Suspended CEO Ramachandran Ottapathu this week managed to claim back his company after he was sidelined by the board for four months. Ram also got the blessings of shareholders who have a composition of more than 50 percent as he brings new faces to the Choppies board and gets re-elected to serve as a director. With the board which was against him gone, Ram also stands a big chance of getting reinstated as CEO.
A Choppies boardroom could have been mistaken to a wrestling ring in few meetings prior to the Extraordinary General Meeting (EGM); a lot of war of words akin to arm grapping. The Choppies boardroom brawl which started few months had all the hallmarks of power play and ended this week with less bonhomie as the suspended CEO Ramachandran Ottapathu emerged the last man standing despite being against all odds.
Prior to the EGM Ram had proposed a clean-up of the company’s board, maybe bring new faces. “It is the combined view of Mr Ottapathu and the Board that the current Board requires strengthening by inclusion of additional independent non-executive appointees to it. It is for this reason that the Board (including Mr Ottapathu), have put forward the Proposed Resolutions, to allow the Shareholders to elect a strengthened Board (whether it includes current Directors or not) which will direct the proceedings and affairs of the Company going forward,” said circular seen by this publication last week.
In this week’s EGM, Ram had his wishes done as the board was changed and new faces, especially the ones he proposed, were brought on board save for Oabona Michael Kgengwenyane . Ram had proposed that Kgengwenyane, Tom Pritchard and Carol-Jean Harward be added as new faces to the Choppies board.
The shareholders backed Ram’s two choices, making a resolution to vote for Pritchard as a director of Choppies with 77.75 percent against 22.22 percent. Haward was added to the board with 51.25 percent against 48.72 percent. Kgengwenyane, proposed by Ram, was rejected by shareholders with 98.13 percent votes against him. Ram got 52.06 percent while and Ismail 55 percent.
Four of the previous board members chief financial officer Heinrich Stander, Wilfred Mpai, Dorcas Kgosietsile and Ronald Tamale failed to pass the 50 + 1 threshold and have subsequently stepped down from the Choppies board. Mpai made 47 percent of the votes, Kgosietsile 5.8 percent, Tamale 48 percent and Stander 48 percent. A choice proposed by certain institutional shareholders, Kenny Nwosu, could not pass the threshold too, with 48 percent of votes.
Before the EGM, on Sunday the outgoing Choppies board had met and decided that the EGM be adjourned for two weeks pending Ram’s disciplinary hearing. Ram is yet to face a disciplinary hearing for his suspension. Despite the anti-Ram board seeking to have the EGM postponed, the shareholders rejected the directors wish moving chairman Festus Mogae to approve voting of new board members.
When Ram was suspended he was against the whole Choppies board, save for his friend and longtime business partner Farouk Ismail. Ram was being investigated, accused of mismanaging Choppies affairs and usurping the board in many decisions concerning the company. Towards the EGM, it was all odds against Ram. His attempt to have an urgent EGM failed as the board stood against him. Even at the recent EGM the board had come with a spirited campaign to have shareholders disregard Ram. A legal report and a damning forensic report, both putting Ram’s managerial competence on the spotlight, were released.
When presiding on the EGM, Mogae gave Ram and his legal representative less than 30 minutes to respond to allegations leveled against the suspended CEO. This is despite the anti-Ram board taking almost the whole day presenting their grievances about Ram. Mogae admitted that as the board they wanted to remove Ram as a CEO while he remains as a shareholder. He said they were getting tired of Choppies being all about one man, Ram. The former president gave a scenario of Choppies revolving around one person who would usurp the board in decision making.
“We tend to fight as to who is more important and who has more money. Choppies has been a disaster,” said Mogae as he tried to convince shareholders to adjourn the EGM. Mogae who was part of the ousted board that suspended Ram has announced that he will retire after the Annual General Meeting which is billed for November this year. The shareholders were not convinced by the Mo Ibrahim Award winner who said the suspended CEO was not doing things proper but rather decided to vote for Ram to remain as a board member. Mogae’s wish to have the EGM adjourned was also rejected by the shareholders.
