n Without Prejudice - Prescribed officers : company law
|Article Title||Prescribed officers : company law|
|© Publisher:||JetBlue Publishers (Pty) Ltd|
|Affiliations||1 Cliffe Dekker Hofmeyr|
|Publication Date||Nov 2011|
|Pages||18 - 19|
The significance of being a "prescribed officer" under new Companies Act, 2008 (Companies Act) has the following principal implications :
- Prescribed officers are, for the most part, subject to the same duties, standards of conduct and potential personal liability as those applicable to directors;
- The grounds of disqualification applicable to directors (for instance, being convicted of certain offences) apply equally to the holding of a prescribed office;
- The remuneration of prescribed officers must be disclosed in the annual financial statements of companies that are required to be audited;
- Certain transactions between companies and their prescribed officers are regulated, for instance the issuance of shares to prescribed officers, the repurchase by a company of shares from prescribed officers, and financial assistance given by a company to its prescribe officers; and
- Insurance and indemnification of prescribed officers is regulated.
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