Since my re­turn to Guardian Me­dia Ltd in March 2023, my BG View col­umn has de­vot­ed con­sid­er­able at­ten­tion to Re­pub­lic Fi­nan­cial Hold­ings Ltd (RFHL), the largest com­mer­cial bank­ing group in the Caribbean Com­mu­ni­ty (Cari­com).

Last year, I ex­am­ined the re­la­tion­ship be­tween the Gov­ern­ment and Re­pub­lic Bank, the pos­si­ble com­po­si­tion of RFHL’s board and the im­pli­ca­tions of changes to the group’s lead­er­ship. The fol­low­ing com­men­taries ap­peared in this space:

* Why is Kam­la at­tack­ing Re­pub­lic Bank? on Au­gust 14, 2025;

* Is Re­pub­lic Bank next? on Au­gust 28, 2025;

* Can Govt ap­point all RFHL di­rec­tors? on Sep­tem­ber 25, 2025;

* Govt to ap­point a ma­jor­i­ty of RFHL di­rec­tors? on No­vem­ber 22, 2025;

* Are evil forces con­spir­ing to crash Re­pub­lic Bank? on No­vem­ber 27, 2025; and

* Will new RFHL di­rec­tors pur­sue Gov­ern­ment’s agen­da? on De­cem­ber 4, 2025.

Two oth­er com­men­taries, Is NIBTT’s RFHL share pur­chase pru­dent? on Sep­tem­ber 10 and Is NIB sta­ble? on Sep­tem­ber 17, al­so ex­am­ined is­sues re­lat­ing to the fi­nan­cial group and the Na­tion­al In­sur­ance Board.

Giv­en the at­ten­tion I have paid to RFHL over the past year, I was par­tic­u­lar­ly sur­prised when a source briefed me in ear­ly Sep­tem­ber about the pos­si­bil­i­ty that the com­pa­ny’s board would re­verse its de­ci­sion to ap­point Richard Sam­my as group pres­i­dent and CEO of RFHL and pres­i­dent and man­ag­ing di­rec­tor of Re­pub­lic Bank Ltd, ef­fec­tive Jan­u­ary 1, 2027.

The an­nounce­ment of Sam­my’s ap­point­ment to suc­ceed Nigel Bap­tiste was made on Jan­u­ary 30, 2026. The de­ci­sion was tak­en by the RFHL board chaired by Yash­mid Kara­math, who suc­ceed­ed Vin­cent Pereira at the com­pa­ny’s an­nu­al meet­ing on De­cem­ber 15, 2025. Kara­math is ex­ec­u­tive chair­man of De­sal­cott.

It is my un­der­stand­ing that the pre­vi­ous RFHL board, led by Mr Pereira, de­vel­oped a com­pre­hen­sive suc­ces­sion plan to iden­ti­fy Bap­tiste’s suc­ces­sor. The process in­clud­ed a thor­ough as­sess­ment of three in­ter­nal can­di­dates: Sam­my, Karen Yip Chuck and Paras­ram “Vic” Sal­ick­ram.

The three ex­ec­u­tives were ap­point­ed group vice pres­i­dents of RFHL and vice pres­i­dents of Re­pub­lic Bank Ltd, ef­fec­tive No­vem­ber 15, 2022, as part of a re­struc­tur­ing of the group’s ex­ec­u­tive man­age­ment. At the time, ex­ec­u­tive di­rec­tors Roop­nar­ine Oumade Singh and Der­win How­ell were prepar­ing to re­tire.

I al­so un­der­stand that the Kara­math-led board had the ben­e­fit of a thor­ough, in­de­pen­dent ex­ter­nal as­sess­ment of the three can­di­dates, with Sam­my plac­ing first in that ex­er­cise.

If that as­sess­ment formed part of the process lead­ing to Sam­my’s ap­point­ment, his sub­se­quent de­par­ture rais­es im­por­tant ques­tions about the board’s de­ci­sion-mak­ing and the cir­cum­stances sur­round­ing the change.

Un­ex­plained change of di­rec­tion

RFHL’s an­nounce­ment of Sam­my’s de­par­ture did not ex­plain why a man un­der­stood to be 51 years old would leave a se­nior po­si­tion in one of the Caribbean’s most promi­nent fi­nan­cial in­sti­tu­tions, par­tic­u­lar­ly when he had al­ready been des­ig­nat­ed to as­sume the group’s top ex­ec­u­tive roles.

In its an­nounce­ment, RFHL con­firmed that Sam­my had ex­it­ed the group ef­fec­tive Oc­to­ber 14, 2026. The no­tice was head­lined Lead­er­ship changes: Re­pub­lic Fi­nan­cial Hold­ings Lim­it­ed (RFHL) and Re­pub­lic Bank Lim­it­ed.

