The legal profession can be aptly described as “a problem shared is a problem halved.” More often than not, as a lawyer, you find yourself talking to a colleague who has a legal challenge and is seeking your opinion. We call it peer review, though it usually happens over coffee, not in a formal setting. One particular afternoon, I was sitting in my office when my phone rang. On the other end was a lawyer friend of mine who wanted me to accompany her to what she called a “hot-bed meeting”, a euphemism, I would later discover, for a family war. The meeting concerned a mine that had been left to eight siblings by their father.
By Namatirai Ruzvidzo
The siblings, as it turned out, were divided into various camps. Some wanted to sell off the mine and share the proceeds. Others had already found an investor who had begun operations on the claim. And so began the battle for supremacy, a fight over who would win control of the mine, who would make the decisions, and who would reap the benefits. As I sat in that meeting, watching the siblings argue, I kept thinking the same thing: If only the deceased father had left a plan, a clear, written plan, on what was to be done with the mine, this entire battle could have been averted.
But it was too late. The father was gone. The mine was now a battlefield. And eight siblings were about to spend years and thousands of dollars in legal fees fighting over an asset that could have been protected with a single afternoon of proper estate planning. That meeting changed how I think about my work as a lawyer. Because I realised that most mining disputes are not about money. They are about the absence of a plan.
Understanding Zimbabwe’s mining legal framework
Before you can plan your estate, you must understand the legal framework that governs mining in Zimbabwe. This framework has changed significantly with the new Mines and Minerals Bill (2025), which is poised to replace the Mines and Minerals Act [Chapter 21:05] in due course.
Under Zimbabwe’s law, all minerals are owned by the State. Your mining claim is not ownership of the minerals; it is a license to extract minerals on behalf of the State. This is critical to understand because it affects how your mining claim is treated in your estate.
When you die, your mining claim does not automatically pass to your heirs like a house or a car would. Instead, your heirs must apply to the Provincial Mining Director to have the claim transferred to them. This transfer is not automatic. The Director must be satisfied that your heirs are fit and proper persons to hold the claim and that they will comply with all mining regulations.
Additionally, Zimbabwe intends to introduce the “use it or lose it” rule. Under the new Mines and Minerals Bill, your mining claim must be actively worked. If you do not mine for 90 days, the Provincial Mining Director can declare the claim forfeited to the State. This rule does not pause when you die. If your heirs do not resume mining operations within 90 days of your death, the claim is lost.
Furthermore, Zimbabwe has introduced new restrictions on foreign ownership. Under the new Mines and Minerals Bill, foreign nationals cannot hold artisanal mining claims. If your children have relocated to the UK, Australia, or the United States and have acquired foreign citizenship, they may be legally barred from inheriting your artisanal mining claim. This is a critical issue for many Zimbabwean miners with children abroad.
Understanding these rules is the foundation of your estate planning strategy.
Step One: Write down a list [inventory] of your mining assets
You cannot protect what you do not know you own. The first step is to conduct a comprehensive audit of all your mining-related assets under Zimbabwe’s specific system. Sit down with a notebook and write down everything. Start with your mining claims. In Zimbabwe, you will have a Certificate of Registration issued by the Provincial Mining Director. This certificate specifies your claim number, the location (usually described by reference to a specific area or farm), the size (in hectares), the mineral type (chrome, gold, platinum, lithium, etc.), and the registration date. Write all of this down.
Do you have a Prospecting License or a Mining Lease? In Zimbabwe, these are different. A Prospecting License allows you to explore for minerals but not to mine commercially. A Mining Lease allows you to mine commercially. Which do you have? When does it expire? When must you renew it? Next, list all your equipment. What excavators do you own? What compressors? What milling equipment? What vehicles? For each piece of equipment, write down the purchase date, the purchase price, the current estimated value, and whether there is an outstanding loan on it. In Zimbabwe, equipment loans are common, and creditors will pursue these debts aggressively when you die.
