REPUBLIC OF KENYA IN THE HIGH COURT OF KENYA AT NAIROBI MISCELLANEOUS CIVIL APPLICATION NO. E649 OF 2025 JOSEPH MWANGI GATHIGA…………..……...………………. APPLICANT =VERSUS= LIMURU POSHOMILL LIMITED..………………..……….……. RESPONDENT RULING 1. This Ruling is on the Applicant’s Motion dated 15 th May 2025. The same, which has principally cited Order 22 Rule 35 of the Civil Procedure Rules, has sought two substantive orders: 1) (Spent). 2) That this Court be pleased to summon to Court, one SUAD ABDI HASSAN ALI, for oral examination as to the assets and liabilities of the Judgment-Debtor herein. 3) That the corporate veil of LIMURU POSHOMILL LIMITED be lifted so that proceedings can proceed the execution against the Judgment-Debtor’s directors personality. 4) That in default, this Court be pleased to order the said SUAD ABDI HASSAN ALI or any other Director of the Judgment-Debtor company to satisfy the decree herein amounting to Ksh 931,390=, together with accrued interest and 1 NAIROBI HC Miscellaneous Civil Application No. E649 of 2025
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that execution to issue against them personally in case of default. 5) That the costs of this Application be borne by the Judgment-Debtor. 2. The Application is based on the following grounds: 1) That the Decree-Holder obtained judgment and decree against the Judgment-Debtor for a sum of Ksh 931,390=, in MILIMANI SCC COMM NO. E4900 OF 2024 JOSEPH MWANGI GATHIGIA v. LIMURU POSHOMILL LIMITED. 2) That the Assets of the Judgment-Debtor are likely to have been hidden transferred and or sold to defeat the decree holder’s claim against it. 3) That the Judgment-Debtor was and or is being managed by the aforementioned director. 4) That the Judgement-Debtor’s directors know the whereabouts of the assets of the Judgment-Debtor which the decree holder has failed to locate despite due diligence. 5) That unless the orders sought herein are granted the Decree-Holder shall continue to suffer great injustice. 6) That this Court has jurisdiction to lift the corporate veil and to hold the JudgementDebtor’s director liable to settle the decretal sum. 3. The Application was opposed by the Replying Affidavit of the said SUAD ABDI HASSAN ALI a director of the Respondent company sworn on 14th July 2025. The 2 NAIROBI HC Miscellaneous Civil Application No. E649 of 2025
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opposition was principally on the ground that the Application has not met the legal threshold for lifting of the corporate veil. 4. The Application thereafter proceeded by way of written submissions with each party filing its submissions. Analysis and Determination 5. I have considered the Application (together with its Supporting Affidavit), the Response filed in opposition, the parties’ filed rival submissions. As well as the law and applicable legal principles. 6. The rigorous nature of execution process as well as the usual challenge and usual frustrations associated with the execution processes, do not automatically and ex facie justify or necessitate the lifting of the corporate veil. 7. To warrant an order for the lifting of the corporate veil of a company against which a decree has been issued, the Applicant has to demonstrate that there is some wrongdoing on the part of the company’s directors. 8. The Applicant has to demonstrate for instance, that soon after the decree or in anticipation of an unfavorable judgment, and with the intention of defeating the decree, the company’s directors embarked on the fraudulent falsifying the company’s records; fraudulent transfer of the company’s property or shares; the fraudulent disposal of the company’s property or share; concealment of the company’s property; or other similarly fraudulent conduct. 9. The Applicant has not established perpetration of such the actions/conduct existence or against the Respondent’s director(s). Instead, he is seeking the lifting 3 NAIROBI HC Miscellaneous Civil Application No. E649 of 2025
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of the veil as a matter of course; and on the mistaken belief that such a relief is a logical consequence of the issuance of a decree. He is even doing so before and without having to first obtain any warrants of attachment. 10. From the aforegoing facts, I find that this Application is not only pre-mature, but is also misconceived. It is therefore hereby dismissed with costs. DATED and DELIVERED at NAIROBI Virtually on this 18 th day of June 2026. PROF (DR) NIXON SIFUNA JUDGE 4 NAIROBI HC Miscellaneous Civil Application No. E649 of 2025
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