➥ CASE SUMMARY OF:
S.A. Uredi v. Jacob O Dada (1988) – SC
by Branham Chima (SAL).
➥ COURT:
Supreme Court – SC.106/1986
➥ JUDGEMENT DELIVERED ON:
Friday, the 12th day of February, 1988
➥ AREA(S) OF LAW
Partnership;
Pleadings.
➥ PRINCIPLES OF LAW
⦿ PARTIES ARE BOUND BY THEIR PLEADINGS
It must be remembered that it is a cardinal principle of the Rules of Practice that parties are bound by their pleadings and evidence led on matters not pleaded goes to no issue. Furthermore, any fact admitted in a party’s pleadings, need not be proved by the other party. — Craig JSC.
⦿ WHERE CONCURRENT FINDINGS, THE SUPREME COURT WILL NOT INTERFERE
In view of the concurrent findings of fact by both the High Court and the Court of Appeal on the issues raised in this case, and in the absence of any special circumstance warranting this Court to do so, this Court will not interfere. See Ukpe Ibodo & Ors. v. Enarofie & Ors. (1980) 5-7 S.C. 42 at 55; David Dawodu Lokoyi & Anor. v. Emmanuel Babalola Olojo (1983) 8 S.C. 61 and Sockna Moromodu Allie & Ors. v. Ahmed Alhaji & Ors. 13 W.A.C.A. 320, particularly at 321 wherein their Lordships of the Privy Council stated thus: “However that may be, it is not a matter upon which their Lordships could or ever do, interfere, when the matter has been not only to the Court of first instance but to the Court of Appeal in the Colony itself.” — Wali, JSC.
➥ LEAD JUDGEMENT DELIVERED BY:
Craig, J.S.C.
➥ APPEARANCES
⦿ FOR THE APPELLANT
Akinyode Esq.
⦿ FOR THE RESPONDENT
Onafowokan.
➥ CASE FACT/HISTORY
The Plaintiff’s claim against the Defendants jointly, severally or in the alternative is for sum of N100, 000.00 (One Hundred Thousand Naira) being special and general damages for breach of an oral contract when in or about January,1976 at Lagos the Defendants induced the Plaintiff to hand over to them sum of N50, 000.00 (Fifty Thousand Naira) which they promised they would refund back to him upon the completion of the contract which they claimed they were then executing at or around the Festival Village along Badagry Road which they told the Plaintiff was bringing them large amounts of profits which they promised they would share with the Plaintiff. The Defendants have since completed the contract but have only after persistent demands refunded to the Plaintiff N4, 000.00 (Four Thousand Naira) out of the said N50, 000.00 (Fifty Thousand Naira) leaving a balance of N46,000.00 (Forty Six Thousand Naira) which they refused and or neglected to pay nor have they given the Plaintiff any share of the profits as promised.
Pleadings were ordered and exchanged; and thereafter the case went on to trial.
➥ ISSUE(S) & RESOLUTION(S)
[APPEAL DISMISSED]
I. Whether the Respondent (Plaintiff) entered partnership with the 1st Defendant (Appellant)?
RULING: IN RESPONDENT’S FAVOUR.
A. THE AGREEMENT WAS WITH THE APPELLANT
“I agree with the learned Judge in this respect of course, there were other facts which tended to confirm that the business deal was between the Plaintiff and the 1st Defendant. For instance, the Judge found as a fact that the parties “dealt with each other on friendly basis” which arose from the business relationship they had built up when the 1st Defendant was in the North. That observation is quite correct: in consequence of that friendship, no receipts were issued for the N50,000.00 deposited by the Plaintiff – although it was paid in bits. Even when the Plaintiff collected part of this amount no receipt was demanded from the Plaintiff by the 2nd Defendant – Company. In fact, apart from exhibit B, there was no other document to support the fact that any transaction existed between the Plaintiff and the 2nd Defendant. This is strange especially when it is remembered that the 2nd Defendant is a limited liability company.”
“The two Courts below had made concurrent findings of fact to the effect that the partnership was between the Respondent and the Appellant person that the Respondent did not even hear, or know, of the existence of Ferou (Nigeria) Ltd at the time he entered into a partnership with the Appellant was only when the Respondent waited in vain, month after month, for his own share of the profits from the partnership venture and asked for the return of his capital and profit, that the Appellant wrote EX.B mentioning for the first time Ferou (Nigeria) Ltd. and its contract with Daas Piling and Construction (Nig) Ltd. Just how could the Respondent have been privy to a contract between two companies the very existence of whom he did not even know. With the concurrent findings of the two Courts below that the part was between the Respondent and the Appellant personally, it was idle, to say the least, for the Appellant to drag into this simple case, Ferou (Nigeria) Ltd. and Daas Piling and construction (Nig) Ltd, to becloud the otherwise clear and straightforward claim of the Respondent for the return of N50,000.00 capital profits estimated at N10,000.00.”
.
.
II. Whether the Appellant is to return the Respondent’s N50,000 contribution?
RULING: IN RESPONDENT’S FAVOUR.
A. THE APPELLANT IS TO RETURN THE RESPONDENT’S INITIAL CONTRIBUTION
“the overriding consideration in any partnership is the agreement between the parties. In the instant case, there was an oral agreement between the parties; details of that agreement were given in evidence by the Plaintiff when he said: “He (i.e. 1st Defendant) further assured me that he was being paid monthly for the contract and that at the end of each month he would share the profit with me until the completion of the job when the N50, 000.00 would be refunded to me.”(ltalics mine.) The 1st Defendant did not give any evidence to rebut the Plaintiff’s assertion. His defence was and has always been, that the business agreement was made between the Plaintiff and the 2nd Defendant (Ferou Nig. Ltd.), He, the 1st Defendant merely acted as agent of the 2nd Defendant. As previously stated, the trial Court rejected that story and accepted the Plaintiff’s version of the whole incident. This means that the binding contract between the parties is that the 1st Defendant shall refund the Plaintiff’s contribution of N50, 000.00 on completion of the business transaction. The lower Courts gave effect to those terms of the agreement and I hold that they were right to do so.”
.
.
.
✓ DECISION:
“In the result, the appeal fails on all grounds and it is dismissed. The judgment of the High Court of Lagos as amended by that of the Court of Appeal, is hereby confirmed. It is ordered that the 1st Defendant/Appellant shall pay to the Plaintiff/Respondent the sum of N37,000.00 together with costs assessed at N500.00.”
➥ MISCELLANEOUS POINTS
➥ REFERENCED (LEGISLATION)
Section 33(1) of the Partner Law of Lagos State applied to the facts of the case. That section states as follows: “33(1) (b) – Subject to any agreement between the parties, a partnership is dissolved if entered into for a single venture or undertaking by the termination of the venture or undertaking.”
➥ REFERENCED (CASE)
➥ REFERENCED (OTHERS)
