Business · Corporate Governance · Part Two of Two
The boardroom battle at Naledi Funeral Planners has a cast of directors, lawyers, and shareholders. The people with the most to lose have none of those titles. They are the policyholders.
While two rival factions fight for control of Naledi Funeral Planners in the courts and in corporate correspondence, the people most exposed to the fallout are not directors or shareholders. They are the policyholders across Leribe and surrounding districts who pay monthly premiums in the expectation that their families will be cared for when death arrives.
Part One of this series reported on the disputed Annual General Meeting of 16 January 2026, at which five directors were removed and three new ones elected, and on the subsequent court application by the removed directors that failed to secure interim relief. This second part examines what the prolonged governance vacuum means in practice, and what regulatory framework is supposed to govern companies like Naledi Funeral Planners.
Funeral cover is among the most widely held financial products in Lesotho and the broader Southern African region. For many low-income households, it is the only insurance policy they will ever take out.
The promise is straightforward: premium payments, however small, guarantee a dignified burial without burdening surviving family members with debt. That promise depends entirely on a solvent, well-governed company behind it.
A company operating without a functioning board, as Naledi Funeral Planners has been by its own admission since January 2026, has no mechanism for proper financial oversight, no authorised budget approval, and no governance structure capable of responding to operational crises.
“It is neither prudent nor responsible for an institution such as Naledi Funeral Planners to continue operating in a governance vacuum without proper management oversight and direction.”
Thabiso Madiba, Director — Shareholder Communiqué, 24 April 2026The company’s shareholder communiqué confirms that the newly elected board led by Madiba alongside Khojane Madiba and Ts’olo Seutloali exercised deliberate restraint during the litigation period to avoid prejudicing the court proceedings. That restraint, however commendable as a legal strategy, had a structural consequence: board-level governance effectively ceased to function for the duration.
The communiqué does not state how long claims processing, premium collection, or staff management continued without board oversight, nor whether any operational decisions were deferred pending the governance resolution. Those questions remained unanswered at the time of publication. The Lesotho Tribune sought comment from the company’s Chief Executive Officer and from company secretary Peter Matekane but received no response.
The dispute also raises a direct question about Lesotho’s regulatory architecture for funeral service providers. Funeral parlours and burial societies occupy a complicated regulatory space across Southern Africa.
In South Africa, the Financial Sector Conduct Authority oversees funeral insurers as a category of long-term insurer, with capital adequacy requirements, fit-and-proper director standards, and reporting obligations designed precisely to protect policyholders in the kind of scenario now unfolding at Naledi Funeral Planners.
Lesotho’s financial services regulatory framework has historically lagged its larger neighbours in this area. The Central Bank of Lesotho has supervisory responsibilities over financial institutions, but the extent to which companies offering funeral cover products fall under its oversight depends on how those products are structured and licenced. The Lesotho Tribune was unable to confirm by publication time whether Naledi Funeral Planners holds a specific financial services licence or operates under a different regulatory category.
What is clear from the documents obtained by this newspaper is that the governance dispute produced a situation in which two sets of people simultaneously believed they had authority to approve the company’s budget, engage suppliers, authorise expenditure, and direct management.
The notice sent by Madiba to the five removed directors warned explicitly that any budget approved at an unauthorised board meeting would constitute irregular and unlawful expenditure, with personal civil and criminal liability for those responsible.
“Any costs incurred pursuant to such a meeting will be regarded as irregular and unlawful expenditure. The company reserves its rights to recover such costs personally from those responsible.”
Thabiso Madiba — Notice to former directorsFor policyholders, the practical implications of that kind of financial paralysis are significant. If suppliers disengage because payment authorisation is disputed, service delivery suffers. If the budget for the year cannot be formally approved, operational planning is compromised. If management receives contradictory instructions from competing claimants to board authority, day-to-day decisions slow or stall.
The new board’s communiqué signals an intention to end this paralysis. It commits to resuming governance functions from 26 April 2026, convening a meeting to elect an additional independent director to complete the quorum, and then engaging formally with management and the broader company structures.
Whether the removed directors accept that framing, or whether they intensify their court challenge, will determine how quickly normal governance is restored. Their application, which has already been criticised in the communiqué for a lack of diligence in prosecution, remains before the court. If it reverts to the ordinary roll, resolution could be months away.
In the interim, the people paying premiums to Naledi Funeral Planners have no direct voice in the dispute. They are not parties to the litigation. They are not shareholders. They have no seat at the board table. Their only protection is the legal and regulatory framework that is supposed to ensure the company serving them remains solvent, accountable, and properly governed, regardless of who sits in the boardroom.
That framework is now being tested in Hlotse.
“`End of series. The Lesotho Tribune will continue to follow developments in the Naledi Funeral Planners governance dispute. Anyone with information relevant to this report may contact the newsroom at lesothotribune.co.ls
