SECHABA MOKHETHI and NICOLE TAU
Two All Basotho Convention (ABC) ex-MPs and former minister Chalane Phori have given out a state land that they are accused of illegally occupying to an Australian medical cannabis producer in return for shares in the company.
Thabiso Monyatsi, Majoro Mohapi and Phori, were ordered by the High Court to vacate the state-owned Mejametalana farm in September 2019, on grounds that the land was sublet to Agri Go International by the Ministry of Agriculture.
They have refused to do so, arguing that beyond the duration of Agri Go’s sub-lease, which ended in 2018, the company has no rights of access to Mejametala, and that only a company called Anifamix can claim that.
Inspection of the Lesotho company register shows that Phori and two other MPs were shareholders in Anifamix at the time of the lease deal.
Speaking to MNN Centre for Investigative Journalism, Phori said: “This order is stillborn. She [the late Justice Lisebo Chaka-Makhooane] was not even aware that the Agri Go contract had lapsed when making this order.”
The Australian “sub-lessee”, TetraMed, said in a statement that it now had access to four hectares of the farm for cannabis production. “…[We] secured a 20-year low-cost lease from Lesotho’s Ministry of Agriculture and Food Security for a 400 000m² property at an annual cost of US$10 000 in the capital of Lesotho”, it said.
However, Phori insists the lease was taken over by Anifamix when Agri Go’s sub-lease expired in 2018. The company register shows that Anifamix has now been taken over by Australian operation Medi Kingdom, which is owned by TetraMed through the Hong Kong-based Asian Capital Advisors.
However, former agriculture minister, Tefo Mapesela, told the MNN Centre for Investigative Journalism Mejametalana is being illegally occupied by Phori and his associates. Before he was fired last week, Mapesela, told MNN that “the ABC MPs’ acquisition of the farm was unlawful and they continue to occupy it illegally even today”.
The MNN’s inquiry into the matter unearthed an apparently irregular 20-year lease, allegedly entered into agreement between the Ministry of Agriculture and Anifamix.
This deal is said to have been struck in 2018 when the initial five-year sub-lease between the ministry and Agri Go. approved by then agriculture minister, Litšoane Litšoane, lapsed.
Phori, Mohapi and Monyatsi went under Agri Go’s aegis as new directors in 2013 for the sole purpose of acquiring the Mejametalana farm.
They claim to have invested M500 000 each in the farm, which they received as interest-free government-guaranteed loans on the strength of being parliamentarians.
The state-owned farm was sublet to Agri Go. for vegetable production project to create jobs for Lithabaneng and Qoaling communities.
But Litšoane, who is also an ABC MP, denied that the initial five-year deal was reached in terms of a sub-lease. “You should learn to understand meaning of words,” he said.
“This was not a sub-lease but a contract with the ministry based on an agreement that they [Agri Go] would be operating on that land for five years,” he told MNN.
“If it was a sub-lease, this could have involved other ministries as it is only the Ministry of Local Government through the Commissioner of Lands that can grant a lease,” Litšoane said.
MNN has obtained a copy of a May 25 2013 sub-lease signed by former Principal Secretary Nchemo Maile and co-signed by Mohapi, now Lesotho Consul General to South Africa.
The agriculture ministry’s Principal Secretary, Nchakha Makara said the ministry did not have a copy of the Anifamix irregular 20-year lease until Phori gave it to them last month. “A similar copy we have in our files is not signed,” Makara said.
MNN saw a copy of the lease Phori submitted to the ministry. The last page is signed by former Principal Secretary, Malefetsane Nchaka, but the other pages are not initialised.
Nchaka ignored numerous calls and WhatsApp questions, from MNN which he saw.
According to Makara, by drawing up the lease, the PS [Nchaka] usurped the powers of the Commissioner of Lands, as only he or she is vested with powers to determine ground rent and draw up and sign leases on behalf of government.
“Principal secretaries can misdirect themselves – they don’t have a mandate to draw up leases and sign them. Whatever I sign without the necessary power is null and void,” Makara stressed.
However, Phori denied that the lease had no legal standing. “Irregularities do happen and they don’t mean anything is wrong,” he told MNN, adding that Makara had communicated these irregularities to him.
“I told them that they seem to be too focused on the irregularities, rather than the purpose of this agreement. They are the same ministry that should be held responsible for these irregularities.
“If the pages were not initialised, why don’t they ask us to initialise them? Those things can be corrected if there is the spirit to rectify things,” Phori added.
