companylaw

Selling Shareholders Beware: How the NCA affects Vendor Financed Transactions

The National Credit Act 34 of 2005 (“NCA”) requires that, if you are selling your shares or assets in a company to a purchaser, and you have structured the sale such that: The full purchase price, or a portion thereof, will be paid at a later stage either in installments or one bullet payment; and …

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First Steps toward Crypto Asset Regulation in SA

The release in the past few weeks by National Treasury of proposed amendments to the schedules to the Financial Intelligence Centre Act, 2001 (FIC Act), seems to have passed largely unnoticed by the general public. This, however, marks the first real step taken by government in achieving its stated aim of implementing a proportionate and …

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Shareholders’ Agreements: How to Ensure a Smooth Exit

At the start of their relationship, shareholders are usually aligned on their vision for the company and are excited to see what the future holds for the business. However, circumstances can change very quickly and in the event that shareholders cannot work together to move the company forward, the remedies contained in a shareholders’ agreement …

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Board of Directors vs Executive Committee: Who rules Who?

It is important to understand which body ultimately governs a private company, so that the correct procedures are followed by the respective bodies,in order to ensure the legitimacy of actions and decisions taken. Where an executive committee comprising the various heads of the departments within the company is appointed, there may be a tendency towards …

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Protective Writs: No Protection against Change in Ownership

The Supreme Court of Appeal has recently addressed a very important point in our Admiralty Law. Specifically, whether or not a protective writ can protect a creditor’s maritime claim where there has been a valid change in ownership of a vessel between the time when the writ is issued and when the writ is served …

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To Acknowledge, or Not to Acknowledge a Debt, that is the Question

Very simply, an acknowledgment of debt (“AOD”) is a written agreement between a debtor and a creditor in terms of which the debtor agrees that he is unequivocally liable to the creditor for a sum of money. Are there benefits? The benefits of AODs lie mostly with the creditor. It is common practice for a …

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State Procurement: The Changing Face of Public Procurement in SA

Public procurement is, by definition, procurement for the public – typically to ensure service delivery – using public money. As our Constitutional Court noted in the seminal case of AllPay, ‘[a]ny contract that flows from the constitutional and statutory procurement framework is concluded not on the state entity’s behalf, but on the public’s behalf.’ In …

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