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Fidelis Munyoro Chief Court Reporter
Transnational Holdings Limited (THL) founder, Mr Nicholas Vingirai and his allies, will have to wait a little longer before their fresh bid to reclaim their assets merged into ZB Financial Holdings (ZBFHL) is decided after the Supreme Court postponed the case to a later date.

Mr Vingirai and Econet Wireless Limited are challenging the takeover of the Intermarket group of companies by ZB, a decade ago. They are suing ZB and the Reserve Bank of Zimbabwe.

Also cited in the appeal as respondents are Intermarket Holdings Limited, Mashonaland Holdings Limited, TelOne, Mast Investments and Mining Industry Pension Fund, all of whom are parties with an interest in the litigation.

THL and Econet want to quash the High Court decision in June 2008 that upheld ZB’s takeover of the Intermarket group.

The two companies also argue that other shareholders were not given an opportunity to exercise their pre-emptive rights when the central bank sold 52 percent of the shareholding in Intermarket group to ZB.

The RBZ had, in terms of a scheme of arrangement, converted money owed to it to equity in IHL. It subsequently sold the 52 percent to ZB.

But the hearing of the high-profile case involving some of the country’s eminent lawyers ended prematurely with a postponement.

Justice Paddington Garwe, sitting with Justices Vernanda Ziyambi and Antonio Guvava deferred the matter to give the Registrar of the High Court an opportunity to correct the pagination of the record and ensure that all volumes of the record were indexed.

“We are of the view that the matter be postponed to enable various issues raised by this court attended to,” said Justice Garwe.

It also emerged during the hearing that there were two judgments on record, one dated June 11 2008 and another dated June 18 2008.

The court gave the parties an opportunity of ensuring that that part of the record was rectified. THL and Econet cited several irregularities, including failure to afford other shareholders an opportunity to exercise their pre-emptive rights in the transaction in which ZB took over IHL.

The two companies further argued that Messrs. Vingirai, Gibson Muringai and Michael Mahachi were not lawfully removed from their directorships of the Intermarket group.

The RBZ issued a corrective order requiring that they be removed.

However, the shareholders of the company reportedly never met to remove them yet ZB allegedly went on with the transaction as if they had been removed.

The Companies Act, however, has an elaborate procedure for the removal of a director from office.

THL and Econet claim that proper procedure was not followed.

The two companies also argued the lower court erred in deciding the matter on the basis of the scheme of arrangement whereas they were arguing about failure to afford them an opportunity to exercise their pre-emptive rights after the scheme of arrangement.

In the High Court, Justice Chinembiri Bhunu had found nothing wrong with the takeover since it had been crafted after a solvency crisis bedeviling Mr Vingirai’s business empire.In 2005, the RBZ claimed 51 percent after an arrangement with creditors to convert their debt into equity.

The central bank structured a deal with ZB after offloading its stake.The appeals comes at time the central bank had agreed to have Mr Vingirayi given back his bank assets.

According to an October 2012 letter to Mr Vingirai’s lawyers, then the RBZ Governor Dr Gideon Gono said the central bank had no objections in the former regaining his banking assets after clearing the once-exiled businessman of externalisation charges and that he did not flee the country as was then popularly thought.

In the present case, Mr Nyambirai is representing THL while Adv Firoz Girach and Sternford Moyo of Scanlen and Holderness are acting for Econet.

ZB is being represented by Advocates de Bourbon and Thabani Mpofu while the RBZ lawyers Costa and Madzonga have instructed Adv Eric Matinenga.