at 649, an employer has the right to discipline any erring employee in the interest of the organization or institution, although NEPA v. Olagunju [2005] 3 NWLR (pt. 913) 602 held that it may be otherwise if the contract of employment either expressly or impliedly rules out recourse to discipline by the employer. Indeed as held in Shell Pet. Dev. Co. (Nig) Ltd v. Omu [1998] 9 NWLR (pt. 567) 672, it is a disruption of an ordinary employers’ business to fetter him with an injunction not to discipline his servant. The employer accordingly has the right to suspend an employee when necessary, with or without pay or at half pay. However, the English cases of Hanley v. Pease & ‘Partners Ltd [1915] 1 KB 698 and Marshall v. Midland Electric [1945] 1 All ER 653, held that employers cannot suspend without pay where there is no express or contractual right to do so. The rationale is that in suspending an employee without pay the employer has taken it upon itself (Outside of the court) to assess its own damages for the employee’s misconduct at the sum which would be represented by the wages of the days the employee remains suspended… Where a suspension is vindictive or malafide, Mrs. Abdulrahman Yetunde Mariam v. University of Ilorin Teaching Hospital Management Board and Anor [2013] 35 NLLR (pt. 103) 40 NIC held that that may amount to an unfair labour practice and so is actionable under the dispensation of the Third Alteration to the 1999 Constitution. By Yusuf v. VON Ltd [1996] 7 NWLR (pt. 463) 746 CA, SPDC v. Lawson-Jack [1998] 4 NWLR (pt. 545) 249, Ayewa v. Unijos [2000] 6 NWLR (pt. 659) 142, Akinyanju v. UniIlorin [2005] 7 NWLR (pt. 923) 87 and Longe v. FBN Plc [2010] 6 NWLR (pt. 1189) 1 SC, suspension cannot amount to breach of the employee’s fundamental right as it has no bearing with issues of fundamental right under the Constitution. In fact, the law permits a person unlawfully suspended from work to seek redress in the court and claim his full salary (ACB Ltd v. Ufondu [1997] 10 NWLR (pt. 523) 169 CA), which is what the claimant in the instant case has done. Further still, by Yussuf v. VON Ltd [1996] 7 NWLR (pt. 463) 746 CA, suspension cannot be questioned on the ground that it could not be done unless the employee is given notice of the charge and the opportunity to defend himself in that the rules of natural justice do not even apply in cases of suspension. The legal consequence of suspension is determinable from the terms of employment in question. However, a cardinal consequence is that the suspended employee remains an employee of the employer even in suspension. In the instant case, other than exhibit A, there is no “Condition of service frontloaded… since there is no condition of service providing for suspension, it means that there is no express or contractual right of the defendant to suspend without pay. The defendant was accordingly wrong to have suspended the claimant without pay. See Hauley v. Pease & Partners Ltd [1915] 1 KB 698 and Marshall v. Midland Electric [1945] 1 All ER 653. Even when the defendant argued that on the authority of the Halsbury’s Laws of England, Third Edition, volume 25 at pages 518-519 and Michelin (Nig) Ltd v. Alaribe [2010] All FWLR (pt. 543) 1998 CA an employer can suspend an employee without pay, the defendant did not address its mind to the fact that this is possible only when the conditions of service so provide. Specifically ACB Ltd v. Ufondu [1997] 10 NWLR (pt. 523) 169 held that where there is no justification for putting an employee on suspension in the first place, the employee ought to be paid his salary or the other half of his salary if he is put on half salary; and Yussuf v. VON Ltd (Supra) held that it is not improper for the employer to suspend on full pay an employee pending inquiries on a suspension that may rest on the employee. It is not in doubt that an employer has an unfettered right to suspend, but the scope of that right is contingent on the contract of service and/or conditions of service making the necessary provisions in that regard…..” In the instant case no conditions of service was frontloaded by the parties. The defendant asserted that it had right to suspend the claimant especially as to enable the management to investigate fraudulent activities in the unit the claimant was heading and that the claimant was not entitled to remuneration during the period of suspension as the letter of suspension states that it is without pay. Yet the defendant did not frontload any conditions of service or show any provision in the contract of service of the claimant which provides