Solvency and Liquidity test in terms of the Companies Act No. 71 of 2008

In terms of the new Companies Act No. 71 of 2008 the transactions that will require that “the solvency and liquidity test” be satisfied include:

  • the provision of financial assistance to third parties for the acquisition of the company’s own shares;
  • loans or other “financial assistance” to related parties;
  • dividends or other “distributions” to shareholders;
  • the issuing of capitalization shares on terms whereby the recipient can choose whether to take the shares or to take cash;
  • share buy-backs;
  • an amalgamation or merger with another company.



  • the assets of the Company fairly valued must exceed its liabilities, and
  • the Company must be able to pay its debts for the following 12 months.


05 September 2011