Omara® 🇺🇬 @RealEmmaa

Justice Rubagumya sets aside Small claims Court judgment✍️ Rule 5(2)(g) of the Judicature (Small Claims Procedure) Rules stipulates that the Small Claims Procedure Rules shall not apply to contracts of service and contracts for service. Legal Representation: Applicants: M/s Origo Advocates Respondent : M/s Mila Advocates. Case link: ulii.org/en/akn/ug/judg…

Spousal consent to mortgage a matrimonial home is transaction specific and does not automatically extend to subsequent, separate loan facilities. A continuing security clause may secure further advances under the original revolving facility but cannot extend the mortgage to entirely new credit facilities without the spouse's informed and genuine consent. #LegalAlert See full Details: drive.google.com/drive/folders/…

YOU REGISTERED A COMPANY. BUT DO YOU UNDERSTAND WHO REALLY CONTROLS IT? Did you know that corporate governance is much older than the scandals that made it famous? Or did you just form a company, appoint yourself director, collect the certificate of incorporation and assume that everything else would fall into place? Let us talk about what happens after registration. Corporate governance is not merely about boardroom meetings, minutes, annual returns or ticking compliance boxes. It is about power, accountability, ownership, control and the interests a company is supposed to serve. The Cadbury Report of 1992 gave us one of its most enduring definitions: corporate governance is “the system by which companies are directed and controlled.” But here is the interesting question: if shareholders provide the capital, must directors always do exactly what shareholders want? And should a company care only about profits, or also about its employees, creditors, customers and the community? These questions did not emerge yesterday. In the 1600s, companies such as the East India Company operated under royal charters and enjoyed extraordinary privileges. Then came the South Sea Bubble scandal of 1720, exposing the dangers of hype, misleading information and unchecked corporate power. Investors suffered, and the state itself was caught up in the disaster. Fast-forward to the modern corporation. As companies grew, ownership became increasingly separated from control. In 1932, Adolf Berle and Gardiner Means examined how managers could acquire effective control of companies even when they owned very few shares. Think about that for a moment: the people who own the shares may not be the people who actually control the business. That is one of the central problems corporate governance seeks to address. And then came the great intellectual battle. On one side, shareholder primacy argues that a company should principally serve its shareholders and maximise their wealth. Milton Friedman became one of its most influential advocates. On the other side, stakeholder theory asks whether a company can legitimately pursue profit while ignoring the employees who build it, the creditors who finance it, the customers who sustain it and the communities affected by its operations. Between these positions lies enlightened shareholder value: the idea that long-term corporate success requires directors to consider wider interests rather than obsess over immediate profits. But the debate gets even more interesting when we examine the theories. Agency theory warns us that directors and managers may pursue their personal interests instead of those of the company. That is why audits, independent directors, disclosure and accountability matter. Stewardship theory takes a different view. It recognises that managers are not necessarily opportunists; they can be responsible stewards who need trust and room to make decisions. Contractarian theory views the company as a nexus of contracts, emphasising private ordering, freedom of contract and the role of markets. Stakeholder theory challenges us to look beyond shareholders, while resource dependence theory reminds us that a board contributes more than oversight: it can bring expertise, finance, networks, legitimacy and strategic connections. No single theory explains everything. Each reveals a different dimension of corporate power, and each has its weaknesses. Now bring this discussion home to Uganda. You may have a family company where the founder is simultaneously the majority shareholder, managing director and the person making every important decision. You may have a company with several shareholders, yet one person controls the board, the finances and the information available to everyone else. In such circumstances, the governance question is not simply whether the company has directors. It is whether power is properly exercised, whether minority shareholders are protected, whether conflicts of interest are managed and whether those entrusted with the company's affairs can be held accountable. Did you know that being a shareholder does not automatically give you the right to personally manage every aspect of the company's business? The law recognises a distribution of powers between the board and the members in general meeting. The board ordinarily manages the company's affairs, subject to the law and the company's constitution; members retain important powers, including the power to appoint directors and, subject to the applicable law, remove them. Understanding that distinction can prevent unnecessary disputes, costly mistakes and the dangerous assumption that a company is simply an extension of its founder. Good corporate governance can strengthen investor confidence, reduce fraud and mismanagement, protect minority shareholders, improve risk management and promote sustainable business growth. Poor governance can destroy trust, expose a company to litigation and leave employees, creditors and investors paying the price for decisions they never controlled. And here is the uncomfortable truth: a company can be properly incorporated on paper and still be badly governed in practice. So, the next time you register a company, do not stop at asking, “How do I make money?” Ask yourself: 1. Who should control this company? 2. To whom are its directors accountable? 3. Whose interests should guide its decisions? 4. And what safeguards exist when the people in control begin serving themselves? These are not merely academic questions. They go to the heart of whether a company can survive, attract investment and command public confidence. Let us move beyond registering companies to understanding how they should be governed. For more info on this, DM for the paper on corporate governance.

