ANGLOGOLD ASHANTI GH. LTD. v. MINING & BUILDING CONTRACTOR
2015
COURT OF APPEAL
GHANA
CORAM
- V. D. OFOE, J.A. (PRESIDING)
- F. G. KORBIEH, J.A.
- L. L. MENSAH, J.A
Areas of Law
- Contract Law
- Alternative Dispute Resolution
2015
COURT OF APPEAL
GHANA
CORAM
AI Generated Summary
The Plaintiff, a mining services company, sued the Defendant alleging duress and fraud in a Separation Agreement which included an arbitration clause. The trial court dismissed the Defendants motion to stay proceedings and refer the matter to arbitration. On appeal, the Court of Appeal ruled that the matter should be referred to arbitration in accordance with the arbitration clause, emphasizing that arbitration agreements must be honored unless specific legal exceptions apply. The judgment reinforces the principle that courts should not interfere with arbitration agreements and the competence of arbitral tribunals to rule on their own jurisdiction.
L. L. MENSAH, J.A.
The Plaintiff/Respondent/Respondent which hereafter will be referred to as Plaintiff is a company incorporated under the laws of Ghana. It is engaged in the business of mining services for the mining industry. It has over the decades been in a symbiotic relationship with the Defendant/Applicant/Appellant hereafter referred to as the Defendant. Both companies do their business mainly at Obuasi from where they operate. The Defendant operates at the Defendant’s Obuasi mines as Underground Development Contractor.
In recent years, the relationship between the two companies was carried out mainly through what is known as Underground Development Contract (“UDC).
In August 2010 when the existing UDC between the parties expired, the two companies engaged in preliminary negotiation towards forming a Joint Venture Agreement and or a new company or this failing, renew the UDC between the two companies. From the claim of the Plaintiff, the Defendant owes the Plaintiff lots of money flowing inter alia, from their long relationship, which Defendant failed to pay the Plaintiff.
The Plaintiff particularly felt that it was short-changed by the Defendant when its prospects of entering into a 5 year Underground Development Contract with the Defendant was truncated.
After the aforementioned termination, the parties and the shareholders of the Plaintiff and the Ghana Mines Workers Union of the Trade Union Congress executed a Separation Agreement dated 8th November, 2012. Under the said Separation Agreement Exhibit “KE 1”, the parties agreed to a mutual separation from any existing presumed, actual or legal relationship between the Plaintiff and the Defendant on the terms and conditions contained in the said Separation Agreement. The Defendant is discharged and released of all claims by the Plaintiff per the said agreement.
Embodied in the Separation Agreement is an arbitration clause which is the subject-matter of this appeal.
Apparently realizing that the Separation Agreement was not in its interest, the Plaintiff on the 20th of February 2014 sued at the court below claiming the following reliefs against the Defendant:
(a) Declaration that the Separation Agreement signed between the parties herein dated November 8, 2012, was obtained by means of duress and undue influence, blackmail, threat and the same must be set aside as being illegal, null and void and cancelled as such.
(b) Declaration that the Separation Agreement signed between the parties he