Automated Summary
Key Facts
The High Court of Tanzania (Commercial Division) ruled on the winding up of Tan Crush (T) Ltd. The liquidator, Ayoub Mtafya, applied for disclaiming the company's non-saleable Mining License No. 547/2015 and dissolution of the company. The court found the mining license on the landed property at Pongwe Msungura Village to be unsaleable, leading to orders for disclaiming the license and dissolving the company on 16/09/2022.
Issues
- Whether the court should grant leave to disclaim the Mining License No. 547/2015, located at Pongwe Msungura Village, as it is neither saleable nor transferrable under the Companies Act, Cap 212, and Companies (Insolvency) Rules, 2005.
- Whether the court should issue an order to dissolve Tan Crush (T) Limited under Section 329 of the Companies Act, Cap 212, R.E 2002, following the completion of liquidation and confirmation that all company affairs have been wound up.
Holdings
- The court issued an order disclaiming Mining License Number 547/2015, located at Pongwe Msungura Village, held by TAN CRUSH LIMITED, as it is neither saleable nor transferrable.
- The liquidator was directed to submit a copy of the dissolution order to the Registrar of Companies within 14 days for necessary administrative steps.
- The liquidator was directed to surrender the disclaimed mining license to the Ministry responsible for Mining within 14 days.
- The court ordered the dissolution of TAN CRUSH (T) LTD under Section 329 of the Companies Act, Cap 212, R.E 2002, effective from the date of the ruling.
Remedies
- The Court ordered the dissolution of Tan Crush (T) Ltd under Section 329 of the Companies Act, Cap 212, R.E 2002, effective from the date of the order.
- The Liquidator is directed to surrender the respective Mining license to the respective Ministry responsible for Mining within 14 days.
- The Liquidator is directed to submit a copy of the dissolution order to the Registrar of Companies within fourteen days for necessary steps.
- The Court issued an order disclaiming the Mining License Number 547/2015 on the landed property at Pongwe Msungura Village opposite to Pongwe Msungura Dispensary, held by Tan Crush Limited.
Legal Principles
The court applied Sections 329 and 373 of the Companies Act, Cap 212, and Rule 416 of the Companies (Insolvency) Rules, 2005, to justify disclaiming a non-saleable mining license and dissolving Tan Crush (T) Ltd. The ruling emphasized that the company's remaining property was neither transferable nor capable of generating value for creditors, fulfilling the statutory criteria for dissolution.
Cited Statute
- Companies (Insolvency) Rules 2005
- Companies Act, Cap 212, R.E 2002
Judge Name
Deo John Nangela
Passage Text
- 3. That, in line with section 329 of the Companies Act Cap.212, R.E 2002, this Court does make an order and direct that the company in the name of TAN CRUSH (T) LTD be, and is hereby, DISSOLVED from the date of this Order.
- I have considered the prayers in the chamber summons and gone through the affidavit and its annexed report. In view of the fact that the only remaining property of Tan Crush (T) Ltd is neither saleable nor transferrable, I find that there are cogent reasons as to why this Court should accede to the prayers sought by the Applicant.
- 1. That, an Order is hereby ISSUED by the Court, disclaiming the Mining License Number 547/2015 which is on the landed property located at Pongwe Msungura Village opposite to Pongwe Msungura Dispensary which is held by TAN CRUSH LIMITED.