adminSavanhu cancelled the annual general meeting scheduled for next week.
The AGM sought shareholders’ approval to restructure the board, which would have resulted in the dismissal of nine board members.
This comes a few weeks after a similar meeting was postponed to afford shareholders more time to restructure the company.
At the June 30 meeting, Government representative Mr Valentine Vera and British business tycoon Mr Nick van Hoogstraten agreed that the meeting ought to be adjourned. Government owns a 38 percent stake in Hwange while Mr van Hoogstraten owns just over 30 percent.
In a notice published in newspapers yesterday, Mr Savanhu said the meeting should be “ignored” since it was “unlawful and a nullity”.
He claimed the AGM notice published by the company recently was not “ordered” by the board and advised shareholders to “disregard” it.
“Shareholders will be advised in due course in respect of the lawful and proper convening of the AGM,” read part of Mr Savanhu’s notice.
He said the cancellation of the meeting was meant to rectify an “oversight” by the company secretary, Mr Thembelani Ncube, who published the notice without the board’s approval.
“What we are doing is simply following proper corporate governance,” he said.
But details gathered by Herald Business yesterday have revealed a “resolution” to cancel the AGM was made at a meeting held on Monday, attended by four board members.
In attendance were Mr Savanhu, Mr Shingai Mutumbwa, Mr Fortune Chasi and Mr Thabani Ndlovu.
Other board members including managing director Mr Fred Moyo were absent.
It was also established that the notice had not been approved by the Zimbabwe Stock Exchange.
“Hwange is a listed company and under normal circumstances all corporate notices are supposed to be approved by the bourse,” said a source who preferred anonymity.
Earlier, Mr Ncube had sought a legal opinion from Chihambakwe, Mutizwa and Partners to ascertain if it was proper to cancel the AGM.
It is understood that he was advised that it was beyond the board’s jurisdiction to cancel the meeting.
“It is neither within your power, nor of the board, to unilaterally cancel the AGM without the approval of the company (shareholders).
“The authority to cancel the AGM from August 3 2011 . . . now rests with the shareholders. This is the meeting of shareholders, which means neither you, nor the board, can make changes to this notice or the
agenda without the approval of the shareholders. You will be advised not to tread in such waters,” read part of the legal opinion.
Efforts to get a comment from Mr Moyo proved fruitless by the time of going to press as his mobile phone went unanswered.
Online Reporter