The interim board of the Ghana Music Right Organization on the 28th of August, 2014, organized its first Press Conference to lay bare the current state of affairs of GHAMRO, what has been done since assuming the office and the way forward.
It was under the theme, “Current State of GHAMRO And The Way Forward”.
Below is an unedited copy of a Press Statement by the interim board during the conference.
TEXT OF PRESS CONFERENCE TO BE ADDRESSED BY THE PUBLIC RELATIONS OFFICER OF THE INTERIM MANAGEMENT OF THE GHANA MUSIC RIGHTS ORGANIZATION (GHAMRO)
Mr. Chairman, Colleague Receiver-Managers, hardworking composers and right owners and other distinguished invited Guests, Ladies and Gentlemen of the Press, it is my happy duty to welcome you to the maiden Press conference of the Court-appointed Receiver-Managers of GHAMRO.
The main aim of this Press Conference is to lay bare the current state of affairs of GHAMRO, what we have done since assuming the office and the way forward.
For the sake of orderly presentation, we have divided this presentation into two (2) parts, namely;
2. State of Affairs (Administrator, Accounts, Assets, Election Committees and etc.)
Ladies and Gentlemen, our five-member body of interim Receiver-Managers came into office by an Order of the Human Rights Division of the High Court presided over by His Lordship Kofi Essel-Mensah J. pursuant to the case of Nana Kwame Ampadu & 99 others vrs Ghana Music Rights Organization (GHAMRO) & 12 others.
The Order was made on Friday, the 11th of July, 2014. Our terms and conditions were given by the Court and are contained in the copies which have been given. Suffice it to say the five-member body is made up of;
Nana Aboagye Da-Costa – Chairman, a musician and Traditional Ruler
Dorothy Habadah – Secretary, State Attorney and Representative from the Copyright Office
Kwame Nsia-Apau – PRO, song writer, and total right owner.
Kow Sessah Acquaye – Member, State Attorney and Representative of the Attorney General
Enock Agyepong – Member and Music Publisher
Our mandate is simple: “to run the affairs of GHAMRO for six (6) months”. At the end of our tenure, we will hand over a report to the Court on our stay in office. The Receiver-Managers held our first meeting on Tuesday, 29th July, 2014 and wish to report as follows:
I. APPOINTMENT OF ADMINISTRATOR: We appointed Mr. Abraham Adjatey, an experienced hand with varied competencies in Collective Management and Copyright issues. His main tasks are:
a) To carry out the day-to-day administrative duties of the office
b) To implement decisions of the Receivers and Managers and
c) Report to the Receivers and Managers on the implementation of those decisions and the activities undertaken as in (a) above
d) Any other duty that the Receivers and Managers deem relevant to our duties
II. So far, we have one known GHAMRO account. It is with the Agricultural Development Bank and has an amount in the region of half a million Ghana Cedis per the transaction Statements we obtained on 13th August, 2014. We are however unable to make any withdrawals there under because of a “no debit” on the account. A Motion for Stay of Execution has been filed and is to be moved on Tuesday, the 14th of October, 2014. We are told by ADB’s Legal Department that till the Motion is moved, the change of signatories and any other transaction by us is impossible. We will keep you informed of any subsequent development on this matter.
III. We have also written to the Auditors of GHAMRO, Kyei Asante and Co. for a signed copy of the audited GHAMRO accounts for 2013.
Kindly note that the universal best practice is that Collective Management Organizations must have three (3) accounts: one for Administration, one for Levies and another for Royalties. It is one of the legacies we intend to leave behind.
IV. ASSETS: GHAMRO has assets: a building and its moveable property therein, a car and a core of nine (9) hardworking staff. A formerly dormant social media platform of GHAMRO has been reactivated to ensure interactivity and solutions to problems.
V. ELECTION: As you are aware, we are to meet and appoint substantive Directors for GHAMRO within our six (6) month tenure. Clearly, the only vehicle for doing this for GHAMRO, An entity within the jurisdiction of the Company’s Act, Act 179, 1963 as amended is via elections.
In consultation with the Electoral Commission of Ghana, steps are being taken to ensure a free and fair election before December 2014.
Also, to this end, four (4) Committees will be formed
The Election Committee
The Constitution Review Committee
The Education and Media Committee
The need for more Committees, if need be, will be formed. These Committees will have wide stakeholder and professional representation and will be guided by the law, the best interests of GHAMRO and the principles of fairness in the discharge of their duties.
As explained to you, the no debit on GHAMRO’s ADB account has made it impossible to pay the monies due and owing to the registered Rights Holders. We will keep you posted on any subsequent development.
Mr. Chairman, we intend this to be a very short Press Conference. We will thus leave out the minute details and allow them to be filled in through your questioning.
I thank you for your kind attention.
