Tanzania Case Law

Harpal Singh Virdee v Rajinder Petition

Court

TANZLII

Both petitioner and first respondent conducted affairs of the second respondent company in a manner unfair and prejudicial to its interests. The petitioner, as administrator of the estate of a deceased shareholder, is entitled to petition under section 233(2) but is not a member. The petitioner is a director per BRELA records. Both parties must cooperate to resolve managerial issues, and neither may act unilaterally without proper resolutions.

Source excerpt

• Unfair prejudice
• Shareholder rights
• Director status
• Transmission of shares
• Corporate procedure

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dhirajlal walji ladwa 2 others vs jitesh jayantilal ladwa another 2023 tzhccomd 376 17 november 2023

Court

TZHCCOMD

The Petitioners remain lawful members and directors of the 2nd Respondent as the purported transfer of shares and resignation were invalid for non-compliance with the company's MEMARTS, lack of proper board resolutions, and evidence of undue influence. The 1st Respondent's conduct in excluding Petitioners from management, misappropriating funds, and operating company accounts without board authorization was unfairly prejudicial to the Petitioners and the company. Reliefs are granted to restore proper corporate governance and protect the Petitioners' rights.

Source excerpt

• Unfair prejudice
• Shareholder rights
• Directors' duties
• Transfer of shares
• Company meetings
• Corporate mismanagement

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PDFTCMSource0giam

Court

TANZLII

The extraordinary general meeting and resolutions of 21st August 2023 were unlawful and prejudicial to the petitioner due to denial of proxy participation, violation of pre-emption rights, and exclusion from company affairs; challenge to the 31st January 2016 meeting is time barred under the law of limitation.

Source excerpt

• Unfair prejudice
• Shareholder rights
• Company meetings
• Pre-emption rights
• Access to company accounts
• Limitation of actions

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AMENDED RULING HARPAL SINGH VIRDEE AND BANSONS ENTERPRISES LTD MISCELLANEOUS COMMERCIAL CAUSE NO

Court

TANZLII

The petitioner, as administrator of the estate of a deceased shareholder, is not a member but is a person to whom shares have been transferred by operation of law and thus has locus standi under section 233(2) of the Companies Act to petition for unfair prejudice. The petitioner is a director of the 2nd respondent company as per the unchallenged official search report from the Registrar of Companies. Both the petitioner and the 1st respondent, as directors, have committed unfair and prejudicial practices against each other and the company by acting unilaterally and failing to cooperate. There…

Source excerpt

• Unfair prejudice
• Shareholder rights
• Directorship
• Locus standi
• Company meetings
• Share transmission

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ally saleh vs executive officer registration insolvency trusteeship agency others 2019 tzca 570 14 january 2019

Court

TZCA

The High Court of Tanzania held that disputed CUF trustee appointments did not meet statutory requirements and partly allowed the petition, declining a permanent injunction.

• Appointment of trustees
• Validity of board appointments
• Procedural compliance
• Party constitution interpretation
• Injunctions
• Trustees-incorporation-act

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20160815 TZCA Dar es Salaam

Court

TZCA

Court of Appeal dismissed a revision application against a company administration order, holding that minority shareholders had locus standi and no irregularity was shown.

• Administration orders
• Minority shareholder protection
• Mismanagement
• Locus standi
• Company-law
• Corporate-governance

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NA TZCA Dar es salaam

Court

TZCA

The Court of Appeal nullified High Court administration proceedings over IPTL because the interested parties, including the provisional liquidator, were not heard.

• Administration order
• Natural justice
• Provisional liquidator
• Right to be heard
• Administration-order
• Natural-justice

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NA2

Court

TANZLII

The High Court ordered TRI Telecommunication Tanzania Ltd wound up, held the debenture to Citibank invalid for lack of proper board authority, and appointed a liquidator.

• Winding up
• Appointment of liquidator
• Invalidity of debenture
• Shareholder rights
• Fraudulent management
• Creditors' claims

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