Shell Bp Petroleum Dev. Co. V. Jammal Engineering(Nigeria) Limited (1974)

LawGlobal-Hub Lead Judgment Report

COKER, J.S.C. 

This appeal involves two cases which were consolidated for hearing by the High Court, Lagos State (Dosunmu, J.). The parties to both cases are the same save for the fact that the plaintiffs in one are the defendants in the other. In the first of the cases, i.e. Suit No. LD/160/69, the plaintiffs are Shell BP Petroleum Development Co. of Nigeria Ltd., and the defendants Jammal Engineering (Nigeria) Limited. The writ of summons in that case, as finally amended, is endorsed as follows:

“The plaintiff claims against the defendant:

1. A declaration that the agreement partly written partly oral made between the plaintiff and the defendant between June 1968 and February 1969 whereby the defendant agreed to lease to the plaintiff upon certain terms, properties situate at and being houses Nos. 11, 12, 13, 14 and 2 Jammal Estate off Gerrard Road, Okoyi is a valid and subsisting agreement and is binding upon the defendant.
2. An Order of specific performance of the said agreement.
3. 5, 000 Pounds damages for defendant’s wrongful failure or neglect to complete the houses and deliver possession of the same at the time stipulated in the agreement.
4. An Injunction restraining the defendant its servants or agents or otherwise howsoever from leasing or parting with the possession of the said houses Nos. 11. 12. 13. 14 and 2 Jammal Estate, Gerrard Road, Ikoyi otherwise than by leasing the same to or by duly effectively vesting the same in plaintiff.

Alternatively

5. Repayment of the said deposit of 2, 500 Pounds together with interest thereon at the rate of 5 percent per annum.
6. 12, 750 Pounds being general damages for breach of the said agreement.

The other action was commenced some five or six weeks later as Suit No. LD/243/69. The plaintiffs therein are Jammal Engineering (Nigeria) Ltd., and the defendants Shell BP petroleum Development Co. of Nigeria Ltd. The writ is endorsed for the following claims:

“The plaintiff’s claim against the defendant is for a declaration that the “tenancy agreement” dated 14th March, 1969 and purporting to have been made by the plaintiff of the one part and the defendant of the other part is null and void and not binding on the plaintiff. In the alternative the plaintiff claims the said “agreement” is voidable and should be set aside.”

Pursuant to the relevant order of count pleadings were filed and delivered in both cases and at the trial after consolidation, the learned trial judge regarded the Shell BP Petroleum Development Co. of Nigeria Ltd. as plaintiffs and Jammal Engineering (Nigeria) Ltd. as defendants in the consolidated proceedings. We propose in this judgment to refer to the respective parties in the same manner.

The pleadings of the plaintiffs aver that both the plaintiffs and the defendants are limited liability companies that by agreement dated the 30th August, 1968 between the parties. The plaintiffs agreed to hire and the defendants agreed to let to them eight houses belonging to the defendants, five of which (Nos. 2, 11, 12, 13 and 14 in Jammal Estate, Ikoyi) are to be let for respective terms of three years starting from the dates of completion of each house and the yearly rent of 1,900 Pounds (or N3.800) per house. The first two years rents to be paid down and on terms to the effect that the lessees should pay all rates and execute all internal repairs and the lessors should pay the ground rent and be responsible for all structural repairs. The plaintiff’s statement of claim further stated in paragraphs 6 and 7 thereof as follows:

“6. The defendant company contracted that the said dwelling houses would be ready for occupation by the plaintiff on the following dates:

House No. 11.12/2/69

House No. 12. 22/2/69

House No. 13. 15/3/69

House No. 14. 15/3/69

House No. 2. 22/3/69