The Supreme Court has settled perhaps all the vexing questions on adverse possession: 1. Where there is a change of ownership, time starts running against the new owner a fresh (interesting for succession titles). 2. Adverse possession can accrue from a failed sale.

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#LEGALALERT The import of circumstantial evidence in civil proceedings, the effect of time on land sale transactions, locus standi between a beneficiary and a trustee in institution of a suit, bank's duty to inspect land before accepting the title as security and creation of an equitable mortagage.

A 12-storey building under construction has collapsed along 9th Street in Eastleigh, Nairobi, Kenya, but it's not clear how many people were killed or injured.

The Supreme Court has today resolved a seven-year commercial dispute valued at US$17 million (approximately UGX 71.49 billion) through mediation, bringing to a close 34 matters (arising from the dispute) before courts in Uganda, England and Wales. The mediation was conducted before Lady Justice Prof. Lillian Tibatemwa-Ekirikubinza (Justice of the Supreme Court), at the Supreme Court in Kampala. The case, Civil Appeal No. 28 of 2025, through Mediation No. 2 of 2026, has led to the resolution of 34 matters before courts in Uganda and abroad. These include 18 matters in the High Court of Uganda, 13 matters in the Supreme Court of Uganda, and three claims before courts in England and Wales. The dispute arose from a Term Facility Agreement dated 11 December 2014, as amended, between the parties. It culminated in arbitration proceedings before the International Chamber of Commerce and the subsequent issuance of an arbitral award. The parties were thereafter involved in various court proceedings in Uganda, England and Wales. Speaking after the mediation, Lady Justice Prof. Tibatemwa-Ekirikubinza thanked the parties and their advocates for their willingness to engage and for remaining calm throughout the mediation process. She congratulated them on bringing the seven-year dispute to a peaceful conclusion and encouraged business entities to resolve their differences through Alternative Dispute Resolution (ADR), which she noted offers faster and more cost-effective results. In his remarks, Dr. Kirunda Robert, one of the lawyers in the matter, described the mediation as groundbreaking, noting that it had resolved 34 matters in Uganda and abroad. He emphasized the importance of mediation in protecting clients’ interests and delivering faster justice. “Settling commercial cases through mediation protects clients’ interests while delivering faster justice,” he said. He also stressed that prolonged commercial litigation drains corporate budgets through legal fees and thanked the mediator for her wise counsel throughout the process, which he noted led to a strategic commercial outcome. One of the parties in the matter also thanked the mediator for the successful mediation, noting that it had saved costs, was time-efficient, and preserved business relationships between them as parties. Present was HW Alex Mushabe Karocho (Private Legal Secretary to the Chief Justice), who conducted the pre-mediation meeting with the assistance of HW Norah Baluka (Research Magistrate attached to Lady Justice Prof. Tibatemwa-Ekirikubinza), and Ms. Patience Alina (Court Clerk)

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MTN Uganda Limited v EZEE Money Uganda Limited (Civil Appeal No. 66 of 2016) [2026] UGCA 298 (22 October 2026) MTN Uganda was cleared of liability under the Communications Act but held liable for wrongful interference with EZEE Money’s contracts, with damages reduced to UGX 300 million. 👉:ulii.org/en/akn/ug/judg… @xcenneth @SilverKayondo @NicholasKalungi @Jude_Mugabi @Jbyam1 @skaheru @DailyMonitor @newvisionwire @NBSBreakingNews @ntvuganda @UGIndependent

