Dalex Finance and Leasing Company Ltd. Vrs Amanor [2021] GHASC 153 (14 April 2021)

Dalex Finance and Leasing Company Ltd. Vrs Amanor [2021] GHASC 153 (14 April 2021)

The 3rd defendant is not vicariously liable for the fraudulent acts of its finance manager because the acts were not authorized, ratified, or within the scope of his employment, but were committed for the benefit of third parties and himself, constituting a 'frolic of his own'. The Borrowers and Lenders Act, 2008 (Act 773) does not apply to the claim against the 3rd defendant, and the indoor management rule does not assist the plaintiff as there was no binding transaction or enforceable obligation created by the finance manager's acts.

Citation
[2021] GHASC 153
Parties
Plaintiff/appellant/appellant: Dalex Finance and Leasing Company Ltd.; 1st Defendant: Ebenezer Denzel Amanor; 2nd Defendant: L.G.G Company Limited; 3rd Defendant/respondent/respondent: Huawei Technologies (GH) SA Limited
Court
Supreme Court
Jurisdiction
Ghana
Judgment Date
14 April 2021
Procedural Posture
Civil Appeal / Final Appeal Judgment (supreme Court)
Outcome
appeal dismissed
Legal Topics
Vicarious Liability, Fraudulent Misrepresentation, Scope of Employment, Corporate Liability, Deceit, Credit Agreements
Source Language
English
Company Law Tort Law Contract Law Vicarious Liability Fraudulent Misrepresentation Scope of Employment Corporate Liability Deceit +1 more

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Parties

Dalex Finance and Leasing Company Ltd.

Plaintiff/appellant/appellant

Ebenezer Denzel Amanor

1st Defendant

L.G.G Company Limited

2nd Defendant

Huawei Technologies (GH) SA Limited

3rd Defendant/respondent/respondent

Procedural Posture

Civil Appeal / Final Appeal Judgment (supreme Court)

Legal Issues

  1. 1 Whether a limited liability company is liable for the fraudulent acts of its finance manager under the circumstances of this case
  2. 2 Whether the Borrowers and Lenders Act, 2008 (Act 773) applies to the plaintiff's claim against the 3rd defendant
  3. 3 Whether the 3rd defendant is vicariously liable for the tort of deceit committed by its finance manager

Ratio Decidendi

The 3rd defendant is not vicariously liable for the fraudulent acts of its finance manager because the acts were not authorized, ratified, or within the scope of his employment, but were committed for the benefit of third parties and himself, constituting a 'frolic of his own'. The Borrowers and Lenders Act, 2008 (Act 773) does not apply to the claim against the 3rd defendant, and the indoor management rule does not assist the plaintiff as there was no binding transaction or enforceable obligation created by the finance manager's acts.

Court Disposition

appeal dismissed