Ram who stood before the shareholders, admitted to doing some things wrong, but said he was being scapegoated by the board. While he promised to wait for the disciplinary hearing so that he can clear his name, said he learned his lesson. "Well, mistakes were made and lessons have been learnt….I can tell you that this will not happen again in our lives. This company is great, we can make it greater," the suspended CEO told shareholders this week during an EGM.
Prior to the EGM, Ram only had Ismail’s back. The two together with Choppies employees hold about 46 percent of the retailer’s stake. He is currently faced with a forensic report findings, which he (Ram) called “not conclusive”, painting him as corrupt and lacking adherence to good governance. A legal report said Ram has dealt improperly when doing many business transactions like the acquisition of Pay Less and the transactions involving Fours Group.
All odds seemed to be against Ram given the damning information produced against him at the EGM but he was saved by shareholders who have a composition of about 53 percent of Choppies shares. The shareholders also want Ram to go before the disciplinary hearing to clear his name.
The aftermath of EGM – resignations
Meanwhile after failing to make it back into the Choppies board of directors at the Emergency General Meeting (EGM) on Wednesday, Chief Financial Officer (CFO), Heinrich Mathiam Stander decided to resign on Thursday. His resignation was handed to interim Chief Executive Officer (CEO) Farouk Ismail on the same day. The understanding is that after he was voted out of the board, he then decided to further resign as an employee of Choppies.
Stander received a vote of 48 percent at the EGM hence failing to clock the 50+1 mark. Those who could not get 51 percent or more were removed from the board. Indications are that those voted out, were considered to have been on Mogae’s team, and wanted suspended CEO, Ramachandran Ottapathu to face disciplinary hearing, but failed. Mogae has since indicated that he is retiring.
Presidential Commission of Inquiry into the Review of the Constitution held a meeting in Serowe this week. The meeting was to accord Bangwato, just like other tribes, a platform to give their opinions, contributions and what they think is the horse power and limitations of the current Constitution of Botswana.
Bangwato Regent, Kgosi Serogola Seretse said, he is of the understanding that the Commission has not come for anything apart from getting their opinions on how things could be made better. His contribution was that he solely knows of only two social positions in the world; Dikgosi and Pastors. He said other positions are just benedictions. He further urged that, Batswana should respect God’s ordained protocols such as Dikgosi and Pastors.
Seretse pointed out the importance of acknowledging and appreciating Dikgosi as nation builders. He cautioned and warned that, the Commission should ensure that their dealing with Dikgosi is harmonious. He called for an amendment to be made on the ‘National Order of Precedence’ noting that Dikgosi are put at number 11, but should at least be taken a little higher to number 7.
One resident, Tshepo Moloi while giving his contribution said there must be provisions of Social Justice that ensure equal distribution of resources to all citizens. He said this provision should entail an obligation that all citizen have equal opportunities to different Government Initiatives. Moloi substantiated that, all ‘Presidential Commissions’ be engraved on the Constitution
Alfred Thogolwane who is as well a resident of the biggest village in the Central District, pointed out the need for preservation of the country and resources thereof, saying “it must dawn onto all that, the calabash that fetches water for the family cannot fixed once its broken.” Another resident, Keikantsemang Sebedi advocated for Polygamous marriage, saying that men should marry as many wives as they please. She said there is no need for any socioeconomic assessment done on men who wish to marry more than one wife.
She advised that, the country should benchmark from the Zezuru culture that does it, with no complexities. On the other hand, Sebedi said that, there must be considerations done on the Old Age Pension. She said people who earned P4000 should not receive the old Age Pension upon their fullness of age. Forshia Koloi called for amendments on Section 77 and all the provisions that speaks to the subject of Bogosi and the powers infested in them. He said they should be made more detailed and avoid ambiguity in clauses.
