Nakale pocketed N$380 000 in sitting fees at SME Bank
The recent article on the SME Bank (31 March 2017) left but a sour taste in my mouth. The article was nothing but an attempt by the former Director Petrina Nakale to clear her name in the current debacle surrounding the Bank.
However her attempt clearly fails as Nakale only illuminated to us the readers clear and present blind spots she chose to ignore. Allow me to raise them: Gross Dereliction of Duties: Nakale was the Director of Industrial Development during the time of the Bank’s formative stages and therefore she was also responsible to report to the Ministerial Principals duly.
However, it is clear from the previous PS’s (Malan Lindeque) communications and assertions to your questions that she clearly failed in her duty and was not ensuring effective communication channels. This is a clear dereliction of duties and the fostering of a ‘I couldn’t care less’ attitude towards delegation of authority. It is clear that she was heavily involved with Andrew Ndishishi during his time there but reduced her working cooperation substantially with her new Ministerial Principals after he left and run her mandate on SME Bank as if it was her shebeen.
This argument is also substantiated by the former Chairman of the Bank who raised and asked Nakale to ensure certain requirements are done (including finalizing the Government shareholder certificates) but she completely went silent on him and never responded to his request. This information is contained in the exit letter of the Former Chairman of the Bank to the Minister of Trade and Industry. Not adhering to Duty of Care as a Board Director: Nakale is proud to assert in the article that most of the ‘stealing’ happened after she left the Board in 2015. However, this is a serious blind spot as it raises more questions than answers. Firstly she acknowledged that there was ‘stealing’ even when she served on the Board although she mentioned that most occurred after she left. So if she was aware of ‘the stealing’ already as a Board member-what did she try to do about it since she labelled herself as ‘some who were critical’. Was she just yelping like a Chihuahua about some ‘stealing’ going on
but did nothing formally or could she not inform her Ministers and PS as she had the ‘I couldn’t care less’ attitude as alluded above? And as a previous Director on the SME Bank, did she even bother to submit a formal report to her principals (Minister, Deputy Minister, and Permanent Secretary) to raise alarm? Earning of Board Fees: Mind you Nakale actually earned Board fees during the 2011-2015 period as a Board Member of the SME Bank amounting to some N$380,000 of which records are readily available at the SME Bank.
value for money justified such payments given firstly that she is a Civil Servant and current protocols dictates, unless permission was granted- public servants can’t earn board fees especially if you are from the Parent Ministry overseeing the SOE or public company. Thus Nakale’s interest is to tell the Namibian nation that she was aware of some stealing in her time but also that most stealing occurred after she left but she then hides the fact that she got close to N$400,000 with no value for money on her services?
There are no records that indicate whether Nakale was ever granted permission to earn board fees at SME Bank. Gross Display of Incompetence on mechanics of Underlying Companies: Nakale is fast in showing the Namibian Nation that various underlying entities where formed at the Bank’s formative stages. However she illuminates another serious blind spot once again which clearly indicates how we ended up in this organizational quagmire under her watch. Firstly, she was heading Industrial Development when the underlying entities where formed (The Section 21 and the PTY (Ltd) carrying the similar name of Namibia Financing Trust).
It was under her leadership that the mix-up was formed of the two entities. It was under her leadership that a frantic attempt was done in 2011 to change the name of the Section 21 to something else. She is economical with the truth when she claimed that by then they had obtained a legal opinion- NO the legal opinion was done in 2013 through the PS’s office upon the realisation of her gross incompetence. Still despite the legal opinion by T. Frank that a Section 21 cannot own shares in a Bank, Nakale never acted to make the requisite changes-she quietly was earning her Board fees illegally. Secondly, she overlooked a situation whereby the PTY (Ltd) correctly signed the Shareholder’s Agreement with the Zimbabweans.
However, she thereafter overlooked a situation where she wrote a resolution to the rest of the Section 21 members to appoint A. Ndishishi as a Trust representative on the SME Bank subscription documents at the Company Registrar! That means that she is responsible to have not done her duties to keep consistencies in terms of the PTY (Ltd.) to have signed off the Shareholders’ Agreement and also to have been the subscriber to the SME Bank’s registration documents.
