Mrs Alexandra is vice-chairperson of Premier Service
Medical Investments, a subsidiary of PSMAS, while Mr Dzatsunga is a committee
member on the PSMAS board.
The duo, together with the rest of the other board members
stand accused of siphoning money from PSMAS and PSMI respectively through
unconventional means and have reportedly colluded with other senior executives
to create additional structures beyond the medical aid organisation’s board.
Premier Service Holding Company (PSHC), said the insiders,
is an illegally constituted entity as evidenced by its absence from the PSMAS financials
in the 2020 and 2021 annual report.
They added that the absence of its financials since its
inception in 2019 is a clear indication that this entity was not properly
constituted in accordance with the 2015 AGM resolution.
The PSHC is being used to divert members’ funds into other
non-core medical activities such as the formation of Claydust — a mining
company — and Premier Service Microfinance Company.
According to the deed of trust document, the power to
appoint or remove the board of directors will rest with the Holding Company, a
scenario which will render other governance structures useless.
“The company shall, in consultation with the Board of Trustees
manage the affiliates for an agreed fee between it and the individual
affiliates, exercise control of all affiliates including but not limited to,
appointing and removing their boards of directors, receive dividend and/ or
surplus as the case may be, from all affiliates, render such administrative
services as are necessary for the smooth functioning of the Trust,” reads an
extract from the deed document.
The deed of trust, as provided in the aborted AGM pack,
also clearly spells out that the current board (the Bvirindi board), shall
remain in office for a renewable period of three years from the date of
registration of Deed of Trust. This obviously is the main reason why this
current board is fighting viciously against Government scrutiny.
The Trust comprises of five members who are supposed to
have been voted for by members during the cancelled AGM but oddly, no name nor
profile of potential candidates were shared even to date.
The holding company will report to a board, appointed by
the Board of Trustees. The Holding Company will then appoint board members for
the rest of the other entities namely: PSMAS, PSMI, PSMAS (Zambia), Premier
Service Microfinance and Claydust.
Members will no longer have power to vote for board members
as is the current set up.
Apart from posing governance risks, the introduction of
this layer of governance is coming with costs to fund new boards to be
appointed by the Holding Company, further straining members’ contributions.
PSMAS board chairman, Dr Bvirindi, PSMI board chairman
Colonel Wellington Tutisa and her vice Mrs Alexandra, have further been accused
of enjoying benefits way beyond those spelt out in best corporate governance
practices.
According to the insiders at PSMI, Mrs Alexandra received a
Mercedes Benz E300 (registration number provided).
This vehicle, the insiders elaborated, is being used by his
son George Khowa who works in the properties and facilities department. The
vehicle is serviced by PSMI, despite the fact that Mr Khowa receives monthly
allowances at AA rates to cater for any service expenses he may incur for using
his personal vehicle for work-related assignments.
Colonel Tutisa also got a Toyota Fortuner (registration
number provided), while at PSMAS, Dr Bvirindi got a Toyota Hilux 2018 Revo Rocco
(registration number provided).
The insiders claim that for these and other reasons, the
outgoing board will continue defending the establishment of these additional
structures.
“This is the reason why they are defending this structure
because they know they are set to benefit personally. Their interests have
nothing to do with the entire membership but individual greediness. They have
been milking the society in board fees and allowances all along and in some
instances claiming what is not due to them and they want to continue doing the
same without anyone questioning them,” said the insiders.
Defending the board’s position to create other structures
beyond PSMAS Board last week, Mrs Alexandra said PSMAS had “grown”.
“Government doesn’t want us to set up a Trust. As you can
see, PSMAS has grown. It has properties, it has hospitals, it has a lot of
things so it is not just like those other organisations,” said Mrs Alexandra.
Mr Dzatsunga concurred with Alexandra arguing that
Government wanted to take over PSMAS, an allegation Government has since
dismissed.
Instead, Government has challenged PSMAS to conduct a
forensic audit to ascertain utilisation of funds disbursed so far. Herald
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