The information contained herein is a summary of some of the key aspects of. Chapter 6 of the south african companies act 71 of 2008. In the case of one stop financial services pty ltd v neffensaan onwikkelings pty ltd and another the ofs case, the western cape high court of south africa delivered a judgment that clarified application of the principles of the turquand rule and section 207 and section 208 of the act, in light of the abolishment of the doctrine of. Deloitte namibia changes to the 2004 companies act made in 2011. The downgrading of south africas credit rating to one notch above junk bond status. Viewing the proposed south african business rescue.
The minister of trade and industry has in terms of section 223 and item 14 of schedule 5 of the companies act published the companies regulations. An act to consolidate and amend the laws in force in zimbabwe relating to the constitution, in corporation, registration, management, administration and winding up of companies and other associations, and for other purposes incidental thereto. The act recognises the wideranging opportunities in south africa to avoid and reduce disaster losses through the concerted energies and efforts of all spheres of government, civil society and the private sector. Companies amendment act 3 of 2011 saflii home saflii. Companies and intellectual property commission republic of south africa this form is prescribed by the minister of trade and industry in terms of section 223 of the companies act, 2008 act no. Stats sa library cataloguinginpublication cip data labour market dynamics in south africa, 2015 statistics south africa. Ot her standards may be applicable for dealing with specific. South africa company law is a set of rules and regulation formed under the south africa companies act 2008. A guide to business rescue prepared by werksmans attorneys the long anticipated new companies act no.
A guide to business rescue prepared by werksmans attorneys. South africas restructuring of stateowned enterprises cheslyn mostert march 2002 published by the friedrich ebert stiftung south africa office 34 bompas road, dunkeld west johannesburg, south africa p o box 412664, craighall 2024 south africa tel 27 11 4472232. Companies act 28 of 2004 gg 3362 brought into force on. Understanding the new companies act pwc south africa. President cyril ramaphosa this week announced that sa is to go into a 21day lockdown from 26 march 2020 in. National small business amendment act 29 of 2004 south. Companies act institute of directors in southern africa. Pdf companies act 1956 and 20 pdf download, high quality. To provide for the incorporation, management and liquidation of companies. Acts companies and intellectual property commission cipc.
This page is continuously updated to ensure that you can stay up date on the companies law of south africa. Jan 15, 2017 south africas national development plan is a detailed blueprint for how the country can eliminate poverty and reduce inequality by the year 2030. Companies act 71 of 2008 english text signed by the president assented to. Preexisting companies on 1 may 2011 every preexisting company, that was formed in terms of the previous. Theimplicationsoftheproposednewpolicy frameworkfor south africancivilsociety background inyathelo.
In addition, the act allows for companies to add provisions to address. Enron and worldcom in the us and saambou bank and fidentia in south africa are examples of prominent corporate collapses. Constitution eleventh amendment act of 2003 constitution twelfth amendment act of 2005 citation of constitutional laws act 5 of 2005 constitution thirteenth amendment act of 2007 constitution fourteenth amendment act of 2008 constitution fifteenth amendment act of 2008 act to introduce a new constitution for the republic of south africa and. Removing a director under the companies act 71 of 2008. Commentators in south africa have correctly said that the role of a business rescue practitioner is new and unique and commentators question how successful practitioners will be in the early years once the legislation comes into effect. This note has been prepared on the basis of the new companies act, as amended by the latest version of the companies amendment bill and as read with the final companies regulations. The new companies act master builders kwazulunatal.
Companies act 2008 south africa pty company registration. The doctrine of constructive notice has been abolished, and the application of the turquand rule has been codified in section 207 and section 208 of the act. We are the leading resource for freely available legislation in south africa and are used daily by thousands of professionals and industry leaders. The companies act 71 of 2008 the act has, however, changed the playing field in this regard. Short title these regulations may be cited as the companies regulations, 2011. The terms of reference for inir missions are based on evaluation of the development status. Consumer protection act 68 of 2008 south african government. How does the new companies act impact small and medium.
