South Africa’s Competition Commission has recommended conditional approval for Harith General Partners’ acquisition of FlySafair, the country’s largest domestic airline, clearing the way for the deal to move to the Competition Tribunal for final sign-off. The recommendation, announced on Monday, resolves the regulator’s central concern: that a single investor holding both an airline and a stake in a South African airport could distort competition.
Harith, an infrastructure-focused asset manager, first announced the acquisition in January, in what ranks among the most significant private equity transactions in South African aviation in recent years. The deal would give Harith ownership of an airline commanding roughly two-thirds of domestic passenger market share, folding it into a portfolio that already includes a stake in Lanseria International Airport and a controlling interest in Traxtion, Africa’s largest private rail operator.
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The commission’s objection centred specifically on Harith’s approximately 37% holding in Lanseria, the country’s only privately owned international airport. Regulators were concerned that common ownership of an airline and airport infrastructure could allow Harith to disadvantage rival carriers using Lanseria, or state-run facilities operated by Airports Company South Africa. To address this, the merging parties agreed to conditions barring discriminatory pricing or terms for airport and airline-related services at Lanseria, alongside restrictions on the exchange of competitively sensitive information between the two businesses.
| Deal metric | Detail |
|---|---|
| Announced | January 2026 |
| FlySafair domestic market share | approximately 67% |
| FlySafair fleet size | more than 30 aircraft |
| Harith stake in Lanseria Airport | approximately 37% |
| Other Harith holdings | Traxtion (rail); prior SAA bid via Takatso consortium |
| Next step | Competition Tribunal approval |
FlySafair’s rapid growth underpins the scale of the transaction. The carrier began operations in 2014 with two aircraft flying between Johannesburg and Cape Town and has since expanded to a fleet of more than 30 jets, becoming the dominant player in a domestic market that has consolidated sharply since the collapse of South African Airways’ commercial dominance. For Harith, the acquisition follows an unsuccessful multi-year push to take a stake in SAA itself: a consortium linked to the firm, Takatso, was the government’s preferred bidder for a portion of the national carrier before that deal collapsed in 2024, prompting Harith to redirect its ambitions toward FlySafair instead.
The transaction also revives scrutiny of FlySafair’s ownership structure, an issue that first surfaced in 2022 when competitors lodged complaints with local and international regulators over compliance with South Africa’s airline ownership rules, which require 75% local control. FlySafair’s parent, ASL Aviation Holdings, holds 25% directly, with the remaining 75% split between the Safair Investment Trust, holding 50%, and an employee share scheme structured to meet local ownership thresholds, holding 25%. The proposed Harith transaction is designed in part to place the airline more firmly within a compliant, locally controlled structure.
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The Lanseria dimension of the deal lands amid separate turbulence for the airport. Harith chairperson Tshepo Mahloele has faced questions over his links to Lanseria in an unrelated governance dispute involving the Public Investment Corporation, which holds its own historical stake in the airport through a shareholder arrangement that has been the subject of arbitration, a forensic investigation and litigation this year. Mahloele also chairs Arena Holdings, publisher of Business Day, which reported on the Harith deal.
With the commission’s recommendation now before it, the Competition Tribunal will determine whether to grant final approval, a decision that will complete Harith’s transformation from infrastructure investor into a vertically integrated transport group spanning rail, aviation and airport ownership.
