MAURITIUS COMPANY, 3 OTHERS CHALLENGE COMPCO

MBABANE – Dispense Logic from Mauritius is one of four companies that have taken the Eswatini Competition Commission (ECC) to court over a refund, among other prayers.

Dispense Logic is a holding company incorporated in Mauritius and holds subsidiaries with operations in African countries other than South Africa. EOEC Group (Proprietary) Limited, which is a holding company incorporated in South Africa is also an applicant in the matter alongside a private company in Manzini-based Liquid Logic Eswatini  and Pape Fund 3  General Partner (Proprietary) Limited. The latter is based in Johannesburg, South Africa.

approves

The commission, which is a statutory body which assesses and approves mergers in the country, among other duties, is the only respondent in the matter. In his founding affidavit, Travers Shaw, who is a director at Dispense Logic and EOEC Group (Proprietary) Limited, alleged that all four applicants were part of a transaction implementation agreement which was signed on March 16 last year. Pursuant to the agreement, Shaw averred that they were advised by their attorneys that, following the sale of the entire share capital of Liquid Logic Eswatini by Dispense Logic to EOEC and a subsequent acquisition by Pape Fund 3 GP of the controlling interests in Dispense Logic and EOEC; the transaction had to be notified with the commission. This was because Liquid Logic Eswatini was to become a subsidiary of Pape Fund 3 G. As a result of the above, a merger filing involving all the applicants was reportedly prepared and accordingly filed with the commission on June 4 last year.

derived

In both the covering letter and in Form 3, the applicants made mention of the fact that since the fourth applicant (Pape Fund 3) neither had assets nor any turnover derived from here in Eswatini, the relevant party for purposes of the merger filing was Liquid Logic Eswatini. “In this regard, the relevant financials of Liquid Logic Eswatini were furnished to the commission,” averred Shaw. Shaw further stated that in light of the fact that Liquid Logic Eswatini did not hold assets or generated revenue exceeding E8 million, they were advised by their attorneys that this constituted a small merger in terms of the Competition Commission Regulations Notice, 2010, hence no merger fee was payable.

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