[2021] KEHC 4324 (KLR)
The court found that, despite the existence of a pending succession cause involving the same parties and related issues, the High Court retains jurisdiction to hear the application for rectification of the company register. However, to avoid the risk of conflicting decisions and to promote judicial efficiency, the...
Source-derived case information.
- Citation
- [2021] KEHC 4324 (KLR)
- Parties
- Applicant: Joginder Singh Dhanjal; Respondent: Dhanjal Brothers Limited; Respondent: Registrar of Companies
- Court
- High Court
- Court Station
- High Court at Mombasa
- Jurisdiction
- Kenya
- Case Number
- Miscellaneous Application E013 of 2020
- Procedural Posture
- Miscellaneous Application / Directions on Interlocutory Applications; Consideration of Stay Pending Succession Proceedings
- Outcome
- Application stayed generally pending determination of Succession Cause No. 20 of 2006.
- Judges
- DO Chepkwony
- Legal Topics
- Rectification of Company Register, Jurisdiction of High Court, Succession Related Disputes
- Source Language
- en
Source-derived case record
Summary, issues, holding and outcome
More case intelligence is available
Unlock the full research layer for this judgment.
Parties
Joginder Singh Dhanjal
Applicant
Dhanjal Brothers Limited
Respondent
Registrar of Companies
Respondent
Procedural Posture
Miscellaneous Application / Directions on Interlocutory Applications; Consideration of Stay Pending Succession Proceedings
Legal Issues
- 1 Whether the High Court has jurisdiction to entertain the application for rectification of the company register in light of a pending succession cause.
- 2 Whether the proceedings should be stayed to await the outcome of Succession Cause No. 20 of 2006.
- 3 Whether the applicant is required to withdraw the current suit and pursue the complaint in the succession cause.
Ratio Decidendi
The court found that, despite the existence of a pending succession cause involving the same parties and related issues, the High Court retains jurisdiction to hear the application for rectification of the company register. However, to avoid the risk of conflicting decisions and to promote judicial efficiency, the court exercised its discretion to stay the present proceedings generally, pending the determination of Succession Cause No. 20 of 2006. The applicant is granted liberty to elect whether to continue or withdraw the matter upon conclusion of the succession cause. The court rejected the respondent's argument that it lacked jurisdiction, clarifying that the High Court's divisions...
Court Disposition
Application stayed generally pending determination of Succession Cause No. 20 of 2006.
Orders
- The present application is stayed generally to await the outcome of Succession Cause No. 20 of 2006.
- Upon conclusion of the succession cause, the applicant is at liberty to elect whether to continue or withdraw the present matter.
Full Case Text
Judgment text and source record
34 paragraphs
REPUBLIC OF KENYA
IN THE HIGH COURT OF KENYA
AT MOMBASA
MISCELLANEOUS APPLICATION NO.E013 OF 2020
IN THE MATTER OF: SECTION 103 OF THE COMPANIES ACT, NO.17 OF 2015.
AND
IN THE MATTER OF: RECTIFICATION OF THE COMPANY REGISTER.
AND
IN THE MATTER OF: DHANJAL BROTHERS LTD
AND
IN THE MATTER OF: THE COMPANIES (HIGH COURT) RULES
BETWEEN
JOGINDER SINGH DHANJAL........................................................APPLICANT
VERSUS
DHANJAL BROTHERS LIMITED..........................................1ST RESPONDENT
REGISTRAR OF COMPANIES.............................................2ND RESPONDENT
RULING/DIRECTIONS
1. The matter came up for directions with regard to hearing of two applications, dated 22nd October, 2020 taken out by Mr. Joginder Singh Dhanjaland 19th November, 2020, filed by the 1st Respondent, respectively.
2. In the application dated 22nd October, 2020, Mr. Kibunja appears for the Applicant and in explaining its nature, told the court that the same is simply a complaint for intermeddling following the death of the his father, Jaswant Singh. Mr. Kibunja has however intimated that there is a Succession Cause being, Succession Cause No.20 of 2006 which is
coming up for hearing in September, 2021 and to avoid a situation where this Court might make a conflicting order to what may be decided in the Succession Cause, there is need that the instant application be stood over generally to await the outcome of the Succession Cause.
3. M/S Wanjiku, counsel for 1st Respondent, on the other hand did not rest the matter at Mr. Kibunja’ssubmissions. She has totally disagreed with Mr. Kibunja and opined that owing to the fact that there is a pending Succession Cause, this Court lacks jurisdiction to entertain the complaint launched before it in this matter. She states that the correct forum would have been in the same Succession Cause. She also adds that if the Applicant thinks that he does not have a cause of action, then he might as well withdraw the matter and await the outcome of the Succession Cause, and thereafter decide on whether to still move the court.
4. In a quick rejoinder, Mr. Kibunja submitted that withdrawing the case would prejudice the other four Applicants who are yet to be heard.
5. I have perused the court record and note that there is a further Notice of Motiondated7th December, 2020 filed by the Firm of M/S Aoko Githara & Company Advocates on behalf of the Interested Parties. However, there was no representation of any one from the said Firm of Advocates, hence the application was not addressed at all. This Court is therefore minded to exercise leniency by granting directions that do not drastically affect the Applicants in the application dated 7th December, 2020.
6. Nonetheless, having listened to submissions and arguments by Mr. KibunjaandM/S Wanjiku, I find that there was consensus on the existence of Succession Cause No.20 of 2006 which is still pending determination and all the parties herein are involved. Mr. Kibunja advocates for the matter herein to be stayed pending the determination of the said Succession Cause while M/S Wanjiku thinks that it would be right for orders to issue directing the Applicant in the application dated 22nd October, 2020 to withdraw the suit and lodge the complaint herein in the pending Succession Cause.
7. In addressing the question of jurisdiction of this Court as raised by M/S Wanjiku, I wish to point out that, firstly, this Court, under Article 165 of the Constitution has unlimited jurisdiction in Civil matters including the one at hand. And that the divisions created in the High Court are merely meant to ease administrative and efficient disposition of the matter before it without limiting the jurisdiction of the court. This is so to say that the Commercial Division can be allocated matters from the Family Division and vice versa. The objection by M/S Wanjiku therefore appears to be the similarity of the issues in the Succession Cause and the matter herein.
8. However, I am not privy to the Succession Cause and cannot tell what issues are pending or have been addressed in the said matter. My view is that the Applicant herein had an option of raising her complaint either in the Succession Cause or as a fresh suit as the one herein; as his hands were not entirely tied to the Succession Cause.
9. Having said as much, I am of the opinion that the matter be stayed generally to await the determination of the Succession Cause NO.20 of 2006 so as to avoid the curt having to adjudicate on the same issue in both matters. And upon the conclusion of the Succession Cause, the Applicant be at liberty to elect whether to continue or withdraw the matter herein.
SIGNED, DATED AND DELIVERED VIRTUALLY AT MOMBASA THIS 8TH DAY OF JULY , 2021.
D. O. CHEPKWONY
JUDGE
In the presence of:
Mr. Kibunja counsel for Applicant
M/S Wanjiku – Nduati counsel for Respondent
Court Assistant - Winney