Aspire Limited v Zedka Technical Service Limited & 2 Others
The bottom line
#The Environment and Land Court in Eldoret cancelled a rival land registration because the company claiming the property did not legally exist when it signed the transfer.
What this practically means
#Executive summary
#Key legal issues
#Whether the second lawful registered owner was Aspire Limited or Astire Limited
Aspire Limited was the second lawful registered owner; the documents in favour of Astire Limited were disowned by the vendor and unsupported by the parcel file.
John Rotich Limo, the first registered owner, testified he sold only to Aspire Limited and disowned the agreement and transfer in favour of Astire Limited. The parcel file contained only Aspire's transfer documents. The 1st Defendant called no witness from Astire Limited to authenticate its documents, so its claim of a chain through Astire Limited failed.
Whether the 1st Defendant's registration was lawful given its date of incorporation
The registration was null and void because the 1st Defendant did not legally exist when the agreement and transfer were executed.
The Business Registration Service records (a certified CR.12) showed incorporation on 14.05.2015, while the agreement and transfer were dated 2013. Under Section 83(1) of the Evidence Act the court presumed the certified records genuine. An entity not in existence could not contract or execute a transfer, rendering the registration fraudulent and void.
Whether the register should be rectified in favour of the Plaintiff
The court ordered rectification by cancelling the entries favouring Astire Limited and the 1st Defendant and restoring the Plaintiff's 2006 registration.
Having found the Plaintiff's title of 11.12.2006 valid and the subsequent entries products of forgery and fraud, the court granted the declaratory and rectification reliefs sought, together with a permanent injunction protecting the Plaintiff's possession.
Legal principles established
#- A transfer executed by a party who disowned the instrument, in favour of an entity with no proven existence, confers no proprietary interest.
- Under Section 83(1) of the Evidence Act, the court presumes genuine documents duly certified by public officers, including records of the Business Registration Service.
- A company not in existence at the material time cannot validly execute a sale agreement or transfer.
Court orders
#- 1.Declaration that Aspire Limited is the lawful and bona fide registered proprietor of Eldoret Municipality/Block 8/527 in line with the entry made on 11.12.2006
- 2.Order directing the 2nd Defendant to rectify the register by cancelling/deleting Entry No. 5 made on 14.05.2008 re-issuing the Certificate of Lease
- 3.Declaration that the 1st Defendant's registration as owner of the suit property is irregular, unlawful, illegal, null and void
- 4.Order directing the 2nd Defendant to rectify the register by deleting Entries No. 6 & 7 registering the 1st Defendant as owner and the Certificate of Lease thereof, both made on 06.08.2013
- 5.Permanent injunction restraining the Defendants from entering upon, selling, transferring, charging, alienating or interfering with the Plaintiff's quiet possession and ownership of the suit property
- 6.Costs of the suit to the Plaintiff, payable by the 1st Defendant only
- Jurisdiction invoked
- Original jurisdiction of the Environment and Land Court over land disputes (Article 162(2)(b) of the Constitution, as implied by the court's forum); no specific provision cited
Key timeline
#Practical implications
#Frequently asked questions
#Cite this brief
#Cite this brief
Caselaw, "Aspire Limited v Zedka Technical Service Limited & 2 Others", Case Analysis (2026). ELC Case No. 2 of 2021. Source: https://new.kenyalaw.org/akn/ke/judgment/keelc/2026/5590/eng@2026-09-22
Suggested citation format for research notes or client memos. Always verify the original judgment before relying on any point.