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The Chartered Secretary

Registered at the G.P.O. as a Newspaper Issue 3 / 2019

Chartered Secretaries focus on influencing economic success

Dandemutande CEO declared Chartered Secretary of the Year “Institutional investors now

focus on governance”- Tim Sheehy Chartered Governance Institute Director General

The Chartered Secretary 1

ContentsIssue 3 / 2019

14

8

Foreword

2 Namechangesreflectwhoweareasan

Institute

Institute News

3 DandemutandeCEOdeclaredChartered

SecretaryoftheYear

4 TopCharteredSecretarybelievesin

humaneleadership

Profile

6 RameckMasairereturnstoZimraafter

11yearsinprivatesector

Annual Conference

8 CharteredSecretariesfocusoninfluencing

economicsuccess

9 Charteredsecretary’sroleingovernance

remainsimportant

11 Paneldiscussiongenerateslivelydebate

12 Brexit,tradewarprovideexport

opportunities

13 Moremobileconnectionsthanpeoplein

theworld

14 HRpracticescanenableorstiflehuman

capitalvaluecreation

Student Supplement

15 PassingCorporateFinancialManagement

2

2 The Chartered Secretary

FOREWORD

The Chartered Secretary

Name changes reflect who we are as an Institute

The name of an institutereflectsitscharacter,givesotherpeopleanideaofits

focus.As its character developsand its orientation shifts, theremay sometimes be need tochangeitsname.The Institute of Chartered

Secretaries was originallyfounded in theUnitedKingdominOctober 1891 as the Instituteof Secretaries to look afterthe interests of corporationsecretaries.In 1902 the Institute was

granted a royal charter andbecametheCharteredInstituteofSecretaries(CIS).BranchesoftheInstitutewerelaterestablishedinother countries and eventuallysome of them became divisionsoftheglobalInstitute.In 2004 the Institute changed

its name to the Institute ofChartered Secretaries andAdministrators(ICSA)toreflectthebroadeningofitssupportforallthoseingovernanceroles.Despite the name change, the

CIS abbreviation has continuedamong Chartered Secretaries inZimbabwe to be synonymouswith the Chartered Secretaryqualification.The United Kingdom-based

Institute has, with effect fromSeptember this year, changedits name to the Chartered

Governance Institute (CGI),to reflect the strong corporategovernanceroleof itsmembers.The global body is now knownbytheabbreviationCGIGlobal.The Institute in Zimbabwe

is accordingly planning tochangeitsnametotheCharteredGovernance and AccountancyInstitute of Zimbabwe (CIS), toreflect both its governance andaccountancy roles. CIS is beingincluded within the name inviewof thestrongCISbrand inZimbabwe and its identificationwith the Chartered Secretaryqualification.ThisrebrandingoftheInstitute

locallyislikelytotakeplacenextyear.Thisyear’sannualconference

was a great success. We wereprivilegedtohavetheCharteredGovernance Institute DirectorGeneral,TimSheehy,participateintheconference.Asalways, theElephantHills

Resort in Victoria Falls was agreat venue for the conference,which was well attended. Thepaneldiscussionwaslively,withparticipantsfromthefloorclearlywishing the session could havebeenlonger.We hope that reports on

presentations at the conferenceinthisissueofthemagazinewillrefresh the memories of those

whoattendedtheconferenceandenable thosewhodidnotattendto benefit from some of thecontentofthepresentations.

Some of those whoparticipated in our membershipsurvey expressed a wish to seemore articles in this magazinewrittenbymembers themselves.Consider this a challenge, then,towrite about topics of interesttomembers.Wehopetoreceivemanysucharticles.Contributionsare always welcome forconsideration for publicationin the magazine. Remember,though,tokeepthemconcise.

(Dr) Lovemore GomeraChief Executive and Secretary

Dr Gomera


Dandemutande ChiefExecutive NeverNcube is the new

Chartered Secretary of theYear.HewaspresentedwithhistrophyattheInstitute’sAnnualConferenceDinnerinVictoriaFallson27September.Reading the citation, the

Institute’s Chief Executiveand Secretary, Dr LovemoreGomera,saidMrNcube,whotookoverthereinsofthenewlyrestructuredDandemutandelastyearinaVUCAenvironment, had displayed leadership qualitiesof courage, determination and excellence,achieving many milestones which helped spurbusinessgrowth.This included reintroduction of Utande as a

business unit focused on meeting connectivitydemands in the small to medium enterprise(SME)andconsumersectorsandreorganisationof customer support into a three tier customersupportcentre.A partnership with Yahsat, a United Arab

EmiratesVSATcompany,hadallowedUtandetooffer connectivity to under-served communitiesthroughoutZimbabwe.Inpartnershipwith InventXRLLC(aSilicon

Valley based company) he had incorporatedInventXR Zimbabwe with a view to bringinge-learning solutions to one million studentsby 2023. This had become a national projectsupported by Government, Unicef, Google andUnesco,hesaid.Despite the challengingeconomicconditions,

Dandemutandehadregisteredimpressivegrowthunderhisleadership.Hehadauthorednumerousarticles on the Internet of Things (IoT) in thePress, local magazines and online businesspublicationssuchasMiningReview.

Expressing his appreciationfor having been awarded theChartered Secretary of theYear Trophy, Mr Ncube saidit meant a lot to him and toDandemutandeInvestments.He suggested the economic

turbulence the country wasgoing through could presentChartered Secretaries withopportunitiestoexcel.“At times we need these

storms toflyhigherandexcel,”hesaid,addingthattheInstitutehadprepareditsmemberstobecourageousandprincipled.“The roadaheadwillbehardbutweneed to

haveourgarmentstorninthecourseofconquest.It’snotgoingtobeoveruntilwewin,becausewehavegreatnessinus,”hesaid.Agribank Company Secretary Lovemore

Rwazembawas the runner-up for theCharteredSecretary of the Year Award. Mr Rwazembais an accomplished financial and managementexecutive,whohasbeenwithAgribankformorethan25years.As Company Secretary he played a central

role inAgribank’sfinancialperformance,whichsawprofitsincreasefrom$7,9millionin2017to$12,9millionin2018,anditswinningofvariousawards.

