A former staff member of AYO Technology Solutions has blown the whistle on his former employer, claiming in declarations to the JSE and the Financial Sector Conduct Authority (FSCA) that some aspects of the company’s 2021 interim financial statements were inaccurate. AYO denies the claim.

The whistle-blower’s report comes at an uncomfortable time for AYO, which last week again took the controversial decision to pay a hefty dividend despite declaring a full-year loss.

Market commentators are astounded by the decision of the company, which incurred a pre-tax loss of R201-million for the full year ending August 2021, to once again declare a dividend after having done so previously at the interim stage. “It’s just a joke,” said one.

The company declared 30 cents a share, which comes on top of declaring an interim dividend of 65c a share. In total, the dividends will cost AYO R320-million, about a quarter of its current market capitalisation.

The whistle-blower, Zama Mlaba, a former member of the finance staff at AYO, disclosed that staff payroll costs for five consecutive months – September 2020 to January 2021 – were not recorded by the finance department in any of those reporting months, which would have had the effect of increasing the stated income announced for the interim period to February 2021. He was instructed in the last week of September by the finance executive to include these in August, after a report sent by the CFO.

The effect of the change was not huge: Mlaba estimates that it would result, in total, to a change of about R15-million against a turnover for the period of R859-million. However, the company had just swung into a loss-making position and was under pressure to demonstrate that losses were sustainable. His claims are backed up by documentary evidence, which Mlaba has handed over to the JSE and the FSCA. AYO has made no announcement that the financial integrity of the February interims have been questioned.

Jeni Kostova, AYO group executive marketing, described the claim as “absurd” and said AYO could confirm that Mlaba had referred a dispute to the Commission for Conciliation, Mediation and Arbitration (CCMA) for unfair dismissal and discrimination. “AYO is not aware of any ‘misstatement’ nor ‘irregularity’ in its financials nor of any such investigation by the JSE or the FSCA. AYO’s end-of-year results were published this week [1 December] and contain no such adjustments as appear to have been inferred by this disgruntled former employee.”

Andre Visser, director of Issuer Regulation at the JSE, said the JSE could confirm that it had received a complaint but said it was unable to divulge any details as the peremptory requirements of Section 73 of the Financial Markets Act prohibits the JSE from disclosing information obtained during the exercise of its regulatory duties.

Mlaba was dismissed after objecting to making the changes and is currently contesting his dismissal at the CCMA. The case has yet to be heard.

Mlaba’s claims constitute only one element of the controversy that surrounds AYO, which is indirectly controlled by Iqbal Survé through listed entity African Equity and Empowerment Investment Group (AEEI).

In its full-year results, AYO said the decrease in revenue was “due to the loss of a large contract with a significant customer”, which is widely thought to be Sasol.

“Additionally, there were other significant contracts with major customers in the managed service division which came to the end of their term and were not renewed in the current financial period,” it said.

As a result, profit before tax decreased from a profit of R104-million in the prior financial year to a loss before tax of R201-million in the current financial year. The group says “there was a reduction in the cash holding balance in the current year as funds were utilised for investments and working capital purposes. The decrease in the cash holding balance resulted in interest income decreasing by 32% to R165-million in the current financial year as compared to R242-million in the prior year.”

This means the cash balance is significantly smaller than it was when the PIC bought 29% of the company in July 2018 when the company listed, which cost the corporation R4.2-billion.

The PIC and the Government Employees’ Pension Fund instituted legal proceedings against AYO in May 2019, seeking a declaration that the subscription agreement entered into between the PIC and AYO was unlawful and demanding its money back with interest. AYO is opposing the case, which is currently in discovery.

The concern now is that, by the time the legal action is finalised, AYO will have paid out most of what the PIC invested in dividends and therefore there will be little or nothing to recover. DM168 approached the PIC on this question, but it had not answered by the time of going to press.

This issue is not the only controversy around the company. In its latest results, it acknowledges that loans to related parties, including its holding company, have increased massively from R120-million to R220-million.

Two of the largest of these companies are the Bambelela Capital Proprietary Limited and 4Plus Technology Venture Fund Africa Proprietary Limited. Its total accumulated investment into 4Plus is R197-million, of which its fair value loss is stated as R171-million. Bambelela has a 49% stake in Vunani financial services company.

4Plus is described as an investment holding company that has an equity stake in Volt Africa (a company that is involved in software development particularly in advertising tech), Loot (an ecommerce platform), Independent Online (IOL) (an online newspaper) and Africa Community Media (ACM). The company reported it now holds 28% of 4Plus. DM168

This story first appeared in our weekly Daily Maverick 168 newspaper which is available for R25 at Pick n Pay, Exclusive Books and airport bookstores. For your nearest stockist, please click here.