Connect with us
Advertisement

Choppies supremoes slap Pwc with P450 million lawsuit

Choppies Enterprises Chief Executive Officer (CEO), Ramachandran Ottapathu and his deputy, Farouk Ismail are demanding a compensation of P450 million from accounting firm, PricewaterhouseCoopers (Pwc) following a 75 percent decline in market value of Choppies shares traded on the Botswana Stock Exchange (BSE) and Johannesburg Stock Exchange (JSE).

Ottapathu and Ismail, who are the two largest shareholders at Choppies, demand P254 million and P197 million respectively. Ottapathu further demands R417 000 (about P290 000).

PwC which ranks as the second-largest professional services network in the world and is considered one of the Big Four accounting firms, along with Deloitte, EY and KPMG was at the helm as auditor of Choppies when the retail giant suffered turbulence.

According to court papers, Ottapathu and Ismail, who are represented by Ramalepa Attorneys, in January 2018 when Choppies began discussions with Pwc regarding engagement of Pwc as external auditors of Choppies and its subsidiaries.

From that time, Pwc was given the opportunity to obtain insight into the business of Choppies and on or about 25th January 2018, Pwc presented to Ottapathu in his capacity as CEO, its fee proposal.

In the fee proposal, according to court papers, Rudi Binedell a partner at Pwc confirmed that he had assessed Choppies engagement risk in order to ensure that Pwc had a complete understanding of the business of Choppies as it is only possible before presenting the fee proposal. Binedell had completed process that confirmed that Pwc were independent of Choppies within the meaning of appropriate regulatory and professional requirements, and that the objectivity of the proposed audit team was not impaired.

Agreement was reached on 9 March 2018. According to the court documents, Choppies engaged Pwc on the basis of Pwc and Binedells representations and assurances contained in the Audit Agreement 2018, and also on the basis that Pwc and Binedell were independent and that Pwc and Binedell would remain independent throughout the course of audit.

In terms of the Audit Agreement 2018 and the ISA, specifically ISA 260 (Communication with Those Charged with Governance), Pwc was required to plan their audit and communicate their plan to Choppies and specifically those charged with corporate governance, namely the audit committee.

Ismail and Ottapathu contend that from at least 19 March 2018, Pwc and Binedell were aware, or ought reasonably to have been aware that, they were required to; finalise the audit and report key findings to the Audit Committee by no later than the end of September 2018 and issue the final statements and their audit report by no later than the end of September 2018.

On the 6 July 2018, Binedell, on behalf Pwc, presented on behalf of Pwc, an audit plan for Choppies and its subsidiaries to the Audit Committee for their consideration and approval. The presentation set out how Pwc would discharge their responsibilities under the audit among them confirming their independence and compliance with ISA 20; understanding of stakeholders expectations and analysis of risks.

The audit timetable reveal that, about May or June 2018, Pwc would attend the stock counts and finalise the audits strategy and communicate the audit approach to the committee; by June 2018, Pwc would set out its planned audit approach and response to the risk they have identified for the audit to date.

By September 2018, Pwc would produce a report that summarises the key issues arising from the audit and present to the audit committee; produce a draft key audit matter and obtain clearance; approve the financial statements; and sign off on the statutory report. Pwc proposed a fee of approximately P8 480 00.

BINEDELLS COMPROMISED INDEPENDENCE

In court documents, Ottapathu and Ismail allege that on March 2018, the date which Pwc made its preliminary presentation to the Audit Committee, Binedell attended a dinner with Robert Matthews and Allan Muller, members of Choppies Audit Committee.

During the dinner, the court documents say, Binedell discussed with Matthews and Muller various issues relating to Choppies and Pwcs audit of Choppies for the 2018 financial year.

Muller requested that Binedell joins Choppies as the Group Finance Director and hereby solicited his employment by Choppies. Subsequent to the meeting, Ottapathu and Ismail, allege that Muller and/or Matthews repeated this request to Binedell and indeed other of Choppies management on several occasions.

Matthews had suggested that the Choppies Board should consider Binedell be given 60 million shares in Choppies under the employee share option scheme, as an incentive, says the court documents.

Ottapathu was requested by Muller and/or Matthews to formalise an offer to Binedell in writing.

The lawyers representing Ottapathu and Ismail contended that Muller and/or Matthews made these requests and thereby solicited the employment of Binedell when they ought to have known that this was in contravention of the Audit Agreement 2018 and that it would compromise Binedells independence and the independence of Pwc throughout the audit.