for such suspension without pay so that the court can determine the legality or otherwise of having to suspend the claimant without pay. So it is the defendant that ought to frontload the conditions of service in order for the court to determine whether or not the suspension conforms to the conditions of service for it to be lawful. This duty the defendant has not discharged. In UBA Plc v. Oranuba [2014] 2 NWLR (pt. 1390) p. 1 at 22 – 23, the Court of Appeal, Lagos Division per Iyizoba, JCA held as follows: “The problem with the appellant’s contention is that the respondent was suspended on half salary which is punitive in nature. It is certainly against fair hearing and the rule of natural justice to take such a punitive measure against the respondent without first giving her a hearing through a query where the appellant desired to proceed under Clause 4.2.3 of exhibit D2 to suspend the respondent in order to make room for proper investigation, such suspension ought to be on full salary in order not to create the impression that the respondent has already been found guilty without giving her any hearing. In support of this stand, the appellant had referred to the case of Lewis v. Heffer & Sons [1978] 3 ALLER 254, but in that case the suspension was with full pay. Lord Denning stated the law thus: “Very often irregularities are disclosed in a business house, and a man may be suspended on full pay pending inquiries. Suspicion may rest on him and so he is suspended until he is cleared of it. No one so far as I know, has ever questioned such a suspension on the ground that it could not be done unless he is given notice of the charge and an opportunity of defending himself, and so forth. The suspension in such a case is merely done by way of good administration. A situation has arisen in which something may be done at once. The work of the department or the office is being affected by rumours and suspicions…” The Learned Justice of the Court of Appeal continued: “It will appear therefore that the Learned Trial Judge was right in his conclusion that the appellant by suspending the respondent on half salary without giving her a hearing, acted in breach of the rules of fair hearing and natural justice. The finding is not perverse and the appellant is wrong in his contention that the Trial Judge by that finding rewrote the contract of the parties”. Additionally as I have noted before, the suspension of the claimant was based on an alleged fraudulent activities in the unit the claimant was heading. And what was the result of the said investigation? As can be seen from the POLICE INVESTIGATION REPORT IN A CASE OF SUSPECTED FRAUD ON SUSPECT MR. PETER OLASUNKANMI ATOKI, dated 5th November 2009 and addressed to the Managing Director of the defendant, the said police report did not establish any prima-facie case against the suspect i.e. the claimant. This in effect means that there was no basis for the suspension of the claimant without pay in the first place. It therefore means that there was no basis for the claimant’s suspension without pay after all. It therefore means that the claimant’s suspension was wrongful and illegal. If that is the case is the claimant not entitled to be paid his salaries during the said period of his illegal suspension? The defendant had also argued that an employee who is on suspension is not entitled to wages because he has not worked for the period of suspension. To this the claimant countered that the said letter of suspension stated that he should be reporting daily to the Head of Audit and compliance Unit. And that during the said period he complied and was daily coming to the defendant’s office. The claimant also in evidence said he was always called upon during the said period of his coming to the defendant to come and make clarification and undertake some assignment and he was doing it with the hope that he will be recalled eventually which was never to be. This assertion of the claimant that he was reporting daily and undertaking assignments during this period was not rebutted by the defendant in evidence neither in the defendant’s submission. The law is settled that where evidence is led by a party to any proceedings as in the instant case and it is not challenged by the opposite party who had the opportunity to do so, it is open to the court seized of the proceedings to accept the unchallenged evidence before it. See Odunsi v. Bamgbala [1995] 1 NWLR (pt. 374) 641, Amayo v. Erinmwingbovo [2006] 11 NWLR (pt. 992) 699, Ogunyade v. Oshunkeye [2007] All FWLR (pt. 389) 1175 at 1192 – 1193 and Oluwatosin