Companies Act, 2008 (Act No. 71 of 2008)Schedule 2 : Conversion of Close Corporations to Companies1. Notice of conversion of close corporation |
| (1) | A close corporation may file a notice of conversion in the prescribed manner and form, at any time. |
| (2) | A notice of conversion must be accompanied by— |
| (a) | a written statement of consent approving the conversion of the close corporation signed by members of the corporation holding in aggregate, at least 75% of the members’ interest in the corporation; |
| (b) | a Memorandum of Incorporation consistent with the requirements of this Act; and |
| (c) | the prescribed filing fee. |
| (3) | Section 14, read with the changes required by the context, applies with respect to the filing of a notice of conversion, as if it were a Notice of Incorporation in terms of this Act. |
| (4) | Upon conversion of a close corporation in terms of this Schedule the Commission must— |
| (a) | cancel the registration of that close corporation in terms of the Close Corporations Act, 1984 (Act No. 69 of 1984); |
| (b) | give notice in the Gazette of the conversion of a close corporation into a company; and |
| (c) | enable the Registrar of Deeds to effect the necessary changes resulting from conversions and name changes. |