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By an amended general form of complaint dated and filed on 17th October 2012, the claimant claims against the defendants as follows: 1. A declaration that the restriction of the claimant from her work place is illegal, unlawful and unjustifiable. 2. A declaration that the claimant’s employment with the 1st defendant still subsists and she is entitle to arrears of salary and other benefits as an employee of the 1st defendant. 3. The sum of Six Hundred and Twenty Eight Thousand, Five Naira Forty Three Kobo (N628,005.43) with twenty one per cent interest per annum from the date of withdrawal until judgment is entered against the 1st defendant being the amount unlawfully withdrawn from the claimant’s current account on the 7th of May 2007. 4. An order compelling the 1st defendant to compute the claimant’s gratuities based on the current senior banking officer remuneration package. 5. An order compelling the 1st defendant to process and pay the claimant’s pension benefits on proper determination of her appointment promptly and without further delay. 6. The sum of N100,000,000.00 (One Hundred Million Naira) as general damages against the defendants severally and jointly for loss of employment, frustration, humiliation and untold hardship meted on the claimant by the unlawful acts of the defendants. Filed along with the complaint is a statement of facts, list of documents, documents to be relied upon at trial, list of witness and claimant’s testimony on oath. The defendants in reaction, filed a memorandum of appearance, 1st and 2nd defendant’s statement of defence, list of witness, list of documents to be relied on at trial and the said documents. From the statement of facts, the case of the claimant is that she is a staff of the 1st defendant with employment number 14259 and resides at No. 3, Oladipo Dunmoye Street, Okeira-Nla, Off Aja, Lagos. That the 1st defendant is a company registered under the Companies and Allied Matters Act, 1990 with its head office at No. 57, Marina, Lagos. That the 2nd defendant is a company registered under the Companies and Allied Matters Act, 1990 but was formerly a department called the Registrars Group/Division in the 1st defendant’s company before it was incorporated as a separate and distinct company. The claimant averred that she was employed by the 1st defendant via a letter dated 24th May, 1988 as a senior clerk with effect from 31st May, 1988. That her appointment was later confirmed by the 1st defendant via a letter dated January 3, 1989 as an established staff of the 1st defendant. The claimant also averred that since her employment with the 1st defendant, she has been transferred many times to various branches of the 1st defendant including its Registrars branch without hesitation or any objection from her and that she has been diligent in her schedule of duties. The claimant averred that the fact that she has been diligent was further testified by a letter of reference dated 1st September, 2006, the said letter was co-signed by Mr. Peter Ashade and Pastor (Mrs.) Lydia Okon, the Managing Director of UBA Registrars Ltd and Head, Management Services of UBA Registrars Ltd respectively. The claimant also averred that she is one of the most dependable staff of the UBA Registrars Ltd both in performance and punctuality at work. That on the 18th February, 1999, she was transferred to the 1st defendant’s Registrars Group via a letter from the 1st defendant dated 18th February, 1999 and she complied as usual. That while in the Registrars’ Division of the 1st defendant, she was promoted to the position of a Senior Banking Officer (SBO) by the 1st defendant via a letter dated 29th March, 2005 on an annual compensation salary of N1,225,052.00 (One Million, Two Hundred and Twenty Five Thousand, Fifty Two Naira) with effect from September 1, 2005. The claimant further averred that on successful merger of former United Bank for Africa Plc and the defunct Standard Trust Bank Plc, she received a letter dated 11th August 2005 from the Group Managing Director/Chief Executive Officer of the 1st defendant offering her appointment as a Senior Banking Officer with a new employment number of A01591 and on a total annual emolument of N1,750,000.00 (One Million, Seven Hundred and Fifty Thousand Naira) with effect from September 1, 2005. That sometime in May, 2007, the 1st defendant harmonized and increased its staff salaries across board. Also that on 22nd March, 2007, her emolument was reviewed upward to the sum of N3,500,000.00 (Three Million, Five Hundred Thousand Naira) per annum and her current account was on 2nd May 2007 credited with N628,005.43 to reflect the differences in the lump sum upfront payments between the previous package of N1,750,000.00 a the new package of N3,500,000.00. That on 1st August 2007, the Board of Directors approved another salary increment, reasons for this second salary review within six months of the one done in May 2007 was stated in the memo from the Chief Executive Officer of the 1st defendant dated 1st of August 2007. That sequel to the two increments made by the 1st defendant as mentioned above, the 2nd defendant vide its memo dated 28th September 2007 succinctly stated the reasons for the general increments. That the said letter of 11th August, 2005 mentioned above confirmed that her employment history with the predecessor bank (i.e. the former UBA before the merger) shall remain continuous and cumulative into the new bank (the 1st defendant). Further, the claimant averred that on the 7th May 2007, the defendant unlawfully withdrew the sum of N628,005.43 from her account with the defendant. That as a result of general increment of staff emoluments by the 1st defendant with effect from 1st of September, 2007, she became entitled to N5,050,000.00 (Five Million, Fifty Thousand Naira) as her annual emolument. The claimant further averred that on the 12th October 2007 she received an offending letter from the 2nd defendant purporting to be acting on behalf of the 2nd defendant transferred her to the 2nd defendant’s company and that she was no longer a staff of the 1st defendant and her emolument reduced to N2,800,000.00 (Two Million, Eight Hundred Thousand Naira) per annum. The claimant averred that upon the receipt of the letter mentioned above, she wrote a letter of complaint against the purported transfer of her services to the 2nd defendant without her consent or prior knowledge to that effect and demanded that she be redeployed back to any of the branches of the 1st defendant since the 2nd defendant had acquired a legal personality as a distinct entity and is not willing to pay her the correct emolument for her status as a Senior Banking Officer (SBO) which she would have continued to receive if transferred to other branch of the 1st defendant but the 1st defendant refused and or neglected to respond to her letter. That to her greatest dismay, she was physically prevented from entering her office on the 5th November, 2007 by the security personnel who warned her not to go into the office on the orders of the Managing Director of the 2nd defendant, and her salary has since then been stopped. That as a result, she mandated her Solicitors, Festus Keyamo Chambers who wrote several letters to the defendants on her behalf but still no reply was received from the 1st defendant. That having exhausted every amicable means of resolving this matter she resorted to filing this suit. She also averred that she has suffered serious humiliation and damages as a result of the wrongful acts of the defendants and needs to be urgently compensated. The claimant also averred that she is 49 years old now and getting another employment at her age is near impossible as most employers now engage people within the age bracket of 25 to 35 years. She equally averred that she is entitled to all the benefits due to her office as a Senior Banking Officer until the final determination of this suit. She averred that she entitled to pension on proper determination of her appointment with the defendants. She therefore claims against the defendants as per her complaint. The 1st and 2nd defendants in defence, denied each and every allegation made in the statement of facts and contended that the claimant’s claim is frivolous and vexatious and that the claimant is not entitled to any of the claims stated in its statement of claim. That without prejudice to the defendants primary contention that the claimant’s claim is frivolous and ought to be dismissed for disclosing no reasonable cause of action, the defendants reacted