29 Sep 2017
- By Bryan Manabat – [email protected] – Variety News Staff
FORMER Speaker Jose R. Lifoifoi is suing his daughters and a company in Superior Court, alleging that they had distributed assets and shares in the company without his consent.
Lifoifoi, who is currently the Commonwealth Ports Authority board chairman, sued Quad L’s Company and his two daughters, Ignacia L. Evangelista and Remedio L. Pangelinan, both directors of the company for unlawful conversion, unlawful taking, breach of fiduciary duty, and removal of directors by judicial proceeding.
Lifoifoi is seeking a jury trial. Through attorney Charity R. Hodson, Lifoifoi is also asking the court to declare him as the only lawful shareholder of the company and to void all transfers of his shares done without his consent.
He wants the court to direct the defendants to transfer their shares back to him and to execute the necessary documents to transfer the real property corporate assets back to the corporation.
According to the lawsuit, Lifoifoi and businessman Larry L. Hillblom created a corporation called Nha Thrang Inc. in 1994.
The two remained the sole shareholders of Nha Thrang Inc until 1995 when Hillblom died in a plane crash.
In 1998-1999, Lifoifoi said he bought the shares for Nha Thrang Inc. from the Hillblom estate and became the sole shareholder of the company.
Lifoifoi said he has not received dividends from the corporation since the startup, as he intended for the company to make a profit by taking advantage of business opportunities as they rose.
According to the lawsuit, Lifoifoi “has always provided for his children [and] paid for [their] college tuition in the states, bought them [their] first cars and built them their first homes when they returned to Saipan.”
Around 1998, the lawsuit stated, Lifoifoi desired for his children to begin running the company as officers and directors. Since then, the children — Ignacia Evangelista, Remedio Pangelinan, Joseph Lifoifoi, and Josephine Tajibmai — have been running the company.
The corporation’s annual report for 1998 reported that Joseph Lifoifoi, Evangelista, Pangelinan, and Tajibmai each held 250 shares of the company, and were the sole shareholders, sole directors, and sole officers.
Tajibmai passed away in Sept. 2015, leaving her siblings to run the company.
In May 2016, the plaintiff began his estate planning and listed his assets, including his shares of stock in Nha Thrang whose name was changed to Quad L’s company, or Quad Corp., on March 27, 2011,
On Aug. 15, 2016, the plaintiff met with his counsel regarding his estate planning.
In that meeting Jose Lifoifoi was informed that the counsel’s review of the corporate documents showed not only that Lot 022 B 59 and Lot 002 B 30 had been transferred from the corporation to Evangelista, but that former Speaker Lifoifoi was not listed as a shareholder, and had not been listed as a shareholder since 1998.
On the same date, Jose Lifoifoi spoke with his son, Joseph, who “admitted that the plaintiff had never orally or otherwise transferred his shares to his children and that for a number of years, Joseph Lifoifoi had been signing off on corporate documents at the behest of Evangelista.”
Evangelista and Pangelinan were served a demand notice of potential legal action from Jose Lifoifoi’s counsel, detailing the discoveries their father had made regarding the transfers of his shares without his consent and demanding that the shares be transferred back to him and that the two subject lots be returned to the corporation.
On Oct. 3, 2016, the counsel for Evanglista and Pangelinan replied to the notice and demand, but refused to transfer the shares back, claiming that the plaintiff knew of his children’s ownership and management of the corporation.
In response to his daughters’ claims, their father reiterated that he certainly intended for his children to run the corporation and trusted them to do so, but he had never intended to allow them to distribute his assets and shares without his consent and while he was still living.
Source: Marianas Variety : http://www.mvariety.com/cnmi/cnmi-news/local/98925-ex-speaker-lifoifoi-sues-daughters