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By Christopher Oji
Nigeria’s minister of industry, trade and investment, Jumoke Oduwole, has received a petition by two Abuja-based firms, Jonah Capital Limited and Houses for Africa Limited, to probe the activities of Corporate Affairs Commission (CAC).
Petitioning on behalf of the two firms, Ghanaian investor, Samuel Esson Jonah, KBE, asked the Nigerian trade minister to investigate the “unlawful expropriation of shares, extrajudicial removal of directors and retrospective invalidation of corporate filings” by the CAC registrar-general.
In the petition, dated December 8, 2025, Jonah accused the CAC of unilaterally reversing nearly two decades of corporate records relating to Jonah Capital Nigeria Ltd and Houses for Africa Nigeria Ltd.
He noted that these actions have destabilised ownership, management and ongoing litigation surrounding the companies.
According to the petition, CAC allegedly “reverted the status of the company to ‘incorporation’, “which is 2006 in the case of Jonah Capital and 2007 in the case of Houses for Africa Nigeria Ltd,” despite the fact that only “three filings were in contention” and those filings are already before the Federal High Court.
The business investor stressed that CAC was fully aware of the pending court actions, stating that CAC had been “duly served with the originating processes and motion for interlocutory injunction weeks before the administrative actions complained of were taken.”
In a strongly-worded statement, Jonah argued that the actions of the CAC amount to a constitutional breach.
“The law is settled that issues revolving around corporate governance and disputes arising from it fall exclusively within the jurisdiction of the Federal High Court, pursuant to Section 251(1)(e) of the 1999 Constitution,” he wrote, adding that “judicial powers are vested in the courts to determine disputes between persons and authorities.”
He further accused CAC of overstepping its authority by “inviting disputing parties, unilaterally cancelling filings, altering directorship records and expropriating shareholdings,” actions which he said “constitute the exercise of judicial powers that the Constitution exclusively vests in the courts.”
Jonah noted the man at the helms of CAC, Hussaini Ishaq Magaji, being a Senior Advocate of Nigeria, ought to have known better. “Once a party is served with an application for injunction, that party must maintain the status quo and refrain from taking any step capable of foisting a fait accompli on the court,” the petition stated.
The petition warned of severe commercial consequences arising from the CAC’s actions, particularly concerning investments linked to River Park Estate.
Jonah said the administrative decisions could lead to “potential economic losses of an unprecedented scale,” disrupt banking relationships and weaken the companies’ legal standing in ongoing lawsuits.
“In the pending civil matters… my company may now be incapable of defending itself due to the registrar-general’s actions,” he wrote, warning that the adverse party in the dispute could be “artificially positioned as both plaintiff and defendant.”
He also claimed the CAC’s decision effectively handed “administrative victory to one side of a dispute that is already before the court.”
Jonah highlighted what he described as regulatory inconsistency, noting that, in 2023, the CAC directed companies with foreign participation to raise their share capital to ₦100 million, a directive his companies promptly complied with.
“By cancelling filings dating back to almost two decades, the companies have now been placed in automatic default of CAC’s own requirement,” he said, adding that the companies are now exposed to “penalties and operational disruption.”
The petition also raised concerns about staff welfare, warning that the actions of the CAC “expose our staff (local and foreign) to the risk of wrongful termination by the individuals whom Mr. Magaji has now purportedly installed as the management of the companies.”
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Jonah, therefore, urged the minister to intervene decisively.
“I respectfully urge you to use your good and esteemed office to direct the registrar-general to immediately reverse the administrative action purporting to restore the company’s status retroactively to the date of incorporation,” he appealed.
Last weekend, it was reported that the Office of the Attorney-General of the Federation and Minister of Justice, Lateef Fagbemi, SAN, intervened in the River Park Estate crisis in Abuja, ordering the Corporate Affairs Commission to temporarily suspend corporate actions relating to the companies involved, pending a full review of police investigation files.
It was alleged that Magaji, however, defied the directive in a letter dated September 24, 2025, and signed by the Permanent Secretary of the Federal Ministry of Justice, B.E. Jedy-Agba (Mrs).
Jedy-Agba had said, “The Honourable Attorney-General of the Federation and Minister of Justice is currently reviewing the case file received from the Nigeria Police Force concerning allegations of forgery and fraudulent activities as it pertains to Jonah Capital Nigeria Limited and Houses for Africa Nigeria Limited.”
The letter, stamped received on September 25, 2025, formally requested that CAC “place a caveat to preserve the records of Jonah Capital Nigeria Limited (RC:669754) and Houses for Africa Nigeria Limited (RC:729760)” to ensure that no further corporate actions are taken while the Attorney-General completes his review and provides legal advice.
The directive comes amid intense legal and criminal proceedings tied to allegations of corporate fraud and forgery related to the development and ownership of River Park Estate, Lugbe, Abuja.
Meanwhile, the Federal Capital Territory High Court had also ordered all parties in the case to maintain the status quo on the disputed land, effectively halting development and transactions on the property while proceedings continue.
It was also reported that the
House of Representatives formally received a petition to investigate the unlawful tampering with the corporate records of Jonah Capital Nigeria Ltd and Houses for Africa Nigeria Ltd by Magaji.
The petition had been presented to the House of Representatives by Hon. Muktar Tolani Shagaya, from the Ilorin West Federal Constituency of Kwara State.
Speaking during the plenary presided over by Hon. Benjamin Kalu, the Deputy Speaker, Shagaya had said, “Mr. Speaker, I rise this morning to lay a petition before this Honourable House, signed by Kojo Mensah Ansah.
“The petition is on the unlawful expropriation of shares, extrajudicial removal of directors, and retrospective invalidation of corporate filings of Jonah Capital Nigeria Ltd. and Houses for Africa Nigeria Ltd. by the registrar-general of the Corporate Affairs Commission, Mr. Hussaini Magaji, SAN. I seek the leave of the House to lay this petition.”
The Speaker then replied, “Honourable Shagaya, the leave is hereby granted, you may now lay the petition.”
In an official statement on Saturday, the CAC claimed that it never illegally tampered with the records of any company.
The long-running ownership dispute surrounding Abuja’s multi-billion-naira River Park Estate escalated into a full-blown corporate and regulatory crisis.
This followed allegations that Magaji illegally expropriated shares of JonahCapital Nigeria Ltd and Houses for Africa Nigeria Ltd and reassigned them to rival claimants in the land ownership dispute.