Institute News

Dandemutande CEO declared Chartered Secretary of the Year

Never Ncube

Delegates at the AnnualConference Dinner


The2018CharteredSecretary of theYear,Dandemutande Chief Executive NeverNcube, has risen rapidly to his present

position, beginning his climb up the corporateladder within a few years of embarking on hisworkingcareerin1994.Heisamanwithdefiniteviewsaboutleadership

stylesandhasambitiousplansforthecompanyheleads,whichexpectstogrowitsNetAssetValue(NAV)ten-foldwithinthenextfiveyears.After beginning his working career as first

InternalAuditorandlaterFinancialAccountantatZiscosteel,hemovedtoNgeziMiningCompany(a subsidiary of African Resources), where heworkedfortwo-and-a-halfyearsfirstasDivisionalAccountantandlaterasMineSecretary.In2000he joinedDeltaBeverages,wherehe

became Administration Manager for ChibukuBreweries (Marondera,Masvingo, Hwange andKwekwe) and then Regional Accountant forDelta’sSouthernRegion.He left Delta in 2004 to join InnscorAfrica

Limited as FinanceManager for the BulawayoBreadFactory.In2007hebecameManufacturingSectorFinanceDirector.In2008hewasappointedinaugural Finance Director of Innscor ZambiaHoldings with added responsibilities as ChiefFinanceOfficerforSparZambiaLimited.He left Innscor Africa Limited to join

Dandemutande at the end of 2012 as ChiefFinance Officer. He became Dandemutande’sChiefExecutivehalfwaythrough2018.His studies for the Chartered Secretary

qualificationbeganinaround2005buthadtobesuspendedwhen hewas transferred to Zambia.HeresumedthemonhisreturntoZimbabwe.HebecameanAssociateMemberoftheInstitutelastyear.HehasplanstoleavehismarkontheInstitute

aswell,believingintakinganactiveroleinanyorganisationhebelongsto.HesaystheInstituteislookeduptoandactsasaguidinglightwhen

it comes to professionalism and corporategovernanceissues.Mr Ncube believes in distributed leadership

–thesumofthepartsisalwaysgreaterthanthewhole,hesays–andinhumaneleadership.“IfyoucometoDandemutande,youwillfind

meamamongtheemployeesactivelyinteractingandengagingindebatesonhowweimprovetheperformanceof thebusiness.Youwill not evenknowIamtheCEOunlessyoualreadyknoworyouhavebeentold,”hesaid.“Youcanonlyinnovateifpeoplefeelcomfort-

able to share their thoughts and challenges. Acultureofopennessbreedstrustbetweenemploy-erandemployees.Itmakesemployeesconfidenttocomeforwardwiththeirpains.“Theyknowthatwhentheyengagetheywillbe

listenedto,”hesaid,addingthatonethingleadersoftenlackedwastheabilitytolisten.“A lot of leaders do not listen. They are too

busytolisten,”hecontinued.“Listensothatyouheartheinnervoicewithin

them,sothatyoulearntheissuesthatareburningwithinthem.“Oncepeoplegettoknowthatyouareagood

listener they come forward with suggestions.They feel they are part of the organisation,becausetheirideasmatter.“Formeitisthosesmallthingsthathavemade

ussuccessfulasabusiness,”MrNcubesaid.“Wecelebratesuccess,”hesaid.“Werecognise

bigandsmallachievementsby the team.Thosesmallcelebrationsoilthewheelsofthebusiness.”“We are an organisation which values the

family,thattakesintoaccountfamilyvalues.Thatmeansifanyemployeehasanewbornbaby,thisiscelebratedbythewholeorganisation.Ifthereisabereavement,weconsoleandattendthefuneralserviceasateam.“We do it because we believe that we are a

family.Wearethereforeachotherinmomentsofsadnessandhappiness,”hesaid.

Top Chartered Secretary believes in humane leadership

Institute News

to page 5


He said that, having taken over iWayAfricaandAfricaOnlinein2015andYoAfricain2016,as well as BSat Communications and takenover thecustomersofsevensatellitecompaniesbetween 2016 and 2017, Dandemutande wasfacedwiththechallengeofweldingfivedifferentorganisationsintoonewithacommonculture.“We needed to break those silos andwe had

to hire the services of an external consultant.However, we quickly understood that when

people have something bigger to aim for, theydon’tneedtofocusontheirsmalldifferences.Sowebegantofocusattentiononthebiggerpictureandservingourcustomersbetter,”hesaid.Thecompanyhadadoptedafiveyearstrategy

thatwouldberolledoutin2020.“Infiveyears,wewanttogrowourbusiness’

netassetvalue10times.WeknowtherearehugeopportunitiesinthisZimbabwe,ifwecutoutthenoise,”hesaid.

Top Chartered Secretary believes in humane leadership

The Chartered Secretary of the Year with his trophy is congratulated, while ICSAZ President Letitia Gaga holds the miniature trophy.

