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ShimizuKonoike Joint Venture v Uniworks Transporters and Logistics (U) Limited [2026] UGCOMMC 326

High Court · 2026 Application Granted AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
Application in a pending commercial suit for a stay of proceedings and reference of the dispute to arbitration under section 5 of the Arbitration and Conciliation Act, alternatively for striking out of the suit for want of prosecution
Decision
Main suit stayed and referred to arbitration and consequently dismissed; alternative prayer for striking out for want of prosecution declined

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Holding

The court held that a 'Governing Law' clause in which the parties ticked 'Ugandan Law' and the 'Arbitration and Conciliation Act 2000' in written contracts signed by both sides is a valid arbitration agreement under sections 2 and 3 of the Act, notwithstanding its unusual drafting. All three conditions for reference under section 5 were satisfied: a dispute existed, the contractual dispute between private parties was arbitrable, and the agreement was valid and operative. Filing a written statement of defence is not a waiver; waiver requires a step affirming the court proceedings. The reference being mandatory, the court stayed and referred the suit and, having no jurisdiction under section 9, declined to dismiss it for want of prosecution.

Outcome

Main suit stayed and referred to arbitration and consequently dismissed; alternative prayer for striking out for want of prosecution declined

Facts

The respondent, a transport and logistics company, sued the applicant joint venture in the Commercial Division claiming UGX 506,783,200 as outstanding contract sums, together with general, special, punitive and exemplary damages and loss of future earnings, arising from two contracts dated 18 January 2021 relating to the Kampala fly-over project: Contract No. SKJV/COT/S050 for supply, transportation, spreading, levelling and compaction of rockfill and CRS, and Contract No. SKJV/COT/S051 for excavation and disposal of excavated materials at the underpass structure. Clause 12 of each contract, headed 'Governing Law', identified by tick marks 'Ugandan Law' and the 'Arbitration and Conciliation Act 2000 (Ch 4)'. The applicant filed its written statement of defence on 28 July 2023 objecting to the court's jurisdiction on the basis of the arbitration agreement, and then applied for a stay and reference to arbitration, alternatively for striking out for want of prosecution. The respondent's affidavit in reply asserted there was no valid arbitration clause and attributed delay to criminal charges faced by one of its counsel. The respondent filed no written submissions, and the court determined the application on the record.

Issues

  1. Whether a dispute existed between the parties within the meaning of section 5(1) of the Arbitration and Conciliation Act, Cap 5.
  2. Whether the dispute was arbitrable.
  3. Whether Clause 12 of the two contracts constituted a valid, operative and enforceable arbitration agreement covering the dispute.
  4. Whether the applicant waived its right to arbitrate by filing a written statement of defence and appearing in the suit.
  5. What the effect of an order of stay under section 5 is upon the main suit.
  6. Whether the main suit ought, in the alternative, to be struck out or dismissed for want of prosecution.

Orders

  • Clause 12 of Contract No. SKJV/COT/S050 and Contract No. SKJV/COT/S051, both dated 18th January 2021, constitutes a valid and enforceable arbitration agreement between the parties.
  • Civil Suit No. 0603 of 2023 is stayed and referred to arbitration in accordance with the parties' agreement and section 5 of the Arbitration and Conciliation Act, Cap 5.
  • Owing to the stay and reference, Civil Suit No. 0603 of 2023 determines and is accordingly dismissed.
  • The Applicant is awarded the costs of this application and of Civil Suit No. 0603 of 2023.

Rules and key headnotes

Arbitration & ADR — Stay of Proceedings — Mandatory Nature of Reference under Section 5 of the Arbitration and Conciliation Act
Where a party applies after filing a written statement of defence, a court before which proceedings subject to an arbitration agreement are brought has no discretion to refuse a reference; its task is confined to determining whether a dispute exists, whether it is arbitrable, whether it is governed by a valid arbitration agreement, and whether either statutory ground of refusal in section 5(1) is established.
Arbitration & ADR — Arbitrability — Presumption in Favour of Arbitration of Commercial Contractual Disputes
There is a general presumption in favour of arbitrability, and unless a clear statutory bar or public policy consideration exists, an ordinary contractual dispute between private parties concerning contract sums and damages is objectively and subjectively arbitrable; the existence of the court's general jurisdiction over contractual claims does not render a dispute non-arbitrable.
Arbitration & ADR — Formation and Form of Arbitration Agreement — Tick-Box Clause in Signed Written Contract
An arbitration agreement satisfies sections 2 and 3 of the Arbitration and Conciliation Act where the parties' choice of arbitration is manifested by a tick against the Arbitration and Conciliation Act in a governing law clause of a written contract signed by both parties; unconventional drafting does not invalidate the clause where the parties' intention to arbitrate is clear.
Arbitration & ADR — Waiver of Right to Arbitrate — Filing of Written Statement of Defence and Steps in the Proceedings
Filing a written statement of defence does not waive the right to arbitrate; a party loses that right only where it takes a step that directly or impliedly affirms the correctness of the court proceedings or participates extensively in the determination of the suit on the merits.
Arbitration & ADR — Effect of Stay and Reference — Determination of the Main Suit
Once a stay of proceedings and reference to arbitration is ordered under section 5 of the Arbitration and Conciliation Act, the main suit determines and is struck out or dismissed as a suit barred by law and incapable of lawful continuation, the striking out being a consequence of the reference rather than a separate discretionary order.
Civil Procedure — Want of Prosecution — Jurisdictional Limits and Scope of Order 17 rule 4
A court that has found a valid arbitration agreement and is therefore deprived of jurisdiction by section 9 of the Arbitration and Conciliation Act cannot investigate the parties' conduct and dismiss the suit for want of prosecution; further, Order 17 rule 4 of the Civil Procedure Rules empowers the court only to decide the suit immediately where a party fails to perform a required act and does not provide for abatement or striking out.

Legislation cited (14)

Cases cited (13)

Full judgment

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ShimizuKonoike Joint Venture v Uniworks Transporters and Logistics (U) Limited [2026] UGCommC 326 (17 June 2026)
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.