By Ivy Benson
As the ownership struggle of Celltel Limited, now conducting business as Kasapa Communications Limited sees no end soon, Kludjeson International Limited (KIL) is currently in a legal showdown with institutions and personalities, both local and foreign, to thrash out the ownership dispute of the mobile telecommunication company in court.
Being the mother company of Kasapa Communications Limited, KIL and the Mobile Telecommunication Company have descended heavily
Some bigwigs mentioned in a joint legal suit issued by KIL and Kasapa Communication Limited include the Standard Chartered Bank Limited, Pricewater House Coopers, an Accountancy and Management Consultancy firm, Bentsi-Enchil, Lesta and Ankomah, a private partnership company providing legal services and Sudan Telecommunications Limited of Sudan.
According to KIL, business activities conducted on behalf of its subsidiary company without the knowledge of its directors is null and void. The suit, dated February 2, 2010, was issued against Robert Norris Palitz, who until recently was the Managing Director (MD) of Kasapa Company Limited, together with 16 others, who are directly involved in the activities of the company for fraud.
The other defendants include Trustee Services Limited, a company issuing secretarial duties, and it’s General Manager, Philip Dosoo, Margaret Abena Manful, a lawyer, Certwell Limited, an offshore company in the British Virgin Islands, Micheal Awuah, Kuwata Limited from the British Virgins Island, EGH International Limited from the British Virgin Island and Expresso Telecom Group Limited of United Arab Emirates.,.
The rest of the defendants include Emad H. Ahmed. Emad Sukker, both of United Arab Emirates, Ihab Ibrahim Mohammed Osman of Sudan and Lung Hien Ching, a Ghanaian resident.
Meanwhile, an Accra High court, presided over by Justice Ofori Atta has granted an ex-parte motion deposed to in an affidavit by Prince Mawuena Kludjeson, MD of Celltell Limited, now conducting business as Kasapa Communications Limited, for all defendants outside the jurisdiction to be served with the legal suit. The court further ordered that on receipts of the suit, each defendant should enter appearance within eight days of being served with notice and suit.
In a-seventeen-point claim sought by the plaintiffs, KIL and its subsidiary company, Kasapa Company Limited want a declaration of the court that the former has never transferred any of its shares in the later to the mobile telecommunication company and Mr. Micheal Awuah, the 6th defendant, as recorded on the company’s file officially kept at the Registrar General’s Department.
Plaintiffs are further demanding a declaration of the court that the Annual Returns for 2005 filed by Trustee Services Limited as well as the amendment to the shareholding structure of the Annual Returns of 2005 of the mobile telecommunication company, were acts of fraud and therefore null and void.
More so, the plaintiffs are seeking a declaration from the court that the Annual Returns for 2006 and 2007 of the mobile telecommunication company filed by Margaret Abena Manful, 4thdefendant, under the direction of Robert Norris Palitz, 1st defendant, was an act of fraud and therefore null and void.
Plaintiffs are, therefore, demanding an order of the court directed at the Registrar General’s Department to expunge from its records the Annual Returns for 2005, 2006 and 2007 as filed by Trustee Services Limited and Margaret Abena Manful under the direction of Mr. Palitz.
Additionally, plaintiffs are seeking a court declaration that Certwell Limited, Micheal Awuah, Kuwata Limited, EGH International Limited, Expresso Telecom Group Limited and Sudan Telecommunications Limited are not direct or indirect shareholders of Kasapa telecommunication Limited while Emad H. Ahmed, Emad Sukker, Ihab Ibrahim Mohammed Osman and Lung Hien Ching are not and never been directors or alternate directors of the mobile telecommunication.
Plaintiffs are, therefore, seeking among others, a restraining order against each of the defendants and their agents apart from Trustee Services Limited and Philip Dosoo, from holding themselves in various capacities as directors, shareholders, officers and offering and receiving banking services to the telecommunication company.
Plaintiffs pointed out that in 2007, without giving authority to Mr. Palitz, the latter directed the Trustee Services Limited to make the telecommunication’s Annual Returns filings at the Registrar General’s Department, which are fraudulent.
According to them, the information received by the Registrar General’s Department for the year 2006 up to February 28, 2008 and Annual returns for 2007 up to April 28, 2008 contained factual inaccuracies but erroneously accepted by the Registrar General’s Department.
In the circumstance, plaintiffs noted that Trustee Services Limited and Margaret Abena Manful acted under the direction of Mr. Palitz, who had no lawful authority from the plaintiffs to act in that capacity and therefore the company’s Annual Returns filed by the entities and received by the Registrar General’s Department was erroneous and constitutes fraud.
According to plaintiff, Trustee Services Limited under the direction of Mr. Palitz fraudulent omitted KIL, as the sole shareholder of the Mobile Telecommunication Company and further caused Margaret Abena Manful to fraudulently amend the shareholding structure of the company by naming Mr. Micheal Awuah as a shareholder, when plaintiff had not transferred, offered or sold any shares to him.
Plaintiffs asserted that it was fraudulent on the part of Magaret Abena Manful and Mr. Palitz to indicate at the Registrar General’s Department that KIL on January 18, 2005 transferred 3,000,000 of its shares in Kasapa to Kasapa, when no such transfer had taken place adding that the two personalities further file at the department that on January 18, 2005, KIL transferred 1,000,000 of its shares to Mr. Micheal Awuah, when no such transfer was made.
Plaintiffs indicated that the two separate transactions undertaken by Margaret Abena Manful and Mr. Palitz were fraudulently cancelled by a special resolution dated January 27, 2005, when no such transfer had not been effected to warrant a resolution for its cancellation.
It was the contention of the plaintiffs that Margaret Abena Manful was not the company secretary of Kasapa Company Limited as purported by Mr. Palitz per the company’s file at the Registrar General’s Department adding that the PriceWater House Cooper’s certifies financial statement of the mobile telecommunication company did not state the true financial position of the company.
Plaintiffs further noted that Mr. Palitz fraudulently caused Standard Chartered Bank Ghana Limited to grant him access to the company’s current account, fixed deposit account and other facilities without lawful authority of Kasapa Company Limited;
Plaintiffs say KIL remains the sole shareholder of Kasapa Telecommunication Limited it had not transferred any share to any personality or entity currently holding themselves as directors and shareholders of Kasapa Telecommunications Limited adding that the appointment of Bentsi-Enchill, Letsa and Anomah as external solicitors of Kasapa by Mr. Palitz was unlawful as plaintiffs had not authorized any such direction.