C.J. dismisses claim on Krem’s shares but radio station to pay Sagis
The business deal took place more than thirteen years ago but for one of the most powerful media houses in the country, the case of Krem Radio versus Sagis Investments was a representation of David versus Goliath. And while the radio station was triumphant today, as News Five’s Janelle Chanona reports, this morning’s outcome might just be round one of the Zinc Fence versus Market Square.
Evan “Mose” Hyde, Radio Krem
“I am pleased with the judgment Janelle, very pleased.”
Janelle Chanona, Reporting
This morning the Hyde family emerged from court victorious after Chief Justice Dr. Abdulai Conteh dismissed a claim by Sagis Investments Limited to be listed as a shareholder of Krem Radio.
It took the C.J. more than an hour and half to read his decision. In it, the judge outlined that in June 1994 Sagis agreed to lend a then cash strapped Krem a hundred thousand dollars. Seventy-five thousand dollars took the form of a loan while the remaining twenty-five thousand dollars was to be in exchange for fifty-thousand shares in the radio station. While the lump sum was repaid through discounted ads, Sagis never got its fifty thousand share certificates. And today the Chief Justice upheld the arguments of Krem’s lead attorney, Michael Young, that it was never entitled to them because the company’s Articles of Association makes it clear the shares were to be offered to the other shareholders first and if they declined to buy, the shareholders would then all have to agree to sell Sagis. Because none of that was done, the transaction was ruled null and void.
Janelle Chanona
“Mr. Young I gather that the pre-emptive rights was your strongest ground?”
Michael Young, Krem’s Lead Attorney
“Absolutely. This was the ground from the time when I was consulted in relation to the case. I indicated that in my view the purported transfer was exactly that. A transfer the document signed and as the document pointed out, it says in there it was subject to the Articles of the company, public documents which Sagis and their attorneys could have checked, did not check and now they come to court to say well, it really wasn’t that and that is not what was applicable. So they are caught by it.”
Another factor that counted against Sagis was that Krem’s majority shareholder Evan X Hyde, had offered to settle the legal claim financially but his offer of seventy-five thousand dollars was refused.
Evan “Mose” Hyde
“Really and truly right now I would say that demonstrated our interest and our integrity in the process but right now it’s really just about absorbing the judgement and absorbing the relief that comes with the judgement.”
But as part of his decision this morning, the Chief Justice ordered that in respect to the twenty-five thousand dollars Sagis paid to Krem in 1994 for the shares, the radio station must now repay that money plus six percent interest.
Evan “Mose” Hyde
“When you go and think about this case it’s unusual for somebody to come out of this court and say you’ve won and the verdict is that you have to pay but that demonstrates that it is the presence and it is the principle that victory comes because we remain virus free. That is without the tentacles of Michael Ashcroft inside our company. And so we are pleased with that and would willingly and right now try our best to find that money to pay him and get him from within our midst.”
Janelle Chanona
“Mr. Kaseke, does your client have any plans to appeal?”
Elson Kaseke, Attorney, Sagis Investment
“I will take instructions on that issue. Thank you.”
And while Sagis’ plans are unclear, Krem Radio and their legal counsel are bracing for an appeal. According to attorney Michael Young, the investment group would attempt to prove what it could not before the Chief Justice.
Michael Young
“That it was a business transaction in which the board of directors had the power to raise capital and even though the documentation was in the form of a transfer of shares from one shareholder, that the essence of it was that they were raising capital and that that is how the court could construe it. That really was their main argument and I expect that is what they would take to the Court of Appeal if they go there.”
Evan “Mose” Hyde
“We are very pleased and relieved but we are confident that this process will continue. This is a conflict that will not go any where. That’s the conflict between Kremandala and Market Square and its interests but we are pleased with today’s verdict. There are other aspects as well of this case that we expect them to come with in other forms. This is not outside the context of what has been a trend of moves by Michael Ashcroft controlled companies, beginning firstly with us being taken off the internet. This is not separate from all the various tactics that have been used. It represents a conflict that exists and we stand with the people. first of all, let me just take this opportunity to give thanks to the people who have given us support and thanks to our attorneys, attorney Lois Young and Michael Young for their work and big respect to everybody that has supported us.”
The radio station was also awarded thirty thousand dollars in cost of court. Reporting for News Five, I am Janelle Chanona.
In a late evening press release Sagis made it clear that they (quote) “intend to vigorously appeal the decision today in the Supreme Court on a number of grounds including the decision not to allow Sagis to amend its statement of claim in order to accommodate its claim of fraudulent misrepresentation against radio Krem. As to when they will pay Sagis, this afternoon Krem Radio’s Mose Hyde told us that the company has already embarked on a series of fundraisers, the first of which, a radio-thon, was held on Friday and netted approximately twelve thousand dollars in pledges. Hyde says the intention is to raise the entire forty-five thousand dollars as soon as possible and pay off Sagis Investments in the immediate future.
