1. This matter concerns the appointment of joint Administrators over the Objector/Debtor, Ainu Shamsi Energy Limited , by the Creditor, Diamond Trust Bank Kenya Limited , as holder of a qualifying floating charge over the company's assets. The same was filed pursuant to Sections 534 and 537 of the Insolvency Act, No. 18 of 2015 and Regulation 102 of the Insolvency Regulations, 2016 , by the Creditor, through Messrs Hamilton Harrison & Mathews Advocates , to notify the Court of that appointment.
2. In response to the notification, the Objector/Debtor, through Messrs Sam Ogola & Co. Advocates , filed the Notice of Motion dated 27/05/2026 through which it sought, inter alia , orders restraining the Administrators from assuming control of the company or disposing of its assets, and orders suspending, staying and/or discharging the Administration altogether.
3. In the Affidavit sworn in support of the Application, one Abdirahmin Sheikh who introduced himself as a director of the Debtor deponed basically, that there was bad faith in initiation of the proceedings as the parties were all along in discussions regarding a 6 million USD debt that was in contention, that the Creditor improperly consolidated liabilities that were not the Debtor’s and imposed the same as an outstanding debt, and that the said amount was imposed upon the Debtor from another company in which the Debtor was neither a shareholder or director. He also protested that the Creditor failed to follow the procedure of service of notices and instigated an ambush at the Debtor’s premises, and claimed that the Creditor’s aim is dismantling and selling the Debtor’s assets with no probability of rescue.
4. It is this Application that prompted the Creditor to file the Notice of Preliminary Objection dated 29/052026, the subject of this Ruling. The Objection is founded on two points of law: first, that this Court has no jurisdiction, within an Insolvency Notice, to grant injunctive relief or to terminate the appointment of the Administrators; and second, that the Application is fatally and incurably defective as it is not anchored on a suit.
5. The Objector/Debtor, through Messrs Sam Ogola & Company Advocates, opposed the Preliminary Objection by way of the Replying Affidavit sworn on 8th June 2026 by Abdirahman Sheikh, who introduced himself as the founder and a director of the Objector. He deponed that no statutory notice of the appointment was served upon the Objector as required under section 537 of the Act and Regulation 102 of the Regulations , and that the Gazette publication relied upon by the Creditor only issued after the administrators had already taken possession of the Objector's assets and premises on 26th May 2026, annexing what he described as CCTV footage in support of that assertion. He deponed further that the Creditor had inflated the debt amount by including liabilities said to belong to a separate entity, Ainu Shamsi Hauliers Limited , which he contended has no common directorship or shareholding with the Objector, annexing company search records for both entities. He added that negotiations over the disputed debt were ongoing at the time of the appointment, and prayed that the appointment be terminated, that the administrators vacate the premises, and that control of the assets be restored to the Objector.
6. The parties thereafter filed written submissions. The Creditor’s Submissions is dated 17 th July 2026, while the Debtor’s is dated 8th June 2026.
Creditor's Submissions
7. Counsel for the Creditor reiterated that the Insolvency Notice, filed solely to notify the Court of an out-of-court appointment by the holder of a floating charge, does not commence adversarial proceedings and confers no jurisdiction on the Court to grant injunctive relief or to terminate or suspend an administration, relying on Samuel Kamau Macharia & Another v Kenya Commercial Bank Limited & 2 Others [2012] eKLR for the proposition that jurisdiction is a creature of the Constitution or statute and cannot be conferred by the Court on itself. Counsel submitted, further, that the application is incompetent for want of an anchoring suit, an interlocutory injunction being incapable of standing on its own, citing Francis Muiruri v Bernard Gathuku Ngugi [2007] KEHC 270 (KLR ), the House of Lords decision in American Cyanamid v Ethicon [1975] AC 396 as applied in Equity Bank (Kenya) Ltd v Doris Makena [2021] KEHC 7536 (KLR), and the Court of Appeal's decision in Scope Telematics International Sales Limited v Stoic Company Limited & Another [2017] KECA 545 (KLR ). Counsel urged, finally, that the Replying Affidavit ought to be disregarded in its entirety as improperly introducing contested questions of fact into what must remain a pure point of law, relying on Mukisa Biscuit Manufacturing Co. Ltd v West End Distributors Ltd [ 1969] EA 696 .