Joseph Omotilewa v. Allview Designs Limited, unreported Suit No. NICN/LA341/2013 a Judgment of this court delivered on 26th May, 2014. It is therefore my humble view that the defendant cannot be allowed at this point to say that the claimant is not entitled to wages because he never worked during the said period. If indeed the claimant was suspended indefinitely so as to allow for investigation as the defendant would want the court to believe, what was the need to ask the claimant to be reporting daily during the said period of his suspension and then without pay? Having found and held that the suspension of the claimant was wrongful, it remains to consider the legal consequences of the suspension and hence rights of the claimant. In Longe v. F.B.N. Plc (supra) the Supreme Court held inter alia that: “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. Under the common law, a term entitling the employer to suspend the employment of an employee will not be implied into the contract of employment”… A global reading of the cases on suspension will reveal that an employee suspended with or without pay, and whether indefinitely or for a period of time, remains an employee in service during the suspension period until the contract of employment is determined by the employer or until a decision about such an employee is taken one way or the other. See this court’s decision in Osamota Macaulay Adekunle v. UBA Suit No. NICN/IB/20/2012 unreported, a Judgment delivered on 21st May, 2014. See also Prof. Chioma Kanu Agomo’s book, Nigerian Employment and Labour Relations Law and Practice (Concept Publications Limited) Lagos 2011 pages 163 – 166. Since in this case the suspension of the claimant ran from 7th August 2009 till 27th April 2010 and since there is no document put in evidence to show that there is even a right on the part of the defendant to suspend the claimant whether indefinitely or not, the suspension of the claimant in this case must be read subject to the right of the claimant to his entitlements, if case law is anything to go by. For the present purpose therefore, I hold that the suspension of the claimant is wrongful. Consequently the claimant is entitled to be paid the backlog of his salary and allowances less whatever indebtedness the claimant may have to the defendant from 7th August 2009 to 27th April 2010 (a period of nine months) at the rate of One Million, Eight Hundred and Twenty Thousand, Fifty Three Naira per month (N1,820,053.00). In evidence the claimant disclosed his monthly salary to be N1,820,053.00. For the period between 7th August 2009 to 27th April 2010, which is a period of nine months, this sum of N1,820,053.00 will be multiplied by nine months the total salary will come to N16,380,477.00. I accordingly find and hold that the claimant’s entitlement for salary for the period of his suspension is N16,380,477.00 (Sixteen Million, Three Hundred and Eighty Thousand, Four Hundred and Seventy Seven Naira only). My decision on this issue is reinforced by the fact of the defendant’s pleadings is that the claimant was the Head of Oil and Gas Unit of Multinational and National Corporate Group of the defendant until April 27, 2010 when he was dismissed as admission that the claimant was still its staff up till the date of his dismissal. In resolving the germane issue of whether or not the claimant’s employment with the defendant was wrongfully or lawfully determined, it is apposite that the claimant had taken the required steps to plead relevant facts in line with the written contract of service and other documents if any which contains the terms of his employment. This is because it is the law that when an employee complains that his employment has been wrongfully determined as in this case, he has the onus of placing before the court the terms of the contract of employment before proceeding to prove the manner the said terms were breached by the employer. See Ibama v. SPDCN Ltd [2012] 4 NILR p. 83, Amodu v. Amode [1990] 5 NWLR (pt. 150) 356 at 370. In the case at hand, the claimant pleaded and led evidence before the court that his employment were governed by or that the terms of his employment which is the employment contract itself is governed by Letter of Employment as Senior Manager dated 4th August, 2003, letter of promotion to the post of Assistant General Manager dated 18th April 2006, letter of promotion to the post of Deputy General Manager dated 23rd January 2009, Ecobank Nigeria Plc’s Code of Confidentiality dated 4th August 2003, Patent and Confidential Information Agreement dated 4th August 