Services

Start up services

  1. Business readiness: including drafting of operational agreements required to sell products and services to the market and preparing a regulatory roadmap to map out the ongoing regulatory requirements of growing companies in Africa.
  2. Funding readiness: including an initial gap analysis to measure investment readiness, and drafting agreements to regulate the relationship between founders.
  3. Intellectual property (“IP“): legal guidance to enable early-stage companies to protect, develop and commercialise IP (including drafting of IP development agreements, license agreements, software-as-a-service (SAAS) and similar agreements.
  4. Employees: legal guidance for the appointment of employees and how to incentivise employees to help you grow an early-stage business. Including advising on and drafting of documents for employee shares schemes, share option schemes and phantom share schemes.

Should you require assistance with any of the above please contact SG Laubscher, Christiaan Harmse, Prince Mathibela or Jessica Paterson.

Tax efficiency

  1. Maximizing the tax efficiency of transactions (company funding, company restructures, executive incentivisation).
  2. Structuring employee incentivisation plans.
  3. Structuring and advising on the tax residence of individuals and businesses.
  4. Company tax structures generally.
  5. International tax and double taxation agreements:
  • Various considerations need to be considered to determine the ultimate tax liability when individuals or companies are employed or conduct business across borders.
  • Our advice in this regard includes:
    • Advice on potential tax liability in different jurisdictions on the basis of residency or source of income;
    • Determining the place of effective management of companies and taxation on the basis of a permanent establishment existing in the source state;
    • Tax liability as a result of the existence of a Controlled Foreign Company; and
    • Employees tax, personal services provider (PSP) and independent contractors.

Should you require assistance with any of the above please contact Jana Van Zyl or Adrian Dommisse.

Building investment structures for high net worth individuals

Tax efficient investment structures in which we explore the advantages of trusts and company structures as applicable to the client’s investment criteria and life goals.  We then structure for funding underlying investments (commercial property, equities, venture capital and related investments) and for appropriate returns using loans, equity or hybrid instruments depending on the circumstances and the credit risk.

Should you require assistance with any of the above please contact Adrian Dommisse.

Company secretarial

  1. CIPC company registration and amendments.
  2. General company secretarial support services.

Should you require assistance with any of the above please contact Ya-Fan Wong, Prince Mathibela or Christiaan Harmse.

International structures

  1. Building and developing an offshore / onshore legal structure in compliance with local and international laws.
  2. Compliance with South African exchange controls, transfer pricing rules and taxes generally – and maintaining that compliance by ensuring governance processes for offshore and onshore companies.
  3. Ensuring that value is created and retained in the client’s desired jurisdiction, given that many of our clients have holding companies offshore but also have significant operations in South Africa (from product development to senior management).
  4. Streamlined engagement commencing with a workshopped consultation.

Should you require assistance with any of the above please contact Adrian Dommisse or Jessica Paterson.

Fund structuring services

  1. Structuring of funds and drafting of fund documents for private equity funds and venture capital funds.
  2. Restructuring to enable company groups to enhance tax efficiency and investment readiness – including unbundling, creation of holding company structures and amalgamations.

Should you require assistance with any of the above please contact SG Laubscher or Jacques Stemmet.

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Funding transactions

  1. Equity investments from seed investments to Series A, Series B and beyond.
  2. Preference share-based investments.
  3. Debt investment advisory services to investor and investee companies, including structuring and drafting of investment documents, acting for investee companies or investment funds (including local funds and offshore funds investing in local companies).

Should you require assistance with any of the above please contact SG Laubscher or Jacques Stemmet.

Mergers & acquisitions

Advisory and transactional support services for mergers and acquisitions from the term sheet phase to closing – including negotiations, transaction structuring, due diligence investigations, drafting and negotiation of acquisition agreements.

Should you require assistance with any of the above please contact SG Laubscher, Jacques Stemmet or Jessica Paterson.

Non-conventional transactions – crowdfunding / STOs / ICOs

Structuring of transactions through non-conventional methods such as security token offerings (STOs), initial coin offerings (ICOs) or equity crowdfunding.

