[This investigation is a collaboration between Malina and the magazine Politikà].
Entering the Madarail galaxy is akin to navigating a nebula of companies with intricate and complex entanglements. Madarail S.A., registered in the Malagasy commercial and companies’ registry, was established in 2001 by the French group Bolloré through its subsidiary Comazar. In 2008, Vecturis, a Belgian company, became its majority shareholder. Madarail changed hands once again in 2011, when Vecturis, while remaining the operator of the northern railway network, transferred all of its shares in Madarail to a company named Madarail Holdings Ltd.
Ownership Stakes: The Hidden Stakeholders of Madarail
Madarail Holdings Ltd, registered in Mauritius in 2003, then became the reference shareholder of Madarail by acquiring shares held by the company Fiaro as well as by the Hiridjee and Ramanandraibe families. Until April, Madarail Holdings Ltd owned 75% of Madarail’s shares, with the remainder held by the Malagasy state. In an interview broadcast on television on April 1st, businessman Maminiaina Ravatomanga claimed to have owned 75% of Madarail since 2011. This logically implies that he is the owner of Madarail Holdings Ltd.
In reality, as of August 2018, all 1,000 shares of Madarail Holdings Ltd were owned by another Mauritian company called Madagascar Utilities Ltd. Surprisingly, in the same April 2022 interview, Maminiaina Ravatomanga denied that Madagascar Utilities Ltd is a subsidiary of Sodiat, the group of which he is the CEO. However, the group’s website clearly lists Madarail as a “company owned by the Sodiat Group.” Yet, the Mauritian commercial registry, which the authors of this article were able to access via the economic intelligence tool Sayari Graph, is clear about the direct shareholder link between Madarail Holdings Ltd and Madagascar Utilities Ltd.
Court Ruling
The two current directors of Madagascar Utilities Ltd are Khodadeen Mohammad Yassin and Edoo Shabinaz. These two individuals are also the directors of Madarail Holdings Ltd. They were appointed to these positions on July 27, 2016, for both companies. Finally, Madagascar Utilities Ltd and Madarail Holdings Ltd, which were both established in the same year, share the same postal address in Mauritius.
It is worth recalling that Madagascar Utilities Ltd (MULTD) was accused several years ago of being involved in a public fund embezzlement case related to the leasing of generators to Jirama, at a time when Maminiaina Ravatomanga was a member of the state-owned company’s board of directors. Maminiaina Ravatomanga himself was accused in this case but was granted a dismissal by the Antananarivo Court of Appeal in November 2016. This judicial decision was based on the fact that he and his co-defendants “from the Sodiat group were only third parties in relation to the relationship between Jirama and MULTD Mauritius.” However, the ruling overlooks the shareholder link between Madagascar Utilities Ltd and the former member of Jirama’s board of directors, through Madarail Holdings Ltd. The Sayari Graph tool notes that Madagascar Utilities Ltd was, in August 2018, fully owned by the company Bric Investissements et Commerce (Bricom) Ltd, for which no online trace can be found.
Complaint
The only public mention of Bricom Ltd appears in an article from the newspaper Le Citoyen, published in July 2018 by former Minister of Communication Harry Laurent Rahajason, also known as Rolly Mercia. In the article, he accuses Maminiaina Ravatomanga of receiving an opaque payment from Bricom Ltd, amounting to $250,000, for fees and various indemnities, which would have been deposited into one of his personal bank accounts in Monaco. This article was appended to a complaint filed by Maminiaina Ravatomanga against Rolly Mercia in October 2020 for false testimony, malicious denunciation, and spreading false information. According to the complaint, Rolly Mercia allegedly provided information about Maminiaina Ravatomanga to the French judiciary, leading to an investigation being opened against him by the French National Financial Prosecutor’s Office on charges of money laundering in an organized group, corruption, and tax fraud.
High-Risk Country
Surprisingly, Bricom Ltd does not appear in the Mauritian commercial registry, although its address is reportedly in Mauritius, according to the Le Citoyen newspaper article, specifically at the former headquarters of Kross Border Corporate Services Ltd, now a subsidiary of the Mauritian conglomerate Rogers. It is worth noting that the former head of Kross Border, Jingree Jayechund, is – or was – a director of several Mauritian companies partially or fully owned by Mamy Ravatomanga, again according to Sayari Graph data. Among these companies are Auto Diffusion Ltd and Lam Immobilier Ltd, now renamed First Class Immobilier Ltd, which shared the same postal address with Bricom Ltd in 2018. The authors of this article were unable to identify the actual beneficiaries of Bricom Ltd and, consequently, of Madarail Holdings Ltd, although consistent evidence suggests that Maminiaina Ravatomanga owns the latter, starting with his own statements.
When questioned during his April 2022 television interview about his name appearing in the Panama Papers scandal, Maminiaina Ravatomanga defended himself by arguing that using offshore companies located in tax havens is not illegal. Admitting to using offshore companies for his business, the businessman explained that he considers them necessary to “facilitate his export operations.” However, this argument seems less relevant for Madarail, which operates exclusively in the railway transport sector in Madagascar. Offshore companies can indeed serve legitimate purposes. Nevertheless, one might question the reason for resorting to such a complex and opaque structure to manage a simple equity stake in Madarail. This structure raises even more questions considering that several of the offshore companies involved are incorporated in Mauritius, a country that was, until March 2022, on the European Union’s list of high-risk countries for money laundering.