Objector's Submissions
8. Counsel for the Objector, on the other hand, submitted that the appointment of the administrators was itself procedurally defective and void ab initio , statutory notice under Section 537 and Regulation 102 not having been served before the administrators took possession, contrary to Section 538 of the Act, relying on Owners of Motor Vessel "Lillian S" v Caltex Oil (Kenya) Ltd [1989] KLR 1 , Speaker of the National Assembly v Njenga Karume [2008] 1 KLR (EP) 425 , and Athi River Steel Plant Ltd v Rao & 4 Others [2024] KECA 585 (KLR ), for the proposition that failure to strictly comply with statutory preconditions to an appointment deprives the Court of jurisdiction to recognise it. Counsel also submitted that the debt relied upon had been inflated through inclusion of a separate company's liabilities, relying on Mistry Jadva Parbat & Co Ltd v Kenya National Trading Corporation [1976] KLR 42 , and that negotiations for sale of the disputed debt to a third party rendered the insolvency proceedings premature and oppressive, relying on Re African Safari Club Ltd [2010] eKLR and Section 30 of the Act. Counsel prayed that the appointment be terminated forthwith.
Determination
9. As aforesaid, the issued for determination are “ whether this Court possesses the jurisdiction, within an Insolvency Notice, to grant injunctive relief or to terminate the appointment of the Administrators ”; and second, “ whether the Application is fatally and incurably defective for the reason that it is not anchored on a suit ”.
10. Section 537 of the Insolvency Act, 2015 establishes the legal framework and filing requirements for an “out-of-Court” appointment of a corporate Administrator by the holder of a qualifying floating charge. The provision governs how a secured creditor formally initiates Administration which is actually meant to be treated as an attempt to rescue a financially distressed company rather than allowing it to descend into liquidation. Under Section 537 , a person who appoints an Administrator under an out-of-Court mechanism must lodge specific documentation with the Court to validate the appointment. Following a successful Section 537 filing, Section 539 then requires the appointer to immediately notify the Administrator and advertise the appointment in the Kenya Gazette and also in the mainstream newspapers. By dint of Section 537 as read with Section 534 and 538 , the Administration formally takes effect the moment a compliant Notice of Appointment is lodged with the Court, and no initial Court sanction is required. Indeed, in the case of re Arvind Engineering Limited (2019) KEHC 12266 (KLR) , F. Tuiyot (as he then was ), made it clear that an appointment satisfying Section 537 does not require prior Court permission or a judicial hearing to become active. Once the filing requirements of Section 537 are completed, a moratorium is triggered to protect the company from execution, asset repossessions, creditor lawsuits, and liquidation actions without the Administrator’s consent.
11. The issue for determination at this stage is a narrow one, confined to the two points of law raised in the Preliminary Objection; it is not, at this stage, whether the appointment of the Administrators was in fact procedurally compliant, whether the debt has in fact been inflated, or whether negotiations for sale of the facility were genuinely afoot. Those are matters going to the merits of the Application, and it would be premature, and indeed improper, for this Court to purport to resolve them within a Preliminary Objection.
12. It is trite, following Mukisa Biscuit Manufacturing Co. Ltd v West End Distributors Ltd (supra), that a preliminary objection consists of a pure point of law argued on the assumption that the facts pleaded by the opposite party are correct, and cannot properly be raised where the Court is required to ascertain facts or exercise discretion. I do not, however, understand this principle, as the Creditor's submissions appear to suggest, to mean that the Replying Affidavit of Abdirahman Sheikh must be disregarded wholesale simply because it touches on facts. A Court may properly have regard to pleadings and documents already on the record, including facts that are not genuinely in dispute, without offending Mukisa Biscuit ; what the doctrine forecloses is an objection that is entangled with facts that remain genuinely contested and can only be resolved through evidence. Whether statutory notice was served before or after the Administrators took possession, whether the debt figure improperly includes the liabilities of a separate company, and whether negotiations for a sale of the facility were genuinely underway, are all matters squarely in dispute between the parties on the papers before me, and I decline to make any finding on them at this stage. They remain open for determination, on evidence, at the substantive hearing of the application.
