BY SHAME MAKOSHORI
ZIMBABWE’S capital markets regulators said on Friday they will not be dragged into Dairibord Holdings Limited’s internal issues.
The country’s largest dairy processor slipped into the eye of a storm two weeks ago after a minority shareholder raised issues over the appointment of finance director, Mercy Ndoro, a DZL veteran, to succeed outgoing CEO, Anthony Mandiwanza who leaves the firm at the end of September.
Jacob Mutisi, a minority shareholder in the Zimbabwe Stock Exchange (ZSE) listed outfit, claimed the succession was irregular as Ndoro was Mandiwanza’s “second wife”.
Mutisi has lodged complaints with the DZL board, the ZSE and the Securities and Exchange Commission of Zimbabwe (SecZim) claiming Mandiwanza has violated corporate governance standards.
However, in separate interviews with Standardbusiness, ZSE CEO, Justin Bgoni and SecZim acting CEO Gerald Dzangare said their mandates did not stretch beyond regulating the capital markets.
“It is important to note that this is a shareholder issue,” Bgoni told Standardbusiness.
“He has to exhaust internal processes first before approaching us.
“As a regulator, we don’t run companies. For now it is difficult for us to approach DZL,” he said.
His views were shared by Dzangare, who said Mutisi had to exhaust internal channels before taking his complaint out of DZL.
“I think he is fighting his war on the wrong front,” Dzangare told Standardbusiness.
“As regulators we regulate the capital markets, not individual companies. If they are not happy with the appointment they should hold their board to account because boards are appointed by shareholder.”
On Wednesday, Mandiwanza laughed off the claim.
“Shame! There are times when you don’t want to respond to idiots because you become an idiot too,” the DZL chief told Standardbusiness.
He was responding specifically to claims that Ndoro is his ‘second wife.
“A genuine shareholder of a company like Dairibord would go to the board and present his issues. Every company that is listed on the ZSE, and even private companies, has a succession plan. Dairibord could not stay without a succession plan. If I did not have a succession plan and (things went wrong) I would be blamed again,” Mandiwanza said.
“An outgoing CEO can’t appoint a successor. He said I want to come back as chairman, but the appointment of a chairman is done by the board, which is appointed by shareholders. There are lines of responsibility. Shareholders elect a board of directors and hold them accountable. You will find that he has not challenged the professional qualifications of my success and her resume. I am surprised that he was comfortable with her as the FD for 13 years, and he can’t be comfortable with her as CEO. How do we manage succession planning? You have seen her at analysts briefings where I have given her more time to talk to analysts. It was all part of succession planning. If you want to know details about the Dairibord balance sheet she has the details.”
Mandiwanza swept to the top chair in 1996, after which he led DZL’s privatisation and listing on the ZSE in 1997.
But following a hugely successful career highlighted by extensive forays into regional markets, his tenure had recently been the subject of protracted debate.
His critics have queried why he clung on for too long.
Their queries appeared to be answered when the DZL board announced his departure.