Lake Oil Uganda Limited v Don (U) Limited (Miscellaneous Application 685 of 2024) [2025] UGCommC 51 (4 March 2025)

# 5 **THE REPUBLIC OF UGANDA IN THE HIGH COURT OF UGANDA AT KAMPALA (COMMERCIAL DIVISION) MISC. APPLICATION NO. 685 OF 2024 (ARISING FROM CIVIL SUIT NO. 304 OF 2024)** 10 **LAKE OIL UGANDA LIMITED ::::::::::::::::::::::::::::::::::::::::: APPLICANT**

**VERSUS**

**DON (U) LIMITED :::::::::::::::::::::::::::::::::::::::::::::::::::::: RESPONDENT**

### **BEFORE: HON. LADY JUSTICE PATIENCE T. E. RUBAGUMYA**

## 15 **RULING**

#### Introduction

This application was brought by way of Notice of Motion under **Section 98 of the Civil Procedure Act, Cap. 282,** and **Orders 13 rule 6 and 52 rule 1 of the Civil Procedure Rules SI 71-1** seeking orders that:

- 20 1. A judgment on admission for the sum of UGX 645,943,750/= (Uganda Shillings Six Hundred Forty-Five Million Nine Hundred Forty-Three Thousand Seven Hundred Fifty Only), be entered against the Respondent. - 2. Costs of the application be provided for. - 25 Background

The background of this application is contained in the affidavit in support deponed by **Mr. Veera Babu Koduri**, the Applicant's Country Manager, and is summarised below:

- 5 1. That the Applicant commenced *Civil Suit No. 304 of 2024, Lake Oil Uganda Limited Vs Don (U) Limited*, seeking to recover UGX 645,943,750/=, interest thereon at a rate of 25% per annum calculated from 1st June, 2023, until payment in full, general damages and costs of the suit. - 10 2. That the Respondent filed its Written Statement of Defence admitting to the claim to wit; - a) In paragraphs 4, 6 and 8 of the Written Statement of Defence, it admits paragraphs 4(a), (b), (d), (e), (f) and (j) of the plaint that is, the agreement of the supply of the petroleum/fuel 15 products and the supply of the same products. - b) In paragraph 7 of the Written Statement of Defence, it admits to the quantities supplied and refers to paragraph 4(g) of the plaint. - c) In paragraph 9 of the Written Statement of Defence, the 20 Respondent, in answer to paragraph 5 of the plaint, admits to attempting to obtain a facility from the bank to pay the amount as demanded by the Applicant. - 3. That from the Respondent's correspondence with the Applicant, it was expressing interest and sharing a repayment plan of the 25 outstanding sum. - 4. That the Respondent in its pleadings and correspondence admits to the claim and therefore this Court be pleased to enter judgment on admission in the terms prayed for in the plaint. - 30 In reply to the application, the Respondent through, it's Director of Finance and Administration, **Ms. Lillian Kyomukama**, opposed the application contending that:

- 5 1. It is not true that in its Written Statement of Defence, the Respondent admitted the Applicant's claim in its entirety as it disputed the quantum claimed owing to disagreements on the invoice prices for the supplies made, from which the Applicant's claim arises. - 10 2. The Respondent did not admit the contents of paragraph 4(c) and (g) of the plaint, owing to the fact that the Applicant did not accept the property comprised in the Freehold Register Volume KBO236 Folio 25 land at Kyegegwa as security for any outstanding amounts. - 3. Where any facts are disputed, although some are admitted, it 15 cannot entitle a party to a judgment in admission. - 4. Since there are facts alleged in the suit which have been disputed by the Respondent in its Written Statement of Defence, it is fair, and just, that the suit be heard and determined on its merits in which the disputed facts would be resolved through adjudication.

The Applicant through **Mr. Veera Babu Koduri**, deponed an affidavit in rejoinder reiterating its averments and adding that:

- 1. The Respondent does not dispute the supplies, the prices of the same and the total amounts claimed and does not dispute 25 presenting a plan for the repayment. - 2. Paragraphs 4, 5, 6, 7, 8 and 9 are all denied and the Respondent shall be put to strict proof thereof.

