Embakasi Ranching Company in Ruai, Nairobi.
A leadership dispute at Embakasi Ranching Company Limited will continue after the High Court rejected an attempt by two directors to have a seven-year-old case thrown out.
Justice Rhoda Rutto dismissed an application by James Njehu Mbochi Njehu and Christopher Eliud Gakuru Ngige, who wanted the court to nullify orders made in 2019 and end the entire dispute.
The two argued that the orders had been obtained through a flawed process and that the company had not properly authorised the case.
But the judge, in her August 6, 2026 ruling, found no merit in their arguments and directed that the main case, which is already part-heard, be concluded on a priority basis.
The ruling is the latest chapter in a long-running fight over who should control the company and represent it in court.
The dispute dates back to 2019, when rival groups emerged over the company’s directors. The High Court intervened in July that year and ordered that the directors who were in office should remain there, while those listed as directors in the company’s CR-12 should also remain as listed.
That order has since become the central point of the dispute.
High court.
Court records show that the July 31, 2019 orders have been repeatedly relied upon in later proceedings involving the company’s leadership and representation.
In a July 2023 ruling, the High Court said the orders had not been overturned on appeal or review and continued to regulate who could act for the company.
The result has been a prolonged stand-off between competing groups claiming authority to run the company.
In 2022, one faction attempted to have new lawyers appointed to represent Embakasi Ranching in some cases.
The court rejected the move, holding that directors whose names appeared in the company’s CR-12 were, because of the 2019 orders, not free to assume office duties or appoint lawyers while the dispute remained unresolved.
The court said the former directors who were still in office were to continue holding office pending determination of the dispute.
The issue resurfaced in 2023 when the company’s shareholders sought to hold an annual general meeting.
The company went to court to stop a meeting scheduled for September 29, 2023, arguing that it would undermine the existing court orders.
A wall fencing the offices of Embakasi Ranching Company Limited in Ruai on February 24, 2021.
The rival group said the meeting had been called after shareholders requested the company secretary to convene it. They argued that shareholders should not be prevented from exercising their rights simply because the leadership dispute was before the court.
The disagreement reflected the deeper problem: the company had been unable to settle who had the authority to call meetings, elect directors and conduct its affairs.
In June 2024, the High Court granted an order stopping the proposed annual general meeting pending determination of the main case.
Justice Njoki Mwangi noted that the company had already presented its evidence and closed its case, but the defendants’ side had yet to begin its defence.
She said the dispute needed to be resolved instead of being prolonged through repeated applications and directed that the defendants’ case be heard expeditiously.
The 2024 ruling also revealed the extent of the disagreement over the company’s governance.
Some of the defendants argued that failure to hold annual meetings for several years was putting the company at risk and affecting shareholders who were yet to receive their land rights.
Others maintained that the court orders prevented the disputed directors from taking over the company and that any meeting convened outside those orders would be improper.
The dispute was still active in February this year, when the High Court issued another ruling in the same case involving Embakasi Ranching, the Registrar of Companies and 14 individual defendants.
The latest application brought the court back to the events of 2019.
Mr Njehu and Mr Ngige argued that the July 2019 orders should be cancelled because they were connected to earlier orders made in April that year. They claimed the April orders arose from an agreement allegedly recorded in the presence of an advocate who had died years earlier.
They argued that this meant the subsequent orders were tainted and should not continue to bind the company.
Justice Rutto rejected that connection.
She found that the July 2019 orders were made after the court considered the dispute before it and were not simply an extension of the April orders.
“There is no nexus between the orders issued by Lady Justice Grace Nzioka on 30th July, 2019, and those issued by Lady Justice Okwany on 29th April, 2019,” Justice Rutto said.
The judge also rejected the argument that Embakasi Ranching had not authorised the case.
The applicants had questioned a board resolution dated June 10, 2019, which gave Walter Kigera Waireri authority to sign documents and testify for the company.
Justice Rutto found that the resolution was sufficient to show that the company had approved the proceedings and authorised their continued prosecution.
She therefore dismissed the application filed in March 2026 and awarded costs in the main case.
The judge noted that the dispute has been before the court since 2019 and that the main case is part-heard.
She ordered that the defendants’ evidence be heard on a priority basis.
The ruling, delivered virtually on August 6, 2026, means the leadership battle remains unresolved, with the substantive case now expected to determine the competing claims that have kept Embakasi Ranching in court for years.
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