Commercial Law Index

The case was an application seeking to revive a consent judgment set aside by the registrar of the court. 

The dispute emanated from an application by the respondent seeking an order to nullify registration of property in the name of the defendants (who are now applicants). The order was granted under an ex parte application because the respondents failed to respond to the suit. The respondents tried without success to appeal the judgment.

The respondents then filed a notice of appeal to the Appeal Court seeking to appeal against the order of the High Court dismissing the application. They also requested an interim order for stay of execution. The applicant (who is now the respondent) objected to the appeal arguing that it was late which was confirmed by the registrar. The respondents referred the matter to a single judge and pending the determination by the judge, the parties entered into a consent judgment which was endorsed by the registrar. The registrar later set aside the consent judgment which the applicants are now seeking to revive.

In deciding the case, the court held that there was no appeal before the single judge because the applicants filed the appeal late. The court ruled that the registrar has no jurisdiction to hear and dispose an appeal. It found that the registrar erred when he entered a consent judgment on a matter which was on appeal before a court. It further ruled that the consent judgment was null and void thus it cannot be revived.

In this case the plaintiff had lost valuable equipment through acts of incendiarism and sought indemnity since this had happened over 100 days into the life of the insurance policy. This case illustrates how parties are bound to their own undertakings in a contract for insurance premiums.

The court considered whether the plaintiff was entitled to indemnity under the Contractor Plant and Machinery Policy. The court considered the parole evidence rule and held that the defendant had to meet its obligations under the insurance policy. The policy insurance was clear on what it covered and thus the defendant could not invoke the parole evidence to show what the insurance policy intentions were or not. The court held that it could only enforce the insurance policy as it was.

The court also considered whether the plaintiff’s claim was fraudulent. It held that the plaintiff’s claim under the insurance policy was legitimate, as it had been proven that it possessed a valid insurance policy issued by the defendant. Thus in the absence of proof of fraud by the defendant, obligations under the insurance policy had to be met.

The court concluded that there was no fraud and thus the plaintiff was to be indemnified. The court upheld the claim and awarded damages in favour of the plaintiff.

The application was based on the fact that the applicant had been prevented by sufficient cause from filing a defence in a civil suit which according to the court had a meritorious defence that had a high chance of success.

The main issue was whether the default judgment issued by the lower court pursuant to failure to file a written statement of defence should be set aside.

The court reiterated that the burden is on the process server to indicate whether a principal officer or director or secretary of the corporation has been served or to indicate whether he or she was unable to establish who was being served. The serving officer, in this case, was simply quiet about who was served notwithstanding that there is a stamp of the applicant on the signature of the person served. Moreover, the provisions as to service support are a fundamental rule of justice which is that of fair trial. Fair trial includes due notice of the summons on the defendant or persons sought to be summoned to appear in court. 

The court held that due to the fundamental requirements of service of process on the secretary, director or other principal officer of the company, the default decree and judgment was set aside. The court held that civil procedure rules makes it necessary to identify the person served in the corporation sufficiently to fulfill the requirements for service on a corporation.

The defendants applied for credit facilities to obtain steel products from the plaintiff. The second and third defendants stood surety. The plaintiff contended that the defendants refused to pay for the steel products. The proceedings were for breach of contract, and special and general damages. The defendants denied concluding the contract, and argued the matter ought to be heard in South Africa.

The issues for determination were whether the court lacked jurisdiction; whether there was a contract between the parties; whether the defendants breached the contract; and whether second and third defendants were liable.

On the issue of jurisdiction, the court considered the agreement. It was clear that the parties consented to the jurisdiction of the High Court of South Africa, however the court held that the Constitution and Judicature Act provided it with unlimited original jurisdiction in all matters. Even when parties had an exclusive jurisdiction agreement, the High Court of Uganda still had jurisdiction to hear and determine the matter before it. 

Regarding the existence of the contract, the law required the plaintiff to prove the documents were signed by the second and third defendants. The court found that the plaintiff proved it entered into a valid contract with the defendants.

Whether the defendants breached the contract, the court held that the first defendant breached the contract by failing to pay for the goods, and that the second and third defendants were liable as sureties.

Plaintiff was awarded special and general damages.
 

The appellant appealed against a taxing officer’s order awarding the second respondent costs of 1, 900, 739/= contending that the instruction fee awarded was based on an incorrect value of the suit. The respondents’ counsel raised preliminary objections inter alia that couldn’t be permitted to raise a new point of law that was not argued in the lower court. 

