Newsroom

Section 163 of the Companies Act 71 of 2008 (the “Act”) provides a crucial mechanism for minority shareholders and directors to seek relief from acts or omissions by a company or related persons that are oppressive, unfairly prejudicial, or unfairly disregard their interests. This section aims to safeguard minority shareholders who may be adversely affected by decisions made by the majority shareholders.

In the context of South Africa's abundant agricultural potential, investing in agricultural land holds considerable opportunity. The prosperity of such an investment, however, significantly relies on a legal due diligence process. It is imperative not only to identify potential risks but, also to navigate and address risks effectively, ensuring a seamless acquisition process.

National Treasury introduced a Solar Panel Tax Incentive for individuals during the 2023 budget speech. The incentive was introduced to encourage households to invest in clean electricity generation capacity that can supplement Eskom’s supply and will only be available for a limited time.

The latest agricultural permit regulations for exports to the European and UK markets were gazetted (the “Regulations”) on 1 November 2023. There were numerous sensational interpretations that lead to confusion in the agricultural market, specifically relating to the BEE status of an applicant applying for an export permit.

It is common practice for companies to enter into exclusivity agreements with their customers in relation to products or services. It is, however, important to take cognisance of the provisions of the Competition Act 89 of 1998 (as amended) (the “Competition Act”) in relation thereto.

During 2021 the Financial Action Task Force (the “FATF”) published a report outlining South Africa’s shortcomings in relation to the prevention of money laundering, terrorist financing and proliferation financing, which ultimately lead to our country’s greylisting.

Section 42 of the Income Tax Act (“ITA”) permits a person (“Transferor”) to transfer an asset to a company (“Transferee”) in return for equity shares. Ordinarily, section 42 allows for the transaction to be implemented on a tax neutral basis, where there will be no capital gain tax (“CGT”) as a result.

The Supreme Court of Appeal (SCA) recently heard four cases in quick succession, where the taxpayers sought to engage the High Court’s jurisdiction (HC) directly to challenge SARS’ actions in the making of assessments. The taxpayers in these cases were United Manganese of Kalahari (Pty) Ltd (UMK), Rappa Resources (Pty) Ltd (Rappa), ABSA Bank Limited (ABSA) and Richards Bay Coal Terminal (Pty) Ltd (RBCT).

The Competition Commission (the “Commission”) recently launched a market inquiry into the Fresh Produce Market (the “Inquiry”) to establish if any conduct exists in this industry that impedes, restricts or distorts competition between parties in this industry. Where it is established that a party’s conduct has an adverse effect on competition, the Commission is empowered in terms of section 43C of the Competition Act No. 89 of 1998 (the “Act") to take substantial remedial actions to address the issue.

It is trite law that, irrespective of the provisions of a Company’s Memorandum of Incorporation, a director can be removed by an ordinary resolution adopted at a shareholders meeting as provided for in Section 71 of the Companies Act 71 of 2008 (the “Act”). This provision was, however, recently scrutinized by the High Court in the matter of Foxvest Group (Pty) Ltd and Another v Rocky Park Holdings (Pty) Ltd and Others (2022/2807) [2023] ZAGPJHC 63 (27 January 2023).

The 2022 Tax Bills were promulgated on 5 January 2023. Among other changes, the final amendments to the definition of “contributed tax capital” (“CTC”) is now enacted.

Section 8C of the Income Tax Act No. 58 of 1962 (“ITA”) is directed at taxing employees and directors on the gains derived from “equity instruments” or share options as they are commonly referred to. Generally, this section seeks to ensure that the value derived under a share scheme attracts the correct (income) tax treatment, where the acquisition of the shares is linked to an employment relationship. But there are instances where the operation of section 8C creates this link fictitiously, in which case a lack of planning could result in an immensely expensive tax event.