FBE2604 Assignment 1
(COMPLETE ANSWERS)
Semester 2 2025 - DUE
August 2025
For assistance contact
Email:
, 1. Company Secretary for Zipper (Pty) Ltd
A private company like Zipper (Pty) Ltd is not required to have a company secretary.
According to the Companies Act 71 of 2008, the appointment of a company secretary is only
mandatory for public companies and state-owned companies.
Three duties of a company secretary are:
• Ensuring the company's compliance with the Companies Act and other regulations.
• Maintaining the company's statutory registers and records, such as the register of
directors and shareholders.
• Providing guidance to the directors on their duties, responsibilities, and powers.
2. Differences Between a Partnership and a Company
Here are the key differences between a partnership and a company for Sam:
• Legal Personality: A company is a separate legal entity from its owners
(shareholders). It can own property, enter into contracts, and sue or be sued in its own
name. A partnership, however, is not a separate legal entity. The partners are the
business, and they are personally liable for its debts and obligations.
• Formation: A company is incorporated by registering its Memorandum of
Incorporation (MOI) with the Companies and Intellectual Property Commission
(CIPC). A partnership can be formed through a simple agreement between two or
more people; no formal registration is required.
• Liability: In a partnership, the partners have unlimited personal liability. If the
partnership incurs debt, creditors can claim against the personal assets of the partners.
In a company, particularly a private company, the liability of shareholders is limited
to the amount of their shareholding.
• Management: A company is managed by a board of directors, who are appointed by
the shareholders. The management structure is formal. A partnership is typically
managed by the partners themselves, with a less formal structure agreed upon in their
partnership agreement.
• Continuity: A company has perpetual succession, meaning it continues to exist even
if its shareholders or directors change. A partnership is dissolved by the death,
insolvency, or resignation of a partner.
3. Essentialia of a Partnership
(COMPLETE ANSWERS)
Semester 2 2025 - DUE
August 2025
For assistance contact
Email:
, 1. Company Secretary for Zipper (Pty) Ltd
A private company like Zipper (Pty) Ltd is not required to have a company secretary.
According to the Companies Act 71 of 2008, the appointment of a company secretary is only
mandatory for public companies and state-owned companies.
Three duties of a company secretary are:
• Ensuring the company's compliance with the Companies Act and other regulations.
• Maintaining the company's statutory registers and records, such as the register of
directors and shareholders.
• Providing guidance to the directors on their duties, responsibilities, and powers.
2. Differences Between a Partnership and a Company
Here are the key differences between a partnership and a company for Sam:
• Legal Personality: A company is a separate legal entity from its owners
(shareholders). It can own property, enter into contracts, and sue or be sued in its own
name. A partnership, however, is not a separate legal entity. The partners are the
business, and they are personally liable for its debts and obligations.
• Formation: A company is incorporated by registering its Memorandum of
Incorporation (MOI) with the Companies and Intellectual Property Commission
(CIPC). A partnership can be formed through a simple agreement between two or
more people; no formal registration is required.
• Liability: In a partnership, the partners have unlimited personal liability. If the
partnership incurs debt, creditors can claim against the personal assets of the partners.
In a company, particularly a private company, the liability of shareholders is limited
to the amount of their shareholding.
• Management: A company is managed by a board of directors, who are appointed by
the shareholders. The management structure is formal. A partnership is typically
managed by the partners themselves, with a less formal structure agreed upon in their
partnership agreement.
• Continuity: A company has perpetual succession, meaning it continues to exist even
if its shareholders or directors change. A partnership is dissolved by the death,
insolvency, or resignation of a partner.
3. Essentialia of a Partnership
