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The acrimonious split between CallPlus founders Annette Presley and Malcolm Dick has deepened as Presley serves legal proceeding against her ex-husband over his involvement in a new phone business.
The dispute centres on a new venture called 2Talk. It was formed last year by Dick and the other CallPlus directors and shareholders, but it excludes Presley, who remains a CallPlus shareholder.
2Talk offers voice over internet protocol (VoIP) phone calling which, in documents filed in the High Court at Auckland last Friday, Presley claims is in competition with similar services offered by CallPlus.
"I'm protecting my rights as a shareholder," said Presley, who owns 42 per cent of the phone and internet company formed with then-husband Dick in 1996.
"I'm protecting my investment which I have every right to do. CallPlus is a large company with a substantial turnover and I've invested millions of dollars in it."
When contacted by the Business Herald, Dick said he was on a skiing holiday with their children, so had not seen a copy of the papers served but was "totally flummoxed" by the legal action.
"She's saying we're damaging CallPlus which is ludicrous. Why the hell would we want to damage our most significant investment for all of us?" said Dick.
"It's almost laughable really. All I can think of is she's trying to make a grab for it and put it into CallPlus so she gets a share of it. It doesn't even belong in CallPlus - it's a different business."
The court documents detail an application to bring a derivative action - a shareholder or director of a company taking court action on behalf of the company - against Dick and CallPlus chief executive and director Martin Wylie for breaching their fiduciary duty by establishing 2Talk in competition with CallPlus.
It said Dick and Wylie failed to act in the best interests of CallPlus and placed themselves in a position of conflict by starting a company offering services that CallPlus currently offers or might offer in the future.
General manager of Slingshot Mark Callander, CallPlus chief technology officer Adrian Dick and lawyer Geoffrey Cone, who are shareholders of CallPlus and 2Talk, are also named in the legal filings.
Presley claims several CallPlus staff have worked for 2Talk and the use of the CallPlus billing system has allowed the company to become quickly established.
"This is one action by me that's been brought to try and resolve a situation where assets and IP are being stripped from a company that I own half of," she told the Business Herald.
"This was not a shot out of the blue. I advised [Dick] in email and also a legal letter almost three weeks ago that if the situation was not resolved to any great degree then they would leave me no option but to protect my investment through the court.
"It's not an avenue that I chose. It's taken me a long time to get to this point and it's not with one inch of happiness that I take this to the court."
Presley last year split publicly with husband and business partner Dick.
Her departure from day-to-day running of the company to "pursue new opportunities" was announced in a company press release while she was holidaying in Fiji. When contacted by reporters Presley denied she was leaving.
A High Court hearing is set down for next Wednesday and Presley, who is also on holiday, was not sure if she would be attending in person.
Dick said he would wait and see what comes of it.
The 2Talk website does not mention any direct link to CallPlus but a separate 2Talk blog describes the unnamed people behind the company as: "Just a bunch of ordinary people creating things we know people will love ... our focus is on developing VoIP services to compete with the best in the world."
Presley said she was not aware of the formation of 2Talk until several months later.
However, email correspondence between her and Dick attached to the court documents show Presley was sent a business plan days after the company was registered.
The business plan states the VoIP technology development by 2Talk would not use any CallPlus software, but the new company would rely on a "cut-down" version of the CallPlus billing platform.
Dick said that while Presley no longer had an active role in CallPlus she had appointed accountant Keith Goodall to attend board meetings on her behalf.
"She's got an appointed director who is fully aware of everything we are doing all the way through and to get this out of the blue there is obviously something else going on that we haven't been told about."
