Court Orders Status Quo in Lafarge-Huaxin Deal Amid Appeal Over Jurisdiction
Justice Lewis Allagoa of the Federal High Court in Lagos has ordered parties in the ongoing legal dispute over the sale of Lafarge Africa Plc to Chinese firm Huaxin Cement Ltd to maintain the status quo pending the outcome of an appeal.
The order followed the filing of a Notice of Appeal by Lafarge Africa, challenging the court’s earlier decision that dismissed its objection to jurisdiction.
The suit was instituted by Strategic Consultancy Ltd, a Nigerian firm and shareholder in Lafarge Africa, seeking to halt what it called the “surreptitious” divestment of Lafarge’s 83.81 percent stake by the Holcim Group—a Swiss multinational and Lafarge’s parent company.
Strategic Consultancy is asking the court to determine whether the transaction violates Nigerian corporate and investment laws, including the Companies and Allied Matters Act (CAMA) 2020, the Securities and Exchange Commission (SEC) Act, and the Nigeria Investment Promotion Commission (NIPC) Act—particularly in relation to minority shareholder rights and foreign ownership regulations.
During the proceedings, Lafarge Africa’s counsel, Mr. BabatundeFagbohunlu, SAN, informed the court that the appeal had already been filed, and that records of proceedings had been transmitted to the Court of Appeal, along with an application for a stay of proceedings.
He urged the court to suspend hearing the substantive case until the appellate court rules on the jurisdictional challenge.
Counsel to the second defendant, Mr. Mene Josiah, also confirmed filing a notice of appeal and joined in seeking a stay to protect all parties from potential prejudice.
In response, Dr. D.A. Awosika, SAN, representing Strategic Consultancy, argued that his client had not been served with the notice of appeal and contended that, under Order 11, Rule 4(1)(2) of the Federal High Court Rules, an appeal does not automatically stay proceedings.
Awosika further submitted that the appeal concerns only the mode of commencing the suit and does not affect the core issues in dispute. However, he agreed that if the court were inclined to stay proceedings, it should also make an order preserving the current state of affairs.
In a brief ruling, Justice Allagoa directed all parties to maintain the status quo to preserve the subject matter of the suit.
“In view of the Notice of Appeal, arguments by parties on both sides, and the need to protect the subject matter in this case, I hereby order that the status quo be maintained,” the judge said.
The case was adjourned to October 9, 2025.
Lafarge Africa, a key player on the Nigerian Exchange and one of the country’s leading cement manufacturers, gained market dominance through its acquisition of three cement firms during the 2001 and 2002 privatisation rounds.
The Holcim Group, which holds a controlling stake in Lafarge Africa, had earlier notified the SEC of an ongoing internal restructuring. However, Strategic Consultancy claims that the sale of Holcim’s 83.81 percent stake to Huaxin Cement was done secretly and without offering local shareholders, especially minority investors—the right of first refusal.
The controversy erupted after Strategic Consultancy said it only became aware of the transaction after it was significantly underway. The firm has accused Lafarge and its majority foreign shareholders of violating Nigerian laws meant to protect local investors and ensure transparency in foreign-led transactions.
The dispute escalated following the court’s May 15, 2025, ruling, which dismissed Lafarge Africa’s preliminary objection and cleared the way for a full hearing of the substantive case, now paused pending appeal.