specifically to the statement of claim as follows. That the claimant is no longer in the employment of the defendants and consequently, the claimant does not hold employment number 14259 or at all anymore. The defendants pleaded that the actions of the claimant in disobeying lawful instructions and keeping away from her duty post made a complete nonsense of the commendation given to the claimant and was referred to in the reference letter of 1st September, 2006. The defendants averred that the upward review of the claimant’s salary made vide an email of the 1st defendant’s Head Human Capital Management dated 22nd March, 2007 was to take effect on 1st May, 2007. The defendants averred that whilst it is true and correct that the 1st defendant withdrew the sum of N628,005.43 being the differential in the lump sum upfront payment between the previous package of N1,750,000.00 and the new package of N3,500,000.00 earlier paid into the claimant’s account, there is nothing unlawful about the said withdrawal. The defendants averred that shortly after the salaries of the defendants’ employees including the claimant’s were reviewed, there was a decline in the income of the defendants such that the defendants could no longer sustain their huge wage bill. This necessitated a review of the defendants’ employees salaries in line with revenue generated. That it was as a result of this development that the initial increase in salaries of the defendants employees including that of the claimant was reversed and this was done to the knowledge of the claimant. That the said reversal culminated in the withdrawal of the sums of money that had previously been credited into the claimant’s account. The defendants averred that there was no increment in the emoluments of the claimant with effect from 1st October, 2007 or at any other time and that the claimant is not entitled to N5,050,000.00 as alleged at all. That if the emoluments to the claimant had been increased as alleged, the claimant would have been so advised in writing. The defendants admit that the services of the claimant was transferred to the 2nd defendant by the 1st defendant which was only confirmed by the 2nd defendant vide the letter dated 12th October 2007, but do not admit that the letter was offensive. The defendants further averred that it was thought necessary to formally transfer the services of the claimant to the 2nd defendant since the claimant was practically working with the 2nd defendant since her deployment to the services of the 2nd defendant in February 1999. That the review of her emolument from N1,750,000.00 per annum was in line with the salary structure of her new status as Assistant Registrar II. The defendants averred that the claimant was never prevented either physically or otherwise from gaining access to her office by the security guards as alleged or at all. Rather that it is the claimant who left her duty post on her own volition in protest of the transfer of her services from the 1st defendant to the 2nd defendant and has not returned to her duty post ever since. That the conduct of the claimant by refusing to comply with the contents of the letter dated 12th October, 2007 and not accepting the transfer of her services to the 2nd defendant is in breach of her undertaking to abide by the directives of the 1st defendant contained in relevant provisions of the Service Agreement executed between the claimant and the 1st defendant on 19th January 1989. The defendants also averred that by failing and or refusing to comply with the 1st defendant’s instructions transferring her services to that of the 2nd defendant in the manner stated in the 2nd defendant’s letter dated 12th October, 2007, the claimant impliedly severed or terminated her employment with the 1st defendant in that case, the claimant’s contention that her employment with the 1st defendant subsists or that she is entitled to be paid her salaries in arrears is unfounded. The defendant denied that at anytime it carried out any wrongful act towards the claimant. The defendants also pleaded that it is not their responsibility to either compute or pay the claimant’s gratuities and pension benefits, but that of the Pension Fund Administrators chosen by the claimant as prescribed under the Pension Reforms Act. The defendants then contended that the claimant is not entitled to the reliefs sought and that this suit be dismissed against them with substantial cost on a full indemnity basis against the claimant. In reply to the statement of defence, the claimant denied paragraph 2 of the defendant’s statement of defence and in reply states that the claimant is still an employee of the defendant and challenged the defendant to prove otherwise. In response to paragraph 4 of the statement of defence, the claimant states that she has never disobeyed any lawful order from the defendants or absented herself from the office until she was practically prevented entry into the 2nd defendant’s office on the 5th November, 2007 by the security personnel of the 2nd defendant who told her that they are acting on the instruction of the Managing Director of the 2nd defendant. Also that her good conduct in the employment of the defendant was well accentuated in the 2nd defendant’s letter dated 1st September, 2006 wherein she was described as a conscientious, dedicated and hardworking staff who tries to accomplish all her tasks timely. Also responding to paragraph 6 of the statement of defence, the claimant stated that she was not informed before the money was withdrawn from her account and that when she complained about the unlawful withdrawal from her account, the 2nd defendant by a letter dated 12th October 2007 informed her that because of her purported transfer to the 2nd defendant that she is no longer entitled to the increment. The claimant also denies paragraph 7 of the statement of defence and states in response that by the memo sent on the 1st of August, 2007, the Chief Executive Officer of the defendant’s informed all staff of the defendants that the Board of Directors of the defendants has approved salary increase of between 6 and 67% across board depending on the grade level of the staff with effect from September 1, 2007. The claimant also denied paragraph 8 of the statement of defence and states in response that her emolument of N1,750,000.00 has nothing to do with her deployment of 18th February, 1999 but the said emolument was a result of her elevation to the position of Senior Banking Officer in the defendants in 2005. She relied on her promotion letter dated 29th March, 2005. The claimant also denied paragraph 10 of the statement of defence and in response states that her refusal to accept the transfer into the services of the 2nd defendant was not in breach of any contract of service between the claimant and the defendants but it was rather an exercise of her right to either accept or refuse such transfer of service as provided for in the 2nd defendant’s letter of October 12, 2007. In further response to paragraph 10 of the defendants statement of defence the claimant states that one of her reasons for not accepting the transfer of service and new compensation package of the defendants was because it amounted to a demotion in that the transfer comes along with reduction of salaries when she has not been sanctioned for any disciplinary act. The claimant denied paragraph 11 of the statement of defence and in response states that her employment with the defendants cannot be impliedly terminated or severed because she was ready to continue her work with the defendants only for the 2nd defendant to prevent her entry into her office. The claimant’s witness statement on oath was deposed to and filed on 18th May 2012 and was adopted by the claimant on 25th June, 2012. The said claimant’s testimony on oath is on all fours with the statement of facts and so need not be repeated. Under cross examination by the defendants counsel, the claimant responded that upon her employment in 1988 her employment was subject to the terms and conditions stated in her offer letter of employment and the service agreement dated 19th January 1989. The claimant responded also that her last promotion was to the rank of Senior Banking Officer. She says she was aware that the relationship between the staff and the 1st defendant was regulated by the UBA staff handbook. She says she is aware that the 1st defendant had a right to transfer any staff from one branch to the other and from one department to the other. She also said she is aware that an employee can be transferred from the 1st defendant to any of