Wakilii

Ali Ahmad v Mohammad Ahmad (HCCS 38 of 2011)

High Court · [2013] UGCOMMC 198 · 2013 Suit to Proceed AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
First instance civil suit concerning share transfer and registration in a private company, with agreed reference to forensic experts on the question of signature authenticity.
Decision
Matter to proceed to full hearing on remaining issues, including whether the share transfer was ultra vires the Articles of Association.

Observed later treatment

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Holding

The court held that the reference to forensic experts was made under Judicature Act s.27 (trial by referee) by consent of parties, not under s.26 (court-ordered reference). The forensic experts' report confirming that the plaintiff authored the questioned signature on the transfer forms forms part of the evidence. However, the court declined to enter final judgment solely on the basis of the forensic report, holding that other issues arising from the pleadings — including whether the transfer was ultra vires the company's Articles of Association — remained to be heard. The suit was ordered to proceed to full hearing on remaining issues.

Outcome

Matter to proceed to full hearing on remaining issues, including whether the share transfer was ultra vires the Articles of Association.

Facts

The plaintiff and first defendant are brothers. They incorporated the second defendant company (Gomba Fancy Stores) in 1984 with share capital of UGX 5,000,000 divided into 5,000 shares. The plaintiff, first defendant, and their brother Majid Ahmad each subscribed and were allotted 1,000 shares. The plaintiff alleged that 1,000 shares registered in his name were fraudulently transferred and registered in the first defendant's name without his consent. The plaintiff sought a declaration that the transfer was illegal, unlawful, and ultra vires the company's Articles of Association, and orders for cancellation of the transfer and reinstatement of his name as member. The first and second defendants denied the allegations, contending that the plaintiff executed the share transfer forms. After mediation failed, the parties by consent referred the question of whether the plaintiff signed the transfer forms to forensic handwriting experts from the Police Scientific Aids Laboratory. Multiple reports were produced. The experts eventually submitted a joint report dated 12 November 2012 concluding that the plaintiff authored the questioned signature on the transfer forms. The plaintiff's counsel challenged the report's procedural fairness and submitted that other issues remained for determination.

Issues

  1. Whether the transfer of stock document was signed by the plaintiff.
  2. Whether the said transfer could, in view of the Articles of Association, be used to effect the transfer of shares.
  3. Whether in the administration of justice the findings of the referee can be relied on by the court to determine the case.

Orders

  • Forensic experts' report accepted as evidence forming part of the trial.
  • Suit to proceed to full hearing on remaining issues arising from the pleadings.
  • Remainder of the suit to be fixed for hearing on the basis of witness statements already filed.

Rules and key headnotes

Civil Procedure — Reference to Referee — Distinction Between Court-Ordered Reference (s.26) and Trial by Referee by Consent (s.27)
Where parties by consent agree to refer a matter to a forensic expert for scientific investigation, the reference is made under Judicature Act s.27 (trial by referee or arbitrator) and not under s.26 (court-ordered reference to official or special referee). Section 26(1) applies only where the court exercises its discretionary power to order a reference; it does not apply where the reference is by consent of the parties on advice of the court.
Evidence — Expert Evidence — Forensic Handwriting Analysis — Referee as Officer of Court
Under Judicature Act s.28, a referee or arbitrator conducting a reference under s.27 is deemed to be an officer of the High Court and subject to the rules of court. A forensic handwriting expert conducting a reference on the question of signature authenticity is conducting a trial by the court of the matter referred for scientific investigation. The expert's findings of fact form part of the evidence and may be relied upon by the court in determining the suit.
Civil Procedure — Reference to Referee — Scope of Reference — Partial vs. Complete Determination
A reference under Judicature Act s.27(b) may be of a particular matter requiring scientific investigation or of the whole cause. Where only a specific issue (such as the authenticity of a signature) is referred to a referee, the referee's determination of that issue does not dispose of the entire suit if other issues arising from the pleadings remain unresolved. The court retains jurisdiction to hear all other matters for determination after receiving the referee's report.

Legislation cited (4)

Cases cited (2)

  • Shokatali Abdullah Dhalia v Sadrudin Meralli (SCCA No. 32 of 1994)
  • Mutungo Women's Cooperative Savings and Credit Society Ltd versus Equity Bank (U) Ltd

Full judgment

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The original judgment as reported. Read the original PDF before relying on any passage.

Ali Ahmad v Mohammad Ahmad (HCCS 38 of 2011) [2013] UGCommC 198 (25 November 2013)
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.