Businessman Mayur Madhvani
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Hot Madhvani land at the heart of NSSF power fight
What you need to know:
- Labour Minister Betty Amongi’s 19-page letter justifying her refusal to reappoint Richard Byarugaba to NSSF contains several strong allegations. In Part II, we look at some of them to find out the facts, and the truth.
What had started in May 2022 as a small tug-of-war between Managing Director (MD) Richard Byarugaba and Labour Minister Betty Amongi over carving Shs6 billion out of the NSSF budget to fund the minister’s pet projects had escalated into an all-out conflict by the end of the year.
A corporate titan with decades of boardroom experience, Byarugaba had 10 years of impressive financial performance at NSSF in his favour. Ms Amongi, on the other hand, had just over five years’ experience as a cabinet minister but the survival instinct of a politician and, beneath her soft exterior, a gladiatorial mindset.
Deputy MD Patrick Ayota had dutifully handed in his retirement slip as demanded by the minister and been rewarded with a reappointment, as recommended by the board.
Byarugaba, on the other hand, had demurred and chosen to wait for his contract to run out and be reappointed on his own terms.
A fire had been lit and all it needed was fuel. The first log on the fire was, on the face of it, just a twig. In October 2017 Shs37 million had been paid out of the NSSF office in Masaka to someone who impersonated a South African expatriate who had worked in Uganda for a few years.
An internal investigation found that Sooka Joseph, an NSSF employee, had orchestrated the fraud using his own phone number and bank account. He was fired and prosecuted, then jumped bail.
As the power fight intensified, the twig started growing branches. Apparently Sooka was now willing to return to the country and testify in exchange for witness protection and a deal with the prosecution. NSSF officials said the matter showed that internal controls worked and that any loopholes had since been closed. On the other hand, Minister Amongi says his testimony is expected to implicate senior officials at the Fund and she has been working to secure his return, as well as audience with senior government officials.
This – competing narratives about the same set of facts – would become a common thread in the accusations and counter-accusations that would follow, some of which are now the basis of the investigation by the Inspector General of Government (IGG) and other agencies.
President Museveni (centre) inspects the NSSF housing project in Wakiso in September 2022. PHOTO / COURTESY
The biggest, potentially, revolves around Nakigalala Tea Estate, a lush-green expanse that abuts the Kampala-Entebbe Expressway at the Kajjansi exchange. The Muljibhai Madhvani family, which owns the almost-400-hectare tea estate, has been trying to sell it to NSSF for at least three years.
The current fight within the Fund has brought issues surrounding the land into light.
Minister Amongi accuses Byarugaba of negligence of duty by asking her to approve Shs400b for the purchase of strategic land yet the Chief Government Valuer had valued the land at Shs246 billion. She also accuses him of misleading her by telling her President Museveni, Finance minister Matia Kasaija and the board had approved the purchase.
“I requested him to avail me H.E the President’s directive, [Finance] and Boards approval, and Ministry of Lands, Housing and Urban Development valuation and land titles verification reports. He never availed them,” she wrote in her letter deferring Mr Byarugaba’s reappointment.
“When I inquired from the Board, the Board had not approved the purchase of the Land, Hon. Kasaija had also not approved it as minister in-charge of investment, and there was no directive from H.E.”
NSSF officials told this newspaper that they budgeted Shs250 billion for the Madhvani land, Shs120 billion for a separate purchase of land from the Police at Naguru, and Shs30 billion for any other land that would be found suitable.
“She is misreading the numbers,” an official said, asking to speak off-the-record given the sensitivity of the matter. Ms Amongi, however, insisted to this newspaper that the NSSF officials “told me the 400 billion was all for the Madhvani land”.
Land wrangles
Our investigations reveal a more complicated picture. In a due diligence report dated August 2020, the law firm Nangwala, Rezida and Company Advocates cautioned NSSF against buying the land.
“All the pieces of land are subject to adverse possession and are capable of developing serious land disputes and possible litigation,” the report noted. “The registered proprietor needs to first clear all the pieces of land of the adverse possessors before negotiations can commence. Acquisition of these pieces of land would require their being fenced off immediately with a fairly strong fence to bar further encroachment.”
In November 2020, the NSSF management asked its board for conditional approval of purchase subject to resolution of issues raised by due diligence, compliance with procurement rules, and obtaining a value from the Chief Government Valuer, but this was denied.
“The board instructed management to, through the vendor, resolve all issues identified in the due diligence reports and thereafter seek the board’s approval for the purchase of the land,” an extract from the board minutes seen by this newspaper shows.
Mr Patrick Ayota, the deputy NSSF MD, informed the Madhvani’s of this position in a December 2020 letter and Mr Byarugaba followed this up with a detailed similar letter two months later.
In March 2021 Madhvani’s lawyers, Kampala Associated Advocates, wrote back to say the lawsuits by people claiming the land would not succeed, to no avail.
Resurrected
The matter came back to life in June 2022 when the Madhvani’s wrote to Ms Amongi to ask for her intervention. She, in turn, wrote to her Lands counterpart, asking for a due-diligence report on the land, and a valuation from the Chief Government Valuer.
“The company intends to invest the proceeds from the purchase of the land to develop Amuru Sugar Works Limited where the government is partnering with them in ajoint venture,” she wrote. “Also avail me with the land title for Amuru Sugar Works Limited. This will help me to justify approving money from NSSF for the purchase of the company’s land at Nakigalala with a sound rationale.”