BRIEF REMARKS BY NANA ABOAGYE DA-COSTA, INTERIM CHAIRMAN OF GHAMRO RECEIVER-MANAGERS AT MAIDEN GHAMRO PRESS CONFERENCE
DATE; Thursday, 28TH AUGUST, 2014
TIME: 10:00 AM
VENUE: OAK PLAZA HOTEL, SPINTEX
Good morning, Ladies and Gentlemen, I welcome you to this historic Press Conference.
As you are aware, the Court-appointed Receiver-Managers took office in the latter part of July 2014.
It is natural that in an important and sensitive industry like the Music Industry, there would be expectations of how things are going.
Not wanting to be re-active, we had to take our time, get a hold of things and then let you know what’s going on
We are therefore here in the name of transparency to make known the affairs of GHAMRO.
We are aware of the many legal maneuverings, allegations, counter-accusation and ego trips surrounding GHAMRO. BUT WE WISH TO STRICTLY confine ourselves to our duties as given us by the court
We hope you will be well informed after this Press Conference. I now hand you over to our affable PRO, Kwame Nsia-Apau a.k.a Okyeame Kwame.
2. STATE OF AFFAIRS
Election – Various Committes
Other matters – Website
SPEECH BY ENOCK AGYEPONG
We report to the Court, Attorney General’s Department through the Copyright Administrator
Stakeholders meeting will be held in October
Publish our Financial Statements monthly in dailies at the Office Notice board and also a copy sent to AG
There is going to be an Open Door Policy, Social media platforms like Facebook, Twitter, Google Plus, Linkedin and UTube have been created for questions and suggestions and interactions.
The workers are willing and ready to serve right owners with butter fingers
Kow Sessah Acquaye – Member, State Attorney and Representative of the Attorney General addressing the press. he made a clear statements as to who qualifies to be appointed as receiver managers
Section 236�Disqualification for Appointment as Receiver.
(1) The following persons shall not be competent to be appointed or to act as receivers or managers of any property or undertaking of a company, namely,
(a) an infant;
(b) any one found by a competent court to be a person of unsound mind;
(c) a body corporate;
(d) anyone in respect of whom an order shall have been made under section 186 of this Code, so long as such order remains in force unless leave to act as receiver or manager of the property or undertaking of the company concerned has been given by the court in accordance with that section;
(e) an undischarged bankrupt, unless he shall have been granted leave to act as receiver or manager of the property or undertaking of the company concerned by the Court by which he was adjudged bankrupt.
(2) A director or auditor of a company shall not be qualified for appointment as a receiver or manager of any property or undertaking of that company.
(3) Any appointment made in contravention of this section shall be void; and if any of the persons named in subsection (2) of this section or in paragraph (a), (c), (d) or (e) of subsection (1) of this section shall act as such a receiver or manager he shall be liable to a fine not exceeding five hundred pounds, or, in the case of an individual, to imprisonment for a term not exceeding six months or to a fine not exceeding five hundred pounds, or to both such imprisonment and fine.
Section 237�Power to Appoint Official Trustee.
Where application is made to the Court to appoint a receiver or manager on behalf of secured creditors or debentureholders of a company which is being wound up under the provisions of the Bodies Corporate (Official Liquidations) Act, 1963 (Act 180), the Official Trustee may be appointed.
Section 238�Powers of Receivers and Managers.
(1) A person appointed receiver of any property of a company shall, subject to the rights of any prior incumbrances, take possession of and protect the property, receive the rents and profits and discharge all outgoings in respect thereof and realise the security of those on whose behalf he is appointed; but unless also appointed manager he shall not have power to carry on any business or undertaking.
(2) A person appointed manager of the whole or any part of the undertaking of a company shall manage the same with a view to the beneficial realisation of the security of those on whose behalf he is appointed.
(3) As from the date of appointment of a receiver or manager the powers of the directors or liquidators in a members’ voluntary liquidation to deal with the property or undertaking over which he is appointed shall cease unless and until the receiver or manager is discharged.
(4) If, on the appointment of a receiver or manager, the company is being wound up under the provisions of the Bodies Corporate (Official Liquidations) Act, 1963 (Act 180), or the property concerned is in the hands of some other officer of the Court, the liquidator or officer shall not be bound to relinquish control of such property to the receiver or manager except under an order of the Court.
Section 239�Receivers and Managers Appointed by Court.
A receiver or manager of any property or undertaking of a company appointed by the Court shall be deemed to be an officer of the Court and not of the company and shall act in accordance with the directions and instructions of the Court.
Section 240�Receivers and Managers Appointed out of Court.
(1) A receiver or manager of any property or undertaking of a company appointed out of Court under a power contained in any instrument shall, subject to section 241 of this Code, be deemed to be an agent of the person or persons on whose behalf he is appointed; and if appointed manager of the whole or any part of the undertaking of a company he shall also be deemed to be an officer of the company and to stand in a fiduciary relationship to it, and section 203 of this Code shall apply to a manager as if he were a director of the company:
Provided, however, that in the exercise of his powers he may, pursuant to subsection (3) of section 203 of this Code, give special, but not exclusive, consideration to the interests of those on whose behalf he is appointed.
