Legal aspects of corporate finance

About the course
The aim of this two-day course is to introduce participants to the relevant legislation and company and contract law aspects when financing a corporate transaction.

The course will provide a general understanding of the essential elements of the legal principles and institutions governing corporate finance at a national and international level.

The areas to be addressed will include:
- Selected legislation
- Regulatory aspects of non-equity financing
- Debt versus equity financing
- Non-equity financing methods, including:
- Loan agreements
- Convertible debentures
- Sale and lease backs
- Securitisation
- Project financing
- Equity financing methods such as preference share funding
- Relevant issues to consider in non-equity financing structures such as company law, tax, insolvency, security
- Specific types of structured financing deals such as BEE and private equity structures
- Tax aspects of corporate financing

Who will benefit from this course?
Attorneys, bankers, company secretaries, corporate legal advisors, financial institution employees and all those involved in the financing and structuring of commercial transactions.

Course outline
The role and importance of the 2008 Companies Act and King III
- Directors' duties and liabilities
- The importance of the solvency and liquidity test
- The test for financial distress for business rescue purposes
Tax implications of equity and debt financing
Interest and dividends, withholding taxes and exchange control
Raising capital on financial markets
Debt, equity and hybrid instruments
Private equity
Fundamental transactions
Securities, pledges, suretyships, notarial bonds, indemnities, warranties
Valuations and exit strategies
ISDA transactions and the functionality of making use of derivative instruments
Regulation

Course presenters
Tracy Gutuza is an Associate Professor in the Faculty of Law at the University of Cape Town. She teaches tax law to the LLB students and is the convenor of the Tax LLM programme.

She completed her Bachelor of Social Science, majoring in Economics at UCT, and thereafter completed her BA (HONS) in Economics at UNISA. After a short stint of lecturing Economics at the Peninsula Technikon, she joined UCT as a LLB student and graduated in 1995.

After completing articles, she worked as a legal advisor and completed an LLM, specialising in commercial law, at UNISA in 2001. In 2001, she was offered a scholarship to read for an LLM at the University College of London. As a condition of the scholarship, she joined UCT as a tutor in January 2001. She proceeded to read for the LLM in September 2001.

On completion of the LLM, she rejoined UCT as a lecturer in the Department of Commercial Law. Tracy is also an attorney of the High Court. Her research interests are in the areas of business law, tax law, finance law, international tax law and legal education.

Etienne Swanepoel is a partner in the Mergers and Acquisitions Practice at Webber Wentzel. He is a corporate and commercial law specialist.

Etienne's wealth of skill and experience gained in the fields of corporate and commercial law has been instrumental in advising a variety of large corporations and parastatals on structured finance, private equity transactions, mergers and acquisitions as well as large joint ventures. Etienne has for the last 19 years acted as an external examiner for a number of courses in the Law Faculty at UCT.

He now co-runs a new LLM course on advanced corporate transactions, structured finance and project finance in the UCT Law Faculty. He was appointed as an adjunct associate professor in the UCT Law Faculty for a five-year term commencing on 1 March 2011.

Registration details
Programme and venue information:
Signing in will commence at 9am unless otherwise advised. Each day will end at approximately 5pm. Instructions regarding the programme and directions to the venue will be sent to you electronically a week prior to the event.

Award of certificate:
A certificate of attendance will be awarded to everyone attending the full two days of lectures. Please ensure that you sign the attendance register every day.

Closing date for registration:
One week prior to the course.

Registration and enquiries:
Please contact the Professional Development Project:
Paula Allen on 021 650 5558
Andrea Blaauw on 021 650 5413
Fax:021 650 5513
Email:az.ca.tcu@nella.aluap/az.ca.tcu@wuaalb.aerdna/az.ca.tcu@llafressaw.aneri
Or visit our website: www.lawatwork.uct.ac.za to download the registration form.

Date: 08 October 2015 to 09 October 2015
Time: 09:00 - 17:00
Venue: Cape Town
Cost: R5,000 per delegate. Fee includes parking, teas, lunches, any course materials.

More info:

Instructions regarding the programme and directions to the venue will be sent to you electronically a week prior to the event.