Companies Act, 2004
Act 28 of 2004
- Published in Government Gazette 3362 on 30 December 2004
- Assented to on 19 December 2004
- Commenced on 1 November 2010 by Commencement of the Companies Act, 2004
- [This is the version of this document from 21 July 2023 and includes any amendments published up to 8 May 2024.]
- [Amended by Companies Amendment Act, 2007 (Act 9 of 2007) on 1 November 2010]
- [Amended by Business and Intellectual Property Authority Act, 2016 (Act 8 of 2016) on 16 January 2017]
- [Amended by Abolition of Payment by Cheque Act, 2022 (Act 16 of 2022) on 15 March 2023]
- [Amended by Companies Amendment Act, 2023 (Act 4 of 2023) on 21 July 2023]
Chapter 1
INTERPRETATION AND APPLICATION OF ACT
1. Definitions
2. General application of Act
This Act applies to every company incorporated under this Act, every external company and, save as is otherwise provided in this Act, to every existing company.3. Application of Act restricted
This Act does not apply to -Chapter 2
ADMINISTRATION OF ACT
Part 1 – Registration Office and Registrar
4. Registration Office and register
5. Seal of the Registration Office
[The heading of section 5 in the ARRANGEMENT OF SECTIONS is “Seal of Registration Office”.]There is a seal of the Registration Office and the impression of that seal must be judicially noticed in evidence.6. Appointment of Registrar, Deputy Registrar and delegation of power
7. Exemption from liability
8. Inspection and copies of documents in Registration Office
9. Manner of payment of fees to Registration Office
10. Annual report by Registrar
The Registrar must, in every calendar year, submit to the Board a report containing information concerning the registration of companies of each type, their authorised capitals or numbers of shares, increases in and reductions of capital, prospectuses, windings-up, judicial managements, deregistrations and dissolutions of companies, additional fees collected, prosecutions and convictions under this Act and other matters which the Board may direct.Part 2 – Powers of Court and Procedure
11. Security for costs in legal proceedings by companies and bodies corporate
Where a company or other body corporate is the plaintiff or applicant in any legal proceedings, the Court may at any stage, if it appears by credible testimony that there is reason to believe that the company or body corporate or, if it is being wound up, the liquidator of the company, will be unable to pay the costs of the defendant or respondent if the defence of the latter is successful, require sufficient security to be given for those costs and may stay all proceedings until the security is given.12. Copies of Court orders to be transmitted to Registrar and Master
Where any Court makes any order under this Act in relation to any company, the Registrar of the Court must, without delay, send a copy of the order to the Registrar and if that order relates to the winding-up or judicial management of any company, also a copy to the Master.Part 3 – Regulations and Notices
13. Regulations
14. Prohibition of disclosure of, and exemption from obligation to disclose, certain information
15. Notices amending or adding to Schedules
Part 4 – Standing Advisory Committee
16. ***
[section 16 deleted by Act 8 of 2016]17. ***
[section 17 deleted by Act 8 of 2016]18. ***
[section 18 deleted by Act 8 of 2016]19. ***
[section 19 deleted by Act 8 of 2016]Chapter 3
TYPES AND FORMS OF COMPANIES, CONVERSIONS AND LIMITATIONS ON PARTNERSHIPS AND ASSOCIATIONS
Part 1 – Types of Companies
20. Companies having share capital and companies not having share capital
21. Non-profit associations
22. Meaning of “private company” and cessation of its privileges
23. Incorporation of certain branches of foreign companies and non-profit associations
Part 2 – Conversion of Companies
24. Conversion of public company, having share capital into private company, and vice versa
25. Conversion of company into incorporated non-profit association or company limited by guarantee
With the sanction of a special resolution and on compliance with the requirements of section 28 and the other requirements of this Act in respect of non-profit associations and companies limited by guarantee, any company may convert itself into a non-profit association under section 21 or into a company limited by guarantee, except that a company having a share capital may only so convert itself if its share capital is cancelled.26. Conversion of company limited by guarantee into company having share capital
With the sanction of a special resolution and on compliance with the requirements of section 28 and the other requirements of this Act in respect of companies having a share capital, a company limited by guarantee, excluding a non-profit association under section 21, but including an existing company limited by guarantee having a share capital, may convert itself into a company having a share capital.27. Conversion of unlimited company
28. Notice of intended conversion of company
29. Contents and form of articles on conversion
When the articles of any company are to be altered for the purpose of converting the company into another type or form of company under section 24, 26 or 27, sections 64(2) and 65 in so far as they relate to the contents and form of articles, do, with the necessary changes, apply to the articles of that company.30. Registration of conversion
31. Effect of conversion and alteration of other registers
Part 3 – Conversion of Companies and Close Corporations
32. Conversion of company into close corporation
When a company is converted into a close corporation in terms of the Close Corporations Act, 1988 (Act No. 26 of 1988), the Registrar must, simultaneously with the registration of the founding statement of the close corporation by the Registrar of Close Corporations in terms of that Act, cancel the registration of the memorandum and articles of association of the company concerned.33. Conversion of close corporation into company
34. Effect of conversion of close corporation into a company
Part 4 – Limitations on Partnerships and Associations for Gain
35. Prohibition of associations or partnerships exceeding 20 members and exemption
36. Unregistered associations carrying on business for gain not corporate bodies
No association of persons formed after the commencement of this Act for the purpose of carrying on any business that has for its object the acquisition of gain by the association or by the individual members, is a body corporate, unless it is registered as a company under this Act, or was formed in terms of the repealed Act or any law which was in existence before the repealed Act.Chapter 4
FORMATION, OBJECTS, CAPACITY, POWERS, NAMES, REGISTRATION AND INCORPORATION OF COMPANIES, INCIDENTAL MATTERS AND DEREGISTRATION
Part 1 – Formation, Capacity, Powers and Objects
37. Mode of forming company
Any seven or more persons, where the company to be formed is a public company, or any two or more persons, where the company to be formed is a private company, or any one person, where the company to be formed is a private company with a single member, may, for any lawful purpose, form a company having a share capital or a company limited by guarantee and secure its incorporation by complying with the requirements of this Act in respect of the registration of the memorandum and articles.38. Capacity, powers and objects
39. Ancillary objects and powers of company
40. Dealings between company and other persons
A company or a guarantor of an obligation of a company may not assert against a person dealing with the company or with a person who has acquired any property, rights or interests from the company that -41. No constructive knowledge
A person is not affected by, or deemed to have notice or knowledge of the contents of, the memorandum or articles of, or any other document relating to a company, merely because the memorandum, articles or other document -42. Power as to pre-incorporation contracts
Any contract made in writing by a person professing to act as agent or trustee for a company not yet incorporated is capable of being ratified or adopted by or otherwise made binding upon and enforceable by that company after it has been duly incorporated as if it had been duly incorporated at the time when the contract was made and that contract had been made without its authority, but, the memorandum on its registration, must contain a statement with regard to the ratification or adoption of or the acquisition of rights and obligations in respect of that contract, and that two copies of that contract, one of which must be certified by a notary public, have been lodged with the Registrar together with the lodgement for registration of the memorandum and articles of the company.[The Act uses the spelling “lodgment” instead of “lodgement” in all other provisions.]43. Loans made and security provided by subsidiary
44. No financial assistance to purchase shares of company or holding company
45. Company not to be member of its holding company
46. No division into interests, rights to profits or shares in guarantee companies
Part 2 – Names of Companies
47. Names of companies not to be undesirable
The Registrar must not register a memorandum containing a name for a company to be incorporated if the Registrar reasonably believes that the name is undesirable.48. Reservation of name
49. Registration of shortened form of name or defensive name
50. Change of name and effect
51. Order to change name
52. Provisions as to order to change name
53. Registrar may call for affidavits and shall give reasons for decisions as to names
54. Recourse to Court in matters as to names
Any company or person aggrieved by any decision or order of the Registrar under section 47, 48, 49, 50 or 51 may, within one month after the date of that decision or order, apply to the Court for relief, and the Court has power to consider the merits of that matter, to receive further evidence and to make any appropriate order.55. Formal requirements as to names of companies
56. Use and publication of name by company
57. Improper use of word “Limited” or “Incorporated” an offence
Any person trading or carrying on business under a name or title of which the word “Limited” or “Incorporated” is the last word, commits, unless the entity is incorporated under this Act or any other law, an offence and is liable to a fine which does not exceed N$40 for every day during which the contravention continues.58. Savings provisions regarding certain existing name registrations
[The heading of section 58 in the ARRANGEMENT OF SECTIONS is “Savings regarding certain existing name registrations”.]Any registration before the date of coming into operation of this Part in terms of a provision of the repealed Act of a name, or a translated name, of an existing company, or any shortened form of the name, in a language other than the official language, or of any name, translated name, or shortened form, of a company, containing a word or expression in the other language, is for the purposes of this Act -Part 3 – Memorandum of Association
59. Requirements for memorandum of association
60. Memorandum may contain special conditions and provide for unlimited liability of directors
The memorandum of a company may, in addition to the requirements of section 59 -61. Form and signing of memorandum
Part 4 – Alteration of Memorandum
62. Alteration of memorandum as to special conditions and other provisions
63. Lodgment of altered memorandum
Part 5 – Articles of Association
64. Companies to have articles
