Companies Act, 1973 (Act No. 61 of 1973)Chapter V: Share capital, Acquisition by Companies of own Shares, Shares, Allotment and Issue of Shares, Members and Register of Members, Debentures, Transfers, and Restrictions on Offering Shares for SaleAcquisition by Companies of own Shares90. Payments to Shareholders |
| 1) | A company may make payments to its shareholders subject to the provisions of this section and if authorised thereto by its articles. |
| 2) | A company shall not make any payment in whatever form to its shareholders if there are reasonable grounds for believing that- |
| a) | the company is, or would after the payment be, unable to pay its debts as they become due in the ordinary course of business; or |
| b) | the consolidated assets of the company fairly valued would after the payment be less than the consolidated liabilities of the company. |
| 3) | For the purposes of this section 'payment' includes any direct or indirect payment or transfer of money or other property to a shareholder of the company by virtue of the shareholder's shareholding in the company, but excludes an acquisition of shares in terms of section 85, a redemption of redeemable preference shares in terms of section 98, any acquisition of shares in terms of an order of Court and the issue of capitalisation shares in the company. |
| 4) | A shareholder shall be liable to the company for any payment received contrary to the provisions of subsection (2). |