The Court of Appeal has by a unanimous decision, reversed a ruling by an Accra Fast Court in favour of Klujeson International Limited (KIL) against Kasapa Telecom Limited (KTL).
The court reversed the April 25, 2007 ruling by the Fast Track High Court in the case of KIL, Plaintiff/Respondent, versus three officials of KTL, Defendant/Appellants, and the Attorney General.
The Accra Fast Track High Court then presided over by Mr. Justice Victor Ofoe, declared the appointments of the three KTL directors invalid and their actions improper.
The three directors involved were Mr. Robert Palitz, current Managing Director of KTL, Mr Lung Hein Ching, former Chief Financial Officer of KTL and Trustee Services Limited, former Secretaries of KTL.
The Plaintiff/Respondent, KIL, represented by Mr. Kofi Kludjeson, former director of KTL, had gone to court to challenge the validity of the appointments and actions of three directors.
The details of Mr. Justice Ofoe's ruling in favour of KIL were that none of the three defendants/appellants was properly appointed as director; that the change of the company's name from Celltel to Kasapa was not done properly.
He also ruled that the company had accepted a shareholder loan of $18 million from Hutchison (the majority shareholder) that was not approved by the board.
But the Court of Appeal in its ruling noted that Mr. Justice Ofoe should not have ruled on that matter in the first place, since earlier rulings in previous cases had affirmed the positions of the said directors.
The court also ruled that Mr. Palitz, as Managing Director of KTL, did have the power to accept the shareholder loan and that the loan was ratified afterwards by the board.
It also held that the name change from Celltel to Kasapa was properly done, and that Hutchison had properly exercised its management control of the company, as 80 per cent shareholder.
The court noted that Mr. Kludjeson and his colleagues at KIL were duly invited to the meetings at which most of the said appointments and actions took place, but they refused to attend and could therefore not challenge the results of those meetings.
The court therefore reversed the previous rulings based on the principle of 'res judicata' and awarded costs of GH¢5,000 in favour of each of the first three Defendants/Appellants,
Mr. Palitz was personally present in court as the First Defendant/Appellant, and Prince Mawuena Kludjeson, son of former Celltel Managing Director, Kofi Kludjeson for KIL.
Counsel for KIL, Mr. Ata Ayea did not challenge the ruling, or indicated any further action but complained about the cost.
Mr. Palitz told the Ghana News Agency that since the cost for defence was borne by KTL everything awarded in court would go to the company and not to any of the individual defendants/appellants.