Dudu Myeni’s piloting of SAA board illegal‚ says commission

South African Airways (SAA) chairperson Dudu Myeni’s stay at the helm of the airline’s board is illegal.

Myeni has served three consecutive terms as a nonexecutive director at SAA‚ making her ineligible for a further extension of her post on the board.

The Companies and Intellectual Property Commission (CIPC) has written to Finance Minister Malusi Gigaba informing him of the illegality of Myeni’s contract extension‚ both in terms of SAA’s memorandum of incorporation (MOI) and the Companies Act‚ which governs the appointments of directors. 

The CIPC sent the letter to Gigaba on Thursday‚ in which it told the minister that no notice had been filed with the regulator informing it that Myeni’s contract had been extended. 

SAA had 10 business days within which to file notice of Myeni’s extension with the CIPC‚ which enforces the Companies Act. The national carrier has yet to file the notice.

Former finance minister Pravin Gordhan reappointed Myeni to the SAA board as chairperson in September 2016 for one year‚ in a move that was widely seen as a compromise. Her board contract ended on August 31 this year‚ but Gigaba has extended it by one month until November 3‚ when SAA is scheduled to hold its annual general meeting.

But “Ms Myeni’s continued occupation of the position of director and chairperson of the board of SAA is deemed to be illegal”‚ wrote the CIPC in the letter signed off by acting commissioner Andre Kritzinger and dated September 14.

The standing committee on finance has also given Gigaba seven days to provide supporting documentation to illustrate how he extended Myeni’s term‚ because the committee believed this to be irregular.

The CIPC wrote to Gigaba as the shareholder representative.

“Clause 13.4.1 of SAA’s ... MOI states that a nonexecutive director shall hold office for a term of three years and shall not hold office for more than three consecutive terms. It is the CIPC’s understanding that Ms Myeni has served her three consecutive terms.

“Section 70 (1) of the Act states that a person ceases to be a director when the person’s term of office as a director expires and‚ in terms of section 70 (6) of the Act‚ every company must file a notice with the CIPC within 10 business days after a person ceases to be a director of the company. To date the CIPC has not received this notification‚” said the CIPC.

- BusinessLIVE