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The South-South Zone of the Tax Appeal Tribunal, held in Benin, has struck out the application filed by the Bayelsa State Internal Revenue Service seeking to amend the name of the Respondent from Westfield Energy to Westfield Energy Resources Limited for lacking merit.
The tribunal led by Hon. Anselm Unimna unanimously held that the Bayelsa State Internal Revenue Service failed to establish the legal existence of Westfield Energy Resources as a registered company and could not validly substitute a doubtful entity for another entity whose juristic status had not been established.
From facts, the Appellant, Bayelsa State Internal Revenue Service, had contended that it inadvertently described the Respondent as Westfield Energy instead of its full registered name, Westfield Energy Resources, in the Notice of Appeal.
Bayelsa State Internal Revenue Service averred that the error amounted to a mere misnomer capable of being corrected by amendment and maintained that Westfield Energy would not be misled as it had previously engaged with the Bayelsa Revenue Service and had also been referred to by similar names in certain publications and correspondence.
In opposition, the Respondent, Westfield Energy, maintained that the name Westfield Energy was not a juristic person known to law and argued that the proposed substitute, Westfield Energy Resources Limited, was equally not shown to be a legally existing company.
Westfield Energy further contended that searches conducted on the Corporate Affairs Commission portal did not disclose the existence of either Westfield Energy or Westfield Energy Resources Limited and that the Bayelsa State Internal Revenue Service failed to tender any Certificate of Incorporation establishing the corporate status of the entity sought to be introduced by amendment.
Westfield Energy also relied on several appellate court decisions to argue that an amendment cannot be used to substitute a non-juristic person with another doubtful or non-juristic entity in an originating process, such as a Notice of Appeal.
In a well-considered ruling, the tribunal led by Hon. Anselm Ungwugwaye Unimna as Chairman, Hon. Asoro Elvis Osariuyimen, Hon. Prof. Ofiafoh Eiya and Hon. Olayinka Tajudeen Adewale as members held that the Bayelsa State Internal Revenue Service failed to controvert the material depositions contained in Westfield Energy Counter Affidavit and failed to adduce evidence establishing the existence of Westfield Energy Resources Limited as a registered company.
The Tribunal stated that the only legally recognised means of establishing the incorporation and corporate existence of a company is by tendering its Certificate of Incorporation and not through online searches, website publications or other informal sources relied upon by the Bayelsa State Internal Revenue Service.
The Tribunal further held that the search result produced by the Respondent from the Corporate Affairs Commission portal did not show that either Westfield Energy or Westfield Energy Resources Limited was a registered entity and that the company's failure to challenge those facts was fatal to its application.
The Tribunal emphasized that the law does not permit an amendment that seeks to substitute a non juristic person with another doubtful entity and that such an error cannot be treated as a mere misnomer capable of correction by amendment.
“For the above reasons this Tribunal finds that the application of the Applicant lacks merit and ought to be struck out, and it is accordingly refused and struck out.” The Tribunal ruled.
