Judge forbids meeting on Brooks appointment

PHILIPSBURG--GEBE N.V. Supervisory Board of Directors Chairman Rene Richardson and Board member Edwin Gumbs filed an injunction against shareholder Country St. Maarten in their bid to prevent the appointment of William Brooks as Chief Executive Officer (CEO) of GEBE without the prior required screening by Security Service of St. Maarten VDSM.
 
Brooks’ appointment was scheduled to be handled in a shareholder’s meeting which was postponed on January 28. The meeting was rescheduled for yesterday, Thursday, but pending his decision in the junction, the Judge ordered the meeting’s cancellation in a so-called preliminary provision. No meeting is to be held on the thorny issue pending the Court’s decision on the matter, which will be given on Wednesday, May 25.
 
Utility Company GEBE does not have any statutory directors since December 1, 2015. In response, the Supervisory Board appointed Brooks as temporary manager. When Brooks tendered his resignation on January 29, the Supervisory Board appointed Andrew Zagers in this capacity.
 
It is Government’s intention to appoint Brooks as GEBE’s CEO, but up to Friday, May 13, the Council of Ministers had not requested VDSM’s approval for his appointment, which is required by law.
 
According to Article 43 of the National Ordinance on the National Security Service St. Maarten it is forbidden to appoint persons in so-called confidentiality functions, “unless one grants a statement of no objection from the perspective of continuity of the democratic order, integrity of public governance, security and other important interests of St. Maarten, to the person in question to exercise a confidentiality function.” The statement of no objection must be based on a security screening made beforehand.
 
The national decree on the Security Service designates the function of director of GEBE as a confidential function, as the company is deemed vital where the production of water and electricity is concerned. Appointments of directors, therefore, require a statement of no objection from the Minister of General Affairs.
 
According to claimants, it is not possible by law to appoint any director for GEBE, unless the “Security Council” approves such appointment beforehand.
 
It is possible to appoint a director under the “suspensive” clause of the grant of such approval. However, in this case, the appointed director can only start working when VDSM has approved the appointment in question, attorney-at-law Jairo Bloem claimed on behalf of the two Supervisory Board members.
 
Bloem said it was doubtful whether Brooks would pass screening, as there would be “more than sufficient” objections against him. He is “stubborn” and “headstrong,” the lawyer said in mentioning some of Brooks’ shortcomings. He allegedly awarded his brother a high salary with company car, went on vacation without prior notice, and violated company regulations for work-related travel.
 
Prime Minister William Marlin, who represented Government in this case with the assistance of attorney Richard Gibson Jr., said the case was “very unfortunate.” Marlin pointed out that young Country St. Maarten is not even six years old and is still stumbling over certain problems, such as the screening of persons in security positions to avoid the appointment of people that lack integrity in government or in government institutions, such as GEBE.
 
In this light, the Prime Minister pointed out that previous GEBE directors were not screened either, including Zagers. And, according to Marlin, Glenn Carty was also not screened when he was appointed interim-director at Social and Health Insurances SZV.
 
However, the failure to request Brooks’ screening was nothing but an oversight by the Minister of Public Housing, Spatial Planning, Infrastructure and Environment VROMI, which in the meantime had been remedied. It would normally take between four and eight weeks to complete the screening process, the Prime Minister explained to the Court.
 
Marlin’s statement that it would have been up to the Supervisory Board to request the screening, caused some raised eyebrows with Richardson and Gumbs.
 
Marlin said Brooks’ appointment was deemed urgent as the “Supervisory Board wants to co-manage and sit on the seat of management itself. There are constant clashes with the interim-manager. He might resign and look for another position,” Marlin stated.
 
Marlin claimed the Supervisory Board’s insistence on screening was an effort “to frustrate every move the shareholder wants to make, not in the interest of the company, but for the advancement of their own personal goals,” he said.
 
Bloem accused Government of being hypocritical. On the one hand Government strictly upholds the law where human-smuggling is concerned (see related article), but on the other it allows itself to disregard the rules for screening, he said.
This injunction followed one filed earlier this month, which was aimed at preventing a meeting about the shareholder’s request for the Board to step down. This meeting has been rescheduled for Thursday, May 26.
 
According to the Supervisory Board, there “was not a cloud in the sky” until January 28, when Government demanded that GEBE pay NAf. 31 million in interim dividends and borrow NAf. 20 million for the purchase of a new generator.
 
The Daily Herald

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