Lawpoint Uganda

The court emphasized the limited remedies oppressed minorities in non-stock companies have to challenge majority decisions. Subscribing members should scrutinize carefully the 'standard' incorporation documents to prevent the scenario here. Members entering corporate partnerships must carefully review and negotiate Articles of Association, particularly voting structures, deadlock provisions, and removal procedures, before incorporation.

The Court held that Section 138 of the Companies Act empowers the court to intervene where it is impracticable to convene or conduct a company meeting in accordance with the Act or the Articles. “This provision gives Court jurisdiction to make orders or directions to overcome difficulties faced by a company in holding a meeting, so that its affairs can be conducted where they might otherwise be stymied.” Relying on In Re Eastern Province Bus Company (1966) EA 492, the

The recent merger agreement between Warner Bros. Discovery (WBD) and Netflix has caught the attention of law students and corporate law enthusiasts alike. This deal is not just significant for the entertainment industry but also offers a fascinating look into complex legal structuring in mergers. The agreement involves a series of internal restructuring steps on WBD’s side before the actual merger with Netflix takes place. Understanding these steps is crucial for anyone inter

The Court examined whether the bank breached its fiduciary obligations when it acted on the order. In doing so, it adopted both English and Ugandan jurisprudence on freezing and garnishee orders, particularly the landmark decision in Customs & Excise Commissioners v Barclays Bank Plc, later followed by the Supreme Court of Uganda in Arim v Stanbic.“A bank’s relationship with its customers is subject to the law of the land… It seems to me in the final analysis unjust and unrea

The Court held that Section 34 CPA is a directive to the court, not a bar to parties filing a suit. It aims to save judicial time and costs but does not invalidate proceedings filed by plaint. “It is my understanding that this provision does not dictate the nature of proceedings whether by application or plaint… It is instructive to court and not the parties.” the judge emphasized that the section permits courts to treat execution proceedings as a suit, and hence, this suit

Court observed that an individual who intends to transact at the personal level should not hide under the image of a company and deny a party the right to or right to a claim. Court further observed that the powers of court on revision are very limited.Citing the cases of Joseph Ntibaza V Majambere Ronald Misc.Application No.005 of 2024 and Kehooda Immaculate and Rwabuhe Johnson V Lyamujungu co-operative financial services,Revision Application No.002 of 2025...Court stated th

In the employment context, where an employer has benefited from the labour of an individual under an employment arrangement, it may not escape liability by pleading technical non-existence or lack of incorporation. 

The High Court affirmed that Once shareholders of a company pass away, it is reasonable for the court to allow the surviving member and/or officer to conduct the affairs of the company as they deem fit to further the company’s objectives