Mineral and petroleum resources royalty act 28 of 2008. Protection of constitutional democracy against terrorist and related activities, 2004 act no. Small and medium enterprises would do well to take note of this new 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. Acts online provides legislation, including amendments and regulations, in an intuitive, online format.
Since 2001, corporate governance has received renewed interest internationally due to highprofile collapses. However, it also acknowledges the crucial need for uniformity in the approach taken by such a diversity of role players and partners. There are some essential things you would need to know before you decide to incorporate a company in south africa. The companies act 71 of 2008 new companies act will commence on 1 may 2011. Human tissue act 2008 no 28 as at 01 october 2018, public act. It was brought into our statute books by the companies act, no. Low commodity prices and a weak demand for commodities have resulted in a sharp contraction in all miningrelated activities and has also been affecting the business environment for the construction industry. Standards act no 8 of 2008 department of trade and. A selfevaluation report ser was subsequently provided by the republic of south africa. Guidelines for corporate law reform may 2004, a policy document developed by the department of trade and industry the dti.
Arrangement of sections chapter 1 interpretation, purpose and application part a. President zuma signed into law the companies amendment act, 2011 and approved the proclamation and presidents minute that put into legal force the companies act 2008 on 1 may 2011. Most of the amendments made, however, relate to a modernisation of the act with wording amendments. Companies and intellectual property commission republic of. Reference to the act shall, if the act is replaced by any other statute, be construed as a reference to the statute or statutes from time to time in force relating to companies. This act is administered by the ministry of health. Schedule 5 of the act sets out the transitional arrangements, which are summarised as follows. Moi companies and intellectual property commission cipc.
Substitution of section 86 of act 71 of 2008 45 55. South africa companies act 2008 south africa company law. Statistics south africa, 2016 report 021102 2015 208 pp isbn 9780621449563 a complete set of stats sa publications is available at stats sa library and the following libraries. Republic of south africa national small business amendment bill as introduced in the national assembly as a section 75 bill. Amendment of the companies act regulation, 2011 5 february 2014. 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. Australia and south africa share more than sporting rivalry. National building regulations and building standards act no dti. In south africa this means the measuring units and national measuring standar ds act, 1973 act no. In instances where the moi is in conflict with the act, the companies act will prevail. Companies regulations, 2011 7 companies regulations, 2011 chapter 1 general provisions part a interpretation 1.
In legal terms there is much that has come from the common anglo heritage. Companies amendment act, 76 of 1974 companies amendment act, 111 of 1976 companies amendment act, 64 of 1977 revenue laws amendment act, 114 of 1977 registration and incorporation of companies in south west africa proclamation 234 of 1978 companies amendment act 59 of 1978 companies amendment act 3 of 1989 general note. Republic of south africa companies act, 2008 memorandum of. You will find below the key extracts from the south africa companies act along with the full act. Companies ct 2008 act o 71 of 2008 8 subject to subsection 6 and subsection 7, a foreign company may apply in the prescribed manner and form, accompanied by the prescribed application fee, to transfer its registration to south africa from the foreign jurisdiction in which it is registered, and. Brand south africa south africa has a welldeveloped and formally regulated company law regime.
Amendment of section 83 of act 71 of 2008 part 3 amendments affecting chapter 3 of principal act 53. The act was signed by the president on 8 april 2009, but implementation was deferred to accommodate necessary amendments. Business rescue proceedings a litigation feast business rescue is a novel concept under south african law. Cipcs primary institutional mandate is derived from the companies act, 2008, which establishes cipc as a juristic person. Recent case law decided under the 2008 act has confirmed that the act contains only a partial, and not a full, codification of all. Be it enacted by the parliament of the republic of south africa, as follows. For guidance, the developers looked to south african company law for the 21st century. Amendment of the companies act regulation, 2011 20 august 20companies act no 71 of 2008 maatskappywet no 71 van 2008. The reader is advised to consult a professional adviser for further assistance and. The saica guide to the companies act 71 of 2008 has been released. Section 1 of the national small business act, 1996 hereinafter referred to as the principal act, is hereby amended. Types of companies you can register in south africa. National small business amendment bill western cape.
