Dr Sarah Daniels, a drug development specialist and a member of a group called Ghana Covid-19 observatory advocated for the lifting the ban on the production of Chloroquine in Ghana to help in the treatment of persons who have tested positive for Corona Virus. The Government of Ghana as a result lifted the ban on the importation of chloroquine raw materials and on the tablets themselves.

Since the drug is not under patent, any one with the necessary capital and expertise can enter into the manufacture of Chloroquine. Agyeman Okyere Darko, a business mogul and Harriet Tamakloe, a pharmacist at Tobinco Pharmacy and Tobinco Pharmaceuticals Company Limited entered into a partnership to manufacture chloroquine tablets to supply the entire west African market after obtaining approval from the Food and Drug Authority (Ghana). Harriet contributed pharmaceutical production expertise, Agyeman contributed capital to finance the operations whiles Tobinco Pharmaceuticals Company Limited provided factory space

The partnership agreement is a very simple document, consisting only of four clauses. I will set it out in extenso as follows:

"This Partnership Agreement is made the 4th day of March 202 between Agyeman Okyere of 509 McDonnell St, Trasacco Estates, Accra, AND Harriet Tamakloe of House Number 56, MacPherson Ave, North Ridge, Accra AND Tobinco Pharmaceuticals Company Limited of B70/4 Kotobabi, Accra,

whereby it is agreed that the parties hereto (hereinafter together called the partners) shall be partners in the manufacturer of Chloroquine tablets for the supply of the West African market upon the terms hereinafter contained namely:

1.The partnership business shall be carried on under the firm name of Haggyes Pharmaceuticals at Accra or such other place or places as the partners may approve.

2.The partners shall open and maintain accounts in the partnership name at GCB Bank, ABSA Bank or such other Banks that the partners may from time to time determine.

3.The partners may determine whether the profits accruing out of the Partnership may be reinvested or distributed to the partners

4.In all other respects the provisions of section 35 of the Incorporated Private Partnerships Act, 1962, (Act 152) shall apply to the partnership. This witness the hands of the parties hereto the day and the year first above written."

The Partnership even though not registered started operations with Harriet Tamakloe as the Managing Partner. Agyeman Okyere Darko was not interested in the affairs of the partnership but in the sharing of profits. The Partnership in the first month of operations made supernormal profits but the partners fell out as a result of disagreement about the reinvestment of profits in the business. Agyeman intends to sue Harriet to enforce his rights in the Partnership Agreement. Agyeman Okyere Darko has come to you for advice. What are the legal issues involved if any?