A High Court in Port Harcourt, Rivers State, presided over by Justice G.O. Ollor, has ordered Belemaoil Producing Limited (Belemaoil) to pay BGP/CNPC International Nigeria Limited the sum of $21, 858,185.12 being the balance of services rendered under an executed contract.
The court also ordered Belemaoil to pay the sum of N10,810,270,635.00, to BGP/CNPC. The court’s order is premised on a suit filed by BGP/CNPC against Belemaoil for alleged failure to completely pay for services rendered under a seismic contract as agreed.
BGP/CNPC, a limited liability company incorporated in Nigeria, filed Suit No. PHC/3442/S/2022 against Belemaoil, an indigenous Nigerian oil and gas company, claiming that by a tripartite contract No. BPL055017-00063 signed on February 4, 2019, they were contracted to provide onshore and swamp seismic acquisition services in respect of OML 55 for three years effective from April 24, 2018, and to lapse on April 23, 2021.
The contract sum was dominated in United States Dollars (USD) with a payment split of 40 per cent payable in naira, while 60 per cent was payable in USD.
BGP/CNPC argued that it sent several invoices to Belemaoil between November 2019 and January 2021 for payment of work done, all of which the company duly received, acknowledged and did not dispute at any time. BGP/CNPC further claimed that it wrote several demand letters to Belemaoil, all of which were also duly received by the company without objection.
It is also the case of BGP/CNPC that on January 25, 2021, Belemaoil gave its bankers (Sterling Bank PLC and Access Bank PLC) letters of irrevocable payment instructions in favour of BGP/CNPC and it co-contractor for payment of 90 per cent of its anticipated cash call inflow from his senior partner, NAPIMS, but no payment was made.
BGP/CNPC further claimed that several other meetings were held by the parties wherein the outstanding sums were reconciled and agreed upon, and Belemaoil reiterated its commitment to pay the debt and agreed on a timeline schedule for payment of the part of the debt that may not be accommodated by NAPIMS cash call contribution.
However, despite the agreement and repeated demands, Belemaoil failed to pay the debt, which impacted negatively on BGP/CNPC’s business and ability to meet its financial obligations; hence, BGP/CNPC initiated the suit through a summary judgment procedure.
In support of the application for summary judgment, 32 copies of invoices, letters of demand, minutes of meetings, letter of irrevocable payment instructions from Belemaoil to its bank and several other documents were all exhibited by BGP/CNPC, evidencing its side of the case.
In opposition to the application for summary judgment, Belemaoil admitted that BGP/CNPC was engaged to execute the contract and was issued some invoices wherein some discrepancies were discovered and several meetings were held to reconcile the differences in the amounts quoted by BGP/CNPC.
Belemaoil stated further that the sum of the invoices submitted by BGP/CNPC was a total of $28,008,170.07 and N6,413,890,343.91, out of the said amount, Belemaoil made payment of the sum $7,578,365.67 and N 1,768,718,772.48.
That the outstanding invoices issued by BGP/CNPC are $22,358,185.12 and N5,053,732,656.30, but could not be attended to due to non-compliance with terms of the contract by BGP/CNPC, by refusing to release data on work done to Belemaoil.
Also, all the invoices submitted have no certificate of job completion, and BGP/CNPC is entitled to payment only upon the complete delivery of all seismic products and all data-related deliverables. In summary, Belemaoil stated that it is not indebted to BGP/CNPC and urged the court to dismiss the application for summary judgment brought by BGP/CNPC.
In reply to Belemaoil’s opposition to the application, BGP/CNPC stated, among others, that Belemaoil’s failure to pay the remaining invoices, having paid some of the outstanding invoices, is not due to any reason stated in Belemaoil’s counter affidavit filed in court. Hence, its counter affidavit is frivolous and an attempt to void its obligation to BGP/CNPC.
During the pendency of the suit, Belemaoil sought the leave of court to settle the matter out of court. Leave was granted by the court. During the time leave was granted by the court, Belemaoil paid to BGP/CNPC the sum of N2,440,000,000.00, and $500,000.00 out of the outstanding indebtedness, but failed to pay the balance; hence, the matter proceeded to the hearing of the application for summary judgment.
Delivering judgment, the court held that by the rules of court, judgment will be entered against a Respondent who was unable to show that he has a good defence to the claim. That upon a careful perusal of all the processes filed by the parties and the application for summary judgment in particular, the affidavits, exhibits and submission of both learned counsels, it is not in doubt that BGP/CNPC was engaged by Belemaoil to provide onshore and swamp seismic acquisition works in respect of OML 55, which BGP/CNPC issued its invoices to Belemaoil, and that Belemaoil also admitted its indebtedness to BGP/CNPC in several meetings and in the documents before the court. Therefore, there is no bona fide evidence that the debt owed to BGP/CNPC is disputed by Belemaoil.
The court held further that the letters issued by Belemaoil, the irrevocable payment instruction to its banks (Access Bank and Sterling Bank) in respect of its indebtedness and resolutions reached meetings with Belemaoil, BGP/CNPC and IDSL wherein Belemaoil expressly admitted its liability to BGP/CNPC, evince the fact that Belemaoil does not dispute any part of the claim being asserted by BGP/CNPC. Also, Belemaoil did not dispute that work was done by BGP/CNPC neither did it dispute that the invoices that were issued have been fully settled.
According to the court: “The Defendant/Respondent having failed to pay within the 60 days prescribed by the contract, the Defendant/Respondent has deprived itself of the benefit of the Naira to USD exchange rates applied in the unpaid invoices. Allowing the
Defendant/Respondent to benefit from its wrong will be unjust and contrary to equity. It is settled law that the summary judgment procedure is for the plain and straightforward, not for the devious and crafty. See LEWIS Vs. UBA (2016) LPELR and ORDER 13 R. 5(2) of the High Court Rules, 2023. I findthat the instant suit is plain and straightforward, and this application for summary judgment by the Claimant/Applicant is apt because the Defendant/Respondent has no good defence to this suit of the Claimant/Applicant. Accordingly, I hold from the above findings that the application of the Claimant/Applicant for summary judgment in this suit is meritorious and is granted as prayed.”
The court, therefore, ordered Belemaoil to pay BGP/CNPC the sum of N10,810,270,635.00, and $21, 858,185.12, being the outstanding invoices issued by BGP/CNPC to Belemaoil for work done. The court also ordered Belemaoil to pay post-judgment interest at the rate of 10 per cent per year from the date of judgment until final liquidation of the judgment, while setting down the claims with regards to cost of action and pre-judgment interest for full trial. A cost of N200,000.00 was also awarded against Belemaoil and in favour of BGP/CNPC by the court.