Commercial Transactions and Agreements

An Overview

At CDV Attorneys we provide services required in the growth and organic evolution of businesses, ensuring that established entities are properly compliant in terms of the Companies Act 71, 2008.

Assessment of the Appropriate Structure

Depending on the nature of the particular transaction and pursuant to understanding the needs of the client, we will assist in advising our clients in registering the most appropriate legal entity for the transaction. Such vehicles include, but are not limited to, the following:

  • Private Companies
  • Partnerships
  • Business Trusts
  • Consortiums
  • Joint Venture Agreements

Registration of Companies

We assist our clients in the registration of companies with the Companies and Intellectual Property Commission (CIPC), as well as in the drafting of their Memoranda of Incorporation. In addition, we assist in the registration of shareholding, as required by the company or entity. This includes the registration of shares in trusts if required by the client.

Shareholding Agreements

We will ensure that our clients’ shareholdings are regulated and confirmed by means of shareholders’ agreements and advise on the most appropriate vehicles in which shares may be held (including the use of trusts).

Company Law and Corporate Governance

An Overview

CDV Attorneys is an expert in the new Companies Act 71 of 2008 and provides our clients with comprehensive legal advice with regard to corporate governance and the requirements thereof in terms of company law.

This advice includes assisting companies with their administrative and statutory requirements in terms of the Companies Act and includes drafting and filing of resolutions, and drafting notices to directors and shareholders, as well as drafting Memoranda of Incorporation tailored to each client’s specific needs.

With the new Companies Act coming into operation and the fiduciary duties of directors now codified, it is important to have a clear understanding of the responsibilities of directors and shareholders. This includes having knowledge of the circumstances under which directors may be held personally liable for their actions while acting in their capacity as a director, as well as the circumstances in which the ‘corporate veil is pierced’, and where directors may be deemed to be trading recklessly.

It is our goal to assist clients in ensuring that directors and shareholders act within the scope of the new Companies Act, with the goal of facilitating good business practice as well as avoiding the potential risk of attracting personal liability.

We have significant experience in litigation, particularly in disputes between shareholders and directors.

CDV Attorneys can provide you with practical and legal routes to assist the company with compliance as contemplated in terms of the new Companies Act.

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