The quiet exit: why Zimbabwe’s companies are leaving the stock market, and what the public is paid on the way out
Sylvester Mupanduki
Company after company is leaving the Zimbabwe Stock Exchange, and now the Victoria Falls Stock Exchange too, buying out small investors at prices that independent valuations often put well below what the businesses are worth. Of the fifteen counters that have left outright since 2020, nine, or 60 per cent, blamed the same three ills in their own circulars: prices detached from value, shares that barely trade, and the cost of a listing that can no longer raise capital. The other six, 40 per cent, left through takeover, insolvency, restructuring, or a migration that never arrived. What follows examines who gains from these exits, what the law permits, and whether the wave can be stopped.
On 31 March 2026, the largest company on the Zimbabwe Stock Exchange (ZSE) switched off its own share price. Econet Wireless Zimbabwe, the telecoms group that for years anchored the exchange, left the market after shareholders approved a voluntary delisting on 26 February. The board’s reason was blunt: the market, it said, had persistently valued the company below its worth. Econet’s exit alone removed US$1.09 billion of quoted value: 2.71 billion shares at a final traded price of US$0.40.
Econet is not an isolated case, and two different things are often blurred together. Migration is when a company leaves one exchange to list on another, so it stays public. Since 2020, a steady stream of the ZSE’s biggest names has crossed to the newer, United States dollar-denominated Victoria Falls Stock Exchange (VFEX), among them Seed Co and Padenga, then Simbisa, Innscor and First Capital Bank, and in 2026 TSL and Old Mutual, the latter after six years suspended, both seeking to value themselves in the US dollars they largely earn.
Delisting is different. It means leaving public markets altogether and going private, so ordinary investors can no longer trade the shares on any exchange. That wave also began in 2020, with Zimre Property Investments, Powerspeed, Falcon Gold and Dawn Properties, and has since swept up GetBucks, Border Timbers, Bridgefort Capital, the former MedTech, Truworths, Khayah Cement, National Tyre Services and, in 2026, Econet and First Mutual Properties. The six exceptions to the pattern: Truworths and Khayah Cement, the former Lafarge, which fell into insolvency and corporate rescue; Zimre Property, Dawn Properties and Border Timbers, which were absorbed by their acquirers; and Bridgefort, which left in November 2024 for a VFEX listing that had yet to appear by September 2026.
It is no longer only a ZSE problem. National Foods, the agro-processor, migrated from the ZSE to the VFEX in late 2022 and moved to leave it barely two years later, in October 2024, offering to buy back up to a fifth of its shares at US$1.71 each and citing the exchange’s thin trading. Edgars Stores Limited, the clothing retailer that listed in Harare in 1974 and migrated to the VFEX in 2024, followed in 2026 with a delisting of its own, as did African Sun, the hotels group, which left the VFEX outright in early 2026. Migration also destroyed the one product built to track the older board.
The Old Mutual ZSE Top Ten exchange-traded fund, the country’s first, was terminated in the last quarter of 2024, alongside Bridgefort Capital, after unit holders voted for voluntary termination under section 11 of the ZSE Listing Requirements, as the securities regulator recorded in its capital market newsletter for that quarter, because so many of the index’s constituent stocks had crossed to the VFEX that the fund could no longer do what it was built to do. Migration, in other words, did not solve the underlying problem. It simply moved it.
Strip away the individual cases and one question remains. If these companies are as undervalued as their boards claim, who is buying, and at what price? The answer is not reassuring for the ordinary investor holding a few thousand shares.
A price that no longer means anything
Start with the gap the boards keep pointing to. On a stock exchange, the share price is supposed to be the market’s best estimate of what a slice of a company is worth. On the ZSE, that estimate has come loose from the underlying value, and the clearest illustration is the biggest exit of all.
Across 2025, before any word of a delisting, Econet’s shares changed hands at a volume-weighted average of US$0.134. Over the last 30 trading days before the announcement moved the price in early December, that average was US$0.199; over 60 days, US$0.174; and over 90 days, US$0.171. The exit offer shareholders accepted valued each share at US$0.50, made up of US$0.17 in cash and US$0.33 in shares of a spun-off infrastructure company, Econet InfraCo. That is a premium of 152 per cent to the 30-day benchmark, the yardstick the circular itself used.
The same circular disclosed an intrinsic value estimate of about US$0.59 a share, presented as context for the discount at which the shares had traded rather than as the benchmark that set the price, consistent with how exit offers are priced in practice. The market drew its own conclusion. Once the offer was public, the shares climbed from US$0.21 to US$0.40 by the final session on 31 March 2026, closing most of the gap. The board could call the market price too low precisely because it was.
This is the paradox at the centre of the delisting wave: the price is depressed, and that same depression is what makes leaving the market so attractive to the people in control.
The forces pushing companies out
Why has price come loose from value? Three forces pull in the same direction.
The first is a currency illusion. Zimbabwe has priced its shares in two local currencies over this period: the Zimbabwe dollar until April 2024, and then Zimbabwe Gold, the ZiG, which replaced it at an official changeover rate of 2,498.72 old dollars to one. Converting the old dollar into ZiG at that rate, so the two currencies form one continuous series, and measuring across 1,579 daily readings from January 2022 to June 2026, the number of local units needed to buy one US dollar rose 613.6 times over. That is compound growth of 322.9 per cent a year in the local price of a dollar, meaning that the price more than quadrupled each year on average; put as a conventional depreciation rate, the local unit lost about 76 per cent of its value against the US dollar every year.
