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Companies Act, 1973 (Act No. 61 of 1973)

Chapter III: Types and forms of Companies

Conversion of One Type or Form of Company into Another Type or Form of Company

21A. Incorporation of certain branches of foreign companies and associations not for gain

 

 

1) Notwithstanding anything to the contrary in this Act contained, a branch, established in the Republic, of-
a) a company or other association of persons, incorporated outside the Republic; or
b) an association of persons which is not incorporated and has it's head office in a foreign country, may be incorporated under section 21 if-
i) the main object in the Republic of that branch corresponds with the main object of the company or association concerned;
ii) the said branch complies with the requirements of section 21; and
iii) the whole of the business and all the property, rights and obligations in the Republic of the company or association concerned will, on incorporation under section 21 of the said branch, be transferred in due form to, vest in and be binding upon the company so incorporated.

 

2) Notwithstanding anything to the contrary contained in any law-
a) no transfer or stamp duty shall be payable in respect of the transfer of property contemplated in subsection (1)(iii); and
b) any licence, exemption, permit, certificate or authority held in terms of any law by the company or association concerned in respect of its business or property in the Republic, shall with effect from the date of incorporation of the branch concerned as a company by virtue of the provisions of subsection (1), for the purposes of any web law be deemed to be held by the company so incorporated in respect of that business or property.

 

3) The provisions of this Act with regard to external companies shall not apply in the case of an external company a branch of which has been incorporated as a company by virtue of subsection (1).