ALHAJI TAOHEED OLUWAKEMI IDRIS & ORS v. ALHAJI AKEEM A. AMUSA & ORS (2016)

ALHAJI TAOHEED OLUWAKEMI IDRIS & ORS v. ALHAJI AKEEM A. AMUSA & ORS

(2016)LCN/8505(CA)

In The Court of Appeal of Nigeria

On Thursday, the 21st day of April, 2016

CA/I/188/2013

RATIO

COMPANY LAW: RESOLUTION BY MAJORITY; ATTITUDE OF COURT TOWARDS MATTERS WHICH CAN BE RECTIFIED BY A MAJORITY
In this regard, it may be opposite at this stage to consider the nature of the Ososa Muslim Council and its constitution regulations, The body is a domestic association and the questions raised about meetings are matters which the association on its majority can ratify. It is therefore futile of the Court setting aside or interfering, with an irregular act of the association of the suit of a member or minority of members when such act can be rectified by a majority who has the power to do so. See E. N. Nwawka vs. Shell Petroleum Dev. Co. of Nig. Ltd. & Ors (2003) 2 SCM 145. See also Elufioye vs Halilu & 17 Ors (1998) 7 SCNJ 347; Babatunde Adenuga & Ors vs. J. K. Odumeru & Ors (2003) 5 SCM I. PER NONYEREM OKORONKWO, J.C.A.

JUSTICES

ALI ABUBAKAR BABANDI GUMEL Justice of The Court of Appeal of Nigeria

OBIETONBARA O. DANIEL-KALIO Justice of The Court of Appeal of Nigeria

NONYEREM OKORONKWO Justice of The Court of Appeal of Nigeria

Between

1. ALHAJI TAOHEED OLUWAKEMI IDRIS
2. IMAM ISA ABDUL HAADI
3. MR. MUSILIU ADELEYE ADEOYE
4. ALHAII MORUFU BINJO AMZAT
5. ALHAJI RISQULAHI DAIRO
6. CHIEF (MRS.) IDIAT ALIMI
7. MR. RISQULAHI ALAWUYE
8. ALHAJI AMUSA BALOGUN
9. ALHAJI TAOFEEK OLUKOYA
10. CHIEF YEKINI SANNI
(Members of Ososa Muslim Community For themselves and on behalf of Ososa Muslim Community) Appellant(s)

AND

1. ALHAJI AKEEM A. AMUSA
2. ALHAJI SAULA ADEGUNWA
3. ALHAJI FATAI JAMIU
(For and on behalf of all the members of Ososa Muslim Community except the Appellants) Respondent(s)

NONYEREM OKORONKWO, J.C.A.(Delivering the Leading Judgment): In the proceedings at the Lower Court leading on to this appeal, the appellants were challenging the legality or constitutionality of the removal of the 1st appellant Alhaji Taoheed Oluwakemi Idris as Chief Imam of Ososa Ogun State by the respondents.

In the said action, the High Court of Ogun State per O. A. Onafowokan in a judgment delivered on 14th March, 2013 dismissed the entirety of the appellants claims whereupon, being dissatisfied, the appellant commenced this appeal by Notice of Appeal filed at the High Court of Justice Ijebu-Ode on 20th March, 2013.

The background of the case at the Court below, on a comparative basis is sufficiently captured in the introduction to the brief of the respondents. Although it is quite prolix, I will adopt it as the background facts of this appeal. It runs thus:
The Appellants were Claimants in the Court below whilst the Respondents were Defendants. By paragraph 26 of their Further Amended Statement of Claim (pages 701 – 710 of the Record of Appeal), the Appellants sought the following reliefs:-
“(a) A declaration

