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Does not apply to the company if it falls into a class of company that is required to
       have its annual financial statements audited in terms of the regulations contemplated
       in sub-section 7(a), and Does not relieve the company of any requirement to have its
       financial statements audited or reviewed in terms of another law or in terms of any
       agreement to which the company is a party.



        ENHANCED ACCOUNTABILITY REQUIREMENTS

       The Act contains provisions aimed at enhancing the self-regulation and accountability of
       certain companies.
       These ‘Chapter Three Provisions’ are binding on:
         ■  Public companies
         ■  State-owned companies (SOC Ltd)
         ■  Private, personal liability and non-profit companies which are required to have their
         annual financial statements audited under the Act; and
         ■  Private, personal liability and non-profit companies where their MOI requires it
       The above categories of companies must appoint:
         ■  A person to serve as a company secretary
         ■  A person to serve as an auditor
         ■  An audit committee
         ■  Every SOC Ltd company and every listed public company, and any other company
         that has in any two of the previous five years, scored above 500 points must also
         appoint a Social and Ethics Committee (unless exempted).

       Section 86: The Company Secretary
       It is compulsary for a public company or state-owned company to appoint a company
       secretary, upon its incorporation or within 40 business days of its incorporation either by
       the incorporators or subsequently by the directors of the company or through an ordinary
       resolution of the shareholders. It is not compulsary for a private company to appoint
       a company secretary. The company secretary must be permanently resident in South
       Africa, have the requisite knowledge and experience to perform duties as set out in the
       Act, and is accountable to the board.
       Duties of a company secretary include:
         ■  Providing the directors of the company with guidance
         ■  Making directors aware of relevant laws and any failure to comply
         ■  Recording minutes as required by the Act
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