Dear MDC Member.

I hope I find you all in one piece. Let your hearts be strong during this time. I know MDC members do not want to read or they do not like to read long articles or they do not like to read some other type of articles, but I beg you for once, try this one.

They say the darkest moments are before dawn.

We have been heavily attacked by sell-outs and enemies of our struggle. The institutions of our Country are so captured that some odd things are happening.

I will not waste your time to read what you all already know. I feel I must just share my views on things that have caused the family members of MDC help the enemy brake our revolution momentum without them knowing. Me included. Please read with sober mind.

A) MDC/ MDC T/ MDC A

A lot is being said in our circles about these names. Some conflate the three and some try to make stories out of this. Of late this has led to zanufied parliament taking advantage and recall members of parliament elected under MDC A and replace them with MDC T members. The same confusion has led to bogus people calling themselves MDC T to get help of zanufied institutes and take over Harvest House. When this is happening the victim that loses is the MDC member. Some of it is mainly because MDC member has failed to define  and differentiate three things above. Its high time we discuss and know the following.

a) MDC

1. MDC is a political party formed in 1999 and adopted a constitution in January 2000. Article 1 of the adopted constitution reads

ARTICLE 1

NAME, SYMBOL AND HEADQUARTERS OF THE PARTY

1. The name of the political Party shall be the Movement for Democratic Change (hereinafter referred to as “MDC” or where appropriate “Party”).
   1. The  Party’s  symbol  is  an  open  palm  with  its  borders  in  black  on  a  white background encircled by the Party’s slogan “Chinja maitiro” “Guqula Izenzo” written in black. The Party’s logo is a black circle incorporating the Zimbabwe bird in grey on an orange background which represents a wheel on which is also embedded the Party’s flag in black, red, yellow and green blocks arranged in bands.
   1. The Party’s flag is rectangular. It is one and half times longer than it is wide. It is a  horizontal  multi-colour,  comprising  from  top  to  bottom  equal  bands  of  green, yellow,  red  and  black.  At  the  centre  of  the  flag  is  the Party  symbol  in  its  original colours with the words “MDC” written in white on the black band of the flag.
   1. The Party is headquartered at Harvest House, No.44 Nelson Mandela Avenue, Harare and shall have offices at such other places as may be determined from time to time by the National Council.

 It is in this Article where we get the identity of MDC. It has no “T” nor “A”. More important parts from the above that each member of MDC must note and let no one abuse their party are the following: i) The name is MDC only ii) The head office is 44 Nelson Mandela avenue Harare.

These two items must be noted by anyone interested in MDC. In 2000 MDC had already acquired Harvest as its Head office and adopted a name MDC.

• MDC has a legal status. The legal status is in article 2 of its constitution.

ARTICLE 2 LEGAL STATUS

2.1.The  MDC  shall  be  a  body  corporate  with  perpetual  succession,  capable  of Suing and being sued and acquiring and disposing of property in its own name.

2.2 The MDC shall have the power to do everything necessary or conducive to the furtherance of its aims, values and objectives

It is clear that once one identifies the party by its name and head office and all details in article 1 you need to check the legal status.

1. It is clear from article 2 that MDC is a body corporate. Which means it is guided by Companies Act 24.03. The Act defines a body Corporate.
2. It is also clear that MDC has a perpetual succession. That is to say members come and go but MDC remains.
3. MDC can be sued or sue in her own name. iv) MDC can acquire  or dispose property in her own name. The points that state clearly that “in its own name” should not be taken lightly. Something has to be done under the name MDC for it to bind MDC. If it is done under any other name then its not binding to MDC until it ratifies it.
4. MDC has a membership as guided by article 5 of its constitution and the members are issued with cards. The members have also obligations and rights in the party MDC. I will not repeat them.
5. MDC has organs that rank from Congress to branch.
6. MDC has office bearers. Of note is the president of the party, whom the constitution gives the power of being the leader and Chief Principal of the party. It is the role of being a principal that one uses to transact or act on behalf of a juristic person as MDC. When ever a president of the party represent the Party MDC and sign contracts, agreements or invoices, he is exercising the role of principal. Any office bearer who is given a role in MDC constitution when he transact on behalf of MDC in terms of that role is exercising role of principal. However the President is said to be Chief principal. His powers are spelt in article 9.1 of constitutions.   One has to be an authorised person to act on behalf of MDC then state the fact in doing business, that he is actually acting on behalf of MDC.
7. Decisions on party issues in MDC operate on Committee principle. No single person can decide on behalf of the party unless that decision relates to well spelt functions of that office bearer. Article 10.1 of MDC constitution reads;

“ARTICLE 10

PARTY COMMITTEES

10. General provisions applying to all Committees:

10.1 The Party shall operate through the Party Committee system and accordingly it  shall  be  the  duty  of  the  Secretary 

General  to  ensure  that  all  committees  are functioning and submitting reports to the National Executive.” 