The parallel market, the unofficial street trade in which dollars change hands outside the banking system, told a harsher story. Over the same period, the street rate in the daily series used here typically stood 42.9 per cent above the official rate, and on 128 of its 1,579 days a dollar cost more than twice as many local units on the street as at the official rate. The gap peaked at 191.3 per cent on 30 May 2023, in the Zimbabwe-dollar era, when a dollar cost nearly three times as much on the street. The official rate has also been the jumpier of the two.
Measured by the spread of its day-to-day changes, expressed at an annual rate, its volatility works out at 45.8 per cent, against 26.5 per cent for the parallel rate, largely because official devaluations arrived in sudden administered steps, most sharply in late 2024, while the street price adjusted more gradually. For all the divergence, the two rates track each other closely over the long run: the street rate has sat about 0.94 per cent higher for every 1 per cent rise in the official rate. The premium is a persistent feature of the system, not noise.
The most recent stretch has been the calmest of the whole period. The plainest way to see it is to set the Reserve Bank’s own interbank sheet for 1 September 2026 beside the one for 1 September 2025. Over that full year, the mid-rate moved from ZiG26.7413 to the dollar to ZiG26.7991, a depreciation of 0.22 per cent, against the 76 per cent a year of the period as a whole. On both sheets the bank posts its buying and selling rates exactly 2.50 per cent either side of that mid-rate, an identical 5.00 per cent band twelve months apart, which is the signature of an administered price rather than one two sides have bargained over. The habit the earlier years left behind has not changed with it.
More than 80 per cent of transactions in the economy were still being settled in US dollars, on the Reserve Bank’s own reckoning reported in February 2026. The effect shows up year by year in the exchange’s own index, in the annual returns compiled by African Markets. In 2022 the ZSE All-Share Index returned 80.13 per cent in local money but lost 70.85 per cent in US dollars. In 2023 it soared 981.54 per cent in Zimbabwe dollars yet gained only 18.80 per cent in US dollars. In 2024 it fell 99.90 per cent in local terms, a figure distorted by the April 2024 changeover to the ZiG, which rebased the index, and 75.55 per cent in US dollars.
Only in 2025, once the currency steadied, did the two readings converge, at 27.70 per cent in ZiG against 26.81 per cent in dollars; and by 1 September 2026 the ZSE All-Share Index was worth 68.3 per cent more in US dollars than at the end of December 2025, its 277.86 points becoming 482.31 while the currency slipped from about ZiG26.0 to the dollar to ZiG26.7991, which converts to a rise from 10.69 to 18.00 dollar index points. The VFEX quotes in US dollars already and so needs no conversion: it rose 46.9 per cent over the same eight months, from 177.12 points to 260.23.
Measured in the money savers actually use, the older exchange outran the newer one this year, though both climbed from a very low base, and the ZSE reading flatters that board a little, because an index tracks only the companies still on it and Econet left in March. The two exchange-rate figures used in this piece are reconcilable rather than in conflict: the ZiG firmed through the closing months of 2025, to about ZiG26.0 to the dollar, and gave that back over 2026, so it slipped 3.1 per cent between 31 December and 1 September while ending the twelve months to that date only 0.22 per cent weaker.
The gap was widest precisely when the currency was collapsing, in 2022 and 2024. Compounding the four annual US-dollar returns above, 2022 through 2025, the index lost 89.3 per cent of its US-dollar value, and even after the 2026 rally it was still down 81.9 per cent at 1 September 2026: US$100 invested at the start of 2022 was worth US$18.08. To a saver who thinks in dollars, as most Zimbabweans now do, those years’ headline gains were an illusion, and real wealth drained away even as the index climbed.
The second is that the shares barely trade, so the market can neither price them properly nor fund the company. On a normal day, TN CyberTech, the listed group that began as Cassava Smartech, changes hands at an average of just 14,600 shares on daily price-sheet data, and its median daily volume between November 2024 and June 2026 was 17,000. Set against its 4.19 billion shares in issue, that is next to nothing. On 1 September 2026 it traded 70,900 shares, worth about US$795 at the day’s official rate, in a company the market prices at US$40.0 million.
Real size moves only in occasional off-market block trades, while the ordinary trading day stays tiny: the regulator itself attributed part of the ZSE’s 2025 turnover to a single negotiated block deal in one counter. A market this thin cannot do the job a listing exists to do, which is to let a company raise fresh capital by selling shares at a fair price. When the quoted price sits below the value of the company’s assets, issuing new shares destroys value rather than creating it.
Edgars put hard numbers on the problem. In its 2026 delisting circular, the company reported that during the 2025 calendar year only 4.75 per cent of its shares in issue traded on the VFEX, worth US$474,142 in all, an average of just US$1,920 of stock a day. On the ZSE, National Tyre Services reported the equivalent in its 2025 circular: shares that did not trade at all in eight of the twelve months to 31 July 2025, and average monthly volume below 3.5 million shares, an illiquidity its board said had “undermined effective price discovery and limited shareholders’ ability to realise value or exit their investment positions”. Nothing has improved since. On 1 September 2026, with its delisting still pending, exactly one Edgars share changed hands on the VFEX, for two US cents.
