A little more than a month after public enterprises minister Pravin Gordhan announced a new Eskom board, one of its members has been implicated in a top-secret forensic report for allegedly leaking market-sensitive information to the media.
Tryphosa Ramano, the former CFO of PPC and a current Eskom board member, has been named in a report by forensic investigation firm Exactech as being a key source in alleged media leaks in late 2017. Exactech says the alleged leaks, which pertained to potential merger & acquisition talks that the cement producer was involved in at the time, were against JSE listing regulations.
While the allegations surrounding Ramano’s apparent involvement are not entirely new given that they have surfaced in media coverage of PPC’s years-long labour dispute with its former head of corporate affairs, Siobhan McCarthy, this is the first time they have been confirmed by the cement producer. McCarthy has been fighting for years to access the report, which was originally provided to PPC on November 4 2019. She has said it would prove the veracity of some of her claims central to a dispute with her former employer.
After keeping the report secret for years, PPC suddenly sent a copy of it to Business Day on Thursday after the labour appeals court on November 8 turned down its petition to appeal against a February court ruling that it hand over the report to McCarthy. She has been in dispute with PPC since it dismissed her in 2018, an act she has argued was in retaliation for blowing the whistle on Ramano over the alleged leaks.
It should be noted, however, that PPC also provided a copy of an opinion by law firm ENSafrica, advising the cement producer that it believed Exactech’s investigation was “flawed”. However, the ENSafrica opinion was dated September 2022, almost three years after the Exactech report was originally delivered to PPC.
“PPC considers the report to be in the public domain following the court order,” Roland van Wijnen, CEO of the cement maker, told Business Day. “We respect the judicial process even if it contradicts our position.”
Business Day contacted Ramano on her cellphone, seeking comment. She said she was unable to respond as she had not yet seen the report, and when contacted later, her phone went to voicemail.
Sikonathi Mantshantsha, Eskom’s spokesperson, referred Business Day to Gordhan, who appointed Ramano as part of an Eskom board reshuffle announced on September 30.
“The department has become aware of several reports as a consequence of the publication of [the] Exactech report,” department of public enterprises spokesperson Richard Mantu said in an email. “The department will establish the facts in this matter and act accordingly.”
The Exactech report also implicates reputation management expert Rich Mkhondo — who was hired by PPC, reportedly at Ramano’s behest — as being party to the alleged 2017 media leaks.
“While we met journalists |as part of Tryphosa’s media engagements to discuss the termination of her SAA non-executive directorship, we never spoke about PPC,” Mkhondo told Business Day in an email.
“Those who say we were party to leaks should please provide proof and details of such sensitive information discussed with journalists. I and Tryphosa leaked no information during our meeting with journalists.”
Yet ENSafrica advised PPC that it believed the forensic firm’s decision to analyse only Ramano’s hard drive and not those of other PPC employees was a critical shortcoming. The hard drive would not have contained deleted emails, which would have had to be secured from the mail server, something ENSafrica said the investigative firm failed to do.
“Exactech concluded that Tryphosa and [Mkhondo] disclosed market-sensitive information to third parties,” ENSafrica said. “The conclusion ... is stated in absolute terms and this does not appear to have a firm foundation in the evidence.”
Even so, the Exactech report specifically recommended “disciplinary action” against Ramano for “discussing sensitive merger bid information with journalists in contravention of the JSE listing requirements and the TRP [Takeover Regulation Panel] regulations.” It also recommended “appropriate action” against Mkhondo for the same reason.
Despite PPC opting to part ways with Ramano from November 1 2019, it entered into a consultancy agreement in which she was paid a monthly fee of R321,499.95, running from November 2019 to June 2021. That works out to R6.42m for the 20-month period, despite the agreement requiring only 40 hours of work a month.
This was in spite of PPC delaying the publication of its financial results for the year to March 2020 three times during Ramano’s tenure as CFO. A subsequent audit report from Deloitte concluded there had been “a material breakdown in internal controls over financial reporting” at the time. Deloitte also restated PPC’s results for the year to March 2019 due to “material errors” in its financials.
Asked why PPC had entered into the consulting agreement with Ramano, Van Wijnen said that it was “for her specific knowledge relevant to the financial restructure that was ongoing” at the time.
“The investigation reports were non-conclusive and therefore these did not influence the decision to contract Ms Ramano,” Van Wijnen said.
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