Shell, Renaissance Face Legal Challenge Over SPDC Licence Transfer.
A legal suit has been filed at the Federal High Court in Lagos seeking to halt the recent transfer of an oil mining licence from Shell Petroleum Development Company Limited (SPDC) to Renaissance African Energy Company Limited.
The suit, brought by the Incorporated Trustees of Human and Environmental Development Agenda (HEDA), names Shell, Renaissance, the Federal Republic of Nigeria, and four other parties as defendants. These include the Attorney-General of the Federation and Minister of Justice, Lateef Fagbemi; the Nigerian National Petroleum Company Limited (NNPCL); the Nigeria Upstream Petroleum Regulatory Commission; and the Ministry of Petroleum Resources.
Filed by legal counsel Kunle Adegoke, the suit — marked FHC/L/CS/651/2025 — challenges the legality, transparency, and regulatory compliance of Shell’s divestment from its onshore assets to Renaissance, a consortium 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.
HEDA contends that the transfer process violated several provisions of the Petroleum Industry Act (PIA) 2021 and associated regulations. Specifically, the group argues that the transaction did not comply with the statutory requirement to conduct and disclose an Environmental Evaluation Study as outlined under the Upstream Petroleum Environmental Regulation, 2022.
According to HEDA, approving such a transaction without adhering to these critical legal frameworks sets a dangerous precedent and jeopardizes environmental sustainability and the welfare of local communities in the Niger Delta region.
The plaintiff is urging the court to declare the licence transfer “invalid, unlawful and not backed by the extant and enabling laws” of Nigeria. It cited multiple provisions, including Sections 10(f), 95(11) and (15), 235, 237, and 238 of the PIA, as well as guidelines for ministerial consent to oil and gas asset assignments and environmental remediation regulations issued between 2021 and 2024.
HEDA is also seeking a court declaration that the government’s approval of the transfer is “null and void” due to non-compliance with these legal requirements.
As of press time, representatives of Shell and Renaissance had not issued public responses to the lawsuit.
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Shell Petroleum Development Company Limited (SPDC), in a March 2025 statement, confirmed the completion of the SPDC divestment to Renaissance, initially announced in January 2024. The company stated that the move is part of its strategy to simplify operations in Nigeria by exiting onshore oil production in the Niger Delta and focusing on deepwater and integrated gas investments.
Following the transaction, Renaissance now holds a 30% stake in the SPDC Joint Venture, which also includes the NNPCL, Total Exploration and Production Nigeria Ltd (10%), and Agip Energy and Natural Resources Ltd (5%).
