Publications

Selected Cheques and Balances of the NCA

A significant aspect to consider under the auspices of the National Credit Act 34 of 2005 (“NCA”) is when a repayment of a loan agreement is made by way of cheque and upon such cheque [...]

Sequestrating or Liquidating a Body Corporate?

The estate of a debtor who has committed an act of insolvency or who is in fact insolvent may be sequestrated. “Debtor” is defined in section 2 of the Insolvency Act No. 24 of 1936 [...]

The Removal of a Director in terms of a Sharholders’ meeting and the associated legal mine field

In practice one often finds one’s self dealing with the situation where the shareholders of a private company who are also the directors of said company have fallen into a dispute and have reached the [...]

Unauthorised Distributions and the Dangers of turning a Blind Eye

It goes without saying that the primary goal of a profit company is to increase the wealth of its shareholders, by paying dividends and causing the price of the company’s shares to increase. The company’s [...]

Insolvency and Partnerships

Introduction From the moment a partnership is sequestrated, its creditors are mostly confined to the partnership assets and inevitably deprived of any recourse against the partners individually.  According to Michalow v Premier Milling Company Limited [...]

Considering the ECTA when drafting Non-Variation clauses

Any astute attorney, when drafting a contract, will be very careful to ensure that the contract meets two essential standards: firstly, that the contract clearly represents the intentions of the contracting parties involved and, secondly, [...]

Trustees Acting Without Authorisation

It is often the case that contracts entered into by trustees on behalf of a trust are regarded as being void. Cameron JA in Land and Agricultural Bank of South Africa v Parker and Others [...]

Important Announcement !!!

VDMA is proud to announce that as from 05 June 2014 we have been approved by the Oval Table as a South Africa "Magic Circle" law firm bestowing upon us the highest honor achievable in [...]

The Turquand Rule And Its Effect On Directors Acting Without Authority

  Introduction The Turquand Rule was initially intended to mitigate the stark effects of the doctrine of constructive notice by entitling bona fide third parties who contract with a company, to assume that all of [...]

Do Employees Owe a Fiduciary Duty to Their Employer?

Section 76 of the Companies Act No. 71 of 2008, the (“Act”), provides for a partially codified system of directors’ duties.  In terms of this section, a director must always carry out his fiduciary duties [...]