13. Turning to the first point of law, it is indeed correct, as the Creditor submits, that jurisdiction is a creature of the Constitution or statute, and a Court cannot arrogate to itself jurisdiction beyond that conferred upon it by law, Samuel Kamau Macharia ( supra ) being unassailable authority for that proposition. It is also correct that Sections 534 and 537 of the Insolvency Act , read with Regulation 102 of the Regulations, are, on their face, no more than a statutory mechanism by which the holder of a qualifying floating charge notifies the Court of an out-of-court appointment of an Administrator, and standing alone, may not be construed as conferring upon the Court jurisdiction to grant injunctive relief or to terminate such an appointment.
14. The above is not however the end of the matter. As observed by Dr. Mugambi J, in the case of Glee Hotel Limited v Equity Bank Kenya Ltd & Another , Insolvency Petition No. E045 of 2026, [2026] KEHC 11409 (KLR) (delivered 23rd July 2026) , read as a whole, the Insolvency Act does vest this Court, sitting as the designated Insolvency Court, with jurisdiction over challenges of the very character the Objector now seeks to raise. Sections 591 and 592 of the Act expressly contemplate challenge to an Administrator's conduct of an Administration and empower the Court to examine that conduct, Section 604 empowers the Court to remove an Administrator from office, and Section 692 empowers the Court to grant injunctions where it is satisfied that a person has engaged, or is threatening to engage, in conduct contravening, or failing to comply with, the provisions of the Act. It is therefore no wonder that the Creditor has not been able to cite a single authority decided under the Insolvency Act to support of the said contention.
15. On the second point of law, I again refer to the decision of Dr. Mugambi J in Glee Hotel Limited v Equity Bank Kenya Ltd (supra) in which she was confronted with materially identical facts: an Administrator appointed out of Court under Sections 534 to 537 of the Act by the holder of a floating charge, a Notice of Appointment filed under Section 537 , and an Application by the affected company, filed within the very same Insolvency Cause seeking to restrain and ultimately terminate that appointment. The Respondents in that case raised a Preliminary Objection couched in terms identical to the one now before me, relying, as the Creditor does here, on the Court of Appeal case of Geoffrey Ndungu Theuri v Law Society of Kenya [1988] eKLR , for the proposition that an Application for interim relief cannot be entertained in the absence of a pending suit. I however agree with Dr. Mugambi J’s decision in Glee Hotel Limited v Equity Bank Kenya Ltd (supra) that the principle enunciated in Geoffrey Ndungu Theuri v Law Society of Kenya (supra) , sound and as binding as it is, was entirely in respect to an ordinary injunction sought under Order 40 of the Civil Procedure Rules and anchored in an ordinary civil suit commenced by way of a Plaint. It does not therefore translate, without adaptation, to an Application filed within other means of initiating Court action, such as an Application filed within an existing Insolvency Cause. An Insolvency Cause commenced by notification under Sections 534 and 537 does not open as an adversarial proceeding between named parties; it opens, in the Judge's words, as “ a notice to the Court that a state of affairs has changed ”, remaining dormant until a party with a recognised interest invokes one of the powers the Act reserves to the Court, at which point, and only then, does it acquire an adversarial character. On that footing, Dr. Mugambi J, declined to strike out the Application before her, finding support in A. Mabeya J’s decision in the case of Mayaka (suing on his own behalf and 53 others) v Rao (As Administrator of General Printers Ltd) [2022] KEHC 3384 (KLR) and in A. Mabeya J’s decision in D. Majanja J’s decision in the case of Mark Properties Limited v Coulson Harney LLP Advocates; Le Mac Management Company Limited & Another [ 2021] eKLR , both to the effect that matters touching on the Administration of a company are properly ventilated by Application within the existing Insolvency Cause, and not by way of a freshly instituted suit. There is no reference whatsoever to any requirement for a pending suit The two cases fundamentally underscore the boundary between general commercial litigation jurisdiction and specialized Insolvency jurisdiction under the Insolvency Act, 2015 .
