CHANGES to Kingdom Meikles Africa Group Ltd (KMAL)â€™s directorship should comply with the Banking Act since the company became a bank holding company after the merger last year, the conglomerateâ€™s minority shareholdersâ€™ legal team has said.
According to documents filed at the High Court last week by lawyer Addington Chinake of Kantor & Immermann, if the Extraordinary General Meeting (EGM) went ahead as planned, it would be in complete violation of the Zimbabwe Stock Exchange (ZSE) Act.
Chinake was representing the minority shareholders who are challenging attempts to remove the directors. Chairman John Moxon convened an EGM to remove chief executive Nigel Chanakira and directors Callisto Jokonya and Rugare Chidembo from the board. Moxon is proposing that the trio be replaced by Marilyn Hugill, his sister, and South African-based Ashwin Mancha, Jack Mitchell, Fiona Silcock and Carl Stein, all linked to his family.
The Moxon-linked companies in KMAL include ACM Investments, JRT M Investments, ASH Investments, FPS Investments and APWM Investments. They jointly hold 43% of the total issued share capital of KMAL. Econet Wireless holds 10%.
The EGM is scheduled for October 23.
Clause 3:45 of the ZSE listing requirements state that a listed company must ensure that all the necessary facilities and information are available to enable holders of securities to exercise their rights. In particular it must inform holders of securities of the holding of meetings which they are entitled to attend.
The requirement also empowers the stakeholders to exercise their rights to vote where applicable and publish notices in the press or distribute circulars in terms of the listing requirements.
â€œThe notice and the circular in respect of the EGM has not been published first to fifth responded or their board of directors in two national papers as required by the law,â€ argued Chinake.
By Paul Nyakazeya