Matilda Omonaiye/
The Minister of Industry, Trade and Investment, Dr. Jumoke Oduwole, has been petitioned by two Abuja-based firms, Jonah Capital Nigeria Limited and Houses for Africa Nigeria Limited, over alleged abuses of office by the Registrar-General of the Corporate Affairs Commission (CAC), Hussaini Ishaq Magaji, SAN.
The petition, written on behalf of the companies by Ghanaian investor Sir Samuel Esson Jonah, KBE, accuses the CAC Registrar-General of the unlawful expropriation of shares, extrajudicial removal of directors, and retrospective invalidation of corporate filings linked to the protracted ownership dispute over River Park Estate, Lugbe, Abuja.
Dated December 8, 2025, the petition alleges that Mr. Magaji unilaterally reversed nearly two decades of corporate records relating to the two companies, actions which Jonah said had destabilised ownership structures, management control, and ongoing litigation.
According to the petition, the CAC Registrar-General allegedly “reverted the status of the companies back to their dates of incorporation – 2006 for Jonah Capital and 2007 for Houses for Africa, despite the fact that only three filings were in dispute, all of which are already before the Federal High Court.”
Jonah stressed that the CAC was fully aware of the pending court actions, noting that the Commission had been “duly served with the originating processes and a motion for interlocutory injunction weeks before the administrative actions complained of were taken.”
The investor argued that the Registrar-General’s actions amount to a constitutional violation.
“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,” Jonah wrote, adding that “judicial powers are vested in the courts to determine disputes between persons and authorities.”
He further accused the CAC Registrar-General of overstepping his statutory authority by “inviting disputing parties, unilaterally cancelling filings, altering directorship records and expropriating shareholdings,” actions he said “constitute the exercise of judicial powers exclusively reserved for the courts.”
Jonah noted that Mr. 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 for investments tied to River Park Estate, noting that the decisions could trigger “economic losses of an unprecedented scale,” disrupt banking relationships, and weaken the companies’ ability to defend themselves in ongoing lawsuits.
“In the pending civil matters, my companies may now be incapable of defending themselves due to the Registrar-General’s actions,” Jonah said, warning that the adverse party could be “artificially positioned as both plaintiff and defendant.”
He also accused the CAC of regulatory inconsistency, recalling that in 2023, the Commission directed companies with foreign participation to raise their share capital to ₦100 million, a requirement his companies promptly met.
“By cancelling filings dating back almost two decades, the companies have now been placed in automatic default of CAC’s own requirements,” he said, exposing them to penalties and operational disruption.
The petition further raised staff-welfare concerns, warning that the CAC’s actions “expose our local and foreign employees to the risk of wrongful termination by individuals whom Mr. Magaji has now purportedly installed as management.”
Jonah urged the Minister to intervene decisively, appealing for an immediate reversal of the administrative actions restoring the companies’ status retroactively to their dates of incorporation.
According to earlier reports, the Attorney-General of the Federation and Minister of Justice, Lateef Fagbemi, SAN, had intervened in the River Park Estate crisis, directing the CAC to temporarily suspend all corporate actions relating to the companies pending a full review of police investigation files.
However, the CAC Registrar-General allegedly defied the directive in a letter dated September 24, 2025, signed by the Permanent Secretary of the Federal Ministry of Justice, B. E. Jedy-Agba (Mrs.).
The letter stated that the Attorney-General was reviewing police files concerning allegations of forgery and fraud involving the companies and formally requested the CAC to “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 were taken.
The directive followed intense legal and criminal proceedings tied to the disputed ownership and development of River Park Estate, while the Federal Capital Territory High Court also ordered all parties to maintain the status quo on the land.
Separately, the House of Representatives has formally received a petition to investigate the alleged unlawful tampering with the companies’ corporate records. The petition was presented by Hon. Muktar Tolani Shagaya, representing Ilorin West Federal Constituency, during plenary presided over by Deputy Speaker Hon. Benjamin Kalu.
In an official response, the CAC has denied any illegal alteration of corporate records.
The River Park Estate dispute, valued in multi-billion naira, has now escalated into a full-blown corporate, legal, and regulatory crisis, drawing the attention of the executive, legislature, and judiciary.
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