South Africa: Corporate/Commercial Law

The Constitutional Court's decision in BNP Paribas v Competition Commission addresses how South African competition law applies to offshore conduct that affects local markets, examining jurisdictional tests for foreign entities and the evidentiary requirements for proving collusive behavior through informal communications.

South African Competition Law Updates...

South Africa's merger approval process has evolved from a predictable regulatory step into a complex intersection of competition law, political objectives, and transformation mandates. As the Competition Commission increasingly prioritizes public interest criteria—including ownership by historically disadvantaged persons and employment impacts—over traditional antitrust analysis, dealmakers face new challenges in structuring transactions and forecasting outcomes.

The Regulation of Trusts Bill, 2026 has been presented as the long-awaited replacement for the Trust Property Control Act 57 of 1988. It may appear to be a legislative update intended to modernise trust administration and reflect developments in the law since the current framework was enacted nearly four decades ago. Its scope extends well beyond modernisation.

South Africa's Department of Justice has published draft regulations that would fundamentally transform how oaths and affirmations are administered by allowing electronic commissioning through audio-visual communication. This development follows years of legal uncertainty and conflicting court decisions about whether commissioners of oaths could validly administer oaths remotely, particularly during the COVID-19 pandemic when physical presence became impractical.

South Africa is preparing to implement mandatory central clearing for certain over-the-counter derivatives by 2028, marking one of the most significant regulatory changes to its derivatives market in over a decade. The South African Reserve Bank has confirmed that the framework will initially apply to rand-denominated interest rate swaps and forward rate agreements, with additional derivative classes to be introduced gradually. Market participants across the financial services industry will need to assess t

Intellectual property valuations in South Africa's entrepreneurial landscape present unique challenges shaped by international trends and local legislation. This analysis explores the complexity of determining IP value across different business stages, from startups navigating the 'valley of death' to established companies facing mergers and acquisitions. The framework examines how sustainability, technology readiness levels, and risk mitigation strategies converge to unlock the true value of intellectual c

Beginselgebaseerde onderhandelinge tydens IP-waardasie vereis dat entrepreneurs finansiële state, ROI, beleggersrisiko en volhoubaarheid strategies verstaan.

At the heart of many entrepreneurial ventures lies a handshake, a shared vision, and, sometimes, a lack of formal paperwork.

The Tax Court in Cape Town has ruled on a dividend stripping arrangement used in the sale of a self-storage business, applying South Africa's general anti-avoidance rules to a structure where shareholders attempted to convert taxable capital gains into exempt intercompany dividends. Following the Constitutional Court's recent decision in Absa Bank Ltd v SARS, the Court examined whether a pre-acquisition dividend funded by the purchaser's subscription served any purpose beyond tax avoidance, and whether the

King V's governance framework is widely misunderstood as a rigid rulebook requiring uniform compliance, when it is actually designed as a flexible, principles-based system. This analysis examines the three-tiered structure of outcomes, principles, and recommended practices, explaining why the "apply and explain" disclosure regime prioritizes contextual application and meaningful results over mechanical box-ticking exercises.

South African Competition Law Updates...