7, December 2019
The British legal system has brought untold misery to Prof Ephraim Ngwafor in his fight to take control of a UK limited company SOBA UK (SASSE OLD BOYS ASSOCIATION) – a name used by the original alumni group.
Cameroon Concord News understands that SOBA UK currently has two groups using the same name, the original group consisting of over 110 members who are the applicant in the matter, and a newly created dissident group with two members being the directors of the disputed limited company as well as the respondents. The pro CPDM smaller group has not published a registration list but our London Bureau Chief was reliably informed that they are less than 20 members involved.
The UK Company Names Tribunal is currently reviewing the witness statements from Professor Ephraim Ngwafor in support of the actions taken in August 2017 to incorporate a limited company called SOBA UK (Company Registration Number 10933239) by Thomas Adamu (as director) and Francis Niba Ngwa (as Secretary).
In a statement issued to the Cameroon Concord News Group prior to the historic SOBA UK Residential Convention in Colchester, members of original SOBA UK stated that this incorporation was done in bad faith as both Mr Adamu and Mr Ngwa held no positions of responsibility in SOBA and acted on their own to take advantage of the fact that the alumni association in the UK was not formally incorporated as a limited company, despite operating as a unincorporated alumni group for some 50 years in the UK.
Events took a dramatic turn and the incorporation of SOBA UK LTD precipitated a series of actions by Prof Ngwafor as National President of SOBA in Cameroon to take control by proxy and to give legitimacy to the directors of the company who are not members of the original group.
Prof Ngwafor’s actions have been painted as being out of line and illegitimate. But his diabolic harsh ploy was to rewrite and use a new SOBA constitution in 2018 without ratification to retrospectively make his intervention possible.
We gathered that Prof Ngwafor has directly managed the witness submissions from Cameroon through a UK representative, Mr Aaron Wood, and has roped in the principal of Sasse College to give a witness statement on a UK limited company dispute which has nothing to do with Sasse College.
Interestingly, the president of SOBA America Dr Betrand Fote stated in his witness statement for the respondents that he had pledged his allegiance to Prof Ngwafor upon his own election as president of SOBA America. The intervention of these overseas power actors for the respondents has rendered any form of mediation between the disputed parties virtually impossible, given that the directors of the limited company are merely spectators of the unfolding drama.
The Company Names Tribunal has accepted the validity of the complaints made by members of the original SOBA UK Group, against the incorporation of the SOBA UK LTD. However, the respondent’s witness statements have suffered a setback when the UK adjudicator stated that “they did not refer to the proceedings to which they relate”.
The adjudicator specifically listed witness statements for the respondents from Professor Ephraim Ndeh Ngwafor, Reverend Father Kevin Sakwe Nanje (Principal of Sasse College), Emanuel Junior Eta-Besong, Sako Burnley, Dr Bertrand Pokam Fote (President of SOBA America) and Mr Aaron Ronald Wood and has given them 2 weeks to resubmit. This is a huge setback because the directors of the company are relying on the intervention of SOBA Cameroon rather than on the validity of the reason for the incorporation of the limited company.
The Tribunal also stated that upon reviewing the witness statements from Mr Wood and his exhibits, it proposes to treat them as hearsay evidence and the adjudicator will give such weight as they deserve.
Cameroon Concord News believes that the defence being put forward by Prof Ngwafor and other witnesses for the respondents remains unclear, given that they are domiciled overseas and do not have any legal responsibilities for a UK limited company, either as directors or shareholders. The current company directors being absent have deferred the responsibilities for the defence of their limited company to SOBA Cameroon and the president of SOBA America, Dr Bertrand Fote.
Regardless of whether the directors play a role in the proceedings or not they are the ones listed as respondents and any claims for costs, if they were not successful, will still fall on them. Mr Thomas Adamu, who as a student was expelled from Sasse College in his third year in 1984 for truancy and disruptive behavior is the man setting the scene for the latest impasse in SOBA.
The General Assembly of SOBA UK took action to suspend Mr Adamu in 2017 for being consistently inconsistent with SOBA UK code of conduct. It is ironic that the incumbent Principal of Sasse College, Reverend Father Kevin Sakwe Nanje is providing a witness statement to a UK limited company dispute to align with the callous actions of Mr Adamu who as a student was dismissed by his predecessor. Sasse College is going through hard times with only about 250 students remaining and receiving education in temporary accommodation away from the college campus.
A senior UK law practitioner opined that, whilst the latest update from the adjudicator will not affect the substantive legal grounds on which the matter is judged, it does help enforce the picture that the respondents are chaotic and ill-advised.
The legal arguments of this dispute, which is a test case of its kind, will be on whether Mr Thomas Adamu incorporated the limited company in good faith at the time of the registration, knowing fully well that he was not authorized by the group to which he was registered and a group that existed and used the name for many decades prior to this singular action in August 2017.
By Soter Tarh Agbaw-Ebai with files from Chi Prudence Asong in London