Cash Transactions Over R 25.000 – New FICA Reporting Duties for Agents, Brokers etc 

 FICA (the Financial Intelligence Centre Act) has always obliged a long list of “accountable and reporting institutions” to report any “suspicious” transactions to the Centre. That obligation has now been extended to every cash transaction – “suspicious” or not – over R25.000. Note that “cash” in this respect includes foreign currency and traveller’s cheques, and that both payments and receipts fall into the net. The roll-out comes in two phases: – Phase 1: this kicked off on 4 October with casinos, motor vehicle dealers and attorneys. Phase 2: all other designated institutions and individuals become liable to report from 1 December. The list includes estate agents, long-term insurance brokers, investment advisors, Kruger Rand dealers, financial instrument traders, and a host of others. Take advice if you aren’t sure of your obligations here – heavy penalties attach to non-compliance!

  Minority Shareholders – Your Rights Re Members’ Meetings

 As a company shareholder, you have, per a recent High Court judgment, the following rights (subject only to “any justifiable limitation imposed by the Articles of Association”) in regard to any members’ meeting: –

1. To attend the meeting, and

2. To participate fully in its proceedings, and

3. In particular, to address members present, to speak for or against any motion tabled for adoption, and to register your vote for or against the motion. Critically, these rights extend to all members, including minority shareholders. Thus, you cannot be excluded from a meeting merely because your voting power is insufficient to alter the outcome of voting at the meeting. In the case in question, a group of minority shareholders opposed resolutions to be voted upon in a company’s Annual General Meeting. They had given proxies to proxy holders to speak and to vote on their behalf at the AGM. However the Chairman of the meeting excluded the proxy holders from it, holding that their proxies were invalid. During the subsequent court case, the invalidity issue fell away, but it was argued that in any event the voting power in question was too small to have changed the result of the voting. The Court however held that the voting power of the minority shareholders was irrelevant. Their exclusion amounted to “a violation of their right as members of the company to participate in the decision making process”. The resolutions passed at the AGM were set aside accordingly.

 Running a Business in a Residential Estate: Is Neighbours’ Consent Necessary?

 Whether or not a homeowner in a residential estate is permitted to carry on any form of business – and if so, how – will normally be governed primarily by the constitution of the estate’s Home Owners Association, and by any rules or regulations made by it. There is also a strong indication in a recent High Court judgment that, whenever a business is so permitted to operate, it will as a matter of course require the actual consent of other home owners – at least of the immediate neighbours. The case in question saw a home owner running a children’s playgroup from her house. She had none of the necessary government and other statutory permits but had applied for them, and the only point at issue was whether or not she needed the consent of her neighbours. The Court, holding that “the consent of the respondent’s neighbours in any event ought to be obtained if regard is to be had to the communal rights and interests of the owners and residents in the estate”, ordered her to obtain both such consent, and the permits.