its subsidiaries. That she was transferred to the 2nd defendant in 1999. That she worked there until October 2007. She said she was notified in writing by the 1st defendant. The claimant responded that her salary was reviewed by the 1st defendant in March 2007 from N1,750,000.00 per month to N3,500,000.00 and that she was notified of this in writing. The claimant said she did not receive any communication about the increment of her to N5,500,000. That when she was given the letter of transfer to the 2nd defendant she was not happy and that she complained to the 1st defendant. She said she was not given a reply. The claimant said that from 5th November 2007 till date she had not gained access to her office. She says from that date she has not been working for the defendant till date. She told the court she did not agree to serve or transfer her services to the 2nd defendant. There was no re-examination of the claimant by her counsel. The defendants witness Enobong Egere, DW1 adopted her witness written Deposition on Oath on 2nd August 2012. The said written statement on oath of DW1 was deposed to on 23 May 2012. DW1, Enobong Egere, female, Christian, Nigeria citizen of UBA House, 57, Marina Lagos deposed as follows. That she is an Assistant Banking Officer in the Human Capital Management Department of the 1st defendant and by virtue of which she is conversant with the facts of this case which came to her knowledge in the course of discharging her official duties. That this written statement on oath is based on the facts contained in the statement of defence of the 1st and 2nd defendants in response to the claimant’s statement of facts in this case. DW1 deposed that the claimant is a former employee of the defendants. That the 1st and 2nd defendants are companies incorporated under the laws of the Federal Republic of Nigeria. That the 1st defendant has its registered office at No. 57 Marina, Lagos. That the 2nd defendant was formerly a department of the 1st defendant but was subsequently incorporated as a separate company. THE CLAIMANT’S EMPLOYMENT WITH THE DEFENDANTS DW1 deposed that the claimant was appointed by the 1st defendant as a Senior Clerk with effect from 31st May 1988. That she was subsequently confirmed as an established staff of the 1st defendant and in accordance with the terms of her employment, was transferred to various branches of the 1st defendant as the need arose. That in the course of the claimant’s employment and as a responsible employer, the 1st defendant in September, 2006 issued a reference letter in favour of the claimant to the Registrar/Chief Executive, Institute of Capital Market Registrars. As at the time this letter was issued, the claimant was carrying out her duties and obeying lawful orders in accordance with the terms of her employment. That in February 1999 the claimant was transferred to the Registrars Division of the 1st defendant and while in that Division was promoted to the position of Senior Banking Officer with annual remuneration of N1,225,052.00 (One Million, Two Hundred and Twenty Five Thousand, Fifty Two Naira). That in 2005, the 1st defendant merged with the then Standard Trust Bank Plc and the claimant was appointed a Senior Banking Officer with the post-merger 1st defendant. That the claimant’s remuneration at this point was N1,750,000.00 (One Million, Seven Hundred and Fifty Thousand Naira) and that claimant’s appointment was to be reckoned as continuing from her employment with the 1st defendant prior to the merger. THE UPWARD REVIEW OF THE CLAIMANT’S REMUNERATION DW1 further deposed that in 2007 the claimant’s salary was reviewed upward twice by the 1st defendant. The first review was made via an email of the 1st defendant’s Head, Human Capital Management dated 22nd March, 2007. That this first review was to take effect on 1st May, 2007. As a result of the upward review, the claimant’s emoluments stood at N3,500,000.00 (Three Million, Five Hundred Thousand Naira) per annum and the 1st defendant credited the claimant’s account with the sum of N626,005.43 (Six Hundred and Twenty Six Thousand, Five Naira and Forty Three Kobo) being the differential in the lump upfront payments between the previous package of N1,750,000.00 and the new package of N3,500,000.00. That the second salary increment was approved in August 2007. DW1 continued her deposition that shortly after the salaries of the defendants’ employees (including the claimant’s) were reviewed, there was a decline in the income of the defendants such that the defendants could no longer sustain their huge wage bill. This necessitated a review of the defendants employees’ salaries in line with revenue generated. That owing to this development, the initial increase in salaries of the defendant’s employees including that of the claimant was reversed and this was done to the knowledge of the claimant. This said reversal culminated in the withdrawal of the sum of N628,005.43 being the differential in the lump sum upfront payments between the previous package of N1,750,000.00 and the new package of N3,500,000.00 earlier credited into the claimant’s account. That there was no subsequent increment in the emoluments of the claimant with effect from 1st October, 2007 or at any other time other than the ones mentioned in paragraph 9 above. Therefore that the claimant is not entitled to N5,05,000.00 as her annual emoluments as she has alleged or at all. That the defendants always notify their staff of increments in their salaries or emoluments and if the emoluments of the claimant had been increased as alleged, the claimant would have been so advised in writing. THE TRANSFER OF THE CLAIMANT’S SERVICES That in 2007, in order to streamline its operations, the 1st defendant transferred the claimant’s services to the 2nd defendant and the later confirmed the transfer of the claimant to it by its letter dated 12th October 2007. That the 1st defendant thought it necessary to formally transfer the services of the claimant to the 2nd defendants since the claimant was practically working with the 2nd defendant since her deployment to the services of the 2nd defendant vide letter dated 18th February 1999. That the review of the claimant’s emolument from N1,750,000.00 per annum was in line with the salary structure of her new status as Assistant Registrar II. THE CLAIMANT’S REFUSAL TO WORK DW1 deposed further that the claimant apparently dissatisfied with the transfer of her services to the 2nd defendant refused to comply with the directive that she should be reporting for work at the 2nd defendant’s office. That the claimant on her own volition, left her duty post in protest of the transfer of her services from the 1st defendant to the 2nd defendant and has not returned to her duty post ever since. That the conduct of the claimant by refusing to comply with the contents of the letter dated 12th October, 2007 and not accepting the transfer of her services to the 2nd defendant is in breach of her undertaking to abide by the directives of the 1st defendant as contained in relevant provisions of the service Agreement executed between the claimant and the 1st defendant on the 19th January 1989. That by failing and or refusing to comply with the 1st defendant’s instructions transferring her services to that of the 2nd defendant in the manner stated in the 2nd defendant’s letter dated 12th October, 2007, the claimant impliedly severed or terminated her employment with the 1st defendant. That upon the implied termination of the claimant’s appointment by the claimant herself, it was not the defendant’s responsibility to either compute or pay the claimant’s gratuities and pension benefits, but that of the Pension Funds Administrators chosen by the claimant as prescribed under the Pension Reforms Act. That the defendants are not liable to the claimant for any of the reliefs sought by the claimant. Under cross examination by the claimant’s counsel, DW1 responded that she joined UBA services, a subsidiary of the 1st defendant in June 2007. That she joined the 1st defendant in November 2008, DW1 answered that by implication the claimant’s appointment was terminated. She agreed that the claimant’s salary was increased. That the increment was communicated in writing to the claimant. That the difference was paid. DW1 admitted that there was a withdrawal. She agreed that the 1st defendant withdrew the differential. She said she did not know how it was communicated to the claimant. DW1 said she did not know what date the withdrawal was made but it was in May 2007. DW1 agreed that the claimant had a change in grade