1. FORMATION OF COMPANIES & THE COMPANY CONSTITUTION CORPORATE LAW

2. 2008 ACT SIMPLIFIED REGISTRATION PROCESS FILE MEMORANDUM OF INCORPORATION

6. THE INCORPORATORS Incorporators (founders) responsible for incorporating the company One or more persons for profit company & three or more for non profit [Sec 13(1)]

7. PROCEDURE Complete & sign MOI File with CIPC Notice of Incorporation Notice of appointment of company secretary or auditor Copy of MOI Proof of payment of prescribed fee

8. WHAT IS THE MOI? It is the sole founding document of a company It is the governing document of the company Sets out the rights, duties & responsibilities of shareholders and directors Contains any special conditions relating to the company

9. REGISTRATION On registration CIPC issues Registration Certificate

10. COMPANY NAMES No longer necessary to reserve a name Name can be words in any language or letters, numbers or certain symbols See sections 11 and 12 regarding names and prohibited names

11. CONTENTS OF THE MOI Powers of the company Creation of rules Securities Shareholders meetings Composition of board and its powers Compensation of directors etc ……

12. AMENDING THE MOI Can be amended at any time by means of a special resolution May be proposed by board or shareholder(s) holding at least 10% of voting rights May be adopted at meeting or submitted for written vote