JUDGMENT OF THE COURT
This is an appeal from the Ruling of the High Court of Kenya at Nairobi (Githinji J. as he then was) delivered on 27th October 1997 in High Court Miscellaneous Application Number 1153 of 1996 in which Prabha Mahesh Gudka (hereinafter “Prabha”) was the applicant and Surco Ltd was the respondent.
The facts giving rise to the suit were largely undisputed. They were that Mahesh Somchand Gudka was a substantial shareholder in Surco Limited (hereinafter “the Company”) owning all but 15 shares out of the issued share capital of 50,000 shares. His wife, Prabha was a director of the Company.
Mahesh Somchand Gudka (hereinafter “the deceased”) died on 4th February 1996. Two days prior to his death he had, on 2nd February 1996, executed three share transfers by which he transferred all his total of 49,985 shares in the Company to Rashmikant Zaverchand Chandaria (5,000 Ordinary Shares), Surendra Somchand Gudka (20,000 Ordinary Shares) and Mit Mahesh Gudka (24,985 Ordinary Shares…