Ken Borland

The death knell sounded for the existing Cricket South Africa Board on Sunday with the resignation of five non-independent directors and the move to appoint a Board with much better practitioners of corporate governance can now gain pace, according a Members Council insider.

The resignations of acting president Beresford Williams and fellow directors Angelo Carolissen (Boland), Donovan May (Eastern Province), John Mogodi (Limpopo) and Tebogo Siko (Northerns) has left the Board with just one non-independent director in Zola Thamae and three independents – Dr Eugenia Kula-Ameyaw, Marius Schoeman and Vuyokazi Memani-Sedile.

But they are expected to also stand down before Tuesday’s deadline set for CSA by sports minister Nathi Mthethwa, opening the way for an interim board to be appointed, which will complete the adjustments to the Memorandum of Incorporation that will change the composition of the Board. The major changes will see a majority of independent directors and non-independent directors will no longer also have a seat on the Members Council, as per the recommendations of the Nicholson Commission of Enquiry in 2012.

“Not all of the directors were happy to go, but they were basically told they had to, we forced them. We will now wait for the independents to resign, and if they don’t do that then we will deal with them quickly. An interim board will then be set up and we will take a suggestion as to how that should happen to the sports minister on Tuesday. And Sascoc will assist us with that.

“There may be one or two current members of the Members Council on that interim board, but we have decided that nobody who was in office in the four years between 2016 and December 2019 will be eligible,” the Members Council insider told The Citizen on Sunday.

It seems Anne Vilas of Central Gauteng cricket and KZN president Ben Dladla, two of the stars in the Members Council’s efforts to flex their muscle against the board, could be involved in that interim board because they have only recently been elected.

There are some doubts, however, that the interim board will be able to get the new MOI formalised before the AGM on December 5, leading to a possible delay in elections for the permanent new board.

It will be interesting to see how the new independent directors, who should make up the majority of the board, are elected because there have been some far-from-stellar appointments in the last few years. The independent directors that have been there have largely failed to intervene in the governance scandals that have plagued CSA and in some instances have actually made them worse.

The meeting between Cricket South Africa’s Members Council and Sascoc was not as successful as CSA’s official statement made out on Tuesday, with a major sticking point being even if the Members Council vets the Sascoc independent task team investigating their affairs, who is going to pay for it?

While the Members Council have agreed to a “collaborative approach in the interest of good governance and executive operations” with Sascoc, the South African Sports Confederation and Olympic Committee were apparently not yet able to furnish CSA with the details of who the task team would comprise, how it would function and, crucially, who would take charge of all CSA’s operational functions if the executive management stepped aside as requested by Sascoc.

The mother body, which is also cash-strapped after a series of their own legal disputes, has also stated that CSA should pay for the task team. Figures as high as R40 million for a month’s work have been mentioned.

“We have made some progress and we have agreed to allow Sascoc to investigate what they want to, we are not trying to hide anything. But Sascoc have not been able to tell us how this task team will be structured and if they remove the whole executive team, who is going to run CSA and handle the finances? And the Members Council have said there is no way we are going to pay for the task team,” a Members Council delegate told The Citizen on Tuesday.

“Nobody knows exactly how this task team will happen, but hopefully the follow-up meeting on Thursday will clarify these things,” the Members Council member added.

Another Members Council delegate said it has been amazing to see the growth in unity and purpose within the body, which comprises the 14 provincial presidents and technically has oversight over the Board of Directors, who they appoint.

“It was a fantastic Members Council meeting and we seem to be finally understanding the level of authority that we have,” the cricket administrator said.

Three representatives of the Members Council – Anne Vilas (Central Gauteng), John Mogodi (Limpopo) and Xolani Peter Vonya (Easterns) were meant to hold a press conference on Tuesday afternoon but this was postponed in another indication that CSA and Sascoc are not yet on the same page.

