Dangote Cement Plc vs Kogi State Government; It is Beyond Tax, Levies

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The fight is not even about taxes or levies or the atrocious lack of corporate social responsibility (CSR) as all of you are supposing – even though all join.

It is a fight for justice, and a claim for rights long and unlawfully denied. It is about ownership, about stolen shares or fraudulently withheld securities belonging to the Great People of Kogi State.

You see, the entity today known as Dangote Cement Plc via change of name at the Corporate Affairs Commission was formerly Obajana Cement Ltd – a company wholly founded and 100% owned by the Kogi State Government long before Dangote Cement Plc came into the State.

Even after the Federal Government of Obasanjo concessioned the mining rights to the conglomerate as core investor, Kogi State was recognized in the shareholding structure, having several commissioners on the Board in their official capacities, all representing the interests of the People.

Then one day, in and around the time of the change of name to Dangote Cement Plc, Kogi State disappeared from the new shareholding overnight. Even if you call it a merger or acquisition or even a chimera born of both, shouldn’t the state’s shares be adjusted, reflected in the new company’s shareholdings and kept for her?

Abeg, those of you in legal practice and financial services, does a change of name at CAC, without more, extinguish shareholdings? 

So, where are the shares? How does a State which started out as the founder and owner of a business enterprise, one sited in her domain to boot and whose operational footprints impact so heavily on her people and public resources, end up having nothing at all – without any due process of law?

I have personally visited CAC, SEC and NGX – no registration or filing of the statutory instruments for the sale, transfer or transmission of such shares.

With over 15 years of private legal practice under my belt at the time, and much of it in and around the CAC HQs at Abuja, I have personally pored through the several files of Obajana Cement Ltd cum Dangote Cement Plc (where they exist) at the CAC and those other entities named above – no sign that any form of extinction level corporate event known to our laws occurred to extinguish Kogi State’s shareholdings and vest same in the Dangote conglomerate, by whatever way known. 

I have conducted search at the Kogi State House of Assembly and scrutinized back resolutions dating way before 2016 when Yahaya Bello firdt became Governor of the Kogi State.  Again, no sign that any form of extinction level legislative event by The House  (which must, by law, approve such a deal) that is known to our laws occurred to extinguish Kogi State’s shareholdings and vest same in the Dangote conglomerate, by whatever way known.

I cannot deny or affirm the suggestion that one or two high-ranking officials of the Kogi State Government in the soulless past might have purportedly dealt with those shares in manners ultra vires their executive offices. Whether they did or did not, anyone relying on those actions, especially a mighty international conglomerate with an army of sharp and eagle-eyed lawyers and accountants, must have been dense to think they can get away with such unlawful wheeling and dealing.

Put simply, a house-boy cannot validly sell his master’s shares or lands or similar assets without lawful authorisation, even if he is put in physical custody of the original documents – simply because the law is fixed on how title in those classes of assets can be properly alienated. And never be deceived, despite all the bravado and larger-than-life posturings, State Governors and their appointees are houseboys and housegirls to the people and the state where they hold sway. 

In conclusion, Dangote Cement Plc is one of the most profitable companies in Africa, declaring hundreds of billions of naira annually as net profit. ‘Net profit’ means profit after payment of taxes and other outgoings to the national governments, state governments/other entitlees.

There is also no dispute that the cement factory at Obajana in Kogi State is her flagship and largest cash cow. Where then is the nearly 2 decades of combined dividends, rights issues and other earnings belonging to Kogi State?

For nearly 5 years now since these matters started coming to light under this Administration which is not interested in kickbacks, inducements or personal deals, Governor Yahaya Bello has gone about this dispute the gentleman’s way.

He has met with all significant other top-notchers of the company – negotiating, demanding, courting and otherwise trying to recover what belongs to his people – all rebuffed.

Sometimes, when the noise threatens to become too public or some powers above intervene, the company donates something to some effort in the state that is NOTHING compared to what belongs to the state by right which is has been taken away from them.

What Kogi State has now said to Dangote Cement Plc is that nobody wants your charity, we just want our assets. Everything that has been stolen must be returned – good measure, pressed down and shaken together. Full stop.

Reportedly, Dangote has since brought in an army from above to reopen her factory, but that is expected when impunity is a known capitalist. But there is a saying from the South East of Nigeria:

‘When the person holding aloft what belongs to a crying child becomes tired, he will be forced to bring down his arms and the child will take back his property.’

Let’s watch and see.

– Moses Okezie-Okafor
Director General, Research & Development
Kogi State Government

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