It has been announced that the new companies act no. This information should be considered in conjunction with the act itself. Identifying directors and prescribed officers directors the term director has been defined in law. The companies act, 2008 the act defines a director as. The saica guide to the companies act 71 of 2008 has been released. Companies act 71 of 2008 english text signed by the president assented to. Companies act institute of directors in southern africa. Companies amendment act 3 of 2011 south african government. Par value shares old act allowed par value and no par value share new act precludes creation of new authorised par value share existing par value shares remain may issue unissued par value shares from authorised capital as at 1 may 2011 if at least one such share issued new company cannot create or issue. The minister of trade and industry has, in terms of section 223 and. The topic is motivated by the recent change in our company law ushered by the new companies act no. Removing a director under the companies act 71 of 2008.
The topic is motivated by the recent change in our company. The minister of trade and industry has, in terms of. Amendment of the companies act regulation, 2011 560kb pdf 20 august 20. Noncompliance with s44, s45 and s46 of the companies act, no. The act rewrites south african company law completely and will have far reaching effects. Fundamental transactions and their regulation by the companies act no. Representation of body corporates and unincorporated associations at meetings. The companies act implications for directors and prescribed. For guidance, the developers looked to south african company law for the 21st century.
Mlaw 211 group assignment 3 companies act 71 of 2008. Guidelines for corporate law reform may 2004, a policy document developed by the department of trade and industry the dti. The directors duty to avoid conflict of interest has been recognised and developed by common law. The act replaces the companies act, 61 of 1973 and came into effect on 1 may 2011. A member of the board of a company, or an alternate director of a company and includes any. The companies act implications for directors and prescribed officers introduction the companies act the act contains a number of provisions that will directly impact all directors and.
Henochsberg on the companies act 71 of 2008 request pdf. Download a copy of the companies act, 2008 ammended companies act and. Promote the development of the south african economy by. This information booklet serves as an explanatory guide to, and general reference tool about the stipulations of the. Pdf the impact of the companies act 71 of 2008 on the. Companies act institute of directors in southern africa iodsa. The changes include inter alia provision for financial assistance for subscription of securities and acquisition of own. The information contained herein is a summary of some of the key aspects of. This guide is intended as an easy reference, pocketsized guide for directors, shareholders. Companies act no 71 of 2008 western cape government. Companies ct 2008 act o 71 of 2008 2 companies act, 2008 act no. This paper entitled capital rules in terms of the companies act no. We are the leading resource for freely available legislation in south africa and are used daily by thousands of professionals and industry leaders.
In such circumstances it is important to understand the conditions under which a director of a company may be removed in terms of the provisions of the companies act 71 of 2008 the act or in terms of the companies memorandum of incorporation moi. Noncompliance with s44, s45 and s46 of the companies act. This act makes significant changes to south african law, including the capital rules. The consequences of noncompliance with sections 44, 45 and 46 of the companies act, no 71 of 2008 companies act are discussed in this article. Amendment of the companies act regulation, 2011 102kb pdf 5 february 2014. Each of s 44 and 45 provides that both a resolutiondecision to provide financial assistance and the financial assistance itself is void to the extent that the provision of that assistance would be inconsistent with either the applicable section or. Notes on the guide to companies act no 71 of 2008 this guide is intended as an easy reference, pocketsized guide for directors, shareholders, company officers and any other stakeholder who has an interest in corporate law reform. Companies amendment act 3 of 2011 act to provide for the incorporation, registration, organisation and management of companies, the capitalisation of profit companies, and the registration of offices of. Nothing in this document should be construed as professional advice. While the new act does allow a two year transitional period transitional period from the date on which the new act. On 17 september 2018 and pursuant to a special resolution adopted by the shareholders of the company. This guide includes information on matters that are practical and relevant to saica members and other individuals in business who engage with company law.
The simplicity and flexibility reflected in the act will contribute significantly to promote efficiency and transparency. Jul 24, 2012 companies act no 71 of 2008 by ira epstein. With acts you are guaranteed the latest and most up to date resource for your legislative needs. Fundamental transactions and their regulation by the. Both the companies act 61 of 1973 hereinafter the companies act 1973 and the companies act 71 of 2008 hereinafter the companies act 2008 provide for the financial standards. Superiority ofact part ii incorporation and registration of companies 6. The selfdealing rule precludes a director from acting on behalf of the company in a transaction where heshe has. The simplicity and flexibility reflected in the act will contribute significantly to promote. Promote compliance with the bill of rights as provided for in the constitution in the application of company law. It has been modernised and brought into line with international best practices. Acts online provides legislation, including amendments and regulations, in an intuitive, online format. Promote compliance with the bill of rights as provided for in the constitution in the. Companies act no 71 of 2008 by ira epstein fluxmans inc. The enactment of s724 and s5 of the companies act, no.
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