Friday, April 21, 2006


April 21, 2006

ThinkGhana is compelled by the extraordinary situation unfolding in respect of two matters that have a direct bearing on the level of corporate governance practices in Ghana and its potential to affect investment inflows and the continuing sorry state of Ghana securities regulatory framework to issue this press statement.

Ghana International Airlines

“The proper government of companies will become as crucial to the world economy as proper governing of communities”
(James Wolfensohn, Former President, World Bank)

ThinkGhana wishes to express its concern at the procedure adopted by the government to protect its investment in Ghana International Airlines (G.I.A.). We do believe sincerely that having declared the private sector as the engine of growth, and having shown a desire to engage in public-private sector initiatives such as GIA, for the benefit of all citizens of Ghana, it is imperative that the government utilizes and follows laid down corporate governance principles in such matters. We do sincerely believe that though the government may have genuine concerns about certain developments in GIA, its interests are better protected by its chosen appointees on the Board of Directors. At worst, we believe that the government with 70% stake in the business could also utilize its powers as a majority shareholder, expressed through shareholder meetings to achieve its objectives. We are concerned that in government’s desire to halt a perceived wrongdoing, it apparently did not follow the laid down structures and acted not through the corporate organs at its disposal but rather chose to achieve what may ultimately be a good intention by unfortunately abandoning good corporate governance practices.

ThinkGhana therefore takes the opportunity to encourage the government to act as in its capacity as a shareholder when it enters into private sector ventures. Ghana has all the facilities available for redress in corporate governance matters. We encourage the government to set an example for the rest of the continent by continuing its laudable reliance on the rule of law in corporate matters, in order to further assure all investors, especially private sector partnerships with government, that their interests as expressed in shareholder agreements would be upheld, no matter how politically expedient a ‘governmental act’ may seem in the short term.

The Securities and Exchange Commission and Guinness
“At times to be silent is to lie. You will win because you have enough brute force. But you will not convince. For to convince you need to persuade. And in order to persuade you would need what you lack: Reason and Right”. - Miguel de Unamuno, "in a confrontation with fascist General Milan-Astray", at the University of Salamanca.
As far back as December 18, 2005, ThinkGhana filed a complaint with the SEC on breaches of Ghana’s securities laws by Guinness Ghana Breweries Limited. The SEC, threw out the complaint on the grounds , inter alia, that our allegation that there has been persistent, consistent and willful misinformation to the Ghanaian investing public by Guinness through the mass media and through the Ghana Stock Exchange that Guinness Ghana Limited and Ghana Breweries Limited have merged to form Guinness Ghana Breweries Limited was part of a catalogue of unproven allegations. We have watched in amazement as the SEC, GSE and Guinness itself, took no steps whatsoever, to correct that false impression in the minds of unsuspecting Ghanaians. ThinkGhana had asserted all along that there had been no merger, which will lead to only one company existing but rather a takeover of GBL by GGBL which is now the majority shareholder of GBL. We have been compelled to fall on the last bastion of the defence of Ghanaian rights, the judiciary, in respect of the core issues. We however take the opportunity to draw the attention of all Ghanaians to page 43 of the April 21, 2006 edition of the Daily Graphic and dare ask: IF THERE HAS BEEN A MERGER, HOW COME AN ENTITY KNOWN AS GHANA BREWERIES LIMITED IS NOW PURPORTING TO CALL TWO ANNUAL GENERAL MEETINGS IN ONE DAY IN A NATIONAL NEWSPAPER? HAS THE ADVERT BEEN SEEN BY THE GSE AND THE SEC? IS GUINNESS ABOVE THE LAW?

ThinkGhana will continue to make a case for good corporate governance in Ghana, which we believe is equally as critical to Ghana’s socio-economic development as the present-day clarion call for good governance in our body-politic. We will also continue to fight to ensure that our laws are applied equally, with fairness and justice to all persons in Ghana. We therefore look forward, thankfully, to our day in Court when the Ghanaian judiciary would have an opportunity to rule on the matter. Our dear nation Ghana can only be better if all Ghanaians nurture a desire to make our laws work, irrespective of personalities.

“God bless our homeland, Ghana
and make our nation great and strong.
Bold to defend forever, the cause
of freedom and of right.
Fill our hearts with true humility,
make us cherish fearless honesty,
and help us to resist oppressors rule
with all our will and might forever more!

Ghana Deserves Better!

Thank you.

Yours in the service of Ghana

Accra 210406


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