Samoa Rules

Riding in Samoa - Rules of the roads - Samoa Message Board

However, I have a few issues about riding in Samoa - especially what to do in the unlikely case of an incident. Another forums ( "I can't recall which one it was") talked about things that became potentially nasty when you had an incident in a town, like run over a porc.

They advised us to continue their journey, to prevent any clashes with unkind natives and to visit the next policestation. I would strongly recommend going directly to the next policestation and reporting the incident in case of an incident. Or, rather, vice versa - what is the harm to your car and should the pet owners be held for it?

I' d just keep driving, look elsewhere and if there's any serious harm, go to the nearest cop stop and take the policeman back to the area. But Samoa really isn't a place to be worried about. In Samoa we drove there a few time during our 8 vacations and had only once an accident with passing a little swine :(.

She felt so miserable (not to speak of annoyance) that we found the lady in possession and gave her some cash, she asked for $80 talas (it was a little pig, smaller than 2 in size), so we gave her $100. It was pointed out to us that we should not stop, as some towns would become very annoyed and perhaps get mad and ask for more.

Casualties occur, but like the others said, go slow and we usually have the occupant in the front driver on pork / children / dogs alarm !

Tribunal rules in civilian lawsuit of nunu peseta

Civilian charges by Deputy Cabinet Minister and Prime Minister Peseta Vaifou Tevaga against former Cabinet Minister La'aulilemalietoa Polataivao Schmidt and others in connection with a non-entrepreneurship controversy have been overturned. The defender Leulua'iali'i Olinda Woodroffe replaced Peseta, while the accused were replaced by Semi Leung Wai.

Pursuant to section 97 of the Companies Act 2001 ("Act"), a petition to the court or a judge (ex parte) to grant a holiday application for Peseta Vaifou Tevaga'ena ("Peseta") in order to file a suit on the name and on the name of our ancestors.

Notice of the request was given to the accused Apulu Lance Polu ("Polu"), Martin Schwalger ("Schwalger"), Laauli Leuatea Schmidt ("Laauli") and Maota o Samoa, all of whom were against the request before Vaai J; and (c) a liability for compensation; 2. The SOC alleges that Peseta is a manager and a 50% stakeholder of LPA.

He is also a Managing Partner of Aldan Civil Engineering Construction Company Limited ("Aldan"). SOC also argues that Polu and Schwalger are LPA managers and stockholders. To summarize the pleas put forward by the plaintiffs against the defendants: - First plea - by Peseta against all defendant - can be raised in the name and on the name of LPA.

• Second plea by Peseta and LPA against Polu, Schwalger, Laauli and LPA for violation of directors' responsibilities to which Peseta is entitled as a stockholder within the meaning of ss 99 and 100 of the law (as a private lawsuit of a stockholder against a corporation and directors). Peseta is alleged to be a biased stockholder within the meaning of s102 of the Act.
• Third plea by Peseta and CPA against Polu, Schwalger, Laauli and CPA for violation of obligations that these defendant Peseta and CPA are guilty of by prohibiting or obstructing Peseta's access to the CPA' s rulings or actions or by prohibiting it from accessing the CPA' s area. - Proceedings against Laauli (Alteration/Detinue) alleging the seizure and ownership of the plaintiff's assets, inclusive of non-u juices and cars.
• Fifth lawsuit by Aldan against Polu, Schwalger, Laauli and LPA for violation of the agreement by endangering the secure property. - Sixth plea by the LPA against Maota o Samoa for refitting LPA cars and sums. As an answer, the defendant acknowledges that Peseta is a principal and stockholder of Aldan, LPA is based in Vaimauga Sisifo, that Polu and Schwalger are principal and stockholder of LPA, LPA was established on October 25, 2012 and LPA has adopted the Model Rules for Private Company.

22 ); - Peseta is not a stockholder or LPA manager; - There has never been a stockholder and/or manager ial assembly of May 29, 2013; - There are no grounds for appeal revealed in the plaintiff's case; LPA is the second and third defendant with the result that LPA is taking itself to court and is self-defense in this case;

• Peseta does not have the necessary status under Arts. 92 and 93 of the Act to initiate this procedure or to file a lawsuit on LPA's behalf; clause 12 of the LPA Rules of Procedure ("the Rules of Procedure") establishes and has not been followed the procedure for the assignment of stock; clause 43 of the Rules of Procedure establishes the procedure for the nomination of a Director and they have not been followed; - Polu and Schwalger are two of the three LPA Direc teurs and are the plurality of the Direc-tors.

Appealants allege that Polu and Schwalger have the necessary entrepreneurial power and the necessary mandates to terminate the case and request that the action be dropped or overturned. On 21 December 2015, Judge Lesatele in Vaai adopted the application to the Court of Justice or a judge (ex parte) to grant a holiday under s 97 of the Peseta Act to file an action on behalf of LPA.

It also ordered that Polu, Schwalger, Laauli and Maota o Samoa, their employees and representatives are forbidden; 1. acceptance, receipt, management or control of payment by the clients of LPA; 2. management, administration or control of the LPA banks account and finance matters; 3. - the first defending parties to provide the LPA's annual reports to the Interim Managers within 14 workingdays of their incorporation in 2013 and to provide all other information that the Interim Managers will require, in particular information on the payment of the goods they sell and the rental of real estate;

There is agreement that Local Partners Limited ("LP") was established on 25 October 2012 following talks between Peseta and Laauli. LP's initial partners were 50% Schwalger and 50% Danny Schwenke ("Schwenke"). LP's initial managing director were Schwalger and Schwenke. Schwaliger is Laauli's grandson and Schwenke is Peseta's second.

