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East Africa General Insurance Company Ltd and Another v East Africa General Insurance Co. Ltd (Civil Application No. 22 of 2001)

Court of Appeal · [2001] UGCA 66 · 2001 Application Granted ✦ AI-generated summary ↓ Download
Jurisdiction
Uganda
Case Type
Application by notice of motion to strike out a civil appeal as incompetent
Decision
Application granted; Civil Appeal No.26 of 2001 struck out as incompetent

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Holding

The Court of Appeal struck out Civil Appeal No.26 of 2001 as incompetent. Following the certificate of repossession issued under the Expropriated Properties Act, control of the 1949 company vested in its repossessing former owners; the 1973 group lacked locus standi to litigate in the company's name. The appeal was filed without the company's authority. The High Court dismissal for want of prosecution was an order (not a decree) requiring leave to appeal, which had not been obtained. The appeal was also time barred against the second, third and fourth respondents. The application was granted on all three grounds.

Facts

East Africa General Insurance Co. Ltd was incorporated in Uganda in 1949 with shares held mainly by Asians. Following the 1972 expulsion of Asians by Idi Amin and successive expropriation decrees, the African shareholders remaining in 1973 registered a new Memorandum and Articles under the same name and continued operating the business and assets. The Expropriated Properties Act No.9 of 1982 nullified all dealings with expropriated property and allowed former owners to apply for repossession. The 1949 shareholders applied within time, and on 7 December 2000 the Minister of Finance issued a certificate of repossession restoring the company to its pre-1972 status. The 1973 group then filed HCCS No.1728 of 2000 challenging the certificate; the suit was dismissed for want of prosecution when their counsel failed to appear. They filed Civil Appeal No.26 of 2001. The repossessing parties and the Attorney General applied to strike out the appeal as incompetent.

Issues

  1. Whether the applicants had locus standi to bring an application to strike out the appeal under rule 81 of the Court of Appeal Rules.
  2. Whether the court would be assuming original jurisdiction by entertaining the application.
  3. Whether the appeal was instituted without the authority of the company by persons lacking locus standi following issuance of the certificate of repossession.
  4. Whether the appeal required leave of court given the dismissal of the suit for want of prosecution.
  5. Whether the appeal was time barred for failure to serve the named respondents within the prescribed time.

Orders

  • The appeal does not lie against the 2nd, 3rd and 4th respondents named in the Notice of Appeal as they are not persons against whom this statutory appeal is provided to be preferred; the Attorney General is the only lawful respondent.
  • The appeal does not lie against the 2nd, 3rd and 4th persons because it was not served on them within the prescribed time.
  • The shares of Asians, the Company and its assets to the extent of the Asians' share interests were expropriated.
  • On issuance of the certificate of repossession, the repossessors were at once clothed with power, right and duty to manage the Company and to institute or defend litigation in its name.
  • The Appeal filed and conducted in the name of the Company by persons other than the repossessors was incompetent and not binding on the Company.
  • All transactions relating to the Company's property, including shares, stocks, debentures and interests, are null and void and properties must revert to the Company as before expropriation in 1972.
  • All contracts and transactions of whatever kind carried out between 09.08.1972 and 07.12.2000 between the new EAGEN group and others are not binding on the repossessed Company.
  • The advocates who filed proceedings against the repossessors had no authority of the Company and the Company is not obliged to meet their costs.
  • Costs incurred on litigation by the repossessed Company and its agents must be met by the firm of advocates who acted for the respondents.

Key headnotes

Expropriated Properties — Certificate of Repossession — Effect on Control and Litigation Capacity
Upon issuance of a certificate of repossession under the Expropriated Properties Act, the repossessors are immediately clothed with the power, right and duty to manage the company and to institute or defend litigation in its name, dating back to the date of expropriation.
Locus Standi — Proper Plaintiff Rule — Actions in the Name of a Company
In an action to redress a wrong done to a company or its property, the company is the only proper plaintiff, and its name may be used only by its directors or agents; an appeal filed in the company's name without its authority is incompetent.
Expropriated Properties Act — Nullification of Dealings — Scope including Shares
The Expropriated Properties Act nullifies all purchases, transfers, grants and dealings of whatever kind in expropriated property, including the subscription of a new Memorandum and Articles, sale of shares and appointment of officers after 1972, and 'property' includes shares.
Decree v Order — Dismissal for Want of Prosecution — Requirement of Leave to Appeal
A dismissal of a suit for want of prosecution is an order, not a decree, since it follows no adjudication on the merits; leave to appeal is therefore mandatory, and an appeal lodged without such leave is incompetent.
Court of Appeal — Inherent Jurisdiction — Power to Strike Out Incompetent Appeals
The inherent powers of the Court of Appeal under its Rules and section 12 of the Judicature Statute are unlimited to make such orders as are necessary to attain the ends of justice and prevent abuse of process, including investigating locus standi and the true party to proceedings.
Statutory Appeals — Time Limits for Service — Effect of Delay
Failure to comply with the time prescribed for taking essential steps in an appeal, however short the delay, is fatal to the appeal as the time schedule is deliberately set to enable prompt prosecution and protect respondents.

Legislation cited (22)

  • Expropriated Properties Act No.9 of 1982 s.1(2)
  • Expropriated Properties Act No.9 of 1982 s.2(1)
  • Expropriated Properties Act No.9 of 1982 s.4
  • Expropriated Properties Act No.9 of 1982 s.5(1)
  • Expropriated Properties Act No.9 of 1982 s.14
  • Assets of Departed Asians Property Decree No.27 of 1973 s.16
  • Assets of Departed Asians Property Decree No.27 of 1973 s.17(2)
  • Civil Procedure Act s.2
  • Civil Procedure Act s.101
  • Civil Procedure Rules Order 15 rule 4
  • Civil Procedure Rules Order 15 rule 5
  • Civil Procedure Rules Order 40 rule 1
  • Judicature Statute 1996 s.12
  • Court of Appeal Rules r.1(3)
  • Court of Appeal Rules r.42
  • Court of Appeal Rules r.43
  • Court of Appeal Rules r.75
  • Court of Appeal Rules r.81
  • Court of Appeal Rules r.86(1)(h)
  • Expropriated Properties Disposal Rules reg.15
  • Companies Ordinance 1935
  • Immigration (Cancellation of Entry Permits and Certificates of Residence) (Amendment) Decree No.30 of 1972

Cases cited (10)

  • J.B. Kohli and Others vs Bachulal Popatlal (1964) EALR 219
  • Jaffer Brothers Limited vs Mohamed Misid Balaliwo and Two Others Civil ... No.43 of 1998
  • Kenya Aluminium and Industrial Works Ltd. vs The Minister for Agriculture (1961) EALR 248
  • Gokaldas Laximdas Tanna vs Sr. Rosemary Muyinza
  • Registered Trustees of Kampala Institute vs DAPCB. SCCA No.21 of [year unclear]
  • Burland v Earle [1902] AC 83
  • Edwards v Halliwell [1950] 2 All ER 1064
  • Salim Jamal and Others v Uganda Oxygen Ltd and Others (Civil Appeal No. 64 of 1995)
  • Ayub Suleiman v Salim Kabambalo (Civil Appeal No. 32 of 1995)
  • Gurdial Singh Dhillon vs Sham Kaur and Others [1960] EALR 795
Source: this page presents Wakilii’s issue analysis and metadata for a publicly reported Ugandan judgment. Any AI-generated summary is marked as such. Judgment text is sourced from the Uganda Legal Information Institute (ulii.org). Wakilii is not affiliated with ULII.