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The Balancing Act: The Sharing of Company Information by Exiting Shareholders with Potential Third-Party Purchasers
and Emma Reid, Candidate Attorney INTRODUCTION The default position regarding who can access a company's records and information ("company information") and the nature and extent of [...]
Proposed R100 Billion Transformation Fund Will Have Significant Implications For Broad-Based Black Economic Empowerment (“Bbbee”) Regulation In South Africa
On 19 March 2025, the Department of Trade, Industry and Competition ("DTIC") issued a draft Transformation Fund Concept Document for public comment. The proposed Fund was [...]
A Guide to The Johannesburg High Court – dedicated Insolvency Court Project
Published On: April 11th, 2025 by Eric Levenstein, Director and Head of Business Rescue & Insolvency, Amy Mackechnie, Senior Associate and Kaymana Han, Candidate Attorney INTRODUCTION [...]
ROFR vs ROFO: Navigating Restrictions on the Transfer of Shares in Private Companies
and Emma Reid, Candidate Attorney ABSTRACT A memorandum of incorporation ("MOI") is a company's constitutional document which, amongst other things, governs shareholder rights and [...]
Waive Goodbye to Uncertainty: Phoenix Salt Industries (Pty) Ltd v The Lubavitch Foundation of Southern Africa
and Laeeqah Kassiem, Candidate Attorney This article discusses the judgement of Phoenix Salt Industries (Pty) Ltd v The Lubavitch Foundation of Southern Africa and provides interesting [...]
Understanding the Concept of the “Lock-Box”/”Locked Box” Mechanism in the Mergers and Acquisitions Space
"Lock-box" mechanism vs closing date account mechanism Parties to M&A deals usually have a particular price and/or valuation methodology in mind for the acquisition of shares [...]
The Role of the Corporate Doctor – Saving Distressed Companies in South Africa
South African corporates continue to face significant challenges in surviving economic constraints and turmoil in the market place. Looking at recent fallout in South Africa, we [...]
Business Rescue Trends in 2024 and Beyond
Brandon Starr - Candidate Attorney and Caitlin Steytler - Candidate Attorney With looming elections now scheduled for 29 May 2024, persistent loadshedding, elevated interest rates and [...]
Is an agreement referring to unannexed annexures void for vagueness?
The courts have held that at times when agreements are being interpreted, the proper meaning of words may initially appear to be ambiguous, ill-defined or otherwise [...]
Private equity exits: Will the new Competition Commission merger guidelines stifle or encourage investment appetite?
Reviewed by Dominique Arteiro, from a Competition Law perspective, Director. In any private equity investment life cycle, the exit environment is a fundamental factor. For a [...]
Delegation of authority in the context of corporate governance
Delegation of authority is an important element of effective corporate governance for companies. It involves the process of the board of the company conferring certain powers [...]
The importance of a legal due diligence when acquiring a commercial farm in South Africa
A common transaction structure that is utilised by a purchaser to acquire a commercial farm in South Africa is to purchase the business as a going [...]
Legal Due Diligences for private equity transactions: a powerful tool if used correctly
and Francisca Heese, Candidate Attorney Local and cross-border private equity investors continue to support the growth and development of companies in South Africa, as well as [...]
The changing landscape of the Companies Act, 2008: the Second Amendment Bill, 2023
In the wake of the Zondo Commission of Enquiry into State Capture's recommendation that certain provisions in the Companies Act 71 of 2008 ("Companies Act") [...]
Exercising due caution with regard to open source software in private equity transactions
Private equity investors play a role in supporting the growth and development of companies in South Africa. When a private equity investor is considering an [...]
Private companies and the new transparency provisions of the Companies Act
The Companies Act No 71 of 2008 ("Act") was amended on 1 April 2023 with the purpose of increasing corporate ownership transparency in accordance with international [...]
The meaning of ‘company’ and its implications for section 75 of the Companies Act
by Cari Cole-Morgan, Director, Julian van Niekerk, Director and Kiera Bracher, Candidate Attorney The meaning of 'company' It now appears to be settled law that, for [...]
Topic – Part 3: The Cutting Red Tape Project
Proposed amendments to the JSE Listings Requirements On 5 March 2021, the Issuer Regulation Division of the JSE issued a Market Notice on a JSE Consultation [...]
Is a report prepared in terms of S 165(4) of the Companies Act privileged?
by Jones Antunes Director, Danielle Hertz, Associate, and Marisha Krishna, Candidate Attorney This aforesaid is an issue that recently enjoyed the attention of the Supreme Court [...]
The pride or prejudice of being a related person to a company?
by Marvin Petersen, Senior Associate co-authored by Jarryd Mardon, Director and reviewed by Pierre le Roux, Director Introduction In terms of Section 163 of the Companies [...]
Shareholders stuck between a rock and a hard place
Companies Act 71 of 2008 Brief overview of Section 163 Introduction There are instances where the Companies Act 71 of 2008 ("the Act") and/or the Memorandum [...]
Relief from oppressive or prejudicial conduct in terms of the Companies Act 71 of 2008
Section 163 of the Companies Act 71 of 2008 In any corporate environment, the authority of the board of directors, combined with the rule of the [...]
Focus on ESG – Business opportunity or cost?
Environmental, social and governance (ESG) 1. As we eagerly anticipate the exit of the Coronavirus pandemic, there is recognition and acceptance that there is a strong [...]
JSE efforts to reduce red tape in Section 9 of the Johannesburg Stock Exchange Listing Requirements: Part 2
Johannesburg Stock Exchange Listing On 5 March 2021, the Issuer Regulation Division of the JSE issued a Market Notice on a JSE Consultation Paper titled "Cutting [...]
Incitement of public violence (on social media) and the repercussions for individuals and contracts
Incitement of public violence With the recent public unrest and public violence outbreaks in the country the President of the Republic of South Africa with the [...]
