LML4806
Assignment 2 Semester 1 2026
Unique number
Due Date: April 2026
Detailed solutions, explanations, workings
and references.
+27 81 278 3372
, QUESTION 1
1.1.
The transaction is a statutory amalgamation or merger in terms of section 113 of the
Companies Act 71 of 2008.1 Mahamba Logistics Ltd is the acquiring and surviving
company that will end up holding all the assets and liabilities of Buffalo Haulage Ltd,
while Buffalo will be deregistered once the merger is implemented.2 This matches
the Act’s definition of an amalgamation or merger because the assets and liabilities
of the constituent companies are combined and, after implementation, they are held
by the surviving company and the disappearing company ceases to exist.3 The fact
that Buffalo shareholders receive a cash consideration per share is consistent with
the Act, which allows merger consideration in cash or other property, and the board
proposal followed by shareholder approval indicates a merger agreement and
approval process typical of section 113 read with section 115.4
1
Companies Act 71 of 2008 s 113
2
FHI Cassim and others (eds), Law of Business Structures (Juta 2022) 457–459.
3
Companies Act 71 of 2008 s 1 (definition of amalgamation or merger)
4
Companies Act 71 of 2008 s 113(2)
Varsity Cube 2026 +27 81 278 3372
Assignment 2 Semester 1 2026
Unique number
Due Date: April 2026
Detailed solutions, explanations, workings
and references.
+27 81 278 3372
, QUESTION 1
1.1.
The transaction is a statutory amalgamation or merger in terms of section 113 of the
Companies Act 71 of 2008.1 Mahamba Logistics Ltd is the acquiring and surviving
company that will end up holding all the assets and liabilities of Buffalo Haulage Ltd,
while Buffalo will be deregistered once the merger is implemented.2 This matches
the Act’s definition of an amalgamation or merger because the assets and liabilities
of the constituent companies are combined and, after implementation, they are held
by the surviving company and the disappearing company ceases to exist.3 The fact
that Buffalo shareholders receive a cash consideration per share is consistent with
the Act, which allows merger consideration in cash or other property, and the board
proposal followed by shareholder approval indicates a merger agreement and
approval process typical of section 113 read with section 115.4
1
Companies Act 71 of 2008 s 113
2
FHI Cassim and others (eds), Law of Business Structures (Juta 2022) 457–459.
3
Companies Act 71 of 2008 s 1 (definition of amalgamation or merger)
4
Companies Act 71 of 2008 s 113(2)
Varsity Cube 2026 +27 81 278 3372
