Majani Hotels Group Limited v Tea Hotel Limited (Environment and Land Case E042 of 2025) [2026] KEELC 2048 (KLR)
The bottom line
#A Kericho court dismissed both sides' urgent applications in a hotel lease dispute, ruling that key questions — lease termination and vacant possession — must wait for full trial.
What this practically means
#Executive summary
#Questions the Court framed
#The issues the Court set itself to decide, in its own words.
- 1.Whether the application dated 19th August, 2025 has merit
- 2.Whether the application dated 9th October, 2025 has merit
- 3.Who should bear costs of the applications
Key legal issues
#Whether to restrain termination of the lease
Refused; validity of the served termination notice is a trial issue
The Plaintiff admitted receiving a notice to terminate. The court held it could not at the interlocutory stage determine the validity of the termination, which falls squarely within the pleadings (declaration of validity and permanent injunction) and must await full hearing of the main suit.
Whether the Defendant should render reconciled accounts crediting renovation sums
Refused; the claim would re-write the lease
Clause 1 of the lease required the tenant itself to quantify and cost the repairs in collaboration with the Estate Manager, with agreed costs credited to the rent account. Inviting the court to reverse that mechanism would amount to re-writing the contract contrary to the National Bank of Kenya v Pipeplastic principle.
Whether the Defendant's application for vacant possession should be granted
Refused; it would determine the Counterclaim at the interlocutory stage
Both the temporary and mandatory injunction prayers sought vacant possession of the hotel and swimming pool. Granting them would conclusively determine issues reserved for trial, and a mandatory injunction is only granted in clear or exceptional cases.
Whether Musa Koech had authority to swear affidavits for the Defendant
Presumption of authority applies; a director has ostensible authority absent contrary evidence
Applying Slokwei Tarita Ltd v Walekwa and Ochanda v EON Energy, authority to defend a suit is an internal matter under the Articles of Association; a director is a known agent and evidence must be tendered to show he acted outside actual authority before a court can find the affidavit unauthorized.
Legal principles established
#- A court cannot re-write a contract between the parties; parties are bound by its terms unless coercion, fraud or undue influence are pleaded and proved
- Mandatory injunctions on interlocutory application issue only in exceptional or clear cases
- A director is an agent of a company and, absent evidence to the contrary, has ostensible authority to sign documents including affidavits on its behalf
Court orders
#- 1.The applications dated 21st August, 2025 and 9th October, 2025 are dismissed
- 2.The Defendant is awarded the costs of both applications
The bench
#One judgment of the whole court — no separate or dissenting opinions.
Wrote the judgment
- Jurisdiction invoked
- Article 159 of the Constitution of Kenya; Section 19 of the Environment and Land Court Act; Sections 1A, 1B and 3A of the Civil Procedure Act; Order 40 and Order 51 of the Civil Procedure Rules
Relief refused
#Prayer (c) of Plaintiff's application - injunction restraining termination of the lease
Validity of the termination notice already served is an issue for trial
Prayer (f) of Plaintiff's application - rendering and reconciling accounts
The lease required the Plaintiff itself to quantify and cost repairs with the Estate Manager; granting the order would re-write the contract
Prayer (g) of Plaintiff's application - deposit of Kshs. 1,000,000 and continued payment of rent
Predicated on prayer (f), which was declined; the lease already sets out payment obligations
Prayers (a) and (b) of Defendant's application - temporary and mandatory injunction for vacant possession
They would determine the Counterclaim at the interlocutory stage; the issue is best addressed at trial
Costs
The applications dated 21st August, 2025 and 9th October, 2025 are dismissed with costs to the Defendant.
Quotable passages
#Verbatim from the judgment, each located to the page it appears on in the official PDF — so these can be cited and checked directly.
A Court of law cannot re-write a contract between the parties. The parties are bound by the terms of their contract, unless coercion, fraud or undue infiuence are pleaded and proved.
Taking the foregoing into consideration, I find that the applications dated 21st August, 2025 and 9th October, 2025 lack merit and are hereby dismissed with costs.
It is therefore my view that prayers (a) and (b) of the application dated 9th October, 2025 have the efiect of determining the Counterclaim at the interlocutory stage.
Therefore, evidence has to be tendered to prove that a director has acted outside the scope of his actual authority before a Court can find that such director is unauthorized.
Issues in the judgment
#The court frames the first issue as the application dated 19th August, 2025 although the Plaintiff's application is dated 21st August, 2025
The Plaint is described in places as dated 19th August, 2025 while the lease is elsewhere referred to as dated 1st August, 2025 in prayer (a) of the Plaint, though the lease date is 1st August, 2023
Submissions dates appear reversed: Plaintiff filed on 5th February, 2025 and Defendant on 2nd February, 2025, against a 2026 timeline
The Counterclaim's prayer (i) refers to interests on '(f), (g), (h), (i), (j) and (k)' which exceeds the letters of the listed prayers
Key timeline
#Practical implications
#Frequently asked questions
#Cite this brief
#Cite this brief
Caselaw, "Majani Hotels Group Limited v Tea Hotel Limited (Environment and Land Case E042 of 2025) [2026] KEELC 2048 (KLR)", Case Analysis (2026). Not stated in the extract (Kericho ELC suit). Source: https://new.kenyalaw.org/akn/ke/judgment/keelc/2026/2048/eng@2026-04-16
Suggested citation format for research notes or client memos. Always verify the original judgment before relying on any point.