The third is simply the cost of staying public. In its circular, Edgars said that maintaining a listing had become “increasingly difficult to justify in the absence of a near-term requirement to access public equity markets”, and that leaving would let it “avoid the significant regulatory and compliance costs associated with maintaining a listing, allowing these resources to be redeployed toward strategic initiatives aligned with long-term growth”. It was, in short, paying for a listing it could no longer use.
The reason, in the boards’ own words
None of this is inference; the boards said it themselves. Powerspeed, among the first out in December 2020, told shareholders that in the previous six months less than 0.23 per cent of its shares, on an annualised basis, had traded outside its own buy-back, that the market priced the company on historic earnings rather than ongoing asset values, and that reporting had become onerous for a listing that could no longer raise capital. Its minorities were offered their exit at ZWL$1.90 a share, the quoted ZSE price at the last practicable date: a premium of zero to the very market price the board itself called unrealistic.
Falcon Gold, which had put the same question to its shareholders two months earlier, in October 2020, was blunter still: the ZSE listing had become “detrimental, given ongoing legal, compliance and audit costs, and the inability to raise capital through the sale of shares”. Five more, each with a formal circular signed off by an independent adviser, say the same in today’s language. The wording differs. The message does not.
Econet, in its December 2025 circular, said it had for several years traded at a significant discount to its peers across Africa, groups that change hands at six to eight times earnings before interest, tax, depreciation and amortisation. African Sun, delisting from the VFEX in early 2026, blamed pricing inefficiencies and overheads that had, in its own words, historically affected the company’s ability to fully realise or reflect its underlying value, its chairman pointing to a clear disconnect between the market valuation and the true value of the assets.
First Mutual Properties, leaving the ZSE in 2026, cited the gap between the worth of its property portfolio and its market capitalisation. The others put trading itself at the centre. GetBucks, whose board moved in December 2022, reported that its roughly 498 minority shareholders outside the top twenty held just 0.03 per cent of its shares, that trading over the previous six months had run at under 0.006 per cent of the shares in issue on an annualised basis, and that its market capitalisation, twenty-nine times the value of shareholders’ equity, had “proven unrealistic and an impediment” to attracting investment. National Foods, exiting the VFEX in November 2024, said market conditions had impeded shareholders from fully realising or exiting their investments on favourable terms.
The market, measured — and a ruler that grew
Zoom out to the whole market and the pattern holds in dollars. The recorded peak came in January 2019, before the VFEX existed, when the Reserve Bank valued the market at US$21.0 billion. That figure was inflated by a fiction: the government still counted one local dollar as equal to one US dollar, even though a real US dollar already cost three to four local dollars on the parallel market. The following month the government abandoned the peg, and by the time the exits began in 2020 the slide from the peak was already under way.
By African Markets’ counts, the ZSE, then still carrying nearly all the market’s value, was down to US$12.19 billion by the end of 2021, had collapsed to US$2.92 billion by October 2022, stood at US$2.75 billion at the end of 2023 and had recovered only to US$3.49 billion by the end of 2025. The regulator’s own count at 31 December 2025 put the ZSE at US$3.53 billion and the VFEX at US$2.13 billion, with a further US$19 million on the Financial Securities Exchange: US$5.68 billion for the whole market, itself 29 per cent up on the US$4.41 billion of three months earlier. On 14 August 2026, by IH Securities’ tally, the ZSE stood at US$3.22 billion and the VFEX at US$4.01 billion, US$7.23 billion between them, and nearly two-thirds of the value at the peak, 65.6 per cent, was gone.
Since then, the reported market has staged the sharpest jump of the whole period, and the word reported is doing a great deal of work. On 1 September 2026, on the same tally, the ZSE was worth US$3.38 billion and the VFEX US$8.17 billion: US$11.55 billion between them, a rise of 59.7 per cent in under three weeks, and the shortfall against the 2019 peak cut from 65.6 per cent to 45.0 per cent. Almost none of that, though, is value being created. It is a change in a formula. Old Mutual, suspended since the 2020 trading halt, resumed trading on the VFEX on 12 August 2026.
The next day, 13 August, by a notice reported at the time by Equity Axis, the exchange changed the way it measures the market capitalisation of cross-listed companies: instead of counting only the shares sitting on the Zimbabwe register, it now multiplies the VFEX price by the issuer’s total global issued shares. Old Mutual’s primary listing, its principal trading and the bulk of its shareholders are in Johannesburg, so the new rule sweeps its entire global share base onto the Zimbabwean tally. On 1 September that meant 4,498.04 million shares at 90.00 US cents, or US$4,048.23 million: half the VFEX and 35 per cent of the entire quoted market, on one counter.
The two price sheets therefore do not sit on the same footing: IH Securities had not yet picked Old Mutual up on 14 August, so its US$4.01 billion is the VFEX without the new counter. Business Times put the exchange’s reported value at US$7.74 billion on the day the rule took effect, close to double what it had been the day before, and adding Old Mutual on the global basis to that US$4.01 billion lands in the same region. So the arithmetic of the jump is almost entirely mechanical. Of the US$4,316.7 million by which the combined market grew between the two price sheets, US$4,048.2 million, or 93.8 per cent, is that one cross-listed counter measured on its global share base.