Institute News


Rameck Masaire is theZimbabweRevenueAu-thority’sDomesticTaxes

Commissioner,havingbeenap-pointed to that position inSep-tember last year after spending11 years with Ernst & Young,where hewasExecutiveDirec-tor for Business Tax AdvisoryServices.TheDomesticTaxesDivision,

which he heads, collects alltaxes within Zimbabwe’sborders,which are principallyValueAdded Tax (VAT), Intermediated MoneyTransferTax,PayasYouEarn(PAYE),CompanyTaxandCapitalGainsTax.It is one of three main divisions, the other

two being Customs and Excise and RevenueAssuranceandSpecialProjects.Itisresponsiblefor more than 70 percent of the total revenuecollectedbytherevenueauthority.Although he was with Ernst & Young

prior to his appointment as Domestic TaxesCommissioner, Mr Masaire has a long historywiththetaxauthoritygoingbackto1990,whenhe joined the then Government Department ofTaxes, which in 2001 was combined with theDepartmentofCustomsandExcise to form theZimbabweRevenueAuthority(Zimra).Among the positions he held with the

Department of Taxes were CadetAssessor andSeniorAssessor based in Gweru, Principal TaxOfficer inMasvingoandRegionalControlleratBeitbridgeBorderPost.HewasZimra’sRegionalControllerforHarare

PortsandHarareAuditsforoneyearbeforebeingappointed Zimra’s Technical Manager in 2005.Heheldthatpositionuntil2007,whenhelefttojoinErnst&YoungasPrincipalTaxDirector.While atErnst&Younghewas in chargeof

indirecttaxandPeopleAdvisoryServices within the CentralAfrica cluster made up ofZambia,MalawiandZimbabwe.Hisportfolioofclientscomprisedmainlymultinational companiesin different sectors, includingtelecommunicationsandmining.DuringhisemploymentatErnst& Young Mr Masaire also hadstints within the Kenyan andMalawiantaxpractices.In his current position,

in addition to overseeing theoperations of theDomesticTaxesDivision,MrMasaire is responsible for the formulation andimplementationofdomestictaxlaws,policiesandprocedures, thedevelopmentof technical issuesand the formulation of the Zimra strategic andannualplan.Heisalsoresponsibleforreportingto theboard in relation to theoperationsof thedivision.Although based in Harare, Mr Masaire is

responsiblefordomestictaxesinallfourregionsintowhichthecountryisdividedfortaxpurposes.TwooftheregionsareheadquarteredinHarare.TheothertworegionsaretheSouthernRegion,

made up of Matabeleland North and South,and the Masvingo Region, which includes theMidlandsandManicaland.Mr Masaire is an Associate Member of

the Institute of Chartered Secretaries andAdministrators in Zimbabwe.He qualified as aCharteredSecretaryin2001.“I began studying for CIS when I was with

the Masvingo Department of Taxes. I enrolledfor the coursewith friends.TogetherwewouldholdgroupdiscussionsandgetintouchwiththeInstitutetosendusfacilitatorsandstudymaterialsbackinMasvingo.“At the timeitwasoneof themostpowerful

Rameck Masaire

Profile

Rameck Masaire returns to Zimra after 11 years in private sector

to page 7


qualifications that one could pursue. It fitted inwellwithmyjobatthetimeandallthepositionsIheldthereafter,”saidMrMasaire.“The qualification allowed me to develop

myselfprofessionally.ItisoneofthereasonswhyIfoundmyselfbackatZimra.Itfittedandstillfitsinverywellwithmydutiesandresponsibilities.“It is a well-recognised qualification that

continuestoremainrelevanttotherequirementsofthebusinesssector.“I have been able to involve myself in

professionalbodiesbecauseofthatqualification.Ithasalsoallowedmetofurthermystudies,”hesaid.MrMasairealsoholdsanExecutiveMasterof

BusinessAdministration degree fromMidlandsState University among other educational andprofessionalqualifications.Hehaswrittenseveralarticles on taxation and contributed to taxationpolicyreforms.HisinvolvementwiththeInstitutedidnotendwiththequalification.He is a former member of the Institute’s

Taxation Committee on which he sat for threeyears. He was also an examiner at some pointandhasbeenfacilitatoratanumberof Instituteseminars.Such roles at the Institute led him to take

on roles at other institutes. Between 2007 and2008hewasactively involved in the formationof the Institute of CertifiedTaxAccountants inZimbabwe.WithinZimra,MrMasairesaidseveralchanges

lay ahead. He said the institution was in theprocessofdevelopingafive-yearstrategythatisinformedbythenationalvision.“We are looking at ways of expanding the

revenuebase that includesan integrated systemwith other stakeholders. We are also lookinginto full automation and ways of eradicatingcorruption.“The unfriendly economic environment

has created a lot of shortcuts and there is a lotof corruption. People need to draw a line,”MrMasairesaid.

Profile

Rameck Masaire returns to Zimra after 11 years in private sector

ICSAZ MEMBERS, GRADUATES AND STUDENTS

Please send the details to: The Secretary: Dzidzo House P O Box CY 172, Causeway, Harare 22-32 McChlery Avenue, Eastlea, Harare

Email – [email protected]

Are you a high flyer? Have you done something worth shouting about?Do you want people to know of the incredible success you have achieved? If the answer is yes, then send us your details and what you have done which we

can use to create a profile on you.

www.icsaz.co.zw

from page 6


More than 200 delegates attended theannual conference of the Instituteof Chartered Secretaries and

AdministratorsinZimbabwethattookplaceattheElephantHillsResortinVictoriaFallsfrom26to28September.Therewere230listeddelegates.The conference theme was ‘Chartered

Secretaries–InfluencingEconomicSuccess’.TheDirectorGeneralof theglobalChartered

GovernanceInstitute,MrTimSheehy,officiallyopenedtheconference.TheCharteredGovernanceInstituteisthenew

name adopted by the international Institute ofCharteredSecretariesandAdministrators.“We will call ourselves CGI Global,” Mr

