PUBLICATIONS

VDMA Law Joins Meritas, the Premier Global Network of Independent Law Firms, to Provide Clients Quality Legal Expertise Globally
Pretoria, Gauteng (10 July 2024) – VDMA Law, a Pretoria-based law firm, today announced that it has joined Meritas, a global alliance of independent business law firms. The affiliation offers VDMA Law access to more than 8,400 lawyers in 90 countries and 245 markets worldwide. The firm’s clients can now obtain legal...

IS LOADSHEDDING AN APPROPRIATE FORCE MAJEURE EVENT IN SOUTH AFRICAN COMMERCIAL CONTRACTS?
Background: Loadshedding, being the deliberate and temporary shutdown of electricity supply to certain areas by a utility provider due to insufficient power generation capacity to meet demand, is a well-known phenomenon in the Republic of South Africa. With South African role players having realised that loadshedding...

CONTRACTING WITH A COMPANY: COMPANY POWERS AND AGENCY PRINCIPLES – PART 1
Background: This article marks the beginning of a series that delves into essential legal principles relevant to transactions involving a company. It aims to shed light on aspects that all parties involved in such transactions should be aware of. Part 1 will examine the origins of a company's powers and the...

THE INS AND OUTS OF PRE-INCORPORATION CONTRACTS
Incorporators often establish companies with specific goals, such as acquiring certain assets, pursuing business opportunities or realising commercial advantages. Prior to committing any resources towards a company prior to the formal incorporation and registration of such company, it is only natural for the...

AMENDMENT OF A COMPANY’S MEMORANDUM OF INCORPORATION UNDER THE COMPANIES ACT NO. 71 OF 2008
Background: In terms of the provisions of the Companies Act No. 71 of 2008 (“Companies Act”), every company must possess a Memorandum of Incorporation (“MOI”). The MOI specifies the rights, duties, and responsibilities of shareholders, directors, and others, within or related to a company. A company may, from time to...

THE IMPORTANCE OF REVIEWING AGREEMENTS
Background: In Commerce contracts forms the foundation of commercial transactions. A well-drafted contract serves as a safeguard, protecting the interests of all parties involved and minimizing the potential for disputes. The South African legal system places a strong emphasis on the principle of freedom of contract,...

NAVIGATING CORPORATE GOVERNANCE: UNDERSTANDING THE DISTINCTION BETWEEN A MEMORANDUM OF INCORPORATION AND SHAREHOLDERS’ AGREEMENT
Introduction: In the intricate landscape of corporate governance, two foundational documents play pivotal roles in shaping the rights, obligations, and relationships within a company and its key role-players, namely the memorandum of incorporation and the shareholders' agreement. Understanding the difference between...

THE PIVOTAL ROLE WHICH THE TECHNOLOGY INNOVATION AGENCY ACT NO. 26 OF 2008 CAN PLAY IN GROWING SOUTH AFRICA’S ECONOMY
In the dynamic realm of contemporary economies, innovation serves as a fundamental driver of progress, economic expansion, and international competitiveness. Acknowledging the crucial role of innovation in advancing sustainable development, South Africa embarked on a significant initiative by enacting the Technology...

HOW TO RECORD AND STORE A COMPANY’S RECORDS TO ENSURE COMPLIANCE WITH THE COMPANIES ACT NO. 71 OF 2008
Background: Recording and maintaining a company’s records is paramount when it comes to ensuring corporate governance and compliance with the Companies Act No. 71 of 2008 (the “Companies Act”). Section 24 of the Companies Act sets out specific guidelines, forms and standards that a company is required to adhere to...

JUDICIAL OVERSIGHT OF FUNDAMENTAL TRANSACTION RESOLUTIONS UNDER THE COMPANIES ACT
Background: The inherent powers of a South African court to set aside a resolution (“Resolution”) concerning a statutory merger or other fundamental transaction, being a transaction as contemplated in Chapter 5, Part A of the Companies Act No. 71 of 2008 (“Companies Act”), are subject to specific conditions as...