Kenya Case Law

Standard Chartered Financial Services Limited v Manchester Outfitters (Suiting Division) Limited Now Called King Woolen Mills Limited & 2 others

Standard Chartered Financial Services Limited v Manchester Outfitters (Suiting Division) Limited Now Called King Woolen Mills Limited & 2 others [2025] KESC 39 (KLR)

Court

Supreme Court

Case number

Petition (Application) E012 of 2024

Judges

MK Ibrahim, SC Wanjala, N Ndungu, I Lenaola, W Ouko

The Supreme Court held that, despite ongoing disputes regarding the directorship of the applicant companies and the existence of injunctive orders against Mohan Galot, the authority to appoint legal counsel for the applicants remains vested in the Group Chairman under Article 10 of the 1st applicant’s Memorandum of Association. The Court found that the injunction in Narendra Galot v. Mohan Galot did not expressly restrain Mr. Mohan Galot from exercising his discretion to appoint advocates. The Court further noted that the issue of legal representation had been previously litigated and consist…

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• Change Of Advocates
• Company Directorship Disputes
• Authority To Instruct Counsel
• Injunctive Orders
• Board Resolutions
• Representation Rights

Ndambuki v Musembi & others

Ndambuki v Musembi & others [2025] KEHC 4299 (KLR)

Court

High Court

Case number

Commercial Suit E170 of 2023

Judge

NW Sifuna

The High Court adopted a written consent, revoked a board resolution, and reinstated the plaintiff as chairperson of KAMP, with each party bearing its own costs.

• Company Directors
• Board Resolutions
• Consent Judgment
• Consent-judgment
• Company-directors
• Board-resolutions

Directline Assurance Company Ltd v Akm Investments Ltd & 6 others

Directline Assurance Company Ltd v Akm Investments Ltd & 6 others [2024] KEHC 12520 (KLR)

Court

High Court

Case number

Commercial Case E256 of 2020

Judge

PM Mulwa

The High Court held that Gakoi Maina & Co. Advocates was properly appointed for Directline Assurance Company Ltd and dismissed an application challenging its authority to act.

• Company Directors Authority
• Advocate Appointment
• Board Resolutions
• Conflict Of Interest
• Advocate-appointment
• Company-directors-authority

Njenga & 2 others v Kiwipay PTE Limited & 3 others

Njenga & 2 others v Kiwipay PTE Limited & 3 others [2024] KEHC 11197 (KLR)

Court

High Court

Case number

Commercial Petition E010 of 2022

Judge

JWW Mong'are

The High Court declined to set aside adopted consent orders, finding the 4th respondent’s advocates had ostensible authority and no proven fraud or collusion.

• Consent Orders
• Ostensible Authority
• Board Resolutions
• Fraud Allegations
• Company Directorship
• Shareholding Disputes

Tinga Traders Limited v Kenya Commercial Bank Limited & 2 others

Tinga Traders Limited v Kenya Commercial Bank Limited & 2 others [2024] KEHC 8594 (KLR)

Court

High Court

Case number

Commercial Case E288 of 2023

Judge

MN Mwangi

The High Court held that the plaintiff’s former advocates were not properly on record because authority from a valid board resolution was not proved, and the suit was marked withdrawn.

• Corporate Authority
• Board Resolutions
• Legal Representative Capacity
• Withdrawal Of Suit
• Corporate-authority
• Board-resolutions

Lake View Development Limited v Belgo Holdings Limited & another

Lake View Development Limited v Belgo Holdings Limited & another [2024] KEELC 3960 (KLR)

Court

Environment and Land Court

Case number

Environment & Land Case E064 of 2020

Judge

JO Mboya

The court dismissed an application to set aside a withdrawal of suit, holding that company directors appointed at an AGM had authority to instruct counsel and withdraw the case.

• Company Directorship Disputes
• Authority Of Company Agents
• Board Resolutions
• Change Of Advocate
• Withdrawal Of Suit
• Company-directorship-disputes

Tawai Limited v Muhindi & 5 others

Tawai Limited v Muhindi & 5 others [2024] KEHC 4474 (KLR)

Court

High Court

Case number

Civil Case 22 of 2018

Judge

AC Mrima

The High Court struck out Tawai Limited’s suit as a nullity after finding it had been filed by persons who were not the company’s lawful directors.

• Company Directorship
• Corporate Capacity
• Board Resolutions
• Authority To Institute Suit
• Company-directorship
• Corporate-capacity

Kionge & 5 others v Speaker Migori County Assembly & 4 others

Kionge & 5 others v Speaker Migori County Assembly & 4 others [2022] KEELRC 13283 (KLR)

Court

Employment and Labour Relations Court

Case number

Judicial Review E010 of 2022

Judge

CN Baari

The court found that the Respondents made far-reaching resolutions, including changing bank signatories, during a transition period and after the dissolution of the County Assembly, without proper procedure and without the mandatory presence of the Clerk as Secretary. The majority of Respondents failed to respond or attend court, and only the 4th Respondent denied participation. The court held that the application was not overtaken by events, as the impugned decisions remained on record and could still be implemented. The circumstances were deemed exceptional, warranting judicial review as th…

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• Judicial Review
• Removal From Public Office
• County Assembly Procedure
• Board Resolutions
• Procedural Fairness

Mogusii Farmers Group Co. Ltd & another v Mose & 27 others; Momanyi & 2 others (Interested Parties)

Mogusii Farmers Group Co. Ltd & another v Mose & 27 others; Momanyi & 2 others (Interested Parties) [2022] KEHC 10128 (KLR)

Court

High Court

Case number

Civil Case 5 of 2021

Judge

FA Ochieng

The court found that the plaintiffs failed to demonstrate that the suit was properly authorized by the requisite board resolutions, rendering the proceedings fatally defective. The court held that the previous directors' terms had expired, and the new directors were elected in accordance with statutory provisions and the company's articles. The failure to hold annual general meetings due to the Covid-19 pandemic did not excuse non-compliance, as virtual meetings were possible. The court further held that the removal of the new directors would not restore the former directors, and that the res…

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• Company Directors
• Corporate Governance
• Board Resolutions
• Mandatory Injunctions

Charles Kirimi Mbui v Kenya Tea Development Agency Holdings Limited

Charles Kirimi Mbui v Kenya Tea Development Agency Holdings Limited [2022] KEELRC 781 (KLR)

Court

Employment and Labour Relations Court

Case number

Cause E809 of 2021

Judge

J Rika

The court set aside ex parte injunction orders after finding there was no executed renewed contract for the claimant’s managing director role and that material facts were not fully disclosed.

• Contract Renewal
• Legitimate Expectation
• Injunctive Relief
• Board Resolutions
• Employment-law
• Contract-renewal