TAMAKLOE & PARTNERS v. GIHOC DISTILLERIES COMPANY LTD.
2016
COURT OF APPEAL
GHANA
CORAM
- F.G. Korbieh, J.A. (Presiding)
- C.J. Honyenuga, J.A.
- L.L. Mensah, J.A.
Areas of Law
- Contract Law
- Corporate Law
- Evidence Law
- Civil Procedure
2016
COURT OF APPEAL
GHANA
CORAM
AI Generated Summary
F.G. Korbieh, J.A., writing for the Ghana Court of Appeal, considered a fee dispute between a Ghana-registered law firm and GIHOC Distilleries Company Limited, a Ghana-registered limited liability company. The firm had served multiple bills for legal services, including representation in Integrated Investments Ltd v. GIHOC Distilleries (AC155/2005) and advice for GIHOC’s 2006 annual general meeting. The High Court dismissed the firm’s claim, calling it frivolous and vexatious. On appeal, the central question was whether minutes of a 27 October 2005 board meeting (exhibit 6), signed by the chairman, constituted prima facie evidence of an agreement to an all-inclusive GH¢80,000 fee under section 201 of the Companies Act, despite discrepancies with an unsigned version (exhibit GH1) attached to an affidavit. The Court held that signed minutes created a statutory presumption, shifting the evidentiary burden, that was not rebutted; non-compliance with section 201 does not annul minutes; and the “without prejudice” payment did not assist the appellant. The appeal was dismissed.
F. G. KORBIEH, J. A.
The plaintiff/appellant in this appeal is a law firm registered under the laws of Ghana whilst the defendant/respondent is a limited liability company also registered under the laws of Ghana.
According to the statement of claim of the plaintiff/appellant (who shall hereinafter be referred to only as the appellant) the appellant acted as solicitor for the defendant/respondent (hereinafter referred to only as the respondent) in a number of court cases as well as rendered other legal services to the respondent.
Subsequently the appellant drew and served on the respondent a number of bills for payment for its services.
Appellant’s bill number TAM/26/2007 dated 21/9/2007 for GH¢35, 000. 00 was reduced to GH¢25, 000. 00 as a result of negotiations by the parties.
When the bills remained unpaid the appellant, by a formal demand notice number TAM/21/2011 dated 11/7/2011 notified the respondent of its intention to institute court action to recover the remainder of its legal fees together with interest thereon.
The respondent not having paid up, the appellant instituted the action in the High Court for the following reliefs: (a) GH¢35, 000. 00 being deposit of fees charged for legal services rendered to the defendant in respect of the suit known as number AC155/2005, Integrated Investments Limited v. GIHOC Distilleries Company Limited in the High Court.
b) GH¢35, 000. 00 being final deposit of fees charged for legal services rendered to the defendant in respect of the suit known as number AC155/2005, Integrated Investments Limited v. GIHOC Distilleries Company Limited in the High Court.
c) GH¢35, 000. 00 being fees charged for legal services rendered to the defendant for conducting two appeals at the Court of Appeal in respect of the suit known as number AC155/2005, Integrated Investments Limited v. GIHOC Distilleries Company Limited.
d) GH¢5, 800. 00 (GH¢6, 670. 00) being fees charged for legal services rendered to the defendant for preparing all documents and providing advice needed for the Annual General Meeting of the defendant in 2006.
e) Interest on the said sums of money at the prevailing bank lending rates from the dates on the various bills of fees were sere served on the defendant up to the date of the final payment.
The respondent’s statement of defence may be summarized as follows: it admitted that the appellant had indeed acted as its solicitor and handled cases for it but averred that the appellant had dealt with the pre