U.S. firms battle NNPC, CAC over ownership of Pan Ocean Oil

13 September 2014 – Interocean entities, comprising Interocean Oil Development Company (Nigeria) and Interocean Oil Exploration Company (Nigeria), companies incorporated under the laws of Delaware in the United States, have dragged the Nigerian National Petroleum Corporation (NNPC), Corporate Affairs Commission (CAC) and one Dr. Festus Fadeyi to both the Federal High Court in Lagos and the Court of Appeal, also in Lagos, over the ownership of Pan Ocean Oil Corporation of Nigeria (Panocean).

Pan-Ocean-Oil-CorporationThe two companies, which were acquired and developed by the late Dr. Vittorio Lecca Ducagini Fabbri, also dragged the NNPC and others to the International Centre for Investment Disputes in Washington (ICSID) over the same dispute. The Washington-based ICSID is a specialised agency of the World Bank and one of the objective cases at the ICSID, according to the Interocean entities, is the reinstatement of the Interocean entities as the lawful owners of Panocean.

ICSID was set up to facilitate the resolution of disputes between investors and the signatory countries to the ICSID Convention.

Nigeria is a signatory to the ICSID Convention, which has also been ratified by the National Assembly.

Panocean is the operator of Oil Mining Lease (OML) 98, a joint venture between Panocean and the federal government, through the NNPC.

The Interocean entities, which are foreign investors in the Nigeria’s oil and gas industry, are insisting that they are the beneficial owners of the 40 per cent stake in OML 98, while the NNPC owns the remaining 60 per cent.

In a suit Number FHC/L/CS/1393/2011 at the Federal High Court and another suit at Court of Appeal, Number CA/L/530/2014 filed by the late Fabbri’s Estate, the Interocean entities are alleging that the NNPC and the other parties in the suits are involved in “the illegal dilution, take-over and or expropriation of the late Dr. Fabbri’s legitimate interests in Panocean in violation of extant Nigerian and international law.”

In the legal notice, which was published in the Financial Times yesterday, the Estate of Fabbri alleged that the illegal action of the NNPC, CAC and Fadeyi was to compel the “Interocean entities to surrender their interest in OML 98 and other assets of Panocean.

“Until the activities, which led to the court action, the Interocean entities were the only lawful shareholders of Panocean.”

Fabbri’s Estate and Executor insisted that they remained the ultimate owner of the beneficial interest in Panocean, stressing that the Interocean entities would continue to reserve their right to contest dealings with Panocean as may become necessary.

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