The Companies Act has introduced a new form of statutory merger which exists in addition to, and not in substitution for, the pre-existing methods used by companies wanting to effect business combinations, namely the sale of the business of the company as a going concern and a takeover offer with compulsory acquisition of the securities [...]
We flew to Atlanta, Georgia (16 hours) and then to San Francisco, California (a further 5 hours). California’s “legal” population is 38 million, which is comparable with South Africa’s population of around 50 million – with the difference that California is the 12th biggest economy in the world. It is well known [...]
Myself and my colleague Lionel Andrews are off to San Francisco to attend a meeting of members of SCG Legal for 2 days. We were approved as a member of SCG Legal during the beginning of July 2013. SCG Legal is an association of Leading Law Firms in the world. In this short period [...]
Mergers and Acquisitions, also known as M&A is defined as the act where companies of the same entity are involved in buying, selling, combining and / or dividing companies and assets. This is usually done between two companies as a strategy for them to rapidly grow, and rule out any competition that they have. Private [...]
Dangers in Standard MOIs
Confidentiality can be found in all facets of life, whether it’s Peter Andre, a famous pop star who will only date people who sign a confidentiality agreement or a company entering into a transaction involving sensitive valuable information that cannot be made known to the masses, and in all various aspects, the foundation of a [...]
The minimum transfer of ownership from the seller to the buyer is delivery of the item sold. Ownership will never be transferred to the buyer where delivery has not been affected, even if the buyer has already paid the purchase price. The right to use, enjoyment and disposal of the item is transferred to the [...]
Jason of our office has been invited to speak at a leading conference arranged by the Institute of Charted Secretaries. The fact that he was invited amongst very prominent industry heavy weights shows that Jason is already at the age of 28 widely recognized as an thought leader and industry expert in the field of [...]
Legal Question: The term “best interest of the Company” does that only refer to the shareholders of the Company as a collective group or does it include the other stakeholders such as employees, creditors and the community in which the Company operates? If the term “best interest of the Company” does include all stakeholders of [...]
Expert determination is a procedure by which the parties to a dispute appoint an independent and neutral expert to determine the dispute in private. It is used as a confidential alternative to arbitration or civil proceedings and allows the disputing parties trade secrets and other sensitive information to be kept out of the public domain. [...]