Tanzania Case Law

gabriel ponsiani makundi vs sec east african co ltd 4 others 2024 tzhccomd 14 23 february 2024

Court

TZHCCOMD

The petitioner is the lawful owner of 4,512 fully paid-up shares in the 1st respondent company, the removal as director was not done in accordance with the law and proper procedure, and the respondents' actions were unfairly prejudicial. Reliefs sought for appointment as chairman/managing director, co-signatory rights, audit, dividends, commissions, and injunctions were declined as they are matters for the company or lacked evidentiary basis. The cross-petition lacked merit as the evidence supports the petitioner's shareholding and no proof was provided for the respondents' claims.

Source excerpt

• Shareholding
• Director removal
• Unfair prejudice
• Corporate governance
• Dividends
• Share forfeiture

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ms devota kiwory and another vs celtawico ltd 2020 tzhccomd 59 13 may 2020

Court

TZHCCOMD

Minority shareholders sought relief over alleged mismanagement and failed meetings, but the High Court ordered an extraordinary directors’ meeting to address the disputes.

• Statutory meetings
• Director duties
• Minority shareholder rights
• Misuse of company funds
• Dividends
• Audited accounts

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20191211 TZCA Zanzibar

Court

TZCA

The appellants were wrongly sued in their personal capacities for claims that should have been directed at the company, as the company is a separate legal entity. The High Court erred in holding the appellants personally liable for company-related claims.

Source excerpt

• Corporate personality
• Shareholder rights
• Mesne profits
• Dividends
• Personal liability of shareholders
• Proper party to sue

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ISMAIL SABLACK VS JARMO OJANEN

Court

TANZLII

The petitioner failed to prove exclusion from company affairs or that the 1st respondent conducted affairs unfairly prejudicial to his interests. Evidence showed the petitioner had full control of company assets and accounts. No proof was provided of profits, declared dividends, or improper allotment of shares. The foreign bank account was not shown to be connected to the company. The claim of unfair prejudice was not established to the required standard.

Source excerpt

• Unfair prejudice
• Shareholder rights
• Director duties
• Dividends
• Company management

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PRANESH PREMJI VARSAN VS VARSAN DEWJI RAMJI COMM CASE NO

Court

TANZLII

The plaintiff is only entitled to dividends proportionate to his actual shareholding of 12% as evidenced by the share transfer and company records, not 20% as claimed. The claim for other company incomes and profits is unfounded. The defendant was not justified in withholding dividends to offset capital gains tax owed by the transferor. Special damages must be strictly proved and are limited to unpaid dividends for 2014, 2015, and 2016. General damages are awarded for inconvenience caused by the defendant's unjustified withholding of dividends.

Source excerpt

• Shareholder rights
• Dividends
• Special damages
• General damages
• Capital gains tax
• Burden of proof

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anna tabaro rweyemamu vs kilimanjaro game trails ltd others 2008 tzhc 175 13 november 2008

Court

TZHC

The High Court held that the plaintiff remained a shareholder, ordered allotment of 25 shares, and awarded her Tsh 110,000,000 plus interest and costs.

• Share allotment
• Shareholder rights
• Specific performance
• Company profits
• Dividends
• Corporate governance

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20070402 TZHC Arusha

Court

TZHC

The High Court held that the plaintiff was properly allotted 25 shares, had not validly surrendered them, and was entitled to share of profits and specific performance.

• Share allotment
• Shareholder rights
• Specific performance
• Company profits
• Dividends
• Estoppel

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