THISDAYonline

The attempts by Adamac Industries Limited, a Port Harcourt-based company, to effect an alleged illegal take over of the giant civil and construction company, the Monier Construction Company (MCC) through illegal purchase and acquisition of the majority shares has been frustrated by a Federal High Court sitting in Port Harcourt.

Two Germans, Mr K.G. Bearder and Dr Ing Trappa, whose combined shareholding in the company is put at 52 per cent are said to be behind the plot.

But following an ex-parte application by Mr Alex Mbakwe, son of former Imo State governor, Chief Sam O, Mbakwe, and holder of 18 per cent total shares of the company, urging the court to stop the purported share transfer, Justice A. Bello of the Federal High Court, Port Harcourt, obliged when he made an interim order on April 18, 2002, which he repeated on June 6, 2002, halting the alleged transaction until the final determination of the motion on notice before the court.

In the ex-parte application dated April 12, 2002, Mbakwe alleged that the two Germans, "having run MCC aground because of manifest incompetence and fraud, resorted to secret meetings with Mr Henry Macpepple, Managing Director of Adamac, with a view to selling off their 52 per cent shareholding without the consent of the Board of Directors of MCC as required by the Articles and Memorandum of the company."

Mbakwe further alleged that despite a subsisting court order against the purported sale of the shares of the company, Bearder, Trapp and Macpepple went ahead and appointed Nduka Clay Ogbonna as Secretary to MCC without the consent of the other board members of the company. And that Ogbonna subsequently issued notices for Board of Directors meeting and Annual General meetings to be held on March 11, 2002, against the order of the court, the meeting which purportedly ratified the alleged sale of the shares.

The plaintiff, who deposed in a 31-paragraph affidavit that his father's 18 per cent shares had been transferred to him via a letter dated 10/12/2001, told the court that the said board meeting of March 13 was held despite the fact that the chairman of the Board of MCC, Justice Allagoa (rtd) wrote a letter stopping it because the laid down rules and regulations had not been followed.

But in a counter-affidavit brought under a motion on notice seeking an order to discharge the ex-parte orders of the court, Clay Ogbonna, the deponent, told the court that the orders were obtained fraudulently by Mbakwe as he did not disclose to the court the real issues at stake.

For instance, he stated, on February 14, 2002, by a letter reference ACL