Uniex Ghana Limited Vrs Rockshell International Limited [2022] GHASC 93 (23 November 2022)

Uniex Ghana Limited Vrs Rockshell International Limited [2022] GHASC 93 (23 November 2022)

The Supreme Court held that both consultancy agreements (Exhibits A and C) were unenforceable as they were tainted by illegality and immorality, specifically being champertous and involving a conspiracy to corrupt public officials, contrary to public policy. The court found that even if fraudulent misrepresentation was alleged, the agreements' objects rendered them void and unenforceable. The acts of the Executive Chairman bound the company, but the underlying illegality defeated any claim for enforcement.

Citation
[2022] GHASC 93
Parties
Plaintiff/appellant/appellant: UNIEX GHANA LIMITED; Defendant/respondent/respondent: ROCKSHELL INTERNATIONAL LIMITED
Court
Supreme Court
Jurisdiction
Ghana
Judgment Date
23 November 2022
Procedural Posture
Civil Appeal / Supreme Court Judgment
Outcome
appeal dismissed
Legal Topics
Illegality of Contract, Fraudulent Misrepresentation, Champerty, Enforceability of Contracts, Corporate Authority, Public Policy in Contracts
Source Language
English
Contract Law Public Policy Company Law Illegality of Contract Fraudulent Misrepresentation Champerty Enforceability of Contracts Corporate Authority +1 more

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Parties

UNIEX GHANA LIMITED

Plaintiff/appellant/appellant

ROCKSHELL INTERNATIONAL LIMITED

Defendant/respondent/respondent

Procedural Posture

Civil Appeal / Supreme Court Judgment

Legal Issues

  1. 1 Whether the consultancy agreements (Exhibits A and C) between the parties are enforceable or void for illegality and immorality
  2. 2 Whether the agreements were procured by fraudulent misrepresentation
  3. 3 Whether the agreements were champertous and contrary to public policy

Ratio Decidendi

The Supreme Court held that both consultancy agreements (Exhibits A and C) were unenforceable as they were tainted by illegality and immorality, specifically being champertous and involving a conspiracy to corrupt public officials, contrary to public policy. The court found that even if fraudulent misrepresentation was alleged, the agreements' objects rendered them void and unenforceable. The acts of the Executive Chairman bound the company, but the underlying illegality defeated any claim for enforcement.

Court Disposition

appeal dismissed

Orders

  • The appeal is dismissed in its entirety.
  • The appellant is not entitled to any reliefs.