Minister, brothers fight over family business

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Mohalenyane Phakela

PUBLIC Service Minister, Keketso Sello, is involved in a messy fight with his elder brother, Katiso Sello, for control of the family business.

The dispute is over the control of the Lesotho Funeral Services, a company which was started by their father, Louis Joas Sello, who died in 1999.

Minister Sello has since joined forces with his younger brother, Kutloano, and their mother, ‘Makatiso Sello, to petition the High Court to order the Master of the High Court to administer the company.

The Master of the High Court, Attorney General Rapelang Motsieloa and Katiso are the first to third respondents respectively in the application.

The dispute dates back to March this year when Katiso petitioned the Commercial Court to order his brothers to relinquish direct control over the business and appoint a chief executive officer to run it on their behalf. Katiso wants his brothers to remain only as shareholders and refrain from exercising any direct control over the day to day running of the company.

His application is pending but that has not stopped his younger brothers from launching their own application alongside their mother for control of their father’s  estate , including the funeral business.

According to Minister Sello’s affidavit, their father died in 1999 and they want the condonation for the late filing of his death certificate with the Master of the High Court.

“The dispute centres on the administration of the estate of the deceased,” Minister Sello states in his court papers.

“The death of the late Louis Joas Sello was not reported to the office of the Master of the High Court in terms of the law and no determination as to the applicable law between civil and customary law was made thereof in order to inform the modalities of the legal regime applicable in the administration of his estate.

“I wish to take this court into my confidence and state that the death of my father and the consequent administration of his estate was never done in strict adherence to the prescripts of the law. It is imperative that there be condonation of the late notice of death as prescribed by law.

“The Lesotho Funeral Services is currently operating as a company and regrettably, when my father passed on, his estate was never administered in terms of the law. To make matters worse, my siblings and I naturally assumed roles in the company with the concurrence of our mother on the mutual understanding that this was above board and there was nothing legally reprehensible about the approach.

“For the record, misunderstandings have since surfaced between myself and my eldest brother (Katiso). My youngest brother and I have clearly endeavoured to launch this application with a desired end to put our ducks in a row and to put our house in order in so far as the administration of our parents’ estate is concerned. This situation has seriously weighed in on all of us.”

Mr Keketso and his co-applicants therefore pray that “the delayed notice of death of the late Louis Joas Sello in line with section 13 of the Administration of Estates Proclamation 1935 be condoned”.

Their application contradicts Katiso’s March 2021 application wherein he wants the court to order his brothers to stop acting as directors of Lesotho Funeral Services. He argues that they had all agreed to let the company be run by employees. However, his brothers never fulfilled the promise to step back and only remain shareholders, he argues.

“The Lesotho Funeral Services was incorporated by my parents and it was divided into three regions, namely central, south and north,” Katiso states in his March 2021 application.

“My brothers and I were allocated shares and regions to actively run. I was allocated the central region while Keketso and Kutloano were allocated northern and southern regions respectively. We each developed and grew our respective regions. I grew the central region from two branches to eighteen branches.

“For the purposes of growth and creation of generational wealth, I sat down with my brothers and we all agreed that our respective regions will be better off managed together under a professionalised structure that can boost investor confidence in our operation. We then agreed to engage Robert Likhang through his company, RL Business Advisors, as our independent consultant to professionalise the business and help us unify the operations.

“We further agreed that once the shareholding has been re-arranged in such a way that the balance of equilibrium reflects the correct values that each one of us brought to the business, we would step back and recruit professionals to manage the daily operations of the business while we oversee governance and strategic direction of the company through the board.”

Katiso further states that he immediately stepped down and appointed a CEO for his central region operations but his brothers never did the same. His brothers frustrated the CEO to a point of even launching disciplinary proceedings and suspending him, he says.

“The CEO has since been suspended without a board resolution to that effect. The respondents (Keketso and Kutloano) are interfering with human capital in my region. They are not doing the same in their regions.

“I aver that the respondents do not have the best interests of the company at heart. Their conduct merely dictates that they want to unduly benefit from the central region without adding value thereto.

“The third and fourth respondents (Robert Likhang and RL Business Advisors) have been paid M300 000 on the basis of a contract that was signed by Kutloano purporting to be a chairperson despite the fact that there is no board resolution approving the contract. However, the primary objective of the consultancy contract has not been achieved. The consultant has failed to put effective financial systems and controls as was agreed. As a result, the Lesotho Funeral Services was erroneously credited by Standard Lesotho Bank with an amount to the tune of M405 938, 96, which amount was never picked by the RL Business Advisors’ systems nor their respective officials including one deployed at Lesotho Funeral Services as the chief financial officer,” Katiso further states.

He therefore wants the court to declare that Minister Sello and Kutloano “violated their fiduciary duties towards the Lesotho Funeral Services.

“That the contract purported to be between RL Business Advisors and the Lesotho Funeral Services shall be declared null and void.”

 

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