Facts:

The appellant entered into a contract with the 1st respondent for the operation and maintenance of the 1st respondent’s light vehicles. The agreement between the parties was to last for three years from the 1st January, 2006 to 31st December, 2008. Part of the terms was that the appellant was to engage the services of workers whose remuneration, allowances and benefits were to be paid as at when due after invoices for payment had been jointly signed by the parties. The appellant failed to pay the salaries of the workers for the months of August and September, 2007 which led to a protest by the workers and almost degenerated into an industrial action before the intervention of the 1st respondent who wrote a letter to the appellant indicating its displeasure with the situation. The 1st respondent also stated in the letter that in the event of failure by the appellant to resolve the issue, it would make direct payment of salaries from the contract sum to the workers in order to avoid any shutdown of its operations. The appellant failed to
respond to the letter and to take positive steps to address the complaints of the 1st
respondent who, after realizing that the appellant was unwilling to pay the workers,
started direct payment of salaries and allowances to the workers while it ceased payment of outstanding balance to the appellant. The appellant was aggrieved and filed a suit against the respondents at the High Court of Lagos State, alleging breach of contract and seeking among several reliefs damages of
N1,012,430,211.91 (One Billion, Twelve Million, Four Hundred and Thirty Thousand,
Two Hundred and Eleven Naira, Ninety One Koko). The 1st respondent responded
to the suit and incorporated in its defence a counterclaim of N200,194,975.22
(Two Hundred Million, One Hundred and Ninety Four Thousand, Nine Hundred
and Seventy Five Naira, Twenty Two Kobo)

The case of the appellant against the 2nd respondent at the trial court was that it
interfered with the contract between the appellant and the 1st respondent by
accepting to do work which was already part of the agreement. The appellant
had approached the 3rd respondent, after its bid for the contract with the 1st
respondent was approved, for a loan of N80,000,000 (Eighty Million Naira) in
order to execute the contract. As part of the agreement to secure the loan, the
appellant agreed to open a domiciliary account for the purpose of the contract
with the 1st respondent wherein all the money due to the appellant from the contract
was to be domiciled. The facility was granted and the domiciliary account opened.
The appellant alleged that the 3rd respondent was in breach of that agreement by
colluding with the 1st respondent and accepting deposits and paying same directly
to the accounts of the appellant’s workers without authorization. The appellant
alleged that it suffered loss as a result of the breach.

After hearing the parties on the suit, the trial court dismissed the suit of the
appellant and granted the counterclaim of the 1st respondent. The court also
awarded costs of N500,000 (Five Hundred Thousand Naira) against the appellant
in favour of the 1st respondent and N250,000 (Two Hundred and Fifty Thousand
Naira) costs in favour of the 2nd and 3rd respondents, respectively. The appellant
was aggrieved and filed a notice of appeal at the Court of Appeal, Lagos Division
challenging the decision of the trial court.