Then as now, both Peseta and Laauli were Members of Parliament. He became a stockholder and LPA manager. 5 percent (32,500 shares) owned by Polu, 32. Schwalger holds 5% (32,500 shares) and Schwenke 35% (35,000 shares). Warden Polu became the third movie with Schwalger and Schwenke.

The LPA was established to facilitate the sale and export of non-u juices by Pure Pacifika, a group of businesses that had sold non-u juices in Samoa and went bankrupt. The LPA had to ensure the funding and turned to the Samoa National Provident Fund ("SNPF") for it. Some of the assets that were used to save the $1. 8 million SNPF loans was the country that belongs to Aldan, a corporation where Peseta is a stockholder and principal.

As collateral for the facility, the former Pure Pacifika property purchased from LPA was used, including property at Vaitele, lorries, facilities, equipment, non-u juices and Polu and Schwalger PPP. Peseta's relations with the accused Polu, Schwalger and Laauli deteriorated soon after LPA's commencement of business activities in 2013.

The decisive factor for this procedure is Peseta's claim that at a general assembly of the LPA on 29 May 2013 it was decided to amend the participation in LPA to 50% Peseta and 50% Polu and Schwalger together. PESETTA says that Polu, Schwalger, Schwenke, Laauli and himself were present at the encounter.

Mr. Bailey added that it was arranged that Peseta would substitute Schwenke as LPA's CEO. On 16 September 2015, Peseta had the Commercial Register entry at the Ministry of Trade, Industry and Labour ("MCIL") changed to 50,000 Polu and Schwalger owned and 50,000 Schwenke owned registered.

MCIL recordings of 13 October 2015 show the participation in LPA as 50,000 peseta-owned and 50,000 Schwalger-owned share. Many of these procedures therefore concern two main issues: those of the Board of Governors of 13 June 2013 (the "Communication"). Peseta's various pleas are largely founded on the allegation that he is a LPA principal and stockholder.

He relies heavily on the announcement in additon to his own viva vce witness. In the notification it says: "We announce the decision of a Board of Directors session of 29 May 2013 as follows; 1. that the Board of Directors will accept the retirement of Leiataua Danny Schwenke Company Director, who will be succeeded by Peseta Vaifou Tevagaena.

Schwalger and Peseta are expected to sign the communication. This notification itself is not a decision in writing by the Corporation, but a protocol of 13 June 2013 on the decisions allegedly taken at a director's session on 29 May 2013. 500,000 peseta and 500,000 Schwalger and Polu share.

As the MCIL documents of October 1, 2015 show, the overall number of LPAs is 100,000. Plaintiffs allege that Peseta's nomination as executive officer and stockholder was ruled by the grant of permission to Peseta to file suit on behalf of LPA and by the statements made in the penal case against Peseta that were overruled.

Therefore, the notice invoked by the plaintiffs to support most of their actions is: 1. a) Accept Schwenke's dismissal as CEO; Polu and 50% or 500,000 peseta stocks, of previously 32. 5 percent (32,500) Polu, 32. 5 percent (32,500) Schwalger and 35 percent (35,000) Schwenke. Nomination of Managers - (1) A nominated nominee in a request for registering as a director shall serve as a director from the date of the nomination... until such nominee resigns as a Director pursuant to this Act.

2. All succeeding managing directors may, unless otherwise provided in the Articles of Association of the Corporation, be elected by simple decision. 3. The nomination of a member of the Board of Management shall not take effect until he has given his written consent to become a member of the Board of Management of the Group. 1. The directorship of a partnership shall be terminated if the holder of that office:

e ) otherwise ceases to hold offices in accordance with the rules of the corporation. Paragraph 2: A managing partner of a corporation may withdraw by signature of a declaration of withdrawal in writing at the headquarters of the corporation. 4. A managing directors may be dismissed by simple decision, provided the articles of association of the corporation do not provide otherwise.

The LPA has adopted the model rules for private companies in Annex 2 of the Act ("Model Rules"). In accordance with the provisions of Regulation 3, these rules are effective and may be implemented as if they were a contractual agreement between the Corporation and its stockholders and between the Corporation and any Executive Board. Stockholders and officers of the Corporation shall have the privileges, authority, duties and responsibilities specified in these Regulations.

In order to take a decision by the director, the approval of all present director is necessary without objection, or if a qualified vote is in favor, in accordance with the rules of procedure 58. Article 57 provides that the quarter for a director meet shall be the overwhelming vote of the board of governors.

With regard to the assignment of stock, the law provides for the following: Conveyance of Stock - (1) Except as otherwise provided in the Rules, a holding in a corporation is conferrable. Corporation to keep the stock registry - (1) A corporation must keep a stock registry that includes the stocks and countries that the corporation issues:

c) the date of issuance, buy-back or redeeming of any share from or transmission of any share by or to any stockholder within the last 7 years and, in respect of the transmission, the name of the individual to whom or from whom the share was transmitted. Jurisdiction (b) at the domicile of the corporation or any other place or locations allowed under § 119.

3. The Company's stock ledger may be kept by a proxy on our behalf. 3. 4. If an enterprise does not meet the provisions of this Section: b ) each manager of the corporation is guilty of a criminal offense and is sentenced to a maximum of 50 sentences if convicted the proportion is transferred to that organ.

2. A corporation shall consider the sole beneficiary to be the owner of a given share: LPA model rules determine how to transfer them. LPA's model rules also provide for pre-emptive rights to sell or otherwise sell stock.

Notwithstanding any other shareholders' agreement to the contrary, a stockholder shall not be authorized to alienate or otherwise alienate his stock of the Corporation without first submitting an offer to the other stockholders of the same stock of the same type in accordance with the method described in paragraphs 13 to 20.

