(Trinidad Express) the 2006 kidnapping and subsequent murder of businesswoman Vindra Naipaul-Coolman, the audit committee of CLICO never met, the insurance giant’s former corporate secretary Geoffrey Leid stated on Friday.
Naipaul-Coolman held the post of independent chairperson of the audit committee at CLICO, Leid said.
The audit committee was established to ensure proper corporate governance was maintained at CLICO, Leid said.
The committee never met after it was determined that Naipaul-Coolman had been killed.
Leid made the statements while being cross-examined by Ian Benjamin, the attorney for Central Bank, yesterday.
Leid on Friday took the witness stand for the second successive day at the Commission of Enquiry into the collapse of CL Financial and the Hindu Credit Union (HCU).
Sir Anthony Colman is the lone commissioner of the enquiry, being held at Winsure Building, Richmond Street, in Port of Spain.
Benjamin yesterday described the audit committee as the “conduit” to CLICO’s external auditors, PricewaterhouseCoopers.
Benjamin: The purpose of the internal auditors is so that you have two levels of monitoring? You have a level of monitoring from the external auditors, who then report to another independent body who can ensure and advise the board accordingly?
Benjamin: And in order for this aspect of corporate governance to work well, there will have to have regular meetings of the audit committee? You agree?
Leid: I agree.
Benjamin: And those meetings’ reports and minutes should be conveyed to the board on a regular basis?
Colman: Who is responsible for calling the audit committee meetings?
Leid: The chairman of the audit committee, but we did not have a chairman of the audit committee.
Benjamin: And for how long did CLICO operate without a chairman of its audit committee?
Leid: From my understanding, it would have been on the passing of Miss Naipaul, who was brought in as an independent director to oversee the audit functions.
Leid said during his tenure as CLICO’s corporate secretary, he never saw a report from the audit committee, even prior to Naipaul-Coolman’s death.
Benjamin described this as an “astonishing and unsatisfactory state of affairs”.
Leid said Lawrence Duprey, the former executive chairman of CLICO, approached former chief executive officer of BWIA Conrad Aleong to replace Naipaul-Coolman as the audit committee chairperson.
Aleong, however, wanted a remuneration package for the role, and this would have affected his independence, Leid said.
No one ever took over Naipaul-Coolman’s role.
Leid said Duprey often “delegated good corporate governance”, with the exception of the delay in finding a “suitable candidate” to replace Naipaul-Coolman.
Benjamin said the lax attitude to holding important meetings was also seen at the board level, with the fact that only five board meetings were held in the 18 months Leid was corporate secretary.
Leid said board meetings revolved around Duprey being present in the country.
Benjamin yesterday produced the minutes of a meeting of the CL Financial investment committee, in which Duprey and other members voted unanimously against the purchase of Jamaican spirits company Lascelles de Mercado.
Eventually, Duprey overruled the investment committee’s decision, and US$676 million was paid for the company, Benjamin said.