As a result of these facts, Pwc bore an obligation, contractually and in terms of their ethical obligation to immediately; take action in accordance with ISA 260 and IESBA Code of Ethics, and report such threats to those charged with governance and then either (1) to resign as auditors of Choppies; and alternatively and at the very least, to remove Binedell from the audit team, Ramalepa Attorneys argues.

Pwc and Binedell, lawyers argue, failed to do so and Pwc proceeded to conduct that audits of Choppies and its subsidiaries, with the audit team as it was then constituted, led by Binedell.

AUDIT DELAYS AND SUSPENSION OF OTTAPATHU

On or about 17th September 2018, and at a Boarding meeting, Binedell advised the Board of Directors of Choppies that he would not be able to finalise audit in Botswana, South Africa and Zimbabwe due to a number of audit issues, some of which affect all regions and of which were specific to certain regions only.

Binedell identified a number of issues of concern in which he implicated Ottapathus management of Choppies, and specifically the following a) related party transactions, particularly Fours Cash and Carry; Purchase Price Allocations on assets acquired; allegedly suspicious cash flows between Choppies and Devland Cash and Carry; issues with ZIA and concerns on money laundering accusations in Zimbabwe; latest provisional set of consolidated financials provided on the morning of 17 September 2018- showing a material deviation from both last years results and the budgeted figures for the 2018 financial and reportable irregularities identified by the auditors during the audit process.

Binedell noted his concerns about lack of transparency as well pressure from Pwc Africa Chief Operation on his association with Choppies due to Zimbabwe press issues.

Other issues he raised advising Choppies to obtain legal advice in South Africa and Botswana arising from transactions and advice on how the Board should as well as on the Board potential exposure.

Owing to the concerns raised by Binedell, Pwc felt exposed and would not sign off on the financials until various matters were resolved, therefore Choppies would not meet the deadline to publish audited annual financial results by 30 September 2018.

Consequent to Binedells report Ottapathu was suspended as Choppies CEO, trading of Choppies shares be suspended and a forensic audit was commissioned.

Ottapathu responded to Binedells concerns by proving information and documentation but Pwc insisted on an independent forensic auditor.

Failure to meet the audited financial results on time led to the suspension on BSE and later on JSE.

Other mitigation efforts, including impairing 50 percent of the assets on Choppies balance sheet also did not bear fruits.

Ottapathu, Ismail conclude that Pwc disregarded the statutory deadlines and that as dully appointed auditors of Choppies, Pwc and Binedell occupied stator office and they were obliged to among others, comply with Companies Act and Financial Reporting Act .

The duo conclude that by virtue of the role performed by Binedell and Pwc as the statutory auditor of Choppies and its subsidiaries and in implementing the Audit Agreement 2018; and by the virtue of their knowledge, Binedell and Pwc owed a legal duty to Ottapathu and Ismail as shareholders of Choppies.

Ottapathu and Ismail, through their lawyers, insist that Binedell and Pwc breached their duty to shareholders, when Binedell accepted a dinner invitation on 19 March 2018, from Matthews and Muller and then Pwc and Binedell then failed to eliminate the threatens to their independence arising therefrom or to apply appropriate safeguards to reduce such threats to an acceptable level.

Continue Reading

News

Fighting vulture poisoning in KAZA region.

3rd February 2023
As a response to avert vulture poisoning currently going on in Botswana and KAZA region, Birdlife Botswana has collaborated with three other partners (BirdWatch Zambia, BirdLife International & Birdlife Zimbabwe) to tackle wildlife poisoning which by extension negatively affect vulture populations.

The Director of Birdlife Botswana, Motshereganyi Virat Kootshositse has revealed in an interview that the project which is funded by European Union’s main goal is to reduce poisoning related vultures’ death and consequently other wildlife species death within the KAZA region.

He highlighted that Chobe district in Botswana has been selected as a pilot site as it has experienced rampant incidents of vulture poisoning for the past few months. In August this year at least 50 endangered white backed vultures were reported dead at Chobe National Park, Botswana after feeding on a buffalo carcass laced with poison.  In November this year again 43 white backed vultures were found dead and two alive after feeding on a zebra suspected to have poisoned.  Other selected pilots’ sites are Kafue in Zambia and Hwange in Zimbabwe.

