Fired NAC board questions Nekundi’s power to remove them

Renthia Kaimbi

The five former members of the Namibia Airports Company (NAC) Board of Directors who were sacked by works and transport minister Veikko Nekundi on Tuesday have broken their silence, expressing dismay while mounting a defence of their tenure.

In a media statement issued collectively on Thursday, the ousted directors, Elizabeth Renay Peterson, Lucien Lleweyllyn Mouton, Matheus //Gowaseb, Carol Rosheta Williams, and Ferdinand Nghiyolwa, rejected the minister’s characterisation of their conduct as unlawful and grossly negligent, raising questions about the legality of the decision to remove them.

The former board members painted a picture of the NAC’s condition when they assumed responsibility, describing an institution reeling from financial, operational and governance pressures that were subsequently worsened by the collapse of the aviation industry during the COVID-19 pandemic.

They detailed how the company recorded a loss of approximately N$111.7 million during the 2020/2021 financial year, followed by a N$93.7 million loss in 2022.

Cash reserves allegedly declined from N$256 million to N$59 million during the same period, prompting an approximately N$146 million withdrawal from investments, in addition to a government bailout to sustain operational expenditure.

The former board stated that they were left to confront difficult decisions around disciplined cost containment, strengthened governance and a clear turnaround strategy.

“We inherited an institution facing profound financial, operational and governance pressures,” the former directors stated, adding that it was against this background that their decisions and performance must fairly be assessed.

The directors further asserted that the NAC they leave behind bears little resemblance to the financially distressed institution they inherited.

They highlighted a deliberate turnaround strategy centred on financial sustainability, prudent expenditure and governance reform, which yielded measurable results.

From losses of approximately N$93.7 million in 2021/22, they say the NAC recorded a profit of approximately N$40.8 million in 2023/24. By 2024/25, revenue had reached approximately N$540.2 million, recording N$163.7 million in operating profit.

The former board also pointed to four consecutive unqualified audit opinions, the clearing of an audit backlog, the reduction of active legal cases from more than 30 to six, the successful delivery of the approximately N$250 million Hosea Kutako International Airport Congestion Alleviation Project on budget, and an improvement in the board’s governance evaluation from 78% to 87%.

“These results are not consistent with a board that abandoned its fiduciary responsibilities. They demonstrate the opposite,” the statement reads.

“They demonstrate a Board that, together with management and employees, helped stabilize an institution under severe pressure and restore it to financial, operational and governance health.”

One of the most contentious issues raised during the investigation initiated by Nekundi concerned the disposal of company vehicles, which the former board defended as a necessary cost-containment measure within their broader turnaround programme.

They explained that the inherited vehicle scheme imposed substantial recurring costs on NAC and resulted in unequal employment benefits between employees occupying comparable job grades, with financial calculations showing an estimated annual saving of approximately N$5.936 million.

Because the vehicle benefit formed part of affected employees’ employment conditions, agreements were reached with those employees as part of the transition to total-cost-to-company remuneration arrangements.

The former directors stressed that the disposal was neither a secretive disposal of valuable State assets nor a transaction designed to enrich directors, noting that with the exception of two vehicles, the vehicles were five years old and fully depreciated.

“The total net book value of all 19 vehicles was approximately N$123 865, compared with NAC’s asset base of approximately N$2.568 billion,” they stated.

“Our position remains that the disposal was undertaken within the applicable legal and corporate framework and formed part of measures designed to generate substantial recurring savings and address inequities in employee benefits.”

“To isolate the disposal of the vehicles from its contractual, financial and turnaround context creates a fundamentally incomplete picture of what occurred,” they added.

The former board emphasised that they did not respond to the investigation with general denials but rather provided comprehensive records, including board resolutions, employment records, recruitment information, procurement documentation and detailed explanations of the circumstances surrounding the matters raised.

They say they presented their response to the minister on 18 May 2026 and subsequently complied with his request for additional information, clarification and detail.

“An administrative weakness is not necessarily corruption. A procedural deficiency is not automatically gross negligence. And an operational error does not automatically constitute a breach of fiduciary duty by every member of a Board,” the statement reads.

Beyond the merits of the allegations, the former directors have challenged the authority under which Nekundi acted, raising an issue they had allegedly raised with him before the termination.

They argued that under the Public Enterprises Governance Act, members of the NAC board were appointed through the minister responsible for public enterprises in consultation with Cabinet, thereby questioning the works and transport minister’s power to unilaterally remove them.

They confirmed that they would take appropriate legal action regarding the minister’s decision.

“We therefore regard the legality of the minister’s decision as a serious matter,” the former directors stated.

“The rule of law applies with equal force to ministers, boards, executives and citizens. Public power does not arise merely from occupying political office. It must have a lawful source and must be exercised within the boundaries prescribed by law.”

The former directors rejected any suggestion that they betrayed the public trust, recklessly disregarded their fiduciary responsibilities or subordinated NAC’s interests to their own, stressing that none of the board members personally benefited from the transactions placed at the centre of the allegations.

“We have nothing to hide, and we are prepared to account for our decisions and our record before any competent and impartial forum,” the statement reads.

Nekundi, on Wednesday told the Windhoek Observer that he acted within his constitutional and legal mandate, citing Articles 40(a) and 41 of the Namibian Constitution, Section 228 of the Companies Act and Article 18 of the Constitution. 

“The decision was taken to strengthen governance at the Namibia Airports Company (NAC) and to ensure continuity and stability while governance structures are reinforced,” he said.

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