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“Nor was it disputed that powers of attorney are to be construed strictly-that is
to say, that where an act purporting to be done under a power of attorney is
challenged as being in excess of the authority conferred by the power, it is
necessary to show that on a fair construction of the whole instrument the
authority in question is to be found within the four corners of the instrument,
either in express terms or by necessary implications.” [Emphasis added].
Applying the strict construction rule to the instant case, I have looked at the recitals in the power
of attorney which is stated as follows:
“…..KNOW ALL YE MEN IT MAY CONCERN
That we the undersigned M/S LINYI HUATAI BATTERY MANUFACTURE CO.
LTD of Tangtou Town, Linyi City, Shandong, China. (hereinafter called
“DONOR‟) a company carrying on business in China and the proprietor of
“PANASUPER BRAND MARK” DO HEREBY APPOINT, NOMINATE AND
ORDAIN MUSE-AF ENTERPRISES CO. LTD of P.O. Box 30638 Kampala,
Uganda (hereinafter called “Our Attorney”) to be our true and lawful Attorney
and in its names and for its own use to execute the following acts:”
I have put some of the words that are in controversy in bold so as to critically examine them
before I look at the specific powers conferred upon the attorney. Black’s Law Dictionary 8th
Edition at page 138 defines the term attorney as; “Strictly, one who is designated to transact
business for another; a legal agent.-Also termed attorney –in-fact; private attorney.”
It is clear from the words used in the recital that the power of attorney was granted to the donee
as the lawful attorney of the donor. However, it is the plaintiff’s case that the acts to be done as
per the authority conferred by the donor was to be in its name and for its own use. Indeed if one
merely stops at the recitals without looking at the specific acts to be done as well as the import
generally, that would be the meaning. However, I wish to reproduce what was to be done as I do
herebelow so that the authority is looked at in its context.
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