Wakilii

Nile House Limited and Another v Rock City Investments Limited and Another (Miscellaneous Application No. 1093 of 2016)

High Court · [2016] UGCOMMC 303 · 2016 Application Granted AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
Preliminary objection by way of application to strike out plaint for failure to disclose a cause of action, arising out of main suit for breach of contract
Decision
Preliminary objection upheld; plaint to be struck out as regards 2nd respondent and 2nd applicant

Observed later treatment

No later-treatment classification is recorded for this judgment.

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Holding

The court held that the affidavit sworn by an advocate in the firm representing the applicants was proper and not defective. On the substantive objection, the court found that the 2nd respondent (Public Warehousing Limited) had no privity of contract with the applicants and therefore no cause of action against them. Similarly, the 1st respondent had no cause of action against the 2nd applicant (Lee Sung Ho) as he was not a party to the contract. The application to strike out was allowed.

Outcome

Preliminary objection upheld; plaint to be struck out as regards 2nd respondent and 2nd applicant

Facts

On 23 April 2009, Nile House Limited (1st applicant) and Rock City Investments Limited (1st respondent) executed a contract for the supply of door frames, door shutters, kitchen, wardrobe and aluminium for a project in Juba. Rock City advanced US$112,500 by cheque drawn on Public Warehousing Limited (2nd respondent). Nile House alleged it delivered goods worth US$90,000 and that Rock City abandoned the site. Rock City brought suit for breach of contract against both Nile House Limited and Lee Sung Ho (2nd applicant, Managing Director of Nile House), claiming US$78,083.86 plus damages. The applicants filed a preliminary objection that the 2nd respondent had no cause of action against them and that the 1st respondent had no cause of action against the 2nd applicant.

Issues

  1. Whether the affidavit in support of Miscellaneous Application No. 1093 of 2016 is defective.
  2. Whether the plaint discloses a cause of action against the 2nd applicant.
  3. Whether the 2nd respondent has a cause of action against the applicants.

Orders

  • The application is allowed.
  • The 2nd respondent has no cause of action against the applicants.
  • The 1st respondent has no cause of action against the 2nd applicant.
  • Costs shall abide the cause.

Rules and key headnotes

Civil Procedure — Affidavits — Validity — Deposition by Advocate
An affidavit sworn by an advocate working with the firm representing a party is proper where the advocate deposes in his capacity as counsel duly instructed to appear on behalf of that party.
Civil Procedure — Pleadings — Cause of Action — Test
A plaint discloses a cause of action if its averments show that the plaintiff enjoyed a right which has been violated and the defendant is responsible for that violation.
Contract Law — Privity of Contract — Third Parties
A party who is not a signatory to a contract has no rights or obligations under that contract and cannot sue or be sued for breach of the contract.
Contract Law — Agency — Managing Director Acting for Company
Where a managing director enters into a contract on behalf of a company in his capacity as managing director, he is not personally a party to the contract and no cause of action lies against him personally absent express contractual obligation or separate legal ground.

Legislation cited (10)

Cases cited (7)

  • Auto Garage v Motokov (No.3) [1971] EA 514
  • Zola v Ralli Bros Ltd [1969] EA 691
  • Mukisa Biscuit Manufacturing Co. Ltd v West End Distributors Ltd [1969] 1 EA 696
  • Carolyne Turyatemba and 4 Others v Attorney General and Another (Constitutional Petition No. 15 of 2006)
  • Standard Chartered Bank Uganda Ltd v Mwesigwa (Miscellaneous Application No. 477 of 2012)
  • Jeraf Shariff & Co. v Chotai Fancy Stores [1960] EA 374
  • Joseph Mpamya v Attorney General [1966] II KALR 121

Full judgment

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

Nile House Limited and Another v Rock City Investments Limited and Another (Miscellaneous Application No. 1093 of 2016) [2016] UGCommC 303 (5 December 2016)
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.