Ratio Decidendi

Per Onnoghen, JSC, in African Reinsurance Corporation v. J.D.P Construction Nigeria Ltd (2007) NLC-123-259-2002(SC) at p. 12; Paras B–C:

"I agree with the decision of the Supreme Court in the Fantaye case that a waiver by a corporate body, like the appellant, of its diplomatic immunity must be supported by a resolution of its board of directors; and the waiver can only be effectively raised before the court at the time when the body is brought before the court."
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Explanation / Scope

For a corporate body claiming diplomatic immunity, any waiver of that immunity must follow the corporation’s internal governance procedures. A board resolution is the formal act of the corporate entity that authorizes such a waiver. Without a board resolution, any purported waiver by an officer or employee may be ultra vires and ineffective. Furthermore, the waiver must be raised at the earliest opportunity—when the entity is brought before the court. A party cannot wait until judgment is delivered against it before raising the issue of immunity. Doing so would be an abuse of process and a tactical delay. The requirement of a board resolution ensures that the waiver is deliberate and properly authorized, while the timing requirement prevents procedural gamesmanship.

Cases Applying This Principle

African Reinsurance Corporation v. J.D.P Construction Nigeria Ltd