2003, Ecobank Plc’s Code of Confidentiality dated 12th March 2004 and Ecobank Nigeria Plc’s Code of Confidentiality dated 12th March, 2004 signed by the claimant as Senior Manager and no more. I am in agreement with the claimant on this point that the claimant’s employment is not regulated or governed by Ecobank Group Human Resources Policies and Ecobank Rules of Business Ethics and Ecobank Anti-Money Laundering Policy. Also the said documents were neither adopted by the claimant nor incorporated by reference as terms of his employment and so it is the law that only the contract of service must regulate the rights interse of the parties and the court cannot look at any other document outside the terms stipulated and agreed between the parties to the contract in determining the respective rights and obligations of the parties. In Western Nigeria Development Corporation v. Abimbola [1966] 2 SCNLR 21, [1966] 4 NSCC 172, the Supreme Court held that the provisions of a contract of service binds the parties thereto and that it was outside the province of the court to look anywhere for terms of termination of the contract other than the agreement itself. In the instant case the claimant has a contract of service with the defendant. This contract is quite unequivocal in its terms regarding the provision for its determination. It is trite that this court in construing the relationship of the parties in a contract confine itself to the plain words and meaning which can be derived from the provisions containing the rights and obligations of the parties. The provisions for the determination and the terms of the contract of service as agreed between the parties is contained in the claimant’s letter of employment as Senior Manager dated 4th August 2003, letter of promotion to the post of Assistant Manager dated 18th April 2006, letter of promotion to the post of Deputy General Manager dated 23rd January, 2009 respectively; I so find and hold. See Nigerian Produce Marketing Board v. Adewunmi [1972] 1 All NLR (pt. 2.433) [1972] 11 SC11, Sule v. Nigerian Cotton Board [1985] 2 NWLR (pt. 5) 17 and Adegbite v. College of Medicine of University of Lagos [1973] 5SC 149. The next issue to be determined by this court is whether the dismissal of the claimant is wrongful and unjustifiable. On this the defendant’s position is that the claimant’s dismissal was valid, lawful and in accordance with the terms of his employment as the claimant was dismissed on grounds of conflict of interest in line with the defendant’s Human Resources Policy. The claimant on the other hand contends that his dismissal for conflict of interest and or professional misconduct is wrongful and unjustifiable. That in this case he was dismissed on 27th April, 2010 for professional misconduct bordering on conflict of interest and so the defendant has the legal burden to justify same which it has not done. The starting point for me on this issue is to examine the tenor of the dismissal letter issued to the claimant, and in so doing I need to first of all reproduce the said letter – April 27, 2010 Olasunkanmi Atoki (staff ID 998) Road 12, House 20, VGC, Lagos. Dear Olasunkanmi, DISMISSAL: CONFLICT OF INTEREST Please recall your involvement in the above matter. Your actions in that respect amount to professional misconduct. Under the bank’s disciplinary code, the above is sanctionable by dismissal from the bank’s employment. For this reason, you are hereby dismissed from the services of the bank from the date of this letter. Accordingly, kindly return the entire bank’s property in your possession including your staff identity card and cheque book to the Head, Human Resources. Yours sincerely, For: ECOBANK NIGERIA PLC Sgd. AKOSUA TWUM –BARIMA Ag. Head, Human Resources. By the tenor of the dismissal letter, the claimant was dismissed for conflict of interest and professional misconduct. Earlier on the claimant was placed on an indefinite suspension without pay which this court has found to be wrongful. The said suspension letter states: Mr. Olasunkanmi Atoki Multinational & National Corporate Group Ecobank Nigeria Plc Ajose Adeogun Street, Victoria Island, Lagos. Dear Mr. Atoki INDEFINITE SUSPENSION WITHOUT PAY This is to inform you that you are suspended indefinitely without pay from the date of this letter pending the conclusion of investigations into fraudulent activities in your unit. You are requested to report daily to the Head, Audit & Compliance Group until further notice. Yours faithfully, FOR: ECOBANK NIGERIA PLC Sgd. AKOSUA TWUM-BARIMA Ag. Head: Human Resources. CC: MD ED, Multinational & National Corporate Group Head, Audit & Compliance Group. I have endeavored to reproduce the claimant’s letter of Indefinite Suspension on grounds of fraudulent activities of the claimant of which the claimant was cleared after it was investigated by the Special Fraud Unit of the Nigeria Police Force and this court also has declared it wrongful. But in dismissing the claimant, the defendant now headed the dismissal letter, CONFLICT OF INTEREST and in the body of the said dismissal letter it gave professional misconduct as the reason for the dismissal of the claimant. The dismissal letter also referred the claimant to his involvement in the above matter i.e. matter of “Conflict of Interest” meanwhile the reason for the claimant’s suspension which ultimately resulted in his arrest and detention by the Police and then suspension was for fraudulent activities. That means the claimant was suspended for fraudulent activities but dismissed for conflict of interest and professional misconduct. The law is settled that an employer is not bound to give any reason for terminating an employee’s employment or for dismissing an employee. That where however an employer gives reason for terminating or dismissing the employee, the law places a duty on the employer to justify the reasons. In other words provided the terms of the contract of service between them are complied with, an employer is not bound to give a reason or cause for terminating the appointment of the employee. But where the employer gives reason for the cause of terminating or dismissing the employee, the law imposes on the employer the duty to establish the reason to the satisfaction of the court. Therefore the court can competently inquire into the reason why an employee’s appointment was determined once issues are joined by the parties on the reason for doing so. See Dudusola v. N.G. & Co. Ltd [2013] 10 NWLR (pt. 1363] p. 423, Fakuade v. OAUTH [1993] 5 NWLR (pt. 291) 47, I.J.A.B.U.H.M.B v. Anyip [2011] 12 NWLR (pt. 1260) p. 1, SPDC (Nig) Ltd v. Olanrewaju [2002] 16 NWLR (p. 792) p. 38, Comm. Onah v. NLC [2013] 33, NWLR (pt. 94) 104 at 155. In other words, once an employer gives a reason for the dismissal, he is stuck with the reason and the reason is subject to the test of plausibility. See the decision of this court in Vivian Ijeoma Okafor v. Ecobank Nigeria Plc unreported Suit No. NICN/LA/225/2012 a Judgment delivered on 6th June, 2014. In the instant case, the defendant gave reason for dismissing the claimant as conflict of interest and professional misconduct. But the question is has the defendant established the conflict of interest and professional misconduct to the satisfaction of the court? To this I will now turn to BLACK’S LAW Dictionary 8th Edition at p. 319 which defines conflict of interest as a real or seeming incompatibility between one’s private interests and one’s public or fiduciary duties. An allegation of conflict of interest against a person implies a situation where somebody places himself in a position where his personal interest conflicts with the interest of the person he is to protect or in an employment situation, it implies a situation where an employee places himself in a situation where his personal interest will conflict with that of his employer in his particular capacity. See Maja v. Stocco [1968] NMLR p. 372. On the other hand, allegation of professional misconduct against a person implies an offence against the rules and practice of the particular profession and the alleged misconduct can only be sustained after due investigation in which the person accused of professional misconduct is given an opportunity to defend himself, per Olatawura JSC of blessed memory in Atoyebi v. Odudu [1990] 6 NWLR (pt. 157), p. 400. In the case at hand, the allegations against the claimant was that while in the defendant’s employment, he was involved in conflict of interest with the defendant in that the claimant as a Deputy General Manager and Head of the defendant’s Oil and Gas Unit of Multinational & National Corporate Group, Incorporated Knox Energy Limited whose principal object is the business of petroleum. That Knox Energy Limited had at various times had business transactions with Matrix Energy Limited within the remits of the defendant’s Oil and Gas Units business and so the claimant’s activities amounted to a conflict of interest contrary to Clause 1206 of Ecobank’s Group Human Resources Policies and Clause 4.1.5 and 33 of Ecobank’s Rules of Business Ethics. Now going by the meaning of conflict of interest stated above, can we say that by the claimant’s