The two former business partners, who have had a bruising
shareholding battle over shareholding and attendant unfulfilled promises, are
currently at each other throats’ over a real estate development – No. 36
Mountbatten Complex – in Marlborough, Harare, which has 37 townhouse units
valued US$3.9 million. Three of those properties are subject to the court
action initiated yesterday (Friday).
This comes as their acrimonious shareholding fallout which
has been raging for months intensifies.
Mr Chigogwana and Mr Sikhosana were business partners
running several companies, Access Forex (Pvt) Ltd, Access Finance (Pvt) Ltd,
Tara Capital (Pvt) Ltd, Thirty-Six Mountbatten (Pvt) Ltd as well as Access
Forex SA (Pty) Ltd, until a nasty fight broke out over shareholding last year,
leading to the court action.
The battle over the companies’ equity and properties has
left the business on the brink of implosion after the two key shareholders
exited the business in two separate deals during the row. Mr Sikhosana left
last year and Mr Chigogwana this week.
The applicants in the High Court case – HC1007/23 – over
properties are Mr Sikhosana and his entities Ferden Investments, Rock Drill
Mining and Seanmart Investments, while the respondents are Mr Chigogwana, Mr
Bwerinofa, Thirty-Six Mountabatten, Access Finance, Access Forex, Tara Capital,
The Sheriff of the High Court and the Registrar of Deeds and Companies.
Mr Sikhosana wants Mr Chigogwana to transfer the properties
which were part of their bitter split settlement to him in real estate or cash
form. If that is not done, he wants the court to issue an order to attach of
his former partner’s assets to settle the remaining part of the deal.
He also wants his erstwhile colleague to pay all transfer taxes,
imposts and costs associated with the deal.
In his application, Mr Sikhosana says in terms of clause 9
of the agreement of sale of his shares and property as well as the share
purchase agreement, he should put Mr Chigogwana in mora (default) to address
the issue within 14 days. In the event that the breach is not rectified, he
shall have a right to cancel the agreement or demand redress in casu (during
the case).
As chief executive, Mr Chigogwana owned 54% shareholding,
Mr Sikhosana, who was managing director, 20% and their chairman Mr Isau
Bwerinofa 26%.
Before the fallout, their businesses offered various
payment solutions and remittances in the local, regional and international
market.
The remittances business in Zimbabwe has been lucrative due
to the need for efficient financial solutions in the current digital
environment. Access Finance has been thriving in that market, serving
individuals and Zimbabwe’s biggest companies.
In his 2023 mid-term monetary policy statement, Reserve
Bank of Zimbabwe governor John Mangudya said as at 30 June international
remittances through official channels amounted to US$1.4 billion, a 4% increase
from US$1.3 billion recorded in the same period last year.
The shareholding bickering has been going on for two years
now.
After their blazing row and acrimony originally emanating
from Mr Chigogwana’s reneging on a deal to sell 10% shareholding to Mr
Sikhosana, the two agreed to part ways. This followed failed mediation efforts.
Their dispute left the company at risk.
As part of the resolution process, valuation was done and
Mr Sikhosana decided to sell his interests in the related companies for US$1
million.
However, another wrangle subsequently erupted over the
shareholding price and after months of back and forth talks a settlement was
reluctantly agreed to at US$600 000.
The US$600 000 buyout deal included a cash payment of
US$280 000 less US$140 000 as an offset transaction over Mr Sikhosana’s debt to
the company, with the US$140 000 balance being paid into two installments of
US$80 000 and US$60 000 separately.
It was also agreed Mr Sikhosana would get three townhouse
units valued US$320 000. These are the properties now subject to court action.
The cash payments were delivered, but the properties and
title deeds have not yet been transferred.
During the course of the dirty fight, Mr Chigogwana also
sold his shareholding in Access Finance and other entities before Mr Sikhosana
got his full payment for his own sale, specifically title deeds for the three
townhouse units.
