Tetrad directors application struck o urgent matters roll
Tetrad Investment Bank (TIB) directors and managers’ urgent chamber application has
been struck off the High Court roll of urgent matters after they failed to show reasonable
cause.
Through its lawyers, Gill, Godlonton & Gerrans, TIB and The Trustees of the Vincent
Trust had filed an urgent chamber application for an interdict against Bard Santner
Investors (BSI) to stop it from engaging the defunct bank’s shareholders who are
demanding a return on investment.
In a ruling on Thursday, Justice Esther Muremba said TIB’s case was not urgent and
should proceed through the normal court process.
“Justice Muremba found that the matter could not be dealt with on an urgent basis. The
applicant could not show cause why it should be treated as urgent; they could not
identify that which could not wait, requiring the court to intervene urgently,” BSI lawyer
Mr Everson Samukange said.
He added, “As a result, the matter was struck from the roll of urgent matters and TIB was
ordered to pay the respondent’s costs. It was also found BSI as a duly licensed asset
management company had not forced any of TIB shareholders to seek its services.
“Further, it was found the allegation of reputational damage by applicants cannot be a
justification for the court’s intervention on an urgent basis.”
Mr Herbert Mutasa represented Tetrad.
This comes amid an ongoing heated row between TIB shareholders and
directors/management for control of the closed financial institution’s US$13 million
assets portfolio.
Shareholders led by Jackie Levey and Dimitri Divaris are battling it out with directors led
by Andre Lourenco Vermaak and trustees such as John Pybus.
Since October 30, 2018, a five-member board led by economist Dr Appollinaire
Ndorukwigira, who is the acting chairperson, has been running the affairs of the bank
which is now owned by its shareholders.
In its court application, TIB and its trustees had said they had “reasonable
apprehension” that BSI has certain information about shareholders as a result of “data
breaches” that could cause “irreparable harm” to their business interests.
“TIB has a reasonable apprehension of irreparable harm arising from certain data
breaches relating to the information that it is in possession of,” the court application
said.
TIB said the second applicant, (the Trustees of the Vincent Trust) being the data subject
concerned has an equal apprehension of irreparable harm arising from the aforesaid data
breach.
“BSI has been, since the beginning of the month, using the aforesaid personal
information, in particular, the e-mail addresses and telephone numbers to contact TIB’s
shareholders seeking from them their authorisation to take over management of their
shareholding in the Bank.
“Even though it is apparent that its actions are unlawful, BSI has refused to make an
undertaking to cease the unlawful processing of the personal information that it
obtained from TIB’s database.
“TIB will suffer serious reputational damage unless the unlawful actions of BSI are
immediately arrested,” TIB said in its application.
However, the judge said there was nothing urgent about TIB’s application as it could not
even establish cause for intervention on an urgent basis.
Prior to this, TIB had written BSI a letter dated October 6, 2022, demanding that it ceases
interacting with its shareholders.
However, BSI replied on 10 October, saying it had done nothing wrong in engaging TIB
shareholders as that is precisely why it exists, and thus its action posed no harm to
anyone at all.
“This interaction between BSI and the said shareholders poses no harm to either your
clients or anyone,” Samkange of Samkange Hungwe Attorneys wrote in reply.
Bard Santner chief executive Senziwani Sikhosana said was relieved and happy with the
court’s finding on this matter so far and awaits its finalisation in due course through the
normal court processes.
“However, we find it strange that Tetrad Bank directors and management are trying to
tell shareholders what to do with their investments, while in the process dragging us into
their issue when we are merely representing our clients and those who also have an
interest in unlocking value in their investments.
“We will always stand with our clients who are also shareholders in the bank. “Even
those who are not our clients, we are willing to help if approached. That’s our business.
That’s why we are there.”
The revolt by shareholders was specifically triggered by BSI’s takeover of private clients’
portfolio from TFS Management Company, which is under liquidation, recently.
BSI is a subsidiary of Bard Santner Markets Inc, a new Harare-based financial advisory
services firm offering a wide range of products to clients to unlock value in their
investments, especially dormant or defunct assets.
As part of its consolidation process, BSI took over Tetrad’s managed clients portfolio
after reaching an agreement with the liquidator. Some of BSI’s clients under the
arrangement are also shareholders in TIB, hence their interest in the bank’s affairs.
After reading about BSI’s takeover of TFS Management Company’s managed client’s
portfolio in the media, some TIB shareholders have been flooding the new asset
management company seeking help on numerous problems.
This has fuelled a shareholders’ revolt at TIB, which directors are battling with.
Against this backdrop, a host of minority shareholders are now increasingly growing
impatient with the TIB board of directors running the bank’s affairs, including managing
its nearly US$13 million property portfolio from which it collects rentals and leverages it
Shareholders are worried and fretting that they have gone for eight years without
receiving a return on investment.
Besides the lack of return on investment, the shareholders are complaining about the
lack of audited financial accounts.
The last financials they received were qualified statements for 2018 which only came in
2022.
The other big issue troubling shareholders is the impression that management or
directors are benefitting from the bank’s diversified property portfolio from which they
are receiving rentals and other benefits.-The Herald