act of shareholding in a company which deals in Petroleum Business amount to a conflict of interest with his employers? In other word if I may ask if Knox Energy Ltd which the claimant is a majority shareholder transacts business of petroleum, what is the object or core business of the defendant? Is Ecobank Nigeria Plc also an oil company? Is the defendant an oil exploration or oil retailing company? I am aware that the defendant is a commercial bank which general or core business is the acceptance of deposits from customers and granting of credit facilities to all manner of its customers as the case may be. So if Knox Energy Limited deals with the business of petroleum marketing, does Ecobank also engages in petroleum marketing? The answer to my mind is no. So if Ecobank is not an oil exploration or oil marketing company how can the claimant be accused of conflict of interest between Knox Energy Limited and the defendant? Assuming Knox Energy Limited is a commercial bank, finance house or mortgage bank or engages in the business of accepting deposits and granting credit facilities that would have been against the interest of his employers. Similarly there is no evidence before this court that the claimant used his position to advance credit facilities from the defendant in favour of Knox Energy Limited. As a matter of fact, it has not been shown that Knox Energy Limited even has an account with the defendant. As a matter of fact the claimant asserted that Knox Energy Limited did not operate any account nor had any business relationship with the defendant, neither did the said company diverted the defendant’s customers nor prospective customers. The defendant itself has frontloaded documents to show that Knox Energy Limited has accounts with Zenith Bank Plc and Finbank Plc but not Ecobank Nigeria Plc the defendant. It is therefore my humble view that since the defendant is not an oil prospecting or oil marketing company the allegation against the claimant of conflict of interest is not established. It is trite law that a limited liability company is a separate legal entity distinct from its owners as was held in the case of Salomon v. Salomon & Co. Ltd [1897] A.C 22. I therefore agree with the submission of the claimant’s counsel that the defendant cannot in its bid to establish misconduct against the claimant purports to ascribe the acts of Knox Energy Limited, a limited liability company to the claimant by arguing that the company is a sham. It is also my humble view that the defendant has failed to point to the actual acts of the company which are capable of putting the claimant in a position of conflict of interest in the discharge of his duties as an employee of the defendant. My finding on this is that the defendant did not establish any conflict of interest as it has not been shown that the claimant while in the employment of the defendant diverted existing customers of the defendant to Knox Energy Limited or was engaged in deposit mobilization and collection and general banking business. As regards acts of professional misconduct against the claimant, the defendant did not lead evidence to establish the type of professional misconduct which the claimant breached. And the law is that any averment that is not proved goes to no issue. Therefore the allegation of professional misconduct to which was alleged against the claimant is hereby dismissed and I so hold. As to whether the claimant influenced the grant of credit facilities to Dol-Praises International Limited, there is no evidence that the credit facility was single handedly influenced by the claimant as DW1 under cross examination answered as follows: “Yes, I agree that the defendant has one of the best transparent and independent credit processes in the banking industry. It is correct that before the grant of any facility to a customer, the customer must meet the banks credit risk process. Yes, accounts are directly managed by accounts officers and Relationship Managers. The Relationship Manager recommends facilities based on their objective assessment of the customer risk profile. Then it will be sent to the credit risk department for assessment then to the Credit Committee members where the members will further assess it. The Chief Risk Officer will then sign that it has gone through the process. Even the M.D cannot sign alone except with the concurrence of the Chief Credit Officer.... No the system is full proof, it is a system that cannot be compromised. Even if the M.D recommends anybody it will still go through the process…” I am of the view that based on