Mr Tlhaodi said there must be Land Audits done in the country. Citing an example of the Tati Land as one that should be thoroughly audited. He further advised that, Election Day be put on the Calendar. He said, if it happens that the day be a Saturday, there should be some special dispensation for the 7th Day Adventist Church members to take part in voting without compromising on their day of worship. Tlhaodi added that there must be People’s Complaint Commission in the country.
Speakers emphasized the need for the country to review the exercise of ‘Political Party Funding’. They articulated that lack of funding political parties’ results in political parties resorting to finding funds for themselves. They reiterated that sometimes going to the extent of getting funds through illegal means. Bangwato agreed in one accord that they want the President be tried whilst in office if suspected of any criminal offences. This was revealed in their contributions. They pointed out that, the law should not to wait until the end of their tenure.
For his part, the Deputy Chairperson of the Commission Johnson Motshwarakgole expressed gratitude to the residents of Serowe. He applauded women for their kindness saying it is only them, who always take responsibility for doing things amicably in the society.
Parliament has revealed that it plans to rollout a Community Score Card (CSC) exercise as part of sweeping reforms to its role and mandate among others.
The planed shakeup, along with the rollout of CSC will see creation of new Parliamentary Portfolio Committees on Health, HIV&AIDS, Education and Skills Development, Trade and Economic Development, Agriculture, Lands and Housing and Local Governance and Social Welfare. Parliament informed government ministries and departments that the CSC is a participatory, community based monitoring and evaluation tool that enables citizens to assess the quality of public services and interact with services providers to express their concerns.
According to Parliament, the CSC will assist to inform community members about available services and their entitlements and to solicit their opinions about the accessibility and quality of certain services related to the portfolio committees mentioned. It said the main objective is for Parliament through identified oversight committees is to conduct a participatory monitoring and evaluating process that puts ownership and responsibility for delivery of services in the hands of both the Government and the service recipients.
“Through scorecards developed around identified sectors and services, communities and implementing departments remain in touch with progress made through the programme delivery cycle and are able to respond timely to bottlenecks,” the National Assembly said. Some of the measurements and expected outcomes for the rolling out of the CSC include among others, improved monitoring and economic evaluation, to determine the impact of spending, so as to be able to direct resources from where they having the least benefit to those projects and programmes where they will have a larger positive impact.
The National Assembly explained further that this could result in a willingness to close down ineffective programmes and institutions and not to implement projects that do not deliver adequate returns, improved productivity in the public services, especially given the substantial pay increases.
The National Assembly believes that the rolling out of CSC is also expected to result in efficiency savings: many public services and programmes could be delivered more effectively at lower costs, by improving management and accountability, and making use of e-services. “This would yield financial savings that could be used for development programmes or reducing the deficit,” the National Assembly said.
The exercise is also expected to result in “Careful scrutiny of subsidy schemes and termination of those that do not address market failure or assist truly needy Batswana.” The National Assembly revealed that proposed Parliamentary Portfolio Committee on Health and Wellness has been established in accordance with the Standing of National Assembly of Botswana. It explained that the mandate of the Committee is mainly to exercise Parliamentary oversight and scrutiny over Government Ministries, Departments and Agencies with portfolio responsibilities in respect of Health and HIV/AIDS.
“There is need to identify reasons for inefficiency and poor outcomes and ensure that health system reform improve productivity and value for money. Key areas of focus for scorecard, availability of drugs, staffing ratios, accessibility of health services, speciality care and services and sexual reproductively health,” the National Assembly said.
Another proposed Committee is on Local Governance and Social Welfare. The mandate of the Committee is mainly to exercise Parliamentary Oversight and Scrutiny over Government Ministries. Departments and Agencies with Portfolio responsibilities in respect of Local Governance and Social Welfare.
