ANDREA MERZARIO S.A.R.L., 21 Rue des Poissonniers, Paris, France, represented by and thru its Agent, SCANSHIP, INC., by and thru its Managing Director, M. OWBAK, Appellant, v. AHMED KAMAL, Appellee.

APPEAL FROM THE CIRCUIT COURT FOR THE SIXTH JUDICIAL CIRCUIT, MONTSERRADO COUNTY.

Heard October 21 & 22, 1986. Decided January 22, 1987.

1.Agency may be defined as a fiduciary relationship by which a party confides to another the management of some business to be transacted in the former’s name or on his account, and by which the other assumes to do the business and renders an account of it.

2. While agency, as between the principal and agent, is a matter of their mutual consent, an agency by estoppel may be created insofar as third persons are concerned, that is, it may arise from acts and appearances which lead third persons to believe that it has been created.

3.Agency by estoppel may be apparent only and exist because of the estoppel of the principal or agent to deny the same when the third party has relied on such appearance, so that such third party would be prejudiced if the fact were shown to be otherwise.

4. As a general rule, whenever competent evidence has a tendency to prove an agency is admissible; and even though such evidence may not be full and satisfactory, an agency, like any other condition or fact, may be established by circumstantial evidence.

5. The fact of an agency does not require proof of formal appointment to establish it, since it may be inferred from other facts, the conduct and statements of the parties, and the relevant circumstances.

6. Where a party holds himself out as the agent of another, and does acts on behalf of his principal, which are ratified and confirmed by him, and is in charge of the particular business or enterprise involved in a suit, the law will presume an agency to exist and will hold such person answerable in a suit brought through him against the principal.

7. The existence of an agency under the law of Liberia is a question for the jury to determine.

Appellee, a Lebanese national doing business in Liberia, instituted an action of damages in the Circuit Court for the Sixth Judicial Circuit, Montserrado County, against the appellant, Andrea Merzario s.a.r.l., for the short landing of 15 bales of cotton. The appellee had ordered 67 bales of cotton from a company in Pakistan. The bales had been containerized and sealed by the Shipper in Pakistan, and delivered to the appellant on the representation that the container had therein 67 bales of cotton. The appellant had not verified the representation before accepting the container and placing upon its vessel for the journey to the Port of Monrovia. When the container was finally delivered to the Port of Monrovia, still sealed, and opened in the presence of customs and security personnel, it was discovered that 15 bales were missing, presumed to have been short landed. The appellee then notified SCANSHIP, the appellant’s alleged agent in Liberia, of the short landing.

After a protracted period, during which many letters and telexes were exchanged amongst the appellant, the appellee and SCANSHIP, the appellant rejected the appellee’s claim, noting as the ground therefor that the claim was time barred. It was this rejection that precipitated the suit for damages.

At the trial court level, the jury, in its verdict, found the appellant liable to the appellee, both in special and general damages. The trial court judge thereafter rendered judgment confirming the jury’s verdict.

On appeal, the Supreme Court rejected the two major arguments advanced by the appellant and affirmed the judgment of the trial court. The Court held, as to the issue that the trial court lacked jurisdiction over the appellant since SCANSHIP, upon whom service was made, was not the appellant’s agent in Liberia, that the communications exchanged between SCANSHIP and the appellant and SCANSHIP and the appellee, in which SCANSHIP had referred to the appellant as its principal, clearly indicated or gave the impression that there existed an agency relationship between the appellant and SCANSHIP. The Court noted that where one party holds himself out as the agent of a second party and does acts and business on behalf of that second party, which acts and business are ratified and confirmed by the second party, the law presumes the existence of an agency relationship and will hold such second party answerable in a suit brought against him, even though there was no appointment of the first party as agent. The Court opined that in such circumstances, an agency by estoppel is created and the parties are precluded from denying the existence of the agency relationship.

