EDLA PETROCHEMICALS LTD & ANOR. v. DIAMOND BANK PLC

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Facts:

Facts:

The appellants are customers of the respondent who were granted some facilities by the respondent. The facilities were secured by several properties belonging to the appellants. In January 2012, the respondent wrote a letter to the appellants informing them that that their outstanding indebtedness as at December 31, 2011 was N568,424,756.00 (Five Hundred and Sixty Eight Million, Four Hundred and Twenty Four Thousand, Seven Hundred and Fifty Six Naira) and that they should confirm same. In February 2012, the appellants replied the letter in which they gave a history of their disagreement with the respondent over their outstanding indebtedness. The appellants, in the said letter, contended that since 2008 the respondent had been in the habit of overstating their balance and that consequently, they engaged the services of forensic consultants who, after doing a comprehensive analysis, gave a report of the appellants’ indebtedness to the respondent up to January 31, 2010. The said report was said to have been communicated to the respondent who refuted the figures in the report in a reply letter. As a result of this disagreement, several meetings were initiated by the appellants with a view to resolving and reconciling the figures to no avail. The appellants further stated in the letter that they decline confirmation of the alleged indebtedness and that from their own records, their indebtedness stood at N393,944,000 (Three Hundred and Ninety Three Million, Nine Hundred and Forty Four Thousand Naira) and that they propose a restructuring of the balance by additional credit from the respondent in order to help them get back to business as they were having challenges with funds.

The parties could not agree as to the true position of the appellants’ indebtedness and consequently, the appellants filed a suit against the respondent at the High Court of Lagos State claiming among other reliefs, a declaration that the respondent was in violation of the banker/customer relationship between them and fiduciary duty by applying excessive charges on their account not approved by the Central Bank of Nigeria (CBN). The appellants further sought reliefs to the effect that the loan agreement between them and the respondent was tainted with illegality and that same was frustrated by the global economic depression and as such they were discharged from further obligations under the loan agreement. They also requested payment of all the illegal deductions and application of the 100% penalty as stipulated in the CBN directive applicable at the time.

The respondent filed its defence and a counterclaim and the matter went to trial. After the pre-trial conference, the respondent filed an application for judgment on admission of the sum of N393,944,000 (Three Hundred and Ninety Three Million, Nine Hundred and Forty Four Thousand Naira) admitted by the appellants as being their outstanding indebtedness to the respondent. The appellant filed a counter affidavit in which they denied their earlier admission. After hearing the parties on the application, the court ruled in favour of the respondent and granted judgment in the amount admitted by the appellants. The appellants were dissatisfied with the decision of the trial court and filed a notice of appeal at the Court of Appeal, Lagos Division seeking orders of the court to overrule the trial court.

One of the issues for determination is whether the trial court was right in law when it held that the exhibit containing the appellants’ admission was direct, positive, precise and unequivocally admitted that the appellants were indebted to the respondent in the sum of N393,944,000 (Three Hundred and Ninety Three Million, Nine Hundred and Forty Four Thousand Naira).

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