Then, list all your bank accounts and cash reserves. How much money do you have in Zimbabwean banks? Where are the accounts? What are the account numbers? Who has access to these accounts? Finally, list all your debts and liabilities. Do you have a loan on the excavator? Do you have a loan on the milling equipment? Do you have a line of credit with your supplier? What are the outstanding balances? Who are the creditors? In Zimbabwe, many miners have debts to foreign equipment suppliers, which can complicate matters when the miner dies. This inventory is critical. It is the foundation of your entire estate plan. Without knowing what you own and what you owe, you cannot make intelligent decisions about how to protect your assets.
Step Two: Take time to understand Regulatory obligations
Mining claims in Zimbabwe come with specific legal obligations that do not disappear when you die. Your heirs will inherit these obligations along with the claim. First, understand the “use it or lose it” rule under the new Mines and Minerals Bill. Your mining claim must be actively worked. In Zimbabwe, this means you must submit an annual work plan to the Provincial Mining Director. You must demonstrate that you are conducting mining operations. If you do not mine for 90 days, the Provincial Mining Director can declare the claim forfeited to the State. This rule does not pause when you die. If your heirs do not resume mining operations within 90 days of your death, the claim is lost.
Second, understand your environmental obligations under Zimbabwe’s Environmental Management Act. If you have mined an area, you are responsible for rehabilitating it. You must obtain an Environmental Impact Assessment Certificate (EIAC) from the Environmental Management Agency (EMA) before commencing mining operations. You must submit environmental management plans. You must rehabilitate mined-out areas. These obligations do not disappear when you die. Your heirs inherit the obligation to rehabilitate any mined-out areas. If they do not rehabilitate, the EMA can impose fines or seize assets.
Fourth, understand your compliance obligations. Do you have all required permits? Are your environmental impact assessments current? Are you complying with all mining regulations? Under the new Mines and Minerals Bill, failure to comply with regulations can result in forfeiture of your claim. Fifth, understand the new restrictions on foreign ownership. Under the new Mines and Minerals Bill, foreign nationals cannot hold artisanal mining claims. If your heirs are foreign nationals, they cannot inherit your artisanal claim. This is a critical issue that must be addressed in your estate plan.
Write all of this down. Create a document that lists every regulatory obligation attached to your mining claim under Zimbabwe’s specific legal framework. This document will be invaluable to your heirs when they take over the operation.
Step three: Formalize all informal arrangements, especially sponsorships
Many Zimbabwean miners operate with informal partnerships, sponsorships, and operational agreements based on handshakes and WhatsApp messages. These informal arrangements are disasters waiting to happen when the miner dies. In Zimbabwe, the sponsorship arrangement is particularly common. A sponsor provides hard cash and equipment in exchange for a percentage of the gold output (typically 33.3%). But most sponsorship arrangements are completely informal. There is no written agreement. There is no registered contract. When the miner dies, the sponsor shows up at the funeral claiming they own 33.3% of the output, and the family has no documentation to dispute this.
You must formalize every informal arrangement into a written, legally binding document.
If you have a mining partner, you need a formal Partnership Agreement under Zimbabwe’s Partnership Act. This agreement should specify each partner’s ownership percentage, capital contributions, management responsibilities, profit-sharing arrangements, and what happens if one partner dies. It should include a buy-sell clause that specifies whether the surviving partner can buy out the deceased partner’s share or whether the deceased partner’s heirs become partners. This agreement must be registered with the Deeds Office.
If you have a sponsor (someone who has bankrolled your mining operation in exchange for a percentage of output), you need a formal Joint Venture Agreement. This agreement should specify the sponsor’s capital contribution, the percentage of output they receive, how long the arrangement lasts, what happens if either party dies, and how disputes will be resolved. This agreement must be registered with the Mining Affairs Board.
