IN THE SUPERIOR COURT OF JUDICATURE, IN THE HIGH COURT

OF JUSTICE (GENERAL JURISDICTION COURT 5) HELD IN ACCRA

ON FRIDAY THE 12TH DAY OF MAY, 2023 BEFORE HIS LORDSHIP

JUSTICE WILLIAM BOAMPONG, HIGH COURT JUDGE

SUIT NO: AL/76/2005

KRISPOL ESTATES LIMITED PLAINTIFF/APPLICANT

HOUSE NO. BLOCK 38

SOUTH ODORKOR, ACCRA

C/O NAOFERG CHAMBERS

11 NGOI FAAM BLK, S.2, KORLE WORKON

DERBY LINK, ACCRA

VS

CHRISTOPHER KOBINA SAMPSON

DEFENDANT/RESPONDENT

HOUSE NO. BLOCK 38

SOUTH ODORKOR, ACCRA

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JUDGMENT

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The Plaintiff issued its Writ of Summons per its Amended Statement of

Claim claiming against the Defendant as follows:-

a) The Defendant be ordered to assign his title to the lands at Kasoa

Odupongkpehe on which the houses have been constructed to the

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 1st Plaintiff as per his Statutory Declaration made the 19th of

November 2001.

b) Specific performance of the said contract.

c) Further in the alternative, the Defendant should forfeit his 30%

equity stake in the 1st Plaintiff in favour of the 2nd Plaintiff on a

finding that he not own the land aforesaid which was the material

inducement for the share allotment.

d) An order directed at the Defendant to account for all monies he has

received from Stefano Pol, the 2nd Plaintiff, and any other sources

for the estate development project and their application in the

name of the 1st Plaintiff.

e) General Damages or such other reliefs as the Court may deem fit.

f) Cost, including Solicitors fees.

The Defendant also filed a Statement of Defence to the Plaintiff’s claim in

which the Defendant incorporated a counterclaim against the Plaintiff as

follows:-

1. A declaration that the agreement for the assignment of the

Defendant’s title deeds and/or interest in the lands at

Odupongkpehe to the Plaintiff’s Company for the housing project

is unenforceable for failure of consideration.

2. An order by the Court to probe into the accounts of the Plaintiff’s

Company with respect to its financial position and changes therein,

and with respect to the control and accounting for all property

acquired whether for resale or use in the Company’s business and

in particular with respect to

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 a) all sums of money received and expended by, or on behalf of

the Company and the matters in respect of which the receipt

and the expenditure took place.

b) all sales and purchases by the Company of any property, goods

and services.

c) the assets and liabilities of the company

3. An Order of the Court for the winding up of the Company.

4. Further or other reliefs as in the circumstances may be just fit or

proper. I do not doubt chequered history the case has gone

through. The original Writ of Summons itself was filed on the 11 th

August 2005. The case had passed through the hands of one judge

to the other.

On the 30th day of May 2017, the Court differently constituted recorded in

the Court’s Record Book as follows:-

“By Court: The suit is adjourned to 27/06/17 @ 10:00 am. The Court will

make efforts to retrieve the records of proceedings prior to the return date.

On the 27th June 2017 the Court recorded as follows:-

“By Court: The Suit is adjourned to 17/10/17 @ 10:00 am. The Court was

unable to retrieve the record of proceedings from the previous Court. The

Parties will therefore file witness statement so that the hearing can

continue”.

On the 23rd October 2018, the Court again differently constituted, but not

constituted with the judge who made the earlier order referred to also

ordered as follows.

“By Court

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In view of the circumstances of this case I order that the matter be started

denovo. This Court therefore orders the Parties to file their respective pre-

trial check list, witness statements and the exhibits they intend to rely on

within 30 days. The Court notes for today together with a Hearing Notice

be served on the Defendant or his Counsel.

Suit adjourned to 29th November 2018 for Case Management Conference.

It was until the 7th July, 2021 that the Court presently constituted took the

Case Management Conference.

The recordings of the Court on the 7th July 2021 are as follows:

“By Court: I adopt the witness statements filed by the Plaintiff for the

trial. Plaintiff to serve a Hearing Notice on the Defendant for the trial to

commence at the next adjourned date. Cost of GH¢1,000.00 against the

Defendant. Suit adjourned to 25th October, 2021 for Hearing”.

It was when the said Hearing Notice was served on the Defendant but the

Defendant refused to attend the trial that the Court proceeded with the

trial.