16. I find the reasoning in Glee Hotel Limited v Equity Bank Kenya Ltd (supra) persuasive, and, being a decision of a co-ordinate bench of this Division on facts on all fours with those now before me, I see no principled basis on which to depart therefrom it. Applying the same reasoning here, the Application was filed, as in Glee Hotel Limited v Equity Bank Kenya Ltd (supra) , within the Insolvency Notice itself and not as a freshly instituted suit. That, in my view, is precisely the course the authorities cited above contemplate. As aforesaid, the authorities relied upon by the Creditor for the contrary proposition, being all concerned with ordinary Order 40 of the Civil Procedure Rules injunctions anchored to a Plaint, do not assist it in the context of an Insolvency Cause of the kind before Court.
17. The rule of specialty dictates that special statutes override general statutes. Since Insolvency matters have their own specialized, substantive procedural framework under the Insolvency Regulations (2016) , the Civil Procedure Rules may only apply to proceedings under the Insolvency Act, 2015 , in a supplementary or residual capacity to bridge procedural gaps where the specialized regulations are silent .
Final Orders
18. For the above reasons, I find neither ground of the Preliminary Objection dated 29/05/2026 sustainable, and the same is consequently dismissed with costs to the Debtor/Objector.
19. The Debtor/Objector's Notice of Motion dated 27/05/2026 shall accordingly proceed to be heard on its merits, at which stage the disputed questions of fact, including the procedural regularity of the appointment of the Administrators, the composition of the debt, and the effect of the negotiations cited, may properly be resolved on evidence.
DATED, SIGNED AND DELIVERED AT NAIROBI THIS 14 TH DAY OF AUGUST 2026
……………………
WANANDA JOHN R. ANURO
JUDGE
Delivered in the presence of:
Mr. Njiru and Mr. Makori for the Creditor
Mr. Kiboi for the Objector/Debtor
Court Assistant: Amos Boso
Milimani HCCOMMIN/E098/2026
2. In response to the notification, the Objector/Debtor, through Messrs Sam Ogola & Co. Advocates , filed the Notice of Motion dated 27/05/2026 through which it sought, inter alia , orders restraining the Administrators from assuming control of the company or disposing of its assets, and orders suspending, staying and/or discharging the Administration altogether.
3. In the Affidavit sworn in support of the Application, one Abdirahmin Sheikh who introduced himself as a director of the Debtor deponed basically, that there was bad faith in initiation of the proceedings as the parties were all along in discussions regarding a 6 million USD debt that was in contention, that the Creditor improperly consolidated liabilities that were not the Debtor’s and imposed the same as an outstanding debt, and that the said amount was imposed upon the Debtor from another company in which the Debtor was neither a shareholder or director. He also protested that the Creditor failed to follow the procedure of service of notices and instigated an ambush at the Debtor’s premises, and claimed that the Creditor’s aim is dismantling and selling the Debtor’s assets with no probability of rescue.
4. It is this Application that prompted the Creditor to file the Notice of Preliminary Objection dated 29/052026, the subject of this Ruling. The Objection is founded on two points of law: first, that this Court has no jurisdiction, within an Insolvency Notice, to grant injunctive relief or to terminate the appointment of the Administrators; and second, that the Application is fatally and incurably defective as it is not anchored on a suit.