If you have employees or contractors, you need written employment agreements that specify their roles, responsibilities, and compensation. All of these agreements should be registered with the appropriate authorities, the Mining Affairs Board, the Deeds Office, or the Companies Registry, so that they are legally binding and enforceable under Zimbabwe’s legal system.
Step five: Draft a comprehensive Will under Zimbabwe’s law
Your will is the document that specifies what happens to your assets when you die under Zimbabwe’s legal system. Your will should be comprehensive and specific.
Your will should specify who will inherit your mining claim (or your shares in the company that owns the mining claim). Will your eldest son inherit it? Will it be held in trust for all your children? Will your widow receive the income from the claim while your children inherit the claim itself?
Your will should specify who will be the executor of your estate under Zimbabwe’s Master’s Office system. The executor is the person who will manage your assets, pay your debts, and distribute your assets to your heirs. For a mining operation, the executor should be someone who understands mining. This might be your business partner, a professional mining manager, or a trusted family member with mining experience. The executor must be approved by the Master’s Office.
Your will should include detailed instructions for your executor. Write down everything your executor needs to know to keep the mining operation running: the location of your mining licenses, the names of your key workers, the contact information for your customers and suppliers, the bank account numbers, the passwords to your computer systems, the details of your mining partnerships and sponsorships, the contact information for the Provincial Mining Director and the Environmental Management Agency.
Your will should include a clause that allows your executor to continue mining operations during the probate period. This is critical because it ensures that your mining claim remains active and is not forfeited due to inactivity under Zimbabwe’s “use it or lose it” rule.
Your will should specify how your debts will be paid. Will the mining operation pay your debts? Will your personal assets pay your debts? This is important because it affects how much wealth is passed to your heirs.
Your will should address the foreign ownership issue. If your heirs are foreign nationals, your will should specify how the mining claim will be held to comply with Zimbabwe’s foreign ownership restrictions. This might involve holding the claim through a company with a local Zimbabwean director, or through a trust with a local Zimbabwean trustee.
Step six: Establish a plan which ensures your mining business continues in your absence
Mining operations in Zimbabwe require continuous activity. If your mining operation shuts down when you die, your claim will be forfeited under the “use it or lose it” rule and the Provincial Mining Director will not grant an extension. You must establish a Business Continuity Plan that ensures your mining operation continues seamlessly after your death. Your Business Continuity Plan should include a succession plan for the mining operation itself. Who will manage the day-to-day operations after you die? Is this person trained and ready? Will they need additional support?
Step seven: Document everything
The final step is to create a comprehensive Estate Planning Manual that contains all relevant documents, instructions, and information. Your Estate Planning Manual should include copies of all legal documents: your will, your trust documents, your partnership agreements, your sponsorship agreements, your mining licenses (Certificate of Registration), your environmental permits (EIAC), your corporate documents, your power of attorney documents.
Your Estate Planning Manual should include a detailed inventory of all your assets, with current values and locations. Your Estate Planning Manual should include a list of all your debts and liabilities, with creditor contact information.
In conclusion
Many people are of the mistaken view that Estate planning is about preparing for death. The opposite is true. It is about protecting your family and your life’s work. It is about ensuring that the mine you have built will continue to generate wealth for your family for generations to come, while complying with Zimbabwe’s specific mining regulations and legal requirements.
If you own a mining claim in Zimbabwe, do not wait. Do not procrastinate. Follow these steps and secure your mine. In the process you are also protecting your family. Give yourself the peace of mind that comes from knowing that everything you have built will be protected when you are gone, and that your heirs will be able to continue mining under Zimbabwe’s legal framework. Your mining claim is too valuable, and your family is too important, to leave to chance.
Namatirai Ruzvidzo is a registered Legal Practitioner, Conveyancer and Notary Public. She possesses over 15 years of experience specialising in Commercial law, Mining law and Property law. She practices in Avondale, Harare, under the Law Firm Ruzvidzo Legal Counsel. She can be reached on +263 784 228 534 or email [email protected] copying [email protected]
