1. Commercial law workshop
B com scm
14 march 2015

2. Introduction
Lecturer/Facilitator Andrew Tucker B Com LLB, Attorney of the High Court of South Africa Contact details:

3. Workshop programme 14:00 – 14:30 Course Overview
14:30 – 15:00 Law of Contract & sale
15:00 – 15:20 Companies
15:20 – 15:35 Break
15:35 – 16:35 Assignment
16:35 – 17:00 Your questions and problem areas

4. Course overview SA Law Companies Contracts Sale Agency
Credit and Security
Insolvency

5. Resources

6. Books
Fouché, M.A. (et al). Legal Principles of Contracts and Commercial Law, Revised 6th edition, 2007, Lexis Nexis
Havenga, P (et al). General Principles of Commercial Law, 6th edition, 2007, Juta
Kopel, S Guide to Business Law, 4th edition, 2009 or 5th edition, 2012, Oxford University Press
Gibson, JTR. South African Mercantile and Company Law, 8th Edition, 2003, Juta.
Scott J (et al) The Law of Commerce in South Africa, 2009, Oxford University Press.

7. What is a contract – general discussion
All contracts are agreements but not all agreements are contracts

8. Replaced Companies Act of 1973 with effect from 1 May 2011
The Companies Act
Companies Act 71 of 2008
Replaced Companies Act of 1973 with effect from 1 May 2011
Modernises legislation

9. Memorandum of Incorporation
Company documents
Memorandum of Incorporation
Replaces Memorandum and Articles of Association

10. Company Classification
Profit Company
Not for Profit Company

11. Company Classification
Not for Profit
NPC
Profit
Public
Private
State Owned
Personal Liability

12. Assignment questions

13. E-mail policy – official use
The approved social media sites may only be used for official purposes.
Postings must be kept legal, ethical and respectful.
Employees may not engage in online communication activities which could bring the company into disrepute.
Confidential information may not be disclosed.
Copyright laws must be adhered to.
Only the official approved logo of the company may be used.
The information that is published must be accurate and not confidential.
Statements to the media must first be approved by the employer.
Source: media-for-non-business-purposes, accessed 13 March 2015

14. E-Mail policy – personal use
Be clear on the use of company equipment or access to such sites and when this may be done.
Remind employees that internet and communication may be monitored and intercepted as per the electronic communications policy of the employer.
Company information must be kept confidential.
The company name or logo may not be used on private profiles.
Colleagues, managers or information pertaining to the company may not be discussed on such platforms.
Employees must be advised to block access to their profiles for other users that they do not know.
The code of conduct of the company must be respected and considered as the guiding rule. Explain the consequences of failing to adhere to the social media policy of the company.

15. The lease Common law duties of the tenant To pay the rent
Not to misuse property and only to use for purposes for which it was let
Lomax vs Killarney of Durban (Pty) Ltd 1961 (2) SA 573 (D)
GA Fichardt Ltd v Leviseur 1915 AD 182
Frenkel & Co v Rand Mines Supply Co 1909 TS 129
To return the property undamaged
Lomax – Landlord applied to cancel lease where alleged tenant was using premises to have sex with women to whom he was not married. Court held no misuse and refused to cancel
Fichardt – If parties have expressly agreed a purpose for which property is let, it must be used for that purpose. If not use same as before
Frenkel – Tenant may not use unreasonably

16. The Lease Remedy for arrear rental Rental Housing Act
Cancellation clause
Tacit Hypothec

18. Misrepresentation
A false statement of fact by one person to another concerning the contract & which induces person to contract
Types of misrepresentation
Innocent
Negligent
Fraudulent
In all cases, the contract is voidable

19. Unlawful contracts Lawfulness as a contractual requirement
Ex turpi causa rule