The Court observed that although Andrea Merzario had, at the request of SCANSHIP, telexed the latter stating that there existed no agency relationship between the two of them, the other communications in the records showed clearly or at least left the inference of the existence of an agency relationship, and thus precluding appellant from challenging the existence of the aforementioned relationship. In any event, the Court said, the question of whether there existed an agency relationship between SCANSHIP and the appellant was a factual question for the determination of the jury.

On the question of the statute of limitations, the Court opined that it was not prepared to accept the skillful interplay of legal technicalities over the consideration of justice. The Court noted that the damages action had only arisen late because the appellant, after fully agreeing to pay damages to the appellee and representing that it was only awaiting settlement by its insurers, had changed its mind and rejected the appellee’s claim on the ground that the claim was time barred. The court therefore rejected the contention and held that the appellant should be adjudged liable for the loss sustained by the appellee. Accordingly, the Court affirmed the verdict and judgment of the trial court.

Philip A. Z. Banks, III and Seward M Cooper appeared for appellant. Daniel Draper and P. Edwin Gausi appeared for appellee.

MR JUSTICE JANGABA delivered the opinion of the Court.

Ahmed Kamal, a Lebanese businessman resident in Monrovia, Liberia, instituted an action of damages in the Civil Law Court, Sixth Judicial Circuit, Montserrado County,

against Andrea Merzario S. A. R. L., a French based company which acts as carriers of shipping agents, represented by and thru its alleged agent in Liberia, SCANSHIP, Inc., in which the plaintiff claimed the total sum of $32,775.12 (Thirty-Two Thousand, Seven Hundred Seventy-Five Dollars and Twelve Cents), in general and special damages, for 15 (fifteen) bales of cotton prints which were allegedly short landed at the Freeport of Monrovia.

The salient facts of the case are that Ahmed Kamal of Monrovia, Liberia, ordered 67 bales of cotton goods from Ghatoor Bashir Ltd. of Pakistan in 1981. Upon completion of the arrangements for the sale, Ghatoor Bashir Ltd. of Pakistan allegedly containerized the 67 bales of cotton for shipment to the appellee, Ahmed Kamal, in Monrovia. The shipper, Ghatoor Bashir Ltd., insured the goods and engaged the services of the Carrier, Andrea Merzario, the appellant. The shipper represented to the appellant that the container contained 67 bales of cotton goods, and the appellant apparently issued it a bill of lading for the said 67 bales, without first ascertaining the authenticity of the shipper’s representation. Thereafter, the appellant voluntarily undertook carriage of the goods for delivery to Ahmed Kamal, appellee, at the Port of Monrovia, Liberia.

Appellant initially dispatched the mentioned container on the carrier MEDI STAR, its own vessel, which took it to France where it was unloaded. Since the MEDI STAR could not sail to Monrovia, appellant Merzario engaged the services of another French Carrier agent, SNCDV, for transshipment of the container of 67 bales of cotton to appellee, Ahmed Kamal, at the Port of Monrovia. SNCDV accepted the sealed container and carried it on its vessel, the “M. V. FRANCIS”, bound for the Port of Abidjan in the Ivory Coast, just next door to the Port of Monrovia. However, for the second time, the mentioned cargo was discharged without reaching the port of Monrovia. This time, the discharge was at Abidjan. At the Port of Abidjan, SNCDV further undertook to transship the cargo on its other vessel, the “M. V. ROCHEFORT”, which was then bound for the Port of Monrovia.

