The first three respondents were tenants in common of two houses in Freetown, Sierra Leone.They signed a written agreement dated 29 November 1946, selling the houses to C. B. Wright, who paid the full purchase price.Although Wright signed in his own name, he was acting as agent for the appellant, Abdul Karim Basma, a fact known to the vendors.Shortly after, the respondents conveyed the same property to a fourth respondent, who had notice of the earlier agreement.One of the vendors, Gladys Weekes, was a married woman, and under the applicable Sierra Leone law, she lacked capacity to contract without her husband’s consent.The appellant sued for specific performance
DECISION / HOLDING
The Privy Council allowed the appeal.The contract satisfied the Statute of Frauds.The contract was enforceable against the competent co-owners.Specific performance was granted to the extent of their shares, with abatement of price for the share of the incapacitated party.
RATIO DECIDENDI (COURT’S REASONING)
Issue 1: Statute of Frauds & Agency.
The Court held that:An agent who contracts in his own name remains contractually bound, even if the other party knows he is acting for a principal.Therefore, a written agreement signed by such an agent does not cease to satisfy Section 4 of the Statute of Frauds.
Judicial Dictum (Lord Reid):“An agent who contracts in his own name does not cease to be bound merely because it is proved that he was acting for a principal known to the other party.”
Issue 2: Effect of Incapacity of One Party.
The Court accepted that Mrs. Weekes lacked capacity to convey her interest.However, this did not invalidate the entire contract.The other two co-owners were fully competent.Equity does not allow a capable party to escape liability merely because another party is under a disability.
Issue 3: Specific Performance
The Court held that:Specific performance can be ordered partially where full performance is impossible.The appellant was entitled to specific performance of the two-thirds share, with reduction of the purchase price for the remaining one-third.
Equitable Principle:Equity looks to substance rather than form and will enforce contracts to the extent justice permits.
FINAL ORDERS
pecific performance granted against the competent vendors.Purchase price abated to reflect the share of the incapacitated party.Conveyance to be effected through the fourth respondent who had notice.
AGHENGHEN & ORS. v. WAGHEROGHOR & ORS. (1974) Full Analysis.
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