THE NEW Companies Act, passed in the House of Representatives earlier this year, is slated to come into effect on January 1, 2005.
According to Phillip Paulwell, Minister of Commerce, Science and Technology, the Office of the Registrar of Companies is now engaged in preparations for the implementation of the legislation.
"Twelve years in the making, the landmark legislation establishes the framework for the modernisation of corporate governance," Minister Paulwell told the House of Representatives on Wednesday during his contribution to the 2004/2005 Sectoral Debate.
The new companies law will replace the current Companies Act (1965) and acknowledges the technological advances that have become a part of business transactions in the 21st century.
In the provisions of the Companies Act 2004, approved by the House in February, investors will be allowed to register companies from their offices. The Registrar of Companies is developing its technological capacity to accommodate on-line registration.
Additionally, the new legislation will allow for the participation of a director in a Directors meeting of the company, or a committee of the directors, by telephone. The director will also be able to participate through other communication facilities that allow all parties to hear each other.
Currently, directors must, by law, all be physically present at such meetings.
Existing companies will have a two-year grace period to conform to the new legislation, once it comes into effect.
Some features of new Companies Law
Recognition of the 'sole member' company
Minimum capitalisation of companies having a share capital
Shares to be issued without a par value attachment.
Exemption of certain professionals such as accountants and attorneys-at-law as well as other prescribed groups of professionals from the restrictions regarding the maximum number of persons in a partnership.