Set it aside, and the two exchanges are worth US$7.50 billion, up 3.7 per cent since 14 August and still 64.3 per cent below the peak. Put the change in plainer terms. A ruler measures things. If a ruler says a table is two metres long, and someone re-marks the ruler so the same table now reads four metres, the table has not grown. The ruler changed. The exchange’s market-capitalisation formula is the ruler. On 12 August it measured Old Mutual by the shares held in Zimbabwe; from 13 August it measured the same company by every share the group has issued anywhere in the world. So the exchange’s reported total doubled while nothing underneath it moved: the same company, the same share price, the same tiny number of shares a Zimbabwean can actually buy. Only the counting rule moved.
It is worth being exact about what the new rule did and did not do, because the two are easily confused. It did not move the price. Old Mutual’s first VFEX session, on 12 August, closed at US$0.7817, within about 1 per cent of its Johannesburg reference price of roughly US$0.7876 on Equity Axis’s account, and that price was set by unrestricted bidding before the methodology changed the following day. A share worth 90 US cents is worth 90 US cents, whichever share count the exchange multiplies it by. What changed is the multiplier, not the wealth attached to each share.
On 1 September, 503,834 Old Mutual shares changed hands, US$453,462 worth, which is 0.011 per cent of the 4,498.04 million shares now carried in the exchange’s headline figure. As a comparability measure, the reform is defensible, and the exchange’s reasoning is sound: a global company should not appear in market statistics as a minnow merely because a sliver of its register happens to sit in Harare and removing that distortion makes the VFEX a more plausible home for further secondary listings. But it is a measurement reform, not a valuation rescue, and it answers the wrong complaint.
The companies leaving Zimbabwe have never argued that the exchange counted their shares wrongly; they have argued that the market priced them wrongly. Econet’s own December 2025 circular put its intrinsic value at about US$0.59 a share while the stock had averaged US$0.134 through 2025, so the market was pricing the company at under a quarter of what its board believed it was worth. That gap is about the price investors are willing or able to pay, and no change of multiplier can touch it.
A longer ruler is not merely neutral, though. In this market it is actively unhelpful, for five reasons. Market capitalisation is the one number the public, the press and the policymaker read as the health of an exchange, so a headline that leaps 59.7 per cent in three weeks invites precisely the wrong conclusion at precisely the wrong moment: that the exit problem is easing, in the very weeks when the ZSE lost another counter to a completed delisting.
It is a number no shareholder can spend, because a holder’s wealth is the price of a share multiplied by the shares that holder owns, and the reform moved neither. It is a number no company can raise money against, because a share issue only brings in cash if there are buyers in Harare willing to pay a fair price, and the reform produced neither buyers nor a better price. It widens the apparent gap between the two exchanges, dressing the ZSE’s hollowing out as ground lost to a larger rival rather than a market shrinking. And it does nothing whatever for the people this report is about: exit offers are priced off the market prices the rule did not change, so a minority holder being bought out is handed the same cheque as before, in a market the statistics now describe as twice the size.
If the headline is read as a recovery, every fix set out below looks less urgent than it is. That is the real cost of a ruler that grows while the thing it measures stands still. Two further things follow. None of the 33 companies on the ZSE is a secondary listing of a company quoted abroad. Several are subsidiaries of foreign-listed parents, but a subsidiary’s shares are quoted only in Harare, so the new rule reaches none of them. The older board, where almost every delisting happens, therefore gains nothing whatever from the reform: the combined figure improves because of a rule that cannot reach the exchange with the problem.
And four other VFEX counters are secondary listings of companies priced abroad, Caledonia, Invictus, Kavango and the Nedbank receipts, yet the 1 September sheet still shows them on their small local registers, Caledonia on 0.62 million shares and the Nedbank receipts on 0.16 million. Extend the global basis to those and the exchange’s reported size will climb again without a single additional dollar entering the country. Read the headline accordingly. Between mid-August and 1 September, the VFEX did not double in value, and the combined market did not gain 59.7 per cent. The ruler did.
Set the ruler aside, and the ZSE’s own two readings tell the story of the exits by themselves. Measured in dollars, its All-Share Index is up 68.3 per cent since the end of December 2025, yet the board’s dollar market capitalisation is down 3.94 per cent over those same eight months. There is no contradiction in that. An index measures the prices of the companies that are still listed; a market capitalisation measures the whole board. The difference between the two is what left it.
The shrinkage shows in simple head counts. When the ZSE redesigned its indices in January 2020, its own rulebook ranked companies down to 61st place, and the VFEX had a single counter. By 1 September 2026, on IH Securities’ price sheet for that day, the two exchanges combined listed 49 operating companies, 33 on the ZSE and 16 on the VFEX; a further five exchange-traded funds and four property trusts are listed alongside them but sit outside that count, since they are investment vehicles rather than companies that can go private. That figure counts what is quoted on the two boards, not the wider register of collective investment schemes the regulator licenses, which is larger.
Fifteen counters, meanwhile, had left outright: thirteen from the ZSE, two from the VFEX. First Mutual Properties came off the ZSE board between the two price sheets, completing the exit it announced earlier in 2026. Others sit in limbo rather than off the list: OK Zimbabwe was suspended in February 2026 on entering corporate rescue; Bindura Nickel migrated to the VFEX in 2022 and no longer trades there; and PPC has been suspended since the 2020 trading halt. Old Mutual, suspended alongside it for six years, is the one counter to have come back: cleared to trade on the VFEX from 12 August 2026, it had yet to appear on the 14 August price sheet but stands on the 1 September one as the largest company on either exchange.
