Africa-Press – Rwanda. The Taarifa investigative desk has reliably learned that a massive US$7million cash allegedly meant to be sent from Mauritius to Rwanda for operations of an energy project may never reach its final destination.
In the ongoing series of stories about a dispute between shareholders in an energy firm, Omnihydro Ltd, Taarifa has flipped through documents and found one that proves that one of the shareholders (Omnicane Ltd) sought a US$7million loan.
Refad Group AG and Omnicane Ltd are both shareholders of Omnihydro Ltd formerly Refad Rwanda Ltd. According to files seen by Taarifa, Omnicane recently requested for US$7million from an undisclosed bank and did so without the knowledge of a co-shareholder and never followed proper procedure.
However, this loan requested by Omnicane Ltd on August 21, 2021, has been backdated to 2012, a move the other shareholder (Refad group AG) considers fraudulent. When contacted for comment, Dr. Jacques Ntogue of Refad Group AG said, “Omnicane is trying to hide fraud.”
In their document they said the loan was from 2012 to 2019. It is only in 2021 that they informed us. But that time the Refad Group share was 49%. So how can they take a US$7 million loan without informing their other shareholder? Was there any board meeting? Was there any shareholder meeting? By the way, was this loan for what purpose? Is there any evidence that the loan is real?,” Dr. Ntogue wondered.
Meanwhile, Clare Akamanzi the CEO of RDB told Taarifa, “RDB is not aware of any information pertaining to one of the shareholders requesting for a bank loan. We have not received any request for a mortgage registration or any other documentation pertaining to this purported transaction.”
“Refad Group AG and RDB wrote to Omnicane several times 2017, 2018, 2019 and 2020); asking Omnicane to disclose company information such as P&L major expenses and income. Omnicane refused to send us this information,” Dr. Ntogue told Taarifa on Wednesday.
This document titled ‘Shareholders Resolution of the Company’ shows that Refad Group AG was stripped of voting rights for not attending shareholders meetings and not responding to company requests.
“Omnicane said that my right was suspended because I did not participate in the Capital increase. But they have never informed us about a capital increase. They recognized that in a meeting in November 2019. How can One shareholder decide for a capital increase? Do not inform the other shareholder, then claim that the other shareholder did not participate in the capital increase? Then suspend the other shareholder’s right. This is pure fraud. It is because of that that RDB asked Omnicane to cancel the capital structure fraud,” Dr. Ntogue explained.
In his further explanation, Dr. Ntogue said that Omnicane has Refad Group AG office address, they have Refad Group AG chairman’s home address and email. They have never sent an invitation for a capital increase. They have never asked for a board or shareholder meeting for Capital increase. I was just informed that my rights were suspended.”
Capital increase is a major transaction and can not be done by one shareholder. He also said that invitations for major transactions are supposed to be sent by a record letter, board meeting, shareholders meeting, Shareholder resolution.
None of these steps took place. Given that the court will take some time to decide in this case, Refad Group AG says it would like RDB to correct the company capital structure as Omnicare refused to follow the Rwanda Companies Law regardless of the RDB decision.
“That measure is to protect the company and avoid other massive frauds and tax evasion,” Dr Ntogue said in an email. Omnicane Ltd does not respond to media queries.
Can RDB Still Assure Protection to Foreign Investment in Rwanda?
Can RDB Still Assure Protection to Foreign Investment in Rwanda?
