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...

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...

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...

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...

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...

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...

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...

Background: When engaged in matters concerning takeovers and offers, it is essential to recognise that this domain of corporate law predominantly pertains to transactions that result in, or have the potential to result in, the alteration of control in a regulated...

Background: The South African corporate landscape is set for transformation with the impending Companies Act Amendment Bill 2023 (“Amendment Bill 2023”), currently published for public comment, particularly in relation to the regulations governing share buy-backs. The...

Background: The Takeover Regulation Panel (“TRP”) plays a crucial role in regulating corporate transactions in South Africa, ensuring fairness and transparency for shareholders in dealings involving regulated companies. Regulated companies, as defined in section 118...

Background: The main function of a social and ethics committee (“S & E Committee”) is to, amongst other things, monitor a company’s social and economic development. Any private company that has during any 2 (two) of the previous 5 (five) years scored above 500...

Background: The Financial Markets Act No. 19 of 2012 (“Financial Markets Act”) sets out, as its purpose, to ensure that South African financial markets are efficient, fair and transparent. Furthermore, to increase the confidence in the South African financial markets...