The ledger then closes exactly: start from the 61 ranked companies of January 2020; add the eight arrivals, Caledonia’s founding VFEX listing among them; subtract the fifteen exits completed by that date, Edgars alone being still on the boards mid-exit; subtract the five suspended counters, the three above plus Hwange Colliery and Cottco, frozen since before this period; and the count lands on the price sheet’s 49. Investor interest was not the problem. In 2019, the securities regulator counted 11,292 active direct stock-market investors, up from 9,456 in 2018, savers hunting returns that could beat inflation.
By the end of 2025, on the regulator’s own count for that quarter, the crowd had more than tripled: 37,982 retail investors held active accounts on the direct-access platforms, 20,446 on ZSE Direct and 17,536 on C-Trade, up 3.36 per cent on the 36,747 of three months earlier, served by 23 licensed dealing firms, of which only 22 were actually operating and only 13 made money in the quarter, alongside a small number of institutional and foreign investors.
What collapsed was not the crowd but the trading it could do. In January 2019, the ZSE turned over US$81.8 million, about US$3.9 million a trading day, measured at that same one-to-one parity; on 14 August 2026, the ZSE traded about US$607,000, converting its ZiG16.1 million at the official rate, and the VFEX US$69,366, less than US$700,000 between them for the whole market. Two and a half weeks later, on a busier day, the ZSE traded US$477,000, converting its ZiG12.8 million at the official mid-rate of 26.7991, and the VFEX US$686,987: US$1.16 million between them for 49 companies, and still less than a third of what a single 2019 trading day did.
The concentration is starker than the total. Thirteen of the 33 ZSE counters did not trade at all on 1 September; one, Delta, was 56.5 per cent of all equity turnover, and the top three were 86.7 per cent of it. The single largest trade on the exchange that day was not in a company at all: a block in the Tigere property trust worth US$329,742, more than Delta’s US$269,369 and equal to 69 per cent of everything the 33 operating companies traded between them.
Eleven of the 33 are now worth less than US$10 million each, US$41.7 million between them, or a hundredth of what the single largest counter is worth. A single day can mislead, so take the regulator’s last full quarter, all of it in dollars: in the three months to 31 December 2025 the ZSE turned over US$45.42 million, the VFEX US$21.48 million and the Financial Securities Exchange US$0.27 million, US$67.17 million for the whole market in a quarter, against the US$81.8 million the ZSE alone managed in the single month of January 2019. The ZSE’s own figure was down 38 per cent from the US$73.71 million of the preceding quarter.
The arrivals do not balance the departures. Since the VFEX opened in October 2020, the two exchanges have added eight counters that were not on either board in January 2020 and did not migrate from the other, and only one of the eight tried to raise fresh capital from the public: WestProp Holdings, whose initial public offering ran from late March to late April 2023.
Caledonia Mining, the VFEX’s founding counter, Invictus Energy, Kavango Resources and Nedbank’s Zimbabwe depositary receipts are secondary listings of companies whose primary markets, and prices, sit abroad. On the ZSE side, Tanganda returned in February 2022, demerged out of the already-listed Meikles and admitted by introduction, a route that raises no new money; on the same 1 September prices it is worth US$69.2 million. And in July 2025 the exchange listed itself: ZSE Holdings, admitted by the same route at a listing value of US$13.5 million.
Fourteen months later, on 1 September 2026, it stood at US$10.9 million on its own board, having climbed back from US$6.6 million in mid-August: even after that rally, the marketplace itself is worth 19.5 per cent less than on the day it went public. Econet InfraCo, the largest arrival at US$682.2 million on IH Securities’ 1 September prices, is the spin-off created to pay Econet’s own exit offer: recycled value, not new money.
Together the six VFEX newcomers are worth US$1.10 billion; set InfraCo aside and the arrivals brought US$420 million of quoted value, which is 38.5 per cent of the US$1.09 billion that Econet’s exit alone removed. Set aside WestProp too, the second-largest newcomer at US$300 million, and the remaining four, Caledonia, Invictus, Kavango and the Nedbank receipts, are worth US$120 million between them, 11.0 per cent of that same US$1.09 billion. One initial public offering in almost six years tells its own story.
The balance between the two exchanges is the sharper signal. By the same tally, a VFEX not yet six years old was worth nearly two and a half times the far older ZSE, whose first predecessor opened in Bulawayo in 1896 and whose modern forerunner dates from 1946, despite listing half as many companies, and now holds 70.8 per cent of the two boards’ combined company value with 16 of the 49 companies: the average VFEX company was worth US$511 million, against US$102 million for the average company left on the older board.
Strip out Old Mutual, half the exchange on its own, and the average VFEX company is US$275 million, still 2.7 times its ZSE counterpart. The stripped-out comparison is the honest one, because the headline gap now rests partly on a counting rule that, as set out above, reaches no ZSE counter at all. The overtaking itself is real, though, and predates the rule: by late May 2026 the VFEX was already worth about US$3.54 billion against roughly US$3.26 billion for the ZSE, on Equity Axis’s figures. What the new measure did was widen a gap that already existed. The older market is not merely losing value; it is being hollowed out, one migration and one delisting at a time.
Who owns the shares explains why so few of them ever trade. The free float, meaning the shares genuinely available for the public to buy and sell, is small, and three findings from the regulator’s own data show who is holding it. Start with the institutions. At 31 December 2025 Zimbabwe’s asset managers ran US$3.78 billion of client money and held 38.86 per cent of it in quoted shares, up from 34.97 per cent three months earlier. That is roughly US$1.47 billion of stock, about a quarter of everything quoted in the country at that date.