5. The Objector/Debtor, through Messrs Sam Ogola & Company Advocates, opposed the Preliminary Objection by way of the Replying Affidavit sworn on 8th June 2026 by Abdirahman Sheikh, who introduced himself as the founder and a director of the Objector. He deponed that no statutory notice of the appointment was served upon the Objector as required under section 537 of the Act and Regulation 102 of the Regulations , and that the Gazette publication relied upon by the Creditor only issued after the administrators had already taken possession of the Objector's assets and premises on 26th May 2026, annexing what he described as CCTV footage in support of that assertion. He deponed further that the Creditor had inflated the debt amount by including liabilities said to belong to a separate entity, Ainu Shamsi Hauliers Limited , which he contended has no common directorship or shareholding with the Objector, annexing company search records for both entities. He added that negotiations over the disputed debt were ongoing at the time of the appointment, and prayed that the appointment be terminated, that the administrators vacate the premises, and that control of the assets be restored to the Objector.
6. The parties thereafter filed written submissions. The Creditor’s Submissions is dated 17 th July 2026, while the Debtor’s is dated 8th June 2026.
Creditor's Submissions
7. Counsel for the Creditor reiterated that the Insolvency Notice, filed solely to notify the Court of an out-of-court appointment by the holder of a floating charge, does not commence adversarial proceedings and confers no jurisdiction on the Court to grant injunctive relief or to terminate or suspend an administration, relying on Samuel Kamau Macharia & Another v Kenya Commercial Bank Limited & 2 Others [2012] eKLR for the proposition that jurisdiction is a creature of the Constitution or statute and cannot be conferred by the Court on itself. Counsel submitted, further, that the application is incompetent for want of an anchoring suit, an interlocutory injunction being incapable of standing on its own, citing Francis Muiruri v Bernard Gathuku Ngugi [2007] KEHC 270 (KLR ), the House of Lords decision in American Cyanamid v Ethicon [1975] AC 396 as applied in Equity Bank (Kenya) Ltd v Doris Makena [2021] KEHC 7536 (KLR), and the Court of Appeal's decision in Scope Telematics International Sales Limited v Stoic Company Limited & Another [2017] KECA 545 (KLR ). Counsel urged, finally, that the Replying Affidavit ought to be disregarded in its entirety as improperly introducing contested questions of fact into what must remain a pure point of law, relying on Mukisa Biscuit Manufacturing Co. Ltd v West End Distributors Ltd [ 1969] EA 696 .
Objector's Submissions
8. Counsel for the Objector, on the other hand, submitted that the appointment of the administrators was itself procedurally defective and void ab initio , statutory notice under Section 537 and Regulation 102 not having been served before the administrators took possession, contrary to Section 538 of the Act, relying on Owners of Motor Vessel "Lillian S" v Caltex Oil (Kenya) Ltd [1989] KLR 1 , Speaker of the National Assembly v Njenga Karume [2008] 1 KLR (EP) 425 , and Athi River Steel Plant Ltd v Rao & 4 Others [2024] KECA 585 (KLR ), for the proposition that failure to strictly comply with statutory preconditions to an appointment deprives the Court of jurisdiction to recognise it. Counsel also submitted that the debt relied upon had been inflated through inclusion of a separate company's liabilities, relying on Mistry Jadva Parbat & Co Ltd v Kenya National Trading Corporation [1976] KLR 42 , and that negotiations for sale of the disputed debt to a third party rendered the insolvency proceedings premature and oppressive, relying on Re African Safari Club Ltd [2010] eKLR and Section 30 of the Act. Counsel prayed that the appointment be terminated forthwith.
Determination
9. As aforesaid, the issued for determination are “ whether this Court possesses the jurisdiction, within an Insolvency Notice, to grant injunctive relief or to terminate the appointment of the Administrators ”; and second, “ whether the Application is fatally and incurably defective for the reason that it is not anchored on a suit ”.
