The B-BBEE Commission was established by the Broad-Based Black Economic Empowerment (B-BBEE) Act 53 of 2003 as amended by Act 46 of 2013, to oversee the implementation of this Act.
Section 13F (1)(f) of the Act requires the B-BBEE Commission to maintain a registry of major B-BBEE transactions, above a threshold determined by the Minister by notice in the Gazette. On 9 June 2017, the Minister of Trade and Industry issued Notice No. 551 in Government Gazette No. 40898 which determines the threshold for registering a B-BBEE transaction.
The documents required to be submitted for the registration of the major B-BBEE transaction must be in accordance with the requirements of the B-BBEE Commission.
What constitutes a Major B-BBEE transaction
A major B-BBEE transaction refers to any transaction between entities/parties that result in ownership recognition, the value of which equals or exceeds R25 million.
In terms of Regulation 18 of the B-BBEE Regulations, a party who enters into a major B-BBEE transaction that is above the threshold set out above must, within 15 days of concluding the major B-BBEE transaction, submit the major B-BBEE transaction to the B-BBEE Commission in the prescribed form. This means major B-BBEE transactions concluded from 09 June 2017 must be registered within 15 days.
- Documents to be submitted with Form BBBEE 18 when registering a major B-BBEE transaction:
- Brief description of the major B-BBEE transaction.
- Copy of a signed Sale Agreement, or similar agreement transferring shares/interest/assets/business, as the case may be, from one party/entity to another.
- Copy of signed Shareholders’ Agreements, or similar agreement governing the relationship between holders of interest, in respect the major B-BBEE transaction.
- Copy of signed trust deeds, if the ownership structure of the major B-BBEE transaction includes a trust.
- Copy of a signed financing agreement relating to the transaction, irrespective of whether or not it was vendor financed.
- Copy of a schematic diagram of the ownership structure before and after the conclusion of the major B-BBEE transaction.
- Copy of a valid B-BBEE Certificate or a B-BBEE Sworn Affidavit, as the case may be, of the measured entity involved in the major B-BBEE transaction.
- Any document that the parties/entities deem relevant to the transaction.
All the above referred to documents must be submitted for the certificate of registration to be issued by the B-BBEE Commission.
ABOUT THE AUTHOR
Madelaine Loock is a Legal Advisor and Provincial Manager at SEESA BEE and has been with the company since 2009. She completed her LLB degree as well as a LLM in Labour Law. She was admitted as an Advocate of the High Court in April 2015.