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ELCPartially AllowedNot stated in the judgment· [2026] KEELC 2405 (KLR)

In-Vitro Diagnostics (EA) Ltd v Zuri Manor Villas Limited (Environment and Land Case E419 of 2025) [2026] KEELC 2405 (KLR)

Environment and Land Court of Kenya
23 April 2026
3,928 words in judgment
View original judgmentRead on Kenya Law Watch case
AI-assisted case brief
·~16 min to read original · ~4 min brief

The bottom line

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What this practically means

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Executive summary

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By a Notice of Motion dated 21st August 2025 under Sections 1A, 1B and 3A of the Civil Procedure Act, Section 7 of the Arbitration Act and Order 51 Rule 1 of the Civil Procedure Rules, the Applicant sought injunctions restraining the Respondent from evicting it from, or dealing with, Villa No. 4 (Sectional Title No. Nairobi/Block 2/121/4), or in the alternative maintenance of status quo, pending intended arbitration. The dispute arose from a sale agreement of 31st October 2022 for Kshs. 95,000,000/=; the Applicant paid a Kshs. 30,000,000/= deposit, with the balance to be mortgage-financed via a professional undertaking accepted in January 2023. After sectional title issuance on 13th June 2025, the Respondent required a fresh financial undertaking, issued a Completion Notice on 4th July 2025, a termination notice on 1st August 2025, and an eviction notice. The Respondent argued the suit was incompetent for want of a board resolution, that arbitration had not commenced and no arbitrable dispute existed, and that the Applicant was in breach and unclean hands. The Court first rejected the authorization objection, holding that absent contrary evidence, a registered director has ostensible authority and failure to annex a board resolution does not render a suit incompetent. Applying Section 7 of the Arbitration Act and the Safaricom v Ocean View Beach Hotel conditions, the Court found a dispute within the arbitration clause concerning the completion notice, default and termination, held that interim protection may issue before arbitration commences, and found that eviction would irreversibly alter the substratum of the arbitration. The application was allowed: status quo was ordered maintained pending the intended arbitration, restraining eviction of the Applicant and any transfer, charge, lease, alienation or sale of the property, with each party bearing its own costs. The ruling was delivered by T. Murigi, Judge, on 23rd April 2026.

Key legal issues

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01

Whether the suit is properly before the Court without a board resolution authorising the deponent

Holding

The objection failed; the director was registered at the Company Registry, had ostensible authority, and the Respondent produced no evidence of lack of authority.

Reasoning

Relying on Spire Bank Limited v Land Registrar and Siokwei Tarita Ltd v Dr Charles Walekwa, the Court held that Order 4 Rule 1(4) is not a technicality to strike out suits. Where no evidence demonstrates that the deponent is unauthorised, and the deponent showed Company Registry records registering him as a director, ostensible authority suffices and the suit is not incompetent.

p. 6
02

Whether an interim measure of protection under Section 7 of the Arbitration Act can issue before commencement of arbitration

Holding

Yes; Section 7 permits a request to the High Court before or during arbitral proceedings.

Reasoning

The Court invoked the express terms of Section 7 of the Arbitration Act and the Safaricom v Ocean View Beach Hotel conditions: existence of an arbitration agreement, threat to the subject matter, appropriate measure in special circumstances, and duration. It found an arbitration clause in Clause 21 and a live dispute over the completion, default and termination notices, and that eviction would irreversibly alter the substratum of the arbitration.

p. 8
03

Whether there exists an arbitrable dispute

Holding

The parties' disagreement over the validity of the completion notice, alleged default and legality of termination constitutes a dispute within the arbitration clause.

Reasoning

The Court held that at the interlocutory stage it need only be satisfied that a dispute capable of reference exists and that the arbitration agreement is not plainly invalid. The parties clearly disagreed on the completion notice, the alleged default, and the termination, and these issues fell squarely within Clause 21 of the Agreement for Sale.

p. 8
04

Balance of convenience and terms of the interim measure

Holding

The balance of convenience favours maintaining the status quo pending arbitration.

Reasoning

The Applicant is in occupation and demonstrated that the Respondent issued an eviction notice claiming termination. Without any definitive finding on the merits, the Court considered preservation of the property and occupation necessary to keep the intended arbitration meaningful, and ordered status quo with an express bar on eviction and dealings with the property.

p. 8

Legal principles established

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  • A court may grant an interim measure of protection under Section 7 of the Arbitration Act before arbitral proceedings have commenced, where a dispute capable of reference to arbitration exists and the subject matter is under threat.
  • Failure by a corporate deponent to annex a board resolution does not, absent contrary evidence, render a suit incompetent where the deponent has ostensible authority.

Court orders

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  1. 1.The obtaining status quo shall be maintained pending the hearing and determination of the intended arbitral proceedings
  2. 2.The Respondent, whether by itself, its agents, servants or any person acting under its authority, shall not evict, remove or in any manner interfere with the Applicant’s current occupation of the suit property pending the hearing and determination of the intended arbitral proceedings
  3. 3.The Respondent shall not transfer, charge, lease, alienate, sell or otherwise deal with the suit property in a manner that would alter its ownership or legal status pending the hearing of the intended arbitration
  4. 4.Each party shall bear its own costs

Authorities

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Legislation

  • Civil Procedure ActSections 1A, 1B, 3A
  • Civil Procedure RulesOrder 51 Rule 1; Order 4 Rule 1(4)
  • Arbitration ActSection 7

Cases cited (8)

  • Safaricom Limited v Ocean View Beach Hotel Limited & 2 Others
    [2010] eKLR; Civil Application No. NAI 327 of 2009 [2010] KECA 346 (KLR)
  • Coast Apparel EPZ Limited v Mtwapa EPZ Limited & Another
    [2017] eKLR
  • Moi University Pension Scheme (Registered Trustees) v Stanlib Kenya Limited
    [2020] KEHC 7677 (KLR)
  • East African Breweries Limited v G4S Secure Data Solutions (Kenya) Limited
    [2020] KEHC 984 (KLR)
  • Futureway Limited v National Oil Corporation of Kenya
    [2017] KEHC 6365 (KLR)
  • Spire Bank Limited v Land Registrar & 2 others
    [2019] eKLR
  • Siokwei Tarita Ltd v Dr Charles Walekwa
    (2012) KEHC 305 (KLR)
  • UAP Provincial Insurance Co. Ltd v. Michael John Beckett
    (2014) eklr
Jurisdiction invoked
Sections 1A, 1B and 3A of the Civil Procedure Act, Section 7 of the Arbitration Act, and Order 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, "In-Vitro Diagnostics (EA) Ltd v Zuri Manor Villas Limited (Environment and Land Case E419 of 2025) [2026] KEELC 2405 (KLR)", Case Analysis (2026). Not stated in the judgment. Source: https://new.kenyalaw.org/akn/ke/judgment/keelc/2026/2405/eng@2026-04-23

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