The Shareholders
Interfin Holdings Limited
15th Floor, NSSA Building
Cnr Sam Nujoma St/Julius Nyerere Way
HARARE
4 November 2009
Attention: Mr. R. Njanike
Dear Gentlemen and Lady,
RE ; PROPOSED INTERFIN ACQUISITION OF MY BANK - CENTURY/CFX BANK LIMITED
I refer to various media reports which suggest Interfin Holdings Limited plans to acquire a 51% stake in My Bank Century/CFX Bank. Further reference is made to the letter from my lawyers Gutu and Chikowero Attorneys at Law dated 2 November 2009 and my letter of yesterday to your Board of Directors. The purpose of this letter is to warn Interfin Financial Holdings Limited not to interpose itself in the CFX ownership dispute as you may regret that transaction. Interfin should not meddle in this as the consequences will be dire.
(1) Current CFX Bank lawyers a flaunting around their “legal opinion” as fact. Firstly CFX Bank lawyers are compromised as they can not provide an Independent legal opinion in a matter in which they have an interest since they are representing the respondent. They have a conflict of interest and should have recused themselves in providing the legal opinion. So I guess they just provided this “legal opinion” to earn fees knowing fully well that their opinion in this matter wasn’t even worth the piece of paper it was written on.
(2) Their purported legal opinion is rather misplaced and misdirected in as much as it seeks to analyze current ENG legal status .The current status is immaterial since we are trying to correct fraud and theft which resulted in ENG being incapacitated.
(3) Further CFX Bank Lawyers are assuming that since I remain specified in Zimbabwe therefore I have no capacity to vigorously pursue this matter. This is fallacious and ill advised .I hope the same lawyers are aware that Financial markets do not operate in a vacuum and in the bigger scheme of things Financial markets are not controlled from Harare. As indicated previously no stone will be left unturned till justice prevails on this matter. This means all legal options are on the table and legal action is being persuading in several jurisdictions.
(4) CFX Bank lawyers are further peddling a tired lie that the shares were being sold to pay off ENG creditors. This totally ignores where the matter started and how it developed into a crisis. The original and official allegation was that ENG Capital was a brief case Company which had no meaningful assets. ENG and Myself were further demonized and smeared that the only visible assets acquired were cars. Shouldn’t CFX Lawyers be addressing this anomaly. How can a brief case Company own 309 million shares in a Bank. How come the public was not clearly told that ENG owned a Bank .Why was there over focus on cars which made up less than 1% of ENG Capital base? Assuming for one moment that ENG had real problems ,Why wasn’t it well advertised that even though ENG was having problems it owned a Bank and bidders would be invited to take over that Bank and pay a fair price? Why was the disposal being done clandestinely and under cover of darkness?
(5) ENG was sufficiently liquid and solvent to meet its liabilities but despite all this its cheques were being bounced and dishonored. This act alone of bouncing and dishonoring cheques of a Financial Institution creates panic and impression of a Bankrupt Institution. It must be noted First Mutual Life and National Discount House being ENG counter parties in fact sued Zimbank for irregularly dishonoring ENG cheques at a time the ENG account was fully funded and had sufficient funds to meet its liabilities. This clearly confirms a well calculated campaign to close down ENG and grab its assets.
(6) I am sure you were told that ENG CAPITAL had many cars, and these cars were the only assets that ENG had. The correct and accurate facts are that ENG was a Group of Companies which Companies had Directors, Managers and employees and the cars were for the use of these members of staff who ran the various companies which made up ENG CAPITAL.
(7) ENG Capital group had a market value of US$ 175 million, just before the RBZ descended on the Institution.
Below is a brief ENG Group Structure ;
ENG HOLDINGS GROUP STRUCTURE
- SUBSIDIARIES
- ENG CAPITAL INVESTMENTS PVT LTD
- ENG ASSET MANAGEMENT PVT LTD
- ENG REAL ESTATE
- ENG NOMINEES PVT LTD
- ENG PRIVATE EQUITY (PVT) LTD
- ENG CAPITAL ADVISORY SERVICES
- ENG STRUCTURED FINANCE
ADDITIONAL MAJOR ASSETS OWNED
- Century Bank Holdings (now CFX bank)
- Leasing Company of Zimbabwe, Century Asset Managers)
- Century Discount House
- Hybri Micro-Finance Institution
- Care Insurance PVT LTD
- RestCel Insurance PVT LTD
- Amalgamated Health Services (Harare West Hospital )
- 15% of OK Zimbabwe Limited
- 15% of Zimplow Holdings Limited
- 20% Medtech Holdings Limited
- Hornet Re-Insurance PVT LTD
- Pearl Pension Fund Management
- 25 % Clan Holdings Limited
- 25 % Zimbabwe News Papers Group - Zimpapers Limited
- Allied Conveyor Belts PVT LTD
- River Drilling PVT LTD
- Real Estate including (Anastasia Court, Belgravia House, Thaine Building)
- Various Listed ZSE Listed shares
- Treasury Bills
- GMB Bills
- Cargill Commercial Paper
- $ 4 billion - Alliance Capital Debenture (representing 123 million First Mutual Life shares)
- 23 Million First Mutual Life shares
This is relevant as it proves beyond any doubt that ENG was a solid Group of Companies. It was targeted out greed by plotters including senior politicians who wanted to loot and grab assets.
