KOPOUR LIMITED & ANOR vs REV.SETH DANIEL ABOAGYE MENSAH & ORS

In this High Court suit, Kopour Company Limited and Kofi Boateng sought declarations, injunctions, damages and accounts concerning control of Kopour’s affairs and a specific parcel of land at Agbogbloshie/Ring Road South Industrial Area in Accra. The court examined who the true members and directors were. It held that Joseph Koranteng, who died before incorporation, could not have been a subscriber or member under Act 179, and his purported shares could not devolve to his estate. By section 99, Kwabena Fosu’s shares transmitted to his estate’s administrators. The court found that new share issuances to Yaw Dankyi, Kwame Anyinam and Akosua Asor were invalid due to breach of preemption and lack of alteration of regulations, so they were not shareholders. It concluded that Yaw Dankyi is a director, but identity with banker Bernard Yaw Dankyi was not proven; Emmanuel Asae Anyinam’s directorship and the 1st defendant’s managing directorship were invalid. The property was declared company-owned, defendants were restrained, accounts ordered, damages denied, and each party bore its own costs.