Corporate Law & Governance Quiz

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Questions and Answers

According to the common law, which case established a company's right to equality?

Manong & Associates (Pty) Ltd v City Manager, City of Cape Town & another

What legal right, concerning a company’s public image, was affirmed by the case Dhlomo v Natal Newspapers (Pty) Ltd?

Reputation, a good name and honour.

In which case was a company's right to privacy established?

Financial Mail (Pty) Ltd v Sage Holdings Ltd

What right did the court affirm for companies in the University of Pretoria v Tommie Meyer Films case?

<p>Identity</p> Signup and view all the answers

What is the primary aim of corporate governance?

<p>To regulate and oversee corporate conduct to balance stakeholders' interests and the interests of others, ensuring responsible behavior, efficiency and profitability.</p> Signup and view all the answers

What does the acronym 'CSR' generally refer to?

<p>Integrating economic, social and environmental imperatives into a company's activities while addressing shareholder and stakeholder expectations.</p> Signup and view all the answers

What is the underlying idea behind corporate social responsibility regarding a modern company?

<p>That a modern company has a wide and diverse range of stakeholders, both business and socio-economic.</p> Signup and view all the answers

How are stakeholders defined in relation to a company's activities?

<p>Those who may affect or may be affected by the company's activities.</p> Signup and view all the answers

According to the provided text, what is the requirement, when applying the Bill of Rights to a person, in order to effect a right?

<p>A court must apply or develop the common law if legislation does not give effect to that right.</p> Signup and view all the answers

Under what condition can a court develop common law rules to limit a right from the Bill of Rights?

<p>If the limitation is in accordance with the limitation clause contained in section 36(1) of the Constitution.</p> Signup and view all the answers

What three values are named as the foundation of the Republic of South Africa in the text?

<p>Human dignity, the achievement of equality and the advancement of human rights and freedoms.</p> Signup and view all the answers

What is the connection between ubuntu and constitutional values?

<p>Ubuntu underlies the building of our constitutional democracy and is consistent with the constitutional values.</p> Signup and view all the answers

What is the fundamental rule related to choosing a name for a business enterprise, as informed by ubuntu, in the text?

<p>The name should not be offensive, racist or negatively impinge on an individual's right to dignity.</p> Signup and view all the answers

How should the values of ubuntu influence corporate decision-making by directors, according to the provided text?

<p>They must inform the manner in which corporate decisions are taken by directors.</p> Signup and view all the answers

What specific culture is promoted through the infusion of ubuntu to ensure constructive dialogue?

<p>The culture of social cohesion.</p> Signup and view all the answers

What is a primary objective of the Companies Act, as it's described in the text, relating to the Bill of Rights?

<p>To promote compliance with the Bill of Rights in the application of company law.</p> Signup and view all the answers

What is the primary goal of Africanisation, according to the provided text?

<p>To maintain sound relationships by accommodating opposing views and conciliating competing interests.</p> Signup and view all the answers

What is a foundational element of the ubuntu concept?

<p>An inclusive approach of joint decision-making in matters that affect the business as a whole.</p> Signup and view all the answers

What is the Zulu saying that embodies the concept of ubuntu, and what does it mean?

<p><code>umuntu ngumuntu ngabantu</code>, meaning a person is a person through other people.</p> Signup and view all the answers

In the South African legal context, which case explicitly applied the concept of ubuntu?

<p>S v Makwanyane 1995 (6) BCLR 665 (CC).</p> Signup and view all the answers

How did Harms JA characterize ubuntu in the Pharmaceutical Society of South Africa case?

<p>As a relationship of mutual respect.</p> Signup and view all the answers

In the Koyabe case, what was ubuntu associated with, according to Mokgoro J?

<p>A general obligation to treat people with respect and dignity, to avoid undue confrontation, and to give reasons for administrative decisions.</p> Signup and view all the answers

Which report first canvassed the idea of introducing African business values, specifically ubuntu, in South Africa?

