The inevitable need for continuous corporate law improvements

• Jurisdiction: South Africa
• Pages: 103-114
• Citation: (2019) 5(1) JCCL&P 103
• Date: 21 November 2019
• Published date: 21 November 2019
• Author: None

103

THE INEVITABLE NEED FOR

CONTINUOUS CORPORATE LAW

IMPROVEMENTS*

JAMES J HANKS, JR†

Partner: Venable LLP, Baltimore, USA; Distinguished Visiting

Professor from Practice, University of Maryland School of Law;

Former Member of the International Reference Team for

Corporate Law Reform in South Africa

I INTRODUCTION

Good morning. Let me start by expressing thanks to the joint masters

of ceremony: Advocate Rendani Nthambeleni and Ms Robyn de Jager,

both of Monash South Africa (MSA), our hosts today. I also express

my thanks to MSA and, in particular, Professor Tshepo Mongalo, for

your kind invitation to speak with you today. I have been coming to

South Africa since 2001, when I was asked to chair the international

reference panel that was composed by South Africa’s Department of

Trade and Industry to assist you in the effort that you were then

undertaking to revise your Companies Act. Included in our panel

were company lawyers and academics from Australia, Canada,

England, the United States of America (USA) and, of course, here in

South Africa.

My colleagues from the USA and I were members of the American

Bar Association’s (ABA) Committee on Corporate Laws, roughly

analogous to your Specialist Committee on Company Law (SCCL),

but without the statutory basis.

The ABA Committee on Corporate Laws consists of 24 corporate

lawyers, law professors and judges, a chair, then Mary Ann Jorgenson

of Squire Patton Boggs (US) LLP and today David Martin of Covington

& Burling LLP. Since 1950, the Committee has been the author and

the continuing reviser of the Model Business Corporation Act (the

Model Act), which has been adopted more or less in its entirety by

approximately 30 American states plus the District of Columbia,

Puerto Rico and Guam.

Your Specialist Committee (then known as the Standing Advisory

Committee on Company Law) was chaired at the time by Justice

* Keynote address to the inaugural Annual Conference on Law and Business at

Monash South Africa, 2018.

† AB (Princeton University), LLB (University of Maryland), LLM (Harvard

University).

(2019) 5(1) JCCL&P 103

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