WHEN THE NETWORK HAS BARS, BUT THE LAW DRAWS THE LINE! MTN Uganda Ltd v Ezee Money Uganda Ltd [2026] UGCA 298 is a fascinating Court of Appeal decision on competition, market power and the limits of commercial muscle. The real lesson? You can defeat a statutory claim and still lose the tort case. 1/ THE BATTLE FOR THE MOBILE MONEY MARKET Ezee Money needed MTN’s telecommunications network to run its mobile money platform. MTN declined to connect it through the third-party aggregator, YO! Uganda Ltd, insisting on direct commercial arrangements. MTN also had exclusivity arrangements with its mobile money agents. The dispute escalated. Evidence showed that agents who continued serving competing platforms were harassed, equipment was confiscated, and some were temporarily detained. YO! Uganda Ltd was also induced to terminate its aggregation arrangement with Ezee Money. The High Court found for Ezee Money, awarding UGX 800 million in general damages and UGX 1.5 billion in punitive damages. MTN appealed. 2/ THE FIRST BIG LESSON: NOT EVERY BUSINESS USING A NETWORK PROVIDES COMMUNICATION SERVICES MTN’s central argument was that Ezee Money operated a payment platform, not a communications service, and therefore could not invoke the competition protections under section 53(1) of the Uganda Communications Act, The Court of Appeal agreed. Justice Geoffrey Kiryabwire reasoned that relying on telecommunications infrastructure does not transform a financial transactions business into a communications service. Ezee Money facilitated payments and money transfers; it was not, on the evidence, in the business of disseminating or interchanging audio, visual or data content as contemplated by the Act. The Court consequently set aside the findings that MTN had breached the statutory duties under sections 53(1) and 56. Why this matters: A business cannot assume that operating through a regulated industry automatically brings it within every protection created by that industry’s legislation. The statutory definition and the nature of the claimant’s actual business matter. 3/ BUT HERE IS WHERE MTN’S VICTORY STOPS! MTN succeeded on the statutory competition-law issue. It did not escape liability altogether. The Court upheld the separate common-law tort of wrongful interference with contractual relations. This distinction is the heart of the judgment: the failure of one cause of action does not necessarily destroy another legally independent cause of action arising from the same facts. Even if the exclusivity arrangements were not expressly prohibited by legislation during the material period, that did not give MTN a licence to enforce them through unlawful means. Harassment, confiscation of property and physical restraint could not be justified merely by pointing to a commercial agreement. In other words, a contract may give a business contractual rights; it does not confer a private police force. 4/ THE MOST IMPORTANT PRINCIPLE: LAWFUL OBJECTIVES DO NOT SANITISE UNLAWFUL METHODS The Court distinguished the underlying exclusivity agreements from the means used to enforce them. That is a critical distinction for commercial law. A business may have a legitimate interest in protecting its investment, brand, agents and commercial arrangements. But the legitimacy of that objective does not automatically legitimise every method adopted to achieve it. The Court found that MTN had induced YO! Uganda Ltd to terminate its aggregation arrangement with Ezee Money and upheld liability for wrongful interference. This is not a blanket ruling that exclusivity agreements are unlawful. Nor does it mean that every commercial decision that disadvantages a competitor amounts to a tort. The crucial question is whether the legal elements of the particular cause of action are established, including the requisite unlawful interference and resulting damage. 