Introduction: The issuing of shares is a vital process for companies, enabling them to raise capital and structure ownership. However, if shares are issued in excess of the shares authorised in terms of the memorandum of incorporation of a company (“MOI”), such share issuance may be a nullity. When this occurs,...

Background: On 27 December 2024, certain provisions of the Companies Amendment Act No. 16 of 2024 and the Companies Second Amendment Act No. 17 of 2024 (collectively the “Amendment Acts”) came into effect, both of which amended certain provisions of the Companies Act No. 71 of 2008 (“Companies Act”) (“Amendments”)....

Background: The Companies Act No. 71 of 2008 (“Companies Act”), sets out specific provisions for dealing with conflicts of interests in a company, these provisions provide clarity on how a company should deal with a conflict pertaining to a director of a company, to ensure that transparency and accountability is...

Background: The South African economic landscape is frequently disrupted by unpredictable external factors that significantly affect the business environment, complicating efforts to expand and improve profitability for companies. These challenges expose businesses to the risk of insolvency and potential liquidation,...

Background: This article is the second installment in a three-part series exploring fundamental legal principles pertinent to transactions involving companies. The series aims to illuminate aspects that all parties engaged in such transactions should understand. This particular article will concentrate on forms of...

Background The Prevention and Combating of Corrupt Activities Act 12 of 2004, commonly known as “PRECCA”, is a cornerstone in South Africa's legislative framework aimed at combating corruption. Among its various provisions, Section 34(1) is particularly significant as it imposes a duty to report actual or suspected...