1. This court issued an order on 25th July 2024 directing Integrated Utilities Services Limited to pay dividends due to Javan, Zablon and Martin Msagha for the period from 2010 to date in respect of the shares held by the estate of the deceased in the company.
2. The applicant, Martin Msafari Msagha, avers that the relevant order was extracted and served on 4th February 2025 and that a reminder letter was sent on 11th March 2025, which did not elicit a response from the said company nor from the directors. Martin further averred that this court subsequently issued further orders on 18th March 2025, 29th April 2025, 13th May 2025 and 27th May 2025. The applicant views the alleged contemnor's and its directors' failure as willful. It is contended that court orders are not issued in vain, that compliance is mandatory, and that it is only by way of contempt of court application that court orders may be enforced.
3. The application is opposed. A director of the interested party, Amos Kabanya, made a sworn deposition in which he solemnly averred that the alleged contemnor had complied with court orders by paying dividends to the executrix, who was the recognised next of kin of the deceased. He averred that the company provided audited statements of account and a summary of dividends paid out. Regarding the order directing that dividends be paid to the applicant, it was contended that the company had filed an application dated 4th July 2025 seeking review of the court's decision in view of the alleged payment to the executrix.
4. The application was canvassed by way of written submissions.
5. In submissions dated 23rd November 2025, the counsel for the beneficiary/applicant urged that I should find the alleged contemnor guilty of contempt of court. It was urged on the basis of the decision of the court in the case of Sheila Cassatt Issenberg & another v Antony Machatha Kinyanjui [2021] KEHC 5692 (KLR) that for contempt to be proved, the following elements had to be present:
i The order must be clear and unequivocal;
ii The alleged contemnor had knowledge of the order; and
iii Disobedience must be intentional
It was urged that the facts in this case met the above test, insofar as the order was clear, the alleged contemnor was aware of it, and that the disobedience was willful. It was therefore urged that the application be allowed.
6. In the submissions dated 10th December 2025, it was urged on behalf of the Interested Party that it had complied by way of providing statements of account. Regarding dividends, while acknowledging that they had not been paid to the applicant, it was stated that these had been paid to the executrix, as she was the next of kin of the deceased. For that reason, counsel urged that there had been compliance.
7. In their submissions, Messrs. Ombati Otieno Opondo & Co. Advocates acknowledged that the order was clear enough and that it was known by the alleged contemnor. The only element they denied was whether the disobedience was willful.
8. I have considered the application, submissions of the parties and the applicable. In my view, what I am called upon to decide is whether the disobedience was willful.
9. Having carefully considered the matter, I am not persuaded by the explanation given by the Respondent/Interested Party. There was a gap of almost 1 year between the ruling being delivered and the request to have it reviewed. The review application appears to me to be an afterthought by a party seeking to evade its obligation to comply with the court's orders. I am of the view that compliance with court orders is not an act of kindness on the part of a party; it is peremptory and mandatory.
10. My view is that the Respondent/Interested Party’s action was willful.
11. In the circumstances, I find and hold that the Interested Party and its directors are guilty of contempt of court. I order that they appear before Visram J. on 13th July 2026 for mitigation and sentencing.
12. It is so ordered.
Dated and signed at Nairobi, this 23rd day of June 2026.
2. The applicant, Martin Msafari Msagha, avers that the relevant order was extracted and served on 4th February 2025 and that a reminder letter was sent on 11th March 2025, which did not elicit a response from the said company nor from the directors. Martin further averred that this court subsequently issued further orders on 18th March 2025, 29th April 2025, 13th May 2025 and 27th May 2025. The applicant views the alleged contemnor's and its directors' failure as willful. It is contended that court orders are not issued in vain, that compliance is mandatory, and that it is only by way of contempt of court application that court orders may be enforced.
3. The application is opposed. A director of the interested party, Amos Kabanya, made a sworn deposition in which he solemnly averred that the alleged contemnor had complied with court orders by paying dividends to the executrix, who was the recognised next of kin of the deceased. He averred that the company provided audited statements of account and a summary of dividends paid out. Regarding the order directing that dividends be paid to the applicant, it was contended that the company had filed an application dated 4th July 2025 seeking review of the court's decision in view of the alleged payment to the executrix.
4. The application was canvassed by way of written submissions.
5. In submissions dated 23rd November 2025, the counsel for the beneficiary/applicant urged that I should find the alleged contemnor guilty of contempt of court. It was urged on the basis of the decision of the court in the case of Sheila Cassatt Issenberg & another v Antony Machatha Kinyanjui [2021] KEHC 5692 (KLR) that for contempt to be proved, the following elements had to be present:
i The order must be clear and unequivocal;
ii The alleged contemnor had knowledge of the order; and
iii Disobedience must be intentional
It was urged that the facts in this case met the above test, insofar as the order was clear, the alleged contemnor was aware of it, and that the disobedience was willful. It was therefore urged that the application be allowed.
6. In the submissions dated 10th December 2025, it was urged on behalf of the Interested Party that it had complied by way of providing statements of account. Regarding dividends, while acknowledging that they had not been paid to the applicant, it was stated that these had been paid to the executrix, as she was the next of kin of the deceased. For that reason, counsel urged that there had been compliance.
7. In their submissions, Messrs. Ombati Otieno Opondo & Co. Advocates acknowledged that the order was clear enough and that it was known by the alleged contemnor. The only element they denied was whether the disobedience was willful.
8. I have considered the application, submissions of the parties and the applicable. In my view, what I am called upon to decide is whether the disobedience was willful.
9. Having carefully considered the matter, I am not persuaded by the explanation given by the Respondent/Interested Party. There was a gap of almost 1 year between the ruling being delivered and the request to have it reviewed. The review application appears to me to be an afterthought by a party seeking to evade its obligation to comply with the court's orders. I am of the view that compliance with court orders is not an act of kindness on the part of a party; it is peremptory and mandatory.
10. My view is that the Respondent/Interested Party’s action was willful.
11. In the circumstances, I find and hold that the Interested Party and its directors are guilty of contempt of court. I order that they appear before Visram J. on 13th July 2026 for mitigation and sentencing.
12. It is so ordered.
Dated and signed at Nairobi, this 23rd day of June 2026.