5/ MARKET DOMINANCE: A LESSON IN LITIGATION STRATEGY The judgment also contains a useful procedural lesson. MTN attempted to retreat from the admission of its dominant position in the joint scheduling memorandum, arguing that counsel had made a mistake. The Court was not persuaded that MTN could simply disown that agreed position at trial. It upheld the trial judge’s treatment of dominance as an agreed fact. There is, however, an important nuance: the Court’s reasoning on estoppel was not that every statement in a scheduling memorandum automatically creates an estoppel. Rather, it considered the effect of the parties’ agreed position in the context of the proceedings. The practical lesson for advocates: Scheduling memoranda are not decorative paperwork. An admission made at the pre-trial stage can materially shape the evidence a party presents, the case it prepares and the arguments it can credibly advance later. 6/ THE UGX 2.3 BILLION QUESTION: COMPENSATION IS NOT A LICENCE TO GUESS The Court reduced the damages dramatically: 1. General damages: UGX 800 million → UGX 200 million. 2. Punitive damages: UGX 1.5 billion → UGX 100 million. The total fell from UGX 2.3 billion to UGX 300 million. Why? The Court accepted that Ezee Money had suffered substantial business harm, including a reported 79% drop in transactions, 65% of service centres becoming inactive, increased operating costs and reputational damage. But the Court also criticised the trial judge’s reliance on internet financial reports about MTN that had been rejected in evidence. Rejected evidence cannot legitimately become the foundation for assessing damages. That is a vital evidential lesson: the seriousness of a defendant’s conduct does not relieve a claimant of the need for a sound evidential basis for the remedies awarded. Punitive damages may serve a deterrent function, but their amount must still be justified by the evidence and circumstances of the case. 7/ A PROCEDURAL WARNING FOR APPELLATE ADVOCATES The Court also struck out MTN’s generic ground alleging that the trial judge had failed to properly evaluate the evidence. Relying on Rule 86(1) of the Court of Appeal Rules and Attorney General v Florence Baliraine [2013] UGCA 9, the Court emphasised that grounds of appeal must identify the specific errors complained of. Simply alleging that a judge “failed to properly evaluate the evidence” is not enough. An advocate must identify what was wrongly decided and the order sought. An appeal is not a second invitation to tell the entire story. It is a challenge to identifiable errors in the decision below. 8/ THE FINAL TAKEAWAY This judgment is significant because it refuses to collapse three separate questions into one: Does the claimant fall within the protection of the statutory competition regime? Did the defendant independently commit a recognised common-law tort? What damages are justified by the evidence? Ezee Money failed on the first question but succeeded on the second. It retained liability-based relief, but its damages were substantially reduced on the third. That is the real lesson in MTN Uganda Ltd v Ezee Money Uganda Ltd [2026] UGCA 298: the boundaries of a statute may limit a claim, but they do not automatically immunise independently unlawful conduct. Commercial power can be considerable. Legal accountability, however, is not determined solely by who owns the network. Case: MTN Uganda Ltd v Ezee Money Uganda Ltd, Civil Appeal No. 66 of 2016, [2026] UGCA 298 (22 October 2026). #CompetitionLaw #CommercialLaw

