KAKOZA v NYAGATARE

KAKOZA v NYAGATARE

A person remains a shareholder by virtue of being registered in the share register, regardless of whether all shares have been paid for, unless there is a specific provision to the contrary in law or contract. Dismissal of a shareholder by another shareholder is not permitted under Rwandan company law; such actions must follow procedures set out in the law and company articles. The appeal by Kakoza lacked merit as neither law nor contract justified the removal of Nyagatare as shareholder.

Citation
RLR V.3-2022
Parties
Appellant: Kakoza Nkuriza Charles; Respondent: Nyagatare Jean Luc
Court
Supreme Court
Jurisdiction
Rwanda
Judgment Date
23 June 2017
Case Number
RCOMAA 00056/14/CS
Procedural Posture
Civil Appeal / Supreme Court Judgment
Outcome
Appeal dismissed; judgment of Commercial High Court largely upheld.
Legal Topics
Shareholder Rights, Company Register, Share Payment Obligations, Dismissal of Shareholder, Company Disputes
Source Language
en, rw
Company Law Shareholder Rights Company Register Share Payment Obligations Dismissal of Shareholder Company Disputes

Case Brief

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Parties

Kakoza Nkuriza Charles

Appellant

Nyagatare Jean Luc

Respondent

Procedural Posture

Civil Appeal / Supreme Court Judgment

Legal Issues

  1. 1 Whether non-payment of all shares deprives a person of shareholder status
  2. 2 Whether a shareholder can be dismissed by another shareholder
  3. 3 Whether damages are payable for deprivation of shareholder rights

Ratio Decidendi

A person remains a shareholder by virtue of being registered in the share register, regardless of whether all shares have been paid for, unless there is a specific provision to the contrary in law or contract. Dismissal of a shareholder by another shareholder is not permitted under Rwandan company law; such actions must follow procedures set out in the law and company articles. The appeal by Kakoza lacked merit as neither law nor contract justified the removal of Nyagatare as shareholder.

Court Disposition

Appeal dismissed; judgment of Commercial High Court largely upheld.

Orders

  • Kakoza Nkuriza Charles to pay Nyagatare Jean Luc 1,000,000 Frw for counsel's fee in addition to 1,500,000 Frw previously awarded, totaling 2,500,000 Frw.
  • Court fees deposited by Kakoza cover expenses incurred in this case.