…as Minister Moteane is embroiled in another conflict-of-interest scandal
…while PM Matekane is also fingered in “unauthorised” investments
… Dr Ramatlapeng accused of fomenting chaos to block audit report
Moorosi Tsiane
A bitter internal battle has erupted among shareholders of the multi-billion Maloti Sekhametsi Investment Consortium (SMIC) over the controversial disbursement of more than M25 million to companies linked to Prime Minister Sam Matekane and his ally, Revolution for Prosperity (RFP) chairperson, Teboho Kobeli.
The dispute centres around a forensic audit, commissioned by shareholders, to investigate the disbursement of M15 million to Verve Dynamics Incorporated Lesotho (Pty) Ltd — where Mr Matekane holds shares — and M10 million to Afri Expo Textiles (Pty) Ltd, owned by Mr Kobeli.
SMIC, founded in 1999 with just 30 members, made its first investment by acquiring a 12 percent stake in Vodacom Lesotho. Over the years, its shareholder base has grown to 500, encompassing a diverse mix of farmers, informal traders, pensioners, corporate managers, students, religious organisations, investment clubs, burial societies, as well as women and youth groups.
At inception, SMIC shares were valued at M34 each, but these have since appreciated to between M8500 and M9000 a share to date.
SMIC, along with its chairperson, Selikane Selikane, and directors – Tšeliso Ntabe, Bore Motsamai, Teboho Lekalakala, Mohapeloa Mohapeloa, and Lebohang Mohau – has approached the Commercial Division of the High Court for protection.
They want to shield the forensic process from what they describe as interference meant to derail it.
The 24 respondents in the case comprise various individuals and entities, including shareholders such as former health minister Mphu Ramatlapeng, as well as companies like Verve Dynamics, Afri Expo Textiles, Vodacom Lesotho where SMIC has shares, and several banking institutions.
In court papers filed on Friday, Mr Selikane warns of “irreversible repercussions and deleterious consequences” if the audit is hindered.
They are urging the Commercial Division of the High Court to interdict any attempts to dissolve the board or disrupt the audit process.
Mr Selikane submits that shareholder concerns about financial mismanagement fully justified the resolution to engage forensic auditors. He states that
According to him, Dr Ramatlapeng claimed to have been authorised by approximately 60 shareholders to be their proxy and to vote for removal of directors.
“For the record, the forensic auditors are about to finalize their assignment, such being the position in regard to matters for which they have been mandated, Dr Mphu Ramatlapeng is now engaging in a campaign to remove the directors of Sekhametsi in order to frustrate them from tabling the forensic report to the shareholders,” Mr Selikane claims.
“She is running a programme that is intended to cause confusion in the affairs of Sekhametsi. She recruited a good number of other shareholders who can cause irreversible repercussions and deleterious consequences to the investment under the microscope.
“The controversies that Dr Ramatlapeng is fermenting (sic) can best be seen in the letters she caused other unsuspecting shareholders to sign.”
Mr Selikane further alleges that the audit was also intended to examine the conduct of Sekhametsi’s major shareholder, Neo Matjato Moteane, who, together with Boithatelo Khatleli – also a shareholder at SMIC – allegedly awarded their company, Khatleli Tomane Moteane Architects, contracts to carry out work at Sekhametsi Place (Old Agric Bank) and Vodacom Park without declaring a conflict of interest.
Mr Moteane, the first chairperson of the SMIC, is currently the Minister of Public Works and Transport.
The same company, now Khatleli Tomane Architects, was found by the Public Accounts Committee (PAC) to have been “irregularly” subcontracted in the controversial M184 million refurbishment of Moshoeshoe I International Airport project. However, Mr Moteane claimed to have relinquished his shareholding before assuming the ministerial post in 2022.
Mr Selikane also says there was no objection to the appointment of Forvis Mazars – which also accepted the mandate to investigate the legality and circumstances surrounding the appointment of KTM Architects – to assist in identifying any perpetrators involved in those transactions and ensure accountability for any misconduct, including conflict of interest concerns.
