Investigative Report: Attempt to Take Over Nestoil/Neconde’s OML 42 Interest Revealed

In a high-stakes debt recovery suit involving unverified claims exceeding $1.01 billion and N430 billion, Justice Dehinde Dipeolu of the Federal High Court, Lagos, issued broad orders that froze the bank accounts, shares, and assets of Nestoil Limited and its affiliates, sparking new controversy.

Judge Dipeolu issued broad orders prohibiting Nestoil Limited, Neconde Energy Limited, and other Nestoil affiliates from managing their bank accounts or dealing with money, shares, or assets held in any Nigerian financial institution in a decision on an ex parte motion dated October 15, 2025, and filed on October 20.

Neconde Energy Limited is at the center of the controversy. It has criticized its inclusion in the Mareva and receivership orders that FBNQuest Merchant Bank Limited and First Trustees Limited secured, calling them unjust, repressive, and an obvious example of judicial overreach.
In the meantime, in an effort to reverse the broad ex parte court orders, Glencore Energy UK Limited, Fidelity Bank Plc, Mauritius Commercial Bank Limited, and the Africa Finance Corporation (AFC), generally referred to as Senior Lenders, have filed petitions to be joined as defendants.

The Senior Lenders requested that the Court set aside or modify the ex parte decisions of October 22, 2025, through their attorney Olufemi Oyewole (SAN). They claimed that these orders jeopardized their security interests in Neconde’s activities and assets.
They contended that the Senior Secured Medium-Term Facility Agreement, dated April 27, 2016, under which Neconde secured a $640 million syndicated loan, was not disclosed by the plaintiffs in their evidence.

They further stated that the Deed of Charge dated December 8, 2022, which the plaintiffs used to obtain the ex parte orders, was defective and unenforceable against Neconde because it was only registered against Nestoil Limited and not Neconde Energy Limited.

FBNQuest’s charge “shall rank in all aspects subordinate and subject to the charges and assignments constituted by the Neconde Senior Security Documents,” according to Clause 3.4 of the Deed of Charge.
In order to prevent future interference with Neconde’s assets while the substantive suit was being decided, they sought the Court to remove or modify the interim orders.

They claimed that Neconde was unable to fulfill its obligations to the Senior Lenders due to the interim orders, which could result in default events and insolvency actions with extremely disruptive outcomes.
When the matter was heard on Friday, November 7, 2025, Justice Dipeolu disclosed that he had received the petition regarding his handling of the case and related cases that had been forwarded to the Federal High Court Chief Judge.
After that, he put a halt to the proceedings until the Chief Judge gave him the go-ahead to either continue or recuse himself.

In two related cases, FBNQuest Merchant Bank & Anor v. Nestoil Ltd & Ors (FHC/L/CS/2127/2025) and Aries Energy v. Neconde Energy & Ors (FHC/L/CP/1439/2025), the petitions charged the judge with judicial misconduct and careless issue of broad ex parte Mareva rulings.

The petitioners claimed that Judge Dipeolu issued receivership and freezing orders without first confirming who owned a number of properties, including Nestoil Tower, which they claimed belonged to non-plaintiff third parties.
Additionally, they claimed that he violated the preservative nature of interim injunctions by issuing freezing and receivership orders against Neconde without any justification and by giving the Nigerian Navy and Department of State Services (DSS) permission to help a receiver enforce civil orders and sell crude oil from OML 42.

To maintain public trust in judicial impartiality, they called on the National Judicial Council to look into the issue and the Chief Judge of the Federal High Court to transfer all relevant cases to a different judge.
Additionally, Neconde has submitted court documents asking the court to revoke the ex parte orders.
It claimed that the current lawsuit, which was filed against it in Suit No. FHC/CP/1439/2025: Aries Energy & Petroleum Company Limited v. Neconde Energy Limited, Gobowen Exploration and Production Limited, Dr. Ernest Azudialu, and Bridge H&T Limited, is jurisdictionally incompetent because it is being wound up before the Federal High Court, Lagos.

The firm argued that, in accordance with the provisions of the Companies and Allied Matters Act (CAMA) 2020, once a company is being wound up by the Court, any disposition of its property—including things in action, share transfers, or changes to members’ status—will be null and void unless the Court orders otherwise.
They additionally argued that, absent a court order, any attachment, sequestration, distress, or execution enforced against the estate of a firm in liquidation would likewise be void.

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Neconde, a significant independent oil producer in OML 42, insisted that it was not aware of the syndicated loan arrangement that served as the foundation for the lawsuit and was not owed to the plaintiffs.
The company’s attorneys claimed that its inclusion had essentially stopped its daily production of more than 40,000 barrels of crude oil and amounted to improper interference with third-party rights.

Given that Neconde is already the focus of ongoing winding-up proceedings before the same Federal High Court, they argued that the ex parte orders were overly wide and issued without jurisdiction.
Nestoil and its affiliates, the other defendants, have also filed a move to vacate the orders, claiming they were acquired via the suppression of material information and are unconstitutional.

They claimed that the plaintiffs had misled the court into issuing unusual, far-reaching orders without consulting the impacted parties by neglecting to provide complete and honest disclosure prior to obtaining the ex parte orders.
In contrast to established legal norms regulating ex parte reliefs, which are meant to be temporary and preservative, their lawyer said that the plaintiffs’ actions were “profoundly hasty and desperate.”

They contended that since the purported debts had been adjusted via a Common Terms Agreement (CTA) signed in December 2022, there was no need to freeze accounts or seize assets.
They claimed that because the CTA rescheduled repayments over a ten-year period starting in December 2021, the current lawsuit is premature and violates its reconciliation clause.

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The defendants insisted that only a forensic reconciliation could ascertain the true financial condition, and they further accused FBNQuest of neglecting to submit statements of account for more than three years despite repeated written demands.
They said that Nestoil Towers, a significant landmark on Akin Adesola Street, Victoria Island, is an immovable and secure property, negating the need for the severe order, and they claimed that the plaintiffs’ claims were inflated with unlawful and unreasonable costs.
Additionally, they contested the plaintiffs’ appointment of a receiver/manager, arguing that the nominee was not registered with the Corporate Affairs Commission (CAC) as required by CAMA 2020.

The companies cautioned that if the orders were upheld, operations would be paralyzed, directors’ personal accounts would be frozen, and Neconde’s oil output would suffer catastrophic losses that would also have an impact on the Federal Government’s earnings from crude oil exports.
Industry sources cautioned that the ongoing legal dispute might further undermine investor trust in Nigeria’s domestic oil industry and interrupt oil production in OML 42, which used to produce over 250,000 barrels per day in the 1970s.