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A
A Resident Magistrate’s Court lacks jurisdiction over commercial debts exceeding its statutory pecuniary limit, rendering proceedings void. jurisdiction; pecuniary limits of Resident Magistrate’s Court; commercial debt; nullity of proceedings; jurisdiction may be raised at any stage.
A CLAIM WHICH WAS NOT CHALLENGED IN ANY WAY THERE IS NO DUTY TO PROVE ANYTHING MORE BUT FOR GENERAL DAMAGES AND INTERESTS CLAIMED MUST BE PROVED
AN ASSOCIATE OF THE COMPANY S.3(C) OF THE ITA
ANY DISPOSITION OF COMPANY’S ASSETS OR PROPERTIES AFTER PRESENTATION TO COURTOF A WINDING PETITIO, IS VOID UNLESS THE COURTDIRECTS OTHERWISE
B
BREACH OF ORAL CONTRACT
BONAFIDE PURCHASER FOR VALUE
BOARD OF RESOLUTION IS NOT MANDATORY IN INSTITUTING A SUIT
BANKER AND CUSTOMER RELATIONSHIP
Board resolution is not mandatory in instituting a Suit and Appoint
C
Court refused to pierce the corporate veil absent fraud, asset dissipation or exhaustion of execution remedies. separate legal personality – lifting/piercing the corporate veil – exceptional circumstances required – fraud, concealment or dissipation of assets – execution of decree – exhaustion of execution remedies – arrest and detention of directors.
Consent judgment — Deed of settlement adopted under Order XXIII(3) CPC; corporate disclosure — compulsory audit appointment, access to books of account, filing of audit report with Registrar of Companies; enforcement — court remedies for non‑compliance
Commercial injunctions — withdrawal of application — leave to refile — costs on withdrawal — judicial discretion — delay and party’s preparation — taxation of costs.
CONTRACT OF WORD OF MOUTH
COMMERCIAL DEBT USUALLY ATTRACT INTEREST
COMPANY CASES
CONSTRUCTION OF THE PARTIES CONDUCT
CORPORATE LEGAL PERSONALITY
CORPORATE PERSONALITY, VEIL INCOPORATION, LIFTING OF VEIL OF INCOPORATION, CIRCUSTANCES UNDER WHICH VEIL OF INCOPORATION MAY BE LIFTED
COSTS ALWAYS FOLLOW THE EVENT UNLESS THERE IS REASON TO THE CONTRARY
COURT OF LAW CANNOT ENFORCE A DUBIOUS BUSINESS DEAL
D
Default judgment as ex parte proceeding — Rule 22(1) Commercial Court Rules — Locus standi of defaulting defendants — Expungement of affidavit evidence — Recognition of foreign notarisation.
Declaration of Trust — Unfair prejudice (s.236 Companies Act) — Non‑joinder and necessary parties (Order 1 r.9 CPC) — Company secretary’s acts in official capacity — BRELA not a necessary party.
DEBENTURE CASES
DEFINITION OF THE TERM RETREMENT
DOCRINE OF ELECTION
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F
G
H
I
Inability to pay a judgment alone does not justify piercing the corporate veil or arresting directors. Piercing the corporate veil — Exceptional circumstances required — Fraud, concealment or dissipation of assets — Inability to pay or absence of attachable assets insufficient — Execution remedies must be exhausted before seeking to pierce the veil
Interim release of detained cargo pending suit — Effect of tripartite agreement and partial payment — Prima facie entitlement to release — Bank guarantee as adequate security to protect respondents’ claims.
IMPLIED CONTRACTS
IT IS THE HIGH COURT THAT IS VESTED WITH JURISDICTION TO WIND UP COMPANIES
J
JURISDICTION OF DISTRICT COURT-COMMERCIAL CASE
K
L
Lifting/piercing corporate veil – Execution of decree – inability to locate corporate assets – exceptional circumstances to hold director personally liable (sham, concealment, evasion, alter-ego).
LEGAL FRAMEWORK OF THE LIQUIDATION PROCESS OF THE BANK
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N
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OBLIGATIONS OF THE LIQUIDATOR
ONCE WINDING UP PROCEEDINGS ARE COMMENCED NO, MATTER CAN GO TO ARBITRATION
Ownership of a Commodity Bought on the Hire Purchase Agreement Can Only Pass Upon Payment of All the Instalments, MILLENIUM COACH v. AFRICARRIERS
P
POWERS OF THE BoT WHEN THE BANK BECOMES INSOLVENT
PRINCIPLES FOR ASSESMENT OF GENERAL DAMAGES, RETRIAL
PRINCIPLE OF BANKING, ASSESMENT OF GENERAL DAMAGES,LIQUIDATED DAMAGES
PARTY ARE BOUND BY THE TERMS OF CONTRACT THEY FREELY ENTERED
PAYMENTRELIEF-IN FOREX CASES
Q
QUANTIFICATION OF GENERAL DAMAGES DOES NOT AFFECT JURISDICTION OF THE COURT
R
REMEDIES FOR BREACH OF CONTRACT- LOSS OF EXPECTED PROFITS FALLS UNDER THE CATERGORY OF SPECIAL DAMAGES, MUST BE SPECIFICALLY PLEADED AND PROVED
RESCISSION OF CONTRACT
S
SPECIFIED PUBLIC CORPORATIONS CASES
SUSPENSION OF ACTIVITIES BY AN AIRLINE
T
TAKWA LA KUANDIKISHA MIKOPO BAINA YA WANANCHI WA KAWAIDA
THE POINT AT WHICHA WINDING UP OF A COMPANYIS COMMENCED OR DEEMED TO HAVE COMMENCED
THE NEED FOR THE BOARD RESOLUTION IN SUITS BY THE COMPANY
THE PRINCIPLE OF PRIVITY OF CONTRACT
The Requirement of Board Resolution Before the Company Institute a Suit, Existence of Two Separate Notices of Appeal, Two Notices of Appeal, SIMBA PAPERS
U
UTHIBITISHO WA DENI
V
W
Winding-up refused where majority shareholders failed to exhaust internal remedies and equitable relief was barred by alleged misconduct. just and equitable’ winding up — remedy of last resort; failure to exhaust internal/alternative remedies; unclean hands/inequitable conduct; parallel proceedings/abuse of process; majority shareholders’ fiduciary duties.
winding up – locus standi – section 281(1) Companies Act – board resolution vs members’ special resolution – directors may petition in own names – jurisdictional defect warrants dismissal.
Winding up – Inability to pay debts – Board special resolution – Appointment of official liquidators (s282(1)(d), s297) – Statutory moratoria on dispositions and execution (s287, s288) – Custody of assets (s302) – Liquidators’ final accounts and release (s307).
WHETHER A BINDING IMPLIED CONTRACT MAY BE SAID TO HAVE BEEN CONCLUDED EVEN WHEN THERE IS EVIDENCE SHOWING THAT THE PARTIES INTENDED TO SIGN A FORMAL CONTRACT SUBSEQUENTLY
WHETHER NO MATTER CAN BE REFFERED TO ARBITRATION ONCE A PETITION FOR WINDING UP A COMPANY IS PRESENTED IN THE HIGH COURT
WHETHER THE APPLICATION FOR STAY OF WINDING UP PROCEEDINGS PENDING REFERENCE OF THE MATTER TO ARBITRATION OFFENDS THE JURISDICTION OF THE HIGH COURT TO WIND UP COMPANIES
WINDING OF COMPANIES CASES
WINDING UP THE AFFAIRS OF A BANK-THE APPLICABLE LAW
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Y
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