(8) This mêlée was nothing more than a ploy to infringe upon my citizenship rights and strip me of my assets; a well orchestrated political game to deny perceived enemies of the governor financial freedom.
(9) My battle against civil asset forfeiture is one for the preservation of freedom and property. This is an important area as Zimbabwe seeks to portray an image of a stable state with the rule of law and private property rights are protected and preserved.
(10) All facts indicate to a grand miscarriage of Justice.
(11) A miscarriage of justice occurred as ENG and its directors now bear the burden of proving their innocence. The preponderance of evidence, which means that the RBZ only must make a better case - however slight, than the property owner – ENG.
(12) The 309 Century Financial Holdings Limited Million shares in question were sold through Fidelity Stock brokers on or around May 13, 2004. Within the same week an announcement was then made that CFX Bank was taking over Century Holdings. The shares were sold to Gono’s reported consortium for Z$2,9 billion when ENG had spent $35 billion to accumulate the shares, thereby prejudicing ENG, Creditors, Investors and contributories of at least Z$32,1 billion.
(13) As ENG Co-founder, Contributory and Shareholder, I wrote to the Zimbabwe Stock Exchange Chief Executive Mr Emmanuel Munyukwi asking for an investigation because we had agreed with the majority of creditors that the shares should not be sold but rather swapped with creditors and investors instead of selling them at an unreasonable price. But the 309 million Century /CFX Financial Holdings million shares were somehow clandestinely sold and that transaction enabled CFX Bank to take over Century Holdings Limited.
(14) This allowed the reverse listing of CFX Bank on to the Zimbabwe Stock Exchange. Without those 309 million Century Holdings Limited million shares owned by ENG the CFX/Century merger would have never happened. Gono and his proxies became the new controlling shareholder of the new merged bank. Is this by design or accident? Gono then forced out the Mr Sean Maloney who had helped to put together the transaction. Mr Sean Maloney had to leave the country under unclear circumstances . Part of the same shares snatched From ENG were later transferred to Premier Bank Financial Holdings which is reportedly owned by Governor Gono .There has generally been shuffling of shares which is normally associated with covering tracks of an illegal and irregular transaction.
(15) ENG directors and contributories asked the high court to set aside the sale of the shares and the matter action is still before the courts in Harare. We asked Zimbabwe Stock Exchange Committee to investigate. They refused. We asked the brokers for the identity of the buyer of our shares. They refused. The brokers indicated they were under serious pressure from individuals they couldn’t identify to maintain total secrecy on the identity of the buyer. Within a few days of raising the challenge of the CFX/Century shares Justice Minister specified me without affording me a hearing or an enquiry as required by the Constitution of Zimbabwe . The was specification at the instigation of senior politicians who were eyeing assets held by ENG including Century/CFX Bank. The specification was meant to harass, cow, intimidate and silence me from raising further complaints and challenges regarding ENG assets specifically these 309 million shares in Century/CFX Financial Holdings.
(16) Since the ENG shares in Century /CFX Bank Financial Holdings were irregularly transferred the Bank ownership remains in dispute. The ENG shareholders and contributories filed and sought a high court order to stop the transfer of the shares until the dispute had been resolved . The shares were still clandestinely transferred despite the pending high court application to resolve the dispute . After filing for this order My Lawyer the late Oscar Ziweni was also specified by the Minister of Justice and threatened ,harassed and intimidated until he went into hiding. However the point remains ENG Founders, Shareholders and Contributories still lay claim to these shares and stake in Century/ CFX BANK which were looted by Senior Government officials.
In conclusion Interfin Holdings Limited should consider itself warned. Interfin should stay clear of CFX Bank until this matter is resolved. There are entities and individuals in Zimbabwe who erroneously believe they are above the law. They have the mistaken belief they can grab, loot, steal assets and get away with it. In the process they try to launder their loot through various disposals and restructurings such as the ones that were done at Century/CFX Bank. This is being fully documented. CFX Bank has had more than 5 Managing Directors in a space of 2 years .This shows the instability brought about by being a disputed asset whilst the looters try to pull “ strings” from behind the scenes.
For the sake of transparency I am copying this letter to the following ;
Minister of Finance Zimbabwe
Reserve Bank of Zimbabwe Governor – Dr Gono
Zimbabwe Stock Exchange CEO – Mr Emmanuel Munyukwi
CFX BANK Board of Directors
Zimbabwe Parliament -Budget, Finance and Investment Promotion Members Below
Hon Zhanda , Hon. Beremauro, Hon. Bhebhe A, Hon. Chinyadza, Hon. Cross, Hon. Khumalo ,M Hon. Madzimure, Hon. Mashakada, Hon. Matshalaga, Hon. Mudiwa, Hon. Muguti, Hon. Mukanduri, Hon. Ndava, Hon. Nyaude. Committee Clerk- Mr Ratsakatika
My full contact details are below should you need any clarification.
Yours Faithfully,
Gilbert Muponda
Toronto ,Canada
1-416-841-5542
1-647-994-5542
Email – gilbert@gilbertmuponda.com
http://www.facebook.com/muponda
Skype ID – gilbert.muponda
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