Publications

The Legal Regulation of Bitcoin

A Bitcoin is a cryptic bundle of data that can be used to make digital payments and it forms part of the wider specter of virtual currencies. A Bitcoin is a decentralised, virtual cryptocurrency that [...]

Permissible Distributions by Companies

The Companies Act, No 71 of 2008 (“Companies Act”) provides a closed list of permissible distributions that can be made by companies. The Companies Act defines “distributions” as the direct or indirect – transfer by [...]

Shareholder Approval for Issuing Shares in Certain Cases

The power of a company to issue shares is restricted by the Companies Act of 2008 (“Companies Act”) and is based on both qualitative and quantitative criteria. The qualitative criteria provides that if shares or [...]

When Are “Special” Resolutions Of Shareholders Required?

Every resolution of shareholders of a company is either an ordinary resolution or a special resolution. Ordinary resolutions must be supported by more than 50% (fifty percent) of the voting rights exercised on the resolution [...]

Not All Shares are Created Equal

Not All Shares are Created Equal   R Jooste and J Yeats in the second edition of Contemporary Company Law states that a company has “almost unlimited freedom to create the capital structure it desires [...]

The Appointment of Audit Committees

Section 94 of the Companies Act 71 of 2008 (“Companies Act”) requires that public companies and state owned companies appoint an audit committee. In addition, any other types of companies (either private company, personal liability [...]

Proposals For Amalgamations Or Mergers

Section 113 of the South African Companies Act No. 71 of 2008 (“Companies Act”) regulates the proposals of amalgamations or mergers of companies in South Africa. The Companies Act provides that amalgamation or merger can [...]

The Participation of Institutional Shareholders in Corporate Governance

Shareholders, and more particularly institutional shareholders, can play an important role in ensuring that companies adhere to sound and effective corporate governance standards.  Institutional shareholders are particularly important to the purchasing of shares, as they [...]

South Africa’s Independent Watchdog

The Public Protector, otherwise referred to as a Public Defender or Watchdog, plays an integral part in strengthening the constitutional democracy of South Africa. Not all countries have the office of a Public Protector. The [...]

CONFLICTS RELATING TO THE SHARE CAPITAL OF A COMPANY

The potential for conflict to arise in the dealings of a company are wide. One particular area where such conflicts may arise is where transactions through which share capital flows in or out of a [...]