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Evaluation of the board’s performance

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It has now become commonplace for boards to carry out annual board evaluations. A requirement for the board to evaluate its performance is now a key component in nearly every major corporate governance standard. Boards are required to monitor and evaluate their own performance. This review should be a formal process conducted once a year, using an agreed method, against targets set and agreed to by the board in advance.
The King III Code of Governance has stipulated the role of the board with regard to its evaluation and the evaluation of its committees and the individual directors. The evaluation should be performed every year. The board should determine its own role, functions, duties and performance criteria as well as that for directors on the board and board committees to serve as a benchmark for the performance appraisal.
Yearly evaluations should be performed by the chairman or an independent consultant. The results of performance evaluations should identify training needs for directors. An overview of the appraisal process, results and action plans should be disclosed in the integrated report. The nomination for the re-appointment of a director should only occur after the evaluation of the performance and attendance of the director.

It’s important that directors review their own performance and contribution because board evaluations can improve decision-making processes, teamwork and meeting effectiveness. The evaluation process also helps clarify the roles of directors and the chief executive officer and how these roles relate to one another.
Board evaluations should look at the activities, structure and processes of the board. As directors work through this review the directors and the board will be able to see how effectively they are performing their job, individually and as a board, and how well directors work together. Boards that are effective will drive the success, improved performance outcomes and a sustainable strategy of the organisation.
When the board is evaluating its performance it is not the same as evaluating the performance of the organisation. Good organisational performance does not necessarily mean that the board is performing well and therefore cannot, or should not, improve. So it’s not unusual to find that some organisations are successful despite not having a high functioning board. Hence the need for board evaluation to ensure that boards are effective and will steer the business to success.

Most companies in the US carry out board evaluations of some type, covering the whole board, individual directors and committees. These boards have taken action to improve their performance based on the results of their last board review.
Some boards’ evaluations might be perfunctory activities conducted annually to meet listing requirements or pay lip service to best practice governance. Such evaluations will not help in improving board effectiveness. So if the evaluations are not carried out for the right objective, they can end up being counterproductive exercises, which exacerbates the poor performance of the board rather than transforming the poorly performing boards.
It is therefore important that boards understand the advantages and disadvantages of the different types of board reviews, and then properly plan and implement the board’s evaluation which will significantly increase the likelihood of positive outcomes.
The evaluation of the board should follow a process discussed below that will ensure that the results will help in improving the performance of the board, board committees and of individual directors. This process can be modified to suit each organisation.
The first step would be to determine why the board has to undertake the review: what are the objectives of the review.

The main objectives would be to check compliance of the board with various laws and governance standards and then in improving both organisational and board performance. Most board reviews should therefore be aimed at ensuring both conformance and value-adding objectives. Directors should agree with the objectives of the evaluation process to ensure the success of the evaluation process. Clearly identified objectives will enable the board to set specific goals for the evaluation and make decisions about the scope of the review.
The next step will be to determine who will be evaluated. The groups that the board needs to consider are the board as a whole, the board committees, individual directors, the chairperson, and key governance personnel usually the chief executive officer and the company secretary. This process might be costly therefore it’s vital that costs, time and other resources are considered in determining who has to be evaluated.
The third step relates to what will be evaluated: the criteria for the evaluation process. The board should decide whether its main focus is board processes, skills, competencies or boardroom relationships.
The fourth step covers the stakeholders that will be asked in the evaluation process. The sources of information for the evaluation process can be from directors, the CEO, senior executives and other management personnel and employees and in some cases shareholders may also provide some data for the review although the number of sources of information will be dependent on the purpose of the review or the costs and resources available.

The fifth step will be the choice of the techniques to be used in collecting data to be used in the evaluation process. The main methods that can be used for collecting data are interviews, observing board meetings in process to evaluate issues of boardroom dynamics or relationships between individuals and the last technique is analysis of board packs and governance policies. The research techniques to be used need to be adapted to the evaluation objectives and board context.
The sixth step would refer to who conducts the evaluation process. External reviews could be conducted by external parties, mostly specialist consulting firms in corporate governance whereas internal reviews can be done by the directors and the chairperson. Directors can carry out peer reviews. The survey technique and instrument should be agreed and should allow for a transparent process.

