Companies act 2008 south africa pdf

The simplicity and flexibility reflected in the act will contribute significantly to promote. Any reference to the act in this guide refers to the companies act, no 71 of 2008, and any reference to the commission refers to the companies and intellectual property commission. Cassim rehana, 2014 piercing the veil under section 209 of the companies act 71 of 2008. The companies act or the act refers to the companies act, no.

This moi was adopted by special resolution passed on 30 november 2012 in substitution for the existing. Preexisting companies on 1 may 2011 every preexisting company, that was formed in terms of the previous. Procedurally, the judicial manager was appointed by the master of the high court. 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. For guidance, the developers looked to south african company law for the 21st century. Effect of conversion on legal status schedule 3 amendment of laws a. The government made the right choice when they decided to change the companies act. Jul 24, 2012 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. Republic of south africa companies act, 2008 memorandum of incorporation name of company.

Acts online provides legislation, including amendments and regulations, in an intuitive, online format. The application of section 90 of the companies act, 2008. This has culminated in the replacement of the 1973 companies act with a new companies act no. Understanding the new companies act pwc south africa. The companies act 61 of 1973 the previous act was repealed on 1 may 2011. The apostolic faith mission of south africa private act repeal act, 2008 no. Despite of all the formalities and changes, the new act offers south african companies so much more than the previous companies act of 1973. The minister of trade and industry has, in terms of section 223 and. Overview of the south african business rescue process by karabo motshwane. Recently many changes in the laws for south african companies have occurred. Henochsberg on the companies act 71 of 2008 continually.

A new direction, south african mercantile law journal, 262 307. You will find below the key extracts from the south africa companies act along with the full act. The test is whether the company could surmount its difficulties and become a successful concern. Guidelines for corporate law reform may 2004, a policy document. In terms of the new act, companies are classified as either. A discussion on the duty of care, skill and diligence to be. Companies act 71 of 2008 english text signed by the president assented to. Chapter 6 of the south african companies act 71 of 2008.

Chapter 6 of the companies act, act 71 of 2008 new act introduced business rescue to the south african legal system. What you need to know about the companies act of 2008. Guidelines for corporate law reform may 2004, a policy document developed by. Companies ct 2008 act o 71 of 2008 2 companies act, 2008 act no. Sasol limited registration no 197900323106 this moi was adopted by special resolution passed on 30 november 2012 in substitution for the existing memorandum of incorporation of the company.

Rescue mechanisms in south africa have existed for almost a century through the companies act provisions relating to judicial management ss 427 to 440. We are the leading resource for freely available legislation in south africa and are used daily by thousands of professionals and industry leaders. The regulations refers to the regulations to the companies act, no. This guide includes information on matters that are practical and relevant to saica members and other individuals in business who engage with company law. Piercing the veil under section 209 of the companies act.

The act fundamentally rewrites south african company law and accordingly will have far reaching effects. Companies act no 71 of 2008 by ira epstein fluxmans inc. Companies act 2008 and the companies amendment bill 2010 published in gazette no 33695 of 27 october 2010. Promote compliance with the bill of rights as provided for in the constitution in the application of company law. Companies act no 71 of 2008 western cape government. Piercing the veil under section 209 of the companies act 71. Superiority ofact part ii incorporation and registration of companies 6. Therefore, the act provides for the indefinite continued existence of the close corporations act. The rationale of this dissertation is therefore to allow for readers to have a better understanding of the duty of care, skill and diligence in terms of both the common law as well as the statutory law, in south africa. Pdf the south african companies act and the realisation of. The companies act the act provides for a new classification of companies.

The saica guide to the companies act 71 of 2008 has been released. The reader is advised to consult a professional adviser for further assistance and. Apr 29, 2016 the companies act 2008 has introduced various changes in respect of the corporate governance structures of companies. The act was signed by the president on the 9th april 2009 and gazetted in gazette no. If an offer falls outside this meaning, chapter iv and its onerous provisions.

The meaning of offer to the public forms the basis of chapter iv, as it did under the 1973 act. The companies act 71 of 2008 the act was signed into law on 8 april 2011 and its commencement date was 1 may 2011. The draft regulations are released for further stakeholder engagement, and in preparing this draft regulations the dti took into account the companies act, 2008 and companies amendment bill as published. The former has governed our company law for over thirty 30 years with a. South africa companies act 2008 south africa company law. Companies act, 71, 2008 memorandum of incorporation of a nonprofit company name of association. A guide to business rescue prepared by werksmans attorneys the long anticipated new companies act no. The pfma refers to public finance management act, no. Overview of the south african business rescue process. King iv an overview king iii king iv companies act, 2008 composition of governing body should comprise a majority of nonexecutives, and the majority of nonexecutives should be independent. A new direction, south african mercantile law journal, 262 307337 show full item record files in this item. Amendment of the companies act regulation, 2011 102kb pdf 5 february 2014. A guide to business rescue prepared by werksmans attorneys.

This page is continuously updated to ensure that you can stay up date on the companies law of south africa. Schedule 5 of the act sets out the transitional arrangements, which are summarised as follows. Companies act 2008 south africa pty company registration. The purpose of this writeup is to let you know what the essential compliance and preincorporation matters arising from the companies act, 71 of 2008, are before you embark on your entrepreneur journey. This information should be considered in conjunction with the act itself. Limitation of period to incorporate close corporations or convert companies 3. South africa company law is a set of rules and regulation formed under the south africa companies act 2008.