(2) Such a receiver or manager may apply to the Court for directions in relation to any matter arising in connection with the performance of his functions; and on any such application the Court may give such directions, or make such order declaring the rights of persons before the Court or otherwise, as the Court thinks fit.
(3) The Court may, on the application of the company or any liquidator of the company, by order fix the amount to be paid by way of remuneration to any such receiver or manager; and may from time to time on application made either by the company or liquidator or by the receiver or manager, vary or amend the order.
(4) The power of the Court under the immediately preceding subsection shall, where no previous order has been made with respect thereto under that subsection,
(a) extend to fixing the remuneration for any period before the making of the order or the application therefor;
(b) be exercisable notwithstanding that the receiver or manager has died or ceased to act before the making of the order or the application therefor; and
(c) where the receiver or manager has been paid or has retained for his remuneration for any period before the making of the order any amount in excess of that so fixed for that period, extend to requiring him or his personal representatives to account for the excess or such part thereof as may be specified in the order:
Provided that the power conferred by this paragraph shall not be exercised as respects any period before the making of the application for the order unless, in the opinion of the Court, there are special circumstances making it proper for the power to be so exercised.
Section 241�Liabilities of Receivers and Managers of Contracts.
(1) A receiver or manager of any property or undertaking of a company shall be personally liable on any contract entered into by him except in so far as the contract otherwise expressly provides.
(2) As regards contract entered into by him in the proper performance of his functions such receiver or manager shall, subject to the rights of any prior incumbrancers, be entitled to an indemnity in respect of liability thereon out of the property over which he has been appointed to act as receiver or manager.
(3) A receiver or manager appointed out of Court under a power contained in any instrument shall also be entitled, as regards contracts entered into by him with the express or implied authority of those appointing him, to an indemnity in respect of liability thereon from those appointing him to the extent to which he is unable to recover in accordance with subsection (2) of this section.
Section 242�Notification that Receiver or Manager has been Appointed.
(1) Where a receiver or manager of any property or undertaking of a company has been appointed, notice shall be given to the Registrar in accordance with section 116 of this Code; and every invoice, order or business letter issued by or on behalf of the company or the receiver or manager or the liquidator of the company, being a document on or in which the name of the company appears, shall contain a statement that a receiver or manager has been appointed.
(2) If default is made in complying with the requirements of this section relating to invoices, orders or business letters the company and every officer, liquidator, receiver or manager of the company who is in default shall be liable to a fine not exceeding twenty pounds in respect of each default.
Section 243�Accounts where Manager Appointed to Enforce a Floating Charge.
(1) Where a manager is appointed of the whole or substantially the whole of the undertaking of any company on behalf of the holders of any debentures secured by a floating charge the provisions of section 19 of the Bodies Corporate (Official Liquidations) Act, 1963 (Act 180), shall apply as regards the submission of a statement of affairs and of periodical accounts by the manager as if the company had been ordered to be wound up under such Act and as if the manager had been appointed liquidator.
(2) If any person makes default in complying with the requirements of this section he shall be liable to a fine not exceeding five pounds for every day during which the default continues.
Section 244�Delivery to Registrar of Accounts of Receivers.
(1) Except where the last foregoing section of this Code applies, every receiver or manager of any property of a company shall,
(a) within one month, or such longer period as the Registrar may allow, after the expiration of the period of twelve months from the date of his appointment and of every subsequent period of twelve months until he ceases to act, deliver to the Registrar for registration an abstract in the prescribed form showing his receipts and payments during that period of twelve months;
(b) within one month, or such longer period as the Registrar may allow, after he ceases to act as receiver or manager deliver to the Registrar for registration an abstract in the prescribed form showing his receipts and payments during the period from the end of the twelve months to which the last abstract, if any, related, and the aggregate of his receipts and payments during the whole period of his appointment.
(2) Every receiver or manager who makes default in complying with the requirements of this section shall be liable to a fine not exceeding five pounds for every day during which the default continues.
Section 245�Enforcement of Receivers’ Duties.
(1) If any receiver or manager of any property or undertaking of a company,
(a) having made default in filing, delivering or making any return, account, or other document or in giving any notice which he is by any provision of this Code required to file, deliver, make, or give, fails to make good the default within twenty-eight days after the service on him of a notice requiring him to do so, or
(b) having been appointed out of Court under the powers contained in any instrument, has, after being required at any time by the liquidator of the company so to do, failed to render proper accounts of his receipts and payments and to vouch the same and to pay over to the liquidator the amount properly payable to him,
the Court may, on an application made for the purpose, make an order directing the receiver or manager to make good the default within such time as may be specified in the order and may provide that all costs of and incidental to the application shall be borne by the receiver or manager.
(2) An application for the purposes of this section may, in the case of such default as is mentioned in paragraph (a) of subsection (1) of this section, be made by the company or any member, creditor or liquidator of the company or by the Registrar, and in the case of such default as is mentioned in paragraph (b) thereof, be made by the liquidator.