LML4806
ASSIGNMENT 2
DUE DATE: APRIL 2026
, LML4806
ASSIGNMENT 2
DUE APRIL 2026
Mahamba Logistics Ltd and Buffalo Haulage Ltd have concluded an agreement in terms
of which Mahamba Logistics Ltd will acquire and hold all the assets and liabilities of
Buffalo Haulage Ltd for R300 million (the ‘Transaction’). The material terms of the
Transaction include that Mahamba Logistics Ltd will pay the shareholders of Buffalo
Haulage Ltd a cash consideration of R10.00 for each Buffalo Haulage Ltd share held
and that, pursuant to the implementation of the Transaction, Buffalo Haulage Ltd will be
deregistered.
QUESTION 1
Identify the type of transaction that is contemplated in the scenario above and
explain whether the companies that are involved in this transaction are regulated
companies for purposes of the Companies Act 71 of 2008.
In terms of the Companies Act 71 of 2008. The transaction between Mahamba Logistics
Ltd and Buffalo Haulage Ltd constitutes a fundamental transaction. Specifically, it
amounts to a merger or amalgamation as contemplated in section 113 of the Act,
because Mahamba Logistics Ltd will acquire all the assets and liabilities of Buffalo
Haulage Ltd, after which Buffalo Haulage Ltd will be deregistered and cease to exist.¹
A merger or amalgamation happens where two or more companies combine their
businesses in such a way that one company survives and the other is dissolved.
Transactions of this nature affect the core structure and existence of a company and
ASSIGNMENT 2
DUE DATE: APRIL 2026
, LML4806
ASSIGNMENT 2
DUE APRIL 2026
Mahamba Logistics Ltd and Buffalo Haulage Ltd have concluded an agreement in terms
of which Mahamba Logistics Ltd will acquire and hold all the assets and liabilities of
Buffalo Haulage Ltd for R300 million (the ‘Transaction’). The material terms of the
Transaction include that Mahamba Logistics Ltd will pay the shareholders of Buffalo
Haulage Ltd a cash consideration of R10.00 for each Buffalo Haulage Ltd share held
and that, pursuant to the implementation of the Transaction, Buffalo Haulage Ltd will be
deregistered.
QUESTION 1
Identify the type of transaction that is contemplated in the scenario above and
explain whether the companies that are involved in this transaction are regulated
companies for purposes of the Companies Act 71 of 2008.
In terms of the Companies Act 71 of 2008. The transaction between Mahamba Logistics
Ltd and Buffalo Haulage Ltd constitutes a fundamental transaction. Specifically, it
amounts to a merger or amalgamation as contemplated in section 113 of the Act,
because Mahamba Logistics Ltd will acquire all the assets and liabilities of Buffalo
Haulage Ltd, after which Buffalo Haulage Ltd will be deregistered and cease to exist.¹
A merger or amalgamation happens where two or more companies combine their
businesses in such a way that one company survives and the other is dissolved.
Transactions of this nature affect the core structure and existence of a company and