The High Court has effectively blocked a proposed cement-sector merger after setting aside a ministerial decision that had cleared the transaction to proceed despite an earlier prohibition by the Namibia Competition Commission (NaCC).
The ruling reinstates the competition regulator’s July 2025 decision prohibiting the proposed merger, reversing a subsequent intervention by the Minister of Industries, Mines and Energy, Modestus Amutse that had allowed the transaction to proceed subject to conditions.
Judge Devittie handed down the order on 1 October 2026 following an urgent review application brought by ITE Products (Pty) Ltd, Pharaoh Cement (Pty) Ltd and the Construction Industries Federation of Namibia.
At the centre of the dispute was a determination signed by the Minister on 11 June 2026 and published under Government Notice No. 229 in Government Gazette No. 8965.
That determination overturned the NaCC’s prohibition of the proposed transaction under merger case No. 2025FEB0004MER and permitted it to proceed subject to conditions.
The High Court has now reviewed and set aside the Minister’s determination, dealing a setback to the proposed transaction.
The court declared the ministerial determination “unlawful, invalid and of no force and effect”.
It further ruled that the NaCC’s original determination prohibiting the merger, published under General Notice No. 510 of 2025 in Government Gazette No. 8691 on 17 July 2025, remains in full force and effect.
The decision means the proposed merger cannot proceed on the basis of the Minister’s June approval, restoring the regulatory position established when the competition watchdog initially rejected the transaction.
The respondents in the case were the Minister of Industries, Mines and Energy, Whale Rock Cement (Pty) Ltd, Schwenk Namibia (Pty) Ltd, Ohorongo Cement (Pty) Ltd and the NaCC.
The court finalised the matter and removed it from the roll.
The court order does not provide the transaction value, proposed shareholding structure or the commercial terms of the merger.