On the case docket, the following issues were set down for trial after the

pleadings.

ISSUES FOR TRIAL:

a) Whether or not the Defendant, by the Deed of Agreement between the

Company and the Defendant was to provide land for the use of the

Company?

b) Whether the Defendant indeed provided the land in a Statutory

Declaration?

c) Whether the Defendant has fulfilled his obligation under the Agreement

by assigning the land to the Company?

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 d) Whether the Plaintiff’s Company is entitled to specific performance?

e) Whether or not the Defendant’s Counter-claim is maintainable?

Additional Issued:

1. Whether or not the agreement and/or contract to assign title in the lands

to Plaintiff as disclosed in the Statutory Declaration was contingents on

the assurances of the provision of substantial funds and monies by the

Executive chairman, Stefano Pol.

2. Whether or not the agreement for the assignment of the Defendant’s title

deeds and/or interest in the lands at Odupongkpehe to the Plaintiff’s

Company remained unenforceable for failure of consideration.

3. Whether or not the Defendant has spent a total amount of One billion,

nine hundred and ninety five million, five hundred and eighty-eight

thousand cedis (¢1,995,588,000.00) for and on behalf of the Plaintiff’s

Company.

4. Whether or not the Plaintiff is clothed with the capacity to institute this

action.

I should not however hide the fact that the very date these issues were set

down for the trial is not captured on the records before me. I have earlier

stated that the earlier judges who sat on the matter had indicated as

captured on the back of this docket that they could not retrieve the record

of proceedings prior to their sitting on the case.

What is very clear on the records is that on the 23rd day of October 2018,

this Court differently constituted ordered the Parties to file their witness

statements within 30 days from that date for the Case Management

Conference to be taken.

The Court presently constituted took the Case Management Conference.

At that time the time for filing the witness statement had elapsed but the

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Defendant had filed no witness statement. No witness statement of the

Defendant stands on the records for the Court’s consideration.

I therefore strike out the Defendant’s Defence and the Defendant’s

Counter-claim as well.

Plaintiff’s Case:

The Plaintiff’s case per its witness statement was given by me Stafano Pol

the Executive Chairman of the Plaintiff’s Company who hold 70% of the

share of the Plaintiff’s Company.

The Plaintiff’s case is that it is a Company registered under the provisions

of the Companies code 1963 Act 179, to carry on business as an Estate

Development Company.

The Defendant is a Ghanaian citizen with 30% interest in Krispol Estate

Limited and also its Managing Director.

The Plaintiff and Defendant agreed to promote a Company for the

development of Housing Estates. It was agreed that the Defendant would

provide the land and he Stefano Pol would finance the construction of the

houses and service facilities of the estates. It was further agreed that the

shareholding in the Company was to be as follows:-

70% for (he) Stefano Pol and

30% for the Defendant.

The Defendant’s share to be paid for with the land to be provided by him.

Exhibit ‘A’ is a copy of the Board meeting.

On the establishment of the Company, the Defendant duly provided

certain lands to which he held title at Kasoa Odupongkpehe in the Central

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Region of Ghana and placed them at the disposal of the Plaintiff’s

Company in satisfaction of his 30% shares.

The title deeds to these lands as disclosed in a Statutory Declaration made

by the Defendant on the 19th November, 2021 bears the following

numbers:-

LR.2843/2001

LUB/CR 658/2001

LR 2842/2001

LUB/CR661/2001

LR 2844/2001LUB

LUB/CR 659/2001

LR/2845/2001

LUB/CR 657/2001

LR 2846/2001

LUB/CR/660/2001

See Exhibit ‘B’ a copy of the said Statutory Declaration.

The Plaintiff contends that in the said Statutory Declaration the Defendant

declared that he had engaged a firm of solicitors, Lexocom Associates to

assign his interests in the lands to Krispol Estate Limited and that the said

assignment of its title deeds in the said lands to the Plaintiff would be

completed by 23rd November 2001. The Plaintiff’s Company on the faith

of such promise and declaration on the part of the Defendant went ahead

with the help of Stefano Pol funds and also with the equity contribution

made by him proceeded to construct houses and Estate facilities based on

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a technology developed by Stefano Pol Company in Italy, Belwood

Construction Company, as indeed was the main objective of that whole

business venture.

According to the Plaintiff it has in the process made an investment

(including the cost of Belwood Technology used) were in excess of two

million U.S Dollars. (USD2,000,000.00) in the construction of these estates.

