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Naspers, One of South Africa’s Largest Corporations, Is Restructuring and Listing in Amsterdam

Naspers announced that it will list NewCo, a new global consumer Internet group, on Euronext Amsterdam.

“NewCo will also have a secondary, inward listing on the Johannesburg Stock Exchange in South Africa,” said Naspers.

NewCo will be made up of Naspers’ “Internet interests outside of South Africa”. This includes its companies and investments in the online classifieds, food delivery, payments, etail, travel, education, and social and Internet platforms segments.

Companies included in these segments are Tencent, mail.ru, OLX, Avito, letgo, PayU, iFood, Swiggy, DeliveryHero, Udemy, eMAG, and MakeMyTrip.

“NewCo is expected to be approximately 75% owned by Naspers and have a free float of approximately 25%. As Europe’s largest listed consumer Internet company by asset value, NewCo will give global Internet investors direct access to Naspers’ unique and attractive portfolio of international Internet assets.”

The transaction will be subject to regulatory and shareholder approvals, and is expected to be implemented in 2019.

Bob van Dijk, Naspers CEO, said that forming this new company will allow them to attract investor capital.

“The listing aims to reduce our weighting on the JSE, which we believe will help us maximise shareholder value over time,” said van Dijk.

He said that the company’s “outsized weighting on the JSE exceeds most South African institutional investors’ single stock limits” – and as a result, many have been forced to sell as Naspers grows.

Naspers said it will retain its primary listing on the JSE and will continue to directly hold its South African assets – Takealot and Media24 – alongside its majority stake in NewCo.

“NewCo’s free float is expected to be created by Naspers through a capitalisation issue of NewCo shares to Naspers shareholders.”

Naspers N shareholders will be issued with newly-created Naspers M Ordinary Shares, which can be exchanged for NewCo shares once the latter is listed. Alternatively, these shareholders can choose to be issued with additional Naspers N Ordinary Shares.

NewCo is set to be discussed with shareholders on 28 June in Cape Town.

 

For information as to how Relocation Africa can help you with your Mobility, Immigration, Research, Remuneration, and Expat Tax needs, email marketing@relocationafrica.com, or call us on +27 21 763 4240.

Sources: [1], [2]. Image sources: [1], [2].

Key Facts to Know About the SA Reserve Bank, and Its Potential Nationalization

Public debate about the Reserve Bank is never too far away, and went up a notch higher in the run-up to the recent South Africa’s May 2019 national elections.

The ruling African National Congress said it intends to nationalize the central bank. “There is no hidden agenda, there is no manga-manga business,” President Cyril Ramaphosa told a parliamentary question and answer session in March 2019.

The ANC’s push for nationalization is supported by the Economic Freedom Fighters, the second largest opposition party. In August 2018, the EFF tabled the South African Reserve Bank Amendment Bill, which seeks to make the state the sole owner of the bank. It is still under consideration by the National Assembly.

Nationalization is opposed by the Democratic Alliance, the official opposition. And several economists, including Reserve Bank governor Lesetja Kganyago, say the bank should remain independent.

Yet others have argued nationalization will not make much difference.

But what does it all mean? Below is some key info that is worth knowing about the Reserve Bank, and its possible nationalization.

1. What is the South African Reserve Bank?

The Reserve Bank is the central bank of South Africa.

It was established in 1921 to protect South Africa’s commercial banks after a rise in the gold price following World War I put them at risk. It took over responsibility for holding gold and issuing bank notes.

The bank has since taken on a number of other duties and its mandate is protected by the South African constitution.

2. What does the Reserve Bank do?

Its main function is to protect the value of the rand, South Africa’s currency. The bank says a stable currency reduces uncertainty in the economy.

One way to protect a currency’s value is by controlling inflation – an overall increase in the price of goods and services.

Inflation is measured by defining a basket of goods and services that a typical person would buy. The increase or decrease in the cost of that basket over time gives you the inflation rate. A positive inflation rate means people have to pay more for the basket, even though no extra items have been added. It also leads to other “distortions” in an economy.

The Reserve Bank tries to control inflation by setting a target for price increases from one year to the next. Currently, the inflation rate should range between 3% and 6%. The bank tries to meet this target using policies such as setting the rate at which commercial banks can borrow money or requiring them to keep a cash reserve.

But why is a stable currency important?

“It ensures that what I can load in my supermarket trolley this month can also be afforded next month or in six months from now without me having to adjust my budget,” Charles Wait, professor emeritus in the economics department at Nelson Mandela University, told Africa Check.

This is particularly important for people who can’t increase their income when prices rise. “Think of pensioners or those relying on social grants from the state.”

A stable currency also helps businesses plan for the future with greater certainty. “There are less concerns about… the prices of inputs and outputs or the cost of expanding activities,” Wait said. The same is true for the government when it draws up its medium-term budget of costs for the next three financial years.

