Trustco's N$5m JSE fine upheld

Ogone Tlhage
  • 7 Hours Ago

A South African financial tribunal has upheld a N$5 million fine and public censure against Namibian investment group Trustco Group Holdings, confirming that the company must pay a penalty for implementing a major transaction without prior shareholder approval.


The Financial Services Tribunal dismissed Trustco's application for reconsideration on 20 August 2026.

The Johannesburg Stock Exchange (JSE) said its original penalties, announced in October 2025, remained fully binding and enforceable. Trustco is now liable to pay the fine.


The case centres on Trustco's reduction of its stake in Meya Mining, a Mauritius-registered company operating a diamond mine in Sierra Leone.

In 2022, Trustco held a 65% interest in the company through its subsidiaries. An agreement allowed an investor to acquire a significant portion of that stake, reducing Trustco's interest first to 55.25% and later to 19.5%.


The transaction was valued at about N$460.5 million at the time, equivalent to nearly 90% of Trustco's market capitalisation, and was therefore classified as a Category 1 transaction under the JSE Listings Requirements.

Such transactions require a detailed circular to be issued to shareholders and formal approval to be obtained at a general meeting before they can be implemented.


The JSE found that Trustco had begun disposing of shares before obtaining shareholder approval, despite earlier undertakings that it would seek such approval.

The exchange described the conduct as "unacceptable", saying the company had knowingly deprived shareholders of their rights.