It is clear that in MDC decisions are made by way of resolutions of Committees and the minutes are send to office of Secretary General. To clear out the possibility that a member of MDC can claim ownership of MDC by may be having contributed something or sacrificed something the constitution of MDC spells out how it indemnifies senior members..

9.22 Indemnity 

• Senior office bearers of the Party and other members of the National Council shall  not  be  liable  to  the  Party  and  its  members  for  any  loss  arising  from  any mistake or omission made in good faith.
  • Senior office bearers of the Party and other members of the National Council shall  be  entitled  to  an  indemnity  out  of  the  assets  of  the  Party  (including  future assets)  against  all  costs,  damages  and  expenses  incurred  by  them,  in  respect  of any  liability  incurred  by  them,  in  good  faith,  in  the  execution  of  their  powers  and duties. 

This is for every member to realise that actually MDC is a separate person from it members and leadership. If a president spend his or her own resources MDC will reimburse such money from its own assets. If he makes a genuine mistake during the course of his or her duties MDC and its members will not hold him/her liable for such mistake. Take note the word. It says “MDC and its members” . Which means MDC is separate from its members and one can be liable to members or MDC or both.

• When MDC wants to make an Alliance in her own name, she is guided by article 3.7 of her constitution it reads;  

3.7 The  MDC  shall  form  alliances  with  political  organisations,  or  united  or  popular fronts  and  may  join  national  or  international  organisations  which  share  the  same social democratic values with it*

Very important. From her own constitution MDC states clearly that she shall form Alliance with other political parties. Bear with me that from point (a)(2) above on legal status that a thing has to be done in MDC’s name for it to be regarded as done by MDC. If an alliance is to be entered by MDC then a Principal, acting on authority of MDC and expressing the fact he/she is acting on behalf of MDC must sign the agreement on behalf of MDC. If a person who also hold an office in MDC signs some other documents or agreements which bear another name other than MDC then such document cannot bind MDC unless it is ratified by MDC. 

The above issues as they relate to MDC have strong bearing in the way we must understand our current problems. I have deliberately avoided clouding these facts with my opinion for now. I will then put my opinion later after defining the other two remaining names.

b) MDC- T

1. In 1995 after General elections, there was a proposal to introduce a house of senate as part of parliament. There were disagreements in MDC over this matter. One group said it did not want MDC to participate in the senate issue and others wanted to participate. 
   1. While people want to group the people as followers of Tsvangirai versus followers of Welshman Ncube but the most senior person in the group that Prof Welshman Ncube belonged to was a Deputy President of MDC Gibson Sibanda. This fact has been underrated for political reasons but for current issue it cannot be ignored.
   1. The other fact that remained unnoticed is the provision of article 6.2.4 of

MDC constitution” 6.2.4.1. A notice convening the Congress shall be sent to all Provinces and Districts by  the 

Secretary  General  on  the  direction  of  the  National  Council  at  least  2  (two) months before the date of the Congress. 6.2.4.2. In addition, the notice convening the Congress shall be published once in a Newspaper of national circulation, thirty days before the Congress.”

This provision has been there from 2000. Only in 2014 Extra Ordinary Congress that article 9 was amended to give the president power to convene a Congress.

The reason I brought this is for people to remember that we held a congress of MDC in 1996. The camp led by Prof Ncube had the Secretary General and by that provision (6.2.4) he had the sole constitutional power to convene Congress. Their argument was bolstered by that fact and they did not recognise 2006 MDC congress.

• What ever that transpired from 2005 to 2008 is not my concern for now. In 2008 we had the first harmonised elections. At that time we had to field candidates for election from councillor to Member of Parliament and then a presidential candidate. 
• The requirement for a party to contest election have always been guided by electoral Act. This is the distinction that we all need to take up. For purposes of election the electoral act accept any form of political organisation. It has nothing to do with acquiring asserts, perpetual succession, disposing of assets or any legal liabilities or obligations outside election issues. This means a group of people can come together and give a name to their contesting team and when the election over it ends there.
• There was a challenge that there were two groups of people using the name MDC and if they were to enter election the votes would split. The Tsvangirai led MDC group decided to put a T in front their MDC and name it MDC T. What ever the T was to stand for is not a matter of concern for now but the following facts emerge

i) A new name was introduced. ii) In terms of electoral Act it was a political party.

