Prominent black businesswoman, Sonja de Bruyn’s company was used unwittingly by white executives in the Dimension Data BEE fronting.
The names of De Bruyn, the daughter of ANC stalwart and former member of parliament Sophie de Bruyn, and her company popped up in the court judgment relating to the infamous Dimension Data fronting scandal.
De Bruyn is the principal partner of investment firm Identity Partners, as well as a shareholder and director of IFM.
Identity Partners, the victim of the BEE fronting, is one of the companies that were named in the court matter by Nippon Telegraph and Telephone Corporation NTT Holdings, a Japanese company that owns Dimension Data.
According to the judgement, both companies were run by “De Bruyn with the assistance of Janice Johnston, who handled the direct negotiations and setting up of the private equity vehicles on behalf of IFM and, to the extent relevant, Identity Partners”.
The case, which was won by NTT against several white executives, blew the lid on one of the country’s most complex fronting schemes designed for them to benefit from a broad-based black economic empowerment transaction.
NTT alleged that six white males Jere-my John Ord, Steven Jeffery Nathan, Grant Martin Campbell Bodley, Athanasios Missaikos, Bruce Watson and Jason Mathew Goodall conspired to gain surreptitious control over and beneficial ownership of the Dimension Data Campus, which is a flagship Johannesburg property in Bryanston.
Ord and Watson, who were the founders of Dimension Data as a brand, three of their co-executors in the group – Goodall, Bodley and Missaikos (referred to as the protagonists in the judgment) – and Nathan, who is a close business associate of all five men and who was employed as an independent contractor to provide management and advisory services to the group.
Evidence presented to the court shows that the protagonist investors hid their identities from De Bruyn and Johnston.
In August 2018, Nathan was roped into the group to identify an opportunity and negotiate a transaction, which would allow for the improvement of the score of, at least, the South African holdings under the Broad-based Black Economic Empowerment Act.
Nathan was ultimately paid a commission of R18-million. He also received an additional commission in the form of the art collection, which was part of the assets sold in the BEE transaction.
“It is alleged by the applicants that the acquisition of the campus was achieved through a conspiracy, which employed the mechanisms of en commandite (also known as silent or limited) partnerships and which allowed the interests of these ultimate beneficiaries, in what was intended by the applicants to be an empowerment transaction, to be concealed not only from the public and the empowerment control structures and auditors but also from the applicants and their Japanese Holding structures”.
According to the judgment, De Bruyn’s company was invited to the transaction by Nathan, who put together a presentation relating to the part that it could play in a BEE transaction involving the acquisition of the campus.
“Importantly from Nathan’s perspective, IFM was 100% owned by De Bruyn, a black woman, assisted by Johnston. Nathan met with IFM with the object of securing its assistance in the context of the BEE project.
“Nathan having set about verifying that IFM would co-operate to achieve the aims of the protagonists, instructed Pearson as financial advisor on the project in no uncertain terms that he ‘wanted to go with’ IFM as the buyer entity.
“The next step indicated by IFM was confirmation that they were the selected partner on the transaction and agreement regarding broad terms. On 13 June, De Bruyn met with Ord and was directed to Nathan in relation to ‘the consortium’ of investors.
“… according to the information, which was conveyed by Nathan to NTT, the buyer was to be a “Black Women’s Fund” and that he was negotiating a price of R1.3- billion for the campus.
Nathan apparently tried to keep the selling price to be as low as possible.
“The maintaining of the secrecy around the true investors was an important part of the scheme,” reads the judgment.
On November 1, 2022, the fund and De Bruyn’s IFM were removed as GP and manager respectively by the Protagonists acting as Areti Limited Partners and replaced with an Epstein entity called K201953314. This was done without the consent of the buyer which was required under the Vendor Loan Agreement.
When approached for comment, De Bruyn said: “IFM welcomes the court’s 25th November judgment on the sale of Dimension Data’s campus in 2019, which vindicates IFM’s position that it was misled through deliberate deception by the group of executives involved.
“[The] identities of the former Dimension Data executives were deliberately kept secret from us through complex financial structures behind the person given as our primary counterpart, despite what even the court records as our repeated attempts to get full information,” she said.