that the 1st Claimant is the subsisting Chief Imam of Ososa Central Mosque having been so turbaned on 3/5/1996 pursuant to Ososa Muslim Council Rules and Regulations of which came into force on March 21, 1981.
(b) A declaration that the only Constitution lawfully, and/or validly in existence for the use of Ososa Muslim Community from and including the 5th day of December, 2008 is the Constitution of Ososa Muslim Community (simply referred to as “The Constitution) which was signed into law on the 5th day of December, 2008.
(c) A declaration that the defendants, while acting purportedly as the Chairman and Assistant Secretary of the defunct Ososa Muslim Council cannot validly remove/or terminate the appointment of the 1st Claimant as the Chief Imam of Ososa as they had purportedly done vide the letter of termination of appointment as Chief Imam dated 28/2/2009.
(d) A declaration that the purported Ososa Muslim Council Constitution amended 2006 is unlawful, illegal and of no effect as there was never Ososa Muslim Council Constitution prior to 2006.
(e) An order that the only recognized law governing the affairs of the members of Ososa

Muslim Community before 20/9/05 was the Ososa Muslim Council Rules and Regulations of March 21, 1981
(f) An order setting aside the purported Ososa Muslim council Constitution amended 2006.
(g) An order of Injunction restraining the defendants and other members of the defunct Ososa Muslim Council from appointing, selecting, and/or turbaning Alhaji Fatai Jamiu i.e. the 3rd defendant or any other person(s) as the Chief Imam of Ososa or acting Chief Imam.
(h) An order of injunction restraining the defendants and other members of the defunct Ososa Muslim Council from preventing the 1st Claimant in any manner howsoever from performing the weekly Jumat prayer/service at the Ososa Central Mosque including Eid prayers.
(i) An order of injunction restraining the 3rddefendant from parading himself in any manner howsoever as the acting Chief Imam of Ososa Central Mosque or as the Imam of Ososa Central Mosque by restraining from performing any of the functions/duties of the Chief Imam of Ososa Central Mosque which includes presiding over the weekly Jumat prayer/services at the said Mosque.
(j) An order of injunction restraining the 1st and

2nd defendants from parading themselves as members and officers of the defunct Ososa Muslim Council in any public operation or gathering of the Ososa Muslim Community which includes the Eid prayer Ground.
ALTERNATIVELY:
(a) A declaration that the purported 34th Meeting council of Ososa Muslim Council, Ososa held on Saturday, 31st January 2009 at the Ososa Mosque, Silver Hall, Ososa and presided over by the 1st defendant as Chairman of Ososa Muslim Council whereby a resolution to query the 1st Claimant was taken is illegal, unlawful, unconstitutional and of no effect whatsoever in that the said meeting was contrary to clause 13.1.1 and clause 18 of Ososa Muslim Council Constitution amended 2006.
(b) A declaration that the purported 35th council meeting of Ososa Muslim Council, Ososa held on Saturday, 28th February 2009 at the Silver Hall, Central Mosque Ososa and presided over by the 1st defendant as Chairman of Ososa Muslim Council whereby the resolution to terminate the appointment of the 1st claimant as the Chief Imam of Central Mosque, Ososa was taken is illegal, unlawful, unconstitutional and of no effect whatsoever in that the said meeting was

contrary to clause 13.1.1 and clause 18 of Ososa Muslim Council Constitution (Amended) 2006.
(c) An order setting aside the said resolution of Ososa Muslim Council taken at its purported 34th and 35th Council Meetings held on Saturday 31stJanuary and Saturday 28thFebruary 2009 and presided over by the 1st defendant as the Chairman of Ososa Muslim Counciland execution thereof including the purported letter of query, termination appointment of the 1st Claimant as the Chief Imam of Ososa Central Mosque, Ososa on the ground that the said query and letter of termination of appointment are illegal, unlawful, unconstitutional and of no effect whatsoever in that the said query and letter of termination were issued contrary to clause 18 of Ososa Muslim Constitution (Amended) 2006.
(d) An order of injunction restraining the defendants and other members of defunct Ososa Muslim Council from appointing, selecting and/or turbaning Alhaji Fatai Jamiu i.e. the 3rd defendant or any other person as the Chief Imam of Ososa Central Mosque or acting Chief Imam.
(e) An order of injunction restraining the defendant and other members of the defunct Ososa Muslim

Council from preventing the 1st Claimant in any manner however from leading in the performance of the weekly Jumat prayer/service at the Ososa Central Mosque including Eid prayers.
(f) An order of injunction restraining the 3rd defendant from parading himself in any manner howsoever as the acting Chief Imam of Ososa Central Mosque or as the Chief Imam of Ososa Central Mosque by refraining from performing any of the functions/duties of the Chief Imam of Ososa Central Mosque which includes presiding over the weekly Jumat prayer/service at the said Mosque.
(g) An order of injunction restraining the 1st and 2nd defendants from parading themselves as members and officers of the defunct Ososa Muslim Council in any public operation or gathering of the Ososa Muslim Community which includes the Eid prayers ground.

