Justice Bashi Moesi of Francistown High Court has ruled that former Managing Director (MD) of Grow Mine Africa, Percy Raditladi, be reinstated with immediate effect as MD after he was unfairly dismissed by former chairperson Chandra Chauhan in a bitter fight for control of the company.
The former Grow Mine chairman, who is the current Managing Director (MD) of Sefalana Group, had applied to court on 2 November last year on urgency to forcefully remove Raditladi as Grow Mine MD and to compel him to surrender all company physical and intellectual properties in his possession after the two had a nasty fallout.
Justice Moesi has now dismissed the urgent court application and ordered the immediate reinstatement of Raditladi as Managing Director. In a brief status hearing on Tuesday this week, Raditladi’s attorney motivated the court to dismiss the urgent application filed a year ago. Attorney Tshedukani Elijah said the none appearance of the applicant, Grow Mine Africa, was a sign that the applicant was no longer interested in pursuing the matter and no longer wanted the case to go to trial. Grow Mine Africa’s no-show in court was for the second time. According to court records, the company is represented by Unoda Mack.
Elijah asked the judge to rule in favour of his client’s counter-claim, and the judge ordered the immediate reinstatement of Raditladi as the company’s Managing Director. In the affidavits brought before the High Court, Grow Mine Africa’s former chairman Chandra Chauhan wanted its former CEO to return documentary and electronic equipment belonging to the company. Chauhan had attempted to dismiss Raditladi as MD of Grow Mine but Raditladi resisted and questioned Chauhan’s authority for such actions, leading to a court battle.
On 7 November 2020, Grow Mine Africa, which had been selected as the preferred bidder for a money spinning national lotto tender that would have been Botswana’s first, filed an urgent application led by Chauhan as chairman. In the application, Chauhan sought to seize all company documents and properties from the Managing Director (MD) Percy Raditladi.
The urgent application is said to have been agreed upon after a board of directors’ meeting held on 6 November 2020 resolved to institute legal action against Raditladi for release of information in his possession. In the draft order, Grow Mine wanted Raditladi to hand over the company laptop, being an HP Pro Book, together with its accessories, all documents, including invoices paid, contracts, bank statements, deposit books, cheque books and all other company documents. Further, Grow Mine wanted Raditladi to hand over the Gambling Terminal sent to him by IGT for onward transmission to Grow Mine. Grow Mine also wanted all correspondence files and communications between Grow Mine and third parties as well as copies of the submission bids to the Gambling Authority like hard drives.
In Grow Mine’s founding affidavit written by Chauhan, the bone of contention was that Raditladi had allegedly leaked confidential company information to third parties. Chauhan argued that when taking the position of MD at Grow Mine, Raditladi had signed a contract which had non-disclosure clauses. But in the midst of a legal battle between Grow Mine and Ithuba Solutions (Pty) Ltd, and at a time when Grow Mine was preparing to enter into sensitive and crucial negotiations with the Gambling Authority regarding the national lotto licence, Raditladi allegedly leaked sensitive company information, Chandra said.
According to Chandra, Grow Mine became aware of a letter authored by Raditladi using Grow Mine letterheads in which Raditladi raised his displeasure with the manner in which Grow Mine was being run and disclosed some confidential information. Chandra was referring to a letter written to institutional shareholders and the Botswana Stock Exchange (BSE) complaining about Chauhan’s alleged ‘big brother mentality’ conduct and alleged lack of adherence to Listings Rules when making disclosures at Sefalana Holding Limited which owns 40 percent of Grow Mine.
Chandra said while he requested Raditladi to give him company documents on 28 October last year, Raditladi dictated terms on which he could release the documents. Chauhan said Raditladi’s contract as MD was terminated on 2 November 2020 and that Raditladi was subsequently requested to hand over all company documents but Raditladi refused through a letter written by his attorneys.
By detaining the company properties, Chauhan said, Raditladi had paralysed Grow Mine, especially because the company was involved in critical litigation. Further, he said, Raditladi had vital documents needed to oppose Ithuba’s interdict. Moreover, Chauhan added, the company had no access to the Virtual Data Room (VDR) and could not pay its creditors because cheque books were with Raditladi. However, Raditladi disputed all of this and questioned Chauhan’s authority to dismiss him. “I maintain that whatever authority the deponent purports to be acting under, is invalid. I maintain that the board of the applicant could not have authorised his decision to apply for (an) urgent court application.” he averred, adding that the board was inquorate after resignation of three board members at the time and was never reconstituted.
Regarding his alleged disclosure of information, Raditladi wrote in his affidavit: “I was within my rights to disclose the information in terms of Clause 3.1.5 of the contract thereof.”
He said Chauhan had exceeded his mandate as Chairman in that there was no competent board resolution to dismiss him or terminate his contract at the time. He added that Chauhan’s chairmanship, shareholding and directorship did not give him any right to act unilaterally in matters where a board resolution is required, as in the present case.
Regarding Chauhan’s fear that Raditladi was reckless and could destroy the Grow Mine brand, Raditladi responded by saying he was the founder of Grow Mine Africa (Proprietary) Limited (GMA) and that there was no way he could destroy a project that he had built from scratch. The case was dismissed with costs.
In a subsequent interview with Raditladi’s attorney Elijah, the lawyer said that if his client is to be re-instated, it means that his contract was terminated illegally. He noted that if he was getting a salary at the time he was dismissed, it means that Grow Mine owes him money that he would have earned from the time that his contract was illegally terminated. The estimated amount owed to Raditladi tallies to P1 million, inclusive of legal costs.