If a stockholder who has not adhered to paragraph (1) has transferred his or her stock to the Corporation, the stock may not be transferred without effect and may not be recorded in the stock-registry. In essence, this means that a stockholder is not authorized to alienate or otherwise alienate his stock to the Corporation without first being offered to the other stockholders of the same type in accordance with the process laid down in Rules 12 to 20 of the Model Rules, unless all other stockholders have agreed otherwise (Rule 12(1) Model Rules).

Transfers of stock made to the Corporation by a stockholder who has not fulfilled the offer to other stockholders are ineffective and may not be recorded in the stock ledger (Rule 12(2) Model Rules). If the name of a party is incorrectly recorded or omitted from the stock ledger of a corporation, the injured party or a stockholder may request the courts to correct the stock ledger or to make good the damage suffered or both.

Peseta proves that he is LPA's managing partner and stockholder because he owns the ownership used by LPA as collateral, because he signs the checks and because he owns 50% of the share capital. As for the stock, Peseta said Schwenke gave him his stock.

It acknowledges that no handover documents were undersigned and Schwenke's Polu and Schwalger stocks were not offer. After Peseta said the lawsuit to alter the proportions to 50% itself and 50% on Polu and Schwalger was that it had been reviewed with MCIL and the proportions had been altered. He proves that at a committee session with Schwenke, Laauli, Polu, Schwalger and himself, which took place in May 2013, the participation was altered to 50% itself and 50% to the others, because he was the only one with a deposit.

The proof is that he said to them that he would be a 50% stockholder because he owned the country. Mr Laauli said that no assembly had taken place to amend the participation claimed by Peseta or to nominate Peseta as head. Says he asked Schwalger if he autographed the memo.

He refused to sign and complained to the authorities about the announcement. Schwalger holding 32. He' s the head of LPA. Says there wasn't a meet where Schwenke gave his share of peseta. And he said that Schwenke was never available to participate in any meet. Warden Polu was responsible for all the red tape.

Furthermore, he said that he was neither invited to acquire Schwenke stock nor signed a transaction to acquire his stock. He is the CEO of LPA and has 32. 5 percent of the LPAs. Says that no Schwenke stock has been tendered to him, nor has he transferred his stock to Peseta or signed a stock exchange underwrite.

The proof is that there was no assembly at which Peseta was named LPA Executive and Peseta did not receive any stock. In October 2015, he learned that MCIL had altered its stake in their recordings to 50% peseta and 50% polu and Schwalger. Plaintiffs base themselves on the Tuatagaloa J. verdict in prosecution of Peseta in which they found that the announcement of the amendment of the shareholdings to make Peseta a 50% stakeholder was not a misleading instrument within the meaning of the S 193 Crimes Act 2013.

The plaintiffs also follow the order of Vaai J., who empowers Peseta to bring an action on D.C.'s name to justify his management and shareholdings. Plaintiffs also claim that Peseta is a manager and 50% stockholder, inter alia on the grounds of the documents submitted by Peseta, which show that he is a manager holding 50% of the share capital of Leverkusen Airways. 3.

Respondent claims that Peseta is neither a manager nor a stockholder, but in the last three years they have not tried to obtain such an order. Appealers allege that Peseta is neither LPA's principal nor its shareholders and therefore does not have the necessary status to request an order under section 97 of the Act to file an action on the name and on the authority of the CLA.

1 No writings by Schwenke as head of the company; 3 Violation of rules 12-17 concerning pre-emption right. Requirement John Farrar, Susan Watson, General Editors, Thomson Brookers at paragraph 25.5, which provides that subscription privileges in favor of current stockholders are a customary limitation on the assignment of stock.

For example, the Articles of Association may stipulate that a conveyance is only effective if the vendor first makes an offer to the current shareholder and only then (if no member is willing to buy) to the outside parties. Peseta's nomination as CEO allegedly follows Schwenke's retirement as CEO. To withdraw, Section 87 (2) of the Act provides that a member of the Board of Directors may withdraw by signature of a letter of withdrawal and handing it over to the seat of the Co.

No copy of the supposed withdrawal was ever filed as proof. Second, Schwenke was never asked to testify despite his importance to the issues at stake in these procedures in various areas. I' m just not happy that Schwenke stepped down as I claimed. With a view to the supposed nomination of Peseta as LPA Executive Vice President, this nomination must be made by a proper decision of the stockholders of the Company.

Peseta's communication on his nomination as Executive Vice President clearly states that the decisions were taken at a LPA Directors' Board meet on 29 May 2013. This does not represent an orderly decision of the Corporation, so that such an alleged order is void.

There' s no proof in this court of Peseta's writing approval. Lastly, and perhaps most important of all, I just do not agree with Peseta's proof that a rendezvous on 29 May 2013 was believable at all, nor that he was believable or persuasive as a testimony. Pesetas proof was that Schwenke, Laauli, Polu, Schwalger and he were present at this gathering, but of the 4 testimonies present at this gathering, three of them (Laauli, Polu, Schwalger) said that such a gathering did not take place.

Contrary to Peseta, I found her proof inconsistent and trustworthy. Well, I don't think Peseta is a manager of LPA. Peseta's own proofs clearly show that he has considerable economic and trade expertise. Aldan, a leading member of the federal administration, is a managing partner and stockholder of Aldan and would be very well acquainted with issues of good company management, the appointment of board members and the assignment of stock.

It is absolutely incredible that a man with his vast commercial and entrepreneurial expertise and know-how in relation to his nomination as LPA's CEO and the assignment of 50% of the stake to him would do so arbitrarily. He knows that a stock assignment is necessary and he gave no reliable statement as to why they did not comply with the legal requirement to appoint him to the position of President or to assign the stock to him.

