Uganda Registration Services Bureau

77 judgments
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77 judgments
Citation
Judgment date
November 2025
Registrar found oppressive conduct from withheld financial information, ordered independent audit and barred petitioner’s share transfer.
Companies Act s243 – oppression petitions; private company governance and requisitioned AGMs; members’ information rights and audited accounts; transfer of shares in private companies – pre-emption/notice restrictions and capacity to transfer; Registrar’s remedial powers versus succession jurisdiction.
4 November 2025
October 2025
Registrar ordered to expunge transfers and resolutions found invalid for forged signatures and procedural non‑compliance.
* Company law – share transfer – requirement for properly executed transfer instrument and notice under Articles and s.83 Companies Act. * Company law – removal of director – requirement of ordinary resolution, special notice and right to be heard under s.191. * Company registrar powers – Regulation 8 (illegal endorsements) and power to expunge misleading or illegally obtained entries. * Relief – rectification/expungement of register entries and related corporate documents.
31 October 2025
Opposition dismissed for late filing and failure to disclose required particulars of registered marks.
* Trade marks – opposition period – Regulation 28 requires opposition within 60 days from date of Gazette advertisement – computation from date of publication. * Statutory interpretation – specific regulation prevails over general Interpretation Act where conflict arises. * Constitution (Article 126(2)(e)) – cannot be used to evade mandatory statutory time limits; extensions available under Regulation 79. * Pleading requirements – Regulation 29(2) mandates trademark numbers and Gazette particulars where opposition alleges resemblance to registered marks; failure to provide these particulars amounts to non‑disclosure of a cause of action. * Registrar’s powers – dismiss opposition filed out of time or failing to disclose a cause of action.
21 October 2025
Registration found erroneous due to confusing similarity; bad faith not proved; entry varied to remove “DIAMOND” and device.
Trade marks – registration in error – similarity and likelihood of confusion – disclaimer and section 19(2) effects – bad faith requires proof of dishonest intent – Registrar’s procedures exclude civil discovery; evidence by statutory declaration – remedy: variation of register under section 88.
14 October 2025
September 2025
Registrar ordered expungement of illegally obtained share forfeiture and director removal documents for breach of Articles and s.191.
Company law – rectification of register; forfeiture of shares – requirements for calls, notice and board resolution (Articles 13–23); removal of director – special notice and opportunity to be heard (s.191); Registrar’s powers to expunge illegally/wrongfully obtained entries (Reg 8(2), Reg 32 SI No.71/2016); failure to follow Articles and statutory procedure renders registered documents invalid.
22 September 2025
Registrar empowered to expunge documents where the respondent’s alleged allotment and directorship were unauthorized and irregular.
* Companies law – validity of allotment and appointment – requirement for minutes of meetings (s.148 Companies Act) and compliance with Articles of Association. * Corporate procedure – transfers vs allotments – company cannot transfer its own unallotted shares. * Registrar’s powers – rectification and expungement of misleading, inaccurate or illegally obtained entries under Companies (Powers of the Registrar) Regulations SI No.71 of 2016 (Regs. 8 and 32).
18 September 2025
Registrar expunged irregular director-appointments, upheld borrowing resolutions, and ordered Registrar to call and preside over a meeting to elect directors.
* Company law – validity of member and director resolutions – requirement of 21 days' notice, minutes and quorum – effect of failure to give notice. * Companies (Powers of the Registrar) Regulations – power to expunge entries that are misleading, inaccurate, issued in error or illegally obtained. * Corporate capacity – a company cannot hold its own shares; corrective reversion of shares lawful. * Third parties and indoor management rule – protection of banks dealing in good faith; borrowing resolutions upheld against expungement. * Jurisdiction – Registrar of Companies may not determine succession or will matters.
18 September 2025
Registrar expunged bank-signatory resolutions passed without required notice; remedies limited by registrar's jurisdiction.
Companies law — notice to members and directors (ss.136–137 Companies Act; Article 49 Articles of Association) — validity of board resolutions and written resolutions (Table A: quorum and signing requirements) — Registrar's rectification powers under Companies (Powers of the Registrar) Regulations — limits where High Court proceedings pending; expunction of wrongfully registered bank-signatory resolutions.
16 September 2025
Registrar expunged illegally obtained director/member removal resolutions and ordered a full independent audit.
Companies Act; Registrar of Companies jurisdiction; removal of directors (s191) — special notice and right to be heard; Regulation 8 expungement of illegally/wrongfully obtained documents; forgery of signature; oppressive conduct; order for independent audit.
16 September 2025
Registrar finds director’s removal unlawful and company conduct oppressive; expunges forged resolutions and appointing entry.
Companies Act — Registrar’s jurisdiction under s.243 to hear oppression complaints and Regulation 8 to rectify company register; Director removal — s.191 requirements (ordinary resolution, special notice, right to be heard); Oppression — concealment of information, continuous course of conduct, lack of minutes (s.148) and forgery as grounds for relief; Forensic evidence — forged signatures invalidate resolutions; Remedies — expungement of illegally/wrongfully obtained entries from company register.
15 September 2025
Prior "ZEBRA" registration defeats later "BLACK ZEBRA" registrations for confusing similarity; infringement reserved for court.
Trade marks – Rectification/cancellation under section 88 – Relative grounds: confusing similarity under section 25 – dominant element ‘ZEBRA’ and zebra device; Registrar’s jurisdiction limited to registration matters; bad faith must be pleaded with particulars; non-use relief requires separate application under section 46 and Regulation 71; infringement/passing off reserved for the High Court.
12 September 2025
Opposition to a trademark application must follow gazette publication and requires proof of use or intention to use the mark.
Intellectual property law – trademarks – opposition proceedings – requirement of publication in gazette – standing to oppose registration – ownership rights in marks created during the course of employment – requirement of use or intention to use as basis of opposition.
12 September 2025
Registrar of Companies lacks jurisdiction over allegations not grounded in oppression or register rectification under the Companies Act.
Company law – Registrar of Companies – statutory jurisdiction – oppression of minority shareholders – appointment of inspector – want of jurisdiction – rectification of company register – distinction between prejudice and oppression.
2 September 2025
August 2025
The court reinstated a director and shareholder following an unauthorized transfer of shares and improper directorship removal.
Company law – Shares and directorship – Unauthorized transfer of shares – Procedurally improper removal of director – Remedies for wrongful transfer and removal.
4 August 2025
The court nullified an unauthorized share transfer causing minority oppression and upheld lawful loan acquisition under company regulations.
Company Law – Share transfer validity – Minority oppression under company regulations – Authorization in borrowing procedures
4 August 2025
July 2025

