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Citation
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Judgment date
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| October 2024 |
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Court lifted the corporate veil to permit execution against directors after personal settlement undertakings were defaulted.
* Company law – lifting corporate veil – execution of decree – deed of settlement creating personal director undertakings – default on instalments as ground to pierce veil; requirement to show lack of real separation and conduct to conceal assets or obstruct execution (Yusuph Manji v. Masanja).
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16 October 2024 |
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A plaintiff seeking default judgment must prove the substantive claim by affidavit; pleadings alone are insufficient.
* Commercial law — Default judgment (Rule 22(1), Commercial Court Rules) — Plaintiff must prove substantive claim by affidavit. * Evidence — Affidavit as substitute for oral evidence — Must state facts from personal knowledge or believed true and annex supporting documents. * Civil procedure — Pleadings are not evidence; special damages must be specifically pleaded and strictly proved.
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11 October 2024 |
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Whether defendants breached a written sale contract by non‑payment — court held breach, awarding outstanding sum, interest and damages.
Contract law – Sale of goods – written contract, LPO and invoice as primary evidence; alleged partnership not proved – breach for non‑payment; remedies: decretal sum, commercial interest, general damages and costs.
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11 October 2024 |
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Foreign plaintiff lacking immovable Tanzanian property must provide security for costs; court ordered USD 20,000 deposit.
Security for costs – Order XXV Rule 1 CPC – foreign plaintiff without immovable Tanzanian property; movable property in dispute does not qualify; discretion as to quantum; necessary-party status does not preclude order.
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11 October 2024 |
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Dispute over post‑contract commercial use of an image was a commercial case; trial court misdirected by ignoring material contract, appeal allowed.
Commercial jurisdiction — definition of commercial case under section 2 MCA — contractual relationship and liability of business organisation arising from commercial activities; Evidence — duty to consider admitted exhibits — failure to consider material contract (Exhibit DI) is material misdirection; Privacy/likeness claims — burden to prove contractual limits, lack of consent and damage; General damages — cannot stand where liability and proof are defective.
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4 October 2024 |
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Electronic submission before midnight constitutes filing; later physical endorsement does not render the application time-barred.
Commercial procedure — electronic filing — meaning and timing of 'filing' under JALA (Electronic Filing) Rules 2018 (Rule 21) — electronic case file as official record — hard-copy presentation and Deputy Registrar endorsement not determinative of filing date — preliminary objection procedure.
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4 October 2024 |
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Arbitration clause in loan agreement held to cover related payment-agreement dispute; suit struck out for arbitration.
Commercial law – arbitration clause – extent of arbitral clause to subsequent related agreements; jurisdiction – court vs arbitration; preliminary objection – improper amendment and case‑management; striking out where arbitration agreement governs dispute.
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4 October 2024 |
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A stay under Order XXI Rule 27 requires a pending suit against the decree holder; application dismissed.
Civil Procedure — Stay of execution — Order XXI Rule 27 requires a pending suit against the holder of the decree; intended appeal against refusal to extend time to set aside an ex parte judgment is not a proper basis for stay; re‑filing same relief after Court of Appeal struck out prior application — abuse/delay; preliminary objection on point of law upheld.
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4 October 2024 |
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Extension of time granted to file notice of appeal due to alleged illegality despite a short unexplained delay.
Civil procedure – extension of time – illegality as sufficient reason for extension – failure to account for every day of delay – judicial notice of court records where annexures omitted.
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4 October 2024 |
| September 2024 |
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Advocate’s illness or negligence does not constitute sufficient cause to set aside a default judgment; party must show good cause.
Civil procedure — Setting aside default/ex parte judgment — timeliness and filing date; payment/receipt as filing; advocates' illness or negligence not sufficient cause; party's duty to follow up; Rule 23(1) and 23(2)(b) HCCP Rules.
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27 September 2024 |
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Court dismissed objection to English pleadings absent Kiswahili translation, finding no prejudice and applicable English-language exceptions.
* Language of proceedings – Interpretation of Laws Act s.84A and GN No.66/2022 – Whether English pleadings require Kiswahili translation under Rule 4(1)(a)&(b).
* Whether omission to file Kiswahili translation is fatal or causes prejudice – not fatal where parties are represented and documents are in English.
* Schedule items (finance/monetary affairs; governing law/practice in English) permit use of English in pleadings.
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27 September 2024 |
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Continuing-breach doctrine under Limitation Act prevents suit being time-barred for instalment loan; preliminary objection dismissed.
Limitation — contract claims — accrual of cause of action for instalment loan — Section 7 (continuing breach) of the Law of Limitation Act — fresh period of limitation runs while breach continues — preliminary objection on limitation overruled.