nomenclature. That this was in 2007 but the exact date she did not know. That the change was communicated in writing to the claimant by a letter. She says she did not have a copy of the letter. That the Human Resources Department is in charge of the claimant’s records. That she had never met the claimant in person before. There was no re-examination of DW1 by the defendant’s counsel. In his final written address dated 15th October 2012 but filed on 16th October 2012, the defendants’ counsel raised the following issues for determination as follows: (i) Whether from the facts and circumstances of this case the claimant’s contract of employment with the defendants may be said to be subsisting; and if not whether the claimant is entitled to arrears of salary and other benefits as employee of the 1st defendant (ii) Assuming without conceding that the defendants prevented the claimant from gaining access to her office, whether such action was illegal within the context of the claimant’s conduct. (iii) Whether the claimant is entitled to the sum of N100,00,000.00 as general damages against the defendants, either jointly or severally. (iv) Whether the claimant is entitled to the sum of N628,005.43 and interest. (v) Whether the 1st defendant is responsible for the computation and payment of the claimant’s benefits. On issue one, counsel to the defendant submitted that the main contention of the claimant in this case is that her employment with the 1st defendant has not been determined by the parties. That this is clear evident in relief No. 2 of the claimant’s statement of facts. Learned Counsel reproduced the said relief No. 2 in his written address. To counsel, it is the duty of the claimant to prove by credible evidence that her employment with the defendants is still in force. That it is trite that he who asserts must prove citing the case of Andem v. Etim [2010] 4 NWLR (pt. 1185) 489 at 501 and Section 131 to 133 of the Evidence Act 2011. To counsel, the question to ask is whether the claimant has discharged this obligation imposed on her under the law. Counsel then answered that in his opinion the claimant has not discharged this obligation. Counsel also reproduced paragraphs 17, 18, 19, 20 of the claimant’s statement of facts and submitted that, it is clear from the said averments that the 1st defendant transferred the claimant’s services to the 2nd defendant vide a letter dated 12th October, 2007 and that the claimant was not happy about the said transfer. That consequently the claimant wrote letter of complaint and also refused to comply with the terms of the transfer. To counsel the claimant admitted under cross-examination, not to have reported for work since the 5th of November, 2007 till date. That this piece of evidence shows that the relationship between the parties had become strained following the claimant’s allegation that she was prevented from gaining access to her office by the agents of the defendants. Learned Counsel further submitted that from the above scenario, the employer/employee relationship that existed between the claimant and the 1st defendant became strained from the very moment the claimant received the letter transferring her services to the 2nd defendant. That despite the said transfer the claimant was still willing to be in the employ and payroll of the 1st defendant. That the 1st defendant was acting within its contractual right when her services were transferred to the 2nd defendant. Therefore to counsel it must be taken that the claimant’s employment with the defendants was determined or terminated by implication on the 5th November, 2007. Counsel cited the cases of Westac (Nig) Ltd v. Sokoto State Government [2001] 4 NWLR (pt. 703) p. 304 and Ibama v. Shell Pet. Dev. Co. (Nig) Ltd [1998] 3 NWLR (pt. 542) 493. Also that if this court should agree with the contention of the claimant that her contract of employment is still subsisting is like asking this court to impose an employee on an unwilling employer which this court is not permitted to do, referring to the case of Afribank (Nig) Plc v. Obisanya [2000] 1 NWLR (pt. 642) 598. Learned Counsel submitted that in view of this authority, it is clear that the master-servant relationship that existed between the claimant and the 1st defendant having clearly broken down irretrievably following the letter of transfer of the claimant’s service from the 1st and 2nd defendant. That for the same reason, claimant’s contention that she is entitled to arrears of salaries to date is misconceived and untenable. Counsel therefore urged this court to resolve this issue in favour of the defendants. On issue two, the defendants’ counsel submitted that the question of restricting or preventing the claimant from accessing her workplace being illegal is purely misplaced. That this is because the master-servant relationship that existed between the claimant and the defendants came to an end upon the transfer of the services of the claimant to the 2nd defendant and the claimant’s refusal to comply with the transfer directive. That although the claimant failed to adduce any credible evidence to show that the defendants restricted or prevented her from accessing her office, it is submitted that even if that was the case, (which is not conceded), the defendants would still have acted in the lawful exercise of their rights to have prevented the claimant from gaining access to her former workplace, the claimant having terminated the contract of employment by her conduct. Therefore there was no further basis for the claimant to seek to gain access to the defendants’ offices having failed to comply with lawful instructions. Counsel submitted that the claimant’s relief, number one, which urge this court to declare as illegal, the restriction of the claimant from entering her workplace by the defendants is misplaced as the defendants acted within the confines of their legal rights. That the principle of damnum sine injuria which means “damage without legal injury”. That this old principle of law provides that where there is an infringement of a private right, so long as such invasion was occasioned upon the lawful exercise of a bona fide claim of right no legal injury can be said to arise therefrom. The case of Mayor of Bradford v. Edward Pickles [1895] A.C. 587 was cited by counsel in support. On issue three, the defendants’ counsel submitted that from the way the relief of N100,000,000.00 as general damages is couched, the basis for this claim stems from the alleged unlawful acts of the defendants which we assume arose from the letter transferring the service of the claimant from 1st to 2nd defendant vide the 2nd defendant’s letter dated 12th October, 2007 and the alleged prevention of the claimant from gaining access to her former office at the office of the 2nd defendant by the security personnel of the 2nd defendant. As to whether the transfer of the claimant’s service was unlawful, counsel submitted that the transfer of the claimant’s service by the 1st defendant to the 2nd defendant was in furtherance of the 1st defendant’s policy to streamline its operations for more efficiency. That this was against the background that the claimant had practically worked for the 2nd defendant, first as a division of the 1st defendant before it became a subsidiary. That the claimant in her evidence admitted that the 1st defendant had the requisite powers under their contractual relationship to transfer its employees to any of its department, division or subsidiary within its group. Counsel therefore submitted that the transfer of the claimant being one that falls within the contractual powers of the 1st defendant, there was nothing unlawful or illegal or void about the action of the defendants transferring the services of the claimant from the 1st defendant to 2nd defendant vide the 2nd defendant’s letter of 12th October, 2007. That the claimant having admitted that the 1st defendant had powers to transfer her to the 2nd defendant being its subsidiary, the claimant failed to comply with the terms of the transfer by engaging in writing series of letters of complaint/protest to the defendants. That the claimant also admitted not reporting to work subsequently. That failure to comply with the terms of the transfer was clearly in breach of clause 2 of the Service Agreement dated 19th January 1989 wherein the claimant undertook to abide by and carry out the instructions and regulations of the 1st defendant. That following this development, counsel submitted that the defendants had a right to take measures to ensure that the claimant was kept away from their