Moontown

Special investigation by Camini Marajh

reappointed: Gita Sakal

Gita Sakal, the ex-corporate secretary of fallen insurance and energy giant CL Financial, is back.

Sakal, who raised some eyebrows with an unauthorised US$5 million payout to herself last March, was quietly returned to the post of corporate secretary at Methanol Holdings (Trinidad) Ltd (MHTL) at a meeting of the Dr Euric Bobb-chaired board of directors at Mt Irvine Hotel in Tobago two Fridays ago-January 22.

And, in a shocking turn of events, it appears the Government-appointed caretaker management failed to inform Central Bank Governor Ewart Williams of the Sakal appointment, which is likely to challenge Government’s credibility in the $1.5 billion and counting taxpayer bailout.

Governor Williams played a key role in shaping Government’s response last January and mapping out a bailout plan to help the stricken CL Financial conglomerate stay afloat. He is the State’s point man, tasked with cleaning up the balance sheet and restoring financial health to the Lawrence Duprey-managed conglomerate, which includes the country’s largest insurance company, CLICO. It was the governor who named the caretaker management teams to the holding company and other distressed assets in the CL Financial Group.

Asked to comment on Sakal’s return to Methanol Holdings, which is 57 per cent owned by the CL Financial Group, Governor Williams, on Wednesday, expressed surprise and suggested that perhaps the Sunday Express information was faulty. ’That would surprise me a lot,’ he said, adding, ’I would doubt that very, very much.’ He promised to check into the report and get back to us but up to yesterday, he remained unavailable for comment.

” That would surprise me a lot”- -Governor Ewart Williams

Dr Bobb, a prominent and widely respected economist and a former governor of the Central Bank, confirmed the Gita Sakal comeback to the CL Financial group. ’There was an interregnum, and she has been reconciled as corporate secretary,’ he told the Sunday Express last week, noting, however, she would not continue as legal adviser to MHTL. He said she would perform limited duties of corporate secretary.

Asked if he considered the appointment a wise move, Bobb said: ’Well those are questions. I don’t even know all the questions. For the time being, until those questions are settled or answered, I think we live in a society where people have the benefit of the doubt pending the determination of any accusation.’

He confirmed the MHTL shareholders’ agreement allows the largest shareholder to appoint the corporate secretary. Defending the controversial appointment, Bobb, who replaced Duprey as chairman of MHTL on March 4 last year, said Sakal was familiar with the organisation and had been performing the duties of corporate secretary for a long time. He said there were ’lots of things to be tidied up, and we need somebody who is already familiar with this to ensure that we don’t leave any stones unturned.’

Which stones exactly he was interested in turning over, Bobb didn’t say. He declined further comment, but the Sunday Express understands the corporate secretary appointment was Sakal’s reward for cooperating with forensic investigators seeking to untangle the web of complex financial transactions connected to reports of corporate greed and malfeasance.

Sakal is said to have made the demand for the corporate secretary chair at MHTL after her $16 million-a-year contract as group corporate secretary was terminated by Duprey last April.

Sakal had a bruising legal fight with Duprey and was alleged to have played the ’whistleblower role’ in the Central Bank-initiated court action taken to compel Duprey to reverse the February 3, 2009 sale of CL’s 51 per cent interest in CLICO Energy Co Ltd to Proman AG.

And while the State-appointed management team may consider it a small price to pay to put Sakal back in her old job at Methanol Holdings, financial and legal analysts say it throws a shadow on Government’s effort to resolve the CL Financial problem.

Claude Musaib-Ali, a former managing director at CLICO, who was returned to his old job as a State-hired fix-it man last year, disagreed that the Sakal appointment has the potential to erode further public confidence in the company or the rebuilding exercise started after Central Bank’s intervention last year. Musaib-Ali, who is CLICO’s nominee on the MHTL board, put it this way: ’I don’t know what these dark clouds are. There are so many things swirling around.’

Told specifically about the US$5 million affair, he responded: ’Yeah, well I don’t want to comment on that. I am in CLICO. That is a CL Financial matter.’ Reminded that CLICO is the majority shareholder of MHTL, and he was part of the decision to put in a controversial figure to ensure best corporate governance practices, he claimed the Sakal recommendation came from Rampersad Mootilal, managing director of MHTL and a director on the board. ’You have to speak to him because to answer your questions, I would have to refer to him,’ he said.