“One complication in estimating costs in year three is the degree of inflation that is likely to occur between year one and two… for example, the budget presented to parliament in February 2019 was planned during 2018 but has to forecast until [the] end of March 2022.” An unstable currency would complicate this further, Wait explained.

3. How does the bank function on a day to day basis?

The bank also provides some banking services to the central government and oversees the movement of currency between countries.

It is also the banker for commercial banks. It provides banks with cash when there are cash shortages, holds some of their cash reserves and supervises the South African banking system in general.

The Reserve Bank also issues banknotes and coins. Commercial banks then make these available to the public.

4. Is the Reserve Bank independent?

The bank enjoys a “considerable degree of autonomy”, it says on its website. Its mandate and independence are guaranteed by the constitution, which says the bank “must perform its functions independently and without fear, favor or prejudice”.

The constitution is the highest law of South Africa. Any changes to the constitution require support from two-thirds of the National Assembly and six out of nine delegations from the National Council of Provinces.

So changing the founding structure of the Reserve Bank would not be easy. Some people, including the reserve bank governor, believe this is rightly so.

“A central bank has normally got a monopoly in producing the country’s banknotes and coins,” Wait said. “It holds the key to the printing press. That key must be kept under a safe lock because if too much money is printed and put into circulation, we can get a situation where too much money chases too few goods.”

This could result in hyperinflation, seen in Zimbabwe and, more recently, Venezuela.

This could especially be the case where a government, not understanding the risks of inflation and overspending, sees a country’s central bank as a source of funding for its budget deficit.

A budget deficit is when a government expects to spend more money than it collects, according to a guide to South African government budgets.

“The SARB is legally restricted in its ability to bailout the government in cases of the latter’s budget deficits. When [Tito] Mboweni was the president of the SARB he spoke about the need to tighten these screws,” said Wait.

“At times of undesirably high levels of inflation, this independence is essential for the bank to be able to carry out its constitutional mandate of protecting the value of the currency.”

5. Who owns the Reserve Bank?

The bank is owned by about 750 private shareholders who together hold 2 million shares. Most shareholders are individuals but some shares belong to companies, trusts, provident funds and unions.

For example, Anglo American, a multinational mining company, and Discovery, a South African financial services group, own 10,000 shares each. The National Library of South Africa owns 200 and the Nelson Mandela Children’s Fund owns 100.

During the March 2019 parliamentary question and answer session, Ramaphosa expressed concern about the bank’s “external shareholders who live in various countries in the world”. The bank’s latest Shareholder Index report shows that about 11% of its 2 million shares are foreign-owned.

6. Who can buy shares?

Anyone can buy shares over the counter. The bank regularly publishes the price of its shares and the number of shares available.

As at 7 May 2019, shares were trading at R8 each. There are currently 3,786 shares on offer to sell.

Investors may not buy more than 10,000 shares each. And a prescribed maximum yearly dividend has been set at 10 cents per share. This means that even if an investor owns 10,000 shares, the most they can make in a year is R1,000.

7. What powers do shareholders have?

Shareholders have the power to:

  • Elect seven of 15 board members
  • Attend the annual “ordinary meeting of shareholders” at the bank
  • Approve the annual report on the state of the economy
  • Appoint external auditors

Shareholders do not have the power to:

  • Influence monetary policy
  • Instruct the day to day management of the bank
  • Appoint executive board members.

These last three functions are carried out by the Monetary Policy Committee, the bank’s governors, and the South African President respectively.

8. What other assets does the Reserve Bank have?

The bank is almost 100 years old. In that time it has built up a portfolio of assets that include shares, gold and foreign exchange reserves.

As at March 2019 these assets totaled R793 billion.

9. What would ‘nationalizing’ the Reserve Bank mean?

Nationalizing the bank would make the government its sole owner. According to Ramaphosa, this would “confirm” South Africa’s sovereignty.

Prof Jannie Rossouw, head of the school of economic and business sciences at Wits University, wrote in August 2018 that a change of ownership would not necessarily be a bad thing.

“A large number of central banks have been nationalized since 1945,” he told Africa Check. “So the world trend is in favor of nationalization with shareholding becoming a rare exception.”

(Disclosure: Jannie Rossouw was previously employed by the Reserve Bank and owns shares in the bank.)

There is a misconception that ownership would give the government control over the bank’s monetary policy. “The shareholding structure and whether we nationalize or not will have no impact whatsoever on the constitutional mandate of the bank,” Rossouw said.

Prof Andrè Roux, head of the Futures Studies programs at the University of Stellenbosch Business School, agreed.

“Shareholders actually have very limited rights,” he said. “So nationalizing the reserve bank won’t make much difference unless the Constitution is changed, which I think is very unlikely.”