As co-appellant, SCANSHIP (Liberia) Inc., was agent in Liberia for SNCDV, whose vessel was now on its way to Monrovia with the cargo in question, SCANSHIP undertook to inform the appellee, Ahmed Kamal, of the date of arrival of the vessel and directed the appellee to surrender the original bill of lading to its Monrovia Office pending the arrival of the Rochefort in Monrovia. The appellee routinely complied with SCANSHIP’S directives,

The “M.V. ROCHEFORT” finally arrived at the Port of Monrovia and delivered the cargo to SNCDV’s agent, SCANSHIP, which in turn delivered the container sealed and intact to appellee against the original bill of lading. Appellee, Ahmed Kamal, took delivery of the container and deposited it in his bonded warehouse in Monrovia. Appellee then proceeded to unseal the container in the presence of customs and government security agents who later confirmed that in fact 15 out of the 67 bales of cotton goods were short landed. Appellee Kamal immediately notified SCANSHIP of the short landing. SCANSHIP then engaged the services of Lloyd’s to confirm the short landing of the 15 bales of cotton goods,

In the interim, appellee, on April 28, 1982 sent co-appellant SCANSHIP a formal claim for payment of the value of and expenses relating to the short landed 15 bales of cotton, which claim totaled $17,775.12 (Seventeen Thousand Seven Hundred Seventy-Five Dollars and Twelve Cents.

Upon receipt of said claim SCANSHIP forwarded same to SNCDV, its principal, for onward transmission to appellant Andrea Merzario, also of France. In the meantime, SNCDV sent a telex to SCANSHIP disclaiming liability and noting that it had directed appellee’s claim to Andrea Merzario, whom SNCDV advised SCANSHIP to pursue for the said claim.

On October 26, 1982, Scanship again directed another letter to Andrea Merzario in Paris and we herein quote said letter in order to throw more light on the story of this case. The letter reads thus:
October 26, 1982
Our Ref.: CD/jqn/00111/82
Messrs. Andrea Merzario S. a. r. 1.
21/29 Rue Des Poissionniers
Paris, Nevilly slur Seine, France.
Dear Sirs:
RE: “Medi Star” Transhipped on Rochefort
at Monrovia 11.3.82 1/20 ft Container ITLU
635077/3 S. T. C. 67 Bales Cotton Printed

Flannel B/L 500 Sete/Monrovia-Claim $7.695.00

We refer to our letter dated 29th June, 1982, enclosing claim dossier regarding the captioned shipment and regret we have not received your reply to date, or your confirmation for receipt of the claim.

This claim was originally submitted to Messrs. Societe Navale Chargeurs Dalmas – Vieljeux, Paris, France, who are the owners of MN “Rochefort”, the second carriers, but we were later advised by SNCDV to forward the claim to you as first carriers of the goods. We enclose a copy of SNCDV’s letter for your reading.

However, the claimants are strongly pressing us against settlement of this claim requesting an I. P. 0. Certificate for a shortage of 15 bales from subject container. Please give this matter your urgent attention and confirm whether or not to issue the I. P. 0. Certificate basing on the claim file submitted to you.
Meanwhile, we await your prompt response to reply
claimants accordingly,
Yours faithfully,
SCANSHIP (LIBERIA) INC.
Claims Department
cc: A. Kamal

Following receipt of this letter from SCANSHIP, Andrea Merzario, in reply, telexed the following message to SCAN-SHIP on November 15, 1982. The telex message reads thus:

FREE TRANSLATION OF A LETTER RECEIVED FROM MESSRS MERZARIO DATED 15 NOVEMBER 1982 THANKS YOU FOR YOUR LETTER OF 26/10/82. KINDLY NOTE THAT YOUR CLAIM HAS BEEN PASSED ON TO OUR UNDERWRITER AND WE DO NOT HAVE MORE PRECISION TO GIVE YOU. IN OUR SIDE REFERENCE FILED NUMBER: F/95/00091/2 WHICH YOU WOULD HAVE TO REFER WHEN WRITING TO US

Upon receipt of the foregoing message, SCANSHIP wrote the following letter to Ahmed Kamal, appellee, on January 26, 1983, informing him of the progress of his claims:
SCANSHIP (LIBERIA) INC.

