Corporate & Commercial Law
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Our lawyers provide legal expertise for all business and corporate transactional work
We’ve helped our clients grow their businesses both locally and abroad, we assist companies in building from inception and in developing their long term growth strategies. We also advise foreign clients based in the UK and US on their trading relationships, contracts and strategies.
We can guide you through the Companies Act and related legislation. We draft, and advise on, commercial agreements that affect your business in South Africa, our clients include both listed and private companies.
We guide both small and large businesses on the requirements of good corporate governance and provide clients with sound and practical advice to add value while ensuring compliance.
Our Corporate & Commercial Law services include:
Mergers & Acquisitions
We advise clients on all aspects of their acquisitions and disposals including the integration and restructuring needed to ensure successful acquisitions. We can assist with public and private transactions and the creation or dissolution of joint ventures. Our experience extends to transactions in both South Africa and abroad, we regularly act as local law advisers in relation to international transactions.
Directors’ Personal Liability
We provide specialised expertise in managing directors’ personal liability claims.
Directors in South Africa face increased risk to personal liability under the provisions of the new Companies Act of 2008, directors’ common-law liabilities have been codified and the statutory provisions under which directors may be held personally liable have been extended. Claimants who believe that directors have acted improperly, and should be held personally liable, are assisted by remedies that are now easier to implement.
Our team has conducted insolvency inquiries and worked with both creditors and liquidators in reviewing the actions of directors and their liability.
Doing Business In South Africa
Foreigners doing business in South Africa seek our advice on how to maximise the profits from their investments. Our clients are properly informed and confident when entering the South African market.
We advise our clients on the risks and advantages of the different investment and corporate structures available, tax efficient investment structures, protection of foreign individuals, the maximisation of returns to foreign countries, structuring of loan accounts and dividend returns, we also advise on the requirements and practise of the South African Reserve Bank.
Our expertise includes advice on:
– exposure to risk as directors,
– the rights and responsibilities of shareholders,
– monitoring and controlling the distribution of capital from local companies’ bank accounts,
– the transfer and distribution of profits out of South Africa,
– optimal tax structures for returns out of South Africa, we may partner with a tax practitioner if complex advice is required,
– creation and management of company structures,
– understanding the legal framework for businesses in South Africa,
– obligations as an employer.
South Africa is an attractive entry point for businesses joining the African market. Most multinational companies choose South African legal expertise to assist their expansion into Africa; many ventures also take confidence from the application of South African law in governing their contracts and disputes.
We have helped our clients expand into Mozambique, Mauritius, Ghana, Uganda, Kenya, Lesotho, Angola, Nigeria, Namibia, and the Democratic Republic of the Congo. As many investors in the region are foreigners, we’ve added value to their investments by guiding them through the creation and operation of tax-efficient offshore structures.
Stadium & General Construction
Ren Dunster is regularly involved in stadium construction disputes and negotiations. Ren’s clients have been involved in stadium construction in South Africa, North and South America, Europe and the Middle East. We have experience in the contractual relationships between parties and an appreciation of the timelines which usually govern the completion of these major projects, we also understand the logistical and costing concerns behind these major projects.
We are experienced in choosing appropriate resolution procedures for disputes, as well as the drafting and operation of contracts, indemnities, insurance and banking guarantees.
We are also involved in disputes in the local construction and housing industries and have guided our clients through both litigation and arbitration.
We have specialised experience in advising shareholders through disputes and litigation with fellow shareholders.
Many business partners run into difficulty where their companies develop beyond the scenarios initially contemplated in their shareholder agreements and memorandums of incorporation. Quite commonly this develops into disputes over loan accounts, the company assets and intellectual property; and the future of the enterprise; we’ve assisted our clients through these disputes and ensured that their investment and shareholding value is preserved or realised.
Common questions we’re often asked regarding Corporate and Commercial Law:
Why do I need a corporate lawyer?
A corporate lawyer with a deep understanding of your business and it’s legal structure will be able to better advise you on all aspects of transactional work within your company. They’re able to quickly identify potential issues and risks, give legal advice to company management and assist in the drafting of legal documents. Having a good corporate lawyer will help your business minimise legal disputes in the long-term.
Corporate lawyer vs litigator
Corporate (or business) lawyers advise and help you on the day-to-day transactional side of things within your business (contracts, negotiating deals etc.); – whereas litigators are needed when there is a litigation matter that needs to be addressed, such as contractual or commercial disputes which need to be resolved.
Litigation matters are those which are ready to be sued in court or which are already active – for example if summons have been issued.
Does my business need a lawyer?
The short answer is yes, it’s generally a good idea for a business to have strong legal expertise on hand, managing and advising on a company’s various legalities.
It saves businesses in the long run to get legal advice early in business activities. A proper foundation to your business and sound legal advice mean your business is best protected against lawsuits and other legal issues.