Corporate lawyers

A corporate lawyer in South Africa advises businesses on how they are structured, governed, contracted and transacted, primarily under the Companies Act 71 of 2008 alongside competition, BEE and corporate-governance rules. The work covers company formation, the memorandum of incorporation (MOI) and shareholders’ agreements, contract drafting and review, director and shareholder matters, due diligence, acquisitions and disposals. Burger Huyser Attorneys’ Commercial Law / Contracts practice delivers these confirmed services — contract drafting and review, shareholders’ agreements, company registrations and acquisitions/disposals — from its Linden/Randburg head office and Gauteng branch network, with consultant J’Retha van Rensburg as the named Commercial Law & Contracts specialist.

What a Corporate Lawyer Actually Does in South Africa

A corporate lawyer helps a business set up the right legal structure, draft and negotiate key contracts, and manage shareholder and board matters. Instructions range from a one-off shareholders’ agreement review for a two-founder start-up to running the legal workstream on a multi-party acquisition with regulatory approvals.

The work straddles two registers:

• Advisory (preventive): setting up the company correctly at formation, putting governance documents in place, advising directors on their duties, and reviewing contracts before signature.
• Transactional (deal-driven): legal due diligence, drafting sale and subscription agreements, structuring warranties and indemnities, attending to competition notification, and closing the deal.

The Legal Framework: Companies Act, King Reports and Competition Act

Three interlocking layers of South African law do most of the work in a corporate file:

Instrument	What it governs	Status
Companies Act 71 of 2008	Company formation, director duties, shareholder rights, meetings, disclosures, solvency and liquidity tests, share issues, distributions and major transactions	In force since 1 May 2011
King Reports on Corporate Governance (King V)	Non-binding governance standard applied alongside the Companies Act — board composition, audit committees, ethical leadership, integrated reporting	King V is the current edition, applied on a “comply or explain” basis
Competition Act 89 of 1998	Prohibits price-fixing, cartel conduct, bid-rigging, collusion and abuse of dominance; sets merger-notification thresholds for the Competition Tribunal	Administered by the Competition Commission and Competition Tribunal

The Broad-Based Black Economic Empowerment Act and its Codes of Good Practice govern BEE structuring — material for any South African company that tenders for public-sector or large-corporate work.

Services Under Burger Huyser’s Commercial Law / Contracts Offering

Burger Huyser Attorneys’ Commercial Law / Contracts practice covers four confirmed service lines, with J’Retha van Rensburg as the named specialist consultant.

Service	Scope
Company registrations	Setting up the correct legal entity and the constitutional and governance documents that sit alongside the CIPC filing.
Shareholders’ agreements	Drafting and reviewing written rules for ownership, decision-making, share transfers, pre-emption, deadlock resolution and dividend policy.
Commercial contract drafting and review	Drafting and reviewing agreements including shareholders’ and lease agreements; identifying risk, allocating obligations and clarifying remedies.
Acquisitions and disposals	Running the legal workstream on a sale or purchase; distinguishing a straightforward transaction from one needing specialist due diligence, tax, competition, employment or litigation input.

BEE structuring, JSE listings, private equity, business rescue, restructuring, competition advice, joint ventures and court-sanctioned schemes are part of the wider South African corporate-law market but are not presented here as Burger Huyser services unless the firm confirms a specific mandate.

Wider South African Corporate-Law Work

Some categories of corporate work are routinely mentioned in the market and worth understanding even when they sit outside this firm’s confirmed offering:

• Corporate governance and director advice: board and shareholder resolutions, directors’ duties under sections 75–76 of the Companies Act, conflicts of interest, and approval processes.
• Mergers, acquisitions and due diligence: strategic rationale, valuation, agreed deal structure, legal/financial/tax/commercial due diligence, regulatory approvals, financing and integration — Burger Huyser covers acquisitions and disposals; a complex deal may require additional specialist input.
• Competition and BEE context: the Competition Act 89 of 1998 addresses anti-competitive behaviour and requires notification for some mergers; BEE structures and the Codes of Good Practice are part of the tender landscape.
• Other market categories: restructuring, joint ventures, private equity, venture capital, JSE listings and delistings, schemes of arrangement, and workout or debt restructuring all appear on competitor practice pages — confirm with Burger Huyser whether any specific mandate is accepted.

