Justice Robin Mohammed. –
A HIGH COURT judge has varied an injunction to allow a popular hardware store in Arima to carry out ordinary sales.
Meanwhile a legal battle between its shareholders and former president of the Hindu Credit Union (HCU) Harry Harnarine and his family continues in the court.
In a written decision, Justice Robin Mohammed varied the freezing injunction he granted in June, last year, to allow the hardware to re-open and sell – once proper documentary records are kept for proper auditing.
But he refused the Harnarines’ application to discharge the entire order.
As a result of the judge’s new orders, the Harnarines are still prohibited from obstructing the two major shareholders in the hardware store from preserving assets and taking stock inventory or hindering its operations in any way.
In dismissing the Harnarines’ application, Mohammed said, “The defendants have brought allegations but no evidence to support them…The claims brought against the defendants by the claimants are serious and necessarily must be dealt with at a trial.”
Last year, two businessmen – Elvis Lum Young and Navindra Ramnanan – directors of Authentic Builders General Hardware 2021 Ltd – asked Mohammed to stop the operations of the Authentic Builders General Hardware Ltd, owned by Harnarine, and prevent him or his family from removing any assets, inventory, documents, and other records until an audit is done.
They alleged corporate fraud, misappropriation of their property, and breach of fiduciary duty against Harnarine, his daughter Krystal Ramjattan and his two sons Hari and Amrit Harnarine. The store, at Mega Foods compound, O’Meara Road, Arima, was also named in Lum Young, Ramnanan, and their company’s claim.
The lawsuit accused Harnarine of inducing the two men to set up a new company with a similar name so that his would “benefit from existing marketing and expertise” and reputation in the hardware business.
They said they incorporated their company, and pumped in $2.5 million to begin business, and to get things moving quickly, and Harnarine induced them to enter all payments with his family’s hardware store, with the understanding that they would be transferred to their store when it was fully incorporated.
Their claim said they cleared a significant amount of debt for Harnarine’s store and paid for a lease, expecting that when their own outfit was incorporated and set up, the funds would all be transferred to their company.
In opposing the application by the Harnarines, the shareholders alleged all expenditure was charged to Authentic Builders 2001 Ltd, while all revenue was being diverted from it. They also alleged after the court’s freezing order in June 2021, they were obstructed from preserving the assets and income of the store and were even blocked from using the point-of-sale system, which they claim was being used to divert money from sales.
As part of the varied order, the company that installed the point-of-sale system, Teck Bugz Ltd, and its principal Jaron Dharamdass, will be served with a copy of it to allow the shareholders to use it.
In his ruling, the judge said despite Harnarine asking for some control and say in the business’s operations, the evidence before the court was that Lum Young and Ramnanan were the majority shareholders and directors.
“It would appear that the defendants were in a fiduciary position to the first claimant, and so had an obligation to account. The defendants did not meet their obligations and even locked out the claimants. “
He said the Harnarines’ case “seems to be misguided” at this point, mainly because majority shareholders and directors determine how the business should be managed, not a minority shareholder who has no right, and because the court does not intervene in the management of a company.
“t is necessary to determine whether the defendants had fiduciary duties and if in fact these were breached. This must however be done at a trial and not at this stage…
“The allegations made against the defendants are serious ones and no evidence has been provided by the defendants to satisfactorily show them not to be true,” the judge said.
Representing the directors are attorneys Justin Phelps and Gary Hannays. Attorneys Dinesh Rambally, Kiel Taklalsingh, Vivek Lakhan-Joseph and Stefan Ramkissoon represent the Harnarines.