This appeal is in relation to whether an order of non-suit was the appropriate order. The appeal originated from an institution of an action against the respondents. The action was centred around an order for damages, due to an unlawful dismissal from employment. The respondent disputed these claims as they contended that the contract was lawfully terminated. 

The courts below granted judgment in favour of the appellant. However, in the Court of Appeal a piece of evidence belonging to the appellant was expunged on the ground that those pleadings did not constitute evidence. An order of non-suit was made by the Court of Appeal. It is that order of non-suit that gave rise to this appeal at the Supreme Court.

The appellant submitted that there was a breach of the fundamental right to fair hearing as the non-suit was instituted before hearing. Furthermore, he claimed to have satisfactorily proved his case for damages on the now expunged evidence and that this was therefore not a case in which an order of non-suit ought to have been made.

This court resolved this issue in the appellant's favour and the judgment of the Court of Appeal was set aside. Accordingly, this appeal was remitted to the Court of Appeal to be heard by a different panel.
 

This case concerned the appellant's entitlement to notice of meeting prior to removal as company director. The appellant claimed relief for a declaration that his purported dismissal was a repudiatory breach of his contract of employment and that he was denied the right to a notice meeting pursuant to sections 236, 262 and 266 of Companies and Allied Matters Act (CAMA).

The counsel for the respondent contended that against the background of the appellant's contention the trial court had no jurisdiction to entertain the complaint. Given the above claim of the appellant, he should have approached the Federal High Court for the resolution of his complaint of the breaches and not the trial court.

This court held that the dismissal of the appellant was not lawful because of lack of due process. However, the trial court below lacked jurisdiction and since the trial court lacked the jurisdiction to enter the matter, the lower court, equally, lacked the jurisdiction to deal with the appeal before it. Thus, the appeal was found to be unmeritorious and was struck out for want of jurisdiction.

This was an appeal against the decision of the Court of Appeal to strike out the appellant’s appeal on the ground that it only paid a fraction of the filing fee. 

The respondents had filled an action claiming monetary compensation for a diesel spill from the appellant's facility which polluted the respondents’ water. The appellant admitted the spillage and judgment was passed against it. On appeal it paid N200 instead of N5000 to file documents into the registry. The respondents urged the court to dismiss the appeal on the basis of this and other irregularities. The appeal arose from an attempt by the appellant to regularise the payment of fees prior to the filing of the appeal but this was dismissed as incompetent due to payment of inadequate fees.
 
The court considered whether the lower court was right to strike out the appeal. It observed that a discretionary decision based on a principle that inadequate filing fees was fatal to an appeal was a wrong exercise of discretion. The court differentiated non-payment of fees from payment of inadequate fees. It held that a court of law could not allow the provisions of an enactment to be read in a way that would deny citizens access to court, thereby denying a litigant access to justice. It found that the lower court’s striking out of the appeal denied the appellant access to court.

Accordingly, the appeal was upheld and the appellant ordered to pay the correct fees.

The matter involved an appeal over a decision made about a contractual dispute between the appellant and the respondent.

The first issue was whether the trial court had jurisdiction to consider a contractual matter between an individual banker and his bank. The court engaged with the interpretation of the relevant constitutional provision (s 251(1)(d)) as given by the Supreme Court and established that it granted concurrent jurisdiction between federal and state High Courts in customer-bank matters. The court reasoned that the provision is an exception to the exclusive jurisdiction enjoyed by federal courts. It concluded that the trial court had jurisdiction, though concurrent, to decide the matter at issue.

The second issue was whether there had been sufficient proof at the trial court to support judgment in favour of the respondent. Acknowledging that this issue required the court to embark on a re-evaluation of the evidence, the court emphasised that interference could only be done if it is shown that the trial court’s judgment was perversely flawed. After reviewing the trial court processes, the court concluded that there was a failure to properly evaluate the totality of all evidence, particularly determining what was admissible or inadmissible, before making its decisions. Since there was proof of an absence of a nexus link between the conclusions of the court and the proven facts, the appellate court could thus interfere and re-evaluate the evidence. The trial court’s judgment was therefore found to be fraught with error and was set aside.
 

