First Capital Bank (FCB)’s major shareholder, Mauritius-based FMB Capital Holdings plc, is at the center of controversy amid allegations that the Zimbabwe Stock Exchange-listed company is in the process of disposing of properties without following due process, Zimetro can exclusively reveal.
Investigations by Zimetro have established that FCB’s shareholders (who are also listed on the Malawi Stock Exchange) are in the process of selling properties and disenfranchising the trustees of co-owners Barclays Pension Fund.
The properties in question include the 294-room Kingdom Hotel in Victoria Falls and Dolphin House in Harare.
When contacted for comment, the bank’s Head of Marketing and Communication, Fadzai Nyoka, declined to provide further details about the deal, stating that as a listed entity, they are bound by company policy not to disclose any transactions to the public.
“As a listed entity bound by local, regional, and international legal and governance frameworks, we follow due procedure in everything we do,” Nyoka said.
“This includes operational transparency and treating contractual discussions with the utmost confidentiality. Given the above, we cannot comment on this matter at this stage. We remain committed to protecting value and guaranteeing confidentiality for all our stakeholders,” she added.
Kingdom Hotel (operated by Makasa Africa Sun) is jointly owned by Barclays Pension Fund and First Capital Bank, the sponsoring employer, on a 50-50 basis. Barclays plc sold its local unit to FCB in 2017 when the British lender exited Africa.
“FCB is employing a divide-and-rule tactic to handle the trustees, who are supposed to be part of the deliberations required to reach a decision to sell the properties.
“However, I can tell you that the trustees are against the disposal and have been making excuses for not attending meetings over the past six months.
“They are proceeding without a quorum or consensus, which is a complete violation of corporate governance principles,” said a source familiar with the unfolding deal.
The source also revealed that some FCB shareholders and top management, led by Chief Executive Tapera Mushoriwa, are skeptical about the investment decision-making skills of the pension fund trustees. This has led to the trustees being sidelined and management taking a unilateral role in the deal.
This is not the first time FCB has sidelined trustees in major transactions. They employed the same tactics in the collapsed and controversial Africa Sun Limited lease agreement over Kingdom Hotel.
First Capital Bank operates one of the largest and oldest commercial banking networks in Zimbabwe, with 32 branches and service centers in major cities and towns. The bank offers a wide range of personal products, including transactional accounts, internet banking, local and international debit cards, and insurance products. Its commercial offerings include treasury-related services, lending products, foreign exchange, and transactional services. In addition, the bank operates a wide ATM network across the country.