Nigrisoli and Another v Illomba Granite Company Limited and Others (Civil Cause Numbner 1111 of 2005) (1111 of 2005) [2008] MWHC 194 (03 November 2008);

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Headnote and Holding: 

The matter dealt with the defendant’s failure to transfer a mining licence to a third-party company in which the plaintiffs made substantial investments.

The court considered whether there was an agreement to the effect that the defendants would transfer the mining licence to the third-party company. When construing the intention of the parties, the courts will concentrate on the words used in the text of the agreement and will not admit evidence of what either of the parties understood the document to mean, which is called the parole evidence rule. The first defendant, in pre-contractual agreements, stated that it was the rightful owner of the mining licence and the clear and objective intention of the parties was that the mining licence was to be held by the first defendant whilst the third-party company enjoyed the rights to extract and buy. Accordingly, the court found that it was not the intention of the parties that the first defendant would transfer the mining licence. 

The court considered whether or not without the mining licence, the third-party company could not lawfully operate mining operations in Malawi. The evidence showed that the third-party company was able to quarry and export and that all along the defendants maintained that they would continue to hold the mining licence. The court declared that there was nothing either in the act or in the agreements signed to the effect that without the mining licence the third-party company could not lawfully operate in Malawi.

The application was dismissed and accordingly, costs were awarded to the defendants.