1. This party MDC T did not come from a congress resolution that MDC is now adding a T on its name, neither was there a National Council that they are Changing MDC party name to MDC T. If ever those resolutions existed they were never ratified by congress of MDC held in Bulawayo in 2011 or Extra Ordinary Congress held in 2014. However the same name was used again in 2013 harmonised election.
   1. It remains clear that the president of MDC and the congress elected leadership would do every day operations in the name of MDC but when it comes to elections and campaigns they do it in the name MDC T. What one can say there was never any constituting document for MDC T beside the electoral law provisions. This does not make it a non entity. It is an entity. It had members following it. However by looking at the constitution of MDC you can confidently say MDC T is not MDC . From article 2 of MDC constitution you can deduce that only actions done in MDC name are then binding on MDC. There is no record that MDC ever changed her name to MDC

T or resolution that was ratified by any congress that MDC T is MDC trade name or contracts entered in the name MDC T are also binding to MDC.

• What is clear is members were recruited and issued MDC party cards and belonged to MDC. Come election time there is MDC T contesting another MDC. 
  • This is where the whole issue of confusion starts. Some members of MDC hold membership cards clearly written MDC. They attend Congress of MDC but they believe they are MDC T. Non has ever received a card in the name MDC T.

Remember anything done in the name MDC by an official of

MDC belongs to MDC but anything done in the name of MDC T by an MDC official can only belong to MDC after MDC ratified such decision.

• It brings us to important issues affecting us.
  • While MDC T was operating from 44 Nelson Mandela it does not change the fact that the building harvest house belong to MDC. Mr Tsvangirai was a separate person to MDC or MDC

T. 

1. The president and National Executive of MDC were also acting as MDC T executive.
   1. MDC T received funding from Government would pay for expenses and some paid to cover MDC expenses and buy MDC assets.
   1. To an ordinary person there became a thin line of division between MDC T and MDC. Each Congress of MDC no member of MDC challenged the way things were happening.
2. Now come to October 2017. Mr Tsvangira had a vision of uniting opposition parties in what he called big tent. He mobilised 6 other political groupings to form an Alliance. While MDC constitution state that MDC shall enter into alliance with other political organisations and a resolution of 2014 congress to join hands with other parties the following facts remain true
   1. In an alliance agreement signed in 2017, Mr Tsvangirai as president of MDC T signed the agreement to form an Alliance of seven parties.
   1. The party he was standing for is clearly stated as MDC T. iii) He is also clearly stated as its president and Principal.
   1. Within the seven political parties was another party called MDC.
   1. The president and Principal of this party was Prof Welshman Ncube.
   1. By appending signatures on that agreement it proves that Mr Tsvangirai knew the party he was representing was MDC T and not MDC. This is so in two respect
      1. He did not state it that I am standing for MDC.
      1. He saw the name MDC also appearing on another party with its own principal. vii) What ever the reason Mr Tsvangirai could give for such action and what ever Prof Ncube could give for such action there are two side of story that bring same result

a) By not acting on behalf of MDC but acting on behalf of

MDC T the Alliance agreement does not bind MDC at all.

This is by article 2 of its constitution. It has to be done in

MDC name to bind MDC. What ever the legal status of MDC T the point is Mr Tsvangirai entered an agreement on behalf of MDC T. Does MDC T has perpetual succession? Can MDC own or dispose property. That is the challenge we have. MDC T was just a grouping of people who were using  a structure of another party. On this case it stood on its own and someone stood as its President. Without ratification of that decision by MDC it cannot be MDC’s decision.

b) While Prof Ncube acted on behalf MDC the question then that arises is did he have the authority to stand as Principal of MDC regarded as president of MDC the body Corporate. If yes then it throws everything in dispute to dust bin. What it then it means all the congress that the Tsvangirai led grouping held were null and void. The congresses that made Prof Ncube president are valid. However you go to article 3.7 you discover that it was put in place in 2006 congress and the Prof Ncube grouping did not put it in. By that MDC would not have entered alliance using that provision neither could they have used 2014 EOC. If it is proven that Prof Ncube had no right to contract on behalf of MDC the body Corporate then it means MDC the body corporate did not enter into any Alliance. That is why I say MDC the body Corporate never entered into Alliance agreement . It was not part of the seven parties.