And that is the situation today; the Bank in terms of the Namibian side has two different subscribers on the Shareholders Agreement and on the Bank’s documents itself. Similarly, as the Director of Industrial Development and a Board Member Nakale did nothing to ensure that the requisite 7 signatures on the Bank’s documents are fulfilled, despite the Company Registrar’s repeated requests! The SME Bank’s registration documents where thus never finalized and that is why the shareholders’ certificates were never issued until today.
Incomplete Disclosure of Ministerial Transfers: Nakale is quick to reveal the Ministries transfers over the years to the two underlying entities that then transferred further to the SME Bank. She is quick to tell the Nation that she is aware of some N$84 million and another N$ 2 million (emanating from some interest accrued). However, this raises more questions.
As she was heavily involved in the two underlying entities (the PTY (Ltd) and Section 21) along with the Director of Finance and Administration at the Ministry of Trade (Munu Kuyonisa, he of the infamous Development Corporation Brigade also earning board fees illegally-see the trend?) they controlled all flows of funds transfers from the Ministry (as Director of Industrial Development and Director of Finance and Administration) to the two underlying entities (where they served on the Boards together) who then transmitted the funds to the SME Bank (where Nakale was serving- Kuyonisa was supposed to serve on the SME Bank Board too but chickened out due to stringent BON prospective director’s scrutiny requirements).
So if anyone has to explain to us where the N$84 million emanated from and where the N$2 million interest accrued disappeared into thin air-it can only be the TWO OF THEM-Nakale and Kuyonisa. Once again the question arises as to where the Principals in the Ministry of Trade ever informed of the N$84 million? Crucially did Nakale ever bother to inform the current Minister of her intentions to take Ministerial Information related to the SME Bank to the media? Why the need to show her side of things so urgently whilst choosing conveniently to hide the blind spots?
Besides, Nakale must really come clean on the Ministerial transfers as she and Kuyonisa were controlling the transfers. Records at the Company Registrar shows that the two underlying entities never submitted any Annual Returns-a clear dereliction of their duties and well an appropriate outcome for one to do seedy activities without being noticed. Nakale must come clean and reply to these blind spots for the Namibian Nation to believe her side of her story.
Otherwise we are just dealing with someone with delusions of grandeur that she had no such blind spots but did this country a great service and therefore enjoyed her almost N$400,000 in board fees in a company that she was directly overseeing as she emanated from the Portfolio Ministry. Finally, as such as the SME Bank Saga goes on, we call upon the Head of State Hage Geingob, top hold these people to account. The country suffers but the people in charge enjoy their happy dances every day. I call upon the HE to institute a commission of enquiry into the SME Bank saga.
Q: As a previous Director on the SME Bank, did you submit a formal report to principals (Minister, Deputy Minister, and Permanent Secretary) to raise alarm on suspicious activities at the bank?
A: How would I know if things happened when I left? If the suspicious activities happened the time I left I would not know. If I knew I would have raised it. If they were happening doing my time I would have raised it.
Q: Nakale actually earned Board fees during the 2011-2015 period as a Board Member of the SME Bank amounting to some N$380,000 of which records are readily available at the SME Bank. Is there any truth in that statement?
A: This board fee was for every board member, why should I be singled out? I just earned like any other board member.
Q: As the Director of Industrial Development and a Board Member Nakale did nothing to ensure that the requisite seven signatures on the Bank’s documents are fulfilled, despite the Company Registrar’s repeated requests! The SME Bank’s registration documents where thus never finalized and that is why the shareholders’ certificates were never issued until today. What is your position on this?
A: I was not an administrator of the bank, I was not part of the management of the bank, I was just a board member who goes there for board meetings, it was not my responsibility to run around with bank documents to make sure that all the signatures are there. That is the job of the management of the bank. I was there in my capacity as a board member. What delayed the share certificate is not the company registration, it was the transfer of the building that was in NFT and because of legal implications that NFT was not the right vehicle it was difficult to transfer that as government’s part contribution.
Q: Were the Principals in the Ministry of Trade informed of the (fictitious) N$84 million?
A: Why should I write to the Ministry if that amount was generated by the internal auditor of the ministry? He should be able to explain and substantiate this figure.