For the first time in recent memory, a director this week came perilously close to being voted off the board of a Top-40 JSE listed company for playing truant from board meetings.

The flashpoint was at Bidvest, where Pansy Tlakula had skipped all four meetings of the company’s transformation committee and 75% of the board meetings. When shareholders voted, all other Bidvest directors were re-elected with more than 97% of the vote — but Tlakula got only 67%. The minimum needed is 50%, but the message was clear.

This could have ramifications for Tlakula’s career; she is chief electoral officer of the Independent Electoral Commission and chair of the National Credit Regulator. Tlakula hadn’t responded to the FM’s request for comment by the time of going to press.

When asked, CEO Brian Joffe said he had “very little sympathy” for directors who miss meetings. Chairman Cyril Ramaphosa said: “If people persist in nonattendance, further action will be taken.” Ramaphosa said he would meet with Tlakula to “discuss this matter”. Neither Ramaphosa nor Joffe missed any meetings.

This “nay” vote at Bidvest could galvanise shareholders of other companies to vote off directors who miss meetings. The stakes are high: companies that appoint directors who don’t attend meetings run the risk of being accused of “window-dressing” by appointing people who don’t play any active role.

Awareness of truancy is growing. The three asset managers who follow bestpractice by publishing their voting records all raised similar concerns last year. The Public Investment Corp (PIC) voted against Eddie Funde’s re-election as a director of Murray & Roberts, saying he attended fewer than 75% of the meetings in the past two years, and made it to only half the safety committee meetings. The PIC also voted against James Sondiyazi’s re-election at Blue Financial and the Value Group, as he made it to only half the meetings.

RE:CM voted against reappointing Roger Jenkins to Absa’s board after he missed four of 13 meetings. “We take attendance seriously. If directors don’t have enough time, they should step down,” it said.

Fraters voted against re-electing Zoli Diliza to Growthpoint last December, and Geoffrey Howe to Investec in August, citing “a poor attendance record”.

Bidvest’s AGMs are usually absorbing affairs, with activist Theo Botha lobbing missiles at Joffe. This year was no exception, as he grilled Bidvest on why its audit committee contained too few independent directors to comply with the King governance code.

Joffe closed the meeting by imploring the press not to “sensationalise” the credit crisis. “It’s not panic states in any shape or form: people are still going to restaurants, people are still driving cars, babies are still being born.”