AJAYI V. TEXACO (NIG.) LIMITED & ORS
| Pages | 1149-1167 |
AJAYI V. TEXACO (MG.) LIMITED & ORS.
1149
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AJAYI V. TEXACO (NIG.) LIMITED & ORS.
BABATUNDE AJAYI
APPELLANT
V
10 1. TEXACO NIGERIA LIMITED
2.
J.
0.
SHELDON
RESPONDENTS
3.
E.I. NWIZU
SUIT NO. SC 230/1985
SUPREME COURT OF NIGERIA
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BELLO,
C.J.N.
OBASEKI,
J.S.C.
ANIAGOLU,
J.S.C.
KAZEEM,
J.S.C.
OPUTA,
J.S.C.
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18th September, 1987
Commercial Law - Master and Servant - Whether breach of contract of employment
is committed when there is a threat to terminate it - No liability for breach
of contract of employment arises if there is no wronetll termination - No
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breach of contract occurs where notice of termination or payment in lieu of
notice as provided for in contract of employment has been given or paid -
Validity of termination of employment not vitiated by existence of malice or
improper motive where the right is given by the contract.
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Appeals - Findings of fact - Conditions for interfering with findings of fact
- Finding that a party not bound by document in the face of overwhelming
documentary and oral evidence to the contrary.
Practice and Procedure - Whether court has power to award claimant what he
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did not claim or prove.
ISSUES:
1.
What is an "anticipatory breach" of contract?
2.
Could a breach of contract of employment be said to have occurred where
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there is only a threat to terminate it?
3.
Whether the valid exercise of a right to terminate employment can be vitiated
by malice or an improper motive.
4.
Whether a court has the power to award a claimant what he did not claim or
prove.
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FACTS:
The appellant who was an employee of the 1st respondent, sued the respond-
ents in the Lagos High Court for
a
declaration that he was still the employee of the
1st respondent company under a contract of employment between him and the
company and that any breach of the contract was illegal,
ultra
vires,
null and void.
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He sought other reliefs and claimed in the alternative special and general
dam-
ages
for anticipatory breach of contract. After working in the 1st respondent's em-
ploy for several years, the appellant was found to have become disloyal. The facts
alleged and proved by the appellant showed that there was only a threat to termi-
nate his employment at the time he instituted the action. The trial Judge awarded
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NIGERIAN SUPREME COURT CASES
[1987] 2 N.S.C.C.
damages for the threatened termination of the appellant's employment, but he re-
fused the other reliefs sought. The trial Judge also found that the 2nd and 3rd re-
spondents' conduct was actuated by malice. The respondents' appeal to the Court
of Appeal was upheld and the appellant appealed to the Supreme Court.
HELD:
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1.
An 'anticipatory breach' of a contract is a breach of contract caused by the
repudiation of obligations not yet ripe for performance. An 'anticipatory breach'
of a contract occurs where - before the time at which a party is bound to perform
a contract arrives, he expresses an intention to break it or acts in such a way
so as to lead a reasonable person to the conclusion that he does not intend to
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fulfil his part, or disables himself from doing so.
2.
The contract of service in the instant case, was one in which either party could
give the opposite party due notice to end the contract. Where in a contract of
employment, provisions are made for the termination of the contract and the
provisions are followed or complied with to terminate the contract, the question
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of anticipatory breach does not arise. A threat to terminate an employment
remains only a threat and does not, without more, amount to a wrongful
dismissal or a breach of contract of employment. The respondents had a right
to terminate the appointment of the appellant and their exercising such a right
could not constitute a breach of contract. An action for an alleged 'anticipatory
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breach' of contract cannot be grounded on facts which do not reveal a breach
of contract.
3.
The learned trial Judge was wrong to treat the issue of motive or malice as
relevant and make it a ground for treating the threat of termination as a breach
of the contract of employment. Where in a contract of employment there exists
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a right to terminate the contract given to either party, the validity of the exercise
of that right cannot be vitiated by the existence of malice or improper motive. It
is not the law that motive vitiates the validity of the exercise of a right to terminate
validly an employment of an employee. There must be other considerations. In
an ordinary case of master and servant, as in the instant appeal, the master can
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terminate the contract with his servant at any time for good or for bad reasons
or for none. The motive for exercising a right to terminate a contract of service
does not render a valid exercise of that right ineffective.
4.
A court is without power to award a claimant what he did not claim and/or prove.
The facts pleaded in the statement of claim were in support of threatened
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termination of appointment and not in support of wrongful dismissal of the
appellant or anticipatory breach of contract of employment. A claimant can only
get what he claims if both on the pleadings and evidence, he has successfully
made out and proved his claim. As no breach of contract of employment was
pleaded the appellant was not entitled to succeed and the High Court should
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have dismissed his claim
in toto.
CASES REFERRED TO IN JUDGMENT:
1.
Mersey Steel and Iron Company v. Naylor Benzon & Company
(1884) 9
App. Cas 434.
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2.
Daniels v. Shell-BP
(1962) 1 All N.L.R. 19.
3.
Alran v. Eshiett
(1977) 1 S.C. 89 at 96 - 97.
4.
Kusamotu v. Wemabod Estate Limited
(1976) 11 S.C. 270 at 293.
5.
Chief Frank Ebba v. Chief Ogodo
(1984) 4 S.C. 92.
6.
Woluchem v. Gudi
(1981) 5 S.C. 281 at 320.
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7.
Emegokwe v. Okadigbo
(1973) 4 S.C. 113, 117.
8.
Metalimpex v. A G. Leventis (Nig) Limited
(1976) 2 S.C. 91 at p. 102.
9.
George v. Dominion Flour Mills Limited
(1963) 1 All N.L.R. 71.
10.Egonu v. Egonu
(1978) 11 & 12 S.C. 111 at 133.
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