Malabu Oil & Gas Limited has threatened to sue the Federal Government and six other parties over the March 5 resolution of the long-running Oil Prospecting Licence (OPL) 245 dispute involving ENI and Nigerian Agip Exploration Limited.
The company, through its legal team led by Reuben Atabo (SAN), said its directors and major shareholders were neither consulted nor involved in any negotiation or settlement process leading to the agreement.
In a pre-action notice issued under the Petroleum Industry Act (PIA), 2021, and addressed to the Nigerian Upstream Petroleum Regulatory Commission (NUPRC), Malabu signalled its intention to institute legal proceedings at the Federal High Court in Abuja.
The letter, dated March 17 and received by the NUPRC on March 18, stated: “We act as counsel to Malabu Oil and Gas Limited on the express instructions of the majority shareholders and directors of the company (hereinafter referred to as ‘Our Client’).”
“Our client has long-standing legal and equitable interests in OPL 245, which remain the subject of several ongoing judicial proceedings before competent courts in Nigeria,” it added.
According to the lawyers, the company only became aware of reports suggesting that a settlement or restructuring arrangement had been concluded.
“The majority shareholders and directors of Malabu Oil and Gas Limited were never consulted.
“Our client was not invited to participate in any negotiation, mediation or settlement process, and no consent or approval was obtained from our client in respect of any purported settlement or restructuring arrangement relating to OPL 245,” the letter stated.
Malabu said it would ask the court to determine the legality of the restructuring and reallocation of interests in OPL 245, as well as any regulatory recognition or implementation of the arrangement.
The company listed the Federal Republic of Nigeria, the Attorney-General of the Federation, the Minister of Petroleum Resources, and Shell Nigeria Ultra-Deep Limited among the defendants. Others include Shell Nigeria Exploration and Production Company Limited, Nigerian Agip Exploration Limited, and the Nigerian National Petroleum Company Limited.
Among the reliefs sought are “a declaration that the rights and interests of the plaintiff in OPL 245 granted, re-granted or re-allocated to the plaintiff… were valid and subsisting,” as well as “an order setting aside and/or nullifying the purported OPL 245 Dispute Resolution Agreement executed on or about 5th March, 2026.”
The company is also seeking “an order awarding damages in the sum of One Trillion Naira (N1,000,000,000,000.00) against the 1st to 7th defendants jointly and severally,” alongside an injunction restraining the NUPRC from recognising or implementing the disputed arrangement.
Malabu warned that if its concerns are not addressed within 30 days, it will proceed with legal action without further notice.
In a separate letter to the Attorney-General of the Federation and Minister of Justice, the company urged intervention, citing unresolved ownership and shareholding disputes linked to OPL 245 that remain before Nigerian courts.
“Our clients wish to respectfully place on record that the directors and major shareholders of Malabu Oil and Gas Limited were neither consulted nor involved in any negotiation or settlement process leading to the said announcement.
“They were not invited to any meeting, did not participate in any settlement discussions, and have not given their consent to any agreement purportedly resolving disputes concerning OPL 245.”
The lawyers described the situation as troubling, noting that multiple legal proceedings involving the oil block are still ongoing.
“Our clients remain committed to the peaceful and lawful resolution of all issues relating to OPL 245,” they said, adding that the company is determined to ensure its “legal and proprietary interests are not ignored or compromised without due process and proper consultation.”
