Publications

VDMA’s contribution to the Thomson Reuters Agricultural Law Global Guide

We are pleased to share VDMA’s contribution to the Thomson Reuters Agricultural Law Global Guide entitled ‘Agricultural law in South Africa: overview’. Thomson Reuters is a major multinational mass media and information firm founded in [...]

Suretyship vs Guarantee

Suretyship and guarantees are important mechanisms in our economy. They act as a safety net for transactions both big and small. This begs the question: what is the difference between a guarantee and a suretyship? [...]

The implementation of schemes of arrangements, as fundamental transactions

A fundamental transaction is one which fundamentally alters a company. One such transaction is a scheme of arrangement in terms of section 114 of the Companies Act, No. 71 of 2008 (“the Act”). A scheme [...]

‘Fair value’ in light of the Delaware Decisions

Many developed countries (including Canada, New Zealand and all the states in the United States of America) have adopted the remedy of dissenting shareholders’ appraisal rights. The remedy is an innovation to the South African [...]

The Corporate Opportunity Rule

In sharp contrast to the non-profit rule is the common law corporate opportunity doctrine which finds its application in South African company law in instances where a director misappropriates and exploits for himself, an economic [...]

When must a foreign company register as an external company in the Republic South Africa?

Section 23 of the Companies Act No. 71 of 2008 (the “Companies Act”) provides that a foreign company must be regarded as “conducting business, or non-profit activities, as the case may be, within the Republic” [...]

Looking back at 2015

  Looking back at 2015, we are once again astonished by the excellent year we have enjoyed! It is our privilege to serve and add value wherever possible, and we are humbled by the continued [...]

Investing: Direct shareholding vs Partnerships

  Direct Shareholding Incorporation of an investment company which will acquire for instance real estate properties (“Investment Company”) The investors acquire a direct shareholding in the Investment Company The shareholders agreement and the Investment Company [...]

Same Same but Different

The doctrine of the undisclosed principal is an age old doctrine that has troubled many legal minds over the years. It has been described as odd, anomalous, unsound and inconsistent with legal principles not only [...]

Your rights and remedies in respect to access to company information in terms of the Companies Act

Section 26 of the Companies Act No. 71 of 2008 (“Companies Act”) a person who holds or has a beneficial interest in any securities of a profit company or who is member of a non-profit [...]