offices like they did when the 2nd defendant prevented the claimant from further access to her former office. That there was no further basis for the claimant to further access to the premises of the defendants the claimant having terminated her relationship with the 1st defendant by refusing to honour the terms of transfer and report to work. Learned Counsel further submitted that in the circumstances, there is nothing illegal or unlawful or null in the acts of the defendants to warrant their being ordered to pay the above sums as damages to the claimant. Learned Counsel also argued that assuming without conceding that it is found that the transfer of the claimant’s service to the 2nd defendant amounted to wrongful termination of her employment, the liability of the 1st defendant to the claimant is one month salary in lieu of the notice she would have been entitled to receive in order to determine the employment and certainly not the sum of N100,000.00, referring the court to the cases of Katto v. CBN [1999] 7 NWLR (pt. 607) 390 at 406 and Afribank, International Drilling Company Ltd v. Ajilala [1976] 2 S.C, Onalaja v. African Petroleum Ltd and Ibama v. Shell B.P Co. Ltd [1998] 3 NWLR (pt. 542) 493. Counsel submitted that by the agreement of the parties contained in clause 8 of the Service Agreement, any of the parties is entitled to terminate the contract of employment by a month’s notice to the other party. That being the case and based on the foregoing authorities, in the unlikely event it is found that the transfer of service of the claimant amounted to a wrongful termination, the claimant would only be entitled to a month’s salary from the 1st defendant and no more. Counsel therefore urged this court to resolve this issue in favour of the defendants that the claimant is not entitled to the sum of N100,000.00 general damages. On issue four, the defendants’ counsel submitted that from the statement of facts the basis of the claimant’s claim that she is entitled to be paid N628,005.43 is that on 22nd March 2007, her emolument was reviewed upward from N1,750,000.00 to N3,500,000.00 by the 1st defendant. To counsel, the defendants’ submission that the said deductions were as a result of the decline in the income of the 1st defendant brought about by the general increase in staff salaries is credible and ought to be preferred to that of the claimant that the deduction was unlawful, citing CBN v. Igwillo [2007] 14 NWLR (pt. 1054) 393 at 406 and Adeleke v. Iyanda [2001] 13 NWLR (pt. 729) 1. On issue five, the defendants counsel denied tht it is their responsibility to compute and pay the claimant’s gratuities and pension benefits as that responsibility has now been vested in the claimant’s Pension Funds Administrator appointed by the claimant under the law. That this assertion was not denied by the claimant therefore it is taken as an admission requiring no further proof, citing the case of Akintola v. Solano [1986] 2 NWLR (pt. 24) 598. Learned Counsel also quoted Sections 11, 39 (1), 54 of the Pension Reforms Act, 2004. To counsel, in the light of above statutory provisions, it is plain that it is not in the place of the defendants to process and or pay to the claimant her gratuities and pension benefits because that responsibility is placed on the claimant’s Pension Fund Administrator. That to order or direct the defendants as claimed by the claimant to pay the gratuities and benefits to the claimant is tantamount to urging the court to make an order that would be difficult for the defendants to carry out or execute. That it is trite law that courts do not make orders that are in capable of enforcement, citing Nigerian National Supply Co. Ltd v. Hamajoda Sabana & Co. Ltd [1988] 2 NWLR (pt. 74) p. 23 and Habeeb Nigeria Bank Ltd v. Opomulero [2000] 15 NWLR (pt. 960) 315 at 333. Counsel therefore urged the court to refuse the claimant’s claims as being frivolous and lacking in merit. The claimant’s counsel in his final written address dated 10th December 2012 but filed on 11th December 2012, raised the following issues for determination of this court:- (1) Whether the purported transfer of the claimant via the 2nd defendant’s letter of 12th October, 2007 is not illegal and unlawful having not emanated from the 1st defendant. (2) Whether the claimant’s refusal to accept the terms of the letter of 12th October, 2007 amount to a breach of the contract of employment between the claimant and the 1st defendant. (3) Considering the circumstances of this case, whether the claimant’s employment with the 1st defendant can be terminated by the 2nd defendant’s conduct. (4) Whether the claimant’s employment with the 1st defendant still subsists and whether the claimant is entitled to arrears of salary and other benefits as an employee of the 1st defendant. (5) Whether the claimant has suffered loss/damage to warrant the damages sought. (6) Whether the defendants was right to withdraw the claimant’s salary that she had worked for. (7) Whether the 1st defendant is under any obligation to compute the claimant’s gratuities and pension benefit. On issue one, the claimant’s counsel submitted that it is an unassailable fact that the claimant was employed by the 1st defendant vide a letter dated 24th May 1988 and she remained in the 1st defendant’s employment even after the 1st defendant’s merger with the defunct Standard Trust Bank Plc in 2005 as Senior Banking Officer the claimant received a pay rise from the 1st defendant. That it is beyond doubt that the 2nd defendant is a body corporate different and distinct from the 1st defendant and was not privy to the contract of employment between the claimant and the 1st defendant. That no matter how closely related, the 1st and 2nd defendants are, the 2nd defendant lacks the legal impetus to transfer the claimant a staff of the 1st defendant to itself as it was done in the letter dated 12th October, 2007. To counsel, it is trite that a contract affects only a party thereto and cannot be enforced by or against a person who is not a party to it, citing the case of UBA Plc v. Ogundokun [2009] 6 NWLR pt. 1138 p. 450. The claimant’s counsel conceded that under its agreement, with the claimant, it can deploy the claimant to any department or branch of its choice such power can only be exercised by the 1st defendant and not the 2nd defendant a distinct and separate legal entity who is a complete stranger to the contract agreement between the claimant and the 1st defendant which it seeks to enforce by its letter dated 12th October 2007. That it is trite law tht only parties to a contract can claim any rights or obligations under it, referring to the case of C.R.S.W.B. v. V.C. Eng. Ltd [2006] 12 NWLR pt. 998 at p. 589. Counsel submitted that since the 2nd defendant is not a named party to the service agreement between the claimant and the 1st defendant, hence the 2nd defendant’s attempt to transfer the claimant to its service via its letter dated 12th October 2007 is an aberration as it amounts to a stranger enforcing the terms of an agreement that he is not a party to, referring to C.A.P v. Vital Inv. Ltd v. [2006] 6 NWLR pt. 976 p. 220. Counsel therefore submitted that the 2nd defendant lacks the requisite vires to transfer the claimant to itself and so the purported transfer of the claimant is illegal, and unlawful and at best as usurpation of the 1st defendant’s right under the service agreement with the 1st defendant. Counsel urged the court to resolve this issue in favour of the claimant. On issue two, the claimant’s counsel submitted that the refusal of the claimant to accept the terms of the letter of 12th October, 2007 is not and cannot amount to a breach of the contractual agreement between her and the 1st defendant. That contrary to the defendants argument that the claimant’s refusal to accept the terms of the letter of 12th October, 2007 is not and cannot amount to a breach of her undertaking to abide by the directives of the 1st defendant as contained in the relevant provision of the service agreement executed between the parties and so there was no breach of undertaking by the claimant. To counsel the directive which the claimant is to obey is the one given by her employer the 1st defendant and that the claimant is not under any obligation to take instructions or directives regarding her employment from a third party who was not a party to the contract. Furthermore, that a cursory look at the letter purportedly transferring the claimant to the 2nd defendant shows that the letter did not emanate from the 1st defendant but from the 2nd defendant who is a limited