How Supreme Court Ruling Reshaped Cross-Border Lending, Secured Ruparelia’s Simbamanyo Buyout

By Frank Kamuntu

In June 2023, Uganda’s Supreme Court issued a landmark ruling in the case between Ham Enterprises and Diamond Trust Bank, clarifying that foreign lenders do not require a Bank of Uganda license to extend credit to Ugandan borrowers—provided they are not accepting public deposits.

The decision overturned a 2020 High Court ruling that had cast doubt on the validity of cross-border loans and threatened to destabilize syndicated financing worth more than Shs5.7 trillion. Its reversal restored confidence in Uganda’s financial sector and directly underpinned high-profile transactions such as Dr. Sudhir Ruparelia’s acquisition of Simbamanyo House—now the Gender and Labour House.

Economic Impact

The Supreme Court’s ruling carries enormous economic weight. Sectors like infrastructure, real estate, and energy depend heavily on syndicated loans, where foreign banks share risk and supplement limited local lending capacity. For instance, Stanbic Bank’s single-borrower cap of USD 60 million falls far short of financing mega-projects such as the Standard Gauge Railway. Without international lenders like DTB Kenya, Uganda would face serious credit constraints.

By confirming that cross-border lending is lawful, the Court ensured Uganda remains an attractive destination for foreign capital, securing billions in external debt financing critical to development.

Critics Raise Red Flags

Not everyone, however, welcomed the judgment. Critics argue that the ruling could open the door to “shadow banking” and heighten money laundering risks, particularly as Uganda works to exit the Financial Action Task Force grey list. Others caution that the decision sidelines parliamentary authority and weakens the central bank’s regulatory oversight.

Still, financial analysts stress that with proper anti-money laundering safeguards, the benefits—stability, investment inflows, and enforceable contracts—far outweigh the risks.

The Simbamanyo Estates Test Case

The ruling’s practical impact was underscored in July 2025 when the High Court dismissed Simbamanyo Estates’ challenge to a USD 10 million syndicated loan involving Equity Bank Uganda, Equity Bank Kenya, and Bank One Mauritius.

Citing the Supreme Court’s precedent, the court upheld the 2020 auction of Simbamanyo House to Ruparelia’s Meera Investments for Shs18.5 billion, alongside the sale of Afrique Suites to Luwaluwa Investments. The judge rejected allegations of fraud, describing the loan as a “permissible commercial necessity.”

The judgment reinforced the principle enshrined in Uganda’s Contracts Act 2010: borrowers remain obligated to repay loans—even under void agreements—to prevent unjust enrichment.

Transforming Distressed Assets

For Ruparelia, the decision validated a transparent acquisition process that turned a distressed property into a productive national asset. Today, the rebranded Gender and Labour House houses the Ministry of Labour, Gender, and Social Development, while contributing to the capital’s economic vibrancy.

His buyout exemplifies the ruling’s emphasis on lawful enforcement of contracts and its role in revitalizing Uganda’s real estate sector. Critics of the sale often overlook Simbamanyo’s prolonged loan defaults, which legally justified the auction.

The Supreme Court’s judgment is both a decisive win for Uganda’s economy and a reaffirmation of investor trust. It secures cross-border lending, safeguards foreign participation in large-scale projects, and upholds legitimate financial transactions like the Simbamanyo buyout.

To build on this progress, analysts recommend that Parliament introduce clear regulatory guidelines—balancing openness to foreign lenders with robust oversight—to ensure Uganda’s financial ecosystem remains transparent, competitive, and resilient.