Group Restructuring
We assess your corporate and existing family structures with your estate and succession goals in mind, helping you structure your affairs in a way that preserves value and provides continuity for the future. You get practical, tax-efficient solutions that protect and support your long-term plans.
Deal Project Management
Instead of dealing with fragmented advice, you’re supported across the full process, helping you manage risk more effectively, reduce delays and administrative burden, and move forward with a clear, integrated view of your transaction. You benefit from a joined-up approach that keeps every part of your transaction aligned and moving efficiently.
Exchange Control
We prepare and submit your applications to the South African Reserve Bank, ensuring everything is accurate, compliant, and positioned to avoid delays or unnecessary complications.
Transactions rarely move in a straight line. Multiple advisors, regulatory requirements, and competing timelines can slow progress and introduce unnecessary complexity. Even well-structured deals can lose momentum without clear coordination.
AJM brings oversight to the process. We act as lead advisors and project managers, aligning the various workstreams and guiding each stage of the transaction so that clients can move forward with greater clarity and control.
Frequently
Asked Questions
Does a South African company require approval to dispose of its foreign investments/assets?
Yes, the South African company must submit an application to its local bank, and the sale proceeds must be repatriated to South Africa within 30 days of the sale's conclusion.
What is a single discretionary allowance?
An allowance of R2 million per calendar year that a South African private individual may externalise freely from South Africa for travel, investment, etc., without a tax clearance certificate or SARB approval.
What is a foreign investment allowance?
An allowance of R10 million per calendar year that a South African private individual may externalise from South Africa for travel, investment, etc., but requires a tax clearance certificate (AIT). When an individual externalises more than R10 million in any calendar year, they require special clearance from SARS.
What is financial emigration?
Financial emigration is the cumbersome process recognised and managed by the SARB, but has been phased out since 1 March 2021. Financial emigration is not tax emigration.
What is the purpose of corporate rollover relief?
Corporate rollover relief is designed to support legitimate restructurings by allowing assets to move within corporate groups without triggering immediate tax consequences.
What is an asset-for-share transaction?
An asset-for-share transaction occurs when assets are transferred to a company in exchange for shares. If the requirements of section 42 are met, the transfer may qualify for tax rollover relief.
What is an intra-group transaction?
An intra-group transaction involves the transfer of assets between companies within the same group structure. Certain transfers may qualify for tax-neutral treatment under section 45.
What anti-avoidance rules apply to corporate rollover relief?
Corporate rollover relief provisions contain clawback and anti-avoidance rules designed to prevent misuse. Transactions should be carefully assessed to ensure continued compliance after implementation.
When does a merger need approval from the Competition Commission in South Africa?
Certain transactions must be notified to the Competition Commission if they meet the thresholds for an intermediate or large merger under the Competition Act. Merger approval requirements should be assessed early, as failure to notify can delay or affect implementation.
What company law issues should be considered before implementing a transaction?
Transactions may require consideration of shareholder approvals, solvency and liquidity requirements, financial assistance rules, fiduciary duties of directors, and restrictions in shareholder agreements or company constitutions.