With regard to the alleged stock transaction to Peseta, Peseta alleges that the stock was "given" to him by Schwenke. We have no instrument of donation, no bank remittance and no documents to endorse the so-called donation. Irrespective of whether he has the signature of Schwalger and Peseta, the fact is that the allegedly held session at which the decisions set out in the announcement were taken did not take place.

The subscription of the remaining stockholders was also violated at a stockholders' assembly and in the transfer of stock as part of a stock transfer. According to the model rules, the previous stockholders must first be invited to tender the Schwenke stock. No proof is available that the Polu and Schwalger stocks sold by Schwenke to Peseta were solicited.

At no time should the members of the Board of Directors have allowed the treasury stock to be entered in the shareholders' registers. Until the subscription right is exerted, Peseta cannot be a registred stockholder. MCIL's holding in MCIL is no proof that the ownership of this person's stock is inscribed.

A commercial registry is a pure registration that can be consulted by any individual against receipt of the mandatory charges, but not proof of the right to the stock. The proof of this person's ownership is the registration of the name in the shareholders' registry of the corporation. Due to the lack of a stock registry to be kept by the corporation, this gives rise, in my opinion, to serious doubt that Peseta is even listed as a stockholder in LPA.

In the case of the applicant, a basic deficiency is therefore that it has not submitted the shareholders' Register to substantiate its assertion that Peseta is a stockholder. Notwithstanding the announcement that the shares in question are registered in the Company's shareholders' registry. He has no proof that his name is registered in the shareholders' registry and no proof of the supposed transmission of pans to peseta in the shareholders' registry.

Peseta's proof is that Schwenke gave him all his 35% stock. It has not provided any proof of how it purchased the other 15% of the interest in its 50% interest except to say that it is eligible for 50% by using its property as collateral. It is not apparent that the assignment of 50% of the Schwenke share to Peseta was legally prosecuted despite the entry in the commercial register, which may result in a share assignment.

I have no proof of the form/forms of transfers of stock properly signposted by any of the stockholders, up to and including Schwenke, and submitted to the Corporation. PESETTA acknowledges that no bank wire has been made. Due to the lack of a stock registry and the violation of the subscription right, the supposed assignment of 50% of the stock to Peseta is ineffective.

In the event that this transmission was recorded in the shareholders' registry, the supposed transmission is incorrectly recorded. It is necessary to amend the shareholders' record to account for the uncontested shareholdings at the date of the supposed Annual General Shareholders' Meetings, which amount to 35% (35 000 shares) represented by Schwenke, 32. 5 percent (32 500 shares) of Polu and 32.

5 percent (32 500 shares) of Schwalger. In my opinion Peseta is not a LPA stockholder. Accordingly, I note that Peseta is neither LPA's CEO nor its shareholders. Plaintiffs say that based on the results of the prosecution of Peseta and the vacation taken by Vaai J. in these cases, it was determined that Peseta is a manager and stockholder.

The filing of an action in the name of the Corporation is regulated in §§ 92-98 of the law. Proposals for legal action may be filed by one managing directors of a corporation (s93(a)) or one or more stockholders who represent at least 10% of the votes of all stockholders carrying the right to exercise their votes in respect of a decision to change the articles of association of the corporation (s 93(b)).

However, before these questions are examined, the first obstacle is to convince the Court that either one or more shareholders who represent at least 10% of the votes are requesting holiday. Following a thorough and comprehensive examination and evaluation of the proofs, the holiday taken by the court (by Vaai J) cannot be maintained, as for the above mentioned grounds Peseta is neither manager nor stockholder and represents no less than 10% of the stock.

As regards the allegations of criminality against Peseta, Peseta also refers in this case to the Court's ruling to underpin his claim that he is a manager and 50% stakeholder in LPA. You are submitting to the Supreme Court that the resolution to appoint Peseta as Executive Vice President and 50% stakeholder was not a fake paper and not a fake paper under the 2013 SFR.

This upholds the decision that Peseta is a 50% stakeholder and a 50% LPA executive and that there has been no formally and officially challenged by the plaintiff. However, the accused allege that Peseta was indicted for counterfeiting under Section 194(2) and using a counterfeit paper under Section 195(1)(b) of the Crimes Act 2013.

You allege that the questions posed by the accused (whether Peseta is a stockholder or manager and whether Rules 12 to 17 and Rule 21 were observed ) were neither addressed nor decided in the course of the penal procedure. It is my understanding that the proofs and statements made in prosecutions concerning allegations of counterfeiting of Peseta have no influence on this case.

As a result of my statement, there was no assembly and no observance of the law in the dismissal or nomination of board members and the change of share ownership, that any nomination as board member or the assignment of stock allegedly made by the announcement has no juridical effect and does not affect the nomination of Peseta as board member or the assignment of the stock.

Since I have found that Peseta is neither manager nor stockholder of LPA and that it is not justifiable to initiate these procedures on LPA's behalf, I turn to the various pleas in law. Peseta's first plea against all accused - bringing an action in the name and on the name of LPA.

Second, in this material procedure, I have found with all the proof that Peseta is not a manager or stockholder. This is clearly evident from the proof. The Court orders that all pleas raised by Peseta on LPA's name and on LPA's name as second planetiff be rejected.

Peseta and LPA's second plea against Polu, Schwalger, Laauli and LPA for violation of directors' responsibilities due to Peseta as a stockholder under ss 99 and 100 of the law (as a private lawsuit brought by a stockholder against a corporation and directors). Peseta is alleged to be a biased stockholder within the meaning of s102 of the Act.