65. Form and signing of articles
66. Consolidation of articles
A company may at any time after the registration of its articles, submit to the Registrar a document in the prescribed form, containing a consolidated and full statement of all the articles applying to the company and, on payment of the prescribed fee, the Registrar must, if satisfied that the articles of the company have been truly stated in the consolidated document, endorse on that document a certificate to the effect that the articles stated therein constitute the articles of the company as at the date of the certificate.67. Alteration of articles
Part 6 – Registration, Incorporation and Deregistration
68. Registration of memorandum and articles
69. Memorandum and articles to be in official language
70. Certificate of incorporation and its evidential value
71. Effect of incorporation on company and members
72. Liability of members where membership reduced below minimum
If any public company other than a wholly owned subsidiary carries on business for more than six months while it has less than seven members, every person who is a member of the company during the time that it so carries on business after those six months and is cognisant of the fact that it is so carrying on business, is liable for the payment of the whole of the debts of the company contracted during that time and may be sued for the same without any other member being joined in the action.73. Rights of members to copies of memorandum and articles
74. Cancellation of registration of memorandum and articles
Part 7 – Incidental Matters
75. Issued copies of memorandum or articles to embody alterations
76. Contracts by companies
77. Promissory notes and bills of exchange
A bill of exchange or promissory note is deemed to have been made, accepted or endorsed on behalf of a company if made, accepted or endorsed in the name of or by or on behalf or on account of, the company by any person acting under its authority.78. Service of documents on companies
Any notice, order or other document which by this Act may be or is required to be served on any company, including any external company, may be served by delivering it at or sending it by registered post to the registered office or postal address of the company.79. Arbitration between companies and others
Chapter 5
SHARE CAPITAL, ACQUISITION BY COMPANIES OF OWN SHARES, SHARES, ALLOTMENT AND ISSUE OF SHARES, MEMBERS AND REGISTER OF MEMBERS, DEBENTURES, TRANSFER AND RESTRICTIONS ON OFFERING SHARES FOR SALE
Part 1 – Share Capital
80. Division of share capital into shares having par value or having no par value
The share capital of a company may be divided into shares having a par value or may be constituted by shares having no par value, but, all the ordinary shares or all the preference shares must consist of either the one or the other.81. Company may alter share capital and shares
82. Premiums received on issue of shares to be share capital, and limitation on application thereof
[The heading of section 82 in the ARRANGEMENT OF SECTIONS is “Premiums received on issue of shares to be share capital, and limitation on application”.]83. Proceeds of issue of shares of no par value to be stated capital
84. Effect of conversion of par value share capital into no par value share capital and vice versa
85. Payment of interest out of capital in certain cases
86. Restriction of power to pay commission and discounts
87. Issue of shares of par value at discount
88. Issue price of shares of no par value requiring special resolution
Part 2 – Acquisition by Companies of Own Shares
89. Approval of acquisition of own shares by special resolution
90. Company to be solvent
A company must not make any payment in whatever form to acquire any share issued by the company if there are reasonable grounds for believing that -91. Consequences of acquisition with regard to shares
92. Liability of directors and shareholders under certain circumstances
93. Procedure of acquisition of certain shares by company
94. Enforceability of contracts for acquisition by company of certain shares
95. Subsidiaries may acquire certain shares in holding company
96. Payments to shareholders
Part 3 – Shares and Allotment and Issue
97. Nature of shares and payment for shares
98. Uncertificated securities
99. Register and return as to allotments
100. Certificate of shares or stock
101. Numbering of shares and share certificates
102. Limitation of time for issue of share certificates
103. Validation of irregular creation, allotment or issue of shares
104. Redeemable preference shares
105. Conversion of shares into certain preference shares
If a company has converted any of its shares into preference shares which are, or at the option of the company are liable, to be redeemed, section 104 applies to those preference shares.106. Conversion of shares into stock
107. ***
[section 107 repealed by section 2 of Act 4 of 2023]108. Variation of rights in respect of shares
109. No offer of shares for sale to public without statement
Part 4 – Members and Register of Members
110. Members of a company
111. Trusts in respect of shares
A company is not bound to see to the execution of any trust, whether express, implied or constructive, in respect of any share.112. Register of members
113. Index to register of members
114. Branch registers in foreign countries
115. Provisions as to branch register
116. Register of members to be evidence
The register of members of a company sufficient evidence of any matters directed or authorised to be entered therein by this Act.117. Where register of members to be kept
118. Disposal of closed accounts in register
The parts of the register of members of a company pertaining to persons who have ceased to be members, in whatever manner kept under section 112, may be disposed of after the end of a period of 15 years after those persons have ceased to be members.119. Offences in respect of register of members
Any company which or an agent referred to in section 117 who fails to comply with section 112, 113, 114, 115 or 117, commits an offence and is liable to a fine which does not exceed N$800.120. Inspection of register of members
121. Power to close register of members
A public company may, after giving notice of its intention to do so in the Gazette and in a newspaper circulating in the district in which its registered office is situated, close its register of members, or any part of it relating to holders of any class of shares, for a period or periods not exceeding in the aggregate 60 days in any year.122. Rectification of register of members
122A. Register of beneficial owners
Part 5 – Debentures
123. Creation and issue of debentures
A company, if so authorised by its memorandum or by its articles, may create and issue secured or unsecured debentures.124. Security for debentures
125. Registration of bonds and annexure to bonds and deeds of pledge
126. Debenture itself may be registered
If any debenture is executed before a notary public, it may, subject to section 125(1), be registered in a deeds registry in the same manner as if it were a notarial bond.127. Issue of debentures at different dates and ranking of preference
In any bond or deed of pledge executed in favour of a trustee for debenture holders generally, provision may be made that the debentures thereby secured or to be secured may be issued from time to time and at different dates, as the company may determine, but all those debentures, whenever issued, must rank in preference concurrently with one another as from the date on which the pledge was constituted or the bond was registered.128. Rights of debenture holders
129. Director or officer not to be trustee for debenture holders
A director or officer of a company cannot be a trustee for the holders of debentures of that company.130. Liability of trustee for debenture holders
131. Power to re-issue redeemed debentures in certain cases
132. Debenture to be described as secured or unsecured
A company must not issue a debenture, debenture certificate or prospectus relating to debentures unless the term “debenture” or some other term denoting a debenture used is qualified by the word “secured” or “unsecured”, as the case may be.133. Form of debentures or debenture certificates
134. Register of pledges and bonds
Subject to section 136, every company must keep at its registered office a register of pledges, cessions, notarial bonds, mortgage bonds and notarial debentures and enter in that register all pledges, cessions, notarial bonds, mortgage bonds and notarial debentures affecting property of the company, giving in each case a short description of the property pledged, ceded or bound, the amount of the pledge, cession or bond and the names and addresses of the persons in whose favour any pledge, cession, bond or debenture was executed or to whom any pledge has been delivered.135. Register of debenture holders
Subject to section 136, every company must keep at its registered office a register of debenture holders showing the number of debentures issued and outstanding and whether or not they are payable to bearer and specifying the names and addresses of the holders, other than bearers.136. Registers may be kept where made up
Section 117(2) and (4) relating to the keeping of a register of members and access to that register does, with the necessary changes, apply to the registers required to be kept under sections 134 and 135.137. Inspection of registers and copies and extracts
138. Failure to keep registers
Any company which or any agent referred to in section 117(2), as applied by section 136, who fails to comply with section 134, 135 or 136, commits an offence and is liable to a fine which does not exceed N$800.Part 6 – Forgery of Certificates as to Shares, Debentures and other Securities
139. Forgery, impersonation and unlawful engravings
Any person who -Part 7 – Transfer of Shares and Debentures
140. Registration of transfer of shares or interests
141. Definitions for purpose of transfer of listed shares or interests
In sections 142, 143, 144, 145 and 146, unless the context otherwise indicates -“broker’s transfer form” means the form prescribed and any substantially similar form which is recognised by the law of the country in which the relevant transfer is registered;“company” includes any issuer of a security;“security” means any listed security as defined in section 1 of the Stock Exchanges Control Act, 1985 (Act No. 1 of 1985);“securities transfer form” means the form prescribed and any substantially similar form which is recognised by the law of the country in which the relevant transfer is registered.142. Manner in which securities may be transferred
143. Certification by company that security has been lodged for transfer
144. Duty of company with reference to person under contractual disability
145. Warranty and indemnity by persons lodging documents of transfer
Any person who, for the purposes of the transfer of any security of any company, as principal or agent, lodges with that company any document relating to that transfer, is considered to have warranted that that document is genuine and that he or she, or when he or she is acting as agent, his or her principal jointly and severally with him or her, indemnifies that company against any claim made on it and against any loss or damage suffered by it arising out of a transfer registered by the company of the security referred to in that document.146. Notice of refusal to register transfer and limitation of time for issue of certificates on transfer