The last step would be how the results will be used. The board’s main objective will be to improve governance and board performance. The results have to be communicated to all directors and key governance personnel to ensure that boards improve performance. It is critical that any agreed actions that come out of an evaluation are implemented and monitored and this can be done by ensuring the board agenda includes implementation of the evaluation results.
If boards have to remain relevant and improve performance and effectiveness, they should ensure that performance evaluation becomes an important feature of boards. Board evaluations will help individual directors, the chairman, boards, board committees and the organisation. The evaluation process is an effective team-building, relationship building activity for the board.

Stewart Jakarasi is a business and financial strategist and a lecturer in business strategy, advanced performance management and entrepreneurship. For assistance in implementing some of the concepts discussed in these articles please contact him on the following contacts: sjakarasi@gmail.com, call on +266 58881062 or WhatsApp +266 62110062.

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All set for Lesotho Tourism Festival

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STANDARD Lesotho Bank, in collaboration with Alliance Insurance, on Tuesday launched Lesotho Tourism Festival (LETOFE) Lifestyle Experience.

The launch was meant to lighten up the festive mood in preparation for the LETOFE event to be held in Thaba-Bosiu on December 23.

LETOFE is an annual event that takes place at the Thaba-Bosiu Cultural Village, which has since been transformed from a mere jazz affair to a lifestyle event.

Speaking at the launch, Standard Lesotho Bank CEO Anton Nicolaisen said he was pleased to launch the LETOFE lifestyle experience.

“This festival is arguably one of the biggest music festivals that Lesotho holds and we are pleased to continue as the headline sponsor of this event that brings moments of jubilation and friendship,” Nicolaisen said.

He said since the arts industry should be guarded jealously, the bank will continue bringing joy to Basotho as a means to promote artistes.

“As patron of arts, we have jealously guarded the creative industry. The SLB is still here to promote the arts and bring happiness to Basotho,” he said.

He said the bank has been sponsoring the festival for the past 18 years.

“We are now 18 years on the trot and I am proud that we have been a significant contributor to the growth of this festival.”

He said this festival has grown in leaps and bounds to become one of the biggest features of their entertainment calendar during the festive season, attracting multitudes within Lesotho, Basotho in diaspora and tourists from neighbouring countries.

“We have benchmarked on the successes of these festivals and we will improve our offering every year to the level of a full lifestyle event.”

He said the event is a way of acknowledging the talent that Basotho have as well as the avenue for cross-fertilization of local artists to experience and present their craft.

He added that the bank had made an arrangement for their customers to enjoy a six percent discount when they buy festival tickets using Standard Lesotho Bank cards at any Computicket in Lesotho or other countries.

The promoter of the LETOFE Lifestyle event said they are transforming the event from a jazz festival to a lifestyle event.

“We are introducing young stars to the concepts hence our event is composed of the upcoming stars.”

The co-sponsor from Alliance Insurance, ’Makearabetsoe Mabaleha, said as sponsors they sponsor the LETOFE Lifestyle experience because they are also benefiting from the event.

“Our benefaction is seeing the event creating jobs for Basotho and attracting foreigners in order to improve the economy,” Mabaleha said.

Alice Samuel

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Joang locked in rentals row with tenants

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FORMER Home Affairs Minister Joang Molapo is in a nasty fight with tenants over rentals at a shopping complex in Maputsoe which he is managing.

The main tenant, Ha Seotsanyana managed by Jaan Mahomad Suleman, says Molapo does not have authority to demand monthly rentals from him as he does not legally represent the company owning the property.

The property belongs to Litjotjela Mall (Pty) Ltd. The owners of the mall are however locked in a fight for its control.

In April this year, the High Court issued an order giving Molapo power to manage the mall pending finalisation of the case.

The tenants have however refused to pay rentals to Molapo. Molapo then filed an urgent application in the Northern Region High Court seeking intervention.

The Deputy Sheriff Mpho Maphiri padlocked the shopping complex last week executing an order sought by Molapo in the property dispute.

