10 Reasons why the Article 400A of the Companies Act of Tanzania ( as amended by parliament ) will discourage Foreign Direct Investment in Tanzania

[Vonix]

Afrika tuliumbwa kuwa watumwa nadhani

Waingereza hawajawahi kuilazimisha nchi yoyote duniani kutumia kiingereza kufundishia au utumwa huja baada ya lugha kugoma.

 

[AbaMukulu]

8. Once a company is published in the Gazette as being struck off, any other person / company can register a company using the same name as the company struck off and this mere fact negates the right of the company that has been struck off to ever be considered for registration again, even where the court may find cause for restoration and another person/ company can benefit from the brand equity built by the Company that is struck off “just like that”.

Hii kitu ni mbaya sana. Mfano JF ikiwekwa kwenye struck off na msajili, vibaraka wa serikali wanasajili kampuni nyingine kwa jina hilo hilo la JF na kuendelea kula lift ya brand identity bila gharama yoyote.

 

[Samcezar]

Thanks dude

 

[Samcezar]

Thanks dude

 

[whizkid]

8. Once a company is published in the Gazette as being struck off, any other person / company can register a company using the same name as the company struck off and this mere fact negates the right of the company that has been struck off to ever be considered for registration again, even where the court may find cause for restoration and another person/ company can benefit from the brand equity built by the Company that is struck off “just like that”.

I think there is a section in the amendments whereby the name of the struck-off company is protected for a period of five years. Maybe I misunderstood the section. In either case, especially considering all the other reasons presented here by Amne, this is a huge deterrent to not only FDI but to overall development. We are simply going backwards. These are just measures being put in place to make it easy for the republic to persecute and prosecute people - imagine how convenient it will be if for instance the case of IPTL (and many other cases that are currently stuck in courts), the company could just be struck off and its shareholders/directors/partners incriminated in whatever charges the republic cooks up. This is just absurd.

 

[whizkid]

I think there is a section in the amendments whereby the name of the struck-off company is protected for a period of five years. Maybe I misunderstood the section. In either case, especially considering all the other reasons presented here by Amne, this is a huge deterrent to not only FDI but to overall development. We are simply going backwards. These are just measures being put in place to make it easy for the republic to persecute and prosecute people - imagine how convenient it will be if for instance the case of IPTL (and many other cases that are currently stuck in courts), the company could just be struck off and its shareholders/directors/partners incriminated in whatever charges the republic cooks up. This is just absurd.

Was referring to this (400A-4):

 

[Mtangoo]

Watu wengi hawaelewi kiingereza hizo sababu 10 hazijaandikwa na Zitto Kabwe hizo sababu ameziandika huyo Amne Suedi Kagasheki anaefanya kazi Shikana Law Group Zitto Kabwe amepost tu daah Kiingereza ni tatizo kubwa sana Tanzania

Una idea hiyo clause inapatikana wapi na kama kuna related documents? Kiingereza kilikuja kwa meli na wengi ni waoga kwenda bandarini

 

[koro-boy]

Increasing lending risks to sky high

 

[DSN]

Was referring to this (400A-4):
View attachment 1143911

Hapa ndio utajua mchezo wa zZitto na Kagasheki, wame highlight na kuleta vioengele ili watoe tafsiri zisizo sahihi kama waliodanganya nayo watu hapa JF

8. Once a company is published in the Gazette as being struck off, any other person / company can register a company using the same name as the company struck off and this mere fact negates the right of the company that has been struck off to ever be considered for registration again, even where the court may find cause for restoration and another person/ company can benefit from the brand equity built by the Company that is struck off “just like that

Tizama reference ya tafsiri ya sheria kwenye matumizi ya jina husika baada ya stuck off na angalia mpotoshaji Zitto na mwenzake Kagasheki wamepumbaza na kupotosha wangapi hapa JF

 

[Msakila KABENDE]

Quinine inaingia vumilianeni

 

[whizkid]

Amendment of the Companies Act are in the attached bill:View attachment 1560945585-THE WRITTEN LAWS (NO.3) CERTIFICATE OF URGENCY 11 June 2019.pdf

 

[Team JPM]

10 Reasons why the Proposed Article 400A of the Companies Act of Tanzania will discourage foreign direct investment in Tanzania

Amne Suedi Kagasheki – International Lawyer. Founder Shikana Law Group.

1. Striking off a company is normally reserved for cases whereby a company is not operational or carrying on a business. Article 400A proposes that a company that is operational and conducting a business may be struck off.

