PRINCIPLE STATEMENT

When a document is clear, the operative words in it should be given their simple and ordinary grammatical meaning; when the words of any instrument are free from ambiguity in themselves and when circumstances have not created any doubt or difficulty as to proper application of words to claimants or subject matter, such instrument is always to be construed according to the strict, plain and common meaning of the words themselves.

RATIO DECIDENDI (SOURCE)

Per Adio, JSC, in Union Bank of Nigeria Ltd v. Sax (Nig.) Ltd & Ors (1994) NLC-2361991(SC) at p. 12; Paras. C–E.
"When a document is clear, the operative words in it should be given their simple and ordinary grammatical meaning. Further, the general rule is that when the words of any instrument are free from ambiguity in themselves and when the circumstances of the case have not created any doubt or difficulty as to the proper application of the words to claimants under the instrument or the subject matter to which the instrument relates, such an instrument is always to be construed according to the strict, plain and common meaning of the words themselves."
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EXPLANATION / SCOPE

The plain meaning rule requires courts to interpret clear contractual language according to ordinary grammatical meaning. Application requires: (1) words are unambiguous on their face; (2) circumstances don’t create doubt about application; (3) no difficulty exists in applying words to subject matter or claimants. When these conditions exist, courts must: give words their natural, ordinary meaning; avoid creative or strained interpretations; and resist importing extraneous meanings. This rule serves: certainty (parties rely on plain language), respecting party intentions (expressed in clear words), and efficient dispute resolution (avoiding unnecessary interpretation exercises). Courts cannot: rewrite clear terms, impose meanings parties didn’t intend, or use interpretation to improve contracts for parties. However, if ambiguity exists or circumstances create doubt: other interpretative approaches apply (contra proferentem, purposive interpretation, contextual analysis). The plain meaning rule is primary—courts exhaust it before resorting to external aids. This protects contractual certainty and party autonomy while ensuring clear agreements receive their natural meaning.

CASES APPLYING THIS PRINCIPLE