IN THE NATIONAL INDUSTRIAL COURT OF NIGERIA

IN THE GOMBE JUDICIAL DIVISION

HOLDEN AT GOMBE

BEFORE HIS LORDSHIP, HON. JUSTICE MUSTAPHA TIJJANI

JULY 24, 2026  

SUIT NO: NICN/GMB/005/2025

BETWEEN:

NIGERIA SOCIAL INSURANCE TRUST FUND MANAGEMENT BOARD (NSITF) ...........................................                        . CLAIMANT/RESPONDENT

AND

PEN RESOURCE ACADEMY ................................ DEFENDANT/APPLICANT

APPEARANCE S

Ramadan Hassan Aliyu, Esq. — for the Claimant/Respondent.

Sule Yusuf, Esq. (with Abubakar Ahmed, Esq. And M.B. Usman, Esq.) — for the Defendant/Applicant.

 JUDGMENT

A. INTRODUCTION

This Court is currently considering two matters. The first, both in terms of filing date and logical precedence, is the Notice of Preliminary Objection submitted on 14th November 2025 by the Defendant/Applicant, Pen Resource Academy. This objection questions the validity of the suit and the Court's authority to hear it. The second matter is the substantive Originating Summons, dated 27th September 2025 and filed on 30th October 2025 by the Claimant/Respondent, Nigeria Social Insurance Trust Fund Management Board (“NSITF” or “the Board”). This summons requests the Court to interpret and apply specific sections of the Employees’ Compensation Act, 2010 (“the ECA” or “the Act”), namely Sections 32(1)(c), 33, 39, 40, 53, 54, and 73, and to subsequently grant declaratory and monetary reliefs against the Defendant.

It is a well-established principle, acknowledged by both parties, that jurisdiction forms the foundation of any court's authority to adjudicate. When an objection to jurisdiction is raised, it must be addressed before the court can examine the merits of the case. A court lacking jurisdiction, regardless of how well it conducts proceedings, is essentially engaging in a nullity, as illustrated in Madukolu v. Nkemdilim (1962) 2 SCNLR 341, a case cited by both parties to support their differing conclusions. Consequently, this ruling first addresses the Preliminary Objection before, if necessary, considering the merits of the Originating Summons.

B. FACTS

The Claimant's case, as detailed in the affidavit by Josephine Emmanuel Saura sworn on 30th October 2025, and further supported by an additional affidavit sworn on 19th December 2025, asserts that the Defendant runs a school named Pen Resource Academy located on Yemi Osibanjo Street, New GRA, Gombe. The Defendant employs staff, thus qualifying as an "employer" under Section 73 of the ECA. The Claimant alleges that since July 2011, the Defendant has not provided payroll details nor remitted the mandatory 1% monthly payroll contribution to the Employees’ Compensation Fund, violating Sections 33(1) and 39 of the Act. Following an inspection, a debt of N1,116,390.13 was identified, and a demand letter (Exhibit NSITF 1) was issued to the Defendant around 16th July 2025. Additionally, a previous demand was linked to an inspection completed in November 2023, with a demand letter dated 22nd November 2023. The Defendant suggested settling the debt with monthly payments of N50,000.00, which the Claimant declined, preferring N200,000.00 monthly. A Pre-Legal Action Notice (Exhibit NSITF 3) dated 25th September 2025 was issued before this suit was filed.

The Court observes, without reaching a conclusion at this point, that there are discrepancies in the dates and figures presented in the Claimant's various affidavits. For example, the debt is stated as N1,116,390.13 in the Originating Summons and its supporting affidavit, while the Reply on Points of Law mentions an original assessed amount of N1,466,390.13, which is said to have been reduced through instalment payments. Additionally, there are differing references to a decision or assessment dated either 18th July 2025 or 18th November 2023. These inconsistencies affect the credibility of the evidence regarding the quantum, which is further discussed below. However, in the Court's opinion, they do not undermine the fundamental and consistently asserted claim that the Defendant is accused of failing to meet a longstanding statutory contribution obligation.

