Founding Affidavit opposing the Liquidation of CFX Bank Limited in terms of the Companies Act by Gilbert Muponda filed with the Master of High Court I, GILBERT MUPONDA, of the City of TORONTO,ONTARIO ,CANADA, MAKE OATH
AND SAY AS FOLLOWS:
swear or affirm that:
(A) - I know or believe the following facts to be true. If these facts are based on information from others,
(B) - I believe that information to be true.
(C) - I make this affidavit to oppose an application by -
INTERFIN BANKING CORPORATION’s parent Company INTERFIN FINANCIAL HOLDINGS LIMITED DIRECTORS AND CFX BANK LIMITED DIRECTORS AND CFX FINANCIAL SERVICES HOLDINGS LIMITED FOR LIQUIDATION OF CFX BANK LIMITED
BRIEF BACK GROUND
At all material times covered by these proceedings I have been the controlling shareholder of Century Bank Financial Holdings which I controlled through various investment vehicles and companies collectively known as ENG Capital .Century Bank Financial Holdings Limited was merged with CFX Bank and renamed CFX Bank and then merged with Interfin Merchant Bank resulting in formation of Interfin Banking Corporation. I have already filed HC 62 -6244-04 seeking the reversal of the first illegal merger between Century Bank and CFX Bank upon its completion will result upon the reversal of the Merger of Interfin and CFX Bank since Interfin on its own does not have any meaningful assets accept those stripped from my Bank which I owned through various investment vehicles generally known as ENG Capital Group.
When I opposed the first merger between Century Bank and CFX bank I was specified to tie my hands so that I could not legally challenge this illegal and irregular transaction. I was specified under the Prevention of Corruption Act whose purpose is to allow and investigation and also safeguard assets of the specified person so that no-one can sell, buy or dispose of these assets as they are under investigation.
I was specified on 28 May 2004. The specification order was revoked on 29 April 2011.This legally restores me to my pre-specification position and I seek to now proceed with HC -6244-04 .I have attached the original founding affidavit.
According to the Prevention of Corruption Act Assets of a specified person can not be sold ,bought or disposed of since those assets are under investigation and would be required as evidence in the legal proceedings. So you can not be investigating assets and at the same time selling those very same assets. The purpose of specifying a person is to facilitate investigations into the alleged corrupt activities. Section 10(2) specifically prohibits any person from dealing with the assets of a specified person. In terms of Section 10(7) of the Act to all transactions that we purportedly concluded during the period specification are null and void.
The purpose of specification is not to sell an individuals assets but to investigate so assets cant be sold whilst they are being investigated at the same. This is illegal and against natural justice and the Anti-Corruption Act.
When Interfin Bank illegally and irregularly took over my Bank CFX which was previously called Century Bank they used the excuse that I was specified so I couldn’t oppose the illegal transaction. Now that that my full legal rights have been restored I have already filed a motion to oppose the liquidation of CFX Bank and also reverse the Merger which created Interfin Banking Corporation.
1 - I do hereby place it on record that I wish to oppose the proposed liquidation of CFX Bank Limited. I will suffer irreparable financial damage exceeding US $ 15.4 million if the said liquidation goes ahead before finalization of the High Court case HC 6244-04 in which I am challenging the illegal and irregular sale of 309 million shares from Century Bank which was then merged to create CFX Bank which is now in liquidation in an attempt to escape paying the $ 15.4 million.
2 - I have an on-going dispute involving CFX Bank Limited and Interfin Banking Corporation and its holding Company.Mr Raymond Njanike the Managing Director of Interfin Bank has publicly acknowledged this dispute in the NewsDay Newspaper published on 27 September 2010 by Mr Munyaradzi Muguwo in addition to many other articles.Link http://www.newsday.co.zw/article/2010-09-27-muponda-scared-off-cfx-suitors-interfin
3 - Interfin Holdings Limited Director Mr Farai Rwodzi also publicly acknowledged this debt when he falsely claimed in the Newsday Newspaper of 25 August 2010 that Interfin had paid me US $ 5.3 million for my shares in Century / CFX Bank which were illegally and irregularly acquired. The link is herehttp://www.newsday.co.zw/article/2010-08-25-interfin-acquires-13-of-starafrica
4 - I denied this false statement and NewsDay Newspaper published a retraction a few days later.Upto this day Interfin have not paid me anything for my Bank which they took and rebranded Interfin Banking Corporation and now they are trying to liquidate it after stripping it of all assets.