When Businesses Typically Need a Corporate Lawyer

Trigger	Why a corporate lawyer is involved
Forming a new entity	Choosing the right vehicle, drafting the MOI, registering with CIPC, and putting a shareholders’ agreement in place from day one.
Bringing in an investor or co-founder	Drafting the subscription or shareholders’ agreement, advising on the share issue and pricing, ensuring the Companies Act section 40 solvency and liquidity tests are met.
Selling part or all of the business	Running legal due diligence, drafting the sale agreement, structuring warranties and indemnities, attending to competition notification where thresholds apply.
Entering a material contract	Drafting or reviewing supply, distribution, lease or services agreements, flagging risk and liability allocation before signature.
BEE transaction or ownership change	Designing the ownership structure, attending to sale agreements, supporting verification and post-implementation review.
Governance dispute or shareholder deadlock	Advising on directors’ duties, section 163 oppression remedies, buy-out mechanisms or, where unavoidable, deregistration.
Cross-border structuring	Advising on inward investment vehicles, branches, external companies and exchange-control sensitivities — typically alongside JSE-listed or audited context.

What to Look for When Choosing a Corporate Lawyer

Corporate work is largely drafting, and the practitioner you choose will shape the documents that run your business for years. The criteria that matter most:

• Demonstrated Companies Act 71 of 2008 experience: sections 75–76 on director duties, section 40 on solvency and liquidity, sections 113–118 on transactions, section 163 on oppression remedies — not just knowledge that the statute exists.
• Transactional and drafting depth: the lawyer should produce their own precedent documents rather than rely on the client’s drafts.
• Direct principal-attorney access: corporate work is partner-grade; the firm should not hand the file to a candidate attorney without partner supervision.
• Cross-practice coordination: transactions routinely pull in tax, competition, employment and litigation; the firm should either cover these in-house or coordinate cleanly with named specialists.
• Transparent cost conversation: a fixed fee for a shareholders’ agreement, capped time-and-material for due diligence, and a success fee for a transaction where appropriate — quoted up front after a scoping conversation.

Burger Huyser Attorneys’ Commercial Law / Contracts practice is built around exactly this combination: confirmed drafting scope under the Companies Act, partner supervision, and an honest cost conversation before engagement — matching the firm’s stated emphasis on personalised service and integrity.

The South African Regulatory Layer

Body / Forum	Role
CIPC (Companies and Intellectual Property Commission)	National regulator under the Department of Trade, Industry and Competition. Handles company registrations, MOI amendments, annual returns and director changes.
Competition Commission and Competition Tribunal	Administer the Competition Act 89 of 1998. Mergers above the prescribed thresholds require notification and adjudication; below-threshold transactions still require an appropriate competition assessment.
High Court (relevant division)	Hears schemes of arrangement and other court-sanctioned restructurings under the Companies Act.
JSE (JSE Limited)	Governs listings and delistings through the JSE Listings Requirements, applied alongside the Companies Act.

Burger Huyser’s confirmed offering is drafting and reviewing contracts, shareholders’ agreements, company registrations and acquisitions/disposals; any additional regulatory or court work is subject to confirmation for the specific instruction.

Practical Considerations: Cost, Timeline, What to Bring

Cost

Fees depend on the scope of the instruction, document complexity, urgency, number of parties and whether due diligence or specialist input is needed. The honest position is to request a written quote after the scoping conversation rather than rely on a published fee range — consistent with the firm’s emphasis on honesty about costs and case prospects.

Timeline

There is no statutory turnaround for corporate-law work. A standalone contract or shareholders’ agreement review is generally more contained than an acquisition requiring due diligence, regulatory work and negotiation. Counterparty responsiveness and document completeness are the variables that move the timetable most.

