However, as I will explain below, this is not a reason or justification for dismissing the liquidation application in limine, and the liquidation process must continue while amending the application.
- I will also add to the summary of this matter that the conduct of the respondents, the management and the decision by the owner of the decision shares, raise the objections on the part of the respondents, that Milmus is the owner of half of the shares of the company, which it acquired from the foreign companies, and is a full partner in the debts and rights in the company. Milmus contributes in its obligations to the existence of the company, and it should not be seen in the eyes of the respondents, but as someone from whom it is possible to receive funds but not to give it rights deriving from holding half of the shares. It is not possible to view Milmus as a "representative" of the foreign companies, while the respondents are well aware that the foreign companies sold their shares to Milmus about seven years ago.
The foreign companies do not yet hold shares and do not own shares in the company. The refusal to register the shares in the name of Milmus (or in the name of the Listing Company) did not come for substantive reasons.
I accept the Applicant's arguments that the Respondents are prevented and silenced from the cost, an argument that Milmus is not the B shareholder of the company, which it acquired from the foreign companies.
This is what Judge (ret.) Ali Natan said at the meeting of the Board of Directors on December 2, 2001:
"Throughout their treatment of Milmus as the company's shareholder with all the rights and obligations that derive from this, Milmus signed checks for the company. Milmus (probably should be 'Windmill' Y.G.) reported to the Registrar of Companies that Milmus holds B shares in the company. An act for which I have no authority as a shareholder of these decisions (it should be 'but', Y.G.) Assuming that there are two groups of shareholders, namely members of the Cohen family on the one hand, and Milmos on the other, that I was appointed to decide the disagreements that arose between them, and such disagreements as we know were not lacking, I would say that if there is no estoppel here, I don't know what estoppel is?" (p. 15 of the transcript) (emphases are not in the original, Y.G.)."