Pension funds and asset managers buy to hold, so the shares they own rarely reach the market. Next, the individuals the protections are written for. Of the US$45.8 million of trades settled through the depositories in the final quarter of 2025, individuals were on the buying side of 6.53 per cent and the selling side of 6.68 per cent: about one dollar in fifteen, either way. Retail holders are not the float. They are a rounding error inside it. Last, the foreigners. On the ZSE they were 1.50 per cent of the buying and 48.87 per cent of the selling that quarter, which on US$45.42 million of turnover is about US$21.5 million sold against US$0.7 million bought. Nearly half the selling was foreign money leaving, and almost none of it came back.
Put those three findings together and the consequence for a controlling shareholder is specific, and it is the opposite of what a crowded market would produce. He does not need a public tender to build his stake, because the shares he wants sit with a handful of institutions and a queue of departing foreign funds, all reachable through the off-market block trades that already carry most of the real volume.
He does not need to worry about the shareholder vote either, because the retail holders most likely to object own too little to move a three-quarters majority. And he faces little competing demand, because the buyers who might bid the price up against him are the same institutions that are already fully invested and the foreigners who are on their way out. A thin float is not simply a symptom of the market’s decline. It is the condition that makes a cheap exit practical.
The end game: buy low, then close the doors
The mechanism by which that happens has a name, the squeeze-out, and it runs in two stages: creeping accumulation, as a large holder buys shares over months, mostly through off-market block trades; then, once too little is left in public hands for the listing to continue, a formal offer to mop up the rest, followed by a shareholder vote to leave the exchange, capturing the gap between the low price paid and the higher underlying value. This is a general risk in thin markets, not an accusation against any single company.
Econet carried the sequence to its end in March 2026. On the VFEX, Edgars’ largest shareholder, Annunaki Investments, offered minority holders US$0.0248 a share to exit before the delisting. By 1 September 2026 the shares were changing hands at 2.40 US cents, a shade below the offer itself, on turnover of a single share. Take the cash on offer or keep shares in a company you can no longer sell on any exchange: that is the choice a squeeze-out presents.
Beyond the individual shareholder, there is a national cost too. Each exit removes one of the few places where ordinary Zimbabweans can own part of a large, professionally run business and turn that stake back into cash when they need it. A stock market is how a country channels household savings into productive investment; strip out its largest and most active names and that process stalls.
What the law says
Every one of these exits ran through a legal process. Delisting in Zimbabwe is governed by two layers of law working together, and between them they set the terms on which the public is bought out.
The first is the Securities and Exchange Act [Chapter 24:25], enacted in 2004 as the Securities Act. It repealed the old Zimbabwe Stock Exchange Act, ending an era of self-regulation, and established the regulator now known as the Securities and Exchange Commission of Zimbabwe (SECZ), which began operating in 2008. Under section 64, removing a security from the official list is the exchange’s decision, taken under its own rules: a company cannot simply strike itself off.
The second layer is the ZSE Listing Requirements, the exchange’s own rulebook, which under section 65 of the Act has no legal effect until the Commission approves it. Recent delisting notices record SECZ’s approval of each exit, so the regulator holds the gate in practice. A voluntary exit runs through section 11 of those requirements and turns on two things: a special resolution of shareholders, passed under section 175 of the companies law by 75 per cent of the votes present at a properly notified meeting on a quorum of just 25 per cent, and the free-float rules that fix a minimum portion of shares in public hands.
Zimre Property’s 2020 circular spelt the trigger out: once Zimre Holdings’ stake passed 70 per cent, or the number of shareholders fell below 300, the company would apply for voluntary delisting under section 11(6)(b). The offer duly lifted Zimre Holdings from 64.3 per cent to 97.6 per cent, and the listing was terminated within weeks of it closing. The rule meant to protect the public float can therefore be satisfied simply by buying most of it up.
Alongside the securities rules sits company law. The Companies and Other Business Entities Act [Chapter 24:31], in force since 2020, is where a squeezed-out shareholder looks for protection, and it offers three main tools. Section 233 grants dissenting shareholders appraisal rights: when a company votes to vary the rights attaching to shares or to merge, an objecting shareholder can demand payment of fair value, and have a court set that value if the company’s offer falls short.
Sections 223 and 225 let any member treated in a way that is oppressive or unfairly prejudicial ask a court to step in. Sections 60 and 61 allow direct and derivative actions against directors who breach their duties. The same Act also arms the other side: under section 238, an offeror whose offer has been accepted by 90 per cent of the minority may compulsorily acquire the holdouts on the same terms.
Thin protection, in practice
On paper that is a reasonable toolkit. In practice it protects the small shareholder far less than it appears to, for three reasons. First, the arithmetic favours the majority. Where one holder already controls most of the shares, as Zimre Holdings did, or a larger bloc votes together, the outcome of the three-quarters vote is settled before the meeting opens. A vote meant to act as a check becomes a formality, and the people being bought out are outvoted by the party buying them.
Second, the fairness test is weak. A delisting offer must carry an independent adviser’s opinion that the price is fair and reasonable. But the adviser is appointed and paid within a process the offeror controls, and the standard has proved elastic. When First Mutual Properties left the ZSE in 2026, its offer of US$0.033 a share was called fair and reasonable even though it stood at 38 per cent of the company’s own audited net asset value of US$0.0867. An opinion produced on those terms is not an independent price floor; it is a professional endorsement of a number the offeror has already chosen.
