Companies Act, 1973 (Act No. 61 of 1973)Chapter XVA: Regulation of Securities440B. Establishment of panel |
| 1) | There is hereby established a body corporate to be known as the Securities Regulation Panel. |
| 2) | Subject to the provisions of subsection (6), the members of the panel shall be appointed by the Minister and shall consist of- |
| a) | the chairperson; |
| b) | the Minister or his or her nominee; |
| c) | the Commissioner of the Competition Commission or his or her nominee; |
| d) | three persons each nominated by the JSE Limited and the Banking Association (South Africa); and |
| e) | one person nominated by each of such bodies, associations and institutions, limited to a maximum of fifteen such bodies, associations and institutions, which- |
| i) | the Minister in consultation with the panel, has determined as being sufficiently representative of the relevant interests in the regulation of securities; and |
| ii) | have been designated by the Minister by notice in the Gazette. |
| 3) | [Subsection (3) deleted by Section 15 of Act No. 35 of 1998] |
| 4) | The chairperson, who need not be one of the nominated members, shall be designated by the members of the panel nominated in terms of paragraph (e) of subsection (2). |
| 5) | The panel may designate a member of the panel as acting chairperson to exercise and perform the powers and duties of the chairperson whenever the chairperson is unable to do so or while the office of chairperson is vacant. |
| 6) | The panel shall be entitled, from time to time, to co-opt additional members. |
| 7) | Every member of the panel shall hold office for a period of not less than three and not more than five years, as the Minister may determine: Provided that any body, association or institution referred to in subsection (3) may apply to the Minister to have the person nominated by it and appointed by the Minister, replaced by any other nominee before the expiry of his term of office. |
| 8) | If, during any period contemplated in subsection (7), a member of the panel nominated pursuant to subsection (2), dies, becomes incapacitated, resigns, or becomes disqualified from being appointed or acting as a director of a company in terms of section 218, or ceases for any other reason to be a member of the panel, the vacancy arising in this manner may be filled for the unexpired period of such member's term of office by a person nominated by the body, association or institution of which the member who ceases to be on the panel was a nominee. |
| 9) | A member of the panel shall, on the expiry of his term of office, be eligible for reappointment. |
| 10) |
| a) | The meetings of the panel shall be held at such times and places as the chairperson may determine. |
| b) | The person presiding at a meeting of the panel shall determine the procedure at such meeting. |
| c) | The decision of a majority of the members of the panel present at any meeting thereof at which there is a quorum (as determined in accordance with the rules of the panel) shall constitute the decision of the panel, and in the case of an equality of votes, the chairperson shall have a casting vote in addition to his deliberative vote. |
| d) | No proceedings of the panel shall be invalid by reason only of the fact that a vacancy existed on the panel or that any member was not present during such proceedings or any part thereof. |
| 11) | The panel shall appoint an executive director to hold office for such period and on such conditions as the panel may determine and the panel may likewise appoint an acting executive director when the office of executive director is vacant or when the executive director is absent or for any reason unable to perform his or her functions. |
| 12) | [Subsection 12 deleted by the Corporate Laws Amendment Act No. 24 of 2006] |
| 13) | The panel may appoint such officers and employees as are required for the proper performance of the panel's functions. |
| 14) | The panel may delegate any of its powers to any subcommittee which may be established by the panel. |