The Appellants Further Amended statement of claim were in twenty-six paragraphs (pages 701 – 710 of the Record) whilst the Respondents relied on a Further Amended Statement of Defence of nine paragraphs dated 9th July, 2012 (pages 739 – 742 of the record of Appeal. The Appellants filed a Reply of eight paragraphs dated 25th April, 2012 (pages

645-651 of the Record). Parties led evidence on their respective pleadings. The Appellants called three witnesses and tendered documents and the Respondents called one witness and also tendered documents and the Respondents called one witness and also tendered documents. The evidence proffered by the Appellants span pages 716-727 of the Record of Appeal, whilst the evidence of the only witness for the Respondents span pages 749-752 of the Record of Appeal.
The concise case of the Appellants is that by letter dated 20th of February, 1996 (Exhibit P), he was appointed by the Ososa Muslim Council and later turbaned as the Chief Imam of Ososa. He remained in office until 28th February 2009 when by a letter of even date (Exhibit J) the 1st and 2nd Respondents acting for and on behalf of Ososa Muslim Council removed him from office. He challenged his removal and argued that same was not in accordance with the provisions of the constitution under which his removal was effected. He also argues that by a ruling of the Court on the 28th of April 2009, the Court had held that the Appellants had the locus standi to institute the action in the

Lower Court only for the Court to make a somersault in its judgment stating that the Appellants save the 1st Appellant had no locus to institute the action. The Respondents however posited that the constitution under which the 1st Appellant was removed was a valid constitution, and his removal was in accordance with the provisions of the Constitution. The Respondents maintain that the Trial Judge did not sit in judgment over his earlier ruling on the question of locus standi of the Appellants to maintain the action.
After a painstaking review of the facts and Law relating thereto, the Lower Court on the l4th of March, 2013 by judgment dated 14th March, 2013 (pages 876 – 907 of the Records of Appeal dismissed the Appellants claims in their entirety. It is against this judgment that the Appellants filed an Amended Notice of Appeal of seven Grounds. The Notice of Appeal is dated 8th of October, 2014 and filed on the 10th of October, 2014.

Against this background, the appellants formulated five issues for determination as follows:-
ISSUE NO. 1
Whether the Lower Court has the power to sit on appeal over its own order/ruling of 28/4/2009 in its

judgment delivered on 14th March, 2013.
ISSUE NO. 2
Whether the findings of facts by the learned trial judge that the 1994 Constitution – Exhibit W was the authentic Constitution of the council in force which was validly amended in 2006 was drawn from the pleadings and evidence before the Court.
ISSUE NO. 3
Whether the findings of fact by the learned trial judge that the 2006 Ososa Muslim Council Constitution (amended) – Exhibit R was validly made was drawn from the pleadings and evidence before the Court.
ISSUE NO. 4
Whether the findings of the Honourable trial Court “that the 34th and 35th council meetings of the Ososa Muslim Council (Exhibits Z1, Z3 & Z4) during which vital decision were taken (Exhibit Z2 and J) were emergency meetings were borne out of the pleadings and evidence when there were documentary evidences (Exhibits Z1, Z2, Z3, Z4 & J) before the trial Court that the meetings, the notice of the meeting (Exhibit Z1), the Minutes of the meetings (Exhibit Z3 & Z4) were Council Meetings and the decisions taken (Exhibit Z2 & J) thereat and therefore occasioned miscarriage of justice.
ISSUE

NO.5
Whether the decisions (Exhibits Z2 the & J) taken at said 34th & 35th Council Meetings of the Ososa Muslim Council held contrary to Clause 13.1.1 & Clause 18 of the 2006 Amended Constitution of the Ososa Muslim Council (Exhibit R) purportedly relied on by the 1st & 2nd respondents are not unconstitutional, void and of no effect and liable to be set aside?