Sheehysaid,afterexplainingthenamechange.Mr Sheehy briefed delegates on other

developments within the global institute andspokeontheChallengesFacingtheCorporationinthe21stCentury.TheChiefExecutiveandSecretaryofICSAZ,

Dr Lovemore Gomera, demonstrated what hadbeen happening in theZimbabwe Institute overthe last year with a video of various Instituteevents.He told delegates that, following the change

in name of the global body, the local Instituteintended towork towards changing its name tothe Chartered Governance and AccountancyInstituteofZimbabwe(CIS).Apopularfeatureofthisyear’sconferencewas

apaneldiscussionon ‘TransitionalStabilisation–The Path to EconomicRenewal for SouthernAfricanCountries’moderatedbyDrGomera.ThepanellistswereReserveBankofZimbabwe

Deputy Governor Jesimen Chipika, ZimbabweNationalChamberofCommerceChiefExecutiveChristopher Mugaga, United Refineries ChiefExecutive Busisa Moyo and Masipe AfricaConsultantPeterMadara.Conference presentations included one on

Releasing Trapped Human Capital Value by

Proficiency Consulting Group Chief ExecutiveRequest Machimbira, another by Mr BusisaMoyoonKeyDriversforSuccessforEmergingEconomies and one on the Role of the DigitalEconomy in Organisational Success byChristopherMugaga.Ethics,MonitoringandManagementServices,

South Africa, Managing Director CynthiaSchoeman delivered a presentation on businessethics and governance in relation to small tomediumenterprises.Anewfeatureofthisyear’sconferencewasa

live feed provided byCCGSystems.Delegateswho downloaded the CCG app on their smartphoneswereabletosendquestionsforspeakers,whichthenappearedonascreenintheconferenceroom.ExecutivecoachTafadzwaMakonichallenged

delegates to become self-aware and develop anexecutivepresence.Heurgedthemtodisplaythegravitasthatshouldgowithanexecutiveposition.Delegates were able to relax and interact

informally on a sunset cruise on the ZambeziRiver and while visiting the Victoria Falls orplayinggolfortennis.The Conference ended, as usual, with an

Institute Banquet, during which the CharteredSecretary of the Year was announced andpresentedwithhistrophy.

Annual Conference

Chartered Secretaries focus on influencing economic success

Delegates relaxing on the river cruise


Annual Conference

Chartered secretary’s role in governance remains important

The Chartered Secre-tary’s role is just asimportant today as

it waswhen the professionfirstemergedaftertheestab-lishment of limited compa-nies in the nineteenth cen-tury,CharteredGovernanceInstitute Director GeneralTimSheehytoldtheICSAZannualconference.He said the profession

of corporate secretary hademerged to govern theadministrationofcompaniesfollowingtheestablishmentofthefirstlimitedcompaniesin the United Kingdom in1855andthefirstCompaniesActinthatcountryin1862.By1892,hesaid,15,477companieshadbeen

registered.By1902, the InstitutedofCharteredSecretaries had 15,000 members. This was theyearwhen the royal charterwas granted to theInstitute.Thefirstoverseasbranchof the Institutewas

establishedinSouthAfricain1909.AbranchwasopenedinAustraliain1914.“Todayithasnearly30,000membersinover

70countriesandisevolvingintoanorganisationwitharemittocoverallaspectsofgovernance,”MrSheehysaid.He said that when limited companies were

formed there had been an implied contract thatcompany owners would act responsibly inreturnforlimitingthecompany’sliabilitiestoitsshareholders.“Well into the 1970s for the most part

corporations were run for all stakeholders.Labourunionswerestrong.Everyonehadajobforlifeandapension,andcompaniesinvestedincommunities,”hesaid.

The implied social con-tract embraced environ-mentalperformance,ethicalbusiness conduct, workers’rights and safety, commu-nityrelationshipsandaneq-uitable sharing of benefits,hesaid.However,thischangedin

the 1970s, when the socialcontractbecameerodedandreplacedbytheconceptoftheprimacy of the shareholderand the overriding goalof increasing profits tomaximiseshareholdervalue.IntheseventiesProfessor

Milton Friedman wrote:“Thereisoneandonlyonesocialresponsibilityof business: to use its resources and engage inactivitiesdesignedtoincreaseitsprofits.”With the erosion of the social contract the

communitybegantolosefaithinthecorporationandcapitalism,MrSheehysaid.Peoplequestionedtheexcessivepayearnedby

chiefexecutivesandtheincreasinggapbetweentheir pay and that or ordinary employees, themassive layoffs of workers, environmentaldamageandclimatechange,andexploitationinthesupplychain.Theexclusivefocusonshareholdersbecameno

longer sustainable. Large institutional investorssuchaspensionfundsandsovereignwealthfundshadbeendrivingthechange,hesaid.Theybegantoexertsignificantpressureforbettergovernance.Worldwide pressure on such funds to ensure

sustainedgrowth throughgoodgovernancehadgrown.Social impact, climate change and diversity

were issues being raised by today’s majorinternationalinvestors.Environmental,socialandgovernance issues, aswell as riskmanagement

to page 10

Tim Sheehy makes a point during his presentation


andcyberriskare thecurrentgrowthtopics,hesaid.Mr Sheehy said institutional investors, aside

from financial performance, now focus on thegovernance of companies they invest in. Theyoften turn to the company’s chairman andcompanysecretaryforinsight.The Company Secretary, who is in the

unique position of being the link between theboard, management and shareholders, is bestplaced tochampiongoodgovernancewithinanorganisation,MrSheehycontended,The Company Secretary had always had the

role that sits between management, the boardand shareholders. Now this role was extendedto management, the board, shareholders andstakeholders.

