QUESTION 1 Chief Ojo, a high-net-worth investor, was considering purchasing a 60% controlling equity stake in Zenith Retail Nigeria Limited. To evaluate the investment, Chief Ojo directly engaged Bisi & Co., a firm of Chartered Accountants, to conduct a specialized financial review and audit of Zenith Retail's accounts. Chief Ojo expressly communicated to Bisi & Co. that the report would be used solely to decide whether to proceed with the acquisition. Bisi & Co. assigned a junior auditor who failed to verify the physical existence of inventory and overlooked significant fictitious receivables amounting to N150 million. Bisi & Co. issued an unqualified audit report stating that the financial position was true and fair. Relying on this report, Chief Ojo acquired the shares for N200 million. Six months later, Zenith Retail Nigeria Limited went into liquidation due to insolvency caused by the fraudulent receivables and phantom inventory. Chief Ojo lost his entire investment of N200 million. Chief Ojo has now initiated a lawsuit against Bisi & Co. for the tort of professional negligence to recover his financial loss. Required: (a) Analyze the essential legal elements Chief Ojo must establish under the Law of Torts to succeed in his action for professional negligence against Bisi & Co. (8 Marks) (b) Advise Bisi & Co. on potential defenses available under the Nigerian Law of Torts and evaluate their likelihood of success, citing relevant statutory and judicial authorities. (7 Marks) (c) Briefly distinguish between Vicarious Liability and Personal (Direct) Liability in tort, explaining how vicarious liability applies to partnership firms like Bisi & Co. under the Partnership Act / Companies and Allied Matters Act (CAMA) 2020. (5 Marks) (Total: 20 Marks)