The de­par­ture was es­pe­cial­ly strik­ing when con­sid­ered along­side the com­pa­ny’s pub­lic as­sess­ment of Sam­my’s con­tri­bu­tion to the or­gan­i­sa­tion.

In a full-page ad­ver­tise­ment pub­lished in both news­pa­pers, un­der the head­line Your lead­er­ship made a last­ing dif­fer­ence, RFHL group pres­i­dent and CEO Nigel Bap­tiste praised Sam­my’s ser­vice ful­some­ly.

“Dur­ing his 18-year ca­reer with Re­pub­lic, Richard has served with un­ques­tion­able in­tegri­ty and un­wa­ver­ing pas­sion.

“He has, at every turn, been guid­ed by the best in­ter­ests of the group, serv­ing self­less­ly as an am­bas­sador for the or­gan­i­sa­tion’s core val­ues.”

The ad­ver­tise­ment al­so cred­it­ed Sam­my’s con­tri­bu­tions with dri­ving the group’s per­for­mance and growth lo­cal­ly, re­gion­al­ly and in­ter­na­tion­al­ly. It de­scribed him as fierce­ly com­mit­ted to em­ploy­ees and cus­tomers, as well as the group’s sus­tain­abil­i­ty ini­tia­tives.

The lan­guage is sig­nif­i­cant: out­stand­ing ser­vice, un­ques­tion­able in­tegri­ty, un­wa­ver­ing pas­sion, com­mit­ment to the group’s best in­ter­ests, and ded­i­ca­tion to em­ploy­ees and cus­tomers.

These are strong en­dorse­ments of an ex­ec­u­tive’s char­ac­ter, per­for­mance and con­tri­bu­tion. They do not, in them­selves, es­tab­lish why a suc­ces­sion arrange­ment changed. How­ev­er, they make the ab­sence of a fuller ex­pla­na­tion all the more con­spic­u­ous.

In more than 30 years as a busi­ness jour­nal­ist, I have not en­coun­tered a sit­u­a­tion in which a com­pa­ny an­nounces a des­ig­nat­ed suc­ces­sor to its chief ex­ec­u­tive and, months lat­er, that per­son leaves the or­gan­i­sa­tion be­fore tak­ing up the po­si­tion, with an­oth­er ex­ec­u­tive named to as­sume the role the same day.

The is­sue is not sim­ply that a com­pa­ny has changed its suc­ces­sion plans. Boards must re­tain the abil­i­ty to re­view ap­point­ments and re­spond to chang­ing cir­cum­stances. The is­sue is that RFHL pub­licly an­nounced Sam­my’s ap­point­ment in Jan­u­ary, con­firmed his de­par­ture in Oc­to­ber and named an­oth­er suc­ces­sor with­out pro­vid­ing share­hold­ers and the wider pub­lic with a sub­stan­tive ex­pla­na­tion for the change.

That se­quence war­rants scruti­ny, par­tic­u­lar­ly giv­en the im­por­tance of RFHL to the re­gion­al fi­nan­cial sys­tem and its share­hold­ers.

Six ques­tions for the board

The cir­cum­stances sur­round­ing Sam­my’s de­par­ture leave sev­er­al ques­tions that de­serve clear an­swers.

1. Why ap­point Sam­my, then dis­ap­point him?

If Sam­my pos­sessed the qual­i­ties RFHL pub­licly at­trib­uted to him, why did the Kara­math-led board ap­prove his ap­point­ment on Jan­u­ary 30, 2026, on­ly for him to leave the group on Oc­to­ber 14, be­fore as­sum­ing the po­si­tions in Jan­u­ary 2027?

What changed be­tween the an­nounce­ment of his ap­point­ment and his de­par­ture?

2. What prompt­ed the change in suc­ces­sion plans?

What cir­cum­stances could have led the RFHL board to change course? Was there a change in the board’s as­sess­ment of Sam­my, a dis­agree­ment over the group’s fu­ture di­rec­tion or an­oth­er con­sid­er­a­tion? These are ques­tions, not as­ser­tions about what oc­curred. The board is best placed to clar­i­fy the cir­cum­stances.

3. Would Sam­my have left with­out a change in the board’s in­ten­tions?

Would Sam­my have agreed to leave RFHL be­fore the end of his tenure if he be­lieved the board re­mained com­mit­ted to his ap­point­ment as group pres­i­dent and CEO? Did the de­ci­sion to part ways by mu­tu­al agree­ment re­flect a shared con­clu­sion, or did it fol­low a change in the board’s pre­ferred suc­ces­sor?

The pub­lic record does not es­tab­lish the an­swers. They should not be left to spec­u­la­tion.

