TSL Limited (TSL) is seeking shareholder approval to voluntarily delist from the Zimbabwe Stock Exchange (ZSE) on June 26, next month, before listing on the Victoria Falls Stock Exchange (VFEX) three days later, arguing it is undervalued on the ZSE.
TSL, a diversified concern, made the decision to delist following careful consideration of recent economic and regulatory developments in Zimbabwe.
The departure would mark yet another blow to the ZSE which for the first time in its 132-year history became Zimbabwe’s secondary bourse last month, with VFEX overtaking it as the primary stock exchange.
As of Wednesday, TSL had a market capitalisation equivalent to US$70,64 million, reflecting a year-to-date movement of 132,38%.
In a letter to shareholders, TSL chairman Antony Mandiwanza said the consideration was also made as over 97% of the firm’s revenue is now in United States dollars.
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“Following careful consideration of recent economic and regulatory developments in Zimbabwe, the board of directors has concluded that the company’s profile, valuation, and growth prospects would be better reflected on the Victoria Falls Stock Exchange (VFEX), to the benefit of both the company and its shareholders,” he said.
“The reintroduction of the multi-currency trading system, together with complementary fiscal and monetary measures, has contributed to improved market stability and enhanced predictability in the company’s revenue generation, as well as preservation of value.”
He said under this multi-currency regime, the group had experienced significant growth in United States dollar denominated revenues from local operations.
“In light of this, the board believes that the company’s current market valuation in Zimbabwe Gold (ZiG) does not adequately reflect: the intrinsic value of the group’s asset base; and the predominantly US$ based nature of its revenue streams,” Mandiwanza said.
“Against this background, at a meeting held on March 30, 2026, the board resolved to pursue the migration of the company’s listing from the Zimbabwe Stock Exchange (ZSE) to the VFEX.
“The board is of the view that this migration will enable both the company and its shareholders to benefit from the incentives and structural advantages
offered by the VFEX.”
The extraordinary general meeting to seek shareholder approval for the ZSE delisting has been scheduled for June 19.
“The board considers that the prevailing multi-currency environment presents an appropriate opportunity for the company to be listed on a US$ denominated exchange, thereby enhancing: valuation transparency; access to foreign capital; and liquidity, supported by increased availability of free funds among both institutional and retail investors,” Mandiwanza said.
He said the VFEX offered several compelling incentives for both issuers and investors, including zero Capital Gains Tax on disposal of listed securities and reduced dividend withholding tax, lower transaction and trading costs relative to the ZSE, and liberalised exchange control conditions.
He also said the VFEX also allowed the “free movement of capital into and out of Zimbabwe, including the unrestricted repatriation of dividends, interest, and disinvestment proceeds”.
“The VFEX presents the company with a platform on which to raise foreign currency from both local and international investors through the issuance of equity instruments to fund its projects which require patient capital and to support the regional business in the event of a capital call.
“Investors will be attracted by the flexible exchange control regime on the VFEX which enables foreign investors to easily repatriate both capital and dividends while local investors will be able to keep proceeds from share sale and dividend payments in foreign currency as free funds without requirements for mandatory liquidation.”
In terms of negatives, the chairman highlighted the possibility of reduced liquidity during the initial period following migration, operational or administrative adjustments required by shareholders to trade on the VFEX, and exposure to future changes in exchange control, taxation, or VFEX specific regulations.
He also cited the loss of regulatory oversight and market practices specific to the ZSE and potential volatility in the market-determined price of TSL’s shares following a VFEX listing as other disadvantages.
