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. Henochsberg on the companies act 71 of 2008 request pdf. It is hereby notified that the president has assented to the following act, which is hereby published for general information. To send me a private message, click my user name on the left, then send this user a private message on the right. Securities and exchange commission 17 cfr parts 239, 270, and. The companies act 2008 does not define the meaning. A juristic person is incapable of exercising any such powers, or having any such capacity.
A company resolution, or corporate resolution, is a record of decisions made by the board membersdirectors or shareholders of a company. 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. 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. Sof 2009 the companies act date of commencement notice. As from 1 april 2020 only fully automated services see notice 20 on the indicated channels that will be available to the publi. Consider the following commonly encountered scenario.
Acts online provides legislation, including amendments and regulations, in an intuitive, online format. The minister of trade and industry has, in terms of section 223 and item 14 of schedule 5 of the companies act. Payment of a filing fee, unless it is the first such filing by a preexisting company, as contemplated in schedule 5, item 42. The companies model articles regulations 2008 wikipedia. Companies minority buyout rights amendment act 2008 2008 no 69. Companies act 1993, as at 17 november 2019, printdownload pdf 2. Copyright ministry of legal affairs, government of the republic of zambia division 14. The new act and regulations became effective on 1 may. For guidance, the developers looked to south african company law for the 21st.
Part i interpretation interpretation 21in this act, a articles means the articles of association of a company, as originally framed or as altered by special resolution, and includes, so far as they apply to the company, the regulations made. The companies act, 20 passed by the parliament has received the assent of the president of india on 29th august, 20. Ulii is a member of the global free access to law movement and of the african lii community. Companies act no 71 of 2008 western cape government. Section 3 of the companies act 71 of 2008 and interruption of execution. The companies act 2009 sierra leone legal information institute. Other provisions with respect to a companys constitution. Companies act no 71 of 2008 872kb pdf maatskappywet no 71 van 2008 685kb pdf.
Section 3 of the companies act 71 of 2008 and interruption. Guidelines for corporate law reform may 2004, a policy document developed by the department of. Preexisting companies on 1 may 2011 every preexisting company, that was formed in terms of the previous. The companies act 2009 sierra leone legal information.
Companies act, 2012, 2012 uganda legal information institute. There are changes that may be brought into force at a future date. Corporate governanceking iii and companies act 71 of 2008. Company law introduction ii co law 1st class ii co law for.
The saica guide to the companies act 71 of 2008 has been released. After much anticipation, the 1 may 2011 saw the companies act 71 of 2008 come into operation. The companies act 61 of 1973 the previous act was repealed on 1 may 2011. An act to reform company law and restate the greater part of the enactments relating to companies. 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. All first filing of memorandum of incorporations by preexisting companies within 2 years from effective date of the act, will be exempt from the filing fee. Companies and allied matters act arrangement of sections part a companies part i corporate affairs commission section 1. Working of the collection of statistics act 2008 annual report for 201112. Interestingly enough, it has enjoyed less attention than its cousin the consumer protection act, which became operational on 1 april 2011.
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. General application of act and preservation of rights of existing companies. The companies act 2008 at a glance overview you have decided to start a business and you want to incorporate a company. Schedule 5 of the companies act 2008 has made a transitional arrangement that chapter 14 of the old companies act will continue to apply with respect to the windingup and liquidation of companies as if that act had not been repealed. The companies act, 2008 the 2008 act provides that a companys memorandum of incorporation moi is subject to the 2008 act and must be consistent with its provisions. The information contained herein is a summary of some of the key aspects of. Companies ct 2008 act o 71 of 2008 6 right to incorporate company or transfer registration of foreign company one or more persons, or an organ of state, may incorporate a profit company, and an organ of state, a juristic person, or three or more persons acting in concert, may incorporate a nonprofit company, by.
Jan 14, 2010 the companies act 2008 act 71 of 2008 the new act was promulgated on 9 april 2009 and will come into force on a date to be gazetted by the president, which date cannot be earlier than 9 april 2010. Schedule 5 of the act sets out the transitional arrangements, which are summarised as follows. Promote the development of the south african economy by. Companies act 1993 no 105 as at january 2020, public act. To the extent that a provision of the moi contravenes or is inconsistent with the 2008 act, it is void section 151. The companies act, 2008 the 2008 act provides that a company s memorandum of incorporation moi is subject to the 2008 act and must be consistent with its provisions.