5 - ENG Capital contributories ,shareholders and Directors and myself are claiming US$ 15.4 million being the 309 million shares multiplied by the share price of $ 0.05 which give the claim total of US $ 15.4 million.
6 - Interfin Banking Corporation Zimbabwe is a product of a fraudulent merger between Century Bank and CFX Bank which was subsequently renamed Interfin Banking Corporation after another irregular merger between Century/CFX Bank and Interfin Bank Zimbabwe.
7 - The liquidation of CFX Bank Limited should therefore be held back until such a time that HC 6244-04 is finalized. Interfin Bank Directors are seeking to hide their tracks and creating a very complex and complicated web of mergers and de-mergers and liquidations and re-structurings which will conceal their illegal and irregular take over of Century/CFX Bank assets.
8 - All these “fake mergers” were designed with the intention of concealing the initial fraudulent transfer of 309 million Century shares illegally and irregularly transferred into Century/CFX Bank then Interfin Banking Corporation. This illegal transfer is being challenged through High court case HC-6244-04.
9 - I have attached a copy of my original founding affidavit for High Court Case HC 6244 – 04 dated 21 May 2004.
10 - I have attached the supporting affidavit by my co-Director Nyasha Watyoka fully supporting my Original affidavit.
11 - The High Court Case is still before the Courts but it has been delayed since I am currently specified and as such have to seek permission from the Liquidator/Investigator to proceed with the action. However my court action HC 6244-04 is on the most part against the liquidator /Investigator it is therefore not possible to seek permission and approval from the same person you wish to take action against.
12 - I wish that the liquidation be delayed until such a time High Court deals with HC 6244-04.The liquidation is not urgent and I see no reason why it can not be put on hold pending the finalization of HC -6244-04.
13 - Proceeding with the liquidation before HC 6244-04 is finalized will cause me irreparable damage amounting to $ 15.4 million which I am seeking from CFX Bank Limited ,Interfin Holdings ,Interfin Directors and Shareholders jointly and severally each paying and absolving for the other.
14 - Interfin Banking Corporation Zimbabwe is a product of a fraudulent merger between Interfin Merchant Bank and CFX Bank which was subsequently renamed Interfin Banking Corporation after another irregular merger between Century/CFX Bank Limited and Interfin Bank Zimbabwe.
15 - Any further transaction or re-organization or restructuring will not change the facts that Interfin Banking Corporation has a disputed ownership due to the presence of CFX Bank assets in its DNA composition.
16 - If the merger was approved by all the regulatory Authorities then why would Interfin try to liquidate a Bank which it merged with. It clearly doesn’t make any sense to liquidate a Bank which has already been merged with another .
17 - Its not legally possible and its practically fictitious to claim to liquidate a Bank which has already merged with another resulting in the formation of a new entity.
18 - The so-called liquidation of CFX Bank is nothing but a fraud being perpetrated by Interfin Holdings Directors . There is no liquidation taking place whatsoever since all the CFX assets have already been “merged“ and transferred into the new entity now renamed Interfin Banking Corporation.
19 - This is an effort to hide the tracks of the original fraud which is being challenged under High Court case HC 6244-04.This is an effort to escape legitimate liabilities brought about by Interfin`s unwise and greed move of trying to grab CFX Bank assets.
20 - Interfin can not fully capitalize a Bank and then liquidate the same bank all within a year .According to another report titled Interfin Holdings Fully Capitalises CFX Bank Published on 13 January 2010 – http://allafrica.com/stories/201001130248.html .
