A full-blown brawl is playing out at Telecel Zimbabwe as
board members cross swords over attempts to oust current chief executive
officer Mrs Angeline Vere over allegations that she turned the mobile
telecommunications company into a loss-making entity since taking over the
reins in 2015.
Government assumed a controlling stake in Telecel after
buying a 60 percent stake in 2016. Those pushing for Mrs Vere’s ouster also
claim that in addition to failing to uphold her fiduciary duties, she has
reportedly failed to produce audited financial statements through the five-year
period through 2018.
However, there are board members who are fiercely fighting
in the embattled CEO’s corner. As the messy fight escalated last week, board
chairperson Mr James Makamba moved to suspend board member and ex-CEO Mr
Francis Mawindi for allegedly leaking confidential company information.
It is believed that Mr Mawindi has been persistently
raising the flag over Mrs Vere alleged failure to adhere to prudential
management practices and unilaterally making questionable decisions, which had
negative connotations on the company’s finances, without seeking board
approval.
In an email dated May 22 2019 that was written to other
Telecel board members — Messrs James Makamba and Selby Hwacha — and seen by The
Sunday Mail, Mr Mawindi said the company’s CEO had renewed service level
agreements (SLA) worth US$1 million with vendors such as ZTE and Huawei without
conferring with the board, which she was ordinarily expected to do.
A $500 million strategic plan developed by the strategy
committee in April 2018 to turnaround the fortunes of the firm, he added, has
also not been implemented.
“I also understand that there were some re-authorisations
for our annual service level agreements (SLA) with our key vendors, including
ZTE, Huawei and Obopay, for the Billing & IN systems, MFS and Radio Access
Network(RAN) to the tune of close to US$1 million, which required board
approval.
“This once again was unprocedural and a blatant violation
of standing rules and procedures for authorisations by the CEO who knew very
well that any order or engagement above $100 000 required full board approval
in accordance with the existing schedule of authorisation.” Mrs Vere’s charge
sheet also includes recently adjusting workers’ salaries by 20 percent without
seeking approval from the board. Curiously, she also had an odd arrangement
through which the company was paid in RTGS for roaming services that are billed
and remitted in foreign currency.
There are also concerns that Telecel is now procuring
services without an appraisal from the company’s technical department — which
has been rendered invalid — which essentially compromises the quality of works
that would been contracted.
Efforts to get a comment from Mrs Vere were futile. However, in an email to board members dated 3 September
2018, she said the company had failed to implement its turnaround strategies
after failing to secure a US$5 million loan for the exercise.
“In formulating the budget for 2018, the company had
factored in a bank loan of US$5 million from March 2018, which loan has not
materialised. Despite the lack of direct funding, the company has rolled out an
additional 17 3G sites this year from funds generated by the operation. This
has had an impact on the ability to meet operational expenses and we are facing
several threats of litigation from creditors.
“As management, we have employed a number of cost-cutting
measures to reduce our Opex (operation expenditure) and continue to introduce
new products to improve the revenue line,” she said.
A board member, who spoke to The Sunday Mail on condition
of anonymity because of the sensitivity of the matter, said the allegations
against Mrs Vere were not only untrue, but were not even a board issue.
“Telecel has its challenges given the environment we are
operating under. Our priority areas are to reconstruct the company and raise
capital,” said the board member.
Mr Makamba said he was busy with meetings. But the contentious fate of the CEO has since been
overshadowed by Mr Makamba’s pre-emptive move to suspend Mr Mawindi.
In a statement on Thursday, Mr Makamba wrote: “The Telecel
board of directors wishes to inform all stakeholders that a resolution has been
passed for the suspension of Mr Francis Mawindi from holding office of Telecel
Zimbabwe board of directors effective June 6 2019, pending final resolution by
the shareholders in accordance with the Companies Act.
“This is following Mr Mawindi’s breach of the common law
fiduciary duty of confidentiality and to act in the interest of the company
through communicating and misrepresenting confidential information.”
But Mr Mawindi has come out fighting, claiming that the
suspension was null and void, and an attempt by the formerly exiled businessman
to “cover up the shenanigans happening in the company”.
“I never communicated with the press on matters concerning
the company and never in any way, shape or form misrepresented confidential
company information. I believe that the chairman (Mr Makamba) seized an
opportunity to cover up the shenanigans happening in the company and I’m sure
the truth will soon come out,” he said.
He also alleges that since the resignation of Mrs Barbara
Rwodzi, who represented Telecel International, the board is not fully
constituted to make such a decision.
He added: “There are supposed to be a minimum of three
board directors from Telecel International (TI) and two from Empowerment
Corporation (EC) as per the existing shareholders agreement and since the
resignation of Barbara Rwodzi (who represented TI) from the board late last
year, there has not been a replacement. “Thus, the board is still not fully
represented.”
But Mr Makamba’s chairmanship in the country’s
third-largest mobile telecommunications firm is being contested after his
investment vehicle Kestrel Corporation was put under judicial management by the
High Court for failure to pay the US$2,7 million debt he owed to businessman Mr
George Manyere.
The company currently has 1,8 million subscribers. Sunday
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