Finance minister Iipumbu Shiimi has defended his decision to approve the payment of N$375 000 for unapproved board meetings at the National Petroleum Corporation of Namibia (Namcor) that discussed the controversial N$100 million deal made by managing director Immanuel Mulunga.
Shiimi told The Namibian last week that he approved the fees to be paid to board members.
“I condoned those meetings because I couldn’t find any evidence that the board had any ill intention,” he said.
The Namcor management complained that the board did not seek approval from Shiimi before holding the extra meetings which scrutinised their dealings involving millions of dollars of public funds.
According to the February 2018 public enterprises regulations, boards are only allowed to convene four paid board meetings annually.
However, the board argues that the topics on the agenda were crucial and time-sensitive, necessitating the need for extra meetings.
Four of the additional meetings centred around Namcor’s partnership deals, including one with Lars Windhorst, a German businessman with a lavish lifestyle who is currently embroiled in multiple lawsuits with European creditors.
Two weeks ago, Namcor board chairperson Jennifer Comalie informed The Namibian that urgent meetings were necessary due to an emergency at Namcor.
“It’s true we had those meetings, but it was because of an emergency at Namcor which was a big one. First meetings, we had to discuss it, then there came a question of what are we going to do about the issue and then we discussed the proposal,” she said.
Comalie, however, acknowledged that the move was in breach of the Public Enterprises Governance Act.
“I don’t want to shift blame to anyone, but all of us have a responsibility to seek approval before we go ahead. I didn’t think of the Public Enterprises Governance Act. We are supposed to seek permission first.
So that is why I wrote to ask for condonation and the minister granted it,” she said.
Comalie has served on the Namcor board alongside MTC’s chief human capital and corporate affairs officer Tim Ekandjo, Namibia Statistics Agency’s executive of information technology and data processing Tersia //Gowases, Engelhardt Kongoro, and Onni-Ndangi Iithete since August 2020.
The board’s term ends in August this year.
Mulunga declined to comment.
On 20 January, Comalie wrote a letter to Shiimi requesting approval for payments related to various meetings.
In the letter, she outlined the purpose and agenda points for each meeting, including additional meetings held to discuss the bid for strategic production assets with Sonangol, and policy review sessions with management.
Comalie also disclosed that the board had discussed a request for an extra N$100 million deposit on the Sonangol deal in letters dated 19 and 22 August 2022. However, on 24 August 2022, it was discovered that the deposit had been paid without the board’s approval. As a result, on 13 Septemberr, the board convened to investigate the unauthorised payment and to implement mitigation controls for recovery.
Comalie provided additional details on the agenda points discussed during the meeting, which included launching a formal investigation, determining the way forward for the Sonangol transaction, and considering funding proposals.
In a letter dated 7 November, she documented that the board had deliberated on the 2021/22 audited financial statements, executive remuneration approved by the minister, and an update on the Sonangol deal and investigation.
Furthermore, Comalie noted that a meeting was scheduled for 12 December to review and endorse the executive remuneration package submission, the chief financial officer’s contract, financial status of the organisation, and provide an update on the Sonangol deal and investigation.
In a letter dated 27 February, Shiimi acknowledged that the meetings held by Namcor were unauthorised
“Board sitting allowances are deemed to form part of the remuneration payable to the board and as such Namcor had a legal duty to consult my office prior to the engagement of board meetings giving rise to the payment of such allowances,” Shiimi wrote back to Comalie.
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