Did Thebe Tourism Group (TTG) attempt to steal a lucrative joint venture from a partner or is the company simply defending its rights against a jilted collaborator?
This appears to be one of the questions before the Cape High Court in the liquidation of Thebe Retail, a company founded in 2002 by TTG, and Charlotte Steere, a Johannesburg businessperson, to develop a series of tourist shops.
Thebe Investment Corporation is a pioneering empowerment firm. TTG, which holds its tourism interests, has applied for the liquidation of Thebe Retail, claiming the company owes it more than R1-million and cannot afford to pay.
But Steere, who owns 25% of Thebe Retail (to TTG’s 67%), maintains in an affidavit opposing the liquidation that the figures submitted by TTG are deliberately “inaccurate”.
She alleges that the liquidation is a ploy aimed at forcing her out of a profitable and expanding business by destroying the company she helped found, and shifting its assets into a new entity, Thebe Tourism Group Retail. The business includes stores at Cape Town’s V&A Waterfront, Constitution Hill in Johannesburg and Durban’s uShaka Marine World.
According to notes made by Steere for a meeting of the Thebe Retail board on August 25 2003, TTG director Jan van Huyssteen on March 19 2003 accused her of improperly allowing Kingfisher, a supply chain company in which members of her family hold shares, to benefit from contracts with Thebe Retail.
The allegations are “absolutely unjustified and improperly motivated” Steere wrote. “It has never been a secret that Kingfisher is an entity owned and managed by my children and other people whom I trained and who have close and long-term relationships with me. This was, as I understood it, always the intention of the parties to Thebe Retail, and a lynchpin underlying the entire project,” the notes say.
Minutes submitted to court of a meeting between representatives of both parties show that by May this year TTG attorney Brian Kahn was saying that although his clients did not want to give Steere a cent, they would pay her R50 000 for her share in the business.
Steere, in return, offered to buy out TTG’s stake, but despite Kahn’s contention that Thebe Retail was more or less worthless, this offer was rejected.
Much of the dispute turned on whether Thebe Retail or TTG held the lease to the Waterfront store “Feathers Gallery”, a posh tourist boutique. If the lease indeed belongs to Thebe Retail, then it is the company’s biggest asset.
Kahn and Van Huyssteen insisted that TTG held the lease, while Steere maintained that Thebe Retail did. Thebe Retail’s 2003 financials, signed by Van Huyssteen and other directors, appear to bear her out.
The parties diverge even further over the financial state of the company. Instead of filing management accounts or auditing figures, Van Huyssteen’s founding affidavit in support of the liquidation contains what he calls a “rough assessment” of Thebe Retail’s financial position, which represents the company as insolvent.
Steere says in her affidavit that these numbers are “inaccurate” and “not adequately clarified”, and points instead to draft financials dated March 31 2004 which show that Thebe retail was then in rude good health, and owed TTG R228 735 on a shareholder loan, not the R1,176-million in loan and management fees claimed in the liquidation application.
“In order for [Van Huyssteen’s rough assessment] to match that recorded in the draft financial statements of 31st March 2004, [Thebe Retail] would have to have operated at a loss in the order of R600 000 per month; having operated at an approximate profit in the order of R100 000 since its commencement of business in 2002.”
Khan said he couldn’t comment while the matter was before the courts.