Publications

What you need to do to ensure compliance with the Consumer Protection Act

The Consumer Protection Act governs almost all sales of goods transactions and the delivery of services, which occur in South Africa where small corporate and individuals are the consumer. Therefore almost all retailer businesses, suppliers, manufacturers, professionals is effected, some more than others though.What you need to do:  Continue reading “What you need to do to ensure compliance with the Consumer Protection Act” »

“Solvency and Liquidity” test in terms of the new Companies Act

Section 22 (1) (b) of the Companies Act 2008 prohibits a company from trading in insolvent circumstances.The transactions that will require that the solvency and liquidity test be satisfied include: Continue reading ““Solvency and Liquidity” test in terms of the new Companies Act” »

Shares and the new Companies Act 2008

A share is incorporeal moveable property and is a measure of a shareholders’ interest in a company.A share is defined in the new Act as one of the units into which the proprietary interest in a profit company is divided. In Borland’s Trustee v Steel Brothers and Company Ltd (1901) 1 Ch 279 the court described a share as follows “an interest of a shareholder in the company measured by a sum of money, for the purpose of liability in the first place, and of interest in the second, but also consisting of a series of mutual covenants entered into by all the shareholders inter se.” In terms of the 1973 Companies Act, the share capital of a company may be divided into shares having a par value or no par value, provided that all the ordinary shares or preference shares consist of either one or the other but not both. Continue reading “Shares and the new Companies Act 2008” »

What every CEO should consider regarding the implementation of the provisions of the new Companies Act of 2008

My advice to the CEO would be the following: TrainingHave a training session for all the appointed directors in the group including non-executive directors, independent non-executive directors and the chairman. Also inform all the referred persons about the changes regarding the constitutional documents, explain the, alterable provisions and non-alterable provisions. Continue reading “What every CEO should consider regarding the implementation of the provisions of the new Companies Act of 2008” »

Directors Responsibilities and Liability in terms of the new Companies Act 2008

1.     General responsibilities of the board of  directors include: 1.1.   oversight of control and accountability; 1.2.   development of strategy and performance objectives; 1.3.   systems of risk management and internal compliance and control, codes of conduct and legal compliance; 1.4.   monitoring management’s performance and implementation of strategies and ensuring appropriate resources are available; 1.5.   approving and monitoring the progress of major capital expenditure, capital management and acquisitions and divestments; 1.6.   approving and monitoring financial and other reporting; and 1.7.   board appointments, removals and succession planning. Continue reading “Directors Responsibilities and Liability in terms of the new Companies Act 2008” »

Consumer Protection Act: Keep it Plain and Simple

The Consumer Protection Act 68 of 2008 requires in terms of section 22 that all agreements, which fall within the application of the Act, must be written in plain and simple language. The plain language provision applies to all notices, documents and visual representations in addition to all agreements. The test of interpretation has to some extend shifted from want you say to what was heard. In 2000, major banks in South Africa adopted the Code of Banking Practice voluntary which set out their relationship with customers. Among other undertakings, the banks promised to: Continue reading “Consumer Protection Act: Keep it Plain and Simple” »

To audit or not to audit in terms of the new Companies Act of 2008?

 To audit or not to audit in terms of the new Companies Act of 2008? In the article by Sanchia Temkin’s Danger of new Companies Act leading to ‘significant rise in fraud, the concern is raised that by doing away with audits for medium size and large companies opportunities for fraud may be created. In another article of note, namely Law may reduce accountability by Ann Crotty the same concerns are raised. The Draft regulations state that the following companies must be audited: Continue reading “To audit or not to audit in terms of the new Companies Act of 2008?” »

The Consumer Protection Act and the Registration of Business (Trading) Names

The Consumer Protection Act and the Registration of Business (Trading) Names The Consumer Protection Act, No 68 of 2008, (“the Act”) will come into force on 01 April 2011. The Act will prohibit any use of any unregistered business names, unless such a person trades under the business’s registered name, a close corporation, company, or his / her own name as is recorded in that person’s identity document. Therefore all “trading as” names will have to be registered under that name under the Act. Continue reading “The Consumer Protection Act and the Registration of Business (Trading) Names” »

VDMA Blog Information

 

Covenants and the Management thereof

Covenants and the Management thereof With more specialised financial products these days and with more competition between financiers, we tend to see that financiers are more focused on mechanisms and early warning systems to ensure repayment of facilities through the introduction of covenants in addition to security than to finance against security only. The days of security lending only on sizable loans are over, financiers want to have certainty regarding cash flow. Continue reading “Covenants and the Management thereof” »