The High Court’s Commercial Division has ordered M/S Muwema & Co. Advocates to pay USD 372,300 (about UGX 1.34 billion) in accumulated rent arrears and mesne profits, and to vacate commercial premises in Kololo after losing a long-running tenancy dispute with Downtown Investments Ltd.
The February 20, 2026, ruling by Hon. Lady Justice Patricia Mutesi underscores a fundamental truth: informal deals and unaccepted offers won’t shield tenants from the full weight of lease obligations.
The 28-page judgment ruled against M/S Muwema & Co. Advocates, finding the firm liable for breaching a 2014 lease agreement with landlord Downtown Investments Ltd.
The case, Civil Suit No. 0621 of 2023, pits Downtown Investments Ltd against the firm and its partners, Fred Muwema and Friday Kagoro – seasoned litigators known for tackling politically charged battles, from election petitions to corporate showdowns.
The defendants were ordered to hand over vacant possession of the property at Plot 50 Windsor Crescent Road and face eviction if they fail to comply.
In a decision delivered by Lady Justice Patricia Mutesi in Civil Suit No. 0621 of 2023, the court held that the law firm remained in occupation of the property without legal justification and had violated the terms of its lease.
The judge further ruled that claims of an existing sale agreement and demands for reimbursement for renovations were not supported by evidence.
At the centre of the dispute is property situated at Plot 50 Windsor Crescent Road in Kololo. The premises were leased to the defendants under a contract signed on December 1, 2014. The agreement provided for monthly rent of USD 5,000 plus VAT, with a 10 percent increment after the first two years.
Downtown Investments Ltd sought court intervention after alleging that the tenants had defaulted on rent payments and continued occupying the premises beyond the agreed lease period. The company asked the court to grant vacant possession, recover outstanding rent and mesne profits, and award damages.
In response, the defendants argued that they had invoked an option to purchase the property in August 2021 and blamed the landlord for failing to finalize the transaction.
However, Justice Mutesi found that no enforceable sale agreement had arisen. She emphasized that the option to purchase contained in Clause 5 of the lease was conditional and subject to strict timelines.
The court reiterated the principle that acceptance of an offer must be expressly communicated, and that silence cannot amount to consent under contract law.
The judge concluded that the parties’ relationship never shifted from landlord and tenant to vendor and purchaser.
The court determined that the defendants had failed to meet their rental obligations and had unlawfully remained on the premises after termination of the lease.
As a result, the court awarded USD 372,300 in rent arrears and mesne profits, along with UGX 50 million in general damages. The defendants were also ordered to immediately hand over vacant possession of the Kololo property.
A counterclaim seeking more than USD 186,000 for renovation costs was dismissed. The court noted that the lease required written authorization for structural alterations and that the defendants did not sufficiently prove the expenditure claimed.
According to legal experts, the ruling could deter tenants from overreaching on informal negotiations, especially in an era of rising disputes fueled by post-COVID market volatility.
