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ELCPartially AllowedNot stated in the judgment· [2025] KEELC 7738 (KLR)

Gaichanjiru Estate Limited & 3 others v Njuguna & 9 others (Environment and Land Case E020 of 2025) [2025] KEELC 7738 (KLR)

Environment and Land Court
11 November 2025
1,414 words in judgment
View original judgmentRead on Kenya Law Watch case
AI-assisted case brief
·~6 min to read original · ~4 min brief

The bottom line

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Kenya's Environment and Land Court froze land deals in a company leadership fight, ruling that disputes over who the real directors are must wait for full trial evidence.

What this practically means

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Executive summary

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The Plaintiffs, claiming to be the bona fide directors and shareholders of the 1st Plaintiff company that owns the suit land, moved the court by notice of motion dated 24-4-2025 under Sections 1A, 1B and 3A of the Civil Procedure Act and Order 40 of the Civil Procedure Rules. They sought injunctions restraining the 6th and 7th Defendants from dealing with L.R. No. Kakuzi/Kirimiri/Block 10/703, and restraining the 1st to 5th, 8th and 9th Defendants from dealing with subdivisions arising from the original L.R. No. 4743 Kakuzi. Their case was that the 1st to 5th Defendants unlawfully took over the company in 2008 without election, fraudulently leased and subdivided company land, sold Block 10/703 to Jabali Construction Kenya Limited in 2016, and caused it to be charged to Equity Bank for Kshs. 90 Million. The 1st to 5th Defendants opposed the motion, asserting the 2nd to 4th Plaintiffs lacked locus standi having been removed as directors in 2008, and filed a preliminary objection on that basis. The court, applying Oraro vs Mbaya, declined to strike out the suit, holding that the objection turned on disputed facts requiring evidence at trial. Applying Giella vs Cassman Brown, the court found a prima facie case from the leadership dispute, potential irreparable loss from alienation of the land, and the balance of convenience favouring preservation of the status quo. The motion was allowed in terms of prayers 4 and 5, with costs in the cause.

Key legal issues

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01

Whether the preliminary objection on locus standi was a true point of law

Holding

It failed because it depended on disputed facts about who the legitimate directors are, which can only be resolved by evidence at trial

Reasoning

The court applied Oraro vs Mbaya: a preliminary objection must assume the pleaded facts are correct and cannot require an investigation of facts. Here both factions claim to be the legitimate office holders of the 1st Plaintiff, and the Defendants had not filed sufficient evidence. Determining which faction is legitimate requires evidence to be adduced at trial, so the objection was not a true preliminary objection and could not warrant striking out the suit.

p. 3
02

Whether the Plaintiffs met the threshold for an interlocutory injunction

Holding

Yes; a prima facie case arose from the leadership dispute, irreparable loss would flow from alienation of the suit land, and the balance of convenience favours preserving the status quo

Reasoning

Applying Giella vs Cassman Brown, the court found a prima facie case because both sides claim to be legitimate directors and dealing with the land before resolution would prejudice the Plaintiffs. The Plaintiffs stood to suffer irreparable loss if the land was alienated during the suit. The balance of convenience favoured maintaining the status quo to preserve the substratum of the suit pending its final outcome. The court therefore granted prayers 4 and 5.

Legal principles established

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  • A preliminary objection cannot be sustained where the facts are disputed and evidence is required; it must rest on a pure point of law
  • Where rival factions claim to be the legitimate directors of a company, the question of locus standi cannot be resolved summarily without evidence
  • Injunctive relief pending determination of a land dispute is assessed on the Giella vs Cassman Brown principles, including preservation of the status quo

Court orders

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  1. 1.The notice of motion dated 24-4-2025 is allowed in terms of prayers 4 and 5
  2. 2.Pending the hearing and determination of the suit, the 6th and 7th Defendants, whether by themselves, their servants and/or agents, are restrained from selling, charging, transferring or otherwise dealing with L.R. No. Kakuzi/Kirimiri/Block 10/703
  3. 3.Pending the hearing and determination of the suit, the 1st to 5th, 8th and 9th Defendants, whether by themselves, their servants and/or agents, are restrained from selling, charging, subdividing, transferring or otherwise dealing with any subdivision arising from the original L.R. No. 4743 Kakuzi, L.R. No. Kakuzi/Kirimiri/Block 10/536 and 622
  4. 4.Costs in the cause
Jurisdiction invoked
Sections 1A, 1B and 3A of the Civil Procedure Act and Orders 40 rules 1-3 and 51 rule 1 of the Civil Procedure Rules

Key timeline

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Practical implications

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Frequently asked questions

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Cite this brief

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Cite this brief

Caselaw, "Gaichanjiru Estate Limited & 3 others v Njuguna & 9 others (Environment and Land Case E020 of 2025) [2025] KEELC 7738 (KLR)", Case Analysis (2025). Not stated in the judgment. Source: https://new.kenyalaw.org/akn/ke/judgment/keelc/2025/7738/eng@2025-11-11

Suggested citation format for research notes or client memos. Always verify the original judgment before relying on any point.