American sues T&T Justice Minister over business deal, claims she made offensive remark

(Trinidad Express) An American businessman and his company have sued Justice Minister Christlyn Moore for alleged failure of her fiduciary duties.

The businessman, Thomas Baker, is claiming that Moore, two Turkish businessmen (Sudi Ozkan and Zafer Hakan Unal) and three companies (Forty Four Ltd, Club Princess and Alnando Corporation) are guilty of oppressive and unlawful conduct towards him and could be owing him millions of dollars in lost revenue from casino operations.

Baker also claims in legal documents filed in court that when he and two men met Moore at her office to collect certain documents, the Government minister directed a comment to the men about Baker’s eth­nicity and where he was born. Moore was not a minister when the suit was filed.

He claimed Moore told Baker’s two associates (both men of Afri­can ethnicity) that they were being manipulated by a “white Texas reject”.

Baker alleges Moore also told him he had hired “thugs” to intimidate her.

Christlyn Moore
Christlyn Moore

The action was filed by Law Association president Seenath Jairam SC and attorneys Michael Rooplal, Rishi Dass and Saria Lakhan in November 2011 and is now before High Court Judge Judith Jones.

The matter involves a dispute over the shareholding of two local com­panies, Forty Four Ltd and Club Princess Ltd. The arrangement at the time of incorporation of both companies was for Alnando Corporation (which is controlled by the Turk­ish businessman Sudi Ozkan) and Dallas Corp to each own 50 per cent of both companies.

The action filed by Baker’s attorneys stated each of the two share­holders would have a director on the boards of the two local compa­nies.

At the time of incorporation, Dallas Corp was controlled by Charles Frost. After Frost died in July 2011, 51 per cent ownership of Dallas Corp went to Thomas Baker and 49 per cent to Frost’s estranged wife, Chrain Frost.

Court documents obtained by the Express alleged that in breach of this arrangement, no shares were ever issued by the two local companies to Thomas and Dallas Corp.

Minister Moore, at that time (2011), was the corporate secretary of both local companies operating as casinos in Trinidad, and since no shares were issued, she was deemed to hold the shares of both companies in trust, hence her being named as a defendant.

The disputes only arose after the death of Charles Frost in 2011.

There is also an ongoing dispute between Baker, Chrain Frost and David and Jeffery Frost, the brothers of Charles Frost, related to the ownership of Dallas Corp.

That is the subject of other litigation in the United States and St Kitts.

Moore, in her capacity as corporate secretary, had initially agreed to issue shares to Dallas Corp and to appoint Baker a director of both companies, according to an affidavit filed by Baker in the Trinidad and Tobago High Court.

However, a statement of case filed by Baker and Dallas Corp claimed she subsequently reneged on legal advice she had given to that effect.

She and the other defendants, according to the court documents, “were guilty of oppressive and unlawful conduct towards Baker and Dallas Corp”.

Baker, as a rightful owner of Club Princess Ltd and Forty Four Ltd, said in his affidavit, filed in November 2011 in the Trinidad and Tobago High Court, he was deprived of (i) being named as a director of both these lo­cal companies (ii) no dividends were paid to Dallas Corp between June and December 2011 (iii) he was never afforded access to the books or rec­ords of income for the two local companies, and the local companies have not provided financial statements, management accounts or audited financial statements to him and Dallas Corp from inception of business to date.

Based on these actions, Baker claimed in his affidavit, “I have arrived at the inescapable conclusion that the first-named (Alnando Corp), second-named (Sudi Ozkan), third- named (Zafer Hakan Unal), and fourth-named defendant (Christlyn Moore) have conspired to cover up theft of the dividends due to the first-named claimant (Dallas Corp) and to deny the first-named claimant and I our rights in relation to the fifth and sixth defendants (Club Princess Ltd and Forty Four Ltd).

As a result of these actions, Baker claimed in his affidavit that he has “been placed in a perilous financial position as I was relying on the payment of dividends to the first-named claimant and thereafter myself as my sole source of income”.

He said in the court document that the matter had cost him conside­rable loss of earnings and estimated losses in the millions.

Baker further alleged in the affidavit, filed in November 2011 in the Trinidad and Tobago High Court in injunctive proceedings, that Moore, named as the fourth defendant, was acting for the other shareholders in an “adversarial capacity”.

He claimed when he visited her office to collect documents accompanied by two men of African descent, Ms Moore told the men they were being manipulated by a “white Texas reject”.

Baker indicated he was not from Texas.

He claimed Moore further stated, “Why aren’t you leaving? Are you waiting for the white man to tell you to leave in order to move?”

Baker said Moore accused him of hiring thugs to intimidate her.

Currently, the matter has been stayed by Justice Jones, pending the outcome of a similar matter in St Kitts and Nevis involving Baker, Dallas Corp and the Frost brothers but which does not involve Moore.

In the Trinidad and Tobago High Court case, Justice Jones has said in a nine-page ruling that the St Kitts action affects these proceedings and will determine the claimants’ matter.

The Express contacted Moore via text messaging yesterday for comment on the lawsuit and allegations that she made racist remarks as claimed by Baker . Moore responded, “Considering that this matter is before the courts in four separate jurisdictions, it would be inappropriate for me to offer any comment. Best regards. CM”

 

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