Kuku Foods Uganda Limited v Uganda Revenue Authority
Tax Appeals Tribunal, Application No. 54 of 2025. 11 May 2026.
The share sale abroad
Shareholders abroad sold a Ugandan fast-food company. The Revenue Authority taxed the Ugandan company itself.
The situation
A KFC franchisee's ownership changed in 2019 to 2020 when its foreign parent sold half to an outside investor. The Revenue Authority assessed the Ugandan company UGX 4,235,796,666 in capital gains tax, on a price-based valuation, dated to the 2019 agreement.
How it was resolved
The Tribunal held that a change of 50% or more in ownership makes the resident company itself liable, deemed to have sold and reacquired its assets, even though it received nothing; the company was not 'immovable property rich' because leased right-of-use assets are not immovable property. But the change took effect on completion, 26 February 2020, not on signing, and the gain must be computed asset by asset at market value. The assessment was set aside, with a joint valuer to be appointed.
What a practitioner takes from it
A sale of shares abroad can create tax for the Ugandan company; plan for it in the deal.
Valuation for s. 74(2) is asset by asset, not enterprise value.