He blamed the Minister of Works and Transport Erkki Nghimtina for meddling in the day-to-day running of the parastatal and then snubbing the former board for over 18 months merely because the board did not sing his tune.
Lameck spoke at length about the issues surrounding the public private partnership property development that TransNamib entered into and several other issues the board and the minister clashed over.
He also revealed that no official handover took place between the outgoing and the incoming board, once again because of the minister’s interference.
Windhoek Observer (WO): What was the relationship like between the former TransNamib board and the Minister of Works and Transport in the months leading up to the firing of the board?
Festus Lameck (FL): I would firstly like to correct an erroneous postulate. People think that someone fired us, but our term ended and the appointing authority never gave us the option to renew our contracts. Therefore, no one offered us the option to extend our term, but neither did anyone fire us. Many things led to the end of our term and it was really a sad saga in the sense that, the company was bleeding due to no fault of the board or management. The malady affecting TransNamib since around 2004 are documented, there are stacks of papers proving the board would plead with the shareholder to come to the table and re-capitalise the company and that TransNamib was never properly capitalised. There was the issue of the rolling stock and so forth. To say the very least, in our last months as a board we had a strained relationship with the line minister.
WO: How frequently did the board meet with the minister to brief him and discuss pertinent issues about TransNamib?
FL: Well we tried on several occasions to get audience with the minister, but it seems he was just not interested in meeting with us.
WO: Is it true that when your board’s term came to an end you had not officially communicated with the minister for approximately 18 months?
FL: Yes and no, as I said, for that period no official communication took place. It was a strained relationship as I said before.
WO: Did you attempt to approach the prime minister who chairs the SOEGC, or even the president as the relationship between the board and the minister progressively worsened?
FL: Yes, we did but you see the saddest part in Government and with parastatals in particular is that they always refer you back to the minister. They will tell you to solve things with the minister first and that things must come from the ministry and not the parastatal directly. I think that as the shareholder Government should have a direct line to the parastatals. Parliament also has all these committees and sub-committees why can’t they interrogate the management without fear or favour?
I say this because what you find happening is that a board will have a whole range of responsibility, but then questionable authority in terms of execution. A board will execute its duties as per its mandate because a board must carry the best interest of the company directly, and not necessarily, the best interest of the shareholder. With the shareholder, a platform exists to address issues and this is normally done at the AGM at the end of the year, but here and with parastatals in general, we have ministers heavily involved in the day-to-day running of the parastatals. This is what leads to the skewing of corporate governance.
WO: What was the rationale behind the property development agreement between TransNamib, Afrikuumba and other private companies, and what were some of the sticking points?
FL: The minister of finance advised us to make use of the TransNamib property to save the sinking ship. She would always tell us that we are constantly asking Government for money, but that we did not harness the profit we could generate from our property portfolio. Therefore, we went ahead and even found applications had already been there even before our time. We then proceeded with our mandate, which was to make money with this property, and I think that is when all the problems with the TransNamib board started.
We made sure that we communicated everything we did, and we even wrote reports explaining all our decisions to the minister. A point even came when the Anti Corruption Commission zeroed in on the property deals, and they wrote a letter after their investigations clearing TransNamib of any wrongdoing. Another sticky point was that the minister felt that the board did not consult him properly before it took the decisions on the property deals, but we had consulted as per our mandate.
The minister went as far as to misrepresent the facts at Cabinet level, stating that we had not consulted and that the board had not acted in the public interest. He wanted TransNamib to develop property on its own and not enter into partnerships with the private sector, but how does one do that with no money? The only restriction placed on us as a parastatal was that we could not sell the property, and we did not do that.
WO: You were at loggerheads with the minister about the property deal, but what made the minister unhappy with the shareholding structure?
FL: Now when it came to the shareholding structure TransNamib had 20 percent and the private company 80 percent of the shares. Normally how it works is that your percentage of shareholding in a particular enterprise depends on what you put in. Therefore, the value of the land we brought to the table determined our value in the agreement. The other party brought in almost three times the amount of money so that determined our shareholding.
What people must remember is that shareholding is only representative of the business, but the land on which the business would transact still remained wholly owned by TransNamib. We did all this for the purpose of improvement, but the land remained ours. I can expand a little bit on this, in that the only way we would have been able to increase our shareholding say by 50 percent, was by saying okay guys we will put in the equal amount of that money over time perhaps, but that was not a realistic approach. The minister also had a problem with the fact that we had given 99-year leases on our residential properties, but that worked out perfectly and was exactly what the bank wanted to see.
WO: Media reports linked Jerry Muadinohamba to TransNamib. What role did he play at the company and is it true that he was the minister’s preferred candidate to take the MD position?