“Strategies under NDP 11 to improve outcomes of social uplifment include; diversiﬁcation of rural economies, development and support of small businesses, provision of social safety nets, eradication of absolute poverty, provision of quality and equitable education and harmonisation of social protection programmes,” said the National Assembly. It said social nets need to be improved so as to target these most in need (at present some social safety nets benefit many people who are not the most needy, but also miss out some of those who are needy).
“Some social development policies more broadly should also aim to reduce household vulnerability to shocks such as those arising from fluctuations in agriculture, climate change, incomes and employment and improve their ability to handle shocks, thereby building household resilience,” the National Assembly said.
Another Committee established is on Agriculture, Lands and Housing. The mandate of the Committee is mainly to exercise Parliamentary oversight and scrutiny over Government Institutions, Departments and Agencies with portfolio responsibilities in respect of Agriculture, Lands and Housing.
The National Assembly said the average growth rate of the agricultural sector since the beginning of National Development Plan 11 (NDP11) (i.e. during the 2017/2018 and 2018/19 financial years) was 2.5 percent, making it the slowest growing sector of the economy, in line with its historical performance.
“Over the same period, its share of GDP has been stagnant at around 2 percent. The sector also contributes job opportunities for about 80 000 adults. Food security has become paramount since the onset of the corona virus pandemic,” the National Assembly said. The National Assembly said the Government realises the need to increase food production for products in which Botswana has a cooperative advantage such as beef, grains and other horticulture products.
The Committee on Finance, Trade and Economic Development has also been established. One of the mandates of Committee would be to exercise Parliamentary oversight and scrutiny over government ministries, departments and agencies with portfolio responsibilities in respect of Finance, Development, Trade and Industry.
“The sector is at the core of industrialisation aspirations and strategies for economic development in Botswana. Manufacturing in particular can be the driver of economic growth through technological improvements and innovation,” the National Assembly said. Hence, it said, the development of the sector could also foster export diversification and export led-growth in Botswana while benefitting from the African Continental Free Trade Area (AFCFTA).
Two senior members of Directorate on Corruption and Economic Crime (DCEC) have threatened legal action against Directorate of Intelligence and Security (DIS), it has transpired. The threat is contained in an answering affidavit of Director General of DCEC, Tymon Katlholo in which he is seeking an interdiction from High Court to stop the DIS from accessing investigation files at his office.
After the DIS detained DCEC officials Joao Salbany and Tsholofelo Bareetsi on December 16, 2021, they filed an official complaint against DIS and some officials. They complained about abuse of office by DIS and five officers. Salbany and Bareetsi also complained about unlawful detention by DIS and unlawful dissemination of classified information contrary to Section 44 of Corruption and Economic Crime Act. “The DIS interviews were premised on information divulged during the course of official DCEC work product, that is the Monday media brief meeting,” they wrote.
They further requested leave to institute a civil suit against the DIS and its officers, and invariably the State for inhuman and degrading treatment they suffered and unlawful detention. They also pondered a declaratory seeking a sanction against the DIS and Botswana Police Service (BPS) and clarification of the role of BPS officers seconded to DIS.
“The envisaged suit against BPS and DIS officers and the DIS will inevitably centre on investigations done by the DCEC and the scope of the protection availed to DCEC officers for conduct done in the course and scope of DCEC official duties.” The duo said it was self-evident from the conduct of the DIS officers that there was nothing urgent about the information required by the DIS, justifying their detention at its Sebele facility from 08:30 hours on December 16, 2021 until 02:00 hours on December 17, 2021.
They reasoned that the information required by the DIS could have been obtained by a simple request to DCEC Director General. “What the DIS did was to seek to intimidate officers of the DCEC whom they knew were carrying out investigations against some of the DIS officers who were part of their investigation team. This turn of events has a chilling effect not only on the functioning of the DCEC but also on the official conduct of officers of the DCEC as to how they conduct their official duties.”
They concluded by stating that in the event the request is granted, they would further request to be advised as to the provision of legal representation as the unalwful detention and the degrading and inhuman treatment by the DIS was in relation to matters conducted by and on behalf of the DCEC.