Peseta's lawsuit in the name of LPA failed because of the grounds I gave in my findings on the Board of Directors and shareholdings and in the first plea in law. Peseta is also filing individual lawsuits as a stockholder in this matter.

Peseta's proof of this lawsuit is that Laauli brought home LPA automobiles and other LPA property not long after the establishment of LPA and his boy Schwenke was not asked to subscribe to LPA checks when his boy possessed the collateral ized property. Then Peseta asked to endorse the checks, as it was his fortune that secured the credit.

The LPA Board of Governors agreed and he and one of the other two LPA Board Members were appointed to sign. Between 2014 and 2015 Peseta says that he was banned from the LPA site and no more funds were paid into the corporate bank accounts for which he was a subscriber.

The Mitsubishi Peseta has a Mitsubishi Piajero in his estate, which is an advantage of LPA. Says LPA is doing well now and he still hasn't been paid, but his country is still being used by the firm as collateral. Peseta learned that he could not be found to endorse checks, and that he was always shunning Laauli and Polu, and answered that it was not necessary to endorse checks, as the business had just begun, and all they had to do was await orders and deliver them from the non-u juices at the plant.

The Articles 99 and 100 of the Act provide for individual lawsuits by stockholders against the Corporation and against managing executives. Stockholders may sue the corporation for violation of an obligation of the corporation as a stockholder (see 99 para. 1). Share-holders or former stock-holders may sue a managing directors for violation of a stock-holder obligation (s100(1)).

I have noticed that Peseta is not a stockholder or former stockholder of LPA. Therefore, he may not file a lawsuit against LPA or any LPA directors under the terms of SSS99 and 100. According to 102 of the law, a stockholder or former stockholder of a corporation may request an order under paragraph (2) from the court if he believes that the business of a corporation has been or will be or is likely to be carried out in such a way that an act or actions of the corporation in that or any other characteristic was or could be suppressive, unjustly discrimination or unjustifiably detrimental to him.

Since Peseta is not a stockholder or former stockholder of LPA, he is also not a biased stockholder. At any rate, even if Peseta was a stockholder, this operation will founder on the foundation of the proof. I' m accepting Laauli's proof that Peseta called him unhappily when LPA began that his boy Schwenke didn't sign the checks.

He had problems with Polu, too. You had a session in which Polu was preparing a mini-financial report showing that Eddie Wilson (owner of Wilex) needed a while to cover his order. In the course of a while Peseta began to accuse Polu of paying for this order. Yes, Peseta asked Eddie Wilson about the payoff.

He wanted to expel Polu from the business, but Laauli informed him that Polu was managing the business and that he and Peseta are not board members or stockholders. Peseta wanted to alter the stake. Mr Laauli said that he could not be a party because he was a Member of Parliament. He wanted to be the main signer of the company's banking accounts.

The two companies have decided to make him the first person to calm his rage and concerns about the embezzlement of corporate money. Between June and September 2013, the business was closed because Peseta declined to subscribe to cheques and turned out to be difficult to grasp. As for Polu's proof that he accepted Peseta as the main signature for LPA's Westpac bankroll, I also accepted Polu's proof that he accepted Peseta because Peseta complained that his boy was not accepted into LPA's directors.

But when Peseta became the principal signer, it became tricky. Peseta's mistrust of Polu caused him to go to Eddie Wilson and ask for bills. Running the business in this context was a challenge. Now Peseta cannot assert any violation of duties by the board of management. He was permitted by the principals to subscribe to the LPA bank accounts and declined to do so.

On the basis of my facts, I note that LPA or Polu and Schwalger have not violated any obligations towards Peseta. In my opinion, the Polu and Schwlager filmmakers have not done anything repressive, unjustified or unjustified for Peseta. As a result of his own repugnance and mistrust of Polu, he was overproductive.

PESETETA declined to participate in CPA and was hindered in the signature of checks required by CPA for its surgeries. The third plea of the pesetas and the lpsa against Polu, Schwalger, Laauli and the lpsa for violation of obligations which these defendant pesetas and the lpsa are guilty of by prohibiting or obstructing pesetas from participating in the rulings or activity of the lpsa or from accessing the lpsa grounds.

Peseta says that he was refused by LPA for being the only one to contribute about his country. With regard to LPA, Peseta is not authorised to pursue this procedure on behalf of LPA, as he is neither LPA's managing Director nor a LPA stockholder and does not comply with §§ 92-98 of the Act.

As Peseta is neither a former nor a present LPA stockholder, he cannot file a lawsuit personally against the corporation or against any director for a violation of duties, as neither the director nor the corporation owes him any duties. Anyway, when I tell Polu that they are forbidding peseta from LPA buildings, I agree with Polu's proof that peseta was always free to come and go from LPA buildings.

Polu believed that it was no longer appropriate for Peseta to penetrate the LPA site after Peseta issued an interim order. Peseta asked SNPF for all the keys to the LPA lorries and the area. He even replaced the castles, so Polu was barred from the area.

As for Laauli, I agree with his proof s that he tried to call and write Peseta several occasions to get a chat. On the White Sunday in 2015 Peseta came to the LPA site, photographed the site and informed the supervisor. She says there have been many efforts for her part.

Peseta, however, wanted an excuse from Polu and $300,000 to help finance his attorney. In my view, Peseta has behaved inappropriately by taking LPA to a phase where it was not possible to proceed with it. In his dealings with LPA and its managers, his action was to get the most out of the business, and if he did not benefit from LPA, he would find a way to oversee it.

