Corporate Finance:


Inter-company Loans
Does your group still consolidate the daily bank balances of group companies into a single bank account on an overnight basis, or operate a structured inter-company deposit & loan business via a finance subsidiary, where group companies are obliged to deposit or borrow funds instead of using their bankers? Read more >>>


Ensuring the solvency & liquidity of the company  
The solvency and liquidity test is outlined in S4 and is worthy of being memorised by every director and Exco member. Read more >>>


Directors:


Directors and deemed directors
This is a new concept introduced by the Act. Uncertainty exists as to what exactly it means… Read more >>>


Directors’ remuneration
Disclosure requirements are becoming more and more extensive … Read more >>>


Director independence
An “independent director” in our opinion is one who, in respect of a specific company… Read more >>>


Duties of directors
The common law duties of directors have now been partially codified in the Act. Read more >>>


Financial reporting – the responsibility of directors
It is an offence under Section 29(6) for the board of a company to approve its AFS, knowing that they fail in a material way to comply with the provisions… Read more >>>


Reckless trading – director’s liability
The well-known “CNA” case is a MUST read for all company directors and prescribed officers. Read more >>>


The “prescribed officer”
Clarifying some uncertainty ….. Regulation 38(1) of the Companies Act 2008 as amended states… Read more >>>


What is the role and function of the board
Much has been written about the role and function of the board of directors of a company, and it’s interesting and informative to work through the opinions expressed by others in the printed and digital media during the past several years.  Read more >>>


Memorandum of Incorporation:


Company name
Section 11(3)(c) of the Companies Act 2008 provides that “a company name, irrespective of its form or language, must end with …… Read more >>>


Public Interest Score (the “PI Score”)
Public companies have to use the PI Score per Regulation 28 of the Companies Act to determine if an audit needs to be performed in respect of a financial year… Read more >>>


Registered office and company records:

The registered office and company records
What is the registered office of a company?  What company records must be kept at this office? Why is the registered office and company records so important?  Read more >>>

Right of access to company records
The Act simplifies the procedures for determining if a person may have access to certain company records. Read more >>>


Shares & share capital:


Sale of shares in a private company
This article deals with the sale of shares in private companies and the possible involvement of the Takeover Regulation Panel (the “TRP”). Read more >>>


Social and Ethics Committees:


Management reports to the Committee
Social and Ethics Committee: 15 Steps to compiling a great management report. Read more >>>