JAPAN MOTORS TRADING CO., LTD. vs. RANDOLPH MOTORS LTD. [1980]DLHC2143

Date	1980-11-26
Suit No.
Citation No.	[1980]DLHC2143

ABBAN J.

J. B. A. CHINNERY FOR THE PLAINTIFFS.

A. A. AYISI (MISS) FOR THE DEFENDANTS

[1980]DLHC2143
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													<main id="main" class="content" style="min-height: 60rem" >JAPAN MOTORS TRADING CO., LTD. <o:p></o:p>vs. <o:p></o:p>RANDOLPH MOTORS LTD. <o:p></o:p>[HIGH COURT, ACCRA]<o:p></o:p>[1982-83] GLR 536<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:
26 NOVEMBER
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">

J. B. A. CHINNERY FOR THE PLAINTIFFS. <o:p></o:p>

A. A. AYISI (MISS) FOR THE DEFENDANTS<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">

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

</div><o:p>&nbsp;</o:p>JUDGMENT OF ABBAN J.<o:p></o:p>The claim
of the plaintiffs is for ¢14,620. The amount is made up of the balance of
purchase price of ¢12,920 plus interest of ¢1,700.<o:p></o:p>The
parties are motor dealers. In or about October 1970, the plaintiffs intending
to sell their motor workshop consisting of showrooms, spare parts store,
parking space, office machinery and equipment all situated at house No.
C.920/3, Asylum Down, Accra, entered into negotiations with one Mr. Jonas
Kwamina Randol who was interested in the said property. The negotiations ended
up in the signing of the deed of agreement, exhibit A, between the plaintiffs
on one hand and the said Mr. Jonas Kwamina Randolph on the other hand. The
agreement was dated 15 October 1970. The purchase price agreed upon and which
was to be paid by Mr. Randolph within three months from 15 October 1970 was
¢122,000.<o:p></o:p><o:p>&nbsp;</o:p>At the
time of the agreement, the plaintiffs were in the process of putting up another
motor workshop at the Industrial Area of Accra and it was envisaged that the
construction would be completed within three months from the date of the
agreement. Consequently, it was agreed under clause 3 of the agreement that the
plaintiffs were to remain in occupation of the premises for three months and to
pay to Mr. Randolph ¢1,020 a month as rent. It was further agreed in clause 14
of the agreement that if for any cause, not due to any wilful default, the full
purchase price of ¢122,000 could not be paid within the three months, that is
by 15 January 1971, the said Mr Randolph was to pay to the plaintiff ¢5 per cent
per annum on any outstanding balance until the full purchase price of ¢122,000
was paid.<o:p></o:p>Mr.
Randolph failed to pay the purchase price or any part thereof within the
stipulated period. And in January 1971 or thereabout he approached the
plaintiffs and asked them to allow him more time, for he was trying to
negotiate for a loan from the National Investment Bank to pay for the full
purchase price and that further extension of time would enable him to complete
the loan transaction with the said bank. The plaintiffs agreed to accommodate
him.<o:p></o:p><o:p>&nbsp;</o:p>However,
in his negotiation with the said bank, Mr. Randolph came against another
obstacle. The bank, not being disposed to granting huge loans of this nature to
individuals, insisted that Mr. Randolph should float a limited liability
company to take over the negotiation from him. Mr. Randolph readily complied
with the bank’s request. Hence he formed the defendant-company with Mr.
Randolph himself as the managing director.<o:p></o:p><o:p>&nbsp;</o:p>Following
the formation of the defendant-company (which will hereinafter be referred to
simply as the defendants), Mr. Randolph in his capacity as the managing
director and on behalf of the defendants entered into another agreement in
respect of the premises with the plaintiffs. This new agreement was embodied in
a second document described as the deed of conveyance, exhibit D. It is
interesting to note that the latter agreement, exhibit D, adopted the whole
transaction including the terms and conditions as agreed upon in exhibit A. In
effect, the defendants took over the benefits and liability of Mr. Randolph in
exhibit A. <o:p></o:p><o:p>&nbsp;</o:p>On the
execution of the deed of conveyance, exhibit D, by the plaintiffs and the
defendants on 8 March 1971, Mr. Randolph, acting on behalf of the defendants,
got the loan transaction with the bank through; and the bank paid greater part
of the purchase price to the plaintiffs on behalf of the defendants.<o:p></o:p><o:p>&nbsp;</o:p>