As a result, the managing director Polu and Schwalger found ways to secure the viability of LPA. In spite of the claims that there were misjudgements in the LPA executive board or maladministration, the plaintiffs did not convince me that Polu and Schwalger were sneaky or malaise.

After the proofs I have accepted, Peseta declined to take part in Laauli through his own acts, although he was asked several people. Laauli's statement was trustworthy, accommodating and authentic. Soon I found Polu and Schwalger. Polu's proofs were very clear that he tried very hard to make PESETA work despite the challenge of Peseta.

Peseta's complaint against Laauli is based on p73. 73 (1) provides that a persons (principal) under whose directives or directives a director is obliged or used to act shall be held responsible under 65 to 71 to the same degree as that director, unless the principal proves that the Director has in fact not acted in accordance with the directives or directives of the principal or has not acted in a way which has led to directors' responsibility.

First, any complaint based on p 73 will fail because Peseta is not a stockholder and cannot file a complaint against a LPA executive. Second, no responsibility has been imposed against Polu and Schwalger in accordance with 65 to 71 in order to assert the responsibility towards Laauli in accordance with 73.

Lastly, as Laauli has made clear, and I understand he played a consultative part when things began to get worse with peseta. The entire mail was taken care of by Polu and Schwalger. Neither Polu nor Schwalger seemed as if they were addicted to Laauli. Above all Polu seemed crucial and smart.

That Laauli did not want to jeopardise his part as a Member of Parliament, I agree with the proof that he was not a LPA stockholder or a LPA executive. Likewise, Peseta has no authority to proceed in the name of LPA, as he is neither LPA's principal nor stockholder, nor does he comply with §§ 92-98 of the Act.

As a result, the petition for Laauli's proselytizing and arrest failed because Peseta has no authority to sue him. At any rate, I agree with the proofs from Polu and Schwalger that the participation of Laauli and Maota o Samoa in the rental of lorries and Heather, Tuitui and others in the redemption and collection of money from Polu as CEO and Schwalger as LPA Manager was penalized in the best interest of LPA.

Maaota or Samoa is the Laauli Group' s private business. With regard to truck rental, I agree with the proofs from Laauli and Polu. Polu's proof is that they were willing to let the Vailima breweries under Maota o Samoa's agreement use their lorries to get some cash for the firm because the lorries were idling.

Laauli's proof is that Maota o Samoa had a deal with Vailima Breweries to use one of his lorries to supply their products. The Vailima breweries wanted to use the lorries on the LPA site, so Polu consented that LPA lorries should be used as an additional revenue stream for LPA.

Funding for this use of lorries came under Maota o Samoa, as this was the contracting part. He deducted gasoline and gave Polu the rest. So LPA outlived in 2014, when Peseta made things harder and LPA could not work because Peseta refused to write checks.

At the end of 2014, the Vailima breweries terminated the agreement, pointing out that there were too many disagreements within the LPA and that Peseta visited the Vailima breweries several time. LAAULAULI says that Peseta called him and voiced his rage about this rental of lorries. Mr Polu told the attorney that 65% of the stockholders had made this ruling.

Ala Lima Meleisea, an auditor who has been working in the field of accountancy for 10 years. and I found her credibility and her proofs well-founded. and Schwalger in terms of lorries was either to leave LPA lorries idle or to generate the much needed revenue by allowing Vailima breweries to use LPA lorries to market their wares.

It was against the backdrop of troubled economic conditions, in which Peseta did not sign any checks so that LPA could continue to do so. LPA managers had just begun their work, yet Peseta presented barriers in the shape of rapprochement with those who ordered non-u juices, rapprochement with Vailima breweries, non-signature of checks and evasion manoeuvres.

In spite of these problems, Managing Director Polu and Managing Director Schwalger were able to continue to repay loans and increase turnover, which is mirrored in the 2013-2015 annual accounts. Until Peseta filed a suit and the court appointed an interim executive, the managing director Polu and Schwalger kept looking for ways to keep the business functioning.

You are Heather, the woman of Laauli and Tuitui, who works for Maota o Samoa. and Laauli's workmen like Tuitui, as they confided in these individuals and needed help. With regard to persons appearing on account cards to redeem checks from the Central Banks, Polus is proof that he relies on these persons to redeem the checks, withdraw the money and take it to the offices.

This money is intended for the business of the enterprise. Heather' s proof is that in 2013 she was asked by Polu and Schwalger to help with the paycheck and oversee the collection of non-u fruits, as LPA had few employees. Once she was asked by Polu and Schwalger to counter Gary Vui's $345,000 in hard currency.

The amount was deposited with Samoa Commercial Bank. She' took the funds to Polu's LPA desk. It was Polu who was counting and recording this currency in the cashier's journal and it was sealed in the offices. Heather' s proof is that she has never used any of the funds she raised on Polu' s and Schwalger' s behalf for her own use.

It was always ordered by Polu and Schwalger to either counter and collect payment in money or in checks, which Polu always sign to be honoured at the bench as the workmen were made outright. It says it merely helped the business because the business had very few people in the beginning.

He did not get a week's salary, but some of Laauli's funds, which he got from the wardens. I' ll take Heather's proof. Because of Laauli's proximity to Polu and Schwalger, she was assisting LPA. And I found your proof to be both trustworthy and well-founded. Once again, this was a firm that has only just begun.

It' s not unimaginable that the managers ask for help from the closest employees and the families. Lauli and Polu talked about their strong friendships. In my opinion, a sensible man in the positions of Polu and Schwalger would have applied the same thoroughness, hard work and dexterity, given their responsibility, which has just received a considerable $1.8 million in credit and is meeting the challenge of Peseta.

