Company Law - challenges for SMEs and their advisers

Author(s): Thomas Gibbons, Paul Hubbard
Published: 13 September, 2010
Pages: 92

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Introduction

It is often noted that the Companies Act 1993 is not particularly well suited to SMEs with its vigorous reporting and meeting structures designed to separate management from governance. Most companies in New Zealand are however SMEs and this seminar seeks to focus on some of the particular challenges facing SMEs, the structures, duties, shareholder agreements, oppression, share sales, transactional issues and compliance that they face.

The booklet does not aim to provide an overview of company law as a whole, nor an update on every current issue affecting SMEs, but looks to expand on some of the recurring themes relevant to SMEs.

Particular issues discussed are:

Quasi-partnership companies
Share dealing involving directors and the recent case of Fong v Wong
Some analysis of section 174 of the Act and the case law around that provision
Joint Ventures/Shareholder Agreements and their interaction with the default provisions of the Act
Best practice suggestions for various transactional issues including use of section 107, share sales, distributions
Record keeping
Some suggested useful clauses/resolutions

This booklet is targeted specifically at advisers of SME's at all levels.

Company Law - challenges for SMEs and their advisers

Introduction

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