Should you require assistance with any of the above please contact SG Laubscher or Jacques Stemmet.

Data privacy

  1. POPI compliance
    • The Protection of Personal Information Act, 2013 (“POPI” or “POPIA” as it is referred to) is the South African data privacy law that will affect most business organisations in South Africa. Everyone uses personal information in some form in their business dealings and will therefore need to comply with POPI.
    • We assist clients in various different industries with their POPI compliance projects. This includes a variety of services depending on individual client needs. It ranges from serving as SteerCo members on the project, assistance with project management and implementation, to ad hoc advice, amendment of documentation policies and contracts, to training.

Should you require assistance with any of the above please contact Jana Van Zyl, Jessica Paterson or Christiaan Harmse.

2. GDPR compliance

    • The European General Data Protection Regulation (2016/279) (“GDPR“) may have been enacted in the European Union (“EU“), but the effect and application of these Regulations could extend beyond the borders of the EU. Depending on where your customers are situated, or where your service providers are located, the GDPR provisions may in fact also apply to your South African business operations. We assist clients with the required policies, binding corporate rules and interpretation of GDPR requirements as it may apply to their business operations.

Should you require assistance with any of the above please contact Jana Van Zyl, Jessica Paterson or Christiaan Harmse.

Online (website and app) terms

  1. Online Commercial Terms and Conditions
    • Online trading is becoming more and more popular and online traders need to understand the implications of selling goods or services through their websites. The Electronic Communications and Transactions Act, 2002  applies when conducting business online. In addition, the Consumer Protection Act, 2009 may also apply. We assist clients with appropriate online commercial terms to regulate the relationship with consumers when offering goods or services for sale through online means.
    Should you require assistance with any of the above please contact Jana Van Zyl, Jessica Paterson or Christiaan Harmse.

  2. Privacy Policy
    • The right to privacy is enshrined in the Constitution and protection is also provided through the new Protection of Personal Information Act, 2013 (“POPI“). Globally, the right to privacy features strongly in consumer relationships. We can assist you with an appropriate privacy policy to explain the way in which you use personal information in your business operations and in compliance with POPI and General Data Protection Regulation (2016/279) (GDPR) requirements (where applicable).
    Should you require assistance with any of the above please contact Jana Van Zyl, Jessica Paterson or Christiaan Harmse.

  3. Browser Terms and Conditions
    • Even if you do not provide an online transacting facility through your website, it is still important to regulate with website users how they may browse and use the content on your website. We can assist you with website browser terms, drafted in plain language for the benefit of your users.
    Should you require assistance with any of the above please contact Jana Van Zyl, Jessica Paterson or Christiaan Harmse.

Credit and Consumer Laws

    1. NCA Compliance
      • The National Credit Act, 2005 (“NCA“) regulates the provision of credit to South African credit consumers. The NCA creates various rights for consumers and creates a number of obligations for credit providers. Credit providers need to register with the National Credit Regulator and must follow the strict requirements of the NCA when providing credit. We provide various services relating to the NCA, including:
        • Assistance with registration as a credit provider;
        • Providing opinions on the interpretation of the NCA;
        • Preparing terms and conditions, pre-agreement statements and quotations and other required NCA documentation;
        • Advising on affordability assessment processes; and
        • Defending reckless credit allegations.


Should you require assistance with any of the above please contact Jana Van Zyl, Jessica Paterson or Christiaan Harmse.

 

 

  • CPA Compliance
    • The Consumer Protection Act, 2009 (“CPA”) regulates the provision of goods and services to consumers in South Africa. The days in which suppliers could conduct business operations without considering consumer rights are a thing of the past. The CPA provides for various rights in relation to marketing, promotional competitions, quality of goods and services, cancellation policies and many more. Our assistance with CPA compliance includes:
        • Assisting with your promotional competitions;
        • Providing opinions on the interpretation of the CPA;
        • CPA training;
        • Preparing sales and service terms and conditions, returns and cancellation policies and other consumer facing documentation; and
        • Assisting with consumer disputes.


      Should you require assistance with any of the above please contact Jana Van Zyl, Jessica Paterson or Christiaan Harmse.