Fight over RMB Holdings turns ugly as directors hamstrung

The resolution to approve the remuneration of its non-executive directors failed spectacularly. Image: Atterbury website The battle over listed RMB Holdings (RMH) – which only has a single major asset, being 38.5% of Atterbury Property Holdings – has escalated in dramatic fashion after 10 resolutions (of 20) failed to pass at its AGM on Wednesday. The entity is trading under cautionary after receiving a bid from AttBid, which is owned by Atterbury Property Fund (Pty) Ltd together with vehicles owned by the Van Der Walt brothers (Faan and Dirk), who founded WeBuyCars.

AttBid is offering 47c per share for RMH, which has essentially been trading at around this level since December. At this point, AttBid, together with concert parties, already owns 39.77% of RMH. At the end of September 2025, Coronation Fund Managers held 28% of the business, but it disposed of this to AttBid.

Breede Partners, believed to be associated with activist shareholder Albie Cilliers, owned 13% of RMH at the end of September, while Rozendal Partners (ex RECM fund managers) held 7%. In February, RMH said Peresec held 5.04% of the company (at the end of February, it was the fifth largest shareholder but held under 5%). At Wednesday’s AGM, RMH was not able to approve the remuneration of its non-executive directors.

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This resolution failed spectacularly, with support of only 12.75% of the 69% of shareholders in attendance. The resolution sought to have zero increase in directors’ fees approved for the 2025 financial year. Directors are to have received R222 000 per year (aside from any committee memberships), while the chair would be paid R441 000. For three years, between 2022 and 2025, JSE-listed packaging group Mpact paid its non-execs via an unlisted subsidiary after the special resolutions for their remuneration failed to pass.

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