 

For information as to how Relocation Africa can help you with your Mobility, Immigration, Research, Remuneration, and Expat Tax needs, email marketing@relocationafrica.com, or call us on +27 21 763 4240.

Sources: [1], [2]. Image sources: [1], [2].

Nissan South Africa to Invest R3 Billion to Build New Model Locally

The South African arm of Nissan will spend R3 billion equipping its local plant to build the Japanese carmaker’s new Navara model, the unit’s boss said on Wednesday.

Capacity at Nissan’s plant in Rosslyn, near Pretoria, will increase by 30,000 units in the first phase, Mike Whitfield, managing director at Nissan South Africa said, while the plant’s permanent headcount will increase by 400.

“Today, we’re able to announce that the Nissan South Africa Rosslyn facility will build the entire model range Nissan Navara for both local and export (markets),” Whitfield said at an event to announce the investment.

While production operations elsewhere will also build the new Navara, a pick-up, Nissan South Africa will supply the local and continental market.

Whitfield said his unit had to beat other global Nissan production operations to win the right to produce the Navara – a victory for his unit and also South African President Cyril Ramaphosa ahead of elections in May.

Nissan South Africa’s Rosslyn Plant.

Ramaphosa, who was at the event on Wednesday, is trying to secure $100 billion in investment into South Africa within five years.

While he has had some success, he is contending with a sluggish economy and a legacy of corruption and mismanagement, knocking confidence in Africa’s most industrialised economy.

Ramaphosa said Nissan’s investment marked a “milestone” in his drive and was a vote of confidence in South Africa.

In common with many global carmakers, Nissan doesn’t currently have any significant production operations in sub-Saharan Africa outside South Africa, which it entered in 1963 and is the only substantial market for new cars in the region.

However, Nissan and many rivals are hoping that will change. A number have recently opened or committed to open plants elsewhere, including in Nigeria, Ghana and Kenya.

 

For information as to how Relocation Africa can help you with your Mobility, Immigration, Research, Remuneration, and Expat Tax needs, email marketing@relocationafrica.com, or call us on +27 21 763 4240.

Sources: [1], [2]. Image sources: [1], [2].

Meet President Ramaphosa’s New Investment Team

When South African President Cyril Ramaphosa delivered his maiden State of the Nation Address in mid-February, he promised to announce plans for a major investment conference.

On Monday evening, before flying out of OR Tambo International Airport to a Commonwealth heads of government meeting, Ramaphosa announced that the conference would take place in August or September.

“New investment in productive sectors of the economy is […] vital to our efforts to reduce poverty and inequality,” he said.

The president also announced the names of five people – four special envoys and one new economic adviser – tasked with seeking out and meeting with investors before the conference kicks off.

“They will be travelling to major financial centres in Asia, Middle East, Europe and the Americas to meet with potential investors,” said Ramaphosa. “A major part of their responsibility will be to seek out investors in other parts of Africa, from Nairobi to Lagos and from Dakar to Cairo.

“This is part of a broader push by government to advance economic integration in the Southern African region and across the continent.”

Meet the team:

Trevor Manuel

When images surfaced of Trevor Manuel and Cyril Ramaphosa jogging on the Sea Point Promenade in Cape Town shortly after Ramaphosa’s election as president, there was some speculation that Manuel could return to his post as finance minister. In the end Nhlanhla Nene was offered the job.

Manuel had said as early as March 2017 that he would be willing to advise a Ramaphosa-led government.

Almost a year later, he was named as one of Ramaphosa’s four investment envoys.

Manuel holds the distinction of being South Africa’s longest-serving post-apartheid era finance minister. He took over from Chris Liebenberg in 1996 and served as finance minister in the Cabinets of Nelson Mandela, Thabo Mbeki and Kgalema Motlanthe.

Ramaphosa will expect Manuel, who is respected by international investors, to bring the gravitas the country’s team of investment envoys needs to convince investors that South Africa under Ramaphosa is an attractive investment destination.

Mcebisi Jonas

While speculation over Manuel’s return to Cabinet never really got off the ground, Mcebisi Jonas was seen as a serious contender to replace Malusi Gigaba in Ramaphosa’s first Cabinet as finance minister.

He served as deputy finance minister from mid-2014 to early 2017, before being shuffled out of Cabinet in late March of that year. Jonas resigned as an ANC MP a few weeks later.

While still in office he became known as a fierce critic of state capture, arguing that it undermines the efficiency of the state.

He became one of the highest profile South Africans to make corruption allegations against the Gupta family. He told former Public Protector Thuli Madonsela that in 2015 – when he was still deputy finance minister – he was “offered” the job of finance minister and R600m by the Guptas. He turned it down.

The Gupta family has denied that such a meeting and the offer of money took place. Ajay Gupta in the past called the claim “blatantly dishonest”.