It was the beginning of the firm. They have made a business choice to take a trade name for the market. You had to open another banking branch because Peseta had full access to the company's banking branch and did not want to subscribe. The customers Gary Vui and Jessie Shi, both of whom testified that they wanted to make payment in hard-copy.

At first Polu and Schwalger used their families and acquaintances to recover money and redeem checks. He was a mechanical engineer and serviced the LPA cars. Polu was mainly responsible for the daily operation of LPA. When LPA began, I accepted that Polu occasionally asked Lauuli's woman and worker to help him, especially on a Friday when the worker had to be remunerated.

As for Laauli, I agree that he has been storing non-u juices in his storehouse instead of leaving the non-u juices in the suntan. I' m accepting Lauli's proof that Polu was responsible for all the bank deposits. As LPA was bidding for the New Zealand business, the primary responsible for the bidding documentation was Polu.

Her bookkeeper was Laauli's father-in-law, who had been Laauli's bookkeeper for over 30 years, a fact Peseta never argued with at the then. Mr Laauli says that Polu kept all the notes that the bookkeeper then used to prepare the annual accounts for 2013, 2014 and 2015. PESETTA filed a charge for the theft of LPA funds, and all corporate documents in the accountant's offices were confiscated by the MP.

It is clear that despite Peseta's measures, LPA's turnover under Polu's leadership has risen from 2013-2015 and declined again in 2016 following Peseta's initiation of the process leading to the nomination of a court-appointed temporary executive. The same proof is based on the fact that LPA lorries were used by the Vailima breweries and the checks for this use to Maota o Samoa.

It is not an action by LPA stockholders or managing director. PESETTA is not authorised to proceed with this procedure on behalf of LPA, as it is neither LPA's managing partner nor stockholder and does not comply with §§ 92-98 of the law. Aldan' s fifth plea against Polu, Schwalger, Laauli and LPA for failure to enter into a treaty due to endangerment of the state.

Mr Aldan is a 50% owned subsidiary of Peseta, a member of the Board of Directors. Pesetas proof is that to save the $1. 8 million SNPF credit, he used Aldan Landwith at Vaitele as one of the collaterals. and the offer for the Pure Pacifika company's asset value was $ 1.

With regard to Peseta's country, Polu says that Peseta provided the country as collateral. However, on December 16, 2016, there were no outstanding loans to be repaid as certified by a document from SNPF Manager Legal of the same date (ALP1 of Polu's affidavit of December 19, 2016). Lauli says that Peseta was offering his country as collateral, provided they would repay his debt to the National Bank of Samoa, as the country secured his debt.

Laauli says that the business began to feel pain because of the rubbing with peseta. Polu was in a riot and this affected his capacity to find orders for the sap. Since Peseta investigated and questioned the regional firms that placed orders with the firm, these firms became suspicious and ceased to order.

PESETTA had notified these enterprises that a "major" action is underway against LPA. The backlogs for the SNPF loans began to build up, so the business had to find another way to live. Mr Laauli told the then general director of SNPF that he would ensure the equilibrium of residues because he feared he had pledged to his constituents that there would be a non-u farming in their villages to provide LPA with notu.

Polu, Schwalger and Laauli came up with the concept of the trade name at a joint venture to keep the business up and running. The name Samoa Nonu Délights was coined because the business concentrated on the PRC where words such as "delicacies" were more accepted and marketed than "local partners and employees".

The LPA could not perform the operation because Peseta, the main undersigned of the check accounts, was filibustering and incooperative. Another result of the rendezvous was the opening of a Samoa Commercial Banks ("SCB") banking acco. It was Laauli who became a consultant to LPA as a path into the future. Laauli's proof is that the SNPF became attentive to the deterioration of the situation within the LPA between Peseta and others, so the SNPF convened a meet with Peseta, Schwenke, Laauli, Polu, Schwalger and the general director of the SNPF.

He was worried about his country. Laauli, Polu and Schwalger arranged to find a new one. Peseta opted to retire from the business. Polish confirmed that there was a SNPF rendezvous where Peseta said that he and his boy Schwenke wanted to retire from the game.

Under the SNPF arrangement, the other principals will make a spare property available for safety and Peseta's lands will be freed. Pesetas proof in respect of his country is that at a rendezvous with the former director general of SNPF it was decided that his country would be freed if another property was given as a substitution.

So Laauli and Polu had two week to find a spare system, but they never had one. Peseta says he no longer wants his country to be freed until the lawsuit is completed, as LPA is now getting Millions and he has gotten nothing from that money.

Heather' s proof was that one of the $200,000 she collected from the $200,000 bench was the first payout for the 27-acre Aleisa nunu farming facility to secure the fruits that cannot be guarantied when fruits are harvested from different communities around Samoa.

Your proof is that there are 3 commercial licenses for LPA for 2013. A copy of the commercial license that the former CEO signs is a scan copy with the words "trading as Samoa Nonu Delights". It does not know who included'Samoa Nonu Delights' in the 2013 commercial license after the words'trading as:-', as it is a different typeface from the one used on its system.

She even says the name of a trade name is the law. It acknowledges that in the 2014 and 2015 Polu filed with MOR, the trade name Samoa Nonu Delights appears on these forums. It is also proof of this for Deputy Managing Director Tuitui Faasili in connection with the 2014 and 2015 extension of the commercial license documents containing the trade name Samoa Nonu Delights.

Avalisa' proof is that MOR usually needs session logs to validate trade name before entering the trade name in a company's name. Peseta says that one of his problems is with the trade name. It says that the trade name is illicit, as the board of Directors and stockholders did not consent to use the trade name.