liability company distinct and separate from the 1st defendant. That the claimant did not sign any agreement with the 1st defendant to allow the 1st defendant to transfer her employment to another company without her consent. More so that the letter of transfer did not emanate from the 1st defendant who is the claimant’s employer. Counsel cited Section 10 (1) of the Labour Act, 2004 to the effect that: “The transfer of any contract from one employer to another shall be subject to the consent of the worker and the endorsement of the transfer upon the contract by an authorized labour officer”. Learned counsel equally quoted part of the letter of 12 October 2007 which says: “If the above terms and conditions are acceptable to you, please affix your signature to the attached copy of return same to us within 48 hours of receipt of this letter”. That so the claimant’s refusal of the transfer was an exercise of her right to either accept or refuse such transfer of service and is not and cannot amount to breach of any contract of service. Counsel referred to Amechi v. INEC [2008] 5 NWLR pt. 1080 p. 227 at p. 437. Learned counsel on this issue urged the court to hold in favour of the claimant. On issue three, the claimant’s counsel submitted that the claimant’s employment with the 1st defendant cannot be terminated by the 2nd defendant who was not a party to the service agreement between the claimant and the 1st defendant. That paragraph 8 of the service agreement between the claimant and the 1st defendant reads thus: “This agreement shall be determinable at anytime by either party giving to the other one month’s notice of termination or one month’s salary in lieu thereof. The appointment of employee shall be terminated forthwith once this agreement has been determined”. Counsel then submitted that by the service agreement before the court, it is expressly stated that the only way the claimant’s appointment can be terminated is by giving notice of termination. That the said agreement does not envisaged “Termination by Implication” as imported by the defendant’s counsel argument. That the choice of the word shall by the parties to the agreement was deliberate and was meant to carry its obligatory and compulsion meaning. Also that the evidence of the claimant that she was prevented from entering into her office by the 2nd defendant was never challenged even by the defendants’ sole witness and so counsel urged the court to so hold since the defendant admitted that it prevented the claimant from entering her office on the 5th of November 2007. Counsel therefore urged the court to resolve this issue in favour of the claimant. On issue four, the claimant’s counsel submitted that the defendants relied heavily on the case of Afribank Nig. Plc v. Osisanya [2000] 1 NWLR (pt. 642) p. 598, which is not on all fours with the present case as the fact of Afribank’s case is distinguishable from the fact in this case. Learned counsel submitted that the 2nd defendant not been a party to the agreement between the claimant and the 1st defendant cannot enforce any term of the contract as it did by issuing a letter of transfer dated 12th October, 2007 and subsequently preventing the claimant’s entrance into her office as repercussion for failing to agree to the terms of the letter of 12th October 2007. On issue five, the claimant’s counsel submitted that damages simply is the pecuniary compensation obtainable by a successful party in an action for a wrong which is either a tort or a breach of contract referring to A.S.E.S.A v. Ekwenem [2009] 13 NWLR pt. 1158 p. 410. That where an employer has committed a breach of contract by wrongfully terminating the employment, the courts will not normally force the willing employee back on the unwilling employer. Counsel submitted that the claimant had suffered damages not only as a result of the 1st defendant reticent that has stagnated the claimant since 2007, but also the claimant was subjected to public odium when she was prevented from entering her office on the 5th of November 2007. That the purpose of an award of damages is to compensate the plaintiff for injury or loss suffered, citing A.S.E.S.A v. Ekwenem (supra). Learned Counsel urged the court to hold that the claimant has suffered loss/damage to warrant the damages sought. On issue six, the claimant’s counsel submitted that salaries and allowances are undeniable rights of an employee and once employer relationship has been established, the employer is under obligation to pay the salaries and allowances of the employee save and except there is a valid impediment or reason not to do so. That the right to receive salary or wages is determined by the letter of appointment. Counsel submitted that the defendants lack the requisite powers to withdraw or make deduction from the claimant’s salary. That it was illegal for the respondents to withdraw from the claimant’s account the sum of N628,005.43 without her consent. Learned counsel referred the court to FRCN & Anor v. RATTAU [1978 – 2006] DJNIC pg. 272. Counsel to the claimant then urged the court to hold that the withdrawal of the claimant’s salary is not only illegal but also unlawful. On issue seven, claimant’s counsel submitted that the 1st defendant is under obligation to compute the claimant’s gratuities and pension in accordance with the claimant’s review of compensation package for Senior Banking Officer letter of 22nd March, 2007. As to the argument of the defendant that it is not their duty to compute the claimant’s pension benefits, the claimant referred this court to Section 39 (1) of the Pension Reforms Act which provides as follows: S39 (1) (a) The pension scheme shall be fully funded and in case of any defined contribution scheme, contributions in favour of each employee together with the attributable income shall be computed and credited to a retirement savings account opened for the employee. (b) Every employee shall be free to exercise the option of coming under the scheme established under Section (1) of this Act and his employer shall compute and credit to his contributions and distribution able income earned as at the date the employee exercise such an option subject to the regulation, rules and standards established by the commission. (c) Any amount computed under the above paragraph of this subsection shall be transferred to the retirement savings of the employee maintained with a Pension Fund Administrator of his choice. To counsel the provisions of S 39 (1) makes it mandatory for an employer to compute and credit an employee’s pension account and the defendant has a duty to show that indeed it has complied with the mandatory provisions of the Pension Reforms Act by showing evidence of necessary remittances to the claimant’s Pension Administrator’s Account before it can shift the burden of payment to the claimant’s Pension Administrator. Learned Counsel therefore submitted that the defendants have not show that it complied with the provisions of the law that mandates the 1st defendant to compute and credit the employee’s pension account and urged the court to resolve this issue in favour of the claimant. Learned Counsel concluded his submissions that the justice of this case would be better served if the claimant who has no blemish on her record in all her years in the service of the 1st defendant. He urged the court to grant the reliefs of the claimant as claimed as this will meet the justice of the case. The defendants did not file a reply on points of law. After a careful consideration of the submissions of the parties and the evidence tendered, the issues to be resolved by this court are: (1) Whether the transfer of the claimant to the 2nd defendant was valid. In other words, was the transfer carried out in accordance with the relevant laws? (2) Was the deduction of the sum of N628,005.43 from the claimant’s account by the 1st defendant lawful? (3) Considering the circumstances of this case whether the claimant’s employment with the 1st defendant still subsists. The claimant had been an employee of the 1st defendant since 31st May, 1988 where she rose through the ranks to the position of Senior Banking Officer in 2005. By a letter dated 18 February 1999 she was deployed to the Registrars group then a unit of the 1st defendant. The registrars group was later to become UBA Registrars Ltd. Which is now Africa Prudential Registrars Plc the 2nd defendant. Her salary package was reviewed first in 2005 to N1,750,000.00 per annum, in 2007 to N3,500,000.00 with effect from 1st May 2007 and in August 2007 the claimant’s salary package was again increased