147. Disclosure of beneficial interest in securities
Chapter 6
OFFERING OF SHARES AND PROSPECTUS
Part 1 – Interpretation
148. Definitions for purposes of offering of shares and prospectus
Part 2 – Offers to Public
149. Restrictions on offers to public
150. Offers not being offers to public
An offer of shares must not be construed as an offer to the public -151. No offer for subscription to public without prospectus
152. Approval by stock exchange requirement for letters of allocation
153. Rights offers
154. No offer for sale to public without prospectus
155. Application form for shares to be attached to prospectus
Part 3 – Prospectus
156. Matters to be stated in prospectus
157. Statement on face of issued prospectus
158. Consent of person named as director
A person must not be named as a director or proposed director of a company in any prospectus relating to shares of that company unless, at any time prior to the registration of that prospectus -159. Consent by experts and others
160. Contracts and translations to be attached to prospectus
161. Where issue is underwritten
162. Signing, date and date of issue, of prospectus
163. Registration of prospectus
164. Time limit for issue of prospectus
165. Advertisement as to prospectus
166. Waiver of requirements of this Chapter void
Any condition requiring any applicant for shares to waive compliance with any requirements of this Chapter or purporting to affect him or her with notice of any contract, document or matter not specifically referred to in the prospectus, is void.167. Variation of contract mentioned in prospectus
A company must not, within one year after the date of registration of a prospectus, vary or agree to the variation of the terms of a contract referred to in that prospectus unless the variation in specific terms is authorised or ratified by a general meeting of members of the company of which notice has been given on a date not earlier than six months after the date of registration of the prospectus.168. Liability for untrue statements in prospectus
169. Liability of experts and others
170. Offences in respect of untrue statements in prospectus
171. No diminution of liability under any other law or common law
Nothing in this Chapter contained limits or diminishes any liability which any person may incur under this Act apart from this Chapter, or under any other law, or under the common law.Part 4 – Allotment and Acceptance after Offer to Public
172. Time limit as to allotment or acceptance
173. No allotment unless minimum subscription received
174. No allotment or acceptance if application form not attached to prospectus
175. Voidable allotment
176. Minimum interval before allotment or acceptance
177. Conditional allotment if prospectus states shares to be listed by stock exchange
Chapter 7
ADMINISTRATION OF COMPANIES
Part 1 – General
178. Postal address and registered office of company
179. Names of directors to be stated on certain documents of company
180. Certificate to commence business
181. Annual return
182. Annual duty
183. Annual duty payable by external company
184. Enforcement of duty of company to make returns to Registrar
185. Extension of time
Where in terms of this Act anything is to be performed within a specified period of time, the Registrar may in any case, on application to him or her before or after the expiry of that period, and on payment of the prescribed fee, or generally, and on his or her own initiative, extend that period as he or she may deem fit subject to this Act, and where any period has been so extended, any reference in section 186 to that period must be construed as a reference to that period as so extended.186. Additional fees in respect of late submissions or late payment of annual duty
Without derogating from this Act, a company or an external company which has failed within the time prescribed in the relevant provision to lodge any return or other document or to pay any annual duty required under section 99(3), 181, 182, 183, 208(1), 219(3), 224(2) and 284, may lodge that return or other document or pay the annual duty subject to the payment to the Registrar of the prescribed additional fee in respect of each failure.Part 2 – Meetings of Company
187. Annual general meeting
188. General meetings
189. Calling of general meetings on requisition by members
190. Convening of general meetings by Registrar
If all the directors of a company have become incapacitated or have ceased to be directors, the Registrar may, unless the articles of a company make other provision in that behalf, on the application of any member of the company or the legal representative of that member, and on payment of the prescribed fee, call or direct the calling of a general meeting of the company and may give any ancillary or consequential directions which the Registrar considers expedient, including directions modifying or supplementing, in relation to the calling, holding and conduct of the meeting, the operation of the company’s articles, and directions providing for one member or the legal representative of a member or any specified number of members present in person or by proxy to be deemed to constitute a meeting, and any meeting called, held and conducted in accordance with any that direction, is, for all purposes, deemed to be a general meeting of the company duly called, held and conducted.191. General meetings on order of Court
If, for any reason, it is impracticable to call an annual general meeting or other general meeting of a company in any manner in which meetings of that company may be called, or to conduct that meeting in the manner prescribed by the articles of a company or this Act, or if for any other reason the Court thinks fit to do so, it may, either of its own motion or on the application of the Registrar or any director of the company or of any member of the company or the legal representative of that member, order a meeting of the company to be called, held and conducted in any manner which it may direct and may in making an order give ancillary or consequential directions as it thinks expedient, including directions providing for one member or the legal representative of a member or any specified number of members present in person or by proxy to be deemed to constitute a meeting, and any meeting called, held and conducted in accordance with that order, is, for all purposes deemed to be an annual general meeting or a general meeting, as the case may be, of the company duly called, held and conducted.192. Meetings of company with one member
In the case of a company having only one member, that member present in person or by proxy is deemed to constitute a meeting.193. Duty of company to circulate notice of resolutions and statements by members
194. Notice of meetings and resolutions
195. Manner of giving notice
Unless the articles of a company otherwise provide, notice of a meeting of a company must be served on every member of the company in the manner in which notices are required to be served in terms of Table A or Table B of Schedule 1, whichever is applicable to the company.196. Representation of company or other body corporate at certain meetings
197. Representation of members at meetings by proxies
198. Quorum for meetings
Unless the articles of a company provide for a greater number of members entitled to vote to constitute a quorum at meetings of a company, the quorum for those meetings is -199. Chairperson of meetings
Unless the articles of a company otherwise provide, any meeting of the company may elect any member to be the chairperson of the meeting.200. Compulsory adjournment of meetings
Part 3 – Voting Rights and Voting
201. Voting rights of shareholders
202. Voting rights of preference shareholders
203. Determination of voting rights
204. Exceptions as regards voting rights
205. Exercise of voting rights
206. Right to demand poll
Part 4 – Special Resolutions
207. Requirements for special resolutions
208. Registration of special resolutions
209. Alteration of memorandum or articles to pass special resolution
Where this Act permits any company to do anything by special resolution subject to the condition that its memorandum or articles authorises it and its memorandum or articles do not provide for that authority, but do not prohibit it, the company concerned may convene a single meeting for the purpose of -210. Special resolution to lapse unless registered
Any special resolution of which a copy is not lodged with the Registrar and registered within six months from the date of the passing of that resolution lapses and becomes, unless the Court otherwise directs, void.211. Dates on which resolutions take effect
Part 5 – Minutes, Minute Books and Reports of Meetings
212. Keeping of minutes of meetings
213. Validity of proceedings
Where minutes have been made of the proceedings at any general meeting of a company, in accordance with section 212, the meeting is deemed to have been duly held and convened and all proceedings to have been duly had and all appointments of directors, managers, liquidators, auditors and officers are, until the contrary is proved, deemed to be valid.214. Right of members to inspect minute books
215. Publication of reports of meetings
Chapter 8
DIRECTORS
Part 1 – Number and Appointment
216. Number of directors
217. Determination of number of directors and appointment of first directors
Subject to the articles of any company, the number of directors of the company may be determined and the first directors may be appointed in writing by a majority of the subscribers to its memorandum.218. Appointment of directors to be voted on individually
219. Consent to act as director or officer
220. Filling of vacancy where director is disqualified or removed
221. Qualification shares of directors
222. Validity of acts where appointment is defective
The acts of a director of a company are valid notwithstanding any defect that may afterwards be discovered in his or her appointment or qualification.Part 2 – Register of Directors and Officers
223. Register of directors, officers and corporate secretaries
224. Duties of directors and others and of company in respect of register
Part 3 – Disqualifications of Directors
225. Disqualifications of directors
226. Disqualification of directors, officers and others by Court
227. Register of disqualification orders
228. Removal of directors and procedures in that regard
Part 4 – Restrictions on Directors, their Powers and Certain Acts
229. Restriction of power of directors to issue share capital
230. Restriction on issue of shares and debentures to directors
231. Share option plans where director is interested
232. Directors not to deal in options in respect of listed shares and debentures
233. Prohibition of tax free payments to directors
234. Prohibition of loans to, or security in connection with transactions by, directors and managers
235. Payments to directors for loss of office or in connection with arrangements and take-over schemes
236. Disposal of undertaking or greater part of assets of company
Part 5 – Interests of and Dealings by Directors and Others in Shares of Company
237. Definitions for purposes of this Part