• To conclude on the issue of MDC T it clear that it was an entity of MDC people who believed in Mr Tsvangirai. Without a constitutive document. Without a document one cannot then bring perpetual succession of such organisation. To those that believe in T standing for Tsvangirai, how then would MDC Tsvangirai stand after his death? If people were grouped around Tsvangirai as their binding item, it must be accepted that people have freedom to move and look for a leader within MDC. If there was an MDC T the can be MDC C or Z. People have choice.
  • As for MDC the body corporate it remains like that.

c) MDC A

This is the name that has brought us were we are. For zanu it a name the hate because of defeat of 2018. They will do anything to destroy it.

To the electorate it is a party led by Nelson Chamisa or Wamba as they call him. When the Supreme court ruling came out there was a panic from our leadership which was then spread to the membership. Some of the statements were then used by the enemy to wedge a war against our revolution. Blame it on who ever you want. I do not care. My concern is MDC member to know his or her rights and know how to defend the party.

1. No doubt that the name MDC A is derived from the Alliance agreement. What ever explanation one can give we cannot run away from the constitution document of MDC A. Unlike MDC T which had no record of how it existed, MDC A has a constitutive document.
   1. The membership of MDC A is clearly shown as a group of seven political entities. No individual can claim to be a member of MDC A. You can only be a member through membership of another group.
   1. Bear with me in this. Of all the 7 political parties non of them brought their own constitutions to be part of the Alliance agreement. Each political organisation was governed by their own laws. I would not know what other political parties say in their constitutions. However as we can prove from the Alliance document that there was a party called MDC T as represented by Mr Tsvangirai we can safely say that party had no constitutive document. It never held a congress under the name MDC T to elect leadership and adopt a constitution. However that political grouping contested election 2008 and 2013 as such. In terms of electoral law it was a political party. We only note that such name was also used in 2018 election. ZEC cannot register another party where there is already another one using the same name. It is assumed that this MDC T is the same as the previous MDC T in previous election ; save for one fact. In March 2018 this MDC T held a congress in the name MDC T. This is after the signing of MDC A agreement signing. The questions that then arises are
2. How could MDC T that signed Alliance agreement be the same as the one that held congress in Bulawayo?
3. Did this MDC T that held congress in Bulawayo ever ratified the decision of Mr Tsvangirai to enter an Alliance with 7 parties? iii) Did the leadership of MDC T elected in Bulawayo accept the concept of Alliance?
4. It is a fact that MDC T that was represented by Mr Tsvangirai in Alliance agreement was just a group of unknown members. While he legally stood as the president of such grouping no one knows how he became president of that grouping.  
5. After Tsvangirai’s death the grouping had all the right to find a leader. Since it had no structures of its own but using MDC’ s structures there was a National Council of MDC that sat and chose Mr Nelson Chamisa as president of MDC. It must be noted that it was MDC T that was using MDC structures and not MDC using MDC T structures. MDC T has no membership cards.  
6. When it was decided that Mr Chamisa must replace Mr Tsvangirai as the presidential candidate there are few facts an MDC member must never miss to observe
   1. From the onset MDC the body corporate was never part of MDC A.
   1. In that case Mr Chamisa could not replace Mr

Tsvangirai in MDC A as president and Principal of

• because Mr Tsvangirai had not entered the agreement as MDC but as MDC T.
  • In that case he could replace him as MDC T president. Which is just a group of people in MDC who followed Tsvangirai by my definition. This had nothing to do with MDC body corporate. iv) Those who followed Mr Chamisa to the so called MDC T had no membership cards from MDC T or posts from MDC T however we know all of them had membership cards of MDC and were office bearers of MDC.

v) When ever they stood for MDC T they will express the fact and when they are standing for MDC they would also express. One notable example is a notice to convene a Congress written by Mr Mwonzora as Secretary General of MDC. He was conscious of the fact of which party he was representing when calling for Congress.

• From the agreement it can be proven that after the death of Mr Tsvangirai as the presidential candidate of Alliance a replacement had to be put in place. The criteria of replacing a presidential candidate is laid down in the agreement.