by the 1st defendant Board of Directors. By a letter dated October 12, 2007 the 2nd defendant wrote to the claimant informing her that her service has been transferred to the 2nd defendant, her designation changed from Senior Banking Officer to Assistant Registrar II above all her salary package reduced to N2.8 Million per annum. No reason was adduced in the letter for the reduction in the claimant’s salary package. The claimant of course rejected the said transfer because the conditions mentioned were not acceptable to her. The claimant again wrote a letter of complaint to the Managing Director of the 1st defendant, protesting her demotion without any reason and elected to go back to the 1st defendant who is her employer. There was no response in respect of her letter of protest. The claimant was thereafter prevented from entering the premises of the defendants till date neither has her employment been determined by the 1st defendant. The case of the defendants is that the claimant refused to obey the instructions transferring her to the services of the 2nd defendant and so she is deemed to have withdrawn her services as she has not been working for her employer since then. That her refusal to accept the transfer and subsequent absence from work amounts to a misconduct on the part of the claimant. The expression “Transfer” connotes that an employer has more than one place of business and the employee is called upon to work in a different place of business from the one in which he/she worked previously. Transfer is an ordinary and usual incident of service. The right of an employer to appoint cannot but carry with it the right to post the employee anywhere else, unless the contract of service or the governing rules rule out such a right. In service or industrial jurisprudence, transfer is not a dismissal, or a discharge, removal from service or termination thereof in any way. In the work place, it is sometimes necessary that there is an exigency of work which has prompted the management for the transfer of an employee. Even at that it is expected that an employer should have uppermost, the overall interest of an employee in his mind and transfers should not be actuated with even any indirect ulterior motive or any kind of malafide. However the right of an employer to transfer his employee from one place of work to another though within the discretion of the employer, is always subject to the condition that the terms of the contract of employment of an employee are not adversely affected. See H.L. Kumar: Transfer of Employees under Labour Laws, 3rd Edition, Universal Law Publishing Co. Pvt. Ltd. 2005 p.1. In this case, from the documents before the court, i.e. the offer of employment letter dated 24th May, 1988 as well as the confirmation of appointment letter of 31st January, 1989 there is no provision in the said documents regarding transfer of the 1st defendant’s staff including the claimant. The claimant was by a letter dated 18th February 1999 deployed as follows: Our Ref: PERS/PA/P/170/99 18th February, 1999 Thro: Assistant General Manager, Internal Control Division, To: Mrs. K. O. Dunmoye – SG.7 Emp. No. 14259 c/o Internal Control Division. Dear Mrs. Dunmoye STAFF DEPLOYMENT We hereby convey Management’s decision to redeploy you to Registrars Group with immediate effect. You are therefore requested to report to the Deputy General Manager, Registrars Group, who will brief you on your new functions and responsibilities. We hope you will continue to give your best to the Bank at all times. SGD SGD Idris Nyam, Yomi Babanyi Principal Manager II Manager, Placement. Recruitment/Placement While the claimant worked in her new unit of deployment the said unit became UBA Securities Ltd, a subsidiary of the 1st defendant. Even at that the claimant’s promotion and career designation was still in the same manner as her colleagues in the 1st defendant as she was promoted to Senior Banking Officer with effect from 1st April 2005. Curiously by a letter dated 12th October, 2007 the 2nd defendant attempted to transfer the service of the claimant from the 1st defendant to the 2nd defendant with a reduced new compensation package. The said letter is hereby reproduced. October 12, 2007 Kehinde Dunmoye (Mrs.) 37, Tapa Street, Epetedo, Lagos. Dear Mrs. Dunmoye, TRANSFER OF SERVICE AND NEW COMPENSATION PACKAGE We are pleased to inform you that the Management of UBA has transferred your services to one of its subsidiaries – UBA Registrars Ltd, effective October 2007. As a result, you will be a staff of UBA Registrars Ltd as Assistant Registrar II and are expected to abide by the rules and regulations of the company which shall be communicated to you in due course. Your new annual compensation package shall be N2.8 Million and the details are attached to this letter. Also, in as much as the management is aware of your previous length of service, the total number of years which you have spent will be considered in the computation of your gratuity/benefits in the event of your exit from the company in future. If the above terms and conditions are acceptable to you, please affix your signature to the attached copy and return same to us within 48 hours of receipt of this letter. We welcome you to UBA Registrars Ltd and hope that you will justify the confidence reposed in you. Yours faithfully, SGD. SGD. Jimoh Osabiya Olaniyi Olateru Head, Mgt. Services Head, Human Capital Mgt. SGD. Debbie Olayinka Head, HCM Inter. & Subsidiaries. In line with the option given to her in paragraph 4 of the said letter of transfer to either accept or not, the claimant wrote to the 2nd defendant from where the said transfer letter came from rejecting it as follows: October 29, 2007 Mr. Jimoh Osabiya (Head Management Services) UBA Registrars Limited, 97/105 Broad Street, Lagos. Dear Sir, RE: TRANSFER OF SERVICE AND NEW COMPENSATION PACKAGE I wish to refer to your letter dated 12th October, 2007 on the above subject, which was handed over to me on Friday evening around 7.00 p.m. by Mr. Olaniyi Olateru who is the head of our administration unit and write to confirm that the terms and conditions mentioned in the letter are not acceptable to me. Thank you. Yours faithfully, SGD. Dunmoye, Kehinde O. (Mrs.) Employment No. A01591. CC: Managing Director, UBA Registrars Ltd. The claimant also wrote a letter of complaint on the said transfer of service and New compensation package dated 31/10/2007 to the Managing Director of the 1st defendant rejecting her demotion both in status and her remuneration, rejecting her purported transfer to the 2nd defendant and requesting in the process to be redeployed back to the 1st defendant who in any event is her employer. This request of the claimant to be transferred back to the 1st defendant was not heeded to till date. While considering whether the defendant can transfer the claimant, regards must be given to the contract of employment of the claimant and the defendants’ employee handbook which is binding on both parties. Like I said earlier in this judgment, the claimant’s letter of employment and confirmation letter have no provisions regarding transfer of the claimant. Even the employee handbook extracts frontloaded by the defendants has no provision concerning transfer per se. Rather what the employee handbook had, has to do with secondment. Article 3.13 (1) of the 1st defendant employment handbook provides:- (1) An employee may be seconded from the bank to any of the subsidiaries within the UBA Group to an offshore branch. Time spent on secondment will not affect continuity of employment. (3) The tenor of secondment shall be two years in the first instance subject to renewal by Exco for a minimum of 4 years. (8) Secondment of an employee of the group for all purposes including, but not limited to promotion and career planning. Employee on secondment shall be appraised at the subsidiary company or offshore branch. Recommendation for promotion will be discussed and agreed with the Group and effected by the Group. (9) Employees on secondment who wish to withdraw their services must first return to the parent company and resign in accordance with the exit conditions for their grade. The provisions of the1st defendant’s employment handbook reproduced above relates even only to secondment. Secondment and transfer have two separate definitions and meanings and are not the same and cannot be used interchangeably. The gravemen of this case is Transfer and not Secondment. Any regulations relating to secondment are not applicable to the claimant in this case. In the case at hand even when the claimant elected