With acts you are guaranteed the latest and most up to date resource for your legislative needs. T he new companies act has also creat ed the new category of stateowned companies. The nqf is a comprehensive system approved by the minister for the classi. The national small business amendment act 29 of 2004 intends.
This guide includes information on matters that are practical and relevant to saica members and other individuals in business who engage with company law. 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. Amendment of the companies act regulation, 2011 20 august 20companies act no 71 of 2008 maatskappywet no 71 van 2008 companies amendment act, no 3 of 2011 companies regulations, 2011 pages 1 107 companies regulations, 2011 pages 108 212 companies regulations, 2011 pages 2 320. In november 2010 the new companies act came into effect. The pdf file you are about to download is not created by writinglaw. Preexisting companies on 1 may 2011 every preexisting company, that was formed in terms of the. In this act, unless the context indicates otherwise advertisement means any direct or indirect communication transmitted by any medium, or any representation or reference written, inscribed, recorded, encoded upon or embedded within any medium, by means of which a person seeks to bring. The namibian companies act 28 of 2004, amended 2011, contains a numberof provisions that will directly impact all companies, directors and officers. South africa is a member of a number of important treaties and agreements and ensuring compliance with south africa s obligations in terms of these treaties or agreements. Download key documents about the plan, the medium term strategic framework to implement priorities by 2019, and broader policy initiatives to move south africa forward. The solvency and liquidity approach in the companies act. The purpose of this article is therefore to consider section 75 in the companies act of 1973 or its equivalent section 362 in the companies act of 2008 and the topic of statutory approval. All south african businesses are governed by the companies act no 71 of 2008.
Republic of south africa companies act, 2008 memorandum of incorporation name of company. If you agree then only proceed to download companies act 20 pdf. Registration and incorporation of companies in south west africa proclamation 234 of. The role and significance of state owned enterprises, public. In south africa, in line with international trends, corporatization, i. The companies act 2008 at a glance overview you have decided to start a business and you want to incorporate a company. The companies act 71 of 2008, as amended by act 3 of 2011, governs the formation of companies in south africa. This moi was adopted by special resolution passed on 30 november 2012 in substitution for the existing. These regulations became effective on 1 may 2011, at the same time that the companies act no 71, 2008, became effective.
The act fundamentally rewrites south african company law and accordingly will have far reaching effects. Recently many changes in the laws for south african companies have occurred. The apostolic faith mission of south africa private act repeal act, 2008 no. 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. Sasol limited registration no 197900323106 this moi was adopted by special resolution passed on 30 november 2012 in substitution for the existing. This act may be cited as the companies act, 2011, and shall come into operation on such a date as the minister may, by notice published in the gazette, appoint. The companies act implications for directors and prescribed.
Superiority ofact part ii incorporation and registration of companies 6. The companies act or the act refers to the companies act, no. Key challenges of execution dr yvonne muthieni introduction this paper explores the key challenges to building a capable development state in sa, as articulated in the national development plan ndp. Chapter 2 national qualifications framework framework 4. The most basic categorization is the division between companies for profit and nonprofit companies sub divisions of south african companies. The companies act 61 of 1973 the previous act was repealed on 1 may 2011. Alterable provisions within the companies act, 2008. How does the new companies act impact small and medium enterprises. It is hereby notified that the president has assented to the following act, which is. It is meant to provide a temporary measure to rehabilitate financially distressed. Note 2 compliance with the requirements of this part of sans 10400 does not necessarily ensure compliance with all legislative provisions see annexes b and c.
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