Third, the court remedies are slow and costly. Appraisal rights under section 233 look powerful, since a judge sets the value, but a minority holder must file a formal objection, follow an exacting procedure, and then fund and outlast High Court litigation against a well-resourced controller, all to recover value on a holding that may be worth a few hundred dollars. The oppression remedy under section 223 meets the same wall. Rights too expensive to use are, for most investors, no rights at all. Nor is the alternative free.
A minority holder who would rather sell in the market than accept the offer pays 4.24 per cent of the money moved for a round trip in ZSE shares, on the two exchanges’ published fee schedules, 1.70 per cent to buy and 2.54 per cent to sell, the sell side including a capital gains withholding of 1 per cent of gross proceeds that is deducted whether or not there was a gain; on the VFEX the round trip costs 2.31 per cent. A flat charge sits inside that stack, immaterial on a large ticket and a visible bite out of a small one, so the smallest holders pay the most, proportionally, to get out of a market that is being closed around them.
Can delisting be banned?
Which leads to the question behind the question. Can Zimbabwe simply legislate to stop companies leaving the exchange? The short answer is no, and on reflection it should not try.
A blanket ban would misdiagnose the problem. Companies are not leaving because exit is too easy. They are leaving because staying has become uneconomic, weighed down by the currency illusion, the dead trading and the cost of being public. Trapping them on the exchange by law would fix none of that. It would freeze capital inside a market it wants to leave, deter the new listings the ZSE badly needs, and would likely collide with the property rights the Constitution protects. Locking the doors of the ZSE would simply push companies onto the VFEX, into private hands, or out of sight altogether.
The right target is not the exit but its price: the problem is that companies can leave having bought out the public at a fraction of fair value. A handful of changes would fix that, each answering a weakness just described and each already working in a larger market. No major market has banned delisting; every serious one polices its price.
Start with the captured vote. The Delaware courts answer this by subjecting a controlling shareholder’s buyout to searching review of its fairness unless it has been approved by an independent committee and, separately, by a majority of the minority shareholders. That rule was settled by the state’s Supreme Court in Kahn v. M&F Worldwide in March 2014, and the case shows the bargain at work.
MacAndrews & Forbes, Ronald Perelman’s holding company, owned 43 per cent of M&F Worldwide and in June 2011 offered US$24 a share for the rest, committing upfront not to proceed unless a committee of independent directors approved the deal and, separately, a majority of the shares it did not own voted in favour. The committee hired its own advisers, countered at US$30 and extracted a best-and-final US$25; 65.4 per cent of the minority then voted yes.
When objecting shareholders sued, the court ruled that because both checks had been genuine it would not second-guess the price and made clear that a controller who skips or corrupts either check must instead prove to a judge that both the process and the price were entirely fair. A second case shows the rule bites. In 2013 David Murdock, Dole Food’s chairman and 40 per cent owner, took the fruit group private at US$13.50 a share with both protections formally in place.
The Delaware Court of Chancery looked through the form: in an August 2015 ruling it found that Murdock and his general counsel had driven the share price down and fed the special committee false projections before the buyout and ordered the two men personally to pay minority shareholders a further US$2.74 a share, about US$148 million in all.
India goes further: under SEBI’s Delisting of Equity Shares Regulations of 2021, a voluntary delisting runs through reverse book building, an auction run backwards in which each minority shareholder names the price at which he or she is willing to sell, and the delisting fails unless those offers carry the buyer to 90 per cent of the company. That veto is real. By SEBI’s own data, 14 of the 40 delisting offers attempted between January 2018 and May 2024 failed, 11 of them because too few minorities tendered. Zimbabwe needs the same second lock: approval by a majority of the shares the controller does not own.
Next, the fairness opinion. The cures are independence and disclosure. In India, a buyer that rejects the auction’s outcome may counter-offer only at or above the company’s book value; that backstop alone would have made First Mutual’s lawful minimum US$0.0867 a share, 2.6 times what its minorities were paid. In the United States, the Securities and Exchange Commission’s Rule 13e-3 forces a company going private, and its controlling buyer, to disclose the purpose of the transaction, the alternatives considered and whether the deal is fair to unaffiliated shareholders.
Zimbabwe’s version should be a valuation appointed and reviewed by SECZ, anchored to intrinsic value or audited net asset value rather than to the depressed market price. Market practice anchors exit premiums to the unaffected traded price, typically a 30-day volume-weighted average; the case for an independent floor is that in a market this thin the traded price has stopped doing the job that practice assumes.
Then the premium, or the lack of one, the Powerspeed problem. Since September 2024, SEBI has answered this for every listed company in India, with a floor set at the highest of four benchmarks: the volume-weighted average price the buyer itself paid over the preceding 52 weeks, the highest price it paid in the preceding 26 weeks, the market’s own 60-day volume-weighted average, and the company’s adjusted book value as set by an independent registered valuer; a buyer choosing the fixed-price route must then pay at least 15 per cent above whichever is highest.
A parallel rule from September 2025 extends the same logic to state-controlled companies through a joint valuation by two independent valuers. The arithmetic is simple: if the four benchmarks come out at 115, 120, 100 and 95, the floor is the highest of them, 120, and adding the 15 per cent premium takes the minimum exit price to 138. The buyer pays off its own highest price, never its lowest. Even the mildest piece of that rule, the 15 per cent, would have lifted Powerspeed’s ZWL$1.90 exit to at least ZWL$2.19 a share, and the highest-of test would stop any controller offering the public less than it had itself been paying in the block trades of the preceding year.