to return to the 1st defendant which is the parent company and her employer, the defendants refused thereby breaching the provisions of its employee handbook. Also Article 3.14 (1) of the said employee handbook provides: (1) The bank shall as much as possible fill existing organizational vacancies internally, through transfers, redeployments, reassignments and promotions, especially where the skills/competences required for the positions exist within the bank. (2) There shall be a minimum incumbency period of two years and a maximum incumbency period of five years for non management employees. (4) Employee movements shall be based on manpower needs and maximum incumbency period as well as the need to develop competencies required to perform on current or future roles and responsibilities in line with approved career paths. In all of these, there is nowhere in those provisions that gives the defendant the power to transfer the claimant service permanently to the 2nd defendant without her consent. Section 10 of the Labour Act Cap. L1 LFN 2004 provides for the procedure for transfer to another employer as follows: 10 (1) The transfer of any contract from one employer to another shall be subject to the consent of the worker and the endorsement of the transfer upon the contract by an authorized labour officer. (2) Before endorsing the transfer upon the contract, the officer in question (a) Shall ascertain that the worker has freely consented to the transfer and that his consent has not been obtained by coercion or undue influence or as a result of misrepresentation or mistake. In the case of Fadairo v. LBIC Ltd [2009] 15 NLLR (pt. 40) p. 18 at 39, this court held that: “The position the law is, therefore, clear that no employee can be transferred from one employer to another without his consent”. See also Ogun State Hotel, Abeokuta & Anor. v. HUHPSW [2010] 18 NLLR pt. 51 p. 399 where this court also restated the position of the law that there are two conditions precedent to a valid transfer of a worker, the consent of the worker and the endorsement of the authorized labour officer on the contract of service. This court also held that even when it can be inferred that workers had no objection to their services being transferred to a new employer. If there is no evidence on record that the workers were specifically asked whether they consent to a transfer and if there is no endorsement of an authorized labour officer on the workers contract of service, the conclusion that must be drawn is there is no valid transfer of the services of the workers from the old to the new employer. It does not appear to me in this case that the claimant’s consent was sought before the purported transfer to the 2nd defendant. It is my view that the defendants were trying to force the claimant to transfer her service to another employer, the 2nd defendant. This is possibly why when the claimant protested her purported transfer and rejected same, she was prevented from coming into the premises of the defendants by security personnel on the orders of the defendants. This fact the defendants admitted and even justified its action in its statement of defence and written address. It is my humble view that except in the case of a statutory provision to the contrary, a right to the service of an employee cannot be the subject of transfer to a third party without the employee’s consent. A contract of service being incapable of transfer unilaterally, such a transfer of service from one employer to another can only be effected by a tripartite agreement between the employer, the employee and the third party. Another point of disagreement with the claimant’s purported transfer is that her annual compensation package was consequent upon the transfer reduced from N3.5 Million to N2.8 Million. This is clearly unjustified. It is trite that a transfer cannot produce an effect detrimental to the interest of the employee. A transfer of an employee from one job to another should not operate to the prejudice or detriment of the employee concerned i.e. the transfer must not occasion to the employees’ economic loss in wages, bonus or other monetary benefits to the worker’s disadvantage. In the instant case the transfer of the claimant from the 1st defendant to the 2nd defendant resulted in a reduction in her wages and so I hold that the said transfer is unjustified. The said transfer amounts to an unfair labour practice as it also amounted to a demotion of the claimant from her rank of Senior Banking Officer to that of Assistant Registrar II. The purported transfer is also against any known principle of Industrial Jurisprudence. I therefore hold that the claimant’s transfer was not carried out in accordance with the relevant laws. As to whether the defendant was right in withdrawing the sum of N628,005.43 from the claimant’s account without her consent, I am of the view that this is unlawful and in fact illegal to withdraw money from her account without her consent and permission simply because the 1st defendant as a bank and her employer had access to the claimant’s account. The submissions of the defendants that the said reduction of the claimant’s compensation was due to dwindling fortunes of the 1st defendant is an afterthought and is not tenable. The letter of transfer which also stated that the claimant’s salary was reduced from N3.5 Million to N2.8 Million did not give any reason for the said reduction. An employee’s emoluments cannot be reduced unilaterally. This was in bad faith more so that the defendants went ahead without the claimant’s consent to withdraw the said sum of N628,005.43 from her account. This is also in breach of the provisions of Sections 4 (1) and 5 (1) of the Labour Act which prohibit a blanket deduction from workers wages. Even if an overpayment is made to a worker Section 5 (4) of the Labour Act provides that deductions to be made from the wages of a worker are not to exceed one-third of his wages per month and such a deduction be spread over months. I therefore find that the unlawful withdrawal of the so called over payment from the claimant’s account without her consent is illegal and I so hold. As to whether the claimant’s employment with the 1st defendant still subsists, it is in evidence that it was the defendants who prevented the claimant from accessing her office and subsequently stopped her salary. This is clearly high handed and abuse of power. I condemn this action of the defendant in very strong terms. I do not think that an employee who had served the defendants without blemish for many years should be treated that way. This is condemnable to say the least. I therefore declare such unlawful lockout illegal. Sanctity of service conditions must be respected. I have perused the employee handbook and the contract of employment I am unable to find a provision which the 1st defendant relied on to transfer the claimant’s service to the 2nd respondent without her consent. Consequently I hold that the transfer of the claimant carried out vide a letter dated October 12, 2007 is null and void not being in accordance with the contract of employment and employment handbook of the 1st defendant and Section 10 of the Labour Act L1 LFN 2004. Statutory provisions cannot be waived under any circumstances see Raji v. Unilorin [2007] 5 NWLR (pt. 1057) 259 and Menakaya v. Menakaya [2001] 16 NWLR (pt. 738) 203 at 236. I therefore hold that in the absence of any letter or evidence of a proper determination of the services of the claimant, she is still an employee of the 1st defendant. Accordingly and for the avoidance of doubt, I make the following orders: (1) I hereby order the 1st defendant to recall the claimant back to its head office with immediate effect since she did not give her consent to the said transfer to the 2nd defendant. The claimant should be recalled without loss of status. (2) I hereby order the defendants to refund the sum of N628,005.43 illegally withdrawn from the claimant’s account with immediate effect. The 1st defendant is to pay 15% interest per annum from the date of withdrawal until the date of Judgment. (3) I also order the 1st defendant to pay the claimant all her salaries, allowances and other benefits as Senior Banking Officer from November 2007 to date. (4) The defendants are hereby restrained from interfering with the claimant’s employment in any manner whatsoever or preventing her from performing her duties in the defendants company. (5) The defendants shall pay N50,000.00 cost to the claimant. Judgment is entered accordingly. …………………………………… Hon. Justice J. T. Agbadu Fishim Judge