January 26, 1983
Our Ref.: CD/jqn/00111/82
Messrs. Ahmed Kamal
P. O. Box 173
Monrovia, Liberia
Dear Sirs: RE: M/V MEDI STAR “/ROCHEFORT” Voy. 47
B/L 500 H/H Sete/Monrovia 11.03.82
67 Bales ex Cont. ITLU 635077/3
Claim: US$7,695.00 for 15 bales alleged short.

We refer to the captioned shipment and wish to inform you that the vessel’s owners have informed us that your claim has been passed on to their underwriters for handling.

However, we will duly inform you again upon hearing from them.

Yours faithfully,
SCANSHIP (LIBERIA) INC.
John S. Connell/Coordinator
Claims Department.
H. S. B. Thomas
Shipping Manager,
cc: SNCDV/CLAIMS DEPT.

Meanwhile, apprehensive that time was running against his claim, appellee Ahmed Kamal directed another letter to Scanship on February 2, 1983, reminding them of his claims and requesting an extension of time-bar for a period of one year. We also quote that letter below for the benefit of this opinion:
February 2, 1983
Messrs, Scanship (Liberia) Inc.
Claims Dept
Monrovia, Liberia
Dear Sirs:
Your Ref CD/jg/00111/82
RE: MN “ROCHEFORT” at Monrovia March 11, 1982
B/L H/H 500 Sete/Monrovia
Container No. ITLU-635077/3

Since we file our claim on the above shipment with your office we hear nothing regarding settlement. Therefore kindly grant us an extension of time-bar for a period of one year (12 Months).

We hope the above request will be granted. Thanking you for your kind and usual co-operation. We remain,
Sincerely yours,
Ahmed Kamal

In reply to appellee Ahmed Kamal’s letter requesting and extension of the time-bar, SCANSHIP wrote the following letter in which it openly acknowledged Andrea Merzario as its principal. The letter extending the time bar reads as follows:

SCANSHIP (LIBERIA) INC.
February 14, 1983
Our Ref.: CD/jqn/00111/82
Messrs. Ahmed Kamal
P. 0. Box 173
Monrovia, Liberia
Dear Sir: RE: MN “Rochefort”
B/L H/H 500 Sete/Monrovia March 11, 1982
Container No. ITLU-635077/3

We acknowledge receipt of your letter dated February 2, 1983 requesting for time bar extension.

We have passed same over to our principals for their approval, and if granted we shall inform you.

Yours faithfully,

SCANSHIP (LIBERIA) INC.
John S. Connell/Coordinator
Claims Department
H.S.B Thomas
Shipping Manager
cc: Andrea Merzarrio S.a.r.I
cc. s.n.c.d.v

Following the foregoing letter of February 14, 1983, SCANSHIP again wrote the appellee a letter on March 2, 1983, informing him of the grant of the time bar extension. The letter reads thus:

SCANSHIP (LIBERIA) INC.
March 2, 1983
Our Ref.: CD/jqn/00111/82
Messrs: Ahmed Kamal
P. 0. Box 173
Monrovia, Liberia
Dear Sirs:
RE: MV. “Rochefort.” at. Monrovia March 11, 1982
B/L H/H 500 Sete/Monrovia
Container No. ITLU-635077/3

We refer to above mentioned and, by directives of the vessel owners, have the pleasure without prejudice to grant time extension up to an including 23/5/83.

Assuring you of our cooperation at all time, we remain,
Yours faithfully,
SCANSHIP (LIBERIA) INC.
John S. Connell
CLAIMS CO-ORDINATOR
_______________________
H. S. B. Thomas
SHIPPING MANAGER
cc: S. N. C. D. V. /CLAIMS DEPT.
ENC.

