CASE DIGEST - CONTRACT: AGREEMENT; ESTOPPEL; ORAL VARIATION OF A WRITTEN AGREEMENT CANNOT AMOUNT TO ESTOPPEL

ACCESS BANK PLC v. NIGERIA SOCIAL INSURANCE TRUST FUND

SUPREME COURT

(KEKERE-EKUN; OKORO; ABOKI; SAULAWA; ABUBAKAR, JJ.SC)

Nigeria Social Insurance Trust Fund (Respondent), a parastatal of the Federal Government of Nigeria placed various sums of money in Access Bank Plc (Appellant) on the basis of a written agreed interest rate and default penalty. At the end of the placement term, the appellant made some payments to the respondent as interest and default penalty. The Respondent late realised that the interest paid was not properly computed at the agreed rate and that the penalty paid was not computed on a daily basis as agreed. On this note, the Respondent demanded further interest and default penalty payments from the Appellant. The Appellant denied any liability and asserted that it had paid all the demanded sums of money due to the respondent. Aggrieved by the Appellant's response, the Respondent commenced an action at the High Court of Abuja (trial Court) for various sums of money as balance interest and default penalty, N6 million as cost of prosecuting the suit, and exemplary damages. At the conclusion of the hearing, the trial Court dismissed the claims of the Respondent. Dissatisfied, the Respondent appealed to the Court of Appeal, which found and held that there was no convincing evidence of the asserted verbal or oral negotiations subsequent to the written agreement between the parties and that the appellant's failure to immediately request for the balance of the penalty calculated on basis of daily default did not amount to a waiver of the balance payment. Consequently, the Court of Appeal allowed the Respondent's appeal, set aside the trial court's judgment, and entered judgment in favour of the Respondent. Dissatisfied with the decision of the Court of Appeal, the
Appellant further appealed to the Supreme Court. One of the issues for determination was: Whether the lower court was
right when they held that the defence of estoppel by conduct did not avail the appellant