The proposed acquisition of Engen Botswana by a consortium led by businessman Ramachandran Ottapathu has entered a new regulatory stage, with the Competition and Consumer Authority (CCA) inviting public submissions before reaching a final decision on the transaction.
The Authority has called on the merger parties, competitors, customers, government institutions and other interested stakeholders to participate in a public hearing on Fusion Spark Proprietary Limited’s proposed acquisition of Vivo Energy’s 70 percent stake in Engen Botswana.
The hearing will allow the merging parties to present oral submissions in support of the transaction while giving competitors, customers, government agencies and members of the public an opportunity to raise concerns or comment on the proposed merger.
The transaction originates from Vivo Energy’s acquisition of Engen Limited from Malaysia’s PETRONAS in May 2024, through which Vivo inherited Engen Botswana’s 70 percent shareholding. However, because Vivo already operates Shell-branded service stations in Botswana, the CCA determined that ownership of both businesses by a single company could substantially lessen competition in the downstream petroleum market, prompting Vivo to divest its stake in Engen Botswana.
Earlier this year in April, Vivo Energy announced that it had signed a share purchase agreement with Fusion Spark Proprietary Limited, a consortium comprising Mount Meru Group and businessman Ramachandran Ottapathu, following what it described as a competitive sales process to identify a buyer with the financial strength, local market expertise and downstream petroleum experience to support the business.
The company said the consortium was well positioned to build on Engen Botswana’s operations while maintaining its nationwide service offering.
Mount Meru Group Director Atul Mittal described the acquisition as a long-term investment in Botswana, saying the consortium intended to leverage the country’s strategic position within Southern Africa while combining Mount Meru’s regional fuel operations with Ottapathu’s knowledge of the local market.
Ottapathu, who is also Chief Executive Officer of Choppies Enterprises, said the partnership would combine Mount Meru’s downstream petroleum expertise with his understanding of Botswana’s business environment to create sustainable value for customers, employees and business partners.
Vivo Energy Chief Executive Officer Stan Mittelman said the company would have preferred to retain Engen Botswana but respected the CCA’s decision, adding that the proposed sale would preserve competition in Botswana’s fuel retail sector while providing certainty for employees, customers and business partners.
As the regulatory process continues, the transaction has attracted growing interest across Botswana’s petroleum industry. Although the public hearing is a statutory requirement under the Competition Act, the proposed acquisition has sparked debate over its potential implications for fuel retailers and the wider sector.
Among the most vocal stakeholders has been the Botswana Petroleum Retailers Association (BOPRA), which represents Engen-affiliated dealers. The association has sought assurances over business continuity, lease security, renewal of Merchant Lease Agreements, future branding arrangements and the protection of investments made by retailers operating under the Engen brand.
BOPRA spokesperson Tebogo Nametsagang recently told The Business Weekly & Review that retailers were not opposed to the transaction itself but wanted certainty that existing contractual relationships and long-term investments would be safeguarded regardless of the change in ownership.
Engen Botswana and the acquiring consortium have since assured retailers that the transaction is not expected to disrupt existing dealer operations and that business will continue as usual throughout the ownership transition. They added that future investment decisions would be guided by prevailing market conditions.
According to the CCA, Fusion Spark Proprietary Limited is controlled by MMPG Limited, Surya Artha Holding Limited and Ramachandran Ottapathu. Through MMPG, the consortium already has interests in Botswana’s fuel logistics sector via Acer Logistics Botswana, while Ottapathu also has interests in Choppies Enterprises, The Far Property Company, Ajantha Proprietary Limited and Kamoso Africa.
The acquisition remains subject to regulatory approval. Until the transaction is cleared and completed, Engen Botswana will continue operating under its existing ownership structure.
