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Mss Xsabo Power Limited v Uganda Registration Services Bureau and Mercy K. Kainobwiso (Miscellaneous Application No. 41 of 2024)

High Court · [2024] UGHC 1285 Application Granted — Contempt Finding AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
Application for contempt of court arising from judicial review proceedings relating to recall of a company registrar's decision
Decision
Respondents found in contempt; ordered to purge themselves and pay costs

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Holding

The High Court held that the second respondent, the Registrar General, was in contempt of court for delivering a second ruling on 18 November 2024 at 9:12am in wilful disobedience of an administrative interim order and consent injunctive order maintaining the status quo. The court found that all four elements for contempt were satisfied: existence of a court order; effective service on the respondents; non-compliance with the order; and wilful and malafide disobedience. The court declined to impose a fine or committal but ordered the respondents to purge themselves of contempt and pay costs.

Outcome

Respondents found in contempt; ordered to purge themselves and pay costs

Facts

The applicant company allotted 96 shares to Great Lakes Energy Company N.V., which failed to pay for them. The applicant forfeited the shares. Great Lakes challenged this via Company Petition No. 5 of 2020 before the Registrar of Companies. The Assistant Registrar dismissed the petition on 8 November 2024. On 12 November 2024, the Registrar General communicated her decision to recall the Assistant Registrar's decision. The applicant obtained an administrative interim order on 15 November 2024 restraining the respondents from implementing the recall. On 18 November 2024 at 9:00am, the parties entered a consent injunctive order maintaining the status quo. However, at 9:12am on the same day, the Registrar General delivered a second ruling. On 19 November 2024, the respondents communicated enforcement of the second ruling. The applicant brought this contempt application alleging wilful disobedience of court orders.

Issues

  1. Whether the respondents are in contempt of court orders.
  2. What remedies are available to the parties.

Orders

  • A declaration that the second ruling delivered by the 2nd respondent on 18 November 2024 in Company Petition No. 5 of 2020 is in contempt of the court orders in Miscellaneous Applications No. 39 and 40 of 2024.
  • An order that the respondents purge themselves of the contempt.
  • Costs of the application to be provided by the respondents.

Rules and key headnotes

Contempt of Court — Four Elements Required for Finding of Contempt
To grant an application for contempt of court, the court must be satisfied of four elements: there was an order issued by court; the order was served or brought to the notice of the alleged contemnor; there was non-compliance with the order by the respondents; and the non-compliance was wilful and malafide.
Contempt of Court — Knowledge of Court Order
A person cannot be held in contempt without knowledge of the court order. A party who knows of an order, regardless of whether that party regards the order as regular, irregular, null or valid, cannot be permitted to disobey it.
Contempt of Court — Service of Court Order — Effective Service
Knowledge on the part of a respondent is imputed if the order was served upon them, and it is the duty of the applicant to prove that service was effective. Where an advocate appears in court on behalf of respondents and agrees to a consent order, the respondents are deemed to have had knowledge of any prior administrative order served on them.
Contempt of Court — Court Orders Must Be Obeyed
An order, however erroneous or improper, must be obeyed until set aside. Disobedience of a court order while aware of its existence constitutes contempt.
Contempt of Court — Remedies — Discretion of Court
Civil contempt is punishable by way of committal to civil prison, sequestration, fine, or injunction against the contemnor. The court has discretion in determining the appropriate remedy. Where the contemnor is a government body, the court may decline to impose a fine so as not to burden taxpayers, while still making orders for the contemnor to purge the contempt.
Registrar of Companies — Liability for Costs in Judicial Review Proceedings
Section 288 of the Companies Act exempts the Registrar of Companies from being ordered to pay costs in proceedings before the court under the Companies Act. However, where proceedings before the High Court are not company matters but judicial review proceedings relating to the exercise of the Registrar's powers, the court will exercise its discretion under Section 27(1) of the Civil Procedure Act to award costs against the Registrar.

Legislation cited (8)

Cases cited (7)

  • Prof. Fredrick E. Ssempebwa and others v. Attorney General (Civil Application No. 05 of 2019)
  • Geoffrey Gatete v. William Kyobe (Supreme Court Civil Appeal No. 7 of 2005)
  • Chen Chan & 2 others v. Zhang Jun and another (Miscellaneous Application No. 0822 of 2024)
  • Emmanuel Kato v. Muyanja Mbabali (Court of Appeal Civil Appeal No. 345 of 2018)
  • John Bwiza v. Patrick Yowasi Kadama, C.A.CAA No. 35
  • Beatrice Achola Odongo v. Nancy Wison Oryema, Miscellaneous Application No. 089 of 202
  • Stanbic Bank (U) Ltd and another v. The Commissioner General Uganda Revenue Authority (Miscellaneous Application No. 0042 of 2010)

Full judgment

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

Mss Xsabo Power Limited v Uganda Registration Services Bureau and Mercy K. Kainobwiso (Miscellaneous Application No. 41 of 2024) [2024] UGHC 1285 (15
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.