GEBE board advises Shareholder against appointing Brooks as CEO

29 JANUARY 2016

PHILIPSBURG--The supervisory board of directors of utilities company GEBE has advised the company’s shareholder (Government) not to appoint temporary manager William Brooks as the company’s Chief Executive Officer (CEO).
The negative advice comes several months after the board had recommended that Government consider Brooks for appointment as CEO. The board’s new recommendation is based on what the board perceived to be Brooks’ unsatisfactory performance at the helm of the company over the past two months as temporary manager.

The board outlined its reasons in a letter on Brooks' performance dated January 25 and sent to VROMI Minister Angel Meyers. The board said that while Brooks displayed proper technical knowledge for the relevant business affairs of GEBE, had shown adequate working discipline and understood complicated issues, he had taken many actions and decisions that violated the limitations of his function.

The board said that although it had outlined the restrictions inherent to the function of a temporary manager, Brooks had violated these from the inception. “He acts and continues acting as if he has been permanently appointed as a Director of NV GEBE,” the board said in its correspondence.

The board said that in a short period Brooks had appointed B. Kingsale as the Human Resource Manager, K. Chittick as the manager of the power plant and his brother E. Brooks as Interim Distribution Manager of GEBE. The board said these appointments were not required for the continued functioning of the company and could be considered a violation of Brooks’ competency.

“The appointments made by Mr. Brooks, in particular his appointment of his brother as Interim Distribution Manager of NV GEBE, which went accompanied with the decision not to extend the contract of the person who was performing that function, namely Mr. G. Williams, show clear characteristics of favouritism, not to say nepotism.

“It appears, despite some generic explanation given by Mr. Brooks that no procedures were followed by Mr. William Brooks in coming to his appointment decisions. It is unclear based on what criteria, if any, these decisions were taken.

“In particular the appointment of Mr. E. Brooks as the Interim Distribution Manager is questionable, considering previous warnings issued by NV GEBE to the person in question for failing to adequately perform same function. Furthermore, no justifiable plausible explanation has been given as to why the appointment decisions were urgently necessary to safeguard the business continuity of NV GEBE.”

The board said Brooks had told the Shareholder during a shareholders meeting on December 15, 2015, that it had or was misusing GEBE’s funds and GEBE for its projects. The board believes this statement was “inappropriate” and “indicative of a lack of understanding as to how to properly conduct business affairs, or simply an unwillingness to do so.”

The board also said it had noticed that Brooks also had an “extremely stubborn and not compromising demeanour that impairs solution-finding and is in any case unfitting of a Chief Executive Officer.”

The board said too that Brooks had shown unwillingness and great reluctance to understand the need for specific projects established by the Shareholder for GEBE.

“These projects were discussed several times by [the board – Ed.] with Mr. William Brooks to also be able to assess his willingness and capability to realise these projects and therewith the general policy of the Shareholder, if and when he is possibly appointed as a Director of NV GEBE again,

“Mr. William Brooks has significantly different concepts and visions for NV GEBE that are largely not in alignment with the position of the Shareholder, [the board – Ed.] and the articles of incorporation of NV GEBE, for that matter,” the board said.

It also accused Brooks of “selectively and abruptly” excluding certain persons within GEBE from his discussions and decision-making process in ongoing matters, whilst bringing in new persons to handle these matters. “These decisions do not only violate his assignment as the Temporary Manager, they result in unrest and sentiments within senior management and other employees of NV GEBE of being specifically targeted or excluded by Mr. William Brooks for personal instead of objective business reason,” the board said.

It said Brooks maintained budget posts for work that already had been carried out, such as the business plan for GEBE. He also is accused of making decisions that require the consent of the board without consulting with the board beforehand. One of these decisions was cancelling the senior relief programme, although the shareholder had directed that this programme be further developed.

Another somewhat controversial decision to which the board alluded was Brooks’ decision to purchase a company vehicle for his brother E. Brooks for an amount that exceeded the NAf. 50,000 limit for which a Managing Director can enter into transactions, without previous consent of board.

“It’s unclear whether or not this decision has already been taken in final form or whether the decision is presently still being prepared. Regardless, the necessity and also ethical nature of such a considered decision remain questionable, to say the least,” the board said.

The board said it had conducted various discussions with Brooks before it appointed him as a Temporary Manager. The board said it had taken “with a cautionary grain of salt” the impressions that Brooks had been “arrogant, stubborn, dismissive and uncompromising manner,” during his earlier employment at the company.

“The actions of Mr. William Brooks within a short period of time, to a significant degree actually confirm the generic impressions about his functioning in the past, as related to [the supervisory board – Ed.] by various key persons within the organisation of NV GEBE. …

“With the knowledge that [the supervisory board – Ed.] presently has of the actual functioning of Mr. William Brooks, [the supervisory board – Ed.] would, if asked right now by the Shareholder to take a decision on the nomination for the vacant function of CEO, not nominate Mr. William Brooks for that position,” stated the letter signed by board Chairperson Rene Richardson.

Source: The Daily Herald, St. Maarten