“The Chartered Secretary and CharteredGovernanceProfessionalisevenbetterplacedtoplayakeyroleinfacilitatingbettercommunicationto shareholders and stakeholders,” Mr Sheehysaid.He told conference participants that they

had the opportunity to be the champion or keysupporterofgoodcorporategovernanceandplayakeyliaisonrolebetweenmanagement,theboardandstakeholders,usingtheirbroadknowledgetomaintain the balance in reporting as not only afinancialreportingexercisebutalsoagovernanceexercise.“Oryoucanletsomeotherprofessiontakethis

outfromunderyou,”hesaid.

Annual Conference

Chartered secretary’s role in governance remains importantfrom page 9

Dancers provide entertainment at the annual dinner

Delegates enjoying the river cruise


Apaneldiscussionattheannualconferenceon ‘Transitional Stabilisation – ThePathtoEconomicRenewalforSouthern

African Countries’ generated some lively andinterestingdebate,withmostdelegateswishingitcouldhavegoneonforlonger.Thediscussions,ablymoderatedbytheICSAZ

Secretary and Chief Executive, Dr LovemoreGomera,centredontheZimbabweGovernment’sTransitionalStabilisationProgramme.Zimbabwe National Chamber of Commerce

Chief Executive Christopher Mugaga saideventsonthegroundwereovertakingwhatwascontainedinthedocument.However,ReserveBankofZimbabweDeputy

GovernorDrJesimenChipikapointedoutthattheprogrammewas only a two-year programme tolaythefoundationforsubsequentfive-yearplans.Shesaidthat,whilethecountry’svisionwasset

by its leadership, theeconomy thatwaswantedwasonethatisprivatesector-led.The problemwhen it came to theworsening

foreignexchangeratewasbasicallyoneofsupplyanddemand.Thesupplyofforeigncurrencywasinsufficienttomeetthedemand. “We need higher productivity in all sectors.

Weneedmoreexports,becausewedonothaveallthefinancialsupportothercountrieshavefrominternationalfinancialinstitutions,”shesaid.United Refineries Chief Executive Busisa

Moyosaidfarmerswerenotprovidingsufficientrawmaterials.Manufacturershad, for example,the capacity to crush 400 000 tonnes of soyabeans.However,farmerswereonlyproducing35000tonnes.He said demand was also

down. Manufacturers werestruggling. Most factorieswererunningat50to60per-cent of capacity utilisation.The results of a manufactur-ingsurveyduetobereleasedin November were likely toshow that last year’s levels

werelessthan40to50percent.Asked where new bond notes that could be

foundontheparallelmarketwerecomingfrom,DrChipikasaid theywere largelycomingfromexporters of gold, tobacco and cotton,who arepartlypaidincashfortheforeigncurrencytheysurrendertotheReserveBank.Thefactthatmorethan90percentoftransac-

tionswere electronicwas a good development,shesaid,eventhoughithadcomeaboutlargelyasaresultofacashshortage.Mr Moyo called for the exemption of the

alreadyovertaxedformalsectorbusinessesfromthetwopercentelectronictransfertax.He said that, while at a macro level things

appeared headed in the right direction, thebenefitsofthishadnotbeenfeltatamicrolevel.“Wecanbetalkingfancyeconomicsbutuntil

“Amaikumba”canaffordtobuywhat is in theshops,itdoesnothelp,”hesaid.TheTransitionalStabilisationProgrammewas

duetorununtilMarchnextyear,hesaid,addingthathewasstillhopefulthatbythenthebenefitsof theprogrammewouldhave started to trickledowntoordinarypeople.Masipe Consultants governance consultant

PeterMadarasaiditwasatragedythatZimbabwewasexportingsomeofthebestbrainsithadtothediaspora.Hethoughtthatthecountrydidnotgainhalfasmuchinremittancesfromthediasporaasit would gain if those people were working inZimbabwe.

Annual Conference

Panel discussion generates lively debate

Members of hte panel discuss an issue


Maturityisthecapacityto interface, handleand manage differ-

ences,UnitedRefinerieschiefexecutive Busisa Moyo toldtheannualconference.“Divergencedoesnotmean

weareenemies.Differenceofopiniondoesnotmeanthatwearerivals,”hesaid.SpeakingontheKeyDrivers

for Success for EmergingEconomies,MrMoyo said it was important tounderstand the geo-socio-political landscape, todevelop a sound governancematrix at nationallevel and a stable economic environment, andtodevelopaprivatesectorledmarketsystem,aswellas“pullin”infrastructure.The anchors of the Zimbabwe economy, he

said, were agriculture, manufacturing, mining,tourism,servicessuchasbankingandprofessionalservices,andremittancesfromthediaspora.Formalremittancesfromthediaspora,hesaid,

amounted to one billion United States dollars,which exceeded foreign direct investment.Informal remittanceswere estimated to amounttoafurtheronebillionUSdollars.Regional and global value chains presented

opportunities for Zimbabwean industries, hepointedout.Climatechangetoo,whileitpresentedchallenges,alsoprovidedopportunities.Some of the opportunities that he said local

businessescouldtakeadvantageofwereBrexit,where the United Kingdom was looking forallies,partnershipsandnewlinks,andareturntoorganic food varieties,whereZimbabwe’s non-genetically modified organism (GMO) statuscould enable food exporters toplug intoglobalmarketsfororganicfood.The United States trade war with China

providedopportunitiesforlarge-scaleexportstoChina.However, there was competition from other

developingcountrieswishing to takeadvantageofthesameopportunity.Intermsofasoundnationalgovernancematrix,

