DR. YAW AMOAH & EMVRYO-MITRA MEDICAL SERVICES LTD vs. DR GORDON NII ARMAH ATTOH & ISAAC KOFI ADU

The Plaintiffs, Dr. Yaw Amoah and Emvryo-Mitra Medical Services Ltd, initiated a suit against Defendants Dr. Gordon Nii Armah Attoh and Isaac Kofi Adu concerning ownership and valuation disputes over a 22-bedroom two-storey building ('New Building') and other assets of the 2nd Plaintiff company. The Defendants, former shareholders and directors, had exited the company following a resolution dated 24 July 2021, which purportedly distributed company assets among shareholders. The Plaintiffs claimed the Defendants owed an excess value for the New Building and sought declarations and orders relating to ownership and payment. The Defendants denied cessation of shareholding, challenged the validity of the resolution, and counterclaimed for declarations regarding goodwill valuation and refund of excess value to the company.

JUDGMENT INTRODUCTION [1] The Plaintiffs commenced the instant action by filing a Writ of Summons and Statement of Claim dated 22nd December against the Defendants. The said Writ was amended on 18 January 2022. [2] The 1st Plaintiff is a medical doctor by profession and a thirty three per centum (33%) shareholder and director of 2nd Plaintiff. [3] The 2nd Plaintiff was registered under the laws of Ghana on 4th December to render medical services to the general public with particular emphasis on the provision of fertility services to women. [4] Plaintiffs aver that the 1st Defendant is also a medical doctor by profession and until recently, a thirty-four per centum (34%) shareholder and a director of 2nd Plaintiff Company but opted to exit as a shareholder of the 2nd Plaintiff Company. [5] That, the 2nd Defendant is a medical laboratory scientist by profession and until recently, a thirty-three per centum (33%) shareholder and director of 2nd Plaintiff Company but who also opted to exi...