Publications

Ring-fenced Companies

Section 113(3)(b) of the Companies Act, 2008 (“Companies Act”) provides that a company’s name must be followed by the expression ‘(RF)’ if a company’s memorandum of incorporation contains the following: any restrictive conditions applicable to [...]

A One-Stop Investment Shop

InvestSA is a South African investment agency which developed the “One Stop Shop” concept by integrating support from all government departments to provide investors with an investment facilitation service aimed at lowering the cost of [...]

The Election of Directors of Profit Companies

The election of directors of profit companies is regulated by section 68 of the Companies Act 71 of 2008 (“Companies Act”). In terms of Section 68 of the Companies Act, each director of a company, [...]

The Transfer of Uncertificated Securities

Section 53 of the Companies Act No. 71 of 2008 (“Companies Act”) provides for the transfer of uncertificated securities in an uncertificated securities register. The Companies Act states that the transfer of uncertificated securities may [...]

Beware the Big Bad “Corruption Act”

Corruption is a plague which manifests itself in theft, bribery, extortion and other corrupt activities. Corruption affects every nation and in particular, it has been determined that approximately ZAR700 billion has been lost to corrupt [...]

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 [...]