Garuga’s Heir Alwyn Carl Musinguzi, Mathew Rukiikaire Defeat Lawyer Agaba in Bid to Control Multi-Billion Estate

RIP: Garuga Musinguzi

A series of legal and administrative decisions has handed a significant victory to the heir of late businessman Dr. James Musinguzi Garuga , Alwyn Carl Musinguzi Garuga and shareholder Hon. Mathew Rukiikaire after the Uganda Registration Services Bureau (URSB) removed lawyer Agaba Maguru’s appointments from three Garuga-linked companies .

The Solicitor General has also advised the Government to suspend compensation payments worth an estimated Shs200 billion pending resolution of disputes over corporate control.

In a consolidated ruling, Assistant Registrar of Companies Daniel Nasasira ordered that corporate filings appointing Agaba Maguru as a director of Garuga Properties Limited, Kinkizi Development Company Limited and Incafex Limited be expunged from the Companies Register, declaring the filings were wrongfully obtained and null and void ab initio.

The decision followed applications filed by shareholder Mathew Rukiikaire, who challenged the legality of meetings and resolutions through which Maguru had been appointed to the boards of the three companies.

According to documents filed by Rukiikaire, the company holds major stakes in tea and community development ventures in western Uganda, including Kigezi Highland Tea Limited and Kamwenge Community Development Project Limited.

Rukiikaire, a shareholder in Garuga Properties Limited, argued that the late James Garuga remained the controlling force behind the companies until his death on August 6, 2025.

In his statutory declaration, Rukiikaire stated that after Garuga’s death, the companies were left without a properly constituted board making it impossible to lawfully transact business.

He accused Agaba Maguru of exploiting the vacuum to illegally install himself as a director through what he called sham resolutions and unlawful company filings.

According to the declaration, Maguru allegedly lodged a special resolution and company forms appointing himself director of Kinkizi Development Company Limited despite lacking approval from the majority shareholder, Garuga Properties Limited.

Rukiikaire said shareholders were never notified of any meetings, no proper board resolutions were passed and no lawful quorum existed to authorise the changes.

“The continued existence of the impugned filings exposes the company to unauthorized transactions and creates a real risk of dissipation of company assets,” the declaration stated.

The Registrar found that the respondents (Maguru) failed to prove that shareholders had been properly served with notices for the extraordinary general meetings at which the appointments were allegedly approved.

Citing Section 101 of the Evidence Act and judicial precedent, the Registrar held that meetings conducted without proper notice to members are invalid, rendering the resolutions and subsequent appointments legally ineffective.

The ruling further found that there was no record on the Companies Register of ordinary resolutions allegedly authorizing Maguru to represent Garuga Properties Limited at meetings of Kinkizi Development Company Limited and Incafex Limited, leaving the appointments without a documented chain of authority.

The Registrar directed that fresh meetings be convened in accordance with the Companies Act and each company’s Articles of Association to lawfully reconstitute the boards.

In a separate victory for the dynamic duo against the cabal, Solicitor General Pius Perry Biribonwoha advised the Ministry of Lands, Housing and Urban Development to immediately suspend payment of compensation relating to Ranches No. 9 and 13 under the Singo Ranching Scheme and Ranches No. 15, 35 and 41 under the Masaka Ranching Scheme, reportedly valued at approximately Shs200 billion.

The Solicitor General cited unresolved disputes over the management and control of Garuga Properties Limited and Incafex Limited following the death of Dr. Garuga, as well as the appointment of the Administrator General by the High Court as Administrator Pendente Lite of the deceased’s estate.

According to the legal opinion, compensation involving public funds should not be released until lawful corporate authority is established, updated company records from URSB are verified, certified company resolutions are produced and the Administrator General confirms or participates in the process.

The legal advice also warns that where competing claims remain unresolved, compensation should await judicial determination to safeguard public funds and ensure compliance with the law.

The money was waiting to be stolen by Maguru, Kesiime and the coalition after sharing about shs 800m part of the compensation that was released by government to airlift the late for specialized treatment abroad.

The money 800 million that had been released by government as partial compensation to support the late businessman Dr James Musinguzi Garuga’s medical treatment abroad.

The dispute traces back to the government’s ranch restructuring exercise of the late 1990s, during which Ranch 35 in Mawogola associated with the Garuga family was taken over with a commitment that the owners would be compensated.

The total compensation due to the family was reportedly assessed at about UGX 13.7 billion, but payment has remained pending for years.

In early 2025, Dr Garuga developed serious health complications that required specialised treatment abroad.

He petitioned the Minister of Finance, Planning and Economic Development, Matia Kasaija, requesting that part of the long-outstanding compensation be released urgently to facilitate medical care.

Government subsequently processed a partial payment of UGX 800 million under payment reference No. 21418514.

According to documents referenced in court proceedings, the funds were intended for Garuga Cooperative Ltd’s account at Bank of Africa.

The compensation was instead deposited into an account belonging to Garuga Properties Ltd at Bank of Africa, where Canon Maguru was a signatory.

The destination account was changed prior to payment and that the funds were later withdrawn and disappeared.

The rulings represent major setbacks for Maguru and widow Kesiime Peace Bagorogoza claiming authority to act on behalf of the companies through the disputed appointments, while strengthening the position of Alwyn Carl Garuga and Mathew Rukiikaire in the ongoing battle to over the management and securing the late businessman’s companies.

The Registrar’s ruling notes that related court cases concerning company control and shareholding remain pending, while the Solicitor General’s advice means the Government compensation process will remain on hold until the outstanding legal issues are resolved.