The High Court has rejected a preliminary objection filed by Old Mutual Holdings PLC in a case brought by businessman Joel Kamau Kibe.
The case centers around allegations of mismanagement, oppressive conduct, and misappropriation of assets by the company’s majority shareholders.
Old Mutual Holdings had sought to block Kibe’s petition, arguing that he lacked the legal standing to file the case.
The company contended that Kibe was not a registered member of the company when the petition was filed, which is required under the Companies Act and the Insolvency Act to seek a liquidation order.
However, Kibe, who had purchased shares in the company between 2014 and 2015, countered that as a shareholder, he was entitled to file the petition.
He accused the majority shareholders of oppression, including excluding minority shareholders from management, misappropriating company assets, and withholding access to crucial company records.
Kibe argued that the objection raised by Old Mutual was not a “pure point of law” but a factual matter that required a full hearing to establish whether he was indeed a member of the company at the time the petition was filed.
In a ruling on Tuesday, Justice Josephine Mongare referenced the landmark case of Mukisa Biscuits Manufacturing Co. Ltd. v.
West End Distributors Ltd. (1969) EA 696, stating that a preliminary objection can only succeed if it is based on clear legal grounds that do not require the court to examine factual details.
The judge ruled: “I am satisfied that the Preliminary Objection has failed the test set out in Mukisa Biscuit and is therefore unmerited and dismissed forthwith.
The Court will therefore at the appropriate time consider the Application filed by the Petitioner.”
Justice Mongare further noted that the question of whether Kibe was a member of the company at the time of filing the petition required a detailed review of facts, which could only be done during a full hearing.
The court concluded that the issues raised by Old Mutual were not pure points of law suitable for determination at this stage, and that the matter required an examination of facts and evidence to ascertain the true position.
As a result, the preliminary objection was dismissed, allowing Kibe’s petition for the liquidation of Old Mutual Holdings to proceed.
The case will now continue, with the court set to assess the merits of the allegations of oppression and mismanagement raised by Kibe.
Tragedy Strikes: Four Dead, One Critical After Gold Mine Collapse In West Pokot
