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Business News of Thursday, 20 April 2006

Source: Ghanaian Chronicle

GIA heading for collapse

Musical Chairs As Conflicting Allegations Rage

On February 10, 2006, Mr. Kwadwo Mpiani, the powerful Minister for Presidential Affairs and Chief of Aviation wrote to the Manager GIA-USA, LLC in Salt Lake City, which is in Utah; the one state in the United States which is virtually owned and controlled by the Mormons.

The Mormons are a sect of the religious Faith that believes in polygamy, disrespects blacks and believes in Joseph Smith (the founder), not Jesus The Christ, as the only source of salvation and eternal life.

Mpiani's letter laid the background for the eventual security take over of GIA offices, which is owned by a Lebanese business tycoon, who also owns Omanfofor and dealership of Mercedes Benz, among other well-run business ventures.

Instructively, a press briefing called by Mr. Kwadwo Mpiani to explain his version of the truth, excluded this newspaper, but included the top players of the famous self -styled coffee shop mafia and Nana Ohene Ntow, the general secretary of the New Patriotic Party.
His letter titled, "GIAL SHAREHOLDER AGREEMENT: MANAGEMENT OF GIAL", made a lot of play on his dissatisfaction with the 'manner in which the affairs of the airline was being handled and demanded an immediate amendment of the November 2004 shareholders' agreement.
With Dr. Charles Wereko Brobbey helping in the explanatory briefing and proud member of the coffee shop mafia significantly absent because of his out-of-line rendering of events at the GIA the previous days, Mr.Mpiani lamented that 'the letter and spirit of the shareholders' agreement anticipated that the management team, led by Ralph Atkin, would be in place for a reasonable period, but definitely not less than one year therefore the agreement must be abrogated or at a minimum, amended to reflect the existing conditions and circumstances'.
In the two-page letter, missing from the sheaf of documents passed on to senior journalists Mrs. Gina Ama Blay and Randy Abbey among others amidst a sumptuous meal and red wine at the Imperial Peking Chinese restaurant, where the bills were promptly picked up, Mr.Mpiani made a shuddering conclusion: "We have concluded that your continued management role in GIAL in not tenable. The Board of Directors of GIAL SHALL APPOINT A NEW MANAGEMENT TEAM, which shall be answerable to the Board of Directors with immediate effect.
The letter was copied to Ralph Atkin and interestingly enough, to Mr. Sammy Crabbe of Unger Oaks Consult.
Subsequently, reports by the rest of the media, including comments by Mr. Nana Ohene Ntow, speak of aspects of management that include issues that are of a criminal nature, including serious issues of conflict of interest.
Mr. Crabbe acknowledged ownership of Unger Oaks, which has virtually all the 30 percent shares and also owns the Mary Greenslade Information Systems that has had a working professional relationship with GIA and has been known by the board and shareholders up front in earlier interviews with the Chronicle when the NPP Greater Accra raced to protect their boss, who was being thrown out of the office by the Police and plainclothes men.
Press reports relying on the Mpiani briefing lists some of these companies as targets for investigations as if they had never been known.
What is withheld is that other board members, including the latest board installed by the Chief of Staff and which was subsequently asked to sack Brian Presbury, are already dealing with GIA without clearance from its board.
Andah and Andah Auditing is an Accounting firm linked directly to board and management member, Mr. Kojo Andah, who gleefully agreed to serve on GIA, knowing fully well the implications.
Mr. Mpiani's letter received a swift and detailed response from GIA-USA LLC from US and also from Accra, where reference was made to the legally binding shareholders agreement among other things.
The letters from the lawyers, dated February 10, 2006, was copied to the Attorney General, Commercial Division of the US Embassy and Board Chairman.


It stated among other things that: "The services of the management team will not be terminated by the Board of Directors or shareholders without the unanimous vote of the shareholders".
'The shareholders agree that they will cause the directors that they have designated and which are elected as directors, to approve the management team proposed by GIA-USA from time to time '
The lawyers also cautioned in the letter written a full two months before the coup d' compagnie that 'Our client is however amenable to settlement of this issue amicably to avoid destroying the very venture that we have collectively toiled to set up, by resorting to court action for specific performance of the shareholders' agreement'.
As if the lawyers knew what was going to happen, they wrote, "Your present positions will cause enormous concern on the part of the potential investors, both inside and outside Ghana. It has already proved an enormous stumbling block in terms of obtaining the commitment of Ethiopian Airlines. It has repeatedly arisen in conversations with both local and overseas banks and has even gone as far field as Washington DC, where we have been attempting to enlist the support of IFC/Exim Bank for a possible finance for the new aircraft in the near future."
"Please take note that the agreement has laid-down procedure for the settlement of disputes of this nature and this is by; (a) amicable settlement by the shareholders or (b) referral of the issue in dispute to mediation or (c) referral of the dispute to arbitration."
Ghana International Airline, now saddled with debts and major credibility problems, is set to lose the $20 million that the Director General, Mr. Osei, released from contributions of workers of Ghana towards their pension.
At this pace, it is only a matter of time before the airline collapses, as The Chronicle gathered that two of the signatories to the bank's accounts, Mr. Brian Presbury and the Chief Financial Officer, were flown out of the country for their own safety, with the British High Commissioner offering them safe escort.
The stage was set last Tuesday for a protest march against Mr.Kwadwo Mpiani, who is seen by the New Patriotic Party (NPP) rank and file as the source of the mass discontent within the party.
Mr. Crabbe, who has endeared himself to the party with his deployment of skills in building opportunities for employment for party men and giving them a listening ear, without prodding from him, resolved to confront Mpiani in a show of force.
The showdown, which was scheduled for Wednesday, was temporarily suspended when Mr. Mac Manu, who had just returned from a rousing engagement in London, where he addressed party faithful at North London, deployed his first Vice Chair and together, they successfully talked them out of it, as the President was absent during the altercation.
Mr. Kwabena Adjepong, who accompanied the President, preferred to side-step the topic, when asked to comment on the matter, though he knew a thing or two about it.
Professor Gyimah Boadi of the Centre for Democracy and Development, was scathing in his comment on the affair.
He disclosed in a statement issued last week, "From the very beginning, there has been very little transparency about how GIA came into being... There has been inadequate transparency about the nature of the relationship between government and GIA as well as the nature and extent of the respective interests of the parties, including the capital and governance structure and other terms of the GIA agreement (if there is any such agreement)."
According to him, government should have been sensitive, from the very beginning, to the public's need for utmost transparency in the transaction, especially in the light of the fact that GIA was supposed to replace the failed national carrier, Ghana Airways, which was dogged by serious governance issues, adding, "It also demonstrates the utter failure of the New Patriotic Party (NPP) administration to change the culture of corporate government relating to Ghana's state enterprises and enterprises in which the State has an equity interest."

"The episode also reveals the dubious merit of trying to fix every problem by appointing a Minister or creating a Ministry to be in charge of it.
"What is the point of separating out the Aviation portfolio from the Transportation Ministry and putting at the head of it the President's Chief of Staff and Minister of Presidential Affairs, particularly when the national aviation portfolio has only a rather modest asset base?", the CDD asked.
The CDD said, "This highlights the persistence in Ghana of the neo patrimonial form of governance that has proved consistently inimical to sustained democratic and economic development."