,FBE2604 Assignment 1 (COMPLETE ANSWERS)
Semester 2 2025 - DUE August 2025; 100%
TRUSTED Complete, trusted solutions and
explanations.
QUESTION 1
1. Company Secretary — Is it necessary? (Zipper (Pty) Ltd)
In terms of the Companies Act 71 of 2008, only public
companies and state-owned companies are required to
appoint a company secretary.
Private companies (Pty Ltd), like Zipper (Pty) Ltd, are not
legally required to appoint one unless their
Memorandum of Incorporation (MOI) states otherwise.
They may still appoint one voluntarily for good
governance.
Three duties of a company secretary:
1. Ensuring the company complies with the Companies Act
and other applicable laws.
2. Maintaining statutory records and registers (e.g., share
register, minutes of meetings).
3. Filing required returns and documents with the
Companies and Intellectual Property Commission (CIPC).
, 1.1 Differences between a partnership and a company
Feature Partnership Company
No separate legal Separate legal entity
Legal personality — from owners — can
personality partners are sue/be sued in its own
personally liable. name.
Unlimited — partners Limited —
are jointly and shareholders’ liability is
Liability
severally liable for limited to amount
debts. unpaid on shares.
Created by agreement
Registered with CIPC —
Formation between partners
requires MOI.
(oral or written).
Ends if a partner Perpetual succession —
Continuity dies/resigns (unless continues despite
agreed otherwise). changes in ownership.
Limited to partners’ Can raise capital by
Raising capital
contributions. issuing shares.
Managed directly by Managed by board of
Management
partners. directors.
Transfer of Difficult — requires Shares can be
Semester 2 2025 - DUE August 2025; 100%
TRUSTED Complete, trusted solutions and
explanations.
QUESTION 1
1. Company Secretary — Is it necessary? (Zipper (Pty) Ltd)
In terms of the Companies Act 71 of 2008, only public
companies and state-owned companies are required to
appoint a company secretary.
Private companies (Pty Ltd), like Zipper (Pty) Ltd, are not
legally required to appoint one unless their
Memorandum of Incorporation (MOI) states otherwise.
They may still appoint one voluntarily for good
governance.
Three duties of a company secretary:
1. Ensuring the company complies with the Companies Act
and other applicable laws.
2. Maintaining statutory records and registers (e.g., share
register, minutes of meetings).
3. Filing required returns and documents with the
Companies and Intellectual Property Commission (CIPC).
, 1.1 Differences between a partnership and a company
Feature Partnership Company
No separate legal Separate legal entity
Legal personality — from owners — can
personality partners are sue/be sued in its own
personally liable. name.
Unlimited — partners Limited —
are jointly and shareholders’ liability is
Liability
severally liable for limited to amount
debts. unpaid on shares.
Created by agreement
Registered with CIPC —
Formation between partners
requires MOI.
(oral or written).
Ends if a partner Perpetual succession —
Continuity dies/resigns (unless continues despite
agreed otherwise). changes in ownership.
Limited to partners’ Can raise capital by
Raising capital
contributions. issuing shares.
Managed directly by Managed by board of
Management
partners. directors.
Transfer of Difficult — requires Shares can be
