ashura said ndundu and another vs buyuni company limited 2020 tzhc 4633 23 december 2020

ashura said ndundu and another vs buyuni company limited 2020 tzhc 4633 23 december 2020

Probate administrators of a deceased shareholder may be registered as members of the company and the deceased's name removed from the register, but further orders for making entries or notifying the Registrar require strict proof of untraceability of other shareholders, which was not sufficiently established in this case.

Citation
ashura said ndundu and another vs buyuni company limited 2020 tzhc 4633 23 december 2020
Parties
1st Petitioner: Ashura Saidi Ndundu; 2nd Petitioner: Rashid Ahmed Kilindo; Respondent: Buyuni Company Limited
Court
TZHC
Jurisdiction
Tanzania
Judgment Date
23 December 2020
Procedural Posture
Misc Civil Cause (company Law Petition) / Ruling on Petition for Rectification of Register of Members
Outcome
Petition partly granted.
Legal Topics
Rectification of Register of Members, Transmission of Shares, Untraceable Shareholders, Probate Administrators' Rights
Source Language
English
Company Law Probate and Administration Rectification of Register of Members Transmission of Shares Untraceable Shareholders Probate Administrators' Rights

Case Brief

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Parties

Ashura Saidi Ndundu

1st Petitioner

Rashid Ahmed Kilindo

2nd Petitioner

Buyuni Company Limited

Respondent

Procedural Posture

Misc Civil Cause (company Law Petition) / Ruling on Petition for Rectification of Register of Members

Legal Issues

  1. 1 Whether probate administrators of a deceased shareholder can be registered as members and remove the deceased from the register of members of Buyuni Company Limited.
  2. 2 Whether the Court can grant the petitioners authority to make necessary entries on the company register of members in absence of other shareholders and directors.
  3. 3 Whether the Court can order the petitioners to notify the Registrar of Companies of the rectification in absence of other co-shareholders and directors.

Ratio Decidendi

Probate administrators of a deceased shareholder may be registered as members of the company and the deceased's name removed from the register, but further orders for making entries or notifying the Registrar require strict proof of untraceability of other shareholders, which was not sufficiently established in this case.

Court Disposition

Petition partly granted.

Orders

  • Petitioners to be registered as members of Buyuni Company Limited and deceased Arnaldo Amadori's name to be removed from the register of members.
  • No order as to costs.