The subject-matter of this appeal concerned the enforceability of an English court order on the parties’ dispute. The first and second respondents argued in the court below that the appellant and third respondent were in breach of the order of a lower court, and so they sought an order restraining its enforcement. The trial judge admitted a copy of the English court’s ruling but made further other orders affirming the subsistence of the lower court ruling which led the appellant to lodge an appeal on multiple grounds.

Regarding the main appeal, the court endorsed the first and second respondents’ argument that the third respondent ought to be compelled to observe the subsisting order of the lower court. It affirmed the inherent power of the court to act where an existing court judgment is flouted to uphold the integrity of the judiciary. Such an issue may be raised by either party orally, by formal application, or raised by the court itself. 

Although the appellant was not part of the suit and lacked the requisite legal standing without formal application, that it was a beneficiary of the English court’s order meant that the trial judge was justified to restrain it from enforcing the order. However, the appellant had been incorrectly found to be jointly liable with the third respondent for flouting the judgment of the court below, so it experienced some success on this count.

On the challenge of the trial court’s jurisdiction to make one of its pronouncements, the appellate court found that the judge had unlawfully addressed the substance of a forthcoming application. This violated the well-established principle that a court must make its findings and orders on the same grounds of argument it has received from the parties. This issue was therefore resolved in the appellant’s favour.

Overall, the appeal was meritorious and allowed in part.
 

The appellant brought an appeal against the judgement of the High Court, where the lower court dismissed the appellant’s suit on grounds that the claim had prescribed.

The court considered whether the appellant’s right to a fair hearing could be determined despite having failed to initiate its case prior to it prescribing and whether the High Court correctly dismissed the appellant’s case due to prescription. 

The court held that the appellant’s right to a fair hearing could not be determined under the circumstances. The court also held that the High Court incorrectly dismissed the appellant’s case without considering important aspects.

Regarding the right to a fair hearing; the court was of the view that since the appellant initiated their case by writ of summons for a declaration against the respondent, it was not an application for the enforcement of a fundamental right and it stood to be affected by the operation of a statute including any limitations the statute could have had. Furthermore, the court issued that the High Court ought to have made an inquiry as to the definition of a ‘public officer’ as used in the statute and if there were any exceptions to the statute that prescribes claims against public officers after three months. The omission by the High Court was held to be an error. 

The appeal was successful, and the judgment of the High Court was set aside. Court ordered the case to be heardafresh by the High Court. No costs were ordered.

The court considered whether money accruing to the state can be subject to a garnishee order and whether the trial court had jurisdiction to entertain the proceedings. 

This case concerned an appeal of a garnishee order on the basis that the court below erred in adjudicating upon the matter as a it did not have the requisite jurisdiction. 

On the first issue, the court found that money had accrued to the state and thus they were entitled to the garnishee order.

On the second issue, the court the court found that jurisdiction is not exercised at large but must be exercised within the confines of the law. In effect, a court can only be clothed with jurisdiction if and only if it was competently constituted in the proceedings before it. 

The factors which determine jurisdiction of a court are 1) the subject matter of the case is within its jurisdiction; 2) there is no feature of the case which prevents the court from exercising jurisdiction and 3) the case comes before the court initiated by due process of law. 

Therefore, the court found that the trial court had acted within the confines of their jurisdiction. 

Appeal dismissed.
 

The appellant and respondent of this case entered into an agreement of service relating to aviation. The respondent as plaintiff before the lower court alleged that the appellant has not paid the amount determined in the contract in full. The trial court ruled in favour of the respondent (as plaintiff).

The court considered whether the trial court had jurisdiction over the matter under s 251 of the Constitution. The court held that the court has jurisdiction over matters relating to aviation. Both parties were engaged in the business of aviation and their dispute arose out of this activity. Consequently, the lower court had jurisdiction.

The court further considered whether the trial court had jurisdiction although the writ of summons did not contain the respondent’s address. Further, the court considered whether the trial court had jurisdiction despite the presence of an arbitration clause in the contract. The court held that the right to complain about irregularities is waived if it is not exercised in due course. It found that the appellant failed to object before the lower court and, therefore, waived the right.

The court was also asked to determine whether the lower court adequately evaluated the evidence presented before it. The court held that the party that files a counter-claim must proof that claim. It found that the appellant in this case did not provide evidence for the claim. Consequently, the court concluded that the lower court adequately evaluated the evidence.

All grounds for appeal were dismissed.