KUFFOUR AND ANOTHER VRS. BULLIONLINK GH LTD AND OTHERS (MISC/07/2025) [2025] GHAHC 58 (29 January 2025)

KUFFOUR AND ANOTHER VRS. BULLIONLINK GH LTD AND OTHERS (MISC/07/2025) [2025] GHAHC 58 (29 January 2025)

The only proved act of oppression was the purported removal of the 1st applicant as company secretary through contrived and forged documentation, which was not sanctioned by the company constitution or law. The 1st applicant did not resign, and the appointment of the 5th respondent as secretary is void. No other allegations of oppression were proved. The 1st applicant is entitled to reinstatement, cancellation of the 5th respondent's appointment, remuneration for the period of unlawful removal, and an order for the company to purchase his shares. The 2nd applicant's claims are dismissed for lack of proof of oppression.

Citation
[2025] GHAHC 58
Parties
Applicant: Patrick Kuffour; Applicant: Kwadwo Koomson; Respondent: Bullionlink GH Ltd; Respondent: Parveen Singh Kumar; Respondent: Bhuneshwar Ray; Respondent: Steven Asare; Respondent: Patience Kumah
Court
High Court
Jurisdiction
Ghana
Judgment Date
29 January 2025
Case Number
MISC/07/2025
Procedural Posture
Company Law Application (oppression Remedy) / Judgment
Outcome
Application succeeds in part for the 1st applicant; dismissed for the 2nd applicant.
Legal Topics
Oppression of Minority Shareholders, Company Secretary Removal, Share Purchase Orders, Corporate Governance
Source Language
English
Company Law Oppression of Minority Shareholders Company Secretary Removal Share Purchase Orders Corporate Governance

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Parties

Patrick Kuffour

Applicant

Kwadwo Koomson

Applicant

Bullionlink GH Ltd

Respondent

Parveen Singh Kumar

Respondent

Bhuneshwar Ray

Respondent

Steven Asare

Respondent

Patience Kumah

Respondent

Procedural Posture

Company Law Application (oppression Remedy) / Judgment

Legal Issues

  1. 1 Whether the applicants have capacity to bring the action under Section 219 of the Companies Act, 2019 (Act 992)
  2. 2 Whether the affairs of Bullionlink GH Ltd were conducted in an oppressive manner to the applicants
  3. 3 Whether the removal of the 1st applicant as company secretary was valid

Ratio Decidendi

The only proved act of oppression was the purported removal of the 1st applicant as company secretary through contrived and forged documentation, which was not sanctioned by the company constitution or law. The 1st applicant did not resign, and the appointment of the 5th respondent as secretary is void. No other allegations of oppression were proved. The 1st applicant is entitled to reinstatement, cancellation of the 5th respondent's appointment, remuneration for the period of unlawful removal, and an order for the company to purchase his shares. The 2nd applicant's claims are dismissed for lack of proof of oppression.

Court Disposition

Application succeeds in part for the 1st applicant; dismissed for the 2nd applicant.

Orders

  • Order reversing the purported removal of the 1st applicant as company secretary.
  • Order cancelling the appointment of the 5th respondent as company secretary and removing her name from company records.