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27 September 2024 |
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Where an appeal challenges striking out of the suit, the appellate court, not the trial court, may grant preservatory orders such as a receiver.
* Civil procedure – Appointment of receiver – Whether trial court may appoint receiver where underlying suit is struck out and appeal is pending – Appellate court’s jurisdiction to grant preservatory orders. * Order XXXVIII Rule 1 and s.95 CPC – scope and limits when related appeal pending. * Functus officio and sub judice considerations when proceedings are stayed or struck out.
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27 September 2024 |
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Application for extension to set aside a confirmed sale dismissed as overtaken by event and lacking sufficient cause.
* Civil Procedure – Execution – Application to set aside sale – Right to apply exists before confirmation of sale under Order XXI r.90 – sale becomes absolute on confirmation.
* Extension of time – Sufficient cause – Illegality must be apparent on the face of the record (Lyamuya test) – absence of clear, immediately apparent illegality defeats extension.
* Execution – Valuation versus sale price – sale below valuation not automatically void; proclamation did not require court approval if price fell below valuation.
* Evidentiary contradictions – Self-contradictory affidavits weaken claims of procedural illegality.
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27 September 2024 |
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Court records parties’ deed of settlement as consent judgment, making agreed payments and release enforceable as a decree.
Commercial law – Consent judgment – Deed of settlement recorded under Order XXIII Rule 3 CPC – Settlement terms enforceable as decree – Execution on default – Full and final release; no admission of liability.
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27 September 2024 |
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A matrimonial home used by the applicant and family is not attachable and must be released from execution.
Civil procedure – Execution – Objection to execution – Matrimonial/residential home exemption under section 48(1)(e) CPC and Order XXI rule 57 – Burden to show property is non-attachable – Allegations of fraud in consent judgment not determinable in execution objections.
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27 September 2024 |
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Respondents permitted to amend reply to include BRELA documents only; new issues and belated annexures disallowed.
* Civil procedure – Amendment of pleadings – Order VI r.17 – Court may allow amendment at any stage to determine real questions in controversy.
* Procedure – Oral application – Permissibility of oral application where circumstances justify.
* Companies law – Unfair prejudice petition – Scope of responsive pleadings vs cross-petition (counterclaim).
* Evidence/access to public records – BRELA documents retrievable by physical search may justify late inclusion.
* Pleadings – Afterthought annexures and new allegations (fraud/forgery) to be disallowed in amended reply.
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27 September 2024 |
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Application for interlocutory injunction dismissed: triable issues found but no irreparable harm and handover would pre-empt main suit.
Commercial law – Temporary injunction – Atilio test: prima facie case, irreparable harm, balance of convenience; monetary losses generally compensable by damages; interlocutory relief must not pre-empt main suit; capacity to sue issue raised but not formally decided.
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27 September 2024 |
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Pleadings can constitute notice by implication under s.68(b) Evidence Act, permitting admission of secondary documentary evidence.
* Evidence Act (ss. 67, 68) – secondary evidence – admissibility requirements and the proviso to s.68.
* Notice to produce – when unnecessary: notice by implication arising from pleadings (s.68(b)).
* Documentary evidence – reliance on documents previously tendered in separate proceedings as basis for secondary evidence.
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24 September 2024 |
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Court may wind up a company on a bona fide special resolution and appoint the proposed liquidator.
* Companies Act – Winding up – s.279(1)(a) – court-ordered winding up on special resolution – bona fide requirement against illegality or improper motive; * Companies Act – Appointment of liquidator – s.294 – court may appoint liquidator proposed by petitioner; * Voluntary winding up – advertisement and absence of objections; * Necessity of liquidator to assume control to prevent standstill.
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20 September 2024 |
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Empanelment agreement valid but plaintiff failed to prove specific instruction, breach, or loss; suit dismissed, parties bear own costs.
• Contract law – validity of empanelment agreement; competency of signatories and ratification by addendum
• Contract performance – requirement of written letter of undertaking under agreement and effect of oral instructions
• Evidence – burden to prove contents of oral instruction and need for direct witness or corroborating documents
• Breach and causation – dormant empanelment requires proved specific instruction before liability for negligent valuation arises
• Remedies – failure to prove breach or loss defeats claims for compensation and interest
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20 September 2024 |
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Applicants’ demonstrated unit-title interests warranted release of the attached plot from execution.
