LBEN 3724

Explaining BEE

Only need to study these Q's in terms of Unit 8.

VERY IMPORTANT UNIT PERTAINING TO TESTS AND EXAMS. Complete summary: types of directors, duties and liabilities of directors, number of directors and consent, MoI, ineligible and disqualified directors (nb) application to declare a person delinquent or under probation, suspension, vacancies on the board, filling of vacanies, removal of directors, board committees King 3 proposals and board meetings. with relevant authority and case law.

In depth and VERY IMPORTANT Unit. Summary of Chapter 5: includes the record date, calling of shareholder meetings, notice of meetings, postponement and adjournment of meetings, representation by proxy, quorum of meetings, the majority rule, annual general meetings. Decision of meetings:types of resolutions, voting rights, proposal of resolutions, as well as case law and authority prescribed.

Deals with the last part of Chapter 2 pertaining to the various doctrines: Ultra Vires / Constructive Notice / Turquand Rule. Explains the doctrines changes from the 1973 Companies Act to the new 2008 Act as well as the relevant case law.

Discusses the detail of Chapter 4: the insolvency and liquidity test, debt instruments, all the classes of shares:issued, unissued and authorized. In depth explanation of issued share and distributors. First subheading of Chapter 9 is also discussed pertaining to primary and secondary markets. all necessary case law and authority is included as prescribed.

Complete summary of Chapter 14: decriminalizing company law, remedies against directors, statutory remedies, liabilities for abuse of powers, enforcement rights.

Complete discussion of Chapter 7: appointment of audits, the resignation, rotation, rights and restricted functions, audit committees company secretary, resignation of last named.

Complete summary of Chapter 2. Entails the Incorporation of a business and the importance thereof, a companies legal personality with reference to lifting of the corporate veil. Discusses: branches and division of a company, types of companies, The MoI and all the provisions accompanied by the document. Elaborates of pre-incorporation contractions, the registration of companies names and all case law and authority that is applicable to these above mentioned sub-headings.

Chapter 1/Unit 1 explains the new Companies Act, 2008 approach as well as the purpose set out in Sec 7 and key concepts and features of the Act and that of NEDLAC.