the above statements of DW1 that no single person can influence the grant of loan to a particular customer in the defendant’s bank. I therefore do not agree with the submission of the defendant’s counsel that the claimant influenced the grant of loan to certain customers of the defendant. As to whether this court can declare that the claimant’s dismissal is illegal, unconstitutional, null and of no effect, here I agree with the submissions of the defendant’s counsel that the relationship between the claimant and the defendant is that of master and servant without more. There are plethora of authorities that it is only in situations where an employee’s contract of employment is governed by statute that a court can declare such termination or dismissal unlawful or null and void. See Imoloame v. WAEC (supra), Shell Pet. Dev. Co. Ltd v. Lawson-Jack (supra), NNB v. Osunde (supra). In the instant case since the claimant is not a statutory employee this court cannot declare his wrongful dismissal from his employment null and void and I so hold. Having found and declared that the claimant was wrongfully dismissed, the next issue is the quantum of damages to be awarded in the claimant’s favour. Here, the claimant’s counsel urged the court to award damages over and above the one month’s salary in lieu of notice in view of the damage caused by the said dismissal to the claimant’s reputation and his prospect of getting another job in the banking industry where he hitherto worked. The defendant’s counsel on the other hand submits that in the event that the claimant’s dismissal is found to be wrongful, the claimant will only be entitled to one month’s salary in lieu of notice as damages for his wrongful dismissal. The cardinal principle I need to consider in the instant case in determining this very issue is the effect of the action of the defendant on the personality or the professional career and integrity of the claimant in this whole scenario. The issue to note here is that when an employer wrongfully dismisses an employee on ground of professional misconduct and conflict of interest in circumstances as this, it puts a stigma on the career of the said employee thereby limiting the employee’s prospect of securing another job. I liken dismissal to death penalty or conviction in criminal adjudication. With dismissal, an employee has nothing to claim from his former employer no matter for how long he has served. With dismissal, a career and reputation is destroyed almost permanently and with ignominy and public ridicule. See Ojo Temitope Ezekiel v. Germaine Auto Centre Limited unreported Suit No. NICN/LA/378/2012, a Judgment of this court delivered on 19th May, 2014. Dismissal is also a punitive disciplinary measure and depending on the contract of employment, very often entails a loss of terminal benefits. It also carries an unflattering opprobrium to the said employee. In the instant case the claimant was publicly arrested by the Police on the instructions of the defendant, his house was searched in broad day light, he was detained, suspended without pay on allegation of fraudulent activities before he was dismissed from the service of the defendant. These are allegations which carry with it some stigma on the character and reputation of the claimant which has equally jeopardized his chances of securing another employment in the banking industry. This is more so that in the Nigerian Banking Industry, it is customary for the names of dismissed staff be circulated to the Central Bank of Nigeria and indeed to all banks operating in this country so as to make it difficult if not impossible for such persons to secure employment or obtain favourable references. To put it in another way, this infamy and unfaltering opprobrium like I said earlier is worse in the banking sector given that it is a sensitive sector. In Andrew Monye v. Ecobank Nig. Plc unreported Suit No. NIC/LA/06/2010, the Judgment of which was delivered on October 6, 2011, this court held as follows – “That the claimant’s employment, an employment in a sensitive sector like the banking sector, was terminated with immediate effect suggests that he must have something wrong”. Also in Industrial Cartons Ltd v. NUPAPPW [2006] 6 NLLR (pt. 15) 258 this court held that where the reason given for the termination of an employment is incorrect, the payment of one month’s salary in lieu of notice will be grossly inadequate as compensation. In that case this court on that ground went on to award six months’ salary as due compensation. Section 19 (d) of the National Industrial Court Act 2006 