Considering that substantial time had elapsed since hearing from appellants, appellee again wrote SCANSHIP a reminder on April 29, 1983, which reads thus:

AHMED KAMAL

GENERAL MERCHANTS

IMPORTERS & EXPORTERS

April 29, 1983
Messrs. Scanship (Liberia) Inc.
Claim Dept. Monrovia, Liberia
Dear Sirs:
Re: MN “ROCHFFORT” AT MONROVIA MARCH,
11, 1982. B/L H/H 500 SETE/MONROVIA
CONTAINER NO. ITLU-635077/3

It is one year now since we claim on the above mentioned bill of lading. Since we file our claim on the above shipment with your office we hear nothing regarding settlement.

We will appreciate were you to inform us whereabout our claim and settlement as soon as possible because we are paying a huge amount of interest to bank,

THANK YOU WHILE AWAITING YOUR EARLY REPLY, WE REMAIN.

Sincerely yours,

Ahmed Kamal

Although it did not reply the appellee’s latter letter, coappellant SCANSHIP wrote the appellant, Andrea Merzario, the following letter on April 30, 1983:

SCANSHIP (LIBERIA) INC.
April 30, 1983
Our Ref: CD/jqn/00111 /83
Your Ref: F/95/00091/2 TF/1247
Messrs: Andrea Merzario C. A. H. I.
21/29 Rue Des Poissionniers
92200, Nevilly sur seine,
Paris, France

Dear RE: Medi Star/Rochefort voy. 47
B/I H/H Sete/Monrovia 11.03.82
67 bales cotton printed Flannel
Cont.: ITLU 635077/3
Claim US $7,695.00 for 15 bales alleged

We refer to your telex dated 23/2/83 in connection with the captioned claim for three months time extension.

As the extension granted lapses on the 23rd May 1983, claimant has now sent a reminder (copy enclosed) in respect of the status and settlement of this claim.

Upon the receipt of this letter, kindly give us your advice as to the final settlement of the claim.

Yours faithfully,
SCANSH1P (LIBERIA) INC.
John S. Connell
CLAIMS Coordinator
H. S. B. Thomas
SHIPPING MANAGER ENCL
ENCL:
cc: SNCDV

Meanwhile, on May 15, 1983, Ahmed Kamal wrote SCANSHIP another reminder of his claim and at the same time asked for another time bar extension of one year. That letter reads:
AHMED KAMAL
GENERAL MERCHANTS
IMPORTERS & EXPORTERS

May 15, 1983

Messrs. SCANSHIP (LIBERIA) INC.

Claims Dept

Monrovia, Liberia
Dear Sirs:
YOUR REF: CD/jqn CO111/82
Re: MN “Rochefort” at Monrovia
March 11/82
B/L No. H/H 500 Sete Monrovia
Container No. ITIU-635077/3

Since we file our claim on the bill of lading with your office, we hear nothing from you regarding settlement. Therefore, kindly grant us an extension of time-bar for a period of one year.

We hope the above request will be granted. Kind regards,
Sincerely yours,
Ahmed Kamal

To this letter appellant sent no reply, but in the interim, co-appellant Andrea Merzario sent SCANSHIP a telex message directing it to inform the appellee, Ahmed Kamal, that his claim was time barred. The message reads as follows:

10/6/83 4344 SCANSHIP LI MERZP C. 611126F FROM MERZARIO PARIS/MLLE TOLDO TO SCANSHIP PARIS THE 10TH JUNE 1983 CONCERNING: MEDI STAR/ROCHEFORT 47 AT MONROVIA 11.03.1982 B/L 500 H/H – SETE/MONROVIA-67 BALES COTTON CONT. ITLU 635 07713 – CLAIM USD 7,695,00 FOR 15 OUR REF : F/95/00091/2 RYTX 6.5 WE COULD POINT OUT THAT THE CLAIM IS TIME BARRED. PLEASE INFORM CLAIMANT ACCORDINGLY. BEST REGARDS MILE TOLDO 4344, SCANSHIP LI MERZP C 611126F ABOVE VIA JUN 10, 1988 0414

Rather disappointed by the content of the telex, SCANSHIP transmitted the message to Ahmed Kamal. However, also not being satisfied, it telexed Andrea Merzario the following telex message:

