GATES COMPANY LAW AND PRACTICE IN ZAMBIA by REAGAN BLANKFEIN GATES

Author:REAGAN BLANKFEIN GATES [GATES, REAGAN BLANKFEIN]
Language: eng
Format: epub
Publisher: Reagan Blankfein Gates
Published: 2017-04-22T21:00:00+00:00

21 Section 170(3).

22 Section 170(4).

23 Division 8.2 of the Act.

24 By section 171(13) however, ‘[n]othing in subsection (5) shall deprive a person removed thereunder of compensation or damages payable to him in respect of the termination of his appointment as auditor or of any appointment terminating with that as auditor.

15.11.2 Remuneration of auditors

‘The remuneration of an auditor of the company, including any sums to be paid by the company in respect of the auditors’ expenses: (a) may be fixed by the directors, where the appointment is made by the directors;

(b) may be fixed by the Registrar, where the appointment is made by the Registrar; and

(c) shall be fixed by ordinary resolution of the company, or in such manner as the company may determine by ordinary resolution, in any other case.’25

auditor of a company, each partner of the firm shall be deemed to be an auditor of the company.’27 Further and by section 172(4), ‘[a]n individual or firm shall not:

(a) consent to be appointed as auditor of a company; or

(b) act as auditor of a company;

if the individual or firm is disqualified under [section 172].

‘For the purposes of [section 172], an individual is disqualified in relation to a company if:

(a) he is:

(i) an officer of the company;

(ii) a partner, employer or employee of an officer of the company; or

(iii) a partner or employee of an employee of an officer of the company; or

(b) he, or a company in which more than half the shares are beneficially owned by him, owes a debt of more than five hundred monetary units to the company concerned or to a related body corporate, not being a debt entered into by the company or related body corporate in the ordinary course of its business where the ordinary business of the company or related body corporate, as the case may be, includes the lending of money.’28 In terms of section 172(6), ‘... a firm is disqualified in relation to a company if any member of the firm is disqualified under subsection (5).’ ‘An auditor of a company shall not take any action that would result in his being disqualified under this section.’29 Additionally and in terms of section 172(8), ‘a person who contravenes subsection (4) or (7) shall be guilty of an offence, and shall be liable on conviction to a fine of five hundred monetary units.’

In terms of section 172(9) and for purposes of section 172 as a whole, a reference to an officer of a company includes a reference to: (a) an officer of a related body corporate; and (b) a person who has, at any time within the immediately preceding period of twelve months, been an officer or promoter of the company or of a related company, unless the Registrar, if he thinks fit in the circumstances of the case, directs in writing that this paragraph shall not apply to the person.

In terms of section 172(10), ‘... a person shall not be regarded as an officer of a company by reason only of his being or having been the liquidator of that company. By section 172(11), ‘[a] report, notice or consent that purports to be made or given by a firm appointed as auditor of a company shall not be duly made or given unless it is signed in the firm name and in his own name by a partner of the firm.’

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