2021 is both an exciting and difficult time when it comes to executive remuneration. In this year’s executive directors report, PWC shows that COVID has tilted many rigid remuneration structures towards more flexible and discretionary rewards systems in JSE listed companies.
Mergers & Acquisitions
In corporate finance, mergers and acquisitions are transactions in which the ownership of companies, other business organizations, or their operating units are transferred or consolidated with other entities.
The TRP regulates “affected transactions” or “offers” as defined in the Companies Act, 2018 (“Companies Act”) (“mergers and takeovers”). These transactions relates to the acquisition of more than 35% of the voting securities of a regulated company, disposal of major assets or undertakings a company, schemes of arrangements, amalgamations or mergers, acquisitions of 5%, 10% or 15%, or any further multiple of 5% of the issued securities of a company and compulsory acquisitions and squeeze outs.
Our common law in this regard has developed to a sophisticated degree. As part of this development, the law recognises certain safeguards or defences for debtors and/or sureties. Loan and/or suretyship documents inevitably record that the debtor and/or sureties surety waives various of these defences (often described by their Latin names) and, equally inevitably, also solemnly records that the surety “knows and understands the meaning and full force and effect of…” the defences he is waiving.
Many executives have taken basic pay-cuts (approx. 10% of total package) Likely that their share-based payments will not materialise – which is significant But boards also make allowances for these circumstances – which activist are starting to take exception to. What is the result of the current situation? As a result of these ‘poor’ returns …