For the purposes of this Part -“interest” includes, without derogating from the generality of the word, any option in respect of, any right to subscribe for or any right in or to any shares or debentures;“officer” in relation to a company, includes any employee who would be in possession of any information consequent on his or her immediate relationship with the directors of the company immediately before a public announcement is to be made under section 241;“past director” means a person who has ceased to be a director of the company concerned for a period not exceeding six months;“person” means a person in accordance with whose directions or instructions any of the directors of a company is accustomed to act;“shares and debentures of the company” means the shares and debentures of the company and of its subsidiary.238. Register of interests of directors and others in shares and debentures of company
239. Directors to determine officers for purpose of register
240. Duty of directors and others as to register of interests
241. Offence to deal in shares with inside information before public announcement
Every director, past director, officer or person who has knowledge of any information concerning a transaction or proposed transaction of the company or of the affairs of the company which, if it becomes publicly known, may be expected materially to affect the price of the shares or debentures of the company and who deals in any way to his or her advantage, directly or indirectly, in those shares or debentures while that information has not been publicly announced on a stock exchange or in a newspaper or through the medium of the radio or television, or through other electronic media commits an offence and is liable to a fine which does not exceed N$8 000 or to be imprisoned for a period which does not exceed two years or to both the fine and imprisonment.Part 6 – Interests of Directors and Officers in Contracts
242. Duty of director or officer to disclose interest in contracts
243. Manner of and time for declaration of interest
244. Written resolution where director is interested
Notwithstanding any provision in the articles of a company permitting the taking of a resolution by way of a written resolution signed by directors, no resolution which concerns contracts or proposed contracts referred to in section 242 is valid unless that section and section 243 are complied with.245. Disclosure by interested director or officer acting for company
246. When particulars of interest to be stated in notice of meeting
247. Minuting of declarations of interest
248. Register of interests in contracts of directors and officers and inspection
[The heading of section 248 in the ARRANGEMENT OF SECTIONS is “Register of interests in contracts of directors and officers and its inspection”.]249. Duty of auditor as to register of interests in contracts
The auditor of any company must satisfy himself or herself that the register of interests in contracts has been kept as required by section 248 and that every declaration of interest recorded in that register has been minuted as required by section 247.Part 7 – Proceedings at Meetings of Directors and Managers
250. Keeping of minutes of meetings of directors and managers
251. Validity of proceedings at meetings of directors and managers
Where minutes of the proceedings at any meeting of directors or managers of a company have been kept in accordance with section 250, the meeting is deemed to have been duly held and convened and all proceedings had at that meeting to have been duly had, and all appointments of directors, managers, officers or auditors of the company are deemed to be valid, until the contrary is proved.252. When resolution at adjourned meetings of directors and managers effective
Any resolution passed at an adjourned meeting of directors or managers of a company must for all purposes be treated as having been passed on the date on which it was in fact passed.253. Attendance register of meetings of directors and managers
254. Duty of auditor as to minute books and attendance register
The auditor of a company must satisfy himself or herself that a minute book or books and an attendance register are kept by the company in the form provided for by sections 250 and 253.Part 8 – Indemnity and Relief of, and Offences by, Directors and Others
255. Exemption from or indemnity against liability of directors, officers or auditors
256. Relief of directors and others by Court in certain cases
257. False statements and evidence
258. Falsification of books and records
259. False statement by directors and others
Chapter 9
REMEDIES OF MEMBERS AND INVESTIGATIONS
Part 1 – Relief from Oppression
260. Remedy of member in case of oppressive or unreasonably prejudicial conduct
Part 2 – Inquiry into Membership and Ownership of Shares and Control of Company
261. Power of Registrar to request information concerning shares and members
262. Appointment and powers of inspectors to investigate financial interest in and control of company
263. Power to require information as to interest in shares or debentures
264. Power to impose restrictions on shares or debentures
Part 3 – Investigation into Affairs of Company
265. Inspection of affairs of company on application of members
266. Investigation of affairs of company in other cases
267. Power of inspector to conduct investigation into affairs of related companies
An inspector appointed to investigate the affairs of a company may, if he or she considers it necessary for the purpose, with the approval of the Board, also investigate the affairs of any other company or other body corporate which is or has at any relevant time been the first-mentioned company’s subsidiary or holding company or a subsidiary of its holding company and must in that event report on the affairs of that other company or other body corporate so far as the results of his or her investigation are in his or her opinion relevant to the investigation of the affairs of the first-mentioned company.268. Production of documents and evidence on investigation
269. Report of inspector
270. Proceedings on report of inspector
Part 4 – Matters Incidental to Investigations
271. Expenses of and incidental to investigation of affairs of company
272. Saving in respect of legal practitioners and bankers
273. Report of inspectors to be evidence
A copy of the report of any inspector appointed under this Act is admissible in any legal proceedings as evidence of the opinion of the inspector in relation to any matter contained in the report.Part 5 – Proceedings on Behalf of Companies
274. Initiation of proceedings on behalf of company by member
275. Powers of curator
276. Security for costs by applicant for appointment of curator
The Court may, if it appears that there is reason to believe that the applicant in respect of an application under section 274(3) will be unable to pay the costs of the respondent company if successful in its opposition, require sufficient security to be given for those costs and costs of the provisional curator before a provisional order is made.Chapter 10
AUDITORS
Part 1 – Appointment
277. First appointment of auditor of company
278. Annual appointment of auditor
279. Failure to appoint auditor
280. Board may appoint joint auditor
The Board may at any time, in the case of a company having a share capital, on the application of 100 members or of members holding not less than one-twentieth of the issued share capital, and, in the case of a company not having a share capital, on the application of not less than one-tenth of the members, appoint, at the expense of the company, for any period and at a remuneration which the Registrar may determine, an auditor to act jointly with any other auditor of the company.281. Filling of casual vacancies
Subject to section 288, a casual vacancy in the office of auditor of a company -282. Firm may be appointed auditor
283. Disqualification for appointment as auditor
284. Consent by, and notice, entry and lodging of information pertaining to, auditor
Part 2 – Removal and Resignation of Auditor
285. Removal of auditor appointed by directors or Registrar, and filling of vacancy
286. Removal of auditor and appointment of new auditor
287. Special notice for removal of auditor
288. Resignation of auditor
Part 3 – Rights, Duties and Remuneration
289. Right of auditor to access of books and to be heard at general meetings
An auditor of a company -290. Duties of auditor
The auditor of a company must report to its members in any manner and on any matters which are prescribed by this Act and carry out all other duties imposed on him or her by this Act or any other law.291. Remuneration of auditor
Chapter 11
ACCOUNTING AND DISCLOSURE
Part 1 – Accounting Records
292. Duty of company to keep accounting records
293. Determination of financial year of company
294. Duty to make out annual financial statements and to lay them before annual general meeting
295. Offence to issue incomplete financial statements and circulars
If any financial statements or circulars of a company which are incomplete in any material particular or otherwise do not comply with the requirements of this Act, are issued, circulated or published, the company and every director or officer who is a party to that issue, circulation or publication, commits an offence and is liable to a fine which does not exceed N$1 000 or to be imprisoned for a period which does not exceed three months or to both the fine and imprisonment.Part 2 – Accounting by Holding Companies
296. Obligation to lay group statements before annual general meeting
[The heading of section 296 in the ARRANGEMENT OF SECTIONS is “Obligation to present group statements before annual general meeting”.]297. Group annual financial statements
298. Where annual financial statements are to be consolidated
Consolidated annual financial statements must be made out unless the directors of the company are of the opinion that the required information about the state of affairs, business and profit or loss of the company and its subsidiaries would be presented more effectively and meaningfully in the manner contemplated in section 297(2).299. Where group annual financial statements need not deal with subsidiary
300. Accounting periods of company and subsidiary to be the same
The directors of any subsidiary must, notwithstanding anything to the contrary in this Act or in its articles, cause annual financial statements as required by section 294 to be made out so as to cover an accounting period or accounting periods ending on the same date or dates as the period or periods covered by the annual financial statements of its holding company or holding companies.301. Duty of auditor to report on decisions of directors on group annual financial statements
In every case where the directors of a holding company have decided not to make out consolidated annual financial statements under section 298, or not to deal with any subsidiary in group annual financial statements under section 299(1), the auditor of the holding company must report to the members of the company on that decision of the directors.Part 3 – Disclosure of Certain Matters in Financial Statements and Further Requirements
302. Disclosure of loans to and security for benefit of directors and managers
303. Disclosure of loans made to and security provided for benefit of directors or managers before their appointment
304. Disclosure of emoluments and pensions of directors
305. Approval and signing of financial statements
306. Duty of company to send annual financial statements to members and Registrar
307. Report of directors
Part 4 – Duties of Auditor as to Annual Financial Statements
308. Duties of auditor as to annual financial statements and other matters
It is the duty of the auditor of a company -309. Report of auditor
Part 5 – Interim Accounting
310. Half-yearly interim reports
