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De registered company question

31 October 2013

I was wondering whether anybody would be prepared to express an opinion on the following circumstances:

  1. A company is deregistered during 2009 in terms of Section 73 of the old Companies Act.
  2. However, during 2012 the Court issues an order in terms of the Prevention of Organized Crime Act (“POCA”) whereby a Curator of the entire shareholding in the Company is appointed and the Curator is authorised to take control of the assets of the Company, one of which is an immovable property.
  3. The Curator enters into an Agreement of Sale iro the property and the Conveyancer is instructed to attend to the transfer.

The way I understand the current position is that after the deregistration of the Company, its assets become bona vacantia and vest in the State. The Conveyancer on behalf of the Curator cannot apply to CIPC for the reinstatement of the Company because the requirements cannot be met.

Another option would be to apply for an Order in terms of Section 83 of the new Companies Act to have the Company reinstated but that is a time consuming and costly exercise.

On the other hand, Section 36 of POCA deals with THE EFFECT OF WINDING-UP OF COMPANIES OR OTHER JURISTIC PERSONS OR REALISABLE PROPERTY.

My question is whether the Conveyancer may proceed with the transfer of the property by the Curator to the purchaser without taking any further steps to have the company reinstated.

Annette Fyfer
Director
Fyfers Inc

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