A group of foreign financial institutions, including Glencore Energy UK Limited, Africa Finance Corporation, Mauritius Commercial Bank, and Fidelity Bank, have launched a lawsuit against FBN Trustees Limited in a major escalation of the ongoing legal disputes influencing Nigeria’s oil and gas industry.
Due to what the foreign lenders claim is an illegal attempt to take control of Neconde Energy Limited’s interests in the valuable Oil Mining Lease 42 (OML 42), the case targets both the FBN Trustees and the designated receiver, Abubakar Sulu-Gambari SAN.
The international lenders claim that the nomination of Abubakar Sulu-Gambari SAN as Receiver/Manager is an illegal attempt to violate their rights by enforcing a subordinate security.
Context: The Contested Interests in OML 42 and Neconde
A major participant in Nigeria’s oil and gas industry, Neconde Energy Limited owns 45% of OML 42, a strategically significant oil asset.
Neconde received credit facilities from the overseas lenders, which included international financial institutions, an international oil trading company, and Fidelity Bank. FBN Trustees were designated as their security trustees in accordance with the provisions of the agreement.
The intricate web of connections between Neconde, the international lenders, and a group of Nigerian banks known as the “Nestoil Lenders” is the source of the dispute.
First Bank Limited and FBN Trustees, a company connected to First Bank Nigeria Limited, were among these Nestoil lenders. FBN Trustees served as the Nestoil Lenders’ trustee.
Allegations: Unlawful creation of security and breach of trust
Allegations that FBN Trustees violated their fiduciary duties and trust obligations by arranging for the establishment of a secondary security interest over Neconde’s assets in OML 42 in order to benefit the Nestoil Lenders are at the center of the complaint.
Despite the explicit lack of agreement from the foreign lenders—a requirement outlined in the original terms of their financing relationship including FBN Trustees—the foreign lenders maintain that this security was constituted through a Deed of Charge executed by FBN Trustees.
Notably, the lawsuit claims that Neconde does not owe the Nestoil Lenders, which further makes it illegal to create this extra security without the necessary approval.
The Demands and Legal Arguments of Foreign Lenders
The plaintiffs contend that FBN Trustees created the disputed security interest despite being fully aware that previous approval was required and having received a clear rejection.
They contend that this activity amounts to a grave breach of fiduciary duty and trust, making FBN Trustees liable for acting on behalf of parties that have no rightful claim to Neconde’s assets.
In order to invalidate the challenged security, remove FBN Trustees from its position as security trustee, and remove Abubakar Sulu-Gambari SAN as a purported receiver, the foreign lenders are requesting damages and court orders.
They are requesting that the court decide whether the following security and the receiver’s appointment are lawful, as well as to interpret and uphold the priority clauses of the facility agreement, debenture, and intercreditor deed.
The plaintiffs contended in a written letter supporting an originating summons dated December 11, 2025, that the December 2022 Deed of Charge was issued without their agreement, making it void, invalid, and legally useless.
Consequences: A Novel Development in First Bank Lawsuits and the Investment Environment
The current legal battles involving First Bank Nigeria entities, Neconde, and Nestoil are made more complicated by this event.
The involvement of several foreign lenders and the claims of fraudulent security creation, according to legal experts, may have far-reaching consequences.
The case casts doubt on investor trust and casts a shadow over Nigeria’s investment climate by raising significant ethical concerns about governance and transparency in the country’s banking system.
Opponents caution that if these conflicts are not resolved, they may discourage future foreign investment and harm Nigeria’s financial institutions’ reputations.
Final Thoughts: Industry Watch and Next Steps
Stakeholders from the banking and energy sectors are keeping a close eye on the court’s decision as it evaluates the claims of the foreign lenders.
