By Linda Kwanjana

What was supposed to be an ‘innocent’ Industrial Relations Court (IRC) ruling in a case involving conglomerate Press Corporation Limited (PCL) and three of its former executives has opened a ‘Pandoras box’ on some of the ‘suspicious payments’ the conglomerate has been making lately.

A shareholder of the company who claimed to have gone through the ruling ‘several times to make sense of it’ claims there is ‘something that the company is doing which is not right’.

“We will need answers during our Annual General Meeting (AGM) this year because the ruling has unearthed things we did not know about. We would like to know how the three bosses were fired unfairly and why we are losing K14 billion of our money while the people who made this decision (to fire the three) are still enjoying benefits at PCL,” said the Shareholder who pleaded for anonymity until the day of the AGM.

In the case, former Group Chief Executive Officer George Partridge, Former Group Financial Controller Elizabeth Mafeni and former Group Administrative Executive and General Counsel Benard Ndau sued the conglomerate for unfair dismissal through the IRC which ruled in their favour before the trio sued again for compensation for unfair dismissal in May 2022.

The three lodged a whopping K33 billion compensation claim but the court awarded them a total of K14 billion on April 25, 2025.

PCL applied to the court for a stay of execution of the order of compensation citing a negative cashflow projection which could reach K21 billion by December this year, according to testimony of PCL’s Chief Finance and Administration Executive and Company Secretary, Moureen Mbeye.

IRC Deputy Chairperson Tamanda Nyimba allowed the stay of execution on condition that PCL pays 70% of the awards to the three which translates to K9.7 billion.

Two weeks ago, PCL published its financial highlights in the press where it announced a whopping K122 billion profit after tax in the financial year ending 31 December 2024.

Going through the ruling, Nyimba wondered with assertions that the financial health of PCL is critically strained with significant liabilities and negative cashflow projections.

“In a nutshell, through the affidavit evidence of Ms Mbeye, the respondent has painted a really gloomy picture of its financial position with a cash position that is projected to be negative for the rest of the year and an estimated December 2025 negative cash balance of MK7.4 billion before taking into account the sums awarded to the applicants. The respondent says the figure of K7.4 billion is expected to swell to MK21.5 billion if the applicants’ global award of compensation is factored in for immediate payment.”

“Ms Mbeye went on to draw this Court’s attention to the respondent’s unavoidable commitments (over and above its normal operational requirements) namely a payment of MK1,147,300,000 disbursed to National Bank of Malawi plc (a subsidiary of the respondent) on 30th April 2025 in respect of a loan extended to Open Connect Limited (also a subsidiary of the respondent) in which transaction the respondent acted as a guarantor and where National Bank of Malawi plc proceeded to demand payment from the respondent upon Open Connect Limited’s debt becoming delinquent and an obligation taken by the respondent to capitalise Telekom Networks Malawi plc (equally a subsidiary of the respondent) by injecting equity amounting to MK16.4 billion.”

“My candid observation is that the respondent is unconscionably continuing to bury its corporate head in the sand, as it were, with regard to the consequences of its actions when it unfairly dismissed the applicants hence the visible absence in Ms Mbeye’s two affidavits of any hint regarding how or when the respondent plans to pay the applicants’ awards of compensation.”

“If the respondent’s two affidavits in support of the instant application are anything to go by, the respondent seems to be in denial respecting this Court’s decisions finding it liable for the applicants’ unfair dismissal and the compensation thereof while it relentlessly highlights its present tight financial spot,” said Nyimba in his ruling.

“While the respondent has passionately pleaded before this Court that its coffers are essentially empty, the respondent readily made the following payments from its bank accounts to various entities: On 12th December 2024, the respondent made payment from its foreign currency denominated account in the sum of US$504,000.00 to Liberia Merchant Capital Limited in respect of acquisition of 10% shareholding in that company.”

“On 27th December 2024, the respondent made payment from its foreign currency denominated account in the sum of US$260,000.00 to Fortesa International Inc. in respect of part payment for hydrocarbon exploration and production investment in that company and on 13th January 2025, the respondent made payment from its foreign currency denominated account in the sum of US$6,700,000.00 to Press Energy Limited towards its equity contribution in that company.”

“On 24th January 2025, the respondent transferred a total sum of MK4 billion to its subsidiary, Telekom Networks Malawi plc and on 6th February 2025, the respondent made payment from its foreign currency denominated account in the sum of US$250,000.00 to Fortesa International Inc. in respect of final payment for hydrocarbon exploration and production investment in that company.”

