What is Section 72 of the Companies Act 2008?
Asked by: Solon Mueller | Last update: March 1, 2026Score: 4.3/5 (22 votes)
Section 72 of South Africa's Companies Act 71 of 2008 primarily deals with the mandatory establishment and functions of Social and Ethics Committees (SECs) for certain companies, empowering boards to delegate duties to committees, and outlines requirements for the composition and appointment of SECs, ensuring oversight of social, economic, and governance matters. It mandates SECs for state-owned, listed, and other large companies (based on public interest score) and details their purpose to monitor compliance with codes, social development, and good governance.
What is Section 72 of the companies Act of 2008?
Section 72 of the Companies Act No 71 of 2008 (“the Act”) stipulates that a company can elect to appoint any amount of director committees, and the board of directors can delegate any amount of the duties and responsibilities to these committees, except where the Memorandum of Incorporation for the company states ...
What is Section 72 of the company Act?
(1) Every holder of securities of a company may, at any time, nominate, in the prescribed manner, any person to whom his securities shall vest in the event of his death.
What is Section 72 of the companies Act 2006?
72Decision of adjudicator to be made available to public
(1)A company names adjudicator must, within 90 days of determining an application under section 69, make his decision and his reasons for it available to the public. (2)He may do so by means of a website or by such other means as appear to him to be appropriate.
What is Section 72 of the companies Act 2017?
Section 72 of the Companies Act, 2017 (the “Act”) requires every company having share capital to have its shares in book-entry form only, from the date notified by the Commission. Further, every existing company is required to replace its physical shares with book-entry form.
How to Fire a Board or Directors
What is Section 72 of the Companies Act 2016?
In particular, Section 72 of the Companies Act 2016 provides that preference shares are only redeemable if the shares are fully paid up and the redemption is out of the profits of the company, a fresh issue of shares, or the capital of the company.
Can a 51% shareholder remove a director?
Yes, a shareholder with 51% of the voting shares generally can remove a director through an ordinary resolution (simple majority vote) at a general meeting, as they hold majority control, but the company's articles, bylaws, or shareholder agreements can specify different procedures or requirements. The process involves passing a resolution at a meeting with more than 50% of shareholders voting in favor, often without needing a reason.
What is the case of Section 72?
A person to whom money has been paid, or anything delivered, by mistake or under coercion, must repay or return it. Illustrations (a)A and B jointly owe 100 rupees to C, A alone pays the amount to C, and B, not knowing this fact, pays 100 rupees over again to C. C is bound to repay the amount to B.
Is 21 days notice mandatory for AGM?
A notice for AGM should be prepared in written or electronic mode at least before 21 days from AGM as per (Section 101(1)). However, the minimum notice period for AGMcan be less if 95% of members agree. Notice has to be sent to all members, auditors and directors at least 21 days prior to the meeting.
What is Section 72 5 of the companies Act?
Section 72(5): A company that in terms of section 72 and the regulations is required to appoint a social and ethics committee and that wishes to apply for an exemption therefor is now required, in terms of section 72(5)(a), to publish its intention to lodge the exemption application with the Companies Tribunal.
What is section 72 A?
Section 72A of the Income Tax Act deals with the carry forward and set-off of accumulated business losses and unabsorbed depreciation in specific cases of corporate restructuring, such as amalgamations, demergers, or reorganisations.
Can a company be a nominee shareholder?
The beneficial owner may choose to appoint a nominee because it does not wish to have the shares registered in its own name, or it may be required to appoint a nominee. A nominee shareholder may be an individual or a body corporate.
What is Section 72 redemption of preference shares?
Section 72(4) of the Companies Act provides that the preference shares shall be redeemable only if the shares are fully paid up and the redemption shall be out of: i) profits; ii) a fresh issue of shares; or. iii) capital of the company.
Can a CEO be a director?
A CEO can be a director, managing director (MD), chairman or an employee, but no person other than the director can become a MD. Only a director can be appointed as MD of the Company.
What is better, a CC or a PTY Ltd?
There are a couple of key differences:
CCs were easier and cheaper to maintain, but had limited growth potential. A (Pty) Ltd has more formal governance and is better suited for expansion, funding, or long-term planning.
Can I be removed as a director without my knowledge?
You can remove a company director without their consent by following the procedures outlined in the articles of association or by passing an ordinary resolution under the Companies Act 2006. Ensure compliance with employment rights and contractual obligations to avoid legal claims, and seek legal advice if necessary.
What is the minimum notice for an AGM?
Timing and Preparation Strategy. Early Preparation: Begin compiling necessary documents, such as financial statements and budgets, in conjunction with bookkeepers and auditors well in advance of the AGM to meet the minimum 14-day notice period.
What is the penalty for not conducting AGM?
Consequences and Penalty for Default in Holding an AGM
If the company further defaults in holding a meeting in accordance with the directions of the Tribunal, the company and every officer of the company who commits the default shall be punishable with a fine of up to Rs 1 lakh.
Can a meeting occur without a notice?
Organizations will have different rules based on the type of meeting. Individual bylaws will include which types of meetings require either formal notice or no notice at all and which meetings permit the board to offer a waiver of notice.
What is the Section 72 relief?
Section 72 provides that the proceeds of a “qualifying insurance policy” taken out by the insured person expressly to pay Inheritance Tax and approved retirement fund tax1 due by his or her successors are exempt from CAT, provided certain conditions are met.
What is the section 72 offence?
(1) A person commits an offence if he is a person having control of or managing an HMO which is required to be licensed under this Part (see section 61(1)) but is not so licensed.
What is the penalty for breach of confidentiality under Sec. 72?
Save as otherwise provided in this Act or any other law for the time being in force, if any person who, in pursuance of any of the powers conferred under this Act, rules or regulations made thereunder, has secured access to any electronic record, book, register, correspondence, information, document or other material ...
Who is more powerful, a director or a shareholder?
Generally, directors have more day-to-day control over a company, but shareholders—especially majority shareholders—can exert significant influence through voting rights and resolutions.
How do I report a bad director?
If the behaviour amounts to intimidation, harassment, violence, or abuse, you should report this to the police. If the behaviour is less serious then you have the following options: removal of the director, suing for breach of lease, mediation, appointment of a manager, or right to manage.
Can a director be removed without notice?
Further, a special notice is required for removal of a director and such director is entitled to attend the general meeting and is eligible to be heard on the resolution at the meeting.