LCCI INVESTMENT HOLDINGS (PTY) LTD & ANOTHER VS. THAMAE MOHAPI & 16 OTHERS C OF A (CIV) NO.43/2023
In the recent decision of the Court of Appeal of Lesotho delivered on the 1st November 2024, the Apex Court confirmed the High Court of Lesotho (Commercial Court Division) Order directing that the Company (Board of Directors) should provide information as provided under Section 34 of the Companies Act 2011 to the company shareholders as requested by them.
Being dissatisfied with the High Court Order, the Company and its Board of Directors Appealed the High Court decision (Justice Kopo) to the Apex Court of the land. The shareholders did not oppose the appeal but in the unsurprising turn of events, the apex Court confirmed the High Court’s decision and dismissed the Appeal.
This decision reaffirmed and reiterated the legal position that;
• Shareholders are the owners of any limited liability company,
• Shareholders leave the management and day to day running of the company to executive directors and other employees of the company.
• The employees of the company are accountable to a board of directors, the members of which are normally appointed by the shareholders at annual general meetings.
• The board of directors is accountable to the shareholders and is required to furnish the shareholders with information as will enable them to know the company’s operations.
This decision is considered a landmark in the protection and enforcement of shareholder rights.
Court of Appeal Quorum, MOSITO P, SAKOANE CJ, CHINHENGO AJA
Prepared by: Head of Litigation and Research & Partner at Sello Mafatle Attorneys, Adv.Kaizer.J.Selimo- admin@sellomafatle.com
