PPC plan is ‘in company’s best interest’

PPC executive chairman discusses the agreement reached with shareholders to reconstitute the company’s board and cancel the special meeting‚ in this interview conducted on December 3.

BUSINESS DAY TV: PPC and a group of activist shareholders have struck a deal that will bring an end to the almost three months’ long saga at the company. They’ve called off next week’s special shareholder meeting and agreed instead to reconstitute the board at their AGM (annual general meeting) in January.

Joining us now in the News Leader studio is PPC’s executive chair‚ Bheki Sibiya ... Bheki‚ so some of the headlines have read “PPC’s avoided a boardroom coup”‚ “PPC has avoided a December the 8th showdown” ... how should we be reading ... what’s transpired today?

BHEKI SIBIYA: We need to read into it that the PPC board‚ together with the requisitioning shareholders‚ has come up with a common ground agreement in the best interests of the company.

BDTV: Part of that common ground is a compromise in which you are now reconstituting this board so did former CEO Ketso Gordhan’s argument hold any merit?

BS: May I share with you that (of) the board members who were serving in the board when he left on the 22nd of September ... only two ... are retiring. They are retiring out of their own volition‚ because they are wanting to do space creation. The third main executive director who is standing down is Mr Darryll Castle and the reason is‚ he is a candidate for the CEO position and we mutually felt it is appropriate that he excused himself. So the rest of the board members are remaining and therefore the change of two doesn’t (really) mean ... radical change ... it is not.

BDTV: Bheki‚ did any of Ketso Gordhan’s ... and also Foord ‚Visio‚ and Nedbank’s arguments hold any merit because there was some argument about governance on the board and the constitution of the board.... Were they found to hold merit?

BS: They were not holding any merit at all and I think let’s look at the former CEO. The former CEO raised this issue only after we had turned down his request to withdraw his resignation. Never in the previous 20 months had he raised that and he as the CEO who had the opportunity of engaging with the shareholders at least twice per year‚ during the interims and during the final results‚ but the CEOs or rather the shareholders generally are open to engage with the CEO if the meeting is requested.

BDTV: Yet they did want a board change and you have bowed to that board change in January instead of next week?

BS: May I get ... asked the question properly?

BDTV: The three requisite shareholders‚ Foord‚ Visio and Nedbank‚ did want the change to the board‚ that’s why they asked for the meeting next week‚ and you have met them halfway by agreeing to reconstitute the board in January?

BS: We have met them somewhere halfway ... but let’s understand the process clearly because sometimes the written word ... (does) not clarify issues well. They have nominated six of the directors. We are going to consider those through the nominations committee. We have opened up for any shareholder of PPC to nominate people who they believe are worthy and that is closing at the end of the business day on Monday. We are going to put all those names together through the nominations committee led by Tim Ross who is a lead nonexecutive director‚ and then we’re going to come up with a list of 14 director candidates from whom we are going to elect six.

BDTV: So this may seem a bit premature as a question but how are you rating the expertise and experience of the nominees that have come through so far because it would require a specific skill set one assumes‚ pursuing this Africa strategy more aggressively moving forward‚ so what’s required?

BS: For us we have looked at some and we have felt that there are some who are worthy to be considered and there are others whom we looked at and we thought‚ the requisitioning shareholders have a right but we have our own reservations.

BDTV: That’s as diplomatic an answer as we’re going to get tonight. Are you happy with the outcome or the compromise that you have reached with those three shareholders?

BS: May I indicate that I initiated the engagement with them and I therefore nominated the three people who were the go-betweens and for us‚ we felt‚ in the best interests of the company. This is the best we can do.

BDTV: Okay so looking at the best interests of the company now‚ what next for PPC‚ to what extent will this reshuffle influence ... the company’s Africa growth strategy ... because it implies that you would have this different board‚ which implies a different thinking and a different approach?

BS: May we look at it this way. The strategy is owned by the board‚ it was approved by the board. The board continues to be excited about the strategy. Post the departure of the former CEO‚ it continues to implement that. I had the honour last week of being in Ethiopia where we have increased our shareholding to 51% post the departure of the former CEO. I have engaged with Zimbabwe‚ Rwanda and the DRC (Democratic Republic of Congo). We are excited about the work which is happening there. The GDP (gross domestic product) growth in those countries ... is far higher than (in) SA so we are excited. (In) Algeria‚ the feasibility study is proceeding‚ it will be presented to the board during the first half of next year and therefore the jury is out on Algeria. But for us‚ in terms of the growth‚ we are excited about the growth‚ all the four projects are fully funded and as we have the people who are implementing or actually building‚ they are on site on all ... four sites and so we’re excited. What we are looking at is to say‚ where else are we getting the opportunities and for us we are looking at sometimes in the same geographies where we are‚ in other times in adjacent geographies. But we are excited about it and the PPC share unfortunately is subdued but this is the time to buy.

BDTV: Bheki ... this isn’t a sales meeting ... this new strategy is going to have to be driven by the new CEO when you find a new CEO‚ how far are you in that process?

BS: We had a list of 85‚ we’ve reduced it to 10‚ we reduced it to six and as we stand today it is four and that’s why we are comfortable that by the end of this month we are going to make an appointment. And we will look at somebody who will start obviously as soon as possible. They may have arrangements where they are employed but we are looking at on the 26th January that we are going to introduce to the board physically‚ the CEO who is going to be taking the company forward.

BDTV: Well‚ we look forward to that news coming to the fore‚ Bheki‚ always a pleasure.... And of course some news for us to take us up to the Christmas period when news runs dry.

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