It has been slightly over two years since Olefile Monakwe declared himself president of BOPEU.
However, ‘gate crashing’ into the chairmanship of BOPEU’s lucrative cash loan company, Babereki Investments has been an illusive exercise ever since.
An attempt last year to remove Babereki Investment chairperson Masego Mogwera, from the chairmanship of the company by some nocturnal tricks failed when the High Court and recently the Court of Appeal found everything wrong with the modus operandi adopted by Monakwe and his faction against Mogwera and company.
A resolution purporting to be the outcome of a shareholders’ AGM was filed by Rash Sedimo for BOPEU with the Registrar of Companies, key amongst others being removing Mogwera and Thabologo Galekhutle from the directorship of the company without their knowledge.
It would later surface in Court papers the resolution to remove Mogwera was in fact not a shareholders’ matter, but was signed only by three people, and strangely, was made behind the back of Babereki Investments directors, and other BOPEU structures, contrary to the dictates of the company’s Act and Babereki Investments’ own constitution.
Had the High Court or the Court of Appeal found that Monakwe’s faction’s move to topple Mogwera from the company was acceptable in law, Monakwe would have risen to the chairmanship of Babereki Investments, as the chief authority in its financial affairs. This is the most lucrative arm of BOPEU.
For the uninitiated, the chairmanship of Babereki investments is held by a BOPEU president. Mogwera rose to the position when she became the BOPEU president, taking the button from Andrew Motsamai, and later after being voted BOPEU president at the Kasane congress, three years ago.
Of significant interest are the findings by both courts that without cooperation of all the structures that form BOPEU shareholders, namely the National Office Bearers, all National Executive Committee Members, all Board of trustees members, and all Board of Directors, it would be impossible for Monakwe’s faction to get away with a resolution to remove any director.
The Court of Appeal made more findings that would not be sweet music to anyone harbouring intention to remove a Babereki Investment director by nocturnal tricks.
Key amongst those is that the constitution of Babereki Investments itself is silent on the removal of a director. What had been obtaining over the years at the company was a peaceful transition, where new office bearers would be smoothly added into the Board, inducted, before others smoothly paved way as they retired from the directorship.
Under the current antagonistic climate however, elections or removal of Board members have become topical issues as Monakwe’s faction bid to crack into the Board for control, hence the call for AGM.
Those privy to the constitutional requirements of Babereki Investments AGM say the meeting is never about voting or removing people, rather addresses businesses such as company financials, audits, specifically to satisfy the constitutional requirements of the micro-lenders’ regulator, NBFIRA.
With no removal of directors provided for in the constitution, the Court of Appeal directed the warring parties to the companies ACT, which provides for the calling of extra-ordinary meeting for such purpose.
But it gets more cumbersome, as the Court of Appeal, referencing the companies Act, says at such a meeting at least 75% of the shareholders should agree with the agenda item while the targeted directors are also accorded the opportunity to present their case, as to why they should not be removed.
While Mogwera and her colleagues resumed work at the offices of Babereki Investments following their restoration for the umpteenth time by the Court of Appeal, for the challengers, the road once again looks long, and far.