The High Court has nullified the transfer of land housing Ndejje Quality School, a mosque and a Muslim cemetery in Kyambala-Kitiko, Wakiso District, after finding that the property was fraudulently transferred to a private company and used to secure loans from Centenary Bank and Absa Bank Uganda. In a judgment delivered by Justice Anna B. Mugenyi of the Commercial Division in Kampala, the court declared the Uganda Muslim Supreme Council (UMSC) the rightful owner of the disputed land, formerly registered as Kyadondo Block 271 Plot 61, and ordered the cancellation of titles and mortgages arising from the fraudulent transaction.
The consolidated suits involved Ndejje Quality Education Services Limited and UMSC as plaintiffs against Muweesi Habibu, Mirembe Executive Group of Companies Limited, Centenary Bank and Absa Bank Uganda. The dispute concerns approximately five hectares of land at Kyambala-Kitiko, where the school operates alongside a community mosque and a Muslim cemetery. Court records show that the land was originally donated to the Muslim community by the family of the late Ismail Kizito. However, an error during the issuance of land titles resulted in the interchange of two plots, triggering a dispute that was resolved by the High Court in 2010.
In that judgment, the court ordered the exchange of titles, recognising Plot 61 as belonging to UMSC and Plot 20 as belonging to the Kizito family. The administrators of Kizito’s estate subsequently signed transfer documents in favour of the Muslim Council and handed over the duplicate certificate of title. On April 20, 2017, UMSC leased 2.5 acres of the land to Ndejje Quality Education Services Limited for 20 years at an annual ground rent of five million shillings. The school subsequently developed the property and began operating there.
However, the court found that in June 2018, the land was transferred to Mirembe Executive Group under circumstances involving forged transfer documents. The company later subdivided the property and used two of the resulting plots to secure loans from Centenary Bank and Absa Bank. Plot 1170, which accommodates the school and mosque, was mortgaged to Centenary Bank, while Plot 1169 was offered as security to Absa Bank.
The court heard that the administrators of Kizito’s estate had neither sold the land nor signed transfer documents in favour of Mirembe Executive Group. A forensic examination by the Uganda Police Directorate of Forensic Services established significant differences between signatures on the disputed transfer documents and genuine signatures provided by the administrators. Justice Mugenyi found that the transfer had been procured through forgery and that Habibu, who controlled Mirembe Executive Group, was involved in the fraudulent transaction.
The judge also pointed to inconsistencies in Habibu’s accounts of how the company acquired the property. While his defence claimed that he purchased the land directly from the administrators for 150 million shillings, his police statement indicated that he negotiated the purchase through the then Wakiso District Khadi at a price of 200 million shillings. The court further questioned how a special certificate of title had subsequently been issued on the basis that the duplicate had been lost, yet the original title had already been surrendered to UMSC following the 2010 judgment.
On the banks’ involvement, Justice Mugenyi found that Centenary Bank had failed to conduct adequate due diligence before accepting Plot 1170 as security. The bank’s own valuation report identified the property as an operational school, with classrooms, dormitories, staff quarters and a mosque. However, the bank did not establish the legal basis of the school’s occupation or inquire from UMSC and the school management about their interests in the land.
The judge ruled that the bank ignored obvious warning signs and could not claim protection as a mortgagee acting in good faith without notice of the fraud. The mortgage held by Centenary Bank was consequently declared null and void against the plaintiffs. Absa Bank was treated differently. The court found no evidence that the bank participated in or knew about the fraud when it advanced the loan secured against Plot 1169.
Nevertheless, Justice Mugenyi ruled that Absa’s security could not stand because the bank had not proved that it held a registered mortgage capable of defeating UMSC’s earlier equitable ownership of the property. The court consequently declared both mortgages incapable of supporting the intended sale of the disputed land. The Commissioner for Land Registration was directed to cancel Mirembe Executive Group’s registration over Plots 1170 and 1169, together with the associated mortgages, and register UMSC as proprietor.
The court also issued a permanent injunction restraining the defendants, their agents and anyone claiming through them from selling, transferring, mortgaging or otherwise interfering with the two properties. Ndejje Quality Education Services Limited was recognised as the lawful lessee of the school premises for the 20 years beginning April 20, 2017.
In compensation, Habibu and Mirembe Executive Group were ordered to jointly and severally pay UMSC 40 million shillings in general damages and Ndejje Quality Education Services Limited 30 million shillings. The plaintiffs were also awarded costs against Habibu, Mirembe Executive Group and Centenary Bank.
Despite losing its mortgage security, Centenary Bank succeeded in its counterclaim for recovery of the outstanding loan. The court ordered Habibu and Mirembe Executive Group to jointly and severally pay the bank 453.3 million shillings, with interest at 21 per cent per annum on the principal sum of 346 million shillings from February 14, 2023, until payment in full.
Absa Bank was similarly awarded 414.39 million shillings, with interest at 21.75 per cent per annum on the principal sum of 230 million shillings from May 20, 2025, until payment in full. Justice Mugenyi further lifted Mirembe Executive Group’s corporate veil, making Habibu personally liable alongside the company for the outstanding debt owed to Absa Bank.
The judge observed that UMSC had contributed to its predicament by leaving the original title and signed transfer documents with its district religious leader for several years without registering its interest or lodging a caveat. However, she maintained that the Council’s failure to protect its interest did not excuse the fraudulent conduct of Habibu and Mirembe Executive Group or shield a mortgagee that ignored warning signs-URN. Give us feedback on this story through our email: kamwokyatimes@gmail.com
