Derek Achong

Se­nior Re­porter

derek.achong@guardian.co.tt

The Com­mu­ni­ty-based En­vi­ron­men­tal Pro­tec­tion and En­hance­ment Pro­gramme Com­pa­ny (CEPEP) has sig­nalled its in­ten­tion to pos­si­bly sue nine for­mer board mem­bers over their de­ci­sion to rat­i­fy the three-year ex­ten­sion of over 300 con­trac­tors days be­fore the April 28 Gen­er­al Elec­tion.

The com­pa­ny’s lawyers, led by Anand Ram­lo­gan, SC, made the threat in a pre-ac­tion pro­to­col let­ter sent to the board mem­bers yes­ter­day.

The board mem­bers are Bri­an Rock, Yin­ka Jag­bir-Gar­cia, Camille Ho­sein, Mau­ris­sa Smith, Thomas Sanoir, Gee­ta Ram­per­sad, Wen­dell Williams, Kirt Bernard and Michael Seales.

In the cor­re­spon­dence, ob­tained by Guardian Me­dia, at­tor­ney Aasha Ram­lal not­ed that the pro­posed le­gal ac­tion against them would be de­pen­dent on their po­si­tion on the ba­sis for the re­newals.

She not­ed that while on­go­ing CEPEP CEO Kei­th Ed­dy and cor­po­rate sec­re­tary Nicole Gopauls­ingh re­peat­ed­ly claimed the board took the de­ci­sion on the ba­sis that the then-Cab­i­net ap­proved the re­newals, for­mer CEPEP chair­man Joel Ed­wards has claimed the re­newals were dis­cussed by him and Ed­dy on­ly and then tak­en to board for ap­proval based on a Cab­i­net minute from 2017, which pur­port­ed­ly gave the com­pa­ny the au­ton­o­my to re­new con­tracts with­out such ap­proval.

Not­ing that a board minute re­flect­ing the re­new­al de­ci­sion stat­ed it was ap­proved by the Cab­i­net and was not cor­rect­ed, Ram­lal said: “We have been in­struct­ed to seek clar­i­fi­ca­tion from you on whether this is in fact so in light of the fact that the email with your vote did not give any oth­er rea­son for same.”

“The in­for­ma­tion is high­ly rel­e­vant to our ad­vice in this mat­ter and the de­ter­mi­na­tion of whether CEPEP has a vi­able claim against you for in­ter alia breach of fidu­cia­ry du­ty,” she added.

Ram­lal sug­gest­ed that the tim­ing of the re­new­al of the con­tracts, which were due to end in 2026, should have been a red flag for the board mem­bers.

“It would have no doubt been ob­vi­ous to you that this was a high­ly sus­pi­cious and un­usu­al course for the board to adopt mere days be­fore the gen­er­al elec­tion,” she said.

Ram­lal not­ed that the com­pa­ny has al­ready threat­ened to ini­ti­ate lit­i­ga­tion against Ed­wards for breach of fidu­cia­ry du­ty, fraud, fraud­u­lent mis­rep­re­sen­ta­tion, and mis­fea­sance in pub­lic of­fice, and will be seek­ing an or­der for Ed­wards to in­dem­ni­fy it for any li­a­bil­i­ty it may face for the ex­tend­ed con­tracts.

“Our client re­serves the right to in­sti­tute sim­i­lar pro­ceed­ings against you in light of your re­sponse to this let­ter,” she said.

Ram­lal gave the for­mer board mem­bers 14 days in which to pro­vide a writ­ten re­sponse.

The is­sue of Cab­i­net ap­proval arose when Laven­tille-based gen­er­al con­tract­ing com­pa­ny East­man En­ter­prise filed a law­suit af­ter the con­tracts were ter­mi­nat­ed by the Unit­ed Na­tion­al Con­gress (UNC)-led Gov­ern­ment in late June.

East­man con­tend­ed that CEPEP act­ed un­law­ful­ly, as it was re­quired to im­me­di­ate­ly pay for one month’s ser­vice, as it sought to ter­mi­nate based on clause 15 of the con­tract, with­out giv­ing no­tice.

The clause al­lows CEPEP to ter­mi­nate by giv­ing 30 day’s no­tice or mak­ing a pay­ment in lieu of no­tice, if the com­pa­ny fails to meet its con­trac­tu­al oblig­a­tions or per­for­mance as­sess­ments con­duct­ed by CEPEP of­fi­cials.

East­man al­leged that while it was promised that the pay­ment would be processed and dis­pensed when CEPEP no­ti­fied the com­pa­ny of the ter­mi­na­tion, the pay­ment should have been made to­geth­er with the ter­mi­na­tion let­ter.

It is al­so con­tend­ed that the clause is un­fair and in breach of the Un­fair Con­tract Terms Act 1985, as it gave CEPEP too wide of a dis­cre­tion to ter­mi­nate. It sought an in­junc­tion to stay the ter­mi­na­tion and to block the State com­pa­ny from ap­point­ing re­place­ment con­trac­tors while its sub­stan­tive case is be­ing de­ter­mined.

Re­spond­ing to the law­suit, CEPEP raised the is­sue of the lack of Cab­i­net ap­proval for the ex­ten­sions. It al­so filed an ap­pli­ca­tion for the case to be struck out on the ba­sis that the com­pa­ny had al­ter­na­tive dis­pute mech­a­nisms avail­able to it.

CEPEP put for­ward an af­fi­davit from Ed­dy, who claimed Ed­wards gave as­sur­ances to him and the com­pa­ny’s board that Cab­i­net had ap­proved the re­newals be­fore they ap­proved such. Ed­wards pro­vid­ed an af­fi­davit in re­sponse, on East­man’s be­half, in which he claimed he nev­er gave such as­sur­ances and sought to cor­rect a board note over the re­newals that in­di­cat­ed it was be­ing done with the bless­ing of the then-Cab­i­net.

Ed­dy then filed an­oth­er af­fi­davit chal­leng­ing Ed­wards’ claims.

Ed­dy pro­vid­ed a tran­script of What­sApp mes­sages be­tween him and Ed­dy to but­tress his orig­i­nal claim.

He fur­ther con­tend­ed that be­fore Ed­wards gave the al­leged as­sur­ance, he (Ed­dy) was per­son­al­ly pres­sured by for­mer rur­al de­vel­op­ment and lo­cal gov­ern­ment min­is­ter Faris Al-Rawi in­to fa­cil­i­tat­ing the re­newals of the con­tracts.

CEPEP has al­so threat­ened Ed­wards with le­gal ac­tion over his role in fa­cil­i­tat­ing the re­newals.

Ed­wards has de­nied any wrong­do­ing, in­clud­ing col­lud­ing with Al-Rawi to pro­cure the ex­ten­sions.

Last Thurs­day, High Court Judge Mar­garet Mo­hammed grant­ed a stay of the law­suit and re­ferred the is­sue over the re­newals to Di­rec­tor of Pub­lic Pros­e­cu­tions (DPP) Roger Gas­pard.

Gas­pard has re­ceived the doc­u­ments from the Supreme Court Reg­is­trar and has stat­ed, “I will pe­ruse the sub­ject doc­u­ments. If there is a need for an in­ves­ti­ga­tion, that would have to be done by the po­lice.”

Guardian Me­dia un­der­stands that East­man’s lawyers are prepar­ing an ap­peal of Jus­tice Mo­hammed’s de­ci­sion.