Court of Appeal of #Uganda has just rendered a #CompetitionLaw decision that will be debated for years When you put #lawyers & #economists in the same room, you'll probably get more views & opinions than the people in the room Delayed for a whole decade MTN vs Ezee Money

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Those about to pay dowry and make weddings, Kindly listen 1000 times.

High Court of #Uganda has advised Prosecutors not to be shy to seek enhancement of sentences & compensation in statutory offences under Uganda #Communications Act Offences like vandalism are rife in the sector. In this case, 16 lithium batteries worth UGX 216 million #utilities

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When Courts Play Policitics Justice Bernard Namanya: Two decisions, different evidential standards. High Court Judge, His Lordship Bernard Namanya has rendered a decision upholding the election of Ms Justine Nameere as Masaka Woman MP. The decision has been received with some major controversy. This same Judge annulled the election of Mr Elias Nalukoola in Nambi Faridah Kigongo Vs Luyimbazi Elias Nalukoola and the EC. It appears that in his decision to annul the Nalukoola election, His Lordship lowered the substantiality bar under Section 80 of the Parliamentary Elections Act, while in the decision to uphold Ms Justine Nameere’s election, the His Lordship raised it. I’ll explain: Frame 1: 2025: Nambi Faridah Kigongo v Luyimbazi Elias Nalukoola and Electoral Commission. Election of Nalukoola set aside; seat declared vacant; fresh election ordered. Each party to bear own costs. Here, His Lordship found that the Electoral Commission failed to count, declare, and tally results from 14 polling stations affected by violence, disenfranchising 16,640 registered voters (including the petitioner). This was non-compliance with the Parliamentary Elections Act. This, combined with Mr Nalukoola’s campaigning on polling day led the Judge to throw out the election and order for a fresh election, which ultimately didn’t happen due to time constraints. Application of the substantiality test in that case: The Judge reasoned that failure to tally the 14 stations “was an act of non-compliance and the non-compliance affected the result of the election in a substantial manner.” The disenfranchisement of 16,640 voters (potential voters, not ACTUAL voters. The distinction here is important) put the victory of Mr Nalukoola in doubt, which affected the result of the election in a substantial manner. Mr Nalukoola’s margin of victory in that election was about 8,881 votes (17,939 vs 9,058). The Judge reasoned that had the disenfranchised voters at those 14 polling stations participated, perhaps they could have voted for Mr Nalukola’s opponent in larger percentages than they did at the polling stations counted, closing the 8,881 votes she lost by and thus, could have swung the election her way. Fanciful but kinda makes sense. Frame 2; 2026: Nalubowa Rose v Nameere Justine and Others Petition challenging a court-ordered recount dismissed; costs to the respondents. Certificate of Vote Recount declaring Nameere the winner stands. In the Nalubowa/Nameere case, the same Judge Bernard Namanya found material irregularities in the court-ordered recount, to wit: compromised ballot boxes (unsealed, missing/inconsistent contents, etc.), failure by the Electoral Commission to safeguard materials contrary to section 71 of the Parliamentary Elections Act and improper exclusion of nine polling stations rather than rejecting only invalid ballots. If His Lordship had gone with his reasoning in the Nalukoola case, this act of exclusion of 9 polling stations could have been deemed to have disenfranchised about 3,886 registered voters. The reported votes cast were about 1,353. He also said the impugned “recount was conducted in non-compliance with the electoral law.” He however concluded that Ms Nalubowa failed to prove that the non-compliance substantially affected the result and dismissed the petition with costs. This is where it gets murky. Unlike in the Nalukoola decision where the court considered totality of registered voters, here, he considered actual votes cast; 1,353. The Judge reasoned that even if all these were allocated to Ms Nalubowa, it would leave her short of Ms Nameere’s total by about 973 votes. If the Judge had been consistent with his 2025 decision and instead used registered voters, 3,886, this would’ve exceeded Ms Nameere’s winning margin of 2,326 votes. It’s hard to see how the Learned Justice of the High Court diverted from his earlier decision. Unless of course the courts are playing partisan politics #KalebuleHQ

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Arapmwoko Emmanuel v Uganda Wildlife Authority (Miscellaneous Cause No. 44 of 2022) [2026] UGHC 1317 (19 October 2026) UWA game rangers shot the applicant, making UWA vicariously liable, and the court awarded special, general and punitive damages totaling UGX 160,877,500, plus costs. 👉:ulii.org/en/akn/ug/judg… @ntvuganda @NBSBreakingNews @DailyMonitor @UGIndependent @newvisionwire @CanaryMugume @Sudhirntv @SimonKaggwaNjal @wekesa_amos @mildredtuhaise