The provisions of the act set the bar for competent directors at much higher levels than we have seen in the past. There are some essential things you would need to know before you decide to. The minister of trade and industry, dr rob davies, signed and approved the companies regulations, 2011. Companies and intellectual property commission republic of. If you intend to use workgroup functionality or share a database with more than 10 users, you must purchase act. The new modus operandi of a company has to comply with the companies act 71 2008, the companies. Amendment of the companies act regulation, 2011 5 february 2014. The act was signed by the president on 8 april 2009, but. Companies act 2006 is up to date with all changes known to be in force on or before 18 april 2020. Industry and trade hereby issues the followingnotice. The act was signed by the president on 8 april 2009, but implementation was deferred to accommodate necessary amendments. The new companies act is now operative schoemanlaw inc. The regulations, deal with the functions of the companies commission, takeover regulation panel and companies tribunal, and other matters relating to the regulation of companies, which will come into effect on 1 may 2011.
For guidance, the developers looked to south african company law for the 21st century. With acts you are guaranteed the latest and most up to date resource for your legislative needs. Recent case law decided under the 2008 act has confirmed that the act contains only a partial, and not a full, codification of all. Companies amendment act 3 of 2011 south african government. Decisions that affect a company must be made by means of a formal resolution. The index contains the latest amendments, list of all sections including sections which has not yet been notified, schedules, and rules made under the companies act, 20. The act provides for two categories of companies, namely for profit and not for profit companies as follows. This information booklet serves as an explanatory guide to, and general reference tool about the stipulations of the. Amendment of the companies act regulation 5 february 2014, download pdf. Corrigendum to national industrial classification 2008 nic 2008 national industrial classification 2008 nic 2008. This guide includes information on matters that are practical and relevant to saica members and other individuals in business who engage with company law.
A creditor had instituted litigation proceedings against company x and obtained a default judgment against it. A company has all the legal powers and capacity of an individual, except to the extent that. 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. We are the leading resource for freely available legislation in south africa and are used daily by thousands of professionals and industry leaders. Alpena power company consumers energy company with public act. Promote compliance with the bill of rights as provided for in the constitution in the application of company law. An act to consolidate and amend the law relating to companies.
They also have the authority to pass resolutions from the company s memorandum of incorporation moi the rules of the company in terms of the companies act. Companies act 2008 summary of transitional arrangement. This act is called the companies act, 2008, and comes into operation on a date fixed by the. Dissolution of company law board and consequential provisions. This notice may be cited as the companies act date of. Kigongo v mosa courts apartment ltd company cause no.
Amendment of the companies act regulation, 2011 20 august 20companies act no 71 of 2008 maatskappywet no 71 van 2008. Date title file name file size kb description hot fixes 08052009 act. Although it is an entrenched principle of company law that the abuse of corporate personality may require the corporate veil of a company to. The model articles will apply to a limited company if it does not register its own articles or, if it does register them, they will apply to the extent that they are not modified by the articles of the company. See section 5a1 of the investment company act defining openend company as a management company that is offering for sale or has outstanding any redeemable security of which it is the issuer. Moi companies and intellectual property commission cipc. Alterable provisions in the companies act 2008 as at 1 may 2011 52011 list of alterable provisions in the companies act, 2008 1. In south africa, company resolutions are governed by the companies act 71 of 2008. Ebook on companies act 20 in pdf april 2020 edition. Download a company resolution template what is a company resolution. Preexisting companies on 1 may 2011 every preexisting company.
The rule would permit certain etfs to begin operating without the expense and delay of obtaining an. Numbered acts adjustments appropriation act, 2008 no. Companies act 71 of 2008 english text signed by the president assented to. In terms of the new act, the companies act 1973 act 61 of 1973, as. Memorandum on the objects of the companies act no 71 of 2008 107kb pdf. Alterable provisions within the companies act, 2008. Superiority ofact part ii incorporation and registration of companies 6. This booklet provides insight into how creditors may. Download a company resolution template formfactory. Guidelines for corporate law reform may 2004, a policy document developed by the department of trade and industry the dti. Failure on directorship level may ultimately result in the ruin of a company with aggrieved and unpaid creditors attempting to recover damages suffered and losses incurred. Board members are appointed to manage the funds of the company.