The R2.3 billion deal to sell a major South African landlord to the government

Balwin shareholders have three more weeks to assess the deal that could see a consortium backed by the Public Investment Corporation (PIC) take over the property giant.

On Wednesday, 22 July, Balwin released a notice to shareholders saying it has postponed its Annual General Meeting.

Initially scheduled for Thursday, 20 August, Balwin’s Annual General Meeting will now take place at a date yet to be specified.

However, the general meeting at which Balwin shareholders will consider and potentially approve BidCo’s offer is still scheduled for Monday, 17 August 2026.

Shareholders must lodge their proxy forms with Balwin’s transfer secretaries by 10:00 on Thursday, 13 August 2026.

Shareholders who oppose the scheme also have the right to invoke their appraisal rights by 10:00 on 17 August.

If the resolution is opposed by at least 15% of the voting rights, dissenting shareholders can require Balwin to seek court approval by 24 August 2026, or independently apply for a court review by the end of August.

However, assuming the deal is approved and becomes unconditional by 5 October, shareholder payouts are expected to be made on Monday, 19 October.

BidCo is offering to acquire all issued Balwin shares for a cash consideration of R4.35 per share. Balwin’s share price is currently R4.25 per share.

The deal has already received the green light from the Competition Commission, which recommended on 7 July that the Competition Tribunal unconditionally approve the transaction.

Should the deal go through and everything go according to plan, trading in Balwin scheme shares on both the JSE and A2X exchanges will be suspended on 14 October 2026.

When the scheme has been implemented and shareholders have been paid, Balwin will be delisted from the JSE and A2X on Tuesday, 20 October 2026.

Investors who wish to become involved in the scheme have until Tuesday, 4 August, to trade in Balwin shares and be recorded in the register.

This will make them eligible to attend, speak, and vote at the general meeting on 17 August. The last day to be recorded in the register is 7 August.

The deal to take over Balwin

Balwin was founded in 1996 by Stephen Brookes, who also currently serves as the company’s chief executive officer, and Rodney Gray. They are also some of the company’s largest shareholders.

Starting from one sectional title development in Johannesburg South in 1996, Balwin is now South Africa’s leading residential property developer of large-scale, sectional title estates.

Its first large-scale estate development was undertaken in 2007 in the east of Johannesburg, and the company has since expanded to the Western Cape, Tshwane, and KwaZulu-Natal.

The company targets high-density, high-growth areas across these regions, with its estates comprising between 1,000 and 3,000 sectional-title residential apartments.

Balwin is increasingly taking on larger-scale developments, particularly in cases where the economies of scale allow the company to keep apartments affordable.

The company operates on a build-to-sell model and is currently developing between 2,500 and 3,000 sectional title apartments every year.

The PIC has taken note of Balwin’s exceptional growth. On 20 May, Balwin announced that a consortium backed by the state-owned asset manager has shown interest in acquiring the company’s issued shares.

The consortium consists of the PIC, acting on behalf of the Government Employees Pension Fund, Brookes, Gray, and GRE Africa.

GRE Africa is another major Balwin shareholder, and, along with Brookes and Gray, owns half of the company’s shares.

In 2025, Brookes, through Volker Holdings, held 33.07% of the company’s issued shares. Gray, through Rodna Investments, held 9.43%.

GRE Africa owns 7.58% of the company’s shares. Another major stake is owned by institutional investor Tatovect.

Balwin has already confirmed that the consortium received letters of support and irrevocable undertakings that represent 63.51% of eligible voting shareholders.

Among these shareholders is Tatovect, which is also Balwin’s broad-based black economic empowerment special purpose vehicle. Tatovect holds 18.29% of the scheme shares.

Other institutional investors, including Abax Investments, which holds 21.69% of the scheme shares, and Bryte Insurance, which holds 9.10%, are also supporting the deal.