The respondents also raised five issues in their brief as follows:
(a) whether the learned trial judge in his judgment of 14th March, 2013 sat on appeal over his Ruling of 28th April, 2009.
(b) whether, given the state of the pleadings and evidence before the lower Court the learned trial judge was right in holding that the 1994 Constitution of the Ososa Muslim Council (Exhibit W) was the authentic constitution of the Council which was validly amended in 2006 as shown in (Exhibit R).
(c) Whether the learned trial judge was right in holding that the 34th and 35th Council meetings of the Ososa Muslim Council and the decisions taken thereat were validly and properly taken.
(d) Whether the removal or the determination of the appointment of the 1st Appellant as

the Chief Imam of Ososa by the 1st Respondents and 2nd and the appointment of the 3rd Respondent as the Chief Imam of the Ososa Central Mosque were unlawful and illegal.

On issue No.1 being whether the Lower Court has power to sit on appeal over its own order/ruling of 28/4/09 in its judgment delivered on 14/3/13, appellant contend that the Lower Court delivered a ruling on 28/4/09 and held that appellants have locus standi which is the subject of an appeal in CA/I/317/2009 and yet the trial Court in the final judgment turned somersault and held that 2nd-10th appellants have no locus standi. Citing Peter Chieshe & Anon vs. Nicon Hotels Ltd. & Anor 2008 16 WRN 137 at 150 appellant contend that Lower Court was thereby in error.

In response to this issue, the respondent raise arguments in paragraph 3.03 of the respondents brief thus:
As can be seen from the reliefs sought, the Appellant motion was in essence seeking four orders of interlocutory injunction. No issue as regards locus standi was raised in the application. Not surprisingly, the decision of the Lower Court did not turn on the issue of locus standi, but on the

issue of interlocutory injunction. In deciding this issue the Lower Court set out the factors to be considered in granting an order of interlocutory injunction and at the last paragraph of page 6 of the Ruling, the court stated that the Applicants needed to show that they had a legal right, the violation of which is being threatened or abused.

In my view the ruling of 28/4/2009 was in respect of an application for, interlocutory injunction where the trial judge needed to make preservative orders for the protection of the status quo ante belum. It was a different scenario when the Lower Court had to consider the respective rights or standing of the parties in the suit proper. Consideration of interlocutory injunction and locus standi in a substantive action entail different issues and elements and a ruling in one cannot entail a ruling in the other. Suffice to state at this stage that the applicant can approach the Court for the injunctive relief sought in this application, particularly seen they have also brought this action in their respective individual capacity. There is nothing in case of Ahmadu Shittu & Ors vs. Imam Rigali & Ors (supra)

cited by the learned counsel for the Respondents preventing this Court from granting the orders sought having regard to the facts of this case. The fact that the respondents are challenging the legal capacity of the applicants is even an indication that there are serious issues to be tried in the substantive action.

This issue lacks merit and is resolved against appellant.
Issue No.2 and 3 the issues are as stated at paragraph 4.9 of the appellants, brief thus:
Issues No.2 & 3
No.2 whether the findings of fact by the learned trial judge that the 1994 Constitution Exhibit W was the authentic Constitution of the Council in force which was validly amended in 2006 was drawn from the pleadings and evidence before the trial Court.
No.3 whether the findings of fact by the learned trial judge that the 2006 Ososa Muslim Council Constitution (amended) – Exhibit R was validly made was drawn from the pleadings and evidence before the trial Court.

The contention of appellants herein i.e. contained in paragraphs 4.16, 4.17 and 4.18 of appellants brief.

