Overview:
The case stems from a share purchase agreement in which Tewahade agreed to sell his stake in Innscor (U) Ltd—the company that operated the Nando’s franchise in Uganda—to Nzeyi for $400,000. Court records show that Nzeyi paid part of the amount, including an initial $50,000, leaving a balance of $230,000.
The Court of Appeal of Uganda has stayed the enforcement of a payment of $230,000 (about Shs870 million) against businessman Amos Nzeyi in a dispute arising from a failed Nando’s franchise deal.
The order temporarily halts execution of a High Court ruling that had directed Nzeyi to pay the outstanding balance to his former business partner, Menna Tewahade, pending determination of the main appeal.
The case stems from a share purchase agreement in which Tewahade agreed to sell his stake in Innscor (U) Ltd—the company that operated the Nando’s franchise in Uganda—to Nzeyi for $400,000. Court records show that Nzeyi paid part of the amount, including an initial $50,000, leaving a balance of $230,000.
The business relationship later deteriorated after the franchise arrangement with Nando’s B.V. was terminated. The termination followed changes in the company’s ownership structure that reportedly breached the Master Franchise Agreement.
Tewahade subsequently sued for recovery of the outstanding balance, and the High Court ruled in his favour, ordering Nzeyi to pay the money.
However, Nzeyi appealed the decision, arguing that payment of the balance was conditional on renewal of the franchise—an event that did not materialise. His legal team, led by lawyer David Nambale, also argued that paying the money before the appeal is heard would expose their client to potential loss, given that Tewahade is said to reside in the United States and has no known assets in Uganda.
In its ruling delivered in April 2026, a panel of three justices—Moses Kazibwe Kawumi, Mike Musisi and Asa Mugenyi—allowed the application for stay of execution, overturning an earlier decision by a single justice.
The judges noted that there was an arguable appeal, particularly on whether the final payment was contingent on renewal of the franchise agreement. They further observed that enforcing the payment before the appeal is concluded could unfairly prejudice Nzeyi, especially given that Tewahade had already received a substantial portion of the agreed sum.
The court also pointed to the need to preserve the status quo, ruling that the balance should remain unpaid until the appeal is heard and determined.
The decision pauses a high-stakes commercial dispute that underscores the risks associated with franchise agreements and share transactions, particularly where contractual obligations depend on third-party approvals.
The main appeal is yet to be scheduled for hearing.