Execution law – Objection under Order XXI Rules 57–59 CPC: requirement to show interest or possession at date of attachment; Unit Titles Act – statutory interests of unit owners in common property (including land); Registration of interests – registrable title persuasive but not invariably conclusive; Execution procedure – necessity to particularise unit titles in an execution application.
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20 September 2024 |
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Tanzanian court may grant interim injunctions in aid of foreign-seated arbitration and granted ex parte restraint on imports.
Arbitration — interim measures — jurisdiction of national courts to grant interim injunctions in aid of arbitration seated abroad — JALA s.2(3), Arbitration Act ss.51,7(3)(4) — party autonomy vs. facilitative role of forum courts — mareva-type injunction prior to commencement of arbitration — Atilio v Mbowe trinity applied.
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19 September 2024 |
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A foreign UAE judgment is enforced in Tanzania by an action on the debt with written evidence (witness statements) rather than a retrial.
Enforcement of foreign judgments – absence of reciprocal treaty – action on the debt at common law – procedure by written evidence (affidavits/witness statements) – witness statements admissible in lieu of affidavits – retrial barred by res judicata and forum-selection.
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13 September 2024 |
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A valid LCIA arbitration clause requires court referral to arbitration; court retains jurisdiction but enforces parties’ agreement.
Arbitration clause – choice of law and forum (English law; LCIA, London); enforcement of arbitration agreement by preliminary objection (Mukisa principle); Arbitration Act CAP 15 (R.E.2020) s.14 referral to arbitration; remedy for breach of arbitration agreement is enforcement/specific performance; referral disposes of domestic proceedings (distinct from stay under s.15).
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13 September 2024 |
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Electronic filing rules determine filing time; omission to sign or verify a defence is curable under the overriding objective.
* Civil procedure – Preliminary objections – Time-bar – Electronic Filing Rules (GN No.148 of 2018) Rule 21 governs date/time of filing – electronic control number as evidence of filing time.
* Civil procedure – Preliminary objections – Mukisa principle: POs must be pure points of law free of factual disputes; disputes over service/filing timing require evidence, not PO.
* Pleadings – Order VI r.14 & r.15 CPC – omission of advocate's signature and verification are procedural irregularities not going to jurisdiction.
* Overriding objective / oxygen principle – procedural defects in pleadings are curable by amendment rather than striking out where no prejudice or jurisdictional defect exists.
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13 September 2024 |
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Court overruled jurisdictional and premature-execution objections, holding execution of a consent decree may proceed and factual disputes require evidence.
* Civil procedure – Execution of decree – Execution of consent decree recorded in Deed of Settlement – Jurisdiction of court to execute its own decree (Order XXI, Rule 9).
* Civil procedure – Preliminary objection – Point of law must be based on ascertained facts; factual disputes (partial satisfaction, breach) are inappropriate for preliminary objection.
* Consent decrees – Setting aside consent decree requires separate proceedings and is not a prerequisite to execution except where decree validity is challenged on grounds like fraud or mistake.
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13 September 2024 |
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Contractor breached; termination upheld but claimant’s own breaches and failure to notify surety defeat bond and damage claims.
* Construction law – breach of contract – contractor’s failure to perform, poor workmanship, abandonment.
* Termination – clause 18 – lawful termination where contractor fails to remedy breaches.
* Bonds – performance and advance payment bonds – conditions precedent: employer’s notice to surety and compliance with bond terms.
* Contributory breach – claimant’s failure to follow contractual/bond procedures defeats recovery.
* Remedies – specific and general damages denied where claimant contributed to breach and failed to notify surety.
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6 September 2024 |
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Interim injunction granted to prevent imminent trademark infringement based on FCC compounding and risk to applicant's goodwill.
* Trade mark law – interim injunctive relief – prima facie case, irreparable harm and balance of convenience (Atilio trinity).
* Interim standard of proof – lower than balance of probabilities where there is strong apprehension of future infringement.
* Evidence – past compounding/fine by Fair Competition Commission can support reasonable apprehension of imminent infringement.
* Relief – temporary injunction to preserve status quo pending main suit; disclosure of suppliers at interim stage premature.
* Consumer safety and protection of goodwill considered in assessing irreparable harm and balance of convenience.
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6 September 2024 |
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Applicant failed to prove contempt of injunction; high evidential standard unmet, application dismissed.
Civil contempt — disobedience of injunction; standard of proof in civil contempt is beyond reasonable doubt; burden of proof on applicant; mere suspicion or uncorroborated assertions insufficient to justify appointment of court broker, committal or other coercive enforcement measures.
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6 September 2024 |
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Plaintiff failed to prove a contract or breach; claim for unpaid petroleum dismissed.