The respondent responded to these by paragraphs 4.01, 4.02 herewith

reproduced.
By Exhibit P set out in page 802 of the Records, the 1st Appellant was appointed the Chief Imam of Ososa, by the Ososa Muslim Council. Exhibit P sets out some of the terms and conditions of his employment and by clause 4.3 of the letter we find the following:-
“Other terms and conditions are as spelt out in the Councils Constitution.
The Appellants maintained that the Constitution referred to in Exhibit P is the 1981 Rules and Regulations of Ososa Muslim Council, (Exhibit M) as before 2008, the Council had no Constitution. The Respondents maintain that the Constitution referred to is the 1994 Constitution (Exhibit w), which was later amended in 2006 (Exhibit R). In essence, on the state of the pleadings, the 1st Appellants case is that his appointment as chief Imam was subject to the 1981 Rules and Regulations, whilst the Respondents claimed that it was subject to the 1994 Constitution. The learned trial judge reviewed the evidence proffered by the witnesses on this issue and came to the conclusion that the appointment of the 1st Appellant and the conditions his appointment were based on the 1994 Constitution Exhibit W. Please see

page 893 of the Records, lines 24 – 29, where the trial judge held as follows:-
“All the above considered along with the evidence that Exhibit W was made in 1994, about two years before the appointment of the claimant as the Chief Imam made it highly probable that the 1994 Constitution was not only in place by the time of the appointment of the Claimant as the Imam, his appointment ditto his conditions of appointment – Exhibit P, were based on it. I so hold.”
In coming to this conclusion the learned trial judge gave the following reasons as lifted in lines 29-36 of page 893 and page 894 lines 1-3 of the Records:-
“I am strengthened in that view by (a) the evidence of the Claimant in Chief that the benefits he enjoyed are within the terms of his employment and that the Council had the obligation to provide them. In fact Exhibit X and Y showed beyond doubt that the Claimant after his appointment severally went on annual leave as provided for in the 1994 Constitution; (b) his concession in paragraph 16 of his pleadings that Alhaji Alimi was Chairman of Council from 1981 to 2006 and his evidence under cross examination

that he attended meetings during Alhaji Alimi’s time as Chairman show that the Claimant knew of the existence of the 1994 Constitution and even the 2006 Constitution which came into effect on 15/4/06 before Amusa (1st Defendant) became the Chairman. I so hold. Having regard to evidence on both sides, I find the evidence of the defendants more probable and hold (a) that the 1994 Constitution was made after the Rules and Regulations and (b) that the Claimant’s appointment was based on the 1994 Constitution which was made 2 years before his appointment. I also hold that the contention of the Claimant that it was the Rules and Regulations that guides his employment and also the law in place before 2008 are with respect misconceived and unfounded. In my view it was convenient for the Claimant to so contend, no thanks to the provision for vacation of office by the Chief Imam included in the 1994 Constitution.
The Respondents submit that for the reasons given the by trial judge, the Lower Court was certainly right in coming to the conclusion that Exhibit W, the 1994 Constitution was the authentic constitution under which the 1st Appellant’s

appointment was based.

In resolving the issues raised, the learned trial judge had due regards to Exhibit P and J being the letters of appointment and removal of the appellant and considered them in the sequence of time and events. Exhibit P which appellants relied on as the letter of his appointment refers to an existing constitution in Section 9 thereof and subjected other terms and conditions to the same Constitution; no mention was made in Exhibit P to any Rules and Regulations of 2008 as appellant contend.

By pleading and evidence the trial judge found that Constitution to be Exhibit W made in 1994 and found that actions taken in Exhibit P tallied with its provision and that it was under it that the 2006 Constitution was made. Here is what the trial judge found and declared——
All the above considered along with the evidence that Exhibit w was made in 1994, about two years before the appointment of the claimant as the Chief Imam made it highly probable that the 1994 Constitution was not only in place by the time of the appointment of the claimant as the Chief Imam, his appointment ditto his conditions of appointment – Exhibit P, were