2. The Registrar of Companies’ powers to strike off any company can be exercised not based on a definitive and conclusive evidence, judgment or conviction from court of law, but on a belief that may constitute a reasonable ground.

3. One of the reasons for a company to be struck off is if the Company is “fraudulently registered” (Section 400A (1) (a)) and this goes against the principle of the “conclusiveness of certificate of incorporation” provided and guaranteed under section 16 (1) of the Companies Act which states that a certificate of incorporation given by the Registrar is conclusive evidence that all requirements of this Act in respect of registration have been complied to. Essentially, this weakens the value of a certificate of incorporation under the Companies Act of Tanzania.

4. Section 400A (1) (c) proposes that a company can be struck off because of “misrepresentation” by the registered company directly contradicts section 472 of the Companies Act that provides that false statements and misrepresentation may constitute an offence which is punishable by conviction or a fine. It does not provide that a company can be struck off due to the extremity of such a procedure and its consequences.

5. Section 400A (1) (b) undermines the authority of the Financial Intelligence Unit established by the Anti-Money Laundering Act of Tanzania and puts in danger any investigation or criminal proceeding taking place with regards to offences under this Act. It also denies the right to be heard and to have fair trial since the Registrar in striking off the Company based on a belief has already condemned.

6. The shareholders and directors being prohibited to enter the country as a ground for the Registrar to strike off a company denies the freedom of shareholders to appoint other directors so as the management of the company can continue or to exercise the shareholders’ right of constituting a proxy so that his or her rights are still exercised. This is a direct interference in the affairs of a private company.

7. In striking off a Company, the Registrar has no obligation beforehand to notify creditors that may have claims over the Company and creditors will not have any right to object until after the Company is struck off where a long process of restoration is to commence should creditors wish to enforce their creditors’ rights. Where restoration is granted, the Company will have to pay interest it accumulated from the date the Company was struck off irrespective of whether or not there was cause since the financial instrument will be valid despite the Company being struck off (section 400A (6)).

8. Once a company is published in the Gazette as being struck off, any other person / company can register a company using the same name as the company struck off and this mere fact negates the right of the company that has been struck off to ever be considered for registration again, even where the court may find cause for restoration and another person/ company can benefit from the brand equity built by the Company that is struck off “just like that”.

9. Section 400A undermines the provisions in the Companies Act for winding up a company which are there to protect creditors, partners and shareholders. This provision seeks to punish which is contrary to the spirit of the Companies Act and general principle of good faith in conducting business.

10. Section 400A gives Registrar of Companies unprecedented powers “to undo” what potentially has taken investors years “to do” and potentially if exercised goes against the principle of sanctity of contract as enshrined in the Law of Contract Act of Tanzania.

Tangu lini Zitto akawa mzalendo?, siku zote anawatetea mabeberu kwa maslahi bibafsi. Hizo sababu kapewa tu kuzipost

 

[Threesixteen Himself]

This a bad a law especially point 6 and 7.

Surely a company also has an article of association which articulates how the company would be run with shareholders giving the powers of decision to the management. With that reasoning you can’t mix shareholders with management in respect to public listed companies, private listed and co-opreations.

Point 7 is even more absurd you can’t just decide to shut down. Creditors won’t lend to a company in the first place if they knew it will be stroked down by government decidion any moment.

There are assemesment before deciding to lend none more crucial than the liquidity of the company and its overall financial performance especially with long term debentures/loans sasa tena ukisema kampuni inaweza futwa na mpuuzi that is not assuring.

This is just a very bad law in the business world which adds the aspect of uncertainty to everyone hivi ni akina nani wanatunga hizi sheria.

!
!
Sisiemu Ndio Wanaotinga Tu Mkuu.

 

[smarte_r]

10 Reasons why the Proposed Article 400A of the Companies Act of Tanzania will discourage foreign direct investment in Tanzania

Amne Suedi Kagasheki – International Lawyer. Founder Shikana Law Group.

1. Striking off a company is normally reserved for cases whereby a company is not operational or carrying on a business. Article 400A proposes that a company that is operational and conducting a business may be struck off.

2. The Registrar of Companies’ powers to strike off any company can be exercised not based on a definitive and conclusive evidence, judgment or conviction from court of law, but on a belief that may constitute a reasonable ground.