10. Section 537 of the Insolvency Act, 2015 establishes the legal framework and filing requirements for an “out-of-Court” appointment of a corporate Administrator by the holder of a qualifying floating charge. The provision governs how a secured creditor formally initiates Administration which is actually meant to be treated as an attempt to rescue a financially distressed company rather than allowing it to descend into liquidation. Under Section 537 , a person who appoints an Administrator under an out-of-Court mechanism must lodge specific documentation with the Court to validate the appointment. Following a successful Section 537 filing, Section 539 then requires the appointer to immediately notify the Administrator and advertise the appointment in the Kenya Gazette and also in the mainstream newspapers. By dint of Section 537 as read with Section 534 and 538 , the Administration formally takes effect the moment a compliant Notice of Appointment is lodged with the Court, and no initial Court sanction is required. Indeed, in the case of re Arvind Engineering Limited (2019) KEHC 12266 (KLR) , F. Tuiyot (as he then was ), made it clear that an appointment satisfying Section 537 does not require prior Court permission or a judicial hearing to become active. Once the filing requirements of Section 537 are completed, a moratorium is triggered to protect the company from execution, asset repossessions, creditor lawsuits, and liquidation actions without the Administrator’s consent.
11. The issue for determination at this stage is a narrow one, confined to the two points of law raised in the Preliminary Objection; it is not, at this stage, whether the appointment of the Administrators was in fact procedurally compliant, whether the debt has in fact been inflated, or whether negotiations for sale of the facility were genuinely afoot. Those are matters going to the merits of the Application, and it would be premature, and indeed improper, for this Court to purport to resolve them within a Preliminary Objection.
12. It is trite, following Mukisa Biscuit Manufacturing Co. Ltd v West End Distributors Ltd (supra), that a preliminary objection consists of a pure point of law argued on the assumption that the facts pleaded by the opposite party are correct, and cannot properly be raised where the Court is required to ascertain facts or exercise discretion. I do not, however, understand this principle, as the Creditor's submissions appear to suggest, to mean that the Replying Affidavit of Abdirahman Sheikh must be disregarded wholesale simply because it touches on facts. A Court may properly have regard to pleadings and documents already on the record, including facts that are not genuinely in dispute, without offending Mukisa Biscuit ; what the doctrine forecloses is an objection that is entangled with facts that remain genuinely contested and can only be resolved through evidence. Whether statutory notice was served before or after the Administrators took possession, whether the debt figure improperly includes the liabilities of a separate company, and whether negotiations for a sale of the facility were genuinely underway, are all matters squarely in dispute between the parties on the papers before me, and I decline to make any finding on them at this stage. They remain open for determination, on evidence, at the substantive hearing of the application.
13. Turning to the first point of law, it is indeed correct, as the Creditor submits, that jurisdiction is a creature of the Constitution or statute, and a Court cannot arrogate to itself jurisdiction beyond that conferred upon it by law, Samuel Kamau Macharia ( supra ) being unassailable authority for that proposition. It is also correct that Sections 534 and 537 of the Insolvency Act , read with Regulation 102 of the Regulations, are, on their face, no more than a statutory mechanism by which the holder of a qualifying floating charge notifies the Court of an out-of-court appointment of an Administrator, and standing alone, may not be construed as conferring upon the Court jurisdiction to grant injunctive relief or to terminate such an appointment.
14. The above is not however the end of the matter. As observed by Dr. Mugambi J, in the case of Glee Hotel Limited v Equity Bank Kenya Ltd & Another , Insolvency Petition No. E045 of 2026, [2026] KEHC 11409 (KLR) (delivered 23rd July 2026) , read as a whole, the Insolvency Act does vest this Court, sitting as the designated Insolvency Court, with jurisdiction over challenges of the very character the Objector now seeks to raise. Sections 591 and 592 of the Act expressly contemplate challenge to an Administrator's conduct of an Administration and empower the Court to examine that conduct, Section 604 empowers the Court to remove an Administrator from office, and Section 692 empowers the Court to grant injunctions where it is satisfied that a person has engaged, or is threatening to engage, in conduct contravening, or failing to comply with, the provisions of the Act. It is therefore no wonder that the Creditor has not been able to cite a single authority decided under the Insolvency Act to support of the said contention.