The Minister for Gender, Labour and Social Development, Ms Betty Amongi, makes a presentation at Parliament on January 19, 2023.
The response came a month later from Sam Mayanja, the junior lands minister.
“The due diligence conducted on the above land reveals that the four pieces of land belongs to [Madhvani] and that the lands are free of any claims or encumbrances,” he wrote.
“I have enclosed copy of the Chief Government Valuer’s report which indicates the value of the above four parcels of land and also clears any issues related to any squatters, claims and encumbrances”.
The valuation report estimated the value of the land at Shs246 billion, but, contrary to what the minister said in his cover letter, it noted that small portions of the land were “physically encumbered by bonafide occupants”.
In addition, the report noted: “The subject properties are held under freehold tenure giving the proprietor good security of tenure. However, this office is yet to be furnished with a search statement in respect of plot 2 Busiro block 374 Nakigalala and has, therefore, relied on information obtained from the certificate of title availed. It is incumbent upon yourselves to undertake further due diligence to confirm ownership of the same before any financial transaction.”
Before his appointment as minister for Lands, Mr Mayanja was a partner in Kampala Associated Advocates, the law firm that was representing Madhvani in the transaction. He told this newspaper that he had acted independently.
“When I took on the ministerial post, to avoid this kind of situation, I resigned my position as a partner of Kampala Associated Advocates. I am no longer a partner,” he said. “I used to be a senior partner, but I realised that there could be cases there perceived as conflict of interest and I resigned. So now I have no conflict of whatever has happened there.”
Sam Mayanja, State Lands minister
Although her junior minister had already responded to the letter from Ms Amongi with her in copy, substantive Lands minister Judith Nabakooba also weighed in with another response to the same letter on September 29. She confirmed the Madhvani ownership and added details of a civil lawsuit for ownership of the land that had been ruled in their favour in 2014.
Despite the two letters, neither minister of lands attached the Amuru land title requested for by their counterpart.
With the all-clear from the two lands ministers, the transaction gained momentum and on October 25, 2022, Ms Amongi wrote to Byarugaba restating the five reports she had asked for to enable her to release the money: a due-diligence report confirming no encumbrances; the chief government valuer’s report; approval from the Finance Minister; approval from the NSSF board; and clearance from the Lands ministry about the authenticity of the title.
The minister said she had received clearance from Lands as well as “the title confirming the total of [hectares] free of encumbrances”. Missing, she said, were the Finance and Board approvals. She did not mention the due-diligence report which she had asked for – and which, as noted above, had already warned the Fund to exercise caution. Nevertheless, Ms Amongi directed Mr Byarugaba to proceed and negotiate with Madhvani based on the chief government valuer’s report, then advise on a final figure to enable her to approve a supplementary budget for the land.
This, alongside how much money was actually earmarked for the transaction, is likely to be a contentious matter in the on-going investigations. Although Ms Amongi says in her December 7 letter that she was not availed with the valuation report, her earlier letters show that she had received it from Minister Mayanja.
Investigators are also expected to examine the alleged claim that the President had approved the transaction, as well as the claim that the proceeds of the transaction were meant to be reinvested in Amuru. Also key to determining the truth of the matter is what the current NSSF board members knew about the transaction and how much they knew about the position of the previous board on the matter.
At least three different officials interviewed for this report and who were familiar with the matter say there was widespread pressure from many quarters at this time to have the transaction concluded.
Outgoing NSSF managing director, Richard Byarugaba. PHOTO/ FILE
“There was interest by some people inside and outside the Fund to close the matter,” an official familiar with discussions on the matter said. He asked not to be named because of the sensitivity of the matter. “Only NSSF has that kind of money to buy land of that size, so it was a make-or-break transaction.’’
Officials from Madhvani Group declined to comment about the transaction, its connection to Amuru, or any discussions with officials to help push the transaction forward.
“We have not discussed anything with anybody. I cannot discuss this matter now because it is very hot in the news,” Mr K.P Eswar, Madhvani’s director for corporate affairs, said by telephone. “I cannot discuss this matter anymore. I have been advised by my legal team not to discuss that matter.”
Last-ditch effort
The land itself is not without controversy. At least three different members of the Buganda royal family have, over the years, pressed charges claiming ownership of the land.
In 2019, an investigation by the Criminal Investigations Department into alleged fraudulent transactions on the land, stalled after officials in the Ministry of Lands refused to make available relevant officers to be interviewed.
When news filtered through that approval had finally been given for NSSF to proceed with the final negotiations, the claimants made a last-ditch effort to block the transaction.
A week after Minister Amongi’s letter, Mwesigwa Rukutana and Company Advocates, a law firm representing a set of claimants, wrote to the Attorney General and to Uganda National Roads Authority, which acquired some of the land for the expressway, alleging that the Madhvani Group had acquired the land fraudulently.
They drew their attention to a temporary court injunction obtained on October 19, 2022, stopping any sale or transaction on the disputed land. w A week later, Birungi and Company Advocates, a law firm representing yet another set of claimants to the land, wrote to the Lands minister drawing her attention to an unresolved petition submitted to the Inspector General of Government in December 2021 over the same land.
By the time Ms Amongi wrote her December 7 letter accusing Mr Byarugaba of misleading her, the transaction had become too hot to handle.
With reporting by Jane Nafula
