Net1 UEPS Technologies is splitting the role of CEO and chairman, appointing Christopher Seabrooke as chairman of the group's board while Serge Belamant stays on as CEO.
The technology company says the move is "in recognition of the growing practice of US public companies, as well as the customary practice of South African public companies, to have the chairman be an independent director".
"The board has come to believe that separating the roles of chairman and chief executive officer is the appropriate corporate governance model for the company at this time, especially given its secondary listing on the JSE and its significant South African institutional shareholder base," Net1 says in a SENS statement.
Net1 has a primary listing on the Nasdaq in the US and a secondary listing on the Johannesburg Stock Exchange (JSE).
Belamant has resigned as chairman but will remain a director and CEO. Incoming chairman, Seabrooke, has been a director at Net1 since 2005, and chairs its audit committee as well as its nominating and corporate governance committee.
Seabrooke holds degrees in economics and accounting from the University of KwaZulu-Natal and an MBA degree from the University of the Witwatersrand.
Net1 says he is a highly experienced director, having been chairman or a director of over 25 stock exchange quoted companies over the past 30 years. He is currently CEO of Sabvest, a JSE-listed investment group, and holds other non-executive directorships. He is a member of the Institute of Directors in SA.
No interviews
The board has appointed a new media relations agency to manage its external communications and has put a temporary ban on all media interviews.
"For the time being, no statements will be made, or interviews given by any company or Cash Paymaster Services (CPS) officials, and only statements and releases on behalf of the board will be issued."
This after the board last month had to apologise for comments made by CPS that were perceived as offensive and arrogant.
"The board regrets any arrogance, perceived or real, by CPS relating to the grant crisis, directed at SASSA, other government bodies or potential solution providers," it said at the time.
CPS has been in the headlines in recent months for the well-publicised social grant payments debacle. CPS, a Net1 subsidiary, distributes welfare grants on behalf of the SA Social Security Agency (SASSA).
Belamant has recently been criticised for his comments in the media over the social grants issue, including when he reportedly said that unless government used pigeons to deliver social grants, it was only CPS that had the capacity to fulfil payments on 1 April.
Grants were successfully paid over to recipients at the beginning of the month despite extended concern the country's most vulnerable citizens would be left stranded, following SASSA and the department failing to timeously find a suitable payments provider when CPS' invalid payments contract expired at the end of March. Last month, the CPS contract was extended by the Constitutional Court for another 12 months.
Seeking directors
Net1's board says it is "actively seeking" to appoint additional independent directors.
"The board has been conducting a search over the past few months and believes it will shortly be in a position to send formal invitations to its preferred candidates," it says.
The board expects that at least one director will be a person designated by the International Finance Corporation (IFC), in accordance with the company's agreement with the IFC and affiliated funds. The IFC is Net1's biggest shareholder after acquiring an 18% stake in the group last year for R1.6 billion.
The board also intends to review the relevant parts of the company's ongoing business strategy and management structure as soon as the outcome of its proposed investments in Blue Label Telecoms, Cell C and DNI-4PL Contracts (DNI) are known.
Net1 is looking to buy a 15% stake in both Blue Label and Cell C for R2 billion each. It also plans to acquire 49.6% of DNI, with an option to acquire a controlling stake in DNI in the future.
When new directors are appointed, the board will review the composition and chairmanship of all its committees, it says.
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