Thursday, July 18, 2024

When Board of Directors incompetence was ruthlessly exposed at the Commission into State Capture

I have followed the proceedings at the Justice Raymond Zondo-led Commission of Inquiry into State Capture where jaw dropping issues of abuse of office, corruption and other forms of malfeasance by public and private officials were laid bare. But last week’s proceedings on the behaviour and conduct  of the Board of Directors  of South African Airways was profoundly breath taking. The reason why State Owned Enterprises collapse or have collapsed in South Africa was ruthlessly exposed.

Mandatory issues governing the conduct of Board members let alone the Chairpersons like conflict of interest,  ethical and moral conducts were laid bare for all to see. I could not believe my eyes and ears when the former Board Chairperson of the South African Airways Ms Dudu Myeni and the Chairperson of  South African Airways (Technical) which is a subsidiary of the main board Ms Yakhe Kwinana appeared with some degree of defiance and arrogance to have run their boards with complete disregard to good corporate governance. Beyond the absence of good corporate governance, personal interests pursued by bribery and corruption by virtue of their positions were to put it mildly, uppermost in their minds. But before I delve into the subject matter, kindly allow me dear reader to comment on the big international story of the week in the form of the American presidential election.

I wrote last week that I would be sad if hothead Donald Trump was re-elected. American voters seemed to have been listening to my plea to vote him out and they did just that. He is however still gripped by denial of epic proportions that his presidency has ended. At the time of writing this article, Trump had neither conceded nor congratulated the President-elect Joe Biden as it a tradition in American politics. But given Trump’s behaviour during his presidency, I am not surprised by his out-of-sorts behaviour particularly where he called for vote counting to be stopped in States where Biden appeared to be thumping him and to continue where he was better performing. This was extraordinary particularly that he is the incumbent. While he is permitted to launch election disputes in court, most legal and political analysts across the US are in agreement that his chances of overturning election results are very slim to nothing. Congratulations to big Joe and Kamala Harris are in order. Back to the subject matter.   

Not very long ago and in May 2020 to be precise, Myeni was declared a delinquent director for life by a South Africa High Court judgement in terms of Section 162(5) of the Companies Act. This decision somewhat confirms the type of person Myeni is and has been in the corporate world. Probably sensing further damage to her already shattered ‘corporate image’ at the Commission, she refused to answer a big chunk of pointed questions by the evidence leader where she cited the fear to incriminate herself. The Chairman of the Commission has repeatedly warned both Myeni and Kwinana that their failure to adequately respond to some questions may lead to him making adverse findings against them which could at best lead to their professional disqualification and at worst, criminal proceedings with possible jail terms. Myeni is said to have falsified information against some employees of the South African Airways whom she disiked resulting with some of them fired. Unbelievable!

Ms Kwinana who reportedly is a Chartered Accountant, is probably this far after Myeni, the epitome of downright corruption and deceit by a public official in a State Owned Enterprise. She claimed not to know what domicilium citandi et Executandi (address nominated by a party to a contract where she/he elects to receive legal documents) means. It turned out in the proceedings, that she provided the address of a residential property she previously owned as a decoy address to a corrupt contract such that it would be difficult to follow up such contract if need be.

But like they say, lies have short legs as lies about the address were ruthlessly exposed probably against her expectations. Evidence was led to the effect that Kwinana sat in board meetings where companies in which she had a personal or other interest were tendering; she received kickbacks from these companies; she travelled to a Chicago company which had tendered for a job at SAA which company subsequently won the tender under controversial circumstances in which she played a significant role; she appeared conveniently so I must say, to the fact that she seemed not conversant with conflict of interest issues given that this is one of the central issues in so far as good corporate governance is concerned. To be fair to Myeni and Kwinana, they are not the only bad apples in the broader board of directors’ shenanigans.

The scenario that emerged at the Commission is present here at home given the collapsed state of our State Owned Enterprises as a result of largely bad corporate governance. There is a former board member of a government entity who reportedly, was sponsored together with her husband to attend an all expenses paid Cape Town jazz festival by a company she had helped to win a tender. This anomaly was exposed whereupon reportedly, the board member resigned from the board. Subsequent to this, the said former board member was promoted by government to even a more senior position notwithstanding that her bad conduct at the lower position she held is readily known. This can only be described as insanity of the highest order. Likewise, a former Chief Executive of a parastatal who is facing very serious corruption allegations was recently rewarded with an even more senior government position. It would appear that he was also flown to Cape Town on an all-expenses paid trip just like our sister. Added to this is the fact that his contract at the said parastatal was terminated by the employer owing to his bad performance. The list of these bad corporate leaders is endless and known yet they are moved like house furniture as and when it suits the powers that be.

While a case of a delinquent director has been decided in the High Court in South Africa with other serious cases of sheer incompetence-cum-arrogance of persons like Myeni and Kwinana, such cases are well and truly alive in Botswana. Whereas political will is demonstrated by establishing the Justice Zondo’s Commission on State Capture, Botswana is still far away from trying to expose corruption in the public and private sectors beyond the current and weak legislative framework yet, corruption continues to destroy the political and socio-economic fibre of this country at huge cost. If Botswana still remains entrenched in the trial and error approach of moving around and unfairly rewarding people like Myeni and Kwinana in boards of public institutions (and there are far too many of them), State Owned Enterprises will continue to bleed scarce public funds with nothing tangible in return. All these entities are presently dysfunctional because there are a lot of Myenis and Kwinanas who are solidly protected by the powers that be. Its business as usual! I am prepared to be persuaded otherwise as always. Judge for Yourself!

Doctors tell us that Covid-19 is still far from disappearing. Kindly observe its health protocols.

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