METAL CONSTRUCTION (W.A) LTD & ORS. V. MIGLIORE & ANOR

• Pages: 145-151

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145

NIGERIAN SUPREME COURT CASES

[1979] N.S.C.C.

METAL CONSTRUCTION (WA) LTD & ORS. V.

MIGLIORE & ANOR.

1.

METAL CONSTRUCTION (W.A) LTD.

APPELLANTS

2.

TA1WO OKEOWO

3.

OLATUNDE AYOOLA

V

1.

MRS. D.A. MIGLIORE

RESPONDENTS

2.

AIRALDO MANGILI

SUIT NO. SC 35/1979

SUPREME COURT OF NIGERIA

SOWEMIMO,

J.S.C.

IRIKEFE,

J.S.C.

IDIGBE,

J.S.C.

ESO,

J.S.C.

ANIAGOLU,

J.S.C.

28th September, 1979

Company Law - Rectification of register of Shares

Delivery of shares certificate

- Amendment of Claim on appeal - Effect.

ISSUES:

1.

Whether applicants are entitled to the rectification of a register of shares before

delivery of shares certificate.

2.

Whether an appellate Court has an inherent power to amend the

rt record of tr

decision

ial

Court so as to comply with the facts proved before that Cou and

given by it.

FACTS:

Mr. Sergio Migliore had 187,500 shares of N2.00 each in the share capital of

N400,000.00 of the company while Mrs. Migliore had 12,500 shares of N2.00 each.

Sometime in 1974 Mr. Taiwo Okeowo, 2nd appellant, was invited to take up 40%

I

shares in the 1st defendant company in order to comply with the Nigerian Enter-

prises Promotion Decree 1972. Mr. Sergio

M

of

igl

the estate

iore died iofth

n Oc

et

ber

s

ad

19

Mr.

74

Sergio

, and

on the 21st July 1975, letters of administration

Migliore were granted to the Applicants and on October, 1976, the said letters of

Administration was modified to reflect the shareholdings of the said

n favour

Mr. Sergio

Migliore, deceased. The letters of Administration were granted i

of the

late Mr. Sergio Migliore in respect of 107,500 shares of the deceased, and the Ap-

plicants requested delivery of a new certificate reflecting the names on the letters

of Administration by virtue of the grant thereof. The 3rd Applicant refused and The

Federal Revenue Court granted the request of the Respondent. The Appellants un-

successfully appealed to the Federal Court of Appeal and on appeal to the Su-

preme Court.

HELD:

ellants if an amendment had been carried

1. There could be no injustice to the app

out because such an amendment is desirable in the circumstance. The register

was rightly rectified, before the delivery of the shares certificate.

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