Article by listed Attorney: Nanika Prinsloo
In terms of the Companies Act, Act 71 of 2008, a Company must provide its full registered name or registration number to any person on demand; and not misstate its name or registration number in a manner likely to mislead or deceive any person.
If the Corporate and Intellectual Property Commission (CIPC) issued to a Company a registration certificate with an interim name, the Company must use its interim name, until its name has been amended.
Nobody must use the name or registration number of a Company in a manner likely to convey an impression that the person is acting or communicating on behalf of that Company, unless the Company has authorised that person to do so, or use a form of name for any purpose if, in the circumstances, the use of that form of name is likely to convey a false impression that the name is the name of a Company.
Every Company must have its name and registration number mentioned in legible characters in all notices and other official publications of the Company, including such notices and publications in electronic format as contemplated in the Electronic Communications and Transactions Act, and in all bills of exchange, promissory notes, cheques and orders for money or goods and in all letters, delivery notes, invoices, receipts and letters of credit of the Company.
Company owners should take clear notice of the above, because any contravention in the use of a Company’s name is an offence, which means directors can be held criminally liable if the Company misuses its name or does not present it correctly as per the Companies Act.
A Company, or incorporator, shareholder or director of a Company, or a person acting with the authority or on behalf of the Company, must not, by any act or omission, misrepresent to any person, in any way or to any degree, the true legal status of the Company.
If a person makes such misrepresentations, a court, on application by any person affected by that failure, may impose personal liability on any shareholder, director or incorporator of the company for any liability or obligation of the Company, to the extent that the court determines to be just and equitable in the circumstances.