Fidelis Munyoro
Chief Court Reporter
The High Court has dismissed an application by Ropafadzo Sibusiso Chidawu and Premix Concrete (Private) Limited to have Gilbert Marebe and other respondents committed for contempt of court over a disputed shareholders’ meeting.
The court ruled that the applicants failed to prove deliberate disobedience of court orders.
Justice Rogers Manyangadze dismissed the application and ordered the applicants to pay the respondents’ costs after finding that the evidence did not establish the requirements for contempt.
The case arose from a meeting held on March 27, 2024, at which shareholders resolved to remove Chidawu as a director of Premix Concrete, appoint Marebe as company secretary and re-register the company at the Deeds and Companies Registry.
Chidawu argued that the meeting defied two court orders, including one granted in November 2022 barring Marebe from interfering with Premix Concrete’s affairs and another intended to stop the March 2024 meeting.
She sought a US$10 000 fine against Marebe, with six months’ imprisonment in default of payment, and similar penalties against Marebe, Veteran lawyer Muchadeyi Ashton Masunda and Spiwe Chidawu over the second order.
But Justice Manyangadze found that the 2022 order had to be read in the context of the conduct it was intended to stop.
“The proscribed conduct must interfere with the operations and affairs of the second applicant,” the judge said.
The earlier dispute involved the taking of factory keys, which prevented workers from accessing the plant and disrupted production.
Justice Manyangadze said the applicants had not shown how Marebe’s attendance at the shareholders’ meeting had disrupted Premix Concrete’s operations.
“The first respondent’s (Marebe) attendance at the meeting of 27 March 2024 cannot be said to constitute a deliberate, willful and mala fide refusal to comply with the order in HCH 5196/22,” he ruled.
The court also rejected the contempt claim over the order intended to stop the meeting, turning on when the document was officially issued.
Chidawu told the court that she had informed those attending the meeting of the order and showed them a copy dated March 26, 2024. The respondents proceeded with the meeting, arguing that the document lacked the court stamp and other features of an official order.
Justice Manyangadze found that the copy on the court record bore an official date stamp showing that it had been issued on April 2, 2024, six days after the meeting.
“What this means is that this order was officially issued on 2 April 2024,” he said.
The judge questioned how Chidawu had obtained the unstamped copy before the meeting, noting that there was no explanation in her papers.
“There is no evidence of service of a duly issued court order on the respondents before or on the day of the meeting in question,” he ruled.
He added that the copy presented at the meeting could not, on its own, establish liability for contempt.
“In the circumstances, the court is of the considered view that the facts of this matter do not meet the threshold for the granting of an order of contempt of court,” Justice Manyangadze said.
The court dismissed the application and ordered the applicants to pay the respondents’ costs.
