US$33.3m arbitral award against Justmoh in Boankra project fight set aside

A High Court in Accra has dealt a major blow to Ashanti Port Services Limited by cancelling the US$33.3 million arbitral award it had secured against Justmoh Construction Limited over the Boankra Inland Logistics Terminal Project.

The ruling, delivered by Justice John-Mark Nuku Alifo of the Commercial Division 2 on Wednesday, 6 May 2026, means the entire arbitral decision issued on 10 December 2025 no longer stands.

The court’s decision turned largely on the question of authority.

It found that APSL did not have the proper corporate backing to launch the arbitration in the first place. The judge also held that the company’s board was not validly constituted under the applicable Shareholders’ Agreement, making its later attempt to approve the arbitration ineffective.

In essence, the court ruled that a flawed decision to begin legal proceedings could not be repaired after the event.

The dispute grew out of the Boankra Inland Logistics Terminal Project, an inland port scheme involving the Government of Ghana through the Ministry of Transport and the Ghana Shippers’ Authority, together with the Ghana Ports and Harbours Authority and Afum Quality Limited.

In August 2022, APSL brought in Justmoh Construction Limited as contractor for Phase 1A of the project. But the financing structure later ran into difficulty, with APSL failing to secure the funds required to achieve financial close.

During that period, GPHA paid US$33.3 million as part of a share subscription transaction in APSL, and the money was transferred directly into Justmoh’s account as mobilisation funding for the project.

The arrangement later collapsed. After the Ghana Shippers’ Authority terminated the concession in August 2023 and the state stepped in, APSL still went ahead to commence arbitration in December 2023, demanding repayment of the US$33.3 million from Justmoh.

That claim initially succeeded before the arbitral tribunal.

The High Court has now undone that outcome.

In a 40-page judgment, the court accepted substantial portions of the case advanced by Prof Kwame Gyan for Justmoh and identified several weaknesses in APSL’s position.

One of the court’s key conclusions was that APSL had no valid board authority when the arbitration was filed. It stressed that legal capacity must exist at the moment proceedings are started, not be manufactured later through ratification.

The judge also rejected the validity of the board meeting said to have approved the move after the fact, holding that the board itself had not been properly formed in line with the Shareholders’ Agreement, which required participation by key institutional stakeholders such as GPHA and the Ghana Shippers’ Authority.

The court further declined APSL’s argument that Justmoh had waived its objections by participating in the arbitration. Justice Alifo held that jurisdictional defects are not the kind of issues that can be brushed aside under waiver principles.

On the money itself, the court found that the US$33.3 million was not a recoverable loan from APSL to Justmoh, but payment made by GPHA in connection with share subscription in APSL.

That finding undercut APSL’s refund claim. The court reasoned that ordering repayment in those circumstances would unjustly enrich APSL, especially when the evidence also suggested that APSL had contributed to the contractual failures that triggered state intervention.

The result is a complete reversal of the arbitral award and a significant courtroom win for Justmoh Construction in one of the most closely watched disputes arising from the Boankra project.