Ramaphosa will be hoping that Jonas’s persona as an enemy of corruption and sleaze will reassure investors that SA Inc has turned a page on the Zuma era.

Phumzile Langeni

Businesswoman Phumzile Langeni is the executive chairperson of the Afropulse Group, and has served on the boards of several major South African corporations, giving her a broad overview of the local economic landscape.

These include Imperial Holdings, Massmart, the Mineworkers Investment Company, Primedia, Transaction Capital, and more than a dozen others.

If Jonas and Manuel bring public sector experience to the team, Langeni and former Standard Bank chief Jacko Maree represent private sector knowledge.

According to her profile on Bloomberg, Langeni has also had some experience in government, having served as an economic adviser to former minister of minerals and energy Buyelwa Sonjica.

She holds a Bachelor of Commerce degree from the University of Natal and is also a registered stockbroker, having completed a JSE stockbroking course at the University of the Witwatersrand in the mid-1990s.

Trudi Makhaya

Trudi Makhaya, the CEO of Makhaya Advisory and a former deputy commissioner at the Competition Commission, was named Ramaphosa’s economic adviser on Monday evening.

One of her first orders of business will be to coordinate the plans of the four special envoys, and create buzz at investment gatherings ahead of the main investment summit set to take place in South Africa before the end of September.

A Rhodes scholar, she has postgraduate degrees in business and economics from Oxford University and the University of the Witwatersrand.

According to her website, she has held management or consulting roles at Deloitte South Africa, Genesis Analytics and AngloGold Ashanti.

She has also served as an adviser and angel investor to a number of companies, and has held non-executive directorships at Vumelana Advisory Fund and MTN South Africa.

Makhaya is also an opinion columnist for Business Day, and her byline has appeared in numerous publications.

Jacko Maree

Maree retired as the CEO of Standard Bank in March 2013, after more than a decade in the role.

After stepping down, he stayed on at the group as a senior banker focusing on key client relationships.

He was later appointed co-deputy chairperson of the Standard Bank Group in 2016, and is currently the chairperson of Liberty Holdings Limited and Liberty Group Limited.

Ramaphosa will be hoping that Maree’s experience in doing business overseas and building relationships with clients will stand him in good stead when he woos foreign investors.

 

For information as to how Relocation Africa can help you with your Mobility, Immigration, Research, and Remuneration needs, email marketing@relocationafrica.com, or call us on +27 21 763 4240.

Sources: Jan Cronje (Fin24) [1]. Image sources: [1], Gobierno de Chile [2].

SA President Ramaphosa Announces R1.2 Trillion Investment Drive

President Cyril Ramaphosa announced on Monday evening that South Africa would host a major investment conference in August or September 2018, which would aim to raise over R1trn in new investments over five years.

“The investment conference, which will involve domestic and international investors in equal measure, is not intended merely as a forum to discuss the investment climate,” said Ramaphosa, according to his prepared notes.

He was speaking at OR Tambo International Airport, before leaving for a Commonwealth Heads of Government Meeting in London.

“Rather, we expect the conference to report on actual investment deals that have been concluded and to provide a platform for would-be investors to seek out opportunities in the South African market. We are determined that the conference produce results that can be quantified and quickly realised.”

Ramaphosa said government hopes that the conference would generate at least $100bn – or about R1.2trn -in new investments over the next five years.

“Given the current rates of investment, this is an ambitious but realisable target that will provide a significant boost to our economy.”

Special envoys

Ramaphosa also unveiled the names of four ‘special envoys on investment’, who he said would spend the next few months engaging both domestic and foreign investors around economic opportunities in SA.

They are former minister of finance Trevor Manuel, former deputy minister of finance Mcebisi Jonas, executive chair of the Afropulse Group Phumzile Langeni, and chair of the Liberty Group and former Standard Bank head Jacko Maree.

“They will be travelling to major financial centres in Asia, Middle East, Europe and the Americas to meet with potential investors. A major part of their responsibility will be to seek out investors in other parts of Africa, from Nairobi to Lagos and from Dakar to Cairo,” he said.

The president also named businesswoman Trudi Makhaya as his economic adviser. Makhaya holds a number of degrees in business and economics, including from Oxford University and the University of the Witwatersrand.

Ramaphosa said that Makhaya would coordinate the work of the four special envoys and organise a series of investment roadshows in preparation for the conference.

According to Makhaya’s website, she has served as an adviser and angel investor to a number of companies, and has held non-executive directorships at Vumelana Advisory Fund and MTN South Africa.

She has also held management or consulting roles at Deloitte South Africa, Genesis Analytics, AngloGold Ashanti and the Competition Commission.

 

For information as to how Relocation Africa can help you with your Mobility, Immigration, Research, and Remuneration needs, email marketing@relocationafrica.com, or call us on +27 21 763 4240.

Sources: Jan Cronje (Fin24) [1].