Olivado (EPZ) Limited v KCB Bank Kenya Limited & another (Insolvency Notice E073 of 2026) [2026] KEHC 6891 (KLR) (Commercial and Tax) (19 May 2026) (Ruling)

Olivado (EPZ) Limited v KCB Bank Kenya Limited & another (Insolvency Notice E073 of 2026) [2026] KEHC 6891 (KLR) (Commercial and Tax) (19 May 2026) (Ruling) Neutral citation: [2026] KEHC 6891 (KLR) Republic of Kenya In the High Court at Nairobi (Milimani Commercial Courts) Commercial and Tax Insolvency Notice E073 of 2026 F Gikonyo, J May 19, 2026 Between Olivado (Epz) Limited Applicant and KCB Bank Kenya Limited 1st Respondent Joy Vipinchandra Bhatt 2nd Respondent Ruling Interim relief to re-open business 1.The urgent request by the applicant is a temporary order to re-open the business of the debtor company. The applicant has stated in the affidavits filed and the brief submissions in court, inter alia, that: -a.The Administrator chased away staff from the premises on 25/3/2026 after arriving on the company premises on 24/3/2026 accompanied by police.b.The Administrator formally communicated to directors on 26/3/2026 and 27/3/2026 that he was closing everything down.c.By time of closure, the administrator was not aware of the status of bank accounts, staff on premises but still closed operations.d.Avocado fruits for processing on premises, staff manning the fruit, and electricity and water bills for March 2026 was and are still operational.e.Operation of oil processing equipment and business of company was facilitated by lease of equipment between company and Olivado Fresh EPZ Ltd which has existed since 2025 but updated in January 2026.f.Staff were let go in a bid to reduce overhead after company became insolvent and unable to pay employees. The company became insolvent when clients jumped ship when it was unable to meet its orders due to lack of working capital.g.Administrator’s lack of knowledge will see assets devalued.h.Olivado Fresh EPZ Ltd has been in existence since 2016 and operating alongside the company on the same premises.i.Administrator acted unlawfully and committed acts of misconduct by failing to send notices of appointment to creditors despite being provided with a list; closed the business and company contrary to objectives of Insolvency; failed to renew EPZ licenses hampering ability to carry out business.j.Exposed company to liability/ compensation claims with respect to other companies operating in the premises by closing the premises; failed to send statement of proposals to creditors, convene creditor’s meeting prior to selling assets 2.The administrator took a different view of the matter and stated in the affidavits filed as well as submissions before the court that the Directors’ statement of affairs does not disclose the business the company undertook at the time of appointment of the administrator. 3.He further stated that the Company had no employees at the time of appointment of administrator; the Company has not received any payments this year. 4.According to him, the Directors conveyed business of the company to third parties including Olivado Fresh EPZ Ltd to avoid obligations to creditors while using company assets unlawfully. 5.He stated also that, no record from the company records of agreement made by the company and Olivado EPZ produced by directors for lease of equipment. And, that, the execution part and body of agreement indicate forgery. 6.He also brought to the attention of the court the fact that, there is a live matter HCCOMM/E205/2026 Olivado Fresh EPZ Ltd vs Joy Bhatt and KCB compelling the company to give access to company assets (Mention before Mulwa J on 3/6/2026) Analysis and determination 7.The Further Replying Affidavit sworn by Joy Vipinchandra Bhatt on 4/5/2026 and the Further Affidavit sworn by Edwin Munene on 8/5/2026 are particularly relevant to the limited scope of the interim request herein. I have, however, considered the relevant averments and submissions herein. 8.From the evidence before the court, it appears that the company was not operating any known business as at the time of the appointment of the administrator. It also appears that the company had surrendered its assets for use by third parties but without remitting any payments to the creditors especially the appointing creditor. 9.I doubt whether a security may be leased out to third parties without the consent of the bank. 10.Be that as it may, it was submitted by Ogunde that the third-party companies are alter egos of the debtor company who made profits but did not pay the debt. He submitted further that three months prior to the appointment the company had not remitted a single cent towards settlement of the debt. 11.From the averments by the company directors, the company was not in business because clients jumped ship when it was unable to meet its orders due to lack of working capital. 12.Again, from their averments; Staff were let go in a bid to reduce overhead after company became insolvent and unable to pay employees. 13.The relationship between the company and the third-party companies is obscure. Hence, the submission by the Ogunde that these were alter egos deployed to conceal income of the company and disburse it amongst the beneficial owners thereof. 14.This court has stated before, and will restate it, that directors bear the biggest responsibility to cooperate with the administrator in ensuring that the company is pulled out of the mess it was put into during their watch and that the creditors are paid. Directors should never exhibit any sense of entitlement or greed to continue milking the same cow they malnourished to the detriment of the creditors. 15.The administrator has submitted the plan to re-open business of the company through consultative process and has issued expression of interest to that effect. 16.On prima facie basis, there is no justifiable reason to compel the administrator to open the business of the company in the manner formulated by the directors which I find to be self-serving and self-centered. 17.I do note also that the applicant did not disclose to the court that, there is a live matter HCCOMM/E205/2026 Olivado Fresh EPZ Ltd vs Joy Bhatt and KCB where the third-party company seeks to compel the company to give access to company assets (Mention before Mulwa J on 3/6/2026). Such non-disclosure of material fact may invite adverse inference and be taken to be mala fides on the part of the applicant; such would prevent the court from issuing any equitable relief. 18.To avoid any mischief, this ruling be placed before and be brought to the attention of Mulwa J in the proceedings before the good judge. 19.I decline to issue any interim order against the administrator given the circumstances of this case. The administrator to continue with his plans to re-open the business of the company and the directors to fully cooperate as by law required. DATED, SIGNED AND DELIVERED AT NAIROBI THOUGH MICROSOFT TEAMS ONLINE APPLICATION THIS 19TH DAY OF MAY, 2026--------------F. GIKONYO MJUDGEIn the presence of: -Hasea for applicantOgunde for the administratorIvan/Aggrey- C/A