This week it was announced Mr Chigogwana has now quit
Access Finance and related entities as chief executive with effect from 1
October and would be replaced by Salim Eceolaza, former Simbisa Brands Limited
group finance director, who steered its unbundling from Innscor Africa Limited
and oversaw its listing on the Zimbabwe Stock Exchange.
After the shock news of Chigogwana’s divesting and stepping
down from Access Finance, Sikhosana rushed to court to demand the outstanding
payment, arguing his properties cannot be part of the takeover deal as they are
encumbered in the buyout arrangement.
Chigogwana and Sikhosana were business partners in a
successful financial venture around Access Finance, associated with several
entities that offered various payment solutions and remittances, since 2014
The remittances business in Zimbabwe has been lucrative due
to the need for efficient financial solutions in the current digital
environment and Access Finance has been thriving in that market.
In his 2023 mid-term monetary policy statement, Reserve
Bank of Zimbabwe (RBZ) governor John Mangudya said as at 30 June international
remittances through official channels amounted to US$1.4 billion, 4% increase
from US$1.3 billion recorded in the same period last year.
Mr Sikhosana wants the court to declare:
“The court application to compel transfer of the immoveable
property known as Units number 19, 8 and 22 in certain piece of land situate in
the District of Salisbury called Lot 88 Marlborough Township of Marlborough
measuring 1.1525 hectares, held under deed of transfer No. 3816/2027 dated 27th
September 2017 be and is hereby granted.
“The 1st, 2nd and 3rd respondents (Chigogwana, Bwerinofa
and 36 Mountbatten respectively) be and are hereby ordered to ordered to sign
all transfer papers, make all appearances, pay all tax obligations and related
imposts as may be necessary to effect transfer of transfer Units number 19, 8
and 22 in certain piece of land situate in the District of Salisbury called Lot
88 Marlborough Township of Marlborough measuring 1.1525 hectares, held under
deed of transfer No. 3816/2027 dated 27th September 2017 to the 2nd, 3rd and
4th applicants (Ferden, Rock Drill and Seanmart) respectively within 14 days of
the granting of this order.
“In the event that 1st, 2nd and 3rd respondents fail or
refuse to transfer the housing units as ordered in (1) above, then in that
event 4th respondent be and is hereby authorised to sign and execute all
papers, attach and sale in execution such property of the 1st, 2nd and 3rd
respondents as is sufficient to pay for all and any lawful taxes, imposts and
costs as are conventionally payable by a transferor and do all such things as
are necessary to pass transfer of units 19, 8 and 22 to the 2nd, 3rd and 4th applicants
respectively and the 5th respondent be and is hereby ordered to effect transfer
in his records to give effect to the transfer.
“Alternatively, the 1st, 2nd, 3rd, 4th, 5th and 6th
Respondents jointly and severally the one paying the other to be absolved be
and are hereby ordered to pay the to the Applicants the sum of US$320 000.00
(three hundred and twenty thousand American dollars) being the agreed value for
Units number 19, 8 and 22 in certain piece of land situate in the District of
Salisbury called Lot 88 Marlborough Township of Marlborough measuring 1.1525
hectares, held under deed of transfer No. 3816/2027 dated 27th September 2017.
“In the event that the 1st,2nd, 3rd, 4th 5th and 6th
respondents fail or refuse to pay the sum of us$320 000.00 (three hundred and
twenty thousand American dollars) in terms of paragraph (4) above, then in that
event the 7th Respondent be and is hereby authorised to attach such property of
the 1st, 2nd, 3rd, 4th, 5th and 6th respondents and cause to be realised the
sum of US$320 000.00 (three hundred and twenty thousand American dollars) and
pay over to the Applicants.
“The 1st, 2nd,3rd, 4th, 5th and 6th respondents jointly and
severally the one paying the others to be absolved be and are hereby ordered to
pay the Applicants’ legal costs at the rate of attorney and client scale in
terms of clauses 11.7 of the individual agreements of sale.” Herald
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