MrMoyodrewadistinctionbetweenautocraticand democratic states, with democratic states

likelytobeperceivedashav-inggreatereconomicstabilitythanautocraticcountries.Stable macro-economics

required a clean break frominflationary economics anda reduction in fiscal deficitsideally to below 5 to 10%,as well as a reduction in thetrade deficit. He said thecountry’sexportswerevalued

atUS$400million, compared to an import billof US$1.2 billion. Value chains needed to belocalised,hesaid.Hesaidthecountryalsosufferedfromadeficit

in confidence, largely as a result of corruption,redtapeandbureaucracy,aninformationvacuumandopacity.Thereneededtobemechanismsformanagingconflictsofinterest.There needed to be exchange rate stability

too,Trading, exports, profitability and viabilitydependedontheforeigncurrencyrate.“Ifconfidenceislacking,canthecurrencynot

beanchoredongold,platinumor therand?”heasked.Governmentneeded to reduce its footprint in

the economy and work through banks and theprivatesector,hesaid.He said foreign exchange, interest rates, the

price of agricultural produce and the price ofminerals, as well as labour issues should bemarketdetermined.Thecharacteristicsofa freemarketeconomy

were the profit motive, minimum governmentintervention,competitionandadaptability.Thekeysupportingpillarsofavibrantmarket

economywereaconducivepolicyandbusinessenvironment, ease and cost of doing business,andthedevelopmentoranentrepreneurialclass.Recognising the need for and pulling in the

necessaryinformationcommunicationtechnolo-gy(ICT),educationandroad,rail,airandmarinetransportinfrastructurewereimportant.Hegavesoyabeansasanexampleofhowfrom

one agricultural crop several industries coulddevelop.Soyabeanscanbeusedforsoyamilk,cookingoil,breakfastcerealsandanimalfeed.

Annual Conference

Brexit, trade war provide export opportunities

Busisa Moyo addressing delegates


Thereareonebillionmoremobile connections intheword than there are

people, Zimbabwe NationalChamber of Commerce ChiefExecutiveChristopherMugagatold delegates to the ICSAZannualconference.Speaking on the role

of the digital economy inorganisationalsuccess,hesaidthere were 8.98 billion smartmobile connections, while theworld population was 7.69billion.Hesaidtherewere1.7millionnewrobotsthat

wereexpectedtotransformtheworld’sfactoriesbynextyear.Almost 51 percent of theworld’s population

was online. There were 105 million combinedinternetuserscomingonlineinIndiaandChina.He said Kenya’s technical infrastructure had

developed rapidly over the last decade. HugeincreasesindatacapacityintoandoutofKenyahadunderpinnedthisprogress.The landing of four submarine cables in

Mombassa in 2009 had increased capacity tomorethaneightterabitspersecond.The mobile evolution and recent events in

Kenya had inspired the emergence of a digitalentrepreneurshipecosystemthere.

Over the past few years, anumber of hubs, incubators,andacceleratorshadsprungup.In Zimbabwe there had

been a big data explosion,an increased use of analyticsand an increase in digitalcommunities, platforms andecosystems.There were, he said, 12.9

million mobile subscriptions,compared to 268,849 fixedtelephone line subscriptions.Therewere8.7millioninternet

subscriptions.Time spent on mobile voice calls was 1.32

billonminutescomparedtofixedvoicetrafficof113millionminutes.Thisillustrated,hesaid,theopportunitiesthat

existedinadigitalisedeconomyandtheimpactthatdigitalisationwashavingworldwideonhowbusinessisdone.HesaidZimbabwe’sinformaleconomy,which

made up almost 61 percent of the country’seconomy, is the third largest informal economyintheworld.Notaxeswerecomingfromtheinformalsector

until the introductionof the twopercent taxonelectronictransactions,hepointedout.

Annual Conference

More mobile connections than people in the world

Christopher Mugaga answers a question


The four pillars ofhuman capital man-agementareacquisi-

tion, integrationandmain-tenance, performance anddevelopment, and exit ofpersonnel,ProficiencyCon-sultingGroupChiefExecu-tive Request Machimbiratold delegates to the Insti-tute’sannualconference.Hesaiditwassurprising

sometimes to hear com-plaints that an employeewasuseless.“Whydidyouhire him?” he asked rhe-torically to emphasise theimportance of a selectionprocessthatensuredonlycompetentpeoplewerehired.Oncehiredthereshouldbeathoroughinduc-

tion process to try to inculcate in the new em-ployeetheorganisation’sculture.In some organisations, he said, induction

consistedmerely of pointing outwhere variousfacilities, such as thewashroom,were situated.Morethanthiswasrequired,hesaid,inordertointegrateanewemployeeintotheorganisation.“Do we have on-boarding strategies? How

robust are they?What are their key outcomes?Dowemeasuretheirefficacy?”heasked.Corporate culture needed to bewell defined,

communicatedandreinforced.“Doweincentiviseit?”heasked.Some of the things that could trap human

capital or prevent its development included anorganisation’s leadership, organisational and

human strategy, structure,corporate culture,manage-ment style and ability, andhumanresourcespractices.Human resources prac-

ticescouldsupportanden-able human capital valuecreationortheycouldstiflevaluedelivery.“Talentmanagement,”he

said, “is an organisation’scommitment to recruit,hire,retainanddevelopthemost talented and superioremployeesavailableonthejobmarket.”Sometimes an organisa-

tion’s human resource department was unabletohire thebest candidate for apost becauseofa strategic management cost-cutting decision,whichpreventedthehireofafirstclasscandidatewhowould require a higher salary than the or-ganisationfeltitcouldafford.MrMachimbiramade itclear thatheconsid-

eredthisafalseeconomy.Anorganisation’shu-manresourceswereavaluableasset.Settlingforlessthanthebestadverselyaffectedacompany’sperformanceorpotentialperformance.Havinghiredtherightperson,itwasnecessary

to monitor performance and to encourage andfoster his or her professional development andcontributionofideas.Iftheorganisationfoundtherewasanemploy-

eewhowasnotperformingwellorcontributingconstructivelytotheorganisation’sperformance,heorsheshouldbeletgo,hesaid.