 

On 14th November 2025, the Defendant submitted a Memorandum of Conditional Appearance, explicitly under protest, and concurrently filed a Notice of Preliminary Objection. This was supported by an affidavit from Musa A. Babayo, the Defendant's Accountant, sworn on 21st November 2025. The Defendant argues that: (i) "Pen Resource Academy" is merely a business name lacking legal personality and cannot be sued; (ii) the correct corporate entity managing the school has not been included in the suit; (iii) the claim involves a disputed monetary amount with contested penalties and interest, making it unsuitable for resolution via Originating Summons; and (iv) the lawsuit is premature, as it was filed on 30th October 2025, before the 180-day period for the Defendant to appeal to the Board under Section 55(1) and (2) of the ECA, which expires on 14th January 2026, following a decision made on 18th July 2025. Additionally, the Defendant's Counter-Affidavit to the main suit reveals that it has made partial payments totaling N350,000.00 (in amounts of N150,000.00 and N200,000.00) and proposed a further monthly installment plan of N50,000.00, which is intended as a gesture of good faith "pending the exercise of right of appeal" and not as an acknowledgment of the debt as calculated by the Claimant.

The Claimant submitted a Counter-Affidavit opposing the Preliminary Objection, which was sworn by Josephine Emmanuel Saura on December 19, 2025. This document included a Certificate of Registration from the Corporate Affairs Commission (CAC) under Part A of the Companies and Allied Matters Act, indicating that the Defendant was registered as RC961059 on June 20, 2011 (Exhibit A). Additionally, a demand letter allegedly served to the Defendant on November 22, 2023, was presented (Exhibit B). The Claimant argues that the Defendant's acknowledgment of a partial payment of N350,000.00 in its Counter-Affidavit contradicts the claim that the underlying debt is genuinely disputed. Furthermore, it asserts that there is no formal Board "decision" under appeal that would trigger the 180-day period specified in Section 55, as the demand is based on an inspection and estimate.

C. SUMMARY OF THE PARTIES’ WRITTEN ADDRESSES

(i) On the Preliminary Objection

Learned Counsel for the Defendant/Applicant contends that the suit is fundamentally flawed because a business name, lacking legal personhood, cannot initiate or be subject to legal proceedings. This argument is supported by references to Agbonmagbe Bank Ltd. v. General Manager, G.B. Ollivant Ltd. (1961) All NLR 116 and Registered Trustees of Apostolic Church v. Oloworeni (1990) 6 NWLR (Pt. 158) 514. Furthermore, Counsel argues that, according to Order 3 Rule 17(1) of the National Industrial Court of Nigeria (Civil Procedure) Rules, 2017, and cases such as Doherty v. Doherty (1968) NMLR 241 and Famfa Oil Ltd. v. A.G. Federation (2003) 18 NWLR (Pt. 852) 453, Originating Summons should only be employed when facts are not in dispute. In situations where claims involve specific, contested amounts, along with disputed penalties, interest, and partial payments, pleadings and oral evidence are necessary due to the adversarial nature of such claims. Lastly, Counsel asserts that the Claimant's action is premature and constitutes an abuse of process, as the 180-day statutory review period under Section 55(1) and (2) of the ECA was not observed before filing the suit. This argument is supported by Madukolu v. Nkemdilim (1962) 2 SCNLR 341 and Eguamwense v. Amaghizemwen (1993) 9 NWLR (Pt. 315) 1, indicating that a prerequisite for jurisdiction has not been met.

Learned Counsel for the Claimant/Respondent, referencing Fawehinmi v. N.B.A. (No. 2) (1989) 2 NWLR (Pt. 105) 558, Ibrahim v. Judicial Service Commission (1998) 14 NWLR (Pt. 584) 1, and A.G. Rivers State v. A.G. Akwa Ibom State (2011) 8 NWLR (Pt. 1248) 31, argues that the Defendant, registered with the CAC under Part A of CAMA (Exhibit A), possesses a complete juristic personality. Therefore, the Defendant cannot both benefit from corporate registration and deny it when accountability is required. Regarding the appropriateness of Originating Summons, Counsel cites National Bank of Nigeria Ltd. v. Alakija (1978) 9-10 SC 59, Doherty v. Doherty (supra), Famfa Oil Ltd. (supra), and Oloyo v. Alegbe (1983) 2 SCNLR 35, asserting that when liability is largely acknowledged, as shown by the Defendant’s partial payments and installment proposals, the remaining disagreement does not constitute the hostility that would invalidate Originating Summons. On the issue of prematurity, Counsel again refers to Madukolu v. Nkemdilim (supra) and Drexel Energy & Natural Resources Ltd. v. Trans International Bank Ltd. (2008), arguing that Section 55(1) anticipates an appeal from a “decision of the Board,” which is not under review here. The demand dates back to November 2023 (Exhibit B), well beyond any applicable 180-day period, and the responsibility to prove the Defendant's claims rests with the Defendant, as per Sections 131 and 132 of the Evidence Act, 2011.

