ALLAN SUGAR (PRODUCTS) LIMITED v. GHANA EXPORT COMPANY LIMITED

JUDGMENT OF FRANCOIS J.A.

The appellants (hereinafter referred to as the plaintiffs) as their name implies, are a company engaged in sugar-cane production. Their dispute with the respondents (hereinafter referred to as the defendants) is over irrigation rights on land they acquired from the National Investment Bank (N.I.B.) for the cultivation of their canes.

The facts of the dispute can be shortly stated. N.I.B. in an apparent drive to sustain agriculture, provided funds to a vegetable [p.925] marketing body called the Mankesim Co-operative Vegetable Growers Marketing Society Ltd. The project was an unmitigated disaster, and N.I.B lost ¢300,000. To call a halt to further losses, N.I.B. foreclosed their mortgage with the society and re-allocated the 200 acres of land involved in the venture to the protagonists in this appeal. On the land were buildings and an irrigation system that were the society's assets which N.I.B. also disposed of.

The plaintiffs obtained 50 acres of land and all the buildings previously occupied by the co-operative society and they were indeed prepared to pay any price to keep those buildings in their exclusive possession. They do not quarrel with this disposition. The terms of the plaintiffs' agreement with N.I.B. are contained in exhibit E, an indenture of assignment dated 1 May 1978. The plaintiffs, for the sum of ¢25,000 acquired the rights recited above, for the unexpired term of the co-operative society's lease.

For their 150 acres of land, the defendants on the other hand, had to pay ¢75,000. But they sought and obtained from N.I.B. the exclusive right to the use of the irrigation system. The terms of their agreement with N.I.B. were embodied in an exchange of letters culminating in exhibits 3, 4 and 6. For the better appreciation of the defendants' contract with N.I.B., I would set these out fully. Exhibit 3 states:

Ghana Export Co., Ltd.

P. O. Box 7663,

Accra-Ghana.

6 April 1979.

National Investment Bank,

P. O. Box 3726,

Accra.

Dear Sir,

MANKESIM FARMS LIMITED

We are writing with reference to your letter of 21 March addressed to the Secretary to the S.M.C. and copied to us. As previously indicated, we consider the settlement figure of ¢75,000 unfair as it represents 75 per cent of the total acquisition price, when in fact we have been allocated only 50 per cent of the project land and facilities. In addition the project buildings are occupied exclusively by Allan Sugar Products Ltd.

We however wish to confi