Companies Amendment


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Have a say on the Companies amendment Bills

The Portfolio Committee on Trade, Industry and Competition invites you to comment on the Companies Amendment Bill [B27-2023] and the Companies Second Amendment Bill [B26-2023].

0 comments delivered to parliament so far (closes 2 October 2023)

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    Amendments proposed in the Bill

      • Amend the Companies Act, 2008, so as to change the definition of ‘securities’;
      • Clarify when a Notice of Amendment of a Memorandum of Incorporation takes effect;
      • Differentiate where the right to gain access to companies’ records may be limited;
      • Provide for the preparation, presentation and voting on companies’ remuneration policy and directors’ remuneration report;
      • Provide for the filing of a copy of the annual financial statement;
      • Empower the court to validate the irregular creation, allotment or issue of shares;
      • Clarify how shares which are not fully paid are to be dealt with;
      • Exclude the subsidiary company from the requirements relating to financial assistance;
      • Provide for instances where a special resolution is required for acquisition of shares by the company;
      • Extend the definition of an employee share scheme to include situations where there are purchases of shares of a company;
      • Provide for the circumstances under which a private company will be a regulated company;
      • Deal with the composition of the social and ethics committee;
      • Provide for the publication of the application for exemption from the requirement to appoint a social and ethics committee;
      • Provide for the presentation of the social and ethics committee report at the annual general meeting or shareholders’ meeting as the case may be;
      • Ensure the differentiation of duties between the chairperson of the Companies Tribunal and the Chief Operating Officer; and
      • Provide for matters connected therewith.

    The Companies Second Amendment Bill seeks to:

      • Amend the Companies Act, 2008, so as to amend the time bars, in respect of proceedings to recover any loss, damages or costs for which a person may be held liable in terms of section 77 of the Companies Act;
      • Amend the time bar for the bringing of an application to declare a person delinquent in terms of section 162(2) and (3) of the Companies Act; and
      • Provide for matters connected therewith.

    Streamed live on 29 Aug 2023
    National Assembly, Briefing on the Companies Amendment Bills