A Memorandum of Incorporation (MoI) addresses some of the critical aspects relating to the functioning of the board, amongst other things. As the document forming the foundation for an effective board, it is important to ensure that these critical aspects are adequately and appropriately set out so as to facilitate the desired composition and functioning.
In addition to the above, the Companies Act of 2008 contains approximately 75 alterable provisions which allow companies to structure an appropriate governance model for the organisation. In view of the substantial flexibility provided for by the Act in respect of the content of the MoI, it is imperative for each and every company to carefully consider the content of its MoI to ensure that it obtains maximum value from the provisions of the Act.
FluidRock has assisted a number of clients, in the listed, unlisted and non-profit environment, with the preparation and registration of an appropriate and practical MOI and the review of associated documentation (e.g. shareholders agreements).