Following facts emerge

1. Someone from among Alliance partners had to replace him.
   1. It is clearly stated in article 3.0.(b) of agreement that an “individual” is selected. Which means while all know for a fact that Alliance had 7 juristic persons as members but on this clause it state that an individual must be selected from Alliance partners.
   1. It is clear that since membership of the Alliance was about 7 equal partners the selection process was through principals.
   1. Whether Nelson Chamisa was a legit president of
      1. as declared by MDC National council or legit President of MDC T which we have no evidence of it constitutive documents, the point that remains is a presidential candidate was selected by 7 principals. Of the remaining 6 they chose Mr Chamisa. His selection was as an individual. Which means he is the rightful candidate of MDC A.
         1. Having proved Mr Chamisa as rightful MDC A

presidential candidate the benefit he has is that his facial image becomes part of the logo of MDC A.

No one can take that away from him.

• MDC A entered election and got seats under that name.
• In October 2018 Prof Ncube dissolved their structure of MDC. This process had been taken to mean dissolving MDC or their MDC by hijackers. There is difference in dissolving a party and dissolving a structure. As in MDC constitution article 19. We never heard a congress that was held with a motion to dissolve the party MDC by Prof Ncube led MDC.
• What members of MDC should not is that people get MDC membership from branch not National. When they get a card they become members of MDC and not members of Tsvangirai or Ncube. Most people spend their lives as MDC members but never taken any position of leadership. They are not eligible for Congress but they remain members with rights and obligation stated in article 5. So if Prof Ncube had said he wants to dissolve MDC and he convened a congress to do so all MDC members cease to have a party.  
• The fact is he dissolved structures from branch upwards and integrated with those that were following Tsvangirai.
• When MDC held congress in Gweru he was elected VP among three others. A constitution was presented and he accepted it. So it means MDC has become one again.
• While it was congress of MDC there other members of MDC that were re admitted into the party from PDP. They came as individual to their own party. This does not make it MDC Alliance or an Alliance. This is the point which was misrepresented upon the pronouncement of SC. Some statements were later on abused by enemy and we still fail to defend MDC properties because we are stuck on some statements.
• I fully understand that the motive was to defend the gains of MDC A which defeated Mnangagwa hands down. I also stand by the fact I am MDC A electoral law. However I must and so as you must not give away your rights on a silver plate because of anger. Sober up.
• MY OWN PROPOSAL
  • MDC Membership orientation.

I feel our MDC membership must be given orientation to understand who they are.

• MDC the body corporate that was formed in 1999 must be defended for following reasons

i) It is the one that gives membership card. ii) It is the one that has a legal status well spelt.

1. It is the one that has perpetual succession. If we are to build a party that our children will inherit succession must be our priority.
   1. It is the one that has a constitution we have all been following. 
   1. It is the one that own MRT house.
   1. If we do not defend MDC we give room MDC T and all its accessories to claim right over MDC.
2. An understanding of SC ruling and its implication cannot be achieved by any member of MDC if he or she does not understand the differences in MDC/ MDC T/ MDC A you end up denying of who you are thereby losing right to what belongs to.
   1. As we have seen that Mr Tsvangirai has always conflated MDC and MDC T and at one point people had started to think it is the same, let that conflation not confuse you. From onset MDC T is just an electoral organisation without assets. Stand up and defend Gweru congress of MDC.
      1. For Record again understand that MDC as a party never entered into Alliance of MDC A. What entered MDC A is a group of people from MDC who followed Tsvangirai.  iii) The SC was about MDC as a body corporate and not MDC T or MDC A. As it constitution states MDC only honours things done in her own name. Anything done in MDC T or MDC A is not for MDC.
      1. If MDC did not enter elections in 2018 at all how can an MP or councillor be recalled for not belonging to MDC?
      1. If MDC T has no constitution or membership cards of its own  how can it recall an MP or councillor using MDC constitution from MDC A seat?
      1. If article 1 of MDC states clearly its name and identity as MDC and headquartered at 44 Nelson Mandela how can MDC T with a constitution claim ownership of MRT house.
      1. How does MDC T become part of SC ruling.
      1. What the SC ruled over was Mr Chamisa’s legitimacy as MDC the body corporate’s president. The court never ruled over Mr Chamisa’s presidential candidature of 2018 as MDC A president. Giving him to sole right to be the facial logo of MDC A. This logo is the one that gave all seating MPs and councillors right to be in office. The same logo is different from that of MDC or MDC T. 
      1. There is no way anyone claiming right of membership in MDC can claim right in MDC A when MDC never entered alliance agreement. 

Enjoy for now.

• By Mari Matutu