(ii) On the Originating Summons

In the Claimant's Written Address supporting the Originating Summons, Sections 33(1), 39, 40, 53, 54, and 73 of the ECA are cited. The Claimant argues that an entity running a school with employees on Yemi Osibanjo Street, New GRA, Gombe, fits the statutory definition of an "employer." Consequently, it is obligated to make the required minimum monthly contributions and provide accurate payroll details. Additionally, under Sections 53 and 54, Board officers have the right to access the Defendant's premises and review its records at reasonable times. The Defendant's Written Address, opposing this, largely reiterates the three points from its Preliminary Objection: non-juristic personality, the inappropriateness of using an Originating Summons for a disputed debt claim, and the issue of prematurity. Furthermore, it challenges the debt amount, the justification for the 40% penalty and 10% interest, and the impact of its partial payments totaling N350,000.00. In response, the Claimant's Reply on Points of Law asserts that a corporate body, through its directors, can be an "employer," referencing cases such as Salomon v. Salomon & Co. Ltd. (1897) A.C. 22, Alhaji Sani Abacha v. The State (2002) 5 SCNJ 209, and Lee v. Lee’s Air Farming Ltd. (1961) A.C. 12, which discuss separate corporate personality and a company's ability to act through human agents. The Claimant also argues that the Defendant's partial payments indicate its acknowledgment of the debt and, through its actions, its acceptance of the debt's existence.

D. ISSUES FOR DETERMINATION ADOPTED BY THE COURT

Having considered the several issues formulated by both sides, which substantially overlap, the Court adopts the following issues as sufficient for the just determination of the two processes before it:

On the Preliminary Objection

1. Whether the Defendant, sued as “Pen Resource Academy”, is a juristic person capable of being sued in these proceedings.

2. Whether the mode of commencement of this suit by Originating Summons is proper, having regard to the nature of the reliefs and facts pleaded.

3. Whether this suit is premature for want of exhaustion of the administrative remedy provided under Section 55(1) and (2) of the ECA, 2010.

On the Originating Summons (to the extent the Court retains jurisdiction and the process is found competent)

1. Whether the Defendant is an “employer” within the meaning of the Employees’ Compensation Act, 2010, and thereby obligated to make a minimum monthly contribution of 1% of its total monthly payroll into the Employees’ Compensation Fund.

2. Whether such an employer has an option not to comply with that obligation.

3. Whether, and to what extent, the specific sums claimed as principal debt, penalty and interest are established on the material before the Court.

4. Whether officers of the Claimant, or persons authorised by it, are entitled under Sections 53 and 54 of the ECA to enter the Defendant’s premises and inspect its payroll and account records.

5. What orders are appropriate in the circumstances.

E. RESOLUTION OF THE ISSUES

Preliminary Objection — Issue 1: Juristic Personality

A mere denial of a corporation's existence, without any supporting evidence, cannot override documented proof of registration. The Claimant has presented a CAC Certificate of Registration (Exhibit A), which indicates that the Defendant has been registered under Part A of CAMA as RC961059 since June 20, 2011. In its Counter-Affidavit, the Defendant admits in paragraph 5 that it was "erroneously sued" as a business name, while also claiming elsewhere that it is a company registered under Nigerian law. These positions are contradictory. According to Sections 131 and 132 of the Evidence Act, 2011, the responsibility to prove an asserted fact lies with the party making the assertion. The Defendant, having claimed non-juristic status, has not provided any certificate or document to support this claim, whereas the Claimant has. Therefore, this Court concludes that the Defendant is a legally incorporated entity with the capacity to sue and be sued under its business name, which is publicly recognized. This part of the objection is dismissed.