ITT 06 16 0611 4344 SCANSHIP LI842290354 FM SCANSHIP MONROVIA TAPED 16/6/83 08:30 HRS HT/JI

CC: MERZARIO PARIS/MILE TOLDO TLX 611126 (PLS RELAY SAMILED PARIS) SNCDV – GER/SG/CONT. MAROT/MP SCANSHIP/CD MONROVIA OUR REF: CD NO/00111/82 MEDI STAR/ROCHEFORT 47 MONROVIA 11.03.82 B/L 500 H-H SETE/MONROVIA – 67 BALES COTTON CONT. OTLU 635077-3 CLAIM USD 7,695.00 FOR 15 BALES S/L Y/REF: F/95/00091/2

RUTL X 10.06.83 WE REGRET YOU CONSIDER CLAIM TIME BARRED AFTER YOUR LONG DELAY TO MAKE SETTLEMENT STOP HAVE INFO CLAIMANT REQUESTED EXTENSION FOR 1 YEAR BUT YOU GRANTED 3 MONTHS EXTENSION HOPING YOU WOULD SETTLE CLAIM DURING THIS PERIOD STOP ROTLX 14216DTD 7/6/83 CLAIMANT IS INSTITUTING LAW SUIT AGAINST THE AGENCY AND WE WILL BE COMPELLED TO GO TO COURT AND SETTLE THIS CLAIM STOP PLS RECONSIDER YOUR DECISION AND SEE WHETHER CLAIM CAN BE AMICABLY SETTLED. REGARDS/SCANSHIP SAMLD C 290354F 4344 SCANSHIP LI 0615EST 003.50

Appellant Andrea Merzario was still determined not to settle the appellee’s claim, and therefore failed to even reply SCANSHIP’s telex message. SCANSHIP, however, with a sense of commitment and being highly disappointed by Andrea Merzario, again sent yet another telex message to that company on 24/6/83. The message reads thus:

24/6/83 MEDI STAR/ROCHEFORT 47 MONROVIA 11.03.82 B/L 500 H – H SETE/MONROVIA – 67 BALES COTTON CONT. ITLU 635077-3 CLAIM USD 7,695.00 FOR 15 BALES S/L Y/REF: F/95/00091,tZ 0/REF: CD/JQN/00111/82 STOP ROTLX NO. 323/6 DD 16/6/83 REGRET 1510 REPLY PLS URGENTLY LET’S HAVE YOUR POSITION ON STATUS/SETTLEMENT OF CLAIM BECAUSE CLAIMANT IS PRESSING US STOP WE ARE TRYING HARD TO CONVINCE THEIR LAWYERS TO GIVE US SOME TIME UNTIL WE AGAIN HEAR FROM YOU STOP THEY HAVE DETERMINED TO TAKE US TO COURT STOP IF SETTLEMENT NOT IMMEDIATELY POSSIBLE THEY FURTHER REQUEST EXTENSION PLS URGENTLY ADVISE REGARDS/SCANSHIP MERZP A 611126F 4344 SCANSHIP LI 0807EST 0002.90

The appellant, Andrea Merzario, remained adamant however in its refusal to move away from its determined position not to settle the claim of the appellee. Appellee’s lawyers pleaded with SCANSHIP, but to no avail. Consequently, on August 23, 1983, they brought an action of damages in the Civil Law Court for the Sixth Judicial Circuit, Montserrado County, against appellant Andrea Merzario, by and through its alleged agent in Liberia, SCANSHIP of Liberia, Ltd.

On September 6, 1983, appellant, defendant below, filed an eight-count answer against the claim of damages, along with a motion to dismiss the said action. The defendant basically contended below that SCANSHIP was not and never had been agent for Andrea Merzario in Liberia. It also contended that since SNCDV, who was SCANSHIP’s principal, was never sued in the said matter, SCANSHIP had no basis to answer in the premises. The defendant further contended that the matter fell under maritime jurisdiction and was therefore governed by the Maritime Law. That law, it said, provided for a period of one year to bring suit and that as the one year period had elapsed before the suit was commenced, the suit was barred by the statute.

