Court Reporter
FORMER Renaissance Financial Holdings Limited board members, who were last week barred from convening meetings on behalf of the firm, yesterday said the High Court was yet to determine the propriety of their conduct as directors of the company.
Professor Christopher Chetsanga, Mr Collin Kuhuni, Mrs Masuku, Mrs Monica Mukonoweshuro and Mr James Mabasha contend that apart from a ruling passed last week, there were two other cases pending at the High Court to determine the lawfulness or otherwise of their conduct.
The five indicated that they had resigned from the board when the court order was issued last week.
RFHL founder Mr Patterson Timba and other shareholders who hold 77 percent shareholding in RFHL dismissed Prof Chetsanga, Mrs Mukonoweshuro and Mr Kuhuni from the board in January this year amid allegations of misconduct and failing to serve the interests of the shareholders.
The three, who were challenging the decision, reportedly co-opted Mrs Masuku and Mr Mabasha and planned to hold an extra-ordinary general meeting on June 25 where they intended to resign.
That prompted Mr Timba and other shareholders to file an urgent interdict at the High Court, which was granted by Justice Andrew Mutema.
In a letter by Mr Addington Chinake of Kantor and Immerman, the five are denying the allegations of improper or irregular conduct and that some two cases pending at the High Court might exonerate them.
“For the purposes of the record, the first to fifth respondents deny any and all allegations of improper or irregular conduct and believe that the pending cases HC9989/11 and HC3016/12 will, once determined, exonerate them fully,” the statement read.
The five indicated that the June 25 meeting was going to be an opportunity for them to tender their resignations.
“The EGM referred to in your article had already been called for the purposes of them tendering their resignation.
“They formally resigned and advised the Honourable Justice Mutema accordingly under cover of our letter dated June 7 2012 . . . ”
The resignation of the five, according to Mr Chinake, did not impact on the deal in which the National Social Security Authority bought Renaissance Merchant Bank.
Mr Chinake indicated that RFHL and RMB were separate and distinct corporate entities. He also said Mr Timba and other shareholders in RFHL had no direct shareholding in RMB.
According to the five, the new RFHL board headed by Prof Norman Nyazema was not properly in office.
“ . . . Renaissance Financial Holdings Limited was at all material times a bank holding company as defined by provisions of the Banking Act and subject to the control and supervision of the Reserve Bank of Zimbabwe.
“Therefore any change in its board composition was and can only be effected upon the approval of the regulator.
“The RFHL board headed by Prof Nyazema is to our knowledge, not in possession of such authority and consequently is improperly in office,” read the letter. Last week Justice Mutema ruled in favour of shareholders and granted a final order in which Prof Chetsanga and his colleagues were barred from conducting RFHL business.