[1985]DLCA841 • July 25, 1985 • Court of Appeal
ASAFU-ADJAYE AND OTHERS vs. AGYEKUM
The dispute arose within Asakum Engineering and Construction Co. Ltd., concerning the status and shareholding of the respondent, a founding member and director, and allegations of mismanagement and oppression by the appellants, who were also directors and shareholders. The respondent alleged unequal shareholdings, diversion of company funds, and oppressive conduct by the appellants, including attempts to remove him as director and transfer him from a key project. The appellants denied these allegations and countered with claims of the respondent's breach of fiduciary duties by setting up a competing company.
read moreJUDGMENT OF OSEI-HWERE J.A. Osei-Hwere J.A. delivered the judgment of the court. The genesis of Asakum Engineering and Construction Co. Ltd. remains a matter for speculation before us, just as it was before the court below. For the applicant-respondent (hereinafter referred to as the respondent) deposed in his affidavit that he is a founding member of the said company and that he has been a director and shareholder ever since its incorporation. This is not wholly accepted by the respondent-appellants (hereinafter referred to as the appellants). In the affidavit filed on their behalf they say that except for his being one of the first directors of the company the respondent was neither a founding member nor a shareholder at its inception but that after the company had commenced business he became a member and was allotted 500 shares. According to the same affidavit, at the inception of the company on 27 November 1971 there were only two member shareholders, namely the first and third...