Sogeram Development Corporation Ltd v Robin Som

• Jurisdiction: Papua New Guinea
• Citation: (2014) N5874
• Date: 10 December 2014
• Court: National Court
• Year: 2014

Full : OS 20 of 2012; Sogeram Development Corporation Limited v Robin Som and Anton Lamberth and Benson Tokau and Moses Kapo and Namong Kepsak and Rodney Tapo and Sebronl Duai and Tami Ulangu and Tulum Enkol and John Las (2014) N5874

National Court: Hartshorn, J

Judgment Delivered: 10 December 2014

Cases cited:

Papua New Guinea Banking Corporation v. Jeff Tole (2002) SC694

Jacob Simbuaken v. Neville Egari (2009) N3824

1. HARTSHORN J: The plaintiff company Sogeram Development Corporation Ltd (SDC) holds a Timber Permit for an area of 56,480 hectares north-west of Madang.

2. SDC seeks declaratory relief in this proceeding to confirm the identity of its present directors and to restrain the defendants from holding themselves out as being entitled to represent SDC. SDC claims that none of the defendants are its directors. The only opposition to the relief sought by SDC is by the first defendant Mr. Robin Som.

Background

3. On 29th May 2009, SDC entered into a logging and marketing agreement with Timbers PNG Ltd. In or about late October, early November 2011, shareholders of SDC learned that the then directors, the defendants, had issued a notice to show cause and intended to terminate the logging and marketing agreement with Timbers PNG Ltd and to substitute it with a logging and marketing agreement with Madang Timbers Limited.

4. This action resulted in complaints from shareholders and caused an extraordinary general shareholders meeting to be called on 14th November 2011. At that meeting, the eight shareholders present unanimously resolved to remove all nine directors of SDC.

5. On 16th February 2012, this court granted an...