Nartey v. Mechanical Lloyd [1987-88] 2 GLR 314,598

Material Facts:

The plaintiff-respondent-appellant, Nartey, hereafter the plaintiff, obtained land measuring 9.12 acres for farming from Nii Commey Okpoti, the Mantse of Frafraha. Among others, he erected corner pillars on the land, weeded part of the land, and planted mango and palm trees. Shortly after these, he saw men working for the respondent-appellant-respondent, Mechanical Lloyd, hereafter the respondent, on the land. The respondent claimed they were granted a large piece of land, which included the lands of the plaintiff, by the La Mantse. They also claimed that lands in Frafraha are owned by the La Mantse because Frafraha is a sub-stool or village of the La Stool, and it is only the La Mantse that is qualified to make grants of lands in Frafraha.

The plaintiff then instituted an action in the High Court for a declaration of title to the lands, damages for trespass, and an injunction to restrain the respondents from entering upon the land that was granted to him by the Mantse of Frafraha.

Procedural History:

At the trial court, judgement was given in favour of the plaintiff. On appeal, the Court of Appeal allowed the appeal on the grounds that a predecessor of the Mantse of Frafraha had admitted that lands in Frafraha are owned by the La Stool. The plaintiff then appealed to the Supreme Court.

Issues:

1. Whether the La Mantse is the only competent grantor of land in Frafraha;
2. Whether the grant to the plaintiff, exhibit B, is valid;

Argument of the Plaintiff (Nartey):

1. That he obtained a grant of the land from the Mantse of Frafraha, who is the right person to make grants of lands in Frafraha.

Argument of the Respondent (Mechanical Lloyd):

1. That the plaintiff has no title to the land because his grant was not made by the La Mantse. "... it is only the La Mantse who can make valid grants of such lands, and neither the Frafraha Mantse nor anybody else can validly sell any piece of land at Frafraha to anybody. Only the La Mantse can do this and any grant not made by the La Mantse is void.
2. Alternatively, a valid grant of land can be made only by the joint heads of the Agbawe family, viz. Nii Commey Okpoti and Atofotse Tetteh Nukpa. A grant by Nii Comey Okpoti alone is invalid. That the grant to the plaintiff was made only by Nii Commey Okpoti and is therefore invalid.
3. Nii Commey Okpoti, who made the grant to the plaintiffs, is merely a headman and caretaker of lands in Frafraha.
4. If the plaintiff took a good title from Nii Commey Okpoti, he never entered into possession. ‘The plaintiff has no intention or means to put up any building on the said land whatsoever.
5. The plaintiff abandoned the land and cannot now claim it.
6. The plaintiff’s grantor(s) lawfully re-entered the land, which they properly re-granted to the defendants (Mechanical Lloyd).
7. That the land claimed by the plaintiff "does not fall within the defendants’ land.
8. That the defendants own the land in question because at some point it was granted to one Rexford Aye Darko, who was an executive chairman of the defendant company and who acquired the land for and on behalf of the defendant company.

Holdings:

1. The La Mantse is not a competent person to grant lands in Frafraha, the allodial title of which is held by the Mantse of Frafraha. It is the Frafraha Mantse who can make grants of lands in Frafraha.
2. The grant to the plaintiff is valid.

Ratio Decidendi:

The present case focuses primarily on whether the grant made by the Mantse of Frafraha is valid and supersedes the grant made by the La Mantse. The grant made to the plaintiff will be valid if the Mantse of Frafraha is the right authority to make grants of Frafraha lands, and it will be invalid if it is the La Mantse who is the right authority to make such grants.

To determine who the right authority to make such grants is, the court will examine which authority has made past grants and whether such grants have been resisted by another party. Evidence submitted by the plaintiff showed that the Mantse of Frafraha has in the past made several grants of lands without recognising the La Mantse as a party to the grants or as the owner of the lands. Per Taylor JSC,

The village chief, the appellant’s grantor, the Frafraha Mantse, has for many years before the present dispute exercised acts of ownership over lands in Frafraha as head of the Agbawe family of Frafraha and he had never been challenged before now. For many years before the dispute, he had as head of the said family and acting on behalf of the family conveyed portions of Frafraha land to a number of persons who had registered their conveyances under the Land Registry Act, 1962 (Act 122).

These grants by the Mantse of Frafraha were taken as a demonstration of ownership of lands in Frafraha. In addition, and according to their records, the Lands Department knows only the Agbawe family as the owners and has therefore consistently registered only documents relating to Frafraha land if they are executed by the Agbawe family.