The Lesotho companies register shows that Phori, Monyatsi and Mohapi were among the shareholders of Anifamix when the alleged lease was signed.
Having “secured the land for Anifamix”, the three MPs then sold the company to Medi Kingdom in exchange for shares in TetraMed. “TetraMed, Medi Kingdom and Anifamix are one thing,” Phori explained to MNN.
Last year Mohapi told MNN: “We sold Anifamix … we are now majority shareholders of Medi Kingdom.” Now under Medi Kingdom, Anifamix directors are James Mather and advocate Moshoeshoe Masoabi.
Mohapi said he, Phori, Monyatsi and Masoabi each had 50 000 shares in the TetraMed venture.
Mohapi added: “Our share certificates are still in Australia; we will get them in July this year ”. Monyatsi corroborated this, saying: “Since investors wanted security of their investments through ownership, we were bound to sell Anifamix to Medi Kingdom in exchange for a shareholding in their company.”
Phori now says only he knows about the current ownership structure, as it is still a secret between him and TedraMed. “James Mather [of Medi Kingdom] has shared the information in confidence and he is yet to issue shares officially to other partners, so I don’t want to stir problems by revealing this information.”
The trio has still not received their share certificates, according to Phori.
As the leaseholder, Phori said he, Mohapi and Monyatsi, had decided that Anifamix should be part of TetraMed. “Anifamix became part of TetraMed to buy us shares, meaning that I own TetraMed and Anifamix. Anifamix bought us shares in that company as an arrangement that binds us together,” Phori said.
In their negotiations, Phori said the land at Mejametalana and improvements on it, such as greenhouses, tractors and irrigation, gave them the bargaining power to secure their shares. “We invested our M1.5-million loans in the development of this land,” Phori said.
How MPs made their way into Agri Go
Qoaling MP Phori, former Khubetsoana MP Monyatsi and former Lithoteng MP Mohapi are shareholders of Agri Go alongside Teboho Mokhothu, Teboho Faba, Dibe Molapo and Lea Matela.
Matela and Mokhothu told MNN that they founded the company without politicians and the trio only joined them after former prime minister Thomas Thabane “asked us to include them as fellow ABC members and run the farm together”.
“As time went on, after we included them and began running the farm together, they displayed signs that they wanted to kick us out. We were no longer allowed access to the farm and or given reports,” Matela said.
When the five-year term lapsed, the sub-lease was “renewed” for the next 20 years but signed by Anifamix instead of Agri Go International.
“This came as a shock, as the sub-lease on the farm is in favour of the first respondent [Agri Go] yet I as the shareholder … was not made aware of the developments,” noted Faba, one of Agri Go’s shareholders, in the court papers.
Section 38 of Lesotho Land Act stipulates that “a lessee shall, at the expiry of the term of the lease, be entitled to the first option for a new lease over the land”.
He said he and Mokhothu then inspected the company registry “… where we found that the share capital had been increased from 1 000 to 3 000 shares. Phori had allotted himself a further 1 000 shares while allotting 500 shares to [Mohapi] and [Monyatsi] respectively.
Monyatsi told MNN last year: “Agri Go only existed on paper, as activities at Mejametalana were carried out by Anifamix working together with Medi-Kingdom. Agri Go had a lease on Mejametalana, but it expired long ago.”
Agri Go then sued Phori, Mohapi and Monyatsi in the High Court in 2019, demanding that they be removed from Mejametalana and their company.
The late Justice Lisebo Chaka-Makhooane issued an order barring Phori, Mohapi, and Monyatsi from conducting any business at Mejametalana, or acting as members, representatives, or agents of Agri Go and signing any documents on its behalf.
The High Court also instructed the Registrar of Companies to cancel Phori, Monyatsi and Mohapi’s shares in Agri Go, including Phori’s 500-share allocation to himself.
The Ministry of Agriculture said Phori has been operating illegally at Mejametalana following expiry of the Agri Go sub-lease in 2018.
Principal Secretary Makara said the ministry wrote to Phori last month, giving him until March 31 to vacate the farm.
In response, Phori said he gave a copy of the 20-year lease agreement to ministry and that he has already paid M120 000 in rent.
The Ministry is now questioning the lease’s authenticity. “I have consulted my legal adviser to find the authenticity of this document,” Makara said.
He added “One would say both leases [with Agri Go and Anifamix] were not legal … as they were not approved by Cabinet.”