Norcon Ghana Limited & Anor Vrs Rosehill Ghana Limited& Anor [2021] GHASC 143 (29 July 2021)

Norcon Ghana Limited & Anor Vrs Rosehill Ghana Limited& Anor [2021] GHASC 143 (29 July 2021)

The Supreme Court held that there was an enforceable oral agreement between the parties for the construction and ownership of the Madina Market Complex, supported by evidence of contribution and conduct. The doctrine of res judicata did not apply as the parties and issues in the previous suit were different. However, the Court varied the ownership ratios to reflect the actual contributions: 1st Plaintiff 50%, 2nd Plaintiff 10%, Defendants 40%. The appeal was dismissed except for the variation in ownership ratios.

Citation
[2021] GHASC 143
Parties
Plaintiff/respondent/respondent: Norcon Ghana Limited; Plaintiff/respondent/respondent: Reynold Abrokwa Boamah; Defendant/appellant/appellant: Rosehill Ghana Limited; Defendant/appellant/appellant: Ernest Mensah Frimpong
Court
Supreme Court
Jurisdiction
Ghana
Judgment Date
29 July 2021
Procedural Posture
Civil Appeal / Supreme Court Final Judgment
Outcome
Appeal dismissed with variation of ownership ratios.
Legal Topics
Joint Venture Agreements, Ownership Disputes, Enforceability of Oral Contracts, Estoppel and Res Judicata, Company Incorporation and Legal Personality, Partition and Accounting, Variation of Contract Terms
Source Language
English
Contract Law Property Law Equity Joint Venture Agreements Ownership Disputes Enforceability of Oral Contracts Estoppel and Res Judicata Company Incorporation and Legal Personality +2 more

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Parties

Norcon Ghana Limited

Plaintiff/respondent/respondent

Reynold Abrokwa Boamah

Plaintiff/respondent/respondent

Rosehill Ghana Limited

Defendant/appellant/appellant

Ernest Mensah Frimpong

Defendant/appellant/appellant

Procedural Posture

Civil Appeal / Supreme Court Final Judgment

Legal Issues

  1. 1 Whether there was an enforceable agreement between the parties for the construction and ownership of the Madina Market Complex.
  2. 2 Whether the Plaintiffs are entitled to ownership interests in the completed project despite changes in scope and parties.
  3. 3 Whether the doctrine of res judicata or estoppel bars the Plaintiffs' claim.

Ratio Decidendi

The Supreme Court held that there was an enforceable oral agreement between the parties for the construction and ownership of the Madina Market Complex, supported by evidence of contribution and conduct. The doctrine of res judicata did not apply as the parties and issues in the previous suit were different. However, the Court varied the ownership ratios to reflect the actual contributions: 1st Plaintiff 50%, 2nd Plaintiff 10%, Defendants 40%. The appeal was dismissed except for the variation in ownership ratios.

Court Disposition

Appeal dismissed with variation of ownership ratios.

Orders

  • Judgment of the Court of Appeal affirmed except for variation of ownership ratios.
  • Ownership of the Madina Market Complex to be apportioned as follows: 1st Plaintiff 50%, 2nd Plaintiff 10%, Defendants 40%.