Kootshositse further explained they have established a national and regional Wildlife Poisoning Committee. He added that as for the national committee they have engaged various departments such as Crop Productions, Agro Chemicals, Department of Veterinary Services, Department of Wildlife and National Parks and other NGOs such as Raptors Botswana to come together and find a long-lasting solution to address wildlife poisoning in Botswana. ‘Let’s have a strategy or a plan together to tackle wildlife poisoning,’ he stated

He also decried that there is gap in the availability of data about vulture poisoning or wildlife in general. ‘If we have a central point for data, it will help in terms of reporting and advocacy’, he stated

He added that the regional committee comprises of law enforcement officers such as BDF and Botswana police, village leadership such as Village Development Committee and Kgosi. ‘We need to join hand together and protect the wildlife we have as this will increase our profile for conservation and this alone enhances our visitation and boost our local economy,’ he noted

Kootshositse noted that Birdlife together with DWNP also addressed series of meeting in some villages in the Chobe region recently. The purpose of kgotla meetings was to raise awareness on the conservation and protection of vultures in Chobe West communities.

‘After realizing that vulture poisoning in the Chobe areas become frequent, we realise that we need to do something about it.  ‘We did a public awareness by addressing several kgotla meetings in some villages in the Chobe west,’ he stated

He noted that next year they are going to have another round of consultations around the Chobe areas and the approach is to engage the community into planning process. ‘Residents should be part of the plan of actions and we are working with farmers committee in the areas to address vulture poisoning in the area, ‘he added

He added that they have found out that some common reasons for poisoning wildlife are farmers targeting predators such as lions in retaliation to killing of their livestock. Another common incident cross border poaching in the Chobe area as poachers will kills an elephant and poison its carcass targeting vultures because of their aerial circling alerting authorities about poaching activities.

Kootshositse noted that in the last cases it was disheartening the incidents occurred three months apart. He added that for the first time they found that some of the body parts of some vultures were missing. He added harvesting of body parts of vultures is not a common practice in Botswana, although it is used in some parts of Africa. ‘We suspect that someone took advantage of the availability of carcasses and started harvesting their body parts,’

Continue Reading

News

Giant in the making: Everton Mlalazi

3rd February 2023

The music industry is at a point where artists are jostling for space because there are so many aspirants trying to get their big break, thus creating stiff competition.

In the music business it’s about talent and positioning. You need to be at the right place at the right time with the right people around you to propel you forward.
Against all odds, Everton Mlalazi has managed to takeover the gospel scene effortlessly.
To him, it’s more than just a breakthrough to stardom, but a passion as well as mission directly appointed by the Lord.

Within a short space of 2 years after having decided to persue a solo career, Mlalazi has already made it into international music scene, with his music receiving considerable play on several gospel television and radio stations in Botswana including other regional stations like Trace Africa, One Gospel, Metro FM in South Africa, Hope FM in Kenya and literally all broadcast stations in Zimbabwe.

It doesn’t only stop there, as the musician has already been nominated 2 times and 2 awards which are Bulawayo Arts Awards (BAA) best Male artists 2022, StarFM listerners Choice Award, Best Newcomer 2021 and ZIMA Best Contemporary Gospel 2022, MLA awards Best Male artist & Best Gospel Artist 2022.

Everton’s inspiration stems from his ultimate passion and desire to lead people into Godly ways and it seems it’s only getting started.
The man is a gospel artist to put on your radar.

Continue Reading

News

African countries call on WHO to increase funding

2nd February 2023

Minister of Health Dr Edwin Dikoloti says Africa member states call on World Health Organization (WHO) to ensure equitable resource allocation for 2024-2025. Dr Dikoloti was speaking this week at the WHO Executive Board Meeting in Geneva, Switzerland.

He said countries agreed that there is need to address the budget and funding imbalances by increasing the programme budget share of countries and regions to 75% for the next year.

“The proposed budget for 2024-2025 marks an important milestone as it is the first in Programme Budget in which country offices will be allocated more than half of the total budget for the biennium. We highly welcome this approach which will enable the organization to deliver on its mandate while fulfilling the expectations for transparency, efficiency and accountability.”

The Botswana Health Minister commended member states on the extension of the General Programme of Work (GPD 13) and the Secretariat work to monitor the progress towards the triple billion targets, and the health-related SDGs.

“We welcome the Director’s general proposed five priorities which have crystalized into the “five Ps” that are aligned with the GPW 13 extension. Impact can only be achieved through close coordination with, and support to national health authorities. As such, the strengthening of country offices is instrumental, with particular focus on strengthening national health systems and on promoting more equitable access to health services.”

According to Dr Dikoloti, the majority of countries with UHC index that is below the global median are in the WHO Africa region. “For that, we call on the WHO to enhance capacity at the regional and national levels in order to accelerate progress. Currently, the regional office needs both technical and financial support in order to effectively address and support country needs.”

Continue Reading