based on it. I so hold. I am strengthened in that view by (a) the evidence of the claimant in chief that the benefits he enjoyed are within the terms of his employment and that the council had the obligation to provide them. In fact Exhibits X and Y showed beyond doubt that the claimant after his appointment severally went on annual leave as provided for in the 1994 Constitution; (b) his concession in paragraph 16 of his pleadings that Alhaji Alimi was chairman of council from 1981 to 2006 and his evidence under cross examination that he attended meetings during Alhaji Alimis time as chairman show that the claimant knew of the existence of the 1994 Constitution and even the 2006 Constitution which came into effect on 15/4/06 before Amusa (1st defendant) became the chairman. I so hold. Having regard to the evidence on both sides, I find the evidence of the defendants more probable and hold (a) that the 1994 constitution was made after the Rules and Regulations and (b) that the claimant’s appointment was based on the 1994 Constitution which was made 2 year before his appointment. I also hold that the contention of the claimant that it was the Rules and

Regulations that guides his employment and also the law in place before 2008 are with respect misconceived and unfounded. In my view it was convenient for the claimant to so contend, no thanks to the provision for vacation of office by the chief Imam included in the 1994 Constitution

In relation to issue No.3 and the signing of Exhibit R by a former Chairman, appellants contend that that act nullifies the said Constitution Exhibit R and that appellants cannot be removed from his office on the basis of such an invalid Constitution Exhibit R. In resolving this issue at the Lower Court, the trial judge said thus at pages 897 -898 thus:
The effect of the combined provisions of clause 15 and 5.2 above is that any proposed amendment to the Constitution at any time shall not become effective until passed by a 2/3/ majority of the council at any of its meeting. Apart from the above and after a careful perusal of alt the Constitution of the Council, the Rules and Regulations inclusive, it is pertinent to point out that there is no provision that requires the council Constitution to be signed by any member or officer of council or anyone at all to be valid or

effective. In effect the only requirement for an amended Constitution to be valid is that it be passed by 2/3/ majority of the members of Council at any of its meetings. I so hold. It would interest the claimant to know that even the Rules and Regulations on which he predicated his principal claim was not signed. In the circumstance, I cannot help but wonder where the alleged defects pleaded by the claimant came from? Meanwhile it is not the case of the claimant that in bringing forth the council constitution 2006 the amendment procedure stated in section 15 above was not followed; and he, and his witness having not said they were members of the council that amended the Constitution cannot without more contend that the 2/3/ majority was not achieved. And, since there is no provision that the Constitution must be signed by anyone to be valid and effective the corollary is that paragraph 17 (d) (i) and (ii) above and paragraph 3 (c) of the Reply to amended Defence have no basis in the Constitution of the council; they are extraneous to the Constitution, unfounded and as latent on their face, utter conjecture. I am of the considered view that allegation of any

defect in a Constitution must be intrinsic and not extrinsic to the Constitution. In A.G, Abia State vs. A.G. Federation (2005) 12 NWLR (Pt.940) 452 the Supreme Court per Ejiwumi JSC held:
“It is also good law that as a general rule of construction of statutes that a Court is not entitled to read into a statute, words which are excluded expressly or impliedly from it. See: Attorney General, Ondo State vs. Attorney General Ekiti State (2001) 17 NWLR (Pt.734) 706 at 767, (2001) FWLR 1431 where at pg.1472-Karibi-Whyte JSC observed that: “It is well established and cardinal principle of interpretation that where the ordinary meaning of the words used in a provision are clear and unambiguous, effect must be given to the words without resorting to any extrinsic aids. See: Awolowo vs. Sagari (2001) FWLR (Pt.73) 53.”
In the circumstance I find and hold that the allegations in paragraph 17d (i) and (ii) have no basis and must fail. In any event, though the claimant conceded in paragraph 16 of his pleading that Alhaji Alimi served in the capacity of the council chairman from 1981 to 2006, there is however no evidence before the Court to

show when the last council under his chairmanship was constituted pursuant to clause 5.5 of the constitution above, to enable the Court come to the conclusion that their tenure had lapsed as alleged before the Constitution was made. In the circumstance and in view of clauses 5.2 and 15 of the Constitution, I find and hold that the fact that Alhaji M. O. Alimi and Alhaji (Dr.) S. A. Adegunwa signed the Constitution (amended) 2006 is of no consequence on its validity.