311. Provisional annual financial statements
312. Form and contents of interim report and provisional annual financial statements
313. Copies of interim report and provisional annual financial statements to be lodged with Registrar
Every company which issues an interim report or provisional annual financial statements must, within seven days from the date of issue and on the prescribed form, lodge a copy of that interim report or provisional annual financial statements with the Registrar.314. Registrar may grant exemptions and extensions of time
315. Offences under sections 310 to 313, inclusive
Any company which fails to comply with any requirement of section 310, 311, 312 or 313 and any director of a company who fails to take all reasonable steps to secure compliance with that requirement, commits an offence and is liable to a fine which does not exceed N$2 000 or to be imprisoned for a period which does not exceed six months or to both the fine and imprisonment.Part 6 – Right of Members and Others to Copies of Annual Financial Statements and Interim Reports
316. Right of members and others to copies of annual financial statements and interim reports
Chapter 12
COMPROMISE, ARRANGEMENT AND AMALGAMATION
317. Compromise and arrangement between company, its members and creditors
318. Information as to compromises and arrangements
319. Provisions facilitating reconstruction or amalgamation
320. Take-over offers
321. Contents of take-over statement by offeror
322. Duty of directors of offeree company to furnish take-over statement
323. Contents of take-over statement by directors of offeree company
Any take-over statement by the directors of the offeree company must contain at least the following information -324. Statement by the directors of offeree company in case of counter bid
Notwithstanding section 320(2)(b), a take-over offer may be made without there being annexed to it a take-over statement by the directors of the offeree company, if it is made while another take-over offer made by another offeror is open and available for acceptance, but, the directors of the offeree company must, within 14 days of the making of that offer, deliver to the offeror a take-over statement in terms of section 323 and the offeror must as soon as possible issue copies of that take-over statement to the shareholders of the offeree company and lodge, in the prescribed form, a copy of that statement with the Registrar.325. Requirements for take-over offer may be waived
If all the shareholders of shares of an offeree company involved in a take-over scheme consent in writing the requirements of this Act in regard to take-over offers may be waived.326. Liability and offences in regard to take-over offers
327. Power to acquire shares of minority in take-over scheme
Chapter 13
EXTERNAL COMPANIES
Part 1 – Registration
328. Registration of memorandum of external company
329. Effect of registration of memorandum of external company
330. Power of external company to own immovable property in Namibia
Part 2 – Administrative and Other Duties of External Companies
331. External company to have auditor
332. External company to have person authorised to accept service
333. Register of directors and managers and secretaries and power of Registrar to request particulars
334. Changes in memorandum of external company
If any alteration is made in the memorandum of an external company, the company must, within three months of that alteration, lodge, on the prescribed form, with the Registrar for registration, a certified copy of the instrument showing the alteration, and if the instrument is in a language other than the official language, a certified translation of it in the official language.335. External company to keep accounting records and lodge annual financial statements and interim report
336. External companies to lodge annual return
337. Further administrative duties of external company
338. Deregistration of external company
339. Offences in respect of external companies
340. Transfer of undertaking of external company and exemption from transfer duty under scheme
341. Registration of external companies as companies in Namibia
Chapter 14
WINDING-UP OF COMPANIES
Part 1 – General
342. Definitions for purposes of winding-up of companies
In this Chapter, unless the context otherwise indicates -“company” includes a company, external company and any other body corporate;“contributory”, in relation to a company limited by guarantee, means any person who has undertaken to contribute to the assets of the company in terms of section 59(3)(b) in the event of its being wound up and, in relation to any company which is unable to pay its debts and is being wound up by the Court or by a creditors’ voluntary winding-up, includes any person who is liable to contribute to the costs, charges and expenses of the winding-up of the company.343. Application of repealed Act, where winding-up has already commenced
[The heading of section 343 in the ARRANGEMENT OF SECTIONS is “Application of Companies Act, 1926, where winding-up has already commenced”.]The provisions of this Act relating to the winding-up of a company do not apply to any company whose winding-up was commenced before the coming into operation of this Act, and the winding-up of such a company must be continued under the relevant provisions of the repealed Act.344. Law of insolvency to apply with the necessary changes
In the winding-up of a company unable to pay its debts the law relating to insolvency must, in so far as it is applicable, with the necessary changes, be applied in respect of any matter not specially provided for by this Act.345. Voidable and undue preferences
346. Dispositions and share transfers after winding-up void
347. Application of assets and costs of winding-up
348. Modes of winding-up
Part 2 – Winding-up by Court
349. Circumstances in which company may be wound up by Court
A company may be wound up by the Court if -350. When company is deemed unable to pay debts
351. Application for winding-up of company
352. Power of Court in hearing application
353. Commencement of winding-up by Court
A winding-up of a company by the Court is deemed to commence at the time of the presentation to the Court of the application for the winding-up.Part 3 – Voluntary Winding-up
354. Circumstances under which company may be wound up voluntarily
A company, not being an external company, may be wound up voluntarily if the company has by special resolution resolved that it be so wound up.355. Voluntary winding-up of members and security
356. Voluntary winding-up of creditors
357. Commencement of voluntary winding-up
358. Effect of voluntary winding-up on status of company and on directors
Part 4 – General Provisions Affecting all Windings-up
359. Court may stay or set aside winding-up
[The heading of section 359 in the ARRANGEMENT OF SECTIONS is “Court may stay aside winding-up”.]360. Notice to creditors or members in review by Court in winding-up
In any review by the Court of any matter under the winding-up of a company where the general body of creditors, members or contributories is affected, notice to the liquidator must be considered as notice to them.361. Notice of winding-up of company
362. Notice of winding-up to certain officials and their duties
363. Stay of legal proceedings before winding-up order granted
At any time after the presentation of an application for winding-up and before a winding-up order has been made, the company concerned or any creditor or member may -364. Legal proceedings suspended and attachments void
365. Inspection of records of company being wound up
366. Custody of or control over, and vesting of property of, company
[The heading of section 366 in the ARRANGEMENT OF SECTIONS has no commas: “Custody of or control over and vesting of property of company”.]367. Court may order directors and others to deliver property to liquidator or to pay into bank
368. Directors and others to submit statement of affairs
369. Change of address of directors and secretaries to be given to liquidator
370. Master to summon first meetings of creditors and members and purpose thereof
[The heading of section 370 in the ARRANGEMENT OF SECTIONS is “Master to summon first meetings of creditors and members and purpose”.]371. Offences in securing nomination as liquidator
Any person who gives or agrees or offers to give to any member, creditor or contributory of a company any reward with a view to securing his or her own nomination or appointment or to securing or preventing the nomination or appointment of any person as the company’s liquidator commits an offence and is liable to the penalties provided for in the Anti-Corruption Act, 2003 (Act No. 8 of 2003).372. Restriction on voting at meetings
373. Claims and proof of claims
Part 5 – Liquidators
374. Appointment of liquidator
For the purpose of conducting the proceedings in a winding-up of a company the Master must appoint a liquidator or liquidators in accordance with this Part.375. Appointment of provisional liquidator
As soon as a winding-up order has been made in relation to a company, or a special resolution for a voluntary winding-up of a company has been registered in terms of section 208, the Master may appoint any suitable person as provisional liquidator of the company concerned, who must give security to the satisfaction of the Master for the proper performance of his or her duties as provisional liquidator and who holds office until the appointment of a liquidator.376. Determination of person to be appointed liquidator
377. Master may decline to appoint nominated person as liquidator
378. Remedy of aggrieved persons
379. Persons disqualified from appointment as liquidator
380. Persons disqualified by Court from being appointed or acting as liquidators
The Court may, on the application of any interested person, declare any person proposed to be appointed or appointed as liquidator, to be disqualified from holding office, and, if he or she has been appointed, remove him or her from office, and declare him or her for a period which it determines, of being appointed as a liquidator under this Act -381. Master may appoint co-liquidator at any time
If the Master considers it desirable he or she may appoint any person not disqualified from holding the office of liquidator and who has given security to the Master’s satisfaction, as a co-liquidator with the liquidator or liquidators of the company concerned.382. Appointment, commencement of office and validity of acts of liquidator
383. Title of liquidator
A liquidator must be described as the liquidator of the particular company in respect of which he or she has been appointed, and not by his or her individual name.384. Filling of vacancies
385. Leave of absence or resignation of liquidator
386. Removal of liquidator by Master and by Court
387. Control of Master over liquidators
388. Plurality of liquidators, liability and disagreement
389. Cost and reduction of security by liquidator
390. Remuneration of liquidator
391. Certificate of completion of duties by liquidator and cancellation of security
Part 6 – Powers of Liquidators
392. General powers
393. Power of liquidator in winding-up by Court
394. Court may determine questions in voluntary winding-up
395. Exercise of power to make arrangement and the binding of dissentient creditors
396. Power of liquidator in voluntary winding-up to accept shares for assets of company
Part 7 – Duties of Liquidators
397. General duties
A liquidator in any winding-up must, as soon as is reasonably possible -398. Duty of liquidator to give information to Master
