Loande Kotze

A highly motivated and enthusiastic board graduate registered with the Chartered Governance Institute of Southern Africa ("CGISA") with membership number 202162249; and a registered member of the Corporate Governance Institute UK and Ireland ("CGI"). With 16 years work experience as an Assistant Company Secretary and Company Secretarial Administrator demonstrating professional, practical and extensive experience gained in corporate governance and company secretarial practices.

Company Secretarial Administrator at EC Governance and Compliance (Pty) Ltd (2022-08 – 2023-09)

• Maintain electronic register, database, and statutory records for Trusts and Companies
• Change in Trustees (appointment, resignation, deceased and removal)
• Liaise with the Master of the High Court with regards to changes made to the Trust Deed
• Preparation of resolutions authorising the Trustees to enter into various transactions on behalf of the Trust, ensuring compliance with the powers of the Trustees in terms of the Trust Deed
• Ensure compliance in relation to the Companies Act, Regulations and other relevant legislations
• Maintain statutory records (MOI, Shareholders' Agreement, CoR-Forms, Share Certificates and Minute Book)
• Formation of Companies (Private)
• Adoption of a new Memorandum of Incorporation ("MOI")
• Change in Registered Office
• Change in Location of Company Records
• Submission of Annual Returns and CIPC Compliance Checklists
• Section 45 Financial Assistance Resolutions and Loan Agreements
• Change in Directors (Appointment, Resignation, Rotation, Deceased and/or Removal)
• Change in Financial Year-End
• Change in Company Secretary (Appointment, Resignation, Deceased and/or Removal)
• Transfer of Shares (Ensuring Securities Transfer Tax ("STT") is paid to SARS by the company, or the relevant exemption form is submitted with SARS prior to the registration of the specific share transfer into the share register of a company)
• Allotment of Shares (Ensuring that the MOI of a company provides for the class of shares being allotted)
• Corporate Rules Transactions relating to Asset-for-Share, Share-for-Share, Amalgamation, Intra-Group, Unbundling and Liquidation, Winding-Up and Deregistration contained in Section 41 – 47 of the Income Tax Act No. 58 of 1962
• Exchange Control approval for non-resident shareholders
• BEE-Affidavits
• Conversion of Loans into Equity (Allotment of shares for an amount equal to the face value of the loans within a company)
• Liaise with CIPC
• Administrate Annual General Meetings and/or General Meetings of Shareholders for a company (Notice, Agenda, Proxies, Minutes of a Meeting and Attendance Register)
• Administrate General Meetings of Directors for a company (Notice, Agenda, Minutes of a Meeting and Attendance Register)
• Keep abreast of developments in relation to the Companies Act, Regulations and King Report
• Preparation of company secretarial templates per specific transactions within a company and ensuring that these templates are in line with the Companies Act and Regulations
• Board Communications and Administrations
• Accurate minute keeping
• Compilation of board reports

Assistant Company Secretary; Assistant Manager: Company Secretarial Department; Group Leader at Baker Tilly Greenwoods (2002-12 – 2017-02)

Assistant Manager: Company Secretarial Department (2008 – 2017); Group Leader (Team of 3 Assistant Company Secretaries working for 2 designated audit partners) (2015 - 2016)

• Maintain statutory records (Trust Deed and Minute Book)
• Maintain electronic register and database
• Preparation of documentation relating to Trust Laws and other relevant legislations for Trusts
• Formation of Trusts (Inter Vivos and Testamentary)
• Adoption of new Trust Deed
• Amendments to trust clauses in the Trust Deed
• Change in Trustees (appointment, resignation, deceased and removal)
• Change in Beneficiaries
• Change in Financial Year End

Chartered Secretary; Chartered Governance Professional in Corporate Governance – The Chartered Governance Institute of Southern Africa ("CGISA") (present)

Postgraduate Diploma in Strategic Management and Corporate Governance – The Chartered Governance Institute of Southern Africa ("CGISA") (2005)

Programme in Strategic Management and Corporate Governance – UNISA (University of South Africa) (2004 – 2005)

Diploma in Corporate Management, Financial Management, Cost and Management Accounting – Institute of Administration and Commerce ("IAC") (2000 – 2002)

Certificate in Computerised Bookkeeping – The Institute of Certified Bookkeepers (2002)

Certificate in Pastel Accounting – Northlink College (formerly known as Tygerberg College) (2002)

Certificate in Microsoft Excel, Introduction to Word, Introduction to Internet – Northlink College (2001)

Grade 12 in English, Afrikaans, Mathematics, Accounting, Biology, Science – Parow High School (1995 – 1999)