<p>The second report issued by the Institute of Directors of South Africa King Report on Corporate Governance, 2002.</p> Signup and view all the answers

According to the King IV report, what should the common purpose of all human endeavors be?

<p>That of service to humanity.</p> Signup and view all the answers

According to the court in Mpofu, what specific section of the Constitution is particularly important for state-owned companies?

<p>Section 195</p> Signup and view all the answers

What does the court in Mpofu stress should be applied to leadership, to 'emerge from the past'?

<p>African leadership philosophy and values.</p> Signup and view all the answers

In Dikoko v Mokhatla, what does Sachs J say ubuntu-botho is not?

<p>Window-dressing that is invoked to add to a legal finding.</p> Signup and view all the answers

According to Dikoko v Mokhatla what two aspects of the constitution does ubuntu support?

<p>Liberty and equality</p> Signup and view all the answers

According to the Port Elizabeth Municipality v Various Occupiers case, what does the spirit of ubuntu combine?

<p>Individual rights with a communitarian philosophy.</p> Signup and view all the answers

What is considered the catalyst for positive transformation?

<p>Sound leadership</p> Signup and view all the answers

Briefly, how does the text describe the history of the subjugation that African leadership philosophy seeks to overcome?

<p>The history of subjugation and exploitation includes the remnants of slavery, colonialism, imperialism and globalization.</p> Signup and view all the answers

According to Dikoko v Mokhatla, what type of culture is ubuntu foundational to within South Africa?

<p>Foundational to the constitutional culture of reconciliation and bridge-building.</p> Signup and view all the answers

Besides shareholders, name three other types of company stakeholders.

<p>Employees, customers, and suppliers</p> Signup and view all the answers

What is the main idea behind Corporate Social Responsibility (CSR)?

<p>Companies should manage their role in society responsibly and contribute to sustainable development by cooperating with their stakeholders.</p> Signup and view all the answers

What do critics of CSR say about the link between social behavior and company success?

<p>Critics argue there isn't a direct link between a company's social actions and its competitive advantage or performance.</p> Signup and view all the answers

According to proponents, how can CSR enhance a company's long term value?

<p>By creating mutually beneficial relationships with stakeholders, which can lead to more business opportunities and enhance profit potential.</p> Signup and view all the answers

Mention one way socially responsible companies may benefit in South Africa?

<p>They may benefit from preferential procurement and government cooperation in terms of Broad-Based Black Economic Empowerment.</p> Signup and view all the answers

How might CSR help a company stand out from its competitors?

<p>CSR can enhance the company’s reputation and differentiate it from its competitors.</p> Signup and view all the answers

What is an outdated view of the primary goal of a business?

<p>The traditional viewpoint is that the only goal of business is to increase profits.</p> Signup and view all the answers

Name two stakeholders, that are not directly related to business transactions with a company

<p>Communities surrounding the company’s operations and the environment</p> Signup and view all the answers

What specific sections of the Companies Act deal with the registration of domesticated and external companies?

<p>Sections 14 to 18 and section 23</p> Signup and view all the answers

Name two specific sections of the Companies Act that reflect greater sensitivity to globalization.

<p>Section 58 and section 63(2)</p> Signup and view all the answers

Besides the Companies Act, name two other main pieces of legislation impacting business enterprises in South Africa.

<p>Close Corporations Act 69 of 1984 and the Trust Property Control Act 57 of 1988</p> Signup and view all the answers

What is the primary intention behind the Companies Act regarding corporate governance and investment?

<p>To increase standards of corporate governance and encourage local and foreign investment.</p> Signup and view all the answers

Name three pieces of legislation, other than the main business enterprise acts, that can significantly impact companies in South Africa.

<p>Insolvency Act 24 of 1936, Income Tax Act 58 of 1962, and the Competition Act 89 of 1998</p> Signup and view all the answers

What is the role of the Constitution of the Republic of South Africa, 1996, in relation to legislation like the Companies Act?

<p>It provides the context within which all legislation must operate and the Companies Act must promote the Bill of Rights.</p> Signup and view all the answers

Give two examples of acts, not directly governing business enterprises, that demonstrate South Africa's broader legislative framework.

