Caps Pharmaceutical Trust (CPT), who are the major
shareholders in the drug manufacturing company, approached the court on
November 10 after they were made aware of the appointments through social media
and local newspaper notices.
Industry and Commerce minister Sekai Nzenza last month
appointed pharmaceutical quality assurance specialist Ian Matondo as the CAPS’
board chairperson, while the other members were Tapiwa Mashingaidze, Sinikiwe
Gwatidzo, Arthur Manase and Bothwell Nyajeka.
The CPT cited Zenza, the ministry’s permanent secretary
Mavis Sibanda, CAPS Holdings and CAPS Private Limited as well as the new board
as respondents.
High Court judge Justice Owen Tagu agreed with the terms of
the application, saying that CPT had a right as the majority shareholders to be
involved in the process. “It is also not in dispute that the applicant, on
paper, appears to be majority shareholders in third respondent hence on paper
have a right to have been involved in the appointment of the fifth to the ninth
respondents as board members for the third respondent,” Tagu said.
He went on further to grant a provisional order to CPT,
saying the new board would not be involved in the running of the company nor
would the Industry and Commerce ministry take part in any activity involving
the appointment of workers at the company.
“Pending confirmation or discharge of this provisional
order, the applicant is granted the following interim relief: The fifth to
ninth respondents be and hereby interdicted from performing duties as directors
of the 3rd respondent pending the court’s determination on the return day on
whether or not the interdict should be extended until the arbitral tribunal
makes a final determination on the dispute.
“The first respondent be and is hereby interdicted from
interfering with the affairs of the 3rd respondent and appointment of any
persons as directors, employees or consultants to the 3rd respondent until the
return day,” Tagu adjudged.
According to records, CPT was notified of an annual general
meeting which was to be held on October 30, with one of the agenda items to be
discussed being the appointment of directors for CAPS Limited. Sibanda wrote a
letter to CAPS Limited on October 22nd asking for a postponement of the meeting,
which went on to be cancelled, because there were some legal and factual issues
that needed to be resolved.
The ministry then went on to appoint the new board members
for the firm which would have been discussed at the AGM. CPT challenged the
appointment, citing that it would negatively affect them as the major
shareholders as their right to appoint directors as well as the chairperson of
the board for CAPS Limited had been completely disregarded.
The permanent secretary as well as the ministry contested
the urgent application, saying that the issue was not an urgent matter. Daily
News
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