DANIEL SACKEY QUARCOOPOME v. SANYO ELECTRIC TRADING CO. LTD. and ANOTHER
March 15, 2007
COURT OF APPEAL
GHANA
CORAM
- AKAMBA, JA [PRESIDING]
- KANYOKE, JA
- MARFUL-SAU, JA
Areas of Law
- Corporate Law
- Equity and Trusts
- Civil Procedure
March 15, 2007
COURT OF APPEAL
GHANA
CORAM
AI Generated Summary
In the Ghana Court of Appeal, a panel comprising AKAMBA JA (Presiding), MARFUL-SAU JA (authoring the lead judgment), and KANYOKE JA reviewed a trial courts award of a a350,000,000 granted on a quantum meruit basis to a long-serving director for work performed between 1974 and 2001 on the board of the 2nd defendants company. Justice Kanyoke, concurring with the lead judgment, concluded the trial judge erred in law. He emphasized that Section 194 of the Companies Code, 1963 (Act 179) governs director remuneration, and that equity follows the law; consequently, an equitable quantum meruit remedy cannot supersede the clear, unambiguous statutory scheme. The appellate court characterized the award as unlawful and unjustified, set it aside, allowed the appeal, and dismissed the Plaintiff/Respondents separate request to vary the judgment.
KANYOKE, J.A -
I have had the opportunity to read earlier on the lead judgment of my brother Marful Sau J.A. I agree with the conclusion reached by him that the appeal should and is accordingly allowed.
The learned trial judge clearly went wrong in law in granting the alternative relief for “adequate remuneration and compensation for services rendered to the defendants from 1974 to 2001 as director on the board of the 2nd defendant’s company.” The award of three hundred and fifty million cedis (¢350,000,000.00) on quantum meriut was in clear contravention of Section 194 of the Companies Code, 1963 (Act 179). The quantum meriut maxim is an equitable remedy and since equity follows the law and not the other way round, that maxim could not override the clear and unambiguous provisions of S. 194 of Act 174.
That award is therefore unlawful and unjustified and must and is therefore set aside.
For the same reason the appeal by the Plaintiff/Respondent for variation of the learned trial judge’s judgment is dismissed.
S.E. KANYOKE
JUSTICE OF APPEAL