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Ronald Bwambale T A Ronald Bwambale Enterprises v DFCU Bank Limited (Civil Appeal No. 286 of 2020)

Court of Appeal · [2025] UGCA 132 · 2025 Appeal Allowed ✦ AI-generated summary ↓ Download
Jurisdiction
Uganda
Case Type
First appeal from a High Court (Commercial Division) judgment that adopted a special referee's report and entered judgment for the respondent in a breach of contract suit
Decision
Appeal allowed; High Court judgment and the referee's report set aside; suit remitted to the High Court for a new trial by referee before a new judge

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AI-generated summary. This summary was generated by AI from the full text of the judgment. It may contain errors or omissions — always read the source judgment before relying on it.

Holding

The Court of Appeal allowed the appeal. It held that a decision in a trial by referee under section 27 of the Judicature Act is not final and binding but may be challenged on grounds of fraud, manifest error, failure to follow instructions or similar good reason, as with expert determination at common law. It identified four components of a fair trial before a referee: presentation of the parties' cases, the taking of reliable evidence, receipt and consideration of submissions, and an unequivocal final decision. The Grant Thornton process lacked these components — an aspect of the appellant's defence was ignored, evidence was unverified and not shared between the parties, and only a single final report issued — so it was not a trial by referee. The report was set aside and the suit remitted for a new trial.

Facts

DFCU Bank sued Ronald Bwambale in the High Court claiming about UGX 1.125 billion for breach of contract arising from the appellant's alleged failure to repay a loan advanced under a stock financing facility and a separate overdraft facility. During the trial, by consent of both parties and under sections 26 and 27 of the Judicature Act, the suit was referred for determination by a special referee. The firm Grant Thornton was appointed and produced a report dated 24 May 2019 finding the outstanding loan to be UGX 1,239,811,816. The trial Judge adopted the report and entered judgment for the bank in that sum, overruling the appellant's objections. The appellant complained that the report was inconclusive and disclaimed, was produced without a prior draft for comment and outside the agreed time, ignored his frustration defence (that the collateral stocks were stolen while under a collateral manager controlled by the respondent), and relied on unverified information, all without a fair hearing.

Issues

  1. Whether the learned trial Judge erred in adopting the findings contained in the special referee's (Grant Thornton's) report as the judgment of the trial Court.
  2. Whether the decision of a referee in a trial by referee under section 27 of the Judicature Act is final and binding or may be challenged before a court.
  3. Whether the process undertaken by Grant Thornton amounted to a trial by referee within the meaning of section 27 of the Judicature Act.

Orders

  • The appeal is allowed.
  • The judgment and orders of the High Court are set aside.
  • The impugned report by Grant Thornton dated 24 May 2019 is set aside.
  • The respondent's Civil Suit No. 107 of 2014 shall be returned to the High Court for a new trial before a new judge, conducted in accordance with the guidance set out in the judgment.
  • Each party shall bear its own costs of the appeal; the costs before the High Court shall abide the outcome of Civil Suit No. 107 of 2014.

Key headnotes

Trial by Referee — Section 27 Judicature Act — Finality and Challengeability of Referee's Decision
A decision in a trial by referee under section 27 of the Judicature Act is not final and immune from challenge; like an expert determination at common law, it may be set aside on grounds of fraud, manifest error consisting of obvious oversights or blunders, failure of the referee to follow the instructions guiding the determination, or any similar good reason.
Judicature Act — Distinction Between Reference Under Section 26 and Trial by Referee Under Section 27
Sections 26 and 27 of the Judicature Act establish two distinct referee mechanisms: under section 26 the High Court retains the trial and refers only a discrete question to an official or special referee for inquiry and report, whereas under section 27 the referee conducts the trial itself, exercisable at the court's discretion only where the conditions in paragraphs (a), (b) or (c) of section 27 are met.
Trial by Referee — Essential Components of a Fair Trial
A trial by referee under section 27 of the Judicature Act must contain the essential components of a fair trial — the presentation of each party's case, the taking of reliable evidence, the receipt and consideration of the parties' submissions, and the pronouncement of an unequivocal final decision — though these components need not replicate a court trial and may vary from case to case.
Trial by Referee — Effect of Process Lacking Fair-Trial Components — Setting Aside Report
Where a referee fails to consider a pleaded aspect of a party's case, relies on unverified information not shared between the parties, and issues only a single final report without affording an opportunity to comment on a draft, the process is not a trial by referee within section 27 of the Judicature Act, and a report adopted as the court's judgment on such a flawed process must be set aside.

Legislation cited (4)

  • Judicature Act Cap. 13 s.26
  • Judicature Act Cap. 13 s.27
  • Judicature Act Cap. 13 s.28
  • Rules of the Court of Appeal r.30(1)(a)

Cases cited (7)

  • Kifamunte Henry v Uganda (Criminal Appeal No. 10 of 1997)
  • Behange Jennifer v School Outfitters (U) Ltd (2000) 1 EA 20
  • Tight Security Ltd v Goldstar Insurance Co. Ltd (High Court Civil Suit No. 665 of 2002)
  • Ken Group of Companies Ltd v Standard Chartered Bank (U) Ltd and 2 Others (High Court Civil Suit No. 486 of 2007)
  • WH Holding Ltd v E20 Stadium LLP [2025] EWHC 140 (Comm)
  • Campbell v Edwards [1976] 1 All ER 785
  • Amooti Godfrey Nyakaana v National Environment Management Authority and 6 Others (Constitutional Appeal No. 5 of 2011)
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.