Shell, Renaissance face legal action over SPDC licence transfer

A suit seeking to stop Shell Petroleum Development Company Limited’s deal transferring its mining licence to Renaissance African Energy Company Limited has been filed at the Federal High Court in Lagos.

The Incorporated Trustees of Human Environmental Development Agenda sued Shell Petroleum Development Company Limited, Renaissance African Energy Company Limited, the Federal Republic of Nigeria, and four others over the transfer of an oil exploration licence.

Other defendants are the Attorney-General and Minister for Justice of the Federation, Mr Lateef Fagbemi; the Nigerian National Petroleum Company Limited; the Nigeria Upstream Petroleum Regulatory Commission; and the Ministry of Petroleum Resources.

Renaissance Africa Energy Holdings, a consortium consisting of four Nigerian independent oil and gas companies – ND Western Limited, Aradel Holdings Plc, FIRST Exploration and Petroleum Development Company Limited, the Waltersmith Group, and Petrolin – recently completed the acquisition of the entire equity holding in the SPDC.

In the suit filed by Kunle Adegoke on behalf of the plaintiff, HEDA raised concerns about alleged non-compliance with Nigeria’s legal and regulatory frameworks governing the petroleum industry.

In suit number FHC/L/CS/651/2025, the group alleged that Shell’s sale of the onshore assets to Renaissance violated several Nigerian laws, including the Petroleum Industry Act 2021.

Key issues raised by HEDA include concerns over the legality, transparency, and regulatory compliance of the transaction.

The plaintiff asserted that the process failed to meet statutory provisions, including the requirement to conduct and disclose an Environmental Evaluation Study under the Upstream Petroleum Environmental Regulation, 2022.

The organisation argued that allowing the transaction to proceed without adhering to these legal requirements could set a dangerous precedent and undermine the national and public interest, particularly regarding environmental sustainability and the welfare of communities in the Niger Delta.

HEDA requested the court to declare that by sections 10 (f), 95 (11) and (15), 235, 237, and 238 of the PIA Regulations; 4.2.5, 5.2.4, 5.2.5 and 5.4 of the Guidelines for Obtaining Minister’s Consent to Assignment of Interest in Oil and Gas Assets, 2021; Regulations 7 and 8 of the Upstream Petroleum Environmental Regulation, 2022; Regulations 8(1) and (2), 9(1) and (2) of the Upstream Petroleum Environmental Remediation Regulations, 2024; Regulation 13(1) – (3) of the Gas Flaring, Venting and Methane Emissions (Prevention of Waste and Pollution) Regulations, 2023; Shell’s transfer of its oil exploration license to the 2nd defendant “is invalid, unlawful and not backed by the extant and enabling Laws of the Federal Republic of Nigeria.”

The organisation also wants the court to declare that, given the failure of the defendants to comply with the provisions of the various sections, the consent/approval given by the government to Shell in order to transfer/assign/divest its oil exploration licence to the Renaissance is unlawful, null and void.

The company’s spokesperson could not be reached for comments as of press time.

In March, Shell said it had completed the sale of SPDC to Renaissance, as announced on January 16, 2024.

The energy giant explained that the divestment of SPDC aligns with its intent to simplify its presence in Nigeria through an exit of onshore oil production in the Niger Delta and a focus on future disciplined investment in its deepwater and integrated gas positions.

Renaissance now controls SPDC’s 30 per cent stake in the SPDC Joint Venture, an unincorporated joint venture with the government-owned Nigerian National Petroleum Company Limited, Total Exploration and Production Nigeria Ltd (10 per cent) and Agip Energy and Natural Resources Limited (five per cent).

SOURCE : PUNCH