However the Defendant has up to now, failed or refused to execute the

Deed of Assignment to the Plaintiff, thus making it impossible for the

Plaintiff’s Company to dispose of the houses constructed as beneficial

owner in accordance with and in fulfilment of its business purpose.

The Defendant actually did not contest this case. The pieces of evidence

adduce on the records led by the Plaintiff therefore stands unchallenged.

It is unchallenged that by virtue of the agreement between the Parties, the

Plaintiff was to provide funds for the construction of estate or homes with

70% stake while the Defendant gave a promise to provide and transfer his

interest in some parcel of land for the purpose of same constituting a 30%

equity stake on the project.

Also per the statutory declaration executed by the Defendant for the

benefit of the Plaintiff, there is no doubt about the identity of land and the

clear intention of the Defendant to make such transfer of the land to the

Plaintiff.

It is not also disputed that Plaintiff made payment of at least

US$683,681.00 towards the construction of the estates and in pursuance of

the agreement between the Parties. The Defendant cannot repudiate the

contract because to the Defendant the consideration of US$683,681.00 is

not sufficient enough.

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The fact remains that something of value had been offered by the Plaintiff

to the Defendant and that satisfies the requirement in law.

See the case of:

Thomas vrs Thomas [1842] 2 QB 851

In law legal value of consideration has nothing to do with adequacy or

even the real market value of the consideration offered or even what is

adequate and satisfactory in subjective estimation of the other.

See the case of:-

NTAC Ltd. vrs Yaa Antwi [2009] SCBLR

I hold therefore that there was a valid concluded contract between the

Parties herein for the Defendant to vest and transfer his interest on the

disputed plots of land to the Plaintiff for the construction of the estates or

houses.

I hold also that the total-payment and investment and advancement made

by the Plaintiff towards the construction project and in pursuance to the

agreement between the Parties which is acknowledge and unchallenged

by the Defendant constitute sufficient consideration.

The Defendant therefore is ordered to assign his interest in the disputed

lands to the Plaintiff based on the terms of the contract or alternatively the

Defendant is ordered to execute the appropriate deed of assignment to

assign or transfer his interest in the subject matter land.

It is also trite learning that General Damages flow from the breach of

contract or tort. The Plaintiff is therefore entitled to General Damages

against the Defendant.

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As said earlier before the commencement of this suit an invitation in the

form of a Hearing Notice was extended to the Defendant to appear for the

trial but the Defendant refused to appear.

When the trial ended and the Court fixed a date for judgment another

Hearing Notice was served on the Defendant but the Defendant still

refused to appear in Court.

The legal effect of the Defendant’s conduct is that he does not wish to

contest the suit. It was decided in the Supreme Court case of:-

Ankumah v City Investment Co. Ltd. [2007/08] 2 SCGLR page 1064 at

page 1067

Holding 4 as follows:-

“A Court is entitled to give… judgment, as in the instant case, if a Party fails to

appear after notice of the proceedings has been given to him. For then, it would

be justifiable to assume that he does not wish to be heard”.

In the Supreme Court case of:-

Alabi vrs B5 Plus Company Ltd. [2018/19] 1GLR 197

The Supreme Court held as follows:-

“Where a Party voluntarily and deliberately failed and or refused to attend upon

a Court of competent jurisdiction to prosecute a claim against him, he could not

complain that he was not given a fair hearing or that there was a breach of natural

justice. The Defendant must be respected for making such a choice, but they must

not be allowed to get away with it…”

With the facts of the Plaintiff’s case and the analysis made thereafter

coupled with the Supreme Court authorities cited, I enter judgment in

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favour of Plaintiff against Defendant on all the reliefs as endorsed on the

Plaintiff’s Writ of Summons.

Reliefs (a & b) and (c & d) are alternative reliefs. Plaintiff cannot at the

same go into execution on both reliefs. The Plaintiff should therefore opt

to go into execution in respect of one of the two reliefs in respect of relief

(a & b) and (c & d).

I award GH¢20,000.00 General Damages against Defendant in favour of

the Plaintiff.

Cost in this suit is assessed at GH¢50,000.00 in favour of Plaintiff against

the Defendant.

(SGD)

WILLIAM BOAMPONG

(JUSTICE OF THE HIGH COURT)

COUNSEL:

ABDAL-SULLEYMAN HAFIZ FOR KWAKU OWUSU-ASARE FOR THE

PLAINTIFF

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