GENERAL COLD INDUSTRY LIMITED. vs. STANDARD BANK GHANA LIMITED AND OTHERS [1980]DLHC2129

Date	1980-07-31
Suit No.
Citation No.	[1980]DLHC2129

TAYLOR J.

DR. SETH TWUM (WITH HIM BEN ADDAE) FOR THE PLAINTIFF.

MRS. QUAYSON FOR THE FIRST DEFENDANT.

PATRICK DJAMSON FOR THE SECOND DEFENDANT.

MRS. ZWENNES SENIOR STATE ATTORNEY FOR THE CO-DEFENDANT.

[1980]DLHC2129
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													<main id="main" class="content" style="min-height: 60rem" >GENERAL COLD INDUSTRY LIMITED. <o:p></o:p>vs. <o:p></o:p>STANDARD BANK GHANA LIMITED AND OTHERS <o:p></o:p>[HIGH COURT, ACCRA]<o:p></o:p>[1982-83] GLR 360<o:p></o:p><div style="mso-element:para-border-div;border:none;border-bottom:solid windowtext 1.5pt;
padding:0in 0in 1.0pt 0in">

DATE:
31 JULY 1980<o:p></o:p>

</div>COUNSEL:&nbsp;&nbsp; <o:p></o:p><div style="mso-element:para-border-div;border:none;border-bottom:solid windowtext 1.5pt;
padding:0in 0in 0in 0in">

DR. SETH TWUM (WITH HIM BEN ADDAE) FOR THE
PLAINTIFF. <o:p></o:p>

MRS. QUAYSON FOR THE FIRST DEFENDANT. <o:p></o:p>

PATRICK DJAMSON FOR THE SECOND DEFENDANT. <o:p></o:p>

MRS. ZWENNES, SENIOR STATE ATTORNEY, FOR THE
CO-DEFENDANT.<o:p></o:p>

</div>CORAM:
<o:p></o:p><div style="mso-element:para-border-div;border:none;border-bottom:solid windowtext 1.5pt;
padding:0in 0in 1.0pt 0in">

TAYLOR J.<o:p></o:p>

</div><o:p>&nbsp;</o:p>JUDGMENT OF TAYLOR J.<o:p></o:p>The
issues involved in this suit are in my respectful opinion quite simple and
indeed straightforward. Affidavits however have been sworn to by the defendants
the effect of which is to give an impression of complexity and to tend to
create some confusion. It seems to me in the circumstance that if the facts
which are admittedly not in dispute are kept constantly in mind then there will
be no difficulty in searching for the legal principle which ought to be brought
to play in deciding this action.<o:p></o:p><o:p>&nbsp;</o:p>The
plaintiffs commenced this action against the first and second defendants by
originating summons. The plaintiffs who are a limited liability company are
called “General Cold Industry Ltd.” The name is very important and its very
words are crucial to the determination of the issue which arises in this case.
It is therefore very important at the very commencement of this judgment to
note that, that name is the name which, in compliance with the statutory
requirements of the Companies Code, 1963 (Act 179) is registered with the
Registrar of Companies.<o:p></o:p><o:p>&nbsp;</o:p>As I have
pointed out, this suit was commenced by originating summons. Apparently on 20
August 1979, the erstwhile Armed Forces Revolutionary Council, at that time
exercising legislative powers in this unhappy Republic, amended legislative
instrument to the schedule to the Assets and Bank Accounts Decree, 1972 (NRCD
8) by the Assets and Bank Accounts (Schedule) (Amendment) (No.15) Instrument,
1979 (LI 1216). By this amendment the name of a company “General Cold Co.,
Ltd.” was added to the schedule and thus the bank accounts, if any, of the said
company were frozen.<o:p></o:p><o:p>&nbsp;</o:p>The date
of the Gazette notification of this instrument was 14 September 1979. And so
from that date it became unlawful for any bank with which the said company had
an account to permit the company to operate its accounts. Furthermore, on 10
September 1979 by the Transfer of Shares and Other Proprietary Interests (A
&amp; B Industries and Others) Decree, 1979 (AFRCD 31), all shares, debentures,
securities and proprietary rights of the said company called in the Decree
“General Cold Co., Ltd.” which were held in or for and on behalf of the company
by any person were transferred to the State. This Decree was made retrospective
with effect from 20 August 1979, but the date of its Gazette notification was
21 September 1979. When the effect of these enactments was brought to the notice
of the first defendants, who are the bankers of the plaintiffs, on 23 August
1979 by the Bank of Ghana, the second defendants, they, the first defendants,
thought the matter did not affect the plaintiff-company and they continued to
permit it to operate its accounts. The letter from the Bank of Ghana is as
follows:<o:p></o:p>&nbsp;“BEX/13/Vol.6/7.<o:p></o:p>&nbsp;23 August 1979. <o:p></o:p>The
Executive Director, <o:p></o:p>Standard
Bank Ghana Ltd., <o:p></o:p>Head
Office, <o:p></o:p>