PVI GROUP INC. (GH) LIMITED vs. GHANA AIRPORTS COMPANY LIMITED

The Plaintiff, PVI Group Inc. (GH) Limited, a company engaged in real estate development and related businesses, entered into a sublease agreement dated 23 August 2012 with the Defendant, Ghana Airports Company Limited, as sublessor. The agreement required the Defendant to construct and allocate 300 parking spaces within a multistorey car park at Airport City. The Plaintiff alleged breach of contract due to the Defendant's failure to complete and hand over the parking spaces within a stipulated period, which the Plaintiff contended could be inferred from an earlier 2001 sublease agreement and related correspondence. The Defendant denied any stipulated timeline in the 2012 sublease and contended no breach occurred. The Plaintiff claimed damages and other reliefs related to the delay impacting its development project.

JUDGMENT ACKAH-YENSU, JSC: INTRODUCTION My Lords, intentionalism is the accepted approach to the interpretation of deeds and documents such as a written contract between the parties thereto. By this interpretative approach, the task of the interpreter is to ascertain the intention of the parties as per their written agreement. In undertaking this exercise, the intention must be gathered from and within the four corners of the document. The policy is to avoid a usurpation of what the parties deemed prudent to define their course and substitute the same with external thoughts. It is therefore not the function of the courts to think for parties to a written agreement, particularly parties who transact at arm’s length. The Court’s function when called upon to interpret a document is to decipher the intention of the parties from the document itself. What has led to the instant appeal is a dispute regarding the construction of a sub-lease agreement that exists between the par...