Kasolo v Security Group (U) Limited and Another (Civil Appeal No. 212 of 2020)

Observed later treatment

Citator coverage is limited to judgments in the Wakilii corpus and source-matched treatment records. Absence of a signal is not an assertion that the case remains good law.

Holding

On a second appeal the Court held that a Country Manager is a principal officer of a company who may sign pleadings and depose affidavits under Order 29 rule 1 CPR without a board resolution or power of attorney, Order 3 rule 2 being inapplicable to such officers. The Court held that a first appellate court has power under Order 43 rules 2, 20 and 27 CPR to determine a preliminary point of law left unaddressed by the trial court, even absent a cross appeal, so the first appellate judge erred on that point. However, the substantive grounds failed. The appeal was dismissed and Miscellaneous Application No. 461 of 2019 remitted to the Chief Magistrate for determination on the merits.

Outcome

Appeal dismissed; Miscellaneous Application No. 461 of 2019 remitted to the Chief Magistrates Court of Nakawa for determination on its merits

Facts

The appellant, holder of one share and the sole surviving subscriber and executive director of the respondent companies, filed a summary suit in the Chief Magistrates Court of Nakawa claiming USD 7,500 in unpaid director/shareholder remuneration. The respondents applied for leave to appear and defend, supporting the application with an affidavit deposed by their Country Manager, Mr. George Musumba Dacha Ahenda. The appellant raised two preliminary objections: that the deponent lacked corporate authority, and that the affidavit contained falsehoods and hearsay. The trial magistrate dismissed the application on the first objection, holding the deponent was not a recognised agent, and entered summary judgment for the appellant. On first appeal the High Court held the Country Manager was a principal officer authorised to depose under Order 29 rule 1 CPR, and declined to address the second objection for want of a cross appeal. The appellant brought a second appeal to the Court of Appeal.

Issues

1. Whether Ground 6, framed as an error of mixed law and fact, was competent on a second appeal restricted to points of law.
2. Whether the first appellate court erred in declining to determine the unaddressed preliminary point of law on affidavit falsehoods in the absence of a cross appeal.
3. Whether the Country Manager, as a principal officer of the respondent companies, was competent to depose an affidavit and sign pleadings without corporate authority.
4. Whether the description of the Country Manager in submissions constituted a departure from the pleadings.

Orders

• Appeal dismissed.
• Miscellaneous Application No. 461 of 2019 remitted back to the Chief Magistrates Court of Nakawa for determination on its merits.
• Civil Application No. 155 of 2021 dismissed with no order as to costs.
• Costs of the appeal to abide the outcome of the cause in the Chief Magistrates Court.

Rules and key headnotes

Legislation cited (14)

• Civil Procedure Act Cap. 71 s.27(2)
• Civil Procedure Act Cap. 71 s.72(1)
• Civil Procedure Act Cap. 71 s.74
• Civil Procedure Rules Order 3 rule 1
• Civil Procedure Rules Order 3 rule 2
• Civil Procedure Rules Order 6 rule 7
• Civil Procedure Rules Order 19 rule 3(1)
• Civil Procedure Rules Order 29 rule 1
• Civil Procedure Rules Order 36 rules 2 and 3
• Civil Procedure Rules Order 43 rule 2
• Civil Procedure Rules Order 43 rule 20
• Civil Procedure Rules Order 43 rule 27
• Judicature (Court of Appeal) Rules Directions SI 13-10 rule 2(2)
• Companies Act No. 1 of 2012

Cases cited (21)

• Lubanga Jamada v Dr. Dumba Edward (Civil Appeal No. 10 of 2011)
• Mitwalo Magyengo v Medadi Mutyaba (Civil Appeal No. 11 of 1996)
• Beatrice Kobusingye v Fiona Nyakana (Civil Appeal No. 31 of 2013)
• Banco Arabe Espanol v Bank of Uganda (1999) 2 EA 22
• Henry Kifamunte v Uganda (Criminal Appeal No. 10 of 1997)
• Boutique Shazim Ltd v Norattan Bhatia & Another (Civil Appeal No. 4 of 2020)
• Milly Masembe v Sugar Corporation (U) Ltd (Civil Appeal No. 1 of 2000)
• Francis Sembatya v Alport Services Ltd (Civil Appeal No. 6 of 1999)
• Omunyokol Akol Johnson v Attorney General (Civil Appeal No. 6 of 2012)
• Esso Petroleum Co. Ltd v Southport Corporation (1956) AC 218
• Alwi Abdulrehman Saggaf v Abed Ali Ageredi (1961) EA 767
• Betuco (U) Ltd & Another v Barclays Bank of Uganda Ltd & 3 Others (Civil Appeal No. 1 of 2017)
• Mukisa Biscuits Manufacturing Co. Ltd vs. West End Distributors Ltd (1969) EA 696
• Necta (U) Ltd & Another v Crane Bank (Civil Appeal No. 219 of 2013)
• Lena Nakalema Binaisa & 3 Others v Mucunguzi Myers (Miscellaneous Application No. 460 of 2013)
• Kabale Housing Estate Tenants Association Ltd v Kabale Municipal Local Government (Civil Application No. 15 of 2013)
• Makula International v Cardinal Nsubuga & Another (1982) HCB 11
• Navichandra Kakubhai Radia v Kakubhai Kalidas & Co. Ltd (Civil Appeal No. 10 of 1994)
• Bugerere Coffee Growers v Sebaduka
• United Assurance Co. Ltd v Attorney General
• Active Automobile Spares Limited v Crane Bank Limited & Another (Civil Appeal No. 21 of 2001)

Cases citing this judgment (1)

How later Ugandan judgments in the Wakilii corpus have cited this case. Treatment labels come from Sequitur — Uganda’s citator — each backed by a verbatim span from the citing judgment, and are not an assertion that this case is, or is not, good law.

• Kasolo v Security Group (U) Limited & Another (Civil Appeal 6 of 2023)

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