Liability of Company Directors

Lubega Matovu v Mikwano Investment Ltd (MISC. APPLICATION NO. 156 OF 2012 ) [2012] UGCOMMC 81 (11 July 2012);

Flynote: 

Headnote and Holding: 

This case looked at the whether the veil of incorporation could be lifted and the defendants held liable for the debt of the company as a result of their alleged fraudulent dealings.

The court considered that when the device of incorporation is used for some illegal or improper purpose, the court may disregard the principle that a company is an independent legal entity and lift the veil of corporate identity. A corporate personality can never be used as a cloak or a mask for fraud. The veil of incorporation will be lifted where it is proved that the company is being misused by its directors to perpetuate fraud. 

The standard of proof in fraud cases requires a higher degree of probability than the proof required to demonstrate negligence.

The applicant failed to adequately plead the allegation of fraud. Accordingly, the veil of incorporation could not be lifted. The case was dismissed with costs.

Pages

Subscribe to RSS - Liability of Company Directors