Our News

It gives us great pleasure to announce that iThemba Governance & Statutory Solutions (Pty) Limited (“iThemba”) recently became part of the EOH Group of Companies. In terms of the formal paperwork, iThemba is now a wholly owned subsidiary of EOH Abantu (Pty) Limited, an entity within the Business Process Outsourcing Division of EOH Holdings Limited. Going forward iThemba will form part of EOH Legal, a group of corporate lawyers with extensive experience in various critical aspects of the legal and statutory environment that businesses face on a daily basis.

Starting out in 2008 with only two staff members and having grown into a sustainable small business with more than 20 permanent and associated members on the team, it was the next logical step for us as shareholders to ensure the long term sustainability of the business. The association with EOH brings numerous benefits, amongst others:

Limiting the exposure of iThemba in being heavily reliant on a small number of individuals;

• Ensuring the long-term continuity of the business;
• Enhancing the growth of the business;
• Providing access to a wide variety of resources, skills and technology that will result in a broader range of services;
• Facilitating the automation of the iThemba business;
• Leveraging from an extensive supplier database with associated cost benefits.

Considering the close relationship between company secretarial, compliance and legal it makes perfect business sense for iThemba to form part of and work in close relationship with EOH Legal, broadening the scope of services to the benefit of iThemba clients.

Notwithstanding the change in ownership, it is “business as usual” in iThemba with the personal touch and business philosophy remaining unchanged. As the iThemba team we look forward to continuing on the journey with our clients, while striving for excellence in everything we do!

Recently, substantial focus has been placed on the issue of remuneration of executive and non-executive directors, with a particular focus on the remuneration of executive directors and executive management in general. Company shareholder engagement is said to be reshaping the governance landscape. Shareholders are providing more input into corporate governance decisions and gaining more access to management teams and directors. They are using this engagement and proxy disclosures to elevate the company’s governance practices and effectiveness1. One of the areas being impacted by this trend in particular is that of the remuneration practices of listed companies.

Click on the attachment to read more.

The impact of Social Media on your Company

What do Facebook, Twitter, YouTube, Vimeo, LinkedIn and Instagram (to name a few) have to do with your company?
Blogging, hash-tagging, posting and tweeting... does it hold any risks or opportunities for your company?
If you are of the opinion that social media is irrelevant to your company… think again… just look at what happened to Nestlé
in 2010.

Please note that section 101 of the Income Tax Act has been repealed by section 271 of the Tax Administration Act

of 2011. This means that since October 2012, Public Officers are no longer regulated under the Income Tax Act but

under section 246 of the Tax Administration Act of 2011.There are several concerns and uncertainty surrounding a

company’s Public Officer. In this newsletter we address certain questions previously received regarding Public

Officers.

Read more...

CIPC
NON-BINDING OPINIONS

The Companies and Intellectual Property Commission (CIPC), in certain instances,
provides non-binding opinions on the interpretation of the Companies Act, 2008 (“the Act”).

The purpose of this newsletter is to provide an example of such an opinion.

The main question put to CIPC was: When does an amendment of a Memorandum of
Incorporation (MOI) become effective? (Section 16(9))

Is it when the amendment is filed with CIPC or is it when CIPC has processed and approved the amendment of
the MOI?

When do companies need a Risk Committee?

Ivan Choi wrote on 19 March 2013 in a Global Corporate Governance Forum Publication
(issue 31) that “Risk management is simply a matter of acting explicitly in advance to prevent a risk event from
happening or to diminish its consequences when it does.” We are briefly going to look at Ivan Choi’s article.

It is important to note that risk management forms part of the board’s corporate
governance functions. According to Ivan Choi,
the board’s main role in risk management is to provide oversight. Board
committees are there to assist directors of a company
in this regard.

The Risk Committee is intended to assist the board and not to pre-empt any board
responsibilities in making any decisions relating to risk management.

Guidance on the interpretation of the provisions of the Companies Act, 2008  and regulations in relation to the rights offers in respect of listed securities.

The Companies Act of 2008 specifies a number of requirements in the event of a company considering providing financial assistance to individuals such as directors and prescribed officers or to companies or entities that are related to the

This application was brought in terms of Section 131(1) of the Companies Act 71 of 2008 ("the Act") for the Respondent to be placed under supervision and that business rescue proceedings...

A financially distressed company can be held liable for the costs incurred by the applicant in launching a successful application for an order to place the financially distressed company under business rescue.