Upon a consideration of the issues raised in issue 2 and 3 and a calm appraisal of the trial judges reasoning and findings thereupon, it does not seem to me that the appellants with any success impugned the whole of the trial Judges reasoning and conclusion. Accordingly I resolve those issues against the appellant.

Issues No 4 and 5 relates to meetings of the Ososa Muslim Council where the decision to issue queries to the appellant and to terminate his appointment were taken. Appellants contend that the meeting held to remove appellant was contrary to the Constitution Exhibit R in that due notice of the meeting was not given which rendered the meeting and its deliberations and

decisions null and void.

The due, notice, appellant contends would be notice which confirm to clause 13.1.1 and 18 of Exhibit R. That provision required that any such council meeting be held on a second Saturday of a Month. The appellants contention was that the meeting at which the council decided to quarry and sack the 1s appellant was held on 28th February 2009, which was the (last Saturday of the month as opposed to 2nd Saturday of the month) Contrary to clause 13.1.1 and 18 of Exhibit R.

The trial Judge in resolving these issues set out the respective arguments of the parties thus:
The claimant in contending that the steps taken by the defendants in removing him were contrary to the provision of the Constitution pleads thus:
19. The claimant further avers that all the steps taken by the Defendants in removing the 1st claimant as Chief Imam of Ososa were in flagrant disregard for the provisions of the defective defunct 2006 amended Constitution in view of the following facts:
(a) By clause 13.1.1 and clause 18 of the defective Ososa Muslim Council Constitution (Amended) 2006, council meetings are held quarterly and on the

second Saturday of the month.
(b) The purported 34th Council Meeting of Ososa Muslim Council presided over by the 1st defendant as the Chairman where the resolution to query the 1st claimant was taken was held on Saturday, 31st January, 2009 i.e. 5th Saturday of the month.
(c) The purported 35th Council meeting of Ososa Muslim Council presided over by the 1st defendant as the chairman where a resolution to terminate the appointment of the 1st claimant as the Chief Imam of Central Mosque, Ososa was taken was held on Saturday 28th February, 2009 i.e. 4th Saturday of the month;
(d) The claimants shall contend at the trial of the suit that the purported issuance on the 1st claimant letter of query dated 2nd February 2009 and the purported termination of 1st claimant appointment as Chief Imam of Ososa Central Mosque Ososa vide letter dated 28th February, 2009 were made in gross violation of the provision of Ososa Muslim Council constitution (Amended) 2006 and that the said query and letter of termination of appointment be set aside.
?The defendants in paragraph 7 of their further Amended Statement of defence joined. Issue with the claimant on the

above averments; the paragraph reads:
7. With reference to paragraph 19 (a), (b), (c) and (d) of the further amended statement of claim, the defendants aver that clause 9.1.4 of the Amended Constitution 2006 empowers the chairman to convene emergency meeting at any time through the General Secretary. This clause validates the 34th Council Meeting of the Muslim Council held on Saturday 31st January 2009 i.e. 5th Saturday of the month. The clause also validates the 35th Council meeting of the Ososa Muslim Council held on Saturday 28th February, 2009 i.e. 4th Saturday of the month irrespective of the position stated in clause 13.1 of the Amended Constitution 2006.
Both parties led evidence on their pleadings. The defendants’ witness put in evidence Exhibits Z1 dated 19/1/2009 – notice of council’s meeting called for Saturday 31st January, 2009; Exhibit Z3 – Minutes of the 34th Council Meeting of Ososa Muslim Council held on 31st January; 2009 and Exhibit Z4 – Minutes of the Council Meeting held on Saturday 28th February 2009.
Clause 13 of the Constitution 2006 deals with meetings. The Constitution provides for Executive meeting; council meeting and

