The Special Commercial Court has ordered the Monrovia Oil Trading Corporation (MOTC) to account for US$3,244,100.78 withdrawn from the bank account of Ducor Petroleum Inc., while recognizing businessman Amos Brosius as the company’s sole legitimate shareholder.
The ruling was handed down on Friday, September 18, by Judge U-Jay W. H. S. Bright, ending a corporate ownership and financial dispute that has remained before the courts for more than a decade. Judge Bright ordered MOTC to account for the entire amount withdrawn from Ducor Petroleum’s LBDI Account No. 0221215153401.
The court also ordered the immediate release to Brosius of seven checks totaling US$212,704.36, which had been seized and placed in escrow at Afriland First Bank Liberia Ltd. In addition, the Court declared Brosius the only legitimate shareholder of Ducor Petroleum Inc.
“There are sufficient pieces of evidence in the records to convince any reasonable mind that Mr. Amos Brosius is the only person that financed and invested in Ducor Petroleum Inc., and is the only legitimate shareholder,” Judge Bright ruled. The Court assessed costs against MOTC and further stated that Brosius could pursue additional legal actions against the company concerning other proceeds and damages.
The dispute dates back to July 2013, when then-Commercial Court Judge Eva Mappy Morgan ordered the freezing of Ducor Petroleum’s LBDI account. Brosius later alleged that the freeze was lifted without his knowledge only days after it was imposed, allowing MOTC to withdraw more than US$3 million from the account.
The matter subsequently reached the Judiciary Inquiry Commission, which initially found Judge Morgan liable for unethical conduct. However, the Supreme Court later overturned that finding and exonerated her.
MOTC, meanwhile, maintained that only US$212,704.36 was being held in escrow at Afriland Bank pursuant to an agreement. After years without a final resolution, Brosius filed a Bill of Information on August 3, 2021, alleging that approximately US$3.3 million had been withdrawn.
The filing was denied on September 13, 2021, by Judges Chan Chan A. Paegar, Othello S. Payman I, and Roosevelt Z. Willie, sitting Ad Hoc.
Chief Justice Yamie Quiqui Gbeisay subsequently appointed Judge Bright to preside over a Special Commercial Court established to resolve the longstanding dispute. As part of its investigation, the Court issued an order on August 5, 2026, subpoenaing commercial banks that maintained Ducor-related accounts between 2013 and 2018.
After reviewing the records, the Court found evidence of what it described as a “massive movement of cash.” The Court determined that US$3,244,100.78 had been withdrawn from Ducor’s LBDI Account No. 0221215153401 by 2018. “MOTC is hereby held liable for the amount of USD $3,244,100.78,” the Court stated in its operative order.
Judge Bright also rejected an audit conducted by international accounting firm PKF, which MOTC had relied upon in claiming a 90-percent interest in Ducor Petroleum.
PKF based its position partly on a September 7, 2005 Memorandum of Understanding, particularly Section 16.1.13, which characterized MOTC’s supply of petroleum products to Ducor customers as the “practical equivalent” of cash financing and concluded that MOTC was therefore entitled to 90 percent equity. Judge Bright disagreed, describing the conclusion as “highly erroneous.”
According to the Court, the MOU required payment through cash, checks, or bank remittances for the transfer of shares. The judge therefore found that the delivery of petroleum products could not be treated as the required financial contribution for acquiring ownership.
The Court further held that the ordinary legal meaning of “financier” refers to a person who controls the use or lending of substantial sums of money. Judge Bright said PKF and MOTC effectively altered that meaning by introducing the term “equity financing.”
Relying on CFAO Liberia Ltd. v. Cooper et al., 39 LLR 511 (1999), the Court held that MOTC failed to satisfy the requirements necessary to establish ownership in Ducor. The Court noted that MOTC had not been issued a share certificate, was not recorded in Ducor’s stock ledger, had no board resolution granting it ownership, and was not listed as a shareholder in Ducor’s Articles of Incorporation.
“Position is not ownership. Management is not equity,” Judge Bright stated, cautioning that accepting the contrary argument could expose shareholders to what he described as “hostile corporate high-jacking.”
The Court also dismissed PKF’s assertion that Brosius owed MOTC US$7,663,507.36, finding that the claim was not supported by evidence in the record. Instead, Judge Bright cited several investments and financial commitments made by Brosius toward the establishment and operation of Ducor Petroleum.
Among them were a 500-gallon storage tank for the company’s Jamaica Road facility valued at US$1,500; a 75KVA generator, gas pump and furniture valued at US$1,425; and US$20,500 in prepaid office rent at Jamaica Road Junction, Bushrod Island, covering February 2006 to May 2011, in addition to improvements made to the property.
The Court also cited three vehicles purchased at a combined cost of US$46,000 and a US$338,000 loan facility obtained in 2008 and secured by Brosius’s personal real estate. Judge Bright further criticized PKF for allegedly failing to properly consider several documents relevant to the dispute.
Those records included Transfer Orders, Delivery Orders, LPRC Truck Loading Orders, MOTC Credit Invoices and bank statements subpoenaed by Criminal Court “C” from institutions and companies including LPRC, LAC, Firestone, Forest Ventures, LBDI, FIB, Ecobank, Global Bank, IB Bank and GT Bank.
The documents had also formed part of an earlier criminal case in which Brosius was prosecuted at the request of MOTC for allegedly diverting more than US$1 million. Brosius was acquitted and exonerated of theft and economic sabotage in that case. Judge Peter W. Gbeneweleh relied on some of the same records in his December 26, 2013 ruling.
PKF reportedly declined to undertake a review of the documents, describing the exercise as “unreasonable, impracticable and a complete waste of time” because it would require a “whole pickup-load.” Judge Bright, however, found the evidence presented by Brosius and witness Charles Carron concerning Brosius’s investments to be substantial and convincing. The ruling ultimately reinforces the principle that contracts must be interpreted according to their written terms and distinguishes between the role of a petroleum supplier or creditor and that of an equity shareholder in a company. The judgment also draws a clear legal distinction between providing petroleum products to a business and establishing a legally recognized ownership interest in that business.
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