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Bidvest boss rails against BEE lock-ins  Comments
November 18, 2009

By Mzwandile Jacks


Bidvest chairman Cyril Ramaphosa yesterday launched a fierce assault on black economic empowerment (BEE ) lock-in agreements, saying they inhibited black access to profit.

"They... hinder black participation in the economy and offend the spirit of empowerment," Ramaphosa said.

"It could be argued that in the last year lock-ins have depleted black wealth and reversed black advancement because black people were uniquely prevented from realising value when markets indicated that a measure of profit-taking was prudent."

BEE lock-in agreements preclude empowerment shareholders from selling their stake within a certain period, usually 10 years.

In an approach known as "once empowered, always empowered", when new companies first started engaging in BEE deals, they assumed that selling a BEE stake would enable them to recognise this contribution regardless of whether the BEE party remained in the investment or not. This approach has been easily abused by selling the empowerment share as well as financing that stake.

When dividends dry up, the empowerment partner cannot make the repayments and the BEE shareholding reverts to the financiers.

The business holds on to its BEE status and the BEE party is left with nothing.

Examples of deals with lock-in clauses include that of TWP Holdings, a mining and minerals services company, which signed a three-year lock-in agreement in 2007 with Vunani, its empowerment partner.

The joint venture agreement between Royal Bafokeng Holdings and Impala Platinum (Implats), which was finalised in April 2007, included a lock-in clause stating that Royal Bafokeng Holdings could not dispose of any of its shares unless there was a change of control at Implats.


Ramaphosa said the debate around the "once empowered, always empowered" approach was bound to sharpen in the future.

He said the definition of ownership would become crucial and the matter needed to be revisited as the reduction in equity values was having unintended consequences.

Ramaphosa admitted that weak equity markets had exposed flaws in some approaches to black economic ownership.

"So much so that equity stakes dependent on leverage and dividends could revert to financiers. Some businesses that have sincerely transformed might then lose empowerment recognition, though the cause would be flagging markets rather than a flagging commitment to empowerment," Ramaphosa said.

Ajay Lalu, a BEE expert and partner at Bravura Consulting, said the "once empowered, always empowered" approach was enshrined in the financial sector charter. "This goes against the spirit of broad-based BEE," Lalu said.

Disagreement over ownership of BEE deals scuppered the gazetting of the financial sector charter last year.

Lalu said: "Absa did a 10 percent deal with Batho Bonke. But when the deal unwound, Batho Bonke had 3 percent unencumbered, meaning only 3 percent of value had been created in black hands from the original 10 percent deal.

"Absa should only get 3 percent black ownership recognition and not 10 percent."
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Showing page 1 of 1 comment pages, 10 total comments
11 Weeks ago adealsadealoupal wrote :
What logic! if the prices had continued to rise, there would be no moaning. Alas, equity risk means taking upside AND downside risk. Parties that effectively borrow money to enter into an american-style call option (the structure of most of these BEE deals), need to know the risks upfront. These consortiums are sohisticated investors, post-deal publicly-aired remorse is undignified.
11 Weeks ago RGP wrote :
"You cannot legislate the poor into freedom by legislating the wealthy out of freedom.What one person receives without working for, another person must work without receiving.The Govt cannot give to anybody anything that the Govt does not first take from somebody else. When half the people get the idea that they do not have to work because the other half is going to take care of them,and when the other half gets the idea that it does no good to work because somebody else is going to get what they work for, that is about the END of ANY nation. You cannot multiply wealth by dividing it." Dr Adrian Rogers 1931 As true today as it was then. All good little Communists and Socialists take note.!
11 Weeks ago Betty wrote :
Quote:"Forget that they are Europeans and Dutch who claim to be South Africans? Forget the pain the injustices? Even worse, forget that they got all their wealth for free (mahala) using Africans sweat?" Sorry Anonymous, but the Dutch and Europeans you talk about gave jobs to job seekers who at that time considered working for the Dutch and Europeans better than what they had at that time. Very much the same as the Zimbabweans now flocking to the pots of South Africa - because it is better here than where they are being governed by an economics embecile. Rather worry about where we will run to if the same kind of economical reasoning takes precedent here. Remember - further south is OCEAN.
11 Weeks ago Anonymous wrote :
Oh please guys seriously - it's been like 20 years already ... get over this frikking black / white thing already !! How much longer are you going to keep shoving this down everyone's throats and saying "oh its because we're black" ... can't we all just try to attract investors. It's comments like this that make overseas companies run a frikking mile !!!
11 Weeks ago Anonymous wrote :
These little neo-imperialist that keep talking nonsense about BEE and the undoing of the past are an indication of a bigger problem in the society. They keep making comments like BEE=mahala. Well, well¦..wouldn't they love to go back to the past where they were the baas? What then should we do? Forget that they are Europeans and Dutch who claim to be South Africans? Forget the pain the injustices? Even worse, forget that they got all their wealth for free (mahala) using Africans sweat? One would not be blamed for thinking that South Africa was at fault for just forgiving these racist people (Dutch and Europeans). We are getting the kick in the face for bending backwards.
11 Weeks ago Anonymous wrote :
When you force laws on people they will find a way around them.We are a free market so let us be free.
11 Weeks ago CP wrote :
BEE = mahala, gratis, free. The Rupert family (for instance) one could say also benefited from WEE (White economic empowerment) with the only difference that they did not suck life from another already successful business. They built up their own wealth with their own expertise, skills, abilities. In other words, they empowered themselves. No mahala with no responsibilities and no ROI expectations there!
11 Weeks ago me wrote :
Sorry Cyril, thats what you get when you expect something for nothing....if you had the balls to start your own business and make it a success, you could make all the rules you like, but when you are getting a leveraged share off of someone elses back for the only reason been you're black a belong to a crony capital party, expect a rule or two ..... BEE just another cost to business, like crime
11 Weeks ago Pearson Botha wrote :
Social engineering does'nt work. Especially when driven by the incompetents currently governing this country. WATER NEVER FLOWS UPHILL
11 Weeks ago Banzero wrote :
I absolutely agree, and can confirm that it becomes much worse than we think. These deals go to an extent the become "watermarked", where you find BEE Funders or Funding agents ingeniously drawing up Debenture agreements that secondarily curtail the 'empowered' partner from making any decisions on any resolutions, which ultimately prevents them from trading their shares within reasonable ambit. In essence one can also corroborate that these Funders indirectly control decisions (via flow-through) made at Company level, therefore deploying the 'empowered' partner as a conduit to gain access to the equity of the Company that desires to be meaningfully empowered. These types of deals also distress the true meaning of empowerment, thus leaving empowerment programmes in disarray. Prospective Black partners need to also take the responsibility of entering these deals with prudence, and must ensure they raise enough unencumbered capital prior to entering into such equity investments.
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