Molapo, who is a former deputy leader of the Basotho National Party (BNP), claims that the tenants owed him rentals for 10 years.

He has sought to terminate the sublease agreement entered between the company and the tenants.

The High Court’s deputy sheriff closed down the shops on Monday last week amid resistance by the tenants. The police told the tenants that they would be arrested for contempt of court if they continued to resist the order.

Six businesses trading there were closed.

However, before the end of the day, Maphiri was sent back to open the pharmacy under condition that the owner was still paying directly to Molapo and did not owe any rentals.

Suleman told thepost that his company, Barakah (Pty) Ltd trading as Ha Seotsanyana, was in agreement with Molapo to use the property but “we are surprised to find a court order without notice”.

He said even in that order they inserted wrong company details.

“I find it illegal that they are closing me down,” he said.

He said Molapo’s company, Litjotjela Mall (Pty) Ltd, had entered into an agreement with him through lawyers that there was a new board of directors.

He said Molapo illegally kicked out the other shareholders from the company and they have a pending case in the High Court.

“Molapo acts as a secretary and does not have any decision-making powers alone,” Suleman said.

He said Molapo’s actions should be directed by the board.

He said Molapo does not want to discuss the agreement he had entered into with the former board of directors.

“He must honour the previous agreement on the sublease,” he said.

Suleman said what pains him is that they have made a lot of developments on the property under the previous agreement with Litjotjela, which Molapo is now ignoring.

“We have made developments worth over M4 million, constructed a garage and other buildings,” he said, adding that it is odd that Molapo wants him to pay rentals to use them.

“This cannot happen under my watch,” he said.

Suleman said it is either they take all their investments away or Molapo has to compensate them for all the developments on the site.

Molapo told the court in an affidavit that he is the one who was put in charge of collecting rentals from all tenants.

“They have failed to pay rentals to me without any justification and have refused to comply even after the demand had been made,” Molapo said.

He said the tenants owe him about M110 400.

He said he is a director, shareholder and board secretary of Litjotjela Mall (Pty) Ltd.

He said in June 2013 Litjotjela Mall and Ha Seotsanyane concluded a sublease agreement of 10 years.

He said it was agreed that Litjotjela was going to develop the site and was to collect all the rentals to be generated from the development site in order to recoup its expenses.

He said the 10 year period expired in May 2023.

“Prior to the expiry of the sublease agreement we engaged with Litjotjela (Pty) Ltd on the possibility of extending the sublease agreement,” he said.

He said after a lengthy deliberation, it became evident that they could not reach an agreement on the terms of the extension of the sublease agreement.

“It was at that time that we instructed our legal representatives to write to Litjotjela on September 20, 2023 that if the parties cannot agree on the extension of the sublease agreement the sublease shall be given a period not less than a year to find a market price to sell (the) business,” he said.

He said Suleman was informed that he was going to vacate the premises in a period of a year from June 2023 and that he had to pay rentals for that period at the rate of the rental payment immediately before the expiry of the sublease agreement.

He said other cited parties were further informed that they should no longer pay rentals to Ha Seotsanyane (Pty) Ltd.
He said to his surprise Suleman responded that Molapo does not have any authority to represent Litjotjela.

He said there is a court order issued on April 27, 2023 that he together with ’Mamphaphathi Katiso and Mpeuoa Mafike will remain in control and administration of Litjotjela Mall until the dispute has been resolved by the court.

He said Suleman is now benefiting from occupying the premises of Litjotjela without paying anything to him.
He said he has a right to receive rentals from its premises from the tenants occupying the premises.

He emphasised that his authority to represent Litjotjela in this matter cannot be questioned.

‘Malimpho Majoro

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The lawyer who designs wedding dresses

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Fikile ’Makhang Khang has always loved working with her hands, designing and producing fabulous patterns of knitwear.
“The sewing has always been something I have always liked to do,” Khang says.
“While I was still at the NUL (National University of Lesotho), I would crochet and sew my own skirts and even for others. It was common practice that I would be seen walking around working with a crotchet.”

Years after graduating with a degree in law from the university, Khang has now transformed her hobby into a booming business. She now designs wedding outfits for lovebirds.