Interestingly, however, in the course of the pendency of the matter, SCANSHIP sent a telex message dated March 31, 1984, to Andrea Merzario, appellant, stating the following:

“Please telex urgently stating Scans hip is not your agent in Monrovia. Therefore has no local representative in Liberia. Information urgently required April 2nd to present in court which starts 0800 hrs. The case between Scanship and Merzario as defendant and Ahmed Kamal Plaintiff – Action of Damages. The above information is required for disposition of law issue. Regards/Scanship.”

In reply to the foregoing message, Andrea Merzario sent the following telex message to SCANSHIP of Liberia: “To whom it may concern

We Alvare Spizzica, general manager of Andrea Merzario S. A., Registered Company at Nanterre (France), certify that our company has no representative in Liberia.

Therefore SCANSHIP has no connection whatsoever with us. Do you need any other declaration? Please let us know.”

After the hearing of arguments on the matter, the trial judge, His Honour Eugene L. Hilton, Assigned Circuit Judge, Sixth Judicial Circuit, denied appellant’s motion to dismiss on the grounds that by raising an affirmative pleading, which necessarily invited a reply, the appellant was not the last pleader, and therefore could not move the court to dismiss the action. Hence, the defendant/appellant was ruled to a bare denial of the facts in the complaint. Accordingly, the matter was ruled to trial on the complaint and reply. The trial of the case commenced on March 29, 1984, presided over by another judge. The jury before whom the matter was heard returned a hung verdict of eleven to one in favor of appellee/complainant. Consequently, as provided by law, a new trial was ordered and had.

The new trial was conducted also under still another judge and a different jury. This time however, the empaneled jury returned a unanimous verdict in favor of the appellee, awarding him the total sum of $32,775.12 (Thirty-Two Thousand, Seven Hundred and Seventy-Five Dollars and twelve cents) as special damages and $15,000.00 (Fifteen Thousand Dollars) as general damages. A new trial was requested and denied, and judgment was rendered confirming the verdict. The defendant excepted to the judgment and appealed to this Court of last resort, contending, among other things, that SCANSHIP was not an agent of Andrea Merzario and that therefore the trial court had no jurisdiction over it in the matter. The appellant also argued that its motion to dismiss was improperly denied by the trial court and that the action was barred under the statute of limitations.

Considering the history of the matter, as revealed through the series of correspondences quoted in this opinion, and further considering that justice and not the skillful interplay of technicalities is what keeps us in these chairs, the only question that we consider worthy of resolution on this appeal is that of agency. The prior quoted letters reveal that Andrea Merzario, co-appellant herein, had completely assumed responsibility for payment of damages to appellee, Ahmed Kamal, and had by its own acts and concessions deferred payment of said claims to a latter period when it was expected that its insurers would finally settle the obligations. This suit had finally arisen because, as SCANSHIP itself had confirmed in one of its letters, the appellant, Andrea Merzario, had unexpectedly made a dangerous about turn, probably thinking that appellee has no ability to reach its citadel of distance in Europe.

We therefore have no doubt as to who should bear the liability in this case. Whatever technical issues are raised on this appeal by the lawyers of the appellant in that connection are but mere evasions of the problem in the matter.

Since Andrea Merzario is citadel in Europe and can scarcely be confronted from our courts here, the question is who within our reach should bear the responsibility to indemnify appellee, Ahmed Kamal, in place of the far-away Andrea Merzario. Thus, the lone issue which we shall consider is whether or not under our law co-appellant SCANSHIP of Liberia, by its position in the matter, may be held to be agent for Andrea Merzario.

