Notes on South African Companies Act

New 3rd Edition incl King IV applications

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Editor in Chief: Advocate Leigh Hefer  (B.Sc. (Hons), LL.B (cum laude), LL.M (magna cum laude), Ph.D.


A practical analysis on the New Companies Act and its impact on Companies & Close Corporations from legal, compliance and audit perspectives including the New Auditor’s Report from IAASB, King IV Commentaries and Applications, King IV and extensive Board Committees Comparative Table, the IRBA Code 2017 Revised applications 

New 3rd Edition
Third Edition  includes King IV Commentaries and Applications, King IV and extensive Board Committees Comparative Table, the IRBA Code 2017 Revised  Commentaries and the Integrated Consolidated Companies Act No. 71 of 2008 with Companies Amendment Act No. 3 of 2011 and Companies Act Regulations 2011



Chapter 1: Introduction

Chapter 2: Purposes of the Companies Act

Chapter 3: Categorisation of Companies

Chapter 4: Company Formation, Registration, Constitution (Memorandum of Incorporation), Rules, Shareholders Agreements and Ring-fenced Companies

Chapter 5: Company Name, Registered Office, Company Records and Company Conversions

Chapter 6: Control

Chapter 7: Company Finance and Capital

Chapter 8: Securities Registration and Transfer

Chapter 9: Public Offerings of Company Securities

Chapter 10: Shareholders

Chapter 11: Directors

Chapter 12: Accounting Records, Financial Statements, Financial Reporting Standards, Audit and Independent Review

Chapter 13: The Independent Accounting Professional, the Auditor, Reporting Standards and the New Auditors Report

Chapter 14: Enhanced Accountability and Transparency

Chapter 15: Business Rescue

Chapter 16: Winding-up of Solvent and Insolvent Companies and Deregistration

Chapter 17: Electronic Signatures, Communication and Substantial Compliance

Chapter 18: Remedies and Enforcement

Chapter 19: Fundamental Transactions, Takeovers and Offers

Chapter 20: Sanctions and Offences

Chapter 21: Leniency regarding Governance for Profit Companies

Chapter 22: Close Corporations 


Third Edition Special Features include:

  • King IV  (TM) Commentaries and Applications
  • King IV (TM) and Board Committees
  • The IRBA Code 2017 Revised Commentaries
  • Guidelines on interpreting key sections and regulations
  • Examples of practical applications
  • Explanation of key definitions and concepts
  • Detailed commentary on principal sections and regulations
  • New Companies Act versus Close Corporations Act comparative table
  • Auditing Profession Act 2005 versus Companies Act 2008 comparative table
  • Free directors duties checklist
  • Free compliance checklist
  • Alterable provisions of the Companies Act explained
  • Companies Act Compliance Framework
  • Companies and Close Corporations required to be audited or independently reviewed
  • Types of of Shareholders Ordinary Resolutions
  • Types of Shareholders Special Resolutions
  • Board Resolutions Decision Tree
  • Types of Board Committees
  • Accounting Records, Financial Statements and Annual Financial Statements comparative table
  • Offences under the 1973 Companies Act versus 2008 Companies Act comparative table
  • JSE Listing Requirements and the 2008 Companies Act
  • Application of the Solvency and Liquidity Test for Companies


PLUS the Integrated and Consolidated Companies Act, 71 of 2008 and amendments from the Companies Amendment Act, 3 of 2011 and Companies Regulations

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3rd Edition
B5 Size
~ 1100 Pages