Two directors of a Birżebbuġa company have been cleared of fraud-related charges, with a court finding that shareholders had resolved their differences amicably in the 12 years since the issue was first reported.

Brothers Karmelo and Francis Barbara, 75 and 60 years old, stood accused of having signed a false declaration and having made fraudulent gains as directors of the company.

The issue began in 2007, when the police received a criminal complaint from the lawyers of the third director claiming that a form filed at the company registry had falsely indicated a change of directors.

According to the document, Carmel Mifsud had been removed as director of the company. In reality, he had not.

The MFSA change of directors form had been filled in just one day before the company held an extraordinary general meeting. One of the items on the agenda of that meeting was a vote to remove Mr Mifsud as director.

Mr Mifsud’s wife had attended that meeting and voted against that motion, which however was approved by two votes to one.

However, one of Mr Mifsud’s lawyers, also present at the meeting, had immediately proposed his client once again as director, as nominated by a group of shareholders. 

Days later, the Mifsud family received bank letters which made them aware that Mr Mifsud had been struck off as a director without his knowledge. Locks to the company premises had also been changed.

Police had pressed charges against the two directors. But during that case, a lawyer representing the two had declared under oath that both men had acted on his advice all the way.

Moreover, one of the co-accused testified that he and his brother had bought Mr Mifsud’s shares, so the dispute had been resolved amicably.

Magistrate Ian Farrugia said the evidence put forward was not “strong enough to support the charges,” noting that the case had stemmed from a serious disagreement between shareholders which was eventually resolved.

There was “no conclusive evidence” to sustain the prosecution’s case, the court concluded, thereby clearing the two directors of all criminal liability. 

Lawyers Franco Debono and Siegfried Borg Cole were defence counsel.