#### Representation

The Applicant was represented by **M/s Arcadia Advocates** while the 30 Respondent was represented by **M/s Mwesigwa Associated Advocates**.

The parties were directed to file their written submissions which they did and the same have been considered by the Court.

#### 5 Issue for Determination

Following **Order 15 rule 5(1) of the Civil Procedure Rules** and the case of *Oriental Insurance Brokers Ltd Vs Transocean (U) Limited SCCA No. 55 of 1995,* this Court has rephrased the issue to read as follows:

Whether the Applicant is entitled to a judgment on admission?

10 Issue: Whether the Applicant is entitled to a judgment on admission?

Applicant's submissions

Counsel for the Applicant relied on **Order 13 rule 6 of the Civil Procedure Rules,** which entitles a party to apply to the Court for such judgment or order where an admission of facts has been made, either on the pleadings 15 or otherwise.

Counsel defined an admission as an acknowledgement while relying on the **Black's Law Dictionary** and the cases of *Equator Touring Services Ltd Vs City Council of Kampala Misc. Application No. 406 of 2013, Central Electrical International Ltd Vs Eastern Builders and* 20 *Engineers Ltd Misc. Application No. 176 of 2008* and *Excel Construction Ltd Vs Attorney General HCCS No. 3 of 2007.*

Counsel further relied on the case of *The Board of Governors Nebbi Town S. S. S Vs Jaker Food Stores Limited HCMA No. 62 of 2016,* which cited the case of *Cassam Vs Sachania [1982] KLR 191*, for the principle

25 that the admission of a fact must be clear and unequivocal.

Relating the above to the case at hand, Counsel submitted that in its plaint, the Applicant seeks to recover UGX 645,943,750/=, interest, general damages and costs of the suit. That the Respondent, in its Written Statement of Defence, does not deny the contract, the e-tax invoices or the

- 5 letter proposing to settle the outstanding sums as contained in paragraphs 4, 6, 7 and 10 of the Written Statement of Defence. That this implies that the Respondent does not deny taking the Applicant's petroleum products and not paying for them which amounts to an unequivocal admission and therefore, there is nothing left for trial. - 10 In conclusion, Counsel, while relying on **Section 57 of the Evidence Act**, submitted that there is an unequivocal admission that the Respondent was supplied with quantities of petroleum/fuel products and the amounts due were not paid for. That therefore, judgment on admission should be entered. - 15 Respondent's submissions

In reply, Counsel for the Respondent contended that the Respondent did not admit the claim in *Civil Suit No. 304 of 2024* but, to some of the facts giving rise to the claim.

That the underlying principles in **Order 13 rule 6 of the Civil Procedure**

20 **Rules** and the authorities relied upon by the Applicant's Counsel are that, a judgment on admission is not a matter of right but rather a matter of judicial discretion and that the admission should be clear, unambiguous, unequivocal, positive and not open to doubt.

That in the instant case, in its Written Statement of Defence, the 25 Respondent under paragraph 7 stated that there was a disagreement on the invoice prices and the Defendant/Respondent sought for a proper reconciliation but the Plaintiff/Applicant was not co-operative and instead demanded the sum of UGX 845,129,000/= out of which the Defendant/Respondent paid UGX 200,000,000/= which implies that the

5 Respondent did not admit to the claim as provided under **Order 13 rule 6 of the Civil Procedure Rules**.

That in the cases of *Miraj Barot Vs Salvation Army Civil Suit No. 713 of 2015* and *Ekisa George & Another Vs Bank of Africa (U) Ltd & 20*

*Others HCMA No. 632 of 2015,* Courts observed that for judgment to be 10 entered on admission, such an admission must be explicit, sufficient requiring no further proof, not open to doubt and must be in regards to the claim and not just an admission of a fact in the pleadings.

In conclusion, Counsel submitted that the Respondent only made an admission in respect to the existence of the agreement of the supply of

15 petroleum products between the parties and the delivery of the quantities but not the amount, which is the claim in the suit.