On the other hand, the La Mantse could not produce evidence to show that he has in the past made grants of lands in Frafraha or evidence to show its previous demonstrations of acts of ownership, such as calling on the sub-stools (including the Frafraha) to account for its disposal of lands. Although the La Mantse at one point tried to assert title to the lands in Frafraha after the decision in Owusu v. Manche of Labadi (1933) 1 W.A.C.A. 278 wherein it was pronounced that the lands in Frafraha are La Stool lands, the Mantse of Frafraha caused a public notice to be issued by which he claimed that the land belongs to the Agbawe family and all persons who want land should go to that family. This notice got to the La Mantse, and per Adade JSC, "he simply recoiled into his shell, in all probability on the advice of his elders who knew better".

Given that the Mantse of Frafraha is the right authority to make grants of lands in Frafraha, the grant he made to the plaintiff was valid; the purported grant made by the La Mantse was invalid.

In addition, their lordships noted that even if the lands belonged to the La Stool, it could no longer lay claim to the land because it had failed to assert ownership in the past. Taylor J.S.C. explained this as follows:

… it is quite clear to me that on the assumption that the La Mantse is the true owner of Frafraha lands, then he has intentionally for many years and certainly since 28 September 1967 led the general public by his deliberate omission or failure to assert his ownership, to believe that the Agbawe family of Frafraha are the owners of Frafraha lands. At any rate the stool has by its inaction permitted the general public including the appellant and even the government to believe that it has no objection to conveyances made by the Agbawe family. In the circumstances the stool cannot now assert any title against an innocent purchaser who has dealt with the Agbawe family following the stool’s inaction and acquiescence. As against the appellant the stool and those deriving title from the stool are estopped from impugning his title which had already been perfected by registration and his possessory acts.

On the respondent’s alternative argument that even if the lands belonged to the Frafraha Stool, a valid conveyance can only be made by the Atofotse and Nii Commey Okpoti, the two heads of the Agbawe family, Adade JSC noted that the Atofotse was not a competent party to make grants because he was merely allowed to be party to previous grants out of curtesy and not in recognition of his rights to be party to grants of lands in Frafraha. In any case, that curtesy was only extended to the predecessor of the present Atofotse and not to any other Atofotse.

Further, even if the plaintiff’s title was defective, the defendant’s title was equally defective as they based their title on a grant made to one Rexford Aye Darko, who was an executive chairman of the defendant company. Their lordships noted that if Darko (now deceased) obtained the land for himself, the land would vest in his estate if he died intestate, and there is no legal basis for the Court of Appeal to deprive his estate of its property and vest it in Mechanical Lloyd Assembly Plant Ltd., thus equating the company with the dead man against the principle established by the House of Lords in Salomon & Co. Ltd. v. Salomon [1897] AC 22, HL that a limited liability company is a legal entity distinct from its members.

In addition, the plaintiff registered his grant from the Mantse of Frafraha in 1976, while the respondent registered his grant from the La Mantse in 1979. Per section 26(1) and (5) of the Land Registry Act, 1962, Act 122 , the plaintiff’s grant will have priority over the respondent's grant because it was registered first.

Summary of Principles in the Case:

1. Lands in Frafraha are not lands owned by the La Stool or granted by the La Mantse.
2. Ownership (allodial) is demonstrated. The grantor of the plaintiff was held to be the owner of the lands because of his previous demonstrations of ownership.
3. If the holder of the allodial title allows another entity to act as if he were the owner of the lands (holder of the allodial title), he cannot deny the title of an innocent purchaser who acquires the land from the party whom the whole world was made to believe was the owner of the land.
4. Control of Lands Belonging to a Paramount Stool but in Care of a Sub-Stool: Adade JSC noted that "In our customary law the concept of ownership, particularly of land, is not the same as in some other jurisdictions. For instance, ownership does not necessarily carry with it the right of exclusive control. And where land belonging to or attaching to a paramount stool is in the care and possession of a sub-stool, control often becomes a shared responsibility between the paramount stool and the sub-stool. The quality of the responsibility and therefore of the privileges which each enjoys in relation to the land may depend on local practices."
5. Adverse Possession:Per Amua Sekyi JSC, "There seems to be a misunderstanding of the cases which decide that a party who is in possession of land is entitled to the protection of the courts against all those who cannot prove a better title. The cases show that it is not possession for a day or two, a week, a month, or, even a year which suffices to bring the rule into operation. It is rather long, peaceful, undisturbed possession over a considerable period of time, long and peaceful enough to raise a presumption that the occupation of the land must have a lawful origin ."
6. The personal assets of a director of a company do not automatically become the property of the company upon his death because a company is a separate legal entity.