Court orders Telecel to hand over minutes

Published: 29 July 2014

The High Court has ordered Telecel Zimbabwe to handover copies of resolutions passed by its board and minutes of all meetings held since March 2010 to its suspended acting chairperson Dr Jane Mutasa.

Dr Mutasa was suspended in March 2010 over fraud allegations and she never had access to the resolutions passed by the board and the minutes of the meetings held.

At the time of her suspension, Dr Mutasa, also a major shareholder through Empowerment Corporation was the acting chairperson. EC holds a 40 percent stake in Telecel.

The ruling in a matter between Telecel Zimbabwe and Dr Jane Mutasa was passed by Justice J Chigumba last week.

Dr Mutasa approached the High Court seeking relief to be furnished with copies of resolutions and minutes of the board meetings.

She intends to use the information to asserting her rights regarding her suspension as acting chairperson of Telecel Zimbabwe, which she argues is null and void.

Directors of the country's second largest mobile phone operator said they had suspended Dr Mutasa to afford her the opportunity to defend herself against charges preferred against her by the State following allegations brought to the police by the company.

Telecel Zimbabwe suspended Dr Mutasa as acting chairperson of the company on March 19 2010 at a meeting held at Hilton Hotel in London, which was attended by fugitive board chairperson James Makamba and fellow board member Mr Kai Uebach.

"The real dispute between the parties is whether or not the board meeting in London was lawfully convened, and whether it had requisite quorum and legal standing to suspend the applicant for the reasons which it did," said Justice Chigumba.

The proposed agenda for the meeting that eventually suspended Dr Mutasa sought to discuss "recent developments" in the country and the deadline on indigenisation.

Neither she nor her son, the alternate director, managed to attend the meeting.

"How else is the applicant to assert her right in the quest to resolve this dispute to finality, when she has been denied access to all the relevant documents? In my view, there is sufficient evidence before me, on the papers filed of record, to found the applicant cause and to support the relief she seeks," Justice Chigumba said.

Apart from needing the information to defend her alleged illegal, null and void suspension, Dr Mutasa requires the resolutions passed in her absence and the minutes of the board meetings to contest planned abolition of the post of acting chairperson.

Principally, Dr Mutasa argues that the purported suspension was unlawful considering that Mr Uebach proceeded with the London meeting in the full knowledge that she had been ordered by police to surrender her passport as part of legal conditions and was required to stay at her house until the matter was finalized.

She added the meeting was convened to evade the authorities and to accommodate Makamba from justice by arranging a venue in a jurisdiction where "the fugitive alternative chairperson was hiding."

"The meeting was an illegal ploy, illegally convened, illegally constituted and illegally executed and it should be declared null and void," argued Dr Mutasa.
- The Herald