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Chris Muronzi
RESERVE Bank chief Gideon Gono has dismissed the recent reconstitution of ReNaissance Financial Holdings Ltd’s board as null and void.
In a letter to RFHL chairman Christopher Chetsanga, dated January 26, Gono said individuals purporting to be board members of the financial services group should wake up from their deep slumber.
“In view of the foregoing, our position remains that the purported‘resolutions’ in the said ‘Adjourned Extraordinary General Meeting’ are null and void, and of no legal force. We have no business to do with the purported ‘new’ board appointments,” Gono wrote.
“The Reserve Bank only recognises the existing board members of RFHL who were subjected to our fit and proper person assessment criteria. Anyone purporting to be a board member of RFHL without having gone through the requisite fit and proper person assessment criteria should wake up from their deep slumber. Be guided accordingly,” he added
Gono’s reaction comes in the wake of RFHL shareholders Patterson Timba, Dunmore Kundishora and Clementine Sibve calling an EGM last week to fire Chetsanga and two other directors, Collin Kuhuni and Monica Mukonoweshuro, on accusations that the trio had violated their fiduciary duties.
Kuhuni, Mukonoweshuro and Chetsanga were “fired” from the board by Timba and company but Gono said after RFHL banking division ReNaissance Merchant Bank was placed under the care of a curator, the powers of directors were suspended.
RMB was placed under curatorship last year after the Reserve Bank unearthed systematic abuse of depositors’ funds, interparty loans and total breakdown of corporate governance structures.
Gono said because the EGM was called by members subject to the corrective order setting aside their authority, the meeting was irregular and unlawful.
“The said EGM was an abuse of the shareholding structure and in contravention of the Banking Act and the Banking Regulations,” wrote Gono.
He said the RBZ was empowered under Section 45 (1) (a) of the Banking Act Chapter 24:20 to monitor and supervise associates of the banking institutions, including their holding companies, adding that the appointment of board members into RFHL fell under the oversight of the central bank.
“Bank holding companies are therefore subject to oversight by the Reserve Bank. As such, no person shall be appointed to the board/senior management of bank holding company without the prior written consent of the Reserve Bank.”
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