Wakilii

Circle Ventures Limited v Kasese District Land Board and Another (Miscellaneous Application 1 of 2023)

High Court · [2023] UGHCCD 218 · 2023 Application Granted AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
Application for review of a ruling in Miscellaneous Cause No. 006 of 2021
Decision
Applicant struck out as a party to the earlier proceeding and absolved from all orders made therein

Observed later treatment

No later-treatment classification is recorded for this judgment.

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Holding

The High Court held that Circle Ventures Limited never authorized the filing of Miscellaneous Cause No. 006 of 2021 on its behalf. The person who deponed an affidavit purporting to act on behalf of the company was not a director, and no resolution authorizing the proceedings was passed. This constituted an error apparent on the face of the record warranting review. The court struck out Circle Ventures Limited as a party to the earlier proceeding and absolved it from all orders made therein, including costs.

Outcome

Applicant struck out as a party to the earlier proceeding and absolved from all orders made therein

Facts

Circle Ventures Limited was named as a party in Miscellaneous Cause No. 006 of 2021. The application was supported by an affidavit deponed by one Kasozi Dembe Godfrey, who claimed to be a director and shareholder of Circle Ventures Limited. Circle Ventures Limited, through its director Plaxeda Namirimu, contended that the company never held any meeting or passed any resolution to institute the suit and never instructed M/S Kaahwa, Kafuuzi & Bwiruka Advocates to act on its behalf. On 19th November 2021, the Applicant wrote to the Resident Judge and the law firm disassociating itself from the proceedings. Despite this, a ruling was delivered on 5th September 2022 dismissing the application and awarding costs against Circle Ventures Limited. The company then applied for review on the grounds that there was an error apparent on the face of the record.

Issues

  1. Whether the affidavit in support of the application is defective and thus liable to be struck out.
  2. Whether the 1st Respondent's affidavit in reply is defective and liable to be struck out.
  3. Whether the Applicant is an aggrieved party within the meaning of section 82 of the Civil Procedure Act.
  4. Whether this application meets the test for grant of a review.

Orders

  • The applicant is struck out as a party in Civil Misc. Cause No. 006 of 2021.
  • The orders in Civil Misc. Cause No. 006 of 2021 shall have no effect upon the Applicant.
  • The costs awarded in Misc. Cause No. 006 of 2021 as against the Applicant shall be met by Kasozi Dembe Godfrey who purported to act on behalf of the Applicant.
  • The applicant is denied the costs of this application on the grounds of their delay and ineffective use of letters in challenging their inclusion in Misc. Cause No. 006 of 2021. Each party shall bear own costs.

Rules and key headnotes

Civil Procedure — Review — Error Apparent on Face of Record — Nature and Scope
An error apparent on the face of the record is an error which does not require extraneous matter to show its incorrectness; it must be a patent, manifest and self-evident error which does not require elaborate discussion of evidence or argument to establish, and where an error on a substantial point of law stares one in the face and there could reasonably be no two opinions, a clear case of error apparent on the face of the record would be made out.
Company Law — Authority to Institute Proceedings — Requirement for Board Resolution
It is trite law that a suit instituted in the names of a company without the authority of the directors is incompetent; when companies authorize the commencement of legal proceedings, a resolution or resolutions have to be passed either at a company or board of directors meeting and recorded in the minutes.
Civil Procedure — Company Litigation — Authority to Depone Affidavit on Behalf of Company
Under Order 29 rule 1 of the Civil Procedure Rules, in a suit by or against a corporation any pleading may be signed on behalf of the corporation by the secretary or by any director or other principal officer of the corporation who is able to depose to the facts of the case; a person who is not a director lacks capacity to depone an affidavit on behalf of a company and such an affidavit is defective.
Civil Procedure — Affidavits — Formal Defects — Omission of Date or Place — Whether Fatal
Where an affidavit omits to state the date or place where it was sworn in the jurat but such information is ascertainable from the body of the affidavit, the omission is a mere technicality curable under Article 126(2)(e) of the Constitution and does not render the affidavit defective, provided there are no penalties prescribed for noncompliance with sections 5 and 6 of the Commissioner for Oaths Act.
Civil Procedure — Review — Aggrieved Party — Meaning and Scope
An aggrieved party for the purpose of seeking review under section 82 of the Civil Procedure Act is a person who has suffered a legal grievance; a person suffers a legal grievance if the judgment is given against him or his interest.
Civil Procedure — Company Litigation — Advocates Acting Without Instructions — Personal Liability for Costs
Where an advocate has brought legal proceedings without authority of the purported plaintiff company, the advocate becomes personally liable to the defendants for the costs of the action; where a suit is commenced without proper authority of the company, the person who instituted the same shall pay costs personally.

Legislation cited (18)

Cases cited (23)

  • Church of Almighty God Malaki v Administrator General (Miscellaneous Application No. 92 of 2009)
  • Duke of Brunswick Vs. Slowman and ors (1949) 137 ER 649
  • Attorney General v A.K OM Lutaaya (Supreme Court Criminal Appeal No. 1 of 2007)
  • Gordon Sentiba and 2 Others v Inspector General of Government (Civil Appeal No. 14 of 2007)
  • Al Shafi Investment Group LCC v Ahmed Darwish and Another (Miscellaneous Application No. 901 of 2017)
  • Lena Nakalema Binaisa and 3 Others v Mucunguzi Myers (Miscellaneous Application No. 469 of 2013)
  • Ojijo Pascal v Geofrey Brown (Miscellaneous Application No. 758 of 2017)
  • Re Nakivubo Chemists (U) Ltd [1979] HCB 12
  • Okodoi George v Okello Opaire Sam (Miscellaneous Application No. 143 of 2016)
  • Kabale Housing Estate Tenants Association v Kabale Municipal Council (Civil Appeal No. 15 of 2013)
  • Danish Merchantile Co. Ltd Vs. Beamount & Anor (1951) Ch. CA 680
  • Combined Services Ltd v Attorney General (Miscellaneous Application No. 200 of 2009)
  • Bugerere Coffee Growers Ltd Vs. Sebadduka & Anor [1970]E.A 147
  • Makerere Properties Ltd v Mansukhlal Ranji Karia (High Court Civil Suit No. 32 of 1994)
  • Masaka Tea Estates v Samalia (Kiganja) Tea Estates Ltd and Other (Miscellaneous Application No. 505 of 2004)
  • Rubaga Building Co. Ltd v Fopal Deusi Vekaria and Another (High Court Civil Suit No. 534 of 2012)
  • Muhammed Bukenya Allibai v W.E Bukenya and Another (Supreme Court Criminal Appeal No. 56 of 1996)
  • Nyamogo & Nyamogo Advocates v. Kago [2001] 2 EA 173
  • Edison Kanvabwera v Pastori Tumwebaze (Supreme Court Civil Appeal No. 6 of 2004)
  • Independent Medico Legal Unit v. The Attorney General of the Republic of Kenya {Application No. 2 of 2012; Arising from Appeal No.1 of 2011}
  • MK Creditors Ltd v Owora Patrick (Miscellaneous Application No. 143 of 2015)
  • Rubaga Building Company Ltd v Gopal Devsi Vekaria and Another (Miscellaneous Application No. 534 of 2014)
  • Assia Pharmaceuticals v Nairobi Veterinary Centre Ltd HCCC No. 391 of 2000

Full judgment

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Circle Ventures Limited v Kasese District Land Board and Another (Miscellaneous Application 1 of 2023) [2023] UGHCCD 218 (8 June 2023)
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.