Dear members of the Uganda Law Society (ULS), I write to share my thoughts on the recent ruling by Judge Musa Ssekaana regarding the decision-making powers of the ULS Council. While I respect the court’s authority, I believe the decision is flawed and creates significant operational challenges for the ULS. Let me explain.
Judge Ssekaana ruled that unless a quorum is specifically provided for, decisions of the ULS Council must be made by all members of the Council. This interpretation, in my view, is overly rigid and undermines the practical functioning of the Council.
First, Section 9 of the Uganda Law Society Act establishes the composition of the ULS Council, but it does not explicitly require all members to be present or participate in decision-making. The Act is silent on quorum, leaving this to be addressed by regulations under Section 25 (e)
However, no regulations have been enacted under Section 25€ to specifically prescribe the quorum for Council meetings. In such cases, Section 28 of the Interpretation Act provides guidance, allowing for implied powers necessary to carry out the Council’s functions effectively.
Section 28 of the Interpretation Act recognizes that when an Act confers powers to a body, it also implies powers reasonably necessary to exercise those functions. This means the ULS Council should be able to operate without requiring every single member to participate in every decision.
Judge Ssekaana’s rejection of the Interpretation Act’s application is problematic. The Act is a statute of general application and provides a practical framework for interpreting laws where specific provisions are silent. Ignoring it creates unnecessary rigidity.
By requiring all members to participate in decisions, the ruling imposes an unrealistic and unworkable standard. What happens if one member is unavailable due to illness, travel, or other unforeseen circumstances? Does the Council grind to a halt?
Such an interpretation undermines the very purpose of the ULS Council, which is to ensure the efficient management of the Society’s affairs. The ruling deprives the Council of flexibility and could lead to paralysis in decision-making.
Moreover, the ruling disregards the principle of practicality in governance. Most corporate and organizational bodies operate on the basis of a quorum—not unanimity or full attendance. This ensures decisions can still be made while maintaining accountability.
Judge Ssekaana’s insistence on full participation also contradicts the intent of Section 10 of the Uganda Law Society Act, which grants broad powers to the Council to manage the Society’s affairs. These powers should include the ability to act without requiring all members to be present.
Operationally, this ruling creates a logistical nightmare for the ULS. The Council is composed of busy professionals, including the Attorney General and Solicitor General, whose schedules may not always align. Requiring their constant participation is impractical.
For these reasons, I believe the ruling is legally flawed and practically untenable. I intend to appeal this decision to ensure the ULS Council can continue to function effectively and in the best interests of its members.
The appeal will argue that the Interpretation Act’s implied powers should apply and that the Council can operate with a reasonable quorum, even in the absence of specific regulations under Section 25
In conclusion, Judge Ssekaana’s ruling, while well-intentioned, creates unnecessary complications for the ULS Council. It is my duty to ensure the Society remains functional and effective.
The writer, Denis Kusaasira is a seasoned lawyer and Senior Partner at ABMAK Associates, specializing in mining and oil & gas projects. Recognized for his expertise, he is highly ranked by prestigious directories Chambers Global and IFLR1000.
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