15. On the second point of law, I again refer to the decision of Dr. Mugambi J in Glee Hotel Limited v Equity Bank Kenya Ltd (supra) in which she was confronted with materially identical facts: an Administrator appointed out of Court under Sections 534 to 537 of the Act by the holder of a floating charge, a Notice of Appointment filed under Section 537 , and an Application by the affected company, filed within the very same Insolvency Cause seeking to restrain and ultimately terminate that appointment. The Respondents in that case raised a Preliminary Objection couched in terms identical to the one now before me, relying, as the Creditor does here, on the Court of Appeal case of Geoffrey Ndungu Theuri v Law Society of Kenya [1988] eKLR , for the proposition that an Application for interim relief cannot be entertained in the absence of a pending suit. I however agree with Dr. Mugambi J’s decision in Glee Hotel Limited v Equity Bank Kenya Ltd (supra) that the principle enunciated in Geoffrey Ndungu Theuri v Law Society of Kenya (supra) , sound and as binding as it is, was entirely in respect to an ordinary injunction sought under Order 40 of the Civil Procedure Rules and anchored in an ordinary civil suit commenced by way of a Plaint. It does not therefore translate, without adaptation, to an Application filed within other means of initiating Court action, such as an Application filed within an existing Insolvency Cause. An Insolvency Cause commenced by notification under Sections 534 and 537 does not open as an adversarial proceeding between named parties; it opens, in the Judge's words, as “ a notice to the Court that a state of affairs has changed ”, remaining dormant until a party with a recognised interest invokes one of the powers the Act reserves to the Court, at which point, and only then, does it acquire an adversarial character. On that footing, Dr. Mugambi J, declined to strike out the Application before her, finding support in A. Mabeya J’s decision in the case of Mayaka (suing on his own behalf and 53 others) v Rao (As Administrator of General Printers Ltd) [2022] KEHC 3384 (KLR) and in A. Mabeya J’s decision in D. Majanja J’s decision in the case of Mark Properties Limited v Coulson Harney LLP Advocates; Le Mac Management Company Limited & Another [ 2021] eKLR , both to the effect that matters touching on the Administration of a company are properly ventilated by Application within the existing Insolvency Cause, and not by way of a freshly instituted suit. There is no reference whatsoever to any requirement for a pending suit The two cases fundamentally underscore the boundary between general commercial litigation jurisdiction and specialized Insolvency jurisdiction under the Insolvency Act, 2015 .
16. I find the reasoning in Glee Hotel Limited v Equity Bank Kenya Ltd (supra) persuasive, and, being a decision of a co-ordinate bench of this Division on facts on all fours with those now before me, I see no principled basis on which to depart therefrom it. Applying the same reasoning here, the Application was filed, as in Glee Hotel Limited v Equity Bank Kenya Ltd (supra) , within the Insolvency Notice itself and not as a freshly instituted suit. That, in my view, is precisely the course the authorities cited above contemplate. As aforesaid, the authorities relied upon by the Creditor for the contrary proposition, being all concerned with ordinary Order 40 of the Civil Procedure Rules injunctions anchored to a Plaint, do not assist it in the context of an Insolvency Cause of the kind before Court.
17. The rule of specialty dictates that special statutes override general statutes. Since Insolvency matters have their own specialized, substantive procedural framework under the Insolvency Regulations (2016) , the Civil Procedure Rules may only apply to proceedings under the Insolvency Act, 2015 , in a supplementary or residual capacity to bridge procedural gaps where the specialized regulations are silent .
Final Orders
18. For the above reasons, I find neither ground of the Preliminary Objection dated 29/05/2026 sustainable, and the same is consequently dismissed with costs to the Debtor/Objector.
19. The Debtor/Objector's Notice of Motion dated 27/05/2026 shall accordingly proceed to be heard on its merits, at which stage the disputed questions of fact, including the procedural regularity of the appointment of the Administrators, the composition of the debt, and the effect of the negotiations cited, may properly be resolved on evidence.
DATED, SIGNED AND DELIVERED AT NAIROBI THIS 14 TH DAY OF AUGUST 2026
……………………
WANANDA JOHN R. ANURO
JUDGE
Delivered in the presence of:
Mr. Njiru and Mr. Makori for the Creditor
Mr. Kiboi for the Objector/Debtor
Court Assistant: Amos Boso
Milimani HCCOMMIN/E098/2026