The appellant was employed by the 2nd respondent as Special Assistant to its Managing Director. The letter of appointment was tendered in the High court and marked Exhibit 16. By the said Exhibit 16 either party is liable to give the other party three months salary in lieu of 3 months notice of intention to terminate the appointment. After assuming appointment, the appellant was appointed as a member of the Board of Directors of the 2nd respondent with effect from 1st November, 1979 by a letter tendered as Exhibit 4. Another letter dated the 12th of February, 1980 (Exhibit 5) was written to the appellant informing him of his appointment as Executive Director of the 2nd respondent. The appellant assumed the office of Executive Director of the 2nd respondent and in that capacity attended meetings of the company's Board of Directors. A return (Exhibit 2) pursuant to section 191(4) of the Companies Act 1968 was sent by the 2nd respondent to the Registrar of Companies. The appellant received a merit award for performing exceptionally well in the execution of company projects.

By a letter dated the 18th March, 1981 (Exhibit 11) the appellant was appointed as a Director of another company Dave Agricultural Development Project Limited, a subsidiary of the 2nd respondent company. The appellant accepted all these appointments and their provisions. Subsequently, the appellant was reassigned to Dave Agricultural Development Project Ltd. The letter effecting the re assignment (Exhibit 12) was written by the 1st respondent. On receipt of this letter the appellant sent a Memorandum, (Exhibit 21) to the 1st respondent in which the appellant stated that he did not understand what the 1st respondent meant and that he was not in agreement with the second paragraph of the letter.

Thereafter the appellant sued the respondents and claimed the following reliefs:-

After the service of the Writ of Summons on the respondents, the 1st respondent sent another letter dated 24th October, 1983 (Exhibit 22) to the appellant wherein he threatened the appellant that unless the appellant confirmed that he will render loyal and productive service to the company, the appointment shall be relinquished. By a letter dated 31st October, 1983 tendered as Exhibit 15 the 1st respondent purported to have terminated the appointment of the appellant by giving him 3 months notice. The appellant refused to accept the last appointment.

At the end of the trial the Federal High Court held that the appointment of the appellant was purportedly terminated when the action was pending in court and that the appellant can only be removed in accordance with section 175 of the Companies Act, 1968 and that having failed to follow the procedure therein laid down, the removal of the appellant was ultra vires, illegal and void.

The respondents appealed to the court of Appeal which allowed the appeal and set aside the judgment of the High court, on the ground that the appellant was an ordinary employee or servant of the 2nd respondent and that his contract of employment was determinable by 3 months notice as stipulated in Exhibit 16.

Dissatisfied with the judgment of the court of appeal, the appellant appealed to the Supreme Court.