An Appraisal of the Regulatory Framework for the Protection of Consumers in the Communications (GSM)

by | Oct 8, 2019 | JCCL, JCCL V2 I2

An Appraisal of the Regulatory Framework for the Protection of Consumers in the Communications (GSM)

Authors Cecil Nwachukwu Okubor

ISSN: 2521-2575
Affiliations: Lecturer, Faculty of Law, Delta State University, Oleh Campus, Nigeria
Source: Journal of Corporate and Commercial Law & Practice, The, Volume 2 Issue 2, 2016, p. 88 – 105

Abstract

The communications sector in Nigeria has witnessed enormous growth since 1992 when it was liberalised and deregulated. However, much more significant developments have been witnessed since 2001 when the Global System for Mobile Networks (GSM) licensed to private operators in the sector. This article examines the existing legal and institutional framework for the operations of GSM providers in Nigeria. The aim is to determine how the regulatory framework in the sector has improved the quality of service provided to subscribers by the GSM operators. The article reveals that in spite of the elaborate legal and institutional framework for the regulation of GSM operators in Nigeria, the services are far from being satisfactory and consumers in the sector do not feel adequately protected. Accordingly, the article recommends the enactment of a ‘generic competition law’ in Nigeria, which would, along with other measures, help to address the inadequacies of Nigeria’s legal framework in the communications sector.

A critical analysis of the continued preference displayed towards schemes of arrangement in South Africa

by | Oct 8, 2019 | JCCL, JCCL V2 I2

A critical analysis of the continued preference displayed towards schemes of arrangement in South Africa

Authors Jess Caitlyn Cameron

ISSN: 2521-2575
Affiliations: Associate, Cliffe Dekker Hofmeyr Attorneys Inc.
Source: Journal of Corporate and Commercial Law & Practice, The, Volume 2 Issue 2, 2016, p. 77 – 87

Abstract

Ever since the introduction of the merger and amalgamation provision on 1 May 2011 by the South African Companies Act, 2008, public companies continue to sidestep this new mechanism as a means for effecting a takeover and, instead, continue to prefer the scheme of arrangement. There are a number of reasons why the continued use of the scheme of arrangement may be justified and this article investigates the plausibility of those reasons.

A critical examination of ‘nominee directors’ in South Africa

by | Oct 8, 2019 | JCCL, JCCL V2 I2

A critical examination of ‘nominee directors’ in South Africa

Authors Lovanya Moodley

ISSN: 2521-2575
Affiliations: Attorney of the High Court of South Africa
Source: Journal of Corporate and Commercial Law & Practice, The, Volume 2 Issue 2, 2016, p. 42 – 76

Abstract

This article considers nominee directors: their fiduciary duties, liability for breach thereof and whether they should be entitled to directors’ fees for their services rendered as a director. The position of nominee directors in relation to their fiduciary duties is a precarious one. They are appointed with the purpose of performing an oversight function on behalf of their appointer, but could face personal liability for breach of fiduciary duties if they act in the furtherance of their appointer’s interests to the detriment of the nominee company. In the event of a nominee director wanting to receive remuneration by way of directors’ fees for services rendered as a director, there needs to be an express agreement of that entitlement in place or a shareholders’ resolution. Finally, and as a consequence of nominee directors lack of complete unfettered independence, this article finds that the Companies Act 71 of 2008 does not sufficiently accommodate the split loyalties of nominee directors and suggests that companies should avoid utilising them altogether in favour of the alternatives provided in King III, such as Lead Independent Directors or independent non-executive directors, in view of exercising good corporate governance.

Unpacking selected key elements of the insider trading and market manipulation offences in South Africa

by | Oct 8, 2019 | JCCL, JCCL V2 I2

Unpacking selected key elements of the insider trading and market manipulation offences in South Africa

Authors Howard Chitimira

ISSN: 2521-2575
Affiliations: Associate Professor, Faculty of Law, North West University
Source: Journal of Corporate and Commercial Law & Practice, The, Volume 2 Issue 2, 2016, p. 24 – 41

Abstract

Market abuse (insider trading and market manipulation) practices that are prohibited in South Africa are briefly discussed in this article. Accordingly, this article discusses selected key elements of the insider trading and market manipulation prohibition in terms of the Financial Markets Act 19 of 2012. This is done to, inter alia, examine the adequacy of this prohibition in relation to the combating of market abuse in South Africa. To this end and where necessary, possible recommendations that could be utilised to enhance the curbing of market abuse activity in the South African financial markets will be made.

The duties of directors in the face of activism

by | Oct 8, 2019 | JCCL, JCCL V2 I2

The duties of directors in the face of activism

Authors Nigel Boardman, Emily Raftos

ISSN: 2521-2575
Affiliations: Partner, Slaughter and May, London; Associate (M&A), Slaughter and May, London
Source: Journal of Corporate and Commercial Law & Practice, The, Volume 2 Issue 2, 2016, p. 1 – 23

Abstract

In recent years, activism has become one of the most widely discussed topics in corporate governance. Much of this discussion centres on the manner in which target companies should respond to activists. Here, opinion is divided: some commentators consider that activists enhance value and that therefore they should be encouraged, while other commentators consider that activists enhance short-term value at the expense of long-term value and that therefore they should be discouraged. At the heart of this debate is an important question regarding the duties of directors: is it the duty of directors to promote the long-term interests of the company over the short-term interests of the company? This article will consider this question. It will be argued that, as a matter of English law, the answer is ‘no’: in discharging their duties, directors are required to consider the long-term interests of the company, but are not necessarily required to promote such interests over short-term interests.