4. Who in­flu­enced the board’s de­ci­sion?

Who made the de­ci­sive call that re­sult­ed in Sam­my’s de­par­ture and Yip Chuck’s ap­point­ment? Was this sole­ly a de­ci­sion of the RFHL board, and what con­sid­er­a­tions in­formed it?

Giv­en the im­por­tance of the ap­point­ments, share­hold­ers are en­ti­tled to un­der­stand the gov­er­nance process through which the de­ci­sion was reached.

5. Is si­lence an ad­e­quate re­sponse to share­hold­ers?

Is it ac­cept­able for the RFHL board to pro­vide no sub­stan­tive ex­pla­na­tion for the de­par­ture of a des­ig­nat­ed suc­ces­sor to its group pres­i­dent and CEO? Com­mer­cial con­fi­den­tial­i­ty and the pri­va­cy of an out­go­ing ex­ec­u­tive may lim­it what a com­pa­ny can dis­close. Those con­sid­er­a­tions, how­ev­er, do not re­move the need for ap­pro­pri­ate trans­paren­cy about a sig­nif­i­cant lead­er­ship change.

6. Will share­hold­ers re­ceive an­swers at the an­nu­al meet­ing?

Will Kara­math pro­vide share­hold­ers with a fuller ex­pla­na­tion at RFHL’s an­nu­al meet­ing in De­cem­ber, or will the board leave them with­out an­swers about the cir­cum­stances that led to Sam­my’s de­par­ture and Yip Chuck’s ap­point­ment?

The board may have le­git­i­mate rea­sons for its de­ci­sion. The point is that share­hold­ers should not have to re­ly on con­jec­ture to un­der­stand a change of this mag­ni­tude.

Bap­tiste’s decade of growth

Any dis­cus­sion of the suc­ces­sion at RFHL must al­so recog­nise the scale of the group’s de­vel­op­ment un­der Bap­tiste, who was ap­point­ed man­ag­ing di­rec­tor and pres­i­dent of Re­pub­lic Fi­nan­cial Hold­ings Ltd on Feb­ru­ary 11, 2016, suc­ceed­ing David Du­lal-White­way, who re­tired the pre­vi­ous day.

Bap­tiste’s ap­point­ment came short­ly af­ter RFHL was for­mal­ly es­tab­lished on De­cem­ber 16, 2015.

The group’s fi­nan­cial per­for­mance over the fol­low­ing decade pro­vides im­por­tant con­text for the sig­nif­i­cance of the lead­er­ship tran­si­tion.

In the 2016 fi­nan­cial year, which be­gan on Oc­to­ber 1, 2015, RFHL record­ed prof­it at­trib­ut­able to eq­ui­ty hold­ers of the par­ent of ap­prox­i­mate­ly TT$946.3 mil­lion. By the 2025 fi­nan­cial year, that fig­ure had risen to ap­prox­i­mate­ly TT$2.202 bil­lion.

The in­crease of about TT$1.256 bil­lion rep­re­sents growth of ap­prox­i­mate­ly 132.8 per cent over the pe­ri­od. In oth­er words, an­nu­al prof­it at­trib­ut­able to eq­ui­ty hold­ers more than dou­bled.

The group’s to­tal as­sets al­so ex­pand­ed sub­stan­tial­ly, from ap­prox­i­mate­ly TT$66.86 bil­lion in 2016 to TT$127.132 bil­lion in 2025.

These fig­ures demon­strate the growth in RFHL’s earn­ings and bal­ance sheet dur­ing the pe­ri­od. They are not, by them­selves, proof that every as­pect of the group’s per­for­mance was at­trib­ut­able to one ex­ec­u­tive. Nev­er­the­less, Bap­tiste has led the or­gan­i­sa­tion through a pe­ri­od of sig­nif­i­cant ex­pan­sion and in­creased prof­itabil­i­ty.

Sev­er­al im­por­tant ac­qui­si­tions had al­ready tak­en place be­fore he as­sumed the top po­si­tion, in­clud­ing the ac­qui­si­tion of 100 per cent of RBC Suri­name, 100 per cent of Bar­ba­dos Na­tion­al Bank and 100 per cent of Bank of Com­merce, as well as a 51 per cent in­ter­est in Guyana’s Na­tion­al Bank of In­dus­try & Com­merce.

Un­der Bap­tiste’s lead­er­ship, RFHL in­creased its share­hold­ing in Cay­man Na­tion­al Cor­po­ra­tion to 86.91 per cent and com­plet­ed the ac­qui­si­tion of sev­en Sco­tia­bank op­er­a­tions in An­guil­la, Do­mini­ca, Grena­da, St Kitts and Nevis, St Lu­cia, St Maarten, and St Vin­cent and the Grenadines.

These trans­ac­tions strength­ened the group’s re­gion­al pres­ence and ex­tend­ed its reach in­to ad­di­tion­al mar­kets.