Every liquidator must give the Master any relevant information and access to and facilities for inspecting the books and documents of the company and generally any aid which may be requisite for enabling the Master to perform his or her duties under this Act.399. Duty of liquidator to keep records and inspection
[The heading of section 399 in the ARRANGEMENT OF SECTIONS is “Duty of liquidator to keep records and inspection of records”.]400. Banking accounts and investments
401. Duties of liquidator as to contributories
402. Notices to contributories and objections
403. Recovery of contributions and nature of liability
404. Adjustment of rights of contributories
The liquidator must adjust the rights of the contributories among themselves, and distribute any surplus among the persons entitled to the surplus.405. Evidence as to contributions and contributories
406. Duty of liquidator to expose offences and to report
407. Prosecutor-General may make application to Court for disqualification of director
If the Prosecutor-General, on receipt of the report referred to in section 406(4) and after any further enquiry, is satisfied that there are grounds for an application to the Court for an order in terms of section 226, the Prosecutor-General may make that application to the Court.408. Duty of liquidator to present report to creditors and contributories
Except in the case of a members’ voluntary winding-up, a liquidator must, as soon as practicable and, except with the consent of the Master, not later than three months after the date of his or her appointment, submit to a general meeting of creditors and contributories of the company concerned a report as to the following matters -409. Duty of liquidator to file liquidation and distribution account
410. Master may grant extension of time for lodging account
411. Failure of liquidator to lodge account or to perform duties
412. Places for and periods of inspection of account
413. Objections to account
414. Confirmation of account
415. Distribution of estate
416. Duty of liquidator as to receipts and unpaid dividends
417. Payment of money deposited with Master
Any person claiming to be entitled to any money deposited with the Master by a liquidator under this Act may apply to the Master for payment, and the Master may, on a certificate by the liquidator or on other sufficient evidence that the person claiming the payment is entitled to the money, pay the amount in question to the person concerned.Part 8 – Meetings in Winding-up
418. Meetings of creditors and members and voting at meetings of creditors
419. Meetings to ascertain wishes of creditors and others
Where by this Act the Court is authorised, in relation to a winding-up, to have regard to the wishes of creditors, members or contributories -420. Duty of directors and officers to attend meetings
421. Examination of directors and others at meetings
422. Application of Insolvency Act, 1936
Part 9 – Examination of Persons in Winding-up
423. Summoning and examination of persons as to affairs of company
424. Examination by commissioners
Part 10 – Dissolution of Companies and other Bodies Corporate
425. Dissolution
426. Court may declare dissolution void
When a company has been dissolved, the Court may at any time on an application by the liquidator of the company, or by any other person who appears to the Court to have an interest, make an order, on terms which the Court considers appropriate, declaring the dissolution to have been void, and any proceedings may be taken against the company as might have been taken if the company had not been dissolved.427. Registrar to keep register of directors of dissolved companies
428. Disposal of records of dissolved company
Part 11 – Personal Liability of Delinquent Directors and Others and Offences
429. Delinquent directors and others to restore property and to compensate the company
430. Liability of directors and others for fraudulent conduct of business
431. Application of criminal provisions of the law relating to insolvency
If any person who is or was a director or officer of a company in respect of which a winding-up order has been granted, whether or not that order has been discharged or confirmed under this Act, and which is or was unable to pay its debts, has committed any act or made any omission in relation to any assets, books, records, documents, business or the affairs of that company, which act or omission, if that act had been committed or that omission had been made by a person whose estate was sequestrated on the date on which the winding-up of that company commenced, in relation to his or her assets, books, documents, business or affairs, or those of his estate, would have constituted an offence under the law relating to insolvency, that past or present director or officer commits that offence and liable on conviction to the penalties provided for in the law relating to insolvency, and the law relating to insolvency does, with the necessary changes, apply in respect of that act or omission, the method of establishing the same, and that past or present director or officer charged with the same.432. Private prosecution of directors and others
Chapter 15
JUDICIAL MANAGEMENT
433. Circumstances in which company may be placed under judicial management
434. Provisional judicial management order
435. Custody of property and appointment of provisional judicial manager
On the granting of a provisional judicial management order -436. Duties of provisional judicial manager
A provisional judicial manager must -437. Purpose of meetings convened under section 435(b)(ii)
438. Return day of provisional order of judicial management and powers of Court
439. Duties of final judicial manager
A judicial manager must, subject to the memorandum and articles of the company concerned in so far as they are not inconsistent with any direction contained in the relevant judicial management order -440. Application of assets during judicial management
441. Remuneration of provisional judicial manager or judicial manager
442. Pre-judicial management creditors may consent to preference
443. Voidable and undue preferences in judicial management
444. Period of judicial management to be discounted in determining preference under mortgage bond
The time during which any company being a mortgage debtor in respect of any mortgage bond, is subject to a judicial management order, must be excluded in the calculation of any period of time for the purpose of determining whether that mortgage bond confers any preference in terms of section 88 of the Insolvency Act, 1936 (Act No. 24 of 1936), as applied to the winding-up of companies by this Act.445. Position of auditor in judicial management
Notwithstanding the granting of a judicial management order in respect of any company and for so long as the order is in force, the provisions of this Act relating to the appointment and reappointment of an auditor and the rights and duties of an auditor continue to apply as if any reference in those provisions to the directors of the company were a reference to the judicial manager.446. Application to judicial management of certain provisions of winding-up
447. Cancellation of judicial management order
Chapter 16
TRANSITIONAL AND MISCELLANEOUS PROVISIONS
448. Preservation of rights of existing companies
449. Transitional provisions as to unlimited companies and partly paid-up shares
[In the ARRANGEMENT OF SECTIONS, the word “paid-up” in the heading of section 449 is spelt without a hyphen.]450. Regulations under repealed Act relating to winding-up and judicial management
Regulations made under the repealed Act relating to the winding-up and judicial management of companies, including former rules not repealed by regulation 26 of the Regulations in terms of section 15 of the repealed Act, for the Winding-up and Judicial Management of Companies, promulgated by GN No R. 2490 of 28 December 1973 and which have in terms of section 16(1) of the repealed Act been deemed to have been made under section 15 of that Act, as they exist immediately prior to the coming into operation of this section, must notwithstanding section 451 remain in force and are deemed to be regulations made under section 13 of this Act.Chapter 17
REPEAL OF LAWS AND COMMENCEMENT OF ACT
451. Repeal of laws
452. Short title and commencement
History of this document
21 July 2023 this version
Amended by
Companies Amendment Act, 2023
15 March 2023
16 January 2017
01 November 2010
Amended by
Companies Amendment Act, 2007
Commenced by
Commencement of the Companies Act, 2004
30 December 2004
19 December 2004
Assented to
Subsidiary legislation
Title | Numbered title |
---|---|
Amendment of Companies Administrative Regulations: Companies Act, 2004 | Government Notice 310 of 2017 |
Companies Administrative Regulations, 2010 | Government Notice 173 of 2010 |
Cited documents 17
Legislation 17
- Administration of Estates Act, 1965
- Anti-Corruption Act, 2003
- Banking Institutions Act, 1998
- Building Societies Act, 1986
- Business and Intellectual Property Authority Act, 2016
- Close Corporations Act, 1988
- Financial Intelligence Act, 2012
- Insolvency Act, 1936
- Long-term Insurance Act, 1998
- Married Persons Equality Act, 1996
- Merchant Shipping Act, 1951
- Merchant Shipping Amendment Act, 1989
- Pension Funds Act, 1956
- Public Accountants’ and Auditors’ Act, 1951
- Public Service Act, 1995
- Stock Exchanges Control Act, 1985
- Unit Trusts Control Act, 1981
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- Namibia Government Gazette dated 2016-05-11 number 6003
- Namibia Government Gazette dated 2016-05-13 number 6005
- Namibia Government Gazette dated 2016-07-13 number 6070
- Namibia Government Gazette dated 2016-08-22 number 6100
- Namibia Government Gazette dated 2016-08-25 number 6105
- Namibia Government Gazette dated 2016-09-01 number 6113
- Namibia Government Gazette dated 2016-09-27 number 6133
- Namibia Government Gazette dated 2016-10-27 number 6157
- Namibia Government Gazette dated 2016-11-25 number 6179
- Namibia Government Gazette dated 2016-12-15 number 6196
- Namibia Government Gazette dated 2016-12-21 number 6202
- Namibia Government Gazette dated 2017-01-24 number 6221
- Namibia Government Gazette dated 2017-01-30 number 6225
- Namibia Government Gazette dated 2017-02-24 number 6248
- Namibia Government Gazette dated 2017-03-23 number 6269
- Namibia Government Gazette dated 2017-03-24 number 6272
- Namibia Government Gazette dated 2017-04-13 number 6286
- Namibia Government Gazette dated 2017-04-28 number 6300
- Namibia Government Gazette dated 2017-05-12 number 6305
- Namibia Government Gazette dated 2017-05-12 number 6306
- Namibia Government Gazette dated 2017-06-15 number 6331
- Namibia Government Gazette dated 2017-06-23 number 6341
- Namibia Government Gazette dated 2017-07-07 number 6355
- Namibia Government Gazette dated 2017-07-28 number 6369
- Namibia Government Gazette dated 2017-07-28 number 6370
- Namibia Government Gazette dated 2017-08-18 number 6386
- Namibia Government Gazette dated 2017-08-30 number 6394
- Namibia Government Gazette dated 2017-09-27 number 6420
- Namibia Government Gazette dated 2017-10-03 number 6433
- Namibia Government Gazette dated 2017-10-06 number 6436
- Namibia Government Gazette dated 2017-10-13 number 6439
- Namibia Government Gazette dated 2017-10-20 number 6447
- Namibia Government Gazette dated 2017-11-07 number 6464
- Namibia Government Gazette dated 2017-11-15 number 6469
- Namibia Government Gazette dated 2017-11-23 number 6475