The presence of Vonya on the Members Council, never mind speaking for it, is also a point of conjecture because he has allegedly been suspended by his own union, which should then make him ineligible for the body of union presidents. He is one of several administrators with clouds over their heads who are still there on the Members Council.

Cricket South Africa’s Members Council, having studied a summary of the Fundudzi Forensic Report over the weekend, have decided that whatever the governance failings of the Board of Directors were, they are not terrible enough to warrant them stepping aside ahead of the AGM, which has to be held by November 5.

The 14-strong Members Council includes seven members of the Board, an awful structural defect which perhaps made stronger action impossible. Nevertheless, there does seem to be a strong desire for change in CSA’s governance structures and how the Board is constituted. The weekend bosberaad decided that CSA’s Memorandum of Incorporation is to be revised with special attention given to the composition and roles of the Members Council, the Board of Directors and executive management.

But it is the current Board who will be responsible for the implementation of these changes before the AGM.

“The summary of the forensic report was quite comprehensive and covered all the burning issues. Just the litigation-sensitive stuff was kept from us on the advice of legal counsel from Bowmans Gilfillan so as to protect the case they are building against the relevant people. But there was not much in there that should affect the appointment of directors. Not many of the responsible people remain on the Board.

“There are things that could have been done better and some decisions made by the Board were not great. But often they rely on senior management to feed them the information, you trust that information to be correct and then six months later when you discover that it is not, then it’s too late. But I can’t really see why it was kept from the public,” a Members Council delegate told The Citizen on Sunday night.

The Members Council will now have their meeting with Sascoc, who have called for the Board and executive management to stand aside and allow the independent task team they are appointing to conduct an investigation into the affairs of CSA, on Monday evening.

But the practicalities of who would actually be in charge of the operations side of CSA, as well as what is seen as “quite an aggressive overstep by Sascoc”, makes it unlikely that CSA will agree to the Sascoc demand for directors to step aside.

A date for the AGM, originally scheduled for September 5, has not been finalised, but the controversy over the nominations process for new directors was discussed. The process will now be overseen by an interim selection panel comprised of people from both within and outside the game.

The proposed changes to the MOI will all need to be ratified at the AGM.

The Members Council ‘owned’ the Fundudzi Forensic Report auditing the affairs of Cricket South Africa in the wake of the suspension of then-CEO Thabang Moroe from the moment they commissioned it last December and they are hopeful that they will finally get to see it without onerous conditions this weekend.

CSA announced in the early hours of Friday morning that the CSA Board of Directors and the Members Council would hold “a joint workshop this weekend to discuss critical matters” and while their statement was in response to Sascoc’s intervention in their affairs revealed on Thursday evening, provincial presidents have confirmed to The Citizen that Saturday’s agenda includes a discussion of the forensic report, which was completed in June.

“We will all be under one roof and hopefully we will at least get a partial view of the report that we will dissect and analyse. I’m pretty sure the forensic report will be made available, or at least what can be made public knowledge will be. This weekend is really make-or-break time for Cricket South Africa, I believe. And then hopefully we will meet with Sascoc on Sunday,” a Members Council delegate told The Citizen on Friday.

According to a president of a major CSA affiliate, efforts to get the organisation, which has postponed the AGM they were meant to hold on September 5, back on track by allowing the Members Council to be informed of any other directors or staff implicated in the misgovernance which saw Moroe being formally dismissed last week, have been hampered by the seven Board members who also sit on the Members Council.

“I’m disappointed by the Members Council to be honest, we just seem unable to make a decision, some representatives are just going along with whatever the Board members say,” the president said.

“There are seven other members of the Members Council and three of them have been especially vocal, but there seems to be a very serious conflict of interest amongst the Board because some of them earn double what their normal income would be by being directors. It’s a flaw in the system but Sascoc are dealing with the Members Council as we look at our Memorandum of Incorporation as well.”

According to their constitution, CSA have to hold an AGM by November 5.