Commercial law — Contract formation — oral and partly written contracts — proof by witness, conduct and documents; Evidence — bank statements, emails and forensic audit reports — sufficiency and nexus to establish contractual liability; Civil procedure — non-joinder of a necessary party and adverse inference for failure to call key witness; Remedies — where no contract proved, claim for damages for breach fails.
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6 September 2024 |
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A one-day post-deadline delay due to banking/technical issues constituted sufficient cause for a seven-day extension to deposit security for costs.
* Civil procedure — Extension of time — Enlargement to deposit security for costs — Delay counted from expiry of original period — one-day delay held minimal.
* Security for costs — Purpose to protect respondent, not to stifle claims — willingness to deposit and technical/banking impediments can constitute sufficient cause.
* Exercise of judicial discretion — Sufficient cause assessed case-by-case; short unexplained delay may be excused where no prejudice.
* Costs — Successful extension may still attract adverse costs where applicant’s conduct occasioned costs to others.
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6 September 2024 |
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One-day delay to deposit ordered security justified a seven-day extension; applicant granted relief but ordered to pay costs.
Commercial procedure — Security for costs — Application for enlargement of time to deposit security — Calculation and accounting for delay — Good cause, diligence and prejudice — Short delay (one day) warranted a 7‑day extension; costs awarded to respondent.
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6 September 2024 |
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Court dismissed winding-up petition where administrator failed to prove inability to pay or meaningful rescue efforts.
Companies Act – compulsory winding up – statutory grounds under s.279 and s.280 – administrator’s duties under s.255 – capacity to petition post-administration tenure – expunging late submissions – just and equitable test – company rescue vs liquidation.
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6 September 2024 |
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Pendency of an appeal does not automatically stay execution; only an appellate stay bars enforcement.
Civil procedure – Execution – Stay of execution after appeal filed – Trial court’s power limited to period before filing appeal; appeal does not operate as automatic stay; appellate court must grant stay; Order XXXIX Civil Procedure Code.
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2 September 2024 |
| August 2024 |
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Court found directors' non-compliance with MEMART amounted to unfair prejudice to minority shareholders, ordering rectification and costs.
Companies Act s.233 – petition for unfairly prejudicial conduct; failure to hold AGM or board meetings; non-compliance with MEMART on calls, forfeiture and appointments; validity of debenture and forgery proof; remedy limited to rectification and declarations; court declines compulsory share transfer.
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30 August 2024 |
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Plaintiff proved loan default; court awarded principal, mercantile interest, limited general damages and costs, deferring enforcement of securities.
* Commercial law – Loan facilities – Breach of loan facility agreements and liability for outstanding indebtedness. * Evidence – Special damages require particularisation and strict proof; bank statements can prove outstanding principal. * Interest – Mercantile practice may justify an award of interest even where contractual rates are not specifically proved. * Execution – Enforcement of mortgages and priorities is reserved for execution proceedings and requires proof of encumbrances. * Procedure – Ex parte proceedings where defendants failed to attend mediation under Commercial Division rules.
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30 August 2024 |
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Administrators of a deceased shareholder may petition to wind up a dormant company as contributories; court appointed a liquidator.
Companies Act – s.279(1)(b) suspension of business – s.279(1)(e) just and equitable winding up – s.281(1) locus standi – doctrine of share transmission (legal personal representatives as contributories) – Companies (Insolvency) Rules, Rule 90(2) – court appointment of liquidator under s.294 where no members/directors available.
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30 August 2024 |
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The suit was held to be res judicata of Commercial Case No. 97 of 2020 and dismissed with costs.
* Civil procedure – Res judicata – application of section 9 CPC where subsequent suit repeats matter finally decided in earlier case; five conditions for res judicata satisfied.
* Civil procedure – Res subjudice – scope and distinction from appeals; Notice of Appeal not sufficient to render matter res subjudice absent instituted appeal.
* Limitation – allegation of time-bar where causes of action arise from 2015 agreements (not finally determined due to res judicata ruling).
* Joinder and pleading – misjoinder of a party and failure to plead dates for limitation are matters not decided once res judicata established.
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30 August 2024 |
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A subsisting registered mortgage prevails over a later attachment; attachment continued subject to the mortgage and sale proceeds apportioned accordingly.
Civil Procedure — Order XXI r.57 and r.61 — Attachment of property — Subsisting registered mortgage — Priority of incumbrancer over subsequent attachment — Proclamation of sale and appropriation of proceeds.
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30 August 2024 |
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Court pierced the corporate veil and held company directors personally liable to satisfy an unsatisfied commercial decree.
