tanport company ltd vs registrar of companies 2003 tzhc 12 26 may 2003
The court confirmed the alterations as there was no evidence of prejudice to creditors or members, and statutory procedures had been followed.
Source-derived case information.
- Citation
- tanport company ltd vs registrar of companies 2003 tzhc 12 26 may 2003
- Parties
- Petitioner: Tanport Company Limited; Respondent: Registrar of Companies
- Court
- TZHC
- Jurisdiction
- Tanzania
- Judgment Date
- 26 May 2003
- Procedural Posture
- Petition / Judgment
- Outcome
- petition granted
- Legal Topics
- Alteration of Memorandum of Association, Change of Company Name, Increase of Share Capital
- Source Language
- en
Source-derived case record
Summary, issues, holding and outcome
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Parties
Tanport Company Limited
Petitioner
Registrar of Companies
Respondent
Procedural Posture
Petition / Judgment
Legal Issues
- 1 Whether the alteration of the objects clause of Tanport Company Limited's Memorandum of Association should be confirmed by the court
Ratio Decidendi
The court confirmed the alterations as there was no evidence of prejudice to creditors or members, and statutory procedures had been followed.
Court Disposition
petition granted
Orders
- Alterations of the objects of the petitioner confirmed with effect from 26th May, 2003
Full Case Text
Judgment text and source record
1 paragraphs
IN THE HIGH COURT OF TANZANIA (DAR ES SALAAM DISTRICT REGISTRY) AT DAR ES SALAAl\1 IN THE J\tlATTER OF A PETITION FOR ALTERATION OF THE OBJECTS OF TANPORT COl\1PANY LIl\1ITED BY TANPORT COMPANY LIMITED IN THE l\1ATTER OF S.7(1) OF THE COMPANIES ORDINANCE CAP.212 SHANGWA, J.: The Petitioner TANPORT COl\1P ANY LTD. which was incorporated on the 5th day of January, 1999 under the Companies Ordinance Cap.212 is seeking for confinnation of the alteration of its objects found in clause 3 of its Memorandum of Association. This petition was drawn and filed by F .K. Law Chamber Advocates, Samora Avenue, Dar es Salaam. It was presented by Dr. Mapunda, Advocate. Confinnation of the alteration of the objects of this Company is sought under S.7(2) of the Companies Ordinance Cap.212, following a special meeting of over 70% of its shareholders which was held on the 14tl1 August, 2002 and passed resolutions under S.7(l) of the said Ordinance with the effect of altering its objects. The ann of the special meeting of its shareholders expressed in their resolutions is to tunl it into a Public Limited Liability Company by altering its Memorandum of Association so that: (1) The name of the Company is changed to read as TANPORT PUBLIC LIJ\1ITED COMPANY INSTEAD OF TANPORT COMPANY LIJ\1ITED. (2) The objects in clause 3 are altered and renumbered. (3) Its nominal share capital is increased as per S.51(1)(a) of Cap.212. At paragraph 8 of its petition, it is stated among other things that the said alterations will not prejudice its creditors. Needless to mention, Miss Rehema Kitambi for the Registrar of Companies had no objection to the confinnation of the alterations of this company's objects. I have no reason to doubt that before making the alterations sufficient notice was given to every holder of debentures of the Company and to all interested persons and that there is no objection from any of its creditors to the alterations made. Also, I have no reason to doubt that the alterations made are in the common interests of all its members and do not prejudice the rights of any of them. As such, I hereby confinn the alterations of the objects of the petitioner with effect from today. Delivered in Comi this 26th day of May, 2003. ~~-e; A. SHANGWA JUDGE 26/5/2003