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Published byDarcy Moore Modified over 9 years ago
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FORMATION OF COMPANIES & THE COMPANY CONSTITUTION CORPORATE LAW
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2008 ACT SIMPLIFIED REGISTRATION PROCESS FILE MEMORANDUM OF INCORPORATION
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THE INCORPORATORS Incorporators (founders) responsible for incorporating the company One or more persons for profit company & three or more for non profit [Sec 13(1)]
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PROCEDURE Complete & sign MOI File with CIPC Notice of Incorporation Notice of appointment of company secretary or auditor Copy of MOI Proof of payment of prescribed fee
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WHAT IS THE MOI? It is the sole founding document of a company It is the governing document of the company Sets out the rights, duties & responsibilities of shareholders and directors Contains any special conditions relating to the company
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REGISTRATION On registration CIPC issues Registration Certificate
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COMPANY NAMES No longer necessary to reserve a name Name can be words in any language or letters, numbers or certain symbols See sections 11 and 12 regarding names and prohibited names
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CONTENTS OF THE MOI Powers of the company Creation of rules Securities Shareholders meetings Composition of board and its powers Compensation of directors etc ……
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AMENDING THE MOI Can be amended at any time by means of a special resolution May be proposed by board or shareholder(s) holding at least 10% of voting rights May be adopted at meeting or submitted for written vote
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