A deepening governance crisis at The Nairobi Hospital, has escalated after Senior Counsel Dr. Otiende Amollo accused a faction of the hospital’s leadership of persistent contempt of court, unlawful usurpation of office, leading to the loss of Sh3 billion.
In a strongly worded letter dated January 12, addressed to Company Secretary Gilbert Nyamweya—currently on mandatory leave—Dr. Amollo warns that continued defiance of subsisting High Court orders could trigger immediate civil, regulatory, and criminal consequences, including committal to jail, attachment of personal assets, and professional sanctions.
“This letter constitutes a FINAL ENFORCEMENT NOTICE,” Dr. Amollo states, accusing Nyamweya and what he describes as his “faction of the Board and elements of senior management” of deliberate, aggravated disobedience of binding court orders and conduct “calculated to undermine both corporate governance and the authority of the Judiciary.”
Central to the dispute is the status of senior officials at the hospital. According to the letter, Nyamweya was placed on mandatory leave on August 11, 2025, through a valid board resolution—a directive that, the lawyer insists, “has never been lifted, rescinded, suspended, varied, or set aside.”
“As a result,” the letter reads, “any action taken by you… is without authority, ultra vires, unlawful, null and void ab initio, and of no legal effect whatsoever.”
The Nyamweya faction in the board comprise Dr Barcley Onyambu (chairman), Samson Mbuthia Kinyanjui (vice chair), Felix Osano (chief executive), Adr Agnes Gachoki (chairperson of Medical Advisory Committee), Dr Magdalene Muthoka, Prof Eng. John Mwero and Eric Okeyo.
The same restriction, Dr. Amollo says, applies to the hospital’s Chief Executive Officer, Osano, who is also on mandatory leave and therefore “lacks lawful authority to undertake, approve, sanction, ratify, or implement any governance, financial, capital, or operational decisions.”
Any decisions made during this period, the lawyer argues, expose those involved to personal legal consequences.
The enforcement notice sets out, in strict chronological order, a series of High Court orders issued between July and December 2025 that restrain board meetings, governance decisions, financial and capital actions, and the convening of an Annual General Meeting (AGM).
Among them are orders issued on July 3 restraining board meetings; directions by Justice Nixon Sifuna on July 11 barring public communication on the dispute; further restraining orders issued on November 5; and contempt orders issued on December 16 staying and reversing resolutions that had expelled board members.
“These orders remain fully operative, binding, and enforceable,” Dr. Amollo writes, adding that no individual or faction has authority “to reinterpret, suspend, dilute, or circumvent them.”
He warns that disobedience of court orders is not merely a procedural lapse but “a direct assault on constitutional order, judicial authority, and the administration of justice.”
Dr. Amollo dismisses claims attributed to Nyamweya’s camp that contempt orders lapse after 14 days as “legally erroneous, constitutionally untenable, and jurisprudentially bankrupt.”
“There exists no constitutional, statutory, or procedural provision under which contempt orders self-expire by effluxion of time,” he states, stressing that any breach constitutes “continuing and aggravated contempt of court.”
Kenyan courts, he adds, have consistently held that directors and officers who facilitate or tolerate disobedience face personal consequences, including fines, civil jail, and attachment of assets.
The letter raises what it describes as “grave concern” over alleged collusion to unlawfully include a co-opted board member in records held by the Registrar of Companies, in defiance of statutory requirements and the hospital’s governing instruments.
Dr. Amollo also cites failure to produce the hospital’s Register of Members and “credible evidence of manipulation of membership records,” warning that these actions raise issues of false filings, conspiracy to defeat the law, and potential criminal liability.
He demands that within 24 hours, Nyamweya produce a “complete, current, accurate, and verifiable Register of Members,” detailing admission dates, approvals, proposers, and proof of subscription payments.
The enforcement notice declares an AGM scheduled for February 6, 2026 illegal and void, arguing it was convened in violation of subsisting court orders and by persons lacking lawful authority.
“It is therefore illegal, null, and void ab initio,” the letter states, warning that any attempt to proceed would amount to fresh contempt of court.
Similarly, expulsion letters issued on December 11, 2025 are described as “legally dead instruments” after being expressly stayed and reversed by the High Court.
Perhaps the most serious allegation is that the hospital has suffered cumulative losses exceeding Sh3 billion due to what the lawyer describes as sustained fiduciary dereliction and compromised legal oversight.
“This financial haemorrhage… is the direct and foreseeable consequence of your sustained dereliction of duty in your fiduciary capacity as Company Secretary,” Dr. Amollo alleges.
He attributes part of the losses to repetitive legal costs arising from multiple contempt and derivative proceedings, some of which were “poorly, incoherently, negligently defended, or not defended at all,” exposing the hospital to adverse rulings and reputational damage.
The letter is copied to an extraordinary list of offices, including the Chief Justice, the Attorney-General, the Director of Public Prosecutions, the Directorate of Criminal Investigations, the Ethics and Anti-Corruption Commission, the Registrar of Companies, and professional bodies such as the Law Society of Kenya and the Institute of Certified Public Secretaries.
Dr. Amollo also signals the possibility of parliamentary intervention, stating that stakeholders reserve the right to petition Parliament under Article 119 of the Constitution should non-compliance persist.
In closing, Amollo issues a stark warning. “Your continued involvement in the affairs of the Kenya Hospital Association without lawful authority… shall be treated as a continuing disregard of binding legal and institutional requirements,” the letter states.
He adds that any further non-compliance will trigger immediate contempt proceedings, regulatory action, and possible criminal investigations, insisting that “all court orders presently in force remain non-derogable.”
The unfolding dispute now places one of Kenya’s most prominent private hospitals at the centre of a high-stakes legal and governance battle, with far-reaching implications for corporate accountability, judicial authority, and public confidence in institutional leadership.
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