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COSEC

What is the definition of a company secretary?

Chapter 3 – Question 8 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. A company secretary means a natural person, a juristic person, or a partnership that is appointed to hold the office of the company secretary who has the requisite knowledge of or experience in […]

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COSEC

Who must ensure that the board of directors has access to professional and independent guidance on its legal duties – the board of directors or the shareholders of the company?

Chapter 3 – Question 9 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. The board of directors. The board of directors should ensure that it has access to professional and independent guidance on corporate governance and its legal duties, and also that it has support to […]

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COSEC

Does the king iv report on corporate governance for south africa™ recommend the appointment of a company secretary for small and medium enterprises?

Chapter 3 – Question 10 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. Yes. Part 6.5 of King IV™ is a Sector Supplement for Small and Medium Enterprises. For the purposes of this Supplement of King IV, a small and medium enterprise (SME) is defined as […]

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COSEC

When is the appointment of a company secretary, an auditor and an audit committee compulsory for a private company, personal liability company and non-profit company?

Chapter 3 – Question 11 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. Section 34(2) provides that a private company, personal liability company or a non-profit company is not required to comply with Chapter 3 of the Act, except to the extent contemplated in section 84(1)(c), […]

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COSEC

Who appoints the first company secretary of a public company or a state-owned company?

Chapter 3 – Question 12 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. The first company secretary of a public company or a state-owned company may be appointed either by the incorporators of the company or within 40 (forty) business days after the incorporation of the […]

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COSEC

Is the appointment of a company secretary a matter to be decided for the board of directors or the shareholders of the company?

Chapter 3 – Question 16 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. The board of directors. The appointment of a company secretary in public companies and state-owned companies is mandatory under the Act. The Act contains various provisions regarding the appointment, removal and duties of […]

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COSEC

Is a partnership or a juristic person permitted to be appointed as a company secretary?

Chapter 3 – Question 14 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. A partnership or a juristic person may be appointed to hold the office of company secretary, provided that every partner or employee of that partnership, or every employee of that juristic person who […]

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COSEC

Is a trust permitted to be appointed as a company secretary?

Chapter 3 – Question 19 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. Yes. A juristic person or a partnership may be appointed to hold the office of the company secretary. A juristic person includes a foreign company and a trust, irrespective of whether or not […]

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COSEC

Who are the most likely persons who may be deemed prescribed officers of a company?

Chapter 3 – Question 30 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. Deemed prescribed officers would be the following: Chief Executive Officer (CEO); Managing Director (MD); Members of EXCO; C-suite Executives (CFO, CIO, COO, CPO, HR); Company Secretary; Internal Auditor; Board Committee Members; Senior Management. […]

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COSEC

Is the commission permitted to convene a shareholders meeting to appoint a company secretary in the event that the company has failed to do so?

Chapter 3 – Question 35 Written by Dr. Adv. Leigh Hefer & Jayne Hunter-Rhys. COMPANY SECRETARY’S HANDBOOK (2021). Published by Genesis Corporate Services. Yes. If the board of a company fails to make the appointment of a company secretary as required by Part A of Chapter 3 of the Act, the Commission may issue a Notice […]