- TSAONE SEGAETSHO
A final decision is set to be made on 20 June regarding the amalgamation of RDC Properties Limited (RDCP) and RDC Properties International Proprietary Limited (RDCPI), the former’s holding company.
According to a notice from RDCP Chief Financial Officer and Executive Director, Joanne Mabin, to shareholders seen by this publication this week, RDCPI and its holding company have both registered for International Finance Services Centre (IFSC), with RDCP being registered last year, therefore the benefit of the subsidiary being registered is not required.
Mabin said that is why the group decided to amalgamate RDCP and RDCPI effective on 01 July 2024, subject to regulatory approval.
RDCPI had officially obtained its IFSC license more than 13 years ago before its holding company, on 12 November 2010, as signed by the Minister of Finance and Development Planning.
According to a circular sent to RDC unitholders and published on the Botswana Stock Exchange’s news services platform, RDC was granted the IFSC license in September 2023, and was backdated to 01 January 2023, which had rendered the use of the IFSC license for RDCPI redundant.
“In view of this development, the board of RDC took a decision that since RDCPI was wholly owned by RDC, it should be amalgamated with RDC subject to approval through an ordinary resolution by unitholders,” said Mabin in the circular.
According to Mabin, the regulatory approval in Botswana will lay with the Botswana Unified Revenue Services, Competitions and Consumer Authority and the Botswana Companies Intellectual Property Authority.
RDCPI is a Botswana registered company and a 100% subsidiary of RDC or RDCP. RDCPI holds shares in property holding companies located in Croatia, Namibia, Mauritius and the Republic of South Africa.
“The amalgamated company will be RDC Properties Limited. The aim of the restructuring exercise
is to streamline operations of the business by combining resources and as well as to streamline
the administrative function into one.
Consequent to the amalgamation, pooling of interest method of consolidation would be done and shares held as investments by RDCP in RDCPI will be set off against the equity accounted in RDCPI.
All assets and liabilities of RDCPI would be added as assets and liabilities of RDCP. The impact of the amalgamation is that RDCPI will be removed from the register of companies as on the effective date of amalgamation and all rights and obligations of RDCPI will pass on to RDCP,” Mabin explained to the shareholders this week.
