I am seeking legal advice regarding a dispute involving a [company removed]-registered private company and one of its directors. I am a foreign investor and was not resident in Uganda at the time of the transaction.
In 2025, I entered into a business and investment arrangement with the company and paid a total of USD 20,000 pursuant to a Share Transfer Agreement. The funds were remitted through bank transfer and international money transfer, and receipt was acknowledged by the company’s director.
Despite payment and my performance under the arrangement:
• The obligations under the agreement were not fulfilled.
• I was never issued a share certificate.
• I did not receive written confirmation that my name was entered into the register of members.
• To the best of my knowledge, the share transfer was never perfected in accordance with the Companies Act requirements.
Subsequently, I formally communicated my intention to exit the company and requested a refund of the invested funds. This exit was acknowledged, and discussions occurred through the company’s legal representatives regarding a possible resolution.
However:
• No refund has been made to date.
• No agreed payment timelines were honored.
• The company continues to retain the funds without lawful justification.
• Non-payment was later attributed to the absence of future funding, although the agreement was not contingent on third-party financing.
I have prepared a consolidated evidence package that includes:
• A timeline of events,
• The executed Share Transfer Agreement,
• Proof of all payments,
• Message correspondence confirming receipt of funds and delays, and
• Email correspondence involving the company’s advocates.
I have also submitted a confidential complaint to [company removed] and am awaiting their response.
I would appreciate your guidance on:
• Remedies available where a share transfer was not completed or registered,
• Recovery of funds paid under such circumstances,
• Potential claims arising from breach of contract and director conduct, and
• Whether regulatory or criminal escalation would be appropriate if the matter remains unresolved.
Please let me know if you require any additional information to assess this
In 2025, I entered into a business and investment arrangement with the company and paid a total of USD 20,000 pursuant to a Share Transfer Agreement. The funds were remitted through bank transfer and international money transfer, and receipt was acknowledged by the company’s director.
Despite payment and my performance under the arrangement:
• The obligations under the agreement were not fulfilled.
• I was never issued a share certificate.
• I did not receive written confirmation that my name was entered into the register of members.
• To the best of my knowledge, the share transfer was never perfected in accordance with the Companies Act requirements.
Subsequently, I formally communicated my intention to exit the company and requested a refund of the invested funds. This exit was acknowledged, and discussions occurred through the company’s legal representatives regarding a possible resolution.
However:
• No refund has been made to date.
• No agreed payment timelines were honored.
• The company continues to retain the funds without lawful justification.
• Non-payment was later attributed to the absence of future funding, although the agreement was not contingent on third-party financing.
I have prepared a consolidated evidence package that includes:
• A timeline of events,
• The executed Share Transfer Agreement,
• Proof of all payments,
• Message correspondence confirming receipt of funds and delays, and
• Email correspondence involving the company’s advocates.
I have also submitted a confidential complaint to [company removed] and am awaiting their response.
I would appreciate your guidance on:
• Remedies available where a share transfer was not completed or registered,
• Recovery of funds paid under such circumstances,
• Potential claims arising from breach of contract and director conduct, and
• Whether regulatory or criminal escalation would be appropriate if the matter remains unresolved.
Please let me know if you require any additional information to assess this
弁護士の回答
FE
Festo & Co. Advocates
Jan 28, 2026
Jan 28, 2026
With more information or evidence of proof of payment, we can conduct due diligence on the recipient. Then we can pursue recovery, on individuals and attach their assets. Where it is an entity, we can have veil lifted and pursue the individuals acting on its behalf.
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