- Namibia Government Gazette dated 2017-12-01 number 6482
- Namibia Government Gazette dated 2017-12-29 number 6500
- Namibia Government Gazette dated 2017-12-29 number 6503
- Namibia Government Gazette dated 2018-01-22 number 6514
- Namibia Government Gazette dated 2018-01-31 number 6521
- Namibia Government Gazette dated 2018-02-23 number 6533
- Namibia Government Gazette dated 2018-03-09 number 6542
- Namibia Government Gazette dated 2018-03-16 number 6548
- Namibia Government Gazette dated 2018-03-19 number 6549
- Namibia Government Gazette dated 2018-03-29 number 6559
- Namibia Government Gazette dated 2018-04-13 number 6568
- Namibia Government Gazette dated 2018-04-20 number 6577
- Namibia Government Gazette dated 2018-04-27 number 6581
- Namibia Government Gazette dated 2018-05-11 number 6592
- Namibia Government Gazette dated 2018-05-15 number 6595
- Namibia Government Gazette dated 2018-05-18 number 6597
- Namibia Government Gazette dated 2018-05-24 number 6601
- Namibia Government Gazette dated 2018-05-30 number 6606
- Namibia Government Gazette dated 2018-06-01 number 6617
- Namibia Government Gazette dated 2018-06-29 number 6640
- Namibia Government Gazette dated 2018-07-06 number 6642
- Namibia Government Gazette dated 2018-07-23 number 6657
- Namibia Government Gazette dated 2018-07-31 number 6664
- Namibia Government Gazette dated 2018-08-08 number 6675
- Namibia Government Gazette dated 2018-08-10 number 6679
- Namibia Government Gazette dated 2018-08-17 number 6683
- Namibia Government Gazette dated 2018-08-31 number 6697
- Namibia Government Gazette dated 2018-09-06 number 6700
- Namibia Government Gazette dated 2018-09-28 number 6720
- Namibia Government Gazette dated 2018-11-05 number 6759
- Namibia Government Gazette dated 2018-11-05 number 6760
- Namibia Government Gazette dated 2018-11-09 number 6764
- Namibia Government Gazette dated 2018-11-29 number 6780
- Namibia Government Gazette dated 2018-12-13 number 6792
- Namibia Government Gazette dated 2018-12-13 number 6793
- Namibia Government Gazette dated 2018-12-24 number 6801
- Namibia Government Gazette dated 2019-01-25 number 6828
- Namibia Government Gazette dated 2019-01-31 number 6831
- Namibia Government Gazette dated 2019-03-15 number 6857
- Namibia Government Gazette dated 2019-04-26 number 6887
- Namibia Government Gazette dated 2019-04-30 number 6891
- Namibia Government Gazette dated 2019-05-17 number 6907
- Namibia Government Gazette dated 2019-05-31 number 6919
- Namibia Government Gazette dated 2019-06-07 number 6930
- Namibia Government Gazette dated 2019-06-14 number 6932
- Namibia Government Gazette dated 2019-06-21 number 6938
- Namibia Government Gazette dated 2019-06-21 number 6940
- Namibia Government Gazette dated 2019-07-05 number 6948
- Namibia Government Gazette dated 2019-07-12 number 6951
- Namibia Government Gazette dated 2019-07-16 number 6955
- Namibia Government Gazette dated 2019-07-31 number 6963
- Namibia Government Gazette dated 2019-08-16 number 6976
- Namibia Government Gazette dated 2019-08-23 number 6978
- Namibia Government Gazette dated 2019-08-27 number 6979
- Namibia Government Gazette dated 2019-09-13 number 6995
- Namibia Government Gazette dated 2019-09-17 number 6998
- Namibia Government Gazette dated 2019-09-20 number 7002
- Namibia Government Gazette dated 2019-10-11 number 7017
- Namibia Government Gazette dated 2019-10-18 number 7026
- Namibia Government Gazette dated 2019-10-31 number 7030
- Namibia Government Gazette dated 2019-11-15 number 7049
- Namibia Government Gazette dated 2019-11-15 number 7051
- Namibia Government Gazette dated 2019-11-21 number 7057
- Namibia Government Gazette dated 2019-11-29 number 7066
- Namibia Government Gazette dated 2019-12-13 number 7076
- Namibia Government Gazette dated 2019-12-16 number 7078
- Namibia Government Gazette dated 2019-12-20 number 7082
- Namibia Government Gazette dated 2020-01-09 number 7093
- Namibia Government Gazette dated 2020-01-24 number 7101
- Namibia Government Gazette dated 2020-01-31 number 7107
- Namibia Government Gazette dated 2020-02-04 number 7109
- Namibia Government Gazette dated 2020-02-07 number 7113
- Namibia Government Gazette dated 2020-02-21 number 7127
- Namibia Government Gazette dated 2020-03-13 number 7141
- Namibia Government Gazette dated 2020-03-16 number 7144
- Namibia Government Gazette dated 2020-04-24 number 7192
- Namibia Government Gazette dated 2020-05-06 number 7205
- Namibia Government Gazette dated 2020-05-29 number 7223
- Namibia Government Gazette dated 2020-06-05 number 7230
- Namibia Government Gazette dated 2020-06-05 number 7231
- Namibia Government Gazette dated 2020-06-19 number 7246
- Namibia Government Gazette dated 2020-07-17 number 7279
- Namibia Government Gazette dated 2020-07-27 number 7287
- Namibia Government Gazette dated 2020-08-07 number 7303
- Namibia Government Gazette dated 2020-08-21 number 7314
- Namibia Government Gazette dated 2020-08-21 number 7315
- Namibia Government Gazette dated 2020-08-28 number 7319
- Namibia Government Gazette dated 2020-09-11 number 7331
- Namibia Government Gazette dated 2020-09-18 number 7339
- Namibia Government Gazette dated 2020-09-30 number 7348
- Namibia Government Gazette dated 2020-10-02 number 7351
- Namibia Government Gazette dated 2020-10-02 number 7352
- Namibia Government Gazette dated 2020-10-09 number 7358
- Namibia Government Gazette dated 2020-10-30 number 7375
- Namibia Government Gazette dated 2020-11-13 number 7387
- Namibia Government Gazette dated 2020-11-16 number 7390
- Namibia Government Gazette dated 2020-11-20 number 7397
- Namibia Government Gazette dated 2020-11-20 number 7398
- Namibia Government Gazette dated 2020-12-11 number 7417
- Namibia Government Gazette dated 2020-12-23 number 7427
- Namibia Government Gazette dated 2021-01-22 number 7441
- Namibia Government Gazette dated 2021-01-29 number 7444
- Namibia Government Gazette dated 2021-02-05 number 7454
- Namibia Government Gazette dated 2021-02-11 number 7457
- Namibia Government Gazette dated 2021-02-12 number 7458
- Namibia Government Gazette dated 2021-02-26 number 7469
- Namibia Government Gazette dated 2021-03-05 number 7477
- Namibia Government Gazette dated 2021-03-12 number 7480
- Namibia Government Gazette dated 2021-04-01 number 7498
- Namibia Government Gazette dated 2021-04-09 number 7504
- Namibia Government Gazette dated 2021-04-16 number 7508
- Namibia Government Gazette dated 2021-04-23 number 7514
- Namibia Government Gazette dated 2021-04-23 number 7516
- Namibia Government Gazette dated 2021-04-30 number 7523
- Namibia Government Gazette dated 2021-05-07 number 7530
- Namibia Government Gazette dated 2021-05-14 number 7537
- Namibia Government Gazette dated 2021-05-24 number 7541
- Namibia Government Gazette dated 2021-05-28 number 7543
- Namibia Government Gazette dated 2021-06-25 number 7562
- Namibia Government Gazette dated 2021-06-30 number 7566
- Namibia Government Gazette dated 2021-08-13 number 7603
- Namibia Government Gazette dated 2021-08-17 number 7605
- Namibia Government Gazette dated 2021-08-20 number 7607
- Namibia Government Gazette dated 2021-08-27 number 7612
- Namibia Government Gazette dated 2021-09-10 number 7632
- Namibia Government Gazette dated 2021-09-15 number 7635
- Namibia Government Gazette dated 2021-09-17 number 7639
- Namibia Government Gazette dated 2021-09-24 number 7643
- Namibia Government Gazette dated 2021-10-01 number 7645
- Namibia Government Gazette dated 2021-10-08 number 7655
- Namibia Government Gazette dated 2021-10-29 number 7672
- Namibia Government Gazette dated 2021-11-03 number 7676
- Namibia Government Gazette dated 2021-12-03 number 7699
- Namibia Government Gazette dated 2021-12-17 number 7707
- Namibia Government Gazette dated 2021-12-20 number 7709
- Namibia Government Gazette dated 2021-12-22 number 7713
- Namibia Government Gazette dated 2022-01-21 number 7728
- Namibia Government Gazette dated 2022-02-17 number 7750
- Namibia Government Gazette dated 2022-02-18 number 7752
- Namibia Government Gazette dated 2022-02-28 number 7757
- Namibia Government Gazette dated 2022-03-04 number 7760
- Namibia Government Gazette dated 2022-03-09 number 7762
- Namibia Government Gazette dated 2022-03-11 number 7763
- Namibia Government Gazette dated 2022-04-01 number 7777
- Namibia Government Gazette dated 2022-04-08 number 7783
- Namibia Government Gazette dated 2022-04-21 number 7790
- Namibia Government Gazette dated 2022-04-22 number 7791
- Namibia Government Gazette dated 2022-05-20 number 7810
- Namibia Government Gazette dated 2022-05-27 number 7813
- Namibia Government Gazette dated 2022-06-10 number 7823
- Namibia Government Gazette dated 2022-06-24 number 7840
- Namibia Government Gazette dated 2022-07-01 number 7844
- Namibia Government Gazette dated 2022-07-15 number 7856
- Namibia Government Gazette dated 2022-07-22 number 7858
- Namibia Government Gazette dated 2022-07-28 number 7864
- Namibia Government Gazette dated 2022-07-28 number 7865
- Namibia Government Gazette dated 2022-08-02 number 7871
- Namibia Government Gazette dated 2022-08-05 number 7873
- Namibia Government Gazette dated 2022-08-08 number 7874
- Namibia Government Gazette dated 2022-08-12 number 7877
- Namibia Government Gazette dated 2022-08-15 number 7879
- Namibia Government Gazette dated 2022-08-25 number 7885
- Namibia Government Gazette dated 2022-09-16 number 7906
- Namibia Government Gazette dated 2022-09-28 number 7913
- Namibia Government Gazette dated 2022-09-30 number 7919
- Namibia Government Gazette dated 2022-10-07 number 7924
- Namibia Government Gazette dated 2022-10-26 number 7937
- Namibia Government Gazette dated 2022-10-28 number 7940
- Namibia Government Gazette dated 2022-11-18 number 7958
- Namibia Government Gazette dated 2022-11-25 number 7963
- Namibia Government Gazette dated 2022-12-02 number 7970
- Namibia Government Gazette dated 2022-12-09 number 7975
- Namibia Government Gazette dated 2022-12-09 number 7976
- Namibia Government Gazette dated 2022-12-16 number 7980
- Namibia Government Gazette dated 2022-12-30 number 7995
- Namibia Government Gazette dated 2023-01-27 number 8016
- Namibia Government Gazette dated 2023-01-30 number 8018
- Namibia Government Gazette dated 2023-02-03 number 8023
- Namibia Government Gazette dated 2023-02-07 number 8026
- Namibia Government Gazette dated 2023-02-10 number 8030
- Namibia Government Gazette dated 2023-02-17 number 8032
- Namibia Government Gazette dated 2023-02-24 number 8034
- Namibia Government Gazette dated 2023-07-27 number 8155
- Namibia Government Gazette dated 2023-07-28 number 8156
- Namibia Government Gazette dated 2023-08-04 number 8166
- Namibia Government Gazette dated 2023-08-04 number 8168
- Namibia Government Gazette dated 2023-09-08 number 8210
- Namibia Government Gazette dated 2023-09-13 number 8211
- Namibia Government Gazette dated 2023-09-15 number 8216
- Namibia Government Gazette dated 2023-09-29 number 8226
- Namibia Government Gazette dated 2023-10-06 number 8230
- Namibia Government Gazette dated 2023-10-13 number 8234
- Namibia Government Gazette dated 2023-10-20 number 8238
- Namibia Government Gazette dated 2023-11-03 number 8250
- Namibia Government Gazette dated 2023-11-10 number 8255
- Namibia Government Gazette dated 2023-11-29 number 8266
- Namibia Government Gazette dated 2023-12-08 number 8273
- Namibia Government Gazette dated 2023-12-15 number 8278
- Namibia Government Gazette dated 2024-01-29 number 8296
