South African billionaire Tshepo Mahloele faces regulatory hurdle in multibillion-rand FlySafair deal

South African billionaire Tshepo Mahloele’s proposed acquisition of FlySafair is facing a new challenge after rival airline CemAir asked the Competition Tribunal to block the multibillion-rand transaction, raising fresh concerns over competition and access to key aviation infrastructure.

The challenge comes just over a month after Harith General Partners, the Pan-African infrastructure investment firm founded by Mahloele, secured approval from South Africa’s Competition Commission for the deal. CemAir is now seeking conditions it says are needed to protect competition if the transaction is allowed to proceed.

CemAir argued that any approval should include safeguards to preserve FlySafair’s commercial and operational independence from Lanseria International Airport and related aviation infrastructure interests. Advocate Dwight Snyman, representing CemAir, told the tribunal Monday that any behavioral remedies should be clear, measurable, independently monitored and capable of being enforced quickly.

Snyman said possible safeguards could include independent airport governance, removing common directors from competing entities, enforceable information firewalls, transparent slot allocation and tariff rules, equal access for airlines, independent monitoring and a rapid dispute-resolution process. The measures are intended to prevent conflicts of interest and ensure airlines receive fair treatment at the airport.

Regulatory scrutiny follows FlySafair deal

The dispute adds another layer of scrutiny to Harith’s return to the aviation sector. In February, Mahloele led Harith General Partners in a deal to acquire FlySafair, South Africa’s largest domestic airline, about two years after the investment firm’s bid for South African Airways collapsed.

If completed, the transaction will give Harith full control of FlySafair through Harith Aviation, its aviation investment arm, which is acquiring the airline from Ireland-based ASL Aviation Holdings, its parent company.

FlySafair has also faced separate regulatory questions over its ownership structure. The airline controls over 60 percent of South Africa’s domestic seat capacity and in 2024 was found by the Domestic Air Services Council to have breached ownership rules after trusts and companies held 75 percent of its voting rights. The finding followed a complaint by rival carrier Lift.

The airline was given roughly a year to address the ownership issue or risk losing its operating license. In July, Harith secured approval from the Competition Commission for its acquisition of FlySafair, bringing the deal closer to completion. The transaction still requires clearance from the Competition Tribunal.

The commission’s approval included conditions aimed at protecting competition at Lanseria Airport. Harith must ensure airlines operating from the airport are treated fairly and that airport-related services are not provided on discriminatory terms.

For Mahloele, the FlySafair deal marks a return to an industry that has long attracted infrastructure investors because of its importance to trade, tourism and regional connectivity. Harith’s earlier attempt to invest in South African Airways ended without a deal after its proposal was rejected in 2024.

Harith invests across energy, transport and digital infrastructure

Founded in 2006 and chaired by Mahloele, Harith General Partners manages more than $3 billion in assets and invests across sectors including energy, transport, logistics, digital infrastructure, health care and water.

The Sandton-based investment firm has backed infrastructure projects across Africa, with a focus on businesses and assets that support transport links, energy supply and digital connectivity. The FlySafair transaction would add one of South Africa’s biggest domestic airlines to that portfolio, subject to final regulatory approval.