Preliminary Objection — Issue 2: Propriety of Originating Summons

The authorities referenced by both parties do not contradict each other: an Originating Summons is appropriate when the main issue is the interpretation of a statute or instrument, and the facts needed to resolve this issue are not significantly disputed (Doherty v. Doherty; National Bank of Nigeria v. Alakija). However, it is inappropriate for cases where the proceedings are adversarial and require resolving contested facts through oral evidence and cross-examination (Famfa Oil Ltd. V. A.G. Federation). In this case, the Court determines that the questions of whether the Defendant qualifies as an “employer” under Section 73 of the ECA, whether this status entails an obligation to contribute and provide payroll details, and whether Board officers have a statutory right of entry and inspection under Sections 53 and 54, are purely matters of statutory interpretation with no factual disputes. The Defendant does not contest that it operates a school employing staff. Therefore, an Originating Summons is suitable for addressing these questions.

The situation changes when considering the exact debt amount, the 40% penalty, and the 10% interest claimed. The Defendant has indicated that N350,000.00 has been partially paid, questions the accuracy of the payroll estimate used for the assessment, and argues that the school was not fully involved in the calculation process. These issues relate to figures and account reconciliation, which cannot be conclusively resolved through affidavit evidence alone, even if one sympathizes with the Claimant's view that negotiating instalments implies acceptance of liability. According to Order 3 Rule 17(1) of the National Industrial Court of Nigeria (Civil Procedure) Rules, 2017, the Court has the authority to direct that a suit proceed as if initiated by complaint when an Originating Summons reveals a significant factual dispute. The Court will use this power concerning the quantum only, rather than dismissing the entire suit, as the main legal questions are not genuinely contested. Therefore, this part of the objection is only partially successful, affecting only the monetary reliefs, while the declaratory and interpretative reliefs remain unaffected.

 

 

Preliminary Objection — Issue 3: Prematurity

Section 55(1) of the ECA grants the right to appeal to "a person aggrieved by a decision of the Board," which must be exercised within 180 days. The Defendant's reliance on this provision faces two main challenges. Firstly, according to the Claimant's unchallenged documentary evidence (Exhibit B), the demand that initiated this claim dates back to November 2023. This is significantly more than 180 days before the suit was filed in October 2025, and the Defendant did not file an appeal within this timeframe or at any point thereafter; there is no evidence of any notice of appeal being submitted to the Board by the Defendant. Secondly, and more importantly, Section 55 provides an aggrieved employer with the option to seek an internal review. It does not, however, act as a prerequisite that prevents the Board from recovering contributions that are clearly due while this optional right remains unexercised. An employer cannot indefinitely delay the Board's statutory recovery powers under Sections 33, 39, and 40 by simply choosing not to appeal and later claiming that the appeal period has not expired. Therefore, the objection on this basis is unfounded, and this aspect of the objection is also unsuccessful.

To clarify, the Court has observed a discrepancy between the Defendant's claim of an "administrative decision" dated 18th July 2025 and the Claimant's evidence of a demand dated 22nd November 2023. Based on the evidence presented, the Court finds the Claimant's documentary evidence more convincing, as a demand letter carries more weight than an unsubstantiated claim of a decision date. This aligns with the principle that the burden of proof lies with the party making the assertion (Sections 131–132, Evidence Act, 2011).

Disposal of the Preliminary Objection

For the foregoing reasons, the Preliminary Objection succeeds only to the limited extent that the specific reliefs claiming a stated principal sum, 40% penalty and 10% interest are hereby severed from determination by Originating Summons and are to proceed by pleadings. In all other respects, the Preliminary Objection is dismissed.

Originating Summons — Issue 1 & 2: Employer Status and the Obligation to Contribute.

Section 73 of the ECA describes an employer as including "any individual, body corporate, federal, state or local government or any of the government agencies who has entered into a contract of employment to employ any other person as an employee or apprentice." A registered company operates through its directors and human agents, and its status as a separate legal entity from its owners or managers does not exempt it from statutory obligations related to its operations (Salomon v. Salomon & Co. Ltd. (1897) A.C. 22; Lee v. Lee’s Air Farming Ltd. (1961) A.C. 12). The Defendant acknowledges running a school and employing staff on payroll; its own installment proposals imply the existence of a payroll and a contribution obligation. The Court concludes that the Defendant qualifies as an employer under Section 73 of the ECA and is, according to Section 33(1), required to contribute a minimum of 1% of its total monthly payroll to the Employees’ Compensation Fund. Additionally, Section 39(1) mandates the Defendant to maintain and provide the Board with complete and accurate payroll details. The term "shall" in both provisions leaves no room for discretion, meaning the Defendant cannot opt out of compliance.