- Namibia Government Gazette dated 2024-02-02 number 8300
- Namibia Government Gazette dated 2024-02-16 number 8310
- Namibia Government Gazette dated 2024-03-08 number 8324
- Namibia Government Gazette dated 2024-03-15 number 8330
- Namibia Government Gazette dated 2024-03-20 number 8333
- Namibia Government Gazette dated 2024-04-05 number 8340
- Namibia Government Gazette dated 2024-04-12 number 8345
- Namibia Government Gazette dated 2024-04-19 number 8352
Judgment 82
- Afrihost Trading Group (Pty) Ltd v Montgomery and Others (HC-MD-CIV-MOT-GEN-2021/00484) [2023] NAHCMD 172 (5 April 2023)
- Alex Kamwi and Company Incorporated and Another v Government of Republic of Namibia and Others (31 of 2013) [2013] NALCMD 380 (20 December 2013)
- Arcetype Project Consultants Close Corporation v Pondola Women Trading CC and Others (HC-MD-CIV-ACT-CON-2022/01972) [2023] NAHCMD 690 (1 November 2023)
- August 26 Holdings (Pty) Ltd and Others v Broad–Based Network and Others (HC-MD-CIV-ACT-CON- 4219 of 2020) [2022] NAHCMD 249 (18 May 2022)
- Bank Windhoek Limited v Namibia Star CC and Others (HC-MD-CIV-MOT-GEN 193 of 2019; HC-MD-CIV-MOT-GEN 194 of 2019; HC-MD-CIV-MOT-GEN 195 of 2019; HC-MD-CIV-MOT-GEN 196 of 2019) [2023] NAHCMD 63 (17 February 2023)
- Bank of Namibia v Small & Medium Enterprises Bank Limited and Others (1) (22 of 2017) [2017] NAHCMD 184 (7 July 2017)
- Bank of Namibia v Small & Medium Enterprises Bank Limited and Others (3) (22 of 2017) [2017] NAHCMD 191 (11 July 2017)
- Bank of Namibia v Small and Medium Enterprises Bank Ltd and Others (HC-MD-CIV-MOT-GEN 22 of 2017) [2017] NAHCMD 350 (4 December 2017)
- Bravo Compliance (Pty) Limited v Namib Desert Diamonds (Pty) Limited (HC-MD-CIV-ACT-CON 396 of 2019) [2019] NAHCMD 533 (5 December 2019)
- Bruni NO and Others v Minister of Finance and Others (SA 49 of 2019) [2021] NASC 23 (11 June 2021)
- Bruni v Kahunda (HC-MD-CIV-ACT-OTH 2269 of 2020) [2020] NAHCMD 591 (28 October 2020)
- Bruni v Tulive Capital (Pty) Ltd (HC-MD-CIV-ACT-OTH- 2266 of 2020) [2020] NAHCMD 536 (16 November 2020)
- China Harbour Engineering Company (Pty) Ltd v Indigenuos People Business Forum (HC-MD-CIV-MOT-GEN 22 of 2021) [2022] NAHCMD 544 (11 October 2022)
- Cloete v Komsberg Farming (Pty) Ltd (in liquidation) (I 2551 of 2014) [2022] NAHCMD 458 (25 August 2022)
- Coetzee v Omeya Golf Estate Home Owners Association, Sec 21 Non-Profit Company (HC-MD-CIV-MOT-GEN 122 of 2019) [2020] NAHCMD 586 (9 December 2020)
- Collexia Payments (Pty) Ltd v Bank of Namibia (HC-MD-CIV-MOT-REV 457 of 2022) [2022] NAHCMD 608 (7 November 2022)
- Dausab v Van Zyl and Others (HC-MD-CIV-ACT-DEL 1089 of 2019) [2020] NAHCMD 87 (3 March 2020)
- De Wet v Klein (SA 65/2021) [2023] NASC 45 (30 November 2023)
- Denker v Ameib Rhino Sanctuary (Pty) Ltd and Others (SA 15 of 2016) [2017] NASC 44 (22 November 2017)
- Dennis v Potentia Namibia Recruitment (Pty) Limited (HC-MD-CIV-ACT-CON-2023/01874) [2023] NAHCMD 598 (27 September 2023)
- Empire Fishing Company (Pty) Ltd v Dumeni and Others (HC-MD-CIV-ACT-CON- 191 of 2021) [2022] NAHCMD 76 (24 February 2022)
- Etale Holdings (Pty) Ltd and Another v Ozohi Fishing Company (Pty) Ltd and Others (APPEAL 293 of 2011) [2011] NAHC 356 (8 December 2011)
- Fire Tech System CC v Namibia Airports Company Limited and Others (APPEAL 330 of 2014) [2016] NAHCMD 220 (22 July 2016)
- First St John's Apostolic Faith Mission v Registrar of Companies and Others (HC-MD-CIV-MOT-REV-2022/00064) [2023] NAHCMD 206 (20 April 2023)
- Graham and Others v The Master of the High Court and Others (HC-MD-CIV-MOT-REV 415 of 2020) [2021] NAHCMD 466 (7 October 2021)
- Graham v Master of High Court (HC-MD-CIV-MOT-REV 415 of 2020) [2020] NAHCMD 547 (27 November 2020)
- Hangana Seafood (Pty) Ltd v Moses & Another (HC-MD-LAB-APP-AAA 26 of 2019) [2021] NALCMD 15 (16 April 2021)
- Hasse v Marigold Hotel Developer (Pty) Ltd (HC-MD-CIV-MOT-GEN 314 of 2021) [2022] NAHCMD 506 (27 September 2022)
- Herero Royal Red Flag Association v Herero Red Flag Association and Others (SA 28 of 2020) [2022] NASC 25 (18 July 2022)
- IBB Military Equipment and Accessory Supplies Close Corporation v Namibia Airports Company (1) (HC-MD-CIV-ACT-OTH 148 of 2017) [2017] NAHCMD 318 (8 November 2017)
- Jacobs Family Trust and Others v PK Family Trust and Others (HC-MD-CIV-ACT-CON- 1263 of 2020) [2021] NAHCMD 48 (16 February 2021)
- Kai-Uwe Denker v Ameib Rhino Sanctuary (Pty) Ltd and Others (41 of 2014) [2016] NAHCMD 82 (11 March 2016)
- Kamushinda v President of Republic of Namibia (HC-MD-CIV-MOT-GEN 105 of 2019) [2020] NAHCMD 493 (29 October 2020)
- Kamushinda v SME Bank in Liquidation (SA 101/2020) [2024] NASC 3 (13 March 2024)
- Katima Mulilo Town Council v Zambezi Arts And Cultural Association (HC-MD-CIV-ACT-OTH- 3110 of 2019) [2021] NAHCMD 224 (11 May 2021)
- Klein v Caramed Pharmaceuticals (Pty) Ltd (APPEAL 17 of 2014) [2015] NAHCMD 136 (6 November 2015)
- Koolike Consultancy CC v Benguela Current Commission (HC-MD-CIV-ACT-CON-2020/01354) [2023] NAHCMD 182 (11 April 2023)
- Koopman v Acting Chief Executive Officer NSFAF (SA 63/2021) [2023] NASC 48 (7 December 2023)
- Krucor Investment Holdings (Pty) Ltd t/a Professional Farming v Kwenani (427 of 2013) [2021] NAHCMD 262 (27 May 2021)
- Laicatti Trading Capital Inc v Greencoal (Namibia) (Pty) Ltd (APPEAL 273 of 2014) [2015] NAHCMD 240 (10 August 2015)
- Laicatti Trading Capital Inc v Greencoal (Namibia) (Pty) Ltd (APPEAL 273 of 2014) [2016] NAHCMD 31 (22 February 2016)
- Lauer v Müller and Another ([P] I 3829 of 2011) [2021] NAHCMD 577 (9 December 2021)
- MIT and Others v Andima and Others (HC-MD-CIV-ACT-DEL 2104 of 2018) [2020] NAHCMD 99 (16 March 2020)
- Mbala and Others v One Body Apostolic Faith Church and Others (HC-MD-CIV-MOT-GEN 121 of 2018) [2020] NAHCMD 17 (23 February 2020)
- Metropolitan Bank of Zimbabwe Ltd and Another v Bank of Namibia (SA 77 of 2017) [2018] NASC 407 (23 October 2018)
- Miller NO and Others v Prosperity Africa Holdings (Pty) Ltd (3) (SA 30 of 2017) [2019] NASC 587 (30 July 2019)
- Namibia Airports Company Ltd v China State Engineering Construction Corporation (HC-MD-CIV-MOT-REV 444 of 2017) [2019] NAHCMD 171 (7 June 2019)
- Namibia Airports Company v IBB Military Equipment and Accessory Supplies CC (1) (HC-MD-CIV-ACT-OTH 1488 of 2017) [2018] NAHCMD 271 (31 August 2018)
- Namibia Star CC and Others v Bank Windhoek and Others (HC-MD-CIV-MOT-GEN 217 of 2020) [2021] NAHCMD 331 (16 July 2021)
- Native Bricks Namibia (Pty) Ltd and Another v Mbakile and Others (HC-MD-CIV-ACT-CON-2021/00463) [2023] NAHCMD 186 (13 April 2023)
- Native Bricks Namibia (Pty) Ltd and Another v Mbakile and Others (HC-MD-CIV-ACT-CON-2021/00463) [2023] NAHCMD 457 (31 July 2023)
- Nedbank Namibia Limited v Namibia Financial Institutions Union (NAFINU) and Another (1) (LC 154 of 2015) [2015] NALCMD 26 (11 February 2015)
- Nel v Burger and Others (APPEAL 80 of 2013) [2013] NAHCMD 106 (11 April 2013)
- Ntinda v August 26 Logistics (PTY) LTD and Others (HC-MD-CIV-MOT-GEN-2023/00404) [2024] NAHCMD 122 (19 March 2024)
- Penduka Development Trust v Mwanawina (LC 99 of 2010) [2011] NAHC 49 (8 February 2011)
- Power Parts CC v Master of the High Court of Namibia (HC-MD-CIV-MOT-GEN-2023/00424) [2023] NAHCMD 695 (2 November 2023)
- Praelex Property & Investment Consultants CC t/a Bridge Pro FinancialSolutions v Urban Farming CC (HC-MD-CIV-MOT-GEN-2021/00351) [2023] NAHCMD 811 (8 December 2023)
- Profile Investments (Pty) Ltd t/a Profile Car Hire v Namibia Statistics Agency (NSA) (HC-MD-CIV-ACT-CON-2021/02026) [2024] NAHCMD 127 (22 March 2024)
- Red Soil Energy and Mineral Exploration v Minister of Mines and Energy and Others (HC-MD-CIV-MOT-REV-2021/00205) [2023] NAHCMD 512 (18 August 2023)
- Roman Catholic Hospital v Haufiku (HC-MD-CIV-ACT-CON-2022/04594) [2024] NAHCMD 151 (5 April 2024)
- S v Conradie and Another (CC 20 of 2013) [2016] NAHCMD 263 (9 September 2016)
- S v Conradie and Another (CC 20/2013) [2023] NAHCMD 524 (25 August 2023)
- S v Nghixulifa and Others (CC 02/2014) [2023] NAHCMD 546 (5 September 2023)
- Sinco Fishing (Pty) Ltd v Heinaste Investment Namibia (Pty) Ltd (HC-MD-CIV-MOT-GEN 588 of 2020) [2021] NAHCMD 377 (20 August 2021)
- Social Security Commission and Another v Coetzee (SA 43 of 2009) [2016] NASC 1 (18 February 2016)
- Standic BV v Petroholland Holding (Pty) Ltd (SA 9 of 2020) [2022] NASC 30 (23 September 2022)
- Stocks & Stocks Leisure (Namibia) (Pty) Ltd v Swakopmund Station Hotel (Pty) Ltd (HC-MD-CIV-MOT-GEN 315 of 2020) [2020] NAHCMD 519 (12 November 2020)
- Transnamib Holdings Ltd v Stocks and Stocks Leisure (Namibia) (Pty) Ltd and Other (SA 106 of 2020) [2021] NASC 20 (14 May 2021)
- Traupe Farming CC and Another v The Presiding Officer of the Valuation Court and Others (HC-MD-CIV-MOT-REV 99 of 2017) [2020] NAHCMD 47 (13 February 2020)
- Trustees for the time being of the VPB Namibia Growth Fund Trust and Others v Ongwediva Medipark (Proprietary) Limited and Others (HC-MD-CIV-MOT-GEN-2022/00104) [2023] NAHCMD 661 (18 October 2023)
- Uahengo v Seal Products (Pty) Ltd and Others (HC-MD-CIV-MOT-GEN 212 of 2021) [2021] NAHCMD 351 (30 July 2021)
- Unistrat 5727 v Council for the Mun of Windhoek and Others [2020] NAHCMD 149 (6 May 2020)
- Unistrat Property Development v Chairperson for the Council of the Municipality of Windhoek (SA 35 of 2020) [2022] NASC 35 (28 October 2022)
- Van Straten N.O and Another v Okaputa (Proprietary) Limited (HC-MD-CIV-MOT-GEN 121 of 2022) [2022] NAHCMD 312 (23 June 2022)
- Van Straten NO and Others v Namibia Financial Institutions Supervisory Authority and Others (647 of 2012) [2014] NAHCMD 31 (31 January 2014)
- Van Zyl (Snr) and Others v Namibia Affirmative Management and Business (Pty) Ltd and Others (HC-MD-CIV-MOT-GEN 337 of 2018) [2018] NAHCMD 350 (5 November 2018)
- Von Luttichau and Others v Van Straten N.O. and Others (HC-MD-CIV-MOT-GEN 301 of 2021) [2022] NAHCMD 365 (26 July 2022)
- Witvlei Meat (Pty) Ltd and Others v Disciplinary Committee for Legal Practitioners and Others (1) (APPEAL 212 of 2011) [2012] NAHC 32 (20 February 2012)
- Witvlei Meat (Pty) Ltd v Cabinet of Republic of Namibia and Others (2) (APPEAL 7 of 2014) [2014] NAHCMD 79 (12 March 2014)
- Wyss and Another v Hungamo and Others (Appeal Judgment) (SA 60 of 2016) [2018] NASC 16 (23 April 2018)
- Zannier Hotels Namibia (Pty) Ltd t/a Sonop Lodge v Day Dreamers Investments CC (HC-MD-CIV-ACT-CON-2023/02113) [2023] NAHCMD 606 (29 September 2023)
- Zannier Hotels Namibia (Pty) Ltd t/a Sonop Lodge v Day Dreamers Investments CC and Others (HC-MD-CIV-ACT-CON-2023/02159) [2023] NAHCMD 552 (7 September 2023)
Law Reform Report 1
Legislation 22
- Abolition of Payment by Cheque Act, 2022
- Bank of Namibia Act, 2020
- Banking Institutions Act, 2023
- Business and Intellectual Property Authority Act, 2016
- Companies Administrative Regulations, 2010
- Deeds Registries Act, 2015
- Employment Service Regulations, 2013
- Financial Institutions and Markets Act, 2021
- Financial Intelligence Act, 2012
- Financial Intelligence Regulations, 2015
- Gaming and Entertainment Control Act, 2018
- Lotteries Act, 2017
- Microlending Act, 2018
- Namibia Industrial Development Agency Act, 2016
- Namibia Special Risks Insurance Association Act, 2017
- Payment System Management Act, 2023
- Prevention of Organised Crime Act, 2004
- Public Enterprises Governance Act, 2019
- Public Procurement Act, 2015
- Regulations setting out Broadcasting and Telecommunications Service Licence Categories, 2011
- Veterinary and Veterinary Para-Professions Act, 2013
- Virtual Assets Act, 2023