3. One of the reasons for a company to be struck off is if the Company is “fraudulently registered” (Section 400A (1) (a)) and this goes against the principle of the “conclusiveness of certificate of incorporation” provided and guaranteed under section 16 (1) of the Companies Act which states that a certificate of incorporation given by the Registrar is conclusive evidence that all requirements of this Act in respect of registration have been complied to. Essentially, this weakens the value of a certificate of incorporation under the Companies Act of Tanzania.

4. Section 400A (1) (c) proposes that a company can be struck off because of “misrepresentation” by the registered company directly contradicts section 472 of the Companies Act that provides that false statements and misrepresentation may constitute an offence which is punishable by conviction or a fine. It does not provide that a company can be struck off due to the extremity of such a procedure and its consequences.

5. Section 400A (1) (b) undermines the authority of the Financial Intelligence Unit established by the Anti-Money Laundering Act of Tanzania and puts in danger any investigation or criminal proceeding taking place with regards to offences under this Act. It also denies the right to be heard and to have fair trial since the Registrar in striking off the Company based on a belief has already condemned.

6. The shareholders and directors being prohibited to enter the country as a ground for the Registrar to strike off a company denies the freedom of shareholders to appoint other directors so as the management of the company can continue or to exercise the shareholders’ right of constituting a proxy so that his or her rights are still exercised. This is a direct interference in the affairs of a private company.

7. In striking off a Company, the Registrar has no obligation beforehand to notify creditors that may have claims over the Company and creditors will not have any right to object until after the Company is struck off where a long process of restoration is to commence should creditors wish to enforce their creditors’ rights. Where restoration is granted, the Company will have to pay interest it accumulated from the date the Company was struck off irrespective of whether or not there was cause since the financial instrument will be valid despite the Company being struck off (section 400A (6)).

8. Once a company is published in the Gazette as being struck off, any other person / company can register a company using the same name as the company struck off and this mere fact negates the right of the company that has been struck off to ever be considered for registration again, even where the court may find cause for restoration and another person/ company can benefit from the brand equity built by the Company that is struck off “just like that”.

9. Section 400A undermines the provisions in the Companies Act for winding up a company which are there to protect creditors, partners and shareholders. This provision seeks to punish which is contrary to the spirit of the Companies Act and general principle of good faith in conducting business.

10. Section 400A gives Registrar of Companies unprecedented powers “to undo” what potentially has taken investors years “to do” and potentially if exercised goes against the principle of sanctity of contract as enshrined in the Law of Contract Act of Tanzania.

praise team hakuna hata kimoja walichoelewa hapa.
umewakomoa kweli kweli.

 

[smarte_r]

Watu wengi hawaelewi kiingereza hizo sababu 10 hazijaandikwa na Zitto Kabwe hizo sababu ameziandika huyo Amne Suedi Kagasheki anaefanya kazi Shikana Law Group Zitto Kabwe amepost tu daah Kiingereza ni tatizo kubwa sana Tanzania

kwa hiyo?.

 

[thegoodAmigo]

Ku deal na ACCACIA ni swala jepesi sana peleka wale jamaa wa mazingira NEMC or whatever wawatungie uongo wa kufa mtu.

Peleka watu wa ajira wawapime kwa viwango vya kimataifa kulazimisha awafuati masharti wafunge mgodi mpaka wajirekebishe etc to do with fitna nakwambia wenyewe wangenawa, ukizingatia Barrick wapo tayari kuwatoa.

Tukiwaambia Tanzania bado ni bado

Nimeipenda hii

 

[joshydama]

10 Reasons why the Proposed Article 400A of the Companies Act of Tanzania will discourage foreign direct investment in Tanzania

Amne Suedi Kagasheki – International Lawyer. Founder Shikana Law Group.

1. Striking off a company is normally reserved for cases whereby a company is not operational or carrying on a business. Article 400A proposes that a company that is operational and conducting a business may be struck off.

2. The Registrar of Companies’ powers to strike off any company can be exercised not based on a definitive and conclusive evidence, judgment or conviction from court of law, but on a belief that may constitute a reasonable ground.

3. One of the reasons for a company to be struck off is if the Company is “fraudulently registered” (Section 400A (1) (a)) and this goes against the principle of the “conclusiveness of certificate of incorporation” provided and guaranteed under section 16 (1) of the Companies Act which states that a certificate of incorporation given by the Registrar is conclusive evidence that all requirements of this Act in respect of registration have been complied to. Essentially, this weakens the value of a certificate of incorporation under the Companies Act of Tanzania.