“On 30th April 2025, the respondent disbursed MK1,147,300,000 to its subsidiary National Bank of Malawi plc in respect of a loan extended to Open Connect Limited (also a subsidiary of the respondent) in which transaction the respondent acted as a guarantor.  The disbursements were made over a period this matter was live in this Court and the respondent was aware of its subjection to the applicants’ MK33 billion proposed award of compensation for unfair dismissal,” said Nyimba in the ruling.

“This fact was admitted by Ms Mbeye when she was cross-examined by Counsel for the applicants during hearing of the instant application. The disbursement to National Bank was made on 30th April 2025 and this was barely 5 days after this Court rendered its order on assessment. Furthermore, the respondent is imminently expected to inject equity amounting to MK16.4 billion per its obligation to capitalise its subsidiary Telekom Networks Malawi plc.”

“Honestly, how can a Court grant a complete stay of execution in light of the foregoing flurry of expenditures? These very payments prompted the applicants to submit that it is almost like the respondent is saying it has finances available but the said money is exclusively good enough for the respondent’s further investments into its various business ventures as opposed to paying the applicants’ fruits of their litigation. That submission certainly has traction in the circumstances just laid bare. The respondent may really easily be accused of corporate condescension,” ruled Nyimba.

He said even in its gloomy financial position, PCL has demonstrated that it is able to make certain substantial payments only that the three ex-bosses appear not to be in the contemplation PCL’s or its priority.

Nyimba also bashed PCL in its delaying tactics of the case.

“This matter was commenced way back in May 2022. It may not even have reached the stage we are at had this Court not declined some interlocutory applications. First, at the beginning of the trial on assessment of compensation, the respondent moved this Court at the eleventh hour seeking a record of the proceedings vis-à-vis the trial on liability to be made available to the respondent to assist it prepare for trial on assessment of compensation. It was further stated that this would equally help this Court arrive at a just and equitable award as, through the said transcript, there would be an appreciation of what all the witnesses actually said during the trial.”

“Admittedly, it was my first time to come across such an unprecedented application and I respectfully declined it for its sure propensity to delay progress of the matter since considering the testimonies covered in the trial on liability, generation of a trial transcript would have been a task that would have consumed or lasted some time and that would have been a step too far at that stage of the proceedings not least when legal practitioners are expected to build their own notes as a trial is in motion. If I had granted the prayer, lord knows how long the pause would have been to transcribe the record of proceedings.”

“The second request from the respondent on that very occasion was for an adjournment to enable the physical presence of all the applicants to be cross-examined one after another. The background to that request was that when the assessment hearing was initially scheduled, the respondent asked that it be moved forward in terms of dates and this happened twice. On both occasions this Court obliged but the change in dates clashed with the activities of the 1st applicant (Ndau) who would be outside the country.”

“It was thus mutually agreed by the parties and endorsed by this Court that the 1st applicant would be cross-examined virtually only for the respondent to ask for the matter to be stood over on the very day the Court reconvened with the reason being that the respondent needed the physical presence of the 1st applicant to be cross-examined alongside the rest of the applicants in sequence.”

“Having previously conducted several virtual trials, I again declined the respondent’s prayer and ruled that the 1st applicant would be cross-examined remotely. Thus, cross-examination proceeded with the 2nd and 3rd applicants (Mafeni and Partridge) after which the respondent informed this Court that going by the evidence that had been elicited from the 2nd and 3rd applicants, the respondent would not be cross-examining the 1st applicant at all.”

“This meant that had this Court allowed the prayer for adjournment to permit the physical presence of the 1st applicant, the same would have been pointless and a waste of the not inexhaustible commodity of judicial time as the 1st applicant would not have been cross-examined in any event.”

“I have brought the foregoing to the fore merely to give emphasis to the aspect of delay the applicants were going to be subjected to and the delay the applicants would now potentially experience if they were to be kept longer waiting to access the fruits of their win.”

“Realistically, the waiting period is up until disposal of the respondent’s appeal in the High Court or further up in the Supreme Court of Appeal. In that regard, the exposure of the applicants’ awards to inflationary pressures and devaluation of the kwacha is enormously real. Going by the prevailing economic trends, the economy could progressively worsen due to factors which simply turn out differently from the way they seem now. Nothing can be guaranteed,” said Nyimba in his ruling.

Another case involving PCL and Rolf Patel over equity in Press Cane took 20 years in the courts before an amicable settlement was reached in October 2023.