Victoria Commercial Bank has won 30 days to register security backing Dawa Limited’s KSh220 million overdraft and US$15 million facilities.
The court found a Lands Registry delay caused the missed deadline, rescuing a major pharmaceutical financing arrangement.
A banking dispute involving one of Kenya’s established pharmaceutical groups has ended with relief for Victoria Commercial Bank.
The bank went to court after missing a statutory deadline for registering security supporting substantial financing to Dawa Limited.
The facilities included a KSh220 million overdraft, alongside several dollar-denominated financing arrangements.
According to the ruling, Dawa Limited also received a letter of credit facility reaching US$6 million (KSh 777 million).
A guarantee facility involved an additional US$3 million (KSh 389 million), while refinancing could reach another US$6 million.
The potential exposure therefore reached US$15 million (KSh 1.94 billion), excluding the separate KSh220 million overdraft.
Victoria Commercial Bank required security before advancing the facilities to Dawa Limited.
That security came through a Further Legal Charge created by Medisel Nairobi Limited.
The charge, dated June 6, 2026, covered Nairobi/Block 240/880.
This is where the corporate structure becomes important because Dawa and Medisel were different parties.
Dawa Limited was the borrower, Victoria Commercial Bank was the lender, and Medisel Nairobi Limited provided security.
The dispute was therefore not about ownership of Dawa’s business or repayment of the facilities.
It was about whether the bank could register its security after the legal deadline had expired.
The Dawa Link
Dawa Limited sits within the business empire now operating under the Dawa Life Sciences identity.
Its roots trace back to Medisel Kenya Limited, established in 1994 by pharmaceutical entrepreneurs Dr Raju Mohindra and Dr Ajay Patel.
A PwC family-business profile adds Reema Mohindra as a founding figure alongside Mohindra and Patel.
Medisel initially operated as a distributor of generic medicines sourced from overseas markets.
The business later made a decisive move into pharmaceutical manufacturing through its acquisition of Dawa Limited.
In 2004, Medisel acquired Dawa Pharmaceuticals, then a manufacturing company under receivership.
That acquisition became the foundation for the modern Dawa Group.
Dawa Life Sciences now identifies Mohindra as its co-founder and board chairman.
It also identifies Patel as co-founder and a board member.
A 2017 industry report provides another glimpse into the corporate relationship.
It reported that the Patel family had remained at Dawa’s helm since its 2004 acquisition.
The report also said Dawa was planning a US$30 million (KSh 3.9 billion) factory investment in Nairobi.
At that time, Dawa reported US$20 million turnover, up from US$17 million in 2015.
Those figures help illustrate the scale of the business behind the court application.
They also explain why the bank’s security involved financing running into millions of dollars.
However, available public sources do not establish the current percentage shareholding in Medisel or Dawa.
The evidence instead establishes the founders, corporate history, and continuing leadership links.
The Registration Problem
With the corporate relationships clear, the dispute itself becomes relatively straightforward.
Victoria Commercial Bank agreed to finance Dawa under facilities negotiated in April 2026.
Medisel Nairobi Limited then created the Further Legal Charge securing those facilities.
The directors of Medisel approved registration at the Lands Registry and Companies Registry.
The bank subsequently authorised Bob & Bob Advocates to complete the Companies Registry registration.
But the registration process did not move as quickly as the bank expected.
The charge was booked at the Nairobi District Land Registry on June 6.
The Lands Registry completed registration only on July 14, according to evidence before court.
The registry released the registered charge on the same day.
That delay created the legal problem confronting Victoria Commercial Bank.
The Companies Act required registration of the charge within 30 days.
By the time the bank could complete the necessary process, that statutory window had expired.
The bank consequently approached the High Court on August 5 seeking an extension.
It initially asked for seven days after receiving permission to complete registration.
Court Rescues Deal
Justice Benjamin Njoroge had to determine whether the missed deadline deserved judicial relief.
Section 888 of the Companies Act allows courts to extend time under specified circumstances.
Those circumstances include accidental failure, inadvertence, and situations where relief is just and equitable.
The judge found the bank’s explanation convincing after examining the registration history.
He concluded that the delay resulted from administrative processes at the Lands Registry.
Registry personnel had taken time completing the Transfer of Lease and charge registration.
The court found no evidence that the bank deliberately avoided its statutory obligations.
Justice Njoroge described the failure as an “unintentional omission beyond the control” of the applicants.
The judge also relied on the earlier Diamond Trust Bank Kenya decision involving similar registration difficulties.
That decision recognised that administrative delays beyond an applicant’s control could justify extending statutory timelines.
Justice Njoroge stressed that registration deadlines serve important protections for creditors and shareholders.
Yet he warned that those timelines should not become a “guillotine” against legitimate commercial rights.
The court found another crucial factor in the bank’s favour.
The charge had already been registered at the Lands Registry before the court application.
Only the Companies Registry registration remained outstanding.
Granting an extension would therefore regularise an existing security arrangement rather than create fresh rights.
The judge found that shareholders and creditors would suffer no prejudice from the extension.
He consequently found it “just and equitable” to exercise his discretion under Section 888.
The court allowed Victoria Commercial Bank’s application dated August 5, 2026.
It granted the bank 30 days, rather than the requested seven days, to present the charge.
The court ordered that costs would remain in the cause and subsequently closed the file.
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The ruling, delivered on September 30, effectively rescued the bank’s security over the financing arrangement.
For Dawa and Medisel, the case ended without a finding of wrongdoing.
For Victoria Commercial Bank, it provided additional time to complete a crucial legal formality.
And for lenders generally, the decision carries a broader warning.
Commercial deadlines remain serious, but genuine administrative failures can receive judicial relief when properly demonstrated.
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