The High Court in Kampala has ordered Roko Construction Limited to pay US$1.39 million (approximately Shs5.2 billion) to Assa Abloy (U) Ltd for doors, ironmongery and accessories supplied and installed at Mulago National Referral Hospital.
The Commercial Division of the High Court also ordered Roko to pay interest on the outstanding amount at an annual rate of 9 per cent from August 20, 2020, until payment in full, together with the costs of the suit.
Justice Stephen Mubiru delivered the judgment on October 16, 2026, in Civil Suit No. 0251 of 2021, following a lawsuit in which Assa Abloy sued Roko and the Attorney General to recover the outstanding contractual sum.
The court found that Assa Abloy had proved that it supplied and installed 2,716 steel door sets, accessories and ironmongery at Mulago Hospital, valued at US$2,581,667.58.
Roko disputed the claim, arguing that it had ordered only 1,784 doors and that the items supplied had either been paid for, were defective or had not been properly delivered.
However, Justice Mubiru rejected Roko’s defence, finding that the evidence established the existence of a binding contract and that Roko’s own conduct supported Assa Abloy’s claim.
“The party asserting the existence of a contract bears the burden of proving its existence and its terms,” Justice Mubiru said.
He added that Assa Abloy had discharged that burden through the quotation, Roko’s requisition, shipping documents, partial payments and testimony from witnesses for both parties.
“More significantly, the 1st defendant made partial payments to the plaintiff. A party’s partial payment amounts to an admission of the contract’s existence,” the judge held.
The court also relied on a joint physical verification exercise conducted in August 2020, during which the parties confirmed the number of doors installed at the hospital.
Justice Mubiru noted that Roko’s own witnesses had admitted that Assa Abloy supplied and installed doors at the project.
“The 1st defendant’s own witnesses confirmed the contractual relationship,” he said, referring to testimony by Roko’s Clerk of Works, Wakoli Jackson, who told the court that Assa Abloy had begun supplying doors and that installation was carried out from Block A through Block K.
The judge also rejected Roko’s argument that Assa Abloy had failed to prove delivery because it did not produce delivery notes or goods received notes.
“Proof of delivery can be established by admissions or acts of the parties, not solely by formal delivery notes,” Justice Mubiru ruled.
He observed that Roko’s witnesses had acknowledged the supply and installation of the doors, while the company had made partial payments. Roko’s operations manager had also confirmed the quantity of doors following the joint verification exercise.
The court dismissed Roko’s argument that some of the doors were defective, noting that the alleged defects had not been pleaded in the company’s defence but were instead raised during the trial.
“To allow a defendant to sit idly by during the progress of his trial, and then set up a special defence that he could have raised at the very inception of the trial, would be to sanction a practice of trial by ambush,” Justice Mubiru said.
The judge further found that Roko had retained and installed the doors for a considerable period without formally rejecting them.
“Mere complaint about the goods does not constitute a clear and unequivocal act of rejection,” he said.
According to the judgment, Roko’s installation and retention of the doors, partial payments and promises to make further payments were consistent with acceptance of the goods rather than rejection.
On the claim against the Attorney General, the court found that Assa Abloy had no cause of action against the government because there was no contractual relationship between the two parties.
The Attorney General had argued that the government was not liable because the supply agreement was between Assa Abloy and Roko.
Justice Mubiru agreed, holding that the fact that the doors were installed at a government facility did not make the government a party to the supply contract.
“The contract was between the plaintiff and the 1st defendant. The 2nd defendant’s hospital was the destination for the goods, but that is not the same as being expressly identified in the contract as bearing liability,” he ruled.
The judge described the government as, at most, an incidental beneficiary of the supply contract and dismissed the suit against the Attorney General, with costs.
On the amount owed, the court found that Assa Abloy was entitled to recover US$1,391,667.58 after accounting for payments made by Roko.
Justice Mubiru held that Assa Abloy had established the existence of a binding contract, the supply and installation of the doors and accessories, Roko’s acceptance of the goods and its failure to pay the outstanding balance.
“The 1st defendant is therefore in breach of its contractual obligation to pay the price, and the plaintiff is entitled to recover the outstanding sum,” he ruled.
However, the judge declined to award additional general damages, finding that Assa Abloy’s loss was purely financial and had already been adequately compensated through interest.
“The plaintiff not having proved any other loss apart from the delayed payment, in the circumstances, an additional award of general damages would be tantamount to overcompensation,” Justice Mubiru held.
The court consequently entered judgment in favour of Assa Abloy against Roko for US$1,391,667.58, together with annual interest of 9 per cent from August 20, 2020, until payment in full, and the costs of the suit.
The suit against the Attorney General was dismissed with costs.
