IN RE DICKSON ALIAS APPAH (DECD.); ABOAGYE AND ANOTHER vs. QUAYSON AND ANOTHER [1989]DLHC594

Date	1989-12-04
Suit No.
Citation No.	[1989]DLHC594

OMARI-SASU J.

ADDAE ABOAGYE FOR THE APPLICANTS.

A. B. CHINEBUAH FOR THE RESPONDENTS.

[1989]DLHC594
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													<main id="main" class="content" style="min-height: 60rem" >IN RE DICKSON ALIAS APPAH (DECD.); ABOAGYE AND ANOTHER <o:p></o:p>vs.<o:p></o:p>QUAYSON AND ANOTHER <o:p></o:p>[HIGH COURT, ACCRA]<o:p></o:p>[1989-90] 2 GLR 147<o:p></o:p><div style="mso-element:para-border-div;border:none;border-bottom:solid windowtext 1.5pt;
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DATE:
4
DECEMBER 1984<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;
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ADDAE ABOAGYE FOR THE APPLICANTS.<o:p></o:p>

A. B. CHINEBUAH FOR THE RESPONDENTS.<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;
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OMARI-SASU J.<o:p></o:p>

</div><o:p>&nbsp;</o:p>JUDGMENT OF ESSIEM J.A.<o:p></o:p>The
appellant has appealed against the refusal of the High Court (coram Lamptey
J.A. sitting as an additional judge of the High Court) to grant him certain
interim reliefs he sought from the court.<o:p></o:p><o:p>&nbsp;</o:p>The
appellant had commenced proceedings in that court by an originating motion on
notice under relevant sections of the Companies Code, 1963 (Act 197), seeking a
number of reliefs. The motion was supported by a 45-paragraph affidavit in
which he made a number of allegations of misconduct and mismanagement in
connection with the affairs of Bob Kwame and Co. Ltd. against the first
respondent. It was three days after filing the originating motion on notice
that he applied to the High Court for an order of interim injunction, interim
preservation of property and the appointment of a receiver and manager. The
full prayer was for an order of:<o:p></o:p>“(a)
interim injunction restraining the first respondent from dealing with the
company’s affairs, operating its various accounts or interfering with the
company and its operations pending the determination of the application herein;
<o:p></o:p>(b) an
order of interim preservation of the estate and properties movable, immovable,
fixed and otherwise of Bob Kwame and Co. Ltd. pending the determination of the
application herein; and <o:p></o:p>(c) an
order appointing a receiver and manager to take over and manage the affairs and
business of Bob Kwame and Co. Ltd. pending the hearing and determination of the
application herein; and <o:p></o:p>(d) an
order upon the first respondent to file within a time to be appointed by the
court an account of all moneys accrued due to the said company and in his
possession since 31 July 1987 and further to pay to the receiver and manager
such sums as may be found due on such account. And for such further or other orders
as this honourable court may seem meet”<o:p></o:p><o:p>&nbsp;</o:p>This
application for interim reliefs pending the determination of the originating
motion was, needless to say, accompanied by an affidavit in which the appellant
also relied on the affidavit in support of the originating motion.<o:p></o:p><o:p>&nbsp;</o:p>In his
two affidavits in opposition to both the originating motion on notice and the
application for the interim reliefs, the first respondent was not found wanting
in levelling counter-accusations of misconduct and mismanagement against the
appellant. The affidavit evidence before the court discloses that the parties
are shareholders in Bob Kwame and Co. Ltd. The appellant on his own showing is
the minority shareholder and the first respondent the majority shareholder.
Their affidavits recount how the company came to be established although they
disagreed in their accounts of the history of the company. This should not
detain us for in my opinion it is not really crucial to the determination of
the present appeal. The affidavits disclose, in no uncertain terms, that there
is some disagreement between the parties (who apart from being the shareholders
of the company) were at all material times the directors as well. The first
respondent was the managing director whilst the appellant described himself as
the executive director, a term he did us the favour of explaining to mean
deputy managing director.<o:p></o:p><o:p>&nbsp;</o:p>Things
came to a head when the first respondent convened a board of directors’ meeting
at which by a resolution the appellant was removed as a director of the
company. The appellant did not take this lying down and consequently went to
court by the aforementioned originating motion on notice, which is still
pending before the High Court. Th</main>