Wakilii

Kemigisa v Wamani (Civil Appeal 13 of 2022)

High Court · [2024] UGHC 49 · 2024 Appeal Partly Allowed AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
Appeal from the judgment of the Magistrate Grade 1, Hoima, arising from Civil Suit No. 72 of 2018
Decision
Appeal partly allowed. Order for general damages set aside. Order for refund of balance purchase price upheld with modified wording. First defendant confirmed as lawful owner of the land.

Observed later treatment

No later-treatment classification is recorded for this judgment.

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Holding

Held that the respondent breached the land sale agreement by failing to pay the balance of the purchase price within the stipulated time. Time for payment in a contract for the sale of land is essential. Upon the respondent's acceptance of a partial refund, he ceased to have any interest in the land, entitling the appellant to sell it to a third party. The appellant was obliged to refund the remaining balance of the purchase price received but was not liable for general damages as she was the innocent party. The trial court could properly order the refund under sections 98 CPA and 9 MCA to finally determine the controversy, even though not specifically pleaded.

Outcome

Appeal partly allowed. Order for general damages set aside. Order for refund of balance purchase price upheld with modified wording. First defendant confirmed as lawful owner of the land.

Facts

On 17 August 2016, the appellant sold a plot of land with a residential house to the respondent at a total price of UGX 7,500,000. The respondent paid UGX 4,000,000 initially, then UGX 2,500,000 on 14 January 2017, leaving a balance of UGX 1,000,000 to be paid in June 2017. The respondent failed to pay the final instalment within the agreed time. The parties then orally agreed that the appellant would refund the respondent the money already paid. The appellant refunded UGX 2,500,000, leaving a balance of UGX 4,000,000 unrefunded. The appellant then sold the land to a third party (the 1st defendant). The respondent brought suit seeking vacant possession, a permanent injunction, a declaration of ownership, and in the alternative, specific performance and damages. The trial magistrate found that by accepting a partial refund, the respondent surrendered his interest in the land, declared the 1st defendant the lawful owner, and ordered the appellant to refund the balance of UGX 4,000,000 and pay general damages of UGX 3,000,000.

Issues

  1. Whether the trial Magistrate properly evaluated the evidence on record.
  2. Whether the Respondent breached the land sale agreement by failing to pay the balance of the purchase price within the stipulated time.
  3. Whether the Appellant was entitled to rescind the contract and sell the land to a third party.
  4. Whether the trial Magistrate erred in awarding general damages against the Appellant.
  5. Whether the trial Magistrate was entitled to order a refund of UGX 4,000,000 which was not specifically pleaded by the Respondent.

Orders

  • Declaration that the 1st defendant is the lawful owner of the suit plot of land is upheld.
  • Order of specific performance for refund of UGX 4,000,000 is set aside and substituted with an order that the appellant refunds the balance of the purchase price to the respondent amounting to UGX 4,000,000.
  • Order that the appellant pay the respondent general damages of UGX 3,000,000 is set aside.
  • Order for costs in the lower court is set aside and substituted with an order for costs in favour of the appellant both in the lower court and on appeal.

Rules and key headnotes

Contract Law — Time for Performance — Sale of Land — Essentiality of Time
In a contract for the sale of land, time fixed by the parties for payment of the purchase price is essential in law, particularly because land prices vary over time and sellers typically have intended purposes for the proceeds.
Contract Law — Breach of Contract — Failure to Pay Balance of Purchase Price
Where a purchaser of land fails to pay the balance of the purchase price within the time stipulated in the contract, the purchaser is in breach of contract and the vendor is entitled to rescind the contract.
Land & Property — Equitable Interest — Vendor as Trustee — Effect of Failure to Pay Balance
Upon payment of a deposit, the purchaser acquires an equitable interest in the land and the vendor holds the property in trust for the purchaser. However, a purchaser cannot hold the vendor to this equitable interest indefinitely; the purchaser must demonstrate intent and commitment to complete payment in a reasonable time, failing which the vendor retains the right to rescind the contract.
Land & Property — Rescission of Contract — Effect of Acceptance of Refund
Where a purchaser of land accepts a refund of part of the purchase price following failure to complete payment, the purchaser ceases to have any interest in the land and the vendor is at liberty to deal with the land as she deems fit, including selling it to a third party who acquires good title.
Contract Law — Restitution — Vendor's Obligation to Refund Upon Rescission
Where a vendor rescinds a land sale contract and regains ownership and possession of the land following the purchaser's breach, the vendor cannot retain both the land and the money received on the contract. The vendor is obliged to refund the purchase price paid by the purchaser.
Civil Procedure — Unpleaded Matters — Powers of Court Under S.98 CPA and S.9 MCA
A court may decide an unpleaded matter if the parties have led evidence and addressed the court on the matter, where necessary to arrive at a correct decision, finally determine the controversy between the parties, and avoid multiplicity of proceedings.

Legislation cited (2)

Cases cited (5)

  • Kifamunte Henry v Uganda (Supreme Court Criminal Appeal No. 10 of 1997)
  • Sharif Osman v Haji Haruna Mulangira (Supreme Court Civil Appeal No. 38 of 1995)
  • Osuman v Jaffer & Others v Nandlalmak H. Karia & Another (Supreme Court Civil Appeal No. 53 of 1995)
  • Nakana Trading Co. Ltd v Coffee Marketing Board (High Court Civil Suit No. 137 of 1991)
  • Simba (K) Ltd & 4 Others v UBC (Supreme Court Civil Appeal No. 3 of 2014)

Full judgment

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

Kemigisa v Wamani (Civil Appeal 13 of 2022) [2024] UGHC 49 (25 January 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.