Kgolagano College status a rollercoaster ride

Move a nightmare to the Church Process of forming a Trust underway

The ultimate registration and change of Kgolagano College of Theology status from a society to a private company which was allegedly done underhand, has left the religious community with more questions than answers.

The move to register the society as a private company is a hot potato which brings frustration, anger and tears to some as they try to understand how what was supposed to be a great move of complying with the laws of the country has turned into a nightmare.

The College which is owned by six churches, has now been registered as a company named Fountain Climb Property Limited whose registration is UIN BW00001902313.

The registration certificate shows that the company was incorporated on 1st February 2019 and the reregistration date is 31st May 2020 as an exempt, and by then it had no constitution. The three Directors, who have been accused of not following procedure, including obtaining a resolution from all owners before registering the entity as a private company, are Reverend Dr. Moiseraela Prince Dibeela who at the time of registration was the college principal and continues so to date; Reverend Mmachakga Mpho Moruakgomo, who has been the chairman of the college for two decades, and Bethuel Serojane.

The total number of shares for the company is 3000 with each shareholder having 1000 shares a piece.

The Churches that are part of the college are Church of God in Christ ( CGIC), Dutch Reformed Church in Botswana ( DRC), Evangelical Lutheran Church in Botswana ( ELCB), and Evangelical Lutheran Church in Southern Africa ( ELCSA), Anglican Church in Botswana ( ACB) Botswana Christian Council ( BCC) and United Congregation Church of Southern Africa ( UCCSA).

The trio was allegedly appointed on 18 February 2019 and the Company Secretaries were Debunked Proprietary Limited as indicated on the registration certificate.

The registration of the private company, Fountain Climb Proprietary Limited, has created headaches not only to owners, but also to the college administration as they were dragged to court by its former Principal, Reverend Dumie Mmualefhe who successfully sued them and was awarded the sum of P603 292. 32 and 10 percent interest.

This was his claim for various sums made of gratuity, leave pay, car allowance, petrol allowance, housing, telephone and utilities expenses.

The order was issued by Lobatse High court judge Jennifer Dube. Mmualefhe would later record the second victory before Justice Gaolapelwe Ketlogetswe who dismissed an urgent application filed by the College to stay execution of a court judgement in 2021.

The college wanted the court to grant them permission and an order to appeal to the Court of Appeal. In his Judgment, Justice Ketlogetswe said that the college is the author of its own misery and the delay in filing an application has not been satisfactorily explained. Mmualefhe walked away with over one million Pula including legal fees and interest.

Currently, the bubble is about to burst, and no amount of cover up can stop the tide. Meetings have been held between the college administration and the church, but no solution has been found yet. It is also evidently clear that there is mistrust among those in leadership positions from both sides.

Some of the ownerchurches are calling for Dibeela as the principal to show that there was a properly constituted meeting of proper representatives and that the representatives are the ones who failed to do their fiduciary duties of reporting back to the churches, regarding the change. In addition, Dibeela should present funding document of the new company showing that all churches are shareholders and their representatives.

Those calling for explanation are now seeking a resolution that will authorise them to appoint shareholder representatives who will hold shares on their behalf. “It is very clear that the minister cannot walk away with the company”.

They argue that founding documents must clearly stipulate owners of the College, and that the role of the three - Reverend Dibeela, Moruakgomo and Serojane - is clearly defined, so that if anyone resigns, he cannot go with shares. They claim that these need to be included in the governance structure, but currently, it is non- existent neither is it coming forth.

It is said that the UCCSA leadership led by Denomination Secretary General, Kudzani Ndebele came to Botswana for inspection tour of the college, and in that tour, discussions centred around the college’s accreditation, teaching staff and their qualifications, course outlines, approval by the relevant authority, among others.

Responding to Botswana Guardian enquiries, UCCSA, Denomination Secretary General, Reverend Ndebele said the church has reflected on the matter and have been disturbed by the lack of accreditation and recent developments.

“However, we have not given up. We have put in place a process and charged our leadership to engage with Kgolagano in order to see how we can collectively work together towards making sure that Kgolagano becomes a training church that it has been known for,” he said.

Dibeela explained that in January 2018, the Registrar wrote them a letter in which he stated that for several years, they have written letters to the College but with no response, which eventually led to the College being de- registered.

“With the college facing possible closure, there was a decision to migrate from a society to a company. The administration asked those who were members of the executive to form a company so that we remain a legal entity through a company called Fountain Climb registered under CIPA with three directors who do that on behalf of the owners.”

He said the idea was to register a Trust and they are in the process of doing that. The Trust would be 100 percent shareholders of Fountain Climb and owned by the churches.

“In the meantime, directors are myself in my capacity as the principal and coming from UCCSA; Moruakgomo ( Chairman) from AME and Serojane from the Lutheran Church. All the three are holding shares on behalf of the owners of the college.

“This is where the problem is, as some people believe that we have taken ownership of the college. But, no, that is not so. The College still has some assets and are all safe,” Dibeela said.