The erstwhile business partners are locked in a bitter
dispute in which they have traded allegations about each other’s conduct in the
deal that went sour.
Through his lawyer, Mr Robin Tanyanyiwa of Tanyanyiwa and
Associates, Mr Mamvura is threatening legal action against Mr Manyere, if he
does not give him his alleged share of proceeds.
According to the correspondences on the wing between the
parties’ lawyers, the dispute is centred on a deal that saw Mr Manyere and his
partner Mr Walter Kambwanji selling Brainworks Private Limited’s 29,39 percent
shareholding in Ecobank Zimbabwe Limited to Ecobank Transnational Incorporated
and pocketed the proceeds.
Mr Mamvura claims to have gotten nothing out of the
lucrative deal, a fact which Mr Manyere, is denying in response to the
allegations of fraud and underhand dealings levelled against him and his
partner.
According to a letter of demand seen by The Herald, Mr
Tanyanyiwa, Brainworks Investments, which the two businessmen co-founded bought
shares from Premier Finance Group Limited for US$2 830 964 after obtaining a
bank loan from BancABC Zimbabwe.
The purpose for the loan was to finance the acquisition of
28 percent shareholding in the then Premier Finance Group Limited. The facility
was secured by, among other things, the registration of a mortgage bond over an
immovable property owned by Star Nail (Private) Limited called East Anglia Farm
owned by our client.
“Unbeknownst to our client, In April 2009 you both
proceeded to fraudulently secure further funding from BancABC Zimbabwe to the
tune of US$670 369.81, after fraudulently misrepresenting to BancABC Zimbabwe
that the additional facility was for the purchase of an additional 10 percent
in Premier Finance Group Limited which purchase never occurred,” said Mr
Tanyanyiwa in his letter dated March 15, 2023.
“Documents in our possession reveal that you achieved this
by forging signatures on the official documentation of Brainworks Investments
(Private) Limited and used the same security belonging to Star Nail (Private)
Limited to increase the loan facility to your benefit.
“Nevertheless, our client continued with the acquisition of
9 percent of the 28 percent acquired in Premier Finance Group Limited whilst
oblivious of the deceitful shenanigans that you had perpetrated.”
This acquisition, according to the lawyer, was confirmed by
the Reserve Bank of Zimbabwe on September 9, 2009, with Mr Mamvura taking over
the 9 percent shareholding through Brainworks Investments (Private) Limited
(4,5 percent) and Rohloff Investments (Private) Limited (4,5 percent).
As Mr Mamvura served as the managing director of Premier
Bank until a time when the working relationship between two disintegrated owing
to Mr Manyere’s alleged questionable banking practices.
This resulted in Mr Mamvura offering to sell you his shares
and to have the security that he had tendered called back in order to divest
from Premier Finance Group Limited, said Mr Tanyanyiwa.
However, Mr Manyere could not afford the purchase of the
shares and Mr Mamvura wrote to him through Messrs Matizanadzo and Warhurst
demanding payment and specific performance regarding the release of his
security which demand Mr Mavura claims remained unanswered, though
acknowledged, to date.
And Mr Tanyanyiwa insists that his client maintained his
shareholding while eventually being able to retrieve his security.
He said Mr Mamvura ceased to be actively involved in the
affairs of Premier Finance Group Limited but maintained his 9 percent
shareholding through Brainworks Investments (Private) Limited which eventually
became a consortium in which Mr Manyere was part to.
Later, it is alleged that Mr Mamvura went on to discover
that ADC Financial Services and KMQ Enterprises jointly acquired 54 percent
shareholding in Premier Finance Group Limited from the founding shareholders
and ADC Financial Services proceeded to swap its 112 500 000 ordinary shares in
Ecobank, in exchange for 87 200 000 ordinary shares in Brainworks Investments
(Private) Limited.
Earlier, in August 2011 Ecobank Transnational Incorporated
had acquired 70 percent shareholding in Premier Finance Group Limited for US$10
000 000. In this case, Mr Tanyanyiwa noted that his client was not aware of any
of those transactions and neither Mr Manyere made any effort to appraise his
client of these developments in which Mr Manyere allegedly played prominent
roles in.
“Clearly, your efforts to conceal the transactions was so
as to unjustly benefit from any potential acquisition of our client’s
shareholding to our client’s detriment,” he said.
In March 2015, Ecobank Transnational Incorporated proceeded
to acquire Brainworks Investments (Private) Limited’s 29,39 percent
shareholding in what is now Ecobank Zimbabwe Holdings Limited for a purchase
consideration of US$12 500 000, which was paid to Mr Manyere and his partner.
And Mr Tanyanyiwa insists that when this shareholding was
acquired, his client still owned 9 percent of Ecobank Zimbabwe Holdings Limited
through Brainworks Investments (Private) Limited which shareholding entitled
him to 32,14 percent of the purchase consideration amounting to US$4 017 500.
“Our client has over the years engaged both of you
regarding the rights to his share of the proceeds and whilst you have confirmed
receiving the funds and made numerous undertakings to our client nothing has
materialised to date,” said Mr Tanyanyiwa.
“Naturally, our client is aggrieved and gravely
disappointed by the continuation of your double dealing and deceit.
Resultantly, we have been instructed to demand as we hereby do that you pay our
client, jointly or severally, the sum of US$4 017 500.00 together with our
collection commission in the sum of US$100 612.50.
“Should you fail to do so within seven (7) days of your
receipt of this letter, we have further instructions to initiate proceedings of
both a criminal and civil nature to hold you to account for your fraudulent
activities and to ensure that our client is duly compensated for your unjust
enrichment at his expense.”
But in his response Mr Manyere who is being represented by
his lawyers Hogwe and Nyengedza, denied entering into any agreement or
arrangement in whatever form with Mr Mamvura which would entitle him to the
demands he makes. Mr Manyere and Kambwanji also denied and disputed every
allegation against them and challenged Mr Mamvura to prove his claim.
“The foregoing notwithstanding, surely it is trite that any
legitimate claims, momentarily ignoring their inexistence, which may have been
founded on the facts alleged by your client would have long since been
prescribed by operation of law and therefore unavailable for litigation,” said
Mr Manyere’s lawyers.
“We are, in the circumstances, left wondering as to the
true motive actuating your client’s unfounded, baseless and outrageous
demands.”
The lawyers said Mr Mamvura’s claims were shocking and
patently inaccurate and bordering on extortion.
“The mere misadventure of a demand where non- arises is
extremely shocking in its defiance of logic and common sense. It just
dismantles all folds of favour and sanity there could have ever existed prior,”
said the lawyers.
“Having personally known your client for some time our
clients are left genuinely wondering whether yours has not been afflicted by a
mild but temporary defect of reason as to allow his very fertile imagination to
contrive a claim where none arises. They are concerned.”
Messrs Hogwe and Nyengedza stated, in their response that
the tenor of Mr Mamvura’s demand, notwithstanding its baselessness and lack of
foundation in fact, tends to malign and injure the integrity and moral standing
and character of their clients.
“We register on that account, our clients’ strongest
protestations and their demand that yours withdraw all false allegations that
find expression in your letter within the next 72 hours, failing which we shall
be constrained to approach the courts for appropriate relief.”
The lawyers have instructions to defend any claims that Mr
Mamvura may bring against Mr Manyere and Mr Kambwanji. Herald
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