She told thepost this week that for one to thrive in business, they must follow their passion.
Khang says although she graduated as a law student, she just could not fathom spending the rest of her life in the courtroom and in her chambers drafting legal documents.

It was for that reason that she decided to follow her passion by designing wedding gowns.
Khang was admitted as an advocate in the High Court of Lesotho in 2007.
Although the financial rewards as a lawyer aren’t satisfactory, it is a job she says she finds really fulfilling.

“In October 2010, I needed to be more focused in my craft and therefore abandoned practising as an advocate and concentrated on the bridal boutique business full time,” she says.

In an effort to meet the high standards for her clients, she would travel abroad in search of the most impressive wedding gowns she could lay her eyes on.
She would travel as far as China searching the best bridal collection.

She says her husband, who has been very supportive, has always advised her to search for other ventures to supplement the family’s income.
It was against that background that she thought of venturing into the sewing business.

Each and every generation has a way of conducting a wedding ceremony and the question of fashion is always pinned to it.
At some point in the past, shiny apparels were considered to be eye-catching.
Today, when people plan a wedding, Khang suggests that brides should go for heavy bead work, melano draped gowns with exaggerated shoulders, side trains and corsets.

On the other hand, grooms should go for a tuxedo, army green and wine coloured three piece suits.
Khang has not refuted the fact that, although vintage, there are timeless designs out there which remain relevant to this day.
A dent of cultural taste is also acceptable, she says.

It is undeniable that anyone can have a nuptial anytime of the year but for many they consider certain aspects which might impact on their occasion.
For instance, some people may prefer to host a wedding when it is warm so that everyone can showcase and flaunt their fashionable looks.
Moreover, other people can opt for end of year weddings when the majority of people are on holidays so it wouldn’t interfere with their schedules.
This explains the reason why spring marks the beginning of the wedding season.

“September to April is the best time to set a date for a wedding because it is warmer and people are at liberty to sew any design they desire,” Khang says.

Currently, it has proved that a lot of people are discouraged and shying away from having wedding ceremonies for different reasons.
Among them, others feel it is a waste of money as it is costly while others are appalled by alarming divorce rates which have nothing to do with whether one had a wedding ceremony or not.

Khang has however spoken highly of the need to normalise having wedding ceremonies in celebration of matrimony which unifies two devoted hearts in love.

“The celebration of a union between two people is very important,” she says.

“It brings the two families together. It makes everyone in attendance feel included and honoured to be part of the beginning of the union.”

Due to frustrations that often come up on the wedding day, many people are now resorting and adopting to outsourcing the services of wedding planners.
This gives opportunity to the bride and the groom to have a moment of their lives without having to be bothered to attend to the hurdles that are presented by the occasion.

“In the past, this was the role reserved for cousins or any immediate family members but I’m not sure if they are still willing to carry it out,” she says.

With a wedding planner in place, a space for calmness by the bride and the groom is at least guaranteed to a larger extent as there is someone overseeing that all is in order.
Although it’s optional, Khang says everyone can do with some help.

Organising a wedding can be tedious and stressful, a lot of brides never get to enjoy their special day.
If one can afford the services of a wedding planner, then they can go for it.

Khang has also highlighted that from the outlook many people believe that nuptials are for the sophisticated people due to their demands.
For ease of presentation, she has outlined necessities of a wedding: officiator, rings, music, cake, décor, photographer and refreshments.
In a nutshell, Khang is of the opinion that people should make wise decisions when planning for their weddings.

“The wedding day is a joyous day for everyone involved from the couple to their friends, family and colleagues,” she says.

“Everyone anxiously anticipates the day. The mood is always blissful and peaceful. The only thing that could go wrong is when couples fail to celebrate within their means and make ridiculous and unnecessary decisions.”

She says lately, anything seems to go when it comes fashion.
A lot of couples are breaking traditions and doing what best represents their style and preferences.

“Brides have been seen wearing coloured gowns for instance,” she says.
Khang now designs and makes wedding gowns, thanks to the skills she learned at the Bloemfontein Fashion Academy in 2016 which has beefed up her art.

Calvin Motekase

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