According to information before us, Dr. Ibembe on August 25, 2021, penned a letter to Hon. Minister Babalanda through her official email tendering in his resignation from the boards of both entities citing too much pressure at office resulting into ill-health.
We’ve exclusively learnt that this resignation letter came two days after police had started it’s investigations into the fraud at UPPC.
The letter hereby reproduced is entitled ‘SUB: RESIGNATION AS DIRECTOR AT UGANDA PRINTING AND PUBLISHING CORPORATION (UPPC) AND UGANDA SECURITY PRINTING CORPORATION (USPC).
“Hon. Milly Babalanda, between June and August 2021, I have been to Nairobi 3times on medical grounds, work pressure has been cited as one of the reasons from my ailing health. Hon. Minister, I request kindly to accept my resignation from the two boards above, in order for me to address my health. Thank you very much for having allowed me serve as a director on the two corporations. Please accept my resignation. Respectively yours” Dr. Ibembe Patrick in his letter chanced on by our Inspectors told the minister.
However, even as he took a unilateral decision to quit immediately without prior notice to the minister, a skillful Babalanda smelt a rat. She thus rushed to the Attorney General Kiwanuka Kiryowa for a legal opinion on three grounds arising from Dr. Ibembe’s resignation.
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Dr. Patrick Ibembe’s resignation letter
In her letter to AG referenced MOP 3/1 and dated September 6 2021, the minister wanted guidance on three issues.
1. What does the law state in a situation where an official resigns in the midst of an investigation, moreover where they are implicated in fraudulent actions,
2. What does the law says about resignations made through emails?
3. Given the current situation, whether the minister has powers to appoint a new board chairperson in order not to paralyze the operations at USPC where the board chairperson plays a critical role.
It should be recalled that Dr. Ibembe Patrick was the chairperson of USPC board and also a board member of UPPC!
In his response, AG Kiwanuka in his letter dated September 16 2021, addressed to minister Babalanda, said whereas an employee can tender in his resignation and takes immediate effect, this does not mean the employer cannot pursue that employee in the courts of law especially if there was breach of contract.
“Indeed, employees resign to avoid disciplinary action in the face of serious allegations of misconduct like theft, unauthorized possession of company property or fraud. In such instances, an employer may elect to file a criminal case against the employee. From the foregoing position, Dr. Ibembe Patrick has the option to resign while investigations are ongoing and in the circumstances you may accept the resignation but inform him that the resignation does not exonerate him from the ongoing investigations and any criminal charges that may result from the same” AG Kiwanuka told Babalanda in his letter seen by the Capital Times.
As for whether resignation through email was permissible, AG Kiwanuka said this was allowed. He based his argument on the Electronic Transactions Act 2011 passed by parliament which among others sought to encourage use of e-government services and to provide related matters. He based on section 2 of this Act, and section 5 of the same.
“From the above provisions of the law, it is clear that information tendered electronically such as the resignation in issue (Dr. Ibembe’s) has legal effect and is tenable in law” AG Kiwanuka advised Babalanda.
As for issue 3 on whether the minister had powers to replace the USPC board chairperson, the AG cited clause 8.3 of the Joint venture agreement which provides that the 1st share holder (UPPC) shall by written notice to the company (USPC) at it’s registered or principle office and the second shareholder (Germans) be entitled to appoint 3-non-executive directors of the company at any time and to have any director so appointed removed.
Min. Milly Babalanda
He went on to say that both clause 8.12 of the joint venture agreement and article 15.8 of the articles of association of USPC provide that the chairman of the board shall be appointed by a resolution of all non-executive directors.
He said basing on the foregoing provisions, UPPC as a shareholder in USPC is mandated to select a board member to replace Dr. Ibembe Patrick but however, guided that the selection of the board chairperson is a preserve of the board members.
“Therefore, in the circumstances, your office can select an individual, communicate the same to the acting MD/caretaker of UPPC who will in turn as shareholder inform USPC of the replacement” the AG guided, adding that it wasn’t necessary for the minister to appoint a new board of USPC since the only board member with pending criminal investigations (Dr. Ibembe Patrick) is the one that opted to tender in his resignation.
MIN. BABALANDA UPPC SCANDAL INTERVENTIONS AT A GLANCE!
1. On July 15 2021, a whistleblower sends a dossier to Hon. Milly Babalanda about the fraud going on in UPPC by the (then) board and management of the corporation.
2. Whistleblower makes a follow up on the scandal on August 15 2021 this time warning that the fraudsters were about to fleece UPPC accounts of its billions.
3. Babalanda forwards the Intel to CID and criminal investigations commence on August 16 2021.
3. August 17 2021, Minister Babalanda summons a meeting of both the board of UPPC and staff. Majority of them snub the meeting.
4. August 22 2021, board members enter UPPC offices and make off with vital files from UPPC offices
5. August 23 2021, minister Babalanda swings the axe and interdicts the board and top staffs in UPPC to enable them not access more files in their offices to kill the investigations.
6. August 25 2021, Dr. Ibembe Patrick send email to Babalanda unilaterally resigning from his position as USPC board chairperson
7. September 16 2021 AG Kiwanuka Kiryowa advised minister
8. March 29 2023, cabinet finally appoints new UPPC board.
