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Corporate Legal Services

We are passionate about offering start-up and medium-sized businesses A-grade corporate services at affordable and flexible rates, whilst also catering to the corporate requirements of larger companies. We specialise in corporate governance, corporate start-up consulting, company registrations, asset and business sales, joint ventures, corporate structuring and financing, due diligence investigations and the review or drafting of all agreements required by our clients.

Our corporate and commercial services include the review of existing agreements or drafting and negotiating business contracts for your specific business needs. We can deal with standard terms and conditions and complex transactions involving multiple parties. We are also skilled at reviewing documents and website terms of service for compliance with relevant regulations. Our team are up to speed on the latest technological innovations in the corporate legal space, which ensures that you get a modern, world-class service with A-grade lawyers who have been trained at some of South Africa’s best large commercial law firms.

Our services include advice on business-to-business and business-to-consumer contracts, including providing specialist advice on consumer protection laws and industry specific regulations.

We have years of experience acting for a wide range of clients, from new business and start-ups to multi-national firms. Our tech-savvy lawyers focus on quality work with remarkable turnaround time, to ensure that your business needs are met quickly, meticulously and professionally.

We are here to help your business develop, grow and expand, whether organically or through mergers and acquisitions. We will facilitate transactions from beginning to end.

Mergers and acquisitions

Our lawyers have years of experience dealing with mergers and acquisitions. We can assist with drafting the necessary contracts and obtaining relevant regulatory approvals including Takeover Regulation Panel and Competition Commission filings if need be.

Our team is also able to manage due diligence procedures. Whether the deal involves public or private companies, local or cross-border counter-parties, our team of capable lawyers are up for the task.

We are skilled in the negotiation of mergers and acquisitions deals and are able to provide expert assistance from start to finish.

Constitutional documents: Memoranda of Incorporation, Shareholders agreements and company policies

Under the Companies Act, there are a number of requirements that need to be met in order for a company to be incorporated and registered.

We can assist in setting up a company within a matter of weeks if you choose to use the standard form Memorandum of Incorporation (MOI).

We also have expertise in drafting bespoke and industry specific MOIs and related company documents, including shareholders’ agreements and company rules and policies, for companies that need more intricate arrangements. The nature of the company and the documents required will often be determined by the shareholding structure and the industry in which it operates.

We provide tailored solutions to fit small, medium or large enterprises. We blend commercial and legal expertise to ensure that your business is taken care of. Our team of A-grade lawyers, with experience at the highest level of corporate legal services in South Africa, will ensure that you are well represented.

Start-up suite of arrangements and consulting

Apart from formal legal documents needed to constitute a company, we also provide advisory services and contracts related to starting up a business, and will advise you on the options available to maximise your business efficiency.

We blend commercial, tax and corporate legal expertise to ensure that your business is taken care of. We have experience across a wide variety of business sectors and have acquired legal training at some of South Africa’s best large corporate and commercial law firms, so rest assured that your specific business needs will be catered to with a service standard of the highest level. We are also open to flexible cost proposals that suite our client’s financial position.

Corporate structuring and restructuring

There is more than one way to structure a business. We advise and consult on a range of options available to businesses, including whether you are structuring a new business arrangement or restructuring an existing entity or group of entities.

There are various reasons that a business entity or group of business entities may need to restructure their arrangement of companies, trusts, joint ventures or partnerships, including reasons related to financial efficiency, tax efficiency, risk mitigation, regulatory changes or changes in ownership.

Our team can handle complex multi-company deals with ease and proficiency. We aim to achieve your desired commercial result. Our lawyers, who have a wealth of experience and are particularly skilled in corporate law, bring a practical business sense to all our legal advice.

Joint ventures

Often companies are not aware of share buyback arrangements which lead to increased value for shareholders after the share buyback is complete. With share buybacks, the number of shares in issue are reduced and thus profits are shared between fewer shareholders. However, these types of arrangements have come under scrutiny from the South Africa Revenue Services due to the Capital Gains Tax implications of the transaction.

It would be wise to speak to our commercial law experts to work out the potential value and possible risks of a share buyback arrangement. Let us help you structure your arrangements in compliance with South African laws and regulations, to avoid any risk of regulatory miss-steps and to add value to shareholders of companies.

Equity capital markets and JSE listing requirements

Our team of lawyers have a wealth of experience in financial regulatory law and are able to advise on a variety of equity and debt capital market issues, including equity offerings and debt transactions involving a range of financial institutions.

We also advise on many forms of financing, including project bonds, and are able to assist with securities law, exchange control and derivatives as well.

We can advise on all aspects relating to listings on the JSE, the operation of exchanges (single counter, over-the-counter and secondary exchanges) and are knowledgeable on matters related to the Financial Markets Act and directives issued by the JSE. Our team of lawyers have advised companies on over-the-counter trading platforms and acted as legal counsel to a number of entities seeking to obtain a license to operate an exchange in South Africa’s equity capital market.

Asset for share agreements

A person or entity may dispose of an asset to a company in exchange for shares in the company. However, these transactions have many regulatory requirements that need to be adhered to and may lead to intricate Companies Act and tax law issues if not carefully considered and executed.

Make sure that your transaction is compliant by speaking to our commercial lawyers who have a depth and breadth of expertise in these matters. We can ensure that your transaction adds value to you and is compliant.

Financial markets regulatory law

The South African financial market is heavily regulated. Let us walk you through the minefield of regulations to ensure compliance with legislation such as the Financial Markets Act, related regulations and the JSE listing requirements and equities rules.

We can also assist with issues related to compliance with Financial Services Board (FSB) directives, and can advise on any related dealings with the FSB.

Corporate governance and director duties

We advise on director duties and liabilities as set out in the Companies Act and are also knowledgeable on King III requirements (which are generally voluntarily followed, but are a requirement for certain listed entities).

Talk to us about creating tailored codes of conduct for your corporation in order to ensure your company’s good governance.

We believe that companies should act as ethical corporate citizens that add value to the South African economy and its people. We are passionate about helping our clients grow whilst remaining socially responsible corporations.