Xplico stopped from altering shareholding

Xplico Insurance Company has obtained court orders stopping changes in the firm’s shareholding pending the determination of an appeal.

Justices William Ouko, Erastus Githinji and Hannah Okengu agreed with the underwriter that since the ruling by the High Court had the effect of rectifying the register in terms of membership, the shareholding of the company was altered.

“This rectification in shareholding has a direct and consequential effect on the ownership of the company,” the judges ruled.

“If the situation subsists, the ownership of the applicant is likely to change to the detriment of the applicant before its appeal can be heard and determined.”

The underwriter has named Obsidition Investments Ltd, Attorney-General, Registrar of Companies and Altaf Hussein Bhrawala and Patrick Ndirangu as respondents in the case.

According to Obsidition, the original ownership of the insurer included Altaf Bhurawala with a stake of 18.4 percent, HPH Limited (18.4 percent), Jayhan Limited (18.2 percent), Open Scope (9.7 percent), NSNI Investments (9.2 percent), Vispa Properties (9.1 percent) and Obsidition (6.8 percent).

Later, the court heard, the Attorney-General and the Registrar of Companies through letters dated February 6, 2014 and March, 2014, respectively and Form CR 12 referenced CPR/2009/12818 of June 26, 2014 wrote to the company to alter its shareholding and directorship.

The investment company wants Xplico’s shareholding and directorship to revert to its previous status, saying the changes were not lawful.

It argued that the decision by Attoney-General and Registrar of Companies is neither supported nor recommended by a resolution of the board or directors of the company nor is it necessitated by a court decree or legal intervention.