21 - This does not add up and only provides further evidence that Interfin Banking Corporation are involved in fraudulent transaction and the various movements are meant to hide the tracks and cleanse an otherwise illegal and underhand deal.
22 - There can be no talk of liquidating CFX Bank since CFX Assets have been merged with Interfin and effectively transferred into Interfin Banking Corporation and rebranded Interfin Banking Corporation in an a deliberate fraudulent effort to hide the illegal take over of Century – CFX Bank assets and network.
23 - Specifically the assets below have been stripped from CFX Bank and transferred into Interfin Banking Corporation. IT and Computer Systems
- MoneyGram Money Transfer Franchise and System
- Branch Network
- Customers , clients and loan Book
- International Correspondent Bank Network
- Management and Staff
- Leases, Contracts and general goodwill
- Buildings and offices
- ZSE Listing Spot
24 - Interfin Bank Directors led by Messrs Farai Rwodzi and Raymond Njanike are getting increasingly desperate to hide their tracks on the illegal and irregular take over of Century – CFX Bank assets which were illegally transferred into Interfin Bank and rebranded Interfin Banking Corporation.
25 - Their lastest stunt of claiming to “liquidate“ CFX Bank is one such effort to conceal their fraudulent take over of Century – CFX Bank assets and stealthily transferring them into Interfin Bank and rename the resultant entity Interfin Banking Corporation.
26 - After claiming a successful merger as anticipated in this report by Dumisani Ndlela http://www.financialgazette.co.zw/companies-a-markets/4525-cfx-fs-to-lose-bank-for-bigger-entity.html in June 2010 only 9 months later CFX Bank now rebranded Interfin Banking Corporation is being liquidatedhttp://www.newsday.co.zw/article/2011-03-14-cfx-to-windup-operations .
27 - Interfin owes me and other contributories US 15.4 million for the 309 million shares fraudulently converted from Century Bank into CFX Bank then Interfin Banking Corporation. Interfin Bank Directors and Shareholders are trying to escape paying this liability by claiming CFX Bank is being liquidated.
28 - Interfin Holdings limited and Interfin Banking Corporation Directors continue to mislead the public and other stakeholders by devising fraudulent schemes as a way to avoid settling what is due to Gilbert Muponda and ENG Capital contributories, shareholders and Directors.
29 - The fraudulent attempt by Interfin Holdings Directors to mislead the investing public and depositors that the ownership dispute will disappear just because they are attempting to fake a liquidation of a Bank whose assets they have transferred into another entity is totally irresponsible and disingenuous .
30 - Interfin Banking Corporation Directors seem to be practizing moral flexibility whilst bending rules and regulations to conceal their prior knowledge of a legitimate claim which they with held informing their employers who are the Investing public who are protected by the ZIMBABWE STOCK EXCHANGE ACT Acts 27/1973, 24/1975, 15/1981, 20/1984; R.G.Ns 54/1975; 1135/1975, S.Is 468/1979, 236/1980.
31 - High Court Case HC-6244-04 was filed in 2004 and its still pending before the courts. Yet Interfin Banking Corporation Directors pretend there was never any challenge to their illegal and irregular grabbing of Century/CFX Bank.
32 - By will fully and deliberately misleading the Investing Public in violation of the ZSE Act Interfin Banking Corporation is an organization that has re-defined the definition of corruption , deceit and concealment of material information from Investing public and Regulatory Authorities.
33 - The liquidation of CFX Bank Limited should therefore be held back until such a time that HC 6244-04 is finalized. Interfin Bank Directors are seeking to hide their tracks and creating a very complex and complicated web of mergers and de-mergers and liquidations and re-structurings which will conceal their illegal and irregular take over of Century/CFX Bank assets.
34 - I make this affidavit in opposing the Liquidation of CFX bank Limited before High Court Case HC 6244-04 is finalized, and for no illegal or improper purpose.