HR practices can enable or stifle human capital value creation

Annual Conference

Request Machimbira


TheaimofCorporateFinancialManagementis to develop the knowledge and skillsexpectedofafinancemanagerinrelation

toinvestment,financinganddividenddecisions.The syllabus is designed to equip candidates

withtheskillsthatwouldbeexpectedofafinancemanagerresponsibleforthefinancefunctionofabusiness.InMay2019,outofatotalof142candidates

who sat for the paper 88 candidates received amark of 50% or more, representing a 61.97%pass rate, which was much better than thedisappointing 2.10% pass rate achieved in theMarch2019examination.Thehighestmark in thepaperwas77%.The

lowest was 5%.Most of the failing candidatesreceived marks in the range of 34% to 49%.Possible reasons for failingCorporateFinancialManagementarediscussedbelow.All examination papers include some

opportunitiesforcandidatestoearnmarksthroughknowledge of basic bookwork, or by doingcalculations similar in format to calculationsthattheywouldhaveseeninthecourseoftheirstudies.Many candidates tend to be less comfortable

whentheyarerequiredtoapplytheirknowledgeinawaythatisdifferentfromwhattheymayhaveseeninthepast.ThisappliestobothqualitativeandquantitativequestionsanditappliesgenerallytoallCorporateFinancialManagementpapers.Inmostexaminationsitseemspossiblethatthe

morepopularquestionsarethosethat,aswellaslooking familiar, leave less roomforcandidatesto judgewhat needs to be done and how to goaboutansweringthequestion.Some candidates included irrelevant

information in theiranswers insituationswhereitisclearthattheydidnotknowtheanswer.Thiswouldhavewastedtime.At the end of each examination session, the

Instituteprovidessuggestedsolutionstotheexamquestions.Theexaminers’reportsareanessentialstudyresource.Readthemtolearnaboutmistakes

thatstudentscommonlymakeinexamsandhowtoavoidthem.However,whenreadingtheseanswers,please

note that they arenot intended tobeviewedasadefinitivemodelanswer,as inmanyinstancesthere are several possible answers/approachesto a question. These answers indicate a rangeof appropriate content that could have beenprovided in answer to the questions.Theymaybe a different length or format to the answersexpectedfromcandidatesintheexaminationandExaminer’sgeneralcomments.From a relational point of view, Financial

Managementbuildsonknowledgegainedthroughstudying other subjects such as ManagementAccounting.Thefirstthreesectionsofthesyllabusconsider

theroleandpurposeofthefinancemanagerandthefinancialmanagementenvironment.Asfinancialmanagementdecisionssupportthe

achievementofbusinessobjectives,thesyllabusexploresthelinkbetweenobjectives,strategyandstakeholders.Financialmanagementdecisionsareinfluenced

by factors external to the organisation, so thesyllabusalsoconsiderstheimpactofGovernmenteconomicpolicyinkeyareassuchasinterestratesandexchangerates,aswellasthenatureandroleoffinancialmarketsandinstitutions.The next three sections of the syllabus look

at working capital management, investmentappraisalandbusinessfinance.Managingworkingcapital isakeyconcernofthefinancemanager,who must balance the conflicting objectives ofprofitabilityandliquidity.Investmentdecisionsconstituteoneofthethree

decision areas of financial management. Thefinancemanagermustbeabletoidentifyrelevantcash flows and evaluate a proposed investmentanditseffectontheorganisation.Financing decisions, another of the three

decision areas of financial management, areconsidered in the Business Finance section ofthesyllabus.Afinancemanagermustbeableto

Student Supplement

Passing Corporate Financial Management

to page 16


identifyandevaluatethemostappropriatesourcesoffinancetomeetorganisationalfinancingneeds.One of the key relationships in financial

managementisthatbetweenriskandreturn.Thissectionof the syllabus also looks at the cost ofcapital and the influence of capital structure ontheaveragecostofcapital.Candidatesmustbeabletocalculatethecostof

individualsourcesoffinanceandtheaveragecostof organisational finance, and critically discusswhetherfinancingchoicescanreducetheaveragecostofcapitalandtherebyincreasethevalueoftheorganisationasawhole.Thefinal sectionof thesyllabus looksat risk

management inrelation toforeigncurrencyriskand interest rate risk. Candidates should havean awareness of the different types of foreigncurrencyandinterestraterisksandofthepossiblereasonswhythesearise.Candidateswillneedtobe able to evaluate and apply both internal andexternal risk management (hedging) methods,usingthemethodsidentifiedinthesyllabus.Themaincapabilitiesthatacandidateisexpected

tohavearedescribedinthesyllabus.Candidateswho successfully pass the Corporate FinancialManagement exam will be able to: discuss the role and purpose of the financial management function; assess and discuss the impact of the economic environment on financial management; discuss and apply working capital management techniques; carry out effective investment

appraisal; identify and evaluate alternative sources of business finance; discuss and apply principles of business and asset valuations; and explain and apply risk management techniques in business.These candidates excel if they practise

answering past examination questions to gainknowledge, understanding, comprehension,confidence and the precision needed in dealingwithbothcomputationalandtheoreticalquestionsataprofessionallevel.

THE CHARTERED SECRETARY is published quarterly by the Institute of Chartered Secretaries and Administrators in Zimbabwe.

