The Financial Sector Conduct Authority has launched a formal insider trading investigation into Curro Holdings shares following suspicious transactions flagged by statutory bodies ahead of a buyout offer, according to reports by Moneyweb and regulatory disclosures. The probe centers on unusual trading patterns and significant share accumulations executed by institutional and private investors before the market learned of the Jannie Mouton Foundation’s August 27, 2025 acquisition bid.
FSCA Escalates Curro Share Probe After JSE Referral
The regulatory review advanced from an initial assessment phase to a formal investigation after statutory bodies, including the Johannesburg Stock Exchange and Strate, reported suspicious market activity to the Financial Sector Conduct Authority (FSCA) late last year, as detailed by Moneyweb. During the assessment stage, the regulator evaluates whether facts suggest a potential violation of market abuse provisions before deciding whether an investigation is the most effective regulatory tool.
Moving to a formal investigation grants the FSCA substantially stronger statutory powers. According to the regulator, investigators can now compel verbal testimony, require the production of documents, and conduct formal interrogations under oath. No regulatory findings of wrongdoing have been established against any party, and the FSCA declined to comment on specific accounts or transactions given that the matter is ongoing.
Unusual Trading Patterns Identified in Shareholder Registers
An analysis of Curro shareholder registers by Moneyweb identified three sets of unusually timed transactions executed in the six months leading up to the buyout announcement, which offered a 60% premium over the pre-announcement share price and caused the stock to spike by more than 50%. Together, these three sets of trades generated estimated gains of approximately R126 million based on post-announcement share prices.
Citiclient Nominees No. 8
London-based Citiclient Nominees No. 8, a nominee account of Citigroup, held a stable position of roughly 13 million Curro shares from at least July 2024 before beginning to accumulate additional shares in early 2025, according to shareholder registers. The account acquired about 1.7 million shares in early April and accelerated purchases in June and August, adding 7.1 million shares just weeks before the buyout offer. In early September, days after the price spiked, Citiclient sold 8.7 million shares at higher prices, returning to its pre-April holding and generating an estimated profit of around R31 million. Citigroup declined to identify the beneficial owners behind the nominee account, citing internal group policies.
Public Investment Corporation (PIC)
The state-owned Public Investment Corporation divested 1.2 million Curro shares in June 2025 and subsequently repurchased 7.2 million shares in July, less than two months before the buyout announcement, according to Moneyweb. The increased holding was valued at more than R21 million on the day of the announcement. At the time, the PIC denied any wrongdoing, stating that decisions to increase or reduce exposure to a stock represent “a function of our portfolio rebalancing exercise or the trading activity of PIC-appointed active managers.”
Mouton Family Entities
Three companies owned by the Jannie Mouton Familietrust—Jan Mouton Beleggings, Piet Mouton Beleggings, and My Favourite Beleggings—each acquired 7.84 million Curro shares between April 10 and May 2, 2025, at a cost of roughly R70.14 million per entity, totaling about R210 million, as reported by Moneyweb. The acquisitions increased their collective holding by 32% to 98 million shares, representing 16% of Curro, and yielded a combined gain of approximately R74 million on the announcement date. Jan Mouton, a trustee of the foundation, stated that the buyout idea was conceptualised on May 17, 2025, almost three weeks after the final purchases by the entities. Piet Mouton, PSG chief executive and a Curro director, previously noted that he recuses himself from any investment decisions made by the trust regarding companies where he serves as a director.
Did you know? Moving from an FSCA assessment phase to a formal investigation grants regulators the legal authority to compel verbal testimony under oath and demand the production of internal documents.
Frequently Asked Questions
What triggered the FSCA investigation into Curro shares?
The investigation was initiated after statutory bodies, including the Johannesburg Stock Exchange and Strate, reported suspicious transactions to the FSCA late last year following unusual trading activity ahead of an August 2025 buyout offer.
Which investors are linked to the scrutinized trades?
Moneyweb identified three sets of transactions involving Citiclient Nominees No. 8, the Public Investment Corporation, and three entities owned by the Jannie Mouton Familietrust.
Has any wrongdoing been proven in this investigation?
No. The FSCA has not established any regulatory findings of wrongdoing, and the involved parties have defended their trades as routine portfolio management or rebalancing.
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