Attorney-General Of The Federation Vs A.I.C. Limited & Ors (2000)

LAWGLOBAL HUB Lead Judgment Report

MOHAMMED, J.S.C.

The plaintiff Company, A.I.C. Limited (Respondent in this appeal) filed a claim in the Lagos High Court and sought for the following reliefs:

“(i) A declaration against the first defendant, that there is a valid and subsisting exclusive representation agreement made in Lagos on or about 21st May 1981 covering Aermacchi’s aircraft, accessories, spare parts and services, between plaintiff of the one part and first defendant of the other part, which agreement is still in full force and effect and has never been terminated nor expired;

(ii) Against the Ministry of Defence and all other agents, officers or servants of the Federal Government an injunction against payment of any sum to first defendant without the said first defendant satisfying the claim of the plaintiff or giving security for such satisfaction;

(iii) Against the first defendant, an injunction restraining it from receiving, disposing of, removing or dealing with, directly or through its servants or agents or otherwise, any payment of the sum mentioned in paragraph 1 without the said defendant satisfying the claim of the plaintiff or giving security for such satisfaction;

(iv) Against the first defendant, the sum of US $8,194,300.00 (or its equivalent in Nigerian Currency), being commission payable by first defendant to plaintiff under the above-mentioned agreements, plus damages including without limitation the cost of retaining non-Nigerian counsel, plus interest at ten percent from the date of breach to the date of judgment;

(v) Alternatively, against the second and third defendants (solely in the event that first defendant is held not liable) the sum of US $8,194,300.00 (or its equivalent in Nigerian currency), being commission payable to plaintiff under the above mentioned agreements, plus damages including without limitation the cost of retaining non-Nigerian counsel, plus interest at ten percent from the date of breach to-the date of judgment”.

The facts briefly, show that the respondent was appointed through an oral agreement as the sole representative in Nigeria of Aermacchi SPA, an Italian company engaged in manufacture and sale of aircraft. The agreement was reached in May, 1981 and a term of the agreement was that the respondent would receive a commission of 10% of the net sales by Aermacchi SPA in Nigeria. Aermacchi SPA is the 1st defendant in the suit filed by the respondent in the High Court, the decision in which is the subject of this appeal.

In 1983 the respondent contacted the 1st defendant through the 2nd defendant and reported that it had arranged a final meeting with the Ministry of Defence in connection with a contract and requested the 1st defendant to pay it the agreed commission of 10% for its services. The 1st defendant denied the existence of any such agreement. In paragraph 11 of the statement of claim the respondent averred that the 1st defendant had been awarded a contract for Jet trainers in the amount of $81,943,000.00 US Dollars and the advance payment (10% of the contract sum) was about to be paid and a letter of credit was also about to be opened for the balance. The contract was for the supply of military hardware between the 1st defendant and Ministry of Defence.

On 20th May 1987 a motion was filed by the respondent before the High Court with the following prayers:

“(i) directing the 1st, 2nd and 3rd defendants to file their defence to the above action within such time as the court may prescribe;

(ii) that judgment be entered against the 4th defendant in default of his filing a statement of defence;

(iii) in the alternative to (ii) directing the 4th defendant to file his defence within such time as the court may deem fit;

(iv) directing that a copy of this order shall be served on Mr. G.O.K. Ajayi, SAN, and that such service be deemed good and proper service on the 1st, 2nd and 3rd defendants;