Pressed for a comment on whether, in his view, it was in the company’s best interest, Musaib-Ali said: ’Let me put it this way, the information was presented to the board. They accepted it. There was no issue of concern. It didn’t arise.’ Was it a concern to him? ’No, it is not,’ he said, adding that ’the board was satisfied that she had worked for the company for a long time. The board accepted her and I think that’s it. We move on.’

But how does the company make the incident go away? According to Musaib-Ali: ’I am not getting involved in those sorts of things?’ And what of his duty to the shareholders of CL Financial and the taxpayers who are funding the bailout? ’Again, those things I would leave because there are always two sides to the story,’ he said. Is it that he believes Sakal’s version of the story? ’I am not saying that. I stay away from those things.’

Is it because he doesn’t think it important? ’Listen to me, at the appropriate time when all the information has been vented, then you draw a conclusion. For the time being, you hear all sorts of things floating about the place, and you can’t act on every statement that is made,’ said Musaib-Ali, declining further comment.

Mootilal, for his part, dismissed suggestions of a Sakal return to the boardroom of MHTL. According to him, she never left. ’She never vacated the post of corporate secretary. She was always the corporate secretary.’ He said there was no reason for her to vacate her position at MHTL simply because she had been fired by the parent company, CL Financial. He said the decision was a MHTL board decision. Questioned about the fact that she had not functioned in the position for almost a year and that the Methanol Holdings board was reconstituted after Central Bank’s intervention, he quipped that Sakal was ’on extended vacation’. He didn’t say who approved her vacation leave but noted someone served in a limited role as a recording secretary to the board.

Asked who would pay her compensation package, given the fact she was previously on CL Financial’s payroll, Mootilal said the Bobb board agreed ’on a very, very modest fee’.

He dismissed suggestions by Musaib-Ali that he played a key role in Sakal’s return to the Pt Lisas-based methanol giant. ’I don’t know if I have all those powers but really, at the end of the day, this is a limited engagement for one year.’ Asked whether the board was concerned about the legal dispute surrounding Sakal’s US$5 million payout to herself, Mootilal said: ’Sure. The matter was raised by the board.’ He said the board adopted ’the general concept of innocent until proven guilty’. He said the position taken after some deliberations was to give ’the individual the benefit of the doubt’.

Asked to comment on reports there was some dissatisfaction by some of the foreign directors, Mootilal said: ’I don’t want to get into the deliberations of the board but at the end of the day, there was consensus.’ Was the decision unanimous?

Mootilal chose to answer the question this way: ’The board did not vote. The board deliberated and there was consensus.’

Sakal did not pick up several calls made to her mobile and failed to respond to requests for a comment.

The US$5 million payback affair

- February 4, 2009-CL Financial sells its shares in Clico Energy for US$46.6 million to longtime Lawrence Duprey business partner Proman Holdings.

- March 3, 2009-Company Secretary Gita Sakal instructs RBTT to draw a US$5 million draft in favour of Republic Bank for her benefit for value on March 28. The money is part of the disputed sale proceeds.

She contends that the money is owed to her.

- May 4, 2009-Duprey’s attorney, Lionel Lukhoo, wrote Sakal demanding she return the money forthwith. He contended there was no basis upon which she could have taken the money. He threatened legal action and issued a noon, May 5 deadline for the return of the US$5 million.

- Sakal met the issued deadline and paid back the US$5 million

MHTL board of directors

The Methanol Holdings (Trinidad) Ltd Board on January 22 returned Gita Sakal to the corporate secretary chair at the Pt Lisas company, which is listed among the primary assets of the CL Financial Group.

Following is a listing of the MHTL board of directors.

- Dr Euric Bobb-chairman

- Joseph Cassidy-Proman

- Rolf Meyer-Ottens-Helm AG

- Claude Musaib-Ali-managing

director, Clico

- Stephan Reimell-MAN Ferrostaal

AG

- Adalbert Graff-MAN Ferrostaal

AG

- Rampersad Mootilal-managing

director Methanol Holding