Molefe, Showa want interdict discharged
Mpho Mokwape | Friday April 16, 2021 15:31
The duo who were last week served dismissal letters by board chairperson, Pelani Siwawa-Ndai and later interdicted to enter the company’s premises through a court order, say they were not dismissed in accordance with the company’s constitution therefore they deemed the letters null and void.
When appearing before the Lobatse High Court Judge, Tebogo Tau on Wednesday, their attorney Mboki Chilisa said his clients were dismissed without due process and in accordance with the company’s Act therefore it was only fair that they disregard the letters.
“There was no authorisation for the person who dismissed them, no due process followed and on top of that the board members abused the Court process by rushing to Court for an ex-parte without any valid reasons and without any notice to the fired parties,” he argued.
Chilisa further said the temporary interdict be discharged because it was obtained without any compelling reasons as to why it was an ex-parte and that the board members were only using it to extend their stay on the board.
He explained that it would discourage misconduct where litigants rush to courts without affording others notice, pointing out that if not it will invite anarchy and courts abuse.
Moreover, according to Molefe’s founding affidavit he says their dismissal was motivated by the unlawful motive that the majority of board members have of unlawfully extending their tenure and delaying the election/re-election at an annual general meeting (AGM).
“Their actions are not driven by interests of the company but are selfish and self seeking. The shareholders cannot be deprived of their democratic right to elect board members of their choice who will best serve their interests.
The board members currently enjoy sitting allowances that are exorbitant which they have determined,” he said.
Molefe explained that for the board members to dismiss him without discussing their concerns with him and through a process, they know it was unlawful and that the members are clearly acting recklessly and against the best interest of the company.
He noted that it was the conduct of members of the board which hurt shareholder confidence.
He explained that no reasonable and right thinking member of the board would on the eve of an AGM purport to dismiss its principal officer and its managing director without any form of hearing because they are unhappy that a notice of AGM that includes election/re-election of directors as part of the agenda was issued.
“The directors who are behind the Court application are not serving any public or shareholder interests but are simply seeking to use the Court process to unlawfully extend their tenure by enforcing an unlawful decision and giving effect to an unlawful extension of their tenure. The Court should not allow itself to be used as an instrument for usurpation of the shareholders’ democratic rights to appoint board members,” said Mofefe.
He further stated that there was no urgency for drastic action on the eve of the AGM where different board members were probably going to be elected saying it was the company’s board members whose terms are set to expire who are bent on holding onto office by hook or crook.
On other issues relating to the company, Molefe said the deponent of the founding affidavit of the company failed to disclose to the Court that him and his immediate family members were shareholders and would therefore never deliberately do anything to sabotage it and also failed to disclose that all board members except him are non executive and therefore do not require access on a daily basis to the business premises of the company.
“These numerous non-disclosure are material and that the Judge would in all probability not have granted the order if any of the above incontestable facts had been disclosed, therefore, I submit that I am entitled to have the order discharged on account of material non-disclosure,” he explained.
However, BBS on the other hand is gunning for a final interdict saying that the issues before Court are simply a contract between employer and employee.
BBS attorney, Msiya Kindiano said it was right for the board chairperson to fire the two and that there was no need to continue hijacking the company offices.
“This is a contract between the employer and employee and they were legally dismissed by the chairperson following the board’s decision and that is why the interdict ought to be final,” he said.
Judgement is to be delivered on Monday.