Compiled and edited by MHPR Public Relations Consultants, 59 Van Praagh Ave, Milton Park, Harare.Tel. 2251538-40/2700052/2252705/2798760-1, Mobile: 0772 469 801 | E-mail: [email protected]

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CHIEF EXECUTIVE AND SECRETARY: Lovemore Gomera (Dr) PRESIDENT: Letitia Gaga (Mrs) VICE-PRESIDENTS: Sipithi Nkomo (Dr)

Gladys Mudyahoto (Mrs)

COUNCILLORSParadza Paradza (Dr)George MahembeLoice Kunyongana (MS)Sithembile Ncube (Mrs)Sipithi Nkomo (Dr)Gladys Mudyahoto (Mrs)

BRANCH CHAIRMEN

Harare: Michael MautsahukuBulawayo: Lifneth Moyo (MS)Midlands: Sibambangamadhla NcubeMutare: Shepherd ChinakaMasvingo: Joseph Bemani (Dr)

Articles may be reproduced provided that The Chartered Secretary is credited. The views expressed by contributors are not necessarily those of the publishers or the Institute.

Passing Corporate Financial Managementfrom page 15

The Institute of Chartered Secretaries & AdministratorsSafron House, 6 - 10 Kirby Street London ECIN 8TSTel: (44207) 612 [email protected] Secretaries Southern AfricaPO Box 3146 Houghton 2041South AfricaTel: (011) 551 4000Fax: (011) 551 4028www.chartsec.co.zaGovernance Institute of AustraliaLevel 10, 5 Hunter Road, Sydney NSWTel: (02) 9223 5744Fax: (02) 9232 7174info@governanceinstitute.com.auwww.governanceinstitute.com.au

The Institute of Chartered Secretaries & Administrators in Canada55 St Clair Avenue West, Suite 255, Toronto Ontario M4V 2Y7Tel: (1416) 944 9727Fax: (1416) 967 [email protected] Hong Kong Institute of Company Secretaries3/F Hong Kong DiamondExchange Building 8 Duddell Street, Central, Hong KongTel: (852) 2881 6177Fax: (852) 2881 [email protected] New Zealand Inc.PO Box 444, Shortland Street, Auckland 1015Tel: (649) 377 0130

Fax: (649) 366 [email protected] Malaysian Association of the Institute of CharteredSecretaries & AdministratorsNo. 57 The Boulevard, Mid valley City LingKaran Syed Putra,59200 Kuala LumpurTel: (603) 2282 9276Fax: (603) 2282 [email protected] Singapore Association of the Institute of CharteredSecretaries & Administrators149 Rochor Road # 04-07 Fu Lu Shou complex Singapore 188425Tel: (65) 6334 4302Fax: (65) 6334 [email protected]

ICSA WORLDWIDE

THE INSTITUTE of Chartered Secretaries & Administrators (ICSA) is the professional body for company secretaries and senior administrative professionals, with 33,000 members and 27,000 students worldwide.

We have since then been progressively revealing our new global website, brand identity and positioning. The Chartered Governance Institute is the overarching governing body for the Institute. Its role is to work with the divisions to determine the brand of the Institute and to maintain and enhance our standards in the eyes of members, prospective members, regulators and other stakeholders.

This is a truly historic change for our Institute.

Over the last decade, the membership of the Institute has evolved to encompass chartered secretaries, governance advisers, risk managers and more. We need to look beyond the title of company secretary to be seen externally with what we have become internally.

The new name positions the Institute as the membership organisation for anyone involved in governance…and the only one that is Chartered. It is self-explanatory, says who we are, but retains the historical reference and status of ‘Institute’. The new name continues the mark of quality and high standards that have defined us for over 125 years… the word ‘Chartered’.

Our vision is to be the leader in the practice of governance around the world. Our mission is to become the beacon in governance. We will be the

best advocates, the best educators and the most active organisation in the promotion of good governance globally.

The Chartered Governance Institute and the nine divisions in our network collectively, is the only international organisation that can offer a qualification that empowers a person with skills that transcend borders. We are actively shaping the future of our profession globally to guide members throughout their careers. We are the organisation where a member has access to professionals globally who have a shared purpose and common values. We are the only organisation that can facilitate the international movement of governance professionals and their ideas, ensuring member portability. The Chartered Governance Institute raises the bar and sets the standard of the profession globally and defines the future of good governance.

Consistent with our mission, in late 2019, The Chartered Governance Institute will launch a global governance-based eCommunity that will be open to members and non-members alike. It will be a central hub where ideas and insight are exchanged and connections are made. Content will be user-generated and curated. It will be a resource library, a peer-to-peer sharing platform. It will enable the growth of special interest groups driven by users. We and other governance professionals will be able to personalise

Positioning for a stronger future

our experience – follow topics and stay up to date with what matters most. Please engage with the eCommunity at www.cgiglobal.org.

I am also pleased to advise that new post-nominals to accompany the name change are in place. Fellows will be able to use FCG, Associates ACG and Affiliated members CG(Affiliated). In addition, members are welcome to add CS in brackets after their post-nominal if they are a Chartered Secretary or CGP if they are a Chartered Governance Professional or CS and CGP if they are both. There is a transition period so that members can continue to use the current post-nominals up to 31 December 2023.

I would like to close with a note on what is not changing. All current members will of course be able to call ourselves Chartered Secretaries and or Chartered Governance Professionals. The importance of being Chartered will not change, nor will the international recognition and portability of our qualification. The Institute will retain its independence, high standards of professionalism and practical voice that speaks for the profession.

Edith Shih FCG FCS(PE)International President

As I informed you in my last communication, the Supplemental Charter of the Institute was sealed on 16 September 2019 with the name The Institute of Chartered Secretaries and Administrators changed to The Chartered Governance Institute (CGI).

the chartered secretary - icsazicsaz.co.zw/.../12/the-chartered-secretary-magazine... ·...

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