Wakilii

Master Managers & Traders Ltd & Anor v Popat (Miscellaneous Application No. 580 of 2021)

High Court · [2022] UGCOMMC 51 · 2022 Application Partly Allowed AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
Application for leave to amend plaint and add party in underlying civil suit
Decision
Application granted in part — 2nd Applicant joined as plaintiff; amendment to plead fraud denied

Observed later treatment

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Holding

Held that an amendment introducing fraud as a new cause of action not pleaded in the original plaint would substantially change the character of the suit and could not be allowed under Order 6 Rule 19 of the Civil Procedure Rules. The mistake of counsel defence under Article 126(2)(e) of the Constitution applies only where demonstrable counsel error is shown and the client is not guilty of dilatory conduct; no such evidence was established. However, the 2nd Applicant was properly joined as a plaintiff because the claim arose from a Memorandum of Understanding to which he was a contracting party and the relief sought enforced his rights under that agreement.

Outcome

Application granted in part — 2nd Applicant joined as plaintiff; amendment to plead fraud denied

Facts

The 1st Applicant held a 99-year lease on Kibuga Block 9 Plot 712. The Applicants partnered with the Respondent to develop the property by constructing housing units. Under a Memorandum of Understanding dated 30 April 2019, the 2nd Applicant and Respondent agreed to share the suit property 34% to 66% respectively upon completion. A sale agreement dated 26 April 2019 was signed between the 1st Applicant and Respondent, which the Applicants contended was intended as security for debt undertaken by the Respondent. Upon project completion, the Respondent claimed full ownership. The 1st Applicant filed Civil Suit No. 898 of 2020 seeking co-ownership, nullification of the sale agreement, and related reliefs. The Applicants then brought this application seeking to amend the plaint to introduce fraud allegations and to add the 2nd Applicant as a plaintiff.

Issues

  1. Whether the Applicants should be granted leave to amend the plaint to include particulars of fraud against the Respondent
  2. Whether the 2nd Applicant should be added as a plaintiff to Civil Suit No. 898 of 2020

Orders

  • Prayer for amendment of the plaint to include or clearly bring out particulars of fraud against the Respondent denied.
  • 2nd Applicant added as plaintiff to Civil Suit No. 898 of 2020.
  • Applicants ordered to file amended plaint capturing permitted amendment within seven days from date of ruling.
  • Costs to abide outcome of main suit.

Rules and key headnotes

Civil Procedure — Amendment of Pleadings — Introduction of New Cause of Action
An amendment that introduces a new and distinct cause of action not present in the original pleadings cannot be allowed, as it would constitute a substitution of one cause of action for another and substantially change the character of the suit.
Civil Procedure — Amendment of Pleadings — Principles Governing Exercise of Discretion
Under Order 6 Rule 19 of the Civil Procedure Rules, amendments should be freely allowed before hearing if they can be made without injustice to the other side, but the court will refuse leave where the amendment would prejudice the rights of the opposite party or change the action into one of a substantially different character.
Constitutional Law — Article 126(2)(e) — Mistake of Counsel — Limits on Application
Article 126(2)(e) of the Constitution requiring substantive justice without undue regard to technicalities is subject to law and not a licence for ignoring existing law or a magic wand for defaulting litigants; a party relying on it must satisfy the court that in the particular circumstances it was undesirable to pay undue regard to the relevant technicality.
Civil Procedure — Joinder of Parties — Principles Under Order 1 Rule 1
Under Order 1 Rule 1 of the Civil Procedure Rules, all persons may be joined as plaintiffs in whom any right to relief in respect of or arising out of the same act or transaction or series of acts or transactions is alleged to exist, with the objective of avoiding multiplicity of suits.
Civil Procedure — Joinder of Parties — Contracting Party as Proper Plaintiff
Where a claim is based on a contract, the proper plaintiff is the contracting party; a company and its majority shareholder are distinct legal persons and an action to enforce the shareholder's contractual rights must be instituted by the shareholder, not the company.

Legislation cited (13)

Cases cited (13)

  • Eastern Bakery v Castelino [1958] 1 EA 461
  • Tildesley v Harper (1878) 10 Ch D 393
  • Clarapede v Commercial Union Association (1883) 32 WR 262
  • Budding v Murdoch (1875) 1 Ch D 42
  • Ma Shwe My v Maung Po Hnaung (1921) 48 IA 214
  • Raleigh v Goschen [1898] 1 Ch 73
  • Weldon v Neal (1887) 19 QBD 394
  • Hilton v Sutton Steam Laundry [1946] KB 65
  • Horizon Coaches v Edward Rurangaranga and Another (Supreme Court Civil Appeal No. 18 of 2009)
  • Lubowa Gyaviira and Others v Makerere University (Miscellaneous Application No. 471 of 2009)
  • Kasirye Byaruhanga & Co Advocates v Uganda Development Bank (Supreme Court Civil Appeal No. 2 of 1997)
  • Banco Arabe Espanol v Bank of Uganda (Supreme Court Civil Appeal No. 8 of 1998)
  • Mukuye and 73 Others v Madhvani Group Ltd (Miscellaneous Application No. 821 of 2013)

Full judgment

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

Master Managers & Traders Ltd & Anor v Popat (Miscellaneous Application No. 580 of 2021) [2022] UGCommC 51 (29 July 2022)
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.