February 27, 2019
SUPREME COURT
GHANA
CORAM
AI Generated Summary
This Supreme Court of Ghana review ruling, authored by Dotse JSC and joined by Yeboah, Baffoe-Bonnie, Appau, Pwamang, Marful-Sau and Dordzie (Mrs.), concerns the Applicant’s dispute arising from trading 14,130,000 CAL Bank shares at the Ghana Stock Exchange through brokers, with the Securities and Exchange Commission unable to resolve whether the trade settled before suspension. After the High Court denied relief citing failure of delivery versus payment and the Court of Appeal dismissed the appeal, the Supreme Court’s ordinary bench on 25 July 2018 reversed the lower courts, awarding interest and nominal damages against the first Respondent bank under the banker/customer contract. In this review, the Court, applying Article 133 and Rule 54 alongside C.I. 52, corrected the misquoted principal (GH¢6,162,240) and held that agreed 30% interest runs from 2 June 2008 to 25 July 2018, with statutory post-judgment interest thereafter. It also set the prevailing bank rate for GH¢7,600,000 by reference to 25 July 2018, aligning the orders with C.I. 52 to avoid miscarriage of justice.
RULING
DOTSE, JSC:- In this review application, the Applicant herein, who was the Plaintiff/Appellant/Appellant therein in Civil Appeal No. J4/11/2016 has prayed for a review of the judgment of the ordinary bench rendered on the 25th day of July 2018.
BRIEF FACTS
The facts of this case admit of no controversies whatsoever. In brief, the case of the Applicant is that, following confusion which involved 14, 130,000 CAL Bank shares in which the Applicant traded in through his Brokers, at the Ghana Stock Exchange, matters came to a crescendo as a result of which the Applicant issued a writ at the High Court, following inability to settle the confusion and or differences therein. It must be noted that, at the centre of the confusion was the question whether the trade in the 14, 130,000 CAL Bank shares between Applicant and the other sellers through their Broker, Databank, had been settled as at the time of the suspension or that it had failed completely.
Following the failure of the Securities and Exchange Commission the 4th Respondents herein who are the Regulators of the Ghana Stock Exchange to resolve the confusion, the Applicant exercised his rights in the High Court to resolve the differences between the parties.
The pith of the Applicant’s case which he had maintained throughout the case is that, as at the time the trade was suspended it had settled and concluded, in that, by then the shares had been transferred into the name of the 2nd Defendant (William Oppong Bio who is no longer a party) and he had received payment. The Applicant contended further that, the transaction satisfied the rules of the stock exchange and was validly traded in.
Applicant contended further that, the funds covering the transaction which were lodged with 1st Defendant/Respondents herein had been given to him the Applicant and that he became the customer of the 1st Respondent bank in respect of those funds, hence, he initially sued the 1st Respondents alone for his funds before the Joinder of the other parties.
HIGH COURT DECISION
After trial, the learned High Court Judge in her judgment dated 16th September 2011 concluded that the trade did not conform to the rules of the Exchange in that there was no Delivery versus Payment as the payment and delivery of the share certificates were not effected as at 11 am on the third day. The court held inter alia that, since the share certificates were not delivered before the suspension of the trade there was total failure of consid