Agency may be defined as “a fiduciary relationship by which a party confides to another the management of some business to be transacted in the former’s name or on his account, and by which the other assumes to do the business and render an account of it.” 3 AM. JUR. 2d, Agency, § 1. Also, “While agency, as between the principal and agent, is a matter of their mutual consent, an agency by estoppel may be created insofar as third persons are concerned — that is, it may arise from acts and appearances which lead third persons to believe that it has been created. Agency by estoppel may be apparent only and exist because of the estoppel of the principal or agent to deny the same when the third party has relied on such appearance, so that such third party would be prejudiced if the fact were shown to be otherwise.” Ibid., § 19.

“As a general rule, whatever competent evidence has a tendency to prove an agency is admissible, even though such evidence may not be full and satisfactory, an agency, like any other condition or fact, may be established by circumstantial evidence. In other words, the fact of agency does not require proof of formal appointment to establish it, since it may be inferred from other facts, the conduct and statements of parties, and relevant circumstances.” Ibid, § 351. That apart, this Court has held before that “Where a party holds himself out as the agent of another, and does acts on behalf of his principal, which are ratified and confirmed by him, and is in charge of the particular business or enterprise involved in a suit, the law will presume an agency to exist and will hold such person answerable in a suit brought through him against the principal”. Miltenberg v. Republic, [1915] LRSC 8; 2 LLR 195 (1915).

Bringing the following cited laws to bear on the circumstances of SCANSHIP in this case, we have no alternative but to hold it liable as agent of Andrea Merzario of France, for the losses suffered by the appellee, Ahmed Kamal. Scanship is generally the agent of certain shipping companies doing business in Liberia through its agency. It first became involved in this matter when it requested the appellee to forward it original bill of lading for delivery of his goods, then on board its agent S.N.C.D.V’s vessel, which was at the time on its way to Monrovia. Appellee complied with the request. Thereafter, SCANSHIP undertook to deliver to appellee his goods upon their arrival at the Port of Monrovia. One would have expected SCANSHIP to then stop and go no further if it were merely the agent of S.N.C.D.V. and not also the agent of Andrea Merzario. However, SCANSHIP went further than that and continued to act as a liaison between Andrea Merzario and appellee, when the latter discovered that his goods had short landed. In one of its letters, dated February 14, 1983, addressed to appellee Ahmed Kamal and concerning the time bar extension, SCANSHIP even categorically referred to Andrea Merzario as “Our Principals”. It stated in the said letter, referring to the time bar extension, that “We have passed same over to our principals for their approval, and if granted we shall inform you”. SCANSHIP thereafter undertook the position of agent and strongly urged Merzario to fulfill its assumed obligations to appellee, since, according to SCANSHIP; Andrea Merzario was responsible for delaying settlement of the claim and could not therefore deny liability on the ground of time limitation.

Hence, it becomes disturbing when one considers that the same SCANSHIP later called on Andrea Merzario to write a letter to the effect that it was not the latter’s agent in Liberia. Obviously, no amount of disclaimer could wipe off the mark of agency already transfixed on SCANSHIP in the premises.

It is not surprising therefore, that the triers of the facts quickly found SCANSHIP to be the legal agent of Andrea Merzario in Liberia. Indeed, the existence of an agency is, under our law, a question for the jury to determine, and in this case we have no qualms that they had determined it fairly. Lloyd’s Insurance Co. v. African Trading Company, [1975] LRSC 5; 24 LLR 70 (1975).

Being convinced that the Supreme Court need not pass on every issue raised in the bill of exceptions or in the brief, Lamco J. V. Operating Company v. Verdier, [1978] LRSC 9; 26 LLR 445(1978), and being further convinced that the issue singled out herein and disposed of, is the only material one needing our attention, it is the opinion of this bench that the judgment of the lower court be confirmed and affirmed, and that the appeal be dismissed, with costs against the appellant. And it is hereby so ordered.

Judgment affirmed.