<p>The Promotion of Access to Information Act 2 of 2000 and the Labour Relations Act 66 of 1995</p> Signup and view all the answers

What is a key purpose of the Companies Act, besides corporate governance and investment, that aims to align with constitutional principles?

<p>To promote compliance with the Bill of Rights.</p> Signup and view all the answers

Flashcards

Corporate Governance

A set of principles and practices that guide how a company is managed. It encompasses transparency, accountability, fairness, and ethical conduct.

Directors

People who are responsible for making decisions and leading a company. They are accountable for the company's performance and actions.

Ubuntu-Botho

The idea of being kind, compassionate, and respectful towards others. It promotes a sense of community and interconnectedness.

Organ of State

A key aspect of public administration that emphasizes ethical conduct, transparency, and accountability. This principle is particularly important for state-owned companies.

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Leadership

The ability to influence and guide others towards a shared vision, particularly in a company context. This requires strong ethical values and a commitment to progress.

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Constitutional Order

In South African law, the Constitution is considered the supreme law, governing all aspects of public administration.

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Communitarian Philosophy

It involves balancing individual rights with the needs of the community. This approach emphasizes collaboration and shared responsibility.

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Reconciliation

The process of acknowledging past injustices and moving towards a more equitable future. This includes addressing the lasting effects of colonialism and apartheid in South Africa.

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Ubuntu

A philosophy emphasizing harmony, respect, and shared responsibility in relationships.

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Ubuntu in Business

The concept of shared decision-making in business, prioritizing inclusivity and mutual respect. It promotes a horizontal approach where all voices are heard.

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Africanisation

A concept in African culture that emphasizes the interconnectedness of people and the importance of treating others with dignity and respect.

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Ubuntu in Law

The highest court in South Africa recognized 'Ubuntu' as a principle in law, emphasizing social justice and fairness in legal decisions.

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Ubuntu in Administrative Decisions

It promotes treating people with respect and dignity, avoiding unnecessary conflicts, and providing explanations for administrative decisions.

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Ubuntu in King IV Corporate Governance

A set of values promoting social justice, respect, and fairness that is widely recognized in South African business.

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Ubuntu and Social Justice

The focus on social justice and fairness embedded in the Ubuntu philosophy.

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Ubuntu and Interconnectedness

The concept of ' Ubuntu' reflects the interconnectedness of people, fostering a sense of responsibility for each other's well-being and promotes inclusive decision-making.

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Company's Right to Equality

The right of a company to be treated fairly and without discrimination.

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Company's Right to Reputation

The right of a company to protect its reputation, a good name and honor against defamation.

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Company's Right to Privacy

The right of a company to protect its private information and data.

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Company's Right to Identity

The right of a company to maintain its unique identity and prevent unauthorized use of its name, logos, or trademarks.

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Corporate Social Responsibility (CSR)

The principle that businesses should take responsibility for their impact on society and the environment.

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Stakeholders

Individuals or groups that have an interest in the activities and performance of a company.

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Interdependence between Companies and Stakeholders

The relationship between companies and stakeholders is becoming increasingly interconnected and interdependent.

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Applying the Bill of Rights

A court must use or develop common law to protect a right in the Bill of Rights, even if legislation doesn't fully protect it. However, courts can also limit rights through common law, but only if the limitation is justified according to the Constitution's section 36(1).

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Ubuntu in the South African Constitution

Ubuntu is a core principle of South Africa's Constitution, emphasizing human dignity, equality, and the advancement of human rights and freedoms. This concept underpins the nation's democratic foundation.

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Corporate Names and Ubuntu

Businesses are obliged to avoid using names that are offensive, racist, or violate someone's right to dignity. This obligation reflects the importance of respect and human dignity in business practices.

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Ubuntu and Corporate Decision-Making

The decision-making process in corporations should be informed by ubuntu, encouraging constructive dialogue and social cohesion. Ubuntu promotes a collaborative and considerate approach to decision-making.

