Dangote tackles Kogi over Obajana Cement acquisition, says state failed to invest

Dangote Industries Limited says its acquisition of the Obajana Cement Plc in 2002 followed due process, contrary to claims by the Kogi State Government.

According to the company, Kogi State Government has no equity interest in Obajana Cement Plc.

It said the state government could not meet its financial obligations of contributing to the funding the plant in any form; neither did it fund the acquisition of five per cent equity shares when it was asked on a number of occasions to exercise the purchase option.

It also stated that the company as a responsible corporate organisation had been paying relevant state taxes, levies and charges to the state government since 2007 when production commenced in the acquired cement plant.

These clarifications were contained in a statement issued by the management of Dangote Industries Limited titled ‘Obajana Cement Plant: Separating Facts from Fiction.’

It read in part, “This is a statement issued for the sole purpose of addressing the concerns and apprehensions of the stakeholders of Dangote Cement Plc (DCP) especially the over twenty-two thousand people it employs directly, and more indirectly, as well as thousands of contractors, wholesalers, users of our products, our financiers and shareholders.

“At a time of significant economic challenges that we face as a nation, we believe all must be done to keep our economy running effectively, our people employed, businesses that depend on us thriving and not discourage those who take the risks of needed, lawful and significant investments in our economy. The shutdown of our plant has materially jeopardised the economic wellbeing of our country without any regard for its significant consequences.

“Whilst reserving our rights to proceed to arbitration in accordance with the extant agreement, we have reported the unlawful invasion by KSG and the consequential adverse effects of same to all the relevant authorities, including the Federal Government of Nigeria who has now intervened in the matter.

“It is hoped that the dispute resolution process we have initiated will quickly resolve the disputes and allow us to focus on our business without distraction and continue our significant contribution to our national economy. It is in this context that we state in brief as follows.”

It added, “The Obajana Cement plant is one of the most critical components of economic activity in the nation, being one of the highest taxpayers, and vehicle for one of the largest companies invested in by thousands of Nigerian and foreign investors. Its most important assets are (1) its land, the plant and machinery thereon, and (2) the vast limestone deposit covered by mining leases issued under licence by the Federal Government of Nigeria (FGN).”

According to the company, the land on which Obajana Cement plant is built was solely acquired by Dangote Industries Limited (DIL) in 2003.

It said, “The land on which the Obajana Cement Plant is built was acquired solely by Dangote Industries Limited (DIL) in 2003, well after it had acquired the shares in Obajana Cement Company in 2002, following the legally binding agreement it entered into with KSG to invest in Kogi State. DIL was issued three Certificates of Occupancy in its name after payment of necessary fees and compensation to landowners.

“The plant and machinery were conceived, designed, procured, built, and paid for solely by DIL, again, well after it acquired the shares in Obajana Cement Company.

“The limestone and other minerals used by the Obajana Cement Plant, by the provisions of the Nigerian Constitution belonged to the Federation, with authority only in the FGN and not the State in which the minerals are situated, to grant licences to extract and mine the resources.”

The company explained that after the agreement with the KSG, the DIL applied for and obtained mining leases over the said limestone from the FG at its cost and had complied with the terms of the leases since inception.

It said, “The government of Kogi State had no minerals to give, had no assets to give, and only invited DIL as most responsible governments do to come into the state and invest in a manner that will create employment, develop the State, and earn it taxes.”

On the issue of the execution of the agreement, the statement noted, “DIL assiduously and at significant cost met all the terms of the agreement between it and KSG in relation to OCP. It built the cement factory, much bigger and better than envisaged.

“KSG could not meet its financial obligations of contributing to the funding the plant in any form; neither could KSG fund acquisition of 5% equity shares in OCP when it was asked on a number of occasions to exercise the purchase option.

“KSG also did not meet its obligations to grant waiver of taxes, charges and levies that it could charge the operations, affairs and activities of OCP. Rather despite being entitled (under the terms of the agreement with KSG) to tax relief and exemption from charges and levies by KSG for a period of seven (7) years from the date of commencement of production, OCP (and now DCP) has paid all due sub-sovereign taxes, levies and charges to KSG since it commenced production in 2007.

“KSG does not have any form of investment or equity stake in OCP, so no dividend or other economic and/or shareholding rights whatsoever could have accrued to it from the operations of the company”, the statement added.

On the issue of the Acquisition of the Plant Site, the statement noted that, “After the agreement between DIL and KSG in 2002, DIL in 2003, applied to KSG for the acquisition of land for the plant site, and this application was granted with the issuance of three Certificates of Occupancy to DIL. DIL to the knowledge of KSG, paid substantive compensation to Obajana Farmland Owners located within the two (2) square kilometres plant site.”