She is the new bank manager at Samoa Commerical Bank and is in charge of opening new bank account. In 2014, she opened a checking bank for Samoa Nonu Delights. Laauli and Polu were the undersigned. Says Polu took a copy of the license that expires in 2014.

He and Schwalger decided on October 10, 2013 to use the trade name Samoa Nona Delights to advertise Nona before writing to SCB to open an acció. Ms. Meleisea declares that the preparation of the annual accounts is based on customer sources, such as statement of accounts, receipt or other form or record, in which she has captured every deal made by the firm or the customer.

Laauli says that in 2015, when the orders began to run, Peseta then initiated legal action. When the first two major orders came in 2015, Laauli called Peseta to discuss his country. The peseta didn't come. Before this lawsuit, Samoa had acquired a large part of the international non-u juices markets.

Laauli and Polu made their own journeys abroad to find non-u juices to revive the group. Plaintiffs file as follows and I have literally entered their claims below; a. It is alleged that the offering of Aldan's properties as collateral for the SNPF Senior Credit Agreement (breach of the tacit agreement); i. The defendant alleges that the Aldan von Peseta estate was "freely offered" as collateral for the SNPF Senior Credit Agreement.

PESETA was prepared to put its interest in a real estate valued at more than 1 million WST$ at stake for no yield, no charge, no position within the firm, no stock and, above all, no right to a say in the operation of LPA. That testimony is erroneous, deceptive and contradicts the proof in court.

Proof before the court is that Polu was neither present nor participated in the first talks between Peseta and Laauli on how LPA should be financed. Polu's proofs are corroborated by myths and are inaccurate. None of the defendants has invested funds to establish LPA non-u, except Peseta, a 50% stockholder and manager of LPA; ii. Peseta is a wise trader who would not run the risks of such an estate without consideration and without any say in the management of LPA.

Polu, Schwalger, Laauli and LPA are not involved in the Aldan hypothec. First, second and third accused deny that there was ever such a treaty as claimed by Peseta. Peseta is trying to implicate conditions from a tacit covenant. Mr Polu noted that SNPF loans are up to date and all outstanding amounts have been made up.

PESETTA has consented to free his country and replace the Laauli state. Peseta, however, despite his reservations and knowing that Polu had asked SNPF to free the country of Aldan, ordered his lawyers to do so. First, it must be made clear that the property in question is a property of Aldan Company Limited, of which Peseta is one of four managers and one 50% stakeholder.

PESETTA alleges the accused have broken a covenant. As Aldan' s principal, there was no proof that he unintentionally provided his country as collateral. Only proof before me of pesetas themselves, Polu and Laauli is that pesetas have given it voluntarily, provided his payment was overdrawn. Both the lease documentation and the evaluation reports give credibility to Heather's testimony about the lease agreement's intent for a non-u farming to cultivate the non-u and substitute the lands of the pesetas.

Prior to the purchase of Nona Farm, Nona was gathered from the Samoa area. At any rate, Polu and Schwalger managed to maintain credit repayments despite the challenge of litigation and the court appointing an Interim Supervisor. Backlogs have built up this year as the managers of CPA are no longer in the control of the managers.

Peseta foiled all the accused's reconciles. that Peseta is not considering conciliation. Now Peseta cannot put the guilt on the accused. Peseta had taken some advantage of LPA by getting his credit and in the liquid funds I agree he got at least $20,000 to Polu from LPA.

Polu and Schwalger are authorised to make choices which they consider to be in the best interests of the Group. The Polu and Schwalger approved the use of the trade name Samoa Nona Delights, the opening of the Samoa Commercial Banks banking accounts, the acceptance of payment in US dollars and the acquisition of the lease for a Nona Fide property, all by shareholder meeting resolution (Polu and Schwalger hold 65% of the shares) to keep the LPAs operating and generate income to support the repayment of the CPAs.

Polu's submission of the trade name to MOR in 2014 and 2015 shows that Polu and Schwalger had used the trade name "Samoa Nonu Delights" in advance. The main reason for this is that Polu and Schwalger have found ways for LPA to work.

83 (1) of the Law on Evidentiary Documents 2015 provides that a petitioner may not provide any further proof after the end of the proceedings, unless he has the judge's approval. Both sides had requested all the proof. My point of reference is the delayed identity of the witness by the claimant to whom they wish to refer after having heard testimonies in defense, particularly in this case, where this could have been prevented by a decision of detection provided for in Article 86 of the 1980 Rules of the Supreme Court (Code of Civil Procedure).

As a result, the applicant requested that more proof be introduced and that documentation be disclosed once it had closed its case, well into the defendant's case. While I authorised the publication of documentation under Article 92 of the 1980 Rules of the Supreme Court (Code of Civil Procedure), I pointed out the absence of publication several occasions during the hearings.

Sect. 50 is concerned with shareholders' consent to important operations. The plaintiff's lawyer claimed that this was the result of the evidences and they were surprised. 2. any changes to the SOC' s record of shares made on the grounds of the notification must be corrected accordingly pursuant to Section 42 of the Act if they are amended to represent the Company' s officers and stockholders as follows; the officers of LPA are Leiataua Danny Schwenke of Vaitele, Martin J. Schwalger of Aleisa and Apulu Lance Polu of Saleimoa.

Leiataua Danny Schwenke with 35% (35,000 shares) and Martin J. Schwalger with 32. 5 percent (32,500 shares) and Apulu Lance Polu with 32. 5. after successful defense of the case, the defendant's legal counsel is requested to submit and service a bill of expenses within 21 workingdays after this decision has been made.

During the course of the transaction, the contracting partners must either arrange a substitute transaction or arrange to cooperate in this transaction, which is advantageous for Samoa.