Wakilii

Agaba Richard v Britam Insurance Company Limited (Civil Suits No. 0497 of 2019; Civil Suits No. 734 of 2020)

High Court · [2024] UGCOMMC 431 · 2024 Judgment for Plaintiff AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
First instance civil suit for recovery of unpaid commission on insurance contract procurement
Decision
Judgment entered for the Plaintiff against the Defendant with orders for recovery of commission, general damages, interest, and costs

Observed later treatment

No later-treatment classification is recorded for this judgment.

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Holding

Held that the plaintiff insurance agent was entitled to commission on the URA insurance contract despite the defendant's claim that the work was handled by another consultant. The court found that the plaintiff identified the tender, purchased bid documents, attended pre-bid meetings, prepared and submitted the bid documents, entitling him to commission under the Insurance Agent Agreement. The defendant was estopped from denying the plaintiff's role after benefiting from the bid documents he purchased. The plaintiff was awarded UGX 764,065,991 as commission for premium payments received in 2018-2019 and 2019-2020.

Outcome

Judgment entered for the Plaintiff against the Defendant with orders for recovery of commission, general damages, interest, and costs

Facts

The plaintiff was appointed as an insurance agent for the defendant in January 2017 with entitlement to commission on business procured. On 30 November 2017, URA advertised a tender for insurance services. The plaintiff identified the tender, purchased bid documents, attended pre-bid meetings, prepared bid documents, and submitted them to URA. The defendant emerged as the successful bidder and was awarded a three-year contract from 2018-2021. URA made premium payments totaling over UGX 5 billion across three years. The defendant terminated the plaintiff's agency contract on 6 August 2018, after the first premium payment, and paid commission to Gracious Insurance Consultants instead of the plaintiff. The plaintiff claimed entitlement to UGX 764,065,991 as commission for premium payments in 2018-2019 and 2019-2020.

Issues

  1. Whether the Plaintiff was involved in soliciting and procuring the URA contract for and on behalf of the Defendant?
  2. Whether the Plaintiff is entitled to a commission for the works solicited and procured for the Defendant and if so, how much commission?
  3. What remedies are available to the parties?

Orders

  • An order for recovery of UGX 764,065,991 (Uganda Shillings Seven Hundred Sixty Four Million Sixty Five Thousand Nine Hundred Ninety Nine only) being commission on premium payments for the periods 2018-2019 and 2019-2020.
  • General damages of UGX 50,000,000 (Uganda Shillings Fifty Million only).
  • Interest on the awarded commission at the rate of 28% per annum from the date of judgment until payment in full.
  • Costs of the suit awarded to the Plaintiff.

Rules and key headnotes

Contract Law — Agency — Insurance Agent Agreement — Duties to Prospect and Procure
An insurance agent's duties under an Insurance Agent Agreement to 'prospect and procure' insurance policies includes identifying tender opportunities, purchasing bid documents, attending pre-bid meetings, preparing bid documents, submitting them, and making follow-ups, all of which constitute procuring insurance services for the principal.
Contract Law — Estoppel — Estoppel by Conduct
Where a principal relies on and benefits from bid documents purchased and submitted by an agent, the principal is estopped from denying the agent's authority to act or from repudiating the agent's entitlement to commission, notwithstanding the absence of prior written authorization and company policy requiring use of company resources for tender purchases.
Evidence — Burden of Proof — Pre-incorporation Contracts — Adoption and Ratification
A party seeking to enforce a pre-incorporation contract bears the evidential burden to prove that the company adopted or ratified the contract entered into by its promoters before incorporation, in accordance with section 52 of the Companies Act.
Contract Law — Interpretation — Intention of Parties
The role of the court is to interpret the intention of the parties in a contract from the language used and not to draft new terms for the parties; however, where conduct clearly indicates implied authorization, the court may find that contractual obligations were sanctioned by conduct despite absence of express written authorization.
Commercial Law — Insurance — Insurance Agents — Commission Entitlement
Under the Insurance Act, an insurance agent who solicits applications for insurance or negotiates insurance coverage on behalf of an insurer is entitled to receive commission or other remuneration from the insurer in consideration for services rendered, and this entitlement extends to premium payments received throughout the contract period procured by the agent.

Legislation cited (7)

Cases cited (19)

  • Constantino Okwel alias Magendo v Uganda (Supreme Court Criminal Appeal No. 12 of 1990)
  • Jovelyn Barugahare v Attorney General (Supreme Court Civil Appeal No. 28 of 1993)
  • Kirya Hillary v The New Vision Printing and Publishing Company Ltd (High Court Civil Suit No. 144 of 2007)
  • Car and General Ltd v AFS Construction (U) Ltd (Court of Appeal [2018] UGCA 34)
  • Ken Group of Companies Ltd v Standard Chartered Bank (U) Ltd & 2 Others (High Court Civil Suit No. 486 of 2007)
  • Male H. Mabirizi v the Attorney General (High Court Miscellaneous Application No. 089 of 2022)
  • Behange Vs School Outfitters(U) Ltd (2000)1 E.A 20
  • Nakawa Trading Co. Ltd v Coffee Marketing Board (High Court Civil Suit No. 137 of 1991)
  • United Building Services Limited v Yafesi Muzira T/A Quickset Builders and Co. (High Court Civil Suit No. 154 of 2005)
  • Shariff Osman v Haji Haruna Mulangwa (Supreme Court Civil Appeal No. 38 of 1995)
  • MTN Uganda Limited v Stallion Group of Companies Ltd & Anor (High Court Miscellaneous Application No. 431 of 2016)
  • Zura Mohammed Nasim v Latin Andrew (Civil Appeal No. 027 of 2017)
  • Storms Vs Hutchinson [1905] A.C 515
  • Robert Cuossens v Attorney General (Supreme Court Civil Appeal No. 8 of 1999)
  • Crown Beverages Ltd v Sendu Edwards (Supreme Court Civil Appeal No. 1 of 2005)
  • Uganda Commercial Bank Vs Kigozi [2002] 1 EA 305
  • Crescent Transportation Co Ltd v Bin Technical Services Ltd (Court of Appeal Civil Appeal No. 25 of 2000)
  • Premchandra Shenoi & Anor v Maximov Oleg Petrovich (Supreme Court Civil Appeal No. 9 of 2003)
  • Uganda Development Bank Vs Muganga Construction Co. Ltd (1981) HCB 35

Full judgment

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Agaba Richard v Britam Insurance Company Limited (Civil Suits No. 0497 of 2019; Civil Suits No. 734 of 2020) [2024] UGCommC 431 (3 December 2024)
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.