What to bring to the first consultation

1. Company registration certificate and current CIPC profile.
2. The current memorandum of incorporation (MOI) and, if one exists, the existing shareholders’ agreement.
3. Share certificates or share register entries showing current ownership.
4. The relevant contracts, term sheets or transaction documents.
5. Recent financial information where the matter turns on valuation or solvency.
6. A short written summary of the issue and the desired commercial outcome.

Corporate Lawyers in Gauteng: Local Intake Context

Corporate-law administration is largely national. Company registrations and CIPC filings do not become local court matters simply because a business operates in Gauteng, and the Companies Act and competition framework apply uniformly across South Africa. A matter that needs a court-sanctioned transaction or Competition Tribunal adjudication should have the correct forum confirmed for that instruction.

Burger Huyser’s head office is at 49 First Avenue, Linden, Randburg, with branch offices in Sandton, Pretoria (Menlyn), Centurion, Bedfordview, Alberton, Roodepoort and Midrand. These branches can serve as practical intake points for Gauteng-based businesses without changing the national legal process.

Frequently Asked Questions

What does a corporate lawyer in South Africa actually do?

A corporate lawyer helps a business set up the right legal structure, draft and negotiate key contracts, and manage shareholder and board matters. They guide directors on their duties under the Companies Act 71 of 2008, advise on regulatory and competition compliance, and support transactions such as investments, mergers and disposals while identifying and managing legal risk.

Do I need a corporate lawyer to register a (Pty) Ltd company?

Not strictly — CIPC accepts self-filed applications. You do, however, need a corporate lawyer if you want a shareholders’ agreement and a tailored memorandum of incorporation alongside the registration, because the default Companies Act rules on share transfers, pre-emption, deadlock resolution and dividend policy almost never fit a multi-shareholder founder arrangement. Most multi-shareholder companies benefit from both being drafted at formation.

How long does a corporate-law instruction usually take?

A corporate-law instruction has no single statutory turnaround. A standalone contract or shareholders’ agreement review is usually more contained than an acquisition requiring due diligence, regulatory work and negotiation, while counterparty responsiveness and document completeness can extend any timetable.

What is the difference between a corporate lawyer and in-house corporate counsel?

External corporate lawyers, such as Burger Huyser’s Commercial Law / Contracts practice, advise the business on a fee-paying basis, are admitted attorneys and fall under the Legal Practice Council’s jurisdiction. In-house corporate counsel are employees of the company — they hold legal qualifications but provide legal and business advice to their single employer rather than to the public, are paid a salary rather than fees, and in South Africa are not separately regulated by statute. The Corporate Counsel Association of South Africa was established in 1982 and is the recognised Professional Body for the in-house corporate counsel profession.

How much does a corporate lawyer cost?

Fees depend on the instruction’s scope, complexity, urgency and whether due diligence or specialist input is needed. The honest approach is to request a written quote after the lawyer has understood the matter, rather than rely on a published fee range — a position that aligns with the firm’s emphasis on honest costs and prospects.

Where is Burger Huyser Attorneys’ corporate-law practice based?

The Commercial Law / Contracts practice is run from the firm’s head office at 49 First Avenue, Linden, Randburg, 2194 (011 888 0246), with branch support across Gauteng including Sandton (011 253 3080), Centurion (012 644 4990), Pretoria/Menlyn (012 471 5700), Bedfordview (011 201 7190), Alberton (011 439 3990), Roodepoort (011 668 0030) and Midrand (010 022 4082). Consultations are Monday to Friday, 7:30am to 4:30pm.

Corporate-law work is often the first legal instruction a business needs, and plain language and an honest cost conversation matter. Burger Huyser Attorneys’ Commercial Law / Contracts practice can assist with contract drafting and review, shareholders’ agreements, company registrations and acquisitions/disposals from its Linden/Randburg head office at 49 First Avenue (011 888 0246), with consultant J’Retha van Rensburg named in the firm’s Commercial Law & Contracts team. The firm was named Commercial Law Firm of the Year 2025 – South Africa at the 5 Star Lawyers Awards and holds a 4.8/5 average across 250+ Google reviews (Trustindex verified). Contact the office Monday to Friday, 7:30am to 4:30pm, to discuss the scope of a specific instruction.