4. Section 400A (1) (c) proposes that a company can be struck off because of “misrepresentation” by the registered company directly contradicts section 472 of the Companies Act that provides that false statements and misrepresentation may constitute an offence which is punishable by conviction or a fine. It does not provide that a company can be struck off due to the extremity of such a procedure and its consequences.

5. Section 400A (1) (b) undermines the authority of the Financial Intelligence Unit established by the Anti-Money Laundering Act of Tanzania and puts in danger any investigation or criminal proceeding taking place with regards to offences under this Act. It also denies the right to be heard and to have fair trial since the Registrar in striking off the Company based on a belief has already condemned.

6. The shareholders and directors being prohibited to enter the country as a ground for the Registrar to strike off a company denies the freedom of shareholders to appoint other directors so as the management of the company can continue or to exercise the shareholders’ right of constituting a proxy so that his or her rights are still exercised. This is a direct interference in the affairs of a private company.

7. In striking off a Company, the Registrar has no obligation beforehand to notify creditors that may have claims over the Company and creditors will not have any right to object until after the Company is struck off where a long process of restoration is to commence should creditors wish to enforce their creditors’ rights. Where restoration is granted, the Company will have to pay interest it accumulated from the date the Company was struck off irrespective of whether or not there was cause since the financial instrument will be valid despite the Company being struck off (section 400A (6)).

8. Once a company is published in the Gazette as being struck off, any other person / company can register a company using the same name as the company struck off and this mere fact negates the right of the company that has been struck off to ever be considered for registration again, even where the court may find cause for restoration and another person/ company can benefit from the brand equity built by the Company that is struck off “just like that”.

9. Section 400A undermines the provisions in the Companies Act for winding up a company which are there to protect creditors, partners and shareholders. This provision seeks to punish which is contrary to the spirit of the Companies Act and general principle of good faith in conducting business.

10. Section 400A gives Registrar of Companies unprecedented powers “to undo” what potentially has taken investors years “to do” and potentially if exercised goes against the principle of sanctity of contract as enshrined in the Law of Contract Act.

I think there is a section in the amendments whereby the name of the struck-off company is protected for a period of five years. Maybe I misunderstood the section. In either case, especially considering all the other reasons presented here by Amne, this is a huge deterrent to not only FDI but to overall development. We are simply going backwards. These are just measures being put in place to make it easy for the republic to persecute and prosecute people - imagine how convenient it will be if for instance the case of IPTL (and many other cases that are currently stuck in courts), the company could just be struck off and its shareholders/directors/partners incriminated in whatever charges the republic cooks up. This is just absurd.

Section 400A(4) of the Act provides protection for a period of five years once the company is struck out by the Registrar of the company. However, what Mr. Amne said is not exactly an intention of the legislature.

 

[Team JPM]

Aliyeandika na aliyezipost wote ni sawa, Zitto analaumiwa kwa kuungana na udhaifu wa mwandishi na kuwatetea mabeberu na mabepari wanaohujumu rasilimali za nchi kupitia makampuni ya kigeni na ya wazawa.

Tanzania
Elimu ya Tanzania ni shida kubwa sana kwa sasa hapa Duniani! Mtu mwenye PHD hoja zake na communication skills kama STD 7 tu!
Amne Sued Kagasheki kama Mwanasheria ndo ametumia utaalam wake kuonyesha mapungufu katika Sheria hiyo lakini watu wanamponda Zitto Kabwe.
Acheni tudharaulike tu hatuna jinsi!

 

[Bufa]

Viongozi tulioyapa nchi ni majitu ya ajabu sana!

Nani waajabu zaidi aliyepewa nchi au aliyetoa nchi kwa viongozi wa ajabu?

 

[Eric Cartman]

Was referring to this (400A-4):
View attachment 1143911

Isn’t that absurd mfano umefuta KFC Tanzania, ina maana kwa kipengele hicho brand patent pia inafutwa ndani ya Tanzania na yoyote anaweza fungua mgahawa wa kuuza chips kuku with imitations of flavour za kampuni iliyofutwa na akaiita KFC Tanzania.

Hivi walifikiria ya kuwa kuna kampuni zingine ni franchise tu za international corporations jaribu ufungue KFC Tanzania bila ya kibali chao uone kitakachokufuata in terms of compensation ya kutumia hilo jina na chapa yao bila ya ruhusa.

There are so many aspects of this law which have flaws kwa kuto kuzingatia international applications.