Originating Summons — Issue 3: Quantum of the Debt, Penalty and Interest

In accordance with the resolution of Issue 2 under the Preliminary Objection, the Court has decided not to issue a judgment for a specific amount concerning the principal debt, the 40% penalty, or the 10% interest at this time. The figures presented by the Claimant in various submissions are inconsistent, and the Defendant has raised a legitimate dispute regarding the accuracy of the payroll estimate used in the assessment, as well as the effect of partial payments already made. These issues should be addressed after pleadings are filed and, if necessary, through oral evidence, which may include testimony on the Board’s inspection methods and the Defendant’s payroll records.

Originating Summons — Issue 4: Right of Entry and Inspection

Sections 53 and 54 of the ECA are clear and require no extended construction. Any person authorised by the Board may, at all reasonable hours, enter any part of an employer’s establishment, require the production of payroll and account records, and inspect or take copies of the same, with or without prior notice. An employer who obstructs such entry or inspection, or who fails to produce documents within 30 days of notice, commits an offence under Section 53(6). The Court so holds and declares accordingly.

 

Originating Summons — Issue 5: Appropriate Orders

As stated earlier, the Claimant is entitled to the declaratory reliefs sought, which pertain to the Defendant's obligations as an employer, including the duty to contribute and provide payroll information, as well as the Claimant's right to access and inspect. However, at this juncture, the Claimant is not eligible for a judgment awarding any specific monetary amount, penalty, or interest, nor for the costs of action claimed, as these will be contingent upon the results of the pleadings detailed below.

F. COCLUSION

Having resolved the issues as above, the Court makes the following orders:

1. The Preliminary Objection dated 14^th November, 2025 is dismissed save to the limited extent stated in Order 2 below.

2. The reliefs in the Originating Summons seeking payment of a specific principal sum, a 40% penalty, and 10% interest, together with the cost of action, are hereby severed from the Originating Summons and shall proceed as though commenced by Complaint, in accordance with Order 3 Rule 17(1) of the National Industrial Court of Nigeria (Civil Procedure) Rules, 2017.

3. The Claimant shall file and serve a Statement of Facts limited to the quantum of the outstanding contribution, penalty and interest within twenty-one (21) days from today, and the Defendant shall file its Statement of Defence within twenty-one (21) days of service thereof.

4. IT IS DECLARED that the Defendant, Pen Resource Academy, is an “employer” within the meaning of Section 73 of the Employees’ Compensation Act, 2010, and is obligated, pursuant to Section 33(1) of the Act, to make a minimum monthly contribution of 1% of its total monthly payroll into the Employees’ Compensation Fund managed by the Claimant.

5. IT IS DECLARED that the Defendant is obligated, pursuant to Sections 39(1) and 40 of the Act, to keep and to cause to be furnished to the Claimant complete and accurate particulars of its total monthly payroll from July, 2011 to date and thereafter.

6. AN ORDER IS MADE compelling the Defendant to keep, at all times, complete and accurate particulars of its payroll and to furnish same to the Claimant as required by the Act.

7. IT IS DECLARED that officers of the Claimant, or persons authorised by it, are entitled, pursuant to Sections 53 and 54 of the Act, to enter the Defendant’s premises at all reasonable hours, with or without prior notice, and to inspect and take copies of the Defendant’s payroll and account records for the purposes of the Act.

8. The reliefs claiming judgment for N1,116,390.13 (or such other sum as may be pleaded), a 40% penalty, 10% interest, and N2,000,000.00 costs of action are hereby refused at this stage, without prejudice to their being pursued through the pleadings directed in Order 3 above.9. Cost of N100,000.00 only is awarded in favour of the Claimant/Respondent against the Defendant/Applicant in respect of the Preliminary Objection, the same having substantially failed.

10. This suit is adjourned to a date to be communicated by the Registry for mention and further directions upon the close of pleadings on quantum.

Ruling/Judgment delivered accordingly.

                                      …………………………………………

 HON. JUSTICE MUSTAPHA TIJJANI