An uncompleted land sale agreement can give rise to adverse possession where the purchaser remains in possession for the requisite statutory period of 12 years after possession becomes adverse to the vendor. Rights acquired through adverse possession survive the purchaser's death, form part of the deceased's estate and may be enforced by the legal representatives. In Kanziwa Limited v Kandie & Another (Civil Appeal E111 of 2022) [2026] KECA 2080 (KLR), decided on 2 October 2026, Mativo, Kairaria and Hassan, JJA, of the Court of Appeal of Kenya at Nakuru dismissed an appeal concerning approximately 124 acres of land which the Court found had been purchased by the respondents' deceased father, Aaron Kimosop Kandie, in 1982. The appellant denied the sale and disputed the family's possession of the land. However, the Court found that the documentary evidence, including Land Control Board consents, a signed application for consent and correspondence concerning the proposed sale, supported the trial court's finding that the deceased had purchased the land. The Court reaffirmed that an uncompleted sale agreement can ripen into adverse possession where the purchaser remains in possession for the requisite statutory period after possession becomes adverse. It further held that rights acquired through such possession survive the purchaser's death and may be enforced by the administrators of the deceased's estate. The appellant had not established an effective interruption of possession, and the deceased's family had continued occupying the land after his death in 2002. Accordingly, the Court dismissed the appeal with costs and upheld the High Court's decision entitling the respondents to registration as proprietors of the disputed land through adverse possession. Read full judgment: drive.google.com/file/d/1PIOOLZ…

Justice Lubega ✍️ All public documents attached to an election petition and the affidavit in support of an election petition must be certified ✍️ Even if they were exhibited during scheduling without objection from the opposite party, they are liable to be struck off the court record for want of certification ✍ Election petitions are matters of public importance which enflame a lot of public sentiments. This calls for strict adherence to all establishedpro cedural prerequisites by any party int ending to challenge an electionresult before the courts. ✍The court cannot substitute procedural requirements with leniency simply because the petitioner failed to comply with established evidential standards. ✍A candidate whose name is struck off the voters’ register on the polling day and who fails to prove that he was a citizen of Uganda at the time he was nominated is incapable of filing an election petition to challenge the outcome of the election results. Legal Representation: Petitioner: Appeared in person. 1st Respondent: Mr. Wandera Ogalo and Mr. Peter Mukidi Walubiri, representing M/s Victoria Advocates and Legal Consultants and M/s KBW Advocates. 2nd Respondent: Mr. @Kennethkipalu and Ms. Nalubowa Sumayiya of M/s KTA Advocates. Case Link: ulii.org/en/akn/ug/judg…

Acá lo pueden descargar de manera gratuita con fines exclusivamente académicos: drive.google.com/file/d/13aO__Q…

👏👏👏👏👏👏 Congratulations sadam.

Benon M. Gowa @BenonGowa

a week ago

*advocate

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Selam Kasete v Uganda (Criminal Appeal No. 145 of 2026) [2026] UGHCCRD 82 (16 October 2026) Court quashes conviction of an unrepresented Eritrean child, ruling that defective plea-taking, denied consular assistance and ignored welfare safeguards made her removal unlawful 👉:ulii.org/en/akn/ug/judg… @DailyMonitor @newvisionwire @NBSBreakingNews @ntvuganda @bukeddeonline @UGIndependent @GodwinTOKO @SarahBireete @PhillipKarugaba @BalaamBarugahar @TumukundeTT

High Court Awards Shoprite Checkers (U) Limited UGX 19,557,320 in Repair Costs and UGX 20,000,000 in General Damages for Breach of Lease Following Fire Outbreak; Holds That Landlords Must Prove Tenant’s Fault to Recover Rent Arrears Attributable to Fire Damage The Court applied the literal rule of contractual interpretation, emphasising that contractual terms should be given their ordinary meaning, with ambiguity resolved, where necessary, by reference to the factual background and commercial purpose of the agreement with reference to Shariff Osman v Haji Haruna Mulangwa, SCCA No. 38 of 1995; Godfrey Magezi & Anor v Sudhir Ruparelia, SCCA No. 16 of 2001. Read together with clause 39, clause 24.3 authorised the lessor to undertake repairs to the premises and required the lessee to reimburse the costs upon demand. Having established that the Plaintiff carried out the repairs and presented the relevant quotation (PE3), the Court held the 1st Defendant liable for UGX 19,557,320 in repair costs pursuant to clause 24.3. The Court held that the written agreement governed the purchase price and that the claim for the alleged outstanding balance was unsupported by the agreement and, in any event, time-barred. Unlike Akol v Doka, the present dispute concerned the interpretation and enforcement of specific lease provisions governing insurance obligations and the recovery of repair costs. Read more lawpointuganda.com/post/high-cour…