Then the currency. This is above all a ZSE problem: the older exchange trades in ZiG, and most delistings have come off its board, so most exit cheques are written in a currency that shrinks while they are processed. At the depreciation rate measured over the full period earlier in this piece, a ZiG payout would lose half its dollar worth in about six months. The recent record is calmer, and the argument has to be put honestly: the official interbank mid-rate moved just 0.22 per cent over the twelve months to 1 September 2026, from ZiG26.7413 to ZiG26.7991.
The case now rests less on the drift a payout suffers today than on the risk of the next administered step, of the kind that arrived in September 2024, landing between the day an exit price is struck and the day the cheque clears. The cure is a rule Zimbabwe has already written for its other exchange: SI 196 of 2020 requires VFEX trades to settle solely in US dollars or another convertible currency. Extending that rule to ZSE exit offers, paid in or fully indexed to US dollars, would close the gap exactly where it exists, so depreciation cannot eat the cheque.
Then the remedy stranded in the High Court. The cure is a specialist forum: India routes securities disputes to an appellate tribunal rather than ordinary courts, and a SECZ-administered valuation panel could settle price disputes here in weeks rather than years.
Finally, the unseen accumulation. Zimbabwean law does watch, but late and in private. Under section 235 of the companies’ law, a buyer passing 20 per cent of a public company need only notify the company itself, within fifteen days; under section 236, a buyer intending to cross the 35 per cent control-block line must give the company thirty days’ notice. Neither notice reaches the market, so a stake assembled through off-market block trades becomes visible to the public only after the squeeze is complete.
The cure is American-style disclosure: in the United States a buyer must reveal a stake publicly at 5 per cent and at each move above it. A regulator that watches can act in time. When AstraZeneca Pharmaceuticals AB of Sweden moved in 2014 to delist its subsidiary AstraZeneca Pharma India, SEBI spotted the promoter acting in concert with the Elliott Group, a bloc of foreign funds, to steer the vote and the price; it ordered both Indian exchanges to monitor the process, and in an order dated 5 June 2020 ruled that the two had colluded “without considering the interests of the retail shareholders”, a manipulative and fraudulent trade practice. The delisting never happened. The market would see the squeeze coming, not read about it afterwards.
The end game, restated
A company should be free to decide that a public listing no longer serves it. It should not be free to use the resulting low price as the very instrument for buying out the public cheaply. Econet was the largest exit; First Mutual Properties is the latest to complete one, and Edgars is queued behind it; and while exits are priced off depressed prices, more will follow, in a rally as readily as in a rout.
A stock exchange earns its keep by protecting the holder of a single share as fairly as the holder of a controlling block. On that test, Zimbabwe’s framework still has work to do. The question is no longer whether more companies will leave. It is who will be paid what on the way out, and whether the law will be rewritten in time to make that price a fair one.
Sources, method and limitations
Method. Local-currency figures are converted at the Reserve Bank interbank mid-rate for the relevant date: ZiG26.7991 for 1 September 2026 and ZiG26.7413 for 1 September 2025. The 31 December 2025 rate of ZiG25.99, used to convert the regulator’s quarterly figures and the ZSE All-Share Index into dollars, is not published in the sources above. It is derived from the paired ZiG and US-dollar year-to-date price changes printed against each counter on the 1 September price sheet: ten counters tested independently imply the same rate to five significant figures, and the result reconciles the regulator’s own ZSE valuation to within 0.1 per cent. Company market capitalisations summed from the individual counters on that sheet agree with its stated exchange totals to within one cent, which also confirms that both exchanges’ headline turnover and capitalisation figures are equities-only and so comparable with each other.
Limitations. Two figures rest on material not reproduced here: the 2018 and 2019 counts of active direct investors, 9,456 and 11,292, which come from earlier regulator publications rather than Issue 1 of 2026; and the daily currency series of 1,579 readings from January 2022 to June 2026 underlying the depreciation and volatility statistics, which is the author’s own dataset. The 14 August 2026 price sheet is carried forward from the previous edition of this report rather than cited from the sheet itself. The ZSE’s founding date is contested: a first Bulawayo exchange opened in 1896 and lasted about six years; the modern forerunner was founded in Bulawayo in January 1946, with a Harare floor added in December 1951; statutory consolidation followed under the Rhodesia Stock Exchange Act of January 1974; and the exchange itself dates its history to 1894. A wider set of pre-2026 figures rests on contemporaneous exchange notices and press reports not reproduced here, and each should carry its own citation before publication: the ZSE’s January 2019 turnover of US$81.8 million; the parallel-market rate of three to four local dollars to the US dollar in early 2019; the January 2020 index rulebook that ranked companies down to a 61st place; the June 2020 trading halt that suspended Old Mutual and PPC; the suspension dates of Hwange Colliery and Cottco; and the dates on which the VFEX opened and on which SeedCo, Padenga, Simbisa, Innscor, First Capital Bank, Bindura Nickel, Tanganda, WestProp, ZSE Holdings and Edgars listed, migrated or left.
Sylvester Mupanduki is a research fellow at AEDS. He can be reached via email at sylvestermupanduki@gmail.com.
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