JON HOUZET
KOWIE FM has "disenfranchised and disempowered” its own community through recent changes to the station's board and articles of incorporation, one of the station's co-founders has claimed.
The station announced the "significant changes” in a press release a fortnight ago, which it said were "to address legislative requirements”.
But Dave Cherry, one of the station's co-founders who helped apply for the community radio broadcasting licence, said the changes were made "without ICASA's approval” and "the station appears to be non-compliant with its licence conditions that were based on the original articles of association and could be considered by ICASA to be broadcasting illegally.”
TotT has obtained a copy of Kowie FM's new memorandum of incorporation (MOI).
One of the biggest changes is that members of the public may no longer vote at annual general meetings of Kowie FM. This follows a dramatic AGM in July at which members of the River Group were ousted from the board, and several other board members later stood down.
The original Kowie FM constitution, on which the granting of its broadcasting licence was based, stated: "The station shall be owned and controlled by the community through a board of directors” and general members and corporate members were each entitled to one vote at the AGM.
"The community of Ndlambe have been disenfranchised and disempowered and their involvement with the station has been reduced to that of observer status,” said Cherry, who works for Classic FM in Gauteng.
He was also concerned about the appointment of board members, who previously were elected at the AGM, but now "appear to be self-appointed”.
"This board can then appoint new members to the board as it sees fit,” said Cherry. "The other concern with this process is that the board members are now appointed indefinitely and can only be removed by the board or if they resign.”
The board adopted the new MOI on December 2, which "paved the way to restructure the composition of the Kowie FM board”, according to the press release issued by Kowie FM treasurer and spokesman Hennie Marais.
Kowie FM co-founder and board chairman Robbie Blake stood down and one of the station's longest-serving presenters, Maxixole "Shakes" Zweni, was appointed as the new chairman.
Blake remains a board member, and the other two members are Kowie FM office manager Nolizo Mangele and Mandiswa Mangweni
Marais, Engela Neethling and Ncumisa Belle stood down as board members but will take on positions on a "managing committee”.
Cherry also expressed concern with how the new MOI defines general membership of the station, which previously was automatically granted to people over 16 and who were either ratepayers, or working in Ndlambe, or resident in Ndlambe for at least a year.
The board now controls general membership, and people have to formally apply to be members with the possibility of being denied membership or expelled without reason.
In response to TotT's queries, ICASA spokesman Paseka Maleka said: "Community participation is a licensing condition (and) the matter will be addressed according to necessary ICASA processes.”
Marais has not responded to queries.
According to the Kowie FM statement, the new MOI was structured to "specifically fit the profile of a radio station rather than that of general business”.
"It will assist Kowie FM greatly with Black Economic Empowerment legislation,” the statement read.
The new MOI allows for three classes of members of Kowie FM – patrons, corporate members and general members. None of them have voting rights.
According to the MOI, "All members are eligible to attend annual general meetings of the company [Kowie FM] but shall not have any voting rights and shall only attend such meetings as observers and to provide proposals and insight in order to further promote and assist the company in achieving its main objectives and goals. Any matters to be voted on shall be referred to a meeting of the board of directors for decision.”
The MOI also places onerous restrictions on members of the public who want to view their books, allowing no general right to do so.
The MOI also gives the board the right to hold AGMs anywhere in South Africa or in any foreign country.
They also reserve the right to "conduct a meeting entirely by electronic communication”.
A quorum for an AGM is put at 20 people, including the board, committee members and other members.
The board has reduced its minimum number of directors from seven to three, and the positions of secretary and treasurer have been moved to a "managing committee”.
Board members will serve "for an indefinite term”, according to the MOI.
Neethling remains as secretary, Marais stays on as treasurer and Belle, assisted by Mangele, takes on the portfolio of social development. Blake will deal with legislative matters, Zweni will look after recreation, sports and culture and Mangweni will be in charge of listenership and community liaison.
Patrons and corporate members have to be invited to become members of Kowie FM, while general members just have to be over 16, and either ratepayers of Ndlambe, working in Ndlambe, or resident of Ndlambe for at least one year.
Membership shall be granted by completing an application form and against payment of membership fees, if applicable.
The board, or any person they delegate, has the power to reject any application for membership, or expel members.
Ndlambe mayor Sipho Tandani welcomed the changes and congratulated the new board.
He said it was important for Ndlambe municipality to assist Kowie FM in a much bigger way and made commitments to that effect, according to the statement by the station.
Tandani suggested that Kowie FM to submit a memorandum of understanding to council to start the process of working together in the future.
"We do not want to own a radio station but we need the platform that Kowie FM provides to quickly communicate with our people as our people have a growing appetite for information," he said.
Tandani was also impressed with the growth in listener numbers, which the stations claims have increased "more than 300 percent”, to 23 000 during the last four months.