January 26, 2022
COURT OF APPEAL
GHANA
CORAM
AI Generated Summary
The Court of Appeal, per Georgina Mensah-Datsa, JA, dismissed the appeal by a limited liability sporting club (1st Appellant) and its director and sole shareholder (2nd Appellant) against a High Court judgment in favour of a financial institution (Respondent). The dispute concerned a Temporary Overdraft Facility (Exhibit B) dated 16 August 2016 for GH¢277,550, which the Respondent said the club defaulted on, leaving GH¢763,666.79 outstanding as at 22 May 2019. The Appellants claimed the arrangement was sponsorship without interest, denied due execution and liability, and invoked corporate separateness. Affirming the trial court, the Court of Appeal applied the rule in Royal British Bank v. Turquand as codified under Act 179, prioritized documentary evidence over oral assertions, and enforced the sanctity of contract, holding the 1st Appellant bound and the 2nd Appellant personally liable under his guarantee. Interest at the prevailing bank rate and costs were also upheld.
GEORGINA MENSAH-DATSA (MRS.), J.A.
This is an appeal by the Defendants/Appellants (hereinafter referred to as Appellants) against the judgment of the High Court, Tarkwa dated 24th November, 2020 in favour of the Plaintiff /Respondent (hereinafter referred to as Respondent)
The grounds of appeal by the 1st Defendant/Appellant are as follows:
a. The learned trial Judge erred in holding the 1st defendant bound by the terms of a purported “Temporary Overdraft Facility” tendered at the trial as Exhibit “B”.
b. The learned trial Judge erred in entering judgment in favour of the plaintiff against the 1st defendant for the claims endorsed on the writ.
c. The judgment is against the weight of the evidence adduced at the trial.
d. Additional ground(s) of appeal may be filed.
The grounds of appeal by the 2nd Defendant/Appellant are as follows:
a. The court erred in its finding that the 2nd defendant had guaranteed the Overdraft Facility the subject matter of the suit.
b. The court erred in entering judgment for the plaintiff on its claim against the 2nd defendant.
c. Judgment is against the weight of the evidence adduced at the trial.
d. Additional ground(s) of appeal may be filed.
The Plaintiff/Respondent instituted this action on 17/6/2019 against the Defendants /Appellants jointly and severally for the following reliefs:
a. Payment of an amount of GH¢763,666.79 being the amount of money owe (sic) and due the Plaintiff under and by virtue of a Temporal (sic) Overdraft Facility granted the Defendants by the Plaintiff on August 16, 2016.
b. Interest on the said sum, supra from May 23, 2019 till date of final payment.
c. Costs, Solicitor’s fees inclusive having regard to the Ghana Bar Association Scale of Legal Fees.
d. Any other order(s) that this Honourable Court may deem fit to make.
The brief facts of this case are that Respondent is a Financial Institution registered under the laws of Ghana and carries on the business of Banking with its registered office in Accra with branches in other Regions in Ghana including Tarkwa. The 1st Appellant is a limited liability sporting Club which is registered under the laws of Ghana with its business being Sports and Player Management, Sports Consultancy Services and Sports event organizers. The 2nd Appellant is a businessman, a Director and Sole shareholder of the 1st Appellant.
The Respondent’s case is that the 2nd Appellant gave a personal guarantee as security for the Temporary Overdraft Facility granted t