 

9 July 2025

Trademark—bad faith–deceptive conduct—opposition to registration—transfer of business—covenant not to compete—dishonest motive—no evidence in reply–failure to refute opponent’s claims—attempt to reacquire trademark rights via new company—registrar finds fraudulent intent–application refused—costs

8 July 2025
June 2025

Company Law – Shareholder Rights – Illegal Endorsements – Company Register – Rectification of Register – Fraudulent Share Transfer – Sale of Company Property – Registrar’s Powers under SI No. 71 of 2016 – Beneficial Ownership – Digital Company Records – Forgery of Signatures

12 June 2025

 

10 June 2025

Trademark Law – likelihood of confusion – visual, conceptual, and Phonetic Comparison – test of overall impression – importance of color combinations – double similarity requirement

2 June 2025
May 2025

Company Law—Rectification of Company Register—fraudulent alteration of shareholding and directorship—Sections 9, 10, 16, 83, 144, 148 of the Companies Act—Regulation 8 of the Companies (Powers of the Registrar) Regulations SI No. 71 of 2016—no proper instrument of transfer—lack of notices, meetings, or minutes—unauthorized amendment of memorandum and articles—Registrar empowered to expunge misleading, illegal entries—application for rectification allowed

27 May 2025

 

12 May 2025
April 2025

Company law—shareholder rights—fraudulent allotment of shares—illegal resolutions—forge signature—powers of Registrar to expunge entries—removal of director nullified—each party to bear own costs

29 April 2025

 

22 April 2025

Company law—shareholding—directorship—forgery—alteration of company records—unauthorised share transfer—powers of Registrar—rectification of register—lack of consent—remedies—expungement of forged documents.

16 April 2025

 

1 April 2025

Trademark—cancellation—prior application—registration in error—likelihood of confusion—same mark, same services—priority rule—territoriality—amendment of class—statutory protection—entry wrongly remaining—trademark rectified—costs

1 April 2025
March 2025

 

4 March 2025
February 2025

Company law—oppression of minority shareholders—equitable relief—corporate governance—share valuation—exit mechanism for shareholders—jurisdiction of the registrar of companies—costs

28 February 2025
January 2025

Company Law—Membership in company limited by guarantee—Section 45 Companies Act—Original subscribers to memorandum—Improper executive committee appointments—Non-compliance with Articles—Amendments invalid without special resolution—Data update irregularities—Remedies: Expunging defective resolutions and forms, order for General Meeting to appoint executive committee in 60 days.

22 January 2025

 

6 January 2025

Companies—transfer of shares—proof of valid transfer—resolution requirements—rectification of register—burden of proof—inheritance rights—data validation errors—partial rectification—costs

6 January 2025
November 2024

Company Law — Shares — Allotment — Fully Paid Shares — Investment Agreement — Registrar's Jurisdiction — Forfeiture of Shares — Reduction of Share Capital — Misleading Filing — Rectification of Register — Expungement — Company Powers of Registrar Regulations — Costs

1 November 2024
October 2024
21 October 2024

 

15 October 2024
July 2024

 

23 July 2024

 

17 July 2024

 

17 July 2024

 

16 July 2024

 

4 July 2024

 

3 July 2024
June 2024

 

21 June 2024

 

12 June 2024

 

11 June 2024
May 2024
Applied-for JJABARI refused due to confusing similarity with registered HABARI for identical Class 30 goods.
* Trade mark law – Section 25 Trademarks Act – prohibition of registration of identical or nearly resembling marks – likelihood of confusion. * Similarity assessment – visual, aural and conceptual comparison; overall impression test (Pianotist/Canon). * Same goods (Class 30) increases risk of confusion. * Procedural – opposition pursued despite applicant’s non‑participation; decision on papers and counterstatement.
2 May 2024
April 2024

 

18 April 2024
17 April 2024
16 April 2024
March 2024
1 March 2024
February 2024
8 February 2024