empowers this court to make an award of compensation or damages in any circumstance contemplated under the Act or any other act of the National Assembly dealing with any matter this court has jurisdiction to hear. The case of Andrew Monye v. Ecobank Plc (supra) simply reinforces my view that the dismissal of the claimant by the defendant was wrong, unlawful and hence wrongful. See Joseph Chidubem Nwachukwu v. Mainstreet Bank Limited (formerly known as Afribank Nig. Plc & International Bank for West Africa Ltd) unreported Suit No. NIC/LA/184/2011 a Judgment of this court delivered on 17th July, 2013. In this case the claimant was dismissed on an allegation of conflict of interest and professional misconduct which I have found and held is not proved. I am of the humble view that in the instant case the dismissal of the claimant carries with it some stigma on his character, infamy and career stigma, I am therefore persuaded to award substantial damages far beyond the normal period of notice. My view in this regard is anchored on the case of British Airways v. Makanjuola [1993] 8 NWLR (pt. 311) at 289 where it was held interalia that where determination of employment carries with it some stigma on the character of the employee, for which he shall be entitled to substantial damages for the period of the notice required. See also Irem v. Obubra District Council [1956 – 1960], NSCC p. 16. In the circumstance, I hereby award four months salary as damages to the claimant for wrongful dismissal of his employment, that is N1,820,053.00 which is the claimant’s monthly salary multiplied by four which gives a total sum of N7,280,212.00 (Seven Million, Two Hundred and Eighty Thousand, Two Hundred and Twelve Naira only). See also the following decisions of this court relied on in support of this: Industrial Cartons Limited v. National Union of Paper and Paper Converters Workers [1980 – 1981], Nigerian Sugar Company Limited v. National Union of Food, Beverages and Tobacco Employees (Suit No. NIC/13/78 delivered on 17th January, 1979), National Union of Textile, Garment and Tailoring Workers v. Nigeria Kraft Bags Limited (Suit No. NIC/8/78 delivered on 12th February, 1979) and Grizi (Nig) Limited v. Grizi (Nig) Limited Group of Companies Workers Union (Suit No. 12/78). See also Professor C.K. Agomo: Nigerian Employment and Labour Relations Law and Practice, published by Concept Publications Limited, Lagos, 2011 pages 193 – 194. Having found and held that the claimant’s dismissal is wrongful, the act of the defendant in this case shows an intention to determine the employment relationship with the claimant. Since this is a contract of master and servant in which specific performance will normally not be ordered. This is so as not to create a situation whereby an employee will be foisted upon an unwilling employer. I hereby substitute the verdict of dismissal with that of termination with effect from the 27th April, 2010. The claimant’s dismissal is therefore set aside. Finally, I believe that these three issues have adequately addressed all the diverse issues raised by the parties in this case. I find and resolve them in favour of the claimant. The claimant’s case therefore succeeds. On the whole and for the avoidance of doubt, I hold and declare as follows: (1) The suspension of the claimant by a letter dated 7th August, 2009 is hereby set aside. (2) The dismissal of the claimant as contained in the defendant’s letter dated 27th April, 2010 is wrongful and is hereby set aside. (3) It is hereby ordered that the dismissal of the claimant is accordingly changed to Termination with effect from 27th April, 2010. (4) The defendant shall pay to the claimant his monthly salaries of N1,820,053.00 (One Million, Eight Hundred and Twenty Thousand, Fifty Three Naira only) per month for the period of his suspension from 7th August, 2009 to 27th April 2010, a period of 9 months which total is N16,380,477.00 (Sixteen Million, Three Hundred and Eighty Thousand, Four Hundred and Seventy Seven Naira only) (5) The defendant shall pay the claimant four months’ salary as Damages for his wrongful dismissal that is N1,820,053.00 per month which totals N7,280,212.00 (Seven Million, Two Hundred and Eighty Thousand, Two Hundred and Twelve Naira only). (6) Cost of this proceedings is assessed at N100,000.00 in favour of the claimant. (7) The alternative reliefs claimed by the claimant are hereby refused. These orders are to be complied with not later than 30 days of this Judgment. Judgment is entered accordingly. …………………………………… Hon. Justice J. T. Agbadu Fishim Presiding Judge