[1979]DLHC1084 • January 30, 1979 • High Court
LUGUTERAH vs. NORTHERN ENGINEERING CO., LTD AND OTHERS
The applicant, Mr. Luguterah, challenged the validity of an extraordinary general meeting (EGM) held by Northern Engineering Co., Ltd on 6 and 7 September 1978, which purported to dissolve the existing board of directors and appoint a new board. The applicant contended that the meeting and resolutions were invalid and sought interlocutory orders to that effect. The dispute arose amidst allegations of mismanagement, misappropriation of company assets, and breach of fiduciary duties by certain directors and members of the company.
read moreJUDGMENT OF TAYLOR J. Yesterday after hearing arguments of counsel for the parties I adjourned the application for a considered ruling this morning as in my opinion the points for decision in this application are very important for the proper administration of justice. This is a motion on notice filed on 14 September 1978 praying for interlocutory orders as follows: (i) That the extraordinary general meeting of 7 September 1978 [of the N.E.C.] was invalid, its decisions invalid and resolutions passed thereon and thereat are invalid and all appointments made thereat are null and void and of no effect. (ii) That the applicant and Mr. Ziblim Andan remain the lawful directors of the Northern Engineering Co., Ltd. and that any decision taken or to be taken by Messrs. C. K. A. Djokotoe, D. A. Mensah, T. B. Frimpong and L. K. Djokotoe as directors of the Northern Engineering Co., Ltd. are null and void and of no effect. The necessity for this interlocutory application arose b...