TSL Limited will seek shareholder approval to repurchase up to 10% of its issued ordinary shares when it holds its annual general meeting (AGM) on March 30.
The proposed share buyback authority is among eight resolutions set to be tabled at the meeting.
The aims to give the diversified group greater flexibility to return value to shareholders and optimise its capital structure following improved profitability and stronger cash flows.
If approved, the mandate will allow the board to buy back shares on the Zimbabwe Stock Exchange (ZSE) using the company’s available cash resources, subject to regulatory requirements and market liquidity. The authority will remain in force until the next AGM and may be renewed.
The move follows a strong financial performance by the group in the year ended October 31, 2025, during which it significantly strengthened its balance sheet.
TSL’s total assets rose 11% to US$99,4 million, while cash reserves surged nearly fivefold to US$8,62 million, supported by stronger operating cash flows and improved profitability across its agriculture, logistics and real estate divisions.
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“To consider, and if thought fit, to adopt with or without amendment, the following resolution as a special resolution: That the company be authorised in advance, in terms of Section 129 of the Companies and Other Business Entities Act [Chapter 24:31] and the Securities and Exchange (Zimbabwe Stock Exchange Listing Requirements) Rules, 2019, to purchase its own shares upon such terms and conditions and in such amounts as the directors of the company may from time to time determine,” the company said in its AGM notice.
Under the proposed authority, the buyback would be limited to ordinary shares and capped at 10% of the total number of issued ordinary shares in the financial year of the repurchase.
The mandate would expire on the date of the company’s next AGM and would be subject to the regulations of the Zimbabwe Stock
Exchange.
TSL said the maximum and minimum prices at which the shares may be acquired will be based on the weighted average market price of the shares traded on the ZSE over the five business days preceding the purchase.
The company said the resolution would enable the board to utilise excess cash resources to repurchase shares in line with Sections 128 and 129 of the Companies and Other Business Entities Act.
Under section 95(5) of the Act, these shares have the same status as authorised but unissued treasury shares.
The board said it will only exercise the authority if it believes the buyback is in the best interests of shareholders and if the company remains able to meet its obligations, maintain adequate capital and reserves, and ensure sufficient working capital after any repurchase.