Real Estate Dispute: Shell East Limited Seeks Liquidation of Femab Properties Over Unpaid Debt
Federal High Court to Decide Fate of Femab Properties in Shell East Winding-Up Suit
The Federal High Court in Lagos has fixed 29 April 2026 to hear a winding-up petition filed by Shell East Staff Investment Cooperative Society Limited (CoopEast) against a prominent real estate firm, Femab Properties Limited. The petition seeks the liquidation of the company over an alleged failure to settle an outstanding debt of ₦96 million.
The legal proceedings, presided over by the court’s newly established Insolvency Unit, stem from a protracted contractual dispute involving a land purchase for a proposed residential development in Oniru, Lagos State.
The Root of the Dispute
According to court processes filed by Shell East’s legal counsel, Chris Ekemezie, the debt is the remaining balance of an original ₦850 million obligation. The sum was intended for the acquisition of land for the "Shell Estate Development."
The petitioner alleges that despite several court orders from both Rivers and Lagos States affirming the debt and the expiration of the statutory 21-day notice required under the Companies and Allied Matters Act (CAMA) 2020 Femab Properties has remained unable or unwilling to liquidate the balance. Consequently, the petitioner is seeking an order to advertise the winding-up petition in national dailies, a standard precursor to formal liquidation.
Femab Properties’ Defence
In a counter-affidavit, Femab Properties has vehemently denied the claims of insolvency. The company’s legal team argued that the dispute is not a matter of financial inability but a disagreement over a breach of contract by the petitioner.
Key points of the defence include:
Unutilised Loan Interest: The firm claims the ₦96 million represents interest deducted by a bank on an "unutilised loan" caused by the petitioner's own actions.
Partial Repayment: Femab noted that it issued a bank draft of ₦10 million in March 2021 as a show of good faith.
Ongoing Negotiations: The respondent maintains that they are still in negotiations to split the disputed interest amount equally between both parties.
Regulatory Context
The case is being closely monitored as one of the first major tests for the Federal High Court’s specialized Insolvency Unit. Created by Chief Judge Justice John Terhemba Tsoho, the unit aims to streamline cases involving company voluntary arrangements, receiverships, and liquidations under the updated CAMA 2020 framework.
The petitioner’s counsel maintains that Femab is "insolvent and unable to pay its debts," while the real estate firm insists it remains a going concern with sufficient assets to meet its legitimate obligations.
The outcome of the April 29 hearing will determine whether the court grants Shell East the leave to advertise the winding-up petition. Should the court side with the petitioner, it could signal the beginning of a formal liquidation process for Femab Properties, whereas a ruling in favour of the respondent would likely redirect the parties toward further arbitration or a settlement of the disputed interest.