However, Mr Selikane claims that Dr Ramatlapeng orchestrated a controversial meeting held on 1 June 2025, which appointed Mr Khatleli — whose office in Maseru West had previously hosted Sekhametsi meetings — as the head of an Electoral Committee intended to facilitate the ousting of the current directors.
“It is appropriate to express distrust in the way Mr Boithatelo Khatleli conducted himself in the meeting of 1st June 2025. He is part of the people of interest in the awaited forensic report.
“At the time of the deal to engage their company, Honourable Matjato Neo Moteane was on our board and also served as a director of their company. It is true Mr Khatleli has not served on the SMIC board, but for some sophistry (sic) reasons he was appointed head of the Electoral Committee set up by Dr Mphu Ramatlapeng to remove the directors unlawfully.”
Mr Selikane says attempts to remove the board date back to the AGM of 8 December 2024, which was adjourned and resumed on 26 January 2025.
During that period, he says there were demands for sensitive information from the auditors, which amounted to attempts to verbally remove the board. He alleges Dr Ramatlapeng unilaterally developed a proxy form using the company’s letterhead and logo — an act he described as criminal.
He claims that 21 shareholders signed a petition using these unauthorised forms.
Mr Selikane also says when the issues raised in Dr Ramatlapeng’s letters were supposed to be addressed, the board chairman was interrupted by unruly shareholders, creating a chaotic atmosphere that necessitated a properly requisitioned meeting in terms of Section 55 of the Companies Act.
Mr Selikane accuses Dr Ramatlapeng of fraudulently filing proxy nomination forms using Sekhametsi’s branding to create the false impression that the board had been lawfully removed.
He also alleges that another shareholder, Lesoli Mohapi, tried in vain to persuade the Special General Meeting (SGM) chairperson to stick to the adopted agenda, but Dr Ramatlapeng insisted her own agenda be followed, triggering the removal of the board members despite that item not being on the agenda.
Mr Selikane argues the proxy forms used by Dr Ramatlapeng’s group were different from those used in properly requisitioned meetings under Section 73(1) of the Companies Act 2011.
He demands that the respondents be compelled to hand over all records and documents related to the 1 June 2025 elections, stating that the election process was legally offensive.
“There are larger issues of legal objections to the legitimacy of the ballot papers and proxy documents used by Dr Ramatlapeng and the organisers of the coup,” said Mr Selikane.
He also claims that many shareholders who joined the meeting online were unable to vote and were frustrated by some board members’ refusal to cooperate with the forensic audit.
In a bizarre turn, Mr Khatleli allegedly instructed online participants to vote by sending WhatsApp messages to his personal phone, without explaining the vote-counting process.
Mr Selikane also questions the validity of Advocate Phakiso Mochochoko’s election to the board, saying he was voted in absentia and could not have consented. He wants Mr Khatleli to produce the names of the individuals who nominated and seconded Mr Mochochoko and other purported new board members.
Mr Selikane has pleaded with the court to reject the new board elected on 1 June 2025, arguing that the meeting was not a properly convened special shareholders’ meeting for electing directors.
He argues that Advocate Dominic Metlae – a new board member – and Mr Khatleli unlawfully orchestrated the election and that the so-called new board has no authority to act on behalf of Sekhametsi. He alleges that these individuals were meddling in the internal affairs of the company for personal gain.
He is seeking an interdict prohibiting the Dr Ramatlapeng, Mr Khatleli and others from considering themselves as the new board of SMIC, pending finalisation of the matter. He also wants the Registrar of Companies to be barred from removing him and Messrs Ntabe, Motsamai, Lekalakala, Mohapeloa and Mohau as directors of Sekhametsi or from making any changes related to the management and control of the following accounts: First National Bank Commercial Cheque Account Number 63033745978; Standard Lesotho Bank Corporate Current Account Number 9080003798077; and, Stanlib Lesotho Income Fund Number 552159165.