Annual General Meeting. In relation to council Meeting which is the focus of the claimant?s complaint, clause 13.1.1 provides:
The meeting of the Council members shall be held quarterly on the second Saturday of the month.
The same Constitution in clause 9.1 in relating to the duties of the chairman provides: He shall:
9.1.1. Preside over all meetings of the Council
9.1.12. Conduct council meetings in accordance with the Constitution.
9.1.3. ———————————————————-
9.1.4. Have power to convince emergency meeting at any time through the general secretary.
In effect, the constitutionally recognized meetings of Ososa Muslim Council are as provided for in clause 13.1 and 9.14 of the Constitution.
The defendants both in their pleadings and evidence did not deny that the 34th and 35th council meetings were held contrary to the express provision of clause 13.1.1; they however pleaded and testified to the effect that the meetings covered by Exhibits Z1, Z3 and Z4 were emergency meetings summoned by the chairman of council pursuant to the power invested in him by clause 9.1.4 of the

Constitution. The evidence was not challenged. Mr. Ewedemi, learned counsel to the claimant is however of the view that the evidence is not sufficient to discharge the burden on the defendants. He argued that it was very necessary for the defendants to prove that there were indeed emergency meetings duly called and held by specifically pleading the particulars of the meetings and leading evidence on same. I, with respect do not agree with the submission for two reasons.

See Page 899-901 of the record and upon his through the pleading and evidence on the points held thus at page 902 – 903 of the record
The provision of clause 9.1.4 (above reproduced) is very clear in its effect and unambiguous in its intendment. It is that the chairman of the council can, through the general secretary summon emergency meeting at any time notwithstanding the provision of clause 13.1.1 though clause 13.1.1 is couched in mandatory term, the use of the words ?at any time? in clause 9.1.4 relegates it to the power of the chairman and it goes without saying that any such meeting held outside the provision of clause 13 would be a council meeting notwithstanding

that the minute of the meeting is not so entitled. I so hold. In the circumstance I find the evidence of the defendants constitutionally sufficient; I accept it and find as a fact that the meeting called by Exhibit Z1 and the meetings 34th and 35th council meetings resulting in Exhibits Z3 and Z4 were emergence council meetings of Ososa Muslim Council. I further hold that the meetings were of no less effect than any of the meetings provided for the clause 13 of the Constitution.

In any view, the trial Judges consideration of the pleading, evidence and application of principles is flawless. Whether it called Executive Meeting, Council Meeting or emergency meeting, shorn of adjectival descriptions, they are all meetings and there are two kinds – those fixed by Exhibit R and those called by the Chairman at any time and no agenda of any such meeting is curtailed.

In this regard, it may be opposite at this stage to consider the nature of the Ososa Muslim Council and its constitution regulations, The body is a domestic association and the questions raised about meetings are matters which the association on its majority can ratify. It is therefore futile of

the Court setting aside or interfering, with an irregular act of the association of the suit of a member or minority of members when such act can be rectified by a majority who has the power to do so. See E. N. Nwawka vs. Shell Petroleum Dev. Co. of Nig. Ltd. & Ors (2003) 2 SCM 145. See also Elufioye vs Halilu & 17 Ors (1998) 7 SCNJ 347; Babatunde Adenuga & Ors vs. J. K. Odumeru & Ors (2003) 5 SCM I.

Against the background given above I am unable to see how the learned trial Court went wrong on the grounds on which these issues relate. The issues therefore fail and are resolved against the appellants.

In the final analysis, the appeal fails on all issues and is accordingly dismissed. There shall be cost of N100,000.00 (One hundred thousand Naira) to the respondent.

ALI ABUBAKAR BABANDI GUMEL, J.C.A.: I have had the privilege of reading in draft the lead judgment just delivered by my learned brother, Okoronkwo, JCA. I agree with his conclusion that this appeal is lacking in merit. I too would accordingly dismiss it and I so do and abide by all the consequential orders of my learned brother,

including the order for costs.

OBIETONBARA DANIEL-KALIO, J.C.A.: I have had the privilege of reading in draft the judgment of my learned brother Nonyerem Okoronkwo JCA. My lord has extensively considered the judgment of the Lower Court vis-a-vis the issues for determination and concluded that the appeal is devoid of merit. I abide by the conclusion reached by my lord.

Appearances

Femi Ewedemi, Esq.For Appellant

AND

Bambo Adesanya (SAN) with him, R. Ali, Esq.For Respondent