### Analysis and Determination

I have carefully considered the pleadings and submissions of both parties and the authorities therein to find as hereunder.

20 **Order 13 rule 6 of the Civil Procedure Rules** under which this application was brought stipulates that:

"*Any party may at any stage of a suit, where an admission of facts has been made, either on the pleadings or otherwise, apply to the Court for such judgment or order as upon the admission he or she* 25 *may be entitled to, without waiting for the determination of any other question between the parties; and the Court may upon the application make such order, or give such judgment, as the Court may think just*."

It is pertinent to note that, the above provision is not mandatory but 30 discretionary and, the discretion is only exercised in plain cases where the

5 admission of facts is so clear and unequivocal that it can amount to an admission of liability, thereby entitling the Plaintiff to a judgment.

It is also trite that the admission should be unambiguous, clear and unequivocal. (See: *Eriaza Magala Vs Rev. Kefa Sempangi [1994] 1 KALR 93*, **The** *Board of Governors Nebbi Town S. S. S Vs Jaker Food* 10 *Stores Limited (supra)* and *Cassam Vs Schania (supra*).

As stated by **Hon. Justice Stephen Mubiru** in the case of *The Board of Governors Nebbi Town S. S. S Vs Jaker Food Stores Limited (supra)* while citing the case of *Industrial and Commercial Development Corporation Vs Daber Enterprises Ltd, [2000]1 EA 75* and *Continental*

15 *Butchery Ltd Vs Ndhiwa, [1989] KLR 573*, the purpose of a judgment on admission is to enable a Plaintiff to obtain a quick judgment where there is no defence to the claim.

Furthermore, in the case of *Opia Moses Vs Chukia Lumago Roselyn & 5 Others HCCS No. 22 of 2013,* Court held that before entering a 20 judgment on admission, a pleading has to be construed or read as a whole to see its effect and one or two lines or a single paragraph cannot be permitted to be taken out of context and used as an admission of a party entitling the other for passing of a judgment upon admission.

In the instant application, as per annexure "**Lo1**", (the plaint) attached to 25 the affidavit in support, the Applicant instituted *Civil Suit No. 304 of 2024*, against the Respondent for recovery of UGX 645,943,750/=, interest thereon at 25% per annum calculated from 1st June, 2023 until payment in full, general damages and costs of the suit.

The facts constituting the claim are that the parties entered into an 30 agreement for the Applicant to supply the Defendant with petroleum/fuel

5 products. That the Respondent was supplied with the petroleum products worth UGX 845,129,000/= but only paid UGX 200,000,000/= leaving a balance of UGX 645,943,750/=.

According to paragraphs 4 and 6 of its Written Statement of Defence, annexure "**DR 1"** attached to affidavit in reply, the Respondent admitted

10 to the existence of the contract and the supply of the petroleum/fuel products by the Applicant.

Under paragraph 7, the Respondent contended that whereas it admits that the Applicant duly supplied the quantities stated therein on the dates mentioned, there was a disagreement on the invoice prices and the

15 Respondent sought a proper reconciliation but the Applicant was not cooperative and instead demanded for UGX 845,129,000/= out of which the Respondent paid only UGX 200,000,000/=.

My understanding of the above averments is that; though the Respondent admits to the existence of a contract between the parties and the supply

20 of the quantities mentioned by the Applicant, it disputes the amounts in the invoices presented by the Applicant.

Therefore, in my opinion, the Respondent's Written Statement of Defence portrays an admission of some of the facts from which the claim arises but not an admission to the claim itself.

25 As was held in the case of *Ekisa George & Another Vs Bank of Africa (U) Ltd & 20 Others (supra)*, for Court to exercise its discretion to give a judgment on admission, the admission must be in regard to the claim and not merely just an admission to a fact in the pleadings.

5 In light of the above, my considered view is that there is no admission to the claim in *Civil Suit No. 304 of 2024*. Accordingly, this application is dismissed.

Costs of this application shall be in the cause.

I so order.

10 Dated, signed and delivered electronically via ECCMIS this **4th** day of **March, 2025**.

Patience T. E. Rubagumya **JUDGE** 1504/03/2025 6:48am