Corporate law – Piercing/lifting the corporate veil; Execution of decree – failed garnishee due to inoperative bank account; Concealment of company assets; Directors’ personal liability to satisfy corporate debts; Reliance on Salomon principle and local authorities permitting veil-lifting where assets are concealed or creditors obstructed.
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30 August 2024 |
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Invoiced deliveries and signed delivery notes established a binding supply contract; defendant liable for proven unpaid invoices, interest and damages.
* Contract formation – invoices and signed delivery notes can create a binding contract and show intention to create legal relations; * Proof of special damages – must be specifically pleaded and strictly proved; * Evidentiary weight of internal reconciliations and demand letters; * Contractual interest enforceable as per invoice terms; * Award of general damages for breach of commercial supply contract; * Post-judgment interest and costs follow the successful claimant.
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30 August 2024 |
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Leave granted to issue Third-Party Notice where defendant showed a contractual/equitable right to indemnity and sufficient nexus.
* Civil Procedure – Order I Rule 14 – Third-Party Notice – requirement to show right to indemnity on face of pleadings and affidavit.
* Joinder – nexus/connection between plaintiff’s claim and defendant’s claim against third party – same subject-matter requirement.
* Insurance/Guarantee – guarantor’s right to indemnity; premium non-payment and validity of policy to be determined in main suit.
* Procedure – disclosure of third party’s name and address; ex parte hearing and costs discretion.
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23 August 2024 |
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The respondent’s answer and cross petition lacking verifying affidavits have no evidential value; seven days allowed to file them.
* Company law – petitions under s.233(1) Companies Act – requirement that petitions and answers be accompanied by affidavits verifying their contents; supporting affidavits under Companies Insolvency Rules (Rules 420–421) distinguishable from verifying affidavits. * Evidence – affidavits verifying pleadings convert pleadings into evidence; absence renders pleadings of no evidential value. * Civil procedure – remedy for non‑compliance: allow time to file verifying affidavits rather than automatic striking out. * Commercial Court Rules – Rule 52 and Companies Insolvency Rules do not negate need for verifying affidavits.
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23 August 2024 |
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A company-filed winding-up petition requires a members' special resolution; a directors' board resolution alone is insufficient.
Companies Act s279(1), s281(1) – Companies (Insolvency) Rules 2005 Rule 90(2) – locus standi – directors' capacity to petition – requirement of members’ special resolution for company-filed winding-up petition – procedural jurisdictional defect – dismissal for want of locus standi.
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23 August 2024 |
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Extension of time granted because apparent illegality in arbitration award registration amounted to sufficient cause.
Commercial law — Extension of time — good cause — negligence of counsel insufficient but illegality apparent on face of record can justify extension; Civil procedure — Preliminary objections — chamber summons and supporting affidavit read together; overtaken-by-event objection raising factual disputes not appropriate as preliminary point; Arbitration — registration of award and jurisdictional challenge.
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23 August 2024 |
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A challenge to registration of an arbitral award was dismissed as time‑barred under the Law of Limitation Act.
* Arbitration — Registration of arbitral award — Limitation — where no statutory period exists Item 21 Part III Law of Limitation Act applies (60 days). * Accrual — limitation period runs from date party is notified/made aware of final award. * Arbitration Act s.77(3) limited to ss.74 and 76; not applicable to other challenges. * Time‑bar jurisdictional — petition dismissed with costs.
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23 August 2024 |
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Applicant failed to show sufficient cause for extension to review a default judgment; application struck out with costs.
* Limitation law – Section 14(1) Law of Limitation Act – extension of time requires sufficient cause including accounting for delay and length of delay. * Civil procedure – challenge to default judgment – proper remedy is application to set aside (Rule 22 High Court Commercial Division Procedure Rules) rather than review. * Service – substituted service/publication and the right to be heard; illegality must be apparent on the face of the record to justify extension. * Principles – delay, promptness, prejudice, and manifest illegality govern applications for extension of time.
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23 August 2024 |
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Consent judgment: respondent to pay principal and filing costs; applicant waives interest and damages.
Commercial contract – implied supply agreement – alleged breach and claim for outstanding principal; consent settlement – consent judgment and decree; payment in instalments; waiver of damages and interest; costs allocation; settlement irrevocable and preclusive.
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23 August 2024 |
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High Court stayed commercial suit as it was res subjudice to an earlier Mwanza suit under section 8 CPC.
Res subjudice – s.8 Civil Procedure Code – whether matter in issue directly and substantially same in previously instituted suit – focus on subject matter/key issues not remedies – requirement that parties litigate under same title – appropriate remedy is stay of subsequent suit.
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23 August 2024 |