The third act is the business and intellectual property authority bipa act. Companies act, 2004 it terms of section 743 of the companies act, 2004 act no. Registration of external companies as companies in namibia. Namibia if such assets have been acquired on a stock exchange licensed under the stock exchanges control act. Republic of namibia 2 annotated statutes companies act 28 of 2004 6. It should firstly therefore be noted that the namibian companies act has no distinction between independent and executive directors. Government gazette of the republic of namibia windhoek 27 december 1991 contdits page government notice no. Namibia financial institutions supervisory authority act 3 of 2001.
The underlying intention of the namcode is not to force companies to comply with recommended practice, but rather for companies to apply or explain. Companies act 28 of 2004 gg 3362 brought into force on. Does not apply to, as set out in the schedule published. Republic of namibia 18 annotated statutes regulations companies act 28 of 2004 companies administrative regulations, 2010. To promote competitive market conditions through investiga. Companies amendment act act no 9 of 2007 competition act 2003 act no. In namibia, this relates to namibian citizens who have been. This handbook was produced by the income tax team at pwc namibia, and is based on published legislation and regulations as at 31 january 2017. South african stock exchanges control act 1 of 1985. This act brought the namibia investment centre within the ministry of trade and industry into being, to facilitate the promotion and administration of foreign investments. The rfa has the task of managing the road user charging system and administering the road.
Act online ministry of trade and industry, namibia consulted on 20080519 abstractcitation. Republic of namibia contents page government notice no. Furthermore, the companies act also provides for the disqualification of directors by an order of the high court. Company a company registered in terms of the companies act, 1973 act 61 of 1973. Chapter ii companies not formed under companies legislation, but authorised to register. Companies act 28 of 2004 legal assistance centrenamibia. No 307 2012 competition act determination of threshold of annual turnover or value of assets below which part ii of chapter 3 of competition act, 2003. The namibian companies act, act 28 of 2004 the act contains a number of provisions that will directly impact all companies, directors and officers. Admiralty court act 1861 admiralty court rules community courts act, no 10 of 2003 community courts act, no 10 of 2003 high court act 1990 high court. The new investment act anticipated to come into force in november is expected to bring about fundamental changes to the countrys trade and investment arena. Companies act 1985 is up to date with all changes known to be in force on or before 10 april 2020. Signed by the president on 4 july 2003 be it enacted by the parliament of the republic of namibia, as follows.
A number of pertinent matters are dealt with in the namcode. The companies act 61 of 1973, enacted in south africa while south africa. Roads authority act and the roads contractor company act were published in the namibian government gazette in october 1999. Provides for the incorporation, management and liquidation of companies. Companies reregistered with altered status under former companies acts. As with our popular guide to namibian vat, we compiled it as a practical and easy to follow guide, and hope that it will help to build the necessary knowledge to comply with the namibian income tax act. No representation is made or warranty given as to its content. Companies capable of being registered under this chapter. Namibian legal system shares its roots with the south african legal system and has developed in close connection to the south african legal system much use is made of south african case law and authorities when interpreting and applying namibian law. The namcode and corporate law there is no statutory obligation on companies to comply with the namcode. Government gazetre of the republic of namibia windhoek 28 february 1994 contents page government notice no. The namibian newspaper still telling it like it is.
Contract of employment strictly private and confidential page 3 of 10 this document is informational only and for personal use only. Companies act 28 of 2004 act legal assistance centre. Purpose to provide for the incorporation, management and liquidation of companies. There are changes that may be brought into force at a future date. Most of the amendments made, however, relate to a modernisation of the act with wording amendments. The act will also give the minister of industrialization, trade and sme development the option, in the interest of national security and public interest, to reserve certain sectors for certain categories of investors or for the state or namibians.
Namibia adheres to the principles of rule of law, the supremacy. The fourth schedule of the companies act act 28 of 2004 provides the institute of chartered accountants of namibia with the authority to determine what constitutes generally accepted accounting practice in namibia and hence to be the official standard setting body in namibia. Restricted application of act in case of banking and insurance companies and certain. Companies registered under joint stock companies acts. No 294 2012 close corporations act amendment of the regulations under the close corporations act, 1988 amendments to. The import and export control act, 1994 act 30 of 1994. Signed by the president on 27 september 2002 be it enacted by the parliament of the republic of namibia as follows. To provide for the incorporation, management and liquidation of companies.
Companies act, 2011 lesotho legal information institute. The following act which has been passed by the parliament and signed by the president in terms of the namibian constitution is hereby published in terms of article 56 of that constitution. Appointment of registrar, deputy registrar and delegation of power. Companies act 71 of 2008 english text signed by the president assented to. The namibian companies act 28 of 2004, amended 2011, contains a numberof provisions that will directly impact all companies, directors and officers. Increase of share capital for shares with no par value for each. And whereas the petroleum exploration and production act, 1991, provides for. The features of the three new independent organisational entities established by the three acts are as follows.
New investment act to bring wholesale changes the namibian. Namibian constitution second amendment act 201007 namibian constitution second amendment act 201007. Deloitte namibia changes to the 2004 companies act made in 2011. Disqualifications, similar to companies act for directors meetings and decisions seven members constitutes a quorum six members or more present and voting constitutes a decision of the board board may invite persons with special skills knowledge to meetings, but these have no voting rights funded by money appropriated by parliament. The basic rate of tax payable by oil and gas extraction companies are 35%. Namibia act, 1990 act 3 of 1990, the exclusive economic zone referred to in section 4 of that act and the continental shelf referred to in section 6 of that act. Contract of employment namhr namibia namibian human. Most of the amendments made, however, relate to a modernisation of the act with wording amendments, from south west africa to namibia, to remove gender bias, to include namibian legislation. Namibia has published regulations relating to the development, production, marketing, transport and application of genetically modified organisms and specified products derived from genetically.
Namibias constitution of 1990 with amendments through 2010. Deloitte namibia changes to the 2004 companies act made. Oil and gas extraction companies are also subject to additional profits tax that is calculated in terms of a complex formula contained in the petroleum taxation act. Sms of the day people all over the world are destroying themselves by destroying fauna and flora. The namibian companies act 28 of 2004, amended 2011, contains a numberof provisions that will directly impact all companies, directors. Governmentgazette ofthe republicofnamibia ro,80 windhoek 30december 1991 no. Seal to be determined by act of parliament, which shall require a twothirds majority of all the members of the national assembly for adoption and amendment. The companies act disqualifies certain persons from being appointed or acting as a director of a company, and no person falling within this category may assume the position of a director within the republic of namibia. Capital rules in the companies act 71 of 2008 university of. Namibia publishes regulations under the biosafety act. Constitution and referred to in the high court of namibia act, 1990 act. Therefore where an inquiry is made pertaining to a namibian director in relation to negligence, reckless conduct or fraud, the legal rules are the same for all directors of a namibian company.
Companies amendment act 3 of 2011 act to provide for the incorporation, registration, organisation and management of companies, the capitalisation of profit companies, and the registration of offices of. Model petroleum agreement, september 1998 preamble whereas all rights in relation to the exploration for, the production and disposal of, and the control over, petroleum in or upon any land in namibia vest in the state. Local authorities amendment act 2002 this act is established to amend the local authorities act of 1992. Signed by the president as amended by act to provide for.