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Companies Act and the Bill of Rights

The Companies Act aims to align business practices with the Bill of Rights, upholding fundamental democratic values like equality and freedom. It also regulates interactions between businesses and citizens, impacting company law.

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The South African Bill of Rights

The Bill of Rights, found in Chapter 2 of the South African Constitution, safeguards the rights of all individuals and promotes values like human dignity, equality, and freedom. It's essential for a democratic society.

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Ubuntu's Influence on Law and Business

Ubuntu is a subtle, non-legal principle but it informs several legal and business practices in South Africa. It influences how businesses operate, promotes ethical decision-making, and contributes to a just and inclusive society.

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Ubuntu in Company Law

The values of ubuntu are incorporated into company law, influencing corporate conduct. This integration promotes ethical practices, social cohesion, and a culture of respect within South African business.

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Companies Act 71 of 2008

The Companies Act 71 of 2008 is the primary legislation governing South African company law. It aims to promote good corporate governance, protect shareholders, and encourage investment.

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Close Corporations Act 69 of 1984

The Close Corporations Act 69 of 1984 governs close corporations, which are smaller, privately-held businesses.

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Trust Property Control Act 57 of 1988

The Trust Property Control Act 57 of 1988 regulates trusts, a legal structure where assets are managed for beneficiaries.

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Promotion of Access to Information Act 2 of 2000

This Act aims to ensure that decisions are transparent and the public has access to information held by public bodies.

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Competition Act 89 of 1998

This Act aims to prevent anti-competitive practices that harm the market.

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Employment Equity Act 55 of 1998

This Act aims to promote equal opportunities in employment, ensuring fairness and diversity in the workforce.

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Broad-Based Black Economic Empowerment Act 53 of 2003

This Act promotes economic empowerment for previously disadvantaged groups in South Africa.

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Environmental Legislation

This Act aims to protect the environment and ensure sustainable business practices.

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Company Stakeholders

Individuals or groups who have a vested interest in the success and well-being of a company, such as shareholders, employees, customers, and the community.

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CSR Critics' Argument

The argument that CSR is not directly linked to a company's profitability and that businesses should focus solely on profit maximization.

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CSR Supporters' Argument

The view that CSR can benefit companies by enhancing their reputation, fostering positive relationships with stakeholders, and potentially increasing profits.

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Preferential Procurement & Government Support for CSR

The idea that socially responsible companies might receive preferential treatment from government agencies, such as in procurement processes.

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CSR & Brand Differentiation

Companies enhancing their image and differentiating themselves from competitors by demonstrating a commitment to ethical and sustainable practices.

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CSR as a Burden on Businesses

The belief that CSR measures can place an unnecessary burden on companies, making it more difficult for them to compete.

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Traditional View of Business Purpose

The concept that businesses should focus on maximizing profits and that societal issues should be addressed by the government.

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Study Notes

MRL2601 Study Guide (Entrepreneurial Law)

  • This study guide is for the University of South Africa's Entrepreneurial Law module (MRL2601).
  • The guide covers various business forms, including companies, trusts, partnerships, and close corporations.
  • It emphasizes the impact of the South African Constitution and globalization on entrepreneurial law.
  • The guide includes important sections of legislation, such as the Companies Act 71 of 2008, Close Corporations Act 69 of 1984, and the Trust Property Control Act 57 of 1988.
  • The guide also references case law for practical application.
  • It details the procedures for registering companies, including name reservation processes.
  • The guide outlines the legal personality of various business entities, and discusses potential implications
  • It examines the various roles of directors and their duties, including the role of board committees
  • It includes detailed analysis of corporate social responsibility and how it affects companies in South Africa
  • It includes a significant discussion of the concept of Ubuntu and its legal implications
  • The guide highlights legal issues and provisions concerning the different types of business forms.
  • It covers the process of incorporating various business entities and the legal ramifications thereof
  • This guide is a primary study tool for MRL2601 and provides a structured approach to learning the subject matter. Notably, it emphasises a practical, application-oriented approach to the legal study.

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